HomeMy WebLinkAboutORD 1985-056 � :�
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BOND ORDINANCE NO. 8 5-5 6
$13,132,560
�:. . CITY OF GRAPEVINE, TEXAS
WATERWORKS AND SEWER SYSTEM
'� REFUNDING AND IMPROVEMENT REVENUE BONDS,
�' "� SERIES 1985
Dated: September 1, 1985
�, �
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• ORDINANCE NO. 8 5-5 6
�°� AN ORDINANCE PROVIDING FOR THE ISSUANCE OF "CITY
OF GRAPEVINE, TEXAS, WATERWORKS AND SEWER
�,� SYSTEM REFUNDING AND IMPROVEMENT REVENUE
BONDS, SERIES 1985" IN THE AGGREGATE PRINCIPAL
AMOUNT OF $13,132,560; MAKING PROVISIONS FOR THE
PAYMENT AND SECURITY OF SUCH OBLIGATIONS;
PROVIDING FOR THE SALE AND DELIVERY THEREOF;
ENACTING PROVISIONS INCIDENT AND RELATED TO THE
PURPOSES AND SUBJECT OF THIS ORDINANCE; AND
DECLARING AN EMERGENCY
WHEREAS, the City has currently outstanding the following revenue bonds
(the "Outstanding Bonds") secured by and payable from a pledge of and lien on the
net revenues of the City's combined waterworks and sewer system:
(a) "City of Grapevine, Texas, Waterworks and Sewer System
Revenue Refunding and Improvement Bonds, Series 1980," presently
outstanding in the principal amount of $2,850,000;
(b) "City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1981," presently outstanding in the prineipal amount of
$925,000;
(e) "City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1981-A," presently outstanding in the principal amount
'� � of $1,050,000;
`'��� (d) "City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1982," presently outstanding in the principal amount of
$560,000; and
(e) "City of Grapevine, Texa.s, Waterworks and Sewer Syste�n
Revenue Bonds, Series 1984," presently outstanding in the prineipal amount of
$2,950,000;
WHEREAS, under the provisions of Artieles 1111 et seq., Vernon's Annotated
Texas Civil Statutes, as amended, the City Council of the City of Grapevine, Texas
(the "City"), is authorized to issue waterworks and sewer system revenue bonds for
the purpose of providing moneys to pay the costs and expenses to be incurred in and
incident to improving and e�ending the City's Waterworks and Sewer System (the
"System");
WHEREAS, the City is authorized to provide that such revenue bonds will be
payable from and seeured by a first lien on and pledge of the net revenues of the
System;
WHEREAS, the City Council hereby finds, determines and declares this
Ordinance is an emergency measure for the immediate preservation of the public
peace, property, health or safety and that it is necessary and in the best interest of
„�e ., the City and its citizens to issue refunding bonds pursuant to this Ordinanee, as
permitted by the General Laws of the State of Texas, particularly Article 717k,
�_,�
• Vernon's Annotated Texas Civil Statutes, as amended, to eliminate certain
restrictive covenants and provisions contained in the ordinances authorizing the
Outstanding Bonds; and as a result of refunding the Outstanding Bonds, the annual
revenues required to be derived from the operation of the System from the
„�,.,� amortization of such indebtedness will be significantly reduced, thereby delaying
and reducing rate increases for services furnished by said systems; and to issue the
aforesaid bonds to provide for the improvement and extension to the System, as
permitted by Articles 1111 et seq., Vernon's Annotated Texas Civil Statutes, as
amended;
WHEREAS, no petition of any kind has been filed with the City Secretary,
any member of this Council or any other officer of the City requesting a referendum
election on the question of the issuance of the proposed bonds;
WHEREAS, pursuant to a resolution heretofore passed by this City Council,
Notice of Intention to Issue Waterworks and Sewer System Revenue Bonds was
published in a newspaper of general circulation in the City, on September 4, 1985,
and September 11, 1985, the date of the first publication of such notice being at
least fourteen (14) days prior to the date stated therein for the passage of this
Ordinanee;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF GRAPEVINE, TEXAS:
Section 1. Authorization.
For the purpose of refunding the Outstanding Bonds referenced in the
� � preamble of this Ordinance and for the purpose of improving and e�ending the
System, there shall be and there is hereby authorized to be issued under and by
'��� virtue of the Constitution and Laws of the State of Texas, including particularly
Articles 1111 et se�c., and Article 717k, Vernon's Annotated Texas Civil Statutes, as
amended, a single issue of revenue bonds to be l�own as "City of Grapevine, Texas,
Waterworks and Sewer System Refunding and Improvement Revenue Bonds, Series
1985" (the "Series 1985 Bonds'7 in the aggregate principal amount of THIRTEEN
MILLION ONE HUNDRED THIRTY-TWO THOUSAND FIVE HUNDRED SIXTY
DOLLARS ($13,132,560.00).
Section 2. Date, Denomination, Maturities, Numbers and Interest.
(a) The Series 1985 Bonds maturing September 1 in each of the years
1986 through 2000, both inclusive, (collectively the "Current Interest Bonds"), shall
have the initial date of September 1, 1985 (the "Initial Date") and shall be in fully
registered form, without coupons, in the denomination of $5,000 or any integral
multiple thereof within a maturity and shall be numbered sepa.rately from R-1
upward.
(b) The Current Interest Bonds shall mature on September 1 in the years
and in the prineipal amounts and interest rates set forth below, interest on each
Current Interest Bond aceruing from the Initial Date or the most recent interest
payment date to which interest has been paid or provided for at the per aruium rates
of interest, payable semiannually on March 1 and September 1 of each year until
�� > maturity or prior redemption, commeneing March 1, 1986 (each an "Interest
Payment Date"), as follows:
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� Principal Interest Principal Interest
�.�
Maturit.y Amount Rate Maturit,y Amount Rate
1986 $595,000 5.25% 1994 $ 770,000 8.50%
;�, � 1987 470,000 6.00% 1995 835,000 8.70%
1988 495,000 6.50% 1996 905,000 8.90%
1989 530,000 7.20% 1997 985,000 9.00%
1990 565,000 7.50% 1998 1,075,000 9.10%
1991 610,000 7.75% 1999 1,175,000 9.20%
1992 655,000 8.00% 2000 1,280,000 9.25%
1993 710,000 8.25%
(c) The Series 1985 Bonds maturing on September 1 in each of the years
2001 through 2006, both inclusive (the "Capital Appreciation Bonds"), shall be dated
September 1, 1985, shall be in fully registered form, without coupons, in the
maturity amount of $5,000 or any integral multiple thereof within a maturity, and
shall be numbered from CR-1 upward.
(d) The Capital Appreeiation Bonds shall mature on September 1 in the
years and in the maturity amounts, and aecrue interest at the interest rates set
forth below: :
Original Interest Maturity
Maturit.y Principal Amount Rate Amount
2001 $317,044 9.600% $1,400,000
2002 284,060 9.700% 1,400,000
�� ' 2003 254,030 9.800% 1,400,000
2004 227,766 9.875% 1,400,000
'� -= 2005 206,836 9.875% 1,400,000
2006 187,824 9.875% 1,400,000
Interest on the Capital Appreciation Bonds shall accrue from the date of delivery
thereof (the "Delivery Date"), compounded semiannually on March 1 and September
1 of eaeh year until maturity, commencing March 1, 1986, and be payable, together
with the principal amount thereof, at maturity.
Section 3. Medium, Method and Place of Pa.yment.
(a) The principal of, premium, if any, and interest on the Series 1985
Bonds shall be paid in lawful money of the United States of America as provided in
this Section.
(b) Interest on the Current Interest Bonds shall be payable to the Owner
whose name appea.rs in the Register (as defined in Section 38 hereof) at the close of
business on the fifteenth day of the month next preceding such Interest Payment
Date (the "Record Date"). Interest on the Capital Appreciation Bonds shall be
payable to the Owner whose name appea.rs in the Register on the maturity date
thereof. ,
(c) Interest on the Current Interest Bonds shall be paid by check (dated
��� as of the Interest Payment Date) and sent by the Paying Agent/Registrar to the
person entitled to sueh payment, first class United States mail, postage prepaid, to
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. the address of such person as it appears in the Register or by such other customary
banking arrangements acceptable to the Paying Agent/Registrar and the person to
�:� whom interest is to be paid; provided, however, that such person shall bear all risk
and expenses of such customary banking arrangements.
,� .,� (d) The principal of eaeh Series 1985 Bond and the interest on each
Capital Appreciation Bond shall be paid to the person in whose name each such
Series 1985 Bond is registered on the due date thereof (whether at the maturity date
or the date of prior redemption thereof) upon presentation and surrender of each
such Series 1985 Bond at the principal eorporate offiee of the Paying
Agent/Registrar.
(e) If the date for the payment of the principal of or interest on the
Series 1985 Bonds shall be a Saturday, Sunday, a legal holiday, or a day on which
banking institutions in the city where the Paying Agent/Registrar is located are
required or authorized by law or executive order to close, the date for such payment
shall be the next suceeeding day which is not a Saturday, Sunday, legal holiday, or
day on which banking institutions are required or 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.
(f) Each Series 1985 Bond delivered upon transfer or in exchange for or
in lieu of any other Series 1985 Bond shall carry all the rights to interest (including
aecretion in value of Capital Appreciation Bonds) accrued and unpaid, and to accrue,
which were carried by such other Series 1985 Bond, and each such Series 1985 Bond
shall bear interest (as specified in this Section 3) so neither gain nor loss in interest
(ineluding accretion in value of Capital Appreeiation Bonds) shall result from such
'� " transfer, exchange, or substitution.
,�s� Seetion 4. Optional Redemption.
(a) The City reserves the right and option to redeem the Current Interest
Bonds maturing on and after September l, 1996, in whole or in part in prineipal
amounts of $5,000 or any integral multiple thereof, before their respective
scheduled maturity dates, on September l, 1995, or on any date thereafter at a price
of par plus accrued interest to the date fixed for redemption.
(b) If less than all of the Current Interest Bonds subject to optional
redemption are to be redeemed, the City shall determine which maturity or
maturities, and the amounts within each maturity to be redeemed, and shall direct
the Paying Agent/Registrar to call for redemption, by lot, Current Interest Bonds,
or portions thereof, within such maturity or maturities and in such amounts.
(c) The City, at least 45 days prior to the redemption date (unless a
shorter period sha11 be satisfactory to the Paying Agent/Registrar), shall notify the
Paying Agent/Registrar of such redemption date and of the principal amount of
Current Interest Bonds to be redeemed.
(d) The Paying Agent/Registrar shall give notice of any redemption of
Current Interest Bonds by sending notice by United States mail, first class, postage
prepaid, not less than 30 days prior to the date fixed for redemption, to the
� .�
registered owner of each Current Interest Bond (or portion thereof) to be redeemed,
at the address shown in the Register at the close of business on the business day
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' next preceding the date of mailing of sueh notice. Such notice shall state among
other things, the redemption date, the principal amount of the Current Interest
� ' Bonds to be redeemed, that the Current Interest Bonds so called for redemption
shall cease to bear interest after the redemption date and that payment of the
redemption price of the Current Interest Bonds so redeemed shall be made only upon
�< = the presentation and surrender of Current Interest Bonds so called for redemption at
the principal corporate trust office of the Paying Agent/Registrar. Any notice
given as provided in this Section shall be conclusively presumed to have been duly
given, whether or not the registered owner of the Current Interest Bond, or portion
thereof, so called for redemption receives such notice.
(e) The Capital Appreciation Bonds are not subject to redemption prior
to maturity.
Section 5. Forms Generally.
(a) The Series 1985 Bonds, the Registration Certificate of the
Comptroller of Publie Accounts of the State of Texas, which may be omitted from
the engraved, lithographed or printed Series 1985 Bonds, the Certificate of
Registration, and the form of Assignment to be printed on each of the Series 1985
Bonds, shall be substantially in the forms set forth in this Seetion with such
appropriate insertions, omissions, substitutions, and other variations as are
permitted or required by this Ordinance and may have such letters, numbers, or
other marks of identification (ineluding identifying numbers and letters of the
Committee on Uniform Securities Identification Procedures of the American
Bankers Association) and such legends and endorsements (including any reproduetion
of an opinion of bond counsel) thereon as may, eonsistently herewith, be established
� f by the City or determined by the officers executing sueh Series 1985 Bonds as
evidenced by their execution thereof.
w�,,�r
(b) Any portion of the te� of any Series 1985 Bonds may be set forth on
the reverse thereof, with an appropriate reference thereto on the face of the Series
1985 Bond.
(c) The Series 1985 Bonds shall be printed, lithographed, or engraved,
produced by any combination of these methods or produeed in any other similar
manner, all as determined by the officers executing such Series 1985 Bonds as
evidenced by their execution thereof, but the initial Series 1985 Bond or Series 1985
Bonds submitted to the Attorney General of Texas may be .typewritten or
photocopied or otherwise reproduced.
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Section 6.
�,,, (a) Form of Current Interest Bond.
REGISTERED REGISTERED
�, _;.
No. $
United States of America
State of Texas
COUNTY OF TARRANT
CITY OF GRAPEVINE, TEXAS
WATERWORKS AND SEWER SYSTEM
REFUNDING AND IMPROVEMENT REVENUE BOND
SERIES 1985
CURRENT INTEREST BOND
Interest Rate: Due: Initial Date: CUSIP NO:
September 1, 1985
The City of Grapevine (the "City"), in the County of Tarrant, in the.State of
Texas, for value received, hereby promises to pay to
�. �
or registered assigns, on the due date specified above the sum of
��,.
DOLLARS
unless this bond shall have been sooner called for redemption and the payme�it of the
principal hereof shall have been paid or provided for, and to pay interest on such
principal amount from the latter of the Initial Date specified above or the most
recent interest payment date to which interest has been paid or duly provided for,
semiannually on March 1 and September 1 in each year, commencing March 1, 1986,
at the per annum rate of interest specified above, computed on the basis of a
360-day year of twelve 30-day months.
The principal of this bond is payable upon presentation and surrender of this
bond at the principal corporate office of the "Paying Agent/Registrar" executing the
registration certificate appearing hereon. The interest payable on any interest
payment date will be paid to the registered owner of this bond whose name appears
on the register maintained by the Paying Agent/Registrar at the close of business on
the record date for such interest (the "Record Date"), which shall be the fifteenth
day of the month next preceding such interest payment date. If the date for the
payment of the principal of or interest on this bond shall be a Saturday, Sunday, a
legal holiday, or a day on whieh banking institutions in the city where the Paying
Agent/Registrar is located are required or authorized by law or executive ordec to
close, the date for such payment shall be the ne� succeeding day which is not a
Saturday, Sunday, legal holiday, or day on which banking institutions are required or
"��'� authorized to elose and payment on such date shall have the same force and effect
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- as if made on the original date payment was due. All such payments may be made
by the Paying Agent/Registrar by check or draft dated as of the interest payment
� � date and mailed to such registered owner or by such other customary banking
arrangements acceptable to the Paying Agent/Registrar and the person to whom
interest is to be paid; provided, however, that such person shall bear all risk and
� � expense of sueh customary banking arrangements. All payments of principal of,
premium, if any, and interest on this bond shall be made in any coin or currency of
the United States of America which at the time of payment is legal tender for the
payment of public and private debts, without exchange or collection charges to the
registered owner of this bond.
This bond is one of the series of fully registered bonds specified in its title
(the "Bonds") issued in the aggregate principal amount of $13,132,560 pursuant to an
Ordinance adopted by the governing body of the City on September 24, 1985 (the
"Ordinance"), for the purpose of refunding all previously issued and outstanding
revenue bonds of the City secured by and payable from any portions of the net
revenues of the City's combined waterworks and sewer system (the "System") and
for the purpose of improving and extending the System in accordance with the
Constitution and laws of the State of Texas, particularly Articles 1111 et se�c., and
Article 717k, V.A.T.C.S.
The City has reserved the option to redeem the Current Interest Bonds, as
defined in the Ordinance, maturing on and a.fter September 1, 1996, in whole or in
part, by lot, in principal amounts of $5,000 or integral multiples thereof, on
September 1, 1995, or on any date thereafter, at a price of par plus accrued interest
to the redemption date.
�rt� Notice of redemption shall be given by United States Mail, first class,
postage prepaid, not less than 30 days before the date fixed for redemption, to the
�� registered owner of each of the Bonds to be redeemed in whole or in part at the
address of the bondholder appearing on the registration books of the Paying
Agent/Registrar at the close of business on the business day next preceding the
mailing of such notice. Notice having been so given, the Bonds or portions thereof
designated for redemption shall become due and payable on the redemption date
specified in such notice, and from and after such date, notwithstanding that any of
the Bonds or portions thereof so called for redemption shall not have been
surrendered for payment, interest on such Bonds or portions thereof shall cease to
accrue.
The Capital Appreciation Bonds, as defined in the Ordinance and being a part
of the series of whieh this Bond is one, are not subject to redemption prior to
maturity.
The Bonds constitute special obligations of the City of Grapevine, Texas, are
payable solely from and equally secured by a first lien on and pledge of the net
revenues of the System.
The City expressly reserves the right to issue additional revenue obligations
in all things on a parity with the Bonds, payable solely from and equally secured by a
first lien on and pledge of the net revenues of the System; provided, however, that
any and all such additional obligations may be so issued only in accordance with and
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subjeet to the covenants, eonditions, limitations and restrictions relating thereto
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. whieh are set out and contained in the Ordinance to which reference is hereby made
for more complete and full particulars.
,�t.>
The registered owner hereof shall never have the right to dema.nd payment of
this obligation out of any funds raised or to be raised by taxation.
�..�
It is hereby certified and recited that the issuance of the Bonds is duly
authorized by law; that all acts, conditions and things required to exist and to be
done precedent to and in the issuance of the Bonds to render the same lawful a.nd
valid have been properly done, have happened and have been performed in regular
and due time, form and manner as required by the Constitution and laws of the State
of Texas and the Ordinance; that the Bonds do not exceed any constitutional or
statutory limitation; and that provision has been made for the payment of the
principal of and interest on the Bonds by irrevocably pledging the net revenues of
the System, as hereinabove recited.
Subject to certain limitations set forth in the Ordinance, this bond is
transferable upon surrender of this bond for transfer at the principal corporate
office of the Paying Agent/Registrar, duly endorsed by, or accompanied by a written
instrument of transfer in form satisfactory to the Paying Agent/Registrar duly
executed by the registered owner hereof or his attorney duly authorized in writing
and thereupon one or more new fully registered Bonds of the same stated maturity,
of authorized denominations, bearing the same rate of interest, and for the same
aggregate principal amount will be issued to the designated transferee or
trarisferees. Neither the City nor the Paying Agent/Registrar shall be required to
issue or transfer to an assignee of the registered owner hereof any Bond called for
redemption in whole or in part within 30 days of the date f�ed for redemption;
� - provided, however, such limitation of transfer shall not be applicable to any
exchange of the unredeemed balance of any Bond called in part for redemption.
��x�
The City, the Paying Agent/Registrar, and any agent of either of them may
treat the person in whose name this bond is registered as the owner hereof for the
purpose of receiving payment as herein provided and for all other purposes, whether
or not this bond be overdue, and neither the City, the Paying Agent/Registrar, nor
any sueh agent shall be affected by notice to the contrary.
In ease any provision in this bond or any application thereof shall be invalid,
illegal, or unenforceable, the validity, legality, and enforceability of the remaining
provisions and applications shall not in any way be affected or impaired thereby.
This bond shall be construed in accordance with and shall be governed by the laws of
the State of Texas.
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IN WITNESS WHEREOF, the City Council of the City of Grapevine, Texas,
has caused the seal of said City to be impressed or a facsimile thereof to be printed
,��z� hereon, and to be executed with the manual or imprinted facsimile signatures of the
Mayor and City Secretary of said City.
�. :
Mayor, City of Grapevine, Texas
COUNTERSIGNED:
City Secretary, City of Gra.pevine, Texas
ISEALJ
(b) Form of Certificate of Pa.yin� Agent/Re�istrar.
The following "Certificate of Paying Agent/Registrar" shall appear on the
engraved, lithographed or printed Current Interest Bonds, but not on the Initial
Current Interest Bond:
�.,.,
CERTIFICATE OF PAYING AGENT/REGISTRAR
�'� This is one of the bonds referred to in the within-mentioned Ordinance. The
series of Bonds of whieh this Bond is a part was originally approved by the Attorney
General of the State of Texas and registered by the Comptroller of Public Aecounts
of the State of Texas under Register No.
Texas American Bank/Fort Worth, N.A.,
Fort Worth, Texas,
as Paying Agent/Registrar
Dated: By:
Authorized Signatory
(c) Form of Assi�nment.
The following "Assignment" shall appear on the engraved, lithographed or
printed Current Interest Bonds, as well as on the Initial Current Interest Bond:
��...�
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ASSIGNMENT
,�>.-w FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers
unto (Print or typewrite name, address, and ZIP Code of transferee):
�. ,
(Social Security or other identifying number:
) the within bond and rights thereunder, and hereby irrevocably
constitutes and appoints
attorney to transfer the within bond on the books kept for
registration thereof, with full power of substitution in the premises.
DATED•
Signature guaranteed by: NOTICE: The signature on this assignment
must correspond with the name of the
registered owner as it appears on the face
of the within bond in every particular and
must be guaranteed by an officer of a
federal or state bank or a member of the
National Association of Securities Dealers.
Authorized Signatory
�..,
(d) Initial Current Interest Bond Insertions.
(i) The Initial Current Interest Bond shall be substantially in the
form set forth in paragraph (a) of this Section, except that:
(A) immediately under the name of the Current Interest
Bond, the headings "Interest Rate" and "Due" shall both be completed
with the e�ression "as shown below;"
(B) in the first paragraph, the words "on the due date
specified above" shall be deleted and the following will be inserted:
"on the first day of September in each of the yea.rs, in the principal
installments and bea.ring interest at the per annum rates set forth in
the following schedule:
Principal Interest
Year Installments Rate"
(Information to be inserted from
schedule in Section 2 hereof.)
(C) in the second paragraph, the words "executing the
registration certificate appearing hereon" shall be deleted and an
additional sentence shall be added to the paragraph as follows: "The
initial Paying Agent/Registrar is Texas American Ba.nk/Fort Worth,
�; ,
N.A., Fort Worth, Texas."; and
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(D) the initial Current Interest Bond shall be numbered
T-1.
�,.�
(ii) The following Registration Certificate of Comptroller of
Public Aceounts shall appear on the Initial Current Interest Bond, but not on
�,_,:� the engraved, lithographed or printed Current Interest Bonds:
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER §
OF PUBLIC ACCOUNTS § REGISTER NO.
§
THE STATE OF TEXAS §
I HEREBY CERTIFY THAT this bond has been examined, certified as to
validity and approved by the Attorney General of the State of Texas, and further
that this bond has been registered by the Comptroller of Public Accounts of the
State of Texas.
WITNESS my signature and seal of office this
Comptroller of Public Accounts of the
State of Texas
� � LCOMPTROLLER'S SEAL]
�,,.g� Section 7.
(a) Form of Capital Appreciation Bond.
REGISTERED REGISTERED �
Maturity Amount
No. �
United States of America
State of Texas
COUNTY OF TARRANT
CITY OF GRAPEVINE, TEXAS
WATERWORKS AND SEWER SYSTEM
REFUNDING AND IMPROVEMENT REVENUE BOND
SERIES 1985
CAPITAL APPRECIATION BOND
Interest Rate: Maturity Date: Original Issue Date: Delivery Date: CUSIP NO:
% September 1, 1985 October 29, 1985
,�, r The City of Grapevine (the "City"), in the County of Tarrant, in the State of
Texas, for value received, hereby promises to pay to
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�� or registered assigns, on the Maturity Date specified above, representing the
principal amount hereof and accrued and compounded interest thereon. Interest
shall accrue on the principal amount hereof from the Delivery Date at the Interest
Rate specified above; the interest shall accrue and be compounded semiannually on
March 1 and September 1 of each year until maturity, commencing March 1, 1986.
The Maturity Amount of this Bond sha11 be payable without exchange or
collection eharges in lawful money of the United States of America upon
presentation and surrender of this Bond at the principal corporate office of the
Paying Agent/ Registrar executing the registration certificate appearing hereon.
This Bond is one of the series of fully registered bonds speeified in the title
hereof issued in the aggregate principal amount of $13,132,560 (herein referred to as
the "Bonds") and issued pursuant to a certain Ordinance adopted by the governing
body of the City on September 24, 1985 (the "Ordinance"), for the purpose of
refunding all previously issued and outstanding revenue bonds of the City secured by
and payable from any portions of the net revenues of the City's waterworks and
sewer system and for the purpose of improving and extending the System (the
"System") in aecordance with the Constitution and laws of the State of Texas,
partieularly Articles 1111 et se�c., and Article 717k, V.A.T.C.S.
This Bond is a Capital Appreciation Bond, as defined in the Ordinance, and is
� ° not subject to redemption prior to maturity.
�¢� The Current Interest Bonds, as defined in the Ordinance, are part of the
series of which this Bond is one and are subject to redemption prior to maturity as
specified in the Ordinance.
The Bonds constitute special obligations of the City and are payable solely
from and equally secured by a first lien on and pledge of the net revenues of the
System.
The City expressly reserves the right to issue additional revenue obligations
in all things on a parity with the Bonds, payable solely from and equally secured by a
first lien on and pledge of the net revenues of the System; provided, however, that
any and all such additional obligations may be so issued only in aeeordanee with and
subject to the covenants, conditions, limitations and restrictions relating thereto
which are set out and contained in the Ordinance to which reference is hereby made
for more complete and full particulars.
The registered owner hereof shall never have the right to demand payment of
this obligation out of any funds raised or to be raised by taxation.
It is hereby certified and recited that the issuance of the Bonds is duly
authorized by law; that all acts, conditions and things required to exist and to be
done precedent to and in the issuance of the Bonds to render the same lawful and
valid have been properly done, have happened and have been performed in regular
���M and due time, form and manner as required by the Constitution and laws of the State
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of Texas and the Ordinance; that the Bonds do not exceed any constitutional or
statutory limitation; and that provision has been made for the payment of the
��. principal of and interest on the Bonds by irrevocably pledging the net revenues of
the System, as hereinabove recited.
"� Subject to certain limitations set forth in the Ordinance, this bond is
transferable upon surrender of this bond for transfer at the principal corporate
office of the Paying Agent/Registrar, duly endorsed by, or accompanied by a written
instrument of transfer in form satisfactory to the Paying Agent/Registrar duly
executed by the registered owner hereof or his attorney duly authorized in writing
and thereupon one or more new fully registered Bonds of the same stated maturity,
of authorized denominations, bearing the same rate of interest, and for the same
aggregate principal or maturity amount will be issued to the designated transferee
or transferees.
The City, the Paying Agent/Registrar, and any agent of either of them may
treat the person in whose name this bond is registered as the owner hereof for the
purpose of receiving payment as herein provided and for all other purposes, whether
or not this bond is overdue, and neither the City, the Paying Agent/Registrar, nor
any such agent sha11 be affected by notice to the contrary.
In case any provision in this bond or any application thereof shall be invalid,
illegal, or unenforceable, the validity, legality, and enforceability of the remaining
provisions and applications shall not in any way be affected or impaired thereby.
This bond shall be construed in accordance with and shall be governed by the laws of
the State of Texas.
�,.,
IN WITNESS WHEREOF, the City Council of the City of Grapevine, Texas,
has caused the seal of said City to be impressed or a facsimile thereof to be printed
�34� hereon, and to be executed with the manual or imprinted facsimile signatures of the
Mayor and City Secretary of said City.
Mayor, City of Grapevine, Texas
COUNTERSIGNED:
City Secretary, City of Grapevine, Texas
[SEAL�
(b) Form of Certificate of Payin� A�ent/Registrar.
The following "Certificate of Paying Agent/Registrar" shall be only printed
on the engraved, lithographed or printed Capital Appreciation Bonds, but not on the
� �' Initial Capital Appreciation Bonds:
,.�«�
0451D
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CERTIFICATE OF PAYING AGENT/REGISTRAR
��,: This is one of the bonds referred to in the within-mentioned Ordinanee. The
series of Bonds of which this Bond is a part was originally approved by the Attorney
General of the State of Texas and registered by the Comptroller of Public Accounts
� � of the State of Texas under Register No.
Texas American Bank/Fort Worth, N.A.,
Fort Worth, Texas,
as Paying Agent/Registrar
Dated: BY�
Authorized Signatory
(c) Form of Assignment.
The following "Assignment" sha11 appear on the engraved, lithographed or
printed Capital Appreciation Bonds, as well as on the Initial Capital Appreciation
Bonds:
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby selis, assigns, and transfers
unto (Print or typewrite name, address, and ZIP Code of transferee):
�,,,,
�<.� (Social Security or other identifying number:
) the within bond and rights thereunder, and hereby irrevocably
constitutes and appoints
attorney to transfer the within bond on the books kept for
registration thereof, with full power of substitution in the premises.
DATED:
Signature guaranteed by: NOTICE: The signature on'this assignment
must eorrespond with the naine of the
registered owner as it appears on the faee
of the within bond in every particular and
must be guaranteed by an offieer of a
federal or state bank or a member of the
National Association of Securities Dealers.
Authorized Signatory
(d) Initial Capital Appreciation Bond Insertions.
(i) The Initial Capital Appreciation Bonds shall be numbered
TCR-1, TCR-2, TCR-3, TCR-4, TCR-5 and TCR-6 to eorrespond with the
"�`' Capital Appreciation Bonds maturing September l, 2001, September l, 2002,
�
0451D
-14-
September 1, 2003, September l, 2004, September 1, 2005, and September 1,
2006, respectively;
�...
(ii) The "Maturity Amount" on the Initial Capital Appreciation
Bonds numbered TCR-1, TCR-2, TCR-3, TCR-4, TCK-5 and TCR-6 shall be
�� completed with "$1 400 000 " "$1 400 000 " "$1 400 000 " "$1 400 000 "
► > > > > > > > > > > >
"$1,400,000," and "$1,400,000," respectively;
(iii) The Initial Capital Appreciation Bonds shall be in the form
set forth in paragraph (a) of this Section with such insertions as required by
subdivisions (i) and (ii) above, except that (A) immediately under the name of
the Capital Appreciation Bond,
(1) on the Initial Capital Appreciation Bond No. TCR-1,
the heading "Interest Rate" shall be completed with "9.60%", and the
heading "Maturity Date" shall be completed with "September 1, 2001;"
(2) on the Initial Capital Appreciation Bond No. TCR-2,
the heading "Interest Rate" shall be completed with "9.70%", and the
heading "Maturity Date" shall be completed with "September 1, 2002;"
(3) on the Initial Capital Appreciation Bond No. TCR-3,
the heading "Interest Rate" shall be completed with "9.80%`, and the
heading "Maturity Date" shall be completed with "September l, 2003;"
(4) on the Initial Capital Appreciation Bond No. TCR-4,
the heading "Interest Rate" shall be completed with "9.875%", and
� ' the heading "Maturity Date" shall be completed with "September 1,
2004;"
�;�
(5) on the Initial Capital Appreciation Bond No. TCR-5,
the heading "Interest Rate" shall be completed with "9.875%", and
the heading "Maturity Date" shall be completed with "September 1,
2005;" and
(6) on the Initial Capital Appreciation Bond No. TCR-6,
the heading "Interest Rate" shall be completed with "9.875%", and
the heading "Maturity Date" shall be completed with "September t,
2006;" and
(B) in the second paragraph, the words "executing the registration certificate
appea.ring hereon" shall be deleted and an additional sentence shall be added
to the paragraph as follows: "The initial Paying Agent/Registrar is Texas
American Bank/Fort Worth, N.A., Fort Worth, Texas;"
� (iv) The following Registration Certificate of Comptroller of
Public Accounts shall appear on each Initial Capital Appreciation Bond, but
not on the engraved lithographed or printed Capital Appreciation Bonds:
,�.,.�
�
0451D
-15-
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
�,�
OFFICE OF THE COMPTROLLER §
OF PUBLIC ACCOUNTS § REGISTER NO.
� §
THE STATE OF TEXAS §
I HEREBY CERTIFY THAT this bond has been examined, certified as to
validity and approved by the Attorney General of the State of Texas, and further
that this bond has been registered by the Comptroller of Publie Accounts of the
State of Texas.
WITNESS my signatu.re and seal of office this
Comptroller of Publie Aceounts of the
State of Texas
[COMPTROLLER'S SEAL]
Section 8. CUSIP Re�istration.
The City may secure identifieation numbers through the CUSIP Service
Bureau Division of Standard & Poor's Corporation, New York, New York, and may
authorize the printing of such numbers on the faee of the Series 1985 Bonds. It is
� expressly provided, however, that the presenee or absence of CUSIP numbers on the
Series 1985 Bonds shall be of no significance or effect as regards the legality
�> � thereof and neither the City nor the attorneys approving said Series 1985 Bonds as
to legality are to be held responsible for CUSIP numbers incorrectly printed on the
Series 1985 Bonds.
Section 9. Le�al Opinion.
The approving legal opinion of Hutchison Price Boyle & Brooks, Bond Counsel,
may be printed on the back of each Series 1985 Bond over the eertification of the
City Secretary of the City, which may be executed in facsimile.
Section 10. Execution, Re�istration, Deliver.y and Datin�. �
(a) The seal of the City may be printed, lithographed or impressed on
eaeh Series 1985 Bond. The Series 1985 Bonds shall be executed on behalf of the
City by the Mayor of the City whose signature shall be countersigned by the City
Seeretary. The signature of these officers on the Series 1985 Bonds may be manual,
imprinted or lithographed facsimile. The Series 1985 Bonds bearing the manual,
imprinted or lithographed facsimile signatures of individuals who were at the time
the proper officers of the City shall bind the City, notwithstanding that such
individuals shall cease to hold such offices prior to the eertification or registration
and delivery of such Series 1985 Bonds or shall not have held such offices at the date
of such Series 1985 Bonds, all as provided in the Bond Proeedures Act of 1981, as
�., s
amended.
�
0451D
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- (b) On October 29, 1985 (the "Closing Date"), one Bond (the "Initial
Current Interest Bond") representing the entire principal amount of all Current
�^��° Interest Bonds, payable in stated installments to the Purchaser (as defined in Section
41 hereof), manually signed by the Mayor and City Secretary of the City, approved
,� r by the Attorney General, and registered and manually signed by the Comptroller of
Public Accounts, will be delivered to the Purehaser or its designee. Upon payment
for the Initial Current Interest Bond, the Paying Agent/Registrar shall cancel the
Initial Current Interest Bond and deliver the registered definitive Current Interest
Bonds, in integral multiples of $5,000 for any one maturity, in accordance with
instructions received from the Purchaser or its designee. Additionally on the
Closing Date, six Bonds, each representing the Capital Appreciation Bonds maturing
September 1 in each of the years 2001, 2002, 2003, 2004, 2005 and 2006,
respectively (the "Initial Capital Appreeiation Bonds"), manually signed by the
Mayor and City Secretary of the City, approved by the Attorney General and
registered manually by the Comptroller of Public Accounts, will be delivered to the
Purehaser or its designee. Upon payment for the Initial Capital Appreciation Bonds,
the Paying Agent/Registrar shall cancel the Initial Capital Appreciation Bonds and
deliver the registered definitive Capital Appreciation Bonds in accordance with the
instructions received from the Purchaser or its designees and in accordance with the
terms of this Ordinance. It shall be the duty of the Purchaser or its designee to
furnish to the Paying Agent/Registrar, at least five (5) business days prior to the
Closing Date, written instruetions on forms which the Purchaser or its designee
must request of and obtain from, and which shall be provided by, the Paying
Agent/Registrar designating the names in which Series 1985 Bonds are to be
registered, the addresses of the registered owners, the maturities, interest rates and
denominations. If such written instructions are not received within the specified
�,,.:W
time period, the cancellation of the Initial Current Interest Bond and the Initial
Capital Appreciation Bonds and delivery of definitive Bonds in exchange there or
may be delayed until such instructions are received.
��
(c) No Series 1985 Bond shall be entitled to any right or benefit under
this Ordinance, or be valid or obligatory for any purpose, unless there appears on
such Series 1985 Bond either a eertificate of registration substantially in the form
provided herein, executed by the Comptroller of Public Accounts of the State of �
Texas or his duly authorized agent by manual signature, or a eertificate of the
Paying Agent/Registrar substantially in the form provided herein, executed by an
authorized signatory of the Paying Agent/Registrar by manual signature, and either
such certificate upon any Series 1985 Bond shall be conclusive evidence, and the
only evidenCe, that such Series 1985 Bond has been duly certified or registered and
delivered.
Seetion 11. Payin� A�ent/Registrar.
(a) The City will at all times maintain a Paying Agent/Registrar meeting
the qualifications herein described, for the performance of the duties hereunder.
Texas American Bank/Fort Worth, N.A., Fort Worth, Texas, is hereby appointed the
initial Paying Agent/Registrar for such purposes. The City reserves the right to
appoint a successor Paying Agent/Registrar by (1) filing with the person then
performing such funetion a certified eopy of a resolution, ordinance or order giving
notice of the termination of the Paying Agent/Registrar relationship and appointing
a successor and (2) eausing notiee to be given to each bondholder.
� .;
���M
0451D 7�7
-1I-
� (b) Every Paying Agent/Registrar appointed hereunder shall at a11 times
be a national or state banking institution, trust company, financial institution or
�°°° other entity duly qualified and legally authorized to serve as and perform the duties
of Paying Agent/Registrar.
�r
(c) The execution and delivery of a Paying Agent/Registrar Agreement,
substantially in the form as presented at the meeting at which this Ordinanee was
considered and passed, speeifying the duties and responsibilities of the City and the
Paying Agent/ Registrar, is hereby approved with such changes as may be approved
by the Mayor of the City, and the Mayor of said City is hereby authorized to
execute such agreement.
Section 12. Definitions. For all purposes of this Ordinance, the following
words sha11 have the following meanings, respeetively:
(a) The term "Additional Bonds" means the additional parity Bonds whieh
the City reserves the right to issue under the provisions of Section 23 of this
Ordinance.
(b) The term 'Bonds" means the Series 1985 Bonds and any Additional
Bonds at any time outstanding.
(c) The term "Interest and Sinking Fund" means the City of Grapevine,
Texas, Waterworks and Sewer System Revenue Bonds Interest and Sinking Fund
created and established pursuant to Section 17 of this Ordinance.
(d) The term "Interest Payment Date" means the date on which interest
"� ` on the Series 1985 Bonds is scheduled to be paid in accordance with the provisions of
this Ordinance, such date being on March 1 and September 1 in each of the years
•�� 1986 through 2006, both inclusive, commeneing March 1, 1986.
(e) The term "Net Revenues" means all income, revenues, and receipts of
every nature derived from and received by virtue of the operation of the System
(including interest income and earnings received from the investment of moneys in
the special funds created by this Ordinance or ordinances authorizing the issuance of
Additional Bonds) after deducting, paying, and making provision for the payment of
eurrent expenses of maintenance and operation thereof, including all salaries, labor,
materiaLs, repairs and extensions necessary to render efficient service; provided,
however, that only sueh e�enses for repairs and e�ensions as in the judgment of
the City Council, reasonably and fairly exereised, are necessary to keep the System
in operation and to render adequate serviee to the City and the inhabitants thereof,
or such as might be necessary to meet some physical accident or eondition which
would otherwise impair any obligations payable from the Net Revenues of the
System, shall be deducted in determining "Net Revenues." Contractual payments
for the purchase of water or the treatment of sewage shall be a ma,intenance and
operating expense of the System to the extent provided in the contract therefor and
as may be authorized by law. Depreciation shall never be eonsidered as an expense
of operation and maintenanee.
(f) The term "Ordinance" means this ordinance, under which the Series
1985 Bonds are authorized and under the provisions of which all Additional Bonds
,�.,u, will be issued.
,�
0451D
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(g) The term "Outstanding Bonds" means the currently outstanding
revenue bonds of the City which are secured by and payable from a pledge of and
,�:,� lien on the Net Revenues of the System, as more fully set forth in the preambles of
this Ordinance.
� (h) The term "Reserve Fund" means the City of Grapevine, Texas,
Waterworks and Sewer System R,evenue Bonds Reserve Fund created and established
pursuant to Seetion 18 of this Ordinance.
(i) The term "Reserve Fund Requirement" means the amount which is
equal to the average annual principal and interest requirements on the Bonds at any
time outstanding.
(j) The term "Revenue Fund" means the City of Grapevine, Texas,
Wa,terworks and Sewer System Revenue Fund created and established pursuant to
Section 16 of this Ordinance.
(k) The term "Series 1985 Bonds" means, as aforesaid, the City's
waterworks and sewer system revenue bonds, issued pursuant to the provisions of
this Ordinance and designated as "City of Grapevine, Texas, Waterworks and Sewer
System Refunding and Improvement Revenue Bonds, Series 1985."
(1) The term "System" means the City's existing combined waterworks
system and sewer system, including all properties (real, personal or mixed and
tangible or intangible) owned, operated and maintained by, and vested in, the City
for the supply, treatment and distribution of treated water for domestic,
commercial industrial and other uses and the collection and treatment of
�� water-carried waste, together with all future additions, e�ensions, replacements
and improvements thereto.
��*
Section 13. Pled e.
All of the Net Revenues of the System with the exception of those in excess
of the amounts required to establish and maintain the funds as hereinafter provided
are hereby irrevocably pledged for the payment of the Bonds and the interest
thereon, and it is hereby ordained that the payment of the Bonds and the interest
thereon shall constitute a first lien upon said Net Revenues.
Seetion 14. Rates.
The City eovenants and agrees with the holders of the Bonds, as follows:
(a) That it will at all times eharge and collect for services rendered by
the System rates sufficient to pay all operating, maintenance, replacement and
improvement e�enses, and any other costs deductible in determining Net Revenues
and to pay the interest on and the prineipal of the Bonds, and to establish and
maintain the funds as hereinafter provided; and
(b) That, if the System should become legally liable for any other
indebtedness, the City will fix and maintain rates a.nd colleet charges for the
services of the System sufficient to discharge such indebtedness.
�:�.
�
0451D
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Section 15. Funds.
�w� The City covenants and a,grees that all revenues derived from the operation
of the System shall be kept separate from other funds of the City. To that end, the
following special funds shall be established and maintained in an official depository
`°�� bank of the City so long as any of the Bonds are outstanding and unpaid, to-wit:
(a) "City of Grapevine, Texas, Waterworks and Sewer System Revenue
Fund," herein called the "Revenue Fund";
(b) "City of Grapevine, Texas, Waterworks and Sewer System Revenue
Bonds Interest and Siril�ing Fund," herein called the "Interest and Sinking Fund"; and
tc) "City of Grapevine, Texas, Waterworks and Sewer System Revenue
Bonds Reserve Fund," herein called the "Reserve Fund".
Section 16. Revenue Fund.
All gross revenues of every nature received from the operation and ownership
of the System shall be deposited from day to day as colleeted into the Revenue
Fund, and the reasonable, necessary and proper expenses of operation and
maintenance of the System shall be paid from the Revenue Fund. The revenues of
the System not actually required to pay said expenses shall be deposited from the
Revenue Fund into the other funds created by this Ordinance, in the manner and
amounts hereinafter provided, and each of such funds sha11 have priority as to such
deposits in the order in which they are treated in the following sections.
�` ' Section 17. Interest and Sinkin� Fund.
�,� There shall be deposited into the Interest and Sinking Fund the following:
(a) such amounts, in equal monthly installments, commencing November
1, 1985, and on the first day of each month thereafter, as will be sufficient to pay
the interest scheduled to come due on the Series 1985 Bonds on the next Interest
Payment Date, less any amounts already on deposit therein for sueh purpose derived
from the proceeds of the Series 1985 Bonds or from any other lawfully available
source; and
(b) such amounts, in equal monthly installments, commer�cing November
1, 1985, and on the first day of each month thereafter, as will be sufficient to pay
the ne� maturing prineipal of the Series 1985 Bonds.
The Interest and Sinking Fund shall be used to pay the principal of and interest on
the Bonds as such principal matures and such interest comes due.
Section 18. Reserve Fund.
So long as the funds on deposit in the Reserve Fund created for the benefit of
the Series 1985 Bonds and all Additional Bonds are equal to the Reserve Fund
Requirement, no deposits need to be made to the credit of the Reserve Fund; but
should the Reserve Fund at any time contain less than the Reserve Fund
�,��..�
Requirement, then, subject and subordinate to making the required deposits to the
credit of the Interest and Sinking Fund, the City shall transfer from the Net
�
0451D
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Revenues in the Revenue Fund and deposit to the credit of the Reserve Fund, on the
first day of each month, a sum equal to not less than 1/60th of the total amount
�..e
then required to be maintained therein until the Reserve Fund is restored to the
Reserve Fund Requirement. The money on deposit in the Reserve Fund may be used
to pay the principal of and interest on the Bonds at any time there are not sufficient
"�� funds on deposit in the Interest and Sinking Fund for such purpose. The City may, at
its option, withdraw all surplus in the Reserve Fund over the Reserve Fund
Requirement and deposit the same in the Revenue Fund.
Section 19. Payment of Bonds.
On or before February 28, 1986, and semiannually on or before the last day of
February and August thereafter while any of the Bonds are outstanding, the City
shall make available to the paying agent therefor, in funds which will be
immediately available on the next suceeed.ing business day, out of the Interest and
Sinlang Fund and the Reserve Fund, if necessary, money sufficient to pay such
interest on and such principal of the Bonds as will accrue or mature, or will become
due by reason of redemption prior to maturity on each March 1 and September 1,
respectively. The paying agent shall destroy all paid Bonds and shall furnish the
City with an appropriate certificate of cancellation or destruction.
Seetion 20. Investment of Certain Funds.
Money in any fund established pursuant to this Ordinanee may, at the option
of the City, be placed in time deposits or certificates of deposit secured by
obligations of the type hereinafter described, or may be invested, including
investments held in book-entry form, in direct obligations of the United States of
� America, obligations guaranteed or insured by the United States of America, which,
in the opinion of the Attorney General of the United States, are secured by its full
faith and eredit or represent its general obligations, or invested in indirect
�'"` obligations of the United States of America, including, but not limited to, evidences
of indebtedness issued, insured or guaranteed by such governmental agencies as the
Federal Land Banks, Federal Intermediate Credit Banks, Banks for Cooperatives,
Federa.l Home Loan Banks, Government National Mortgage Association, United
States Postal Service, Farmers Home Administration, Federal Home Loan Mortgage
Association, Small Business Administration, Federal Housing Association, or
Partieipation Certificates in the Federal Assets Financing Trust; provided that all
such deposits and investments shall be made in such manner as will permit money
required to be e�ended from a fund to be available at the proper time or times for
the purposes thereof. Such investments shall be valued each year in terms of
current market value as of the last day of the City's fiscal year. All interest and
earnings derived from deposits and investments in the Interest and Sinking Fund
immediately shall be credited to, and any losses shall be debited to, the Interest and
Sinking Fund. All interest and earnings derived from deposits and investments in the
Reserve Fund immediately shall be credited to and deposited in the Revenue Fund as
the same are received. All such investments shall be sold promptly, when necessary,
to prevent any default in conneetion with the Bonds.
Section 21. Deficiencies in Funds.
If, in any month, the City shall fail to deposit into any Fund created by this
Ordinance the full amounts required, amounts equivalent to such deficiencies shall
�`�`" be set apart and paid into said fund from the first available and unallocated Net
�
0451D
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. Revenues of the System for the following month or months, and such payments shall
be in addition to the amounts otherwise required hereby to be paid into said funds
,�,x.�r during such month or months. To the extent necessary, the City shall increase the
ra.tes and charges for services of the System to make up for any such deficiencies.
�� Section 22. Excess Revenues.
The Net Revenues of the System in exeess of those necessary to establish and
maintain the funds as required in this Ordinance, or as hereafter may be required in
connection with the issuance of Additional Bonds, may be used for any lawful
purpose.
Section 23. Additional Bonds.
The City reserves the right to issue additional parity revenue bonds, to be
known as Additional Bonds, which when issued and delivered, shall be payable from
and secured by a pledge of the Net Revenues of the System, in the same manner and
to the same extent as the Series 1985 Bonds; and the Series 1985 Bonds and all
Additional Bonds shall be in a11 respects on a parity. The Additional Bonds may be
issued in one or more installments or series; provided, however, that no installment
or series of Additional Bonds shall be issued unless:
(a) A certificate is executed by the Mayor and City Secretary to the
effect that no default exists in connection with any of the covenants or
requirements of the ordinance or ordinances authorizing the issuance of a11 then
outstanding Bonds;
�� � (b) A certificate is executed by the Mayor and City Secretary to the
effect that the Interest and Sinking Fund and the Reserve Fund each contain the
�,,.,:
amount then required to be on deposit therein;
(c) A certificate is executed by a Certified Public Accountant to the
effect that, in his opinion, the Net Earnings of the System either for the last
complete fiscal year of the City, or for any twelve consecutive calenda.r month
period ending not more than ninety days prior to the passage of the ordinance
authorizing the issuance of such Additional Bonds, were at least 1-1/4 times the
average annual principal and interest requirements for all Bonds to be outstanding
after the issuance of the Additional Bonds; and the term "Net Earnings," as used in
this subparagraph (c) shall mean the Net Revenues of the System, but exeluding and
not deducting any charges or disbursements which under standard aceounting
practiee should be eharged to eapital expenditures;
(d) The Additional Bonds are scheduled to mature only on March 1 or
September 1, and the interest thereon is scheduled to be paid on March 1 and
September 1;
(e) The ordinance authorizing the issuance of such installment or series
of Additional Bonds provides that the aggregate amount to be aecumulated in the
Reserve Fund shall be inereased to an amount equal to the average annual principal
and interest requirements of all Bonds to be outstanding after the issuance of said
Additional Bonds. Such additional amount shall be so aeeumulated within si�y
�N,,F
months from the date of the Additional Bonds.
0451D
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Section 24. Maintenance and Operation; Insurance.
While any of the Bonds are outstanding, the City covenants and agrees to
�'' ' maintain the System in good condition and operate the same in an efficient manner
and at reasonable expense, and to maintain insurance on the System, for the benefit
�z,� of the holder or holders of the Bonds, of a kind and in an amount which usually would
be carried by private companies engaged in a similar type of business. Nothing in
this Ordinance shall be construed as requiring the City to expend any funds which
are derived from sources other than the System, but nothing herein shall be
construed as preventing the City from doing so.
Section 25. Accounts and Fiscal Year.
The City shall keep proper books of records and aecounts, separate from all
other records and accounts of the City, in which complete and correct entries shall
be made of all transactions relating to the System, and shall have sa.id books audited
once each fiscal year by a Certified Public Accountant. The City agrees to operate
the System and keep its books of records and accounts pertaining thereto on the
basis of its current fiseal year; provided, however, that the City Council may change
such fiscal year by ordinance duly passed, if sueh change is deemed necessary by the
City Council.
Section 26. Accountin� Reports.
Within ninety days after the close of eaeh fiscal year hereafter, the City will
furnish, without cost, to any holder of any outstanding Bonds who may so request, a
signed or certified copy of a report by a Certified Public Accountant, covering the
�.. ne� preceding fiscal year, showing the following information:
(a) A detailed statement of all gross revenues of the System and all
�''" e�enses of operation and maintenance thereof for such fiseal year�,
(b) Balance sheet as of the end of such fiscal year;
(e) Accountant's comment regarding the manner in which the City has
eomplied with the requirements of this Ordinance and his recommendation, if any,
for any ehanges or improvements in the operation of the System;
(d) List of insuranee policies in force at the end of such fiscal year,
showing, as to each policy, the risk covered, the amount of the policy, the name of
the insurer, and the e�iration date;
(e) The number of properties connected with the System, and the gross
revenues of the System for such fiscal year;
(f) The number of unmetered customers of the System at the end of such
fiscal year;
(g) The number of gallons of water through the master meter, the
number, gallons of water billed, an estimate of the number of gallons of water used
for flushing mains and for fires, and the number of unaccounted gallons of water; and
�..�
�
0451D
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(h) The total annual billings of the System, and the average monthly bills
per customer.
'�" Section 27. Inspection.
,�,;,,� Any holder or holders of any Series 1985 Bonds or Additional Bonds shall have
the right at all reasonable times to inspect the System and all records, accounts and
data of the City relating thereto.
Section 28. Special Covenants.
The City further covenants as follows:
(a) That, other than for the payment of the Bonds, the revenue and
income of the System have not in any manner been pledged, except as any such
pledge is secondary and subordinate to the first lien ereated herein, to the payment
of any debt or obligation of the City or of the System;
(b) That while any of the Bonds are outstanding, the City will not sell or
encumber the System or any substantial part thereof, and that, with the exeeption
of the Additional Bonds e�ressly permitted by this Ordinanee to be issued, it will
not encumber the revenues and income of the System, unless such encumbrance is
made junior and subordinate in all respects to the Bonds and all liens and pledges in
conneetion therewith;
(c) That no free service of the System shall be allowed, and should the
City or any of its agencies or instrumentalities make use of the services and
,�_ ., facilities of the System, payment of the reasonable value thereof shall be made by
the City out of funds from sourees other than the revenues and income of the
��
System; and
(d) That to the e�ent it legally may, the City further eovenants and
agrees that while any of the Bonds are outstanding, no franehise shall be granted for
the installation or operation of any eompeting system; and the operation of any such
competing system is hereby prohibited.
Seetion 29. Bonds are Special Obli�ations.
The Series 1985 Bonds and Additional Bonds shall be special obligations of the
City payable from the pledged Net Revenues, and the holder or hold'ers hereof shall
never have the right to demand payment thereof out of funds raised or to be raised
by taxation.
Section 30. Final Deposits, Governmental Obli�ations.
(a) Any Bond shall be deemed to be paid, retired, and no longer
outstanding within the meaning of this Ordinance when payment of the principal and
interest thereon to its due date (whether such due date be by reason of maturity,
redemption or otherwise) either (i) shall have been made or caused to be made in
accordanee with the terms thereof (including the giving of any required notice of
redemption), or (ii) shall have been provided by irrevocably depositing with, or
making available to, a paying agent therefor, in trust and irrevocably set aside
""�°� exclusively for such payment, (A) money sufficient to make such payments, or (B)
�
0451D
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� Government Obligations, as hereinafter defined in this Section, certified by an
independent public accounting firm of national reputation to mature as to principal
�,.., and interest in such amounts and at such times as will insure the availability,
without reinvestment, of sufficient money to make such payment, and all necessary
and proper fees, compensation and expenses of such paying agent perta,ining to the
��> Bonds with respect to which such deposit is made shall have been paid or the
payment thereof provided for to the satisfaction of such paying agent. At such
times as a Bond shall be deemed to be paid hereunder, as aforesaid, it shall no longer
be secured by or entitled to the benefit of this Ordinance or a lien on and pledge of
the Net Revenues, and shall be entitled to payment solely from such money or
Government Obligations.
(b) That money so deposited with a paying agent may, at the direction of
the City, be invested in Government Obligations maturing in the amounts and times
as hereinbefore set forth, and all income from all Government Obligations in the
hands of the paying agents pursuant to this Section which is not required for the
payment of the Bonds, and interest thereon, with respect to which such money has
been deposited, shall be delivered to the City or deposited as directed by the City.
(c) That the City covenants that no deposit will be made or accepted
under subsection (a) of this Section and no use made of any such deposit which would
cause the Bonds to be treated as "arbitrage bonds" within the meaning of Section
103(e) of the Internal Revenue Code of 1954, as amended.
(d) That, for the purpose of this Section, the term "Government
Obligations" 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, and which may be in book-entry form.
�,,�
Section 31. Remedies in Event of Default.
In addition to all the rights and remedies provided by the laws of the State of
Texas, the City covenants and agrees particularly that in the event the City (a)
defaults in payments to be made to the Interest and Sinking Fund or the Reserve
Fund as required by this Ordinance, or (b) defaults in the observance or performance
of any other of the covenants, conditions or obligations set forth in this Ordinance,
the owner or owners of any of the Bonds shall be entitled to a writ of mandamus
issued by a court of proper jurisdiction, compelling and requiring the City and its
officers to observe and perform any covenant, condition or obligation prescribed in
this Ordinance. No delay or omission to exercise any right or power accruing upon
any default shall impair any such right or power, or shall be construed to be a waiver
of any such default or acquiescence therein, and every such right and power may be
exercised from time to time and as often as may be deemed e�edient. The specific
remedy herein provided shall be cumulative of all other existing remedies, and the
specification of such remedy shall not be deemed to be exclusive. Notwithstanding
any other provision of this Ordinance, the right to accelerate the debt evidenced by
the Bonds shall not be available as a remedy under this Ordinance.
�:�a
�
0451D
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, Section 32. Bonds as Ne�otiable Instruments.
Eaeh of the Series 1985 Bonds shall be deemed and construed to be an
'�"t4� "Investment Security," and, as such, a negotiable instrument, within the meaning of
Article 8 of the Texas Uniform Commercial Code.
.�_.,.:�
Section 33. Ordinance as a Contract.
The provisions of this Ordinance shall constitute a contract between the City
and the owner or owners from time to time of the Series 1985 Bonds and, except as
otherwise provided herein, no change, variation or alteration of any kind of the
provisions of this ordinance may be made until the Series 1985 Bonds are no longer
outstanding.
Section 34. Further Covenants.
The City hereby further covenants and agrees as follows, to-wit:
(a) That it has the lawful power to pledge the Net Revenues to the
payment of the Series 1985 Bonds and has lawfully exercised such power under the
Constitution and laws of the State of Texas; that the Series 1985 Bonds and the
Additional Bonds, when issued, shall be ratably secured under such pledge in such
manner that one Bond shall have no preference over any other Bond of such issues as
hereinbefore provided.
(b) That, other than for the payment of the Series 1985 Bonds, the Net
Revenues of the System are not in any manner now pledged to the payment of any
� ,_ debt or obligation of the City or of the System, except for any debt or obligation
which has a pledge of the Net Revenues subjeet and subordinate to the pledge of the
,�,.<�
Net Revenues associated with the Bonds.
(c) That for so long as any of the Bonds or any interest thereon remain
outstanding, the City will not sell or encumber the physical properties of the System
or any substantial part thereof; provided, however, this covenant shall not be
construed to prohibit the sale of such machinery or other properties or equipment
which has become obsolete or otherwise unsuited to the efficient operation of the
System.
(d) That no free service of the System shall be allowed, and should the
City or any of its agents or instrumentalities make use of the services and faeilities
of the System, payment of the reasonable value thereof shall be made by the City
out of funds from sources other than the revenues and income of the System.
(e) That it will eomply with all of the terms and eonditions of any and all
franchises, permits and authorizations applicable to or necessary with respect to the
System, and which have been obtained from any governmental agency; and the City
has or will obtain and keep in full force and effect all franchises, permits,
authorizations and other requirements applicable to or necessary with respeet to the
acquisition, construetion, equipment, operation a.nd maintenance of the System.
(f) That it will not grant any franchise or permit the acquisition,
construction or operation of any eompeting facilities whieh might be used as a
�.�
�
0451D
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� substitute for the System's facilities, and, to the e�ent that it legally may, the City
will prohibit any such competing facilities.
��� Section 35. Re�istered Owners,
Notices, Waiver.
(a) The City, the Paying Agent/Registrar, and any agent of either of
them may treat the person in whose name any Series 1985 Bond is registered as the
owner of such Series 1985 Bond for the purpose of receiving payment of the
principal of and interest on such Series 1985 Bond and for all other purposes
whatsoever, and to the extent permitted by law, neither the City, the Paying
Agent/Registrar, nor any agent of either of them shall be affected by notice to the
contrary.
(b) Wherever this Ordinance provides for notice to the owner of a Series
1985 Bond of any event, sueh notice shall be sufficiently given (unless otherwise
herein e�ressly provided) if in writing and sent by United States mail, first class
postage prepaid, to the address of such owner as it appears in the register kept by
the Paying Agent/Registrar.
(c) In any case where notice to the owners of the Series 1985 Bonds is
given by mail, neither the fa.ilure to mail such notice to any owner of a Series 1985
Bond, nor any defect in any notice so mailed, sha11 affect the sufficiency of such
notice with respect to all other Series 1985 Bonds. Where this Ordinance provides
for notice in any manner, such notice may be waived i� v�iti�g by any owner
entitled to receive such notice, either before or after the event with respect to
which such notice is given, and such waiver shall be the equivalent of such notice.
Wa.ivers of notice by owners of the Series 1985 Bond shall be filed with the Paying
� Agent/Registrar, but such filing shall not be a condition precedent to the validity of
any action taken in reliance upon sueh waiver.
�..v.:b
Section 36. Mutilated, Destroyed, Lost, and Stolen Series 1985 Bonds.
(a) If (i) any mutilated Series 1985 Bond is surrendered to the Paying
Agent/Registrar or the City or the Paying Agent/R,egistrar receives evidence to its
satisfaetion of the destruction, loss, or theft of any Series 1985 Bond, and (ii) there
is delivered to the City and the Paying Agent/Registrar sueh security or indemnity
as may be required by the Paying Agent/Registrar to save and hold each of them
harmless, then, in the absence of notice to the City or the Paying Agent/Registr�r
that such Series 1985 Bond has been acquired by a bona fide purchaser, the City
shall exeeute and upon its request the Paying Agent/Registrar shall register and
deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen
Series 1985 Bond, a new Series 1985 Bond of the same stated maturity and of like
tenor and principal amount, bearing a number not eontemporaneously outstanding.
(b) In case any such mutilated, destroyed, lost, or stolen Series 1985
Bond has become or is about to become due and payable, the City, in its discretion
may, instead of issuing a new Series 1985 Bond, pay such Series 1985 Bond.
(c) Upon the issuance of any new Series 1985 Bond under this Section,
the City may require the payment by the Owner thereof of a sum sufficient to cover
any tax or other governmental charge that may be imposed in relation thereto and
any other expenses (including the fees and expenses of the Paying Agent/Registrar)
'""�� conneeted therewith.
�
0451D
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(d) Every new Series 1985 Bond issued pursuant to this Section in lieu of
any mutilated, destroyed, lost, or stolen Series 1985 Bond shall constitute a
��:,..,
replacement of the prior obligation of the City, whether or not the mutilated,
destroyed, lost, or stolen Series 1985 Bond shall be at any time enforeeable by
anyone, and shall be entitled to all the benefits of this Ordinance equally and ratably
►�.� with all other outstanding Series 1985 Bonds.
(e) The provisions of this Section are exclusive and shall preclude (to the
extent lawful) all other rights and remedies with respect to the replacement and
payment of mutilated, destroyed, lost, or stolen Series 1985 Bonds.
Seetion 37. Cancellation.
All Series 1985 Bonds surrendered for payment, redemption, transfer,
exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be
promptly cancelled by it and, if surrendered to the City, shall be delivered to the
Paying Agent/Registrar and, if not already cancelled, shall be promptly cancelled by
the Paying Agent/Registrar. The City may at any time deliver to the Paying
Agent/Registrar for cancellation any Series 1985 Bonds previously certified or
registered and delivered which the City may have acquired in any manner
whatsoever, and all Series 1985 Bonds so delivered shall be promptly cancelled by
the Paying Agent/Registrar. All caneelled Series 1985 Bonds held by the Paying
Agent/Registrar shall be disposed of as directed by the City.
Section 38. Re�istration, Transfer, and Exchan�e.
(a) The City shall cause to be kept at the principal offiee of the Paying
� • Agent/Registrar a register (the "Register") in which, subjeet to such reasonable
regulations as it may prescribe, registration of the Series 1985 Bonds and of
� � transfers of the Series 1985 Bonds shall be made as provided herein.
(b) Upon surrender for transfer of any Series 1985 Bond at the principal
office of the Paying Agent/Registrar, the City shall execute and the Paying
Agent/Registrar shall register and deliver, in the name of the designated transferee
or tra,nsferees, one or more new Series 1985 Bonds of the same stated maturity, of
any authorized denomination, and of a like aggregate principal amount.
(c) At the option of the Owner, Series 1985 Bonds may be exchanged for
other Series 1985 Bonds of the same stated maturity, of any authorized
denomination, bearing the same rate of interest, and of like aggregate principal
amount, upon surrender of the Series 1985 Bonds to be exchanged at the principal
office of the Paying Agent/ Registrar. Whenever any Series 1985 Bonds are so
surrendered for exchange, the City shall execute, and the Paying Agent/Registrar
shall register and deliver, the Series 1985 Bonds which the owner of Series 1985
Bonds making the exchange is entitled to receive.
(d) All Series 1985 Bonds issued upon any transfer or exchange of Series
1985 Bonds shall be the valid obligations of the City, evidencing the same debt, and
entitled to the same benefits under this Ordinance as the Series 1985 Bonds
surrendered upon such transfer or exchange.
(e) Every Series 1985 Bond presented or surrendered for transfer or
"�"`u� exchange shall be duly endorsed, or be accompanied by a written instrument of
��
0451D
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� transfer and assignment in form satisfactory to the Paying Agent/Registrar duly
executed, by the owner thereof or his attorney duly authorized in writing.
.��,,:.:,.
(f) No service charge shall be made to the owner for any registration,
transfer, or exchange of Series 1985 Bonds, but the City or the Paying Agent/
"""" Registrar may require payment of a sum sufficient to cover any tax or other
governmental charge that may be imposed in connection with any transfer or
exchange of Series 1985 Bonds.
(g) Neither the City or the Paying Agent/Registrar shall be required to
issue or transfer to an assignee of the registered owner of any Series 1985 Bond any
Series 1985 Bond called for redemption, in whole or in part, within 30 days of the
date fixed for redemption; provided, however, such limitation of transfer shall not
be applicable to an exchange of the unredeemed balance of any Series 1985 Bond
called in part for redemption.
Section 39. Arbitra,�e.
The proceeds derived from the sale of the Series 1985 Bonds herein
authorized shall be utilized promptly for the purposes for which issued; and such
proceeds shall be invested only for the temporary period pending such use; and in no
event shall any investments of such proceeds be made in securities of such type or
kind or for such period of time or bearing such rates of interest or producing such
yield, and no other act or action shall be taken by the City, as will cause said Series
1985 Bonds to be treated as "arbitrage bonds" within the meaning of Section 103(c)
of the Internal Revenue Code of 1954, as amended, or under any Regulations or
Rulings issued thereunder by the Department of the Treasury or the Internal
� Revenue Service of the United States.
�,. _.. Section 40. Approval and Registration of Bonds.
The Mayor of the City shall be and is hereby authorized to take and have
charge of all necessary orders and records pending investigation by the Attorney
General of the State of Texas, and shall take and have eharge and control of the
Series 1985 Bonds pending their approval by the Attorney General and their
registration by the Comptroller of Publie Accounts. In addition, the Mayor, City
Seeretary and other City officials are hereby authorized to execute such
instruments and certifications as may be required to accomplish the issuance and
delivery of the Series 1985 Bonds. •
Seetion 41. Awardin� Sale of the Bonds.
The Series 1985 Bonds are hereby officially sold and awarded to Howard,
Weil, Labouisse, Friedrichs, Incorporated and Rauscher Pierce Refsnes, Inc. (both of
which are referred to herein together as the "Purchaser"), at a total purchase price
of $12,891,314.87, plus accrued interest on the Current Interest Bonds from the date
of the Bonds to the date of delivery, pursuant to the terms and provisions of that
eertain Purchase Contract relating to the Bonds between the City and the Purchaser
and dated the date of the adoption of this Ordinance. The Mayor is hereby
authorized and directed to execute and deliver and the City Secretary is hereby
authorized and directed to attest such Purchase Contract. It is hereby officially
�,w.,;v found, determined and declared that the terms of this sale are the most
advantageous reasonably obtainable.
��
0451D
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• Section 42. Disposition of Series 1985 Bond Proceeds.
�Q, The proceeds from the sale of the Series 1985 Bonds shall be deposited at a
bank approved by the City Manager and shall be used in the following manner,
to-wit:
��
(a) The accrued interest received from the sale of the Series 1985 Bonds
in the amount of $154,990.90 shall be deposited to the Interest and Sinking Fund, to
be held by the depository bank of the City;
(b) The sum of $8,661,313.75 shall be deposited immediately to or upon
the order of Texas American Bank/Fort Worth, N.A., or such other bank or location
as may be ordered by the City Manager of the City, for the sole purpose of acquiring
at available prices investment securities of the type or types described in Section 20
hereof, for the following purposes, to-wit: investment securities having an
aggregate face or par value, whieh, on the basis of interest rates to be paid thereon
and without reinvestment, along with any uninvested cash, will be sufficient to
defease and pay when due all sums due on the Outstanding Bonds when and as due
and payable, such securities to be deposited with Texas American Bank/Fort Worth,
N.A., as Escrow Agent for the Escrow Fund created and established in accordance
with the Escrow Agreement approved in Section 43 hereof, which amount, is
sufficient to provide for the full payment, discharge, refunding and retirement of
the principal and interest on all Outstanding Bonds.
(c) The sum of $3,900,000.00 shall be deposited to a Waterworks and
Sewer System Construction Fund at the aforesaid depository bank of the City, to be
used to make improvements and e�ensions to the System.
�,,;�
(d) The sum of $325,537.00 shall be paid to or upon the order of First
`�,_�
Southwest Company, which sum shall be used to pay the costs and expenses
pertaining to the issuance of the Series 1985 Bonds concurrently with the closing of
the delivery thereof, including the policy of municipal bond insu.rance which the City
is hereby authorized to purchase for an amount of $180,092.00. To the extent any of
sueh sum is not used for such purposes, any excess shall be deposited to the Interest
and Sinking Fiuid.
(e) The sum of $159,455.02 shall be deposited to the Reserve Fund.
(f) To the e�ent necessary to accomplish fully the purposes of this
Ordinance, the City Manager is authorized to reallocate the funds herein directed to
be used for the purposes specified in subsections (b), (c), (d) and (e) ne� above.
Section 43. Escrow Agreement.
The City Council hereby approves and authorizes the execution of the
"Escrow Agreement" between the City and Texas American Bank/Fort Worth, N.A.,
Fort Worth, Texas, substantially in the form presented at the meeting at which this
Ordinance was approved, with sueh changes therein as shall be approved by the
Mayor of the City.
;,�.:,�
�
0451D
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� Section 44. Redemption of Certain Outstanding Bonds.
�"` (a) The City hereby calls for redemption, prior to maturity, the following
bonds of the C ity:
� ,.
City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1981 (the "Series 1981 Bonds"), dated
May l, 1981, being the Series 1981 Bonds numbered 136
through 210, inclusive, and scheduled to mature on and after
June l, 1993, and aggregating $375,000 in prineipal amount;
City of Gra,pevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1981-A (the "Series 1981-A Bonds")
dated June 1, 1981, being the Series 1981-A Bonds numbered 1
through 210, inclusive, and scheduled to mature on and after
June l, 1996, and aggregating $1,050,000 in principal amount;
City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1982 (the "Series 1982 Bonds"), dated
May 1, 1982, being the Series 1982 Bonds numbered 71 through
120, inclusive, and scheduled to mature on and after June l,
1994, and aggregating $250,000 in principal amount;
City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1984 (the "Series 1984 Bonds"), dated
May l, 1984, being the Series 1984 Bonds scheduled to mature
*� on and after June 1, 1995, and aggregating $2,165,000 in
principal amount;
�a.�, (b) The Series 1981 Bonds, the Series 1981-A Bonds, Series 1982 Bonds
and the Series 1984 Bonds are hereby called for redemption prior to maturity on
June 1, 1992, June l, 1992, June 1, 1993 and June 1, 1994, respectively, at a
redemption price equal to the principal amount of such bonds so redeemed plus
accrued interest to the date of redemption. Interest on the Series 1981 Bonds, the
Series 1981-A Bonds, the Series 1982 Bonds and the Series 1984 Bonds shall cease to
accrue on the date of redemption of such Bonds.
(c) The City Secretary is hereby authorized and directed to cause to be
filed with the appropriate paying agent and to be published with .respect to the
Series 1981 Bonds, the Series 1981-A Bonds and the Series 1982 Bonds, a notice of
redemption substantially in the form attaehed to this Ordinance as E�ibit "A," each
in the manner authorized by the ordinance authorizing the issuance of said bonds.
(d) The paying agent/registrar with respect to the Series 1984 Bonds is
hereby authorized and directed to cause to be ma.iled a notice of redemption for the
Series 1984 Bonds in the manner specified in the ordinance authorizing the issuance
of said bonds and in substantially the form attached hereto as E�ibit "B."
(e) The sources of funds for payment of the prineipal of and interest on
the bonds and certificates called for redemption by this Ordinance shall be from the
funds escrowed with the Texas American Bank/Fort Worth, N.A., Fort Worth, Texas,
,�� pursuant to the Escrow Agreement approved in Section 43 of this Ordinance.
�
0951D
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Section 45. Approval of Official Statement.
�M� The form and substance of the Preliminary Official Statement, dated
September 10, 1985, and any addenda, supplement or amendment thereto (the
y�� "Official Statement") presented to and considered at this meeting, is hereby in all
respects approved and adopted by the City Council, and the Mayor and the City
Secretary are hereby authorized and directed to execute the same and deliver
appropriate numbers of executed copies thereof to the purchasers of the Series 1985
Bonds. The Official Statement as thus approved, exeeuted and delivered, with such
appropriate variations as shall be approved by the City Manager and the purchasers
of the Series 1985 Bonds, may be used by said purchasers in the public offering and
sale thereof. The City Seeretary is hereby authorized and directed to include and
maintain a copy of the Official Statement and any addenda, supplement or
amendment thereto thus approved among the permanent records of this meeting.
Section 46. Further Authorit,y.
The Mayor and the City Seeretary shall be, and they hereby are, authorized
to do any and all things and to execute and deliver any and all documents,
certificates, or other instruments necessary or required for the municipal bond
insura.nce policy relating to the Series 1985 Bonds.
Section 47. Emer�enc,y.
The public importance of this Ordinance and the fact that it is to the best
interest of the City to provide funds for the construction of the improvements
� herein contemplated at the earliest possible date and to provide for the refunding of
the Outstanding Bonds, thereby eliminating certain restrietive covenants and
provisions contained in the ordinances authorizing the Outstanding Bonds, and as a
result of refunding the Outstanding Bonds, significantly reducing the amount of
annual revenues required to be derived from the operation of the System,
constitutes an emergency and creates a necessity for the immediate preservation of
the public peace, property, health and safety of the citizens of the City requiring
that this Ordinance be passed and take effect as an emergency measure, and it is
aecordingly ordained that this Ordinanee shall be in full force and effect from and
after its passage in accordance with the Charter of the City.
��
0451 D
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APPROVED, ADOPTED AND EFFECTIVE this S ep temb 4, 19 8 5
,�,u4>
�,.�
Mayor, City of Grapevine, Texas
ATTEST:
� �
Cit Seeretary, Ci of Grapevine, Texas
(SEAL]
APPROVED:
__—� -
City Attorney, City of Grapevi , Texas
�_.,.�
�:��
0451D
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EXHIBIT "A"
,�.-.,� NOTICE OF REDEMPTION
CITY OF GRAPEVINE, TEXAS
'�"� WATERWORKS AND SEWER SYSTEM REVENUE BONDS
SERIES 1981, SERIES 1981-A AND SERIES 1982
Notice is hereby given that the City of Grapevine, Texas, has duly called for
redemption and payment on the dates shown below the outstanding bonds of the City
described as follows:
City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1981, dated May l, 1981, Bonds
numbered 136 through 210, inclusive, aggregating $375,000.
REDEMPTION DATE: JUNE 1, 1992.
City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1981-A, dated June 1, 1981, Bonds
numbered 1 through 210, inclusive, aggregating $1,050,000.
REDEMPTION DATE: JUNE l, 1992.
City of Grapevine, Texas, Waterworks and Sewer System
Revenue Bonds, Series 1982, dated May 1, 1982, Bonds
numbered 71 through 120, inclusive, aggregating $250,000.
�, . REDEMPTION DATE: JUNE l, 1993.
Due and proper provision has been made for the payment of the principal of
the Bonds so called for redemption plus accrued interest to the date fixed for
�`"""" redemption at InterFirst Bank Dallas, N.A., Dallas, Texas. Payment of sueh
amounts will be made upon the presentation and surrender of the redeemed Bonds at
InterFirst Bank Dallas, N.A., Dallas, Texas. Interest on the Bonds so called for
redemption shall cease to accrue on the date fixed for their redemption.
DATED: September 24, 1985
/s/ Karen Spann
City Secretary, City of Grapevine, Texas
�...:.
�"" 0451D
EXHIBIT "B"
�°� NOTICE OF REDEMPTION
�� CITY OF GRAPEVINE, TEXAS,
WATERWORKS AND SEWER SYSTEM REVENUE BONDS
SERIES 1984 (the "Bonds")
(name and address of registered owner)
The registration books kept by Texas American Ba.nk/Fort Worth, N.A., Fort
Worth, Texas, Paying Agent/Registrar for the Bonds, show that you are the
registered owner of Bond number(s) , maturing on June l, , in the
aggregate principal amountof $
NOTICE IS HEREBY GIVEN that the Bonds maturing on and after June 1,
1995, aggregating $2,165,000 in principal amount, of whieh the Bond(s) described in
the preceding paragraph constitute a part, have been called for redemption by the
City of Grapevine, Texas on June 1, 1994 (the "redemption date").
NOTICE IS FURTHER GIVEN that due and proper arrangements have been
made providing Texas American Bank/Fort Worth, N.A., Fort Worth, Texas, the
place of payment of the Bonds called for redemption, with funds sufficient to pay
the principal amount of the Bonds and the interest thereon to the redemption date
� (the "redemption price"). Payment of the redemption price shall be made upon
presentation and surrender of the redeemed Bond at Texas American BanklFort
Worth, N.A., Fort Worth, Texas. In the event the Bonds, or any of them, are not
,� presented for payment by the date fixed for their redemption, they shall not
thereafter bear interest.
DATED: September 24, 1985
TEXAS AMERICAN BANK/
FORT WORTH, N.A.
/s/
Authorized Signatory
�{
0451D
.
,
�r;.�
�,,.� --
BOND ORDINANCE No. 8 5-5 7
$17,520,698.75
CITY OF GRAPEVINE, TEXAS
GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BONDS,
$ SERIES 1985
�>
Dated: September 1, 1985
�
;��>
TABLE OF CONTENTS
�;,,,
- Page
�.:w --
Recita,Ls 1
ARTICLE I
Definitions and Other Preliminary Matters
Section 1.01. Definitions 3
Section 1.02. Other Definitions 4
Section 1.03. Findings 4
Section 1.04. Table of Contents, Titles and Headings 4
Section 1.05. Interpretation 4
ARTICLE II
Security for the Bonds
Section 2.01. Tax Levy for Payment of the Bonds 5
ARTICLE III
Authorization; General Terms and Provisions
Regarding the Bonds
Section 3.01. Authorization 5
Section 3.02. Date, Denomination, Maturities, Numbers and
Interest 5
"`�`� Seetion 3.03. Medium, Method and Place of Payment 6
Section 3.04. Control, Execution and Initial Registration 7
�7-� Section 3.05. Ownership 8
Section 3.06. Registration, Transfer and Exchange 9
Section 3.07. Cancellation and Authentication 10
Section 3.08. Replacement Bonds 11
ARTICLE IV
- Redemption of Bonds Before Maturity
Section 4.01. Limitation on Redemption 12
Section 4.02. Optional Redemption 12
Section 4.03. Partial Redemption 12
Section 4.04. Notice of Redemption to Bondholders 13
Section 4.05. Payment Upon Redemption 13
Section 4.06. Effect of Redemption 13
Section 4.07. Lapse of Payment, Money Set Aside To be Escrowed 14
ARTICLE V
Paying Agent/Registrar
Section 5.01. Appointment of Initial Paying Agent/Registrar 14
Section 5.02. Qualifications 14
�;,, Section 5.03. Maintaining Paying Agent/Registrar - 15
,�..;,� (i)
Page
� .,
Section 5.04. Termination - 15
Section 5.05. Notice of Change to Bondholders 15
Section 5.06. Agreement to Perform Duties and Funetions 15
�'� � Section 5.07. Delivery of Records to Successor 15
ARTICLE VI
Form of the Bonds
Section 6.01. Form Generally 15
Section 6.02. Form of Current Interest Bond 16
Section 6.03. Form of Capital Appreciation Bond 21
Section 6.04. CUSIP Registration 25
Section 6.05. Legal Opinion 25
ARTICLE VII
Creation of Funds and Accounts,
Disposition of Bond Proceeds and Application of Money
Section 7.01. Creation of Funds 26
Seetion 7.02. Disposition of Bond Proceeds 26
Section 7.03. Interest and Sinking Fund 26
Section 7.04. Construction Fund 27
Section 7.05. Excess Bond Proceeds 27
ARTICLE VIII
"� Investments
�r�� Section 8.01. Investments 27
Section 8.02. Investment Income 28
ARTICLE IX
Particular Representations and Covenants
Section 9.01. Payment of the Bonds 28
Seetion 9.02. Other Representations and Covenants 28
ARTICLE X
Default and Remedies
Section 10.01. Events of Default 29
Seetion 10.02. Remedies for Default 29
Section 10.03. Remedies Not Exclusive 30
ARTICLE XI
Discharge
Section 11.01. Discharge by Payment 30
Seetion 11.02. Discharge by Deposit 30
�� �
��� (ii)
Page
�� ARTICLE XII
Awa.rding Sale of the Bonds -
and Approval of Official Statement
� Section 12.01. Awarding Sale of the Bonds 32
Section 12.02. Approval of Official Statement 32
AR.TICLE XIII
Approval of Escrow Agreement
and Transfer of Funds; Redemption of
Certain Outstanding Bonds
Seetion 13.01. Approval of Escrow Agreement 32
Section 13.02. Transfer of Funds 32
Section 13.03. Redemption of Certa.in Outstanding Bonds 33
ARTICLE XIV
Miscellaneous Matters
Section 14.01. Emergency 34
EXECUTION 34
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