R-04-02-26-8C5 - 2/26/2004RESOLUTION NO. R -04-02-26-8C5
WHEREAS, the Council of the City of Round Rock, Texas, has
previously consented to the creation of The Williamson County
Municipal Utility District No. 9 ("District"), and
WHEREAS, The District is a. conservation and reclamation
district, a body corporate and.politic and governmental agency of the
State of 'Texas, created under. Article XVI, Sec. 59 of the Texas
Constitution by order of the Texas Water Commission, now the Texas
Commission on Environmental Quality ("the TCEQ"), and the District
operates under Chapters 49 and. 54 of the Texas Water Code, as
amended, and
WHEREAS, the District currently has outstanding those bonds
(the "Outstanding Bonds") which are secured by a pledge of Net
Revenues from the waterworks.and sewer system of the District and a
pledge by the District to levy an ad valorem tax sufficient to pay
principal of and interest on the Outstanding Bonds as they become
due, and
WHEREAS, the District now desires to refund those Outstanding
Bonds in the aggregate principal amount of $1,915,000 in advance of
their maturities, and
WHEREAS, the issuance of bonds must be approved by the City
Council of the City of Round Rock, Texas, and
WHEREAS, the Districthas submitted to the City for review and
approved a substantial draft of the Bond Order and requested approval
of the District's Series 2004 Bonds, Now Therefore
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BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS THAT,
1. The issuance by. the District of the Series 2004 Bonds in an
amount not.to exceed $1,983,623 is hereby approved.
2. The City Council approves the substantial draft of the 2004
Bond Order for the Series 2004 Bonds, the form and substance of which
is attached as Exhibit "A", incorporated by reference, and is
approved.
The City Council hereby finds and declares that written notice
of the date, hour, place and subject of the meeting at which this
Resolution was adopted was posted and that such meeting was open to
the public as required by law at all times during which this
Resolution and the subject matter hereof were discussed, considered
and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 26th day of February, 2004.
Ci<
AT T:
CHRISTINE R. MARTINEZ, Ci"Secreta
AMXWELL , Maw
of Round Rock, Texas
CERTIFICATE FOR ORDER AUTHORIZING THE ISSUANCE OF
$1,983,623 WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT
(THE "DISTRICT") WATERWORKS AND SEWER SYSTEM
COMBINATION UNLIMITED AD VALOREM TAX AND REVENUE
REFUNDING BONDS, SERIES 2004; PRESCRIBING THE TERMS AND
CONDITIONS THEREOF; MAKING PROVISION FOR THE PAYMENT OF
THE INTEREST THEREON AND THE PRINCIPAL THEREOF;
AUTHORIZING THE SALE THEREOF; AUTHORIZING THE
DEFEASANCE AND REFUNDING OF $890,000 OF SERIES 1994 BONDS
AND $1,025,000 OF SERIES 1996 BONDS OF THE DISTRICT; AND
APPROVING THE EXECUTION OF AN ESCROW AGREEMENT
AUTHORIZING THE EXECUTION OF A PAYING AGENT/REGISTRAR
AGREEMENT�ITH J.P. MORGAN TRUST COMPANY, NATIONAL
ASSOCIATION, TULSA, OKLAHOMA; AND CONTAINING OTHER
PROVISIONS RELATING TO THE SUBJECT.
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9
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We, the undersigned officers of the Board of Directors of said District, hereby certify as
follows:
1. The Board of Directors of said District convened in regular session on the 9th day of
February, 2004, at the designated meeting place, and the roll was called of the duly constituted
officers and members of said Board, to wit:
Rainer Ficken President
Leslie Alger Vice President
J.P. Kirksey Secretary
Mike Asbury Asst. Secretary/Treasurer
Keith Young Assistant Secretary
and all of said persons were present. Whereupon, among other business, the following was
transacted at said Meeting: a written
ORDER AUTHORIZING THE ISSUANCE OF $1,983,623 WILLIAMSON
COUNTY MUNICIPAL UTILITY DISTRICT (THE "DISTRICT")
WATERWORKS AND SEWER SYSTEM COMBINATION UNLIMITED AD
VALOREM TAX AND REVENUE REFUNDING BONDS, SERIES 2004;
PRESCRIBING THE TERMS AND CONDITIONS THEREOF; MAKING
PROVISION FOR THE PAYMENT OF THE INTEREST THEREON AND THE
::":I
PRINCIPAL THEREOF; AUTHORIZING THE SALE THEREOF; AUTHORIZING
THE DEFEASANCE AND REFUNDING OF $890,000 OF SERIES 1994 BONDS
AND $1,025,000 OF SERIES 1996 BONDS OF THE DISTRICT; AND
APPROVING THE EXECUTION OF AN ESCROW AGREEMENT
AUTHORIZING THE EXECUTION OF A PAYING AGENT/REGISTRAR
AGREEMENT WITH J.P. MORGAN TRUST COMPANY, NATIONAL
ASSOCIATION, TULSA, OKLAHOMA; AND CONTAINING OTHER
PROVISIONS RELATING TO THE SUBJECT (hereinafter sometimes called the
"Bond Order").
was duly introduced for the consideration of said Board and read in full. It was then duly moved and
seconded that said Order be passed; and , after due discussion, said motion, carrying with it the
passage of said Order, prevailed and carried by the following vote:
AYES: NOES:
2. That a true, full, and correct copy of the aforesaid Bond Order passed at the Meeting
described in the above and foregoing paragraph is attached to and follows this Certificate; that said
Order has been duly recorded in said Board's minutes of said Meeting; that the above and foregoing
paragraph is a true, full, and correct excerpt from said Board's minutes of said Meeting pertaining
to the passage of said Order; that the persons named in the above and foregoing paragraph are the
duly chosen qualified, and acting officers and members of said Board as indicated therein; that each
of the officers and members of said Board was duly and sufficiently notified officially and
personally, in advance, of the time, place, and purpose of the aforesaid Meeting, and that said Bond
Order would be introduced and considered for passage at said Meeting, and each of said officers and
members consented, in advance, to the holding of said Meeting for such purpose; and that said
Meeting was open to the public, and public notice of the time, place, and purpose of said Meeting
was given all as required by the Texas Government Code, Chapter 551.
SIGNED AND SEALED the day of .2004.
Secretary, Board of Directors
(SEAL)
President, Board of Directors
ORDER AUTHORIZING THE ISSUANCE OF $1,983,623 WILLIAMSON COUNTY
MUNICIPAL UTILITY DISTRICT (THE "DISTRICT") WATERWORKS AND SEWER
SYSTEM COMBINATION UNLIMITED AD VALOREM TAX AND REVENUE
REFUNDING BONDS, SERIES 2004; PRESCRIBING THE TERMS AND CONDITIONS
THEREOF; MAKING PROVISION FOR THE PAYMENT OF THE INTEREST THEREON
AND THE PRINCIPAL THEREOF; AUTHORIZING THE SALE THEREOF;
AUTHORIZING THE DEFEASANCE AND REFUNDING OF $890,000 OF SERIES 1994
BONDS AND $1,025,000 OF SERIES 1996 BONDS OF THE DISTRICT; AND APPROVING
THE EXECUTION OF AN ESCROW AGREEMENT AUTHORIZING THE EXECUTION
OF A PAYING AGENT/REGISTRAR AGREEMENT WITH J.P. MORGAN TRUST
COMPANY, NATIONAL ASSOCIATION, TULSA, OKLAHOMA; AND CONTAINING
OTHER PROVISIONS RELATING TO THE SUBJECT.
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9
WHEREAS, Williamson County Municipal Utility District No. 9 (the "District") currently
has outstanding those bonds, (the "Outstanding Bonds") identified in Exhibit "A", which is attached
hereto and made a part hereof for all purposes, all of which are secured by a pledge of Net Revenues
from the waterworks and sewer system of the District and a pledge by the District to levy an ad
valorem tax sufficient to pay principal of and interest on the Outstanding Bonds as they become due;
and
WHEREAS the District now desires to refund those Outstanding Bonds identified in
Exhibit "B" (the "Refunded Bonds") in the aggregate principal amount of One Million Nine
Hundred Fifteen Thousand And No/100 Dollars ($1,915,000) in advance of their maturities; and
WHEREAS, Chapter 1207, Texas Government Code, as amended, authorizes the District to
issue refunding bonds for the purpose of refunding the Refunded Bonds in advance of their
maturities and to accomplish such refunding by depositing the proceeds from the sale thereof, and
any other available funds or resources, directly with a paying agent in an amount sufficient to provide
for the payment or redemption of the Refunded Bonds, and such deposit shall constitute the making
of firm banking and financial arrangements for the discharge and final payment of the Refunded
Bonds; and
WHEREAS, Chapter 1207, Texas Government Code, as amended, authorizes the District to
enter into an escrow agreement (the "Escrow Agreement") with any paying agent with respect to the
safekeeping, investment, reinvestment, administration and disposition of any such deposit, upon such
terms and conditions as the District and such paying agent may agree, provided that such deposits
may be invested and reinvested only in direct obligations of the United States of America, including
obligations the principal of and interest on which are unconditionally guaranteed by the United States
of America, and which shall mature and bear interest payable at such times and in such amounts as
will be sufficient to provide for the scheduled payment or prepayment of the Refunded Bonds; and
WHEREAS, the District desire to enter into an escrow agreement (the "Escrow Agreement")
with J.P. Morgan Trust Company National Association, Tulsa, Oklahoma (the "Escrow Agent"), as
authorized by Chapter 1207, Texas Government Code, pursuant to which proceeds of the Refunding
Bonds herein authorized, together with other available funds, will be deposited, invested and applied
in a manner adequate to provide for the full and timely payment of all interest on and principal of
the Refunded Bonds; and
WHEREAS, upon the issuance of the Refunding Bonds herein authorized and the creation
of the escrow referred to above, the Refunded Bonds shall no longer be regarded as being
outstanding except for the purpose of being paid pursuant to such Escrow Agreement, and the
pledges, liens, trusts and all other covenants, provisions, terms and conditions of the resolutions
authorizing the issuance of the Refunded Bonds shall be, with respect to the Refunded Bonds,
discharged, terminated and defeased; and
WHEREAS, the Board of Directors of the District hereby finds and declares a public purpose
and deems it advisable to refund the Refunded Bonds in order to achieve a restructuring of the
District's debt service resulting in a gross debt service savings of $231,318 (a total debt service
savings of 7.78330908% of total debt service of the Refunded Bonds), a present value debt service
savings of $78,6.18.99 (a present value savings of 4.10542814% of the principal amount of Refunded
Bonds) and a restructuring of the District's cash flow; and
WHEREAS, all of the Refunded Bonds mature or are subject to redemption on or before
September 1, 2014; and
WHEREAS, the District has determined to call the Refunded Bonds on their earliest
respective redemption dates; and
WHEREAS, Chapter 1207, Texas Government Code, as amended, authorizes the District to
authorize, issue and deliver the Series 2004 Refunding Bonds (the "Refunding Bonds") identified
in Exhibit "C", which is attached hereto and made a part hereof for all purposes, and to utilize the
proceeds from said Refunding Bonds, together with cash in the amounts designated on Exhibit "C"
to defease and subsequently Refund the Refunded Bonds;
THEREFORE, BE IT ORDERED BY THE BOARD OF DIRECTORS OF WILLIAMSON
COUNTY MUNICIPAL UTILITY DISTRICT NO. 9:
Section 1. AMOUNT AND PURPOSE OF THE BONDS. The Board of Directors of
the District hereby incorporates the recitals set forth in the preamble hereto as if set forth in full at
this place and further finds and determines that said recitals are true and correct. The Series 2004
Bonds of Williamson County Municipal Utility District No. 9 (the "District") are hereby authorized
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to be issued and delivered in the aggregate principal amount of $1,983,623.00, for the purpose of
providing funds to refund the Refunded Bonds.
Section 2. DEFINITIONS. As used in this Order, unless the context shall otherwise
require, the following terms shall have the following respective meanings, to wit:
"Board" means the Board of Directors of the District.
"Bond" or "Bonds" or "Refunding Bonds" means the $1,983,623 Series 2004 Bonds
and shall include collectively the Premium Capital Appreciation Bonds and Current Interest Bonds
initially issued and delivered pursuant to this Order and all substitute Capital Appreciation Bonds
and Current Interest Bonds exchanged therefor, as well as all other substitute bonds and replacement
bonds issued pursuant thereto, and the term 'Bond" shall mean any of the Bonds.
"Business Day" means any day which is not a Saturday, Sunday or a day on which
the Registrar is authorized by law or execution order to remain closed.
"Closing Date" means the date of physical delivery of the Bonds for payment in full
by the initial purchasers thereof.
"Code" means the Internal Revenue Code.
"Compound Amount" means with respect to a Premium Capital Appreciation Bond,
as of any particular date of calculation, the original principal amount thereof, plus premium, if any,
plus all interest accrued and compounded to the particular date of calculation, as determined in
accordance with Section 4 hereof. $5,000 of the Premium Capital Appreciation Bonds constitute
a portion of the principal amount of the Refunding Bonds. $68,623 represents the premium of the
Premium Capital Appreciation Bonds.
"Current Interest Bonds" means the Bonds maturing on September 1 in each of the
years 2004 through 2014, in the aggregate principal amount of $1,910,000.
"Initial Purchaser" means Zions First National Bank.
"Interest and Sinking Fund" means the interest and sinking fund referred to in
Section 7 of this Order.
"Interest Payment Date" means September 1, 2004 and each March 1 and September
thereafter until maturity of the Bonds.
"Maturity Amount" with respect to the Capital Appreciation Bonds, means the
amount to be paid the Owner thereof at maturity, which shall include both principal and interest.
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"Net Revenues" means any income or increment which may grow out of the
ownership and operation of the District's Waterworks and Sanitary Sewer System, less such income
or increment as reasonably may be required to provide for the administration, efficient operation and
adequate maintenance of the District's System; however, the term "Net Revenues" shall not include
any revenues now or hereafter pledged or contracted to be pledged by the District to be paid to any
person pursuant to a contract under which such revenues are pledged to the payment of bonds issued
by the District for any Special Project.
"Owner" means any person who shall be the registered owner of any Outstanding
Bond.
"Person" or "Persons" means any individual corporation, partnership, joint venture,
association, joint stock company, trust, unincorporated organization or government or any agency
or political subdivision of a government or any entity whatsoever.
"Premium Capital Appreciation Bonds" or "Capital Appreciation Bonds" shall mean
the Refunding Bonds in the original principal amount of $73,623, on which no interest is paid prior
to maturity, maturing on September 1, 2004 in the principal amount of $75,000.
"Register" means the books of registration kept by the Registrar in which are
maintained the names and addresses of, and the principal amount of the Bonds registered to, each
Owner.
"Registrar" or "Paying Agent/ Registrar" means J.P. Morgan Trust Company, National
Association, Tulsa, Oklahoma.
"Record Date" means, for any Interest Payment Date, the fifteenth calendar day of the
month next preceding each Interest Payment Date.
"Refunded Bonds" means the Series 1994 and Series 1996 Bonds of the District
identified in Exhibit "B" attached to this Order
"Special Project Bonds" shall mean those bond authorized pursuant to Section 7(b)
of this Bond Order.
"State" shall mean the State of Texas.
"System" or "District's System" shall mean the works, improvements, facilities,
plants, equipment, and appliances comprising the waterworks, sanitary sewer, and drainage system
of the District now owned or to be hereafter purchased, constructed, or otherwise acquired whether
by deed, contract, or otherwise, together with any additions or extensions thereto or improvement
and replacements thereof, except the water and/or sewer and/or drainage facilities which the District
may purchase or acquire with the proceeds of the sale of Special Project Bonds, so long as such
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Special Project Bond are outstanding, notwithstanding that such facilities may be physically
connected with the System.
The table of contents and titles and headings of the Articles and Sections of this Bond Order
have been inserted for convenience of reference only and are not to be considered a part hereof and
shall not in any way modify or restrict any of the terms or provisions hereof. This Bond Order and
all the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth
herein and to sustain the validity of the Bonds.
Section 3. DESIGNATION, DATE, DENOMINATIONS, NUMBERS AND
MATURITIES OF BONDS. Each Bond issued pursuant to this Bond Order shall be designated:
$1,983,623 WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9 WATERWORKS
AND SEWER SYSTEM COMBINATION UNLIMITED AD VALOREM TAX AND REVENUE
REFUNDING BONDS, SERIES 2004 and initially there shall be issued, sold and delivered
hereunder fully registered Bonds, without interest coupons, with the Bonds being dated the Closing
Date, in the respective denominations and principal amounts hereinafter stated, with Current Interest
Bonds being numbered consecutively from R-1 upward and the Premium Capital Appreciation
Bonds being numbered consecutively from CAB -1 upward, payable to the respective initial
registered owners thereof (as designated in Section 12 hereof), or to the registered assignee or
assignees of said Refunding Bonds or any portion or portions thereof (in each case, the "Registered
Owner"), and said Current Interest Bonds shall mature and be payable serially on September 1 on
each of the years and in the principal amounts, respectively, as set forth in Exhibit "C".
The Premium Capital Appreciation Bonds shall mature and be payable on September 1, 2004
in aggregate Maturity Amount of $75,000.00.
Section 4. INTEREST. The Current Interest Bonds shall bear interest calculated on the
basis of a 360 -day year composed of twelve 30 -day months from the dates specified in the FORM
OF BOND set forth in Exhibit "D" of this Order to their respective dates of maturity, or redemption
prior to maturity, at the rates per annum set forth in Exhibit "C", which is attached hereto and made
apart hereof for all purposes. Said interest shall be payable in the manner provided and on the dates
stated in the FORM OF BOND set forth in Exhibit "D" to this Order.
The Premium Capital Appreciation Bonds scheduled to mature on September 1, 2004 shall
bear interest from the Closing Date, calculated on the basis of a 360 -day year composed of twelve
30 -day months (subject to rounding to the Compounded Amounts thereof), compounded on
September 1, 2004, and payable, together with the principal amount thereof, in the manner provided
in the FORM OF BOND set forth in Exhibit "E"this Order, at the rates per annum specified in
Exhibit "F".
Reference is hereby made to Exhibit "C" hereto, which sets forth the rounded original
principal amounts at the Closing Date for the Premium Capital Appreciation Bonds and the Maturity
Amount thereof including the initial premium (per $5,000 payment at maturity) as of September 1,
2004, the maturity date of the Premium Capital Appreciation Bonds. The Compounded Amount
with respect to any date other than September 1, 2004 is the amount set forth on Exhibit "E" with
respect to March 1, 2004, as the case may be, plus the portion of the difference between such amount
and the amount set forth on Exhibit "E" with respect to September 1, 2004, that the number of days
(based on 30 -day months) from March 1, 2004 to the date for which such determination is being
calculated.
Section 5. CHARACTERISTICS OF THE BONDS. (a) Registration. Transfer.
Conversion and Exchange-, Authentication-, Book -Entry Only System. The District shall keep or
cause to be kept at the principal corporate trust office of J.P. Morgan Trust Company, National
Association, Tulsa, Oklahoma (the "Paying Agent/Registrar"), books or records for the registration
of the transfer, conversion and exchange of the Bonds (the "Register"), and the District hereby
appoints the Paying Agent/Registrar as its registrar and transfer agent to keep such books or records
and make such registrations of transfers, conversions and exchanges under such reasonable
regulations as the District and Paying Agent/Registrar may prescribe; and the Paying Agent/Registrar
shall make such registrations, transfers, conversions and exchanges as herein provided. The Paying
Agent/Registrar shall obtain and record in the Register the address of the registered owner of each
Bond to which payments with respect to the Bonds shall be mailed, as herein provided; but it shall
be the duty of each registered owner to notify the Paying Agent/Registrar in writing of the address
to which payments shall be mailed, and such interest payments shall not be mailed unless such notice
has been given. To the extent possible and under reasonable circumstances, all transfers of
Refunding Bonds shall be made within three business days after request and presentation thereof.
The District shall have the right to inspect the Register during regular business hours of the Paying
Agent/Registrar, but otherwise the Paying Agent/Registrar shall keep the Register confidential and,
unless otherwise required by law, shall not permit their inspection by any other entity. The Paying
Agent/Registrar's standard or customary fees and charges for making such registration, transfer,
conversion, exchange and delivery of a substitute Bond or Bonds shall be paid as provided in the
Paying Agent/Registrar. Registration of assignments, transfers, conversions and exchanges of
Bonds shall be made in the manner provided and with the effect stated in the FORMS OF BOND
respectively set forth in Exhibits "D" and "E" of this Order. Each substitute Bond shall bear a
letter and/or number to distinguish it from each other Bond.
Except as provided in Section 5(c) hereof, an authorized representative of the Paying
Agent/Registrar shall, before the delivery of any such Bond, date and manually sign the Paying
Agent/Registrar's Authentication Certificate, and no such Bond shall be deemed to be issued or
outstanding unless such Certificate is so executed. The Paying Agent/Registrar promptly shall
cancel all paid Bonds and Bonds surrendered for conversion and exchange. No additional
ordinances, orders, or resolutions need be passed or adopted by the governing body of the District
or any other body or person so as to accomplish the foregoing conversion and exchange of any Bond
or portion thereof. The Paying Agent/Registrar shall provide for the printing, execution, and
delivery of the substitute Bonds in the manner prescribed herein. The duty of conversion and
exchange of Bonds as aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the
execution of said Certificate, the converted and exchanged Bond shall be valid, incontestable, and
enforceable in the same manner and with the same effect as the Bonds which initially were issued
and delivered pursuant to this Order, approved by the Attorney General, and registered by the
Comptroller of Public Accounts.
(b) Payment of Bonds and Interest. The District hereby further appoints the Paying
Agent/Registrar to act as the paying agent for paying the principal of and interest on the Refunding
Bonds, all as provided in this Order. The Paying Agent/Registrar shall keep proper records of all
payments made by the District and the Paying Agent/Registrar with respect to the Refunding Bonds,
and of all conversions and exchanges of the Refunding Bonds, and all replacements of Bonds, as
provided in this Order.
(c) In General. The Refunding Bonds (i) shall be issued in fully registered form, without
interest coupons, with the principal of and interest of such Bonds to be payable only to the registered
owners thereof, (ii) may and shall be redeemed prior to their scheduled maturities, (iii) may be
transferred and assigned, (iv) may be converted and exchanged for other Bonds, (v) shall have the
characteristics, (vi) shall be signed, sealed, executed and authenticated, (vii) the principal of and
interest on the Bonds shall be payable, and (viii) shall be administered and the Paying
Agent/Registrar and the District shall have certain duties and responsibilities with respect to the
Refunding Bonds, all as provided, and in the manner and to the effect as required or indicated, in the
Paying Agent/Registrar Agreement and the FORMS OF BOND set forth respectively in Exhibits
"D" and "E" to this Order. The Initial Bonds initially issued and delivered pursuant to this Order
are not required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each
substitute Refunding Bond issued in conversion of and exchange for any Refunding Bond or Bonds
issued under this Order the Paying Agent/Registrar shall execute the Paying Agent/Registrar's
authentication certificate, set out respectively in the FORMS OF BOND set forth in Exhibits "D"
and "E" hereof.
(d) Substitute Paying_Agent/Registrar. The District covenants with the registered owners
of the Refunding Bonds that at all times while the Refunding Bonds are outstanding the District will
provide a competent and legally qualified bank, trust company, financial institution, or other agency
to act as and perform the services of Paying Agent/Registrar for the Bonds under this Order, and that
the Paying Agent/Registrar will be one such entity. The District reserves the right to, and may, at
its option, change the Paying Agent/Registrar upon not less than 30 days written notice to the Paying
Agent/Registrar, to be effective not later than 30 days prior to the next principal or interest payment
date after such notice. In the event that the entity at any time acting as Paying Agent/Registrar (or
its successor by merger, acquisition, or other method) should resign or otherwise cease to act as such,
the District covenants that it will promptly appoint a competent and legally qualified bank, trust
company, financial institution, or other agency to act as Paying Agent/Registrar under this Order.
Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar promptly shall
transfer and deliver the Register (or a copy thereof), along with all other pertinent books and records
relating to the Refunding Bonds, to the new Paying Agent/Registrar designated and appointed by the
District. Upon any change in the Paying Agent/Registrar, the District will promptly cause a written
notice thereof to be sent by the new Paying Agent/Registrar to each registered owner of the
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Refunding Bonds, by United States mail, first-class postage prepaid, which notice also shall give the
address of the new Paying Agent Registrar. By accepting the position and performing as such, each
Paying Agent/Registrar shall be deemed to have agreed to the provisions of this Order, and a
certified copy of this Order shall be delivered to each Paying Agent/Registrar.
(e) Notice of Redemption. (i) In addition to the notice of redemption set forth in the
FORMS OF BOND attached hereto respectively as Exhibits "D" and "E", the Paying
Agent/Registrar shall give notice of redemption of the Refunding Bonds by first class mail, postage
prepaid at least thirty (3 0) days prior to a redemption date to each registered securities depository and
to any national information service that disseminates redemption notices. In addition, in the event
of a redemption caused by an advance refunding of the Refunding Bonds, the Paying Agent/Registrar
shall send a second notice of redemption to the persons specified in the immediately preceding
sentence at least thirty (30) days but not more than ninety (90) days prior to the actual redemption
date. Any notice sent to the registered securities depositories or such national information services
shall be sent so that they are received at least two (2) days prior to the general mailing or publication
or publication date of such notice. The Paying Agent/Registrar shall also send a notice of
prepayment or redemption to the Registered Owner of any Refunding Bond who has not sent the
Refunding Bonds in for redemption sixty (60) days after the redemption date.
(ii) Each notice of redemption given by the Paying Agent/Registrar, whether
required in the FORMS OF BOND attached hereto respectively as Exhibits "D" and "E" or in this
Section, shall contain a description of the Refunding Bonds to be redeemed including the complete
name of the Refunding Bonds, the Series, the date of issue, the interest rate, the maturity date, the
CUSIP number, the certificate numbers, the amounts called of each certificate, the publications and
mailing date for the notice, the date of redemption, the redemption price, the name of the Paying
Agent/Registrar and the address at which the Refunding Bonds may be redeemed, including a contact
person and telephone number.
(iii) All redemption payments made by the Paying Agent/Registrar to the
Registered Owners shall include a CUSIP number relating to each amount paid to such Registered
Owner.
Section 6. FORM OF REFUNDING BONDS. The form of the Refunding Bonds,
including the form of Paying Agent/Registrar's Authentication Certificate, the form of Assignment
and the form of Registration Certificate of the Comptroller of Public Accounts of the State of Texas
are set forth in the FORMS OF BOND attached hereto respectively in Exhibits "D" and "E", with
such appropriate variations, omissions or insertions as are permitted or required by this Order.
Section 7. (a) PLEDGE AND LEVY OF TAX. A special Interest and Sinking Fund
(the "Interest and Sinking Fund") is hereby created solely for the benefit of the Bonds, and the
Interest and Sinking Fund shall be established and maintained by the District at an official depository
bank of the District. The Interest and Sinking Fund shall be kept separate and apart from all other
funds and accounts of the District, and shall be used only for paying the interest on and principal of
n
the Bonds. All ad valorem taxes levied and collected for and on account of the Bonds shall be
deposited, as collected, to the credit of the Interest and Sinking Fund. During each year while any
of the Bonds or interest thereon are outstanding and unpaid, the governing body of the District shall
compute and ascertain a rate and amount of ad valorem tax which will be sufficient to raise and
produce the money required to pay the interest on the Bonds as such interest comes due, and to
provide and maintain a sinking fund adequate to pay the principal of its Bonds as such principal
matures; and said tax shall be based on the latest approved tax rolls of the District, with full
allowance being made for tax delinquencies and the cost of tax collection. Said rate and amount of
ad valorem tax is hereby levied, and is hereby ordered to be levied, against all taxable property in
the District for each year while any of the Bonds or interest thereon are outstanding and unpaid; and
said tax shall be assessed and collected each such year and deposited to the credit of the aforesaid
Interest and Sinking Fund. Said ad valorem taxes sufficient to provide for the payment of the interest
on and principal of the Bonds as such interest comes due and such principal matures are hereby
pledged for such payment, without limit as to rate or amount.
(b) PLEDGE OF NET REVENUES. The District covenants and agrees that the
Net Revenues of the District's waterworks and sewer system are hereby pledged for payment of the
Bonds. The revenues hereby pledged shall immediately be subject to the lien of this pledge without
any physical delivery thereof or any further act, and the lien of this pledge shall be valid and binding
as against any parties of any kind having a claim of any kind in tort, contract or otherwise against
the District irrespective of whether such parties have notice thereof. To the extent provided by law,
such pledge of Net Revenues and taxes will terminate if the City of Round Rock, Texas takes over
all properties and assets, assumes all debts, liabilities and obligations and performs all functions and
services of the District and the District is abolished pursuant to the provisions of the laws of the State
of Texas. Notwithstanding anything in this Section 7(b) to the contrary, the District reserves the
right to issue bonds ("Special Project Bonds") in one or more installments for the purchase,
construction, improvement, extension, replacement, enlargement or repair of water, sewer and/or
drainage facilities necessary under contract or contracts with persons, corporations, political
subdivisions, or other entities, such bonds to be payable from, and secured by the proceeds of such
contract or contracts. The District further reserves the right to refund such bonds.
Section 8. DEFEASANCE OF BONDS. (a) Any Bond and the interest thereon shall be
deemed to be paid, retired, and no longer outstanding (a "Defeased Bond") within the meaning of
this Order, except to the extent provided in subsection (d) of this Section 8, when payment of the
principal of such Bond, plus interest thereon to the due date (whether such due date be by reason of
maturity or otherwise) either (i) shall have been made or caused to be made in accordance with the
terms hereof, or (ii) shall have been provided for on or before such due date by irrevocably
depositing with or making available to the Paying Agent/Registrar for such payment (1) lawful
money of the United States of America sufficient to make such payment or (2) Government
Obligations which mature as to principal and interest in such amounts and at such times as will
insure the availability, without reinvestment, of sufficient money to provide for such payment, and
when proper arrangements have been made by the District with the Paying Agent/Registrar for the
payment of its services until all Defeased Bonds shall have become due and payable. At such time
as a Bond shall be deemed to be a Defeased Bond hereunder, as aforesaid, such Bond and the interest
thereon shall no longer be secured by, payable from, or entitled to the benefits of, the ad valorem
taxes herein levied and pledged and the Net Revenues pledged as provided in this Order, and such
principal and interest shall be payable solely from such money or Government Obligations.
(b) Any moneys so deposited with the Paying Agent/Registrar may at the written
direction of the District also be invested in Government Obligations, maturing in the amounts and
times as hereinbefore set forth, and all income from such Government Obligations received by the
Paying Agent/Registrar which is not required for the payment of the Bonds and interest thereon with
respect to which such money has been deposited, shall be turned over to the District or deposited as
directed in writing by the District.
(c) The term "Government Obligations" as used in this Section, 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, which may be United States
Treasury obligations such as its State and Local Government Series, which may be in book -entry
form.
(d) Until all Defeased Bonds shall have become due and payable, the Paying
Agent/Registrar shall perform the services of Paying Agent/Registrar for such Defeased Bonds the
same as if they had not been defeased, and the District shall make proper arrangements to provide
and pay for such services as required by this Order.
(e) In the event that the District elects to defease less than all of the principal amount of
Bonds of a maturity, the Paying Agent/Registrar shall select such amount of Bonds by such random
method as it deems fair and appropriate.
Section 9. DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED BONDS.
(a) Replacement Bonds. In the event any outstanding Bond is damaged, mutilated, lost,
stolen, or destroyed, the Paying Agent/Registrar shall cause to be printed, executed, and delivered,
a new bond of the same principal amount, maturity, and interest rate, as the damaged, mutilated, lost,
stolen, or destroyed Bond, in replacement for such Bond in the manner hereinafter provided.
(b) Application for Replacement Bonds. Application for replacement of damaged,
mutilated, lost, stolen, or destroyed Bonds shall be made by the registered owner thereof to the
Paying Agent/Registrar. In every case of loss, theft, or destruction of a Bond, the registered owner
applying for a replacement bond shall furnish to the District and to the Paying Agent/Registrar such
security or indemnity as may be required by them to save each of them harmless from any loss or
damage with respect thereto. Also, in every case of loss, theft, or destruction of a District, the
registered owner shall furnish to the District and to the Paying Agent/Registrar evidence to their
satisfaction of the loss, theft, or destruction of such Bond. In every case of damage or mutilation of
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a Bond, the registered owner shall surrender to the Paying Agent/Registrar for cancellation the Bond
so damaged or mutilated.
(c) No Default Occurred. Notwithstanding the foregoing provisions of this Section, in
the event any such Bond shall have matured, and no default has occurred which. is then continuing
in the payment of the principal of or interest on the Bond, the District may authorize the payment of
the same (without surrender thereof except in the case of a damaged or mutilated Bond) instead of
issuing a replacement Bond, provided security or indemnity is furnished as above provided in this
Section.
(d) Charge for Issuing Replacement Bonds. Prior to the issuance of any replacement
bond, the Paying Agent/Registrar shall charge the registered owner of such Bond with all legal,
printing, and other expenses in connection therewith. Every replacement bond issued pursuant to
the provisions of this Section by virtue of the fact that any Bond is lost, stolen, or destroyed shall
constitute a contractual obligation of the District whether or not the lost, stolen, or destroyed Bond
shall be found at any time, or be enforceable by anyone, and shall be entitled to all the benefits of
this Order equally and proportionately with any and all other Bonds duly issued under this Order.
(e) Authority for Issuing_Replacement Bonds. In accordance with Chapter 1207, Texas
Government Code, as amended, this Section shall constitute authority for the issuance of any such
replacement bond without necessity of further action by the governing body of the District or any
other body or person, and the duty of the replacement of such bonds is hereby authorized and
imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar shall authenticate and
deliver such Bonds in the form and manner and with the effect, as provided in this Order for Bonds
issued in conversion and exchange for other Bonds.
Section 10. CUSTODY, APPROVAL, AND REGISTRATION OF BOND; BOND
COUNSEL'S OPINION AND CUSIP NUMBERS. The President of the Board of Directors of the
District is hereby authorized to have control of the Bonds initially issued and delivered hereunder
and all necessary records and proceedings pertaining to the Bonds pending their delivery and their
investigation, examination, and approval by the Attorney General of the State of Texas, and their
registration by the Comptroller of Public Accounts of the State of Texas. Upon registration of the
Bonds said Comptroller of Public Accounts (or a deputy designated in writing to act for said
Comptroller) shall manually sign the Comptroller's Registration Certificate attached to such Bonds,
and the seal of said Comptroller shall be impressed, or placed in facsimile, on such Certificate. The
approving legal opinion of the District's Bond Counsel and the assigned CUSIP numbers may, at the
option of the District, be printed on the Bonds issued and delivered under this Order, but neither
shall have any legal effect, and shall be solely for the convenience and information of the registered
owners of the Bonds.
Section 11. COVENANTS REGARDING TAX EXEMPTION OF INTEREST ON THE
BONDS. The District covenants to take any action necessary to assure, or refrain from any action
which would adversely affect, the treatment of the Bonds as obligations described in Section 103 of
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the Internal Revenue Code of 1986, as amended (the "Code"), the interest on which is not includable
in the "gross income" of the holder for purposes of federal income taxation. In furtherance thereof,
the District covenants as follows:
(a) to take any action to assure that no more than 10 percent of the proceeds of
the Bonds or the projects financed therewith (less amounts deposited to a reserve fund, if
any) are used for any "private business use," as defined in Section 141(b)(6) of the Code or,
if more than 10 percent of the proceeds or the projects financed therewith are so used, such
amounts, whether or not received by the District, with respect to such private business use,
do not, under the terms of this Order or any underlying arrangement, directly or indirectly,
secure or provide for the payment of more than 10 percent of the debt service on the Bonds,
in contravention of Section 141(b)(2) of the Code;
(b) to take any action to assure that in the event that the "private business use"
described in subsection (a) hereof exceeds 5 percent of the proceeds of the Bonds or the
projects financed therewith (less amounts deposited into a reserve fund, if any) then the
amount in excess of 5 percent is used for a "private business use" which is "related" and not
"disproportionate," within the meaning of section 141(b)(3) of the Code, to the governmental
use;
(c) to take any action to assure that no amount which is greater than the lesser of
$5,000,000, or 5 percent of the proceeds of the Bonds (less amounts deposited into a reserve
fund, if any) is directly or indirectly used to finance loans to persons, other than sate or local
governmental units, in contravention of section 141(c) of the Code;
(d) to refrain from taking any action which would otherwise result in the Bonds
being treated as "private activity bonds" within the meaning of section 141(b) of the Code;
(e) to refrain from taking any action that would result in the Bonds being
"federally guaranteed" within the meaning of section 149(b) of the Code;
(f) to refrain from using any portion of the proceeds of the Bonds, directly or
indirectly, to acquire or to replace funds which were used, directly or indirectly, to acquire
investment property (as defined in section 148(b)(2) of the Code) which produces a
materially higher yield over the term of the Bonds, other than investment property acquired
with -
(1) proceeds of the Bonds invested for a reasonable temporary period of
3 years or less or, in the case of a refunding bond, for a period of 30 days or less until
such proceeds are needed for the purpose for which the bonds are issued,
(2) amounts invested in a bona fide interest and sinking fund, within the
meaning of section 1.148-1(b) of the Treasury Regulations, and
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(3) amounts deposited in any reasonably required reserve or replacement
fund to the extent such amounts do not exceed 10 percent of the proceeds of the Bonds;
(g) to otherwise restrict the use of the proceeds of the Bonds or amounts treated
as proceeds of the Bonds, as may be necessary, so that the Bonds do not otherwise
contravene the requirements of Section 148 of the Code (relating to arbitrage) and, to the
extent applicable) and, to the extent applicable, Section 149(d) of the Code (relating to
advance refundings); and
(h) to pay to the United States of America at least once during each five-year
period (beginning on the date of delivery of the Bonds) an amount that is at least equal to 90
percent of the "Excess Earnings," within the meaning of Section 148(f) of the Code and to
pay to the United States of America, not later than 60 days after the Bonds have been paid
in full, 100 percent of the amount then required to be paid as a result of Excess Earnings
under Section 148(f) of the Code.
In order to facilitate compliance with the above covenant (h), a "Rebate Fund" is hereby
established by the District for the sole benefit of the United States of America, and such fund shall
not be subject to the claim of any other person, including without limitation the bondholders. The
Rebate Fund is established for the additional purpose of compliance with Section 148 of the Code.
For purposes of the foregoing (a) and (b), the District understands that the term "proceeds"
includes "disposition proceeds" as defined in the Treasury Regulations and, in the case of refunding
bonds, transferred proceeds (if any) and proceeds of the refunded bonds expended prior to the date
of issuance of the Bonds. It is the understanding of the District that the covenants contained herein
are intended to assure compliance with the Code and any regulations or rulings promulgated by the
U.S. Department of the Treasury pursuant thereto. In the event that regulations or rulings are
hereafter promulgated which modify or expand provisions of the Code, as applicable to the Bonds,
the District will not be required to comply with any covenant contained herein to the extent that such
failure to comply, in the opinion of the District's bond counsel, will not adversely affect the
exemption from federal income taxation of interest on the Bonds under Section 103 of the Code.
In the event that regulations or rulings are hereafter promulgated which impose additional
requirements which are applicable to the Bonds, the District's bond counsel, to preserve the
exemption from federal income taxation of interest on the Bonds under Section 103 of the Code.
In furtherance of such intention, the District hereby authorizes and directs the Board of Directors of
the District to execute any documents, certificates or reports required by the Code and to make such
elections, on behalf of the District, which may be permitted by the Code as are consistent with the
purpose for the issuance of the Bonds.
Section 12. SALE OF BONDS. The Bonds are hereby sold and shall be delivered to
Zions First National Bank at a price of $1,983,623, pursuant to the terms and provisions of this Bond
Order which the President of the Board of Trustees of the District is hereby authorized to execute
and deliver and to which the Secretary of the Board of Trustees of the District is hereby authorized
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to attest. It is hereby officially found, determined, and declared that the terms of this sale are the
most advantageous reasonably obtainable.
Section 13. APPROVAL OF ESCROW AGREEMENT. The President of the Board of
Directors of the District is hereby authorized to execute and deliver and the Secretary of the Board
of Directors of the District is hereby authorized to attest to an Escrow Agreement. In addition, the
President of the Board of Directors for the District is authorized to purchase such federal securities,
execute such subscriptions for the purchase of United States Treasury Securities, State and Local
Government Series and to deposit such cash on hand of the District, as may be necessary for the
Escrow Fund.
Section 14. INTEREST EARNINGS ON BOND PROCEEDS. Interest earnings derived
from the investment of proceeds from the sale of the Bonds shall be used along with other bond
proceeds for the purpose for which the Bonds are issued; such interest earnings shall be deposited
in the Interest and Sinking Fund. It is further provided, however, that any interest earnings on bond
proceeds which are required to be rebated to the United States of America pursuant to Section I I (h)
hereof in order to prevent the Bonds from being arbitrage bonds shall be so rebated and not
considered as interest earnings for the purposes of this Section.
Section 15. FURTHER PROCEDURES. (a) The President or Vice President and
Secretary of the Board of Directors of the District, and all other officers, employees and agents of
the District, and each of them, shall be and they are hereby expressly authorized, empowered and
directed from time to time and at any time to do and perform all such acts and things and to execute,
acknowledge and deliver in the name and under the corporate seal and on behalf of the District the
Paying Agent/Registrar Agreement, and such other necessary or desirable in order to carry out the
terms and provisions of this Order. In case any officer whose signature shall appear on any bond
shall cease to be such officer before the delivery of such Bond, such signature shall nevertheless be
valid and sufficient for all purposes the same as if such officer had remained in office until such
delivery.
Section 16. APPROVING OPINION OF BOND COUNSEL. The obligation of the
Purchaser to accept delivery of the Bonds is subject to the Purchaser being furnished with the final,
approving Opinion of Leonard Frost Levin & Van Court, bond counsel to the District, which opinion
shall be dated as of and delivered on the date of initial delivery of the Bonds to the Purchaser.
Section 17. COMPLIANCE WITH RULE 15c2-12.
(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.
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"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.
(b) Annual Reports.
(i) The District shall provide annually to each NRMSIR and any SID, within six
months after the end of each fiscal year, the annual Audit required of the District by the Texas
Commission on Environmental Quality (the "TCEQ"). Any financial statements so to be provided
shall be (1) prepared in accordance with the accounting principles or such other accounting
principles as the District may be required to employ from time to time pursuant to state law or
regulation, and (2) audited, if the District commissions an audit of such statements and the audit is
completed within the period during which they must be provided. If the audit of such financial
statements is not completed within such period, then the District shall provide unaudited financial
statements within such period, and audited financial statements for the applicable fiscal year to each
NRMSIR and any SID, when the audit report on such statements become available.
(ii) Ifthe District changes its fiscal year, it will notify each NRMSIR and any SID
of the change (and of the date of the new fiscal year end) prior to the next date by which the District
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 one 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 had been provided to each NRMSIR and any SID or filed with the SEC.
(iii) The financial information and operating data to be provided pursuant to this
Section may be set forth in full in one 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 and therefor has been provided to each NRMSIR and any SID) filed with the SEC.
(c) Material Event Notices. The District 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;
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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 holders of the Bonds;
Bond calls;
9. Defeasances;
10. Release, substitution, or sale of property securing repayment of the Bonds;
and
11. Rating changes.
The District shall notify any SID and either each NRMSIR or the MSRB, in a timely manner, of any
failure by the District to provide financial information or operating data in accordance with
subsection (b) of this Section by the time required by such subsection.
(d) Limitations, Disclaimers and Amendments:
(i) The provisions of this Section are for the sole benefit of the registered owners
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 District
undertakes to provide only the financial information, operating data, financial statements, and notices
which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to
provide any other information that may be relevant or material to a complete presentation of the
District'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
District 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.
(ii) UNDER NO CIRCUMSTANCES SHALL THE DISTRICT BE LIABLE TO
THE REGISTERED OWNER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER
PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART
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FOR ANY BREACH BY THE DISTRICT, 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.
(iii) No default by the District in observing or performing its obligations under this
Section shall compromise a breach of or default under the Order for purposes of any other provision
of this Order. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit
the duties of the Issuer under federal and state securities laws.
(iv) The provisions of this Section may be amended by the District from time to
time to adapt to changed circumstances that arise from a change in legal requirements, a change in
law, or a change in the identity, nature, status, or type of operations of the District, 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 ofthe Rule since such offering as well as such changed circumstances
and (2) either (a) the registered owners of a majority in aggregate principal amount (or any greater
amount required by any other provision of this Order that authorizes such an amendment) of the
outstanding Bonds consent to such amendment or (b) a person that is unaffiliated with the District
(such as nationally recognized bond counsel) determined that such amendment will not materially
impair the interest of the registered owners and beneficial owners of the Bonds. If the District so
amends the provisions of this Section, it shall include with any amended financial information or
operating data next provided in accordance with subsection (b) of this Section an explanation, in
narrative form, of the reason for the amendment and of the impact of any change in the type of
financial information or operating data so provided. The District may also amend or repeal the
provisions of this continuing disclosure agreement if the SEC amends or repeals the applicable
provision of the Rule or a court of final jurisdiction enters judgment that such provisions of the Rule
are invalid, but only if and to the extent that the provisions of this sentence would not prevent an
underwriter from lawfully purchasing or selling Bonds in to primary offering of the Bonds.
Section 18. ALLOCATION OF, AND LIMITATION ON, EXPENDITURES FOR THE
PROJECT. The District shall make the expenditure of sale proceeds and investment earnings to be
used for the purpose described in Section 1 of this Order, and shall conform to the Authorized
Expenditures set forth in Exhibit "F", which is attached hereto and made a part hereof for all
purposes. The foregoing notwithstanding, the District shall not expend sale proceeds or investment
earnings thereon more than 60 days after the later of (1) the fifth anniversary of the delivery of the
Bonds, or (2) the date the Bonds are retired, unless the District obtains an opinion of nationally -
recognized bond counsel that such expenditure will not adversely affect the tax-exempt status of the
Bonds. For purposes hereof, the District shall not be obligated to comply with this covenant if it
obtains an opinion that such failure to comply will not adversely affect the excludability for federal
income tax purposes from gross income of the interest.
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Section 19. PARTIAL REFUNDING. The refunding and/or redemption of portions of
the Series 1994 Bonds and Series 1996 Bonds will result in the partial refunding of certain maturities
of the Refunded Bonds (the "Partially Refunded Bonds"). The paying agent/registrar for the
Refunded Bonds is instructed to designate by lot which of the Partially Refunded Bonds will be
payable from and secured solely from ad valorem taxes of the District pursuant to the bond orders
of the District authorizing the issuance of such Refunded Bonds (the "Refunded Bond Orders"). For
purposes of such determination and designation, all Partially Refunded Bonds registered in
denominations greater than $5,000 shall be considered to be registered in separate $5,000
denominations. The paying agent/registrar shall notify by first class mail all registered owners of
all affected bonds of such maturities that: (i) a portion of such bonds have been refunded and are
secured until final maturity solely with cash and investments maintained by the Escrow Agent in the
Escrow Fund, (ii) the principal amount of all affected bonds of such maturities registered in the name
of such registered owner that have been refunded and are payable solely from cash and investments
in the Escrow Fund and the remaining principal amount of all affected bonds of such maturities
registered in the name of such registered owner, if any, have not been refunded and are payable and
secured solely from ad valorem taxes of the District described in the respective Refunded Bond
Order, (iii) the registered owner is required to submit his or her Partially Refunded Bonds to the
paying agent/registrar, for the purposes of reregistering such registered owner's bonds and assigning
new CUSIP numbers in order to distinguish the source of payment for the principal and interest of
such bonds, and (iv) payment of principal of and interest on such bonds may, in some circumstances,
be delayed until such bonds have been registered and new CUSIP numbers have been assigned as
required by (iii) above.
Section 21. REDEMPTION OF REFUNDED BONDS. The Refunded Bonds identified
in Exhibit "B" are hereby called for redemption prior to their scheduled maturities, at the price and
date indicated in Exhibit "B".
The Secretary of the Board of Directors is hereby directed to coordinate with the paying agent
to give notice of such redemption, in substantially the form attached to this Order as Exhibit "G",
in accordance with the applicable terms of the orders authorizing the issuance of the Refunded Bonds
so called for redemption.
Section 22. NOTICE TO PAYING AGENT. The Refunded Bonds referenced in Section
21 above are so called for redemption and the paying agent is hereby directed to make appropriate
arrangements so that the Refunded Bonds may be redeemed on the redemption date.
Section 23. APPROPRIATION. The District hereby appropriates from current funds on
hand, and directs the transfer to the Interest and Sinking Fund for the Bonds of an amount of money
sufficient, when added to the accrued interest received from the sale of the Bonds, to pay the
principal and interest on the Bonds coming due on September 1, 2004 and March 1, 2005.
Section 24. QUALIFIED TAX-EXEMPT OBLIGATIONS. The District hereby
designates the Bonds as "qualified tax-exempt obligations" for purposes of section 265(b) of the
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Code. In connection therewith, the District represents (a) that the aggregate amount of tax-exempt
obligations issued by the District during calendar year 2004, including the Bonds, which have been
designated as "qualified tax-exempt obligations" under section 265(b)(3) of the Code does not
exceed $10,000,000 and (b) that the reasonably anticipated amount of tax-exempt obligations which
will be issued by the District during calendar year 2004, including the Bonds, will not exceed
$10,000,000. For purposes of this Section, the term "tax-exempt obligation" does not include
"private activity bonds" within the meaning of section 145 of the Code. In addition, for purposes
of this Section the District includes all governmental units which are aggregated with the District
under section 265(b) of the Code.
Section 25. ADDITIONAL BONDS, INFERIOR OBLIGATIONS. The District expressly
reserves the right, to the extent permitted by law, to issue in one or more installments or issues,
additional obligations heretofore voted but unissued and bonds hereafter voted and payable from a
lien on and pledge of taxes and revenues on a parity with and of equal dignity with the pledge for
the Bonds; and bonds, notes and other obligations of inferior liens. The District further reserves the
right to issue refunding bonds, notes or other obligations in any manner permitted by law to refund
any Refunding Bonds, currently outstanding bonds, notes or other obligations at or prior to their
respective dates of maturity or redemption.
Section 26. OPTIONAL REDEMPTION. The Bonds shall be subject to option
redemption, in whole ore in part, on any Interest Payment Date at a price equal to the unpaid
principal amount of the Bonds being refunded, together with accrued interest to the date of
redemption. Notice of the optional redemption shall be given in the manner specified in the FORMS
OF BOND respectively set forth in Exhibits "D" and "E" hereof.
Section 27. ORDER A CONTRACT. The district acknowledges that the covenants and
obligations of the District herein contained are a material inducement to the purchase of the Bonds.
This Order shall constitute a contract with the holders of the Bonds from time to time, binding on
the District and its successors and assigns, and shall not be amended or repealed by the District so
long as any Bond remains outstanding except as permitted in this Order.
Section 28. AMENDMENT WITH CONSENT OF OWNERS OF 51 % OF BONDS AND
ANY ADDITIONAL BONDS. The owners of 51% in aggregate principal amount of then
outstanding Bonds shall have the right from time to time to approve any amendment to this Bond
Order which may be deemed necessary or desirable by the District; provided however, that, other
than as permitted by Section 32, nothing herein contained shall permit or be construed to permit the
amendment, without the consent of the Owner of each of the outstanding Bonds affected thereby,
of the terms and conditions of this Bond Order or the Bonds so as to:
(i) change debt service requirements, interest payment dates or the
maturity or maturities of the outstanding Bonds;
(ii) reduce the rate of interest borne by any of the outstanding Bonds;
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(iii) reduce the amount of the principal of, redemption premium, if any, or
interest on the outstanding Bonds or impose any conditions with
respect to such payments;
(iv) modify the terms of payment of principal of, redemption premium, if
any, or interest on the outstanding Bonds or impose any conditions
with respect to such payments;
(v) affect the right of the Registered Owners of less than all of the Bonds
then outstanding; or
(vi) decrease the minimum percentage of the principal amount of Bonds
necessary for consent to any such amendment.
Section 29. NOTICE OF AMENDMENT. If at any time the District shall desire to
amend this Bond Order it shall cause a written notice of the proposed amendment to be published
at least once on a business day in a financial newspaper, j ournal, or publication of general circulation
in the City of New York, New York, and in the State of Texas. If, because of temporary or
permanent suspension of the publication or general circulation of all such newspapers, journals, or
publications, it is impossible or impractical to publish such notice in the manner provided herein,
then such publication in lieu thereof as shall be made by the Paying Agent/Registrar shall constitute
a sufficient publication of notice. In addition to such publication, the Paying Agent/Registrar shall
cause a written notice of the proposed amendment to be given by registered or certified mail to
Registered Owners of the Bonds as shown on the Registration Books maintained by the Paying
Agent/Registrar; provided, however, that failure to receive such written notice of the proposed
amendment, or any defect therein or in the mailing thereof, shall not affect the validity of any
proceeding in connection with, or the adoption of, such amendment. Such notice shall briefly set
forth the nature of the proposed amendment and shall state that a copy thereof is on file at the
principal office of the Paying Agent/Registrar for inspection by all Registered Owners of Bonds.
Section 30. CONSENT TO AMENDMENT. Whenever at anytime not less than 30 days,
and within one year, from the date of the first publication of said notice or other services of written
notice the District shall receive an instrument or instruments executed by the Registered Owners of
at least 51% in aggregate principal amount of all Bonds then outstanding, which instrument or
instruments shall refer to the proposed amendment described in said notice and shall specifically
consent to and approve such amendment, the District may adopt the amendatory resolution or order
in substantially the same form.
Section 31. EFFECT OF AMENDMENT. Upon the adoption of any amendatory
resolution or order pursuant to the provisions of this Section, this Bond Order shall be deemed to be
amended in accordance with such amendatory resolution or order, and the respective rights, duties,
and obligations under such amendatory resolution or order of all the Registered Owners shall
thereafter be determined and exercised subject in all respects to such amendments.
20
Section 32. CONSENT OF REGISTERED OWNERS. Any consent given by a
Registered Owner pursuant to the provisions of this Section shall be irrevocable for a period of six
months from the date of the first publication of the notice provided for in this Section, and shall be
conclusive and binding upon all future owners of the Bonds during such period. Such consent may
be revoked by the Registered Owner who gave such consent at any time after six months from the
date of the first giving of such notice, or by a successor in title, by filing notice thereof with the
Paying Agent/Registrar and the District, but such revocation shall not be effective if the Registered
Owners of 51 % in aggregate principal amount of the then outstanding Bonds have, prior to the
attempted revocation, consented to and approved the amendment.
Section 33. AMENDMENTS WITHOUT CONSENT. Notwithstanding the provisions
of Sections 26 through 32 of this Article, and without notice of the proposed amendment and without
the consent of the Registered Owners, the District may, at any time, amend this Bond Order to cure
any ambiguity or to cure, correct, or supplement any defective or inconsistent provision contained
therein, or to make any other change that does not in any respect materially and adversely affect the
interest of the Registered Owners, provided that no such amendment shall be made contrary to the
provision to Section 27, and a duly certified or executed copy of each such amendment shall be filed
with the Paying Agent/Registrar.
Section 34. PARTIES' INTEREST HEREIN. Nothing in this Order, expressed or
implied, is intended or shall be construed to confer upon, or to give to, any person or entity, other
than the District, and the Registered Owners of the Bonds, any right, remedy or claim under or by
reason of this Order or any covenant, condition or stipulation hereof, and all covenants, stipulations,
promises and agreements in this Order contained by and on behalf of the District shall be for the sole
and exclusive benefit of the District and the Registered Owners of the Bonds.
(EXECUTION PAGE FOLLOWS)
21
PASSED AND APPROVED this
ATTEST:
LOW
J.P. Kirksey, Secretary
\\Kelly\docs\W1LL\2004 Refunding\Order Authorizing the Issuance of Bonds.wpd
day of February, 2004.
WILLIAMSON COUNTY MUNICIPAL
UTILITY DISTRICT NO.9
22
Rainer Ficken, President
EXHIBIT "A"
WILLIAMS ON COUNTY
MUNICIPAL UTILITY DISTRICT NO.9
SEPTEMBER 30, 2003
GENERAL LONG-TERM DEBT SERVICE REQUIREMENTS - BY YEARS
1 of 2 Pages
Unlimited Tax and Revenue Bonds
Unlimited
Tax and Revenue Bonds
Series 1994
Unlimited
Tax and Revenue Bonds
Series 1996
Series 1998
Fiscal
Principal
Interest
Principal P
Interest
YearDue
Due
Due
Principal
Interest
Ending
09/01
--�_
03/01,09/01
Total
09/01
Due
03/01,09/01
Total
Due
Due
09101
03/01,09/01
Total
2004
2005
S 70,000
75,000
S 73,550 S
143,550 S
145,000
S 132,720 S
277,720 S
105,000
S 158,405 S
2006
80,000
69,210
64,485
144,210
144,485
155,000
124,745
279,745
110,000
152,105
263,405
262,105
2007
85,000
59,365
144,365
165,000
175,000
116 220
106,980
281220
,
115,000
145,505
260,505
2008
95,000
53,840
148,840
190,000
97,005
281,980
120,000
138,605
258,605
2009
100,000
47,570
147,570
200,000
85,985
287,005
285,985
130,000
131,405
261,405
2010
105,000
40,870
145,870
215,000
74,185
289,185
135,000
123,605
258,605
2011
115,000
33,835
148,835
230,000
61,500
291,500
145,000
115,505
260,505
2012
120,000
26,130
146,130
245,000
47,700
292,700
150,000
106,805
256,805
2013
130,000
18,090'
148,090
265,000
33,000
298,000
160,000
99,605
259,605
2014
140,000
9380
149,380
285,000
17,100
302,100
145,000
91,925
236,925
2015
_
125,000
84,856
209,856
2016
_
_
-
430,000
78,763
508,763
2017
_
_
_
-
455,000
57,800
512,800
2018
_
_
-
-
480,000
39,600
519,600
2019
_
_
-
-
510,000
20,400
530,400
2020
_
-
-
_
2021
S 1,115,600
-----__
S 496,325 5
1,611,325 S
2,270,000
S 897,140 S
3,167,140 S
3,315,000
S 1,544,889 S
4,859,889
1 of 2 Pages
2 of 2 Pages
26
Unlimited Tax and Revenue Bonds
Unlimited Tax and Revenue Bonds
Series 2000
Series 2002
Annual Requirements for All Series
Fiscal
Principal
Interest
Principal
Interest
Year
Due
Due
Due
Due
Principal
Interest
Ending
09/01
03/01,09/01
Total
09/01
03/01,09/01
Total
Due
Due
09/01.
03/01,09/01
Total
2004
2005
S 85,000
90,000
S 133,175
132.225
S 223,175 S
125,000
S 157,027 S
282,027
S 530,000
S 659,877
S 1,189,377
2006
95,000
125,925
222 225
220,925
130,000
135,000
152,028
282,028
560,000
630,313
1,190,313
2007
100,000
119,275
219275
145,000
146,427
141,428
281,427
590,000
598,562
1'183,562
2008
110,000
112275
222,275
150,000
135,627
286,428
285,627
625,000
565,653
1,190,653
2009
115,000
104,575
219,575
160,000
129,628
675,000
530,152
1,205,152
2010
120,000
96,525
216,525
170,000
123,227
293,227
491,363
1,201,363
2011
130,000
88,125
218,125
175,000
116,428
291,428
755,000
800,000
450,312
1205,312
2012
135,000
81,235
216,235
185,000
109,252
294,252
845,000
406,693
1206,693
2013
145,000
73,945
218,945
195,000
101,433
296,483
880,000
363,922
1,203,922
2014
155,000
66,115
221,115
205,000
92,902
297,902
910,000
318,443
1,193,443
2015
165,000
57,745
222,745
220,000
83,678
303,678
815,000
270,353
1,180,353
2016
2017
175,000
185,000
49,000
224,000
230,000
73,557
303,557
860,000
220,186
180,357
1,035,186
1,040,357
2018
195,000
40,250
31,000
225,250
240,000
62,748
302,748
905,000
142,598
1,047,593
2019
205,000
21,250
226,000
226,250
255,000
51,227
306,227
960,000
102,627
1,062,627
2020
220,000
11,000
231,000
265,000
280,000
38,860
25,875
303,860
470,000
60,110
530,110
2021
-
305,875
500,000
36,875
536,375
-
-
295,000
13,275
.3082 75
295,000
13275
303,275
S 2,425,000
S 1,348,640
S 3,773,640 S
3,560,000
S 1,754,677 S
5,314,677
S 12,685,000
S 6,041,671
3 18,726,671
2 of 2 Pages
26
EXHIBIT "B"
Williamson County Municipal Utility District No. 9
Principal Amount of Refunded Bonds
Dates
Series 1994
Series 1996
Totals
2007
$ 85,000.00
$
$ 85,000.00
2008
95,000.00
95,000.00
2009
100,000.00
100,000.00
2010
105,000.00
105,000.00
2011
115,000.00
230,000.00
345,000.00
2012
120,000.00
245,000.00
365,000.00
2013
130,000.00
265,000.00
395,000.00
2014
140,000.00
285,000.00
425,000.00
TOTALS:
$890,000.00
$1,025,000.00
$1,915,000.00
\\Kelly\d0c3\W1LL\2004 RefundingThart -Principal Amount of Refunded Bonds.wpd
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EXHIBIT "D"
FORM OF CURRENT INTEREST BONDS
EXHIBIT "E"
FORM OF PREMIUM CAPITAL APPRECIATION BONDS
EXHIBIT "F"
AUTHORIZED EXPENDITURES OF BOND PROCEEDS
Bond Proceeds Used to Advance Refund Portions of Series 1994
and Series 1996 Bonds
Non -Refunding Proceeds
Issuance Costs:
Grant Thornton LLP
(Verification Report)
Paying Agent/Registrar
(J.P. Morgan Trust Company, National Association,
Tulsa, Oklahoma)
Legal Counsel to Paying Agent/Registrar
(Winstead Sechrist & Minnick)
Paying Agent/Registrar for Series 1994
Bonds to redeem $890,000
Paying Agent/Registrar for Series 1996
Bonds to redeem $1,025,000
Financial Consultant (Zion First National Bank)
Bond Counsel (Leonard Frost Levin & Van Court, a
professional corporation)
Miscellaneous Expenses and Issuance Costs
\\Ke11y\docs\W1LL\2004 Refunding\Wuthorized Expenditures.wpd
$1,868,658.61
4,964.39
10,000.00
8,000.00
5,000.00
2,000.00
2,000.00
39,000.00
39,000.00
5,000.00
EXHIBIT "G"
NOTICE TO PAYING AGENT FOR THE REFUNDED BONDS
OF DEFEASANCE AND BOND REDEMPTION
Notice is hereby given that Williamson County Municipal Utility District No. 9 (the
"District"), through its Board of Directors and by resolution duly passed, has provided for the deposit
with J.P. Morgan Trust Company, National Association (the "Escrow Agent"), of cash and direct
obligations of the United States of America sufficient to defease and provide for the payment of
principal of and interest on all of the Bonds identified on Exhibit "A", which is attached hereto and
made a part hereof for all purposes (the "Defeased Bonds"), to their maturity or redemption date as
hereinbelow described:
Notice is further given that the District has called the Defeased Bonds for redemption, prior
to their scheduled maturities, for a redemption price equal to the principal amounts thereof plus
accrued interest to the date fixed for redemption, on the Redemption Dates described in Exhibit "A".
The Defeased Bonds called for redemption shall cease to bear interest after their redemption
dates.
The paying agent is hereby directed to send a notice of defeasance and bond redemption for
the Defeased Bonds by sending written notice b y registered or certified mail at least thirty (30) days
prior to the date fixed for redemption to the registered owner of each Defeased Bond in the form
prescribed by the resolutions authorizing the issuance of the Defeased Bonds.
This Notice is issued and given pursuant to the option of redemption reserved to the District
in the proceedings authorizing the issuance of said Defeased Bonds and in accordance with recitals
and provisions of said Defeased Bonds.
WITNESS MY OFFICIAL SIGNATURE this 9th day of February, 2004.
Rainer Ficken, President
Williamson County Municipal Utility District No. 9
J.P. MORGAN TRUST COMPANY, NATIONAL ASSOCIATION, TULSA,
OKLAHOMA, hereby acknowledges the receipt of the foregoing Notice to Paying Agent For the
Refunded Bonds of Defeasance and Bond Redemption, the same having been received on the date
shown below, which is more than thirty (30) days prior to the date fixed for redemption.
EXECUTED this _ day of February, 2004.
J.P. MORGAN TRUST COMPANY,
NATIONAL ASSOCIATION
By:_
Name:
Title:
\\Ke11y\d0cs\WILL\2004 RefundingWotice to Paying Agent for the Refunding Bonds of Defeasance and Bond Redemption.wpd
f
DATE: February 20, 2004
SUBJECT: City Council Meeting - February 26, 2004
ITEM: 8.C.5. Consider a resolution approving the issuance of $1,983,623
Combination Unlimited Tax and Revenue Refunding Bonds, Series
2004 by the Williamson County Municipal Utility District No. 9
(Vista Oaks).
Department: Finance
Staff Person: Cindy Demers, Finance Director
Justification: The District is in the extraterritorial jurisdiction (ETJ) of the City of
Round Rock and, therefore, the City's approval is required prior to
the sale of bonds. These bonds are an obligation of the District and
no other entity. No adverse impact is anticipated on the District's tax
or utility rates.
Funding:
Cost: N/A
Source of funds: N/A
Outside Resources: Tom Leonard, Leonard Frost Levin & Van Court
Background Information:
Public Comment: N/A
The District is selling $1,983,623 principal amount of
refunding bonds. The bond proceeds will be used to
restructure the District's annual debt service expense
and achieve debt service savings for the District. Texas
Commission on Environmental Quality approval is not
required as these are refunding bonds.
EXECUTED
DOCUMENT
FOLLOWS
,2-o�-oa-a�-8cs
m
m
a
Williamson County MUD No.9
Sources&Uses Report
Advance,Partial Refunding of Series 1994 and 1996 Bonds
Sources of Funds:
Principal Amount of Current Interest Bonds(CIBs) 1,910,000.00
Compound Accretion Bond Proceeds(CABs) 73,623.00
Issuer Contribution to Refunding 230,000.00
Total SOURCES of Funds $2,213,623.00
Uses of Funds:
SLG Escrow Cost 2,038,225.00
Initial Cash Deposit to Escrow 60,433.61
Issuance Expenses: ($110,000.00)
Other Issuance Expenses 10,000.00
Issuance Costs 100,000.00
Rounding Amount 4,964.39
Total USES of Funds $2,213,623.001
Miscellaneous Bond Issuance Information:
Delivery Date: 03/01/2004
Principal Amount of Bonds Being Refunded 1,915,000.00
Principal Amount of the Refunding Bonds 1,915,000.00
Proceeds of"The new Bonds" 1,983,623.00
Rate/Yield on the Refunded Bonds 6.26735380%
"All Costs Included"TIC on the New Issue is 4.68371879%
Federal Arbitrage Yield on the New Issue is 3.74000203%
Yield on Escrow 1.92068685%
Total Debt Service Savings 231,318.00
Present Value Savings @ 4.68371879% 78,618.99
Total Debt Service Savings as a Percent of
Total Debt Service of Refunded Bonds 7.78330908%
Present Value Savings as a Percent of
Principal Amount of Bonds Being Refunded 4.10542814%
WILL/AMSON MUD9:RUN2004 NEW2004 AGGREFUND Prepared by:Zions Bank-Boston,MA 02104/2004 @ 12:04 v6.77
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Williamson County MUD No.9
Advance,Partial Refunding of Series 1994 and 1996 Bonds
Dated Date=09/01/2001 Series 1996 Bonds to Refund Delivery Date=09/01/2001
Term Bond Bond Coupon Interest Total Fiscal Year Debt Service
Dates Maturities Redemptions Proceeds Rate Yield Price Amount Debt Service Debt Service to Call
03/01/2002 - - 30,750.00 30,750.00 - 30,750.00
09/01/2002 30,750.00 30,750.00 61,500.00 30,750.00
03/01/2003 30,750.00 30,750.00 - 30,750.00
09/01/2003 - 5.500 5.500000 100.000000 30,750.00 30,750.00 61,500.00 30,750.00
03/01/2004 - - - - - 30,750.00 30,750.00 - 30,750.00
09/01/2004 - - 5.500 5.500000 100.000000 30,750.00 30,750.00 61,500.00 30,750.00
03/01/2005 - - - - - - 30,750.00 30,750.00 - 30,750.00
09/01/2005 - - - 5.500 5.500000 100.000000 30,750.00 30,750.00 61,500.00 30,750.00
03/01/2006 - - - - 30,750.00 30,750.00 - 30,750.00
09/01/2006 - 5.600 5.600000 100.000000 30,750.00 30,750.00 61,500.00 1,055,750.00
03/01/2007 - - - - - 30,750.00 30,750.00 - -
09/01/2007 - 5.700 5.700000 100.000000 30,750.00 30,750.00 61,500.00 -
03/01/2008 - - - - 30,750.00 30,750.00 -
09/01/2008 - - 5.800 5.800000 100.000000 30,750.00 30,750.00 61,500.00
03/01/2009 - - - - 30,750.00 30,750.00 -
09/01/2009 - - 5.900 5.900000 100.000000 30,750.00 30,750.00 61,500.00
03/01/2010 - - - - - - 30,750.00 30,750.00 -
09/01/2010 - - 5.900 5.900000 100.000000 30,750.00 30,750.00 61,500.00
03/01/2011 - - - - - - 30,750.00 30,750.00 -
09/01/2011 230,000.00 ` 230,000.00 6.000 6.000000 100.000000 30,750.00 260,750.00 291,500.00
03/01/2012 - - - - - 23,850.00 23,850.00 -
09/01/2012 245,000.00 " 245,000.00 6.000 6.000000 100.000000 23,850.00 268,850.00 292,700.00 -
03/01/2013 - - - - - - 16,500.00 16,500.00 -
09/01/2013 - 265,000.00 ' 265,000.00 6.000 6.000000 100.000000 16,500.00 281,500.00 298,000.00 -
03/01/2014 - - - - - - 8,550.00 8,550.00 - -
09/01/2014 - 285,000.00 ' 285,000.00 6.000 6.000000 100.000000 8,550.00 293,550.00 302,100.00 -
Total - 1,025,000.00 1,025,000.00 712,800.00 1,737,800.00 1,737,800.00 1,332,500.00
Acc Int _ _ _
rand Totals - 1,025,000.00 1,025,000.00 712,800.00 1,737,800.00 1,737,800.00 1,332,500.00
-Bonds callable... 09/01/2006 @ 100.000
TIC(Incl.all expenses)....6.00000000% Average Coupon.......6.00000000% Net Eff.Int.Rate(Texas Vernon's)= 6.000000%(with Adjstmnt of$0.00).
TIC(Arbitrage TIC).........6.00000000% Average Life(yrs)... 11.59 IRS Form 8038-G NIC =6.000000%(with Adjstmnt of$0.00).
Bond Years.................. 11,880.00 WAM(yrs)............. 11.590244 NIC= 6.000000% with Adjstmnt of$0.00).
WILLIAMSON MUD9:OLD1996R Prepared by.,Zions Bank-Boston,MA 02/04/2004 @ 12:04 v6.77
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