HomeMy WebLinkAbout02-3354 ord2 `3
ORDINANCE NO. 02-3354
AN ORDINANCE authorizing the issuance of "CITY OF PLAINVIEW, TEXAS,
GENERAL OBLIGATION REFUNDING BONDS, SERIES 2002";
specifying the terms and features of said bonds; levying a continuing
direct annual ad valorem tax for the payment of said bonds; and
resolving other matters incident and related to the issuance, sale,
payment and delivery of said bonds, including the approval and
execution of a Paying Agent/Registrar Agreement and a Bond Purchase
Agreement and the approval and distribution of an Official .Statement;
providing for the redemption of certain outstanding obligations of the
City; and providing an effective date.
WHEREAS, the City Council of the City of Plainview, Texas (the "City") has heretofore
issued, sold, and delivered, and there is currently outstanding, obligations totaling in principal
amount $2,200,000 ("Refunded Obligations") more particularly described as follows: City of
Plainview, Texas,. Tax and Waterworks and Sewer System (Limited Pledge) Revenue
Certificates of Obligation, Series .1992, .dated August 1, 1992, and scheduled to mature on
September 1 in each of the years 2003 through 2007; and
WHEREAS., pursuant to the provisions of V.T.C.A., Government Code, Chapter 1207,
as amended, the City Council is authorized to issue refunding bonds and deposit the proceeds
of sale directly with the place of .payment for the Refunded Obligations, or other authorized
depository, and such .deposit, when made in accordance with said statute, and ordinances
authorizing the issuance of the Refunded Obligations, shall constitute the making of firm
banking and financial arrangements far their discharge and final payment; and
WHEREAS,° the Gity Council hereby finds and determines .that general obligation
refunding bonds should be issued at this time to refund the Refunded Obligations, and such
refunding will result in the City saving approximately $106,405.56 in debt service payments on
such indebtedness ',and further provide present value savings of approximately $98,951.66;
now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PLAINVIEW, TEXAS:
SECTION 1: Authorization - Designation ' - Principal Amount-Purpose. General
obligation refunding bonds of the City shall be and are hereby authorized to be issued in the
aggregate principal!.... amount of $2,250,Q00 to be designated and bear the title "CITY OF
PLAINVIEW, TEXAS, GENERAL OBLIGATION REFUNDING BONDS, SERIES 2002"
(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 conformity with the Constitution and laws of the
State of Texas, including V.T.C.A.,'Government Code, Chapter 1207.
SECTION 2:' Fully Registered Obli ations -Bond Date -_Authorized Denominations
Stated Maturities -Interest Rates: The Bonds shall be issued as fully registered obligations
only, shall be dated',September 1, 2002 (the "Issue Date"}, shall be in denominations of $5,000
or any integral multiple (within a Stated Maturity, except for the single Initial Bond referenced
in Section 8) thereof, and. shall' become due and .payable on September 1 in each of the years
Ordinance No. 02-3354 Bond Ordinance Page 1 of 26
~__ _ -, _ -- - _ r
24
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 AMOUNT RATE S
2003. $420,.000 2.50%
2004 430,000 2.50%
.2005 . 450,000 2.50%
2006 465,000' 3.00%°
2007.. 485,000. 3.00%°
The Bonds shall bear interest on the unpaid principal amounts from the Issue 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 fihe Bonds shall be payable on March 1 and September
1 in each year, commencing March 1, 2003.
SECTION 3: Terms of Payment -Paving Agent/Reastrar. The principal of, premium,
if any, and the interest on the Bonds, due and payable by reason of maturity 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. ,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 withoutexchange or collection charges to the Holders.
The selection and appointment of The Bank of New York Trust Company of Florida,
N.A., Dallas, Texas, to serve as Paying Agent/Registrarfnr the Bonds is hereby approved. and
confirmed. Books and records relating. to the registration, payment, exchange and transfer of
the Bonds (the'."Security Register") shall at all dimes be kept and maintained on behalf of the
Gity by the Paying Agent/Registrar, all as provided' herein, in accordance with the terms and
provisions of a ."Paying Agent/Registrar Agreement", substantially in the form attached hereto
as Exhibit A, and such reasonable rules' and regulations as the Paying Agent/Registrar and the
City may prescribe. The Mayor and City Secretary are hereby authorized to execute and
deliver such Agreement in connection with the delivery of the ..Bands.. The City covenants to
maintain and provide a Paying Agent/Registrar at all fiimes until the Bonds are paid and.
discharged, and any successor Paying Agent/Registrar shall be a bank, trust. company,
financial institution or 'other entity qualified and authorized to serve in such capacity and
perform the duties and services of Paying Agent/Registrar. .Upon any change in the Paying
Agent/Registrar for the,Bonds, the City agrees o promptly cause. a written notice thereof to be
sent to each Holder by, United States Mail, first class postage prepaid, which notice shall also
give the address of the new Paying Agent/Registrar.
Principal of .,and .premium, if any, on the Bonds- shall be payable at the Stated
Maturities, only upon presentation and surrender of the Bonds to the Paying Agent/Registrar- at
its designated offices in New' York, New York (the "Designated Payment/Transfer 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 15t" day of the month next
preceding each interest paymenf 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, requested by, and at the risk and expense of, the Holder. If the date for the
Ordinance No. 02-3354 Bond Ordinance Page 2 of 26
2
k:.~, 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 Designated Payment(Transfer
Office of the Paying Agent(Registrar is located are authorized by law or executive order to
close, then the date for such payment shall be the next succeeding day which is not such a
Saturday, Sunday, legal holiday, or day when banking institutions are authorized to close; and
payment on such date shall have the same force and effect as if made on the original date
payment was due.
In the event of a nonpayment of interest on a scheduled payment. date, and for thirty
(30) days thereafter, a new record date for such interest payment (a "Special Record Date")
will be established by the Paying Agent! Registrar, if and when funds for the payment of such
interest. have been received from the City. Notice of the Special Record Date and of the
scheduled. payment date of the past due interest (which shall be 15 days after the Special
Record Date) shall be sent at least five (5) business days prior to the Special Record Date by
United States Mail, first class postage prepaid, to the address of each Holder appearing on the
Security Register at the close of business on the last business day next preceding the date of
mailing of such notice.
SECTION 4: Non-Redeemable. The Bonds shall not be subject to redemption prior to
maturity at the option of the City.
SECTION 5: Registration -Transfer -Exchange of .Bonds-Predecessor Bonds. The
Paying Agent/Registrar shal'J obtain, record, and maintain in the Security. 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 Paying
Agent/Registrar at the Designated Payment/Transfer Office for cancellation, accompanied by a
written instrument of transfer or request for exchange duly executed by the Holder or by his
duly authorized agent, inform satisfactory to the Paying Agent/Registrar.
Upon surrender of any Bond (except for the single Initial Bond referenced in Section 8
hereof) for transfer at the Designated PaymentJTransfer 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; such Bonds to be in authorized denominations, of like Stated Maturity and of
alike aggregate principal amount as the Bond or Bonds surrendered for transfer.
At the option of the Holder, Bonds .(other. than the single Initial Bond referenced in
Section 8) .may be exchanged for other Bonds of authorized denominations and having the
same Stated Maturity, bearing the same. rate of interest andof like aggregate. principal amount
as the Bonds surrendered for exchange, upon surrender of the Bonds to be exchanged at the
Designated 'Payment/Transfer 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 Designated PaymentlTransfer Office of the Paying AgentlRegistrar 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.
Ordinance No. 023354 Bond Ordinance Page 3 of 26
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.
Bands 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 ahe 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 whereof pursuant to the provisions of Section 11
hereof and such new replacement Bond shall;be deemed-to evidence ahe same obligation as
the mutilated, lost, destroyed, or stolen Bond.
SECTION 6: ',Book-Entry Only Transfers and Transactions.: Notwithstanding he
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. with the operational.. arrangements referenced' in a
p y Gity and DTG (the "Depository
Blanket Issuer Letter'of Re resentations b and between the
Agreement"}.
Pursuant to the Depository Agreement and the rules of :DTC, the Bonds shall be
deposited with DTG who shall hold said Bonds for its :participants {the "DTC Participants"}.
While the Bonds are held by DTC: under.the Depository Agreement:.the Holder of ahe Bonds
on the Security Register far all purposes,. including payment and notices,. shall be Cede & Go,,
as nominee of DTG, notwithstanding the ownership of each actual purchaser or owner of each.
Bond (the "Beneficial Owners") being recorded in the records of DTG and DTC Participants:,
In the event.DTC determines #o 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 DTG is incapable of properly discharging its
duties as securities depository for the .Bonds, the Gity covenants; and agrees with the Holders
of the Bonds 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 with 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 countersigned by the
City Secretary. The signature of said officers on the Bonds moray be manual or facsimile..
Bonds bearing the manual or facsimile. signatures of individua swho-are... or were the proper
officers of the City on the Issue 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 purchaser(s) ajnd with respect to Bonds>delivered
in, -subsequent exchanges and transfers, :all as authorized and provided in V,T.C.A.,
Government' Code, Chapter 1201, as amended.
Ordinance No. 02-3354 Bond Ordinance .Page 4 of 26
27
-,-, : 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
registratian substantially in the form provided in Section 9C, manually executed by the
~_ `~ Comptroller of Public Accounts of the State of Texas, or his duly authorized. agent, or a
certificate of registration substantially in the form provided in Section 9D, manually executed
by an authorized officer, employee or representative of the Paying Agent/Registrar, and either
such certificate duly signed upon any Bond shall be conclusive evidence, and the only
evidence, that such Bond has been duly certified, registered and delivered.
SECTION 8: Initial Bonds}. The Bonds herein authorized shall be initially issued
either (i) as a single fully registered bond in the total principal amount noted in Section 1 with
principal installments to ,become due and payable as provided in Section 2 hereof and
numbered T-1, or_ (ii} as `multiple .fully registered bands, being one bond for each stated
maturity in .the applicable principal amount and denomination and to be numbered
consecutively from T-1 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 purchasers}. Any time after
.the delivery of the Initial Bonds}, 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; aq pursuant to and in accordance with
such written instructions from the initial purchaser{s},, or the designee thereof, and such other
information and documentation as the Paying Agent/Registrar may reasonably require.
SECTION 9: Forms: A. Forms Generally. The 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. with such appropriate insertions,
omissions, substitutions, and other variations as are permitted or required by thus Ordinance
and may have .such letters, numbers, or other marks of identification (including identifying
numbers and letters of the Committee on Uniform Securities Identii=lcation Procedures of the
American Bankers Association) and such legends and endorsements (including insurance
legends 'on insured Bonds and 'any' reproduction of an opinion. of .counsel) thereon as may,
consistently herewith, be established by the City or determined by the officers executing such
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 #hereto on the face of'the Bond.
The definitive Bonds and the Initial Bond(s) shall be printed, Lithographed, or engraved
or typewritten, photocopied or 'otherwise reproduced in any' other similar manner, all as
determined by the officers executing such Bonds as evidenced by their execution thereof.
Ordinance No. 42-3354 Bond Ordinance Page 5 of 26
(B) Form of Definitive .Bond.
REGISTERED REGISTERED
NO. $
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF PLAINVIEW, TEXAS,
GENERAL OBLIGATION REFUNDING BOND,
SERIES 2002
Issue Date:.. Interest Rate: Stated Maturity:_ CUSIP NO:
September 1, 2002
Registered Owner:
Principal Amount:
DOLLARS
The City of Plainview (hereinafter referred to as the "City"), a .body corporate and
municipal corporation in the County of Hale, 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, on the .Stated Maturity .date specified above the
Principal Amount hereinabove stated, without right of prior redemption, and fo pay interest on
the unpaid principal amount hereof from the Issue. 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 1 in eachyear, commencing March 1,
2003. Principal of this Bond is payable at its Stated Maturity to the registered owner hereof,
upon presentation and surrender, at the Designated PaymentlTransfer Office of the Paying
Agent/Registrar executing thee. registration .certificate appearing hereon, or its successor.
Interest is payable. to the registered owner of ..this ,Bond (or one or mare 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 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 ar collection charges to the owner
hereof and in any coin or currency of the United .States of America which at ..the time of
payment is Legal tender for the payment of public and private debts.
This Bond is one of the series specified in its title issued in the aggregate principal
amount of $2,250,000 (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 (identified in the
Ordinance hereinafter referenced and referred to as the "Refunded Obligations") and to pay
costs of issuance, under and in strict conformity with the Constitution and laws of the State of
Ordinance No. 02-3354 Bond Ordinance Page 6 of 26
L'J
Texas, including. V.T.C.A., Government Code, Chapter 1207, and pursuant to an Ordinance
adopted by the City Council of the .City {herein referred to as the "Ordinance").
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. Reference is hereby made
to the Ordinance, a copy of which is on file in the Designated Payment/Transfer Office. of the
Paying Agent/Registrar, and to all of the provisions of which the owner: or holder of this Bond
by the acceptance hereof hereby assents, for definitions of terms; the description of and the
nature and extent of the tax levied for the payment of the Bonds; the terms and conditions
relating to the transfer or exchange of this Bond; the conditions upon which the Ordinance may
be amended or supplemented with or without the consent of the Holders; the rights, duties,
and obligations of the Gity and the Paying Agent/Registrar; the terms and .provisions upon
which this Bond may. be discharged at or prior to its maturity, and deemed to be no longer
Outstanding thereunder; and for 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 Designated
PaymentlTransfer Office of the Paying Agent/Regi~trar, 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, and (iii) on any other date
as the owner for all other purposes, and neither the City nor the Paying Agent/ Registrar, or
any agent of either, shall be affected by notice to the contrary. In the event of nonpayment of
interest on a scheduled payment date and for thirty (30) days thereafter, a new record date for
such interest payment (a "Special Record Date") will be established by the Paying
Agent/Registrar, if and when funds for the payment of such interest have been received from
the City. Notice of the Special Record Date and of the scheduled payment date of the past
due interest (which shall be 15 days after the Special Record Date} shall be sent at least five
(5) business days prior to the Special Record Date by United States Mail, first class postage
prepaid, to the address of each Holder appearing on the Security Register at the close of
business on the last business day next preceding the date of mailing of such notice.
It is hereby certified, recited, represented and 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 Bands to render the same lawful and valid obligations of the City have
been properly done, have happened and have been performed in regular and due time, form
and manner as required by the Constitution and laws of the State of Texas, and the
Ordinance; that the 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 as aforestated. In case any provision in this Bond shall be invalid, illegal, or
Ordinance No. 82-3354 Bond Ordinance Page 7 of 26
<~ ~-
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 Cty_Council of the Gity has caused-this Bond.. to be duly
executed under the official seal of the City as of the Issue Date:
CITY OF PLAINVIEW,' TEXAS
nnayor
COUNTERSIGNED:
~..~ ~~
City Secretary
(SEAL)
(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)
*NOTE TO PRINTER: Do not print on definitive bonds
Ordinance No. 02-3354 Bond Ordinance Page 8 of 26
V 1
(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 in the name of the Registered Owner
shown above 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.
The designated offices of the Paying Agent/Registrar in New York, New York, is the
Designated PaymentlTransfer Office for this Bond.
Registration date:
(E) Form of Assignment.
Authorized Signature
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto
(Print or typewrite name, address, and zip code of transferee:)
(Social.. Security or other .identifying. number }the within
Bond and :all rights thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the within Bond. on the books kept for registration thereof, with full power
of substitution in the premises.
DATED:
Signature guaranteed:
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.
(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 Initial Bond. shall be modified as follows:
Ordnance No. 02-3354 Bond Ordinance Page 9 of 26
THE BANK OF NEW YORK TRUST
COMPANY OF FLORIDA, N.A.,
Dallas, Texas,
as Paying Agent/Registrar
By
(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 Plainview (hereinafter referred to as the "City"), a body corporate and
municipal corporation in the County. of Hale; ,State of Texas, far 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:
YEAR OF PRINCIPAL
MATURITY INSTALLMENTS
INTEREST
RATE
(INFORMATION TO BE INSERTED FROM SCHEDULE IN SECTION 2
HEREOF .
(without right of prepayment prior to maturity) and to pay interest on the unpaid Principal
Amount hereof from the Issue Date at the per annum rates of interest specified above
computed on the basis of a 360-day year of twelve 30-day months; such interest being
payable on March 1 and September 1 in each year, commencing March 1, 2003. Principal
installments of this Bond are payable in the year of maturity to the registered owner hereof by
The Bank of New York Trust Company of Florida, N.A., Dallas, Texas (the "Paying
Agent/Registrai"), upon presentation and surrender, at its designated offices New York, New
York (the "Designated Payment/Transfer Office"). Interest is payable to the registered owner
of this Bond whose name appears on the "Security .Register" maintained by the Paying
AgentlRegistrar 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 inthe Security Register or by such other method, acceptable
to the Paying AgentlRegistrar, 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 ar collection charges to the owner hereof and in any coin or currency of the United
States of America which at the time of payment is legal tender for the payment of public and
private debts.
SECTION 10: Levv of Taxes. To provide for the payment of 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 2% (whichever amount is the greater), there is
hereby levied, and there shall be annually assessed and collected in due time, form, and
manner, a tax an all taxable property in the City, within the limitations prescribed by law, and
such tax herebylevied an each one hundred dollars' valuation of taxable property in the City
for the Debt Service Requirements of the Bonds shall be at a rate from year to year as will be
ample and sufficient to provide funds each year to pay the principal of and interest on said
Bonds while Outstanding; full allowance being made far delinquencies and. costs of collection;
Ordinance No. 02-3354 Bond Ordinance Page 10 of 26
3
,.,, separate books and records relating to the receipt and disbursement of taxes levied, assessed
and collected for and on account of the Bonds shall be kept and maintained by the City at all
times while the Bonds are Outstanding, and the taxes collected for the payment of the Debt
' ~ Service Requirements on the Bonds shall be deposited to the credit of a "Special 2002
Refunding Bond Account" (the "Interest and Sinking Fund") maintained on the records of the
City. and deposited in a special fund maintained at an official depository of the City's funds;
and such tax hereby levied, and to be assessed and collected annually, is hereby pledged to
the payment of the Bonds.
Proper officers of the City are hereby authorized and directed to cause to be
transferred to the Paying Agent/ Registrar for the Bonds, from funds on deposit in the Interest
and Sinking Fund, amounts sufficient to fully pay and. discharge promptly each installment of
interest and principal of the Bonds as the same accrues or matures; such transfers of funds to
be made in such -manner as will cause collected funds to be deposited with the Paying
Agent/Registrar on or before each principal and interest payment date for the Bonds.
SECTION 11: Mutilated - Destroved -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 substitution for such-mutilated
Bond,> or in lieu of and in substitution for such destroyed, lost or stolen Bond, on[y upon the
approval of the Gity 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
thefk of such Bond, and of the authenticity of ,the ownershipthereof and (ii) the furnishing to the
Paying Agent/Registrar of indemnification in an amount satisfactory to hold the City and the
Paying Agent/ Registrar harmless.. All expenses and charges associated with such indemnity
and-.with the preparation, execution and delivery of a replacement 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 entitlod 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) all
other rights and remedies :with .respect to the replacement.. and payment of mutilated,
destroyed, lost or stolen Bonds.
SECTION 12: Satisfaction of Obligation of Citv. If the Gity shall pay or cause to be
paid, or there shall.. otherwise be paid to the Holders, the .principal of, premium, if any, and
interest on the Bonds, at the times and in the manner stipulated in this Ordinance, then the
pledge of taxes levied under this .Ordinance and all covenants, agreements, and other
obligations of the City to the Holders shall thereupon cease, terminate, and be discharged and
satisfied.
Bonds or any principal 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 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 with and
held in trust by the Paying Agent/Registrar, or an authorized escrow agent, or (ii) Government
-~ Securities shall have been irrevocably deposited in trust with the .Paying Agent/ Registrar, or
Ordinance No. 02-3354 Bond Ordinance Page 11 of 26
I
an authorized escrow agent, which Government Securities have been. certified by an ,.~.a,,
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 amounts} thereof, on and prior to the Stated Maturity thereof.
The City covenants that no deposit of moneys or Government Securities will be made under
this Section and no use made of any such deposit which would cause.the Bands,to be treated.
as "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986,
as amended, or regulations adapted pursuant thereto.
Any moneys so deposited with .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
ofthe Bonds, or any principal amounts} thereof, or'interest thereon with respect to whichsuch
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 three (3} years
after the Stated' Maturity 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.
Notv~rithstanding the 'above and foregoing, any remittance of fifiunds from the Paying
Agent/Ragistrar to the City 'shad be subject to any applicable unclaimed property .laws. of the
State of Texas.
The term "Government :Securities", as used herein; means. (i), direct noncallable
obligations of the United States of America, including obligations. the principaF of and interest
on which are unconditionally guaranteed by the United-States of America, (ii) noncallable
obligations of an agency or instrumentality of the, United. States, including obligations
unconditionally guaranteed or insured by,the agency or instrumentality and on the date of their
acquisition ar purchase t}y the City are rated as to investment quality by a nationally
recognized investment rating firm not less than AAA or its equivalent and (iii) noncallable
obligations df a! state'or an agency or a county, municipality, or other political subdivision of a
state that have been refunded and'on the date of their acquisition or purchase, by the City, are
rated as to investment quality by a nationally recognized investment rating firm not less than
AAA or its equivalent.
SECTION 13: Ordinance a Contract -Amendments - Outstanding Bonds.. 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 Gity so long as any Bond remains Outstanding
except. as permitted in this Section. l`he Gity may, without the consent of or notice to any
Holders,: from =time" to time and at a'ny time, amend thin Ordinance in! any manner not
detrimental to the interests of the Holders, including the curing of any ambiguity„ 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, (1)'extend the time or times of payment of the principal of premium, if any,
and interest on' the IBonds, reduce the principal amount thereof,; the redemption price,,or the
rate of interest'~thereon, or in any other way modify the terms of payment of the principal of, ~,
premium; if any, or interest an the Bonds, (2) give any preference to any Bond over any other
Bond, or (3} retluce the aggregate principal amount'af Bonds required 'ao be held by Folders
for consent to any such.amendment, addition; or rescission.'
Ordinance No. 02-3354 Bond Ordinance Page 12 of 26
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 by the Paying AgentlRegistrar or delivered to
the Paying Agent/ Registrar far cancellation;
(2) those Bonds deemed fo be duly paid by the City in accordance with
the provisions of Section 12 hereof; and
(3) those mutilated, destroyed, lost, or stolen Bonds which have been
replaced with. Bonds registered and delivered in lieu thereof as provided in
Section 11 hereof.
SECTION 14: Covenants to Maintain Tax-Exemot Status. (a) .Definitions. When
used in this Section, the following terms shall have the following meanings:
"Closing Date" means the date on which the Bonds are first authenticated and
delivered to the initial purchasers against payment therefor.
"Code" means the Internal Revenue Code of 1986, as amended by all legislation, if
any, effective on or before the Closing Date.
"computation Date" has the meaning set forth in Section 1.148-1(b}:of the Regulations.
"Gross Proceeds" means any proceeds as defined in Section 1.14$-1 (b) of the
Regulations, and any replacement proceeds as defined in Section. 1.148-1{c) of the
_ «~
Regulations, of the Bonds.
"Investment" has the meaning set forth in Section 1.148-1 (b) of the Regulations.
"Nonpurpose Investment" means any investment property, as defined in section 148(b)
of the Code, in which Gross Proceeds of the Bonds are invested and which is not acquired to
carry out the governmental purposes of the Bonds.
"Rebate Amount" has the meaning set forth in Section 1.148-1 (b) of the Regulations.
"Regulations" means any proposed, temporary, or final Income Tax Regulations issued
pursuant to Sections 103 and 141 through 150 of the Code, and 103 of the Internal Revenue
Code of 1954, which are applicable to the Bonds. Any reference to any specific Regulation
shall also mean, as appropriate, any .proposed, temporary or final Income Tax Regulation
designed to supplement, amend or replace the specific Regulation referenced..
"Yield" of (i} any Investment has the meaning set forth in Section 1.148-5 of the
Regulations; and {ii) the Bonds has the meaning set forth in Section 1.148-4 of the
Regulations.
(a) 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
Ordinance No. 02-3354 Bond Ordinance Page 13 of 26
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 #ax purposes. -Without limiting the generality of the
foregoing, unless and until the Gity receives a written opinion of counsel nationally recognized
in the field of municipal bond law to the effect that failure to comply with such covenant will not
adversely affect the exemption from federal income tax of the interest on any Bond, the City
shall comply with each of the specific covenants. in this Section.
{b) No Private Use or Private Payments. Except as permitted 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 or
refinanced directly or indirectly with Gross Proceeds of .the Bonds (including
property financed with Gross Proceeds of the Refunded Obligations), and note
use or permit the use of such Grass Proceeds {including all contractual
arrangements with terms different than those applicable to the general... public)
or any property acquired, constructed or improved with such Gross .Proceeds in
any activity carried on by any person or entity (including the United. States or
any agency, department and instrumentality thereof) other than a state or local
govemment, unless such use is solely as a member ofi the general public; and
(2) not directly or indirectly impose or accept any charge or
other payment by any person or entity who is treated as using GrOSS Proceeds
of the Bonds or any property .the acquisition, construction or improvement of
which is to be financed or refinanced directly or indirectly with such Gross
Proceeds (including property financed with Grosse Proceeds of the, Refunded
Obligations), other than taxes of general application within the £ity'or-interest
earned on investments acquired with such Gross Proceeds pending.. application
for their'intended purposes.
(c) No Private Loan. Except to the extent permitted by section 141 of the
Code and the Regulations and rulings thereunder, the .city shall non 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 purposesr, (2} capacity in oi- service from such property is committed to
such person or entity under atake-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.
(d) 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 in
any Investment.. (or use Gross Proceeds to replace money so invested), if as a result of such
investment the YYield from the Closing bate of all Investments acquired with Gross Proceeds
(or with money replaced thereby), .whether then held or previously disposed of, exceeds the
Yield of the Bonds.
Ordinance No. 02-3354 Bond Ordinance Page 14 of 26
i=. (e) 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 Bands to be federally guaranteed within the meaning
of section 149(b) of the Code and the Regulations and rulings thereunder.
(f) Information Report. The City shall .timely file the information required by
section 149(e) of the Code. with the Secretary of the Treasury on Form 8038-G ar such other
form and in such place as the Secretary may prescribe.
(g) No Rebate Reauired. The City warrants and represents that it satisfies
the requirements of paragraphs (2) and {3} of section 148(f) of the Gode with respect to the
Bonds without making the payments to the United States described in such section.
Specifically, the City warrants and represents that
{1) the Gity is a governmental. unit with general taxing
powers;
(2) at least 95% of the net .proceeds of the Bonds will be
used for the local governmental activities of the City;
(3) the aggregate face amount of all tax-exempt obligations
issued or expected to be issued by the City (and all subordinate entities thereof)
in the calendar year in which the Bonds are issued is not reasonably expected
to exceed $5,000,000;
(4) the average maturity date of the Bonds is not later than
~__, the average maturity date of the Refunded Obligations, both as calculated in
accordance with section 147(b)(2)(A} of the Gode;
(5) no Bond has a maturity date which is later than 30 years
from the date of issuance of the Refunded Obligations;
{6) the aggregate amount. of all tax exempt .obligations
issued by the City (and all subordinate entities thereof) in the calendar year the
Refunded Obligations were issued did not exceed $5,000,000.
(h) Elections. The Gity hereby directs and authorizes the Mayor, Mayor Pro
Tem, .City Manager, Assistant City, Manager,.. Budget Manager, and City Secretary, individually
or jointly, to make elections permitted or required pursuant to the provisions of the Code or the
Regulations, as they deem necessary or appropriate in connection with the .Bonds, in the
Certificate as to Tax Exemption or similar or other appropriate certificate, farm or document.
(i) Bonds Not Hedge Bonds. (1) At the time the original bonds refunded
by .the Bonds were issued, the City reasonably expected to spend at least 85% of the
spendable proceeds of such bonds within three years. after. such. bonds were issued and (2)
not more than 50% of the proceeds of the original bonds refunded by the .Bonds were invested
in Nonpurpose Investments having a substantially guaranteed Yield for a period of 4 years or
more.
Ordinance No. 02-3354 Bond Ordinance Page 15 of 26
(j) Current .Refunding. .The Bonds.. are issued exclusively to refund the
Refunded Obligations, and the Bonds will be issued less than 90 days before the redemption
of the Refunded Obligations.
(k) Qualified Tax Exempt Obligations. In accordance with the provisions of
paragraph. (3) of :subsection (b) of_Section 265 of the Code, the City hereby designates the
Bonds to be "qualified.. tax exempt obligations" in that the Bonds are not "private activity bonds"
as defined in the Code and represents the amount.. of "tax exempt obligations" to be issued, by
the City (including all subordinate entities of the City) for the. calendar year in which the Bonds
are issued will not exceed $10,000,000.
SECTION 15: Sale of Bonds - OfFcial Statement Approval. The Bonds. authorized by
this Ordinance are hereby sold by the Gity to RBG Dain Rauscher Inc. ,(herein referred to as
the "Purchasers") in accordance with the Purchase Contract, dated September 10, 2002,
attached hereto as Exhibit Band-incorporated herein by reference as a part of this Ordinance
far all purposes. The Mayor is hereby authorized and directed to execute said Purchase
Contract. for and on behalf of the City and as the act and deed of this Council, and in regard to
the approval and execution of the Purchase Contract, the Council hereby finds, determines
and declares that the representations, warranties and agreements of the Gity contained in the
Purchase Contract are true and correct in all' material respects and shall be honored and
performed by the City.
Furthermore, the use of the 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, which reflects the terms of sale (together with such changes
approved by the Mayor, City Manager; Assistant City.:: Manager, Budget Manager, or City
Secretary, one or more of said officials} shall be and is hereby in all respects approved and
the Purchasers are hereby authorized to use and distribute said final. Official Statement, dated
September 10,.2002, in the reoffering, sale and delivery of the Bonds to the public. The .Mayor
and City Secretary are further authorized" and directed to manually execute and deliver for and
on behalf of the City copies of said Official Statement in final farm 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 Gity;Gouncil and constitute the Official
Statement authorized for distribiatilon and use by the Purchasers;
I
SECTION 16: Control and Custody of Bonds. The Mayor of the Gity shall be and is
hereby authorized to #ake and'.. have charge lof 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 Bonds} pending the
approval thereof by the Attomey'General, the registration thereof by the Comptroller of Public
Accounts and the delivery thereof to the .Purchasers.
Furthermore,. the Mayor,', Mayor Pro. Tem, .City Manager, Assistant Gity Manager,
Budget Manager and City Secretary, any one or more of said officials, are hereby authorized
and directed to furnish and execute'such agreements, documents and certifications relating to
the City and the issuance, sale and delivery of the Bonds, including certifications as to facts,
estimates, circumstances and reasonable expectations pertaining to the use, expenditure and
investment of the proceeds of ' he Bonds, as may be necessary for the approval of the
Attorney General, the registration key the Comptroller of Public Accounts and the delivery of the ~~';
Bonds to the Purchasers, and, .together with the City's bond counsel and the Paying
_,
Ordinance No. Q7-3354 Bond Ordinance Page 16 of 26
AgentlRegistrar, make the necessary arrangements for the delivery of the Initial Bond(s) to the
Purchasers and the initial exchange thereof for definitive Bonds.
SECTION 17: Proceeds of Sale. .Immediately following the delivery of the Bonds,
proceeds of sale in the sum of (i} $2,213,750.00 shall be deposited to with The Bank of New
York Trust Company of Florida, N.A. (the "Deposit Agent") to be used to redeem the Refunded
Obligations on October 16, 2002, and (ii) $7,455.56 shall be deposited to the credit of the
Interest and Sinking Fund. The balance of the proceeds of sale of the Bonds shall be
expended to pay costs of issuance, including municipal bond insurance premium, and any
excess amount. budgeted for such purpose shall be deposited to the credit of the Interest and
Sinking Fund.
SECTION 18: Redemption of Refunded Obligations. The certificates of obligation of
that series. known as "City of Plainview, Texas, Tax. and Waterworks and Sewer System
(Limited Pledge) Revenue Certificates of Obligation, Series 1992", dated August 1, 1992,
maturing in the years 2003 through 2007, and aggregating in principal amount $2,200,000,
shall be redeemed and the same are hereby .called for redemption on October 16, 2002, at the
price of par and accrued interest to the date of redemption... The.. City Secretary is hereby
authorized and directed to file a copy of this Ordinance, together with a suggested form of
notice of redemption to be sent to certificateholders, with The Bank of New York Trust
Company of Florida, N.A. (successor paying agentlregistrai- to NationsBank of Texas, N.A.), in
accordance with the redemption provisions applicable to such certificates; such: suggested
form of .notice of redemption being attached hereto as Exhibit C and incorporated.. herein by
reference as a part of this Ordinance for all purposes.
The redemption of,the obligations described above being associated with. the refunding
of such obligations, the approval, authorization and. arrangements herein given and provided
for the redemption of such obligations on the redemption dates .designated therefor and in the
manner provided shall be irrevocable upon the issuance and delivery of the Bonds; and the
City Secretary is hereby authorized and directed to make all arrangements necessary to notify
the holders of such .obligations of the City's decision to redeem such obligations an the date
and in the manner. herein provided and in accordance with the ordinances authorizing the
issuance of the obligations and this Ordinance..
SECTION 19: 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 Mai, 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 Bonds. Where this Ordinance provides for
notice in any manner, such notice may be waived in writirig' by the Holder enti led 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 20: Cancellation. All Bonds surrendered for payment, redemption, transfer,
exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly
Ordinance No. d2-3354 Bond Ordinance Page 17 of 26
cancelled by it and, if surrendered to the Gity, 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 21: Legal Opinion. The obligation of the Purchasers to accept delivery of
the Bonds is subject to being furnished a final opinion of Fulbright & Jaworski L.L.,P.,
Attorneys, Dallas, Texas, approving such Bonds as to their validity, said opinion to be dated
and delivered as of the date of delivery and payment for such Bonds. A true. and correct
reproduction of .said_ opinion or an executed counterpart thereof is .hereby ,authorized to be
either printed on definitive: printed' obligations or deposited with DTG along with the global
certificates for the implementation and use: of the Book. Entry Only System used in the.
settlement and-transfer of the Bonds.
.SECTION 22: CUSIP Numbers. CUSIP numbers may be printed or typed on the
Bonds deposited with The Depository Trust Company or on printed 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 23: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied,
is intended or' shall be construed to confer upon any person other than the City, the Paying
Agent/Registrar and the Holders, -any right, remedy, or claim, iegal ar' equitable, under or ,by
reason of this Ordinance or any provision hereof, and this Ordinance .and all its provisions is
intended. to be and shall be for the ale and exclusive benefit of .the -City, the Paying
Agent/Registrar.: and the Holders.
.SECTION 24: 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 25: Governing Law. This Ordinance, shall be construed and enforced in
accordance with the laws'of the State of Texas and the United States ofAmerica.
SECTION 26: Effect of Headings. .The Section headings herein are for convenience
only. and shall not affect the construction: hereof,
SECTION 27: Construction of Terms. If appropriate in the context of this Ordinance,
words of the singular',number shall be considered to include. the, plural, words of the plural
number shall be considered to include the singular, and words of the masculine, feminine or
neuter gender shall be considered to include the other genders.
SECTION 28: 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, sand the. City Council
hereby declares that this Ordinance would have been enacted without such invalid provision.
Ordinance No. 02-3354 Bond Ordinance Page 18 of 26
4
~_-~., SECTION 29: Incorporation of Findings .and .Determinations. The .findings and
determinations of the City Council 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 30: Continuing Disclosure Undertaking. (a) Definitions. As used in this
Section, the following terms have the meanings ascribed to such terms below:
"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.
"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, officer, 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.
(a) Annual Reports.. The City shall provide annually to each NRMSIR and
any SID, within six months after the end of each fiscal :year (beginning with. the fiscal year
ending September 30, 2002) financial information and operating data with respect to the City
of the general type, included in the final Official.Statement approved by Section 15 of this
Ordinance, being the information described in Exhibit D hereto. Financial statements to be
provided. shall. be (1) prepared in accordance, with. the. accounting principles described in
Exhibit D hereto .and (2) audited, if the Gity commissions an audit of such statements and the
audit is completed within the period during which they must be pravided. If audited financial
statements are not available. at the time the financial information. and operating data must be
provided, .then the City .shall provide unaudited.... financial statements for the applicable fiscal
year to each NRMSIR and any SID with the financial information and operating data and will
file the annual audit report when and if the same becomes available.
If the Gi#y changes its #iscal 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 information and operating data pursuant to this Section.
The financial information and operating: data to be provided pursuant to this Section
may be set forth in full in ane or more documents or may be included by specific reference to
any document (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.
Ordinance No. Q2-3354 Bond Ordinance Page 19 of 26
(b) Material Event Notices. 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:
(1} Principal and interest payment delinquencies;
(2) Non-payment related defaults;
(3) Unscheduled draws on debt service reserves reflecting financial difficulties;
(4) Unscheduled draws on credit enhancements reflecting financial difficulties;
{5} Substitution of credit or liquidity providers, or their failure to perform;
(6) Adverse tax opinions or events affecting the tax-exempt status of the Bonds;
(7) Modifications to rights of holdei`s of the' Bonds;
(8) Bond calls;
(9) Defeasances;
(10) Release, substitution, or sale of property securing repayment of the Bonds; and
(11} Rating changes..
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 information or operating data in
accordance with subsection (b) of this Section by the time required by such Section.
(c) Limitations Disclaimers, and Amendments. The City shall be obligated
to observe and perform the. covenants specified in this Section while,` but only vvhile, 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 the notice required by subsection (c) hereof of any
Bond calls and defeasance that cause the City to be no longer such an "obligated person."
The provisions of this Section are for the sole benefit of the Holders and beneficial
owners of the Bonds, and nothing in this Section, 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 information, operating data, financial statements,.and
notices which' it has expressly agreed td provide .pursuant to this Section. and does not hereby
undertake to provide any other. information thaf may be relevant or material to a complete
presentation of the City's financial results, condition, or prospects or hereby undertake to
update any information provided in accordance with this Section or otherwise, except as
expressly provided herein. The Gity 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 HOLDER 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 SECTION, 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.
No default by the City in observing or performing its obligations under this Section shall
constitute a breach of or default under this Ordinance for purposes of any other provision of
this Ordinance.
Ordinance No. 02-3354 Bond Ordinance Page 20 of 26
;, Nothing in this Section is intended. or shall act to disclaim, waive, or otherwise limit the
duties of the City under federal and state securities laws.
°' The provisions of this Section may. be .amended by the City from time. to time to adapt
to changed circumstances resulting 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 (1) the
provisions of this Section, 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 circumstances, and (2} either (a) the Holders of a majority in aggregate principal
amount (or any greater amount required by any other provision of this Ordinance that
authorizes such an amendment). of the Outstanding Bonds consent to such amendment or (b}
a Person that is unaffiliated with the City (such as nationally recognized bond counsel)
determines that such amendment will not materially impair the interests of the Holders and
beneficial owners of the Bands. The provisions of this Section may also be amended from
time to time or repealed by the City if the SEC amends or repeals the applicable provisions of
the Rule or a court of final jurisdiction determines that such provisions are invalid, but only if
and to the extent that reservation of the City's right to do so would not prevent underwriters of
the initial public: offering. of the Bonds from lawfully purchasing. or selling Bonds in such
offering. If the .City so amends the provisions of this Section, it shall :include.with any amended
financial information or operating data filed with each NRMSIR and SID pursuant to subsection
(b) of this Section an explanation, in narrative form, of the reasons for the amendment and of
the impact. of any change in the type of financial information or operating data so provided.
r' ' SECTION 31: MBIA Insurance. The Bonds have been sold with the principal of and
interest thereon being insured by MBIA Insurance Corporation .(hereinafter called "MBIA"}
~~_ ~~ pursuant to a Financial Guaranty Insurance Policy. In accordance ' wi h the terms and
conditions applicable to insurance provided. by MBIA, the City covenants and agrees that, in
the event the principal and interest due on the Bonds. shall be paid by MB'fA pursuanf to the
policy referred to this Section, the assignment and pledge of all .funds and all covenants,
agreements and. other obligafions of the City to the Holders shall continue to exist and MBIA
shall be subrogated to the .rights of such Holders; and furthermore, the Cty_ covenants and
agrees that:
(a} In the event that, on the second business day, and again on the
business day, prior to the payment date on the Bonds, the Paying Agent/Registrar has not
received sufficient. moneys to pay all principal of and. interest on the Bonds due an the second
following or following, as the case may be, business day, the Paying Agent/Registrar shall
immediately notify MBIA or its designee on the same business day by telephone or telegraph,
confirmed in writing by registered or certified mail, of the amount of the deficiency.
(b} If the deficiency is made up in whole or in part prior to or on the payment
date, the Paying Agent/Registrarsholl so notify MBIA or its designee.
Ordinance No. 02-3354 Bond Ordinance Page 21 of 26
(c) In addition, if the Paying Agent/Registrar has notice that any Holder has
been required to disgorge payments of principal of or interest: on the Bonds #o a trustee in
bankruptcy or creditors or others pursuant to a final judgment by a court of competent
jurisdiction' that such- payment constitutes avoidable preference to such .Holder within the
meaning of any applicable bankruptcy laws, then the. Paying Agent/Registrar chalk notify the
MBIA ar its designee of such fact. by telephone or telegraphic notice, .confirming in writing by
registered or certified mail
(d) The Paying
appointed, directed and authorized
follows:
Agent/Registrar is hereby irrevocably .designated,:
o act as': attorney-in-fact for Holders of the Bonds as
(1} If > and to the ..extent there. is a ,deficiency in amounts
.required to .pay interest on the Bonds, the Paying Agent/Registrar shall.: (a}
execute: and' deliver to State Street Bank and Trust Company, N.A., or its
successors under the Policy (the "Insurance Paying Agent"), in form satisfactory
to the Insurance Paying~Agent, an instrument appointing the MBIA as agent for
..:such Holders in such legal proceeding related to the payment of such interest
and an assignment to the MBIA of the claims for interest to which such
deficiency relates and which are paid by MBIA, (b) receive as designee to the
:respective Holders (and not as Paying AgentLRegistrar) in accordance with the
tenor of the Policy payment from the Insurance Paying Agent with respect to
the claims for interest so assigned, and (c) disburse the same to such
respective Holders; and
(2) If and to the extent of a deficiency in amounts.required to
pay prineipal6 of the Bonds, the Paying Agent/Registrar shall (a) execute and
deliver to the Insurance Paying Agent in .form satisfactory to the Insurance
Paying Agent an instrument appointing) MBIA as agent for such Holder in any
legal proceeding relating to the payment of such principal and an assignment to
MBIA of any of the Bonds surrendered to the Insurance. Paying Agent or so
much of they principal ,thereof as has .not previously been paid or for which
moneys are not held' by the Paying Agent/Registrar and available for ..such
payment (but such assignment shall be delivered only if payment from the
Insurance Paying Agent is received), (b) ...receive as designee of the respective
Holders (and not as Paying Agent/Registrar} in accordance with the: tenor of the
Policy payment therefor from the Insurance Paying Agent, and (e) disburse. the
same to such. Holders:
(e) Payments with respect to claims :for: interest on and principal of Bonds
disbursed by the Paying Agent/Registrar from proceeds of the Policy shall not be considered
to discharge the obligation of the City with respect to such Bonds, and MBIA shall become of
the owner of such unpaid Certificate and claims for the interest in accordance with the tenor of
the assignment made to it under the provisions of this subsection or otherwise.
(f) Irrespective of whether any such assignment is executed and delivered,
MBIA and the Paying Agent/Registrar hereby agree for the benefit of the MBIA that:
(1) They recognize that to the extent MBIA makes payments,
directly or indirectly (as by paying through the Paying Agent/Registrar), on
account of 'principal of and interest on the Bonds, MBIA will be subrogated to
Ordinance No. 02-3354 Bond Ordinance Page 22 of 26
`'t> '~
-,, the rights of such Holders to receive the amount of such principal and interest
from. the City as provided and solely from the sources stated in this Ordinance
and the Bonds; and
(2} They will accordingly pay to MBIA the amount of such
principal and interest (including principal and interest recovered under
subparagraph (ii) of the first paragraph of the Policy, which principal and
interest shall be deemed past due and not to have been paid) as provided in
this Ordinance and the Bonds, but only from the sources and in the manner
provided herein for the payment of principal of and interest on the Bands to
Holders, and will otherwise treat the MBIA as the owner. of such rights to the
amount of such principal and interest.
(g) In connection with the issuance of additional obligations, the City shall
deliver to the MBIA a copy of the. disclosure document; if any, circulated with respect to such
additional obligatians.
{h) Copies of any amendments made to the documents executed in
connection with the issuance of the Bonds which are consented to by the MBIA shall be sent
to Standard & Poor's Corporation.
{i) MBIA shall receive notice of the resignation or removal of the Paying
Agent/Registrar and the appointment of a successor thereto.
Q) MBIA shall receive copies of all notices required to be delivered to
Holders and, on an annual basis, copies of the Gity's audited financial statements and annual
budget.
(k} Any notice that is required to be given to a Holder of the Bonds or to the
Paying Agent/Registrar pursuant to the Ordinance shall also be provided to MBIA. All notices
required to be given to MBIA under the Ordinance shall be in writing and shall be sent by
registered or certified mail addressed to MBIA Insurance Corporation, 113 King Street,
Armonk, New York 10504, Attention: Surveillance.
SECTION 32: 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 V.T.C.A., Government Code, Chapter
551, as amended.
Ordinance No. 02-3354 Bond Ordinance Page 23 of 26
as
SECTION 33: Effective Date. This Ordinance shall take effect and be in full force from
and after its adoption- on the date shown below in accordance with V.T.C.A., Government
Code, Section 1201.028.
PASSED AND ADOPTED, this September 10, 2002.
CITY OF PLAINVIEW, TEXAS
ATTEST:
City Secretary
(City Seal)
Mayor
Ordinance No. 02-3354 Bond Ordinance Page 24 of 26
4 7~
-~ EXHIBIT C
NOTICE OF REDEMPTION
;, CITY OF PLAINVIEW, TEXAS,
TAX AND WATERWORKS AND SEWER SYSTEM
(LIMITED PLEDGE) REVENUE CERTIFICATES OF OBLIGATION
SERIES 1992
DATED AUGUST 1, 1992
NOTICE IS HEREBY GIVEN that all certificates of obligation of the above series
maturing on and after September 1, 2003 and aggregating in principal amount $2,200,000
have been called for redemption on October 16, 2002 at the redemption price of par and
accrued interest to the date of redemption, such certificates being identified as follows:
YEAR OF
MATURITY
PRINCIPAL AMOUNT
OUTSTANDING
CUSIP NUMBER
2003
2004
2005
2006
2ao7
$390,000
410,000
440,000
465,000
495,000
ALL SUCH OBLIGATIONS shall become due and payable on October 16, 2002, and
interest thereon shall cease to accrue from and after said redemption date and payment of the
redemption price of said obligations shall be paid to the registered owners of the obligations
only upon presentation and surrender of such obligations to The Bank of New York Trust
-, Company of Florida, N.A. (successor paying agent/registrar to NationsBank of Texas, N.A.) at
its designated offices at the following offices:
By Hand:
Debt Processing Group
The Bank of New York
15 Broad Street, Main Floor
New York, New York 10005
By Mail:
Debt Processing Group
The Bank of New Yark
P. O. Box 11254
New York, New York 10286
THIS NOTICE is issued and given pursuant to the terms and conditions prescribed for
the redemption of said certificates and pursuant to an ordinance by the City Council of the City
of Plainview, Texas.
THE BANK OF NEW YORK TRUST
COMPANY OF FLORIDA, N.A.,
Address: 600 North Pearl Street
Plaza of the Americas
South Tower, Suite 420
Dallas, Texas 75201
Ordinance No. 02-3354 Bond Ordinance Page 25 of 26
Exhibit D
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION AND OPERATING DATA
The following information is referred to in: Section 30 of this Ordinance.
Annual Financial Statements and Operating. Data
.The financial .information. and operating, data with respect to the Gity to be provided
annually in accordance with ..such Section are as .specified (and included in the Appendix or
under the headings of the Official Statement referred to) .below:
1. The financial statements of the City appended to the. Official Statement as
Appendix B, but for the most recently concluded fiscal year.
2. The information under Tables 1 through 6 and $ through 22.
Accounting Principles
The accounting principles referred to in such Section are .the generally accepted
accounting principles as applicable. to governmental units as prescribed by The .Government
Accounting .Standards Board. rte.
i
~~
Ordinance No. 02-3354 Bond Ordinance Page 26 of 26