HomeMy WebLinkAboutOrdinance 6728 1972 Regional Airport
Air Mail Facilities
Bond Ordinance
Authorizing the Issuance of
DALLAS-FORT WORTH REGIONAL AIRPORT
AIR MAIL SPECIAL FACILITIES
REVENUE BONDS, SERIES 1972
$12,000,000
Adopted by
The City Councils of
THE CITY OF DALLAS, TEXAS
and
THE CITY OF FORT WORTH, TEXAS
Effective as of October 1, 1972
CITY OF DALLAS ORDINANCE
No. 13,80.9
CITY OF FORT WORTH ORDINANCE
No. 6,728
AN ORDINANCE ADOPTED CONCURRENTLY by the City Councils, respectively,
of the Cities of Dallas and Fort Worth, authorizing the issuance of Dallas-Fort Worth
Regional Airport Air Mail Special Facilities Revenue Bonds, Series 1972, in the aggregate
principal amount of $12,000,000, for the purpose of paying the cost of constructing and
equipping the Initial Facilities for the jointly owned Dallas-Fort Worth Regional Airport
of the Cities; providing for the security for and payment of said bonds from the Net Rent
received under a certain Air Mail Facilities Lease Agreement pertaining to the operation
of said system; providing that the same shall not be payable from taxation; providing
the form,terms and conditions of such bonds and the manner of their execution;containing
covenants and commitments regarding the payment of said bonds; the construction of said
system, and regarding transfers of airport properties; providing other details concerning
such bonds, said Lease Agreement and said Airport, including the reserved power to issue
additional revenue bonds for completing, improving or extending said system; providing
for the deposit of the proceeds of such bonds, except as otherwise provided, into the Air
Mail Facilities Construction Fund of the Joint Airport Fund under and subject to the control
of the Dallas-Fort Worth Regional Airport Board; authorizing said Board to see to the
delivery of said bonds as herein directed and directing that due observance of the covenants
herein contained be made by the Board to the extent such covenants are performable
by it; providing and describing events of default and the consequences thereof; providing
a method of amending this Ordinance; ordaining other matters incident and relating to
the subject and purpose hereof; and declaring an emergency.
WHEREAS, the Cities of Dallas and Fort Worth have heretofore determined that the
present commercial aviation and airport facilities of the Cities, specifically Love Field
Airport (hereinafter called and defined as "Love Field") of the City of Dallas and Greater
Southwest International Airport (hereinafter called and defined as "GSIA") of the City
of Fort Worth, are wholly inadequate to meet the foreseeable commercial aviation needs
of the citizens of the Cities and the residents and 'citizens of the entire North Central
Texas Region; and
WHEREAS, the Cities have further found and determined that the most effective,
economic and efficient means of providing needed airport facilities is the construction and
equipment of a centrally located airport for the Cities, and to that end by an agreement
entitled and hereinafter defined as the "Contract and Agreement," the Cities continued,
expanded and further defined the powers and duties of the Dallas-Fort Worth Regional
Airport Board (hereinafter defined as the "Board") theretofore created; created the Joint
Airport Fund of the Cities; and provided for the construction and operation of an airport
known presently as the "Dallas-Fort Worth Regional Airport" (hereinafter called the
"Airport"); and
WHEREAS, in the exercise of their lawful authority, the Cities have obtained and
will obtain in the future funds for the purpose of the construction, development and
equipment of the Airport in both its first and subsequent phases; and
WHEREAS, the Airport, when it becomes operational, will become the major hub,
primarily passenger and commercial cargo, airport for the metropolitan area of Dallas
and Fort Worth and the entire North Texas Region and in that regard will contain many
separately identifiable systems, complexes and facilities, each of which separately consti-
tute but a part of the Airport as a whole, and all of which are and will be functionally
relative and essential to the proper functioning of the others; and
WHEREAS, it has been found and determined by the Board in accordance with its
lawful duties acting on behalf of the Cities that it is essential, appropriate and necessary
to the proper and orderly functioning of the Airport for its public purposes and for the
safety of the public in its travel by air that adequate Air Mail facilities be established,
constructed and equipped at the Airport for the free flow of Air Mail and for providing
other mail purposes and services, and for necessary maintenance and vehicle facilities
utilized in connection therewith, for the public using the Airport, all as a part of the
Airport's essential and necessary systems and facilities; and
WHEREAS,the funds with which to construct and develop the Airport have been and
will be obtained under the authority expressed,reserved and recited in a certain Ordinance
adopted jointly by the Cities, effective as of November 12, 1968, and bearing the short
title "1968 Regional Airport Concurrent Bond Ordinance" (hereinafter called "1968 Con-
current Bond Ordinance"); and
WHEREAS,among other rights reserved therein and subject to its other terms,Section
8.7 of the 1968 Concurrent Bond Ordinance reserves to the Cities, when requested by the
Board, the right, power and authority to issue Special Facility Bonds for the purpose of
paying all costs of construction of Special Facilities (as therein defined); and
WHEREAS, it has also been determined necessary and appropriate by the Board that
Air Mail Facilities be financed as a Special Facility, within the meaning of the 1968
Concurrent Bond Ordinance,through the issuance of the Special Facility Bonds hereinafter
described, and the Board has requested the Cities to issue bonds as such and for such
purposes, and, in accordance with the procedures and provisions described and provided
in the Contract and Agreement, the Board has executed a certain Air Mail Facility Lease
Agreement(hereinafter defined as and called the "Lease Agreement"), dated as of August
12, 1971, with The United States Postal Service as Lessee, the Lease Agreement and all
of its terms and provisions being hereby adopted by reference and incorporated herein
for all purposes; and
WHEREAS, the Board, as permitted by law and by the Contract and Agreement,
further considers it appropriate and necessary in the public interest to have the Air Mail
Facilities operated for and on behalf, but under and subject to its jurisdiction and control
and to the jurisdiction and control of the Cities under the Contract and Agreement, by
the Lessee; and
WHEREAS, the City Councils have each found and determined as to each that the
matters to which this Ordinance relates are matters of imperative public need and necessity
in the protection of the health, safety and morals of the citizens of each of the Cities,
and, as such, that this Ordinance is an emergency measure and shall be effective as to
each City respectively upon its adoption by its City Council; and
WHEREAS, as to each respective City Council, it has been found and determined and
it is ]hereby found and determined that the meeting at which this Ordinance is adopted
is open to the public as required by law and that notice of the time, place and purpose
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of said meeting was given and posted in accordance with the requirements of Article
6252-17, Section 3A, Vernon's Texas Civil Statutes, as amended;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF DALLAS, TEXAS:
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF FORT WORTH, TEXAS:
ARTICLE I
TITLE, FINDINGS AND RATIFICATION
Section 1.1 SHORT TITLE. This Ordinance may be cited by the short title "1972
REGIONAL AIRPORT AIR MAIL FACILITIES BOND ORDINANCE."
Section 1.2. FINDINGS. All of the declarations and findings contained in, recited or
repeated in the preambles of this Ordinance and in the preambles of the Lease Agreement
are made a part hereof and shall be fully effective as a part of the ordained subject matter
of this Ordinance and are adopted by the Cities as true and proper determinations and
findings of the Cities.
Section 1.3. RATIFICATION.All actions heretofore taken (not inconsistent with the
provisions hereof) by the Cities, by the Board and by the employees and officers of each
directed toward the Airport and the issuance of the bonds herein authorized, expressly
including the authorization, execution and delivery of the Lease Agreement by the Board
are hereby ratified, approved, confirmed, accepted and adopted.
ARTICLE II
DEFINITIONS AND CONSTRUCTION
Section 2.1. DEFINITIONS. In and throughout this Ordinance and any instruments,
documents or exhibits supplementary hereto, except where the context by clear implication
shall otherwise require, the following words shall have the following meanings, respec-
tively, to-wit:
(a) "Airport" or "Regional Airport" means the Dallas-Fort Worth Regional Air-
port, as aforesaid;
(b) "Air Mail Facilities" means and shall include the Initial Facilities and all
extensions, additions, improvements and modifications thereto;
(c) "Air Mail Facilities Bond Interest and Sinking Fund" means the fund by that
name created in Section 7.2 hereof and constituting a part of the Joint Airport Fund;
(d) "Air Mail Facilities Net Rent Clearance Fund" means the fund by that name
created in Section 7.2 hereof and constituting a part of the Joint Airport Fund;
(e)"Air Mail Facilities Bond Reserve Fund" means the fund by that name created
in Section 7.2 hereof and constituting a part of the Joint Airport Fund;
(f) "Air Mail Facilities Construction Fund" means the fund by that name created
in Section 5.2 of this Ordinance and constituting a part of the Joint Airport Fund;
(g) "Additional Bonds", "Completion Bonds" or "Refunding Bonds" mean any
Bonds issued for the respective purposes specified in Article VIII hereof;
(h) "Board" means the Board of Directors of the Dallas-Fort Worth Regional
Airport, as aforesaid;
(j)"Bonds" means the Series 1972 Bonds,the Completion Bonds and the Additional
Bonds, and any Refunding Bonds, as each is hereinafter defined, and all of which
are Special Facility Bonds under the 1968 Concurrent Bond Ordinance;
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(k) "Cities" means collectively the municipal corporations and political bodies
known as the City of Dallas, in the County of Dallas and State of Texas, and the
City of Fort Worth, in the County of Tarrant and State of Texas, and such term shall
also be deemed to include and refer to, in all appropriate ways, any successor political
body, authority or subdivision if the Airport shall ever be transferred thereto as
permitted by Section 9.3 hereof;
(1) "City Council" or "City Councils" mean in each instance the governing body
of the City of Dallas or the City of Fort Worth or the plural thereof shall mean and
refer to the governing bodies of both said Cities;
(m) "Contract and Agreement" means that certain agreement entitled "Contract
and Agreement," dated and effective as of April 15, 1968, by and between Dallas and
Fort Worth, which by its terms continues, expands, and further defines the powers
-and duties of the Board,creates the Joint Airport Fund,as herein defined, and provides
for the construction and operation of the Regional Airport;
(n) "Costs of the Air Mail Facilities" or "Costs of the Initial Facilities" means
all of the applicable items relating to the Air Mail Facilities, as provided in paragraph
O of Section 2.1 of the 1968 Concurrent Bond Ordinance; including the costs of grading
and trunk drainage of the land leased under the Lease Agreement;
(o) "Dallas" means the City of Dallas, Texas;
(p) "Director of Engineering" means the chief staff engineer of the Board;
(q) "Director of Finance" means the Director of Finance of the Board;
(r) "Executive Director" means the chief administrative and executive officer of
the Board as described and required by the Contract and Agreement;
(s) "Event of Default" means any of the events stated in Section 10.1 hereof as
events of default;
(t) "Fort Worth" means the City of Fort Worth, Texas;
(v)"Ground Rent"means the ground rental payable under Section 4(a)of the Lease
Agreement;
(v) "Holder" when used in conjunction with the Bonds or coupons appertaining
to the Bonds means the person in possession and the apparent owner of the designated
item;
(w) "Independent Accountant" means any Certified Public Accountant or firm of
Certified Public Accountants duly licensed to practice and practicing as such under
the laws of the State of Texas, appointed and paid by the Board, who is, in fact,
independent and not under the dominion of the Board or the Cities.
(x)"Initial Air Mail Facilities"or "Initial Facilities" means the properties, facili-
ties and equipment to be constructed or provided from the proceeds of the Series 1972
Bonds and any Completion Bonds required to complete the construction for which
the Series 1972 Bonds were issued.
(y)"Investment Securities" means any of the securities from time to time permit-
ted by the agreement with the Treasurer to be utilized by him as security for the
funds on deposit with him;
(z) "Joint Airport Fund" means the master fund by that name created in the
Contract and Agreement between the Cities for the purpose of accurately and ade-
quately recording and accounting for the ownership, operations and properties to the
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joint venture evidenced by the Contract and Agreement, all as described and provided
in Section 17 of the Contract and Agreement;
(aa) "Lease Agreement" means the agreement with the Lessee described in the
preamble hereof;
(bb)"Lessee" means the United States Postal Service and includes any successors
thereof;
(cc)"Net Rent"means the rent due under Section 4(b)of the Agreement and herein
pledged to the payment of the Bonds;
(dd) "Pledged Revenues" means the revenues specified in Section 7.1;
(ee) "1968 Concurrent Bond Ordinance" means the Ordinance referred to by that
name in the preamble hereof;
(fI) "Paying Agent" or "Paying Agents," with respect to the Series 1972 Bonds,
means the First National Bank in Dallas, Dallas, Texas; The First National Bank
of Fort Worth, Fort Worth,Texas; and The Chase Manhattan Bank (National Associ-
ation), New York, New York; and, with respect to any other Bonds issued hereunder,
to the bank or banks named in the ordinance authorizing their issuance. The Director
of Finance shall make transfers of funds on deposit in the Interest and Sinking Fund
for payment of the principal of and interest on the Series 1972 Bonds to the First
National Bank in Dallas, Dallas, Texas, on behalf of the Paying Agents at least five
(5) days prior to the due dates and redemption dates.
(gg) "Series 1972 Bonds" means the series of Bonds authorized in Article III
hereof;
(hh) "Treasurer" means the then duly designated Treasurer for the Board and
the Joint Airport Fund as described and contemplated in the Contract and Agreement.
Section 2.2. CONSTRUCTION AND EFFECT OF COVENANTS. This Ordinance, ex-
cept where the context hereof by clear implication shall otherwise require, shall be
construed and applied as follows:
(a) Definitions include both singular and plural.
(b) Pronouns include both singular and plural and cover all genders.
(c)Any percentage of Bonds,for the purposes of this Ordinance, shall be computed
on the basis of the unpaid principal amount thereof outstanding at the time the
computation is made or is required to be made hereunder.
(d) None of the covenants herein shall ever impose, or be construed as imposing,
a liability or obligation on the part of the Cities, or either of them, or the Board,
either (i) to pay the principal of or interest on any Bonds out of any funds derived
by taxation; or (ii) to pay the Bonds out of the "Gross Revenues" of the Airport, as
defined in the 1968 Concurrent Bond Ordinance.
(e) All covenants contained herein which require the performance of an affirma-
tive, common or joint act with respect to the Airport, the Air Mail Facilities or the
Bonds shall be performed, on behalf of the Cities acting jointly, by the Board, and
from and after the effective date of this Ordinance, the Board shall be obligated to
undertake and perform each and every such covenant and this Ordinance shall consti-
tute a directive and order to the Board to that effect.
(f) All covenants contained herein requiring the Cities to pay the principal of and
the interest on Bonds shall be joint, and not several, obligations, and all such obliga-
tions shall be payable and collectible solely from Pledged Revenues, such revenues
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being owned in undivided interests by Dallas (to the extent of 7/1 1ths thereof) and
by Fort Worth (to the extent of 4/liths thereof); and, each and every Holder of Bonds
shall by his acceptance thereof consent and agree that no claim, demand, suit or
judgment for the payment of money, shall ever be asserted, entered or collected
against either City individually, except out of said funds and exceeding in the case
of Dallas an amount equal to 7/ilths of the total amount asserted or demanded, and
in the case of Fort Worth an amount equal to 4/11ths of the total amount asserted
or demanded.
(g) In the event of a transfer of the Airport to another political body or political
subdivision, as permitted by Section 9.3 hereof, the governing board of such political
body,when operating the Airport under and subject to the provisions of this Ordinance,
shall be obligated to perform all of the covenants and duties hereof imposed upon
the Cities themselves or upon the Cities acting through the Board, and shall be
authorized to exercise the rights reserved herein to the Cities or to the Board in such
manner as may be appropriate and consistent with its usual and customary methods
of exercising similar rights in other instances so long as the method or methods utilized
do not impair or defeat the substantive purposes of this Ordinance.
(h) Nothing in this Ordinance shall be deemed or construed to prohibit the Cities
or the Board from constructing, financing and equipping in any lawful manner any
facilities for the Airport considered by the Board to be necessary or desirable in
connection therewith, including, but not limited to, the construction and financing
of other Special Facilities under the 1968 Concurrent Bond Ordinance and the issuance
of Special Facility Bonds therefor payable from lease agreements with any parties,
including the Lessee.
ARTICLE III
SERIES 1972 BONDS
Section 3.1. AUTHORIZATION. (a) For the purpose of providing funds with which to
pay the Costs of the Initial Facilities, it is hereby declared necessary that the Cities
authorize and issue,and the Cities hereby authorize and direct the issuance of,"Dallas-Fort
Worth Regional Airport Air Mail Special Facilities Revenue Bonds, Series 1972" (herein-
above defined as the"Series 1972 Bonds"),in the aggregate principal amount of$12,000,000,
payable both as to principal and interest solely out of Pledged Revenues, as described,
defined and pledged herein.
(b) The Series 1972 Bonds are and shall be "Special Facility Bonds," issued under the
authority reserved to the Cities in Section 8.7 of the 1968 Regional Airport Concurrent
Bond Ordinance and pursuant to the authority granted the Cities under and by virtue
of Article 1269]-5.1, Article 1269j-5.2, Article 46d, and other applicable provisions of Ver-
non's Texas Civil Statutes, as amended.
Section 3.2. DATE, DENOMINATION, MATURITIES AND INTEREST RATES. The
Series 1972 Bonds shall be dated October 1, 1972, shall be in the denomination of $5,000
each,numbered in direct numerical order from 1 through 2400 and shall mature and become
due and payable serially on November 1 in each of the years and in the amounts and
bearing interest per annum from their date to their stated maturity or earlier redemption
as follows, to-wit:
Years Amounts Maturing Rate of Interest
1975 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $355,000 4%
1976 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 375,000 4.20%
1977 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 400,000 4.35%
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Yearn Amounts Maturing Rate of Interest
1978 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $425,000 4.45%
1979 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 450,000 4.55%
1980 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 475,000 4.65%
1981 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 505,000 4.75%
1982 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 535,000 4.85%
1983 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 565,000 4.95%
1984 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 600,000 5.05%
1985 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 635,000 5.15%
1986 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 675,000 5.25%
1987 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 715,000 5.35%
1988 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 760,000 5.45%
1989 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 805,000 5.50%
1990 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 855,000 5.55%
1991 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 905,000 5.55%
1992 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,965,000 5.55%
Interest at such rates shall be evidenced by coupons initially attached to each said Bond
payable on May 1, 1973 and semi-annually thereafter on each November 1 and May 1.
Section 3.3. PAYING AGENT. Both the principal of and the interest on the Series
1972 Bonds shall be payable to bearer in lawful money of the United States of America
without deduction for exchange or collection charges at the offices of the Paying Agents.
Section 3.4.PRIOR REDEMPTION. (a)Those Series 1972 Bonds maturing on and after
November 1, 1988, shall be subject to redemption for any purpose prior to their respective
maturities,at the option of the Cities,in whole,or in any part in inverse order of maturities,
and by lot within a maturity, on November 1, 1987, and on any interest payment date
thereafter for a price equal to the principal amount of each such bond so redeemed and
accrued interest thereon to the redemption date.
(b) At least thirty (30) days before the date fixed for any such redemption, the Board,
acting on behalf of the Cities, shall cause a written notice of such redemption to be
published at least once in a newspaper or financial publication published in the City of
New York, New York. By the date fixed for any such redemption, due provision shall be
made with the Paying Agents for the payment of the principal amount of the Series 1972
Bonds to be so redeemed, plus accrued interest thereon to the date fixed for redemption.
If the written notice of redemption is published, and if due provision for payment is made,
all as provided above, the Series 1972 Bonds, which are to be so redeemed, thereby
automatically shall be redeemed prior to maturity, and they shall not bear interest after
the date fixed for redemption, and shall not be regarded as being outstanding for any
purpose except for the purpose of receiving the funds so provided for such payment.
Section 3.5. FORM. The form of the Series 1972 Bonds, including the form of Registra-
tion Certificate of the Comptroller of Public Accounts of the State of Texas to be printed
and endorsed on each bond, and the form of the interest coupons to be attached thereto,
shall be, respectively, substantially as follows, to-wit:
(FORM OF SERIES 1972 BONDS)
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF DALLAS AND TARRANT
DALLAS-FORT WORTH REGIONAL AIRPORT
AIR MAIL SPECIAL FACILITIES REVENUE BOND
SERIES 1972
NO................. $5,000
On the 1st day of November, 19...., the Cities of Dallas and Fort Worth (herein
collectively called the "Cities"), municipal corporations duly incorporated under the laws
7
of the State of Texas, for value received, hereby jointly promise to pay to bearer solely
from the revenues and funds described herein, the total principal sum of
FIVE THOUSAND DOLLARS
and to pay interest thereon from the date hereof to the maturity or earlier redemption
of this bond at the rate of ....% per annum, evidenced by initially attached coupons payable
May 1, 1973, and semi-annually thereafter on each November 1 and May 1. Both principal
and interest shall be payable in lawful money of the United States of America upon
surrender of this bond or the proper coupons as they severally become due at the First
National Bank in Dallas, Dallas, Texas, or at The First National Bank of Fort Worth,
Fort Worth, Texas or at The Chase Manhattan Bank (National Association), New York,
New.York, paying agents, without exchange or collection charges to the bearer hereof.
The bonds of this series maturing on and after November 1, 1988, shall be redeemable
prior to maturity in whole, or in part in inverse order of maturities, and by lot within
a maturity, at the option of the Cities, on November 1, 1987 or on any interest payment
date thereafter, for a redemption price equal to the principal amount of the bonds thus
redeemed plus accrued interest to the date fixed for redemption. If bonds shall be redeemed
pursuant to this paragraph, then written notice of such redemption shall be given in the
manner specified in the Ordinance of the Cities authorizing this series of bonds. By the
date fixed for any such redemption, due provision shall be made with the paying agents
for the payment of the principal amount of the bonds to be so redeemed, plus accrued
interest thereon to the date fixed for redemption. If the written notice of redemption is
published,and if due provision for payment is made, all as provided above,the bonds,which
are to be so redeemed, thereby automatically shall be redeemed prior to maturity, and
they shall not bear interest after the date fixed for redemption, and shall not be regarded
as being outstanding for any purpose except for the purpose of receiving the funds so
provided for such payment.
This bond is one of a duly authorized issue of bonds dated October 1, 1972, numbered
from 1 through 2400, of the denomination of $5,000 each, aggregating $12,000,000, issued
by the Cities for the purpose of providing funds for the construction and equipment of
the Initial Air Mail Facilities for the jointly owned Dallas-Fort Worth Regional Airport
of the Cities. For the purpose of providing for the issuance of this series of bonds and
securing the payment thereof, the Cities have jointly adopted a certain ordinance known
by the short title as the "1972 Regional Airport Air Mail Facilities Bond Ordinance," and
therein have jointly pledged their respective interests in certain moneys therein defined
as"Pledged Revenues," which term includes certain net rents to be derived by the Dallas-
Fort Worth Regional Airport Board (the "Board") under and pursuant to the terms of
a certain/Air Mail Facilities Lease Agreement, dated as of August 12, 1971, between the
Board and the United States Postal Service. Said Pledged Revenues, including said net
rent, will be on deposit from time to time in various funds created and confirmed in and
pursuant to the 1972 Regional Airport Air Mail Facilities Bond Ordinance, and are un-
conditionally and irrevocably committed and pledged to the purposes specified for said funds
including the payment of this series of bonds..Reference is made to said Bond Ordinance
and to said Lease Agreement for a further description of Pledged Revenues and said net
rent, the nature and extent of the security thereof, a statement of the rights, duties and
obligations of each of the Cities, including the right to issue other bonds on a parity as
to lien with this series of bonds under the conditions and with the effect stated, the rights
and remedies of bondholders in the event of default thereunder,and the rights and priorities
of the holders of this series of bonds and other bonds issued thereunder,to all the provisions
of which the holder thereof by the acceptance of this bond assents and agrees.
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As provided in said Bond Ordinance, the obligations of the Cities to pay money hereon
out of Pledged Revenues are joint, and not several, and no claim, demand, suit or judgment
shall ever be asserted, entered or collected against or from one City without the other
and no individual liability shall ever exceed in the case of Dallas 7/iiths of the total amount
thereof, and in the case of Fort Worth 4/1 iths of the amount thereof, and such sums shall
be payable and collectible solely from the funds in which Pledged Revenues shall from
time to time be on deposit.
The holder hereof shall never have the right to demand payment of this obligation
out of any funds raised or to be raised by taxation.
It is hereby certified and recited that all acts and things required by the Constitution
and laws of the State of Texas to be done, to exist, and to be performed precedent to
and in the issuance of this bond and the Series of which it is one, the adoption of the
1972 Regional Airport Air Mail Facilities Bond Ordinance and the execution and delivery
of said Lease Agreement have been done, do exist and have been performed as so required.
IN WITNESS WHEREOF, the City Council of the City of Dallas, Texas, has caused
the seal of that City to be impressed, printed or lithographed hereon and this bond to
be signed by the facsimile signature of its Mayor and countersigned by the facsimile
signatures of its City Auditor and its City Secretary; and the City of Fort Worth, Texas,
has caused the seal of that City to be placed hereon and this bond to be signed by the
facsimile signature of its Mayor, countersigned by the facsimile signature of its City
Secretary, and approved as to form by the facsimile signature of its City Attorney; and
each said City Council has caused the attached coupons to be signed by the facsimile
signatures of the Mayor and City Auditor of the City of Dallas and by the Mayor and
City Secretary of the City of Fort Worth.
------------------------------------------
Mayor, City of Dallas, Texas
COUNTERSIGNED:
------------------------------------------
City Auditor, City of Dallas, Texas
City Secretary, City of Dallas, Texas
----------------------
Mayor, City of Fort Worth, Texas
COUNTERSIGNED:
City Secretary, City of Fort Worth, Texas
APPROVED AS TO FORM:
------------------------------------------
City Attorney, City of Fort Worth, Texas
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(FORM OF COUPONS)
No. ............ $............................
ON THE 1st DAY OF
I. ......................... 19........
Unless due provision has been made for the redemption prior to maturity of the below
numbered bond to which this coupon appertains, the City of Dallas, Texas, and the City
of Fort Worth, Texas, jointly promise to pay to bearer, but solely out of the revenues
specified, and subject to the conditions stated, in said bond at the First National Bank
in Dallas, Dallas, Texas or at the First National Bank of Fort Worth, Fort Worth, Texas
or at The Chase Manhattan Bank (National Association), New York, New York, without
exchange or collection charges to the bearer hereof, the sum specified on this coupon, in
lawful money of the United States of America,for interest then due on the below numbered
bond.of the issue entitled "Dallas-Fort Worth Regional Airport Air Mail Special Facilities
Revenue Bonds, Series 1972" dated October 1, 1972. The holder hereof shall never have
the right to demand payment of this obligation out of any funds raised or to be raised
by taxation. Bond No. ...............................
_ ---- Mayor, City of Dallas, Texasp~ _
COUNTERSIGNED:
- -
City Auditor, City of Dallas, Texas
------------------------------------------
Mayor, City of Fort Worth, Texas
COUNTERSIGNED:
-
City Secretary, City of Fort Worth, Texas
(FORM OF COMPTROLLER'S REGISTRATION CERTIFICATE)
OFFICE OF COMPTROLLER
STATE OF TEXAS
REGISTER NO. ........
I hereby certify that this bond has been examined,certified as to validity and approved
by the Attorney General of the State of Texas in accorance with his written approving
certificate on file in my office; and that this bond has been by me this day registered as
required by law.
Witness my signature and seal this ............................................................
(SEAL] Comptroller of Public Accounts of the State
of Texas
10
ARTICLE IV
EXECUTION, APPROVAL, REGISTRATION, SALE AND DELIVERY
OF SERIES 1972 BONDS
Section 4.1.METHOD OF EXECUTION. Each of the Series 1972 Bonds shall be signed
and.executed on behalf of the City of Dallas by the facsimile signature of its Mayor and
countersigned by the facsimile signatures of its City Auditor and its City Secretary, and
the corporate seal of that City shall be impressed, printed or lithographed on each bond.
.Each of the Series 1972 Bonds shall be signed and executed on behalf of the City of Fort
Worth by the facsimile signature of its Mayor and countersigned by the facsimile signature
of its City Secretary, and approved as to form by the facsimile signature of its City
Attorney, and its corporate seal shall be impressed, printed or lithographed upon each
bond. The respective signatures.of the Mayor and City Auditor of the City of Dallas and
of the Mayor and City Secretary of the City of Fort Worth shall be lithographed or printed
upon the coupons attached to the Series 1972 Bonds. All facsimile signatures placed upon
the bonds and their coupons shall have the same effect as if manually placed thereon,
all as provided in Article 717j, Vernon's Texas Civil Statutes, as amended.
Section 4.2. APPROVAL AND REGISTRATION. The Board is hereby authorized to
have control and custody of the Series 1972 Bonds and all necessary records and proceedings
pertaining thereto pending their delivery, and the Chairman, officers and employees of
the Board and of the Cities are hereby authorized and instructed to make such certifications
and to execute such instruments as may be necessary to accomplish the delivery of said
bonds and to assure the investigation,examination, and approval thereof by the Attorney
General of the State of Texas and their registration by the State Comptroller of Public
Accounts. Upon registration of the Series 1972 Bonds, the Comptroller of Public Accounts
(or a deputy designated in writing to act for .him) shall be .requested to sign manually
the Comptroller's Registration Certificate prescribed herein to be printed and endorsed
on each bond and the seal of the Comptroller shall be impressed or printed or lithographed
thereon.The Chairman of the Board shall be further authorized to make such agreements
with the purchasers of said bonds as may be necessary to assure that the same will be
delivered to such purchasers in accordance with the terms of sale at the earliest practicable
date after the adoption of this Ordinance.
Section 4.3.AWARD AND SALE. The Series 1972 Bonds are hereby sold in accordance
with law and shall be delivered to Merrill Lynch, Pierce, Fenner & Smith Incorporated
and F. S. Smithers & Co. Inc. for a price of $11,808,000 plus interest from the date of
the Series 1972 Bonds accrued to the date of delivery thereof. The official bid of the
purchasers of said Bonds is hereby accepted and approved, and shall be executed on behalf
of the City of Dallas by the City Manager with its corporate seal impressed thereon,
attested by the City Secretary,countersigned by the City Auditor, and approved as to form
by the City Attorney. The same shall be executed on behalf of the City of Fort Worth
by the City Manager with its corporate seal impressed thereon, attested by the City
Secretary, and approved as to form and legality by the City Attorney.
ARTICLE V
DISPOSITION OF BOND PROCEEDS, USES AND WITHDRAWALS.
Section 5.1. INTEREST DURING CONSTRUCTION. (a) It is hereby found and deter-
mined that the estimated period to complete construction of the Initial Facilities is
twenty-five (25) months from October 1, 1972, and accordingly the amount equal to the
interest to become due on the Series 1972 Bonds during said period is hereby appropriated
from the proceeds of the sale of said Bonds and ordered to be deposited to the credit of
the_Air Mail Facilities Bond Interest and Sinking Fund. If it shall become necessary to
remove or withhold the amount required to be appropriated by this Subsection (a) from
11
the custody of the Treasurer in order to comply with the requirements of Section 7.5(b),
then,upon written order of the Director of Finance, that part of the Interest and Sinking
Fund containing said amount shall be placed in trust with the First National Bank in
Dallas, Dallas, Texas, one of the Paying Agents for the Series 1972 Bonds. Such portion
of the Interest and Sinking Fund thus held by said Paying Agent for the benefit of the
Holders of the Bonds, and pending its use to pay interest on the Series 1972 Bonds, shall
be invested from time to time in Investment Securities as may be directed by the Board;
provided however that no such investment shall be made which will be inconsistent with
the provisions of the Contract and Agreement or the Lease Agreement,then the Contract
and Agreement and Lease Agreement are hereby amended to accommodate the require-
ments of this paragraph (a).
(b) In addition to the directions contained in paragraph (a), next above, it is hereby
directed that from the proceeds of the Series 1972 Bonds, the sum of $1,050,000 shall be
deposited into the Air Mail Facilities Bond Reserve Fund and used, applied and devoted
to the purposes specified elsewhere herein for money on deposit in said Fund.
Section 5.2. AIR MAIL FACILITIES CONSTRUCTION FUND. Except as otherwise
provided in Section 5.1, hereof, all proceeds derived from the sale of the Series 1972 Bonds
shall be deposited promptly upon the receipt thereof in the Air Mail Facilities Construction
Fund, which is hereby created, and the moneys within said Fund shall be used solely for
the purpose of paying the Costs of the Initial Facilities.
Section 5.3. PROCEEDS FROM OTHER SERIES. The proceeds derived from the sale
of Completion Bonds,Additional Bonds or Refunding Bonds shall be deposited and disbursed
in accordance with directions contained in the ordinance or ordinances authorizing the
issuance thereof.
Section 5.4. DISBURSEMENTS FROM CONSTRUCTION FUND; SURPLUS. (a) Be-
fore any moneys shall be withdrawn or any payments shall be made from the Air Mail
Facilities Construction Fund for Costs of the Air Mail Facilities which directly relate to
the physical construction and equipment thereof there shall be filed with and approved
by the Executive Director—
(i) a voucher which may contain any number of items signed by the Director of
Engineering and stating in respect of each item to be paid—
(a) the item number of the payment;
(b) the name of the person to whom payment is due;
(c) the amount or amounts to be paid;
(d)the purpose for which the obligation to be paid was incurred in such detail
as shall be satisfactory to the Director of Finance; and
(ii) a certificate signed by the Director of Engineering and attached to the voucher
certifying—
(a)that the obligations in the stated amounts have been incurred by the Board
and that each item thereof is a proper charge against the Air Mail Facilities
Construction Fund and has not been paid;
(b) that there has not been filed with or served on the Board any notice of
lien, right of lien, or attachment upon or claim affecting the right to receive
payment of any moneys payable to any person named in such voucher which
has not been released or will not be released simultaneously with the, payment
of such obligations;
(c) that such voucher contains no payment on account of any retained per-
centage which the Board at the date of such certificate is entitled to retain; and
12
(d) that insofar as any such obligation was incurred for work, materials,
equipment or supplies such work was actually performed in the furtherance of
the Air Mail Facilities or delivered at the site thereof for that purpose or delivered
for storage or fabrication at a place or places approved by the person signing
the certificate and under the control of the Board.
If the Executive Director shall determine that such voucher and certificate are in the
form and contain the information required by this paragraph, and that such payments
are due, he shall be authorized to make payment thereof in such manner as is customarily
employed by the Board for the payment of other expenses thereof.
(b) Before any moneys shall be withdrawn or any payments shall be made from the
Air Mail Facilities Construction Fund for Costs of the Air Mail Facilities other than those
contemplated in paragraph (a),above,including expenses of administration and other items
included as a part of the term"Costs of the Air Mail Facilities"as defined in this Ordinance,
the Board shall adopt and maintain a current schedule of Air Mail Facilities Construction
Fund uses. Moneys within the Air Mail Facilities Construction Fund may be expended
for such purposes at such times as expenditures may be required upon the execution of
a certificate by the Executive Director to the effect that such expenditures are itemized
in or contemplated by such schedule of Air Mail Facilities Construction Fund Uses. Other-
wise,such expenditures shall not be made unless the expenditure thereof shall be approved
by resolution adopted by the Board, which resolution shall recite the purpose of the
expenditure and shall recite that the expenditure is a proper Cost of the Air Mail Facilities.
(c) When the Initial Facilities, or any item of additional improvements made with the
proceeds of Bonds, shall have been completed in accordance with the plans and specifi-
cations thereof, and when all amounts due therefor, including all proper incidental ex-
penses, shall have been paid, the Director of Engineering shall file with the Executive
Director and the Board a certificate so stating, and thereupon the Board shall cause the
transfer of all moneys remaining in the Air Mail Facilities Construction Fund, if any,
to the Air Mail Facilities Bond Interest and Sinking Fund.
ARTICLE VI
LEASE AGREEMENT, COLLECTION OF NET RENT
Section 6.1. LEASE AGREEMENT. (a) The Cities covenant and warrant (i) that the
Lease Agreement has been duly and lawfully entered into, executed and delivered by the
Cities acting by and through the Board and represents a valid and subsisting lease
agreement of the Cities, the Board and the Lessee, enforceable in accordance with its
terms; (ii) that this Ordinance has been approved by the Lessee in conformity with the
requirements of the Lease Agreement; (iii) that during any period during which Bonds
are outstanding under this Ordinance, neither the Cities nor the Board will consent to
or grant any modification of, or amendment or concession to, by supplemental or amenda-
tory agreement or otherwise,the provisions of paragraphs(b)and(c)of Section 4 or Section
33 of the Lease Agreement;(iv)that during any period during which Bonds are outstanding
under this Ordinance neither the Cities nor the Board will consent to or grant any
modification of, or amendment or concession to/ty supplemental or amendatory agreement
or otherwise, any other provision of the Lease Agreement,which modification, amendment
or concession would have the effect of reducing, altering or modifying the obligations and
commitments of the Lessee contained in paragraphs (b) and (c) of Section 4 of the Lease
Agreement or Section 33 thereof, or would minimize, reduce or lessen the rights of the
Board in the event of a default in the payment of Net Rent by the Lessee thereunder,
or would materially and adversely affect the security herein provided for the payment
of Bonds; and (v) that the Cities and the Board will strictly observe and abide by their
commitments contained in the Lease Agreement and will strictly enforce the obligations
of the Lessee thereunder.
13
Section 6.2. COLLECTION OF NET RENT. The Cities, acting by and through the
Board,shall,through appropriate billings,statements or otherwise,furnished and delivered
to the Lessee, cause the Net Rent payable under the Lease Agreement to be collected
by the Board not less than one (1) full business day prior to the dates specified in Article
VII hereof for the deposit or transfer into the various funds created therein for the
purposes described, and the dates on which such collections are required, and the amounts
required by said Article VII hereof,for the purposes of this Ordinance and for the purposes
of paragraph (b) of Section 4 and all other relevant paragraphs and Sections of the Lease
Agreement shall be the due date for the payment and collection of Net Rent and the times
and amounts payable thereunder.
ARTICLE VII
PLEDGE, SPECIAL FUNDS, FLOW OF FUNDS
Section 7.1. PLEDGE. The Bonds shall be and are hereby declared to be payable solely
from and secured by an irrevocable first and superior lien on and pledge of (a) the Net
Rent (except that part received on account of the costs and charges of any paying agent
or paying agents or any trustee or trustees for the Bonds) and the Special Funds herein
created in which Net Rent from time to time shall be on deposit as herein required; (b)
any amounts on deposit in the Special Funds herein created and credited against the Net
Rent payable by Lessee under paragraph (b) of Section 4 of the Lease Agreement; and
(c) in the event of a default in the payment of Net Rent by the Lessee under the Lease
Agreement,then the gross receipts,less expenses of collection,derived by the Board from
the exercise of any Remedy On Default specified or permitted by Section 34 of=the Lease
Agreement. All of the items of moneys described above are herein ,collectively called and
defined as the "Pledged Revenues." No Bonds issued hereunder shall ever be payable in
whole or in part from Gross Revenues of the Airport as defined in the 1968 Concurrent
Bond Ordinance and no holder of any bonds issued hereby shall ever have the right to
demand payment of these Bonds out of any funds raised or to be raised by taxation.
Section 7.2. SPECIAL FUNDS. In addition to the Air Mail Facilities Construction Fund
and the other funds heretofore and hereafter established as a part of the Joint Airport
Fund pursuant to the Contract and Agreement, the 1968 Concurrent Bond Ordinance and
other ordinances authorizing bonds relating to the Airport, the Cities hereby establish
within the Joint Airport Fund and direct that the same be maintained by the Board the
following special funds, to-wit:
(a) Air Mail Facilities Net Rent Clearance Fund;
(b) Air Mail Facilities Bond Interest and Sinking Fund; and'
(c) Air Mail Facilities Bond Reserve Fund.
Section 7.3. FLOW OF FUNDS. That portion of Pledged Revenues credited against
the Net Rent payable by Lessee under paragraph (b) of Section 4 of the Lease Agreement
shall at all times remain in or be transferred to the appropriate funds created in 'and
as directed by this Ordinance. Net Rent shall be collected by the Board and shall be paid
by the Lessee in the amounts and on the dates required by Section 6.2 hereof and, as
collected, shall be held in the Air Mail Facilities Net Rent Clearance Fund within the
Joint Airport Fund, and the Board shall make necessary deposits and transfers thereof
in the following order and on the dates and in the amounts indicated, to-wit:
(a)The Board shall transfer to the Air Mail Facilities Interest and Sinking Fund,
after accounting for any moneys already on deposit therein and available for the
purposes, as aforesaid-
14
W beginning on October 1, 1974, and on the 1st day of each month thereafter,
an amount necessary provide 1/6th of the amount of interest to become due on
the Series 1972 Bonds on May 1, 1975 and on each succeeding interest payment
date thereafter; provided, however, that no transfers shall be required on such
dates to the extent money has been provided from future issues of Completion
or Additional Bonds to pay the interest then becoming due on the Series 1972
Bonds;
(ii)beginning on October 1, 1974, and on the 1st day of each month thereafter
through September 1, 1992, an amount equal to 1/12th of the principal maturing
on the Series 1972 Bonds on November 1 in each next succeeding year, except
that in the year 1992 full credit shall be given to all funds in the Air Mail Facilities
Bond Reserve Fund; and
(b)On the first day of each month hereafter, after making any transfers required
by paragraph(a), next above, the Board shall be authorized and required to pay from
Pledged Revenues any fee or fees of the Paying Agent or Paying Agents for the Bonds
or any other fees or charges authorized or permitted which may be or will become
due during the month.
(c) During the period the Series 1972 Bonds are the only Bonds outstanding and
so long as the Air Mail Facilities Bond Reserve Fund contains the amount initially
deposited therein as directed in Section 5.1(b) hereof, no further payments shall be
required or made thereto. If any Completion Bonds or Additional Bonds shall be issued,
then additional deposits shall be made into the Air Mail Facilities Bond Reserve Fund
as may be specified in the ordinance authorizing such Bonds in conformity with the
requirements of Article VIII hereof. If at the close of business on September 30th
of any year, said Reserve Fund shall contain less than the amount initially deposited
therein, then any surplus amounts in the Air Mail Facilities Interest and Sinking
Fund shall be deposited to the credit of the Reserve Fund to the extent necessary
to restore the deficiency. If there is no surplus or if the surplus is insufficient, the
remaining deficiency shall be deposited in twelve (12) equal monthly installments
during the next succeeding twelve (12) month period.
Section 7.4. USES OFFUNDS. Moneys on deposit to the credit of the Air Mail Facilities
Bond Interest and Sinking Fund and the Air Mail Facilities Bond Reserve Fund shall be
used for the purposes and uses specified in this Section 7.4, as follows—
(a)AIR MAIL FACILITIES BOND INTEREST AND SINKING FUNDS—Moneys
on deposit in the Air Mail Facilities Bond Interest and Sinking Fund each year shall
be used solely and exclusively for the purpose of paying the interest on and principal
of the Bonds as such interest comes due and the principal thereof matures. The
Director of Finance shall make transfers of the funds on deposit therein to the Paying
Agents for such purposes at least five (5) days prior to the due date thereof.
(b)AIR MAIL FACILITIES BOND RESERVE FUND. For so long as any of the
Bonds shall be outstanding the Air Mail Facilities Bond Reserve Fund shall be held
as a reserve for the payment of principal and interest on the Bonds when and if
Pledged Revenues on deposit in the Air Mail Facilities Bond Interest and Sinking
Fund shall not be sufficient for such purposes. If such deficiencies occur, the Director
of Finance shall transfer money on deposit in the Air Mail Facilities Bond Reserve
Fund to the Air Mail Facilities Bond Interest and Sinking Fund for the uses specified
for that Fund, and the deficiency thus occuring in the Air Mail Facilities Bond Reserve
Fund shall be restored at the times required by paragraph (c) of Section 7.3 hereof.
Section 7.5. SECURITY AND INVESTMENT OF FUNDS. (a) For so long as moneys
relating to the Air Mail Facilities and the Bonds on deposit in the Joint Airport Fund
15
shell be held by the Treasurer, the same shall be secured in the manner provided by the
agreement from time to time in effect between the Board and the Treasurer. In the event
the Cities shall elect to place the moneys in said Fund, or any part thereof, elsewhere,
the same shall be secured at all times in the manner provided by law for other public
funds, and, except for current requirements, shall be continually invested in appropriate
Investment Securities. Earnings on the Air Mail Facilities Construction Fund shall be
retained therein for the purposes of said Fund. Earnings on the Air Mail Facilities Bond
Interest and Sinking Fund during construction of the Initial Facilities shall be transferred
to the Construction Fund; and thereafter, such earnings shall be retained in the Air Mail
Facilities Bond Interest and Sinking Fund and shall be applied in reduction of the Net
Rent required to be collected under the Lease Agreement. Earnings on the Air Mail
Facilities Bond Reserve Fund shall be deposited to the credit of said Fund if there is any
deficiency in said Fund until such time as the amount required to be on deposit therein
as provided by Section 7.3(c) hereof is satisfied. If there is no deficiency in said Fund,
earnings during construction of the Initial Facilities shall be transferred to the Air Mail
Facilities Construction Fund; and thereafter earnings on the Air Mail Facilities Bond
Reserve Fund shall be transferred to the Air Mail Facilities Bond Interest and Sinking
Fund and shall be applied in reduction of the Net Rent to be collected under the Lease
Agreement.All investment of moneys relating to the Air Mail acilities as herein provided
for shall be made in full recognition of and in compliance with the covenants contained
in the following subparagraph (b).
(b) The Cities covenant that throughout the term of the Series 1972 Bonds, they will
diligently comply with the requirements of Section 103(d) of the Internal Revenue Service
Code of 1954, as amended, so that such Bonds will not at any time become arbitrage bonds.
ARTICLE VIII
COMPLETION BONDS, ADDITIONAL BONDS AND REFUNDING BONDS
Section 8.1.COMPLETION BONDS. (a)The Cities reserve the right to issue Completion
Bonds payable from Pledged Revenues, for the purpose of completing (i) the payment of
the Costs of the Initial Facilities; and(ii)the payment of the Costs of the Air Mail Facilities
in connection with any project for which Additional Bonds have been issued.
(b) Completion Bonds shall be on a parity with and shall have the same rights and
privileges hereunder as the Series 1972 Bonds and any Additional Bonds issued hereunder.
Completion Bonds may be issued upon and subject to the following covenants and condi-
tions, to-wit:
(i) In any issue or issues of Completion Bonds relating to the Initial Facilities,
the Cities shall include within the principal amount of each issue, an amount equal
to (A) the interest to accrue thereon during the remaining estimated period prior to
which the Air Mail Facilities will be completely constructed; plus (B) the amount
necessary to cause the Air Mail Facilities Reserve Fund to have on deposit therein
an amount at least equal to the average annual principal and interest requirements
on the Series 1972 Bonds then outstanding and any Completion Bonds previously issued
and to be issued. The amount specified in Clause (A) shall be deposited to the Air
Mail Facilities Interest and Sinking Fund and the amount specified in Clause(B)shall
be deposited to the Air Mail Facilities Bond Reserve Fund.
(ii) The Chairman and Secretary of the Board shall execute a certificate stating
in effect that the Lessee is not in default under the Lease Agreement and that the
Cities'right to issue Completion Bonds with the effect as to the payment of increased
16
Net Rent thereunder has not been altered, rescinded, amended or changed by the
Lessee, the Board or the Cities.
(iii) The issuance of any Completion Bonds shall be approved by the Lessee in
the manner required by the Lease Agreement, as evidenced by a written instrument
executed by the Board and the Lessee under which the Net Rent under the Lease
Agreement will be increased in an amount sufficient to pay all principal of and interest
on the Bonds to be outstanding as the same mature and become due. The approval
of the Lessee shall not be unreasonably withheld.
(iv) Completion Bonds shall be made to mature on the same day and month, and
bear interest payable on the same days and months as the Series 1972 Bonds.
Section 8.2. ADDITIONAL BONDS. In addition to said right reserved to issue Comple-
tion Bonds, as provided in Section 8.1,the Cities reserve the right to issue Additional Bonds
payable from Pledged Revenues for the purpose of extending, improving, constructing,
repairing or replacing the Air Mail Facilities. Additional Bonds shall be on a parity and
of equal dignity with and shall have the same rights and privileges hereunder as the Series
1972 Bonds and any Completion Bonds. Additional Bonds may be issued upon and subject
to the following covenants and conditions, to-wit:
(a)The Cities shall not then be in default in any covenant, obligation or undertak-
ing contained in this Ordinance or in any other ordinance hereafter adopted relating
to any Bonds theretofore issued as shown by a certificate of the Chairman and
Secretary of the Board. Said certificate shall specifically certify that all payments
into various Funds herein created and established have been made in full and that
said Funds are current and there are no deficiencies in the amounts then required
to be on deposit therein.
(b) The Cities shall increase the amounts then required to be on deposit in the
Air Mail Facilities Bond Reserve Fund by including in each issue of Additional Bonds
an amount at least equal to theAmount necessary to cause the Air Mail Facilities
Bond Reserve Fund to have on deposit therein an amount at least equal to the average
annual principal and interest requirements on the Bonds to be outstanding after said
issue.
(c) The issuance of any Additional Bonds shall be approved by the Lessee in the
manner required by the Lease Agreement, as evidenced by a written instrument
executed by the Board and the Lessee under which the Net Rent under the Lease
Agreement will be increased in an amount sufficient to pay all principal of and interest
on the Bonds to be outstanding as the same mature and become due.
(d) Additional Bonds shall mature on the same day and month and bear interest
payable on the same days and months as the Series 1972 Bonds.
Section 8.3. REFUNDING BONDS. In addition to the Bonds authorized in Sections
8.1 and 8.2, the Cities shall have the right in accordance with any applicable law to issue
Refunding Bonds in any manner authorized by law to refund any part or all of any
outstanding Bonds at any time the Cities consider appropriate, provided that no Refunding
Bonds shall be issued which will have a lien on Pledged Revenues prior and superior to
any Bonds which will remain outstanding after the refunding.
Section 8.4. NO FURTHER ENCUMBRANCES OF PLEDGED REVENUES. Except
through the issuance of Completion Bonds,Additional Bonds or Refunding Bonds,the Cities
will not in any manner pledge or further encumber the Pledged Reserves herein committed
to the payment of Bonds.
17
ARTICLE IX
MISCELLANEOUS COVENANTS
Section 9.1. COMPLETION OF THE AIR MAIL FACILITIES. The Cities, to every
extent they lawfully may do so, covenant and agree to proceed without delay to commence
and complete the Initial Air Mail Facilities and all functionally related parts of the Airport
at the earliest practicable date.
Section 9.2. PAYMENT OF BONDS. Subject to the provisions of Section 2.2(d) and
Section 7.1 hereof, the Cities agree promptly to pay the principal of and interest on every
Bond at the places, on the dates, and in the manner specified herein and in the Bonds
and coupons appertaining thereto.
Section 9.3. TRANSFERS OF AIRPORT AND FACILITIES. So long as any Bonds
are outstanding and unpaid, the Cities shall not sell, transfer or dispose of the Air Mail
Facilities, except for the leasing thereof for operations as a part of the Airport, and for
the disposal of surplus or obsolete property of or as a part of the Airport in the course
of exercising the right specifically reserved under Section 9.6 of the 1968 Concurrent Bond
Ordinance, which includes the provisions of Section 9.6(B) all of which are incorporated
by reference herein and shall be deemed to be a part hereof, wherein the Cities retain,
reserve, and shall have the right and privilege of transferring, selling,leasing or disposing
of the entire properties and facilities constituting the Airport to another political body
or political subdivision of the State of Texas, which shall be authorized by law to own
and operate airports, subject to the conditions contained therein, all of which are incorpo-
rated by reference herein and shall be deemed to be a part hereof.
Section 9.4. RULES AND REGULATIONS. The Board, shall establish and enforce
reasonable rules and regulations for the use and occupancy, management, control, opera-
tion, care, repair and maintenance of the Airport; the Board will comply with all valid
acts, rules, regulations, orders and directives of any executive, administrative or judicial
body applicable to the Airport, unless the same shall be contested in good faith, all to
the end that it will remain operative at all times.
Section 9.5. BOOKS, AUDIT'S, INSPECTION. (a) So long as any Bonds remain out-
standing,proper books and records and accounts will be kept by the Board showing complete
and correct entries of all transactions relating to the Air Mail Facilities.
(b) The Board shall, after the close of its fiscal year, cause an audit of such books
and accounts to be made by an Independent Accountant, and each such audit shall include
the following:
(i) a complete schedule showing the beginning and ending balance in each of the
Funds created and established hereby;
(ii) all deposits to the credit of and all withdrawals from each Fund created and
established hereby;
(iii) a list of the insurance policies in force at the end of the Board's fiscal year,
setting out as to each policy the amount of the policy, the risks covered, the name
of the insurer, and the expiration date of the policy.
(c)All expenses incurred in the making of the audits and reports required by this Section
shall be regarded and paid by the Lessee as an expense of operation of the Air Mail
Facilities except during construction of the Initial Facilities when it shall be treated as
a Cost of the Initial Facilities. The Board shall furnish promptly (and in any event within
sixty (60) days from the time the audit and report is filed with the Cities) a copy of each
of such audits and reports upon request to any Holder of the Bonds.
18
Section 9.6. MAINTENANCE OF FACILITIES, INSPECTION. The Board covenants
that it will cause the Lessee to maintain the Air Mail Facilities at all times in good order
and condition, except for normal wear and tear and to make all necessary and appropriate
repairs thereto, subject to the provisions of the Lease Agreement. After the completion
of construction and acquisition of the Initial Air Mail Facilities, the Board will employ,
from time to time, a qualified architect or architectural firm as Consulting Architect, to
make an inspection of the Air Mail Facilities and a report concerning the condition thereof
at least once in each three year period. Such report shall be filed with the Board and
the Lessee.
Section 9.7. INSURANCE, The Board covenants that it will insure or cause to be
insured the Air Mail Facilities at all times until all Bonds secured hereby, and the interest
thereon, shall have been paid or provision for such payment shall have been made in a
responsible insurance company or companies authorized and qualified to assume the risk
against physical loss or damage however caused, with such exceptions as are ordinarily
required by insurers of structures or facilities of similar type, in the amount and manner
provided in the Lease.
The proceeds of all such insurance shall be available for, and shall to the extent
necessary be applied to the repair, replacement or reconstruction of the damaged or
destroyed property, and shall be held by the Board and disbursed in the manner provided
in the Lease Agreement for payments from the Construction Fund. If such proceeds are
more than sufficient for such purpose the balance remaining shall be deposited in the
Sinking Fund to the credit of the Lessee and shall be used to reduce the rentals of the
Lessee becoming due on the next succeeding rental payment date or dates.If such proceeds
shall be insufficient for such purpose, the deficiency shall be supplied as provided in the
Lease Agreement.
ARTICLE X
EVENTS AND REMEDIES OF DEFAULT
Section 10.1. DESCRIPTION. Each of the following occurrences or events for the
purposes of this Ordinance shall be and is hereby declared to be an "Event of Default,"
to-wit:
(a) The failure to make payment of the principal of any of the Bonds when the
same shall become due and payable;
(b) The failure to pay any installment of interest when the same shall become
due and payable and such failure shall continue for a period of thirty (30) days after
the due date thereof;
(c)Default in any covenant, undertaking or commitment contained in the Contract
and Agreement, the failure to perform which materially affects the rights of the
Holder of any Bonds;
(d) The Cities or the Board shall fail, refuse or neglect to enforce the payment
by the Lessee of Net Rent under the Lease Agreement, or otherwise fail, refuse or
neglect to enforce any other provisions of the Lease Agreement in a manner which
materially affects the rights of the Holders of the Bonds, including but not limited
to their prospect or ability to be repaid in accordance with the terms and provisions
of this Ordinance, and the continuation thereof for a period of sixty (60) days after
notice of such default by any Holder of any Bonds;
(e) An order or decree shall be entered by a court of competent jurisdiction with
the consent or acquiescence of the Cities appointing a receiver or receivers for the
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Airport or the Air Mail Facilities or for or of the rentals, rates, revenues, fees or
charges derived therefrom; or if any order or decreee having been entered without
the consent or acquiescence of the Cities shall not be vacated or discharged or stayed
on appeal within ninety (90) days after entry; or
(f) The Cities shall default in the due and punctual performance of any other of
the covenants, conditions, agreements and provisions contained in the Bonds or in
this Ordinance, and if such default shalveontinue for thirty (30) days after written
notice specifying such default and requiring the same to be remedied shall have been
given to the Cities, or to the Board by the Holders of not less than twenty-five percent
(25%) in aggregate principal amount of the Bonds then outstanding.
Section 10.2. REMEDIES FOR DEFAULT Upon the happening and continuance of
any of the Events of Default as provided in Section 10.1 hereof, then and in every case
any Bondholder, including but not limited to a trustee or trustees therefor, may proceed
against the Cities and the Board, for the purpose of protecting and enforcing the rights
of the Holders of Bonds or coupons under this Ordinance, by mandamus or other suit,
action or special proceeding in equity or at law, in any court of competent jurisdiction,
for any relief permitted by law, including the specific performance of any covenant or
agreement contained herein, or thereby to enjoin any act or thing which may be unlawful
or in violation of any right of the Bondholders hereunder or any combination of such
remedies. It is provided, however, that all such proceedings at law or in equity shall be
instituted, strictly subject to the provisions of Article II hereof and to Section 7.1-hereof,
and shall be had and maintained for the equal benefit of all holders of the Bonds and
the coupons then outstanding. Each right or privilege of any Bondholders (or trustee
thereof) shall be io addition to and cumulative of any other right or privilege and the
exercise of any right or privilege by or on behalf of any Holders shall not be deemed a
waiver of any other right or privilege thereof.
ARTICLE XI
AMENDMENTS TO ORDINANCE
Section 11.1. LIMITATIONS. (a) This Ordinance may be amended by concurrent ordi-
nances adopted by the City Councils with the written consent of the Lessee and the Holders
of 662/3% of the Bonds outstanding hereunder at the time of the adoption of such amenda-
tory ordinance (not including any Bonds then held or owned by the Cities); provided,
however, that no such ordinance shall have the effect of permitting=
(i) an extension of the maturity of any Bonds;
(ii) a reduction in the principal amount of any Bonds,the rate of interest thereon,
or any redemption premium payable thereon;
(iii) the creation of a lien upon or a pledge of revenues ranking prior to the lien
or pledge created hereby;
(iv) a reduction of the principal amount of bonds required for consent to such
amendatory ordinance;
(v) the establishment of priorities among Bonds; or
(vi) the modification of or otherwise affecting the rights of the Holders of less
than all of the Bonds then outstanding.
(b) NOTICE OF AMENDMENT. Whenever the Cities shall propose to amend this
Ordinance, the Cities shall cause notice of the proposed amendment to be published one
time in a financial newspaper or financial journal published in the City of New Work, New
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York. Such notice shall briefly state the nature of the proposed amendment and that a
copy thereof is on file in the office of the Board for public inspection.
(c) TIME FOR AMENDMENT. The Cities may adopt such amendatory ordinance and
the same shall become effective if within one (1) year from the date of the publication
of said notice there is filed with the board written consent to the adoption thereof executed
by the Holders of at least 662/3% of the Bonds then outstanding.
(d) BINDING CONSENT. If the Holders of at least 662/3% of the Bonds outstanding
at the time have consented to the adoption of such ordinance, no Holder of any Bond,
whether or not such Holder shall have consented to or shall have revoked any consent,
shall have any right or interest to object to the adoption of such amendatory ordinance,
or to enjoin or restrain the Cities from taking any action pursuant to the provisions thereof.
(e) TIME CONSENT BINDING. Any consent given by the Holder of a Bond pursuant
to the provisions of this Section shall be irrevocable for a period of six (6) months from
the date of the publication of the notice and shall be conclusive and binding upon all future
Holders of the same Bond during such period. At any time after six (6) months from the
date of the publication of notice, such consent may be revoked by the Holder who gave
such consent or by a successor in title by filing notice of such revocation with the Board,
but such revocation shall not be effective if the Holders of 662/3% of the Bonds outstanding,
prior to the attempted revocation, consented to and approved the amendatory ordinance
referred to in such revocation.
(f)PROOF OF INSTRUMENTS. The fact and date of the execution of any instrument
under the provisions of this Section may be proved by the certificate of any officer in any
jurisdiction,who by the laws thereof is authorized to take acknowledgments of deeds within
such jurisdiction, that the person signing such instrument acknowledged_before him the
execution thereof;or such facts may be proved by an affidavit of a witness to such execution
sworn to before such officer.
(g) PROOF OF OWNERSHIP. The amount and numbers of the Bonds held by any
person executing such instrument and the date of his holding the same may be proved
by a certificate executed by a responsible bank or trust company showing that upon the
date therein mentioned such person had on deposit with such bank or trust company the
bonds described in such certificate.
Section 11.2. Subject to the provisions of Section 11.1 the Cities may, pursuant to a
concurrent ordinance adopted by their respective City Councils, by supplemental ordinance
correct any inconsistent or defective provisions contained in this Ordinance or in any
ordinance supplemental hereto upon a determination that such ambiguity, error, inconsis-
tency or defect exists; provided, however, that in no event shall any such supplemental
ordinance diminish, dilute, reduce or repeal any covenants, conditions, 'pledges or liens
created or imposed by this Ordinance or the security for the bonds authorized hereby.
ARTICLE XII
SEVERABILITY AND REPEAL
Section 12.1. ORDINANCE IRREPEALABLE. After any of the Bonds shall be issued,
this Ordinance shall constitute a contract between the Cities and the Holder or Holders
of the Bonds from time to time outstanding, and this Ordinance shall be and remain
irrepealable until the Bonds and the interest thereon shall be fully paid, cancelled,refunded
or discharged or provisions for the payment thereof shall be made by depositing money
in trust with the Paying Agent or another National Banking Association equal in amount
to the aggregate principal amount of bonds outstanding plus interest to their earliest
redemption date, or, if none, to their maturity.
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Section 12.2. SEVERABILITY. If any Section, paragraph, clause or provision of this
Ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or
unenforceability of such Section, paragraph, clause or provision shall not affect any of
the remaining provisions of this Ordinance, or any of the provisions of the Lease Agree-
ment.
Section 12.3. REPEALER. All orders, resolutions and ordinances, or parts thereof,
inconsistent herewith are hereby repealed to the extent of such inconsistency.
ADOPTED AND CORRECTLY ENROLLED October 2, 1972.
/s/ WES WISE
Mayor, City of Dallas, Texas
[SEAL]
ATTEST:
/s/ HAROLD G. SHANK
City Secretary, City of Dallas, Texas
APPROVED AS TO FORM:
/s/ N. ALEX BICKLEY
City Attorney, City of Dallas, Texas
ADOPTED October 2, 1972
/s/ R. M. STOVALL
Mayor, City of Fort Worth, Texas
[SEAL]
ATTEST:
/s/ ROY A. BA's' UAN
City Secretary, City of Fort Worth, Texas
APPROVED AS TO FORM AND
LEGALITY:
/s/ S. G. JOHNPROE, JR.
City Attorney, City of Fort Worth, Texas
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THE STATE OF TEXAS
COUNTY OF DALLAS
CITY OF DALLAS
I, Harold G. Shank, City Secretary of the City of Dallas, Texas, do hereby certify:
1. That the above and foregoing is a true and correct copy of Ordinance No. 13,809
duly adopted by the City Council of the City of Dallas, at a regular meeting of the
Council held on October 2, 1972, authorizing the issuance of Dallas-Fort Worth Re-
gional Airport Air Mail Special Facilities Revenue Bonds,Series 1972, in the aggregate
principal amount of $12,000,000, which ordinance is duly of record in the minutes of
said City Council.
2. That said meeting was open to the public, and public notice of the time, place
and purpose of said meeting was given, all as required by Vernon's Ann.Civ. St.Article
6252-17, as amended.
WITNESS MY HAND and seal of the City of Dallas,Texas,this ................day of October,
1972.
City Secretary,
City of Dallas, Texas
THE STATE OF TEXAS
COUNTY OF TARRANT
I, Roy A. Bateman, City Secretary of the City of Fort Worth, Texas, do hereby certify:
1. That the above and foregoing is a true and correct copy of Ordinance No. 6,728
duly presented and passed by the City Council of the City of Fort Worth, Texas, at
a regular meeting of the Council held on the 2nd day of October, 1972, as same appears
of record in the Office of the City Secretary.
2. That said meeting was open to the public, and public notice of the time, place
and purpose of said meeting was given, all as required by Vernon's Ann.Civ. St.Article
6252-17, as amended.
WITNESS MY HAND and the Official Seal of the City of Fort Worth, Texas, this the
........ day of October, 1972.
City Secretary
City of Fort Worth, Texas
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