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HomeMy WebLinkAbout020851 ORD - 12/19/1989ORDINANCE PROVIDING FOR THE ISSUANCE OF $1,500,000 CITY OF CORPUS CHRISTI, TEXAS, COMBINATION TAX AND REVENUE CERTIFICATES OF OBLIGATION, SERIES 1989; AND ORDAINING OTHER MATTERS RELATING TO THE SUBJECT WHEREAS, on the 28th day of November, 1989, the City Council of said City passed an ordinance authorizing and directing notice of its intention to issue the Certificates of Obligation herein authorized to be issued, to be pub- lished in a newspaper as required by Section 271.049 of the Texas Local Government Code; and WHEREAS, said notice was published as required by said Section 271.049 of the Texas Local Government Code in the Corpus Christi Caller -Times, a newspaper as defined by Article 28a, Vernon's Texas Civil Statutes, on December 1, 1989 and December 8, 1989; and WHEREAS, no petition, signed by 5% of the qualified electors of said City as permitted by said Section 271.049 of the Texas Government Code protesting the issuance of such Certificates of Obligation, has been filed; and WHEREAS, the Certificates of Obligation hereinafter authorized are to be issued and delivered pursuant to Subchapter C of Chapter 271 of the Texas Local Government Code; BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: Section 1. AUTHORIZATION OF CERTIFICATES OF OBLIGA- TION. That the Certificates of Obligation to be issued by the City of Corpus Christi (the "City" or the "Issuer"), MICROFILMED 1 designated the "City of Corpus Christi, Texas, Combination Tax and Revenue Certificates of Obligation, Series 1989", are hereby authorized to be issued and delivered in the principal amount of $1,500,000 for the purpose of providing part of the funds for paying contractual obligations to be incurred for construction of public parking facilities and other related facilities adjacent to the Texas State Aquarium, and the payment of the engineering, legal and fiscal services related thereto. Section 2. DATE, DENOMINATIONS, NUMBERS AND MATURI- TIES. That said Certificates of Obligation shall initially be issued, sold and delivered hereunder as fully registered certificates, without interest coupons, dated December 1, 1989, in the respective denominations and princi;,al amounts hereinafter stated, numbered consecutively from One (1) upward, payable to the respective initial registered owners thereof (as designated in Section 16 hereof), or to the registered assignee or assignees of said certificates or any portion or portions thereof (in each case, the "Registered Owner"), and said certificates shall mature and be payable on March 1 in the years and amounts as set forth below, to -wit: 2 YEAR PRINCIPAL AMOUNT YEAR PRINCIPAL AMOUNT 1991 $ 40,000 2001 $ 80,000 1992 40,000 2002 85,000 1993 45,000 2003 90,000 1994 50,000 2004 95,000 1995 50,000 2005 105,000 1996 55,000 2006 110,000 1997 60,000 2007 120,000 1998 65,000 2008 130,000 1999 70,000 2009 135,000 2000 75,000 The term "Certificates" as used in this Ordinance shall mean and include collectively the Certificates of Obligation `initially issued and delivered pursuant to this Ordinance and all substitute Certificates of Obligation exchanged therefor, as well as all other substitute Certificates of Obligation and replacement Certificates of Obligation issued pursuant: hereto, and the term "Certificate" shall mean any of the Certificates. Section 3. REDEMPTION. (a) That said Certificates of Obligation maturing on and after March 1, 2000 shall be subject to optional redemption prior to their scheduled maturities, in whole or in part, on March 1, 1999, and on any interest payment date thereafter, at a redemption price of par plus accrued interest to the date fixed for redemp- tion. If less than all of the Certificates of Obligation are to be redeemed by the City, the City shall determine the maturity or maturities and the amounts there of to be redeemed and shall direct the Paying Agent/Registrar (here- inafter defined) to call by lot Certificates of Obligation, or portions thereof, within such maturity or maturities and in such principal amounts, for redemption. 3 (b) Prior to the date fixed for any such redemption, the City shall cause (i) a written notice of such redemption to be deposited in the 5iitcd dt&tes mail, postage prepaid, addressed to each registered owner at his address shown on the Registration Books (hereinafter defined) of the Paying Agent/Registrar and (ii) notice of such redemption to be published one (1) time in a financial journal or publication of general circulation in the United States of America carrying as a regular feature notices of municipal bonds called for redemption on or before the dates provided for in Section 6 of this Ordinance; provided, however, that the failure to send, mail, or receive such notice described in (i) above, or any defect therein or in the sending or mailing thereof, shall not affect the validity or effective- ness of the proceedings for the redemption of any Bond, and it is hereby specifically provided that the publication of notice described in (ii) above shall be the only notice actually required in connection with or as a prerequisite to the redemption of any Bonds. By the date fixed for any such redemption, due provision shall be made with the Paying Agent/Registrar for the payment of the principal amount of the Certificates to be so redeemed, plus accrued interest thereon to the date fixed for redemption. If the notice of redemption is given, and if due provision for such payment is made, all as provided above, the Certificates which are to be so redeemed thereby automatically shall be redeemed prior to maturity, and they shall not bear interest after 4 the date fixed for redemption, and shall not be regarded as being outstanding except for the purpose of receiving the funds so provided for such payment. Section 4. INTEREST. That the Certificates shall bear interest from the date specified set forth in this Ordinance to maturity or redemption prior to rates per annum: maturities maturities maturities maturities maturities maturities maturities maturities maturities maturities 1991, 1992, 1993, 1994, 1995, 1996, 1997, 1998, 1999, 2000, 8.75% 8.75% 8.75% 8.75% 8.75% 8.75% 7.60% 6.90% 6.90% 7.00% in the FORM OF CERTIFICATE their respective dates of maturity at the following maturities maturities maturities maturities maturities maturities maturities maturities maturitic 2001, 2002, 2003, 2004, 2005, 2006, 2007, 2008, 2C09, 7.00% 7.00% 7.00% 7.10% 7.10% 7.10% 7.10% 7.10% 7.10% Said interest shall be payable in the manner provided and on the dates stated in the FORM OF CERTIFICATE set forth in this Ordinance. Section 5. CHARACTERISTICS OF THE CERTIFICATES. Registration, Transfer, Conversion and Exchange; Authenti- cation. (a) That the Issuer shall keep or cause to be kept at the principal corporate trust office of First City, Texas -Corpus Christi, Corpus Christi, Texas (the "Paying Agent/Registrar") books or records for the registration of the transfer, conversion and exchange of the Certificates (the "Registration Books"), and the Issuer hereby appoints the Paying Agent/Registrar as its registrar and transfer agent to keep such books or records and make such registra- tions of transfers, conversions and exchanges under such 5 reasonable istrar may make such changes as regulations as the Issuer and Paying Agent/Reg- prescribe; and the Paying Agent/Registrar shall registrations, transfers, conversions and ex - herein provided. The City Manager or the desig- nee thereof is hereby authorized to execute a "Paying Agent/Registrar Agreement" in such form as is approved by the City Attorney. The Paying Agent/Registrar shall obtain and record in the Registration Books the address of the registered owner of each Certificate to which payments with respect to the Certificates shall be mailed, as herein 0 provided; but it shall be the duty of each tegistered owner to notify the Paying Agent/Registrar in writing of the ac'.3ress to which payments shall be mailed, and such interest payments shall not be mailed unless such notice has given. The Issuer shall have the right to inspect Registration Books during regular business hours of been the the Paying Agent/Registrar, but otherwise the Paying Agent/Reg- istrar shall keep the Registration Books confidential and, unless otherwise required by law, shall not permit their inspection by any other entity. The Issuer shall pay the Paying Agent/Registrar's standard or customary fees and charges for making such registration, transfer, conversion, exchange and delivery of a substitute Certificate or Certif- icates. Registration of assignments, transfers, conversions and exchanges of Certificates shall be made in the manner provided and with the effect stated in the FORM OF CERTIFI- CATE set forth in this Ordinance. Each substitute 6 Certificate shall bear a letter and/or number to distinguish it from each other Certificate. Except as prc- ded in paragraph (b) of this Ordinance, an authorized representative of the Paying Agent/Registrar shall, before the delivery of any such Certificate, date and manually sign said Certificate, and no such Certificate shall be deemed to be issued or outstanding unless such Certificate is so executed. The Paying Agent/Registrar promptly shall cancel all paid Certificates and Certificates surrendered for conversion and exchange. No additional ordinances, orders or resolutions need be passed or adopted by the governing body of the Issuer or any other body or person so as to accomplish the foregoing conversion and exchange of any Certificate or portion thereof, and the Paying Agent/Registrar shall provide for the printing, execution and delivery of the substitute Certificates in the manner prescribed herein, and said Certificates shall be of type composition printed on paper with lithographed or steel engraved borders of customary weight and strength. Pursuant to Vernon's Ann. Tex. Civ. St. Art. 717k-6, and particularly Section 6 thereof, the duty of conversion and exchange of Certificates as aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said Certifi- cate, the converted and exchanged Certificate shall be valid, incontestable and enforceable in the same manner and with the same effect as the Certificates which initially were issued and delivered pursuant to this Ordinance, 7 approved by the Attorney General, and registered by the Comptroller of Public Accounts. (b) Payment of Certificates ar,c interest. The Issuer hereby further appoints the Paying Agent/Registrar to act as the paying agent for paying the principal of and interest on the Certificates, all as provided in this ordinance. The Paying Agent/Registrar shall keep proper records of all payments made by the Issuer and the Paying Agent/Registrar with respect to the Certificates. (c) In General. The Certificates (i) shall be issued in fully registered form, without interest coupons, with the principal of and interest on such Certificates to be payable only to the registered owners thereof, (ii) may be converted and exchanged for other Certificates, (iii) may be trans- ferred and assigned, (iv) shall have the characteristics, (v) shall be signed, sealed, executed and authenticated, (vi) the principal of and interest on the Certificates shall be payable, and (vii) shall be administered and the Paying Agent/Registrar and the Issuer shall have certain duties and responsibilities with respect to the Certificates, all as provided, and in the manner and to the effect as required or indicated, in the FORM OF CERTIFICATE set forth in this Ordinance. The Certificates initially issued and delivered pursuant to this Ordinance are not required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each substitute Certificate issued in conversion of and exchange for any Certificate or Certificates issued under 8 this Ordinance the Paying Agent/Registrar shall execute the PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE, in the ret forth in the FORM OF CERTIFICATE. (d) Substitute Paving Agent/Registrar. The Issuer covenants with the registered owners of the Certificates that at all times while the Certificates are outstanding the Issuer will provide a competent and legally qualified bank or trust company to act as and perform the services of Paying Agent/Registrar for the Certificates under this Ordinance, and that the Paying Agent/Registrar will' be one entity. The Issuer reserves the right to, and may, at its option, change the Paying Agent/Registrar upon not less than 120 days written notice to the Paying Agent/Registrar, to be effective not later than 60 days prior to the next principal or interest payment date after such notice. In the event that the entity at any time acting as Paying Agent/Registrar (or its successor by merger, acquisition or other method) should resign or otherwise cease to act as such, the Issuer covenants that promptly it will appoint a competent and legally qualified bank, trust company, financial institu- tion, or other agency to act as Paying Agent/Registrar under this Ordinance. Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar prompt- ly shall transfer and deliver the Registration Books (or a copy thereof), along with all other pertinent books and records relating to the Certificates, to the new Paying Agent/Registrar designated and appointed by the Issuer. 9 Upon any change in the Paying Agent/Registrar, the Issuer promptly will cause a written notice thereof to be sent by the new Paying Agent/Registrar to each registered owner of the Certificates, by United States mail, first-class postage prepaid, which notice also shall give the address of the new Paying Agent/Registrar. By accepting the position and performing as such, each Paying Agent/Registrar shall be deemed to have agreed to the provisions of this Ordinance, and a certified copy of this Ordinance shall be delivered to each Paying Agent/Registrar. Section 6. FORM OF CERTIFICATES. That the form of the Certificates, including the form of Paying Agent/Registrar's Authentication Certificate, the form of Assignment and the form of Registration Certificate of the Comptroller of Public Accounts of the State of Texas to be attached to the Certificates initially issued and delivered pursuant to this Ordinance, shall be, respectively, substantially as follows, with such appropriate variations, omissions, or insertions as are permitted or required by this Ordinance. FORM OF CERTIFICATE NO. UNITED STATES OF AMERICA STATE OF TEXAS COUNTY OF NUECES CITY OF CORPUS CHRISTI, TEXAS COMBINATION TAX AND REVENUE CERTIFICATE OF OBLIGATION SERIES 1989 MATURITY DATE INTEREST RATE ORIGINAL ISSUE DATE CUSIP December 1, 1989 ON THE MATURITY DATE specified above, THE CITY OF COR- PUS CHRISTI, TEXAS (the "Issuer"), being a political 10 subdivision of the State of Texas, hereby promises to pay to (hereinafter called the "registered owner") the principal amount of DOLLARS and to pay interest thereon from the Original Issue Date specified above, on September 1, 1990, and semiannually on each March 1 and September 1 thereafter to the maturity date specified above, or the date of redemption prior to maturi- ty, at the interest rate per annum specified above; except that if this Certificate is required to be authenticated and the date of its authentication is later than September 1, 1990, such principal amount shall bear interest from the in- terest payment date next preceding the date of authentica- tion, unless such date of authentication is after any Record Date (hereinafter defined) but on or before the next follow- ing interest payment date, in which case such principal amount shall bear interest from such next following interest payment date; provided, however, that if on the date of au- thentication hereof the interest on the Certificate or Cer- tificates, if any, for which this Certificate is being ex- changed or converted from is due but has not been paid, then this Certificate shall bear interest from the date to which such interest has been paid in full. THE TERMS AND PROVISIONS of this Certificate are con- tinued on the reverse side hereof and shall for all purposes have the same effect as though fully set forth at this place. 11 *THE PRINCIPAL OF AND INTEREST ON this Certificate are payable in lawful money of the United States of America, .:ithout exchange or collection charges. The principal •�,f this Certificate shall be paid to the registered owner here- of upon presentation and surrender of this Certificate at maturity or redemption prior to maturity at the principal corporate trust office of First City, Texas -Corpus Christi, Corpus Christi, Texas, which is the "Paying Agent/Registrar" for this Certificate. The payment of interest on this Cer- tificate shall be made by the Paying Agent/Registrar to the registered owner hereof on each interest payment date by check or draft, dated as of such interest payment date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Issuer required by the orlinance authorizing the issuance of this Certificate (the "Certif- icate Ordinance") to be on deposit with the Paying Agent/ Registrar for such purpose as hereinafter provided; and such check or draft shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, on each such interest payment date, to the registered owner hereof, at its address as it appeared at the close of business on the fifteenth day of the month preceding such interest payment date (the "Record Date") on the Registration Books kept by the Paying Agent/Registrar, as hereinafter de- scribed. Any accrued interest due at maturity or upon re- demption of this Certificate prior to maturity as provided herein shall be paid to the registered owner upon presenta- tion and surrender of this Certificate for redemption and 12 payment at the principal corporate trust office of the Pay- ing Agent/Registrar. The Issuer covenants with the regis- tered owsicr or -nis CcAtiiicate that on or before each prin- cipal payment date, interest payment date, and accrued in- terest payment date for this Certificate it will make avail- able to the Paying Agent/Registrar, from the "Interest and Sinking Fund" created by the Certificate Ordinance, the amounts required to provide for the payment, in immediately available funds, of all principal of and interest on the Certificates, when due. *IF THE DATE for the payment of the principal of or in- terest on this Certificate shall be a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the city where the principal corporate trust office of the Pay- ing Agent/Registrar is located are authorized by law or ex- ecutive order to close, or the United States Postal Service is not open for business, then the date for such payment shall be the next succeeding day which is not such a Satur- day, Sunday, legal holiday, or day on which banking institu- tions are authorized to close, or the United States Postal Service is not open for business; and payment on such date shall have the same force and effect as if made on the orig- inal date payment was due. *THIS CERTIFICATE is one of a Series of Certificates dated December 1, 1989, authorized in accordance with the Constitution and laws of the State of Texas in the principal amount of $1,500,000, FOR THE PURPOSE OF PROVIDING PART OF 13 THE FUNDS FOR PAYING CONTRACTUAL OBLIGATIONS TO BE INCURRED FOR CONSTRUCTION OF PUBLIC PARKING FACILITIES AND OTHER RELATED FACILITIES ADJACENT PC Tr. TF=.AS SIICE AQUARIUM, AND THE PAYMENT OF THE ENGINEERING, LEGAL AND FISCAL SERVICES RELATED THERETO. *ON MARCH 1, 1999, or on any interest payment date thereafter, the Certificates maturing on and after March 1, 2000 are subject to optional redemption by the Issuer, in whole or in part in principal amounts of $5,000 or any inte- gral multiple thereof, at the par value thereof plus ac- crued interest to the date fixed for redemption. If less than all of the Certificates are to be redeemed by the Issu- er, the Issuer shall determine the maturity or maturities and the amounts thereof to be redeemed and shall direct the Paying Agent/Registrar to call by lot the Certificates, or portions thereof, within such maturity or maturities and in such principal amounts, for redemption. *AT LEAST 30 days prior to the date fixed for any such redemption (a) a written notice of such redemption shall be given to the registered owner of each Certificate or a por- tion thereof being called for redemption by depositing such notice in the United States mail, postage prepaid, addressed to each such registered owner at his address shown on the Registration Books of the Paying Agent/Registrar and (b) no- tice of such redemption shall be published one (1) time in a financial journal or publication of general circulation in the United States of America carrying as a regular feature 14 notices of municipal bonds called for redemption; provided, however, that the failure to send, mail, or receive such no- tice described in (a) above, or any defect therein or in the sending or mailing thereof, shall not affect the validity or effectiveness of the proceedings for the redemption of any Certificate, and the Certificate Ordinance provides that the publication of notice as described in (b) above shall be the only notice actually required in connection with or as a prerequisite to the redemption of any Certificates. By the date fixed for any such redemption due provision shall be made by the Issuer with the Paying Agent/Registrar for the payment of the required redemption price for this Certifi- cate or the portion hereof which is to be so redeemed, plus accrued interest thereon to the date fixed for redemption. If such notice of redemption is given, and if due provision for such payment is made, all as provided above, this Cer- tificate, or the portion hereof which is to be so redeemed, thereby automatically shall be redeemed prior to its sched- uled maturity, and shall not bear interest after the date fixed for its redemption, and shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price plus accrued interest to the date fixed for redemption from the Paying Agent/Registrar out of the funds provided for such payment. The Paying Agent/Registrar shall record in the Registration Books all such redemptions of principal of this Certificate or any portion hereof. If a portion of any Certificate shall be 15 redeemed, a substitute Certificate or Certificates having the same maturity date, bearing interest at the same rate, in any denomination or denominations in any integral multi- ple of $5,000, at the written request of the registered own- er, and in aggregate principal amount equal to the unre- deemed portion thereof, will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of the Issuer, all as provided in the Certificate Ordinance. *THIS CERTIFICATE OR ANY PORTION OR PORTIONS HEREOF IN ANY INTEGRAL MULTIPLE OF $5,000 may be assigned and shall be transferred only in the Registration Books of the Issuer kept by the Paying Agent/Registrar acting in the capacity of registrar for the Certificates, upon the terms and condi- tions set forth herein and in the Certificate Ordinance. This Certificate may only be assigned and transferred upon presentation and surrender to the Paying Agent/Registrar for transfer of registration and cancellation, together with proper instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing assignment of this certificate or any portion or portions hereof to the assignee or assignees in whose name or names this Certificate or any such portion or portions hereof is or are to be transferred and registered. The form of Assignment printed or endorsed on this Certificate shall be executed by the registered owner, or its duly authorized attorney or representative, and shall conclusively evidence 16 the assignment hereof. Upon surrender of this Certificate or any portion or portions hereof for transfer of registra- tion, an authorized rrpresentative zt the Paying Agent/Reg- istrar shall make such transfer in the Registrations Books, and shall deliver a new Certificate or Certificates payable to such assignee or assignees, or to the registered owner hereof in the case of the assignment and transfer of only a portion of this Certificate, in exchange for this Certifi- cate, all in the form and manner as provided in the next paragraph hereof for the conversion and exchange of Certif- icates. The registered owner of this Certificate shall be deemed and treated by the Issuer and the Paying Agent/Regis- trar as the, absolute owner hereof for all purposes, includ- ing payment and discharge of liability upon this Certificate to the extent of such payment, and the Issuer and the Paying Agent/Registrar shall not be affected by any notice to the contrary. *ALL CERTIFICATES OF THIS SERIES issued as a result of a transfer, conversion or exchange are issuable solely as fully registered certificates, without interest coupons, in the denomination of any integral multiple of $5,000. In ac- cordance with the form and procedures set forth in the Cer- tificate Ordinance, this Certificate, or any unredeemed por- tion hereof, may, at the written request of the registered owner or the assignee or assignees hereof, or its or their duly authorized attorneys or representatives, with guarantee of signatures satisfactory to the Paying Agent/Registrar, be 17 converted into and exchanged for a Certificate or Certifi- cates of like aggregate principal amount, payable to the ap- propriate registered owner, assignee, or assignees, as the case may be, having the same maturity date, and bearing in- terest at the same rate, in any denomination or denomina- tions in any integral multiple of $5,000 as requested, upon surrender of this Certificate to the Paying Agent/Registrar at its principal corporate trust office for cancellation. The one requesting a transfer, conversion, or exchange shall pay any taxes or governmental charges required to be paid `with respect thereto as a condition precedent to the exer- cise of such privilege of transfer, conversion or exchange. In any circumstance, neither the Issuer nor the Paying Agent/Registrar shall be required (1) to make any transfer, conversion or exchange during a period beginning at the opening of business 30 days before the day of the first mailing of a notice of redemption of certificates and ending at the close of business on the day of such mailing, or (2) to transfer, convert or exchange any Certificates so select- ed for redemption when such redemption is scheduled to occur within 30 calendar days. *IN THE EVENT any Paying Agent/Registrar for the Cert- ificates is changed by the Issuer, resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Cer- tificate Ordinance that it promptly will appoint a competent and legally qualified substitute therefor, and cause written notice thereof to be mailed to the registered owners of the 18 Certificates. *BY BECOMING the registered owner of this Certificate, the registered owner thereby acknowledges all of the terms and provisions of the Certificate Ordinance, agrees to be bound by such terms and provisions, acknowledges that the Certificate Ordinance is duly recorded and available for in- spection in the official minutes and records of the Issuer, and agrees that the terms and provisions of this Certificate and the Certificate Ordinance constitute a contract between each registered owner hereof and the Issuer. IT IS HEREBY certified, recited and covenanted that this Certificate has been duly and validly authorized, is- sued, and delivered; that all acts, conditions, and things required or proper to be performed, exist, and be done pre- cedent to or in the authorization, issuance, and delivery of this Certificate have been performed, existed, and been done in accordance with law; that this Certificate is a direct obligation of said Issuer, issued on the full faith and credit thereof; that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Certificate, as such interest comes due and such prin- cipal matures, have been levied and ordered to be levied against all taxable property in said Issuer, and have been pledged for such payment, within the limit prescribed by law; and that surplus revenues derived from the collection of the "Hotel Occupancy Tax" levied by the Issuer, after payment of all expenses of collection thereof and other 19 obligations payable therefrom, have been pledged as addi- tional security for the Certificates. IN WITNESS fEREO:F, the Issuer has caused this Certifi- cate to be signed with the manual or facsimile signature of the Mayor of the City and countersigned with the manual or facsimile signature of the City Secretary of the City, and has caused the official seal of the City to be duly impres- sed, or placed in facsimile, on this Certificate. xxxxx xxxxxx City Secretary, City of Mayor, City of Corpus Christi, Corpus Christi, Texas Texas (SEAL) FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE It is hereby certified that this Bond has been issued under the provisions of the Ordinance described on the face of this Certificate of Obligation; and that this Certificate of Obligation has been issued in exchange for or replacement of a certificate of obligation, certificates of obligation, or a portion of a certificate of obligation or certificates of obligation of an issue which originally was approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts of the State of Texas. Dated First City, Texas - Corpus Christi, Corpus Christi, Texas Paying Agent/Registrar By Authorized Representative FORM OF ASSIGNMENT: ASSIGNMENT 20 FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto (Please insert Social Security or Taxpayer Identification Number of Transferee) (Please print or typewrite name and address, including zip code of Transferee) the within Certificate of Obligation and all rights. thereunder, and hereby irrevocably constitutes and appoints attorney to register the transfer of the within Certificate of Obligation on books kept for registration thereof, with full power of substitution in the premises. Dated: Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. NOTICE: The signature above must correspond with the name of the Registered Owner as it appears upon the front of this Certificate in every particu- lar, without alteration or en- largement or any change whatsoever. **FORM OF COMPTROLLER'S CERTIFICATE ATTACHED TO THE CERTIFICATES UPON INITIAL DELIVERY THEREOF OFFICE OF COMPTROLLER STATE OF TEXAS I hereby certify that there is on file and of record in my office a certificate of the Attorney General of the State of Texas to the ined by him as has been issued REGISTER NO. effect that this Certificate has been exam - required by law, and that he finds that it in conformity with the Constitution and laws 21 of the State of Texas, and that it is a valid and binding obligation of the City of Corpus Christi, Texas, payable in the manner provided by and in the ordinance authorizing same, and said Certificate has this day been registered by me. this WITNESS MY HAND and seal of office at Austin, Texas Comptroller of Public Accounts of (SEAL) the State of Texas *$s **4 NOTE TO PRINTER: to be on reverse side of certificate not to be on certificate Section 7. DEFINITIONS. That the terms "Certifi- cates", "Certificates of Obligation" shall mean the City of Corpus Christi, Texas Combination Tax and Revenue Certifi- cates of Obligation, Series 1989 authorized to be issued and delivered by this Ordinance, and the term "Code" shall mean the Internal Revenue Code of 1986, and any amendment there- to. Section 8. INTEREST AND SINKING FUND. (a) That a special fund or account, to be designated the "City of Cor- pus Christi, Texas Series 1989 Certificate of Obligation In- terest and Sinking Fund" is hereby created and shall be es- tablished and maintained by the City at its official deposi- tory. Said Interest and Sinking Fund shall be kept separate and apart from all other funds and accounts of said City, and shall be used only for paying the interest on and prin- cipal of said Certificates. Any accrued interest derived 22 from the sale of the Certificates shall be deposited to the credit of said Interest and Sinking Fund. All ad valorem taxes levied and collected tor and on account of said Cer- tificates shall be deposited, as collected, to the credit of said Interest and Sinking Fund. During each year while any of said Certificates are outstanding and unpaid, the govern- ing body of said City shall compute and ascertain the rate and amount of ad valorem tax, based on the latest approved tax rolls of said City, with full allowances being made for tax delinquencies and the cost of tax collections, which will be sufficient to raise and produce the money required to pay the interest on said Certificates 'as such interest comes due, and to provide a sinking fund to pay the princi- pal of said Certificates as such principal matures, but nev- er less than 2% of the original amount of said Certificates as a sinking fund each year. Said rate and amount of ad valorem tax is hereby ordered to be levied against all tax- able property in said City for each year while any of said Certificates are outstanding and unpaid, and said ad valorem tax shall be assessed and collected each such year and de- posited to the credit of the aforesaid Interest and Sinking Fund. Said ad valorem taxes necessary to pay the interest on and principal of said Certificates, as such interest comes due and such principal matures, are hereby pledged for such payment, within the limit prescribed by law. (b) The Issuer shall appropriate funds from the Gener- al Fund and transfer to the Interest and Sinking Fund any 23 moneys as may be necessary to make the scheduled payments on the Certificates coming due. Section 9. REVENUES. That the Certificates of Obliga- tion are additionally secured by and shall be payable from and secured by the revenues derived from the collection of the "Hotel Occupancy Tax" levied by the Issuer (pursuant to authority granted by Chapter 351, Texas Tax Code), remaining after payment of all expenses of collection thereof and other obligations payable therefrom, constituting ."Surplus Revenues". The Issuer shall deposit such Surplus Revenues to the credit of the Interest and Sinking Fund created pur- suant to Section 8, to the extent necessary to pay the prin- cipal°and interest on the Certificates of Obligation. Not- withstanding the requirements of Section 8, if Surplus Reve- nues are actually on deposit or budgeted for deposit in the Interest and Sinking Fund in advance of the time when ad valorem taxes are scheduled to be levied for any year, then the amount of taxes which otherwise would have been required to be levied pursuant to Section 8 may be reduced to the ex- tent and by the amount of the Surplus Revenues then on de- posit in the Interest and Sinking Fund or budgeted for de- posit herein. Section 10. TRANSFER. That the City shall do any and all things necessary to accomplish the transfer of monies to the Interest and Sinking Fund of this issue in ample time to pay such items of principal and interest. 24 Section 11. SECURITY FOR FUNDS. That the Interest and Sinking Fund created by this Ordinance shall be secured in the manner and to the fullest extent permitted or rAquired by law for the security of public funds, and such Fund shall be used only for the purposes and in the manner permitted or required by this Ordinance. Section 12. DEFEASANCE OF CERTIFICATES. (a) That any Certificate and the interest thereon shall be deemed to be paid, retired, and no longer outstanding (a "Defeased Cer- tificate") within the meaning of this Ordinance, except to the extent provided in subsection (d) of this Section 12, when payment of the principal of such Certificate, plus in- terest thereon to the due date (whether such due date be by reason of maturity or otherwise) either (i) shall ?lave been made or caused to be made in accordance with the terms thereof, or (ii) shall have been provided for on or before such due date by irrevocably depositing with or making available to the Paying Agent/Registrar for such payment (1) lawful money of the United States of America sufficient to make such payment or (2) Government Obligations which mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, or sufficient money to provide for such payment, and when proper arrangements have been made by the City with the Pay- ing Agent/Registrar for the payment of its services until all Defeased Certificates shall have become due and payable. At such time as a Certificate shall be deemed to be a 25 Defeased Certificate hereunder, as aforesaid, such Certifi- cate and the interest thereon shall no longer be secured by, payable from, or entitled to the benefits of, the ad valorem taxes herein levied and the Pledged Revenues herein pledged as provided in this Ordinance, and such principal and inter- est shall be payable solely from such money or Government Obligations. (b) Any moneys so deposited with the Paying Agent/Reg- istrar may at the written direction of the City also be in- vested in Government Obligations, maturing in the amounts and times as hereinbefore set forth, and all income from such Government Obligations received by the Paying Agent/ Registrar which is not required for the payment of the Cer- tificates and interest thereon, with respect to which such money has been so deposited, shall be turned over to the City, or deposited as directed in writing by the City. (c) The term "Government Obligations" as used in this Section 12, shall mean direct obligations of the United States of America, including obligations the principal of and interest on which are unconditionally guaranteed by the United States of America, which may be United States Treas- ury obligations such as its State and Local Government Se- ries, which may be in book -entry form. (d) Until all Defeased Certificates shall have become due and payable, the Paying Agent/Registrar shall perform the services of Paying Agent/Registrar for such Defeased Certificates the same as if they had not been defeased, and 26 the City shall make proper arrangements to provide and pay for such services as required by this Ordinance. Section 13. DAMAGED, MUTILATED, LOST, STOLEN, OR DE- STROYED CERTIFICATES. (a) Replacement Certificates. That in the event any outstanding Certificate is damaged, muti- lated, lost, stolen, or destroyed, the Paying Agent/Registrar shall cause to be printed, executed, and de- livered, a new certificate of the same principal amount, ma- turity, and interest rate, as the damaged, mutilated, lost, stolen, or destroyed Certificate, in replacement for such Certificate in the manner hereinafter provided. (b) Application for Replacement Certificates. That application for replacement of damaged, mutilated, lost, stolen, or destroyed Certi:=icates shall be made by the reg- istered owner thereof to the Paying Agent/Registrar. In ev- ery case of loss, theft, or destruction of a Certificate, the registered owner applying for a replacement certificate shall furnish to the City and to the Paying Agent/Registrar such security or indemnity as may be required by them to save each of them harmless from any loss or damage with re- spect thereto. Also, in every case of loss, theft, or de- struction of a Certificate, the registered owner shall fur- nish to the City and to the Paying Agent/Registrar evidence to their satisfaction of the loss, theft, or destruction of such Certificate, as the case may be. In every case of dam- age or mutilation of a Certificate, the registered owner 27 shall surrender to the Paying Agent/Registrar for cancella- tion the Certificate so damaged or mutilated. (c) No Default Occurred. That notwithstand'ng the foregoing provisions of this Section, in the event any such Certificate shall have matured, and no default has occurred which is then continuing in the payment of the principal of, redemption premium, if any, or interest on this Certificate, the City may authorize the payment of the same (without sur- render thereof except in the case of a damaged or mutilated Certificate) instead of issuing a replacement certificate, provided security or indemnity is furnished as above provid- ed in this Section. (d) Charge for Issuing Replacement Certificates. That prior to the issuance of any replacement certificate, the Paying Agent/Registrar shall charge the registered owner of such Certificate with all legal, printing, and other expens- es in connection therewith. Every replacement certificate issued pursuant to the provisions of this Section by virtue of the fact that any Certificate is lost, stolen, or de- stroyed shall constitute a contractual obligation of the City whether or not the lost, stolen, or destroyed Certifi- cate shall be found at any time, or be enforceable by any- one, and shall be entitled to all the benefits of this Ordi- nance equally and proportionately with any and all other Certificates duly issued under this Ordinance. (e) Authority for Issuing Replacement Certificates. That in accordance with Section 6 of Vernon's Ann. Tex. Civ. 28 St. Art. 717k-6, this Section of this Ordinance shall con- stitute authority for the issuance of any such replacement certificate without necessity of further action by the City or any other body or person, and the duty of the replacement of such certificates is hereby authorized and imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar shall authenticate and deliver such and manner and with the effect, as of this Ordinance for Certificates exchange of other Certificates. Section 14. COVENANTS REGARDING TAX EXEMPTION. That the City covenants to refrain from any action which would Certificates in the form provided in Section 5(a) issued in conversion and adversely treztment described affect, or to take such action as to ensure, the of the Certificates of Obligation as obligations in Section 103 of the Code, the interest on which is not includable in the "gross income" of the holder for purposes of federal income taxation. In furtherance there- of, the City covenants as follows: (a) to take any action to assure that no more than 10 percent of the proceeds of the Certificates of Obligation (less amounts deposited to a reserve fund, if any) are used for any "private business use," as de- fined in section 141(b)(6) of the Code or, if more than 10 percent of the proceeds are so used, that amounts, whether or not received by the City, with respect to such private business use, do not, under the terms of this Ordinance or any underlying arrangement, directly 29 or indirectly, secure or provide for the payment of more than 10 percent of the debt service on the Certif- icates of Obligation, in contravention of Section 141(b)(2) of the Code; (b) to take any action to assure that in the event that the "private business use" described in sub- section (a) hereof exceeds 5 percent of the proceeds of the Certificates of Obligation (less amounts deposited into a reserve fund, if any) then the amount in excess of 5 percent is used for a "private business use" which is "related" and not "disproportionate", within the meaning of Section 141(b) (3) of the Code, to the gov- ernmental use; (c) to take any action to assure that no amount which is greater than the lesser of $5,000,000, or five percent of the proceeds of the Certificates of Obliga- tion (less amounts deposited into a reserve fund, if any) is directly or indirectly used to finance loans to persons, other than state or local governmental units, in contravention of Section 141(c) of the Code; (d) to refrain from taking any action which would otherwise result in the Certificates of Obligation be- ing treated as "private activity bonds" within the meaning of Section 141(b) of the Code; (e) to refrain from taking any action that would result in the Certificates of Obligation being 30 "federally guaranteed" within the meaning of section 149(b) of the Code; (f) to refrain from using any portion of the pro- ceeds of the Certificates of Obligation, directly or indirectly, to acquire or to replace funds which were used, directly or indirectly, to acquire investment property (as defined in Section 148(b)(2) of the Code) which produces a materially higher yield over the term of the Certificates of Obligation, other than invest- ment property acquired with -- (1) proceeds of the Certificates of Obliga- tion invested for a reasonable temporary period of three years or less or, in the case of a refunding bond, for a period of 30 days or less until such proceeds are needed for the purpose for which the certificates of obligation are issued, (2) amounts invested in a bona fide debt service fund, within the meaning of Section 1.103-13(b)(12) of the Treasury Regulations, and (3) amounts deposited in any reasonably re- quired reserve or replacement fund to the extent such amounts do not exceed 10 percent of the pro- ceeds of the Certificates of Obligation; (g) to otherwise restrict the use of the proceeds of the Certificates of Obligation or amounts treated as proceeds of the Certificates of Obligation, as may be necessary, so that the Certificates of Obligation do 31 not otherwise contravene the requirements of Section 148 of the Code (relating to arbitrage) and, to the ex- tent applicable, Section 149(d) of the Code (relating to advance refundings); (h) to pay to the United States of America at least once during each five-year period (beginning on the date of delivery of the Certificates of Obligation) an amount that is at least equal to 90 percent of the "Excess Earnings," within the meaning of Section 148(f) of the Code and to pay to the United States of America, not later than 60 days after the Certificates of Obli- gation have been paid in full, 100 percent of the amount then required to be•paid as a result of Excess Earnings under Section 148(f) of the Code; and (i) to maintain such records as will enable the City to fulfill its responsibilities under this Section and Section 148 of the Code and to retain such records for at least six years following the final payment of principal and interest on the Certificates of Obliga- tion. It is the understanding of the City that the covenants con- tained herein are intended to assure compliance with the Code and any regulations or rulings promulgated by the U.S. Department of the Treasury pursuant thereto. In the event that regulations or ruling are hereafter promulgated which modify, or expand provisions of the Code, as applicable to the Certificates of Obligation, the City will not be 32 required to comply with any covenant contained herein to the extent that such modification or expansion, in the opinion of nationally -recognized bond counsel, will not adversely affect the exemption from federal income taxation of inter- est on the Certificates of Obligation under Section 103 of the Code. In the event, that regulations or rulings are hereafter promulgated which impose additional requirements which are applicable to the Certificates of Obligation, the City agrees to comply with the additional requirements to the extent necessary, in the opinion of nationally -recog- nized bond counsel,\to preserve the exemption from federal income taxation of interest on the Certificates of Obliga- tion under Section 103 of the Code. Section 15. CUSTODY, APPROVAL, AND REGISTRATION OF CERTIFICATES. That the Mayor of the City is hereby author- ized to have control of the Certificates initially issued and delivered hereunder and all necessary records and pro- ceedings pertaining to the Certificates pending their deliv- ery and their investigation, examination, and approval by the Attorney General of the State of Texas, and their regis- tration by the Comptroller of Public Accounts of the State of Texas. Upon registration of the Certificates said Comp- troller of Public Accounts (or a deputy designated in writ- ing to act for said Comptroller) shall manually sign the Comptroller's Registration Certificate attached to such Cer- tificates, and the seal of said Comptroller shall be 33 impressed, or placed in facsimile, on such Comptroller's Registration Certificate. Section 16. SALE. That t; a sale of ,,c Certificates of Obligation to Texas Commerce Bank National Association, Houston, Texas (the "Purchaser"), at a price of par and accrued interest on the Certificates of Obligation to the date of delivery, is hereby authorized, ratified and confirmed. One Certificate of Obligation in the principal amount maturing on each maturity date as set forth in Section 2 hereof shall be delivered to the Purchaser, and the Purchaser shall have the right to exchange such Certificates of Obligation as provided in Section 5 hereof without cost. Section 17. APPROVAL OF OFFEFING DOCUMENTS. That the Official Statement, dated December 19, 1989, prepared and distributed in connection with the sale of the Certificates of Obligation, is hereby approved by the City Council, and its use in the offer and sale of the Certificates of Obliga- tion is hereby approved. Section 18. PREAMBLE. The findings and preambles set forth in this Ordinance are hereby incorporated into this Ordinance and made a part hereof for all purposes. Section 19. EMERGENCY. That the fact that the contem- plated construction of public improvements is necessary for the efficient and effective administration of the affairs of the City of Corpus Christi, Texas, creates a public emer- gency and an imperative public necessity requiring the 34 suspension of the Charter rule providing that no ordinance or resolution shall be passed finally on the date it is introduced and that such ordinance or resolution snall be read at three several meetings of the City Council, and the Mayor having declared that such public emergency and impera- tive necessity exist, and having requested that said Charter rule be suspended and that this Ordinance take effect and be in full force and effect from and after its passage, it is accordingly so ordained. ADOPTED this 19th day of December, 1989. ATTEST City Secretary, City of Corpus Christi, Texas Hayor, City of Corp�isti, Texas (SEAL) APPOVED��r� FORM AND LEGALITY: �/` CSty Att me y, City of Corpus Christi, Texas 35 ' .,Herten Regular Ccxir cii Heeling December 19, 1989 Page 5 Ms. Andrews commented on the interest rate payment and principal payments for the certificates. There were no cmments from the audience on these items City Secretary Chapa polled the Council for their votes and the following oriianoe was passed: 6. ORDINANCE NO. 20851 ORDINANCE ITOmrIDING FOR THE TssUANCE OF $1,500,000 CTIy OF CORPUS CHRIS71, TEXAS, CLtSnt TION TA( AND REVENUE CERTIFICATES OF OBLIGATION, SERIFS 1989; AND ORDAINING OIHER MATTERS RELATING TO THE SUBJECT. An emergency was declared and the foregoing ordinance passed by the following vote: Turner, Guerrero, Berlanga, Hunt, Martin, McCtinib, Moss Rhodes and Schwing voting, "Aye." Note: Council Member Hunt was not present when his name was called for the vote; he entered the Council Chamber during the call for the vote; and he indicated his vote as being "Aye." Relative to Item 7 on the Texas State Aquarium Infrastructure, Contract No. 3, City Manager Garza provided background information and stated that the scope of this project includes completion of the roadway and parking area along with necessary drainage, landscaping, irrigation systems, and other site improvements at the Texas State Aquarium. Mr. Garza stated that the Aquarium Association has contributed about $15,000 to the City for the portion of additive alternate parking lot on the Aquarium Association property per the lease agreement between the City and Texas State Aquauium. Council Member Martin stated that he supports approving the contract with Haas Paving Company, Inc., but raised questions concerning the parking study, and Assistant City Manager Hennings and City Manager Garza responded to his questions. Mr. Garza stated that the parking study was part of the cost that the Aquariuum Association incurred in helping the City structure the bond sale. City Manager Garza aid Engineering Services Director Crull provided a report on the Infrastructaure Financing Plan for the Aquarium, and Council Member Martin expressed concern regarding various unnecessary architectural and engineering fees included in the contract. Mr. Garza explained that the figures are only estimates. Council Member McComb raised questions pertaining to the Reiriairsetrent Commitment Agreement with RSA, ard Mr. Crull responiazi by stating that the City has half the money for the bis turnaround and a crnafrent for the other money unsay?. the turnarourd is constructed.