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Home My WebLink AboutORD 1985-057 ORDINANCE NO. 85-57 �� AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF - GRAPEVINE, TEXAS, AUTHORIZING THE ISSUANCE AND ;� _ SALE OF CITY OF GRAPEVINE, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BONDS, SERIES 1985, IN THE AGGREGATE PRINCIPAL AMOUNT OF $17,520,698.75, FOR THE PURPOSE OF PROVIDING FUNDS WITH WHICH TO MAKE VARIOUS PERMANENT PUBLIC IMPROVEMENTS FOR AND WITHIN THE CITY AND FOR THE PURPOSE OF REFUNDING OUTSTANDING GENERAL OBLIGATION BONDS AND CERTIFICATES OF OBLIGATION; PRESCRIBING THE FORM OF SAID BONDS; LEVYING AND REQUIRING ASSESSMENT AND COLLECTION OF AN ANNUAL AD VALOREM TAX ON ALL TAXABLE PROPERTY WITHIN THE CITY TO PAY THE INTEREST ON SUCH BONDS AND TO CREATE A SINKING FUND FOR THE PAYMENT THEREOF AT MATURITY; AWARDING THE SALE THEREOF; APPROVING THE OFFICIAL STATEMENT; ENACTING OTHER PROVISIONS RELATING TO THE SUBJECT OF THIS ORDINANCE; AND DECLARING AN EMERGENCY WHEREAS, in accordance with the Constitution and laws of the State of Texas, bond elections were held in the City of Gra,pevine, Texas (the "City"), on the 19th day of January, 1980, and on the 20th day of August, 1983, wherein bonds for permanent improvements were duly and favorably voted; and �� WHEREAS, at said elections, the following were among the purposes and the amounts of general obligation bonds authorized; the amounts previously issued for �� said purposes pursuant to the voted authorizations; the amounts therefrom being issued pursuant to this Ordinance (the "Ordinance"); and the respective balances that remain unissued for the indicated purposes after the issuance of the bonds herein authorized, to-wit: Amount Amount _ Election Amount Previously Being Unissued Purpose Date Voted Issued Issued Balance Street Improvements 1-19-80 $4,155,000 $3,770,000 $ 385,000 $ -0- Street Improvements 8-20-83 7,685,000 1,655,000 2,615,000 3,415,000 WHEREAS, the City has eurrently outstanding the following general obligation bonds and certificates of obligation (colleetively, the "Refunded Bonds"): (a) General Obli ation Bonds Series 1970, dated Macch 1, 1970, now outstanding in the principal amount of 175,000; �_.:� - (b) General Obli�ation Refundin� Bonds, Series 1973, dated January 10, ,�.�,-, 1973, now outstanding in the principal amount of $20,000; (c) General Obli�ation Bonds, Series 1973, dated February 15, 1973, now outstanding in the principal amount of $545,000; � _- (d) General Obli�ation Refundin� Bonds, Series 1978, dated July 1, 1978, now outstanding in the principal amount of $1,420,000; (e) General Obli�ation Refundin� and Improvement Bonds, Series � 1978-A, dated November l, 1978, now outstanding in the principal amount of 25,000; (f) General Obli�ation Bonds, Series 1980, dated June 1, 1980, now outstanding in the principal amount of $1,800,000; (g) General Obli�ation Bonds, Series 1981, dated May 1, 1981, now outstanding in the principal amount of $2,125,000; (h) General Obli�ation Bonds, Series 1982, dated May l, 1982, now outstanding in the principal amount of $2,305,000; (i) General Obli�ation Bonds, Series 1984, dated May 1, 1984, now outstanding in the principal amount of $2,830,000; (j) Combination Tax and Revenue Certificates of Obli�ation, Series �,; ,. 1985, dated April 1, 1985, now outstanding in the principal amount of $3,400,000; and �a.� WHEREAS, the entire outstanding principal amount of the Refunded Bonds, being $15,445,000, is intended to be and shall be refunded pursuant to this Ordinance; and WHEREAS, the City Council hereby finds, determines and declares that this Ordinance is an emergency measure for the immediate preservation of the public peace, property, health or safety by restructuring the general obligation debt of the City and thereby reducing the debt service requirements thereof; by establishing uniform dates for the payment of prineipal of and interest on the debt; and additionally by providing funds for the construction of the improvements herein contemplated at the earliest possible date; and WHEREAS, the City Council has found and determined that the aforesa.id refunding bonds should be issued pursuant to this Ordinanee, all as permitted by the Genera.l Laws oF the State of Texas, particularly Article 717k, Vernon's Annotated Texas Civil Statutes, as amended; and WHEREAS, the City Council considers it in the best interest of the City at this time to authorize the issuance and delivery of the amounts thus reflected, all in a single issue, and a11 in accordance with the laws of the State of Texas and the �,,, Charter of the City; therefore, - .�.�� 0454D -2- � BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE: ��, ARTICLE I �- DEFINITIONS AND OTHER PRELIMINARY MATTERS Section 1.01. Definitions. Unless otherwise expressly provided or unless the context clearly requires otherwise, in this Ordinance, the following terms shall have the meanings specified below: "Bond" means any of the Bonds. "Bondholder" or "Holder" or "Owner" means the person who is the registered owner of a Bond or Bonds, as shown in the Register. "Bonds" means the City's bonds entitled "City of Grapevine, Texas, General Obligation Refunding and Improvement Bonds, Series 1985" in aggregate principal amount of$17,520,698.75 authorized to be issued by Section 3.01 of this Ordinance. "Charter" means the Home Rule Charter of the City as amended. "Closing Date" means the date of the initial delivery of a.nd payment for the Bonds. �" '° "Code" means the Internal Revenue Code of 1954, as amended, including the regulations and published rulings thereunder. �,� "Construction Fund" means the construction fund established by Section 7.01(a)(ii) of this Ord.inance. "Escrow Agent" means Texas American Bank/Fort Worth, N.A., Fort Worth, Texas. "Escrow Agreement" means the escrow agreement, dated as of September 1, 1985, by and between the City and Texas American Bank/Fort Worth, N.A., Fort Worth, Texas, as eserow agent. "Escrow Fund" means the fund referred to in Seetions 7.02(ii) and 13.02 of this Ordinanee and established by the Eserow Agreement to hold cash and securities for the payment of and interest on the Refunded Bonds. "Event of Default" means any Event of Default as defined in Section 10.01 of this Ordinance. "Initial Bonds" means the bonds described in Seetions 3.04(d), 6.02(d) and 6.03(d) of this Ordinance. �:.� - �._.,," 0454D -3- "Interest and Sinking Fund" means the interest and sinking fund established by �:,;. Section 7.01(a)(i) of this Ord.inance. "Interest Payment Date" means the date or dates upon which interest on the Bonds is scheduled to be paid in accordance with the provisions of this Ordinance, �. s�ch dates being February 1 and August 1 of each year commencing February l, 1987. "Original Issue Date" mea.ns the initial date from which interest on the Bonds accrues and which is designated in Section 3.02(a) of this Ordinance. "Paying Agent/Registrar" means Texas American BanklFort Worth, N.A., Fort Worth, Texas, any sueeessor thereto or an entity which is appointed as and assumes the duties of paying agent/registra.r as provided in this Ordinance. "Purehaser" means the person, firm or entity initially purchasing the Bonds from the City and which is designated in Section 12.01 of this Ordinance. "Record Date" means the record date as prescribed by Section 3.03(b) of this Ordinance. "Register" means the register specified in Section 3.06(a) of this Ordinance. Section 1.02. Other Definitions. The terms "City," "Ordinance" and "Refunded Bonds" sha11 have the meanings �;.:� assigned to them in the preamble to this Ordinance. Seetion 1.03. Findin s. �;.� The declarations, determinations and findings deelared, made and found in the preamble to this Ordinanee are hereby adopted, restated and made a part of the operative provisions hereof. Section 1.04. Table of Contents, Titles and Heading�s. The table of contents, titles a.nd headings of the Articles and Sections of this Ordinanee have been inserted for convenienee of referenee only and are not to be eonsidered a part hereof and shall not in any way modify or restriet any of the terms or provisions hereof and shall never be considered or given any effect in construing this Ordinance or any provisioii hereof or in ascertaining intent, if any question of intent should arise. Section 1.05. Interpretation. (a) Unless the context requires otherwise, words of the masculine gender shall be construed to include correlative words of the feminine and neuter genders and vice versa, and words of the singular number shall be construed to include eorrelative words of the plural number and vice versa. (b) This Ordinance and all the terms and provisions hereof shall be '�'"" liberally construed to effectuate the purposes set forth herein to sustain the validity of this Ordinance. �� 0454D -4- ARTICLE II �;,.;,A SECURITY FOR THE BONDS - Section 2.01. Tax Lev.y for Pa.yment of the Bonds. �»:__ ' (a) The City Council hereby declares and covenants that it will provide and levy a tax legally and fully sufficient for payment of the Bonds, it having been determined that the existing and ava.ilable taxing authority of the City for such purpose is adequate to permit a legally sufficient tax in consideration of a.11 other outstanding obligations of the City. (b) In order to provide for the payment of the debt service requirements on the Bonds, being (i) the interest on the Bonds, and (ii) a sinking fund for their payment at maturity or a sinking fund of two percent (whichever amount is the greater), there is hereby levied for the current year and each succeeding year thereafter, while the Bonds or interest thereon remain outstanding and unpaid, a tax within legal limitations on each $100 valuation of taxable property in the City that is sufficient to pay such debt service requirements, full allowance being made for delinquencies and costs of collection. (c) The tax levied by this Section shall be assessed and collected each year and applied to the payment of the debt service requirements on the Bonds, and the tax shall not be diverted to any other purpose. ARTICLE III ,�.;.� AUTHORIZATION; GENERAL TERMS AND PROVISIONS �. ,� REGARDING THE BONDS Section 3.01. Authorization. The City's general obligation bonds to be designated "City of Grapevine, Texas, General Obligation Refunding and Improvement Bonds, Series 1985," are hereby authorized to be issued and delivered in accordance with the Constitution - and laws of the State of Texas and the Charter of the City, the Bonds to be issued in the aggregate principal amount of $17,520,698.75 for the following purposes: (a) to provide funds with which to make various permanent public improvements, to wit: $3,000,000 for constructing improvements to the streets in and for said City, including sidewalks, storm drainage improvements, parking facilities, traffie eontrol and maintenance facilities necessary and incidental thereto; a.nd (b) to provide funds to refund the Refunded Bonds in aecordance with Article 717k, Vernon's Annotated Texas Civil Statutes, as amended, and to pay all costs of issuance associated with the issuance of the Bonds. Section 3.02. Date, Denomination, Maturities, Numbers and Interest. �,,#, (a) The Bonds maturing February 1 in each of the years 1987 through 1994, both inclusive, and 2000 through 2005, both inclusive (collectively, the �., 0454D -5- "Current Interest Bonds"), shall have the Original Issue Date of September l, 1985, �.-�W shall be in fully registered form, without coupons, in the denomination of $5,000 or any integral multiple thereof and shall be numbered separately from one upward. _ (b) The Current Interest Bonds shall mature on February 1 in the years � }° and in the principal amounts and interest rates set forth below, interest on each Current Interest Bond aecruing from the Original Issue Date or the most recent Interest Payment Date to which interest has been paid or provided for at the per annum ra.tes of interest, payable semiannually on February 1 and August 1 of each year until maturity or prior redemption, eommeneing February 1, 1987 as follows: Principal Interest Principal Interest Maturit.y Amount Rate Maturit.y Amount Rate 1987 $ 15,000 6.30% 1994 $1,570,000 8.60% 1988 1,020,000 6.80% 2000 1,160,000 9.20% 1989 1,090,000 7.25% 2001 980,000 9.30% 1990 1,155,000 7.60% 2002 1,075,000 9.40% 1991 1,255,000 7.90% 2003 835,000 9.50% 1992 1,330,000 8.25% 2004 920,000 9.50% 1993 1,465,000 8.40% 2005 660,000 9.50% (c) The Bonds maturing on February 1 in each of the years 1995 through 1999, both inelusive (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 and shall be numbered from CR-1 upward. `"�"�" (d) The Capital Appreciation Bonds shall mature on February 1 in the years and in the maturity amounts and acerue interest at the interest rates set forth below: Original Maturity Interest Maturit.y Prineipal Amount Amount Rate 1995 $736,989.00 $1,650,000 8.90% 1996 658,394.40 1,640,000 9.10 1997 586,794.10 1,615,000 9.20 1998 536,493.75 1,625,000 9.25 1999 472,027.50 1,575,000 9.30 Interest on the Capital Appreciation Bonds sha11 aeerue from the date of the delivery thereof (the "Delivery Date"), compounded semiannually on February 1 and August 1 of each year until maturity, eommeneing February l, 1987, and be payable, together with the principal amount thereof, at maturity. Section 3.03. Medium, Method and Place of Payment. (a) The principal of, premium, if any, and interest on the Bonds shall be ,�� paid in lawful money of the United States of America as provided in this Section. � 0454D -6- (b) Interest on the Current Interest Bonds sha11 be payable to the Owner �:,, whose name appears in the Register at the close of business on the 15th day of the month ne� preceding such Interest Payment Date (the "Record Date"). Interest on the Capital Appreciation Bonds shall be payable to the Owner whose name appears in the Register on the maturity date thereof. ��- r (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 such payment, first elass United States mail, postage prepaid, to 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 each Bond shall be paid to the person in whose name such 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 such Bond at the principal corporate office of the Paying Agent/Registrar. (e) If the date for the payment of the principal of or interest on the 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 succeeding 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 foree and effect as if made on the original date payment �r, :� was due. �,� ,. Section 3.04. Control, Exeeution and Initial Re�istration. (a) The Bonds shall be executed on behalf of the City by the Mayor and countersigned by the City Secretary of the City, by their faesimile signatures, and the official seal of the City shall be impressed or placed in facsimile thereon. Such faesimile signatures on the Bonds shall have the same effect as if each of the Bonds had been signed manually and in person by each of said officers, and such facsimile seal on the Bonds shall have the same effect as if the official seal of the City had been manually impressed upon each of the Bonds. (b) In the event that any officer of the City whose faesimile signature appears on the Bonds ceases to be such officer before the authentication of such Bonds or before the delivery thereof, such facsimile signature nevertheless shall be valid and sufficient for all purposes as if such officer had remained in such office. (c) Exeept as provided below, no Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit of this Ordinance unless and until there appears thereon the Certificate of Paying Agent/Registrar substantially in the form provided herein, duly authenticated by manual execution of the Paying Agent/R.egistrar. It shall not be required that the same authorized representative of the Paying Agent/Registrar sign the Certificate of Paying Agent/Registra.r on all of the Bonds. In lieu of the executed Certificate of Paying Agent/Registrar described ,�,,.� above, the Initial Bonds delivered at the Closing Date shall have attached thereto the Comptroller's Registration Certificate substantially in the form provided herein, �.,.. 0454D -7- manually executed by the Comptroller of Public Aceounts of the State of Texas, or �;_,u, by his duly authorized agent which Certificate shall be evidence that the Initial Bonds have been duly approved by the Attorney General of the State of Texas and that they are valid and binding obligations of the City, and have been registered by the Comptroller. �� -- (d) On 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, manually signed by the Mayor and City Secretary of the City, approved by the Attorney General, and registered and � manually signed by the Comptroller of Public Accounts, will be delivered to the Purchaser or its designee. Upon payment for the Initial Current Interest Bond, the Paying Agent/R.egistrar 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, five Bonds, each representing the Capital Appreciation Bonds maturing February 1 in each of the years 1995, 1996, 1997, 1998 and 1999, respectively (the "Initial Capital Appreciation Bonds"), manually signed by the Mayor and City Secretary of the City, approved by the Attorney Genera,l and registered manually by the Comptroller of Public Accounts, will be delivered to the Purchaser or its designee. Upon payment for the Initial Capital Appreciation Bonds, the Paying Agent/Registra.r shall eancel the Initial Capital Appreciation Bonds and deliver the registered definitive Capital Appreciation Bonds in accordance with the instructions received from the Purchaser or its designee 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/R,egistrar, at �;,� least five (5) business days prior to the Closing Date, written instructions on forms which the Purchaser or its designee must request of and obtain from, and whieh sha11 be provided by, the Paying Agent/Registrar designating the names in which 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 time period, the cancellation of the Initial Current Interest Bond and the Initial Capital Appreciation Bonds and delivery of definitive Bonds in exchange therefor may be delayed until such instructions are received. Seetion 3.05. Ownership. (a) The City, the Paying Agent/Registrar and any other person may treat the person in whose name any Bond is regYstered as the absolute owner of sueh Bond for the purpose of making and receiving payment of the principal thereof and premium, if any, thereon, for the further purpose of making and receiving payment of the interest thereon (subject to the provisions herein that interest is to be paid to the person in whose name the Bond is registered on the Record Date in the case of Current Interest Bonds), and for a11 other purposes, whether or not such Bond is overdue, and neither the City nor the Paying Agent/Registrar shall be bound by any notiee or knowledge to the contrary. (b) All payments made to the person deemed to be the owner of any Bond in accordance with this Section shall be valid and effeetual and shall discharge the liability of the City and the Paying Agent/Registrar upon such Bond to the extent of �,� the sums paid. - ��,;,; 0454D p -O- Section 3.06. Re�istration, Transfer and Exchan�e. '�' '' (a) So long as any Bonds rema.in outstanding, the City shall-cause the Paying Agent/Registrar to keep at its principal corporate office a register (the ,�, , "Register") in which, subject to such reasonable regulations as it may prescribe, the Paying Agent/Registrar shall provide for the registration and transfer of Bonds in accordance with this Ordinance. (b) Registration of any Bond may be tra,nsferred in the Register only upon the presentation and surrender thereof at the principal corporate office of the Paying Agent/Registrar for transfer of registration and cancellation, together with proper written instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing assignment of the Bonds, or any portion thereof in any integral multiple of $5,000, to the assignee or assignees thereof, and the right of such assignee or assignees thereof to have the Bond or any portion thereof registered in the name of such assignee or assignees. No transfer of any Bond shall be effective until entered in the Register. Upon assignment and transfer of any Bond or portion thereof, a new Bond or Bonds will be issued by the Paying Agent/Registrar in conversion and exchange for such transferred and assigned Bond. To the extent possible the Paying Agent/Registrar will issue such new Bond or Bonds in not more than three business days after receipt of the Bond to be transferred in proper form and with proper instructions directing such transfer. (c) Any Bond may be converted and exchanged only upon the presentation and surrender thereof at the principal corporate office of the Paying Agent/Registrar, together with a written request therefor duly executed by the ,�,;„ registered owner or assignee or assignees thereof, or its or their duly authorized attorneys or representatives, with guarantees of signatures satisfactory to the Paying Agent/Registrar, for a Bond or Bonds of the same maturity and interest rate �°`°°� and in any authorized denomination and in an aggregate principal or maturity amount equal to the unpaid principal or maturity amount of the Bond presented for exchange. If a portion of any Bond is redeemed prior to its scheduled maturity as provided herein, a substitute Bond or Bonds having the same maturity date, bearing interest at the same rate, in the denomination or denominations of any integral multiple of $5,000 at the request of the registered owner, and in an aggregate principal amount equal to the unredeemed portion thereof, will be issued to the registered owner upon surrender thereof for cancellation. To the extent possible, a new Bond or Bonds will be required to be delivered by the Paying Agent/Registear to the registered owner of the Bond or Bonds in not more than three business days after receipt of the Bond to be exchanged in proper form and with proper instructions directing such exchange. (d) Each Bond issued in exchange for any Bond or portion thereof assigned, transferred or converted shall have the same principal maturity date and bear interest at the same rate as the Bond for which it is being exchanged. Eaeh substitute Bond shall bear a letter and/or number to distinguish it from eaeh other Bond. The Paying Agent/Registrar shall convert and exchange the Bonds as provided herein, and each substitute Bond delivered in accordance with this Section sha11 eonstitute an original additional contractual obligation of the City and shall be entitled to the benefits and security of this Ordinance to the same extent as the � Bond or Bonds in lieu of which such substitute Bond is delivered.- � 0454D -9- (e) The City will pay the Paying Agent/Registrar's reasonable and customary charge for the initial registration or any subsequent transfer, exchange or � conversion of Bonds, but the Paying Agent/Registrar will require the Owner to pay a sum sufficient to cover any tax or other governmental charge that is authorized to � � be imposed in connection with the registration, transfer, exchange or conversion of a�ond. In addition, the City hereby covenants with the Owners of the Bonds that it will (i) pay the reasonable and standard or customary fees and charges of the Paying Agent/Registrar for its services with respect to the payment of the principal of and interest on the Bonds, when due, and (ii) pay the fees and charges of the Paying Agent/Registrar for services with respect to the transfer, registration, conversion and exchange of Bonds as provided herein. (f) Neither the City nor the Paying Agent/Registrar shall be required (i) to issue, transfer, or exchange any Bond called for redemption, in whole or in part, where such redemption is scheduled to occur within 30 calendar days; provided, however, such limitation shall not be applicable to an exchange by the Owner of the uncalled principal balance of a Bond. Section 3.07. Cancellation and Authentication. (a) All Bonds paid or redeemed before seheduled maturity in accordance with this Ordinance and all Bonds in lieu of which exchange Bonds or replacement Bonds are authenticated and delivered in accordance with this Ordinance shall be cancelled and destroyed upon the making of proper records regarding such payment, redemption, exchange or replacement. The Paying Agent/Registrar shall periodically furnish the City with certificates of destruction of such Bonds. � (b) Eaeh substitute Bond issued in conversion of and exchange for or replacement of (pursuant to the provisions of Seetions 3.06 and 3.08 hereof) any Bond or Bonds issued under this Ordinanee shall have printed thereon a Paying Agent/Registrar's Authentication Certificate, in the form hereinafter set forth. An authorized representative of the Paying Agent/Registrar shall, before the delivery of any such Bond, manually sign and date sueh Certificate, and no such Bond shall be deemed to be issued or outstanding unless such Certificate is so executed. No additional ordinances, orders, or resolutions need be passed or adopted by the City Council or any other body or person so as to accomplish the foregoing eonversion and exchange or replacement of any Bond or portion thereof, and the Paying Agent/Registrar shall provide for the printing, execution, and delivery of the substitute Bonds in the manner prescribed herein, and said Bonds shall be of customary type and composition and be printed on paper with lithographed or steel engraved borders of customary weight and strength. Pursuant to Article 717k-6, Vernon's Annotated Texas Civil Statutes, as amended, and particularly Section 6 thereof, the duty of eonversion and exchange or replacement of Bonds as aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of the above Paying Agent/Registrar's Authentication Certificate, the converted and exehanged or replaced Bonds shall be valid, incontestable, and enforeeable in the same manner and with the same effect as the Initial Current Interest Bond and the Initial Capital Appreeiation Bonds which originally were delivered pursuant to this Ordinance, approved by the Attorney General, and registered by the Comptroller of Publie Accounts. �rt� ,�. 0454D -1�- (e) Bonds issued in conversion and exchange or replacement of any other Bond or portion thereof (i) shall be issued in fully registered form, without interest �' coupons, with the principal of and interest on such Bonds to be payable only to the registered owners thereof, (ii) may be redeemed prior to their scheduled maturities, �. N (iii) may be transferred and assigned, (iv) may be converted and exchanged for other Bonds, (v) shall have the characteristies, (vi) shall be signed and sealed, and (vii) shall be payable as to principal and interest, all as provided, and in the manner required or indicated, in the FORM OF BOND set forth in this Ordinance. Section 3.08. Replacement Bonds. (a) Upon the presentation and surrender to the Paying Agent/Registrar of a mutilated Bond, the Paying Agent/Registrar shall authenticate and deliver in exchange therefor a replacement Bond of like tenor and principal amount, bearing a number not contemporaneously outstanding. The City or the Paying Agent/ Registrar may require the Holder of such Bond to pay a sum suffieient to cover any tax or other governmental charge that is authorized to be imposed in connection therewith and any other expenses connected therewith. (b) In the event that any Bond is lost, apparently destroyed or wrongfully taken, the Paying Agent/Registrar, pursuant to the applicable laws of the State of Texas and in the absence of notiee or l�owledge that sueh Bond has been acquired by a bona fide purehaser, shall authenticate and deliver a replacement Bond of like tenor and principal amount, bearing a number not contemporaneously outstanding, provided that the Holder first: �,..,� (i) furnishes to the Paying Agent/Registrar satisfactory evidence of his or her ownership of and the circumstances of the loss, destruction or theft of such Bond; (ii) furnishes such security or indemnity as may be required by the Paying Agent/Registrar, and acceptable to the City, to save it harmless; (iii) pays all expenses and charges in connection therewith, including, but not limited to, printing costs, legal fees, fees of the Paying Agent/Registrar and any tax or other governmental charge that is authorized to be imposed; and (iv) satisfies any other reasonable requirements imposed by the City and the Paying Agent/Registrar. (c) If, after the delivery of such replacement Bond, a bona fide purchaser of the original Bond in lieu of which sueh replacement Bond was issued presents for payment such original Bond, the City and the Paying Agent/Registrar shall be entitled to recover such replacement Bond from the person to whom it was delivered or any person taking therefrom, exeept a bona fide purehaser, and shall be entitled to reeover upon the security or indemnity provided therefor to the e�rtent of any loss, damage, cost or e�ense incurred by the City or the Paying Agent/Registrar in conneetion therewith. (d) In the event that any such mutilated, lost, apparently destroyed or �"" wrongfully taken Bond has become or is about to become due and payable, the Paying Agent/Registrar, in its discretion, instead of issuing a replacement Bond, may pay such Bond. 0454D -�.1- (e) Each replacement Bond delivered in accordance with this Section shall constitute an original additional contractual obligation of the City and sha11 be "` '` entitled to the benefits and security of this Ordinance to the same extent as the Bond or Bonds in lieu of which such replacement Bond is delivered. � .�,,p ARTICLE IV REDEMPTION OF BONDS BEFORE MATURITY Section 4.01. Limitation on Redemption. The Bonds shall be subject to redemption before scheduled maturity only as provided in this Article iV. Seetion 4.02. Optional Redemption. (a) The City reserves the option to redeem Current Interest Bonds maturing on and after February 1, 2000, in whole or in part, in principal amounts of $5,000 or any multiple thereof, on February 1, 1995, or on any date thereafter at a price equal to the principal amount of the Current Interest Bonds called for redemption plus accrued interest from the most recent Interest Payment Date on which interest has been paid or duly provided for to the redemption date. (b) The City, at least 45 days before the redemption date (unless a ,�,,,�, shorter period shall 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. (c) The Capital Appreciation Bonds are not subject to redemption prior to maturity. Seetion 4.03. Partial Redemption. (a) If less than all of the Current Interest Bonds are to be redeemed, the City shall determine the maturity or maturities and the amounts thereof to be redeemed and shall direct the Paying Agent/Registrar to call by lot Current Interest Bonds, or portions thereof within such maturity or maturities and in such principal amounts, for redemption. (b) A portion of a single Current Interest Bond of a denomination greater than $5,000 may be redeemed, but only in a principal amount equal to $5,000 or any integral multiple thereof. The Paying Agent/Registra.r shall treat each $5,000 portion of the Current Interest Bond as though it were a single Current Interest Bond for purposes of selection for redemption. (e) Upon surrender of any Current Interest Bond for redemption in part, the Paying Agent/Registrar, in accordanee with Section 3.06 of this Ordinance, shall authenticate and deliver an exchange Current Interest Bond or Bonds in an aggregate principal amount equal to the unredeemed portion of-the Current Interest �'�� Bond so sm�rendered. � ,., 0454D -12- (d) The Paying Agent/Registrar shall promptly notify the City in writing of the principal amount to be redeemed of any Current Interest Bond as to which *" ` only a portion thereof is to be redeemed. _ ,�, � Section 4.04. Notice of Redemption to Bondholders. (a) The Paying Agent/Registrar shall give notice of any redemption of Current Interest Bonds by sending notice by fi.rst elass United States mail, postage prepaid, not less than 30 days before the date fixed for redemption, to the Owner of each Current Interest Bond (or part thereof) to be redeemed, at the address shown on the Register. (b) The notice shall state the redemption date, the redemption price, the place at which the Current Interest Bonds are to be surrendered for payment, and, if less than a11 the Current Interest Bonds outstanding are to be redeemed, an identification of the Current Interest Bonds or portions thereof to be redeemed. (c) Any notice given as provided in this Section shall be conclusively presumed to have been duly given, whether or not the Bondholder receives such notice. Section 4.05. Payment Upon Redemption. (a) Before or on each redemption date, the Paying Agent/Registrar shall make provision for the payment of the Current Interest Bonds to be redeemed on such date by setting aside and holding in trust an amount from the Interest and �,,.,.¢ Sinking Fund or otherwise received by the Paying Agent/Registrar from the City sufficient to pay the principal of, premium, if any, and accrued interest on such �� Current Interest Bonds. (b) Upon presentation and surrender of any Current Interest Bond called for redemption at the principal corporate office of the Paying Agent/Registrar on or after the date fixed for redemption, the Paying Agent/R.egistrar shall pay the principal of, premium, if any, and accrued interest on such Bond to the date of redemption from the money set aside for such purpose. Section 4.06. Effect of Redemption. (a) Notice of redemption having been given as provided in Section 4.04 of this Ordinance, the Current Interest Bonds or portions thereof ealled for redemption shall become due and payable on the date fixed for redemption and, unless the City defaults in the payment of the principal thereof, premium, if any, or accrued interest thereon, sueh Bonds or portions thereof shall cease to bear interest from and after the date fixed for redemption, whether or not sueh Bonds are presented and surrendered for payment on such date. (b) If any Current Interest Bond or portion thereof called for redemption is not so paid upon presentation and surrender of such Bond for redemption, such Current Interest Bond or portion thereof shall continue to bear interest at the rate stated on the Current Interest Bond until paid or until due provision is made for the payment of same. - � 0454D -13- Section 4.07. Lapse of Pa.yment; Mone.y Set Aside to be Escrowed. �� (a) Money set aside for the redemption of Current Interest Bonds and remaining unclaimed by the Owners of such Bonds for four years after the date of redemption shall be applied to the next payment or payments on the Current �� Interest Bonds thereafter coming due and, to the extent any such money remains after the retirement of all outstanding Current Interest Bonds, shall be paid to the City to be used for any lawful purpose. Thereafter, neither the City, the Paying Agent/Registrar nor any other person shall be liable or responsible to any Holders of such Bonds for any further payment of such unclaimed moneys or on account of any � such Bonds, subject to any applicable escheat law or similar law. (b) Money set aside for the redemption of Current Interest Bonds a.nd remaining unclaimed by the Owners of such Bonds after the redemption date shall be segregated in a special eserow aceount and held in trust, uninvested, without interest, for the account of such Owners. ARTICLE V PAYING AGENT/REGISTRAR Section 5.01. Appointment of Initial Payin� Agent/Re�istrar. (a) The City hereby appoints Texas American Bank/Fort Worth, N.A., Fort Worth, Texas (the "Paying Agent/Registrar"), as its registrar and transfer agent �. to keep such books or records and make such transfers and registrations under such reasonable regulations as the City and the Paying Agent/Registrar may prescribe; and the Paying Agent/Registrar shall make such transfer and registrations as herein �: . provided. It shall be the duty of the Paying Agent/Registrar to obtain from the Owners and record in the Register the address of such Owner of each Bond to which payments with respect to the Bonds shall be ma.iled, as provided herein. The City or its designee shall have the right to inspect the Register during regular business hours of the Paying Agent/Registra.r, but otherwise the Paying Agent/Registrar shall keep the Register confidential and, unless otherwise required by law, shall not permit their inspection by any other entity. (b) The City hereby further appoints the Paying Agent/Registrar to act as the paying agent for paying the principal of and interest on the Bonds. The Paying Agent/Registrar shall keep proper records of all payments made by the City and the Paying Agent/Registrar with respect to the Bonds, and of all eonversions, exehanges and replacements of such Bonds, as provided in the Ordinance. Section 5.02. Qualifications. Each Paying Agent/R.egistrar shall be (i) a bank, trust company, financial institution, or other entity duly qualified and legally authorized under the laws of the United States or of any state thereof, (ii) authorized under such laws to exercise trust powers, (iii) subject to supervision or examination by a federal or state governmental authority, and (iv) a single entity. ��. � 0454D -14- Section 5.03. Maintairun� Pa.yin� Agent/Re�istrar. �_ (a) At all times while any Bonds are outstanding, the City will mainta.in a Paying Agent/R.egistrar that is qualified under Seetion 5.02 of this Ordinance. �Y� -- (b) If the Paying Agent/Registrar resigns or otherwise ceases to serve as such, the City will promptly appoint a replacement. (c) The execution and delivery of a Paying Agent/Registrar Agreement, as presented at the meeting at which this Ordinance was considered, specifying 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 the City is hereby authorized to execute such agreement. Section 5.04. Termination. The City reserves the right to terminate the appointment of any Paying Agent/Registrar by delivering to the entity whose appointment is to be terminated a certified copy of a resolution of the City (i) giving notice of the termination of the appointment and of the Paying Agent/Registrar Agreement, stating the effective date of sueh termination, and (ii) appointing a suecessor Paying Agent/Registrar. Seetion 5.05. Notice of Chan�e to Bondholders. Promptly upon each change in the entity serving as Paying Agent/Registrar, the City will cause notice of the change to be sent to each Bondholder by first class United States mail, postage prepaid, at the address in the Register, stating the "� effective date of the change and the name and ma.iling address of the replacement Paying Agent/Registrar. �.,;: Seetion 5.06. A�reement to Perform Duties and Funetions. By accepting the appointment as Paying Agent/Registrar, the Paying Agent/Registrar is deemed to have agreed to the provisions of this Ordinance and that it will perform the duties and functions of Paying Agent/Registrar prescribed hereby. Section 5.07. Delivery of Reeords to Successor. If a Paying Agent/Registrar is replaced, such Paying Agent/Registrar, promptly upon the appointment of the successor, will deliver the Register (or a copy thereof) and all other pertinent books and records relating to the Bonds to the successor Paying Agent/Registrar. AftTICLE VI FORM OF THE BONDS Section 6.01. Form Generall.y. „�,,� (a) The Bonds, the Registration Cei�tificate of the Comptroller of Public Accounts of the State of Texas, the Certifieate of the Paying Agent/Registrar, and �,� 0454D -15- the Assignment form to appear on each of the Bonds (i) shall be substantially in the form set forth in this Article, with such appropriate insertions, omissions, �` substitutions, and other variations as are permitted or required by this Ordinance, and (u) may have such letters, numbers, or other marks of identification (including identifying numbers and letters of the Committee on Uniform Securities '�""' Id�ntification Proeedures of the American Bankers Association) and sueh legends and endorsements (including any reproduction of an opinion of counsel) thereon as, consistently herewith, may be determined by the City or by the officers exeeuting such Bonds, as evidenced by their execution thereof. (b) Any portion of the text of the Bonds may be set forth on the reverse side thereof, with an appropriate reference thereto on the face of the Bonds. (c) The Bonds shall be printed, lithographed, or engraved, and may be produced by any combination of these methods or produeed in any other similar manner, all as determined by the offieers executing sueh Bonds, as evidenced by their execution thereof. Seetion 6.02. Form of Current Interest Bond. The form of Current Interest Bond, including the form of the Registration Certificate of the Comptroller of Public Aceounts of the State of Texas, the form of Certificate of the Paying Agent/Registrar and the form of Assignment appearing on the Current Interest Bonds, shall be substantially as follows: (a) [Form of Current Interest Bond] � REGLSTERED REGISTERED �,� No. $ United States of America State of Texas COUNTY OF TARRANT CITY OF GRAPEVINE, TEXAS GENERAL OBLIGATION REFUNDING BOND SERIES 1985 CURRENT INTEREST BOND Interest Rate: Maturity Date: Original Issue Date: CUSIP NO.: (February 1) September l, 1985 The City of Grapevine (the "City"), in the County of Tarrant, State of Texas, for value received, hereby promises to pay to � � ��„� 0454D -16- or registered assigns, on the Maturity Date specified above, the sum of DOLLARS unless this Bond shall have been sooner called for redemption and the payment of �-� t�e principal hereof shall have been paid or provided for, and to pay interest on such prineipal amount from the latter of the Original Issue Date specified above or the most recent interest payment date to which interest has been paid or provided for until payment of such principal amount has been paid or provided for, at the per annum ra,te of interest specified above, computed on the basis of a 360-day year of twelve 30-day months, such interest to be pa.id semiannually on February 1 and Augast 1 of each year, commencing February 1, 1987. The principal of this Bond shall be payable without exchange or collection charges in lawful money of the United States of America upon presentation and , surrender of this Bond at the principal corporate offiee of the Paying Agent/ Registra.r executing the registration certificate appearing hereon. Interest on this Bond is payable by check dated as of the interest payment date, mailed by the Paying Agent/Registrar to the registered owner at the address shown on the registration books kept by the Paying Agent/Registrar or by such other customary banking arrangements aeceptable 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 a.rrangements. For the purpose of the payment of interest on this Bond, the registered owner shall be the person in whose name this Bond is registered at the close of business on the "Record Date," which shall be the fifteenth day of the month next preeeding such interest payment date. " Referenee is hereby made to the further provisions of this Bond set forth on the reverse side hereof, and such further provisions shall for all purposes have the same effect as if set forth on the face hereof. * This Bond is one of a series of fully registered bonds specified in the title hereof issued in the aggregate principal amount of $17,520,698.75 (herein referred to as the "Bonds") and issued pursuant to a certain Ordinance of the City (the "Bond Ordinance") for the purpose of providing funds with which to make various permanent public improvements for and within the City and for the purpose of refunding certain outstanding obligations of the City seeured in whole or in part by a pledge of ad valorem taxes on property loeated within the City. * The City has reserved the option to redeem the Current Interest Bonds, as defined in the Bond Ordinance, maturing on or after February l, 2000, before their respective scheduled maturities in whole or in part in integral multiples of $5,000 on February 1, 1995, or on any date thereafter, at a price equal to the prineipal amount of the Bonds so called for redemption plus accrued interest to the redemption date. If less than all of the Bonds are to be redeemed, the City shall determine the maturity or maturities and the amounts thereof to be redeemed and shall direct the Paying Agent/Registrar to call for redemption, by lot, Bonds or portions thereof within such maturity or maturities and in such amounts so determ�ned. * Notice of such redemption or redemptions shall be given by first elass mail, 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. 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 0454D -17- 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 Bond Ordinance and being a �'�`" part of the series of which this Bond is one, are not subjeet to redemption prior to maturity. * As provided in the Bond Ordinance, and subject to certain limitations therein set forth, this Bond is transferable upon surrender of this Bond for transfer at the principal corporate office of the Paying Agent/Registrar with such endorsement or other evidence of transfer as is acceptable to the Paying Agent/Registrar, 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 transferees. * Neither the City nor the Paying Agent/Registrar shall be required to issue, transfer or exchange any Bond called for redemption where such redemption is scheduled to oecur within 30 calendar days after the transfer or exchange date; provided, however, sueh limitation shall not be applieable to an exchange by the Holder of the uncalled principal balance of a Bond. * The City, the Paying Agent/Registrar, and any other person 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 nor the Paying Agent/Registrar shall be affected by notice to the contrary. � * IT IS HEREBY CERTIFIED AND RECITED that the issuance of this Bond and the series of which it is a part is duly authorized by law and, to the e�rtent required by law, has been authorized by a vote of the properly qualified electors of the City voting at an election held for that purpose within the City; that all acts, conditions and things required to be done precedent to and in the issuance of the Bonds have been properly done and performed and have happened in regular and due time, form and manner, as required by law; that sufficient and proper provision for the levy and collection of taxes has been made, which, when collected, shall be appropriated exclusively to the timely payment of the principal of, premium, if any, and interest on the Bonds; and that the total indebtedness of the City, ineluding the Bonds, does not exceed any eonstitutional or statutory limitation. IN WITNESS WHEREOF, the City has caused this Bond to be executed in its name by the manual or facsimile signature of the Mayor of the City and countersigned by the manual or facsimile signature of the City Secretary, and the official seal of the City has been duly impressed or placed in facsimile on this Bond. City Secretary, City of Grapevine, Texas Mayor, City of Grapevine, Texas �� [SEAL] � 0454D 7p �10- (b) Form of Certificate of Paying Agent/Registrar. �,,. . 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: �.:.9 _- CERTIFICATE OF PAYING AGENT/REGISTRAR This is one of the Bonds referred to in the within-mentioned Bond Ordinance. 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" shall appear on the engraved, lithographed or printed Current Interest Bonds, as well as on the Initial Current Interest Bond: *ASSIGNMENT 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 all rights hereunder and hereby irrevocably constitutes and appoints attorney to transfer the within Bond on the books kept for registration hereof, with full power of substitution in the premises. Dated: NOTICE: The signature on this Assignment Signature Guaranteed By: 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 Authorized Signatory National Association of Securities Dealers. * Note to printer: Paragraphs preceded by an asterisk (*) are to be printed on the �,,.� reverse side of the bonds. �,;� 0454D -19- (d) Initial Current Interest Bond Insertions. ,�; , (i) The Initial Current Interest Bond shall be 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 "Maturity Date" shall both be completed with the expression "As shown below'; B. in the first paragraph: the words "on the Maturity Date specified above," shall be deleted and the following will be inserted: "on the first day of February in the years, in the principal installments and bearing interest at the per annum rates set forth in the following schedule: Principal Interest Year Insta.11ments Rate (Information to be inserted from Section 3.02(b) hereof.) C. in the second paragraph: the words� "executing the registration certificate appearing hereon" shall be deleted and an add.itional sentence shall be added to the paragraph as follows: "The initial Paying Agent/Registrar is Texas American BanWFort Worth, N.A., Fort Worth, Texas"; �.. D. the Initial Current Interest Bond shall be numbered T-l; and E. The third paragraph of the Current Interest Bond form shall be deleted from the Initial Current Interest Bond. (ii) The following Registration Certifieate of Comptroller of Public Accounts 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 COMPTR.OLLER § OF PUBLIC ACCOUNTS § REGISTER NO. § THE STATE OF TEXAS § I HEREBY CERTIFY THAT there is on file and of record in my office a certificate to the effect that the Attorney General of the State of Texas has approved this Bond, and further that this Bond has been registered this day by me. �..0 �,.� 0454D -20- WITNESS my signature and seal of office this � .m `�" ' ' Comptroller of Public Accounts of the State of Texas [SEAL] Section 6.03. Form of Capital Appreciation Bond. The form of Capital Appreciation Bond, including the form of the Registration Certificate of the Comptroller of Public Accounts of the State of Texas, the form of Certificate of the Paying Agent/Registrar and the form of Assignment appearing on the Capital Appreciation Bonds, shall be substantially as follows: (a) [Form of Capital Appreciation Bond] R,EGISTERED REGISTERED Maturity Amount � •xi No. CR- $ United States of America `�"""' State of Texas COUNTY OF TARRANT CITY OF GRAPEVINE, TEXAS GENERAL OBLIGATION REFUNDING BOND SERIES 1985 CAPITAL APPRECIATION BOND Interest Rate: Maturity Date: Original Issue Date: Delivery Date: CUSIP NO: % September 1, 1985 October 29, 1985 The City of Grapevine (the "City"), in the County of Tarrant, State of Texas, for value received, hereby promises to pay to or registered assigns, on the Maturity Date specified above, the maturity amount specified above, representing the principal amount hereof and accrued and �� 0454D -21- compounded interest thereon. Interest shall accrue on the principal amount hereof from the Delivery Date at the Interest Rate specified above; the interest sha.11 be .� �" compounded semiannually on February 1 and August 1 of each year until maturity, commencing February 1, 1987. ` " '- The maturity amount of this Bond shall be payable without exchange or collection charges 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. Reference is hereby made to the further provisions of this Bond set forth on the reverse side hereof, and such further provisions shall for a11 purposes have the same effeet as if set forth on the face hereof. * This Bond is one of a series of fully registered bonds specified in the title hereof issued in the aggregate principal amount of $17,520,698.75 (herein referred to as the "Bonds") and issued pursuant to a certain Ord.inance of the City (the "Bond Ordinance") for the purpose of providing funds with which to make various permanent public improvements for and within the City and for the purpose of refunding certain outstanding obligations of the City secured in whole or in part by a pledge of ad valorem taxes on property located within the City. * This Bond is a Capital Appreciation Bond, as defined in the Bond Ordinance, and is not subject to redemption prior to maturity. * The Current Interest Bonds, as defined in the Bond Ordinance are part of the �� . series of which this Bond is one, and are subject to redemption prior to maturity as specified in the Bond Ordinance. * As provided in the Bond Ordinance, and subject to certain limitations therein set forth, this Bond is transferable upon surrender of this Bond for transfer at the principal eorporate office of the Paying Agent/Registrar with such endorsement or other evidence of transfer as is acceptable to the Paying Agent/Registrar, 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/Reg'istrar, and any other person 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 nor the Paying Agent/Registrar shall be affected by notice to the eontrary. * IT IS HEREBY CERTIFIED AND RECITED that the issuance of this Bond and the series of which it is a part is duly authorized by law and, to the e�ent required by law, has been authorized by a vote of the properly qualified electors of the City voting at an eleetion held for that purpose within the City; that all aets, conditions and things required to be done preeedent to and in the issuance of the Bonds have been properly done and performed and have happened in regular and due time, form and manner, as required by law; that sufficient and proper pro�ision for the levy and � � eollection of taxes has been made, which, when collected, shall be appropriated �,,:.� 0454D -22- exclusively to the timely payment of the principal of, premium, if any, and interest on the Bonds; and that the total indebtedness of the City, including the Bonds, does not exceed any constitutional or statutory limitation. IN WITNESS WHEREOF, the City has caused this Bond to be executed in its �.,_, n�ne by the manual or facsimile signature of the Mayor of the City and countersigned by the manual or facsimile signature of the City Secretary, and the official seal of the City has been duly impressed or placed in facsimile on this Bond. City Seeretary, City of Grapevine, Texas Mayor, City of Grapevine, Texas [SEAL] (b) [Form of Certificate of Paying Agent/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: CERTIFICATE OF PAYING AGENT/REGISTRAR This is one of the Bonds referred to in the within-mentioned Bond Ordinance. 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" shall appear on the engraved, lithographed or printed Capital Appreeiation 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 all rights hereunder and hereby irrevocably eonstitutes and �:,.�;� 0454D -23- appoints attorney to transfer the within Bond on the books kept for registra,tion hereof, with full power of substitution � in the premises. _ "�'`� Da�ed: NOTICE: The signature on this Assignment Signature Guaranteed By: 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 Authorized Signatory National Association of Securities Dealers. * Note to printer: Paragraphs preceded by an asterisk (*) are to be printed on the reverse side of the bonds. (d) Initial Capital Appreciation Bond Insertions. (i) The Initial Capital Appreciation Bonds shall be numbered TCR-1, TCR-2, TCR-3, TCR-4 and TCR.-5 to correspond with the Capital Appreciation Bonds maturing February l, 1995, February 1, 1996, February 1, 1997, February l, 1998, and February 1, 1999, respectively; (ii) The heading "Maturity Amount" on the Initial Capital Appreciation Bonds numbered TCR-1, TCR-2, TCR-3 TCR-4, and TCR-5 shall be completed with "$1,650,�00," "$1,640,000," "$1,615,000," "$1,625,000," and "$1,575,000," 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 "8.90%", and the heading "Maturity Date" shall be completed with "February 1, 1995;" (2) on the Initial Capital Appreciation Bond No. TCR-2, the heading "Interest Rate" shall be completed with "9.10%', and the heading "Maturity Date" shall be completed with "February l, 1996;" (3) on the Initial Capital Appreciation Bond No. TCR-3, the heading "Interest Rate" shall be completed with "9.20%", and the heading "Maturity Date" shall be completed with "February l, 1997;" (4) on the Initial Capital Appreciation Bond No. TCR-4, the heading "Interest Rate" shall be completed with "9.25%", and the heading "Maturity Date" shall be completed with "February 1, 1998;" and �:� �� 0454D -24- � (5) on the Initial Capital Appreciation Bond No. TCR-5, the heading "Interest Rate" sha,ll be completed with "9.30%", and the � heading "Maturity Date" shall be completed with "February 1, 1999;" (B) 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/Registra.r is Texas American Bank/Fort Worth, N.A., Fort Worth, Texas;" (iv) The third paragraph of the Capital Appreciation Bond form shall be deleted from the Initial Capital Appreciation Bond; and (v) The following Registration Certificate of Comptroller of Public Accounts sha11 appear each Initial Capital Appreciation Bond, but not on the engraved, lithographed or printed Capital Appreciation Bonds: REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER § OF PUBLIC ACCOUNTS § REGISTER NO. § THE STATE OF TEXAS § I HER.EBY CERTIFY THAT there is on file and of record in my office a certificate to the effeet that the Attorney General of the State of Texas has . approved this Bond, and further that this Bond has been registered this day by me. WITNESS my signature and seal of office this Comptroller of Public Accounts [SEAL] of the State of Texas Section 6.04. CUSIP Re�istration. The City may secure identification 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 face of the Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the Bonds shall be of no significance or effect as regards the legality thereof, and neither the City nor the attorneys approving said Bonds as to legality are to be held responsible for CUSIP numbers incorrectly printed on the Bonds. Section 6.05. Le�al Opinion. The approving legal opinion of Hutchison Price Boyle & Brooks, Bond Counsel, may be printed on the back of each Bond over the certification of the City �� m Seeretary of the City, whieh may be exeeuted in facsimile. - �..� 0454D -25- ARTICLE VII � CREATION OF FUNDS AND ACCOUNTS, DISPOSITION OF BOND PROCEEDS AND APPLICATION OF MONEY "�""" '- Section 7.01. Creation of Funds. (a) The City hereby establishes the following funds: (i) the City of Grapevine, Texas, General Obligation Refunding - and Improvement Bonds, Series 1985, Interest and Suiking Fund; and (ii) the City of Grapevine, Texas, General Obligation Refunding and Improvement Bonds, Series 1985, Construction Fund. (b) The Interest and Sinking Fund and the Construction Fund shall be maintained at an official depository of the City, which must be a member of the Federal Deposit Insurance Corporation. Section 7.02. Disposition of Bond Proceeds. On the Closing Date, the City shall cause the proceeds from the sale of the Bonds to be deposited as follows: (i) first, an amount equal to $208,918.27, representing all accrued interest on the Current Interest Bonds from their date until the Closing Date, shall be deposited to the credit of the Interest and Sinking Fund; (ii) second, the sum of $15,430,908.35 shall be deposited to the �' m Escrow Fund which sum shall be applied as provided in the Escrow Agreement; (iii) third, the sum of $3,000,000.00 shall be deposited to the credit of the Construetion Fund; (iv) fourth, the sum of $147,273.00 shall be paid to First Southwest Company, which sum shall be used to pay the costs and expenses pertaining to the issuance of the Bonds. To the extent necessary to aecomplish fully the purposes of this Ordinanee, the Mayor is authorized to reallocate the funds herein directed to be used for the purposes specified above; provided, however, that the amount of deposit to the Construction Fund shall never exceed $3,000,000. Section 7.03. Interest and Sinkin� Fund. (a) The taxes levied under Seetion 2.01 of this Ordinanee shall be deposited to the credit of the Interest and Sinking Fund at sueh times and in such amounts as neeessary for the timely payment of the principal of and interest on the Bonds. �� 0454D -26- (b) If the amount of money in the Interest and Sinking Fund is at least equal to the aggregate principal amount of the outstanding Bonds plus the aggregate �� ` amount of interest due and that will become due and payable on such_Bonds, no further deposits to that fund need be made. In determining the aggregate principal amount of outstanding Bonds, there shall be subtracted the amount of any Current �� Interest Bonds that have been duly called for redemption and for which money has been deposited with the Paying Agent/Registrar for such redemption. (c) Money on deposit in the Interest and Sinking Fund shall be used to pay the principal of and interest on the Bonds as such become due and payable. Section 7.04. Construction Fund. The Construction Fund shall be used for the purpose of making the permanent public improvements specified in Section 3.01 of this Ordinance. Section 7.05. Excess Bond Proceeds. (a) Upon completion of the public improvements financed with the Bonds any amount (exclusive of that amount reta.ined for the payment of costs of such improvements not then due and payable) that remains in the Construction Fund shall be transferred to the credit of the Interest and Sinking Fund and segregated in a special escrow account. (b) The money in such special escrow account shall be used for the redemption of Current Interest Bonds at the earliest date that the City has the option to redeem Current Interest Bonds without premium or penalty. �' ' ' ARTICLE VIII INVESTMENTS Section 8.01. Investments. (a) Money in each fund created by this Ordinance, at the option of the City, may be invested in such securities or obligations as permitted under applicable law; provided, however, that moneys in the Escrow Fund shall be invested and applied in accordanee with the provisions of the Escrow Agreement. (b) Any securities or obligations in which money from the Interest and Sinking Fund or the Construction Fund is invested shall be kept and held in trust for the benefit of the Bondholders and shall be sold and the proeeeds of sale shall be timely applied to the making of all payments required to be made from the fund from which the investment was made. (e) The money in the special escrow account established under Section 7.05 of this Ordinance shall not be invested in securities or obligations that have a "higher yield," within the meaning of Section 103(c) of the Code, than the yield on the Bonds. �<� � 0454D -27- Section 8.02. Investment Income. y (a) Interest and income derived from investment of the Interest and . Sinking Fund shall be credited to such Fund. �"'�' -� (b) Interest and income derived from investment of the Construction Fund shall be either deposited to the credit of the Interest and Sinking Fund or reta.ined in the Construction Fund until the improvements to be financed from the Construction Fund are completed. ARTICLE IX PARTICULAR REPRESENTATIONS AND COVENANTS Section 9.01. Payment of the Bonds. While any of the Bonds are outstanding and unpaid, there shall be made available to the Paying Agent/Registra.r, out of the Interest and Sinking Fund, money sufficient to pay the interest on and the maturity amount or principal of the Bonds, as applicable, as will accrue or mature on each applicable February 1 or August l. Section 9.02. Other Representations and Covenants. (a) The City will faithfully perform at all times any and all covenants, undertakings, stipulations, and provisions contained in this Ordinance and in each � Bond; the City will promptly pay or cause to be paid the principal of, maturity amount and interest on each Bond on the dates and at the places and manner prescribed in such Bond; and the City will, at the times and in the manner prescribed � � by this Ordinance, deposit or cause to be deposited the amounts of money specified by this Ordinance. (b) The City is duly authorized under the laws of the State of Texas to issue the Bonds; all action on its part for the creation and issuance of the Bonds has been duly and effectively taken; and the Bonds in the hands of the Owners thereof are and will be valid and enforceable direct and general obligations of the City in accoedance with their terms. (c) The City hereby represents that the proceeds of the Bonds are needed at this time to finanee the eosts of the capital improvements for whieh the Bonds were issued (as specified in Section 3.01 of this Ordinance), to refund the Refunded Bonds, and to pay the costs of issuance associated with the Bonds; that based on current facts, estimates, and circumstances, it is reasonably expected that final disbursement of the proceeds of the Bonds will oeeur within three years after the Closing Date, that substantially binding obligations to eommenee the improvements to be financed with a portion of the proceeds of the Bonds will be ineurred within six months after such date, and that the construction or acquisition of the improvements will proceed with due diligenee to completion; that it is not reasonably e�ected that the proceeds of the Bonds or money deposited in the Interest and Sinking Fund will be used or invested in a manner that would cause the Bonds to be or beeome "arbitra,ge bonds," within the meaning of Section 103(c) of �,..F.. � 0454D -28- the Code; and that, except for the Interest and Sinking Fund and the Construction Fund, no other funds or accounts have been established or pledged to the payment of � the Bonds. (d) The City will not take any action or fail to take any action with '�°'�° respect to the investment of the proceeds of the Bonds or any other funds of the City, including amounts received from the investment of any of the foregoing, that, based upon the facts, estimates, and circumstanees l�own on the Closing Date, would result in constituting the Bonds "arbitrage bonds," within the meaning of Section 103(c) of the Code, and the City will not take any deliberate action motivated by arbitrage that would have such result. (e) Proper officers of the City charged with the responsibility of issuing the Bonds are hereby directed to make, execute and deliver eertifications as to facts, estimates and circumstances in existence as of the Closing Date and stating whether there are any facts, estimates or eircumstances that would materially ehange the City's current expectations. (f) The covenants and representations made or required by this Section are for the benefit of the Bondholders and may be relied upon by the Bondholders and bond counsel for the City. ARTICLE X DEFAULT AND REMEDIES Section 10.01. Events of Default. - Eaeh of the following oceurrences or events for the purpose of this Ordinance is hereby declared to be an "Event of Default," to-wit: (i) the failure to make payment of the principal of or interest on any of the Bonds when the same becomes due and payable; or (ii) default in the performance or observance of any other covenant, agreement or obligation of the City, which materially, adversely affects the rights of the Bondholders, ineluding but not limited to, their prospect or ability to be repaid in aecordance with this Ordinanee, and the eontinuation thereof for a period of 60 days after notice of such default is given by any Bondholder to the City. Section 10.02. Remedies for Default. (a) Upon the happening of any Event of Default, then and in every case any Bondholder or an authorized representative thereof, including, but not limited to, a trustee or trustees therefor, may proceed against the City for the purpose of protecting and enforcing the rights of the Bondholders under this Ordinance, by mandamus or other suit, action or special proceeding in equity or at law, in any court of competent jurisdiction, for any relief permitted by law, including the specific performance of any covenant or agreement contained_herein, or thereby to " enjoin any aet or thing that may be unlawful or in violation of any right of the Bondholders hereunder or any combination of such remedies. �,.� 0454D -29- (b) It is provided that all such proceedings shall be instituted and � maintained for the equal benefit of all Holders of Bonds then outstanding. Section 10.03. Remedies Not Exclusive. �°`" ` (a) No remedy herein conferred or reserved is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or under the Bonds or now or hereafter existing at law or in equity; provided, however, that 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. (b) The exercise of any remedy herein conferred or reserved shall not be deemed a waiver of any other ava.ilable remedy. ARTICLE XI DISCHARGE Section 11.01. Dischar�e b.y Pa.yment. When all Bonds have been paid in full as to principal and as to interest and premium, if any, or when all Bonds have become due and payable, whether at maturity or by prior redemption or otherwise, and the City shall have provided for the payment of the whole amount due or to become due on all Bonds then � " outstanding, ineluding all interest that has acerued thereon or that may accrue to the date of maturity or prior redemption, and any premium due or that may become due at maturity or prior redemption, by depositing with the Paying Agent/Registrar, � ' for payment of the prineipal of such outstanding Bonds and the interest acerued thereon and any premium due thereon, the entire amount due or to become due thereon, and the City shall also have paid or caused to be paid all sums payable under this Ordinance by the City, including the compensation due or to become due the Paying Agent/Registrar, then the Paying Agent/Registrar, upon receipt of a letter of instruetions from the City requesting the same, shall discharge and release the lien of this Ordinance and execute and deliver to the City such releases or other instruments as shall be requisite to release the lien hereof. Section 11.02. Dischar�e b.y Deposit. (a) The City may discharge its obligation to pay the principal of, premium, if any, and interest on the Bonds and its obligation to pay all other sums payable or to become payable under this Ordinance by the City, ineluding the eompensation due or to become due the Paying Agent/Registrar, by: (i) depositing or causing to be deposited with the Paying Agent/Registrar an amount of money that, together with the interest earned on or capital gains or profits to be realized from the investment of such money, will be sufficient to pay the principal of, premium, if any, and aecrued interest on such Bonds to maturity or to the date fixed for prior redemption of such Bonds, and to pay such other amounts as may be , �.,.. 0454D -30- reasonably estimated by the Paying Agent/Registrar to become payable under this Ordinanee, includ.ing the compensation due or to become due the Paying ' Agent/Registrar; and _ (ii) providing the Paying Agent/Registrar with an opinion of '�' `- nationally recognized bond counsel acceptable to the Paying Agent/Registrar to the effect that the deposit specified in subdivision (i) of this subsection (a) will not cause the interest on the Bonds to become subject to federal ineome taxation. (b) Subject to subsection (c) of this Section, upon compliance with subsection (a) of this Section, the Bonds shall no longer be regarded as outstanding and unpaid, and the Paying Agent/Registrar, upon receipt of a letter of instructions from the City requesting the same, shall diseharge and release the lien of this Ordinance and execute and deliver to the City such releases or other instruments as shall be requisite to release the lien hereof. (c) Before the discharge and release of the lien of this Ordinance pursuant to this Section, provision sha11 have been made by the City with the Paying Agent/Registrar for: (i) the establishment of a separate escrow aceount fund with the Paying Agent/Registra.r for the deposit pursuant to subseetion (a)(i) of this Section; (ii) the payment to the Bondholders at the date of maturity or at --- the date fixed for prior redemption, as applicable, of the full amount to whieh the Bondholders would be entitled by way of prineipal, premium, if any, ��, and interest to the date of such maturity or prior redemption; (iii) the investment of such moneys by the Paying Agent/ Registrar in securities or obligatioi�s maturing in sufficient time, in the judgment of the Paying Agent/Registrar, to make available the moneys required for such purposes; _ (iv) the sending of written notice by registered or certified United States ma.il to the Holder of eaeh Bond then outstanding within 30 days following the date of such deposit that such moneys are so available for such payment; and (v) the payment to the City, periodically or following final payment of the principal of, premium, if any, and interest on the Bonds, of any moneys, interest earnings, profits or capital gains over and above the amounts necessary for such purposes. � � 0454D -31- ARTICLE XII �...,.M AWARDING SALE OF THE BONDS AND - APPROVAL OF OFFICIAL STATEMENT Section 12.01. Awarding Sale of the Bonds. The Bonds a.re hereby officially sold and awarded to Rauseher Pierce Refsnes, Inc. and Howard, Weil, Labouisse, Friedrichs, Incorporated, at a total purchase price - of $17,204,274.93, 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 certain Purchase Contract relating to the Bonds between the City and the Purchaser and dated the date of the adoption of this Ordinanee. The Mayor is hereby authorized and directed to execute and deliver and the City Secretary is hereby authorized and direeted to attest such Purchase Contra,ct. It is hereby officially found, determined and deelared that the terms of this sale are the most advantageous reasonably obtainable. Section 12.02. Approval of Official Statement. The form and substance of the Preliminary Official Statement, dated September 10, 1985, and any addenda, supplement or amendment thereto (the "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 Bonds. Said Official Statement as thus apgroved, executed and delivered, with such appropriate variations as shall be approved by the City Manager and the purchasers �;x of the Bonds, may be used by said purchasers in the public offering and sale thereof. The City Secretary 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 reeords of this meeting. ARTICLE XIII APPROVAL OF ESCROW AGREEMENT AND TRANSFER OF FUNDS; REDEMPTION OF CERTAIN OUTSTANDING BONDS Section 13.01. Approval of Escrow A�reement. The Escrow Agreement and its execution and delivery by the Mayor and City Secretary are hereby authorized and approved. Section 13.02. Transfer of Funds. The City Manager is authorized to execute such subseriptions for the purchase of United States Treasury Securities, State and Local Government Series, as may be necessary for the Eserow Fund, and the City may also purchase from First � � Southwest Company for investment in the Escrow Fund of such obligations of the United States of America or any of its ageneies, or such obligations fully guaranteed � 0454D -32- by the United States of America that will be appropriate open market investments for such Escrow Fund. In addition, officials of the City are directed, upon delivery �"� of the Bonds, to transfer to Texas America.n Bank/Fort Worth, N.A., Fort Worth, Texas, as Escrow Agent under the Escrow Agreement from the funds on ha.nd an � a.inount necessary to purchase such open market investments, which amount shall be deposited in the Escrow Fund and used in accordance with the provisions of the Eserow Agreement. Section 13.03. Redemption of Certain Outstandin� Bonds. (a) The City hereby calls for redemption, prior to maturity, the following general obligation bonds and certificates of obligation of the City: City of Gra.pevine, Texas, General Obligation Bonds, Series 1981 (the "Series 1981 Bonds"), dated May 1, 1981, being the Series 1981 Bonds numbered 141 through 390, inclusive, and scheduled to mature on July 1 in the years 1993 through 1999, both inclusive, and aggregating $1,250,000 in principal amount; City of Grapevine, Texas, General Obligation Bonds, Series 1982 (the "Series 1982 Bonds"), dated May 1, 1982, being the Series 1982 Bonds numbered 125 through 474, inclusive, and scheduled to mature on and after May 1, 1994, and aggregating $1,750,000 in principal amount; City of Grapevine, Texas, General Obligation Bonds, Series � 1984 (the "Series 1984 Bonds"), dated May 1, 1984, being the Series 1984 Bonds scheduled to mature on May 1 in the years �..,,. 1995 through 2003, both inclusive, and aggregating $1,765,000 in principal amount; and City of Grapevine, Texas, Combination Tax and Revenue Certificates of Obligation, Series 1985 (the "Series 1985 Certificates"), dated April l, 1985, being the Series 1985 Certificates scheduled to mature on May 1 in the years 1996 through 2004, both inclusive, and aggregating $2,085,000 in principal amount; and (b) The Series 1981 Bonds, the Series 1982 Bonds, the Series 1984 Bonds and the Series 1985 Certificates are hereby called for redemption prior to maturity on May 1, 1992, May 1, 1993, May l, 1994 and May 1, 1995, 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 1982 Bonds, the Series 1984 Bonds, and the Series 1985 Certificates 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 and the Series 1982 Bonds, a notice of redemption substantially in the form attached to this ordinance as Exhibit "A," each in the manner authorized „�� by the ordinance authorizing the issuance of said Bonds. � 0454D -33- (d) The paying agent/registrar with respect to the Series 1984 Bonds, is hereby authorized and directed to cause to be mailed 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 paying agent/registrar with respect to the Series 1985 Certificates, is hereby authorized and directed to cause to be mailed a notice of redemption for the Series 1985 Certificates in the manner specified in the ordinance authorizing the issua.nce of said Bonds and in substantially the form attached hereto as Exhibit "C." (f) The sources of funds for payment of the principal 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 13.01 of this Ordinance. ARTICLE XIV MISCELLANEOUS MATTERS Section 14.01. 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 Refunded Bonds, thereby restructuring the general obligation debt of the City � " and reducing the debt service requirements on the City's genera.l obligation debt, constitutes an emergency and creates a necessity for the immediate preservation of ,�.s,� 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 aeeordingly ordained that this Ordinanee shall be in full force and effect from and after its passage in accordance with the Charter of the City. APPROVED, ADOPTED AND EFFECTIVE this 24 - 1985. Mayor, ity of Grapevine, Texas ATTEST: -� U C Q . City Secre�ary, City of Grapevine, Texas [SEAL] � � 0454D -34- APPROVED: � _ City Attorney, City of Grapevine exas -- �,� -- � .. �,.,� ��. � 0454D -35- EXHIBIT "A" �� NOTICE OF REDEMPTION -- CITY OF GR.APEVINE, TEXAS GENERAL OBLIGATION BONDS SERIES 1981 AND SERIES 1982 Notice is hereby given that the City of Gra.pevine, 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, General Obligation Bonds, Series 1981, dated May 1, 1981, Bonds numbered 141 through 390, inclusive, aggregating $1,250,000. REDEMPTION DATE: MAY 1, 1992. City of Gra.pevine, Texas, General Obligation Bonds, Series 1982, dated May 1, 1982, Bonds numbered 125 thorugh 474, inclusive, aggregating $1,750,000. REDEMPTION DATE: MAY 1, 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 Texas American Bank/Fort Worth, N.A., Fort Worth, Texas. Payment of such amounts will be made upon the presentation and surrender of the redeemed Bonds at Texas American BanklFort Worth, N.A., Fort Worth, Texas. Interest on '�-r� 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 Seeretary, City of Grapevine, Texas � oasan EXHIBIT "B" �� NOTICE OF REDEMPTION CITY OF GRAPEVINE, TEXAS, -'- GENERAL OBLIGATION BONDS SERIES 1984 (the "Bonds") (name and address of registered owner) The registration books kept by Texas American Bank/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 May 1, , in the aggregate principal amountof $ NOTICE IS HEREBY GIVEN that the Bonds maturing on and after May 1, 1995, aggregating $1,765,000 in principal amount, of which the Bond(s) described in the preceding paragraph constitute a part, have been called for redemption by the City of Grapevine, Texas on May 1, 1994 (the "redemption date"). NOTICE LS 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 said 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 sha11 be made upon presentation and surrender of the redeemed Bond at Texas American Bank/Fort 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 0454D EXHIBIT "C" ,� NOTICE OF REDEMPTION � CITY OF GRAPEVINE, TEXAS, - - GENERAL OBLIGATION CERTIFICATES OF OBLIGATION SERIES 1985 (the "Certificates") (name and address of registered owner) The registration books kept by Texas American Bank/Fort Worth, N.A., Fort Worth, Texas, Paying Agent/Registrar for the Bonds, show that you are the registered owner of Certificate number(s) , maturing on May 1, , in the aggregate principal amountof $ NOTICE IS HEREBY GIVEN that the Certificates maturing on and after May l, 1996, aggregating $2,085,000 in principal amount, of which the Certificate(s) described in the preceding paragraph constitute a part, have been called for redemption by the City of Grapevine, Texas on May 1, 1995 (the "redemption date"). NOTICE IS FURTHER GIVEN that due and proper arrangements have been made providing Texas American Ba.nklFort Worth, N.A., Fort Worth, Texas, the place of payment of said Certificates called for redemption, with funds sufficient to pay the principal amount of said Certifieates 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 Certificate at Texas American Bank/Fort Worth, N.A., Fort Worth, Texas. In the event said Certificates, �_� 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 BANKlFORT WORTH, N.A. /s/ Authorized Signatory � � 0454D