HomeMy WebLinkAbout1985-1566 - Ordinance - 01/24/1985ORDINANCE NO. ,' ,.~-~ ~
AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF
$34,185,000 UTILITY SYSTEM REVENUE REFUNDING BONDS, SE-
RIES 1985; PROVIDING THE DETAILS RELATING THERETO; AU-
THORIZING AN AGREEMENT WITH THE PAYING AGENT/REGIS-
TRAR, A POLICY OF INSURANCE TO GUARANTEE FULL PAYMENT
OF SUCH BONDS WHEN DUE, AN ESCROW AGREEMENT PROVIDING
FIRM BANKING AND FINANCIAL ARRANGEMENTS FOR THE BONDS
BEING REFUNDED AND A BOND PURCHASE AGREEMENT; CALLING
CERTAIN OUTSTANDING REVENUE BONDS FOR REDEMPTION AND
DECLARING THAT THIS ORDINANCE SHALL BE EFFECTIVE
IMMEDIATELY UPON ITS ADOPTION
WHEREAS, the outstanding revenue bonds of the fol-
lowing described bond issues of the City of College Station,
Texas (the "City"), are payable from the net revenues derived
from the operation of the combined Waterworks System, Sewer
System and Electric Light and Power System of the City,
to-wit:
CITY OF COLLEGE STATION WATERWORKS AND SEWER
SYSTEM AND ELECTRIC LIGHT AND POWER SYSTEM REVENUE
BONDS, SERIES 1967, dated February 1, 1967, orig-
inally issued in the principal amount of $600,000
(Comptroller's Registration No. 37768), of which
$150,000 principal amount are currently outstand-
ing;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1971, dated August 1, 1971,
originally issued in the principal amount of
$800,000 (Comptroller's Registration No. 40262),
of which $280,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1973, dated August 1, 1973,
originally issued in the principal amount of
$500,000 (Comptroller's Registration No. 41651),
of which $225,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1976, dated August 1, 1976,
originally ~ssued in the principal amount of
$3,000,000 (Comptroller's Registration No. 43295),
of which $2,100,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1979, dated May 1, 1979,
originally ~ssued in the principal amount of
$6,145,000 (Comptroller's Registration No. 45072),
of which $5,175,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1981, dated May 1, 1981,
originally issued in the principal amount of
$3,000,000 (Comptroller's Registration No. 46114),
of which $2,100,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1982, dated February 1,
1982, originally issued ~n the pr~nclpal amount of
$4,220,000 (Comptroller's Registration No. 46546),
of which $3,400,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES II 1982, dated November 1,
1982, originally issued in the principal amount of
$9,325,000 (Comptroller's Registration No. 46958),
of which $8,800,000 are currently outstanding; and
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1984, dated May 1, 1984,
originally issued in the principal amount of
$17,380,000 (Comptroller's Registration No.
47916), all of which are currently outstanding;
and
WHEREAS, a proposal has been submitted to the City
Council of the City for the refunding of all the outstanding
bonds described above (the "Refunded Bonds"), which proposal
provides for the issuance of refunding bonds in the aggre-
gate principal amount of $34,185,000 and the contribution of
$7,656,299.10 in available funds of the City, and the Clty
Council has determined and hereby finds that (i) the accep-
tance of such proposal will enable the City to eliminate
certain restrictive covenants applicable to the Refunded
Bonds which limit the City's right to issue additional
revenue bonds on a parity with the City's outstanding reve-
nue bonds and (ii) such proposal should be accepted; and
WHEREAS, the City Council has further determined
and hereby finds that (i) refunding bonds in the principal
amount and bearing interest at the rates shown below should
be issued under and pursuant to the laws of the State of
Texas including Article 717k, Vernon's Texas Civil Statutes,
as amended, to refund or refinance the Refunded Bonds; (ii)
all of the Refunded Bonds are scheduled to mature, or are
subject to redemption prior to maturity, not more than 20
years from the date of such refunding bonds; (iai) the re-
funding bonds herein authorized shall be payable solely from
the Net Revenues of the C~ty's combined waterworks system,
sanitary sewer system and electric light and power system,
the same revenues as those pledged for the payment of the
Refunded Bonds; and (iv) the funds to be deposited wlth the
Escrow Agent pursuant to the Escrow Agreement authorized by
this Ordinance will be sufficient to provide for the payment
and/or redemption of the Refunded Bonds and such deposit wall
constitute the making of firm banking and financial arrange-
ments for the discharge and final payment or redemption of
the Refunded Bonds; and
WHEREAS, the City Council hereby further finds and
determines that the City has available funds ~n the amount
of $7,656,299.10 to contribute and apply to the refunding or
refinancing of the Refunded Bonds, that such amounts are
currently on deposit in the reserve fund and interest and
s~nking funds applicable to the Refunded Bonds, which funds
will not be needed if the proposed refunding bonds are
issued and sold as hereinafter provided; and
WHEREAS, the City Council deems it desirable to
proceed with the issuance and sale of an issue of refunding
bonds in the aggregate principal amount of $34,185,000 in
accordance with the proposal received by the Clty Council of
the C~ty; therefore,
RG0421/180B01 -2-
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE
STATION:
Section 1: That the bonds of the City of College
Station, Teyas, to be designated as "CITY OF COLLEGE STATION,
TEXAS, UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 1985"
(the "Bonds"), are hereby authorized to be issued and de-
livered in accordance with the Constitution and laws of the
State of Texas, and particularly Article 717k, Vernon's Texas
Civil Statutes, as amended, in the aggregate principal amount
of $34,185,000 for the purpose of refunding or refinancing
the outstanding City of College Station Waterworks and Sewer
System and Electric Light and Power System Revenue Bonds,
Series 1967; City of College Station, Texas, Utility System
Revenue Bonds, Series 1971; City of College Station, Texas,
Utility System Revenue Bonds, Series 1973; City of College
Station, Texas, Utility System Revenue Bonds, Series 1976;
City of College Station, Texas, Utility System Revenue
Bonds, Series 1979; City of College Station, Texas, Utility
System Revenue Bonds, Series 1981; City of College Station,
Texas, Utility System Revenue Bonds, Series 1982; City of
College Station, Texas, Utility System Revenue Bonds, Series
II 1982; and City of College Station, Texas, Utility System
Revenue Bonds, Series 1984; all of the Bonds being secured,
as hereinafter provided, by a pledge of the Net Revenues from
the operation of the City's combined Waterworks and Sewer
System and Electric Light and Power System.
Section 2: That the Bonds shall be issued and de-
livered in fully registered form without coupons, shall be
dated as of January 15, 1985 (the "Initial Date") and shall
be in denominations of $5,000 or any integral multiple there-
of up to the aggregate principal amount scheduled for matu-
rity during the year involved. Initially, there shall be
sixteen (16) Bonds (the "Initial Bonds") numbered consecu-
tively from R-1 through R-16 in order of their maturity, each
in the principal amount set opposite the year of maturity in
the schedule set forth in Section 3. Bonds registered and
delivered in exchange for any of the Initial Bonds surren-
dered for transfer or exchange shall be numbered from R-17
upward in the order that they are authenticated and delivered
by the Paying Agent/Registrar hereinafter designated.
Section 3: That the Bonds shall bear interest
(computed on the basis of a 360-day year of twelve 30-day
months) from the later of the Initial Date or the most re-
cent date to which interest has been pa~d or duly provided
for, payable August 1, 1985 and each February 1 and August 1
thereafter until the principal sum is paid in full. Payment
of interest shall be made to the registered owner of each
Bond as shown on the Bond Register provlded for in Section 6
hereof as of the 15th day of the calendar month next preced-
ing the interest payment date by check or draft mailed by
the Paying Agent/Registrar to the address of each such owner
as it appears on such Bond Register on the date aforesaid.
The Bonds shall mature and become payable, subject to prior
redemption in accordance with the provisions of Section 5
hereof, on February 1 in each of the years and in the prin-
cipal amount set forth in the schedule below, and shall bear
interest at the respective rates per annum set forth oppo-
site the year of maturity in said schedule, to-wit:
RG0421/180B01 -3-
Year of Principal Interest
Maturity Amount Rate
1986 $2,260,000 6.00%
1987 2,490,000 6.50
1988 2,605,000 7.00
1989 2,545,000 7.50
1990 2,465,000 7.75
1991 2,415,000 8.00
1992 2,375,000 8.25
1993 2,275,000 8.50
1994 2,225,000 8.70
1995 2,205,000 8.90
1996 2,205,000 9.00
1997 2,175,000 9.10
1998 2,025,000 9.25
1999 1,525,000 9.40
2000 1,490,000 9.50
2001 905,000 9.50
Section 4: That the principal of the Bonds shall
be payable, w~thout exchange or collection charges, in any
coin or currency of the United States of America which, on
the date of payment thereof, Ks legal tender for the payment
of debts due the Unlted States of America, upon their
presentation and surrender as they become due or at their
earlier redemption date, if any, at the principal office of
the Paying Agent/Registrar.
Section 5: That the C~ty reserves the right to
redeem in whole or from time to time in part, all of the
Bonds maturing in the years 1996 through 2001 on February 1,
1995, or any interest payment date thereafter, by paying the
principal thereof and accrued interest thereon. The City
shall, at least forty-five (45) days prior to the date f~xed
for redemption (unless a shorter notice shall be satisfac-
tory to the Paying Agent/Registrar), notify the Paying
Agent/Registrar of such date and the principal amount of
Bonds of each maturity to be redeemed. If less than all of
the Bonds are to be redeemed, the particular Bonds wlthin
each such maturity (in integral multiples of $5,000) shall
be selected by the Paying Agent/Registrar by such method as
it shall deem fair and appropriate. The registered owner of
any Bond, all or a portion of which has been called for
redemption, shall be required to present such Bond to the
Paying Agent/Registrar for payment of the principal of and
accrued interest on that pert~on of the Bond called for
redemption; provided, however, upon the surrender of any
such Bond, the City shall execute and the Paying Agent/Regis-
trar shall authenticate and deliver to the registered owner
thereof a new Bond or Bonds of the same maturity in an
aggregate principal amount equal to the unredeemed portion
of the Bond surrendered. Notice of redemption shall be
g~ven by mailing a copy thereof by registered or certified
mall at least thirty (30) days prior to the date fixed for
redemption to the registered owner of each Bond to be
redeemed in whole or in part at the address of such owner on
the registration books; provided, however, that failure to
give such notice, or any defect there~n, shall not affect
the validity of the proceedings for the redemption of any
Bond or portion thereof with respect to which no such
failure or defect has occurred. Any notice mailed as
provided in this Section 5 shall be conclusively presumed to
have been duly given, whether or not the registered owner
receives the notice. Prior to the date fixed for redemption,
the City shall deposit, or cause to be deposited, with the
RG0421/180B01 -4-
Paying Agent/Registrar funds sufficient to pay in full the
principal of all Bonds or portions thereof called for
redemption, together with accrued interest thereon to the
redemption date. Any Bond or Bonds duly called for redemp-
tion, due provision for the full payment of which has been
timely made, shall cease to bear interest from and after the
date fixed for redemption.
Section 6: That the City shall cause to be kept
at the principal office of the Paying Agent/Registrar a
register (the "Bond Register") in which, subject to such
reasonable regulations as the City and the Paying Agent/
Registrar may prescribe, registration of the Bonds and
transfers of the Bonds shall be made as provided herein.
Upon surrender for transfer of any Bond at the principal
office of the Paying Agent/Registrar, the City shall execute
and the Paying Agent/Registrar shall authenticate and
deliver, in the name of the designated transferee or trans-
ferees, one or more new Bonds of the same maturity, of any
authorized denominations, bearing the same rate of interest
and of a like aggregate principal amount. At the option of
the registered owner of any Bond, it may be exchanged for
other Bonds of the same maturity, of any authorized denomi-
nations, bearing the same rate of interest, and of like
aggregate principal amount, upon surrender of the Bond to be
exchanged at the principal office of the P~ying Agent/Regis-
trar. Whenever any Bond is so surrendered for exchange, the
City shall execute, and the Paying Agent/Registrar shall
authenticate and deliver, the Bonds which the registered
owner of the Bond making the exchange is entitled to re-
ceive. All Bonds issued upon any transfer or exchange of
any Bond shall be the valid obligations of the City, evi-
dencing the same debt, and entitled to the same benefits
under this Ordinance, as the Bond surrendered upon such
transfer or exchange. Every Bond presented or surrendered
for transfer or exchange shall be duly endorsed, or be
accompanied by a written instrument of transfer in form
satIsfactory to the Paying Agent/Registrar duly executed, by
the registered owner thereof or his attorney duly authorized
in writing. No servlce charge shall be made to the regis-
tered owner for any registration, transfer or exchange of
Bonds, but the City or the Paying Agent/Registrar may
require payment of a sum sufficient to cover any tax or
other governmental charge that may be imposed in connection
with any transfer or exchange of Bonds. Neither the City
nor the Paying Agent/Registrar shall be required to transfer
or exchange any Bond during the per~od of fifteen (15) days
next preceding any interest payment date or to transfer or
exchange any Bond during the thirty (30) day period prior to
the date fixed for the redemption of such Bond.
Section 7: That the City, the Paying Agent/Regis-
trar and any other person may treat the individual, firm or
corporation in whose name any Bond is registered on the Bond
Reqister as the absolute owner of such Bond for the purpose
of making and receiving payment of the principal thereof and
interest thereon and for all other purposes, whether or not
such Bond is overdue, and neither the City nor the Paying
Agent/Registrar shall be bound by any notice or knowledge to
the contrary. All payments made to any such person, firm or
corporation deemed to be the owner of any Bond in accordance
with this Section 7 shall be valid and effectual and shall
discharge the liability of the City and the Paying Agent/
Registrar to the extent of the sums paid.
Section 8: That the Bonds shall be executed on
behalf of the City by the Mayor under its seal attested by
RG0421/180B01 -5-
the City Secretary. Each such signature may be manually
executed or placed in facsimile on the Bonds, and the City's
seal may be manually impressed, printed or otherwise placed
on the Bonds. Bonds receiving the manual or facsimile
signatures of individuals who were at the time the duly
elected or appointed officers of the City shall be binding
upon the City notwithstanding such individuals or either of
them shall cease to hold such offices prior to the certi-
fication, registration, authentication or delivery of such
Bonds or shall not have held such office on the date of such
Bonds, all as provided in the Bond Procedures Act of 1981,
as amended. The Initial Bonds, each payable to the Purchas-
er named in Section 24 hereof, shall be executed and submit-
ted to the Attorney General of Texas for approval, and
thereupon certified by the Comptroller of Public Accounts of
the State of Texas by his manual signature or by the manual
signature of one of his deputies thereunto duly authorized.
No Bond authorized by this Ordinance shall be entitled to
any right or benefit hereunder, or be valid or obligatory
for any purpose unless the Comptroller of Public Accounts of
the State of Texas or his duly authorized deputy shall have
executed a Registration Certificate substantially in the
form of the Registration Certificate of Comptroller of
Public Accounts set forth in Section 9 hereof or the Paying
Agent/Registrar shall have executed a Certificate of Auth-
entication substantially in the form of the Certificate of
Authentication of Paying Agent/Registrar set forth in
Section 9 hereof, and either such executed certificate upon
any Bond shall be conclusive evidence that such Bond has
been executed and delivered pursuant to this Ordinance.
Section 9: That the form of the Bonds, including
the form of Registration Certificate of the Comptroller of
Public Accounts of the State of Texas to be typed or printed
on each of the Initial Bonds only, and the form of Certifi-
cate of Authentication of the Paying Agent/Registrar to be
typed or printed on all of the Bonds other than the Initial
Bonds shall be, respectively, substantially as follows:
(Form of Bond)
Registered Registered
No. $
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTY OF BRAZOS
CITY OF COLLEGE STATION, TEXAS
UTILITY SYSTEM REVENUE REFUNDING BOND
SERIES 1985
Interest Rate
Due Initial Date CUSIP No.
February 1,
January 15, 1985
The City of College Station, Texas (the "City"),
for value received, hereby promises to pay to
or registered assigns, on the due date shown above, the sum
of DOLLARS,
and to pay interest thereon until paid, at the rate
RG0421/180B01 -6-
specified above, from the later of the Initial Date shown
hereon or the most recent date to which interest has been
paid or duly provided for, beginning August 1, 1985, and
semiannually thereafter on February 1 and August 1 of each
year until the principal sum shall have been paid in full,
such interest to be computed on the basis of a 360-day year
of twelve 30-day months. The principal of this Bond is
payable in lawful money of the United States of America,
without exchange or collection charges at the principal
corporate trust office of the Paying Agent/Registrar execut-
ing the Certificate of Authentication appearing hereon, upon
presentation and surrender of th~s Bond. The interest on
this Bond payable on any interest payment date will be paid
to the person, firm or corporation in whose name th~s Bond
is registered at the close of business on the 15th day of
the calendar month next preceding such interest payment date
by check or draft dated as of the interest payment date and
ma~led to such registered owner.
(Additional Provisions of the Bonds)
(To be printed or typed on the face of the
Initial Bonds and printed on the back
of all other Bonds)
THIS BOND is one of the series specified in its
title ~ssued in the aggregate principal amount of $34,185,000
(the "Bonds") pursuant to an ordinance (the "Bond Ordi-
nance'') duly adopted by the City Council of the City for the
purpose of refunding all of the City's outstanding bonds
payable from the net revenues of its Waterworks and Sewer
System and Electric L~ght and Power System, to wit: City of
College Station Waterworks and Sewer System and Electric
Light and Power System Revenue Bonds, Series 1967; City of
College Station, Texas, Utility System Revenue Bonds, Series
1971; City of College Station, Texas, Utility System Revenue
Bonds, Series 1973; City of College Station, Texas, Utility
System Revenue Bonds, Series 1976; C~ty of College Station,
Texas, Utility System Revenue Bonds, Series 1979; City of
College Station, Texas, Utility System Revenue Bonds, Series
1981; City of College Station, Texas, Utility System Revenue
Bonds, Series 1982; City of College Station, Texas, Utll~ty
System Revenue Bonds, Series II 1982; and C~ty of College
Station, Texas, Utility System Revenue Bonds, Series 1984;
under and in strict conformity with the Constitution and
laws of the State of Texas, including without limitation
Article 717k, Vernon's Texas Civil Statutes, as amended.
This Bond shall not be deemed to constitute a debt
of the C~ty or a pledge of its faith and credit, but shall
be payable as to principal and lnterest, together w~th the
other Bonds of this series of Bonds, solely from the reve-
nues derived from the operation of the City's combined
Waterworks and Sewer System and Electric Light and Power
System, including all present and future extensions, addi-
tions, replacements and improvements thereto after deduction
therefrom of the reasonable expense of operation and mainte-
nance of said Systems. The holder hereof shall never have
the right to demand payment of th~s obligation out of any
funds raised or to be raised by taxation.
The C~ty has reserved the right to redeem, in
whole or from t~me to time in part, all of the Bonds matur-
ing in the years ]996 through 2001 on February 1, 1995, or
any interest payment date thereafter, by paying the princi-
pal thereof and accrued interest thereon. If less than all
RG0421/180B01 -7-
of the Bonds are to be redeemed, the City shall designate
the principal amount of Bonds of each maturity to be re-
deemed and the Paying Agent/Registrar shall designate the
particular Bonds tc be redeemed within each maturity in
integral multiples of $5,000. At least thirty (30) days'
prior notice of any such redemption shall be given by mall
as provided in the Bond Ordinance. Any Bond or Bonds duly
called for redemption, due provision for the full payment of
which has been timely made, shall cease to bear interest
from and after the date fixed for redemption.
As provided in the Bond Ordinance and subject to
certain limitations therein set forth, this Bond ~s trans-
ferable on the Bond Register of the City, upon surrender of
this Bond for transfer at the principal office of the Paying
Agent/Registrar, duly endorsed by, or accompanied by a
written instrument of transfer in form satisfactory to the
Paying Agent/Registrar duly executed by, the registered
owner hereof or his attorney duly authorized in writing, and
thereupon one or more new fully registered Bonds of the same
maturity, of authorized denominations, bearing the same rate
of interest, and for the same aggregate principal amount
will be issued to the designated transferee or transferees.
Neither the City nor the Paying Agent/Registrar
shall be required (1) to transfer or exchange this Bond
during the per~od of fifteen (15) calendar days next preced-
ing any interest payment date or (2) to transfer or exchange
this Bond during the thirty (30) day period prior to the
date fixed for the redemption of th~s Bond.
The City, the Paying Agent/Registrar and any agent
of either of them may treat the person, firm or corporation
in whose name th~s Bond ~s registered as the owner hereof
for the purpose of receiving payment as herein provided and
for all other purposes, whether or not this Bond be overdue,
and neither the City, the Paying Agent/Reglstrar nor any
such agent shall be affected by notice or knowledge to the
contrary.
The City has reserved the right, subject to the
restrictions stated in the Bond Ordinance, to issue addi-
tional revenue bonds which may be secured by and made
payable from the same revenues as, and be on a parity and of
equal dignity in all respects with, the Bonds.
IT IS HEREBY CERTIFIED, RECITED AND REPRESENTED
that the issuance of this Bond, and the series of which it
· s a part, is duly authorized by law; that all acts, con-
ditions and things required to exist and be done precedent
to and in the issuance of the Bonds to render the same
lawful and valid have been properly done and performed and
have happened in regular and due time, form and manner, as
required by law; and that the ~nterest on and principal of
this Bond and the Bonds are on a parity with each other and
of equal dignity in all respects, are payable solely from
and secured by a first l~en on and pledge of the revenues of
the combined Waterworks and Sewer System and Electric Light
and Power System of the City, after deduction of reasonable
operating and maintenance expenses. Th~s Bond shall be
construed in accordance w~th and shall be governed by the
laws of the State of Texas.
RG0421/180B01 -8-
(Legend to be printed on the face of all
Bonds other than the Initial Bonds)
REFERENCE IS HEREBY MADE TO FURTHER PROVISIONS OF
THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH FURTHER
PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF
FULLY SET FORTH IN THIS PLACE.
(Additional paragraph to be typed or
printed on Initial Bonds only)
This Bond shall not be entitled to any right or
benefit under the Bond Ordinance, or be valid or become
obliqatory for any purpose, unless the Comptroller of Public
Accounts of the State of Texas or his duly authorized agent
shall have executed the Registration Certificate of Comp-
troller of Public Accounts endorsed hereon.
(Additional paragraph to be printed on the
face of all Bonds other than the Initial Bonds)
This Bond shall not be entitled to any right or
benefit under the Bond Ordinance, or be valid or become
obligatory for any purpose, unless the Paying Agent/Registrar
shall have executed the Certificate of Authentication
endorsed hereon.
IN WITNESS WHEREOF, this Bond has been signed by
the manual or facsimile signature of the Mayor of the City
and attested by the manual or facsimile signature of the
City Secretary, and the official seal of the City has been
manually impressed, printed or otherwise placed hereon.
CITY OF COLLEGE STATION, TEXAS
Attest:
By
Mayor
City Secretary
(City's Seal)
RG0421/180B01 -9-
(Form of Registration Certificate of
Comptroller of Public Accounts
to be typed or printed on the Initial Bonds only)
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS
§ REGISTER NO .............
THE STATE OF TEXAS
I HEREBY CERTIFY that 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 him as required by law; that he finds that it
has been issued in conformity with the Constitution and laws
of the State of Texas; and that it is a valid and binding
special obligation upon the City of College Station, Texas,
payable solely from the revenues pledged to its payment, and
further that this Bond has this day been registered by me.
WITNESS my signature and seal of office this
(SEAL)
Comptroller of Public Account~
of the State of Texas
(Form of Certificate of Authentication
of Paying Agent/Registrar
to be printed on all Bonds other than the Initial Bonds)
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds referred to in the within
mentioned Bond Ordinance.
FIRST CITY NATIONAL BANK OF
HOUSTON, Houston, Texas, as
Paying Agent/Registrar
Dated:
By
Authorized Signature
RG0421/180B01 -10-
(Form of Assignment)
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells,
assigns and transfers unto (Print or typewrite name, address
and zip code of transferee)
(Social Security or other identifying number: )
the within Bond and all rights thereunder, and hereby
irrevocably constitutes and appoints
attorney to transfer the within Bond on the books kept for
registration thereof, with full power of substitution in the
premises.
DATED:
Signature guaranteed by:
NOTICE: The s~gnature on this
assignment must correspond
with the name of the regis-
tered owner as it appears on
the face of the within Bond
in every particular.
Section 10: That the following terms shall have
the respective meanings specified:
(a) The term "Additional Bonds" means the addi-
tional bonds and other evidences of indebtedness which the
City reserves the right to issue under Section 15 hereof.
(b) The term "Association" shall mean Municipal
Bond Insurance Association, a voluntary unincorporated
association of insurance companies organized under the laws
of the State of New York.
(c) The term "Bond Fund" means the fund provided
for in Section 13 of th~s Ordinance.
(d) The term "Bonds" shall mean the $34,185,000
of Bonds authorized by th~s Ordinance.
Station,
thereof.
(e) The term "City" refers to the City of College
Texas, or where appropriate to the City Council
(f) The term "City Council" shall mean the City
Council of the C~t¥.
(g) The term "Junior Lien Certificates" shall
mean the following certificates of obligation issued by the
City bearing the dates, in the original principal amounts
and finally maturing as set forth below, to-wit:
Date
7-24-81
7-24-81
10-23-81
11-13-81
4-17-84
6-11-84
Principal Amount
284 062 50
1,297 000 00
400 000 00
91 380 00
440 000 00
400 000 00
Final
Maturity
7-24-91
7-15-88
10-23-91
11-13-86
4-17-94
6-11-94
(h) The term "Net Revenues" as used in this Ordi-
nance shall mean the gross revenues of the Systems less the
reasonable expenses of operation and maintenance, including
RG0421/180B01 -11-
all salaries, labor, materials, repairs and extensions
necessary to render efficient service; provided, however,
that only such repairs and extensions, as in the judgment of
the City Council, reasonably and fairly exercised, are
necessary to keep the plant or utility in operation and
render adequate service to the City and the inhabitants
thereof, or such as might be necessary to meet some physical
accident or condition which would otherwise impair the Bonds
authorized by this Ordinance and any additional bonds per-
mitted to be issued hereunder, shall be deducted in de-
termining "Net Revenues."
(i) The term "Paying Agent/Registrar" shall mean,
initially, First City National Bank of Houston, Houston,
Texas, or any successor appointed hereunder in its capacity
as such.
(j) The term "Systems" as used in this Ordinance
shall mean the City's combined Waterworks System, Sewer
System and Electric Light and Power System, including all
present and future extensions, additions, replacements and
improvements thereto.
(k) The term "Systems Fund" shall mean the fund
provided for in Section 12(b) hereof.
Section 11: That the Bonds, any Additional Bonds
and the interest on all such Bonds, are and shall be payable
from and secured by an irrevocable first lien on and pledge
of the Net Revenues of the Systems, and the Net Revenues are
hereby pledged irrevocably for the payment and security of
the Bonds, any Additional Bonds and the interest on all such
Bonds.
Section 12: That the City covenants and agrees
with the holders of the Bonds and Additional Bonds, if and
when issued, that it will
(a) fix and maintain rates and collect charges for
the facilities and services afforded by the Systems which
will provide revenues sufficient at all times:
(1) To pay all operation, maintenance,
depreciation, replacement and betterment charges
of the Systems;
(2) To establish and maintain the Bond Fund;
(3) To generate in each year Net Revenues
equal to one and twenty-five hundredths (1-25/100)
times the maximum annual requirement for the
payment of the principal of and interest on the
Bonds and any Additional Bonds at the time out-
standing and payable from the revenues of the
Systems (although amounts shall be paid into the
Bond Fund only in accordance with Section 13
hereof); and
(4) To pay all indebtedness other than bonds
outstanding against the Systems including without
limitation the Junior Lien Certificates, as and
when the same become due; and
(b) deposit as collected all revenues derived from
the operation of the Systems into the Systems Fund which
shall be kept separate and apart from all other funds of the
City.
RG0421/180B01 -12-
Section 13: That, from the Net Revenues available
in the Systems Fund, the City shall make substantially equal
monthly payments into the Bond Fund during each year in
which any of the Bcnds are outstanding, commencing with the
date of delivery of the Bonds to the initial purchasers
thereof, in an aggregate amount equal to one hundred percent
(100%) of the amounts required to meet the interest and
principal payments falling due on or before the next maturity
date of the Bonds. The City shall, at least five days prior
to August 1, 1985, and each February 1 and August 1 thereaf-
ter, deposit into the Bond Fund any additional Net Revenues
available in the Systems Fund which may be necessary to pay
in full the interest on and principal, if any, coming due on
such August 1 or February 1. In no event shall any amount
in excess of the amounts stated above be placed in the Bond
Fund for the payment of the interest on or principal of the
Bonds, and any amount so placed may be withdrawn by the City
and replaced in the Systems Fund. Any funds remaining in
the Systems Fund, after provision for the reasonable cost of
operating and maintaining the Systems, and after paying the
aforesaid amounts required to be paid into the Bond Fund for
the Bonds, may be used by the City for any lawful purpose.
Section 14: That the City purchase a policy of
insurance from the Association to the effect that the
members thereof (each acting severally and not jointly)
unconditionally and irrevocably guarantee to the owner of
any of the Bonds (other than the City) the full and complete
payment required to be made by or on behalf of the City to
the Paying Agent/Registrar of an amount equal to the
principal of and interest on the Bonds as such payments
shall become due and not be so paid, and that the premium
for such policy shall be paid out of the proceeds of sale of
the Bonds as a cost of the issuance thereof.
Section 15: That ~n addlt~on to inferior lien
bonds authorized by Article llllb, Vernon's Texas Civil
Statutes, as amended, the City expressly reserves the right
hereafter to issue additional parity bonds and other evi-
dences of indebtedness now or hereafter authorized by the
Legislature of Texas (collectively, the "Additional Bonds"),
and the Additional Bonds, when issued, may be secured by and
payable from a first lien on and pledge of the Net Revenues
of the Systems in the same manner and to the same extent as
are the Bonds authorized by this Ordinance but subject to
the remaining provisions hereof, and the Bonds authorized
herein and the Additional Bonds may in all respects be of
equal dignity. It is provided, however, that no Additional
Bonds shall be issued unless:
(a) An independent firm of certified public
accountants, based upon an annual audit of the books of the
Systems, certifies that the net earnings of the Systems for
the fiscal year next preceding the month in which the
ordinance authorizing such Additional Bonds ~s adopted were
equal to each of the following determined independently:
(i) at least one and four-tenths (1-4/10) times
the average annual requirements for the payment of
principal and interest on the then outstanding
bonds and other evidences of indebtedness payable
from the revenues of the Systems and on such
Additional Bonds, when issued, sold, and delivered;
and
(ii) at least one and twenty-five hundredths
(1-25/100) times the maximum annual requirement
for the payment of principal and interest on the
RG0421/180B01 -13-
then outstanding bonds and other evidences of
indebtedness payable from the revenues of the
Systems and on such Additional Bonds, when issued,
sold and delivered;
provided, however, should the certificate of the accountant
certify that the net earnings of the Systems for the fiscal
year covered thereby were, in either case, less than required
above, and a change in the rates and charges for services
afforded by the Systems became effective at least sixty (60)
days prior to the scheduled date of adoption of the ordinance
authoriuing such Additional Bonds, then such Additional
Bonds may nevertheless be issued if an independent engineer
or engineering firm having a favorable reputation with
respect to such matters certifies that, had such change in
rates and charges been effective for the fiscal year covered
by the accountant's certificate, the net earnings for the
Systems for the fiscal year covered by the accountant's
certificate would have met the tests specified in (i) and
(ii) above.
The term "net earnings" as used in this Section shall mean
all of the net revenues of the Waterworks System, Sewer
System and the Electric Light and Power System, exclusive of
income received specifically for capital ~tems, after
deduction of the reasonable expenses of operation and
maintenance of the Systems excluding expenditures which
under standard accountlng practice should be charged to
capital expenditures or depreciation;
(b) Such Additional Bonds are made to mature on
February 1st in each of the years iD which they are scheduled
to mature; and
(c) The entire issue of such Additional Bonds is
insured in a manner similar to the Bonds by an ~nsurance
company or association of companies whose insured obliga-
tions are rated by either Moody's Investors Service Inc. or
Standard & Poor's Corporation in the same or a higher rating
category than the ~nsured obligations of the Association (at
the time such Additional Bonds are to be issued) or the City
shall establish a reserve fund for such Additional Bonds by
any method or combination of methods that the City deems
reasonable and appropriate provided that (i) the amount of
such reserve fund (or coverage of any surety bond in lieu
thereof) shall at least equal the maximum annual debt
service requirements of such Additional Bonds, not to exceed
the maximum permitted by applicable regulations, procedures
or published rulings of the Internal Revenue Service (the
"Reserve Minimum"), (il) if any cash reserve fund is funded
by making transfers of Net Revenues in the System Fund, such
transfers shall be made each month in an amount reasonably
sufficient to reach the Reserve M~nimum within a period of
not more than five years after such Additional Bonds are
sold and delivered and (iii) such reserve fund shall be for
the equal benefit of the owners of (x) such Additional
Bonds, (y) any Addltional Bonds theretofore issued which are
not insured in a manner similar to the Bonds and (z) any
Additional Bonds thereafter issued which are not so insured.
Section 16: That the City shall maintain the
Systems in good conditIon and operate the same in an effi-
cient manner and at a reasonable cost. So long as any of
the Bonds are outstanding, the City agrees to maintain
insurance on the Systems, for the benefit of the registered
owner or owners of the Bonds, of a kind and in an amount
which usually would be carried by private companies engaged
in a similar type of business in the same area. This
RG0421/180B01 -14-
Ordinance shall not be construed as requiring the City to
expend any funds which are derived from sources other than
the operation of the Systems, but nothing herein shall be
construed as preventing the City from doing so.
Section 17: That the City shall keep proper books
of records and accounts, separate from all other records and
accounts, in which complete and correct entries shall be
made of all transactions relating to the Systems. Upon
written request made not more than 60 days following the
close of the fiscal year, the City shall furnish to any
registered owner of any of the Bonds, complete financial
statements of the Systems in reasonable detail covering such
fiscal year, certified by the City's Auditor. Any regis-
tered owner or owners of 25% of the Bonds at the time
outstanding shall have the right at all reasonable times to
inspect the Systems and all records, accounts and data of
the City relating thereto.
Section 18: That the City hereby further cove-
nants as follows:
(a) That it has the lawful power to pledge the
revenues supporting the Bonds and has lawfully exercised
said power under the Constitution and laws of the State of
Texas, including said power existing under Article 717k,
Revised Civil Statutes of the State of Texas, as amended;
that the Bonds issued hereunder shall be ratably secured by
said pledg~ of income, in such manner that one Bond shall
have no preference over any other Bond.
(b) That, other than for the payment of the Bonds
here~n authorized and the Junior Lien Certificates, the
rents, revenues and income of the Systems have not in any
manner been pledged to the payment of any debt or obliga-
tions of the City or of the Systems.
(c) That, so long as any of the Bonds or Addi-
tional Bonds remain unpaid, the City will not sell or
encumber the Systems or any substantial part thereof, and
that it will not encumber the revenues thereof unless such
encumbrance is made pursuant to Section 15 hereof or is
junior and subordinate to all of the provisions of th~s
Ordinance.
(d) That no free service of the Systems shall be
allowed, and should the City or any of its agencies or
instrumentalities make use of the services and facilities of
the Systems, payment of the reasonable value thereof shall
be made by the City out of funds from sources other than the
revenues and income of the Systems.
(e) To the extent that it legally may, the City
further covenants and agrees that, so long as any of the
Bonds or any interest thereon is outstanding, no franchise
shall be granted for the installation or operation of any
competing systems, that the City will prohibit the operation
of any such systems other than those owned by the City and
the operation of any such systems by anyone other than the
City is hereby prohibited.
Section 19: That the Bonds are special obligations
of the C~ty payable from the pledged revenues and the
registered owner thereof shall never have the right to
demand payment thereof out of funds raised or to be raised
by taxation.
RG0421/180B01 -15-
Section 20: That the Mayor is hereby authorized
and directed to submit, or cause to be submitted, the record
of the Bonds, and the Initial Bonds, to the Attorney General
of the State of Texas for examination and approval and
thereafter cause the Bonds to be registered by the Comptrol-
ler of Public Accounts of the State of Texas. Upon said
registration of the Bonds, said Comptroller of Public
Accounts (or a deputy designated in writing to act for said
Comptroller) shall manually s~gn the Comptroller's Registra-
tion Certificate prescribed herein to be endorsed on each of
the Initial Bonds, and the seal of said Comptroller shall be
impressed, printed or lithographed on each of the Initial
Bonds.
Section 21: That the City hereby further covenants
wath the purchasers and any subsequent registered owners of
the Bonds that the City will not make any use of the pro-
ceeds of the Bonds which wall cause the Bonds to be or
become arbatrage bonds within the meanang of Section 103(c)
of the Internal Revenue Code of 1954, as amended, or any
regulations promulgated thereunder, and that the City will
otherwise comply with the pertinent provisions of said
Section 103(c) and regulations in order that the Bonds will
not be or become arbitrage bonds thereunder.
Section 22: That if (1) any mutilated Bond is
surrendered to the Paying Agent/Reglstrar or (2) the City
and the Paying Agent/Registrar receive evidence to thear
satisfaction of the destruction, loss or theft of any Bond,
and (a) there ~s delivered to the City and the Paying
Agent/Registrar such security or indemnity as may be re-
quired by them to save each of them harmless and (b) the
City and the Paying Agent/Registrar have no notice that such
latter Bond has been acquired by a bona fide purchaser; then
and in either such event the City shall execute and upon
request the Paying Agent/Registrar shall register and
deliver, an exchange for or in laeu of any such mutilated,
destroyed, lost or stolen Bond, a new Bond of the same
maturity and of like tenor, interest rate and principal
amount, bearing a number not contemporaneously outstanding.
Upon the issuance of any new Bond under this Section 22, the
Caty may require the payment by the registered owner thereof
of a sum suffacient to cover any tax or other governmental
charge that may be imposed in relation thereto and any other
expenses (including the fees and expenses of the Paying
Agent/Registrar) connected therewith. Every new Bond ~ssued
pursuant to th~s Sectaon 22 in laeu of any mutilated,
destroyed, lost or stolen Bond shall constitute a replace-
ment of the prior obllgatlon of the City, whether or not the
mutalated, destroyed, lost or stolen Bond shall be at the
time enforceable by anyone, and shall be entitled to all the
benefits of this Ordinance equally and ratably with all
other outstanding Bonds.
Section 23: That the Caty covenants at all times
to maintain a Paying Agent/Registrar for the Bonds meeting
the qualifications here~n set forth, and subject to the
remaining provisions of th~s Section 23 hereby appoints
First City National Bank of Houston, Houston, Texas, inl-
taally to serve an such capacity. The form, terms and
prov~s$ons of the proposed Agreement between the City and
First City National Bank of Houston providing for such
appointment which ~s attached to this Ordinance as Exh~bat A
are hereby approved in all respects, and the Mayor and City
Secretary are hereby authorized and directed to execute and
deliver an agreement substantially in the form attached
hereto, with such changes thereln as the officers executing
RG0421/180B01 -16-
the same shall, as evidenced by their signatures thereon,
approve. The City expressly reserves the right to appoint
one or more successor Paying Agent/Registrars by (1) filing
with the Paying Agent/Registrar then serving a certified
copy of a resolution or ordinance giving notice of the
termination of the City's agreement with such Paying Agent/
Registrar and appointing a successor and (2) giving notice
to all of the registered owners of the Bonds and to the
Municipal Advisory Council of Texas or its successor. Every
Paying Agent/Registrar appointed hereunder shall at all
times 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, and
subject to supervision or examination by Federal or State
authority.
The Paying Agent/Registrar is hereby authorized
and directed, to give notice to the Association at any time
when the City has not deposited into the Bond Fund, at least
five days prior to an interest payment date on the Bonds,
funds sufficient to pay the maturing principal of, and
interest on, the Bonds. Such notice shall be made as
promptly as possible in order to permit the Association to
make, ~f required under the Surety Bond, a Surety Bond
Payment sufficient in amount, when aggregated w~th funds in
the Bond Fund, to pay the maturing principal of, and inter-
est on, the Bonds.
Section 24: That the sale of the Bonds to Rauscher
Pierce Refsnes, Inc. and Associates at a price equal to the
principal amount of the Bonds and accrued interest to date
of delivery, in accordance with the Bond Purchase Agreement
attached hereto as Exhibit B, ~s hereby authorized, approved,
ratified and confirmed. The form, terms and provisions of
such Bond Purchase Agreement are hereby approved in all
respects and the Mayor and City Secretary are hereby autho-
rized and directed, in the name and on behalf of the City,
to execute and deliver a bond purchase agreement in substan-
tially the form attached hereto, with such changes therein
as the officers executlng the same shall, as evidenced by
their signatures thereon, approve. It is hereby found and
determined by the City Council of the City that the price
and terms prescribed for the purchase of the Bonds as set
forth in the Bond Purchase Agreement are the most advanta-
geous reasonably attainable by the City.
Section 25: That the form, terms and provisions
of the Special Escrow Agreement (the "Escrow Agreement") by
and between the City and F~rst City National Bank of Houston,
Houston, Texas, as Escrow Agent (the "Escrow Agent"),
attached hereto as Exhibit C are hereby approved in all
respects, and the Mayor and the C~ty Secretary of the C~ty
are hereby authorized and directed, in the name and on
behalf of the City, to execute and deliver an escrow agree-
ment substantially in the form attached hereto, with such
changes as the officers executing the same shall, as evi-
denced by their signatures thereon, approve.
In connectlon with the purchase and delivery of
the "SLGS" referenced in the Escrow Agreement and to be
acquired and deposited to the credit of the "Special City of
College Station, Texas, Bond Escrow Fund," the Escrow Agent
and the City Manager or Director of Finance of the City are
hereby authorized and directed to execute the appropriate
subscription forms and make the necessary arrangements for
the purchase and acquisition, on the date of delivery and
RG0421/180B01 -17-
payment for Bonds, from the Houston Branch of the Dallas
Federal Reserve Bank, of such "SLGS" in the principal
amounts, bearing interest at the rates and maturing in the
amounts and at the times specified in the Escrow Agreement.
Section 26: That immediately following the
dellvery of the Bonds, the proceeds of sale thereof (less
accrued interest on the Bonds) shall be deposited w~th the
Escrow Agent for application and disbursement in accordance
w~th the provisions of the Escrow Agreement and for payment
of the costs of issuance of the Bonds. Accrued interest on
the Bonds shall be deposited ~n the Bond Fund.
Additionally, immediately following delivery of
the Bonds, the City Manager or D~rector of F~nance of the
City shall cause to be transferred in immediately available
funds to the Escrow Agent the sum of $7,656,299.10, repre-
senting the funds to be contributed by the City to accom-
plish the refunding of the Refunded Bonds, and the expendi-
ture of a portion of such funds for the purchase of United
States Treasury Obligations identified in Exhibit B to the
Escrow Agreement.
Section 27: That, subject only to the issuance,
sale and delivery of the Bonds authorized by this Order, the
C~ty hereby irrevocably exercises its right to redeem on
February 1, 1987, all of the outstanding bonds of the City
of College Statlon, Texas, Utility System Revenue Bonds,
Series 1982 maturing in the years 1988 through 1992; and
directs that notice of such redemption be given as specified
in the ordinance authorizing the issuance and sale of such
bonds.
Section 28: That this Ordinance shall take effect
immediately upon its adoption.
1985.
PASSED AND APPROVED this the 24th day of January,
~lty Secr
College~tat~on, Texas
(SEAL)
RG0421/180B01 -18-
Exhibit A
BOND REGISTRAR AND
PAYING AGENT AGREEMENT
THIS AGREEMENT entered into as of January 30, 1985
(the "Agreement") by and between the City of College Station,
Texas, a body politic and corporate and a political sub-
division of the State of Texas (the "City"), and First Clty
National Bank of Houston, a national banking association
duly organized and existing under the laws of the United
States of America with its principal offices in Houston,
Texas (the "Bank");
WI TNES SETH:
WHEREAS, the City has duly authorized and provided
for the issuance of its Utility System Revenue Refunding
Bonds, Series 1985 (the "Bonds") in the aggregate principal
amount of $34,185,000 to be issued as registered bonds
without coupons; and
WHEREAS, all things necessary to make the Bonds
the valid obligations of the City, in accordance with their
terms, will be taken prior to the issuance and delivery
thereof; and
WHEREAS, the City is desirous that the Bank serve
as the agent of the City for the purpose of providing for
the authentication, registration, transfer, exchange, replace-
ment and payment of the Bonds, all under and in strict con-
formity with the Ordinance of the City authorizing the issu-
ance and sale of the Bonds and approving this Agreement; and
WHEREAS, the Bank desires to serve as the City's
agent for the purposes listed above and to enter into and
perform its obligations under this Agreement;
NOW, THEREFORE, the City and the Bank hereby agree
as follows:
ARTICLE ONE
APPOINTMENT OF BANK AS
PAYING AGENT AND REGISTRAR
Section 1.01. Appointment.
The City hereby appoints the Bank to act as Paying
Agent/Registrar with respect to the Bonds, for the purposes
of (1) paying to the registered owners of the Bonds the'
principal of and interest on all or any of the Bonds; (ii)
maintaining the Bond Register (as defined in Section 4.01)
in which shall be kept the names and addresses of the
registered owners of the Bonds: and (iii) authenticating
Bonds issued pursuant to the Ordinance authorlz~ng the
Bonds, all as described in this Agreement.
The Bank hereby accepts such appointments, and
agrees to act as, the Paying Agent/Registrar with respect to
the Bonds, subject to the terms and conditions of this
Agreement.
Section 1.02. Compensation.
As compensation for the Bank's services as Paying
Agent/Registrar, the City hereby agrees to pay the Bank the
fees and amounts set forth in Annex ~ hereto until December 31,
1985 and thereafter the fees and amounts set forth in the
Bank's current fee schedule then in effect for services as
Paying Agent/Registrar for municipalities, which shall be
supplied to the City on or before ninety (90) days prior to
the close of each year, and shall be effective upon the
first day of the following year.
In addition, the City agrees to reimburse the Bank
upon ~ts request for all reasonable expenses, disbursements
and advances incurred or made by the Bank in accordance with
any of the provisions hereof (including the reasonable
compensation and the expenses and disbursements of its
agents and counsel).
ARTICLE TWO
DEFINITIONS
Section 2.01. Definitions.
For all purposes of this Agreement, except as
otherwise expressly provided or unless the context otherwise
requires:
"Bank Office" means the principal corporate
trust office of the Bank as indicated on the
signature page hereof. The Bank will notify the
City in writing of any change in location of the
Bank Office.
"Bond Ordinance" means the ordinance of the
City Council of the City adopted on January 23,
1985 authorizing the issuance and sale of the
Bonds, a certified copy of which has been delivered
to the Bank.
"City Request" and "City Order" means a
written request or order s~gned in the name of the
C~ty by the Mayor or the City Secretary of the
City and delivered to the Bank.
"Responsible Officer" when used with respect
to the Bank means the Chairman or Vice Chairman of
the Board of Directors, the Chairman or Vice
Chairman of the Executive Committee of the Board
of Directors, the President, any Vice President,
any Assistant Vice President, the Secretary, any
Assistant Secretary, the Treasurer, any Assistant
Treasurer, the Cashier, any Assistant Cashier, any
Trust Officer or Assistant Trust Officer, or any
other officer of the Bank customarily performing
functions similar to those performed by any of the
above designated officers and also means, w~th
respect to a particular corporate trust matter,
any other officer to whom such matter is referred
because of his knowledge of and familiarity with
the partlcular subject.
ARTICLE THREE
PAYING AGENT
Section 3.01. Duties of the Bank as Paying Agent.
As Paying Agent, the Bank shall, provided adequate
funds have been provided to it for such purpose by or on
behalf of the City, pay on behalf of the City the principal
of the Bonds at their respective maturities, whether at
002RGAS/180B01 -2-
their stated maturities or upon acceleration of maturity as
provided an the Bond Ordinance, to the registered owner
thereof upon surrender of the Bond to the Bank at the Bank
Office.
As Paying Agent, the Bank shall, provided adequate
collected funds have been provided to it for such purpose by
or on behalf of the City, pay on behalf of the City the
interest on the Bonds when due, by computing the amount of
interest to be paid each registered owner thereof, preparing
the checks and mailing them as specified in the Bond Ordinance,
to such owners, addressed to their addresses appearing on
the Bond Register.
Section 3.02. Payment Dates.
The City hereby instructs the Bank to pay the
principal of and interest on the Bonds at the dates specified
in the Bond Ordinance.
Section 3.03. Insurance Policy.
Payment of the principal and interest on the Bonds
is secured by an insurance policy (the "Insurance Policy")
issued by the Municipal Bond Insurance Association ("MBIA").
The Bank shall retain in safekeeping the original Surety
Bond. If the City does not deposit into the Bond Fund funds
sufficient to pay in full the interest on and principal, if
any, of the Bonds coming due on any February 1 or August 1
(a "Bond Payment Date"), the Bank shall immediately notify
the General Manager of MBIA in accordance with the provisions
of the Insurance Policy. The Bank shall cooperate promptly
with the City in meeting all of the requirements of the
Insurance Policy necessary to obtain funds from MBiA for
payment of the interest on and principal, ~f any, due on the
Bonds. Upon receipt of funds from MBIA pursuant to the
Insurance Policy, the Bank shall use the funds provided by
MBIA, with any funds provided for such purpose by the City,
to pay the interest on and principal, if any, of the Bonds
coming due on such Bond Payment Date.
ARTICLE FOUR
REGISTRAR
Section 4.01. Authentication, Transfer and Exchange.
The City shall keep at the Bank Off~ce a register
(herein and in the Bond Ordinance called the "Bond Register")
in which, subject to such reasonable written regulations as
the C~ty may prescribe (which regulations shall be furnished
the Bank herewith or subsequent hereto by City Order), the
City shall provide for the registration of Bonds and of
transfers of Bonds. The Bank agrees to maintain the Bond
Register while it as Registrar.
At any time and from time to time after the execu-
tion and delivery of this Agreement, any registered owner
may deliver to the Bank, for transfer or exchange, any Bonds
accompanied by instructions from such registered owner
designating the persons and authorazed maturities and principal
amounts to and in which such Bonds are to be transferred or
exchanged, and the Bank shall thereupon, w~thin not more
than three (3) business days, authenticate and deliver such
Bonds, as provided herein, in the Bond Ordinance and in such
instructions. Such Bonds shall be executed on behalf of the
City and shall be authenticated in the manner provided in
002RGAS/180B01 -3-
the Bond Ordinance. With respect to any Bond authenticated
and delivered by the Bank hereunder, the Bank shall place
the date of authentication of such Bonds in the place pro-
vided for such date in the form of Bond.
Ail Bonds issued upon any transfer or exchange of
Bonds shall be the valid obligations of the City, evidencing
the same debt, and entitled to the same benefits hereunder
and under the Bond Ordinance, as the Bonds surrendered upon
such exchange.
No service charge shall be made by the Bank to the
registered owner of a Bond or any transferee for any registra-
tion, transfer or exchange of Bonds, but the Bank shall
require payment by such registered owner thereof or transferee(s)
of a sum sufficient to cover any tax or other governmental
charge that may be imposed upon or be collectible by the
City or the Bank in connection with any such transfer or
exchange of Bonds. Every Bond surrendered for transfer or
exchange shall be duly endorsed or be accompanied by a
written instrument of transfer, the signature on which has
been guaranteed by an officer of a federal or state bank or
a member of the National Association of Securities Dealers,
Inc., in form satisfactory to the Bank, duly executed by the
registered owner thereof or his attorney duly authorized in
writing.
The Bank may request any supporting documentation
it feels necessary to effect a transfer or re-registration.
Section 4.02. Certificates.
The City shall provide an adequate inventory of
Bond certificates to facilitate transfers. The Bank covenants
that it will maintain Bond certificates in safekeeping and
will use reasonable care in maintaining such certificates in
safekeeping, which shall be not less than the care it
maintains for debt securities of other governments or
corporations for which it serves as registrar, or which it
maintains for its own securities.
4.03. Form of Bond Register.
The Bank as Registrar will maintain the records of
the Bond Register in accordance with the Bank's general
practices and procedures in effect from time to time. The
Bank shall not be obligated to maintain such Register in any
form other than those which the Bank has currently available
and currently utilizes at the time; provided, however, ~hat
such form shall at all times be adequate to provide for an
accurate accounting of the entire principal amount of Bonds
maturing in each year of maturity, and to permit the tracing
of any Bond to one of the Initial Bonds (as such term is
defined in the Bond Ordinance).
form or
written
The Bond Register may be maintained in written
in any other form capable of being converted into
form within a reasonable time.
Section 4.04. List of Registered Owners of Bonds.
The Bank will provide the City at any time requested
by the City, upon payment of the required fee, a copy of the
information contained in the Bond Register. The City may
also inspect the information in the Bond Register at any
time the Bank is customarily open for business, provided
that reasonable time is allowed the Bank to provide an
002RGAS/180B01 -4-
up-to-date listing or to convert the information into written
form.
The Bank will not release or disclose the content
of the Bond Register to any person other than, or at the
written request of, the Mayor or City Secretary of the City,
except upon receipt of a subpoena or court order. Upon
receipt of a subpoena or court order, or any notice relating
to such a subpoena or order or a hearing with respect thereto,
the Bank will promptly notify the City so that the City may
have the opportunity to contest the subpoena or court order.
Section 4.05. Return of Cancelled Certificates.
The Bank will, in accordance with the written
instructions of the City, surrender to the City, cancelled
Bond certificates in lieu of which or in exchange for which
other Bonds have been issued, or which have been paid.
Section 4.06. Mutilated, Destroyed, Lost or
Stolen Bonds.
The City hereby instructs the Bank to deliver and
issue Bonds in exchange for or in lieu of mutilated, destroyed,
lost or stolen Bonds as long as the same does not result in
an overissuance.
The Bank will issue and deliver a new Bond in
exchange for a mutilated Bond surrendered to it. The Bank
will issue a new Bond in lieu of a Bond for which it receives
written representation from the registered owner thereof
that the certificate representing such Bond is destroyed,
lost or stolen, without the surrender or production of the
original certificate. The Bank will pay on behalf of the
City the principal of a Bond for which it receives written
representation that such Bond is destroyed, lost or stolen
following the stated maturity or redemption of the Bond,
without the surrender or production of the original
certificate.
The Bank will not issue a replacement Bond or pay
such replacement Bond for a lost, stolen or destroyed Bond
unless there is delivered to the Bank such security or
indemnity as it may require (which may be by the Bank's
blanket bond) to save both the Bank and the City harmless.
On satisfaction of the Bank and the City, the
certificate number on the Bond Register will be cancelled
with a notation that it has been mutilated, destroyed, lost
or stolen and a new Bond will be issued of the same series
and of like tenor and principal amount bearing a number (accord-
inq to the Bond Register) not contemporaneously outstanding.
The Bank shall
Bond the Bank's fees and
a new Bond in lieu of or
lost or stolen Bond.
charge the registered owner of the
expenses in connection with issuing
exchange for a multilated, destroyed,
The City hereby accepts the Bank's current blanket
bond for lost, stolen, or destroyed certificates and any
future substitute blanket bond for lost, stolen, or destroyed
certificates that the Bank may arrange and that has substan-
tially the same coverage, and agrees that the coverage under
any such blanket bond is acceptable to it and meets the
City's requirements as to security or indemnity. The blanket
bond utilized for the purpose of lost, stolen or destroyed
certificates by the Bank shall be available for inspection
by the City on request.
002RGAS/180B01 -5-
Section 4.07. Transaction Information to the City.
The Bank will, within a reasonable time after
receipt of written request from the City, furnish the City
information as to interest and principal payments it has
made with respect to the Bonds, Bonds it has delivered upon
the transfer or exchange of any Bonds pursuant to Section 4.01
and Bonds it has delivered in exchange for or in lieu of muti-
lated, destroyed, lost or stolen Bonds pursuant to Section 4.06.
ARTICLE FIVE
THE BANK
Section 5.01. Duties of Bank.
The Bank undertakes to perform the duties set
forth herein and agrees to use reasonable care in the
performance thereof.
Section 5.02. Reliance on Documents, Etc.
(a) The Bank may rely and shall be protected in
acting or refraining from acting upon any resolution,
certificate, statement, instrument, opinion, report,
notice, request, directiont consent, order, bond, note~
security or other paper or document reasonably believed
by it to be genuine and to have been signed or presented
by the proper party or parties. The Bank shall not be
bound to make any investigation into the facts or
matters stated in a resolution, certificate, statement,
instrument, opinion, report, notice, request, direction,
consent, order, bond, note, security or other paper or
document supplied by the Mayor or City Secretary of the
City.
(b) The Bank may consult with counsel, and the
written advice of such counsel or any opinion of coun-
sel shall be full and complete authorization and protec-
tion with respect to any action taken, suffered or
omitted by it hereunder in good faith and in reliance
thereon.
(c) The Bank may exercise any of the powers
hereunder and perform any duties hereunder either
directly or by or through agents or attorneys of the
Bank.
Section 5.03. Recitals of the City.
The recitals contained herein and in the Bond
certificates, except the certificate of authentication of
the Bonds, shall be taken as the statements of the City, and
the Bank assumes no responsibility for their correctness.
Section 5.04. May Hold Bonds.
The Bank, in 1ts individual or any other capaclty,
may become the owner or pledgee of Bonds and may otherwise
deal with the City with the same rights it would have if it
were not acting as the Paying Agent/Registrar or in any
other capacity hereunder.
Section 5.05. Moneys Held by Bank.
Money deposited by the City with the Bank for
payment of the principal (or redemption price) of or interest
002RGAS/180B01 -6-
on any Bonds shall be segregated from other funds of the
Bank and the City and shall be held in trust for the benefit
of the registered owners of the Bonds. All money deposited
with the Bank hereunder shall be secured in the manner and
to the fullest extent required by law for the security of
funds of the City. The Bank shall be under no liability for
interest on any funds received by it hereunder unless a City
official directs the investment of such funds, in which case
such funds shall be so invested and any interest earned
thereon shall be paid or credited to the City, unless
otherwise agreed with the City.
Section 5.06. Indemnification.
The City agrees to indemnify the Bank for, and
hold it harmless against, any loss, liability or expense
incurred without negligence or bad faith on its part, aris-
ing out of or in connection with the performance of its
duties hereunder, including the cost and expense (including
its counsel fees) of defending itself against any such claim
or liability in connection with the exercise or performance
of any of its powers or duties under this Agreement.
Section 5.07. Resignation and Removal.
The Bank may resign from its duties hereunder at
any time by giving not less than thirty (30) days' written
notice thereof to the City.
The Bank may be removed from its duties hereunder
at any time, with or without cause, by an ordinance or
resolution adopted by the City Council of the City designating
a successor upon not less than thirty (30) days' notice;
provided, however, no such removal shall become effective
until such successor shall have accepted the duties of the
Bank hereunder by written instrument.
Upon the effective date of such resignation or
removal (or any earlier date designated by the City in case
of resignation) the Bank shall, upon payment of all its
fees, charges and expenses then due, transfer and deliver to
or upon the order of the City the Bond Register and all
other funds, records, Bonds and Bond certificates held by it
under this Agreement.
If the Bank shall resign or be removed, the City
shall by ordinance or resolution of its City Council promptly
appoint and engage a successor to fulfill the obligations of
the Bank hereunder, which appointment shall be effective as
of the effective date of the acceptance of such duties by
such successor. The City (or such successor on behalf of
the City) shall immediately give notice of such substitution
hereunder to the registered owners of all Bonds then outstand-
ing, including the name of such successor and the address of
its principal office.
Section 5.08. Merger, Conversion, Consolidation or
Succession.
Any corporation into which the Bank may be merged
or converted or with which it may be consolidated, or any
corporation resulting from any merger, conversion or consoli-
dation to which the Bank shall be a party, or any corporation
succeeding to all or substantially all of the corporate
trust business of the Bank shall be the successor of the
Bank hereunder without the execution or filing of any paper
or any further act on the part of either of the parties
002RGAS/180B01 -7-
hereto. In case any Bond(s) shall have been authenticated,
but not delivered, by the Bank then acting hereunder, any
such successor by merger, conversion or consolidation to
such authenticating Bank may adopt such authentication and
deliver the Bond(s) so authenticated with the same effect as
if such successor Bank had authenticated such Bond(s).
ARTICLE SIX
MISCELLANEOUS PROVISIONS
Section 6.01. Amendment.
This Agreement may be amended only by an agreement
in writing signed by both of the parties hereto.
Section 6.02. Assignment.
This Agreement may not be assigned by either party
without the prior written consent of the other.
Section 6.03. Notices.
Any request, demand, authorization, direction,
notice, consent, waiver or other document provided or per-
mitted hereby to be given or furnished to the City or the
Bank shall be mailed or delivered to the City or the Bank,
respectively, at the addresses shown on the signature page
hereof.
Section 6.04. Effect of Headings.
The Article and Section headings are for conven-
ience only and shall not affect the construction hereof.
Section 6.05. Successors and Assigns.
Ail covenants and agreements herein by the City
and the Bank shall bind their respective successors and
assigns, whether so expressed or not.
Section 6.06. Benefits of Agreement.
Nothing herein, express or implied, shall give to
any person, other than the parties hereto and their succes-
sors hereunder, any benefit or any legal or equitable right,
remedy or claim hereunder.
Section 6.07. Entire Agreement.
This Agreement and the Bond Ordinance constitute
the entire agreement between the parties hereto relative to
the Bank's acting as Paying Agent Registrar and Authenticating
Agent and if any conflict exists between this Agreement and
the Bond Ordinance, the Bond Ordinance shall govern.
Section 6.08. Counterparts.
This Agreement may be executed in any number of
counterparts, each which shall be deemed an original and all
of which shall constitute one and the same Agreement.
Section 6.09. Termination.
This Agreement will terminate on the date of final
payment by the Bank issuing its checks for the final payment
of principal and interest of the Bonds.
002RGAS/]80B01 -8-
This Agreement may be earlier terminated upon
sixty (60) days' written notice by either party.
The provisions of Section 1.02 and Article Five
shall survive and remain in full force and effect following
the termination of this Agreement.
Section 6.10. Governing Law.
This Agreement shall be construed in accordance
with and governed by the laws of the State of Texas.
IN WITNESS WHEREOF, the parties hereto have executed
th~s Agreement as of the day and year first above written.
[SEAL]
CITY OF
Mayor - / ' - --
/
City
Address:
1101 Texas Avenue
College Station, Texas
77840
FIRST CITY NATIONAL BANK OF HOUSTON
[SEAL]
Attest-.
Title:
BY
Title:
Address: P. O. Box 809
Houston, Texas 77001
002RGAS/180B01 -9-
[ri, i'll' l)l%[',1o1! IIou,,tOl~ /-%
IRS-I'CI1Y
PAYING ~/~T/~EGIST~AR SERVICES
r.~'~'~:L,U:~.~'E JUNE 1, 1984
Per Issue aeca~.~:
This charge covers c~lete study and consideratic~ of all
umw1 documents authorizing and supporting the issuance of
bonds, the acceptance of the account and authentication of
Ann-al Administratio~
First $5 millien principal amount, per millien:
Next $5 m/ilion principal ~aDunt, per mill/on :
Excess above $10 million principal amount, par million:
This charge cover no~mal administrative services perfon~-
ed. It is charged on a ~i-~F~11~, pr~ rata basis calcu-
la~ on the principal amount outstay&ling at the beginniD~]
of ~ch such semi-an~,,~l period.
Bondholder Account Maintenance
Per Account Maintained:
This charge includes maine~-/ng of addresses of holders,
placement and r~roval to stops, posting of all certificates
issued and cancelled, furnishing of daily transfer reports
aD~ the issuance of s~ni-ann,,~ interest checks.
Municipal Bond Transfer and ~istrer
Charge per original issuance and registration
Charge per transfer and registratien:
$1500.00
$ 75.00
50.00
25.00
$1500.00
$ 5.00
$ 1.50
1.50
*Payable at closing.
BOND PURCHASE CONTRACT
RELATING TO
$34,185,000
CITY OF COLLEGE STATION, TEXAS
(Brazos County)
UTILITY SYSTEM REVENUE REFUNDING BONDS
SERIES 1985
The Honorable Mayor and
Members of the City Council
City of College Station, Texas
P. O. Box 9960
College Station, Texas 77840-2499
Honorable Mayor and Members of the City Council:
The undersigned (hereinafter called the "Underwriters"), appearing
on the signature page hereof, offer to enter into this Purchase Contract
with the above named City {the "City"), subject to the City's acceptance
of this Purchase Contract on or before 11:00 o'clock p.m., Houston Time,
on January 24, 1985. If not so accepted, this offer will be subject to
withdrawal by the Underwriters upon notice delivered to the City at any
time prior to the acceptance hereof by the City.
1. Upon the terms and conditions and upon the basis of the repre-
sentations set forth herein, the Underwriters hereby agree to purchase
from the City, and the City hereby agrees to sell and deliver to the
Underwriters, an aggregate of $34,185,000 principal amount of the City's
Utility System Revenue Refunding Bonds, Series 1985 (the "Bonds"). The
Bonds shall be dated, shall mature and bear interest from their date at
the rate or rates per annum, and such interest being payable on the dates
set forth in Exhibit A attached hereto. The purchase price for the Bonds
shall shall be-~-1-O'O-%r-6-f par plus accrued interest. The City hereby agrees
to pay in inmediately available funds to the Underwriters a fee in an
amount equal to 1.8% of the principal amount of Bonds {$615,330).
2. Subject to the other terms and conditions hereof, at 10:00
o'clock a.m., Austin Time, on January 30, 1985, at First City National
Bank of Austin, Austin, Texas, or at such other time, date and place as
may be mutually agreed upon by the City and the Underwriters {the
"Closing"), the City will deliver Initial Bonds (hereinafter defined) in
the aggregate principal amount of $34,185,000, all payable to Rauscher
Pierce Refsnes, Inc., duly executed by the Mayor and City Secretary of
the City and duly registered by the Comptroller of Public Accounts of the
State of Texas to the Underwriters, together with the other documents
hereinafter mentioned, and the Underwriters will accept such delivery
and pay the purchase price of the Bonds as set forth in Paragraph 1
hereof by check or checks payable in in~nediately available funds to the
order of the City. If the Underwriters shall so request, the Initial
Bonds shall be made available to the Underwriters at least one business
day before the Closing for purpose of inspection.
3. The Bonds shall be described in and shall be issued and secured
under the provisions of the ordinance authorizing the issuance of the
Bonds adopted by the City prior to or currently with the acceptance
hereof {the "Ordinance"). The Bonds shall be subject to redemption and
shall be payable as provided in the Ordinance, and the term "Initial
Bonds" when used herein shall have the meaning specified in the
Ordinance.
4. Exhibit B hereto is the Preliminary Official Statement, in-
cluding the cover page and Appendix thereto, of the City with respect to
the Bonds {the "Preliminary Official Statement"). The Preliminary
Official Statement including the cover page and the Appendix thereto, as
further amended only in the manner hereinafter provided, is hereinafter
called the "Official Statement." The City hereby authorizes the
Ordinance, the Official Statement and the information therein contained
to be used by the Underwriters in connection with the public offering and
sale of the Bonds, and the City ratifies and confirms the use by the
Underwriters prior to the date hereof of the Preliminary Official State-
ment in connection with the public offering of the Bonds.
As set forth in the Official Statement, the proceeds of the Bonds,
together with other funds of the City, will be used at Closing to advance
refund and defease certain outstanding bonds of the City as described in
the Official Statement. In order to accomplish such advance refunding
and defeasance, it will be necessary for the City to subscribe for
certain United States Treasury-State and Local Government Series obliga-
tions ("SLG's") to be purchased at Closing with proceeds of the Bonds and
to purchase at or prior to Closing, with other available funds of the
City, certain open market federal securities ("Open Market Federal
Securities"), the maturing principal and interest of which will be suf-
ficient to provide for the full and timely payment of the City's bonds to
be advance refunded and defeased. By the acceptance of this Purchase
Contract, the City (i) hereby ratifies and approves the Underwriters'
preparation of a plan for the advance refunding and defeasance of the
bonds to be refunded and the Underwriters purchase on behalf of the City,
of the Open Market Federal Securities, (ii) hereby authorizes the
Underwriters to subscribe for the SLG's to be purchased by the City at
Closing, and (iii) hereby authorizes and approves the City's purchase of
the Open Market Federal Securities from the Underwriters at Closing for
an amount equal to their cost to the Underwriters, including ordinary and
reasonable brokerage commissions.
5. It shall be a condition of the obligation of the City to sell
and deliver the Bonds to the Underwriters, and of the obligation of the
Underwriters to purchase and accept delivery of the Bonds, that the
entire principal amount of the Bonds authorized by the Ordinance shall be
sold and delivered by the City and accepted and paid for by the Under-
writers at the Closing. The Underwriters agree to make a bona fide
public offering of all of the Bonds, at not in excess of the initial
public offering prices, as set forth on the cover page of the Official
Statement, plus interest accrued thereon from the date of the Bonds.
6. On the date hereof, the City represents, warrants and agrees
as follows:
{a) The City is a political subdivision of the State of Texas
and a municipal corporation organized and existing under the laws
of the State of Texas;
(b) By official action of the City prior to or concurrently
with the acceptance hereof, the City has duly adopted the
Ordinance, has duly authorized and approved the execution and
delivery of, and the performance by the City of the obligations
contained in the Bonds and this Purchase Contract and has duly
authorized and approved the performance by the City of its obliga-
tions contained in the Ordinance and in this Purchase Contract;
(c) The City is not in breach of or default under any
applicable law or administrative regulation of the State of Texas
or the United States or any applicable judgment or decree or any
loan agreement, note, resolution, agreement or other instrument,
except as may be disclosed in the Official Statement, to which the
City is a party or, to the best of its actual knowledge, is other-
wise subject, which would have a material and adverse effect upon
the business or financial condition of the City and the execution
and delivery of this Purchase Contract by the City;
(d) All approvals, consents and orders of any governmental
authority or agency having jurisdiction of any matter which would
constitute a condition precedent to the performance by the City of
its obligations to sell and deliver the Bonds hereunder have been
obtained or will be obtained prior to the Closing;
{e) At the time of the City's acceptance hereof, the Official
Statement does not contain any untrue statement of a material fact
or omit to state a material fact required to be stated therein or
necessary to make the statements therein, in the light of the cir-
cumstances under which they were made, not misleading;
(f) Between the date of this Purchase Contract and the
Closing, the City will not, without the prior written consent of the
Underwriters, issue any additional bonds, notes or other
obligations for borrowed money, and the City will not incur any
material liabilities, direct or contingent, relating to, nor will
there be any adverse change of a material nature in the financial
position of, the City;
-3-
{g} Except as described in the Official Statement, no litiga-
tion is pending or, to the knowledge of the City, threatened in any
court affecting the corporate existence of the City, the title of
its officers to their respective offices, or seeking to restrain or
enjoin the issuance or delivery of the Bonds, or the collection of
receipts or assets of the City pledged to pay the principal of and
interest on the Bonds, or in any way contesting or affecting the
validity or enforceability of the Bonds, the Ordinance, or this
Purchase Contract, or contesting the powers of the City, or any
authority of the Bonds, the Ordinance, or this Purchase Contract,
or contesting the powers of the City, or any authority of the Bonds,
the Ordinance, or this Purchase Contract or contesting in any way
the completeness, accuracy or fairness of the Preliminary Official
Statement or the Official Statement;
(h) The City will cooperate with the Underwriters at their
expense in arranging for the qualification of the Bonds for sale and
the determination of their eligibility for investment under the
laws of such jurisdictions as the Underwriters designate and will
use its best efforts to continue such qualifications in effect so
long as required for distribution of the Bonds; provided, however,
that the City will not be required to execute a special or general
consent to service of process or qualify to do business in
connection with any such qualification in any jurisdiction;
(i) The descriptions contained in the Official Statement of
the Bonds, and the Ordinance accurately reflect the provisions of
such instruments, and the Bonds, when validly executed,
authenticated, certified and delivered in accordance with the
Ordinance and sold to the Underwriters as provided herein, will be
validly issued and outstanding obligations of the City secured ~n
the manner provided in the Ordinance and described in the Official
Statement; and
(j) If prior to the Closing an event occurs affecting the
City which is materially adverse for the purpose for which the
Official Statement is to be used and is not disclosed in the
Official Statement, the City shall notify the Underwriters, and if
in the opinion of the City or the Underwriters such event requires a
supplement or amendment to the Official Statement, the City will
supplement or amend the Official Statement in a form and in a manner
approved by the Underwriters and Bond Counsel to the City.
7. The Underwriters have entered into this Purchase Contract in
reliance upon the representations and warranties of the City contained
herein and to be contained in the documents and instruments to be
delivered at the Closing, and upon the performance of the City and its
obligations hereunder, both as of the date hereof and as of the date of
Closing. Accordingly, the Underwriters' obligations under this Purchase
Contract to purchase and pay for the Bonds shall be subject to the
performance by the City of its obligations to be performed hereunder and
under such documents and instruments at or prior to the Closing, and
shall also be subject to the following conditions:
-4-
{a} The representations and warranties of the City contained
herein shall be true, complete and correct in all material respects
at the date hereof and on and as of the date of Closing, as if made
on the date of Closing;
(b) At the time of the Closing, the Ordinance shall be in full
force and effect, and the Ordinance shall not have been amended,
modified or supplemented, and the Official Statement shall not have
been amended, modified or supplemented, except as may have been
agreed to by the Underwriters;
(c) At the time of the Closing, all official action of the
City related to the Ordinance shall be in full force and effect and
shall not have been amended, modified or supplemented;
{d) The City shall not have failed to pay principal or
interest when due on any of its outstanding obligations for
borrowed money;
{e) At or prior to the Closing, the Underwriters shall have
received with respect to the Bonds each of the following documents:
(i) The Official Statement of the City executed on
behalf of the City by the Mayor of the City Council;
(ii) The Ordinance certified by the City Secretary under
the seal of the City as having been duly adopted by the City
and as being in effect, with such changes or amendments as may
have been agreed to by the Underwriters, together with a copy
of all proceedings of the City relating to the authorization
of this Purchase Contract, certified as true, accurate and
complete by the City Secretary;
(iii) An unqualified bond opinion in substantially the
form attached hereto as Exhibit C, or, if not attached hereto,
in form and substance s~y to the Underwriters, dated
the date of Closing, of Messrs. Baker & Botts, Bond Counsel to
the City.
(iv) The supplemental opinion, dated the date of Closing,
of Bond Counsel addressed to the Underwriters to the effect
that: (A) the Bonds are exempted securities within the mean-
ing of Section 3(a)(2) of the Securities Act of 1933, as
amended, and it is not necessary in connection with the sale of
the Bonds to the public to register the Bonds under the
Securities Act of lg33, as amended, or to qualify the
Ordinance under the Trust Indenture Act of lg3g, as amended;
and (B) such firm has reviewed the information contained under
the captions "Plan of Financing," "The Bonds," and "Tax Exemp-
tion'' contained in the Official Statement and such firm is of
the opinion that the information relating to the Bonds
-5-
and the Ordinance contained under such captions in all
material respects accurately and fairly reflects the
provisions thereof, and that in the course of such review, no
facts came to the attention of such firm which would lead them
to believe that the Official Statement {exclusive of Financial
Data contained therein, as to which such firm need not
con~nent), as of the date of the Official Statement, contained
any untrue statement of a material fact or omitted to state any
material fact necessary to make the statements therein, in the
light of the circumstances under which they were made, not
misleading;
(v) An unqualified opinion or certificate, dated on or
prior to the date of Closing, of the Attorney General of Texas,
approving the Bonds as required by law;
(vi) A certificate, dated the date of Closing, signed by
the City Manager of the City, to the effect that to the best of
his knowledge, based on information from the City's
accountants and attorneys {A) the representations and
warranties of the City contained herein are true and correct
in all material respects on and as of the date of Closing as if
made on the date of Closing; {B) except to the extent disclosed
in the Official Statement, no litigation is pending or, to the
knowledge of such person, threatened in any court to restrain
or enjoin the issuance or delivery of the Bonds, or the
collection of revenues of the City pledged to pay the
principal of and interest on the Bonds, or the pledge thereof,
or in any way contesting or affecting the validity of the
Bonds, the Ordinance, or this Purchase Contract, or contesting
the powers of the City or contesting the authorization of the
Bonds or the Ordinance, or contesting in any way the accuracy,
completeness or fairness of the Official Statement; {C) the
Official Statement does not contain any untrue statement of a
material fact or omit to state any mater~al fact required to be
stated therein or necessary to make the statements there~n, in
light of the circumstances under which they were made, not
misleading; and (D) to the best of his knowledge, no event
affecting the City has occurred since the date of the Official
Statement which is necessary to disclose therein in order to
make the statements and information therein not misleading in
any respect;
(vii) A certificate, dated the date of Closing, of the
City's Director of Finance that there has not been any
material adverse change in the financial condition of the City
from that reflected in the City's audited financial statements
and other financial information contained in the Official
Statement;
-6-
(viii) A fully executed escrow agreement between the City
and the escrow agent, which (together with any other
appropriate documentation) evidences that all SLG's, Open
Market Federal Securities and cash required to be deposited
with the escrow agent have been purchased by or delivered to
the escrow agent, all as described in the Official Statement,
together with a certificate, dated as of the date of Closing,
executed by an appropriate official of the escrow agent, to
the effect that the escrow agreement has been duly authorized,
executed and entered into by the escrow agent;
(ix} A certificate of the City with respect to arbitrage;
(x) A certified public accountant's report as to escrow
adequacy for the bonds to be refunded prepared in the manner
described in the Official Statement;
(xi) Such additional certificates, instruments and other
documents as the Underwriters may reasonably request to
evidence the truth, accuracy and completeness, as of the date
hereof and as of the date of Closing, of the City's
representations and warranties contained herein and of the
statements and information contained in the Official Statement
and the due performance and satisfaction by the City at or
prior to the date of Closing of all agreements then to be
performed and all conditions then to be satisfied by the City.
(xii) A Municipal Bond Insurance Policy issued by
Municipal Bond Insurance Association "MBIA" in a form
satisfactory to the City.
(xiii) The Bonds shall
Investors Service and
respectively.
have been rated Aaa/AAA by Moody's
Standard & Poor's Corporation,
If the City shall be unable to satisfy the conditions to the
obligations of the Underwriters to purchase, to accept delivery of and to
pay for the Bonds contained in this Purchase Contract, or if the
obligations of the Underwriters to purchase, to accept delivery of and to
PaY for the Bonds shall be terminated for any reason permitted by this
Purchase Contract, this Purchase Contract shall terminate and neither
the Underwriters nor the City shall be under further obligation
hereunder, except that the respective obligations of the City and the
Underwriters set forth in Paragraphs g and 11 hereof shall continue in
full force and effect.
-7-
8. The Underwriters may terminate their obligation to purchase at
any time before the Closing if any of the following should occur:
(a)(i) Legislation shall have been enacted by the Congress
of the United States, or reconmnended to the Congress for passage by
the President of the United States or favorably reported for
passage to either House of the Congress by any Committee of such
House, or {ii) a decision shall have been rendered by a court
established under Article III of the Constitution of the United
States or by the United States Tax Court, or (iii) an order, ruling
or regulation shall have been issued or proposed by or on behalf of
the Treasury Department of the United States or the Internal
Revenue Service or any other agency of the United States, or {iv) a
release or official statement shall have been issued by the
President of the United States or by the Treasury Department of the
United States or by the Internal Revenue Service, the effect of
which, in any such case described in clause {i}, (~i), (~ii) or
(iv), would be to impose, directly or indirectly, federal income
taxation upon interest received on obligations of the general
character of the Bonds or upon income of the general character to be
derived by the City in such a manner as in the judgment of the
Underwriters would materially impair the marketability or
materially reduce the market price of obligations of the general
character of the Bonds.
(b) Legislation shall have been enacted by the Congress
of the United States to become effective on or prior to the Closing,
or a decision of a court of a ruling, regulation or proposed
regulation by or on behalf of the Securities and Exchange
Con~ission or other agency having jurisdiction over the ~ssuance,
sale and delivery of the Bonds, or any other obligations of any
similar public body of the general character of the City, the effect
of which is to make the sale of the Bonds as described ~n the
Official Statement a violation of the Securities Act of 1933, as
amended, or the Securities Exchange Act of lg34, as amended, or the
execution and delivery of the Ordinance or any indenture of similar
character is in violation of the Trust Indenture Act of 1939, as
amended, or with the purpose or effect of otherwise prohibiting the
issuance, sale or delivery of the Bonds as contemplated hereby or by
the Official Statement or of obligations of the general character
of the Bonds.
(c)(i) The Constitution of the State of Texas shall be
amended or an amendment shall be proposed, or (ii) legislation
shall be enacted, or (iii) a decision shall have been rendered as to
matters of Texas law, or {iv) any order, ruling or regulation shall
have been rendered as to or on behalf of the State of Texas by an
official, agency or department thereof, affecting the tax status of
the City, its property or income, its bonds (including the Bonds) or
the interest thereon, which in the judgment of the Underwriters
would materially affect the market price of the Bonds.
-8-
(d)(i) A general suspension of trading ~n securities shall
have occurred on the New York Stock Exchange, or (ii) the United
States shall have become engaged in hostilities which have resulted
in the declaration, on or after the date of this Purchase Contract,
of a national emergency or war, the effect of which, in either case
described in clause {i) and {ii), is, in the judgment of the
Underwriters, so material and adverse as to make it impracticable
or inadvisable to proceed with the public offering or the delivery
of the Bonds on the terms and in the manner contemplated in this
Purchase Contract and the Official Statement.
(e) A general banking moratorium shall have been
declared by authorities of the United States, the State of New York
or the State of Texas.
(f) The debt ceiling of the United States is such that
the State and Local Government Series securities required to fund
any escrow agreement referenced in the Ordinance are not available
for delivery on the date of the delivery of the Bonds.
g. Costs related to the issuance and sale of the Bonds and the
refunding and payment of the bonds to be refunded, including, but not
limited to, costs of preparation and printing the Bonds, the Preliminary
Official Statements and Official Statements, postage, the costs of
obtaining credit ratings on the Bonds and bonds being refunded, all fees
and disbursements of Bond Counsel, the Escrow Agent and each Paying Agent
for the bonds being refunded, the initial registration and paying agent
acceptance fees, the cash flow analysis fees, and the fees of the
accountant certifying escrow adequacy, the City's counsel and accountant
shall be obligations of the City payable out of the proceeds of the
Bonds.
lO. Any notice or other communication to be given to the City under
this Purchase Contract maybe given by delivering the same in writing at
the address for the City set forth above, with a copy to Moroney,
Beissner & Co., Inc., Suite 1865, Post Oak Central, 2000 Post Oak Blvd.,
Houston, Texas 77056 and any notice or other communication to be given
to the Underwriters under this Purchase Contract may be given by
delivering the same in writing to Rauscher Pierce Refsnes, Inc., Plaza of
the Americas, 2400 North Tower, Dallas, Texas 75201, Attention Joyce
Holder.
11. This Purchase Contract is made solely for the benefit of the
City and the Underwriter {including the successors or assigns of the
Underwriter) and no other person shall acquire or have any right
hereunder or by virtue hereof. The City's representations, warranties
and agreements contained in this Purchase Contract shall remain
operative and in full force and effect, regardless of (i) any
-g-
investigations made by or on behalf of the Underwriter and (ii) delivery
of any payment for the Bonds hereunder; and the City's representations
and warranties contained in Paragraph 6 of this Purchase Contract shall
remain operative and in full force and effect, regardless of any
termination of this Purchase Contract.
12. This Purchase Contract shall become effective upon the
execution of the acceptance hereof by the Hayor of the City of College
Station and shall be va]id and enforceable as of the time of such
acceptance.
Very truly yours,
RAUSCHER PIERCE REFSNES, INC.
UNDERWOOD, NEUHAUS & CO., INCORPORATED
FIRST SOUTHWEST COMPANY
PAINE WEBBER INCORPORATED
ROTAN MOSLE INC.
By RAUSCHER PIERCE REFSNES, INC.
By:
ACCEPTED:
This 24th day of January, 1985
ATTEST:
(SEAL)
-10-
YEARS
MATURING
1986
1987
I988
1989
1990
1991
1992
1993
1994
1995
1996
1997
i998
lggg
2000
2001
EXHIBIT A
CITY OF COLLEGE STATION, TEXAS
{Brazos County)
UTILITY SYSTEM REVENUE REFUNDING BONDS
SERIES 1985
DATE OF BONDS: January 15, 1985
INITIAL INTEREST PAYMENT DATE: August 1, 1985
SEMIANNUAL INTEREST PAYMENT DATES:
February 1 and August 1
BOND MATURITY DATE IN EACH YEAR: February 1
BONDS
MATURING
INTEREST
RATES
2,260,000
2,490,000
2,606,000
2,545,000
2,465,000
2,415,000
2,375,000
2,275,000
2,225,000
2,205,000
2,205,000
2,175,000
2,025,000
1,525,000
1,490,000
905,000
6.00
6.50
7.00
7.50
7.75
8.00
8.25
8.50
8.70
8.90
9.00
9.10
9.25
g.40
9.50
9.50
EXHIBIT B
PRELIMINARY OFFICIAL STATEMENT DATED JANUARY 21, 1985
$34,185,000
CITY OF COLLEGE STATION, TEXAS
{Brazos County)
UTILITY SYSTEM REVENUE REFUNDING BONDS
SERIES 1985
PRELIMINARY OFFICIAL STATEMENT DATED JANUARY 21, 1985
NEW ISSUE Ratings: MBIA Insured
Moody*s --"Aaa"
S&P--"AAA"
The m~uancc of'the Bonds is subject to the opinion of Bond Counsel to the effect that the interest on
the I~nds as exempl from all present Federal income taxes under exm,ng statutes, regulatmns, pubhshcd
ruhngs, court decl.lons and official ~nterpreta,ons ihereol'
$33,050,000'
CITY OF COLLEGE STATION, TEXAS
! Bruzos County )
UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 1985
Dated: January 15. 1985 Dun: February I. as shown belo~
The Bonds are special obhga,ons of the City of College Station. Texas. issued pursuant fo a bond
ordinance adopted by the C~ty Courted of the City of College Station. Texas and are payable from and
~cured by a hr~i hen on and pledge of thc revenues de.red from the operation of the City's Utd~ty System
~ water. ~wer and electric I. after deduction of the reas~nable expenses of maintenance and operation of
said system The owner or owners of the Bonds ~hall never have the .ght to demand payment of the
pnnc~pal and interest on thc Bonds out of any funds rained or to be rained by taxauon
Interest on Ihe Bonds will be due on August I. 1985. and each February I and August I thereafter
until the earlier of matu.ty or prior redemp.on The Bonds wdl be tssued in fully regmtered Form in
integral mul,ple~ of $5 000. and pnnc~pal and sema-annual interest will be payable by the Fir~t City
National Bank of Houston. Houston. Texas. the paying agenl/reglstrar { the "Registrar" I. Pnnclpal of the
Bond~ wall be payable io the reg.slered owner al maturity or redempoon upon presentation of such Bonds
to the Registrar Interest on the Bonds will be payable by check or draft, dated as of the interest payment
date. and mailed by the Registrar to regmtered owners as shown on the records of the Regmtrar as of the
fifteenth day of the month next preceding each interest payment date
February I
Maturity Schedule*
~ ield Yield
Amount MamrlE) Rare or Price Ammanl Malurlly Rain or P. ee
2 320 0~1 I a87 __% ~; 2 ]45 ~ IgaS __.% ~
Optional P~visions
All Bonds matu.ng on or after February l. 1996 are optional for redemption m whole or m part on
February I. 1995 or any ,nteresl payment date thereafter at par and accrued interest to the date fixed for
redemp.on IF less than all of the Bonds are redeemed at any ume. the particular Bonds to be redeemed
shall be selecled by Ihe C.y m integral muhlples of $5.000 w~thm any one maturity The registered owner
ofany I~and. all or a portion of which has been called for redemp.on, shall be required to present same to
the Registrar for payment of the redemption price on the portion of the Bond so called for redemption and
.ssuance ora new Bond m the principal amount equal to the pot.on of such Bond not redeemed
Delivery
The Bond~ are offered when. as and al'issued, subject to approval by the Attorney General Gl'the State
of Texas and Messrs Baker & Botts. Bond Counsel. Houston. Texas Defim,ve Bonds are expected to be
available For delivery on or about January 30. 1985 an Austin. Texas
TAts O.~t'tal Statement ss'as prepared under the direction of Aforono,. Betssner & Co. Inc. Financial
/Ids,tsors to the CiO' and Morone); Betrsner & Co. Inc ts not a member of the Underwriting Group
RAUSCHER PIERCE REFSNES, INC. UNDERWOOD, NEUHAU8 & CO., INCORPORATED
* SubJect to change
~-~.~
CITY OF COLLEGG 8?ATIOGs TGXA8
ELECTED OFFTCIAL8
DF. Gary H. Ralter Nayor 9 1/2 Years 4/86
Dr, Robert Runnels Counczlman & 1/2 Years 4/86
Vtcky H, Itexflke Couuc~J. vou~n I 1/2 Years 4/85
Giry Anderson Councllmmn ! ]/2 Years 4/85
OffLcLal
North Bardell
10 1/2 Yesro
6 1/2 Years
7 1/2 Years
32 I/2 Years*
~ 1/2 Years
29 1/2 Years
Authorization
Security
Paint Re~ord
The City has never defaulted.
Original issue Amount
/Vaount Style Outstanding
$ 600,000 Waterworks & Sewer System & Electric Light & $ 150,000
Po~er System Revenue Bonds, Series 1967
800,000 280,000
500,000 225,000
3,000,000 2,100,000
6,145,000 5,175,000
3,000,000 2,100,000
4,220,000 3,400,000
9,325,000 8,600,000
17,380,000 17r380,000
$39,610,000
?he Series 1982 Bonds shown above are optional ~or redemption on February l, 1987 or
any interest payment date thereafter at par and accrued interest. The Settee 1982
Bonds will be called on the znztza! option date.
The principal and interest payments on the Refunded Bonds are to be paid on the dates
each c~es due (except the optional portion o£ the Series 1982 Bonds, the principal of
which viii be paid on the February l, 1987 option date) frem funds to be deposited
The Bond Ordinance provides that fro~ the proceeds of the sale of the Bonds to the
Underwriters, and frc~ other funds of the City now on hand and lawfully available for
*Subject to change.
January 30, 1985 between the Czty and the Escrow Agent, the Escrow Fund zs Irrevocably
pledged to the payment of principal of and lnterest on the Refunded Bonds.
the Escrow Agreement, the City will have effected the defeasance of the Refunded Rends
pursuant to the teFms of the Bond Ordznance. In the opinion of Bond Counsel, as a
result of such defeasance, the Refunded Bonds w111 no longer be payable frc~ the net
revenues of the System but wzll be payable solely from the pr~nczpal of and ~nterest
on the Federal Securities and cash held for such purpose by the gscrow Agent, and the
f~rst l~en on and pledge of net revenues of the Systm for the payment of the
principal and tnterest on the Refunded Bonds will be dzscharged.
The proceeds from the sale o[ the Rends wzll be applzed approximately as follows:
PrlncLpal amount of the Bonds .........
Interest and Sinking Funds ......
Total Available Funds .................
Securities and Cash) ..............
Total Use of Funds ....................
(O00's OmLtted)
Casualty Fund Indemnzty Insurance Insurance Total
12/31/83 .... $7,526,700 $4f084,010 $4,721,424 $3,732f062 $1,220,693 $21~284,889
12/31/83 ..... Sl,200,367 $777,090 $785,507 $380,273 $204,885 $3,3&8,122
Re~ord Da~e
UTILIT~ DEPARTMENT
Utllxty System Revenue Sonds Oubstandxng CThe Bonds) ................ $33,050;000
Interest and Sznklng Fund ...................... $3,885,404 (2)
Reserve Fund 3;770,895 (2)
Operatxng Fund .................................. 2f931r707
Total Fund Balances ......................
(1) Sub]eot to Change
(2J These amounts are to be deposxted Into the Escrow Fund and applied to the Refunded
Bonds.
Date sE Ruthor-
Authorl- Amount Previously zzed but
8/13/83 $9,500,000 Sanitary Sever System Improvements $4,500,000 $5,000,000
Year Bnded June 30
audits prepared by
1984 1983 1982 1981
S18,630,622 $13,077f553 $ 9;295,153
3,93t,081 2;770,761 2,241;422
267,648 197;464 160,760
566,170 83,932 52,531
782r197 506r942 219f867
S24,177,724 $16,636,652 $11,969,733
$10,902,294 S 5;901,946 5;596,912
653,689 631;226 590;405
91,701 121;880 94,514
3f637f748 2r64g~460 lr693f021
2.46X 2.02X 1.10X
and cccurs In fiscal year ending 6/30/86. The net ~evenues available for D~bt Service
for the Fxscal Year ending 6/30/84 are 2.08 txmes thxs maximum annual requirement.
11/30/84 6/30/84 6/30/83 6/50/82 6/30/8t* 6/30/80
MATER
aesidentzal ..........................
Cceune~cial and ~ndustrial .............
$1.25 per 1,000 qallons
$4.00 per month serwce charge
$8.00 per household unzt
Fzzst 7,000 gallons - $8.00
Each addztzonal 7tO00 gallons or
£~actzon thereof of water used - $2.00
Medium Cc~mercial and Industrial
(10/500 EM De.and) ...................
Next 400 kwh~8 ....... $.065 per kwhr
Over 500 kwh=s ....... $.058 per kwhr
Over 500 kwh=s used per month zn the
................. $.0506 pe~ kwhr
First 200 kvh~s .... $.108 per kwhr
Ne~t 800 kwhrs .... $.093 per kwhr
Over 1,000 kwhrs .... $.063 per kwhr
Service Charge ..... $25.00 per month
plus:
Demand Charge ..... $8.00 per k~ of
First 50,000 kwhrs .. $.037 per kwhr
Over 50,000 kwhrs .. $.032 per kwhr
shall be the hzghest one of the following charges=
1) $~05.00 per month plus applzcable power cost
applicable power cost adjustment on the kilowatt-
Small C~e~erczal (1/10 KW de~nd) .....
ELBCTRZC ¢Contznued)
SLnce December, 1901, College Station has had the capability to produce and deliver
100% of ~ts water needs through the ne~ aqueduct system from the new ~ell fLeld.
This nevl¥ c~pleted syste~ ~nclude8 three ~ells w~th a co~bLned capacity of 12
mlll~on gallons per day. The water ~s delivered ~o the d~str~bution syste~ by 14
slles of 30-inch diameter pipeline and two pump stations.
Eaoh o£ the three cells m~nt~oned above ~s completed ~nto the S~msboro Sand of the
Wilcox formation which forms a very prolific aquafer o[ high quality water and which
should be capable of supporting a combined poppulat~on of 300,000.
Year
Endzn9
0/30 Prznc2p&! Interest ~otal P&!
1986 $2f185,000 $3,027,870 $5,212,870
1987 2,320,000 2,853,422 5,173,422
1988 2,455,000 2,$72~402 5,127,402
~989 2,415,000 2,474,836 4,889,836
2990 2,340,000 2,274,390 4,614,390
2992 2,300,000 2,075,490 4,375,490
1992 2,270,000 2,873,090 4,143,090
1993 2,280,000 1,666,520 3,846;520
1994 2,155,000 1,463,780 3,618,780
2995 2f245,000 1,259,056 3,404,056
1996 2,260,000 X,048;846 3,208,846
2997 2,250,000 833,926 2,983,926
1998 2,025,000 616,776 2,631,776
2999 2,525,000 411,246 1,936,246
2000 2,505,000 254,170 1,759,170
2001 930~000 97,650 1,027,650
CIW of College Slaflon
~ i'm' the ~at ~ (3) ~ a""~ +13.3~ t'a. dmien:l mci,,,. 12.4~ fcc a,-m~Sy. LTa~ng
~m u~/~J.t~es, it ~ rea~flzad trot ~te mad,-~ =~, ai~tJ't~mt~ a.,Te~ 1md
Ti~ 1115,000 186,000 1~,,0(30 198,000
Net, ~ 11.011.~ 13.TOT,~50 15.213.380 16.1~.5~0
11.638.059 13.0a0.~80 13.88q.e~O
Definitions
(a) The term 'AddIbional Bonds' means the additional bonds and other evzdences of
indebtedness whAch the City reserves the right to Assue under SectAon 15 hereof.
(c) The term 'Bond Funds means the Eund provided £or In SectAon 13 of th~s
(d) ?he term 'Bonds' shall mean the S33,050,000 o£ Bonds authotAzed by thAs
Ordinance.
appropriate to the CAty Council thereo~.
(£) Tho term 'C~ty Council' 8hall mean the City CouncA1 o£ the CAty.
7/24/81 $ 284,062.50 7/24/91
7/24/01 1,297,000.00 7/15/88
10/23/81 400,000.00 10/23/91
4/17/84 440,000.00 4/17/94
the plant or utility An operation and render adequate servAce to the City and the
condlt~on whAch would otherwise Ampair the Bonds authorized by thAs Ordinance and any
additional bonds permAtted to bo issued hereunder, shall be deducted An determtning
(i) The term "Payln9 Agent/Registrar' shall mean, Anitially, FArnt City National
12
Pledc~e of Revenues
be payable £=o~ and secured by an irrevocable fxrst lien on and pledge of the Net
Revenues of the Systems, and the Net Revenues are hereby pledged ~rrevocably for the
payable [rom she cevenues o£ the Systems (although amounts shall
(b)
~flto the
Lhe C~ty,
Systems Fund which shall be kept separate and apart [t~ all other £unds of
Flow of Funds
ko each August I and February l, deposit ~nto the Bond Fund any addLt~ona! Net
the Bonds, may be used by the Czty [or any law[ul purpose.
Additional parity Bonds
¢~vii Statutes, as amended° the City expressly reserves the rxght hereafter e.o lsuue
additional parzty bonds and other evidences of ~fldebtedflexs now or hereafter
authorized by the Legislature st Texas, and such additional parity bonds and other
evidences of indebtedness, when ~ssued, may be secured by and payable from a f~=st
lien on and pledge of the Net Revenues o~ the Systems ~n the same manner and to the
here~n and such additional parity bonds and other evidences of ~ndebtedness may in ali
respects be o£ equal d~gnity. Ih ~s prov~ded~ however, that no such add~tional parity
audit of the hooks of the Syste~fls, certifies (a copy o£ which certificate shall he
delivered ~o the Association) that the net earnings of the Systems for the fiscal year
next preceding the month in which the ordinance authorizing such addit~onal parity
(~) at least one and four-tenths (1-4/10~ t~mes the average annual
require~ents for the payment sE principal and ~nterest on the then
outstanding bonds and other evidences of ~ndebtedness payable fram
(~l) at Ieas~ one and twenty-£~ve hundredths (1-25/100) t~mes the
on the then outstanding bond8 and other evidences of ~ndebtedness
payable fr~ the revenues of the Systems and on sa~d add~tAonal
delivered.
provided, however, should the certif~ca%e of the accountant certl£y that the net
earnings of ~he Systems £or the fiscal year covered thereby were Less than required
above, and a change in the ra~es and charges for services sf£orded by the Syste~
became e££ectLve at least s~xty (60) days prior to the scheduled date of adoption of
certl£1cate~ the net earnings £or the Systems for the ~Lscal year covered by the
o£ ~ncome received specifically for capital ttems~ after deduction o£ the reasonable
under standard accounting practice should bo charged to cap,Iai expenditures or
daprec~atlon.
on February 1st in each of the years in wh~ch they are scheduled to nmture~ and
14
1984 Assessed V&luatlon (100% of Actual) ................................ $959t846~627
General Obligat~on Debt Outstandingl
General Purpose G.O. Bonds ...................... $22~510,638
Utility Syste~ G.O. Bonds ....................... 4,934~382
CONPOTATION OF RBLF-GOPPORTING DEBT
?~scal Year ended 6/30/84 ...........................
Less= gstimated Revenue Refunding Bonds ~axlmum annual
debt service requirements (FY 1986) ..................
$10,845,238 $469,395
5~212f870 -0-
$1,199~074 $ 46,867
100% 100%
16
1977 $145,877,135 $0.52 97.16 99.71 6/30/78
1978 166,370,966 0.56 97.19 98.89 6/30/79
1979 295f904,940' 0.39 95.04 97.97 6/30/80
1980 317,065,418 0.39 95.70 99.46 6/30/81
1981 433,053,691'* 0.31 96.50 100.46 6/30/82
1982 769,127,740' 0.31 95.30 96.76 6/30/83
1983 841,670,967 0.31 95.71 98.64 6/30/84
1984 959,646,627 0.36 In P=ocess oE Collectxon
Delznquent taxes outstandzng for aL1 prio= years, as sE li/30/84 ........... $163,720
The Czty of College Station za a Ho~e Rule Charter City wzth a maxlm~ authorized
rate for ali purposes of $2.50 per $100 Assessed Valuation. This mazzmum tax rate ~s
Lmposed both by the Conatztution o~ ~he State o~ Texas and the Czty Charter. #Lth-
$3,011,071
$4,787,457
1975 $470,679 1980 $1,290,503
1976 565,629 1981 1,645,040
1977 675,197 1982 2,220,245
1978 848,536 1983 2,558,651
1979 1,005,363 1984 (11 months) 2,561,180
8/13/83
1/24/84
1/24/84
1/24/84
1/24/84
1/24/84
Purpose
AuthoFlz
Amount Issued ed but
Authorized to Date Onxssued
Draznage Improvements $1,930,000 $ 700,000 $l,230,000
Police Bulldzng 2,200,000 2,200,000 -0-
F~Fi S~ation Renovation 555,000 555,000 -0-
M&tntenance sad S~orage Bldg. 1,425,000 500,000 925,000
Pa~k Xlaprovmuents 1,150,000 1,150,000 -O-
Street ~uprovements 6f325r000 3f525,000 2~800r000
$13,585w000 $8,630w000 $4,955,000
4/17/86
BTXMA~D DXRBCT & OVBILLA~PXRG DBBT BTATBN~HT
PeFcent Amount brings as 00
Bryan X.S.D. 7,034,656 3/31/84 2.31% 162,501 A-1
Total Overlapping Ret Debt .............................. $20,218,20!
CITY OF COLLBGB S?ATIOD ................................. 21r75Xf932 A-l A+
TO~l DIEect and Ove£1appxng Net Debt .................... $41,970,~33
Genera~ Telephone Company
CBL hnage~ent
8~pcon Construction
BenJmnzn Jackson
1984
Assessed
Utility $27,373,640
A~artments 5,952,836
To,al Aasemmed Valuatxon of Pr~ncipal Taxpayers .......................
$195,725,265
20.40%
Yea. t
Bndlng
6/30 PrLnclpal ~nterest
1985 $1,868,124 $2,320,588
1986 2,143,124 2,376,024
1987 2,151,524 2,182,355
1988 2,133,248 1,990,049
1989 2,219,754 1,798,435
1990 1,964,606 1,597,238
1991 1,964,606 1,432,299
1992 1,889,608 1o266,1B8
1993 1,621,200 1,108,051
1994 1,626,200 978,074
1995 1,626,200 851,980
1996 1,576,200 725,136
1997 1,576,200 602,567
1998 1,301,200 478,073
1999 1,121,200 363,404
2000 925,000 256,500
2001 450,000 167,850
2002 450,000 121,500
2003 450,000 81,000
2004 450,000 40,500
4/17/84
$ 68,000
66,000
00,000
68,000
60,000
68,000*
Utzlity
cluded in
S4,256,712
4,587,148
4,401,879
4,191,297
4,086,189
3,629,844
3,464,505
3,223,796
2,797,251
2,672,274
2,478,180
2,301,336
2,178,767
1,779,273
1,484,604
1,181,500
617,850
571,500
531,000
490,500
$1,199,074
1,146,186
1,093,299
1,022,135
1,052,753
737;509
708;861
679,738
581,980
559,371
536,761
514,152
494,895
272,667
97,344
$46,567
44,084
*Fznal payment subject to change.
19
Flsoal Year Snd~nq
6/3o/84 6/30/82 6/30/82 6/30/8! 6/30/80
Ad Valorem Tax $ -0-
City Sales Tax 2,641~715
Franchise Tax 299~269
Court Fines 342,761
Certificates 193,065
Other 759r330
· o~1 Revenue .............. $ 4,236,140
Transfers frc~m other Funds 5,504,181
·otal Revenue & Transfers S 9,740,321
Rgpendlturesz
Adminzstration
$ 962~998 $ 600,281 $ 509~033 $ 440~051
483,050 403~421 406,636 315,514
226t466 299~577 219,785 80,599
920w728 915,908 395f866 294r764
$4,989,414 $4~191,543 $3~212,013 $2,3~2F052
4r14?f326 3f033r427 2f538r192 1f922~056
$9,132,740 $7°224,9?0 $5,750~205 $4,234~108
$ 3~631~097 $3,153~804 $2,554~165 $1,776,640 $1~390,481
2,289,774 2~051F948 1,651~836 1~196r668 920~773
1,969~004 1,819~797 1,388,723 1,044,754 687,264
902~918 640~462 405,758 255,264 205,684
1,238~709 1,024,694 779,480 640,479 476r706
89~687 863r239' 140;244 31;483 52;191
$10,021,189 $9,553,544 66,920,206 $4,945,288 $3~733;099
$ (420~804) $ 304,764 $ 804,917 $ 501F009
$2,254t000 S2,543,403 $1,612,938 $798,448
2O
Berefordt Lynch & Co.
Cert~£~ed Public Accountanto
The Xn£oruatXon on the folXowtng pages ts not znkendmd
to be a cog~lete statenent o~ the Ctty's ~tnanclal
22
CITY OF COLLEGE STATION
UTILITY IrOND
STATEN~'NT OF REVENUES - BUDGET (NON-GAAP BUDGETARY BASIS) AND ACTUAL
FOR THE YEAR ENDED JUNE 30p 1984
OPERATING REVENUES:
ELECTRIC:
Electric Set-vices
UnderRround Construction
Pole Rental
Temporary Service
Total Electric
WATER:
l~'ater Services
~ater Taps
Total Water
Sewe£ Services
Sewer Tape
Total Sewer
NONDEPARTNE~AL~
Penalties
Reconnect Fees
Service Fees
Use of City Forces
Sales Tax Collection Feea
Ocher Revenues
Total Nondepartmental
Total Operatin$ Revenues:
NOhOPERATINC PEVENUEN:
Niscellaneous -
Interest Earninss
Total Nonoperatins Revenues
TOTAL REVENUES:
Favorable
Budset Actual (Unfavorable)
22,660,000 $ 21,170,966 8(1,489,034)
40,000 62,344 22,344
I0,000 22,386 12,386
15~000 9,895 (5p105)
22,725,000 $ 21,265,591 $(1,459,409)
2,700,000 $ 2,712,407 $ 12,407
100,000 112,188 12,188
2,800,000 $ 2,824,595 $ 24,595
1,500,000 $ 1.666.632 $ 166,632
40,000 47,575 7,~75
1,540,000 $ 1,714,207 $ 174,207
$ 200,000 $ 320,848 $ 120,848
15,000 26,668 11,668
35,000 84,067 49,067
10,000 14.220 4,220
2,000 4,311 2,311
7,000 23,323 16~323
269,000 $ 473,437 $ 204,437
$ 27,334,000 $ 26,277,830 8(1,056,170)
350,000 $ 1,895,706 $ 1,545,706
350,000 $ 1,895,706 $ 1,545,706
$ 27.684.000 S 28.173.536 S 489.536
23
2,1
CITY OF COLLEGE STATION
UTILITY FUND
STAT~fENT OF EXPENSES - BUDGET (NON-CAAP BUDC-F?AsY BASIS) AND ACTUAL
.FOR THE YEAR ENDED JUNE 30~ 1984
E-7
Page 3 of 3
RECAP OF EXPENDITURES:
Salaries and Benefits
Supplies
Building Haintenance
Equipment Hain~enance
Services
Sundry
Adminlstra~[ve Transfers
Total Operating -
Capital Outlay
Revenue Bond Principal
Nonoperat~ng and Contributions
TOTAL UTILITY BUDCETEDAND
ACTUAL EXPENDITURES
Favorable
}udder Actual (U~favorable)
1,925,556 $ 1,678,627 $ 246,929
&68,110 291,010 177,100
333,299 287,152 46,1&7
126,610 93,311 33,299
14,531,688 il,685,720 2,845,968
33,954 35,485 (1,531)
2,077,281 2,077,281 -0-
19,496,&98 $ ]6,1&8,586 $ 3,347,912
1,076,519 995,303 81,216
1,743,000 1,748,000 (5,000)
5,701,393 5,432,440 268p853
$ 3.692.981
28
G E HBRAL I NFOR#AT XOH
The Cxty of College Station is provided nevspaper service by 'The ~agle' vhich
X8 pubZxshed dazl¥ and has a clrcuZatxon of approximately 26,200, and the
#Battalxon', whxch ts published [xve t~mes weekly and which ham a cxrculation of
22~000.
provided the resxdenhs of College S~ation by ~aste~ood Airport,
which is located on the C~ty's ~est side. Rio ALrWayS provided
~zve daily [lights to and fr~ Houston and ten da~ly flights ~o
and [rom Dallas out of F~ster~ood, which ~s ~ned and ~gerated
of approximately 39,000 passenger hoardings at F~ster~ood.
Coach, serve the Cxty of College Station. Fzve north-bound and
[our mouth-bound bodes connect the C~ty with Houston and Dallas.
Service supply dally freight serviceD.
Bank/Savzn~s & Loan
RepublLc Bank A & M
toe. unity Savings & Loan Assoc~atiofl
Un~versity Hatxona! Bank
Un,ted Bank-College Station, N.A.
Hcmestead Savings & Loan Association
Coumerce National Bank
Texans Hat~onal Bank
Total Deposit8 ..........................
o£ 11/30/84
672,600,275
65,067,061
60,075,000
37,524,873
20,262;203
$278,762,788
29
College StabLofl has grown rapidly over the past 14 years as evLdenced by an ~norease
LA populatzon from 17,700 in 1970 to an eo~zmated 58w170 zn 1984 (zncludln9
demonstrated by the number and value of conatructzon pecm~ts zssued by the City ove~
3O
Post Oak MaXX had zts officxal opening in February 1982. Anchor tenants of the
750,000 square foot shopping center ace Sears Roebuck and DLllsTdgs department stores~
each contaxnxng tn excess of 100~000 square feet of space. Foley's Department Store,
a dxviston of Federated Stores, has a 100,000 square foot facXlity An the Mall. The
5,000 cars; xs ultimately planned to contain 125 stores with ~,020,000 square feet of
shopping area.
Cxty. The addition xncluded a 17 StOry tower. T~e top fxve floors have been reserved
remodeling xs estimated at $3.5 mxllLon.
Forty three dxfferent mxnerals can be found within a 200 mtle radius of College
Station. 45% of them, ~ncXudAnq hgnite, are w~thin a 50 mxle radius of the C~ty.
32
The delivery o~ the Bonds ~s subject to an opinion of Messrs. ~aker & Botts, Houston,
Texas, Bond Counsel to the C~t¥ ('Bond CounselqJ, to the effect that interest on the
subject to the unqual~£Led approval of the Attorney General of the State of Texas and
of Messrs. Baker & Botts, Bond Counsel, whose approving opinion w~ll be printed on the
Bonds. Messrs. Baker i Botts were not requested to participate, and did not take part
~n the preparation o£ the official sthteneflt except as hereinafter noted, and such
firm has not assumed any responstbtliity with respect thereto or undertaken
independently to verify any of the information conts~ned here~n, except that, An Its
capacity as Bond Counsel, such firm has reviewed the tn£ormation under tbs captAons
mPLAM OF FINANCING' and 'TAX BXuS(PTIOMs in the Official State,eat and such fiE1 ~a Of
the opAn~on that the Information relating to the Bonds and the Bond Ordinance
the provisions thereof. The legal Fees to be pa~d to Baker & Botts ~n connection v~tb
the issuance of the Bonds are contingent on the sale and delivery of the Bonds.
An explanatxon of the s~gnlficance of the ratxnqs may be obtained from the Rating
Agencies. The ratings reflect only the respective views 0£ the Rating AgencLes and
the czty n~kes ftc representation as to the appropriateness of the ratings. There Is
no assurance that the ratings asszgned will continue for any given parlod of t~me or
that they wall not be changed, suspended or w~thdrawn by either of the Rating
Agencies. Any change, suspension or withdrawal of the ratings my have an effect on
the market price of the Bonds.
subject to certain condztion8 precedent, and they will be obZlgated to purchase all of
the Bonds 1£ any sC the Bonds are purchased. ~he Bonds my be offered and sold to
public prices may be changed, £t~n time to t~me, by the Undervt~tefs.
AIl ln[ormat~on contained ~n this Offzc~a! Statement is sub]ect, in all respects, to
THIS OFFICIAL S?ATEI4ENT was approved, and the execution and delivery of this Offlclal
Statement authorized, by the City Councxi of the City of College Station, Texas on
City Secretary
34
Policy Current. as oE August 15, 1984
MUNICIPAL BOND GUARANTY
INSURANCE POLICY
Municipal Bond Insurance Association
White Plains. New York 10601
EXHIBIT A
SPECiM .N
MUNICIPAL BOND
INSURANCE ASSOCIATION
EXHIBI~ C
[Letterhead of]
BAKER & BOTTS
CITY OF COLLEGE STATIONj TEXAS
UTILITY SYSTEHREVENUE REFUNDING BONDSj SERIES 1985
WE NAVE EXAMINED into the validity of an issue of City of
College Station, Texas (the "City"), Utility System Revenue Refunding
Bonds, Series 1985 (the "Bonds"), initially dated January 15, 1985,
issued in fully registered form in multiples of $5,000 each for any one
maturity and aggregating $34,185,000 in principal amount, maturing
serially on February I in each of the years 1986 through 2001 and
bearing interest per annum from their date until maturity at the
following rates:
All Bonds scheduled to
mature during the years
Interest Rate
2000
1986 6.001
1987 6.50I
1988 7.001
1989 7.501
1990 7.75I
1991 8.001
1992 8.251
1993 8.50I
1994 8.70l
1995 8.90I
1996 9.001
1997 9.10~
1998 9.25~
1999
and 2001 9.50~
The principal of the Bonds is payable to the registered ovraers thereof
at maturity or redemption upon presentation of the Bonds to First City
National Bank of Houston, Houston, Texas, or its successors, the Paying
Agent/Registrar of the Bonds. Interest on the Bonds will be paid by
check or draft, dated as of August 1, 1985~ and each February 1 and
August 1 thereafter, until the principal is paid, mailed by said Paying
Agent/Registrar to the registered ovner of each Bond. The City has
reserved the right to redeem all Bonds maturing in the years 1996
through 2001 on February 1~ 1995~ or on any interest payment date
thereafter, by paying the principal thereof and accrued interest thereon
as specified in the proceedings authorizing the Bonds.
~E HAVE EXAHINED the Constitution and laws of the State of
Texas, a transcript of certain certified proceedings had incident to the
authorization and issuance of the Bonds and a fully executed *'Initial
Bond" of said issue for each year of maturity.
BASED OH SUCH EXAHINATION, IT IS OUR OPINION that the Bonds
have been lawfully authorized and issued under and in strict conformity
with the Constitution and laws of the State of Texas; that the Bonds are
the valid and legally binding special obligations of the City, according
to their terms, subject, as to the enforcement of remedies, to
applicable bankruptcy, moratorium and similar laws affecting creditor~s
rights generally from time to time in effect; that the Bonds ara payable
solely from and secured by a valid first lien on and pledge of the Net
Revenues (as defined in the proceedings suthorising the Bonds) to be
derived from the operation of the combined Waterworks and Sewer System
and Electric Light and Power System of the City; and that the owners of
the Bonds shall never have the right to demand payment thereof out of
any funds raised or to be raised by taxation.
THE PROCEEDINGS authorizing the Bonds provide certain
conditions under which the City may issue additional parity revenue
bonds secured by and made payable from the same revenues as, and of
equal dignity in all respects with, the Bonds.
IT IS FURTHER OUR OPINION that the interest on the Bonds is
exempt from Federal income taxes under existing statutes, regulations,
published rulings, court decisions and official interpretations thereof.
In rendering the opinion expressed in the preceding sentence~ we have
relied upon a seport of Touche Ross & Co. with respect to the accuracy
of certain calculations and upon the accuracy of facts, the reasonable-
ness of certain estimates and the truthfulness of certain expectations
contained in a certificate signed by officers of the City. Such facts,
estimates and expectations are solely within the knowledge of the City
and have hOC been independently verified by us.
Respectfully,
002RGD/180BO 1 -2-
Draft: 1-23-85
SPECIAL ESCROW AGREEMENT
THIS SPECIAL ESCROW AGREEMENT (the "Escrow Agreement")
is made and entered into as of January 30, 1985, by and be-
tween the City of College Station, Texas, a home rule city
duly created, organized and existing under the Constitution
and laws of the State of Texas (together with any successor
to its duties and functions, the "City"), and First City
National Bank of Houston, a national banking association
having its principal corporate trust office in Houston,
Texas, as escrow agent (together with any successor or
assign in such capacity, the "Escrow Agent").
WHEREAS, the City has heretofore authorized and de-
livered, and there are currently outstanding, the following
series or issues of bonds (the "Refunded Bonds"), to-wit:
CITY OF COLLEGE STATION WATERWORKS AND SEWER
SYSTEM AND ELECTRIC LIGHT AND POWER SYSTEM REVENUE
BONDS, SERIES 1967, dated February 1, 1967, orig-
inally issued in the principal amount of $600,000
(Comptroller's Registration No. 37768), of which
$150,000 principal amount are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1971, dated August 1, 1971,
originally issued in the principal amount of
$800,000 (Comptroller's Registration No. 40262),
of which $280,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1973, dated August 1, 1973,
originally ~ssued in the principal amount of
$500,000 (Comptroller's Registration No. 41651),
of which $225,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1976, dated August i, 1976,
originally issued in the principal amount of
$3,000,000 (Comptroller's Registration No. 43295),
of which $2,100,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1979, dated May 1, 1979,
originally lssued in the principal amount of
$6,145,000 (Comptroller's Registration No. 45072),
of which $5,175,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1981, dated May 1, 1981,
originally issued in the principal amount of
$3,000,000 (Comptroller's Registration No. 46114),
of which $2,100,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1982, dated February 1,
1982, originally issued in the principal amount of
$4,220,000 (Comptroller's Registration No. 46546),
of which $3,400,000 are currently outstanding;
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES II 1982, dated November 1,
1982, originally issued in the principal amount of
$9,325,000 (Comptroller's Registration No. 46958),
of which $8,880,000 are currently outstanding; and
CITY OF COLLEGE STATION, TEXAS, UTILITY SYSTEM
REVENUE BONDS, SERIES 1984, dated May 1, 1984,
originally issued in the principal amount of
$17,380,000 (Comptroller's Registration No.
47916), all of which are currently outstanding;
and
WHEREAS, Article 717k of Vernon's Texas Civil Statutes,
as amended, authorizes and empowers the City to issue, sell
and deliver refunding bonds payable from the Net Revenues of
the City's combined Waterworks System, Sewer System and
Electric Light and Power System, and to deposit the proceeds
of such bonds, together with other available funds or
resources, with one of the paying agents for the Refunded
Bonds in an amount which is sufficient, after taking into
account both the principal and ~nterest to accrue on such
deposits, to provide for the payment or redemption of the
principal of and interest on the Refunded Bonds; and
WHEREAS, the City Council of the City has adopted an
ordinance (the "Refunding Bond Ordinance") authorizing,
among other things, the issuance, sale and delivery of the
City's Utility System Revenue Refunding Bonds, Series 1985,
in the aggregate principal amount of $34,185,000 (the
"Refunding Bonds"), for the purpose of providing a port,on
002RGC/180B01 -2-
of the funds necessary to refund or refinance, in advance of
their maturities, the Refunded Bonds and thereby amend
certain restrictive covenants which limit the City's right
to ~ssue additional parity revenue bonds; and
WHEREAS, the Refunding Bond Ordinance further provides
for the transfer to the Escrow Agent pursuant to this Escrow
Agreement of certain moneys held in the City's reserve and
debt service funds which were created and have been maln-
talned pursuant to the ordinances authorizing the issuance
of the Refunded Bonds, and for the application of such
moneys, along with the proceeds of the Refunding Bonds, to
provide for the payment or redemption of the Refunded Bonds;
and
WHEREAS, the Escrow Agent is the paying agent for one
or more series of the Refunded Bonds, and the C~ty Council
of the City has determined to effectuate the advance refund-
ing of the Refunded Bonds pursuant to this Escrow Agreement,
under which provision ~s made for the safekeeping, invest-
ment, reinvestment, administration and dispos~tlon of the
proceeds of the Refunding Bonds and other moneys made
available ~n connection with such advance refunding, so as
to provide firm banking and financial arrangements for the
discharge and f~nal payment or redemption of the Refunded
Bonds; and
WHEREAS, University National Bank, a national banking
association having its principal corporate trust offices in
College Station, Texas, is the paying agent for the series
of the Refunded Bonds of which the Escrow Agent is not ~he
paying agent and has consented and agreed to the provisions
of this Escrow Agreement as indicated on the signature page
hereof;
NOW, THEREFORE, in consideration of the premises, the
mutual undertakings, promises and agreements here~n con-
tained, and other good and valuable consideration, the
receipt and sufficiency of which are hereby expressly
acknowledged, and in order to secure the full and timely
payment of the principal of and the interest on the Refunded
Bonds, the City and the Escrow Agent contract and agree as
follows:
002RGC/180B01 -3-
Section 1.01. Deposits with Escrow Agent. The City
has deposited, or caused to be deposited, with the Escrow
Agent the following:
(a) Proceeds from the sale of the Refunding Bonds in
the amount of $34,185,000, of which $29,601,000 shall be
applied by the Escrow Agent to purchase the United States
Treasury Securities, State and Local Government Series (the
"SLGS"), described in Exhibit A annexed hereto and hereby
made a part of this Escrow Agreement, and $4,584,000 of
which shall be deposited into the fund (the "Escrow Fund")
created pursuant to the provisions of Section 2.01 hereof as
part of the beginning cash balance; and
(b) A cash transfer in the amount of $7,656,299.10
from the City's reserve and debt service funds for the
Refunded Bonds, of which amount $6,903,418.65 shall be
applied by the Escrow Agent to purchase the United States
Treasury Obligations (the "Open Market Securities") described
in Exhibit B annexed hereto and hereby made a part of this
Escrow Agreement and $752,880.45 of which shall be deposited
into the Escrow Fund as the remaining part of the beginning
cash balance.
Section 2.01. Establishment of Escrow Fund. The
Escrow Agent has created on Its books a special fund and
irrevocable escrow to be known as the "Special 1985 City of
College Station, Texas, Bond Escrow Fund." The Escrow Agent
hereby acknowledges that there has been deposited to the
credit of such Escrow Fund the cash described in Section
1.01 hereof, and the Escrow Agent agrees to apply such
deposits to the purchase of SLGS and Open Market Securities
(collectively, the "Escrowed Securities") in accordance with
the provisions of sa~d Section 1.01. The Escrowed Secu-
rities, all proceeds therefrom and all cash balances from
tame to time on deposit in the Escrow Fund shall be the
property of the Escrow Fund, and shall be applied only in
strict conformity with the terms and conditions hereof. The
Escrowed Securities, all proceeds therefrom and all cash
balances from time to time on deposit in the Escrow Fund are
hereby irrevocably pledged to the payment of the principal
or redemption price of and interest on the Refunded Bonds,
which payment shall be made by tlmely transfers to Univer-
sity National Bank, College Station, Texas, and First City
National Bank of Houston, as Paying Agents (the "Paying
Agents") for the Refunded Bonds, of such amounts and at such
times as are specified in Section 2.02 hereof. When the
final transfers have been made to the Paying Agents for the
payment of such principal or redemption price of and interest
002RGC/180B01 -4-
on the Refunded Bonds, any balance then remaining in the
Escrow Fund shall be transferred to the City, and the Escrow
Agent shall thereupon be discharged from any further duties
hereunder.
Section 2.02. Payment of Principal or Redemptaon Price
of and Interest on Refunded Bonds. (a) The Escrow Agent
shall from tame to time collect and receive for the credit
of the Escrow Fund the principal of and interest on the
Escrowed Securities as they respectively mature and fall
due. The Escrow Agent is hereby irrevocably instructed to
transfer to the appropriate Payang Agent from the cash
balances from time to time on deposit in the Escrow Fund the
amounts required to pay the principal or redemption prace
of, and interest on, the Refunded Bonds as the same become
due and payable.
(b) Moneys transferred to and held by the Paying
Agents in accordance with the provisions hereof shall be
held by the Paying Agents as a separate trust fund for the
account of the respective owners and/or holders of the
Refunded Bonds ~n connection with which such moneys are
held; provided, however, that moneys so held remaining
unclaimed by the owners and/or holders of such Refunded
Bonds for slx (6) years after the dates on which payment
thereon was due, payable and available for payment shall be
paid to the C~ty to be used for any lawful purpose. There-
after, neather the Caty, the Escrow Agent, the Paying Agent
nor any other person shall be l~able or responsible to
any owners and/or holders of such Refunded Bonds for any
further payment of such unclaimed moneys or on account of
any such Refunded Bonds.
(c) Except ss provided ~n Section 3.01 hereof, the
City hereby covenants and agrees that it wall not exercise
any r~ght that ~t may have to redeem any of the Refunded
Bonds prior to their scheduled maturities.
Sectaon 2.03. Sufficiency of Escrow Fund. The City
represents that the debt service reauirements of the
Refunded Bonds are correctly set forth in the Special Report
of Touche Ross & Co. (the "Special Report") annexed hereto
as Exhibit C and hereby made a part of this Escrow Agreement
and that, based upon the Special Report, the successive
receipts of the principal of and interest on the Escrowed
Securities will assure that the cash balance on deposit from
time to time in the Escrow Fund will at all times be suffi-
cient to provlde moneys for transfer to the Paying Agents at
002RGC/180B01 -5-
the times and an the amounts required to pay the interest on
the Refunded Bonds as such interest comes due and to pay the
principal or redemption price of the Refunded Bonds as the
Refunded Bonds mature or are redeemed.
Section 2.04. Status and Use of Escrow Fund. The
Escrow Agent at all tames shall hold the Escrow Fund, the
Escrowed Securities and all other assets of the Escrow Fund
wholly segregated from all other funds and securities on
deposit with the Escrow Agent; it shall never allow the
Escrowed Securities or any other assets of the Escrow Fund
to be commingled with any other funds or securities of the
Escrow Agent; and it shall hold and dispose of the assets of
the Escrow Fund only as set forth here~n. The Escrowed
Securities and other assets of the Escrow Fund always shall
be maintained by the Escrow Agent for the benefit of the
owners and/or holders of the Refunded Bonds; and a special
account thereof evidencing such fact shall be maintained at
all times on the books of the Escrow Agent. The owners
and/or holders of the Refunded Bonds shall be entitled to
the same preferred claim and first lien upon the Escrowed
Securities, the proceeds thereof and all other assets of the
Escrow Fund as are enjoyed by other beneficiaries of similar
accounts. The amounts received by the Escrow Agent under
th~s Escrow Agreement shall not be considered as a banking
deposit by the City, and the Escrow Agent shall have no
right or title with respect thereto except as escrow agent
under the terms hereof. The amount received by the Escrow
Agent hereunder shall not be sub3ect to warrants, drafts or
checks drawn by the C~ty.
Section 2.05. Security for Cash Balances. Cash
balances from time to tame on deposit in the Escrow Fund, to
the extent not ~nsured by the Federal Deposit Insurance
Corporation or its successor, shall be continuously secured
by a pledge of direct obligations of, or obligations uncon-
ditionally guaranteed by, the United States of America,
having a market value at least equal to such cash balances.
Section 3.01. Optional Redemption of Certain Refunded
Bonds. The City has ~rrevocably exercised its option to
call the C~ty of College Station, Texas, Utility System
Revenue Bonds, Series 1982 issued as serial bonds maturing
in the years 1988 through 1992 on February 1, 1987 (the
"Called Series 1982 Bonds").
002RGC/180B01 -6-
Concurrently with the execution and delivery of this
Escrow Agreement, the City delivered to the Escrow Agent,
and the Escrow Agent hereby acknowledges receipt of, a
Notice of Redemption of the Called Series 1982 Bonds (the
"Notice"). Such redemption shall be carried out in accor-
dance with the ordinance of the City Council of the City
authorizing the issuance and sale of the called Series 1982
Bonds, and in accordance with the provisions thereof. The
Escrow Agent ~s hereby irrevocably authorized and directed
(a) to cause a not~ce of redemption substantially in the
form of the Not~ce to be published in a financial publica-
tion of general circulation in the United States one (1)
time at least thirty (30) days, but not more than sixty (60)
days, prlor to the date fixed for the redemptlon of the
Called Series 1982 Bonds and (b) to provide funds therefor
as set forth in Section 2.02(a) hereof.
Section 4.01. Limitations on Investments. Except as
here~n otherwise expressly provided, the Escrow Agent shall
not have any power or duty to invest any money held hereun-
der; or to make substitutions of the Escrowed Securities; or
to sell, transfer or otherwise dispose of the Escrowed
Securities. In particular, except as provided in Sections
4.02 and 4.03 hereof, cash balances on deposit ~n the Escrow
Fund shall not be reinvested or bear ~nterest, and the
Escro%; Agent shall be entitled to retain any benefit from
the deposit of such uninvested funds as additional compen-
sation for its services hereunder.
Section 4.02. Reinvestment of Certain Proceeds by
Escrow Agent. On each of the "Issue Dates" specified in the
Schedule annexed hereto as E~hlbit D, the Escrow Agent shall
invest the amount set opposite each such date under the
column headed "Principal Amount" in United States Treasury
Securities, State and Local Government Securities which
shall not bear interest and which shall, in each case,
mature on the date specified under the column headed
"Maturity Date."
Section 4.03. Substitution of Securities. At the
written request of the City, and upon compliance with the
conditions hereinafter stated, the Escrow Agent shall sell,
transfer, otherwise dispose of or request the redemption of
all or any portion of the Escrowed Securities and apply the
proceeds therefrom to purchase Refunded Bonds or direct
002RGC/180B01 -7-
obligations of, or obligations the principal of and interest
on which are unconditionally guaranteed by, the United
States of America and which do not permit the redemption
thereof at the option of the obligor. Any such transaction
may be effected by the Escrow Agent only if (1) the Escrow
Agent shall have received a written opinion from a recog-
nized firm of certified public accountants that such trans-
action will not cause the amount of money and securities in
the Escrow Fund to be reduced below an amount which will be
sufficient, when added to the interest to accrue thereon, to
provide for the payment of principal or redemption price of
and interest on the remaining Refunded Bonds as they become
due, and (2) the Escrow Agent shall have received the
unqualified written legal opinion of nationally recognized
bond counsel or tax counsel acceptable to the City and the
Escrow Agent to the effect that such transaction will not
cause any of the Refunding Bonds to be an "arbitrage bond"
within the meaning of Section 103(c) of the Code.
Section 4.04. No Arb~traqe. The C~ty hereby covenants
and agrees that it shall never request the Escrow Agent to
exercise any power hereunder or permit any part of the money
in the Escrow Fund or proceeds from the sale of Escrowed
Securities to be used directly or ~ndirectly to acquire any
securities or obligations if the exercise of such power or
the acquisition of such securities or obligations would
cause any Refunding Bonds to be an "arbitrage bond" within
the meaning of Section 103(c) of the Code.
Section 5.01. Records. The Escrow Agent shall keep
books of record and account in which complete and correct
entr~es shall be made of all transactions relating to the
receipts, d~sbursements, allocations and application of the
money and Escrowed Securities deposited to the Escrow Fund
and all proceeds thereof, and such books shall be available
for inspection at reasonable hours and under reasonable
conditions by the City and the owners and/or holders of the
Refunded Bonds.
Secticn 5.02. Reports. For the perlod beginning on
the date hereof and ending on June 30, 1985, and for each
twelve (12) month period thereafter while this Agreement
remalns in effect, the Escrow Agent shall prepare and send
to the C~ty w~thin thirty (30) days following the end of
such period a written report summarizing all transactions
relating to the Escrow Fund during such period, including,
w~thout limitation, credits to the Escrow Fund as a result
002RGC/180B01 -8-
of interest payments on or maturities of the Escrowed
Securities and transfers from the Escrow Fund to the Paying
Agents or otherwise, together with a detailed statement of
all Escrowed Securities and the cash balance on deposit in
the Escrow Fund as of the end of such period.
Section 6.01. Representations of Escrow Agent. The
Escrow Agent hereby represents that it is a Paying Agent,
that it has all necessary power and authority to enter into
this Escrow Agreement and undertake the obligations and
responsibilities imposed upon at herein, and that it will
carry out all of its obligations hereunder.
Section 6.02. Limitation on Escrow Agent's Liability.
The Escrow Agent shall not be liable for any action taken or
neglected to be taken by it in good faith in the exercise of
reasonable care and in the belief that such action is within
the discretion or power conferred upon ~t by this Escrow
Agreement, nor shall the Escrow Agent be responsible for the
consequences of any error of judgment; and the Escrow Agent
shall not be answerable except for its own neglect or
default, nor for any loss unless the same shall have been
through ~ts negligence or want of good faith.
The liability of the Escrow Agent to transfer funds to
the Paying Agents for the payments of the principal or
redemption price of and interest on the Refunded Bonds shall
be limited to the proceeds of the Escrowed Securities and
the cash balances from t~me to time on deposit in the Escrow
Fund. Notwithstanding any provision contained herein to the
contrary, the Escrow Agent shall have no liability whatsoever
for the insufficiency of funds from time to time in the
Escrow Fund or any failure of the obligor of the Escrowed
Securities to make timely payment thereon, except for ~ts
obligation to notify the City promptly of any such occur-
rence.
The recitals and representations herein (other than
those in Section 6.01) and in the proceedings authorizing
the Refunding Bonds shall be taken as the statements of the
City and shall not be considered as made by, or imposing any
obligation or liability upon, the Escrow Agent. In its
capacity as Escrow Agent, it is agreed that the Escrow Agent
need look only to the terms and provisions of this Escrow
Agreement.
002RGC/180B01 -9-
The Escrow Agent makes no representations as to the
value, conditions or sufficiency of the Escrow Fund, or any
part thereof, or as to the title of the City thereto, or as
to the security afforded thereby or hereby, and the Escrow
Agent shall incur no liability or responsibility in respect
to any of such matters.
It is the intention of the City and the Escrow Agent
that the Escrow Agent shall never be required to use or
advance its own funds or otherwise incur personal financial
liability in the performance of any of its duties or the
exercise of any of its rights and powers hereunder.
Unless it is specifically provided otherwise herein,
the Escrow Agent has no duty to determine or inquire into
the happening or occurrence of any event or contingency or
the performance or failure of performance of the City with
respect to arrangements or contracts with others, with the
Escrow Agent's sole duty hereunder being to safeguard the
Escrow Fund and to dispose of and deliver the same in
accordance with this Escrow Agreement. If, however, the
Escrow Agent is called upon by the terms of this Escrow
Deposit Agreement to determine the occurrence of any event
or contingency, the Escrow Agent shall be obligated, in
making such determination, only to exercise reasonable care
and diligence, and in event of error in making such determi-
nation the Escrow Agent shall be liable only for its own
misconduct or its negligence. In determining the occurrence
of any such event or contingency the Escrow Agent may
request from the City or any other person such reasonable
additional evidence as the Escrow Agent in its discretion
may deem necessary to determine any fact relating to the
occurrence of such event or contingency, and in this con-
nectlon may make inquiries of, and consult with the City,
among others, at any tame.
Section 6.03. Compensation of Escrow Agent. The City
has paid the Escrow Agent, as a fee for performing the
services hereunder and for all expenses incurred or to be
incurred by the Escrow Agent in the administration of this
Escrow Agreement, the sum of $46,750, the receipt and
sufficiency of which are hereby acknowledged by the Escrow
Agent. Moreover, an the event that the Escrow Agent is
requested to perform any extraordinary services hereunder,
the City hereby agrees to pay reasonable fees to the Escrow
Agent for such extraordinary services and to reimburse the
Escrow Agent for all expenses incurred by the Escrow Agent
002RGC/180B01 -10-
in performing such extraordinary services. It is expressly
provided that the Escrow Agent shall look only to the City
for the payment of such additional fees and reimbursement of
such additional expenses. The Escrow Agent hereby agrees
that in no event shall it ever assert any claim or lien
against the Escrow Fund for any fees for its services,
whether regular, additional or extraordinary, as Escrow
Agent, or in any other capacity, or for reimbursement for
any of its expenses.
Section 6.04. Successor Escrow Agents. If at any time
the Escrow Agent or its legal successor or successors should
cease to be a Paying Agent, a vacancy shall forthwith exist
hereunder in the office of the Escrow Agent. Any successor
Paying Agent appointed by the City shall succeed, without
further act, to all the rights, immunities, powers and
trusts of the predecessor Escrow Agent hereunder. Upon the
request of any such successor Escrow Agent, the City shall
execute any and all ~nstruments in writing for more fully
and certainly vesting in and conf~rm~ng to such successor
Escrow Agent all such immunities, rights, powers and duties.
The Escrow Agent shall pay over to ~ts successor Escrow
Agent a proportional part of the Escrow Agent's fee here-
under equal to the portion of such fee attributable to
duties to be performed after the date of succession.
Section 7.01. Notices. Any not~ce, authorization,
request, or demand required or permitted to be given here-
under shall be in writing and may be given to or served upon
the party to be notlfied by delivering the same to an
officer of such party in person or by prepaid telegram
addressed to such party or by depositing the same in the
United States ma~l, postpaid and registered or certified and
addressed to such party as follows:
To the Escrow Agent:
First City National Bank of Houston
P.O. BOF 809
Houston, Texas 77001
Att'n: Trust Department
To the City:
City of College Station
P. O. Box 9960
College Station, Texas 77840-2499
Att'n: Director of Finance
002RGC/180B01 -11-
The United States Post Office registered or certified
mail receipt showing delivery of the aforesaid shall be
conclusive evidence of the date and fact of delivery if
mailed in the specified manner. Notice given in any other
manner shall be effective only if and when received by the
party to be notified. Any party hereto may change the
address to which notices are to be delivered by giving at
least ten (10) days' notice thereof to the other party.
Section 7.02. Termination of Escrow A~ent's Obliga-
tions. Upon the taking by the Escrow Agent of all the
actions as described herein, the Escrow Agent shall have no
further obligations or responsibilities hereunder to the
C~ty, the holders of the Refunded Bonds or to any other
person or persons in connection w~th this Escrow Agreement.
Section 7.03. Binding Agreement. This Escrow Agree-
ment shall be binding upon the City and the Escrow Agent and
their respective successors and legal representatives, and
shall ~nure solely to the benefit of the holders of the
Refunded Bonds, the City, the Escrow Agent and their respec-
tive successors and legal representatives.
Section 7.04. Interpretations. The t~tles of the
sections of this Escrow Agreement have been inserted for
convenience of reference only and are not to be considered a
part hereof and shall not in any way modify or restrict the
terms hereo~. This Escrow Agreement and all of the terms
and provisions hereof shall be liberally construed to
effectuate the purposes set forth herein and to achieve the
intended purpose of providing for the refundlng of the
Refunded Bonds in accordance w~th applicable law.
Section 7.05. Governin~ Law. This Escrow Agreement
shall be governed exclusively by the provisions hereof and
by the applicable laws of the State of Texas.
002RGC/180B01 -12-
Section 7.06. Time of Essence. Time shall be of the
essence in the performance of obligations from time to time
imposed upon the Escrow Agent by this Escrow Agreement.
Executed as of the date first written above.
CITY OF COLLEGE STATION, TEXAS
ATTEST:
By
Mayor
City Secretary
(SEAL)
FIRST CITY NATIONAL BANK
OF HOUSTON, as Escrow Agent
ATTEST:
By
(SEAL)
University National Bank, paying agent for eight series
of the Refunded Bonds, hereby acknowledges notice of the
refunding of the Refunded Bonds and hereby agrees that First
City National Bank of Houston may act as the Escrow Agent
under this Escrow Agreement.
UNIVERSITY NATIONAL BANK
ATTEST:
By
(SEAL)
002RGC/180B01 -13-
EXHIBIT A
Annexed to Special Escrow Agreement dated as of January 30,
between the City of College Station, Texas, and
First City National Bank of Houston, as Escrow Agent
1985
United States Treasury Securities -
State and Local Government Obligations
Principal Interest Maturity First Int. Security
Amount Rate Date Pmt. Date Type
$2,145,400
3,717,500
1,991,800
1,977,600
1,821,600
1,654,300
1,996,200
2,360,900
2,102,900
542,300
1,696,200
2,379,700
1,917,600
1,921,700
1,375,300
9.00%
9.41
9.46
9.46
9.46
9.46
9.46
9.46
9 46
9 44
9 46
9 46
9 45
9.45
945
2/1/86 8/1/85 Note
2/1/87 8/1/85 Note
2/1/88 8/1/85 Note
2/1/89 8/1/85 Note
2/1/90 8/1/85 Note
2/1/91 8/1/85 Note
2/1/92 8/1/85 Note
2/1/93 8/1/85 Note
2/1/94 8/1/85 Note
2/1/95 8/1/85 Bond
2/1/97 8/1/85 Bond
2/1/98 8/1/85 Bond
2/1/99 8/1/85 Bond
2/1/00 8/1/85 Bond
2/1/01 8/1/85 Bond
Total: $29,601,000
002RGC/180B01 -14-
EXHIBIT B
Annexed to Special Escrow Agreement dated as of January 30,
between City of College Station, Texas, and
First C~ty National Bank of Houston, as Escrow Agent
1985
United States Treasury Notes
Principal Amount
Interest Rate
Maturity Date
Purchase Price
$ 731,000 10.00 % 12/31/86 $ 742,997.39
51,000 11.25 12/31/87 52,877.98
62,000 8.75 11/15/88 60,038.95
184,000 12.75 11/15/89 201,575.31
351,000 11.75 1/15/91 364,116.44
23,000 12.25 10/15/91 25,021.35
28,000 7.25 8/15/92 23,886.74
270,000 8.625 11/15/93 236,751.59
40,000 9.00 2/15/94 36,643.48
1,799,000 10.125 11/15/94 1,728,176.80
386,000 10.375 5/15/95 374,866.51
2,929,000 11.50 11/15/95 3,056,466.11
Total Purchase Price
$6,903,418.65
002RGC/180B01 -15-
EXHIBIT C
BAKER & BOTTS
HOUSTON TEXAS 77OO~
G-21,800-O
CITY OF COLLEGE STATION, TEXAS
(Utility System Revenue Refunding Bonds,
Series 1985, $34,185,000)
March 27, 1985
Ms. Kathy Hubbard
City of College Station
P. O. Box 9960
1101 Texas Avenue
College Station, Texas
77840
Dear Ms. Hubbard:
At the request of Mr. Pete F~sher at Moroney
Beissner & Co., Inc., enclosed is a copy of the special
report of Touche Ross & Co. in connection with the issuance
of the City's Utility System Revenue Refunding Bonds, Series
1985. The annexes to the report identify the securities
that were purchased for the special escrow account securing
the payment of the bonds refunded by the new issue.
If I can be of further help. to you in th~s matter,
please do not hesitate te contact me.
Very truly yours,
Rowland H. Geddle,
III
RHG:194
Enclosure
cc: Mr. Peter C. Fisher
Touche Ross a Co.
3anuary 30,1985
Cit~ o, College Station, Texas
Baker 3 Botts
\loronex. Reissner ~ Co., ]nc.
Rauscher Pierce Refsnes, Inc.
I 'nderwood. \euhaus & Co., Incorporated
F,rst South~est Compan~
Paine\X ~hber Incorporated
Rotan .Mosle Inc.
$3t+.l S 5,000
CIT~ OF COLLEGE STa, TION, TEXAS
~ 'rILITY SYSTE\' REVENUE REFUNDING BONDS, SERIES 1q$5
\lc understand that the $3#,185.00c., C~tv of College Station, Texas Utiht) System
Povenue Oefuncine BonOs, Series ]g85 (the Rends) are to be delivered 3anuarv 30, lq$5. In
connection ~t,th the issuance of the Bonds and related advance refundmg of the outstanding
issues noted helm, (collectwel), the Refunded Bonds), we have been requested to generate
certain computations of yield and cash flow sulficmncy.
CITY ,~F COLI. FGE STATION, TEXAS
4NK'I~ G BOND I~SI'ES BEING -XDVA.~,CE REFL NDED
Or,g,nall~
Issue Issued
a, mounts
Outstanding To Be
Advance Refunded
Sorles IqK- $ a0C,00r, $ 150,000
Series lO'l 500.000 280,000
Series 1973 50O.OOG 22~,000
Series 197~ 3,000.000 2,100~000
Ser,es 1 q7q 6, J ~' s,000 5, J 75,000
Series 19S 1 3,000,000 2,J 00,000
Sories 1982 t~,220,000 3,t~00,000
Serms II 1982 9,325,000 8~g00,000
Series 195'. J 7,380,000 17~380;000
Total ~,q701000 ~
The ~mlDutatl~ns ~, hlch rte prepared in the course of our procedures are included in
t~,~ ~C~OIJJPS .=tt!cNet- he-',r as &n appendix.
The Schedules reflect the results of the computations based on the data and
~-"l~;~,t,mptlons obtained frnrn :he ~o ,'~ .red ~r +h~, ~, dul,,~.
~Xe ha~e relied soJel.v on ~nformatlon obtained from the sources noted, and have
limited our t~or), to revlewln[z the noted source documents and assumptions and ~eneratinl~
and vermfwn§ the accuracy of the mathemat,caJ computat,ons. We have not subjected the
data or assumptions set forth In the Schedules to any aud~tin~ procedures other than to
compare the data and assumptions to the source documents. Moreover, we have not made
any study to evaluate the assumptions upon ~,'hlch the computations are based. AccordlnF.'J~,
tte express no opinion on the reasonableness of the assumptions.
~ssum, ln~ the Bonds are issued with the terms ~peclfied in the source documents and
are outstand~n§ to maturity and the :,'efunded Bonds are retired as shown in the $cheduJes,
t~e ar~ of the opinion that the interest and total debt service as shown ~n the source
documents are mathemat~caJJv correct based on the [n~ormation and assumptions provided tn
the sourc~ documents. ~dd~t~onaJJy, based on the ln~ormatzon and assumptions provided and
assume, ~ the Investments are acquired at the terms specie,ed in the ~hedules and held In
e~cro¥ to matur~t~, the computations sho~' that the result~n~ principal and ~nterest on the
investments u tJ[ be adequate to provide ~or the scheduled pa.vments o~ the principal and
interest on th~ Refunded Bonds.
Baser( on znformat,on and assumptions stated, (a) the yield on the Bonds (assumin§ a
net purchase price of $32.909,023.95 and a delivery date o~ 3anuary 30, leS5) ~s 9.u, 18§9%
per annum. (h) the ma~mum aJJo~abJe yield ~or arbitra~e purposes, computed m accordance
with the Treasur~ Re~. J.J03-13(b) (~) (~1) (~), ~s ~.~23~J 53~ per annum, and (c) the y~eJd on
th~ ~n~estme~ts ~the "Schedule JV 5LCS") described ~n Schedule JV (assumm~ a purchas~
price of ~2q.~33.00~ therefor and a deJ~ver~ date pi 3anuary 30, 198~) ~s 9.~J~93% per
anr~,. ~ddlz~onaJJ~, w~ have computeo ~he accre~ed values of the open market securities
described tn Schedule V that are allocated, as provided there~n, to the posz-197~ issues and
h3~ d~'erm~ned that (~ .th the exception o~ the Series Jg~ zssue) the sum of ix) the or~F~naJ
cost o~ an) open m~rket Investment not acquired at a discount and so a[Jocated to an ~ssue
of refunded bond~ and ~ tPe accreted value (calculated by ratable accretion of the
discount), from time to t~me, oJ the open mather investments acquired at a discount does
no~. 5t ~nt time, excPeH ~5' o¢ the original prznc~paJ amount o~ such Jssue o~ re~jnded
bones. The yield on the open marbet securit~es that are allocated in Schedule V to the
5eries I q~ ~onds (a~sumlnz a purchase price therefor of $717,~87.0~ and an acqu~sJtion date
oJ 3anuar~ 30, [9S5, ~s 9. EJ02[~, ~,hde the y~e]d on the Ser~es JgS2 Bonds, (assum~n~ a
purchase nrtce therefor of ~L,)a0,bSa.~) iS I J.J~e2~. For purposes of th~s report (and the
exhibits hereto), the ?aid of an ~ssue of obh~atJons ~s that rate o~ return which causes the
present ~orth ~ustn~ semiannual compoundtn[) pi all payments o~ principal and znterest on
the issue to be equal, as o~ the date of acquisition, to the purchase price o~ such ~ssue oJ
obJzEatJons. In computznff the yield on the Schedule IV SLG5, such obJ~[attons (~ncJudzn[ the
zero coupon obJ[tat~ons) were. as required by Treasurv Res. J.I0)-J3(c) (2), viewed as a
s~n~Je ~s~u~ of ,~hhEat~on~.
\re have compared the Interest rates on the State and Local Government Series
Secur,tJes ~,elnF ourct-~.se'~ pursuant Tn
~r,~rest ,~35 payable on ~,~h ~._ur ,zes, ~..zszed zr, ~ne De~ ~me~c u~ zne Treasbr~'s Table
85-0l. entitled "~'axtmum Interest ~ates Payable on Untted STates Treasur~ Certificates of
Indebtedness. Notes and Bonds --- State and Local Government 5erzes Subscribed ~or Durm~
P~r~od January ~, je~ through 3anuarv J J, J~85." ~ased upon such comparison, we have
concluded that the ~nteresz rates o~ the purchased securzt~es are equal to, or less than the
ma~mum rates allo~ able per the above noted table.
The term~ of our engagement are such that we have no obligation to update this
letter or to checL any revised computatzons because of events and transactions occurrJn~
subsequent to the date of this Jetter.
$1-HEDI rLE
I
l.l
1.3
1.5
I.?
I.$
Il
III
VI
VII
VIII
I\'
\
APPE",'DIX
T~BLE OP CO%'TENT5
DESCRIPTION
Outstanding I')ebt Service - Issues Being Refunded
Waterworks and Sewer System and Electric Light and
Power System Revenue Bonds, Series 1967
Utility System Revenue Bonds, Series lC~?l
Utiht~ System Pevenue Bonds, Series 1973
Utihtv System Revenue Bonds. Series 1976
Utihtv System Revenue Bonds, Series 1979
L'tlJlty System Revenue Bonds, Series 1931
I'ttht) System Revenue Bonds, Series 1
Utility System Revenue Bonds, Series Il I982
Utihty System Pevenue Bonds, 3er,es
Combined Outstanding Semi-Annual Debt Service
Sources and Uses/Issue Details
Escrow Cash Flow Schedule
Open Market Securities Purchased vizh Funds Treate~ as
Proceeds of Previous Issues
Schedule of :'ero Coupon 5LGS
Open Varket Cash Flow and Yield
Debt Service and Yield, Series 19~2
Expense Details
5ernl-AnnuaI Debt Service- Series 193 ~
Proof o[ Arbitralee Yield on Pefunding Bonc!~
Toud / oCa
St~HEDL LE
\Ill
XIII.I
\III.2
x IlI. t
XIII.~
~ 1II.5
kill.8
Mil.'
XllI.3
XII[.10
APPENDIX
DESCRIPTION
Comparison of Debt Service to Open Market Cash Flows
lt, aterworks and Sewer System and Electric Light ano
Power System Revenue Bonds, Series 1967
IJtlht', System Revenue Bonds, Series 1971
Ut,hty System Revenue Bonds, Series 1973
I_,tihtx System Revenue Bonds, Series 1976
I.'tiht~ System Revenue Bonds, Series 1979
I_'tdity System Revenue Bonds, Series 1981
k't,l,tv System Revenue Bonds, Set 1982
l'tlht~ System Revenue Bonds, Series II 1982
I_'tlJltt System Revenue Bonds, Series 195q
Comb,ned Outstanding Issues
Schedule !
OUTSTANDING DEBT SERVICE - ISSUES BEING ADVANCE REFUNDED
0
~- E,..
m-
'"' Z
C
c
0
Z
CIT. Or COL/EG£ STATION
UiiLIT5 c- ¢--.. pr r' qO~$ e-RIE$ II 1982
O['TzTASrING DEBT S£PV!CE
TOTAL
DgT~ COUPOL PPINCIPAL 2NT£REST DEBT SERVICE
TCTAL~
550 000
550 000
550 000
550 000
550 OOO
550 000
550 000
550 000
550,000
550 OOC
£
5.0 006
55C O00
550,00,'
.~C.OOC
550,05'
(4343500.00,
405,625.00
376,750.00
376,750.00
349,875.00
347,875.00
319,000.0a
319,000.0~
290~125.00
290,125.0C
261,250.00
261,250.00
233,750.00
233,7~0.00
208 450.00
208 450.00
182 600.00
182 600.00
156 200.00
1~6 200.0C
129 250.0o
129 250.00
101 75o.00
~0~ 75~.00
74,250.00
74,250.00
46,7~0.00
46,750.00
23,3~5.0C
550,00,~ 23,375.00
984 500.00
4~5625.00
955 625.00
376.750.00
926750.00
347.875.00
897 875.00
319 OOC.O0
869 ooo.oe
290 125.00
840 125.00
261 250.00
811 250.00
233 ?50.00
783 750.00
208 45¢.00
758 450.00
182 600.00
732 600.00
156 200.00
706 200.00
129 2~0.00
679 250.00
~01 750.00
651 750.00
74 250.00
624 250.00
46 75~.00
596 ?50.00
~,3'5.00
8,800,0[C 6,748,500.06 15,546,.=00.0C
CT~Y O~ CC%LM~Z STATZC,N
D~TE
CI-Fek-85
r]-Fek-8~
0]-Aua-8'
TC-ALJ
885~'OC.~) 885,000.00
1!.500% 400 000 885 00O.00 1,285,00C.00
862 000.00 862,000.00
11 ~00% 550 000 862 000.00 1,412,000.0~
830 375.00 8]0,375.00
1..500~ ?00 000 830 37~.00 1,530,375.00
790 125.00 79C,125.00
!J.570~ 700 00C 790 12~.00 1,490,12~.00
869 ~75.00 669,375.00
!l.~O[- 1.oO0,OOC 669 375.00
811 875.0C 61!,875.00
~1.5<'. 1,3-5,00c 611 875.00 !,986,875.00
532 812.50 532,812.S~
~.5~'~ 1,3T5,000 532 ~12.50 1,907,8!2.50
467 500.00 46-,500.00
o.-=¢. 1,27~,00C 467 500.00 1,842~500.00
331.718.75 331,718.75
~ a ~. I,~T~,OCC, 130 62~.0C 1,505,62~.00
65,!12.5c 65,311.56
3-,380,C~¢ 1-,~87,4!2.50 $5,267,412.50
C:TY OF COLLEGE STATION
UTILITI Sy£TE~ REVENUE BONDS
SERIES 196',?1,73,76,79,81,82,I~-82,84
SCFEDLLE II
CC~RI~Z OL'$TANEING SEFI-ANNUAL DERT SERVICE
..2' 2 i' = -
D~TE PRINCIPAL INTE~£ST TO MATURITY S~R%ICL
........................ ............................
01-FeD-~ 2,05~.000 ~ . 3,885,403.75 3,985,403.75
01-Aua-85
01-Feb-66 2,22C,00~
01-A.=-8~ 0
01-Feh-67 2,395,000
01-Aug-8~ 0
~l-Reb-88 2,570,0CP
01-Aua-88 0
01-~e~-89 2,]7~,000
n~-Auo-6= 0
Ci-Fe~-o~
9.-A~c-~f 0
Ci-Fek-91 2,~4C,00r,
0~-Au~-?i 0
01-Feb-92
0!-Aua-92 0
0l-Feb-9~ 2,500,0~6
01-Au~-93 0
0!-FED-94 2,50C,00C
0!-Aug-94
01-Feb-9~ 2,500.000
vI-Auq-9~
~i-Fe~-~ 2,515,0~0
Ol-Au~-9~
01-Ee~-~" =,525,0~C
Oi-Auc-~-
G1-Aug-9~ (
Ci-Fe~-~~ 1,92~,9tf
rl-Fen-:~Q~ 1,925,00[
, .=eb-2rrl 1,3~5,0~r
TCTA!5 39,~19,00n
~,734,0~?.50
1,734,087.50
1,631,552.50
1,631,552.50
1,521,143.75
1,521,143.75
1,400,485.00
1,400,485.00
1,~79,487.5¢
1,279,487.50
1,158,075.00
1,158,075.00
1,03',2"5.00
1,037,275.00
924,350.00
~14,350.00
~93,637.50
79],637.50
685,65C.00
68~,850.00
575,418."5
575 418.75
461 96S.75
461 966.75
348 800.¢0
34B 800.0n
242 687.~£,
242 6A-.50
154
154 000.0f
65,312.50
29,843,666.25
1,734,087.50
3,954,087.50
1,&31,552.50
4,026,552.50
1,521,143.75
4,091,143.75
1,400,485.00
3,970,465.00
1,~79,487.50
3,819,487.50
!,158,075.00
3,698,075.00
1,037,275.00
3,587,275.00
914,350.00
3,4:4,350.00
7~3,637.50
~,293,637.50
685,850.00
3,185,850.00
575,418.75
3,100,z18.75
4~1,966.75
2,986,968.75
348,800.00
2,746,800.00
242,687.50
?,167,687.50
154,000.00
2,079,00~.00
65,21:.~0
!,44~,312.5(
6~,4~3,66(.25
1,734,087.50
3,954,087.50
1,631,552.50
6,151,552.50
1,404,693.75
3,549,693.75
1,306,028.75
3,451,028.75
1,207,768.75
3,322,768.75
1,109,731.25
3,224,731.25
1,012,837.50
3,137,837.50
914,350.00
3,414,350.00
793 637.50
3,293,63T.50
685 850.00
3,185,850.00
575 418.75
3,100,418.75
461 968.75
2,986,966.75
348 800.00
2,748,800.00
242 687.50
2,167,6e~.~C
154 000.C~
2,079,000.0C
65,312.50
1,440,3!2.5n
68,742,851.7~
REFLECTS TF~ EAPLY REDEMPTIO~ AT PAP OF TFE SEPSES
19,2 SON~S OTME~kiSE $CFEDULE~ TO MATU~£ FROF FEE-
RTA~1 I, 1~8~ THPOUG5 FEBRUARY
...... ._' ' ': - -.- i
CITY OF COLLEGE STATION
SCHEDULE OF ZERO COUPON 5LGS
Schedule VI
~5,~r StOI/$~
35,SOO S/OlI~6 2/01/S7
50,Qgn g/0l/S7 2JOl/Sg
52.60G 8/01/88 2/01/8~
%,59~ 8/01/89 2/01190
~, -~r, 8/01/90 2101/91
?,7CC S/gl/91 2/01/q2
55,300 8/01t92 2/01/93
6?,~gC ~/01/o3 2/0l/q~
JO§,~tO $/01/% 2/01/q5
~-,-Or S/hi?5 2/01/q7
2J,~gC 2/g1'9~ $/01/q6
'~ ~ 3,- -,r 2 '$ l ,'qt, 2/01/9?
I C,2') ', $/OI '~' 2/01/95
3,~' $,C I ,q¢ 2lC l/9~
~e,:urlt; Type
Certificate
Certffzcate
CertJl,cate
Certl~lCSte
Certd~cate
Certificate
CertzfJcate
Certificate
Cert JfJcate
Certificate
NoT°
Certm~cate
Certlflcate
I,?C' ~,'01/~' 2/01/00
Certificate
t- C
C~T% OF COLLEGE STATIO5
SCHEDULE
0]-Fe~-E2
01-ALq-S2
01-Feb-84
0!-Aug-84
01-Feb-85
OI-Auq-E5
Sl-Feb-8~
01-Auc-86
01-Fe~-8-
0!-Aug-8'
0i-Fek-8¢
01-A~-E8
01-Fee-8-
01-AuF-~r
0l-Au?-~!
Ci-FeE-92
TOTALS
lO.OCi
12.0Et
!2.0C~
IO.BO~
lO.OOS
!0.35~
!!.0r~
ll.SCi
395 000.00
425 000.00
425 000.00
425 OOO.O0
425 000.00
425 000.00
42~ 000.00
42~,000.00
42E,00~.00
425,00f.00
2~5080.00
~55 080.00
211 650.00
211 650.00
186 150.00
186 150.00
160 650.00
160 650.00
137 700.00
137 700.00
116 450.00
116 450.00
94,456.25
94,456.25
71,718.75
71,718.75
48,343.7~
48,343.7~
24,437.50
24,437.50
2550Bf.0C
650 080.f,
211 650.0(
636 650.0C
186 150.00
611 150.00
160 650.C0
585 650.00
137 700.00
562 700.00
116 450.00
541 450.00
94,456.25
519,456.25
71,718.75
496,718."5
48,343.75
473,343.75
24,437.50
449,437.50
006.00 2,613,272.50 6,833,2'~2.50
SOLPCE. ROl:r OI~DII~APCE, SEF!ES 196-'
.-, SEYi-A~:':tA- ¥iELr = 11.i$49~ BASED UPO:.
D~TE9 rATE. 2-1-1u~2
DELIVEPY DATE: 4-2(-1982
ACC~UE£ INTEPEST: £120,454.44
$34,185,000 $CFE~CLE
,Ti'~ OY COLLEGE STATIO5
'-iLl~ S%ETE' REiEN[E R£FU~DING BO[,D£, SERIES 1965
SE¥1-ANt, LAL D£~T SERVICE
TOTAL AN';LAL
DATE COLP¢'. PPINCIPAL INTE~E$~ DEBT SERVICE DE~7
C.-Fe:-e6 6.o00~ 2,260,0o0.00
0l-Auc.-~
O!-Fet-~~ 6.50% 2,490,000.00
~. -A.~-~'
C.-Fe~-~ '.00% 2,605,000.00
Oi-Fe~-69 7.50% =,545,000.00
el-Fee-O( -.'5% ~,465,000.00
61-Feb-~2 8.~0m 2,415,000.00
Oi-A,c-%2
O!-Feh-~i ~.~C% 2,275,006.0C
C!-Auq-a]
~ -Au~-9~
t .-Fe:-~- ~ 1(,~ 2,!'~,00C.00
Cl-Fe~-q~ ~ 25% 2,025,00f 00
--ce~-~ =.4, ~
1,$18,241.66
.L.J%4.303.75
1,326,503.75
1,326,503.75
1,245,578.75
1,245,578.75
1,154,403.75
1,154,40~.75
1,058,966.25
1,058,966.~5
963,447.50
963.447.50
866847.50
866,847.50
768 878.75
769 878.75
672 191.25
672 191.25
~75 403.75
575 403.75
477 281.25
477 261.25
376 056.2~
378 056.25
279 09~.75
27~ ~93.75
185 437.50
!95 437.50
1!3 762.50
113,762.50
42,987.50
1,516,241.86
3,654,303.75
1,326,503.75
3,816,503.75
1,245,578.75
3,850,578.75
~,~54,403.~5
3,699,4e3.75
1,058,966.25
3,523,966.25
963,447.5C
3,378,447.50
666,847.50
3,241,847.50
768,878.75
3,043,878.75
672,191.25
2,897,191.25
575,403.75
2,780,403.75
477,261.25
2,682,28~.25
378,~56.25
2,55~,056.25
279,093.75
2,304,0q3.75
185,43".$0
1,710,437.50
113,762.5~
1,6C],~62.50
42,967.50
947,98T.50
5,172,545.61
5,143,00'.5r
5,096,157.50
4,853,807.5[
4,582,932.5C
4,341,895.00
4,108,69~.(0
3,8!2,"57.5~
3,560,3~2.50
3,355,807.50
3,159,562.5C
2,93!,11Z.I~
2,56~,i~7.5C
1,8~5,6"~.0.
9~f,975.C%
23,130,225.61 57,315,Z2~.61 57,315,22~.~1
5cheoul,~ \]
$3~,,1 ~.00§
CIT'~ OF COLLEGE STATION
UTILITY SYSTEM REVENUE BONDS. SERIES 1985
'~OF OF ARBITR ~GE YIELD ON REFUNDING BONDC
P&' -~mourlt 0r ~,orlds
L e~. s: Recoverable Expenses
Pl,~,~: ~ccr,Jed lrterest to _lanuarv 30. IQS5
',et Price Ior Purpose of '~ leJd Calculation
Preseq: \'~lu~ of Series Iq,~ ~eht Service Calculated at
g.-I.~.~' Per '~ ear, Compounded Semiannually =
-I .392,168.r§
+116, Iai.q?
~[2,qoqto23.aS
~32~909~023.~g
_~lna,= ?,,' p-esent value of -C;erle~ ]q~5 debt service pa~ menzs discounted at
a.'-Ic-;a° ecJ~nls th,~ net price for purposes o~ .yield calculation, the arbitrage yield
1~ a.-]~'~a' ,
MLLTIPL~ED BY'
DIVIDED BY:
$25,000.00
9.4185912~
S33,524,353.98
Schedule XIll
CO~IP~RI'$ON OF DEBT SERVICE TO OPENT MARKET CASH FLOW'S
Z
z
0
Z
C
0
c
===============================
c
C
EXHIBIT D
Annexed to Special Escrow Agreement dated as of January 30,
between the City of College Station, Texas, and
First City National Bank of Houston, as Escrow Agent
1985
United States Treasury Securities -
Zero Yield State and Local Government Obligations
Principal Amount
$ 44,900
35,800
51,100
52,700
54,800
54,900
53,000
55,600
63,600
100,300
438,200
22,800
413,400
10,200
3,700
1,800
Total: $1,456,800
Issue Date
Maturit~ Date
8/1/85 2/1/86
8/1/86 2/1/87
8/1/87 2/1/88
8/1/88 2/1/89
8/1/89 2/1/90
8/1/90 2/1/91
811191 211192
8/1/92 2/1/93
8/1/93 2/1/94
8/1/94 2/1/95
8/1/95 2/1/97
2/1/96 8/1/96
2/1/96 2/1/97
8/1/97 2/1/98
8/1/98 2/1/99
8/1/99 2/1/00
Security Type
Certificate
Certificate
Certificate
Certificate
Certificate
Certificate
Certificate
Certificate
Certificate
Certificate
Note
Certificate
Certificate
Certificate
Certificate
Certificate
002RGC/180B01 -17-