OR 93-595 Issuance of General Obligation Refunding Bonds, $8,485.00 ORDINANCE NO. 93595
AUTHORIZING TH ISSUANCE OF GENERAL OBLIGATION REFUNDING
BONDS, SERIES 1993, APPROVING AN OFFICIAL STATEMENT,
AUTHORIZ ING THE EXECUTION OF A PURCHASE CONTRACT, AND
MAKING PROVISIONS FOR THE SECURITY THEREOF, AND ORDAINING
OTHER MATTERS RELATING TO THE SUBJECT
THE STATE OF TEXAS §
COUNTIES OF DALL AS AND DENTON §
CITY OF COPPELL §
WHEREAS, the City of Coppell Texas (the "ksuer) has duly issued and there is now
outstanding the following series or issue of certificates of obligation and bonds which are
secured by the full faith and credit of the l~uer and a pledge by the Ls~uer to levy ad
valorem taxes sufficient to pay principal of and interest on the certificates of obligation and
bonds as they become due:
City of Coppell, Texas Water and Se~er Bond.s, Series 1966, dated May 1,
1966, maturities May 1, 1993 through May 1, 1996, in the aggregate principal
amount of $22,000 (the "Series 1966 Bonds");
City of CoppeR, Texas General Obligation Bonds, Series 1984, dated June 1,
1984, maturities September 1, 1993 through September 1, 1996, in the
aggregate principal amount of $775,000 (the "Series 1984 Bonds");
City of Coppell, Texas General Obligation Bonds, Series 1985, dated August
1, 1985, maturities September 1, 1993 through September 1, 2006, in the
aggregate principal amount of :$2,825,000 (the "Series 1985 Bonds");
City of Coppell, Texas General Obligation Bonds, Series 1990, dated August
1, 1990, maturities February 1, 1994 through February 1, 2010, in the
aggregate principal amount of $2000,000 (the "Series 1990 Bonds");
City of Coppell, Texas General Obligation Refunding Bonds, Series 1991,
dated January 1, 1991, maturities September 1, 1993 through September 1,
2005, in the aggregate principal amount of $11,900,000 (the "Series 1991
RefundinS Bonded};
City of Coppell, Texas General Obligation Bonds, Series 1991, dated
September 1, 1991, maturities February 1, 1994 through February 1, 2012, in
the aggregate principal amount of $735,000 (the 'Series 1991 Bonds");
City of Coppell, Texas Combination Tax and Revenue Certificates of
Obligation, Series 1978, dated June 15, 1978, maturities June 15, 1993 through
June 15, 1997, in the aggregate principal amount of $90,000 (the "Series 1978
Certificates of Obligation");
City of Coppelt, Texas Combination Tax and Revenue Certificates of
Obligation, Series 1981, dated March 1, 1981, maturities March 1, 1994
through March 1, 1997, in the aggregate principal amount of $125,000 (the
"Series 1981 Certificates of Obligation");
City of CoppelL Texas Combination Tax and Revenue Certificates of
Obligation, Serie. 1986, dated October 1, 1986, maturities February 1, 1993
through February 1, 2006, in the aggregate principal amount of $1,775,1300
(the "Series 1986 Certificates of Obligation");
City of Coppell, Texas Combination Tax and Revenu~ Certificates of
Obligation, Series 1987, dated November 1, 1987, maturities FebruaW 1, 1994
through February 1, 21119, in the aggregate principal amount of $4,450,000
(the "Series 1986 Certificate. a of Obligation");
WHEREAS, the bauer now desires m refund maturity 2006 of the Series 1985 Bonds
in the principal mount of $1,125,000, maturities 200.1 through 2010 of the Series 1990
Bonds in the principal mount of $1,450,000, maturities 1994 through 1997 of the Series
1981 Certificates of Obligation in the principal mount of $125,000, maturities 2000 through
2006 of the Series 1986 Certificates of Obligation in ti~ principal mount of $1,175,000; and
maturi~e~ 1999 through 2009 of the Series 1987 Certificates of Obligation in the principal
amount of $3,600,000 for a total aggregate amount of $7,475,000 (th~ "Refunded Bonds");
and
WHEREA& the City Coun~l of the tuuer deema it advisable to refund the Refunded
Bonds in order to achi,~ve an debt ~rvice ~avinga of approximately $655,345.73 and a
present valu~ ~avin$~ of $387,955.8~, and
WHEREAS, ~ 717k, V.A.T.C.S. authorize~ the Iasuer to issue refunding bonds
and to de!~it the pnx~eds from the ~ thereof together with any other available funds
or resourcet, dimaly with a place of payment (paying agent) for the Refunded Bonds, and
such depmit, if made b~or~ a~ach payment datea, ahall conalimte the making of firm banking
and financial anan$~m~nta for the aliacharge and final payment of th~ Refunded Bonds; and
WHF-R.EAS, Ankle 717k further authorize~ tl~ Is~uer to enter into an escrow
agreement with th~ paying agent for the Refunded Bonds with respect to the safekeeping,
investment, reinveatment, adminiatration and dialx~ition of any such delx~it, upon such
terma and condition~ al the Iauer and such paying agent may agree, providexl that such
deposita may be invited and reinvested including obligation~ the principal of and interest
on which are unconditionally guaranteed by the United States of America, and which shall
mature and bear interest payable at such times and in such amounts as will be sufficient to
provide for the scheduled payment or prepayment of the Refunded Bonds; and
WHEREAS, Texas Commerce Bank National Association, Houston, Texas (succesor
to First City, Texas - Dallas, Dallas, Texas) is the paying agent for the Series 1985 Bonds,
Series 1981 Certificates of Obl/gation, Series 1986 Certificates of Obl/gation and Series 1987
Certificates of Obligation and Ameritrust Texas National Association, Dallas, Texas is the
paying agent for the Series 1990 Bonds, and Ameritrust Texas National Association shah
serve as Escrow Agent for the Refunded Bonds, and the Escrow Agreement hereinafter
authorized, constitutes an agreement of the kind authorized and permitted by said Article
717k; and
WHEREAS, all the Refunded Bonds mature or are subject to redemption pr/or to
maturity within 20 years of the date of the bonds hereinafter authorized.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF COPPEH~ TEXAS:
Section 1. AMOUNT AND PURPOSE OF THE BONDS. The bond or bonds of
the City of Coppen (the "lssue~') are hereby authorized to be issued and delivered in the
aggregate principal amount of $8,485,000 for the purpo~ of refunding maturity 2006 of the
City of CoppeR, Teams General Obligation Bonds, Serie.~ 1985; maturities~2001 through 2010
of the City of CoppeR, Texas Genera/Obligation Bonds, Series 1990, maturities 1994
through 1997 of the City of CoppeR, Teams Combination Tax and R~venue Certificates of
Obligation, Series 1981; maturities 2000 through 2006 of the City of Coppeli Combination
Tax and Revenue Certificates of Obligation, Series 1986 and maturities 1999 through 2009
of the City of CoppeR, Texas Combination Tax and R~venu~ Certificates of Obligation,
Series 1987.
Section 2. DESIGNATION OF THE BONDS. Each bond issued pursuant to this
Ordinance shall be designated: 'CITY OF COPP~I _I; TEXAS GENERAL OBLIGATION
REFUNDING BOND, SERIES 1993~, and initially there shall b~ isaue. d, sold, and delivered
hereunder a single fully r~gistered bond, without interest coupons, payable in annual
installmenU of pri~ipal (tlg ~aitial Bond'), but the Initial Bond may be assigned and
tnnsferred amt/ot eoav~rte, d into and eschanged for a lilm aggregat~ principal amount of
fully regisrural bonds, ~thout inter~t coupons, having griai and annual matur/ties, and in
the denomination or damominatiom of $5,000 or any integral multipk: of $5,000, all in the
l~qnnet hel'~ili/fft~r pr~ Tlg t~rlll "Bonds" as ut, d in this Or~inlfflce shall mean and
include colle, ctiv~ly tlg Initial Bond and all substitute bonds eatchanged therefor, as well as
all other substitute bonds and replacement bonds issued pursuant hereto, and the term
'Bond' shall mean any of the Bondt
Section 3. INITIAL DATE, DENOM/NATION, NUMBER, MATURITIES,
INITIAL REGISTER ~:.r~ OWNER, AND CHARACTERISTICS OF THE INrrIAL BOND.
(a) T!~ Initial Bond is hereby authorizexl to he issued, sold, and delivered hereunder as
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a single fully registered Bond, without interest coupons, dated March 15, 1993, in the
denomination and aggregate principal mount of $8,485,000, numbered R-l, payable in
annual installment~ of principal to the initial registered owner thereof, to-wit: Dean Witter
Reynolds Inc., or to the registered assignee or assignees of said Bond or any portion or por-
tions thereof (in each case, the "registered owner"), with the annual installments of principal
of the Initial Bond to be payable on the dates, respectively, and in the principal amounts,
respectively, stated in the FORM OF INITIAL BOND set forth in this Ordinance.
(b) The Initial Bond (i) may be prepaid or redeemed prior to the respective
scheduled due dates of installments of principal thereof, (ii) may be assigned and
transferred, (iii) may be converted and exchanged for other Bonds, (iv) shall have the
characteristics, and (v) shall be signed and sealed, and the principal of and interest on the
Initial Bond shall be payable, all as provided, and in the manner required or indicated, in
the FORM OF INITIAL BOND set forth in this Ordinance.
Section 4. INTERF-qT. The unpaid principal balance of the Initial Bond shall bear
interest from the date of the Initial Bond and will be calculated on the bash of a 360-day
year of twelve 30-day month~ to the respective scheduled due dates, or to the respective
dates of prepayment or redemption, of the installments of principal of the Initial Bond, and
said interest shall be payable, all in the manner provided and at the rates and on the dates
stated in the FORM OF INITIAL. BOND set forth in ~ Ordinance.
Seelion 5. FORM OF IN1TIAL BOND. The form of the Initial Bond, including the
form of Registration Certitieate of the Comptroller of Public Accounts of the State of Texas
to be endorsed on the Initial Bond, shall be substantially as follows:
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FORM OF INITIAL BOND
NO. R-1 $8,485,000
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF DALL AS AND DENTON
CITY OF COPPELL, TEXAS
GENERAL OBLIGATION REFUNDING BOND
SERIES 1993
The CITY OF COPPELL; in Dallas and Denton Counties Texas (the "Issuer"), being
a political subdivision of the State of Texas, hereby promises to pay to
DEAN WHITTER REYNOLDS INC.
or to the registerexl assignee or assignee~ of this Bond or any portion or portions hereof (in
each case, the "registered owner~) the aggregate principal mount of
EIGHT MILLION FOUR HUNDRED EIGHT FIVE THOUSAND DOI .I ARS
in annual ix~smllment~ of printpal du~ and payabl~ on February 1 in each of the years, and
in the respe,~tive principal mounts, as ~t forth in the following achedule:
YEAR AMOUNT YEAR AMOUNT
1994 $120,000 2003 $ 670,000
1996 130,000 2005 720,000
1997 130,0~0 2006 1,915,000
1998 100,000 2007 545,000
1999 300000 2008 585,000
2000 450,000 2009 625,000
2001 59~,000 2010 190,000
ana to pay from aat of Bona h~reinaft~r state~t, un the balance of each
such inst~llm~t of pljl~i~ r~pe.c~vfiy, from time to ~ remaining unpaid, at the rates
as follo~:
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maturity 1994, 2.75% maturity 2003, 5.00%
maturity 1995, 3.50% maturity 2004, 5.10%
maturity 1996, 3.80% maturity 2005, 5.20%
maturity 1997, 4.00% maturity 2006, 5.30%
maturity 1998, 4.25% maturity 2007, 5.40%
maturity 1999, 4.40% maturity 2008, 5.50%
maturity 2000, 4.60% maturity 2009, 5.50%
maturity 2001, 4.75% maturity 2010, 5.50%
maturity 2002, 4.90%
with said interest being payable on August 1, 1993, and semiannually on each February 1
and August 1 thereafter while this Bond or any portion hereof is outstanding and unpaid.
THE INSTAI .I MENTS OF PRINCIPAL OF AND THE INTEREST ON this Bond
are payable in lawful money of the United States of America, without exchange or collection
charges. The installments of principal and the interest on this Bond are payable to the
registered owner hereof thxough the services of Ameritrust Texas National Association,
Dallas, Texas, which is the "Paying Agent/Registrar" for this Bond. Payment of all principal
of and interest on this Bond shall be made by the Paying Agent/Registrar to the registered
owner hereof on each principal and/or interest payment date by check or draft, dated as of
such date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the
Issuer required by the orclinance authori~,ing the issuance of this Bond (the "Bond Ordi-
nance") to be on deposit with the Paying Agent/Registrar for such purpose as hereinafter
provided; and such check or draft shall be sent by th~ Paying Agent/Registrar by United
States mail, first-class postage prepaid, on each such principal and/or interest payment date,
m the registered owner hereof, at the address of the registered owner, as it appeared on the
15th day of the month next preceding each such date (tl~ "Record Date") on the Regisira-
lion Books kept by the Paying Agent/Registntr, as hereinafter described, or by such other
metland acceptable to th~ Paying Agent/Registrar requested by, and at the risk and expense
of, the registered owner. T!~ laau~r covenants ~ith the registered owner of this Bond that
on or before each principal and/or interest payment date for this Bond it will make available
to the Paying Agent/Registrar, from tl~ ~Interest and Sinking Fund" created by the Bond
Ordinance, the amounts r~quired to provid~ for the payment, in immediately available funds,
of all principal o/and interest on tl~ Bond, when due.
IF ~ DATE fo~ the payment of the principal of or interest on this Bond shall be
a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the city where
the Paying Agent/R~gi~rar i~ loeatecl are authorized by law or executive order to close, then
the date for such payment ~ b~ the next s~g day which ia not such a Saturday,
Sunday, legal holiday, or day oll which banking institutions are authorized to close; and
payment on such date shall have the amae force and effect as if made on the original date
payment was due.
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THIS BOND has been authorized in accordance with the Constitution and laws of
the State of Texas in the principal amount of $8,485,1100 for the purpose of refunding
maturity 2006 of the City of Coppell, Texas General Obligation Bonds, Series 1985;
maturities 2001 through 2010 of the City of Coppell, Texas General Obligation Bonds, Series
1990, maturities 1994 through 1997 of the City of Coppell, Texas Combination Tax and
Revenue Certificates of Obligation, Series 1981; maturities 2000 through 2006 of the City
of Coppell Combination Tax and Revenue Certificates of Obligation, Series 1986 and
maturities 1999 through 2009 of the City of Coppell, Texas Combination Tax and Revenue
Certificates of Obligation, Series 1987.
ON FEBRUARY 1, 2002, or any date thereafter, the unpaid installments of principal
of this Bond may be prepaid or redeemed prior to their scheduled due dates, at the option
of the Issuer, with funds derived from any available source, as a whole, or in part, and, ff in
part, the Issuer shall select and designate the maturity, or maturities, and the amount that
is to be redeemed, and ff less than a whole maturity is to be called, the Issuer shall direct
the Paying Agent/Registrar to call by lot (provided that a portion of this Bond may be
redeemed only in an integral multiple of $5,000), at the redemption price of the principal
mount, plus accrued interest to the date fixed for prepayment or redemption.
AT I-FAST 30 days prior to the date fixed for any such prepayment or redemption
a written notice of such prepayment or redemption shall be mailed by the Paying Agent/Reg-
istrar to the registered owner hereof. By the date fixed for any such prepayment or
redemption due provision shall be made by the Issuer with the Paying Agent/Registrar for
the payment of the required prepayment or redemption price for this Bond or the portion
hereof which is to be so prepaid or redeemed, plus accrued interest thereon to the date
fixed for prepayment or redemption. If such written notice of prepayment or redemption
is given, and if due provision for such payment is rn~de, all as provided above, this Bond,
or the portion thereof which is to be so prepaid or redeemed, thereby automatically shall
be treated as prepaid or redeemed prior to its scheduled due date, and shall not bear
interest after the date fixed for its prepayment or redemption, and shall not be regarded as
being outstanding except for the right of the registered owner to receive the prepayment or
redemption price plus accrued interest to the date fixed for prepayment or redemption from
the Paying Agent/Registrar out of the funds provided for such payment The Paying
Agent/Registrar ~hnll record in the Registration Books all such prepayments or redemptions
of principal of this Bond or any portion hereof.
THIS BOND, to the enent of the unpaid or unredeemed principal balance hereof,
or any unpaid and unredeemed portion hereof in any integral multiple of $5,000, may be
assigned by the initial registered owner hereof and shall be transferred only in the
Registration Books of the lssuer kept by the Paying Agent/Registrar acting in the capacity
of registrar for the Bonds, upon the terms and conditions set forth in the Bond Ordinance.
Among other requirements for such transfer, this Bond must b~ presented and surrendered
to the Paying Agent/Registrar for cancellation, together with proper instruments of
assignment, in form and with guarantee of signatures satisfactory to the Paying
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Agent/Registrar, evidencing assignment by the initial registered owner of this Bond, or any
portion or portions hereof in any integral multiple of 55,000, to the assignee or assignees in
whose name or names this Bond or any such portion or portions hereof is or are to be trans-
ferred and registered. Any instrument or instruments of assignment satisfactory to the
Paying Agent/Registrar may be used to evidence the assignment of this Bond or any such
portion or portions hereof by the initial registered owner hereof. A new bond or bonds
payable to such assignee or assignees (which then will be the new registered owner or
owners of such new Bond or Bonds) or m the initial registered owner as to any portion of
this Bond which is not being assigned and transferred by the initial registered owner, shall
be delivered by the Paying Agent/Registrar in conversion of and exchange for this Bond or
any portion or portions hereof, but solely in the form and manner as provided in the next
paragraph hereof for the conversion and exchange of this Bond or any portion hereof. The
registered owner of this Bond shall be deemed and treated by the Issuer and the Paying
Agent/Registrar as the absolute owner hereof for all purposes, including payment and
discharge of liability upon this Bond to the extent of such payment, and the Issuer and the
Paying Agent/Registrar shall not be affected by any notice to the contrary.
AS PROVIDED above and in the Bond Ordinance, this Bond, to the extent of the
unpaid or unredeemed principal balance hereof, may be converted into and exchanged for
a like aggregate principal amount of fully registered bonds, without interest coupons, payable
to the assignee or assignees duly designated in writing by the initial registered owner hereof,
or to the initial registered owner as to any portion of this Bond which is not being assigned
and transferred by the initial registered owner, in any denomination or denominations in any
integral multiple of $5,000 (subject to the requirement hereinafter stated that each substitute
bond issued in exchange for any portion of this Bond shall have a single stated principal
maturity date), upon surrender of this Bond to the Paying Agent/Registrar for cancellation,
all in accordance with the form and procedures set forth in the Bond Ordinance. If this
Bond or any portion hereof is as.~igned and tranderred or converted each bond issued in
exchange for any portion hereof $hall have a -~ingle stated principal maturity date
corresponding to the due date of the instalhnent d principal of this Bond or portion hereof
for which the substitute bond is being ~ehsanlF, d~ and shall bear interest at the rate
applicable to and borne by such installment of principal or portion thereof. Such bonds,
respecti'~ely, shall be subject to redemption prior to maturity on the same dates and for the
~me price~ as the col~e~sponding installment of principal of this Bond or portion hereof for
which they sic bein~ ~,,-h~n~,eJ No such bond ,hall be payable in installmen~ but shall
have only o=e stated principal maturity date. AS PROVIDED IN THE BOND
ORDINANCE, THIS BOND IN 1TS PRESF_.NT FORM MAY BE ASSIGNED AND
TRANSFERRF. D OR CONVERTED ONCE ONLY, and to one or more assignees, but the
bonds issued and delivered in nehAnge for this Bond or any portion hereof may be assigned
and transferred, and converted, sub~.~luently, a~ provided in the Bond Ordinance. The
Issuer shall pay the Payi~ AgentA~egl~trar's standard or customary fees and charges for
transferrin~ converting. and exchanging this Bond or any portion thereof, but the one
requesting such transfer, convertion, and elChanEe shall pay any taxes or governmental
charges required to be paid with respect thereto. The Paying Agent/Registrar shall not be
8
required to make any such assignment, conversion, or exchange (i) during the period
commencing with the clo~e of business on any Record Date and ending with the opening of
business on the next following principal or interest payment date, or, (ii) with respect to any
Bond or portion thereof called for prepayment or redemption prior to maturity, within 45
days prior to its prepayment or redemption date.
IN THE EVENT any Paying Agent/Registrar for this Bond is changed by the Issuer,
resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Bond Ordinance
that it promptly will appoint a competent and legally qualified substitute therefor, and
promptly will cause written notice thereof to be mailed to the registered owner of this Bond.
IT IS HEREBY certified, recited, and covenanted that this Bond has been duly and
validly authorized, issued, and delivered pursuant to the laws of the State of Texas; that all
acts, conditions, and things required or proper to be pedormed, exist, and be done
precedent to or in the authorization, issuance, and delivery of thi.~ Bond and the Series of
which it is a part have been performed, aisted, and been done in accordance with law; that
this Bond is a general obligation of the Issuer, issued on the full faith and credit thereof; and
that ad valorem taxes sufficient to provide for the payment of the interest on and principal
of this Bond, as such interest and principal come due, have been levied and ordered to be
levied a~e~ingt all taxable property in the Issuer, and have been pledged for such payment,
within the limit prescn~ed by law.
BY BECOMING the registered owner of this Bond, the registered owner thereby
acknowledges all of the terms and provisions of the Bond Ordinance, agrees to be bound
by such terms and provisions, acknowledges that the Bond Ordinance is duly recorded and
available for inspection in the official minutes and records of the governing body of the
Issuer, and agrees that the terms and provisions of this Bond and the Bond Ordinance
constitute a contract between the registered owner hereof and the lssuer.
IN ~ WHEREDF, the Issuer has caused this Bond to be si~ned with the
manual signature of the Mayor of the lssuer and countersi~ned with the manual signature
of the City Secretary of the Issuer, has caused the offwial seal of the Issuer to be duly
impressed on this Bond, and has caused this Bond to be dated March 15, 1993.
City Secreuu'y M~yor
9
FORM OF REGISTRATION CERTIFICATE OF THE
COMPTROI LF.R OF PUBLIC ACCOUNTS:
COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO.
I hereby certify that this Bond has been examined, certified as to validity, and
approved by the Attorney General of the State of Tex,u, and that this Bond has been
registered by the Comptroller of Public Accounts of the State of Texas.
Witnes~ my signature and seal this
Comptroller of Public Accounts of the State of Texas
(COMPTRO~ -~ -~.R~ SEAL)
Section 6, ADDITIONAL CHARACTERISTICS OF THE BONDS,
(a) Re84stration and Transfer, The lssuer shall keep or cause to be kept at the principal
corporate u'ust office of Ameritrust Texas National Association, Dallas, Texas, (the "Paying
Agent/Registrar") books or records of the registration and transfer of the Bonds (the
"Registration Books"), and the Issuer hereby appoints the Paying Agent/Registrar as its
registrar and transfer agent to keep such b~oks or records and make such transfers and
registrations under such reasonable regulations as the Is~uer and Paying Agent/Registrar may
prescn'be; and the Paying Agent/Registrm' shall make such transfers and registrations as
herein provided. The Paying Agent/Registrar shall obtain and record in the Registration
Books the address of the registered owner of each Bond to which payments with respect to
the Bonds shall be mailed, as herein provided; but it shall be the duty of each registered
owner to notif~ the Paying Agent/Registrar in writing of the address to which payments shall
be mailed, and such interest payments shall not be mailed unless such notice has been given.
The Issuer shall have the right to inspect the Registration Books during r%n~lnr business
hours of the Payin~ Agent/Registrar, but othenvise the Paying Agent/Registrar shall keep
the Registration Books confidential and, unless othenvise required by law, shall not permit
their inspection by any other entity. Registuition of each Bond may be transferred in the
RegBmition Boob only upon presentation and surrender of such Bond to the Paying
Agent[P, egislrsr fix transfer of registration and cancellation, together with proper written
instruments t/assignment, in form and with guarantee of signatures satisfactory to the
Paying Agent/Registrar, (~ evidencing the assignment of the Bond, or any portion thereof
in any integral mulliple of $5,000, to the assignee or assignees thereof, and (ii) the fight of
such assignee or assignees to have the Bond or any such portion thereof registered in the
pnme of such assilp~ee or assignees. Upon the assi~nment and transfer of any Bond or any
portion thereof, a new substitute Bond or Bonds shall be issued in conversion and exchange
therefor in the manner herein provided. The Initial Bond, to the extent of the unpaid or
unredeemed principal balance thereof, may be assigned and u~msferred by the initial regis-
10
tered owner thereof once only, and to one or more assignees designated in writing by the
initial registered owner thereof. All Bonds issued and delivered in conversion of and
exchange for the Initial Bond shall be in any denomination or denominations of any integral
multiple of $5,000 (subject to the requirement hereinafter stated that each substitute Bond
shall have a single stated principal maturity date), shall be in the form prescribed in the
FORM OF SUBSTITUTE BOND set forth in this Ordinance, and shall have the
characteristics, and may be assigned, transferred, and convened as hereinafter provided. If
the Initial Bond or any portion thereof is assigned and transferred or convened the Initial
Bond must be surrendered to the Paying Agent/Registrar for cancellation, and each Bond
issued in exchange for any portion of the Initial Bond shall have a single stated principal
maturity date, and shall not be payable in installments; and each such Bond shall have a
principal maturity date corresponding to the due date of the instalknent of principal or
portion thereof for which the substitute Bond is being exchanged; and each such Bond shah
bear interest at the single rate applicable to and borne by such installment of principal or
portion thereof for which it is being exchanged. If only a portion of the Initial Bond is
assigned and transferred, there shall be delivered to and registered in the name of the initial
registered owner substitute Bonds in exchange for the una~signed balance of the Initial Bond
in the same manner as ff the initial registered owner were the assignee thereof. If any Bond
or portion thereof other than the Initial Bond is assigned and transferred or convened each
Bond issued in exchange shall have the same principal maturity date and bear interest at
the same rate as the Bond for which it is exchanged. A form of assignment shall be printed
or endoned on each Bond, excepting the Initial Bond, which shall be executed by the
registered owner or its duly authorized attorney or representative to evidence an assignment
thereof. Upon surrender of any Bonds or any portion or portions thereof for transfer of
registration, an authorized representative d the Paying Agent/Registrar shall make such
transfer in the Registration Books, and shall deliver a new fully registered substitute Bond
or Bond.i, having the characteriiti~ herein desaibed, payable to such assignee or assignees
(which then will be the registered owner or ownen d such new Bond or Bonds ), or to the
previous registered owner in case only a portion of a Bond is being assigned and transferred,
all in conversion of and exchange for said assigned Bond or Bonds or any portion or portions
thereof, in the =une form and manner, and with the ,.nine effect, as provided in Section 6(d),
below, for the conversion and e/Change Of Bonds by ~ registered owner of a Bond. The
Issuer shall pay the Paying Agentategistrar's standard or customany fees and charges for
making such transfer and delivery of a substitute Bond or Bonds, but the one requesting
such transfer shall pay any ta.~u or other governmental charges required w he paid with
respect thetoo. The Payin~ Agent/Registrar shall not be required to make transfers of
registration of any Bond or any portion thereof (i) durin~ the period commencing with the
clc~e of business on any Record Date and ending with the opening of business on the next
following principal or interut payment date, or, (ii) with respect to any Bond or any portion
thereof called for redemption prior to maturity, within 30 days prior to its redemption date.
(b) Ownership of Bonds. The entity in whose name any Bond shall he registered in
the Registration Books at any time shall be deemed and treated as the absolute owner
thereof for all p~ of this Ordinance, whether or not such Bond shall be overdue, and
11
the Issuer and the Paying Agent/Registrar shall not be affected by any notice to the contrary;
and payment of, or on account of, the principal of, premium, if any, and interest on any such
Bond shall b~ made only to such registered owner. All such payments shall be valid and
effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or
sums m paid.
(c) Payment of Bonds and Interest. The I~uer hereby further appoints the Paying
Agent/Registrar to act as the paying agent for paying the principal of and interest on the
Bond.% and to act as its agent to convert and exchange or replace Bonds, all as provided in
this Ordinance. The Paying Agent/Registrar shall keep proper records of all payments made
by the Issucr and the Paying Agent/Registrar with respect to the Bonds, and of all
conversions and exchanges of Bonds, and all replacements of Bonds, as provided in this
Ordinance. However, in the event of a nonpayment of interest on a scheduled payment
date, and for thirty (30) days thereafter, a new record date for such interest payment (a
"Spacial Record Date") will be established by the Paying Agent/Registrar, ff and when funds
for the payment of such interest have been received ~rom the Issuer, 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 l~tage prepaid, to the address of
each Bondholder appearing on the Security Register at the close of business on the last
business day next preceding the date of mailing of such notice.
(d) Conversion and l:xchanle or Replacement: Authentication. Each Bond issued
and delivered pursuant to this Ordinance, to the extent of the unpaid or unrcdcemed
principal balance or principal amount thereof, may, upon surrender of such Bond at the
principal corporate trust office of the Paying Agent/Registrar, together with a written request
therefor duly executed by the registered owner or the assignee or assignees thereof, or its
or their duly authorized attorneys or representatives, with guarantee of signatures satisfactory
to the Paying Agent/Registrar, may, at the option d the reSistered owner or such assignee
or a.-4ignees, as appropriate, be convened into and exchanged for fully registered bonds,
without interest coupons~ in the form prescnl~! in the FORM OF SUBSTITUTE BOND
set forth in this Ordinance, in the denomination of $5,000, or any inte!lral multiple of $5,000
(subject to the requirement hereinafter stated that each substitute Bond shall have a single
stated maturity date), .. requested in writing by such registered owner or such a.~signee or
assignees, in an alEBate principal mount equal to the unpaid or unredeemed principal
ba!ance or principal amount d any Bond or Bonds so surrendered, and payable to the
appropriate reSistered owner, assignee, or assignees, as the case may be. ff the Initial Bond
is millned and trauderred or converted each substitute Bond issued in exchange for any
portion of the Initial Bond slmll have a single stated principal maturity date, and shall not
be payable in installments; and each such Bond ~hall have a principal maturity date
correspondin8 to the due date d the installment of principal or portion thereof for which
the substitute Bond is behl8 exchanged; and each such Bond shall bear interest at the single
rate applicable to and borne by such installment d principal or portion thereof for which
it is bein8 exchanged. ff a portion of any Bond (other than the Initial Bond) shall be
12
redeemed prior to its scheduled maturity as provided herein, a substitute Bond or Bonds
having the same maturity date, beating interest at the same rate, in the denomination or
denominations of any integral multiple of $5,000 at the request of the registered owner, and
in aggregate principal amount equal to the untedecmed portion thereof, will be issued to
the registered owner upon surrender thereof for cancellation. ff any Bond or portion
thereof (other than the Initial Bond) is assigned and transferred or converted, each Bond
issued in exchange therefor shall have the same principal maturity date and bear interest at
the same rate as the Bond for which it is being exchanged. Each substitute Bond shall bear
a letter and/or number to distinguish it from each other Bond. The Paying Agent/Registrar
shall convert and exchange or replace Bonds as provided herein, and each fully registered
bond delivered in conversion of and exchange for or replacement of any Bond or portion
thereof as permitted or required by any provision of this Ordinance shall constitute one of
the Bonds for all purposes of this Ordinance, and may a~aln be convened and exchanged
or replaced. It is specifically provided that any Bond authenticated in conversion of and
exchange for or replacement of another Bond on or prior to the first scheduled Record Date
for the Initial Bond shall bear interest from the date of the Initial Bond, but each substitute
Bond so authenticated after such first scheduled Record Date shall bear interest from the
interest payment date next preceding the date on which such substitute Bond was so
authenticated, unless such Bond is authenticated after any Record Date but on or before the
next following interest payment date, in which case it shall bear interest from such next
following interest payment date; provided, however, that ff at the time of delivery of any
substitute Bond the interest on the Bond for which it is being exchanged is due but has not
been paid, th~n such Bond shall bear interest from the date to which such interest has been
paid in full. TIlE INITIAL BOND issued sad delivered pursuant to this Ordinance is not
required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each
substitute Bond issued in conversion of and exchange for or replacement of any Bond or
Bonds issued under this Ordinance there shall be printed a certificate, in the form
substantially as foilors:
'~PAYING AGENT/REGISTRAR~d AUTHF-NTICATION CERTIFICATE
It is hereby certified that this Bond has been issued under the provisions of the Bond
Ordinance descn'b~l on the flue of this Bond; and that this Bond has been issued in conver-
sion of and exchange for or replacement of a bond, bonds, or a portion of a bond or bonds
of an issue which originally was approved by the Attorney General of the State of Texas and
registered by the Comptroller of Publi~ Accounts of the State of Texat
Paying Agent/Registrar
Dated By
R ·
Authorized epresentativ"
An authorized representative of the Paying Agent/Registrar shall; before the delivery of any
such Bond, date and manually sign th~ above C~rti~cate~ and no such Bond shall be deemed
13
to he issued or outstanding unless such Certificate is so executed. The Paying
Agent/Registrar promptly shall cancel all Bonds surrendered for conversion and exchange
or replacemenL No additional ordinances, orders, or resolutions need be passed or adopted
by the governing body of the Issuer or any other body or person so as to accomplish the
foregoing conversion and exchange or replacement of any Bond or portion thereof, and the
Paying Agent/Registrar shall provide for the printing, execution, and delivery of the
substitute Bonds in the manner presented herein, and said Bonds shall be of type composi-
lion printed on paper with lithographed or steel engzaved borders of customa~ weight and
strength. PursnanI to Vernon's Ann. Tex. Civ. SL Art. 717k-6, and particularly Section 6
thereof, the duty of conversion and exchange or replacement of Bonds as aforesaid is hereby
imposed upon the Paying Agent/Registrar, and, upon the execution of the above Paying
Agent/Registrar's Authentication Certificate, the convened and exchanged or replaced Bond
shall be valid, incontestable, and enforceable in the same manner and with the same effect
as the Initial Bond which originally was issued pursuant to this Ordinance, approved by the
Attorney General, and registered by the Comptroller of Public Accoants. The Issuer shall
pay the Paying Agent/Registrar's standard or customa~ fees and charges for transferring,
converting and exchanging any Bond or any portion thereof, but the one requesting any such
transfer, conversion, and exchange shall pay any taxes or governmental charges required to
be paid with respect thereto as a condition precedent to the exercise of such privilege of
conversion and exchange. The Paying Agent/Registrar shall not be required to make any
such conversion and exchange or replacement of Bonds or any portion thereof (i) during the
period commencing with the close of business on any Record Date and ending with the
opening of business on the next following principal or interest payment date, or, (ii) with
respect to any Bond or portion thereof called for redemption prior to maturity, within 45
days prior to its redemption date.
(e) In General All Bonds issued in conversion and exchange or replacement of any
other Bond or portion thereof, (i) shall be issued in fully registered form, without interest
coupons, with the principal of and interest on such Bonds to be payable only to the
registered owners thereof, (ii) may be redeemed prior to their scheduled maturities, (iii) may
be tralBferred ~ ~ (iv) Riay be co!B/erred and exchanZed for other Bonds, (v) shall
have the characterislica, (vi) shall be signed and sealed, and (vii) the principal of and interest
on the Bonds shall be payable, all as provided, and in the manner required or indicated, in
the FORM OF 5UBSTITL~ BOND set forth in this Ordinance.
(f) Pavn~nt of Fees nnd Charges. The I~uer hereby covenants with the registered
owners of the Bonds that it wfil (i) pay the stanaa_rd or customary fees and charges of the
Paying Agem/Re~a fur ~ servic= with respect to the payment d the principal of and
interest on the Bonds, when due, and {ii) pay the fees and charges of the Paying
Agent/Registrar for senAces with respect to the wansfer of registration of Bonds, and with
respect to the convertion and exchange of Bonds solely to the extent above provided in this
14
(g) Substitute Paying Agent/Registrar. The Issuer covenants with the registered
owners of the Bonds that at all times while the Bonds are outstanding the Issuer will provide
a competent aml legally qualified bank, trust company, financial institution, or other agency
to act as and perform the services of Paying Agent/Registrar for the Bonds under this
Ordinance, and that the Paying Agent/Registrar will be one entity. The Issuer reserves the
fight to, and may, at its option, change the Paying Agent/Registrar upon not less than 120
days written notice to the Paying Agent/Registrar, to be effective not later than 60 days
prior to the next principal or interest payment date after such notice. In the event that the
entity at any time acting as Paying Agent/Registrar (or its successor by merger, acquisition,
or other methowl) should resign or otherwise cease to act as such, the Issuer covenants that
promptly it will appoint a competent and legally qualified bank, trust company, financial
institution, or other agency to act as Paying Agent/Registrar under this Ordinance. Upon
any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar promptly
shall transfer and deliver the Registration Books (or a copy thereof), along with all other
pertinent books and records reinring to the Bonds, to the new Paying Agent/Registrar
designated and appointed by the Issuer. Upon any change in the Paying Agent/Registrar,
the Issuer promptly will cause a written notice thereof to be sent by the new Paying
Agent/Regismir to each registered owner of the Bonds, by United States mail, tint-class
po~tage prepaid, which notice also shall give the address of the new Paying Agent/Registrar.
By accepting the position and performing as such, each Paying Agent/Registrar shall be
deemed to have agreed to the provisions of this Ordinance, and a certified copy of this
Ordinance shall be dativered to each Paying Agent/Registrar.
(h) Book-Entry Only System- The Bonds issued in exchange for the Bonds initially
issued to the purchaser specified hcrein shall be initially issued in thc form of a separate
single fully registcred Bond for each of the maturities thereof. Upon initial issuance, the
ownership of each such Bond shall be registered in the name of Cede & Co. as nominee
of Depository Trust Company of New York CIYIL~ and except as provided in subsection
(f) hereof, all of the outstanding Bonds shall be registered in the name of Cede & Co., as
nominee of DTC.
With respea to Bonds registered in the name of Cede & Co. as nominee of DTC,
the hsuer and the Payin~ Agent/Regis~nff shall have no respolm'bility or obligation to any
DTC Participant or to any penon on behalf of whom such a DTC Participant holds an
interest on the Bonds. Without limiting the immediately preceding sentence, the Issuer and
the Paying AJenta~egistrar sJaall have no responsibility or obli~tion with respect to (i) the
accuracy of the records of DTC, Ce~ & Co. or any DTC Participant with respect to any
ownership interest in the Bonas, (ii) the delivery to any DTC Participant or any other
person, other than a Bondholder, as shown on the Registration Books, of any notice with
respect to the Bonds, incbuiln~ any notice of redemption, or (iii) the payment to any DTC
Participant or any other pen other than a Bondholder, as shown in the Registration
Books of any amount with respect to principal of, premium, if any, or interest on, as the case
may be, the Bonds. Notwittmtandin6 any other provision d this Ordinance to the contrary,
the Issuer and the Payin~ Agent/Registrar shall be entitled to treat and consider the person
15
in who~ vame each Bond is registered in the Registration Books as the absolute owner of
such Bond for the purpose of payment of principal, premium, ff any, and interest, as the case
may be, with respect to such Bond, for the purpose of giving notices of redemption and
other matten with respect to such Bond, for the purpose of registering transfers with respect
to such Bond, and for all other purposes whatsoever. The Paying Agent/Registrar shall pay
all principal of, premiums. if any, and interest on the Bonds only to or upon the order of the
respective owners, as shown in the Registration Books as provided in this Ordinance, or their
respective attorneys duly authorized in writing, and all such payments shall be valid and
effective to fully satisfy and discharge the hsuer's obligations with respect to payment of
principal of, premium~ if any, and interest on, or as the case may be, the Bonds to the extent
of the sum or sum-~ so paid. No person other than an owner, as shown in the Registration
Books, shall receive a Bond certificate evidencing the obligation of the Issuer to make
payments of principal, premium~ if any, and interest, as the case may be, pursuant to this
Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the
effect that DTC has determined to substitute a new nominee in place of Code & Co., and
subject to the provi~'ons in this Ordinance with respect to interest checks being mailed to
the registered owner at the close of business on the Record Date, the word "Cede & Co."
in thi.~ Ordinance shall refer to such new nominee of DTC.
(i) Successor Securities DepositoO: Transferl Outside Book-Entry Only Syste~n. In
the event that the Is~uer or the Paying Agent/Registrar determine~ that DTC i~ incapable
of discharging its respon~'billties descn'bed herein and in the repre~ntation letter of the
Issuer to DTC and that it is in the best interest of the beneficial owners of the Bonds that
they be able to obtain certificated Bonds, the hsuer or the Paying Agent/Registrar shall {i)
appoint a succelior securitiei dep~tory, qualified to act as such under Section 17(a) of the
Securities and Exchange Act of 1934, as amended, notify DTC and DTC Participants of the
appointment of such succeuor seawities depository and transfer one or more separate
Bonds to such s~ securities depository or (ii) notify DTC and DTC Participants of the
availability through DTC d Bonds and transfer one or more separate Bonds to DTC
Participants having Bonds credited to their !YI'C accounts. In such event, the Bonds shall
no longer be restricted to being registered in the Registration Books in the name of Cede
& Co., as nominee of DTC, but may be registered in the name of the succe~or securities
depository, or its nominee, or in whatever name or names Bondholders transferring or
exchanging Bonds shall deqnate, in accordance with the provisions of this Ordinance.
(j) P~tm,~nts to Cede & Co. Notwithstanding any other provision of this Ordinance
to the contnaty, ,o long as any Bond is registered in the name of Ce~ & Co., as nominee
of DTC, all payments with respea to principal of, premium, if any, and interest on, or as the
case may be, such Bond and all notice~ with respect to such Bond shall be made and given,
respectively, in the manner provided in the representation letter of the Issuer to DTC.
16
Section 7. FORM OF SUBSTITUTE BONDS. The form of all Bonds issued in
conversion and exchange or replacement of any other Bond or portion thereof, including the
form of Paying Agent/l~egistrar's Certificate to be printed on each of such Bonds, and the
Form of Assignment to be printed on each of the Bonds, shall be, respectively, substantially
as follows, with such appropriate variations, omissions, or insertions as are permitted or
required by this Ordinance.
FORM OF SUBSTITUTE BOND
PRINCIPAL
NO. __ AMOUNT
UNITED STATES OF AI~IERICA
STATE OF TEXAS
COUNTIES OF DALLAS AND DENTON
CITY OF COPPI:-1.1~ TEXAS
GENERAL OBLIGATION R~I~,jNDING BOND
SERIES 1993
INTEREST MATURITY DATE OF CUSIP
RATE DATE ORIGINAL ISSUE NO.
March 15, 1993
ON THE MATURITY DATE specified above THE CITY OF COPpF. I .! ~ in Dallas
and Denton Countie~ T,'~, (th~ Nl~uer~, bein~ a political subdivision of the State of Texas,
hereby promiR~ to pay to
or to th~ registered a.~ign~ hereof (either being hereinafter called the "registered owner")
the principal amount of
and to pay interest thereon from March 15, 1993 to tl~ maturity date specifie. d above, or
the date of redemption pfio~ to maturity, at th~ interest rat~ per anm,m specified above;
with interest bein~ payable on August 1, 1993 and ~miannually thereafter on each February
1 and AuS~t 1, eau:ept that if the daU; of anthentication of ~ Bond i~ later than July 15,
1993, such ~ atomrot ~ bear interest from the interest payment date next
precedi~ th~ dat~ of authentication, unleu such date of anthentication i~ after any Record
Date (hereiuaf~e.t ~aaed) but un o~ be. fore the neat follo~in8 inU:r~t payment date, in
which ca~ ~ prim:ipal amount ~ be~ interest from such next following interest
payment dart
THE PRINCIPAL OF AND ~ ON ~ Bond are payable in lawful money
of the United Stat~ of Americ~ without e~chanSe or colle~ion charge~. The principal of
~ Bond ~ be paid to the registered o~a~r hereof upon pre~:ntation and surrender of
~ Bond at maturity or upon the date fixed for it~ rP~temp~on prior to maturity, at the
17
principal corporate trust office of Ameritrust Texas National Association, Dallas, Texas,
which is the "Paying Agent/Registrar" for this Bond. The payment of interest on this Bond
shall be made by the Paying Agent/Registrar to the registered owner hereof on each interest
payment date by check or draft, dated as of such interest payment date, drawn by the Paying
Agent/Registrar on, and payable solely from, funds of the Issuer required by the ordinance
authorizing the issuance of the Bonds (the "Bond Ordinance") to be on deposit with the
Paying Agent/Registrar for such purpose as hereinafter provided; and such check or draft
shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid,
on each such interest payment date, to the registered owner hereof, at the address of the
registered owner, as it appeared on the 15th day of the month next preceding each such date
(the "Record Date") on the Registration Books kept by the Paying Agent/Registrar, as
hereinafter descnt~ed, or by such other method acceptable to the Paying Agent/Registrar
requested by, and the risk and expense of, the registered owner. Any accrued interest due
upon the redemption of this Bond prior to maturity as provided herein shall be paid to the
registered owner upon presentation and surrender of this Bond for redemption and payment
at the principal corporate ll-ust office of the Paying Agent/Registrar. The Issuer covenants
with the registered owner of this Bond that on or before each principal payment date,
interest payment date, and accrued interest payment date for this Bond it will make
avn!lable to the Paying Agent/RegisUar, from the *Interest and Sinking Fund" created by the
Bond Ordinance, the mounts required to provide for the payment, in immediately available
funds, of all principal of and interest on the Bonds, when due.
IF THE DATE for the payment of the principal of or interest on this Bond shall be
a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the City where
the Paying Agent/ReilisU-ar is located are authorized by taw or executive order to close, then
the date for such payment ahnll be the next succeeding day which is not such a Saturday,
Sunday, legal holiday, or day on which 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.
THIS BOND is one of an issue of Bonds initially dated March 15, 1993, authorized
in accordance with the Constitution and taws d the State of Tens in the principal amount
of $8,485,000, for the putll~ d refunding maturity 2006 of the City of Coppelt, Texas
General Obligation Bonds, Series 1985; maturities 2001 through 2010 of the City of Coppell,
Texas General 0bli~tion Bonds, Serle~ 1990;, maturitie.. 1994 through 1997 of the City of
Coppell, Team Combination Tax and Revenue Certificates of Obligation, Series 1981;
maturities 2000 through 21116 d tile City d Coppell Combination Tax and Revenue
Certificates d ObliSation, Series 1986 and maturities 1999 through 2009 of the City of
Coppell, Texas Combination Tax and Revenue Certificates of Obligation, Series 19~i7.
ON FEBRUARY 1, 21112, or any date thereafter, the Bonds of this Series may be
redeemed prior to their scheduled maturities, at the option of the bauer, with funds derived
from any available and tawhi source, as a whole, or in part, and, if in part, the hsuer shall
select and designate the maturity or maturities and the amount that is to be redeemed, and
18
ff less than a whole maturity is to be called, the hsuer shall direct the Paying
Agent/Registrar to call by lot (provided that a portion of a Bond may be redeemed only in
an integral multiple of $5,000), at the redemption price of the principal mount thereof, plus
accrued interest to the date fixed for redemption.
AT l FAST 30 days prior to the date fixed for any redemption of Bonds or portions
thereof prior to maturity a written notice of such redemption shall be published once in a
financial publication, journal, or reporter of general circulation among securities dealers in
The City of New York, New York (including, but not limited to, The Bond Buyer and The
Wall Street Journal), or in the State of Texas (including, but not limited to, The Texas Bond
Reporter). Such notice also shall be sent by the Paying Agent/Registrar by United States
mail, first class postage prepaid, not less than 30 days prior to the date fixed for any such
redemption, to the registered owner of each Bond to be redeemed at its address as it ap-
peared on the 45th day prior to such redemption date; provided, however, that the failure
to send, mail, or receive such notice, or any defect therein or in the sending or mailing
thereof, shall not affect the validity or effectiveness of the proceedings for the redemption
of any Bond, and it is hereby specifically provided that the publication of such notice as
required above shall be the only notice actually required in connection with or as a
prerequisite to the redemption of any Bonds or portions thereof. By the date fixed for any
such redemption due provision shall he made with the Paying Agent/Registrar for the
payment of the required redemption price for the Bonds or portions thereof which are to
be so redeemed, plus accrued interest thereon to the date fixed for redemption. If such
written notice of redemption is published and ff due provision for such payment is made, all
as provided above, the Bonds or portions thereof which are to be so redeemed thereby
automatically shall be treated as redeemed prior to their scheduled maturities, and they shall
not bear interest after the date fixed for redemption, and they shall not be regarded as being
outstanding except for the right of the registered owner to receive the redemption price plus
accrued interest from the Paying Agent/Registrar out of the funds provided for such
payment. If a portion of any Bond shall be redeemed a substitute Bond or Bonds having
the same maturity date, bearing interest at the same Fate, in any denomination or
denominations in any integral multiple of $5,0(10, at the written request of the reghtered
owner, and in aggregate principal amount equal to the unredeemed portion thereof, will be
issued to the registered owner upon the surrender thereof for c~ncellation, at the expense
of the lssuer, all as provided in the Bond Ordinance.
THIS BOND OR ANY PORTION OR PORTIONS Hi=REOF IN ANY INTEGRAL
MULTIPLE OF S5,0(10 may be assigned and shall be transferred only in the Registration
Books of the Issaer kept by the Paying Agent/Registrar acting in the capacity of registrar for
the Bonds, upon the terms and conditions set forth in the Bond Ordinance. Among other
requirements for such assignment and tran-ffer, this Bond must be presented and
surrendered to the Paying Agent/Registrar, together with proper instruments of assignment,
in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar,
evidencing assignment of this Bond or any portion or portions hereof in any integral multiple
of $5,000 to the assignee or assignees in whose name or names this Bond or any such
19
portion or portions hereof is or are to be transferred and registered. The form of
Assignment printed or endoned on this Bond shall be executed by the registered owner or
its duly authorized attorney or representative,to evidence the assignment hereof. A new
Bond or Bonds payable to such assignee or assignee-~ (which then will be the new registered
owner or owner~ of such new Bond or Bonds), or to the previous registered owner in the
case of the assignment and transfer of only a portion of this Bond, may be delivered by the
Paying Agent/Registrar in conversion of and exchange for this Bond, all in the form and
manner a~ provided in the next paragraph hereof for the conversion and exchange of other
Bonds. The Issuer shall pay the Paying Agent/Regjstrar's standard or customary fees and
charges for making such transfer, but the one requesting such transfer shall pay any taxes
or other governmental charges required to be paid with respect thereto. The Paying
Agent/Registrar shall not be required to make transfers of registration of this Bond or any
portion hereof (i) during the period commencing with the clo~e of business on any Record
Date and ending with the opening of business on the next following principal or interest
payment date, or, (ii) with respect to any Bond or any portion thereof called for redemption
prior to maturity, within 45 days prior to its redemption date. The registered owner of this
Bond shall be deemed and treatea by the l.~uer and the Payin~ Agent/Registrar a~ the
ab~o|ute ~vner hereof for all purpo~ including payment and discharge of liability upon ~
Bond to the e~tent of such payment, and th~ L~suer and the Paying Agent/Registrar shall no~
be affected by any notic~ to the contra~.
~l I~ BONDS OF THIS SERIES are i~uable ~olely ns fully registered bonds, without
interest coupons, in the denomination of any integral multiple of $5,0~0. A~ provided in
the Bond Ordimmce, ~ Bond, or any u~redeemed portion hereof, muy, at th~ rectuest of
the registered c~ner or the a.~nee or a~igne~ h~re~, be convened into and exchanged
for a l~ke aggregate p~n,~ipal amount of fully registered bond~ without interest coupons,
payable to the appropriate regisU~red m~ner, a.~ignee, or a.~ignee~, ns the ca~e may be,
having the ~ maturity date, and bearin~ interest at the same rate, in any denomination
or denominations in ~ integral multiple of $5,000 a~ requested in writing by the
appropriate registered o~m~r, ~ or a.~i~ne,~, ns th~ ~ may be, upon surrender of
th~ Bond to th~ Payi~ A~ent/Re~ist~r for canc~hat~on, all in accordance with the form and
proce~ure~ ~t forth in the Bond Oralinane. The l~uer ~ pay the Paying
Agent/Registrar's standani or cu~toma~ fee~ and char~e~ for tr~n-~erring, converting, and
ex~hangin~ ~ny Bo~d ot ~ny portion thereof~ but the on~ requ~tlng such u'an.~fer, conver-
re~p~t thereto u a ~ pre~.~ent to the exer~ of such priv~ge of conversion an~
excha~e. The ~ A~l~R~i~'~r ~ not be rP~qui~d to make any such conversion
and exchal~ (i) ~ the period c~ommel~t~ with th~ ck~e of bu.~i~e~ on any Record
Date and endln~ ~ith the openin~ of bu.~nm on the next followin~ principal or interest
payment date, or, (ii) ~'ith re~peet to any Bond o~ portion thereof called for redemption
prior to maturiW, within 45 day~ prior to it~ redemption date.
IN THE EVENT any Payin~ Agent~Registn~r for th~ Bond~ i~ changed by the I~uer,
re~ign.~, or othe~e ~ to a~ a~ such, the luuer ha~ coychanted in the Bond Ordinance
that it promptly will appoint a competent and legally qualified substitute therefor, and
promptly will cause written notice thereof to be mailed to the registered owners of the
Bonds.
1T IS HERF:-RY certified, recited, and covenanted that this Bond has been duly and
validly authorized, issued, and delivered pursuant to the laws of the State of Texas; .that all
acts, conditions, and thin~ required or proper to be performed, exist, and be done
precedent to or in the authorization, issuance, and delivery of this Bond and the Series of
which it is a part have been performed, existed, and been done in accordance with law; that
this Bond is a general obligation of the I~uer, issued on the full faith and credit thereof; and
that ad valorera taxes sufficient to provide for the payment of the interest on and principal
of this Bond, as such interest and principal come due, have been levied and ordered to be
levied a~ainst all taxable property in the Issuer, and have been pledged for such payment,
within the limit prescn~ed by law.
BY BECOMING the registered owner d this Bond, the registered owner thereby
acknowledge~ all of the tenm and provisions of the Bond Ordinance, agrees to be bound
by such terms and provision.% a~knowl~lit~ that the Bond Ordinance is duly recorded and
available for inspection in the official minute~ and records of the governing body of the
Is~uer, and agree~ that the terms and provi.~or~ d this Bond and the Bond Ordin. ance
constitute a contract between each registered owner hereof and the I~uer.
IN WITNF_~ WI4F-REOF, the Iuuer has cau.~ed this Bond to be signed with the
mnnual or facsimile signature d the Mayor Of the Issuer and countersigned with the manual
or facsimile signature of the City Sea'etary of the ]s~uer, and has caused the official seal of
the Issuer to be duly impre.~Al, or placed in facsimile, on this Bond,
City Secreta~ Mayor
SEAL
21
FORM OF PAYIBG AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
CYo be executed if this Bond is not accompanied by an executed Registration
Certificate of the Comptroller of Public Accounts of the State of Texas)
It is hereby certified that this Bond has been issued under the provisions of the Bond
Ordinance descnl:w.d in the text of this Bond; and that this Bond has been issued in conver-
sion or replacement of, or in exchange for, a bond, bonds, or a portion of a bond or bonds
of a Series which originally was approved by the Attorney General of the State of Texas and
registered by the Comptroller of Public Accounts of the State of Texas.
Dated Ameritrust Tex~ National Association
Authorized Repre~entative
FORM OF ASSIGNMF. NT:
ASSIGNlvfF-NT
FOR VALUE RF_.CEIVED, the undeniSi~ed registered owner of this Bond, or duly
authorized representative or attorney thereof, hereby a~ii~ this Bond to
/ /
(A.~ignee's Social Security (print or type AssiSnee'~ name
or Taxpayer Identification Number and addre.~, including zip code)
and hereby irrevocably constitute~ and appoints
attorney to transfer the registration of thh Bond on the Payin8 ASent/Registrar's
Reghuafion Books ~ith full po~er d sul~titution in the premi~e~
Dated
Signature G~arantoed:
NOTICE: This li~nature must be 8uaranteed by a member of the New York Stock
ExchanSe or a c~mer~iai ba~ or trust company.
Registered Owner
NOTICE: This ~iSnature must correspond with the name of the Reghtered Owner
appearin8 on the fac~ of this Bond in every particular without alteration or enlargement or
any change what~ever.
Section 8. TAX LEVY. A special Interest and Sinking Fund (the "Interest and
Sinking Fund") is hereby created solely for the benefit of the Bond.% and the Interest and
Sinking Fund shall be established and maintained by the Issuer at an official depository bank
of the lssuer. The Interest an<l Sinking Fund shall be kept separate and apart from all other
funds and accounts of the lssuer, and shall be used only for paying the interest on and
principal of the Bonds. All ad valorera taxes levied and collected for and on account of the
Bonds shall be deposited, as collected, to the credit of the Interest and Sinking Fund.
During each year while any of the Bonds or interest thereon are outstanding and unpaid, the
governing body of the lssuer shall compute and ascertain a rate and mount of ad valorera
tax which will be sufficient to rahe and produc~ the money required to pay the interest on
the Bonds as such interest comes due, and to provide and maintain a sinking fund adequate
to pay the principal of its Bonds as such principal matures (but never less than 2% of the
original principal mount of the Bonds as a sinking fund each year); and said tax shall be
based on the latest approved tax rolls of the lssuer, with full allowance being made for tax
delinquencies and the cost of tax collection. Said rat~ and mount of ad valorera tax is
hereby levied, and is hereby ordered to be levied, against all taxable properly in the lssuer
for each year while any of the Bonds or interest thereon are outstanding and unpaid; and
said tax shall be asse.&w~ and collected each such year and deposited to the credit of the
aforesaid Interest and Sinking Fund. Said ad valorera taxes suttici~nt to provide for the pay-
ment of the interest on and principal of the Bonds, as such interest comes due and such
principal matureJ, are hereby pledged for such payment, within the limit prescribed by law.
Section 9. DEFEASANCE OF BONDS. (a) Any Bond and the interest thereon
shall be deemed to be paid, retired, and no longer outstanding (a ~Defeased Bond') within
the meaning of this Ordinance, except to the enaent providexl in subsection (d) of this
Section 9, when payment of the principal of such Bond, plul interfit thereon to the due date
(whether such due date be by reason of maturity, upon redemption, or otherwise) either (i)
shall have been made or cau~d to he made in accordance with the terms thereof (including
the giving of any required noti~ of redemption), or (ii) shall have been provided for on or
before such due dat~ by irrevocably depositing with or making available to the Paying
Agent/Reghtrar for such payment (1) lawful money of the United States of America
sufficient to ~ such payment or (2) Government Obligations which mature as to principal
and interest in such umount~ and at such times as wfll insure th~ availability, without rein-
vesUnent, of sut~ient money to provide for such payment, and when proper arrangements
have be~n mlde by the blues with tl~ Paying Agent/Registrar for the payment of its
servic~ unUl ~11 Defe.~ed ~ ~ have be. coma due and payable. At such time as a
Bond shall I~ deemed to be a Def~ Bond hereunder, u aforesaid, such Bond and the
interest tl~reli Ihlll no ionSet be lecured by, payable from, or entitled to the benefits of,
th~ ad valorera taxes herein ~ and pledged as provided in ~ Ordinance, and such
principal and interest Ihall be payable solely from such money or Government Obligations.
(b) Any mon,Jyl Io deposited with the Paying Agent/Registrar may at the written
direction of the hsuer also be invited in Government Obligations, maturing in the amounts
and ~ as hereinbefore ~t forth, and all income from such Governn'u~nt Obligations
received by the Paying Agent/Registrar which is not required for the payment of the Bonds
and interest thereon, with respect to which such money has been so deposited, shall be
turned over to the Issuer, or deposited as directed in writing by the Issuer.
(c) The term "Government Obligations" as used in this Section shall mean direct
obligations of the United States of America, including obhgations the principal of and
interest on which are unconditionally guaranteed by the United States of America, which
may be United States Treasury obligations such as its State and Local Government Series,
which may be in book-entry form.
(d) Until all Defeased Bonds shall have become due and payable, the Paying
Agent/Registrar shall perform the services of Paying Agent/Registrar for such Defeased
Bonds the same as if they had not been clefeased, and the Issuer shall make proper
arrangements to provide and pay for such services as required by this Ordinance.
(e) In the event that the principal and/or interest due on the Bonds shall be paid by
AMBAC Indemnity pursuant to the Municipal Bond Guaranty Insurance Policy, the Bonds
shall remain outstanding for all purposes, not be defeas~d or othetwis~ satisfied and not be
considered paid by the Issuer, and the assignment and pledge of the Trust Estate and all
covenants, agreements and other obligations of the Issuer to the registered owners shall
continue to exist and shall run to the benefit of AMBAC Indemnity~ and AMBAC Indemnity
shall be subrogated to the rights of such registered owners.
Section 10. DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED
BONDS. (a) Reulacement Bonds. In the event any outstanding Bond is damaged,
mutilated, lo~t, stolen, or destroyed, the Paying Agent/Registrar shall cause to be printed,
executed, and delivered, a new bond of the same principal amount, maturity, and interest
rate, as the damaged, mutilated, lost, stolen, or destroyed Bond, in replacement for such
Bond in the manner hereinafter provided.
(b) Application for Replacement Bonds. Application for replacement of damaged,
mutilated, lost, stolen, or de, slxoyed Bonds shall be made by the registered owner thereof to
the Paying Agent/Regislnr. In eve~ case d loss, theft, or destruction of a Bond, the
registered owner applying f(xr a replacement bond ~ furnish to the lssuer and to the
Paying Agent/Registrar such security or indemnity as may be required by them to save each
of them harmless from any leas or damage with respect thereto. Also, in every case of loss,
theft, or deamu:~m of a Bond, the registered owner shall furnish to the ksuer and to the
Paying Agent/Registrar evidence to their satisfaction of the lo~ theft, or destruction of such
Bond, as the cue may be. In eve~ case of damage or mutilation of a Bond, the registered
owner shall surrender to the Paying Agent/Registrar for cancelhtion the Bond so damaged
or mutilated.
(c) No Default Occurred. Notwithstanding the foregoing provisions of this Section,
in the event any such Bond shall have matured, and no default has occurred which is then
24
continuing in the payment of the principal of, redemption premium, if any, or interest on the
Bond, the Issuer may authorize the payment of the same (without surrender thereof except
in the case of a damaged or muti/ated Bond) instead of issuing a replacement Bond,
provided security or indemnity is furnished as above provided in this Section.
(d) Charge for Issuing Replacement Bonds. Prior to the issuance of any replacement
bond, the Paying Agent/Registrar shall charge the registered owner of such Bond with all
legal, printing and other expenses in connection therewith. Every replacement bond issued
pursuant to the provisions of this Section by virtue of the fact that any Bond is lost, stolen,
or destroyed shall constitute a contractual obligation of the Issuer whether or not the lost,
stolen, or destroyed Bond shall be found at any time, or be enforceable by anyone, and shall
be entitled to all the benefits of this Ordinance equally and proportionately with any and all
other Bonds duly issued under this Ordinance.
(e) Authority for Issuing Replacement Bonds. In accordance with Section 6 of
Vernon's Ann. Tex. Civ. St. Art. 717k-6, this Section 10 of this Ordinance shall constitute
authority for the issuance of any such replacement bond without necessity of further action
by the governing body of the Issuer or any other body or pen and the duty of the
replacement of such bonds is hereby authorizexl and imposed upon the Paying
Agent/Registrar, and the Paying Agent/Registrar shall authenticate and deliver such Bonds
in the form and manner and with the effect, as provided in Section 6(d) of this Ordinance
for Bonds issued in conversion and exchange for other Bonds.
Section 11. CUSTODY, APPROVAL, AND REGISTRATION OF BONDS; BOND
COUNSEL~ OPINION; CUSIP NUMBERS AND CONTINGENY INSURANCE
PROVISION, ]F OBTAINED. The Mayor of the Issuer is hereby authorized to havc
control of the Initial Bond issued hereunder and all necessary records and proceedings per-
taining to the Initial Bond pending its delivery and its investigation, examination~ and
approval by the Attorney General of the State af T.-=~. and its registration by the
Comptroller of Public Accounts of the State of Teas. Upon registration of the Initial Bond
said Comptroller of Public Accounts (or a deputy designated in writing to act for said
Comptroller) shall manually sign the Comptroller's Registration Certificate on the Initial
Bond, and the ~ of said Comptroller ~hall be impre.ued, or placed in facsimile, on the
Initial Bond. The approviq legal opinion of the Issuer's Bond Counsel and the as.~igned
CUSIP humben may, at the option of the Issuer, be printed on the Initial Bond or on any
Bonds issued and delivered in co~ersion of and exchange or replacement of any Bond, but
neither shall ha~ any legal effect, and shall be solely for the convenience and information
of the re~'ed owners d the Bonds. In addition, if bond insurance is obtained, the Bonds
may bear an appropriate legend as provided by the insurer.
Section 12. COVENANTS REGARDING TAX EXEMrFION. The lssuer covenants
to refrain from taking any action which would adversely affect, and to take any required
action to ensure, the treaunent of the Bonds as obligations delcn'bed in Section 103 of the
Internal Revenue Code of 1986, as mended (the "Code'), the interest on which is not
includable in the "gross income" of the holder for purposes of federal income taxation. In
furtherance thereof, the Issuer covenants as follows:
(a) to take any action to assure that no more than 10 percent of the proceeds of
the Bonds or the projects financed therewith (less amounts deposited to a reserve fund, if
any) are used for any "private business use," as defined in Section 141(b)(6) of the Code or,
if more than 10 percent of the proceeds are so used, such amounts, whether or not received
by the Issuer, with respect to such private business use, do not, under the ternas of this Ordi-
nance, or any underlying arrangement, directly or indirectly, secure or provide for the
payment of more than 10 percent of the debt service on the Bonds, in contravention of
Section 141(b)(2) of the Code;
(b) to take any action to assure that in the event that the "private business use"
described in subsection (a) hereof exceeds 5 percent of the proceeds of the Bonds or the
projects financed therewith (less amounts deposited into a reserve fund, if any) then the
amount in excess of 5 percent is used for a "private business use" which is "related" and not
"disproportionate," within the meaning of Section 141(b)(3) of the Code, to the governmental
use;
(c) to take any action to assure that no amount which is greater than the lesser
of $5,000,060, or 5 percent of the proceed~ of the Bonds (less amounts deposited into a
reserve fund, if any) is directly or indirectly used to finance loans to persons, other than state
or local governmental units, in contravention of Section 141(c) of the Code;
(d) to refrain from taking any action which would otherwise result in the Bonds
being treated as "private activity bonds" within the meaning of Section 141(b) of the Code;
(e) to refrain from taking any action that would result in the Bonds being
"federally guaranteed" within the meaning of Section 149(b) of the Code;
(f) to refrain from using any portion of the proceeds of the Bonds, directly or
indirectly, to acquire or to replace funds which were used, directly or indirectly, to acquire
investment property (us defined in Se~ion 148(b)(2) of the Code) which produces a
materially high~ yield over the term of the Bonds, other than investment property acquired
(1) proceeds of the Bonds invested for a realonable temporary period of
3 years or lesa or, in the case of a refunding bond, for a period of 30 days or less
until such proceeds are needed for the purpose for which the bonds are issued,
(2) amounts invested in a bona fide debt service fund, within the meaning
of Section 1.103-13COX12) of the Treasury Regulations, and
(3) amounts deposited in any reasonably required reserve or replacement
fund to the extent such amounts do not exceed 10 percent of the proceeds of the
Bonds;
(g) to otherwise restrict the use of the proceeds of the Bonds or amounts treated
as proceeds of the Bonds, as may be necessary, so that the Bonds do not otherwise contra-
vene the requirements of Section 148 of the Code (relating to arbitrage) and, to the extent
applicable, Section 149(d) of the Code (relating to advance refundings);
(h) to pay to the United States of America at least once during each five-year
period (beginning on the date of delivery of the Bonds) an amount that is at least equal to
90 percent of the '~.xcess Earnings," within the meaning of Section 148(0 of the Code and
to pay to the United States of America, not later than 60 daya after the Bonds have been
paid in full, 100 percent of the amount then required to be paid a~ a result of Excess
Earnings under Section 148(0 of the Code; and
(i) to maintain such records as will enable the Issuer to fulfill its responsibilities
under this Section and Section 148 of the Code and to retain such records for at least six
years following the final payment of principal and interest on the Bonds.
It is the understanding of the Issuer that the covenants contained herein are intended
to assure compliance with the Cotte and any regulations or rulings promulgated by the U.S.
Depatunent of the Tressup/pursuant thereto. In the event that regulations or rulings are
hereafter promulgated which modify or expand provisions of the Code, as applicable to the
Bonds, the ]ssuer will not be required to comply with any covenant contained herein to the
extent that such failure to comply, in the opinion of nationally-recognized bond counsel, will
not adversely affect the exemption from federal income taxation of interest on the Bonds
under Section 103 of the Code. In the event that regulations or rulings are hereafter
promulgated which impose additional requirements which are applicable to the Bonds, the
Issuer agrees to comply with the additional requirements to the extent nece~_~ry, in the
opinion of natiovslhy-rexognized bond counsel to preserve the exemption from federal
income taxation of interest on the Bonds under Section 103 of the Code. In furtherance of
such intention, the hsuer hereby authorizes and directs the Mayor of the Issuer to execute
any doo~ments, certificates or reports required by the Code and to make such elections, on
behalf of the Issuer, which may be permitted by the Code as are consistent with the
purposes fo~ she issuance d the Bonds.
In order to facilitate compliance with the above covenants (h) and {i), a "Rebate
Fund" is hereby established by the lssuer for the sole benefit of the United States of
America, and such Fund shall not be subject to the claim of any other person, including
without limitation the bondholders. The Rebate Fund is established for the additional
purpose of compliance with Section 148 of the Code.
27
Section 13. SAI .F OF INITIAL BOND. The Initial Bond is hereby sold and shall
be delivered to Dean Witter Reynolds Inc. and Masterson Moreland Sauer Whisman, Inc.
(the "Underwriters") for cash for the price of $8,323,654.75 thereof and accrued interest
thereon to date of delivery, (such price includes a discount to the Underwriters of $71,274.00
and an origianl issue discount to the Underwriters of $90,976.25) pursuance to the terms and
provisions of a Purchase Contraa with the Underwriters. It is hereby officially found,
determined, and declared that the Initial Bond has been sold pursuant to the terms and
provisions of a Purchase Contract in substantially the form attached hereto as Exhibit A,
which the Mayor of the Issuer is hereby authorized and directed to execute and deliver and
which the City Secretary of the issuer is hereby authorized and directed to attest. It is
hereby officially found, determined, and declared that the terms of this sale are the most
advantageous reasonably obtainable. The Initial Bond shall be registered in the name of
Dean Witter Reynolds Inc.
Section 14. APPROVAL OF OFFICIAL STATEMENT. The Issuer hereby
approves the form and content of the Official Statement relating to the Bonds and any
addends. supplement or amendment thereto, and approves the distn~ution of such Official
Statement in the reoffering of the Bonds by the Underwriter in final form, with such changes
therein or additions thereto as the officer executing the same may deem advisable, such
determination to be conclusively evidenced by his execution thereof.
Section 15. APPROVAL OF ESCROW AGRg:-I=-MENT AND TRANSFER OF
FUNDS. The Mayor of the Issuer is hereby authorized and directed to execute and deliver
and the City Secretary of the Issuer is hereby authorized and direaed to attest an Escrow
Agreement in substantially the form attached hereto as Exhibit B. In Addition, the Mayor
is authorized to execute such subscription for the purchase of U. S. Treasury Securities, State
and Local Government Series, or the purchase of direct obligations of the United States of
America as may be necessary for the Escrow Fund, and to authorize such contn'butions as
may be necessary for the Escrow Fund.
Section 16. NOTICE OF I~I=-r}EMPTION. That there is attached to this Ordinance,
as Extu'bit C, and made a part hereof for all purlroses, a notice of prior redemption for the
Refunded Bonds to he redeemexl prior to stated maturity, and such Refunded Bonds
descn'bed in said notice d prior redemption are hereby called for redemption and shall be
redeemed prklt to maturity on the date, phce, and at the price as set forth therein.
Section 17. NOTICE TO PAYING AGENTS AND PUBLICATION. The Refunded
Bonds descn'bed in ~ C attached herew are so called for redemption, and Texas
Commerce Bank National Association, Houston, T-rn, and Ameritrust Texas National
Association are hereby directed to make appropriate arrangements so that such Refunded
Bonds may he redeemed at said banks on the redemption date. A copy d such Notice of
Redemption shall be delivered to the Paying Agent banks so mentioned.
Section 18. REASONS FOR REFUNDING. The Issuer deems it advisable to issue
the refunding bonds in order to ach/eve an roterest cost savings and the debt service savings
shall be approximately $655,345.73 and a present value savings of approximately $387,955.89.
Section 19. APPROPRIATION. There is hereby appropriated for transfer to the
Interest and Sinking Fund, from available funds, moneys sufficient to pay the interest coming
due on the Bonds on August 15, 1993.
Section 20. PUBLIC NOTICE. It is hereby officially found and determined that
public notice of the time, place and purpose of said meeting was given, all as required by
Vernon's Ann. Texas CIV. SL Article 6252-17.
Section 2L PAYMENT PROCEDURE PURSUANT TO MUNICIPAL BOND
GUARANTY INSURANCE POLICY. As long as the bond guaranty insurance shall be in
full force and effect, the Issuer and any Paying Agent/REgistrar agree to comply with the
following provisions:
(a) if payment of principal or interest due on the Bonds ha~ not been made to the
Paying Agent/Registrar or any registered owner to whom such payment is due, shall so notify
AMBAC Indemnity by telephone or telegraphic notice, subsequently confirmed in writing
or written notice by registered or certified mail Such notice shall specify the amount of the
anticipated deficiency, the Bonds to which such deficiency is applicable and whether such
Bonds will be deficient as to principal or interest, or both. AMBAC Indemnity, on the later
of the date due for payment or within onc business day after receipt of notice of
nonpayment, will deposit s-f~ient moneys with United States Trust Company of New Yorl~
as insurance trustee for AM]3AC Indemnity or any successor insurance trustee (the
"Insurance Trustee").
(b) the Paying Agent/Register shall, after giving notice to AM]3AC Indemnity as
provided in (a) above, nmke ava~able to AMBAC Indemnity and, at AIV[BAC Indemnity's
direction, to the Insurance Trustee, the registration books of the bsuer maintained by the
Paying Agent/Regismtr, and all records relating to the Funds and Accounts ~nir~talned
under this Ordinance.
(c) the Payin~ A~ent/Registrar shall provide AMBAC Indemnity and the Insurance
Trustee with s list of registered owners of Bonds entitled to receive principal or interest
payments from A/v!BAC Xndemnity under t~ telhis of the Mtlnicips~ Bond Guaranty
Insurance Policy, and shall makc arrangements with the Insurance Trustee (i) to mail checks
or drafts to the registered ownas of Bonds entitled to receive full or partial interest
payments from AMBAC Indemnity and (ii) to pay principal upon Bonds surrendered to the
Insurance Trustee by the registered owners of Bonds entitled to receive full or partial
principal payments f~om AMBAC Indemnity.
(d) the Paying Agent/Registrar shall at the time it provides notice to AMBAC
Indemnity pursuant to (a) above, notify registered owners of Bonds entitled to receive the
payment of principal or interest from AlVIBAC Indemnity (i) as to the fa~ of such
entitlement, (ii) that AMBAC Indemnity will remit to them all or a part of the interest
payments next coming due, (ill) that should they be entitled to receive full payment of
principal from AMBAC Indemnity, they must present and surrender their Bonds together
with any appropriate instrument of assignment for payment to the Insurance Trustee, and
not the Paying Agent/Registrar and (iv) that should they be entitled to receive partial
payment of principal from AIV[BAC Indemnity, they must present and surrender their Bonds
for payment thereon first the Paying Agent/Registrar, who shall note on such Bonds the
portion of the principal paid by the Paying Agent/Registrar, and then, along with an
appropriate instrument of assignment, to the Insurance Trustee, which will then pay the
unpaid portion of principal, The Insurance Trustee shall disburse to the registered owners
of Bonds, the Paying Agent/Registrar, the payment due less any amount held by the Paying
Agent/Registrar for payment of principal of or interest on Bonds and le~nlly available
therefor.
(e) in the event that the Paying Agent/Registrar has notice that any payment of
principal of or interest on a Bond which has become due for payment and which is made
to a Bondholder by or on behalf of the Issuer has been deemed a preferential transfer and
theretofore recovered from it registered owner pursuant to the United States Bankruptcy
Code by a trustee in bankruptcy in accordance with the final, nonappealable order of a court
having competent jurisdiction, the Paying Agent/Registrar shall, at the time AMBAC
Indemnity is notified pursuant to (a) above, notif~ all registered owners that in the event that
any registered owner's payment is so recovered, such registered owner will be entitled to
payment from AMBAC Indemnity to the eftent of such recovexy if sufficient funds are not
otherwise available, and the Paying Agent/Registrar shall furnish to AMBAC Indemnity its
records evidencing the payments of principal of and interest on the Bonds which have been
made by the Paying Agent/Registrar and sub~:quently recovered from registered owners and
he dates on which such payments were made.
(f) in addition to tho$e rights granted AMBAC Indemnity under this Ordinance,
A_.VIBAC Indemnity shall, upon remittance and tr~ngfer of Bonds or appropriate instnunents
of assi~ffnment, become the owner thereof, and to evidence such ownership (i) in the case of
cL~irna for past due intere~ the Paying Agent/Registra~ shall note AMBAC Indemnity's
rights us owner on the regisU'ation books d the Iuuer maintained by the Paying
Agent/Registnu upon receipt from AMBAC Indemnity of proof of the payment of interest
thereon to th~ registered owners of the Bonds and {ii) in the case of claims for past due
principal, the Paying Agent/Registra~ shall note AMBAC Indemnity's rights as owner on the
registration books of the hsuer maintained by the Paying Agent/Registrar upon surrender
of the Bonds by the registered owners thereof together with proof of the payment of
principal thereof.
APPROVED this the 23rd day of March, 1993.
Mayor
City ~
31
EXHIBIT A
Purchase Contract
The Purchase Contract has been omitted at this point as it appears in
executed form elsewhere in this transcripL
EXHIBIT B
Escrow Agreement
The Escrow Agreement has been omitted at titis point as it appears in
executed form elsewhere in this transcript.
EXI--ILB1T C
NOTICE OF REDEMPTION
NOTICE IS HEREBY GIVEN that the City of CoppelL Texas has called for redemption the
outstanding C. enificates of Obligation and Bonds of the City des:ribed as follows:
CITY OF COPPk'~.I: 'rEXAS COMBINATION TAX AND REVENUE
CERTIIqCATES OF OBLIGATION, SEllIF.~l 1981
City of CoppelL Teaas C~mbinatiou Tax and Revenue Certificates of Obligation, Serie~ 1981,
dated March 1, 1981, maturing March 1, 1994 through March 1, 1997, in the principal mounts as
follows: $25,000 - 1994; S30,000 - 1993; $35,000 - 1996 and 1997, in the aggregate principal amount
of $123,000 to call dat{: of the Cenfficate$ of Obligation so called for re~kmption at Texas Commerce
Bank National Alsoelation, Houston, Teaam (suer~__,ot to First City, Teaas - Da!!a.t; Dallas, Texas).
Call date: March 1, 1993.
On Match 1, 1993, intttmt on tit C. txtificatm of Obligation ahall ceag to m and be
payable.
CI'IY OF COPPIIL, 'I'I~.A3 COMBINATION TAX AND REVENUE
CER'fI~'ICATE80ir OBLIGATION, 8Eltnes 19M
City of CoplglL Texax Combination Tax and R~euut C~rd~catem of Obligation, Series 1986,
dat~i Ocaob~ 1, 1986, mtutinl Febnmy 1, 2000 tl~ough February 1, 2006, in the aggtegat~ principal
amouxxt of $1,175,000 to call dat~ of tit C. ti'~cattm of Obltgatiom ao called for redemption at Texas
CommerCe Bank Nailoral A.mmoeiatfot Hmton, Tn~' (sucl:~!or to Flat City, Teaas - Dallis, Dallas,
Texax). Call da,-: F, ebraaxy 1, 1996.
On February 1, 1996, interrot oil rig Certiflcat~ of Obligatloil fitall ceag to m and b~
payabi~
Cl'fY O!~ COPP!ilI4 TEXAS COM]iNATION TAX AND RINENUE
CERI'InCATIg80l~ OBLIGATION, 8Elmn~ L~Y
City of Cop[P. ll, T,*x=~ Combinatioil Tax m~l Rt.v~u~ ttn of Obligation, Seri~ 1987,
dated Novem~ 1, 1967, mmtia$ F,~mruaty 1, 1999 tiaraugh February 1, 2009, in tlg aggregate
principal amomat o/~._n'30__.f~q to call dat,' of rig Ct. ttllkattm of Obligatloil mo called for redemption
at Tram ~ ~ Natiomal Alsx:iatioil (ima:~r~ to Flrat City, Texm - D,,!ht. i Texas).
~l-l't' OF COPPgI.L, -l-lr.,tA8 GEI~IRRAL OBLIGATION
S!~rgq
City of Cop!gll, T,,u- (:~agral Obligatioil Bonds, ~ 1985, dated August 1, 1985, maturing
Septtinier 1, 2~06, in the affregt,,- principtl amount of $1,125,000, to call dat~ of
for rc~nption at T{ns Comm~c~ hnk National ,Maociation, Houston, Tens (S,_,___,~Y, aOF to First
City, Tm- Daliat i Tin). Call elate: September 1, 19~6.
0u Sept~mlgt 1, 1996, inter=at oil tlg Bog mhali ¢~a.m{ to ac~ng and be payabk.
THIS NOTICE is issued and given pursuan~ to the redemption provisions in th~ proc~.dings
authorizing the issuaa,-- of the aforementioned Bonds and Certificates of Obligation and ia
n__,T~rdance with the recitals and provisions of said Boads and Certificates of Obligation.
NOTICE IS GIVEN thst due and proper arrangements have been made for providing the
place of payment of ssid Boads snd Certificates of Obligation called for redemption with funds
sufficient to pay the principal mount of said Boads and Certificates of Obligation and the roterest
thereoa to the redemption date, In the event said Bonds and Certificates of Obligatioa, or any of
them are not present~ for redemption by the date fixed for their redemption, they shah not thereafter
bear interest.
IN COMPLIANCE with Section 3406 of the Internal Revenue Code of 19~6, payors making
certain payments due on debt s~ritius may be obligated to deducx and withhold 20 parcent (for
la,~ablc years be~nning in ~d s.etef 1993 '31 parcent') of such payment f~om the remittance to any
payee who has failed to provide such payor with a valid taxpayer identincation number. To avoid the
mipcsition of this withholding of tax, such payees should submit a u~xpayer identification number
when surzendering the bonds for redemption
NOTICE IS FURTHER GIVEN that the Bonds and C. ertll]cates of Obligation should be
submitted to either of the following addresses:
Tens COmm,:~z Bank T,,n~ Commerce Bank
Nntionsl Association National Assodstion
Corpora~ Tnsst Opentious-Redemptious Corpora,,- Trust Ol~e-P__,~__mptious
811 Rusk Su~et P.O. Box 4631
Houston, Tx 77{I)2 Houston, Tx 772104631
Dorothy Ttmmons, City Secretsty Mark Wolfe, Mayor
City of CoppelL Texas City of Coppell, T
NOTICE OF REDEMPTION
NOTICE IS HEREBY GIVEN that the City of CoppeL1, Texns I~s called for redemption the
outstanding Bonds of ~e City described as follows:
CITY OF COppill ,! ~ TEXAS GENERAL OBLIGATION BONDS, SERIES 1990
Ci~ of CoppelL Tens General Obligation Bonds, Series 1990, dated August 1, 1990, maturing
February 1, 2001 through February 1, 2010, in the aggregate principal amount of $1,450,000 to call
date of the Bonds so called for redemption at Ameritrust Tm~ National Asun:iation, Dallas, Te~s.
Call date: February I, 21300.
On February 1, 2000, intemt on the Bonds shall cease to accrue and be payab~
THIS NOTICE is issued and given pursuant to the redemption provisions in the proceedings
authorizing the issuance of the aforementioned Bonds and in accordance with the recixals and
provisions of .,.aid Bonds.
NOTICE IS GIVEN that due and proper arnmgements have been made for providing the
plsce of payment of said Bonds called fo~ redemption with funds suflkient to pay the principal
mount of said Bonds and the interest thereon to the redemption date. In the cvent said Bonds, or
any of them arc not presented for redemption by thc dat~ fled for theix redemption, they shah not
IN COMI'LIANCE with Section 3406 of the Internal Revenue Code of 19~6, payon making
certain payments due on debt securities may be obli$nted to deduct and withhold 20 percent (for
,-,~ble yen beginnln2 In and aftex 1993 '31 percent") of such payment ~'om the remittance to any
payee who has failed to provide su,~' payor with a valld tupaye~ identi~cation number. Toavoidthe
imposition of this withholding of tax, such payees should submit a taxpayer identification number
when surrendering the bonds for redemption.
NOTICE I$ FURTI-ala< GIVEN that the Bonds should be submitted to either of the
following ,ddfesR,:
Ame~trust Tens National Association AmexitruU Teaas National A~3ciation
1900 Pacific Avenue, 14~h Ffoct P.O. Box 2320
Dallas, Teams 75201 Dallas, T,'--- 75221-2320
Mark Wo12, lvlayof
City of CoppelL
CERTIFICATE FOR ORDINANCE
THE STATE OF TEXAS :
COUNTIES OF DAI .l AS AND DENTON :
CITY OF COPPELL :
We, the undersigned officers of said City, hereby certify as follows:
1. The City Council of said City convened in REGULAR MEETING ON THE
23RD DAY OF MARCH, 1993, at the City Hall, and the roll was called of the duly
constituted officers and members of said City Council, to-wit:
Mark Wolfe, Mayor
Bill Smothermon, Mayor Pro Tem
Jim Garrison
Tom Morton
Lanny Mayo
Ron Robertson
David Thomas
Peyton Weaver
Dorothy Timmons, City Secretary
and all of said persons were present, except the following absentees: NONE, thus
constituting a quorum. Whereupon, among other business, the following was transacted at
said Meeting: a written
ORDINANCE AUTHORIZING TIlt, ISSUANCE OF GENERAL OBLIGATION
REFUNDING BONDS, SERIES 1993, APPROVING AN OFFICIAL STATEME, NT,
AUTHORIZING THE~ EXECUTION OF A PURCHASE CONTRACT, AND
MAKING PROVISIONS FOR THE SECURITY THEREOF, AND ORDAINING
OTHER MATYERS RELATING TO THE SUBJECT
was duly introduced for the consideration of said City Council and read in full. It was then
duly moved and seconded that said Ordinance be passed; and, after due discussion, said
motion carrying with it the passage of said Ordinance, prevailed and carried by the following
vote:
AYES: All members of said City Council shown present above voted "Aye".
NOES: None.
2. That a true, full and correct copy of the aforesaid Ordinance passed at the
Meeting described in the above and foregoing paragraph is attached to and follows this
Certificate; that said Ordinance has been duly recorded in said City Council's minutes of said
Meeting; that the above and foregoing paragraph is a true, full and correct excerpt from said
City Coancil's minutes of said Meeting pertaining to the passage of said Ordinance; that the
persons named in the above and foregoing paragraph are the duly chosen, qualified and
acting officers and members of said City Council as indicated therein; that each of the
officers and members of said City Council was duly and sufficiently notified officially and
personally, in advance, of the time, place and purpose of the aforesaid Meeting, and that
said Ordinance would be introduced and considered for pa_-~ge at said Meeting, and each
of said officers and members consented, in advance, to the holding of said Meeting for such
purpose, and that said Meeting was open to the public and public notice of the time, place
and purpose of said meeting was given, all as required by Vemon's Ann. Civ. St. Article
6252-17.
3. That the Mayor of said City has approved and hereby approves the aforesaid
Ordinance; that the Mayor and the City Secretary of said City have duly signed said
Ordinance; and that the Mayor and the City Secretary of said City hereby declare that their
signing of this Conificate shall constitute the si~onin~ of the attached and following copy of
said Ordinance for all purposes.
SIGNED AND SEALED the 23rd day of March, 1993.
SEAL