HomeMy WebLinkAbout033065 ORD - 06/13/2023 (2) ORDINANCE
ORDINANCE AUTHORIZING THE ISSUANCE OF "CITY OF CORPUS
CHRISTI, TEXAS, GENERAL IMPROVEMENT BONDS, SERIES 2023"
FOR IMPROVEMENTS TO STREETS AND PARKS AND RECREATION
FACILITIES IN AN AMOUNT NOT TO EXCEED $35,750,000 WITHIN
SET PARAMETERS AND ACCORDING TO THE PLAN OF FINANCE
SET BY THE CITY'S FINANCIAL ADVISORS; LEVYING A
CONTINUING DIRECT ANNUAL AD VALOREM TAX FOR THE
PAYMENT OF THE BONDS;DELEGATING AUTHORITY TO THE CITY
MANAGER, CHIEF FINANCIAL OFFICER, DIRECTOR OF FINANCE
AND PROCUREMENT TO EXECUTE CERTAIN DOCUMENTS
RELATING TO THE SALE OF THE BONDS; ENACTING OTHER
PROVISIONS INCIDENT AND RELATED THERETO; AND PROVIDING
FOR AN EFFECTIVE DATE
WHEREAS, the City Council (the Governing Body) of the City of Corpus Christi, Texas
(the Issuer or the City) hereby finds and determines that new money general improvement bonds
of the Issuer in the total principal amount of$33,035,000.00(plus the allocation of a portion of the
net reoffering premium in the amount of $2,715,000.00, to aggregate $35,750,000.00) of the
hereinafter-described voter authorization should be issued and sold at this time, being the second
and final installment of general improvement bonds approved and authorized to be issued at an
election held on November 3,2020(the Election),the respective authorized purposes and amounts
authorized to be issued therefor,amounts previously issued,amounts being issued pursuant to this
ordinance, and amounts remaining to be issued from such voted authorizations subsequent to the
dates hereof being as follows:
Bonds Premium
Date Amount Previously Issued allocated to \mount
Voted Purpose Authorized Issued Bonds _ Herein Bonds Herein Unissued _
11/03/2020 Streets and Sidewalks $61,000,000 30,500,000 28,185,000 2,315,000 $0
11/03/2020 Parks and Recreation $12,000,000 $6,750,000 4,850,000 400,000 $0
Facilities
11/03/2020 Public Safety Facilities $2,000,000 $2,000,000 - - -
WHEREAS,the Governing Body hereby finds and determines that,pursuant to applicable
Texas law,the delegation to a Pricing Officer with the authority to execute an Approval Certificate
(a form of which is attached hereto as Schedule I) to approve the final terms of each series of
Bonds as set forth in respective Approval Certificate is in the best interest of the City; and
WHEREAS,the Governing Body has determined that the issuance of general improvement
bonds is in the best interest of the City and its residents; now,therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI
THAT:
SECTION 1: Authorization — Designation — Principal Amount — Purpose. General
improvement bonds of the Issuer shall be and are hereby authorized to be issued in the aggregate
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033 065 SCANNED
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principal amount of THIRTY THREE MILLION THIRTY FIVE THOUSAND AND NO/100
DOLLARS ($33,035,000) to be designated and bear the title “CITY OF CORPUS CHRISTI,
TEXAS GENERAL IMPROVEMENT BONDS, SERIES 2023” (the Bonds), for the purpose of
(i) providing funds for the purposes authorized at the Election; and (ii) paying the costs of issuing
the Bonds, in conformity with the laws of the State of Texas, particularly Chapters 1251, 1331,
and 1371, as amended, Texas Government Code, Chapter 331, as amended, Texas Local
Government Code, the Home Rule Charter of the Issuer, this ordinance (the Ordinance) adopted
by the Governing Body on June 13, 2023, and the Election referenced in the preamble to this
Ordinance.
As authorized by Chapter 1371, as amended, Texas Government Code (Chapter 1371),
each Pricing Officer (defined herein) is hereby authorized, appointed, and designated as the
officers of the Issuer authorized to act on behalf of the Issuer in selling and delivering the general
improvement bonds as authorized herein and carrying out the procedures specified in this
Ordinance, including approval of the following terms and provisions for each series of general
improvement and/or refunding bonds:
A. the aggregate principal amount of the bonds, as well as the principal amount of each
stated maturity;
B. the rate of interest to be borne on the principal amount of each stated maturity and
the interest payment dates for the bonds;
C. the Bond Date for the bonds;
D. whether the bonds are sold pursuant to a competitive or negotiated sale based upon
the advice of the Issuer’s financial advisor;
E. the optional, extraordinary optional, and mandatory redemption provisions
applicable, if at all, to the bonds;
F. whether or not to issue the bonds on a taxable or tax-exempt basis and, if on a tax-
exempt basis, subject to market conditions at the time of pricing and sale of the bonds;
G. the pricing of the bonds, including use of premium, discount, underwriters’
compensation, and costs of issuance; and
H. approval, replacement, or confirmation, as applicable, of the underwriting
syndicate of the bonds, to consist of one (1) or more financial institutions included in the Issuer’s
approved underwriters pool, and the establishment or confirmation, as applicable, of the respective
roles of the members of such syndicate, which approval, replacement, and establishment (if any)
shall supersede prior action or actions of the Governing Body concerning the same.
The Bonds shall be issued within the following parameters:
A. the principal amount of the Bonds issued hereunder shall not exceed $35,750,000,
being the sum of the Bonds (determined as the amount of principal of such Bonds allocated to the
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authorization approved by voters of the City at the Election) in the principal amount not to exceed
$35,750,000;
B. the maximum maturity of the Bonds shall not occur later than March 1, 2043;
C. the true interest cost on the Bonds shall not exceed a rate greater than 5.00% per
annum; and
D. the Bonds hereunder issued shall be sold on or before June 13, 2024 (though the
initial delivery of a particular series of Bonds may occur within a reasonable period of time
occurring thereafter, as determined by a Pricing Officer).
Any Pricing Officer, acting for and on behalf of the Issuer, is authorized, with respect to a
series of bonds, to complete and execute an Approval Certificate, in substantially the form attached
hereto as Schedule I. The execution of the Approval Certificate shall evidence the sale date of the
Bonds by the Issuer to the initial purchasers thereof in accordance with the provisions of Chapter
1371 and as set forth in Schedule I. Upon execution of an Approval Certificate, Bond Counsel is
authorized to complete a copy of this Ordinance as evidence of the issuance of the Bonds pursuant
to the delegated authority granted hereunder and to reflect such final terms for the Bonds, which
includes (A) completion of the preamble to this Ordinance, included deletion of those recitals that
are not applicable to the particular series of Bonds then being issued, (B) selection of the
appropriate terms to reflect the final transaction structure and terms of sale evidenced in an
applicable Approval Certificate, and (C) such other necessary technical modifications to this
Ordinance (including the renumbering of sections hereof) to accommodate all other terms and
provisions of this Section 1. In addition to the foregoing, each Pricing Officer is authorized to
execute, as the act and deed of the Issuer and on behalf of the Governing Body, any and all
contracts, agreements, letters, and certificates, relative to the Bonds that may be required by this
Ordinance, as supplemented in the manner described above, or determined to be necessary or
advisable in connection with an issuance of Bonds hereunder. It is further provided, however, that
notwithstanding the foregoing provisions, the Bonds shall not be delivered unless prior to delivery,
the Bonds have been rated by a nationally recognized rating agency for municipal securities in one
(1) of the four (4) highest rating categories for long term obligations, as required by Chapter 1371.
SECTION 2: Fully Registered Obligations – Authorized Denominations – Stated
Maturities – Interest Rates – Bond Date. The Bonds are issuable in fully registered form only,
shall be dated July 11, 2023 (the Bond Date), shall be issued in denominations of $5,000 or any
integral multiple thereof (within a Stated Maturity), and shall be lettered “R” and numbered
consecutively from One (1) upward. The Bonds shall become due and payable on March 1 in each
of the years and in the amounts and bear interest at the rates per annum, in accordance with the
following schedule:
Year of
Stated Maturity
Principal
Amount ($)
Interest
Rate (%)
2024 780,000 5.000
2025 1,045,000 5.000
2026 1,100,000 5.000
2027 1,155,000 5.000
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Year of
Stated Maturity
Principal
Amount ($)
Interest
Rate (%)
2028 1,215,000 5.000
2029 1,280,000 5.000
2030 1,345,000 5.000
2031 1,415,000 5.000
2032 1,485,000 5.000
2033 1,560,000 5.000
2034 1,640,000 5.000
2035 1,725,000 5.000
2036 1,815,000 5.000
2037 1,905,000 5.000
2038 2,005,000 5.000
2039 2,110,000 5.000
2040 2,215,000 5.000
2041 2,320,000 4.000
2042 2,410,000 4.000
2043 2,510,000 4.000
The Bonds shall bear interest on the unpaid principal amounts from the Closing Date
(anticipated to occur on or about July 11, 2023), or from the most recent Interest Payment Date
(hereinafter defined) to which interest has been paid or duly provided for, to Stated Maturity or
prior redemption, while Outstanding, at the rates per annum shown in the above schedule
(calculated on the basis of a 360-day year of twelve 30-day months). Interest on the Bonds shall
be payable on March 1 and September 1 in each year (each, an Interest Payment Date),
commencing March 1, 2024, while the Bonds are Outstanding.
SECTION 3: Payment of Bonds – Paying Agent/Registrar. The principal of, premium, if
any, and the interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or
otherwise, shall be payable to the Holder (hereinafter defined), appearing on the registration and
transfer books maintained by the Paying Agent/Registrar (hereinafter defined), in any coin or
currency of the United States of America which at the time of payment is legal tender for the
payment of public and private debts, and such payment of principal of, premium, if any, and
interest on the Bonds shall be without exchange or collection charges to the Holder of the Bonds.
The selection and appointment of The Bank of New York Mellon Trust Company, N.A.,
Dallas, Texas, to serve as the initial Paying Agent/Registrar (the Paying Agent/Registrar) for the
Bonds is hereby approved and confirmed, and the Issuer agrees and covenants to cause to be kept
and maintained at the corporate trust office of the Paying Agent/Registrar books and records (the
Security Register) for the registration, payment, and transfer of the Bonds, all as provided herein,
in accordance with the terms and provisions of a Paying Agent/Registrar Agreement, attached
hereto in substantially final form as Exhibit A, and such reasonable rules and regulations as the
Paying Agent/Registrar and the Issuer may prescribe. The Issuer covenants to maintain and
provide a Paying Agent/Registrar at all times while the Bonds are Outstanding, and any successor
Paying Agent/Registrar shall be (i) a national or state banking institution, or (ii) an association or
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a corporation organized and doing business under the laws of the United States of America or of
any state, authorized under such laws to exercise trust powers. Such Paying Agent/Registrar shall
be subject to supervision or examination by federal or state authority and shall be authorized by
law to serve as a Paying Agent/Registrar.
The Issuer reserves the right to appoint a successor Paying Agent/Registrar upon providing
the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating
such agency. Additionally, the Issuer agrees to promptly cause a written notice of this substitution
to be sent to each Holder of the Bonds by United States mail, first-class postage prepaid, which
notice shall also give the address of the corporate office of the successor Paying Agent/Registrar.
Principal of, premium, if any, and interest on the Bonds, due and payable by reason of
Stated Maturity, redemption, or otherwise, shall be payable only to the registered owner of the
Bonds (the Holder or Holders) appearing on the Security Register maintained on behalf of the
Issuer by the Paying Agent/Registrar as hereinafter provided (i) on the Record Date (hereinafter
defined) for purposes of paying interest thereon, (ii) on the date of surrender of the Bonds for
purposes of receiving payment of principal thereof upon redemption of the Bonds or at the Bonds’
Stated Maturity, and (iii) on any other date for any other purpose. The Issuer and the Paying
Agent/Registrar, and any agent of either, shall treat the Holder as the owner of a Bond for purposes
of receiving payment and all other purposes whatsoever, and neither the Issuer nor the Paying
Agent/Registrar, or any agent of either, shall be affected by notice to the contrary.
Principal of and premium, if any, on the Bonds, shall be payable only upon presentation
and surrender of the Bonds to the Paying Agent/Registrar at its corporate trust office. Interest on
the Bonds shall be paid to the Holder whose name appears in the Security Register at the close of
business on the fifteenth (15th) day of the month next preceding the Interest Payment Date for the
Bonds (the Record Date) and shall be paid (i) by check sent on or prior to the appropriate date of
payment by United States mail, first-class postage prepaid, by the Paying Agent/Registrar, to the
address of the Holder appearing in the Security Register, or (ii) by such other method, acceptable
to the Paying Agent/Registrar, requested in writing by the Holder at the Holder’s risk and expense.
If the date for the payment of the principal of, premium, if any, or interest on the Bonds
shall be a Saturday, a Sunday, a legal holiday, or a day on which banking institutions in the city
where the corporate trust office of the Paying Agent/Registrar is located are authorized by law or
executive order to close, then the date for such payment shall be the next succeeding day which is
not such a day. The payment on such date shall have the same force and effect as if made on the
original date any such payment on the Bonds was due.
In the event of a non-payment of interest on a scheduled Interest Payment Date, and for
thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date)
will be established by the Paying Agent/Registrar, if and when funds for the payment of such
interest have been received from the Issuer. Notice of the Special Record Date and of the
scheduled payment date of the past due interest (the Special Payment Date--which shall be
fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior
to the Special Record Date by United States mail, first-class postage prepaid, to the address of each
Holder appearing on the Security Register at the close of business on the last business day next
preceding the date of mailing of such notice.
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SECTION 4: Redemption.
A. Optional Redemption of Bonds. The Bonds having Stated Maturities on and after
March 1, 2034 shall be subject to redemption prior to Stated Maturity, at the option of the Issuer,
on March 1, 2033 or on any date thereafter, in whole or in part, in principal amounts of $5,000 or
any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the
Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of
redemption.
B. Exercise of Redemption Option. At least forty-five (45) days prior to a date set for
the redemption of the Bonds (unless a shorter notification period shall be satisfactory to the Paying
Agent/Registrar), the Issuer shall notify the Paying Agent/Registrar of its decision to exercise the
right to redeem the Bonds, the principal amount of each Stated Maturity to be redeemed, and the
date set for the redemption thereof. The decision of the Issuer to exercise the right to redeem the
Bonds shall be entered in the minutes of the governing body of the Issuer.
C. Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same
Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall select
at random and by lot the Bonds to be redeemed, provided that if less than the entire principal
amount of a Bond is to be redeemed, the Paying Agent/Registrar shall treat such Bond then subject
to redemption as representing the number of Bonds Outstanding which is obtained by dividing the
principal amount of such Bond by $5,000.
D. Notice of Redemption. Not less than thirty (30) days prior to a redemption date for
the Bonds, the Paying Agent/Registrar shall cause a notice of redemption to be sent by United
States mail, first-class postage prepaid, in the name of the Issuer and at the Issuer’s expense, to
each Holder of a Bond to be redeemed in whole or in part at the address of the Holder appearing
on the Security Register at the close of business on the business day next preceding the date of
mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to
have been duly given irrespective of whether received by the Holder. This notice may also be
published once in a financial publication, journal, or reporter of general circulation among
securities dealers in the City of New York, New York (including, but not limited to, The Bond
Buyer and The Wall Street Journal), or in the State of Texas (including, but not limited to, The
Texas Bond Reporter).
All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify
the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the
principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds,
or the portion of the principal amount thereof to be redeemed, shall become due and payable on
the redemption date specified, and the interest thereon, or on the portion of the principal amount
thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify
that payment of the redemption price for the Bonds, or the principal amount thereof to be
redeemed, shall be made at the corporate trust office of the Paying Agent/Registrar only upon
presentation and surrender thereof by the Holder.
If a Bond is subject by its terms to redemption and has been called for redemption and
notice of redemption thereof has been duly given or waived as hereinabove provided, such Bond
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(or the principal amount thereof to be redeemed) so called for redemption shall become due and
payable, and if money sufficient for the payment of such Bonds (or of the principal amount thereof
to be redeemed) at the then applicable redemption price is held for the purpose of such payment
by the Paying Agent/Registrar, then on the redemption date designated in such notice, interest on
the Bonds (or the principal amount thereof to be redeemed) called for redemption shall cease to
accrue, and such Bonds shall not be deemed to be Outstanding.
E. Transfer/Exchange of Bonds. Neither the Issuer nor the Paying Agent/Registrar
shall be required (i) to transfer or exchange any Bond during a period beginning forty-five (45)
days prior to the date fixed for redemption of the Bonds, or (ii) to transfer or exchange any Bond
selected for redemption; provided, however, such limitation of transfer shall not be applicable to
an exchange by the Holder of the unredeemed balance of a Bond which is subject to redemption
in part.
SECTION 5: Execution – Registration. The Bonds shall be executed on behalf of the
Issuer by its Mayor under the seal of the Issuer reproduced or impressed thereon and attested by
its City Secretary, or designee. The signature of either of said officers on the Bonds may be manual
or facsimile. Bonds bearing the manual or facsimile signatures of individuals who were, at the
time of the Bond Date, the proper officers of the Issuer shall bind the Issuer, notwithstanding that
such individuals or either of them shall cease to hold such offices prior to the delivery of the Bonds
to the Purchasers, all as authorized and provided in Chapter 1201, as amended, Texas Government
Code.
No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or
obligatory for any purpose, unless there appears on such Bond either a certificate of registration
substantially in the form provided in Section 8C, executed by the Comptroller of Public Accounts
of the State of Texas or his duly authorized agent by manual signature, or a certificate of
registration substantially in the form provided in Section 8D, executed by the Paying
Agent/Registrar by manual signature, and either such certificate upon any Bond shall be conclusive
evidence, and the only evidence, that such Bond has been duly certified or registered and delivered.
SECTION 6: Registration – Transfer – Exchange of Bonds – Predecessor Bonds. A
Security Register relating to the registration, payment, transfer, or exchange of the Bonds shall at
all times be kept and maintained by the Issuer at the corporate trust office of the Paying
Agent/Registrar, and the Paying Agent/Registrar shall obtain, record, and maintain in the Security
Register the name and address of each Holder of the Bonds issued under and pursuant to the
provisions of this Ordinance. Any Bond may, in accordance with its terms and the terms hereof,
be transferred or exchanged for Bonds of other authorized denominations upon the Security
Register by the Holder, in person or by his duly authorized agent, upon surrender of such Bond to
the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or
request for exchange duly executed by the Holder or by his duly authorized agent, in form
satisfactory to the Paying Agent/Registrar.
Upon surrender for transfer of any Bond at the corporate trust office of the Paying
Agent/Registrar, the Paying Agent/Registrar shall register and deliver, in the name of the
designated transferee or transferees, one or more new Bonds executed on behalf of, and furnished
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by, the Issuer of authorized denominations and having the same Stated Maturity and of a like
interest rate and aggregate principal amount as the Bond or Bonds surrendered for transfer.
At the option of the Holder, Bonds may be exchanged for other Bonds of authorized
denominations and having the same Stated Maturity, bearing the same rate of interest, and of like
aggregate principal amount as the Bonds surrendered for exchange, upon surrender of the Bonds
to be exchanged at the corporate trust office of the Paying Agent/Registrar. Whenever any Bonds
are so surrendered for exchange, the Issuer shall execute and the Paying Agent/Registrar shall
register and deliver new Bonds executed on behalf of, and furnished by, the Issuer to the Holder
requesting the exchange.
All Bonds issued upon any transfer or exchange of Bonds shall be delivered at the corporate
trust office of the Paying Agent/Registrar, or be sent by United States registered mail to the Holder
at his request, risk, and expense and, upon the delivery thereof, the same shall be the valid and
binding obligations of the Issuer, evidencing the same obligation to pay, and entitled to the same
benefits under this Ordinance, as the Bonds surrendered upon such transfer or exchange.
All transfers or exchanges of Bonds pursuant to this Section shall be made without expense
or service charge to the Holder, except as otherwise herein provided, and except that the Paying
Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any
tax or other governmental charges required to be paid with respect to such transfer or exchange.
Bonds canceled by reason of an exchange or transfer pursuant to the provisions hereof are
hereby defined to be “Predecessor Bonds”, evidencing all or a portion, as the case may be, of the
same debt evidenced by the new Bond or Bonds registered and delivered in the exchange or
transfer therefor. Additionally, the term Predecessor Bonds shall include any Bond registered and
delivered pursuant to Section 16 in lieu of a mutilated, lost, destroyed, or stolen Bond which shall
be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond.
SECTION 7: Initial Bond. The Bonds herein authorized shall be issued initially either
(i) as a fully registered Bond in the total principal amount of $33,035,000 with principal
installments to become due and payable as provided in Section 2 and numbered T-1, or (ii) as one
(1) fully registered Bond for each year of Stated Maturity in the applicable principal amount,
interest rate, and denomination and to be numbered consecutively from T-1 and upward (the Initial
Bond) and, in either case, the Initial Bond shall be registered in the name of the Purchasers or the
designee thereof. The Initial Bond shall be the Bond submitted to the Office of the Attorney
General of the State of Texas for approval and certified and registered by the Office of the
Comptroller of Public Accounts of the State of Texas. At any time after the delivery of the Initial
Bond to the Purchasers, the Paying Agent/Registrar, upon written instructions from the Purchasers,
or his or their designee, shall cancel the Initial Bond delivered hereunder and exchange therefor
definitive Bonds of authorized denominations, Stated Maturities, principal amounts, and bearing
applicable interest rates, and shall be lettered “R” and numbered consecutively from one (1)
upward, for transfer and delivery to the Holders named and at the addresses identified therefor; all
pursuant to and in accordance with and pursuant to such written instructions from the Purchasers,
or the designee thereof, and such other information and documentation as the Paying
Agent/Registrar may reasonably require.
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SECTION 8: Forms.
A. Forms Generally. The Bonds, the Registration Certificate of the Comptroller of
Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and
the form of Assignment to be printed on each of the Bonds shall be substantially in the forms set
forth in this Section with such appropriate insertions, omissions, substitutions, and other variations
as are permitted or required by this Ordinance and may have such letters, numbers, or other marks
of identification (including identifying numbers and letters of the Committee on Uniform
Securities Identification Procedures of the American Bankers Association) and such legends and
endorsements (including insurance legends and any reproduction of an opinion of Bond Counsel)
thereon as may, consistent herewith, be established by the Issuer or determined by the officers
executing the Bonds as evidenced by their execution thereof. Any portion of the text of any Bond
may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the
Bond.
The definitive Bonds shall be printed, lithographed, or engraved or produced in any other
similar manner, all as determined by the officers executing the Bonds as evidenced by their
execution thereof, but the Initial Bond submitted to the Attorney General of the State of Texas may
be typewritten or photocopied or otherwise reproduced.
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B. Form of Definitive Bond.
REGISTERED
REGISTERED PRINCIPAL AMOUNT
NO. __________ $
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTIES OF NUECES, ARANSAS, KLEBERG, AND SAN PATRICIO
CITY OF CORPUS CHRISTI, TEXAS
GENERAL IMPROVEMENT BOND, SERIES 2023
Bond Date: Interest Rate: Stated Maturity: CUSIP No.:
July 11, 2023
REGISTERED OWNER: _________________________________________________________
PRINCIPAL AMOUNT: _______________________________________________ DOLLARS
The City of Corpus Christi, Texas (the Issuer), a body corporate and municipal corporation
located primarily in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas,
for value received, acknowledges itself indebted to and hereby promises to pay to the order of the
Registered Owner named above or the registered assigns thereof, on the Stated Maturity date
specified above, the Principal Amount stated above (or so much thereof as shall not have been paid
upon prior redemption) and to pay interest on the unpaid Principal Amount hereof (computed on
the basis of a 360-day year of twelve 30-day months) from the Closing Date (anticipated to occur
on or about July 11, 2023), or from the most recent Interest Payment Date (hereinafter defined) to
which interest has been paid or duly provided for, to the earlier of redemption or Stated Maturity,
at the per annum rate specified above; such interest being payable on March 1 and September 1 of
each year (each, an Interest Payment Date), commencing March 1, 2024.
Principal and premium, if any, of this Bond shall be payable to the Registered Owner hereof
(the Holder), upon presentation and surrender, at the corporate trust office of the Paying
Agent/Registrar executing the registration certificate appearing hereon, or its successor. Interest
shall be payable to the Holder of this Bond (or one or more Predecessor Bonds, as defined in the
Ordinance hereinafter referenced) whose name appears on the Security Register maintained by the
Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth (15 th)
day of the month next preceding the Interest Payment Date. All payments of principal of,
premium, if any, and interest on this Bond shall be in any coin or currency of the United States of
America which at the time of payment is legal tender for the payment of public and private debts.
Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate
date of payment by United States mail, first-class postage prepaid, to the Holder hereof at the
address appearing in the Security Register or by such other method, acceptable to the Paying
Agent/Registrar, requested by the Holder hereof at the Holder’s risk and expense.
This Bond is one of the series specified in its title issued in the aggregate principal amount
of $33,035,000 (the Bonds) pursuant to an ordinance adopted by the Governing Body of the Issuer
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(the Ordinance), for the purpose of (i) providing funds for the purposes authorized at the Election;
and (ii) paying the costs of issuing the Bonds, under and in strict conformity with the laws of the
State of Texas, particularly Chapters 1251, 1331, and 1371, as amended, Texas Government Code,
Chapter 331, as amended, Texas Local Government Code, the Home Rule Charter of the Issuer,
the Ordinance, and the election identified in the preamble of the Ordinance.
As stated in the Ordinance, the Bonds stated to mature on and after March 1, 2034 may be
redeemed prior to their Stated Maturities, at the option of the Issuer, on March 1, 2033, or on any
date thereafter, in whole or in part, in principal amounts of $5,000 or any integral multiple thereof
(and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at
the redemption price of par plus accrued interest to the date of redemption; provided, however,
that at least thirty (30) days’ prior written notice shall be sent to the Holder of the Bonds to be
redeemed by United States mail, first-class postage prepaid, and subject to the terms and provisions
relating thereto contained in the Ordinance. If this Bond is subject to redemption prior to Stated
Maturity and is in a denomination in excess of $5,000, portions of the principal sum hereof in
installments of $5,000 or any integral multiple thereof may be redeemed and, if less than all of the
principal sum hereof is to be redeemed, there shall be issued, without charge therefor, to the Holder
hereof, upon the surrender of this Bond to the Paying Agent/Registrar at its corporate trust office,
a new Bond or Bonds of like Stated Maturity and interest rate in any authorized denominations
provided in the Ordinance for the then unredeemed balance of the principal sum hereof.
If this Bond (or any portion of the principal sum hereof) shall have been duly called for
redemption and notice of such redemption has been duly given, then upon such redemption date
this Bond (or the portion of the principal sum hereof to be redeemed) shall become due and
payable, and, if money for the payment of the redemption price and the interest accrued on the
principal amount to be redeemed to the date of redemption is held for the purpose of such payment
by the Paying Agent/Registrar, interest shall cease to accrue and be payable hereon from and after
the redemption date on the principal amount hereof to be redeemed. If this Bond is called for
redemption, in whole or in part, the Issuer or the Paying Agent/Registrar shall not be required to
issue, transfer, or exchange this Bond within forty-five (45) days of the date fixed for redemption;
provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder
of the unredeemed balance hereof in the event of its redemption in part.
The Bonds of this series are payable from the proceeds of an ad valorem tax levied, within
the limitations prescribed by law, upon all taxable property within the Issuer.
Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust
office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his
acceptance hereof hereby assents, for definitions of terms; the description of and the nature and
extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the
transfer or exchange of this Bond; the conditions upon which the Ordinance may be amended or
supplemented with or without the consent of the Holders; the rights, duties, and obligations of the
Issuer and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be
redeemed or discharged at or prior to its Stated Maturity and deemed to be no longer Outstanding
thereunder; and for the other terms and provisions thereof. Capitalized terms used herein without
definition have the same meanings assigned in the Ordinance.
135078542.4 -12-
As provided in the Ordinance and subject to certain limitations contained therein, this Bond
is transferable on the Security Register of the Issuer, upon surrender of this Bond for transfer at
the corporate trust office of the Paying Agent/Registrar, duly endorsed by, or accompanied by a
written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by
the Holder hereof, or his duly authorized agent, and thereupon one or more new fully registered
Bonds of the same Stated Maturity, of authorized denominations, bearing the same rate of interest,
and of the same aggregate principal amount will be issued to the designated transferee or
transferees.
The Issuer and the Paying Agent/Registrar, and any agent of either, shall treat the Holder
hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof
for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Bond as
the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity or its
redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other
purposes, and neither the Issuer nor the Paying Agent/Registrar, or any such agent of either, shall
be affected by notice to the contrary. In the event of a non-payment of interest on a scheduled
payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a
Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the
payment of such interest have been received from the Issuer. Notice of the Special Record Date
and of the scheduled payment date of the past due interest (the Special Payment Date - which shall
be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior
to the Special Record Date by United States mail, first-class postage prepaid, to the address of each
Holder appearing on the Security Register at the close of business on the last business day next
preceding the date of mailing of such notice.
It is hereby certified, covenanted, and represented that all acts, conditions, and things
required to be performed, exist, and be done precedent to or in the issuance of this Bond in order
to render the same a legal, valid, and binding obligation of the Issuer have been performed, exist,
and have been done, in regular and due time, form, and manner, as required by the laws of the
State of Texas and the Ordinance, and that the issuance of this Bond does not exceed any
constitutional or statutory limitation; and that due provision has been made for the payment of the
principal of, premium if any, and interest on the Bonds by the levy of a tax as aforestated. In case
any provision in this Bond or any application thereof shall be deemed invalid, illegal, or
unenforceable, the validity, legality, and enforceability of the remaining provisions and
applications shall not in any way be affected or impaired thereby. The terms and provisions of
this Bond and the Ordinance shall be construed in accordance with and shall be governed by the
laws of the State of Texas.
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135078542.4 -13-
IN WITNESS WHEREOF, the Issuer has caused this Bond to be duly executed under its
official seal.
CITY OF CORPUS CHRISTI, TEXAS
____________________________________
Mayor
ATTEST:
_____________________________
City Secretary
(CITY SEAL)
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135078542.4 -14-
C. *Form of Registration Certificate of Comptroller of Public Accounts to Appear on
Initial Bond Only.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER OF
PUBLIC ACCOUNTS
THE STATE OF TEXAS
§
§
§
§
REGISTER NO.
I HEREBY CERTIFY that this Bond has been examined, certified as to validity and
approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of
Public Accounts of the State of Texas.
WITNESS my signature and seal of office this ____________________.
____________________________________
Comptroller of Public Accounts
of the State of Texas
(SEAL)
*NOTE TO PRINTER: Do Not Print on Definitive Bonds.
D. *Form of Registration Certificate of Paying Agent/Registrar to Appear on
Definitive Bonds Only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Bond has been duly issued under the provisions of the within-mentioned Ordinance;
the Bond or Bonds of the above-entitled and designated series originally delivered having been
approved by the Attorney General of the State of Texas and registered by the Comptroller of Public
Accounts, as shown by the records of the Paying Agent/Registrar.
Registered this date:
___________________________________
THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A., Dallas, Texas, as
Paying Agent/Registrar
By: _______________________________
Authorized Signature
*NOTE TO PRINTER: Print on Definitive Bonds.
135078542.4 -15-
E. Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print
or typewrite name, address, and zip code of transferee): _________________________________
______________________________________________________________________________
(Social Security or other identifying number): ________________________________________
the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
____________________attorney to transfer the within Bond on the books kept for registration
thereof, with full power of substitution in the premises.
DATED: ____________________________
________________________________________________
NOTICE: The signature on this assignment must
correspond with the name of the registered owner as it
appears on the face of the within Bond in every particular.
Signature guaranteed:
____________________________________
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135078542.4 -16-
F. Form of Initial Bond. The Initial Bond shall be in the form set forth in subsection
B of this Section, except that the form of a single fully registered Initial Bond shall be modified as
follows:
(1) immediately under the name of the Bond the headings “Interest Rate ” and
“Stated Maturity ” shall both be completed “as shown below”; and
(2) the first (1st) two (2) paragraphs shall read as follows:
REGISTERED OWNER: _________________________________________________________
PRINCIPAL AMOUNT: _______________________________________________ DOLLARS
The City of Corpus Christi, Texas (the Issuer), a body corporate and municipal corporation
located primarily in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas,
for value received, acknowledges itself indebted to and hereby promises to pay to the order of the
Registered Owner named above (the Holder), or the registered assigns thereof, on the first (1st)
day of March in each of the years and in principal amounts and bearing interest at per annum rates
in accordance with the following schedule:
Year of Stated Maturity Principal Amount ($) Interest Rate (%)
(Information to be inserted from schedule in Section 2 hereof).
(or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the
unpaid principal installments hereof from the Closing Date (anticipated to occur on or about July
11, 2023), or from the most recent Interest Payment Date (hereinafter defined) to which interest
has been paid or duly provided, to the earlier of redemption or Stated Maturity, at the per annum
rates of interest specified above, computed on the basis of a 360-day year of twelve 30-day months;
such interest being payable on March 1 and September 1 of each year (each, an Interest Payment
Date), commencing March 1, 2024.
Principal of this Bond shall be payable to the Holder hereof, upon presentation and
surrender, to Stated Maturity or prior redemption, while Outstanding, at the corporate trust office
of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the Paying
Agent/Registrar). Interest shall be payable to the Holder of this Bond whose name appears on the
Security Register maintained by the Paying Agent/Registrar at the close of business on the Record
Date, which is the fifteenth (15th) day of the month next preceding the Interest Payment Date. All
payments of principal of, premium, if any, and interest on this Bond shall be in any coin or currency
of the United States of America which at the time of payment is legal tender for the payment of
public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or
prior to the appropriate date of payment by United States mail, first-class postage prepaid, to the
Holder hereof at the address appearing in the Security Register or by such other method, acceptable
to the Paying Agent/Registrar, requested by the Holder hereof at the Holder’s risk and expense.
135078542.4 -17-
G. Insurance Legend. If bond insurance is obtained by the Issuer or the Purchasers
(hereinafter defined), the definitive Bonds and the Initial Bond shall bear an appropriate legend as
provided by the bond insurer to appear under the following header:
[BOND INSURANCE]
SECTION 9: Definitions. For all purposes of this Ordinance (as defined below), except
as otherwise expressly provided or unless the context otherwise requires: (i) the terms defined in
this Section have the meanings assigned to them in this Section, certain terms used in Sections 17
and 38 of this Ordinance have the meanings assigned to them in such Sections, and all such terms,
include the plural as well as the singular; (ii) all references in this Ordinance to designated
“Sections” and other subdivisions are to the designated Sections and other subdivisions of this
Ordinance as originally adopted; and (iii) the words “herein”, “hereof”, and “hereunder” and other
words of similar import refer to this Ordinance as a whole and not to any particular Section or
other subdivision.
A. The term Authorized Official shall mean the City Manager, each Assistant City
Manager, Chief Financial Officer, Director of Finance and Procurement, City Secretary, and City
Attorney of the City.
B. The term Bond Fund shall mean the special fund created and established by the
provisions of Section 10 of this Ordinance.
C. The term Closing Date shall mean the date of physical delivery of the Initial Bond
in exchange for the payment in full by the Purchasers.
D. The term Debt Service Requirements shall mean, as of any particular date of
computation, with respect to any obligations and with respect to any period, the aggregate of the
amounts to be paid or set aside by the Issuer as of such date or in such period for the payment of
the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations;
assuming, in the case of obligations without a fixed numerical rate, that such obligations bear
interest at the maximum rate permitted by the terms thereof and further assuming in the case of
obligations required to be redeemed or prepaid as to principal prior to Stated Maturity, the principal
amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory
redemption provisions applicable thereto.
E. The term Depository shall mean an official depository bank of the Issuer.
F. The term Government Securities, as used herein, shall mean: (i) direct noncallable
obligations of the United States, including obligations that are unconditionally guaranteed by, the
United States of America; (ii) noncallable obligations of an agency or instrumentality of the United
States, including obligations that are unconditionally guaranteed or insured by the agency or
instrumentality and that, on the date the governing body of the issuer adopts or approves the
proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a
nationally recognized investment rating firm not less than “AAA” or its equivalent;
(iii) 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 the governing body of the issuer
135078542.4 -18-
adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to
investment quality by a nationally recognized investment rating firm not less than “AAA” or its
equivalent; or (iv) any additional securities and obligations hereafter authorized by the laws of the
State of Texas as eligible for use to accomplish the discharge of obligations such as the Bonds.
G. The term Holder or Holders shall mean the registered owner, whose name appears
in the Security Register, for any Bond.
H. The term Interest Payment Date shall mean the date semiannual interest is payable
on the Bonds, being March 1 and September 1 of each year, commencing March 1, 2024, while
any of the Bonds remain Outstanding.
I. The term Issuer shall mean the City of Corpus Christi, Texas, located in the
Counties of Nueces, Aransas, Kleberg, and San Patricio, Texas and, where appropriate, the
Governing Body of the Issuer.
J. The term Ordinance shall mean this ordinance adopted by the Governing Body of
the Issuer on June 13, 2023.
K. The term Outstanding when used in this Ordinance with respect to Bonds shall
mean, as of the date of determination, all Bonds issued and delivered under this Ordinance, except:
(1) those Bonds canceled by the Paying Agent/Registrar or delivered to the Paying
Agent/Registrar for cancellation;
(2) those Bonds for which payment has been duly provided by the Issuer in
accordance with the provisions of Section 18 of this Ordinance; and
(3) those Bonds that have been mutilated, destroyed, lost, or stolen and replacement
Bonds have been registered and delivered in lieu thereof as provided in Section 16 of this
Ordinance.
L. The term Pricing Officer shall mean either of the City Manager, the Chief Financial
Officer, or the Director of Finance and Procurement of the City (which shall include any person
serving in the foregoing capacity on an interim or non-permanent basis)
M. The term Purchasers shall mean the initial purchasers of the Bonds named in
Section 20 of this Ordinance.
N. The term Series 2023 Notes shall mean the “City of Corpus Christi, Texas Limited
Tax Notes, Series 2023”, authorized and issued pursuant to an ordinance adopted concurrently
herewith.
O. The term Series 2023A Certificates shall mean the “City of Corpus Christi, Texas
Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2023A”,
authorized and issued pursuant to an ordinance adopted concurrently herewith.
135078542.4 -19-
P. The term Stated Maturity shall mean the annual principal payments of the Bonds
payable on March 1 of each year, as set forth in Section 2 of this Ordinance.
SECTION 10: Bond Fund – Investments. For the purpose of paying the interest on and to
provide a sinking fund for the payment, redemption, and retirement of the Bonds, there shall be
and is hereby created a special fund to be designated “CITY OF CORPUS CHRISTI, TEXAS
GENERAL IMPROVEMENT BONDS, SERIES 2023, INTEREST AND SINKING FUND” (the
Bond Fund), which fund shall be kept and maintained at the Depository, and money deposited in
such fund shall be used for no other purpose and shall be maintained as provided in Section 17.
Authorized Officials of the Issuer are hereby authorized and directed to make withdrawals from
the Bond Fund sufficient to pay the principal of and interest on the Bonds as the same become due
and payable and shall cause to be transferred to the Paying Agent/Registrar from money on deposit
in the Bond Fund an amount sufficient to pay the amount of principal and/or interest stated to
mature on the Bonds, such transfer of funds to the Paying Agent/Registrar to be made in such
manner as will cause immediately available funds to be deposited with the Paying Agent/Registrar
on or before the last business day next preceding each interest and principal payment date for the
Bonds.
Pending the transfer of funds to the Paying Agent/Registrar, money deposited in any fund
established pursuant to the provisions of this Ordinance may, at the option of the Issuer, be placed
in time deposits, certificates of deposit, guaranteed investment contracts, or similar contractual
agreements as permitted by the provisions of the Public Funds Investment Act, as amended,
Chapter 2256, Texas Government Code, secured (to the extent not insured by the Federal Deposit
Insurance Corporation) by obligations of the type hereinafter described, or be invested, as
authorized by any law, including investments held in book-entry form, in securities including, but
not limited to, direct obligations of the United States of America, obligations guaranteed or insured
by the United States of America, which, in the opinion of the Attorney General of the United
States, are backed by its full faith and credit or represent its general obligations, or invested in
indirect obligations of the United States of America, including, but not limited to, evidences of
indebtedness issued, insured or guaranteed by such governmental agencies as the Federal Land
Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks,
Government National Mortgage Association, Small Business Administration, Federal National
Mortgage Association, Federal Home Loan Mortgage Corporation, or Federal Housing
Administration; provided that all such deposits and investments shall be made in such a manner
that the money required to be expended from any fund will be available at the proper time or times.
All interest and income derived from deposits and investments in such fund shall be credited to,
and any losses debited to, such fund. All such investments shall be sold promptly when necessary
to prevent any default in connection with the Bonds.
SECTION 11: Levy of Taxes – Surplus Bond Proceeds. To provide for the payment of
the Debt Service Requirements on the Bonds being (i) the interest on the Bonds, and (ii) a sinking
fund for their redemption at Stated Maturity or a sinking fund of two percent (2%) (whichever
amount shall be the greater), there shall be and there is hereby levied for the fiscal year
commencing October 1, 2023 and each succeeding year thereafter while the Bonds or any interest
thereon shall remain Outstanding, a sufficient tax, within the limitations prescribed by law, on
each one hundred dollars’ ($100) valuation of taxable property in the Issuer, adequate to pay such
135078542.4 -20-
Debt Service Requirements, full allowance being made for delinquencies and costs of collection;
said tax shall be assessed and collected each year and applied to the payment of the Debt Service
Requirements, and the same shall not be diverted to any other purpose. The taxes so levied and
collected shall be paid into the Bond Fund and are thereafter pledged to the payment of the Bonds.
The Governing Body hereby declares its purpose and intent to provide and levy a tax legally and
fully sufficient to pay the said Debt Service Requirements, it having been determined that the
existing and available taxing authority of the Issuer for such purpose is adequate to permit a legally
sufficient tax in consideration of all other outstanding indebtedness.
Accrued interest, if any, received from the Purchasers of the Bonds shall be deposited to
the Bond Fund, and ad valorem taxes levied and collected for the benefit of the Bonds shall be
deposited to the Bond Fund. Any surplus proceeds from the sale of the Bonds, including
investment income thereon, not expended for authorized purposes shall be deposited in the Bond
Fund, and such amounts so deposited shall reduce the sum otherwise required to be deposited in
the Bond Fund from ad valorem taxes.
SECTION 12: Security for Funds. All money on deposit in the funds for which this
Ordinance makes provision (except any portion thereof as may be at any time properly invested as
provided herein) shall be secured in the manner and to the fullest extent required by the laws of
the State of Texas for the security of public funds, and money on deposit in such funds shall be
used only for the purposes permitted by this Ordinance.
SECTION 13: Remedies in Event of Default. In addition to all the rights and remedies
provided by the laws of the State of Texas, the Issuer covenants and agrees particularly that in the
event the Issuer: (i) defaults in the payments to be made to the Bond Fund; or (ii) defaults in the
observance or performance of any other of the covenants, conditions, or obligations set forth in
this Ordinance, the Holders of any of the Bonds shall be entitled to seek a writ of mandamus issued
by a court of proper jurisdiction compelling and requiring the Governing Body of the Issuer and
other officers of the Issuer to observe and perform any covenant, condition, or obligation
prescribed in this Ordinance.
No delay or omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver of any such default or acquiescence
therein, and every such right and power may be exercised from time to time and as often as may
be deemed expedient. The specific remedies herein provided shall be cumulative of all other
existing remedies and the specification of such remedies shall not be deemed to be exclusive.
SECTION 14: Notices to Holders – Waiver. Wherever this Ordinance provides for notice
to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly
provided) if in writing and sent by United States mail, first-class postage prepaid, to the address
of each Holder appearing in the Security Register at the close of business on the business day next
preceding the mailing of such notice.
In any case where notice to Holders is given by mail, neither the failure to mail such notice
to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of
such notice with respect to all other Bonds or Holders. Where this Ordinance provides for notice
in any manner, such notice may be waived in writing by the Holder entitled to receive such notice,
135078542.4 -21-
either before or after the event with respect to which such notice is given, and such waiver shall
be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying
Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action
taken in reliance upon such waiver.
SECTION 15: Cancellation. All Bonds surrendered for payment, redemption, transfer,
exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly canceled
by it and, if surrendered to the Issuer, shall be delivered to the Paying Agent/Registrar and, if not
already canceled, shall be promptly canceled by the Paying Agent/Registrar. The Issuer may at
any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or
registered and delivered which the Issuer may have acquired in any manner whatsoever, and all
Bonds so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled Bonds
held by the Paying Agent/Registrar shall be destroyed as directed by the Issuer.
SECTION 16: Mutilated, Destroyed, Lost and Stolen Bonds. If: (i) any mutilated Bond is
surrendered to the Paying Agent/Registrar, or the Issuer and the Paying Agent/Registrar receive
evidence to their satisfaction of the destruction, loss, or theft of any Bond; and (ii) there is delivered
to the Issuer and the Paying Agent/Registrar such security or indemnity as may be required to save
each of them harmless, then, in the absence of notice to the Issuer or the Paying Agent/Registrar
that such Bond has been acquired by a bona fide purchaser, the Issuer shall execute and, upon the
Issuer’s request, the Paying Agent/Registrar shall register and deliver, in exchange for or in lieu
of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Stated Maturity
and interest rate and of like tenor and principal amount, bearing a number not contemporaneously
Outstanding.
In case any such mutilated, destroyed, lost, or stolen Bond has become or is about to
become due and payable, the Issuer in its discretion may, instead of issuing a new Bond, pay such
Bond. Upon the issuance of any new Bond, or payment in lieu thereof, under this Section, the
Issuer may require payment by the Holder of a sum sufficient to cover any tax or other
governmental charge imposed in relation thereto and any other expenses and charges (including
attorney’s fees and the fees and expenses of the Paying Agent/Registrar) connected therewith.
Every new Bond issued pursuant to this Section in lieu of any mutilated, destroyed, lost, or stolen
Bond shall constitute a replacement of the prior obligation of the Issuer, whether or not the
mutilated, destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and shall be
entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds.
The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights
and remedies with respect to the replacement and payment of mutilated, destroyed, lost, or stolen
Bonds.
SECTION 17: Covenants to Maintain Tax — Exempt Status.
A. Definitions. When used in this Section, the following terms have the following
meanings:
Code means the Internal Revenue Code of 1986, as amended by all legislation, if
any, effective on or before the Closing Date.
135078542.4 -22-
Computation Date has the meaning set forth in Section 1.148-1(b) of the
Regulations.
Gross Proceeds means any proceeds as defined in Section 1.148-1(b) of the
Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of the
Regulations, of the Bonds.
Investment has the meaning set forth in Section 1.148-1(b) of the Regulations.
Nonpurpose Investment means any investment property, as defined in section
148(b) of the Code, in which Gross Proceeds of the Bonds are invested and which is not
acquired to carry out the governmental purposes of the Bonds.
Rebate Amount has the meaning set forth in Section 1.148-1(b) of the Regulations.
Regulations means any proposed, temporary, or final Income Tax Regulations
issued pursuant to sections 103 and 141 through 150 of the Code, and 103 of the Internal
Revenue Code of 1954, which are applicable to the Bonds. Any reference to any specific
Regulation shall also mean, as appropriate, any proposed, temporary or final Income Tax
Regulation designed to supplement, amend or replace the specific Regulation referenced.
Yield of:
(1) any Investment has the meaning set forth in Section 1.148-5 of the
Regulations; and
(2) the Bonds, the Series 2023 Notes and the Series 2023A Certificates,
combined as a single issue, has the meaning set forth in Section 1.148-
4 of the Regulations.
B. Not to Cause Interest to Become Taxable. The Issuer shall not use, permit the use
of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition,
construction or improvement of which is to be financed or refinanced directly or indirectly with
Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on
any Bond to become includable in the gross income, as defined in section 61 of the Code, of the
owner thereof for federal income tax purposes. Without limiting the generality of the foregoing,
unless and until the Issuer receives a written opinion of counsel nationally recognized in the field
of municipal bond law to the effect that failure to comply with such covenant will not adversely
affect the exemption from federal income tax of the interest on any Bond, the Issuer shall comply
with each of the specific covenants in this Section.
C. No Private Use or Private Payments. Except to the extent it will not cause the
Bonds to become “private activity bonds” within the meaning of section 141 of the Code and the
Regulations and rulings thereunder, the Issuer shall at all times prior to the last Stated Maturity of
Bonds:
135078542.4 -23-
(1) exclusively own, operate and possess all property the acquisition,
construction or improvement of which is to be financed or refinanced directly or indirectly
with Gross Proceeds of the Bonds, and not use or permit the use of such Gross Proceeds
(including all contractual arrangements with terms different than those applicable to the
general public) or any property acquired, constructed or improved with such Gross
Proceeds in any activity carried on by any person or entity (including the United States or
any agency, department and instrumentality thereof) other than a state or local government,
unless such use is solely as a member of the general public; and
(2) not directly or indirectly impose or accept any charge or other payment by
any person or entity who is treated as using Gross Proceeds of the Bonds, or any property
the acquisition, construction or improvement of which is to be financed or refinanced
directly or indirectly with such Gross Proceeds, other than taxes of general application
within the Issuer or interest earned on investments acquired with such Gross Proceeds
pending application for their intended purposes.
D. No Private Loan. Except to the extent it will not cause the Bonds to become
“private activity bonds” within the meaning of section 141 of the Code and the Regulations and
rulings thereunder, the Issuer shall not use Gross Proceeds of the Bonds to make or finance loans
to any person or entity other than a state or local government. For purposes of the foregoing
covenant, such Gross Proceeds are considered to be “loaned” to a person or entity if: (1) property
acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or
entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or
service from such property is committed to such person or entity under a take-or-pay, output or
similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of
such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds
are otherwise transferred in a transaction which is the economic equivalent of a loan.
E. Not to Invest at Higher Yield. Except to the extent it will not cause the Bonds to
become “arbitrage bonds” within the meaning of section 148 of the Code and the Regulations and
rulings thereunder, the Issuer shall not at any time prior to the final Stated Maturity of the Bonds
directly or indirectly invest Gross Proceeds in any Investment, if as a result of such investment the
Yield on any Investments acquired with Gross Proceeds (or with money replaced thereby), whether
then held or previously disposed of, materially exceeds the Yield of the Bonds.
F. Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the
Code and the Regulations and rulings thereunder, the Issuer shall not take or omit to take any
action which would cause the Bonds to be federally guaranteed within the meaning of section
149(b) of the Code and the Regulations and rulings thereunder.
G. Information Report. The Issuer shall timely file the information required by section
149(e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in
such place as the Secretary of the Treasury may prescribe.
H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in section
148(f) of the Code and the Regulations and rulings thereunder:
135078542.4 -24-
(1) The Issuer shall account for all Gross Proceeds (including all receipts,
expenditures and investments thereof) on its books of account separately and apart from
all other funds (and receipts, expenditures and investments thereof) and shall retain all
records of accounting for at least six (6) years after the day on which the last Outstanding
Bond is discharged. However, to the extent permitted by law, the Issuer may commingle
Gross Proceeds of the Bonds with other money of the Issuer, provided that the Issuer
separately accounts for each receipt and expenditure of Gross Proceeds and the obligations
acquired therewith.
(2) Not less frequently than each Computation Date, the Issuer shall calculate
the Rebate Amount in accordance with rules set forth in section 148(f) of the Code and the
Regulations and rulings thereunder. The Issuer shall maintain such calculations with its
official transcript of proceedings relating to the issuance of the Bonds until six (6) years
after the final Computation Date.
(3) As additional consideration for the purchase of the Bonds by the Purchasers
and the loan of the money represented thereby and in order to induce such purchase by
measures designed to insure the excludability of the interest thereon from the gross income
of the owners thereof for federal income tax purposes, the Issuer shall pay to the United
States out of the Bond Fund or its general fund, as permitted by applicable Texas statute,
regulation or opinion of the Attorney General of the State of Texas, the amount that when
added to the future value of previous rebate payments made for the Bonds equals: (i) in the
case of a Final Computation Date as defined in Section 1.148-3(e)(2) of the Regulations,
one hundred percent (100%) of the Rebate Amount on such date; and (ii) in the case of any
other Computation Date, ninety percent (90%) of the Rebate Amount on such date. In all
cases, the rebate payments shall be made at the times, in the installments, to the place and
in the manner as is or may be required by section 148(f) of the Code and the Regulations
and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and
information as is or may be required by section 148(f) of the Code and the Regulations and
rulings thereunder.
(4) The Issuer shall exercise reasonable diligence to assure that no errors are
made in the calculations and payments required by paragraphs (2) and (3), and if an error
is made, to discover and promptly correct such error within a reasonable amount of time
thereafter (and in all events within one hundred eighty (180) days after discovery of the
error), including payment to the United States of any additional Rebate Amount owed to
it, interest thereon, and any penalty imposed under Section 1.148-3(h) of the Regulations.
I. Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of
the Code and the Regulations and rulings thereunder, the Issuer shall not, at any time prior to the
earlier of the Stated Maturity or final payment of the Bonds, enter into any transaction that reduces
the amount required to be paid to the United States pursuant to subsection H of this Section because
such transaction results in a smaller profit or a larger loss than would have resulted if the
transaction had been at arm’s length and had the Yield of the Bonds not been relevant to either
party.
135078542.4 -25-
J. Bonds Not Hedge Bonds.
(1) With respect to the Bonds, the Issuer reasonably expects to spend at least
eighty-five percent (85%) of the spendable proceeds of the Bonds within three (3) years
after such Bonds are issued.
(2) Not more than fifty percent (50%) of the proceeds of the Bonds will be
invested in Nonpurpose Investments having a substantially guaranteed Yield for a period
of four (4) years or more.
K. Elections. The Issuer hereby directs and authorizes any Authorized Official or the
City Attorney, either or any combination of them, to make elections permitted or required pursuant
to the provisions of the Code or the Regulations, as they deem necessary or appropriate in
connection with the Bonds, in the Certificate as to Tax Exemption or similar or other appropriate
certificate, form or document. Such elections shall be deemed to be made on the Closing Date.
SECTION 18: Satisfaction of Obligation of Issuer. If the Issuer shall pay or cause to be
paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest
on the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes
levied and all covenants, agreements, and other obligations of the Issuer to the Holders shall
thereupon cease, terminate, and be discharged and satisfied.
Bonds, or any principal amount(s) thereof, shall be deemed to have been paid within the
meaning and with the effect expressed above in this Section when: (i) money sufficient to pay in
full such Bonds or the principal amount(s) thereof at Stated Maturity or to the redemption date
therefor, together with all interest due thereon, shall have been irrevocably deposited with and held
in trust by the Paying Agent/Registrar, or an authorized escrow agent; and/or (ii) Government
Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an
authorized escrow agent, which Government Securities mature as to principal and interest in such
amounts and at such times as will insure the availability, without reinvestment, of sufficient
money, together with any money deposited therewith, if any, to pay when due the principal of and
interest on such Bonds, or the principal amount(s) thereof, on and prior to the Stated Maturity
thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements
therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof.
In the event of a defeasance of the Bonds, the Issuer shall deliver a certificate from its financial
advisor, the Paying Agent/Registrar, an independent accounting firm, or another qualified third
party concerning the deposit of cash and/or Government Securities to pay, when due, the principal
of, redemption premium (if any), and interest due on any defeased Bonds. To the extent applicable,
if at all, Issuer covenants that no deposit of money or Government Securities will be made under
this Section and no use made of any such deposit which would cause the Bonds to be treated as
arbitrage bonds within the meaning of section 148 of the Code (as defined in Section 17).
Any money so deposited with the Paying Agent/Registrar, and all income from
Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent,
pursuant to this Section which is not required for the payment of the Bonds, or any principal
amount(s) thereof, or interest thereon with respect to which such money has been so deposited
shall be remitted to the Issuer or deposited as directed by the Issuer. Furthermore, any money held
135078542.4 -26-
by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and
remaining unclaimed for a period of three (3) years after the Stated Maturity or applicable
redemption date of the Bonds, such money was deposited and is held in trust to pay shall upon the
request of the Issuer be remitted to the Issuer against a written receipt therefor, subject to the
unclaimed property laws of the State of Texas.
Notwithstanding any other provision of this Ordinance to the contrary, it is hereby provided
that any determination not to redeem defeased Bonds that is made in conjunction with the payment
arrangements specified in clause (i) or (ii) above shall not be irrevocable, provided that: (1) in the
proceedings providing for such defeasance, the Issuer 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 immediately following the defeasance; (3) directs that notice of the reservation
be included in any redemption notices that it authorizes; and (4) at the time of the redemption,
satisfies the conditions of clause (i) or (ii) above with respect to such defeased debt as though it
was being defeased at the time of the exercise of the option to redeem the defeased Bonds, after
taking the redemption into account in determining the sufficiency of the provisions made for the
payment of the defeased Bonds.
SECTION 19: Ordinance a Contract – Amendments – Outstanding Bonds. The Issuer
acknowledges that the covenants and obligations of the Issuer herein contained are a material
inducement to the purchase of the Bonds. This Ordinance shall constitute a contract with the
Holders from time to time, be binding on the Issuer, and its successors and assigns, and it shall not
be amended or repealed by the Issuer so long as any Bond remains Outstanding except as permitted
in this Section. The Issuer may, without the consent of or notice to any Holders, from time to time
and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders,
including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In
addition, the Issuer may, with the written consent of Holders holding a majority in aggregate
principal amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any of
the provisions of this Ordinance; provided, however, that, without the consent of all Holders of
Outstanding Bonds, no such amendment, addition, or rescission shall: (1) extend the time or times
of payment of the principal of, premium, if any, and interest on the Bonds, reduce the principal
amount thereof, the redemption price therefor, or the rate of interest thereon, or in any other way
modify the terms of payment of the principal of, premium, if any, or interest on the Bonds; (2) give
any preference to any Bond over any other Bond; or (3) reduce the aggregate principal amount of
Bonds required for consent to any such amendment, addition, or rescission.
SECTION 20: Sale of the Bonds at a Competitive Sale – Use of Bond Proceeds – Official
Statement Approval. The Bonds authorized by this Ordinance are hereby sold by the City to
Jefferies, LLC, San Antonio, Texas, as the authorized representative of a group of purchasers at a
competitive sale (the Purchasers, having all the rights, benefits, and obligations of a Holder), in
accordance with the provisions of an Official Bid Form (the Official Bid Form), dated June 21,
2023, attached hereto as Exhibit B and incorporated herein by reference as a part of this Ordinance
for all purposes, at the price of par, plus a net reoffering premium of $3,148,923.00 (including the
Purchasers’ compensation of $218,457.68), and no accrued interest to the date of initial delivery
of the Bonds to the Purchasers and is hereby approved and confirmed. The Initial Bond shall be
registered in the name of Jefferies, LLC. It is hereby officially found, determined, and declared
135078542.4 -27-
that the Purchasers are the highest bidder for the Bonds whose bid, received as a result of
invitations for competitive bids in compliance with applicable law, produced the lowest true
interest cost to the City. The pricing and terms of the sale of the Bonds are hereby found and
determined to be the most advantageous reasonably obtainable by the City. Any Pricing Officer
is hereby authorized and directed to execute the Official Bid Form for and on behalf of the City
and as the act and deed of this City Council, and in regard to the approval and execution of the
Official Bid Form, the City Council hereby finds, determines and declares that the representations,
warranties, and agreements of the City contained in the Official Bid Form are true and correct in
all material respects and shall be honored and performed by the City. Delivery of the Bonds to the
Purchasers shall occur as soon as practicable after the adoption of this Ordinance, upon payment
therefor in accordance with the terms of the Official Bid Form.
Proceeds from the sale of the Bonds shall be applied as follows:
(1) Accrued interest, if any, shall be deposited into the Bond Fund.
(2) The City received a net reoffering premium from the sale of the Bonds,
$3,148,923.00 of which is hereby allocated by the City in the following manner:
(1) $218,457.68 to pay the Purchasers’ compensation, (2) $4,927.61 shall be deposited into
the Bond Fund as the rounding amount, (3) $2,715,000.00 shall be deposited to the special
construction account as specified in paragraph 3 as described below, and (4) $210,537.71
to pay the remaining costs of issuance.
(3) The balance of the proceeds derived from the sale of the Bonds (being the
par amount of the Bonds in the amount of $33,035,000.00 and a portion of the net
reoffering premium in the amount of $2,715,000.00) shall be deposited into the special
construction account or accounts created for the projects to be constructed with the
proceeds of the Bonds and used to pay costs of such projects. This special construction
account shall be established and maintained at the Depository and shall be invested in
accordance with the provisions of Section 10 of this Ordinance. Interest earned on the
proceeds of the Bonds pending completion of construction of the projects financed with
such proceeds shall be accounted for, maintained, deposited, and expended as permitted by
the provisions of Chapter 1201, as amended, Texas Government Code, or as required by
any other applicable law. Thereafter, such amounts shall be expended in accordance with
Section 14 of this Ordinance.
Furthermore, the City hereby ratifies, confirms, and approves in all respects (i) the City’s
prior determination that the Preliminary Official Statement was, as of its date, “deemed final” in
accordance with the Rule (hereinafter defined) and (ii) the use and distribution of the Official
Notice of Sale, Official Bid Form, and Preliminary Official Statement by the Purchasers in
connection with the public offering and sale of the Bonds. The final Official Statement, being a
modification and amendment of the Preliminary Official Statement to reflect the terms of sale
referenced in the Official Bid Form (together with such changes approved by any Pricing Officer,
any one or more of said officials), shall be and is hereby in all respects approved and the Purchasers
are hereby authorized to use and distribute the final Official Statement, dated June 21, 2023, in the
reoffering, sale and delivery of the Bonds to the public. The Mayor and City Secretary are further
authorized and directed to manually execute and deliver for and on behalf of the City copies of the
135078542.4 -28-
Official Statement in final form as may be required by the Purchasers, and such final Official
Statement in the form and content manually executed by said officials shall be deemed to be
approved by the City Council and constitute the Official Statement authorized for distribution and
use by the Purchasers. Each Authorized Official is hereby authorized to execute and deliver a
certificate pertaining to such Official Statement as prescribed therein, dated as of the date of
payment for and delivery of the Bonds. Reserved.
SECTION 21: Reserved.
SECTION 22: Control and Custody of Bonds. The Mayor of the Issuer shall be and is
hereby authorized to take and have charge of all necessary orders and records pending investigation
by the Attorney General of the State of Texas including the printing and supply of definitive Bonds
and shall take and have charge and control of the Initial Bond pending their approval by the
Attorney General of the State of Texas, the registration thereof by the Comptroller of Public
Accounts of the State of Texas and the delivery thereof to the Purchasers.
Furthermore, any Authorized Official, either individually or any combination of them, are
hereby authorized and directed to furnish and execute such documents relating to the Issuer and
its financial affairs as may be necessary for the issuance of the Bonds, the approval of the Attorney
General of the State of Texas, and their registration by the Comptroller of Public Accounts of the
State of Texas and, together with the Issuer’s Financial Advisors, Bond Counsel, and the Paying
Agent/Registrar, to make the necessary arrangements for the delivery of the Initial Bond to the
Purchasers and, when requested in writing by the Purchasers, the initial exchange thereof for
definitive Bonds.
SECTION 23: Printed Opinion. The Purchasers’ obligation to accept delivery of the Bonds
is subject to its being furnished a final opinion of Norton Rose Fulbright US LLP, Bond Counsel,
approving the Bonds as to their validity, said opinion to be dated and delivered as of the date of
initial delivery and payment for the Bonds. Printing of a true and correct reproduction of said
opinions on the reverse side of each of the Bonds is hereby approved and authorized.
SECTION 24: CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive
Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the
definitive Bonds shall be of no significance or effect as regards the legality thereof, and neither
the Issuer nor attorneys approving said Bonds as to legality are to be held responsible for CUSIP
numbers incorrectly printed or typed on the definitive Bonds.
SECTION 25: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is
intended or shall be construed to confer upon any person other than the Issuer, the Paying
Agent/Registrar, Bond Counsel, the Purchasers, and the Holders any right, remedy, or claim, legal
or equitable, under or by reason of this Ordinance or any provision hereof, this Ordinance and all
its provisions being intended to be and being for the sole and exclusive benefit of the Issuer, the
Paying Agent/Registrar, Bond Counsel, the Purchasers, and the Holders.
SECTION 26: Inconsistent Provisions. All ordinances, orders, or resolutions, or parts
thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby
135078542.4 -29-
repealed to the extent of such conflict and the provisions of this Ordinance shall be and remain
controlling as to the matters contained herein.
SECTION 27: Governing Law. This Ordinance shall be construed and enforced in
accordance with the laws of the State of Texas and the United States of America.
SECTION 28: Effect of Headings. The Section headings herein are for convenience only
and shall not affect the construction hereof.
SECTION 29: Severability. If any provision of this Ordinance or the application thereof
to any person or circumstance shall be held to be invalid, the remainder of this Ordinance and the
application of such provision to other persons and circumstances shall nevertheless be valid, and
the Governing Body hereby declares that this Ordinance would have been enacted without such
invalid provision.
SECTION 30: Public Meeting. It is officially found, determined, and declared that the
meeting at which this Ordinance is adopted was open to the public and public notice of the time,
place, and subject matter of the public business to be considered at such meeting, including this
Ordinance, was given, all as required by Chapter 551, as amended, Texas Government Code.
SECTION 31: Authorization of Paying Agent/Registrar Agreement. The Governing Body
of the Issuer hereby finds and determines that it is in the best interest of the Issuer to authorize the
execution of a Paying Agent/Registrar Agreement pertaining to the registration, exchange,
transferability, and payment of the Bonds. A copy of the Paying Agent/Registrar Agreement is
attached hereto, in substantially final form, as Exhibit A and is incorporated herein by reference
as fully as if recopied in its entirety in this Ordinance.
SECTION 32: Incorporation of Preamble Recitals. The recitals contained in the preamble
to this Ordinance are hereby found to be true, and such recitals are hereby made a part of this
Ordinance for all purposes and are adopted as a part of the judgment and findings of the Governing
Body of the Issuer.
SECTION 33: Book-Entry-Only System. The Bonds shall initially be registered so as to
participate in a securities depository system (the DTC System) with the Depository Trust Company,
New York, New York, or any successor entity thereto (the DTC), as set forth herein. Each Stated
Maturity of the Bonds shall be issued (following cancellation of the Initial Bond described in
Section 7) in the form of a separate single definitive Bond. Upon issuance, the ownership of each
such Bond shall be registered in the name of Cede & Co., as the nominee of DTC, and all of the
Outstanding Bonds shall be registered in the name of Cede & Co., as the nominee of DTC. The
Issuer and the Paying Agent/Register are authorized to execute, deliver, and take the actions set
forth in such letters to or agreements with DTC as shall be necessary to effectuate the DTC System,
including the Letter of Representations attached hereto as Exhibit C (the Representation Letter).
With respect to the Bonds registered in the name of Cede & Co., as nominee of DTC, the
Issuer and the Paying Agent/Registrar shall have no responsibility or obligation to any
broker-dealer, bank, or other financial institution for which DTC holds the Bonds from time to
time as securities depository (a Depository Participant) or to any person on behalf of whom such
135078542.4 -30-
a Depository Participant holds an interest in the Bonds (an Indirect Participant). Without limiting
the immediately preceding sentence, the Issuer and the Paying Agent/Registrar shall have no
responsibility or obligation with respect to: (i) the accuracy of the records of DTC, Cede & Co.,
or any Depository Participant with respect to any ownership interest in the Bonds; (ii) the delivery
to any Depository Participant or any other person, other than a registered owner of the Bonds, as
shown on the Security Register, of any notice with respect to the Bonds, including any notice of
redemption; or (iii) the delivery to any Depository Participant or any Indirect Participant or any
other Person, other than a Holder of a Bond, of any amount with respect to principal of, premium,
if any, or interest on the Bonds. While in the DTC System, no person other than Cede & Co., or
any successor thereto, as nominee for DTC, shall receive a bond certificate evidencing the
obligation of the Issuer to make payments of principal, premium, if any, and interest pursuant to
this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the
effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject
to the provisions in this Ordinance with respect to interest checks or drafts being mailed to the
Holder, the word “Cede & Co.” in this Ordinance shall refer to such new nominee of DTC.
In the event that: (i) the Issuer determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter; (ii) the Representation Letter
shall be terminated for any reason; or (iii) DTC or the Issuer determines that it is in the best interest
of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Issuer shall
notify the Paying Agent/Registrar, DTC, and DTC Participants of the availability within a
reasonable period of time through DTC of bond certificates, and the Bonds shall no longer be
restricted to being registered in the name of Cede & Co., as nominee of DTC. At that time, the
Issuer may determine that the Bonds shall be registered in the name of and deposited with a
successor depository operating a securities depository system, as may be acceptable to the Issuer,
or such depository’s agent or designee, and if the Issuer and the Paying Agent/Registrar do not
select such alternate securities depository system then the Bonds may be registered in whatever
name or names the Holders of Bonds transferring or exchanging the Bonds shall designate, in
accordance with the provisions hereof.
Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bond
is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal
of, premium, if any, and interest on such Bond and all notices with respect to such Bond shall be
made and given, respectively, in the manner provided in the Representation Letter.
SECTION 34: Construction of Terms. If appropriate in the context of this Ordinance,
words of the singular number shall be considered to include the plural, words of the plural number
shall be considered to include the singular, and words of the masculine, feminine or neuter gender
shall be considered to include the other genders.
SECTION 35: Unavailability of Authorized Publication. If, because of the temporary or
permanent suspension of any newspaper, journal, or other publication, or, for any reason,
publication of notice cannot be made meeting any requirements herein established, any notice
required to be published by the provisions of this Ordinance shall be given in such other manner
and at such time or times as in the judgment of the Issuer or of the Paying Agent/Registrar shall
most effectively approximate such required publication and the giving of such notice in such
135078542.4 -31-
manner shall for all purposes of this Ordinance be deemed to be in compliance with the
requirements for publication thereof.
SECTION 36: No Recourse Against Issuer Officials. No recourse shall be had for the
payment of principal of, premium, if any, or interest on any Bond or for any claim based thereon
or on this Ordinance against any official of the Issuer or any person executing any Bond.
SECTION 37: Continuing Disclosure Undertaking.
A. Definitions.
As used in this Section, the following terms have the meanings ascribed to such terms
below:
EMMA means the MSRB’s Electronic Municipal Market Access system, accessible by the
general public, without charge, on the internet through the uniform resource locator (URL)
http://www.emma.msrb.org.
Financial Obligation means a (a) debt obligation; (b) derivative instrument entered into in
connection with, or pledged as security or a source of payment for, an existing or planned debt
obligation; or (c) guarantee of a debt obligation or any such derivative instrument; provided that
“financial obligation” shall not include municipal securities (as defined in the Securities Exchange
Act of 1934, as amended) as to which a final official statement (as defined in the Rule) has been
provided to the MSRB consistent with the Rule.
MSRB means the Municipal Securities Rulemaking Board.
Rule means SEC Rule 15c2-12, as amended from time to time.
SEC means the United States Securities and Exchange Commission.
Undertaking means the Issuer’s continuing disclosure undertaking, described in
subsections B through F below, hereunder accepted and entered into by the Issuer for the purpose
of compliance with the Rule.
B. Annual Reports.
The Issuer shall file annually with the MSRB (i) within six (6) months after the end of each
fiscal year of the Issuer ending in or after 2023, financial information and operating data with
respect to the Issuer of the general type included in the final Official Statement authorized by
Section 20 of this Ordinance, being the information described in Exhibit D hereto, and (ii) if not
provided as part such financial information and operating data, audited financial statements of the
Issuer, when and if available. Any financial statements so to be provided shall be (i) prepared in
accordance with the accounting principles described in Exhibit D hereto, or such other accounting
principles as the Issuer may be required to employ from time to time pursuant to state law or
regulation, and (ii) audited, if the Issuer commissions an audit of such financial statements and the
audit is completed within the period during which they must be provided. If the audit of such
financial statements is not complete within such period, then the Issuer shall file unaudited
135078542.4 -32-
financial statements within such period and audited financial statements for the applicable fiscal
year to the MSRB, when and if the audit report on such financial statements becomes available.
Under current Texas law, including, but not limited to, Chapter 103, as amended, Texas Local
Government Code, the Issuer must have its records and accounts audited annually and shall have
an annual financial statement prepared based on the audit. The annual financial statement,
including the auditor’s opinion on the statement, shall be filed in the office of the City Secretary
within one hundred eighty (180) days after the last day of the Issuer’s fiscal year. Additionally,
upon the filing of this financial statement and the annual audit, these documents are subject to the
Texas Open Records Act, as amended, Texas Government Code, Chapter 552.
If the Issuer changes its fiscal year, it will file notice of such change (and of the date of the
new fiscal year end) with the MSRB prior to the next date by which the Issuer otherwise would be
required to provide financial information and operating data pursuant to this Section.
C. Notice of Certain Events.
The Issuer shall file notice of any of the following events with respect to the Bonds to the
MSRB in a timely manner and not more than ten (10) business days after occurrence of the event:
(1) principal and interest payment delinquencies;
(2) non-payment related defaults, if material;
(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 opinions, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue
(IRS Form 5701-TEB), or other material notices or determinations with
respect to the tax status of the Bonds, or other material events affecting the
tax status of the Bonds;
(7) modifications to rights of Holders of the Bonds, if material;
(8) Bond calls, if material, and tender offers;
(9) defeasances;
(10) release, substitution, or sale of property securing repayment of the Bonds,
if material;
(11) rating changes;
(12) bankruptcy, insolvency, receivership, or similar event of the Issuer, which
shall occur as described below;
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(13) the consummation of a merger, consolidation, or acquisition involving the
Issuer or the sale of all or substantially all of its assets, other than in the
ordinary course of business, the entry into of a definitive agreement to
undertake such an action or the termination of a definitive agreement
relating to any such actions, other than pursuant to its terms, if material;
(14) appointment of a successor or additional paying agent/registrar or the
change of name of a paying agent/registrar, if material;
(15) incurrence of a Financial Obligation of the Issuer, if material, or agreement
to covenants, events of default, remedies, priority rights, or other similar
terms of a Financial Obligation of the Issuer, any of which affect security
holders, if material; and
(16) default, event of acceleration, termination event, modification of terms, or
other similar events under the terms of a Financial Obligation of the Issuer,
any of which reflect financial difficulties.
For these purposes, (a) any event described in the immediately preceding paragraph (12) is
considered to occur when any of the following occur: the appointment of a receiver, fiscal agent,
or similar officer for the Issuer in a proceeding under the United States Bankruptcy Code or in any
other proceeding under state or federal law in which a court or governmental authority has assumed
jurisdiction over substantially all of the assets or business of the Issuer, or if such jurisdiction has
been assumed by leaving the existing governing body and officials or officers in possession but
subject to the supervision and orders of a court or governmental authority, or the entry of an order
confirming a plan of reorganization, arrangement, or liquidation by a court or governmental
authority having supervision or jurisdiction over substantially all of the assets or business of the
Issuer, and (b) the Issuer intends the words used in the immediately preceding paragraphs (15) and
(16) and the definition of Financial Obligation in this Section to have the same meanings as when
they are used in the Rule, as evidenced by SEC Release No. 34-83885, dated August 20, 2018.
The Issuer shall file notice with the MSRB, in a timely manner, of any failure by the Issuer
to provide financial information or operating data in accordance with this Section by the time
required by this Section.
D. Limitations, Disclaimers, and Amendments.
The Issuer shall be obligated to observe and perform the covenants specified in this Section
for so long as, but only for so long as, the Issuer remains an “obligated person” with respect to the
Bonds within the meaning of the Rule, except that the Issuer in any event will give notice of any
deposit that causes the Bonds to be no longer Outstanding.
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 implied, shall give any benefit or any legal or
equitable right, remedy, or claim hereunder to any other person. The Issuer undertakes to provide
only the financial information, operating data, financial statements, and notices which it has
expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any
135078542.4 -34-
other information that may be relevant or material to a complete presentation of the Issuer’s
financial results, condition, or prospects or hereby undertake to update any information provided
in accordance with this Section or otherwise, except as expressly provided herein. The Issuer does
not make any representation or warranty concerning such information or its usefulness to a
decision to invest in or sell Bonds at any future date.
UNDER NO CIRCUMSTANCES SHALL THE ISSUER 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 ISSUER, WHETHER NEGLIGENT OR WITH 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.
No default by the Issuer in observing or performing its obligations under this Section shall
constitute a breach of or default under this Ordinance for purposes of any other provision of this
Ordinance.
Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the
duties of the Issuer under federal and state securities laws.
The provisions of this Section may be amended by the Issuer from time to time to adapt to
changed circumstances that arise from a change in legal requirements, a change in law, or a change
in the identity, nature, status, or type of operations of the Issuer, but only if (i) 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 to the date of such amendment, as well as such changed
circumstances, and (ii) either (a) the Holders of a majority 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 Issuer (such as nationally recognized bond counsel) determines that such
amendment will not materially impair the interests of the Holders and beneficial owners of the
Bonds. The Issuer may also repeal or amend the provisions of this Section if the SEC amends or
repeals the applicable provisions of the Rule or any court of final jurisdiction enters judgment that
such provisions of the Rule are invalid, and the Issuer also may amend the provisions of this
Section in its discretion in any other manner or circumstance, but in either case only if and to the
extent that the provisions of this sentence would not have prevented an underwriter from lawfully
purchasing or selling Bonds in the primary offering of the Bonds, giving effect to (i) such
provisions as so amended, and (ii) any amendments or interpretations of the Rule. If the Issuer so
amends the provisions of this Section, the Issuer shall include with any amended financial
information or operating data next provided in accordance with this Section an explanation, in
narrative form, of the reasons for the amendment and of the impact of any change in the type of
financial information or operating data so provided.
135078542.4 -35-
E. Information Format – Incorporation by Reference.
The Issuer information required under this Section shall be filed with the MSRB through
EMMA in such format and accompanied by such identifying information as may be specified from
time to time thereby. Under the current rules of the MSRB, continuing disclosure documents
submitted to EMMA must be in word-searchable portable document format (PDF) files that permit
the document to be saved, viewed, printed, and retransmitted by electronic means and the series of
obligations to which such continuing disclosure documents relate must be identified by CUSIP
number or numbers.
Financial information and operating data to be provided pursuant to this Section may be
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) available to the public through EMMA
or filed with the SEC.
F. General Policies and Procedures Concerning Compliance with the Rule.
Because the issuance of the Bonds is subject to the provisions of the Rule and because the
potential “underwriters” in a negotiated sale of the Bonds or the initial purchasers in a competitive
sale of the Bonds may be subject to MSRB rules and regulations with respect to such sale
(including certain due diligence and suitability requirements, among others), the Issuer hereby
adopts the General Policies and Procedures Concerning Compliance with the Rule (the Policies
and Procedures), attached hereto as Exhibit E, with which the Issuer shall follow to assure
compliance with the Undertaking. The Issuer has developed these Policies and Procedures for the
purpose of meeting its requirements of the Undertaking and, in connection therewith, has sought
the guidance from its internal staff charged with administering the Issuer’s financial affairs, its
municipal or financial advisors, its legal counsel (including its Bond Counsel), and its independent
accountants (to the extent determined to be necessary or advisable). The Policies and Procedures
can be amended at the sole discretion of the Issuer and any such amendment will not be deemed
to be an amendment to the Undertaking. Each Authorized Official is hereby authorized to amend
the Policies and Procedures as a result of a change in law, a future issuance of indebtedness subject
to the Rule, or another purpose determined by the Authorized Official to be necessary or desirable
for or with respect to future compliance with the Undertaking.
SECTION 38: Further Procedures. The officers and employees of the Issuer are hereby
authorized, empowered and directed from time to time and at any time 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 Issuer 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, the initial
sale and delivery of the Bonds, the Agreement, the Paying Agent/Registrar Agreement, the
Purchase Contract, and the Official Statement. In addition, prior to the initial delivery of the
Bonds, any Authorized Official and Bond Counsel are hereby authorized and directed to approve
any technical changes or corrections to this Ordinance or to any of the instruments authorized and
approved by this Ordinance necessary in order to: (i) correct any ambiguity or mistake or properly
or more completely document the transactions contemplated and approved by this Ordinance and
as described in the Official Statement; (ii) obtain a rating from any of the national bond rating
agencies; or (iii) obtain the approval of the Bonds by the Office of the Attorney General of the
135078542.4 -36-
State of Texas. In case any officer of the Issuer whose signature shall appear on any certificate
shall cease to be such officer before the delivery of such certificate, such signature shall
nevertheless be valid and sufficient for all purposes the same as if such officer had remained in
office until such delivery.
SECTION 39: Ancillary Bond Contracts. Though such parties may be identified, and the
entry into a particular form of contract may be authorized herein, pursuant to Chapter 1371, and
any other applicable law, the Governing Body, hereby delegates to each Authorized Official other
than the Mayor the authority to independently select the counterparty to any agreement with any
paying agent/registrar, rating agency, securities depository, or any other contract that is determined
by an Authorized Official (other than the Mayor), the City’s Financial Advisors, or the City’s Bond
Counsel to be necessary or incidental to the issuance of the Bonds as long as each of such contracts
has a value of less than the amount referenced in Section 2252.908 of the Texas Government Code
(collectively, the Ancillary Bond Contracts); and, as necessary, to execute the Ancillary Bond
Contracts on behalf and as the act and deed of the City. As a result of such delegation, the
provisions of Section 2252.908, as amended, Texas Government Code, are not applicable to the
Ancillary Bond Contracts pursuant to 1 Texas Administrative Code Sec. 46.1(c).
SECTION 40: Perfection of Security Interest. Chapter 1208, Texas Government Code,
applies to the issuance of the Bonds and the pledge of ad valorem taxes granted by the Issuer in
Section 11, and such pledge is therefore valid, effective, and perfected. If Texas law is amended
at any time while the Bonds are outstanding and unpaid such that the pledge of ad valorem taxes
granted by the Issuer is to be subject to the filing requirements of Chapter 9, Texas Business &
Commerce Code, then in order to preserve to the registered owners of the Bonds the perfection of
the security interest in this pledge, the Issuer agrees to take such measures as it determines are
reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9,
Texas Business & Commerce Code and enable a filing to perfect the security interest in this pledge
to occur.
SECTION 41: City’s Consent to Provide Information and Documentation to the Texas
MAC. The Municipal Advisory Council of Texas (the Texas MAC), a non-profit membership
corporation organized exclusively for non-profit purposes described in section 501(c)(6) of the
Code and which serves as a comprehensive financial information repository regarding municipal
debt issuers in Texas, requires provision of written documentation regarding the issuance of
municipal debt by the issuers thereof. In support of the purpose of the Texas MAC and in
compliance with applicable law, the City hereby consents to and authorizes any Authorized
Official, the City’s Bond Counsel, and/or the City’s Financial Advisors to provide to the Texas
MAC information and documentation requested by the Texas MAC relating to the Bonds;
provided, however, that no such information and documentation shall be provided prior to the
Closing Date. This consent and authorization relates only to information and documentation that
is a part of the public record concerning the issuance of the Bonds.
SECTION 42: Effective Date. Pursuant to the provisions of Section 1201.028, as
amended, Texas Government Code, this Ordinance shall be effective immediately upon adoption,
notwithstanding any provision in the City’s Home Rule Charter to the contrary concerning a
multiple reading requirement for the adoption of ordinances.
135078542.4 Index-1
INDEX OF SCHEDULES AND EXHIBITS
Schedule I – Approval Certificate
Exhibit A – Paying Agent/Registrar Agreement
Exhibit B – Official Bid Form
Exhibit C – DTC Letter of Representations
Exhibit D – Description of Annual Financial Information
Exhibit E – General Policies and Procedures Concerning Compliance With the Rule
[The remainder of this page intentionally left blank.]
135078542.4 Schedule I-1
SCHEDULE I
APPROVAL CERTIFICATE
See Tab No. 2
135078542.4 A-1
EXHIBIT A
PAYING AGENT/REGISTRAR AGREEMENT
See Tab No. 4
135078542.4 B-1
EXHIBIT B
OFFICIAL BID FORM
See Tab No. 8
135078542.4 C-1
EXHIBIT C
DTC LETTER OF REPRESENTATIONS
See Tab No. 5
135078542.4 D-1
EXHIBIT D
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION
The following information is referred to in Section 38 of this Ordinance.
Annual Financial Statements and Operating Data
The financial information and operating data with respect to the Issuer to be provided
annually in accordance with such Section are as specified (and included in the Appendix or under
the headings of the Official Statement referred to) below:
1. The Issuer’s audited financial statements for the most recently concluded fiscal year
of the general type or to the extent these audited financial statements are not available, the portions
of the unaudited financial statements of the Issuer appended to the Official Statement as Appendix
B, but for the most recently concluded fiscal year.
2. All quantitative financial information and operating data with respect to the City of
the general type included in the Official Statement under Tables numbered 1 through 6 and 8
through 12 (“Financial Information”).
Accounting Principles
The accounting principles referred to in such Section are generally accepted accounting
principles for governmental units as prescribed by the Government Accounting Standards Board
from time to time.
135078542.4 E-1
EXHIBIT E
GENERAL POLICIES AND PROCEDURES
CONCERNING COMPLIANCE WITH THE RULE
I. Capitalized terms used in this Exhibit have the meanings ascribed thereto in Section 38 of
the Ordinance. Bonds refer to the Bonds that are the subject of the Ordinance to which this Exhibit
is attached.
II. As a capital markets participant, the Issuer is aware of its continuing disclosure
requirements and obligations existing under the Rule prior to February 27, 2019, the effective date
of the most recent amendment to the Rule (the Effective Date), and has implemented and
maintained internal policies, processes, and procedures to ensure compliance therewith. Adherence
to these internal policies, processes, and procedures has enabled underwriters in non-exempt
negotiated sales and initial purchasers in non-exempt competitive sales to comply with their
obligations arising under various MSRB rules and regulations concerning due diligence and
findings of suitability, among other matters, regarding the Issuer’s compliance with the Rule.
III. The Issuer is aware that the Rule was amended as of the Effective Date (the Rule
Amendment) and has accommodated this amendment by adding subparagraphs (15) and (16) to
Section 38C of the Ordinance, which provisions are a part of the Undertaking.
IV. The Issuer is aware that “participating underwriters” (as such term is defined in the Rule)
of the Bonds must make inquiry and reasonably believe that the Issuer is likely to comply with the
Undertaking and that the standards for determining compliance have increased over time as a result
of, among others, the United States Securities and Exchange Commission’s Municipalities
Continuing Disclosure Cooperation Initiative and regulatory commentary relating to the
effectiveness of the Rule Amendment.
V. The Issuer now establishes the following general policies and procedures (the Policies and
Procedures) for satisfying its obligations pursuant to the Undertaking, which policies and
procedures have been developed based on the Issuer’s informal policies, procedures, and processes
utilized prior to the Effective Date for compliance with the Issuer’s obligations under the Rule, the
advice from and discussions with the Issuer’s internal senior staff (including staff charged with
administering the Issuer’s financial affairs), its municipal or financial advisors, its legal counsel
(including Bond Counsel), and its independent accountants, to the extent determined to be
necessary or advisable (collectively, the Compliance Team):
1. The Chief Financial Officer or the Director of Finance and Procurement (the Compliance
Officer) shall be responsible for satisfying the Issuer’s obligations pursuant to the
Undertaking through adherence to these Policies and Procedures;
2. the Compliance Officer shall establish reminder or “tickler” systems to identify and
timely report to the MSRB, in the format thereby prescribed from time to time, the
Issuer’s information of the type described in Section 38B of the Ordinance;
3. the Compliance Officer shall promptly determine the occurrence of any of the events
described in Section 38C of the Ordinance;
135078542.4 E-2
4. the Compliance Officer shall work with external consultants of the Issuer, as and to the
extent necessary, to timely prepare and file with the MSRB the annual information of the
Issuer and notice of the occurrence of any of the events referenced in Clauses 2 and 3
above, respectively, the foregoing being required to satisfy the terms of the Undertaking;
5. the Compliance Officer shall establish a system for identifying and monitoring any
Financial Obligations, whether now existing or hereafter entered into by the Issuer, and
(upon identification) determining if such Financial Obligation has the potential to
materially impact the security or source of repayment of the Bonds;
6. upon identification of any Financial Obligation meeting the materiality standard
identified in Clause 5 above, the Compliance Officer shall establish a process for
identifying and monitoring any Issuer agreement to covenants, events of default,
remedies, priority rights, or other similar terms under such Financial Obligation;
7. the Compliance Officer shall establish a process for identifying the occurrence of any
default, event of acceleration, termination event, modification of terms, or other similar
events under the terms of any Financial Obligation, the occurrence of any of which reflect
financial difficulties of the Issuer; and
8. the Compliance Officer shall annually review these Policies and Procedures with the
remainder of the Compliance Team, make any modifications on an internal document
retained by the Compliance Officer and available to any “participating underwriter” (as
defined in the Rule), if requested, and on the basis of this annual review (to the extent
determined to be necessary or desirable), seek additional training for herself or himself,
as well as other members of the Issuer’s internal staff identified by the Compliance
Officer to assist with the Issuer’s satisfaction of the terms and provisions of the
Undertaking.
•
CaiI ' rTimes
PART OF THE USA TODAY NETWORK
Certificate of
Publication
CITY OF CORPUS CHRIS TI -SECRETARY
PO BOX 9277
CORPUS CHRISTI, TX 78401
STATE OF WISCONSIN)
))
COUNTY OF BROWN)
I,being first duly sworn, upon oath depose and say that I
am a legal clerk and employee of the publisher, namely,the
Corpus Christi Caller-Times, a daily newspaper published
at Corpus Christi in said City and State, generally circulated
in Aransas, Bee, Brooks, Duval, Jim Hogg,Jim Wells,
Kleberg, Live Oak, Nueces, Refugio, and San Patricio,
Counties, and that the publication of which the annexed is a
true copy,was inserted in the Corpus Christi Caller-Times
in the following issue(s)dated:
04/16/2023
On this April 16,2023, I certify that the attached document is
a true and exact copy made by the publisher:
Legal Notice CI k
Notary Public,State of Wisconsin,County of Brown
qd
Notary Expires
VICKY FELTY
Notary Public
Publication Cost: $688.85 Ad No:0005665683 State of Wisconsin
Customer No: 1490432
PO#: 5665683
#of Affidavits 1
This is not an invoice
NOTICE OF INTENTION
•
TO ISSUE
CITY OF CORPUS
CHRISTI,TEXAS
' CERTIFICATES OF
OBLIGATI ON
NOTICE IS HEREBY
GIVEN that the City
Council of the City of
Corpus Christi, Texas will
convene at its regular
meeting place in the City
Hall in Carpus Christi,
Texas, beginning at 11:30
A..M.,CaiUS Christi, Texas
time an Tuesday, May 23,
2023, to consider at its first
reading, and beginning at
11:30 A.M., Corpus Christi,
Texas time on Tuesday,
June 13,2023,to consider at
its second and final reading
The passage of an ordinance
or ordinances and take
such other actions as may
be deemed necessary to
authorize the issuance of
one or more series of
certificates of obligation, as
taxable or tax-exempt
obligations, in an aggregate
principal amount not to
exceed $15,0000000 far the
purpose or purposes of
paying contractual
obligations of the City to be
Incurred for making
permanent public
Improvements and for
other public purposes,
to-wit: ( ) (a) constructing,
acquiring, purchasing,
renovating, enlarging, and
improving City solid waste
facilities, including
generators and municipal
landfill waste disposal
cells, (b) constructing,
acquiring, purchasing,
renovating, enlarging, and
Improving City public
safety facilities and
signage, including a Police
Academy, and (c)
constructing, acquiring,
purchasing, renovating,
enlarging, and improving
City park facilities,
including City golf courses;
(2) the purchase of
materials, supplies,
equipment, machinery,
landscaping, land, and
rights-of-way for authorized
needs and purposes
relating to the
aforementioned protects;
and (3) the payment of
professional services
related to the design,
construction, management
and financing of the
aforementioned protects;
and (3) the payment of
professional services
related to the design,
construction, management
and financing of the
aforementioned projects.
The certificates of
obligation (the Certificates)
will be payable from the
levy of an annual ad
valorem tax, within the
limitations prescribed by
law, upon all taxable
property within the City
and from a lien on and
pledge of certain revenues
derived by the City from
The Operation of the City's
solid waste management
system. In accordance
with section 271.049, as
amended,. Texas Local
Government Code, (i) the
current principal amount of
all of the City's outstanding
public securities secured by
and payable from ad
valorem taxes is
tast.ccc.nnn: fiii The
• current combined principal
pfld interest requited to
pay oil of the CitY'5
Outstogdiflg public
securities secured by and
vayable from ad valorem
taxes on time and in full is
$502,722,346; (iii) the
estimated combined
principal and interest
required to pay the
Certificates to be
authorized on time and In
full is $22,338,299; (iv) The
maximum interest rate for
the Certificates may not
exceed the maximum legal
interest rate; and (v) the
maximum maturity date of
the Certificates to be
authorized is March 1,2043.
The Certificates are to be
issued, and this notice is
given, under and pursuant
to the provisions of The
Certificate of Obligation
Act of 1971, as amended,
Texas Local Government
Cade Section 271.041
through Section 271.064,
Subchapter G of Chapter
363, os amended, Texas
Health and Safety Code,
and the City's Home Rule
Charter.
Is/Rebecca Huerta
City Secretary,
City of Corpus Christi,
Texas
m
• PART OF THE US! TODAY NETWORK
Certificate of
Publication
CITY OF CORPUS CHRIS TI -SECRETARY
PO BOX 9277
CORPUS CHRISTI, TX 78401
STATE OF WISCONSIN)
))
COUNTY OF BROWN)
I, being first duly sworn, upon oath depose and say that
am a legal clerk and employee of the publisher, namely,the
Corpus Christi Caller-Times,a daily newspaper published
at Corpus Christi in said City and State, generally circulated
in Aransas, Bee, Brooks, Duval,Jim Hogg,Jim Wells,
Kleberg, Live Oak, Nueces, Refugio, and San Patricio,
Counties, and that the publication of which the annexed is a
true copy,was inserted in the Corpus Christi Caller-Times
in the following issue(s)dated:
04/23/2023
On this April 23,2023, I certify that the attached document is
a true and exact copy made by the publisher:
„I ittP--________
egal Notice Clerk
iitt
Notary Pu ,State of isconsin, ounty of Brown
crN,,r-
Notary Expires
I d
VICKY FELTY
Notary Public
Publication Cost:$688.85 State of Wisconsin
Ad No:0005665688
Customer No: 1490432
PO#: 5665688
#of Affidavits 1
This is not an invoice
NOTICE OF INTENTION
TO ISSUE
CITY OF CORPUS
CHRISTI,. TEXAS
CERTIFICATES OF
OBLIGATION
NOTICE IS HEREBY
GIVEN that the City
Qxincil of the City of
Carpus Christi, Texas will
Convene at ifs regular
meeting place in the City
Hall in Carpus Christi,
Texas, beginning at 11:30
A.M., Corpus Christi, Texas
time an Tuesday, May 23,
2023, to consider at its first
reading, and beginning at
11:.30 A.M., Corpus Christi,
Texas time an Tuesday,
June 13, 2023, 4o consider at
its second and final reading
the passage of an ordinance
or ordinances and take
such other actions as rnoy
l,e deemed necessary to
authorize the issuance of
one or more series of
certificates of obligation, as
taxable or tax-exempt
obligations, in on aggregate
principal amount not to
exceed $15,000,000 for the
purpose or purposes of
Paying contractual
obligations of the City to be
incurred for making
Permanent public
Improvements and far
other public purposes,
to-wlt: (11 fa) constructing,
acquiring, purchasing,
renovating, enlarging, and
Improving City solid waste
facilities, including
generators and municipal
landfill waste disposal
cells, (b) constructing,
acquiring, purchasing,
renovating, enlarging, and
improving City public
safety facilities and
signage, Including a Police
Academv, and (c)
constructing, acquiring,
purchasing, renovating,
enlarging, and improving
City park facilities,
including City golf courses;
(2) the purchase of
materials, supplies,
equipment, machinery,
Landscaping, land, and
rights -of -way for authorized
needs and purposes
relating to the
aforementioned protects;
and (3) the payment of
professional services
related to the design,
construction, management
and financing of the
aforementioned protects;
and (3) the payment of
professional services
related to the design,
construction, management
and financing of the
aforementioned praiecis_
The certificates of
obligation (the Certificates)
will be payable from the
levy of an annual ad
valorem tax, within the
limitations prescribed by
law, upon all taxable
property within the City
and from a lien an and
Pledge of -certain revenues
derived by the City from
the operation of the City's
solid waste management
system. In accordance
with Section 271.049, as
amended, Texas Local
Government Code, (i) the
current principal amount of
all of the City's outstanding
Public Securities secured by
and payable from ad
valorem taxes is
Sdd5e.OSS.nnn: rill the
current combined principal
and interest required to
Pay ail of the City's
outstanding public
securities secured by and
Payable from ad valorem
taxes on time and in full is
$582,722,346; Ciiil the
estimated combined
pr1nciPal and interest
required to pay the
Certificates to be
authorized on time and in
full is S22,338,299; Civi the
maximum interest rate for
The Certificates may not
exceed the maximum legal
Interest rate; and (v) The
maximum maturity date of
the Certificates to be
authorized is March 1,2043.
The Certificates are to be
issued, and this notice is
given, under and pursuant
to the provisions of the
Certificate of C1bli9ation
Act of 1971, as amended,
Texas Local Government
Code Section 271.041
through Section 211.064,
Subchapter G of Chapter
363, as amended, Texas
Health and Safety Code.
and the City's Home Rule
Charter.
h/Rebecca Huerta,
City Secretary,
City of Corpus Christi,
Texas