HomeMy WebLinkAbout025126 ORD - 12/10/2002CERTIFICATE FOR ORDINANCE
THE STATE OF TEXAS
COUNTIES OF NUECES AND
CITY OF CORPUS CHRISTI
On this the 10th day of
Texas convened in Regular Mc
present, to-wit:
AN PATRIClO
~cember, 2002, the City Council of the City of Corpus Christi,
,ting, at City Hall, with the following members of said Council
Samuel L. Neal,
Brent Chesney,
Javier D. Colmen6ro,
John Longoria,
Mark Scott,
Rex A. Kinnison,
Bill Kelly,
Henry Garrett,
Jesse Noyola
David R. Garcia,
James Bray,
Lee Ann Dumbaul
Armando Chapa,
Mayor
Councilmembers
City Manager,
City Attorney,
Director of Financial Services,
City Secretary
with the following absent:
among other business was transacted:
, constituting a quorum, at which time the following
The City Manager presented for the consideration of the Council an ordinance authorizing
the sale of anticipation notes. Tlhe ordinance was read by the City Secretary. The motion was
carried by the following vote,
AYES:
Ail members of the City Council shown present above
voted "Aye".
NAYS: None.
The Mayor announced that the ordinance had been passed. The ordinance is as follows:
r o:1.26
iNDF..XF--D
ORDINANCE AUTHORIZING ISSUANCE OF TAX NOTES
THE STATE OF TEXAS
COUNTIES OF NUECES AN[
CITY OF CORPUS CHRISTI
WHEREAS, the Issuer (
and this Ordinance being as
municipality having a total poi
federal census, and was orgar
and laws of the State of Texa.,
SAN PATRICIO
such term and other capitalized terms used in these recitals
defined in Exhibit A attached hereto), is a home-rule
~ulation of at least 50,000 according to the last preceding
ized, created and established pursuant to the Constitution
and
WHEREAS, the City £ouncil is authorized pursuant to Chapter 1431 to issue
anticipation notes for specified purposes, including, without limitation, to pay a contractual
obligation incurred or to be inc fred for the construction of a public work and the purchase
of materials, supplies, equiprrlent, machinery, buildings, lands, and rights-of-way for an
issuer's authorized needs and purposes; and
WHEREAS. the City Council deems it in the best interest of the Issuer to issue the
Notes, pursuant to Chapter 1431, for the purposes hereinafter stated, and to secure the
payment of the Notes from a pledge of the ad valorem taxes assessed and collected by
the City.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF CORPUS CHRISTI, TEXAS:
Section 1. RECITALS~ AMOUNT AND PURPOSE OF NOTES. That the recitals
set fodh in the preamble heretO' are incorporated herein and shall have the same force and
effect as if set forth in this Section. Pursuant to authority granted to the City Council by
Chapter 1431, the Notes shall be and are hereby authorized to be issued in the aggregate
principal amount of $2,150,000 for the purpose of PAYING CONTRACTUAL
OBLIGATIONS INCURRED OR TO BE INCURRED FOR THE PURCHASE OF A
BUILDING FOR THE CITY'S AUTHORIZED NEEDS AND PURPOSES, THE
CONSTRUCTION OF RENOVATIONS AND THE PURCHASE OF MATERIALS,
SUPPLIES AND EQUIPMENT IN CONNECTION THEREWITH. The Issuer desires to use
the proceeds of the Notes to pay contractual obligations incurred or to be incurred by the
Issuer in connection with the purchase of a building in the City located at 2402 Leopard
Street, and the construction of improvements to said building and the purchase of
materials, supplies and equipment in connection therewith (the "Project").
Section 2. DESIGNATION, DATE, DENOMINATIONS, NUMBERS, AND MATURI-
TIES OF NOTES. That the Notes shall be designated as the "City of Corpus Christi,
Texas, Tax Notes, Series 2003". The Notes shall be dated January 1, 2003, shall be in
Authorized Denominations, shall be numbered consecutively from R-1 upward, and shall
mature on March 1 in each of the years, and in the amounts, respectively, as set forth in
the following schedule:
MATURITY DATE: MARCH
YEARS
2OO4
2005
2006
2007
2008
2009
Section 3. NOTE PUR
substantially the form attach
authorized to be delivered
Representative, acting for an~
Agreement to be executed am
authorized to attest the execu
AMOUNTS ($)
330,000
345,000
355,000
360,000
375,000
385,000
,~HASE AGREEMENT. That the Purchase Agreement in
;d to this Ordinance is hereby accepted, approved and
in executed form to the Purchaser. An Authorized
on behalf of the City Council, shall cause the Purchase
delivered to the Purchaser. The City Secretary is hereby
ion of the Purchase Agreement on behalf of the City.
Section 4. INTEREST. That the Notes shall bear interest from the date specified
in the FORM OF NOTE set for th in this Ordinance to their respective dates of maturity or
redemption prior to maturity at the rate of 3.68% per annum. Said interest shall be payable
in the manner provided and o~q the dates stated in the FORM OF NOTE set forth in this
Ordinance.
Section 5. CHARACTERISTICS OF THE NOTES. (a) Registration, Transfer,
Conversion and Exchange; Authentication. That the Issuer shall keep or cause to be
kept at the designated corporate trust office of the Paying Agent/Registrar 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 registrations of transfers and
exchanges under such reasonable regulations as the Issuer and the Paying
Agent/Registrar may prescribe; and the Paying Agent/Registrar shalt make such
registrations, transfers and exchanges as herein provided within three days of presentation
in due and proper form. The Paying Agent/Registrar shall obtain and record in the
Registration Books the address of the registered owner of each Note. The Issuer shall
have the right to inspect the Registration Books during regular business hours of the
Paying Agent/Registrar, but otherwise the Paying Agent/Registrar shall keep the
Registration Books confidential and, unless otherwise 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, exchange
and delivery of a substitute Note or Notes. Registration of assignments, transfers and
exchanges of Notes shall be made in the manner provided and with the effect stated in the
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FORM OF NOTE. Each substitute Note shall bear a letter and/or number to distinguish
it from each other Note.
An authorized represe
delivery of any such Note (oth~
Public Accounts of the State (
manually sign said Note, and r
unless such Note is so execut
paid Notes surrendered for tra
resolutions need be passed o~
ltative of the Paying Agent/Registrar shall, before the
,r than Notes that bear the signature of the Comptroller of
f Texas, as provided in the FORM OF NOTE), date and
o such Note shall be deemed to be issued or outstanding
;d. The Paying Agent/Registrar promptly shall cancel all
~sfer and exchange. No additional ordinances, orders, or
adopted by the Issuer or any other body or person so as
to accomplish the foregoing transfer and exchange of any Note or portion thereof, and the
Paying Agent/Registrar shall provide for the printing, execution, and delivery of the
substitute Notes in the manner prescribed herein. Pursuant to Chapter 1201, and
particularly Subchapter D thereof, the duty of transfer and exchange of Notes as aforesaid
is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said
Notes, the transferred and exdhanged Notes shall be valid and enforceable in the same
manner and with the same effect as the Notes which initially were issued and delivered
pursuant to this Ordinance and approved by the Attorney General.
(b) Payment of Notes and Interest. The Issuer hereby further appoints the Paying
Agent/Registrar to act as the paying agent for the payment of the principal of and interest
on the Notes, 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 Notes, and of all transfers and exchanges of Notes, and all replacements
of Notes, as provided in this Ordinance.
(c) In General. The Notes (i) shall be issued in fully registered form, without
interest coupons, with the principal of and interest on such Notes to be payable only to the
registered owners thereof, (ii) may be transferred, assigned, converted, and exchanged
for other Notes, (iii) may be subject to redemption prior to their scheduled maturities, (iv)
shall have the characteristics, (v)shall be signed, sealed, executed and authenticated, (vi)
the principal of and interest on the Notes shall be payable, and (vii) shall be administered
and the Paying Agent/Registrar and the Issuer shall have certain duties and responsibil-
ities with respect to the Notes, all as provided, and in the manner and to the effect as
required or indicated, in the FORM OF NOTE. On each substitute Note issued in
conversion of and exchange for any Note or Notes issued under this Ordinance the Paying
Agent/Registrar shall execute the PAYING AGENT/REGISTRAR'S AUTHENTICATION
CERTIFICATE, in the form set forth in the FORM OF NOTE.
(d) Substitute Paying Agent/Registrar. The Issuer covenants with the registered
owners of the Notes that at all times while the Notes are outstanding the Issuer will provide
a competent and legally qualified bank, trust company, financial institution, or other agency
to act as and perform the services of Paying Agent/Registrar for the Notes 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 30
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days written notice to the Paying Agent/Registrar, to be effective not later than 15 days
prior to the next succeeding Payment Date. In the event that the entity at any time acting
as Paying Agent/Registrar (c
should resign or otherwise ce~
appoint a competent and leg
other agency to act as Paying
in the Paying Agent/Registrar,
and de~iver the Registration B(
and records relating to the N
r its successor by merger, acquisition, or other method)
se to act as such, the Issuer covenants that promptly it will
~lly qualified bank, trust company, financial institution, or
Agent/Registrar under this Ordinance. Upon any change
:he previous Paying Agent/Registrar promptly shall transfer
,oks (or a copy thereof), along with all other pertinent books
~tes, to the new Paying Agent/Registrar designated and
appointed by the Issuer. Up~on 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 Notes, 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 NOTES. That the form of the Notes, including the form of
Paying Agent/Registrar's Authentication Certificate and the form of Assignment shall be,
respectively, substantially in the form attached hereto as Exhibit B, with such variations,
omissions, or insertions as are appropriate, permitted or required by this Ordinance
including, without limitation, those variations, omissions, or insertions to be completed by
an Authorized Representative reflect the terms of the sale of Notes as permitted by Section
2 hereof.
Section 7. INTEREST AND SINKING FUND/TAX LEVY. That the Interest and
Sinking Fund is hereby created and established solely for the benefit of the Notes, and the
Interest and Sinking Fund shall be established and maintained by the Issuer at an official
depository bank of the Issuer for so long as the Notes or interest thereon are outstanding
and unpaid. The Interest and Sinking Fund shall be kept separate and apart from all other
funds and accounts of the Issuer, and shall be used only for paying the interest on and
principal of the Notes. Until expended for the purposes set forth in Section 1 hereof, the
proceeds derived from the sale of the Notes shall be held as further security for the timely
payment of the principal and interest on the Notes All ad valorem taxes levied and
collected for and on account of the Notes shall be deposited, as collected, to the credit of
the Interest and Sinking Fund. During each year while any of the Notes is outstanding and
unpaid, the City Council shall compute and ascertain a rate and amount of ad valorem tax
which will be sufficient to raise and produce the money required to pay the interest on the
Notes as such interest comes due, and to provide and maintain a sinking fund of at least
two percent (2%) thereof, in any event in an amount adequate to pay the principal of such
Notes as such principal matures; and said tax shall be based on the latest approved tax
rolls of said Issuer, with full allowance being made for tax delinquencies and the cost of
tax collection. Said rate and amount of ad valorem tax is hereby levied by the governing
body of the Issuer, and is hereby ordered to be levied, against all taxable property in the
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Issuer for each year while any of the Notes are outstanding and unpaid; and said tax shall
be assessed and collected each such year and deposited to the credit of the aforesaid
Interest and Sinking Fund. Sai
the interest on and principal of
matures, are hereby pledged f
within the limit prescribed by la
collected for the purpose of mal
be appropriated from the City's
such debt service payments on
service on the Notes on the fir:
Section 8. CHAPTER 1
Chapter 1208, Texas Governr
pledge of the taxes granted bi
pledge is therefore valid, effec
while the Notes are outstandin
the Issuer under Section 7 of t
Chapter 9, Business & Commer
of the Notes the perfection of th
:t ad valorem taxes sufficient to provide for the payment of
the Notes as such interest comes due and such principal
om the ad valorem taxes of the Issuer for such payment,
tv. If sufficient ad valorem taxes have not been levied and
;ing debt service payments on Notes when due, there shall
general fund moneys sufficient to enable the City to make
a Payment Date including specifically the payment of debt
Payment Date therefor.
208, GOVERNMENT CODE, APPLIES TO THE NOTES.
lent Code, applies to the issuance of the Notes and the
the Issuer under Section 7 of this Ordinance, and such
Iive, and perfected. If Texas law is amended at any time
~ and unpaid such that the pledge of the taxes granted by
lis Ordinance is to be subject to the filing requirements of
ce Code, then in order to preserve to the registered owners
~= security interest in said pledge, the Issuer agrees to take
such measures as it determine:'; are reasonable and necessary under Texas law to comply
with the applicable provisions of Chapter 9, Business & Commerce Code and enable a
filing to perfect the security interest in said pledge to occur.
Section 9. REMEDIES 113F REGISTERED OWNERS. That in addition to all rights
and remedies of any registered owners of the Notes provided by the laws of the State of
Texas, the Issuer covenants and agrees that in the event the Issuer defaults in the
payment of the principal of o¥ interest on the Notes when due, or fails to make the
payments required by this Ordinance to be set forth in this Ordinance, the registered
owners of the Notes shall be entitled to a writ of mandamus issued by a court of proper
jurisdiction compelling and re~iuiring the City Council and other officers of the Issuer to
observe and perform any covenant, obligation or condition prescribed in this Ordinance.
No delay or omission by any registered owner to exercise any right or power accruing to
him upon default shall impair ar~y such right or power, or shall be construed to be a waiver
of any such default or acquiescence therein, and every such right or power may be
exercised from time to time ahd as often as may be deemed expedient. The specific
remedies mentioned in this Ordinance shall be available to the registered owners of the
Notes and shall be cumulative of all other existing remedies.
Section 10. TRANSFERS TO PAYING AGENT. That the Issuer further covenants
that on or before each Payment Date, or any redemption date, there shall be transferred
to the Paying Agent/Registrar an amount sufficient to pay the principal and interest
requirements due on the Notes as they become due and payable.
Section 11. USE OF NOTE PROCEEDS. That the proceeds of the issuance of the
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Notes shall be deposited in a designated account within the Issuer's general fund and
used to pay contractual obligations incurred or to be incurred in connection with the
purposes described in Sectior
Section 12~ INVESTME
(including investment earning.,
by law, including, without limits
(Chapter 2256, Texas Covert
however, that the Issuer beret:
be used as soon as practicabl
1 of this Ordinance.
:NTS. (a) That the City may place proceeds of the Notes
thereon) in time deposits or invest the same as authorized
[ion, the Public Funds Investment Act of 1987, as amended
~ment Code), and the City's investment policy; provided,
y covenants that the proceeds of the sale of the Notes will
.~ for the purposes for which the Notes are issued.
(b) Amounts received f~
after the payment of all projec
the extent not required to be c
148 of the Code, shall be pla
payment of debt service on th,
Section 13. SECURIT'~
this Ordinance shall be secur
public funds.
om the investment of the proceeds of the Notes remaining
: costs and the retirement of debt service on the Notes, to
eposited to a separate rebate fund as required by section
;ed into the Interest and Sinking Fund and used for the
Notes.
FOR FUNDS. That all deposits authorized or required by
~d to the fullest extent required by law for the security of
Section 14. DUTIES OF OFFICERS OF THE ISSUER. (a) That the Mayor, any
Authorized Representative an~t the City Manager are hereby instructed and directed to do
any and all things necessary reference to the maintenance of the Issuer and to make
money available for the payment of the Notes in the manner provided by law.
(b)
The City Secretary is authorized to execute the certificate to which this
Ordinance is attached on behalf of the City. The Mayor, any Authorized Representative
and the City Secretary are authorized to do any and all things proper and necessary to
carry out the intent of this Ordinance.
(c) The City Manager is hereby authorized to have control of the Notes and all
necessary records and proceedings pertaining to the Notes pending their delivery to the
Purchaser. The City Manager or the designee thereof is directed to submit for
investigation, examination and approval by the Attorney General of the State of Texas the
Notes and the proceedings aUthorizing their issuance, and to request the registration of
the Notes and the proceedings authorizing their issuance by the Comptroller of Public
Accounts of the State of TexaS.
Section 15. FEDERAL TAX COVENANTS. That the Issuer covenants to and with
the purchasers of the Notes 'to comply with the provisions of the Code. The Issuer's
covenant to comply with the Code shall include, without limitation, compliance with those
provisions of the Code regard!lng the timing of expenditure of proceeds of the Notes, the
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restriction on investment yields, the filing of information returns with the Internal Revenue
Service, and, if required by the ,Code, the rebate of excess arbitrage earnings to the United
States. Further, the Issuer cer
reasonably expected to be in E
the Issuer expects that the pro
cause the Notes or any portior
of section 148 of the Code, an~
Mayor and each Authorized
certifications of facts and estim
Issuer as of the date the Note
each Authorized Representat
circumstances and reasonabl
delivered and paid for regar¢
Moreover, the Issuer covenanl
investments of proceeds of the
procedures, including, without
may be required so that the int,
income for federal income tax I:
the proceeds of the Notes will
part of the Notes to become a '
of the Code. In complying witl
to rely upon an opinion of Bon
ifies that based upon all facts and estimates now known or
xistence on the date the Notes are delivered and paid for,
;eeds of the Notes will not be used in a manner that would
of the Notes to be an "arbitrage bond" within the meaning
I the regulations prescribed thereunder. Furthermore, the
Representative is authorized and directed to provide
ates that are material to the reasonable expectations of the
~ are delivered and paid for. In padicular, the Mayor and
ve is authorized to certify for the Issuer the facts and
~ expectations of the Issuer on the date the Notes are
lng the amount and use of the proceeds of the Notes.
s to make such use of the proceeds of the Notes, regulate
Notes, take such other and further actions and follow such
limitation the method of calculating yield on the Notes, as
;rest on the Notes shall continue to be excluded from gross
urposes under the Code. The Issuer further covenants that
not be used directly or indirectly so as to cause all or any
private activity bond" within the meaning of section 141 (a)
~ the provisions of this Section, the Issuer shall be entitled
Counsel.
In furtherance thereof, (he Issuer covenants as follows:
(a) to take ar~y action to assure that no more than ten percent of the
proceeds of the Notes ~less am,ounts deposited to a reserve fund, if any) are used
for any "private busine~ss use,' as defined in section 141(b)(6) of the Code or, if
more than ten percent Of the proceeds are so used, that amounts, whether or not
received by the Issuer, With respect to such private business use, do not, under the
terms of this Ordinance ~or any underlying arrangement, directly or indirectly, secure
or provide for the payment of more than ten percent of the debt service on the
Notes, in contraventior~ 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 subsection (a) hereof exceeds five percent of the proceeds of the
Notes (less amounts deposited into a reserve fund, if any), then the amount in
excess of five 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
governmental use;
(c) to take any action to assure that no amount which is greater than the
lesser of $5,000,000, (~r five percent of the proceeds of the Notes (less amounts
deposited into a reserve fund, if any), is directly or indirectly used to finance loans
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to persons, other than state or local governmental units, in contravention of
section141(c) of the Code;
(d) to refrain'
Notes being treated as"
of the Code;
(e) to refrain
"federally guaranteed"
(f) to refrain f
or indirectly, to acquire
to acquire investment p~
produces a materially hi
property acquired with
rom taking any action which would otherwise result in the
)rivate activity bonds" within the meaning of section 141(b)
tom taking any action that would result in the Notes being
/ithin the meaning of section 149(b) of the Code;
'om using any portion of the proceeds of the Notes, directly
}r to replace funds which were used, directly or indirectly,
operty (as defined in section 148(b)(2) of the Code) which
]her yield over the term of the Notes, other than investment
(1) pro;eeds of the Notes invested for a reasonable temporary
period of three y~ ars or less or, in the case of a refunding bond, for a period
of 30 days or les,, until such proceeds are needed for the purpose for which
the notes are iss, led,
(2) amounts invested in a bona fide debt service fund, within the
meaning of section 1.148-1 (b) of the Treasury Regulations, and
(3) amounts deposited in any reasonably required reserve or
replacement fund to the extent such amounts do not exceed ten percent of
the proceeds of the Notes;
(g) to otherwise restrict the use of the proceeds of the Notes or amounts
treated as proceeds of ihe Notes, as may be necessary, so that the Notes do not
otherwise contravene tlhe requirements of section 148 of the Code (relating to
arbitrage) and, to the extent applicable, section 149(d) of the Code (relating to
advance refundings); arid
(h) to pay to tl~e United States of America at least once during each five-
year period (beginning on the date of delivery of the Notes) 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 Notes 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.
In order to facilitate compliance with the above clause (h), a "Rebate Fund" is hereby
established by the City for the sole benefit of the United States of America, and such
Rebate Fund shall not be subject to the claim of any other person, including without
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limitation the registered owners of the Bonds. The Rebate Fund is established for the
additional purpose of compliance with section 148 of the Code.
The Issuer understand.,
as defined in the Treasury Re
proceeds (if any) and proceed
issuance of the Bonds. It is thc
herein are intended to assure
promulgated by the U.S. Depa
regulations or rulings are here~
that the term "proceeds" includes "disposition proceeds"
]ulations and, in the case of refunding bonds, transferred
s of the refunded bonds expended prior to the date of the
, understanding of the Issuer that the covenants contained
compliance with the Code and any regulations or rulings
'tment of the Treasury pursuant thereto. In the event that
fter promulgated which modify, or expand provisions of the
Code, as applicable to the NIotes, the Issuer will not be required to comply with any
covenant contained herein to the extent that such modification or expansion, in the opinion
of Bond Counsel, will not adversely affect the exemption from federal income taxation of
interest on the Notes under section 103 of the Code. In the event that regulations or
rulings are hereafter promul~Jated which impose additional requirements which are
applicable to the Notes, the Issuer agrees to comply with the additional requirements to
the extent necessary, in the opinion of Bond Counsel, to preserve the exemption from
federal income taxation of intetrest on the Notes under section 103 of the Code.
Section 16. ALLOCATION OF, AND LIMITATION ON, EXPENDITURES FOR
ELIGIBLE PROJECTS. That the City covenants to account for on its books and records
the expenditure of proceeds from the sale of the Notes and any investment earnings
thereon to be used for the acquisition of Project by allocating proceeds to expenditures
within 18 months of the later of the date that (a) the expenditure on Project is made or (b)
each item of Project is acquired. The foregoing notwithstanding, the City shall not expend
such proceeds or investment earnings more than 60 days after the later of (a) the fifth
anniversary of the date of delivery of the Notes or (b) the date the Notes are retired, unless
the City obtains an opinion of Bond Counsel substantially to the effect that such
expenditure wilt not adversely affect the tax-exempt status of the Notes. For purposes of
this Section, the City shall not be obligated to comply with this covenant if it obtains an
opinion of Bond Counsel to the effect that such failure to comply will not adversely affect
the excludability for federal income tax purposes from gross income of the interest.
Section 17. DISPOSITION OF ELIGIBLE PROJECTS. That the City covenants that
any item of Project will not be sold or otherwise disposed in a transaction resulting in the
receipt by the City of cash or other compensation, unless the City obtains an opinion of
Bond Counsel substantially to the effect that such sale or other disposition will not
adversely affect the tax-exempt status of the Notes. For purposes of this Section, the
portion of the property comprising personal property and disposed of in the ordinary
course of business shall not be treated as a transaction resulting in the receipt of cash or
other compensation. For purposes of this Section, the City shall not be obligated to
comply with this covenant if it obtains an opinion of Bond Counsel to the effect that such
failure to comply will not adversely affect the excludability for federal income tax purposes
from gross income of the interest.
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Section 18. DAMAGED, ;MUTILATED, LOST, STOLEN, OR DESTROYED NOTES.
(a) Replacement Notes. That in the event any outstanding Note is damaged, mutilated,
lost, stolen, or destroyed, the Flaying Agent/Registrar shall cause to be printed, executed,
and delivered, a new Note of thee same principal amount, maturity, and interest rate, as the
damaged, mutilated, lost, stolen, or destroyed Note, in replacement for such Note in the
manner hereinafter provided.
(b) Application for Rep
mutilated, lost, stolen, or destn
to the Paying Agent/Registrar.
registered owner applying for
Paying Agent/Registrar such s
each of them harmless from an
of loss, theft, or destruction of;
to the Paying Agent/Registrar e
of such Note, as the case may
registered owner shall surrend
so damaged or mutilated.
(c) No Default Occurre
18, in the event any such Note
then continuing in the paymeni
lacement Notes. Application for replacement of damaged,
)yed Notes shall be made by the registered owner thereof
In every case of loss, theft, or destruction of a Note, the
~ replacement Note shall furnish to the Issuer and to the
acurity or indemnity as may be required by them to save
/ loss or damage with respect thereto. Also, in every case
Note, the registered owner shall furnish to the Issuer and
vidence to their satisfaction of the loss, theft, or destruction
be. In every case of damage or mutilation of a Note, the
~r to the Paying Agent/Registrar for cancellation the Note
:1. Notwithstanding the foregoing provisions of this Section
shall have matured, and no default has occurred which is
of the principal of, redemption premium, if any, or interest
on such Note, the Issuer ma~' authorize the payment of the same (without surrender
thereof except in the case qf a damaged or mutilated Note) instead of issuing a
replacement Note, provided security or indemnity is furnished as above provided in this
Section 18.
(d) Charge for Issui8g Replacement Notes. Prior to the issuance of any
replacement Note, the Paying ~gent/Registrar shall charge the registered owner of such
Note with all legal, printing, and other expenses in connection therewith. Every
replacement Note issued pursL~ant to the provisions of this Section 17 by virtue of the fact
that any Note is lost, stolen, or destroyed shall constitute a Note of the Issuer whether or
not the lost, stolen, or destroyed Note shall be found at any time, or be enforceable by
anyone, and shall be entitled to all the benefits of this Ordinance equally and
proportionately with any and all other Notes duly issued under this Ordinance.
(e) Authority for issuing Replacement Notes. In accordance with Subchapter
D of Chapter 1201, this Sectlon 18 of this Ordinance shall constitute authority for the
issuance of any such replacerflent Note without necessity of further action by the Issuer
or any other body or person, and the duty of the replacement of such Notes is hereby
authorized and imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar
shall authenticate and deliver such replacement Notes in the form and manner and with
the effect, as provided in Section 5(a) of this Ordinance for Notes issued in conversion and
exchange of other Notes.
-10-
Section 19. CONTINUING DISCLOSURE UNDERTAKING. (a) Annual Reports.
That the City shall provide annually to each NRMSIR and any SID, within 180 days after
the end of each Fiscal Year e
data with respect to the City
financial statements so to be
accounting principles descril
commissions an audit of suci'
during which they must be pro
then the City shall provide un~
further shall provide audited
NRMSIR and any SID, when
If the City changes its F
change (and of the date of th~
City otherwise would be reqL
pursuant to this Section.
lding in or after 2003, financial information and operating
of the general type described in Exhibit C hereto. Any
provided shall be (1) prepared in accordance with the
)ed in Exhibit C hereto and (2) audited, if the City
statements and the audit is completed within the period
/ideal If audited financial statements are not so provided,
udited financial statements when due under the Rule and
nancial statements for the applicable Fiscal Year to each
nd if audited financial statements become available.
iscal Year, it will notify each NRMSIR and any SID of the
, new Fiscal Year end) prior to the next date by which the
ired to provide financial information and operating data
The financial informatio~q and operating data to be provided pursuant to this Section
may be set forth in full in one ol more documents or may be included by specific reference
to any document (including Cn official statement or other offering document, if it is
available from the MSRB) thattheretofore has been provided to each NRMSlR and any
SlD or filed with the SEC.
(b) Material Event Notices The City shall notify any SID and either each NRMSIR
or the MSRB, in a timely manner, of any of the following events with respect to the Notes,
if such event is material within the meaning of the federal securities laws:
Principal and interest payment delinquencies;
Non-payment related defaults;
Unscheduled draws on debt service reserves reflecting financial
difficulties;
Unscheduled draws on credit enhancements reflecting financial
difficulties;
Substitution of credit or liquidity providers, or their failure to perform;
Adverse tax opinions or events affecting the tax-exempt status of the
Notes;
Modifications to rights of holders of the Notes;
Note calls;
Defeasances;
Release, substitution, or sale of property securing repayment of the
Notes; and
Rating changes.
The City shall notify any SID and either each NRMSIR or the MSRB, in a timely
manner, of any failure by the City to provide financial information or operating data in
-11-
accordance with subsection (a) of this Section by the time required thereby.
(c) Limitations, Discla
observe and perform the cover
long as, the City remains an
meaning of the Rule, except t
subsection (b) of this Section
longer to be an "obligated per.,
The provisions of this S~
owners of the Notes, and nothir
or any legal or equitable right, i
undertakes to provide only the
and notices which it has expres
hereby undertake to provide a
complete presentation of the
undertake to update any inform
except as expressly provided
warranty concerning such info
Notes at any future date.
imers, and Amendments. The City shall be obligated to
ants specified in this Section for so long as, but only for so
"obligated person" with respect to the Notes within the
~at the City in any event will give the notice required by
)f any Note calls and defeasance that cause the City no
~ction are for the sole benefit of the holders and beneficial
~g in this Section, express or implied, shall give any benefit
emedy, or claim hereunder to any other person. The City
'inancial information, operating data, financial statements,
~ly agreed to provide pursuant to this Section and does not
~y other information that may be relevant or material to a
~,ity's financial results, condition, or prospects or hereby
~tion provided in accordance with this Section or otherwise,
herein. The City does not make any representation or
'mation or its usefulness to a decision to invest in or sell
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER
OR BENEFICIAL OWNER OF/~NY NOTE OR ANY OTHER PERSON, IN CONTRACT OR
TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY
THE CITY, WHETHER NEGqlGENT OR WITHOUT FAULT ON ITS PART, OF ANY
COVENANT SPECIFIED IN T~IS SECTION, BUT EVERY RIGHTAND REMEDY OF ANY
SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH
BREACH SHALL BE LIMITEID 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 i$ 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 Sect~ion, as so amended, would have permitted an underwriter
to purchase or sell Notes in the primary offering of the Notes in compliance with the Rule,
taking into account any amen~Jments 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
-12-
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 Notes
consent to such amendment ~or (b) a person that is unaffiliated with the City (such as
nationally recognized bond co .~nsel) determines that such amendment will not materially
impair the interests of the h(
amends the provisions of th
information or operating data
Section an explanation, in na~
impact of any change in the t
The City may also amend or re
if the SEC amends or repea
jurisdiction enters judgment th
the extent that the provisions
lawfully purchasing or selling
Section 20. DEFEASI
interest on and redemption p~
retired and no longer outstan~
extent provided by subsectio~
redemption premium, if any, or
(whether such due date be b!
(i) shall have been made or cz
(ii) shall have been provided f(
paying agent (or escrow agent
such payment, (1) money suffi
as hereinafter defined in this $
of national reputation, to matu~
Iders and beneficial owners of the Notes. If the City so
s Section, it shall include with any amended financial
next provided in accordance with subsection (a) of this
rative form, of the reasons for the amendment and of the
pe of financial information or operating data so provided.
eal the provisions of this continuing disclosure requirement
the applicable provision of the Rule or a court of final
~t such provisions of the Rule are invalid, but only if and to
of this sentence would not prevent an underwriter from
,Iotes in the primary offering of the Notes.
~NCE. (a) Deemed Paid. That the principal of and/or
emium, if any, on any Note shall be deemed to be paid,
ling within the meaning of this Ordinance, except to the
~ (d) of this Section, when payment of the principal of,
~ such Note, plus interest thereon to the due date thereof
' reason of maturity, upon redemption, or otherwise) either
used to be made in accordance with the terms thereof, or
,r by irrevocably depositing with, or making available to, a
I therefor, in trust and irrevocably set aside exclusively for
;lent to make such payment, (2) Defeasance Obligations,
ection, certified by an independent public accounting firm
as to principal and interest in such amounts and at such
times as will insure the availabillity, without reinvestment, of sufficient money to make such
payment, and all necessary and proper fees, compensation, and expenses of such paying
agent pertaining to the Notes with respect to which such deposit is made shall have been
paid or the payment thereof provided for to the satisfaction of such paying agent, or (3) any
combination of (1) and (2) abovle, and when (i) any required notice of redemption has been
given or irrevocable provisions for the giving of such notice shall have been made and (ii)
proper arrangements have been made by the City with each such paying agent for the
payment of its services until after all of the Notes so defeased shall have become due and
payable. At such time as a Ndte shall be deemed to be paid hereunder, as aforesaid, it
shall no longer be secured by Or entitled to the benefit of this Ordinance or a lien on and
pledge of the security granted in support of the payment of the Notes, and shall be entitled
to payment solely from such money or Defeasance Obligations, and shall not be regarded
as outstanding for any purposes other than payment, transfer, and exchange.
(b) Retention of Rights. Notwithstanding the provisions of subsection (a), to the
extent that, upon the defeasance of any Notes to be paid at maturity, the City retains the
right, pursuant to Section 1207.033(c), Texas Government Code, to later call such Notes
for redemption in accordance with the provisions thereof, the City may call such Notes for
-13-
redemption upon (1) in the proceedings providing for the defeasance of Notes, the City
expressly reserves the right to call Notes for redemption, (2) the City giving notice of the
reservation of that right to the owners of such Notes immediately following the
establishment of the defeasa~
reservation be included in a~
satisfaction of the provisions o
Notes were being defeased at
and the effect of the redemptio
provisions made for the paym~
~ce escrow, and (3) the City directing that notice of the
ly redemption notices that it may authorize, and upon
subsection (a) with respect to such Notes as though such
he time of the exercise of the option to redeem such Notes
~ is taken into account in determining the sufficiency of the
,nt of such Notes.
(c) Investments, Any ~scrow agreement or other instrument entered into by the
City and a paying agent pursugnt to which the money and/or Defeasance Obligations are
being held by such paying agent for the payment of such Notes may contain provisions
permitting the investment or r(~investment of such moneys in Defeasance Obligations or
the substitution of other DefeaSance Obligations upon the satisfaction of the requirements
specified in subsection (a)(i) ~
hands of the paying agent pur
of the Notes, the redemption p
such money has been so depo
in writing by the City, and upor
permitted under state law.
(d) Federal Income Ta
be made or accepted under sut
deposit which would cause sug
of section 148 of the Code.
~r (ii). All income from all Defeasance Obligations in the
;uant to this Section which is not required for the payment
'emium, if any, and interest thereon, with respect to which
;ited, shall be remitted to the City, or deposited as directed
receipt of an opinion of bond counsel that such transfer is
Consideration. The City covenants that no deposit will
~section (a)(ii) of this Section and no use made of any such
Notes to be treated as arbitrage bonds within the meaning
(e) Defeasance Obligations. For the purpose of this Section, the term
"Defeasance Obligations" shall mean (i) direct, noncallable obligations of the United States
of America, including obligatior
of America, (ii) noncallable obli
of America, including obligatic
agency or instrumentality and
authorizing the issuance of re'
with the issuance of refunding
s that are unconditionally guaranteed by the United States
ations of an agency or instrumentality of the United States
ns that are unconditionally guaranteed or insured by the
hat, on the date the City adopts or approves proceedings
unding bonds or, if such defeasance is not in connection
bonds, on the date the City provides for the funding of an
escrow to effect the defeasadce of the Notes, are rated as to investment quality by a
nationally recognized investment rating firm not less than AAA or its equivalent, and (iii)
noncallable obligations of a state or an agency or a county, municipality, or other political
subdivision of a state that haVe been refunded and that, on the date the City adopts or
approves proceedings authorizing the issuance of refunding bonds or, if such defeasance
is not in connection with the issuance of refunding bonds, on the date the City provides for
the funding of an escrow to effect the defeasance of the Notes, are rated as to investment
quality by a nationally recognized investment rating firm not less than AAA or its
equivalent.
(f) Continuing Duty of Paying Agent/Registrar. Until all Notes defeased under
this Section of this Ordinance shall become due and payable, the Paying Agent/Registrar
for such Notes shall perform the services of Paying Agent/Registrar for such Notes the
same as if they had not been defeased, and the City shall make proper arrangements to
provide and pay for such services.
Section 21. SALE OF
Bank (the "Purchaser"), at a pri,
Note in the principal amount
hereof shall be delivered to ti'
exchange such Notes as provi
Section 22. TERMS
attached hereto are hereby in¢
IOTES. That the sale of the Notes to Zions First National
;e of par, is hereby authorized, ratified and confirmed. One
naturing on each maturity date as set forth in Section 2
e Purchaser, and the Purchaser shall have the right to
ted in Section 5 hereof without cost.
~ICORPORATED. That the terms defined in Exhibit A
orporated by reference.
Section 23. MISCELLANEOUS PROVISIONS. (a) Preamble. The preamble to
this Ordinance shall be consi~dered an integral part of this Ordinance, and is herein
incorporated as part of the bo~y of this Ordinance for all purposes.
(b) Immediate Effect. '~his Ordinance shall be effective immediately from and after
its passage in accordance wit~ the provisions of Section 1201.028, Texas Government
Code. i
(c) Open Meeting. It islhereby officially found and determined that the meeting at
which this Ordinance was paS~ed was open to the public, and public notice of the time,
place and purpose of said meeting was given, all as required by Chapter 551, Texas
Government Code, as amended.
(d) Rules of Construction. The words "herein", "hereof" and "hereunder" and
other words of similar import r~fer to this Ordinance as a whole and not to any particular
Section or other subdivision. F__kcept where the context otherwise requires, terms defined
in this Ordinance to impart the isingular number shall be considered to include the plural
number and vice versa. References to any named person means that party and its
successors and assigns. References to any constitutional, statutory or regulatory
provision means such provision as it exists on the date this Ordinance is adopted by the
City and any future amendments thereto or successor provisions thereof. Any reference
to the payment of principal in this Ordinance shall be deemed to include the payment of
any mandatory sinking fund redemption payments as may be described herein. Any
reference to FORM OF NOTE shall refer to the form attached to this Ordinance as Exhibit
B.
(e) Inconsistent Provisions. All orders and resolutions, or parts thereof, which are
in conflict or inconsistent with any provision of this Ordinance are hereby repealed and
declared to be inapplicable, and the provisions of this Ordinance shall be and remain
controlling as to the matters prescribed herein.
-15-
SIGNED AND SEALED THIS 10TH DAY OF DECEMBER, 2002.
City Secretary
City of Corpus Christi, Texas
APPROVED:
(SEAL)
-16-
EXHIBIT A
"Chapter 1201" shall mean Chapter 1201, Texas Government Code.
"Chapter 1431" shall mean Chapter 1431, Texas Government Code.
"Authorized Denominat!on" shall mean Notes in the denomination of $5,000 or any
integral multiple thereof, i
"Authorized Representative" shall mean one or more of the following officers or
employees of the City, acting in concert or individually, to-wit: the City Manager, any
Assistant City Manager, or suqh other officer or employee of the City designated in writing
by the City Council to act as an Authorized Representative.
"Bond Counsel" shall mean McCall, Parkhurst & Horton L.L.P., or such other
attorney or firm of attorneys oI such are nationally recognized as having expertise in the
practice of tax-exempt municil~al finance law as approved by the City.
"City" or "Issuer" shall mean the City of Corpus Christi, Texas.
"City Council" shall mean the City Council of the Issuer, its governing body.
"Code" shall mean the Internal Revenue Code of 1986, as amended.
"Fiscal Year" shall mean the twelve-month period ending July 31, or any
consecutive twelve-month period declared by the City to be its fiscal year.
"Interest and Sinking Fund" shall mean he C~ty of Corpus Chnsth Texas Tax Notes
Series 2003 Interest and Sinking Fund" established by this Ordinance.
"MSRB" shall mean the Municipal Securities Rulemaking Board.
"Notes" shall mean the "City of Corpus Christi, Texas, Tax Notes, Series 2003",
issued in the aggregate principal amount of $2,150,000. The term "Notes" shall mean and
include the Notes initially issued and delivered pursuant to this Ordinance (including the
Initial Notes) and all substitute Notes exchanged therefor, as well as all other substitute
Notes and replacement Notes issued pursuant to the Ordinance, and the term "Note" shall
mean any of the Notes.
"NRMSlR" shall mean each person whom the SEC or its staff has determined to be
a nationally recognized municipal securities information repository within the meaning of
the Rule from time to time.
"Ordinance" shall mean the Ordinance adopted by the Issuer authorizing the
issuance of the Notes.
"Paying Agent/Registrar" shall mean JPMorgan Chase Bank.
A-1
"Payment Date" shall mean each date interest or principal on the Notes shall be due
and payable.
"Purchase Agreement" Shall mean the Note Purchase Agreement between the City
and the Purchaser, executed il~ connection with the sale and delivery of the Notes.
"Registration Books"
transfer and exchange of the
"Rule" shall mean SEC
"SEC" shalt mean the U
all mean the books or records for the registration of the
otes.
:~ule 15c2-12, as amended from time to time.
qited States Securities and Exchange Commission.
"SlD" shall mean any pearson designated by the State or an authorized department,
officer, or agency thereof '
as,i and determined by the SEC or its staff to be, a state
information depository within tlhe meaning of the Rule from time to time.
"State" shall mean the ;tate of Texas.
A~2
EXHIBIT B
FORM OF NOTE
NO. R-
PRINCIPAL
AMOUNT
$
U~ITED STATES OF AMERICA
~ STATE OF TEXAS
COUNTIEES OF NUECES AND SAN PATRICIO
CITy OF CORPUS CHRISTI, TEXAS
TAX NOTE,
SERIES 2003
INTEREST DATE OF MATURITY
RATE INITIAL DIELIVERY DATE CUSIP NO.
3.68%
JANUARy 14, 2003
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
ON THE MATURITY DATE specified above, the CITY OF CORPUS CHRISTI,
TEXAS, in Nueces County, TeJ~as (the "Issuer"), being a political subdivision of the State
of Texas, hereby promises to pay to the Registered Owner set forth above, or registered
assigns (hereinafter called the "registered owner") the principal amount set forth above
and interest thereon from the !Date of Initial Delivery of this Note as set forth above, on
September 1,2003 and on each March 1 and September 1 thereafter to the maturity date
specified above, or the date fixed for redemption, at the interest rate per annum specified
above; except that if the Paying Agent/Registrar's Authentication Cedificate appearing on
the face of this Note is dated later than September 1, 2003, such interest is payable on
each March 1 and September I following such date.
THE PRINCIPAL OF AND INTEREST ON this Note are payable in lawful money of
the United States of America, without exchange or collection charges. The principal of this
Note shall be paid to the registered owner hereof upon presentation and surrender of this
Note at maturity or the date fixed for redemption prior to maturity at the designated
corporate trust office in Dallas, Texas of JPMorgan Chase Bank, which is the "Paying
Agent/Registrar" for this Note. The payment of interest on this Note shall be made by the
Paying Agent/Registrar to the registered owner hereof on each interest payment date by
check or draft, dated as of such interest payment date, drawn by the Paying
Agent/Registrar on, and payable solely from, funds of the Issuer required by the Ordinance
authorizing the issuance of this Note (the "Ordinance") to be on deposit with the Paying
B-1
Agent/Registrar for such purpese as hereinafter provided; and such check or draft shall
be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid,
on each such interest payment date, to the registered owner hereof, at its address as it
appeared on the fifteenth day of the month next preceding each such date (the "Record
Date") on the Registration BOoks kept by the Paying Agent/Registrar, as hereinafter
described. Any accrued interest due at maturity shall be paid to the registered owner upon
presentation and surrender o~ this Note for payment at the designated corporate trust
office of the Paying Agent/Reg
IN THE EVENT ora non
30 days thereafter, a new recor
will be established by the Payi
such interest have been receiv
of the scheduled payment dat~
shall be 15 days after the Spe~
prior to the Special Record Da~
address of each registered o,
Agent/Registrar at the close of
of mailing of such notice.
istrar.
· payment of interest on a scheduled payment date, and for
:1 date for such interest payment (a "Special Record Date")
ng Agent/Registrar, if and when funds for the payment of
~d from the Issuer. Notice of the Special Record Date and
, of the past due interest ("Special Payment Date", which
;iai Record Date) shall be sent at least five business days
e by United States mail, first class postage prepaid, to the
vner appearing on the registration books of the Paying
business on the last business day next preceding the date
IF THE DATE for the pa~Yment of the principal of or interest on this Note shall be a
Saturday, Sunday, a legal holi~lay, or a day on which banking institutions in the City where
the designated corporate truest 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 dot such a Saturday, Sunday, legal holiday, or day on which
banking institutions are authc~rized to close; and payment on such date shall have the
same force and effect as if maUe on the original date payment was due.
THE ISSUER COVENANTS with the registered owner of this Note that on or before
the principal and interest payment date for this Note it will make available to the Paying
Agent/Registrar, from the "Interest and Sinking Fund" created by the Ordinance, the
amounts required to provide for the payment, in immediately available funds, of all princi-
pal of and interest on the Notes, when due.
THIS NOTE, dated as of January 1,2003, is one of the series of notes authorized
by the Ordinance to be issued in the aggregate principal amount of $2,150,000. This Note,
and the series of which it is a part, is authorized pursuant to Chapter 1431, Texas
Government Code ("Chapter 1431"), and issued for the purpose of PAYING
CONTRACTUAL OBLIGATIONS INCURRED OR TO BE INCURRED FOR THE
PURCHASE OF A BUILDING FOR THE CITY'S AUTHORIZED NEEDS AND PURPOSES,
THE CONSTRUCTION OF RENOVATIONS AND THE PURCHASE OF MATERIALS,
SUPPLIES AND EQUIPMENT IN CONNECTION THEREWITH. This Note and the series
of which it is a part is issued pursuant to the Ordinance passed and adopted by the City
Council of the Issuer and duly recorded in the minutes of said City Council, as authorized
by the Constitution and laws of the State of Texas, including Chapter 1431.
B-2
ON ANY DATE, the Notes of this Series may be redeemed prior to their scheduled
maturities, at the option of the Issuer, with funds derived from any available and lawful
source, as a whole, or in part (provided that a portion of a Note may be redeemed only in
an integral multiple of $5,000), at the redempt on pr ce indicated below (expressed as a
percentage of par value) plus accrued interest to the date fixed for redemption, to-wit:
Redemption Peri
~d
Redemption Price (%)
Date of Initial Delivery throu ;Ih December 31,2003 101.00
January 1, 2004 through De ;ember 31, 2004 100.55
January 1, 2005 through De ;ember 31,2005 100.40
January 1, 2006 through De :ember 31,2006 100.30
January 1, 2007 through De~ember 31, 2007 100.20
January 1, 2008 and thereafter 100.10
The years of maturity of the Nptes called for redemption at the option of the Issuer prior
to stated maturity shall be selected by the Issuer. The Notes or portions thereof redeemed
within a maturity shall be sele~;ted at random and by lot by the Paying Agent/Registrar;
provided, that during any peridd in which ownership of the Notes is determined only by a
book entry at a securities depository for the Notes, if fewer than all of the Notes of the
same maturity and bearing the ~same interest rate are to be redeemed, the particular Notes
of such maturity and bearing Such interest rate shall be selected in accordance with the
arrangements between the Issuer and the securities depository.
AT LEAST 30 days prior to the date fixed for any such redemption, a written notice
of such redemption shall be given to the registered owner of each Note or a portion thereof
being called for redemption by depositing such notice in the United States mail, first-class
postage prepaid, addressed to each such registered owner at his address shown on the
Registration Books of the Paying Agent/Registrar. 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 Note 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 mailed, and if due provision for such payment is made, all as
provided above, this Note, or the portion hereof which is to be so redeemed, thereby auto-
matically shall be redeemed prior to its scheduled maturity, and shall not bear interest after
the date fixed for its redemption, and shall not be regarded as being outstanding except
for the right of the registered owner to receive the redemption price plus accrued interest
to the date fixed for redemption from the Paying Agent/Registrar out of the funds provided
for such payment. The Paying Agent/Registrar shall record in the Registration Books all
such redemptions of principal Of this Note or any portion hereof. If a portion of any Note
shall be redeemed a substitute Note or Notes having the same maturity date, bearing
interest at the same rate, in any denomination or denominations in any integral multiple
of $5,000, at the written request of the registered owner, and in aggregate principal
amount equal to the unredeemed 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 Ordinance.
B-3
ALL NOTES OF THIS SERIES are issuable solely as fully registered Notes, without
interest coupons, in the denomination of any integral multiple of $5,000 (an "Authorized
Denomination"). As provided in the Ordinance, this Note may, at the request of the
registered owner or the assignee or assignees hereof, be assigned transferred, converted
into and exchanged for a like aggregate principal amount of fully registered Notes, without
interest coupons, payable to the appropriate registered owner, assignee or assignees, as
the case may be, having the same denomination or denominations in any Authorized
Denomination as requested ir~ writing by the appropriate registered owner, assignee or
assignees, as the case may bE, upon surrender of this Note to the Paying Agent/Registrar
~ce with the form and procedures set forth in the Ordinance.
for cancellation, all in accorda~
Among other requirements for
and surrendered to the Payin
assignment, in form and w~
Agent/Registrar, evidencing a
such assignment and transfer, this Note must be presented
;] Agent/Registrar, together with the proper instruments of
Ih guarantee of signatures satisfactory to the Paying
ssignment of this Note or any portion or portions hereof in
any Authorized Denominationito the assignee or assignees in whose name or names this
Note or any such portion or iportions hereof is or are to be registered. The form of
Assignment printed or endorsed on this Note may be executed by the registered owner to
evidence the assignment hereof, but such method is not exclusive, and other instruments
of assignment satisfactory to the Paying Agent/Registrar may be used to evidence the
assignment of this Note or any portion or portions hereof from time to time by the
registered owner. In the case of the assignment, transfer, conversion or exchange of a
Note or Notes or any portion Or portions thereof, the reasonable standard or customary
fees and charges of the Paying Agent/Registrar will be paid by the Issuer. In any
circumstance, any taxes or governmental charges required to be paid with respect thereto
shall be paid by the one requesting such assignment, transfer, conversion or exchange,
as a condition precedent to the exercise of such privilege. The Paying Agent/Registrar
shall not be required (i) to make any such transfer, conversion or exchange during the
period beginning at the openir~g of business 30 days before the day of the first mailing of
a notice of redemption and ending at the close of business on the day of such mailing, or
(ii) to transfer, convert or excl~ange any Notes so selected for redemption scheduled to
occur within 30 calendar days; provided, however, such limitation of transfer shall not be
applicable to an exchange by the registered owner of an unredeemed balance of a Note
called for redemption in part.
IN THE EVENT any Paying Agent/Registrar for the Notes is changed by the Issuer,
resigns, or otherwise ceases tO act as such, the Issuer has covenanted in the Ordinance
that it promptly will appoint a campetent and legally qualified substitute therefor, and cause
written notice thereof to be mailed to the registered owners of the Notes.
IT IS HEREBY CERTIFI!ED AND REPRESENTED that this Note has been duly and
validly authorized, issued and delivered; that all acts, conditions and things required or
proper to be performed, exist and be done precedent to or in the authorization, issuance
and delivery of this Note have been performed, existed and been done in accordance with
law; that this Note constitutes an obligation of said Issuer; and that annual ad valorem
taxes sufficient to provide for the payment of the interest on and principal of this Note, as
B-4
such interest comes due and such principal matures, have been levied and ordered to be
levied against all taxable property in said Issuer, and have been pledged from the Issuer's
annual ad valorem tax for such payment, within the limits prescribed by law. Reference
is made to the Ordinance for a more complete description of the Issuer's obligation to
provide for the payment of the principal of and interest on the Notes. By acceptance of this
Note, the registered owner expressly assents to all provisions of the Ordinance.
IN WITNESS WHEREqF, the Issuer has caused this Note to be signed with the
manual or facsimile signature pf the Mayor of said City, and attested with the manual or
facsimile signature of the City ~Secretary and the official seal of the Issuer has been duly
affixed to, or impressed, or pla~ed in facsimile, on this Note.
(signature)
City Secretary
City of Corpus Christi, Texas
(signature)
Mayor,
City of Corpus Christi, Texas
(SEAL)
B-5
FORM OF ASSIGNMENT
ASSIGNMENT
For value received, the ur~dersigned hereby sells, assigns and transfers unto
Please insert Social Security ( r Taxpayer
Identification Number of Trans Ieree
(Please i~rint or typewrite name and address,
inc uding zip code of Transferee)
the within Note and all rights thbreunder, and hereby irrevocably constitutes and appoints
, attorney, to register the transfer of the
within Note on the books kept ~or 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 Note in every particular, with-
out alteration or enlargement or any
change whatsoever.
FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATF
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
It is hereby certified th
Ordinance described in the te
and that this Note has been is
portion of a note or notes of ar
authorized were approved by
Dated:
at this Note has been issued under the provisions of the
(t of this Note; that this Note has been duly authenticated;
~ued in exchange for or replacement of a note, notes, or a
~ issue, the proceedings pursuant to which such issue was
:he Attorney General of the State of Texas.
JPMORGAN CHASE BANK
Dallas, Texas
Paying Agent/Registrar
By
Authorized Representative
FORM OF COMPhrROLLER'S REGISTRATION CERTIFICATE:
(only to acco~npany the Initial Notes to be delivered at
cl(~sing to the purchaser thereof)
OFFICE OF COMPTROLLER
STATE OF TEXAS
REGISTER NO.
I thereby certify that this Note has been examined, certified as to validity, and
approved by the Attorney Ge~neral of the State of Texas and that this Note has been
registered by the Comptroller of Public Accounts of the State of Texas.
Witness my sigrlature and seal this
Comptroller of Public Accounts of
the State of Texas
(SEAL)
B-7
Exhibit C
to
Ordinance
DESCRIPTIONiOF ANNUAL FINANCIAL INFORMATION
The following information is referred to in Section 14 of this Ordinance.
Annual Financial Statement~and Operating Data
The financial informatio~ and operating data with respect to the City to be provided
annually in accordance with s¢ch Section are as specified below:
The information describ
Revenues", "General Expens
Taxes", "Solid Waste Operatic
The "Combined Finan~
;d in the tables "Debt Payable from Taxes", "General Fund
.s, Valorem Taxes", "Municipal Hotel Occupancy
ns", and "The Tax Increment Financing Act"; and
:iai Statements of the City of Corpus Christi, Texas",
commencing with the Fiscal Ybar ended July 31, 2001.
Accounting Principles
The accounting principles referred to in such Section are the accounting principles
described in the notes to the financial statements referred to in paragraph 1 described
above, as such principles may be changed from time to time to comply with state law or
regulation.
c-1
THE STATE OF TEXAS
COUNTIES OF NUECES AND SAN PATRIClO
CITY OF CORPUS CHRISTI
I, Armando Chapa, City Secretary of the City of Corpus Christi, in the State of Texas, do
hereby certify that I have compaled the attached and foregoing excerpt from the minutes of the
regular, open, public meeting o~ the City Council of the City of Corpus Christi, Texas held on
December 10, 2002, and of the Qrdinance authorizing the issuance of Tax Notes, which was duly
passed at said meeting, and that said copy is a true and correct copy of said excerpt and the
whole of said ordinance.
In testimony whereof, I halve set my hand and have hereunto affixed the seal of said City
of Corpus Christi, this 10th day Cf December, 2002.
(SEAL)
City Secretary of the
City of Corpus Christi, Texas
Corpus Christi, Texas
TO THE MEMBERS OF THE CFI
Corpus Christi, Texas
For the reasons set forth in the emert
requiring suspension of the Charter
regular meetings: l/we, therefore,
ordinance finally on the date it is in
Respectfully,
Y COUNCIL
:ency clause of the foregoing ordinance an emergency exists
rule as to consideration and voting upon ordinances at txvo
request that you suspend said Charter rule and pass this
troduced, or at the present meeting of the City Council.
Respectfully,
Council Members
Samuel L. Neal, Jr., Mayor × City of Corpus Christi
The above ordinance was passed b
Samuel L. Neal, Jr.
Brent Chesney
Javier D. Colmenero
the following vote:
Henry Garrett
Bill Kelly
Rex A. Kinnison
John Longoria
Jesse Noyola
Mark Scott