ORDINANCE AUTHORIZING
THE ISSUANCE OF $2,495,000 CITY OF BASTROP, TEXAS GENERAL OBLIGATION
BONDS SERIES 2002:
Adopted on August 27, 2002.
TABLE OF CONTENTS
Recitals
ARTICLE I
DEFINITIONS AND OTHER PRELIMINARY MATTERS
Section
1.01. Definitions
Section 1.02. Other Definitions
Section 1.03. Findings
Section 1.04. Table of Contents, Titles and Headings
Section 1.05. Interpretation
ARTICLE II
SECURITY FOR THE BONDS; APPROPRIATION
Section
2.01. Tax Levy for Payment of the Bonds
Section 2.02. Perfection of Security Interest
ARTICLE III
AUTHORIZATION; GENERAL TERMS
AND PROVISIONS REGARDING THE BONDS
Section
3.01. Authorization
Section 3.02. Date, Denomination, Maturities,
Numbers and Interest
Section 3.03. Medium, Method and Place of Payment
Section 3.04. Execution and Initial Registration
Section 3.05. Ownership
Section 3.06. Registration, Transfer and Exchange
Section 3.07. Cancellation and Authentication
Section 3.08. Replacement Bonds
Section 3.09. Book-Entry Only System
Section 3.10. Successor Securities Depository;
Transfer Outside Book-Entry Only System
Section 3.11. Payments to Cede & Co
ARTICLE IV
REDEMPTION OF BONDS BEFORE MATURITY
Section 4.01. Limitation on Redemption
Section 4.02. Redemption of Bonds Prior to Maturity
Section 4.03. Partial Redemption
Section 4.04. Notice of Redemption to Owners
Section 4.05. Payment Upon Redemption
Section 4.06. Effect of Redemption
ARTICLE V
PAYING AGENT/REGISTRAR
Section
5.01. Appointment of Initial Paying Agent/Registrar
Section 5.02. Qualifications
Section 5.03. Maintaining Paying Agent/Registrar
Section 5.04. Termination
Section 5.05. Notice of Change to Owners
Section 5.06. Agreement to Perform Duties and
Functions
Section 5.07. Delivery of Records to Successor
ARTICLE VI
FORM OF THE BONDS
Section
6.01. Form Generally
Section 6.02. Form of Bonds
Section 6.03. CUSIP Registration
Section 6.04. Legal Opinion
Section 6.05. Municipal Bond Insurance
ARTICLE VII
SALE OF THE BONDS; CONTROL AND
DELIVERY OF THE BONDS
Section
7.01. Sale of Bonds; Official Statement
Section 7.02. Control and Delivery of Bonds
ARTICLE VIII
CREATION OF FUNDS AND ACCOUNTS;
DEPOSIT OF PROCEEDS; INVESTMENTS
Section
8.01. Creation of Funds
Section 8.02. Interest and Sinking Fund
Section 8.03. Construction Fund
Section 8.04. Security of Funds
Section 8.05. Deposit of Proceeds
Section 8.06. Investments
Section 8.07. Investment Income
ARTICLE IX
PARTICULAR REPRESENTATIONS AND COVENANTS
Section
9.01. Payment of the Bonds
Section 9.02. Other Representations and Covenants
Section 9.03. Federal Tax Matters
ARTICLE X
DEFAULT AND REMEDIES
Section
10.01. Events of Default
Section 10.02. Remedies for Default
Section 10.03. Remedies Not Exclusive
ARTICLE XI
DISCHARGE AND DEFEASANCE
Section
11.01. Discharge and Defeasance by Payment
Section 11.02. Discharge and Defeasance by Deposit
Section 12.01. Definitions
Section 12.02. Annual Information
Section 12.03. Material Event Notices
Section 12.04. Limitations, Disclaimers, and
Amendments
ARTICLE XIII
AMENDMENTS; FURTHER PROCEDURES; AND SEVERABILITY
Section
13.01. Amendments
Section 13.03. Severability
ARTICLE XIV
EMERGENCY DECLARATION
Section
14.02. Emergency Declaration
EXECUTION
EXHIBIT A - DESCRIPTION OF ANNUAL FINANCIAL
INFORMATION
AN ORDINANCE OF THE
CITY COUNCIL OF THE CITY OF BASTROP, TEXAS, AUTHORIZING THE ISSUANCE
AND SALE OF CITY OF BASTROP, TEXAS, GENERAL OBLIGATION BONDS, SERIES
2002; PROVIDING FOR THE SECURITY FOR AND PAYMENT OF SAID BONDS; PRESCRIBING
THE FORM OF SAID BONDS; AWARDING THE SALE THEREOF; APPROVING THE OFFICIAL
STATEMENT; ENACTING OTHER PROVISIONS RELATING TO THE SUBJECT; AND
DECLARING AN EMERGENCY
WHEREAS, by virtue of an election held within City of Bastrop,
Texas (the "City") on January 20 2001, this City Council
(the "City Council") became authorized to issue, sell and
deliver the general obligation bonds of the City, of which there have
been issued heretofore, are authorized to be issued by this Ordinance,
and will remain authorized but unissued hereafter, as follows:
| Purpose |
Principal
Amount Authorized |
Principal
Amount Previously Issued |
Principal
Amount Being Issued |
Unissued
Balance |
| Streets
and drainage |
$5,495,000 |
$3,000,000 |
$2,495,000 |
$-0 |
WHEREAS, it is officially found, determined and declared that
the meeting at which this Ordinance has been adopted was open to the
public and public notice of the date, hour, place and subject of said
meeting, including this Ordinance, was given, all as required by the
applicable provisions of Tex. Gov't Code Ann. ch. 551; Now, Therefore
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BASTROP:
ARTICLE I
DEFINITIONS AND OTHER
PRELIMINARY MATTERS
Section 1.01. Definitions.
Unless otherwise expressly provided or unless the context clearly
requires otherwise, in this Ordinance the following terms shall have
the meanings specified below:
"Bond" means any of the Bonds.
"Bonds" means the City's bonds entitled "City of Bastrop,
Texas, General Obligation Bonds, Series 2002" authorized to be
issued by Section 3.01 of this Ordinance.
"Closing Date" means the date of the initial delivery of
and payment for the Bonds.
"Code" means the Internal Revenue Code of 1986, as amended,
including applicable regulations, published rulings and court decisions
relating thereto.
"Construction Fund"
means the construction fund established by Section 8.01 (a) of this
Ordinance.
"Designated Payment/Transfer Office" means (i) with respect
to the initial Paying Agent/Registrar named herein, its corporate
trust office in Dallas, Texas, and (ii) with respect to any successor
Paying Agent/Registrar, the office of such successor designated and
located as may be agreed upon by the City and such successor.
"DTC" means The Depository Trust Company of New York, New
York, or any successor securities depository.
"DTC Participant" means any broker, dealer, bank, trust
company, clearing corporation or certain other organizations with
Bonds credited to an account maintained on its behalf by DTC.
"Event of Default" means any Event of Default as defined
in Section 10.01 of this Ordinance.
"Initial Bond" means the Bond described in Section 3.04(d)
and 6.02(d).
"Interest and Sinking Fund" means the interest and sinking
fund established by Section 8.01(a) of this Ordinance.
"Interest Payment Date" means the date or dates upon which
interest on the Bonds is scheduled to be paid until the maturity or
prior redemption of the Bonds, such dates being February 1 and August
1 of each year commencing February 1, 2003.
"Ordinance" means this Ordinance.
"Original Issue Date" means the date designated as the date
of the Bonds in Section 3.02(a) of this Ordinance.
"Owner" means the person who is the registered owner of
a Bond or Bonds, as shown in the Register.
"Paying Agent/Registrar" means JPMorgan Chase Bank, any
successor thereto or an entity which is appointed as and assumes the
duties of paying agent/registrar as provided in this Ordinance.
"Purchaser" means the person, firm or entity initially purchasing
the Bonds from the City and which is designated in Section 7.01 of
this Ordinance.
"Record Date" means the 15th day of the month next preceding
an Interest Payment Date. "Register" means the Register
specified in Section 3.06(a) of this Ordinance.
"Representation Letter" means the Blanket Issuer Letter
of Representations with respect to the Bonds and other obligations
of the City, between the City and DTC.
"Special Payment Date" means the new date established for
payment of interest on the Bonds in the event of a nonpayment of interest
on a scheduled payment date, and for 30 days thereafter, as described
in Section 3.03(b).
"Special Record Date"
means the new record date established for payment of interest on the
Bonds in the event of a nonpayment of interest on a scheduled payment
date, and for 30 days thereafter, as described in Section 3.03(b).
"Term Bonds"
means the Bonds, if any, subject to mandatory sinking fund redemption
as described in Section 4.02.
"Unclaimed Payments"
means money deposited with the Paying Agent/Registrar for the payment
of principal, redemption premium, if any, or interest on the Bonds
as the same become due and payable or money set aside for the payment
of Bonds duly called for redemption prior to maturity, and remaining
unclaimed for 90 days after the applicable payment or redemption date.
Section
1.02. Other Definitions.
The terms "City Council"
and "City" shall have the meaning assigned in the preamble
to this Ordinance.
Section
1.03. Findings.
The declarations, determinations
and findings declared, made and found in the preamble to this Ordinance
are hereby adopted, restated and made a part of the operative provisions
hereof.
Section
1.04. Table of Contents, Titles and Headings.
The table of contents,
titles and headings of the Articles and Sections of this Ordinance
have been inserted for convenience of reference only and are not to
be considered a part hereof and shall not in any way modify or restrict
any of the terms or provisions hereof and shall never be considered
or given any effect in construing this Ordinance or any provision
hereof or in ascertaining intent, if any question of intent should
arise.
Section
1.05. Interpretation.
(a) Unless the context
requires otherwise, words of the masculine gender shall be construed
to include correlative words of the feminine and neuter genders and
vice versa, and words of the singular number shall be construed to
include correlative words of the plural number and vice versa.
(b) This Ordinance and
all the terms and provisions hereof shall be liberally construed to
effectuate the purposes set forth herein to sustain the validity of
this Ordinance.
(c) Unless expressly provided
otherwise, all references to article and section numbers herein shall
be to the article and section numbers of this Ordinance.
ARTICLE II
SECURITY FOR THE BONDS;
APPROPRIATION
Section 2.01. Tax Levy for Payment of the Bonds.
(a) The City Council hereby
declares and covenants that it will provide and levy a tax legally
and fully sufficient for payment of the Bonds, it having been determined
that the existing and available taxing authority of the City for such
purpose is adequate to permit a legally sufficient tax in consideration
of all other outstanding obligations of the City.
(b) In order to provide
for the payment of the debt service requirements on the Bonds, being
(i) the interest on the Bonds and (ii) a sinking fund for their payment
at maturity or a sinking fund of two percent per annum (whichever
amount is the greater), there is hereby levied for the current year
and each succeeding year thereafter, while the Bonds or interest thereon
remain outstanding and unpaid, a tax within legal limitations on each
$100 valuation of taxable property in the City that is sufficient
to pay such debt service requirements, full allowance being made for
delinquencies and costs of collection.
(c) The tax levied by this
Section shall be assessed and collected each year and applied to the
payment of the debt service requirements on the Bonds, and the tax
shall not be diverted to any other purpose.
Section
2.02. Perfection of Security Interest.
Chapter 1208, Government
Code applies to the issuance of the Bonds and the pledge of the taxes
granted by the City under Section 2.01 of this Ordinance, and such
pledge, therefore, is valid, effective, and perfected. If Texas law
is amended at any time while the Bonds are outstanding and unpaid
such that the pledge of the taxes granted by the City under Section
2.01 of this Ordinance is to be subject to the filing requirements
of Chapter 9, Business and Commerce Code, then in order to preserve
to the registered owners of the Bonds of the Bonds the perfection
of the security interest in said pledge, the City agrees to take such
measures as it determines are reasonable and necessary under Texas
law to comply with the applicable provisions of Chapter 9, Business
and Commerce Code and enable a filing to perfect the security interest
in said pledge to occur.
ARTICLE III
AUTHORIZATION; GENERAL
TERMS
AND PROVISIONS REGARDING THE BONDS
Section
3.01. Authorization.
The City's general obligation
bonds, to be designated "City of Bastrop, Texas, General Obligation
Bonds, Series 2002," are hereby authorized to be issued and delivered
in accordance with the Constitution and laws of the State of Texas
in the aggregate principal amount of $2,495,000 for the purpose constructing
and improving streets in said city, providing drainage facilities
in connection therewith, and purchasing land and interests in land
and properties necessary therefor, pursuant to said election and the
laws of the State of Texas, including particularly Tex. Gov't Code
Ann. § 1331.001.
Section
3.02. Date, Denomination, Maturities, Numbers and Interest.
(a) The Bonds shall have
the Original Issue Date of August 15, 2002, shal I be in fully registered
form, without coupons, in the denomination of $5,000 or any integral
multiple thereof, and shall be numbered separately from one upward,
excepting the initial Bond, which shall be numbered T-1, as hereinafter
provided, or such other designation acceptable to the City and the
Paying Agent/Registrar.
(b) The Bonds shall mature
on August 1 in the years and in the principal amounts and interest
rates set forth below, interest on each Bond accruing on the basis
of a 360-day year of twelve 30-day months from the Original Issue
Date or the most recent Interest Payment Date to which interest has
been paid or provided for at the per annum rates of interest, payable
semiannually on February 1 and August 1 of each year until the principal
amount shall have been paid or provision for such payment shall have
been made, commencing February 1, 2003, as follows:
| Year |
Principal
Amount |
Interest
Rate |
Year |
Principal
Amount |
Interest
Rate |
| 2005 |
$90,000 |
4.750% |
2014 |
$135,000 |
4.000% |
| 2006 |
95,000 |
4.750% |
2015 |
145,000 |
4.150% |
| 2007 |
95,000 |
4.750% |
2016 |
150,000 |
4.250% |
| 2008 |
100,000 |
4.750% |
2017 |
160,000 |
4.375% |
| 2009 |
110,000 |
4.750% |
2018 |
165,000 |
4.450% |
| 2010 |
115,000 |
4.100% |
2019 |
175,000 |
4.550% |
| 2011 |
120,000 |
3.750%
|
2020 |
185,000 |
4.600% |
| 2012 |
125,000 |
3.800% |
2022 |
400,000 |
4.750% |
| 2013 |
130,000 |
3.900%
|
|
|
|
Section
3.03. Medium, Method and Place of Payment.
(a) The principal of, premium,
if any, and interest on the Bonds shall be paid in lawful money of
the United States of America as provided in this Section.
(b) Interest on the Bonds
shall be payable to the Owners whose names appear in the Register
at the close of business on the Record Date; provided, however, that
in the event of nonpayment of interest on a scheduled Interest Payment
Date, and for 30 days thereafter, a new record date for such interest
payment (a "Special Record Date") will be established by
the Paying Agent/Registrar if and when funds for the payment of such
interest have been received from the City. Notice of the Special Record
Date and of the scheduled payment date of the past due interest (the
"Special Payment Date", which shall be at least 15 days
after the Special Record Date) shall be sent at least five business
days prior to the Special Record Date by United States mail, first
class postage prepaid, to the address of each Owner of a Bond appearing
on the books of the Paying Agent/Registrar at the close of business
on the last business day next preceding the date of mailing of such
notice.
(c) Interest on the Bonds
shall be paid by check (dated as of the Interest Payment Date) and
sent by the Paying Agent/Registrar to the person entitled to such
payment by United States mail, first class postage prepaid, to the
address of such person as it appears in the Register or by such other
customary banking arrangements acceptable to the Paying Agent/Registrar
and the person to whom interest is to be paid; provided, however,
that such person shall bear all risk and expenses of such other customary
banking arrangements.
(d) The principal of each
Bond shall be paid to the person in whose name such Bond is registered
on the due date thereof (whether at the maturity date or the date
of prior redemption thereof) upon presentation and surrender of such
Bond at the Designated Payment/Transfer Office.
(e) If a date for the payment
of the principal of or interest on the Bonds is a Saturday, Sunday,
legal holiday, or a day on which banking institutions in the city
in which the Designated Payment/Transfer Office 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 a Saturday, Sunday,
legal holiday, or day on which such banking institutions are required
or authorized to close; and payment on such date shall have the same
force and effect as if made on the original date payment was due.
(f) Subject to Title 6,
Texas Property Code, as amended, Unclaimed Payments remaining unclaimed
for three years after the applicable payment or redemption date shall
be paid by the Paying Agent/Registrar to the City, to be used for
any lawful purpose. Thereafter, neither the City, the Paying Agent/Registrar,
nor any other person shall be liable or responsible to any Owners
of such Bonds for any further payment of such unclaimed moneys or
on account of any such Bonds, subject to any applicable escheat, abandoned
property, or similar law.
Section
3.04. Execution and Initial Registration.
(a) The Bonds shall be
executed on behalf of the City by the Mayor and City Secretary of
the City, by their manual or facsimile signatures, and the official
seal of the City shall be impressed or placed in facsimile thereon.
Such facsimile signatures on the Bonds shall have the same effect
as if each of the Bonds had been signed manually and in person by
each of said officers, and such facsimile seal on the Bonds shall
have the same effect as if the official seal of the City had been
manually impressed upon each of the Bonds.
(b) In the event that any
officer of the City whose manual or facsimile signature appears on
the Bonds ceases to be such officer before the authentication of such
Bonds or before the delivery thereof, such manual or facsimile signature
nevertheless shall be valid and sufficient for all purposes as if
such officer had remained in such office.
(c) Except as provided
below, no Bond shall be valid or obligatory for any purpose or be
entitled to any security or benefit of this Ordinance unless and until
there appears thereon the Certificate of Paying Agent/Registrar substantially
in the form provided in this Ordinance, duly authenticated by manual
execution by an officer or duly authorized representative of the Paying
Agent/ Registrar. It shall not be required that the same authorized
representative of the Paying Agent/Registrar sign the Certificate
of Paying Agent/Registrar on all of the Bonds. In lieu of the executed
Certificate of Paying Agent/Registrar described above, the Initial
Bond delivered on the Closing Date shall have attached thereto the
Comptroller's Registration Certificate substantially in the form provided
in this Ordinance, manually executed by the Comptroller of Public
Accounts of the State of Texas or by his duly authorized agent, which
certificate shall
be evidence that the Initial Bond has been duly approved by the Attorney
General of the State of Texas and that it is a valid and binding obligation
of the City, and has been registered by the Comptroller of Public
Accounts of the State of Texas.
(d) On the Closing Date,
one Initial Bond representing the entire principal amount of the Bonds,
payable in stated installments to the Purchaser or its designee, executed
by manual or facsimile signature of the Mayor and City Secretary of
the City, approved by the Attorney General of Texas, and registered
and manually signed by the Comptroller of Public Accounts of the State
of Texas, will be delivered to the Purchaser or its designee. Upon
payment for the Initial Bond, the Paying Agent/Registrar shall cancel
the Initial Bond and deliver to DTC on behalf of the Purchaser one
registered definitive Bond for each year of maturity of the Bonds
in the aggregate principal amount of all Bonds for such maturity,
registered in the name of Cede & Co., as nominee for DTC. To the
extent that the Paying Agent/Registrar is eligible to participate
in DTC's FAST System, pursuant to an agreement between the Paying
Agent/Registrar and DTC, the Paying Agent/Registrar shall hold the
definitive Bonds in safekeeping for DTC.
Section
3.05. Ownership.
(a) The City, the Paying Agent/Registrar and any other person may
treat the person in whose name any Bond is registered as the absolute
owner of such Bond for the purpose of making and receiving payment
of the principal thereof and premium, if any, thereon, for the further
purpose of making and receiving payment of the interest thereon (subject
to the provisions herein that interest is to be paid to the person
in whose name the Bond is registered on the Record Date or Special
Record Date, as applicable), and for all other purposes, whether or
not such Bond is overdue, and neither the City nor the Paying Agent/Registrar
shall be bound by any notice or knowledge to the contrary.
(b) All payments made to
the person deemed to be the Owner of any Bond in accordance with this
Section shall be valid and effectual and shall discharge the liability
of the City and the Paying Agent/Registrar upon such Bond to the extent
of the sums paid.
Section
3.06. Registration, Transfer and Exchange.
(a) So long as any Bonds
remain outstanding, the City shall cause the Paying Agent/Registrar
to keep at the Designated Payment/Transfer Office a register (the
"Register") in which, subject to such reasonable regulations
as it may prescribe, the Paying Agent/Registrar shall provide for
the registration and transfer of Bonds in accordance with this Ordinance.
(b) Registration of any
Bond may be transferred in the Register only upon the presentation
and surrender thereof at the Designated Payment/Transfer Office 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, evidencing assignment
of the Bonds, or any portion thereof in any integral multiple of $5,000,
to the assignee or assignees thereof, and the right of such assignee
or assignees thereof to have the Bond or any portion thereof registered
in the name of such assignee or assignees. No transfer of any Bond
shall be effective until entered in the Register. Upon assignment
and transfer of any Bond or portion thereof, a new Bond or Bonds will
be issued by the Paying Agent/Registrar in conversion and exchange
for such transferred and assigned Bond. To the extent possible the
Paying Agent/Registrar will issue such new Bond or Bonds in not more
than three business days after receipt of the Bond to be transferred
in proper form and with proper instructions directing such transfer.
(c) Any Bond maybe converted and exchanged only upon the presentation
and surrender thereof at the Designated Payment/Transfer Office, together
with a written request therefor duly executed by the registered owner
or assignee or assignees thereof, or its or their duly authorized
attorneys or representatives, with guarantees of signatures satisfactory
to the Paying Agent/Registrar, for a Bond or Bonds of the same maturity
and interest rate and in any authorized denomination and in an aggregate
principal amount equal to the unpaid principal amount of the Bond
presented for exchange. If a portion of any Bond is 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 an aggregate
principal amount equal to the unredeemed portion thereof, will be
issued to the registered owner upon surrender thereof for cancellation.
To the extent possible, a new Bond or Bonds shall be delivered by
the Paying Agent/Registrar to the Owner of the Bond or Bonds in not
more than three business days after receipt of the Bond to be exchanged
in proper form and with proper instructions directing such exchange.
(d) Each Bond issued in
exchange for any Bond or portion thereof assigned, transferred or
converted 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 the Bonds as provided herein, and each substitute Bond delivered
in accordance with this Section shall constitute an original contractual
obligation of the City and shall be entitled to the benefits and security
of this Ordinance to the same extent as the Bond or Bonds in lieu
of which such substitute Bond is delivered.
(e) The City will pay the
Paying Agent/Registrar's reasonable and customary charge for the initial
registration or any subsequent transfer, exchange or conversion of
Bonds, but the Paying Agent/Registrar will require the Owner to pay
a sum sufficient to cover any tax or other governmental charge that
is authorized to be imposed in connection with the registration, transfer,
exchange or conversion of a Bond. In addition, the City hereby covenants
with the Owners of the Bonds that it will (1) pay the reasonable and
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,
registration, conversion and exchange of Bonds as provided herein.
(f) Neither the City nor
the Paying Agent/Registrar shall be required to transfer or exchange
any Bond called for redemption, in whole or in part, within 45 days
of the date fixed for redemption; provided, however, such limitation
shall not be applicable to an exchange by the Owner of the uncalled
balance of a Bond.
Section
3.07. Cancellation and Authentication.
(a) All Bonds paid or redeemed
before scheduled maturity in accordance with this Ordinance, and all
Bonds in lieu of which exchange Bonds or replacement Bonds are authenticated
and delivered in accordance with this Ordinance, shall be canceled
and destroyed upon the making of proper records regarding such payment,
redemption, exchange or replacement. The Paying Agent/Registrar shall
periodically furnish the City with certificates of destruction of
such Bonds.
(b) Each substitute Bond
issued pursuant to the provisions of Sections 3.06 and 3.09 of this
Ordinance, in conversion of and exchange for or replacement of any
Bond or Bonds issued under this Ordinance, shall have printed thereon
a Paying Agent/Registrar's Authentication Certificate, in the form
hereinafter set forth. An authorized representative of the Paying
Agent/Registrar shall, before the delivery of any such Bond, manually
sign and date such Authentication Certificate, and no such Bond shall
be deemed to be issued or outstanding unless such Authentication Certificate
is so executed. No additional ordinances, orders, or resolutions need
be passed or adopted by the City Councilor 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. Pursuant to Title 9, Tex. Gov't
Code Ann., as amended, and particularly Chapter 1201, Subchapter D
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
Bond, the converted and exchanged or replaced Bonds shall be valid,
incontestable, and enforceable in the same manner and with the same
effect as the Initial Bond which was originally delivered pursuant
to this Ordinance, approved by the Attorney General, and registered
by the Comptroller of Public Accounts.
(c) 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 transferred and assigned,
(iii) may be converted and exchanged for other Bonds, (iv) shall have
the characteristics, (v) shall be signed and sealed, and (vi) shall
be payable as to principal of and interest, all as provided, and in
the manner required or indicated, in the Form of Bonds set forth in
this Ordinance.
Section
3.08. Replacement Bonds.
(a) Upon the presentation
and surrender to the Paying Agent/Registrar, at the Designated Payment/Transfer
Office, of a mutilated Bond, the Paying Agent/Registrar shall authenticate
and deliver in exchange therefor a replacement Bond of like tenor
and principal amount, bearing a number not contemporaneously outstanding.
The City or the Paying Agent/ Registrar may require the Owner of such
Bond to pay a sum sufficient to cover any tax or other governmental
charge that is authorized to be imposed in connection therewith and
any other expenses connected therewith.
(b) In the event that any
Bond is lost, apparently destroyed or wrongfully taken, the Paying
Agent/Registrar, pursuant to the applicable laws of the State of Texas
and in the absence of notice or knowledge that such Bond has been
acquired by a bona fide purchaser, shall authenticate and deliver
a replacement Bond of like tenor and principal amount, bearing a number
not contemporaneously outstanding, provided that the Owner first:
(i) furnishes
to the Paying Agent/Registrar satisfactory evidence ofhisorherownership
of and the circumstances of the loss, destruction or theft of such
Bond; hereinafter set forth. An authorized representative of the Paying
Agent/Registrar shall, before the delivery of any such Bond, manually
sign and date such Authentication Certificate, and no such Bond shall
be deemed to be issued or outstanding unless such Authentication Certificate
is so executed. No additional ordinances, orders, or resolutions need
be passed or adopted by the City Councilor 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. Pursuant to Title 9, Tex. Gov't
Code Ann., as amended, and particularly Chapter 1201, Subchapter D
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
Bond, the converted and exchanged or replaced Bonds shall be valid,
incontestable, and enforceable in the same manner and with the same
effect as the Initial Bond which was originally delivered pursuant
to this Ordinance, approved by the Attorney General, and registered
by the Comptroller of Public Accounts.
(c) 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 transferred and assigned,
(iii) may be converted and exchanged for other Bonds, (iv) shall have
the characteristics, (v) shall be signed and sealed, and (vi) shall
be payable as to principal of and interest, all as provided, and in
the manner required or indicated, in the Form of Bonds set forth in
this Ordinance.
Section
3.08. Replacement Bonds.
(a) Upon the presentation
and surrender to the Paying Agent/Registrar, at the Designated Payment/Transfer
Office, of a mutilated Bond, the Paying Agent/Registrar shall authenticate
and deliver in exchange therefor a replacement Bond of like tenor
and principal amount, bearing a number not contemporaneously outstanding.
The City or the Paying Agent/ Registrar may require the Owner of such
Bond to pay a sum sufficient to cover any tax or other governmental
charge that is authorized to be imposed in connection therewith and
any other expenses connected therewith.
(b) In the event that any
Bond is lost, apparently destroyed or wrongfully taken, the Paying
Agent/Registrar, pursuant to the applicable laws of the State of Texas
and in the absence of notice or knowledge that such Bond has been
acquired by a bona fide purchaser, shall authenticate and deliver
a replacement Bond of like tenor and principal amount, bearing a number
not contemporaneously outstanding, provided that the Owner first:
(i) furnishes
to the Paying Agent/Registrar satisfactory evidence ofhisorherownership
of and the circumstances of the loss, destruction or theft of such
Bond;
(ii) furnishes
such security or indemnity as may be required by the Paying Agent/Registrar
and the City to save them harmless;
(iii) pays
all expenses and charges in connection therewith, including, but not
limited to, printing costs, legal fees, fees of the Paying Agent/Registrar
and any tax or other governmental charge that is authorized to be
imposed; and
(iv) satisfies
any other reasonable requirements imposed by the City and the Paying
Agent/Registrar.
(c) If, after the delivery
of such replacement Bond, a bona fide purchaser of the original Bond
in lieu of which such replacement Bond was issued presents for payment
such original Bond, the City and the Paying Agent/Registrar shall
be entitled to recover such replacement Bond from the person to whom
it was delivered or any person taking therefrom, except a bona fide
purchaser, and shall be entitled to recover upon the security or indemnity
provided therefor to the extent of any loss, damage, cost or expense
incurred by the City or the Paying Agent/Registrar in connection therewith.
(d) In the event that any
such mutilated, lost, apparently destroyed or wrongfully taken Bond
has become or is about to become due and payable, the Paying Agent/Registrar,
in its discretion, instead of issuing a replacement Bond, may pay
such Bond if it has become due and payable or may pay such Bond when
it becomes due and payable.
(e) Each replacement Bond
delivered in accordance with this Section shall constitute an original
contractual obligation of the City and shall be entitled to the benefits
and security of this Ordinance to the same extent as the Bond or Bonds
in lieu of which such replacement Bond is delivered.
Section
3.09. Book-Entry Only System.
(a) The definitive Bonds
shall be initially issued in the form of a separate single fully registered
Bond for each of the maturities thereof. Upon initial issuance, the
ownership of each such Bond shall be registered in the name of Cede
& Co., as nominee of DTC, and except as provided in Section 3.11
hereof, all of the outstanding Bonds shall be registered in the name
of Cede & Co., as nominee of DTC.
(b) With respect to Bonds
registered in the name of Cede & Co., as nominee of DTC, the City
and the Paying Agent/Registrar shall have no responsibility or obligation
to any DTC Participant or to any person on behalf of whom such a DTC
Participant holds an interest in the Bonds, except as provided in
this Ordinance. Without limiting the immediately preceding sentence,
the City and the Paying Agent/Registrar shall have no responsibility
or obligation with respect to (1) the accuracy of the records of DTC,
Cede & Co. or any DTC Participant with respect to any ownership
interest in the Bonds, (ii) the delivery to any DTC Participant or
any other person, other than an Owner, as shown on the Register, of
any notice with respect to the Bonds, including any notice of redemption,
or (iii) the payment to any DTC Participant or any other person, other
than an Owner, as shown in the Register of any amount with respect
to principal of, premium, if any, or interest on the Bonds. Notwithstanding
any other provision of this Ordinance to the contrary, the City and
the Paying Agent/Registrar shall be entitled to treat and consider
the person in whose name each Bond is registered in the Register as
the absolute Owner of such Bond for the purpose of payment of principal
of, premium, if any, and interest on the Bonds, for the purpose of
giving notices of redemption and other matters with respect to such
Bond, for the purpose of registering transfer with respect to such
Bond, and for all other purposes whatsoever. The Paying Agent/Registrar
shall pay all principal of, premium, if any, and interest on the Bonds
only to or upon the order of the respective Owners, as shown in the
Register as provided in this Ordinance, or their respective attorneys
duly authorized in writing, and all such payments shall be valid and
effective to fully satisfy and discharge the City's obligations with
respect to payment of, premium, if any, and interest on the Bonds
to the extent of the sum or sums so paid. No person other than an
Owner, as shown in the register, shall receive a Bond evidencing the
obligation of the City to make payments of amounts due pursuant to
this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar
of written notice to the effect that DTC has determined to substitute
a new nominee in place of Cede & Co., and subject to the provisions
in this Ordinance with respect to interest checks or drafts being
mailed to the registered Owner at the close of business on the Record
Date, the word "Cede & Co." in this Ordinance shall
refer to such new nominee of DTC.
(c) The execution and delivery
of the Representation Letter is hereby ratified and confirmed; and
the provisions thereof shall be fully applicable to the Bonds.
Section
3.10. Successor Securities Depository, Transfer Outside Book-Entry
Only System.
In the event that the City
or the Paying Agent/Registrar determines that DTC is incapable of
discharging its responsibilities described herein and in the Representation
Letter, and that it is in the best interest of the beneficial owners
of the Bonds that they be able to obtain certificated Bonds, or in
the event DTC discontinues the services described herein, the City
or the Paying Agent/Registrar shall (i) appoint a successor securities
depository, qualified to act as such under Section 17(a) of the Securities
and Exchange Act of 1934, as amended, notify DTC and DTC Participants,
as identified by DTC, of the appointment of such successor securities
depository and transfer one or more separate Bonds to such successor
securities depository or (ii) notify DTC and DTC Participants, as
identified by DTC, of the availability through DTC of Bonds and transfer
one or more separate Bonds to DTC Participants having Bonds credited
to their DTC accounts, as identified by DTC. In such event, the Bonds
shall no longer be restricted to being registered in the Register
in the name of Cede & Co., as nominee of DTC, but may be registered
in the name of the successor securities depository, or its nominee,
or in whatever name or names Owners transferring or exchanging Bonds
shall designate, in accordance with the provisions of this Ordinance.
Section
3.11. Payments to Cede & Co.
Notwithstanding any other
provision of this Ordinance to the contrary, so long as any Bonds
are registered in the name of Cede & Co., as nominee of DTC, all
payments with respect to principal of, premium, if any, and interest
on such Bonds, and all notices with respect to such Bonds, shall be
made and given, respectively, in the manner provided in the Representation
Letter.
ARTICLE IV
REDEMPTION OF BONDS
BEFORE MATURITY
Section
4.01. Limitation on Redemption.
The Bonds shall be subject
to redemption before scheduled maturity only as provided in this Article
IV.
Section
4.02. Redemption of Bonds Prior to Maturity.
(a) Optional Redemption.
(i) The
City reserves the option to redeem the Bonds maturing on and after
August 1, 2013, in whole or in part, before their scheduled maturity
date, on August I, 2012, or on any date thereafter (such redemption
date or dates to be fixed by the City) at a price equal to the principal
amount of the Bonds called for redemption plus accrued interest from
the most recent interest payment date on which interest has been paid
or duly provided for to the redemption date.
(ii) The
City, at least forty-five (45) days before the redemption date (unless
a shorter period shall be satisfactory to the Paying Agent/Registrar),
shall notify the Paying Agent/Registrar of such redemption date and
of the principal amount of Bonds to be redeemed.
(b) Mandatory Sinking Fund
Redemption.
(i) The
Bonds scheduled to mature on August 1, 2022 (the "Term Bonds")
are subject to scheduled mandatory redemption by the Paying Agent/Registrar
(or DTC or a successor securities depository, as applicable, if the
Bonds are in Book-Entry form) by lot, or by any other customary method
that results in a random selection, at a price equal to the principal
amount thereof, plus accrued interest to the redemption date, out
of moneys available for such purpose in the Interest and Sinking Fund,
on the dates and in the respective principal amounts, set forth in
the following schedule:
| Term
Bond Maturity:August 1, 2022 |
| Mandatory
Redemption Date |
Principal
Amount |
| August
1, 2021 |
$195,000 |
| August
1, 2022 (maturity) |
$205,000 |
(ii) The principal amount of Term Bonds of a stated maturity required
to be redeemed on any mandatory redemption date pursuant to the operation
of the mandatory sinking fund redemption provisions hereof shall be
reduced, at the option of the City, by the principal amount of any
Term Bonds of the same maturity which, at least 50 days prior to a
mandatory redemption date (I) shall have been acquired by the City
and delivered to the Paying Agent/Registrar for cancellation, (2)
shall have been purchased and canceled by the Paying Agent/Registrar
at the request of the City, or (3) shall have been redeemed pursuant
to the optional redemption provisions and not theretofore credited
against a mandatory sinking fund redemption requirement.
(iii) The
City reserves the right to purchase Term Bonds, in lieu of redemption,
at a price not exceeding the principal amount thereof, plus accrued
interest, with moneys on deposit in the Interest and Sinking Fund
which are available for mandatory redemption of the Term Bonds, and
the principal amount of Term Bonds so purchased and delivered to the
Paying Agent/Registrar at least 50 days prior to a mandatory redemption
date shall be credited against the amount required to be called for
redemption in that year.
(iv) At
least thirty (30) days prior to each scheduled Mandatory Redemption
Date, the Paying Agent/Registrar shall select for redemption a principal
amount of Term Bonds then to be subject to mandatory redemption equal
to the aggregate Principal Amount of such Term Bonds to be redeemed,
shall call such Bonds for redemption on such scheduled Mandatory Redemption
Date, and shall give notice of redemption, as provided in Section
4.04.
Section
4.03. Partial Redemption.
(a) If less than all of
the Bonds are to be redeemed, the City shall determine the amounts
thereof to be redeemed and shall direct the Paying Agent/Registrar
(or DTC while the Bonds are in Book-Entry-Only form) to call by lot
Bonds, or portions thereof within such maturity and in such principal
amounts, for redemption.
(b) A portion of a single
Bond ofa denomination greater than $5,000 may be redeemed, but only
in a principal amount equal to $5,000 or any integral multiple thereof.
The Paying Agent/Registrar shall treat each $5,000 portion of the
Bond as though it were a single Bond for purposes of selection for
redemption.
(c) Upon surrender of any
Bond for redemption in part, the Paying Agent/Registrar, in accordance
with Section 3.06 of this Ordinance, shall authenticate and deliver
an exchange Bond or Bonds in an aggregate principal amount equal to
the unredeemed portion of the Bond so surrendered.
(d) The Paying Agent/Registrar
shall promptly notify the City in writing of the principal amount
to be redeemed of any Bond as to which only a portion thereof is to
be redeemed.
Section
4.04. Notice of Redemption to Owners.
(a) The Paying Agent/Registrar
shall give notice of any redemption of Bonds by sending notice by
United States mail, first class postage prepaid, not less than 30
days before the date fixed for redemption, to the Owner of each Bond
(or part thereof) to be redeemed, at the address shown on the Register.
(b) The notice shall state
the redemption date, the redemption price, the place at which the
Bonds are to be surrendered for payment, and, if less than all the
Bonds outstanding are to be redeemed, an identification of the Bonds
or portions thereof to be redeemed.
(c) Any notice given as
provided in this Section shall be conclusively presumed to have been
duly given, whether or not the Owner receives such notice.
Section
4.05. Payment Upon Redemption.
(a) Before or on each redemption
date, the Paying Agent/Registrar shall make provision for the payment
of the Bonds to be redeemed on such date by setting aside and holding
in trust an amount from the Interest and Sinking Fund or otherwise
received by the Paying Agent/Registrar from the City sufficient to
pay the principal of, premium, if any, and accrued interest on such
Bonds.
(b) Upon presentation and
surrender of any Bond called for redemption at the Designated Payment/Transfer
Office on or after the date fixed for redemption, the Paying Agent/Registrar
shall pay the principal of, premium, if any, and accrued interest
on such Bond to the date of redemption from the money set aside for
such purpose.
Section
4.06. Effect of Redemption.
(a) Notice of redemption
having been given as provided in Section 4.04 of this Ordinance, the
Bonds or portions thereof called for redemption shall become due and
payable on the date fixed for redemption and, unless the City defaults
in the payment of the principal thereof, premium, if any, or accrued
interest thereon, such Bonds or portions thereof shall cease to bear
interest from and after the date fixed for redemption, whether or
not such Bonds are presented and surrendered for payment on such date.
(b) If any Bond or portion
thereof called for redemption is not so paid upon presentation and
surrender of such Bond for redemption, such Bond or portion thereof
shall continue to bear interest at the rate stated on the Bond until
paid or until due provision is made for the payment of same.
ARTICLE V
PAYING AGENT/REGISTRAR
Section
5.01. Appointment of Initial Paying Agent/Registrar.
(a) The City hereby appoints
JPMorgan Chase Bank, as its registrar and transfer agent to keep such
books or records and make such transfers and registrations under such
reasonable regulations as the City and the Paying Agent/Registrar
may prescribe; and the Paying Agent/Registrar shall make such transfer
and registrations as herein provided. It shall be the duty of the
Paying Agent/Registrar to obtain from the Owners and record in the
Register the address of such Owner of each Bond to which payments
with respect to the Bonds shall be mailed, as provided herein. The
City or its designee shall have the right to inspect the Register
during regular business hours of the Paying Agent/Registrar, but otherwise
the Paying Agent/Registrar shall keep the Registration Books confidential
and, unless otherwise required by law, shall not permit their inspection
by any other entity.
(b) The City hereby further
appoints the Paying Agent/Registrar to act as the paying agent for
paying the principal of and interest on the Bonds. The Paying Agent/Registrar
shall keep proper records of all payments made by the City and the
Paying Agent/Registrar with respect to the Bonds, and of all conversions,
exchanges and replacements of such Bonds, as provided in this Ordinance.
(c) The execution and delivery
of a Paying Agent/Registrar Agreement, specifying the duties and responsibilities
of the City and the Paying Agent/Registrar, is hereby approved with
such changes as may be approved by the Mayor of the City, and the
Mayor and City Secretary of the City are hereby authorized to execute
such agreement.
Section
5.02. Qualifications.
Each Paying Agent/Registrar
shall be (i) a commercial bank, trust company, or other entity duly
qualified and legally authorized under applicable law, (ii) authorized
under such laws to exercise trust powers, (iii) subject to supervision
or examination by a federal or state governmental authority, and (iv)
a single entity.
Section
5.03. Maintaining Paying Agent/Registrar.
(a) At all times while
any Bonds are outstanding, the City will maintain a Paying Agent/Registrar
that is qualified under Section 5.02 of this Ordinance.
(b) If the Paying Agent/Registrar
resigns or otherwise ceases to serve as such, the City will promptly
appoint a replacement.
Section
5.04. Termination.
The City reserves the right
to terminate the appointment of any Paying Agent/Registrar by delivering
to the entity whose appointment is to be terminated a certified copy
of a resolution of the City (i) giving notice of the termination of
the appointment and of the Paying Agent/Registrar Agreement, stating
the effective date of such termination, and (ii) appointing a successor
Paying Agent/Registrar; provided that no such termination shall be
effective until a successor Paying Agent/Registrar has accepted the
duties of Paying Agent/Registrar for the Bonds.
Section
5.05. Notice of Change to Owners.
Promptly upon each change
in the entity serving as Paying Agent/Registrar, the City will cause
notice of the change to be sent to each Owner by United States mail,
first class postage prepaid, at the address in the Register, stating
the effective date of the change and the name of the replacement Paying
Agent/Registrar and the mailing address of its Designated Payment/Transfer
Office.
Section
5.06. Agreement to Perform Duties and Functions.
By accepting the appointment
as Paying Agent/Registrar, the Paying Agent/Registrar is deemed to
have agreed to the provisions of this Ordinance and that it will perform
the duties and functions of Paying Agent/Registrar prescribed hereby.
Section
5.07. Delivery of Records to Successor.
If a Paying Agent/Registrar
is replaced, such Paying Agent/Registrar, promptly upon the appointment
of the successor, will deliver the Register (or a copy thereof) and
all other pertinent books and records relating to the Bonds to the
successor Paying Agent/Registrar.
ARTICLE VI
FORM OF THE BONDS
Section
6.01. Form Generally.
(a) The Bonds, including the Registration Bond of the Comptroller
of Public Accounts of the State of Texas, the Bond of the Paying Agent/Registrar,
and the Assignment form to appear on each of the Bonds, (i) shall
be substantially in the form set forth in this Article, with such
appropriate insertions, omissions, substitutions, and other variations
as are permitted or required by this Ordinance, and (ii) may have
such letters, numbers, or other marks of identification (including
identifying numbers and letters of the Committee on Uniform Securities
Identification Procedures of the American Bankers Association) and
such legends and endorsements (including any reproduction of an opinion
of counsel) thereon as, consistently herewith, may be determined by
the City or by the officers executing such Bonds, as evidenced by
their execution thereof.
(b) Any portion of the
text of any Bonds may be set forth on the reverse side thereof, with
an appropriate reference thereto on the face of the Bonds.
(c) The Bonds shall be
printed, lithographed, or engraved, and may be produced by any combination
of these methods or produced in any other manner, all as determined
by the officers executing such Bonds, as evidenced by their execution
thereof, except that the Initial Bond submitted to the Attorney General
of Texas, the definitive Bonds delivered to DTC and any temporary
Bonds may be typewritten or photocopied or otherwise produced.
Section
6.02. Form of Bonds.
The form of Bonds, including
the form of the Registration Bond of the Comptroller of Public Accounts
of the State of Texas, the form of Bond of the Paying Agent/Registrar
and the form of Assignment appearing on the Bonds, shall be substantially
as follows:
(a) [Form of Bond]
| REGISTERED
|
|
REGISTERED
|
| No._______________ |
|
$______________________ |
| |
United
States of America
State of Texas |
|
| |
CITY
OF BASTROP, TEXAS GENERAL OBLIGATION BOND SERIES 2002 |
|
| Interest Rate |
Maturity Date |
Original Issue
Date |
CUSIP Number |
| |
|
August 15, 2002 |
|
The City of Bastrop (the
"City") in the County of Bastrop, State of Texas, for value
received, hereby promises to pay to
_________________________________________________________________
or registered assigns, on the Maturity Date specified above, the sum
of
_________________________________________________________DOLLARS
and to pay interest on
the unpaid principal amount hereof from the later of the Original
Issue Date specified above or the most recent interest payment date
to which interest has been paid or provided for until such principal
amount shall have been paid or provided for, at the per annum rate
of interest specified above, computed on the basis of a 360-day year
of twelve 30-day months, such interest to be paid semiannually on
February 1 and August 1 of each year, commencing February 1, 2003.
The principal of this Bond
shall be payable without exchange or collection charges in lawful
money of the United States of America upon presentation and surrender
of this Bond at the corporate trust office in Dallas, Texas (the "Designated
Payment/Transfer Office"), of the Paying Agent/Registrar executing
the registration certificate appearing hereon, or, with respect to
a successor Paying Agent/Registrar, at the Designated Payment/Transfer
Office of such successor. Interest on this Bond is payable by check
dated as of the interest payment date, mailed by the Paying Agent/Registrar
to the registered owner at the address shown on the registration books
kept by the Paying Agent/Registrar or by such other customary banking
arrangements acceptable to the Paying Agent/Registrar, requested by,
and at the risk and expense of, the person to whom interest is to
be paid. For the purpose of the payment of interest on this Bond,
the registered owner shall be the person in whose name this Bond is
registered at the close of business on the "Record Date,"
which shall be the 15th day of the month next preceding such interest
payment date; provided, however, that in the event of nonpayment of
interest on a scheduled interest payment date, and for 30 days thereafter,
a new record date for such interest payment (a "Special Record
Date") will be established by the Paying Agent/Registrar, if
and when funds for the payment of such interest have been received
from the City. Notice of the Special Record Date and of the scheduled
payment date of the past due interest (the "Special Payment Date",
which shall be 15 days after the Special Record Date) shall be sent
at least five business days prior to the Special Record Date by United
States mail, first class postage prepaid, to the address of each registered
owner of a Bond appearing on the books of the Paying Agent/Registrar
at the close of business on the last business day preceding the date
of mailing such notice.
If a date for the payment
of the principal of or interest on the Bonds is a Saturday, Sunday,
legal holiday, or a day on which banking institutions in the city
in which the Designated Payment/Transfer Office 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 a Saturday, Sunday,
legal holiday, or day on which such 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 a series
of fully registered bonds specified in the title hereof issued in
the aggregate principal amount of $2,495,000 (herein referred to as
the "Bonds"), issued pursuant to a certain Ordinance of
the City Council of the City (the "Ordinance"), for the
purpose of constructing and improving streets in said city, providing
drainage facilities in connection therewith, and purchasing land and
interests in land and properties necessary therefor.
The Bonds and the interest
thereon are payable from the levy of a direct and continuing ad valorem
tax, within the limits prescribed by law, against all taxable property
in the City.
The City has reserved the
option to redeem the Bonds maturing on and after August 1, 2013, before
their respective scheduled maturity in whole or in part in integral
multiples of $5,000 on August 1, 2012, or on any date thereafter,
at a price equal to the principal amount of the Bonds so called for
redemption plus accrued interest to the redemption date. If less than
all of the Bonds are to be redeemed, the City shall determine the
amounts thereof to be redeemed and shall direct the Paying Agent/Registrar
to call by lot Bonds, or portions thereof within such maturity or
maturities and in such amounts, for redemption.
The Bonds scheduled to
mature on August 1, 2022 ( the "Term Bonds") are subject
to scheduled mandatory redemption by the Paying Agent/Registrar by
lot, or by any other customary method that results in a random selection,
at a price equal to the principal amount thereof, plus accrued interest
to the redemption date, out of moneys available for such purpose in
the interest and sinking fund for the Bonds, on the dates and in the
respective principal amounts, set forth in the following schedule:
| Term
Bond Maturity: August 1, 2022 |
| MandatoryRedemption
Date |
Principal Amount |
| August 1, 2021 |
$195,000 |
| August 1, 2022 (maturity) |
$205,000 |
The principal amount of
Term Bonds of a stated maturity required to be redeemed on any mandatory
redemption date pursuant to the operation of the mandatory sinking
fund redemption provisions shall be reduced, at the option of the
City, by the principal amount of any Term Bonds of the same maturity
which, at least 50 days prior to a mandatory redemption date (1) shall
have been acquired by the City and delivered to the Paying Agent/Registrar
for cancellation, (2) shall have been purchased and canceled by the
Paying Agent/Registrar at the request of the City, or (3) shall have
been redeemed pursuant to the optional redemption provisions and not
theretofore credited against a mandatory sinking fund redemption requirement.
The City reserves the right
to purchase Term Bonds, in lieu of redemption, at a price not exceeding
the principal amount thereof, plus accrued interest, with moneys on
deposit in the Interest and Sinking Fund which are available for mandatory
redemption of the Term Bonds, and the principal amount of Term Bonds
so purchased and delivered to the Paying Agent/Registrar at least
50 days prior to a mandatory redemption date shall be credited against
the amount required to be called for redemption in that year.
Notice of such redemption
or redemptions shall be sent by United States mail, first class postage
prepaid, not less than 30 days before the date fixed for redemption,
to the registered owner of each of the Bonds to be redeemed in whole
or in part. Notice having been so given, the Bonds or portions thereof
designated for redemption shall become due and payable on the redemption
date specified in such notice, and from and after such date, notwithstanding
that any of the Bonds or portions thereof so called for redemption
shall not have been surrendered for payment, interest on such Bonds
or portions thereof shall cease to accrue.
As provided in the Ordinance,
and subject to certain limitations therein set forth, this Bond is
transferable upon surrender of this Bond for transfer at the Designated
Payment/Transfer Office, with such endorsement or other evidence of
transfer as is acceptable to the Paying Agent/Registrar, and, thereupon,
one or more new fully registered Bonds of the same stated maturity,
of authorized denominations, bearing the same rate of interest, and
for the same aggregate principal amount will be issued to the designated
transferee or transferees.
Neither the City nor the
Paying Agent/Registrar shall be required to transfer or exchange any
Bond called for redemption, in whole or in part, within 45 days of
the date fixed for redemption; provided, however, such limitation
shall not be applicable to an exchange by the Owner of the uncalled
balance of a Bond.
The City, the Paying Agent/Registrar,
and any other person may treat the person in whose name this Bond
is registered as the owner hereof for the purpose of receiving payment
as herein provided (except interest shall be paid to the person in
whose name this Bond is registered on the Record Date or Special Record
Date, as applicable) and for all other purposes, whether or not this
Bond be overdue, and neither the City nor the Paying Agent/Registrar
shall be affected by notice to the contrary.
IT IS HEREBY CERTIFIED
AND RECITED that the issuance of this Bond and the series of which
it is a part is duly authorized by law; that all acts, conditions
and things required to be done precedent to and in the issuance of
the Bonds have been properly done and performed and have happened
in regular and due time, form and manner, as required by law; and
that the total indebtedness of the City, including the Bonds, does
not exceed any constitutional or statutory limitation.
IN WITNESS WHEREOF,
this Bond has been duly executed on behalf of the City, under its
official seal, in accordance with law.
_____________________________ ________________________
City Secretary, City of Bastrop, Texas Mayor,
City of Bastrop, Texas
[SEAL]
(b) [Form of Certificate
of Paying Agent/Registrar]
CERTIFICATE
OF PAYING AGENT/REGISTRAR
This is one of the Bonds
referred to in the within mentioned Ordinance. The series of Bonds
of which this Bond is a part was originally issued as one Initial
Bond which was approved by the Attorney General of the State of Texas
and registered by the Comptroller of Public Accounts of the State
of Texas.
JPMORGAN
CHASE BANK
as Paying Agent/Registrar
Dated: _______________________ By:______________________
Authorized
Signatory
(c) [Form of Assignment]
ASSIGNMENT
FOR VALUE RECEIVED, the
undersigned hereby sells, assigns and transfers unto (print or typewrite
name, address and zip code of transferee):
______________________________________________________________________________
________________(Social Security or other identifying number:____________
) the within Bond and all
rights hereunder and hereby irrevocably constitutes and appoints _______________attorney
to transfer the
within Bond on the books kept for registration hereof, with full power
of substitution in the premises.
| Dated:____________________ |
___________________________________
NOTICE: The signature on this Assignment must correspond with
the name of the registered owner as it appears on the face of
the within Bond in every particular and must be guaranteed in
a manner acceptable to the Paying Agent/Registrar.
|
Signature
Guaranteed By:
_________________________________
Authorized Signatory
(d) Initial Bond Insertions.
(i) The Initial Bond shall be in the form set forth in paragraph (a)
of this Section, except that:
A. immediately under the name of the Bond, the headings "Interest
Rate" and "Maturity Date"
shall both be completed with the words "As Shown Below"
and "CUSIP Number. ___" deleted;
B. in the
first paragraph:
the words "on the
Maturity Date specified above" shall be deleted and the following
will be inserted:
"on August 1 in the years, in the principal installments and
bearing interest at the per annum rates set forth in the following
schedule:
| Years |
Principal
Installments |
Interest
Rates |
(Information
to be inserted from Section 3.02(b) hereof.)
|
C. In the second paragraph
ofthe Initial Bond, "initial" shall be inserted before
"Paying Agent/Registrar" in the first sentence, "executing
the registration certificate appearing hereon," shall be deleted
and an additional sentence shall be added to the paragraph as follows:
"The initial Paying Agent/Registrar is JPMorgan Chase Bank.";
D. the Initial Bond shall
be numbered T-l.
(ii) The following Registration
Certificate of Comptroller of Public Accounts shall appear on the
Initial Bond in lieu of the Certificate of Paying Agent/Registrar:
REGISTRATION
CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS |
|
OFFICE
OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
THE STATE OF
TEXAS
|
REGISTER
NO. ___________________ |
| I
HEREBY CERTIFY THAT there is on file and of record in my
office a certificate to the effect that the Attorney General
of the State of Texas has approved this Bond, and that this
Bond has been registered this day by me. |
| WITNESS
MY SIGNATURE AND SEAL OF OFFICE this ___________________ |
| [SEAL]
|
__________________________________
Comptroller of Public Accounts
of the State of Texas |
Section
6.03. CUSIP Registration.
The City may secure identification
numbers through the CUSIP Service Bureau Division of Standard &
Poor's Corporation, and may authorize the printing of such numbers
on the face of the Bonds. It is expressly provided, however, that
the presence or absence of CUSIP numbers on the Bonds shall be of
no significance or effect as regards the legality thereof and neither
the City nor the attorneys approving said Bonds as to legality are
to be held responsible for CUSIP numbers incorrectly printed on
the Bonds.
Section
6.04. Legal Opinion.
The approving legal opinion
of Fisher & Newsom, P.C., Bond Counsel, may be printed on the
back of each Bond or, in the case of the definitive Bonds delivered
to DTC, attached to each definitive Bond, over the certification
of the City Secretary, which may be executed in facsimile.
Section
6.05. Municipal Bond Insurance.
If municipal bond guaranty
insurance is obtained with respect to the Bonds, the Bonds, Including
the Initial Bond, may bear an appropriate legend, as provided by
the insurer.
ARTICLE VII
SALE OF THE BONDS; CONTROL AND
DELIVERY OF THE BONDS
Section
7.01. Sale of Bonds; Official Statement.
(a) The Bonds are hereby
officially sold and awarded to Prudential Securities Incorporated,
at a price of par, plus accrued interest from the Original Issue
Date to the Closing Date. It is officially found, determined and
declared that the bid of said Purchaser is the highest bid for the
Bonds as the result of competitive bids in accordance with the Notice
of Sale and Bidding Instructions, Official Bid Form and Preliminary
Official Statement for the Bonds. The Bonds shall initially be registered
in the name of the Purchaser or its designee.
(b) The form and substance
of the Official Statement for the Bonds and any addenda, supplement
or amendment thereto (the "Official Statement") presented
to and considered at this meeting, is hereby in all respects approved
and adopted, and the Official Statement is hereby deemed final as
of its date (except for the omission of pricing and related information)
within the meaning and for the purposes of paragraph (b)(1) of Rule
15c2-12 under the Securities Exchange Act of 1934, as amended, by
the City Council. The Mayor and City Secretary of the City are hereby
authorized and directed to execute the same manually or by facsimile
signatures and deliver appropriate numbers of executed copies thereof
to the Purchaser of the Bonds. The Official Statement as thus approved,
executed and delivered, with such appropriate variations as shall
be approved by the Mayor and the Purchaser of the Bonds, may be
used by the Purchaser in the public offering and sale thereof. The
use and distribution of the Official Statement in the public offering
of the Bonds by the Purchaser is hereby ratified, approved and confirmed.
The City Secretary is hereby authorized and directed to include
and maintain a copy of the Official Statement and any addenda, supplement
or amendment thereto thus approved among the permanent records of
this meeting. The use and distribution of the Official Statement
for the Bonds and the preliminary public offering of the Bonds by
the Purchaser is hereby ratified, approved and confirmed.
(c) All officers of the
City are authorized to take such actions and to execute such documents,
certificates and receipts as they may deem necessary and appropriate
in order to consummate the delivery of the Bonds.
(d) In the event municipal bond guaranty insurance is obtained for
the Bonds pursuant to the terms of sale of the Bonds as set forth
in the winning bid, all officers of the City are authorized to do
any and all things to execute and deliver any and all documents,
certificates or other instruments necessary or required for the
issuance of a municipal bond insurance policy relating to the Bonds.
To the extent permitted by applicable law, the City will comply
with all notice and other applicable requirements of the insurer
issuing the municipal bond insurance policy in connection with the
issuance of the Bonds, as such requirements may be in the effect
and transmitted to Bond Counsel with such insurer's commitment to
issue such insurance.
Section
7.02. Control and Delivery of Bonds.
(a) The Mayor of the
City is hereby authorized to have control of the Initial Bond and
all necessary records and proceedings pertaining thereto pending
investigation, examination and approval of the Attorney General
of the State of Texas, registration by the Comptroller of Public
Accounts of the State of Texas, and registration with, and initial
exchange or transfer by, the Paying Agent/Registrar.
(b) After registration
by the Comptroller of Public Accounts of the State of Texas, delivery
of the Bonds shall be made to the Purchaser under and subject to
the general supervision and direction of the Mayor of the City,
against receipt by the City of all amounts due to the City under
the terms of sale.
ARTICLE VIII
CREATION OF FUNDS
AND ACCOUNTS; DEPOSIT OF PROCEEDS; INVESTMENTS
Section
8.01. Creation of Funds.
(a) The City hereby establishes
the following special funds or accounts:
(i) the
City of Bastrop, Texas, General Obligation Bonds, Series 2002, Interest
and Sinking Fund (the "Interest and Sinking Fund"); and
(ii) the
City of Bastrop, Texas, General Obligation Bonds, Series 2002, Construction
Fund (the "Construction Fund").
(b) The Interest and
Sinking Fund and the Construction Fund shall be maintained at an
official depository of the City.
Section
8.02. Interest and Sinking Fund.
(a) The taxes levied
under Article II shall be deposited to the credit of the Interest
and Sinking Fund at such times and in such amounts as necessary
for the timely payment of the principal of and interest on the Bonds.
(b) Money on deposit
in the Interest and Sinking Fund shal I be used to pay the principal
of and interest on the Bonds as such become due and payable.
Section
8.03. Construction Fund.
(a) Money on deposit
in the Construction Fund, including investment earnings thereof,
shall be used for the purposes specified in Section 3.01 of this
Ordinance.
(b) All amounts remaining
in the Construction Fund after the accomplishment of the purposes
for which the Bonds are hereby issued, including investment earnings
of the Construction Fund, shall be deposited into the Interest and
Sinking Fund.
Section
8.04. Security of Funds.
All moneys on deposit
in the funds referred to in this Ordinance shall be secured in the
manner and to the fullest extent required by the laws of the State
of Texas for the security of public funds, and moneys on deposit
in such funds shall be used only for the purposes permitted by this
Ordinance.
Section
8.05. Deposit of Proceeds.
(a) All amounts received
on the Closing Date as accrued interest on the Bonds from the Original
Issue Date to the Closing Date, and premium, if any, shall be deposited
to the Interest and Sinking Fund.
(b) The remainder of
the proceeds of the Bonds shall be deposited to the Construction
Fund and used for the purposes specified in Section 3.01 hereof
and for paying the costs of issuance with respect to the Bonds.
Section
8.06. Investments.
(a) Money in the funds established by this Ordinance, at the option
of the City, may be invested in such securities or obligations as
permitted under applicable law.
(b) Any securities or
obligations in which money is so invested shall be kept and held
in trust for the benefit of the Owners and shall be sold and the
proceeds of sale shall be timely applied to the making of all payments
required to be made from the fund from which the investment was
made.
Section
8.07. Investment Income.
Interest and income derived
from investment of any fund created by this Ordinance shall be credited
to such fund.
ARTICLE IX
PARTICULAR REPRESENTATIONS
AND COVENANTS
Section 9.01. Payment of the Bonds.
While any of the Bonds are outstanding and unpaid, there shall be
made available to the Paying Agent/Registrar, out of the Interest
and Sinking Fund, money sufficient to pay the interest on and the
principal of the Bonds, as applicable, as will accrue or mature
on each applicable Interest Payment Date.
Section
9.02. Other Representations and Covenants.
(a) The City will faithfully
perform at all times any and all covenants, undertakings, stipulations,
and provisions contained in this Ordinance and in each Bond; the
City will promptly pay or cause to be paid the principal of, interest
on, and premium, if any, with respect to, each Bond on the dates
and at the places and manner prescribed in such Bond; and the City
will, at the times and in the manner prescribed by this Ordinance,
deposit or cause to be deposited the amounts of money specified
by this Ordinance.
(b) The City is duly
authorized under the laws of the State of Texas to issue the Bonds;
all action on its part for the creation and issuance of the Bonds
has been duly and effectively taken; and the Bonds in the hands
of the Owners thereof are and will be valid and enforceable obligations
of the City in accordance with their terms.
Section
9.03. Federal Tax Matters.
(a) The City hereby represents
that the proceeds of the Bonds are needed at this time for the purposes
specified in Section 3.01 hereof; that it is not reasonably expected
that the proceeds of the Bonds or money deposited in the Interest
and Sinking Fund will be used or invested in a manner that would
cause the Bonds to be or become "arbitrage bonds," within
the meaning of Section 148 of the Code; and that, except for the
Interest and Sinking Fund, no other funds or accounts have been
established or pledged to the payment of the Bonds.
(b) The City will not
take any action or fail to take any action with respect to the investment
of the proceeds of the Bonds or any other funds of the City, including
amounts received from the investment of any of the foregoing, if
such action or inaction, based upon the facts, estimates, and circumstance |
