OR 90-497 General Obligation Refunding Bonds, $12,495,000 ORDINANCE NO 90497
AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION
REFUNDING BONDS, SERIES 1991, APPROVING AN OFFICIAL STATE-
MENT, THE EXECUTION OF AN ESCROW AGREEMENT, AND
MAKING PROVISIONS FOR THE SECURITY THEREOF, AND
ORDAING OTHER MATTERS RELATING TO THE SUBJECT
THE STATE OF TEXAS §
COUNTIES OF DALLAS AND DENTON §
CITY OF COPPELL §
WHEREAS, the City of Coppell, Texas (the "Issuer) 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 Issuer and a pledge by the Issuer to levy
ad valorera 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 Sewer Bonds, Series 1966, dated May 1,
1966, maturities May 1, 1991 through May 1, 1996, in the aggregate principal
amount of $32,000 (the series 1966 Bonds");
City of Coppell, Texas General Obligation Certificates of Obligation, Series
1982, dated November 1, 1982, maturities February 1, 1991 through February
1, 1999, in the aggregate principal mount of $290,000 (the "Series 1982
Bonds");
City of Coppell, Texas General Obligation Bonds, Serie,s 1984, dated June
· 1, 1984, maturities September 1, 1991 through September 1, 2005, in the
aggregate principal amount of $4,475,000 (the "Series 1984 Bonds");
City of Coppell, Texas General Obligation Bonds, Series 1985, dated August
1, 1985, maturities September 1, 1991 through September 1, 2006, in the
aggregate principal amount of $10,300,000 (the series 1985 Bonds");
City of Coppell, Texas General Obligation Bonds, Series 1990, dated August
1, 1990, maturities February 1, 1992 through February 1, 2010, in the
aggregate principal amount of $2,100,000 (the "Series 1990 Bonds");
City of Coppell, Texas Combination Tax and Revenue Certificates of
Obligation, Series 1978, dated June 15, 1978, maturities June 15, 1991
through June 15, 1997, in the aggregate principal amount of $120,000 (the
Series 1978 Certificates of Obligation");
City of Coppell, Texas Combination Tax and Revenue Certificates of
Obligation, Series 1981, dated March 1, 1981, maturities March 1, 1991
through March 1, 1997, in the aggregate principal amount of $190,000 (the
"Series 1981 Certificates of Obligation");
City of Coppell, Texas Combination Tax and Revenue Certificates of
Obligation, Series 1986, dated October 1, 1981, maturities February 1, 1991
through February 1, 1996, in the aggregate principal amount of $2,000,000
(the "Series 1986 Certificates of Obligation");
City of Coppell, Texas Combination Tax and Revenue Certificates of
Obligation, Series 1987, dated November 1, 1987, maturities February 1, 1991
through February 1, 2009, in the aggregate principal amount of $4,800,000
(the "Series 1986 Certificates of Obligation");
WHEREAS, the Issuer now desires to refund maturities 1993 through 1999 of the
Series 1982 Certificates of Obligation in the principal amount of $245,000; maturities 1997
through 2005 of the Series 1984 Bonds in the principal amount of $3,400,000; and
maturities 1997 through 2005 of the Series 1985 Bonds in the principal amount of
$6,800,000, for a total aggregate principal amount of $10,445,000 (the "Refunded Bonds");
and
WHEREAS, the City Council of the Issuer deems it advisable to refund the
Refunded Bonds in order to achieve an interest cost savings of approximately
$845,033.09; and
WHEREAS, Article 717k, VaahT.C.S. authorizes the Issuer to issue refunding bonds
and to deposit the proceeds from the sale thereof together with any other available funds
or resources, directly with a place of payment (paying agent) for the Refunded Bonds, and
such deposit, ff made before such payment dates, shall constitute the making of firm
banking and financial arrangements for the discharge and final payment of the Refunded
Bonds; and
WHEREAS, Article 717k further authorizes the Issuer to enter into an escrow
agreement with the paying agent for the Refunded Bonds with respect to the safekeeping,
investment, reinvestment, administration and disposition of any such deposit, upon such
terms and conditions as the Issuer and such paying agent may agree, provided that such
deposits may be invested and reinvested including obligations the principal of and interest
on which are unconditionally guaranteed by the United States of America, and which shah
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
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WHEREAS, First City, Texas - Dallas, Dallas, Texas, is the paying 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 prior to
maturity within 20 years of the date of the bonds hereina~er authorized.
NOW, THEREFORE, BE 1T ORDAINED BY THE CITY COUNCIL OF THE
CITY OF COPPELL, TEXAS:
Section 1. AMOUNT AND PURPOSE OF THE BONDS. The bond or bonds
of the City of Coppell (the "Issuer") are hereby authorized to be issued and dehvered in
the aggregate principal amount of $12,495,000, for the purpose of providing funds to
refund a portion of the City of Coppelt, Texas Certificates of Obligation, Series 1982,
maturing February I, 1993 through February 1, 1999; City of Coppelt, Texas General
Obligation Bonds, Series 1984, maturing September 1, 1997 through September 1, 2005;
and City of Coppelt, Texas General Obligation Bonds, Series 1985, maturing September
1, 1997 through September 1, 2005.
Section 2. DESIGNATION OF THE BONDS. Each bond issued pursuant to this
Ordinance shall be designated: "CITY OF COPPEI.I~ TEXAS GENERAL
OBLIGATION REFUNDING BOND, SERIES 1991", and initially there shall be issued,
sold, and delivered hereunder a single fully registered bond, without interest coupons,
payable in annual installments of principal (the "Initial Bond"), but the Initial Bond may
be assigned and transferred and/or converted into and exchanged for a like aggregate
principal amount of fully registered bonds, without interest coupons, having serial and
annual maturities, and in the denomination or denominations of $5,000 or any integral
multiple of $5,000, all in the manner bereinafter provided. The term "Bonds" as used in
this Ordinance shall mean and include collectively the Initial Bond and all substitute bonds
exchanged therefor, as well as all other substitute bonds and replacement bonds issued
pursuant hereto, and the term "Bond" shall mean any of the Bonds.
Section 3. INITIAL DATF_., DENOMINATION, NUMBER, MATURITIES,
INITIAL REGISTERED OWNER, AND CHARACTERISTICS OF THE INITIAL
BOND. (a) The Initial Bond is hereby authorized to be issued, sold, and dehvered
hereunder as a single fully registered Bond, without interest coupons, dated January 1,
1991, in the denomination and aggregate principal amount of $12,495,000, numbered R-
1, payable in annual installments of principal to the initial registered owner thereof, to-
wit: Prudential-Bathe Capital Funding or to the registered assignee or assignees of said
Bond or any portion or portions 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.
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(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) shah have the
characteristics, and (v) shall be signed and sealed, and the principal of and interest on the
Initial Bond shah 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. INTEREST. The unpaid principal balance of the Initial Bond shall
bear interest from the date of the Initial Bond and will be calculated on the basis of a
360-day year of twelve 30-day months 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 shah 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 this
Ordinance.
Section 5. FORM OF INITIAL BOND. The form of the Initial Bond, including
the form of Registration Certificate of the Comptroller of Public Accounts of the State of
Texas to be endorsed on the Initial Bond, shah be substantially as follows:
FORM OF INITIAL BOND
NO. R-1 $12,495,000
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF DA! ] AS AND DENTON
CITY OF COPPELL, TEXAS
GENERAL OBLIGATION REFUNDING BOND
SERIES 1991
The CITY OF COPPEI ,l : in Dallas and Denton Counties, Texas (the "Issuer"),
being a political subdivision of the State of Texas, hereby promises to pay to
Prudential-Bathe Capital Funding
or to the registered assignee or assignees of this Bond or any portion or portions hereof
(in each case, the "registered owner") the aggregate principal amount of
TWELVE MII LION FOUR HUNDRED NINETY FIVE THOUSAND DOI ,I,ARS
in annual installments of principal due and payable on September 1 in each of the years,
and in the respective principal mounts, as set forth in the following schedule:
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YEAR AMOUNT YEAR AMOUNT
1991 $ 460,000 1999 $1,115,000
1992 135,000 2000 1,125,000
1993 165,000 2001 1,230,000
1994 180,000 2002 1,280,000
1995 185,000 2003 1,380,000
1996 200,000 2004 1,470,000
1997 985,000 2005 1,535,000
1998 1,050,000
and to pay interest, from the date of this Bond hereinafter stated, on the balance of each
such installment of principal, respectively, from time to time remaining unpaid, at the rates
as follows:
maturity 1991, 5.60% maturity 1999, 6.40%
maturity 1992, 5.75% maturity 2000, 6.50%
maturity 1993, 5.90% maturity 2001, 6.60%
maturity 1994, 6.00% maturity 2002, 6.65%
maturity 1995, 6.10% maturity 2003, 6.70%
maturity 1996, 6.20% maturity 2005, 6.75%
maturity 1997, 6.20% maturity 2006, 6.80%
maturity 1998, 6.30%
with said interest being payable on September 1, 1991, and semiannually on each March
1 and September 1 thereafter while this Bond or any portion hereof is outstanding and
unpaid.
THE INSTALLMENTS 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 through the sen, ices of First City, Texas - Dallas, Dallas,
Texas, which is the '~aying Agent/Registrar" for this Bond. Payment of all principal of
and intdrest 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 ordinance authorizing the issuance of this Bond (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 principal and/or 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
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described, or by such other method acceptable to the Paying Agent/Registrar requested
by, and at the risk and expense of, the registered owner. The Issuer covenants with 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, fr ~m the "Inter-
est and Sinking Fund" created by the Bond Ordinance, the amounts required to provide
for the payment, in immediately available funds, of all principal of and interest on this
Bond, 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/Registrar is located are authorized by law or executive order to
close, then the date for such payment shall be the next succeeding day which is not such
a Saturday, Sunday, legal holiday, or day 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 has been authorized in accordance with the Constitution and laws of
the State of Texas in the principal amount of $12,495,000 for the purpose of providing
funds to refund a portion of the City of Coppell, Texas Certificates of Obligation, Series
1982, maturing February 1, 1993 through February 1, 1999; City of Coppell, Texas General
Obligation Bonds, Series 1984, maturing September 1, 1997 through September 1, 2005;
and City of CeppeB, Texas General Obligation Bonds, Series 1985, maturing September
1, 1997 through September 1, 2005.
ON SEPTEMBER 1, 2000, or on 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, if 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 amount, plus accrued interest to the date fixed for prepayment or
redemption.
AT 1 .FAST 30 days prior to the date fixed for any such prepayment or redemp-
tion a written notice of such prepayment or redemption shall be mailed by the Paying
Agent/Registrar 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. ff such written notice of
prepayment or redemption is given, and if due provision for such payment is made, 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
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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 shall record in the Registration
Books all such prepayments or redemptions of principal of this Bond or any portion
hereof.
THIS BOND, to the extent 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 Issuer 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 be presented and
surrendered to the Paying Agent/Registrar for cancellation, together with proper instru-
ments of assignment, in form and with guarantee of signatures satisfactory to the Paying
Agent/Registrar, evidencing assignment by the initial registered owner 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 portion or portions hereof is or are to be
transferred 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 to 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 assigned and transferred or
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converted each bond issued in exchange for any portion hereof shall have a single stated
principal maturity date corresponding to the due date of the installment of principal of
this Bond or portion hereof for which the substitute bond is being exchanged, and shall
bear interest at the rate applicable to and borne by such installment of principal or
portion thereof. Such bonds, respectively, shall be subject to redemption prior to maturity
on the same dates and for the same prices as the corresponding installment of principal
of this Bond or portion hereof for which they are being exchanged. No such bond shall
be payable in installments, but shall have only one stated principal maturity date. AS
PROVIDED IN THE BOND ORDINANCE, THIS BOND IN ITS PRESENT FORM
MAY BE ASSIGNED AND TRANSFERRED OR CONVERTED ONCE ONLY, and
to one or more assignees, but the bonds issued and delivered in exchange for this Bond
or any portion hereof may be assigned and transferred, and converted, subsequently, as
provided in the Bond Ordinance. The Issuer shall pay the Paying Agent/Registrar's
standard or customary fees and charges for transferring, converting, and exchanging this
Bond or any portion thereof, but the one requesting such transfer, conversion, and
exchange shall pay any taxes or governmental charges required to be paid with respect
thereto. The Paying Agent/Registrar shall not be required to make any such assignment,
conversion, or exchange (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
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.
1T 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 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 Issuer, 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 against 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
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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 Issuer.
IN WITNESS WHEREOF, the Issuer has caused this Bond to be signed with the
manual signature of the Mayor of the Issuer and countersigned with the manual signature
of the City Secretary of the Issuer, has caused the official seal of the Issuer to be duly
impressed on this Bond, and has caused this Bond to be dated January 1, 1991.
City Secretary Mayor
(CITY SEAL)
FORM OF REGISTRATION CERTIFICATE OF THE
COMPTROLLER OF PUBLIC ACCOUNTS:
COMPTROI-I.F.R'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 Texas, and that this Bond has been
registered by the Comptroller of Public Accounts of the State of Texas.
Witness my signature and seal this
Comptroller of Public Accounts
of the State of Texas
(COMPTROH.F.R'S SEAL)
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Section 6. ADDITIONAL CHARACTERISTICS OF THE BONDS.
(a) Registration and Transfer. The Issuer shall keep or cause to be kept at the principal
corporate trust office of First City, Texas - Dallas, Dallas, Texas, (the "Paying Agent/Regis-
trar") 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 books or records and make such transfers and registrations
under such reasonable regulations as the Issuer and Paying Agent/Registrar may pre-
scribe; and the Paying Agent/Registrar 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 shah be mailed, as herein provided; but it shall be the duty of each
registered owner to notify the Paying Agent/Registrar in writing of the address to which
payments shah be mailed, and such interest payments shall not be mailed unless such
notice has been given. The Issuer shah have the right to inspect the Registration Books
during regular business hours of the Paying Agent/Registrar, but otherwise the Paying
Agent/Registrar shall keep the Registration Books confidential and, unless otherwise
required by law, shall not permit their inspection by any other entity. Registration of each
Bond may be transferred in the Registration Books only upon presentation and surren-
der of such Bond to the Paying Agent/Registrar for transfer of registration and cancella-
tion, together with proper written instruments of assignment, in form and with guarantee
of signatures satisfactory to the Paying Agent/Registrar, (i) evidencing the assignment of
the Bond, or any portion thereof in any integral multiple of $5,000, to the assignee or
assignees thereof, and (ii) the right of such assignee or assignees to have the Bond or any
such portion thereof registered in the name of such assignee or assignees. Upon the
assig/unent and transfer of any Bond or any portion thereof, a new substitute Bond or
Bonds shah 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 transferred by the initial registered 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 shah be in
any denomination or denominations of any integral multiple of $5,000 (subject to the
requirement hereinafter stated that each substitute Bond shah have a single stated princi-
pal maturity date), shall be in the form prescribed in the FORM OF SUBSTITUTE
BOND set forth in this Ordinance, and shah have the characteristics, and may be assigned,
transferred, and converted as hereinafter provided. If the Initial Bond or any portion
thereof is assiguexl and transferred or converted 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 shah 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 installment of principal or portion thereof for which
the substitute Bond is being exchanged; and each such Bond shall bear interest at the
single rate applicable to and borne by such installment of principal or portion thereof for
which it is being exchanged. If only a portion of the Initial Bond is assigned and trans-
ferred, there shall be delivered to and registered in the name of the initial registered
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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 shah 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, then such Bond shall bear interest from the date to which such interest
has been paid in full. THE INITIAL BOND issued and 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 follows:
"PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
It is hereby certified that this Bond has been issued under the provisions of the
Bond Ordinance described on the face of this Bond; and that this Bond has been issued
in conversion 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 Public Accounts of the State of Texas.
Paying Agent/Registrar
Dated By
Authorized Representative"
An authorized representative of the Paying Agent/Registrar shall, before the delivery of
any such Bond, date and manually sign the above Certificate, and no such Bond shall be
deemed to be issued or outstanding unless such Certificate is so executed. The Paying
Agent/Registrar promptly shall cancel all Bonds surrendered for conversion and exchange
or replacement. 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 prescribed herein, and said Bonds shall be
of type composition printed on paper with lithographed or steel engraved borders of
customary weight and strength. Pursuant to Vernon's Ann. Tex. Civ. St. 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 Authcntication Certificate, the converted
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
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to this Ordinance, approved by the Attorney General, and registered by the Comptroller
of Public Accounts. The Issuer shah pay the Paying Agent/Registrar's standard or
customary fees and charges for transferring converting, and exchanging any Bond or any
portion thereof, but the one requesting any such transfer, conversion, and exchange shah
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 transferred and assigned, (iv) may be converted and exchanged for other
Bonds, (v) shall have the characteristics, (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 SUBSTITUTE BOND set forth in this
(f) Payment of Fees and Charges. The Issuer hereby covenants with the registered
owners of the Bonds that it will (i) pay the standard or customary fees and charges of the
Paying Agent/Registrar for its services with respect to the payment of the principal of and
interest on the Bonds, when due, and (ii) pay the fees and charges of the Paying
Agent/Registrar for services with respect to the transfer of registration of Bonds, and with
respect to the conversion and exchange of Bonds solely to the extent above provided in
this Ordinance.
(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 and legally qualified bank, trust company, financial institution, or
other agency to act as and perform the services of Paying Agent/Registrar for the Bonds
under this Ordinance, and that the Paying Agent/Registrar will be one entity. The Issuer
reserves the right 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 method) 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
14
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 Cede & Co., and subject to the
provisions in this Ordinance with respect to interest checks be'rag mailed to the registered
owner at the close of business on the Record Date, the word "Cede & Co." in this
Ordinance shah refer to such new nominee of DTC.
(i) Successor Securities Depository; Transfers Outside Book-Entry Only System.
In the event that the Issuer or the Paying Agent/Registrar determines that DTC is
incapable of discharging its responsibilities described herein and in the representation
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 Issuer or the Paying
Agent/Registrar shah (i) appoint a successor securities depository, 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 successor securities depository and
transfer one or more separate Bonds to such successor securities depository or (ii) notify
DTC and DTC Participants of the availability through DTC of Bonds and transfer one or
more separate Bonds to DTC Participants having Bonds credited to their DTC accounts.
In such event, the Bonds shah 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 successor securities depository, or its nominee, or in
whatever Name or names Bondholders transferring or exchanging Bonds shah designate,
in accordance with the provisions of this Ordinance.
(j) Payments to Cede & Co. Notwithstanding any other provision of this
Ordinance to the contrary, so long as any Bond is registered in the name of Cede & Co.,
as nominee of DTC, all payments with respect to principal of, premium, if any, and
interest on, or as the case may be, such Bond and all notices with respect to such Bond
shah be made and given, respectively, in the manner provided in the representation letter
of the Issuer to DTC.
Section 7. FORM OF SUBSTITUTE BONDS. The form of aH Bonds issued in
conversion and exchange or replacement of any other Bond or portion thereof, including
the form of Paying Agent/Registrar's Certificate to be printed on each of such Bonds, and
the Form of Assi~onment to be printed on each of the Bonds, shah be, respectively,
substantially as follows, with such appropriate variations, omissions, or insertions as are
permitted or required by this Ordinance.
16
FORM OF SUBSTITUTE BOND
PRINCIPAL
NO. AMOUNT
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF DALLAS AND DENTON
CITY OF COPPELL, TEXAS
GENERAL OBLIGATION REFUNDING BOND
SERIES 1991
INTEREST MATURITY DATE OF CUSIP
RATE DATE ORIGINAL ISSUE NO.
% January 1, 1991
ON THE MATURITY DATE specified above THE CITY OF COPPEI.I~ in
Dallas and Denton Counties, Texas (the "Issuer"), being a political subdivision of the State
of Texas, hereby promises to pay to
or to the registered assignee hereof (either being hereinafter called the "registered owner")
the principal amount of
and to pay interest thereon from January 1, 1991 to the maturity date specified above,
or the date of redemption prior to maturity, at the interest rate per annum specified
above; with interest being payable on September 1, 1991 and semiannually thereafter on
each March 1 and September 1, except that ff the date of authentication of this Bond is
later than August 15, 1991, such principal amount shall bear interest from the interest
payment date next preceding the date of authentication, unless such date of authentication
is after any Record Date (hereinafter defined) but on or before the next following interest
payment date, in which case such principal amount shall bear interest from such next
following interest payment date.
THE PRINCIPAL OF AND INTEREST ON this Bond are payable in lawful
money of the United States of America, without exchange or collection charges. The
principal of this Bond shall be paid to the registered owner hereof upon presentation and
surrender of this Bond at maturity or upon the date fixed for its redemption prior to
maturity, at the principal corporate trust office of First City, Texas - Dallas, 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 inter-
est 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
17
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 described, 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 shah be paid to the registered owner upon presentation and surrender of
this Bond for redemption and payment at the principal corporate trust 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 w~l make available to the Paying Agent/Registrar, from the "Interest
and Sinking Fund" created by the Bond Ordinance, the amounts 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/Registrar is located are authorized by law or executive order to
close, then the date for such payment shall be the next succeeding day which is not such
a Saturday, Sunday, legal holiday, or day on which banking institutions are authorized to
close; and payment on such date shah 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 January 1, 1991, authorized
in accordance with the Constitution and laws of the State of Texas in the principal amount
of $12,495,000, for the purpose of providing funds to refund a portion of the City of
Coppert, Texas Certificates of Obligation, Series 1982, maturing February 1, 1993 through
February 1, 1999; City of Coppert, Texas General Obligation Bonds, Series 1984, maturing
September 1, 1997 through September 1, 2005; and City of Coppell, Texas General
Obligation Bonds, Series 1985, maturing September 1, 1997 through September 1, 2005.
ON SEPTEMBER 1, 2000, or on any date thereafter, the Bonds of this Series may
be redeemed prior to their scheduled maturities, at the option of the Issuer, with funds
derived from any available and lawful source, as a whole, or in part, and, if in part, the
Issuer shall select and designate the maturity or maturities and the amount that is to be
redeemed, and ff le~ 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 a Bond may be redeemed
only in an integral multiple of $5,000), at the redemption price of the principal amount
thereof, plus accrued interest to the date fixed for redemption.
AT IF~AST 30 days prior to the date fixed for any redemption of Bonds or
portions thereof prior to maturity a written notice of such redemption shah be published
once in a financial publication, journal, or reporter of general circulation among securities
18
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 appeared on the 451h day prior to such redemption date;
provided, however, that the farlure to send, marl, 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 be 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 if
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 rate, in any denomination or denominations in any integral multiple
of $5,000, at the written request of the registered owner, and in aggregate principal
amount equal to the unredeemed portion thereof, will be issued to the registered owner
upon the surrender thereof for cancellation, at the expense of the Issuer, all as provided
in the Bond Ordinance.
THIS BOND OR ANY PORTION OR PORTIONS HEREOF IN ANY INTE-
GRAL MULTIPIF- OF $5,000 may be assigned and shall be transferred only in the
Registration Books of the Issuer 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 transfer, 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 portion or portions hereof is or are to be transferred and registered.
The form of Assignment printed or endorsed on this Bond shall be executed by the regis-
tered owner or its duly authorized attorney or representative,to evidence the assignment
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 to the previous regis-
tered 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
19
Bond, all in the form and manner as provided in the next paragraph hereof for the
conversion and exchange of other Bonds. The Issuer shall pay the Paying
Agent/Registrar'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 dose 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
treated by the Issuer and the Paying Agent/Registrar us 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.
AI.I. BONDS OF THIS SERIES are issuable solely as fully registered bonds,
without interest coupons, in the denomination of any integral multiple of $5,000. As
provided in the Bond Ordinance, this Bond, or any unredeemed portion hereof, may, at
the request of the registered owner or the assignee or assignees hereof, be converted into
and exchanged for a like aggregate principal amount of fully registered bonds, without
interest coupons, payable to the appropriate registered owner, assignee, or assignees, as
the case may be, having the same maturity date, and bearing interest at the same rate, in
any denomination or denominations in any integral multiple of $5,000 as requested in
writing by the appropriate registered owner, assignee, or assignees, as the case may be,
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. The Issuer
shall pay the Paying Agent/Registrar's standard or customary fees and charges for
transferring, converting and exchanging any Bond or any portion thereof, but the one
requesting such transfer, conversion, and exchange shall pay any taxes or governmental
charges required to be paid with respect thereto as a condition precedent to the exercise
of such privilege of conversion and exchange. The Paying Agent/Registrar shall not be
required to make any such conversion and exchange (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 thered called for redemption prior to maturity, within 45 days prior to its
redemption date.
IN THE EVENT any Paying Agent/Registrar for the Bonds is changed by the
Issuer, resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Bond
Ordinance that it promptly will appoint a competent and legally qualified substitute
therefor, and promptly will cause written notice thereof to be mailed to the registered
owners of the Bonds.
2O
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 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 Issuer, 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 against all taxable properly in the Issuer, and have been pledged for
such payment, within the limit prescribed by law.
BY BECOMING the registered owner of this Bond, the registered owner thereby
acknowledges all of the terms and provisions of the Bond Ordinance, agrees to be bound
by such terms and provisions, acknowledges that the Bond Ordinance is duly recorded and
available for inspection in the official minutes and records of the governing body of the
Issuer, and agrees that the terms and provisions of this Bond and the Bond Ordinance
constitute a contract between each registered owner hereof and the Issuer.
IN WITNESS WHEREOF, the Issuer has caused this Bond to be signed with the
facsimile signature of the Mayor of the Issuer and countersigned with the facsimile
signature of the City Secretary of the Issuer, and has caused the official seal of the Issuer
to be duly impressed, or placed in facsimile, on this Bond.
(facsimile sim'lature) (facsimile signature)
City Secretary Mayor
SEAL
21
FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
(To 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 described in the text of this Bond; and that this Bond has been issued
in conversion 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 FIRST CITY, TEXAS - DAI-IAS
By
Authorized Representative
FORM OF ASSIGNMENT:
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned registered owner of this Bond, or duly
authorized representative or attorney thereof, hereby assigns this Bond to
/ /
(Assignee's Social Security (print or type Assignee's name
or Taxpayer Identification Number and address, including zip code)
and hereby irrevocably constitutes and appoints
attorney to transfer the registration of this Bond on the Paying Agent/Registrar's
Registration Books with full power of substitution in the premises.
Dated
Signature Guaranteed:
NOTICE: This signature must be guaranteed by a member of the New York Stock
Exchange or a commercial bank or trust company.
Registered Owner
NOTICE: This signature must correspond with the name of the Registered Owner
appearing on the face of this Bond in every particular without alteration or enlargement
or any change whatsoever.
22
Section 8. TAX 1 .F~VY. A special Interest and Sinking Fund (the "Interest and
Sinking Fund") is hereby created solely for the benefit of the Bonds, and the Interest and
Sinking Fund shall be established and maintained by the Issuer at an official depository
bank of the Issuer. The Interest and Sinking Fund shall be kept separate and apart from
aH other funds and accounts of the Issuer, 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 out-
standing and unpaid, the governing body of the Issuer shah compute and ascertain a rate
and amount of ad valorera tax which will be sufficient to raise and produce 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 amount of the Bonds as a
sinking fund each year); and said tax shall be based on the latest approved tax robs of
the Issuer, with full allowance being made for tax delinquencies and the cost of tax
collection. Said rate and amount of ad valorera tax is hereby levied, and is hereby
ordered to be levied, against all taxable property in the Issuer for each year while any of
the Bonds or interest thereon are outstanding and unpaid; and said tax shall be assessed
and collected each such year and deposited to the credit of the aforesaid Interest and
Sinking Fund. Said ad valorera taxes sufficient to provide for the payment of the interest
on and principal of the Bonds, as such interest comes due and such principal matures, 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 extent provided in subsection (d) of this
Section 9, when payment of the principal of such Bond, plus interest thereon to the due
date (whether such due date be by reason of maturity, upon redemption, or otherwise)
either (i) shall have been made or caused to be made in accordance with the terms
thereof (including the giving of any required notice of redemption), or (ii) shah have been
provided for on or before such due date by irrevocably depositing with or making
available to the Paying Agent/Registrar for such payment (1) lawful money of the United
States of America sufficient to make such payment or (2) Government Obligations which
matore as to principal and interest in such amounts and at such times as will insure the
ava~ability, without reinvestment, of sufficient money to provide for such payment, and
when proper arrangemenu have been made by the Issuer with the Paying Agent/Registrar
for the payment of its services until all Defeased Bonds shah have become due and
payable. At such time as a Bond shall be deemed to be a Defeased Bond hereunder, as
aforesaid, such Bond and the interest thereon shall no longer be secured by, payable
from, or entitled to the benefits of, the ad valorem taxes herein levied and pledged as
provided in this Ordinance, and such principal and interest shall be payable solely from
such money or Government Obhgatious.
(b) Any moneys so deposited with the Paying Agent/Registrar may at the written
23
direction of the Issuer also be invested in Government Obligations, maturing in the
amounts and times as hereinbefore set forth, and all income from such Government
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 depos-
ited, 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 shah mean direct
obligations of the United States of America, including obligations the principal of and
interest on which are unconditionally guaranteed by the United States of America, which
may be United States Treasury obligations such as its State and Local Government Series,
which may be in book-entry form.
(d) Umil all Defensed Bonds shah have become due and payable, the Paying
Agent/Registrar shah perform the services of Paying Agent/Registrar for such Defeased
Bonds the same as ff they had not been defeased, and the Issuer shah 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 Bodn Guaranty Insurance Policy, the
Bonds shall remain outstanding for all purposc,s not be clefeased or othenvise satisfied
and not be considered paid by the Issuer, and the assign,ent and pledge of the Trust
Estate and all covenants, agreements and other obliations of the Issuer to the registered
owners shall continue to exist and shah run to the benefit of AMBAC Indemnity, and
AMBAC Indemnity shall be subrogated to the rights of such registered owners.
Section 10. DAMAGED, MElTHATED, LOST, STOLEN, OR DESTROYED
BONDS. (a) Replacement Bonds. In the event any outstanding Bond is damaged,
mutilated, lost, 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 destroyed Bonds shah be made by the registered owner thereof
to the Paying Agent/Registrar. In every case of loss, theft, or destruction of a Bond, the
registered owner applying for a rephcement bond shall furnish to the Issuer and to the
Paying Agent/Registrar such security or indemnity as may be required by them to save
each of them harmless from any 1o~ or damage with respect thereto. Also, in every case
of loss, theft, or destruction of a Bond, the registered owner shall furnish to the lssuer
and to the Paying Agent/Registrar evidence to their satisfaction of the loss, theft, or
destruction of such Bond, as the case may be. In every case of damage or mutilation of
a Bond, the registered owner shah surrender to the Paying Agent/Registrar for cancellation
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
continuing in the payment of the principal of, redemption premium, if any, or interest on
the Bond, the Issuer may authoriz~ the payment of the same (without surrender thereof
except in the case of a damaged or mutilated 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 Ordin-
ance.
(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 consti-
tute 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 person, and the duty of
the replacement of such bonds is hereby authorized 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'S OPINION; CUSIP NUMBERS AND CONTINGENT INSURANCE
PROVISION, IF OBTAINED. The Mayor of the Issuer is hereby authorized to have
control of the Initial Bond issued hereunder and all necessary records and proceedings
pertaining to the Initial Bond pending its delivery and its investigation, examination, and
approval by the Attorney General of the State of Texas, and its registration by the
Comptroller of Public Accounts of the State of Texas. Upon registration of the 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 seal of said Comptroller shall be impressed, or placed in facsimile,
on the Initial Bond. The approving legal opinion of the Issuer's Bond Counsel and the
assigned CUSIP numbers may, at the option of the Issuer, be printed on the Initial Bond
or on any Bonds issued and delivered in conversion of and exchange or replacement of
any Bond, but neither shall have any legal effect, and shall be solely for the convenience
and information of the registered owners of 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 EXEMPTION. The Issuer
covenants to refrain from taking any action which would adversely affect, and to take any
required action to ensure, the treatment of the Bonds as obligations described in Section
103 of the Internal Revenue Code of 1986, as amended (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 (less amounts deposited to a reserve fund, if any) are used for any "private
business use," as deftned in Section 141(b)(6) of the Code or, if more than 10 percent of
the proceeds are so used, that amounts, whether or not received by the Issuer, with
respect to such private business use, do not, under the terms of this Ordinance, 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"
descn'bed in subsection (a) hereof exceeds 5 percent of the proceeds of the Bonds (less
mounts 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 $5,000,000, or 5 percent of the proceeds of the Bonds (less amounts deposited into a
reserve fund, if any) is directly or indirectly used to finance loans to persons, other than
state or local governmental units, in contravention of Section ]41(c) of the Code;
(d) to refrain from taking any action which would otherwise result in the Bonds
being treated us "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 (as defined in Section 14803)(2) of the Code) which produces a
materially higher yield over the term of the Bonds, other than investment property
acquired with -
(1) proceeds of the Bonds invested for a reasonable temporary period of
3 years or less or, 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 1.103-13(b)(12) of the Treasury Regulations, and
26
(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 contravene 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 "Excess Earnings," within the meaning of Section 148(f) of the Code
and to pay to the United States of America, not later than 60 days after the Bonds have
been paid in full, 100 percent of the amount then required to be paid as a result of
Excess Earnings under Section 148(f) of the Code; and
(i) to maintain such records as wiU enable the Issuer to fulfill its respons~ilities
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.
In order to facilitate compliance with the above covenants (g), (h), and (i), a
'~Rebate Fund" is hereby established by the Issuer for the sole benefit of the United States
of America, and such Fund shall not be subject to the claim of any other person, including
without limitation the bondholders. The Rebate Fund is established for the additional
purpose of compliance with Section 148 of the Code.
It is the understanding of the Issuer that the covenants contained herein are
intended to assure compliance with the Code and any regulations or rulings promulgated
by the U.S. Department of the Treasury 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 Issuer 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 ruling 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 necessary, in the opinion of nationally-recognized bond counsel,
to preserve the exemption from federal income taxation of interest on the Bonds under
Section 103 of the Code.
Section 13. SAI .F. OF INITIAL BOND. The Initial Bond is hereby sold and
shall be delivered to Prudential-Bache Capital Funding for cash for the price of
$12,280,661.00 thereof and accrued interest thereon to date of delivery. It is hereby offi-
27
cially 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 Prudential-Bache Capital Funding.
Section 14. APPROVAL OF OFFICIAL STATE1VIENT. The Issuer hereby
approves the form and content of the Official Statement relating to the Bonds and any
addenda, supplement or amendment thereto, and approves the distribution 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 AGREEMENT 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 directed 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, and to authorize the transfer of such funds
of the City, as may be necessary for the Escrow Fund.
Section 16. NOTICE OF REDEMPTION. That there is attached to this
Ordinance, as F_xhi'bit C, and made a part hereof for all purlx~es, a notice of prior
redemption for the Refunded Bonds to be redeemed prior to stated maturity, and such
Refunded Bonds descn'bed in said notice of prior redemption are hereby called for
redemption and shall be redeemed prior to maturity on the date, place, and at the price
as set forth therein.
Section 17. NOTICE TO PAYING AGENT AND PUBLICATION. The
Refunded Bonds descnt~ed in Exhil3it C attached hereto are so called for redemption, and
First City, Texas - Dallas is hereby directed to make appropriate arrangements so that
such Refunded Bonds may be redeemed at said bank on the redemption date. A copy
of such Notice of Redemption shall be delivered to the Paying Agent bank so mentioned.
Section 18. REASONS FOR REFUNDING. The Issuer deems it advisable to
issue the refunding bon& in order to achieve an interest cost savings and the interest
savings shall be approximately $845,033.09.
Section 19. APPROPRIATION. There is hereby appropriated for transfer into the
Interest and Sinking Fund, from available funds of the Issuer, moneys sufficient to pay the
principal and interest coming due on the Bonds on Sepember 1, 1991.
PASSED, APPROVED, AND EFFECTIVE this
Mayor,
City of Coppell, Texas
ATTEST:
City Secretary
City of Coppell, Texas
EXHIBIT A
Purchase Contract
The Purchase Contract has been omitted at this point as it appears in
executed form elsewhere in this transcript.
EXHIBIT B
Escrow Agreement
The Escrow Agreement has been omitted at this point as it appears in
executed form elsewhere in this transcript.
EXHIBIT C
NOTICE OF REDEMPTION
CITY OF COPPELL, TEXAS GENERAL OBLIGATION CERTIFICATES OF OBLIGATION,
SERIES 1982
NOTICE IS HEREBY GIVEN that the City of Coppell, Texas has called
for redemption the outstanding Certificates of Obligation and Bonds of the City
described as follows:
City of Coppell, Texas General Obligation Certificates of Obligation, Series
1982, dated November 1, 1982, maturing February 1, 1993 through February 1,
1999, in the aggregate principal amount of $245,000, being Certificates Nos. 27
through 75, to call date of the Certfficates of Obligation so called for redemption
at First City, Texas - Dallas, Dallas, Texas. Call date: February 1, 1992.
On February 1, 1992, interest on the Certificates of Obligation shall cease
to accrue and be payable.
CITY OF COPPFJ.I~ TEXAS GENERAL OBLIGATION BONDS,
SERIES 1984
City of Coppell, Texas General Obligation Bonds, Series 1984, dated June
1, 1984, maturing September 1, 1997 through September 1, 2005, in the aggregate
principal amount of $3,400,000 to call date of the Bonds so called for redemption
at First City, Texas - Dallas, Dallas, Texas. Call date: September 1, 1996.
On September 1, 1996, interest on the Bonds shall cease to accrue and be
payable.
CITY OF COPPF~I.I~ TEXAS GENERAL OBLIGATION BONDS,
SERIES 1985
City of Coppell, Texas General Obligation Bonds, Series 1985, dated August
1, 19~5, maturing September 1, 1997 through September 1, 2005, in the aggregate
principal amount of $6,800,000 to call date of the Bonds so called for redemption
at First City, Texas - Dallas, Dallas, Texas. Call date: September 1, 1996.
On September l, 1996, interest on the Bonds shall cease to accrue and be
payable.
In compliance with the Interest and Dividend Tax Compliance Act of 1983,
payers making payments of principal due on debt securities may be obligated to
withhold 20% tax from remittance to individuals who failed to provide such payer
with a valid taxpayer identification number. To avoid the imposition of this
withholding tax, such bondholders should submit a certified taxpayer identification
number when surrendering the bonds for redemption.
Dorothy Timmons Mark Wolfe, Mayor
City Secretary City of Coppell, Texas
CERTIFICATE FOR ORDINANCE
THE STATE OF TEXAS :
COUNTIES OF DALLAS 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 REG~ MEETING ON THE
8TH DAY OF JANUARY, 1991, 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 Cowman
Tom Morton
John Nelson
Ron Robertson
David Thomas
Peyton Weaver
Dorothy Timmons, City Secretary
and all of said persons were present,
except the following absentees: AJ c~Aj ~,
thus constituting a quorum. Whereupon, among other business, the following was trans-
acted at said Meeting: a written
ORDINANCE AUTHORIZING THE ISSUANCE OF GENERAL
OBLIGATION REFUNDING BONDS, SERIES 1991, APPROVING AN
OFFICIAL STATEMENT, THE~ EXECUTION OF AN ESCROW
AGREEMENT, AND MAKING PROVISIONS FOR THE SECURITY
THEREOF, AND ORDA1NING OTHER MATTERS 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 descnt~ed in the above and foregoing paragraph is attached to and follows this
Certificate; that said Ordinance has been duly recorded in said City Councfl's minutes of
said Meeting; that the above and foregoing paragraph is a true, full and correct excerpt
from said City Council'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
passage 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 Vernon'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 Certificate shall constitute the signing of the attached and following
copy of said Ordinance for all purposes.
SIGNED AND SEAI.F.D the 8th day of January, 1991.
Mayor
SEAL