HomeMy WebLinkAboutOrdinance 17840-10-2007ORDINANCE NO 17840-10-2007
ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF CITY OF
FORT WORTH, TEXAS DRAINAGE UTILITY SYSTEM REVENUE
BONDS, SERIES 2007 AND ORDAINING ALL OTHER MATTERS
RELATED THERETO
THE STATE OF TEXAS
COUNTIES OF TARRANT AND DENTON
CITY OF FORT WORTH
WHEREAS the City of Fort Worth, Texas (the 'City" or the 'Issuer"), is a 'home rule" city
operating under ahome-rule charter adopted pursuant to Section 5 of Article XI of the Texas
Constitution, with a population according to the latest federal decennial census of in excess of 50 000•
and
WHEREAS the City is authorized by the Municipal Drainage Utility Systems Act,
Subchapter C, Chapter 402, Texas Local Government Code (the Act"), to establish a municipal
drainage utility system and to issue bonds of the City for this purpose; and
WHEREAS on January 24 2006, in accordance with the provisions of the Act, the City
Council of the City adopted an ordinance whereunder the City adopted to apply the provisions of the
Act to the City and which further declared that the drainage of the City was a public utility and
WHEREAS on March 7 2006 in accordance with the provisions ofthe Act, the City Council
of the City adopted an ordinance whereunder the City adopted drainage charges applicable for the
availability and use of the municipal drainage utility system; and
WHEREAS the City Council considers rt in the best interest of the City to issue bonds
pursuant to the laws of the State of Texas, including, without limitation, the Act, for the purpose of
acquiring, constructing, improving, enlarging and repairing all or a part of the municipal drainage
utility system located in the City
NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
FORT WORTH, TEXAS
Section 1 BONDS AUTHORIZED That the City's bonds (the 'Bonds") are hereby
authorized to be issued in the aggregate principal amount of $24 430 000 for the purpose of (i)
acquiring, constructing, improving, enlarging and repairing all or part ofthe facilities which constitute
the City`s drainage utility system, and (ii) paying costs of issuance incurred in connection with the
issuance of the Bonds. The Bonds shall be designated as the City of Fort Worth, Texas Drainage
Utility System Revenue Bonds, Series 2007" The Bonds constitute the first series of 'Parity
Bonds" issued or incurred in accordance with the terms and conditions as set forth in this Ordinance.
Section 2. DATES AND MATURITIES That the Bonds shall be dated October 15 2007
shall be in the denomination of $5 000 or any integral multiple thereof (an Authorized
Denomination'), shall be numbered consecutively from R 1 upward, and shall mature on the maturity
date, in each of the years, and in the amounts, respectively as set forth in the following schedule
MATURITY DATE FEBRUARY 15
YEARS AMOUNTS ($) YEARS AMOUNTS ($)
2008 310 000 2019 815 000
2009 520 000 2020 855 000
2010 545 000 2021 900 000
2011 570 000 2022 945 000
2012 595 000 2023 995 000
2013 620 000 2024 1 045 000
2014 650 000 2025 1 100 000
2015 675 000
2016 705 000 2029 4,985 000
2017 740 000
2018 775 000 2033 6,085 000
For purposes of this Ordinance, the Bonds maturing on February 15 in each of the years 2029 and
2033 are hereby designated as 'Term Bonds"
Section 3 RIGHT OF PRIOR REDEMPTION That the Crty reserves the nght to redeem
the Bonds in the manner on the dates, and in the amounts described in the FORM OF BOND set
forth in Exhibit A to this Ordinance. In addition, notice of such redemption shall be provided in the
manner described in the FORM OF BOND set forth in Exhibit A to this Ordinance, and as provided
in Section 5(e) hereof, but the failure to provide such notice as described in Section 5(e) hereof shall
not affect the vahdity or effectiveness of the proceedings for the redemption of the Bonds.
Section 4 INTEREST That the Bonds scheduled to mature during the years, respectively
set forth below shall bear interest at the following rates per annum:
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maturities 2008, 4.25% matunhes 2019 5 00%
maturities 2009 4.25% maturrties.2020 5 00%
maturities 2010 4.25%
maturities 2011 4.25%
maturities 2012, 4.25%
maturities 2013 4.25%
maturities 2014 4.25%
maturities 2021 5 00%
maturities 2022, 5 00%
maturities 2023 5 00%
maturities 2024 5 00%
maturities 2025 5 00%
maturities 2015 4 50%
maturities 2016, 4 50% maturities 2029 5 00%
maturities 2017 4.50%
maturities 2018, 5 00% maturities 2033 5 00%
payable February 15 2008, and semiannually thereafter on August 15 and February 15 of each year
thereafter until maturity or prior redemption. Said interest shall be payable to the registered owner
of any such Bond in the manner provided in the FORM OF BOND set forth in Exhibit A to this
Ordinance.
Section 5 PAYING AGENT/REGISTRAR, BOOK ENTRY ONLY SYSTEM. (a)
Registration, Transfer, Conversion and Exchan~e• Authentication. That the City shall keep or cause
to be kept at the designated corporate trust office of Wells Fargo Bank, National Association (the
'Paying Agent/Registrar"), books or records for the registration of the transfer conversion and
exchange of the Bonds (the 'Registration Books"), and the City hereby appoints the Paying
Agent/Registrar as its registrar and transfer agent to keep such books or records and make such
registrations of transfers, conversions and exchanges under such reasonable regulations as the Crty
and the Paying Agent/Registrar may prescribe, and the Paying Agent/Registrar 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 owner of each Bond to which
payments with respect to the Bonds shall be mailed, as herein provided, but it shall be the duty of
each owner to notify the Paying Agent/Registrar inwriting of the address to which payments shall
be mailed, and such interest payments shall not be mailed unless such notice has been given. The Crty
shall have the right to inspect at the Designated Trust Office the Registration Books during regular
business hours of the Paying Agent/Registrar but otherwise the Paying Agent/Registrar shall keep
the Registration Books confidential and, unless otherwise requu•ed by law shall not perrrut their
inspection by any other entity Except as otherwise provided in the FORM OF BOND the owner
of each Bond requesting a conversion, transfer exchange and delivery of such Bond shall pay the
Paying Agent/Registrar's standard or customary fees and charges for making such registration,
transfer conversion, exchange and delivery of a substitute Bond or Bonds. Registration of
assignments, transfers, conversions and exchanges of Bonds shall be made m the manner provided
and with the effect stated in the in the FORM OF BOND Each substitute Bond shall bear a letter
and/or number to distinguish rt from each other Bond. An authorized representative of the Paying
Agent/Registrar shall, before the delivery of any such Bond, date and manually sign the 'Paying
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Agent/Registrar's Authentication Certificate in the form set forth in the FORM OF BOND (the
Authentication Certificate"), and, except as provided below no such Bond shall be deemed to be
issued or Outstanding unless the Authentication Certificate is so executed, the foregoing
notwithstanding, the Authentication Certificate need not be executed ifany such Bond is accompanied
by an executed 'Comptroller's Registration Certificate in the form set forth in the FORM OF BOND
The Paying Agent/Registrar promptly shall cancel all paid Bonds and Bonds surrendered for convey
Sion and exchange. No additional ordinances, orders, or resolutions need be passed or adopted by
the governing body of the City or any other body or person so as to accomplish the foregoing
conversion and exchange of any Bond or portion thereof, and the Paying Agent/Registrar shall
provide for the printing, execution, and delivery of the substitute Bonds in the manner prescribed
herein. Pursuant to Chapter 1206, Texas Government Code, the duty of conversion and exchange
of Bonds as aforesaid is hereby imposed upon the Paying Agent/Registrar and, upon the execution
ofthe Authentication Certificate, the converted and exchanged Bond shall be valid, incontestable, and
enforceable in the same manner and with the same effect as the Bonds which uutially were issued and
delivered pursuant to this Ordinance, approved by the Attorney General, and registered by the
Comptroller of Public Accounts. As of the date this Ordinance is approved by the City the
Designated Trust Office ~ the Fort Worth, Texas corporate trust office of Wells Fargo Bank,
National Association.
(b) Payment of Bonds and Interest. The City hereby further appoints the Paying
Agent/Registrar to act as the paying agent for paying the principal of, premium, ff any and interest
on the Bonds, all as provided in this Ordinance. The Paying Agent/Registrar shall keep proper
records of all payments made by the City and the Paying Agent/Registrar with respect to the Bonds.
(c) In General. The Bonds (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 redeemed prior to their scheduled maturities, (iu) maybe transferred and assigned,
(iv) maybe converted and exchanged for other Bonds, (v) shall have the characteristics, (vi) shall be
signed, sealed, executed and authenticated, (vri) shall be payable, and (vvi) shall be admuustered and
the Paying Agent/Registrar and the City shall have certain duties and responsibilities with respect to
the Bonds, all as provided, and in the manner and to the effect as required or indicated, in the FORM
OF BOND The Bonds uutially issued and delivered to the Purchaser pursuant to this Ordinance are
not required to be, and shall not be, authenticated by the Paying Agent/Registrar but on each
substitute Bond issued in conversion of and exchange for any Bond or Bonds issued under this
Ordinance the Paying Agent/Registrar shall execute the Authentication Certificate.
(d) Substitute Paying Agent/Registrar The City covenants with the owners ofthe Bonds that
at all tunes while the Bonds are Outstanding a competent and legally qualified entity shall act as and
perform the services of Paying Agent/Registrar for the Bonds under this Ordinance, and that the
Paying Agent/Registrar will be one entity Such entity may be the City to the extent pernutted by
law or a bank, trust company financial institution, or other agency as selected by the City The City
reserves the right to and may at its option, change the Paying Agent/Registrar upon not less than
one hundred and twenty (120) days written notice to the Paying Agent/Registrar to be effective not
later than sixty (60) days pnor to the next principal or interest payment date after such notice. In the
event that the entity at any tune acting as Paying Agent/Registrar (or its successor by merger acquisi-
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tion, or other method) should resign or otherwise cease to act as such, the City covenants that
promptly rt will appoint a competent and legally qualified entity 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 Bonds, to the new Paying Agent/Registrar
designated and appointed by the City Upon any change in the Paying Agent/Registrar the City
promptly will cause a written notice thereof to be sent by the new Paying Agent/Registrar to each
owner of the Bonds, by Umted 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 oftlus Ordinance, and
a certified copy of this Ordinance shall be delivered to each Paying Agent/Registrar
(e) Additional Notice of Redemption. (i) In addition to the manner of providing notice of
redemption of Bonds as set forth in Section 3 hereof, the Paying Agent/Registrar shall give notice of
redemption of Bonds by Umted States mail, first-class postage prepaid, at least thu-ty (30) days prior
to a redemption date to the SID and each NRMSIR. In addition, in the event of a redemption caused
by an advance refunding of the Bonds, the Paying Agent/Registrar shall send a second notice of
redemption to the persons specified in the unmediately preceding sentence at least thirty (30) days
but not more than ninety (90) days prior to the actual redemption date. Any notice sent to the SID
and a NRMSIR shall be sent so that such notice is received at least two (2) days prior to the general
mailing or publication date of such notice. The Paying Agent/Registrar shall also send a notice of
redemption to the registered owner of any Bonds who has not sent the Bonds in for redemption sixty
(60) days after the redemption date. The failure to send, mail or receive any such notice described
in this clause (i) or any defect therein or in the sending or mailing thereof, shall not affect the validity
or effectiveness of the proceedings for the redemption of any Bond.
(ii) Each redemption notice, whether required in the FORM OF BOND or otherwise by
this Ordinance, shall contain a description of the Bonds to be redeemed including the complete name
of the Bonds, the serves, the date of issue, the interest rate, the maturity date, the CUSIP number the
amounts called of each Bond, the publication and mailing date for the notice, the date of redemption,
the redemption pace, the name of the Paying Agent/Registrar and the address at which the Bond may
be redeemed including a contact person and telephone number
(iii) All redemption payments made by the Paying Agent/Registrar to the registered owners
of the Bonds shall include a CUSIP number relating to each amount paid to such registered owner
(f) D_ TC Book Entrv-Only System ofRe~istration. Should the terms ofthe Purchase Contract
so provide, the Bonds uutially shall be issued and delivered in such manner that no physical
distribution of the Bonds will be made to the public, and DTC uutially will act as depository for the
Bonds. DTC has represented to the City that rt ~ a hrmted purpose trust company incorporated
under the laws of the State of New York, a member of the Federal Reserve System, a clearing
corporation within the meaning of the New York Umform Commercial Code, and a clearing
agency" registered under Section 17A of the Securities Exchange Act of 1934 as amended, and the
City accepts, but in no way verifies, such representations. The defimtive Bonds delivered to the
Purchaser may be registered in the name of CEDE & CO the nominee of DTC, if the terms of the
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Purchase Contract so provide. So long as each Bond is registered in the name of CEDE & CO the
Paying Agent/Registrar shall treat and deal with DTC the same in all respects as if it were the actual
and beneficial owner thereof. DTC may maintain abook-entry system wlich will identify ownership
ofthe Bonds in Authorized Denominations, with transfers of ownership being effected on the records
ofDTC and its participant pursuant to rules and regulations estabhshed by them, and that, ifthe terms
of the Purchase Contract so provide, the Bonds deposited with DTC shall be unmobihzed and not be
further exchanged for substitute Bonds except as hereinafter provided. The City is not responsible
or liable for any functions of DTC, will not be responsible for paying any fees or charges with respect
to its services, will not be responsible or liable for maintaining, supervising, or reviewing the records
of DTC or its participants, or protecting any interests or rights of the beneficial owners of the Bonds.
The City does not represent, nor does rt in any way covenant that the uitial book-entry system
estabhshed with DTC will be maintained in the future. If for any reason any of the originally delivered
Bonds is duly filed with the Paying Agent/Registrar with proper request for transfer and substitution,
as provided for in this Ordinance, substitute Bonds will be duly delivered as provided in this
Ordinance, and there will be no assurance or representation that any book-entry system will be
maintained for the Bonds. Should there be estabhshed abook-entry system with DTC in respect to
the Bonds, the City heretofore has executed a 'Blanket Letter of Representations" prepared by DTC
in order to unplement the book-entry system described above.
Section 6 FORM OF BONDS That the form of all Bonds, including the form of the
Authentication Certificate, the form of Assignment, and the form of the Comptroller's Registration
Certificate to accompany the Bonds on the uitial delivery thereof, shall be, respectively substantially
in the forms as set forth in Exhibit A to this Ordinance, with such appropriate variations, ornissions,
or insertions as are perrnitted or required by this Ordinance.
Section 7 DEFINITIONS That, as used in this Ordinance, the following terms shall have
the meanings set forth below unless the text hereof specifically indicates otherwise:
Accountant" means a nationally recognized independent certified public accountant, or an
independent firm of certified public accountants.
Act" means Subchapter C, Chapter 402, Texas Local Government Code.
Additional Bonds" shall mean the additional bonds which the City reserves the right to issue
m the future as Parity Bonds, as provided in this Ordinance.
Amortization Installment" with respect to the Bonds so designated in Section 2 of this
Ordinance and any Term Bonds of any Additional Bonds, shall mean the amount of money which is
requued to be deposited into the Mandatory Redemption Account referred to in Section 10 hereof
for retirement of such Term Bonds (whether at maturity or by mandatory redemption and including
redemption prerruum, ff any) provided that the total Amort~zarion Installments for such Term Bonds
shall be sufficient to provide for retirement of the aggregate principal amount of such Term Bonds.
Annual Debt Service Requirements" means, for any Fiscal Year the principal of and interest
on all Panty Bonds coming due at Maturity or Stated Maturity (or that could come due on demand
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of the owner thereof other than by acceleration or other demand conditioned upon default by the City
on such Debt, or be payable in respect of any required purchase of such Debt by the Crty) in such
Fiscal Year and, for such purposes, any one or more of the following rules shall apply at the election
of the Crty
(1) Committed Take Out If the Crty has entered into a Credit Agreement
constituting a binding commitment within normal commercial practice to discharge any of its
Funded Debt at its Stated Matunty (or if due on demand, at any date on which demand may
be made) or to purchase any of its Funded Debt at any date on which such Debt is subject to
requued purchase, all under arrangements whereby the City's obligation to repay the amounts
advanced for such discharge or purchase constitutes Funded Debt, then the portion of the
Funded Debt comnutted to be discharged or purchased shall be excluded from such
calculation and the principal of and interest on the Funded Debt incurred for such discharging
or purchase that would be due in the Fiscal Year for which the calculation is being made, if
incurred at the Stated Maturity or purchase date of the Funded Debt to be discharged or
purchased, shall be added,
(2) Balloon Debt. If the principal (including the accretion of interest resulting from
original issue discount or compounding of interest) of any senes or issue of Funded Debt due
(or payable in respect of any requued purchase of such Funded Debt by the Crty) in any Fiscal
Year either is equal to at least 25% of the total principal (including the accretion of interest
resulting from onginal issue discount or compounding of interest) of such Funded Debt or
exceeds by more than 50% the greatest amount of pnincipal of such senes or issue of Funded
Debt due in any preceding or succeeding Fiscal Year (such principal due ui such Fiscal Year
for such senes or issue of Funded Debt being referred to herein as Balloon Debt"), the
amount of principal of such Balloon Debt taken into account during any Fiscal Year shall be
equal to the debt service calculated using the onginal principal amount of such Balloon Debt
amortized over the Tenn of Issue on a level debt service basis at an assumed interest rate
equal to the rate borne by such Balloon Debt on the date of calculation,
(3) Consent Sinkin Fund In the case of Balloon Debt (as defined in clause (2)
above) if a Designated Financial Officer shall deliver to the City an Officer's Certificate
providing for the retirement of (and the instrument creating such Balloon Debt shall penmt
the retirement of), or for the accumulation of a sulking fund for (and the instrument creating
such Balloon Debt shall penrut the accumulation of a sinking fund for), such Balloon Debt
according to a fixed schedule stated in such Officer's Certificate ending on or before the Fiscal
Year in which such principal (and premium, if any) is due, then the principal of (and, in the
case of retirement, or to the extent provided for by the sinking fund accumulation, the
prenuum, if any and interest and other debt service charges on) such Balloon Debt shall be
computed as if the same were due in accordance with such schedule, provided that this clause
(3) shall apply only to Balloon Debt for which the installments previously scheduled have been
paid or deposited to the sulking fund established with respect to such Debt on or before the
tunes required by such schedule; and provided further that this clause (3) shall not apply
where the City has elected to apply the rule set forth in clause (2) above;
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(4) Prepaid Debt. Principal of and interest on Parity Bonds, or portions thereof, shall
not be included in the computation of the Annual Debt Service Requirements for any Fiscal
Year for which such principal or interest are payable from funds on deposit or set aside in
trust for the payment thereof at the tune of such calculations (including without hrrutation
capitalized interest and accrued interest so deposited or set aside in trust) with a financial
institution acting as fiduciary with respect to the payment of such Debt;
(5) Variable Rate. As to any Panty Bond that bears interest at a vanable interest rate
which cannot be ascertained at the time of calculation of. the Annual Debt Service
Requirement then, at the option .of the City either (1) an interest rate equal to the average
rate borne by such Panty Bonds (or by.comparable debt in the event that such Parity Bonds
has not been outstanding during the preceding 24 months) for any 24 month period ending
within 30 days prior to the date of calculation, or (2) an interest rate equal to the 20-year
Tax Exempt Revenue Bond Index (as most recently pubhshed in The Bond Buyer) shall be
presumed to apply for all future dates, unless such index is no longer pubhshed in The Bond
Buyer, in which case an index oftax-exempt revenue bonds with maturities of at least 20
years which is pubhshed in a newspaper or ~oumal with national circulation may be used for
this purpose If two Series of Parity Bonds which bear interest at vanable interest rates, or
one or more maturities within a Series, of equal par amounts, are issued sunultaneously with
inverse floating interest rates providing a composite fixed interest rate for such Parity Bonds
taken as a whole, such composite fixed rate shall be used in detennuung the Annual Debt
Service Requirement with respect to such Parity Bonds;
(6) Guarantee. In the case of any guarantee, as described in clause (2) of the
defimtion of Debt, no obligation will be counted if the City does not anticipate in its annual
budget that rt will make any payments on the guarantee If, however the City is making
payments on a guarantee or anticipates doing so in its annual budget, such obligation shall be
treated as Parity Bonds and calculations of annual debt service requirements with respect to
such guarantee shall be made assuming that the City will make all additional payments due
under the guaranteed obligation. If the entity whose obligation is guaranteed cures all
defaults and the City no longer anticipates making payments under the guarantee, the
guaranteed obligations shall not be included in the calculation of Annual Debt Service
Requirements; and
(7) Credit Agreement Payments If the City has entered into a Credit Agreement in
connection with an issue of Debt, payments due under the Credit Agreement (other than
payments for fees and expenses), for either the Crty or the Credit Provider shall be included
in such calculation, except to the extent that the payments are akeady taken into account
under (1) through (6) above and any payments otherwise included above under (1) through
(6) which are to be replaced by payments under a Credit Agreement, from either the City or
the Credit Provider shall be excluded from such calculation. For purposes of satisfying the
provisions of Sections 19(a) and 19(b) of this Ordinance, the City shall assume that for the
term of the Credit Agreement, rt will not receive any payments from the counterparty thereto
and further that the City shall calculate the amount of its payments due annually to the
counterparty under the Credit Agreement (other than payments for fees and expenses) on the
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basis of the percentage rate applicable to the stated notional amount of the Credit Agreement,
as such percentage rate ns determined as of the date the Credit Agreement ns approved by
ordinance adopted by the City Council.
With respect to any calculation of historic data, only those payments actually made in the subject
period shall be taken into account in making such calculation and, with respect to prospective
calculations, only those payments reasonably expected to be made in the subject period shall be taken
into account in making the calculation.
Authorized Denomination" shall have the same meaning as set forth in Section 2 hereof.
Authorized Investments" -means any and all of the authorized investments described in the
Public Funds Investment Act of 1987 Chapter 2256, Texas Government Code, provided that such
investments are at the tune made included in and authorized by the City's official investment policy
approved from tune to time by the City Council.
Bond, Bonds" and Series 2007 Bond, Bonds" shall mean one or more, as the case maybe,
of the City of Fort Worth, Texas Drainage Utility System Revenue Bonds, Serves 2007 authorized
to be issued by this Ordinance.
Business Day" shall mean a day other than a Saturday Sunday a legal holiday or a day on
which banking institutions are authorized by law or executive order to close in the City or the city
where the Designated Trust Office of the Paying Agent/Regnstrar ns located.
City" and Issuer" shall mean the City of Fort Worth, Texas.
Code" shall mean the Internal Revenue Code of 1986
Credit Agreement" means, collectively a loan agreement, revolving credit agreement,
agreement establishing a lute of credit, letter of credit, reimbursement agreement, insurance contract,
commitments to purchase Panty Bonds, purchase or sale agreements, interest rate swap agreements,
currency exchange agreements, interest rate floor or cap agreements, or commitments or other
contracts or agreements authorized, recognized and approved by the Crty as a Credit Agreement in
connectnon wrath the authorizatnon, nssuance, security or payment of Parity Bonds and on a parity
therewith.
Credit Facility" means (i) a policy of insurance or a surety bond, nssued by an Issuer of
pohcnes of insurance insuring the tamely payment of debt service on governmental obhgatnons,
provided that a Rating Agency having an outstanding rating on Parity Bonds would rate the Parity
Bonds fully insured by a standard policy issued by the issuer in rats two highest generic rating
categories for such obhgatnons, and (ii) a letter or lute of credit issued by any financial institution,
provnded that a Rating Agency having an outstanding rating on the Parnty Bonds would rate the parity
obhgatnons in rats two highest generic rating categories for such obhgatnons nfthe letter or line ofcredit
proposed to be nssued by such financial institution secured the tamely payment of the enure principal
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amount of the Parity Bonds and the interest thereon, and, in any case, no lower than the rating
assigned by a Rating Agency to the Parity Bonds.
Credit Provider" means any bank, financial institution, insurance company surety bond
provider or other entity which provides, executes, issues, or otherwise is a party to or provider of
a Credit Agreement.
Debt" means all.
(1) indebtedness incurred or assumed by the Crty for borrowed money (including
indebtedness arising under Credit Agreements) and all other financing obligations ofthe Crty
that, in accordance with generally accepted accounting principles, are shown on the liability
side of a balance sheet;
(2) all other indebtedness (other than indebtedness otherwise treated as Debt
hereunder) for borrowed money or for the acquisition, construction, or improvement of
property or capitalized lease obligations that is guaranteed, duectly or indu-ectly in any
manner by the City or that is in effect guaranteed, directly or indirectly by the City through
an agreement, contingent or otherwise, to purchase any such indebtedness or to advance or
supply funds for the payment or purchase of any such indebtedness or to purchase property
or services prunarily for the purpose of enabling the debtor or seller to make payment of such
indebtedness, or to assure the owner of the indebtedness against loss, or to supply funds to
or in any other manner invest in the debtor (including any agreement to pay for property or
services urespective of whether or not such property is delivered or such services are
rendered), or otherwise; and
(3) all indebtedness secured by any mortgage, hen, charge, encumbrance, pledge or
other security interest upon property owned by the Crty whether or not the Crty has assumed
or become liable for the payment thereof.
For the purpose of determ,mng the 'Debt" of the City there shall be excluded any particular Debt if,
upon or pnor to the Maturity thereof, there shall have been deposited with the proper depository
(a) in trust the necessary funds (or investments that will provide sufficient funds, if permitted by the
instrument creating such Debt) for the payment, redemption, or satisfaction of such Debt or
(b) evidence of such Debt deposited for cancellation, and thereafter it shall not be considered Debt.
No item shall be considered Debt unless such item constitutes indebtedness under generally accepted
accounting principles applied on a basis consistent with the financial statements prepared by or for
the benefit of the Crty in pnor Fiscal Years.
Designated Financial Officer" shall mean the Crty Manager or the Chief Financial Officer
of the City
Designated Trust Office" shall have the same meaning as set forth in Section 5(a) hereof.
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DTC" shall mean The Depository Trust Company New York, New York, or any successor
securities depository designated by the City in accordance with the provisions of Section 5(i) hereof.
Fiscal Year" shall mean the regular fiscal year used by the City in connection with the
operation ofthe System, which may be any twelve consecutive months period established by the City
Funded Debt" means all Parity Bonds that mature by then terms (in the absence of the
exercise of any earlier right of demand), or are renewable at the option of the Crty to a date, more
than one year after the original creation, assumption, or guarantee of such Debt by the Crty
Gross Revenues of the City's Drainage Utility System" and Gross Revenues"shall mean all
revenues, income, and receipts of every nature derived or received by the Crty from the operation and
ownership of the System, including the interest income from the investment or deposit of money in
any Fund created by this Ordinance, or maintained by the Crty in connection with the System.
MAC" means the Municipal Advisory Council of Texas.
Maturity" when used with respect to any Debt means the date on which the principal of such
Debt or any installment thereofbecomes due and payable as therein provided, whether at the Stated
Maturity thereof or by declaration of acceleration, call for redemption, or otherwise.
MSRB" shall mean the Municnpal Securities Rulemaking Board.
Non-Recourse Debt" means any Debt secured by a hen (other than a hen on Gross
Revenues) liability for which is effectively hrnited to the property subject to such hen with no
recourse, dnrectly or indirectly to any other property of the City attributable to the System; provided,
however that such Debt is being incurred in connection with the acquisition ofproperty only which
property is not, at the tune of such occurrence, owned by the Crty and being used m the operations
of the City
NRMSIR" shall mean each person whom the SEC or its staff has determined to be a
nationally recognized municipal securities information repository within the meaning of the Rule from
tune to tune.
Officer's Certificate" means a certificate executed by a Designated Financial Officer
Parity Bonds" shall mean the Bonds and all bonds and obligations nssued or incurred by the
City that are determined and declared by the City Council of the Crty to be on a parity with the
Bonds, including Additional Bonds and obligations of the City issued or incurred under the terms of
a Credit Agreement.
Paying Agent/Registrar" shall have the meaning as set forth in Section 5(a) hereof.
Purchase Contract" shall mean the bond purchase agreement between the City and the
Purchaser relating to the sale and delivery of the Bonds.
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Purchaser" shall mean Piper Jaffray & Co Inc
Rule" shall mean SEC Rule 15c2 12, as amended from tune to tune
SEC" shall mean the United States Securities and Exchange Commission.
SID" shall mean the MAC, or any other person designated by the State of Texas or an
authorized department, officer or agency thereof as, and determined by the SEC or its staff to be,
a state information depository within the meaning of the Rule from tune to tune.
Stated Maturity" when used with respect to any Debt or any installment of interest thereon
means any date specified in the instrument evidencing or authorizing such Debt or such installment
of interest as a fixed date on which the principal of such Debt or any installment thereof or the fixed
date on wlich such installment of interest is due and payable.
Subordinated Debt" or Subordinate Obligations" means anyDebt which expresslyprovides
that all payments thereon shall be subordinated to the tinely payment of all Parity Bonds then
outstanding or subsequently issued.
System shall mean and include the City's drainage utility system, together with all future
extensions, inprovements, enlargements, and additions thereto and all replacements thereof;
provided that, notwithstanding the foregoing, and to the extent now or hereafter authorized or
permitted by law the term System shall not include any facilities which are declared not to be a part
of the System and which are acquired or constructed by the City with the proceeds from the issuance
of 'Special Facilities Bonds" which are hereby defined as being special revenue obligations of the
City which are not secured by or payable from the Gross Revenues as defined herein, but which are
secured by and payable solely from special contract revenues or payments received from any other
legal entity in connection with such facilities, and thus constitute Non-Recourse Debt; and such
revenues or payments shall not be considered as or constitute Gross Revenues of the System, unless
and to the extent otherwise provided in the ordinance or ordinances authorizing the issuance of such
'Special Facilities Bonds"
Term Bonds" means those Parity Bonds so designated in the ordinances authorizing such
bonds which shall be subject to retirement by operation of the Mandatory Redemption Account
referred to in Section 10 hereof.
Term oflssue" means with respect to any Balloon Debt, a period oftine equal to the greater
of (i) the period of tune commencing on the date of issuance of such Balloon Debt and ending on the
final maturity date of such Balloon Debt or (ii) twenty-five years.
Value oflnvestment Securities" and words oflike inport shall mean valuation at their market
value, excluding accrued interest, in accordance with the City's official investment policy approved
from tune to tine by the Crty Council.
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Section 8 PLEDGE That the Parity Bonds, and any interest payable thereon, are and shall
be secured by and payable from a first hen on and pledge of the Gross Revenues, and. the Gross
Revenues aze further pledged to the establishment and maintenance of the Debt Service Fund as
hereinafter provided. The Parity Bonds are and will be secured by and payable only from the Gross
Revenues, and are not secured by or payable from a mortgage or deed of trust on any real, personal
or mixed properties constituting the System.
Section 9 REVENUE FUND That there has been created and established on the books
of the City and accounted for separate and apart from all other funds of the City a special drainage
utility fund entitled the 'City of Fort Worth, Texas, Drainage Utility System Revenue Fund
(hereinafter called the 'Revenue Fund') All Gross Revenues are and shallbe credited to the Revenue
Fund immediately upon receipt. Moines m the Revenue Fund shall be maintained at an official
depository bank of the City
Section 10 DEBT SERVICE FUND (a) That for the sole purpose of paying the principal
of and interest on the Pazrty Bonds, as.the same come due, there is hereby created and established on
the books ofthe City a separate fund entitled the 'City ofFort Worth, Texas, Drainage Utility System
Revenue Bonds Debt Service Fund (hereinafter called the 'Debt Service Fund') Moines in the Debt
Service Fund shall be maintained at an official depository bank of the Crty
(b) That within the Debt Service Fund there is hereby established an account entitled the
'City of Fort Worth, Texas Drainage Utility System Revenue Bonds Mandatory Redemption
Account" (the 'Mandatory Redemption Account") into which shall be credited the Amortization
Installments which shall be used for the payment of the principal of Term Bonds as the same shall
come due, whether by maturity thereof or by redemption, through the operation of the Mandatory
Redemption Account.
Section 11 RESERVE FUND That the City reserves the right to establish and fund a
reserve fund for the benefit of the owners and holders of the Panty Bonds. Any such reserve fund
so established shallbe maintained m such amount as shallbe determined by the City Council, subject
to the provisions of Section 24 of this Ordinance. With respect to the Bonds, no reserve fund shall
be required to be established at the tune of the delivery of the Bonds.
Section 12. DEPOSITS OF GROSS REVENUES, INVESTMENTS (a) That the Gross
Revenues shall be transferred from the Revenue Fund and deposited to the credit of the Debt Service
Fund when and as required by this Ordinance and by ordinances hereafter adopted by the City Council
of the City authorizing Pazrty Bonds.
(b) Moneys in any Fund or Account established pursuant to this Ordinance may at the option
of the City be placed or invested in Authorized Investments. The value of any such Fund or Account
shall be established by adding any money therein to the Value of Investment Securities. The value
of each such Fund or Account shall be established no less frequently than annually as of the last
Business Day of each Fiscal Year and in any event the value of each such Fund and Account shall
be established as of the last Business Day of the month preceding the date the City Council adopts
an ordinance authorizing the issuance and delivery of Parity Bonds. Earnings derived from the
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investment of moneys on deposit in the various Funds and Accounts shall be credited to the Revenue
Fund.
Section 13 FUNDS SECURED That money in all Funds created by this Ordinance, to the
extent not invested, shall be secured in the manner prescribed by law for securing funds of the Crty
Section 14 DEBT SERVICE REQUIREMENTS (a) That promptly after the delivery
of the Bonds the City shall cause to be deposited to the credit of the Debt Service Fund any accrued
interest received from the sale and delivery of the Bonds, and any such deposit shall be used to pay
part of the interest next coming due on the Bonds.
(b) That the City shall transfer Gross Revenues from the Revenue Fund and deposit to
the credit of the Debt Service Fund the amounts, at the tunes, as follows:
(1) such amounts, deposited in approxnnately equal monthly installments on or
before the last Business Day of each month hereafter commencing with the month during
which the Bonds are delivered, as will be sufficient, together with other amounts, if any then
on hand in the Debt Service Fund and available for such purpose, to pay the interest sched-
uled to accrue and come due on the Bonds on the next succeeding interest payment date;
(2) such amounts, deposited m approxunately equal monthly installments on or
before the last Business Day of each month hereafter commencing with the month during
which the Bonds are delivered, as will be sufficient, together with other amounts, if any then
on hand in the Debt Service Fund and available for such purpose, to pay the principal
scheduled to mature and come due on the Bonds on the next succeeding principal payment
date; and
(3) such amounts, deposited in approxunately equal monthly installments on or
before the last Business Day of each month hereafter commencing with the month during
which the Bonds are delivered, as will be sufficient, together with other amounts, if any then
on hand in the Debt Service Fund and available for such purpose, to pay the Amortization
Installments scheduled to come due on the Bonds on the next succeeding mandatory sinking
fund redemption payment date.
Section 15 DEFICIENCIES, ADDITIONAL USES FOR GROSS REVENUES (a)
That if on any occasion there shall not be sufficient Gross Revenues to make the required deposits
into the Debt Service Fund, then such deficiency shall be made up as soon as possible from the next
available Gross Revenues, or from any other sources available for such purpose.
(b) That, subject to making the requued deposits to the credit of the Debt Service Fund
when and as required by this Ordinance, or any ordinance authorizing the issuance of Parity Bonds,
Gross Revenues may be used by the City for any lawful purpose not inconsistent with the Act
including, without hrrutation, paying the costs of operating and maintaining the System.
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Section 16 PAYMENT OF THE PARITY BONDS That on or before each date upon
which principal of or interest on any Parity Bonds are scheduled to be due and payable, while any of
the Parity Bonds are outstanding and unpaid, the Crty shall make available to the paying agents
therefor (including the Paying Agent/Registrar), out of the Debt Service Fund (if necessary), money
sufficient to pay such interest on and such principal of the Parity Bonds as shall become due on such
dates, respectively at maturity or by redemption pnor to maturity The aforesaid paying agents
(including the Paying Agent/Registrar) shall fiu-msh the Crty with an appropriate certificate that such
payments to the holder or owner thereof have been made when due.
Section 17 DEFAULT AND REMEDIES (a) Events of Default. That each of the
following occurrences or events for the purpose of this Ordinance is hereby declared to be an Event
of Default:
(i) the failure to make payment of the principal of or interest on any of the Bonds
when the same becomes due and payable; or
(u) default in the performance or observance ofany other covenant, agreement or
obhgation of the Crty the failure to perform which materially adversely affects the rights of
the registered owners of the Bonds, including; but not limned to thew prospect or ability to
be repaid in accordance with this Ordinance, and the continuation thereof for a penod of sixty
(60) days after notice of such default is given by any registered owner to the City
(b) Remedies for Default.
(i) Upon the happening ofany Event of Default, then and in every case, any registered
owner or an authorized representative thereof, including, but not hnuted to a trustee or
trustees therefor may proceed against the Crty or any official, officer or employee of the Crty
in their official capacity for the purpose of protecting and enforcing the nghts of the
registered owners under this Ordinance, by mandamus or other suit, action or special
proceeding in equity or at law in any court of competent ~unsdiction, for any rehefperrrutted
by law including the specific performance ofany covenant or agreement contained herein,
or thereby to enjoin any act or thing that maybe unlawful or in violation ofany right of the
registered owners hereunder or any combination of such remedies.
(ii) It is provided that all such proceedings shall be instituted and maintained for the
equal benefit of all registered owners of Bonds then outstanding.
(c) Remedies Not Exclusive
(i) No remedy herein conferred or reserved ~ intended to be exclusive ofany other
available remedy or remedies, but each and every such remedy shall be cumulative and shall
be in addition to every other remedy given hereunder or under the Bonds or now or hereafter
existing at law or in equity provided, however that notwithstanding any other provision of
this Ordinance, the right to accelerate the debt evidenced by the Bonds shall not be available
as a remedy under this Ordinance.
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(ii) The exercise of any remedy herein conferred or reserved shall not be deemed a
waiver of any other available remedy
(iu) By accepting the delivery of a Bond authorized under this Ordinance, such
registered owner agrees that the certifications requued to effectuate any covenants or
representations contained in this Ordinance do not and shall never constitute or give rise to
a personal or pecumary habihty or charge against the officers, employees or members of the
City or the City Council.
(iv) None of the members of the City Council, nor any other official or officer agent,
or employee of the City shall be charged personally by the registered owners with any
habihty or be held personally liable to the registered owners under any term or provision of
this Ordinance, or because of any Event of Default or alleged Event of Default under this
Ordinance
Section 18 FINAL DEPOSITS, GOVERNMENTAL OBLIGATIONS (a) Defeased
Bonds. That any Bond and the interest thereon shall be deemed to be paid, retired and no longer
outstanding (a 'Defeased Bond') within the meaning oftlus Ordinance, except to the extent provided
in subsection (d) of this Section, when payment of the principal of such Bond, 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 inaccordance with an escrow agreement or other instrument (the 'Future Escrow
Agreement") for such payment (1) lawful money of the Umted States of America sufficient to make
such payment or (2) Defeasance Securities that mature as to principal and interest in such amounts
and at such tunes as will insure the availability without reinvestment, of sufficient money to provide
for such payment, and when proper arrangements have been made by the Issuer with the Paying
Agent/Registrar for the payment of its services until all Defeased Bonds shall have become due and
payable. At such tune as a Bond shall be deemed to be a Defeased Bond hereunder as aforesaid,
such Bond and the interest thereon shall no longer be secured by payable from, or entitled to the
benefits of, the pledge of Gross Revenues as provided in this Ordinance, and such principal and
interest shall be payable solely from such money or Defeasance Securities. Notwithstanding any other
provision oftlus Ordinance to the contrary rt is hereby provided that any determination not to redeem
Defeased Bonds that is made in conjunction with the payment arrangements specified in subsection
18(a)(i) or (ii) shall not be irrevocable, provided that the Issuer (1) in the proceedings providing for
such payment arrangements, expressly reserves the right to call the Defeased Bonds for redemption,
(2) gives notice of the reservation of that right to the owners of the Defeased Bonds unmediately
following the making of the payment arrangements, and (3) directs that notice of the reservation be
included in any redemption notices that it authorizes.
(b) Investment m Defeasance Securities. Any moneys so deposited with the Paying
Agent/Registrar may at the written direction of the Issuer be invested in Defeasance Securities,
maturing in the amounts and tunes as hereinbefore set forth, and all income from such Defeasance
Securities received by the Paying Agent/Registrar that is not requued for the payment of the Bonds
and interest thereon, with respect to which such money has been so deposited, shall be turned over
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to the Issuer or deposited as du'ected in writing by the Issuer Any Future Escrow Agreement
pursuant to which the money and/or Defeasance Securities are held for the payment of Defeased
Bonds may contain provisions perrmtting the investment or reinvestment of such moneys in
Defeasance Securities or the substitution of other Defeasance Securities upon the satisfaction of the
requirements specified in subsection 18(a)(i) or (u) All income from such Defeasance Securities
received by the Paying Agent/Registrar which is not required for the payment ofthe Defeased Bonds,
with respect to which such money has been so deposited, shall be remitted to the Issuer or deposited
as du-ected in writing by the Issuer
(c) Defeasance Securities Defined The term 'Defeasance Securities" means (i) du'ect,
noncallable obligations ofthe United States ofAmenca, including obligations that are unconditionally
guaranteed by the United States of America, (u) noncallable obligations of an agency or
instrumentality of the United States of America, including obligations that are unconditionally
guaranteed or insured by the agency or instrumentality and that, on the date of the purchase thereof
are rated as to investment quality by a nationally recognized investment rating firm not less than AAA
or its equivalent, and (ui) noncallable obligations of a state or an agency or a county municipality
or other political subdivision of a state that have been refunded and that, on the date on the date the
governing body of the Issuer adopts or approves the proceedings authorizing the financial
arrangements are rated as to investment quality by a nationally recognized investment rating firm not
less than AAA or its equivalent.
(d) Paying Agent/Registrar Services. Until all Defeased Bonds shall have become due and
payable, the Paying Agent/Registrar shall perform the services of Paying Agent/Registrar for such
Defeased Bonds the same as if they had not been defeased, and the Issuer shall make proper
arrangements to provide and pay for such services as required by this Ordinance.
(e) Selection of Bonds for Defeasance. In the event that the Issuer elects to defease less
than all of the principal amount of Bonds of a maturity the Paying Agent/Registrar shall select, or
cause to be selected, such amount of Bonds by such random method as rt deems fair and appropriate.
Section 19 ADDITIONAL BONDS (a) Parity Bonds. That the City reserves and shall
have the right and power to issue or incur Parity Bonds for any purpose authorized by law pursuant
to the provisions of this Ordinance and any ordinance hereafter adopted authorizing the issuance or
incurrence of Parity Bonds. The City may issue, incur or otherwise become liable in respect of any
Parity Bonds if a Designated Financial Officer shall deliver to the Crty a certificate stating that, to the
best knowledge thereof, (i) the City is in compliance with all covenants contained in this Ordinance
and any ordinance hereafter adopted authorizing the issuance or incurrence of Parity Bonds, is not
in default in the performance and observance of any of the terms, provisions and conditions hereof
and thereof, and the Funds and Accounts securing the Parity Bonds then outstanding contain the
amount then required to be therein, and (ii) the Gross Revenues for the preceding Fiscal Year or for
twelve consecutive months out of the fifteen months immediately preceding, the dated date of such
proposed Parity Bonds, are at least equal to 1 50 tunes the Annual Debt Service Requirements of the
Panty Bonds to be outstanding after the issuance of the then proposed Parity Bonds for the Fiscal
Year during which such Annual Debt Service Requirements are scheduled to be the greatest. For
purposes of this subsection (a), if Parity Bonds are issued to refund less than all of the Parity Bonds
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then outstanding, the certification requued by clause (ii) above shall give effect to the issuance of the
proposed refunding Panty Bonds (and shall not give effect to the Panty Bonds being refunded
following then cancellation or provision being made for then payment)
(b) Reserve Fund. Should a reserve fund be hereafter established in connection with the
issuance of Parity Bonds, the City shall deposit to the credit of such reserve fund such amounts, at
such tunes, and m such manner as shall be provided by ordinance adopted by the City Council
establishing such reserve fund.
(c) Non-Recourse Debt and Subordinate Obligations. Non-Recourse Debt and Subordinate
Obligations maybe incurred without hrrutation by the Crty upon passage of an ordinance by the City
Council ofthe City for the purpose of approving the issuance ofNon-Recourse Debtor Subordinate
Obligations, as the case maybe, and approval of such Non-Recourse Debt or Subordinate Obligations
by the Attorney General of Texas, to the extent requued by law
(d) Credit Agreements. Payments to be made under a Credit Agreement maybe treated as
a payment in respect of a Parity Bond and secured by Gross Revenues if the governing body of the
Crty makes a finding in the ordinance authorizing the execution and delivery of a Credit Agreement
as a Parity Bond that, based upon the findings contained in a certificate executed and delivered by a
Designated Financial Officer the Crty will have sufficient funds to meet the financial obligations of
the System, including sufficient Gross Revenues to satisfy the Annual Debt Service Requirements of
the System and the financial obligations of the Crty relating to the System after giving effect to the
treatment of the Credit Agreement as a Parity Bond. The payment obligations incurred by the Crty
under a Credit Agreement shall not be treated as a Parity Bond unless the form of such Credit
Agreement is approved by ordinance adopted by the Crty Council.
(e) Determination of Gross Revenues. In making a determination of Gross Revenues for any
ofthe purposes described in this Section, including, without limitation, subsection (a) oftlus Section,
the Designated Financial Officer may take into consideration a change in the rates and charges for
services and facilities afforded by the System that became effective at least thirty (30) days prior to
the last day of the period for which Gross Revenues are determined and, for purposes of satisfying
the Gross Revenues test described m subsection (a) above, make a pro forma determination of the
Gross Revenues of the System for the penod of tune covered by the Designated Financial Officer's
certification based on such change in rates and charges being in effect for the entire period covered
by the Accountant's certificate.
Section 20 APPROVAL BY ATTORNEY GENERAL. That to the extent requued by
the laws of the State of Texas, no Panty Bonds shall be delivered by the Crty until the approval of the
Attorney General of Texas has been obtained.
Section 21 GENERAL COVENANTS That the City further covenants and agrees that
in accordance with and to the extent requued or perrmtted by law•
(a) Performance. It will faithfully perform at all tunes any and all covenants, undertakings,
stipulations, and provisions contained m this Ordinance, and each ordinance authorizing the issuance
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of Panty Bonds, and in each and every Parity Bond, it will promptly pay or cause to be paid the
principal of and interest on every Panty Bond, on the dates and in the places and manner prescribed
in such ordinances and Parity Bonds, and it will, at the tunes and in the manner prescribed, deposit
or cause to be deposited the amounts requu-ed to be deposited into the Debt Service Fund, and any
holder of the Parity Bonds may requue the City its officials and employees to carry out, respect or
enforce the covenants and obligations of this Ordinance, or any ordinance authorizing the issuance
of Additional Bonds, by all legal and equitable means, including specifically but without hrrutation,
the use and filing of mandamus proceedings, in any court of competent~unsdiction, against the City
its officials and employees.
(b) Crty's Legal Authority It ns a duly created and existing home rule city of the State of
Texas, and is duly authorized under the laws of the State of Texas to create and issue the Bonds, that
all action on its part for the creation and issuance of the Bonds has been duly and effectively taken,
and that the Bonds in the hands of the holders and owners thereof are and will be valid and
enforceable special obligations of the City in accordance with their terms.
(c) Title. It has or will obtain lawful title to the lands, buildings, structures and facilities
constituting the System, that it warrants that rt will defend the title to all the aforesaid lands,
buildings, structures and facilities, and every part thereof, for the benefit of the holders and owners
of the Parity Bonds, against the clauns and demands of all persons whomsoever that rt is lawfully
qualified to pledge the Gross Revenues to the payment of the Parity Bonds in the manner prescribed
herein, and has lawfully exercised such rights.
(d) Liens. It will from tune to time and before the same become delinquent pay and
discharge all taxes, assessments and governmental charges, if any which shall be lawfully unposed
upon it, or the System; it will pay all lawful clauns for rents, royalties, labor materials, and supplies
which ifunpaid might by law become a hen or charge thereon, the hen ofwhich would be prior to or
interfere with the hens hereof, so that the priority of the hens granted hereunder shall be fully
preserved in the manner provided herein, and rt will not create or suffer to be created any mechamc's,
laborer's, materiahnan's or other hen or charge which might or could be prior to the hens hereof, or
do or suffer any matter or thing whereby the hens hereof might or could be unpaired, provided,
however that no such tax, assessment or charge, and that no such clauns which aught be used as the
basis of a mechanic's, laborer's, materiahnan's or other hen or charge, shall be required to be paid so
long as the validity of the same shall be contested in good faith by the City
(e) Operation of System; No Free Service It will, while the Parity Bonds are outstanding
and unpaid, continuously and efficiently operate the System, and shall maintain the System in good
condition, repair and working order all at reasonable cost. No free service of the System shall be
allowed, and should the City or any of its agencies or uistrumentahties make use of the services and
facilities of the System, payment of the reasonable value shall be made by the City out of funds from
sources other than the revenues of the System, unless made from Gross Revenues as perinitted in
Section 16(b) hereof.
(f) Further Encumbrance. It, while any Parity Bonds are outstanding and unpaid, will not
additionally encumber the Gross Revenues in any manner except as permitted in this Ordinance in
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connection with Parity Bonds, unless said encumbrance is made junior and subordinate in all respects
to the hens, pledges, covenants and agreements of this Ordinance; but the right of the Crty to issue
revenue bonds payable from a subordinate hen on the Gross Revenues is specifically recognized and
retained.
(g) Sale or Disposal of Property It, while the Parity Bonds are outstanding and unpaid,
will not sell, convey mortgage, encumber lease or in any manner transfer title to or otherwise
dispose ofthe System, or any significant or substantial part thereof; provided, that whenever the City
deems rt necessary to dispose of any other property machinery fixtures or equipment, it may sell or
otherwise dispose of such property machinery fixtures or equipment when it has made arrangements
to replace the same or provide substitutes therefor unless it is determined that no such replacement
or substitute is necessary Proceeds from any sale hereunder not used to replace or provide for
substitution of such property sold, shall be used for unprovements to the System or to purchase or
redeem Parity Bonds.
(h) Insurance. (1) Except as otherwise permitted in clause (2) below the City shall insure
such parts of the System as would usually be insured by corporations operating like properties, with
responsible insurance companies, against loss to the extent insurance is usually carved by
corporations operating like properties. To the extent reasonably obtainable, it shall include insurance
against the perils of fire, extended coverage and flood. At any tune while any contractor engaged in
construction work shall be fully responsible therefor the Crty shall not be required to carry insurance
on the work being constructed if the contractor is required to carry appropriate insurance. All such
policies shall be open to the inspection of the bondholders and their representatives at all reasonable
tunes.
(2) In lieu of obtauung policies for uisurance as provided above, the City may self-insure
against risks, accidents, clauss or casualties of the nature described in clause (1) above.
(3) The annual audit hereinafter required shall contain a section commenting on whether the
City has complied with the requirements of this subsection, and listing the areas of insurance for
which the Crty is insuring, all policies carved, and whether all insurance prerniums upon the insurance
policies to which reference is hereinbefore made have been paid.
(i) Rate Covenant. The City Council of the Crty will fix, establish, maintain and collect
such rates, charges and fees for the use and availability of the System at all tunes as are necessary to
produce Gross Revenues sufficient (1) to produce Gross Revenues for each Fiscal Year at least equal
to 1.25 tunes the Annual Debt Service Requirements of all then outstanding Parity Bonds for the
Fiscal Year during which such Annual Debt Service Requirements are scheduled to be the greatest,
(2) to pay all current operation and maintenance expenses of the System, and (3) to pay all other
obligations of the System reasonably anticipated to be paid from Gross Revenues during the current
Fiscal Year
(j) Records. It will keep proper books of record and account in which full, true and
correct entries will be made of all dealings, activities and transactions relating to the System, the
Gross Revenues and the Funds and Accounts created pursuant to this Ordinance, and all books,
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documents and vouchers relating thereto shall at all reasonable tunes be made available for inspection
upon request of any bondholders.
(k) Audits. After the close of each Fiscal Year while any Panty Bonds are outstanding,
an audit will be made of the books and accounts relating to the System and the Gross Revenues by
an Accountant. As soon as practicable after the close of each such Fiscal Year and when said audit
has been completed and made available to the Crty a copy of such audit for the preceding Fiscal Year
shall be mailed to the MAC and to any holder of 5% or more m aggregate principal amount of then
outstanding Panty Bonds who shall so request in writing. Such annual audit reports shall be open
to the inspection of the bondholders and then agents and representatives at all reasonable tunes.
(1) Governmental Agencies. It will comply with all ofthe terms and conditions of any and
all franchises, permits and authorizations applicable to or necessary with respect to the System, and
which have been obtained from any governmental agency and the City has or will obtain and keep
in full force and effect all franchises, pernuts, authorization and other requirements applicable to or
necessary with respect to the acquisition, construction, equipment, operation and maintenance of the
System.
(m) No Competition. It will not grant any franchise or perrmt for the acquisition,
construction or operation of any competing facilities which might be used as a substitute for the
System's facilities, and, to the extent that it legally may the Crty will prohibit any such competing
facilities.
Section 22. AMENDMENT OF ORDINANCE (a) That the holders of the Parity Bonds
aggregating in principal amount a majority of the aggregate principal amount of then outstanding
Parity Bonds shall have the right from tune to tune to approve any amendment to this Ordinance
which may be deemed necessary or desirable by the Crty provided, however that without the consent
ofthe holders of all ofthe Parity Bonds at the tune outstanding, nothing herein contained shall perrrut
or be construed to pernut the amendment of the terms and conditions in this Ordinance or in the
Panty Bonds so as to
(1) Make any change m the maturity ofthe outstanding Parity Bonds,
(2) Reduce the rate of interest borne by any of the outstanding Parity Bonds,
(3) Reduce the amount of the principal payable on the outstanding Panty Bonds,
(4) Modify the terms of payment of principal of or interest on the outstanding Parity
Bonds or unpose any conditions with respect to such payment;
(5) Affect the rights of the holders of less than all of the Panty Bonds then outstanding;
or
(6) Change the muumum percentage of the principal amount of Parity Bonds necessary
for consent to such amendment.
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(b) That if at any tune the City shall desi-e to amend the Ordinance under this Section, the
City shall cause notice ofthe proposed amendment to be published in a financial newspaper or~ournal
published in The City of New York, New York, once during each calendar week for at least two
successive calendar weeks; provided, however that the publication of such notice shall not constitute
a condition precedent to the adoption of such amendatory ordinance and the failure to publish such
notice shall not adversely affect the inplementation of such amendment as adopted pursuant to such
amendatory ordinance. Such notice shall bnefly set forth the nature of the proposed amendment and
shall state that a copy thereof is on file at the principal office of the Paying Agent/Registrar for
inspection by all holders of Parity Bonds. Such publication is not required, however if notice in
writing is given to each holder of Parity Bonds.
(c) That whenever at any tune not less than thu-ty days, and within one year from the date
of the first publication of said notice or other service of written notice the City shall receive an
instrument or instruments executed by the holders of at least a majority in aggregate principal amount
of all Panty Bonds then outstanding, which instrument or instruments shall refer to the proposed
amendment described in said notice and which specifically consent to and approve such amendment
in substantially the form of the copy thereof on file with the Paying Agent/Registrar the City Council
may pass the amendatory ordinance in substantially the same form.
(d) That upon the passage of any amendatory ordinance pursuant to the provisions of this
Section, this Ordinance shall be deemed to be amended in accordance with such amendatory
ordinance, and the respective nghts, duties and obligations under this Ordinance of the Crty and all
the holders of then outstanding Panty Bonds shall thereafter be determined, exercised and enforced
hereunder subject in all respects to such amendments.
(e) That any consent given by the holder of a Parity Bond pursuant to the provisions of
this Section shall be irrevocable for a period of six months from the date of the first publication of the
notice provided for in this Section, and shall be conclusive and binding upon all future holders of the
same Parity Bond during such penod. Such consent may be revoked at any time after six months
from the date of the first publication of such notice by the holder who gave such consent, or by a
successor in title, by filing notice thereof with the Paying Agent/Registrar therefor and the City but
such revocation shall not be effective ifthe holders of a majority in aggregate principal amount ofthe
then outstanding Parity Bonds as m this Section defined have, prior to the attempted revocation,
consented to and approve the amendment.
(f) For the purposes ofthis Section, the ownership and other matters relating to all Parity
Bonds registered as to ownership shall be determined from the registration books kept by the Paying
Agent/Registrar therefor The Paying Agent/Registrar may conclusively assume that such ownership
continues until written notice to the contrary is served upon the Paying Agent/Registrar For
purposes of thus Section, the notional amount attributable to a Credit Agreement that is treated as a
Parity Bond shall be deemed to be the principal amount of such Parity Bond.
(g) The foregoing provisions of this Section notwithstanding, the Crty by action of the
City Council may amend this Ordinance for any one or more of the following purposes.
22
(1) To add to the covenants and agreements of the City in this Ordinance
contained, other covenants and agreements thereafter to be observed, grant additional rights
or remedies to bondholders or to surrender restrict or hmnt any right or power herein
reserved to or conferred upon the City
(2) To make such provisions for the purpose of curing any ambiguity or curing,
correcting or supplementing any defective provision contained in this Ordinance, or in regard
to clarifying matters or questions arising under this Ordinance, including, without hrnitatnon,
those matters described in Section 26(c)(v) hereof, as are necessary or desirable and not
contrary to or inconsistent with this Ordinance and which shall not adversely affect the
interests of the holders of the Parity Bonds, or
(3) To modify any of the provisions of this Ordinance in any other respect
whatever provided that (i) such modification shall be, and be expressed to be, effective only
after all previously issued Parity Bonds outstanding at the date of the adoption of such modi-
ficationshall cease to be outstanding, and (ii) such modification shall be specifically referred
to in the text of all Additional Bonds issued after the date of the adoption of such
modification.
Section 23 DAMAGED, MUTILATED, LOST STOLEN OR DESTROYED BONDS
(a) That in the event any outstanding Bond is damaged, mutilated, lost, stolen, or destroyed, the
Paying AgentlRegistrar shall cause to be printed, executed, and delivered, a new bond of the same
principal amount, maturity and interest rate, as the damaged, mutilated, lost, stolen, or destroyed
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 destruction of a Bond,
the applicant for a replacement bond shall furnish to the City and to the Paying Agent/Registrar such
security or indemnity as may be required by them to save each of them harmless from any loss or
damage with respect thereto Also in every case of loss, theft, or destruction of a Bond, the
applicant shall furmsh to the Crty and to the Paying Agent/Registrar evidence to then 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 cancellation the
Bond so damaged or mutilated.
(c) Notwithstanding the foregoing provisions ofthis.Section, in the event any such Bond
shall have matured, and no default has occurred which is then continuing m the payment of the
principal of, redemption premium, if 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 indemmty 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 wrath 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
23-
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 tune, 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 Chapter 1206 Texas Government Code, this Section of this
Ordinance shall constitute authority for the issuance of any such replacement bond without necessity
of further action by the governing body of the City or any other body or person, and the duty of the
replacement of such bonds is hereby authorized and unposed 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 Section S(d) of this Ordinance for Bonds issued in exchange for other
Bonds.
Section 24 TAX COVENANTS That the Issuer covenants to refrain from any action
which would adversely affect, or to take any action to assure, the treatment of the Bonds as
obligations described in section 103 of the Code, the interest on which is not includable in the gross
income of the holder for purposes of federal income taxation. In furtherance thereof, the Issuer
covenants as follows.
(a) to take any action to assure that no more than 10 percent of the proceeds of
the Bonds orthe projects financed therewith (less amounts deposited to a reserve fund, ifany)
are used for any 'private business use" as defined in section 141(b)(6) of the Code or ifmore
than 10 percent of the proceeds are so used, that amounts, whether or not received by the
Issuer with respect to such private business use, do not, under the terms of this Ordinance
or any underlying arrangement, directly or indirectly secure or provide for the payment of
more than 10 percent of the debt service on the Bonds, in contravention of section 141(b)(2)
of the Code,
(b) to take any action to assure that in the event that the 'pnvate business use
described in subsection (a) hereof exceeds 5 percent of the proceeds of the Bonds or the
projects financed therewith (less amounts deposited into a reserve fund, if any) then the
amount in excess of 5 percent is used fora 'private business use" which is 'related and not
disproportionate within the meaning of section 141(b)(3) of the Code, to the governmental
use;
(c) to take any action to assure that no amount which is greater than the lesser of
$5 000 000 or 5 percent ofthe proceeds ofthe Bonds (less amounts deposited into a reserve
fund, if any), is duectly or indu•ectly used to finance loans to persons, other than state or local
governmental umts, in contravention of section 141(c) of the Code
(d) to refrain from taking any action which would otherwise result in the Bonds
being treated as 'pnvate activity bonds" within the meaning of section 141(a) of the Code;
(e) to refrain from taking any action that would result in the Bonds being
'federally guaranteed within the meaning of section 149(b) of the Code•
24-
(f) to refrain from using any portion of the proceeds of the Bonds, drrectly or
indirectly to acquire or to replace funds which were used, directly or indirectly to acquire
investment property (as defined in section 148(b)(2) ofthe Code) which produces a materially
higher yield over the term of the Bonds, other than investment property acquired wrth
(1) proceeds ofthe Bonds invested for a reasonable temporaryperrod until
such proceeds are needed for the purpose for which the bonds are issued,
(2) amounts invested m a bona fide debt service fund, within the meaning
of section 1 148-1(b) of the Treasury Regulations, and
(3) amounts deposited in any reasonably required reserve or replacement
fund to the extent such amounts do not exceed 10 percent of the proceeds of the
Bonds,
(g) to otherwise restrict the use of the proceeds of the Bonds or amounts treated
as proceeds of the Bonds, as may be necessary so that the Bonds do not otherwise
contravene the requirements of section 148 of the Code (relating to arbitrage) and, to the
extent apphcable, section 149(d) of the Code (relating to advance refimdings) and
(h) to pay to the Umted States of America at least once during each five year
penod (begrrinirig on the date of delivery of the Bonds) an amount that is at least equal to 90
percent of the 'Excess Earnings" within the meaning of section 148(f) ofthe Code and to pay
to the Umted 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 as a result of Excess Earnings under
section 148(f) of the Code.
The Issuer understands that the term 'proceeds" includes disposition proceeds" as defined in the
Treasury Regulations and, in the case of a refunding bond, transferred proceeds (if any) and proceeds
of the refunded bonds expended prior to the date ofthe issuance ofthe Bonds. It rs the understanding
of the Issuer that the covenants contained herein are intended to assure compliance wrth the Code and
any regulations or rulings promulgated by the U S Department ofthe Treasury pursuant thereto In
the event that regulations or rulings are hereafter promulgated which modify or expand provisions
of the Code, as apphcable to the Bonds, the Issuer will not be required to comply wrth any covenant
contained herein to the extent that such failure to comply in the oprmon of nationally-recognized
bond counsel, will not adversely affect the exemption from federal income taxation of interest on the
Bonds under section 103 of the Code. In the event that regulations or rulings are hereafter
promulgated which impose additional requirements which are apphcable to the Borids, the Issuer
agrees to comply wrth the additional requirements to the extent necessary in the opinion of
nationally-recognized bond counsel, to preserve the exemption from federal income taxation of
interest on the Bonds under section 103 of the Code. In furtherance of the foregoing, any of the
Mayor the Crty Manager the Chief Financial Officer of the Crty any Assistant Crty Manager and the
Director of Finance may execute any certificates or other reports required by the Code and to make
such electrons, on behalf of the Crty which maybe pernutted by the Code as are consistent wrath the
purpose for the issuance of the Bonds. In order to facilitate compliance wrth the above clause (h)
25-
a 'Rebate Fund ns hereby established by the City for the sole benefit of the United States of Amenca,
and such Rebate Fund shall not be subject to the clanm of any other person, including without
hrrnntation the registered owners of the Bonds. The Rebate Fund ns established for the additional
purpose of compliance with section 148 of the Code.
Sectnon25 ALLOCATION OF AND LIMITATION ON EXPENDITURES FOR THE
PROJECT DISPOSITION OF PROJECT (a) That the City covenants to account for on its
books and records the expenditure of proceeds from the sale of the Bonds and any investment
earnings thereon to be used for the purposes described in Section 1 of this Ordinance (such purposes
referred to herein and subsection (b) of this Section as a 'Project") in accordance with the
requirements of the Code. The City recognizes that in order for the proceeds to be considered used
for the renmbursement of costs, the proceeds must be allocated to expenditures within eighteen (18)
months of the later of the date that (a) the expenditure on a Project ns made or (b) each such Project
ns completed, but in no event later than three years after the date on which the original expenditure
ns paid. The foregoing notwithstanding, the City recognizes that in order for proceeds to be expended
under the Code, the sale proceeds or investment earnings must be expended no more than sixty (60)
days after the earlier of (a) the fifth anniversary of the date of delivery of the Bonds or (b) the date
the Bonds are retnred. The Cnty agrees to obtain the advnce of anationally-recognized bond counsel
of such expenditure fails to comply with the foregoing to assure that such expenditure will not
adversely affect the tax-exempt status. of the Bonds. For purposes of thus Section, the Crty shall not
be obligated to comply wrath thus covenant of rat obtains an opnmon of anatnonally-recognized bond
counsel to the effect that such failure to comply will not adversely affect the excludability for federal
income tax purposes from gross income of the interest.
(b) That the City covenants that the property constituting the Project will not be sold or
otherwise dnsposed m a transactnon resulting in the receipt by the City of cash or other compensatnon,
unless the Cnty obtains an opnrnnon of anatnonally-recognized bond counsel substantnally to the effect
that such sale or other dnsposntnon will not adversely affect the tax-exempt status of the Bonds. For
purposes of thus Section, the portnon of the property comprnsing personal property and dnsposed of
in the ordinary course of business shall not be treated as a transactnon resulting in the receipt of cash
or other compensatnon. For purposes of thus Section, the Cnty shall not be obligated to comply with
thus covenant of rat obtains an opnnion of anatnonally-recognized bond counsel to the effect that such
failure to comply will not adversely affect the excludability for federal income tax purposes from
gross income of the interest.
Section 26 CONTINUING DISCLOSURE UNDERTAKING (a) Annual Reports. (i)
That the Cnty shall provnde annually to each NRMSIR and any SID witthin six months after the end
of each Fiscal Year ending in or after 2007 financnal informatnon and operating data wrath respect to
the City of the general type described in Exhibnt B hereto Any financnal statements so to be provided
shall be (1) prepared in accordance with the accounting princnples described in Exhibnt B hereto or
such other accounting princnples as the Cnty may be requnred to employ from tame to tame pursuant
to state law or regulatnon, and (2) audited, of the City commnssnons an audit of such statements and
the audit ns completed within the pernod during whch they must be provided. If the auditt of such
financial statements ns not complete within such pernod, then the City shall provnde unaudited financnal
statements by the requnred tame and will provnde audited financial statements for the applicable Fiscal
26-
Year to each NRMSIR and any SID when and if the audit report on such statements become
available.
(ii) If the City changes its Fiscal Year rt will notify each NRMSIR and any SID of the change
(and of the date of the new Fiscal Year end) prior to the next date by which the City otherwise would
be requu'ed to provide financial information and operating data pursuant to this Section. The financial
uformation and operating data to be provided pursuant to this Section maybe set forth in full in one
or more documents or may be included by specific reference to any document (including an official
statement or other offering document, ff rt is available from the MSRB) that theretofore has been
provided to each NRMSIR and any SID or filed with the SEC.
(b) Material Event Notices. The City shall notify any SID and either each NRMSIR or the
MSRB in a tunely manner of any of the following events with respect to the Bonds, if such event
is material within the meaning of the federal securities laws.
1 Principal and interest payment delinquencies,
2. Non-payment related defaults,
3 Unscheduled draws on debt service reserves reflecting financial difficulties,
4 Unscheduled draws on credit enhancements reflecting financial difficulties,
5 Substitution of credit or liquidity providers, or their failure to perform;
6 Adverse tax opuuons or events affecting the tax-exempt status of the Bonds;
7 Modifications to rights of holders of the Bonds;
8 Bond calls,
9 Defeasances,
10 Release, substitution, or sale ofproperty securing repayment ofthe Bonds, and
11 Rating changes.
The City shall notify any SID and either each NRMSIR or the MSRB in a tunely manner of any
failure by the City to provide financial information or operating data in accordance with subsection
(a) of this Section by the tune requued by such subsection.
(c) Lurutations, Disclauners, and Amendments. (i) The City shall be obligated to observe
and perform the covenants specified in this Section for so long as, but only for so long as, the City
remauis an obligated person with respect to the Bonds within the meaning of the Rule, except that
the City m any event will give notice of any deposit made in accordance with this Ordinance or
applicable law that causes Bonds no longer to be outstanding.
(ii) The provisions of this Section are for the sole benefit of the holders and beneficial owners
of the Bonds, and nothing in this Section, express or unphed, shall give any benefit or any legal or
equitable nght, remedy or claun hereunder to any other person. The City undertakes to provide only
the financial information, operating data, financial statements, and notices which rt has expressly
agreed to provide pursuant to this Section and does not hereby undertake to provide any other
information that may be relevant or material to a complete presentation of the City's financial results,
condition, or prospects or hereby undertake to update any uformation provided in accordance with
this Section or otherwise, except as expressly provided herein. The Crty does not make any
27
representation or warranty concerning such information or rts usefulness to a decision to invest in or
sell Bonds at any future date.
(iii) UNDERNO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER
OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON IN CONTRACT OR
TORT FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY
THE CITY WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART OF ANY
COVENANT SPECIFIED IN THIS SECTION BUT EVERY RIGHT AND REMEDY OF ANY
SUCH PERSON IN CONTRACT OR TORT FOR OR ON ACCOUNT OF ANY SUCH BREACH
SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE.
(iv) No default by the City in observing or performing rts obligations under this Section shall
comprise a breach of or default under this Ordinance for purposes of any other provision of thus
Ordinance. Nothing in this Section is intended or shall act to disclaun, waive, or otherwise limit the
duties of the Crty under federal and state securities laws.
(v) The provisions of this Section maybe amended by the Crty from tune to tune to adapt to
changed circumstances that arse from a change m legal requirements, a change in law or a change
in the identity nature, status, or type of operations of the Crty but only if (1) the provisions of this
Section, as so amended, would have permitted an underwriter to purchase or sell Bonds in the
primary offering of the Bonds in compliance with the Rule, taking into account any amendments or
interpretations of the Rule since such offering as well as such changed circumstances and (2) either
(a) the holders of a ma~onty in aggregate principal amount (or any greater amount required by any
other provision of this Ordinance that authorizes such an amendment) of the outstanding Bonds
consent to such amendment or (b) a person that is unaffiliated with the Crty (such as nationally
recognized bond counsel) determines that such amendment will not materially impair the interest of
the holders and beneficial owners of the Bonds. If the City so amends the provisions of this Section,
it shall include with any amended financial Information or operating data next provided in accordance
with subsection (a) ofthis Section an explanation, in narrative form, ofthe reason for the amendment
and of the unpact of any change in the type of financial information or operating data so provided.
The Crty may also amend or repeal the provisions of this continuing disclosure agreement if the SEC
amends or repeals the applicable provision of the Rule or a court of final~urisdiction enters~udgment
that such provisions of the Rule are invalid, but only if and to the extent that the provisions of this
sentence would not prevent an underwriter from lawfully purchasing or selling Bonds m the primary
offering of the Bonds.
Section 27 PURCHASE CONTRACT That the sale of the Bonds to the Purchaser
pursuant to the terms of the Purchase Contract is hereby authorized, ratified and confirmed. It Is
hereby officially found, determined and declared that the Bonds were sold at terms that were the most
advantageous reasonably obtained. The City Manager is authorized to execute the Purchase Contract
on behalf of the City in substantially the form attached to this Ordinance as Exhibit C.
Section 28 APPROVAL AND REGISTRATION OF BONDS That the Crty Manager
of the City is hereby authorized to have control of the Bonds and all necessary records and
proceedings pertauung to the Bonds pending their delivery and their investigation, examination and
28-
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, the Comptroller of Public
Accounts (or a deputy designated in writing to act therefor) shall manually sign the Comptroller's
Registration Certificate. The Bonds thus registered shall remain in the custody of the City Manager
(or the designee thereof) until delivered to the Purchaser The City Council hereby authorizes the
payment of the fee of the Office of the Attorney General of the State of Texas for the examination
of the proceedings relating to the issuance of the Bonds, in the amount determined m accordance with
the provisions of Section 1202.004 Texas Government Code
Section 29 FURTHER PROCEDURES That the Crty Manager any Assistant City
Manager and all other officers, employees, and agents of the City and each of them, shall be and they
are hereby expressly authorized, empowered, and directed from tune to tune and at any tune to do
and perform all such acts and things and to execute, acknowledge, and deliver in the name and under
the corporate seal and on behalf of the City all such instruments, whether or not herein mentioned,
as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance, and
the sale and delivery of the Bonds and fixing all details in connection therewith.
Section 30 USE OF PROCEEDS. That the proceeds from the sale of the Bonds shall be
used in the manner described in the letter of instructions executed by the City or by its financial
advisor on behalf of the City provided, that any accrued interest received from the sale of the Bonds
shall be deposited to the Debt Service Fund, and any proceeds representing premium on the Bonds
shall be used in a manner consistent with the provisions of Section 1201 042(d) Texas Government
Code.
Section 31 PREAMBLE. That the preamble to this Ordinance is incorporated by reference
and made a part hereof for all purposes.
Section 32. MISCELLANEOUS PROVISIONS (a) Titles Not Restrictive. That the titles
assigned to the various sections of this Ordinance are for convenience only and shall not be
considered restrictive of the subject matter of any section or of any part of this Ordinance.
(b) Rules of Construction. The words 'herein" 'hereof' and 'hereunder" and other words
of sunnilar unport refer to this Ordinance as a whole and not to any particular Section or other
subdivision. Except where the context otherwise requires, terms defined m this Ordinance to unpart
the singular number shall be considered to include the plural number and vice versa. References to
any named person means that party and its successors and assigns. References to any constitutional,
statutory or regulatory provision means such provision as rt exists on the date this Ordinance is
adopted by the Crty and any future amendments thereto or successor provisions thereof. Any
reference to 'FORM OF BOND" shall refer to the form of the Bonds set forth in Exhibit A to this
Ordinance. Any reference to the payment of principal in this Ordinance shall be deemed to include
the payment of any Amortization Installments as may be described herein.
(c) Inconsistent Provisions. All ordinances, orders and resolutions, or parts thereof, which
are in conflict or inconsistent with any provision of this Ordinance are hereby repealed and declared
29-
to be uiapplicable, and the provisions of this Ordinance shall be and remain controlling as to the
matters prescribed herein.
(d) Severability If any word, phrase, clause, paragraph, sentence, part, portion, or provision
of this Ordinance or the application thereof to any person or circumstance shall be held to be invalid,
the remainder of this Ordinance shall nevertheless be valid and the Crty hereby declares that this
Ordinance would have been enacted without such invalid word, phrase, clause, paragraph, sentence,
part, portion, or provisions.
(e) Governing Law This Ordinance shall be construed and enforced in accordance with the
laws of the State of Texas.
(f) Ouen Meeting. The City officially finds and determines that the meeting at which this
Ordinance is adopted was open to the public; and that public notice of the tune, place, and purpose
of such meeting was given, all as required by Chapter 551 Texas Government Code
Section 33 IMMEDIATE EFFECT That this Orduiance shall be effective immediately
from and after its passage in accordance with the provisions of Section 1201 028, Texas Government
Code, and it ~s accordingly so ordained.
SIGNED AND SEALED THIS 16TH DAY OF OCTOBER, 2007
Mayor ~soTC' -v- 1~G~ti~ 1-e.etn t~ c~-S
City of Fort Worth, Texas
(SEAL)
City Secretary
APPROVED AS TO FORM AND LEGALITY
a~~~
City Attorney
30-
EXHIBIT A
FORM OF BOND•
NO R
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF TARRANT AND DENTON
CITY OF FORT WORTH, TEXAS
DRAINAGE UTILITY SYSTEM
REVENUE BOND SERIES 2007
MATURITY INTEREST ORIGINAL
DATE RATE ISSUE DATE CUSIP
ON THE MATURITY DATE SPECIFIED ABOVE, THE CITY OF FORT WORTH, IN
TARRANT AND DENTON COUNTIES TEXAS (the 'City"), hereby prorruses to pay to
or the registered assignee hereof(erther being hereinafter called
the 'registered owner") the principal amount of
and to pay interest thereon, from the original issue date of this Bond specified above, to the date of
its scheduled maturity or the date of its redemption prior to scheduled maturity at the rate of interest
per annum specified above, with said interest being payable on February 15 2008, and serruannually
on each August 15 and February 15 thereafter except that if the Paying Agent/Registrar's
Authentication Certificate appearing on the face of this Bond is dated later than February 15 2008,
such interest is payable semiannually on each August 15 and February 15 following such date.
THE PRINCIPAL OF AND INTEREST ON this Bond are payable in lawful money of the
United States of Amenca, without exchange or collection charges. The principal of this Bond shall
be paid to the registered owner hereof upon presentation and surrender of this Bond at maturity or
upon the date fixed for its redemption pnor to maturity at the designated corporate trust office in
Fort Worth, Texas (the 'Designated Trust Office") ofWells Fargo Bank, NationalAssociation, which
is the 'Paying Agent/Registrar" for this Bond. The payment of interest on this Bond shall be made
by the Paying Agent/Registrar to the registered owner hereof as shown by the Registration Books
kept by the Paying Agent/Registrar at the close of business on the Record Date (hereinafter defined)
by check drawn by the Paying Agent/Registrar on, and payable solely from, funds of the City required
to be on deposit with the Paying Agent/Registrar for such purpose as hereinafter provided, and such
check shall be sent by the Paying Agent/Registrar by United States mail, first-class, postage prepaid,
on each each such interest payment date, to the registered owner hereof at its address as it appears
on the Registration Books kept by the Paying Agent/Registrar as hereinafter described. The record
date ("Record Date') for the interest payable on any interest payment date means the 15th day of the
preceding month. In the event of anon-payment of interest on a scheduled payment date, and for 30
days thereafter anew record date for such interest payment (a 'Special Record Date') will be
established by the Paying Agent/Registrar if and when funds for the payment of such interest have
been received from the City Notice of the Special Record Date and of the scheduled payment date
of the past due interest (the 'Special Payment Date which shall be 15 days after the Special Record
Date) shall be sent at least five business days prior to the Special Record Date by United States mail,
first-class, postage prepaid, to the address of each registered owner of a Bond appearing on the books
ofthe Paying Agent/Registrar at the close ofbusiness on the last business day next preceding the date
of mailing of such notice. The City covenants with the registered owner of this Bond that no later
than each principal payment date and interest payment date for this Bond rt will make available to the
Paying Agerit/Registrar the amounts required to provide for the payment, in immediately available
funds, of all principal of and interest on the Bonds, when due, in the manner set forth in the ordinance
authorizing the issuance of the bonds (the 'Ordinance")
IF THE DATE for the payment ofthe principal of or interest on this Bond shall be a Saturday
Sunday a legal holiday or a day on which banking institutions are authorized by law or executive
order to close in the city where the Designated Trust Office of the Paying Agent/Registrar is located,
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 >f made on the original date payment was due.
Notwithstanding the foregoing, during any period in which ownership of the bonds of this Series is
determined only by a book entry at a securities depository therefor any payment to the securities
depository or its nominee or registered assigns, shall be made in accordance with existing
arrangements between the City and the securities depository
THIS BOND is one of a Series of bonds of like tenor and effect except as to denomination,
number maturity interest rate and right of prior redemption, dated as of the Original Issue Date
stated above, issued in the aggregate principal amount of $24 430 000 for the purpose of (i)
acquiring, constructing, improving, enlarging and repairing all or part ofthe facilities which constitute
the City`s drainage utility system and (ii) paying costs of issuance incurred in connection with the
issuance of the Bonds. All Bonds of this Series are issuable solely as fully registered bonds, without
interest coupons, in the denomination of any integral multiple of $5 000 (an Authorized
Denomination')
THE BONDS of this Series scheduled to mature on and after February 15 2018 may be
redeemed prior to their scheduled maturities, m whole, or in part in principal amounts of $5 000 or
any integral multiple thereof, at the option of the City on February 15 2017 or on any date
thereafter at the redemption price of par plus accrued interest to the date fixed for redemption. If
less than all of the Bonds are to be redeemed by the City the City shall determine the maturity or
maturities and the amounts therewith to be redeemed and shall direct the Paying Agent/Registrar to
call by lot Bonds, or portions thereof, within such maturity or maturities and in such principal
amounts, for redemption, provided, that during any period in which ownership of the Bonds is
determined only by a book entry at a securities depository for the Bonds, if fewer than all of the
Bonds of the same maturity and bearing the same interest rate are to be redeemed, the particular
A2
Bonds of such maturity and bearing such interest rate shall be selected in accordance with the
arrangements between the City and the securities depository
THE BONDS are also subject to mandatory redemption in part by lot pursuant to the terms
of the Ordinance, on February 15 in each of the years 2026 through 2028, with respect to Bonds
maturity February 15 2029 and February 15 in each of the years 2030 through 2032, with respect
to Bonds maturing February 15 2033 in the following years and in the following amounts, at a price
equal to the principal amount thereof and accrued and unpaid interest to the date of redemption,
without prerinum.
Year Principal Amount ($)
2026 1 155 000
2027 1,215 000
2028 1,275 000
2029* 1,340 000
2030 1 410 000
2031 1 480 000
2032 1,555 000
2033 1 640 000
Final Maturity
To the extent, however that Bonds subject to sulking fund redemption have been previously
purchased or called for redemption in part and otherwise than from a sulking fund redemption
payment, each annual sulking fund payment for such Bond shall be reduced by the amount obtained
by multiplying the principal amount of Bonds so purchased or redeemed by the ratio which each
remauvng annual sulking fund redemption payment for such Bonds bears to the total remauung
sulking fund payments, and by rounding each such payment to the nearest $5 000 integral, provided,
that during any pernod in which ownership of the Bonds is determined only by a book entry at a
securities depository for the Bonds, the particular Bonds to be called for mandatory redemption shall
be selected m accordance with the arrangements between the Crty and the securities depository
AT LEAST 30 days prior to the date fixed for any such redemption, (i) a written notice of
such redemption shall be given by the Paying Agent/Registrar to the registered owner of each Bond
or a portion thereof being called for redemption by depositing such notice in the Umted States mail,
fu-st-class, postage prepaid, addressed to each such registered owner at his address shown on the
Registration Books of the Paying Agent/Registrar and (ii) a notice of such redemption shall be
published one (1) tune in a financial~ournal or publication of general circulation in the Umted States
of America or the State of Texas carrying as a regular feature notices of municipal bonds called for
redemption, provided, however that the failure to send, mail or receive such notice described in (i)
above, or any defect therein or in the sending or mailing thereof, shall not affect the validity or
effectiveness of the proceedings for the redemption of any Bond, and the publication of notice as
described in (ii) above shall be the only notice actually requnred in connection with or as a prerequisite
to the redemption of any Bonds. By the date fixed for any such redemption due provnsnon shall be
made by the City with the Paying Agent/Registrar for the payment of the requnred redemption pace
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for this Bond or the portion hereof which is to be so redeemed, plus accrued interest thereon to the
date fixed for redemption. If such notice of redemption ~s given, and if due provision for such
payment is made, all as provided above, this Bond, or the portion hereofwluch is to be so redeemed,
thereby automatically shall be redeemed prior to its scheduled maturity and shall not bear interest
after the date fixed for its redemption, and shall not be' regarded as being outstanding except for the
right of the registered owner to receive the redemption price plus accrued interest to the date fixed
for redemption from the Paying Agent/Registrar out of the funds provided for such payment. The
Paying Agent/Registrar shall record m the Registration Books all such redemptions of principal of
this Bond or any portion hereof. If a portion of any Bond shall be redeemed a substitute Bond or
Bonds having the same maturity date, bearing interest at the same rate, in any Authorized Denorrn-
nation, at the written request of the registered owner and m aggregate principal amount equal to the
unredeemed portion thereof, will be issued to the registered owner upon the surrender thereof for
cancellation, at the expense of the City all as provided in the Ordinance.
AS PROVIDED IN THE ORDINANCE, this Bond, or any unredeemed portion hereof, may
at the request of the registered owner or the assignee or assignees hereof, be assigned, transferred,
and exchanged for a like aggregate principal amount of fully registered bonds, without interest
coupons, payable to the appropriate registered owner assignee, or assignees, as the case may be,
having the same maturity date, and bearing interest at the same rate, m any Authorized Denomination
as "requested in writing by the appropriate registered owner assignee, or assignees, as the case may
be, upon surrender of this Bond to the Paying Agent/Registrar at its Designated Trust Office for
cancellation, all m accordance with the form and procedures set forth in the Ordinance. Among other
requu-ements for such assignment and transfer this Bond must be presented and surrendered to the
Paying Agent/Registrar together with proper instruments of assignment, in form and with guarantee
of signatures satisfactory to the Paying Agent/Registrar evidencing assignment of this Bond or any
portion or portions hereof in any Authorized Denomination to the assignee or assignees in whose
name or names this Bond or any such portion or portions hereof ~s or are to be transferred and
registered. The form of Assignment printed or endorsed on this Bond may be executed by the
registered owner to evidence the assignment hereof, but such method is not exclusive, and other
instruments of assignment satisfactory to the Paying Agent/Registrar may be used to evidence the
assignment of this Bond or any portion or portions hereof from tune to tune by the registered owner
The City shall pay the Paying Agent/Registrar's reasonable standard or customary fees and charges
for transferring, converting and exchanging any Bond or portion thereof; provided, however that any
taxes or governmental charges required to be paid with respect thereto shall be paid by the one
requesting such transfer conversion and exchange. In any cu'cumstance, neither the Crty nor the
Paying Agent/Registrar shall be requu'ed (1) to make any transfer or exchange during a period
beguuing at the opening of business 15 days before the day of the first mailing of a notice of
redemption ofbonds and ending at the close ofbusiness on the day of such mailing, or (2) to transfer
or exchange any Bonds so selected for redemption when such redemption is scheduled to occur
within 30 calendar days, provided, however such lumtation shall not be applicable to an exchange
by the registered owner of the uncalled principal balance of a Bond.
WHENEVER the beneficial ownership of this Bond is determined by a book entry at a
securities depository for the Bonds, the foregoing requu'ements ofholding, dehvering or transferring
A-4
this Bond shall be modified to require the appropriate person or entity to meet the requirements of
the securities depository as to registering or transfemng the book entry to produce the same effect.
IN THE EVENT any Paying Agent/Registrar for the Bonds is changed by the City resigns,
or otherwise ceases to act as such, the City 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 City and agrees that the terms and provisions of this Bond and
the Ordinance constitute a contract between each registered owner hereof and the City
THE CITY has reserved the right, subject to the restrictions stated, and adopted by reference,
in the Ordinance, to issue or incur bonds or other obligations ("Parity Bonds") which also may be
made payable from, and secured by a hen on and pledge of, the 'Gross Revenues" (as defined in the
Ordinance) on a parity with the hen on and pledge of the Gross Revenues securing this Bond and the
series of which rt is a part.
THE REGISTERED OWNER HEREOF shallnever have the right to demandpayment ofthis
obligation out of any funds raised or to be raised by taxation, or from any source whatsoever other
than the Gross 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
principal of and interest on this Bond and the series of which it is a part, together with any Parity
Bonds hereafter issued or incurred and outstanding, are payable from, and secured by a first lien on
and pledge of, the Gross Revenues.
IN WITNESS WHEREOF this Bond has been signed with the imprinted or lithographed
manual or facsunile signature of the Mayor of said Issuer attested by the unprinted or lithographed
facsunile signature of the Crty Secretary and approved as to form and legality by the unprinted or
lithographed facsunile signature of the Crty Attorney and the official seal of said Issuer has been duly
affixed to printed, lithographed or impressed on this Bond.
AS
CITY OF FORT WORTH, TEXAS
ATTEST
City Secretary
By
APPROVED AS TO FORM AND LEGALITY
City Attorney
A-6
Mayor
(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 proceedings
adopted by the City as described in the text of this Bond, and that this Bond has been issued in
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
A7
(FORM OF COMPTROLLER'S CERTIFICATE ATTACHED TO
THE BONDS UPON INITIAL DELIVERY THEREOF ONLY)
OFFICE OF COMPTROLLER
STATE OF TEXAS
REGISTER NO
I hereby certify that this Bond has been examined, certified as to vahdity and approved by
the Attorney General of the State of Texas, and that this Bond has been registered by the Comptroller
of Pubhc Accounts of the State of Texas.
Witness my signature and seal this
xxxxxa~cx
Comptroller of Pubhc Accounts of
the State of Texas
A-8
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 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 prermses.
Dated.
Signature Guaranteed.
NOTICE Signatures must be guaranteed by
an eligible guarantor institution participating in
a Securities Transfer Association recognized
signature guarantee program.
NOTICE. The signature above must
correspond with the name of the registered
owner as it appears upon the front of this
Bond in every particular without alteration or
enlargement or any change whatsoever
A9
Exhibit B
to
Ordinance
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION
The following information is referred to in Section 26 of this Ordinance.
Annual Financial Statements and Operating Data
The financial information and operating data with respect to the City to be provided annually
in accordance with such Section are• the statement of income, revenues and expenses relating to the
City`s Drainage Utility System; the debt service requu'ements of the outstanding obligations of the
City secured by the Gross Revenues of the Crty's Drainage Utility System; the rates and charges for
usage of the Crty`s Drainage Utility System, and the Comprehensive Audited Financial Report of the
City (the 'CAFR')
Accounting Principles
The accounting principles are the accounting principles described in the notes to the CAFR
referred to above.
B-1
THE STATE OF TEXAS
COUNTIES OF TARRANT AND DENTON
CITY OF FORT WORTH
I, Marty Hendrix, City Secretary of the Crty of Fort Worth, m the State of Texas, do hereby
certify that I have compared the attached and foregoing excerpt from the minutes of the regular
open, pubhc meeting of the Crty Council of the Crty of Fort Worth, Texas held on October 16, 2007
and of the ordinance authonzmg the issuance of Drainage Utihty System Revenue Bonds, Serves
2007 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. Said meeting was open to the pubhc, and pubhc notice of
the tune, place, and purpose of said meeting was given, all as required by Chapter 551 Texas
Government Code, as amended.
In testunony whereof, I have set my hand and have hereunto affixed the seal of said Crty of
Fort Worth, this 16th day of October 2007
City Secretary of the
Crty of Fort Worth, Texas
(SEAL)
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION Approved on 10/16/2007 Ord No.# 17840-10-2007
DATE Tuesday October 16 2007
LOG NAME 13SWREVBOND07
REFERENCE NO G 15932
1 Adopt the attached ordinance authorizing the issuance and sale of City of Fort Worth Texas, Storm
Water (Drainage) Revenue Bonds, Series 2007 in an aggregate principle amount of $25 000 000 and
2. Approve the execution of a bond purchase contract and other instruments related to the issuance of the
bonds.
DISCUSSION
The City obtained proposals from four different financial institutions for the purpose of selling revenue bonds
to fund $25 000 000 in storm water capital projects This will be a private sale similar to other bond issues
that the City has undertaken this year
The recommended purchaser of the bonds is Piper Jaffray The interest rates and final terms on the bonds
will be set on Monday and will be reported to Council at the Tuesday's meeting Standard & Poor's
assigned a rating of AA, and `views the outlook for this rating as stable according to their rating
memorandum Closing on the bond sale is scheduled for November 15 2007 with delivery of the proceeds
anticipated at that time
Proceeds from the sale of the bonds will be used to fund capital improvements to the Storm Water Utility
system scheduled over the next two years Major areas of improvement included in the Capital
Improvements Program are storm drain improvements, roadway culvert improvements erosion protection
improvements and the rehabilitation and replacement of existing infrastructure due to age and capacity
deficiencies.
The Finance Department and Transportation and Public Works Department, Storm Water Management
Division have reviewed the cash flow based on financial projections to verify the utility can support this bond
issue This utility was established in 2006 and there have been no previous revenue bond sales for this
entity
FISCAL INFORMATION/CERTIFICATION
The Finance Director certifies that funding for the annual debt service payments will be available from the
Logname 13SWREVBOND07 Page 1 of 2
current operating budget, as appropriated of the Storm Water Utility Fund
TO Fund/Account/Centers
FROM Fund/Account/Centers
Submitted for City Manager's Office b~ Karen Montgomery (6222)
Originating Department Head Lena Ellis (8517)
Additional Information Contact: Joe Komisarz (2662)
Logname 13SWREVBOND07
Page 2 of 2
THE STATE OF TEXAS
COUNTIES OF TARR.ANT AND DENTON
CITY OF FORT WORTH
On the 16th day of October 2007 the Crty Council of the City of Fort Worth, Texas, met in
regular open, public meeting in the Crty Council Chamber in the City Hall, and roll was called of the
duly constituted members of the Crty Council, to-wrt:
Mike Moncrief, Mayor
Salvador Espino,
Chuck Silcox,
Danny Scarth,
Frank Moss,
Jungus Jordan, Councihnembers,
Carter Burdette,
Kathleen Hicks,
Wendy Davis,
Charles Boswell, City Manager
David Yett, City Attorney
Marty Hendrix, Crty Secretary
Karen Montgomery Chief Financial Officer
with _~ absent, thus constituting a quorum present; and after the City Council had transacted
certain business, the following business was transacted, to-wrt:
Councilmember~3or'~,tn introduced an ordinance and moved its passage The motion was
seconded by Councilmembersl ~ ! The Ordinance was read by the City Secretary The motion,
carrying with rt the passage of the ordinance prevailed by a vote of ?YEAS ~ NAYS The
ordinance as passed is as follows.
Before me, on this day personally appeared the foregoing individuals, lmown to me to be the
persons whose names are subscribed to the foregoing instrument in my presence.
Given under my hand and seal
`*~P MY COMMISSION EXPIRES
'~;~ Qf;~~;"` September 19, 2009
ofoffice this ~ ~~~ ~~~~
~~
Notary - bhc
SIGNED AND SEALED this
City Manager
City of Fort Worth, Texas
Assistant Crty M ger/Chief F' cial Offic
City of Fort Worth, Texas
(SEAL)
-4-
THE STATE OF TEXAS
COUNTIES OF TARRANT AND DENTON
CITY OF FORT WORTH
I, Marty Hendrix, City Secretary of the City of Fort Worth, m the State of Texas, do hereby
certify that I have compared the attached and foregoing excerpt from the minutes of the regular
open, public meetmg of the City Council of the City of Fort Worth, Texas held on October 16, 2007
and of the ordinance authonzmg the issuance of Drauiage Utility System Revenue Bonds, Senes
2007 which was duly passed at said meetmg, and that said copy is a true and correct copy of said
excerpt and the whole of said orduiance. Said meetmg was open to the public, and public notice of
the time, place, and purpose of said meetmg was given, all as required by Chapter 551 Texas
Govenunent Code, as amended.
In testunony whereof, I have set my hand and have hereunto affixed the seal of said Crty of
Fort Worth, this 16th day of October 2007
City Secretary of e
Crty of Fort Worth, Texas
(SEAL)