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1979 08 01 CC Minutes, Special90801 -1 MINUTES OF THE SPECIAL MEETING OF THE CITY COUNCIL OF THE CITY OF BAYTOWN August 1, 1979 The City Council of the City of Baytown, Texas, met in special session Wednesday, August 1, 1979, at 6:30 p.m. in the Council Chamber of the Baytown City Hall. The following members were in attendance: Fred T. Philips Jimmy Johnson Ted Kloesel Mary E. Wilbanks Eileen Caffey Allen Cannon Emmett O. Hutto Fritz Lanham Dan Savage Scott Bounds Eileen P. Hall Councilman Councilman Councilman Councilwoman Councilwoman Councilman Mayor City Manager Assistant City Manager City Attorney City Clerk Mayor Hutto called the meeting to order and the invocation was offered by Councilman Jimmy Johnson. Minutes Councilman Kloesel moved for approval of the minutes of the regular meeting of July 12, 1979; Councilman Johnson seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None Receive Petitions The Administration had received a petition from residents of the DeZavala area. The petition which was sponsored by the DeZavala Neighborhood Council requested that the City of Baytown Community Development Director reconsider the decision not to fund the renovation of the DeZavala School for a community center. The DeZavala School, 3010 Oakwood, is within the Community Devel- opment Impact area, and the petitioners feel this is a worthwhile project and deserves approval for funding. fir. Lanham explained that this was considered by the Community Development Advisory Committee and he suggested that this petition be referred to them. Attached to the petition was a resolution from the DeZavala Neighborhood Council to the Department of Housing and Urban Development regarding the hearing process, and the Administration has responded to that. Councilman Kloesel moved that the petition be accepted and forwarded to the Community Development Advisory Committee; Coun- cilwoman Wilbanks seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None 90801 -2 Minutes of the Special Meeting - August 1, 1979 Roy L. Cutbirth Appeared Roy L. Cutbirth, a resident of the Lynchburg area, appeared to present a petition requesting that the area known as Lynch- burg, over which Baytown has extra - territorial jurisdiction, not be released from its current status. The residents do not wish to incorporate at this time, nor do they wish to be annexed. One hundred eighty -six (186) people out of approximately two hundred ten (210) families expressed their feelings in this regard by signing the petition. Councilman Johnson moved that the Council accept this petition; Councilman Kloesel seconded the motion. Mr. Lanham reported that Frank Butcher, the individual that represented the Lynchburg Civic Association at the June 28th meeting, had been in contact with him and withdrew their request to the Council for permission to incorporate. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None Consider, and If Deemed Advisable by the City Council of the City of Baytown, Adopt Proposed Ordinance No. 90801 -1, Approving a Resolution of the Baytown Area Water Authority Water Supply Contract Revenue Bonds (City of Baytown, Texas Project) Series 1979, and Accept Terms and Conditions of Said Resolution The Baytown Area Water Authority met at 5:00 p.m. and received bids for $2,500,000. These funds, plus funds remaining from a previous bond sale should be sufficient to finance the construction of the transmission lines that the Council will be considering a little later in the meeting. A copy of the bid tabulation had been placed at the Council table. Tom Masterson, the City's Fiscal Advisor, commented that the Baytown Area Water Authority Board received three bids for the sale of $2,500,000 in Water Supply Contract Revenue Bonds. The bid tabulation follows: Kidder Peabody & Company Dean Witter Interest Rate: Premium: Net Interest Cost: Effective Interest Rate: E. F. Hutton & Company First Boston Interest Rate: Premium: Net Interest Cost: Effective Interest Rate: 6 -3/8% $ 5,125.00 $3,527,687.50 6.3657% 6 -3/8%, $ 2,500.00 $3,530,312.50 6.370488% Underwood, Neuhaus & Company First Southwest Company Rotan Mosle, Inc. Rowles Winston Division, Cowen & Co. Shearson, Hayden, Stone, Inc. Interest Rate: 6- 3/8}0 Premium: $ 2,800.00 Net Interest Cost: $3,530,012.50 Effective Interest Rate: 6.36994% af&rlyw, Minutes of the Special Meeting - August 1, 1979 Mr. Masterson explained that the best bid was the bid of Kidder Peabody and Company and Dean Witter with the interest rate of 6.3657% and recommended acceptance of that bid. Mr. Lanham explained that the interest rate on the $2,000,000 plus bonds that were sold several months ago was 5.77% interest rate. Mr. Masterson explained the reason for higher interest rates is that these bids are due in the year 2002 and this is the primary reason for the higher rate of interest. Mr. Lanham explained that the BAWA Board has recommended approval of the ordinance and the Administration concurred with that recommendation. 90801 -4 Minutes of the Special Meeting - August 1, 1979 CERTIFICATE FOR ORDINANCE APPROVING A RESOLUTION OF THE BAYTOWN AREA WATER AUTHORITY WHICH AUTHORIZES THE ISSUANCE OF "BAYTOWN AREA WATER AUTHORITY j:ATER SUPPLY CONTRACT REVENUE BONDS (CITY OF BAYTOE-N, TEXAS PROJECT) SERIES 1979 "; ACCEPTING THE TERMS AND CONDITIONS OF SUCH RESOLUTION; AND PROVIDING FOR AN EFFECTIVE DATE THE STATE OF TEXAS COUNTIES OF HARRIS AND CHAMBERS § CITY OF BAYTOWN § I the undersigned City Clerk of the City of Baytown, Texas (the "City "), hereby certify as follows: 1. The City Council of the City convened in special session on 811179 , at the City Hall of the City of Baytown, Texas, And oll was called of the duly constituted officers and members of such City Council, to- wit: Emmett 0. Hutto, Mayor Fred Phillips, Councilman Ted Kloesel, Councilman Eileen Caffey, Councilwoman Mary E. RTilbanks, Councilwoman Jimmy Johnson, Councilman Allen Cannon, Councilman Eileen P. Hall, City Clerk and all of such persons were present, except the following absentees: ____ thus.constituting a quorum. Whereupon, among other business the following was transacted at such meeting: ORDINANCE APPROVING A RESOLUTION OF THE BAYTOWN AREA WATER AUTHORITY WHICH AUTHORIZES THE ISSUANCE OF "BAYTOW1iT AREA WATER AUTHORITY WATER SUPPLY CONTRACT REVENUE BONDS (CITY OF BAYTOTti7N, TEXAS PROJECT) SERIES 1979 "; ACCEPTING THE TERMS AND CONDITIONS OF SUCH RESOLUTION; AND PROVIDING FOR AN EFFECTIVE DATE was duly introduced for the consideration of such City Council and read in full. It was then duly moved and seconded that such Ordinance be passed; and, after due discussion such motion, carrying with it the passage of such Ordinance, prevailed and carried by the following vote: Ayes: 7 Nays: 0, _ Abstained: 0 2. A true, full, and correct copy of the aforesaid Ordinance passed at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; such Ordinance has been duly recorded in such City Council's minutes of such meeting; the above and foregoing paragraph is a true, full, and correct excerpt from such City Council's minutes of such meeting pertaining to the passage of such Ordinance the persons named in the above paragraph are the duly chosen, qualified, and acting officers and members of such City Council as indicated therein; each of the officers and? members of such City Council was duly and sufficiently notified officially and personally, in advance, of the time, place, and purpose of the aforesaid meeting, and that such Ordinance would be introduced and considered for passage at such meeting, and each of such officers and members consented, in advance, to the holding of such meeting for such purposes; and such meeting was given, all,as required by Article 6252- 17, Vernon's Texas Civil Statutes, as amended. 3. The Mayor of the City has approved the aforesaid Ordinance and the Mayor and the City Clerk of the City have duly signed such Ordinance. ��,� �•1 �•�'' SIGNED AND SEALED Au ust 1 I 79 City 'Clerk City of Baytowni Texas 90801 -5 Minutes of the Special Meeting - August 1, 1979 ORDINANCE NO. 2698 AN ORDINANCE APPROVING A RESOLUTION OF THE BAYTOWfi AREA WATER AUTHORITY WHICH AUTHORIZES THE ISSUANCE OF "BAYTOWN AREA WATER AUTHORITY WATER SUPPLY CONTRACT REVENUE BONDS (CITY OF BAYTOWN, TEXAS PROJECT) SERIES 1979 "; ACCEPTING THE TERMS AND CONDITIONS OF SUCH RESOLUTION; AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, the City Council (the "Council ") of the City of Baytown (the "City ") has entered into a [dater Supply Contract -- Treated Water, dated January 31, 1977 (the "Con- tract") , with the Baytown Area Water Authority (the "Authority ") ; and WHEREAS, pursuant to Chapter 600, Acts of the 63rd Legislature of the State of Texas, Regular Session, 1973 (the "Authority Act "), and the Contract, the Authority now proposes to issue its bonds styled "Baytown Area Water Authority Water Supply Contract Revenue Bonds (City of Baytown, Texas Project) Series 1979" (the "Bonds "); and WHEREAS,.the Authority Act-and the Contract re- quire that the Council must approve the Bonds and a substan- tial draft of the resolution authorizing issuance-of the . Bonds (the "Bond Resolution ") prior to issuance of the Bonds and adoption of the Bond Resolution. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL- OF THE CITY OF BAYTOWN, TEXAS: Section 1: That a substantial draft of the Bond Resolution has been submitted to the Council; a copy of which is attached hereto as Exhibit "A" and made a part hereof. The Bond Resolution,. including the terms and conditions thereof, is hereby approved, and the Bonds are hereby approved and authorized to be issued pursuant to the Bond Resolution. Section 2. That this Ordinance shall take effect from and after its passage by the Council. . INTRODUCED, READ, AND PASSED by the affirmative vote of the Council this 1st day of August. 1979. Ehmfe-tt 0. H tto, t ayor - '• • ST `< •11• 00 --[J rr / Eileen P. Hall, City Clerk APPROVED: , Scott Bounds, City Attorney • 1 : � i Minutes of the Special ?Meeting - August 1, 1979 RESOLUTION AUTHORIZING ISSUANCE OF BAYTOWN AREA WATER AUTHORITY WATER SUPPLY CONTRACT REVENUE BONDS (CITY OF BAYTOWN, TEXAS PROJECT) , SERIES 1979 THE STATE OF TEXAS § COUNTIES OF HARRIS AND CHAMBERS § BAYTOWN AREA WATER AUTHORITY � WHEREAS, the Baytown Area Water Authority (herein- after called the "Authority ") was organized, created, and established pursuant to Chapter 600, Acts of the 63rd Legis- lature of the State of Texas, Regular Session, 1973 (herein- after called the "Authority Act "); WHEREAS, the Authority has the right, power, and authority to enter into contracts of not exceeding 40 years duration with persons, corporations (public or private), municipal corporations, including the City of Baytown (here- inafter called "Baytown "), political subdivisions of the State of Texas, and-others, on such terms and conditions as the Board'of Directors of the Authority (hereinafter called the "Board ") may deem desirable, fair, and advantageous for the performance of its rights, powers, and authorities under the Authority Act, including the right, power, and authority to acquire surface and /or underground water supplies from sources both within and without the boundaries of the Au- thority and to conserve, store, transport, treat, purify, distribute, sell, and deliver water, both surface and under- ground, to such persons and other parties within the boundaries of the Authority; WHEREAS, the Authority has entered into a "Whole- sale Water Supply Contract - Untreated Water," dated as of November 1, 1976, with the City of Houston (hereinafter called "Houston "), for the purchase of quantities of un- treated surface water from Houston (hereinafter called the "Houston Contract "); WHEREAS, the Authority has also entered into a "Water Supply Contract - Treated Water," dated January 31, 1977, with Baytown for the sale and delivery of treated water to Baytown (hereinafter called the "Baytown Contract "), which was approved at an election within Baytown on January 15, 1977; WHEREAS, on April 21, 1977, the City Council of Baytown, by its Ordinance No. 2211, approved a Resolution Authorizing Issuance of Baytown Area (rater Authority Water Supply Contract Revenue Bonds (City of Baytown, Texas Pro- ject) Series 1977 (hereinafter called the "1977 Bond Resolu- tion"), and on September 14, 1978, the City Council by its Ordinance No. 2531, approved a Resolution Authorizing Issuance of Baytown Area Water Authority Water Supply Contract Revenue Bonds (City of Baytown, Texas Project), Series 1978 (herein- after called the "1978 Bond Resolution "); WHEREAS, in accordance with the Baytown Contract, the Authority has duly authorized, sold, and delivered that issue of "Baytown Area .Water Authority (later Supply Contract Revenue Bonds (City of Baytown, Texas Project), Series 1977 ", dated May 1, 1977, in the aggregate principal amount of $1,250,000 (hereinafter called the "Series 1977 Bonds ") pursuant to the 1977 Bond Resolution adopted by the Board on April 21, 1977, and that issue of "Baytown Area [pater Au- thority Water Supply Contract Revenue Bonds (City of Baytown, ]EXHIBIT A 90801 -7 Minutes of the Special Meeting - August 1, 1979 Texas Project) Series 1978 ", dated September 14, 1978, in the aggregate principal amount of $11,850,000 (hereinafter called the "Series 1978 Bonds ") pursuant to the 1978 Bond Resolution adopted by the Board on September 14, 1978; for the purpose of acquiring funds to make, purchase, construct, lease, or otherwise acquire certain water supply, treatment, and distri- bution facilities defined as the "Project" in the Baytown Contract (hereinafter sometimes called the "Project "), and the Series 1977 Bonds and Series 1978 Bonds are the only bonds ever issued by the Authority; WHEREAS, pursuant to law and the 1977 Bond Resolution and the 1978 Bond Resolution, the Authority is authorized to issue, upon the request of Baytown, additional parity bonds. in such amounts as are required for the purpose of acquiring funds to (i) complete making, purchasing, constructing, leasing, or acquiring the Project; (ii) enlarge, expand, or modify the Project; (iii) reconstruct the Project; or (iv) refund any bonds, which additional bonds, when issued and delivered, shall be payable from and secured by a,first lien on and pledge of the Pledged Revenues (hereinafter defined) (which shall include additional payments sufficient to enable the Authority to comply with all terms and conditions of the 1977 Bond Resolution and the 1978 Bond Resolution with respect to the issuance of such additional bonds), in the same manner and to the same extent as any previously outstanding Series 1977 Bonds and outstanding Series 1978 Bonds; and all of the Series 1977 Bonds and Series 1978 Bonds and any such additional bonds shall in all respects be on a parity and of equal dignity; WHEREAS, Sections 13(b) of the 1977 Bond Resolution and the 1978 Bond Resolution provide that no such installment or series of additional bonds shall be issued unless: (i) A certificate is executed by the President and Secretary of the Board to the effect that.no default exists in connection with any covenants or requirements of any outstanding Series 1977 Bonds or outstanding Series 1978 Bonds, and that -the Debt Service Fund contains the amount then required to be on deposit therein; (ii) Baytown is not in default with respect to any series of bonds or other debt issued by it; and (iii) The principal of and interest on any such installment or series of Additional Bonds are payable on the same semiannual interest dates and annual principal dates as the Outstanding Bonds, and such requirements can be met; WHEREAS, it is necessary to issue additional bonds at this time to complete the making, purchasing, constructing, leasing, or acquiring of the Project; WHEREAS, on , the City Council of Baytown, by its Ordinance No.. , approved the issuance of the -bonds authorized to be issued hereby (hereinafter de- fined as the "Series 1979 Bonds ") and the terms and conditions of this Resolution (hereinafter called the "Resolution "); WHEREAS, this preamble shall constitute an integral part of this Resolution;•and WHEREAS, the Board, having taken all action neces- sary to be done prior to the issuance of the Series 1974 Bonds, now deems it necessary and advisable to do so. 90801 -8 Minutes of the Special Meeting - August 1, 1979 IT IS, THEREFORE, RESOLVED BY THE BOARD OF DIREC- TORS OF THE BAYTOWN AREA WATER AUTHORITY THAT: Section 1. Designation, Amount, and Purpose of the Bonds. The Authority's negotiable bonds are hereby authorized to be issued in the aggregate principal amount of Two Million Five Hundred Thousand Dollars ($2,500,000) to be called "Baytown Area Water Authority Water Supply Contract Revenue Bonds (City of Baytown, Texas Project), Series 1979" (herein- after called the "Series 1979 Bonds ") for the purpose of acquiring funds to complete making, purchasing, constructing, leasing, or otherwise acquiring certain water supply, treatment, and distribution facilities defined as the "Project" in the Baytown Contract. Section 2. Date, Denomination, Numbers, and Maturities of the Series 1979 Bonds. The Series 1979 Bonds shall be dated September 1, 1979, shall be in the denomination of $5,000 each, shall be numbered consecutively from 1 to 500, both inclusive, and shall mature on May 1, 2002, unless they shall be redeemed prior to their scheduled maturity as provided in this Resolution. Section 3. Interest on the Series 1979 Bonds. The Series 1979 Bonds shall bear interest from the date thereof to their scheduled maturities or redemption at the rate of interest of $ per annum, payable on May 1, 1980, and semiannually thereafter on November 1 and May 1 of each year while the Series 1979 Bonds are outstanding: Such interest shall be evidenced by interest coupons which shall initially appertain to the Series 1979 Bonds and shall be payable in the manner provided in the FORM OF THE SERIES 1979 BOND set forth in Section 5 hereof. Section 4. General Characteristics and Execution of the Series 1979 Bonds. The Series 1979 Bonds and the interest coupons appertaining thereto shall be issued, shall be payable, may or shall be redeemed prior to their scheduled maturities, shall have the characteristics, and shall be signed, executed (and the Series 1979 Bonds shall be sealed), all as provided and in the manner indicated in the FORM OF THE SERIES 1979 BOND set forth in Section 5 hereof. In case any officer of the Authority whose facsimile signature shall appear on the Series 1979 Bonds or coupons shall cease to be such officer, such facsimile signature shall nevertheless be as valid and sufficient for all purposes as if such officer had remained in office until delivery of such Series 1979 Bonds. Section 5. Form of the Series 1979 Bonds. The Form of the Series 1979 Bonds, including the Form of the Registration Certificate of the Comptroller of Public Accounts of the State of Texas to be printed and endorsed on each of the Series 1979 Bonds and the Form of the Interest Coupons which shall 'appertain and be initially attached to each of the Series 1979 Bonds shall be, respectively, substantially as follows, with necessary and appropriate variations, omissions, and insertions as permitted or required by this Resolution: NO. FORM OF THE SERIES 1979 BOND: United States of America State of Texas BAYTO11N AREA WATER AUTHORITY WATER SUPPLY CONTRACT REVENUE BOND (CITY OF BAYTOWN, TEXAS PROJECT), SERIES 1979 3 $5,000 90801 -9 ?Minutes of the Special Meeting - August 1, 1979 ON May 1, , the BAYTOWN AREA WATER AUTHORITY (the "Authority "), for value received, hereby promises to pay to the bearer hereof the principal amount of FIVE THOUSAND DOLLARS and to pay interest thereon, from the date hereof to maturity or redemption, at the rate of % per annum,- evidenced by interest coupons payable on May 1, 1980, and semiannually thereafter on November 1 and May 1 of each year while this Bond is outstanding; provided, however, that such principal and interest are payable solely from the sources and in the manner herein provided, and from.no other source. THE PRINCIPAL of this Bond and the interest coupons appertaining hereto shall be payable to the bearer, in lawful money of the United States of America, without ex- change or collection charges to the bearer, upon presentation and surrender of this Bond or proper interest coupon, as the case may be, at the following, which shall be the Paying Agent (the "Paying Agent ") for this series of Bonds: -- CITIZENS BANK & TRUST CO. OF BAYTOWN Baytown, Texas The Authority may at any time or from time to time, with the approval of the City of Baytown, Texas ( "Baytown "), appoint one or more other Paying Agents for the Bonds (hereinafter defined) in the manner and subject to the conditions set forth in the Resolution (hereinafter defined). THIS BOND is one of a series of bonds dated as of September 1, 1979 (the "Bonds "), authorized and issued in the aggregate principal amount of $2,5001000 for the purpose of acquiring funds to complete making, purchasing, constructing, leasing, or otherwise acquiring certain water supply, treatment, and distribution facilities defined as the "Project" in the Hater Supply Contract - Treated Water, dated January 31, 1977 (the "Contract "), between the Authority and Baytown and approved at an election within Baytown on January 15, 1977. THE BONDS are additional parity revenue bonds as defined and permitted in the resolution adopted by the Board of Director's of the Authority on April 21, 1977, (the "1977 Bond Resolution ") authorizing issuance of that issue of "Baytown Area Water Authority t -later Supply Contract Revenue Bonds (City of Baytown, Texas Project), Series 1977, dated April 11 1977, in the original principal' amount of $1,250,000 (the "Series 1977 Bonds ") and in the resolution adopted by the Board of Directors of the Authority on September 14, 1978, (the "1978 Bond Resolution ") authorizing issuance of that issue of "Baytown Area Water Authority Water Supply Contract Revenue Bonds (City of Baytown, Texas Project), Series 1978 ", dated September 1, 1978, in the principal amount of $11,850,000 (the "Series 1978 Bonds "), IN THE CONTRACT and pursuant to Ordinance No. of the City Council of Baytown, in which Baytown approved the issuance of the Bonds and the terms'and conditions of the resolution of the board of directors of the Authority (the "Board "),-dated , authorizing the issuance of the Bonds (the "Resolution"), Baytown has agreed and is unconditionally obligated to make payments of Pledged Revenues into the "Baytown Area Water Authority Water Supply Contract Revenue Bonds (City of Baytown, Texas Project) Series 1979 - Debt Service Fund" (the "Debt Service Fund ") kept by the Paying Agent, all as defined in the Resolution, in addition to and on a parity with payments to be made with 4. 90801 -10 Minutes of the Special Meeting - August 1, 1979 respect to the Series 1977 Bonds and the Series 1978 Bonds. The principal of and interest on this Bond, and other bonds of the series of which it is a part (equally, ratably, and in all manner on a parity with the Series 1977 Bonds and Series 1978 Bonds), are payable solely from, and secured by a first lien on and pledge of, the payments of Pledged Revenues or, in certain instances as described in the Resolution, from amounts attributable to the proceeds of the Bonds, as herein- after described. Pursuant to the Contract, Pledged Revenues include the payments for treated water to be made by Baytown to the Paying Agent for deposit into the Debt Service Fund and pledged in the Resolution for payment of the principal of and interest on the Bonds issued pursuant to the terms of the Contract, the source of which shall include any and all available sources that Baytown may pledge toward such payments, including gross revenues of its waterworks and sanitary sewer system. THE HOLDER HEREOF shall never have the right to demand payment of this obligation from moneys derived or to be derived by taxation or any other revenues of the Authority other than the Pledged Revenues as described in this Bond or, in certain instances as described in the Resolution, from amounts attributable to proceeds of the Bonds. Except for the lien on and the assignment and pledge of the Pledged Revenues,'neither the Project nor any other property of Baytown or of the Authority is encumbered by any lien for the benefit of the holder of this Bond. The Bonds of this series are special obligations payable as aforesaid and shall not be considered as general obligations of the governing body of the Authority, the Authority, the State of Texas, or any municipalities or subdivisions thereof. No entity other than the Authority is obligated, directly, indirectly, or contingently; to pay the Bonds of this series from any other source whatsoever. ON MAY 11 2001s $1,250,000 of the outstanding Bonds of this series are subject to mandatory redemption prior to their scheduled maturies, the particular Bonds to be redeemed to be selected by lot or any other customary manner by the Paying Agent, for a price equal to the principal amount thereof plus unpaid accrued interest to the redemption date, but without premiums. ON NOVE14BER 1, 1994, or on any interest payment date thereafter, any outstanding Bonds of this series may be redeemed prior to their scheduled maturities, in whole or in part, as instructed by Baytown, upon written notice of the exercise of the option to redeem delivered by Baytown to the Authority and the Paying Agent, for a price equal to the principal amount of the Bonds to be redeemed plus unpaid accrued interest to the date fixed for redemption. THE PAYING AGENT shall cause a written notice of any redemption to be published at least once during each week for-at least two consecutive weeks, each publication to be made in a newspaper of general circulation in Houston, Texas, with the first of such publications being at least 30 days prior to the date fixed for redemption. if, because of temporary or permanent suspension of the publication or general circulation of any such newspapers, it is impossible or impracticable to publish such notice in the manner provided herein, then such publication in lieu thereof as shall be made with the approval of the Paying Agent shall constitute a sufficient publication.of a notice. By the date fixed for any such redemption, due provision shall be made with the Paying Agent for the payment of the principal amount of the Bonds which are to be redeemed, plus accrued interest thereon to the date fixed for redemption. If such written notice of redemption is published, the Bonds called for redemption 5. 90801 -11 Minutes of the Special Meeting - August 1, 1979 shall become due and payable on the date fixed for redemption, and, if due provision for such payment is made, all as pro- vided above, the Bonds which are to be redeemed thereby shall automatically be deemed to have been redeemed prior to their scheduled maturities; shall not bear interest after the date fixed for redemption; and shall not be regarded as being outstanding except for the right of the bearer to receive the funds provided for such payment. Upon presentation and surrender of such Bonds to the Paying Agent, together with all coupons appertaining thereto maturing after such re- demption date, such Bonds shall be paid. IF THE DATE for the payment of the principal of or interest on this Bond shall be a Saturday, a Sunday, a legal holiday, or a day on which banking institutions in the city, where the bank of the Paying Agent is located are authorized by law or executive -order to close and on which the bank of the Paying Agent is closed, then the date for such payment shall be the next succeeding day which is not such a day; payment on such date shall have the same force and effect as if made on the original date of payment; and no interest shall accrue from the original date of payment to such date. THIS BOND shall be exchangeable or transferable by delivery.' The principal of this Bond shall be payable upon presentation and surrender of this Bond to the Paying Agent. The bearer of this Bond and the bearer of any coupon hereunto appertaining may be deemed and regarded by the Paying Agent as the absolute owner for all purposes, including payment and discharge of liability upon such Bond or coupon to the extent of such payment, and the Paying Agent shall not be affected by notice to the contrary. This Bond and the interest coupons appertaining hereto shall at all times be negotiable instruments within the meaning of the Texas Uniform Commercial Code,'as amended. IT IS HEREBY certified and convenanted that this Bond has been duly and validly authorized, issued, and de- livered; that all acts, conditions, and things required or proper to'be performed, exist, and be done precedent to or in the authorization, issuance, and delivery of this Bond have been performed, exist, and have been done in accordance with law; and that this Bond is a special revenue obligation of the Authority, with the principal and interest on this Bond being payable solely from, and secured by a first lien on and pledge of, the payments of Pledged Revenues to be made by Baytown or, in certain instances as described in the Resolution, from amounts attributable to the proceeds of the Bonds. THE AUTHORITY has reserved the right, subject to the restrictions stated in the Resolution, to issue addi- tional parity bonds ( "Additional Bonds ") which also may be made payable from, and be secured, equally and ratably with the outstanding Series 1977 Bonds and outstanding Series 1978 Bonds, by a lien on and pledge of the Pledged Revenues, all in accordance with the terms of the Resolution, as the same may be amended as provided therein, to acquire funds (a) to complete making, purchasing, constructing, leasing, or acquiring the Project, (b) to enlarge, expand, or modify the Project, (c) to reconstruct the Project, or (d) to refund any of the Series 1977 Bonds, the Series 1978 Bonds, the Bonds or any Additional Bonds. Such Additional Bonds may be issued in one or more series,.,in various principal amounts, to mature at different times;-to bear interest at different rates, to be payable in such installments, to be redeemable prior to maturity on whatever terms or prices, and to contain other provisions as may be provided in any resolution or resolutions of the Board whereunder such Additional Bonds may be-issued. 9 90801 -12 Minutes of the Special Meeting - August 1, 1979 THE AUTHORITY has also reserved the right to amend the Resolution with the prior written consent of Baytown and with the approval in certain circumstances of the holders of two- thirds (2/3) in aggregate principal amount of the out- standing bonds who are materially adversely affected by such amendment; provided, however, that, without the consent of the holder of each outstanding bond affected thereby, the Resolution shall not be amended so as to permit: (a) the reduction of the portion of bonds the consent of the holders of which is required for any waiver, modification, or altera- tion; (b) the extension of the time or times of payment of the principal of and interest on the bonds, or the reduction in the principal amount thereof or in the rate of interest thereon or any other modification in the terms of payment of the principal of or interest on the bonds;- (c) the creation by the Authority of any lien ranking prior to or on a parity with the lien of the Bonds (other than with respect to Additional Bonds); (d) the giving of any preference of any bond over any other bond; or (e) the extension of any waiver of default to subsequent defaults. IN WITNESS WHEREOF, this Bond and the interest coupons appertaining hereto have been signed with the fac- simile signature of the President of the Board, and countersigned with the facsimile signature of the Secretary of the Board, and the official seal of the Authority has been duly impressed, or placed in facsimile, on this Bond. XXXXXXXXXX Secretary, Board of Directors (Authority's Seal). XXXXXXXXXX President, Board of Directors FO&M OF COMPTROLLER'S REGISTRATION CERTIFICATE: OFFICE OF THE COMPTROLLER OF PUBLIC REGISTER NO. ACCOUNTS OF THE STATE OF TEXAS I HEREBY CERTIFY THAT there is on file and of record in my office a certificate to the effect that this Bond has been examined, certified as to validity, and ap- proved by the Attorney General of the State of Texas, and further that this Bond has been registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal this (COMPTROLLER'S SEAL) NO. XXXXXXXXXXXX Comptroller of Public Accounts of the State of Texas FORM OF INTEREST COUPON:* ON , s BAYTOWN AREA WATER AUTHORITY promises to pay to the bearer, but solely from the sources described in the Bond to which this interest coupon apper- tains, the amount shown on this interest coupon, in lawful money of the United States of America, without exchange or 90801 -13 Minutes of the Special Meeting - August 1, 1979 collection charges to the bearer, unless due provision has been made for the redemption prior to the scheduled maturity of the Bond to'which this interest coupon appertains, upon presentation and surrender of this interest coupon at CITIZENS BANK & TRUST CO. OF BAYTOWN, BAYTOWN, TEXAS, such amount being interest coming due on such day in respect of the Bond bearing the number hereinafter designated of that issue styled BAYTOWN AREA WATER AUTHORITY WATER SUPPLY CONTRACT REVENUE BONDS (CITY OF BAYTOWN, TEXAS PROJECT), SERIES 1979, dated September 11 1979. The holder hereof shall never have the right to demand payment of this obligation out of any money derived or to be derived by taxation or any other revenues of the Authority other than the sources described in the Bond to which this coupon appertains. Bond No. XXXXXXXXXX XXXXXXXXXX Secretary, Board of Directors President, Board of Directors [END OF FORMS] Section 6. Definitions. In addition to the other terms and phrases defipea herein,-, the following terms shall have the following meanings: Bonds -- Bonds issued by the Authority, including the Series-1977 Bonds, the-Series 1978 Bonds, the Series 1979 Bonds, and Additional Bonds, as described in Section 13, (1) which, together with the interest thereon,.are to be paid from the payments of Pledged Revenues and (2) which have been issued and sold to acquire funds to (a) make, purchase, construct, lease, or otherwise acquire the Project, (b) complete such making, purchasing, constructing, leasing, or acquiring, (c) enlarge, expand, or modify the Project, (d) reconstruct the Project, or (e) refund any Bonds.. Bondholder -- The holder of any Bond or the registered owner thereof. Costs of the Project -- The costs incurred or to be incurred by the Authority or Baytown with respect to the acquisition of the Project, whether incurred prior to or after the date of the Baytown Contract and including, but not limited to, the following items: (1) Obligations for labor, materials, services, and equipment; (2) Costs of any bonds and insurance the cost of which is not otherwise provided for; (3) Costs of engineering services, including costs for preliminary design and development work, test borings,'surveys, estimates, plans and specifications, super- vising construction, and performing all other duties required by or consequent upon proper construction; (4) Expenses incurred in connection with the issuance and,sale of the Bonds, including without limitation (a) fees and expenses of accountants, auditors, attorneys, underwriters, 8. 90801 -14 Minutes of the•Special Fleeting - August 1, 1979 engineers, and financial advisors, (b) materials, supplies, printing, and engraving, (c) recording and filing fees, (d) rating agency fees, and (e) initial fees and expenses of a trustee, if any; (5) Costs required to be paid under the terms of any contract or contracts in connec- tion with the Project; (6) Sums required to reimburse the Authority or Baytown for advances made by either of them for any of the above items, including fees of any kind for any other cosy: incurred, including expenses for organization of the Authority, overhead expenses, and expenses for any work done by either the Authority or Baytown which are properly chargeable to the Project; and (7) Costs of all other items related to the acquisition of the Project. Houston Contract -- The Vlholesale Treater Supply Contract - Untreated Water, dated as of November 1, 1976, between the Authority, as buyer, and the City of Houston, Texas, as seller. Outstanding Bonds -- At any date as of which the amount of Outstanding Bonds is to be deter- mined, the aggregate of all Bonds, except the following: (1) Bonds cancelled or delivered to the Paying Agent for cancellation at or prior to such date; (2) Bonds for the full payment of the principal of and interest on which cash shall have been theretofore deposited with the Paying Agent and which shall have matured by their terms, or otherwise shall have become payable, but shall not have been rendered for payment or shall have been purchased by the Authority but shall not have been presented for payment; and (3) Bonds in exchange or in lieu of which other Bonds have been delivered under this Resolution. Paying Agent -- Any person named herein or in accordance herewith to pay the principal of and in- terest on any of the Bonds, one of which shall be Citizens Bank & Trust Co. of Baytown, Baytown, Texas, and any successor Paying Agent. Pledged Revenues -- The payments to be made by Baytown to the Authority for treated water and pledged herein for payment of the principal of and interest on the Bonds issued pursuant to the terms of the Baytown Contract, the source of which shall include any and all available sources that Baytown may pledge toward such payments, including gross revenues of its waterworks and sanitary sewer system. • Project -- The property, works, facilities, and improvements (whether previously existing or to be made, constructed, or acquired), within or 9. 90801 -15 Minutes of the Special Meeting - August 1, 1979 without the boundaries of the Authority, necessary (1) to acquire surface water supplies from sources both within and without the boundaries of the Authority, including particularly the sources provided by the Houston Contract, (2) to conserve, store, transport, treat, and purify untreated water purchased by the Authority pursuant to the Houston Contract; and (3) to distribute, sell, and deliver treated water to Baytown pursuant to the terms of the Baytown Contract. The Project will consist of (1) property, works, facilities, and improvements to accept untreated water at a point of delivery pursuant to the Houston Contract, (2) pipelines and canals, (3) a reservoir and /or forebay between such point of delivery and the Authority's treatment facilities; and (4) certain water treatment facili- ties as may be revised pursuant to the Baytown Contract. Section 7. Pledge; Special Obligations. (a) The Series 1979 Bonds and the interest coupons appertaining thereto shall be payable from, and secured by an irrevocable first lien on and pledge of, the Pledged Revenues or, in certain instances as described in Section 8, from amounts attributable to the proceeds of the Series 1979 Bonds. The Pledged Revenues are further pledged irrevocably to the establishment and maintenance of the Debt Service Fund (here- inafter defined) at the Paying Agent. (b) The-Series 1979 Bonds and the interest coupons appertaining thereto shall be special obligations of the Authority payable solely from the sources described above, and no holder of any Series 1979 Bonds shall ever. have the right to demand payment of the Series 1979 Bonds and interest coupons from funds derived or to be derived by taxation or any revenues of the Authority other than those pledged in the preceding subsection. The Series 1979 Bonds shall not be considered general obligations of the governing body of the Authority, the Authority, the State of Texas, or any municipality or subdivision thereof. No entity other than the Authority is obligated, directly, indirectly, or contingently, to pay the Series 1979 Bonds from any other source whatsoever. Section 8. Project Fund; Investment Thereof. (a) Immediately after the sale and delivery of the Series 1979 Bonds, the Authority shall deposit into a separate and special "Baytown Area Water Authority Water Supply Contract Revenue Bonds' (City of Baytown, Texas Project) Series 1979 - Project Fund" (the "Project Fund "), which is hereby created and shall be established at one of the Authority's official depositories, an-amount equal to the principal amount of the Series 1979 Bonds less underwriter's discount, if any. The Project Fund shall be established, drawn on, and used by the Authority to pay the eligible Costs of the Project. (b) Any moneys held as a part of the Project Fund shall, at the direction of Baytown, be invested and rein- vested pursuant to the Authority Act and in accordance with the laws of the State of Texas, subject to the provisions of Section 17 hereof: All interest and realized profit from such investment may be transferred to and deposited in the Debt Service Fund (hereinafter defined) if so directed by the Authority. All losses resulting from such investment will be charged against the Project Fund. Any obligation in which such money is so invested* shall be kept and held safely and shall be sold and the proceeds of the sale applied so as to make promptly all payments required to be made. 10. 90801 -16 Minutes of the Special Meeting - August 1, 1979 (c) After completion of the Project, any surplus moneys remaining in the Project Fund (other than funds required'to provide for the payment of the Costs of the Project not then due and payable or the liability for the payment of which is being contested or disputed) shall, at such time or as soon thereafter as possible, be deposited in the Debt Service Fund (hereinafter defined). Any moneys retained in the Project Fund by the Authority for the payment of Costs of the Project not then due and payable, or the liability for the payment of which is being contested or disputed and which shall thereafter become available, shall be applied in accordance with the provisions of the preceding sentence. Section 9. Debt Service Fund; Investment Thereof. (a) Immediately after t e sale and delivery of the Series 1979 Bonds, the Authority shall deposit into a separate and special fund called the "Baytown Area Water Authority Water Supply Contract Revenue Bonds (City of Baytown, Texas Project) Series 1979 = Debt Service Fund" (the "Debt Service Fund "), which is hereby created and shall be established by the Authority at the Paying Agent and maintained as provided in this Resolution so long as any Series 1979 Bond or interest coupon appertaining thereto is outstanding and unpaid, the accrued interest, if any, on the Series 1979 Bonds to the. date of delivery. All payments by Baytown of Pledged Revenues with respect to each series of outstanding Bonds shall be deposited directly into the appropriate Debt Service Fund, without priority or preference. (b) All moneys from time to time deposited and held in the Debt Service Fund shall be held in trust by the Paying Agent for the benefit of the Bondholders entitled to be paid therefrom. From the moneys in the Debt Service Fund the Authority shall pay, or cause to be paid, the interest on the Series 1979 Bonds as the same shall become due and the principal of the Series 1979 Bonds as the same shall mature or be called for redemption. Jc) if the date for the payment of the principal of or interest on a Series 1979 Bond is a Saturday, a Sunday, a legal holiday, or a day on which banking institutions'in the city where the bank of the Paying Agent is located are authorized by law or executive order to close and on which the bank of the Paying Agent is closed, then the date for such payment shall be the next succeeding day which is not such a day; payment on such date shall have the same force and effect as if made on the original date of payment; and no interest shall accrue from the original date of payment to such date. (d) (i) Any moneys held as a part of the Debt Service Fund shall, at the direction of Baytown, be invested or reinvested by the Paying Agent pursuant to the Authority Act and in accordance with the laws of the State of Texas and subject to the provisions of Section 17 hereof. (ii) Any securities purchased with the moneys in the Debt Service Fund shall be deemed a part of the Debt Service Fund. The income and profits, including realized discount on securities purchased, received on all such securities (after deduction for accrued interest and premium paid from the Debt Service Fund at time of purchase) shall be deposited in or credited-to the Debt Service Fund, and all losses thereon shall be charged against the Debt Service Fund. Neither the Authority nor the Paying Agent shall be liable or responsible for any loss resulting from any such investment or resulting from the redemption or sale of any such investment as herein authorized. If at any time it Minutes of the Special Meeting - August 1, 1979 90801 -17 Shall become necessary that some or all of the securities purchased with the moneys in the Debt Service Fund be re- deemed or sold to raise moneys necessary to comply with the provisions of this Resolution, the Paying Agent shall, at the direction of Baytown, effect such redemption or sale. Section 10. Security of Funds. All moneys de- posited with the Authority or the Paying Agent and not invested in securities by the Authority or the Paying Agent pursuant to the provisions hereof or insured by the Federal Deposit Insurance Corporation or other federal agency, shall continuously be secured, for the benefit of the Bondholders, as required by law for the security of the Authority's funds. Section 11. Baytown's Payments of Pledged Revenues. (a) Baytown has agreed in the Baytown Contract, and, in addition to and on a parity with payments agreed to be made pursuant to the approval of the 1977 Bond Resolution and the 1978 Bond Resolution, by approving the issuance of the Series 1979 Bonds and the terms and conditions of this Resolution, Baytown has further absolutely and unconditionally obligated itself and agreed (regardless of, and notwithstanding, any provisions of the Baytown Contract to the contrary, or the provisions of any other contract or agreement between Baytown and the Authority or any other party to the contrary) to make the following payments to the Authority in immediately available funds: (i) On or before November 1, 1979, and the first day of each month thereafter, such amount, in approximately equal monthly installments, as will be sufficient, together with-any other amounts available therefor in the Debt Service Fund, as shall in the aggregate equal the interest which shall become due on the Series 1979 Bonds on the next succeeding interest payment date, plus the principal amount of any of the Series 1979 Bonds to be redeemed on such date; and - (ii) On or before the first of the month twelve months prior to the first maturity of the Series 1979 Bonds, and the first day of each month' thereafter, such amounts, in approximately equal monthly installments, as will ,be sufficient, together with any other amounts available therefor in the Debt Service Fund, as shall in the aggregate equal the principal amount of the Series 1979 Bonds which shall mature on the next maturity date of the Series 1979 Bonds. (b) The.holders of the Series 1979 Bonds shall be entitled to rely unconditionally on the agreements, cove- nants, and representations set forth in this Resolution. It is further understood and agreed that Baytown may prepay all or any part of each payment of Pledged Revenues, and any such prepayment and any earnings thereon shall be applied by the Authority to Baytown's obligation to make succeeding payments of Pledged Revenues (except such amounts as may be specified by Baytown to be applied to the purchase or redemption of any of the Series 1979 Bonds prior to their maturities); provided, however, that the redemption of any Outstanding Bonds prior to maturity at any time, pursuant to the provisions of this Section, Sections 11(b) of the 1977 Bond Resolution and the 1978 Bond Resolution;:or any similar section in any resolution authorizing any Additional, Bonds, with funds from any source (whether from Pledged Revenues or otherwise), shall not relieve Baytown of its unconditional obligation to pay each payment of Pledged Revenues, as specified above, when due. 12. 90801 -18 Minutes of the Special Meeting - August 1, 1979 Section 12. Redemption of the Series 1979 Bonds Before Maturity. (a) Redemption Dates and Prices. (i) The Series 1979 Bonds are non - callable for redemption prior to November 11 1994. (ii) On May 1, 2001, $1,250,000 of the out- standing Series 1979 Bonds are subject to mandatory redemption prior to their scheduled'maturies, the particular Bonds to be redeemed to be selected by lot or any other customary manner by the Paying Agent. on or before May 1, 2001, Baytown shall deposit, or cause to be deposited, Pledged Revenues into the Debt Service Fund, in immediately available funds, a sum which together with other moneys available therefor in the Debt Service Fund, is equal to the aggregate principal amount of the Series 1979 Bonds* to be redeemed plus accrued interest to May 1, 2001. (iii) On November 1, 1994, or on any interest payment date thereafter, any outstanding Series 1979 Bonds are subject to optional redemption prior to their scheduled maturities, in whole or in part, at the option of and as directed by Baytown, upon written notice of the exercise of the option to redeem delivered by Baytown to the Authority and the Paying Agent. On or before the day fixed for such redemption, Baytown shall deposit, or cause to be deposited, Pledged Revenues into the Debt Service Fund, in immediately available funds, a sum which, together with other moneys available therefor in the Debt Service Fund, is equal to the aggregate principal amount of the Series 1979 Bonds requested to be redeemed plus accrued interest to the date of redemption. (b) Notice of Redemption. The Paying Agent shall cause a written notice of any redemption to be published at least once during each week for at least two consecutive weeks, each publication to be made in a newspaper of general circulation in Houston, Texas, with the first of such publi- cations being at least 30 days prior to the day fixed for redemption. If, because of temporary or permanent suspension of the publication or general circulation of any such news- papers,-it is impossible or impracticable to publish such notice in the manner provided herein, then such publication in lieu thereof as shall be made with the approval of the Paying Agent shall constitute a sufficient publication of a notice. By the date fixed for any such redemption, due provision shall be made with the Paying Agent for the payment of the principal amount of the Series 1979 Bonds which are to be redeemed, plus accrued interest thereon to the date fixed for redemption. If such written notice of redemption is published, the Series 1979 Bonds called for redemption shall become due and payable on the date fixed for redemption, and, if due provision for such payment is made, all as provided above, the Series 1979 Bonds which are to be redeemed thereby shall automatically be deemed to have been redeemed prior to their scheduled maturities; shall not bear interest after the date fixed for redemption; and shall not be regarded as being Outstanding except for the right of the bearer to receive the funds provided for such payment. Upon presentation and surrender of such Series 1979 Bonds to the Paying Agent, together with all coupons' appertaining thereto maturing after such redemption date, such Series 1979 Bonds shall be paid. • (c) Redemption Requests. In the event Baytown exercises its option under Section 12(a)(iii), redemption shall be made pursuant to such Section at such times and in 114 90801 -19 Minutes of the Special Meeting - August 1, 1979 such principal amounts as Baytown shall, not later than 45 days prior to the date on which any Series 1979 Bonds are to be redeemed pursuant to Section 12(a)(iii), state in a written certificate which is signed by a•duly authorized representative of Baytown and received by the Authority. The Authority shall give the notice of redemption referred to in this Section 12(c) in respect of such redemption. Section 13.' Additional Bonds., (a) The Authority reserves the right, upon the request of Baytown, to issue additional bonds (the "Additional'Bonds ") in'such amounts as are required for the purpose of acquiring funds to (i) complete making, purchasing, constructing, leasing, or acquiring the Project, (ii) enlarge, expand, or modify the Project, (iii) reconstruct the Project, or (iv) refund or any Bonds. The Additional Bonds, when issued and delivered, shall be payable from and secured by a first lien on and pledge of the Pledged Revenues (which shall include addi- tional payments sufficient to enable the Authority to comply with all terms and conditions of this Resolution with respect to the issuance of such Additional Bonds), in the same manner and to the same extent as any previously Outstanding Bonds; and all of the Bonds shall in all respects be on a parity and of equal dignity.- The Additional Bonds may be issued in one or more series, in various principal amounts, to mature*at different times, to bear interest at different - rates, to be payable•in such i.nstallments,,to be redeemable prior to maturity on whatever terms or prices, and to contain such other provisions as may be provided in any resolution or resolutions of the Board whereunder the Additional Bonds may be issued. (b) No such installment or series of Additional Bonds shall be issued unless: (i) A certificate is executed by the Presi- dent and Secretary of the Board to the effect that no default exists in connection with any covenants or requirements of any Outstanding Bonds and that the Debt Service Fund contains the amount then required to be on deposit therein; (ii) Baytown is not in default with respect- to any series of bonds or other debt issued by it; and (iii) The principal of and interest on any such installment or series of Additional Bonds are payable on the same semiannual interest dates and annual principal dates as the Outstanding Bonds. (c) Nothing in this Section shall either require or preclude that (i) any bonds which may be issued by the Authority or any other issuer for the purpose of acquiring' funds to (A) make, purchase, construct, lease, or otherwise acquire the Project; (B) complete such making, purchasing, constructing, leasing, or acquiring; (C) enlarge, expand, or modify the Project; (D) reconstruct the Project; or (E) refund any Bonds;. (ii) the Bonds must rank equally and on a parity with any such bonds not issued as Additional Bonds; or (iii) that the Bonds must be secured, together with any bonds not issued as Additional Bonds, by a pledge of the Pledged Revenues. Section -14. Amendments and Supplemental Resolu- tions. (a) The Authority may at any time, subject to the conditions and restrictions contained in this Resolution and with the prior written consent of Baytown, but without the consent of, or notice to, the Bondholders, enter into a resolution or resolutions supplemental hereto, which there- after shall form a part hereof, for any one or more of the following purposes: 90801 -20 Minutes of the Special Meeting - August 1, 1979 (i) To add to the covenants and agreements of the Authority contained in this Resolution other covenants and agreements thereafter to be observed and performed; (ii) To cure any ambiguity or to cure, correct, or supplement any defect, omission, or inconsistent provision contained in thid Resolution or in any supplemental resolution; (iii) To establish the amount, terms, pro- visions, and conditions of a particular series of Additional Bonds and to prescribe the form of such bonds and the coupons appertaining thereto; or (iv) To make any other change in this Resolu- tion or any supplemental resolution which, in the judgment of the Authority in reliance upon an opinion of counsel of recognized national standing in the field of municipal bond law, does not materially adversely affect the rights of the Bondholders of any series. The Authority hereby covenants that it will perform all the requirements of any such supplemental resolutions which may be in effect from time to time. '(b) (i) If at -any time the Authority shall desire to amend this Resolution, the 1977 Bond'Resolution, the 1978 Bond Resolution, or the Baytown-Contract, and such amendment, in the judgment of the Authority in reliance upon an opinion of counsel of recognized national standing in the field of municipal bond law, materially adversely affects the rights of the Bondholders, the Authority shall cause notice of the proposed amendment to be published at least once during each week for at least two consecutive-weeks, each publication to be made in a newspaper of general circulation in Houston, Texas. Such notice shall briefly set forth the nature of the proposed amendment and shall state that a copy thereof is on file at the principal office of the Authority for inspection by all Bondholders. (ii) From time to time the Bondholders of not less than two - thirds (2/3) in principal amount of.the Outstanding . Bonds materially adversely affected by any waiver, modification, or alteration of this Resolution, the 1977 Bond Resolution, the 1978'Bond Resolution, or the Baytown Contract, may, by an instrument or instruments in writing signed by such Bond- holders and filed with the Authority, assent to and authorize any such waiver, modification, or alteration of this Resolution, the 1977 Bond Resolution, the 1978 Bond Resolution, or the Baytown Contract that shall be proposed by the Authority and consented to by Baytown; and any action therein authorized to be taken, with the assent or authority given as aforesaid, shall be binding upon all Bondholders as fully as though such action were specifically and expressly authorized by the terms of this Resolution, the 1977 Bond Resolution, the 1978 Bond Resolution, or the Baytown Contract, as the case may be; provided that, without the consent of the Bondholders affected thereby, no such waiver, modification, or alteration shall permit: (a) the reduction of the portion of the Bonds.the consent of the Bondholders of which is required for any waiver, modification, or alteration; (b) the extension of the time or times of payment of the principal of and interest on the Bonds, or the reduction in the principal amount thereof or in the rate of interest thereon or any other modification in the terms of payment of.the principal or interest on the Bonds; (c) the creation by the Authority of any lien ranking prior to or on a parity with the lien of the Bonds (other than with respect to Additional Bonds); (d) the giving of any preference of any Bond over any other Bond; or (e) the exten- sion of any waiver of default to subsequent defaults. 90801 -21 Minutes of the Special Meeting - August -1, 1979 (c) Upon the adoption of any waiver, modification, or alteration pursuant to the provisions of this Section, this Resolution, the 1977 Bond Resolution, the 1978 Resolution, or the Baytown Contract, as the case may be, shall be deemed to be amended in accordance therewith and the respective rights, duties, and obligations of the Authority, Baytown, and all the Bondholders of the then Outstanding Bonds shall thereafter be determined, exercised, and endorsed hereunder, subject in all respects to such amendment. Section 15. Sale and Delivery of the Series 1979 Bonds; Approval and Registration Thereof. a) The sale of the Series 1979 Bonds to , Texas (the "Initial Purchaser "), pursuant to the taking of public bids therefor on the date of this Resolution, at a price of $. , and accrued interest to the date of delivery, is hereby confirmed. Delivery of the Series 1979 Bonds to the Initial Purchaser shall be made as soon as practicable after the adoption of this Resolution, upon payment therefor, in accordance with the terms of sale. (b) Before the delivery of any Series 1979 Bonds, all necessary records and proceedings pertaining to such Series 1979 Bonds shall be delivered to the Attorney General'of Texas for investigation, examination, and approval and to the Comptroller 'of Public Accounts of the State of Texas for registration. Upon registration of the Series 1979 Bonds, the Comptroller of Public Accounts (or a deputy designated in writing to act for'such Comptroller) shall manually sign the Comptroller's Registration Certificate prescribed herein to be printed and endorsed-on each Series 1979 Bond, and the seal of such Comptroller shall be impressed, printed, or lithographed on each of the Series 1979 Bonds. Thereafter the Series 1979 Bonds shall -be delivered to the Initial Purchasers thereof in accordance with' the terms of sale of such Series 1979 Bonds. . . Section 16: Damaged, Mutilated, Lost, Stolen, or Destroyed Bonds and Coupons. (a ) In the event any Bond is damaged, mutilated, lost, stolen, or destroyed, the Authority shall execute a new Bond of the same principal amount and maturity with coupons corresponding in all respects to those unpaid coupons, if any., of the damaged, mutilated, lost, stolen,. or destroyed Bond, in exchange and substitution for, or in lieu of and substitution for, such Bond and its coupons, if any, submit such replacement Bond to the Attorney General of Texas for his approval. and otherwise cooperate with the Bondholder of any such Bond in complying with the provisions of-Article 715a, Vernon's Texas Civil Statutes, as amended, or any other statute or procedure available for the issuance of replacement Bonds.. (b) In the event any coupon appertaining to any Bond is damaged, mutilated, lost, stolen, or destroyed, the Authority shall execute and deliver a new Bond of the same principal amount and maturity and having attached coupons corresponding to the coupons appertaining to the Bond to which such damaged, mutilated, lost, stolen, or destroyed coupon appertained, in exchange and substitution for, or in lieu of and substitution for, the Bond and appurtenant- coupons to which such damaged, mutilated, lost, stolen, or destroyed coupon appertained, submit such replacement Bond to the Attorney General of Texas for his approval and otherwise cooperate with the Bondholder of any such Bond in complying with the provisions of Article 715a, Vernon's Texas Civil Statutes, as amended, or any other statute or procedure available for the issuance of replacement Bonds or coupons. 16. 90801 -22 Minutes of the Special Meeting - August 1, 1979 (c) Application for exchange and substitution of damaged, mutilated, lost, stolen, or destroyed Bonds and coupons shall be made to the Authority. In every case, the applicant for a substitute Bond shall furnish to the Author- ity and Baytown such security or indemnity as may be, respec- tively, required by them to save each of them and the Paying Agent harmless. in every case of loss, theft, or destruction of a" Bond or a coupon, the applicant shall also furnish to the Authority and Baytown evidence to their respective satisfaction of the loss, theft, or destruction of a coupon or coupons only, the applicant shall surrender the Bond to which the coupon or coupons so damaged, mutilated, lost, stolen, or destroyed appertain, with all coupons appertaining thereto (including any damaged or mutilated coupons) not lost, stolen, or destroyed. In every case of damage or mutilation of a Bond only, or a Bond without coupons, the applicant shall surrender the Bond so damaged or mutilated together with all coupons, if any, appertaining thereto. . (d) Notwithstanding the foregoing provision of this Section 16, in the event any such Bond or coupon shall have matured, and no default has occurred which is then continuing in the payment of the principal or interest on the Bonds, the Authority may authorize the payment of the same (without surrender thereof except in the case of a damaged or mutilated Bond or coupon) instead of issuing a substitute Bond and coupons, if any, provided security or indemnity is furnished as provided above in this Section 16. (e) Upon the issuance of any substitute Bond, the Authority and Baytown may charge any such Bondholder with all expenses in connection therewith. Every substitute Bond (and any coupon or coupons attached thereto) issued pursuant to the provisions of this Section 16 by virtue of the fact that any Bond or any coupon is lost, stolen, or destroyed shall constitute a contractual obligation of the Authority, whether or not the lost, stolen, or destroyed Bond or coupon shall be found at any time, or be enforceable by anyone, and shall be entitled to all the benefits of this Resolution equally and proportionately with any and all other Series 1979 Bonds and coupons duly issued under this Resolution. (f) This Resolution shall constitute sufficient authority for the issuance of any such substitute Bond with- out the necessity of further action by the Board or any other body or person, and the issuance of such substituted Bonds is hereby authorized, notwithstanding any other provisions of this Resolution. Section 17. No- Arbitrage. The Authority covenants that neither the proceeds of the Bonds nor other funds of the Authority will be used directly or indirectly so as to cause all or any part of the Bonds to be or become arbitrage bonds within the meaning of Section 103(c) of the internal Revenue Code of 1954, as amended, or any regulations or rulings pertaining thereto. Section 18. Resignation and Removal of the Paying Agent and Appointment of Another Paying Agent. The Paying Agent may at any time a resign and be discharged of the duties and obligations created by this Resolution by giving at least 60 days' written notice by registered or certified mail to the Authority and Baytown. The Paying Agent may be removed, at any time, with the,consent of Baytown, by an instrument filed with the Paying Agent and signed by the Authority. Any successor Paying Agent shall be appointed by the Authority with the approval of Baytown. In the event of resignation or removal, the Paying Agent shall pay over, assign, and deliver 17. 90801 -23 Minutes of the Special Meeting - August 1, 1979 any moneys held by it as Paying Agent and any other records maintained by it to its successor, or, if there be no successor, to the Authority. At any time or from time to time, with the approval of Baytown, the Authority may appoint one or more other Paying Agents for the Bonds. Section 19. CUSIP Numbers. The Board of Directors of the Authority authorizes the imprinting of CUSIP (the American Bankers Association's Committee on Uniform Secur- ities Identification Procedures) numbers on the Series 1979 Bonds; provided, however, that the failure of such CUSIP numbers to appear on the Series 1979 Bonds, or the imprinting of incorrect CUSIP numbers, shall in no way affect the validity or enforceability of the Series 1979 Bonds or relieve the purchaser of any obligation to accept delivery of and make payment for the Serieq 1979 Bonds. Section 20. Emergency. It is hereby officially found and determined that a case of emergency or urgent pub- lic necessity exists which requires the holding of the meet- ing at which this Resolution is adopted, such emergency or urgent public necessity being that the proceeds from the sale of the Series 1979 Bonds are required as soon as possible and without delay for necessary-and urgently needed public improvements and further that such meeting was open to the pubic, and public notice of the time, place, and purpose of such meeting was given, all as required by Article 6252 -17, Vernon's Texas'Civil Statutes, as amended. Section 21. Effective Date. This resolution shall take effect from and after its passage by the Board of Directors of the Baytown Area Water Authority.- INTRODUCED; READ, AND PASSED.by the affirmative vote of the Board of Directors of the Baytown Area Water Authority this day of , 1979. Robert L. Gillette, President ATTEST: Peter R. Buenz, Secretary APPROVED: Scott Bounds, Attorney for The Baytown Area Water Authority W 90801 -24 Minutes of the Special Meeting - August 1, 1979 City Manager's Report The proposed budget will be distributed to Council at the end of the meeting. Mr. Lanham reminded Council that the budget must be approved by September 27 to comply with the Charter. However, if possible, the budget should be approved earlier than this to allow time for printing and distribution. Usually, the budget is approved by the first meeting in September or by mid September. Council set the first work session on the budget for Monday, August 20 at 6:00 p.m. The budget hearing will be held August 23. Railroad crossings on Massey Tompkins, Bob Smith, Cedar Bayou, Hafer, Dyer and Market Streets have been repaired. The Administration has been working with the railroad to get these crossings repaired. Within the next two weeks, the crossing on Texas Avenue should be repaired, along with others. The Administration has received notification that the STEP Grant Program will expire on September 30 and the City will not be considered for renewal. Councilman Kloesel stated that he had noticed city personnel working on the railroad crossings and he felt that this should be the railroad company's responsibility. Mr. Lanham explained that since it is the railroad company's responsibility to repair only what is in the track area, an agreement had been developed by which the railroad company pays the city on an hourly basis for the gradall and the operator, and the railroad furnishes all the material whether the repair is in the track area or outside the track area. The city furnishes the roller and some of the man- power. The city was interested in doing this work because some of the companies that the railroad company has retained to do this work in the past have not been experienced in this type work. By the city crew helping in this work, the work is sloped out so that the asphalt does not end abruptly. Council generally concurred that the good being derived overall justifies the use of city personnel. Norman Dykes reported to Council on the flooding experienced within the city last week. During this period, most of the rain fell in the central and northern part of the city, while during the last flooding, the largest portion of rain fell in the eastern portion of the city. During the last flooding, downtown area on Main flooded, but due to remedial action taken, this time there were no problems experienced there. On the east side of town near Narcille, no flooding was experienced and the county has removed the obstruction from the outfall ditch at Kilgore Road; therefore, there was no flooding there. In the Single- ton /Walker Road area, four homes flooded. The county ditch on the west side of the track has been cleared. The city has sur- veyed the area to determine that the area could be drained by piping across Massey Tompkins to have the water flow to the county outfall ditch. Permission has been granted by the rail- road to accomplish this. Homes along Goose Creek flooded, homes on Cedar Bayou- Lynchburg flooded. Everything along the Goose Creek Watershed in low areas flooded because the rain was greater than what the systems were designed to handle. For instance, the eastern portion of the Allenbrook Subdivision had very high water. A check of the system revealed that there were no blockages. Garth Road at Goose Creek had a couple feet of water at the bridge during the flooding. The north part of Craigmont experienced flooding. At least nine homes flooded. The part of Craigmont that flooded outfalls north to a county ditch that flows across to Goose Creek. In that area the pipes were checked to reveal that the pipes are now half full. The flood control ditch does need to be cleaned. The Administration is preparing a letter to the county to request that this ditch be cleared, along with the Goose Creek ditch which should help the flow on the east fork of Goose Creek. The Country Club Subdivision near the south end gathered the excess runoff from Craigmont which caused some flooding. All the storm drains in Country Club were open. 90801 -25 Minutes of the Special Meeting - August 1, 1979 Another area that flooded was Baker Road around Goose Creek, as well as west Baker near St. James House. A number of homes in Brownwood flooded. Primarily, the reason for the flooding was the great amount of rain (12 -14 inches) that extended north all the way up to the Wallisville Road area and the high tides holding some of the water in. Mr. Dykes pointed out that some of the areas discussed are actually in the 100 -year flood area or the flood hazard area. Mr. Dykes indicated that if the county ditches were cleared that this would help the flow of water, but he seriously doubted that these ditches could handle the amount of water experienced during the flooding. In response to a question from Council, Mr. Dykes explained that the Street and Drainage Department inspects storm drainage during rains to look for stopped inlets which are cleared to allow the water to flow. On Baker Road near St. James House where the water remained standing for several days, the Admin- istration is recommending that the drainage ditch be extended across Bayway and then on to Baker to help move the water. The engineering department will be checking the possibility of obtaining right of way and developing cost estimates. Councilman Johnson requested that the drain in the Mocking- bird /Morning Drive area be checked for garbage can lids which were blown free during the rains. In connection with making visual checks of the drainage system, Councilman Johnson reported an obstruction on Tenth Street near Edison Courts. Council commended all city personnel who worked during the flooding period, along with Fletcher Hickerson and all the volun- teers who assisted. Councilman Cannon inquired if any report had been received concerning the drainage problem in Whispering Pines. Mr. Lanham responded that that report has not been received. Councilman Johnson asked the Administration to check into the amount of down time experienced during use of a concrete breaker which the city rents on a daily basis and to request credit for this time. Also, Councilman Johnson had spoken to Mr. Manuel Johnson, who said that he was going to recommend that this machine be returned. Councilman Cannon requested that Mr. Cornelius check into the problem on Houston Street regarding accidents which occur there. Secondly, he requested that consideration be given to removing some of the "no right turn" restrictions in the interest of energy conservation. Councilman Kloesel requested that the Council be given a list of the intersections with "no right turn" restrictions so that Council could make the decision regarding these intersections. Councilman Kloesel also inquired if the engineering depart- ment felt that putting the pump which was not operating properly back into service corrected the problem at Durrain and 201. Mr. Dykes explained that the control has been set so that all three pumps may be operated together or separately. Since that time, no problems have been experienced. There were some problems reported in the subdivision near this location, but this was due to line stoppage which was corrected. Councilman Philips stated that in view of the fact that Baytown is experiencing widespread flooding problems, the city, Harris County Flood Control District, and the Corps of Engineers need to get together to determine what the next capital improve- ments program ought to be regarding drainage. He requested that an item be placed on the agenda that would request that the City Manager prepare a recommendation to the Council that would speak to the next capital improvement issue in an overall comprehensive program. The item to be placed on the agenda should be directed N Minutes of the Special Meeting - August 1, 1979 toward getting a report on a new overall comprehensive drainage study. Councilwoman Wilbanks pointed out that the Brownwood /Lake- wood area had not been included in the last study so this area would need to be included in this report. Reverend Parker with First Baptist Church Appeared Reverend Parker appeared to request that Council grant a variance to the Buffer Fencing section of the Code of Ordinances which requires that a fence be constructed to separate the church's proposed parking area from abutting property. Reverend Parker presented an affidavit from the only abutting property owners (the Lundys) who are against having the fence erected. The church owns the property on both sides of the Lundys' home and is considering developing the other parcel as a parking area which will mean that the Lundys' home will be completely surrounded by a fence. Councilman Cannon pointed out that the intent of the ordi- nance was to protect the neighborhood and if the abutting prop- erty owners had no problem with a variance, then he had no problem; Councilman Philips concurred. The Administration suggested that if Council desired to grant a variance that the ordinance should be amended to provide criteria for granting variances. Councilman Philips inquired if the wording, "when both owners agree" would amend the ordinance to cover the situation? Mr. Lanham pointed out that there may be more than one owner involved. Scott Bounds, City Attorney, pointed out that if a variance were granted to the ordinance, then it would become questionable whether the ordinance could be enforced in other instances when buffer fencing is desirable. Mr. Lanham suggested that the guidelines be that all abut- ting property owners agree that a buffer fence is not necessary. Councilman Kloesel stated guidelines would be fine, but he felt that to add the provision that Council could grant excep- tions would cover the situation. This item will be placed on the agenda for the next meeting. Resolution No. 689 - Canvassing the Results of the City of Baytown Bond Election Held July 24, 1979 THE STATE OF TEXAS 0 COUNTIES OF HARRIS AND CHAMBERS 0 CITY OF BAYTOWN 0 The City Council of the City of Baytown, Texas, convened in special meeting, open to the public, on the 1st day of August, 1979, at the City Hall, and the roll was called of the duly con- stituted officers and members of the City Council and the City Clerk of the City, to -wit: Emmett 0. Hutto Allen Cannon Ted Kloesel Jimmy Johnson Mary E. Wilbanks Eileen Caffey Fred T. Philips Eileen P. Hall Mayor Councilman Councilman Councilman Councilwoman Councilwoman Councilman City Clerk 90801 -27 Minutes of the Special Meeting - August 1, 1979 and all of said persons were present, except the following absen- tees: none, thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting; a written resolution entitled: RESOLUTION CANVASSING RETURNS AND DECLARING RESULTS OF ELECTION (the "Resolution ") was duly introduced for the consideration of the City Council and reviewed in full. It was then duly moved by Councilman Cannon and seconded by Councilman Johnson that the Resolution be passed; and, after due discussion, the motion, carrying with it the passage of the Resolution, prevailed and carried by the following vote: AYES: All members of the City Council shown present above voted "Aye." NOES: NONE The Mayor thereupon announced that the Resolution had been duly and lawfully adopted. The Resolution thus adopted follows: 90801 -28• , Minutes of the Special Meeting - August 1, 1979 RESOLUTION NO. 689 RESOLUTION CANVASSING RETURNS AND DECLARING RESULTS OF ELECTION TF.7. STATE OF TEXAS COUNTIES OF HARRIS AND CHAMBERS § CITY OF BAYTOWN WHEREAS, an election was held in the CITY OF BAYTOWN, TEXAS (the "City ") , on July 24, 1979, at which two propositions relating to the issuance of bonds of the City and the levy of taxes to pay said bonds, respectively, were submitted in accor- dance with law; and WHEREAS, all resident, qualified electors of the City were entitled to vote on the propositions; and WHEREAS, 5,803 votes were cast in said election as follows: and PROPOSITION 1 FOR THE ISSUANCE OF $1,550,000 AIRPORT BONDS . . . . . . . . . . . . . . 1,132 votes AGAINST THE ISSUANCE OF $1,550,000 AIRPORT BONDS . . . . . . . . . . . . . . 4,597 votes PROPOSITION 2 FOR THE ISSUANCE OF $7,600,000 PARK BONDS (PARK LAND TO BE ACQUIRED FROM THE UNITED STATES OF AMERICA PURSUANT TO THE "CORPS OF ENGINEERS OF THE U. S. BAYTOWN, TEXAS PROJECT ") 2,271 votes AGAINST THE ISSUANCE OF $7,600,000 PARK BONDS (PARR LAND TO BE ACQUIRED FROM THE UNITED STATES OF AMERICA PURSUANT TO THE "CORPS OF ENGINEERS OF THE U. S. BAYTOWN, TEXAS PROJECT ") 3,487 votes WHEREAS, the above totals are shown in the official elec- tion returns heretofore submitted to the City Council and filed with the City Clerk; and WHEREAS, the election was called and held in all respects under and in strict conformity with the Constitution and laws of the State of Texas and of the United States of America; 90801 -29 Minutes of the Special 3ieeting - August 1, 1979 THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN THAT: Section 1. The matters and facts recited in the above preamble of this resolution are found to be true and correct. Section 2. - The election held in the City on the 24th day of July, 1979, and which is more fully described in the pre- amble of this resolution, was called and notice thereof given' in accordance with law; the election was held in all respects in conformity with law; only resident, qualified electors of the City voted at the election; returns of the election have been lawfully made by the proper officers; the election has resulted unfavorably to the issuance of the bonds described in the propo- sitions submitted at the election and the levy and collection of the tax in payment thereof; and less than the necessary majority _ of.the qualified voters voting at the election have voted in favor thereof. Section 3. The City Council of the City is not authorized to issue the bonds described in the aforesaid propositions nor to levy and collect taxes in payment thereof. ' Section 4. It is hereby' officially found and determined that the need of the City for such financing creates an emer- gency and an urgent public necessity for the holding, at the scheduled time, of the meeting at which this resolution is adopted and for the adoption of this resolution; and the NOTICE OF MEETING relating to'said meeting and heretofore posted by. the City Clerk, and the posting thereof, are hereby authorized, approved, adopted-and ratified. PASSED AND APPROVED this lst day of August, 1979.. ATTEST: ad yor CITY OF BAYTOWN, TEXAS City Clerk CITY OF,,BAYTOWN, TEXAS (SEAL) ' -2- 90801 -30 .. Minutes of the Special Meeting - August 1, 1979 APPROVED: S66 9 City Attorney CITY OF BAYTOWN, TEXAS -3- 90301 -31 Minutes of the Special Meeting - August 1, 1979 Councilwoman Caffey asked that the Administration look at alternatives to deal locally with some of the immediate service needs in Brownwood. Councilman Johnson requested that the Administration explore what alternatives are available to the Council regarding Brown - wood. Mr. Lanham stated that the Administration would explore the possibilities and report to Council. Consider Approving Plans and Specifications for BAWA Water Transmission Line Project Rick French with the firm of Lockwood, Andrews & Newnam, Inc. was present to review the plans with Council. The plans had been reviewed by the Baytown Area Water Authority Board which Board recommended approval. Mr. French explained that the plans involve a 36" line to carry the water from the plant down Thompson Road to Lynchburg - Cedar Bayou Road where the line will split. There will be a 30" line that will continue on down Thompson Road that will connect to a 16" line that is existing on Decker. There will also be a 30" line extending from the 36" line on Thompson Road that will go east along Lynchburg -Cedar Bayou Road to Barkaloo. At Bar - kaloo the line will turn south and travel to Massey Tompkins Road, cross Massey Tompkins and travel across private right of way to the Southern Pacific Railroad easement to Spur 201 where the line will be reduced from a 30" line to a 24" line which will continue down the railroad easement to First Street. The line will continue down First Street to Lobit Avenue where it will connect to an existing 16" line. There are several other places where the line will connect to existing city water lines. The estimated total construction cost is 3.9 million for this pro- ject. The engineers would like to advertise to receive bids in August so that bids will be received the first part of September which should schedule the project for completion in June or July of next year. In response to a question from Council, Mr. French stated that the pipe will be pre- stressed concrete cylinder pipe or pre - tensioned concrete cylinder pipe. Mr. Lanham pointed out that the City will need to build an overhead storage tower on the east side of the city. The study made several months ago did indicate the need for this tower. Councilman Philips inquired if the line would be crossing any ground faults? Mr. French responded that he knew of no faults in this area. The Baytown Area Water Authority did have soil tests analysis run along the proposed route and no faults were reported. Mr. Lanham pointed out that there are maps which indicate where faults lie and this would certainly be verified. Councilman Johnson moved that authorization be given to advertise for receipt of bids; Councilman Philips seconded the motion subject to an investigation and statement to Council regarding lines being designed to accommodate fault crossings. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None N1:1 E Minutes of the Special Meeting - August 1, 1979 Consider Acceptance of Parks and Recreation Advisory Board's Annual Report Mr. Wayne Gray, Chairman of the Parks Board, was present to entertain any questions from Council. Council had no questions, only a comment that the Board, as well as the staff, had done an excellent job. Councilwoman Wilbanks moved to accept the Parks and Recrea- tion Advisory Board's Annual Report; Councilwoman Caffey seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Caffey and Cannon Mayor Hutto Nays: None Resolution No. 690 - Declaring the Necessity for the Formation of the Baytown Housing Finance Corporation �T W W 90801 -33 Minutes of the Special Meeting - August 1, 1979 THE STATE OF TEXAS COUNTY OF HARRIS The City Council of the City of Baytown, Texas, convened in Special Meeting, open to the public, on the 1st day of August, 1979, in the City Hall, 2401 Market Street, within the City, and the roll was called'of the duly constituted officers and.members of said Council, the City Clerk, the City Manager and the City Attorney, to -wit: Emmett 0. Hutto Eileen Caffey Mary Elizabeth Wilbanks Fred T. Philips Jimmy Johnson Ted Kloesel Allen Cannon Fritz Lanham Scott Bounds Eileen P. Hall Mayor Councilwoman Councilwoman Councilman Councilman Councilman Councilman City Manager City Attorney City Clerk and all of said persons were present, except: none, thus consti- tuting a quorum. Whereupon, the following (among other) business was transacted at said meeting: a written resolution entitled:. RESOLUTION DECLARING THE WISDOM, EXPEDIENCY, NECESSITY AND ADVISABILITY FOR THE FORMATION OF THE BAYTOWN HOUSING FINANCE CORPORATION; CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT; AND DECLARING AN EMERGENCY was duly introduced for the consideration of said Council and read in full. Councilman Johnson made a motion that the reso- lution be adopted. Councilwoman Caffey seconded the motion for adoption of the resolution. The motion, carrying with it the adoption of the resolution, prevailed by the following vote: AYES: Council members Philips, Johnson, Wilbanks and Caffey Mayor Hutto NAYS: Council members Kloesel and Cannon The Mayor thereupon announced that the resolution had been duly and lawfully adopted and was in full force and effect. The resolution thus adopted follows: 90801 -34 Minutes of the Special Meeting - August 1, 1979 RESOLUTION NO. 690 RESOLUTION DECLARING THE WISDOM, EXPEDIENCY, NECESSITY AND ADVISABILITY FOR THE FORMATION OF THE BAYTOWN HOUSING FINANCE CORPORATION; CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT; AND DECLARING AN EMERGENCY WHEREAS, the Legislature of the State of Texas, in its 66th Legislative Session, passed a bill, designated as House Bill Number 1876 and as "an Act authorizing cities and counties to create and utilize public nonprofit corporations for the purpose - - . of providing a means of financing the cost of residential owner- ship and development that will provide decent, safe and sanitary housing for residents (, etc.]" (the "Act "), such Act having been signed into law by the Governor of the State of Texas on June 14,.1979,.and having become immediately effective as emergency legislation; and WHEREAS, pursuant to the provisions of the Act, O. J. Howell, Tony Campos, E. D. Reed,•II, Norma R. Wilder and David Gunn, each being a citizen*of the State of Texas, of the age of 18 years or more and a rdsddent of the City of Baytown, Texas (the "City "), have made application in writing to the City Council of the City.. (the "Council ") seeking the incorporation• under the Act of a public nonprofit housing finance corporation to be called "The. Baytown Housing Finance Corporation" (the "Corporation ") with authority to carry out the public purposes for which :it is incorporated, to exercise the powers with which It is invested by the Act and its Articles of Incorporation, including the power to issue its obligations to accomplish 'such 'Public pur., poses and powers, as a public instrumentality and nonprofit corporation to exist and act on behalf_ of{ and for the benefit of, the, general public, the City and the 'State 'of Texas, and have attached to such application the form of Articles of • Incorporation to be used to organize the Corporation for approval by the Council together with 'such application; and WHEREAS, the Act provides that the Corporation nay.-not be formed unless such application and such Articles of Xncorpoxatlon shall have been first filed with 'the Council and the Council 90801 -35 • Minutes of the Special Meeting - August 1, 1979 shall have by appropriate resolution duly adopted (1) found and determined that it is wise, expedient, necessary or advisable that the Corporation be formed and (2) approved the form of the Articles of Incorporation to be used in organizing the Corporation; and WHEREAS, the Council has determined, upon its own motion, to adopt such resolution; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BAYTOWNr TEXAS: Section 1. That the Council officially finds, determines, recites and declares that (1) it is wiser expedient, necessary and advisable that there be provided in the City a means of • financing the cost of residential ownership and development that will provide decent, safe and sanitary housing for resi. -- dents of the City at prices that they can afford.; (2) that such residential ownership and development will (a) provide-for and promote the public health, safety, morals and welfare; (b) relieve conditions of unemployment and encourage the increase of industry and commercial activity and economic development so as to reduce the evils attendant upon unemployment; (c) provide for efficient and well - planned urban.growth and development including the elimination and prevention of potential urban blight and the proper coordination of industrial facilities with public services, mass transportation and residential development; (d) assist persons of low and moderate income in acquiring and owning decent, safe and sanitary housing which they can affoxd; and (e) preserve and increase the ad valorem tax basis of .the - City; (3) that in order to accomplish the foregoing public pur, poses and benefits there Should be formed, pursuant to the application of 0. J. Howell, Tony Campos, E. D. Reed, II.r. Nora R. Wilder and David Gunn, and the attached Articles of Incorporation presented therewith to this Council, a public 2 •90801 -36 Minutes of the Special Meeting - August 1, 1979 nonprofit housing finance corporation to be called "The Baytown Housing Finance Corporation" (the "Corporation ") with authority to carry out the public purposes for which it is incorporated, to exercise the powers with which it is invested by the laws of the State of Texas, this Council and its Articles of Incorporation, including the power to issue its obligations to accomplish such purposes and powers, as'a public instrumentality and nonprofit - corporation to exist and act on behalf of and for the benefit of the general public, the City and the State of Texas. Section 2. That, having considered the application of 0. J. Howell, Tony Campos, E. D. Reed, II, Norma R. Wilder and David Gunn -(the "Incorporators "1 attached hereto as Exhibit "A "r : the said application of the Incorporators to this Council for approval of the formation of the Corporation in accordance `,with the provisions of the Act Is hereby approved; that .the Articles of Incorporation presented to this Council by the Incorporators with said application and attached hereto as Exhibit "B" are hereby approved; and that the Incorporators are hereby authorized and directed to file with the Secretary of State of the State Af Texas duplicate originals of the Articles of Incorporation. Section 3. That upon the issuance by the Secretary. of State o£ a Certificate of Incorporation, the Incorporators are.hereby authorized and directed, .i,n accordance with. the provisions -of the Act, to call the organizational meeting of the Corporation after having given at least three days 1. notice .thereof bX mail to each director named in the Articles. of Incorporation, which' notice shall state the time 'and place 'of such: 'organizational meeting. • Section 4. That, having giveri consideration to. the.luali, fications of Incorporators to serve 'as directors of the Cdrpora- tion and having determined that the public good will be furthered by making such appointmeritsf the Incorporators are hereb)( appointed by this Council to constitute 'the initial Board of Di.redtQrs of the Corporation to serve, subject .to removal by the Council for • .. 3'. 90801. -37 Minutes of the Special Meeting - August 1, 1979 cause or at will, for such terms as are stipulated in the Articles of Incorporation. Section 5. That upon the issuance of its Certificate of Incorporation the existence of the Corporation-shall begin; that the Corporation shall constitute a public instrumentality and nonprofit corporation operating under the.name.of "The Baytown Housing Finance Corporation "; and that the Corporation shall be authorized, in accordance with the provisions of the Act, this resolution and subsequent actions of the Council, and its Articles of Incorporation to carry out the public purposes and powers set forth .therein and herein; provided, however, that the Council may, either upon (1) the application of the Board of Directors of the Corporation, or (2) its own motion, by appropriate resolutions duly adopted cause the Articles of.incorporation to be amended to alter or change the structure, organizations powers, programs or activities of.the Corporation and may cause the existence of the Corporation to be terminated, subject to the provisions of the Act and to any limitation on the impairment of contracts entered into by the Corporation. Section 6. That, pursuant to the provisions of the Act,. upon the issuance by the Secretary of State of the State of Texas of a Certificate of Dissolution of the Corporations. the Corporation shall thereupon stand dissolved and title to all funds and properties owned by the Corporation at the UTOejof such dissolution shall vest in the City. Section 7. _ That, pursuant to the provisions of the the Corporation Shall be a public instrumentality and nonprofit corporation existing and acting on behalf of r but :separate And apart -from, the City, and the City shall not be •liahl'e fox any of the obligations of the Corporation or bound by AnX. ;actz;Ons or proceedings of the Coxporati.on except as may be 'soecifa,;callyr assumed by the City. 4 - 'avov.L -ao Minutes of.the Special Meeting - August 1, 1979 Section 8. That the Mayor and the City Secretary of the City and other appropriate officials of the City are hereby authorized and directed to execute all appropriate Certificates and to do any and all other things necessary and /or convenient to carry out the provisions of this resolution. Section 9. That a duly certified copy of this resolution shall be admissible in evidence in any suit, action or proceeding involving the validity or enforcement of or otherwise relating to any contract of the Corporation, and shall be deemed conclusive proof that the Corporation has been authorized to be formed and to transact business and exercise its powers pursuant to the provisions of the Act. Section 10. That this resolution and all the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to sustain the validity of the authorization of the formation and operation of the Corporation. If any word, phrase, clause, sentence, paragraph, section or other.part of this resolutions or the application thereof to any person or circumstance, shall ever be held to be invalid or unconstitutional by any court of competent jurisdiction, the remainder of this resolution and the application of such �loxdr. phrase, clause, Sentencer paragraph, Section or other part of this resolution to any other persons or circumstances shall not . be affected thereby. Section 11. That .the Council has considered evidence of the posting of notice of this meeting of the Council, and the Council officially finds, determines, recites and declares that . at sufficient written notice of the date, place; and hour of this , meeting of the Council and of the subject of this resolution was Posted for at least two hours before this meeting was.conven�d; that such notice was posted on a bulletin board in the -City. Mall located at a place convenient to the. general public at all times from the time of posting until this meeting was convened; end "5-- 90801 -39 . Minutes of the Special Meeting - August 1, 1979 that this meeting has been open to the public at all times during which this resolution and the subject matter thereof has been discussed, considered and formally acted upon; all as required by the Open meetings Law, Article 6252 --17, Vernon's Annotated Texas Civil Statutes, as amended. -The Council further ratifies, approves and confirms such written notice and the contents and posting thereof. Section 12. That the Council officially finds, determines, recites, and declares that the need for the Corporation to be formed and begin transacting business and exercising its powers at the earliest possible date is necessary for the immediate preservation of health and safety and creates an emergency and urgent public necessity; that this resolution is therefor declared to be an. emergency measure; and that written notice of the date, place and hour of this meeting and -the subject matter of this resolution shall be sufficient notwithstanding that such written notice may not have been posted for 72 hours before this meeting was convened. PASSED AND APPROVED this 1st day of August, 1979. 4ayor <ATTF,ST: . ' �, :., •. 1� City.. Secretary v4-ev a_, (SEAL) -- 6 - •90801 -40 Minutes of the Special Meeting - August 1, 1979 ARTICLES OF INCORPORATION OF THE BAYTOVTN HOUSING FINANCE CORPORATION We, the undersigned natural persons of the age of eighteen years or more, all of whom are citizens of the State of Texas and residents of Baytown, Texas, acting as incorporators of a corporation under the Texas Housing Finance Corporations Act, do hereby adopt the following Articles of Incorporation for such corporation: ARTICLE I The name of the Corporation is THE BAYTOWN HOUSING FINANCE CORPORATION. ARTICLE II The corporation is a public nonprofit corporation. ARTICLE III The duration of the corporation shall be perpetual. ARTICLE IV The corporation is organized solely to carry out the pur- poses. of The Texas Housing Finance Corporations Act; provided, however, that the corporation may not issue obligations for or on behalf of any private or public entity other than the City of Baytown, Texas. • ARTICLE V The corporation shall have no members. ARTICLE VI The street address of the initial registered office of the corporation is 805 Nazro Street, Baytown, Texas, and the name of its initial registered agent at such address is 14r. William Eiland., ARTICLE VII The number of directors constituting the initial Board of Directors of the Corporation is five (5) and the namese addresses and terms of office of the persons who are to serve as the initial directors are: . Name Term Address M 90801 -41 Minutes of the Special Meeting - August 1, 1979 Each member of the initial Board of Directors shall hold office for the term specified beside his or her name above or until AMN his or her successor is appointed in the manner provided below. Each of the initial directors resides within the City of Baytown, Texas. M Directors shall be appointed by the majority vote of the City Council. All directors shall be residents of the City of Baytown, Texas at all times during their term of office. Each director shall hold office for the term for which he or she is appointed and until his or her successor shall have been appointed and qualified. Any vacancy occurring in the board of directors shall be immediately filled by appointment by the City Council of the City of Baytown, Texas. A director may be removed from office for cause or at will and no director shall be appointed for a term in excess of six (6) years. ARTICLE VIII The name and street address of each incorporator are: 11ame Address ARTICLE IX A resolution approving the form of these Articles of In- corporation has been duly adopted by the City Council of the City of Baytown, Texas on August 1,'1979. ARTICLE X Any net earnings of the Corporation (beyond that necessary for retirement of its indebtedness or to implement the public purpose or purposes or program of the City of Baytown, Texas) may not inure to the benefit of any person or entity, other than the City of Baytown, Texas. -2- 90801 -42 Minutes of the Special Meeting - August 1, 1979 The corporation shall not participate in or intervene in (including the publication or distribution of statements) any political campaign on behalf of any candidate for public office. ARTICLE XI Subject to any valid liens, charges or encumbrances and the prior rights of the holders of any obligation of this corporation and any creditors of the corporation, in the event of dissolution of this corporation, at any time or for any reason, title to all of the funds, properties and assets of this corporation shall vest-in the City of Baytown, Texas; it being intended that no officer or director of this corporation or any other private person or entity shall ever derive or receive any financial or pecuniary gain or profit from this corporation on dissolution, liquidation or winding up. ARTICLE XII The City Council of the City of Baytown, Texas may, at its sole discretion and at any time, either upon' (1). the application of the Board of Directors of the Corporation, or (2) its own motion, by appropriate resolutions duly adopted cause the Art- icles of Incorporation to be amended to alter or change the. structure, organization, powers, programs or activities of the Corporation and may cause the existence of the Corporation to be terminated, subject to the provisions of the Act and to any limitation on the impairment of contracts entered into by the Corporation. IN WITNESS WHEREOF, we have hereunto Set our hands this­ ' ' - day of , .1979. -3- 90801 -43 Minutes of the Special Meeting - August 1, 1979 Councilman Philips stated that the adoption of this reso- lution has inherent in it that as soon as the corporation is organized and the program is solidified, Council will be notified as to the operating principles and rules of the corporation. Consider Preliminary Report on Ward Road /Alexander Drive Drainage Improvements This item was discussed at the last meeting of Council. A supplement to the original report has been placed at the Council table and Mr. Johnnie Busch with the firm of Busch, Hutchison & Associates will make the presentation to Council. Mr. Busch touched briefly on the recent flooding in the northern portion of the city, and recommended a project to enhance the flow charac- teristics in the channels of both east and west forks of Goose Creek Stream. Mr. Busch pointed out that the type of rains that caused the flooding on the east side of the city are not the same as those that caused the most recent flooding. The rains that caused the flooding on the east side were of much higher intensity. This area of the city is highly developed which is not conducive to permitting very much percolation into the soil. Because this area continues to develop, the consulting engineers felt that designs should be developed around higher frequency of rainfall intensity to alleviate the flooding problems which are becoming progressively worse. Mr. Busch acknowledged that what was being recommended far exceeds available funds, but this is what needs to be done to alleviate the problems of that area. Mr. Lanham stated that approximately $450,000 in bond funds are available for this project; therefore, the city would be very limited. Councilman Philips requested that the city engineer study the report, sort it out, and inform Council what the most urgent priority that could be met with remaining funds would be and for the Administration to consider if there may be uncommitted monies that may be applied to this project. Mr. Lanham responded that the Administration would look at the report and come back to Council with recommendations. Councilman Kloesel commented that he would like to see the list of recommendations based on flooding and that it may be necessary for the Council to consider expanding the budget in this area. Consider Preliminary Report on Park Street Improvements A preliminary engineering report for the Park Street Im- provements was presented to Council on July 12, 1979, whereupon Council requested information concerning the replacement of the Park Street Bridge over Goose Creek Stream. Busch, Hutchison & Associates, Inc. had developed three alternatives for Council consideration as follows: 1. 39' street with storm sewer $ 899,100.00 2. Three lane roadway, storm sewer and two lane bridge $1,176,100.00 3. Four lane roadway, storm sewer and four lane bridge $1,544,900.00 The Administration recommended that the 39' street be constructed with the storm sewer and to eliminate reconstruction of the bridge, and that the project be an assessment pavement project which would require that a hearing be held. The Highway Depart- ment is in process of constructing Spur 201 in this vicinity which should relieve the traffic flow on Park Street. Although much traffic will be utilizing Spur 201 when completed, Park is a 90801 -44 Minutes of the Special Meeting - August 1, 1979 business street which means that there will continue to be a need for Park to be in a good state of repair and the drainage is very necessary. Mr. Lanham stated that approximately $1,100,000 remained in bond funds for this project. Councilman Johnson questioned if it would be feasible to reduce the width of the street with a turn lane only where necessary? Mr. Busch pointed out that the shopping center would need a turn lane and later in the discussion it was pointed out that there is an apartment complex and a nursing home beyond the shopping center that should be provided with safe ingress and egress. Mr. Lanham pointed out that there has been inquiries about possible development east of the nursing home. Councilman Kloesel stated that he would like to consider a new bridge in that area because he felt that the city would continue to grow and Park Street would continue to have a heavy traffic flow. Therefore, he would be considering Option No. 3. Mr. Busch pointed out that a restricting factor in the movement of traffic is the ability to move across the Spur 201/330 inter- change. Traffic will always be restrictive there due to the traffic on Spur 330 and 201. Mr. Busch stated that in all probability a good two -lane street could handle all the traffic that could get through and across the interchange. It would not be realistic to consider channeling two strong lanes of traffic through that intersection. This will force part of the traffic to remain on Spur 201. Councilman Cannon inquired if proposed drainage improvements included in this project would eliminate any of the problems ex- perienced during the last two flooding periods. Mr. Busch responded that there have been serious drainage problems in this area over the years. For instance, in Morrell Park water stands in yards and on Memorial Drive water ponds in front of the Bay- town Sun after a heavy rain. The reason the water ponds on Memorial is that there is not sufficient channel along the south side of Park Street to get the water to Goose Creek. There is flooding on Pruett Street south of Park Street because the channel is not adequate. Mr. Busch pointed out that this may be the city's last opportunity to install necessary drainage for this area. Councilman Kloesel questioned if the City Council elected Option No. 3, would this encourage the highway department to make any modifications? Mr. Busch stated that if the Council deter- mined that Option No. 3 was to be constructed, then certainly there should be meetings with the highway department to determine if something could be done to enhance the flow of traffic across the interchange. Councilman Kloesel stated that he would like to know what the highway department has planned for that interchange before making a decision. Mr. Busch responded that the highway department has indicated that the work on the interchange has been completed. Councilman Kloesel inquired if perhaps the County would be willing to assist the city with the construction of the bridge? Mr. Lanham responded that since the bridge is not part of the state highway system, he felt that there would be no possibility of participation on the part of the State. Mr. Lanham suggested that the Administration put this item on the agenda at another time and the Administration would have maps available of what is being proposed for Spur 201. Council had no objections. 90801 -45 Minutes of the Special Meeting - August 1, 1979 Ordinance - Amending City of Baytown Personnel Rules, Chapter 8, Section 10, Injury on the Job, to Specify Eligibility Criteria for Receipt of Supplemental Benefits The City of Baytown has been participating in workmen's com- pensation coverage since 1974, and feels that the policy concerning workmen's compensation should be more specific. The Administra- tion recommended that the City of Baytown's Personnel Rules be amended so that an employee who is injured on the job must report this injury at once; complete and accurate information must be submitted; to utilize their own physician, the employee must permit the City doctor to communicate with their physician; the employee must be available for inorganization or home consulta- tion during the period of disability if requested to do so. The employee must agree to such physical examination as the city deems necessary. The amendment also provides for light duty work. Disagreement between the doctors' opinions will be settled by the City of Baytown contingent upon the above procedures. Councilman Philips moved for adoption of the ordinance; Councilwoman Caffey seconded the motion. Councilman Kloesel felt that the wording having to do with when the injury should be reported should be altered to read within a reasonable period of time. Councilman Philips amended the motion to include the change suggested by Councilman Kloesel. Councilman Kloesel mentioned that normally, during a working shift is considered a reasonable period of time, but there could be exceptions. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None ORDINANCE NO. 2699 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN AMENDING THE "CITY OF BAYTOWN PERSONNEL RULES" RELATING TO INJURY ON THE JOB AND RECEIPT OF SUPPLEMENTAL RECEIPTS; PROVIDING A REPEALING CLAUSE, A SAVINGS CLAUSE, AND THE EFFECTIVE DATE HEREOF. A ten minute recess was called, afterwhich the following business was transacted: Ordinance - Authorizing Final Payment to Amistad Construction Company for W. L. Jenkins - J. C. Hollaway Park The work has been completed. The total cost of the project is $508,456.34. The Administration recommended authorization to make final payment. Councilman Johnson moved for the adoption of the ordinance; Councilwoman Caffey seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None ORDINANCE NO. 2700 AN ORDINANCE APPROVING AND ACCEPTING DEVELOPMENT OF JENKINS- HOLLAWAY PARK, PHASE II, BY AMISTAD CONSTRUCTION COMPANY; FINDING THAT THE IMPROVEMENTS ARE IN ACCORDANCE WITH THE TERMS OF THE CONTRACT; ACCEPTING THE CONSULTING ENGINEERS' CERTIFICATE OF FINAL ACCEPTANCE; AUTHORIZING THE FINAL PAYMENT TO THE SAID AMISTAD CONSTRUCTION COMPANY AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. 90801 -46 Minutes of the Special Meeting - August 1, 1979 Ordinance - Authorizing Final Payment to Brown & Root, Inc. For the 1978 Street Improvement Program This work has been completed for a total cost of $458,698.88. The work has been inspected and found to be satisfactory. The Administration recommended final payment. After acceptance, the work is under warranty for one year. In response to a question from Council, Mr. Lanham explained that there was an overrun on this contract of approximately $100,000, but the overrun was anticipated; therefore, money had been set aside to cover this expenditure in the budget and in revenue sharing. Councilman Philips moved for the adoption of the ordinance; Councilman Johnson seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None ORDINANCE NO. 2701 AN ORDINANCE APPROVING AND ACCEPTING CONSTRUCTION OF THE 1978 STREET IMPROVEMENT PROGRAM BY BROWN & ROOT, INC.; FINDING THAT THE IMPROVEMENTS ARE IN ACCORDANCE WITH THE TERMS OF THE CON- TRACT; ACCEPTING THE CITY ENGINEER'S CERTIFICATE OF FINAL ACCEP- TANCE; AUTHORIZING THE FINAL PAYMENT TO THE SAID BROWN & ROOT, INC. AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. Ordinance - Amending the Animal Control Ordinance Dan Savage, Assistant City Manager and member of the Animal Control Study Committee, reported to Council that the Committee had held a public hearing in March, 1979 to obtain citizen input concerning animal control. There was a goodly representation at this hearing and a number of suggestions were made. Some of the suggestions concerned changes to the present ordinance. Perhaps the change which was suggested by the majority of the people who attended the public hearing is a graduated fine schedule for vio- lation of the city's animal control ordinance. In the proposed ordinance is included a graduated fine scale which sets the mini- mum fine for offenses. For the first offense the ordinance already contains a minimum fine of $25.00. The committee is recommending a $35.00 fine for second offense; $50.00 for the third offense; $75.00 for the fourth; and for the fifth or more offenses a $100.00 fine. The maximum fine that may be levied in Municipal Court is $200.00. The second change provides that a dog or cat may be adopted from the shelter for a fee of $10.00 rather than the current fee of $20.00, plus the adoptive pet owner must agree to have the dog or cat sterilized and vaccinated for rabies. A third major change deals with animals which are treated in a cruel manner. At present, charges regarding cruelty to animals may only be filed in county or district court. What is being proposed is a provision which will allow the city's animal control officer to impound an animal that the officer feels is being treated inhu- manely. That would require the owner to go to the animal shelter to bail the animal out. This is not something that will involve a court trial, only a provision to allow the city to make some response in cases where animals are being treated inhumanely. The fourth change in the ordinance, as proposed, deals with vicious animals. Presently, the ordinance dealing with animals has no provision to deal with vicious animals. What is being proposed is that a definition of vicious animal be added, which definition is two unprovoked attacks on a person or another animal. There may be some difficulty in substantiating that, but that is something that must be dealt with in order to provide response to a vicious animal complaint. Once the animal meets the criteria of being declared a vicious animal, the committee proposes that the owner of the animal be given a number of options, such as muzzle the animal, have the animal confined so that it 90801 -47 Minutes of the Special Meeting - August 1, 1979 cannot come into contact with a person or another animal or remove the animal from the city. Ultimately the city could take the animal and dispose of it. These proposed changes are being suggested as a means of dealing with the problems presented at the public hearing. Councilman Kloesel felt that the fine schedule should be left to the discretion of the Municipal Court Judge. Councilwoman Caffey moved for the adoption of the ordinance; Councilman Cannon seconded the motion. Councilwoman Wilbanks requested clarification of the wording which states that any vicious animal is one that has on two previous occasions without provocation attacked or bitten any person or other animal. Mr. Savage responded that this meant that on the third bite, the animal would be considered vicious. This will involve a certain amount of judgment, as well as record keeping. The committee's intent was to be certain that the animal is vicious. In response to a question from Council, Mr. Bounds explained that the present animal ordinance provides that a person commits an offense if he owns an animal subject to rabies and he does not have that animal vaccinated on an annual basis. If a dog is impounded, in order to retrieve the animal, the owner must show proof of vaccination. The vote follows: Ayes: Council members Philips, Wilbanks, Caffey and Cannon Mayor Hutto Nays: Councilman Kloesel Abstained: Councilman Johnson ORDINANCE NO. 2702 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN AMENDING CHAPTER 5, "ANIMALS," OF THE CODE OF ORDINANCES BY DEFINING AND PROVIDING FOR THE CONFINEMENT OR DESTRUCTION OF VICIOUS ANIMALS; PROVIDING A MINIMUM FINE FOR REPEATED OFFENSES; PROVIDING FOR THE IMPOUNDMENT AND SALE OF ANIMALS; REPEALING ORDINANCES INCONSIS- TENT HEREWITH; CONTAINING A SAVINGS CLAUSE; PRESCRIBING A MAXIMUM PENALTY OF TWO HUNDRED ($200.00) DOLLARS; AND PROVIDING FOR THE PUBLICATION AND EFFECTIVE DATE HEREOF. Ordinance - Amending the 1978 -79 Budget for Personnel Classi- fication Changes The Administration has been notified by the Texas Criminal Justice Division that the City of Baytown's application for com- puter grant has been approved. Several months ago, the position of sergeant to operate the computer was deleted from the budget, and the Administration indicated at that time that a request would be made to restore this position upon notification that the grant had actually been approved. The Administration recommended that that position be restored to the budget. Councilman Cannon moved for the adoption of the ordinance; Councilman Johnson seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None ORDINANCE NO. 2703 AN ORDINANCE AMENDING THE BUDGET OF THE CITY OF BAYTOWN FOR THE FISCAL YEAR, BEGINNING OCTOBER 1, 1978, AND ENDING SEPTEMBER 30, 1979, BY RECLASSIFYING A POLICE PERSONNEL POSITION. x'1:1 Minutes of the Special Meeting - August 1, 1979 Ordinance - Establishing Code of Ethics for City Officials, Employees, and Committee Members The Administration was asked to prepare a Code of Ethics for city officials, employees and committee members. Scott Bounds, City Attorney, explained that the ordinance prepared is basically an attempt to codify and clarify to some extent some of the existing Charter and State law requirements regarding conflicts of interest of officers of the city. The first thing that the Code of Ethics does is define three groups of persons who act for the city, with standards of conduct addressed accordingly. The first group addressed is officers of the city which is any member of the city council or any appointive member of a commission or board established by ordinance, charter, or state law which exercises sovereign power. Based upon this general definition, a list of boards whose members would be considered officers of the city was processed. Secondly, employees were defined and thirdly, committee members were defined as persons appointed by city council who do not fall within one of the other groups and possess no sovereign powers. After the three groups were defined, the standard of conduct required for each group is addressed. Many of these provisions restate penal code provisions, charter provisions and state law provisions that these persons would already be obligated to follow. A more stringent standard of conduct is provided for officers and employees of the city than for those persons in the third group. Beyond that the ordinance provides for a penalty or would make it a class "C" misdemeanor to violate any of the standards of conduct provided for, and perhaps in a few areas would require greater disclosure than presently required. Mr. Bounds also discussed with Council case law which deals specifically with conflicts of interest. The case was tried in San Antonio and dealt with a member of the electrical board for that city entering into a contract with the water authority which was appointed by the City of San Antonio to do electrical work for the authority. The issue became whether the member of the electrical board was an officer of the city and whether the board of the water authority was a part of the city. In determining whether the person was an officer, the court considered whether this person had the authority to exercise sovereign powers. The powers that that electrical board had are very similar to the powers that the City of Baytown's Electrical Board possesses. There were a couple of differences - -the Electrical Board of San Antonio received annual salaries and they were required to take an oath of office. Although the City of Baytown's board does not have those two similarities, the court based its opinion upon whether the board carried out a sovereign function of the city. The court felt that the licensing powers that the Board exercised were sufficient to make the members of the electrical board officers of the city. The definition of officer in the proposed Code of Ethics is based upon this court case. At the present time, this would include a large percentage of most of the mem- bers of committees that the city has in existence. Councilman Kloesel explained that he was a proponent of this Code of Ethics. He stated that he would like to have this adopted and at the same time, he would like the Administration to give him copies of ordinances from other cities dealing with this subject. Councilman Philips stated that in reading the proposed ordi- nance, he is definitely for ethical behavior, but he wondered for instance who would be the judge and who would be the jury and who would be taking someone to court to have them fined $200.00 and give an individual a court record for something as broad as some of the hard language in the ordinance. Councilman Philips further stated that he was concerned that this would be moving toward a police state type situation and proposed that a conflict of interest letter would be a better method. Each person listed in the ordinance possessing sovereign power would be asked to read the letter and sign same, which would put that person on his merit to say that he understands the contents and will abide by what is stated. Any violations that would be a breach of civil W ROME Minutes of the Special Meeting - August 1, 1979 law would be subject to court action because of that breach. Councilman Kloesel felt that there did need to be a Code of Ethics which listed what was expected rather than leaving these matters strictly to judgment. Councilman Kloesel moved for adoption of the ordinance. The motion died for a lack of second. Mr. Lanham pointed out that the decision that the City Attorney had spoken of earlier compels the city to notify the board members who possess sovereign power that the city will not be able to conduct business with that company. There are a number of board members who do perform work for the city. Councilman Philips concurred that a letter should be drafted which notifies those individuals affected of the court decision and that these individuals be requested to sign the letter to acknowledge that the letter was read and that each individual understands the ramifications. Councilman Kloesel stated that by passage of the ordinance, the Administration would be eiven some firm guidelines. Mr. Lanham stated that the Administration would notify those board members affected by the San Antonio decision of that decision and its ramifications. Ordinance - Awarding the Contract for Annual Installation of Traffic Signal Equipment The contract for purchase of necessary equipment has been awarded and this contract is to have that equipment installed. Three bids were received. The bid tabulation is attached as Attachment "A." The low bidder is Baytown Electric Corporation. The President of that company is Mr. Jack Whitley, a member of the Electrical Board, who has indicated that if there is a conflict, he will resign. The Administration recommended awarding the contract to the low bidder with the understanding that Mr. Whitley does have a conflict of interest and that he will resign. Mr. Lanham stated that the Administration will be notifying the various board members of the court case and how it affects board members with regard to bidding on city projects, and city personnel will be apprised of this court ruling. Councilman Cannon moved for the adoption of the ordinance; Councilwoman Wilbanks seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None ORDINANCE NO. 2704 AN ORDINANCE ACCEPTING THE BID OF BAYTOWN ELECTRIC CORPORATION FOR INSTALLATION AND PURCHASE OF TRAFFIC SIGNAL EQUIPMENT AND AUTHORIZING PAYMENT BY THE CITY. Ordinance - Authorizing Final Payment to Marathon Paving, and Accepting Construction of the Wye Drive, Lynchburg, and Ashleyville Street Improvement Program This work has been completed and inspected. The Adminis- tration recommended acceptance of construction and final payment to Marathon Paving. Councilman Philips moved for the adoption of the ordinance; Councilwoman Caffey seconded the motion. The vote follows: 90801 -50 Minutes of the Special Meeting - August 1, 1979 Ayes: Council members Philips, Johnson, Kloesel, Wilbanks and Caffey Mayor Hutto Nays: None Abstained: Councilman Cannon ORDINANCE NO. 2705 AN ORDINANCE ACCEPTING THE WORK OF IMPROVING LYNCHBURG ROAD, ASHLEYVILLE STREET, AND WYE DRIVE IN THE CITY OF BAYTOWN,,TEXAS, UNDER A CERTAIN CONTRACT THEREFORE HERETOFORE ENTERED INTO; FINDING AND DETERMINING THAT SUCH WORK AND IMPROVEMENTS HAVE BEEN COMPLETED IN ACCORDANCE WITH SUCH CONTRACT AND THAT THE CITY'S CONSULTING ENGINEERS HAVE SO FOUND AND HAVE SO CERTIFIED TO THE CITY COUNCIL; AUTHORIZING AND DIRECTING THE PAYMENT OF THE FINAL ESTIMATE AND THE ISSUANCE AND DELIVERY OF CERTAIN SPECIAL ASSESS- MENT CERTIFICATES IN CONNECTION THEREWITH; AND PROVIDING FOR THE EFFECTIVE DATE OF THIS ORDINANCE. Ordinance - Altering the Membership of the Mechanical Board The Administration was asked to put this item on the agenda. If adopted, this ordinance will change the makeup of the Mechan- ical Board by replacing the position of architect with the posi- tion of air conditioning and /or refrigeration repairman. Councilman Kloesel moved for the adoption of the ordinance with the word "repairman" to be changed to "journeyman." Coun- cilwoman Wilbanks seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None ORDINANCE NO. 2706 AN ORDINANCE AMENDING CHAPTER 16J, "MECHANICAL CODE," OF THE CODE OF ORDINANCES OF THE CITY OF BAYTOWN TO RESTRUCTURE MEMBERSHIP OF THE MECHANICAL BOARD. Ordinance - Amending Chapter 11 of the Code of Ordinances by Restructuring the Membership of the Electrical Board Councilman Johnson requested that this item be placed on the agenda for discussion. He had learned that the Electrical Board felt that there is a need for an electrical engineer on the board. Councilman Johnson concurred with the Board and there- fore, moved that the Electrical Board be restructured to include an electrical engineer rather than a citizen. He felt that a technical person would be more adept at making up tests, grading, and giving the tests. Councilman Johnson clarified that the new position should be that of registered electrical engineer. Mayor Hutto pointed out that this would provide for two engineers on one board. Councilman Kloesel stated that in a sense, the engineers are really from two entirely different areas because the engineer now on the board is employed by Houston Lighting & Power Company and deals mainly with the problems of that utility. Councilman Philips suggested that Position No. 1 be that of a registered electrical engineer and delete that part which states that that individual is to be employed by the city's public utility company. 90801 -51 Minutes of the Special Meeting - August 1, 1979 Councilman Kloesel stated that the representative from Houston Lighting and Power Company is an important link between the utility and the city. Councilman Kloesel added that he felt that each member of the board should have knowledge of the elec- trical construction industry in order to contribute to decisions to be made by the board. Councilman Philips commented that at some point, Council would have to ask itself what could the engineers from Houston Lighting and Power Company possibly do to influence the business of that company; Councilman Kloesel concurred. Councilman Kloesel felt that the position of citizens not in the industry should be changed to registered electrical engineer or master electrician because persons of those professions would be know- ledgable in the Electrical Code. Councilman Philips stated that he felt that the Council could locate a citizen not in the building industry who would have knowledge in that field, in fact he had one in mind; there- fore, he could see no problem with having the slot filled by a citizen. Councilman Kloesel seconded the motion made by Councilman Johnson that the Board be restructured to include a registered electrical engineer. The vote follows: Ayes: Council members Johnson and Kloesel Nays: Council members Philips, Wilbanks, Caffey and Cannon Mayor Hutto Resolution No. 691 - Authorizing Transfer of Funds from Council Contingency to Account No. 109, Library Budget Mr. Lanham explained that it is necessary to transfer funds to the Library Budget to cover various expenditures, with the major items being heating and cooling. Total transfer being requested is $5,550.00. The Administration recommended approval of the resolution. Councilwoman Wilbanks moved for the adoption of the resolu- tion; Councilman Johnson seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None RESOLUTION NO. 691 A RESOLUTION AUTHORIZING THE CITY MANAGER TO TRANSFER FIVE THOUSAND FIVE HUNDRED FITY AND N01100 ($5,550.00) DOLLARS FROM BUDGET ACCOUNT NO. 0101 -12 -1000, "CONTINGENCIES," TO ACCOUNTS WITHIN THE LIBRARY BUDGET. Resolution No. 692 - Confirming Declaration by the Civil Defense Director of the Existence of an Emergency on the 26th Day of July, 1979 A resolution confirming declaration by the Civil Defense Director of the existence of an emergency on the 26th day of July, 1979, is necessary. The Administration recommended approval. Councilwoman Wilbanks moved for the adoption of the reso- lution; Councilman Johnson seconded the motion. The vote follows: 90801 -52 Minutes of the Special Meeting - August 1, 1979 Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None RESOLUTION NO. 692 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, CONFIRMING THE DECLARATION BY THE CIVIL DEFENSE DIRECTOR WITH THE APPROVAL OF THE CITY MANAGER OF THE EXISTENCE OF AN EMERGENCY ON THE 26TH DAY OF JULY, 1979. Consider Rental Fee Schedules and Policies for the Baytown Sports Complex Recreation Center & W.L. Jenkins Park Pavilion The Baytown Sports Complex Recreation Center and the W. L. Jenkins Park Pavilion are ready for use. The proposed fee schedule to be utilized at the Sports Complex Recreation Center is based on the fee schedule used at the Civic Center. Two rooms at the Sports Complex are approximately the same size as one room at the Civic Center and the fees are prorated accordingly. The fees for use of the Jenkins Park Pavilion are identical with those set for the Roseland Park Pavilion. The Parks Board has reviewed this proposed schedule and recommended approval; the Administration concurred with that recommendation. Councilman Johnson moved that the recommendation of the Parks Board and Administration be accepted; Councilwoman Wilbanks seconded the motion. The vote follows: Ayes: Council members Wilbanks, Caffey Mayor Hutto Nays: None Philips, Johnson, Kloesel, and Cannon Consider Sanitary Sewer Problem on Kentucky Street Councilman Kloesel had requested that this item be placed on the agenda on emergency basis. Norman Dykes, Director of Public Works and City Engineer, explained that from inspection it appeared that it may be possible to correct the problem on Ken- tucky by raising the elevation and installing a manhole to elimi- nate the possibility of children being able to remove the lid and throw trash in the line. He also mentioned that it could be possible that the remainder of the line may need to be sliplined at a later date. Councilman Kloesel inquired if it would be possible to add this project to the current sliplining contract, but Councilman Cannon suggested that the Administration be allowed to attempt to correct the situation with the installation of a manhole and elevating the line. No objections were expressed. Consider Authorization for City of Baytown to Make Joint Appli- cation with the Baytown Area Water Authority for Permit to use Harris County Right of Way The engineers for Lockwood, Andrews & Newnam, Inc. have made application for a permit to lay the water transmission line for BAWA in the Lynchburg -Cedar Bayou Road right of way and they have been notified by the county that since BAWA is a water district, a bond would need to be posted in accordance with the bonding schedule utilized by the county. Plans have been approved by the county; therefore, the only consideration that remains is the bond which would be for the amount of $330,000. However, the county has no bonding restriction for the City of Baytown; there- fore, if the city were to make joint application with BAWA, the city would be acting more or less as surety for BAWA as far as the county is concerned. Also, there is a clause in the contract 90501 -53 Minutes of the Special Meeting - August 1, 1979 which provides that the contractor will be liable for any damage that he might cause to the roadway. The Administration recom- mended Council authorize that the City of Baytown make joint application with BAWA for permit to use Harris County right of way. Councilman Kloesel moved to accept the recommendation of the Administration; Councilwoman Wilbanks seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None Committee Reports None. Mayor Hutto recessed the open meeting into executive session to discuss personnel matters. When the open meeting reconvened, the following business was transacted: Mechanical Board Councilwoman Caffey moved that the following persons be appointed to the Mechanical Board: Les McDonald, Oscar Young, Joe Aylor, and Thomas Kelly. Councilman Johnson seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Kloesel, Wilbanks, Caffey and Cannon Mayor Hutto Nays: None Electrical Board Councilman Philips moved that H. L. Bridges be appointed to the Electrical Board to fill the position of citizen not in the construction industry; Councilman Johnson seconded the motion. The vote follows: Ayes: Council members Wilbanks, Caffey Mayor Hutto Nays: None Traffic Committee Philips, Johnson, Kloesel, and Cannon Councilwoman Wilbanks moved that F. A. Richardson and Peter Golla be appointed to the Traffic Committee; Councilwoman Caffey seconded the motion. The vote follows: Ayes: Council members Wilbanks, Caffey Mayor Hutto Nays: None Philips, Johnson, Kloesel, and Cannon Adjourn There being no further business to be transacted, the meeting was adjourned. APPROVED: • 1 een a ity Clerk \_ K a- J �0 t�)'tjj Karen Petru, Deputy City Clerk