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HomeMy WebLinkAbout1994-2090 - Ordinance - 09/26/1994CERiiI-tCATE FOR ORDINANCE 2090 We, the undersigned Mayor and Oty Secretary of ~he CIly of College S~attou. Texa~ (Ihe "Oty"), hereby certify as follows: 1, The City Council of the Clly elbe "Councd") convened in regulnr session, open to ~he pubhc, ou September 22. 1994, at the rneelmg place designated m Ihe notsce (the "Meeung"). and the roll was called of Ihe members, to wit: Larry J. Rm~r, Mayor. and the following City Counctimembers: Wdliam Fox. Dawd l-hckson. Lynn McIIhaney. Hubbard Kennady. Lm't'y Mm-not. and Nancy Crouch All members of Ihe Council were present. escepl IRa¥or Rir~r and IRt. Hickson . COnSlJtUllllg a qaoFum WhcretipOll alllotlg oliler btisJlies$, the folJowmg wes Iransucted at Ihe Meeting a written ordinance entitled: ORDINANCE AUTHORIZING THE ISSUANCE OF CITY OF COLLEGE STATION. TEXAS, PUBLIC IMPROVEMENT AND REFUNDING GENERAL OBLIGATION BONDS, SERIES 1994, AND APPROVING AND AUTHORIZING INSTRUMENTS. DOCUMENTS. AND PROCEDURES RELATED THERETO, INCLUDING IMMEDIATE E~-}-BCTIVENESS (the "Ordmnnce") was duly introduced for the conssderauou oflhe Council and read m full. It was Ihen duly moved and seconded that the Ordinance be finally passed and adopted: and after duc discussion, such mol~on, carrying with ~t Iht adopl~on of Ihe Ordinance prevadcd and canned by Ihe following vo~e: YES: § NOES. o ABSTENTIONS. 2. A Irue. full, and correCl copy of Ihe Ordinance adopted ,al the Meeting is altaehed to and follows this Cemficate: Ihe Ordinance has been duly recorded ~n the CouncJl's mmuten of the Meeung: Ihe above and foregoing paragraph ~s a tree. full. and co~recl cxccrpl from Ihe Councd's inmates of Ihe Meeting perlainmg to Ihe adoplion of the Ordnance: the persons named m thc above and foregmng paragraph are duly chosen, q,mhrk-~d, and act,rig officers and members of Ibe Councti as mdtcated Iherem. each of Ihe olficers and members of thc Council was duly and sufficiently notified officutily and pe~nally, m advance, of the lime. place, and purpose of Ibc Meeting, and Ihal Ihe Ordinance would he mlroduced :md considered for adopmm at Ibe Meeting and each of such officers and members consented, m advance, to Ibe holding of the Meeting for such purpose: and Ibe Meelmg was open to the pubhc, and pubhc nolwe of the roue. place, and puq~ose of the Meetm8 was given, all as requn~d by Chapter 551, Texas Government Code 3. Conme Hooks ~s the duly appomled and acnng C~ty Secreh'u'y of SIGNED AND SEALED THIS Septemher 26, 1994 City Secreuuy City of College Station. Texan Mayor Oty of College Station. Texas (CITY SEAL) ORDINANCE NO. 2090 ORDINANCE AUTHORIZING THE ISSUANCE OF CITY OF COLLEGE STATION, TEXAS PUBLIC IMPROVEMENT AND REFUNDING GENERAL OBLIGATION BONDS, SERIES 1994. AND APPROVING AND AUTHORIZING INSTRUMENTS, DOCUMENTS. AND PROCEDURES RELATED THERETO, INCLUDING IMMEDIATE EFFECTIVENESS WHEREAS. at an eIectwn duly called and held for and within the C~ty of College Station. Texas (the "Issuer" or the "City") on August 13. 1983. the duly qunl~nd resident electors of the issuer anthonzed the City Council of the Issuer ¢the "Council") to issue bonds of the masanum amount of $1.930.000 (the "!983 Authonzaaon"). with $700.000 m bonds having heretofore been issued, and the Council now deems It to he ut the best interest of the Issuer to ~ssue $850.000 of Ibe 1983 Autbonzatton. leaving 5380,000 of the 1983 Authorlzauou to he ~ssued m the future: WHEREAS. at an clccuon duly called and held for and within the City on December 8. 1990. the duly qualified ressdent electors of the Issuer anthonzed the Council to issue bonds of the maramum amount of S5.500.000 fthe "1990 Authonzat~ou"). w~th $2.750.000 of bonds from Proposition No. I and $750.000 from Proposmon No. 4 having been previously ~ssund. und the Councd nov/deems it lo be m the best interest of the Issuer to issue $1.690.000 from Proposmon No. I of the 1990 Authorization. leaving $60.000 in bonds from Proposmon No. I to be issued by the Council in the future and $250.000 from ~,c. position No. 4. leaving no bonds from ProposiUon No. 4 of the 1990 Authorizalion to be Issued by the Coancd m thc future: WHEREAS. the Issuer has ~ssued the "Oty of College Slat]on. Texas CombmaUon Tax and Revenue Cemficmes of Obligation. Series 1994". cu~endy outstanding m the aggregate pnncipai amount of $3.460.000 (the "Refunded Obliganons"} which am callable by the Issuer at any ume and which the Issuer desires to refund and reum with a poman of the proceeds of the bonds issued bereund~, and WHEREAS. the bonds hereinafter anthonzed am to be issued and dehvered ptn~uant to Article 701 et. seq. and Amcle 717k. Vernon's Texas Civd Statutes. ns nmendnd, and the Charter of the Issuer. THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS, THAT: Section 1. Amount and Purpose of the Bflnds. The bonds of the Issuer are hereby authorized to he issued and dehvamd m the aggregate principal amount of $6.250.000. FOR THE PURPOSE OF PROVIDING $850.000 FOR EXCAVATING. CLEANING. DI~PF..NING. AND WIDENING DRAINS AND DITCHF. S AND THE PURCHASE OF PUblI~. PIPES. MOTORS. AND OTHER EQUIPMENT. APPARATUS. AND FACILITIES FOR THE DRAINAGE OF SURFACE AND FLOOD WATERS: $1.690.000 FOR MAKING PERMANENT PUBLIC IMPROVEMENTS. TO WIT: S"I~I~T IMPROVEMENTS. INCLUDING BUT NOT LIMITED TO REHABILITATION OF COLLECTORS AND THOROUGHFARES. SIDEWALKS. TRAFFIC SIGNAL ENHANCEMENT. AND NEW STREET CONSTRUCTION: 5250.000 FOR IMPROVING THE EXISTING PUBLIC PARKS IN THE CITY AND CONSTRUCTION OF ADDITIONAL PARKS IN THE CITY: AND $3.460.000 FOR RETIRING AND PAYING THE "CITY OF COLLEGE STATION. TEXAS COMBINATION TAX AND REVENUE CER'F~I. ICATES OF OBLIGATION. SERIES 1994". Section 2. Desinnation~ Date~ D~nnm|nallnns; Interest p~.t,~: N~b~. and Ms*-,'ilJes of' -~-_--=--'- Each bond ~ssued patsuunt to this Ordinance shell be designated: "CITY OF COLLEGE STATION, TEXAS PUBLIC IMPROVEMENT AND REFUNDING GENERAL OBLIGATION BOND. SERIES 1994". and mltmlly there shall be xssued, sold. and delivered hereunder fully registered bonds, w~thout interest coupons, dn~,-d August 15. 1994. m the respective denomtunt~uns and pnnc~pal amounts heremal~er stated, payable to the respactxve m]lmJ registered owner thereof (as designated m Sectum 12 hereof), or to the registered assignee or assignees of said bonds or any portion or pomons thereof {in each case. the "Registered Owner". "Owner". or "owner"). The lerm "Bonds" as used m this Orchnance shall mcan and mclndc collectively the bonds m**mlly ~ssued and delivered pursuant to this Ordinance and all subslitUte bonds exchanged therefor, as well as all other substitute bonds and replacement bonds issued pursuant hereto, and the term *Bond" shnll mean any of the Bonds. The Bonds shall he numbered !-I and R-I upward, shall he in the denomination of $5.000 each or any integral multiple thereof, shall hear interest at the following per annum interest rates and shah mature and be payable surmily on Fel:n'uery 15 m each of the years and m the pnnclpal amounts, respectively as set forth m the followin8 schedule: INTEREST INTEREST YEARS AMOUNTS RATES YEARS AMOUNTS RATES 1995 5400.000 $.50% 2005 $275.000 5.50v~ 1996 400.000 7.45% 2006 275.000 5.50% 1997 400.000 7.50% 2007 275.000 5.50% 1998 400.000 7.50% ~ 275.000 5.50% 1999 400.000 7.50% 2009 275.000 5.50% 2000 300.000 7.50% 2010 275.000 5.50% 2001 300.000 7.50% 2011 275.000 5.50% 2002 300.000 7.50% 20 12 275.000 $.$0~ 2003 300.000 7.30% 2013 275.000 5.50% 2004 300.000 5.50% 2014 275.000 5.50% Said interest shall he payable m the manner provided and on thc dates slated m the FORM OF BOND set forth m this Ordinance. Section 3. Charneterlstias of ~e Bonds. (a) Re~isuntion. Transfer, and Exchange; An!he, fiendish. The Issuer shall keep or canse to be kept nt the designated corporate trust office of Texas Commerce Bank National Association. Houston. Texas (the initial "Paying Agent/Registrer") books or records for the regtstranen of the Iransfer and exclmnge of the Bonds (the "Registratum Books"), and the Issuer bexeby nppomts the Paying Agent/RcgmUm- as its rcgistrac and transfer agent to kecp such books or records and make such regmlrations of Iransfe~ and exchanges under such reasonable regnlntsens as the Issuer and Paying AgenVRegislrm' may prescribe: and Ihe Payroll Agent/Registras shall make such reglstrauons. Isunsfers. and exchanges ns hereto pro- vided. Thc Paying Agent/Regisn-m- shah o~tain and record in the Rellislmuon Books the address of the regis- tered owner of each Bond to which payments with respect to the Bonds shah be mniled, ns herein provided: bo! it shall be the duty of each registered owner to notify thc Paying Agent/RegisU.m- in writing of the address to which payments sludl he mailed, and such interest payments shall not he marled unless such nonce has been 8xven. To the extent possible and under reasonnble circumstances, all transfers of Bonds shall he made within tluec business days after request and presenumon thereof. The Issuer shall hnve the right to inspect thc Regxstratinn Books dunnll regulm' business hours of the Paying Agent/Regtsmu'. but othen~se the Paying Agent/Registrar shall keep the Registration Books confidenual and. unless otherwise required by law. shall not permit their inspection by any other entity. The Paying AgenVRegismtr's standard or customary fees nmi chatlges for malung such registration, transfer, exchange and delivery of a substitute Bond or Bonds shall be prod ns pwvided in the FORM OF BOND set forth tn this Ordinance. Registration of assignments, transfers, and ex- changes of Bonds .shall he made m the manner provided and with the effect stated in the FORM OF BOND set forth in this Ordinance. Each subsutote Bond shah bern' a letter end/or number to distinguish it from erich other Bond. Except ns provided m subsection (c) below, an authorized ~m~esentutive of the Paying Agent/Registrar shall, before thc delivery of any such Bond. date and manually sign the Paying Agetu/Rcgisu.u's Authentlcnt~on Certificate. and no such Bond slm]] be deemed to he issued or ontstandmg unless such Certificate is so executed. The Paying Agent/Registrar promptly shall cancel ali ~ Bonds and Bonds sm'rendered for mmsfer mid exchange. No additional o~lmances, orders, or resolutmns need be passed or ndopted by the governing body of the Issuer or any other body or person so as to accomplish the £oregomg transfer end excinmse of any Bond ca' pomon thereof, and the Paying Agent/Registrar shall prov~ie for the pnnting, execution, and delivery of the substitute Bonds tn the manner prescribed herein, trod said Bonds shall be of type compo~tton printed on paper with hthographnd or steel engraved borders of customary weight and strength Pursuant to Vemon's Ann. Tex. Czv St. A~. 717k-6. and particularly Sectmn 6 thereof, the duty of uans£er and exchange of Bonds as aforesmd is hereby imposed upon the Paying Agent/Registrar. and. upon the execution of smd certificate, the transferred and exchanged Bond shall be valid, incontestable, and enforceable in the same manner and with the same effect as the Bonds which mlan]ly were issued and del~vernd pursuant fo this Ordinance, approved by the Attorney General. and registered by the Comptroller of Public Aceounts (b) Payment of Bonds and Intereg, The Issuer hereby further appoints the Paying Agenl/Ragrstrar to act as the paying agent for paying thc pnnctpal of and interest on the Bonds. all as provided m this Ordinance. The Puymg Agent/Registrar shall lu~ep proper records of all payments made by the Issuer and the Puymg Agent/Registrar w~th respect to the Bonds. The Mayor and City Secretary are hereby authorized to execute an agreement with the Paying AgenVReglstrar substanually in the form presented at this meeting. (c) In General. The Bonds (i) shall he issued m fully registered form. without interest coupons, with the pnncipal of and interest on such Bonds to be payable only to the regisl~ owners thereof. (ii) may be redeemed prior to then' scheduled maturities. (iii) may he transferred and assigned. (iv) may he exchanged for other Bonds. (v) shall have the cheracterist~cs. (vi) shah be signed, sealed, executed, and authenticated. (vii) shall have the principal of and interest on the Bonds be payable, and (viu) shall be administered and the Paying Agent/Registrar and the Issuer shall have certain duties and responsibditles with respect to the Bonds. all as provided, and in the manner and to the effect as required or indicated, in the FORM OF BOND set forth m this Ordinance. The Bond mi*sally issued anti delivered pursuant to this Orthnance numbered I-1 (the "Initial Bond") shall be dehvernd to the initial purehaser and is not required to be. and shall not be. authenticated by the Paying Ageat/Regtstrar. but on each subsUtute Bond issued in exchange for the Imtmi Bond or any Bond or Bonds issued under this Ordinance the Paying AgenVRegrstrar shall execute the PAYING AGENT/REGISTRAR'S AUTHENTICATION CFR I'II'ICATE. m the form set forth in the FORM OF BOND (d) Substllute Pavmt Agant/ReE,strnr. The Issuer covenants with the ~gist~d o~ of t~ Bo~ ~ ~ t~ wht~ ~ Bo~ ~ outs~g ~e I~ ~I1 ~vMe a c~t md le~ly quMiF~ ~, ~t comfy. F~ci~ ~tu~. ~ ot~ ~cy to ~t ~ ~d ~ ~e ~lc~ of ~g A~eg~ the Bon~ under ~ts ~. ~d t~ ~e ~y~g Ag~g~ wifl ~ one enUF. ~e l~u~ ~s ~e right to. ~d may. at i~ o~on. ch~ the ~Y~8 Agen~eg~ u~n ~t le~ ~ 120 ~ys ~n nm~ the ~ng Ag~egss~. to ~ eff~ti~ not h~r ~ ~ ~ys ~ to ~e ~xt ~nct~ or mt~st ~y~nt ~c ~t~ such ~t~e. In ~e event t~l ~c enfi~ at ~y nme ~Ung ~ Pay~ Agen~ag~ (~ i~ sncc~ by me~er. ~qmsi~on. ~ o~ meth~) ~ld ~gn ~ ~ ~ to ~t ~ such. t~ l~u~ ~ven~ t~ ~mptly it will ~mt a ~nt ~d le~ly q~fied ~. ~st c~y. f~ msut~m. ~ o~ ~ency to ~t ~ ~ymg A~n~egis~ un~ &~ O~. U~n ~y ch~ge m &e ~yi~ ~en~cgis~. the p~vs~s ~ag Agen~g~ ~p~y s~ ~f~ ~d ~hver the ~gis~on B~ for a throB. ~ong with ~1 ~ ~nent ~ ~ ~o~ ~hung to ~c ~nds. to the ~w ~ying Agm~e~ ~ deslgn~ ~ a~in~ ~ the l~ncr. U~n ~y c~ge m ~e ~ysng Agen~eg~. t~ ~u~ wiH c~ a ~tten nol~e ~f ~ ~ ~nt by ~c new Paying ~en~egis~ to ~h ~s~d own~ of the Bonds. by Um~d S~es mml. ~t-cl~s ~e ~d. winch nms~ ~ s~ ~ &e ~ of the n~ ~ymg ~enV Regis~. By ~eptmg &e ~fion ~d ~mg ~ such. ~h ~ymg Agen~gm~ s~l ~ d~m~ m ~ ~d m ~c ~vis~ns of t~ ~e. ~ a c~ifi~ copy ~ this ~ ~1 dchvc~ to ~ch ~ymg Agen~cgis~. Section 4. Form of Bonds The form of the Bonds. including the form of Paymg Aganl/RegtsUnr's Aathens,catmn Cemficate. the form of Assignment. the form of Statement of Insurance. and the fcem of Regislratton Certificate of the Comptroller of Public Accounts of thc State of Texas to he attached to the laltml Bond. shall he. respectively, subelanually as follows, wJth such approprmte varmnons, omissions, or insesxions as are permltlnd or required by this Ordinance. FORM OF BOND FORM OF DEFINITIVE BOND NO. R- Un,ted States of Amenca PRINCIPAL State of Texns AMOUNT CITY OF COLLEGE STATION. TEXAS PUBLIC IMPROVEMF_.NT AND REFUNDING GENERAL OBLIGATION BOND. SERIES 1994 MATURITY DATE ISSUE DATE August 15. 1994 CUSIP NO. REGISTERED OWNER: PRHVCIPAL AMOUNT:. DOLLARS ON THE MATURITY DATE. spec]fed above. THE CITY OF COLLEGE STATION. TEXAS (thc "City" or the "Issuer"). a home role city and munic,pal corporetmn located in Brazos County. Texas. hereby promises to pay to the Registered Owner. spec]fed above, or registered assigns (hereinafter called the "registered owner") the Prmcxpal Amount. spec]fed above, ned to pay mterast thereon from the Issue Date~ specified above, on February 15. 1905. and semiannually on each August 15 and February 15 thereafter to the Maturity Date. or the date of redemption prior to mammy, at the Interest Rate per annum, specl£~d above, computed on the basis of a 360- day year of twelve 30-day months; except that if this Bond is required to be authenucated and the date of its anthenucation is later than the first Record Date (hereinafter defined), such Principal Amount shall bear mtereSl from the interest payment date next p~cedmS the date of amhanucatmn, unless such dnte of authentication is after uny Record Date but on or before the next following inuwesl payment date. in which case such principal umonnt shall bear interest from such next foflowmg interest payment date; provided, however. Ilmt if on the date of authenucalion hereof the interest on the Bond or Bonds. if uny. for which this Bond is being exchanged is due but ~ not been prod. then this Bond shall bear inter~t from the date to winch such interest has been paid in full. THE PRINCIPAL OF AND INTEREST ON flus Bond are payable in inwful nmney of the Umted Slates of America. vathont exchange or collectmn charges. The principal of tiffs Bond shall he paid to the registered owner hereof upon presentation und sunender of this Bond at mammy or upon the date fixed for its redumption prior to mntunty, at the designated corporng trust office of TEXAS COMMERCE BANK NATIONAL ASSOCIATION. Houston. Texas. or its suueessor, which is the "Paying Agent/Registrar' for this Bond. The payment of interest on this Bond shall he made by the Paying Agent/Registrar to the registered owner hereof on each inlerest payment date by check, dated as of such rate,st payment date. drawn by the Paying Agenl/Rcgis- tz~ on. and payable solely from. funds of the Issuer required by the ordinance authorizing the issuance of this Bond adopted on September ~. 1994 (thc "Onlmance") to he on deposit with the Paying Agent/Registrer for such purpose as hereinafter provided; and such check shall be sent by the Paying Agent/Registrar by United States mail. f'u~m-class postage prepaid, on each such interest payment ~"L to the registered owner hereof, at its nddress ns it appem~f on the last business day of the month next ixeceding each such ,~*-~ (the "Record Date") on the books of regtstmtion kept by the Paying Agenl/Registrer (the "Registration Books"). In ndd,Uon, interest may he ixnd by such other method, acceptable to the Paying Agent/Regiatrer. requested by. and at the risk and expense of. the registered owner. THIS BOND is one of a series of Bonds authorized in accordance with the laws of the State of Texas m the original principal amount of $6.250.000. for the purpose of providing $850.000 for excavating, cle. unmg. duepemng, and widening drams and (filches nnd the parchase of pumps, pipes, motors, and other equipment. apparatus, und fucihues flu' the dnunage of surface and flood waters: $L690.000 for ranking permanent public 4 ,mprovemems. to w,l: street mmprovements, includmim hut not hmited to rehabdtmuon of coflcctors and thotoushfazus, sidewalks, traffic slgnnl enhancement, and new street constmchon. $250.000 fer ,mproving the existing publ,c pm'ks ,n the city and construcuon of additional parks *n the city. and $3.460.000 for retinnS and paying "City of College Sfatlon. Texas Combmnhon Tax and Revenuc Certificates of Obhgatlon. Series 1994. REFERENCE IS {'IF~BY MADE TO TH~ FLTRTH~R PROVISIONS OF T~S BOND SET FORTH ON TH~ P~VERSE HEREOF, WHICH PROVISIONS SI-fALL HAVE THE SAME FORCE ~ EFFECT ~ SET FORTH IN THIS SPACE. IN WITNESS WHEREOF. the Issuer has caused this Bond to be signed with the mauual or facsimile sagautore of the Mayor of thc Issuer and countersigned with the manual or facsimile s,gnamre of the City Secretasy of the Issuer, and has caused the officml sc~ of the Issuer to he duly impressed, or placed m facsimile. on this Bond CITY OF COLLEGE STATION (facsimile s,l~naou'e) C, ty Secreuu-y facmmile si ature Mayor [Form of Back Panel of De£miuve Bond] THE BONDS are issued pursuant to the Ordinance whereunder the Issuer covenants to levy a continuing du'ect aunual ad valorem tax on taxable property v, qthln the Issuer, not to exceed $2.$0 per assessed $100 valuation, as provided in Article XI. Sectmn 5 of the Texas Constltutmn. fer each year while any part of the Bonds are considered outslanding under the ixowsions of the Ordinance. ,n sufficient amount IO pity interest on each Bond as ,I becomes duc, to I~ovlde a smkang fund fa the paymenl of the principal of the Bonds when due. and to pay the expenses of assessing and coflectmg such tax. all as more specifically provaded in the Ordinance. Reference ts hereby made to the Ordinance for prov~ons with respect to the custody and npplicaHon of the Issuer's funds, remedies m the event of a default hereunder or Ihereunder. and the other rights of the registered owflef. Tiffs BOND IS TRANSFERABLE OR EXCHANGEABLE only upon presenlatiou and surrender at the designated coqxffme office of the Paying Agent/Reg,slrer. ff this Bond is being Irausl'enud. it shah be duly endorsed for transfer or accompanied by au assillnmaut duly executed by the relltstered owner, or his authorized representauve, subject to the terms and conditions of tho Ordinance. ANY ACCRUED INTEREST DUE at maturity er upon the redemption of th~s Bond prior to maturity as prov~led herein shdil he paid to the registered owner upon pre~ntatlon aud surrender of this Bond for redemption and payment at the designated cot'pota~ u'ust office of thc Paying Agent/Registrar. The Issuer cove- aunts w,th the registered owner of this Bond that on er befere each principal payment dete. inleresl payment dete, and nccrued interest payment date for this Bond ,t wall make avmlable to the Paying Agant/Rellistrer. from the "Interest and Ssnlunil Fund" created by the Ordinance. the amounts required to provide for thc payment, in immedin,ely avmlablc funds, of ali pnncipal of and interest on the Bonds. when due. IF THE DATE for Ihe payment of the principal of or interest on this Bond shall he a Saturday, a Sunday. a legal hohday, or a day on which banlunil inst, tuuous m Ihe city where the deslgnaled cosporate {rust office of thc Paying AgentYRel~strar is located arc authorized by law or executive order to close, er thc Umted Sin,._* Postal Service is not open for bumeess, then thc dm,,, for such payment shall he the next saccue~ng day which is not such a Saturday, Sunday. legal holiday, or day on which bunking lnStllCUtlOnS are authoneed to close, er the United Slates Poslnl Service is nol open for hasmeas; and payment on such date shah have the santo force and effect as ~f made on the ongma{ dale payment was due. THE CITY RESERVES THE RIGHT to redeem the Bonds ])nor to their scheduled maturities, in whole or m part. m integral muluples of $5.000. on February 15. 2004. or on any date thereafter, at a redempuon puce of par plus accrued interest on the lmnCllmi amounts called for redemption to the date fixed for redemlmon. If less than ali of the Bonds am to be redeemed, the pemcular Bonds to be redeemed shall be seleeted by the City in sntegral muluples of $5.000 within any one maturity. At least 30 days prror to the date fixed for any redampt~on of Bonds or pomons thereof prior to maturity a written nol~ce of such redemption shall be published once in a financial join'nat or puhhcauon published in Ihe City of New York. New York. or in the City of Ausun. Texas. Such notice shali also be given by the Issuer to the Paying Agent/Registrar. and the Paying Agen~q~'.eglstrar shall send a copy of such notice at least 45 days prior to the ~t,- fixed for redempuon by United Shares masl. FLtst class, postage pwpmd, addressed to the registered owner of each Bond to be redeemed m whole or in part at the address shown on the Registration Books and to major securities depositories, natronal bond rating agencies, and bond mfotmat~on services; provided, however, that the fmlase to send. mall. or mceiv~ such notice, or any defect thereto or in the sending or mmhng thereof, shall not affect the validity or effect/veness of the proceedings for the redemption of any Bond. When Bonds or portions thereof have been called for redsmpnon, and due provision has been made to redeem the same. the pnncipul amounts so redeemed shall be puyable solely from the funds provided for redempUon, and interest which would otherwise uccrne on the amounts called for redemptron shall terminate on the date fixed for redemption. ALL BONDS OF THIS SERIES are ~ssunble solely as fully registered Bonds. vathout interest coupons, m the denommanon of any intagml multiple of $5,000. As provided m the Ordinance. th~s Bond. or any unredeemed pon'ion hereof, may, at the request of the registered owner or the assignee or assignees hereof, he asmgned, wansfened, and exchanged for a like aggregate principal amount of fully regtstered Bonds. without interest coupons, payable to the npproprmtu registered owner, assignee, or assignees, as the case may be. having the same denommauon or danomip.qt,,ms in any integral multiple of $5.000 as requested in writing by the Sl~x'oprmte registered owner, as.~agnee, or nsmgnees, as the case may he. upon smrender of this Bond to the Paying Agent/Registrar for cancellation, all m accordance with the form and procedures set forth in the Ordinance. Among other requuements for such assignment and transfer, this Bond must be presented and surrendered to the Pabqng Agent/Regmn'ar. together with proper ~nstromonts of assignment, m form and with guarantee of signatures sausfuctoty to the Paying Agent/Re$~swar. ewdenclng aasignmem of this Bond or any pomon or ix~ons hereof m any integral multiple of $5.000 lo the nsmgnee or asmgnees in whose name or names tins Bond or any such portion or pomons hereof is or are to he registered. The form of Assignment prmred or endorsed on this Bond may be exeeuted by the rag~sw, red owner to ewdence the assignment hereof. lint such method is not exclusive, and other msmunents of nssignmant sut~fuctory to the Paying Agent/Reg,.sa'ar may be used to evuieuce the nsmgnment of this Bond or any porUon or portions hereof from nme to time by the registered owner. Thc person requesting such transfer and exchange ~ pay the Pabqng Agent/Re~strer's reasonable standard or castomary fees and charges for transferring and exchanging any Bond or portion thereof. In any circumstance, any tn.xes or govemmen~ chasges reqoned to be paid with respect thereto shall be prod by the person wquestmg such as.~gnmont, transfer, or exchange, ns a cond~tmn precedent to the exercme of such privilege. The foregoing notwntkstan&ng, m 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 poruon or portions thereof, such fees and charges of the Paying Agen~Rnglstrar will be paul by thc Issuer. The Paying Agem/Rcgisu'm- shall not be required to ~ any such transfer or exchange (i) dunng the period of 15 days next preeedmg an interest payment date or Cfi} with respect to any Bond or any porUon thereof called for redempuon prior to maturity, within 45 days prior to its redemption date. IN THE EVENT uny Paying Agent/Rel~su~r for the Bonds is changed by the Issuer. resigns, or otherwise ceases to act as .~uch. the Issuer has covenanted in the Ordinance thai it promplJy will appoint a competent and legally qualified substitute therefor, and caus~ wnnon notice thereof to he totaled to the regts~red owners of the Bonds. BY BECOMING the registe~ed owner of this Bond. the registered owner Ihereby acknowledges all of the terms and provss~ons of the Ordinance. agrees to be ix)and by such terms and provsmons, nclmowledges thai the 6 Ordinance is duly recorded and avmleble £ur mspecl~on m the official minutes and records of the govermng body of the Issuer. and agrees that the terms and provisions of this Bond and the Ordinance constitote a contract between each registered owner hereof and the Issuer. IT IS HEREBY CERTIFIED. RECITED. AND COVENANTED THAT this Bond has been duly and valid{y authonzcd, issued, and dehvered; all acts, co~uons, and ,lungs required or proper to he performed. exist, and he done precedent lo or in the anthorizauon. ~ssuance. and dehvery of this Bond have been performed. existed, and been done in accordance with law: and ad valorem taxes sul~cieat lo provide for the payment of the mlerest on and principal of this Bond. as such interest comes due. and as such principal maturez, have been levied and ordered to he levied against ali atxable property m the laauer, and have been pledged for such paymeat, within the limll praserihed by law. FORM OF INITIAL BOND The Initial Bond shall he in the form set forth above for the Definitive Bonds, e~e.~ the following nhnll rer~lace the heading and the first four paragraphs: NO. 1-I $ United States of America Smto of Texas CITY OF COt_I.'i~OE STATION. TEXAS PUBLIC IMPROVEIviENT AND REFUNDING OF.,NERAL OBLIGATION BOND, SERIES 1994 Issue Date: AUGUST 15, 1994 Registered Owner: Pnncipai Amount: SIX MILLION TWO HUNDRED FIFFY THOUSAND DOLLARS ($6.250.000) THE CITY OF COLLEGE STATION, TEXAS (the "City" or the "Issuer"), for value rec~ved, acknowledges itself indebted to and hereby promises to pay to the order of the Regislered Owner. specified above, or the registered ns,signs thereof (the "Registet~l Owner"). the Principal Amount. specified above, wllh principal mslallments payable on February 15 in each of the years, and bearing interest at per annum rates m accordance with the following schedule: YEARS OF STATED MATURITIES PI~CIPAL INTEREST INSTALLMENTS RATES $ (Information to he inserted from schedule m Sec'non 2 hereof.) INTEREST on the anpmd Principal Amount he,of from the Issue Date. specified above, or from the most recent interest payment date to wluch interest has been paid or duly pro~nded fiuf uat~l the Principal Amount has become due and payment thereof has been made or duly provided for shall he paid computed on the basis of a 360-day year of twelve 30-day months; such mt~est being payable on February 15 and August 15 of each year. commencing February 15, 1995. THE PRINCIPAL OF AND INTEREST ON Ilus Bond are payable in lawful money of the Umted S{ntes of America, without exchange or collection charges. The final pnymeat of princtpal of this Bond shall he paid to the Registered Owner hereof upon ix~esenlauon nmi surrender of th~s Bond at final maturity, at the designated corporate trust olT~ce of TEXAS COMMERCE BANK NATIONAL ASSOCIATION, Houston, Texas. which is the "Paying Agen0Regmrur" for this Bond. The payment of pnncipal installments and interest on flus Bond shall he made by the Paying Agent/Ragisum- to the Regqstered Owner hereof as shown by the Regmrafion Books 7 kept by the Paying AgenVRegisuar at the close of business on the Record Date by check drawn by the Paying Agen~,eglstrm' on. and payable solely from, funds of thc Czty ~qmred to he on deposit with the Paying Agent/Registrar fo' such puqx~e as hereinafter provided, and such check shall he sent by the Paying Agetu/Regisffar by U[]ted States []ail, postage i~cPmd, on each such pay[]ent date. Io the rcglste~d owner hereof at its address as it appenrs on the Rnglsu~uon Books kepi by the Paying Agent/Registrar. as here•after dsscnhed. The record dnte ("Record Date") for payments hereon []naris the last business day of the []onth p~cnding a scheduled pay[]ent, The City covenants with the Registered Owner thai no later than each pnneipal instull[]ent payment dale and []tercst payment date fo' this Bond it will []nke available to the Paying Ageat/ReglsU-ar the nmonnts required to provide fo' the payment. ~n i[]mndmtely available funds, of all pnncipal of and interest on the Bonds, when due, [] the manner set forth [] the ordmance anthonzmg the issuance of the Bonds adopted by the City Courted ol' the City on S~ptember 22. 1994 (the "Ordinance"). FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE [Not •eluded on l[]tml Bond] PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE It Js hereby cert~ed that this Bond has been issued under the provlsmns of the Ordinance dsscribed in the text of tins Bond and that fhJs Bond has been issued [] exchange fo' a bond, bonds, or a portion of a bond o- bonds of a series which o~g[]ally was approved by the Aftra'ney General of the State of Texas and registe~d by the CompUoller of Public Accounts of the Slate of Texas, Dated TEXAS COMIVIERC'E BANK NATIONAL ASSOCIATION. HOUSTON. TEXAS Paying Ageni/Rng,~u-~ By Authorized Si~ntuory FORM OF STATEMENT OF INSURANC~ The Municipal Bond Investors Assurance Coqx~raiion (the "Insurer") has issued a policy conlai[]ng the following provisions, such policy being on file at Texas Com[]erce Bank National Associauoo, Houston, Texas. The Insurer. in consldernuon of the payment of the premium and subJect to the terms of th~s policy, hm'eby unconditionally and u'revocably guarantees to any owner, as hereinafter defmed, of the following descdhed obligations, the full and co[]plete payment required Io be made by or on behalf of the Issuer to The Frost Nauonal Bank. San Antonio. Texas. or its succeaso- (die "Paymg Agent') of an nmount equal to (i) the principal of (either at the stated maturity or by any advancement of maturity pursuant to a •andato~ sinking fund payment) and interest on. the Obhgatmns (as that term is (leflaed below) as such payments shall become due but shall not be so paid (except that in the event of any a~celeratlon of the due date of such pnneipal by reason of mandatory or ~tJonal redsmpuon or acceleratmn []suiting from default or otherwise, other than any advancement of maturity pursuant to a mandatory sinking fund payment, the payments guaranteed hereby shall I~ •nde in such amounts and at such tanes as such payments of pnnclpal would have heen due had there not been any such acceleration): and (ii) the reanbm'sement of any such payment which is subsequently recovemi from any owner pursuant to a final judg[]ent by a court of competent junsdicuon that such payment constitutes an avoidable ptefemnee to such owner w~th• the meaning of any apphcable banlu'uplcy law. The amounts referred to in clauses (i) and (ii) of the preceding sentence shall be referred to bercla collectively as the "Insured Amounts". "Obhganons" shall mean $6,250.000 City of College Slahou. Texas Pubhc Improvement and Refunding General Obhgauon Bonds. Series 1994 Upon rece:pt of telephemc or te, legraphic nouce, such nottce subsequendy conf'u'med [] wnung by rel~stered or ce•fled •ml. or upon recetpt of written notice by regtstered or cem£~ed mmL by the Insurm' from the Paymg Agent or any owner of an Obhgalion the payment of an lnsm~d Amount for which is then due. dmt such requu'ed payment has not been made. the Insurer on the dun date of such payment or w'~thtn one bus[]cas day after receipt of notice of such nonpayment, whichever is later, will make a deposit of funds. [] un account w~th Stnte Slreet Bunk and Trust Company. N.A., at New York, New York. or tis successor, suff'tclent for the payment of uny such Insured Amounts which arc then duc. Upon presentment nnd s~render of such Obhgations or l~esenunent of such other proof of ownership of the Obhgatious, K)gether with uny approprmte []su'uments of assignment to evidence the assignment of the Insured Amounts due on the Oblxgatsoas as are paid by the Insurer. and approprmte mst•taunts to effect the appo,ntment of the Insurer as agent for such owne~ of the Oblignttons ,n any legal proceeding related to payment of lasu~d Amounts on the Obligauous. such insn'uments he,ng in a form snttsfuctory to Stnte Street Bank and Trust Company, N.A.. State SKeet Bank nnd Trust Company. N.A. shall disburse to such owners or the Paymg Agent payment of the Insured Amounts due on such Obhgnuons. less uny nmonnt held by the Paying Agent for the Payment of such Insured Amounts and legaJly avnslnhle therefor. This policy does not insure agmnst loss of uny prepayment premium which may nt uny time he paynble with respect to uny Obhgatton. As used here,n, the term "owner" shall mean die regtstered owner of uny ObligaUon as indicated [] the books maintamed by the Pay[]g Agent. the Issuer. or any demgn"e of the Issuer for such propose. The term owner shall not include the Issuer or uny pa~y whcee agreement with the Issuer consUmtes the underlying security for the Obhgnttons. Any service of process on the Insurer may be made to the Insurer nt tls offices located at 113 King Annonk. New York 10504 and such service of process shall be valid and bmding. This policy is non-cuncellablu for any reason. The premium on this policy is not refundable for any reason including the payment prmr m maturity of the Obligations. DISCLOSURE OF GUARANTY FUND NONPARTICIPATION: In thc event the Insurer is unable to fulfill tls couu-acttml obligauon under th,s pohcy or conuuct or application or cenif's:ate or evidence of coverage, the policy holder or cemficateholder ,~ not protected by un ,nsurance guaranty fund or other solvency protecuon arrangement. MUNICIPAL BOND INVESTORS ASSURANCE CORPORATION FORM OF ASSIGNMENT ASSIGNMENT FOR VALUE RECEIVED, the undersigned registered owner of thts Bond. or duly authorized represennttive or attorney thereof, hereby asstgns this Bond to / / IAssagneo's Socml Secun~ or Tax Payer Prim or tyFe ASsl~nee's name and udd~s., including ~qp code) ld~nt~.atl~m number! and hereby Jrrevoc. ably co.aisiutes and appoints attorney to transfer the registration of this Bond on the Pay[]g A§enUReglstrar's Registration Books with full power of subslltuUon [] the premises Dated Signature Guaranteed: NOTICE: Signature(s) must he guaranteed by a member firm of the New York Stock Exchange or a commercial bank or mist company, NOTICE. The s~gnature above []ust correspond with the name of the Registered Owner as it appears upon ~he front of this Bond in every pamcular, without alteralion or enlargement or any change whalsoever. The following abbreviations, when used in the assignment above or on the face of the w~thin Bond. shall he construed as though they were written out m full accor&ng to apphcable laws or regulations: TEN COM - as tenants m common TEN ENT - as lenants by the entireties JT TEN - as joint tenant with right of survivorship and not as tenants [] com[]on UNIF GIFT M1N ACT - Custodian under Uniform Gifts to MAnor Act (Cast) (Minor) ($tatel Addiuonal abbreviations mny nlso he used though not [] the hst above. ..FORM OF REGISTRATION CER'I'UqCATE OF THE COMPTPC~!.I .PR OF PUBLIC ACCOUNT~,, [To be printed on or attached to thc Iniual Bond] COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. I hereby certify thal dus Bond has been examined, certified as to validity, and approved by the Attorney General of the Stat~ of Texas. and that this Bond has been registered by the Compti, oller of Public Accounts of the State of Texas. Wtmeas my s~gnatore and seal this (COMPTROLLER'S SEAL) Compuoller of Public Accounts of the State of Texas [END OF FORM] Section 5. Tax Levy. A spectal Interest and Siniong Fund (the "Interest and Sinlong Fund") ts hereby created solely for the benefit of the Bonds. and the Interest and Sinking Fund shrill be established and nmmtalned by the Issuer at an omcial depexlto~y bank of the ~asucr. The Interest and Sinking Fund shah bo kept separate and apart from all other funds and accounts of the Issuer. and shall he used only for paying the intet~t on and pnnclpal of the Bonds. All ad valorem lazes levied and collected for and on account of the Bonds shall be I0 deposited, as collected, to the credit of the Interest and Sinking Fund. Dunng each year whde any of the Bonds or interest thereon are outstanding and unpaid, the Council shall compute and as(enam a rate and omount of ad valorem tax which will be sufficient Io raise and produce thc money reqmred to pay the interest on the Bonds as such mlerest comes due. and to provide and maintain n sinking fund edeqante to pay the pnncipal of sis Bonds as such principal matures (but never less than 2% of the original principal amount of smd Bonds es a sinking fund each yum'): and smd tax shall be based on the latest apvJoved tax rolls of the Issuer. with full allowance hemg made for tax delinquencies and the cost of tax collesuon. Smd rate and amount of ad valorem tax ss hereby levied, and ss hereby ordered to be levied, agmast all taxable property in the Issuer for each year whale any of the Bonds er interest thereon are outstanding and anpmd: and smd tax shall be assessed and collected each such yem' and deposited to the credit of the nferesmd Interest and Sinlung Fond. Smd ad valorem taxes sufficient to provide for the payment of the intep.~st on and pnncipal of the Bonds. as such interest comes due and such principal nmmres, are hereby pledged for such payment, wsthin the limit prescribed by law. Section 6. Disanaltion of Bond P(e(eed~. Thc proceeds of the Bonds shall he pin(ed rote the Interest and Sinking Fund and the Constnictlou Fund of the Issuer as follows: (a) Internist and Sinking Fund. An amount equal Io the acerned interest on the Bonds fi'om the date of thc Bonds lo the date of dehvmT to the Initial Purchaser. plus any p~mmm paid by the imtml Pmclmser. shall be depomted in thc Interest and Sinking Fund. (b) Construction Fund. The proceeds of the Bonds remaimng after thc above desc~bed deposit into thc Interest and Sinking Fund shall be placed in the Consuuction Fund (hereby created with a depomtory bank of the Issuer) to be used by the Issuer for the purposes for which thc Bonds are issued- including die payment of the pnucipaJ of the Rct'unde, d Obhgatioas. and, to thc extent not ntherwisc provided for. to pay expenses erlsmg in connection with thc sssuan(e of the Bonds. Section 7. Remedies of Owners. In ad&tion to all rights and remedies of any owner of the Bonds provided by the laws of the State of Texas. thc Issuer and thc Council covenant and agree that in thc event thc Issuer defanhs in thc payment of the principal of or mteresl on any of the Bonds when due. fails to make the payments required by tins Ordinance to be made mto thc Interest and Smiting Fund. or defanlts in the observan(e or performance of any of the covenants, conditmns, or obl*_onilons set forth in this Or&nan(e. the owner of any of the Bonds shall be enntled to a writ of mandamus issued by a court of proper jurisdiction comFellin8 and requiring thc Council and other officers of the Issuer to observe and perform any covenant, obhgadon, or condiuon prescribed m this Ordinan(e. No delay or omission by any owner to exercise any right or power aecrmn8 to such owner upon defnalt shall impair any such right or power, or shall be consuued Io be a wmver of any such default or ucqmescen(e therein, and eve~ such right or power nmy he cxeretsed from time to time and as often as may be deemed expedient. The specific remedies mentioned m this Ordinance shall be available m any owner of any of the Bonds and shall be comulanve of all other exisUn8 reanedios. Section 8. Defeasance of Bonds. (a) Any Bond and the interest tbe~on shall be d(emcd to he pmd- reured- and no longer outstanding (a "Defeased Bond") within the meaning of this Ordinance. except to the extem provided in subsection (d) of this Section 8. when payment of the principal Of such Bond. plus rate,st thereon to the duc date {whether such dun date be by reason of maturity, upon redemp*,on, or otherwise) either (i) shall have been made m' caused to he mndp m accordance with the terms thez~of (]ncludmg the 81vm8 of any reqmred onti(e of redemption) or (ii) shall have been pl*Ovlded fei' Off or be~}re such duc date by in~*~ucably depomtmg with or making avmlable to thc Paymg Agent/Registinr for such payment (A) lawful money of the United Slates of America sufficient to make such paymcn! or lB) Government ObltF, ntzons (hcrelnafter del'mud) which mature as to principal and Interest in such amounts and at such tunes as will insure thc avallabdity, without relnvestmeat, of sufficient money to provide for such payment, and when proper arrangcmants have been made by the Issuer with the Paym8 Al~enl/Regmtrar for the payment of its services until all Defeased Bonds shall have become duc and payable. At such ume as a Bond shall be deemed to he a Defeased Bond hereander, as afo~smd, such Bond and the mterest thereon shall no longer he seem*ed by, payable from. or entitled lo thc 11 benefifits of. the ad velore[] taxes herein Icvmd end pledged as provided [] flus Or&nunce. end such pnncipal end interest shall be payable solely from such []oney or Govern[]ent Obhgatioas. (b) Any money so deposated wflh thc Pay[]g Ageat/P~g~strar may at the written dh'ecl, on of the Issuer also be []vested tn Government Obhgattons. •atunng [] the amounts and tunes as hereinbefore set forth, end all []come from such Government Obhgattons received by the Pay[]g Agent/Regmtrar which is not requh-ed for the payment of the Bonds and intamst thereon, wnth respect to which such []oney has been so delx~ged, shall be turned over to the Issuer. or deposged as directed [] writ[]g by the Issuer. (c) The term 'Govm~ment OblignUons.*' as used [] flus Sectton. shall mean d~rect obligations of the United States of America. including obligations the prmcipal of end interest on which ~e uncondP,onally gu~centeed by the U[]ted Statns of America. which may be United Stntes Tressury obhgaUons such as tis State and Local Government Series. winch []ay be [] book-entry form. (d) Unul nil Defensed Bonds shall have become due end pnyable, the Paymg Agenl/i~gtatrar shnll perform the services of Pay[]g AgenYRagmtrar for such Defensed Bonds the same as if they had not been defensed, end the Issuer shall make p~er an'engements to provide and pay f~ such serv~cas ss reqon~l by flus Section 9. Damaned. Mufilnted~ i.mt; Stfl~9~n; OF Destroyed I~nnd¢ fa) ~. In the event any outstanding Bond is damaged, mutilated, lost. stolen, or destroyed, the Paying Agent/Registrar shall cause to be printed, executed, end del.vered, a new bond of the same pnncapal amount. []anu3ty. and interast rate. as the damaged, mutdated, lost. stolen, or destroyed Bond. in replacement for such Bond m the manner beremnflea' pmvlcled. (b) Apphcauon for Replacement ~ondn Application for replacement of damaged, mutilated, lost. stolen. or destroyed Bonds shall be rands by the registered owner thereof to the Paymg Agent/Regmwar. in every case of loss. theft, or dnstructlon of a Bond. the registered owner npply~ng for a replacement bond shall fummh to the Issuer und to the Paying Agem/Regmtrar such secumy or tndemmty as •ny be required by the[] to save each of the[] harmless from any loss or damage with respect thereto. Also. ~n every case of loss. theft, or destruction of a Bond. the registered owner shah furnish to the Issuer end to the Pay[]g Agent/Rnglstrar evidence to their sutmfaction of the loss. theft, or destruction of such Bond. as the case may be. In evecy case of damage or •utdauon of a Bond. the regmtered owner shah surrender to the Paying Agent/Registrar for cenceLlatton the Bond so dh•aged or []utiinted. (c) No Default Occurred. Notwlthatandmg the foregoing provisions of flus Section. tn the event eny such Bond shah have matured, end no default has occurred which is then conunuing in the payment of the prmcipal of. redemption preonem, if any. or ~ntereat on the Bond. thc Issuer may authorize the payment of the same (without surrender thereof except in the case of a damaged or mutdated Bond) instend of issuing a replacement Bond. provided security or indemnity is furnished ss above prowded an this Sectaon. (d) Charge for Issumg Replacement Bon,~ Prior to the issuance of uny replacement bond. the Paying Ageat/Reg~sWdr shaH charge the regtstered owner of such Bond vnth all legal, pflnnng, and other expenses m conneotlon thereMth. Every replacement bond issued pursuant to the provndons of flus Secuon by virtue of the fact that eny Bond ~s lost. stolen, or destroyed shall coasutute a coub~cata] obligauon of the Issuer whether or not the lost. stolen, or destroyed Bond shall bo found at any time. or bo enforceable by anyone, and shall be enlitied to all the benefits of this Ordinance equally and proporuonntely with any and ah other Bonds duly tssued under this Ordlnence. (e) _Authority for Issuing Rep!nc_emeq_~ Bondq In accordance with Section 6 of Vernon's Ann. Tez. Civ. St. Art. 717k-6. flus Sectton 9 of this Ordmance shall constitute enthortty for the issuance of uny such replucement bond wathont necesstty of further ucoon by the govern[]g body of the Issuer or eny other body or 12 puzson, end the duty of the replacement of such bonds ts hereby authorized end onposed upon the Paying Agent/ Regtslrar. end the Paying Agent/Registrar shah authenticate end dehvcr such Bonds sn fhe form end manner end with the effect, as provided sn Secuon 3(a) of this Ordmence for Bonds issued in exchenge for other Bonds. Section 10. Custody/. Aooroval~ and R,'R.~dm*~,,.* of n,,.~as; _n_~_~_ Cnnnul',S ~"'-'~':'"'1 and CUSIP Numbers. The Mayor of the Issuer is hereby enthorized to have control of the Inidai Bond usd all necesastT records end proceedings pertaining lo the infual Bond pending its delivery end its investigation, examination, end approval by the Attorney General of thc Slate of Texas. end tis regxstratton by the Comptroller of Public Accounts of the State of Texas. Upon regxslratien of the InitmJ Bond smd Comptroller of Public Accounts (or a deputy designated m '.~iting to act for smd Comptroller) shall manually sign thc Comptroller's RegistonJon Cex'ttficate attached to the Imttal Bond. end the seal of smd Comptroller shall he onpressed, or placed m facsunJle, on such Cernficate. The approving legal opxmon of tile Alan. Gump. Strauss. Hener & Feld. I.,.L.P.. Bond Counsel. and the assigned CUSIP numhe~ may, at the option of the Issuer. he printed on the Bonds issued and dehvered under th~s Ordinance. but ueither shaJl have uny legal effect, end shall he solely for the conveni- ence end mformauon of the registered owners of the Bonds. Section Il. Covenants of the lssuer.~.. (a) General Covenents. The Issuer covenants end represents that: (0 The Issuer is a duly incorporated Home Rule City. having more than 5000 mhalMants, opemlJng end existing under the laws of the Slate of Texas, and ~s duly authorized under the laws o£ the Slam of Texas to create and xssue the Bonds; all action on its part for the crueUon end tssennce of the Bunds has been duly and effecUvely taken, and the Bonds ~n the hands of the owners thereof a~e and wdl he vahd end enforceable obhgnuons of Ihe Issuer in nucordnnue with then- terms: &nd (n) The Bonds shall he ralably secured in such mnnner that no one Bond shall have lm~ferenco over other Bonds (b) ~. The Issuer covenants and relx'esents that. while the Bonds are outstanding end unputd, tt will. fi) Levy en nd valorem tax that will he sufficient to provide funds to p~ the current int~crest on the Bonds and to provide the necessary stolons fund. all ns descrxhed m tfus Ordinence; and (n) Keep proper books of record end account tn which full. true. and correct entries will he made of all dealings, activiUes, end Iransactions relal~n8 lo the Funds created pursuant to this Ordinnnce. and all books, documents, end vouchers relatm8 thereto shall at all reasonable dines be made available for inspec- tion upon request from uny owner. lc) Tax Covenents. The Issuer covenents to refrain ITem uny UCIion winch wodid adversely affect, or to lake uny actxon to assure, the treatment o1' the Bonds as obligations described in section 103 of the Internal Revenue Code of 1986. as amended (the "Code'). the interest on which is not includable in the "gross raceme" of the holder for puzposes of federal income laxmon. In furtherance the~of, the Issuer covenants as follows: (1) to take uny action to assure that no more then 10~ of thc izoceeds of thc Bonds (less amounts deposttecl to n resex-ve fund. d' uny) are used for uny "private business use". as defined in secuon 141(bX6) of the Code or. tf more than 10% of the proceeds am so used. that amounts, whether or not received by the Issuer, with respect to such private bue~uess use. do not. under the terms of tins Ordinance or uny underlying arrangement, drmctiy or indirectly, secure or provide for the puyment of more than 10% of the debt servxce on the Bonds. in conlmventmn of sectmn 141(b)¢2) of the Code. (ti) to I,O,e any action to assure that m the event that tho "private bumnens use" descnhed in subsection (i) hereof exceeds 5% of the proceeds of the Bonds (less amounts deposited into a reserve fund. 13 if any) then the amount m excess of 5% is used for a "private business use" which is "related" and not "disproportionate." within the meamng of sectron 141(b)¢3) of the Cede. to the governments] use: (iii) to take any action to assure that no amount which is greater than the lesser of $5.000.000. or 5% of thc proceeds of the Bunds (less amounts deposited tutu a reserve fund. ti' any) ~s threctly er mchreelly used to finance loans to persons, othcr than state or local goveromunlai units, in cuntravenuun of section 141(c) of the Cede; Ov) to reft'mn from tulong any action wbtch would otherwise result m the Bonds being treated as "private actwtly bonds" within the meaning of sectmn 141la) of the Cede; tv) to refrain from tslong any act*ou that would result in the Bonds being "federally guaranteed" within the meaning of section 149(b) of the Code: (vO Io refrain from using any portion of the proceeds of the Bonds. directly or indirectly, to acquire or lo replace funds which were used. direedy or mdn'cctly, to acqmre mvus~lout property (as de£med m sect*on 148(b)(2) of the Code) which preduccs a materially higher yield over the term of the Bonds. other than investment property acquired with - (A) ix"oceeds of the Bonds invested for a reasonable temporary period of three years or lens. or in the case of the Refunded Obligations 30 days. until such proceeds are needed for the purpose for which thc bonds ese issued, (B) amounts invested tn a bona fide debt service fund. within the meaning of sacaon 1.103- 13(b}(12) of the Treasury Regulauons. and (C) amounts deposited in any reasonably requued ~-serve or replacement fund to the extent such amounts do not exceed 10% of the proceeds of the Bonds: (vii) to otherwise restrict the use of thc proceeds of the Bonds or amounts treated as proceeds of the Bonds. as may he necessary, so that the Bonds do not otherwise contravene the require, manse of section 148 of the Code (relating to arbitrage) and, to the extent npphcable, section 149(d) of the Cede (relanng to advance refunthngs): (viu) to pay to the Untied States of America at least unce dunng each five-year purled (heglaning on the date of dehvery of thc Bonds) an amount that is at least erlual to 90% of the "Exccse Earnings." within the meaning of secuon 148(0 of the Code and to pay to the United Stales of America. not later than fi0 days after the Bunds buve been paid in full. 100% of the amount then reqmred to be paid as a result of Excess Earnings under section 148(0 of thc Code; and fix) to maintain such records as wall enable the Issuer to fulfill its responsthilitms under this section and sect*on 148 of the Code and to retain such records for at least six years folinwmg the final payment of lmncipal and interest on the Bonds. It is the understanding of the Issuer that the covenants contained hereto are intended lo assure compliance vnth the Code and any regulatmns er rulings promulgated by the U.S. Dcpatrtment of the Treasusy pursuant thereto. In Ihe event that regulalams or rulings are hereafter promulgated which modify or expand provisions of thc Code. as applicable m thc Bonds. the Issuer will not he reqmted to comply with any covenant contmnod herein to the extent that such modificaUon or expansion, in the oplmun ot ant~onally-recognized bond counsel, will not adversely affect the exemption fzom federal income texanun of interest un the Bonds under sec*on 103 of the Cede In the event Ilmt regulatmns or rulings ~e hereafter promulgated which impose eddit~oual requirements winch are applicable to the Bonds. the Issuer agrees to comply with the additional requirements to the extent 14 necessary, m the op~mon of anuonally-recogruzed bond couascl, to preserve thc exemption from federal []come taxauon of interest on the Bonds under sccoon 103 of the Code Section 12. Sale of Bonds. The Bonds arc hereby sold and shall be dehvered to First Southwest Company. Stephens Inc., and NationsBanc (the "Imtml Purchaser") at a pace of par. plus a I~cmmm of $60. and plus interest thereon to dale of dehvery, pursuant to the terms and provtsions of the Officzal Nouce of Sale and other sale documents. It is hereby officmlly found, determined, and declared that the terms of this sale ~e the moot advantageous rexanuebly obtmnable. The Bonds shall anuaily he regtstered m the name of Stephens Inc. The officers of the Issuer are hereby authorized and directed to execute and deliver such cemficates, instructions, or other instruments as are requmed or necessary to accomplish the purposes of tlus Ordinance. Section 13. Approval of Ofl=tcinl Statement. The Issuer hereby approves me form and content of thc Official Statement relating to the Bonds. and any addenda, supplement, or amendment thereto and approves thc dismbouon of such Of fluid Statement [] thc ranffenng of the Beods by the Inmal Pmchasers [] final form. with such changes these[] or addiuons thereto as the officer executing the same may deem edv~sable, such determinnuou to be conclusively evidenced by his exncunon thereof. It is further offic~lly found dei~mined and declnred that the slatemeats and representanons conuuned in smd Officad Statement are true and correct in all maten~J respects to the best knowledge and belief of the Councd. The form and content of and the dmmbutton and use of the Prehmmary Offic~ Statement dated September 8. 1994. prior to the date hereof m he, by ratified and confirmed. The Council finds and determines thai the Prehmmary Officml S~emant is "deemed ~'mul" as thai term is defined m 17 C.F.R. Section 240 15c2-12. Section 14. Ordinance a Contract; Amnndmen~. This Ordinance shull constitute a conUact with the owners, from Ume to time. of the Bonds. innding on the Issoer and fts successors and assigns, and shall not be amended or repealed by Ihe Issuer as long as any Bond rern~ns oul~Umchng except as penmtted in IIns Section. The Issuer may. without the consent of or not~ce to any owners, amend, change, or modify this Ordinance ns may be required (0 by the provisions hereof. (ii) in connccuon with thc issuance of any additional bonds. (hi) for thc purpose of cre~n8 any ambiguity, inconsistency, or formal dofcct oo omisstou herein, or (iv) in conncctiou wdh any other change which ts not to the prejudice of thc owners. Thc Issuer may. with the wntton consent of thc owners of a maJority m aggregate principal amount of Bonds then ootslandmg affncted thereby, and the []surer of any Bonds amend, changa, mod]fy, oo rescind any provismns of this Ordinance: provided, however. without the consent of all of thc owners affucted, no such amendment, change, modd~ca~on, or rescmsiou shall (i) extend thc time or times of paymcut of the principal of and interest on thc Bonds. reduce the pnnclpal amount thereof to the rete of interest thereon, or in any other way modify thc terms of payment of the principal of or interest on additional bonds on a panty with the llen of the Bonds. (ii) give any preference of any Bond over any other Bond. (iii) extend any waiver of default to subsequent defaults, or (iv) reduce the aggregate lmncipal amount of Bonds required for consent to any such amendmcot, change, modd'tuatJon, or rescmsmn. Whenever the Issuer shall destre to make any amandmcot or addition to or rescission of tins Orcimance requmng consent of thc owners, thc Issuer shall cause notice of the amcndmcut, addition, or rescissinn to be given as described above for a nollce of redcmptmn and give written notice to any insurer and Slandard & Ponr's Corporation. Whenever at any time withm one year after thc date of the giving of such notice, the Issuer shall receive an mslrumcol oo []stmmants [] writing executed by any insurer and the owners of a majority in aggregalc pnncipal amount of thc Bonds then outstanding affected by any such amcodmeut, nddiqon, oo resetsslou requiring consent, which mstnJment or instruments shah refer to the proposed amendmant, addition, or rescission described in such notice and shall specifically consent to and npprove the adoption thereof in substantially the form of the copy thereof referred to [] such nonce, thereupon, but no~ othm'wise, the Issuer may adopt such amendment, addition, or rescission [] substentmlly such form. except as hereto provided. No owner or insurer may thereafter obJeCt to the adoption of such amendment. ~ldi~on. or rescissiou, or to any of the provimons thereof, and such amendment, addition, or rescission shall be fully effective for aH purposes. Section IS. Notice to Paying ARt. ut and lm~._~kt~red Ownerv,. The Refunded Obligations me hmeby called for redampoon on October 20. 1994. and the Paying Agent/Registrar is hereby directed to make 15 approprmte arrangements so that the pnnc~pal of and accrued m~erest on such Refunded ObhBagons may be redeemed at smd bank on the redemption dale. Unless noS,ce is waived by the owners theruof, a copy of the NotJce of Prior Redempl,on. substan,aliy Jn the form attached hereto ns Exhib,t A. shall be delivered to the paying agent bimk fee the Refunded Obligatmns nnd a copy of such Notice of Prior Redemption shah be mailed to the registered owner thereof, or othenwse given ns provided in the appropriate order, resolu,,on, or ordinance authonzmg the called Refunded Obligations Section 16. Matters Related to Refund,rm. In order [hiu the Issuer shall sa,,sfy in a timely manner all of ,s obl,gatlous under thru Ordinance. the Mnyor and all other appropriate officers and agents of the Issuer are hereby anthoozed and directed to lake all other actions thai ate reasonably necessnry Io pruvlde for the refunding of the Refunded Obhganons. includ;ng w;thout lun;mhon, execuong and dal,vcnng on behalf ot the Issuer all cenit'tcates, consents, receipts, requests, notices, and other documents as may be reasonably necessary to satisfy the issuer's obhgeuous under dtis Ordinance and to d,rect the transfer and apphcatton of funds of the Issuer consistent with the provisions of this Ordinance. Section 17. Funds Appropriated. The Counc,l hereby appropnates from lawfully aviulable money sufficxent sums to pay the inteaest on the Refundad Obligations on the date of redemption and to pay mterest to accrue on the Bonds on the first ,merest payment date spec,fled m this Ordinance Section 18. Miseallaneous. (a) lncorporauou of Preamble. The preamble to this Ordinance ,s ,ncorpomled by reference tn this Ordinance. (b) Titles Not Resmcnve. The roles assigned to the various secuons of this Ordinance a~e for convenience only and shall not be considered restrictive of the subject mailer of any section or of any part of Ilus Ordinance. lc) Inconmstent Provisions. All ordinances, orders, and resolutmns, or pm'Is thcruof, whzch are in conflict or inconsistent with any pmvimon of this Ordinance are hereby r~'-..aled and declared to be inapplicable, nnd the provisions of this Ordinance shrill be and renmin contsolimg ns to the matters prescribed herein. (d) Severabihlv. If any word. plmtse, clause, paragraph, sentence, part, portion, ee provision of this Ordinance or lime npplicatton thereof Io any person or cixcumsumces shall be held lo be inval,d, the remainder of this Orthnancc shall neverdteless be valid nmi the Council hereby daclarcs that th,s Ordinance would have been enacted without such invalid word. phrase, clause, para,apb, sentence, pan. portion, ee provisions. (e) Goverumil~ Law. Tlus Ordinance shall be construed and enforced in accordance with the laws of the State of Texas. (f) Effective Date. This Ordinance shall take effect and be m full force and effect f~om and after the date of ~ts l:m*~$c, and it ,s so ordmned. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION. TEXAS this 22nd day of September. 1994. at which meeung a quorum was present. /s/ Lan'v J. Ruiner Mayor. City of College Slauon. Texas /s/ Connie Hooks City Secretory. City of College Slat'on. Texas 16 Exlub~t A NOTICE OF PRIOR REDEMPTION CITY OF COl., .t~OE STATION. TEXAS. COMBINATION TAX AND REVENUE CERTU-iCATES OF OBLIGATIONS. SERIES i~4 DATED SEPTEMBER 1, 1994 NOTICE IS HEREBY GIVEN that the C,ty of College Stauon (the "Issuer"), act,rig t{u'ough ,ts City Council. has called for opuonal redempuon the above described Obhgauons on October 20. 1994 at a redempt,on price eqanl lo thc prmc,pal amount thereof, plus unplud aggrued inlcrest to tho dam fixed for redemption, w,thout premmm Such redemption shall tnke place at the corporate trust offices of Fire American Blink. Bryan. Texns. on or before 10'00 a.m. on such date. TI.US NOTICE IS GIVEN pursunnt to thc option of redempuon reserved by thc Issuer ,n the Ordinance authorizing the Obhgnt,ons nmi shnil be sent by certified ~ poslmn~ed at least ten dnys prior to October 20. 1994 and addressed lo Fu'st American Bank. Bryan. Texas. as the Registered Owner of the Obhgatmns. WHEN DUE PROVISION has been made to redeem these Obhgauons. the ObliF, ntions shall be i~yable solely f~om the funds prov,ded for redemplion, and interest that would otherw,se accrue shall term,me on October 20. 1994. WITNESS MY HAND th,~ Seplember 22. 1994. CITY OF COI.I.{~GE STATION. TEXAS /.~ Lan'y J. Ringer Mayor A-i