HomeMy Public PortalAboutOrdinance No. 1307-16 02-02-2016CERTIFICATE FOR ORDINANCE
'I'HF, STATE OF IBXAS
COUNI"Y OF TARRANT
CITY OF RICHLAND HII LS ~
I, the undersigned officer of said Ciry, hereby certify as follows:
L The City Council of said City convened in regular meeting on the 2nd day of February,
2016, at the City Hall, and the roll was called of the duly constituted officers and members of said
Ciry Council, to-wit:
Bill Agan, Mayor Edward Lopez, Mayor Pro "Tem
Roland Goveas Robert Desoto
Allison Barrette Beverly Williams
and all of said persons were present, except Bill Agan, thus constituting a quorum. Whereupon,
among other business, the following was transacted at said Meeting: a written Ordinance entitled
ORDINANCE PROVIDING FOR "THE ISSUANCE OF $8,770,000 OF THE
GENERAL OBLIGA"TION BONDS, SERIES 2016, OF T'HE CITY OF
RICHLAND HILLS, 1'EZAS; AND ORDAINING OTHER MATTERS
RELATING TO THE SUBJECT
was duly introduced fox the consideration of said City Council. It was then duly moved and
seconded that said Ordinance be passed; and, after due discussion, said motion carrying with it the
passage of said Ordinance, prevailed and carried by the following vote:
AYES: _~
NOES: C
ABSTEN"PIONS:
2. That a true, full and correct copy of the aforesaid Ordinance passed at the Meeting
described in the above and foregoing paragraph is attached to and follows this Certificate; that said
Ordinance has been duly recorded in said City Council's minutes of said Meeting; that the above and
foregoing paragraph is a true, full and correct excerpt from said City Council's minutes of said
Meeting pertaining to the passage of said Ordinance; that the persons named in the above and
foregoing paragraph are the duly chosen, qualified and acting officers and members of said City
Council as indicated therein; that each of the officers and members of said City Council was duly
and sufficiently notified officially and personally, in advance, of the time, place and purpose of the
aforesaid Meeting, and that said Ordinance would be introduced and considered for passage at said
Meeting, and each of said officers and members consented, in advance, to the holding of said
Meeting for such purpose, and that said Meeting was open to the public and public notice of the
time, place and purpose of said meeting was given, all as required b~~ Chapter 551, "Texas
Government Code.
SIGNED AND SEALED the 2ND day of February, 2016.
(CITY SEAL)
~~~uu u n u ~iuiiii
_~ ~~ / ~
-., •' ,,.
._ , ~~
Cathy Bour City Secreta
City of Richland Hills, Texas
ORDINANCE NO. C~ ~ "~ CO
AN ORDINANCE PROVIDING FOK THE ISSUANCE OF $8,770,000 OF THE
GENERAL OBLIGATION BONDS, SERIES 2016, OF TIIF. CITY OF
RICI II.AND HILLS, "I`EXi~S; AND ORDAINING OTHER MA"I'I'I?RS REI.r1'I"ING
TO THF; SUBJECT
WHEREAS, it is deemed advisable and to the best interest of the City of Richland f tills, "I'eaas
(the "City" or the "Issuer") that certain general purpose bonds authorized at an election held in said Cin~
on November 3, 2015 (the "Bond Election") , be sold at this time, with the date of election, amount of
bonds authorized thereat, purpose, amount of bonds previously sold, the amount now to be sold, and
the remaining amount of authorized but unissued bonds being as follows:
DA'I'I? Ol~ AMOUN'P PURPOSI± ;AMOUNT' AMOUNT ,1U71iORV.F?D 1lU'I'
G;LI?C'1'ION AU'PfIORIGI?ll Parks and Recreation PRh,VIOUSLY NOW OI'I~I?RI?ll l~+l UMtiS~it?ll (~l
No~cmber 3, 2015 8,900,000 SOLll $8,90U,000 * ~130p00
U-
*Includes premium
WHERF,AS, the City Council finds and determines that it is necessary and proper to order the
issuance, sale and delivery of such voted bonds;
WHEREAS, the sale of the bonds hereinafter authorized is the first installment of bonds sold
under authority granted through the Bond Election; and
WHEREAS, the bonds hereinafter authorized are to be issued and delivered pursuant to the
laws of the State of Texas, including specifically Chapters 1251 and 1331, Texas Government Code, for
the purposes set forth above.
NOW','1'I IEREFORI?, BI? IT ORD~IIN1?D BY "1~I-II? CI'I'~' COUNCIL OI~ "hHI: CI"1'~' OF
RICI ILAND HILLS, TEXAS:
1. That the bonds of the City to be called "General Obligation Bonds, Series 207 6" (the
"Bonds" or the "Series 2016 Bonds"), be issued under and delivered by virtue of the Constitution and
laws of the State of Texas and the Charter of the Ciry, aggregating in the principal amount the sum of
Eight Million Seven Hundred Seventy Thousand Dollars ($8,770,000), for the purpose of constructing
park and recreation improvements and paying the costs associated with the issuance of the Series 2016
Bonds.
2. That the Series 2016 Bonds shall be dated February 1, 2016, shall be in the denomination of
$5,000 or any integral multiple thereof (an "Authorized Denomination"), shall be numbered consecu-
tively from R-1 upward, payable to the respective initial registered owners thereof, or to the registered
assignee or assignees of the Series 2016 Bonds or any portion thereof (in each case, the "registered
owner") and shall mature on the maturity date, in each of the years, and in the principal amounts,
respectively, as set forth in the following schedule:
MATURITY Dr~T'E: AtJGUS'T 15
PRINCIPAL PRINCIPAL
YEAR AMOUNT' ($) YEAR AMOUNT ($)
2018 110,000 *** ***
2019 110,000 2032 610,000
2020 150,000 2033 315,000
2021 155,000 2034 325,000
2022 160,000 2035 335,000
2023 215,000 2036 345,000
2024 225,000 2037 355,000
2025 235,000 2038 370,000
2026 245,000 *** ***
2027 255,000 2041 1,180,000
2028 265,000 *** ***
2029 275,000 2046 2,250,000
2030 285,000
3. (a) That the City reserves the right to redeem the Series 2016 Bonds maturing on or after
August 15, 2026, in whole or in part in an Authorized Denomination, on August 15, 2025, or on any
date thereafter, at the redemption price of par plus accrued interest thereon to the date fixed for
redemption. If less than all of the Series 2016 Bonds are to be redeemed by the City, the City shall
determine the maturity or maturities and the amounts thereof to be redeemed and shall direct the Paying
Agent/Registrar to call by lot Series 2016 Bonds, or portions thereof, within such maturity or maturities
and in such principal amounts, for redemption; provided, that during any period in which ownership of
the Series 2016 Bonds is determined only by a book entry at a securities depository for the Series 2016
Bonds, if fewer than all of the Series 2016 Bonds of the same maturity and bearing the same interest rate
are to be redeemed, the particular Series 2016 Bonds of such maturity and bearing such interest rate
shall be selected in accordance with the arrangements between the City and the securities depository.
The City shall notify the Paying Agent/Registrar at least forty-five (45) days prior to the scheduled
redemption date that a redemption of the Series 2016 Bonds is to be effected.
(b) The Bonds are subject to mandatory sinking fund redemption prior to their scheduled
maturities, in the manner set forth in the FORM OF BOND.
(c) At least thirty (30) days prior to the date fixed for any such redemption the Cite shall cause a
written notice of such redemption to be deposited in the United States mail, first-class postage prepaid,
addressed to each such registered owner at his address shown on the Registration Books (hereinafter
defined) of the Paying Agent/Registrar. By the date fixed for any such redemption, due provision shall
be made with the Paying Agent/Registrar for the payment of the required redemption price for the
Series 2016 Bonds or the portions thereof which are to be so redeemed, plus accrued interest thereon to
the date fixed for redemption. Except as provided in subsection (d) of this Section with respect to a
conditional redemption of Series 2016 Bonds, if such notice of redemption is given, and if due provision
for such payment is made, all as provided above, the Series 2016 Bonds or the portions thereof which
are to be so redeemed, thereby automatically shall be redeemed prior to their scheduled maturities, and
shall not bear interest after the date fixed for their 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 the Series 2016 Bonds or any portion thereof. if a portion of any Series 201 C Bond shall
be redeemed a substitute Series 2016 Bond or Series 2016 Bonds having the same maturity date, bearing
interest at the same rate, in any Authorized Denomination, at the written request of the registered
owner, and in an 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 City, all as
provided in this Ordinance. In addition to the foregoing, the City shall cause the Paying
Agent~Registrar to give notice of any such redemption in the manner set forth in Section 5(h) hereof,
but the failure to provide such notice as described in Section 5(h) hereof, or any defect therein, shall not
affect the validity or effectiveness of the proceedings for the redemption of the Series 2016 Bonds.
(d) With respect to any optional redemption of the Series 2016 Bonds, unless certain
prerequisites to such optional redemption required by this Ordinance have been met and money
sufficient to pay the principal of, premium, if any, and interest on the Series 2016 Bonds to be redeemed
will have been received by the Paying Agent/Registrar prior to giving such notice, such notice may state
that the optional redemption will, at the option of the City, be conditional upon the satisfaction of such
prerequisites and receipt of such money by the Paying Agent/Registrar on or prior to the dated fixed for
such redemption or upon any prerequisite set forth in the notice of redemption. If a conditional notice
of redemption is given and such prerequisites to the redemption are not satisfied, such notice will be of
no force and effect, the City will not redeem such Series 2016 Bonds and the Paying ~ygent/Registrar
will give notice in the manner in which the notice of redemption was given, to the effect that such Series
2016 Bonds will not be redeemed.
4. That the Series 2016 Bonds scheduled to mature during the years, respectively, set forth
below shall bear interest at the following rates per annum:
maturities 2018, 2.000%
maturities 2019, 3.000%
maturities 2020, 2.000%
maturities 2021, 3.000%
maturities 2022, 4.000%
maturities 2023, 4.000%
maturities 2024, 5.000°/~
maturities 2025, 5.000%
maturities 2026, 4.000%
maturities 2027, 4.000%
maturities 2028, 4.000%
maturities 2029, 4.000%
maturities 2030, 4.000%
***
maturities 2032, 3.000`0
maturities 2033, 3.000`0
maturities 2034, 3.000%
maturities 2035, 3.000°4~
maturities 2036, 3.125° o
maturities 2037, 3.125°/,
maturities 2038, 3.250`0
****
maturities 2041, 3.375%
****
maturities 2046, 3.375" o
Said interest shall be payable to the registered owner of any such Series 2016 Bond in the manner
provided and on the dates stated in the FORM OF BOND.
5. (a) That the City shall keep or cause to be kept at the designated corporate trust office of U.S.
Bank National Association, or such other bank, trust company, financial institution, or other agency
named in accordance with the provisions of subsection (g) of this Section (the "Paying
Agent/Registrar"), books or records of the registration and transfer of the Series 2016 Bonds (the
"Registration Books"), and the City hereby appoints the Paying Agent/Registrar as its registrar and
transfer agent to keep such books or records and make such transfers and registrations under such
reasonable regulations as the City and Paying Agent/Registrar may prescribe; and the Paying
Agent/Registrar shall make such transfers and registrations as herein provided. "I'he place of payment
for the Series 2016 Bonds designated by the Paying Agent/Registrar shall be referred to herein as the
"Designated Trust Office" of the Paying Agent/Registrar. It shall be the duty of the Paying
Agent/Registrar to obtain from the registered owner and record in the Registration Books the address
of the registered owner of each Series 2016 Bond to which payments with respect thereto shall be
mailed, as herein provided. The City or its designee 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. Registration of each Series 2016 Bond may be transferred in
the Registration Books only upon presentation and surrender of such Series 2016 Bond to the Paying
Agent/Registrar for transfer of registration and cancellation, together with proper written instruments of
assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar,
evidencing the assignment of such Series 2016 Bond, or any portion thereof, in any integral multiple of
$5,000, to the assignee or assignees thereof, and the right of such assignee or assignees to have such
Series 2016 Bond or any such portion thereof registered in the name of such assignee or assignees.
Upon the assignment and transfer of any Series 2016 Bond or any portion thereof, a new substitute
Series 2016 Bond or Series 2016 Bonds shall be issued in exchange therefor in the manner herein
provided. As of the date this Ordinance is approved by the City, the Designated 'T'rust Office is the
Dallas, Texas office of U.S. Bank National Association set forth in the "Paving Agent/Registrar
Agreement" executed by the City and the Paying Agent/Registrar in connection with the sale and
delivery of the Series 2016 Bonds.
(b) The entity in whose name any Series 2016 Bond shall be registered in the Registration Books
at any time shall be treated as the absolute owner thereof for all purposes of this Ordinance, whether
such Series 2016 Bond shall be overdue, and the City and the Paying Agent/Registrar shall not be
affected by any notice to the contrary; and payment of, or on account of, the principal of, premium, if
any, and interest on any such Series 2016 Bond shall be made only to such registered owner. All such
payments shall be valid and effectual to satisfy and discharge the liability upon such Series 2016 Bond to
the extent of the sum or sums so paid.
(c) 'The Ciry hereby further appoints the Paying Agent/Registrar to act as the paying agent for
paying the principal of and interest on the Series 2016 Bonds, and to act as its agent to exchange or
replace Series 2016 Bonds, all as provided in this Ordinance. The Paying Agent/Kegistrar shall keep
proper records of all payments made by the City and the Paying Agent/Registrar with respect to the
Series 2016 Bonds, and of all exchanges thereof, and all replacements thereof, as provided in this Ordi-
nance.
(d) Each Series 2016 Bond may be exchanged for fully registered bonds in the manner set forth
herein. Each Series 2016 Bond issued and delivered pursuant to this Ordinance, to the extent of the
unredeemed principal amount thereof, may, upon surrender thereof at the Designated Trust Office of
the Paying Agent/Registrar, together with a written request therefor duly executed by the registered
owner or the assignee or assignees thereof, or its or their duly authorized attorneys or representatives,
with guarantee of signatures satisfactory to the Paying Agent/Registrar, at the option of the registered
owner or such assignee or assignees, as appropriate, be exchanged for fully registered bonds, without
interest coupons, in the form prescribed in the FORM OF BOND, in an Authorized Denomination
(subject to the requirement hereinafter stated that each substitute Series 2016 Bond shall have a single
stated maturity date), as requested in writing by such registered owner or such assignee or assignees, in
an aggregate principal amount equal to the unredeemed principal amount of any Series 2016 Bond or
Series 2016 Bonds so surrendered, and payable to the appropriate registered owner, assignee, or assign-
ees, as the case may be. If a portion of any Series 2016 Bond shall be redeemed prior to its scheduled
maturity as provided herein, a substitute bond or bonds having the same maturity date, bearing interest
at the same rate, in an Authorized Denomination at the request of the registered owner, and in an
aggregate principal amount equal to the unredeemed portion thereof, will be issued to the registered
owner upon surrender thereof for cancellation. If any Series 2016 Bond or portion thereof is assigned
and transferred, each Series 2016 Bond issued in exchange therefor shall have the same principal
maturity date and bear interest at the same rate as the Series 20I 6 Bond for which it is being exchanged.
Each substitute Series 2016 Bond shall bear a letter and/or number to distinguish it from each other
Series 2016 Bond. The Paying Agent/Registrar shall exchange or replace Series 2016 Bonds as provided
herein, and each fully registered bond or bonds delivered in exchange for or replacement of any Series
2016 Bond or portion thereof as permitted or required by any provision of this Ordinance shall
constitute one of the Series 2016 Bonds for all purposes of this Ordinance, and ma~• again be exchanged
or replaced. It is specifically provided, however, that anv Series 207 6 Bond delivered in exchange for or
replacement of another Series 2016 Bond prior to the first scheduled interestpaymentdate on the Series
2016 Bonds (as stated on the face thereof) shall be dated the same date as such Series 20l 6 Bond, but
each substitute Series 2016 Bond so delivered on or after such first scheduled interest payment date shall
be dated as of the interest payment date preceding the date on which such substitute Series 2016 Bond is
delivered, unless such substitute Series 2016 Bond is delivered on an interest payment date, in which
case it shall be dated as of such date of delivery; provided, however, that if at the time of delivery of any
substitute Series 2016 Bond the interest on the Series 2016 Bond for which it is being exchanged has not
been paid, then such substitute Series 2016 Bond shall be dated as of the date to which such interest has
been paid in full. On each substitute Series 2016 Bond issued in exchange for or replacement of anv
Series 2016 Bond or Series 2016 Bonds issued under this Ordinance there shall be printed thereon a
Paying Agent/Registrar's Authentication Certificate, in the form hereinafter set forth in the hOR~1 OF
BOND (the "Authentication Certificate"). An authorized representative of the Paying agent/Registrar
shall, before the delivery of any such substitute Series 2016 Bond, date such substitute Series 2016 Bond
in the manner set forth above, and manually sign and date the Authentication Certificate, and no such
substitute Series 2016 Bond shall be deemed to be issued or outstanding unless the authentication
Certificate is so executed. The Paying Agent/Registrar promptly shall cancel all Series 2016 Bonds
surrendered for exchange or replacement. No additional ordinances, orders, or resolutions need be
passed or adopted by the Ciry Council or any other body or person so as to accomplish the foregoing
exchange or replacement of any Series 2016 Bond or portion hereof, and the Paying Agent/Registrar
shall provide for the printing, execution, and delivery of the substitute bonds in the manner prescribed
herein, and said bonds shall be of type composition printed on paper with lithographed or steel
engraved borders of customary weight and strength. Pursuant to Chapter 1206, 'Texas Government
Code, the duty of exchange or replacement of am- Series 2016 Bond as aforesaid is hereby imposed
upon the Paying Agent/Registrar, and, upon the execution of the authentication Certificate, the
exchanged or replaced bond shall be valid, incontestable, and enforceable in the same manner and with
the same effect as the Series 2016 Bonds which originally were delivered pursuant to this Ordinance, ap-
proved by the Attorney General, and registered by the Comptroller of Public Accounts. Neither the
City nor the Paying Agent/Registrar shall be required (1) to issue, transfer, or exchange any Series 2016
Bond during a period beginning at the opening of business thirty (30) days before the day of the first
mailing of a notice of redemption of Series 2016 Bonds and ending at the close of business on the day
of such mailing, or (2) to transfer or exchange any Series 2016 Bond so selected for redemption in whole
when such redemption is scheduled to occur within thirty (30) calendar days.
(e) All Series 2016 Bonds issued in exchange or replacement of any other Series 2016 Bond or
portion thereof, (i) shall be issued in fully registered form, without interest coupons, with the principal
of and interest on such Series 2016 Bonds to be payable only to the registered owners thereof, (ii) may
be redeemed prior to their scheduled maturities, (iii) may be transferred and assigned, (iv) may be ex-
changed for other Series 2016 Bonds, (v) shall have the characteristics, (vi) shall be silmed and sealed,
and (vii) the principal of and interest on the Series 2016 Bonds shall be payable, all as provided, and in
the manner required or indicated, in the FORM OF BOND.
(~ The City shall pay the Paying Agent/Registrar's reasonable and customary fees and charges
for making transfers of Series 2016 Bonds, but the registered owner of any Series 2016 Bond requesting
such transfer shall pay any taxes or other governmental charges required to be paid with respect thereto.
The registered owner of any Series 207 6 Bond requesting any exchange shall pay the Paying
Agent/Registrar's reasonable and standard or customary fees and charges for exchanging any such bond
or portion thereof, together with any taxes or governmental charges required to be paid with respect
thereto, all as a condition precedent to the exercise of such privilege of exchange, except, however, that
in the case of the exchange of an assigned and transferred Series 2016 Bond or Bonds or any portion or
portions thereof in any Authorized Denomination, and in the case of the exchange of the unredeemed
portion of a Series 2016 Bond which has been redeemed in part prior to maturity, as provided in this
Ordinance, such fees and charges will be paid b}' the Ciry. In addition, the City hereby covenants with
the registered owners of the Series 2016 Bonds that it will (i) pay the reasonable and standard or custom-
ary fees and charges of the Paying Agent/Registrar for its services with respect to the payment of the
principal of and interest on the Series 2016 Bonds, when due, and (ii) pay the fees and charges of the
Paying Agent/Registrar for services with respect to the transfer or registration of Series 2016 Bonds
solely to the extent above provided, and with respect to the exchange of Series 2016 Bonds solely to the
extent above provided.
(g) "1'he City covenants with the registered owners of the Series 2016 Bonds that at all times
while the Series 2016 Bonds are outstanding the City 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 and registrar for the Series 2016 Bonds under this Ordinance, and that the Paving Agent/Registrar
will be one entity. The City reserves the right to, and may, at its option, change the Paying Agent/Regis-
trar upon not less than sixty (60) days written notice to the Paying Agent/Registrar. In the event that
the entity at any time acting as Paying Agent/Registrar (or its successor by merger, acquisition, or other
method) should resign or otherwise cease to act as such, the City covenants that promptly it will appoint
a competent and legally qualified national or state banking institution which shall be a corporation
organized and doing business under the laws of the United States of America or of any state, authorized
under such laws to exercise trust powers, subject to supervision or examination by federal or state
authority, and whose qualifications substantially arc similar to the previous Paying Agent/Registrar to
act as Paying Agent/Registrar under this Ordinance. Upon any change in the Paving Agent/Registrar,
the previous Paying Agent/Registrar promptly shall transfer and deliver the Kegistration Books (or a
copy thereo~, along with all other pertinent books and records relating to the Series 201 G Bonds, to the
new Paying Agent/Registrar designated and appointed by the Ciry. Upon any change in the Paying
Agent/Registrar, the City promptly will cause a written notice thereof to be sent by the new Paying
Agent/Registrar to each registered owner of the Series 2016 Bonds, by United States mail, first-class
postage prepaid, which notice also shall give the address of the new Paying ,-gent/Registrar. B~~
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.
(h) (i) In addition to the manner of providing notice of redemption of Series 2016 Bonds as set
forth in this Ordinance, the Paying Agent/Registrar shall give notice of redemption of Series 2016
Bonds by United States mail, first-class postage prepaid, at least thirty (30) days prior to a redemption
date to the MSRB (as defined in Section 15 hereo~. In addition, in the event of a redemption caused by
an advance refunding of the Series 2016 Bonds, the Paying Agent/Registrar shall send a second notice
of redemption to the persons specified in the immediately preceding sentence at least thirty (30) days but
not more than ninety (90) days prior to the actual redemption date. Any notice sent to the MSRB shall
be sent so that it is received at least two (2) days prior to the general mailing or publication date of such
notice. 1'he Paying Agent/Registrar shall also send a notice of prepayment or redemption to the owner
of any Series 2016 Bond who has not sent the Series 2016 Bonds in for redemption sixty (60) days after
the redemption date.
(ii) I/ach redemption notice, whether required in the FORM OF BOND or otherwise by this
Ordinance, shall contain a description of the Series 2016 Bonds to be redeemed, including the complete
name of the Series 2016 Bonds, the series, the date of issue, the interest rate, the maturity date, the
CUSIP number, the amounts called for redemption, the publication and mailing date for the notice, the
date of redemption, the redemption price, the name of the Paying Agent/Registrar and the address at
which the Series 2016 Bond may be redeemed, including a contact person and telephone number.
(iii) All redemption pa~~ments made b~~ the Paying Agent/Registrar to the registered owners of
the Series 2016 Bonds shall include CUSIP numbers relating to each amount paid to such registered
owner.
6. That the form of all Series 2016 Bonds, including the form of the Comptroller's
Registration Certificate to accompany the Series 2016 Bonds on the initial delivery thereof, the form of
the Authentication Certificate, and the Form of Assignment to be printed on each of the Series 2016
Bonds, shall be, respectively, substantially in the form set forth in Exhibit A to this Ordinance, with
such appropriate variations, omissions, or insertions as are permitted or required by this Ordinance. "1 he
printer of the Series 2016 Bonds is hereby authorized to print on the Series 2016 Bonds (i) the form of
bond counsel's opinion relating to the Series 2016 Bonds, and (ii) an appropriate statement of insurance
furnished by a municipal bond insurance company providing municipal bond insurance, if any, covering
all or any part of the Series 2016 Bonds.
7. (a) That a special fund or account, to be designated the "City of Richland 1 Iills, 'Texas
Series 2016 Ueneral Obligation Bonds Interest and Sinking Fund" (the "Interest and Sinking Fund") is
hereby created and shall be established and maintained by the Ciry. The Interest and Sinking Fund shall
be kept separate and apart from all other funds and accounts of the City, and shall be used only for
paying the interest on and principal of the Series 2016 Bonds. All ad valorem taxes levied and collected
for and on account of the Series 2016 Bonds shall be deposited, as collected, to the credit of the Interest
and Sinking Fund. During each year while any Series 2016 Bond is outstanding and unpaid, the City
Council shall compute and ascertain the rate and amount of ad valorem tax, based on the latest
approved tax rolls of the City, with full allowances being made for tax delinquencies and costs of tax
collections, which will be sufficient to raise and produce the money required to pay the interest on the
Series 2016 Bonds as such interest comes due, and to provide a sinking fund to pay the principal
(including mandatory sinking fund redemption payments, if any) of the Series 2016 Bonds as such
principal matures, but never less than 2% of the outstanding principal amount of the Series 2016 Bonds
as a sinking fund each year. The rate and amount of ad valorem tax is hereby ordered to be levied and is
hereby levied against al] taxable property in the City for each year while any Series 2016 Bond is
outstanding and unpaid, and said ad valorem tas shall be assessed and collected each such rear and
deposited to the credit of the Interest and Sinking Fund. The ad valorem taxes necessary to pay the
interest on and principal of the Series 2016 Bonds, as such interest comes due, and such principal
matures or comes due through operation of the mandatory sinking fund redemption as provided in the
FORM OF BOND, are hereby pledged for such purpose, within the limit prescribed by law.
Notwithstanding the foregoing, if the Ciry deposits or budgets to be deposited in the Interest and
Sinking Fund any other revenues, income or resources, including, without limitation, revenues of the
City's waterworks and sewer system remaining after paying operation and maintenance expenses of, and
obligations issued by the City secured in whole or in parry by the net revenues of the City's waterworks
and sewer system, in advance of the time when ad valorem taxes are scheduled to be levied for any year,
then the amount of ad valorem taxes which otherwise would have been required to be levied may be
reduced to the extent and by the amount of the other revenues, income or resources then on deposit or
budgeted to be deposited in the Interest and Sinking Fund.
(b) Chapter 1208, Texas Government Code, applies to the issuance of the Series 2016 Bonds
and the pledge of ad valorem taxes made under Section 7(a) of this Ordinance, and such pledge is
therefore valid, effective, and perfected. If "Texas law is amended at any time while the Series 2016
Bonds are outstanding and unpaid such that the pledge of ad valorem taxes made by the City under
Section 7(a) of this Ordinance is to be subject to the filing requirements of Chapter 9, "Texas Business &
Commerce Code, then in order to preserve to the registered owners of the Series 2016 Bonds the
perfection of the security interest in said pledge, the City agrees to take such measures as it determines
are reasonable and necessary under'1'exas law to comply with the applicable provisions of Chapter 9,
'Texas Business & Commerce Code and enable a tiling to perfect the securitt~ interest in said pledge to
occur.
8. (a) That in the event any outstanding Series 2016 Bond is damaged, mutilated, lost, stolen, or
destroyed, the paying Agent/Registrar shall cause to be printed, executed, and delivered, a new bond
certificate of the same principal amount, maturity, and interest rate, as the damaged, mutilated, lost,
stolen, or destroyed Series 2016 Bond, in replacement for such Series 2016 Bond in the manner
hereinafter provided.
(b) Application for replacement of damaged, mutilated, lost, stolen, or destroyed Series 2016
Bonds shall be made to the Paying Agent/Registrar. In every case of loss, theft, or destruction of a
Series 2016 Bond, the applicant for a replacement bond shall furnish to the City and to the Paying
Agent/Registrar such security or indemnity as may be required by them to save each of them harmless
from any loss or damage with respect thereto. Also, in every case of loss, theft, or destruction of a
Series 2016 Bond, the applicant shall furnish to the City and to the Paying Agent/Registrar evidence to
their satisfaction of the loss, theft, or destruction of such Series 2016 Bond, as the case maybe. In every
case of damage or mutilation of a Series 2016 Bond, the applicant shall surrender to the Paving
Agent/Registrar for cancellation the Series 2016 Bond so damaged or mutilated.
(c) Notwithstanding the foregoing provisions of this Section, in the event any such Series 2016
Bond shall have matured, and no default has occurred which is then continuing in the payment of the
principal of, redemption premium, if any, or interest on the Series 2016 Bond, the City may authorize
the payment of the same (without surrender thereof except in the case of a damaged or mutilated Series
2016 Bond) instead of issuing a replacement Series 2016 Bond, provided security or indemnity is fur-
nished as above provided in this Section.
(d) Prior to the issuance of any replacement bond, the Paying Agent/Registrar shall charge the
owner of such Series 2016 Bond with all legal, printing, and other expenses in connection therewith.
Every replacement bond issued pursuant to the provisions of this Section by-virtue of the fact that any
Series 2016 Bond is lost, stolen, or destroyed shall constitute a contractual obligation of the City whether
or not the lost, stolen, or destroyed Series 2016 Bond 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 Series 2016 Bonds duly issued under this Ordinance.
(e) In accordance with Chapter 1206,1'exas Government Code, this Section of this Ordinance
shall constitute authority for the issuance of any such replacement bond without necessity of further
action by the governing body of the City or any other body or person, and the duty of the replacement
of such bonds is hereby authorized and imposed upon the Paying Agent/Registrar, subject to the
conditions imposed by this Section 8 of this Ordinance, and the Paving Agent/Registrar shall
authenticate and deliver such bonds in the form and manner and with the effect, as provided in Section
5(d) of this Ordinance for Series 2016 Bonds issued in exchange for other Series 2016 Bonds.
9. That the City Manager of the City or the designee thereof is hereby authorized to have
control of the Series 2016 Bonds and all necessary records and proceedings pertaining to the Series 2016
Bonds pending their delivery and their investigation, examination and approval by the Attorney General
of the State of "i"exas, and their registration by the Comptroller of Public accounts of the State of"Texas.
Upon registration of the Series 2016 Bonds, said Comptroller of Public Accounts (or a deputy
designated in writing to act for said Comptroller) shall manually sign the Comptroller's Registration
Certificate accompanying the Series 2016 Bonds, and the seal of said Comptroller shall be impressed, or
placed in facsimile, on each such certificate. The City Council hereby authorizes the payment of the fee
of the Office of the Attorney General of the State of 'T'exas for the examination of the proceedings
relating to the issuance of the Series 2016 Bonds, in the amount determined in accordance with the
provisions of Section 1202.004, Texas Government Code.
10. (a) That the sale of the Bonds to Citigroup Global Markets Inc. (the "Purchaser"), at the
price of par, plus a premium of $295,378.50, is hereby authorized, ratified and confirmed. One Bond in
the principal amount as set forth in Section 2 hereof shall be delivered to the Purchaser, and the
Purchaser shall have the right to exchange such Bonds as provided in Section 5 hereof without cost.
1'he sale of the Bonds to the Purchaser was the result of the best bid received by the City, is on terms
that arc most advantageous to the City reasonably obtained and, upon the advice of the Cit~~'s financial
advisor, is in the best interests of the Ciry. Concurrently with the sale of the Series 2016 Bonds, the Citti
is authorizing the issuance and sale of its Combination 'l'ax and Waterworks and Sewer System Revenue
Certificates of Obligation, Series 2016 (the "Certificates"). The Notice of Sale may provide for the
conditions and terms relating to the sale of the Series 2016 Bonds and the Certificates.
(b) That the use of the Notice of Sale and Bidding Instructions and the "Preliminary Official
Statement" prepared in connection with the sale of the Series 2016 Bonds, are hereby ratified and
approved. The City Manager of the Ciry or the designee thereof is directed to prepare a final "Official
Statement" in connection with the sale of the Series 2016 Bonds, consistent with the provisions of the
Kule (as defined in Section 15).
(c) "That the Mayor, the City Secretary°, the City Manager, any Assistant City IVlanager, the
Director of Finance, and all other officers, employees, and agents of the Cin~, and each of them, shall be
and they are hereby expressly authorized, empowered, and directed from time to time and at any rime to
do and perform all such acts and things and to execute, acknowledge, and deliver in the name and under
the corporate seal and on behalf of the City all such instruments, whether herein mentioned, as may be
necessary or desirable in order to carry out the terms and provisions of this Ordinance, and the sale and
delivery of the Bonds and fixing all details in connection therewith.
(d) That pursuant to Texas Government Code Section 2252.908, the Purchaser has delivered to
the City the Certificate of Interested Parties Form 1295 and certification of filing generated by the "Texas
Ethics Commission electronic portal, signed by an authorized agent.
11. That the Issuer covenants to take any action to assure, or refrain from any action which
would adversely affect, the treatment of the Series 2016 Bonds as obligations described in section 103 of
the Internal Revenue Code of 1986 (the "Code"), the interest on which is not includable in the "gross
income" of the holder for purposes of federal income taxation. In furtherance thereof, the Issuer
covenants as follows:
(a) to take any action to assure that no more than 10 percent of the proceeds of the
Series 2016 Bonds or the projects financed therewith (less amounts deposited to a reserve fund,
if any) are used for any "private business use", as defined in section 141(b)(6) of the Code or, if
more than 10 percent of the proceeds are so used, that amounts, whether or not received by the
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 10 percent of the debt service on the Series 2016 Bonds, in contravention of section
141(b)(2) of the Code;
(b) to take any action to assure that in the event that the "private business use" described
in subsection (a) hereof exceeds 5 percent of the proceeds of the Series 2016 Bonds or the
projects financed therewith (less amounts deposited into a reserve fund, if an}') then the amount
in excess of 5 percent is used fora "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, or 5 percent of the proceeds of the Series 2016 Bonds (less amounts deposited into
a reserve fund, if any) is directly or indirectly used to finance loans to persons, other than state
or local governmental units, in contravention of section 141 (c) of the Code;
(d) to refrain from taking ane action which would otherwise result in the Series 2016
Bonds being treated as "private activit~~ bonds" within the meaning of section 141 (b) of the
Code;
(e) to refrain from taking any action which would result in the Series 2016 Bonds being
"federally guaranteed" within the meaning of section 149(b) of the Code;
(~ to refrain from using any portion of the proceeds of the Series 201613onds, directly or
indirectly, to acquire or to replace funds which were used, directly or indirectly, to acquire
investment property (as defined in section 148(b)(2) of the Code) which produces a materially
higher yield over the term of the Series 2016 Bonds, other than investment property- acquired
with -
(1) proceeds of the Series 2016 Bonds invested for a reasonable temporary period,
until such proceeds are needed for the purpose for which the Series 2016 Bonds are issued,
(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 10 percent of the proceeds of the Series 2016 Bonds;
(g) to otherwise restrict the use of the proceeds of the Series 201 ~i Bonds or amounts
treated as proceeds of the Series 20l 6 Bonds, as may be necessary, so that the Series 2016 Bonds
do not otherwise contravene the 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); and
(h) to pay to the United States of America at least once during each five-year period
(beginning on the date of delivery of the Series 2016 Bonds) an amount that is at least equal to
90 percent of the "Excess Earnings", within the meaning of section 1480 of the Code, and to
pay to the United States of America, not later than sixty (60) days after the Series 2016 Bonds
have been paid in full, 100 percent of the amount then required to be paid as a result of Excess
Earnings under section 1480 of the Code.
For purposes of the foregoing clauses (a) and (b) above, the Issuer understands that the term "proceeds"
includes "disposition proceeds" as defined in the Treasury Kegulations and, in the case of a refunding
bond, transferred proceeds (if any) and proceeds of the refunded bonds expended prior to the date of
the issuance of the Series 2016 Bonds. It is the understanding of the Issuer that the covenants
contained herein are intended to assure compliance with the Code and any regulations or rulings
promulgated by the U.S. Department of the'I'reasury pursuant thereto. In the event that regulations or
rulings are hereafter promulgated which modify or expand provisions of the Code, as applicable to the
Series 2016 Bonds, the Issuer will not be required to comply with any covenant contained herein to the
extent that such failure to comply, in the opinion of nationally-recognized bond counsel, will not
adversely affect the exemption from federal income taxation of interest on the Series 2016 Bonds under
section 103 of the Code. In the event that regulations or rulings are hereafter promulgated which
impose additional requirements which are applicable to the Series 2016 Bonds, the Issuer agrees to
comply with the additional requirements to the extent necessary, in the opinion ofnationally-recognized
bond counsel, to preserve the exemption from federal income taxation of interest on the Bonds under
section 703 of the Code. In furtherance of the foregoing, the Mayor, the City Manager, any ~~ssistant
City Manager, and the Director of Finance may execute any certificates or other reports required b~, the
Code and to make such elections, on behalf of the Citv> which may be permitted by the Code as are
consistent with the purpose for the issuance of the Series 2016 Bonds.
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 limitation the registered owners of the Series
2016 Bonds. The Rebate Fund is established for the additional purpose of compliance with section 148
of the Code.
12. That the Issuer covenants to account for the expenditure of proceeds from the sale of the
Series 2016 Bonds and any investment earnings thereon to be used for the purposes described in clause
(ii) of Section 1 of this Ordinance (each such purpose referred to herein and Section 13 hereof as a
"Project") on its books and records by allocatingproceeds to expenditures within eighteen (18) months
of the later of the date that (a) the expenditure on a Project is made or (b) each such Project is
completed. 1"he foregoing notwithstanding, the Issuer shall not expend such proceeds or investment
earnings more than sixty (60) days after the later of (a) the fifth anniversary of the date of delivery of the
Series 2016 Bonds or (b) the date the Series 2016 Bonds are reared, unless the Issuer obtains an opinion
ofnationally-recognized bond counsel substantially to the effect that such expenditure will not adversely
affect the tax-exempt status of the Series 201 G Bonds.
13. "That the Issuer covenants that the property constituting a Project will not be sold or
otherwise disposed in a transaction resulting in the receipt by the Issuer of cash or other compensation,
unless the Issuer obtains an opinion of nationally-recognized bond counsel substantially to the effect
that such sale or other disposition will not adversely affect the tax-exempt status of the Series 2016
Bonds. 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 Issuer shall not be obligated to comply
with this covenant if it obtains an opinion ofnationally-recognized 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.
14. 't'hat unless superseded by another action of the City, to ensure compliance with the
covenants contained herein regarding private business use, remedial actions, arbitrage and rebate, the
written procedures approved by the ordinance adopted the City Council on June 18, 2013, in connection
with the issuance of the City's Combination Tax and y~'ater and Sewer System Revenue Certificates of
Obligation, Series 2013, shall apply to the Series 2016 Bonds.
15. (a) Definitions. That the following terms have the meanings ascribed to such terms below:
"M.SRB" means the Municipal Securities Rulemaking Board.
"Rule" means SEC Rule 15c2-12, as amended from ume to time.
"SEC' means the United States Securities and Exchange Commission.
12
(b) Annual Keportr. (i) The City shall provide annually to the MSRB, within six months after the
end of each fiscal year ending in or after 2015, financial information and operating data with respect to
the City of the general type included in the final Official Statement authorized by Section 10 of this
Ordinance, being the information described in Exhibit B hereto. Any financial statements so to be
provided shall be (1) prepared in accordance with the accounting principles described in Exhibit B
hereto, or such other accounting principles as the Citt~ may be required to employ from time to time
pursuant to state law or regulation, and (2) audited, if the City, commissions an audit of such statements
and the audit is completed within twelve month after the end of each fiscal year ending in or after 2Ul 5.
If the audit of such financial statements is not complete within such twelve month period, then the Citti~
shall provide notice that the audited financial statements are not available and provide unaudited
financial statements by such twelve month period, and shall provide audited financial statements for the
applicable fiscal year to the MSRB, when and if the audit report on such statements becomes available.
(ii) If the City changes its fiscal year, it will notify the MSRB of the change (and of the date of
the new fiscal year end) prior to the next date by which the Ciry otherwise would be required to provide
financial information and operating data pursuant to this Section. The financial information and
operating data to be provided pursuant to this Section may be set forth in full in one or more
documents or may be included by specific reference to any document (including an official statement or
other offering document, if it is available from the MSRB) that theretofore has been provided to the
MSRB or filed with the SEC. All filings shall be made electronically, in the format specified by the
MSRB.
(c) Disclosure EventNotice.r. The City shall notify the MSRB of any of the following events with
respect to the Series 2016 Bonds, in a timely manner not in excess of ten Business Days after the
occurrence of the event:
1. Principal and interest payment delinquencies;
2. Non-payment related defaults, if material;
3. Unscheduled draws on debt sen~ice reserves reflecting financial difficulties;
~. Lnscheduled draws on credit enhancements reflecting financial difficulties;
5. Substitution of credit or liquidity providers, or their failure to perform;
6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or
final determinations of taxability, Notices ofProposed Issue (IRS Form 5701-1T?B)
or other material notices or determinations with respect to the tax status of the
Series 2016 Bonds, or other material events affecting the tax status of the Series
2016 Bonds;
7. Modifications to rights of holders of the Series 2016 Bonds, if material, and tender
offers;
8. Series 2016 Bond calls, if material, and tender offers;
9. Defeasances;
10. Release, substitution, or sale of property securing repayment of the Series 2016
Bonds;
11. Rating changes;
12. Bankruptcy, insolvency, receivership or similar event of the City;
13. The consummation of a merger, consolidation, or acquisition involving the City or
the sale of all or substantially all of the assets of the City, other than in the ordinary
course of business, the entry into a definitive agreement to undertake such an
13
action or the termination of a definitive agreement relating to any such actions,
other than pursuant to its terms, if material; and
14. Appointment of a successor Paying Agent/Registrar or change in the name of the
Paying agent/Registrar, if material.
The term "Business Day" means a day other than a Saturday, a Sunday, a legal holiday, or a day on
which banking institutions in the city where the Designated'Trust Office of the Paying Agent/Registrar
is located are authorized by law or executive order to close. As used in clause 12 above, the phrase
"bankruptcy, insolvency, receivership or similar event" means the appointment of a receiver, fiscal agent
or similar officer for the City in a proceeding under the U.S. Bankruptcy Code or in any other
proceeding under state or federal law in which a court or governmental authority has assumed
jurisdiction over substantially all of the assets or business of the City, or if jurisdiction has been assumed
by leaving the City and officials or officers of the Ciry in possession but subject to the supervision and
orders of a court or governmental authority, or the entry of an order confirming a plan or
reorganization, arrangement or liquidation be a court or governmental authority having supervision or
jurisdiction over substantially all of the assets or business of the Citti~. The Cih~ shall notih~ the MSRB, in
a timely manner, of any failure by the City to provide financial information or operating data in
accordance with subsection (b) of this Section by the time required by such subsection.
(d) Limitatzons, Disclaimers, and Amendments. (i) "I'he City shall be obligated to observe and
perform the covenants specified in this Section for so long as, but only for so long as, the City remains
an "obligated person" with respect to the Series 2016 Bonds within the meaning of the Rule, except that
the City in any event will give notice of any deposit made in accordance with this Ordinance or
applicable law that causes any Series 2016 Bonds no longer to be outstanding.
(ii) The provisions of this Section are for the sole benefit of the registered owners and
beneficial owners of the Series 2016 Bonds, and nothing in this Section, express or implied, shall give
any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The Cir<~
undertakes to provide only the financial information, operating data, financial statements, and notices
which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to
provide any other information that may be relevant or material to a complete presentation of the City's
financial results, condition, or prospects or to update any information provided in accordance with this
Section or otherwise, except as expressly provided herein. The City does not make any representation
or warranty concerning such information or its usefulness to a decision to invest in or sell Series ?016
Bonds at any future date.
(iii) UNDER NO CIRCUMS'fANCI:S SI IAI_.L, 'T'II1? CITY BI': LIABI.I? `T'O "I'I II?
REGISi'ERED OVG'NER OR BL~NE}~ICL~L O~y~'NER OI~ ~1NY SI~:RII:S ?016 BOND OR ANY
OTHER PERSON, IN CON`1'RACT OR'I'OK"1', FOR DANL-AGES RESUI;1'ING IN yk'I IDLE OR
IN PART' FROM ANY BREACH BY "I'HI? CITY, ~'ITP:'1'HI3R NT?GLIGENT OR WI`T'HOU'T~
FAULT ON ITS PART, OF ANY COVENAN'T' SPECIFIED IN THIS SEC"PION, BUT EVl~KY
RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT' OR TORT, FOR OR ON
ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR
MANDAMUS OR SPECIFIC PERFORMANCE.
(iv) No default by the City in observing or performing its obligations under this Section shall
comprise a breach of or default under this Ordinance for purposes of any other provision of this
t -t
Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the
duties of the Citv under federal and state securities laws.
(v) Should the Rule be amended to obligate the City to make filings with or provide notices
to entities other than the MSRB, the City agrees to undertake such obligation in accordance with the
Rule as amended.
(vi) The provisions of this Section may be amended by the City from time to time to adapt
to changed circumstances that arise from a change in legal requirements, a change in law, or a change in
the identity, nature, status, or type of operations of the City, but only if (1) the provisions of this Section,
as so amended, would have permitted an underwriter to purchase or sell Series 2016Bonds in the
primary offering of the Series 2016 Bonds in compliance with the Rule, taking into account ane
amendments or interpretations of the Rule since such offering as well as such changed circumstances
and (2) either (a) the registered owners of a majorih~ in aggregate principal amount (or any greater
amount required by any other provision of this Ordinance that authorizes such an amendment) of the
outstanding Series 2016 Bonds consent to such amendment or (b) a person that is unaffiliated with the
City (such as nationally recognized bond counsel) determines that such amendment will not materially
impair the interest of the registered owners and beneficial owners of the Series 2016 Bonds. If the Ciry
so amends the provisions of this Section, it shall include with any amended financial information or
operating data next provided in accordance with subsection (b) of this Section an explanation, in
narrative form, of the reason for the amendment and of the impact of any change in the type of
financial information or operating data so provided. "i"he City may also amend or repeal the provisions
of this continuing disclosure agreement if the Sh.C amends or repeals the applicable provision of the
Kule or a court of final jurisdiction enters judgment that such provisions of the Rule arc im~alid, but only
if and to the extent that the provisions of this sentence would not prevent an underwriter from lawfulle
purchasing or selling Series 2016 Bonds in the primary° offering of the Series 2016 Bonds.
16. That interest earnings derived from the investment of proceeds from the sale of the
Series 2016 Bonds may be used along with other available bond proceeds for the construction of the
permanent improvements set forth in clause (ii) of Section 1 hereof for which a portion of the Series
2016 Bonds are issued or for the payment of debt service on the Series 2016 Bonds; provided that after
completion of such permanent improvements, if any of such interest earnings remain on hand, such
interest earnings shall be deposited in the Interest and Sinking Fund. 1t is further provided, however,
that any interest earnings on bond proceeds which arc required to be rebated to the United States of
America pursuant to Section 11 hereof in order to prevent the Series 201 C> Bonds from being arbitrage
bonds shall be so rebated and not considered as interest earnings for the purposes of this Section.
17. That the Series 2016 Bonds initially shall be issued and delivered in such manner that no
physical distribution of the Series 2016 Bonds will be made to the public, and "1'he Depository `1"rust
Company ("DTC"), New York, New York, initially will act as depository for the Series 2016 Bonds.
DTC has represented that it is a limited purpose trust company incorporated under the laws of the State
of New York, a member of the Federal Reserve System, a "clearing corporation" within the meaning of
the New York Uniform Commercial Code, and a "clearing agency" registered under Section 17A of the
Securities Exchange Act of 1934, as amended, and the City accepts, but in no wa~~ verifies, such
representations. The Series 2016 Bonds initially authorized by this Ordinance shall be delivered to and
registered in the name of CED1? & CO., the nominee of DTC. It is expected that D"lY: will hold the
Series 2016 Bonds on behalf of the Underwriter (as defined in Section 10) and their participants. So
long as each Series 2016 Bond is registered in the name of CITE & CO., the Paying Agent/Registrar
shall treat and deal with DTC the same in all respects as if it were the actual and beneficial owner
15
thereof. It is expected that DTC will maintain abook-entry system which will identify ownership of the
Series 2016 Bonds in Authorized Denominations, with transfers of ownership being effected on the
records of DTC and its participants pursuant to rules and regulations established by them, and that the
Series 2016 Bonds initially deposited with DTC shall be immobilized and not be further exchanged for
substitute Series 2016 Bonds except as hereinafter provided. "1'he Ciry is not responsible or liable for
any functions of DT'C, will not be responsible for paying any fees or charges with respect to its services,
will not be responsible or liable for maintaining, supervising, or reviewing the records of DTC or its
participants, or protecting any interests or rights of the beneficial owners of the Series 2016 Bonds. It
shall be the duty of the DTC Participants, as defined in the Official Statement herein approved, to make
all arrangements with DTC to establish this book-entry system, the beneficial ownership of the Series
2016 Bonds, and the method of paying the fees and charges of DTC. The City does not represent, nor
does it in any way covenant that the initial book-entry system established with DTC will be maintained
in the future. Notwithstanding the initial establishment of the foregoing book-entry system with D'TC,
if for any reason any of the originally delivered Series 2016 Bonds is duly filed with the Paying
Agent/Registrar with proper request for transfer and substitution, as provided for in this Ordinance,
substitute Series 2016 Bonds will be duly delivered as provided in this Ordinance, and there will be no
assurance or representation that any book-entry system will be maintained for such Series 2016 Bonds.
In connection with the initial establishment of the foregoing book-entry system with D'1"C, the City
heretofore has executed a "Blanket Letter of Representations" prepared by DTC in order to implement
the book-entry system described above.
18. (a) Defeased I3ondr. That any Series 2016 Bond and the interest thereon shall be deemed to be
paid, retired and no longer outstanding (a "Defeased Bond") within the meaning of this Ordinance,
except to the extent provided in subsection (e) of this Section, when payment of the principal of, and
premium, if any, on such Series 2016 Bond, plus interest thereon to the due date (whether such due date
be by reason of maturity or otherwise) either (i) shall have been made or caused to be made in
accordance with the terms thereof, or (ii) shall have been provided for on or before such due date by
irrevocably depositing with or making available to the Paying Agent/Registrar in accordance with an
escrow agreement or other instrument (the "Future Escrow agreement") for such payment (I) lawful
money of the United States of America sufficient to make such payment or (2) Defeasancc Securities
that mature as to principal and interest in such amounts and at such times as will insure the availability,
without reinvestment, of sufficient money to provide for such payment, and when proper arrangements
have been made by the Issuer with the Paying Agent/Registrar for the payment of its services until all
Defeased Bonds shall have become due and payable. At such time as a Series 2(116 Bond shall be
deemed to be a Defeased Bond hereunder, as aforesaid, such Series 2016 Bond and the interest thereon
shall no longer be secured by, payable from, or entitled to the benefits of, the ad valorem taxes or
revenues herein levied and pledged as provided in this Ordinance, and such principal and interest shall
be payable solely from such money or Defeasance Securities. Notwithstanding any other provision of
this Ordinance to the contrary, it is hereby provided that any determination not to redeem Defeased
Bonds that is made in conjunction with the payment arrangements specified in subsection 18(a)(i) or (ii)
shall not be irrevocable, provided that: (1) in the proceedings providing for such payment
arrangements, the Issuer expressly reserves the right to call the Defeased Bonds for redemption; (2)
gives notice of the reservation of that right to the owners of the Defeased Bonds immediately following
the making of the payment arrangements; and (3) directs that notice of the reservation be included in
any redemption noCices that it authorizes.
1G
(b) Investment in Defeasance Securities. Any moneys so deposited with the Paying
Agent/Registrar may at the written direction of the Issuer be invested in Defeasance Securities,
maturing in the amounts and times as hereinbefore set forth, and all income from such Defeasance
Securities received by the Paying Agent~Registrar that is not required for the payment of the Bonds and
interest thereon, with respect to which such money has been so deposited, shall be turned over to the
Issuer, or deposited as directed in writing by the Issuer. Any future Escrow Agreement pursuant to
which the money and/or Defeasance Securities are held for the payment of Defeased Bonds may
contain provisions permitting the investment or reinvestment of such moneys in Defeasance Securities
or the substitution of other Defeasance Securities upon the satisfaction of the requirements specified in
subsection 18(a)(i) or (ii). All income from such Defeasance Securities received by the Paying
Agent/Registrar which is not required for the payment of the Defeased Bonds, with respect to which
such money has been so deposited, shall be remitted to the Issuer or deposited as directed in writing by
the Issuer.
(c) Seiection of Defec~.~~ed Bnndr. In the event that the Issuer elects to defease less than all of the
principal amount of Series 2016 Bonds of a maturity, the Paying Agent/Registrar shall select, or cause to
be selected, such amount of Series 207 G Bonds by such random method as it deems fair and
appropriate.
(d) Defeasance Securities Defined. "Ihe term "Defeasance Securities" means (i) direct,
noncallable obligations of the United States of America, including obligations that are unconditionall~~
guaranteed by the United States of America., (ii) noncallable obligations of an agency or instrumentality
of the United States of America, including obligations that are unconditionally guaranteed or insured by
the agency or instrumentality and that, on the date of the purchase thereof are rated as to investment
quality by a nationally recognized investment rating firm not less than AAA or its equivalent, (iii)
noncallable obligations of a state or an agency or a county, municipality, or other political subdivision of
a state that have been refunded and that, on the date on the date the governing body of the Issuer
adopts or approves the proceedings authorizing the financial arrangements are rated as to investment
quality by a nationally recognized investment rating firm not less than AAA or its equivalent, and (iv)
any other then authorized securities or obligations hereafter authorized under then applicable state law
in existence at the time of such defeasance that are eligible to discharge obligations such as the Series
2016 Bonds.
(e) Continuing ll~ty of PUyin~.~I;enl/Re~i.rtrar. Until all Defeased Bonds shall have become due
and payable, the Paying Agent~Registrar shall perform the services of Pa~~ing agent/Registrar for such
Defeased Bonds the same as if they had not been defeascd, and the Issuer shall make proper
arrangements to provide and pay for such services as required by this Ordinance.
19. That the City hereby reserves the right to amend this Ordinance subject to the following
terms and conditions.
(a) Amendments Not Requiring Consent. The City may from time to time, without the consent of
any holder of the Series 2016 Bonds, except as otherwise required by paragraph (b) below, amend or
supplement this Ordinance in order to (1) cure any ambiguity, defector omission in this Ordinance that
does not materially adversely affect the interest of the holders of the Series 201 C Bonds, (2) grant.
additional rights or security for the benefit of the holders of the Series 2016 Bonds, (3) add events of
t~
default as shall not be inconsistent with the provisions of this Ordinance and that shall not materially
adversely affect the interest of the holders of the Series 2016 Bonds, (~) qualify this Ordinance under the
Trust Indenture Act of 1939, as amended, or corresponding provisions of federal laws from time to time
in effect, or (5) make such other provisions in regard to matters or questions arising under this
Ordinance that are not inconsistent with the provisions hereof and which, in the opinion of nationally-
recognized bond counsel selected by the City, do not materially adversely affect the interests of the
holders of the Series 2016 Bonds.
(b) Amendments lYlith Cone~ent. IJxcept as provided in paragraph (a) above, the holders of the
Series 2016 Bonds aggregating in principal amount a majority of the aggregate principal amount of then
outstanding Series 2016 Bonds that are subject to a proposed amendment shall have the right from time
to time to approve any amendment hereto that may be deemed necessary or desirable b~~ the Cite;
provided, however, that without the consent of 100°~~ in aggregate principal amount of the Series 201 G
Bonds then outstanding, nothing herein contained shall permit or be construed to permit amendment of
the terms and conditions of this Ordinance or in any of the Series 2016 Bonds so as to:
(1) Make any change in the maturity of any of the outstanding Series 2016 Bonds,
(2) Reduce the rate of interest borne by any of the outstanding Series 2016 Bonds,
(3) Reduce the amount of the principal of, or redemption premium, if any, payable on any
outstanding Series 2016 Bonds,
(4) Modify the terms of payment of principal of, redemption premium, if any, or interest on the
outstanding Series 207 6 Bonds, or imposing any- condition with respect to such payment, or
(5) Change the minimum percentage of the principal amount of the Series 2016 Bonds necessary
for consent to such amendment.
(c) Notice. If at any time the City shall desire to amend this Ordinance, the City shall send by
United States mail, first-class postage prepaid, to each registered owner of the affected Series 2016
Bonds a notice of the proposed amendment and cause a copy of the proposed amendment to be
published at least once in a financial newspaper or journal of general circulation in The Cin~ of New
York, New York or in the State of Texas. Such published notice shall briefly set forth the nature of the
proposed amendment and shall state that a copy thereof is on file at the principal office of the Paying
Agent/Registrar for inspection by all owners of Series 2016 Bonds.
(d) Keceipt of Consents Whenever at any time within one year from the date of the first
publication of said notice or other service of written notice of the proposed amendment the City shall
receive an instrument or instruments executed by all of the owners or the owners of at least a majority in
aggregate principal amount of Series 2016 Bonds, as appropriate, which instrument or instruments shall
refer to the proposed amendment described in said notice and which specifically consent to and approve
such amendment in substantially the form of the copy thereof on file as aforesaid, the Cin~ may adopt
the amendatory ordinance in substantially the same form.
is
(e) Effect of Amendments. Upon the adoption by the City of any ordinance to amend this
Ordinance pursuant to the provisions of this Section, this Ordinance shall be deemed to be amended in
accordance with the amendatory ordinance, and the respective rights, duties, and obligations of the Ciry
and all the owners of then outstanding Series 2016 Bonds and all future Series 2016 Bonds shall
thereafter be determined, exercised, and enforced under this Ordinance, as amended.
(t) Consent IrrevocUble. .~1ny consent given by any owner of Series 2016 Bonds pursuant to the
provisions of this Section shall be irrevocable for a period of six months from the date of the first
publication or other service of the notice provided for in this Section, and shall be conclusive and
binding upon all future owners of the same Series 2016 Bonds during such period. Such consent may
be revoked at any time after six months from the date of the first publication of such notice by the
owner who gave such consent, or by a successor in title, by filing notice thereof with the Paying
Agent/Registrar and the City, but such revocation shall not be effective if the owners of a majority in
aggregate principal amount of Series 2016 Bonds, prior to the attempted revocation, consented to and
approved the amendment.
(g) Ozvnerrhi~. For the purpose of establishing ownership of the Series 2016 Bonds, the City
shall rely solely upon the registration of the ownership of such Series 2016 Bonds on the Registration
Books kept by the Paying Agent/Registrar.
20. (a) Fvents of Default. "That each of the following occurrences or events for the purpose of
this Ordinance is hereby declared to be an I/vent of Default:
(i) the failure to make payment of the principal of or interest on any Series 2016 Bond
when the same becomes due and payable; or
(ii) default in the performance or observance of any other covenant, agreement or
obligation of the Ciry, the failure to perform which materially, adversely affects the rights of the
registered owners of the Series 2016 Bonds, including, but not limited to, their prospect or
ability to be repaid in accordance with this Ordinance, and the continuation thereof for a period
of sixty (60) days after notice of such default is given by any registered owner to the City.
(b) Remedies for Default.
(i) Upon the happening of any 1!;vent of Default, then and in every case, any registered
owner or an authorized representative thereof, including, but not limited to, a trustee or trustees
therefor, may proceed against the Cirn> or any official, officer or employee of the Ciry in their
official capacity, for the purpose of protecting and enforcing the rights of the registered owners
under this Ordinance, by mandamus or other suit, action or special proceeding in equity or at
law, in any court of competent jurisdiction, for any relief permitted by law, including the specific
performance of any covenant or agreement contained herein, or thereby to enjoin any act or
thing that may be unlawful or in violation of any right of the registered owners hereunder or any
combination of such remedies.
(ii) It is provided that all such proceedings shall be instituted and maintained for the
equal benefit of all registered owners of Series 2016 Bonds then outstanding.
i ~~
(c) Remedies Not Exclusive
(i) No remedy herein conferred or reserved is intended to be exclusive of any' other
available remedy or remedies, but each and every such remedy shall be cumulative and shall be
in addition to every other remedy given hereunder or under the Series 2016 Bonds or now or
hereafter existing at law or in equity; provided, however, that notwithstanding any other
provision of this Ordinance, the right to accelerate the debt evidenced by the Series 2016 Bonds
shall not be available as a remedy under this Ordinance.
(ii) The exercise of any remedy herein conferred or reserved shall not be deemed a
waiver of any other available remedy.
(iii) By accepting the delivery of a Series 2016 Bond authorized under this Ordinance,
such registered owner agrees that the certifications required to effectuate any covenants or
representations contained in this Ordinance do not. and shall never constitute or give rise to a
personal or pecuniary liabilih~ or charge against the officers, employees or members of the City
or the City Council.
(iv) None of the members of the City Council, nor any other official or officer, agent,
or employee of the City, shall be charged personally by the registered owners with any liability,
or be held personally liable to the registered owners under any term or provision of this
Ordinance, or because of any Event of Default or alleged Event of Default under this
Ordinance.
21. I~at the findings set forth in the preamble to this Ordinance are hereby incorporated into
the body of this Ordinance and made a part hereof for all purposes.
22. 'That the proceeds from the sale of the Series 2016 Bonds shall be used in the manner
described in the letter of instructions executed by the City or on behalf of the City by its financial
advisor. The foregoing notwithstanding, proceeds representing accrued interest on the Series 2016
Bonds shall be deposited to the credit of the Interest and Sinking Fund and proceeds representing
premium on the Series 2016 Bonds shall be used in a manner consistent with the provisions of Section
1201.042(d), Texas Government Code.
23. 't'hat all ordinances and resolutions or parts thereof in conflict herewith are hereby repealed.
In accordance with the provisions of V.T.C.11., Government Code, Section 1201.028, this Ordinance
shall be effective immediateh~ upon its adoption by the City Council.
24. "That it is hereby officially found and determined that the meeting at which this Ordinance
was passed 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.
25. That for all purposes of this Ordinance, unless the context requires otherwise, all references
to designated Sections and other subdivisions are to the Sections and other subdivisions of this
Ordinance. The words "herein", "hereof' and "hereunder" and other words of similar import refer to
~~
this Ordinance as a whole and not to any particular Section or other subdivision. Except where the
context otherwise requires, terms defined in this Ordinance to impart the singular number shall be
considered to include the plural number and vice versa. References to any named person means that
parry 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 Ciry 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. Any reference to "FORM OF BOND" shall refer to the form of the Series 2016 Bonds set
forth in Exhibit A to this Ordinance.
~~
EXHIBIT A
FORM OF BOND
NO.
UNITED S'I"AYES OF AMF,RICA
S"I'A"I'I: OF "1'F~,XAS
COUNTY OF'1"r1RRAN'I'
CI'T'Y OF RICIILAND I III,LS, "1'I?XAS
GI?NI?R:~L OB1.IG~1'1`ION BONDS
SI?Rll;S 2016
MATURITY DA"I'E INTERES"I' Rr11'E DELIVERY DATE CUSIP
March 3, 2016
ON THE MATURI"I'Y DATE SPECIFIED ABOVE, THE CITY OF RICI II_r~ND HILLS,
TEXAS (the "City" or the "Issuer"), being a political subdivision of the State of Texas, hereby promises
to pay to , or to the registered assignee hereof (either being
hereinafter called the "registered owner") the principal amount of:
DOLI .ARS
and to pay interest thereon, from the Delivery Date specified above, to the maturity date specified
above, or the date of its redemption prior to scheduled maturity, at the rate of interest per annum
specified above, with said interest being payable on February 15, 2017, and semiannually on each August
15 and February 15 thereafter; except that if the Paying Agent/Registrar's Authentication Certificate
appearing on the face of this Bond is dated later than February 15, 2017, such interest is payable semi-
annually on each August 15 and February 15 following such date.
ALL BONDS OF'1'HIS SERIES are issuable solely as fully registered bonds, without interest
coupons, in the denomination of any integral multiple of y65,000 (an "Authorized llenotnination"). "I7ie
principal of and interest on this Bond arc payable in lawful money of the United States of America,
without exchange or collection charges. 'I"he principal of this Bond shall be paid to the registered owner
hereof upon presentation and surrender of this Bond at maturity or redemption prior to maturiri' at the
designated corporate trust office in Dallas, Texas (the "Designated Payment Office"), of U.S. Bank
National Association, which is the "Paying Agent/Registrar" for this Bond. The payment of interest on
this Bond shall be made by the Paying Agent/Registrar to the registered owner hereof as shown by the
Registration Books kept by the Paying Agent/Registrar at the close of business on the 15th day of the
month next preceding such interest payment date by check, dated as of such interest payment date,
drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Issuer required to be on
deposit with the Paying Agent/Registrar for such purpose as hereinafter provided; and such check 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 appears on the Kegistration
Books kept by the Paying Agent/Registrar, as hereinafter described. Any accrued interest due at
maturity or upon redemption of this Bond prior to maturity as provided herein shall be paid to the
registered owner upon presentation and surrender of this Bond for redemption and payment at the
Designated Payment Office of the Paying Agent/Registrar. The Issuer covenants with the registered
owner of this Bond that no later than each principal payment and/or interest payment date for this
Bond it will make available to the Paying Agent/Registrar from the Interest and Sinking Fund as defined
by the ordinance authorizing the Bonds (the "Ordinance") the amounts required to provide for the
payment, in immediately available funds, of all principal of and interest on the Bonds, when due.
IN THI'~ EVENT OF ANON-PAYMENT of interest on a scheduled payment date, and for 30
days thereafter, a new record date for such interest payment (a "Special Kecord Date") will be
established by the Paying Agent/Registrar, if and when funds for the payment of such interest have
been received from the Issuer. Notice of the Special Record Date and of the scheduled payment date of
the past due interest ("Special Payment Date", which shall be 15 days after the Special Record Date)
shall be sent at least five business days prior to the Special Record Date by United States mail, first-class
postage prepaid, to the address of each registered owner of a Bond appearing on the registration books
of the Paying Agent/Registrar at the close of business on the last business day next preceding the date
of mailing of such notice.
II~ 'THE DAT1~; for the payment of the principal of or interest on this Bond shall be a Saturday°,
Sunday, a legal holiday, or a day on which banking institutions in the city where the Desilmated Payment
Office of the Paying Agent/Registrar is located arc authorized by law or executive order to close, then
the date for such payment shall be the next succeeding day which is not such a 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. Notwithstanding the
foregoing, during any period in which ownership of the Bonds is determined only by a book entry at a
securities depository for the Bonds, any payment to the securities depository, or its nominee or
registered assigns, shall be made in accordance with existing arrangements between the Issuer and the
securities depository.
THIS BOND, dated February 1, 207 6, is one of a Series of Bonds of like tenor and effect eYCept
as to number, principal amount, interest rate, maturity and option of redemption, authorized in
accordance with the Constitution and laws of the State of Texas in the principal amount of $8,770,001),
for the purpose of financing park and recreation improvements in the City and to pay the costs of
issuing the Bonds.
ON AUGUST 15, 2025, or on any date thereafter, the Bonds of this Series maturing on August
15, 2026 and thereafter may be redeemed prior to their scheduled maturities, at the option of the Issuer,
in whole, or in part, at par and accrued interest to the date fixed for redemption. The years of maturity
of the Bonds called for redemption at the option of the City prior to stated maturitti~ shall be selected by
the Ciry. "I"he Bonds or portions thereof redeemed within a maturity shall be selected b~~ lot or other
method b~~ the Paving Agent/Registrar; provided, that during am~ period in which ownership of the
Bonds is determined only by a book entry at a securities depositor~~ for the Bonds, if fewer than all of
the Bonds of the same maturity and bearing the same interest rate are to be redeemed, the particular
Bonds of such maturity and bearing such interest rate shall be selected in accordance with the
arrangements between the Issuer and the securities depository.
THE BONDS are also subject to mandatory redemption in part by lot pursuant to the terms of
the Ordinance, on August 15, 2031, with respect to the Bonds maturing August 15, 2032, and on August
15 in each of the years 2039 and 2040 with respect to the Bonds maturing August 15, 2041, and on
~3
August 15 in each of the years 2042 through 2045, inclusive, with respect to the Bonds maturing August
15, 2046, in the following years and in the following amounts, at a price equal to the principal amount
thereof and accrued and unpaid interest to the date of redemption, without premium:
PRINCIPAL PRINCIPAL
YEAR AMOUNT ($) YEAR AMOUN"I' ($~
2031 300,000 *** ***
2032* 310,000 2042 420,000
*** *** 2043 435,000
2039 380,000 2044 450,000
2040 395,000 2045 465,000
2041 * 405,000 2046* 480,000
* Final Maturity
1"o the extent, however, that Bonds subject to sinking fund redemption have been previously purchased
or called for redemption in part and otherwise than from a sinking fund redemption payment, each
annual sinking fund payment for such Bond shall be reduced by the amount obtained b~~ multiplying the
principal amount of Bonds so purchased or redeemed by the ratio which each remaining annual sinking
fund redemption payment for such Bonds bears to the total remaining sinking fund payments, and by
rounding each such payment to the nearest $5,000 integral.
NOTICE OF any such redemption of Bonds shall be given in the following manner, to-wit, a
written notice of such redemption shall be given to the registered owner of each Bond or a portion
thereof being called for redemption not less than 30 days prior to the date fixed for such 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. If
such notice of redemption is given, and if due provision fox such payment is made, all as provided
above, this Bond, or the portion hereof which is to be so redeemed, thereby automatically shall be
redeemed prior to its scheduled maturit<~, 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 Bond or any portion hereof. If a
portion of any Bond shall be redeemed a substitute Bond or Bonds having the same maturity date,
bearing interest at the same rate, in any Authorized Denomination, 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.
THE FOKEGOING PARAGRr1PH NO1~~'I"1'1IS'1'aNllING, with respect to am' optional
redemption of the Bonds, unless certain prerequisites to such optional redemption required by the
Ordinance have been met and money sufficient to pay the principal of, premium, if any, and interest on
the Bonds to be redeemed will have been received by the Paying Agent/Registrar prior to giving such
notice, such notice may state that the optional redemption will, at the option of the City, be conditional
24
upon the satisfaction of such prerequisites and receipt of such money by the Paying agent/Registrar on
or prior to the date fixed for such redemption or upon any prerequisite set forth in the notice of
redemption. If a conditional notice of redemption is given and such prerequisites to the redemption are
not satisfied, such notice will be of no force and effect, the City will not redeem such Bonds and the
Paying Agent/Registrar will give notice in the manner in which the notice of redemption was given, to
the effect that such Bonds will not be redeemed.
AS PROVIllED IN 'I'I II? ORllIN~~NCI;, this Bond, or any unredeemed portion hereof, mav,
at the request of the registered owner or the assignee or assifmces hereof, be assigned, transferred, and
exchanged for a like aggregate principal amount of fully registered bonds, without interest coupons,
payable to the appropriate registered owner, assignee, or assignees, as the case may be, having the same
maturity date, and beating interest at the same rate, in any Authorized Denomination as requested in
writing by the appropriate registered owner, assignee, or assignees, as the case may be, upon surrender
of this Bond to the Paying Agent/Registrar at its Designated Trust Office (as defined in the Ordinance)
for cancellation, all in accordance with the form and procedures set forth in the Ordinance. Among
other requirements for such assignment and transfer, this Bond must be presented and surrendered to
the Paying Agent/Registrar, together with proper instruments of assignment, in form and with
guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing assignment of this Bond
or any portion or portions hereof in anv integral multiple of $5,000 to the assignee or assignees in whose
name or names this Bond or any such portion or portions hereof is or are to be transferred and
registered. The form of assignment printed or endorsed on this Bond 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 Bond or any portion or portions hereof from time to time by the registered owner.
The one requesting such exchange shall pay the Paying Agent/Registrar's reasonable standard or
customary fees and charges for exchanging any Bond or portion thereof. '1'hc foregoing
notwithstanding, in the case of the exchange of a portion of a Bond which has been redeemed prior to
maturity, as provided herein, and in the case of the exchange of an assigned and transferred Bond or
Bonds or any portion or portions thereof, such tees and charges of the Paying Agent/Registrar will be
paid by the Issuer. In any circumstance, any tapes or governmental charges required to be paid with
respect thereto shall be paid by the one requesting such assignment, transfer, or exchange as a condition
precedent to the exercise of such privilege. In any circumstance, neither the Issuer nor the Paying
Agent/Registrar shall be required (1) to make any transfer or exchange during a period beginning at the
opening of business 30 days before the day of the first mailing of a notice of redemption of bonds and
ending at the close of business on the day of such mailing, or (2) to transfer or exchange any Bonds so
selected for redemption when such redemption is scheduled to occur within 30 calendar days.
WHENEVER the beneficial ownership of this Bond is determined by a book entr~~ at a
securities depository for the Bonds, the foregoing requirements of holding, delivering or transferring this
Bond shall be modified to require the appropriate person or entity to meet the requirements of the
securities depository as to registering or transferring the book entry to produce the same effect.
IN THE EVENT any Paying Agent/Registrar for the Bonds 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 competent and legally qualified substitute therefor, and promptly will cause written notice
thereof to be mailed to the registered owners of the Bonds.
,~
IT IS HEREBY CERTIFIED AND RECITED that the issuance of this Bond, and the series of
which it is a part, is duly authorized by law; that the bonds issued for the permanent improvements
heretofore described were approved by a vote of the resident, qualified electors of the City voting at an
election held for that purpose within the City on November 3, 2015; that all acts, conditions and things
requited to be done precedent to and in the issuance of this series of bonds, and of this Bond, have been
properly done and performed and have happened in regular and due time, form and manner as required
bylaw; that sufficient and proper provision for the levy and collection of taxes has been made, which,
when collected, shall be appropriated exclusively to the payment of this Bond and the series of which it
is a part; and that the total indebtedness of the City, including the entire series of bonds of which this is
one, does not exceed any constitutional, statutory or charter limitation.
BY BECOMING the registered owner of this Bond, the registered owner thereby acknowledges
all of the terms and provisions of the Ordinance, agrees to be bound by such terms and provisions,
acknowledges that the Ordinance is dulti recorded and available for inspection in the ofticia] minutes
and records of the governing body of the Issuer, and agrees that the terms and provisions of this Bond
and the Ordinance constitute a contract between each registered owner hereof and the Issuer.
IN WITNESS WHERL:OF, this Bond has been signed with the manual or facsimile si~mature of
the Mayor of the 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 placed in facsimile, on this Bond.
ATTEST:
xxxxxxxxxxxxxx
City Secretary, City of Richland Hills, Texas
xxxxxxxxxxxx
Mayor, City of Richland I fills, Texas
(SEAT,)
2~
FORIyI OF PAYING AGENT/REGISTRAR'S AUTI lEN'TIC~ITION CLR'I'IFICr1`l'I~:
PAYING AGENT'/REGIS"I'RAR'S AU"TIII~:N'I'ICA"LION Cl?R'TIFICA'1'1~;
It is hereby certified that this Bond has been issued under the provisions of the proceedings
adopted by the Issuer as described in the text of this Bond; and that this Bond has been issued in
conversion of and exchange for or replacement of a bond, bonds, or a portion of a bond or bonds of an
issue which originally was approved by the Attorney General of the State of Texas and registered by the
Comptroller of Public Accounts of the State of Texas.
Dated:
U.S. BANK NATIONAL, ASSOCI~1'I'ION,
Paying Agent~Registrar
By
Authorized Representative
* FORM OF COMP'TROLLER'S CER'I'IFICATI: (A"I'TACHED TO
'THE BONDS UPON INITIAL DELNERY THEREOF)
OFFICI? OI~ COMT'"TROLLI?R
S"TA'I'I~: Ol~ 'TI?XAS
1Zl?GIS'TI?1Z NO.
I hereby certify that there is on file and of record in my office a certificate of the Attorney
General of the State of Texas to the effect that this Bond has been examined by the Attorney General
as required by law, and that this Bond has been issued in conformity with the Constitution and laws of
the State of Texas, and that it is a valid and binding obligation of the City of Richland Hills, Texas,
payable in the manner provided by and in the ordinance authorizing same, and said Bond has this day
been registered by me.
WITNESS MY HAND and seal of office at Austin, 'T'exas
Comptroller of Public Accounts
of the State of'Texas
~~
DORM OF ~1SSIGNMEN"I':
~SSIGNMF.N"I'
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
Please insert Social Security or Taxpayer
Identification Number of Transferee
(Please print or typewrite name and address, including
zip code of Transferee)
the within Bond and all rights thereunder, and hereby
irrevocably constitutes and appoints
attorney to register the transfer of the within Bond on the
books kept for registration thereof, with full power of
substitution in the premises.
Dated:
Signature Guaranteed:
NO"I'ICl?: Signature(s) must be guaranteed by
a member firm of the New York Stock
Exchange or a commercial bank or trust
company.
N0111:1~:: The signature abo~'e must
correspond with the name of the Registered
Owner as it appears upon the front of this
Bond in every particular, without alteration or
enlargement or any change whatsoever.
~~
Exhibit B
to
Ordinance
DESCRIPTION OF ANNUAL FINANCIAL INFORMATION
The following information is referred to in Section 15 of this Ordinance.
Annual Financial Statements and Operating Data
The financial information and operating data with respect to the City to be provided annually in
accordance with such Section are as specified (and included in the Appendix or under the headings of
the Official Statement referred to) below:
1'he information of the general type included in tables 1 through C, inclusive, and S through 7 9,
1r1C~USli'e.
Appendix B to the Official Statement, "Excerpts from Che Annual Financial Report of the
City of Richland Hills, Texas for the Fiscal Year Ended September 30, 2014".
Accounting Principles
The accounting principles referred to in such Section are the accounring principles described in
the notes to the financial statements referred to above.
~~~