OR 90-480 Issuance of General Obligation Bonds, $2,100,000 ORDINANCE NO. 90480
AUTHORIZING THE ISSUANCE OF CITY OF COPPELL, TEXAS
GENERAL OBLIGATION BONDS, SERIES 1990,
IN THE AMOUNT OF $2,100,000
THE STATE OF TEXAS :
COUNTIES OF DALLAS AND DENTON :
CITY OF COPPELL :
WHEREAS, the bonds hereinafter authorized were lawfully and favorably voted at
an election duly held in said City on March 3, 1990; and
WHEREAS, none of the bonds voted at said election has been authorized, issued
or delivered;
WHEREAS, it is necessary and advisable to authorize, issue and deliver an
installment or series of said bonds; and
WHEREAS, the bonds hereinafter authorized and designated are voted and are to
be issued and delivered pursuant to Art. 1175, V.A.T.C.S., now known as Subchapter E
of Chapter 51 of Local Government Code; and
WHEREAS, said meeting was open to the public and published notice of such
meeting of the time, place and purpose was given, all as required by Article 6252-17,
V.A.T.C.S.
BE IT 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, Texas (the "Issuer") are hereby authorized to be issued and
delivered in the aggregate principal amount of $2,100,000 for the purpose of providing
$370,000 for acquiring, constructing and improving permanent public improvements for the
Issuer's parks; $220,000 for constructing, improving and equipping permanent public
improvements, to-wit: the Issuer's streets and bridges together with the acquisition and
installation of street signalization and opticom equipment; $400,000 for acquiring,
constructing and improving permanent public improvements for the Issuer's drainage;
$860,000 for acquiring and installing municipal equipment for a public purpose for the
Police Department and Fire Department for public safety; and $250,000 for constructing
and equipping the Issuer's municipal library.
Section 2. DESIGNATION OF THE BONDS. Each bond issued pursuant to this
Ordinance shall be designated: "CITY OF COPPELL, TEXAS GENERAL
OBLIGATION BOND, SERIES 1990", and initially there shall be issued, sold, and
delivered hereunder a single fully registered bond, without interest coupons, payable in
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 maturities, and in the
denomination or denominations of $5,000 or any integral multiple of $5,000, all in the
manner hereinafter 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 DATE, DENOMINATION, NUMBER, MATURITIES,
INITIAL REGISTERED OWNER, AND CHARACTERISTICS OF THE INITIAL
BOND. (a) The Initial Bond is hereby authorized to be issued, sold, and delivered
hereunder as a single fully registered Bond, without interest coupons, dated August 1,
1990, in the denomination and aggregate principal amount of $2,100,000, numbered R-
1, payable in annual installments of principal to the initial registered owner thereof, to~
wit: Mercansafe Co, 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 install-
ments 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. 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 respec-
tive 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 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, shall be substantially as follows:
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FORM OF INITIAL BOND
NO. R-1 $2,100,000
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF DALLAS AND DENTON
CITY OF COPPELL, TEXAS
GENERAL OBLIGATION BOND, SERIES 1990
CITY OF COPPELL, in Dallas and Denton Counties (the 'Issuer'), being a political
subdivision of the State of Texas, hereby promises to pay to
MERCANSAFE CO
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
TWO MILLION ONE HUNDRED THOUSAND DOLLARS
in annual installments of principal due and payable on February 1 in each of the years,
and in the respective principal amounts, as set forth in the following schedule:
YEAR AMOUNT YEAR AMOUNT
1992 $50,000 2002 $100,000
1993 50,000 2003 125 000
1994 50,000 2004 125 000
1995 75,000 2005 125 000
1996 75,000 2006 150 000
1997 75,000 2007 150 000
1998 75,000 2008 175 000
1999 100,000 2009 175,000
2000 100,000 2010 225,000
2001 100,000
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:
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maturity 1992, 9.75% maturity 2002, 6.90%
maturity 1993, 9.75% maturity 2003, 7.00%
maturity 1994, 9.75% maturity 2004, 7.00%
maturity 1995, 9.75% maturity 2005, 7.00%
maturity 1996, 9.75% maturity 2006, 7.00%
maturity 1997, 9.75% maturity 2007, 7.00%
maturity 1998, 9.75% maturity 2008, 6.75%
maturity 1999 9.75% maturity 2009, 6.75%
maturity 2000, 7.60% maturity 2010, 6.75%
maturity 2001, 6.90%
with said interest being payable on February 1, 1991 and semiannually on each August 1
and February 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 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 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 princi-
pal 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 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, 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 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
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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 $2,100,000 for the purpose of providing
$370,000 for acquiring, constructing and improving permanent public improvements for the
Issuer's parks; $220,000 for constructing, improving and equipping permanent public
improvements, to-wit: the Issuer's streets and bridges together with the acquisition and
installation of street signalization and opticom equipment; $400,000 for acquiring,
constructing and improving permanent public improvements for the Issuer's drainage;
$860,000 for acquiring and installing municipal equipment for a public purpose for the
Police Department and Fire Department for public safety; and $250,000 for constructing
and equipping the Issuer's municipal library.
ON FEBRUARY 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 if 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 redemp-
tion.
AT LEAST 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. If 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
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
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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 instruments 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 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
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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 30 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 voted, authorized, issued, sold, and delivered; 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 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 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 against all taxable property 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 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 August 1, 1990.
City Secretary Mayor
(CITY SEAL)
FORM OF REGISTRATION CERTIFICATE OF THE
COMPTROLLER 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 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
(COMPTROLLER'S SEAL)
Section 6. ADDITIONAL CHARACTERISTICS OF THE BONDS. Registration
and Transfer. (a) The Issuer shall keep or cause to be kept at the principal corporate
trust 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 books or records and make such transfers and
registrations under such reasonable regulations as the Issuer and Paying Agent/Registrar
may prescribe; and the Paying Agent/Registrar shall make such transfers and registrations
as herein provided. The Paying Agent/Registrar shall obtain and record in the Regis-
tration 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 notify 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 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 surrender
of such Bond to the Paying Agent/Registrar for transfer of registration and cancellation,
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
assignment 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 pro-
8
vided. 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 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 converted as hereinafter provided. If the Initial Bond or any portion
thereof is assigned 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 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 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
transferred, there shall be delivered to and registered in the name of the initial registered
owner substitute Bonds in exchange for the unassigned balance of the Initial Bond in the
same manner as if the initial registered owner were the assignee thereof. If 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 exchanged. A form of assignment
shall be printed or endorsed 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 por-
tions thereof for transfer of registration, an authorized representative of the Paying
Agent/Registrar shall make such transfer in the Registration Books, and shall deliver a new
t'ully registered substitute Bond or Bonds, having the characteristics herein described,
payable to such assignee or assignees (which then will be the registered owner or owners
of 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 thereoL in the same form and man-
ner, and wi ~he same effect, as provided in Section 6(d), below, for the conversion and
exchange ot Bonds by any registered owner of a Bond. The Issuer shall pay the Paying
Agent/Registrar's standard or customary fees and charges for making such transfer and
delivery of a substitute Bond or Bonds, 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 any Bond 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 tile next following principal or interest
payment date, or, (it) with respect to any Bond or any portion thereof called for redemp-
tion prior to maturity, within 45 days prior to its redcmption date.
(b) Ownership of Bonds. The entity in whose name any Bond shall be registered
in the Registration Books at any time shall be deemed and treated as the absolute owner
thereof for all purposes of this Ordinance, whether or not such Bond shall be overdue,
and 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 inter-
est on any such Bond shall be 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 so paid.
(c) Payment of Bonds and Interest. The Issuer hereby further appoints the Paying
Agent/Registrar to act as the paying agent for paying the principal of and interest on the
Bonds, 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 Issuer 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
"Special Record Date") will be established by the Paying Agent/Registrar, if and when
funds for the payment of such interest have been received from the Issuer. Notice of
the Special Record Date and of the scheduled payment date of the past due interest
(which shall be I5 days after the Special Record Date) shall be sent at least five (5)
business days prior to the Special Record Date by United States mail, first class postage
prepaid, to the address of each 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 Exchange or Replacement: Authentication. Each Bond issued
and delivered pursuant to this Ordinance, to the extent of the unpaid or unredeemed
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 of the registered
owner or such assignee or assignees, as appropriate, be converted into and exchanged for
fully registered bonds, without interest coupons, in the form prescribed in the FORM OF
SUBSTITUTE BOND set forth in this Ordinance, in the denomination of $5,000, or any
integral multiple of $5,000 (subject to the requirement hereinafter stated that each
substitute Bond shall have a single stated maturity date), as requested in writing by such
registered owner or such assignee or assignees, in an aggregate principal amount equal to
the unpaid or unredeemed principal balance or principal amount of any Bond or Bonds
so surrendered, and payable to the appropriate registered owner, assignee, or assignees,
as the case may be. If the Initial Bond is assigned and transferred or converted each
substitute 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 installment
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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 install-
ment of principal or portion thereof for which it is being exchanged. If a portion of any
Bond (other than the Initial Bond) shall be redeemed prior to its scheduled maturity as
provided herein, a substitute Bond or Bonds having the same maturity date, bearing
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 unredeemed portion thereof, will be issued to the registered owner upon surrender
thereof for cancellation. If 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 distin-
guish 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 conver-
sion 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 again be converted 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
follo~ving interest payment date, in ~, iich case it shall bear interest from such next
following interest payment date; provided, however, that if 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
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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 Authentication 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
to this Ordinance, approved by the Attorney General, and registered by the Comptroller
of Public Accounts. 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 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 30 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 Ordinance.
(t) 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
12
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 lssuer 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 mer-
ger, 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
Agent/Registrar promptly shall transfer and deliver the Registration Books (or a copy
thereof), along with all other pertinent books and records relating 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/Registrar to each registered owner of the Bonds, by
United States mail, first-class postage 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 Ordin-
ance, and a certified copy of this Ordinance shall be delivered to each Paying
Agent/Registrar.
(h) Book-Entry Only System. The Bonds issued in exchange for the Bonds initially
issued to the purchaser specified herein shall be initially issued in the form of a separate
single fully registered 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 ("DTC"), 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 respect to Bonds registered in the name of Cede & Co., as nominee of DTC,
the Issuer and the Paying Agent/Registrar shall have no responsibility or obligation to any
DTC Participant or to any person on behalf of whom such a DTC Participant holds an
interest on the Bonds. Without limiting the immediately preceding sentence, the Issucr
and the Paying Agent/Registrar shall have no responsibility or obligation with respect to
(i) the accuracy of the records of DTC, Cede & Co. or any DTC Participant with respect
to any ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any
13
other person, other than a Bondholder, as shown on the Registration Books, of any notice
with respect to the Bonds, including any notice of redemption, or (iii) the payment to any
DTC Participant or any other person, 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. Notwithstanding any other provision of this Ordinance
to the contrary, the Issuer and the Paying Agent/Registrar shall be entitled to treat and
consider the person in whose name each Bond is registered in the Registration Books as
the absolute owner of such Bond for the purpose of payment of principal, premium, if any,
and interest, as the case may be, with respect to such Bond, for the purpose of giving
notices of redemption and other matters 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, premium, 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
Issuer'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 sums 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 Cede & Co., and subject to the
provisions 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 this
Ordinance shall 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 shall (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 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 successor securities depository, or its nominee, or in
whatever name or names Bondholders transferring or exchanging Bonds shall designate,
in accordance with the provisions of this Ordinance.
(j) Payments to Cede & Co. Notwithstanding any other provision of this
14
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
shall 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 all 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 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 AMERICA
STATE OF TEXAS
COUNTIES OF DALLAS AND DENTON
CITY OF COPPELL, TEXAS
GENERAL OBLIGATION BOND
SERIES 1990
DATE OF
INTEREST RATE MATURITY DATE ORIGINAL ISSUE CUSIP NO.
August 1, 1990
ON THE MATURITY DATE specified above, CITY OF COPPELL (the "Issuer"),
in Dallas and Denton Counties, 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 August 1, 1990, to the maturity date specified above,
or the date of redemption prior to maturity, with interest being payable on February 1,
1991 and semiannually on each August 1 and February 1 thereafter, at the interest rate
per annum specified above; except that if the date of authentication of this Bond is later
than January 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
15
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 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 pay-
ment 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 herein-
after 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 Regis-
tration Books kept by the Paying Agent/Registrar, as hereinafter described, or by such
other method acceptable to the Paying Agent/Registrar requested by, and at 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 at the
principal corporate trust office of the Paying Agent/Registrar 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 will make available to the Paying Agent/Registrar,
from the "Interest and Sinking Fund" created by the Bond Ordinance, the amounts re-
quired 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 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 August 1, 1990, authorized
in accordance with the Constitution and laws of the State or' Texas in the principal amount
of $2,100,000 for the purpose of providing $370,000 for acquiring, constructing and
improving permanent public improvements for the lssuer's parks; $220,000 for constructing,
16
improving and equipping permanent public improvements, to-wit: the Issuer's streets and
bridges together with the acquisition and installation of street signalization and opticore
equipment; $400,000 for acquiring, constructing and improving permanent public
improvements for the Issuer's drainage; $860,000 for acquiring and installing municipal
equipment for a public purpose for the Police Department and Fire Department for public
safety; and $250,000 for constructing and equipping the Issuer's municipal library.
ON FEBRUARY 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 if 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 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 LEAST 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 20 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 30th 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 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 ~mount equal to the unredeemcd
portion thereof, will be issued to the registered owner upon the surrender thereof for
17
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 MULTIPLE 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 reg-
istered 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 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 regis-
tration of this Bond or any portion hereof (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 any
portion thereof called for redemption prior to maturity, within 30 days prior to its re-
demption date. 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.
ALL 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
18
shall pay the Paying Agent/Registrar's standard or customary fees and charges for trans-
ferring, 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 ~my 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 thereof called for redemption prior to maturity, within 30 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.
IT IS HEREBY certified, recited, and covenanted that this Bond has been duly and
validly voted, authorized, issued, and delivered; 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 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 valorem taxes sufficient to provide for the payment
of the interest on and principal of this Bond, as such interest comes due, and as such
principal matures, 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 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
manual or facsimile signature of the Mayor of the lssuer and countersigned with the
manual or facsimile signature of the City Secretary of the Issuer, has caused the official
seal of the Issuer to be duly impressed, or placed in facsimile, on this Bond.
(facsimile signature) (facsimile signature~
City Secretary Mayor
CITY SEAL)
19
FORM OF 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)
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.
AMERITRUST TEXAS NATIONAL ASSOCIATION
Dallas, Texas
Dated Paying Agent/Registrar
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.
20
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.
Section 8. TAX LEVY. 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
all other funds and accounts of the Issuer, and shall be used only for paying the interest
on and principal of the Bonds. All ad valorem 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 shall compute and ascertain a rate
and amount of ad valorem 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 rolls of the
Issuer, with full allowance being made for tax delinquencies and the cost of tax collection.
Said rate and amount of ad valorem 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) shall 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 mature
as to principal and interest in such amounts and at such times as will insure the
availability, without reinvestment, of sufficient money to provide for such payment, and
when proper arrangements have been made by the lssuer with the Paying Agent/Registrar
for the payment of its services until all Defeased Bonds shall have become due and
21
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 Obligations.
(b) Any moneys so deposited with the Paying Agent/Registrar may at the written
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 shall mean direct
obligations of the United States of America, including obligations the principal of and
interest on which are unconditionally guaranteed by the United States of America, 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 defeased, and the Issuer shall make proper
arrangements to provide and pay for such services as required by this Ordinance.
Section 10. DAMAGED, MUTILATED, 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 shall 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 replacement 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 loss or damage with respect thereto. Also, in every case
of loss, theft, or destruction of a Bond, the registered owner shall furnish to the Issuer 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 shall 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,
22
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 authorize 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
23
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 defined 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"
described in subsection (a) hereof exceeds 5 percent of the proceeds of the Bonds (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 $5,000,000, 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 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 (as defined in Section 148(b)(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
24
(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 refundlags);
(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 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.
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 regulatie, ns
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 regula-
tions 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 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.
25
Section 13. SALE OF INITIAL BOND. The Initial Bond is hereby sold and shall
be delivered to Bank One Texas, for cash for the par value thereof and accrued interest
thereon to date of delivery, plus a premium of $142.75. It is hereby officially found,
determined, and declared that the Initial Bond has been sold at public sale to the bidder
offering the lowest interest cost, after receiving sealed bids pursuant to an Official Notice
of Sale and Bidding Instructions and Official Statement dated July 27, 1990, prepared and
distributed in connection with the sale of the Initial Bond. Said Official Notice of Sale
and Bidding Instructions and Official Statement, and any addenda, supplement, or
amendment thereto have been and are hereby approved by the governing body of the
Issuer, and their use in the offer and sale of the Bonds is hereby approved. It is further
officially found, determined, and declared that the statements and representations
contained in said Official Notice of Sale and Official Statement are true and correct in all
material respects, to the best knowledge and belief of the governing body of the Issuer.
' Section 14. INTEREST EARNINGS ON BOND PROCEEDS. The earnings
derived from the investment of proceeds from the sale of the Bonds shall be used along
with other bond proceeds for acquiring, constructing and improving permanent public
improvements for the Issuer's parks; for constructing, improving and equipping permanent
public improvements, to-wit: the Issuer's streets and bridges together with the acquisition
and installation of street signalization and opticom equipment; for acquiring, constructing
and improving permanent public improvements for the Issuer's drainage; for acquiring and
installing municipal equipment for a public purpose for the Police Department and Fire
Department for public safety; and for constructing and equipping the Issuer's municipal
library; provided that after completion of such project, if any of such interest earnings
remain on hand, such interest earnings shall be deposited in the Interest and Sinking Fund.
It is further provided, however, that interest earnings on the bond proceeds which are
required to be rebated to the United States of America pursuant to Section 12 hereof in
order to prevent the Bonds from being arbitrage bonds shall be so rebated and not
considered as interest earnings for the purpose of this Section.
Section 15. 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. St. Article 6252-17.
26
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 REGULAR MEETING ON THE
14TH DAY OF AUGUST, 1990, 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: O ~,r~ C c, t,~/r~c~,'~ J i)~t~,~ ']"h~/~
thus constituting a quorum. Whereupon, among other business, the following was trans-
acted at said Meeting: a written
ORDINANCE AUTHORIZING THE ISSUANCE OF CITY OF COPPELL, TEXAS
GENERAL OBLIGATION BONDS, SERIES 1990, IN THE AMOUNT OF $2,100,000
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 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 SEALED the 14th day of August, 1990.
City SecretaT¢] * Mayor ~
SEAL