HomeMy WebLinkAboutOrdinance - 9803-1995 - Incorporated With A Bond Package Located In 9805 File Folder. - 04/27/1995'
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professional services rendered in connection therewith, pursuant to
authority conferred by and in confo~ity with the Constitution and
laws of the State of Texas, including V.T.C.A., Local Government
Code, Subchapter C of Chapter 271.
SECTION 2: fully Registered Qbligations -Authorized
Denominations-Stated Maturities-Date. The Certificates are
issuable in fully registered form only; shall be dated May 15, 1995
(the "Certificate Date") and shall be in denominations of $5,000 or
any integral multiple thereof and the Certificates shall become due
and payable on February 15 in each of the years and in principal
amounts (the "Stated Maturities") and bear interest at the per
annum rate(s) in accordance with the following schedule:
Year of
Stated Maturity
1996
1997
-1998
1999
2000
Principal
Amount
$150,000
170,000
180,000
195,000
205,000
Interest
&ate
6.50t
6.50t
4.50t
4.625\
4.70t
Interest on the Certificates shall accrue from the Certificate
Date at the per annum rate (s) shown above in this Section, and such
interest shall be calculated on the basis of a 360-day year of
twelve 30-day months. Interest on the Certificates shall be
payable on February 15 and August 15 in each year, commencing
February 15, 1996.
SECTION 3: Terms of Payment-Paying Agent/Registrar. The
principal of, premium, if any, and the interest on the
Certificates, due and payable by reason of maturity or redemption
or otherwise, shall be payable only to the registered owners or
holders of the Certificates (hereinafter called the "Holders")
appearing on the registration and transfer books (the "Security
Register") maintained by the Paying Agent/Registrar and the payment
thereof shall be in any coin or currency of the United States of
America, which at the time of payment is legal tender for the
payment of public and private debts, and shall be without exchange
or collection charges to the Holders.
The selection and appointment of Norwest Bank Minnesota,
National Association, Minneapolis, Minnesota to serve as Paying
Agent/Registrar for the Certificates is hereby approved and
confi~ed. The selection and appointment of Norwest Bank Texas,
National Association, Lubbock, Texas to serve as co-Registrar for
the Certificates is hereby approved. The City agrees and covenants
to be kept and maintained at the principal office of the Paying
Agent/Registrar and co-Registrar books and records, for the
registration, payment and transfer of the Certificates (the
9S 1128/0240188 -2-
"Security Register"), all as provided herein, in accordance with
the terms and provisions of a "Paying Agent/Registrar Agreement"
substantially in the form attached hereto as Exhibit A and such
reasonable rules and regulations as the Paying Agent/Registrar and
City may prescribe; and the Mayor and City Secretary are authorized
to execute and deliver such Agreement in connection with the
delivery of the Certificates. The City covenants to maintain and
provide a Paying Agent/Registrar at all times until the
Certificates are paid and discharged, and any successor Paying
Agent/Registrar shall be a commercial bank, trust company,
financial institution or other entity qualified and authorized to
serve in such capacity and perform the duties and services of
Paying Agent/Registrar. Upon any change in the Paying
Agent/Registrar for the Certificates, the City agrees to promptly
cause a written notice thereof to be sent to each Holder by United
States Mail, first class postage prepaid, which notice shall also
give the address of the new Paying Agent/Registrar.
Principal of and premium, if any, on the Certificates shall be
payable at the Stated Maturities or the redemption thereof only
upon presentation and surrender of the Certificates to the Paying
Agent/Registrar at its principal office. Interest on the
Certificates shall be paid by the Paying Agent/Registrar to the
Holders whose name appears in the Security Register at the close of
business on the Record Date (the last business day of the month
next preceding each interest payment date) and payment of such
interest shall be (i) by check sent United States Mail, first class
postage prepaid, to the address of the Holder recorded in the
Security Register or (ii) by such other method, acceptable to the
Paying Agent/Registrar, requested by, and at the risk and expense
of, the Holder. If the date for the payment of the principal of or
interest on the Certificates shall be a Saturday, Sunday, a legal
holiday, or a day when banking institutions in the City where the
Paying Agent/Registrar is located are authorized by law or
executive order to close, then the date for such payment shall be
the next succeeding day which is not such a Saturday, Sunday, legal
holiday, or day when banking institutions are authorized to close;
and payment on such date shall have the same force and effect as if
made on the original date payment was due.
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 interest (which shall be 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, first class postage
prepaid, to the address of each Holder appearing on the Security
Register at the close of business on the last business next
preceding the date of mailing of such notice.
951121/D240 lll -.3-
SECTION 4: No Optional Redemption. The Certificates shall
not be subject to redemption prior to maturity at the option of the
City.
SECTION 5: Registration Transfer -Exchange of
Certificates-Predecessor Certificates. A Security Register
relating to the registration, payment, and transfer or exchange of
the Certificates shall at all times be kept and maintained by the
City at the principal office of the Paying Agent/Registrar, as
provided herein and in accordance with the provisions of an
agreement with the Paying Agent/Registrar and such rules and
regulations as the Paying Agent/Registrar and the City may
prescribe. The Paying Agent/Registrar shall obtain, record, and
maintain in the Security Register the name and address of each and
every owner of the Certificates issued under and pursuant to the
provisions of this Ordinance, or if appropriate, the nominee
thereof. Any Certificate may be transferred or exchanged for
Certificates of other authorized denominations by the Holder, in
person or by his duly authorized agent, upon surrender of such
Certificate to the Paying Agent/Registrar for cancellation,
accompanied by a written instrument of transfer or ,request for
exchange duly executed by the Holder or by his duly authorized
agent, in form satisfactory to the Paying Agent/Registrar.
Upon surrender of any Certificate for transfer at the
principal office of the Paying Agent/Registrar, the Paying
Agent/Registrar shall register and deliver, in the name of the
designated transferee or transferees, one or more new Certificates
of authorized denominations and having the same Stated Maturity and
of a like aggregate principal amount as the Certificate or
Certificates surrendered for transfer.
At the option of the Holder, Certificates may be exchanged for
other Certificates of authorized denominations and having the same
Stated Maturity, bearing the same rate of interest and of like
aggregate principal amount as the Certificates surrendered for
exchange, upon surrender of the Certificates to be exchanged at the
principal office of the Paying Agent/ Registrar. Whenever any
Certificates are surrendered for exchange, the Paying
Agent/Registrar shall register and deliver new Certificates to the
Holder requesting the exchange.
All Certificates issued in any transfer or exchange of
Certificates shall be delivered to the Holders at the principal
office of the Paying Agent/Registrar or sent by United States Mail,
first class, postage prepaid to the Holders, and, upon the
registration and delivery thereof, the same shall be the valid
obligations of the City, evidencing the same obligation to pay, and
entitled to the same benefits under this Ordinance, as the
Certificates surrendered in such transfer or exchange.
951128/0240188 -4-
,...
All transfers or exchanges of Certificates pursuant to this
Section shall be made without expense or service charge to the
Holder, except as otherwise herein provided, and except that the
Paying Agent/Registrar shall require payment by the Holder
requesting such transfer or exchange of any tax or other
governmental charges required to be paid with respect to such
transfer or exchange.
Certificates canceled by reason of an exchange or transfer
pursuant to the provisions hereof are hereby defined to be
"Predecessor Certificates," evidencing all or a portion, as the
case may be, of the same obligation to pay evidenced by the new
Certificate or Certificates registered and delivered in the
exchange or transfer therefor. Additionally, the term "Predecessor
Certificates •• shall include any mutilated, lost, destroyed, or
stolen Certificate for which a replacement Certificate has been
issued, registered and delivered in lieu thereof pursuant to the
provisions of Section 28 hereof and such new replacement
Certificate shall be deemed to evidence the same obligation as the
mutilated, lost, destroyed, or stolen Certificate.
SECTION 6: Book-Entry Only Transfers and Transactions.
Notwithstanding the provisions contained in Sections 3 and 5 hereof
relating to the payment, and transfer/exchange of the Certificates,
the City hereby approves and authorizes the use of "Book-Entry
Only" securities clearance, settlement and transfer system provided
by The Depository Trust Company (DTC) , a. limited purpose trust
company organized under the laws of the State of New York, in
accordance with the requirements and procedures identified in the
Letter of Representation, by and between the City, the Paying
Agent/Registrar and DTC (the "Depository Agreement") relating to
the Certificates.
Pursuant to the Depository Agreement and the rules of DTC, the
Certificates shall be deposited with DTC who shall hold said
Certificates for its participants (the "DTC Participants"). While
the Certificates are held by DTC under the Depository Agreement,
the Holder of the Certificates on the Security Register for all
purposes, including payment and notices, shall be Cede & Co., as
nominee of DTC, notwithstanding the ownership of each actual
purchaser or owner of each Certificate (the "Beneficial Owners")
being recorded in the records of DTC and DTC Participants.
In the event DTC determines to discontinue serving as
securities depository for the Certificates or otherwise ceases to
provide book-entry clearance and settlement of securities
transactions in general or the City determines that DTC is
incapable of properly discharging its duties as securities
depository for the Certificates, the City covenants and agrees with
the Holders of the Certificates to cause Certificates to b~ printed
in definitive form and provide for the Certificates to be issued
and delivered to DTC Participants and Beneficial Owners, as the
!151128/0240188 -5-
case may be. Thereafter, the Certificates in definitive form shall
be assigned, transferred and exchanged on the Security Register
maintained by the Paying Agent/Registrar and payment of such
Certificates shall be made in accordance with the provisions of
Sections 3 and 5 hereof.
SECTION 7: Execution -Registration. The Certificates
shall be executed on behalf of the City by the Mayor under its seal
reproduced or impressed thereon and countersigned by the City
Secretary. The signature of said officers on the Certificates may
be manual or facsimile. Certificates bearing the manua~ or
facsimile signatures of individuals who are or were the proper
officers of the City on the Certificate Date shall be deemed to be
duly executed on behalf of the City, notwithstanding that one or
more of the individuals executing the same shall cease to be such
officer at the time of delivery of the Certificates to the initial
purchaser(s) and with respect to Certificates delivered in
subsequent exchanges and transfers, all as authorized and provided
in the Bond Procedures Act of 1981, as amended.
No Certificate shall be entitled to any right or benefit under
this Ordinance, or be valid or obligatory for any purpose, unless
there appears on such Certificate either a certificate of
registration substantially in the form provided in Section 9C,
manually executed by the Comptroller of Public Accounts of the
State of Texas, or his duly authorized agent, or a certificate of
registration substantially in the form provided in Section 9D,
manually executed by an authorized officer, employee or
representative of the Paying Agent/Registrar, and either such
certificate duly signed upon any Certificate shall be conclusive
evidence, and the only evidence, that such Certificate has been
duly certified, registered and delivered.
SECTION 8: Initial Certificate(s). The Certificates
herein authorized shall be initially issued either (i) as a single
fully registered certificate in the total principal amount of
$900,000 with principal installments to become due and payable as
provided in Section 2 hereof and numbered T-1, or (ii) as five (5)
fully registered certificates, being one certificate for each year
of maturity in the applicable principal amount and denomination and
to be numbered consecutively from T-1 and upward (hereinafter
called the "Initial Certificate(s) ") and, in either case, the
Initial Certificate {s) shall be registered in the name of the
initial purchaser(s) or the designee thereof. The Initial
Certificate{s) shall be the Certificates submitted to the Office of
the Attorney General of the State of Texas for approval, certified
and registered by the Office of the Comptroller of Public Accounts
of the State of Texas and delivered to the initial purchaser(s).
Any time after the delivery of the Initial Certificate (s), the
Paying Agent/Registrar, pursuant to written instructions ,from the
initial purchaser{s), or the designee thereof, shall cancel the
Initial Certificate{s) delivered hereunder and exchange therefor
95 ll28/ll240 188 -6-
definitive Certificates of authorized denominations, Stated
Maturities, principal amounts and bearing applicable interest rates
for transfer and delivery to the Holders named at the addresses
identified therefor; all pursuant to and in accordance with such
written instructions from the initial purchaser (s), or the designee
thereof, and such other information and documentation as the Paying
Agent/Registrar may reasonably require.
SECTION 9: Forms. A. Forms Generally. The Certificates,
the Registration Certificate of the Comptroller of Public Accounts
of the State of Texas, the Registration Certificate of Paying
Agent/Registrar, and the form of Assignment to be printed on each
of the Certificates, shall be substantially in the forms set forth
in this Section with such appropriate insertions, omissions,
substitutions, and other variations as are permitted or required by
this Ordinance and may have such letters, numbers, or other marks
of identification (including identifying numbers and letters of the
Committee on Uniform Securities Identification Procedures of the
American Bankers Association) and such legends and endorsements
(including insurance legends in the event the Certificates, or any
maturities thereof, are purchased with insurance and any
reproduction of an opinion of counsel) thereon as may, consistently
herewith, be established by the City or determined by the officers
executing such Certificates as evidenced by their execution. Any
portion of the text of any Certificates may be set forth on the
reverse thereof, with an appropriate reference thereto on the face
of the Certificate.
The definitive Certificates shall be printed, lithographed, or
engraved or produced in any other similar manner, all as determined
by the officers executing such Certificates as evidenced by their
execution, but the Initial Certificate(s) submitted to the Attorney
General of Texas may be typewritten or photocopied or otherwise
reproduced.
The City may provide (i) for issuance of one fully registered
Certificate for each Stated Maturity in the aggregate principal
amount of each Stated Maturity and (ii) for registration of such
· Certificates in the name of a securities depository, or the nominee
thereof. The Letter of Representations by and among the City, the
Paying Agent/Registrar, and the initial securities depository
(Depository Trust Company) is approved and may be executed by the
Mayor and City Secretary on behalf of the City. The execution of
a Letter of Representations may occur either before or after
delivery of the Certificates to the initial purchasers but shall
not affect the City's obligation to pay the registered owners the
principal of and interest on the Certificates as the same become
due. While any Certificate is registered in the name of a
securities depository or its nominee, references herein and in the
Certificates to the holder or owner of such Certificate sqall mean
the securities depository or its nominee and shall not mean any
other person.
951128/0240188 -7-
B. Form of Certificates.
REGISTERED
NO.
Certif.icate
Date:
May 15, 1995
Registered Owner:
Principal Amount:
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF LUBBOCK, TEXAS,
TAX AND AIRPORT SURPLUS REVENUE
CERTIFICATE OF OBLIGATION,
SERIES 1995
Interest Rate: Stated Maturity: ______ t
REGISTERED $ ___ _
CUSIP NO:
DOLLARS
The City of Lubbock (hereinafter referred to as the "City"),
a body corporate and municipal corporation in the County of
Lubbock, State of Texas, for value received, acknowledges itself
indebted to and hereby promises to pay, without right of optional
redemption by the City, to the Registered Owner named above, or the
registered assigns thereof, the Principal Amount stated above, on
the Stated Maturity date specified above (or so much thereof as
shall not have been paid upon prior redemption) and to pay interest
(computed on the basis of a 360-day year of twelve 30-day months)
on the unpaid Principal Amount hereof from the Certificate Date at
the per annum rate of interest specified above; such interest being
payable on February 15 and August 15 of each year, commencing
February 15, 1996. Principal of this Certificate is payable at its
Stated Maturity or redemption to the registered owner hereof, upon
presentation and surrender, at the principal office of the Paying
Agent/Registrar executing the registration certificate appearing
hereon, or its successor. Interest is payable to the registered
owner of this Certificate (or one or more Predecessor Certificates,
as defined in the Ordinance hereinafter referenced) whose name
appears on the "Security Register" maintained by the Paying
Agent/Registrar at the close of business on the "Record Date",
which is the last business day of the month next preceding each
interest payment date and interest shall be paid by the Paying
Agent/Registrar by check sent United States Mail, first class
postage prepaid, to the address of the registered owner recorded in
the Security Register on the Record Date or by such other method,
acceptable to the Paying Agent/Registrar, requested by, and at the
risk and expense of, the registered owner. If the date, for the
payment of the principal of or interest on the Certificates shall
be a Saturday, Sunday, a legal holiday, or a day when banking
9S 1123/D240188 -8-
institutions in the City where the Paying Agent/Registrar is
located are authorized by law or executive order to close, then the
date for such payment shall be the next succeeding day which is not
such a Saturday, Sunday, legal holiday, or day when banking
institutions are authorized to close; and payment on such date
shall have the same force and effect as if made on the original
date payment was due. All payments of principal of, premium, if
any, and interest on this Certificate shall be without exchange or
collection charges to the owner hereof and in any coin or currency
of the United States of America which at the time of payment is
legal tender for the payment of public and private debts.
This Certificate is one of the series specified in its title
issued in the aggregate principal amount of $900, 000 (herein
referred to as the "Certificates") for the purpose of paying
contractual obligations to be incurred for (i) apron improvements
at the freight development area at the City's airport and (ii)
professional services rendered in connection therewith, under and
in strict conformity with the Constitution and laws of the State of
Texas, particularly V.T.C.A., Local Government Code, Subchapter C
of Chapter 271, and pursuant to an Ordinance adopted by the
governing body of the City (herein referred to as the "Ordinance").
The Certi-ficates are payable from the proceeds of an ad
valorem tax levied, within the limitations prescribed by law, upon
all taxable property in the City and are additionally payable from
and secured by a lien on and pledge of the Surplus Revenues (as
defined in the Ordinance) of the City's Airport (the "Airport"),
such lien and pledge, however, being junior and subordinate to the
lien on and pledge of the Surplus Revenues of the Airport securing
the payment of "Prior Lien Obligations" (as defined in the
Ordinance) hereafter issued by the City. In the Ordinance, the
City reserves and retains the right to issue Prior Lien Obligations
while the Certificates are outstanding without limitation as to
principal amount but subject to any terms, conditions or
restrictions as may be applicable thereto under law or otherwise.
Reference is hereby made to the Ordinance, a copy of which is
on file in the principal office of the Paying Agent/Registrar, and
to all the provisions of which the Holder hereof by the acceptance
hereof hereby assents, for definitions of terms; the description of
and the nature and extent of the tax levied for the payment of the
Certificates; the properties constituting the Airport; the Surplus
Revenues pledged to the payment of the principal of and interest on
the Certificates; the nature and extent and manner of enforcement
of the pledge; the terms and conditions relating to the transfer of
this Certificate; the conditions upon which the Ordinance may be
amended or supplemented with or without the consent of the Holders
of the Certificates: the rights, duties, and obligations of the
City and the Paying Agent/Registrar; the terms and provisions upon
which the tax levy and the liens, pledges, charges and covenants
made therein may be discharged at or prior to the maturity of this
951128/0240188 -9-
Certificate, and this Certificate deemed to be no ~o~ger
Outstanding thereunder; and for the other terms and prov1s1ons
contained therein. Capitalized terms used herein have the meanings
assigned in the Ordinance.
This Certificate, subject to certain limitations contained in
the Ordinance, may be transferred on the Security Register only
upon its presentation and surrender at the principal office of the
Paying Agent/Registrar, with the Assignment hereon duly endorsed
by, or accompanied by a written instrument of transfer in form
satisfactory to the Paying Agent/Registrar duly executed by, the
registered owner hereof, or his duly authorized agent. When a
transfer on the Security Register occurs, one or more fully
registered Certificates of authorized denominations and of the same
aggregate principal amount will be issued by the Paying
Agent/Registrar to the designated transferee or transferees.
The City and the Paying Agent/Registrar, and any agent of
either, may treat the registered owner hereof whose name appears on
the Security Register (i) on the Record Date as the owner entitled
to payment of interest hereon, (ii} on the date of surrender of
this Certificate as the owner entitled to payment of principal
hereof at its Stated Maturity, and (iii) on any other date as the
owner for all other purposes, and neither the City nor the Paying
Agent/Registrar, or any agent of either, shall be. affected by
notice to the contrary. In the event of 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 interest (which shall be 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, first
class postage prepaid, to the address of each Holder appearing on
the Security Register at the close of business on the last business
day next preceding the date of mailing of such notice.
It is hereby certified, recited, represented and covenanted
that the City is a body corporate and political subdivision· duly
organized and legally existing under and by virtue of the
Constitution and laws of the State of Texas; that the issuance of
the Certificates is duly authorized by law; that all acts,
conditions and things required to exist and be done precedent to
and in the issuance of the Certificates to render the same lawful
and valid obligations of the City have been properly done, have
happened and have been performed in regular and due time, form and
manner as required by the Constitution and laws of the State of
Texas, and the Ordinance; that the Certificates do not exceed any
constitutional or statutory limitation; and that due provtsion has
been made for the payment of the principal of and interest on the
Certificates by the levy of a tax and a pledge of the Surplus
951128/0240188 -10-
Revenues of the Airport as aforestated. In case any provision in
this Certificate or any application thereof shall be invalid,
illegal, or unenforceable, the validity, legality, and
enforceability of the remaining provisions and applications shall
not in any way be affected or impaired thereby. The terms and
provisions of this Certificate and the Ordinance shall be construed
in accordance with and shall be governed by the laws of the State
of Texas.
IN WITNESS WHEREOF, the City Council of the City has caused
this Certificate to be duly executed under the official seal of the
City as of the Certificate Date.
CITY OF LUBBOCK, TEXAS
COUNTERSIGNED: Mayor
City Secretary
(SEAL)
c. * Form of Registration Certificate of Comptroller of Public
Accounts to Appear on Initial Certificate(s) only.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
THE STATE OF TEXAS
§
§
§
§
REGISTER NO.
I HEREBY CERTIFY that this Certificate has been examined,
certified as to validity and approved by the Attorney General of
the State of Texas, and duly registered by the Comptroller of
Public Accounts of the State of Texas.
WITNESS my signature and seal of office this
Comptroller of Public Accounts
(SEAL) of the State of Texas
*NOTE TO PRINTER: Do not print on definitive Certificates
951128/D240188 -11-
D. Form of Certificate of Paying Agent/Registrar to Appear on
Certificates (other than a single fully registered
Certificate} •
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Certificate has been duly issued and registered under the
provisions of the within-mentioned Ordinance; the certificate or
certificates of the above entitled and designated series originally
delivered having been approved by the Attorney General of the State
of Texas and registered by the Comptroller of Public Accounts, as
shown by the records of the Paying Agent/Registrar.
For purposes of this Bond, the principal office of the Paying
Agent/Registrar means its principal office in Minneapolis,
Minnesota.
Registration Date:
E. Form of Assignment.
NORWEST BANK MINNESOTA, NATIONAL
ASSOCIATION
Minneapolis, Minnesota
as Paying Agent/Registrar
By ----~--------~---------------------------------Authorized Signature
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 Certificate and all
· rights thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the within Certificate on the books kept for
registration thereof, with full power of substitution in the
premises.
DATED:
Signature guaranteed:
9S 1128/0240188
NOTICE: The signature on this
assignment must correspond with the
name of the registered owner as it
appears on the face of the within
Certificate in every partic~lar.
-12-
F. Tbe Initial CertificateCsl shall be in the form set forth
in paragraph B of this Section, except that the form of
a single fully registered Initial Certificate shall be
modified as follows:
(i) inunediately under the name of the certificate the headings
"Interest Rate 11 and "Stated Maturity " shall
both be omitted;
(ii) paragraph one shall read as follows:
Registered Owner:
Principal Amount: Dollars
The City of Lubbock (hereinafter referred to as the "City"),
a body corporate and municipal corporation in the County of
Lubbock, State of Texas, for value received, acknowledges itself
indebted to and hereby promises to pay, without right of optional
redemption by the City, to the Registered Owner named above, or the
registered assigns thereof, the Principal Amount hereinabove
stated, on February 15 in each of the years and in principal
installments in accordance with the following schedule:
PRINCIPAL
INSTALLMENTS
(Information to be inserted from
schedule in Section 2 hereof).
INTEREST
RATE
and to pay interest on the unpaid Principal Amount hereof from the
Certificate Date at the per annum rates of interest specified above
computed on the basis of a 360-day year of twelve 30-day months;
such interest being payable on February 15 and August 15 of each
year, conunencing February 15, 1996. Principal installments of this
Certificate are payable in the year of maturity or on a prepayment
date to the registered owner hereof, upon its presentation and
surrender at the principal office in Minneapolis, Minnesota of
Norwest Bank Minnesota, National Association, Minneapolis,
Minnesota (the "Paying Agent/Registrar"). Interest is payable to
the registered owner of this Certificate whose name appears on the
"Security Register" maintained by the Paying Agent/Registrar at the
close of business on the "Record Date", which is the last business
day of the month next preceding each interest payment date hereof
and interest shall be paid by the Paying Agent/Registrar by check
sent United States Mail, first class postage prepaid, to the
address of the registered owner recorded in the Security Register
or by such other method, acceptable to the Paying Agent/ Registrar,
requested by, and at the risk and expense of, the register~d owner.
If the date for the payment of the principal of or interest on the
Certificates shall be a Saturday, Sunday, a legal holiday, or a day
951128/0240188 -13-
when banking institutions in the City where the Paying
Agent/Registrar is located are authorized by law or executive order
to close, then the date for such payment shall be the next
succeeding day which is not such a Saturday, Sunday, legal holiday,
or day when banking institutions are authorized to close; and
payment on such date shall have the same force and effect as if
made on the original date payment was due. All payments of
principal of, premium, if any, and interest on this Certificate
shall be without exchange or collection charges to the owner hereof
and in any coin or currency of the United States of America which
at the time of payment is legal tender for the payment of public
and private debts.
SECTION 10: Definitions. That for purposes of this
Ordinance and for clarity with respect to the issuance of the
Certificates, and the levy of taxes and appropriation of Surplus
Revenues therefor, the following words or terms, whenever the same
appear herein without qualifying language, are defined to mean as
follows:
(a) The term "Additional Certificates" shall mean
combination tax -and revenue certificates of obligation
hereafter issued under and pursuant to the provisions of
V.T.C.A., ·Local Government Code, Subchapter C of Chapter 271,
or similar law hereafter enacted-and payable from ad valorem
taxes and additionally payable from and secured by a parity
lien on and pledge of the Surplus Revenues of the Airport of
equal rank and dignity with the lien and pledge securing the
payment of the Certificates.
(b) The term "Airport" and the term "municipal airport"
shall be synonymous, and shall mean all properties, real,
personal or mixed which constitute a part of the existing
municipal airport of the City of Lubbock, Texas, and any and
all other property hereafter acquired or operated by the City
for airport purposes, together with any and all additions or
improvements thereto or changes therein made or authorized by
the City. The term shall include, without limitation, all
landing areas, runways, taxiways, ramps and apron areas,
improvements, all buildings located on airport properties,
fixtures, appurtenances, services, air navigation facilities,
utility systems, and other facilities located on land
heretofore or hereafter acquired for airport purposes.
(c) The term "Certificates" shall mean $900,000 "CITY OF
LUBBOCK, TEXAS, TAX AND AIRPORT SURPLUS REVENUE CERTIFICATES
OF OBLIGATION, SERIES 1995" authorized by this Ordinance.
(d) The term "Certificate Fund" shall mean the special
Fund created and established under the provis,ions of
Section 11 of this Ordinance.
9Sll28/D240188 -14-
-
(e) The term "Collection Date" shall mean, when reference
is being made to the levy and collection of annual ad valorem
taxes, the date annual ad valorem taxes levied each year by
the City become delinquent.
(f) The term "Fiscal Year" shall mean the annual
financial accounting period used with respect to the
·operations of the Airport now ending on September 30th of each
year; provided, however, the City Council may change, by
ordinance duly passed, such annual financial accounting period
to end on another date if such change is found and determined
to be necessary for budgetary or other fiscal purposes.
(g) The term "Government Securities" shall mean direct
obligations of the United States of America, including
obligations the principal of and interest on which are
unconditionally guaranteed by the United States of America,
and the United States Treasury obligations such as its State
and Local Government Series in book-entry form.
(h) The term "Gross Revenues" means the total revenues
received by the City from ownership, control or operation of
the airport or air navigation facilities, including the
proceeds from the sale of all or any part of such airport or
facilities from whatever source derived, excluding any rentals
(except for ground rentals) from net rent leases which may be
executed in the future wherein the lease consideration is
pledged or otherwise utilized to finance the construction of
buildings or facilities for lessee-tenant of the City, or
acquisition of additional lands or facilities, but only for
such time and to such extent in each case as the rentals
reserved in the lease and any extension or renewal thereof
(other than ground rentals) are required to be deposited in a
separate interest and redemption fund or other fund to provide
and secure the performance of the City's obligation to pay
debt service requirements on the indebtedness created to
finance the improvement which is the subject of the lease.
Without limiting the generality of the foregoing, unless
otherwise restricted by the provisions of this ordinance, the
term "gross revenues" will include all of the income from the
ownership and operation of the municipal airport including
landing fees and charges, ground rentals, space rental in
buildings or rental of buildings located on land theretofore
or hereafter acquired for airport purposes, fees for parking
where the parking facility is not on a public street or
thoroughfare, charges of every character made to
concessionaires, receipts of the utility systems serving the
airport, and all fees (if any) collected by the City on
account of the operation of limousine or conveyances to and
from the airport.
951128/1)240 188 -15-
,.,
-
(i) The ter.m "Operating Expenses" shall mean all
expenditures necessary for the efficiency, operation,
maintenance and utilization of the airport, including all
salaries, labor, materials and repairs necessary to render
efficient and adequate airport service to the City and its
inhabitants, or such as might be necessary to meet some
physical condition or accident which would otherwise impair
the security of bonds payable from the same source. The ter.m
"operating expenses" shall not include any allowance for
depreciation or capital improvements to the municipal airport.
A capital improvement (as used in the foregoing sentence)
shall mean (i) real property, or (ii) personal property which
has an estimated life of more than two years.
(j) The ter.m "Outstanding" when used in this Ordinance
with respect to Certificates means, as of the date of
determination, all Certificates theretofore issued and
delivered under this Ordinance, except:
(1) those Certificates canceled by the Paying
Agent/Registrar or delivered to the Paying Agent/Registrar
for cancellation;
(2) those Certificates deemed to be duly paid by the
City in accordance with the provisions of Section 24
hereof by the irrevocable deposit with the Paying
Agent/Registrar, or an authorized escrow agent, of money
or Government Securities, or both, in the amount necessary
to fully pay the principal of, premium, if any, and
interest thereon to maturity or redemption, as the case
may be, provided that, if such Certificates are to be
redeemed, notice of redemption thereof shall have been
duly given pursuant to this Ordinance or irrevocably .
provided to be given to the satisfaction of the Paying
Agent/Registrar or waived; and
(3) those Certificates that have been mutilated,
destroyed, lost, or stolen and replacement Certificates
have been registered and delivered in lieu thereof as
provided in Section 28 hereof.
(k) The term "Prior Lien Obligations" shall mean all
bonds or other similar obligations hereafter issued that are
payable in whole or in part from and secured by a lien on and
pledge of the Gross Revenues or Net Revenues of the Airport
and such lien and pledge securing the payment thereof is prior
and superior in claim, rank and dignity to the lien and pledge
of the Surplus Revenues securing the payment of the
Certificates.
(1) The term "Surplus Revenues" shall mean Gross
Revenues, with respect to any period, after deducting debt
951128/0240188 -16-
service requirements for the Prior Lien Obligations, Operating
Expenses, and a reserve for the payment of Operating Expenses
(to the extent required by the Ordinance securing the Prior
Lien Obligations) during such period.
SECTION 11: Certificate Fund. That, for the purpose of
paying the interest on and to provide a sinking fund for the
payment and retirement of the Certificates, there shall be and is
hereby created a special Fund to be designated "SPECIAL 1995 CITY
OF LUBBOCK, TEXAS, TAX AND AIRPORT SURPLUS REVENUE CERTIFICATE OF
OBLIGATION FUND", which Fund shall be kept and maintained at the
City's depository bank, and moneys deposited in said Fund shall be
used for no other purpose. Proper officers of the City are hereby
authorized and directed to cause to be transferred to the Paying
Agent for the Certificates, from funds on deposit in the
Certificate Fund, amounts sufficient to fully pay and discharge
promptly each installment of interest and principal of the
Certificates as the same accrues or matures or comes due by reason
of redemption prior to maturity; such transfers of funds to be made
in such manner as will cause immediately available funds to be
deposited with the Paying Agent for the Certificates at the close
of business on the last business day next preceding each interest
and/or principal payment date for the Certificates.
Pending the transfer of funds to the Paying Agent/Registrar,
money in the Certificate Fund may, at the option of the City, be
invested in obligations identified in, and in accordance with the
provisions of the "Public Funds Investment Act of 1987" relating to
the investment of "bond proceeds"; provided that all such
investments shall be made in such a manner that the money required
to be expended from said Fund will be available at the proper time
or times. All interest and income derived from deposits and
investments in said Certificate Fund shall be credited to, and any
losses debited to, the said Certificate Fund. All such investments
shall be sold promptly when necessary to prevent any default in
connection with the Certificates.
SECTION 12: TaX Levy. That to provide for the payment-of
the "Debt Service Requirements" on the Certificates being (i) the
·interest on said Certificates and (ii) a sinking fund for their
redemption at maturity or a sinking fund of 2% (whichever amount
shall be the greater), there shall be and there is hereby levied
for the current year and each succeeding year thereafter while said
Certificates or any interest thereon shall remain Outstanding, a
sufficient tax on each one hundred dollars' valuation of taxable
property in said City, adequate to pay such Debt Service
Requirements, full allowance being made for delinquencies and costs
of collection; said tax shall be assessed and collected each year
and applied to the payment of the Debt Service Requirements, and
the same shall not be diverted to any other purpose. The t~xes so
levied and collected shall be deposited into the Certificate Fund.
This governing body hereby declares its purpose and intent to
9S 1128/0240188 -17-
provide and levy a tax legally and fully sufficient to pay the said
Debt Service Requirements, it having been determined that the
existing and available taxing authority of the City for such
purpose is adequate to permit a legally sufficient tax in
consideration of all other outstanding indebtedness.
The amount of taxes to be provided annually for the payment of
the principal of and interest on the Certificates herein authorized
to be issued shall be determined and accomplished in the following
manner:
(a) Prior to the date the City Council establishes the annual
tax rate and passes an ordinance levying ad valorem taxes each
year, the City Council shall determine:
(1) The amount on deposit in the Certificate Fund after
(a) deducting therefrom the total amount of Debt Service
Requirements to become due on Certificates prior to the
Collection Date for the ad valorem taxes to be levied and (b)
adding thereto the amount of Surplus Revenues of the Airport
appropriated and allocated to pay such Debt Service
Requirements prior to the Collection Date for the ad valorem
taxes to be levied.
(2) The amount of Surplus Revenues if any, appropriated
and to be set aside for the payment of the Debt Service
Requirements on the Certificates between the Collection Date
for the taxes then to be levied and the Collection Date for
the taxes to be levied during the next succeeding calendar
year.
( 3) The amount of Debt Service Requirements to become due
and payable on the Certificates between the Collection Date
for the taxes then to be levied and the Collection Date for
the taxes to be levied during the next succeeding calendar
year.
(b) The amount of taxes to be levied annually each year to pay
the Debt Service Requirements on the Certificates shall be the
amount established in paragraph (3} above less the sum total of the
amounts established in paragraphs (1)and (2}, after taking into
consideration delinquencies and costs of collecting such annual
taxes.
SECTION 13: Pledge of Surplus Revenues. The City hereby
covenants and agrees that, subject to a prior lien on and pledge of
the Gross Revenues for the payment and security of Prior Lien
Obligations and the deposits required by the ordinance securing the
Prior Lien Obligations, the. remainder after such payment and
deposit being the Surplus Revenues of the Airport, with the
exception of those in excess of the amounts required to be
deposited to the Certificate Fund as hereafter provided, are hereby
951128/0240188 -18-
irrevocably pledged, equally and ratably, to the payment of the
principal of and interest on the Certificates and Additional
Certificates, if issued, as herein provided, and the pledge of the
Surplus Revenues of the Airport herein made for the payment of the
Certificates shall constitute a lien on the Surplus Revenues of the
Airport in accordance with the terms and provisions hereof and be
valid and binding without further action by the City and without
any filing or recording except for the filing of this Ordinance in
the records of the City.
SECTION 14: Air.port Fund. The City hereby covenants and
agrees that all Gross Revenues shall be deposited from day to day
as collected into a "City of Lubbock, Texas, Airport Fund"
(hereinafter called "Airport Fund") which Fund shall be kept and
maintained at an official depository bank of the City. All moneys
deposited in the Airport Fund shall be pledged and appropriated to
the extent required for the following purposes and in the order of
priority shown, to wit:
First: To the payment of the amounts required to be
deposited in the special Funds created and established for the
payment, security and benefit of Prior Lien Obligations in
accordance with the terms and provisions of the ordinances
authorizing the issuance of Prior Lien Obligations;
Second: To the payment of all necessary and reasonable
Operating Expenses of the Airport as defined herein to be a
charge on and claim against the Gross Revenues; and
Third: To the payment of the amounts required to be
deposited in the special funds and accounts created and
established for the payment of the Certificates and Additional
Certificates.
Any Surplus Revenues remaining in the Airport Fund after
satisfying the foregoing payments, or making adequate and
sufficient provision for the payment thereof, may be appropriated
and used for any other City purpose now or hereafter permitted by
law. The City reserves the right to reconfigure the flow of funds
when all Prior Lien Obligations have been paid or provision for
payment has been made. The City reserves the right to reverse the
order of priorities "First" and "Second" in connection with the
issuance of Prior Lien Obligations.
SECTION 15: Deposits to Certificate Fund. The City hereby
covenants and agrees to cause to be deposited in the Certificate
Fund prior to each interest and principal payment date from the
Surplus Revenues of the Airport, after deduction of all payments
required to be made to special Funds or accounts created for the
payment and security of the Prior Lien Obligations, an amount equal
to one hundred per centum (100%) of the amount required to fully
pay the accrued interest and principal of the Certificates then due
9Sll28/D240188 -19-
and payable by reason of maturity or redemption prior to maturity,
such deposits to pay accrued interest and principal on the
Certificates to be made in substantially equal monthly installments
on or before the last business day of each month beginning the
month the Certificates are delivered to the initial purchaser.
The monthly deposits to the Certificate Fund, as hereinabove
provided, shall be made until such time as such Fund contains an
amount equal to pay the principal of and interest on the
Certificates to maturity. Ad valorem taxes levied, collected and
deposited in the Certificate Fund for and on behalf of the
Certificates may be taken into consideration and reduce the amount
of the monthly deposits otherwise required to be deposited in the
Certificate Fund from the Surplus Revenues of the Airport. In
addition, any proceeds of sale of the Certificates in excess of the
amount required to pay the contractual obligations to be incurred
(including change orders to a construction contract) shall be
deposited in the Certificate Fund, which amount shall reduce the
sums otherwise required to be deposited in said Fund from ad
valorem taxes and the Surplus Revenues of the Airport.
SECTION 16: Security of Funds. All moneys on deposit in the
Funds for which this Ordinance makes provision {except any portion
thereof as may be at any time properly invested) shall be secured
in the manner and to the fullest extent required by the laws of
Texas for the security of public funds, and moneys on deposit in
such Funds shall be used only for the purposes permitted by this
Ordinance.
SECTION 17: Maintenance of AikPort -Insurance. While the
Certificates remain Outstanding, the City covenants and agrees to
maintain and operate the Airport with all possible efficiency and
to maintain casualty and other insurance on the properties of the
Airport and its operations of a kind and in such amounts
customarily carried by municipal corporations in the State of Texas
engaged in a similar type business; and that it will faithfully and
punctually perform all duties with reference to the Airport
required by the constitution and laws of the State of Texas.
SECTION 18: &ates and Gharges. The City hereby covenants
and agrees that rates and charges for services provided by the
Airport will be established and maintained, on the basis of all
available information and experience and with due allowance for
contingencies, that are reasonably expected to provide Gross
Revenues to pay:
(a) Operating Expenses of the Airport;
(b) the interest on and principal of Prior Lien
Obligations and the amounts required to be deposited,into any
special Funds created and established for the payment and
security of the Prior Lien Obligations;
951128/0240188 -20-
{c) the amounts required to be deposited in the special
Funds or Accounts created for the payment of the Certificates
and Additional Certificates;
(d) any other legally incurred indebtedness payable from
the revenues of the Airport and/or secured by a lien on the
Airport or the revenues thereof.
SECTION 19: Records and Accounts -Annual Audit. The City
further covenants and agrees that while any Certificates remain
Outstanding, it will keep and maintain accurate and complete
records and accounts pertaining to the ownership, operation and
maintenance of the Airport. The Holders of the Certificates or any
duly authorized agent or agents of such Holders shall have the
right to inspect the Airport and all properties comprising the
same. The City further agrees that following the close of each
Fiscal Year, it will cause an audit of such books and accounts to
be made by an independent firm of Certified Public Accountants.
Copies of each annual audit shall be furnished to the Executive
Director of the Municipal Advisory Council of Texas at his office
in Austin, Texas and upon written request, to the initial purchaser
of the Certificates and any subsequent Holder of 10% or more in
principal amount of the Certificates Outstanding.
SECTION 20: Remedies in Event of Default. In addition to
all the rights and remedies provided by the laws of the State of
Texas, the City covenants and agrees particularly that in the event
the City (a) defaults in the payments to be made to the Certificate
Fund, or (b) defaults in the observance or performance of any other
of the covenants, conditions or obligations set forth in this
Ordinance, the owner or owners of any of the Certificates shall be
entitled to a writ of mandamus issued by a court of proper
jurisdiction compelling and requiring the governing body of the
City and other officers of the City to observe and perform any
covenant, condition or obligation prescribed in this Ordinance.
No delay or omission to exercise any right or power accruing
upon any default shall impair any such right or power, or shall be
construed to be a waiver of any such default or acquiescence
therein, and every such right and power may be exercised from time
to time and as often as may be deemed expedient. The specific
remedies herein provided shall be cumulative of all other existing
remedies and the specification of such remedies shall not be deemed
to be exclusive.
SECTION 21: Special Covenants.
covenants as follows:
The City hereby further
(a) It has the lawful power to pledge the Surplus
Revenues of the Airport supporting this issue of Certificates
and has lawfully exercised said powers under the Constitution
and laws of the State of Texas, including said power existing
9S ll28/D240 188 -21-
under V.T.C.A., Local Government Code, Subchapter C of Chapter
271.
(b) Other than for the payment of the Certificates, the
Surplus Revenues of the Airport have not in any manner been
pledged to the payment of any debt or obligation of the City
or of the Airport.
SECTION 22: Issuance of Prior Lien Obligations and
Additional Certificates. The City hereby expressly reserves the
right to hereafter issue Prior Lien Obligations, without limitation
as to principal amount or any other limitation or restriction.
In addition, the City reserves the right to issue Additional
Certificates, without limitation or any restriction or condition
being applicable to their issuance under the terms of this
Ordinance, payable from and secured by a lien on and pledge of the
Surplus Revenues of the Airport of equal rank and dignity, and on
a parity in all respects, with the lien thereon and pledge thereof
securing the payment of the Certificates.
SECTION 23: Subordinate to Prior Lien Obligations
Covenants and Agreements. It is the intention of this governing
body and accordingly hereby recognized and stipulated that the
provisions, agreements and covenants contained herein bearing upon
the management and operations of the Airport and the administering
and application of revenues derived from the operation thereof,
shall to the extent possible be harmonized with like provisions,
agreements and covenants contained in ordinances authorizing the
issuance of Prior Lien Obligations, and to the extent of any
irreconcilable conflict between the provisions contained herein and
in ordinances authorizing the issuance of Prior Lien Obligations,
the provisions, agreements and covenants contained therein shall
prevail to the extent of such conflict and be applicable to this
Ordinance but in all respects subject to the priority of rights and
benefits, if any, conferred thereby to the holders or owners of the
Prior Lien Obligations. Notwithstanding the above, any change or
modification affecting the application of revenues derived from the
operation of the Airport shall not impair the obligation of
contract with respect to the pledge of revenues herein made for the
payment and security of the Certificates.
SECTION 24: Satisfaction of Obligations of City. If the
City shall pay or cause to be paid, or there shall otherwise be
paid to the Holders, the principal of, premium, if any, and
interest on the Certificates, at the times and in the manner
stipulated in this Ordinance, then the pledge of taxes levied and
the lien on and pledge of the Surplus Revenues of the Airport under
this Ordinance and all covenants, agreements, and other obligations
of the City to the Holders shall thereupon cease, terminate, and be
discharged and satisfied.
951128/0240188 -22-
Certificates shall be deemed to have been paid within the
meaning and with the effect expressed above in this Section when
(i) money sufficient to pay in full such Certificates or the
principal amount(s) thereof at maturity together with all interest
due thereon, shall have been irrevocably deposited with and held in
trust by the Paying Agent/Registrar, or an authorized escrow agent,
or (ii) Government Securities shall have been irrevocably deposited
in trust with the Paying Agent/Registrar, or an authorized escrow
agent, which Government Securities have been certified by an
independent accounting firm to mature as to principal and interest
in such amounts and at such times as will insure the availability,
without reinvestment, of sufficient money, together with any moneys
deposited therewith, if any, to pay when due the principal of and
interest on such Certificates, or the principal amount(s) thereof,
on and prior to the Stated Maturity thereof. The City covenants
that no deposit of moneys or Government Securities will be made
under this Section and no use made of any such deposit which would
cause the Certificates to be treated as "arbitrage bonds" within
the meaning of Section 148 of the Internal Revenue Code of 1986, as
amended, or regulations adopted pursuant thereto.
Any moneys so deposited with the Paying Agent/
Registrar and all income from Government Securities held in
trust by the Paying Agent/Registrar, or an authorized escrow
agent, pursuant to this Section which is not required for the
payment of the Certificates, or any principal amount(s) thereof,
or interest thereon with respect to which such moneys have
been so deposited shall be remitted to the City or deposited as
directed by the City. Furthermore, any money held by the
Paying Agent/Registrar for the payment of the principal of and
interest on the Certificates and remaining unclaimed for a
period of four (4) years after the maturity of the Certificates
for which such moneys were deposited and are held in trust to pay,
shall upon the request of the City be remitted to the City
against a written receipt therefor. Notwithstanding the above
and foregoing, any remittance of funds from the Paying
Agent/Registrar to the City shall be subject to any applicable
unclaimed property laws of the State of Texas.
SECTION 25: Ordinance a Contract Amendments. This
Ordinance shall constitute a contract with the Holders from time to
time, be binding on the City, and shall not be amended or repealed
by the City so long as any Certificate remains Outstanding except
as permitted in this Section. The City, may, without the consent
of or notice to any Holders of the Certificates, from time to time
and at any time, amend this Ordinance in any manner not detrimental
to the interests of the Holders of the Certificates, including the
curing of any ambiguity, inconsistency, or formal defect or
omission herein. In addition, the City may, with the written
consent of Holders of the Certificates holding a majoJ;ity in
aggregate principal amount of the Certificates then Outstanding
9SU28/D240188
,...
affected thereby, amend, add to, or rescind any of the prov1s1ons
of this Ordinance; provided that, without the consent of all
Holders of Outstanding Certificates, no such amendment, addition,
or rescission shall (1) extend the time or times of payment of the
principal of, premium, if any, and interest on the Certificates,
reduce the principal amount thereof, the redemption price, or the
rate of interest thereon, or in any other way modify the terms of
payment of the principal of, premium, if any, or interest on the
Certificates, (2) give any preference to any Certificate over any
other Certificate, or (3) reduce the aggregate principal amount of
Certificates required to be held by Holders for consent to any such
amendment, addition, or rescission.
SECTION 26: Notices to Holders -Waivers. Wherever this
Ordinance provides for notice to Holders of any event, such notice
shall be sufficiently given (unless otherwise herein expressly
provided) if in writing and sent by United States Mail, first class
postage prepaid, to the address of each Holder appearing in the
Security Register at the close of business on the business day next
preceding the mailing of such notice.
In any case where notice to Holders is given by mail, neither
the failure to mail such notice to any particular Holders, nor any
defect in any ·notice so mailed, shall affect the sufficiency of
such notice with respect to all other Certificates. Where this
Ordinance provides for notice in any manner, such notice may be
waived in writing by the Holder entitled to receive such
notice, either before or after the event with respect to which such
notice is given, and such waiver shall be the equivalent of such
notice. Waivers of notice by Holders shall be filed with the
Paying Agent/Registrar, but such filing shall not be a condition
precedent to the validity of any action taken in reliance upon such
waiver.
SECTION 2 7: Cancellation. Certificates surrendered for
payment, redemption, transfer, or exchange, if surrendered to the
Paying Agent/Registrar, shall be promptly canceled by it and, if
surrendered to the City, shall be delivered to the Paying
Agent/Registrar and, if not already canceled, shall be promptly
canceled by the Paying Agent/Registrar. The City may at any time
deliver to the Paying Agent/Registrar for cancellation any
Certificates previously certified or registered and delivered which
the City may have acquired in any manner whatsoever, and all ·
Certificates so delivered shall be promptly canceled by the Paying
Agent/Registrar. All canceled Certificates held by the Paying
Agent/Registrar shall be returned to the City.
SECTION 28: Mutilated. Destrcyed. Lost and Stolen
Certificates. In case any Certificate shall be mutilated, or
destroyed, lost or stolen, the Paying Agent/Registrar may execute
9Sll28/D240188 -24-
and deliver a replacement Certificate of like form and tenor, and
in the same denomination and bearing a number not contemporaneously
outstanding, in exchange and substitution for such mutilated
Certificate, or in lieu of and in substitution for such destroyed,
lost or stolen Certificate, only upon the approval of the City and
after {i) the filing by the Holder thereof with the Paying
Agent/Registrar of evidence satisfactory to the Paying
Agent/Registrar of the destruction, loss or theft of such
Certificate, and of the authenticity of the ownership thereof and
{ii) the furnishing to the Paying Agent/Registrar of
indemnification in an amount satisfactory to hold the City and the
Paying Agent/Registrar harmless. All expenses and charges
associated with such indemnity and with the preparation, execution
and delivery of a replacement Certificate shall be borne by the
Holder of the Certificate mutilated, or destroyed, lost or stolen.
Every replacement Certificate issued pursuant to this Section
shall be a valid and binding obligation, and shall be entitled to
all the benefits of this Ordinance equally and ratably with all
other Outstanding Certificates; notwithstanding the enforceability
of payment by anyone of the destroyed, lost or stolen Certificates.
The provisions of this Section are exclusive and shall
preclude (to the extent lawful) all other rights and remedies with
respect to the replacement and payment of mutilated, destroyed,
lost, or stolen Certificates.
SECTION 29: Covenants to Maintain Tax-Exempt Status.
A. Definitions. When used in this Section, the following
terms have the following meanings:
"Closing Date" means the date on which the
Certificates are first authenticated and delivered to the
initial purchasers against payment therefor.
"Code" means the Internal Revenue Code of 1986, as
amended by all legislation, if any, effective on or
before the Closing Date.
"Computation Date" has the meaning set forth in
Section 1.148-1{b) of the Regulations.
"Gross Proceeds" means any proceeds as defined in
Section 1.148-1(b) of the Regulations, and any
replacement proceeds as defined in Section 1.148-1(c) of
the Regulations, of the Certificates.
"Investment" has the meaning set forth in Section
1.148-1(b) of the Regulations.
951128/1>240188 -25-
"Nonpurpose Investment" means any investment
property, as defin~d in section 148{b) of the Code, in
which Gross Proceeds of the Certificates are invested and
which is not acquired to carry out the governmental
purposes of the Certificates.
"Rebate Amount" has the meaning set forth in Section
1.148-1(b) of the Regulations.
"Regulations" means any proposed, temporary, or final
Income Tax Regulations issued pursuant to Sections 103
and 141 through 150 of the Code, and 103 of the Internal
Revenue Code of 19 54, which are applicable to the
Certificates. Any reference to any specific Regulation
shall also mean, as appropriate, any proposed, temporary
or final Income Tax Regulation designed to supplement,
amend or replace the specific Regulation referenced.
"Yield" of
(1) any Investment has the meaning set
forth in Section 1.148-5 of the Regulations; and
(2) the Certificates has the meaning set
forth in Section 1.148-4 of the Regulations.
B. Not to Cause Interest to Become Taxable. The City shall
not use, permit the use of, or omit to use Gross Proceeds or any
other amounts (or any property the acquisition, construction or
improvement of which is to be financed directly or indirectly with
Gross Proceeds) in a manner which if made or omitted, respectively,
would cause the interest on any Bond to become includable in the
gross income, as defined in section 61 of the Code, of the owner
thereof for federal income tax purposes. Without limiting the
generality of the foregoing, unless and until the City receives a
written opinion of counsel nationally recognized in the field of
municipal bond law to the effect that failure to comply with such
covenant will not adversely affect the exemption from federal
income tax of the interest on any Bond, the City shall comply with
each of the specific covenants in this Section.
c. Use of Surplus Proceeds. At least 95% of the proceeds of
the Certificates will be used to provide airport facilities within
the meaning of section 142{a) (1) of the Code and the regulations
and rulings thereunder. For purposes of this subsection, all costs
of issuance financed directly or indirectly with Bond proceeds
shall not be treated as used to provide airport facilities.
951128/0240188 -26-
.-
D. Qwnership of Project. At all times prior to the final
Stated Maturity of the Certificates, the City shall own all of the
property to be financed by the proceeds of the Certificates.
E. Elections. The City hereby directs and authorizes the
Mayor I City Secretary, City Manager 1 and Assistant City Manager for
Financial Services, either or any combination of them, to make
elections permitted or required pursuant to the provisions of the
Code or the Regulations, as they deem necessary or appropriate in
connection with the Certificates, in the Certificate as to Tax
Exemption or similar or other appropriate certificate, form or
document.
F. Information Report. The City shall timely file the
information required by section 149 (e) of the Code with the
Secretary of the Treasury on Form 8038 or such other form and in
such place as the Secretary may prescribe.
G. Prohibition on Certain Uses of Certificate Proceeds. The
City shall not use or permit the use of any proceeds of the
Certificates or any income from the investment thereof:
(1) to provide any airplane, skybox, or other private
luxury box, any facility primarily used for gambling, or any
store the principal business of which is the sale of alcoholic
beverages for consumption off premises, or
(2) To pay or otherwise finance costs of issuance of the
Certificates (~, underwriting compensation, trustee and
rating agency fees, printing costs, Issuer fees, and fees and
expenses of counsel) in an amount which exceeds 2% of the
proceeds (exclusive of all costs of issuance) of the
Certificates.
H. Prohibition on Certain Uses of Proceeds. The City shall
not use or permit the use of proceeds of the Certificates to pay or
otherwise finance the costs of acquisition of property (or an
interest therein) unless the first use of such property is pursuant
to such acquisition.
I. Public Ap,proval. The City shall timely obtain the public
approval required by section 147(f) of the Code with respect to the
Certificates.
J. Representation Regarding Maturity of Certificates. The
weighted average maturity of the Certificates will not exceed 120%
of the average reasonable expected economic life of the facilities
being financed with the Surplus Proceeds of the Certificates, both
as calculated in accordance with section 147(b) of the Code.
951128/0240188 -27-
--
K. Not Federally Quaranteed. Except to the extent permitted
by section 149 (b) of the Code and the Regulations and rulings
thereunder, the City shall not take or omit to take any action
which would cause the Certificates to be federally guaranteed
within the meaning of section 149(b} of the Code and the
Regulations and rulings thereunder.
L. Rebate of Arbitrage Profits. Except to the extent
otherwise provided in section 148(f} of the Code and the
Regulations and rulings thereunder:
(1} The City shall account for all Gross Proceeds
(including all receipts, expenditures and investments
thereof} on its books of account separately and apart
from all other funds (and receipts, expenditures and
investments thereof) and shall retain all records of
accounting for at least six years after the day on which
the last Outstanding Bond is discharged. However, to the
extent permitted by law, the City may commingle Gross
Proceeds of the Certificates with other money of the
City, provided that the City separately accounts for each
receipt and expenditure of Gross Proceeds and the
obligations acquired therewith.
(2) Not less frequently than each Computation Date,
the City shall calculate the Rebate Amount in accordance
with rules set forth in section 148(f) of the Code and
the Regulations and rulings thereunder. The City shall
maintain such calculations with its official transcript
of proceedings relating to the issuance of the
Certificates until six years after the final Computation
Date.
(3) As additional consideration for the purchase of
the Certificates by the Purchasers and the loan of the
money represented thereby and in order to induce such
purchase by measures designed to insure the excludability
of the interest thereon from the gross income of the
owners thereof for federal income tax purposes, the City
shall pay to the United States out of the Bond Fund or
its general fund, as permitted by applicable Texas
statute, regulation or opinion of the Attorney General of
the State of Texas, the amount that when added to the
future value of previous rebate payments made for the
Certificates equals (i} in the case of a Final
Computation Date as defined in Section 1.148-3(e) (2) of
the Regulations, one hundred percent (lOOt) of the Rebate
Amount on such date; and (ii) in the case of any other
Computation Date, ninety percent (90%) of the Rebate
Amount on such date. In all cases, the rebate payments
951128/0240188 -28-
,...
shall be made at the times, in the installments, to the
place and in the manner as is or may be required by
section 148 (f) of the Code and the Regulations and
rulings thereunder, and shall be accompanied by Form
8038-T or such other forms and information as is or may
be required by Section 14 8 (f) of the Code and the
Regulations and rulings thereunder.
(4) The City shall exercise reasonable diligence to
assure that no errors are made in the calculations and
payments required by paragraphs (2) and (3), and if an
error is made, to discover and promptly correct such
error within a reasonable amount of time thereafter (and
in all events within one hundred eighty (180) days after
discovery of the error), including payment to the United
States of any additional Rebate Amount owed to it,
interest thereon, and any penalty imposed under Section
1.148-3(h) of the Regulations.
M. Not to Divert Arbitrage Profits. Except to the extent
permitted by section 148 of the Code and the Regulations and
rulings thereunder, the City shall not, at any time prior to the
earlier of the Stated Maturity or final payment of the
Certificates, ·enter into any transaction that reduces the amount
required to be paid to the United States pursuant to Subsection L
of this Section because such transaction results in a smaller
profit or a larger loss than would have resulted if the transaction
had been at arm's lenqth and had the Yield of the certificates not
been relevant to either party.
N. Not to Invest at Higher Yield. Except to the extent
permitted by section 148 of the Code and the Regulations and
rulings thereunder, the City shall not at any time prior to the
final Stated Maturity of the Certificates directly or indirectly
invest Gross Proceeds in any Investment (or use Gross Proceeds to
replace money so invested), if as a result of such investment the
Yield from the Closing Date of all Investments acquired with Gross
Proceeds (or with money replaced thereby), whether then held or
previously disposed of, exceeds the Yield of the Certificates.
SECTION 30: Sale of the Certificates. The sale of the
Certificates to Fidelity Capital Markets (herein referred to as the
"Purchasers") at the price of par and accrued interest to the date
of delivery plus a premium of $-0-is hereby approved and
confirmed. The Council finds that the bid of the purchaser(s) was
the highest and best bid received. Delivery of the Certificates to
the Purchasers shall occur as soon as possible upon payment being
made therefor in accordance with the terms of sale.
951128/0240188 -29-
SECTION 31: Proceeds of Sale. The proceeds of sale of the
Certificates, excluding the accrued interest received from the
Purchasers, shall be deposited in a construction fund maintained at
the City's depository bank. Pending expenditure for authorized
projects and purposes, such proceeds of sale may be invested in
authorized investments pursuant to the Public Funds Investment Act
of 1987 and any investment earnings realized may be expended for
such· authorized projects and purposes or deposited in the
Certificate Fund as shall be determined by the City Council. All
surplus proceeds of sale of the Certificates, including investment
earnings, remaining after completion of all authorized projects or
purposes shall be deposited to the credit of the Certificate Fund.
SECTION 32: Control and Custody of Certificates. The Mayor
of the City shall be and is hereby authorized to take and have
charge of all necessary orders and records pending investigation by
the Attorney General of the State of Texas, including the printing
of the Certificates, and shall take and have charge and control of
the Certificates pending the approval thereof by the Attorney
General, the registration thereof by the Comptroller of Public
Accounts and the delivery thereof to the Purchasers.
Furthermore, the Mayor, City Secretary, City Manager, and
Assistant City Manager for Financial Services, any one or more of
said officials, are hereby authorized and directed to furnish and
execute such documents and certifications relating to the City and
the issuance of the Certificates, including a certification as to
facts, estimates, circumstances and reasonable expectations
pertaining to the use and expenditure and investment of the
proceeds of the Certificates as may be necessary for the approval
of the Attorney General, registration by the Comptroller of Public
Accounts and delivery of the Certificates to the purchasers thereof
and, together with the City's financial advisor, bond counsel and
the Paying Agent/ Registrar, make the necessary arrangements for
the delivery of the Initial Certificate to the purchasers.
SECTION 33: Official Statement. The Official Statement
prepared in the initial offering and sale of the Certificates by
the City, together with all addendas, supplements and amendments
thereto issued on behalf of the City, is hereby approved as to. form
and content, and the City Council hereby finds that the information
and data contained in said Official Statement pertaining to the
City and its financial affairs is true and correct in all material
respects and no material facts have been omitted therefrom which
are necessary to make the statements therein, in light of the
circumstances under which they were made, not misleading. The use
of such Official Statement in the reoffering of the Certificates by
the Purchasers is hereby approved and authorized.
SECTION 34: Printed Opinion. The Purchaser's obligation to
accept delivery of the Certificates is subject to being furnished
a final opinion of Fulbright & Jaworski L.L.P., Attorneys,
9Sll28/D240UI8 -30-
approving such Certificates as to their validity, said op1n1on to
be dated and delivered.as of the date of delivery and payment for
the Certificates. Prir,tting of a true and correct reproduction of
said opinion on the reverse side of each of the definitive
Certificates is hereby approved and authorized.
SECTION 35: CUSIP Numbers. That CUSIP numbers may be
printed or typed on the definitive Certificates. It is expressly
provided, however, that the presence or absence of CUSIP numbers on
the definitive Certificates shall be of no significance or effect
as regards the legality thereof and neither the City nor attorneys
approving said Certificates as to legality are to be held
responsible for CUSIP numbers incorrectly printed or typed on the
definitive Certificates.
SECTION 36: Benefits of Ordinance. Nothing in this
Ordinance, expressed or implied, is intended or shall be construed
to confer upon any person other than the City, the Paying
Agent/Registrar and the Holders, any right, remedy, or claim, legal
or equitable, under or by reason of this Ordinance or any provision
hereof, this Ordinance and all its provisions being intended to be
and being for the sole and exclusive benefit of the City, the
Paying Agent/Registrar and the Holders.
SECTION 37: Inconsistent Provisions. All ordinances, orders
or resolutions, or parts thereof, which are in conflict or
inconsistent with any provision of this Ordinance are hereby
repealed to the extent of such conflict and the provisions of this
Ordinance shall be and remain controlling as to the matters
contained herein.
SECTION 38: Governing Law. This Ordinance shall be
construed and enforced in accordance with the laws of the State of
Texas and the United States of America.
SECTION 39: Severability. If any provision of this
Ordinance or the application thereof to any circumstance shall be
held to be invalid, the remainder of this Ordinance and the
application thereof to other circumstances shall nevertheless be
valid, and the City Council hereby declares that this Ordinance
would have been enacted without such invalid provision.
SECTION 40: Effect of Headings. The Section headings herein
are for convenience only and shall not affect the construction
hereof.
SECTION 41: Construction of Terms. If appropriate in the
context of this Ordinance, words of the singular number shall be
considered to include the plural, words of the plural number shall
be considered to include the singular, and words of the masculine,
feminine or neuter gender shall be considered to include the other
genders.
9Sll28/D240188 -31-
SECTION 42: Public Meeting. It is officially found,
determined, and declared that the meeting at which this Ordinance
is adopted was open to the public and public notice of the time,
place, and subject matter of the public business to be considered
at such meeting, including this Ordinance, was given, all as
required by Chapter 551 of the Texas Government Code, as amended.
SECTION 43 : Effective Date. This Ordinance shall take
effect and be in force immediately from and after its passage on
second and final reading, and IT IS SO ORDAINED.
PASSED AND ADOPTED ON FIRST READING, this 27th day of April,
1995.
PASSED AND ADOPTED
of May, 1995.
ATTEST:
Ci~~s;rL
(City Seal}
9Sll28/D240188 ~32~
Exhibit A
PAYING AGENT/REGISTRAR AGREEMENT
[See Tab 14 of the Transcript of Proceedings}