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HomeMy WebLinkAboutO-844-3-88ORDINANCE NO. 844-3-88 AN ORDINANCE authorizing the issuance of "CITY OF ALLEN, TEXAS, GENERAL OBLIGATION BONDS, SERIES 1988"; specifying the terms and features of said bonds; levying a continuing direct annual ad valorem tax for the payment of said bonds; and resolving other matters incident and related to the issuance, sale, payment and delivery of said bonds, including the approval and distribution of an Official Statement pertaining thereto; and providing an effective date. WHEREAS, the City Council of the City of Allen, Texas hereby finds and determines that $2,500,000 in principal amount of general obligation bonds approved and authorized to be issued at an election held on June 22, 1985 should be issued and sold at this time; a summary of the general obligation bonds authorized at said election, the principal amount authorized, amounts heretofore issued and being issued pursuant to this ordinance and amounts remaining to be issued subsequent hereto being as follows: Purpose Street Improvements and Drainage Parks Fire Fighting Facilities and Equipment Library Facilities Principal Amounts Amounts Amount Heretofore Being Amounts Authorized Issued Issued Remaining $9,970,000 $ 6,427,000 $ 250,000 $3,293,000 5,065,000 785,000 $2,525,000 2,265,000 150,000 458,000 -0- 300,000 2,100,000 2,650,000 327,000 125,000 AND WHEREAS, the City Council hereby reserves and retains the right to issue the balance of unissued bonds approved at said election in one or more installments when, in the judgment of the City Council, funds are needed to accomplish the purposes for which such bonds were voted; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY,OF ALLEN, TEXAS: Ordinance No. 844-3-88 SECTION 1: Authorization - Designation - Principal Amount - Purpose. General obligation bonds of the City shall be and are hereby authorized to be issued in the aggregate principal amount of $2,500,000, to be designated and bear the title "CITY OF ALLEN, TEXAS, GENERAL OBLIGATION BONDS, SERIES 1988" (hereinafter referred to as the "Bonds"), for the purpose of making permanent public improvements and public purposes, to wit: $250,000 for street improvements, including drainage incident thereto, the purchase of equipment and machinery for making such improvements and the acquisition of land and right-of-way therefor; $150,000 for acquiring or improving, or both, land for parks; $2,100,000 for constructing and equipping library facilities, in accordance with authority conferred at the aforesaid election and in conformity with the Constitution and laws of the State of Texas. SECTION 2: Fully Registered Obligations - Bond Date - Authorized Denominations - Stated Maturities - Interest Rates. The Bonds shall be issued as fully registered obligations only, shall be dated April 1, 1988 (the "Bond Date"), shall be in denominations of $5,000 or any integral multiple (within a Stated Maturity) thereof, and shall become due and payable on September 1 in each of the years and in principal amounts (the "Stated Maturities") and bear interest at the rate(s) per annum in accordance with the following schedule: YEAR OF PRINCIPAL INTEREST MATURITY INSTALLMENTS RATE 1989 125,000 1.`o 1990 100,000 q.cl() 1991 120,000 <7-A 0 1992 105,000 .q p 1993 135,000 1994 120,000 1995 150,000 1996 130,000 (0.5 % 1997 170,000 to . r "� % 1998 155,000 Ly .% 1999 190,000 -1 QD % 2000 260,000 1.00 % 2001 740,000 1 .Oa % The Bonds shall bear interest on the unpaid principal amounts from the Bond Date at the rate(s) per annum shown above in this Section (calculated on the basis of a 360 -day year of twelve 30 -day months). Interest on the Bonds shall be payable on March 1 and September 1 in each year, commencing September 1, 1988. -2- Ordinance No. 844-3-88 SECTION 3: Terms of Payment - Paying Agent/Registrar. The principal of, premium, if any, and the interest on the Bonds, due and payable by reason of maturity, redemption or otherwise, shall be payable only to the registered owners or holders of the Bonds (hereinafter called the "Holders") appearing on the registration and transfer books (the "Security Register") maintained by the Paying Agent/Registrar and the payment thereof shall be in any coin or currency of the United States of America, which at the time of payment is legal tender for the payment of public and private debts, and shall be without exchange or collection charges to the Holders. The selection and appointment of MTrust Corp, National Association to serve as Paying Agent/Registrar for the Bonds is hereby approved and confirmed. The City covenants to maintain and provide a Paying Agent/Registrar at all times until the Bonds are paid and discharged, and any successor Paying Agent/Registrar shall be a bank, trust company, financial institution 'or other entity qualified and authorized to serve in such capacity and perform the duties and services of Paying Agent/Registrar. Upon any change in the Paying Agent/Registrar for the Bonds, the City agrees to promptly cause a written notice thereof to be sent to each Holder by United States Mail, first class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Principal of and premium, if any, on the Bonds shall be payable at the Stated Maturities or the redemption thereof, only upon presentation and surrender of the Bonds to the Paying Agent/Registrar at its principal offices in Dallas, Texas (the "Designated Payment/Transfer Office"). Interest on the Bonds shall be paid to the Holders whose name appears in the Security Register at the close of business on the Record Date (the 15th day of the month next preceding each interest payment date) and shall be paid by the Paying Agent/Registrar (i) by check sent United States Mail, first class postage prepaid, to the address of the Holder recorded in the Security Register or (ii) by 'such other method, acceptable to the Paying Agent/ Registrar, requested by, and at the risk and expense of, the Holder. If the date for the payment of the principal of or interest on the Bonds shall be a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the City where the Designated Payment/Transfer 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 -3- Ordinance No. 844-3-88 which is not such a Saturday, Sunday, legal holiday, or day on which banking institutions are authorized to close; and payment on such date shall have the same force and effect as if made on the original date payment was due. In the event of a nonpayment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a "Special Record Date") will be established by the Paying Agent/ Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States Mail, first class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. SECTION 4: Redemption. (a) Optional Redemption. The Bonds having Stated Maturities on and after September 1, 1999, shall be subject to redemption prior to maturity, at the option of the City, in whole or in part in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity by lot by the Paying Agent/Registrar), on September 1, 1998 or on any date thereafter at the redemption price of par plus accrued interest to the date of redemption. (b) Exercise of Redemption Option. At least forty-five (45) days prior to a redemption date for the Bonds (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall notify the Paying Agent/Registrar of the decision to redeem Bonds, the principal amount of each Stated Maturity to be redeemed, and the date of redemption therefor. The decision of the City to exercise the right to redeem Bonds shall be entered in the minutes of the governing body of the City. (c) Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall treat such Bonds as representing the number of Bonds Outstanding which is obtained by dividing the principal amount of such Bonds by $5,000 and shall select the Bonds to be redeemed within such Stated Maturity by lot. -4- Ordinance No. 844-3-88 (d) Notice of Redemption. Not less than thirty (30) days prior to a redemption date for the Bonds, a notice of redemption shall be sent by United States Mail, first class postage prepaid, in the name of the City and at the City's expense, to each Holder of a Bond to be redeemed in whole or in part at the address of the Holder appearing on the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of, the redemption price for the Bonds, or the principal amount thereof to be redeemed, shall be made at the Designated Payment/Transfer Office of the Paying Agent/Registrar only upon presentation and surrender thereof by the Holder. If a Bond is subject by its terms to prior redemption and has been called for redemption and notice of redemption thereof has been duly given as hereinabove provided, such Bond (or the principal amount thereof to be redeemed) shall become due and payable and interest thereon shall cease to accrue from and after the redemption date therefor; provided moneys sufficient for the payment of such Bond (or of the principal amount thereof to be redeemed) at the then applicable redemption price are held for the purpose of such payment by the Paying Agent/Registrar. SECTION 5: Registration - Transfer - Exchange of Bonds - Predecessor Bonds. A Security Register relating to the registration, payment, and transfer or exchange of the Bonds shall at all times be kept and maintained by the City at the Designated Payment/Transfer Office of the Paying Agent/Registrar, as provided herein and in accordance with the provisions of an agreement with the Paying Agent/Registrar and such rules and regulations as the Paying Agent/Registrar and the City may prescribe. The Paying Agent/Registrar shall obtain, record, and maintain in the Security Register the name and address of each and every owner of the Bonds issued under and pursuant to the provisions of this Ordinance, or if appropriate, the nominee thereof. Any Bond may be transferred or exchanged for Bonds of other authorized denominations by the Holder, in person or by his duly authorized agent, upon -5- Ordinance No. 844-3188 surrender of such Bond to the Paying Agent/Registrar at the Designated Payment/Transfer Office for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Upon surrender of any Bond for transfer at the Designated Payment/Transfer .Office of the Paying Agent/ Registrar, one or more new Bonds shall be registered and issued to the assignee or transferee of the previous Holder; such Bonds to be in authorized denominations, of like Stated Maturity and of a like aggregate principal amount as the Bond or Bonds surrenderd for transfer. At the option of the Holder, Bonds may be exchanged for other Bonds of authorized denominations and having the same Stated Maturity, bearing the same rate of interest and of like aggregate principal amount as the Bonds surrendered for exchange, upon surrender of the Bonds to be exchanged at the Designated Payment/Transfer Office of the Paying Agent/ Registrar. Whenever any Bonds are surrendered for exchange, the Paying Agent/Registrar shall register and deliver new Bonds to the Holder requesting the exchange. All Bonds issued shall be delivered Payment/Transfer Office by United States Mail, Holders, and, upon the same shall be the valid same obligation to pay, this Ordinance, as the exchange. in any transfer or exchange of Bonds to the Holders at the Designated of the Paying Agent/Registrar or sent first class, postage prepaid to the registration and delivery thereof, the obligations of the City, evidencing the and entitled to the same benefits under Bonds surrendered in such transfer or All transfers or exchanges of Bonds pursuant to this Section shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any tax or other governmental charges required to be paid with respect to such transfer or exchange. Bonds cancelled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be "Predecessor Bonds," evidencing all or a portion, as the case may be, of the same obligation to pay evidenced by the new Bond or Bonds registered and delivered in the exchange or transfer therefor. Additionally, the term "Predecessor Bonds" shall include any mutilated, lost, destroyed, or stolen Bond for which a replacement Bond has been issued, registered and Ordinance No. 844-3-88 delivered in lieu thereof pursuant to the provisions of Section 10 hereof and such new replacement Bond shall be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond. Neither the City nor the Paying Agent/ Registrar shall be required to issue or transfer to an assignee of a Holder any Bond called for redemption, in whole or in part, within 45 days of the date fixed for the redemption of such Bond; provided, however, such limitation on transferability shall not be applicable to an exchange by the Holder of the unredeemed balance of a Bond called for redemption in part. SECTION 6: Execution - Registration. The Bonds shall be executed on behalf of the City by the Mayor under its seal reproduced or impressed thereon and countersigned by the City Secretary. The signature of said officers on the Bonds may be manual or facsimile. Bonds bearing the manual or facsimile signatures of individuals who are or were the proper officers of the City on the Bond Date shall be deemed to be duly executed on behalf of the City, notwithstanding that such individuals or either of them shall cease to hold such offices at the time of delivery of the Bonds to the initial purchaser(s) and with respect to Bonds delivered in subsequent exchanges and transfers, all as authorized and provided in the Bond Procedures Act of 1981, as amended. No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Bond either a certificate of registration substantially in the form provided in Section 8C, manually executed by the Comptroller of Public Accounts of the State of Texas, or his duly authorized agent, or a certificate of registration substantially in the form provided in Section 8D, manually executed by an authorized officer, employee or representative of the Paying Agent/Registrar, and either such certificate duly signed upon any Bond shall be conclusive evidence, and the only evidence, that such Bond has been duly certified, registered and delivered. SECTION 7: Initial Bond(s). The Bonds herein authorized shall be initially issued either (i) as a single fully registered bond in the total principal amount of $2,500,000 with principal installments to become due and payable as provided in Section 2 hereof and numbered T-1, or (ii) as thirteen (13) fully registered bonds, being one bond for each year of maturity in the applicable principal amount and denomination and to be numbered consecutively from T-1 and upward (hereinafter called the "Initial Bond(s)") and, in either case, the Initial Bond(s) shall be registered in the -7- Ordinance No. 844-3-88 name of the initial purchaser(s) or the designee thereof. The Initial Bond(s) shall be the Bonds submitted to the Office of the Attorney General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the initial purchaser(s). Any time after the delivery of the Initial Bond(s), the Paying Agent/ Registrar, pursuant to written instructions from the initial purchaser(s), or the designee thereof, shall cancel the Initial Bond(s) delivered hereunder and exchange therefor definitive Bonds of authorized denominations, Stated Maturities, principal amounts and bearing applicable interest rates for transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and in accordance with such written instructions from the initial purchaser(s), or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 8: Forms. A. Forms Generally. The Bonds, the Registration Certificate of the Comptroller of Public Accounts of the State of Texas,' the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Bonds, shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification (including identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Bankers Association) and such legends and endorsements (including insurance legends in the event the Bonds, or any maturities thereof, are purchased with insurance and any reproduction of an opinion of counsel) thereon as may, consistently herewith, be established by the City or determined by the officers executing such Bonds as evidenced by their execution. Any portion of the text of any Bonds may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Bond. The definitive Bonds shall be printed, lithographed, or engraved or produced in any other similar manner, all as determined by the officers executing such Bonds as evidenced by their execution, but the Initial Bond(s) submitted to the Attorney General of Texas may be typewritten or photocopied or otherwise reproduced. Ordinance No. 844-3-88 B. Form of Definitive Bond. REGISTERED NO. UNITED STATES OF AMERICA STATE OF TEXAS CITY OF ALLEN, TEXAS, GENERAL OBLIGATION BOND, SERIES 1988 Bond Date: Interest Rate: Stated Maturity: April 1, 1988 Registered Owner: REGISTERED CUSIP NO: Principal Amount: DOLLARS The City of Allen, Texas (hereinafter referred to as the "City"), a body corporate and political subdivision in the County of Collin, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner named above, or the registered assigns thereof, on the Stated Maturity date specified above the Principal Amount hereinabove stated (or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the unpaid principal amount hereof from the Bond Date at the per annum rate of interest specified above computed on the basis of a 360 -day year of twelve 30 -day months; such interest being payable on March 1 and September 1 in each year, commencing September 1, 1988. Principal of this Bond is payable at its Stated Maturity or redemption to the registered owner hereof, upon presentation and surrender, at the Designated Payment/Transfer Office of the Paying Agent/Registrar executing the registration certificate appearing hereon, or its successor. Interest is payable to the registered owner of this Bond (or one or more Predecessor Bonds, as defined in the Ordinance hereinafter referenced) whose name appears on the "Security Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date", which is the 15th day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the registered owner recorded in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. All payments of principal of, premium, if any, and interest on this Bond shall be without exchange or collection charges to the owner hereof and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Ordinance No. 844-3-88 This Bond is one of the series specified in its title issued in the aggregate principal amount of $2,500,000 (herein referred to as the "Bonds") for the purpose of making permanent public improvements and public purposes, to wit: $250,000 for street improvements, including drainage incident thereto, the purchase of equipment and machinery for making such improvements and the acquisition of land and right-of-way therefor; $150,000 for acquiring or improving, or both, land for parks; and $2,100,000 for constructing and equipping library facilities, under and in strict conformity with the Constitution and laws of the State of Texas and pursuant to an Ordinance adopted by the City Council of the City (herein referred to as the "Ordinance"). The Bonds maturing on and after September 1, 1999, may be redeemed prior to their Stated Maturities, at the option of the City, in whole or in part in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity by lot by the Paying Agent/Registrar), on September 1, 1998, or on any date thereafter, at the redemption price of par, together with accrued interest to the date of redemption and upon 30 days prior written notice being sent by United States Mail, first class postage prepaid, to the registered owners of the Bonds to be redeemed, and subject to the terms and provisions relating thereto contained in the Ordinance. If this Bond (or any portion of the principal sum hereof) shall have been duly called for redemption and notice of such redemption duly given, then upon such redemption date this Bond (or the portion of the principal sum hereof to be redeemed) shall become due and payable, and interest thereon shall cease to accrue from and after the redemption date therefor, provided moneys for the payment of the redemption price and the interest on the principal amount to be redeemed to the date of redemption are held for the purpose of such payment by the Paying Agent/Registrar. In the event of a partial redemption of the principal amount of this Bond, payment of the redemption price of such principal amount shall be made to the registered owner only upon presentation and surrender of this Bond to the Paying Agent/Registrar at the Designated Payment/Transfer Office and there shall be issued, without charge therefor to the registered owner hereof, a new Bond or Bonds of like maturity and interest rate in any authorized denominations provided by the Ordinance for the then unredeemed balance of the principal sum hereof. If this Bond is selected for redemption, in whole or in part, the City and the Paying Agent/Registrar shall not be required to transfer this Bond to an assignee of the registered owner within 45 days of the redemption date therefor; provided, however, such limitation on transferability -10- Ordinance No. 844-3-88 shall not be applicable to an exchange by the registered owner of the unredeemed balance hereof in the event of its redemption in part. The Bonds are payable from the proceeds of an ad valorem tax levied, within the limitations prescribed by law, upon all taxable property in the City. Reference is hereby made to the Ordinance, a copy of which. is on file in the Designated Payment/Transfer Office of the Paying Agent/Registrar, and to all of the provisions of which the owner or holder of this Bond by the acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the transfer or exchange of this Bond; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the Holders; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be discharged at or prior to its maturity or redemption, and deemed to be no longer Outstanding thereunder; and for other terms and provisions contained therein. Capitalized terms used herein have the meanings assigned in the Ordinance. This Bond, subject to certain limitations contained in the Ordinance, may be transferred on the Security Register only upon its presentation and surrender at the Designated Payment/Transfer Office of the Paying Agent/Registrar, with the Assignment hereon duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by, the registered owner hereof, or his duly authorized agent. When a transfer on the Security Register occurs, one or more new fully registered Bonds of the same Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the same aggregate principal amount will be issued by the Paying Agent/Registrar to the designated transferee or transferees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the registered owner whose name appears on the Security Register (i) on the Record Date as the owner entitled to payment of interest hereon, (ii) on the date of surrender of this Bond as the owner entitled to payment of principal hereof at its Stated Maturity or its redemption, in whole or in part, and (iii) on any other date as the owner for all other purposes, and neither the City nor the Paying Agent/ Registrar, or any agent of either, shall be affected by notice to the contrary. In the event of nonpayment of interest on a scheduled payment date and for thirty (30) days thereafter, a new record date for such interest payment (a "Special Record Date") will be established by the Paying Agent/Registrar, if -11- Ordinance No. 844-3-88 and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five (5)' business days prior to the Special Record Date by United States Mail, first class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the.last business day next preceding the date of mailing of such notice. It is hereby certified, recited, represented and declared that the City is a body corporate and political subdivision duly organized and legally existing under and by virtue of the Constitution and laws of the State of Texas; that the issuance of the Bonds is duly authorized by law; that all acts, conditions and things required to exist and be done precedent to and in the issuance of the Bonds to render the same lawful and valid obligations of the City have been properly done, have happened and have been performed in regular and due time, form and manner as required by the Constitution and laws of the State of Texas, and the Ordinance; that the Bonds do not exceed any Constitutional or statutory limitation; and that due provision has been made for the payment of the principal of and interest on the Bonds by the levy of a tax as aforestated. In case any provision in this Bond shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The terms and provisions of this Bond and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. IN WITNESS WHEREOF, the City Council of the City has caused this Bond to be duly executed under the official seal of the City as of the Bond Date. COUNTERSIGNED: City Secretary (SEAL) CITY OF ALLEN, TEXAS Mayor -12- Ordinance No. 844-3-88 C. *Form of Registration Certificate of Comptroller of Public Accounts to appear on Initial Bond(s) only. REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER OF PUBLIC ACCOUNTS ( REGISTER NO. THE STATE OF TEXAS I HEREBY CERTIFY that this Bond has been examined, certified as to validity and approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal of office this Comptroller of Public Accounts of the State of Texas (SEAL) D. Form of Certificate of Paying Agent/Registrar to appear on Definitive Bonds only. REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Bond has been duly issued and registered under the provisions of the within -mentioned Ordinance; the bond or bonds of the above entitled and designated series originally delivered having been approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts, as shown by the records of the Paying Agent/Registrar. The principal offices of the Paying Agent/Registrar located in Dallas, Texas, is the "Designated Payment/Transfer Office" for this Bond. MTRUST CORP, NATIONAL ASSOCIATION as Paying Agent/Registrar Registration Date: By Authorized Signature *NOTE TO PRINTER: Do Not Print on Definitive Bonds -13- Ordinance No. 844-3-88 E. Form of Assiqnment. ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print or typewrite name, address, and zip code of transferee:).................................. ................................................................. ................................................................ (Social Security or other identifying number: ................. ......... ........) the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints ............... ................................................................ attorney to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. DATED: NOTICE: The signature on this Signature guaranteed: assignment must correspond with the name of the registered owner ............................. as it appears on the face of the within Bond in every particular. F. The Initial Bond(s) shall be in the form set forth in paragraph B of this Section, except that the form of the single fully registered Initial Bond shall be modified as follows: (i) immediately under the name of the bond the headings "Interest Rate and "Stated Maturity shall both be completed "as shown below"; (ii) Paragraph one shall read as follows: Registered Owner: Principal Amount: Dollars The City of Allen, Texas (hereinafter referred to as the "City"), a body corporate and municipal corporation in the County of Collin, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner named above, or the registered assigns thereof, the Principal Amount hereinabove stated on September 1 in each of the years and in principal installments in accordance with the following schedule: -14- Ordinance No. 844-3-88 YEAR OF PRINCIPAL INTEREST MATURITY INSTALLMENTS RATE (Information to be inserted from schedule in Section 2 hereof). (or so much principal thereof as shall not have been prepaid prior to maturity) and to pay interest on the unpaid Principal Amount hereof from the Bond Date at the per annum rates of interest specified above computed on the basis of a 360 -day year of twelve 30 -day months; such interest being payable on March 1 and September 1 in each year, commencing September 1, 1988. Principal installments of this Bond are payable in the year of maturity or on a prepayment date to the registered owner hereof by MTrust Corp, National Association (the "Paying Agent/Registrar"), upon its presentation and surrender, at its principal offices in Dallas, Texas (the "Designated Payment/Transfer Office" of the Paying Agent/ Registrar). Interest is payable to the registered owner of this Bond whose name appears on the "Security Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date", which is the 15th day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the registered owner recorded in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. All payments of principal of, premium, if any, and interest on this Bond shall be without exchange or collection charges to the owner hereof and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. SECTION 9: Levy of Taxes. To provide for the payment of the "Debt Service Requirements" of the Bonds, being (i) the interest on the Bonds and (ii) a sinking fund for their redemption at maturity or a sinking fund of 2% (whichever amount is the greater), there is hereby levied, and there shall be annually assessed and collected in due time, form, and manner, a tax on all taxable property in the City, within the limitations prescribed by law, and such tax hereby levied on each one hundred dollars' valuation of taxable property in the City for the Debt Service Requirements of the Bonds shall be at a rate from year to year as will be ample and sufficient to provide funds each year to pay the principal of and interest on said Bonds while Outstanding; full allowance being made for delinquencies and costs of collection; separate books and records relating to the receipt and disbursement of taxes levied, assessed and collected for and on account of the Bonds -15- Ordinance NO. 844-3-88 shall be kept and maintained by the City at all times while the Bonds are Outstanding, and the taxes collected for the payment of the Debt Service Requirements on the Bonds shall be deposited to the credit of a "Special 1988 Bond Account" (the "Interest and Sinking Fund") maintained on the records of the City and deposited in a special fund maintained at an official depository of the City's funds; and such tax hereby levied, and to be assessed and collected annually, is hereby pledged to the payment of the Bonds. Proper officers of the City are hereby authorized and directed to cause to be transferred to the Paying Agent/ Registrar for the Bonds, from funds on deposit in the Interest and Sinking Fund, amounts sufficient to fully pay and discharge promptly each installment of interest and principal of the Bonds as the same accrues or matures or comes due by reason of redemption prior to maturity; such transfers of funds to be made in such manner as will cause collected funds to be deposited with the Paying Agent/Registrar on or before each principal and interest payment date for the Bonds. Provided, however, in regard to the installment of interest to become due on the Bonds on September 1, 1988, sufficient current funds, including earnings to be realized from the investment of the proceeds of sale of the Bonds pending their expenditure for authorized purposes, will be available and are hereby appropriated to pay such interest payment; and proper officials of the City are hereby authorized and directed to transfer and deposit in the Interest and Sinking Fund such current funds (including earnings realized from the investment of the proceeds of sale of the Bonds) which, together with the accrued interest received from the purchaser of the Bonds, will be sufficient to pay the amount of interest due on the Bonds on September 1, 1988. SECTION 10: Mutilated - Destroyed - Lost and Stolen Bonds. In case any Bond shall be mutilated, or destroyed, lost or stolen, the Paying Agent/Registrar may execute and deliver a replacement Bond of like form and tenor, and in the same denomination and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Bond, or in lieu of and in substitution for such destroyed, lost or stolen Bond, only upon the approval of the City and after (i) the filing by the Holder thereof with the Paying Agent/ Registrar of evidence satisfactory to the Paying Agent/ Registrar of the destruction, loss or theft of such Bond, and of the authenticity of the ownership thereof and (ii) the furnishing to the Paying Agent/Registrar of indemnification in an amount satisfactory to hold the City and the Paying Agent/ Registrar harmless. All expenses and charges associated with -16- Ordinance No. 844-3-88 such indemnity and with the preparation, execution and delivery of a replacement Bond shall be borne by the Holder of the Bond mutilated, or destroyed, lost or stolen. Every replacement Bond issued pursuant to this- Section shall be a valid and binding obligation, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds; notwithstanding the enforceability of payment by anyone of the destroyed, lost, or stolen Bonds. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost or stolen Bonds. SECTION 11: Satisfaction of Obligation of City. If the City shall pay or cause to be paid, or there shall otherwise be _ paid to the Holders, the principal of, premium, if any, and interest on the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied under this Ordinance and all covenants, agreements, and other obligations of the City to the Holders shall thereupon cease, terminate, and be discharged and satisfied. Bonds or any principal amount(s) thereof shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when (i) money sufficient to pay in full such Bonds or the principal amount(s) thereof at maturity or to the redemption date therefor, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent, or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/ Registrar, or an authorized escrow agent, which Government Securities have been certified by an independent accounting firm to mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money, together with any moneys deposited therewith, if any, to pay when due the principal of and interest on such Bonds, or the principal amount(s) thereof, on and prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. The City covenants that no deposit of moneys or Government Securities will be made under this Section and no use made of any such deposit which would cause the Bonds to be treated as "arbitrage bonds" within the meaning of Section 148 of the. Internal Revenue Code of 1986, as amended, or regulations adopted pursuant thereto. -17- Ordinance No. 844-3-88 Any moneys so deposited with the Paying Agent/ Registrar, or an authorized escrow agent, and all income from Government Securities held in trust by the Paying Agent/ Registrar, or an .authorized' escrow agent, pursuant to this Section which is not required for the payment of the Bonds, or any principal amount(s) thereof, or interest thereon with respect to which such moneys have been so deposited shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and remaining unclaimed for a period of four (4) years after the Stated Maturity, or applicable redemption date, of the Bonds such moneys were deposited and are held in trust to pay shall upon the request of the City be remitted to the City against a written receipt therefor. Notwithstanding the above and foregoing, any remittance of funds from the Paying Agent/Registrar to the City shall be subject to any applicable _ unclaimed property laws of the State of Texas. The term "Government Securities", as used herein, means direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America,. which are non -callable prior to the respective Stated Maturities of the Bonds and may be United States Treasury Obligations such as the State and Local Government Series and may be in book -entry form. SECTION 12: Ordinance a Contract - Amendments - Outstanding Bonds. This Ordinance shall constitute a contract with the Holders from time to time, be binding on the City, and shall not be amended or repealed by the City so long as any Bond remains Outstanding except as permitted in this Section. The City may, without the consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the consent of Holders holding a majority in aggregate principal amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any of the provisions of this Ordinance; provided that, without the consent of all Holders of Outstanding Bonds, no such amendment, addition, or rescission shall (1) extend the time or times of payment of the principal of, premium, if any, and interest on the Bonds, reduce the principal amount thereof, the redemption price therefor, or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, premium, if any, or interest on the Bonds, (2) give any preference to any Bond over .any other Bond, or (3) reduce the aggregate principal amount of Bonds required to be held by Holders for consent to any such amendment, addition, or rescission. -18- Ordinance No. 844-3-88 The term "Outstanding" when used in this Ordinance with respect to Bonds means, as of the date of determination, all Bonds theretofore issued and delivered under this Ordinance, except: (1) those Bonds cancelled by the Paying Agent/Registrar or delivered to the Paying Agent/ Registrar for cancellation; (2) those Bonds deemed to be duly paid by the City in accordance with the provisions of Section 11 hereof by the irrevocable deposit with the Paying Agent/Registrar, or an authorized escrow agent, of money or Government Securities, or both, in the amount necessary to fully pay the principal of, premium, if any, and interest thereon to maturity or redemption, as the case may be, provided that, if such Bonds are to be redeemed, notice of redemption thereof shall have been duly given pursuant to this Ordinance or irrevocably provided to be given to the satisfaction of the Paying Agent/ Registrar, or waived; and (3) those mutilated, destroyed, lost, or stolen Bonds which have been replaced with Bonds registered and delivered in lieu thereof as provided in Section 10 hereof. SECTION 13: Covenants to Maintain Tax -Exempt Status. The City shall not use, permit the use of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction, or improvement of which is to be financed directly or indirectly with Gross Proceeds) in a manner which, if made or omitted, respectively, would cause the interest on any Bond to become includable in the gross income, as defined in section 61 of the Code, of the owner thereof for federal income tax purposes. Without limiting the generality of the foregoing, unless and until the City shall have received a written opinion of counsel nationally recognized in the field of municipal bond law to the effect that failure to comply with such covenant will not adversely affect the exemption from federal income tax of the interest on any Bond pursuant to Section 103 of the Code, the City agrees, covenants and represents that: (a) Definitions. When used in this Section, the following terms have the following meanings: "Code" means the Internal as amended by all legislation, before the Issue Date. -19- Revenue Code of 1986, if any, enacted on or Ordinance No. 844-3-88 "Gross Proceeds" when used with respect to the Bonds or any other issue of obligations of the City, means original proceeds, amounts received (including repayments of principal) as a result of investing the original proceeds of the issue, transferred proceeds, sinking fund proceeds, amounts invested in a reasonably required reserve or replacement fund, securities or obligations pledged by the City as security for payment of debt service on the Bonds or such other issue, and any other amounts used to pay debt service on the Bonds or such other issue, together with earnings from the investment of the foregoing. "Investment" means (1) a share of stock in a corporation or a right to subscribe for or to receive such a share, (2) any obligation, including United States Treasury bonds, notes, and bills and bank deposits, whether or not certified or interest bearing, but excluding obligations the interest on which is, in the opinion of counsel nationally recognized in the field of municipal bond law, excludable from the gross income of any owner thereof under the Code or the Internal Revenue Code of 1954, as amended to the date of issuance of such obligations, (3) any annuity contract, or any other deferred payment contract acquired to fund an obligation of the City, or (4) any other property held for investment. "Issue Date" means the date on which the Bonds are first authenticated and delivered to the initial purchasers against payment therefor. "Issue Price" of the Bonds of each Stated Maturity means the aggregate initial offering price of all the Bonds of such Stated Maturity to the public (exclusive of underwriters, dealers, bondhouses, brokers, and similar persons, or organizations acting in the capacity of underwriters or wholesalers) at which a substantial number of Bonds of such Stated Maturity are sold to the public, including accrued interest to the Issue Date, if any. -20- Ordinance No. 844-3=88 "Nonpurpose Investment" means any Investment in which Gross Proceeds of the Bonds are invested and which is not acquired to carry out the governmental purpose of the Bonds. "Purchase Price" of any Investment means (1) if a United States Treasury obligation acquired directly from the United States Treasury, the amount paid therefor, (2) if a certificate of deposit issued by a commercial bank, the bona fide bid price quoted by a dealer who maintains an active secondary market in such certificates of deposit, and (3) otherwise, generally the mean of the bid price and the offered price therefor on an established market on the day on which such Investment is purchased or contracted for or, if there are no bid prices and offered prices on such date, on the first day preceding such date for which there are bid prices and offered prices. "Yield" of (1) any Investment means the discount factor which, when used in computing the present value of all scheduled payments of principal of and interest on such Investment on the date such Investment is purchased with Gross Proceeds or otherwise allocated to Gross Proceeds, results in an amount equal to the Purchase Price thereof (but excluding any commissions), compounding semiannually, and (2) the Bonds means the discount factor which, when used in computing the present value on the Issue Date of all scheduled payments of principal of and interest on the Bonds, results in an amount equal to aggregate Issue Prices of the Bonds of each Stated Maturity, compounding semiannually. -21- Ordinance No. 844-3-88 (b) No Private Use or Private Payments. Except as permitted by section 141 of the Code and the regulations and rulings thereunder, the City shall, at all times prior to the last Stated Maturity of Bonds, (1) exclusively own, operate, and possess all property the acquisition, construction, or improvement of which is to be financed. directly or indirectly with Gross Proceeds of the Bonds and not use or permit the use of such Gross Proceeds or any property acquired, constructed, or improved with such Gross Proceeds in any activity carried on by any person or entity other than a state or local government, unless such use is solely as a member of the general public, or (2) not directly or indirectly impose or accept any charge or other payment for use of Gross Proceeds of the Bonds or any property the acquisition, construction, or improvement of which is to be financed directly or indirectly with such Gross Proceeds, other than taxes of general application within the City or interest earned on investments acquired with such Gross Proceeds pending application for their intended purposes. (c) No Private Loan. Except to the extent permitted by section 141 of the Code and the regulations and rulings thereunder, the City shall not use Gross Proceeds of the Bonds to make or finance loans to any person or entity other than a state or local government. For purposes of the foregoing covenant, such Gross Proceeds are considered to be "loaned" to a person or entity if (1) property acquired, constructed, or improved with such Gross Proceeds is sold or leased to such person or entity in a transaction which creates a debt for federal income tax purposes, (2) capacity in or service from such property is committed to such person or entity under a take -or -pay, output, or similar contract or arrangement, or (3) indirect benefits, or burdens and benefits of ownership, of such Gross Proceeds or any property acquired, constructed, or improved with such Gross Proceeds are otherwise transferred in a transaction which is the economic equivalent of a loan. (d) Not to Invest at Higher Yield. Except to the extent permitted by section 148 of the Code and the regulations and rulings thereunder, the City shall not, at any time prior to the final Stated Maturity of the Bonds, directly or indirectly invest Gross Proceeds of the Bonds in any Investment (or use such Gross Proceeds to replace money so invested), if as a result of such investment the Yield from the Issue Date of all Investments acquired with such Gross Proceeds (or with money replaced thereby) whether then held or previously disposed of, exceeds the Yield of the Bonds. -22- Ordinance No. 844-3-88 (e) Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the Code and the regulations and rulings thereunder, the City shall not take or omit to take any action which would cause the Bonds to be federally guaranteed within the meaning of section 149(b) of the Code and the regulations and rulings thereunder. (f) Information Report. The City shall timely file with the Secretary of the Treasury the information required by section 149(e) of the Code with respect to the Bonds on such form and in such place as such Secretary may prescribe. (g) No Rebate Required. The City warrants and represents that it satisfies the requirements of paragraph (2) and (3) of section 148(f) of the Code with respect to the Bonds without making the payments for the United States described in such section. Specifically, the City warrants and represents that �. - (1-) the City is a governmental unit with general taxing powers; (2) at least 95% of the Gross Proceeds of the Bonds will be used for the governmental activities of the City; (3) the aggregate face amount of all tax-exempt obligations issued or expected to be issued by the City (and all subordinate entities thereof) in the calendar year in which the Bonds are issued is not reasonably expected to exceed $5,000,000. SECTION 14: Qualified Tax Exempt Obligations. That in accordance with the provisions of paragraph (3) of subsection (b) of Section 265 of the Code, the City hereby designates the Bonds to be "qualified tax exempt obligations" in that the Bonds are not "private activity bonds" as defined in the Code and the reasonably anticipated amount of "qualified tax exempt obligations" to be issued by the City (including all subordinate entities of the City) for the calendar year in which the Bonds are issued will not exceed $10,000,000. SECTION 15: Sale of the Bonds. The sale of the Bonds to (herein refer -red to as the "Purchasers") at the price of par and accrued interest to the date of delivery plus a premium of $ is hereby approved and confirmed. Delivery of the Bonds to the Purchasers shall occur as soon as possible upon payment being made therefor in accordance with the terms of sale. -23- Ordinance No. 844-3-88 SECTION 16: Control and Custody of Bonds. The Mayor of the City shall be and is hereby authorized to take and have charge of all necessary orders and records pending investigation by the Attorney General of the State of Texas, including the printing and supply of definitive Bonds, and shall take and have charge and control of the Initial Bond(s) pending the approval thereof by the Attorney General, the registration thereof by the Comptroller of Public Accounts and the delivery thereof to the Purchasers. Furthermore, the Mayor, City Secretary, City Manager, and Director of Finance, any one or more of said officials, are hereby authorized and directed to furnish and execute such documents and certifications relating to the City and the issuance of the Bonds, including certifications as to facts, estimates, circumstances and reasonable expectations pertaining to the use, expenditure and investment of the proceeds of the Bonds, as may be necessary for the approval of the Attorney General, the registration by the Comptroller of Public Accounts and the delivery of the Bonds to the Purchasers, and, together with the City's financial advisor, bond counsel and the Paying Agent/Registrar, make the necessary arrangements for the delivery of the Initial Bond(s) to the Purchasers and the initial exchange thereof for definitive Bonds. SECTION 17: Official Statement. The Official Statement prepared in the initial offering and sale of the Bonds by the City, together with all addendas, supplements and amendments thereto issued on behalf of the City, is hereby approved as to form and content, and the City Council hereby finds that the information and data contained in said Official Statement pertaining to the City and its financial affairs is true and correct in all material respects and no material facts have been omitted therefrom which are necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. The use of such Official Statement in the reoffering of the Bonds by the Purchasers is hereby approved and authorized. SECTION 18: Notices to Holders - Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States Mail, first class postage prepaid, to the address of each Holder appearing in the Security Register at the close of business on the business day next preceding the mailing of such notice. -24- Ordinance No. 844-3-88 U In any case where notice to Holders is given by mail, neither the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Bonds. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice, either before or after the event with respect to which such notice is given, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 19: Cancellation. All Bonds surrendered for payment, redemption, transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly cancelled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar and, if not already cancelled, shall be promptly cancelled by the Paying Agent/ Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly cancelled by the Paying Agent/Registrar. All cancelled Bonds held by the Paying Agent/Registrar shall be returned to the City. SECTION 20: Printed Opinion. The Purchasers' obligation to accept delivery of the Bonds is subject to being furnished a final opinion of Fulbright & Jaworksi, Dallas, Texas, approving the Bonds as to their validity, said opinion to be dated and delivered as of the date of delivery and payment for the Bonds. Printing of a true and correct reproduction of said opinion on the reverse side of each of the definitive Bonds is hereby approved and authorized. SECTION 21: CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive Bonds shall be of no significance or effect as regards the legality thereof and neither the City nor attorneys approving the Bonds as to legality are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Bonds. SECTION 22: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the City, the Paying Agent/Registrar and the Holders, any right, remedy, or claim, legal or equitable, under or by reason of this Ordinance -25- Ordinance No. 844-3-88 or any provision hereof, this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the City, the Paying Agent/Registrar and the Holders. SECTION 23:' Inconsistent Provisions. All ordinances, orders or resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters contained herein. SECTION 24: Governing Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 25: Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 26: Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. SECTION 27: Severability. If any provision of this Ordinance or the application thereof to any circumstance shall be held to be invalid, the remainder of this Ordinance and the application thereof to other circumstances shall nevertheless be valid, and the City Council hereby declares that this Ordinance would have been enacted without such invalid provision. SECTION 28: Public Meeting. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by Article 6252-17, Vernon's Texas Civil Statutes, as amended. -26- Ordinance No. 844-3-88 SECTION 29: Effective Date. This Ordinance shall be in force and effect from and after its passage on the date shown below and it is so ordained. PASSED AND ADOPTED, this March 29, 1988. ATTEST: City Secretary (City Seal) 4 a 1 2 C CITY OF ALLEN, TEXAS 4�� A-4�� Ma or -27- CERTIFICATE OF CITY SECRETARY THE STATE OF TEXAS § COUNTY OF COLLIN § CITY OF ALLEN § I, the undersigned, City Secretary of the City of Allen, Texas, DO HEREBY CERTIFY as follows: 1. That on the 29th day of March, 1988, a special meeting of the City Council of the City of Allen, Texas was held at a meeting place within the City; the duly constituted members of the Council being as follows: JOE FARMER MAYOR FI JERRY WILSON ) MAYOR PRO TEM REX WOMACK ) BOBBY GLASS ) COUNCILMEMBERS dJIM WOLFE ) VVJIM PENDLETON ) JACK PENNINGTON ) all of said persons were present at said meeting, except the following: Among other business considered at said meeting, the attached ordinance entitled: "AN ORDINANCE authorizing the issuance of 'CITY OF ALLEN, TEXAS, GENERAL OBLIGATION BONDS, SERIES 1988'; specifying the terms and features of said bonds; levying a continuing direct annual ad valorem tax for the payment of said bonds; and resolving other matters incident and related to the issuance, sale, payment and delivery of said bonds, including the approval and distribution of an Official Statement pertaining thereto; and providing an effective date." was introduced and submitted to the Council for passage and adoption. After presentation and due consideration of the ordinance, and upon a motion being made by and seconded by , the ordinance was finally passed and adopted by the Council to be effective immediately by the following vote: 6 voted "For" 0 voted "Against" d abstained all as shown in the official Minutes of the Council for the meeting held on the aforesaid date. 2. That the attached ordinance is a true and correct copy of the original on file in the official records of the City; the duly qualified and acting members of the City Council of the City on the date of the aforesaid meeting are those persons shown above and,, according to the records of my office, advance notice of the time, place and purpose of the meeting was given to each member of the Council; and that said meeting, and the deliberation of the aforesaid public business, was open to the public and written notice of said meeting, including the subject of the above entitled ordinance, was posted and given in advance thereof in compliance with the provisions of Article 6252-17, Section 3A, V.A.T.C.S. IN WITNESS WHEREOF, I have hereunto signed my name officially and affixed the seal of said City, this the 29th day of March, 1988. (City Seal) -2- City Secret ry, City of Allen, Texas SOUTOWIST SIC001111S INCORPORATED March 23, 1988 ADDENDUM Re: CITY OF ALLEN, TEXAS (Collin County) $2,500,000 GENERAL OBLIGATION BONDS SERIES 1988 Selling: Tuesday, March 29, 1988 at 7:30 P.M., C.S.T. ****************** THE FOLLOWING RATINGS HAVE BEEN ASSIGNED TO THE ABOVE ISSUE: MOODY'S INVESTORS SERVICE - "Baa" STANDARD & POOR'S CORPORATION - "BBB" ****************** SOUTHWEST SECURITIES INCORPORATED Financial Consultant MEMBER: NEW YORK STOCK EXCHANGE, INC. 1201 ELM STREET, SUITE 4300 • DALLAS, TEXAS 75270 TELEPHONE (214) 651-1800 SIGNATURE AND NO -LITIGATION CERTIFICATE THE STATE OF TEXAS COUNTY OF COLLIN § WE, the undersigned, officials of the City of Allen, Texas (the "Issuer"), do hereby certify as follows: (1) This Certificate is executed and delivered with reference to the following described obligations: "CITY OF ALLEN, TEXAS, GENERAL OBLIGATION BONDS, SERIES 1988", dated April 1, 1988 (the "Bond Date"), in the aggregate principal amount of $2,500,000 (the "Bonds"). (2) The Bonds have been duly and officially executed by the undersigned with their manual or facsimile signature in the same manner appearing hereon, and the undersigned hereby adopt and ratify their respective signatures in the manner appearing on each of the Bonds whether in manual or facsimile form, as the case may be, as their true, genuine and official signatures. (3) On the Bond Date and on the date hereof, we were and are the duly qualified and acting officials of the Issuer indicated below. (4) The legally adopted proper and official corporate seal of the Issuer is impressed, imprinted or lithographed on all of the Bonds and impressed on this Certificate. , (5) No litigation of any nature is now pending before any federal or state court, or administrative body, or to,,our knowledge threatened, seeking to restrain or enjoin the issuance or delivery of the Bonds or questioning the issuance or sale of the Bonds, the authority or action of the governing body of the Issuer relating to the issuance or sale of the Bonds, the levy of taxes to pay the principal of and interest on the Bonds or materially affecting the assessment or col- lection of taxes to pay the principal of and interest on the Bonds; and that neither the corporate existence or boundaries of the Issuer nor the right to hold office of any member of the governing body of the Issuer or any other elected or appointed official of the Issuer is being contested or otherwise questioned. (6) No authority or proceeding for the issuance, sale or delivery of the Bonds, passed and adopted by the governing body of the Issuer, has been amended, repealed, revoked, rescinded or otherwise modified since the date of passage thereof, and all such proceedings and authority relating to the issuance and sale of the Bonds remain in full force and effect as of the date of this Certificate. EXECUTED AND DELIVERED this (Issuer's Seal) SIGNATURE OFFICIAL TITLE Mayor, City of Allen, Texas City Secretary, City of Allen, Texas The signatures of the persons subscribed above are hereby certified to be true and genuine. (Bank Seal) BY Au orized Officer -2- N d THE STATE OF TEXAS COUNTY OF COLLIN CITY OF ALLEN GENERAL CERTIFICATE IN I We, the undersigned, Mayor and City Secretary, respectively, of the City of Allen, Texas, DO HEREBY CERTIFY as follows: 1. The total principal amount of indebtedness of the City, including the proposed $2,500,000 "City of Allen, Texas, General Obligation Bonds, Series 1988", dated April 1, 1988, payable from ad valorem taxes levied and collected by the City is as follows: OUTSTANDING INDEBTEDNESS -----------------$17,836,000 SERIES 1988 BONDS------------------------ 2,500,000 TOTAL INDEBTEDNESS ---------------$20,336,000 2. A debt service requirement schedule for the City's above described outstanding indebtedness as well as the proposed $2,500,000 "City of Allen, Texas, General Obligation Bonds, Series 1988", dated April 1, 1988, is attached hereto as Exhibit A and made a part of this certificate for all purposes. 3. Certain duly qualified and acting officials of the City are as follows: JOE FARMER MAYOR JERRY WILSON MAYOR PRO TEM MARTY HENDRIX CITY SECRETARY JOE MCCARTY CITY MANAGER CHARLOTTE SMITH DIRECTOR OF FINANCE 4. That the assessed value of all taxable property (net of exemptions) in the City, as shown by the tax rolls for the year 1987, and which have been duly approved and are the latest official assessment of taxable property in the City is as follows: TOTAL ASSESSED TAXABLE VALUES OF REAL AND PERSONAL PROPERTY ------$909,182,396 5. The City is incorporated under the general laws of the State of Texas and is operating under the Home Rule Amendment to the Texas Constitution, Section 5, Article XI, as amended in 1912. The City Charter was adopted at an election held in the City for that purpose on January 20, 1979, and said Charter has not been amended since the date of the adoption thereof. 6. The City will have sufficient current funds available to pay the installment of interest to become due on September 1, 1988 on the "City of Allen, Texas, General Obligatin Bonds, Series 1988" (the "Bonds"); and there will be deposited in the "Special 1988 Bond Account" (created for the payment of the Bonds) such amount of current funds (including earnings realized from the investment of proceeds of sale of the Bonds) which, together with the accrued interest received from the purchaser of the Bonds, will be sufficient to pay the installment of interest to become due on the Bonds on September 1, 1988. WITNESS OUR HANDS AND THE SEAL OF THE CITY OF ALLEN, TEXAS, this the 29th day of March, 1988. (City Seal) May r, City of Allen, Texas City Secretar , City of Allen, Texas -2- March 29, 1988 Attorney General of Texas P.O. Box 12548 Capitol Station Austin, Texas 78711 Attention: Public Finance Division RE: $2,500,000 "City of Allen, Texas, General Obligation Bonds, Series 1988", dated April 1, 1988 Ladies and Gentlemen: Enclosed herewith is the Initial Bond of the above series and a Signature and No -Litigation Certificate relating thereto, executed and completed except as to date. When the record of proceedings relating to the issuance of the above referenced series and the Initial Bond have been approved by your office, this will be your authority to date the Signature and No -Litigation Certificate and deliver such Initial Bond to the Comptroller of Public Accounts for registration. Should any litigation develop affecting the issuance of the bonds or the security for the payment thereof, the undersigned or other official of the City will notify you at once by telephone or other means. You may thus be assured that the statements appearing in paragraphs 5 and 6 of the Signature and No -Litigation Certificate are accurate and complete at the time the bonds are finally approved unless notice to the contrary has been given in the manner aforementioned. Very truly yours, M or, City of Allen, Texas March 29, 1988 Ms. Arlene Chisholm Economic Analysis Center Comptroller's Department P. O. Box 13528, Capitol Station Austin, Texas 78711 Re: $2,500,000 "City of Allen, Texas, General Obligation Bonds, Series 1988", dated April 1, 1988 Dear Sir: When the Initial Bond of the series described above has been received from the Attorney General, please register the same on behalf of the City, and when so registered, forward it by overnight delivery to the firm of Fulbright & Jaworski, 2001 Bryan Tower, Suite 1400,- Dallas, Texas 75201, Attention: Ed H. Esquivel, for further handling under our instructions to them. It is further requested that three copies of the approving opinion of the Attorney General and Comptroller's Registration Certificate be enclosed with the Initial Bond when it is sent to said firm. Very truly yours, Ma r, City of Allen, Texas �I March 29, 1988 Messrs. Fulbright & Jaworski 2001 Bryan Tower, Suite 1400 Dallas, Texas 75201 Re: $2,500,000 "City of Allen, Texas, General Obligation Bonds, Series 1988", dated April 1, 1988 Gentlemen: Enclosed you will find four Certificates as to Tax Exemption executed but undated. At such time as the above described bonds are delivered to the purchaser, you are authorized to complete and date each of these ' certificates. Very truly yours, Ma or, City of Allen, Texas MTrust Corp, National 1717 Main Street, 12th Dallas, Texas 75201 March 29, 1988 Association Floor Attention: Debt Administration Division Re: $2,500,000 "City of Allen, Texas, General Obligation Bonds, Series 1988", dated April 1, 1988 Ladies and Gentlemen: Delivery of the above described obligations to the initial purchasers shown below is to occur at your bank on or about April 28, 1988. Such delivery is to be accomplished with a single fully registered obligation (the "Initial Obligation") which you will be receiving from the City's bond counsel, Fulbright & Jaworski, 2001 Bryan Tower, Suite 1400, Dallas, Texas 75201 (214/969-0022). When the City's bond counsel has forwarded the Initial Obligation together with their approving opinion, you are authorized to deliver the Initial Obligation to the initial purchasers, to wit: Ar e,,,1,0z /l%kTc. n Avacmrre , or their order, upon payment being made for the obligations in immediately available funds in accordance with the terms of sale. Furthermore, when funds are received in settlement for the payment of the Bonds, please transmit all amounts received by the fastest means available to the City's depository bank, confirm such transfer by calling depository bank. and at the City's In regard to the delivery of the obligations to the initial purchasers, the following documents are enclosed herewith to be completed, executed and dated, as the case may be, when payment has occurred, to wit: 1. Four copies of a Signature and No -Litigation Certificate. 2. Four copies of a Certificate as to Official Statement. 3. Four copies of a Receipt for Payment. �I When said documents have been completed and dated, one copy of the Signature and No -Litigation Certificate and the Certificate as to Official Statement is to be released to the initial purchasers, together with Bond Counsel's approving opinion, and the remaining copies are to be returned to Bond Counsel at the address shown above. One copy of the Receipt for Payment is to be retained by your bank and the remaining three copies should be sent to Bond Counsel with the other closing..documents enclosed herewith. Furthermore, should any litigation be filed or instituted which would cause the statements appearing in the Signature and No -Litigation Certificate to be incorrect or untrue or should a circumstance or event occur which would cause the certifications in the Certificate as to Official Statement to be incorrect or misleading, the undersigned or other proper official of the City will notify you and Bond Counsel at once by telephone or other means. You and Bond Counsel, therefore, can be assured that, unless advised otherwise by the City, the statements pertaining to no -litigation appearing in the Signature and No -Litigation Certificate and the certifications in the Certificate as to Official Statement are accurate and complete prior to and at the time of the delivery of the Initial Obligation. May r, City of Allen, Texas AFFIDAVIT AND PROOF OF PUBLICATION THE STATE OF TEXAS COUNTY OF COLLIN BEFORE NIE, the undersigned authority, on this day personally appeared R. NVAYNE `VEDGENVORTH, who having been by me duly sNN orn, on oath deposes and says: That he is publisher of THE ALLEN AMERICAN, a newspaper published in Collin County, Texas, not less l'reyuently than oncc a week, having a general circulation in said county, and having been published regularly and continuously for more than twelve months prior to publishing Public Notice Ordinance No. 844-3-'88 of which the attached is a true and written copy, and which was published in THE ALLEN AMERICAN on April 6 and April 10. 1988 and which was issued on April 6, 1988 / City, of/All/6'n of Collin County, Texas. A printed copy of said publication is a2r, 14ce . rve SUBSCRIBED AND SWORN to bc`iore me this 1 1 day of Ma / A. D. 1988 Publisher's fee S 1(,. (8® Notary Pu6c in and for Collin County, Texas Evelyn E. Currie Commission Expires 2/25/89 CITY OF ALLEN PUBLIC NOTICE 1 Notice is hereby given that the following ordinance was adopted by the Allen City. Council in a called - in special meeting held on Tuesday, March 29, 1988 (Title only): Ordinance No. 844-3-88: An Ordinance Authorizing the Issuance of "City of Allen lTexas, General Obligation Bonds, Series 11988'; Specifying the Terms and Features of Said Bonds; Levying a Continuing Direct rAnnual Ad Valorem Tax for the Payment of Said Bonds; and Resolving Other Matters Incident and Related to the Issuance, Sale? Payment and Delivery of Said Bonds! Including the Approval and Distribution of an Official Statement Pertaining Thereto! and Providing an Effective Date. A copy of this ordinance may be read or, purchased in the Office of the City Secret ary, City of Allen, One Butler Circle, AIIeni Texas. Marry Hendrix, CMC- City MCCity Secreta (TO BE PUBLISHED IN THE ALLEN AMERICAN ON WEDNESDAY, APRIL 6� [1988 -AND -SUNDAY, APRIL 10, 1988)_] PUBLIC NOTICE Notice is hereby given that the following ordinance was adopted by. the'Allen City Council in a called - in special meeting held on Tuesday, March 29, 1988 (Title only): I Ordinance No. 844-3-88: An Ordinance Authorizing the Issuance of "City of Allen, Texas, General Obligation Bonds, Series 1988'; Specifying the Terms and Features of Said Bonds; Levying a Continuing Direct Annual Ad Valorem Tax for the Payment of Said Bonds; and Resolving Other Matters Incident and Related to the Issuance, Sale, Payment and Delivery of Said Bonds, Including the Approval and Distribution of an Official Statement Pertaining Thereto; and Providing an Effective Date. A copy of this ordinance may be read oI purchased in the Office of the City Secret] ary, City of Allen, One Butler Circle, Allen Texas. Marty Hendrix, CMC v.yN- City Secreta (TO BE PUBLISHED IN THE ALLEN AMERICAN ON WEDNESDAY, APRIL 611 1988 AND SUNDAY, APRIL 10, 1988) tD