HomeMy WebLinkAboutORD 84-09 - Issuance of Interestr�z
CERTIFICATE FOR ORDINANCE
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
CITY OF GEORGETOWN
We, the undersigned officers of said City, hereby certify
as follows:
1. The City Council of said City convened in SPECIAL
MEETING ON THE 31ST DAY OF JANUARY, 1984, at the City Hall,
and the roll was called of the duly constituted officers and
members of said City Council, to -wit:.
John C. Doerfler, Mayor Carl Doering
Pat Caballero, City Secretary Dr. E. C. Girvin
W. C. Shell Marvin Lackey
Bill Connor
and all of said persons were present, except the following
absentees: _ None
thus constituting a quorum. Whereupon, among other business,
the following was transacted at said Meeting: a written
ORDINANCE AUTHORIZING THE ISSUANCE OF INTEREST BEARING
CERTIFICATES OF OBLIGATION
was duly introduced for the consideration of said City Council
and read in full. It was then duly moved and seconded that
said Ordinance be passed; and, after due discussion, said
motion carrying with it the passage of said Ordinance,
prevailed and carried by the following vote:
AYES: All members of said City Council shown
present above voted "Aye".
NOES: None.
2. That a true, full and correct copy of the aforesaid
Ordinance passed at the Meeting described in the above and
foregoing paragraph is attached to and follows this Certifi-
cate; that said Ordinance has been duly recorded in said City
Council's minutes of said Meeting; that the above and
foregoing paragraph is a true, full and correct excerpt from
said City Council's minutes of said Meeting pertaining to the
passage of said Ordinance; that the persons named in the above
and foregoing paragraph are the duly chosen, qualified and
acting officers and members of said City Council as indicated
therein; that each of the officers and members of said City
Council was duly and sufficiently notified officially and
personally, in advance, of the time, place and purpose of the
aforesaid Meeting, and that said Ordinance would be introduced
and considered for passage at said Meeting, and each of said
officers and members consented, in advance, to the holding of
said Meeting for such purpose, and that said Meeting was open
to the public and public notice of the time, place and purpose
of said meeting was given, all as required by Vernon's Ann.
Civ. St. Article 6252-17.
3. That the Mayor of said City has approved and hereby
approves the aforesaid Ordinance; that the Mayor and the City
Secretary of said City have duly signed said Ordinance; and
that the Mayor and the City Secretary of said City hereby
declare that their signing of this Certificate shall
constitute the signing of the attached and following copy of
said Ordinance for all purposes.
SIGNED AND SEALED the 31st day of January, 1984.
City Secretary
SEAL
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Ma
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ORDINANCE
AUTHORIZING THE ISSUANCE OF INTEREST
BEARING CERTIFICATES OF OBLIGATION
THE STATE OF TEXAS §
COUNTY OF WILLIAMSON §
CITY OF GEORGETOWN §
WHEREAS, the City Council deems it advisable to issue
Certificates of Obligation in the amount of $300,000 for the
purpose of paying, in whole or in part, contractual obliga-
tions for purchase of right-of-way for streets; to -wit:.
Leander Road and Lakeway Drive, and to pay all or a portion of
the engineering, legal and fiscal fees in connection with this
project; and
WHEREAS, the Certificates of Obligation hereinafter
authorized and designated are to be issued and delivered for
cash pursuant to Article 2368a.1, V.A.T.C.S.; and
WHEREAS, the City Council has heretofore, on the 8th day
of November, 1983, passed an ordinance authorizing and direct-
ing the city secretary to give notice of intention to issue
Certificates of Obligation; and
WHEREAS, said notice has been duly published in the
Williamson County Sun, a newspaper of general circulation in
said City, in its issues of January 15, 1984 and January 22,
1984; and
WHEREAS, the City received no petition from the qualified
electors of the City protesting the issuance of such Certifi-
cates of Obligation.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
GEORGETOWN:
Section 1. AMOUNT AND PURPOSE OF THE CERTIFICATES OF
OBLIGATION. The certificate of obligation or certificates of
obligation of the City of Georgetown (the "Issuer") are hereby
authorized to be issued and delivered in the aggregate princi-
pal amount of $300,000, for the purchase of right-of-way for
streets; to -wit: Leander Road and Lakeway Drive, and to pay
all or a portion of the engineering, legal and fiscal fees in
connection with this project.
Section 2. DESIGNATION OF THE CERTIFICATES OF OBLIGA-
TION. Each certificate of obligation issued pursuant to this
Ordinance shall be designated: "CITY OF GEORGETOWN, TEXAS
CERTIFICATE OF OBLIGATION, SERIES. 1984", and initially there
shall be issued, sold, and delivered hereunder a single fully
registered certificate of obligation, without interest cou-
pons, payable in installments of principal (the "Initial
Certificate of Obligation"), but the Initial Certificate of
Obligation may be assigned and transferred and/or converted
into and exchanged for a like aggregate principal amount of
fully registered certificates of obligation, without interest
coupons, having serial maturities, and in the denomination or
denominations of $5,000 or any integral multiple of $5,000,
all in the manner hereinafter provided. The term "Certif-
icates of Obligation" as used in this -Ordinance shall mean and
include collectively the Initial Certificate of Obligation and
all substitute certificates of obligation exchanged therefor,
as well as all other substitute'certificates of obligation and
replacement certificates of obligation issued pursuant hereto,
and the term "Certificate of Obligation" shall mean any of the
Certificates of Obligation.
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Section 3. INITIAL DATE, DENOMINATION, NUMBER, MATURI-
TIES, INITIAL REGISTERED OWNER, AND CHARACTERISTICS OF THE
INITIAL CERTIFICATE OF OBLIGATION. (a) The Initial Certifi-
cate of Obligation is hereby authorized to be issued, sold,
and delivered hereunder as a single fully registered Certifi-
cate of Obligation, without interest coupons, dated January 1,
1984, in the denomination and aggregate principal amount of
$300,000, numbered R-1, payable in annual installments of
principal to the initial registered owner thereof, to -wit:
Citizens State Bank, Georgetown, Texas
or to the registered assignee or assignees of said Certificate
of Obligation or any portion or portions thereof (in each
case, the "registered owner"), with the annual installments of
principal of the Initial Certificate of Obligation to be
payable on the dates, respectively, and in the principal
amounts, respectively, stated in the FORM OF INITIAL CERTIFI-
CATE OF OBLIGATION set forth in this Ordinance.
(b) The Initial Certificate of Obligation (i) may be
prepaid or redeemed prior to the respective scheduled due.
dates of installments of principal thereof, (ii) may be
assigned and transferred, (iii) may be converted and exchanged
for other Certificates of Obligation, (iv) shall have the
characteristics, and (v) shall be signed and sealed, and the
principal of and interest on the Initial Certificate of
Obligation shall be payable, all as provided, and in the
manner required or indicated, in the FORM OF INITIAL CERTIFI-
CATE OF OBLIGATION set forth in this Ordinance.
Section 4. INTEREST. The unpaid principal balance of
the Initial Certificate of Obligation shall bear interest from
the date of the Initial Certificate of Obligation to the
respective scheduled due dates, or to the respective dates of
prepayment or redemption, of the installments of principal of
the Initial Certificate of Obligation, and said interest shall
be payable, all in the manner provided and at the rates and on
the dates stated in the FORM OF INITIAL CERTIFICATE OF OBLIGA-
TION set forth in this Ordinance.
Section 5. FORM OF INITIAL CERTIFICATE OF OBLIGATION.
The form of the Initial Certificate of Obligation, including
the form of Registration Certificate of the Comptroller of
Public Accounts of the State of Texas to be endorsed on the
Initial Certificate of Obligation, shall be substantially as
follows:
NO. R-1
FORM OF INITIAL CERTIFICATE OF OBLIGATION
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTY OF WILLIAMSON
CITY OF GEORGETOWN, TEXAS
CERTIFICATE OF OBLIGATION
SERIES 1984
$300,000
THE CITY OF GEORGETOWN, TEXAS (the "Issuer"), being a
political subdivision of the State of Texas, hereby promises
to pay to
Citizens State Bank, Georgetown, Texas
or to the registered assignee or assignees of this Certificate
of Obligation or any portion or portions hereof (in each case,
the "registered owner") the aggregate principal amount of
THREE HUNDRED THOUSAND DOLLARS
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in annual installments of principal due and payable on June 1
in each of the years, and in the respective principal amounts,
as set forth in the following schedule:
YEARS AMOUNTS
1986
$15,000
1987
25,000
1988
25,000
1989
25,000
1990
30,000
1991
30,000
1992
30,000
1993
40,000
1994
40,000
1995
40,000
and to pay interest, from the date of this Certificate of
Obligation hereinafter stated, on the balance of each such
installment of principal, respectively, from time to time
remaining unpaid, at the rates as follows:
8.50 / per annum on the above installment of
principal due and payable on June 1, 1986;
8.50 / per annum on the above installment of
principal due and payable on June.1, 1987;
8.50 % per annum on the above installment of
principal due and payable on June 1, 1988;
8.50 / per annum on the above installment of
principal due and payable on June 1, 1989;
8. 50 % per annum on the above installment of
principal due and payable on June 1, 1990;
9.40 % per annum on the above installment of
principal due and payable on June 1, 1991;
9.40 % per annum on the above installment of
principal due and payable on June 1, 1992;
9.40 % per annum on the above installment of
principal due and payable on June 1, 1993;
9.40 % per annum on the above installment of
principal due and payable on June 1, 1994;
940% per annum on the above installment of
principal due and payable on June 1, 1995;
with said interest being payable on December 1, 1984, and
semiannually on each June 1 and December l thereafter while
this Certificate of Obligation or any portion hereof is
outstanding and unpaid.
THE INSTALLMENTS OF PRINCIPAL OF AND THE INTEREST ON this
Certificate of Obligation are payable in lawful money of the
United States of America, without exchange or collection
charges. The installments of principal and the interest on
this Certificate of Obligation are payable to. the registered
owner hereof through the services of First City National Bank
of Austin, Austin, Texas, which is the "Paying Agent/Regis-
trar" for this Certificate of Obligation. Payment of all
principal of and interest on this Certificate of Obligation
shall be made by the Paying Agent/Registrar to the registered
owner hereof on each principal and/or interest payment date by
check or draft, dated as of such date, drawn by the Paying
Agent/Registrar on, and payable solely from, funds of the
Issuer required by the ordinance authorizing the issuance of
this Certificate of Obligation (the "Certificate of Obligation
Ordinance") to be on deposit with the Paying Agent/Registrar
for such purpose as hereinafter provided; and such check or
draft shall be sent by the Paying Agent/Registrar by United
States mail, first-class postage prepaid, on each such princi-
pal and,lor interest payment date, to the registered owner
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hereof, at the address of the registered owner, as it appeared
on the last business day of the month next preceding each such
date (the "Record Date") on the Registration Books kept by the
Paying Agent/Registrar, as hereinafter described. The Issuer
covenants with the registered owner of this Certificate of
Obligation that on or before each principal and/or interest
payment date for this Certificate of Obligation it will make
available to the Paying Agent/Registrar, from the "Interest
and Sinking Fund" created by the Certificate of Obligation
Ordinance, the amounts required to provide for the payment, in
immediately available funds, of all principal of and interest
on this Certificate of Obligation, when due.
IF THE DATE for the payment of the principal of or inter-
est on this Certificate of Obligation shall be a Saturday,
Sunday, a legal holiday, or a day on which banking institu-
tions in the City where the Paying Agent/Registrar is located
are authorized by law or executive order to close, then the
date for such payment shall be the next succeeding day which
is not such a Saturday, Sunday, legal holiday, or day on which
banking institutions are authorized to close; and payment on
such date shall have the same force and effect as if made on
the original date payment was due.
THIS CERTIFICATE OF OBLIGATION has been authorized in
accordance with the Constitution and laws of the State of
Texas for the purchase of right-of-way for. streets; to -wit:
Leander Road and Lakeway Drive, and to pay all or a portion of
the engineering, legal and fiscal fees in connection with this
project.
ON JUNE 1, 1986, or. on the 1st day of each month there-
after, the principal of this Certificate of Obligation may be
prepaid or redeemed prior to its scheduled due date, at the
option of the Issuer, with funds derived from any available
source, as a whole, or in part, and, if in part, the particu-
lar portion of this Certificate of Obligation to be prepaid or
redeemed shall be selected and designated by the Issuer (pro-
vided that a portion of this Certificate of Obligation may be
redeemed only in an integral multiple of $5,000), at the
prepayment or redemption price of the principal amount there-
of, plus accrued interest to the date fixed for prepayment or.
redemption. At least 20 days prior to the date fixed for any
redemption of Certificates of Obligation prior to maturity a
written notice of such redemption shall be given by the Issuer
to the Paying Agent/Registrar, and the Paying Agent/Registrar
shall send a copy of such notice by United States mail,
first-class postage prepaid, not less than 15 days prior to
the date fixed for any such redemption, to the registered
owner of each Certificate of Obligation to be redeemed at its
address as it appeared on the 20th day prior to such redemp-
tion date; provided, however, that the failure to send, mail,
or receive such notice, or any defect therein or in the
sending or mailing thereof, shall not affect the validity or
effectiveness of the proceedings for the redemption of any
Certificate of Obligation, and it is hereby specifically
provided that the giving of notice by the Issuer to the Paying
Agent/Registrar as required above shall be the only notice
actually required in connection with or as a prerequisite to
the redemption of any Certificates of Obligation. 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 of Obligation which are
to be so redeemed, plus accrued interest thereon to the date
fixed for redemption. If such written notice of redemption is
given to the Paying Agent/Registrar and if due provision for
such payment is made, all as provided above, the Certificates
of Otligation which are to be so redeemed thereby automatic-
ally shall be treated as redeemed prior to their scheduled
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maturities, and they shall not bear interest after the date
fixed for redemption, and they shall not be regarded as being
outstanding except for the right of the registered owner, to
receive the redemption price plus accrued interest from the
Paying Agent/Registrar out of the funds provided for such
payment.
THIS CERTIFICATE OF OBLIGATION, to the extent of the
unpaid or unredeemed principal balance hereof, or any unpaid
and unredeemed portion hereof in any integral multiple of
$5,000, may be assigned by the initial registered owner hereof
and shall be transferred only in the Registration Books of the
Issuer kept by the Paying Agent/Registrar acting in the
capacity of registrar for this Certificate of Obligation, upon
the terms and conditions set forth in the Certificate of
Obligation Ordinance. Among other requirements for such
transfer, this Certificate of Obligation must be presented and
surrendered to the Paying Agent/Registrar for cancellation,
together with proper instruments of assignment, in form and
with guarantee of signatures satisfactory to the Paying
Agent/Registrar, evidencing assignment by the initial regis-
tered owner of this Certificate of Obligation, 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
of Obligation or any such portion or portions hereof is or are
to be transferred and registered. Any instrument or instru-
ments of assignment satisfactory to the Paying Agent/Registrar
may be used to evidence the assignment of this Certificate of
Obligation or any such portion or portions hereof by the
initial registered owner hereof. A new certificate of obliga-
tion or certificates of obligation payable to such assignee or
assignees (which then will be the new registered owner or
owners of such new certificate of obligation or certificates
of obligation) or to the initial registered owner as to any
portion of this Certificate of Obligation which is not being
assigned and transferred by the initial registered owner,
shall be delivered by the Paying Agent/Registrar in conversion
of and exchange for this Certificate of Obligation or any
portion or portions hereof, but solely in the form and manner
as provided in the next paragraph hereof for the conversion
and exchange of this Certificate of Obligation or any portion
hereof. The registered owner of this Certificate of Obliga-
tion shall be deemed and treated by the Issuer and the Paying
Agent/Registrar as the absolute owner hereof for all purposes,
including payment and discharge of liability upon this Certif-
icate of Obligation to the extent of such payment, and the
Issuer and the Paying Agent/Registrar shall not be affected by
any notice to the contrary.
AS PROVIDED above and in the Certificate of Obligation
Ordinance, this Certificate of Obligation, to the extent of
the unpaid or unredeemed principal balance hereof, may be con-
verted into and exchanged for a like aggregate principal
amount of fully registered certificates of obligation, without
interest coupons, payable to the assignee or assignees duly
designated in writing by the initial registered owner hereof,
or to the initial registered owner as•to any portion of this
Certificate of Obligation which is not being assigned and
transferred by the initial registered owner, in any denomina-
tion or denominations in any integral multiple .of $5,000
(subject to the requirement hereinafter stated that each
substitute certificate of obligation issued in exchange for
any portion of this Certificate of Obligation shall have a
single stated principal maturity date), upon surrender of this
Certificate of Obligation to the Paying Agent/Registrar for
cancellation, all in accordance with the form and procedures
set forth in the Certificate of Obligation Ordinance. If this
Certificate of Obligation or any portion hereof is assigned
and transferred or converted each certificate of obligation
5
issued in exchange for any portion hereof shall have a single
stated principal maturity date corresponding to the due date
of the installment of principal of this Certificate of
Obligation or portion hereof for which the substitute
certificate of obligation is being exchanged, and shall bear
interest at the rate applicable to •and borne by such
installment of principal or portion thereof. Such
certificates of obligation, respectively, shall be subject to
redemption prior to maturity on the same dates and for the
same prices as the corresponding installment of principal of
this Certificate of Obligation or portion hereof for which
they are being exchanged. No such certificate of obligation
shall be payable in installments, but shall have only one
stated principal maturity date. AS PROVIDED IN THE
CERTIFICATE OF OBLIGATION ORDINANCE, THIS CERTIFICATE OF
OBLIGATION IN ITS PRESENT FORM MAY BE ASSIGNED AND TRANSFERRED
OR CONVERTED ONCE ONLY, and to one or more assignees, but the
certificates of obligation issued and delivered in exchange
for this Certificate of Obligation or any portion hereof may
be assigned, transferred and converted, subsequently, as
provided in the Certificate of Obligation Ordinance. The
Issuer shall pay the Paying Agent/Registrar's standard or
customary fees and charges for transferring, converting, and
exchanging this Certificate of Obligation or any portion
thereof, but the one requesting such transfer, conversion, and
exchange shall pay any taxes or governmental charges required
to be paid with respect thereto. The Paying Agent/Registrar
shall not be required to make any such assignment, conversion,
or exchange (i) during the period commencing with the close of
business on any Record Date and ending with the opening of
business on the next following principal or interest payment
date, or, (ii) with respect to any Certificate of Obligation
or portion thereof called for prepayment or redemption prior
to maturity, within 20 days prior to its prepayment or redemp-
tion date.
IN THE EVENT any Paying Agent/Registrar for -this Certif-
icate of Obligation is changed by the Issuer, resigns, or
otherwise ceases to act as such, the Issuer has covenanted in
the Certificate of Obligation Ordinance that it promptly will
appoint a competent and legally qualified substitute therefor,
and promptly will cause written notice thereof to be mailed to
the registered owner of this Certificate of Obligation.
IT IS HEREBY certified, recited, and covenanted that this
Certificate of Obligation has been duly and validly
authorized, issued, sold, and delivered; that all acts,
conditions, and things required or proper to be performed,
exist, and be done precedent to or in the authorization,
issuance, and delivery of this Certificate of Obligation have
been performed, existed, and been done in accordance with law;
that this Certificate of Obligation is a general obligation of
the Issuer, issued on the full faith and credit thereof; and
that ad valorem taxes sufficient to provide for the payment of
the interest on and principal of this Certificate of
Obligation, as such interest and principal come due, have been
levied and ordered to be levied against all taxable' property
in the Issuer, and have been pledged for such payment, within
the limit prescribed by law.
BY BECOMING the registered owner of this Certificate of
Obligation, the registered owner thereby acknowledges all of
the terms and provisions of the Certificate of Obligation
Ordinance, agrees to be bound by such terms and provisions,
acknowledges that the Certificate of Obligation Ordinance is
duly recorded and available for inspection in the official
minutes and records of the governing body of the Issuer, and
agrees that the terms and provisions of this Certificate of
Obligation and the Certificate of Obligation Ordinance
E
constitute a contract between the registered owner hereof and
the Issuer.
IN WITNESS WHEREOF, the Issuer has caused this Certifi-
cate of Obligation to be signed with the manual signature of
the Mayor of the Issuer, countersigned with the manual signa-
ture of the City Secretary of the Issuer, and has caused the
official seal of the Issuer to be duly impressed on this
Certificate of Obligation to be dated January 1, 1984.
xxxxx
City Secretary
CITY SEAL
Mayor
FORM OF REGISTRATION -CERTIFICATE OF THE
COMPTROLLER OF PUBLIC ACCOUNTS:
COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO.
I hereby certify that this Certificate of Obligation has
been examined, certified as to validity, and approved by the
Attorney General of the State of Texas, and that this Certifi-
cate of Obligation has been registered by the Comptroller of
Public Accounts of the State of Texas.
Witness my signature and seal this
xxxxxxxx
Comptroller of Public Accounts
of the State of Texas
(COMPTROLLER'S SEAL)
Section 6. ADDITIONAL CHARACTERISTICS OF THE CERTIF-
ICATES OF OBLIGATION. Registration and Transfer. (a) The
Issuer shall keep or cause to be kept at the principal cor-
porate trust office of First City National Bank of Austin,
Austin, Texas (the 'Paying Agent/Registrar") books or records
of the registration and transfer of the Certificates of
Obligation (the "Registration Books"), and the Issuer hereby
appoints the Paying Agent/Registrar as its registrar and
transfer agent to keep such books or records and make such
transfers and registrations under such reasonable regulations
as the Issuer and Paying Agent/Registrar may prescribe; and
the Paying Agent/Registrar shall make such transfers and
registrations as herein provided. The Paying Agent/Registrar
shall obtain and record in 'the Registration Books the address
of the registered owner of each Certificate of Obligation to
which payments with respect to the Certificates of Obligation
shall be mailed, as herein provided; but it shall be the duty
of each registered owner to notify the Paying Agent/Registrar
in writing of the address to which payments shall be mailed,
and such interest payments shall not be mailed unless such
notice has been given. The Issuer shall have the right to
inspect the Registration Books during regular business hours
of the Paying Agent/Registrar, but otherwise the Paying
Agent/Registrar shall keep the Registration Books confidential
and, unless otherwise required by law, shall not• permit their
inspection by any other entity. Registration of each Certif-
icate of Obligation may be transferred in the Registration
Books only upon presentation and surrender of such Certificate
of Obligation to the Paying Agent/Registrar for transfer of
registration and cancellation, together with proper written
instruments of assignment, in form and with guarantee of
signatures satisfactory to the Paying Agent/Registrar, (i)
evidencing the assignment of the.Certificate of Obligation, or
any portion thereof in any integral multiple of $5,000, to the
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assignee or assignees thereof, and (ii) the right of such
assignee or assignees to have the Certificate of Obligation or
any such portion thereof registered in the name of such
assignee or assignees. Upon the assignment and transfer of
any Certificate of Obligation or any portion thereof, a new
substitute Certificate of Obligation or Certificates of
Obligation shall be issued in conversion and exchange therefor
in the manner herein provided. The Initial Certificate of
Obligation, to the extent of the unpaid or unredeemed princi-
pal balance thereof, may be assigned and transferred by the
initial registered owner thereof once only, and to one or more
assignees designated in writing by the initial registered
owner thereof. All Certificates of Obligation issued and de-
livered in conversion of and exchange for the Initial Certif-
icate of Obligation shall be in any denomination or denomina-
tions of any integral multiple of $5,000 (subject to the
requirement hereinafter stated that each substitute Certif-
icate of Obligation shall have a single stated principal
maturity date), shall be in the form prescribed in the FORM OF
SUBSTITUTE CERTIFICATE OF OBLIGATION set forth in this
Ordinance, and shall have the characteristics, and may be
assigned, transferred, and converted as hereinafter provided.
If the Initial Certificate of Obligation or any portion
thereof is assigned and transferred or converted the Initial
Certificate of Obligation must be surrendered to the Paying
Agent/Registrar for cancellation, and each Certificate of
Obligation issued in exchange for any portion of the Initial
Certificate of Obligation shall have a single stated principal
maturity date, and shall not be payable in installments; and
each such Certificate of Obligation shall have a principal
maturity date corresponding to the due date of the installment
of principal or portion thereof for which the substitute
Certificate of Obligation is be i ng. exchanged; and each such
Certificate of Obligation shall bear interest at the single
rate applicable to and borne by such installment of principal
or portion thereof for which it is being exchanged. If only a
portion of the Initial Certificate of Obligation is assigned
and transferred, there shall be delivered to and registered in
the name of the initial registered owner substitute
Certificates of Obligation in exchange for the unassigned
balance of the Initial Certificate of Obligation in the same
manner as if the initial registered owner were the assignee
thereof. If any Certificate of Obligation .or portion thereof
other than the Initial Certificate of Obligation is assigned
and transferred or converted each Certificate of Obligation
issued in exchange therefor shall have the same principal
maturity date and bear interest at the same rate as the
Certificate of Obligation for which it is exchanged. A form
of assignment shall be printed or endorsed on each Certificate
of Obligation, excepting the Initial Certificate of
Obligation, which shall be executed by the registered owner or
its duly authorized attorney or representative to evidence an
assignment thereof. Upon surrender of any Certificates of
Obligation or any portion or portions thereof for transfer of
registration, an authorized representative of the Paying
Agent/Registrar shall make such transfer in the Registration
Books, and shall deliver a new fully registered substitute
Certificate of Obligation or Certificates of Obligation,
having the characteristics herein described, payable to such
assignee or assignees (which then will be the registered owner
or owners of such new Certificate of Obligation or
Certificates of Obligation), or to the previous registered
owner in case only a portion of a Certificate of Obligation is
being assigned and transferred, all in conversion of and
exchange for said assigned Certificate of. Obligation or
Certificates of Obligation or any portion or portions thereof,
in the same form and manner, and with the same effect, as
provided in Section 6(d), below, for the conversion and
exchange of Cert:Ef.icates of Obligation by any registered owner
of a Certificate of Obligation. The Issuer shall pay the
Paying Agent/Registrar's standard or customary fees and
charges for making such transfer and delivery of a substitute
Certificate of Obligation or Certificates of Obligation, but
the one requesting such transfer shall pay any taxes or other
governmental charges required to be paid with respect thereto.
The Paying Agent/Registrar shall not be required to make
transfers of registration of any Certificate of Obligation or
any portion thereof (i) during the period commencing with the
close of business on any Record Date and ending with the
opening of business on the next following principal or
interest payment date, or, (ii) with respect to any
Certificate of Obligation or any portion thereof called for
redemption prior to maturity, within 45 days prior to its
redemption date.
(b) Ownership of Certificates of Obligation. The entity
in whose name any Certificate of Obligation shall be
registered in the Registration Books at any time shall be
deemed and treated as the absolute owner thereof for all
purposes of this Ordinance, whether or not such Certificate of
Obligation shall be overdue, and the Issuer and the Payin
Agent/Registrar shall not be affected by any notice to th
contrary; and payment of, or on account of, the principal of
premium, if any, and interest on any such Certificate o
Obligation shall be made only to such registered owner. Al
such payments shall be valid and effectual to satisfy an
discharge the liability upon such Certificate of Obligation t
the extent of the sum or sums so paid.
(c) Payment of Certificates of Obligation and Interes .
The Issuer hereby further appoints the Paying Agent/Registr r
to act as the paying agent for paying the principal of a d
interest on the Certificates of Obligation, and to act as i s
agent to convert and exchange or replace Certificates f
Obligation, all as provided in .this Ordinance. The Payi g
Agent/Registrar shall keep proper records of all payments ma e
by the Issuer and the Paying Agent/Registrar with respect o
the Certificates of Obligation, and of all conversions a d
exchanges of Certificates of Obligation, and all replacemen s
of Certificates of Obligation, as provided in this Ordinance.
(d) Conversion and Exchange or Replacement; Authen i -
cation. Each Certificate of Obligation issued and delive ed
pursuant to this Ordinance, to the extent of the unpaid or
unredeemed principal balance or principal amount thereof, m y,
upon surrender of such Certificate of Obligation at he
principal corporate trust office of the Pay ng
Agent/Registrar, together with a written request therefor d ly
executed by the registered owner or the assignee or assign es
thereof, or its or their duly authorized attorneys or
representatives, with guarantee of signatures satisfactory to
the Paying Agent/Registrar, may, at the option of the re s-
tered owner or such assignee or assignees, as appropriate, be
converted into and exchanged for fully registered certific tes
of obligation, without interest coupons, in the orm
prescribed in the FORM OF SUBSTITUTE CERTIFICATE OF OBLIGA ION
set forth in this Ordinance, in the denomination of.$5,000 or
any integral multiple of $5,000 (subject to the require ent
hereinafter stated that each substitute Certificate of
Obligation shall have a single stated maturity date), as re-
quested in writing by such registered owner' or such assi nee
or assignees, in an aggregate principal amount equal to the
unpaid or unredeemed principal balance or principal amoun of
any Certificate of Obligation or Certificates of Obligati n so
surrendered, and payable to the appropriate registered o ner,
assignee, or assignees, as the case may be. If the In tial
Certificate of Obligation is assigned and transferre or
converted each substitute Certificate of Obligation issu d in
;Z0 L
exchange for any portion of the Initial Certificate of
Obligation shall have a single stated principal maturity date,
and shall not be payable in installments; and each such
Certificate of Obligation shall have a principal maturity date
corresponding to the due date of the installment of principal
or portion thereof for which the substitute Certificate of
Obligation is being exchanged; and each such Certificate of
Obligation shall bear interest at the single rate applicable
to and borne by such installment of principal or portion
thereof for which it is being exchanged. If a portion of any
Certificate of Obligation (other than the Initial Certificate
of Obligation) shall be redeemed prior to its scheduled
maturity as provided herein, a substitute Certificate of
Obligation or Certificates of Obligation having the same
maturity date, bearing interest at the same rate, in the
denomination or denominations of any integral multiple -of
$5,000 at the request of the registered owner, and in
aggregate principal amount equal to the unredeemed portion
thereof, will be issued to the registered owner upon surrender
thereof for cancellation. If any Certificate of Obligation or
portion thereof (other than the Initial Certificate of
Obligation) is assigned and transferred or converted, each
Certificate of Obligation issued in exchange therefor shall
have the same principal maturity date and bear interest at the
same rate as the Certificate of Obligation for which it is
being exchanged. Each substitute Certificate of Obligation
shall bear a letter and/or number to distinguish it from each
other Certificate of Obligation. The Paying Agent/Registrar
shall convert and exchange or replace Certificates of
Obligation as provided herein, and each fully registered
certificate of obligation delivered in conversion of and
exchange for or replacement of any Certificate of Obligation
or portion thereof as permitted or required by any provision
of this Ordinance shall constitute one of the Certificates of
Obligation for all purposes of this Ordinance, and may again
be converted and exchanged or replaced. It is specifically
provided that any Certificate of Obligation authenticated in
conversion of and exchange for or replacement of another
Certificate of Obligation on or prior to the first scheduled
Record Date for the Initial Certificate of Obligation shall
bear interest from the date of the Initial Certificate of
Obligation, but each substitute Certificate of Obligation so
authenticated after such first scheduled Record Date shall
bear interest from the interest payment date next preceding
the date on which such substitute Certificate of Obligation
was so authenticated, unless such Certificate of Obligation is
authenticated after any Record Date but on or before the next
following interest payment date, in which case it shall bear
interest from such next following interest payment date;
provided, however, that if at the time of delivery of any
substitute Certificate of Obligation the interest on the
Certificate of Obligation for which it is being exchanged is
due but has not been paid, then such Certificate of Obligation
shall bear interest from the date to which such interest has
been paid in full. THE INITIAL CERTIFICATE OF OBLIGATION
issued and delivered pursuant to this Ordinance is not
required to be, and shall not be, authenticated by the Paying
Agent/Registrar, but on each substitute Certificate of
Obligation issued in conversion of and exchange for or
replacement of any Certificate of Obligation or Certificates
of Obligation issued under this Ordinance there shall be
printed a certificate, in the form substantially as follows:
"PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
It is hereby certified that this Certificate of
Obligation has been issued under t1l:E provisions of the
Certificate of Obligaticn Ordinance described on the face of
this Certificate of Obli7ation; and that this Certificate of
.20
Obligation has been issued..in conversion•of and exchange for
or replacement of a certificate of obligation, certificates of
obligation, or a portion of a certificate of obligation or
certificates of obligation of an issue which originally was
approved by the Attorney General of the State of Texas and
registered by the Comptroller of Public Accounts of the State
of Texas.
Paying Agent/Registrar
Dated By
Authorized Representative
An authorized representative of the Paying Agent/Registrar
shall, before the delivery of any such Certificate of
Obligation, date and manually sign the above Certificate, and
no such Certificate of Obligation shall be deemed to be issued
or outstanding unless such Certificate is so executed. The
Paying Agent/Registrar promptly shall cancel all Certificates
of Obligation surrendered for conversion and exchange or
replacement. No additional ordinances, orders, or resolutions
need be passed or adopted by the governing body of the Issuer
or any other body or person so as to accomplish the foregoing
conversion and exchange or replacement of any Certificate of
Obligation or portion thereof, and the Paying Agent/Registrar
shall provide for the printing, execution, and delivery of the
substitute Certificates of Obligation in the manner prescribed
herein, and said Certificates of Obligation shall be of type
composition printed on paper with lithographed or steel
engraved borders of customary weight and strength. Pursuant
to Vernon's Ann. Tex. Civ. St. Art. 717k-6, and particularly
Section 6 thereof, the duty of conversion and exchange or
replacement of Certificates of Obligation as aforesaid is
hereby imposed upon the Paying Agent/Registrar, , and, upon the
execution of the above Paying Agent/Registrar's Authentication
Certificate, the converted and exchanged . or replaced
Certificate of Obligation shall be valid, incontestable, and
enforceable in the same manner and with the same effect as the
Initial Certificate of Obligation which originally was issued
pursuant to this Ordinance, approved by the Attorney General,
and registered by the Comptroller of Public Accounts. The
Issuer shall pay the Paying Agent/Registrar's standard or
customary fees and charges for transferring, converting, and
exchanging any Certificate of Obligation or any portion
thereof, but the one requesting any such transfer, conversion,
and exchange shall pay any taxes or governmental charges
required to be paid with respect thereto as a condition
precedent to the exercise of such privilege of.conversion and
exchange. The Paying Agent/Registrar shall not be required to
make any such conversion and exchange or replacement of
Certificates of Obligation or any portion thereof (i) during
the period commencing with the close of business on any Record
Date and ending with the opening of business on the next
following principal or interest payment date, or, (ii) with
respect to any Certificate of Obligation or portion thereof
called for redemption prior to maturity, within 45 days prior
to its redemption date.
(e) In General. All Certificates of Obligation issued
in conversion and exchange or replacement of any other
Certificate of Obligation or portion thereof, (i) shall be
issued in fully registered form, without interest coupons,
with the principal of and interest on such Certificates of
Obligation to be payable only to the registered owners
thereof, (ii) may be redeemed prior to their scheduled maturi-
ties, (iii) may be transferred and assigned, (iv) may be
converted and exchanged for other Certificates of Obligation,
(v) shall have the characteristics, (vi) shall be signed and
11
�A
sealed, and (vii) the principal of and interest on the
Certificates of Obligation shall be payable, all as provided,
and in the manner required or indicated, in the FORM OF
SUBSTITUTE CERTIFICATE OF OBLIGATION set forth in this
Ordinance.
(f) Payment of Fees and Charges. The Issuer hereby
covenants with the registered owners of the Certificates of
Obligation that it will (i) pay the standard or customary fees
and charges of the Paying Agent/Registrar for its services
with respect to the payment of the principal of and interest
on the Certificates of Obligation, when due, and (ii) pay the
fees and charges of the Paying Agent/Registrar for services
with respect to the transfer of registration of Certificates
of Obligation, and with respect to the conversion and exchange
of Certificates of Obligation solely to the extent above
provided in this Ordinance.
(g) Substitute Paying Agent/Registrar. The Issuer
covenants with the registered owners of the Certificates of
Obligation that at all times while the Certificates of
Obligation are outstanding the Issuer will provide a competent
and legally qualified bank,trust company, financial
institution, or other agency to act as and perform the
services of Paying Agent/Registrar for the Certificates of
Obligation under this Ordinance, and that the Paying
Agent/Registrar will be one entity. The Issuer reserves the
right to, and may, at its option, change the Paying
Agent/Registrar upon not less than 120 days written notice to
the Paying Agent/Registrar, to be effective not later than 60
days prior to the next principal or interest payment date
after such notice. In the event that the entity at any time
acting as Paying Agent/Registrar (or its successor by merger,
acquisition, or other method) should resign or otherwise cease
to act as such, the Issuer covenants that promptly it will
appoint a competent and legally qualified bank, trust company,
financial institution, or other agency to act as Paying
Agent/Registrar under this Ordinance. Upon any change in the
Paying Agent/Registrar, the previous Paying 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 of Obligation, to the new
Paying Agent/Registrar designated and appointed by the Issuer.
Upon any change in the Paying Agent/Registrar, the Issuer
promptly will cause a written notice thereof to be sent by the
new Paying Agent/Registrar to each registered owner of the
Certificates of Obligation, 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.
Section 7. FORM OF SUBSTITUTE CERTIFICATES OF
OBLIGATION. The form of all Certificates of Obligation issued
in conversion and exchange or replacement of any other
Certificate of Obligation or portion thereof, including the
form of Paying Agent/Registrar's Certificate to be printed on
each of such Certificates of Obligation, and the Form of
Assignment to be printed on each of the Certificates of
Obligation, shall be, respectively, substantially as follows,
with such appropriate variations, omissions, or insertions as
are permitted or required by this Ordinance.
FORM OF SUBSTITUTE CERTIFICATE OF OBLIGATION
NO.
INTEREST RATE
0
PRINCIPAL
AMOUNT
S
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTY OF WILLIAMSON
CITY OF GEORGETOWN, TEXAS
CERTIFICATE OF OBLIGATION
SERIES 1984
MATURITY DATE CUSIP NO.
I -W -7D
ON THE MATURITY DATE specified above, THE CITY OF
GEORGETOWN, TEXAS (the "Issuer"), being a political subdivi-
sion of the State of Texas, hereby promises to pay to
or to the registered assignee hereof (either being hereinafter
called the "registered owner") the principal amount of
and to pay interest thereon from January 1, 1984 with inter-
est payable on December 1, 1984 and semiannually on each June
1 and December 1 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 the
date of authentication of this Certificate' of Obligation is
later than November 15, 1984, such principal amount shall bear
interest from the interest payment date next preceding the
date of authentication, unless such date of authentication is
after any Record Date (hereinafter defined) but on or before
the next following interest payment date, in which case such
principal amount shall bear interest from such next following
interest payment date.
THE PRINCIPAL OF AND INTEREST ON this Certificate of
Obligation are payable in lawful money of the United States of
America, without exchange or collection charges. The
principal of this Certificate of Obligation shall be paid to
the registered owner hereof upon presentation and surrender of
this Certificate of Obligation at maturity or upon the date
fixed for its redemption prior to maturity, at .the principal
corporate trust office of First City National Bank of Austin,
Austin, Texas, which is the "Paying Agent/Registrar" for this
Certificate of Obligation. The payment of interest on this
Certificate of Obligation shall be made by the Paying Agent/
Registrar to the registered owner hereof on the interest
payment date by check or draft, dated as of such interest
payment date, drawn by the Paying Agent/Registrar on, and
payable solely from, funds of the Issuer required by the
ordinance authorizing the issuance of the Certificates of
Obligation (the "Certificate of Obligation Ordinance") to be
on deposit with the Paying Agent/Registrar for such purpose as
hereinafter provided; and such check or draft shall be sent by
the Paying Agent/Registrar by United States mail, first-class
postage prepaid, on each such interest payment date, to the
registered owner hereof, at the address of the registered
owner, as it appeared on the 15th day of the month next
preceding such date (the "Record Date") on the Registration
Books kept by the Paying Agent/Registrar, as hereinafter
described. Any accrued interest due upon the redemption of
this Certificate of Obligafor 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.
13
IF THE DATE for the payment of the principal of or inter-
est on this Certificate of Obligation shall be a Saturday,
Sunday, a legal holiday, or a day on which banking institu-
tions in the City where the Paying Agent/Registrar is located
are authorized by law or executive order to close, then the
date for such payment shall be the next succeeding day which
is not such a Saturday, Sunday, legal holiday, or day on which
banking institutions are authorized to close; and payment on
such date shall have the same force and effect as if made on
the original date payment was due.
THIS CERTIFICATE OF OBLIGATION has been authorized in
accordance with the Constitution and laws of the State of
Texas for the purchase of right-of-way for streets; to -wit:
Leander Road and Lakeway Drive, and to pay all or a portion of
the engineering, legal and fiscal fees in connection with this
project.
ON JUNE 1, 1986, or on the 1st day of each month
thereafter, the principal of this Certificate of Obligation
may be prepaid or redeemed prior to its scheduled due date, at
the option of the Issuer, with funds derived from any
available source, as a whole, or in part, and, if in part, the
particular portion of this Certificate of Obligation to be
prepaid or redeemed shall be selected and designated by the
Issuer (provided that a portion of this Certificate of
Obligation may be redeemed only in an integral multiple of
$5,000), at the prepayment or redemption price of the
principal amount thereof, plus accrued interest to the date
fixed for prepayment or redemption. At least 20 days prior to
the date fixed for any redemption of Certificates of
Obligation prior to maturity a written notice of such redemp-
tion shall be given by the Issuer to the Paying
Agent/Registrar, and the Paying Agent/Registrar shall send a
copy of such notice by United States Mail, first-class postage
prepaid, not less than 15 days prior to the date fixed for any
such redemption, to the registered owner of each Certificate
of Obligation to be redeemed at its address as it appeared on
the 20th day prior to such redemption date; provided, however,
that the failure to send, mail, or receive such notice, or any
defect therein or in the sending or mailing thereof, shall not
affect the validity or effectiveness of the proceedings for
the redemption of any Certificate of Obligation, and it is
hereby specifically provided that the giving of notice by the
Issuer to the Paying Agent/Registrar as required above shall
be the only notice actually required in connection with or as
a prerequisite to the redemption of any Certificates of
Obligation. 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 of Obligation which are to be so redeemed, plus
accrued interest thereon to the date fixed for redemption. If
such written notice of redemption. is given to the Paying
Agent/Registrar and if due provision for such payment is made,
all as provided above, the Certificates of Obligation which
are to be so redeemed thereby automatically shall be treated
as redeemed prior to their scheduled maturities, and they
shall not bear interest after the date fixed for redemption,
and they shall not be regarded as being outstanding except for
the right of the registered owner to receive the redemption
price plus accrued interest from the Paying Agent/Registrar
out of the funds provided for such payment.
THIS CERTIFICATE OF OBLIGATION OR ANY PORTION OR PORTIONS
HEREOF IN ANY INTEGRAL MULTIPLE OF $5,000 may be assigned and
shall betransferred only in the Registration Books of the
Issuer kept by the Faying Agent/Registrar acting in the
capacity of registrar for the Certificates of Obligation, upon
the terms and conditions set forth in the Certificate of
14
.VZ o
Obligation Ordinance. Among other requirements for such
assignment and transfer, this Certificate of Obligation must
be presented and surrendered to the Paying Agent/Registrar,
together with proper instruments of assignment, in form and
with guarantee of signatures satisfactory to the Paying
Agent/Registrar, evidencing assignment of this Certificate of
Obligation 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 of Obligation or any such portion or
portions hereof is or are to be transferred and registered.
The form of Assignment printed or endorsed on this Certificate
of Obligation shall be executed by the registered owner or its
duly authorized attorney or representative,to evidence the
assignment hereof. A new Certificate of Obligation or Certif-
icates of Obligation payable to such assignee or assignees
(which then will be the new registered owner or owners of such
new Certificate of Obligation or Certificates of Obligation),
or to the previous registered owner in the case of the assign-
ment and transfer of only a portion of this Certificate of
Obligation, may be delivered by the Paying Agent/Registrar in
conversion of and exchange for this Certificate of Obligation,
all in the form and manner as provided in the next paragraph
hereof for the conversion and exchange of other Certificates
of Obligation. The Issuer shall pay the Paying Agent/Regis-
trar's standard or customary fees and charges for making such
transfer, but the one requesting such transfer shall pay any
taxes or other governmental charges required to be paid with
respect thereto. The Paying Agent/Registrar shall not be
required to make transfers of registration of this Certificate
of Obligation or any portion hereof (i) during the period
commencing with the close of business on any Record Date and
ending with the opening of business on the next following
principal or interest payment date, or, (ii) with respect to
any Certificate of Obligation or any portion thereof called
for redemption prior to maturity, within 20 days prior to its
redemption date. The registered owner of this Certificate of
Obligation shall be deemed and treated by the Issuer and the
Paying Agent/Registrar as the absolute owner hereof for all
purposes, including payment and discharge of liability upon
this Certificate of Obligation to the extent of such payment,
and the Issuer and the Paying Agent/Registrar shall not be
affected by any notice to the contrary.
ALL CERTIFICATES OF OBLIGATION OF THIS SERIES are issu-
able solely as fully registered certificates of obligation,
without interest coupons, in the denomination of any integral
multiple of $5,000. As provided in the Certificate of Obliga-
tion Ordinance, this Certificate of Obligation, or any unre-
deemed portion hereof, may, at the request of the registered
owner or the assignee or assignees hereof, be converted into
and exchanged for a like aggregate principal amount of fully
registered Certificates of Obligation, without interest
coupons, payable to the appropriate registered owner, as-
signee, or assignees, as the case may be, having the same
maturity date, and bearing interest at the same rate, in any
denomination or denominations in any integral multiple of
$5,000 as requested in writing by the appropriate registered
owner, assignee, or assignees, as the case may be, upon sur-
render of this Certificate of Obligation to the Paying Agent/
Registrar for cancellation, all in accordance with the form
and procedures set forth in the Certificate of Obligation
Ordinance. The Issuer shall pay the Paying Agent/Registrar's
standard or customary fees and charges for transferring,
converting, and exchanging any Certificate of Obligation or
any portion thereof, but the one requesting such transfer,.
conversion, and exchange shall pay any taxes or governmental
charges required to be paid with respect thereto as a con-
dition precedent to the exercise of such privilege of conver-
sion and exchange. The Paying Agent/Registrar shall not be
15
•
required to make any such conversion and exchange (i) during
the period commencing with the close of business on any Record
Date and ending with the opening of business on the next
following principal or interest payment date, or, (ii) with
respect to any Certificate of Obligation or portion thereof
called for redemption prior to maturity, within 20 days prior
to its redemption date.
IN THE EVENT any Faying Agent/Registrar for the
Certificates of Obligation is changed by the Issuer, resigns,
or otherwise ceases to act as such, the Issuer has covenanted
in the Certificate of Obligation Ordinance that it promptly
will appoint a competent and legally qualified substitute
therefor, and promptly will cause written notice thereof to be
mailed to the registered owpers of the Certificates of
Obligation.
IT IS HEREBY certified, recited, and covenanted that this
Certificate of Obligation has been duly and validly author-
ized, 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 of Obligation have been performed, exis-
ted, and been done in accordance with law; that this Certif-
icate of Obligation is a general obligation of the Issuer,
issued on the full faith and credit thereof; and that a
valorem taxes sufficient to provide for the payment of th
interest on and principal of this Certificate of Obligation
as such interest comes due, and as such principal matures
have been levied and ordered to be levied against all taxabl
property in the Issuer, and have been pledged for such pay
ment, within the limit prescribed by law.
BY BECOMING the registered owner of this Certificate o
Obligation, the registered owner thereby acknowledges all o
the terms and provisions of the Certificate of Obligatio
Ordinance, agrees to be bound by such terms and provisions
acknowledges that the Certificate of Obligation Ordinance i
duly recorded and available for inspection in the officia
minutes and records of the governing body of the Issuer, an
agrees that the terms and provisions of this Certificate o
Obligation and the Certificate of Obligation Ordinan
constitute a contract between each registered owner hereof a
the Issuer.
IN WITNESS WHEREOF, the Issuer has caused this Certi-
icate of Obligation to be signed with the facsimile signatu e
of the Mayor of the Issuer and countersigned with the facsi -
ile signature of the City Secretary of the Issuer, and h s
caused the official seal of the Issuer to be duly impresse ,
or placed in facsimile, on this Certificate of Obligation.
xxxxx
City Secretary
CITY SEAL
Mayor
FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
It is hereby certified that this Certificate. of Oblii
tion has been issued under the provisions of the Certific+
of Obligation Ordinance described on the face of this Cert:
icate of Cbligation; and that this Certificate of Obligat;
has been issued in conversion of and exchange for or repla
ment of a certificate 'of obligation, certificates of obli
tion, or a portion of a certificate of obligation
ia-
�te
f -
on
;e-
[a -
or
-1-<10
certificates of obligation 'of an issue which originally was
approved by the Attorney General of the State of Texas and
registered by the Comptroller of Public Accounts of the State
of Texas.
Dated Paying Agent/Registrar
By.
Authorized Representative
FORM OF ASSIGNMENT:
ASSIGNMENT
For value received, the undersigned registered owner of this
Certificate of Obligation, or duly authorized representative
or attorney thereof, hereby assigns this Certificate of
Obligation to
(print or type the name and
address of the assignee and
any other relevant information)
and authorizes the Paying Agent/Registrar to transfer the
registration of this Certificate of Obligation in the
Registration Books.
Dated
Registered Owner
The signature above is hereby verified as true and genuine.
Section 8. TAX LEVY. A special Interest and Sinking
Fund (the "Interest and Sinking Fund") is hereby created
solely for the benefit of the Certificates of Obligation, and
the Interest and Sinking Fund shall be established and main-
tained by the Issuer at an official depository bank of the
Issuer. The Interest and Sinking Fund shall be kept separate
and apart from all other funds and accounts of the Issuer, and
shall be used only for paying the interest on and principal of
the Certificates of Obligation. All ad valorem taxes levied
and collected for and on account of the Certificates of
Obligation shall be deposited, as collected, to the credit of
the Interest and Sinking Fund. During each year while any of
the Certificates of Obligation or interest thereon are out-
standing and unpaid, the governing body of the. Issuer shall
compute and ascertain a rate and amount of ad valorem tax
which will be sufficient to raise and produce the money
required to pay the interest on the Certificates of Obligation
as such interest comes due, and to provide and maintain a
sinking fund adequate to pay the principal of its Certificates
of Obligation as such principal matures (but never less than
2 of the original principal amount of the Certificates of
Obligation as a sinking fund each year); and said tax shall be
based on the latest approved tax rolls of the Issuer, with
full allowance being made for tax delinquencies and the cost
of tax collection. Said rate and amount of ad valorem tax is
hereby levied, and is hereby ordered to be levied, against all
taxable property in the Issuer for each year while any of the
Certificates of Obligation or interest thereon are outstanding
and unpaid; and said tax shall be assessed and collected each
such year and deposited to the credit of the aforesaid Inter-
est and Sinking Fund. Said ad valorem taxes sufficient to
provide for the payment of the interest on and principal of
the Certificates of Obligation, as such interest comes due and
17
aia
such principal matures, are hereby pledged for such payment,
within the limit prescribed by law.
Section 9. DEFEASANCE OF CERTIFICATES OF OBLIGATION.
(a) Any Certificate of Obligation and the interest thereon
shall be deemed to be paid, retired, and no longer outstanding
(a "Defeased Certificate of Obligation") within the meaning of
this Ordinance, except to the extent provided in subsection
(d) of this Section 9, when payment of the principal of such
Certificate of Obligation, plus interest thereon to the due
date (whether such due date be by reason of maturity, upon
redemption, or otherwise) either (i) shall have been made or
caused to be made in accordance with the terms thereof
(including the giving of any required notice of redemption, or
(ii) shall have been provided for on or before such due date
by irrevocably depositing with or making available to the
Paying Agent/Registrar for such payment (1) lawful money of
the United States of America sufficient to make such payment
or (2) Government Obligations which mature as to principal and
interest in such amounts and at such times as will insure the
availability, without reinvestment, of sufficient money to
provide for such payment, and when proper arrangements have
been made by the Issuer with the Paying Agent/Registrar for
the payment of its services until all Defeased Certificates of
Obligation shall have become due and payable. At such time as
a Certificate of Obligation shall be deemed to be a Defeased
Certificate of Obligation hereunder, as. aforesaid, such
Certificate of Obligation and the interest thereon shall no
longer be secured by, payable from, or entitled to the
benefits of, the ad valorem taxes herein levied and pledged as
provided in this Ordinance, and such principal and interest
shall be payable solely from such money or Government
Obligations.
(b) Any moneys so deposited with the Paying Agent/Regis-
trar may at the written direction of the Issuer also be in-
vested in Government Obligations, maturing in the amounts and
times as hereinbefore set forth, and all income from such
Government Obligations received by the Paying Agent/Registrar
which is not required for the payment of the Certificates of
Obligation and interest thereon, with respect to which such
money has been so deposited, shall be turned over to the
Issuer, or deposited as directed in writing by the Issuer.
(c) The term "Government Obligations" as used in this
Section, shall mean direct obligations of the United States of
America, including obligations the principal of and interest
on which are unconditionally guaranteed by the United States
of America, which may be United States Treasury obligations
such as its State and Local Government Series, which may be in
book -entry form.
(d) Until all Defeased Certificates of Obligation shall
have become due and payable, the Paying Agent/Registrar shall
perform the services of Paying Agent/Registrar for such
Defeased Certificates of Obligation the same as if they had
not been defeased, and the Issuer shall make proper arrange-
ments to provide and pay for such services as required by this
Ordinance.
Section 10. DAMAGED, MUTILATED, LOST, STOLEN, OR DE-
STROYED CERTIFICATES OF OBLIGATION. (a) Replacement Certifi-
cates of Obligation. In the event. any outstanding Certificate
of Obligation is damaged, mutilated, lost, stolen, or des-
troyed, the Paying Agent/Registrar shall cause to be printed,
executed, and delivered, a new certificate of obligation of
the same principal amount, maturity, and interest rate, as the
damaged, mutilated, lost, stolen, or destroyed Certificate of
is
.,
Obligation, in replacementfor such Certificate of Obligation
in the manner hereinafter provided.
(b) Application for Replacement Certificates of Obliga-
tion. Application for replacement of damaged, mutilated,
lost, stolen, or destroyed Certificates of Obligation shall be
made by the registered owner thereof to the Paying
Agent/Registrar. In every case of loss, theft, or destruction
of a Certificate of Obligation, the registered owner applying
for a replacement certificate of obligation. shall furnish to
the Issuer and to the Paying Agent/Registrar such security or
indemnity as may be required by them to save each of them
harmless from any loss or damage with respect thereto. Also,
in every case of loss, theft, or destruction of a Certificate
of Obligation, the registered owner shall furnish to the
Issuer and to the Paying Agent/Registrar evidence to their
satisfaction of the loss, theft, or destruction of such
Certificate of Obligation, as the case may be. In every case
of damage or mutilation of a Certificate of Obligation, the
registered owner shall surrender to the Paying Agent/Registrar
for cancellation the Certificate of Obligation so damaged or
mutilated.
(c) No Default Occurred. Notwithstanding the foregoing
provisions of this Section, in the event any such Certificate
of Obligation 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 of
Obligation, the Issuer may authorize the payment of the same
(without surrender thereof except in the case of a damaged or
mutilated Certificate of Obligation) instead of issuing a
replacement Certificate of Obligation, provided security or
indemnity is furnished as above provided in this Section.
(d) Charge for Issuing Replacement Certificates of
Obligation. Prior to the issuance of any replacement certif-
icate of obligation, the Paying Agent/Registrar shall charge
the registered owner of such Certificate of Obligation with
all legal, printing, and other expenses in connection there-
with. Every replacement certificate of obligation issued
pursuant to the provisions of this Section by virtue of the
fact that any Certificate of Obligation is lost, stolen, or
destroyed shall constitute a contractual obligation of the
Issuer whether or not the lost, stolen, or destroyed Certif-
icate of Obligation shall be found at any time, or be enforce-
able by anyone, and shall be entitled to all the benefits of
this Ordinance equally and proportionately with any and all
other Certificates of Obligation duly issued under this
Ordinance.
(e) Authority for Issuing Replacement Certificates of
Obligation. In accordance with, Section 6 of Vernon s Ann.
Tex. Civ. St. Art. 717k-6, this Section 10 of this Ordinance
shall constitute authority for. the issuance of any such
replacement certificate of obligation without necessity of
further action by the governing body of the Issuer or any
other body or person, and the duty of the replacement of such
certificates of obligation is hereby authorized and imposed
upon the Paying Agent/Registrar, and the Paying Agent/Regis-
trar shall authenticate and deliver such Certificates of
Obligation in the form and manner and with the effect, as
provided in Section 6(d) of this Ordinance for Certificates of
Obligation issued in conversion and exchange for other Certif-
icates of Obligation.
Section 11. CUSTODY, APPROVAL, AN
CERTIFICATES OF OBLIOATION; BOND COUNSEL'S
NUMBERS. The Mayor of the Issuer is hereby
control of the Initial Certificate of
19
) REGISTRATION OF
OPINION, AND CUSIP
authorized to have
Obligation issued
A /Z
hereunder and all necessary records and proceedings pertaining
to the Initial Certificate of Obligation pending its delivery
and its investigation, examination, and approval by the
Attorney General of the State of Texas, and its registration
by the Comptroller of Public Accounts of the State of Texas.
Upon registration of the Initial Certificate of. Obligation
said Comptroller of Public Accounts (or a deputy designated in
writing to act for said Comptroller) shall manually sign the
Comptroller's Registration Certificate on the Initial Certif-
icate of Obligation, and the seal of said Comptroller shall be
impressed, or placed in facsimile, on the Initial Certificate
of Obligation. The approving legal opinion of the Issuer's
Bond Counsel and the assigned CUSIP numbers may, at the option
of the Issuer, be printed on the Initial Certificate of
Obligation or on any Certificates of Obligation issued and de-
livered in conversion of and exchange or replacement of any
Certificate of Obligation, but neither shall have any legal
effect, and shall be solely for the convenience and informa-
tion of the registered owners of the Certificates of Obliga-
tion.
Section 12. NO ARBITRAGE. The Issuer covenants to and
with the registered owners of the Certificates of Obligation
that it will make no use of the proceeds of the Certificates
of Obligation at any time throughout the term of this issue of
Certificates of Obligation which, if such use had been reason-
ably expected on the date of delivery of the Certificates of
Obligation to and payment for the Certificates of Obligation
by the purchasers, would have caused the Certificates of
Obligation to be arbitrage bonds within the meaning of Section
103(c) of the Internal Revenue Code of 1954, as amended, or
any regulations or rulings pertaining thereto; and by this
covenant the Issuer is obligated to comply with the require-
ments of the aforesaid Section 103(c) and all applicable and
pertinent Department of the Treasury regulations relating to
arbitrage bonds. The Issuer further covenants that the
proceeds of the Certificates of Obligation will not otherwise
be used directly or indirectly so as to cause all or any part
of the Certificates of Obligation to be or become arbitrage
bonds within the meaning of the aforesaid Section 103(c), or
any regulations or rulings pertaining thereto.
Section 13. SALE OF INITIAL CERTIFICATE OF OBLIGATION.
The Initial Certificate of Obligation is hereby sold and shall
be delivered to Citizens State Bank, Georgetown, Texas
for cash for the par value thereof and accrued interest
thereon to date of delivery, plus a premium of $ -0-
Section 14. EMERGENCY. It is hereby officially found
and determined that a case of emergency or urgent public
necessity exists which requires the holding of the meeting at
which this Ordinance is passed, such emergency or urgent
public necessity being that the proceeds from the sale of the
proposed Certificates of Obligation are required as soon as
possible and without delay for necessary and urgently needed
public improvements; and that said meeting was open to the
public, and public notice of the time, place and purpose of
said meeting was given, all as required by Vernon's Ann. Texas
Civ. St. Article 6252-17.
15. IMMEDIATE EFFECT. The fact that the City Council
considers the passage of this ordinance and the issuance of
the certificates of obligation necessary for the immediate
preservation of the public peace, health, safety and welfare,
creates an emergency and an imperative public necessity that
the rule requiring ordinances to be read at more than one
meeting of the City Council Lefore final passage be suspended,
and said rule is hereby susperded, and that this ordinance
cvZ X
take effect and be in force and effect immediately from and
after its passage at this meeting, and it is so ordained.
PASSED AND APPROVED this 31st day of January, 1984.
�'la r
ATT
C"4 'L L
City Secretary
dth
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