O-92-2561 - 1/09/1992CERTIFICATE FOR ORDINANCE
2561
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
CITY OF ROUND ROCK
•
•
We, the undersigned officers of said City, hereby certify as follows:
1. The City Council of said City convened in REGULAR MEETING ON THE 9TH
DAY OF JANUARY, 1992, at the City Hall, and the roll was called of the duly constituted
officers and members of said City Council, to -wit:
Mike Robinson, Mayor
Charles Culpepper, Mayor Pro Tem
Rick Stewart
Jimmy Joseph
Tish Oatman
Earl Palmer
Robert Stluka
Joanne Land, City Secretary
and all of said persons were present,
except the following absentees: `11 nu_'
thus constituting a quorum. Whereupon, among other business, the following was transacted
at said Meeting: a written
ORDINANCE AUTHORIZING THE ISSUANCE OF WATERWORKS AND
SEWER SYSTEM REVENUE REFUNDING BONDS, SERIES 1992,
APPROVING AN OFFICIAL STATEMENT, AUTHORIZING THE EXECU-
TION OF AN ESCROW AGREEMENT, AND ORDAINING OTHER
MATTERS RELATING TO THE SUBJECT
was duly introduced for the consideration of said City Council and read in full. It was then
duly moved and seconded that said Ordinance be passed; and, after due discussion, said
motion carrying with it the passage of said Ordinance, prevailed and carried by the following
vote:
AYES: Q_ pteaqtt
NOES:
2. That a true, full and correct copy of the aforesaid Ordinance passed at the
Meeting described in the above and foregoing paragraph is attached to and follows this
Certificate; that said Ordinance has been duly recorded in said City Council's minutes of said
Meeting; that the above and foregoing paragraph is a true, full and correct excerpt from said
City Council's minutes of said Meeting pertaining to the passage of said Ordinance; that the
persons named in the above and foregoing paragraph are the duly chosen, qualified and
acting officers and members of said City Council as indicated therein; that each of the
officers and members of said City Council was duly and sufficiently notified officially and
personally, in advance, of the time, place and purpose of the aforesaid Meeting, and that
said Ordinance 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 Vernon's Ann. Civ. St. Article
6252-17.
3. That the Mayor of said City has approved and hereby approves the aforesaid
Ordinance; that the Mayor and the City Secretary of said City have duly signed said
Ordinance; and that the Mayor and the City Secretary of said City hereby declare that their
signing of this Certificate shall constitute the signing of the attached and following copy of
said Ordinance for all purposes.
SIGNED AND SEALED the 9th day of January, 1992.
SEAL
1/A -Z
Mayor
ORDINANCE NO.
154_, I
ORDINANCE
AUTHORIZING THE ISSUANCE OF WATERWORKS AND SEWER
SYSTEM REVENUE REFUNDING BONDS, SERIES 1992, APPROVING AN
OFFICIAL STATEMENT, AUTHORIZING THE EXECUTION OF AN
ESCROW AGREEMENT, AND ORDAINING OTHER MATTERS RELAT-
ING TO THE SUBJECT
THE STATE OF TEXAS §
COUNTY OF WILLIAMSON §
CITY OF ROUND ROCK §
WHEREAS, the City of Round Rock, Texas (the "Issuer) has duly issued and there
is now outstanding, pursuant to Vernon's Ann. Tex. Civ. St. Articles 1111 through 1118, and
Article 717k, as amended, the following series or issue of bonds which are secured solely by
a first lien on and pledge of the Net Revenues of the Issuer's Waterworks and Sewer
System:
City of Round Rock, Texas Waterworks and Sewer System Refunding
Revenue Bonds, Series 1985, dated November 1, 1985, maturities February 1,
1992 through February 1, 2004, in the aggregate principal amount of
$5,805,000 (the "Series 1985 Bonds"); and
City of Round Rock, Texas Waterworks and Sewer System Revenue Bonds,
Series 1986, dated April 1, 1986, maturities February 1, 1992 through February
1, 2005, in the aggregate principal amount of $6,575,000 (the "Series 1986
Bonds"); and
City of Round Rock, Texas Waterworks and Sewer System Revenue Bonds,
Series 1987, dated February 1, 1987, maturities August 1, 1992 through August
1, 2006, in the aggregate principal amount of $2,640,000 (the "Series 1987
Bonds"); and
WHEREAS, the Issuer now desires to refund maturities 1998 through 2004 of the
Series 1985 Bonds in the aggregate principal amount of $3,395,000 (the "Refunded Bonds");
and
WHEREAS, the City Council of the Issuer deems it advisable to refund the Refunded
Bonds in order to achieve an interest cost savings of approximately $346,635; and
WHEREAS, Article 717k, V.A.T.C.S. authorizes the Issuer to issue refunding bonds
and to deposit the proceeds from the sale thereof together with any other available funds
or resources, directly with a place of payment (paying agent) for the Refunded Bonds, and
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such deposit, if made before such payment dates, shall constitute the making of firm banking
and financial arrangements for the discharge and final payment of the Refunded Bonds; and
WHEREAS, Article 717k further authorizes the Issuer to enter into an escrow
agreement with the paying agent for the Refunded Bonds with respect to the safekeeping,
investment, reinvestment, administration and disposition of any such deposit, upon such
terms and conditions as the Issuer and such paying agent may agree, provided that such
deposits may be invested and reinvested 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 m such amounts as will be sufficient to
provide for the scheduled payment or prepayment of the Refunded Bonds; and
WHEREAS, Ameritrust Texas National Association, Austin, Texas, is the paying
agent for the Refunded Bonds, and the Escrow Agreement hereinafter authorized,
constitutes an agreement of the kind authorized and permitted by said Article 717k; and
WHEREAS, all the Refunded Bonds mature or are subject to redemption prior to
maturity within 20 years of the date of the bonds hereinafter authorized.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF ROUND ROCK, TEXAS:
Section 1. AMOUNT AND PURPOSE OF THE BONDS. The bond or bonds of
the City of Round Rock (the "Issuer") are hereby authorized to be issued and delivered in
the aggregate principal amount of $4,035,000, for the purpose of providing funds to refund
maturities 1998 through 2004 of the Series 1985 Bonds.
Section 2. DESIGNATION OF THE BONDS. Each bond issued pursuant to this
Ordinance shall be designated: "CITY OF ROUND ROCK, TEXAS WATERWORKS
AND SEWER SYSTEM REVENUE REFUNDING BOND, SERIES 1992", and initially
there shall be issued, sold, and delivered hereunder a single fully registered bond, without
interest coupons, payable in annual installments of principal (the "Initial Bond"), but the
Initial Bond may be assigned and transferred and/or converted into and exchanged for a like
aggregate principal amount of fully registered bonds, without interest coupons, having serial
and annual maturities, and in the denomination or denominations of $5,000 or any integral
multiple of $5,000, all in the manner hereinafter provided. The term "Bonds" as used in this
Ordinance shall mean and include collectively the Initial Bond and all substitute bonds ex-
changed therefor, as well as all other substitute bonds and replacement bonds issued
pursuant hereto, and the term "Bond" shall mean any of the Bonds.
Section 3. INITIAL DATE, DENOMINATION, NUMBER, MATURITIES,
INITIAL REGISTERED OWNER, AND CHARACTERISTICS OF THE INITIAL BOND.
(a) The Initial Bond is hereby authorized to be issued, sold, and delivered hereunder as
a single fully registered Bond, without interest coupons, dated January 1, 1992, in the
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denomination and aggregate principal amount of $4,035,000, numbered R-1, payable in
annual installments of principal to the initial registered owner thereof, to -wit: Legg Mason
Wood Walker, Inc., or to the registered assignee or assignees of said Bond or any portion
or portions thereof (in each case, the "registered owner"), with the annual installments of
principal of the Initial Bond to be payable on the dates, respectively, and in the principal
amounts, respectively, stated in the FORM OF INITIAL BOND set forth in this Ordinance.
(b) The Initial Bond (i) may be prepaid or redeemed prior to the respective
scheduled due dates of installments of principal thereof, (ii) may be assigned and
transferred, (iii) may be converted and exchanged for other Bonds, (iv) shall have the
characteristics, and (v) shall be signed and sealed, and the principal of and interest on the
Initial Bond shall be payable, all as provided, and in the manner required or indicated, in
the FORM OF INITIAL BOND set forth in this Ordinance.
Section 4. INTEREST. The unpaid principal balance of the Initial Bond shall bear
interest from the date of the Initial Bond and will be calculated on the basis of a 360 -day
year of twelve 30 -day months to the respective scheduled due dates, or to the respective
dates of prepayment or redemption, of the installments of principal of the Initial Bond, and
said interest shall be payable, all in the manner provided and at the rates and on the dates
stated in the FORM OF INITIAL BOND set forth in this Ordinance.
Section 5. FORM OF INITIAL BOND. The form of the Initial Bond, including the
form of Registration Certificate of the Comptroller of Public Accounts of the State of Texas
to be endorsed on the Initial Bond, shall be substantially as follows:
FORM OF INITIAL BOND
NO. R-1 $4,035,000
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTY OF WILLIAMSON
CITY OF ROUND ROCK, TEXAS
WATERWORKS AND SEWER SYSTEM REVENUE REFUNDING BOND
SERIES 1992
The CITY OF ROUND ROCK, in Williamson County, Texas (the "Issuer"), being
a political subdivision of the State of Texas, hereby promises to pay to
LEGG MASON WOOD WALKER, INC.
or to the registered assignee or assignees of this Bond or any portion or portions hereof (in
each case, the "registered owner") the aggregate principal amount of
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FOUR MILLION THIRTY FIVE THOUSAND DOLLARS
in annual installments of principal due and payable on February 1 in each of the years, and
in the respective principal amounts, as set forth in the following schedule:
YEAR AMOUNT
1993
1994
1995
1996
1997
1998
$ 80,000
80,000
85,000
90,000
95,000
625,000
YEAR AMOUNT
1999
2000
2001
2002
2003
2004
$625,000
685,000
510,000
535,000
360,000
265,000
and to pay interest, from the date of this Bond hereinafter stated, on the balance of each
such installment of principal, respectively, from time to time remaining unpaid, at the rates
as follows:
maturity 1993, 3.50%
maturity 1994, 4.05%
maturity 1995, 4.30%
maturity 1996, 4.55%
maturity 1997, 4.70%
maturity 1998, 4.85%
maturity 1999, 5.00%
maturity 2000, 5.20%
maturity 2001, 5.40%
maturity 2002, 5.60%
maturity 2003, 5.70%
maturity 2004, 5.80%
with said interest being payable on August 1, 1992, and semiannually on each February 1
and August 1 thereafter while this Bond or any portion hereof is outstanding and unpaid.
THE INSTALLMENTS OF PRINCIPAL OF AND THE INTEREST ON this Bond
are payable in lawful money of the United States of America, without exchange or collection
charges. The installments of principal and the interest on this Bond are payable to the
registered owner hereof through the services of Ameritrust Texas National Association,
Austin, Texas, which is the "Paying Agent/Registrar" for this Bond. Payment of all principal
of and interest on this Bond shall be made by the Paying Agent/Registrar to the registered
owner hereof on each, principal and/or interest payment date by check or draft, dated as of
such date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the
Issuer required by the ordinance authorizing the issuance of this Bond (the "Bond Ordi-
nance") to be on deposit with the Paying Agent/Registrar for such purpose as hereinafter
provided; and such check or draft shall be sent by the Paying Agent/Registrar by United
States mail, first-class postage prepaid, on each such principal and/or interest payment date,
to the registered owner hereof, at the address of the registered owner, as it appeared on the
15th day of the month next preceding each such date (the "Record Date") on the Registra-
tion Books kept by the Paying Agent/Registrar, as hereinafter described, or by such other
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method acceptable to the Paying Agent/Registrar requested by, and at the risk and expense
of, the registered owner. The Issuer covenants with the registered owner of this Bond that
on or before each principal and/or interest payment date for this Bond it will make available
to the Paying Agent/Registrar, from the "Interest and Sinking Fund" created by the Bond
Ordinance, the amounts required to provide for the payment, in immediately available funds,
of all principal of and interest on this Bond, when due.
IF THE DATE for the payment of the principal of or interest on this Bond shall be
a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the city where
the Paying Agent/Registrar is located are authorized by law or executive order to close, then
the date for such payment shall be the next succeeding day which is not such a Saturday,
Sunday, legal holiday, or day on which 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.
THIS BOND has been authorized in accordance with the Constitution and laws of
the State of Texas in the principal amount of $4,035,000 for the purpose of providing funds
to refund maturities 1998 through 2004 of the City of Round Rock, Texas Waterworks and
Sewer System Refunding Revenue Bonds, Series 1985.
ON FEBRUARY 1, 2002, or any date thereafter, the unpaid installments of principal
of this Bond may be prepaid or redeemed prior to their scheduled due dates, at the option
of the Issuer, with funds derived from any available source, as a whole, or in part, and, if in
part, the Issuer shall select and designate the maturity, or maturities, and the amount that
is to be redeemed, and if less than a whole maturity is to be called, the Issuer shall direct
the Paying Agent/Registrar to call by lot (provided that a portion of this Bond may be
redeemed only in an integral multiple of $5,000), at the redemption price of the principal
amount, plus accrued interest to the date fixed for prepayment or redemption.
AT LEAST 30 days prior to the date fixed for any such prepayment or redemption
a written notice of such prepayment or redemption shall be mailed by the Paying Agent/Reg-
istrar to the registered owner hereof. By the date fixed for any such prepayment or
redemption due provision shall be made by the Issuer with the Paying Agent/Registrar for
the payment of the required prepayment or redemption price for this Bond or the portion
hereof which is to be so prepaid or redeemed, plus accrued interest thereon to the date
fixed for prepayment or redemption. If such written notice of prepayment or redemption
is given, and if due provision for such payment is made, all as provided above, this Bond,
or the portion thereof which is to be so prepaid or redeemed, thereby automatically shall
be treated as prepaid or redeemed prior to its scheduled due date, and shall not bear
interest after the date fixed for its prepayment or redemption, and shall not be regarded as
being outstanding except for the right of the registered owner to receive the prepayment or
redemption price plus accrued interest to the date fixed for prepayment or redemption from
the Paying Agent/Registrar out of the funds provided for such payment. The Paying
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Agent/Registrar shall record in the Registration Books all such prepayments or redemptions
of principal of this Bond or any portion hereof.
THIS BOND, to the extent of the unpaid or unredeemed principal balance hereof,
or any unpaid and unredeemed portion hereof in any integral multiple of $5,000, may be
assigned by the initial registered owner hereof and shall be transferred only in the
Registration Books of the Issuer kept by the Paying Agent/Registrar acting in the capacity
of registrar for the Bonds, upon the terms and conditions set forth in the Bond Ordinance.
Among other requirements for such transfer, this Bond must be presented and surrendered
to the Paying Agent/Registrar for cancellation, together with proper instruments of
assignment, in form and with guarantee of signatures satisfactory to the Paying
Agent/Registrar, evidencing assignment by the initial registered owner of this Bond, or any
portion or portions hereof in any integral multiple of $5,000, to the assignee or assignees in
whose name or names this Bond or any such portion or portions hereof is or are to be trans-
ferred and registered. Any instrument or instruments of assignment satisfactory to the
Paying Agent/Registrar may be used to evidence the assignment of this Bond or any such
portion or portions hereof by the initial registered owner hereof. A new bond or bonds
payable to such assignee or assignees (which then will be the new registered owner or
owners of such new Bond or Bonds) or to the initial registered owner as to any portion of
this Bond which is not being assigned and transferred by the initial registered owner, shall
be delivered by the Paying Agent/Registrar in conversion of and exchange for this Bond or
any portion or portions hereof, but solely in the form and manner as provided in the next
paragraph hereof for the conversion and exchange of this Bond or any portion hereof. The
registered owner of this Bond shall be deemed and treated by the Issuer and the Paying
Agent/Registrar as the absolute owner hereof for all purposes, including payment and
discharge of liability upon this Bond to the extent of such payment, and the Issuer and the
Paying Agent/Registrar shall not be affected by any notice to the contrary.
AS PROVIDED above and in the Bond Ordinance, this Bond, to the extent of the
unpaid or unredeemed principal balance hereof, may be converted into and exchanged for
a like aggregate principal amount of fully registered bonds, without interest coupons, payable
to the assignee or assignees duly designated in writing by the initial registered owner hereof,
or to the initial registered owner as to any portion of this Bond which is not being assigned
and transferred by the initial registered owner, in any denomination or denominations in any
integral multiple of $5,000 (subject to the requirement hereinafter stated that each substitute
bond issued in exchange for any portion of this Bond shall have a single stated principal
maturity date), upon surrender of this Bond to the Paying Agent/Registrar for cancellation,
all in accordance with the form and procedures set forth in the Bond Ordinance. If this
Bond or any portion hereof is assigned and transferred or converted each bond issued in
exchange for any portion hereof shall have a single stated principal maturity date
corresponding to the due date of the installment of principal of this Bond or portion hereof
for which the substitute bond is being exchanged, and shall bear interest at the rate
applicable to and borne by such installment of principal or portion thereof. Such bonds,
respectively, shall be subject to redemption prior to maturity on the same dates and for the
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same prices as the corresponding installment of principal of this Bond or portion hereof for
which they are being exchanged. No such bond shall be payable in installments, but shall
have only one stated principal maturity date. AS PROVIDED IN THE BOND
ORDINANCE, THIS BOND IN ITS PRESENT FORM MAY BE ASSIGNED AND
TRANSFERRED OR CONVERTED ONCE ONLY, and to one or more assignees, but the
bonds issued and delivered in exchange for this Bond or any portion hereof may be assigned
and transferred, and converted, subsequently, as provided in the Bond Ordinance. The
Issuer shall pay the Paying Agent/Registrar's standard or customary fees and charges for
transferring, converting, and exchanging this Bond or any portion thereof, but the one
requesting such transfer, conversion, and exchange shall pay any taxes or governmental
charges required to be paid with respect thereto. The Paying Agent/Registrar shall not be
required to make any such assignment, conversion, or exchange (i) during the period
commencing with the close of business on any Record Date and ending with the opening of
business on the next following principal or interest payment date, or, (ii) with respect to any
Bond or portion thereof called for prepayment or redemption prior to maturity, within 45
days prior to its prepayment or redemption date.
IN THE EVENT any Paying Agent/Registrar for this Bond is changed by the Issuer,
resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Bond Ordinance
that it promptly will appoint a competent and legally qualified substitute therefor, and
promptly will cause written notice thereof to be mailed to the registered owner of this Bond.
IT IS HEREBY certified, recited, and covenanted that this Bond has been duly and
validly authorized, issued, and delivered pursuant to the laws of the State of Texas; that all
acts, conditions, and things required or proper to be performed, exist, and be done
precedent to or in the authorization, issuance, and delivery of this Bond and the Series of
which it is a part have been performed, existed, and been done in accordance with law; that
this Bond is a special obligation of said Issuer, and that the principal of and interest on this
Bond, together with other outstanding Waterworks and Sewer System Revenue Bonds of the
Issuer, are payable and secured by a first lien on and pledge of the Net Revenues of the
Issuer's Waterworks and Sewer System.
THE ISSUER has reserved the right, subject to the restrictions stated, and adopted
by reference, in the Ordinance authorizing this Series of Bonds, to issue additional parity
revenue bonds which also may be made payable from, and secured by a first lien on and
pledge of, the aforesaid Net Revenues.
THE REGISTERED OWNER HEREOF shall never have the right to demand
payment of this Bond or the interest hereon out of any funds raised or to be raised by
taxation, or from any sources whatsoever other than those described in the Bond Ordinance.
BY BECOMING the registered owner of this Bond, the registered owner thereby
acknowledges all of the terms and provisions of the Bond Ordinance, agrees to be bound
by such terms and provisions, acknowledges that the Bond Ordinance is duly recorded and
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available for inspection in the official minutes and records of the governing body of the
Issuer, and agrees that the terms and provisions of this Bond and the Bond Ordinance
constitute a contract between the registered owner hereof and the Issuer.
IN WITNESS WHEREOF, the Issuer has caused this Bond to be signed with the
manual signature of the Mayor of the Issuer and countersigned with the manual signature
of the City Secretary of the Issuer, has caused the official seal of the Issuer to be duly
impressed on this Bond, and has caused this Bond to be dated January 1, 1992.
City Secretary Mayor
(CITY SEAL)
FORM OF REGISTRATION CERTIFICATE OF THE
COMPTROLLER OF PUBLIC ACCOUNTS:
COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO.
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 that this Bond has been
registered by the Comptroller of Public Accounts of the State of Texas.
Witness my signature and seal this
Comptroller of Public Accounts
of the State of Texas
(COMPTROLLER'S SEAL)
Section 6. ADDITIONAL CHARACTERISTICS OF THE BONDS.
(a) Registration and Transfer. The Issuer shall keep or cause to be kept at the principal
corporate trust office of Ameritrust Texas National Association, Austin, Texas, (the "Paying
Agent/Registrar") books or records of the registration and transfer of the Bonds (the
"Registration Books"), and the Issuer hereby appoints the Paying Agent/Registrar as its
registrar and transfer agent to keep such books or records and make such transfers and
registrations under such reasonable regulations as the Issuer and Paying Agent/Registrar may
prescribe; and the Paying Agent/Registrar shall make such transfers and registrations as
herein provided. The Paying Agent/Registrar shall obtain and record in the Registration
Books 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.
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The Issuer shall have the right to inspect the Registration Books during regular business
hours of the Paying Agent/Registrar, but otherwise the Paying Agent/Registrar shall keep
the Registration Books confidential and, unless otherwise required by law, shall not permit
their inspection by any other entity. Registration of each Bond may be transferred in the
Registration Books only upon presentation and surrender of such Bond to the Paying
Agent/Registrar for transfer of registration and cancellation, together with proper written
instruments of assignment, in form and with guarantee of signatures satisfactory to the
Paying Agent/Registrar, (i) evidencing the assignment of the Bond, or any portion thereof
in any integral multiple of $5,000, to the assignee or assignees thereof, and (ii) the right of
such assignee or assignees to have the Bond or any such portion thereof registered in the
name of such assignee or assignees. Upon the assignment and transfer of any Bond or any
portion thereof, a new substitute Bond or Bonds shall be issued in conversion and exchange
therefor in the manner herein provided. The Initial Bond, to the extent of the unpaid or
unredeemed principal balance thereof, may be assigned and transferred by the initial regis-
tered owner thereof once only, and to one or more assignees designated in writing by the
initial registered owner thereof. All Bonds issued and delivered in conversion of and
exchange for the Initial Bond shall be in any denomination or denominations of any integral
multiple of $5,000 (subject to the requirement hereinafter stated that each substitute Bond
shall have a single stated principal maturity date), shall be in the form prescribed in the
FORM OF SUBSTITUTE BOND set forth in this Ordinance, and shall have the
characteristics, and may be assigned, transferred, and converted as hereinafter provided. If
the Initial Bond or any portion thereof is assigned and transferred or converted the Initial
Bond must be surrendered to the Paying Agent/Registrar for cancellation, and each Bond
issued in exchange for any portion of the Initial Bond shall have a single stated principal
maturity date, and shall not be payable in installments; and each such Bond shall have a
principal maturity date corresponding to the due date of the installment of principal or
portion thereof for which the substitute Bond is being exchanged; and each such Bond shall
bear interest at the single rate applicable to and borne by such installment of principal or
portion thereof for which it is being exchanged. If only a portion of the Initial Bond is
assigned and transferred, there shall be delivered to and registered in the name of the initial
registered owner substitute Bonds in exchange for the unassigned balance of the Initial Bond
in the same manner as if the initial registered owner were the assignee thereof. If any Bond
or portion thereof other than the Initial Bond is assigned and transferred or converted each
Bond issued in exchange shall have the same principal maturity date and bear interest at
the same rate as the Bond for which it is exchanged. A form of assignment shall be printed
or endorsed on each Bond, excepting the Initial Bond, which shall be executed by the
registered owner or its duly authorized attorney or representative to evidence an assignment
thereof. Upon surrender of any Bonds or any portion or portions thereof for transfer of
registration, an authorized representative of the Paying Agent/Registrar shall make such
transfer in the Registration Books, and shall deliver a new fully registered substitute Bond
or Bonds, having the characteristics herein described, payable to such assignee or assignees
(which then will be the registered owner or owners of such new Bond or Bonds), or to the
previous registered owner in case only a portion of a Bond is being assigned and transferred,
all in conversion of and exchange for said assigned Bond or Bonds or any portion or portions
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thereof, in the same form and manner, and with the same effect, as provided in Section 6(d),
below, for the conversion and exchange of Bonds by any registered owner of a Bond. The
Issuer shall pay the Paying Agent/Registrar's standard or customary fees and charges for
making such transfer and delivery of a substitute Bond or Bonds, but the one requesting
such transfer shall pay any taxes or other governmental charges required to be paid with
respect thereto. The Paying Agent/Registrar shall not be required to make transfers of
registration of any Bond or any portion thereof (i) during the period commencing with the
close of business on any Record Date and ending with the opening of business on the next
following principal or interest payment date, or, (ii) with respect to any Bond or any portion
thereof called for redemption prior to maturity, within 30 days prior to its redemption date.
(b) Ownership of Bonds. The entity in whose name any Bond shall be registered in
the Registration Books at any time shall be deemed and treated as the absolute owner
thereof for all purposes of this Ordinance, whether or not such Bond shall be overdue, and
the Issuer and the Paying Agent/Registrar shall not be affected by any notice to the contrary;
and payment of, or on account of, the principal of, premium, if any, and interest on any such
Bond shall be made only to such registered owner. All such payments shall be valid and
effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or
sums so paid.
(c) Payment of Bonds and Interest. The Issuer hereby further appoints the Paying
Agent/Registrar to act as the paying agent for paying the principal of and interest on the
Bonds, and to act as its agent to convert and exchange or replace Bonds, all as provided in
this Ordinance. The Paying Agent/Registrar shall keep proper records of all payments made
by the Issuer and the Paying Agent/Registrar with respect to the Bonds, and of all
conversions and exchanges of Bonds, and all replacements of Bonds, as provided in this
Ordinance. However, 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 Issuer. 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 Bondholder appearing on the Security Register at the close of business on the last
business day next preceding the date of mailing of such notice.
(d) Conversion and Exchange or Replacement; Authentication. Each Bond issued
and delivered pursuant to this Ordinance, to the extent of the unpaid or unredeemed
principal balance or principal amount thereof, may, upon surrender of such Bond at the
principal corporate trust office of the Paying Agent/Registrar, together with a written request
therefor duly executed by the registered owner or the assignee or assignees thereof, or its
or their duly authorized attorneys or representatives, with guarantee of signatures satisfactory
to the Paying Agent/Registrar, may, at the option of the registered owner or such assignee
or assignees, as appropriate, be converted into and exchanged for fully registered bonds,
10
without interest coupons, in the form prescribed in the FORM OF SUBSTITUTE BOND
set forth in this Ordinance, in the denomination of $5,000, or any integral multiple of $5,000
(subject to the requirement hereinafter stated that each substitute Bond shall have a single
stated maturity date), as requested in writing by such registered owner or such assignee or
assignees, in an aggregate principal amount equal to the unpaid or unredeemed principal
balance or principal amount of any Bond or Bonds so surrendered, and payable to the
appropriate registered owner, assignee, or assignees, as the case may be. If the Initial Bond
is assigned and transferred or converted each substitute Bond issued in exchange for any
portion of the Initial Bond shall have a single stated principal maturity date, and shall not
be payable in installments; and each such Bond shall have a principal maturity date
corresponding to the due date of the installment of principal or portion thereof for which
the substitute Bond is being exchanged; and each such Bond shall bear interest at the single
rate applicable to and borne by such installment of principal or portion thereof for which
it is being exchanged. If a portion of any Bond (other than the Initial Bond) shall be
redeemed prior to its scheduled maturity as provided herein, a substitute Bond or Bonds
having the same maturity date, bearing interest at the same rate, in the denomination or
denominations of any integral multiple of $5,000 at the request of the registered owner, and
in aggregate principal amount equal to the unredeemed portion thereof, will be issued to
the registered owner upon surrender thereof for cancellation. If any Bond or portion
thereof (other than the Initial Bond) is assigned and transferred or converted, each Bond
issued in exchange therefor shall have the same principal maturity date and bear interest at
the same rate as the Bond for which it is being exchanged. Each substitute Bond shall bear
a letter and/or number to distinguish it from each other Bond. The Paying Agent/Registrar
shall convert and exchange or replace Bonds as provided herein, and each fully registered
bond delivered in conversion of and exchange for or replacement of any Bond or portion
thereof as permitted or required by any provision of this Ordinance shall constitute one of
the Bonds for all purposes of this Ordinance, and may again be converted and exchanged
or replaced. It is specifically provided that any Bond authenticated in conversion of and
exchange for or replacement of another Bond on or prior to the first scheduled Record Date
for the Initial Bond shall bear interest from the date of the Initial Bond, but each substitute
Bond so authenticated after such first scheduled Record Date shall bear interest from the
interest payment date next preceding the date on which such substitute Bond was so
authenticated, unless such Bond is authenticated after any Record Date but on or before the
next following interest payment date, in which case it shall bear interest from such next
following interest payment date; provided, however, that if at the time of delivery of any
substitute Bond the interest on the Bond for which it is being exchanged is due but has not
been paid, then such Bond shall bear interest from the date to which such interest has been
paid in full. THE INITIAL BOND issued and delivered pursuant to this Ordinance is not
required to be, and shall not be, authenticated by the Paying Agent/ Registrar, but on each
substitute Bond issued in conversion of and exchange for or replacement of any Bond or
Bonds issued under this Ordinance there shall be printed a certificate, in the form
substantially as follows:
'PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
11
It is hereby certified that this Bond has been issued under the provisions of the Bond
Ordinance described on the face of this Bond; and that this Bond has been issued in conver-
sion of and exchange for or replacement of a bond, bonds, or a portion of a bond or bonds
of an issue which originally was approved by the Attorney General of the State of Texas and
registered by the Comptroller of Public Accounts of the State of Texas.
Paying Agent/Registrar
Dated By
Authorized Representative"
An authorized representative of the Paying Agent/Registrar shall, before the delivery of any
such Bond, date and manually sign the above 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 Bonds surrendered for conversion and exchange
or replacement. No additional ordinances, orders, or resolutions need be passed or adopted
by the governing body of the Issuer or any other body or person so as to accomplish the
foregoing conversion and exchange or replacement of any Bond or portion thereof, and the
Paying Agent/Registrar shall provide for the printing, execution, and delivery of the
substitute Bonds in the manner prescribed herein, and said Bonds shall be of type composi-
tion printed on paper with lithographed or steel engraved borders of customary weight and
strength. Pursuant to Vernon's Ann. Tex. Civ. St. Art. 717k-6, and particularly Section 6
thereof, the duty of conversion and exchange or replacement of Bonds as aforesaid is hereby
imposed upon the Paying Agent/Registrar, and, upon the execution of the above Paying
Agent/Registrar's Authentication Certificate, the converted and exchanged or replaced Bond
shall be valid, incontestable, and enforceable in the same manner and with the same effect
as the Initial Bond which originally was issued pursuant to this Ordinance, approved by the
Attorney General, and registered by the Comptroller of Public Accounts. The Issuer shall
pay the Paying Agent/Registrar's standard or customary fees and charges for transferring,
converting, and exchanging any Bond or any portion thereof, but the one requesting any such
transfer, conversion, and exchange shall pay any taxes or governmental charges required to
be paid with respect thereto as a condition precedent to the exercise of such privilege of
conversion and exchange. The Paying Agent/Registrar shall not be required to make any
such conversion and exchange or replacement of Bonds or any portion thereof (i) during the
period commencing with the close of business on any Record Date and ending with the
opening of business on the next following principal or interest payment date, or, (ii) with
respect to any Bond or portion thereof called for redemption prior to maturity, within 45
days prior to its redemption date.
(e) In General. All Bonds issued in conversion and exchange or replacement of any
other Bond or portion thereof, (i) shall be issued in fully registered form, without interest
coupons, with the principal of and interest on such Bonds to be payable only to the
registered owners thereof, (ii) may be redeemed prior to their scheduled maturities, (iii) may
be transferred and assigned, (iv) may be converted and exchanged for other Bonds, (v) shall
12
have the characteristics, (vi) shall be signed and sealed, and (vii) the principal of and interest
on the Bonds shall be payable, all as provided, and in the manner required or indicated, in
the FORM OF SUBSTITUTE BOND set forth in this Ordinance.
(f) Payment of Fees and Charges. The Issuer hereby covenants with the registered
owners of the Bonds that it will (i) pay the standard or customary fees and charges of the
Paying Agent/Registrar for its services with respect to the payment of the principal of and
interest on the Bonds, when due, and (ii) pay the fees and charges of the Paying
Agent/Registrar for services with respect to the transfer of registration of Bonds, and with
respect to the conversion and exchange of Bonds solely to the extent above provided in this
Ordinance.
(g) Substitute Paying Agent/Registrar. The Issuer covenants with the registered
owners of the Bonds that at all times while the Bonds are outstanding the Issuer 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
Ordinance, and that the Paying Agent/Registrar will be one entity. The Issuer reserves the
right to, and may, at its option, change the Paying Agent/Registrar upon not less than 120
days written notice to the Paying Agent/ Registrar, to be effective not later than 60 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 Issuer covenants that
promptly it will appoint a competent and legally qualified bank, trust company, financial
institution, or other agency to act as Paying Agent/Registrar under this Ordinance. Upon
any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar promptly
shall transfer and deliver the Registration Books (or a copy thereof), along with all other
pertinent books and records relating to the Bonds, to the new Paying Agent/Registrar
designated and appointed by the Issuer. Upon any change in the Paying Agent/Registrar,
the Issuer promptly will cause a written notice thereof to be sent by the new Paying
Agent/Registrar to each registered owner of the 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 Ordinance, and a certified copy of this
Ordinance shall be delivered to each Paying Agent/Registrar.
Section 7. FORM OF SUBSTITUTE BONDS. The form of all Bonds issued in
conversion and exchange or replacement of any other Bond or portion thereof, including the
form of Paying Agent/Registrar's Certificate to be printed on each of such Bonds, and the
Form of Assignment to be printed on each of the Bonds, shall be, respectively, substantially
as follows, with such appropriate variations, omissions, or insertions as are permitted or
required by this Ordinance.
13
NO.
FORM OF SUBSTITUTE BOND
PRINCIPAL
AMOUNT
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTY OF WILLIAMSON
CITY OF ROUND ROCK, TEXAS
WATERWORKS AND SEWER SYSTEM REVENUE REFUNDING BOND
SERIES 1992
INTEREST MATURITY DATE OF CUSIP
RATE DATE ORIGINAL ISSUE NO.
% January 1, 1992
ON THE MATURITY DATE specified above THE CITY OF ROUND ROCK, in
Williamson County, Texas (the "Issuer"), being a political subdivision of the State of Texas,
hereby promises to pay to
or to the registered assignee hereof (either being hereinafter called the "registered owner")
the principal amount of
and to pay interest thereon from January 1, 1992 to the maturity date specified above, or
the date of redemption prior to maturity, at the interest rate per annum specified above;
with interest being payable on August 1, 1992 and semiannually thereafter on each February
1 and August 1, except that if the date of authentication of this Bond is later than July 15,
1992, such principal amount shall bear interest from the interest payment date next
preceding the date of authentication, unless such date of authentication is after any Record
Date (hereinafter defined) but on or before the next following interest payment date, in
which case such principal amount shall bear interest from such next following interest
payment date.
THE PRINCIPAL OF AND INTEREST ON this Bond are payable in lawful money
of the United States of America, without exchange or collection charges. The principal of
this Bond shall be paidto the registered owner hereof upon presentation and surrender of
this Bond at maturity or upon the date fixed for its redemption prior to maturity, at the
principal corporate trust office of Ameritrust Texas National Association, Austin, Texas,
which is the 'Paying Agent/Registrar" for this Bond. The payment of interest on this Bond
shall be made by the Paying Agent/Registrar to the registered owner hereof on each interest
payment date by check or draft, dated as of such interest payment date, drawn by the Paying
Agent/Registrar on, and payable solely from, funds of the Issuer required by the ordinance
authorizing the issuance of the Bonds (the "Bond Ordinance") to be on deposit with the
Paying Agent/Registrar for such purpose as hereinafter provided; and such check or draft
14
shall be sent by the Paying Agent/Registrar by United States Mail, first-class postage
prepaid, on each such interest payment date, to the registered owner hereof, at the address
of the registered owner, as it appeared on the 15th day of the month next preceding each
such date (the "Record Date") on the Registration Books kept by the Paying
Agent/Registrar, as hereinafter described, or by such other method acceptable to the Paying
Agent/Registrar requested by, and the risk and expense of, the registered owner. Any
accrued interest due upon the redemption of this Bond prior to maturity as provided herein
shall be paid to the registered owner upon presentation and surrender of this Bond for
redemption and payment at the principal corporate trust office of the Paying
Agent/Registrar. The Issuer covenants with the registered owner of this Bond that on or
before each principal payment date, interest payment date, and accrued interest payment
date for this Bond it will make available to the Paying Agent/Registrar, from the "Interest
and Sinking Fund" created by the Bond Ordinance, the amounts required to provide for the
payment, in immediately available funds, of all principal of and interest on the Bonds, when
due.
IF THE DATE for the payment of the principal of or interest on this Bond shall be
a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the City where
the Paying Agent/Registrar is located are authorized by law or executive order to close, then
the date for such payment shall be the next succeeding day which is not such a Saturday,
Sunday, legal holiday, or day on which 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.
THIS BOND is one of an issue of Bonds initially dated January 1, 1992, authorized
in accordance with the Constitution and laws of the State of Texas in the principal amount
of $4,035,000, for the purpose of providing funds to refund maturities 1998 through 2004 of
the City of Round Rock, Texas Waterworks and Sewer System Refunding and Improvement
Revenue Bonds, Series 1985.
ON FEBRUARY 1, 2002, or any date thereafter, the Bonds of this Series may be
redeemed prior to their scheduled maturities, at the option of the Issuer, with funds derived
from any available and lawful source, as a whole, or in part, and, if in part, the Issuer shall
select and designate the maturity or maturities and the amount that is to be redeemed, and
if less than a whole maturity is to be called, the Issuer shall direct the Paying
Agent/Registrar to call by lot (provided that a portion of a Bond may be redeemed only in
an integral multiple of $5,000), at the redemption price of the principal amount thereof, plus
accrued interest to the date fixed for redemption.
AT LEAST 30 days prior to the date fixed for any redemption of Bonds or portions
thereof prior to maturity a written notice of such redemption shall be published once in a
financial publication, journal, or reporter of general circulation among securities dealers in
The City of New York, New York (including, but not limited to, The Bond Buyer and The
Wall Street Journal), or in the State of Texas (including, but not limited to, The Texas Bond
15
Reporter). Such notice also shall be sent by the Paying Agent/Registrar by United States
mail, first class postage prepaid, not less than 30 days prior to the date fixed for any such
redemption, to the registered owner of each Bond to be redeemed at its address as it ap-
peared on the 45th day prior to such redemption date; provided, however, that the failure
to send, mail, or receive such notice, or any defect therein or in the sending or mailing
thereof, shall not affect the validity or effectiveness of the proceedings for the redemption
of any Bond, and it is hereby specifically provided that the publication of such notice as
required above shall be the only notice actually required in connection with or as a
prerequisite to the redemption of any Bonds or portions thereof. By the date fixed for any
such redemption due provision shall be made with the Paying Agent/Registrar for the
payment of the required redemption price for the Bonds or portions thereof which are to
be so redeemed,plus accrued interest thereon to the date fixed for redemption. If such
written notice of redemption is published and if due provision for such payment is made, all
as provided above, the Bonds or portions thereof which are to be so redeemed thereby
automatically shall be treated as redeemed prior to their scheduled maturities, and they shall
not bear interest after the date fixed for redemption, and they shall not be regarded as being
outstanding except for the right of the registered owner to receive the redemption price plus
accrued interest from the Paying Agent/Registrar out of the funds provided for such
payment. If a portion of any Bond shall be redeemed a substitute Bond or Bonds having
the same maturity date, bearing interest at the same rate, in any denomination or
denominations in any integral multiple of $5,000, at the written request of the registered
owner, and in aggregate principal amount equal to the unredeemed portion thereof, will be
issued to the registered owner upon the surrender thereof for cancellation, at the expense
of the Issuer, all as provided in the Bond Ordinance.
THIS BOND OR ANY PORTION OR PORTIONS HEREOF IN ANY INTEGRAL
MULTIPLE OF $5,000 may be assigned and shall be transferred only in the Registration
Books of the Issuer kept by the Paying Agent/Registrar acting in the capacity of registrar for
the Bonds, upon the terms and conditions set forth in the Bond Ordinance. Among other
requirements for such assignment and transfer, this Bond must be presented and
surrendered to the Paying Agent/Registrar, together with proper instruments of assignment,
in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar,
evidencing assignment of this Bond or any portion or portions hereof in any integral multiple
of $5,000 to the assignee or assignees in whose name or names this Bond or any such
portion or portions hereof is or are to be transferred and registered. The form of
Assignment printed or endorsed on this Bond shall be executed by the registered owner or
its duly authorized attorney or representative,to evidence the assignment hereof. A new
Bond or Bonds payable to such assignee or assignees (which then will be the new registered
owner or owners of such new Bond or Bonds), or to the previous registered owner in the
case of the assignment and transfer of only a portion of this Bond, may be delivered by the
Paying Agent/Registrar in conversion of and exchange for this Bond, all in the form and
manner as provided in the next paragraph hereof for the conversion and exchange of other
Bonds. The Issuer shall pay the Paying Agent/Registrar's standard or customary fees and
charges for making such transfer, but the one requesting such transfer shall pay any taxes
16
or other governmental charges required to be paid with respect thereto. The Paying
Agent/Registrar shall not be required to make transfers of registration of this Bond or any
portion hereof (i) during the period commencing with the close of business on any Record
Date and ending with the opening of business on the next following principal or interest
payment date, or, (ii) with respect to any Bond or any portion thereof called for redemption
prior to maturity, within 45 days prior to its redemption date. The registered owner of this
Bond shall be deemed and treated by the Issuer and the Paying Agent/Registrar as the
absolute owner hereof for all purposes, including 'payment and discharge of liability upon this
Bond to the extent of such payment, and the Issuer and the Paying Agent/Registrar shall not
be affected by any notice to the contrary.
ALL BONDS OF THIS SERIES are issuable solely as fully registered bonds, without
interest coupons, in the denomination of any integral multiple of $5,000. As provided in
the Bond Ordinance, this Bond, or any unredeemed portion hereof, may, at the request of
the registered owner or the assignee or assignees hereof, be converted into and exchanged
for a like aggregate principal amount of fully registered bonds, without interest coupons,
payable to the appropriate registered owner, assignee, or assignees, as the case may be,
having the same maturity date, and bearing interest at the same rate, in any denomination
or denominations in any integral multiple of $5,000 as requested in writing by the
appropriate registered owner, assignee, or assignees, as the case may be, upon surrender of
this Bond to the Paying Agent/Registrar for cancellation, all in accordance with the form and
procedures set forth in the Bond Ordinance. The Issuer shall pay the Paying
Agent/Registrar's standard or customary fees and charges for transferring, converting, and
exchanging any Bond or any portion thereof, but the one requesting such transfer, conver-
sion, and exchange shall pay any taxes or governmental charges required to be paid with
respect thereto as a condition precedent to the exercise of such privilege of conversion and
exchange. The Paying Agent/Registrar shall not be required to make any such conversion
and exchange (i) during the period commencing with the close of business on any Record
Date and ending with the opening of business on the next following principal or interest
payment date, or, (ii) with respect to any Bond or portion thereof called for redemption
prior to maturity, within 45 days prior to its redemption date.
IN THE EVENT any Paying Agent/Registrar for the Bonds is changed by the Issuer,
resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Bond Ordinance
that it promptly will appoint a competent and legally qualified substitute therefor, and
promptly will cause written notice thereof to be mailed to the registered owners of the
Bonds.
IT IS HEREBY certified, recited, and covenanted that this Bond has been duly and
validly authorized, issued, and delivered pursuant to the laws of the State of Texas; that all
acts, conditions, and things required or proper to be performed, exist, and be done
precedent to or in the authorization, issuance, and delivery of this Bond and the Series of
which it is a part have been performed, existed, and been done in accordance with law; that
this Bond is a special obligation of said Issuer, and that the principal of and interest on this
17
Bond, together with other outstanding Waterworks and Sewer System Revenue Bonds of the
Issuer, are payable and secured by a first lien on and pledge of the Net Revenues of the
Issuer's Waterworks and Sewer System.
THE ISSUER has reserved the right, subject to the restrictions stated, and adopted
by reference, in the Ordinance authorizing this Series of Bonds, to issue additional parity
revenue bonds which also may be made payable from, and secured by a first lien on and
pledge of, the aforesaid Net Revenues.
THE REGISTERED OWNER HEREOF shall never have the right to demand
payment of this Bond or the interest hereon out of any funds raised or to be raised by
taxation, or from any sources whatsoever other than those described in the Bond Ordinance.
BY BECOMING the registered owner of this Bond, the registered owner thereby
acknowledges all of the terms and provisions of the Bond Ordinance, agrees to be bound
by such terms and provisions, acknowledges that the Bond Ordinance is duly recorded and
available for inspection in the official minutes and records of the governing body of the
Issuer, and agrees that the terms and provisions of this Bond and the Bond Ordinance
constitute a contract between each registered owner hereof and the Issuer.
IN WITNESS WHEREOF, the Issuer has caused this Bond to be signed with the
facsimile signature of the Mayor of the Issuer and countersigned with the facsimile signature
of the City Secretary of the Issuer, and has caused the official seal of the Issuer to be duly
impressed, or placed in facsimile, on this Bond.
(facsimile signature) (facsimile signature)
City Secretary Mayor
SEAL
18
FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
(To be executed if this Bond is not accompanied by an executed Registration
Certificate of the Comptroller of Public Accounts of the State of Texas)
It is hereby certified that this Bond has been issued under the provisions of the Bond
Ordinance described in the text of this Bond; and that this Bond has been issued in conver-
sion or replacement of, or in exchange for, a bond, bonds, or a portion of a bond or bonds
of a Series which originally was approved by the Attorney General of the State of Texas and
registered by the Comptroller of Public Accounts of the State of Texas.
Dated
AMERITRUST TEXAS NATIONAL ASSOCIATION
Austin, Texas
Paying Agent/Registrar
By
Authorized Representative
FORM OF ASSIGNMENT:
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned registered owner of this Bond, or duly
authorized representative or attorney thereof, hereby assigns this Bond to
/ /
(Assignee's Social Security
or Taxpayer Identification Number
(print or type Assignee's name
and address, including zip code)
and hereby irrevocably constitutes and appoints
attorney to transfer the registration of this Bond on the Paying Agent/Registrar's
Registration Books with full power of substitution in the premises.
Dated
Signature Guaranteed:
NOTICE: This signature must be guaranteed by a member of the New York Stock
Exchange or a commercial bank or trust company.
Registered Owner
19
NOTICE: This signature must correspond with the name of the Registered Owner
appearing on the face of this Bond in every particular without alteration or enlargement or
any change whatsoever.
Section 8. DEFINITIONS. That as used in this Ordinance the following terms shall have
the meanings set forth below, unless the text hereof specifically indicates otherwise:
(a) The term "Additional Bonds" shall mean the additional parity revenue bonds which
the Issuer reserves the right to issue in the future in accordance with Section 23 and Section
24 of this Ordinance.
(b) The term "Bonds" shall mean the City of Round Rock, Texas Waterworks and
Sewer System Revenue Refunding Bonds, Series 1992 authorized by this Ordinance.
(c) The term "City Council' or "Council' shall mean the governing body of the Issuer.
(d) The term "Government Obligations" shall mean direct obligations of the United
States of America, including obligations the principal of and interest on which are un-
conditionally guaranteed by the United States of America, which may be United States
Treasury obligations such as its State and Local Government Series, and which may be in
book -entry form.
(e) The terms "Gross Revenues of the System" and "Gross Revenues" shall mean all
revenues and income of every nature derived or received by the Issuer from the operation
and ownership of the System, including the interest income from the investment or deposit
of money in any Fund created by this Ordinance.
(f) The term "Issuer" shall mean the City of Round Rock, in Williamson County, Texas.
(g) The terms "Net Revenues of the System", and "Net Revenues" shall mean all Gross
Revenues after deducting therefrom an amount equal to the current expenses of operation
and maintenance of the System, including all salaries, labor, materials, repairs, and
extensions necessary to render efficient service, provided, however, that only such repairs
and extensions, as in the judgment of the City Council, reasonably and fairly exercised by the
adoption of appropriate resolutions, are necessary to keep the System in operation and
render adequate service to said Issuer and the inhabitants thereof, or such as might be
necessary to meet some physical accident or condition which would otherwise impair the
Bonds or Additional Bonds, shall be deducted in determining "Net Revenues". Payments
required to be made by the Issuer for water supply or water facilities, sewer services or
sewer facilities, fuel supply, which payments under law constitute operation and maintenance
expenses of any part of the System, shall constitute and be regarded as expenses of
operation and maintenance of the System under this Ordinance. Depreciation and
amortization shall not constitute or be regarded as expenses of operation and maintenance
of the System.
20
(h) The term "Outstanding Bonds" shall mean the outstanding Waterworks and Sewer
System Refunding Revenue Bonds, Series 1985, Waterworks and Sewer System Revenue
Bonds, Series 1986 and Waterworks and Sewer System Revenue Bonds, Series 1987 of the
Issuer described in the preamble of this Ordinance.
(i) The term "Pledged Revenues" shall mean (1) the Net Revenues, plus (2) resources
which are expected to be available to the Issuer on a regular periodic basis, including,
without limitation, any grants, donations, or income received or to be received from the
United States Government, or any otherpublic or private source, whether pursuant to
an agreement or otherwise, which in the future may, at the option of the Issuer, be pledged
to the payment of the Bonds or Additional Bonds.
(j) The term "System" shall mean (1) the Issuer's entire existing waterworks and sewer
system, together with all future extensions, improvements, enlargements, and additions
thereto, and all replacements thereof, and (2) any other related facilities, all or any part of
the revenues or income from which do, in the future, at the option of the Issuer, and in
accordance with law, become "Pledged Revenues" as hereinafter defined; provided that,
notwithstanding the foregoing, and to the extent now or hereafter authorized or permitted
by law, the term System shall not mean any water, sewer, or other facilities of any kind
which are declared not to be a part of the System, and which are acquired or constructed
by the Issuer with the proceeds from the issuance of "Special Facilities Bonds", which are
hereby defined as being special revenue obligations of the Issuer which are not payable from
or secured by any Pledged Revenues, but which are secured by and payable from liens on
and pledges of any other revenues, sources, or payments, including, but not limited to,
special contract revenues or payments received from any other legal entity in connection
with such facilities; and such revenues, sources, or payments shall not be considered as or
constitute Gross Revenues of the System, unless and to the extent otherwise provided in the
ordinance or ordinances authorizing the issuance of such "Special Facilities Bonds".
(k) The term "year" or "fiscal year" shall mean the fiscal year used by the Issuer in
connection with the operation of the System.
Section 9. CUMULATIVE EFFECT OF BOND ORDINANCE. That the Bonds are
Additional Bonds issued pursuant to the terms and conditions as stated in the ordinances
authorizing the issuance of the Outstanding Bonds and that the following sections of this
Bond Ordinance substantially restate and are supplemental to and cumulative of the like
sections in the ordinances that authorized the Outstanding Bonds so that Sections 9 through
25 of the Bond Ordinance will be applicable to all of the Bonds, the Outstanding Bonds, and
any Additional Bonds and that the payment of the interest thereon, together with other
revenue bonds of the Issuer, are secured by and payable from an irrevocable first lien on
and pledge of the Pledged Revenues all as more specifically described in the Bond
Ordinance.
21
Section 10. PLEDGE. The Bonds, the outstanding Bonds, and any Additional Bonds,
and the interest thereon, are and shall be secured by and payable from a first lien on and
pledge of the Pledged Revenues, and the Pledged Revenues are further pledged to the
establishment and maintenance of the Funds created by this Ordinance, and any Funds
created by any ordinance authorizing the issuance of any Additional Bonds. The Bonds, the
Outstanding Bonds, and any Additional Bonds are not and will not be secured by or payable
from a mortgage or deed of trust on any real, personal, or mixed properties constituting the
System.
Section 11. RATES. The Issuer covenants and agrees with the holders of the Bonds,
the Outstanding Bonds, and any Additional Bonds as follows:
(a) That it will at all times fix, maintain, charge, and collect for services rendered by the
System, rates and charges which will produce Gross Revenues, together with any other
Pledged Revenues, at least sufficient to pay all expenses of operation and maintenance of
the System and to provide an additional amount of Net Revenues to pay promptly all of the
principal of and interest on the Bonds, the Outstanding Bonds, and any Additional Bonds
and to make all deposits now or hereafter required to be made into the Funds created by
this Ordinance in connection with the Bonds, the Outstanding Bonds, and any Additional
Bonds with such Net Revenues being at least equal to 1.25 times the principal and interest
requirements on the Bonds, the Outstanding Bonds, and any Additional Bonds.
(b) If the System should become legally liable for any other obligations or indebtedness,
the Issuer shall fix, maintain, charge and collect additional rates and charges for services
rendered by the System sufficient to establish and maintain funds for the payment thereof.
Section 12. SYSTEM FUND. That there is hereby created and there shall be
established and maintained on the books of the Issuer, and accounted for separate and apart
from all other funds of the Issuer, a special fund to be entitled the "City of Round Rock
Waterworks and Sewer System Fund" (the "System Fund"). All Gross Revenues shall be
credited to the System Fund immediately upon receipt, unless otherwise provided in this
Ordinance. All current expenses of operation and maintenance of the System shall be paid
from such Gross Revenues credited to the System Fund as a first charge against same.
Before making any deposits hereinafter required to be made from the System Fund, the
Issuer shall retain in the System Fund at all times an amount at least equal to one-sixth of
the amount budgeted for the then current fiscal year for the current operation and
maintenance expenses of the System.
Section 13. INTEREST AND SINKING FUND. That for the sole purpose of paying
the principal of and interest on the Bonds, Outstanding Bonds, and any Additional Bonds,
there is hereby created and there shall be established and maintained on the books of the
Issuer, and accounted for separate and apart from all other funds of the Issuer, a separate
fund to be entitled the "City of Round Rock Waterworks and Sewer System Revenue Bonds
Interest and Sinking Fund" (the "Interest and Sinking Fund").
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Section 14. RESERVE FUND. That there is hereby created and there shall be
established and maintained at the Issuer's depository bank a separate fund to be entitled the
"City of Round Rock Waterworks and Sewer System Bonds, the Outstanding Bonds, and any
Additional Bonds Reserve Fund" (the "Reserve Fund"). The Reserve Fund shall be used
to pay the principal of and interest on the Bonds, Outstanding Bonds, and any Additional
Bonds when and to the extent the amounts in the Interest and Sinking Fund available for
such payment are insufficient for such purpose, and may be used for the purpose of finally
retiring the last of the Bonds, Outstanding Bonds, and any Additional Bonds.
Section 15. DEPOSITS OF PLEDGED REVENUES. That Pledged Revenues shall
be credited to or deposited in the Interest and Sinking Fund, the Reserve Fund and other
funds when and as required by this Ordinance and any ordinance authorizing the issuance
of Additional Bonds.
Section 16. INVESTMENTS. That money in any Fund established pursuant to this
Ordinance or any ordinance authorizing the issuance of Additional Bonds, may, at the option
of the Issuer, be placed in time deposits or certificates of deposit secured by obligations of
the type hereinafter described, or be invested in Government Obligations (as defined in
Section 8 hereof) or obligations guaranteed or insured by the United States of America,
which, in the opinion of the Attorney General of the United States, are backed by its full
faith and credit or represent its general obligations, or invested in obligations of
instrumentalities of the United States of America, including, but not limited to, evidences
of indebtedness issued, insured, or guaranteed by such governmental agencies as the Federal
Land Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home
Loan Banks, Government National Mortgage Association, United States Postal Service,
Farmers Home Administration, Federal Home Loan Mortgage Association, Small Business
Administration, Federal Housing Association, or Participation Certificates in the Federal
Assets Financing Trust; provided that all such deposits and investments shall be made in
such manner as will, in the opinion of the Issuer, permit the money required to be expended
from any Fund to be available at the proper time or times as expected to be needed. Such
investments (except United States Treasury Obligations—State and Local Government Series
investments held in book entry form, which shall at all times be valued at cost) shall be
valued in terms of current market value as of the last day of each fiscal year. Unless
otherwise set forth herein, all interest and income derived from such deposits and
investments immediately shall be credited to, and any losses debited to, the Fund from which
the deposit or investment was made, and surpluses in any Fund shall or may be disposed of
as hereinafter provided. Such investments shall be sold promptly when necessary to prevent
any default in connection with the Bonds or Additional Bonds consistent with the ordinances,
respectively, authorizing their issuance.
Section 17. FUNDS SECURED. That money in all Funds created by this Ordinance,
to the extent not invested, shall be secured in the manner prescribed by law.
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Section 18. PRIORITY OF DEPOSITS AND PAYMENTS FROM SYSTEM FUND.
That the Issuer shall make the deposits and payments from Pledged Revenues in the System
Fund when and as required by this Ordinance and any ordinance authorizing any Additional
Bonds, and such deposits shall be made in the following manner and with the following
irrevocable priorities, respectively:
First, to the Interest and Sinking Fund, when and in the amounts required by this
Ordinance and any ordinance authorizing any Additional Bonds;
Second, to the Reserve Fund, when and in the amounts required by this Ordinance
and any ordinance authorizing any Additional Bonds; and
Section 19. INTEREST AND SINKING FUND REQUIREMENTS. (a) That promptly
after the delivery of the Bonds the Issuer shall cause to be deposited to the credit of the In-
terest and Sinking Fund any accrued interest received from the sale and delivery of the
Bonds, and any such deposit shall be used to pay part of the interest next coming due on
the Bonds.
(b) That the Issuer shall transfer from the Pledged Revenues and deposit to the credit
of the Interest and Sinking Fund the amounts, at the times, as follows:
(1) such amounts, deposited in approximately equal monthly installments on or
before the 25th day of each month hereafter, commencing with the month during
which the Bonds are delivered, or the month thereafter if delivery is made after the
25th day thereon as will be sufficient, together with other amounts, if any, then on
hand in the Interest and Sinking Fund and available for such purpose, to pay interest
scheduled to accrue and come due on the Bonds, Outstanding Bonds, and any
Additional Bonds on the next succeeding interest payment date;
(2) such amounts, deposited in approximately equal monthly installments on or
before the 25th day of each month hereafter, commencing with the month during
which the Bonds are delivered, or the month thereafter if delivery is made after the
25th day thereof as will be sufficient, together with other amounts, if any, then on
hand in the Interest and Sinking Fund and available for such purpose, to pay
principal scheduled to mature and come due on the Bonds, Outstanding Bonds, and
any Additional Bonds on the next succeeding principal payment date; and
Section 20. RESERVE FUND REQUIREMENTS. That the Issuer has on deposit in
the Reserve Fund $1,524,991, which amount is equal to the average annual principal and
interest requirement on the Bonds and the Outstanding Bonds. The Issuer shall maintain
an amount of money and investments equal to the average annual principal and interest
requirements of the Bonds and the Outstanding Bonds (the "Required Reserve Amount").
Following the issuance of Additional Bonds, the Required Reserve Amount shall be equal
to the average annual principal and interest requirements of the Bonds, Outstanding Bonds,
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and any Additional Bonds then outstanding. After the delivery of any Additional Bonds the
Issuer shall cause the Reserve Fund to be increased, if and to the extent necessary, so that
such fund will contain an amount of money and investments equal to the Required Reserve
Amount. Any increase m the Required Reserve Amount may be funded from Pledged
Revenues or from proceeds from the sale of any Additional Bonds, or any other available
source or combination of sources. All or any part of the Required Reserve Amount not
funded initially and immediately after the delivery of any installment or issue of Additional
Bonds shall be funded, within not more than five years from the date of such delivery, by
deposits of Pledged Revenues in approximately equal monthly installments on or before the
25th day of each month. Principal amounts of the Bonds, Outstanding Bonds, and any
Additional Bonds which must be redeemed pursuant to any applicable mandatory
redemption requirements shall be deemed to be maturing amounts of principal for the
purpose of calculating principal and interest requirements on such bonds. When and so long
as the amount in the Reserve Fund is not less than the Required Reserve Amount no
deposits shall be made to the credit of the Reserve Fund; but when and if the Reserve Fund
at any time contains less than the Required Reserve Amount, then the Issuer shall transfer
from Pledged Revenues in the System Fund, and deposit to the credit of the Reserve Fund,
monthly on or before the 25th day of each month, a sum equal to 1/60th of the Required
Reserve Amount, until the Reserve Fund is restored to the Required Reserve Amount. The
Issuer specifically covenants that when and so long as the Reserve Fund contains the
Required Reserve Amount, the Issuer shall cause all interest and income derived from the
deposit or investment of the Reserve Fund to be deposited to the credit of the System Fund.
Section 21. DEFICIENCIES; EXCESS PLEDGED REVENUES. (a) That if on any
occasion there shall not be sufficient Pledged Revenues to make the required deposits into
the Interest and Sinking Fund or the Reserve Fund, such deficiency shall be made up as
soon as possible from the next available Pledged Revenues.
(b) That, subject to making the required deposits to the credit of the various Funds
when and as required by this ordinance or any ordinance authorizing the issuance of Addi-
tional Bonds, any surplus Pledged Revenues may be used by the Issuer for any lawful
purpose.
Section 22. PAYMENT OF BONDS AND ADDITIONAL BONDS. On or before
January 25, 1992, and semiannually on or before each July 25 and January 25 thereafter
while the Bonds, the Outstanding Bonds, and any Additional Bonds are outstanding and
unpaid the Issuer shall make available to the Paying Agent/Registrar therefor, out of the
Interest and Sinking Fund, or if necessary, out of the Reserve Fund, money sufficient to pay,
on each of such dates, the principal of and interest on the Bonds, Outstanding Bonds, and
any Additional Bonds as the same matures and comes due, or to redeem the Bonds, Out-
standing Bonds, and Additional Bonds prior to maturity, either upon mandatory redemption
or at the option of the Issuer. At the direction of the Issuer the Paying Agent/Registrar shall
either deliver paid Bonds, Outstanding Bonds, and any Additional Bonds to the Issuer or
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destroy all paid Bonds, Outstanding Bonds, and any Additional Bonds, and furnish the Issuer
with an appropriate certificate of cancellation or destruction.
Section 23. ADDITIONAL BONDS. (a) That the Issuer shall have the right and power
at any time and from time to time, and in one or more series or issues, to authorize, issue,
and deliver additional parity revenue bonds (herein called "Additional Bonds") , in
accordance with law, in any amounts, for any lawful purpose, including the refunding of the
Bonds, Outstanding Bonds, and Additional Bonds, or other obligations. Such Additional
Bonds, if and when authorized, issued, and delivered in accordance with this Ordinance, shall
be payable from and secured by an irrevocable first lien on and pledge of the Pledged
Revenues, equally and ratably on a parity in all respects with the Bonds, Outstanding Bonds,
and any Additional Bonds.
(b) That the principal of all Additional Bonds must be scheduled to be paid or mature
on February 1 or August 1 (or both) of the years in which such principal is scheduled to be
paid or mature.
Section 24. FURTHER REQUIREMENTS FOR ADDITIONAL BONDS. That
Additional Bonds shall be issued only in accordance with this Ordinance, and no installment,
Series, or issue of Additional Bonds shall be issued or delivered unless:
(a) The Mayor of the Issuer and the City Secretary sign a written certificate to the
effect that the Issuer is not in default as to any covenant, condition, or obligation in
connection with all the Bonds, Outstanding Bonds, and any Additional Bonds, and the
ordinances authorizing same, and that the Interest and Sinking Fund and the Reserve Fund
each contains the amount then required to be therein.
(b) An independent certified public accountant, or independent firm of certified public
accountants, acting by and through a certified public accountant, signs a written certificate
to the effect that, in his or its opinion, during either the next preceding fiscal year, or any
twelve consecutive calendar month period out of the 18 -month period immediately preceding
the month in which the ordinance authorizing the issuance of the then proposed Additional
Bonds is passed, the Pledged Revenues were at least 1.25 times an amount equal to the
average annual principal and interest requirements and 1.10 times the maximum annual
principal and interest requirements of the Bonds, Outstanding Bonds, and any Additional
Bonds which are scheduled to be outstanding after the delivery of the then proposed
Additional Bonds. It is specifically provided, however, that in calculating the amount of
Pledged Revenues for the purposes of this subsection (b), if there has been any increase in
the rates or charges for services of the System which is then in effect but which was not in
effect during all or any part of the entire period for which the Pledged Revenues are being
calculated (hereinafter referred to as the "entire period") then the certified public
accountant, or in lieu of the certified public accountant a firm of consulting engineers, shall
determine and certify the amount of Pledged Revenues as being the total of (i) the actual
Pledged Revenues for the entire period, plus (ii) a sum equal to the aggregate amount by
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which the actual billings to customers of the System during the entire period would have
been increased if such increased rates or charges had been in effect during the entire period.
(c) Provision shall be made in the ordinance authorizing their issuance for increasing
the Reserve Fund to the Required Reserve Amount as required by Section 20 hereof with
proceeds of the Additional Bonds, or other available source or combination of sources
including Pledged Revenues, or both.
(e) That all calculations of average annual principal and interest requirements of any
bonds made in connection with the issuance of any then proposed Additional Bonds shall
be made as of the date of such Additional Bonds; and also in making calculations for such
purpose, and for any other purpose under this Ordinance, principal amounts of any bonds
which must be redeemed prior to maturity pursuant to any applicable mandatory redemption
requirements shall be deemed to be maturing amounts of principal of such bonds.
Section 25. GENERAL COVENANTS. The Issuer further covenants and agrees that
in accordance with and to the extent required or permitted by law:
(a) Performance. It will faithfully perform at all times any and all covenants,
undertakings, stipulations, and provisions contained in this Ordinance, and each ordinance
authorizing the issuance of Additional Bonds, and the Bonds, Outstanding Bonds, and any
Additional Bonds; that it will promptly pay or cause to be paid the principal of and interest
on the Bonds, Outstanding Bonds, and any Additional Bonds, on the dates and in the places
and manner prescribed in such ordinances and Bonds, Outstanding Bonds, and Additional
Bonds; and that it will, at the times and in the manner prescribed, deposit or cause to be
deposited the amounts required to be deposited into the Interest and Sinking Fund and the
Reserve Fund; and any holder of the Bonds, Outstanding Bonds, and any Additional Bonds
may require the Issuer, its officials, and employees, to carry out, respect, or enforce the
covenants and obligations of this Ordinance, or any ordinance authorizing the issuance of
Additional Bonds, by all legal and equitable means, including specifically, but without
limitation, the use and filing of mandamus proceedings, in any court of competent
jurisdiction, against the Issuer, its officials, and employees.
(b) Legal Authority. The Issuer is a duly created and existing home rule city of the State
of Texas, and is duly authorized under the laws of the State of Texas to create and issue the
Bonds, Outstanding Bonds, and any Additional Bonds; that all action on its part for the crea-
tion and issuance of the said obligations has been or will be duly and effectively taken, and
that said obligations in the hands of the holders and owners thereof are and will be valid and
enforceable special obligations of the Issuer in accordance with their terms.
(c) Title. The Issuer has or will obtain lawful title to the lands, buildings, structures, and
facilities constituting the System, that it warrants that it will defend the title to all the
aforesaid lands, buildings, structures, and facilities, and every part thereof, for the benefit
of the holders and owners of the Bonds, the Outstanding Bonds, and any Additional Bonds,
27
against the claims and demands of all persons whomsoever, that it is lawfully qualified to
pledge the Pledged Revenues to the payment of the Bonds, Outstanding Bonds, and any
Additional Bonds in the manner prescribed herein, and has lawfully exercised such rights.
(d) Liens. The Issuer will from time to time and before the same become delinquent
pay and discharge all taxes, assessments, and governmental charges, if any, which shall be
lawfully imposed upon it, or the System, that it will pay all lawful claims for rents, royalties,
labor, materials, and supplies which if unpaid might by law become a lien or charge thereon,
the lien of which would be prior to or interfere with the liens hereof, so that the priority of
the liens granted hereunder shall be fully preserved in the manner provided herein, and that
it will not create or suffer to be created any mechanic's, laborer's, materialman's, or other
lien or charge which might or could be prior to the liens hereof, or do or suffer any matter
or thing whereby the liens hereof might or could be impaired; provided, however, that no
such tax, assessment, or charge, and that no such claims which might be used as the basis
of a mechanic's, laborer's, materialman's, or other lien or charge, shall be required to be
paid so long as the validity of the same shall be contested in good faith by the Issuer.
(e) Operation of System: No Free Service. While the Bonds, Outstanding Bonds, and
any Additional Bonds are outstanding and unpaid the Issuer shall continuously and efficiently
operate the System, and shall maintain the System, or cause the System to be operated and
maintained in good condition, repair, and working order, all at reasonable cost. No free
service of the System shall be allowed, and should the Issuer or any of its agencies,
instrumentalities, lessors, or concessionaires make use of the services and facilities of the
System, payment monthly of the standard retail price of the services provided shall be made
by the Issuer or any of its agencies, instrumentalities, lessors, or concessionaires out of funds
from sources other than the revenues of the System, unless made from surplus Pledged
Revenues as permitted by Section 18(b) hereof.
(f) Further Encumbrance. While the Bonds, Outstanding Bonds, and any Additional
Bonds are outstanding and unpaid, the Issuer shall not additionally encumber the Pledged
Revenues in any manner, except as permitted in this Ordinance in connection with
Additional Bonds, unless said encumbrance is made junior and subordinate in all respects
to the liens, pledges, covenants, and agreements of this Ordinance and any ordinance
authorizing the issuance of Additional Bonds; but the right of the Issuer to issue revenue
bonds payable from a subordinate lien on surplus Pledged Revenues is specifically
recognized and retained.
(g) Sale or Disposal of Property. While the Bonds, Outstanding Bonds, and any
Additional Bonds are outstanding and unpaid, the Issuer shall not sell, convey, mortgage,
encumber, lease, or in any manner transfer title to, or dedicate to other use, or otherwise
dispose of, the System, (except as permitted in paragraph (n) hereof) or any significant or
substantial part thereof; provided that whenever the Issuer deems it necessary to dispose of
any property, machinery, fixtures, or equipment, or dedicate such property to other use, it
may do so either when it has made arrangements to replace the same or provide substitutes
28
therefor, or it is determined by resolution of the City Council that no such replacement or
substitute is necessary.
(h) Insurance. (1) The Issuer shall cause to be insured such parts of the System as
would usually be insured by corporations operating like properties, with a responsible
insurance company or companies, against risks, accidents, or casualties against which and to
the extent insurance is usually carried by corporations operating like properties, including,
to the extent reasonably obtainable, fire and extended coverage insurance, insurance against
damage by floods, and use and occupancy insurance. Public liability and property damage
insurance also shall be carried unless the City Attorney gives a written opinion to the effect
that the Issuer is not liable for claims which would be protected by such insurance. All
insurance premiums shall be paid as an expense of operation of the System. At any time
while any contractor engaged in construction work shall be fully responsible therefor, the
Issuer shall not be required to carry insurance on the work being constructed if the con-
tractor is required to carry appropriate insurance. All such policies shall be open to the
inspection of the Bondholders and their representatives at all reasonable times. Upon the
happening of any loss or damage covered by insurance from one or more of said causes, the
Issuer shall make due proof of loss and shall do all things necessary or desirable to cause
the insuring companies to make payment in full directly to the Issuer. The proceeds of
insurance covering such property, together with any other funds necessary and available for
such purpose, shall be used forthwith by the Issuer for repairing the property damaged or
replacing the property destroyed; provided, however, that if said insurance proceeds and
other funds are insufficient for such purpose, then said insurance proceeds pertaining to the
System shall be deposited in a special and separate trust fund, at an official depository of
the Issuer, to be designated the Insurance Account. The Insurance Account shall be held
until such time as other funds become available which, together with the Insurance Account,
will be sufficient to make the repairs or replacements originally required.
(2) The annual audit hereinafter required may contain a section commenting on
whether or not the Issuer has complied with the requirements of this Section with respect
to the maintenance of insurance, and shall state whether or not all insurance premiums upon
the insurance policies to which reference is made have been paid.
(i) Annual Budget and Rate Covenant. The Issuer shall prepare, prior to the beginning
of each fiscal year, an annual budget, in accordance with law reflecting an estimate of cash
receipts and disbursements for the ensuing fiscal year in sufficient detail to indicate the
probable Gross Revenues and Pledged Revenues for such fiscal year. The Issuer shall fix,
establish, maintain, and collect, such rates, charges, and fees for the use and availability of
the System at all times as are necessary (1) to produce Gross Revenues sufficient, together
with any other Pledged Revenues, to pay all current operation and maintenance expenses
of the System, and (2) to produce an amount of Pledged Revenues during each fiscal year
at least 1.25 times the annual principal and interest requirements of the Bonds, Outstanding
Bonds, and any Additional Bonds.
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(j) Records. The Issuer shall keep proper books of record and account in which full,
true, proper, and correct entries will be made of all dealings, activities, and transactions
relating to the System, the Pledged Revenues, and the Funds created pursuant to this
Ordinance, and all books, documents, and vouchers relating thereto shall at all reasonable
times be made available for inspection upon request of any Bondholder or citizen of the
Issuer. To the extent consistent with the provisions of this Ordinance, the Issuer shall keep
its books and records in a manner conforming to standard accounting practices as usually
would be followed by private corporations owning and operating a similar system, with
appropriate recognition being given to essential differences between municipal and corporate
accounting practices.
(k) Audits. After the close of each fiscal year while any of the Bonds, Outstanding
Bonds, and any Additional Bonds are outstanding, an audit will be made of the books and
accounts relating to the System and the Pledged Revenues by an independent certified
public accountant or an independent firm of certified public accountants. As soon as
practicable after the close of each such year, and when said audit has been completed and
made available to the Issuer, a copy of such audit for the preceding year shall be mailed to
the Municipal Advisory Council of Texas, to each paying agent for any bonds payable from
Pledged Revenues, to any Bondholders who shall so request in writing, and to First
Southwest Company. The annual audit reports shall be open to the inspection of the
Bondholders and their agents and representatives at all reasonable times.
(1) Governmental Agencies. It will comply with all of the terms and conditions of any
and all franchises, permits, and authorizations applicable to or necessary with respect to the
System, and which have been obtained from any governmental agency; and the Issuer has
or will obtain and keep in full force and effect all franchises, permits, authorization, and
other requirements applicable to or necessary with respect to the acquisition, construction,
equipment, operation, and maintenance of the System.
(m) No Competition. It will not operate, or grant any franchise r, to the extent it legally
may, permit the acquisition, construction, or operation of, any facilities which would be in
competition with the System, and to the extent that it legally may, the Issuer will prohibit any
such competing facilities.
(n) District or River Authority Contract. Nothing herein shall be construed to prevent
the Issuer from making contracts with a district or river authority operating pursuant to
Article 16, Section 59 of the Texas Constitution, as authorized by Chapter 30, Texas Water
Code, or Article 4413 (32c), V.A.T.C.S., under which a district or river authority will make
a sewer system or water system or portions thereof available to the Issuer, and will furnish
waste water collection, transportation, treatment, disposal services or water treatment or
water transportation facilities to the Issuer, through the district's or river authority's sewer
system or water system or in such other manner as deemed appropriate by the Issuer. Such
contracts may provide for the operation, or the acquisition by purchase or lease, of the
30
Issuer's waste water treatment and disposal facilities or water treatment or water transporta-
tion facilities, in whole or in part, by the district or river authority.
Section 26. DEFEASANCE OF THE 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 Ordinance, except to the extent provided in subsection (d) of this
Section 26, when payment of the principal of such Bond, plus interest thereon to the due
date (whether such due date be by reason of maturity, upon redemption, or otherwise)
either (i) shall have been made or caused to be made in accordance with the terms thereof
(including the giving of any required notice of redemption), 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 arrange-
ments have been made by the Issuer 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 revenue herein levied and pledged as provided in this Ordinance, and such principal and
interest shall be payable solely from such money or Government Obligations.
Section 27. 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 Issuer 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 Bond, the registered owner shall furnish to the Issuer and to the
Paying Agent/Registrar evidence to their satisfaction of the loss, theft, or destruction of such
Bond, as the case may be. In every case of damage or mutilation of 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, redemption premium, if any, or interest on the
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Bond, the Issuer 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 Issuer 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 Ordinance equally and proportionately with any and all
other Bonds duly issued under this Ordinance.
(e) Authority for Issuing Replacement Bonds. In accordance with Section 6 of
Vernon's Ann. Tex. Civ. St. Art. 717k-6, this Section of this Ordinance shall constitute
authority for the issuance of any such replacement bond without necessity of further action
by the governing body of the Issuer 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 Section 4(d) of this Ordinance
for Bonds issued in conversion and exchange for other Bonds.
Section 28. CUSTODY, APPROVAL, AND REGISTRATION OF BONDS; BOND
COUNSEL'S OPINION; CUSIP NUMBERS; AND CONTINGENT INSURANCE
PROVISION, IF OBTAINED. The Mayor of the Issuer is hereby authorized to have
control of the Initial Bond issued hereunder and all necessary records and proceedings
pertaining to the Initial Bond pending its delivery and its investigation, examination, and
approval by the Attorney General of the State of Texas, and its registration by the
Comptroller of Public Accounts of the State of Texas. Upon registration of the Initial Bond
said Comptroller of Public Accounts (or a deputy designated in writing to act for said
Comptroller) shall manually sign the Comptroller's Registration Certificate on the Initial
Bond, and the seal of said Comptroller shall be impressed, or placed in facsimile, on the
Initial Bond. In addition, if bond insurance is obtained, the Bonds may bear an appropriate
legend as provided by the Insurer.
Section 29. COVENANTS REGARDING TAX EXEMPTION. The Issuer covenants
not to take any action which would adversely affect, and to take any required action to
ensure, the treatment of the Bonds as obligations described in Section 103 of the Internal
Revenue Code of 1986 (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
Issuer covenants as follows:
(a) to take any action to assure that no more than 10 percent of the proceeds of the
Bonds (less amounts deposited to a reserve fund, if any) are used for any "private business
32
use," as defined in Section 141(b)(6) of the Code or, if more than 10 percent of the proceeds
are so used, that amounts, whether or not received by the Issuer, with respect to such private
business use, do not, under the terms of this Resolution, 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 (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 state 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;
(0 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 debt service fund, within the meaning of
Section 1.103-13(b)(12) of the Treasury Regulations, and
(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, Section 149(d) of the Code (relating to advance refundings);
33
(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; and
(i) to maintain such records as will enable the Issuer to fulfill its responsibilities
under this Section and Section 148 of the Code and to retain such records for at least six
years following the final payment of principal and interest on the Bonds.
In order to facilitate compliance with the above covenants (g), (h), and (i), a "Rebate
Fund" is hereby established by the Issuer 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.
It is the understanding of the Issuer 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 ruling are
hereafter promulgated which modify, or expand provisions of the Code, as applicable to the
Bonds, the Issuer will not be required to comply with any covenant contained herein to the
extent that such modification or expansion, in the opinion of nationally -recognized 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 Issuer agrees to comply with the additional requirements to the extent necessary,
in the opinion of nationally -recognized bond counsel, to preserve the exemption from federal
income taxation of interest on the Bonds under Section 103 of the Code.
Section 30. DESIGNATION AS QUALIFIED TAX-EXEMPT OBLIGATIONS.
The Issuer hereby designates the Bonds as "qualified tax-exempt obligations" as defined in
Section 265(b)(3) of the Code. In furtherance of such designation, the Issuer represents,
covenants and warrants the following: (a) that during the calendar year in which the Bonds
are issued, the Issuer (including any subordinate entities) has not designated nor will
designate obligations, which when aggregated with the Bonds, will result in more than
$10,000,000 of "qualified tax-exempt obligations" being issued; and (b) that the Issuer reason-
ably anticipates that the amount of tax-exempt obligations issued, during the calendar year
in which the Bonds are issued, by the Issuer (or any subordinate entities) will not exceed
$10,000,000.
Section 31. SALE OF BONDS. The Bonds are hereby sold and shall be delivered
to Legg Mason Wood Walker, Inc. and Edward D. Jones & Co. (the "Underwriters"), at a
price of $3,972,720.50 plus accrued interest to date of delivery, an original issue discount of
34
$17,894.50, and a discount of $44,385.00 to the Underwriter pursuant to the terms and
provisions of a Purchase Contract in substantially the form attached hereto as Exhibit A,
which the Mayor of the Issuer is hereby authorized and directed to execute and deliver and
which the City Secretary of the issuer is hereby authorized and directed to attest. It is
hereby officially found, determined, and declared that the terms of this sale are the most
advantageous reasonably obtainable. The Initial Bond shall be registered in the name of
Legg Mason Wood Walker, Inc.
Section 32. APPROVAL OF OFFICIAL STATEMENT. The Issuer hereby
approves the form and content of the Official Statement relating to the Bonds and any
addenda, supplement or amendment thereto, and approves the distribution of such Official
Statement in the reoffering of the Bonds by the Underwriter in final form, with such changes
therein or additions thereto as the officer executing the same may deem advisable, such
determination to be conclusively evidenced by his execution thereof.
Section 33. APPROVAL OF ESCROW AGREEMENT AND TRANSFER OF
FUNDS. The Mayor of the Issuer is hereby authorized and directed to execute and deliver
and the City Secretary of the Issuer is hereby authorized and directed to attest an Escrow
Agreement in substantially the form attached hereto as Exhibit B. In Addition, the Mayor
is authorized to execute such subscription for the purchase of U. S. Treasury Securities, State
and Local Government Series, and to authorize the transfer of such funds of the Issuer, as
may be necessary for the Escrow Fund.
Section 34. NOTICE OF REDEMPTION. That there is attached to this Ordinance,
as Exhibit C, and made a part hereof for all purposes, a notice of prior redemption for the
Refunded Bonds to be redeemed prior to stated maturity, and such Refunded Bonds
described in said notice of prior redemption are hereby called for redemption and shall be
redeemed prior to maturity on the date, place, and at the price as set forth therein.
Section 35. NOTICE TO PAYING AGENT. The Refunded Bonds described in
Exhibit C attached hereto are so called for redemption, and Ameritrust Texas National
Association, Dallas, Texas is hereby directed to make appropriate arrangements so that such
Refunded Bonds may be redeemed at said bank on the redemption date. A copy of such
Notice of Redemption shall be delivered to the Paying Agent bank so mentioned.
Section 36. REASONS FOR REFUNDING. That the Issuer deems it advisable to
issue the refunding bonds in order to achieve an interest cost savings and the interest savings
shall be approximately $346,635.
OMB 4•14M.M.MINP =MOD
35
EXHIBIT A
Purchase Contract
The Purchase Contract has been omitted at this point as it appears in
executed form elsewhere in this transcript.
EXHIBIT B
Escrow Agreement
The Escrow Agreement has been omitted at this point as it appears in
executed form elsewhere in this transcript.
EXHIBIT C
NOTICE OF REDEMPTION
CITY OF ROUND ROCK, TEXAS WATERWORKS AND SEWER SYSTEM
REFUNDING REVENUE BONDS, SERIES 1985
NOTICE IS HEREBY GIVEN that the City of Round Rock, Texas has called for
redemption the outstanding Bonds of the City described as follows:
City of Round Rock, Texas Waterworks and Sewer System Refunding Revenue
Bonds, Series 1985, dated November 1, 1985, maturing February 1, 1998 through February
1, 2004, in the aggregate principal amount of $3,395,000 to call date of the Bonds so called
for redemption at Ameritrust Texas National Association, Austin, Texas. Call date: February
1, 1996.
On February 1, 1996, interest on the Bonds shall cease to accrue and be payable.
THIS NOTICE is issued and given pursuant to the redemption provisions in the
proceedings authorizing the issuance of the aforementioned Bonds and in accordance with
the recitals and provisions of said Bonds.
NOTICE IS GIVEN that due and proper arrangements have been made for providing
the place of payment of said Bonds called for redemption with funds sufficient to pay the
principal amount of said Bonds and the interest thereon to the redemption date. In the event
said Bonds, or any of them are not presented for redemption by the date fixed for their
redemption, they shall not thereafter bear interest.
IN COMPLIANCE with the Interest and Dividend Tax Compliance Act of 1983,
taxpayers making payments of principal due on debt securities may be obligated to withhold
20% tax from remittance to individuals who failed to provide such taxpayer with a valid
taxpayer identification number. To avoid the imposition of this withholding tax, such
bondholders should submit a certified taxpayer identification number when surrendering the
bonds for redemption.
NOTICE IS FURTHER GIVEN that the Bonds should be submitted to either of the
following addresses:
In Person In Writing
Ameritrust Texas National Association
1900 Pacific Avenue, 14th Floor
Dallas, Texas 75201
Ameritrust Texas National Association
P. O. Box 2320
Dallas, Texas 75221-2320
Mike Robinson, Mayor
City of Round Rock, Texas
PURCHASE CONTRACT
RELATING TO
$4,035,000
CITY OF ROUND ROCK, TEXAS
WATERWORKS AND SEWER SYSTEM REVENUE REFUNDING BONDS
SERIES 1992
January 9, 1992
The Honorable Mayor and
City Council Members
City of Round Rock
221 East Main Street
Round Rock, Texas 78664
Ladies and Gentlemen:
025(.0 I
The undersigned, Legg Mason Wood Walker, Inc. (the
"Underwriter"), offers to enter into this Purchase Contract with the
City of Round Rock, Texas (the "Issuer"). This offer is made
subject to the Issuer's acceptance of this Purchase Contract on or
before 11:00 P.M., Central Standard Time on January 9, 1992.
1. Purchase and Sale of the Bonds. Upon the terms and
conditions and upon the basis of the representations set forth
herein, the Underwriter hereby agrees to purchase from the Issuer,
and the Issuer hereby agrees to sell and deliver to the Underwriter
$4,035,000 aggregate principal amount of City of Round Rock, Texas,
Waterworks and Sewer System Revenue Refunding Bonds, Series 1992
(the "Bonds")
2. Terms and Purchase Price of Bonds. The Bonds shall
be dated January 1, 1992, shall have the maturities and bear
interest, respectively, at the rate or rates per annum as shown on
Exhibit A attached hereto and incorporated herein by reference, such
interest being payable on February 1 and August 1 in each year,
commencing August 1, 1992.
The purchase price for the Bonds shall be $3,996,503.63,
representing (i) the par amount of the Bonds, (ii) less an
underwriter's discount of $44,385.00 on the Bonds, (iii) less an
aggregate original issue discount of $17,894.50 with respect to the
Bonds maturing in the years 1998 through 2004, inclusive, and
(iv) plus $23,783.13 accrued interest on the Bonds from January 1,
1992, to the Closing Date (hereinafter referenced).
3. Ordinance. The Bonds shall be as described in and
shall be issued and secured under the provisions of an ordinance
adopted by the Issuer on January 9, 1992 (the "Ordinance"). The
Bonds shall be payable and shall be subject to redemption as
provided in the Ordinance.
4. Public Offering. It shall be a condition of the
obligation of the Issuer to sell and deliver the Bonds to the
Underwriter, and of the obligation of the Underwriter to purchase
and accept delivery of the Bonds, that the entire principal amount
of the Bonds authorized by the Ordinance shall be sold and delivered
by the Issuer and accepted and paid for by the Underwriter at the
Closing. The Underwriter agrees to make a bona fide public offering
of all of the Bonds, at not in excess of the respective initial
public offering prices, as set forth on the cover page of the
Official Statement, plus interest accrued on the Bonds from
January 1, 1992, and confirm in writing to the Issuer at or prior to
the Closing, the principal amount (or percentage of principal
amount) of each maturity and the corresponding price for each
maturity (or the yield from each maturity resulting from such price)
at which a substantial amount of the Bonds of each maturity were
sold pursuant to such bona fide public offering.
5. Security Deposit. Delivered to the Issuer herewith
is a corporate check of Legg Mason Wood Walker, Inc., payable to the
order of the Issuer in an amount equal to one percent of the
aggregate principal amount of the Bonds. The Issuer agrees to hold
such check uncashed until the Closing to ensure the performance by
the Underwriter of its obligations to purchase, accept delivery of
and pay for the Bonds at the Closing. Concurrently with the payment
by the Underwriter of the purchase price of the Bonds, the Issuer
shall return such check to Legg Mason Wood Walker, Inc., as provided
in Paragraph 8 hereof. Should the Issuer fail to deliver the Bonds
at the Closing, or should the Issuer be unable to satisfy the
conditions to the obligations of the Underwriter to purchase, accept
delivery of and pay for the Bonds, as set forth in this Purchase
Contract (unless waived by the Underwriter), or should such
obligations of the Underwriter be terminated for any reason
permitted by this Purchase Contract, such check shall immediately be
returned to Legg Mason Wood Walker, Inc. In the event the
Underwriter fails (other than for a reason permitted hereunder) to
purchase, accept delivery of and pay for the Bonds at the Closing as
herein provided, such check shall be retained by the Issuer as and
for full liquidated damages for such failure of the Underwriter and
for any defaults hereunder on the part of the Underwriter. The
Underwriter hereby agrees not to stop or cause payment on said check
to be stopped unless the Issuer has breached any of the terms of
this Purchase Contract.
6. Official Statement. (a) The Issuer hereby approves
the form and content of the Preliminary Official Statement dated
December 17, 1991, presented to the Issuer at the meeting at which
this Purchase Contract is accepted by the Issuer. The Preliminary
0934g
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Official Statement, together with such additions, deletions and
changes thereof as may be necessary to reflect the transaction
contemplated hereby, approved by the Mayor of the Issuer as
evidenced by the execution thereof by said officer, shall constitute
the "Official Statement" for the purposes of this Purchase
Contract. The Issuer agrees to not supplement or amend, or cause to
be supplemented or amended, the Official Statement, at any time
prior to the Closing, without the express consent of the Underwriter.
(b) The Issuer authorizes the Underwriter to use the
Official Statement, the Ordinance, and the Escrow Agreement
(hereinafter defined) and the information contained therein and the
documents referenced therein in connection with the public offering
and sale of the Bonds, and the Issuer ratifies and confirms the use
of the Preliminary Official Statement by the Underwriter prior to
the date hereof in connection with the public offering of the Bonds,
which the Issuer deems final (except for the omission of pricing and
related information) within the meaning of paragraph (b)(1) of Rule
15c2-12 under the Securities Exchange Act of 1934, as amended ("Rule
15c2-12"). The Issuer agrees to provide the Underwriter, within
seven business days after the effective date of this Purchase
Contract, with copies of the final Official Statement in sufficient
quantity as will permit the Underwriter to comply with paragraph
(b)(4) of Rule 15c2-12 and the rules of the Municipal Securities
Rulemaking Board. The Underwriter agrees to use its best efforts to
assist the Issuer in the preparation of the final Official Statement
in order to insure compliance with the aforementioned rules.
(c) If, during and prior to such time as the Official
Statement is used in connection with the public offering and sale of
the Bonds, any event known to the Issuer and relating to or
affecting the Issuer or the Bonds shall occur which might affect the
correctness or completeness of any statement of a material fact
contained in the Official Statement, the Issuer will promptly notify
the Underwriter in writing of the circumstances and details of such
event. If, as a result of such event, it is necessary, in the
opinion of Bond Counsel or the Underwriter, to amend or supplement
the Official Statement in order to state any material fact necessary
in order to make the statements made therein, in the light of the
circumstances under which they were made, not misleading and any
such counsel shall have so advised the Issuer, the Issuer will,
subject to Paragraph 6(a) hereof, forthwith prepare and furnish to
the Underwriter a reasonable number of copies of an amendment of or
a supplement to such Official Statement, in form and substance
satisfactory to the Underwriter, which will so amend or supplement
the Official Statement so that, as amended or supplemented, it will
not contain any untrue statement of a material fact or omit to state
any material fact necessary in order to make the statements made
therein, in the light of the circumstances under which they were
made, not misleading.
0934g
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7. Representations, Warranties and Agreements of
Issuer. On the date hereof, the Issuer represents, warrants and
agrees as follows:
0934g
(a) The Issuer is a municipal corporation and a
political subdivision of the State of Texas, duly created,
existing and acting under the Constitution and laws of the
State of Texas and its Home Rule Charter, and has full legal
right, power and authority to enter into and perform its
obligations under this Purchase Contract and the Escrow
Agreement (the "Escrow Agreement") between the Issuer and the
Escrow Agent named in the Official Statement, to operate the
System as described in the Official Statement, to adopt the
Ordinance, to sell the Bonds, and to issue and deliver the
Bonds to the Underwriter as provided herein and to carry out
and consummate all other transactions contemplated by the
Ordinance, the Escrow Agreement, the Official Statement and
this Purchase Contract;
(b) The Issuer has made or shall make prior to
Closing all filings with and has received or will receive
prior to Closing all approvals, consents, permits and orders
of any governmental authority, legislative body, board, agency
or commission having jurisdiction which are necessary to
permit the City duly to perform its obligations under this
Purchase Contract, the Ordinance, the Escrow Agreement and the
Bonds, and to carry on the operations of the System except for
such filings, approvals, consents and orders as may be
required under the Blue Sky or securities laws of any state in
connection with the offering and sale of the Bonds;
(c) By official action of the Issuer prior to or
concurrently with the acceptance hereof, the Issuer has duly
adopted the Ordinance, has duly authorized and approved the
execution and delivery of, and/or the performance by the
Issuer of the obligations contained in, the Bonds, the
Ordinance, the Escrow Agreement, the Official Statement and
this Purchase Contract, and has duly authorized and approved
the performance by the Issuer of its obligations contained in
the Ordinance, the Escrow Agreement and this Purchase Contract;
(d) The Issuer is not in breach of or default under
any applicable law or administrative regulation of the State
of Texas or the United States or any applicable judgment or
decree or any loan agreement, note, order, agreement or other
instrument, except as may be disclosed in the Official
Statement, to which the Issuer is a party or is otherwise
subject, which would have a material and adverse effect upon
the business or financial condition of the Issuer, and the
adoption, execution and/or delivery of the Ordinance, the
Escrow Agreement, the Bonds and this Purchase Contract by the
Issuer and compliance with the provisions of each thereof,
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0934g
will not violate or constitute a breach of or default under
any existing law, administrative regulation, judgment, decree
or any agreement or other instrument to which the Issuer is a
party or is otherwise subject;
(e) All approvals, consents and orders of any
governmental authority or agency having jurisdiction of any
matter which would constitute a condition precedent to the
performance by the Issuer of its obligations to sell and
deliver the Bonds hereunder will have been obtained prior to
the Closing;
(f) At the time of the Issuer's acceptance hereof
and at the time of the Closing, the Official Statement does
not and will not contain any untrue statement of a material
fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein, in the
light of the circumstances under which they were made, not
misleading;
(g) Between the date of this Purchase Contract and
Closing, the Issuer will not, without the prior written
consent of the Underwriter, issue any additional bonds or
other obligations for borrowed money payable in whole or in
part from the revenues of the City derived from the operation
of its waterworks and sewer system (the "System"), and the
Issuer will not incur any material liabilities, direct or
contingent with respect to the System, nor will there be any
adverse change of a material nature in the financial position
of the Issuer with regard to the System;
(h) Except as described in the Official Statement,
no litigation is pending or, to the knowledge of the Issuer,
threatened in any court affecting the corporate existence of
the Issuer, the title of its officers to their respective
offices, or seeking to restrain or enjoin the issuance or
delivery of the Bonds, the collection or application of the
revenues of the City derived from the operation of the System
pledged or to be pledged to pay the principal of and interest
on the Bonds, or in any way contesting or affecting the
issuance, execution, delivery, payment, security or validity
of the Bonds, or in any way contesting or affecting the
validity or enforceability of the Ordinance, the Escrow
Agreement, or this Purchase Contract, or contesting the powers
of the Issuer, or any authority for the Bonds, the Ordinance,
the Escrow Agreement, or this Purchase Contract or contesting
in any way the completeness, accuracy or fairness of the
Preliminary Official Statement or the Official Statement or
materially and adversely affecting the financial condition of
the Issuer;
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(i) The Issuer will cooperate with the Underwriter
in arranging for the qualification of the Bonds for sale and
the determination of their eligibility for investment under
the laws of such jurisdictions as the Underwriter designates,
and will use its best efforts to continue such qualifications
in effect so long as required for distribution of the Bonds;
provided, however, that the Issuer will not be required to
execute a general consent to service of process or to qualify
to do business in connection with any such qualification in
any jurisdiction;
(j) The descriptions contained in the Official
Statement of the Bonds, the Escrow Agreement, and the
Ordinance accurately summarize certain provisions of such
instruments, and the Bonds, when validly executed,
authenticated and delivered in accordance with the Ordinance
and sold to the Underwriter as provided herein, will be
validly issued and outstanding obligations of the Issuer
entitled to the benefits of, and subject to the limitations
contained in, the Ordinance;
(k) The Issuer will not take or omit to take any
action, which action or omission would (A) adversely affect
the excludability of interest on the Bonds from gross income
of the owners thereof for federal income tax purposes under
the Internal Revenue Code of 1986, as amended (the "Code"), or
(B) cause the Bonds to be classified as "private activity
bonds" within the meaning of Section 141 of the Code; and
(1) Any certificate signed by any official of the
Issuer which purports to be signed on behalf of the Issuer and
which is delivered to the Underwriter shall be deemed to be a
representation and warranty by the Issuer to the Underwriter
as to the statements made therein.
8. Closing. At 10:00 A.M., Central Standard Time, on
February 12, 1992, or any other date mutually agreed upon by the
parties (the "Closing"), the Issuer will deliver the initial Bond or
Bonds (as required by the Ordinance) to the Underwriter and will
have available for immediate exchange the Bonds in definitive form,
duly executed and authenticated, together with the other documents
hereinafter mentioned, and the Underwriter will accept such delivery
and pay the purchase price of the Bonds as set forth in Paragraph 2
hereof in immediately available funds. Concurrently with such
payment by the Underwriter, the Issuer shall return to Legg Mason
Wood Walker, Inc., the check referred to in Paragraph 5 hereof. The
Closing shall be held at the offices of McCall, Parkhurst & Horton,
Dallas, Texas, or such other place as shall have been mutually
agreed upon by the Issuer and the Underwriter. The Bonds (except
for the initial Bond) shall be printed or lithographed; shall be
prepared and delivered as fully registered bonds in the denomination
0934g
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of $5,000 or any multiple thereof; shall be registered in the names
as shall be requested by the Underwriter at least five business days
prior to the Closing; and, if the Underwriters shall so request,
shall be made available to the Underwriter at least one business day
before the Closing for purpose of inspection in New York, New York,
or such other place as shall be mutually satisfactory to the Issuer
and the Underwriter.
9. Conditions. The Underwriter has entered into this
Purchase Contract in reliance upon the representations and
warranties of the Issuer contained and to be contained herein and in
the other documents and instruments to be delivered at the Closing,
and upon the performance by the Issuer of its obligations hereunder
and under such documents, both as of the date hereof and as of the
date of Closing. Accordingly, the Underwriter's obligations under
this Purchase Contract to purchase and pay for the Bonds shall be
subject to the performance by the Issuer of its obligations to be
performed hereunder and under such documents and instruments at or
prior to the Closing, and shall also be subject to the following
conditions:
0934g
(a) The representations and warranties of the Issuer
contained herein shall be true, complete and correct in all
material respects on the date hereof and on and as of the date
of Closing, as if made on the date of Closing;
(b) At the time of the Closing, the Ordinance and
the Escrow Agreement shall be in full force and effect, and
the Ordinance and the Escrow Agreement shall not have been
amended, modified or supplemented other than as described in
the Official Statement and the Official Statement shall not
have been amended, modified or supplemented, except as may
have been agreed to by the Underwriter;
(c) At the time of the Closing, all official action
of the Issuer related to the Ordinance and the Escrow
Agreement shall be in full force and effect and shall not have
been amended, modified or supplemented;
(d) The Issuer shall not have failed to pay
principal and interest when due on any of its outstanding
obligations for borrowed money;
(e) The Issuer or the Issuer's agent will purchase
the government securities necessary to provide the funds
needed to refund the Issuer's outstanding obligations as
contemplated by the Escrow Agreement (the "Refunded Bonds")
and will have defeased the Refunded Bonds as contemplated by
the Escrow Agreement;
(f) At or prior to the Closing, the Underwriter
shall have received each of the following documents:
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0934g
(1) The Official Statement of the Issuer
executed on behalf of the Issuer by the Mayor and City
Secretary of the Issuer;
(2) The Ordinance certified by the City
Secretary of the Issuer under its seal as having been
duly adopted by the Issuer and as being in effect, with
such changes or amendments as may have been agreed to
by the Underwriter;
(3) An unqualified opinion, dated the date of
Closing, of McCall, Parkhurst & Horton, Bond Counsel to
the Issuer, in substantially the form and substance of
Appendix C to the Official Statement;
(4) An opinion or certificate, dated on or
prior to the date of Closing, of the Attorney General
of Texas, approving the Bonds as required by law and a
certificate of the Comptroller of Public Accounts of
the State of Texas regarding the registration of the
Bonds as required by law;
(5) The supplemental opinion, dated the date
of Closing, of Bond Counsel to the Issuer, addressed to
the Issuer and the Underwriter, to the effect that
(A) the Purchase Contract has been duly authorized,
executed and delivered by the City and (assuming due
authorization by the Underwriter) constitutes a binding
and enforceable agreement of the City in accordance
with its terms; (B) in its capacity as Bond Counsel,
such firm has reviewed the information in the Official
Statement under the captions "Refunding Plan of
Financing," "Bond Information," and "Other Relevant
Information -- Tax Exemption, Qualified Tax Exempt
Obligations, Tax Accounting Treatment of Original Issue
Discount, and Legal Investments and Eligibility to
Secure Public Funds in Texas," and such firm is of the
opinion that the information contained under such
captions is a fair and accurate summary of the
information purported to be shown therein; (C) the
Bonds are exempt from registration pursuant to the
Securities Act of 1933, as amended, and the Ordinance
is exempt from qualification as an indenture pursuant
to the Trust Indenture Act of 1939, as amended; and (D)
the City has the full power, right and authority to
operate the System as described in the Official
Statement and to pledge the revenues derived from the
operation of the System to the payment of the Bonds;
(6) The disclosure opinion of Hutchison Boyle
Brooks & Fisher, A Professional Corporation, dated the
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0934g
date of the Closing, addressed to the Underwriter, in
form and substance acceptable to the Underwriter;
(7) A certificate, dated the date of Closing,
signed by the Mayor and City Manager of the Issuer, to
the effect that (i) the representations and warranties
of the Issuer contained herein are true and correct in
all material respects on and as of the date of Closing
as if made on the date of Closing; (ii) except to the
extent disclosed in the Official Statement, no
litigation is pending or, to the knowledge of such
persons, threatened in any court to restrain or enjoin
the issuance or delivery of the Bonds, or the
collection and application of the revenues pledged or
to be pledged to pay the principal of and interest on
the Bonds, or the pledge thereof, or in any way
contesting or affecting the validity or authorization
for the Bonds, the Ordinance, the Escrow Agreement, or
this Purchase Contract, or contesting the creation,
organization, existence or powers of the Issuer, or
contesting in any way the accuracy, completeness or
fairness of the Preliminary Official Statement or the
Official Statement (but in lieu of or in conjunction
with such certificate, the Underwriter may, in its
discretion, accept certificates or opinions of legal
counsel to the Issuer that, in his or her opinion, the
issues raised in any such pending or threatened
litigation are without substance or that the
contentions of all plaintiffs therein are without
merit); (iii) to the best of their knowledge, no event
affecting the Issuer has occurred since the date of the
Official Statement which should be disclosed in the
Official Statement for the purpose for which it is to
be used or which it is necessary to disclose therein in
order to make the statements and information therein
not misleading in any respect; and (iv) that, except as
disclosed in the Official Statement, there has not been
any material and adverse change in the affairs or
financial condition of the Issuer relating to the
system since September 30, 1990, the latest date as to
which audited financial information is available;
(8) A certificate, dated the date of the
Closing, of an appropriate official of the Issuer to
the effect that, on the basis of the facts, estimates
and circumstances in effect on the date of delivery of
the Bonds, it is not expected that the proceeds of the
Bonds will be used in a manner that would cause the
Bonds to be arbitrage bonds within the meaning of
Section 148(a) of the Internal Revenue Code of 1986, as
amended;
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(9) A certificate, dated the date of Closing,
executed by an authorized officer of the Escrow Agent,
acting in its behalf, verifying that (A) all funds
required by the Escrow Agreement to be deposited in the
Escrow Fund have been so deposited or will be so
deposited no later than the close of business on the
Closing Date, and (B) all of the Escrow Agent's
compensation for its services as Escrow Agent and all
its fees, charges, costs and expenses with respect to
redemption and payment of the Refunded Bonds have been
paid in full;
(10) A copy of the verification report
prepared by KPMG Peat Marwick, independent Certified
Public Accountants, addressed to the Issuer, Bond
Counsel and the Underwriter verifying the arithmetical
computations relating to (a) the adequacy of the
maturing principal amounts of the Federal Securities
(as defined in the Official Statement) held in the
Escrow Fund, interest earned thereon, and certain other
moneys, to pay, when due, the principal of and interest
on the obligations being refunded by the Bonds and (b)
the computations of actuarial yields relied on by Bond
Counsel to support its opinion that the Bonds are not
"arbitrage" bonds under Section 148 and Section 149(d)
of the Internal Revenue Code of 1986, as amended;
(11) A copy of the Municipal Bond Guaranty
Insurance Policy to be issued by AMBAC Indemnity
Corporation insuring the timely payment of the
principal and interest on the Bonds when due;
(12) Evidence acceptable to the Underwriter
that the Bonds have been rated not less than "Aaa" by
Moody's Investors Service and "AAA" by Standard &
Poor's Corporation; and
(13) Such additional legal opinions,
certificates, instruments and other documents as Bond
Counsel or the Underwriter may reasonably request to
evidence the truth, accuracy and completeness, as of
the date hereof and as of the date of Closing, of the
Issuer's representations and warranties contained
herein and of the statements and information contained
in the Official Statement and the due performance and
satisfaction by the Issuer at or prior to the date of
Closing of all agreements then to be performed and all
conditions then to be satisfied by the Issuer.
All of the opinions, letters, certificates, instruments and
other documents mentioned above or elsewhere in this Purchase
Contract shall be deemed to be in compliance with the provisions
hereof if, but only if, they are satisfactory to the Underwriter.
0934g
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If the Issuer shall be unable to satisfy the conditions to the
obligations of the Underwriter to purchase, to accept delivery of
and to pay for the Bonds as set forth in this Purchase Contract, or
if the obligations of the Underwriter to purchase, to accept
delivery of and to pay for the Bonds shall be terminated for any
reason permitted by this Purchase Contract, this Purchase Contract
shall terminate and neither the Underwriter nor the Issuer shall be
under further obligation hereunder, except that: (i) the check
referred to in Paragraph 5 hereof shall be immediately returned to
Legg Mason Wood Walker, Inc., by the Issuer, and (ii) the respective
obligations of the Issuer and the Underwriter set forth in
Paragraphs 11 and 13 hereof shall continue in full force and effect.
10. Termination. The Underwriter may terminate its
obligation to purchase at any time before the Closing if any of the
following should occur:
0934g
(a) (i) Legislation (including any amendment
thereto) shall have been introduced in or adopted by either
House of the Congress of the United States, or recommended to
the Congress for passage by the President of the United States
or favorably reported for passage to either House of the
Congress by any Committee of such House, or (ii) a decision
shall have been rendered by a court established under Article
III of the Constitution of the United States or by the United
States Tax Court, or (iii) an order, ruling or regulation
shall have been issued or proposed by or on behalf of the
Treasury Department of the United States or the Internal
Revenue Service or any other agency of the United States, or
(iv) a release or official statement shall have been issued by
the President of the United States or by the Treasury
Department of the United States or by the Internal Revenue
Service, the effect of which, in any such case described in
clause (i), (ii), (iii), or (iv), would be to impose, directly
or indirectly, federal income taxation upon interest received
on obligations of the general character of the Bonds or upon
income of the general character to be derived by the Issuer
from the operation of the System, other than as imposed on the
Bonds and income therefrom under the federal tax laws in
effect on the date hereof, in such a manner as in the judgment
of the Underwriter would materially impair the marketability
or materially reduce the market price of obligations of the
general character of the Bonds.
(b) Any action shall have been taken by the
Securities and Exchange Commission or by a court which would
require registration of any security under the Securities Act
of 1933, as amended, or qualification of any indenture under
the Trust Indenture Act of 1939, as amended, in connection
with the public offering of the Bonds, or any action shall
have been taken by any court or by any governmental authority
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suspending the use of the Official Statement or any amendment
or supplement thereto, or any proceeding for that purpose
shall have been initiated or threatened in any such court or
by any such authority.
(c) (i) The Constitution of the State of Texas shall
be amended or an amendment shall be proposed, or
(ii) legislation shall be enacted, or (iii) a decision shall
have been rendered as to matters of Texas law, or (iv) any
order, ruling or regulation shall have been issued or proposed
by or on behalf of the State of Texas by an official, agency
or department thereof, affecting the tax status of the Issuer,
its property or income, its bonds (including the Bonds) or the
interest thereon, which in the judgment of the Underwriter
would materially affect the market price of the Bonds.
(d) (i) A general suspension of trading in
securities shall have occurred on the New York Stock Exchange,
or (ii) there occurs the outbreak or the escalation of
hositilites involving the United States of America or the
declaration by the United States of America of a national
emergency or war, the effect of which or the effect of the
continuation of which, in either case described in clause (i)
and (ii), is, in the judgment of the Underwriter, so material
and adverse as to make it impracticable or inadvisable to
proceed with the public offering or the delivery of the Bonds
on the terms and in the manner contemplated in this Purchase
Contract and the Official Statement.
(e) An event described in Paragraph 6(c) hereof
occurs which, in the opinion of the Underwriter, requires a
supplement or amendment to the Official Statement.
(f) A general banking moratorium shall have been
declared by authorities of the United States, the State of New
York, the State of Texas or the State of Missouri.
(g) A lowering of the ratings initially assigned to
the Bonds, with and without regard to insurance, by Moody's
Investors Service, Inc. and Standard & Poor's Corporation,
respectively, shall occur prior to the Closing.
(h) Any event occurs which prevents the United
States Treasury Department from delivering on the day of
Closing the Federal Securities subscribed for by the Issuer in
connection with the issuance of the Bonds.
11. Expenses. (a) The Underwriter shall be under no
obligation to pay, and the Issuer shall pay, any expenses incident
to the performance of the Issuer's obligations hereunder, including
but not limited to: (i) the cost of the preparation, printing and
0934g
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distribution of the Official Statement; (ii) the cost of the
preparation and printing of the Bonds; (iii) the fees and expenses
of Bond Counsel to the Issuer; (iv) the fees and disbursements of
the Issuer's accountants, advisors, and of any other experts or
consultants retained by the Issuer; and (v) fees for bond ratings
and any travel or other expenses incurred incident thereto.
(b) The Underwriter shall pay: (i) all advertising
expenses of the Underwriters in connection with the offering of the
Bonds; (ii) the cost of the preparation and printing of all the
underwriting documents, including this Purchase Contract and
(iii) all other expenses incurred by them in connection with their
offering and distribution of the Bonds.
12. Notices. Any notice or other communication to be
given to the Issuer under this Purchase Contract may be given by
delivering the same in writing at the address for the Issuer set
forth above, and any notice or other communication to be given to
the Underwriter under this Purchase Contract may be given by
delivering the same in writing to Legg Mason Wood Walker, Inc., 1111
Bagby Street, Suite 1400, Houston, Texas 77002, Attention: Bob
Schnakenberg.
13. Parties in Interest. This Purchase Contract is made
solely for the benefit of the Issuer and the Underwriter (including
the successors or assigns of any Underwriter) and no other person
shall acquire or have any right hereunder or by virtue hereof. The
Issuer's representations, warranties and agreements contained in
this Purchase Contract shall remain operative and in full force and
effect, regardless of (i) any investigations made by or on behalf of
the Underwriter and (ii) delivery of any payment for the Bonds
hereunder; and the Issuer's representations and warranties contained
in Paragraph 7 of this Purchase Contract shall remain operative and
in full force and effect, regardless of any termination of this
Purchase Contract.
14. Miscellaneous. (a) Paragraph headings have been
inserted in this Purchase Contract as a matter of convenience of
reference only, and it is agreed that such paragraph headings are
not a part of this Purchase Contract and will not be used in the
interpretation of any provisions of this Purchase Contract.
(b) If any provision of this Purchase Contract shall be
held or deemed to be or shall, in fact, be invalid, inoperative or
unenforceable as applied in any particular case in any jurisdiction
or jurisdictions, or in all jurisdictions because it conflicts with
any provisions of any constitution, statute or rule of public
policy, or for any other reason, such circumstances shall not have
the effect of rendering the provision in question invalid,
inoperative or unenforceable in any other case or circumstance, or
0934g
-13-
of rendering any other provision or provisions of this Purchase
Contract invalid, inoperative or unenforceable to any extent
whatever.
(c) This Purchase Contract may be executed in several
counterparts, each of which shall be regarded as an original and all
of which shall constitute one and the same document.
(d) This Purchase Contract shall be governed by, and
construed in accordance with, the laws of the State of Texas.
(e) This Purchase Contract constitutes the entire agreement
between the parties hereto with respect to the subject matter hereof.
15. Effective Date. This Purchase Contract shall become
effective upon the execution of the acceptance hereof by the Mayor
of the Issuer and shall be valid and enforceable as of the time of
such acceptance.
0934g
[End of page]
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Accepted this January 9, 1992.
CITY OF ROUND ROCK, TEXAS
By:
Very truly yours,
LEGG MASON WOOD WALKER, INC.
By:
Mayor
Attest:
90/n/rt.& 64_/
City Secretary
[SEAL]
0934g
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_d., Vice President
Year
1993
1994
1995
1996
1997
1998
0934g/16
EXHIBIT A
Principal Interest Principal Interest
Amount Rate Year Amount Rate
80,000
80,000
85,000
90,000
95,000
625,000
3.50%
4.05%
4.30%
4.55%
4.70%
4.85%
1999
2000
2001
2002
2003
2004
625,000
685,000
510,000
535,000
360,000
265,000
5.00%
5.20%
5.40%
5.60%
5.70%
5.80%
DATE: January 7, 1992
SUBJECT: City Council Meeting, January 9, 1992
ITEM: 9.A. Consider an ordinance authorizing the
issuance of Water Works and Sewer System
Revenue Refunding Bonds, Series 1992.
(First Reading)
STAFF
RESOURCE PERSON: David Kautz
STAFF
RECOMMENDATION:
The City is currently moving through the process of
refinancing certain outstanding waterworks and sewer
system revenue bonds.
This Ordinance authorizes the City to complete the
process by issuing $3,965,000 in new bonds. These bonds
will be used for the purpose of refunding the old
outstanding bonds.
Economic Impact:
The City expects to save $256,000 over the life of
the refinancing. The discounted present value of the
savings is $171,000. Regarding the budget, the City will
save $12,000 this year and approximately $20,000 annually
thereafter.
The City's bond council will be present at the meeting to
make a brief presentation.