HomeMy WebLinkAboutORD 2008-27 - Cert of Obligation Tax & RevenueORDINANCE O.ISSUANCE O. GEORGETOWN,
TEXAS COMBINATION OBLIGATION,
SERIES 2008o AUTHORIZING THE LEVY OF AN AD VALOREM TAX AND THE
PLEDGE OF CERTAIN REVENUES IN SUPPORT OF
+^ • AGENT/REGISTRAR
AGREEMENT AND OTHER AGREEMENTS RELATED TO THE SALE AND
ISSUANCE OF THE CERTIFICATES; AND AUTHORIZING OTHER MATTERS
RE' LATED TO THE ISSUANCE•
•CAMMAN IXow , Now ! I•
TABLE OF CONTENTS
PAGE
RECITALS....................................................................1
SECTION 1. RECITALS AND PURPOSE OF THE CERTIFICATES ................. 1 . 2
SECTION 2. DESIGNATION, DATE, DENOMINATIONS, NUMBERS, AND
MATURITIES OF CERTIFICATES ..... I ........................... 2
SECTION 3. INTEREST.......................................................3
SECTION 4.
(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
SECTION 5.
CHARACTERISTICS OF THE CERTIFICATES .. 1 1. 1 1 1.1............11 3
Registration, Transfer, Conversion and Exchange; Authentication ....... , ... 3
Payment of Certificates and Interest .......................... I ........ 4
InGeneral.......................................................5
Substitute Paying; Agent/Registrar
.� end_ iso trar..................................... 5
Book -Entry -Only System ............................................ 5
Successor Securities Depository; Transfer Outside Book -Entry -Only System ... 6
Payments to Cede & Co. ............................................7
Initial Certificate .. , 1111 ................................. 11 .... 1. 1. 7
FORM OF CERTIFICATE .......................................... 7
SECTION
SECTION
SECTION
SECTION
6.
7.
8.
9.
INTEREST AND SINKING FUND ...... I.. I ................1.......16
REVENUES.....................................................16
DEFEASANCE OF CERTIFICATES .................................
DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED
16
CERTIFICATES.................................................18
(a) Replacement Certificates .......................... 1. 1 .............. 18
(b) Application for Replacement Certificates .............................. 18
(c) No Default Occurred .............................................. 18
(d) Charge for Issuing Replacement Certificates ........................... 19
(e) Authority for Issuing Replacement Certificates ......................... 19
SECTION 10, CUSTODY, APPROVAL, AND REGISTRATION OF CERTIFICATES;
BOND COUNSEL'S OPINION; CUSIP NUMBERS AND
CONTINGENT INSURANCE PROVISION, IF OBTAINED. . . 19
i
SECTION 11.
(a)
(b)
(c)
(d)
(e)
SECTION 12.
SECTION 13.
SECTION 14.
SECTION 15.
COVENANTS REGARDING TAX EXEMPTION OF
INTEREST ON THE CERTIFICATES . 1 1. 1 0 .........................
Covenants.......................................................19
Rebate Fund.....................................................21
Proceeds1.......................................................21
Allocation Of, and Limitation On. Expenditures for the Project .............
Disposition of Project .............................................
SALE OF CERTIFICATES 1 1 1 1 ..................... . I ..........
REMEDIES IN EVENT OF DEFAULT... I . ... . . . . . 1 , .... 1 , , .........
INTEREST EARNINGS ON CERTIFICATE PROCEED ..... . ...........
APPROVAL OF PAYING AGENT/REGISTRAR AGREEMENT
19
21
22
, , .. 22
22
23
SECTION 16.
(a)
(b)
(c)
(d)
SECTION 17.
SECTION 18.
SECTION 19.
SECTION 20.
SECTION 21.
SECTION 22.
SECTION 23.
SECTION 24.
SECTION 25.
SECTION 26.
SECTION 27.
LETTER OF REPRESENTATIONS AND OFFICIAL STATEMENT
CONTINUING DISCLOSURE UNDERTAKING ...................
Annual Reports..................................................23
Material Event Notices ................................. 1 . 1 1...1...24
Limitations Disclaimers and Amendments . . . . ............ . ...........
Definitions......................................................26
ADDITIONAL BOND INSURANCE PROVISIONS ''..'''.26
NO RECOURSE AGAINST CITY OFFICIALS ................ I..
FURTHER ACTIONS ......................................
INTERPRETATIONS .............................................
INCONSISTENT PROVISIONS ............ . ............... 1
INTERESTED PARTIES ..........................................
INCORPORATION OF RECITALS .................................
SEVERABILITY ...............................................
REPEALER.....................................................27
EFFECTIVE DATE.,. . 1 1 1 1 , ..........................
PERFECTION...................................................28
111..1. 23
1..123
24
1....26
1 1 1 1...26
27
. 1 1.1..27
27
127
1 , 27
1,27
Exhibit A Paying Agent/Registrar Agreement
Exhibit B Description of Annual Financial Information
Exhibit C Insurance Commitment
THE STATE OF TEXAS
COUNTYOF i'
CITY OF i' i
WHEREAS, the City Council of the City of Georgetown, Texas (the "City") deems it
advisable to issue certificates of obligation in the amount of $5,215,000 (the "Certificates") and
finds that the payment in whole or in part of contractual obligations is incurred or to be incurred for:
(1) (1) constructing, improving, renovating and replacing a low-water crossing bridge in Berry
Creek and related infrastructure and improvements; (2) designing improvements and renovations
to the old City library building for relocation of the Municipal Court; (3) improving, renovating and
expanding City parking lots, including lots for the Community Center, Georgetown Medical Center
and 8"' Street in front of the City library; (4) constructing, improving, renovating and/or equipping
the City animal shelter and related infrastructure and improvements; (5) constructing, improving,
renovating and/or equipping City parks and recreational facilities and related infrastructure and
improvements; (6) acquisition of street equipment; (7) acquisition of City vehicles, including fire
apparatus and public safety vehicles; (8) acquisition of public safety equipment; (9) constructing,
improving and renovating City streets and bridges and related infrastructure and improvements; and
(10) professional services including fiscal, engineering, architectural and legal fees and other such
costs incurred in connection therewith including the costs of issuing the Certificates; and
WHEREAS, the Certificates hereinafter authorized and designated are to be issued and
delivered for cash pursuant to Subchapter C of Chapter 271, Local Government Code, as amended,
and Section 1502.052, Texas Government Code, as amended; and
WHEREAS, on March 11, 2008, the City Council passed a resolution authorizing and
directing the City Secretary to give notice of intention to issue Certificates; and
WHEREAS, the notice was published on March 19, 2008 and March 26, 2008 in the
Williamson County Sun, a newspaper of general circulation in the City and a "newspaper" as defined
in Section 2051.044, Government Code; and
WHEREAS, the City has not received a petition from the qualified electors of the City
protesting the issuance of the Certificates; and
WHEREAS, it is hereby officially found and determined that the meeting at which this
Ordinance was passed was open to the public, and public notice of the time, place and purpose of
said meeting was given, all as required by Chapter 551, Texas Government Code; and
WHEREAS, it is considered to be in the best interest of the City that the interest bearing
Certificates be issued.
SECTION 1. RECITALS AND PURPOSE OF THE CERTIFICATES. The recitals set
forth in the preamble hereof are incorporated by reference herein and shall have the same force and
effect as if set forth in this Section. The certificates of the City of Georgetown, Texas (the "City")
are hereby authorized to be issued and delivered in the aggregate principal amount of $5,215,000
(the "Certificates"), the payment in whole or in part of contractual obligations incurred or to be
incurred for: (1) constructing, improving, renovating and replacing a low-water crossing bridge in
Berry Creek and related infrastructure and improvements; (2) designing improvements and
renovations to the old City library building for relocation of the Municipal Court; (3) improving,
renovating and expanding City parking lots, including lots for the Community Center, Georgetown
Medical Center and 81h Street in front of the City library; (4) constructing, improving, renovating
and/or equipping the City animal shelter and related infrastructure and improvements; (5)
constructing, improving, renovating and/or equipping City parks and recreational facilities and
related infrastructure and improvements; (6) acquisition of street equipment; (7) acquisition of City
vehicles, including fire apparatus and public safety vehicles; (8) acquisition of public safety
equipment; (9) constructing, improving and renovating City streets and bridges and related
infrastructure and improvements; and (10) professional services including fiscal, engineering,
architectural and legal fees and other such costs incurred in connection therewith including the costs
of issuing the Certificates.
SECTION 2. DESIGNATION, DATE, DENOMINATIONS, NUMBERS, AND
MATURITIES OF CERTIFICATES. Each Certificate issued pursuant to this Ordinance shall
be designated: "CITY OF GEORGETOWN, TEXAS COMBINATION TAX AND REVENUE
CERTIFICATE OF OBLIGATION, SERIES 2008", and initially there shall be issued, sold, and
delivered hereunder fully registered certificates, without interest coupons, dated April 15, 2008, in
the respective denominations and principal amounts hereinafter stated, numbered consecutively from
R- I upward (except the initial Certificate delivered to the Attorney General of the State of Texas
which shall be numbered T-1), payable to the respective initial registered owners thereof (as
designated in Section 12 hereof), or to the registered assignee or assignees of said certificates or any
portion or portions thereof (in each case, the "Registered Owner"), and said certificates shall mature
and be payable serially on August 15 in each of the years and in the principal amounts, respectively,
as set forth in the following schedule:
W
FEAR
AMOUNT
YEAR
AMOUNT
2009
$275,000
2019
$ 14000
2010
3805000
2020
1451000
2011
40000
2021
1505000
2012
4253000
2022
160,000
2013
450,000
2023
170,000
2014
275,000
2024
1753000
2015
29000
2025
1853000
2016
31000
2026
195,000
2017
325,000
2027
20500
2018
34000
2028
22000
The term "Certificates" as used in this Ordinance shall mean and include collectively the Certificates
initially issued and delivered pursuant to this Ordinance and all substitute Certificates exchanged
therefor, as well as all other substitute certificates and replacement Certificates issued pursuant
hereto, and the term "Certificate" shall mean any of the Certificates.
SECTION 3. INTEREST. The Certificates scheduled to mature during the years,
respectively, set forth below shall bear interest from the dates specified in the FORM OF
CERTIFICATE set forth in this Ordinance to their respective dates of maturity or redemption prior
to maturity at the following rates per annum:
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
RATE
MdMAN :
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
Interest shall be payable in the manner provided and on the dates stated in the FORM OF
CERTIFICATE set forth in this Ordinance.
SECTION 4. CHARACTERISTICS OF THE CERTIFICATES. (a) Registration,
Transfer, Conversion and Exchange, Authentication. The City shall keep or cause to be kept at The
Bank of New York Trust Company, N.A., (the "Paying Agent/Registrar") books or records for the
registration of the transfer, conversion and exchange of the Certificates (the "Registration Books"),
and the City hereby appoints the Paying Agent/Registrar as its registrar and transfer agent to keep
such books or records and make such registrations of transfers, conversions and exchanges under
such reasonable regulations as the City and Paying Agent/Registrar may prescribe; and the Paying
Agent/Registrar shall make such registrations, transfers, conversions and exchanges as herein pro-
vided. The Paying Agent/Registrar shall obtain and record in the Registration Books the address
3
of the Registered Owner of each Certificate to which payments with respect to the Certificates 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 City 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. The Paying
Agent/Registrar shall make the Registration Books available within the State of Texas. The City
shall pay the Paying Agent/Registrar's standard or customary fees and charges for making such
registration, transfer, conversion, exchange and delivery of a substitute Certificate or Certificates.
Registration of assignments, transfers, conversions and exchanges of Certificates shall be made in
the manner provided and with the effect stated in the FORM OF CERTIFICATE set forth in this
Ordinance. Each substitute Certificate shall bear a letter and/or number to distinguish it from each
other Certificate.
Except as provided in Section 4(c) of this Ordinance, an authorized representative of the
Paying Agent/Registrar shall, before the delivery of any such Certificate, date and manually sign
said Certificate, and no such Certificate shall be deemed to be issued or outstanding unless such
Certificate is so executed. The Paying Agent/Registrar promptly shall cancel all paid Certificates
and Certificates surrendered for conversion and exchange. No additional ordinances, orders, or
resolutions need be passed or adopted by the governing body of the City or any other body or person
so as to accomplish the foregoing conversion and exchange of any Certificate or portion thereof, and
the Paying Agent/Registrar shall provide for the printing, execution, and delivery of the substitute
Certificates in the manner prescribed herein, and said Certificates shall be printed or typed on paper
of customary weight and strength. Pursuant to Chapter 1201, Texas Government Code, as amended,
and particularly Subchapter D thereof, the duty of conversion and exchange of Certificates as
aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said
Certificate, the converted and exchanged Certificate shall be valid, incontestable, and enforceable
in the same manner and with the same effect as the Certificates which initially were issued and
delivered pursuant to this Ordinance, approved by the Attorney General and registered by the
Comptroller of Public Accounts.
(b) Payment of Certificates and interest. The City hereby further appoints the Paying
Agent/Registrar to act as the paying agent for paying the principal of and interest on the Certificates,
all as provided in this Ordinance. The Paying Agent/Registrar shall keep proper records of all
payments made by the City and the Paying Agent/Registrar with respect to the Certificates, and of
all conversions and exchanges of Certificates, and all replacements of Certificates, 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 City. Notice of the past due interest 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 Registered Owner appearing on the Registration Books at the close of
business on the last business day next preceding the date of mailing of such notice.
WE
(c) In General. The Certificates (i) shall be issued in fully registered form, without interest
coupons, with the principal of and interest on such Certificates to be payable only to the Registered
Owners thereof, (ii) may be redeemed prior to their scheduled maturities (notice of which shall be
given to the Paying Agent/Registrar by the City at least 45 days prior to any such redemption date),
(iii) may be converted and exchanged for other Certificates, (iv) may be transferred and assigned,
(v) shall have the characteristics, (vi) shall be signed, sealed, executed and authenticated, (vii) the
principal of and interest on the Certificates shall be payable, and (viii) shall be administered and the
Paying Agent/Registrar and the City shall have certain duties and responsibilities with respect to the
Certificates, all as provided, and in the manner and to the effect as required or indicated, in the
FORM OF CERTIFICATE set forth in this Ordinance. The Certificates initially issued and
delivered pursuant to this Ordinance are not required to be, and shall not be, authenticated by the
Paying Agent/Registrar, but on each substitute Certificate issued in conversion of and exchange for
any Certificate or Certificates issued under this Ordinance the Paying Agent/Registrar shall execute
the PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE, in the form set forth
in the FORM OF CERTIFICATE.
(d) Substitute Paying A eng t/Re isg tray. The City covenants with the Registered Owners of
the Certificates that at all times while the Certificates are outstanding the City 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 Certificates under this Ordinance, and
that the Paying Agent/Registrar will be one entity. The City reserves the right to, and may, at its
option, change the Paying Agent/Registrar upon not less than 30 days written notice to the Paying
Agent/Registrar, to be effective at such time which will not disrupt or delay payment on 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 City 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 Certificates, to the new
Paying Agent/Registrar designated and appointed by the City. Upon any change in the Paying
Agent/Registrar, the City promptly will cause a written notice thereof to be sent by the new Paying
Agent/Registrar to each Registered Owner of the Certificates, 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 Ordinance, and a certified copy of this Ordinance shall be delivered
to each Paying Agent/Registrar.
(e) Book -Entry -Only System. The Certificates issued in exchange for the Certificates
initially issued as provided in Section 4(h) shad be issued in the form of a separate single fully
registered Certificate for each of the maturities thereof registered in the name of Cede & Co. as
nominee of DTC and except as provided in subsection (f) hereof, all of the Outstanding Certificates
shall be registered in the name of Cede & Co., as nominee of DTC.
With respect to Certificates registered in the name of Cede & Co., as nominee of DTC, the
City and the Paying Agent/Registrar shall have no responsibility or obligation to any securities
brokers and dealers, banks, trust companies, clearing corporations and certain other organizations
on whose behalf DTC was created to hold securities to facilitate the clearance and settlement of
securities transactions among DTC participants (the "DTC Participant") or to any person on behalf
of whom such a DTC Participant holds an interest in the Certificates. Without limiting the
immediately preceding sentence, the City 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 Certificates, (ii) the delivery to
any DTC participant or any other person, other than a Registered Owner, as shown on the
Registration Books, of any notice with respect to the Certificates, including any notice of
redemption, or (iii) the payment to any DTC Participant or any person, other than a Registered
Owner, as shown on the Registration Books of any amount with respect to principal of, premium,
if any, or interest on the Certificates. Notwithstanding any other provision of this Ordinance to the
contrary, but to the extent permitted by law, the City and the Paying Agent/Registrar shall be entitled
to treat and consider the person in whose name each Certificate is registered in the Registration
Books as the absolute owner of such Certificate for the purpose of payment of principal, premium,
if any, and interest, with respect to such Certificate, for the purposes of registering transfers with
respect to such Certificates, and for all other purposes of registering transfers with respect to such
Certificates, and for all other purposes whatsoever. The Paying Agent/Registrar shall pay all
principal of, premium, if any, and interest on the Certificates only to or upon the order of the
respective Registered Owners, as shown in the Registration Books as provided in the Ordinance, or
their respective attorneys duly authorized in writing, and all such payments shall be valid and
effective to fully satisfy and discharge the City's obligations with respect to payment of principal
of, premium, if any, and interest on the Certificates to the extent of the sum or sums so paid. No
person other than a Registered Owner, as shown in the Registration Books, shall receive a
Certificate evidencing the obligation of the City to make payments of principal, premium, if any,
and interest pursuant to the 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.
(f) Successor Securities Depository_; Transfer Outside Book -Entry -Only S, s1 tem. In the
event that the City determines to discontinue the book -entry system through DTC or a successor or
DTC determines to discontinue providing its services with respect to the Certificates, the City shall
either (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 Certificates
to such successor securities depository or (ii) notify DTC and DTC Participants of the availability
through DTC of Certificates and transfer one or more separate Certificates to DTC Participants
having Certificates credited to their DTC accounts. In such event, the Certificates 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,
[o
or in whatever name or names Registered Owner transferring or exchanging Certificates shall
designate, in accordance with the provisions of this Ordinance.
(g) Payments to Cede & Co. Notwithstanding any other provision of this Ordinance to the
contrary, so long as any Certificate 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 such Certificate and all
notices with respect to such Certificate shall be made and given, respectively, in the manner
provided in the Blanket Representation of the City to DTC.
(h) Initial Certificate. The Certificates herein authorized shall be initially issued as fully
registered certificates, being one certificate for each maturity in the denomination of the applicable
principal amount and the initial Certificate shall be registered in the name of the purchaser or the
designees thereof as set forth in Section 12 hereof. The initial Certificate shall be the Certificate
submitted to the Office of the Attorney General of the State of Texas for approval, certified and
registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered
to the Underwriters. Immediately after the delivery of the initial Certificate, the Paying
Agent/Registrar shall cancel the initial Certificate delivered hereunder and exchange therefor
Certificates in the form of a separate single fully registered Certificate for each of the maturities
thereof registered in the name of Cede & Co., as nominee of DTC and except as provided in Section
4(f), all of the outstanding Certificates shall be registered in the name of Cede & Co., as nominee
of DTC.
SECTION 5. FORM OF CERTIFICA'T'E. The form of the Certificate, including the form
of Paying Agent/Registrar's Authentication Certificate, the form of Assignment and the form of
Registration Certificate of the Comptroller of Public Accounts of the State of Texas to be attached
to the Certificates initially issued and delivered pursuant to this Ordinance, shall be, respectively,
substantially as follows, with such appropriate variations, omissions or insertions as are permitted
or required by this Ordinance.
NO. R- UNITED STATES OF AMERICA PRINCIPAL
STATE OF TEXAS AMOUNT
COUNTY OF WILLIAMSON �
CITY OF GEORGETOWN, TEXAS
COMBINATION TAX AND REVENUE CERTIFICATE OF OBLIGATION,
SERIES 2008
r•
•
L#j 121 MAN MR
April 15, 2008
VA
Cliil.� l �i►`��a
[45A DIN • t=
PRINCIPAL AMOUNT:!Oy •
ON THE MATURITY DATE specified above, the CITY OF GEORGETOWN, in
Williamson County, Texas (the "City"), being a political subdivision of the State of Texas, hereby
promises to pay to the Registered Owner set forth above, or registered assigns (hereinafter called
the "Registered Owner") the principal amount set forth above, and to pay interest thereon from the
Date of Certificates set forth above, on February 15, 2009, and semiannually on each February 15
and August 15 thereafter to the maturity date specified above, or the date of redemption prior to
maturity, at the interest rate per annum specified above; except that if this Certificate is required to
be authenticated and the date of its authentication is later than the first Record Date (hereinafter
defined), 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 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; provided, however, that if on the date of
authentication hereof the interest on the Certificate or Certificates, if any, for which this Certificate
is being exchanged or converted from is due but has not been paid, then this Certificate shall bear
interest from the date to which such interest has been paid in full. Notwithstanding the foregoing,
during any period in which ownership of the Certificates is determined only by a book entry at a
securities depository for the Certificates, any payment to the securities depository, or its nominee
or registered assigns, shall be made in accordance with existing arrangements between the City and
the securities depository.
THE PRINCIPAL OF AND INTEREST ON this Certificate are payable in lawful money
of the United States of America, without exchange or collection charges. The principal of this
Certificate shall be paid to the Registered Owner hereof upon presentation and surrender of this
Certificate at maturity, or upon the date fixed for its redemption prior to maturity, at The Bank of
New York Trust Company, N.A., which is the "Paying Agent/Registrar" for this Certificate at their
office in Dallas, Texas (the "Designated Payment/Transfer Office"). The payment of interest on this
Certificate shall be made by the Paying Agent/Registrar to the Registered Owner hereof on each
interest payment date by check or draft, dated as of such interest payment date, drawn by the Paying
Agent/Registrar on, and payable solely from, funds of the City required by the ordinance authorizing
the issuance of this Certificate (the "Certificate Ordinance") to be on deposit with the Paying
Agent/Registrar for such purpose as hereinafter provided; and such check or draft shall be sent by
the Paying Agent/Registrar by United States mail, first-class postage prepaid, on each such interest
payment date, to the Registered Owner hereof, at its address as it appeared on the last business day
of the month preceding each such date (the "Record Date") on the registration books kept by the
Paying Agent/Registrar (the "Registration Books"). In addition, interest may be paid by such other
method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the
Registered Owner. In the event of a non-payment of interest on a scheduled payment date, and for
30 days thereafter, a new record date for such interest payment (a "Special Record Date") will be
established by the Paying Agent/Registrar, if and when funds for the payment of such interest have
been received from the City. Notice of the Special Record Date and of the scheduled payment date
0
of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least
five business days prior to the Special Record Date by United States mail, first-class postage
prepaid, to the address of each owner of a Certificate appearing on the Registration Books at the
close of business on the last business day next preceding the date of mailing of such notice.
Notwithstanding the foregoing, during any period in which ownership of the Certificates is
determined only by a book entry at a securities depository for the Certificates, payments made to
the securities depository, or its nominee, shall be made in accordance with arrangements between
the City and the securities depository.
DURING ANY PERIOD in which ownership of the Certificates is determined only by a
book entry at a securities depository for the Certificates, if fewer than all of the Certificates of the
same maturity and bearing the same interest rate are to be redeemed, the particular Certificates of
such maturity and bearing such interest rate shall be selected in accordance with the arrangements
between the City and the securities depository.
ANY ACCRUED INTEREST due at maturity or upon the redemption of this Certificate
prior to maturity as provided herein shall be paid to the Registered Owner upon presentation and
surrender of this Certificate for redemption and payment at the Designated Payment/Transfer Office
of the Paying Agent/Registrar. The City covenants with the Registered Owner of this Certificate
that on or before each principal payment date, interest payment date, and accrued interest payment
date for this Certificate it will make available to the Paying Agent/Registrar, from the "Interest and
Sinking Fund" created by the Certificate Ordinance, the amounts required to provide for the pay-
ment, in immediately available funds, of all principal of and interest on the Certificates, when due.
IF THE DATE for the payment of the principal of or interest on this Certificate shall be a
Saturday, Sunday, a legal holiday or a day on which banking institutions in the city where the
principal corporate trust office of the Paying Agent/Registrar is located are authorized by law or
executive order to close, then the date for such payment shall be the next succeeding day which is
not such a Saturday, Sunday, legal holiday or day 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 CERTIFICATE is one of a Series of Certificates dated April 15, 2008, authorized
in accordance with the Constitution and laws of the State of Texas in the principal amount of
$5,215,000 (the "Certificates"), the payment in whole or in part of contractual obligations incurred
or to be incurred for: (1) constructing, improving, renovating and replacing a low-water crossing
bridge in Berry Creek and related infrastructure and improvements; (2) designing improvements and
renovations to the old City library building for relocation of the Municipal Court; (3) improving,
renovating and expanding City parking lots, including lots for the Community Center, Georgetown
Medical Center and 8`h Street in front of the City library; (4) constructing, improving, renovating
and/or equipping the City animal shelter and related infrastructure and improvements; (5)
constructing, improving, renovating and/or equipping City parks and recreational facilities and
related infrastructure and improvements; (6) acquisition of street equipment; (7) acquisition of City
vehicles, including fire apparatus and public safety vehicles; (8) acquisition of public safety
9
equipment; (9) constructing, improving and renovating City streets and bridges and related
infrastructure and improvements; and (10) professional services including fiscal, engineering,
architectural and legal fees and other such costs incurred in connection therewith including the costs
of issuing the Certificates.
ON AUGUST 15, 2017, or on any date thereafter, the Certificates of this Series maturing
on and after August 15, 2018 may be redeemed prior to their scheduled maturities, at the option of
the City, with funds derived from any available and lawful source, at par plus accrued interest to the
date fixed for redemption as a whole, or in part, and, if in part, the particular maturities to be
redeemed shall be selected and designated by the City and if less than all of a maturity is to be
redeemed, the Paying Agent/Registrar shall determine by lot the Certificates, or a portion thereof,
within such maturity to be redeemed (provided that a portion of a Certificate may be redeemed only
in an integral multiple of $5,000).
THE CERTIFICATES maturing on August 15, 20_ (the "Term Bonds") are subject to
mandatory sinking fund redemption by lot prior to maturity in the following amounts, on the
following dates and at a price of par plus accrued interest to the redemption date.
f:�i;T► �►�I17
Redemption Bate
August 15,
20_
August 15,
20_
August 15,
20_
August 15,
20_
August 15,
20_*
*Final Maturity
I''UMMS1_ ai'Tiliifi
V
THE PRINCIPAL AMOUNT of the Term Certificates required to be redeemed pursuant
to the operation of the mandatory sinking fund redemption provisions shall be reduced, at the option
of the City by the principal amount of any Term Certificates of the stated maturity which, at least
50 days prior to a mandatory redemption date, (1) shall have been acquired by the City, at a price
not exceeding the principal amount of such Term Certificates plus accrued interest to the date of
purchase thereof, and delivered to the Paying Agent/Registrar for cancellation, (2) shall have been
purchased and canceled by the Paying Agent/Registrar at the request of the City with monies in the
Interest and Sinking Fund at a price not exceeding the principal amount of the Term Bonds plus
accrued interest to the date of purchase thereof, or (3) shall have been redeemed pursuant to the
optional redemption provisions and not theretofore credited against a mandatory sinking fund
redemption requirement.
NO LESS THAN 30 days prior to the date
fixed for any
such
redemption, the City shall
cause the Paying Agent/Registrar to send
notice by
United
States
mail,
first-class
postage prepaid
10
to the Registered Owner of each Certificate to be redeemed at its address as it appeared on the
Registration Books of the Paying Agent/Registrar at the close of business on the 45th day prior to
the redemption date and to major securities depositories, national bond rating agencies and bond
information services; 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 Certificates. 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 Certificates or portions thereof which are to be so redeemed. If due
provision for such payment is made, all as provided above, the Certificates 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 from the Paying Agent/Registrar out of the funds provided for such payment. If a portion of
any Certificates shall be redeemed a substitute Certificates or Certificates 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 City, all as provided in the Certificate Ordinance.
WITH RESPECT TO any optional redemption of the Certificates, unless certain
prerequisites to such redemption required by the Certificate Ordinance have been met and moneys
sufficient to pay the principal of and premium, if any, and interest on the Certificates to be redeemed
shall have been received by the Paying Agent/Registrar prior to the giving of such notice of
redemption, such notice shall state that said redemption may, at the option ofthe City, be conditional
upon the satisfaction of such prerequisites and receipt of such moneys by the Paying Agent/Registrar
on or prior to the date fixed for such redemption, or upon any prerequisite set forth in such notice
of redemption. If a conditional notice of redemption is given and such prerequisites to the
redemption and sufficient moneys are not received, such notice shall be of no force and effect, the
City shall not redeem such Certificates and the Paying Agent/Registrar shall give notice, in the
manner in which the notice of redemption was given, to the effect that the Certificates have not been
redeemed.
DURING ANY PERIOD in which ownership of the Certificates is determined only by a
book entry at a securities depository for the Certificates, if fewer than all of the Certificates of the
same maturity and bearing the same interest rate are to be redeemed, the particular Certificates of
such maturity and bearing such interest rate shall be selected in accordance with the arrangements
between the City and the securities depository.
ALL CERTIFICATES OF THIS SERIES are issuable solely as fully registered
certificates, without interest coupons, in the denomination of any integral multiple of $5,000. As
provided in the Certificate Ordinance, this Certificate may, at the request of the Registered Owner
or the assignee or assignees hereof, be assigned, transferred, converted into and exchanged for a like
aggregate principal amount of fully registered certificates, without interest coupons, payable to the
appropriate Registered Owner, assignee or assignees, as the case may be, having the same
11
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
Certificate to the Paying Agent/Registrar for cancellation, all in accordance with the form and
procedures set forth in the Certificate Ordinance. Among other requirements for such assignment
and transfer, this Certificate must be presented and surrendered to the Paying Agent/Registrar,
together with proper instruments of assignment, in form and with guarantee of signatures satis-
factory to the Paying Agent/Registrar, evidencing assignment of this Certificate or any portion or
portions hereof in any integral multiple of $5,000 to the assignee or assignees in whose name or
names this Certificate or any such portion or portions hereof is or are to be registered. The form of
Assignment printed or endorsed on this Certificate may be executed by the Registered Owner to
evidence the assignment hereof, but such method is not exclusive, and other instruments of
assignment satisfactory to the Paying Agent/Registrar may be used to evidence the assignment of
this Certificate or any portion or portions hereof from time to time by the Registered Owner. The
Paying Agent/Registrar's reasonable standard or customary fees and charges for assigning,
transferring, converting and exchanging any Certificate or portion thereof will be paid by the City.
In any circumstance, any taxes or governmental charges required to be paid with respect thereto
shall be paid by the one requesting such assignment, transfer, conversion or exchange, as a condition
precedent to the exercise of such privilege. The Paying Agent/Registrar shall not be required to
make any such transfer, 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 Certificate or any portion thereof called
for redemption prior to maturity, within 45 days prior to its redemption date; provided, however,
such limitation of transfer shall not be applicable to an exchange by the Registered Owner of the
unredeemed balance of the Certificate.
WHENEVER the beneficial ownership of this Certificate is determined by a book entry at
a securities depository for the Certificates, the foregoing requirements of holding, delivering or
transferring this Certificate shall be modified to require the appropriate person or entity to meet the
requirements of the securities depository as to registering or transferring the book entry to produce
the same effect.
IN THE EVENT any Paying Agent/Registrar for the Certificates is changed by the City,
resigns, or otherwise ceases to act as such, the City has covenanted in the Certificate Ordinance that
it promptly will appoint a competent and legally qualified substitute therefor, and cause written
notice thereof to be mailed to the Registered Owners of the Certificates.
IT IS H BY certified, recited and covenanted that this Certificate has been duly and
validly 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
Certificate have been performed, existed and been done in accordance with law; that this Certificate
is a general obligation of said City, issued on the full faith and credit thereof; and that annual ad
valorem taxes sufficient to provide for the payment of the interest on and principal of this
Certificate, as such interest comes due and such principal matures, have been levied and ordered to
be levied against all taxable property in said City, and have been pledged for such payment, within
the limit prescribed by law, and that this Certificate, together with other obligations of the City, is
12
additionally secured by and payable from the surplus revenues of the City's utility System remaining
after payment of all operation and maintenance expenses thereof, and all debt service, reserve and
other requirements in connection with all of the City's revenue bonds or other obligations (now or
hereafter outstanding), which are payable from all or part of the Net Revenues of the City's utility
System, which amount shall not exceed $10,000 all as provided in the Certificate Ordinance.
Y BECOMING the Registered Owner of this Certificate, the Registered Owner thereby
acknowledges all of the terms and provisions of the Certificate Ordinance, agrees to be bound by
such terms and provisions, acknowledges that the Certificate Ordinance is duly recorded and
available for inspection in the official minutes and records of the governing body of the City, and
agrees that the terms and provisions of this Certificate and the Certificate Ordinance constitute a
contract between each Registered Owner hereof and the City.
IN WITNESS WHEREOF, the City has caused this Certificate to be signed with the
manual or facsimile signature of the Mayor of the City and countersigned with the manual or
facsimile signature of the City Secretary of said City, and has caused the official seal of the City to
be duly impressed, or placed in facsimile, on this Certificate.
City Secretary
(SEAL)
H-W293
►11 1 1 11111111 1 1 i I •
Mayor
PAVING AGENTIREGIS'I TD'S AUTHENTICATION CERTIFICATE
(To be executed if this Certificate 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 Certificate has been issued under the provisions of the
Certificate Ordinance described in the text of this Certificate; and that this Certificate has been
issued in conversion or replacement of, or in exchange for, a certificate, certificates, or a portion of
a certificate or certificates 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 The Bank of New York Trust Company, N.A.
Paying Agent/Registrar
By
Authorized Representative
13
For value received, the undersigned hereby sells, assigns and transfers unto
Please insert Social Security or Taxpayer
Identification Number of Transferee
(Please print or typewrite name and address,
including zip code, of Transferee)
the within Certificate and all rights thereunder, and hereby irrevocably constitutes and appoints
attorney, to register the transfer of the within
Certificate on the books kept for registration thereof, with full power of substitution in the premises.
Dated:
Signature Guaranteed:
NOTICE: Signature(s) must be guaranteed
by a member firm of the New York Stock
Exchange or a commercial bank or trust
company.
xWeland''l' u
NOTICE: The signature above must
correspond with the name of the Registered
Owner as it appears upon the front of this
Certificate in every particular, without
alteration or enlargement or any change
whatsoever.
I hereby certify that this Certificate has been examined, certified as to validity and approved
by the Attorney General of the State of Texas, and that this Certificate has been registered by the
Comptroller of Public Accounts of the State of Texas.
14
Witness my signature and seal this
Comptroller of Public Accounts
of the State of Texas
(COMPTROLLER'S SEAL)
The initial Certificate shall be in the form set forth in this Section, except that:
A. immediately under the name of the Certificate, the headings "INTEREST RATE" and
"MATURITY DATE" shall both be completed with the words "As shown below" and
"CUSIP NO." shall be deleted.
B. the first paragraph shall be deleted and the following will be inserted:
"ON THE MATURITY DATE SPECIFIED BELOW, the City of Georgetown, Texas
(the "City"), being apolitical subdivision, hereby promises to pay to the Registered Owner specified
above, or registered assigns (hereinafter called the "Registered Owner"), on August 15 in each of
the years, in the principal installments and bearing interest at the per annum rates set forth in the
following schedule:
Year Amount Rate
(Information from Sections 2 and 3 to be inserted)
The City promises to pay interest on the unpaid principal amount hereof (calculated on the basis of
a 360 -day year of twelve 30 -day months) from April 15, 2008 at the respective Interest Rate per
annum specified above. Interest is payable on February 15, 2009 and semiannually on each
February 15 and August 15 thereafter to the date of payment of the principal installment specified
above; except, that if this Certificate is required to be authenticated and the date of its authentication
is later than the first Record Date (hereinafter defined), 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 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; provided, however, that if on the date of authentication hereof the interest on the Certificate
or Certificates, if any, for which this Certificate is being exchanged is due but has not been paid,
then this Certificate shall bear interest from the date to which such interest has been paid in full."
C. The initial Certificate shall be numbered "T -L"
SECTION 6. INTER -EST AND SINKING FUND. A special "Interest and Sinking Fund"
is hereby created and shall be established and maintained by the City at an official depository bank
15
of said City. Said Interest and Sinking Fund shall be kept separate and apart from all other funds
and accounts of said City, and shall be used only for paying the interest on and principal of said
Certificates. All ad valorem taxes levied and collected for and on account of said Certificates shall
be deposited, as collected, to the credit of said Interest and Sinking Fund. During each year while
any of said Certificates are outstanding and unpaid, the governing body of said City 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 said Certificates as such interest comes due, and to provide
and maintain a sinking fund adequate to pay the principal of said Certificates as such principal
matures (but never less than 2% of the original amount of said Certificates as a sinking fund each
year); and said tax shall be based on the latest approved tax rolls of said City, with full allowances
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 said City, for
each year while any of said Certificates 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 valorem taxes sufficient to provide for the payment of the interest on and principal of said
Certificates, as such interest comes due and such principal matures, are hereby pledged for such
payment, within the limit prescribed by law. Accrued interest on the Certificates shall be deposited
in the Interest and Sinking Fund and used to pay interest on the Certificates.
SECTION 7. REVENUES. The Certificates together with other obligations of the City, are
additionally secured by and shall be payable from and secured by the surplus revenues of the City's
utility System after payment of all operation and maintenance expenses or collections thereof, and
all debt service, reserve, and other requirements in connection with all of the City's revenue bonds
or other obligations (now or hereafter outstanding) which are payable from all or any part of the net
revenues ofthe City's utility System, with such amountnot exceeding $10,000, constituting "Surplus
Revenues." The City shall deposit such Surplus Revenues to the credit of the Interest and Sinking
Fund created pursuant to Section 6, to the extent necessary to pay the principal and interest on the
Certificates. Notwithstanding the requirements of Section 6, if Surplus Revenues are actually on
deposit or budgeted for deposit in the Interest and Sinking Fund in advance of the time when ad
valorem taxes are scheduled to be levied for any year, then the amount of taxes which otherwise
would have been required to be levied pursuant to Section 6 may be reduced to the extent and by
the amount of the Surplus Revenues then on deposit in the Interest and Sinking Fund or budgeted
for deposit therein.
Whenever used
in this
Ordinance
the Term "System" means the City's combined electric,
waterworks and sewer
system
as defined
in Ordinance No. 98-34.
The Mayor and the Director of Finance are hereby ordered to do any and all things necessary
to accomplish the transfer of monies to the Interest and Sinking Fund of this issue in ample time to
pay such items of principal and interest.
SECTION 8. DEFEASANCE OF CERTIFICATES. (a) Any Certificate and the interest
thereon shall be deemed to be paid, retired and no longer outstanding (a "Defeased Certificate")
within the meaning of this Ordinance, except to the extent provided in subsections (c) and (e) of this
Section, when payment of the principal of such Certificate, plus interest thereon to the due date or
dates (whether such due date or dates be by reason of maturity, upon redemption, or otherwise)
16
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 or
a commercial bank or trust company for such payment (1) lawful money of the United States of
America sufficient to make such payment, (2) Defeasance Securities, certified by an independent
public accounting firm of national reputation to mature as to principal and interest in such amounts
and at such times as will ensure the availability, without reinvestment, of sufficient money to
provide for such payment and when proper arrangements have been made by the City with the
Paying Agent/Registrar or a commercial bank or trust company for the payment of its services until
all Defeased Certificates shall have become due and payable or (3) any combination of (1) and (2).
At such time as a Certificate shall be deemed to be a Defeased Certificate hereunder, as aforesaid,
such Certificate and the interest thereon shall no longer be secured by, payable from, or entitled to
the benefits of, the ad valorem taxes herein levied as provided in this Ordinance, and such principal
and interest shall be payable solely from such money or Defeasance Securities.
(b) The deposit under clause (ii) of subsection (a) shall be deemed a payment of a Certificate
as aforesaid when proper notice of redemption of such Certificates shall have been given, in
accordance with this Ordinance. Any money so deposited with the Paying Agent/Registrar or a
commercial bank or trust company as provided in this Section may at the discretion of the City
Council also be invested in Defeasance Securities, maturing in the amounts and at the times as
hereinbefore set forth, and all income from all Defeasance Securities in possession of the Paying
Agent/Registrar or a commercial bank or trust company pursuant to this Section which is not
required for the payment of such Certificate and premium, if any, and interest thereon with respect
to which such money has been so deposited, shall be turned over to the City Council.
(c) Notwithstanding any provision of any other Section of this Ordinance which may be
contrary to the provisions of this Section, all money or Defeasance Securities set aside and held in
trust pursuant to the provisions of this Section for the payment of principal of the Certificates and
premium, if any, and interest thereon, shall be applied to and used solely for the payment of the
particular Certificates and premium, if any, and interest thereon, with respect to which such money
or Defeasance Securities have been so set aside in trust. Until all Defeased Certificates shall have
become due and payable, the Paying Agent/Registrar shall perform the services of Paying
Agent/Registrar for such Defeased Certificates the same as if they had not been defeased, and the
City shall make proper arrangements to provide and pay for such services as required by this
Ordinance.
(d) Notwithstanding anything elsewhere in this Ordinance, if money or Defeasance Securities
have been deposited or set aside with the Paying Agent/Registrar or a commercial bank or trust
company pursuant to this Section for the payment of Certificates and such Certificates shall not have
in fact been actually paid in full, no amendment of the provisions of this Section shall be made
without the consent of the registered owner of each Certificate affected thereby.
(e) Notwithstanding the provisions of subsection (a) immediately above, to the extent that,
upon the defeasance of any Defeased Certificate to be paid at its maturity, the City retains the right
under Texas law to later call that Defeased Certificate for redemption in accordance with the
provisions of the Ordinance authorizing its issuance, the City may call such Defeased Certificate for
17
redemption upon complying with the provisions of Texas law and upon the satisfaction of the
provisions of subsection (a) immediately above with respect to such Defeased Certificate as though
it was being defeased at the time of the exercise of the option to redeem the Defeased Certificate and
the effect of the redemption is taken into account in determining the sufficiency of the provisions
made for the payment of the Defeased Certificate.
As used in this section, "Defeasance Securities" means (i) Federal Securities, (ii) noncallable
obligations of an agency or instrumentality of the United States of America, including obligations
that are unconditionally guaranteed or insured by the agency or instrumentality and that, on the date
the City Council adopts or approves proceedings authorizing the issuance of refunding certificates
or otherwise provide for the funding of an escrow to effect the defeasance of the Certificates are
rated as to investment quality by a nationally recognized investment rating firm not less than "AAA"
or its equivalent, and (iii) noncallable obligations of a state or an agency or a City, municipality, or
other political subdivision of a state that have been refunded and that, on the date the City Council
adopts or approves proceedings authorizing the issuance of refunding certificates or otherwise
provide for the funding of an escrow to effect the defeasance of the Certificates, are rated as to
investment quality by a nationally recognized investment rating firm no less than "AAA" or its
equivalent. "Federal Securities" as used herein means direct, noncallable obligations of the United
States of America, including obligations that are unconditionally guaranteed by the United States
of America (including Interest Strips of the Resolution Funding Corporation),
SECTION 9e DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED
CERTIFICATES. (a) Replacement Certificates. In the event any outstanding Certificate is
damaged, mutilated, lost, stolen or destroyed, the Paying Agent/Registrar shall cause to be printed,
executed and delivered, a new certificate of the same principal amount, maturity and interest rate,
as the damaged, mutilated, lost, stolen or destroyed Certificate, in replacement for such Certificate
in the manner hereinafter provided.
(b) Application for Replacement Certificates. Application for replacement of damaged,
mutilated, lost, stolen or destroyed Certificates shall be made by the Registered Owner thereof to
the Paying Agent/Registrar. In every case of loss, theft or destruction of a Certificate, the Registered
Owner applying for a replacement certificate shall furnish to the City 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 Certificate, the Registered Owner shall furnish to the City and to the Paying
Agent/Registrar evidence to their satisfaction of the loss, theft or destruction of such Certificate, as
the case may be. In every case of damage or mutilation of a Certificate, the Registered Owner shall
surrender to the Paying Agent/Registrar for cancellation the Certificate so damaged or mutilated.
(c) No Default Occurred. Notwithstanding the foregoing provisions of this Section, in the
event any such Certificate 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 Certificate, the
City may authorize the payment of the same (without surrender thereof except in the case of a
damaged or mutilated Certificate) instead of issuing a replacement Certificate, provided security or
indemnity is furnished as above provided in this Section.
(d) Charge for Issuing Replacement Certificates. Prior to the issuance of any replacement
certificate, the Paying Agent/Registrar shall charge the Registered Owner of such Certificate with
all legal, printing, and other expenses in connection therewith. Every replacement certificate issued
pursuant to the provisions of this Section by virtue of the fact that any Certificate is lost, stolen or
destroyed shall constitute a contractual obligation of the City whether or not the lost, stolen or
destroyed Certificate 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 Certificates
duly issued under this Ordinance.
(e) Authority for Issuing Replacement Certificates. In accordance with Subchapter D of
Chapter 1201, Texas Government Code, this Section 9 of this Ordinance shall constitute authority
for the issuance of any such replacement certificate without necessity of further action by the
governing body of the City or any other body or person, and the duty of the replacement of such
certificates is hereby authorized and imposed upon the Paying Agent/Registrar, and the Paying
Agent/Registrar shall authenticate and deliver such Certificates in the form and manner and with the
effect, as provided in Section 4(a) of this Ordinance for Certificates issued in conversion and
exchange for other Certificates.
SECTION 10. CUSTODY, APPROVAL, ANI? GISTRATION OF CER'T'IFICA'T'ES,
BOND COUNSEL'S OPINION; CUSIP NUMBERS ANIS CONTINGENT INSURANCE
PROVISION, IF OBTAINED. The Mayor of the City is hereby authorized to have control of the
Certificates initially issued and delivered hereunder and all necessary records and proceedings per-
taining to the Certificates pending their delivery and their investigation, examination, and approval
by the Attorney General of the State of Texas, and their registration by the Comptroller of Public
Accounts of the State of Texas. Upon registration of the Certificates said Comptroller of Public
Accounts (or a deputy designated in writing to act for said Comptroller) shall manually sign the
Comptroller's Registration Certificate attached to such Certificates, and the seal of said Comptroller
shall be impressed, or placed in facsimile, on such Certificate. The approving legal opinion of the
City's Bond Counsel and the assigned CUSIP numbers may, at the option of the City, be printed on
the Certificates issued and delivered under this Ordinance, but neither shall have any legal effect,
and shall be solely for the convenience and information of the Registered Owners of the Certificates.
In addition, if bond insurance is obtained, the Certificates may bear an appropriate legend as
provided by the insurer.
SECTION 11. COVENANTS REGARDING TAX EXEMPTION OF INTEREST ON
THE CERTIFICATES. (a) Covenants. The City covenants to take any action necessary to assure,
or refrain from any action which would adversely affect, the treatment of the Certificates 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 City covenants as follows:
(1) to take any action to assure that no more than 10 percent of the proceeds of the
Certificates or the projects financed therewith (less amounts deposited to a reserve fund, if
any) are used for any "private business use," as defined in section 141(b)(6) of the Code or,
if more than 10 percent of the proceeds or the projects financed therewith are so used, such
amounts, whether or not received by the City, with respect to such private business use, do
19
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
Certificates, in contravention of section 141(b)(2) of the Code;
(2) to take any action to assure that in the event that the "private business use"
described in subsection (1) hereof exceeds 5 percent of the proceeds of the Certificates or
the projects financed therewith (less amounts deposited into a reserve fund, if any) then the
amount in excess of 5 percent is used for a "private business use" which is "related" and not
"disproportionate," within the meaning of section 141(b)(3) ofthe Code, to the governmental
use;
(3) 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 Certificates (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;
(4) to refrain from taking any action which would otherwise result in the Certificates
being treated as "private activity bonds" within the meaning of section 141(b) of the Code;
(5)
to refrain
from taking any action that would result in
the Certificates being
"federally
guaranteed"
within the meaning of section 149(b) of the
Code;
(6) to refrain from using any portion of the proceeds of the Certificates, 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 Certificates, other than investment property
acquired with --
(A) proceeds of the Certificates 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 Certificates are issued,
(B) amounts invested in a bona fide debt service fund, within the meaning
of section 1.148-1(b) of the Treasury Regulations, and
(C) 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
Certificates;
(7) to otherwise restrict the use of the proceeds of the Certificates or amounts treated
as proceeds of the Certificates, as may be necessary, so that the Certificates 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); and
(8)
to pay
to the United States of America at least
once during
each
five-year period
(beginning
on the
date of delivery of the Certificates) an
amount that
is at
least equal
to 90
20
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 Certificates 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.
(b) Rebate Fund. In order to facilitate compliance with the above covenant (8), a "Rebate
Fund" is hereby established by the City 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
Certificateholders. The Rebate Fund is established for the additional purpose of compliance with
section 148 of the Code.
(c) Proceeds. The City understands that the term "proceeds" includes "disposition proceeds"
as defined in the Treasury Regulations and, in the case of refunding bonds, transferred proceeds (if
any) and proceeds of the refunded bonds expended prior to the date of issuance of the Certificates.
It is the understanding of the City 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 Certificates, the City 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 Certificates under section 103 of the Code. In the event
that regulations or rulings are hereafter promulgated which impose additional requirements which
are applicable to the Certificates, the City 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 Certificates under section 103 of the Code. In
furtherance of such intention, the City hereby authorizes and directs the City Manager or Director
of Finance to execute any documents, certificates or reports required by the Code and to make such
elections, on behalf of the City, which may be permitted by the Code as are consistent with the
purpose for the issuance of the Certificates.
(d) Allocation Of, and Limitation On, Expenditures for the Project. The City covenants to
account for the expenditure of sale proceeds and investment earnings to be used for the purposes
described in Section 1 of this Ordinance (the "Project") on its books and records in accordance with
the requirements of the Code. The City recognizes that in order for the proceeds to be considered
used for the reimbursement of costs, the proceeds must be allocated to expenditures within 18
months of the later of the date that (1) the expenditure is made, or (2) the Project is completed; but
in no event later than three years after the date on which the original expenditure is paid. The
foregoing notwithstanding, the City recognizes that in order for proceeds to be expended under the
Code, the sale proceeds or investment earnings must be expended no more than 60 days after the
earlier of (1) the fifth anniversary of the delivery of the Certificates, or (2) the date the Certificates
are retired. The City agrees to obtain the advice of nationally -recognized bond counsel if such
expenditure fails to comply with the foregoing to assure that such expenditure will not adversely
affect the tax-exempt status of the Certificates. For purposes of this subsection, the City shall not
be obligated to comply with this covenant if it obtains an opinion of nationally -recognized bond
counsel to the effect that such failure to comply will not adversely affect the excludability for federal
income tax purposes from gross income of the interest.
21
(e) Disposition of Project. The City covenants that the property constituting the Project will
not be sold or otherwise disposed in a transaction resulting in the receipt by the City of cash or other
compensation, unless the City obtains an opinion of nationally -recognized bond counsel that such
sale or other disposition will not adversely affect the tax-exempt status of the Certificates. For
purposes of this subsection, the portion of the property comprising personal property and disposed
of in the ordinary course shall not be treated as a transaction resulting in the receipt of cash or other
compensation. For purposes of this subsection, the City shall not be obligated to comply with this
covenant if it obtains an opinion of nationally -recognized bond counsel to the effect that such failure
to comply will not adversely affect the excludability for federal income tax purposes from gross
income of the interest.
SECTION 12. SALE OF CERTIFICATES. The Certificates are hereby initially sold and
shall be delivered to SAMCO Capital Markets, Inc. as the senior managing underwriter on behalf
of itself and the other underwriters as set forth in the Purchase Agreement, (collectively, the
"Underwriters") at the price and in accordance with the terms and provisions of a Purchase Contract
in substantially the form presented to the Council, which the Mayor of the City is hereby authorized
and directed to execute and deliver and the City Secretary or Deputy City Secretary is further
authorized and directed to attest such agreement. It is hereby officially found, determined, and
declared that the terms of this sale are the most advantageous reasonably obtainable. The Initial
Certificate shall be registered in the name of Cede & Co.
SECTION 13. REMEDIES IN EVENT OF DEFAULT. In addition to all of the rights and
remedies provided by the laws of the State of Texas, the City covenants and agrees that in the event
of default in payment of principal or interest on any of the Certificates when due, or, in the event
it fails to make the payments required to be made into the Interest and Sinking Fund or defaults in
the observance or performance of any other of the contracts, covenants, conditions or obligations
set forth in this Ordinance or in the Certificates, the following remedies shall be available:
(a) the Registered Owners shall be entitled to a writ of mandamus issued by a court of
competent jurisdiction compelling and requiring the City and the officials thereof to
observe and perform the contracts, covenants, obligations or conditions prescribed
in this Ordinance; and
(b) any delay or omission to exercise any right or power accruing upon any default shall
not impair any such right or power nor be construed to be a waiver of any such
default or acquiescence therein, and every such right and power may be exercised
from time to time and as often as may be deemed expedient.
22
SECTION 14. INTEREST EARNINGS ON CERTIFICATE PROCEEDS. Interest
earnings derived from the investment of proceeds from the sale of the Certificates shall be used
along with other certificate proceeds for the purpose for which the Certificates are issued set forth
in Section 1 hereof; provided that after completion of such purpose, 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 any interest earnings on certificate proceeds which are required to
be rebated to the United States of America pursuant to Section 11 hereof in order to prevent the
Certificates from being arbitrage certificates shall be so rebated and not considered as interest
earnings for the purposes of this Section.
SECTION 15. APPROVAL, OF PAYING AGENT/REGISTRAR AGREEMENT,
LETTER OF REPRESENTATIONS AND OFFICIAL STATEMENT. Attached hereto as
Exhibit "A" is a substantially final form of Paying Agent/Registrar Agreement with an attached
Blanket Letter of Representations. Each the Mayor, the City Manager and the Director of Finance
are hereby authorized to amend, complete or modify such agreement as necessary and are further
authorized to execute such agreement and the City Secretary or the Deputy City Secretary is hereby
authorized to attest such agreement.
The City hereby approves the form and content of the Official Statement relating to the
Certificates and any addenda, supplement or amendment thereto, and approves the distribution of
such Official Statement in the reoffering of the Certificates by the Underwriters 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. The distribution and use
of the Preliminary Official Statement dated April 10, 2008, prior to the date hereof is ratified and
confirmed. The City Council of the City hereby finds and determines that the Preliminary Official
Statement and the Official Statement were and are "deemed final" (as that term is defined in 17
C.F.R. Section 240.15c-12) as of their respective dates.
SECTION 16. CONTINUING DISCLOSURE UNDERTAKING. (a) Annual Reports.
The City shall provide annually to each NRMSIR and any SID, within six months after the end of
any fiscal year, financial information and operating data with respect to the City of the general type
included in the final Official Statement authorized by Section 15 of this Ordinance, being the
information described in Exhibit "B" hereto. Any financial statements to be so provided shall be (1)
prepared in accordance with the accounting principles described in Exhibit "B" hereto, or such other
accounting principles as the City may be required to employ from time to time pursuant to state law
or regulation, and (2) audited, if the City commissions an audit of such statements and the audit is
completed within the period during which they must be provided. If the audit of such financial
statements is not complete within such period, then the City shall provide unaudited financial
statements within such period, and audited financial statements for the applicable fiscal year to each
NRMSIR and any SID, when and if the audit report on such statements become available.
If the City changes its fiscal year, it will notify each NRMSIR and any SID of the change
(and of the date of the new fiscal year end) prior to the next date by which the City otherwise would
be required to provide financial information and operating data pursuant to this Section.
23
The financial information and operating data to be provided pursuant to this Section may be
set forth in full in one or more documents or may be included by specific reference to any document
(including an official statement or other offering document, if it is available from the MSRB) that
theretofore has been provided to each NRMSIR and any SID or filed with the SEC.
(b) Material Event Notices. The City shall notify any SID and either each NRMSIR or
the MSRB, in a timely manner, of any of the following events with respect to the Certificates, if such
event is material within the meaning of the federal securities laws:
A. Principal and interest payment delinquencies;
B. Non-payment related defaults;
C. Unscheduled draws on debt service reserves reflecting financial difficulties;
D. Unscheduled draws on credit enhancements reflecting financial difficulties;
E. Substitution of credit or liquidity providers, or their failure to perform;
F. Adverse tax opinions or events affecting the tax-exempt status of the
Certificates;
G. Modifications to rights of holders of the Certificates;
H. Certificate calls;
I. Defeasances;
J. Release, substitution, or sale of property securing repayment of the
Certificates; and
K. Rating changes.
The City shall notify any SID and either each NRMSIR or the MSRB, in a timely manner,
of any failure by the City to provide financial information or operating data in accordance with
Section 16(a) of this Ordinance by the time required by such Section.
(c) Limitations, Disclaimers, and Amendments. The City shall be obligated to observe
and perform the covenants specified in this Section for so long as, but only for so long as, the City
remains an "obligated person" with respect to the Certificates within the meaning of the Rule, except
that the City in any event will give notice of any deposit made in accordance with Section 8 that
causes the Certificates no longer to be outstanding.
The provisions of this Section are for the sole benefit of the holders and beneficial owners
of the Certificates, and nothing in this Section, express or implied, shall give any benefit or any legal
or equitable right, remedy, or claim hereunder to any other person. The City undertakes to provide
24
only the financial information, operating data, financial statements, and notices which it has
expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any
other information that may be relevant or material to a complete presentation of the City's financial
results, condition, or prospects or hereby undertake to update any information provided in
accordance with this Section or otherwise, except as expressly provided herein. The City does not
make any representation or warranty concerning such information or its usefulness to a decision to
invest in or sell Certificates at any future date.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER OR
BENEFICIAL OWNER OF ANY CERTIFICATE OR ANY OTHER PERSON, IN CONTRACT
OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY
THE CITY, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY
COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF ANY
SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH
SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE.
No default by the City in observing or performing its obligations under this Section shall
comprise a breach of or default under the Ordinance for purposes of any other provision of this
Ordinance.
Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the
duties of the City under federal and state securities laws.
The provisions of this Section may be amended by the City from time to time to adapt to
changed circumstances that arise from a change in legal requirements, a change in law, or a change
in the identity, nature, status, or type of operations of the City, but only if (1) the provisions of this
Section, as so amended, would have permitted an underwriter to purchase or sell Certificates in the
primary offering of the Certificates in compliance with the Rule, taking into account any
amendments or interpretations of the Rule since such offering as well as such changed circumstances
and (2) either (a) the holders of a majority in aggregate principal amount (or any greater amount
required by any other provision of this Ordinance that authorizes such an amendment) of the
outstanding Certificates consents to such amendment or (b) a person that is unaffiliated with the City
(such as nationally recognized bond counsel) determines that such amendment will not materially
impair the interest of the holders and beneficial owners of the Certificates. If the City so amends
the provisions of this Section, it shall include with any amended financial information or operating
data next provided in accordance with Section 16(a) an explanation, in narrative form, of the reason
for the amendment and of the impact of any change in the type of financial information or operating
data so provided. The City may also amend or repeal the provisions of this continuing disclosure
agreement if the SEC amends or repeals the applicable provision of the Rule or a court of final
jurisdiction enters judgment that such provisions of the Rule are invalid, but only if and to the extent
that the provisions of this sentence would not prevent an underwriter from lawfully purchasing or
selling Certificates in the primary offering of the Certificates.
The filing of such continuing disclosure information with a central post office approved for
such purposes by the SEC, such as Disclosure USA, for submission to the NRMSIRs and SID
(without also separately submitting such filings to the NRMSIRs and SID by some other means) will
25
satisfy the Commission's obligation to file such information with the NRMSIRs and SID so long as
such filing is acceptable to the SEC.
(d) Definitions. As used in this Section, the following terms have the meanings ascribed
to such terms below:
"MSR -B" means the Municipal Securities Rulemaking Board.
"NRMSIR" means each person whom the SEC or its staff has determined to be a
nationally recognized municipal securities information repository within the meaning of the Rule
from time to time.
"Rule" means SEC Rule 15c2-12, as amended from time to time.
"SEC" means the United States Securities and Exchange Commission.
"SID" means any person designated by the State of Texas or an authorized
department, officer, or agency thereof as, and determined by the SEC or its staff to be, a state
information depository within the meaning of the Rule from time to time.
SECTION 17. ADDITIONAL BOND INSURANCE PROVISIONS. The City hereby
determines that it is financially desirable and advantageous to procure municipal bond insurance,
for the benefit of the Bonds. Therefore, the Bonds shall be insured by (the
"Bond Insurer"), pursuant to a municipal bond insurance policy. The terms and provisions of the
Insurance Commitment are hereby approved and attached hereto as Exhibit "C". The Director of
Finance is authorized to sign the insurance commitment letter and other related insurance
documents.
SECTION 18. NO RECOURSE AGAINST CITY OFFICIALS. No recourse shall be had
for the payment of principal of or interest on any Certificates or for any claim based thereon or on
this Ordinance against any official of the City or any person executing any Certificates.
SECTION 19. FURTHER ACTIONS. The officers and employees of the City are hereby
authorized, empowered and directed from time to time and at any time to do and perform all such
acts and things and to execute, acknowledge and deliver in the name and under the corporate seal
and on behalf of the City all such instruments, whether or not herein mentioned, as may be necessary
or desirable in order to carry out the terms and provisions of this Ordinance, the Certificates, the
initial sale and delivery of the Certificates, the Paying Agent/Registrar Agreement, any insurance
commitment letter or insurance policy and the Official Statement. In addition, prior to the initial
delivery of the Certificates, the Mayor, the City Manager or Assistant City Manager, the City
Attorney and Bond Counsel are hereby authorized and directed to approve any technical changes
or corrections to this Ordinance or to any of the instruments authorized and approved by this
Ordinance necessary in order to (i) correct any ambiguity or mistake or properly or more completely
document the transactions contemplated and approved by this Ordinance and as described in the
Official Statement, (ii) obtain a rating from any of the national bond rating agencies or satisfy
26
requirements of the Bond Insurer, or (iii) obtain the approval of the Certificates by the Texas
Attorney General's office.
In case any officer of the City whose signature shall appear on any Certificate shall cease to
be such officer before the delivery of such Certificate, such signature shall nevertheless be valid and
sufficient for all purposes the same as if such officer had remained in office until such delivery.
SECTION 20. INTERPRETATIONS. All terms defined herein and all pronouns used in
this Ordinance shall be deemed to apply equally to singular and plural and to all genders. The titles
and headings of the articles and sections of this Ordinance and the Table of Contents of this
Ordinance have been inserted for convenience of reference only and are not to be considered a part
hereof and shall not in any way modify or restrict any of the terms or provisions hereof. This
Ordinance and all the terms and provisions hereof shall be liberally construed to effectuate the
purposes set forth herein and to sustain the validity of the Certificates and the validity of the lien on
and pledge of the Pledged Revenues to secure the payment of the Certificates.
SECTION 21. INCONSISTENT PROVISIONS. All ordinances, orders or resolutions, or
parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby
repealed to the extent of such conflict and the provisions of this Ordinance shall be and remain
controlling as to the matters contained herein.
SECTION 22. INTERESTED PARTIES. Nothing in this Ordinance expressed or implied
is intended or shall be construed to confer upon, or to give to, any person or entity, other than the
City and the registered owners of the Certificates, any right, remedy or claim under or by reason of
this Ordinance or any covenant, condition or stipulation hereof, and all covenants, stipulations,
promises and agreements in this Ordinance contained by and on behalf of the City shall be for the
sole and exclusive benefit of the City and the registered owners of the Certificates.
SECTION 23. INCORPORATION OF RECITALS. The City hereby finds that the
statements set forth in the recitals of this Ordinance are true and correct, and the City hereby
incorporates such recitals as a part of this Ordinance.
SECTION 24. SEVERABILITY. If any provision of this Ordinance or the application
thereof to any circumstance shall be held to be invalid, the remainder of this Ordinance and the
application thereof to other circumstances shall nevertheless be valid, and this governing body
hereby declares that this Ordinance would have been enacted without such invalid provision.
SECTION 25, REPEALER. All orders, resolutions and ordinances, or parts thereof,
inconsistent herewith are hereby repealed to the extent of such inconsistency.
SECTION 26. EFFECTIVE DATE. This Ordinance shall become effect immediately from
and after its passage on first and final reading in accordance with Section 1201.028, Texas
Government Code, as amended.
SECTION 27. PERFECTION. Chapter 1208, Government Code, applies to the issuance
of the Certificates and the pledge of ad valorem taxes and surplus net revenues granted by the City
27
under Sections 6 and 7 of this Ordinance, and such pledge is therefore valid, effective and perfected.
If Texas law is amended at any time while the Certificates are outstanding and unpaid such that the
pledge of ad valorem taxes and surplus net revenues granted by the City under Sections 6 and 7 of
this Ordinance is to be subject to the filing requirements of Chapter 9, Business & Commerce Code,
then in order to preserve to the registered owners of the Certificates the perfection of the security
interest in said pledge, the City agrees to take such measures as it determines are reasonable and
necessary under Texas law to comply with the applicable provisions of Chapter 9, Business &
Commerce Code and enable a filing to perfect the security interest in said pledge to occur.
Section 28. PAYMENT OF ATTORNEY GENERAL FEE. The City hereby authorizes
the disbursement of a fee equal to the lesser of (i) one-tenth of one percent of the principal amount
of the Certificates or (ii) $9,500, provided that such fee shall not be less than $750, to the Attorney
General of Texas Public Finance Division for payment of the examination fee charged by the State
of Texas for the Attorney General's review and approval of public securities and credit agreements,
as required by Section 1202.004 of the Texas Government Code. The appropriate member of the
City's staff is hereby instructed to take the necessary measures to make this payment. The City is
also authorized to reimburse the appropriate City funds for such payment from proceeds of the
Certificates.
IN ACCORDANCE WITH SECTION 1201.028, Texas Government Code, passed and
approved on the first and final reading on the day of April, 2008,
Gary Nelon, Mayor
City of Georgetown, Texas
rvwr=119
Sandra Lee
City Secretary
Patricia E. Carls
City Attorney
1WXOR
GTOWNUCO/2008 A-1
L LW WIMSTUVEATF =60
The following information is referred to in Section 16 of this Ordinance.
The financial information and operating data with respect to the City to be provided annually
in accordance with such Section are as specified (and included in the Appendix or under the
headings of the Official Statement referred to) below:
(1)
Table
1 -
Valuation, Exemptions and General Obligation Debt;
(2)
Table
2 -
Taxable Assessed Valuations by Category;
(3)
Table
3 -
Valuation and General Obligation Debt History;
(4)
Table
4 -
Tax Rate, Levy and Collection History;
(5)
Table
5 -
Ten Largest Taxpayers;
(6)
Table
8 -
General Obligation Debt Service Requirements;
(7)
Table
10
- General Fund Revenues and Expenditure History;
(8)
Table
11
- Municipal Sales Tax History;
(9)
"Investments
- Current Investments;" and
(10)
Appendix B
. �,
The accounting principles referred to in such Section are the accounting principles described
in the notes to the financial statements referred to in paragraph i above.
OTO WN/CO/2008: ORDIN.DRI B-1
GTOWN/CO/2008: ORDINDRI C-1