HomeMy WebLinkAboutORD 1992-049 ORDINANCE NO. 92-49
AN ORDINANCE PROVIDING FOR Tf� ISSUANCE OF CTTY OF
GRAPEVINE, TEXAS, GENERAL OBLIGATION BONDS, SERIFS 1992-B, IN
� Ti� AGGREGATE PRINCIPAL AMOUNT OF 53,100,000; LEVYING A TAX
IN PAYMENT THEREOF; ENACTING OTf�R PROVISIONS RELATIIJG .
TI�RETO; AND DECLARING AN EMERGENCY
WHEREAS,the bonds hereinafter authorized were duly and favorably voteci, as required by
the Constitution and laws of the State of Texas, at elections held in the City of Grapevine,Texas (the
"City"), on December 3, 1988 and on March 28, 1992, respecdvely; and
WHEREA5, at said elections, the following are among the purpases and amounts of the
bonds which were authorized, retlecting any amount previously issued pursuant to each voted
authorizadon, the amount therefrom being issued pursuant to this Ordinance, and the balance that
remains unissued after the issuance of the bonds herein authorized, to wit:
Amount Amount
Election Amount Previously Being Unissued
Purpose Date Voted Issued Issued Balance
Streets 12/3/88 522,570,000 S 17,415,000 S 100,000 55,055,000
� , Parks 3Cl$/92 600,000 -0- 600,000 -0-
Fire Station 3�28/92 600,000 -U- 600,000 -0-
Streets 3/28/92 18,600,000 -0- 1,800,000 16,800,000
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WHEREAS, the City Council has found and determined that it is necessary and in the best
interest of the City and its citizens that it authorize by this Ordinance the issuance and delivery of
53,100,000 of such bonds at this time, all in a single issue; and
WHEREAS, the meeting at which this Ordinance is considered is open to the public as
required by law, and the public notice of the time, place and purpose of said meeting was given as
required by Article 6252-17, Vemon's Texas Civil Statutes, as amended; therefore
BE IT ORDAINED BY TI�CITY COUNCIL OF Tf�CITY OF GRAPEVINE,TEXAS:
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ARTICI,E I
DEFINTTIONS AND OTHER PRELIMINARY MATTERS
Section 1.01. Definitions.
Unless otherwise expressly provided or unless the context clearly requires otherwise ia this
Ordinance, the following terms :hall have the meaaings :pecified below:
"Bond" means any of the Bonds.
"Bond Date"means the date designated as the date of the Bonds by Secdon 3.02(a) of this
Ordinance.
"Bonds"means the City's bonds authorized to be issued by 5ection 3A1 of this Ordinance and
designated as"City of Grapevine,Texas, General Obligation Bonds,Series 1992-B,"in the aggregate
principal amount of 53,100,000.
"Closing Date" means the date of the initial delivery of and payment for the Bonds.
"Code" means the Internal Revenue Code of 1986, as amended, including applicable
regulations, published nilings and court decisions.
"DTC"shall mean The Depository Trust Company of New York,New York,or any successor
securities depository.
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"DTC Participant" shall mean brokers and dealers, banks, trust companies, clearing
corporations and certain other organizations on whose behalf DTC was created to hold securities to
facilitate the clearance and settlement of securities transactions among DTC Participants.
"Event of Default"means any event of default as defined in Section 10.01 of this Ordinance.
"Initial Bond" means the Initial Bond authorized by Section 3.04 of this Ordinance.
"Interest and Sinking Fund" means the interest and sinking fund established by Section 2.02
of this Ordinance.
"Interest Payment Date"means the date or dates on which interest on the Bonds is scheduled
to be paid until their respective dates of maturity or prior redemption, such dates being February 15
and August 15, commencing February 15, 1993.
"Owner"means the person who is the registered owner of a Bond or Bonds, as shown in the
Register.
"Paying Agent/Registrar" means initially Team Ban1c, Fort Worth, Texas, or any succe.�.sor
����� thereto as provided in this Ordinance.
"Record Date"means the last calendar day of the month next preceding an Interest Payment
�� Date.
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"Register" means the Register specified in Section 3.06(a) of this Ordinance.
`� � "Special Record Date"means the apecial record date established pursuant to Section 3.03(�
hereof. �
"Unclaimed Payments" means money deposited with the Paying Agent/Registrar for the
payment of principal of or interest on the Bonds as the same come due and payable and remaining
unclaimed by the Owners of such Bonds for ninety (90) days after the applicable payment or
redemption date.
Section 1.02. Findines.
The declarations, determin�tions and findings declared, made sad found in the preamble to
this Ordinance are hereby adopted, restated and mad� a part of the operadve provisions hereof.
Section 1.03. Table of Contents, Titles and Headings.
The table of contents,titles and headings of the Articles and Sections of this Ordinance have
been inserted for convenience of reference only and are not to be considered a part hereof and shall
not in any way modify or restrict any of the terms or provisions hereof and shall never be considered
or given any effect in construing this Ordinance or any provision hereof or in ascertaining intent, if
any question of intent should arise.
Section 1.04. Interpretation.
� (a) Unless the context requires otherwise, words of the masculine gender shall be
construed to include conelative words of the feminine and neuter genders and vice versa, and words
of the singular number shall be construed to include conelative 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.
ARTICLE II
SECURTTY FOR THE BONDS; INTEREST AND SINKING FUND
Secdon 201. Tax Lew.
(a) Pursuant to the authority granted by the Texas Constitution and the laws of the State
of Tex�as,there shall be levied and there is hereby levied for the current year and for each succeeding
year hereafter while any of the Bonds or any interest thereon is outstanding and unpaid, an ad
valorem tax on each one hundred dollars valuation of taxable property within the City, at a rate
sufficient,within the limit prescnbed by law,to pay the debt service requirements of the Bonds,being
� � (i) the interest on the Bonds, and (u) a sinking fund for their redemption at maturity or a sinking
fund of two percent (2%) per annum (whichever amount is greater), when due and payable, full
allowance being made for delinquencies and costs of collection.
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(b) The ad valorem tax thus levied ahall be assessed aad collected each year against all
property appearing on the tax rolls of the City most recently approved in accordance with law and
� � the money thus collected shall be depnsited as collected to the Interest and Sinking Fund
(c) Said ad valorem tax, the collections therefrom, and all amounts an deposit in or
required hereby to be deposited to the Interest and Sinking Fund are hereby pledged and committed
irreeocably to the payment of the principal of and interest on the Bonds when and as due and
payable in accordance with their terms and this Ordin�nce.
(d) If the lien and provisions of this Ordinance ahall be released in a manner permitted
by Article XI hereo� then the collection of such ad valorem tax may be suspended or �ppropriately
reduced, as the facts may permit, and further depocits to the Interest and Sinking Fund may be
suspended or appropriately reduced, as the facts may permit In determining the aggregate principal
amount of outstanding Bonds,there shall be subtracted the amount of any Bonds that have been duly
called for redemption and for which money has been depasited with the Paying Agent/Registrar for
such redemption.
Section 2.02. Interest and Sinking Fund.
(a) The City hereby establishes a special fund or account, to be designated the "City of
Grapevine, Texas, General Obligation Bonds, Series 1992-B, Interest and Sinking Fund," said fund
to be maintained at an o�icial depository bank of the City separate and apart from all other funds
and accounts of the City.
(b) Money on deposit in or required by this Ordinance to be deposited to the Interest
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and Sinking Fund shall be used solely for the purpose of paying the interest on and principal of the
Bonds when and as due and payable in accordance with their terms and this Ordinance.
ARTICLE III
AUTHORIZATION; GENERAL TERMS AND PROVISIONS
REGARDING TI� BONDS
Section 3.01. Authorization.
The City's bonds to be designated "City of Grapevine, Texas, General Obligation Bonds,
Series 1992-B,"are hereby authorized to be issued and delivered in accordance with the Constitution
and laws of the State of Texas, including specifically Article 1175, V.AT.C.S., as amended, and
Section 9.26 of the Charter of the City. The Bonds shall be issued in the aggregate principal amount
of �3,100,000, for the purpose of providing funds for permanent public improvements, to wit: (i)
S 100,000 for constructing and improving streets in and for the City, including sidewalks, landscaping,
storm drainage improvements, parking facilities, tra�c control and maintenance necessary and
incidental thereto; (ii) 5600,000 for acquiring, improving, constructing and developing recreational
facilities for park purpo.ses, including sites therefor; (rii) 5600,000 for acquiring, improving,
:�:• -� constructing, developing and equipping 6re stations and fire training facilities for said City, including
sites therefor; and (iv) s 1,800,000 for constructing, reconstructing, improving, repairing, developing,
extending and expanding streets, thoroughfares, alleys, sidewalks, and other public ways of the City,
�,� including related storm drainage facilities and improvements, signalization and other traff'ic controls,
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street lighting and the acquisitioa of any aeeded rights-of-way therefor, and for paying the costs of
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issuing the Bonds.
Section 3.02. Date, Denomination. Maturities and Interes� �
(a) The Bonds shall be dated August 15, 1992. The Bonds ahall be in fully registered
form,without coupons, in the denomination of SS,000 or any integral multiple thereo� and shall be
numbered separately from one upward, except the Initial Bond,which shall be numbered T-1.
(b) The Bonds shall mature on February 15 in the years and in the principal amounts set
forth in the following schedule:
Principal Interest
ears Installments ates
1994 S 95,000 %
1995 100,000 %
1996 105,000 %
1997 115,000 %
1998 120,000 %
1999 130,000 °!o
2000 140,000 %
2001 150,000 %
2002 160,000 %
2003 170,000 %
, __ 2004 180,000 %
2005 190,000 %
2006 205,000 %
2007 220,000 %
2008 235,000 %
2009 245,000 %
2010 260,000 %
2011 280,000 °!a
(c) Interest shall accrue and be paid on each Bond respectively until its maturiry or prior
redemption, &om the later of the Bond Date or the most recent Interest Payment Date to which
interest has been paid or provided for at the rates per annum for each respective maturity specified
in the schedule contained in subsection (b) above. Such interest shall be payable semiannually
commencing on February 15, 1993, and on each August 15 and February 15 thereafter until maturity
or prior redemption. Interest on the Bonds shall be calculate� on the basis of a 360-day year
composed of 12 months of 30 days each.
Section 3.03. Medium. Method and Place of Payment.
�"'� (a) The principal of, premium, if any, �nd interest on the Bonds shall be paid in lawful
money of the United States of America.
�� (b) Interest on the Bonds shall be payable to the Owners as shown in the Register at the
close of business on the Record Date.
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(c) Interest ahall be paid by check, dated as of the Interest Payment D�te, �nd sent by
the Paying Agent/Registrar to e�ch Owner, first class United States mail, postage prepaid, to the
�u._- address of each Owner as it appears in the Register,or by:uch other customary banking anangement
acceptable to the Paying Agent/Registrar and the Owner; provided, however, the Owner shall bear
all risk and expense of such other banking arrangemen�
(d) The principal of each Bond shall be paid to the Owner thereof on the due date
(whether at the maturity date or the date of prior redemption thereo� upon presentation and
sunender of such Bond at the designated 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, legal holiday, or day on which banking institutions in the city where the Paying
Agent/Registraz 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 �uthorized to close, and payment on such date shall
have the same force and effect as if made on the original date payment was due and no additional
interest shall be due by reason of nonpayment on the date on which such payment is otherwise stated
to be due and payable.
(� In the event of a nonpayment of interest on a scheduled payment date, and for thiriy
(30) days thereafter,a new record date for such interest payment (a "Special Record Date") will be
established by the Paying Agent/Registrar, if and when funds for the payment of such interest have
been received from the City. Notice of the Special Record Date and of the scheduled payment date
of the past due interest(the"5pecial Payment Date,"wluch shall be fifteen(15)days after the Special
Record Date)shall be sent at least five(5)business days prior to the Special Record Date by United
States mail, fust class, postage prepaid, to the address of each Owner appearing on the books of the
�' ' Paying Agent/Registrar at the close of business on the last business day next preceding the date of
mailing of such notice.
(g) Unclaimed Payments shall be segregated in a special account and held in trust,
uninvested by the Paying Agent/Itegistrar, for the account of the Owner of the Bonds to which the
Unclaimed Payments pertain. Subject to any the provisions of Title 6, Texas Property Code,
Unclaimed Payments remaining unclaimed by the Owners entitled thereto for three (3) years after
the applicable payment or redemption date shall be applied to the next payment or payments on the
Bonds thereafter coming due and, to the extent any such money remains after the retirement of all
outstanding 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.
Section 3.04. Execution and Re¢istration of Bonds.
(a) The Bonds shall be executed on behalf of the City by the Mayor and the City
Secretary,by their manual or facsimile signatures, and the official seal of the City shall be impressed
or placed in facsimile thereon. Such facsimile 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.
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(b) In the event that any officer of the City whose manual or facsimile signature appears
on the Bonds ce�ses to be such officer before the authentication of such Bonds or before the delivery
��°"'� thereo�such manual or facsimile signature nevertheless shall be valid and aufficient for all purposes
as if such o�cer had remained in such o�ce. �
(c) Ezcept as provided below,no Bond shall be valid or obligatory for any purpose or be
entitled to any aecurity or benefit of this Ordinance unless and until there appears thereon the
Certificate of Paying Agent/Registraz substantially in the form provided herein, duly authendcated
by maaual execution by an officer or duly authorized signatory of the Paying Agent/Registrar. It shall
not be required that the same officer or authorized signatory of the Paying Agent/Registrar sign the
Certificate of Paying Agent/Registrar on �11 of the Bonds. In lieu of the executed Certi6cate of
Paying Agent/Registrar descdbed above, the Initial Bond delivered at the Closing Date shall have
attached thereto the Comptroller'a Registration Certificate substantially in the form provided herein,
manually executed by the Comptroller of Public Accounts of the State of Texas, or by his duly
authorized agent, which Certificate shall be evidence th�t the Bond has been duly approved by the
Attomey General of the State of Texas and that it is a valid and biading obligation of the City, and
has been registered by the Comptroller of Public Accounts of the State of Texas.
(d) On the Closing Date,one initial Bond representing the entire principal amount of all
Bonds, payable in stated installments to the initial purchaser, or its designee, executed with the
manual or facsimile signature of 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 initial purchaser or its designee. Upon payment for the Initial Bond, the Paying
Agent/Registraz shall cancel the Initial Bond and deliver to DTC, on behalf of the initial Purchaser,
one typewritten Bond for each maturity representing the aggregate principal amount for each
_ respective maturity, registered in the name of Cede & Co., as nominee for DTC.
Section 3.05. Ownershin.
(a) The City, the Paying Agent/Registrar and any other person may treat the person in
whose name any Bond is registered as the absolute owner of such Bond for the purpose of making
and receiving payment of the principal thereof and redemption premium, if any, thereon, for the
further purpose of making and receiving payment of the interest thereon, and for all other purposes,
whether or not such Bond is overdue, and neither the City nor the Paying Agent/Registrar shall be
bound by any notice or knowledge to the contrary.
(b) All payments made to the Owner of a Bond shall be valid and effectual and shall
discharge the liability of the City and the Paying Agent/Registrar upon such Bond to the extent of
the sums paid
Section 3.06. Registration. Transfer and Fxchan¢e.
(a) So long as any Bonds remain outstanding, the City shall cause the Paying
Agent/Registrar to keep at its designated office a register in which, subject to such reasonable
regulations as it may prescribe, the Paying Agent/Registrar shall provide for the registration and
; ra transfer of Bonds in accordance with this Ordinance.
(b) The ownership of a Bond may be transfened only upon the presentation and
surrender of the Bond at the designated office of the Paying Agent/Registrar with such endorsement
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or other evidence of transfer as is acceptable to the Paying Agent/Registrar. No transfer of�ny Bond
shall be et�ective until entered in the Register.
(c) The Bonds shall be exchangeable upon the presentation and surrender thereof at the
designated office of the Paying Agent/Registrar for a Bond or Bonds of the same maturity and
interest rate and in any denomination or denominadons of any integral multiple of SS,000 and in an
aggregate principal amount equal to the unpaid principal amouat of the Bonds presented for
exchange. The Paying AgentJ Registrar is hereby authorizcd to authenticate and deliver Bonds
exchanged for other Bonds in accordance with this Section.
(d) Each exchange Bond delivered by the Paying Agent/Registrar in accordance with this
Secdon shall constitute an origiaal 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
exchange Bond is delivered.
(e) No service charge shall be made to the Owner for the initial registration, subsequent
transfer, or exchange for any different denomination of any of the Bonds. The Paying
Agent/Registrar, however, may require the Owner to pay a sum sufficient to cover any tax or other
govemmental charge that is authorized to be imposed in connection with the registration, transfer
or exchange of a Bond.
(� Neither the City nor the Paying Agent/Registrar shall be required to issue, transfer,
or exchange any Bond called for redemption,in whole or in part,where such redemption is scheduled
to occur within forty-five (45) calendar days after the transfer or exchange date; 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.
All Bonds paid or redeemed before scheduled 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 proper records shall be made regarding such
payment, redemption, exchange or replacement. The Paying Agent/Registrar shall then return such
cancelled Bonds to the Ciry or may in accordance with law destroy such cancelled Bonds and
periodically furnish the City with certificates of destruction of such Bonds.
Section 3.08. Temporary Bonds.
(a) Following the delivery and registradon of the Initial Bond and pending the
preparation of definitive Bonds, the proper officers of the City may execute and, upon the City's
re,quest,the Paying Agent/Registrar shall authenticate and deliver,one(1)or more temporary Bonds
that are printed, lithographed, typewritten, mimeographed or otherwise produced, in any
denomination, substantially of the tenor of the definitive Bonds in lieu of which they are delivered,
without coupons, and with such appropriate insertions, omissions, substitutions and other variations
as the officers of the City executing such temporary Bonds may determine, as evidenced by their
signing of such temporary Bonds.
(b) Until exchanged for Bonds in definitive form, such Bonds in temporary form shall be
��� entitled to the benefit and security of this Ordinance.
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(c) The City,without unreasonable delay,shall prepare,execute and deliver to the Paying
A.gent/Registrar the Bonds in definitive form;thereupon,upon the presentadon and surrender of the
`�""� Bonds in temporary form to the PayinB Agent/Registrar,the PayinB Agent/Registrar shall cancel the
Bonds in temporary form and ahall authenticate and d.eliver in exchange therefor Bonds of the same
maturity and series, in definitive form, in the authorized denomination, and in the s�me aggregate
principal amount,as the Bonds in temporary form surrendered. Such exchange shall be made without
the making of any charge therefor to any Owner.
Section 3.09. 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 eschange 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 Owner of such Bond to pay a sum sufficient 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
notice or knowledge that such Bond has been acquired by a bona fide purchaser, shall authenticate
and deliver a replacement Bond of like tenor and principal amount, bearing a number not
contemporaneously outstanding, provided that the Owner 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;
(u) furnishes such security or indemnity as may be required by the Paying
Agent/Registrar to save it and the City 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
govemmental 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 such 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, except a bona fide purchaser, and
shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss,
damage,cost or expense incurred by the City or the Paying Agent/Registrar in connection therewith.
(d) In the event that any such mutilated, lost, apparently destroyed or wrongfully taken
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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 if it has become ue an
payable or may pay such Bond when it becomes due and payable.
��}3� (e) Each replacement Bond delivered in accordance with this Section shall constitute an
original additional contractual obligation of the City and shall be entitled to the bene�its and security
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of this Ordinance to the same extent as the Bond or Bonds in lieu of which such replacement Bond
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is delivered.
Section 3.10. Book-Entiv Only System. �
Notwithstanding any other provision hereo�upon initial issuance of the Bonds,the ownership
of the Bonds ahall be registered in the name of Cede & Co., as nominee of DTC. The definitive
Bonds shall be initially issued in the form of a single separ�te certificate for each of the maturities
thereo£
With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the City
and the Paying Agent/Registraz shall have no responsibility or obligation to any DTC Participant or
to any person on behalf of whom such a DTC Participant holds an interest in the Bonds. Without
limiting the immediately preceding sentence, the City and the Paying A►gentlRegistraz shall have no
responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or
any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any
DTC Participant or any other person, other than a Bondholder, as shown on the Register, of any
notice with respect to the Bonds, including any notice of redemption, or (iu) the payment to any
DTC Participant or any other person, other than a Bondholder, as shown in the Register of any
amount with respect to principal of,premium, if any, or interest on the Bonds. Notwithstanding any
other provision of this Ordinance to the contrary, the City and the Paying Agent/Registrar shall be
entided to treat and consider the person in whose name each Bond is registered in the Register as
� - the absolute owner of such Bond for the purpose of payment of principal of, premium, if any, and
interest on the Bonds, for the purpose of all matters with respect to such Bond, for the purpose of
registering transfer with respect to such Bond, and for all other purposcs whatsoever. The Paying
_ Agent/Registrar shall pay all principal of,premium, if any, and interest on the Bonds only to or upon
the order of the respective owners, as shown in the Register as provided in this Ordinance, or their
respective attomeys duly authorized in writing, and all such payments shall be valid and effective to
fully satisfy and discharge the City's obligations with respect to payment of, premium, if any, and
interest on the Bonds to the extent of the sum or sums so paid No person other than an owner, as
shown in the Register, shall receive a Bond certificate evidencing the obligation of the City to make
payments of amounts due pursuant to this Ordinance. Upon delivery by DTC to the Paying
Agent/Registrar of written notice to the effect that DTC has determined to substitute a new nominee
in place of Cede & Co., the words "Cede & Co." in this Ordinance shall refer to such new nominee
of DTC.
Section 3.11. Successor Securities Depository: Transfer Outside Book-Entrv Only System.
In the event that the City or the Paying Agent/Registrar determines that DTC is incapable
of discharging its responsibilities descnbed herein and in the representation letter of the City to DTC,
and that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain
certificated Bonds, or in the event DTC discontinues the services described herein, the City or the
Paying Agent/Registrar shall (i) appoint a successor securities depository, qualified to act as such
under Section 17(a) of the Securities and Exchange Act of 1934, as amended, notify DTC and DTC
Participants of the appointment of such successor securities depository and transfer one or more
`�"° separate Bonds to such successor securities depository or (n) notify DTC and DTC Participants of
the availability through DTC of Bonds and transfer one or more separate Bonds to DTC Participants
having Bonds credited to their DTC accounts. In such event,the Bonds shall no longer be restricted
to being registered in the Register in the name of Cede & Co., as nominee of DTC, but may be
registered in the name of the successor securities depository,or its nominee,or in whatever name or
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names Bondholders transferring or exchanging Bonds shall designate, in accordance with the
provisions of this Ordinance.
Section 3.12. Pavments to Cede & Co. �
Notwithstanding any other provision of this Ordinance to the contrary,so long as any Bonds
are registered in the name of Cede&Co.,as nominee of DTC,all payments with respect to principal
o� premium, if aay, and interest on such Bonds, and all notices with respect to such Bonds, ahall be
made and given,respectively,in the manner provided in the representation letter of the City to DTC.
ARTICI.E IV
REDEMPTION OF BOND5 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.
Section 4.02. Ovtional Redemption.
(a) The City reserves the option to redeem Bonds maturing on and after February 15,
2003, in whole or any part,before their respective scheduled maturity dates, on February 1, 2002, or
on any date thereafter, such redemption date or dates to be fixed by the City, at a price equal to the
'a- principal amount of the Bonds called for redemption plus accrued interest to the date fixed for
redempdon.
(b) The City, at least forty-five (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 Bonds to be redeemed.
Section 4.03. Partial Redemption.
(a) If less than all of the Bonds are to be redeemed, the City shall determine the maturity
or maturides and the amounts thereof to be redeemed and shall direct the Paying Agent/Registrar
to call by lot the Bonds, or portions thereof, within such maturity or maturities and in such principal
amounts for redemption.
(b) A portion of a single Bond of a denomination greater than 55,000 may be redeemed,
but only in a principal amount equal to S5,000�r any integral multiple thereaf. If such a Bond is to
be partially redeemed, the Paying Agent/Registrar shall treat each 55,000 portion of the Bond as
though it were a single Bond for purposes of selection for redemption.
� _n:.
(c) Upon surrender of any Bond for redemption in part, the Paying Agent/Registrar, in
accordance with Section 3.06 of this Ordinance, shall authenticate and deliver an exc ange n or
Bonds in an aggregate principal amount equal to the unredeemed portion of the Bond so
surrendered, such exchange being without charge.
���
BA&HBSF.074-2
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(d) The Paying Agent/Registrar shall promptly notify the City in writing of the principal
amount to be redeemed of any Bond as to which only a portion thereof is to be redeemed.
��
Section 4.04. Notice of Redemption to Owners.
(a) The P�ying Agent/Registrar shall give notice of any redemption of Bonds by sending
notice by first class United States mail,postage prepaid,not lesa than thirty(30)days before the date
fixed for reciemption, to the Owner of each Bond (or part thereo� to be redeemed, at the address
shown on the Register at the close of business on the business day n�xt preceding the date of mailing
such notice.
(b) The notice shall state the redemption date,the redemption price, the place at which
the Bonds are to be surrendered for payment, and, if less than all the Bonds outstanding are to be
redeemed, an identification of the 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 Owner receives such notice.
Section 4.05. Pavment Upon Redemption.
(a) Before or on each redemption date, the City shall deposit with the Paying
, Agent/Registrar money sufficient to pay all amounts due on the redemption date and the Paying
Agent/Registrar shall make provision for the payment of the Bonds to be redeemed on auch date
by setting aside and holding in trust such amounts as are received by the Paying Agent/Registrar from
the City and shall use such funds solely for the purpose of paying the principal of, redemption
�` premium, if any, and accrued interest on the Bonds being redeemed.
(b) Upon presentation and surrender of any Bond called for redemption at the designated
office of the Paying A►gent/Registrar on or after the date fixed for redemption, the Paying
Agent/Registrar shall pay the principal of, redemption 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 Bonds or portions thereof called for redemption shall become due and payable on the date fixed
for redemption and, unless the City defaults in its obligation to make provision for the payment of
the principal thereof, redemption premium, if any, or accrued interest thereon, such Bonds or
portions thereof ahall cease to bear interest from and after the date fixed for redemption, whether
or not such Bonds are presented and surrendered for payment on such date.
(b) If the City shall fail to make provision for payment of all sums due on a redemption
date, then any Bond or portion thereof called for redemption shall continue to bear interest at the
rate stated on the Bond until due provision is made for the payment of same by the City.
��.,:.A
��
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�,::..��
ARTICLE V
PAYIlVG AGENT/REGISTRAR
Section 5.01. Appointment of Initial Pa i�n�A�ent/Registrar.
Team Bank,Fort Worth,Texas,is hereby appointed as the initial Paying Agent/Registrar for
the Bonds.
Section 5.02. Qualifications.
Each Paying Agent/Registrar shall be a commercial bank, a trust company organized under
the laws of the State of Texas, or any other entity duly qualified and legally authorized to seive as
and perform the duties and seivices of paying agent and registraz for the Bonds.
Section 5.03. Maintainin� Paying Agent/Registrar.
(a) At all times while any Bonds are outstanding, the City will maintain a Paying
Agent/Registrar that is qualified under Section 5.02 of this Ordinance. The Mayor is hereby
authorized and directed to execute an agreement with the Payiag A.gent/Registrar specifying the
duties and responsibilities of the City and the Paying Agent/Registrar. The signature of the Mayor
shall be attested by the City Secretary of the City.
(b) If the Paying Agent/Registrar resigns or otherwise ceases to serve as such, the City
will promptly appoint a replacement.
Section 5.04. Termination.
The City, upon not less than sixty (60) days notice, reserves the right to terminate the
appointment of any Paying AgentJ Registrar by delivering to the entity whose appointment is to be
terminated written notice of such termination.
Section 5.05. Notice of Chan.ge to Owners.
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 Owner by fust class United States mail, postage
prepaid, at the address in the Register, stating the e�ective date of the change and the name and
mailing address of the replacement P�ying Agent/Registrar.
Section 5.06. t�°reement to Perform Duties and Functions.
By accepting the appointment as Paying Agent/Registrar and executing the Paying
Agent/Registrar Agreement, 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
��.:,,
prescnbed thereby.
�,A.�
BA&HBBF.074-2
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�.:.�
Secdon 5.07. Delive�of Records to Successor.
If a Paying Agent/Registrar ic replaced, such Paying Agent/Registraz, promptly upon the
appointment of the auccessor, will deliver the Register (or a copy thereo� and all other pertinent
books and records relating to the Bonds to the successor Paying Agent/Registrar.
AR1zCLE VI
FORM OF T��BONDS
Section 6.01. Form Generally.
(a) The Bonds,the Registration Certificate of the Comptroller of Public Accounts of the
State of Texas, the Certificate of the Paying Agent/Registrar, and 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 Identification Procedures
of the American Bankers Association) and such legends and endorsements (including any
reproduction of an opinion of counsel) thereon as, consistently herewith, may be determined by the
City or by the o�icers executing such Bonds, as evidenced by their execution thereof.
° (b) Any portion of the text of any Bonds may be set forth on the reverse side thereof,
with an appropriate reference thereto on the face of the Bonds.
5 (c) The definitive Bonds shall be typewritten,printed,lithographed,or engraved,and may
be produced by any combination of these methods or produced in any other similar manner, all as
determined by the officers executing such Bonds, as evidenced by their execution thereof.
(d) The Initial Bond submitted to the Attomey General of the State of Texas may be
typewritten and photocopied or otherwise reproduced.
Section 6.02. Form of the Bonds.
1fie form of the 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 Bonds, shall be substantially as follows:
�,..�
BAB-HBBF.O'74-2
14
(a) Form of Bond.
`�:•�� REGISTERED REGISTERED
No. s
United Statea of America
State of Texas
COUN'T�S OF TARRANT, DALLAS AND DEN7'ON
CTTY OF GRAPEVIl�TE, TEXAS
GENERAL OBLIGATION BOND
SERIFS 1992-B
INTEREST RATE: MATURITY DATE: BOND DATE: CUSIP NUMBER:
August 15, 1992
The City of Grapevine, Texas (the "City"), in the Counties of Tanant, Dallas and Denton,
State of Texas, for value received, hereby promises to pay to
or registered assigns, on the Maturity Date specified above, the sum of
DOLLARS
�k unless this Bond shall have been sooner called for redemption and the payment of the principal
hereof shall have been paid or provided for, and to pay interest on such principal amount from the
later of the Bond 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 rate of interest specified above, computed on the basis of a 360-day year of twelve
30-day months, such interest to be paid semiannually on February 15 and August 15 of each year,
commencing February 15, 1993.
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
designated office of the Paying Agent/Registrar executing the registration certificate appearing
hereon. Interest on this Bond is payable by check dated as of the interest payment date, and will be
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 arrangement
acceptable to the Paying Agent/Registrar and the registered owner; provided, however, such
registered owner shall bear all risk and expense of such other banking anangemen� 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 last calendar day
of the month next preceding such interest payment date.
l In the event of a nonpayment of interest on a scheduled payment date,and for thirty(30)days
thereafter,a new record date for such interest payment (a"Special Record Date")will be established
�.,_, by the Paying Agent/Registrar,if and when funds for the payment of such interest have been received
from the City. Notice of the Special Record Date and of the scheduled payment date of the past due
SAB-HBBF.0�4-2
15
� interest (the"Special Payment Date,"which shall be fifteen (15)days sfter the Special Record Date)
shall be sent at least five (5) business dayr prior to the Special Record Date by United States mail,
�;�� first class, postage prepaid, to the address of each Owner appearing on the books of the Paying
Agent/Registrar at the close of business on the last business day next preceding the date of mailing
of such notice.
If the date for the payment of the principal of or interest on this Bond shall be a Saturday,
Sunday, legal holiday, or day on which banking institudons in the city where the Paying
A,gent/Registrar is located are required or autharized 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 institutionc are required or authorized to close, a� payment on such date ahall
have the same force and effect as if made on the original date payment was due and no additional
interest shall be due by reason of nonpayment on the date on which such payment is otherwise stated
to be due and payable.
This Bond is one of a series of fu11y registered bonds spec'if'ied in the title hereof issued in the
aggregate principal amount of S3,100,000 (herein refened to as the "Bonds"), issued pursuant to a
certain ordinance of the City (the "Ordinance") for the purpose of providing funds with which to
make various permanent public improvements for and within the City.
The City has reserved the option to redeem the Bonds maturing on or after February 15,
2003, in whole or in part before their respecdve scheduled maturity dates, on February 15, 2002, or
on any date thereafter, at � price equal to the principal amount of the Bonds so called for
redemption plus accrued interest to the date fixed for redemption. 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 by lot the Bonds, or portions thereof,
within such maturity and in such principal amounts, for redemption.
Notice of such redemption or redemptions shall be given by fust class mail, postage prepaid,
not less than thirty (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;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.
As provided in the Ordinance, and subject to certain limitations therein set forth, this Bond
is transferable upon surrender of this Bond for transfer at the designated office of the Paying
Agent/Registrar with such endorsement or other evidence of transfer as is acceptable to the Paying
Agent/Registrar; 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 occur within forty-
five(45) calendar days of the transfer or exchange date; provided, however,such limitadon shall not
F' be applicable to an exchange by the registered owner 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
BAB-HBBF.074-2
16
,, ���
provided (except interest shall be paid to the person in whose name this Bond is registered on the
�.��
Record Date) and for all other purposes,whether or not this Bond be overdue, and neither the City
nor the Paying A.gent/Registrar shall be affected by notice to the contrary.
TT IS HEREBY CERT�IED AND RECITED that the issuance of this Bond and the series
of which it is a part is duly suthorized by law, and haa been suthorized by a v�ote of the properly
qualified electors of 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; and that ad valorem taxes upon all
taxable property in the Gty have been levied for and pledged to the payment of the debt service
requirements of the Bonds, within the limit prescribed by law.
IN VVITNFSS WHEREOF, the City has caused this Bond to be executed by the manual or
facsimile signature of the Mayor of the City and countersigned by the manual or facximile signature
of the City Secretary of the City, and the o�icial seal of the City has been duly impressed or placed
in facsimile on this Bond.
City Secretary, Mayor,
_ City of Grapevine, Texas City of Grapevine, Texas
[SEAL]
(b) Form of Comptroller's Registration Certificate.
The following Comptroller's Registration Certificate may be deleted from the de�initive Bonds
if such certificate on the Initial Bond is fully executed.
OFFICE OF THE COMPTROLLER �
OF PUBLIC ACCOUNTS � REGISTER NO.
OF TI� STATE OF TEXAS �
I hereby certify that there is on file and of record in my office a certificate of the Attomey
General of the State of Texas to the effect that this Bond has been examined by him as required by
law, that he 6nds that it has been issued in conformity with the Consdtution and laws of the State
of Texas, and that it is a valid and binding obligation of the City of Grapevine, Texas, and that this
Bond has this day been registered by me.
Witness my hand and seal of office at Austin, Texas,
.�...
Comptroller of Public Accounts of the
���� State of Texas
[SEAL]
BAB-HBBF.0742
17
�.;.;,,*
(c) Form of Certificate of Paying Agent/Registrar.
�w�
The following Certificate of Paying Agent/Registrar may be deleted &om the Initial Bond if
the Comptroller's Registration Certificate appears thereon.
CERTIFICATE OF PAYII�TG AGENT/REGISTRAR
The records of the Paying Agent/Registrar show that the Initial Bond of this series of bonds
was approved by the Attomey General of the State of Texas and registered by the Comptroller of
Public Accounts of the State of Te.xas, and that this is one of the Bonds refened to in the within-
mentioned Ordinance.
Dallas, Texas, as Paying Agent/Registrar
Dated: By:
Authorized Signatory
(d) Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED (the"Transferor"), the undersigned,
hereby sells, assigns and transfers unto (print ar typewrite name, address and zip code of transferee:
(Social Security or Federal Employer ldentification No. ) the within bond
and all rights thereunder, and hereby irrevocably constitutes and appoints
as attomey to transfer the within bond on the books kept for
registration therefor, with full power of substitution in the premises.
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.
Date:
Signature Guaranteed:
�" " Authorized Signatory
BAB-HBBF.074-2
18
(e) The Initial Bond shall be in the form set forth in paragraphs (a) through (d) of this
Section, except for the following alterations:
(i) immediately under the name of the Bond, the headings "INTERFST RAT�"
and "MATURITY DATE" shall both be completed with the words "As shown below";
(ii) in the 6rst paragraph of the Bond, the words "on the Maturity Date specified
above" shall be deleted and the following will be inserted: "on February 15 in each of the
years,in the principal installments and bearing interest at the per annum rates in accordance
with the following schedule:
Principal Interest
ears Installments Rates "
(Information to be inserted fram
schedule in Section 3.02 of this Order)
(ui) in the second paragraph of the Bond, 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 Team Bank,Fort Worth,Texas.";
and
(iv) the Initial Bond shall be numbered T-1.
Section 6.03. CIJSIP Registration.
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 attomeys approving said Bonds as to legality are to be held responsible
for CUSIP numbers inconectly printed on the Bonds.
Section 6.04. Legal Opinion.
The approving legal opinion of Hutchison Boyle Brooks&Fisher,A Professional Corporation,
Bond Counsel, may be attached to or printed on the reverse side of each Bond over the certification
of the City Secretary of the City, wluch may be executed in facsimile.
Section 6.05. Statement of Insurance.
A statement relating to a municipal bond insurance policy, if any, to be issued for the Bonds
may be printed on or attached to each Bond.
�� .
BAB-HBSF.074-2
19
ARTICLE VII
� SALE AND DELIVERY OF BONDS; DEPOSIT OF PROCEEDS
Section '7.01. Sale of Bonds. Official Statemen�
(a) The Bonds, having been duty advertised for public sale and a bid or bids received
pursuant thereto, are hereby of�cially sold and awarded to
(the "Purchaser") for a purchase price equal to the principal
amount thereof plus a premium equal to S . The Bonds shall initially be registered
in the name of the Purchaser or its designee.
(b) The form and substance of the Notice of Sale and Bidding Instructions dated August
17, 1992, and the form of the Bid Form, are hereby approved, adopted and ratified as official
documents of the City. The Official Statement,dated August 17, 1992,and any addenda,supplement
or amendment thereto (the "Official Statement") presented to and considered at this meeting, are
hereby in all respects approved and adopted and is hereby deemed final as of its date within the
meaning and for the purposes of paragraph (b)(1) of Rule 15c2-12 under the Securities Exchange
Act of 1934, as amended. The Mayor and City Secretary of the City are hereby authorized and
directed to execute the same and deliver appropriate numbers of executed copies thereof to the
Purchaser of the Bonds. The Official Statement as thus approved,executed and delivereci,with such
appropriate variadons as shall be approved by the Mayor of the City and the Purchaser of the Bonds,
may be used by the Purchaser in the public offering and sale thereof. The City Secretary is hereby
authorized and directed to include and maintain a copy of the O�icial Statement and any addenda,
supplement or amendment thereto thus approved among the permanent records of this meeting. The
use and distribution of the Off'icial Statement, is hereby rat�ed, approved and confirmed.
(c) All officers of the City are authorized to execute such documents, certificates and
receipts as they may deem appropriate in order to consummate the delivery of the Bonds in
accordance with the terms hereof and the Official Statement
(d) The obligation of the Purchaser to accept delivery of the Bonds is subject to such
Purchaser being furnished with the final, approving opinion of Hutchison Boyle Brooks & Fisher,A
Professional Corporation,Dallas,Texas,Bond Counsel for the City,which opinion shall be dated and
delivered the Closing Date.
Section 7.02. Control and Delivery of Bonds.
(a) The Mayor of the City is hereby authorized to have control of the Initial Bond and
all necessary records and proceedings pertaining thereto pending investigation, examination and
approval of the Attomey General of the State, registration by the Comptroller of Public Accounts
of the State and registration with, and initial exchange or transfer by, the Paying Agent/Registrar.
(b) After registration by the Comptroller of Public Accounts, delivery of the Bonds shall
be made to the Purchaser under and subject to the general supervision and direction of the Mayor,
„ _, against receipt by the City of all amounts due to the City under the terms of sale.
�E,,�
BAB-HBBF.074-2
2�
Section 7.03. Degosit of Proceeds.
a (a) All amounts received on the Closing Date as accrued interest on the Bonds from the
Bond Date to the G7osing Date, together with any premium on the Bonds, shall be deposited to the
Interest and Sinking Fund.
(b) The remaining balaace received on tl�e Go�cing Date ahall be deposited to a special
construction fund of the Gty, as directed by an authorized o�icer of the City, such moneys to be
dedicated and used solely for the purposes for which the Bonds are being issued as herein provided.
ARTTCLE VIII
Il�IVF..STMEIJTS
Section 8.01. Investments.
(a) Money in the Interest and Sinking Fund created by this Ordinance, at the option of
the City, may be invested in such securities or obligations as permitted under applicable law.
(b) Any securities or obligations in which money is so invested shall be kept and held in
trust for the benefit of the Owners and shall be sold and the proceeds 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.
Section 8.02. Investment Income.
(a) Interest and income derived&om investment of the Interest and Sinking Fund shall
be credited to such Fund.
(b) Interest and income derived from the investment of the funds deposited pursuant to
5ection 7.03(b)hereof shall be credited to the fund or account where deposited until the construction
of the projects for which the Bonds are issued is completed; thereafter, to the extent such interest
and income are present, such interest and income shall be deposited to the Interest and Sinking
Fund.
ARTICLE U�
PARTICULAR REPRESENTATIONS AND COVENANTS
Section 9.01. Payment of the Bonds.
On or before each Interest Payment Date for the Bonds and while any of the Bonds are
outstanding and unpaid, there shall be made available to the Paying Agent/Registrar, out of the
Interest and Sinking Fund,money sufficient to pay such interest on and principal of the Bonds as will
� accrue or mature on the applicable Interest Payment Date or date of prior redemption.
�.:�
BAB-HBBF.074-2
21
�t,fi�.
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 Ordin�nce and in each Bond;the City will promptly pay
or cause to be paid the principal of and interest on each Bond on the dates and at the places and
manner prescnbed 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 obligations
of the City in accordance with their terms.
(c) The City hereby represents that the pFOCeeds of the Bonds are needed at this time
to finance the costs of the capital improvements for which the Bonds were issued(as specified in this
Ordinance); that based on current facts, estimates, and circumstances, it is reasonably expected that
final disbursement of the proceeds of the Bonds will occur within three years after the Closing Date,
that substantial binding obligations to commence such improvements will be incuned within six
months after such date, and that the construction or acquisition of the improvements will proceed
with due diligence to completion; that it is not reasonably expected 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 become"arbitrage bonds,"within the meaning of Section 148 of the Code;
and that,except for the Interest and Sinking 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 circumstances
known on the Closing Date, would result in constituting the Bonds "arbitrage bonds," within the
meaning of auch Section 148 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 certifications as to facts, estimates and circumstances
in existence as of the Closing Date and stating whether there are any facts,estimates or circumstances
that would materially change the City's current expectations.
(� The City will comply with the provisions of Section 148(� of the Code, and the
regulations promulgated thereunder, relating to paying certain excess earnings of investments of
proceeds of the Bonds to the United States of America.
(g) The City will not take any action or fail to take any action which would result in the
Bonds being treated as "private activity bonds,"within the meaning of section 141(a) of the Code.
(h) The City will not take any action or fail to take any action which would result in the
,k.,,., Bonds being treated as "federally guaranteed,"within the meaning of section 149(b) of the Code.
(i) The covenants and representations made or required by this Section are for the
�,� bene�it of the Owners and may be relied upon by the Owners and bond counsel for the City.
BAB-HBBF.074-2
�
�..._,�
ARTICLE X
�� DEFAULT AND REMEDIES
Section 10.01. Events of Defaul�
Each of the folbwing occurrences or ewents for the purpoce of thi: Ordinance ia hereby
declazed to be an Event of Default:
(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
(u) default in the performance or observance of any other covenant, agreement
or obligation of the City, which default materially and adversely affects the rights of the
Owners, including but not limited to,their prospect or ability to be repaid in accordance with
this Ordinance, and the continuation thereof for a period of sixty (60) days after notice of
such default is given by any Owner to the City.
Section 10.02. Remedies for Default
(a) Upon the happening of any Event of Default, then any Owner or an authorized
representative thereof, including but not limited to, a trostee or trustees therefor, may proceed
., against the City for the purpose of protecting and enforcing the rights of the Owners 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 pennitted by law, including the specific performance of any
,., covenant or agreement contained herein, or thereby to enjoin any act or thing that may be unlawful
or in violation of any right of the Owners hereunder or any combination of such remedies.
(b) It is provided that all such proceedings shall be instituted and maintained for the equal
benefit of all Owners 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 available remedy.
�;a._�
BA&HBBF.074-2
�
ARTTCLE XI
, DISCHARGE
Section 11.01. Discharge by Payment.
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,including all interest that has accrued 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 redempdon, by depositing with the Paying Agent/Registrar, for payment of the
principal of such outstanding Bonds and the interest accrued thereon and any premium due thereon,
the entire �mount due or to become due thereon, and the City ahall also have paid or caused to be
paid all sums payable under this Ordinance by the Ciry,including the compensation due or to become
due the Paying Agent/Registrar, then the Paying Agent/Registrar, upon receipt of a letter of
instrucdons 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. Discharge by Deposit.
(a) The City may discharge its obligation to pay the principal of, premium, if any, and
interest on all or any portion of the Bonds and its obligation to pay other sums payable or to become
payable under this Ordinance by the City, including the compensation due or to become due the
Paying Agent/Registrar, in accordance with the following procedures:
(i) depositing or causing to be deposited with the Paying Agent/Registrar an
amount of money that, together with the interest eamed 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 accrued 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 reasonably estimated by
the Paying Agent/Registrar to become payable under this Ordinance with respect to the Bonds
being provided for, including 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 e�ect that the deposit spec'if'ied
in subdivision (i) of this subsection (a) will not cause the interest on any of the Bonds to
become subject to federal income taxation.
(b) Subject to subsecdon (c) of this Section,upon compliance with subsection(a) of this
Section, the Bonds the payment for which provision is thus made 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 discharge and release the lien of this Ordinance as to such Bonds
�� ,�,
and shall 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 any portion of the lien of this Ordinance pursuant
`�` to this Section, the City shall make the following provisions with the Paying Agent/Registrar:
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(i) the establishment of a separate escrow account fund with the Paying
AgentJRegistrar for the deposit pursuant to subsection (a)(i) of this Section;
i'K^.�.-.iti
(ii) the payment to the Owners at the date of maturity or at the date fixed for
prior redemption, as applicable, of the full amount to which the Owners of the �ppropriate
Bonda would be entitled by way of principal, premium,if any,and interest to the date of such
maturity or prior redemption;
(iii) the investment of su�h moneys by the Paying Agent/Registrar in 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, and which may be
in book entry form, maturing and/or bearing interest payable at such times and in such
amounts as will be sufficient to provide for the scheduled paytnent and/or redemption of such
Bonds in securities or obligations 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 mail to
the Owner of each appropriate Bond then outstanding within thirty (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 appropriate Bonds,of any moneys, interest earnings,
profits or capital gains over and above the amounts necessary for such purposes.
ARTTCLE XII
EMERGENCY
Section 12.01. Declaring an Emergencv.
That the public importance of this Ordinance and the fact that it is in the best interest of the
City to provide for the permanent public improvements set forth in Section 3.01 hereof at the earliest
possible date 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 e�ect as an emergency measure, and it is accordingly ordained that this Ordinance
shall be in full force and effect from and after its passage in accordance with the Charter of the City.
��
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FINALLY PASSED, APPROVED AND EFFECITVE this September 1, 1992.
�;,.�
Mayor, City of Grapevine, Texas,
ATTFST:
City Secretary, City of Grapevine, Texas
�s�.�
APPROVED AS TO FORM:
��,. ,
City Attorney, City of Grapevine, Texas
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BOND ORDINANCE
53,100,000
CITY OF GRAPEVINE
GENERAI, OBLIGATTON BONDS
SERIFS 1992
Adopted: September 1, 1992
�.:�
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TABLE OF CONTENTS
$3 Page
Recitals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
AR'TICLE I
DEFINITIONS AND OTI�R PRELIlvIIlVARY MATTERS
Section 1.01. Defuutions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Section 1.02. Findings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ' 3
Section 1.03. Table of Contents, Titles and Headings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Section 1.04. Interpretation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
ARTICLE II
SECURTTY FOR THE BONDS; INTEREST AND SINKING FUND
Section 2.01. Tax Levy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Section 2.02. Interest and Sinking Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
ARTICLE III
AUTHORIZATION; GENERAL TERMS AND PROVISIONS
,� REGARDING THE BONDS
Section 3.01. Authorization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Section 3.02. Date, Denomination, Maturities and Interest . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Section 3.03. Medium, Method and Place of Payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Section 3.04. Execution and Registration of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Section 3.05. Ownership . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Section 3.06. Registration, Transfer and Exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Section 3.07. Cancellation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Section 3.08. Temporary Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Section 3.09. Replacement Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Section 3.10. Book-Entry Only System . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Section 3.11. Successor Securities Depository; Transfer Outside Book-Entry Only System . . . 10
Section 3.12 Payments to Cede & Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
ARTICI.E IV
REDEMPTION OF BONDS BEFORE MATURITY
Section 4.01. Limitation on Redemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
�°Aµ9 Section 4.02. Optional Redemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Section 4.03. Partial Redemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
Section 4.04. Notice of Redemption to Owners . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
�rr.:�, Section 4.05. Payment Upon Redemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Section 4.06. Effect of Redemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
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ARTICLE V
&�, . PAYIl�IG AGENT/REGISTRAR
Section 5.01. Appointment of Initial Paying Agent/Registrar . . . . . . . . . . . . . . . . . . . . . . . . 13
Section 5.02. Qualifications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Section 5.03. Maintaining PaYinB ABent/Registrar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Sectioa 5.04. Termination . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Section S.OS. Notice of Change to Owners . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Section 5.06. Agreement to Perform Duties and Functions . . . . . . . . . . . . . . . . . . . . . . . . . . 13
Section 5.07. Delivery of Records to Successor . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
ARTICLE VI
FORM OF THE BONDS
Section 6.01. Form Generally . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Section 6.02. Form of the Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Section 6.03. CUSIP Registration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Section 6.04. Legal Opinion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Section 6.05. Statement of Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
� ARTICLE VII
SALE AND DELIVERY OF BONDS; DEPOSIT OF PROCEEDS
Section 7.01. Sale of Bonds, Official Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Section 7.02. Control and Delivery of Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Section 7.03. Deposit of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
ARTICLE VIII
Il�iVESTMENTS
Section 8.01. Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
Section 8.02. Investment Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
ARITC;LE U�
pARTICULAR REPRESENTATIONS AND COVENANTS
Section 9.01. Payment of the Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
Section 9.02. Other Representations and Covenants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
ARTTCLE X
�:�.
DEFAULT AND REMEDIES
Section 10.01. Events of Default . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
Section 10.02. Remedies for Default . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
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Section 10.03. Remedies Not Exclusive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
°� ARTZCLE XI
DISCHARGE
Section 11.01. Discharge by Payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
Section 11.02. Discharge by Deposit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
ARTICLE XII
EMERGENCY
Section 1201. Declaring an Emergency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
EXECUTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
�:.�
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BAB-HBBF.074-2
�111�
µ ' MINUTF.S AND CERT�ICATION PERTAINING TO
PASSAGE OF AN ORDINANCE
'I�IE STATE OF T�XAS $
COUN'I�S OF T?.►1tRANT, �
DALLAS AND DENTON �
CI7'Y OF GRAPEVINE $
On the lst day of September, 1992, the City Council of the City of Crrapevine, Te�ras,
convened in a Regular Meeting at the regular meeting place thereo� the meeting being open to the
public and notice of said meeting, giving the date, place and subject thereo� having been posted as
prescnbed by Vernon's Texas Revised Civil Statutes Annotated, Article 6252-17, as amended, and
the roll was called of the duly canstituted officers and members of the City Council, which officers
and members are as follows:
William D. Tate, Mayor C. Shane Wilbanks )
Ted R Ware, Mayor Pro Tem Sharcon Spencer )
Will Wicl�an ) Members of
Jerry L Pittman ) the Council
Gil Traverse )
and all of said persons were present, except the following absentees:
,thus constituting a quorum. Whereupon,among other business,a written ordinance bearing
the following caption was introduced:
An Ordinance Providing for the Issuance of City of Grapevine, Texas, General
Obligation Bonds, Series 1992-B, in the Aggregate Principal Amount of 53,100,000,
Levying a Tax in Payment Thereo�Enacting Other Provisions Relating Thereto, and
Declaring an Emergency
The Ordinance, a full, true and correct copy of which is attached hereto, was read and
reviewed by the City Council.
Thereupon, it was moved and seconded that the Ordinance be passed and adopted. The
Presiding Officer put the motion to a vote of the members of the City Council, and the Ordinance
was 5aally passed and adopted by the following vote:
AYES: Tate, Ware, Spencer, Wilbanks, Traverse, Pittman & Wickman
NOES: None
�z�
ABSTENTIONS: None
���
a�s-�.orz-2
FINALLY PASSED, APPROVED AND EFFEGTIVE this September 1, 1992.
—� �
Mayor, City of Grapevine, Texas,
ATTEST:
Ci Secretary, 'ty o apevine, Texas
[SEAL]
APPROVED AS TO FORM:
City Attomey, City of Grapevine, Texas
�:�
anB-�.ma-z
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