HomeMy WebLinkAboutOrdinance - 2007-O0086 - Relating To General Obligation Bonds, Series 2007 Not To Exceed 2,000,000 - 08/23/2007;
1291029v.2 LUB200niOIO
Ordinance Ho. 2007-()0086
ORDINANCE
relating to
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION BONDS
SERIES2007
Adopted: August 23, 2007
TABLE OF CONTENTS
Parties .............................................................................................................................................. l
ARTICLE I
DEFINITIONS AND OTHER PRELIMINARY MATIERS
Section 1.01. Definitions ............................................................................................................... 3
Section 1.02. Findings ................................................................................................................... 5
Section 1.03. Table of Contents, Titles and Headings .................................................................. 5
Section 1.04. Interpretation ........................................................................................................... 5
ARTICLE II
SECURITY FOR THE BONDS; INTEREST AND SINKING FUND
Section 2.01. Tax l..evy ................................................................................................................. 5
Section 2.02. Interest and Sinking Fund ....................................................................................... 6
ARTICLE Ill
AUTIIORIZATION; GENERAL TERMS AND PROVISIONS REGARDING THE BONDS
Section 3.01. Authorization ........................................................................................................... 6
Section 3.02. Date, Denomination, Maturities and Interest .......................................................... 6
Section 3.03. Medium, Method and Place of Payment ................................................................. 7
Section 3.04. Execution and Registration ofBonds ...................................................................... 8
Section 3.05. Ownership ............................................................................................................... 8
Section 3.06. Registration, Transfer and Exchange ...................................................................... 9
Section 3.07. Cancellation ............................................................................................................. 9
Section 3.08. Temporary Bonds .................................................................................................. 10
Section 3.09. Replacement Bonds ............................................................................................... 10
Section 3.1 0. Book-Entry Only System ...................................................................................... II
Section 3.11. Successor Securities Depository; Transfer Outside Book-Entry Only System ..... 12
Section 3.12. Payments to Cede & Co ........................................................................................ 12
ARTICLEN
REDEMPTION OF BONDS BEFORE MATURITY
Section 4.01 . Limitation on Redemption .................................................................................... 13
Section 4.02. Optional RedeDlption ............................................................................................ 13
Section 4.03. Mandatory Sinking Fund RedeDlption .................................................................. 13
Section 4.04. Partial Redemption ................................................................................................ 14
(i)
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Section 4.05. Notice of Redemption to Owners ........................................................................... 14
Section 4.06. Payment Upon Redemption .................................................................................. 14
Section 4.07. Effect of Redemption ............................................................................................ 15
Section 4.08. Lapse ofPayntent .................................................................................................. 15
ARTICLEV
PAYING AGENT/REGISTRAR
Section 5.01. Appointment of Initial Paying Agent/Registrar .................................................... IS
Section 5.02. Ql.lalifications .......................................................................................................... 15
Section 5.03. Maintaining Paying Agent/R.egistrar ..................................................................... 15
Section 5. ()4,. T emlination . . . . . .. . ........ ... . . . . .. . .. . . . . . . . .. . . . .. . . . . . . ... . .. . ..... .. . .. ... . .. .. . . . . .. . . .. . . ... . . . . . .. . . . . . . . .. ... . 16
Section 5.05. Notice of Change to Owners ................................................................................. 16
Section 5.06. Agreement to Perfonn Duties and Functions ........................................................ 16
Section 5.07. Delivery of Records to Successor ......................................................................... 16
ARTICLE VI
FORM OF THE BONDS
Sec:::.tion 6.0 1. Fonn Generally ..................................................................................................... 16
Section 6.02. Form of the Bonds ................................................................................................. 17
Section 6.03. CUSIP Registration ............................................................................................... 23
Section 6.M. Legal Opinion ............................................................................................................ 23
Section 6.05. Statement of Insurance .......................................................................................... 23
ARTICLE VII
SALE AND DELIVERY OF BONDS; DEPOSIT OF PROCEEDS
Section 7.01. Sale of Bonds; Official Statement ......................................................................... 23
Section 7.02. Control and Delivery of Bonds ............................................................................. 25
Section 7.03. Deposit of Proceeds ............................................................................................... 25
ARTICLE VIII
INVESTMENTS
Soo.tion 8.01. l:rlvestJnents ............................................................................................................ 25
Section 8.02. Investment Income ................................................................................................ 26
ARTICLE IX
PARTICULAR REPRESENTATIONS AND COVENANTS
Section 9.01. Pa}'IIlent of the Bonds ........................................................................................... 26
Section 9.02. Other Representations and Covenants ................................................................... 26
(ii)
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Section 9.03. Provisions Concerning Federal Income Tax Exclusion ........................................ 26
Section 9.04. No Private Use or Payment and No Private Loan Financing ................................ 27
Section 9.05. No Federal Guaranty ............................................................................................. 27
Section 9.06. Bonds are not Hedge Bonds .................................................................................. 27
Section 9.07. No-Arbitrage Covenant ......................................................................................... 27
Section 9.08. Arbitrage Rebate ................................................................................................... 28
Section 9.09. Information Reporting ........................................................................................... 28
Section 9.1 0. Continuing Obligation ........................................................................................... 28
ARTICLE X
DEFAULT AND REMEDIES
Section 1 0.01. Events of Default. .................................................................................................. 28
Section 10.02. Remedies for Default ............................................................................................ 29
Section 1 0.03. Ren1edies Not Exclusive ....................................................................................... 29
ARTICLE XI
DISCHARGE
Section 11.0 1. Discharge ............................................................................................................... 29
ARTICLE XII
CONTINUING DISCLOSURE UNDERTAKING
Section 12.01. Annual Reports ...................................................................................................... 30
Section 12.02. Material Event Notices .......................................................................................... 30
Section 12.03. Limitations, Disclaimers and Amendments .......................................................... 31
ARTICLE XIII
AMENDMENTS; A'ITORNEY GENERAL MODIFICATION
Section 13.01. Amendntents .......................................................................................................... 32
Section 13 .02. Attorney General Modification ............................................................................. 3 3
ARTICLE XIV
EFFECTIVE lMMEDIA TELY
Section 14.01. Effective Immediately ........................................................................................... 33
Signatures ...................................................................................................................................... 34
(iii)
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Exhibit A • Description of Annual Disclosure of Financial Infonnation .................................... A -1
Exhibit B -Sale Parameters ........................................................................................................ B-1
(iv)
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AN ORDINANCE PROVIDING FOR THE ISSUANCE OF CITY OF
LUBBOCK, TEXAS, GENERAL OBLIGATION BONDS, SERIES
2007 IN AN AMOUNT NOT TO EXCEED $2,000,000; LEVYING A
TAX IN PAYMENT lHEREOF; APPROVING TilE OFFICIAL
STATEMENT; APPROVING EXECUTION OF A PURCHASE
CONTRACT; AND ENACTING OlHER PROVISIONS RELATING
THERETO
WHEREAS, the bonds hereinafter authorized were duly and favorably voted, as required
by the Constitution and laws of the State of Texas, at an election held in the City of Lubbock,
Texas (the 4'City''), on May 15, 2004;
WHEREAS, at said election the following are among the purposes and amounts of the
bonds which were authorized, reflecting any amount previously issued pursuant to each voted
authorization, the amount therefrom being authorized pursuant to this Ordinance, and the balance
that remains unissued after the issuance of the bonds herein authorized, to wit:
(amounts in thousands)
Amount Amount
Election Amount Previously Being Unissued
Purnose Date Voted Issued Issued Balance
Parks 05/15/04 $ 6,395 $5,496 $899 $ -0-
Streets 05/15/04 9,210 4,969 300 3,941
Libraries 05/15/04 2,145 -0--0-2,145
Animal Shelter 05/15/04 1,045 160 -0-885
Fire 05/15/04 1,405 1,405 -0--0-
Police/Municipal Court 05/15/04 3,350 -0--0-3,350
Civic Center/ Auditorium 05/15/Q4 6,450 -0--0-6,450
Total S.3~M200 ~J2.QJfJ Sl.J22 S16.Z21
WHEREAS, pursuant to a resolution heretofore passed by the City Council, notice of
intention to issue the bonds was published in a newspaper of general circulation in the City in
accordance with the City's Home-Rule Charter;
WHEREAS, the City Council has found and detennined 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 an amount of bonds at this time, the proceeds of which will be sufficient to (i) pay
costs of issuance of such bonds and (ii) fund the amounts listed in the table above under
"Amount Being Issued" for the related projects; and
WHEREAS, the City Council desires to delegate, pursuant to Chapter 13 71, Texas
Government Code, as amended, and the parameters of this Ordinance, to the Authorized Officer,
the authority to approve the amount, the interest rate, the price and tenns of the Bonds authorized
hereby and to otherwise take such actions as are necessary and appropriate to effect the sale of
the Bonds;
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WHEREAS, the meeting at which this Ordinance is considered is open to the public as
required by law, and public notice of the time, place and purpose of said meeting was given as
required by Chapter 551, Texas Government Code, as amended; therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
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ARTICLE I
DEFINITIONS AND OTHER PRELIMINARY MA TIERS
Section 1.01. Definitions.
Unless otherwise expressly provided or unless the context clearly requires otherwise in
this Ordinance, the following terms shall have the meanings specified below:
"Authorized Officer" means each of the City Manager and the Chief Financial Officer
and, if both are absent, the Director of Fiscal Policy and Strategic Planning.
"Bond" means any of the Bonds.
"Bond Date" means the date designated as the initial date of the Bonds by Section 3.2(a)
of this Ordinance.
·~ond Purchase Contract" means the bond purchase contract approved in Section 7.1 (b)
of this Ordinance.
"Bonds" means the City's bonds authorized to be issued by Section 3.1 of this Ordinance
and designated as "City of Lubbock, Texas, General Obligation Bonds, Series 2007."
"City" means the City of Lubbock, Texas.
"Closing Date" means the date of the initial deli very of and payment for the Bonds.
"Code'' means the Internal Revenue Code of 1986, as amended, including applicable
regulations, published rulings and court decisions.
"Designated Payment!fransfer Office" means (i) with respect to the initial Paying
Agent/Registrar named in this Ordinance, the Designated Payment/Transfer Office as designated
in the Paying Agent/Registrar Agreement, or at such other location designated by the Paying
Agent/Registrar and (ii) with respect to any successor Paying Agent/Registrar, the office of such
successor designated and located as may be agreed upon by the City and ~uch successor.
"DTC" means The Depository Trust Company of New York, New York, or any
successor securities depository.
"DTC Participant" means 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 10.1 of this
Ordinance.
"Initial Bond" means the initial bond authorized by Section 3.4 of this Ordinance.
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ulnterest and Sinking Fund" means the interest and sinking fund established by
Section 2.2 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 of each year, commencing on the date set forth in the Pricing
Certificate.
"MSRB" means the Municipal Securities Rulemaking Board.
''NRMSIR" means each person whom the SEC or its staff has determined to be a
nationally recognized municipal securities information repository within the meaning of the Rule
from time to time.
"Owner" means the person who is the registered owner of a Bond or Bonds, as shown in
the Register.
"Paying Agent/Registrar" means initially The Bank of New York Trust Company,
National Association, or any successor thereto as provided in this Ordinance.
"Pricing Certificate" means a certificate or certificates to be signed by the Authorized
Officer.
"Record Date" means the last business day of the month next preceding an Interest
Payment Date.
"Register" means the Register specified in Section 3.6(a) of this Ordinance.
"Representation Letter" means the Blanket Letter of Representations between the City
andDTC.
"Representative" means Merrill Lynch, Pierce, Fenner & Smith Incorporated, as
representative for the Underwriters.
"Rule" means SEC Rule 15c2-12, as amended from time to time.
"SEC" means the United States Securities and Exchange Commission.
"SID" means any person designated by the State of Texas or an authorized department,
office, or agency thereof as, and determined by the SEC or its staff to be, a state information
depository within the meaning of the Rule from time to time.
"Term Bonds" has the meaning set forth in Section 4.3 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 after the applicable payment or redemption
date.
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"Underwriters" means the Underwriters named in the Bond Purchase Contract.
Section 1.02. Findings.
The declarations, detenninations and findings declared, made and found in the preamble
to this Ordinance are hereby adopted, restated and made a part of the operative 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 I .04. Interpretation.
(a) Unless the context requires otherwise, words of the masculine gender shall be
construed to include correlative words of the feminine and neuter genders and vice versa, and
words of the singular number shall be construed to include correlative 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
SECURITY FOR THE BONDS; INTEREST AND SINKING FUND
Section 2.01. Tax Levy.
(a) Pursuant to the authority granted by the Texas Constitution and the laws of the
State of Texas, 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 prescn'bed by law, to pay the debt service requirements
of the Bonds, being (i) the interest on the Bonds, and (ii) 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.
(b) The ad valorem tax thus levied shall be assessed and 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 deposited as collected to the Interest and Sinking Fund.
(c) Said ad valorem tax, the collections therefrom, and all amounts on deposit in or
required hereby to be deposited to the Interest and Sinking Fund are hereby pledged and
committed irrevocably 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 Ordinance.
1291029v.2 LUB200171010
)
)
(d) If the lien and provisions of this Ordinance shall be released in a manner
pennitted by Article XI hereof, then the collection of such ad valorem tax may be suspended or
appropriately reduced, as the facts may permit, and further deposits 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 deposited 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 Lubbock, Texas, General Obligation Bonds, Series 2007, Interest and Sinking Fund," said
fund to be maintained at an official 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
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 tenns and this Ordinance.
ARTICLE III
AUTHORIZATION; GENERAL TERMS AND PROVISIONS
REGARDING THE BONDS
Section 3.01. Authorization.
The City's bonds, to be designated "City of Lubbock, Texas, General Obligation Bonds,
Series 2007," are hereby authorized to be issued and delivered in accordance with the
Constitution and laws of the State of Texas, including specifically Chapters 1331 and 1371,
Government Code, as amended, and Article VIII of the Charter of the City. The Bonds shall be
issued in the aggregate principal amount designated in the Pricing Certificate, such amount not to
exceed $2,000,000, for the purpose of providing funds for payment of the costs of issuing the
Bonds and for pennanent public improvements, to wit: (i) $300,000 for street improvements
including drainage, curbs, gutters, landscaping, sidewalks, curb ramps, utility line relocation and
traffic signalization and the acquisition of land and rights-of-way therefore and (ii) $899,000 to
acquire and improve, or both, land for park purposes.
Section 3 .02. Date. Denomination. Maturities and Interest.
(a) The Bonds shall be dated the date set forth in the Pricing Certificate. The Bonds
shall be in fully registered form, without coupons, in the denomination of $5,000 or any integral
multiple thereof, and shall be numbered separately from one upward, 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 Pricing Certificate provided that the maximwn maturity for the Bonds shall not
exceed forty years.
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(c) Interest shall accrue and 9e paid on each Bond respectively until its maturity or
prior redemption, from 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 Pricing Certificate. Such interest shall be payable on each Interest Payment Date
until maturity or prior redemption. Interest on the Bonds shall be calculated on the basis of a
three hundred sixty (360) day year composed of twelve (12) months of thirty (30) days each.
Section 3.03. Medium. Method and Place of Payment.
(a) The principal of and 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 each Owner as shown in the Register at
J the close of business on the Record Date.
(c) Interest shall be paid by check, dated as of the Interest Payment Date, and sent by
the Paying Agent/Registrar to each Owner by United States mail, first class postage prepaid, to
the address of each Owner as it appears in the Register, or by such other customary banking
arrangement acceptable to the Paying Agent/Registrar and the Owner; provided, however, the
Owner shall bear all risk and expense of such other banking arrangement. At the option of an
Owner of at least $1 ,000,000 principal amount of the Bonds, interest may be paid by wire
transfer to the bank account of such Owner on file with the Paying AgentJRegistrar.
(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 thereof) upon presentation and
surrender of such Bond at the Designated Paymentffransfer 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
Satw-day, Sunday, legal holiday, or day on which banking institutions in the city where the
Designated Payment/Transfer Office of the Paying Agent/Registrar is located are required or
authorized by law or executive order to close, then the date for such payment shall be the next
succeeding day that is not a Saturday, Sunday, legal holiday, or day on which banking
institutions are required or authorized to close, and payment on such date shall have the same
force and effect as if made on the original date payment was due 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.
(f) Unclaimed Payments shall be segregated in a special escrow account and held in
·trust, uninvested by the Paying Agent/Registrar, for the accounts of the Owners of the Bonds to
which the Unclaimed Payments pertain. Subject to Title 6 of the Texas Property Code,
Unclaimed Payments remaining unclaimed by the Owners entitled thereto for three 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 three years 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
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responsible to any holders of such Bonds for any further payment of such unclaimed monies or
on account of any such Bonds, subject to Title 6 of the Texas Property Code.
Section 3.04. Execution and Registration 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 signatmes, 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 ~e Bonds.
(b) In the event that any officer of the City whose manual or facsimile signature
appears on the Bonds ceases to be such officer before the authentication of such Bonds or before
the delivery thereof, such manual or facsimile signature nevertheless shall be valid and sufficient
for all purposes as if such officer had remained in such office.
(c) Except as provided below, no Bond shall be valid or obligatory for any purpose or
be entitled to any security or benefit of this Ordinance unless and until there appears thereon the
Certificate of Paying Agent/Registrar substantially in the fonn provided herein, duly
authenticated by manual 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 all of the Bonds. In
lieu of the executed Certificate of Paying Agent/Registrar described above, the Initial Bond
delivered at the Closing Date shall have attached thereto the Comptroller's 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 that the Bond has been duly approved by the Attorney General of the State of Texas,
that it is a valid and binding obligation of the City and that it 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 amo~t of
all Bonds and the terms set forth in the Pricing Certificate, payable in stated installments to the
Representative, or its designee, executed by the Mayor and City Secretary of the City by their
manual or facsimile signatures, approved by the Attorney General, and registered and manually
signed by the Comptroller of Public Accounts, will be delivered to the Representative or its
designee. Upon payment for the Initial Bond, the Paying Agent/Registrar shall cancel the Initial
Bond and deliver a single registered, definitive Bond for each maturity, in the aggregate principal
amount thereof, to DTC on behalf of the Underwriters.
Section 3.05. Ownership.
(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 as provided herein (except interest shall be paid to the person in
whose name such Bond is registered on the Record Date), and for all other purposes, whether or
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)
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 Exchange.
(a) So long as any Bonds remain outstanding, the City shall cause the Paying
Agent/Registrar to keep at the Designated Paymentrrransfer Office a register in which, subject to
such reasonable regulations as it may prescribe, the Paying Agent/Registrar shall provide for the
registration and transfer of Bonds in accordance with this Ordinance.
(b) The ownership of a Bond may be transferred only upon the presentation and
sUITender of the Bond at the Designated Paymentffransfer Office of the Paying Agent/Registrar
with such endorsement or other evidence of transfer as is acceptable to the Paying
Agent/Registrar. No transfer of any Bond shall be effective until entered in the Register.
(c) The Bonds shall be exchangeable upon the presentation and sUITender thereof at
the Designated Payment/Transfer Office of the Paying Agent/Registrar for a Bond or Bonds of
the same maturity and interest rate and in any denomination or denominations of any integral
multiple of $5,000 and in an aggregate principal amount equal to the unpaid principal amount of
the Bonds presented for exchange. The Paying Agent/Registrar is hereby authorized 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 Section shall constitute an original 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 governmental charge that is authorized to be imposed in connection with the
registration, transfer or exchange of a Bond.
(f) 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
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)
records shall be made regarding such payment, redemption, exchange or replacement. The
Paying Agent/Registrar shall then return such cancelled Bonds to the City 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 registration of the Initial Bond and pending the
preparation of definitive Bonds, the proper officers of the City may execute and, upon the City's
request, the Paying Agent/Registrar shall authenticate and deliver, one 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.
(c) The City, without unreasonable delay, shall prepare, execute and deliver to the
Paying Agent/Registrar the Bonds in definitive form; thereupon, upon the presentation and
surrender of the Bonds in temporary form to the Paying Agent/Registrar, the Paying
Agent/Registrar shall cancel the Bonds in temporary form and shall authenticate and deliver in
exchange therefor Bonds of the same maturity and series, in definitive form, in the authorized
denomination, and in the same 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 exchange therefor a
replacement Bond of like tenor and principal amount, bearing a number not contemporaneously
outstanding. The City or the Paying Agent/Registrar may require the 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;
(ii) furnishes such security or indemnity as may be required by the Paying
Agent/Registrar to save it and the City harmless;
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l291029v.2 LUB200nl010
(iii) pays all expenses and charges in connection therewith, including, but not
limited to, printing costs, legal fees, fees of the Paying Agent/Registrar and any tax or
other governmental charge that is authorized to be imposed; and
(iv) satisfies any other reasonable requirements imposed by the City and the
Paying Agent/Registrar.
(c) If, after the delivery of such replacement Bond, a bona fide purchaser of the
original Bond in lieu of which such replacement Bond was issued presents for pa)1Jlent 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 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 due and
payable or may pay such Bond when it becomes due and payable.
(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 benefits and
security of this Ordinance to the same extent as the Bond or Bonds in lieu of which such
replacement Bond is delivered.
Section 3.10. Book·Entry Only Svstem.
Notwithstanding any other provision hereof, upon initial issuance of the Bonds, the
ownership of the Bonds shall 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 separate fully registered
certificate for each of the maturities thereof.
With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the
City and the Paying Agent/Registrar 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
Agent/Registrar 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 an Owner, as
shown on the Register, of any notice with respect to the Bonds, including any notice of
redemption, or (iii) the pa)1Jlent 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 or interest on
the Bonds. Notwithstanding any other provision of this Ordinance to the contrary, the City and
the Paying Agent/Registrar shall be entitled 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 and interest on such Bonds, for the pwpose of giving notices of redemption and
other matters with respect to such Bond, for the purpose of registering transfer with respect to
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J291029v.2 LUB200ntOIO
·,
such Bond, and for all other purposes whatsoever. The Paying Agent/Registrar shall pay all
principal of 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 attorneys 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 principal of 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 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 word "Cede & Co." in this Ordinance shall refer to such new nominee ofDTC.
The Representation Letter previously executed and delivered by the City, and applicable
to the City's obligations delivered in book-entry-only fonn to DTC as securities depository is
hereby ratified and approved for the Bonds.
Section 3.11. Successor Securities Depository; Transfer Outside Book-Entrv Only
System.
In the event that the City or the Paying Agent/Registrar detennines that DTC is incapable
of discharging its responsibilities described herein and in the Representations Letter of the City
to DTC, 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 appoin1ment of such successor securities depository and transfer one or more
separate Bonds to such successor securities depository or (ii) 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 names Bondholders transferring or exchanging Bonds shall designate, in
accordance with the provisions of this Ordinance.
Section 3.12. Payments 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 of and interest on such Bonds, and all notices with respect to such Bonds, shall be
made and given, respectively, in the manner provided in the Representation Letter.
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ARTICLE IV
REDEMPTION OF BONDS BEFORE MATURITY
Section 4.01. Limitation on Redemption.
The Bonds shall be subject to redemption before scheduled maturity only as provided in
this Article IV.
Section 4.02. Optional Redemption.
(a) The City reserves the option to redeem Bonds in the manner provided in the Fonn
of Bond set forth in Section 6.2 of this Ordinance with such changes as are required by the
Pricing Certificate.
(b) If less than all of the Bonds are to be redeemed pursuant to an optional
redemption, the City shall detennine 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 or maturities and in such principal amounts for redemption.
(c) The City, at least 45 days before the redemption date, unless a shorter period shall
be satisfactory to the Paying Agent/Registrar, shall notify the Paying Agent/Registrar of such
redemption date and of the principal amount of Bonds to be redeemed. ·
Section 4.03. Mandatory Sinking Fund Redemption.
(a) Bonds designated as ''Tenn Bonds," if any, in the Pricing Certificate are subject
to scheduled mandatory redemption and will be redeemed by the City, in part at a price equal to
the principal amount thereof, without premium, plus accrued interest to the redemption date, out
of moneys available for such purpose in the Interest and Sinking Fund, on the dates and in the
respective principal amounts as set forth in the Pricing Certificate.
(b) At least forty-five (45) days prior to each scheduled mandatory redemption date,
the Paying Agent/Registrar shall select for redemption by lot, or by any other customary method
that results in a random selection, a principal amount of Term Bonds equal to the aggregate
principal amount of such Term Bonds to be redeemed, shall call such Term Bonds for
redemption on such scheduled mandatory redemption date, and shall give notice of such
redemption, as provided in Section 4.5.
The principal amount of the Term Bonds required to be redeemed on any redemption date
pursuant to subparagraph (a) of this Section 4.3 shall be reduced, at the option of the City, by the
principal amount of any Tenn Bonds which, at least 45 days prior to the mandatory sinking fund
redemption date (i) shall have been acquired by the City at a price not exceeding the principal
amount of such Term Bonds plus accrued interest to the date of purchase thereof, and delivered
to the Paying Agent/Registrar for cancellation, or (ii) shall have been redeemed pursuant to the
optional redemption provisions hereof and not previously credited to a mandatory sinking fund
redemption.
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Section 4.04. Partial Redemption.
(a) A portion of a single Bond of a denomination greater than $5,000 may be
redeemed, but only in a principal amount equal to $5,000 or any integral multiple thereof. If
such a Bond is to be partially redeemed, the Paying Agent/Registrar shall treat each $5,000
portion of the Bond as though it were a single Bond for purposes of selection for redemption.
(b) Upon surrender of any Bond for redemption in part, the Paying Agent/Registrar,
in accordance with Section 3.6 of this Ordinance, shall authenticate and deliver an exchange
Bond or Bonds in an aggregate principal amount equal to the unredeemed portion of the Bond so
surrendered, such exchange being without charge.
(c) 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 4.05. Notice of Redemption to Owners.
(a) The Paying Agent/Registrar shall give notice of any redemption of Bonds by
sending notice by United States mail, first class postage prepaid, not less than thirty (30) days
before the date fixed for redemption, to the Owner of each Bond (or part thereof) to be
redeemed, at the address shown on the Register at the close of business on the business day next
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 4.06. 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 such 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 and
accrued interest on the Bonds being redeemed.
(b) Upon presentation and surrender of any Bond called for redemption at the
Designated Payment!fransfer Office on or after the date fixed for redemption, the Paying
Agent/Registrar shall pay the principal of and accrued interest on such Bond to the date of
redemption from the money set aside for such purpose.
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Section 4.07. Effect of Redemption.
(a) Notice of redemption having been given as provided in Section 4.5 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, or accrued interest thereon, such Bonds or portions thereof
shall 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 swns 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.
Section 4.08. Lapse of Pavment.
Money set aside for the redemption of Bonds and remaining unclaimed by the Owners of
such Bonds shall be subject to the provisions of Section 3.3(£) hereof.
ARTICLEV
PAYING AGENT/REGISTRAR
Section 5.01. Apoointment of Initial Paying Agent/Registrar.
The Bank of New York Trust Company, National Association, 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
serve as and perform the duties and services of paying agent and registrar for the Bonds.
Section 5.03. Maintaining 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 5.2 of this Ordinance. The Mayor is hereby
authorized and directed to execute an agreement with the Paying Agent/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. The form of the Paying
Agent/Registrar Agreement presented at this meeting is hereby approved with such changes as
may be approved by bond counsel to the City.
(b) If the Paying Agent/Registrar resigns or otherwise ceases to serve as such, the
City will promptly appoint a replacement.
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1291029v.2 LUB200nt010
)
Section 5.04. Termination.
The City, upon not less than sixty ( 60) days notice, reserves the right to terminate the
appointment of any Paying Agent/ Registrar by delivering to the entity whose appointment is to
be terminated written notice of such tennination.
Section 5.05. Notice of Change 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 United States mail, first class postage
prepaid, at the address in the Register thereof, stating the effective date of the change and the
name and mailing address of the replacement Paying Agent/Registrar.
Section 5.06. Agreement to Perfonn 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 perfonn the duties and functions of Paying
Agent/Registrar prescribed thereby.
Section 5.07. Delivery of Records to Successor.
If a Paying Agent/Registrar is replaced, such Paying Agent/Registrar, promptly upon the
appointment of the successor, will deliver the Register (or a copy thereof) and all other pertinent
books and records relating to the Bonds to the successor Paying Agent/Registrar.
ARTICLE VI
FORM OF THE BONDS
Section 6.01. Form Generally.
(a) The Bonds, including 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 the Pricing Certificate, and (ii) 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 officers
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.
(c) The definitive Bonds shall be typewritten, photocopied, printed, lithographed, or
engraved, and may be produced by any combination of these methods or produced in any other
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)
similar manner, all as detennined by the officers executing such Bonds, as evidenced by their
execution thereof.
(d) The Initial Bond submitted to the Attorney General of the State of Texas may be
typewritten and photocopied or otherwise reproduced.
Section 6.02. Form of the Bonds.
The 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:
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l291029v.2 LUB200nl010
)
(a) Fonn of Bond.
REGISTERED
No. __
United States of America
State of Texas
County of Lubbock
CITY OF LUBBOCK, TEXAS
GENERAL OBLIGATION BOND
SERIES 2007
INTEREST RATE: MATURITY DATE: BOND DATE:
__ %
REGISTERED
$:_ __
CUSIP NUMBER:
The City of Lubbock (the "City''), in the County of Lubbock, State of Texas, for value
received, hereby promises to pay to
or registered assigns, on the Maturity Date specified above, the swn of
_________ DOLLARS
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 three
hundred sixty (360) day year of twelve (I 2) thirty (30) day months, such interest to be paid
semiannually on February 15 and August IS of each year, commencing 2• All
capitalized terms used herein but not defined shall have the meaning assigned to them in the
Ordinance (defined below).
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 corporate trust office in Dallas, Texas (the "Designated Paymentffransfer Office'') of The
Bank of New York Trust Company, National Association, as Paying Agent/Registrar or, with
respect to a successor Paying Agent/Registrar, at the Designated Paymentffransfer Office
thereof. 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!Registiar and the registered owner; provided,
however, such registered owner shall bear all risk and expense of such other banking
1 Information to be inserted from Pricing Certificate.
2 Information to be inserted from Pricing Certificate.
1291029v.2 LUB200nt010
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)
arrangement. At the option of an Owner of at least $1,000,000 principal amount of the Bonds,
interest may be paid by wire transfer to the bank account of such Owner on file with the Paying
Agent/Registrar. 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 business day of the month next preceding such interest payment
date.
If the date for the payment of the principal of or interest on this Bond shall be a Saturday,
Sunday, legal holiday, or day on which banking institutions in the city where the Designated
Payment/Transfer Office of the Paying Agent/Registrar is located are required or authorized by
law or executive order to close, the date for such payment shall be the next succeeding day which
is not a Saturday, Sunday, legal holiday, or day on which banking institutions are required or
authorized to close, and payment on such date shall have the same 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 fully registered bonds specified in the title hereof issued in
the aggregate principal amount of $ 3 (herein referred 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 the City and to pay the costs of
issuing the Bonds.
[The City has reserved the option to redeem the Bonds maturing on or after February 15,
___ before their respective scheduled maturities in whole or in part in integral multiples of
$5,000 on February 15, _____, or on any date thereafter, at a redemption price of par, 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 or other customary method that results in a
random selection the Bonds, or portions thereof, within such maturity and in such principal
amounts, for redemption. t
[Bonds maturing on February 15 in each of the years __ through_, inclusive (the
"Term Bonds"), are subject to mandatory sinking fund redemption prior to their scheduled
maturity, and will be redeemed by the City, in part at a redemption price equal to the principal
amount thereof, without premium, plus interest accrued to the redemption date, on the dates and
in the principal amounts shown in the following schedule:
Redemption Date Principal Amount
The Paying Agent/Registrar will select by lot or by any other customary method that
results in a random selection the specific Term Bonds (or with respect to Tenn Bonds having a
denomination in excess of $5,000, each $5,000 portion thereof) to be redeemed by mandatory
3 Information to be inserted from Pricing Certificate.
4 1nsert optional redemption provisions, if any, and revise as necessary to conform lo the Pricing Certificate.
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J291029v.2 LUB200nt010
redemption. The principal amount of Term Bonds required to be redeemed on any redemption
date pursuant to the foregoing mandatory sinking fund redemption provisions hereof shall be
reduced, at the option of the City, by the principal amount of any Bonds which, at least 45 days
prior to the mandatory sinking fund redemption date (i) shall have been acquired by the City at a
price not exceeding the principal amount of such Bonds plus accrued interest to the date of
purchase thereof, and delivered to the Paying Agent/Registrar for cancellation, or (ii) shall have
been redeemed pursuant to the optional redemption provisions hereof and not previously credited
to a mandatory sinking fund redemption.]s
Notice of such redemption or redemptions shall be given by first 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 sUITendered 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 sUITender of this Bond for transfer at the Designated Paymentlfransfer
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 limitation
shall not be applicable to an exchange by the registered owner of the uncalled principal balance
ofaBond.
The City, the Paying Agent/Registrar, and any other person may treat the person in whose
name this Bond is registered as the owner hereof for the purpose of receiving payment as herein
provided (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 Agent/Registrar shall be affected by notice to the contrary.
IT IS HEREBY CERTIFIED AND RECITED that the issuance of this Bond and the
series of which it is a part is duly authorized by law, and has been authorized by a vote 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, fonn and manner, as required by law; and that ad valorem
taxes upon all taxable property in the City have been levied for and pledged to the payment of
the debt service requirements of the Bonds, within the limit prescribed by law.
~ Insert mandatory sinking fund redemption provisions, if any, and conform as necessary to the Pricing Certificate.
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)
IN WITNESS 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 facsimile
signature of the City Secretary, and the official seal of the City has been duly impressed or
placed in facsimile on this Bond.
City Secretary,
CityofLubboc~ Texas
(SEAL)
Mayor,
CityofLubbock, Texas
(b) Fonn of Comptroller's Registration Certificate.
The following Comptroller's Registration Certificate may be deleted from the definitive
Bonds if such certificate on the Initial Bond is fully executed.
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
OF THE STATE OF TEXAS
§
§
§
REGISTER NO.----
I hereby certify that there is on file and of record in my office a certificate of the Attorney
General of the State of Texas to the effect that this Bond has been examined by him as required
by law, that he finds that it has been issued in conformity with the Constitution and laws of the
State of Texas, and that it is a valid and binding obligation of the City of Lubboc~ Texas, and
that this Bond has this day been registered by me.
Witness my hand and seal of office at Austin, Texas, ______ _
SEAL
1291029v.2 LUB200nt010
Comptroller of Public Accounts
of the State of Texas
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)
(c) Fonn of Certificate ofPaving Agent/Registrar.
The following Certificate of Paying Agent/Registrar may be deleted from the Initial Bond
if the Comptroller's Registration Certificate appears thereon.
CERTIFICATE OF PAYING AGENT/REGISTRAR
The records of the Paying Agent/Registrar show that the Initial Bond of this series of
bonds was approved by the Attorney General of the State of Texas and registe(ed by the
Comptroller of Public Accounts of the State of Texas, and that this is one of the Bonds referred
to in the within-mentioned Ordinance.
Dated:----------
(d) Fonn of Assignment.
The Bank of New York Trust Company, National
Association,
as Paying Agent/Registrar
By:
Authorized Signatory
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns, and transfers Wlto (print or
typewrite name, address and Zip Code of transferee): --------------
(Social Security or other identifying number: the within Bond and all
rights hereunder and hereby irrevocably constitutes and appoints --------
attorney to transfer the ~ithin Bond on the books kept for registration hereof, with full power of
substitution in the premises.
Date: -----------------
Signature Guaranteed By:
Authorized Signatory
1291029v.2 LUB2oon10l0
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 in a
manner acceptable to the Paying Agent/Registrar.
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(e) The Initial Bond shall be in the fonn set forth in paragraphs (a), (b) and (d) of this
Section, except for the following alterations:
(i) immediately under the name of the Bond, the headings "INTEREST
RATE'' and "MA TIJRITY DATE, shall both be completed with the words "As shown
below"; and
(ii) in the first 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 annwn rates
in accordance with the following schedule:
Principal Installments Interest Rates
(Infunnation to be inserted from the Pricing Certificate pursuant to Section 3.2 of this
Ordinance)
Section 6.03. CUSIP Registration.
The City may secure identification numbers through the CUSIP Service Bureau Division
of Standard & Poor's, A Division of the McGraw-Hill Companies, New Yorlc, New York, and
may authorize the printing of such numbers on the face of the Bonds. It is expressly provided,
however, that the presence or absence of CUSIP numbers on the Bonds shall be of no
significance or effect as regards the legality thereof and neither the City nor the attorneys
approving said Bonds as to legality are to be held responsible for CUSIP numbers incorrectly
printed on the Bonds.
Section 6.04. Legal Opinion.
The approving legal opinion of Vinson & Elkins L.L.P., 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, which 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.
ARTICLE VII
SALE AND DELIVERY OF BONDS; DEPOSIT OF PROCEEDS
Section 7.01. Sale of Bonds; Official Statement.
(a) The Bonds shall be sold at negotiated sale to the Underwriters in accordance with
the tenns of this Ordinance, including this Section 7.l(a) and Exhibit B hereto, provided that all
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1291029v.2 LUB200nJ010
)
of the conditions set forth in ExhibitB can be satisfied. As authorized by Chapter 1371, Texas
Govenunent Code, as amended, the Authorized Officer is authorized to act on behalf of the City
upon detennining that the conditions set forth in Exhibit B can be satisfied, in selling and
delivering the Bonds and carrying out the other procedures specified in this Ordinance, including
determining whether to acquire bond insurance for the Bonds, the aggregate principal amount of
the Bonds and price at which each of the Bonds will be sold, the nwnber and designation of
series of Bonds to be issued, the fonn in which the Bonds shall be issued, the years in which the
Bonds will mature, the principal amount to mature in each of such years, the rate of interest to be
borne by each such maturity, the first interest payment date, the dates, prices and terms upon and
at which the Bonds shall be subject to redemption prior to maturity at the option of the City and
shall be subject to mandatory sinking fund redemption, and all other matters relating to the
issuance, sale and delivery of the Bonds, all of which shall be specified in the Pricing Certificate.
The authority granted to the Authorized Officer under this Section 7.l(a) shall expire at
S:OO p.m., February 23, 2008, unless othetWise extended by the City Council by separate action.
Any finding or determination made by the Authorized Officer relating to the issuance and
sale of the Bonds and the execution of the Bond Purchase Contract in connection therewith shall
have the same force and effect as a finding or determination made by the City Council.
(b) The Authorized Officer is hereby authorized and directed to execute and deliver,
and the City Secretary is hereby authorized and directed to attest, a bond purchase contract (the
"Bond Purchase Contract") which Bond Purchase Contract is hereby accepted, approved and
authorized in substantially the fonn submitted to the City and upon completion of the terms of
the Bond Purchase Contract in accordance with the terms of the Pricing Certificate and this
Ordinance, the Authorized Officer is authorized and directed to execute such Bond Purchase
Contract on behalf of the City and the Authorized Officer and all other officers, agents and
representatives of the City are hereby authorized to do any and all things necessary or desirable
to satisfy the conditions set out therein and to provide for the issuance and delivery of the Bonds.
The Bonds shall initially be registered in the name of the Representative.
(c) The fonn and substance of the Preliminary Official Statement and any addenda,
supplement or amendment theretot are hereby in all respects approved and adopted and is hereby
deemed final as of its date within the meaning and for the pwposes of paragraph (b)(l) of Rule
1 Sc2·12 under the Securities Exchange Act of 1934, as amended. The Authorized Officer and
City Secretary are hereby authorized and directed to cause to be prepared a final Official
Statement (the "Official Statement") incorporating applicable pricing infonnation pertaining to
the Bonds, and to execute the same by manual or facsimile signature and deliver appropriate
numbers of executed copies thereof to the Underwriters. The Official Statement as thus
approved, executed and delivered, with such appropriate variations as shall be approved by the
Authorized Officer and the Underwriters, may be used by the Underwriters in the public offering
and sale thereof. The City Secretary is hereby authorized and directed to include and maintain a
copy of the Official Statement and any addenda, supplement or amendment thereto thus
approved among the pennanent records of this meeting. The use and distribution of the
Preliminary Official Statement, and the preliminary public offering of the Bonds by the
Underwriters, is hereby ratified, approved and confirmed.
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(d) 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 of sale therefor including, without limitation, the Purchase Contract.
(e) The obligation of the Underwriters identified in'subsection (a) of this Section to
accept delivery of the Bonds is subject to the Underwriters being furnished with the final,
approving opinion of Vinson & Elkins L.L.P., 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 Authorized Officer 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 Attorney General of the State of Texas, registration by the
Comptroller of Public Accounts of the State of Texas 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 Underwriters thereof under and subject to the general supervision and
direction of the Authorized Officer, against receipt by the City of all amounts due to the City
under the terms of sale.
(c) In the event the Mayor or City Secretary is absent or otherwise unable to execute
any document or take any action authorized herein, the Mayor Pro Tern and the Assistant City
Secretary, respectively, shall be authorized to execute such documents and take such actions, and
the performance of such duties by the Mayor Pro Tern and the Assistant City Secretary shall for
the purposes of this Ordinance have the same force and effect as if such duties were performed
by the Mayor and City Secretary, respectively.
Section 7.03. Deoosit of Proceeds.
(a) First: All amounts received on the Closing Date as accrued interest on the Bonds
from the Bond Date to the Closing Date shall be deposited to the Interest and Sinking Fund.
(b) Second: The remaining balance received on the Closing Date shall be deposited
to a special account of the City, such moneys to be dedicated and used solely for the purposes for
which the Bonds are being issued as herein provided.
ARTICLE VIII
INVESTMENTS
Section 8.01. Investments.
(a) Money in the Interest and Sinking Fund created by this Ordinance, at the City's
option, may be invested in such securities or obligations as permitted under applicable law.
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(b) Any securities or obligations in which such 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 from investment of the Interest and Sinking Fund
shalt be credited to such fund.
(b) Interest and income derived from the investment of the funds deposited pursuant
to Section 7.3(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 or shall be transferred to
the Interest and Sinking Fund as shall be determined by the City Council. Upon completion of
the projects, to the extent such interest and income are present, such interest and income shall be
deposited to the Interest and Sinking Fund.
ARTICLE IX
PARTICULAR REPRESENTATIONS AND COVENANTS
Section 9.01. Payment of the Bonds.
On or before each Interest Payment Date and while any of the Bonds are outstanding and
unpaidt there shall be made available to the Paying Agent/Registrart 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.
Section 9.02. Other Rmresentations and Covenants.
(a) The City will faithfully perform at all times any and all covenants, undertakings,
stipulations, and provisions contained in this Ordinance; 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
prescribed in such Bond; and the City will, at the times and in the manner prescribed by this
Ordinance, deposit or cause to be deposited the amounts of money specified by this Ordinance.
(b) The City is duly authorized under the laws of the State of Texas to issue the
Bonds; all action on its part for the creation and issuance of the Bonds has been duty 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.
Section 9.03. Provisions Concerning Federal Income Tax Exclusion.
The City intends that the interest on the Bonds shall be excludable from gross income for
purposes of federal income taxation pmsua,nt to sections l 03 and 141 through 150 of the Internal
Revenue Code of 1986, as amended (the "Code"), and the applicable regulations promulgated
thereunder (the "Regulations"). The City covenants and agrees not to take any action, or
knowingly omit to take any action within its control, that if taken or omitted, respectively, would
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cause the interest on the Bonds to be includable in the gross income, as defined in section 61 of
the Code, of the holders thereof for purposes of federal income taxation. In particular, the City
covenants and agrees to comply with each requirement of Sections 9.3 through 9.9 of this
Article IX; provided, however, that the City shall not be required to comply with any particular
requirement of Sections 9.3 through 9.9 of this Article IX if the City has received an opinion of
nationally recognized bond counsel ("Counsel's Opinionu) that such noncompliance will not
adversely affect the exclusion from gross income for federal income tax purposes of interest on
the Bonds or if the City has received a Counsel's Opinion to the effect that compliance with
some other requirement set forth in this Article IX will satisfy the applicable requirements of the
Code, in which case compliance with such other requirement specified in such Counsel's
Opinion shall constitute compliance with the corresponding requirement specified in Sections 9.3
through 9.9 ofthis Article IX.
Section 9.04. No Private Use or Pavment and No Private Loan Financing.
The City shall certify, through an authorized officer, employee or agent, that, based upon
all facts and estimates known or reasonably expected to be in existence on the date the Bonds are
delivered, the proceeds of the Bonds will not be used in a manner that would cause the Bonds to
be ''private activity bonds" within the meaning of section 141 of the Code and the Regulations.
The City covenants and agrees that it will make such use of the proceeds of the Bonds, including
interest or other investment income derived from Bond proceeds, regulate the use of property
financed, directly or indirectly, with such proceeds, and take such other and further action as may
be required so that the bonds will not be ''private activity bonds" within the meaning of section
141 of the Code and the Regulations.
Section 9.05. No Federal Guaranty.
The City covenants and agrees not to take any action, or knowingly omit to take any
action within its control, that, if taken or omitted, respectively, would cause the Bonds to be
"federally guaranteed .. within the meaning of section 149(b) of the Code and the Regulations,
except as permitted by section 149(b)(3) of the Code and the Regulations.
Section 9.06. Bonds are not Hedge Bonds.
The City covenants and agrees not to take any action, or knowingly omit to take any
action, and has not knowingly omitted and will not knowingly omit to take any action, within its
control, that, if taken or omitted, respectively, would cause the Bonds to be ''hedge bonds"
within the meaning of section 149(g) of the Code and the Regulations.
Section 9.07. No-Arbitrage Covenant.
The City shall certify, through an authorized officer, employee or agent, that, based upon
all facts and estimates known or reasonably expected to be in existence on the date the Bonds are
delivered, the City will reasonably expect that the proceeds of the Bonds will not be used in a
manner that would cause the Bonds to be "arbitrage bonds" within the meaning of section 148(a)
of the Code and the Regulations. Moreover, the City covenants and agrees that it will make such
use of the proceeds of the Bonds including interest or other investment income derived from
Bond proceeds, regulate investments of proceeds of the Bonds, and take such other and further
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action as may be required so that the Bonds will not be "arbitrage bonds" within the meaning of
section I 48(a) of the Code and the Regulations.
Section 9.08. Arbitrage Rebate.
If the City does not qualify for an exception to the requirements of Section 148(t) of the
Code, the City will take all necessary steps to comply with the requirement that certain amounts
earned by the City on the investment of the "gross proceeds" of the Bonds (within the meaning
of section 148(t)(6)(B) of the Code), be rebated to the federal government. Specifically, the City
will (i) maintain records regarding the investment of the gross proceeds of the Bonds as may be
required to calculate the amount earned on the investment of the gross proceeds of the Bonds
separately from records of amounts on deposit in the funds and accounts of the City allocable to
other bond issues of the City or moneys which do not represent gross proceeds of any bonds of
the City, (ii) calculate at such times as are required by the Regulations, the amount earned from
the investment of the gross proceeds of the Bonds which is required to be rebated to the federal
government, and (iii) pay, not less often than every fifth anniversary date of the delivery of the
Bonds or on such other dates as may be permitted under the Regulations, all amounts required to
be rebated to the federal government. Further, the City will not indirectly pay any amount
otherwise payable to the federal government pursuant to the foregoing requirements to any
person other than the federal government by entering into any investment arrangement with
respect to the gross proceeds of the Bonds that might result in a reduction in the amount required
to be paid to the federal govenunent because such arrangement results in a smaller profit or a
larger loss than would have resulted if the arrangement had been at ann's length and had the
yield on the issue not been relevant to either party.
Section 9.09. Information Reporting.
The City covenants and agrees to file or cause to be filed with the Secretary of the
Treasury, not later than the 15th day of the second calendar month after the close of the calendar
quarter in which the Bonds are issued, an infonnation statement concerning the Bonds, all under
and in accordance with section 149(e) of the Code and the Regulations.
Section 9.1 0. Continuing Obligation.
Notwithstanding any other provision of this Ordinance, the City's obligations under the
covenants and provisions of Sections 9.3 through 9.9 of this Article IX shall survive the
defeasance and discharge of the Bonds.
ARTICLE X
DEFAULT AND REMEDIES
Section I 0.0 I. Events of Default.
Each of the following occurrences or events for the purpose of this Ordinance is hereby
declared to be an Event of Default:
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(i) the failure to make payment of the principal of or interest on any of the
Bonds when the same becomes due and payable; or
(ii) default in the perfonnance 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 trustee 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 cwnulative 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.
ARTICLE XI
DISCHARGE
Section 11.01. Discharge.
The Bonds may be defeased, discharged or refunded in any manner permitted by
applicable law.
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ARTICLE XII
CONTINUING DISCLOSURE UNDERTAKING
Section 12.0 l. Annual Reports.
(a) The City shall provide annually to each NRMSIR and to any SID, within six (6)
months after the end of each fiscal year, financial information and operating data with respect to
the City of the general type included in the final Official Statement, being the information
described in Exhibit A hereto. Any financial statements so to be provided shall be (i) prepared in
accordance with the accounting principles described in Exhibit A hereto, and (ii) audited, if the
City commissions an audit of such statements and the audit is completed within the period during
which they must be provided. If the audit of such financial statements is not complete within
such period, then the City shall provide notice that audited financial statements are not available
and shall provide unaudited financial statements for the applicable fiscal year to -each NRMSIR
and any SID. The City shall provide audited financial statements for the applicable fiscal year to
each NRMSIR and to any SID, when and if audited financial statements become available.
(b) If the City changes its fiscal year, it will notify each NRMSIR and any SID of the
change (and of the date of the new fiscal year end) prior to the next date by which the City
otherwise would be required to provide financial infonnation and operating data pursuant to this
Section.
(c) The financial infonnation and operating data to be provided pursuant to this
Section may be set forth in full in one or more docwnents or may be included by specific
referenced to any docwnent (including an official statement or other offering document, if it is
available from the MSRB) that theretofore has been provided to each NRMSIR and any SID or
filed with the SEC.
Section 12.02. Material Event Notices.
(a) The City shall notify any SID and either each NRMSIR or the MSRB, in a timely
manner, of any of the following events with respect to the Bonds, if such event is material within
the meaning of the federal securities laws:
(i) principal and interest payment delinquencies;
(ii) nonpayment related defaults;
(iii) unscheduled draws on debt service reserves reflecting financial
difficulties;
(iv) unscheduled draws on credit enhancements reflecting financial
difficulties;
(v) substitution of credit or liquidity providers, or their failure to perform;
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Bonds;
and
(vi) adverse tax opinions or events affecting the tax exempt status of the
(vii) modifications to rights of Owners;
(viii) bond calls;
(ix) defeasances;
(x) release, substitution, or sale of property securing repayment of the Bonds;
(xi) rating changes.
(b) The City shall notify any SID and either each NRMSIR or the MSRB, in a timely
manner, of any failure by the City to provide financial infonnation or operating data in
accordance with Section 12.1 of this Ordinance by the time required by such Section.
Section 12.03. Limitations. Disclaimers and Amendments.
(a) The City shall be obligated to observe and perform the covenants specified in this
Article for so long as, but only for so long as, the City remains an "obligated person" with
respect to the Bonds within the meaning of the Rule, except that the City in any event will give
notice of any Bond calls and any defeasances that cause the City to be no longer an ''obligated
person."
(b) The provisions of this Article are for the sole benefit of the Owners and beneficial
owners of the Bonds, and nothing in this Article, express or implied, shall give any benefit or any
legal or equitable right, remedy, or claim hereunder to any other person. The City undertakes to
provide only the financial infonnation, operating data, financial statements, and notices which it
has expressly agreed to provide purSuant to this Article and does not hereby undertake to provide
any other information that may be relevant or material to a complete presentation of the City's
financial results, condition, or prospects or hereby undertake to update any infonnation provided
in accordance with this Article or otherwise, except as expressly provided herein. The City does
not make any representation or warranty concerning such information or its usefulness to a
decision to invest in or sell Bonds at any future date.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE OWNER
OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR
TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY
THE CITY, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY
COVENANT SPECIFIED IN THIS ARTICLE, BUT EVERY RIGHT AND REMEDY OF
ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH
BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE.
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(c) No default by the~City~in observing or performing its obligations under this
Article shall constitute a breach of or default under the Ordinance for purposes of any other
provisions of this Ordinance.
(d) Nothing in this Article is intended or shall act to disclaim, waive, or otherwise
limit the duties of the City under federal and state securities laws.
(e) The provisions of this Article may be amended by the City from time to time to
adapt to changed circumstances that arise from a change in legal requirements, a change in law,
or a change in the identity, nature, status, or type of operations of the City, but only if (i) the
provisions of this Article, as so amended, would have permitted an underwriter to purchase or
sell Bonds in the primary offering of the Bonds in compliance with the Rule, taking into account
any amendments or interpretations of the Rule to the date of such amendment, as well as such
changed circwnstances, and (ii) either (A) the Owners of a majority in aggregate principal
amount (or any greater amount required by any other provisions of this Ordinance that authorizes
such an amendment) of the outstanding Bonds consent to such amendment or (B) an entity or
individual person that is unaffiliated with the City (such as nationally recognized bond COWlsel)
determines that such amendment will not materially impair the interests of the Owners and
beneficial owners of the Bonds. If the City so amends the provisions of this Article, it shall
include with any amended financial information or operating data next provided in accordance
with Section 12.1 an explanation, in narrative form, of the reasons for the amendment and of the
impact of any change in type of financial infonnation or operating data so provided.
(f) Any filing required to be made pursuant to this Article XII may be made through
the facilities of DisclosureUSA or such other central post office ~ may be approved in writing
by the SEC for such purpose. Any such filing made through such central post office will be
deemed to have been filed with each NRMSIR and SID or MSRB as if such filing had been
made directly to such entity.
ARTICLE XIII
AMENDMENTS; A TIORNEY GENERAL MODIFICATION
Section 13.01. Amendments.
This Ordinance shall constitute a contract with the Owners, be binding on the City, and
shall not be amended or repealed by the City so long as any Bond remains outstanding except as
permitted in this Section. The City may, without consent of or notice to any Owners, from time
to time and at any time, amend this Ordinance in any manner not detrimental to the interests of
the Owners, including the curing of any ambiguity, inconsistency, or fonnal defect or omission
herein. In addition, the City may, with the written consent of the Owners of the Bonds holding a
majority in aggregate principal amount of the Bonds then outstanding, amen~ add to, or rescind
any of the provisions of this Ordinance; provided that, without the consent of all Owners of
outstanding Bonds, no such amendment, addition, or rescission shall (i) extend the time or times
of payment of the principal of, premium, if any, and interest on the Bonds, 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, or interest on the Bonds, (ii) give any preference to any
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Bond over any other Bond, or (iii) reduce the aggregate principal amount of Bonds required to be
held by Owners for consent to any such amendment, addition, or rescission.
Section 13.02. Attorney General Modification.
In order to obtain the approval of the Bonds by the Attorney General of the State of
Texas, any provision of this Ordinance may be modified, altered or amended after the date of its
adoption if required by the Attorney General in connection with the Attorney General's
examination as to the legality of the Bonds and approval thereof in accordance with the
applicable law. Such changes, if any, shall be provided to the City Secretary and the City
Secretary shall insert such changes into this Ordinance as if approved on the date hereof.
ARTICLE XIV
EFFECTIVE IMMEDIATELY
Section 14.01. Effective Immediately.
Notwithstanding the provisions of the City Charter, this Ordinance shall become effective
immediately upon its adoption at this meeting pursuant to Section 1201.028, Texas Government
Code.
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PRESENTED, FINALLY PASSED AND APPROVED, AND EFFECTIVE on the 23rd
day of August, 2007, at a regular meeting of the City Council of the City of Lubbock, Texas.
---~4'--
• DA ViDAILL~R, Mayor
ATIEST:
[SEAL]
APPROVED AS TO FORM:
By:
Signature Page for Ordinance
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EXHIBIT A
DESCRIPTION OF ANNUAL DISCLOSURE OF FINANCIAL INFORMATION
The following infonnation is referred to in Article XII of this Ordinance.
Annual Financial Statements and Operating Data
The financial infonnation and operating data with respect to the City to be provided
annually in accordance with such Section are as specified (and included in the Appendix or other
headings of the Official Statement referred to) below:
1. The portions of the financial statements of the City appended to the Official
Statement as Appendix B, but for the most recently concluded fiscal year.
2. Statistical and financial data set forth in Tables 1-6 and SA-15 of the Official
Statement.
Accounting Principles
The accounting principles referred to in such Section are the accounting principles
described in the notes to the financial statements referred to in Paragraph 1 above.
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EXHffiiTB
SALE PARAMETERS
In accordance with Section 7.l(a) of the Ordinance, the following conditions with respect
to the Bonds must be satisfied in order for the Authorized Officer to act on behalf of the City in
selling and delivering the Bonds to the Underwriters:
(a) the price to be paid for the Bonds shall be not less than 95% of the aggregate
principal amount of the Bonds;
(b) the Bonds shall not bear interest at a rate greater than the maximum rate allowed
by Chapter 1204, Texas Government Code, as amended;
(c) the aggregate principal amount of the Bonds shall produce proceeds in an amount
sufficient to fund the purposes described in Section 3.1 and such aggregate principal amount
shall not exceed the maximum amount authorized in Section 3.1;
(d) the maximum maturity for the Bonds shall not exceed forty years; and
(e) the Bonds to be issued, prior to delivery, must have been rated by a nationally
recognized rating agency for municipal securities in one of the four highest rating categories for
long term obligations.
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