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HomeMy WebLinkAboutOrdinance 9788a' r':i `i j ~ k C . - ~~ _ ~ .,.~... ~ ,r3~' _ ~r,t ORDINANCE NO . ~1~L1C AN ORDINANCE PROVIDING FOR THE ISSUANCE OF ONE MILLION SEVEN HUNDRED THOUSAND FORTY-FOUR AND 15/100 DOLLARS ($1,700,044.15) OF CITY OF FORT WORTH, TEXAS WILL ROGERS REVENUE IM- PROVEMENT BONDS, SERIES 1987 AND PROVIDING THAT THIS ORDINANCE SHALL BE IN FORCE AND EFFECT FROM AND AFTER THE DATE OF ITS PASSAGE. n.- WHEREAS, the City of Fort Worth, Texas is a "Home-Rule City", acting as such under the Constitution and laws of the State of Texas, and has a population in excess of 100,000 People; and WHEREAS, the City Council of the City of Fort Worth is authorized by Article 1269j-4.1, V.A.T.C.S., to construct, enlarge, furnish and equip parking facilities in the vicin- ity of the Will Rogers Memorial Center and to issue the bonds of the City for such purposes; and WHEREAS, the City Council considers it in the interest of the City to issue bonds pursuant 'to said Act for the purpose of acquiring, constructing and equipping an automo- tive parking structure opposite Will Rogers Memorial Center located in the City of Fort Worth, Texas; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS: 1. That the bond or bonds of said City to be called "City of Fort Worth, Texas Will Rogers Revenue Improvement Bonds, Series 1987" (the "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 acquiring, +~ ( ~ `i constructing and equipping parking facilities in the vicin- ity of Will Rogers Memorial Center in the City of Fort Worth, Texas, which bonds aggregate in principal amount One Million Seven Hundred Thousand Forty-Four and 15/100 Dollars ($1,700,044.15). 2. That each of the Bonds shall be dated as of date of January 1, 1987, shall be payable at maturity in the amount (the "maturity amount") of $1,000, or any integral multiple thereof, shall be numbered consecutively from one upward, and shall be issued in the aggregate principal amounts, mature and be payable serially on January 1 of the years, and in the aggregate maturity amounts, respectively, as set forth in the following schedule: PRINCIPAL AMOUNT $ 323,133.39 282,316.50 243,650.92 209,339.91 177,679.44 149,358.78 124,354.71 102,551.13 87,659.37 YEAR OF MATURITY MATURITY AMOUNT 1990 $ 387,000.00 1992 387,000.00 1994 386,000.00 1996 387,000.00 1998 387,000.00 2000 387,000.00 2002 387,000.00 2004 387,000.00 2006 387,000.00 3. The Bonds shall not be subject to redemption at the option of the City prior to their scheduled maturities. 4. That the Bonds scheduled to mature in the years, respectively, set forth below shall accrue and compound interest from their "Issuance Date" (as defined in the FORM OF BOND), at the rates per annum set forth below, calculated on the basis of a 360-day year composed of twelve 30-day 2 ., - ~. .M .. : .i .- .r of ,1 months (subject to rounding to the "Accreted Values" thereof set forth in Schedule I attached hereto), compounded semi- annually on July 1 and January 1 of each year commencing July 1, 1987, and payable, together with the original principal amount thereof upon maturity, in the manner provided in the FORM OF BOND set forth in this Ordinance, to-wit: Bonds maturing 1990 -- 6.25 Bonds maturing 2000 -- 7.500 Bonds maturing 1992 -- 6.50$ Bonds maturing 2002 -- 7.50 Bonds maturing 1994 -- 6.75$ Bonds maturing 2004 -- 8.00$ Bonds maturing 1996 -- 7.00$ Bonds maturing 2006 -- 8.00$ Bonds maturing 1998 -- 7.25 5. (a) The City shall keep, or cause to be kept at the principal corporate trust office of such bank, trust com- pany, financial institution, or other agency named in accordance with the provisions of (g) of this Section hereof, books or records of the registration and transfer of the Bonds (the "Registration Books"). The City shall act as the registrar and transfer agent until a successor is named in accordance with (g) of this Section and the City shall keep such books or records and make such transfers and registrations under such reasonable regulations as the City may prescribe. The City, in its capacity as registrar and transfer agent for the Bonds, and as paying agent for the Bonds as described in (c) of this Section hereof, is some- times referred to herein as the "Paying Agent/Registrar". Registration of each Bond may be transferred in the Regis- tration Books only upon presentation and surrender of such 3 ~ ~ ~~ f :/~ bond to the Paying Agent/Registrar for transfer of regis- tration and cancellation, together with proper written instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing the assignment of such bond, or any portion thereof in any maturity amount which is an integral multiple of $1,000, 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 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 Bond shall be regis- tered in the Registration Books at any time shall be treated as the absolute owner thereof for all purposes of this Ordinance, whether or not such bond shall be overdue, and the City shall not be affected by any notice to the con- trary; 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 shall act as the paying agent for paying the principal of and interest on the Bonds. The City shall keep, or cause to be kept, proper records of all payments 4 ;~ ~ T' ~p ,- ~ ~ ~. ~J' j i made with respect to the Bonds and of all exchanges of such bonds, and all replacements of such bonds, as provided in this Ordinance. (d) Each 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 maturity amount thereof, may, upon surrender of such bond at the 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 appropriate, be exchanged for fully registered bonds, without interest coupons, in the form prescribed in the FORM OF BOND set forth in this Ordinance, i-n the matur- ity amount of $1,000, or any integral multiple of $1,000 (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 maturity amount equal to the unpaid maturity amount of any Bond or Bonds so sur- rendered, and payable to the appropriate registered owner, assignee, or assignees, as the case may be. If any Bond or portion thereof is assigned and transferred, each bond issued in exchange therefor shall have the same principal 5 .~ ~:~ a, ., maturity date and accrue 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 Bonds as provided herein, and each fully regis- tered bond or bonds delivered in exchange for or replacement of any Bond or portion thereof as permitted or required by any provision of this Ordinance shall constitute one of the Bonds for all purposes of this Ordinance, and may again be exchanged or replaced. On each substitute bond issued in exchange for or replacement of any Bond or Bonds issued under this Ordinance there shall be printed thereon a Paying Agent/Registrar's Authentication Certificate, in the form hereinafter set forth. An authorized representative of the Paying Agent/Registrar shall, before the delivery of any such substitute bond, date such substitute bond in the manner set forth above, and manually sign and date such Certificate, and no such substitute bond shall be deemed to be issued or outstanding unless such Certificate is so ex- ecuted. The Paying Agent/Registrar promptly shall cancel all Bonds surrendered for exchange or replacement. No addi- tional 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 Bond or portion thereof, and the Paying Agent/Registrar shall provide for the printing, execution, and delivery of 6 _ + z ry <~a r 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 Bonds as aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said Paying Agent/Registrar'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 Bonds which originally were delivered pursuant to this Ordinance, approved by the Attorney Gen- eral, and registered by the Comptroller of Public Accounts. (e) All Bonds issued in exchange or replacement of any other Bond or portion thereof, (i) shall be issued in fully registered form, without interest coupons, with the principal of and interest on such Bonds to be payable only to the registered owners thereof, (ii) may be transferred and assigned, (iii) may be exchanged for other Bonds, (iv) shall have the characteristics, (v) shall be signed and sealed, and (vi) the principal of and interest on the Bonds shall be payable, all as provided, and in the manner re- quired or indicated, in the FORM OF BOND set forth in this Ordinance. (f) The registered owner of any Bond requesting any transfer of Bonds shall pay any taxes or other governmental 7 Sr . '-~', , • r d:r charges required to be paid with respect thereto. The registered owner of any Bond requesting any exchange of Bonds shall pay the fees and charges incurred by the City 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. (g) The City reserves the right to, and may, at its option, appoint a successor Paying Agent/Registrar upon not less than 60 days written notice to the Paying Agent/Regis- trar (if such Paying Agent/Registrar is not the City). In such event, 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, to act as Paying Agent/Registrar under this Ordinance. Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar (including the City) promptly shall transfer and deliver the registration books (or a copy thereof), along with all other pertinent books and records relating to the Bonds, to the new Paying Agent/Registrar designated and appointed by the City. Upon .any change in the Paying Agent/Registrar, the City promptly will cause a written notice thereof to be sent by the new 8 ,,. and transfers unto Please insert Social Security or Taxpayer Identification Number of Transferee / / (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 NOTICE: The signature above be guaranteed by a member must correspond with the name firm of the New York Stock of the Registered Owner as it Exchange or a commercial appears upon the front of this bank or trust company. Bond in every particular, without alteration or enlarge- ment or any change whatsoever. **(FORM OF COMPTROLLER'S CERTIFICATE ATTACHED TO THE BONDS UPON INITIAL DELIVERY THEREOF) OFFICE OF COMPTROLLER STATE OF TEXAS REGISTER N0. 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 15 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 obliga- tion 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: *9[s to be on reverse side of bond * * 9[ not to be on bond 7. That in each place throughout this Ordinance wherein the following terms are used, the same, unless the context shall indicate another or different meaning or intent, shall be construed and are intended to have meanings as follows: (a) "Act" means Article 1269]-4.1, as amended, V.A.T.C.S. (b) "Additional Bonds" means the additional parity bonds authorized to be issued by Section 13 of this Ordi- nance, which, when issued and delivered, shall be payable from and secured by a first lien on and pledge of the Net Revenues on a parity with and in the same manner and to the same extent as the Bonds. 16 r,- (c) "Bond" or "Bonds" means the City of Fort Worth, Texas Will Rogers Revenue Improvement Bonds, Series 1987, authorized and sold pursuant to this Ordinance. (d) "City" or "Issuer" means the City of Fort Worth, Texas. (e) "Code" means the Internal Revenue Code of 1986, as the same may be amended from time to time. (f) "Debt Service Requirements" means, with respect to any bonds issued on which interest payments are currently made, the average annual principal and interest requirements on such bonds; and with respect to bonds (including the Bonds) on which interest is payable only upon the maturity of such bonds, the average amount of principal payments plus the interest accruing thereon to the scheduled maturity date or dates of all such bonds then outstanding. (g) "Depository" means any one or more of the bank or banks that the City selects, in accordance with law, in which will be deposited originally all the Gross Revenues received by the City. (h) "Fiscal Year" means the 12-calendar month period from time to time announced by the City as its fiscal year, said period currently being that period which commences on October 1 and ending on September 30 of the next successive calendar year. (i) "Gross Revenues" means all revenues received by the City derived from the operation of the Parking 17 Facilities and any other r,eveizues resulting from the Parking Facilities properties, including any rentals received from leasing all or part of the Parking Facilities. (j) "Maintenance and Operation Expenses" means only the reasonable and necessary direct disbursements for maintenance and operation of the Parking Facilities, deter- mined in accordance with generally accepted accounting practice. (k) "Net Revenues" means the amount of Gross Revenues remaining after deducting therefrom Maintenance and Opera- tion Expenses, as the same are determined each year in accordance with Section 8(c) hereof. (1) "Ordinance" means this ordinance. (m) "Parking Facilities" means the facilities being acquired, constructed and equipped with the proceeds of the Bonds for the parking of automotive vehicles and the follow- ing facilities owned by the City, to-wit: structured parking facilities under Amon G. Carter, Jr. Exhibit Hall, parking lots east of the Coliseum, the parking lot west of the Coliseum, the lot south of the Museum of Science and History, all as more particularly described in Exhibit A, attached hereto and made a part hereof, together with equipment used in connection with the maintenance and operation thereof and the site therefor, and together with any improvements to or extensions thereof. (n) "Paying Agent/Registrar" means the City, or its successor as appointed in accordance with Section 5(g) 18 hereof. 8. (a) That the following special funds are hereby created and shall be established and maintained in a Depos- itory, so long as any of the Bonds or Additional Bonds, or interest thereon, shall be outstanding and unpaid: (i) the "Revenue Fund"; (ii) the "Interest and Sinking Fund"; and (iii) the "Reserve Fund". (b) All Gross Revenues shall be deposited into the Revenue Fund as received and shall be disbursed or applied as hereinafter in this Section provided. The Maintenance and Operation Expenses shall be paid as a first charge from the Revenue Fund. (c) After paying the Maintenance and Operation Ex- penses moneys in the Revenue Fund shall be transferred in the following order of priority, as follows: (i) The City shall transfer to the Interest and Sinking Fund beginning on December 15, 1989, and on each December 15 of each year preceding the year of a maturity of the Bonds, such amounts as will be sufficient to pay the maturity amounts of the Bonds maturing on the following January 1. (ii) The City shall transfer to the Reserve Fund, beginning January i5, 1987, and on the fifteenth day of each month thereafter, in approximately sixty installments, until there is accumulated in the Reserve Fund the amount of 19 $170,000, which shall be the "Required Reserve Amount", until such amount is changed by an ordinance or ordinances authorizing the issuance of Additional Bonds. Such deposits shall continue until the Required Reserve Amount is at- tained, and if the money on deposit in the Reserve Fund shall thereafter ever be reduced below the Required Reserve Amount, the City shall transfer to the Reserve Fund from the first available Net Revenues such amount as may be necessary to restore the Reserve Fund to the Required Reserve Amount. (d) Moneys on deposit in the Interest and Sinking Fund and the Reserve Fund shall be used for the purposes and uses as follows: (i) Interest and Sinking Fund - Moneys on deposit in the Interest and Sinking Fund shall be used solely and exclusively for the purpose of paying the maturity amounts of the Bonds and the interest on and principal of, or the maturity amounts of, Additional Bonds. The City shall make timely transfers of the funds on deposit therein to the Paying Agent/Registrar for such purposes. (ii) Reserve Fund - For so long as any of the Bonds or Additional Bonds shall be outstanding, the Reserve Fund shall be held as a reserve for the payment of the maturity amounts of the Bonds and the principal of and interest on, or the maturity amounts of, Additional Bonds when and if Net Revenues in the Interest and Sinking Fund shall not be sufficient for such purposes. If such deficiencies shall 20 x. occur, the City shall transfer money on deposit in the Reserve Fund to the Interest and Sinking Fund for the uses specified for such Fund, and the deficiency thus occurring in the Reserve Fund shall be restored as provided in (d)(ii) of this Section. Any moneys in the Reserve Fund in excess of the Required Reserve Amount shall be transferred to the Revenue Fund as Gross Revenues. The moneys in the Reserve Fund shall be used finally to pay the last of the Bonds or Additional Bonds outstanding. (e) Net Revenues in excess of those necessary to establish and maintain the Funds as required by this Ordi- nance may be used by the City for any lawful purpose. (f) Money in the Interest and Sinking Fund and the Reserve Fund, and money in the Revenue Fund in excess of current requirements, shall be invested in accordance with applicable law. Interest and realized income on such investments shall be deposited at the close of each fiscal year into the Revenue Fund and to be treated as a part of Gross Revenues. 9. That the Bonds and Additional Bonds and the interest thereon are and shall be payable from and secured by a first lien an and pledge of Net Revenues and the Funds in which they are on deposit and the Net Revenues are further pledged to the establishment and maintenance of the Funds created in this Ordinance.. Such lien and pledge is hereby established and made. 21 10. (a) In the event any outstanding Bond is damaged, mutilated, lost, stolen, or destroyed, the Paying Agent/Reg- istrar shall cause to be printed, executed, and delivered, a new bond of the same principal amount, maturity, and inter- est rate, as the damaged, mutilated, lost, stolen, or destroyed Bond, in replacement for such Bond in the manner hereinafter provided. (b) Application for replacement of damaged, mutilated, lost, stolen, or destroyed Bonds shall be made to the Paying Agent/Registrar. In every case of loss, theft, or destruc- tion of a Bond, the applicant for a replacement bond shall furnish to the City and to the Paying Agent/Registrar (if the City is not the Paying Agent/Registrar) such security or indemnity as may be required by them to save each of them harmless from any loss or damage with respect thereto. Also, in every case of loss, theft, or destruction of a Bond, the applicant shall furnish to the City and to the Paying Agent/Registrar (if the City is not the Paying Agent/Registrar) evidence to their satisfaction of the loss, theft, or destruction of such Bond, as the case may be. In every case of damage or mutilation of a Bond, the applicant shall surrender to the Paying Agent/Registrar for cancella- tion the Bond so damaged or mutilated. (c) Notwithstanding the foregoing provisions of this Section, in the event any such Bond shall have matured, and no default has occurred which is then continuing in the 22 1~± 7, payment of the principal of, redemption premium, of any, or interest on the Bond, the City may authorize the payment of the same (without surrender thereof except in the case of a damaged or mutilated Bond) instead of issuing a replacement Bond, provided security or indemnity is furnished as above provided in this Section. (d) Prior to the issuance of any replacement bond, the Paying Agent/Registrar shall charge the owner of such Bond with all legal, printing, and other expenses in connection therewith. Every replacement bond issued pursuant to the provisions of this Section by virtue of the fact that any Bond is lost, stolen, or destroyed shall constitute a contractual obligation of the City whether or not the lost, stolen, or destroyed Bond shall be found at any time, or be enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and proportionately with any and all other Bonds duly issued under this Ordinance. (e) 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 replace- ment bond without necessity of further action by the govern- ing 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, and the Paying Agent/Registrar shall authenticate 'and deliver such bonds in the form and manner and with the effect, as provided in 23 ~- :+., Section 5(d) of this Ordinance for Bonds issued in exchange for other Bonds. 11. That the City covenants and agrees with the registered owners of the Bonds - (a) That it will at all times fix, maintain, charge and collect far services rendered by the Parking Facilities (of if leased to or operated by others will require the payment of rentals or other payments) at least sufficient to pay all Maintenance and Operation Expenses and to provide Net Revenues sufficient to create and maintain the Reserve Fund and Contingency Fund herein established when and as required, and which will be adequate to pay promptly all of the maturity amounts of the Bonds and the principal and interest on Additional Bonds when and as due and payable; and (b) That if the Parking Facilities should become legally liable for any other obligations or indebtedness, the City shall fix, maintain, charge and collect additional rates and charges for services rendered by or from rentals for the use of the Parking Facilities sufficient to estab- lish and maintain funds for the payment thereof. 12. That the City covenants and agrees that no free service of the Parking Facilities shall be permitted, and should the City or any of its agencies or instrumentalities make use thereof, payment of the reasonable value of such use shall be made by the City out of funds and from sources 24 }' tr other than the revenues and income of the Parking Facili- ties. 13. (a) Additional Bonds for Completion - That the City reserves and shall have the right to issue Additional Bonds for the purpose of completing the payment of the cost of acquiring, constructing and equipping the Parking Facil- ities in such installments and such amounts as the City shall consider appropriate, subject only to the requirements that appropriate provisions shall be made in the ordinance authorizing such bonds requiring that additional payments shall be made into the Reserve Fund which would within five (5) years from the date of such bonds cause to be accumu- lated therein a total amount equal at least to one year's Debt Service Requirements on the Bonds and Additional Bonds, if any, then outstanding and the Additional Bonds then being issued. (b) Additional Bonds for Other Purposes - The City reserves the right to issue Additional Bonds for the purpose of improving, extending or further equipping the Parking Facilities upon such terms and in such installments as the City shall consider appropriate, except that no installment or series of Additional Bonds shall be issued under this Section 13(b) unless - r (i) a certificate is executed by the Mayor and City Secretary of the City to the effect that no default exists in connection with any of the covenants or requirements of 25 ~,. the ordinance or ordinances authorizing the issuance of all then outstanding Bonds and Additional Bonds, including this Ordinance; (ii) a certificate is executed by the Mayor and City Secretary of the City to the effect that the Interest and Sinking Fund and the Reserve Fund each contains the amount then required to be on deposit therein; (iii) a certificate is executed by a Certified Public Accountant to the effect that, in his opinion, during the Fiscal Year preceding the date of the Additional Bonds or during a twelve-month period terminating no more than ninety days before such date, the Net Revenues were at least 1.10 times the Debt Service Requirements for all then outstanding Bonds and Additional Bonds, and for the installment or series of Additional Bonds then proposed to be issued; and (iv) The ordinance authorizing the issuance of such installment or series of Additional Bonds provides that the aggregate amount to be accumulated and maintained in the Reserve Fund shall be increased by an additional amount not less than the Debt Service Requirements for said Additional Bonds and the Bonds and Additional Bonds then outstanding, and that such additional amount shall be so accumulated within five (5) years from the date of the Additional Bonds. 14. (a) That while any of the Bonds or Additional Bonds are outstanding the City covenants and agrees to maintain the Parking Facilities in good condition and to 26 f operate the same or cause the same to be operated in an efficient manner and at reasonable expense, and to maintain insurance thereon of a kind and in an amount which usually would be carried by private companies engaged in a similar type of business. The cost of such insurance may be con- sidered a Maintenance and Operation Expense. (b) The City shall keep proper books of records and accounts, separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the Parking Facilities. The City agrees to operate the Parking Facilities and keep its books of records and accounts pertaining thereto on the basis of a fiscal year, to end September 30 each year. (c) Any registered owner of any Bonds or Additional Bonds shall have the right at all reasonable times to inspect the Parking Facilities and all records, accounts, and data of the City relating thereto. (d) The City further covenants that: (i) Other than for the payment of the Bonds, the Net Revenues have not been in any manner pledged, appropriated or dedicated to the payment of any debt, obligation, cost or expense of the City or of the Parking Facilities; (ii) While any of the Bonds or Additional Bonds are outstanding, the City will not sell or encumber the Parking Facilities or any substantial part thereof. It is provided, however, that subject to the financial requirements 27 ~ ., ~, contained in this Ordinance, and the covenants set forth in sections 15 and 16 of this Ordinance, the City reserves the right to lease all or any part of the Parking Facilities to others or to obtain the operation thereof through a contract or operating agreement with others; (iii) Except for the issuance of Additional Bonds, as expressly permitted by this Ordinance, it will not encumber the revenues and income of the Parking Facilities, unless such encumbrance shall be junior and subordinate in all respects to the Bonds and Additional Bonds and all liens pledged and created in connection therewith; (iv) While any of the Bonds or Additional Bonds are outstanding, it will not construct or in any manner parti- cipate in or sanction the construction or operation of any facility which is competitive with the Parking Facilities unless the same shall be revenue producing and the City declares said facility to be an extension of the Parking Facilities. It is provided, however, that this covenant relates only to public facilities and shall not be construed to prohibit the City from constructing or operating revenue producing or non-revenue producing facilities for the private use of the Officers and Officials of the City or for City-owned vehicles. 15. (a) The Issuer will not take any action which would adversely affect the exemption from federal income taxation of the interest paid on the Bonds, including 28 :, :~ <. ~- without limitation any action that would permit any of the Bonds to be treated as "private activity bonds" within the meaning of section 141 of the Code, or as "federally guar- anteed" within the meaning of section 149(b) of the Code, and will take, or require to be taken, such acts as may be reasonably within its ability and as may from time to time be required under applicable law or regulation to continue to exempt from federal income taxation the interest on the Bonds, including the preparation and filing of any state- ments or information reports required to be filed by the Issuer in order to maintain the tax-exempt status of the interest on the Bonds. (b) The Issuer has not taken, has no present intention of taking any action and knows of no action taken or in- tended which would cause interest on the Bonds to be includ- able in the gross income of any bondholders for federal income tax purposes. 16. (a) That a Rebate Fund is hereby established by the Issuer. Such Fund shall be for the sole benefit of the United States of America and shall not be subject to the claim of any other person, including without limitation the bondholders. The Rebate Fund is established for the purpose of compliance with section 148 of the Code. (b) At the close of each "Bond Year", the Issuer shall compute the amount of "Excess Earnings", if any, for the period beginning on the date of delivery of the Bonds and 29 ,~ +~ ~~_ ending at the close of such "Bond Year" and transfer an amount equal to the difference, if any, between the amount then in the Rebate Fund and the Excess Earnings so computed. The term "Bond Year" means with respect to the Bonds each one-year period ending on the anniversary of the date of delivery of the Bonds. If, at the close of any Bond Year, the amount in the Rebate Fund exceeds the amount that would be required to be paid to the United States of America under paragraph (d) below if the Bonds had been paid in full, such excess may be transferred from the Rebate Fund and paid to the Issuer. (c) In general, "Excess Earnings" for any period of time means the sum of (i) the excess of -- (A) the aggregate amount earned during such period of time on all "Nonpurpose Obligations" (including gains on the disposition of such Obligations) in which "Gross Proceeds" of the issue are invested (other than amounts attribut- able to an excess described in this subparagraph (c) (i)) , over (B) the amount that would have been earned during such period of time if the "Yield" on such Nonpurpose Obligations (other than amounts attrib- utable to an excess described in this subparagraph 30 r•. r '~! ~ (c) (i) ) had been equal to the yield on the issue, .plus (ii) any income during such period of time attrib- utable to the excess described in subparagraph (c)(i) above. "Excess Earnings" will not include amounts, if any, which need not be taken into account under the special rules of section 148(f)(4)(A) and (B) of the Code relating to bona fide debt service funds and the six-month temporary invest- ment period. The terms "Nonpurpose Obligations", "Gross Proceeds" and "Yield" shall have the meanings prescribed by section 148 of the Code and shall be applied in the manner prescribed in such section. (d) The Issuer shall pay to the United States of America at least once every five years an amount that ensures that at least 90 percent of the Excess Earnings from the date of delivery of the Bonds to the close of the period for which the payment is being made will have been paid. The Issuer shall pay to the United States of America not later than 60 days after the Bonds have been paid in full 100 percent of the amount then required to be paid- under section 148 (f) of the Code as a result of Excess Earnings. (e) The Issuer shall keep such records as will enable the Issuer to fulfill its responsibilities under this section and section 148 (f) of the Code and shall retain such records for at least six years following the final payment of principal and interest on the Bonds. 31 ~/ '' (f) The Issuer will not use any portion of the pro- ceeds of the Bonds directly or indirectly to acquire "higher yielding investments", or to replace funds which were used directly or indirectly to acquire "higher yielding invest- ments". The term "higher yielding investments" means any investment property (as defined in section 148(b)(2) of the Code) which produces a Yield over the term of the issue which is materially higher than the Yield on the issue (as defined above). The foregoing limitation on higher yielding investments shall not apply to -- (i) proceeds of the Bonds invested for a reason- able temporary period of three years or less until such proceeds are needed for the purpose for which the Bonds are issued, (ii) amounts invested in a bona fide debt service fund if the gross earnings on such fund are less than $100,000 in any Bond Year, and (iii) amounts in any reasonably required reserve or replacement fund which are (a) funded with the proceeds of the Bonds, and (b) not in excess of ten percent of the proceeds of the Bonds. (g) The Issuer covenants to restrict the use of the proceeds of the Bonds in such manner and to such extent, as may be necessary, so that the Bonds will not constitute arbitrage bonds under section 148 of the Code and, to the extent applicable, section 149 (d) of the Code (relating to 32 ~ ~ ~: rr advance refundings). Any authorized representative of the Issuer having responsibility with respect to the issuance of the Bonds is authorized and directed, alone or in conjunc- tion with any other official, employee or consultant of the Issuer to give an appropriate certificate on behalf of the Issuer, for inclusion in the transcript of proceedings for the Bonds, setting forth the facts, estimates and circum- stances and reasonable expectations pertaining to section 148 of the Code and, to the extent applicable, section 149(d) of the Code. (h) The requirements of this Section are subject to, and shall be interpreted in accordance with section 148 of the Code. 17. That the Mayor of the City is hereby authorized to have control of the Bonds (in initial form, being one Bond for each year of maturity in respective maturity amounts equal to the total amount maturing in each such year) and all necessary records and proceedings pertaining to the Bonds pending their delivery and their investigation, examination and approval by the Attorney General of the State of Texas, and their registration by the Comptroller of Public Accounts of the State of Texas. Upon registration of the Bonds, said Comptroller of Public Accounts (or a deputy designated in writing to act for said Comptroller) shall manually sign the Comptroller's Registration Certificate accompanying the Bonds, and the seal of said Comptroller 33 c, a, f shall be impressed, or placed in facsimile, on each such certificate. Following registration the Bonds shall be returned to the City for sale to the .purchaser thereof upon instructions from the Mayor. 18. The Director of Finance is hereby authorized and directed to sell each of the Bonds at a price equal to the principal amount thereof and interest accrued from January 26, 1987 to date of sale and delivery. The Director of Finance, acting for the City in its capacity of Paying Agent/Registrar, shall effect the delivery and exchange of the Bonds in a manner consistent with the provisions of Section 5 of this Ordinance. 19. That all ordinances and resolutions or parts thereof in conflict herewith are hereby repealed. 20. 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. 21. 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. Mayor, City o Fort Worth, Texas 34 :: -.; ATTEST: City Sec etary, City of Fort Worth, Texas A OVED AS TOCJ~v ND EGALITY: City Attorney, City of Fort Worth, Texas 35 :: .. ~, .. ~ .~~ ~ THE STATE OF TEXAS COUNTY OF TARRANT CITY OF FORT WORTH I, Ruth Howard, City Secretary of the City of Fort Worth, in the State of Texas, do hereby certify that I have compared the attached and foregoing excerpt from the minutes of the regular, open, public meeting of the City Council of the City of Fort Worth, Texas, and of Ordinance No. which was duly passed at said meeting, and that said copy is a true and correct copy of said excerpt and the whole of said ordinance. In testimony whereof, I have set my hand and have here- unto affixed the seal of said City of Fort Worth, this 22nd day of December, 1986. City Secretary of the City of 6 Fort Worth, Texas ~,~ ( SEAL ) ..~^, f ~- ? V..,.,---- 4. f` J !~ l "' '`{ ,~:. :. a L Paying Agent/ Registrar to each registered owner of the Bonds, by United States Mail, postage prepaid, which notice also shall give the address of the new Paying Agent/Regis- trar. 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/Reg- istrar. 6. The form of all Bonds, including the form of the Comptroller's Registration Certificate to accompany the 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 Bonds, shall be, respectively, substantially as follows, with such appropri- ate variations, omissions, or insertions as are permitted or required by this Ordinance. FORM OF BOND NO. MATURITY AMOUNT UNITED STATES OF AMERICA STATE OF TEXAS COUNTY OF TARRANT CITY OF FORT WORTH, TEXAS WILL ROGERS REVENUE IMPROVEMENT BOND SERIES 1987 PRINCIPAL INTEREST ISSUANCE MATURITY AMOUNT RATE DATE DATE CUSIP January 26, 1987 ON THE MATURITY DATE SPECIFIED ABOVE, THE CITY OF FORT WORTH, TEXAS (the "Issuer"), hereby promises to pay to 9 r ~ ~~ or the registered assignee hereof (either being hereinafter called the "registered owner") the Maturity Amount specified above, representing the principal amount hereof and accrued and compounded interest hereon. Interest shall accrue and compound on the principal amount hereof from the Issuance Date, at the interest rate per annum specified above (sub- ject to rounding to the "Accreted Value" as provided in the ordinance authorizing the Bonds (the "Ordinance")), and shall compound semiannually on July 1 and January 1 of each year, commencing July 1, 1987. THE MATURITY AMOUNT of this Bond is payable in lawful money of the United States of America, without exchange or collection charges. The Maturity Amount of this Bond shall be paid to the registered owner hereof upon presentation and surrender of this Bond at maturity, at the City of Fort Worth, Texas, which is the "Paying Agent/Registrar" for this Bond, and shall be payable solely from funds of the Issuer required for such purpose as hereinafter provided, payable to the registered owner hereof, as it appears on the Regis- tration Books kept by the Paying Agent/Registrar, as here- inafter described. The Issuer covenants with the registered owner of this Bond that on or before the Maturity Date for this Bond it will make available from the Interest and Sinking Fund as defined by the Ordinance, the amounts 10 ' J` {r ..'] ' a `' 2i required to provide for the payment, in immediately avail- able funds of the Maturity Amount, when due. 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. *IF THE DATE for the payment of this Bond shall be a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the city where the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or day on which banking institutions are authorized to close; and payment on such date shall have the same force and effect as if made on the original date payment was due. *THIS BOND is one of a Series of Bonds of like tenor and effect except as to number, date, principal amount, maturity amount, interest rate, and date of maturity, authorized in accordance with the Constitution and laws of the State of Texas in the aggregate original principal amount of $1,700,044.15, for the purpose of acquiring, constructing and equipping parking facilities in the vicin- ity of Will Rogers Memorial Center in the City of Fort Worth, Texas. *ALL BONDS OF THIS SERIES are issuable solely as fully registered bonds, without interest coupons, in the maturity amount of any integral multiple of $1,000. As provided in I1 ~ 0 ~ ~\!~ '' 3' .i J~ the Ordinance, this Bond may, at the request of the regis- tered 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 accruing interest at the same rate, in any maturity amount or maturity amounts in any integral multiple of $1,000 as requested in writing by the appro- priate registered owner, assignee, or assignees, as the case may be, upon surrender of this Bond to the Paying Agent/Reg- istrar for cancellation, all in accordance with the form and procedures set forth in the Ordinance. *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. *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 12 .~ ~ ' ~' 3 1' Ordinance constitute a contract between each registered owner hereof and the Issuer. *THE ISSUER has reserved the right, subject to the restrictions stated, and adopted by reference, in the Ordinance, to issue additional parity revenue bonds which also may be made payable from, and secured by a first lien on and pledge of, the "Net Revenues" (as defined in the Ordinance) . *THE REGISTERED OWNER HEREOF shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxation, or from any source whatsoever other than the aforesaid Net Revenues. IT IS HEREBY certified and covenanted that this Bond has been duly and validly authorized, issued and delivered; that all acts, conditions and things required or proper to be performed, exist and be done precedent to or in the authorization, issuance and delivery of this Bond have been performed, existed and been done in accordance with law; that this Bond is a special obligation; and that the princi- pal of and interest on this Bond are payable from, and secured by a first lien on and pledge of, the Net Revenues of the Issuer's "Parking Facilities" (as defined in the Ordinance). IN WITNESS WHEREOF, this Bond has been signed by the printed or lithographed facsimile signature of the Mayor of said Issuer, attested by the printed or lithographed I3 ~, ,t. facsimile signature of the City Secretary and approved as to form and legality by the printed or lithographed facsimile signature of the City Attorney, and the official seal of the Issuer has been duly affixed to, or impressed, or printed, or lithographed, on this Bond. ATTEST: (facsimile signature) (facsimile signature) City Secretary Mayor APPROVED AS TO FORM AND LEGALITY: (facsimile signature) City Attorney (SEAL) 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 Ordinance described on the face of this Bond; and that this Bond has been issued in conver- sion of and exchange for or replacement of a bond, bonds, or a portion of a bond or bonds of an issue which originally was approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts of the State of Texas. Dated: Paying Agent/Registrar By Authorized Representative FORM OF ASSIGNMENT: ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns I4 fr ~ MASTER:I'1LE~ ~ ~ ACCOUNTf~i~Q.2 ~ TRANSPORTATION'PUBLtC ,W:YISts/;11~/f7f ~ ~/~M° i17/ ~I/11 ~J // ~®~ ~/ /~y7t ,fl~// 't ®~~}y~- r11 R /~y7) ~,f1,/Y/ ~~®~ N,4'CER AOM1NISiRATiOfd ~ 7 V'71-'tiWelLyJ/ // 1(,,({/ (/ lli~LlV \~/ ((i(ji // ((,~(j~ ((i ~/ // ~/ ((~ ((~(/ J/ ({~ 1f,~1(,,((i PUBLIC FVF,NTS. FIN.4NCE_ ~~ ~ DATE NUMBER CE suB~ECT WILL ROGERS REVENUE IMPROVEMENT PAGE 12-22-86 ~- G-6921 BONDS, SERIES 1987 , of__1__ RECOMMENDATION It is recommended that the City Council adopt an ordinance authorizing issuance of Will Rogers Revenue Improvement Bonds, Series 1987 for the purpose of providing funds for construction of parking facil~ji s at Will Rogers Memorial Center in ~ the amount of ~ ~~p~D,, Q /~ BACKGROUND On November 25, 1986, the City Council authorized publication of "Notice of Intention to Issue Bonds - Will Rogers Memorial Center Parking" for the purpose of providing funds to construct a parking facility to be associated with the Equestrian Center at Will Rogers The notice has been published for two consecutive weeks as provided by law, setting December 22, 1986, as the date for adoption of the ordinance authorizing issuance of the bonds In accordance with the "Notice of Intention", an ordinance has been prepared authorizing the issuance of the revenue bonds in the amount of ~J / ©~J V ~~ f/ APPROV UNCIL CITY CO O~,G 22 198 9~I~~&-- City SecLetaxY of tha City of Foy wO~' TaxalA SUBMITTED FOR IHt ~ CITY MANAGER'S DISPOSITION BY COUNCIL. PROCESSED BY OFFICE BY ^ APPROVED ORIGINATING ~( [ OTHER (DESCRIBE) DEPARTMENT HEAD• ( / CITY SECRETARY FOR ADDITIONAL INFORMATIO CONTACT J Bai 1 i ff 81 jej~t~,ac~ ~rc~ar-ar~ce iVo. ~ - ~{t DATE „