HomeMy WebLinkAboutORD 2005-81 - Gen Obligation BondsORDINANCE NO.2005-
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1
MATTERSTO THE BONDS
THE STATE OF TEXAS §
COUNTIES OF WILLIAMSON AND TRAVIS §
CITY OF GEORGETOWN §
WHEREAS, at an election held within the City of Georgetown, Texas (the "City") on
November 2, 2004 the voters of the City authorized the City Council of the City to issue in one or
more series the bonds set forth in Proposition No. 1, as set forth below, which aggregate $9,800,000
in aggregate principal amount; and
WHEREAS, the City has heretofore issued $2,700,000 of the $9,800,000 authorization from
Proposition No. 1, and the City Council hereby deems it to be in the best interest of the City to issue
the remaining $7,100,000 authorization from Proposition No. 1 for the purpose of constructing,
improving, renovating, extending, expanding and equipping a new City library including the
purchase of any necessary sites, construction of parking facilities and other related costs; and
WHEREAS, the City hereby finds that the issuance of the bonds authorized by this
Ordinance implements Finance Policy 14.00 of the Century Plan and further finds that the
enactment of this Ordinance is not inconsistent or in conflict with any other Century Plan Policies,
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF
GEORGETOWN, TEXAS:
Section 1. RECITALS AMOUNT AND PURPOSE OF THE BONDS AND CENTURY
PLAN. (a) Recitals..Amount and Purpose. The recitals set forth in the preamble hereof are
incorporated herein and shall have the same force and effect as if set forth in this section. The bond
or bonds of the City are hereby authorized to be issued pursuant to Chapter 1331, Texas Government
Code, as amended and delivered in the aggregate principal amount of $7,100,000 to (i) provide
funds for constructing, improving, renovating, extending, expanding and equipping a new City
library including the purchase of any necessary sites, construction of parking facilities and other
related costs; and (ii) pay the costs associated with the issuance of the Bonds.
(b) Century Plan. The City Council hereby finds that the issuance of the Bonds
implements the following policy of the Century Plan - Policy Plan Element:
GTOWN/G02005A: Bond Ordinance
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Exhibit "A"
LAW OFFICES
M CALL, PARKHURST & HORTON
600 CONGRESS AVENUE
1250 ONE AMERICAN CENTER
AUSTIN, TEXAS 78701 -324 8
TELEPHONE: (512) 478.3805
FACSIMILE: (512) 472-0871
717 NORTH HARWOOD
NINTH FLOOR
DALLAS, TEXAS 75201.6587
TELEPHONE: (214) 754-9200
FACSIMILE: (214) 754-9250
January 1, 1995
L.L.P.
700 N. ST. MARY'S STREET
1525 ONE RIVERWALK PLACE
SAN ANTONIO, TEXAS 78205.3503
TELEPHONE: (210) 225-2800
FACSIMILE: (210) 225.2984
The Tax Reform Act of 1986 amended the pravis'R�venue Code of 986 (the' Codes of the Internal Revenue Code b),
providing a newly -enacted section 148(f) of the Internal
relating to arbitrage rebate. This arbitrage rebate requirement 9ncome (Levpro
tax-exempt) in order
for interest on any issue of obligations to be excluded from gross
he
issuer must rebate to the United States the sum of, (1)
the excess of the amount earned on all
"nonpurpose investments" acquired with "gross proceeds ested at a yield equal to the yielde issue over the amount ch
on
would have been earned if such investments had been i similar
the issue, and (2) the earnings on such excess earnings, applied
s• These
indlustrial dees are belopment bonds
to the rules which, prior to the Tax Reform Act of 1986, pp
and mortgage revenue bonds.
f) mended by several subsequent tax acts,
most
Section 148(of the Code has been a
notably, the Revenue Reconciliation Acts of 1989 and 1990, issueseas amendments
iscussed p der the
provided a special exception to rebate for certain construction
heading "Exceptions to Rebate.
to
On June 18, 1993, the U.S. Treasury DepartmeeXee rtiansgated Thesegulations regulationsetwhg�ich
the computation of arbitrage rebate and the rebate p
replace the previously -published regulations promulgate 0 d 993. a These newly ewly-prom gated
1992, are effective for bonds issued after June 3
regulations also replace the arbitrage regulations,
other than those relating to rebate, which
were published in 1978. This memorandum was preparedabe McCall,
e ate Parkhurst
ark arson& Horton This
L.L.P. and provides a general discussion of the9
memorandum does not otherwise discuss the general arbitraagso de does notions
attempt other provide as they
may incidentally relate to rebate. This memorandum
a
exhaustive discussion of the arbitrage rebate regulationsnd shoulto any indev bual or governt be nmental
advice
with respect to the arbitrage rebate requirements as app) remains
unit or any specific transaction. McCall, Parkhurst & Horton
x regulations but becammends
le to provide
legal advice to issuers with respect to the provisions of these t
agan, McCall, Parkhurst & Horton L.L.P. All rights reserved.
Copyright 1995 by Harold T. Flan
Form
•
8038.G
Information Return for Tax -Exempt Governmental Obligations
(check applicable box(es)
Cat. No.
and
® Under Internal Revenue Code section 149(e)
rice)
OMB No. 1545-0720
(Rev.
i
► See separate Instructions.
i 1
Department IN the Treasury
Caution: If the issue price is under $100,000, use Form 8038 -GC.
13
Internal
Revenue service
,
15
'.
Reporting
Form
•
8038.G
Information Return for Tax -Exempt Governmental Obligations
(check applicable box(es)
Cat. No.
and
® Under Internal Revenue Code section 149(e)
rice)
OMB No. 1545-0720
(Rev.
November 2000)
► See separate Instructions.
i 1
Department IN the Treasury
Caution: If the issue price is under $100,000, use Form 8038 -GC.
13
Internal
Revenue service
15
'.
Reporting
AuthorityIf
Amended Return, check here Do-
E]1
Issuer's name
2 Issuer's employer identification number
[Me
GEORGETOWN, TEXAS (CITY OF)
74: 6000974
3
Number and street (or P.O. box if mail is not delivered to street address)
Room/suite
4 Report number
113 EAST 8TH STREET
(b) Issue price
3
5
City, town, or post office, state, and ZIP code
6 Date of issue
GEORGETOWN, TEXAS 78627
21
7
Name of issue
8 CUSIP number
GENERAL OBLIGATION BONDS, SERIES 2005A
ears
%
9
Name and title of officer or legal representative whom the IRS may call for more information
10 Telephone number of officer or legal representative
MICKI RUNDELL, DIRECTOR OF FINANCE AND ADMINISTRATION
I ( 512 ) 930-3676
Uses of Proceeds of Bond Issue(including underwriters' discount
22 Proceeds used for accrued interest . . . . . . . . . . . . . . . . 1 22
23 Issue price of entire issue (enter amount from line 21, column (b)) . . . . . . . 23
24 Proceeds used for bond issuance costs (including underwriters' discount) 24
25 Proceeds used for credit enhancement . . . . . . . . 25
26 Proceeds allocated to reasonably required reserve or replacement fund 26
27 Proceeds used to currently refund prior issues . . . 27
28 Proceeds used to advance refund prior issues 28
29 Total (add lines 24 through 28) . . . . . . . . . . 29
30 Nonrefundin proceeds of the issue (subtract line 29 from line 23 and enter amount here) . 30
•
Description of Refunded Bonds (Complete this part only for refunding bonds.)
31 Enter the remaining weighted average maturity of the bonds to be currently refunded ► years
32 Enter the remaining weighted average maturity of the bonds to be advance refunded ► years
33 Enter the last date on which the refunded bonds will be called . ►
34 Enter the date(s) the refunded bonds were issued ►
.
Miscellaneous
35Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) 35
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (see instructions) 36a
b Enter the final maturity date of the guaranteed investment contract ► WE
37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a
b If this issue is a loan made from the proceeds of another tax-exempt issue, check box ► ❑ and enter the name of the
issuer ► and the date of the issue ►
38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box ► ❑
39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . ► ❑
.40. If Jhe issuer has identified a hedge, check box ► ❑
Under penalties of perjury, I declare that I have examined this return and accompanyingschedule, tatements, and to the best of my knowledge
and beliek(fhey are tyue, correct, and complete.
of issuer's authorized representative Date
Reduction Act Notice, see page 2 of the Instructions.
W
IF
Type or print
Type of Issue
(check applicable box(es)
Cat. No.
and
enter the issue
rice)
See instructions and attach schedule
11.
12
13
14
15
16
17
18
19
20
❑ Education
❑ Health and hospital . . . .
❑ Transportation
❑ Public safety.
El Environment (including sewage bonds) .
❑ Housing
❑ Utilities
❑ Other. Describe ►
If obligations are TANS or RANs, check box ► ❑ If obligations are BANS, check box ► ❑
If obligations are in the form of a lease or installment sale, check box ► ❑
i 1
12
13
14
15
16
17
18
[Me
M
Description of Obligations. Complete for
the
entire issue for which this form is
beinq filed.
(a) Final maturity date
(b) Issue price
(c)
Stated redemption
price at maturity
(d) Weighted
average maturity
(e) Yield
21
$
ears
%
Uses of Proceeds of Bond Issue(including underwriters' discount
22 Proceeds used for accrued interest . . . . . . . . . . . . . . . . 1 22
23 Issue price of entire issue (enter amount from line 21, column (b)) . . . . . . . 23
24 Proceeds used for bond issuance costs (including underwriters' discount) 24
25 Proceeds used for credit enhancement . . . . . . . . 25
26 Proceeds allocated to reasonably required reserve or replacement fund 26
27 Proceeds used to currently refund prior issues . . . 27
28 Proceeds used to advance refund prior issues 28
29 Total (add lines 24 through 28) . . . . . . . . . . 29
30 Nonrefundin proceeds of the issue (subtract line 29 from line 23 and enter amount here) . 30
•
Description of Refunded Bonds (Complete this part only for refunding bonds.)
31 Enter the remaining weighted average maturity of the bonds to be currently refunded ► years
32 Enter the remaining weighted average maturity of the bonds to be advance refunded ► years
33 Enter the last date on which the refunded bonds will be called . ►
34 Enter the date(s) the refunded bonds were issued ►
.
Miscellaneous
35Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) 35
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (see instructions) 36a
b Enter the final maturity date of the guaranteed investment contract ► WE
37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a
b If this issue is a loan made from the proceeds of another tax-exempt issue, check box ► ❑ and enter the name of the
issuer ► and the date of the issue ►
38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box ► ❑
39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . ► ❑
.40. If Jhe issuer has identified a hedge, check box ► ❑
Under penalties of perjury, I declare that I have examined this return and accompanyingschedule, tatements, and to the best of my knowledge
and beliek(fhey are tyue, correct, and complete.
of issuer's authorized representative Date
Reduction Act Notice, see page 2 of the Instructions.
W
IF
Type or print
name and title
Cat. No.
63773S
Form 8038-G
(Rev. 11-2000)
IN WITNESS WHEREOF, the City has caused this Bond 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 and has caused the official seal of the City to be duly impressed, or placed in
.•facsimile, on this Bond.
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', ..: )City Secretary Mai, _ . _ . _ _ .
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IN WITNESS WHEREOF, the City has caused this Bond 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 and has caused the official seal of the City to be duly impressed, or placed in
.•facsimile, on this Bond.
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', ..: )City Secretary Mai, _ . _ . _ _ .
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i;
G: GENERAL AND NO -LITIGATION CERTIFICATE
■, !,
THE STATE
COUNTYF TEXAS
OF i.
CITY OF a, a
We, the undersigned officers of the City, hereby certify as follows:
1 0 4 it
1. This certificate is executed for and on behalf of the City, for the benefit of the Attorney
General of the State of Texas and for the benefit of the Underwriters in connection with the issuance
of the Bonds. The words and terms used herein shall have the meanings whenever they are used
given in Exhibit "A" attached hereto.
2. Any certificate signed by an official of the City delivered to the Underwriters or the
Attorney General of the State of Texas shall be deemed a representation and warranty by the City as
to the statement made therein. The Public Finance Division of the Office of the Attorney General of
the State of Texas is hereby authorized to date this certificate as of the date of approval of the Bonds
and is entitled to rely upon the accuracy of the information contained herein unless notified by
telephone or fax to the contrary. The Comptroller ofPublic Accounts is further authorized to register
the Bonds upon receipt of the Attorney General approval. After registration, the Bonds, opinions and
registration papers shall be delivered to Richard Donoghue at McCall, Parkhurst & Horton L.L.P.
3. The City is a duly incorporated home rule city, operating and existing under the Texas
Constitution and laws of the State of Texas, including its Charter which has not been amended since
the issuance by the City of its last series of obligations.
4. No litigation of any nature has ever been filed pertaining to, affecting or contesting:
(a) the Ordinance; (b) the issuance, delivery, payment, security or validity of the Bonds; (c) the
authority of the governing body and the officers of the City to issue, execute and deliver the Bonds;
(d) the validity of the corporate existence of the City; (e) the current tax rolls of the City; and that no
litigation is pending pertaining to, affecting, questioning or contesting the current boundaries of the
City.
5. Neither the corporate existence nor boundaries of the City is being contested, no
litigation has been filed or is now pending which would affect the authority of the officers of the City
to issue, execute, sign and deliver the Bonds, and that no authority or proceedings for the issuance
of the Bonds have been repealed, revoked or rescinded.
Gea&"G02005A: GENERA1NOLMCRT
THIS AGREEMENT entered into as of December 1, 2005 (this "Agreement"), by and
between the City of Georgetown, Texas (the "Issuer"), and The Bank of New York Trust Company,
N.A. of Jacksonville, Florida, a banking corporation duly organized and existing under the laws of
the United States of America (the 'Bank").
RECITALS
WHEREAS, the Issuer has duly authorized and provided for the issuance of its General
Obligation Bonds, Series 2005A in the aggregate principal amount of $7,100,000 (the "Securities"),
such Securities to be issued in fully registered form only as to the payment of principal and interest
thereon; and
WHEREAS, the Securities are scheduled to be delivered to the initial purchasers thereof on
or about December 22, 2005: and
WHEREAS, the Issuer has selected the Bank to serve as Paying Agent/Registrar in
connection with the payment of the principal of, premium, if any, and interest on said Securities and
with respect to the registration, transfer and exchange thereof by the registered owners thereof; and
WHEREAS, the Bank has agreed to serve in such capacities for and on behalf of the Issuer
and has full power and authority to perform and serve as Paying Agent/Registrar for the Securities;
NOW, THEREFORE, it is mutually agreed as follows:
ARTICLE ONE
APPOINTMENT OF BANK AS
PAYING AGENT AND REGISTRAR
Section 1.01. Appointment.
The Issuer hereby appoints the Bank to serve as Paying Agent with respect to the Securities.
As Paying Agent for the Securities, the Bank shall be responsible for paying on behalf of the Issuer
the principal, premium (if any), and interest on the Securities as the same become due and payable
to the registered owners thereof, all in accordance with this Agreement and the "Ordinance"
(hereinafter defined).
The Issuer hereby appoints the Bank as Registrar with respect to the Securities. As Registrar
for the Securities, the Bank shall keep and maintain for and on behalf of the Issuer books and records
as to the ownership of said Securities and with respect to the transfer and exchange thereof as
provided herein and in the "Ordinance."
GEORG V,rNG02005A: PAYING.AGR
CITY OF GEORGETOWN, TEXAS
(A political subdivision of the State of Texas
located in Williamson County)
$7,100,000
General Obligation Bonds
Series 2005A
PURCHASE AGREEMENT
December 13, 2005
Honorable Mayor and City Council
City of Georgetown, Texas
113 E. 8"' Street
Georgetown, Texas 78627
Ladies and Gentlemen:
The undersigned, SAMCO Capital Markets, Inc. (the "Underwriter"), acting on
its own behalf and not acting as a fiduciary or agent for the City of Georgetown, Texas
(the "Issuer"), offers to enter into the following agreement (this "Agreement") with the
Issuer which, upon the Issuer's written acceptance of this offer, will be binding upon the
Issuer and upon the Underwriter. This offer is made subject to the Issuer's written
acceptance hereof on or before 10:00 p.m., Georgetown, Texas time, on December 13,
2005, and, if not so accepted, will be subject to withdrawal by the Underwriter upon
notice delivered to the Issuer at any time prior to the acceptance hereof by the Issuer.
Terms not otherwise defined in this Agreement shall have the same meanings set forth in
the Ordinance (as defined herein) or in the Official Statement (as defined herein).
1. Purchase and Sale of the Bonds. Subject to the terms and conditions and
in reliance upon the representations, warranties and agreements set forth herein, the
Underwriter hereby agrees to purchase from the Issuer, and the Issuer hereby agrees to
sell and deliver to the Underwriter, all, but not less than all, of the Issuer's $7,100,000
General Obligation Bonds, Series 2005A (the "Bonds "). Inasmuch as this purchase and
sale represents a negotiated transaction, the Issuer understands, and hereby confirms, that
the Underwriter is not acting as a fiduciary of the Issuer, but rather is acting solely in its
capacity as underwriter for its own account.
The principal amount of the Bonds to be issued, the dated date therefor, the
maturities, sinking field and redemption provisions, if any, and interest rates per annum
are set forth in Schedule I hereto. The Bonds shall be as described in, and shall be issued
and secured under and pursuant to the provisions of an ordinance adopted by the Issuer
on December 13, 2005 (the "Ordinance ").
1-10U:2522107.3
IN ACCORDANCE WITH SECTION 1201.028, Texas Government Code, passed and
approved on the first and final reading on the 13th day of December, 2005.
• ! •
Nelon, Mayor
of Georgetown, Texas
• ATTEST:
gandra D. Lee, City Secretary
•A1VPR70VE AS TO FORM:
*,**:Patricia Carls
4 so
• `City Attorney
GMWN/GO2005A: Bond Ordinance ExecutionPgOrdinance
U
IN ACCORDANCE WITH SECTION 1201.028, Texas Government Code, passed and
approved on the first and final reading on the 13th day of December, 2005.
• ! •
Nelon, Mayor
of Georgetown, Texas
• ATTEST:
gandra D. Lee, City Secretary
•A1VPR70VE AS TO FORM:
*,**:Patricia Carls
4 so
• `City Attorney
GMWN/GO2005A: Bond Ordinance ExecutionPgOrdinance
-E-
Exhibit "C"
CERTIFICATE OF ELECTION PURSUANT TO SECTION
148(f)(4)(C)
OF THE INTERNAL REVENUE CODE OF 1986
I, the undersigned, being the duly authorized representative of the City of Georgetown, Texas
(the "Issuer") hereby state that the Issuer elects the provisions of section 148(f)(4)(C) of the Internal
Revenue Code of 1986 (the "Code"), relating to the exception to arbitrage rebate for temporary
investments, as more specifically designated below, with respect to the Issuer's General Obligation
Bonds, Series 2005A (the "Bonds") which are being issued on the date of delivery of the Bonds in a face
amount equal to $7,100,000. The CUSIP Number for the Bonds is stated on the Form 8038-G filed
in connection with the Bonds. The Issuer intends to take action to comply with the two-year temporary
investments exception to rebate afforded construction Bonds under section 148(f)(4)(C) of the Code.
Capitalized terms have the same meaning as defined in the Federal Tax Certificate.
El1. PENALTY ELECTION. In the event that the Issuer should fail to expend the
"available construction proceeds" of the Bonds in accordance with the provisions of section
148(f)(4)(C) of the Code, the Issuer elects, in lieu of rebate, the penalty provisions of section
148(f)(4)(C)(vii)(I) of the Code.
E 2. RESERVE FUND ELECTION. The Issuer elects to exclude from "available
construction proceeds," within the meaning of section 148(f)(4)(C)(vi) of the Code, of the Bonds,
earnings on the Reserve Fund in accordance with section 148(f)(4)(C)(vi)(IV) of the Code.
3. MULTIPURPOSE ELECTION. The Issuer elects to treat that portion ofthe Bonds
the proceeds of which are to be used for the payment of expenditures for construction, reconstruction
or rehabilitation of the Projects, as defined in the instrument authorizing the issuance of the Bonds, in
an amount which is currently expected to be equal to $ as a separate issue in accordance
with the provisions of section 148(f)(4)(C)(v)(II) of the Cade. (Nate: This election is not necessary
unless less than 75 percent of the proceeds of the Bonds will be used for construction,
reconstruction or renovation.)
4. ACTUAL FACTS. Forpurposes of determining compliance with section 148(f)(c)
PoTithe Code (other than qualification of the Bonds as a qualified construction issue), the Issuer elects
to use actual facts rather than reasonable expectations.
5. NO ELECTION.
The Issuer understands that the elections which are adopted as evidenced by the check in the box
adjacent to the applicable provision are irrevocable. Further, the Issuer understands that qualification
of the Bonds for eligibility for the exclusion from the rebate requirement set forth in section 148(f) of
the Code is based on subsequent events and is unaffected by the Issuer's expectations of such events
as of the date of delivery of the Bonds. Accordin lv, while failure to execute this certificate and to
designate the intended election does not preclude Qualification it would preclude the Issuer from
the relief afforded by such electron.
Mayor, G) ry Nelon `
City o eorgetown, Texas
113 E. 8th Street
Georgetown, Texas 78627
Employer I.D. Number: 74-6000974
f
FEDERAL TAX CERTIFICATE
1. In General.
1.1. The undersigned is the Mayor of the City of Georgetown, Texas (the "Issuer") -
1.2. This Certificate is executed for the purpose of establishing the reasonable expectations
of the Issuer as to future events regarding the Issuer's General Obligation Bonds, Series 2005A (the
"Bonds"). The Bonds are being issued pursuant to an Ordinance of the Issuer (the "Ordinance")
adopted on the date of sale of the Bonds. The Ordinance is incorporated herein by reference.
1.3 . To the best of the undersigned's knowledge, information and belief, the expectations
contained in this Certificate are reasonable.
1.4. The undersigned is an officer of the Issuer delegated with the responsibility of issuing
and delivering the Bonds.
1.5. The undersigned is not aware of any facts or circumstances that would cause him to
question the accuracy of the representations made by SAMCO Capital Markets, Inc. (the
"Underwriter") in Section 6.
2. The Purpose of the Bonds of Obligation and Useful Lives of Protects.
2.1. The Bonds are being issued pursuant to the Ordinance (a) to pay for the costs of
issuing the Bonds, and (b) to construct, improve and a new library (collectively, the "Project").
2.2. The Issuer expects that the aggregate useful lives of the Projects exceed 30 years from
the later of the date the Projects are placed in service or the date on which the Bonds are issued.
2.3. All earnings, such as interest and dividends, received from the investment of the
proceeds of the Bonds during the period of acquisition and construction of the Projects and not used
to pay interest on the Bonds, will be used to pay the costs of the Projects, unless required to be rebated
and paid to the United States in accordance with section 148(f) of the Internal Revenue Code of 1986
(the "Code"). The proceeds of the Bonds, together with any investment earnings thereon, are expected
not to exceed the amount necessary for the governmental purpose of the Bonds. The Issuer expects
that no disposition proceeds will arise in connection with the Projects or the Bonds.
3. Expenditure of Certificate Proceeds and Use of Projects.
3.1. The Issuer will incur, within six (6) months after the date of issue of the Bonds, a
binding obligation to commence the Projects, either by entering into contracts for the construction of
the Projects or by entering into contracts for architectural or engineering services for such Projects,
or contracts for the development, purchase of construction materials, or purchase of equipment, for
the Projects, with the amount to be paid under such contracts to be in excess of five percent (5%) of
the proceeds which are estimated to be used for the cost of the Projects.
3.2. After entering into binding obligations, work on such Projects will proceed promptly
with due diligence to completion.
CITY OF GEORGETOWN, TEXAS
By: