HomeMy WebLinkAboutOrdinance 1721
ORDINANCE NO. 1721
AN ORDINANCE authorizing the issuance of "CITY OF
NORTH RICHLAND HILLS, TEXAS, TAX AND GOLF
COURSE REVENUE REFUNDING BONDS, SERIES
1991"; specifying the terms and features of
said bonds; providing for the payment of
said bonds by the levy of an ad valorem tax
upon a II taxable property wi thin the City
and a pledge of the net revenues received
from the City's Golf Course Facilities; and
resolving other matters incident and related
to the issuance, sale, payment and delivery
of said bonds, including the approval and
execution of a Purchase Contract and Special
Escrow Agreement and the approval and
distribution of an Official Statement
pertaining thereto; and providing an
effective date.
WHEREAS, the City Council of the City of North Richland
Hills, Texas (the "City") has duly issued and delivered the
following obligations (collectively, hereinafter referred to as
the "Refunded Obligations"), which are currently outstanding in
the aggregate principal amount of $4,460,000, to wit:
(1) City of North Rich1and Hills, Texas, Tax
and Golf Course Revenue Certificates of
Obligation, Series 1988, dated September 1,
1988, now outstanding in the principal
amount of
$ 4,230,000
(2) City of North Rich1and Hills, Texas, Public
Property Finance Contractual Obligations,
Series 1989, dated June 1, 1989, now
outstanding in the principal amount of
230,000
AND WHEREAS, pursuant to the provisions of Article 717k,
V.A.T.C.S., as amended, the City Council is authorized to issue
refunding bonds and deposit the proceeds of sale thereof
directly with any place of payment for the Refunded
Obligations, and such deposit, when made in accordance with
said statute, shall constitute the making of firm banking and
financial arrangements for the discharge and final payment of
the Refunded Obligations; and
WHEREAS, the City Council hereby finds and determines
the Refunded Obligations are scheduled to mature, or
subject to being redeemed, not more than twenty (20) years
the date of the refunding bonds herein authorized; and
that
are
from
WHEREAS, the Council further finds and determines that the
outstanding Refunded Obligations should be refunded at this
time to extend the term of, and restructure the payment of,
such indebtedness to allow for a full year's operation of its
golf course and permi t revenues from such golf course
facilities to fully pay such indebtedness notwithstanding such
refunding will add approximately $I,589,646.77 in interest cost
to such indebtedness; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF NORTH
RICHLAND HILLS, TEXAS:
SECTION 1: Authorization Designation Principal
Amount - Purpose. Refunding bonds of the City shall be and are
hereby authorized to be issued in the aggregate principal
amount of $4,870,000, to be designated and bear the title "CITY
OF NORTH RICHLAND HILLS, TEXAS, TAX AND GOLF COURSE REVENUE
REFUNDING BONDS, SERIES 1991" (hereinafter referred to as the
"Bonds"), for the purpose of providing funds for the discharge
and final payment of certain outstanding obligations of the
City (identified in the preamble hereof and referred to as the
"Refunded Obligations") and to pay costs of issuance, in
accordance with authority conferred by and in conformi ty with
the Constitution and laws of the State of Texas, including
Article 717k, V.A.T.C.S.
SECTION 2: Fully Registered Obligations - Bond Date -
Authorized Denominations - Stated Maturities - Interest Rates.
The Bonds shall be issued as fully registered obligations only,
shall be dated April I, 1991 (the "Bond Date"), shall be in
denominations of $5,000 or any integral multiple (within a
Stated Maturi ty) thereof, and shall become due and payable on
September 1 in each of the years and in principal amounts (the
"Stated Maturities") and bear interest at the rate(s) per annum
in accordance with the following schedule:
YEAR OF PRINCIPAL INTEREST
MATURITY INSTALLMENTS RATE
1996 $ 185,OOO 5.90\
1997 195,000 6.00\
1998 205,000 6.10\
1999 220,000 6.20\
2000 230,000 6.30\
2001 245,000 6.40\
2002 265,000 6.50\
2003 280,000 6.60\
2004 300,000 6.70\
2005 320,000 6.75\
2006 340,000 6.85\
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2007
2008
2009
2010
2011
365,000
390,000
415,000
445,000
470,000
6.90\
6.90\
7.00\
7.00\
7.00\
The Bonds shall bear interest on the unpaid principal
amounts from the Bond Date at the rate(s) per annum shown above
in this Section (calculated on the basis of a 360-day year of
twelve 30-day months). Interest on the Bonds shall be payable
on March 1 and September 1 in each year, commencing March I,
1992.
SECTION 3: Terms of Payment - Paying Agent/Registrar.
The principal of, premium, if any, and the interest on the
Bonds, due and payable by reason of maturi ty, redemption or
otherwise, shall be payable only to the registered owners or
holders of the Bonds (hereinafter. called the "Holders")
appearing on the registration and transfer books (the "Security
Register") maintained by the Paying Agent/Registrar and the
payment thereof shall be in any coin or currency of the United
States of America, which at the time of payment is legal tender
for the payment of public and private debts, and shall be
without exchange or collection charges to the Holders.
The selection and appointment of Team Bank, Fort Worth,
Texas to serve as Paying Agent/Registrar for the Bonds is
hereby approved and confirmed. The City covenants to maintain
and provide a Paying Agent/Registrar at all times until the
Bonds are paid and discharged, and any successor Paying
Agent/Registrar shall be a bank, trust company, financial
insti tution or other enti ty qualified and authorized to serve
in such capacity and perform the duties and services of Paying
Agent/Registrar. Upon any change in the Paying Agent/Registrar
for the Bonds, the Ci ty agrees to prompt ly cause a written
notice thereof to be sent to each Holder by United States Mail,
first class postage prepaid, which notice shall also give the
address of the new Paying Agent/Registrar.
Principal of and premium, if any, on the Bonds shall be
payable at the Stated Maturities or the redemption thereof,
only upon presentation and surrender of the Bonds to the Paying
Agent/Registrar at its principal office. Interest on the Bonds
shall be paid to the Holders whose name appears in the Security
Register at the close of business on the Record Date (the 15th
day of the month next preceding each interest payment date) and
shall be paid by the Paying Agent/Registrar (i) by check sent
United States Mail, first class postage prepaid, to the address
of the Holder recorded in the Security Register or (ii) by such
other method, acceptable to the Paying Agent/ Registrar,
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requested by, and at the risk and expense of, the Holder. If
the date for the payment of the principal of or interest on the
Bonds shall be a Saturday, Sunday, a legal holiday, or a day
when banking institutions in the City where the Paying
Agent/Registrar is located are authorized by law or executive
order to close, then the date for such payment shall be the
next succeeding day which is not such a Saturday, Sunday, legal
holiday, or day when banking insti tutions are authorized to
close; and payment on such date shall have the same force and
effect as if made on the original date payment was due.
In the event of a nonpayment of interest on a scheduled
payment date, and for thirty (30) days thereafter, a new record
date for such interest payment (a "Special Record Date") will
be established by the Paying Agent/ Registrar, if and when
funds for the payment of such interest have been received from
the City. Notice of the Special Record Date and of the
scheduled payment date of the past due interest (which shall be
15 days after the Special Récord Date) shall be sent at least
five (5) business days prior to the Special Record Date by
United States Mail, first class postage prepaid, to the address
of each Holder appearing on the Security Register at the close
of business on the last business day next preceding the date of
mailing of such notice.
SECTION 4: Redemption. (a) Optional Redemption. The
Bonds having Stated Maturities on and after September I, 2002,
stiall be subject to redemption prior to maturity, at the option
of the City, in whole or in part in principal amounts of $5,000
or any integral multiple thereof (and if within a Stated
Maturity by lot by the Paying Agent/Registrar), on September 1,
2001 or on any date thereafter at the redemption price of par
plus accrued interest to the date of redemption.
(b) Exercise of Redemption Option. At least
forty-five (45) days prior to a redemption date for the Bonds
(unless a shorter notification period shall be satisfactory to
the Paying Agent/Registrar), the City shall notify the Paying
Agent/Registrar of the decision to redeem Bonds, the principal
amount of each Stated Maturity to be redeemed, and the date of
redemption therefor. The decision of the City to exercise the
right to redeem Bonds shall be entered in the minutes of the
governing body of the City.
(c) Selection of Bonds for Redemption. If less than
all Outstanding Bonds of the same Stated Maturity are to be
redeemed on a redemption date, the Paying Agent/Registrar shall
treat such Bonds as representing the number of Bonds
Outstanding which is obtained by dividing the principal amount
of such Bonds by $5,000 and shall select the Bonds to be
redeemed within such Stated Maturity by lot.
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(d) Notice of Redemption. Not less than thirty (30)
days prior to a redemption date for the Bonds, a notice of
redemption shall be sent by United States Mail, first class
postage prepaid, in the name of the Ci ty and at the Ci ty' s
expense, to each Holder of a Bond to be redeemed in whole or in
part at the address of the Holder appearing on the Securi ty
Register at the close of business on the business day next
preceding the date of mailing such notice, and any notice of
redemption so mailed shall be conclusively presumed to have
been duly given irrespective of whether received by the Holder.
All notices of redemption shall (i) specify the date of
redemption for the Bonds, (ii) identify the Bonds to be
redeemed and, in the case of a portion of the principal amount
to be redeemed, the principal amount thereof to be redeemed,
(iii) state the redemption price, (iv) state that the Bonds, or
the portion of the principal amount thereof to be redeemed,
shall become due and payable on the redemption date specified,
and the interest thereon, or on the portion of the principal
amount thereof to be redeemed, shall cease to accrue from and
after the redemption date, and (v) specify that payment of the
redemption price for the Bonds, or the principal amount thereof
to be redeemed, shall be made at the principal office of the
Paying Agent/Registrar only upon presentation and surrender
thereof by the Holder. If a Bond is subject by its terms to
prior redemption and has been called for redemption and notice
of redemption thereof has been duly given as hereinabove
provided, such Bond (or the principal amount thereof to be
redeemed) shall become due and payable and interest thereon
shall cease to accrue from and after the redemption date
therefor i provided moneys sufficient for the payment of such
Bond (or of the principal amount thereof to be redeemed) at the
then applicable redemption price are held for the purpose of
such payment by the Paying Agent/Registrar.
SECTION 5: Registration - Transfer - Exchange of Bonds-
Predecessor Bonds. A Security Register relating to the
registration, payment, and transfer or exchange of the Bonds
shall at all times be kept and maintained by the City at the
principal office of the Paying Agent/Registrar, as provided
herein and in accordance wi th the provis ions of an ag reement
with the Paying Agent/Registrar and such rules and regulations
as the Paying Agent/Registrar and the City may prescribe. The
Paying Agent/Registrar shall obtain, record, and maintain in
the Securi ty Register the name and address of each and every
owner of the Bonds issued under and pursuant to the provisions
of this Ordinance, or if appropriate, the nominee thereof. Any
Bond may be transferred or exchanged for Bonds of other
authorized denominations by the Holder, in person or by his
duly authorized agent, upon surrender of such Bond to the
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Paying Agent/Registrar at
cancellation, accompanied by
or request for exchange duly
duly authorized agent, in
Agent/Registrar.
the principal office for
a written instrument of transfer
executed by the Holder or by his
form satisfactory to the Paying
Upon surrender of any Bond for transfer at the principal
office of the Paying Agent/ Registrar, one or more new Bonds
shall be registered and issued to the assignee or transferee of
the previous Holder i such Bonds to be in authorized
denominations, of like Stated Maturity and of a like aggregate
principal amount as the Bond or Bonds surrenderd for transfer.
At the option of the Holder, Bonds may be exchanged for
other Bonds of authorized denominations and having the same
Stated Maturity, bearing the same rate of interest and of like
aggregate principal amount as the Bonds surrendered for
exchange, upon surrender of the Bonds to be exchanged at the
principal office of the Paying Agent/Registrar. Whenever any
Bonds are surrendered for exchange, the Paying Agent/Registrar
shall register and deliver new Bonds to the Holder requesting
the exchange.
All Bonds issued in any transfer or exchange of Bonds
shall be delivered to the Holders at the principal office of
the Paying Agent/Registrar or sent by United States Mail, first
class, postage prepaid to the Holders, and, upon the
registration and delivery thereof, the same shall be the valid
obligations of the City, evidencing the same obligation to pay,
and entitled to the same benefits under this Ordinance, as the
Bonds surrendered in such transfer or exchange.
All transfers or exchanges of Bonds pursuant to this
Section shall be made without expense or service charge to the
Holder, except as otherwise herein provided, and except that
the Paying Agent/Registrar shall require payment by the Holder
requesting such transfer or exchange of any tax or other
governmental charges required to be paid with respect to such
transfer or exchange.
Bonds cancelled by reason of an exchange or transfer
pursuant to the provisions hereof are hereby defined to be
"Predecessor Bonds," evidencing all or a portion, as the case
may be, of the same obligation to pay evidenced by the new Bond
or Bonds registered and delivered in the exchange or transfer
therefor. Additionally, the term "Predecessor Bonds" shall
include any mutilated, lost, destroyed, or stolen Bond for
which a replacement Bond has been issued, registered and
delivered in lieu thereof pursuant to the provisions of
Section 23 hereof and such new replacement Bond shall be deemed
to evidence the same obligation as the mutilated, lost,
destroyed, or stolen Bond.
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Neither the City nor the Paying Agent/Registrar shall be
required to issue or transfer to an assignee of a Holder any
Bond called for redemption, in whole or in part, within 45 days
of the date fixed for the redemption of such Bondi provided,
however, such limitation on transferability shall not be
applicable to an exchange by the Holder of the unredeemed
balance of a Bond called for redemption in part.
SECTION 6: Book-Entry Only Transfers and Transactions.
Notwithstanding the provisions contained in Sections 3 and 5
hereof relating to the payment, and transfer/exchange of the
Bonds, the City hereby approves and authorizes the use of
"Book-Entry Only" securities clearance, settlement and transfer
system provided by The Depository Trust Company (DTC) , a
limited purpose trust company organized under the laws of the
State of New York, in accordance wi th the requi rements and
procedures identified in a Letter of Representation by and
between the City, the Paying Agent/Registrar and DTC (the
"Depository Agreement") relating to the Bonds.
Pursuant to the Deposi tory Agreement and the rules of
DTC, the Bonds shall be deposited with DTC who shall hold said
Bonds for its participants (the "DTC Participants") and, while
the Bonds are held by DTC under the Deposi tory Agreement, the
Holder of the Bonds on the Security Register for all purposes,
including payment and notices, shall be Cede & Co., as nominee
of DTC, notwithstanding the ownership of each actual purchaser
or owner of each Bond (the "Beneficial Owners") being recorded
in the records of DTC and DTC Participants.
In the event DTC determines to discontinue serving as
securities depository for the Bonds or otherwise ceases to
provide book-entry clearance and settlement of securities
transactions in general or the City determines that DTC is
incapable of properly discharging its duties as securities
deposi tory for the Bonds, the City covenants and agrees with
the Holders to cause Bonds to be printed in definitive form and
provide for the Bond certificates to be issued and delivered to
DTC Participants and Beneficial Owners, as the case may be.
Thereafter, the Bonds in definitive form shall be assigned,
transferred and exchanged on the Security Register maintained
by the Paying Agent/Registrar and payment of such Bonds shall
be made in accordance wi th the provisions of Sections 3 and 5
hereof.
SECTION 7: Execution - Registration. The Bonds shall
be executed on behalf of the City by the Mayor under its seal
reproduced or impressed thereon and counters igned by the City
Secretary. The signature of said officers on the Bonds may be
manual or facsimile. Bonds bearing the manual or facsimile
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signatures of individuals who are or were the proper officers
of the City on the Bond Date shall be deemed to be duly
executed on behalf of the City, notwithstanding that such
individuals or either of them shall cease to hold such offices
at the time of delivery of the Bonds to the initial
purchase~(s) and with respect to Bonds delivered in subsequent
exchanges and transfers, all as authorized and provided in the
Bond Procedures Act of 1981, as amended.
No Bond shall be entitled to any right or benefit under
this Ordinance, or be valid or obligatory for any purpose,
unless there appears on such Bond either a certificate of
registration substantially in the form provided in Section 9C,
manually executed by the Comptroller of Public Accounts of the
State of Texas, or his duly authorized agent, or a certificate
of registration substantially in the form provided in Section
9D, manually executed by an authorized officer, employee or
representati ve of the Paying Agent/Registrar, and ei ther such
certificate duly signed upon any Bond shall be conclusive
evidence, and the only evidence, that such Bond has been duly
certified, registered and delivered.
SECTION 8: Initial Bond(s). The Bonds herein
authorized shall be initially issued either (i) as a single
fully registered bond in the total principal amount of
$4,870,000 and in principal installments to become due and
payable as provided in Section 2 hereof and numbered T-l, or
(ii) as sixteen (16) fully registered bonds, being one bond for
each year of maturi ty in the applicable principal amount and
denomination and to be numbered consecutively from T-l and
upward (hereinafter called the "Initial Bond(s)") and, in
either case, the Initial Bond(s) shall be registered in the
name of the initial purchaser(s) or the designee thereof. The
Initial Bond(s) shall be the Bonds submitted to the Office of
the Attorney General of the state of Texas for approval,
certified and registered by the Office of the Comptroller of
Public Accounts of the State of Texas and delivered to the
initial purchaser(s). Any time after the delivery of the
Initial Bond(s), the Paying Agent/ Registrar, pursuant to
written instructions from the initial purchaser(s), or the
designee thereof, shall cancel the Initial Bond(s) delivered
hereunder and exchange therefor definitive Bonds of authorized
denominations, Stated Maturities, principal amounts and bearing
applicable interest rates for transfer and delivery to the
Holders named at the addresses identified therefor; all
pursuant to and in accordance wi th such written instructions
from the ini ti a I purchaser (s) , or the des ignee thereof, and
such other information and documentation as the Paying
Agent/Registrar may reasonably require.
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SECTION 9: Forms. A. Forms Generally. The Bonds,
the Registration Certificate of the Comptroller of Public
Accounts of the State of Texas, the Registration Certificate of
Paying Agent/Registrar, and the form of Assignment to be
printed on each of the Bonds, shall be substantially in the
forms set forth in this Section wi th such appropriate
insertions, omissions, substi tutions, and other variations as
are permitted or required by this Ordinance and may have such
letters, numbers, or other marks of identification (including
identifying numbers and letters of the Commi ttee on Uniform
Securities Identification Procedures of the American Bankers
Association) and such legends and endorsements (including
insurance legends acknowledging the Bonds were purchased wi th
insurance and any reproduction of an opinion of counsel)
thereon as may, consistently herewith, be established by the
Ci ty or determined by the off icers execut ing such Bonds as
evidenced by their execution. Any portion of the text of any
Bonds may be set forth on the reverse thereof, with an
appropriate reference thereto on the face of the Bond.
The definitive Bonds and the Initial Bonds shall be
printed, lithographed, or engraved, typewritten, photocopied or
otherwise reproduced in any other similar manner, all as
determined by the officers executing such Bonds as evidenced by
their execution.
B.
Form of Definitive Bond.
REGISTERED
NO.
REGISTERED
$
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF NORTH RICHLAND HILLS, TEXAS,
TAX AND GOLF COURSE REVENUE REFUNDING BOND,
SERIES 1991
Bond Date:
April 1, 1991
Interest Rate:
Stated Maturity:
CUSIP NO:
Registered Owner:
Principal Amount:
DOLLARS
The City of North Richland Hills (hereinafter referred
to as the "City"), a body corporate and political subdivision
in the County of Tarrant, State of Texas, for value received,
aCknowledges itself indebted to and hereby promi ses to pay to
the order of the Registered Owner named above, or the
registered assigns thereof, on the Stated Maturity date
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specified above the Principal Amount hereinabove stated (or so
much thereof as shall not have been paid upon prior redemption)
and to pay interest on the unpaid principal amount hereof from
the Bond Date at the per annum rate of interest specified above
computed on the basis of a 360-day year of twelve 30-day
months; such interest being payable on March 1 and September I
in each year, commencing March 1, 1992. Principal of this Bond
is payable at its Stated Maturity or redemption to the
registered owner hereof, upon presentation and surrender, at
the principal office of the Paying Agent/Registrar executing
the registration certificate appearing hereon, or its
successor. Interest is payable to the registered owner of this
Bond (or one or more Predecessor Bonds, as defined in the
Ordinance hereinafter referenced) whose name appears on the
"Security Register" maintained by the Paying Agent/Registrar at
the close of business on the "Record Date", which is the 15th
day of the month next preceding each interest payment date, and
interest shall be paid by the Paying Agent/Registrar by check
sent United States Mai l, first class postage prepaid, to the
address of the registered owner recorded in the Security
Register or by such other method, acceptable to the Paying
Agent/Registrar, requested by, and at the risk and expense of,
the registered owner. All payments of principal of, premium,
if any, and interest on this Bond shall be without exchange or
collection charges to the owner hereof and in any coin or
currency of the Uni ted States of America which at the time of
payment is legal tender for the payment of public and private
debts.
This Bond is one of the series specified in its title
issued in the aggregate principal amount of $4,870,000 (herein
referred to as the "Bonds") for the purpose of providing funds
for the discharge and final payment of certain outstanding
obligations of the City and to pay costs of issuance, under and
in strict conformity with the Constitution and laws of the
State of Texas, including Article 717k, V.A.T.C.S., and
pursuant to an Ordinance adopted by the Ci ty Counci I of the
City (herein referred to as the "Ordinance").
The Bonds maturing on and after September 1, 2002, may
be redeemed prior to their Stated Maturities, at the option of
the City, in whole or in part in principal amounts of $5,000 or
any integral multiple thereof (and if within a Stated Maturity
by lot by the Paying Agent/Registrar), on September 1, 2001, or
on any date thereafter, at the redemption price of par,
together wi th accrued interest to the date of redemption and
upon 30 days prior written notice being sent by United States
Mail, first class postage prepaid, to the registered owners of
the Bonds to be redeemed, and subject to the terms and
provisions relating thereto contained in the Ordinance. If
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this Bond (or any portion of the principal sum hereof) shall
have been duly called for redemption and notice of such
redemption duly given, then upon such redemption date this Bond
(or the portion of the principal sum hereof to be redeemed)
shall become due and payable, and interest thereon shall cease
to accrue from and after the redemption date therefor, provided
moneys for the payment of the redemption price and the interest
on the principal amount to be redeemed to the date of
redemption are held for the purpose of such payment by the
Paying Agent/Registrar.
In the event of a partial redemption of the principal
amount of this Bond, payment of the redemption price of such
principal amount shall be made to the registered owner only
upon presentation and surrender of this Bond to the Paying
Agent/Registrar at its principal office, and there shall be
issued to the registered owner hereof, without charge, a new
Bond or Bonds of like maturity and interest rate in any
authorized denominations provided by the Ordinance for the then
unredeemed balance of the principal sum hereof. If this Bond is
selected for redemption, in whole or in part, the City and the
Paying Agent/Registrar shall not be required to transfer this
Bond to an assignee of the registered owner wi thin 45 days of
the redemption date therefor; provided, however, such
limitation on transferability shall not be applicable to an
exchange by the registered owner of the unredeemed balance
hereof in the event of its redemption in part.
The Bonds are payable from the proceeds of an ad valorem
tax levied, within the limitations prescribed by law, upon all
taxable property in the City and are additionally payable from
and secured by a lien on and pledge of the Net Revenues (as
defined in the Ordinance) received by the City from Golf Course
Facilities (identified and defined in the Ordinance).
Reference is hereby made to the Ordinance, a copy of which is
on file in the principal office of the Paying Agent/Registrar,
and to all the provisions of which the owner or holder of this
Bond by the acceptance hereof hereby assents, for defini tions
of terms; the description of and the nature and extent of the
tax levied for the payment of the Bonds; the properties
constituting the Golf Course Facilities; the Net Revenues
pledged to the payment of the principal of and interest on the
Bonds; the nature and extent and manner of enforcement of the
pledge; the terms and conditions relating to the transfer or
exchange of this Bond; the conditions upon which the Ordinance
may be amended or supplemented wi th or wi thout the consent of
the Holders; the rights, duties, and obligations of the City
and the Paying Agent/Registrar; the terms and provisions upon
which the tax levy and the liens, pledges, charges and
covenants made therein may be discharged at or prior to the
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maturity of this Bond, and this Bond deemed to be no longer
Outstanding thereunder: and for the other terms and provisions
contained therein. Capitalized terms used herein have the
meanings assigned in the Ordinance.
This Bond, subject to certain limitations contained in
the Ordinance, may be transferred on the Security Register only
upon its presentation and surrender at the principal office of
the Paying Agent/Registrar, with the Assignment hereon duly
endorsed by, or accompanied by a written instrument of transfer
in form satisfactory to the Paying Agent/Registrar duly
executed by, the registered owner hereof, or his duly
authorized agent. When a transfer on the Security Register
occurs, one or more new fully registered Bonds of the same
Stated Maturity, of authorized denominations, bearing the same
rate of interest, and of the same aggregate principal amount
will be issued by the paying Agent/Registrar to the designated
transferee or transferees.
The City and the Paying Agent/Registrar, and any agent
of either, shall treat the registered owner whose name appears
on the Security Register (i) on the Record Date as the owner
entitled to payment of interest hereon, (ii) on the date of
surrender of this Bond as the owner entitled to payment of
principal hereof at its Stated Maturity or its redemption, in
whole or in part, and (iii) on any other date as the owner for
all other purposes, and neither the City nor the Paying Agent/
Registrar, or any agent of either, shall be affected by notice
to the contrary. In the event of nonpayment of interest on a
scheduled payment date and for thirty (30) days thereafter, a
new record date for such interest payment (a "Special Record
Date") will be established by the Paying Agent/Registrar, if
and when funds for the payment of such interest have been
received from the City. Notice of the Special Record Date and
of the scheduled payment date of the past due interest (which
shall be 15 days after the Special Record Date) shall be sent
at least five (5) business days prior to the Special Record
Date by United States Mail, first class postage prepaid, to the
address of each Holder appearing on the Securi ty Register at
the close of business on the last business day next preceding
the date of mailing of such notice.
It is hereby certified, recited, represented and
declared that the City is a body corporate and political
subdivision duly organized and legally existing under and by
virtue of the Constitution and laws of the State of Texas; that
the issuance of the Bonds is duly authorized by law; that all
acts, conditions and things required to exist and be done
precedent to and in the issuance of the Bonds to render the
same lawful and valid obligations of the City have been
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properly done, have happened and have been performed in regular
and due time, form and manner as required by the Constitution
and laws of the State of Texas, and the Ordinance i that the
Bonds do not exceed any Constitutional or statutory limitation;
and that due provision has been made for the payment of the
principal of and interest on the Bonds by the levy of a tax and
a pledge of and lien on the Net Revenues received from the Golf
Course Facilities as aforestated. In case any provision in this
Bond shall be invalid, illegal, or unenforceable, the validity,
legality, and enforceability of the remaining provisions shall
not in any way be affected or impaired thereby. The terms and
provisions of this Bond and the Ordinance shall be construed in
accordance with and shall be governed by the laws of the State
of Texas.
IN WITNESS WHEREOF, the Ci ty Counci I of the City has
caused this Bond to be duly executed under the official seal of
the City as of the Bond Date.
CITY OF NORTH RICHLAND HILLS,
TEXAS
COUNTERSIGNED:
Mayor
City Secretary
(SEAL)
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C. *Form of Registration Certificate of Comptroller
of Public Accounts to appear on Initial Bond(s)
only.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
(
(
(
(
REGISTER NO.
THE STATE OF TEXAS
I HEREBY CERTIFY that this Bond has been examined,
certified as to validity and approved by the Attorney General
of the State of Texas, and duly registered by the Comptroller
of Public Accounts of the State of Texas.
WITNESS my signature and seal of office this
Comptroller of Public Accounts
of the State of Texas
(SEAL)
D. Form of Certificate of Paying Agent/Registrar to
appear on Definitive Bonds only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Bond has been duly issued and registered under the
provisions of the within-mentioned Ordinance; the bond or bonds
of the above entitled and designated series originally
delivered having been approved by the Attorney General of the
State of Texas and registered by the Comptroller of Public
Accounts, as shown by the records of the Paying Agent/Registrar.
TEAM BANK, Fort Worth, Texas,
as Paying Agent/Registrar
Registration Date:
By
Authorized Signature
*NOTE TO PRINTER:
Do Not Print on Definitive Bonds
-14-
E. Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED
ass igns, and transfers unto
and zip code of transferee:)
the undersigned hereby sells,
(Print or typewrite name, address,
.. ........ ..... .... ...............
............................................................... .
.. .......... ... .................................... ....... ......
(Social Security or other identifying number: ... ..............
.................) the within Bond and all rights thereunder,
and hereby irrevocably constitutes and appoints ...............
.... .... .................. ...... ........ .......... ....... .......
attorney to transfer the wi thin Bond on the books kept for
registration thereof, wi th full power of substitution in the
premises.
DATED:
... ............ ......
....... ............ ....... ......
................ .......... ...
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.
Signature guaranteed:
F.
The Initial Bond(s) shall be in the form set
forth in paragraph B of this Section, except that
the form of the single fully registered Ini tial
Bond shall be modified as follows:
(i)
immediately under the name of the bond the
headings "Interest Rate " and "Stated
Maturity " shall both be omitted;
(ii)
Paragraph one shall read as follows:
Registered Owner:
Principal Amount:
Dollars
The City of North Richland Hi lls (hereinafter referred
to as the "City"), a body corporate and municipal corporation
in the County of Tarrant, State of Texas, for value received,
acknowledges itself indebted to and hereby promises to pay to
the order of the Registered Owner named above, or the
registered assigns thereof, the Principal Amount hereinabove
stated on September 1 in each of the years and in principal
installments in accordance with the following schedule:
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YEAR OF
MATURITY
PRINCIPAL
INSTALLMENTS
INTEREST
RATE
(Information to be inserted from
schedule in Section 2 hereof).
(or so much principal thereof as shall not have been prepaid
prior to maturity) and to pay interest on the unpaid Principal
Amount hereof from the Bond Date at the per annum rates of
interest specified above computed on the basis of a 360-day
year of twelve 30-day months i such interest being payable on
March 1 and September I in each year, commencing March 1,
1992. Principal installments of this Bond are payable in the
year of maturity or on a prepayment date to the registered
owner hereof, upon its presentation and surrender, at the
principal office of TEAM BANK, Fort Worth, Texas (the "Paying
Agent/Registrar"). Interest is payable to the registered owner
of this Bond whose name appears on the "Security Register"
maintained by the Paying Agent/Registrar at the close of
business on the "Record Date", which is the 15th day of the
month next preceding each interest payment date, and interest
shall be paid by the Paying Agent/Registrar by check sent
United States Mail, first class postage prepaid, to the address
of the registered owner recorded in the Security Register or by
such other method, acceptable to the Paying Agent/Registrar,
requested by, and at the risk and expense of, the registered
owner. All payments of principal of, premium, if any, and
interest on this Bond shall be without exchange or collection
charges to the owner hereof and in any coin or currency of the
United States of America which at the time of payment is legal
tender for the payment of public and private debts.
SECTION IO: Definitions. That for purposes of this
Ordinance and for clarity with respect to the issuance of the
Bonds, and the levy of taxes and appropriation of Net Revenues
therefor, the following words or terms, whenever the same
appears herein without qualifying language, are defined to mean
as follows:
(a) The term "Golf Course Facilities" shall
mean the 18 hole golf course located on the western
side of the City on approximately 165 acres of land
bordering in part Fossi I Creek, and being all land
and facilities owned, operated and maintained by, or
on behalf of, the City at such location for the
playing or practicing, or the giving of instruction
in, the game of golf, including pro shops, club
houses, cart rentals and other similar facilities
incident and/or related thereto or therefor.
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(b) The term "Net Revenues" shall mean, with
respect to any period, all income, receipts and
revenues received by the City from the operation and
ownership of the Golf Course Facilities less
Operating and Maintenance Expenses of the Golf Course
Facilities during such period.
(c) The term "Bonds" shall mean the "City of
North Richland Hills, Texas, Tax and Golf Course
Revenue Refunding Bonds, Series 1991" authorized by
this Ordinance.
(d) The term "Bond Fund" shall mean the special
Fund created and established under the provisions of
Section II of this Ordinance.
(e) The term "Fiscal Year" shall mean the
annual financial accounting period used by the City
with respect to the operation of the Golf Course
Facilities to end September 30th of each year;
provided, however, the City Counci I may change such
annual financial accounting period to end on another
date if such change is found and determined to be
necessary.
(f) The term "Collection Date" shall mean, when
reference is being made to the levy and collection of
annual ad valorem taxes, the date the annual ad
valorem taxes levied each year by the Ci ty become
delinquent.
(g) The term "Additional Obligations" shall
mean additional combination tax and revenue
obligations hereafter issued under and pursuant to
the provisions of V.T.C.A., Local Government Code,
Subchapter C of Chapter 271, as amended, or similar
law hereafter enacted and payable from ad valorem
taxes and additionally payable from and secured by a
lien on and pledge of the Net Revenues of the Golf
Course Facilities on a parity with and of equal rank
and digni ty wi th the lien and pledge securing the
payment of the Bonds.
(h) The term "Government Securities" shall mean
direct obligations of the United States of America,
including obligations the principal of and interest
on which are unconditionally guaranteed by the United
States of America, and the United States Treasury
obligations such as its State and Local Government
Series in book-entry form.
-17-
(i) The term "Outstanding" when used in this
Ordinance with respect to Bonds means, as of the date
of determination, all Bonds theretofore issued and
delivered under this Ordinance, except:
(1) those Bonds cancelled
Agent/Registrar or delivered
Agent/Registrar for cancellation;
by
to
the
the
Paying
Paying
(2) those Bonds paid or deemed to be paid by
the City in accordance with the provisions of
Section 24 hereof; and
(3) those Bonds that have been mutilated,
destroyed, lost, or stolen and replacement Bonds have
been registered and delivered in lieu thereof as
provided in Section 23 hereof.
(j) The term "Operating and Maintenance
Expenses" shall mean all reasonable and necessary
costs and expenses incurred and paid by the City
directly or indirectly in connection with and
attributable to the operation and maintenance of the
Golf Course Facilities, including, but not limited
to, the cost of insurance, the purchase and carrying
of stores, materials, and supplies, the payment of
management fees, sa laries, labor and other expenses
reasonably and properly charged, under generally
accepted accounting principles, to the operation and
maintenance of the Golf Course Facilities.
Depreciation charges on equipment, machinery,
buildings and other facilities and expenditures
classed under generally accepted accounting
principles as capital expenditures shall not be
considered as "Operating and Maintenance Expenses"
for purposes of determining "Net Revenues".
SECTION II: Bond Fund. That, for the purpose of paying
the interest on and to provide a sinking fund for the payment,
redempt i on and ret i remen t of the Bonds, there sha II be and is
hereby created a special account or fund on the books and
records of the City to be des ignated "SPECIAL TAX AND GOLF
COURSE REVENUE REFUNDING BOND FUND", which Fund sha 11 be kept
and maintained at the City's depository bank, and moneys
deposited in said Fund shall be used for no other purpose.
Authorized officials of the City are hereby authorized and
directed to make withdrawals from said Fund sufficient to pay
the principal of and interest on the Bonds as the same become
due and payable, and, shall cause to be transferred to the
Paying Agent/Registrar from moneys on deposit in the Bond Fund
-18-
an amount sufficient to pay the amount of principal and/or
interest falling due on the Bonds, such transfer of funds to
the Paying Agent/Registrar to be made in such manner as will
cause immediately available funds to be deposited with the
Paying Agent/Registrar on or before the last business day next
preceding each interest and principal payment date for the
Bonds.
Pending the transfer of funds to the Paying
Agent/Registrar, money in the Bond Fund may, at the option of
the City, be invested in obligations identified in, and in
accordance with the provisions of the "Public Funds Investment
Act of 1987" relating to the investment of "bond proceeds";
provided that all such investments shall be made in such a
manner that the money required to be expended from said Fund
wi II be avai lable at the proper time or times. All interest
and income derived from deposits and investments in said Bond
Fund shall be credited to, and any losses debited to, the said
Bond Fund. All such investments shall be sold promptly when
necessary to prevent any default in connection with the Bonds.
SECTION 12: Tax Levy. That, to provide for the payment
of the "Debt Service Requi rements" on the Bonds being (i) the
interest on said Bonds and (ii) a sinking fund for their
redemption at maturity or a sinking fund of 2\ (whichever
amount shall be the greater), there shall be and there is
hereby levied for the current year and each succeeding year
thereafter while said Bonds or any interest thereon shall
remain Outstanding, a sufficient tax on each one hundred
dollars' valuation of taxable property in said City, adequate
to pay such Debt Service Requirements, full allowance being
made for delinquencies and costs of collection; said tax shall
be assessed and collected each year and applied to the payment
of the Debt Service Requirements, and the same shall not be
diverted to any other purpose. The taxes so levied and
collected shall be paid into the Bond Fund. The City Council
hereby declares its purpose and intent to provide and levy a
tax legally and fully sufficient to pay the said Debt Service
Requirements, it having been determined that the existing and
available taxing authority of the City for such purpose is
adequate to permit a legally sufficient tax in consideration of
all other outstanding indebtedness.
The amount of taxes to be provided annually for the
payment of the principal of and interest on the Bonds shall be
determined and accomplished in the following manner:
(a) Prior to the date the City Council establishes the
annual tax rate and passes an ordinance levying ad valorem
taxes each year, the Council shall determine:
-19-
(l) The amount on deposit in the Bond Fund
after (a) deducting therefrom the total amount of
Debt Service Requirements to become due on Bonds
prior to the Collection Date for the ad valorem taxes
to be levied and (b) adding thereto the amount of the
Net Revenues of the Golf Course Facilities
appropriated and budgeted to pay such Debt Service
Requirements prior to the Collection Date for the
ad valorem taxes to be levied.
(2) The amount of Net Revenues of the Golf
Course Facili ties, appropriated and to be set aside
for the payment of the Debt Service Requi rements on
the Bonds between the Collection Date for the taxes
then to be levied and the Collection Date for the
taxes to be levied during the next succeeding
calendar year.
(3) The amount of Debt Service Requi rements to
become due and payable on the Bonds between the
Collection Date for the taxes then to be levied and
the Collection Date for the taxes to be levied during
the next succeeding calendar year.
(b) The amount of taxes to be levied annually each year
to pay the Debt Service Requirements on the Bonds shall be the
amount established in paragraph (3) above in excess of the sum
total of the amounts established in paragraphs (1) and (2),
after taking into consideration delinquencies and costs of
collecting such annual taxes.
SECTION 13: Pledge of Revenues. The Ci ty hereby
covenants and agrees that all the Net Revenues received by the
City from the Golf Course Facilities, with the exception of
those in excess of the amounts required to be deposited to the
Bond Fund as hereafter provided, are hereby irrevocably pledged
to the payment of the principal of and interest on the Bonds
and Additional Obligations, if issued, and the pledge of such
Net Revenues herein made for the payment of the Bonds sha 11
constitute a lien on the Net Revenues received by the City from
the Golf Course Facilities in accordance with the terms and
provisions hereof and be valid and binding without further
action by the City and without any filing or recording except
for the filing of this Ordinance in the records of the City.
SECTION 14: Revenue Fund. The City hereby covenants
and agrees that the Golf Course Facilities shall be separately
operated and maintained with respect to revenues and accounts
and records from other departments or operations of the Ci ty,
and all revenues received by the City from the operation and
-20-
ownership of the Golf Course Facilities shall be deposited into
an account maintained at an official deposi tory of the Ci ty
known as the "City of North Richland Hills Golf Course Revenue
Fund" (hereinarter called the "Revenue Fund"). All moneys
deposited to the credit of the Revenue Fund shall be pledged
and appropriated to the extent required for the following
purposes and in the order of priority shown, to wit:
First: To the payment of Operating and
Maintenance Expenses properly charged to the
operation, maintenance and administration of the
Golf Course Facilities.
Second: To the payment of the amounts required
to be deposited in the special funds and
accounts created and established for the payment
of the Bonds (the Bond Fund) and Additional
Obligations.
Any Net Revenues remaining in the Revenue Fund after
satisfying the foregoing payments, or making adequate and
sufficient provision for the payment thereof, may be
appropriated and used for any other City purpose now or
hereafter permitted by law.
SECTION 15: Deposits to Bond Fund. The City hereby
covenants and agrees to cause to be deposited to the credit of
the Bond Fund prior to each principal and interest payment date
for the Bonds from the pledged Net Revenues of the Golf Course
Facilities in the Revenue Fund an amount equal to one hundred
per centum (100\) of the amount requi red to fully pay the
interest and principal then due and payable on the Bonds, such
deposits to pay maturing principal and accrued interest on the
Bonds to be made in semiannual installments on or before the
15th calendar day of each August and February beginning
February 15, 1992.
The deposits to be made to the credit of the Bond Fund, as
hereinabove provided, shall be made unti 1 such time as such
Fund contains an amount equal to pay the principal of and
interest and premium, if any, on the Bonds to maturity or
redemption, as the case may be. Accrued interest and premium,
if any, received from the purchaser of the Bonds deposited to
the Bond Fund and ad valorem taxes levied, collected and
deposited in the Bond Fund for and on behalf of the Bonds may
be taken into consideration and reduce the amount of the
deposits otherwise required to be deposited in the Bond Fund
from the Net Revenues of the Golf Course Facilities. In
addition, any surplus proceeds from the sale of the Bonds not
-21-
expended for authorized purposes shall be deposited in the Bond
Fund, and such amounts so deposited shall reduce the sums
otherwise required to be deposited in said Fund from ad valorem
taxes and the Net Revenues of the Golf Course Facilities.
SECTION 16: Security of Funds. That all moneys on
deposit in the Funds for which this Ordinance makes provision
(except any portion thereof as may be at any time properly
invested) shall be secured in the manner and to the fullest
extent required by the laws of Texas for the security of public
funds, and moneys on deposit in such Funds shall be used only
for the purposes permitted by this Ordinance.
SECTION 17: Maintenance of Golf Course Facilities-
Insurance. That the Ci ty covenants and agrees that whi le the
Bonds remain Outstanding, the Golf Course Facilities shall be
operated and maintained with all possible efficiency.
Furthermore, casualty and other insurance shall be maintained
on the properties of the Golf Course Facilities of a kind and
in such amounts customari ly carried by municipal corporations
in the State of Texas on such kind of facilities.
SECTION 18: Rates and Charges. That the City hereby
covenants and agrees wi th the Holders of the Bonds that green
fees and other charges with respect to and associated with the
use of the Golf Course Facilities will be established and
maintained that are reasonably expected, on the basis of
available information and experience and with due allowance for
contingencies, to provide revenues:
(a) To pay Operating and Maintenance Expenses
of the Golf Course Facilities;
(b) To produce Net Revenues sufficient to pay
the amounts, if any, required to be deposited in the
special Fund created and established for the payment
of the Bonds (the Bond Fund) and Addi tiona 1
Obligations; and
(c) To pay other legally incurred indebtedness
payable from the revenues of the Golf Course
Facilities and/or secured by a lien on the Golf
Course Facilities or the revenues thereof.
SECTION 19: Records and Accounts - Annual Audit. The
Ci ty further covenants and agrees that whi Ie any of the Bonds
remain Outstanding, accurate and complete records and accounts
pertaining to the operations of the Golf Course Facilities
shall be kept and maintained, which records and accounts shall
-22-
conform to generally accepted accounting principles and
practices. The City further agrees that following the close of
each Fiscal Year, it wi 11 cause an audi t of such books and
accounts to be made by an independent firm of Certified Public
Accountants. Copies of each annual audit shall be furnished to
the Executive Director of the Municipal Advisory Council of
Texas at his office in Austin, Texas, and, upon written
request, to the original purchaser of the Bonds and any
subsequent Holder thereof.
SECTION 20: Remedies in Event of Default. That,
in addition to all the rights and remedies provided by the laws
of the State of Texas, the Ci ty covenants and agrees
particularly that in the event the City (a) defaults in the
payments to be made to the Bond Fund, or (b) defaults in the
observance or performance of any other of the covenants,
conditions or obligations set forth in this Ordinance, the
Holders of any of the Bonds shall be entitled to a writ of
mandamus issued by a court of proper jurisdiction compelling
and requiring the governing body of the City and other officers
of the Ci ty to observe and perform any covenant, condi tion or
obligation prescribed in this Ordinance.
No delay or omission to exercise any right or power
accruing upon any default shall impair any such right or power,
or shall be construed to be a waiver of any such default or
acquiescense therein, and every such right and power may be
exercised from time to time and as often as may be deemed
expedient. The specific remedies herein provided shall be
cumulative of all other existing remedies and the specification
of such remedies shall not be deemed to be exclusive.
SECTION 21: Special Covenants.
further covenants as follows:
That the City hereby
(a) That it has the lawful power to pledge the
Net Revenues of the Golf Course Facilities supporting
this issue of Bonds and has lawfully exercised said
power under the Constitution and laws of the State of
Texas.
(b) That other than for the payment of the
Refunded Obligations (until such obligations are
defeased) and the Bonds, the Net Revenues to be
received by the City from the operation and ownership
of the Golf Course Facilities have not in any manner
been pledged to the payment of any debt or obligation
of the City or of the Golf Course Facilities.
-23-
SECTION 22: Issuance of Additional Obligations. That
the City hereby expressly reserves the right to hereafter
issue, without limitation as to amount or any other
restriction, Additional Obligations, as well as the right to
issue any other special or general obligation payable from and
secured, in whole or in part, by a pari ty or subordinate lien
on and pledge of the Net Revenues of the Golf Course Facilities.
SECTION 23: Mutilated Destroyed Lost and Stolen
Bonds. In case any Bond shall be mutilated, or destroyed, lost
or stolen, the Paying Agent/Registrar may execute and deliver a
replacement Bond of like form and tenor, and in the same
denomination and bearing a number not contemporaneously
outstanding, in exchange and substi tution for such muti lated
Bond, or in lieu of and in substitution for such destroyed,
lost or stolen Bond, only upon the approval of the Ci ty and
after (i) the filing by the Holder thereof with the Paying
Agent/ Registrar of evidence satisfactory to the Paying Agent/
Registrar of the destruction, loss or theft of such Bond, and
of the authenticity of the ownership thereof and (ii) the
furnishing to the Paying Agent/Registrar of indemnification in
an amount satisfactory to hold the Ci ty and the Paying Agent/
Registrar harmless. All expenses and charges associated wi th
such indemnity and with the preparation, execution and delivery
of a replacement Bond shall be borne by the Holder of the Bond
mutilated, or destroyed, lost or stolen.
Every replacement Bond issued pursuant to this Section
shall be a valid and binding obligation, and shall be entitled
to all the benefits of this Ordinance equally and ratably with
all other Outstanding Bonds; notwithstanding the enforceability
of payment by anyone of the destroyed, lost, or stolen Bonds.
The provisions of this Section are exclusive and shall
preclude (to the extent lawful) a II other rights and remedies
with respect to the replacement and payment of mutilated,
destroyed, lost or stolen Bonds.
SECTION 24: Satisfaction of Obligation of City. If the
City shall payor cause to be paid, or there shall otherwise be
paid to the Holders, the principal of, premium, if any, and
interest on the Bonds, at the times and in the manner
stipulated in this Ordinance, then the pledge of taxes levied
under thi s Ordinance and a II covenants, agreements, and other
obligations of the City to the Holders shall thereupon cease,
terminate, and be discharged and satisfied.
Bonds or any principa 1 amount (s) thereof shall be deemed
to have been paid within the meaning and with the effect
expressed above in this Section when (i) money sufficient to
-24-
pay in full such Bonds or the principal amount(s) thereof at
maturity or to the redemption date therefor, together with all
interest due thereon, shall have been irrevocably deposited
wi th and held in trust by the Paying Agent/Registrar, or an
authorized escrow agent, or (ii) Government Securities shall
have been irrevocably deposited in trust with the Paying Agent/
Registrar, or an authorized escrow agent, which Government
Securities have been certified by an independent accounting
firm to mature as to principal and interest in such amounts and
at such times as will insure the availability, without
reinvestment, of sufficient money, together with any moneys
deposited therewith, if any, to pay when due the principal of
and interest on such Bonds, or the principal amount(s) thereof,
on and prior to the Stated Maturi ty thereof or (if notice of
redemption has been duly given or waived or if irrevocable
arrangements therefor acceptable to the Paying Agent/Registrar
have been made) the redemption date thereof. The City
covenants that no deposit of moneys or Government Securities
will be made under this Section and no use made of any such
deposit which would cause the Bonds to be treated as "arbitrage
bonds" within the meaning of Section 148 of the Internal
Revenue Code of 1986, as amended, or regulations adopted
pursuant thereto.
Any moneys so deposi ted wi th the Paying Agent/
Registrar, or an authorized escrow agent, and all income from
Government Securities held in trust by the Paying Agent/
Registrar, or an authorized escrow agent, pursuant to this
Section which is not required for the payment of the Bonds, or
any principal amount(s) thereof, or interest thereon with
respect to which such moneys have been so deposited shall be
remitted to the City or deposited as directed by the City.
Furthermore, any money held by the Paying Agent/Registrar for
the payment of the principal of and interest on the Bonds and
remaining unclaimed for a period of four (4) years after the
Stated Maturity, or applicable redemption date, of the Bonds
such moneys were deposited and are held in trust to pay shall
upon the request of the City be remitted to the City against a
written receipt therefor. Notwithstanding the above and
foregoing, any remittance of funds from the Paying
Agent/Registrar to the City shall be subject to any applicable
unclaimed property laws of the State of Texas.
SECTION 25: Ordinance a Contract Amendments. This
Ordinance shall constitute a contract with the Holders from
time to time, be binding on the City, and shall not be amended
or repealed by the City so long as any Bond remains Outstanding
except as permitted in this Section. The City may, without the
consent of or notice to any Holders, from time to time and at
any time, amend this Ordinance in any manner not detrimental to
-25-
the interests of the Holders, including the curing of any
ambigui ty, inconsistency, or formal defect or omission herein.
In addition, the City may, with the consent of Holders hOlding
a majority in aggregate principal amount of the Bonds then
Outstanding affected thereby, amend, add to, or rescind any of
the provisions of this Ordinance; provided that, without the
consent of all Holders 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 principa I amount thereof, the redemption
price therefor, or the rate of interest thereon, or in any
other way modify the terms of payment of the principal of,
premium, if any, or interest on the Bonds, (2) give any
preference to any Bond over any other Bond, or (3) reduce the
aggregate principal amount of Bonds required to be held by
Holders for consent to any such amendment, addition, or
rescission.
SECTION 26:
Covenants to Maintain Tax-Exempt Status.
(a) Definitions. When used in this Section, the
following terms shall have the following meanings:
"Code" means the Internal Revenue Code of 1986,
as amended by all legislation, if any, enacted on or
before the Issue Date.
"Computation Date" has the meaning stated in
Treas. Reg. S 1.148-8T(b) (1) .
"Gross Proceeds" has the meaning stated in
Treas. Reg. S 1.148-8T(d).
"Investment" has the meaning stated in Treas.
Reg. S 1.148-8T(e).
"Nonpurpose Investment" means any Investment in
which Gross Proceeds of the Bonds are invested and
which is not acquired to carry out the governmental
purpose of the Bonds. Obligations acquired with
proceeds of the Bonds that are to be used to
discharge the Refunded Obligations are Nonpurpose
Investments.
"Rebatable Arbitrage" has the meaning stated in
Treas. Reg. S 1.148-2T.
"Yield of"
(1) any Investment shall be computed in
accordance with Treas. Reg. S1.148-2T, and
-26-
(2) the Bonds has the meaning stated in
Treas. Reg. § 1.148-3T.
(b) Not to Cause Interest to Become Taxable. The City
shall not use, permit the use of, or omit to use Gross Proceeds
or any other amounts (or any property the acquisition,
construction, or improvement of which is to be financed
directly or indirectly with Gross Proceeds) in a manner which,
if made or omitted, respectively, would cause the interest on
any Bond to become includable in the gross income, as defined
in section 61 of the Code, of the owner thereof for federal
income tax purposes. Without limiting the generality of the
foregoing, unless and until the City shall have received a
written opinion of counsel nationally recognized in the field
of municipal bond law to the effect that failure to comply with
such covenant will not adversely affect the exemption from
federal income tax of the interest on any Bond, the City shall
comply with each of the specific covenants in this Section.
(c) No Private Use or Private Payments. Except as
permi tted by section 141 of the Code and the regulations and
rulings thereunder, the City shall, at all times prior to the
last Stated Maturity of Bonds,
(1) exclusively own, operate, and possess all
property the acquisition, construction, or
improvement of which is to be financed directly or
indirectly with Gross Proceeds of the Bonds
(including property financed with Gross Proceeds of
the Refunded Obligations) and not use or permit the
use of such Gross Proceeds or any property acquired,
constructed, or improved with such Gross Proceeds
(including all contractual arrangements with terms
different than those applicable to the general
public) in any activity carried on by any person or
entity other than a state or local government, unless
such use is solely as a member of the general public,
or
(2) not directly or indirectly impose or accept
any charge or other payment for use of Gross Proceeds
of the Bonds or any property the acquisition,
construction, or improvement of which is to be
financed directly or indirectly with such Gross
Proceeds (including property financed with Gross
Proceeds of the Refunded Obligations), other than
taxes of general application within the City or
interest earned on investments acquired with such
Gross Proceeds pending application for their intended
purposes.
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(d) No Private Loan. Except to the extent permitted by
section 14l of the Code and the regulations and rulings
thereunder, the Ci ty shall not use Gross Proceeds of the Bonds
to make or finance loans to any person or entity other than a
state or local government. For purposes of the foregoing
covenant, such Gross Proceeds are considered to be "loaned" to a
person or entity if (1) property acquired, constructed, or
improved with such Gross Proceeds is sold or leased to such
person or entity in a transaction which creates a debt for
federal income tax purposes, (2) capacity in or service from
such property is committed to such person or entity under a
take-or-pay, output, or similar contract or arrangement, or (3)
indirect benefits, or burdens and benefits of ownership, of such
Gross Proceeds or any property acquired, constructed, or
improved with such Gross Proceeds are otherwise transferred in a
transaction which is the economic equivalent of a loan.
(e) Not to Invest at Higher Yield. Except to the extent
permitted by section 148 of the Code and the regulations and
rulings thereunder, the City shall not, at any time prior to the
final Stated Maturity of the Bonds, directly or indirectly
invest Gross Proceeds of the Bonds in any Investment (or use
such Gross Proceeds to replace money so invested), if as a
result of such investment the Yield of all Investments allocated
to such Gross Proceeds whether then held or previously disposed
of, exceeds the Yield of the Bonds.
(f) Not Federally Guaranteed. Except to the extent
permitted by section 149(b) of the Code and the regulations and
rulings thereunder, the City shall not take or omit to take any
action which would cause the Bonds to be federally guaranteed
within the meaning of Section l49(b) of the Code and the
regulations and rulings thereunder.
(g) Information Report. The City shall timely file with
the Secretary of the Treasury the information required by
section 149(e) of the Code with respect to the Bonds on such
form and in such place as such Secretary may prescribe.
(h) Payment of Rebatable Arbitrage. Except to the extent
otherwise provided in section 148(f) of the Code and the
regulations and rulings thereunder,
(1) The City shall account for all Gross
Proceeds of the Bonds (including all receipts,
expenditures, and investments thereof) on its books
of account separately and apart from all other funds
(and receipts, expenditures~ and investments thereof)
and shall maintain all records of such accounting
with the official transcript of the proceedings
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relating to the issuance of the Bonds until six years
after the final Computation Date. The City may,
however, to the extent permitted by section 148(f) of
the Code and the regulations thereunder, commingle
Gross Proceeds of the Bonds wi th other money of the
City, provided that the City separately accounts for
each receipt and expendi ture of such Gross Proceeds
and the obligations acquired therewith.
(2) Not less frequently than each Computation
Date, the City shall either (i) cause to be
calculated by a nationally recognized accounting or
financial advisory firm or (ii) calculate and cause
its calculations to be verified by a nationally
recognized accounting or financial advisory firm, in
either case in accordance with rules set forth in
section 148(f) of the Code and Treas. Reg. § 1.148-2T
and rulings thereunder, the Rebatable Arbitrage wi th
respect to the Bonds. The City shall maintain such
calculations relating to the Bonds until six years
after the final Computation Date.
(3) As additional consideration for the
purchase of the Bonds by the initial purchasers
thereof and the loan of the money represented
thereby, and in order to induce such purchase by
measures designed to result in the excludability of
the interest thereon from the gross income of the
owners thereof for federal income tax purposes, the
City shall pay to the United States the amount
described in paragraph (2) above and the amount
described in paragraph (4) below, at the times, in
the installments, to the place, in the manner, and
accompanied by such forms or other information as is
or may be required by section l48(f) of the Code and
Treas. Reg. §§ 1.148-IT through 1.148-9T and rulings
thereunder.
(4) The Ci ty shall exercise reasonable
diligence to assure that no errors are made in the
calculations required by paragraph (2) and, if such
error is made, to discover and promptly to correct
such error within a reasonable amount of time
thereafter, including payment to the United States of
any Correction Amount as described in Treas.
Reg. § 1.148-lT(c)(2) and any penalty under Treas.
Reg. § 1.148-lT(c)(3)(ii)(B).
.
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(i) Qualified Advance Refunding. The Bonds are being
issued exclusively to refund the Refunded Obligations, and the
Bonds will be issued more than 90 days before the redemption of
the Refunded Obligations. The City represents that:
(1) None of the Refunded Obligations are "private
activity bonds," within the meaning of section 141 of the
Code. Specifically, the covenants set forth in subsection
(c) and (d) of this Section are true, correct, and
complete wi th respect to the Refunded Obligations, thei r
proceeds, and the facilities financed therewith.
(2) The Bonds are the first advance refunding
(within the meaning of section 149(d) (5) of the Code) of
the Refunded Obligations.
(3) The Refunded Obligations are being called for
redemption, and will be redeemed, not later than the
earliest date on which each such issue may be redeemed at
par or at a premium of 3 percent or less.
(4) The initial temporary period under section
148(c) of the Code will end (i) with respect to the
proceeds of the Bonds not later than 30 days after the
date of issue of such Bonds and (ii) with respect to
proceeds of the Refunded Obligations on the date of
issuance of the Bonds if not ended prior thereto.
(5) Section 148(e) of the Code did not apply to the
Refunded Obligations. On and after the date of issue of
the Bonds no proceeds of the Refunded Obligations will be
invested in Nonpurpose Investments having a Yield in
excess of the Yield on the Refunded Obligations to which
any of such proceeds relate.
(6) The City will not realize
service savings in connection wi th
Bonds. In the issuance of the Bonds
no "device" to obtain a material
(based on arbitrage), within the
149(d)(4) of the Code.
present value debt
the issuance of the
the City has employed
financial advantage
meaning of section
SECTION 27: Sale of Bonds - Official Statement Approval.
The Bonds authorized by this Ordinance are hereby sold by the
City to Prudential Securities, Inc. (herein referred to as the
"Purchasers") in accordance wi th the Purchase Contract, dated
March 25, 1991, attached hereto as Exhibit A and incorporated
herein by reference as a part of this Ordinance for all
purposes. The Mayor is hereby authorized and directed to
execute said Purchase Contract for and on behalf of the Ci ty
and as the act and deed of this Council, and the City Secretary
is authorized to attest said Purchase Contract, in regard to
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the approval and execution of the Purchase Contract, the
Council hereby finds, determines and declares that the
representations, warranties and agreements of the City
contained therein are true and correct in all material respects
and shall be honored and performed by the City.
Furthermore, the use of the Preliminary Official Statement
by the Purchasers in connection with the public offering and
sale of the Bonds is hereby ratified, confirmed and approved in
all respects. The final Official Statement, being a
modification and amendment of the Preliminary Official
Statement to ref lect the terms of sa le, attached as Exhibit A
to the Purchase Contract (together with such changes approved
by the Mayor, City Secretary, Director of Finance and City
Manager, anyone or more of said officials), shall be and is
hereby in a II respects approved and the Purchasers are hereby
authorized to use and distribute said final Official Statement,
dated March 25, 1991, in the reoffering, sale and delivery of
the Bonds to the public. The Mayor and Ci ty Secretary are
further authorized and directed to manually execute and deliver
for and on behalf of the City copies of said Preliminary
Official Statement and Official Statement in final form as may
be required by the Purchasers, and such final Official
Statement in the form and content manually executed by said
officials shall be deemed to be approved by the Ci ty Counci 1
and constitute the Official Statement authorized for
distribution and use by the Purchasers.
SECTION 28: Special Escrow Agreement Approval and
Execution. The "Special Escrow Agreement" (the "Agreement") by
and between the City and Team Bank, Fort Worth, Texas (the
"Escrow Agent"), attached hereto as Exhibit B and incorporated
herein by reference as a part of this Ordinance for all
purposes, is hereby approved as to form and content, and such
Agreement in substantially the form and substance attached
hereto, together with such changes or revisions as may be
necessary to accomplish the refunding or benefit the City, is
hereby authorized to be executed by the Mayor and City
Secretary for and on behalf of the City and as the act and deed
of the City Counci I; and such Agreement as executed by said
officials shall be deemed approved by the City Council and
constitute the Agreement herein approved.
Furthermore, the City Manager and Director of Finance,
either or both of said officials, in cooperation with the
Escrow Agent are hereby authorized and directed to make the
necessary arrangements for the purchase of the Federal
Securities referenced in the Agreement and the delivery thereof
to the Escrow Agent on the day of delivery of the Bonds to the
Purchasers for deposit to the credi t of the "SPECIAL CITY OF
NORTH RICHLAND HILLS, TEXAS, REFUNDING BOND ESCROW FUND" (the
"Escrow Fund"), including the execution of the subscription
forms for the purchase and issuance of the "United States
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Treasury Securities - State and Local Government Series"; all
as contemplated and provided in Article 717k~ V.A.T.C.S., as
amended, this Ordinance and the Agreement.
SECTION 29: Control and Custody of Bonds. The Mayor of
the City shall be and is hereby authorized to take and have
charge of all necessary orders and records pending
investigation by the Attorney General of the State of Texas,
including the printing and supply of definitive Bonds, and
shall take and have charge and control of the Initial Bond(s)
pending the approval thereof by the Attorney General, the
registration thereof by the Comptroller of Public Accounts and
the delivery thereof to the Purchasers.
Furthermore, the Mayor, City Secretary, Director of
Finance and City Manager, anyone or more of said officials,
are hereby authorized and directed to furnish and execute such
documents and certifications relating to the City and the
issuance of the Bonds, including certifications as to facts,
estimates, circumstances and reasonable expectations pertaining
to the use, expendi ture and investment of the proceeds of the
Bonds, as may be necessary for the approva I of the Attorney
General, the registration by the Comptroller of Public Accounts
and the delivery of the Bonds to the Purchasers, and, together
with the City's financial advisor, bond counsel and the Paying
Agent/Registrar, make the necessary arrangements for the
delivery of the Initial Bond(s) to the Purchasers and the
initial exchange thereof for definitive Bonds.
SECTION 30: Proceeds of Sale. Immediately following
the delivery of the Bonds, the proceeds of sale (less certain
costs of issuance and the accrued interest received from the
Purchaser of the Bonds) shall be deposited with the Escrow
Agent for application and disbursement in accordance with the
provisions of the Agreement and in accordance with written
instructions to the Escrow Agent from the Director of Finance.
SECTION 31: Notices to Holders - Waiver. Wherever this
Ordinance provides for notice to Holders of any event, such
notice shall be sufficiently given (unless otherwise herein
expressly provided) if in writing and sent by United States
Mail, first class postage prepaid, to the address of each
Holder appearing in the Security Register at the close of
business on the business day next preceding the mailing of such
notice.
In any case where notice to Holders is given by mail,
neither the failure to mail such notice to any particular
Holders, nor any defect in any notice so mailed, shall affect
the sufficiency of such notice with respect to all other
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Bonds. Where this Ordinance provides for notice in any manner,
such notice may be waived in writing by the Holder entitled
to receive such notice, either before or after the event with
respect to which such notice is given, and such waiver shall be
the equivalent of such notice. Waivers of notice by Holders
shall be filed with the Paying Agent/Registrar, but such filing
shall not be a condition precedent to the validity of any
action taken in reliance upon such waiver.
SECTION 32: Cancellation. All Bonds surrendered for
payment, redemption, transfer, exchange, or replacement, if
surrendered to the Paying Agent/Registrar, shall be promptly
cancelled by it and, if surrendered to the City, shall be
delivered to the Paying Agent/Registrar and, if not already
cancelled, shall be promptly cancelled by the paying Agent/
Registrar. The City may at any time deliver to the Paying
Agent/Registrar for cancellation any Bonds previously certified
or registered and delivered which the City may have acquired in
any manner whatsoever, and all Bonds so delivered shall be
promptly cancelled by the Paying Agent/Registrar. All
cancelled Bonds held by the Paying Agent/Registrar shall be
returned to the City.
SECTION 33: Printed Opinion. The Purchasers'
obligation to accept delivery of the Bonds is subject to being
furnished a final opinion of Fulbright & Jaworksi, Dallas,
Texas, approving the Bonds as to thei r validity, said opinion
to be dated and delivered as of the date of delivery and
payment for the Bonds. Printing of a true and correct
reproduction of said opinion on the reverse side of each of the
definitive Bonds is hereby approved and authorized.
SECTION 34: CUSIP Numbers. CUSIP numbers may be
printed or typed on the definitive Bonds. It is expressly
provided, however, that the presence or absence of CUSIP
numbers on the definitive Bonds shall be of no significance or
effect as regards the legality thereof and neither the City nor
attorneys approving the Bonds as to legality are to be held
responsible for CUSIP numbers incorrectly printed or typed on
the definitive Bonds.
SECTION 35: Benefits of Ordinance. Nothing in this
Ordinance, expressed or implied, is intended or shall be
construed to confer upon any person other than the Ci ty, the
Paying Agent/Registrar and the Holders, any right, remedy, or
claim, legal or equitable, under or by reason of this Ordinance
or any provision hereof, this Ordinance and all its provisions
being intended to be and being for the sole and exclusive
benefit of the City, the Paying Agent/Registrar and the Holders.
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SECTION 36: Inconsistent Provisions. All ordinances,
orders or resolutions, or parts thereof, which are in conflict
or inconsistent with any provision of this Ordinance are hereby
repealed to the extent of such conflict, and the provisions of
this Ordinance shall be and remain controlling as to the
matters contained herein.
SECTION 37: Governing Law. This Ordinance shall be
construed and enforced in accordance with the laws of the State
of Texas and the United States of America.
SECTION 38: Effect of Headings.
herein are for convenience only and
construction hereof.
The
shall
Section headings
not affect the
SECTION 39: Construction of Terms.
the context of this Ordinance, words of
shall be considered to include the plural,
number shall be considered to include the
of the masculine, feminine or neuter gender
to include the other genders.
If appropriate in
the singular number
words of the plural
singular, and words
shall be considered
SECTION 40: Severability. If any provision of this
Ordinance or the application thereof to any circumstance shall
be held to be invalid, the remainder of this Ordinance and the
application thereof to other circumstances shall nevertheless
be valid, and the City Council hereby declares that this
Ordinance would have been enacted wi thout such invalid
provision.
SECTION 41: Incorporation of Findings and Determinations.
The findings and determinations of the City Counci 1 contained
in the preamble hereof are hereby incorporated by reference and
made a part of this Ordinance for all purposes as if the same
were restated in full in this Section.
SECTION 42: Insurance. The Bonds have been offered
and sold with the principal of and interest thereon being
insured by Municipal Bond Investors Assurance Corporation
(hereinafter called "MBIA") in accordance with a Financial
Guaranty Insurance Policy (the "Insurance Policy") and while
such insurance is in full force and effect, the Ci ty agrees
that:
(a) The City shall furnish to MBlA all notices
required to be given to Holders, including any notice
of the resignation or removal of the Paying
Agent/Registrar and the appointment of a successor
thereto and, on an annual basis, copies of the City's
audited financial statements and annual budget. All
notices required to be given to MBIA shall be in
writing and shall be sent by registered or certified
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mail addressed to Municipal Bond Investors Assurance
Corporation, 113 King Street, Armonk, New York
10504, Attention: Surveillance.
(b) The City shall deliver to MBIA a copy of
the disclosure document, if any, circulated with
respect to any additional obligations issued by the
City.
(c) All amendments, changes and modifications
to this Ordinance or the Agreement approved by MBIA
shall be sent to Standard & Poor's Corporation.
SECTION 43: Public Meeting. It is officially found,
determined, and declared that the meeting at which this
Ordinance is adopted was open to the public and public notice
of the time, place, and subject matter of the public business
to be considered at such meeting, including this Ordinance, was
given, all as required by Article 6252-17, Vernon's Texas Civil
Statutes, as amended.
SECTION 44: Effective Date. This Ordinance shall be in
full force and effect from and after its passage on the date
shown below and it is so ordained.
PASSED AND ADOPTED, this March 25, 1991.
CITY OF NORTH RICHLAND HILLS,
TEXAS
'-- j-~;ß,..~
Mayor /
ATTEST:
Gß~~
tJ:..~y Secretary
(City Seal)
APPROVED AS TO LEGALITY:
5 1 " 3 5
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