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HomeMy WebLinkAboutOrdinance 9269_ -.~ ~_ ORDINANCE NO ~~ BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS, PROVIDING FOR THE ISSUANCE OF $2,800,000 CITY OF FORT WORTH, TEXAS TAX AND REVENUE CERTIFI- CATES OF OBLIGATION, SERIES 1984, PROVIDING FOR THE LEVY, ASSESSMENT AND COLLECTION OF A TAX SUFFICIENT TO PAY THE INTEREST ON SAID CERTIFI- CATES OF OBLIGATION AND TO CREATE A SINKING FUND FOR THE REDEMPTION THEREOF AT MATURITY, PROVIDING THAT SUCH CERTIFICATES OF OBLIGATION WILL BE PAYABLE ALSO FROM AND SECURED BY REVENUES, PRE- SCRIBING THE FORM OF SAID CERTIFICATES OF OBLIGA- TION, AND ORDAINING OTHER MATTERS RELATING TO THE SUBJECT WHEREAS, on the 20th day of November, 1984, the City s Council of said City passed an ordinance authorizing and directing notice of its intention to issue the Certificates of Obligation herein authorized to be issued, to be pub- lished in a newspaper as required by Section 8(b) of Article 2368a 1 of V A C S and WHEREAS, said notice was published as required by said Section 8(b) on November 24, 1984 and December 1, 1984, and WHEREAS, no petition, signed by 5% of the qualified electors of said City as permitted by said Section 8(b) protesting the issuance of such Certificates of Obligation has been filed, and WHEREAS, the City of Fort Worth is authorized by Article 1269j-4 1, V A C S to secure and pay bonds by and from the Pledged Revenues as hereinafter defined, and WHEREAS, the Certificates of Obligation hereinafter authorized are to be issued and delivered pursuant to Article 2368a 1, V A C S as amended, and WHEREAS, notice of a public hearing on the issuance of such Certificates of Obligation, as required by Section 103(k) of the Internal Revenue Cade of 1954, as amended (the "Code"), was published in a newspaper of general circulation in the City at least 14 days prior to such public hearing, and that the general public had the opportunity during the consideration of this Ordinancle to make comments on the Certificates of Obligation and the project to be financed ~: 1 ~ ,~ therewith at such public~~~hearing prior to the adoption of this Ordinance; and WHEREAS, Section 103(k) of the Code requires that the City Council of the City of Fort Worth approve such Certificates of Obligation, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS Section 1 AUTHORIZATION OF CERTIFICATES OF OBLIGA- TION That said City's Certificates of Obligation, to be designated the "City of Fort Worth, Texas Tax and Revenue Certificates of Obligation, Series 1984", are hereby author- ized to be issued and delivered in the principal amount of $2,800,000 for the purpose of providing part of the funds for paying contractual obligations to be incurred for the improvement of the City's coliseum Section 2 DATE, DENOMINATIONS, NUMBERS AND MATURITIES That said Certificates of Obligation shall initially be issued, sold and delivered hereunder as fully registered certificates, without interest coupons, dated December 1, 1984, in the respective denominations and principal amounts hereinafter stated, numbered consecutively from R-1 upward, payable to the respective initial registered owners thereof (as designated in Section 14 hereof}, or to the registered assignee or assignees of said certificates or any portion or portions thereof (in each case, the "Registered Owner"), and said certificates shall mature and be payable serially on June 1 in each of the years and in the principal amounts, respectively, as set forth in the following schedule YEARS AMOUNTS YEARS AMOUNTS 1986 $ 105,000 1994 $ 190,000 1987 110,000 1995 205,000 1988 120,000 1996 220,000 1989 125,000 1997 240,000 1990 135,000 1998 265,000 1991 145,000 1999 290,000 1992 160,000 2000 315,000 1993 175,000 2 ;~- ~_ ' i_ ' The term "Certificates" as used in this Ordinance shall mean and include collectively the Certificates of Obligation initially issued and delivered pursuant to this Ordinance and all substitute Certificates of Obligation exchanged therefor, as well as all other substitute Certificates of Obligation and replacement Certificates of Obligation issued pursuant hereto, and the term "Certificate" shall mean any of the Certificates Section 3 REDEMPTION. That said Certificates of Obligation shall be subject to mandatory or optional ,~ ~~. redemption prior to their scheduled maturities, in whole or in part, on such dates and in such amounts as provided in Section 6 of this Ordinance Prior to the date fixed for any such redemption, the City shall cause a written notice of such redemption to be deposited in the United States Mail, postage prepaid, addressed to each registered owner at his address shown on the Registration Books (hereinafter defined) of the Paying Agent/Registrar on or before the dates provided for in Section 6 of this Ordinance By the date fixed for any such redemption, due provision shall be made with the Paying Agent/Registrar for the payment of the principal amount of the Certificates to be so redeemed, plus accrued interest thereon to the date fixed for redemption If the notice of redemption is mailed, and if due provision for such payment is_made, all as provided above, the Certificates 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 except for the purpose of receiving the funds so provided for such payment Section 4 INTEREST The Certificates scheduled to mature during the years, respectively, set forth below shall bear interest from the dates specified in the FORM OF CERTIFICATE set forth in this Ordinance to their respective 3 ~.~ dates of maturity or redemption ,prior to maturity at the following rates per annum: maturities in 1986 - 6.50 maturities in 1987 - 7.20$ maturities in 1988 - 7.70 maturities in 1989 - 8.00$ maturities in 1990 - 8.20 maturities in 1991 - 8.500 maturities in 1992 - 8.70 maturities in 1993 - 8.908 maturities in 1994 - 9.00 maturities in 1995 - 9.25$ maturities in 1996 - 9.50 maturities in 1997 - 9.70$ maturities in 1998 - 9.80$ maturities in 1999 - 9.90 maturities in 2000 - 10.00 Said interest shall be payable in the manner provided and on the dates stated in the FORM OF CERTIFICATE set forth in this Ordinance. Section 5. CHARACTERISTICS OF THE CERTIFICATES. Registration, Transfer, Conversion and Exchange; Authenti- cation. (a) The Issuer shall keep or cause to be kept at the principal corporate trust office of Texas American Bank Fort Worth, Fort Worth, Texas (the "Paying Agent/Registrar") books or records for the registration of the transfer, conversion and exchange of the Certificates (the "Regis- tration Books"), and the Issuer hereby appoints the Paying Agent/Registrar as its registrar and transfer agent to keep such books or records and make such registrations of trans- fers, conversions anc7. exchanges under such reasonable regulations as the Issuer and Paying Agent/Registrar may prescribe; and the Paying AgentlRegistrar shall make such registrations, transfers, conversions and exchanges as herein provided. The Paying Agent/Registrar shall obtain and record in the Registration Books the address of the registered owner of each Certificate to which payments with respect to the Certificates shall be mailed, as herein provided; but it shall be the duty of each registered owner to notify the Paying AgentlRegistrar in writing of the address to which payments shall be mailed, and such interest payments shall not be mailed unless such notice has been given. The Issuer shall have the right to inspect the Registration Books during regular business hours of the Paying Agent/Registrar, but otherwise the Paying 4 Y ~ ... , Agent/Registrar shall keep the Registration Books confidential and, unless otherwise required by law, shall not permit their inspection by any other entity The Issuer shall pay the Paying AgentjRegistrar's standard or customary fees and charges for making such registration, transfer, conversion, exchange and delivery of a substitute Certificate or Certificates Registration of assignments, transfers, conversions and exchanges of Certificates shall be made in the manner provided and with the effect stated in the FORM OF CERTIFICATE set forth in this Ordinance Each substitute Certificate shall bear a letter and/or number to distinguish it from each other Certificate Except as provided in paragraph (b) of this Ordinance, an authorized representative of the Paying Agent/Registrar shall, before the delivery of any such Certificate, date and manually sign said Certificate, and no such Certificate shall be deemed to be issued or outstanding unless such Certificate is so executed The Paying Agent/Registrar promptly shall cancel all paid Certificates and Certificates surrendered for conversion and exchange No additional ordinances, orders or resolutions need be passed or adopted by the governing body of the Issuer or any other body or person so as to accomplish the foregoing conversion and exchange of any Certificate or portion thereof, and the Paying Agent/Registrar shall provide for the printing, execution and delivery of the substitute Certificates in the manner prescribed herein, and said Certificates shall be of type composition printed on paper with lithographed or steel engraved borders of customary weight and strength Pursuant to Vernon's Ann Tex Civ St Art 717k-6, and particularly Section 6 thereof, the duty of conversion and exchange of Certificates as aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said Certifi- cate, the converted and exchanged Certificate shall be valid, incontestable and enforceable in the same manner and 5 .~-4 with the same effect as the Certificates which initially were issued and delivered pursuant to this Ordinance, approved by the Attorney General, and registered by the Comptroller of Public Accounts (b) Payment of Certificates and Interest The Issuer hereby further appoints the Paying Agent/Registrar to act as the paying agent for paying the principal of and interest on the Certificates, all as provided in this Ordinance The Paying Agent/Registrar shall keep proper records of all payments made by the Issuer and the Paying Agent/Registrar with respect to the Certificates (c) In General The Certificates {i) shall be issued in fully registered form, without interest coupons, with the principal of and interest on such Certificates to be payable only to the registered owners thereof, (ii) may be converted and exchanged for other Certificates, (iii) may be trans- ferred and assigned, (iv} shall have the characteristics, (v) shall be signed, sealed, executed and authenticated, (vi) the principal of and interest on the Certificates shall be payable, and (vii) shall be administered and the Paying Agent/Registrar and the Issuer shall have certain duties and responsibilities with respect to the Certificates, all as provided, and in the manner and to the effect as required or indicated, in the FORM OF CERTIFICATE set forth in this Ordinance The Cep°tificates initially issued and delivered pursuant to this Ordinance are not required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each substitute Certificate issued in conversion of and exchange for any Certificate or Certificates issued under this Ordinance the Paying Agent/Registrar shall execute the PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE, in the form set forth in the FORM OF CERTIFICATE (d) Substitute Paying Agent/Registrar The Issuer covenants with the registered owners of the Certificates that at all times while the Certificates are outstanding the 6 t "' '~. Issuer will provide a competent and legally qualified bank, trust company, financial institution, or other agency to act as and perform the services of Paying Agent/Registrar for the Certificates under this Ordinance, and that the Paying Agent/Registrar will be one entity The Issuer reserves the right to, and may, at its option, change the Paying Agent/ Registrar upon not less than 120 days written notice to the Paying Agent/Registrar, to be effective not later than 60 days prior to the next principal or interest payment date after such notice In the event that the entity at any time `. acting as Paying Agent/Registrar (or its successor by , merger, acquisition or other method) should resign or otherwise cease to act as such, the Issuer covenants that promptly it will appoint a competent and legally qualified bank, trust company, financial institution, or other agency to act as Paying Agent/Registrar under this Ordinance Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar promptly shall transfer and deliver the Registration Books (or a copy thereof), along with all other pertinent books and records relating to the Certifi- cates, to the new Paying Agent/Registrar designated and appointed by the Issuer Upon any change in the Paying Agent/Registrar, the Issuer promptly will cause a written notice thereof to be sent by the new Paying Agent/Registrar to each registered owner of the Certificates, by United States Mail, first-class postage prepaid, which notice also shall give the address of the new Paying Agent/Registrar By accepting the position and performing as such, each Paying Agent/Registrar shall be deemed to have agreed to the provisions of this Ordinance, and a certified copy of this Ordinance shall be delivered to each Paying Agent/Registrar Section 6 FORM OF CERTIFICATES The form of the Certificates; including the form of Paying Agent/Registrar's Authentication Certificate, the form of Assignment and the form of Registration Certificate of the Comptroller of 7 .-. ,~ , Public Accounts of the State of Texas to be attached to the Certificates initially issued and delivered pursuant to this Ordinance, shall be, respectively, substantially as follows, with such appropriate variations, omissions, or insertions as are permitted or required by this Ordinance FORM OF CERTIFICATE NO R-_ UNITED STATES OF AMERICA $ STATE OF TEXAS COUNTY OF TARRANT CITY OF FORT WORTH, TEXAS TAX AND REVENUE CERTIFICATE OF OBLIGATION SERIES 1984 MATURITY DATE INTEREST RATE ORIGINAL ISSUE DATE CUSIP ~~ % December 1, 1984 (¶1) ON THE MATURITY DATE specified above, THE CITY OF FORT WORTH, in Tarrant County, Texas (the "Issuer"), being a political subdivision of the State of Texas, hereby promises to pay to (herein- after called the "registered owner") the principal amount of DOLLARS and to pay interest thereon from December 1, 1984, on December 1, 1985, and semiannually on each June 1 and December 1 thereafter to the maturity date specified above, or the date of redemption prior to maturity, at the interest rate per annum specified above, except that if this Certifi- cate is required to be authenticated and the date of its authentication is later than December 1, 1985, such prin- cipal amount shall bear interest from the interest payment date next preceding the date of authentication, unless such date of authentication is after any Record Date (hereinafter defined) but on or before the next following interest payment date, in which case such principal amount shall bear interest from such next following interest payment date, provided, however, that if on the date of authentication hereof the interest on the Certificate or Certificates,, if any, for which this Certificate is being exchanged or converted from is due but has not been paid, then this 8 ~~. r Certificate shall bear interest from the date to which such interest has been paid in full (¶2) THE TERMS AND PROVISIONS of this Certificate are continued on the reverse side hereof and shall for all purposes have the same effect as though fully set forth at this place *(¶3) THE PRINCIPAL OF AND INTEREST ON this Certifi- cate are payable in lawful money of the United States of America, without exchange or collection charges The principal of this Certificate shall be paid to the regis- tered owner hereof upon presentation and surrender of this Certificate at maturity or redemption at the principal corporate trust office of Texas American Bank Fort Worth, Fort Worth, Texas, which is the "Paying Agent/Registrar" for this Certificate The payment of interest on this Certificate shall be made by the Paying Agent/Registrar to the registered owner hereof on each interest payment date by check or draft, dated as of such interest payment date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Issuer required by the ordinance author- izing the issuance of this Certificate (the "Certificate Ordinance") to be on deposit with the Paying Agent/Registrar for such purpose as hereinafter provided, and such check or draft shall be sent by the Paying Agent/Registrar by United States Mail, first-class postage prepaid, on each such interest payment date, to the registered owner hereof, at its address as it appeared on the fifteenth business day of the month preceding (the "Record Date") on the Registration Books kept by the Paying Agent/Registrar, as hereinafter de- scribed Any accrued interest due at maturity or upon redemption of this Certificate prior to maturity as provided herein shall be paid to the registered owner upon presenta- tion and surrender of this Certificate for redemption and payment at the principal corporate trust office of the Pay- ing Agent/Registrar The Issuer covenants with the 9 h registered owner of this Certificate that on or before each principal payment date, interest payment date, and accrued interest payment date for this Certificate it will make available to the Paying Agentf Registrar, from the "Interest and Sinking Fund" created by the Certificate Ordinance, the amounts required to provide for the payment, in immediately available funds, of all principal of and interest on the Certificates, when due *(¶4) IF THE DATE for the payment of the principal of or interest on this Certificate shall be a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the city where the principal corporate trust office of the Paying Agent/Registrar is located are authorized by law or executive order to close, or the United States Postal Service is not open for business, 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, or the United States Postal Service is not open for business, and payment on such date shall have the same force and effect as if made on the original date payment was due *(¶5) THIS CERTIFICATE is one of a Series of Certifi- cates dated December 1, 1984, authorized in accordance with the Constitution and laws of the State of Texas in the principal amount of $2,800,000, FOR THE PURPOSE OF PROVIDING PART OF THE FUNDS FOR PAYING CONTRACTUAL OBLIGATIONS TO BE INCURRED FOR THE IMPROVEMENT OF THE CITY'S COLISEUM *(¶6) ON JUNE 1, 1994, or on any interest payment date thereafter, the Certificates are subject to optional redemp- tion by the Issuer, in whole or in part in principal amounts of $5,000 or any integral multiple thereof, at the par value thereof plus accrued interest to the date fixed for redemption *(¶7) ON MAY 15, 1985, the Certificates are subject to optional redemption as a whole, and may be redeemed prior to 10 ~.; ;; 1 their scheduled maturity by the Issuer, at a redemption price equal to the principal amount thereof plus accrued interest thereon to the date of redemption, and without premium, in the event that Triad Corporation fails to meet certain requirements contained in a Lease Agreement between Triad Corporation and the City, dated as of To exercise such option the Issuer shall give written notice to each of the registered owners of the Certificates by United States Mail, first class, postage prepaid, not later than ten days prior to the redemption date *(¶8) ON ANY DATE, the Certificates are subject to mandatory redemption as a whole, and shall be redeemed prior to their scheduled maturity, by the Issuer, on the earliest practicable date, and in all events within 180 days follow- ing the occurrence of an "Event of Taxability", at a redemp- tion price equal to the principal amount of the Certificates so redeemed, plus accrued interest to the date of redemp- tion "Event of Taxability" shall mean the occurrence of any event which would cause the Certificates not to be obligations issued to provide "convention or trade show facilities" as such term is used in Section 103(b)(4)(C) of the Internal Revenue Code of 1954, as amended, and the regulations and rulings issued pursuant thereto ~(¶9) UNLESS OTHERWISE SPECIFIED ABOVE, AT LEAST 30 days prior to the date fixed for any such redemption a written notice of such redemption shall be given to the registered owner of each Certificate or a portion thereof being called for redemption by depositing such notice in the United States Mail, postage prepaid, addressed to each such registered owner at his address shown on the Registration Books of the Paying AgentjRegistrar By the date fixed for any such redemption due provision shall be made by the Issuer with the Paying Agent/Registrar for the payment of the required redemption price for this Certificate or the portion hereof which is to be so redeemed, plus accrued 11 interest thereon to the date fixed for redemption If such written notice of redemption is given, and if due provision for such payment is made, all as provided above, this Certificate, or the portion hereof which is to be so redeemed, thereby automatically shall be redeemed prior to its scheduled maturity, and shall not bear interest after the date fixed for its redemption, and shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price plus accrued interest to the date fixed for redemption from the Paying Agent/Reg- ~~. istrar out of the funds provided for such payment The Pay- ing Agent/Registrar shall record in the Registration Books all such redemptions of principal of this Certificate or any portion hereof If a portion of any Certificate shall be redeemed, a substitute Certificate or Certificates having the same maturity date, bearing interest at the same rate, in any denomination or denominations in any integral multiple of $5,000, at the written request of the registered owner, and in aggregate principal amount equal to the unre- deemed portion thereof, will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of the Issuer, all as provided in the Certificate Ordinance ~(¶10) THIS CERTIFICATE OR ANY PORTION OR PORTIONS HEREOF IN ANA' INTEGRAL MULTIPLE OF $5,000 may be assigned and shall be transferred only in the Registration Books of the Issuer kept by the Paying Agent/Registrar acting in the capacity of registrar for the Certificates, upon the terms and conditions set forth herein and in the Certificate Ordinance This Certificate may only be assigned and transferred upon presentation and surrender to the Paying Agent/Registrar for transfer of registration and cancellation, together with proper instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing 12 u assignment of this certificate or any portion or portions hereof to the assignee or assignees in whose name or names this Certificate or any such portion or portions hereof is or are to be transferred and registered The form of Assignment printed or endorsed on this Certificate shall be executed by the registered owner, or its duly authorized attorney or representative, and shall conclusively evidence the assignment hereof Upon surrender of this Certificate or any portion or portions hereof for transfer of registra- tion, an authorized representative of the Paying Agent/Reg- istrar shall make such transfer in the Registrations Books, and shall deliver a new Certificate or Certificates payable to such assignee or assignees, or to the registered owner hereof in the case of the assignment and transfer of only a portion of this Certificate, in exchange for this Certifi- cate, all in the form and manner as provided in the next paragraph hereof for the conversion and exchange of Cert- ificates The registered owner of this Certificate shall be deemed and treated by the Issuer and the Paying Agent/Regis- tray as the absolute owner hereof for all purposes, including payment and discharge of liability upon this Certificate to the extent of such payment, and the Issuer and the Paying Agent/Registrar shall not be affected by any notice to the contrary *(¶11) ALL CERTIFICATES OF THIS SERIES issued as a result of a transfer, conversion or exchange are issuable solely as fully registered certificates, without interest coupons, in the denomination of any integral multiple of $5,000 In accordance with the form and procedures set forth in the Certificate Ordinance, this Certificate, or any unpaid or unredeemed portion hereof, may, at the written re- quest of the registered owner or the assignee or assignees hereof, or its or their duly authorized attorneys or repre- sentatives, with guarantee of signatures satisfactory to the Paying Agent/Registrar, be converted into and exchanged for 13 ~::~ ,`_ a Certificate or Certificates of like aggregate principal amount, payable to the appropriate registered owner, assig- nee, or assignees, as the case may be, having the same maturity date, and bearing interest at the same rate, in any denomination or denominations in any integral multiple of $5,000 as requested, upon surrender of this Certificate to the Paying Agent/Registrar at its principal corporate trust office for cancellation The one requesting a transfer, conversion, or exchange shall pay any taxes or governmental charges required to be paid with respect thereto as a condi- ' tion precedent to the exercise of such privilege of trans- fer, conversion or exchange In any circumstance, neither the Issuer nor the Paying Agent/Registrar shall be required (1) to make any transfer, conversion or exchange during a period beginning at the opening of business 30 days before the day of the first mailing of a notice of redemption of certificates and ending at the close of business on the day of such mailing, or (2) to transfer, convert or exchange any Certificates so selected for redemption when such redemption is scheduled to occur within 30 calendar days *(¶12) IN THE EVENT any Paying Agent/Registrar for the Certificates is changed by the Issuer, resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Certificate Ordinance that it promptly will appoint a com- petent and legally qualified substitute therefor, and cause written notice thereof to be mailed to the registered owners of the Certificates (¶13) IT IS HEREBY certified, recited and covenanted that this Certificate 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 pre- cedent to or in the authorization, issuance, and delivery of this Certificate have been performed, existed, and been done in accordance with law, that this Certificate is a general obligation of said Issuer, issued on the full faith and 14 ;`~ ~-;~. credit thereof; and that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Certificate, as such interest comes due and such principal matures, have been levied and ordered to be levied against all taxable property in said Issuer, and have been pledged for such payment, within the limit prescribed by law; and that this Certificate is additionally payable from and secured by the Pledged Revenues as described and defined in the Certificate Ordinance. (9[14) BY BECOMING the registered owner of this Certificate, the registered owner thereby acknowledges all of the terms and provisions of the Certificate Ordinance, agrees to be bound by such terms and provisions, acknowl- edges that the Certificate Ordinance is duly recorded and available for inspection in the official minutes and records of the Issuer, and agrees that the terms and provisions of this Certificate and the Certificate Ordinance constitute a contract between each registered owner hereof and the Issuer. t9[15) IN WITNESS WHEREOF, the Issuer has caused this Certificate to be signed with the manual or facsimile signature of the Mayor of the City and countersigned with the manual or facsimile signature of the City Secretary of the City, and approved as to form and legality with the manual or facsimile signature of the City Attorney, and has caused the official seal of the City to be duly impressed, or placed in facsimile, on this Certificate. XXXXX xY.XXXX City Secretary, City of Mayor, City of. Fort Worth, Fort Worth, Texas Texas APPROVED AS TO FORM AND LEGALITY: City Attorney, City of Fort Worth, Texas (SEAL) 15 ~- .i,. ,. 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 provis-ions of the Ordinance described on the face of this Certificate of Obligation; and that this Certificate of Obligation has been issued in exchange for or replacement of a certificate of obligation, certificates of obligation, or a portion of a certificate of obligation or certificates of obligation 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 TEXAS AMERICAN BANK FORT WORTH, FORT WORTH, TEXAS By Authorized Representative FORM OF ASSIGNMENT: ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns 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 Certificate of Obligation and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to register the transfer of the within Certificate of Obligation on books kept for registration thereof, with full power of. substitution in the premises. Dated: Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. NOTICE: The signature above must correspond with the name of the Registered Owner as it appears upon the front of this Certificate in every particu lar, without alteration or en- largement or any change whatsoever. 16 1`~ - .p°, (c} The term "Pledged Revenues", as used in this Ordi- nance, shall mean all revenues received by the City from the ownership or operation of the Coliseum not required in the judgment of the City for maintenance thereof Section 8 INTEREST AND SINKING FUND That a special "Interest and Sinking Fund" is hereby created and shall be established and maintained by the Issuer at an official depository bank of said Issuer Said Interest and Sinking Fund shall be designated "City of Fort Worth, Texas Tax and Revenue Certificates of Obligation, Series 1984 Interest and Sinking Fund" and shall be kept separate and apart from all other funds and accounts of said Issuer, and shall be used only for paying the interest on and principal of said Cer- tificates A11 ad valorem taxes levied and collected for and on account of said Certificates shall be deposited, as collected, to the credit of said Interest and Sinking Fund During each year while any of said Certificates are outstanding and unpaid, the governing body of said Issuer shall compute and ascertain a rate and amount of ad valorem tax which will be sufficient to raise and produce the money required to pay the interest on said Certificates as such principal matures (but never less than 2% of the original amount of said Certificates as a sinking fund each year), and said tax shall be based on the latest approved tax rolls of said Issuer, with full allowances being made for tax delinquencies and the cost of tax collection Said rate and amount of ad valorem tax is hereby levied, and is hereby ordered to be levied, against all taxable property in said Issuer, for each year while any of said Certificates are outstanding and unpaid, and said tax shall be assessed and collected each such year and deposited to the credit of the aforesaid Interest and Sinking Fund Said ad valorem taxes sufficient to provide for the payment of the interest on and principal of said Certificates, as such interest comes due 18 ~. .~, ..:~-~~` and such principal matures, are hereby pledged for such payment, within the limit prescribed by law Section 9 PLEDGED REVENUES That the Certificates are additionally secured by and shall be payable from and secured by a first lien on and pledge of the Pledged Revenues and such lien and pledge are hereby made and created The Issuer shall deposit as received the Pledged Revenues to the credit of the Interest and Sinking Fund created pursuant to Section 8 Notwithstanding the requirements of Section 8, if Pledged Revenues are actually on deposit in the Interest and Sinking Fund in advance of the time when ad valorem taxes are scheduled to be levied for any year, then the amount of taxes which otherwise would have been required to be levied pursuant to Section 8 may be reduced to the extent and by the amount of the Pledged Revenues then on deposit in the Interest and Sinking Fund Section 10 SECURITY FOR FUNDS That the Interest and Sinking Fund created by this Ordinance shall be secured in the manner and to the fullest extent permitted or required by law for the security of public funds, and such Fund shall be used only for the purposes and in the manner permitted or required by this Ordinance Section 11 DEFEASANCE OF CERTIFICATES (a) Any Certificate and the interest thereon shall be deemed to be paid, retired, and na longer outstanding (a "Defeased Certificate") within the meaning of this Ordinance, except to the extent provided in subsection (d) of this Section 17, when payment of the principal of such Certificate, plus interest thereon to the due date (whether such due date be by reason of maturity or otherwise) either (i) shall have been made or caused to be made in accordance with the terms thereof, or (ii) shall have been provided for on or before such due date by irrevocably depositing with or making available to the Paying Agent/Registrar for such payment (1) lawful money of the United States of America sufficient to 19 ., k~ ~'~'"F~ make such payment or (2) Government Obligations which mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, or sufficient money to provide for such payment, and when proper arrangements have been made by the City with the Paying Agent/Registrar for the payment of its services until all Defeased Certificates shall have become due and payable At such time as a Certificate shall be deemed to be a Defeased Certificate hereunder, as aforesaid, such Certificate and the interest thereon shall no longer be secured by, payable from, or entitled to the benefits of, the ad valorem taxes herein levied and the Pledged Revenues herein pledged as provided in this Ordinance, and such principal and interest shall be payable solely from such money or Government Obligations (b) Any moneys so deposited with the Paying Agent/Reg- istrar may at the written direction of the City also be invested in Government Obligations, maturing in the amounts and times as hereinbefore set forth, and all income from such Government Obligations received by the Paying Agent/ Registrar which is not required for the payment of the Certificates and interest thereon, with respect to which such money has been so deposited, shall be turned over to the City, or deposited as directed in writing by the City (c) The term "Government Obligations" as used in this Section 17, shall mean direct obligations of the United States of America, including obligations the principal of and interest on which are unconditionally guaranteed by the United States of America, which may be United States Treasury obligations such as its State and Local Government Series, which may be in book-entry form (d) Until all Defeased Certificates shall have become due and payable, the Paying Agent/Registrar shall perform the services of Paying Agent/Registrar for such Defeased Certificates the same as if they had not been defeased, and 20 ,~ "`~~1 the City shall make proper arrangements to provide and pay for such services as required by this Ordinance Section 12 DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED CERTIFICATES (a) Replacement Certificates That in the event any outstanding Certificate is damaged, mutilated, lost, stolen, or destroyed, the Paying Agent/Registrar shall cause to be printed, executed, and delivered, a new certificate of the same principal amount, maturity, and interest rate, as the damaged, mutilated, lost, stolen, or destroyed Certificate, in replacement for such Certificate in the manner hereinafter provided (b) Application for Replacement Certificates That application for replacement of damaged, mutilated,. lost, stolen, or destroyed Certificates shall be made by the registered owner thereof to the Paying Agent/Registrar In every case of loss, theft, or destruction of a Certificate, the registered owner applying for a replacement certificate shall furnish to the City and to the Paying Agent/Registrar such security or indemnity as may be required by them to save each of them harmless from any loss or damage with respect thereto Also, in every case of loss, theft, or destruction of a Certificate, the registered owner shall furnish to the City and to the Paying Agent/Registrar evidence to their satisfaction of the loss, theft, or destruction of such Certificate, as the case may be In every case of damage or mutilation of a Certificate, the registered owner shall surrender to the Paying Agent/Reg- istrar for cancellation the Certificate so damaged or mutilated (c) No Default Occurred That notwithstanding the foregoing provisions of this Section, in the event any such Certificate shall have matured, and no default has occurred which is then continuing in the payment of the principal of, redemption premium, if any, or interest on this Certificate, the City may authorize the payment of the same (without 21 ~. -~-,.° ;., w surrender thereof except in the case of a damaged or mutilated Certificate) instead of issuing a replacement certificate, provided security or indemnity is furnished as above provided in this Section (d) Charge for Issuing Replacement Certificates That prior to the issuance of any replacement certificate, the Paying AgentfRegistrar shall charge the registered owner of such Certificate with all legal, printing, and other expenses in connection therewith Every replacement certificate issued pursuant to the provisions of this ~ Section by virtue of the fact that any Certificate is lost, stolen, or destroyed shall constitute a contractual obligation of the City whether or not the lost, stolen, or destroyed Certificate 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 Certificates duly issued under this Ordinance (e) Authority for Issuing Replacement Certificates That in accordance with Section 6 of Vernon's Ann Tex Civ St Art 717k-6, this Section of this Ordinance shall con- stitute authority for the issuance of any such replacement certificate without necessity of further action by the City or any other body or person, and the duty of the replacement of such certificates is hereby authorized and imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar shall authenticate and deliver such Certificates in the form and manner and with the effect, as provided in Section S(a) of this Ordinance for Certificates issued in conversion and exchange of other Certificates Section 12 CUSTODY, APPROVAL, AND REGISTRATION OF CERTIFICATES That the Mayor of the City is hereby authorized to have control of the Certificates initially issued and delivered hereunder and all necessary records and proceedings pertaining to the Certificates pending their 22 ;~: .~:'~'' 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 Certificates said Comptroller of Public Accounts (or a deputy designated in writing to act for said Comptroller) shall manually sign the Comptroller's Registration Certificate attached to such Certificates, and the seal of said Comptroller shall be impressed, or placed in facsimile, on such Certificate Section 13 TAX COVENANTS (a) That the City covenants to and with the registered owners of the Certificates that it will make no use of the proceeds of the Certificates at any time throughout the term of this issue of Certificates which, if such use had been reasonably expected on the date of delivery of the Certificates to and payment for the Certificates by the purchasers, would have caused the Certificates to be arbitrage bonds within the meaning of Section 103(c) of the Internal Revenue Code of 1954, as amended (the "Code"), or any regulations or rulings pertaining thereto, and by this covenant the City is obligated to comply with the requirements of the aforesaid Section 103(c) and all applicable and pertinent Department of the Treasury regulations relating to arbitrage bonds The City further covenants that the proceeds of the Certificates will not otherwise be used directly or indir- ectly so as to cause all or any part of the Certificates to be or become arbitrage bonds within the meaning of the aforesaid Section 103(c), or any regulations or rulings pertaining thereto The City further covenants that substantially all of the proceeds (within the meaning of Section 103(b)(6) of the Code) from the sale of the Certificates will be used and expended for amounts paid or incurred for the acquisition, construction, reconstruction, or improvement of land or property of a character subject to the allowance for depreciation under the Code for facilities 23 ~. ,' _,~, ~ s constituting "convention or trade show facilities" within the meaning of Section 103(b)(4)(C) of the Code, and any regulations or rulings pertaining thereto. (b) The City Council of the City of Fort Worth hereby approves the issuance of the Certificates in the principal amount of $2,800,000, and further approves the improvements to be made to the Coliseum therewith, and such approvals shall be solely for the purposes of Section 303 (k) of the Code. Section 14. APPROVAL OF LIMITED OFFERING MEMORANDUM. The Limited Offering Memorandum that has been prepared in connection with the issuance and sale of the Certificates of Obligation, together with all amendments and addenda thereto approved by the City Manager is hereby approved and authorized to be used in the offering and sale of the Certificates of Obligation. Section 15. SALE. The Certificates of Obligation are hereby sold and shall be delivered to Texas American Bank Fort Worth for a price of $2,756,600 and accrued interest thereon to date of de ivery. ~. ADOrTED this~_ day o 1954. AT~FST: _ Mayor, City of Fort Worth, Texas City Secretary, City of Fort Worth, Texas AP OVED AS T FOR A I} LEGALITY: City Attorney, City of Fort Worth, Texas 24 ~. ~r> ~ ~~ .. Psi THE SATE OF TEXAS . COUNTY OF TARRANT . CITY OF FORT WORTH . I, Ruth Alexander, City Secretary of the City of 'Fort Worth, 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 th.e 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. Iri testimony whereof, I have set my hand and have hereunto affixed the seal of said City of Fort Worth, this day of December, 1984. .-- _ ., ~~~ ~. °~ r ~tM ~ a P y~ \._ t ~ f \ w ~ r ~ ~ ~4~ ~''~ ~. ,~~ a(SEAL)'~~. ;w-.. ,N ~~. ~ y ! ~~~' .i "i ~' "Ta C ~~~~ r. ~ r r City Sec etary of the City of Fort Worth, Texas ~•_ ti,~ ,. **FORM OF COMPTROLLER'S CERTIFICATE ATTACHED TO THE CERTIFICATES UPON INITIAL DELIVERY THEREOF OFFICE OF COMPTROLLER REGISTER NO STATE OF TEXAS I hereby certify that there is on file and of record in my office a certificate of the Attorney General of the State of Texas to the effect that this Certificate has been examined by him as required by law, and that he finds that it has been issued in conformity with the Constitution and laws of the State of Texas, and that it is a valid and binding obligation of the City of Fort Worth, Texas, payable in the manner provided by and in the ordinance authorizing same, and said Certificate has this day been registered by me WITNESS MY HAND and seal of office at Austin, Texas this Comptroller of Public Accounts of the State of Texas (SEAL) NOTE TO PRINTER *¶s to be on reverse side of certificate **¶ not to be on certificate Paragraph numbers are not to be printed on the certificates Section 7 DEFINITIONS That the terms defined in this Section for all purposes of this Ordinance, except where the context by clear implication shall otherwise require, shall have the respective meanings as follows, to-wit (a) The terms "Certificates", "Certificates of Obliga- tion" shall mean the City of Fort Worth, Texas Tax and Revenue Certificates of Obligation, Series 1984 authorized to be issued and delivered by this Ordinance (b) The term "Coliseum" shall mean the City's existing livestock coliseum known as "Northside Coliseum" 17 (~4S 1`ER F14(.E• 1 j:~ y,. r~ ~~ CITY M6~NAGEI~Y, • ACCOUNTING•.2 ~Cit~ of F'~rt worth, ~'e~as TRANSPORTATION~PUBLIC W~!RN'3(La~(,IL ~y/ ®(I I(,~ // ~ ~/®~i (/ ((ilt,i~~i ~/®~~ ((N/~ ((illi~~ 1(i®U I{~ PU6LIC EVENTS•1, DATE REFERENCE NUMBER SUBJECT Certificates of Obligation PAGE 12/18/84 G-6197 i or„1__ Background On November 20, 1984, the City Council authorized publication of "Notice of Intention to Issue Certificates of Obligation" for the renovation of the Northside Coliseum. The notice has been published for two consecutive weeks as provided by law, setting Decer(ber 18, 1984, as the date for adoption of the ordinance authorizing issuance of the certificates. In accordance with the "Notice of Intention," an ordinance has been prepared authorizing the issuance of the certificates in the amr~unt of $2,800,000. Recarmendation It is recommended that the City Oouncil adopt an ordinance authorizing issuance of certificates of obligation for the purpose of renovating the Northside Coliseum in the amount of $2,800,000. AJB : jcq APPROVED BY CITY COUNCIL E C i 8 1984 D /~ ,,, / /~ ~ ~~~~u~,ec.l Gity Sao>:e.azy of the Ci s+ of Poxt W SUBMITTED FOR THE /~ ~ CITY MANAGER'S / / DISPOSITION BY COUNCIL: PROCESSED BY ( /( / nFFICE BY ~ ^ APPROVED ORIGINATING ^ OTHER (DESCRIBE) DEPARTMENT HEAD: A. Judson Bailiff CITY SECRETARY FOR ADDITIONAL INFORM TION CONTACT Judson Bailiff Ext. sis ppte _ r ~nance N . . DATE ~~~