HomeMy WebLinkAbout033068 ORD - 06/13/2023 FINAL
ORDINANCE
AN ORDINANCE AUTHORIZING THE ISSUANCE OF "CITY OF
CORPUS CHRISTI, TEXAS LIMITED TAX NOTES, SERIES 2023" FOR
STREET IMPROVEMENTS IN AN AMOUNT NOT TO EXCEED
$3,500,000, LEVYING AN ANNUAL AD VALOREM TAX, WITHIN THE
LIMITATIONS PRESCRIBED BY LAW, FOR THE PAYMENT OF THE
OBLIGATIONS; PRESCRIBING THE FORM, TERMS, CONDITIONS,
AND RESOLVING OTHER MATTERS INCIDENT AND RELATED TO
THE ISSUANCE, SALE, AND DELIVERY OF THE OBLIGATIONS,
INCLUDING THE APPROVAL AND DISTRIBUTION OF AN OFFICIAL
STATEMENT PERTAINING THERETO; AUTHORIZING THE
EXECUTION OF A PAYING AGENT/REGISTRAR AGREEMENT AND
AN OFFICIAL BID FORM; COMPLYING WITH THE LETTER OF
REPRESENTATIONS PREVIOUSLY EXECUTED WITH THE
DEPOSITORY TRUST COMPANY; DELEGATING AUTHORITY TO
THE CITY MANAGER, CHIEF FINANCIAL OFFICER, DIRECTOR OF
FINANCE AND PROCUREMENT TO EXECUTE CERTAIN
DOCUMENTS RELATING TO THE SALE OF THE NOTES; ENACTING
OTHER PROVISIONS INCIDENT AND RELATED THERETO; AND
PROVIDING AN EFFECTIVE DATE
WHEREAS, pursuant to the provisions of Chapter 1431, as amended, Texas Government
Code (the Act), the City Council (the Governing Body) of the City of Corpus Christi, Texas (tile
City or the Issuer) is authorized and empowered to issue anticipation notes to pay contractual
obligations incurred or to be incurred for the construction of any public works,for the purchase of
materials, supplies, equipment, machinery, buildings, lands, and rights-of-way for the Issuer's
authorized needs and purposes, and for professional services, including services provided by tax
appraisal engineers, engineers, architects, attorneys, auditors, mapmakers, financial advisors, and
fiscal agents; and
WHEREAS, in accordance with the provisions of the Act, the Governing Body hereby
finds and determines that anticipation notes should be issued and sold at this time to finance the
costs of paying contractual obligations to be incurred for(1) designing, constructing, renovating,
improving, reconstructing, restructuring and extending streets and thoroughfares and related land
and right-of-way sidewalks, streetscapes,collectors,drainage, landscape, signage,acquiring lands
and rights-of-way necessary thereto or incidental therewith(but specifically excluding related City
utility costs,which are the responsibility of the City's utility system);(2)the purchase of materials,
supplies, equipment, machinery, land, and rights-of-way for authorized needs and purposes
relating to the aforementioned capital improvements; (3) the payment of professional services
related to the design, construction, project management, and financing of the aforementioned
projects; and
135633734.4
0 3 3 0 6 8 SCANNED
WHEREAS, the Governing Body hereby finds and determines that the issuance of
anticipation notes is in the best interests of the residents of the Issuer, now,therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS THAT:
SECTION 1: Authorization - Designation - Principal Amount - Purpose. General
obligation notes of the Issuer shall be and are hereby authorized to be issued in the aggregate
principal amount of THREE MILLION THREE HUNDRED FIFTEEN THOUSAND AND
NO/100 DOLLARS ($3,315,000), to be designated and bear the title of "CITY OF CORPUS
CHRISTI, TEXAS LIMITED TAX NOTES, SERIES 2023" (the Obligations), for the purpose of
providing funds for (1)designing, constructing, renovating, improving, reconstructing,
restructuring and extending streets and thoroughfares and related land and right-of-way sidewalks,
streetscapes,collectors,drainage, landscape, signage,acquiring lands and rights-of-way necessary
thereto or incidental therewith (but specifically excluding related City utility costs,which are the
responsibility of the City's utility system); (2) the purchase of materials, supplies, equipment,
machinery, land, and rights-of-way for authorized needs and purposes relating to the
aforementioned capital improvements; (3) the payment of professional services related to the
design, construction, project management, and financing of the aforementioned projects, all in
conformity with the laws of the State of Texas,particularly Chapters 1431 and 1371, as amended,
Texas Government Code, an ordinance adopted by the Governing Body on June 13, 2023, and the
City's Home Rule Charter.
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
obligations as authorized herein and carrying out the procedures specified in this Ordinance,
including approval of the following terms and provisions for the obligations:
A. the aggregate principal amount of the obligations, 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 obligations;
C. the Note Date for the obligations;
D. whether the obligations 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 obligations;
F. whether or not to issue the obligations 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 obligations;
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G. the pricing of the obligations, 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 obligations, 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 Obligations shall be issued within the following parameters:
A. the principal amount of the Obligations issued hereunder shall not exceed
$3,500,000;
B. the maximum maturity of the Obligations shall not occur later than March 1,2030;
C. the true interest cost on the Obligations shall not exceed a rate greater than 4.75%
per annum; and
D. the Obligations hereunder issued shall be sold on or before June 13, 2024 (though
the initial delivery of a particular series of Obligations 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 obligations, 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 Obligations 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 Obligations pursuant to the delegated authority granted hereunder and to reflect
such final terms for the Obligations, which includes (A) completion of the preamble to this
Ordinance, included deletion of those recitals that are not applicable to the particular series of
Obligations 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
Obligations 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 Obligations
hereunder. It is further provided, however, that notwithstanding the foregoing provisions, the
Obligations shall not be delivered unless prior to delivery, the Obligations 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 — Dated Date. The Obligations shall be issued as fully registered
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obligations, without coupons, shall be dated July 11, 2023 (the Dated Date), and shall be in
denominations of $5,000 or any integral multiple thereof (within a Stated Maturity), and the
Obligations shall be lettered"R"and numbered consecutively from One(1)upward,and principal
shall become due and payable on March 1 in each of the years and in principal amounts(the Stated
Maturities) and bear interest on the unpaid principal amounts from the Closing Date (hereinafter
defined) or from the most recent Interest Payment Date(hereinafter defined)to which interest has
been paid or duly provided for, to Stated Maturity, at the per annum rates, while Outstanding
(hereinafter defined), in accordance with the following schedule:
Years of Principal Interest
Stated Maturity Amounts ($) Rates (%)
2024 385,000 5.000
2025 430,000 5.000
2026 450,000 5.000
2027 475,000 5.000
2028 500,000 5.000
2029 525,000 5.000
2030 550,000 5.000
The Obligations shall bear interest on the unpaid principal amounts from the Closing Date
(anticipated to occur on July 11, 2023) or from the most recent Interest Payment Date to which
interest has been paid or duly provided for,to Stated Maturity,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 Obligations shall be payable on March 1 and September 1 in each year
(each, an Interest Payment Date), commencing March 1, 2024, while the Obligations are
Outstanding.
SECTION 3: Payment of Obligations - Paying Agent/Registrar. The principal of,
premium, if any,and the interest on the Obligations,due and payable by reason of Stated Maturity,
shall be payable, without exchange or collection charges to the Holder (as 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 Obligations shall be without exchange or collection charges
to the Holder(as hereinafter defined)of the Obligations.
The selection and appointment of The Bank of New York Mellon Trust Company, N.A.,
Dallas, Texas (the Paying Agent/Registrar), to serve as the initial Paying Agent/Registrar for the
Obligations 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 Obligations,all as provided
herein, in accordance with the terms and provisions of a Paying Agent/Registrar Agreement,
attached,in substantially final form,as Exhibit A hereto,and such reasonable rules and regulations
as the Paying Agent/Registrar and the Issuer may prescribe. The Issuer covenants to maintain and
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provide a Paying Agent/Registrar at all times while the Obligations are Outstanding, and any
successor Paying Agent/Registrar shall be (i) a national or state banking institution or (ii) an
association or 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
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 Obligations by United States mail, first-class postage prepaid,
which notice shall also give the address of the new Paying Agent/Registrar.
Principal of, premium, if any, and interest on the Obligations, due and payable by reason
of Stated Maturity, or otherwise, shall be payable only to the registered owner of the Obligations
appearing on the Security Register(the Holder or Holders) maintained on behalf of the Issuer by
the Paying Agent/Registrar as hereinafter provided(i)on the Record Date(hereinafter defined)for
purposes of payment of interest on the Obligations, (ii)on the date of surrender of the Obligations
for purposes of receiving payment of principal thereof at the Obligations' Stated Maturity, and
(iii) on any 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 an Obligation 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 Obligations shall be payable only upon
presentation and surrender of the Obligations to the Paying Agent/Registrar at its corporate trust
office. Interest on the Obligations shall be paid to the Holder whose name appears in the Security
Register at the close of business on the fifteenth day of the month next preceding an Interest
Payment Date for the Obligations(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
Obligations 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 Obligations was due.
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
135633734.4 5
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 of an Obligation
appearing on the Security Register at the close of business on the last business day next preceding
the date of mailing of such notice.
SECTION 4: No Redemption. The Obligations are not subject to redemption prior to
Stated Maturity.
SECTION 5: Execution-Registration.The Obligations shall be executed on behalf of the
Issuer by its Mayor or Mayor Pro Tem under the seal of the Issuer reproduced or impressed thereon
and attested by its City Secretary. The signature of any of said officers on the Obligations may be
manual or facsimile. Obligations bearing the manual or facsimile signatures of individuals who
were, at the time of the Dated 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 Obligations to the Purchasers (hereinafter defined), all as authorized and provided
in Chapter 1201, as amended, Texas Government Code.
No Obligation shall be entitled to any right or benefit under this Ordinance, or be valid or
obligatory for any purpose, unless there appears on such Obligation 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 Obligation shall be
conclusive evidence, and the only evidence, that such Obligation has been duly certified or
registered and delivered.
SECTION 6: Registration - Transfer - Exchange of Obligations - Predecessor
Obligations.A Security Register relating to the registration,payment,transfer,or exchange of the
Obligations 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 Obligations, or, if appropriate,
the nominee thereof,issued under and pursuant to the provisions of this Ordinance.Any Obligation
may,in accordance with its terms and the terms hereof,be transferred or exchanged for Obligations
of other authorized denominations upon the Security Register by the Holder, in person or by his
duly authorized agent, upon surrender of such Obligation 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 Obligation at the corporate trust office of the Paying
Agent/Registrar,the Issuer shall execute and the Paying Agent/Registrar shall register and deliver,
in the name of the designated transferee or transferees,one or more new Obligations of authorized
denominations and having the same Stated Maturity and of a like interest rate and aggregate
principal amount as the Obligation or Obligations surrendered for transfer.
135633734.4 6
At the option of the Holder, Obligations may be exchanged for other Obligations of
authorized denominations and having the same Stated Maturity, bearing the same rate of interest
and of like aggregate principal amount as the Obligations surrendered for exchange upon surrender
of the Obligations to be exchanged at the corporate trust office of the Paying Agent/Registrar.
Whenever any Obligations are so surrendered for exchange, the Issuer shall execute, and the
Paying Agent/Registrar shall register and deliver, the Obligations to the Holder requesting the
exchange.
All Obligations issued upon any transfer or exchange of Obligations shall be delivered at
the corporate trust office of the Paying Agent/Registrar,or be sent by 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 Obligations surrendered upon such transfer or exchange.
All transfers or exchanges of Obligations 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.
Obligations canceled by reason of an exchange or transfer pursuant to the provisions hereof
are hereby defined to be Predecessor Obligations, evidencing all or a portion, as the case may be,
of the same debt evidenced by the new Obligation or Obligations registered and delivered in the
exchange or transfer therefor. Additionally, the term Predecessor Obligations shall include any
Obligation registered and delivered pursuant to Section 17 in lieu of a mutilated, lost, destroyed,
or stolen Obligation which shall be deemed to evidence the same obligation as the mutilated, lost,
destroyed, or stolen Obligation.
SECTION 7: Initial Obligation.The Obligations herein authorized shall be initially issued
as a single fully registered Obligation in the aggregate principal amount of $3,315,000 with
principal installments to become due and payable as provided in Section 2 hereof and numbered
T-1 (the Initial Obligation), and the Initial Obligation shall be registered in the name of the
Purchasers (defined herein) or the designee thereof. The Initial Obligation shall be the Obligation
submitted to the Office of the Attorney General of the State of Texas for approval, certified and
registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered
to the Purchasers.Any time after the delivery of the Initial Obligation,the Paying Agent/Registrar,
pursuant to written instructions from the Purchasers,or the designee thereof,shall cancel the Initial
Obligation delivered hereunder and exchange therefor Definitive Obligations of like kind and of
authorized denominations, Stated Maturities, principal amounts and bearing applicable interest
rates for transfer and delivery to the Holders named at the addresses identified therefor;all pursuant
to and in accordance with such written instructions from the Purchasers, or the designee thereof,
and such other information and documentation as the Paying Agent/Registrar may reasonably
require.
135633734.4 7
SECTION 8: FORMS.
A. Forms Generally. The Obligations, 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 Obligations 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 in the event the Obligations,or any Stated
Maturities thereof, are insured, and any reproduction of an opinion of Bond Counsel (hereinafter
referenced))thereon as may,consistent herewith,be established by the Issuer or determined by the
officers executing the Obligations as evidenced by their execution thereof. Any portion of the text
of any Obligation may be set forth on the reverse thereof,with an appropriate reference thereto on
the face of the Obligation.
The definitive Obligations shall be printed, lithographed, or engraved, produced by any
combination of these methods, or produced in any other similar manner, all as determined by the
officers executing the Obligations as evidenced by their execution thereof, but the Initial
Obligation submitted to the Attorney General of the State of Texas may be typewritten or
photocopied or otherwise reproduced.
[The remainder of this page intentionally left blank.]
135633734.4 8
B. Form of Definitive Obligations.
REGISTERED REGISTERED
NO. PRINCIPAL AMOUNT
United States of America
State of Texas
Counties of Nueces,Aransas, Kleberg, and San Patricio
CITY OF CORPUS CHRISTI, TEXAS
LIMITED TAX NOTES, SERIES 2023
Dated 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 a municipal
corporation 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 specified above, or the registered assigns thereof, on the Stated Maturity date
specified above,the Principal Amount specified above,and to pay interest on the unpaid Principal
Amount 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 for until such Principal Amount has become due and payment thereof has been made or
duly provided for,to Stated Maturity,while Outstanding,at the per annum rate 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 on this Obligation 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 a successor thereof. Interest shall be
payable to the Holder of this Obligation(or one or more Predecessor Obligations,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 day of
the month next preceding each interest payment date.All payments of principal of and interest on
this Obligation 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.
135633734.4
As specified in the Ordinance,the Obligations are not subject to redemption prior to Stated
Maturity.
This Obligation is one of the series specified in its title issued in the aggregate principal
amount of$3,315,000(the Obligations)pursuant to an ordinance adopted by the Governing Body
of the Issuer (the Ordinance), for the purpose of (1) designing, constructing, renovating,
improving, reconstructing, restructuring and extending streets and thoroughfares and related land
and right-of-way sidewalks, streetscapes,collectors,drainage, landscape, signage,acquiring lands
and rights-of-way necessary thereto or incidental therewith(but specifically excluding related City
utility costs,which are the responsibility of the City's utility system);(2)the purchase of materials,
supplies, equipment, machinery, land, and rights-of-way for authorized needs and purposes
relating to the aforementioned capital improvements; (3) the payment of professional services
related to the design, construction, project management, and financing of the aforementioned
projects, all in conformity with the laws of the State of Texas, including Chapters 1431 and 1371,
as amended, Texas Government Code, an ordinance adopted by the Governing Body on June 13,
2023, and the City's Home Rule Charter.
The Obligations of this series are payable from the proceeds of an annual ad valorem tax
levied upon all taxable property within the Issuer within the limitations prescribed by law.
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 Obligations;the terms and conditions relating to the
transfer or exchange of the Obligations;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 Obligation
may be discharged at or prior to the Stated Maturity thereof, and deemed to be no longer
Outstanding thereunder; and for the other terms and provisions specified in the Ordinance.
Capitalized terms used herein have the same meanings assigned in the Ordinance.
This Obligation, subject to certain limitations contained in the Ordinance, may be
transferred on the Security Register upon presentation and surrender 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 Obligations 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 Obligation
as the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity,
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
135633734.4 10
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 the issuance of this Obligation 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 issuance of the Obligations 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 Obligations by the levy of a tax as aforestated. In
case any provision in this Obligation 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 Obligation and the Ordinance shall be construed in accordance with and shall be governed by
the laws of the State of Texas.
IN WITNESS WHEREOF,the Issuer has caused this Obligation to be duly executed under
its official seal.
CITY OF CORPUS CHRISTI, TEXAS
By
- Mayor
A FIEST:
flieta-Ot-aWAIA
Ci Secretary
(CITY SEAL)
135633734.3 1 1
C. *Form of Registration Certificate of Comptroller of Public Accounts to Appear on
Initial Obligation Only.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER OF §
PUBLIC ACCOUNTS §
§ REGISTER NO.
THE STATE OF TEXAS §
I HEREBY CERTIFY that this Obligation 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 Obligations.
D. *Form of Certificate of Paying Agent/Registrar to Appear on Definitive
Obligations Only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Obligation has been duly issued under the provisions of the within-mentioned
Ordinance; the Obligation or Obligations 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 Obligations.
135633734.4 12
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 Obligation and all rights thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the within Obligation 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 Obligation in every particular.
Signature guaranteed:
[The remainder of this page intentionally left blank.)
135633734.4 13
F. Form of Initial Obligation. The Initial Obligation shall be in the form set forth in
paragraph B of this Section,except that the form of a single fully registered Initial Obligation shall
be modified as follows:
(i) immediately under the name of the Obligation the headings "Interest Rate "
and"Stated Maturity "shall both be completed"as shown below";
(ii) the first two paragraphs shall read as follows:
REGISTERED OWNER:
PRINCIPAL AMOUNT:
The City of Corpus Christi,Texas(the Issuer),a body corporate and municipal corporation
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,the Principal Amount specified above on the first
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:
Years of Principal Interest
Stated Maturity Amounts ($) Rates (%)
(Information to be inserted from
schedule in Section 2 hereof).
•
and to pay interest on the unpaid Principal Amount hereof from the Closing Date (anticipated to
occur on July 11, 2023) or from the most recent Interest Payment Date (hereinafter defined) to
which interest has been paid or duly provided for until the Principal Amount has become due and
payment thereof has been made or duly provided for,to Stated Maturity,while Outstanding, 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 Obligation shall be payable to the Registered Owner hereof(the Holder),
upon its presentation and surrender,to Stated Maturity, while Outstanding, at the corporate trust
office 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 Obligation 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 day of the month next preceding each Interest Payment Date.
All payments of principal of and interest on this Obligation 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, and at the risk and expense of, the Holder hereof.
135633734.4 14
[END OF FORMS]
A. Insurance Legend. If bond insurance is obtained by the Issuer or the Purchasers for
the Obligations, the definitive Obligations and the Initial Obligation shall bear an appropriate
legend as provided by the bond insurer under the appropriate heading as follows:
[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, and certain terms used in
Sections 19 and 36 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 Officials 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 City or the 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.
C. The term Closing Date shall mean the date of physical delivery of the Initial
Obligation 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 prepaid as to principal prior to Stated Maturity.
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
135633734.4 15
state that have been refunded 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; 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 Obligations.
G. The term Holder or Holders shall mean the registered owner,whose name appears
in the Security Register, for any Obligation.
H. The term Interest Payment Date shall mean the date interest is payable on the
Obligations,being March 1 and September 1 of each year,commencing March 1,2024,while any
of the Obligations remain Outstanding.
I. The term Obligation Fund shall mean the special Fund created and established by
the provisions of Section 10 of this Ordinance.
J. The term Obligations shall mean the $3,315,000 "CITY OF CORPUS CHRISTI,
TEXAS LIMITED TAX NOTES, SERIES 2023" authorized by this Ordinance.
K. The term Ordinance shall mean this ordinance finally adopted by the Governing
Body of the Issuer on June 13, 2023.
L. The term Outstanding when used in this Ordinance with respect to Obligations shall
mean, as of the date of determination, all Obligations issued and delivered under this Ordinance,
except:
(1) those Obligations canceled by the Paying Agent/Registrar or delivered to
the Paying Agent/Registrar for cancellation;
(2) those Obligations for which payment has been duly provided by the Issuer
in accordance with the provisions of Section 21 of this Ordinance; and
(3) those Obligations that have been mutilated, destroyed, lost, or stolen and
replacement Obligations have been registered and delivered in lieu thereof as provided in
Section 17 of this Ordinance.
M. 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).
N. The term Purchasers shall mean the initial purchasers of the Obligations named in
Section 18 of this Ordinance.
O. The term Series 2023 Bonds shall mean the"City of Corpus Christi,Texas General
Improvement Bonds, Series 2023", authorized and issued pursuant to an ordinance adopted
concurrently herewith.
135633734.4 16
P. The term Series 2023 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.
Q. The term Stated Maturity shall mean the annual principal payments of the
Obligations payable on March 1 of each year, as set forth in Section 2 of this Ordinance.
SECTION 10: Obligation Fund — Investments. For the purpose of paying the interest on
and to provide a sinking fund for the payment and retirement of the Obligations,there shall be and
is hereby created a special Fund to be designated "LIMITED TAX NOTES, SERIES 2023,
INTEREST AND SINKING FUND" (the Obligation 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 19. Authorized Officials of the Issuer are hereby
authorized and directed to make withdrawals from the Obligation Fund sufficient to pay the
principal of,premium, if any,and interest on the Obligations as the same become due and payable,
or the purchase price thereof,and shall cause to be transferred to the Paying Agent/Registrar from
money on deposit in the Obligation Fund an amount sufficient to pay the amount of principal
and/or interest stated to mature on the Obligations, 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 business day next preceding each
interest and principal payment date for the Obligations.
Pending the transfer of funds to the Paying Agent/Registrar,money deposited in any Fund
created and established pursuant to the provisions of this Ordinance may,at the option of the Issuer,
may 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, Farmers Home
Administration, Federal Home Loan Mortgage Association, or Federal Housing Association;
provided that all such deposits and investments shall be made in such a manner that the money
required to be expended from such Fund will be available at the proper time or times. All interest
and income derived from deposits and investments in any fund established pursuant to the
provisions of this Ordinance 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
Obligations.
SECTION 11: Tax Levy. To provide for the payment of the Debt Service Requirements on
the Obligations being(i)the interest on the Obligations and(ii)a sinking fund for their redemption
135633734.4 17
at Stated Maturity or a sinking fund of 2%(whichever amount shall be the greater),there shall be
and there is hereby levied for the current year and each succeeding year thereafter while the
Obligations or any interest thereon shall remain Outstanding,a sufficient tax,within the limitations
prescribed by law, on each one hundred dollars' valuation of taxable property in the Issuer,
adequate to pay such 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 Obligation Fund and are thereafter pledged to
the payment of the Obligations. The Governing Body hereby declares its purpose and intent to
provide and levy a tax legally and fully sufficient to pay such 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
and other obligations of the Issuer.
SECTION 12: Deposits to Obligation Fund — Surplus Obligation Proceeds. The Issuer
hereby covenants and agrees to cause to be deposited in the Obligation Fund prior to a principal
and interest payment date for the Obligations, from the annual levy of an ad valorem tax or from
other lawfully available funds, amounts sufficient to fully pay and discharge promptly each
installment of interest and principal of the Obligations as the same accrues or matures or comes
due by reason of Stated Maturity.
Accrued interest, if any,received from the Purchasers of the Obligations shall be deposited
to the Obligation Fund. In addition, any surplus proceeds from the sale of the Obligations,
including investment income thereon, not expended for authorized purposes, as described in
Section 1 hereof, shall be deposited in the Obligation Fund, and such amounts so deposited shall
reduce the sum otherwise required to be deposited in said Fund from ad valorem taxes.
SECTION 13: 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 14: 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 (a) defaults in the payments to be made to the Obligation Fund or(b) 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 Obligations 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
135633734.4 18
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 15: 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 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,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 16: Cancellation. All Obligations surrendered for payment, 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 Obligations previously certified or
registered and delivered which the Issuer may have acquired in any manner whatsoever, and all
Obligations so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled
Obligations held by the Paying Agent/Registrar shall be destroyed as directed by the Issuer.
SECTION 17: Mutilated, Destroyed, Lost, and Stolen Obligations. If (1) any mutilated
Obligation 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
Obligation,and(2)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 Obligation has been acquired by a bona fide
purchaser, the Issuer shall execute and,upon its request,the Paying Agent/Registrar shall register
and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Obligation,
a new Obligation 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 Obligation has become or is about to
become due and payable,the Issuer in its discretion may, instead of issuing a new Obligation,pay
such Obligation.
Upon the issuance of any new Obligation 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(including attorney's fees
and the fees and expenses of the Paying Agent/Registrar)connected therewith.
135633734.4 19
Every new Obligation issued pursuant to this Section in lieu of any mutilated, destroyed,
lost, or stolen Obligation shall constitute a replacement of the prior obligation of the Issuer,
whether or not the mutilated,destroyed, lost, or stolen Obligation 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 Obligations.
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 Obligations.
SECTION 18: Sale of Obligations—Authorization of Official Bid Form—Approval of the
Official Statement—Use of Obligation Proceeds. The Obligations authorized by this Ordinance
are hereby sold by the City to Raymond James & Associates, Inc., Houston, 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 reoffering premium of $256,991.85 (including the Purchasers' compensation of
$23,317.47),and no accrued interest and is hereby approved and confirmed. The Initial Obligation
shall be registered in the name of Raymond James&Associates,Inc. It is hereby officially found,
determined,and declared that the Purchasers are the highest bidder for the Obligations 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 Obligations 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 Governing Body, and in regard to the approval and
execution of the Official Bid Form, the Governing Body 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 Obligations 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.
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 Obligations.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 Authorized
Official, 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 Obligations to the public. The Mayor, Mayor Pro
Tern,and/or City Secretary are further authorized and directed to manually execute and deliver for
and on behalf of the City copies of the 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 Governing Body and constitute the Official
135633734.4 20
Statement authorized for distribution and use by the Purchasers. The proper officials of the City
are 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 Obligations.
Proceeds from the sale of the Obligations shall be applied as follows:
(1) Accrued interest, if any, received from the Purchasers shall be deposited into the
Obligation Fund.
(2) The balance of the proceeds derived from the sale of the Obligations (after paying
costs of issuance) shall be deposited into the special construction account or accounts created for
the projects to be constructed with the proceeds of the Obligations. 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
Obligations 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 12 of this Ordinance.
SECTION 19: Covenants to Maintain Tax-Exempt Status.
A. Definitions. When used in this Section, the following terms have the following
meanings:
Closing Date shall mean the date of physical delivery of the Initial Obligation in
exchange for the payment in full by the Purchasers.
Code means the Internal Revenue Code of 1986, as amended by all legislation, if
any, effective on or before the Closing Date.
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 Obligations.
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 Obligations are invested and which is
not acquired to carry out the governmental purposes of the Obligations.
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
135633734.4 21
Revenue Code of 1954, which are applicable to the Obligations. 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 Obligations, the Series 2023 Bonds, and the Series 2023 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 directly or indirectly with Gross Proceeds)
in a manner which if made or omitted, respectively, would cause the interest on any Obligations
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 Obligation, 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
Obligations 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 Obligations:
(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 Obligations, 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 Obligations 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 Obligations to become
"private activity bonds" within the meaning of section 141 of the Code and the Regulations and
135633734.4 22
rulings thereunder, the Issuer shall not use Gross Proceeds of the Obligations 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: (i)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; (ii) 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(iii) 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 Obligations
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
Obligations directly or indirectly invest Gross Proceeds in any Investment, if as a result of such
investment the Yield of any Investment acquired with Gross Proceeds, whether then held or
previously disposed of, materially exceeds the Yield of the Obligations.
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 Obligations 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 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:
(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 years after the day on which the last Outstanding Obligation is discharged. However, to
the extent permitted by law, the Issuer may commingle Gross Proceeds of the Obligations 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 Obligations until six years after the final Computation
Date.
(3) As additional consideration for the purchase of the Obligations 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
135633734.4 23
thereof for federal income tax purposes, the Issuer shall pay to the United States out of the
Obligation 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 Obligations 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 Obligations, 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 Obligations not been relevant
to either party.
J. Obligations Not Hedge Bonds.
(1) The Issuer reasonably expects to spend at least 85%of the spendable proceeds of
the Obligations within three years after such Obligations are issued.
(2) Not more than 50% of the proceeds of the Obligations will be invested in
Nonpurpose Investments having a substantially guaranteed Yield for a period of 4 years or more.
K. Elections. The Issuer hereby directs and authorizes any Authorized Official and
Bond Counsel,either or any combination of the foregoing,to make such elections in the Certificate
as to Tax Exemption or similar or other appropriate certificate, form, or document permitted or
required pursuant to the provisions of the Code or the Regulations, as they deem necessary or
appropriate in connection with the Obligations. Such elections shall be deemed to be made on the
Closing Date.
SECTION 20: Control and Custody of Obligations. The Mayor 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 and shall take and have charge and control of the
Obligations pending their approval by the Attorney General of the State of Texas,the registration
135633734.4 24
thereof by the Comptroller of Public Accounts of the State of Texas and the delivery of the
Obligations to the Purchasers.
, Furthermore, any Authorized Official, either or all, 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 Obligations,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,make
the necessary arrangements for the delivery of the Initial Obligation to the Purchasers and the
initial exchange thereof for definitive Obligations.
SECTION 21: 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 Obligations, at the times and in the manner stipulated in this Ordinance, then the pledge of
taxes levied under this Ordinance and all covenants,agreements,and other obligations of the Issuer
to the Holders shall thereupon cease, terminate, and be discharged and satisfied.
Obligations, 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 Obligations or the principal amount(s) thereof at Stated Maturity, 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 Obligations, or
the principal amount(s) thereof, on and prior to the Stated Maturity thereof. In the event of a
defeasance of the Obligations, 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 Obligations. To the extent
applicable (if at all),the 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
Obligations to be treated as arbitrage bonds within the meaning of section 148 of the Code (as
defined in Section 19 hereof).
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 Obligations, 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
by the Paying Agent/Registrar for the payment of the principal of and interest on the Obligations
and remaining unclaimed for a period of three(3)years after the Stated Maturity of the Obligations,
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.
135633734.4 25
SECTION 22: Printed Opinion. The Purchasers' obligation to accept delivery of the
Obligations is subject to its being furnished a final opinion of Norton Rose Fulbright US LLP, San
Antonio, Texas, as Bond Counsel, approving certain legal matters as to the Obligations, said
opinion to be dated and delivered as of the date of initial delivery and payment for such
Obligations. Printing of a true and correct copy of this opinion on the reverse side of each of the
Obligations, with appropriate certificate pertaining thereto executed by facsimile signature of the
City Secretary of the Issuer is hereby approved and authorized.
SECTION 23: CUSIP Numbers.CUSIP numbers may be printed or typed on the definitive
Obligations.It is expressly provided,however,that the presence or absence of CUSIP numbers on
the definitive Obligations shall be of no significance or effect as regards the legality thereof, and
neither the Issuer nor attorneys approving said Obligations as to legality are to be held responsible
for CUSIP numbers incorrectly printed or typed on the definitive Obligations.
SECTION 24: Effect of Headings. The Section headings herein are for convenience only
and shall not affect the construction hereof.
SECTION 25: Ordinance a Contract; Amendments - Outstanding Obligations. The Issuer
acknowledges that the covenants and obligations of the Issuer herein contained are a material
inducement to the purchase of the Obligations. This Ordinance shall constitute a contract with the
Holders from time to time, shall be binding on the Issuer and its successors and assigns, and shall
not be amended or repealed by the Issuer so long as any Obligation 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 Obligations 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 Obligations, 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
Obligations, reduce the principal amount thereof, or the rate of interest thereon, or in any other
way modify the terms of payment of the principal of, or interest on the Obligations, (2)give any
preference to any Obligation over any other Obligation, or (3) reduce the aggregate principal
amount of Obligations required for consent to any such amendment, addition, or rescission.
SECTION 26: 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, Bond Counsel,
Paying Agent/Registrar, 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,Bond Counsel,the Paying
Agent/Registrar,and the Holders.
SECTION 27: Inconsistent Provisions. All ordinances and resolutions, or parts thereof,
which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to
the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as
to the matters contained herein.
135633734.4 26
SECTION 28: 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 29: 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 30: 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 31: Incorporation of Preamble Recitals. The recitals contained in the preamble
hereof 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.
SECTION 32: 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 concerning the payment,exchange,registration,
and transferability of the Obligations.A copy of the Paying Agent/Registrar Agreement is attached
hereto, in substantially final form, as Exhibit A and is incorporated by reference to the provisions
of this Ordinance.
SECTION 33: Public Meeting. It is officially found, determined, and declared that the
meeting at which this Ordinance is finally 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 34: 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
manner shall for all purposes of this Ordinance be deemed to be in compliance with the
requirements for publication thereof.
SECTION 35: No Recourse Against Issuer Officials. No recourse shall be had for the
payment of principal of, premium, if any, or interest on any Obligation or for any claim based
thereon or on this Ordinance against any official of the Issuer or any person executing any
Obligation.
SECTION 36: Continuing Disclosure Undertaking.
A. Definitions.
135633734.4 27
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 City's continuing disclosure undertaking,described in Subsections
B through F below,hereunder accepted and entered into by the City for the purpose of compliance
with the Rule.
B. Annual Reports.
The City shall file annually with the MSRB, (1) within six months after the end of each
fiscal year of the City ending in or after 2023,financial information and operating data with respect
to the City of the general type included in the final Official Statement authorized by Section 18 of
this Ordinance,being the information described in Exhibit D hereto,and(2)if not provided as part
of such financial information and operating data, audited financial statements of the City, 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 City may be required to employ from time to time pursuant to state law or regulation, and
(ii)audited, if the City 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 City shall file unaudited 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 City 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 180 days after the
last day of the City'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.
135633734.4 28
If the City 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 City otherwise would be
required to provide financial information and operating data pursuant to this Section.
C. Notice of Certain Events.
The City shall file notice of any of the following events with respect to the Obligations to
the MSRB in a timely manner and not more than 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 Obligations,or other material
events affecting the tax status of the Obligations;
(7) Modifications to rights of holders of the Obligations, if material;
(8) Obligation calls, if material, and tender offers;
(9) Defeasances;
(10) Release, substitution, or sale of property securing repayment of the Obligations, if
material;
(11) Rating changes;
(12) Bankruptcy, insolvency, receivership, or similar event of the City, which shall
occur as described below;
(13) The consummation of a merger, consolidation, or acquisition involving the City 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;
135633734.4 29
(15) Incurrence of a Financial Obligation of the City, if material, or agreement to
covenants, events of default, remedies, priority rights, or other similar terms of a Financial
Obligation of the City, 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 City, 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 City 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 City, 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
City, and (b) the City 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 City shall file notice with the MSRB, in a timely manner, of any failure by the City 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 City shall be obligated to observe and perform the covenants specified in this Section
for so long as, but only for so long as, the City remains an"obligated person"with respect to the
Obligations within the meaning of the Rule, except that the City in any event will give notice of
any deposit that causes the Obligations to be no longer Outstanding.
The provisions of this Section are for the sole benefit of the holders and beneficial owners
of the Obligations, 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 City 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 other information that may be relevant or material to a complete presentation of the City's
financial results, condition, or prospects or hereby undertake to update any information provided
in accordance with this Section or otherwise, except as expressly provided herein. The City does
not make any representation or warranty concerning such information or its usefulness to a
decision to invest in or sell Obligations at any future date.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER
OR BENEFICIAL OWNER OF ANY OBLIGATION OR ANY OTHER PERSON, IN
CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM
135633734.4 30
ANY BREACH BY THE CITY, 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 CON TRACT 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 City 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 City under federal and state securities laws.
The provisions of this Section may be amended by the City 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 City,but only if(1)the provisions of this
Section, as so amended, would have permitted an underwriter to purchase or sell Obligations in
the primary offering of the Obligations 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 (2)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 Obligations consent to such amendment or (b)a person that is
unaffiliated with the City (such as nationally recognized bond counsel) determines that such
amendment will not materially impair the interests of the holders and beneficial owners of the
Obligations. The City 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 City 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 Obligations in the primary offering of the Obligations, giving effect to (a)
such provisions as so amended and (b) any amendments or interpretations of the Rule. If the City
so amends the provisions of this Section, the City 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.
135633734.4 31
E. Information Format—Incorporation by Reference.
The City 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 Obligations is subject to the provisions of the Rule and because
the potential "underwriters" in a negotiated sale of the Obligations or the initial purchasers in a
competitive sale of the Obligations may be subject to MSRB rules and regulations with respect to
such sale (including certain due diligence and suitability requirements, among others), the City
hereby adopts the General Policies and Procedures Concerning Compliance with the Rule (the
"Policies and Procedures"),attached hereto as Exhibit E,with which the City shall follow to assure
compliance with the Undertaking. The City 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 City'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 City 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 37: Book-Entry Only System.
The Obligations may 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 (DTC), as set forth herein. Each Stated Maturity of the Obligations shall
be issued (following cancellation of the Initial Obligation described in Section 7) in the form of a
separate single definitive Obligation. Upon issuance, the ownership of each such Obligation shall
be registered in the name of Cede & Co., as the nominee of DTC, and all of the Outstanding
Obligations shall be registered in the name of Cede&Co.,as the nominee of DTC. The Issuer and
the Paying Agent/Registrar 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).
135633734.4 32
With respect to the Obligations 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 Obligations from time
to time as securities depository (a Depository Participant) or to any person on behalf of whom
such a Depository Participant holds an interest in the Obligations (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
Obligations, (ii) the delivery to any Depository Participant or any other person, other than a
registered owner of the Obligations, as shown on the Security Register, of any notice with respect
to the Obligations, 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 an Obligation,
of any amount with respect to principal of,premium, if any, or interest on the Obligations. 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,or interest on the Obligations 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 (a)the Issuer determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter, (b)the Representation Letter
shall be terminated for any reason,or(c)DTC or the Issuer determines that it is in the best interest
of the beneficial owners of the Obligations that they be able to obtain certificated Obligations,the
Issuer shall notify the Paying Agent/Registrar, DTC, and the Depository Participants of the
availability within a reasonable period of time through DTC of bond certificates, and the
Obligations 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 Obligations 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 Obligations may
be registered in whatever name or names the Holders of Obligations transferring or exchanging
the Obligations shall designate, in accordance with the provisions hereof.
Notwithstanding any other provision of this Ordinance to the contrary, so long as any
Obligation 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 Obligation and all notices with respect to
such Obligation shall be made and given, respectively, in the manner provided in the
Representation Letter.
SECTION 38: Reserved.
SECTION 39: 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
135633734.4 33
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 Obligations,the Paying Agent/Registrar Agreement,the Official Bid Form,
and the Official Statement. In addition, prior to the initial delivery of the Obligations, 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, (ii) obtain a
rating from any of the national bond rating agencies,or(iii)obtain the approval of the Obligations
by the Texas Attorney General's office. 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 40: Contracts with Financial Advisor. The Governing Body authorizes the
Mayor and/or the City Manager, or their designees, to take all actions necessary to execute any
necessary financial advisory contracts with Specialized Public Finance, Inc., as the financial
advisor to the City (the Financial Advisor). The City understands that under applicable federal
securities laws and regulations that the City must have a contractual arrangement with its Financial
Advisor relating to the sale, issuance, and delivery of the Obligations.
SECTION 41: Issuer'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
Internal Revenue 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 Issuer hereby consents to and authorizes any
Authorized Representative, Bond Counsel to the Issuer, and/or Financial Advisor to the Issuer to
provide to the Texas MAC information and documentation requested by the Texas MAC relating
to the Obligations; 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 Obligations.
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.
[The remainder of this page intentionally left blank.]
135633734.4 34
PASSED,APPROVED AND ADOPTED on the 13th day of June,2023.
CITY OF CORPUS CHRISTI, TEXAS
CID
ayor
ATTEST:
City Secretary
(SEAL)
APPROVED THIS 13th day of June,2023:
YX4
Miles Risley, City Attorn
[The remainder of this page intentionally left blank.]
Signature page to the Ordinance
S-1
THE STATE OF TEXAS §
COUNTY OF NUECES §
I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify that the
above and foregoing is a true,full and correct copy of an Ordinance passed by the City Council of
the City of Corpus Christi,Texas (and of the minutes pertaining thereto)on the 13th day of June,
2023, authorizing the issuance of the City's tax notes, which ordinance is duly of record in the
minutes of said City Council, and said meeting was open to the public, and public notice of the
time, place and purpose of said meeting was given, all as required by Texas Government Code,
Chapter 551.
EXECUTED UNDER MY HAND AND SEAL of said City,this the 13th day of June,2023.
Ci Secretary
(CITY SEAL)
Signature page to the Ordinance
S-2
The foregoing ordinance was read for the first time and passed to its second reading on this the
23rd day of May, 2023, by the following vote:
Paulette Guajardo Jim Klein -AL-
Roland Barrera ---S' Mike Pusley --Ii"
Sylvia Campos Everett Roy Aq.L--
Gil Hernandez --A1'. Dan Suckley AIL__
Michael Hunter Alt--
That the foregoing ordinance was read for the second time and passed finally on this the 13th day
of June,2023,by the following vote:
Paulette GuajardoAL__ Jim Klein Ai---
Roland Barrera Mike Pusley 8—
Sylvia CamposAy._
Everett Roy A712
Gil Hernandez —Al Dan Suckley AL--
Michael Hunter —61C---
PASSED AND APPROVED,this the 13th day of June,2023.
ATTE T:
ercrAdf„ ,
Retie ca Huerta Paulette uajardo
City Secretary Mayor
EFFECTIVE DATE
I 3,, ,, Signature page to the Ordinance
S-3 •
033068 '
INDEX TO 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
Index- 1
Schedule I
Approval Certificate
See Tab No. 2
I-1
EXHIBIT A
Paying Agent/Registrar Agreement
See Tab No. 4
135633734.4 A-1
EXHIBIT B
Official Bid Form
See Tab No. 8
135633734.4 B-1
EXHIBIT C
DTC Letter of Representations
See Tab No. 5
135633734.4 C-1
EXHIBIT D
Description of Annual Financial Information
The following information is referred to in Section 36 of this Ordinance.
Annual Financial Statements and Operating Data
The financial information and operating data with respect to the City to be provided
annually in accordance with such Section are as specified(and included in the Appendix or under
the headings of the Official Statement referred to) below:
(1) The City's audited financial statements for the most recently concluded fiscal
year or to the extent these audited financial statements are not available,the portions of the
unaudited financial statements of the City attached to the Official Statement as Appendix B,
but for the most recently concluded fiscal year.
(2) The information of the type included in Tables 1 through 6 and 8 through 12 of
the Official Statement.
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.
135633734.4 D-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 36 of
the Ordinance."Notes"refer to the Notes that are the subject of the Ordinance to which this Exhibit
is attached.
II. As a capital markets participant,the City 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 City's compliance with the Rule.
III. The City is aware that the Rule was amended as of the Effective Date (the "Rule
Amendment") and has accommodated this amendment by adding paragraphs (15) and (16) to
Section 36C of the Ordinance,which provisions are a part of the Undertaking.
IV. The City is aware that"participating underwriters"(as such term is defined in the Rule)of
the Notes must make inquiry and reasonably believe that the City 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 City 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 City's informal policies,procedures, and processes
utilized prior to the Effective Date for compliance with the City's obligations under the Rule, the
advice from and discussions with the City's internal senior staff(including staff charged with
administering the City'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 and Director of Finance and Procurement of the City
(each, a "Compliance Officer") shall be responsible for satisfying the City'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
City's information of the type described in Section 36B of the Ordinance;
135633734.4 E-1
3. the Compliance Officer shall promptly determine the occurrence of any of the
events described in Section 36C of the Ordinance;
4. the Compliance Officer shall work with external consultants of the City, as and to
the extent necessary, to timely prepare and file with the MSRB the annual
information of the City 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 City,
and(upon identification)determining if such Financial Obligation has the potential
to materially impact the security or source of repayment of the Notes;
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 City 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 City; 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 City's internal staff
identified by the Compliance Officer to assist with the City's satisfaction of the
terms and provisions of the Undertaking.
135633734.4 E-2
i
Caller Times
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
Notary Public, State of Wisconsin, County of Brown
Notary Expires
Publication Cost: $688.85
Ad No: 0005665683
Customer No: 1490432
PO #: 5665683
# of Affidavits 1
This is not an invoice
i
VICKY FELTY
Notary Public
State of Wisconsin
NOTICE OF INTENTION
TO ISSUE
CITY OF CORPUS
CHRISTI, TEXAS
CERTIFICATES OF
OBLIGATION
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 Corpus Christi,
Texas, beginning at 11:30
A.M., Corpus Christi, Texas
time on 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 of
its second and final reading
the passage of an ordinance
or ordinances and take
such ether actions as may
be deemed necessary to
authorize the issuonce of
one or more series of
certificates of obligation, as
taxable or tax-exempt
obligations, in an aggregate
principal amount not to
exceed $15,000,900 for the
purpose or purposes of
paying contractual
obligations of the City to be
incurred for making
permanent public
Improvements and for
other public purposes,
fo-wit: (1) (a) constructing,
(acquiring, purchasing,
renovating, enlarging, and
improving City solid waste
facilities, Including
generators and municipal
landfill waste disposal
cells, (b) constructing,
ocquIring, 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 pork facilities,
including City golf courses;
(2) the purchase of
moteriols, supplles,
equipment, machinery,
landscaping, land, and
rights-of-way for authorized
needs and purposes
reloting to the
aforementioned prefects;
and (3) the payment of
professional services
related to the design,
construction, management
and financing of the
aforementioned projects;
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 27L049, as
amended, Texas Local
Government Code, (1) the
current principal amount of
011 of the City's outstanding
public securities secured by
and payable from ad
valorem taxes is
3.ddA.455.nrul: fill the
current combined principal
and interest required to
Pay all of the City's
outstanding public
securities secured by and
Payable from ad valorem
taxes an time and in full is
$582,722,346; (iii) the
estimated combined
principal and interest
required to Pay the
Certificates to be
authorized an 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
Code Section 271.041
through Section 271.064,
Subchapter G of Chapter
363. as amended, Texas
Health and Safety Code,
and the City's Horne Rule
Charter.
Is/ Rebecca Huerto
City Secretary,
City of Corpus Christi,
Texas
Ir Times
P4f T OF THE USA TO=)A`
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:
04/23/2023
On this April 23, 2023, I certify that the attached document is
a true and exact copy made by the publisher:
regal Notice Clerk
Notary PuD, of isconsin, ounty of Brown
/titr
Notary Ex fres
Publication Cost: $688.85
Ad No: 0005665688
Customer No: 1490432
PO #: 5665688
# of Affidavits 1
This is not an invoice
ETW rR
VICKY FELTY
Notary Public
State of Wisconsin
NOTICE OF INTENTION
TO ISSUE
CITY OF CORPUS
CHRISTI, TEXAS
CERTIFICATES OF
OBLIGATION
NOTICE 15 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 Corpus Christi,
Texas, beginning at 11:30
A.M., Corpus Christi, Texas
time on Tuesday, Moy 23,
2023, to consider at its first
reading, and beginning at
11:30 A.M., Corpus Christi,
Texas time on Tuesday,
June 13, 2021 to consider at
its second and final reading
the passage of an ordinance
ar ordinances and take
such other actions as may
be deemed necessary to
authorize the issuance of
one or mare series of
certificates of obligation, as
taxable or tax-exempt
obligations, in an aggregate
Principal amount not to
exceed 515,000,000 for the
purpose ar purposes of
paying contractual
obligations of the City to be
Incurred for making
permanent public
improvements and tor
other public purposes,
to -wit: (1) (a) constructing.
acauiring, 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,
nurchosing, renovating,
enlarging, and improving
City pork facilities,
including City golf courses;
(2) the purchase of
moterials, supplies,
equipment, machinery,
londscoping, land, and
rights-of-way for authorized
needs and purposes
relating to the
oforementioned projects;
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
44AR.455.flflfl: fill 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 an time and in full is
$5$2,722,346: {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
Code Section 271.041
through Section 271.064,
Subchapter G of Chapter
363. as amended, Texas
Health and Safety Code,
and the City's Home Rule
Charter.
/s/ Rebecca Huerta
City Secretary.
City of Corpus Christi,
Texas