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HomeMy WebLinkAboutOrdinance 11184~~ ORDINANCE NO. J AN ORDINANCE PROVIDING FOR THE ISSUANCE OF ONE HUNDRED TWENTY-FOUR MILLION EIGHT HUNDRED EIGHTY-FIVE THOUSAND DOLLARS ($124,885,000) OF THE GENERAL PURPOSE REFUNDING BONDS, SERIES 1992A, OF THE CITY OF FORT WORTH, TEXAS, BEARING INTEREST AT THE RATES HEREINAFTER SET FORTH, AND PROVIDING FOR THE LEVY, ASSESSMENT AND COLLECTION OF A TAX SUFFICIENT TO PAY THE INTEREST ON SAID BONDS AND TO CREATE A SINKING FUND FOR THE REDEMPTION THEREOF AT MATURITY; REPEALING ALL ORDINANCES IN CONFLICT HEREWITH; AND PROVIDING THAT THIS ORDINANCE SHALL BE IN FORCE AND EFFECT FROM AND AFTER THE DATE OF ITS PASSAGE. WHEREAS, the City of Fort Worth, Texas (the "City" or the "Issuer"), a "home-rule" city operating under a home-rule charter adopted pursuant to Section 5 of Article XI of the Texas Constitution, proposes to refund certain of its outstanding obligations secured by a pledge of ad valorem taxes, more particularly described in Exhibit "A" attached hereto (the "Refunded Obligations"); and WHEREAS, Article 717k, Texas Revised Civil Statutes, as amended, authorizes the City to enter into an escrow agreement with any paying agent for the Refunded Obligations with respect to the safekeeping, investment, reinvestment, administration and disposition of any such deposit, upon such terms and conditions as the City and such paying agent may agree, provided that such deposits may be invested and reinvested only in direct obligations of the United States of America, including obligations the principal of and interest on which are unconditionally guaranteed by the United States of America, and which shall mature and bear interest payable at such times and in such amounts as will be sufficient to provide for the scheduled payment or prepayment of the Refunded Obligations; and WHEREAS, Ameritrust Texas National Association is or will be the paying agent for the Refunded Obligations; and WHEREAS, in accordance with the aforesaid Article 717k, the City has concurrently herewith authorized an "Escrow Agreement" with Ameritrust Texas National Association wherein a portion of the proceeds from the bonds hereinafter authorized, together with other available funds, are held for- the purpose of the payment of principal of and interest on the Refunded Obligations; and WHEREAS, the Refunded Obligations mature or are subject to redemption prior to maturity within twenty years of the date of the bonds hereinafter authorized; and WHEREAS, the bonds hereinafter authorized are to be issued and delivered pursuant to the laws of the State of Texas, including specifically Article 717k, Texas Revised Civil Statutes, as amended, for the purpose of refunding the Refunded Obligations. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS: 1. That the bond or bonds~of the City of Fort Worth, Texas (the "City" or the "Issuer") to be called "General Purpose Refunding Bonds, Series 1992A" (the "Series 1992A Bonds"), be issued under and by virtue of the Constitution and laws of the State of Texas and the Charter of said City for the purpose of -2- refunding the Refunded Obligations. The Series 1992A Borids are hereby authorized to be issued in the aggregate principal amount of One Hundred Twenty-Four Million Eight Hundred Eighty-Five Thousand Dollars ($124,885,000). 2. That the Series 1992A Bonds shall be dated October 1, 1992, shall be in the denomination of $5,000 each, or any integral multiple thereof, shall be numbered consecutively from R-1 upward, and shall mature on the maturity date, in each of the years, and in the amounts, respectively, as set forth in the following schedule: ' MATURITY DATE: March 1 YEARS AMOUNTS ($) YEARS AMOUNTS ($) 1993 2,515,000 2002 2,560,000 1994 1,410,000 2003 2,530,000 1995 1,460,000 2004 2,600,000 1996 25,890,000 2005 2,670,000 1997 25,440,000 2006 2,735,000 1998 27,270,000 2007 4,205,000 1999 6,205,000 2008 1,390,000 2000 6,990,000 2009 1,395,000 2001 6,175,000 2010 1,445,000 3. The City reserves the right to redeem the Series 1992A Bonds maturing on or after March 1, 2003, in whole or in part, on March 1, 2002, or on any date thereafter, for the principal amount thereof plus accrued interest thereon to the date fixed for redemption. The years of maturity of the Series 1992A Bonds called for redemption at the option of the City prior to stated maturity shall be selected by the City. The Series 1992A Bonds or portions -3- thereof redeemed within a maturity shall be selected by lot or other method by the Paying Agent/Registrar (hereinafter defined). At least 30 days prior to the date fixed for any such redemption the City shall cause (i) a written notice of such redemption to be deposited in the United States Mail, first-class postage prepaid, addressed to each such registered owner at his address shown on the Registration Books (hereinafter defined) of the Paying Agent/Registrar and (ii) notice of such redemption to be published one (i) time in a financial journal or publication of general circulation in the United States of America carrying as a regular feature notices of municipal bonds called for redemption; provided however, that the failure to send, mail, or receive such notice described in (i) above, 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 Series 1992A Bond, and it is hereby specifically provided that the publication of notice described in (ii) above shall be the only notice actually required in connection with or as a prerequisite to the redemption of any Series 1992A Bonds. 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 Series 1992A Bonds or the portions thereof which are to be so redeemed, plus accrued interest thereon to the date fixed for redemption. If such notice of redemption is given, and if due provision for such payment is made, all as provided above, the -4- Series 1992A Bonds or the portions thereof which are to be so redeemed, thereby automatically shall be redeemed prior to their scheduled maturities, and shall not bear interest after the date fixed for their redemption, and shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price plus accrued interest to the date fixed for redemption from the Paying Agent/Registrar out of the funds provided for such payment. The Paying Agent/Registrar shall record in the registration books all such redemptions of principal of the Series 1992A Bonds or any portion thereof . If a portion of any Series 1992A Bond shall be redeemed a substitute Series 1992A Bond or Series 1992A Bonds having the same maturity date, bearing interest at the same rate, in any denomination or denominations in any integral multiple of $5,000, at the written request of the registered owner, and in an aggregate principal amount equal to the unredeemed portion thereof, will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of the City, all as provided in this Ordinance. 4. That the Series 1992A Bonds scheduled to mature during the years, respectively, set forth below shall bear interest at the following rates per annum: -5- Bonds maturing in the year 1993, 3.50 Bonds maturing in the year 1994, 3.50 Bonds maturing in the year 1995, 4.00% Bonds maturing in the year 1996, 4.25 Bonds maturing in the year 1997, 4.50 Bonds maturing in the year 1998, 4.75 Bonds maturing in the year 1999, 4.90 Bonds maturing in the year 2000, 5.10 Bonds maturing in the year 2001, 5.30$ Bonds maturing in the year 2002, 5.40$ Bonds maturing in the year 2003, 5.50$ Bonds maturing in the year 2004, 5.60 Bonds maturing in the year 2005, 5.75 Bonds maturing in the year 2006, 5.75 Bonds maturing in the year 2007, 5.75% Bonds maturing in the year 2008, 5.75 Bonds maturing in the year 2009, 5.75$ Bonds maturing in the year 2010, 5.75$ Said interest shall be payable to the registered owner of any such Series 1992A Bond in the manner provided and on the dates stated in the FORM OF BOND set forth in this Ordinance. 5. (a) The City shall keep or cause to be kept at the principal corporate trust office of Ameritrust Texas National Association, or such other bank, trust company, financial institution, or other agency named in accordance with the provisions of (g) below (the "Paying Agent/Registrar") books or records of the registration and transfer of the Series 1992A Bonds (the "Registration Books"), and the City 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 City and Paying Agent/Registrar may prescribe; and the Paying Agent/Registrar shall make such transfers and registrations as herein provided. It shall be the -6- duty of the Paying Agent/Registrar to obtain from the registered owner and record in the Registration Books the address of such registered owner of each bond to which payments with respect to the Series 1992A Bonds shall be mailed, as herein provided. The City or its designee 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 Regis- tration Books confidential and, unless otherwise required by law, shall not permit their inspection by any other entity. Registra- tion of each Series 1992A Bond may be transferred in the Registra- tion Books only upon presentation and surrender of such bond to the Paying Agent/Registrar for transfer of registration and cancella- tion, together with proper written instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying AgentjRegistrar, evidencing the assignment of such bond, 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 to have such bond or any such portion thereof registered in the name of such assignee or assignees. Upon the assignment and transfer of any Series 1992A Bond or any portion thereof, a new substitute bond or bonds shall be issued in exchange therefor in the manner herein provided. (b) The entity in whose name any Series 1992A Bond shall be registered in the Registration Books at any time shall be treated as the absolute owner thereof for all purposes of this Ordinance, -7- whether or not such bond shall be overdue, and the City 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) The City hereby further appoints the Paying Agent/ Registrar to act as the paying agent for paying the principal of and interest on the Series 1992A Bonds, and to act as its agent to exchange or replace Series 1992A Bonds, all as provided in this Ordinance. The Paying Agent/Registrar shall keep proper records of all payments made by the City and the Paying Agent/Registrar with respect to the Series 1992A Bonds, and of all exchanges thereof, and all replacements thereof, as provided in this Ordinance. (d) Each Series 1992A Bond may be exchanged for fully registered bonds in the manner set forth herein. Each bond issued and delivered pursuant to this Ordinance, to the extent of the unredeemed principal amount thereof, may, upon surrender thereof 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, at the option of the registered owner or such assignee or assignees, as -8- appropriate, be exchanged for fully registered bonds, without interest coupons, in the form prescribed in the FORM OF 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 unredeemed principal amount of any Series 1992A Bond or Series 1992A Bonds so surrendered, and payable to the appropriate registered owner, assignee, or assignees, as the case may be. If a portion of any Series 1992A 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 an aggregate principal amount equal to the unredeemed portion thereof, will be issued to the registered owner upon surrender thereof for cancellation. If any Series 1992A Bond or portion thereof is assigned and transferred, 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 exchange or replace Series 1992A Bonds as provided herein, and each fully registered bond or bonds delivered in exchange for or replacement -9- of any Series 1992A Bond or portion thereof as permitted or required by any provision of this Ordinance shall constitute one of the Series 1992A Bonds for all purposes of this Ordinance, and may again be exchanged or replaced. It is specifically provided, however, that any Series 1992A Bond delivered in exchange for or replacement of another Series 1992A Bond prior to the first scheduled interest payment date on the Series 1992A Bonds (as stated on the face thereof) shall be dated the same date as such Series 1992A Bond, but each substitute bond so delivered on or after such first scheduled interest payment date shall be dated as of the interest payment date preceding the date on which such substitute bond is delivered, unless such substitute bond is delivered on an interest payment date, in which case it shall be dated as of such date of delivery; provided, however, that if at the time of delivery of any substitute bond the interest on the bond for which it is being exchanged has not been paid, then such substitute bond shall be dated as of the date to which such interest has been paid in full. On each substitute bond issued in exchange for or replacement of any Series 1992A Bond or Series 1992A Bonds issued under this Ordinance there shall be printed thereon a Paying Agent/Registrar's Authentication Certificate, in the form hereinafter set forth in the FORM OF BOND set forth in this Ordinance. An authorized representative of the Paying Agent/Registrar shall, before the delivery of any such substitute bond, date such substitute bond in the manner set forth above, and -10- manually sign and date such Certificate, and no such substitute bond shall be deemed to be issued or outstanding unless such Certificate is so executed. The Paying Agent/Registrar promptly shall cancel all Series 1992A Bonds surrendered for exchange or replacement. No additional ordinances, orders, or resolutions need be passed or adopted by the City Council or any other body or person so as to accomplish the foregoing exchange or replacement of any Series 1992A Bond or portion hereof, 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 composition printed on paper with lithographed or steel engraved borders of customary weight and strength. Pursuant to Article 717k-6, V.A.T.C.S., and particularly Section 6 thereof, the duty of exchange or replacement of any Series 1992A Bond as aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said Paying Agent/Reg- istrar's Authentication Certificate, the exchanged or replaced bond shall be valid, incontestable, and enforceable in the same manner and with the same effect as the Series 1992A Bonds which originally were delivered pursuant to this Ordinance, approved by the Attorney General, and registered by the Comptroller of Public Accounts. Neither the City nor the Paying Agent/Registrar shall be required (1) to issue, transfer, or exchange any bond during a period beginning at the opening of business 30 days before the day of the first mailing of a notice of redemption of bonds and ending at the -11- 1 close of business on the day of such mailing, or (2) to transfer or exchange any bond so selected for redemption in whole when such redemption is scheduled to occur within 30 calendar days. (e) All Series 1992A Bonds issued in exchange or replacement of any other Series 1992A Bond or portion thereof, (i) shall be issued in fully registered form, without interest coupons, with the principal of and interest on such Series 1992A 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 exchanged for other Series 1992A Bonds, (v) shall have the characteristics, (vi) shall be signed and sealed, and (vii) the principal of and interest on the Series 1992A Bonds shall be payable, all as provided, and in the manner required or indicated, in the FORM OF BOND set forth in this Ordinance. (f) The City shall pay the Paying Agent/Registrar's reasonable and customary fees and charges for making transfers of Series 1992A Bonds, but the registered owner of any Series 1992A Bond requesting such transfer shall pay any taxes or other governmental charges required to be paid with respect thereto. The registered owner of any Series 1992A Bond requesting any exchange shall pay the Paying Agent/ Registrar's reasonable and standard or customary fees and charges for exchanging any'such bond or portion thereof, together with any taxes or governmental charges required to be paid with respect thereto, all as a condition precedent to the exercise of such privilege of exchange, except, however, that -12- in the case of the exchange of an assigned and transferred bond or bonds or any portion or portions thereof in any integral multiple of $5,000, and in the case of the exchange of the unredeemed portion of a Series 1992A Bond which has been redeemed in part prior to maturity, as provided in this Ordinance, such fees and charges will be paid by the City. In addition, the City hereby covenants with the registered owners of the Series 1992A Bonds that it will (i) 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 Series 1992A Bonds, when due, -and (ii) pay the fees and charges of the Paying Agent/Registrar for services with respect to the transfer or, registration of Series 1992A Bonds solely to the extent above provided, and with respect to the exchange of Series 1992A Bonds solely to the extent above provided. (g) The City covenants with the registered owners of the Series 1992A Bonds that at all times while the Series 1992A Bonds are outstanding the City 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 Series 1992A Bonds under this Ordinance, and that the Paying Agent/Registrar will be one entity. The City reserves the right to, and may, at its option, change the Paying Agent/Registrar upon not less than 60 days written notice to the Paying Agent/Registrar. In the event that the entity at any time acting -13- as Paying Agent/Registrar (or its successor by merger, acquisition, or other method) should resign or otherwise cease to act as such, the City covenants that promptly it will appoint a competent and legally qualified national or state banking institution which shall be a corporation organized and doing business under the laws of the United States of America or of any state, authorized under such laws to exercise trust powers, subject to supervision or examination by federal or state authority, and whose qualifications substantially are similar to the previous Paying Agent/Registrar 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 Series 1992A Bonds, to the new Paying Agent/Registrar designated and appointed by the City. Upon any change in the Paying Agent/Registrar, the City promptly will cause a written notice thereof to be sent by the new Paying Agent/Registrar to each registered owner of the Series 1992A Bonds, by United States Mail, 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. -14- (h) (i) In addition to the manner of providing notice of redemption of Series 1992A Bonds as set forth in this Ordinance, the Paying Agent/Registrar shall give notice of any redemption of Series 1992A Bonds by United States Mail, first-class postage prepaid, at least thirty (30) days prior to the applicable redemption date to each registered securities depository and to any national information service that disseminates redemption notices. In addition, in the event of a redemption caused by an advance refunding of the Series 1992A Bonds, the Paying Agent/Registrar shall send a second notice of redemption to the persons specified in the immediately preceding sentence at least thirty (30) days but not more than ninety (90) days prior to the actual redemption date.. Any notice sent to the registered securities depositories or such national information services shall be sent so that they are received at least two (2) days prior to the general mailing or publication date of such notice. The Paying Agent/Registrar shall also send a notice of prepayment or redemption to the owner of any Series 1992A Bond who has not submitted the Series 1992A Bonds for redemption sixty (60) days after the redemption date. (ii) Each redemption notice, whether required in the FORM OF BOND or otherwise by this Ordinance, shall contain a description of the Series 1992A Bonds to be redeemed, including the complete name of the Series 1992A Bonds, the series, the date of issue, the interest rate, the maturity date, the CUSIP number, if any, the -15- k certificate numbers, the amounts called of each certificate, the publication and mailing date for the notice, the date of redemption, the redemption price, the name of the Paying Agent/ Registrar and the address at which the Series 1992A Bond may be redeemed including a contact person and telephone number. (iii) All redemption payments made by the Paying Agent/Registrar to the registered owners of the Series 1992A Bonds shall include CUSIP numbers relating to each amount paid to such registered owner. 6. The form of all Series 1992A Bonds, including the form of the Comptroller's Registration Certificate to accompany the Series 1992A Bonds on the initial delivery thereof, the form of Paying Agent/Registrar's Authentication Certificate, and the Form of Assignment to be printed on each of the Series 1992A Bonds, shall be, respectively, substantially as follows, with such appropriate variations, omissions, or insertions as are permitted or required by this Ordinance: -16- FORM OF BOND NO. $ UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF TARRANT AND DENTON CITY OF FORT WORTH, TEXAS GENERAL PURPOSE REFUNDING BOND SERIES 1992A MATURITY DATE INTEREST RATE ORIGINAL ISSUE DATE CUSIP October 1, 1992 ON THE MATURITY DATE SPECIFIED ABOVE, THE CITY OF FORT WORTH, 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: DOLLARS and to pay interest thereon, from the Original Issue Date specified above, to the maturity date specified above, or the date of its redemption prior to scheduled maturity, at the rate of interest per annum specified above, with said interest being payable on March 1, 1993, and semiannually on each September 1 and March 1 thereafter; except that if the Paying Agent/Registrar's Authentication Certif- . icate appearing on the face of this Bond is dated later than March 1, 1993, such interest is payable semiannually on each September 1 and March 1 following such date. THE TERMS AND PROVISIONS of this Bond are continued on the reverse side hereof and shall for all purposes have the same effect as though fully set forth at this place. -17- *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 paid to the registered owner hereof upon presentation and surrender of this Bond at maturity or redemption prior to maturity at the principal corporate trust office of Ameritrust Texas National Association, in Dallas, 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 as shown by the Registration Books kept by the Paying Agent/Registrar at the close of business on the 15th day of the month next preceding such interest payment date by check, dated as of such interest payment date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Issuer required to be on deposit with the Paying Agent/Registrar for such purpose as hereinafter provided; and such check 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 its address as it appears on the Registration Books kept by the Paying Agent/Registrar, as hereinafter described. Any accrued interest due at maturity or upon 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 no later than -18- each principal payment and/or interest payment date for this Bond it will make available to the Paying Agent/Registrar from the Interest and Redemption Fund as defined by the ordinance authorizing the Bonds (the "Ordinance") the amounts required to provide for the payment, in immediately available funds, of all principal of and interest on the Bonds, when due. *IN THE EVENT OF A NON-PAYMENT of interest on a scheduled 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 Issuer. Notice of the Special Record Date and of the scheduled payment date of the past due interest ("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 registration 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. *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, -19- 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 a Series of Bonds of like tenor and effect except as to number, principal amount, interest rate, maturity and option of redemption, authorized in accordance with the Constitution and laws of the State of Texas in the principal amount of $124,885,000, for the purpose of refunding certain of the Issuer's outstanding General Purpose Bonds designated in the Ordinance as the "Refunded Obligations". *ON MARCH 1, 2002, or on any date thereafter, the Bonds of this Series maturing on March 1, 2003 and thereafter may be redeemed prior to their scheduled maturities, at the option of the Issuer, in whole, or in part, at par and accrued interest to the date fixed for redemption. The years of maturity of the Bonds called for redemption at the option of the City prior to stated maturity shall be selected by the City. The Bonds or portions thereof redeemed within a maturity shall be selected by lot or other method by the Paying Agent/Registrar. *AT LEAST 3 0 days prior to the date fixed for any such redemp- tion (a) a written notice of such redemption shall be given to the registered owner of each Bond or a portion thereof being called for redemption by depositing such notice in the United States mail, first class postage prepaid, addressed to each such registered owner at his address shown on the Registration Books of the Paying -20- Agent/Registrar and (b) notice of such redemption shall be published one (1) time in a financial journal or publication of general circulation in the United States of America carrying as a regular feature notices of municipal bonds called for redemption; provided, however, that the failure to send, mail, or receive such notice described in (a) above, 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 the Ordinance provides that the publication of notice as described in (b) above shall be the only notice actually required in the connection with or as a prerequisite to the redemption of any Bond. By the date fixed for any such redemption due provision shall be made by the Issuer with the Paying Agent/Registrar for the payment of the required redemption price for this Bond or the portion hereof which is to be so redeemed, plus accrued interest thereon to the date fixed for redemption. If such notice of redemption is given, and if due provision for such payment is made, all as provided above, this Bond, or the portion hereof which is to be so redeemed, thereby automatically shall be redeemed prior to its scheduled maturity, and shall not bear interest after the date fixed for its redemption, and shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price plus accrued interest to the date fixed for redemption from the Paying Agent/Registrar out of the funds pro- vided for such payment. The Paying Agent/Registrar shall record in -21- the Registration Books all such redemptions of principal of this Bond or any portion hereof. 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 denomina- tions 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 Ordinance. *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 Ordinance, this Bond, or any unredeemed portion hereof, may, at the request of the registered owner or the assignee or assignees hereof, be assigned, transferred, 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 Ordinance. Among other requirements for such assignment and transfer, this Bond must be presented and -22- 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 may be executed by the registered owner to evidence the assignment hereof, but such method is not exclusive, and other instruments of assignment satisfactory to the Paying Agent/Registrar may be used to evidence the assignment of this Bond or any portion or portions hereof from time to time by the registered owner. The one requesting such exchange shall pay the Paying Agent/Registrar's reasonable standard or customary fees and charges for exchanging any Bond or portion thereof. The foregoing notwithstanding, in the case of the exchange of a portion of a Bond which has been redeemed prior to maturity, as provided herein, and in the case of the exchange of an assigned and transferred Bond or Bonds or any portion or portions thereof, such fees and charges of the Paying Agent/Registrar will be paid by the Issuer. In any circumstance, any taxes or governmental charges required to be paid with respect thereto shall be paid by the one requesting such assignment, transfer, or exchange as a condition precedent to the exercise of such privilege. In any circumstance, neither the Issuer nor the Paying Agent/Registrar shall be required (1) to make -23- any transfer or exchange during a period beginning at the opening of business 30 days before the day of the first mailing of a notice of redemption of bonds and ending at the close of business on the day of such mailing, or (2) to transfer or exchange any Bonds so selected for redemption when such redemption is scheduled to occur within 30 calendar days. *WHENEVER the beneficial ownership of this Bond is determined by a book entry at a securities depository for the Bonds, the foregoing requirements of holding, delivering or transferring this Bond shall be modified to require the appropriate person or entity to meet the requirements of the securities depository as to registering or transferring the book entry to produce the same effect. *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 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 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 this series of bonds, and of this bond, have been properly done and performed and have happened in regular and due time, form and manner as required by law; that -24- sufficient and proper provision for the levy and collection of taxes has been made, which, when collected, shall be appropriated exclusively to the payment of this bond and the series of which it is a part; and that the total indebtedness of said City of Fort Worth, Texas, including the entire series of bonds of which this is one, does not exceed any constitutional, statutory or charter limitation. *BY BECOMING the registered owner of this Bond, the registered owner thereby acknowledges all of the terms and provisions of the Ordinance, agrees to be bound by such terms and provisions, acknowledges that the 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 Ordinance constitute a contract between each registered owner hereof and the Issuer. IN WITNESS WHEREOF, this Bond has been signed with the manual or facsimile signature of the Mayor of said City, attested with the manual or facsimile signature of the City Secretary and approved as to form and legality with the manual or facsimile signature of the -25- City Attorney, and the official seal of the Issuer has been duly affixed to, or impressed, or placed in facsimile, on this Bond. ATTEST: XXXXXXXXXXXXX City Secretary xxxxxxxxxxxx Mayor APPROVED AS TO FORM AND LEGALITY: XXXXXXXXX City Attorney (SEAL) -26- FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE It is hereby certified that this Bond has been issued under the provisions of the proceedings adopted by the Issuer as described in the text of this Bond; and that this Bond has been issued in conversion 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. Dated: AMERITRUST TEXAS NATIONAL ASSOCIATION, Paying Agent/Registrar By Authorized Representative -27- FORM OF ASSIGNMENT: ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, transfers unto Please insert Social Security or Taxpayer Identification Number of Transferee assigns and (Please print or typewrite name and address, including zip code of Transferee) the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to register the transfer of the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. NOTICE: The signature above must correspond with the name of the Registered Owner as it appears upon the front of this Bond in every particular, without alteration or enlarge- ment or any change whatsoever. -28- ** FORM OF COMPTROLLER'S CERTIFICATE (ATTACHED TO THE BONDS UPON INITIAL DELIVERY THEREOF) OFFICE OF COMPTROLLER REGISTER NO. STATE OF TEXAS I hereby certify that there is on file and of record in my office a certificate of the Attorney General of the State of Texas to the effect that this Bond has been examined by him as required by law, and that he finds that it has been issued in conformity with the Constitution and laws of the State of Texas, and that it is a valid and binding obligation of the City of Fort Worth, Texas, payable in the manner provided by and in the ordinance authorizing same, and said Bond has this day been registered by me. WITNESS MY HAND and seal of office at Austin, Texas Comptroller of Public Accounts of the State of Texas (SEAL) NOTE TO PRINTER: *~[s to be on reverse side of bond * * ~[ not to be on bond J The printer of the Series 1992A Bonds is hereby authorized to print on the Series 1992A Bonds (i) the form of bond counsel's opinion relating to the Series 1992A Bonds, and (ii) an appropriate statement of insurance furnished by a municipal bond insurance company providing municipal bond insurance, if any, covering all or any part of the Series 1992A Bonds. -29- 7. That a special fund or account, to be designated the "City of Fort Worth, Texas Series 1992A Bonds Interest and Redemption Fund" is hereby created and shall be established and maintained by said City at its official depository bank. Said Interest and Redemption Fund shall be kept separate and apart from all other funds and accounts of said City, and shall be used only for paying the interest on and principal of the Series 1992A Bonds. All taxes levied and collected for and on account of the Series 1992A Bonds shall be deposited, as collected, to the credit of said Interest and Redemption Fund. During each year while any of the Series 1992A Bonds is outstanding and unpaid, the City Council of said City shall compute and ascertain the rate and amount of ad valorem tax, based on the latest approved tax rolls of said City, with full allowances being made for tax delinquencies and costs of tax collections, which will be sufficient to raise and produce the money required to pay the interest on the Series 1992A Bonds as such interest comes due, and to provide a sinking fund to pay the principal of the Series 1992A Bonds as such principal matures, but never less than 2$ of the original principal amount of the Series 1992A Bonds as a sinking fund each year. Said rate and amount of ad valorem tax is hereby ordered to be levied and is hereby levied against all taxable property in said City for each year while any of the Series 1992A Bonds is outstanding and unpaid, and said ad valorem tax shall be assessed and collected each such year and deposited to the credit of the aforesaid Interest and Redemption -30- Fund. Said ad valorem taxes necessary to pay the interest on and principal of the Series 1992A Bonds, as such interest comes due, and such principal matures, are hereby pledged for such purpose, within the limit prescribed by law. The City shall transfer from its General Fund to the Interest and Redemption Fund such amounts as shall be necessary to enable the City to make the scheduled interest and principal payments on the Series 1992A Bonds in the current fiscal year of the City, ending September 30, 1993. 8. (a) In the event any outstanding Series 1992A 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 Series 1992A Bond, in replacement for such Series 1992A Bond in the manner hereinafter provided. (b) Application for replacement of damaged, mutilated, lost, stolen, or destroyed Series 1992A Bonds shall be made to the Paying Agent/Registrar. In every case of loss, theft, or destruction of a Series 1992A Bond, the applicant for a replacement bond shall furnish to the City 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 Series 1992A Bond, the applicant shall furnish to the City and to the Paying Agent/Registrar evidence to their satisfaction of the loss, theft, -31- or destruction of such Series 1992A Bond, as the case may be. In every case of damage or mutilation of a Series 1992A Bond, the applicant shall surrender to the Paying Agent/Registrar for cancellation the Series 1992A Bond so damaged or mutilated. (c) Notwithstanding the foregoing provisions of this Section, in the event any such Series 1992A 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 Series 1992A Bond, the City may authorize the payment of the same (without surrender thereof except in the case of a damaged or mutilated Series 1992A Bond) instead of issuing a replacement Series 1992A Bond, provided security or indemnity is furnished as above provided in this Section. (d) Prior to the issuance of any replacement bond, the Paying Agent/Registrar shall charge the owner of such Series 1992A 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 Series 1992A Bond is lost, stolen, or destroyed shall constitute a contractual obligation of the City whether or not the lost, stolen, or destroyed Series 1992A 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 Series 1992A Bonds duly issued under this Ordinance. -32- (e) 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 City 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, subject to the conditions imposed by this Section 8 of this Ordinance, and the Paying Agent/Registrar shall authenticate and deliver such bonds in the form and manner and with the effect, as provided in Section 5(d) of this Ordinance for Series 1992A Bonds issued in exchange for other Series 1992A Bonds. 9. That the Mayor of the City is hereby authorized to have control of the Series 1992A Bonds and all necessary records and proceedings pertaining to the Series 1992A Bonds pending their delivery and their investigation, examination and approval by the Attorney General of the State of Texas, and their registration by the Comptroller of Public Accounts of the State of Texas. Upon registration of the Series 1992A Bonds, said Comptroller of Public Accounts (or a deputy designated in writing to act for said Comptroller) shall manually sign the Comptroller's Registration Certificate accompanying the Series 1992A Bonds, and the seal of said Comptroller shall be impressed, or placed in facsimile, on each such certificate. 10. (a) That the sale of the Series 1992A Bonds to Smith Barney, Harris Upham & Co., Incorporated, as representative (the -33- "Representative") for the Underwriters named in the "Bond Purchase Agreement" hereinafter described, at the purchase price set forth in the Bond Purchase Agreement, is hereby authorized, ratified and confirmed. One Series 1992A Bond in the principal amount maturing on each maturity date as set forth in Section 2 hereof shall be delivered to the Representative, on behalf of itself and the other Underwriters, and the Underwriters shall have the right to exchange such bonds upon their initial delivery as provided in Section 5 hereof without cost. (b) That the Bond Purchase Agreement setting forth the terms of the sale of the Series 1992A Bonds to the Underwriters, in substantially the form attached to this Ordinance, is hereby accepted, approved and authorized to be delivered in executed form to said Underwriters. (c) That the offering documents prepared in connection with the sale of the Series 1992A Bonds, in substantially the form attached to this Ordinance, are hereby accepted, approved and authorized to be delivered in executed form to the Underwriters. The use of the "Preliminary Official Statement" prepared in connection with the sale of the Series 1992A Bonds is hereby ratified. 11. That the City Manager of the City is hereby authorized and directed to execute, and the City Attorney is authorized to approve as to form, on behalf of the City, the Escrow Agreement covering the use of the moneys to be deposited with the "Escrow -34- Agent" therein named for the benefit of the holders of the Refunded Obligations, the form of the Escrow Agreement being in substantially the form attached to this Ordinance. The City Manager, the Director of Fiscal Services, or the City Treasurer are each hereby authorized to execute such instruments as may be necessary to effectuate the intent of the Escrow Agreement. In addition, the City shall defease with available moneys, and not from the proceeds of the Series 1992A Bonds, the outstanding City of Fort Worth, Texas Combination Tax and Revenue Certificates of Obligation, Series 1990, maturing on March 1 in each of the years 2007 through 2010, inclusive, aggregating $1,400,000 in principal amount, as described in the form of "Special Defeasance Escrow Agreement", being in substantially the form attached to this Ordinance. The execution of the Special Defeasance Escrow Agreement, and the performance of duties thereunder to effectuate its intent, shall be performed by such officers as are authorized to execute and effectuate the intent of the Escrow Agreement. 12. That the following of the Refunded Obligations described in Exhibit A are hereby called for redemption prior to their scheduled maturities, at the price of par plus accrued interest to the date fixed for redemption: Series 1985-A Bonds: all bonds maturing on March 1 in the years 1996 through 1998, inclusive; REDEMPTION DATE: March 1, 1995; Series 1985 Certificates of Obligation: all certificates maturing on March 1 in the years 1997 through 2000, inclusive; REDEMPTION DATE: March 1, 1996; -35- Series 1986 Bonds: all bonds maturing on March 1 in the years 1998 through 2001, inclusive; REDEMPTION DATE: March 1, 1997; Series 1988 Bonds: all bonds maturing on March 1 in the years 1999 through 2007, inclusive; REDEMPTION DATE: March 1, 1998; and Series 1989 Bonds: all bonds maturing on March 1 in the years 2000 through 2007, inclusive; REDEMPTION DATE: March 1, 1999. In addition, the Series 1990 Certificates of Obligation described in Section 11 above are hereby called for redemption on March 1, 1996, at a redemption price of par plus accrued interest to the redemption date. The City Secretary is hereby directed to coordinate with the paying agent for each such series of Refunded Obligations and the Series 1990 Certificates of Obligation so called for redemption to give notice of such redemption, in accordance with the applicable terms of the respective ordinances authorizing the issuance of each -such series of Refunded Obligations and the Series 1990 Certificates of Obligation so called for redemption. 13. That the City has determined that the refunding of the Refunded Obligations will result in an absolute savings of $4,530,644.66 and a net present value savings of $4,090,857.63 to the City. 14. The Issuer covenants to take any action to assure, or refrain from any action which would adversely affect, the treatment of the Series 1992A Bonds as obligations described in section 103 of the Internal Revenue Code of 1986 (the "Code"), the interest on -36- 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 Series 1992A Bonds or the projects financed therewith (less amounts deposited to a reserve fund, if any) are used for any "private business use, " as defined in section 141(b)(6) of the Code or, if more than 10 percent of the proceeds 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 Ordinance or any underlying arrangement, directly or indirectly, secure or provide for the payment of more than 10 percent of the debt service on the Series 1992A 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 Series 1992A Bonds or the projects financed therewith (less amounts deposited into a reserve fund, if any) then the amount in excess of 5 percent is used for a "private business use" which is "related" and not "disproportionate," within the meaning of section 141(b)(3) of the Code, to the governmental use; (c) to take any action to assure that no amount which is greater than the lesser of $5,000,000, or 5 percent of the -37- proceeds of the Series 1992A 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 Series 1992A 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 Series 1992A Bonds being "federally guaranteed" within the meaning of section 149(b) of the Code; (f) to refrain from using any portion of the proceeds of the Series 1992A 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 Series 1992A Bonds, other than investment property acquired with -- (1) proceeds of the Series 1992A 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, -38- (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 Series 1992A Bonds; (g) to otherwise restrict the use of the proceeds of the Series 1992A Bonds or amounts treated as proceeds of the Series 1992A Bonds, as may be necessary, so that the Series 1992A 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); (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 Series 1992A 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 Series 1992A 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 -39- 148 of the Code and to retain such records for at least six years following the final payment of principal and interest on the Series 1992A Bonds. For purposes of the foregoing, the Issuer acknowledges that in the case of a refunding bond, the term "proceeds" includes transferred proceeds and, for purposes of clauses (a) and (b) above, proceeds of the Refunded Obligations expended prior to the date of issuance of the Series 1992A Bonds. 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 rulings are hereafter promulgated which modify, or expand provisions of the Code, as applicable to the Series 1992A 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 Series 1992A 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 Series 1992A 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 Series 1992A Bonds under section 103 of the Code. In furtherance of such -40- intention, the City hereby authorizes and directs the Mayor, the City Manager and the Director of Fiscal Services to execute any documents, certificates or reports required by the Code, and to make such elections on behalf of the City which may be permitted by the Code, as are consistent with the purpose for the issuance of the Series 1992A Bonds. In order to facilitate compliance with the above covenants (g), (h), and (i), a "Rebate Fund" is hereby established by the City 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. 15. The Series 1992A Bonds initially shall be issued and delivered in such manner that no physical distribution of the Series 1992A Bonds will be made to the public, and The Depository Trust Company ("DTC"), New York, New York, initially will act as depository for the Series 1992A Bonds. DTC has represented that it is a limited purpose trust company incorporated under the laws of the State of New York, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered under Section 17A of the Securities Exchange Act of 1934, as amended, and the City accepts, but in no way verifies, such representations. The Series 1992A Bonds initially authorized by this Ordinance shall be -41- delivered to and registered in the name of CEDE & CO., the nominee of DTC. It is expected that DTC will hold the Series 1992A Bonds on behalf of the Purchaser and its participants. So long as each Series 1992A Bonds is registered in the name of CEDE & CO. , the Paying Agent/Registrar shall treat and deal with DTC the same in all respects as if it were the actual and beneficial owner thereof . It is expected that DTC will maintain a book-entry system which will identify ownership of the Series 1992A Bonds in integral amounts of $5, 000, with transfers of ownership being effected on the records of DTC and its participants pursuant to rules and regulations established by them, and that the Series 1992A Bonds initially deposited with DTC shall be immobilized and not be further exchanged for substitute Series 1992A Bonds except as hereinafter provided. The City is not responsible or liable for any functions of DTC, will not be responsible for paying any fees or charges with respect to its services, will not be responsible or liable for maintaining, supervising, or reviewing the records of DTC or its participants, or protecting any interests or rights of the beneficial owners of the Series 1992A Bonds. It shall be the duty of the DTC Participants, as defined in the Official Statement herein approved, to make all arrangements with DTC to establish this book-entry system, the beneficial ownership of the Series 1992A Bonds, and the method of paying the fees and charges of DTC. The City does not represent, nor does it in any way covenant that the initial book-entry system established with DTC will be -42- maintained in the future. Notwithstanding the initial establishment of the foregoing book-entry system with DTC, if for any reason any of the originally delivered Series 1992A Bonds is duly filed with the Paying Agent/Registrar with proper request for transfer and substitution, as provided for in this Ordinance, substitute Series 1992A Bonds will be duly delivered as provided in this Ordinance, and there will be no assurance or representation that any book-entry system will be maintained for such Series 1992A Bonds. In connection with the initial establishment of the foregoing book-entry system with DTC, the Mayor and the City Manager are authorized to execute a "Letter of Representation" prepared by DTC in order to implement the book-entry system described above. 16. That the Director of Fiscal Services and the City Secretary are hereby directed to notify Chemical Bank, successor of Manufacturers Hanover Trust Company, paying agent/registrar for the Series 1985-A Bonds, the Series 1985 Certificates of Obligation and the Series 1986 Bonds, that it shall be discharged as paying agent/ registrar on such issues. The City hereby names Ameritrust Texas National Association as successor paying agent/registrar on such issues, effective November 1, 1992. 17. That the findings set forth in the preamble to this Ordinance are hereby incorporated into the body of this Ordinance and made a part hereof for all purposes. -43- 18. That all ordinances and resolutions or parts thereof in conflict herewith are hereby repealed. 19. That this Ordinance shall take effect and be in full force and effect from and after the date of its passage, and it is so ordained. 20. It is hereby officially found and determined that the meeting at which this Ordinance was passed was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Article 6252-17, Vernon's Annotated Texas Civil Statutes, as amended. May r, Ci Fort Wort Texas ATTEST: G~~~ City Secretary, City of Fort Worth, Texas A OVED AS T O D LEGALITY: City Attorney, City of Fort Worth, Texas -44-