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1985 11 26 CC Minutes51126 -1 MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF BAYTOWN November 26, 1985 The City Council of the City of Baytown, Texas, met in regular session on Tuesday, November 26, 1985, at 6:30 p.m. in the Council Chamber of the Baytown City Hall with the following attendance: Fred T. Philips Jimmy Johnson Perry M. Simmons Ron Embry Roy L. Fuller Emmett 0. Hutto Fritz Lanham Larry Patterson Randy Strong Eileen P. Hall Absent: Gerald Dickens Councilman Councilman Councilman Councilman Councilman Mayor City Manager Assistant City Manager City Attorney City Clerk Councilman The meeting was called to order with a quorum present. The invocation was offered by Councilman Johnson, afterwhich the following business was conducted. Consider Minutes for the Regular Meeting of November 14, 1985 Councilman Philips moved to approve the minutes for the meeting held on November 14, 1985; Councilman Embry seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None Receive Petitions There were no petitions presented. Consider Proposed Ordinance, Authorizing the Issuance of City of Baytown General Obligation Refunding Bonds, Series 1985; Authorizing the Redemption Prior to Maturity of Certain Obligations; Authorizing the Purchase of Certain Securities and the Transfer of Certain Funds and Authorizing the Execution of an Escrow Agreement THE STATE OF TEXAS X COUNTIES OF HARRIS AND CHAMBERS I CITY OF BAYTOWN X 51126 -2 Minutes of the Regular Meeting - November 26, 1985 We, the undersigned officers of the CITY OF BAYTOWN, TEXAS (the "City "), hereby certify as follows: The City Council of the City convened in special meeting on the 26th day of November, 1985, at the regular meeting place thereof, within the City, and the roll was called of the duly constituted officers and members of the City Council and the City Clerk to -wit: Emmett 0. Hutto Mayor - Perry M. Simmons Councilman Roy L. Fuller Councilman Fred T. Philips Councilman Jimmy Johnson Councilman Gerald E. Dickens Councilman Ronald G. Embry Councilman Eileen P. Hall City Clerk and all said persons were present, except the following absentees: Gerald Dickens, thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written ORDINANCE AUTHORIZING THE ISSUANCE OF $27,270,000 CITY OF BAYTOWN GENERAL OBLIGATION REFUNDING BONDS, SERIES 1985; AUTHORIZING THE REDEMPTION PRIOR TO MATURITY OF CERTAIN OBLIGATIONS; AUTHOR- IZING THE PURCHASE OF CERTAIN SECURITIES AND THE TRANSFER OF CERTAIN FUNDS; AND AUTHORIZING THE EXECUTION OF AN ESCROW AGREEMENT (the "Ordinance ") was duly introduced for the consideration of the City Council and read in full. It was then duly moved and seconded that the Ordinance be adopted; and, after due discussion, said motion, carrying with it the adoption of the Ordinance, prevailed and carried by the following vote: AYES: All members of the City Council shown present above voted "Aye ". NAYS: None. (For Certificate and Full Text of Ordinance see page 51126 -3) Tom Masterson, Fiscal Advisor.,was =- present and informed council that the City of Baytown has retained its AA rating. He mentioned that the rating firms were concerned that economic development in the Baytown area was not what it had once been, but the financial affairs of the city itself had offset that. He complimented Fritz Lanham, City Manager, and his staff for their excellent management of the city's financial affairs. However, he emphasized that the city will need to make a presentation before the rating firms prior to the next bond sale. He suggested that the city present its case just as it has in the past, being very candid. 51126 -3 CERTIFICATE FOR ORDINANCE THE STATE OF TEXAS X COUNTIES OF HARRIS AND CHAMBERS X CITY OF BAYTOWN X We, the undersigned officers of the CITY OF BAYTOWN, TEXAS (the "City "), hereby certify as follows: 1. The City Council of the City convened in special meeting on the 26th day of November, 1985, at the regular meeting place thereof, within the City, and the roll was called of the duly constituted officers and members of the City Council and the City Clerk to -wit: Emmett 0. Hutto Mayor Perry M. Simmons Councilman '* Roy L. Fuller Councilman Fred T. Philips Councilman Jimmy Johnson Councilman Gerald E. Dickens Councilman Ronald G. Embry Councilman Eileen P. Hall City Clerk and all said persons were present, except the following absentees: Gerald Dickens, thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written ORDINANCE AUTHORIZING THE ISSUANCE OF $27,270,000 CITY OF BAYTOWN GENERAL OBLIGATION REFUNDING BONDS, SERIES 1985; AUTHORIZING THE REDEMPTION PRIOR TO MATURITY OF CERTAIN OBLIGATIONS; AUTHOR- IZING THE PURCHASE OF CERTAIN SECURITIES AND THE TRANSFER OF CERTAIN FUNDS; AND AUTHORIZING THE EXECUTION OF AN ESCROW AGREEMENT (the "Ordinance ") was duly introduced for the consideration of the City Council and read in full. It was then duly moved and seconded that the Ordinance be adopted; and, after due discussion, said motion, carrying with it the adoption of the Ordinance, prevailed and carried by the following vote: AYES: All members of the City Council shown present above voted "Aye ". NAYS: None. 2. That a true, full and correct copy of the Ordinance adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that the Ordinance has been duly recorded in the City Council's minutes of said meeting; that the above and foregoing paragraph is a true, full and correct excerpt from the City Council's minutes of said meeting pertaining to the adoption of the ordinance; that the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of the City Council as indicated therein; that each of the officers and members of the City Council was duly and sufficiently notified officially and personally, in advance, of the date, hour, place and subject of the aforesaid meeting, and that the Ordinance would be introduced and considered for adoption at said meeting, and each of said officers and members consented, in advance, to the holding of such meeting for such purpose; that said meeting was open to the public as required by law; and that public notice of the date, hour, place and subject of said meeting was given as required by Vernon's Article 6252 -17, as amended. SIGNED AND SEALED this 26th day o ovember, 1985. City Clerk Mayor (SEAL) 51126 -4 ORDINANCE NO. 4324 ORDINANCE AUTHORIZING THE ISSUANCE OF $27,270,000 CITY OF BAYTOWN GENERAL OBLIGATION REFUNDING BONDS, SERIES 1985; AUTHORIZING THE REDEMPTION PRIOR TO MATURITY OF CERTAIN OBLIGATIONS; AUTHOR- IZING THE PURCHASE OF CERTAIN SECURITIES AND THE TRANSFER OF CERTAIN FUNDS; AND AUTHORIZING THE EXECUTION OF AN-ESCROW AGREEMENT' THE STATE OF TEXAS § COUNTIES OF HARRIS AND CHAMBERS § THE CITY OF BAYTOWN § WHEREAS, the City of Baytown, Texas (the "City ") has heretofore issued or assumed bonds and certificates of obligation which are payable in whole or in part from ad valorem taxes and which are more fully described in Exhibit "A" hereto, of which $28,903,000 in aggregate amount remains outstanding (the "Refunded Bonds "); and WHEREAS, the City desires to refund the Refunded Bonds, in advance of their maturities, to reduce and restructure the debt service payable by the City; and WHEREAS, the City is authorized by Article 717k, Vernon's Texas Civil Statutes, as amended (the "Act "), to issue refunding bonds for the purpose of refunding the Refunded Bonds in advance of their maturities, and to accomplish such refunding by depositing directly with a paying agent for the Refunded Bonds the proceeds of such refunding bonds, together with other available funds, in an amount sufficient to provide for the payment or redemption of the Refunded Bonds, which deposit shall constitute the making of firm banking and financial arrangements for the discharge and final payment or redemption of the Refunded Bonds; and WHEREAS, the City desires to enter into an escrow agreement with First City National Bank of Houston, Houston, Texas (the "Escrow Agent "), as authorized by the Act, pursu- ant to which proceeds of the refunding bonds herein author- ized, together with other available funds, will be deposited, invested and applied in a manner independently certified to be sufficient to provide for the full and timely payment of all interest on and principal of the Refunded Bonds; and WHEREAS, the City desires to authorize the subscription for and purchase of certain obligations of the United States of America for deposit under and pursuant to such escrow. agreement and to authorize the transfer and deposit of certain existing funds; and WHEREAS, upon the issuance of the refunding bonds herein authorized and the creation of the escrow referred to above, the Refunded Bonds shall no longer be regarded as being out- standing, except for the purpose of being paid pursuant to such Escrow Agreement, and the pledges, liens, trusts and all other covenants, provisions, terms and conditions of the ordinances, orders, and resolutions authorizing the issuance of the Refunded Bonds shall be discharged, terminated and defeased; Now, Therefore BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN: 51126 -5 1. Consideration. It is hereby found and determined that the transactions contemplated in this Ordinance will benefit the City by reducing the debt service payable on the City's tax supported debt, providing a present value savings in debt service, and consolidating debt service payments to enhance cash flow and money management, to permit the issuance of future tax supported bonds on terms advantageous to the City, and that such benefits are sufficient considera- tion for the refunding of the Refunded Bonds. 2. Definitions. Throughout this ordinance the follow- ing terms and expressions as used herein shall have the meanings set forth below: The term "Act" shall mean Article 717k, Vernon's Texas Civil Statutes, as amended. The term "Bond Register" shall mean the books of regis- tration kept by the Paying Agent /Registrar in which are maintained the names and addresses of, and the principal amounts of the Bonds registered to, each Owner. The term "Bonds" shall mean the $27,270,000 City of Baytown General Obligation Refunding Bonds, Series 1985 authorized in this Ordinance, unless the context clearly indicates otherwise, and such term shall include the bonds initially issued and delivered under this Ordinance and all bonds issued in exchange for or in replacement of such initial bonds as well as all other substitute or replacement bonds issued pursuant to this Ordinance. The term "Interest and Sinking Fund" shall mean the interest and sinking fund for payment of the Bonds estab- lished by the City pursuant to Section 19 of this Ordinance. The term "City" shall mean The City of Baytown, Texas. The term "Interest Payment Date ", when used in connec- tion with any Bond, shall mean February 1, 1986, and each August 1 and February 1 thereafter until maturity or earlier redemption of such Bond. The term "Ordinance" as used herein and in the Bonds shall mean this ordinance authorizing the Bonds. The term "Owner" shall mean any person who shall be the registered owner of any outstanding Bond. The term "Paying Agent /Registrar" shall mean First City National Bank of Houston, Houston, Texas, and its successors in that capacity. The term "Record Date" shall mean the fifteenth (15th) calendar day of the month next preceding each Interest Payment Date. The term "Refunded Bonds" shall mean the City's out- standing Bonds and Certificates of Obligation which are more fully described on Exhibit "A" hereto, in the aggregate principal amount of $28,903,000. The term "Underwriters" shall mean Masterson & Company and First Southwest Company. 3. Authorization. The Bonds shall be issued pursuant to the provisions of the Act in fully registered form in the -2- 51126 -6 total authorized aggregate amount of Twenty -Seven Million Two Hundred Seventy Thousand Dollars ($27,270,000) for the purpose of refunding all of the Refunded Bonds. 4. Designation, Date and Interest Payment Dates. The Bonds shall be designated as CITY OF BAYTOWN GENERAL OBLIGA- TION REFUNDING BONDS, SERIES 1985 ", and shall be dated December 1, 1985. The Bonds shall bear interest at the rates set forth in Section 5 of this Ordinance from the later of December 1, 1985, or the most recent Interest Payment Date to which such interest has been paid or duly provided for, calculated on the basis of a 360 day year of twelve 30 day months, payable on February 1, 1986, and semiannually there- after on August 1 and February 1 of each year until maturity or prior redemption. 5. Initial Bonds; Numbers and Denominations. The Bonds shal be initially issued in typed or printed form, bearing the numbers, in the principal amounts, and bearing interest at the rates set forth in the following schedule, and may be transferred and exchanged as set out in this Ordinance. The Bonds shall mature, subject to prior redemp- tion in accordance with this Ordinance, on February 1 in each of the years and in the amounts set out in such schedule. Bonds delivered on transfer of or in exchange for other Bonds shall be numbered in order of their authentication by the Registrar, shall be in the denomination of $5,000 or integral multiples thereof, and shall mature on the same date and bear interest at the same rate as the Bond or Bonds in lieu of which they are delivered. Bond Principal Interest :lumber Year Amount Rate R- 1 1986 $ 395,000 5.00% R- 2 1987 1,480,000 5.75% R- 3 1988 1,370,000 6.25% R- 4 1989 1,450,000 6.60% R- 5 1990 1,550,000 6.85% R- 6 1991 1,640,000 7.00% R- 7 1992 1,775,000 7.20% R- 8 1993 21390,000 7.40% R- 9 1994 2,460,000 7.50% R -10 1995 2,215,000 7.70% R -11 1996 2,330,000 7.90% R -12 1997 2,520,000 8.00% R -13 1998 21730,000 8.10% R -14 1999 21965,000 8.25% 6. Execution of Bonds; Seal. The Bonds shall be signed by the Mayor and counters gned by the City Clerk, by their manual, lithographed, or facsimile signatures, and the official seal of the City shall be impressed or placed in facsimile thereon. Such facsimile signatures on the Bonds shall have the same effect as if each of the Bonds had been signed manually and in person by each of said officers, and such facsimile seal on the Bonds shall have the same effect as if the official seal of the City had been manually impressed upon each of the Bonds. If any officer of the City whose manual or facsimile signature shall appear on the Bonds shall cease to be such officer before the authentication of such Bonds or before the delivery of such Bonds, such manual or facsimile signature shall nevertheless be valid and -3- 51126 -7 sufficient for all purposes as if such officer had remained in such office. 7. Approval by Attorney General; Registration by Cometroller. The Bonds to be initially issued shall be delivered to the Attorney General of the State of Texas for approval and shall be registered by the Comptroller of Public Accounts of the State of Texas. The manually executed registration certificate of the Comptroller of Public Accounts of the State of Texas substantially in the form provided in Section 17 of this Ordinance shall be attached to the Bonds to be initially issued. 8. Authentication. Except for the Bonds to be ini- tially issued, which need not be authenticated by the Paying Agent/ Registrar, only such Bonds as shall bear thereon a certificate of authentication, substantially in the form provided in Section 17 of this Ordinance, manually executed by an authorized representative of the Paying Agent /Regis- trar, shall be entitled to the benefits of this Ordinance or shall be valid or obligatory for any purpose. Such duly executed certificate of authentication shall be conclusive evidence that the Bond so authenticated was delivered by the Paying Agent /Registrar hereunder. 9. Payment of Principal and Interest. The Paying Agent /Registrar is hereby appointed as the paying agent and registrar for the Bonds. The principal of the Bonds shall be payable, without exchange or collection charges, in any coin or currency of the United States of America which, on the date of payment, is legal tender for the payment of debts due the United States of America, upon their presentation and surrender as they respectively become due and payable, whether at maturity or by prior redemption, at the principal corporate trust office of the Paying Agent/ Registrar. The interest on each Bond shall be payable on each Interest Payment Date, by check mailed by the Paying Agent /Registrar on or before the Interest Payment Date to the Owner of record as of the Record Date, to the address of such Owner as shown on the Bond Register, or, at the Owner's expense, in such other manner as may be agreed upon by the Owner and the Paying Agent/ Registrar. Any accrued interest payable at maturity or redemption shall be paid upon presentation and surrender of such Bond at the principal corporate trust office of the Paying Agent /Registrar. If the date for payment of the principal of or interest on any Bond is a Saturday, Sunday, or a day on which banking institutions in the city where the principal corporate trust office of the Paying Agent /Registrar is located are autho- rized by law or executive order to close, or a day on which the United States Postal Service is not open for business, then the date for such payment shall be the next succeeding day which is not a Saturday, Sunday, or a day on which banking institutions in the city where the principal corporate trust office of the Paying Agent /Registrar is located are authorized by law or executive order to close, or a day on which the United States Postal Service is not open for business. 10. Successor Paying Agent/Registrars. The City covenants that at all times while any Bonds are outstanding it will provide a legally qualified bank, trust company, financial institution or other agency to act as Paying Agent /Registrar for the Bonds. The City reserves the right -4- 51126 -8 to change the Paying Agent /Registrar for the bonds on not less than 60 days written notice to the Paying Agent /Regis- trar, so long as any such notice is effective not less than 60 days prior to the next succeeding principal or interest payment date on the Bonds. Promptly upon the appointment of any successor Paying Agent/ Registrar, the previous Paying Agent /Registrar shall deliver the Bond Register or a copy thereof to the new Paying Agent /Registrar, and the new Paying Agent /Registrar shall notify each Owner, by United States mail, first class postage prepaid, of such change and of the address of the new Paying Agent/ Registrar. Each Paying Agent /Registrar hereunder, by acting in that capacity, shall " be deemed to have agreed to the provisions of this Section. 11. Special Record Date. If interest on any Bond is not paid on any Interest Payment Date and continues unpaid for thirty days thereafter, the Paying Agent /Registrar shall establish a new record date for the payment of such interest, to be known as a Special Record Date. The Paying Agent /Registrar shall establish a Special Record Date when funds to make such interest payment are received from or on behalf of the City. Such Special Record Date shall be fifteen days prior to the date fixed for payment of such past due interest, and notice of the date of payment and the Special Record Date shall be sent by first class United States mail, postage prepaid, not later than five days prior to the Special Record Date, to each Owner of record as of the close of business on the day prior to the mailing of such notice. 12. Owners. The City, the Paying Agent /Registrar and any other person may treat the person in whose name any Bond is registered as the absolute owner of such Bond for the purpose of making and receiving payment of the principal of such Bond, and for the further purpose of making and receiving payment of the interest on such Bond, and for all other purposes, whether or not such Bond is overdue, and neither the City nor the Paying Agent /Registrar shall be bound by any notice or knowledge to the contrary. All payments made to the person deemed to be the Owner of any Bond in accordance with this Section 12 shall be valid and effectual and shall discharge the liability of the City and the Paying Agent /Registrar upon such Bond to the extent of the sums paid. 13. Registration, Transfer, and Exchange. So long as any Bonds remain outstanding, the Paying Agent /Registrar shall keep at its principal corporate trust office the Bond Register, in which, subject to such reasonable regulations as it may prescribe, the Paying Agent /Registrar shall provide for the registration and transfer of Bonds in accordance with the terms of this Ordinance. Each Bond shall be transferable only upon the presenta- tion and surrender thereof at the principal corporate trust office of the Paying Agent/ Registrar, duly endorsed for transfer, or accompanied by an assignment duly executed by the registered Owner or his authorized representative in form satisfactory to the Paying Agent /Registrar. Upon due presen- tation of any Bond for transfer, the Paying Agent /Registrar shall authenticate and deliver in exchange therefor, within 72 hours after such presentation, a new Bond or Bonds, registered in the name of the transferee or transferees, in authorized denominations and of the same maturity and -5- 51126 -9 aggregate principal amount and bearing interest at the same rate as the Bond or Bonds so presented. All Bonds shall be exchangeable upon presentation and surrender thereof at the principal corporate trust office of the Paying Agent /Registrar for a Bond or Bonds of the same maturity and interest rate and in any authorized denomina- tion, in an aggregate principal amount equal to the unpaid principal amount of the Bond or Bonds presented for exchange. The Paying Agent /Registrar shall be and is hereby authorized to authenticate and deliver exchange Bonds in accordance with the provisions of this Section 13. Each Bond delivered in accordance with this Section 13 shall be entitled to the benefits and security of this Ordinance to the same extent as the Bond or Bonds in lieu of which such Bond is delivered. The City or the Paying Agent /Registrar may require the Owner of any Bond to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with the transfer or exchange of such Bond. Any fee or charge of the Paying Agent /Registrar for such transfer or exchange shall be paid by the City. The Paying Agent /Registrar shall not be required to transfer or exchange any Bond called for redemption in whole or in part during the forty -five (45) calendar days prior to the date fixed for redemption; provided, however, such limitation shall not apply to the transfer or exchange by the Owner of the unredeemed balance of a Bond called for redemp- tion in part. 14. Cancellation of Bonds. All Bonds paid or redeemed in accordance with this Ordinance, and all Bonds in lieu of which exchange Bonds or replacement Bonds are authenticated and delivered in accordance herewith, shall be cancelled and destroyed upon the making of proper records regarding such payment or redemption. The Paying Agent /Registrar shall periodically furnish the City with appropriate certificates of destruction of such Bonds. 15. Mutilated, Lost or Stolen Bonds. Upon the presen- tation and surrender to the Paying -Agent/ Registrar of a mutilated Bond, the Paying Agent /Registrar shall authenticate and deliver in exchange therefor a replacement Bond of like maturity, interest rate and principal amount, bearing a number not contemporaneously outstanding. If any Bond is lost, apparently destroyed, or wrongfully taken, the City, pursuant to the applicable laws of the State of Texas and in the absence of notice or knowledge that such Bond has been acquired by a bona fide purchaser, shall execute and the Paying Agent /Registrar shall authenticate and deliver a replacement Bond of like maturity, interest rate and princi- pal amount, bearing a number not contemporaneously outstand- ing. The City or the Paying Agent /Registrar may require the Owner of a mutilated Bond to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith and any other expenses connected there- with, including the fees and expenses of the Paying Agent /Registrar. The City or the Paying Agent /Registrar may require the Owner of a lost, apparently destroyed or -6- 51126 -10 wrongfully taken Bond, before any replacement Bond is issued, to: (1) furnish to the City and the Paying Agent /Reg- istrar satisfactory evidence of the ownership of and the circumstances of the loss, destruction or theft of such Bond; (2) furnish such security or indemnity as may be required by the Paying Agent /Registrar and the City to save them harmless; (3) pay all expenses and charges in connection therewith, including, but not limited to, printing costs, legal fees, fees of the Paying Agent /Registrar and any tax or other governmental charge that may be imposed; and (4) meet any other reasonable requirements of the City and the Paying Agent /Registrar. If, after the delivery of such replacement Bond, a bona fide purchaser of the original Bond in lieu of which such re- placement Bond was issued presents for payment such original Bond, the City and the Paying Agent /Registrar shall be entitled to recover such replacement Bond from the person to whom it was delivered or any person taking therefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the City or the Paying'Agent /Registrar in connection therewith. If any such mutilated, lost, apparently destroyed or wrongfully taken Bond has become or is about to become due and payable, the City in its discretion may, instead of issuing a replacement Bond, authorize the Paying Agent /Regis- trar to pay such Bond. Each replacement Bond delivered in accordance with this Section 15 shall be entitled to the benefits and security of this Ordinance to the same extent as the Bond or Bonds in lieu of which such replacement Bond is delivered. 16. Optional Redemption._ The City reserves the right, at its option, to redeem the Bonds prior to maturity, in whole or from time to time in part, in such manner as the City may select, on February 1, 1994, or on any Interest Payment Date thereafter, at par plus accrued interest on the Bonds called for redemption to the date fixed for redemption. If less than all the Bonds of a particular maturity are to be redeemed, the particular Bonds to be redeemed shall be selected by the City. Principal amounts may be redeemed only in integral multiples of $5,000. If a Bond subject to redemption is in a denomination larger than $5,000, a portion of such Bond may be redeemed, but only in integral multiples of $5,000. Upon surrender of any Bond for redemption in part, the Paying Agent /Registrar, in accordance with Section 13 hereof, shall authenticate and deliver in exchange therefor a Bond or Bonds of like maturity and interest rate in an aggregate principal amount equal to the unredeemed portion of the Bond so surren- dered. -7- 51126 -11 Notice of any redemption identifying the Bonds to be redeemed in whole or in part shall be given by the Paying Agent /Registrar at least thirty days prior to the date fixed for redemption by sending written notice by first class mail to the Owner of each Bond to be redeemed in whole or in part at the address shown on the Bond Register, and by publication one time in a financial journal, publication or reporter of general circulation among securities dealers in the City of New York, New York, or the State of Texas. Such notices shall state the redemption date, the redemption price, the amount of accrued interest payable on the redemption date, the place at which Bonds are to be surrendered for payment and, if less than all Bonds outstanding are to be redeemed, the numbers of the Bonds or portions thereof to be redeemed. Any notice given as provided in this Section 16 shall be conclusively presumed to have been duly given, whether or not the Owner receives such notice, and it is specifically provided that the publication of notice set forth above is the only notice that shall be required as a prerequisite to the validity of any redemption of Bonds. By the date fixed for redemption, due provision shall be made with the Paying Agent /Registrar for payment of the redemption price of the Bonds or portions thereof to be redeemed, plus accrued interest to the date fixed for redemption. When Bonds have been called for redemption in whole or in part and due provision has been made to redeem the same as herein provided, the Bonds or portions thereof so redeemed shall no longer be regarded as outstanding except for the purpose of receiving payment solely from the funds so provided for redemption, and the rights of the Owners to collect interest which would otherwise accrue after the redemption date on any Bond or portion thereof called for redemption shall terminate on the date fixed for redemption. 17. Forms. The form of the Bonds, including the form of the Paying Agent /Registrar's Authentication Certificate, the form of Assignment, and the form of Registration Certif- icate of the Comptroller of Public Accounts of the State of Texas which shall be attached or affixed to the Bonds ini- tially issued shall be, respectively, substantially as follows, with such additions, deletions and variations as may be necessary or desirable and not prohibited by this Ordi- nance: Form of Bond United States of America State of Texas NUMBER DENOMINATION S REGISTERED REGISTERED' CITY OF BAYTOWN General Obligation Refunding Bond Series 1985 INTEREST RATE: MATURITY DATE: ISSUE DATE: CUSIP: December 1, 1985 REGISTERED OWNER: PRINCIPAL AMOUNT: -8- DOLLARS 51126 -12 The City of Baytown, Texas (the "City ") promises to pay to the Registered Owner identified above, or registered assigns, on the date specified above, upon presentation and surrender of this bond at the principal corporate trust office of First City National Bank of Houston, Houston, Texas (the "Paying Agent /Registrar "), the principal amount identi- fied above, payable in any coin or currency of the United States of America which on the date of payment of such principal is legal tender for the payment of debts due the United States of America, and to pay interest thereon at the rate shown above, calculated on the basis of a 360 day year of twelve 30 day months, from the later of December 1, 1985, or the most recent interest payment date to which interest has been paid or duly provided for. Interest on this bond is payable by check payable on February 1 and August 1, begin- ning on February 1, 1986, mailed to the registered owner of record as of the previous January 15 and July 15 as shown on the books of registration kept by the Paying Agent /Registrar, or at the registered owner's expense, in such other manner as may be agreed upon by the registered owner and the Paying Agent /Registrar. Any accrued interest due at maturity or earlier redemption shall be paid upon presentation and surrender of this Bond at the principal corporate trust office of the Paying Agent /Registrar. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL HAVE THE SAME FORCE AND EFFECT AS IF SET FORTH AT THIS PLACE. IN WITNESS WHEREOF, this bond has been signed with the manual or facsimile signature of the Mayor and countersigned with the manual or facsimile signature of the City Clerk, and the official seal of the City has been duly impressed, or placed in facsimile, on this bond. (AUTHENTICATION CERTIFICATE) (SEAL) THE CITY OF BAYTOWN Mayor City Clerk (Back Panel of Bond) THIS BOND is one of a duly authorized issue of Bonds, aggregating $27,270,000 (the "Bonds "), issued for the purpose of refunding all of the City's outstanding General Obligation Bonds, Series 1966, 1967, 1968, 1971, 1972, 1975, and 1975 -A; Permanent Improvement Bonds, Series 1977, 1979, 1981 and 1982; Public Improvement Bonds, Series 1985; Waterworks and Sewer System Refunding Bonds, Series 1966; Waterworks and Sanitary Sewer System Certificates of Obligation, Series 1980; Harris County FWSD #8 Bonds, Series 1961 and 1961 -A; and Harris County WC &ID #58 Bonds, Series 1956 and 1961; pursuant to an ordinance adopted by the City Council on November 26, 1985 (the "Ordinance "). THE CITY RESERVES THE RIGHT, at its option, to redeem the Bonds prior to their scheduled maturities, in whole or from time to time in part, in integral multiples of $5,000, on February 1, 1994, or on any interest payment date thereafter, at par plus accrued interest on the principal amounts called for redemption to the date fixed for -9- 51126 -13 redemption. Reference is made to the Ordinance for complete details concerning the manner of redeeming the Bonds. Notice of any redemption shall be given at least thirty (30) days prior to the date fixed for redemption by first class mail, addressed to the registered owners of each Bond to be redeemed in whole or in part at the address shown on the books of registration kept by the Paying Agent /Registrar and by publication once in a financial journal, publication, or reporter of general circulation among securities dealers in the City of New York, New York, or the State of Texas. When Bonds or portions thereof have been called for redemp- tion, and due provision has been made to redeem the same, the principal amounts so redeemed shall be payable solely from the funds provided for redemption, and interest which would otherwise accrue on the amounts called for redemption shall terminate on the date fixed for redemption. This Bond is transferable only upon presentation and surrender at the principal corporate trust office of the Paying Agent /Registrar, duly endorsed for transfer or accom- panied by an assignment duly executed by the registered owner or his authorized representative, subject to the terms and conditions of the Ordinance. The Bonds are exchangeable at the principal corporate trust office of the Paying Agent /Registrar for bonds in the principal amount of $5,000 or any integral multiple thereof, subject to the terms and conditions of the Ordinance. The Paying Agent /Registrar is not required to transfer or exchange any Bond called for redemption during the forty - five days prior to the date fixed for redemption; provided, however, that such limitation shall not apply to the transfer or exchange by the owner of a Bond called for redemption in part. The registered owner of this Bond, by acceptance hereof, acknowledges and agrees to be bound by all of the terms and conditions of the Ordinance. The City has covenanted in the Ordinance that it will at all times provide a legally qualified Paying Agent /Registrar for the Bonds and will cause notice of any change of Paying Agent /Registrar to be mailed to each registered owner. IT IS HEREBY certified, recited and covenanted that this Bond has been duly and validly issued and delivered; that all acts, conditions and things required or proper to be per- formed, to exist and to be done precedent to or in the issu- ance and delivery of this Bond have been performed, exist and have been done in accordance with law; and that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Bond, as such interest comes due and such principal matures, have been levied and ordered to be levied against all taxable property in the City, within the limits prescribed by law, and have been pledged irrevocably for such payment. FORM OF REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. I hereby certify that this bond has been examined, certified as to validity, and approved by the Attorney -10- 51126 -14 General of the State of Texas, and that this bond has been registered by the Comptroller of Public Accounts of the State of Texas. WITNESS MY SIGNATURE AND SEAL this xxxxxxxxxx Comptroller of Public Accounts (SEAL) of the State of Texas FORM OF PAYING AGENT /REGISTRAR'S AUTHENTICATION CERTIFICATE AUTHENTICATION CERTIFICATE It is hereby certified that this bond has been delivered pursuant to the Bond Ordinance described in the text of this Bond, in exchange for or in replacement of a bond, bonds, or a portion of a bond or bonds of a Series which was originally approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts of the State of Texas. First City National Bank of Houston Paying Agent /Registrar By Authorized Signature Date of Authentication FORM OF ASSIGNMENT ASSIGNMENT For value received, the undersigned hereby sells, assigns, and transfers unto (Please print or type name, address, and zip code of Trans- feree) (Please insert Social Security or Taxpayer Identification Number of Tranferee) the within bond and all rights thereunder, and hereby irrevo- cably constitutes and appoints attorney to transfer said bond on the books kept for registration thereof, with full power of substitution in the premises. DATED: Signature Guaranteed: NOTICE: Signature must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. Registered Owner NOTICE: The signature above must correspond to the name of the registered owner as shown on the face of this bond in every particular, without any alteration, enlargement or change whatsoever. -11- 18. Leal Opinion; CUSIP. Vinson & Elkins, Houston, Texas, printed on the Bonds, but errors of such opinion or such numbers validity of the Bonds. 51126 -15 The approving opinion of and CUSIP Numbers may be or omissions in the printing shall have no effect on the 19. Interest and Sinking Fund; Tax Levy. A special fund, to be designated as "City of Baytown General Obligation Refunding Bonds, Series 1985 Interest and Sinking Fund" is hereby created, and the proceeds from all taxes levied, assessed and collected for and on account of the Bonds authorized by this Ordinance shall be credited to such fund. While the Bonds or any part of the principal thereof or interest thereon remain outstanding and unpaid, there is hereby levied and there shall be annually assessed and collected in due time, form and manner, and at the same time as other City taxes are assessed, levied and collected, in each year, beginning with the current year, a continuing direct annual ad valorem tax upon all taxable property in the City, within the limits prescribed by law, sufficient to pay the current interest on the Bonds as the same becomes due and to provide and maintain a sinking fund of not less than two percent of the principal amount of the Bonds or the amount required to pay each installment of principal of the Bonds as the same matures, whichever is greater, full allowance being made for delinquencies and costs of collection, and said taxes are hereby irrevocably pledged to the payment of the interest on and principal of the Bonds and to no other purpose. 20. Further Proceedings. After the Bonds to be ini- tially issued have been executed, it shall be the duty of the Mayor and other appropriate officials and agents of the City to deliver the Bonds to be initially issued and all pertinent records and proceedings to the Attorney General of Texas, for examination and approval by the Attorney General. After the Bonds to be initially issued have been approved by the Attorney General, they shall be delivered to the Comptroller of Public Accounts of the State of Texas for registration. Upon registration of the Bonds to be initially issued, the Comptroller of Public Accounts (or the Comptroller's bond clerk or an assistant bond clerk lawfully designated in writing to act for the Comptroller) shall manually sign the Comptroller's Registration Certificate prescribed herein and the seal of said Comptroller shall be impressed, or placed in facsimile, thereon. 21. Sale; Purchase Contract. The Bonds are hereby sold and shall be delivered to the Underwriters for $26,772,322.50, plus accrued interest to date of delivery, in accordance with the terms of a purchase contract presented to and approved by the City Council concurrently with the adoption of this Ordinance.* The Mayor or Mayor Pro Tem and other appropriate City officials are hereby authorized to execute such purchase contract, and the Mayor or Mayor Pro Tem and all other officers, agents and representatives of the City are hereby authorized to do any and all things necessary or desirable to satisfy the conditions set out in such purchase contract and to provide for the issuance and delivery of the Bonds. It is hereby found and determined that the sale of the Bonds pursuant to such purchase contract is on the best terms and at the best price reasonably obtainable by the City. 22. No Arbitrage. The City certifies that based upon all facts and estimates now known or reasonably expected to -12- 51126 -16 be in existence on the date the Bonds initially issued are delivered and paid for, the City reasonably expects that the proceeds of the Bonds will not be used in a manner that would cause the Bonds or any portion of the Bonds to be an "arbi- trage bond" -under Section 103(c)(2) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed thereunder. Furthermore, all officers, employees and agents of the City are authorized and directed to provide certifica- tions of facts and estimates that are material to the reason- able expectations of the City as of the date' the Bonds initially issued are delivered and paid for. In particular, all or any officers of the City are authorized to certify for the City the facts and circumstances and reasonable expecta- tions of the City on the date the Bonds initially issued are delivered and paid for regarding the amount and use of the proceeds of the Bonds. Moreover, the City covenants that it shall make such use of the proceeds of the Bonds, regulate investments of proceeds of the Bonds and take such other and further actions as may be required so that the Bonds shall not be "arbitrage bonds" under Section 103(c)(2) of the Internal Revenue Code of 1954, as amended, and the regula- tions prescribed from time to time thereunder. 23. Use of Proceeds. Proceeds from the sale of the Bonds shall, promptly upon receipt by the City, be applied as follows: (a) Accrued interest shall be deposited into the Interest and Sinking Fund. (b) The remaining proceeds from the sale of the Bonds, together with other available funds, shall be applied to establish an Escrow Fund to refund the Refunded Bonds, as more fully provided in the Escrow Agreement referred to below and, to the extent not otherwise provided for, to pay all expenses arising in connection with the issuance of the Bonds, the establishment of such Escrow Fund and the refund- ing of the Refunded Bonds. Any proceeds of the Bonds remain- ing after making all such deposits and payments shall be deposited into the Interest and Sinking Fund. 24. Redemption of Certain Refunded Bonds. The City hereby calls the following bonds of the City for redemption prior to maturity on the dates set forth below, and authorizes and directs notice of such redemption to be given in accordance with the ordinances authorizing the issuance of such bonds: Bonds To Be Redeemed Redemption Date Permanent Improvement Bonds, Series 1981 February 1, 1990 Maturities 1991 through 1994 y Permanent Improvement Bonds, Series 1982 Maturities 1992 through 1996 February 1, 1991 Public Improvement Bonds, Series 1985 Maturities 1996 through 1998 February 1, 1995 25. Escrow Agreement. The discharge and defeasance of the Refunded Bonds shall be effectuated pursuant to the terms and provisions of an Escrow Agreement to be entered into by and between the City and First City National Bank of Houston, Houston, Texas, as Escrow Agent, which shall be substantially in the form attached hereto as Exhibit "B", the terms and -13- 51126 -17 provisions of which are hereby approved, subject to such insertions, additions and modifications as shall be necessary (a) to carry out the program designed for the City by the Underwriters, which shall be certified as to mathematical accuracy by Peat, Certified Public Accountants, whose Report (the "Report ") shall be attached to the Escrow Agreement, (b) to maximize the City's present value savings and /or to minimize the City's costs of refunding, (c) to comply with all applicable laws and regulations relating to the refunding of the Refunded Bonds and (d) to carry out the other intents and purposes of this Ordinance; and the Mayor or Mayor Pro Tem is hereby authorized to execute and deliver such Escrow Agreement on behalf of the City in multiple counterparts and the City Clerk is hereby authorized to attest thereto and affix the City's seal. 26. Transfer of Monev in Interest and Sinkina Funds. On the date of delivery of the Refunding Bonds, there shall be transferred from the City's existing tax bond interest and sinking funds an amount sufficient to purchase the Open Market Securities for deposit with the Escrow Agent, pursuant to the Escrow Agreement. 27. Purchase of United States Treasury Obliaations. To assure the purchase of the Escrowed Securities referred to in the Escrow Agreement, the Mayor, Mayor Pro Tem, or City Manager and other appropriate officers of the City are hereby authorized to subscribe for, agree to purchase and purchase, obligations of the United States of America, in such amounts and maturities and bearing interest at such rates as may be provided for in the Report to be attached to the Escrow Agreement, and to execute any and all subscriptions, purchase agreements, commitments, letters of authorization and other documents necessary to effectuate the foregoing, and any actions heretofore taken for such purpose are hereby ratified and approved. 28. Related Matters. To satisfy in a timely manner all of the City's obligations under this Ordinance, the purchase contract, and the Escrow Agreement, the Mayor, Mayor Pro Tem and all other appropriate officers and agents of the City are hereby authorized and directed to take all other actions that are reasonably necessary to provide for the refunding of the Refunded Bonds, including, without limitation, executing and delivering on behalf of the City all certificates, consents, receipts, requests, and other documents as may be reasonably necessary to satisfy the City's obligations under the purchase contract and the Escrow Agreement and to direct the transfer and application of funds of the City consistent with the provisions of such Escrow Agreement. 29. Paying Agent /Registrar. The form of agreement setting forth the duties of the Paying Agent /Registrar is hereby approved, and the Mayor is hereby authorized to execute such agreement for and on behalf of the City. 30. Official Statement. The Preliminary Official Statement submitted to the City Council is hereby approved and the preparation of a final Official Statement for use by the Underwriters in connection with the distribution of the Bonds is hereby authorized. 31. Open Meeting. It is hereby officially found and determined that the meeting at which this Ordinance was adopted was open to the public, and that public notice of the -14- 51126 -18 time, place and purpose of said meeting was given, all as required by Article 6252 -17, Vernon's Texas Civil Statutes, as amended. PASSED AND APPROVED this ATTEST: 26th day of November, 1985. ci� � -J& - - - - --- 2L ayor CITY OF BAYTOWN, TEXAS GPrrCJ E., L'1�' - City Clerk CITY OF BAYTOWN, TEXAS (SEAL) -15- 51126 -19 EXHIBIT "A" Original Principal Amount Issue Date Amount Outstanding Harris County 12 -1 -56 $ 475,000 $ 100,000 WC &ID #58 WW & SSS & DR Imp Comb Rev & U/L Tax Bonds, Series 1956 Harris County 3 -1 -61 350,000 126,000 FWSD #8 WW & SS U/L Tax Bonds, Series 1961 Harris County 3 -1 -61 102,000 102,000 FWSD #8 WW & SS U/L Tax Bonds, Series 1961 -A Harris County 4 -1 -61 300,000 235,000 WC &ID #58 WW & SSS & DR Imp Comb Rev & U/L Tax Bonds, Series 1961 General Obligation 2 -15 -66 1,740,000 200,000 Bonds, Series 1966 Waterworks & Sewer 8 -1 -66 784,000 435,000 System Refunding Bonds, Series 1966 General Obligation 5 -15 -67 891,000 100,000 Bonds, Series 1967 General Obligation 8 -15 -68 1,133,000 300,000 Bonds, Series 1968 General Obligation 4 -15 -71 6,500,000 3,650,000 Bonds, Series 1971 General Obligation 4 -15 -72 2,600,000 1,775,000 Bonds, Series 1972 General Obligation 10 -1 -75 2,000,000 1,300,000 Bonds, Series 1975 General Obligation 12 -1 -75 3,000,000 2,150,000 Bonds, Series 1975 -A Permanent Improvement 5 -1 -77 316650000 2,850,000 Bonds, Series 1977 Permanent Improvement 6 -1 -79 2,880,000 2,330,000 Bonds, Series 1979 Waterworks & Sanitary 6 -1 -80 1,100,000 700,000 Sewer System Certifi- cates of Obligation, Series 1980 Permanent Improvement 10 -1 -81 2,000,000 1,675,000 Bonds, Series 1981 Permanent Improvement 6 -1 -82 4,800,000 4,375,000 Bonds, Series 1982 Public Improvement 2 -1 -85 60500,000 6,500,000 Bonds, Series 1985 51126 -20 EXHIBIT "B" ESCROW AGREEMENT THIS ESCROW AGREEMENT (the "Escrow Agreement ") dated for convenience November 26, 1985, but effective on the Escrow Funding Date described herein, is made and entered into by and between The City of Baytown, Texas, a Home Rule City or- ganized and existing under the Constitution and laws of the State of Texas (together with any successor to its duties and functions, the "City "), and First City National Bank of Houston, Houston, Texas, as paying agent for the City's Public Improvement Bonds, Series 1985, and as Escrow Agent under this Agreement (the "Escrow Agent "). WHEREAS, the City has heretofore issued or assumed and there remain outstanding the bonds and certificates of obligation payable in whole or in part from ad valorem taxes which are more fully described in Exhibit "A" attached hereto, in the aggregate principal amount of $28,903,000 (hereinafter referred to collectively as the "Refunded Bonds "); and WHEREAS, Article 717k, Vernon's Texas Civil Statues, as amended, authorizes and empowers the City to issue, sell and deliver refunding bonds payable from ad valorem taxes and to deposit the proceeds of such bonds, together with other available funds or resources, with any place of payment for the Refunded Bonds in an amount which is sufficient to provide for the payment or redemption of the principal of and interest on the Refunded Bonds; and WHEREAS, the City Council of the City has adopted an ordinance authorizing the issuance of the City's General Obligation Refunding Bonds, Series 1985, in the aggregate principal amount of $27,270,000 (the "Refunding Bonds "), for the purpose of providing a portion of the funds necessary to refund the Refunded Bonds, in order to restructure the City's debt service requirements and reduce the City's debt service; and WHEREAS, the City has provided for the transfer to the Escrow Agent pursuant to this Escrow Agreement of certain money held in the City's Interest and Sinking Funds created and maintained pursuant to the ordinances authorizing the issuance of the Refunded Bonds, and for the application of such money, along with the proceeds of the Refunding Bonds and other money lawfully available for such purpose, to provide for the payment or redemption of the Refunded Bonds; and WHEREAS, the City Council of the City has further deter- mined to effectuate the advance refunding of the Refunded Bonds pursuant to this Escrow Agreement, under which provi- sion is made for the safekeeping, investment, reinvestment, administration and disposition of the proceeds of the Re- funding Bonds and such other money made available in connec- tion with such advance refunding, so as to provide firm banking and financial arrangements for the discharge and final payment or redemption of the Refunded Bonds; NOW, THEREFORE, in consideration of the mutual under- takings, promises and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and in order to secure the full and timely payment of the principal of and the interest 51126 -21 on the Refunded Bonds, the City and the Escrow Agent contract and agree as follows: ARTICLE I DEFINITIONS AND INTERPRETATIONS Section 1.01. Definitions. Unless otherwise expressly provided or unless the context clearly requires otherwise, the following terms shall have the respective meanings specified below for all purposes of this Escrow Agreement: "Book Entry Securities" shall mean the United States Treasury Obligations, State and Local Government Series, initially purchased with the proceeds of the Refunding Bonds, all as more fully described in Schedule _ of the Report. "City" shall mean The City of Baytown, Texas, and any successor to its duties and functions. "Code" shall mean the Internal Revenue Code of 1954, as amended, and the regulations promulgated thereunder. "Escrow Agent" shall mean First City National Bank of Houston, Houston, Texas, in its capacity as escrow agent hereunder, and any successor or assign in such capacity. "Escrow Agreement" shall mean this escrow agreement as it may be amended or supplemented from time to time. "Escrow Fund" shall mean the fund created in Section 3.01 of this Escrow Agreement to be administered by the Escrow Agent pursuant to the provisions of this Escrow Agreement. "Escrow Funding Date" shall mean the date on which the City deposits with the Escrow Agent the cash and Escrowed Securities described in Section 2.01. "Escrowed Securities" shall mean, collectively, the Book Entry Securities and the Open Market Securities, together with all reinvestments of the proceeds thereof as contem- plated and required by the provisions of this Escrow Agree- ment and the Report. "Open Market Securities" shall mean the United States Treasury obligations to be purchased in the open market with funds other than proceeds of the Refunding Bonds, as more fully described in Schedule _ of the Report. "Paying Agents for the Refunded Bonds" shall mean, collectively: 1. The Treasurer of the State of Texas for the following: A. Harris County FWSD 08 Waterworks and Sewer System Unlimited Tax Bonds, Series 1961; and B. Harris County FWSD M8 Waterworks and Sewer System System Unlimited Tax Bonds, Series 1961 -A. 2. First City National Bank of Houston, Houston, Texas, for the following: -2- 51126 -22 A. Harris County WC &ID #58 Waterworks and Sanitary Sewer and Drainage Improvement Combination Revenue and Unlimited Tax Bonds, Series 1956; B. Harris County WC &ID #58 Waterworks and Sanitary Sewer and Drainage Improvement Combination Revenue and Unlimited Tax Bonds, Series 1961; and C. City of Baytown Public Improvement Bonds, Series 1985. 3. Citizens Bank and Trust Co. of Baytown, Baytown, Texas, for all other Refunded Bonds. "Refunded Bond Ordinances" shall mean the ordinances, resolutions, and orders authorizing the issuance, sale and delivery of the Refunded Bonds. "Refunded Bonds" shall mean, collectively, the bonds and certificates of obligation described in Exhibit "A ". "Refunding Bond Ordinance" shall mean the City's Ordi- nance adopted November 26, 1985, authorizing the issuance, sale and delivery of the Refunding Bonds. "Refunding Bonds" shall mean the City's General Obliga- tion Refunding Bonds, Series 1985, dated December 1, 1985, in the initial aggregate principal amount of $27,275,000. "Report" shall mean the verification report prepared by Peat, Marwick, Mitchell & Co. relating to the advance refunding of the Refunded Bonds, a copy of which is attached hereto as Exhibit "B ". Section 1.02. Interpretations. The titles and headings of the artic es and sections of this Escrow Agreement have been inserted for convenience of reference only and are not to be considered a part hereof and shall not in any way modify or restrict the terms hereof. This Escrow Agreement and all of the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to achieve the intended purpose of providing for the refunding of the Refunded Bonds in accordance with applicable law. ARTICLE II DEPOSIT OF FUNDS AND ESCROWED SECURITIES Section 2.01. Deposits with Escrow Agent; Acquisition of Escrowed Securities. On the Escrow Funding Date the City will deposit, or cause to be deposited, with the Escrow Ag4nt the following: (a) Book Entry Securities in the principal amount of $ , purchased with a portion of the proceeds of the Refunding Bonds; (b) Open Market Securities in the principal amount of $ , purchased with funds other than proceeds of the Refunding Bonds (or the equivalent in cash or United States Treasury Bills); and (c) A beginning cash balance of $ -3- 51126 -23 ARTICLE III CREATION AND OPERATION OF ESCROW FUND Section 3.01. Escrow Fund. On the Escrow Funding Date the Escrow Agent will create on its books a special fund and irrevocable escrow to be known as The City of Baytown Series 1985 Escrow Fund, into which will be deposited the cash and Escrowed Securities described in Section 2.01. The Escrowed Securities, all proceeds therefrom and all cash balances from time to time on deposit in the Escrow Fund shall be the property of the Escrow Fund, and shall be applied only in strict conformity with the terms and conditions hereof. The Escrowed Securities, all proceeds therefrom and all cash balances from time to time on deposit in the Escrow Fund are hereby irrevocably pledged to the payment of the principal of and interest on the Refunded Bonds, which payment shall be made by timely transfers to the Paying Agents for the.Re- funded Bonds of such amounts at such times as are provided in Section 3.02 hereof provided, however, that nothing contained in this Section 3.01 shall prohibit the transfer to the City of any income or increment earned from the reinvestment of the proceeds of Open Market Securities, as provided in Sec- tion 5.02 of this Escrow Agreement. When the final transfers have been made to the Paying Agents for the Refunded Bonds for the payment of such principal of and interest on the Refunded Bonds, any balance then remaining in the Escrow Fund shall be transferred to the City, and the Escrow Agent shall thereupon be discharged from any further duties hereunder. Section 3.02. Payment of Principal of and Interest on Refunded Bonds. (a) The Escrow Agent is hereby irrevocably instructed to transfer to the Paying Agents for the Refunded Bonds from the cash balance from time to time on deposit in the Escrow Fund the amounts required to pay the principal of and interest on the Refunded Bonds as the same become due and payable, all as provided on Schedule _ of. the Report. (b) Money transferred to and held by the Paying Agents for the Refunded Bonds in accordance with the provisions hereof shall be held by the Paying Agents for the Refunded Bonds as a separate trust fund for the account of the respec- tive holders of the Refunded Bonds in connection with which such money is held; provided, however, that money so held remaining unclaimed by the owners of such Refunded Bonds for four (4) years after the dates on which payment thereon was due, payable and available for payment shall be paid to the City to be used for any lawful purpose. Thereafter, neither the City, the Escrow Agent, the Paying Agents for the Re- funded Bonds nor any other person shall be liable or respon- sible to any holders of such Refunded Bonds for any further payment of such unclaimed money or on account of any such Refunded Bonds. (c) Except as provided in Article IV hereof, the City hereby covenants and agrees that it will not exercise any right that it may have to redeem any of the Refunded Bonds prior to their scheduled maturities. Section 3.03. Sufficiency of Escrow Fund. The City represents based solely upon the Report that the successive receipts of the principal of and interest on the Escrowed Securities will assure that the cash balance on deposit from time to time in the Escrow Fund will be at all times suffi- cient to provide money for transfer to the Paying Agents for -4- 51126 -24 the Refunded Bonds at the times and in the amounts required to pay the interest on the Refunded Bonds as such interest comes due and to pay the principal of the Refunded Bonds as the Refunded Bonds mature or are redeemed. Section 3.04. Escrow Fund. The Escrow Agent at all times shall old the Escrow Fund, the Escrowed Securities and all other assets of the Escrow Fund wholly segregated from all other funds and securities on deposit with the Escrow Agent; it shall never allow the Escrowed Securities or any other assets of the Escrow Fund to be commingled with any other funds or securities of the Escrow Agent; and it shall hold and dispose of the assets of the Escrow Fund only as set forth herein. The Escrowed Securities and other assets of the Escrow Fund always shall be maintained by the Escrow Agent for the benefit of the holders of the Refunded Bonds; and a special account therefor evidencing such fact shall be maintained at all times on the books of the Escrow Agent. The holders of the Refunded Bonds shall be entitled to the same preferred claim and first lien upon the Escrowed Secu- rities, the proceeds thereof and all other assets of the Escrow Fund as are enjoyed by other beneficiaries of similar accounts. The amounts received by the Escrow Agent under this Escrow Agreement shall not be considered as a banking deposit by the City, and the Escrow Agent shall have no right or title with respect thereto except as escrow agent under the terms hereof. The amounts received by the Escrow Agent hereunder shall not be subject to warrants, drafts or checks drawn by the City. Section 3.05. Security for Cash Balances. Cash bal- ances from time to time on deposit in the Escrow Fund, to the extent not insured by the Federal Deposit Insurance Corpora- tion or its successor, shall be continuously secured by a pledge of direct obligations of, or obligations uncondition- ally guaranteed by, the United States of America, having a market value at least equal to such cash balances. ARTICLE IV REDEMPTION OF CERTAIN REFUNDED BONDS PRIOR TO MATURITY Section 4.01. Optional Redemption of Certain Refunded Bonds. The City has irrevocably exercised its option to call the bonds set forth below for redemption prior to maturity on the dates indicated. Such optional redemption shall be carried out in accordance with the ordinances authorizing the issuance of such bonds. The Escrow Agent is hereby au- thorized to provide funds therefor as set forth in Section 3.02 (a) hereof. Bonds To Be Redeemed Permanent Improvement Bonds, Series 1981 Maturities 1991 through 1994 Permanent Improvement Bonds, Series 1982 Maturities 1992 through 1996 Public Improvement Bonds, Series 1985 Maturities 1996 through 1998 -5- Redemption Date February 1, 1990 February 1, 1991 February 1, 1995 W 51126 -25 ARTICLE V LIMITATION ON INVESTMENTS Section 5.01. General. Except as herein otherwise expressly provided, the Escrow Agent shall not have any power or duty to invest any money held hereunder; or to make sub- stitutions of the Escrowed Securities; or to sell, transfer or otherwise dispose of the Escrowed Securities. Section 5.02. Reinvestment of Open Market Securities. At the written request of the City, the Escrow Agent is hereby authorized and directed to reinvest the proceeds of the Open Market Securities, including interest received and maturing principal, in direct obligations of the United States of America maturing no later than the date on which the proceeds are needed for transfer to the Paying Agents for the Refunded Bonds as contemplated by the Report. Any income or increment earned from such reinvestment which is not re- quired according to the schedules contained in the Report for the payment of the Refunded Bonds (that is any amount which on any payment date, after making all required transfers to the Paying Agents for the Refunded Bonds, is in excess of the amount shown in Schedule of the Report as the ending balance for such date) shall be transferred to the City. Section 5.03. Reinvestment of Proceeds of Book Entry Securities. The Escrow Agent is hereby directed to reinvest the proceeds of the Book Entry Securities at the times, in the amounts, bearing interest at the rates, and maturing on the dates, all as set out on of the Report. Section 5.04. Substitution of Securities. At the written request of the City, and upon compliance with the conditions hereinafter stated, the Escrow Agent shall sell, transfer, otherwise dispose of or request the redemption of all or any portion of the Escrowed Securities and apply the proceeds therefrom to purchase Refunded Bonds or direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America and which do not permit the redemption thereof at the option of the obligor. Any such transaction may be effected by the Escrow Agent only if (1) the Escrow Agent shall have received a written opinion from a recognized firm of certified public accountants that such transaction will not cause the amount of money and securities in the Escrow Fund to be reduced below an amount which will be sufficient, when added to the interest to accrue thereon, to provide for the payment of principal and interest on the remaining Refunded Bonds as they become due, and (2) the Escrow Agent shall have received the unqualified written legal opinion of nationally recognized bond counsel or tax counsel acceptable to the City and the Escrow Agent to the effect that such transaction will not cause any of the Refunding Bonds to be an "arbitrage bond" within the meaning of Section 103(c) of the Code. ARTICLE VI RECORDS AND REPORTS Section 6.01. Records. The Escrow Agent shall keep books of record and account in which complete and correct entries shall be made of all transactions relating to the receipts, disbursements, allocations and application of the -6- 51126 -26 money and Escrowed Securities deposited to the Escrow Fund and all proceeds thereof, and such books shall be available for inspection at reasonable hours and under reasonable conditions by the City and the holders of the Refunded Bonds. Section 6.02. Reports. For the period beginning on the Escrow Funding Date and ending on February 1, 1987, and for each twelve (12) month period thereafter while this Agreement remains in effect, the Escrow Agent shall prepare and send to the City, at the City's request, within thirty (30) days following the end of such period a written report summarizing all transactions relating to the Escrow Fund during such period, including, without limitation, credits to the Escrow Fund as a result of interest payments on or maturities of the Escrowed Securities and transfers from the Escrow Fund to the Paying Agents for the Refunded Bonds or otherwise, together with a detailed statement of all Escrowed Securities and the cash balance on deposit in the Escrow Fund as of the end of such period. Section 6.03. Notification. The Escrow Agent shall notify the City immed ately if at any time during the term of this agreement it determines that there is insufficient cash and Escrowed Securities in the Escrow Fund to provide for the transfer to the Paying Agents for the Refunded Bonds for timely payment of all interest on and principal of the Refunded Bonds. ARTICLE VII CONCERNING THE ESCROW AGENT Section 7.01. Representations. The Escrow Agent hereby represents that it has all necessary power and authority to enter into this Escrow Agreement and undertake the obliga- tions and responsibilities imposed upon it herein, and that it will carry out all of its obligations hereunder. Section 7.02. Limitation on Liability. The Escrow Agent shall not be liable for any action taken or neglected to be taken in good faith in the exercise of reasonable care and believed to be within the discretion or power conferred by this Escrow Agreement, nor shall it be responsible for the consequences of any error of judgment; and it shall not be answerable except for its own neglect or default, nor for any loss unless the same shall have been through their negligence or want of good faith. The liability of the Escrow Agent to transfer funds to the Paying Agents for the Refunded Bonds for the payments of the principal of and interest on the Refunded Bonds shall be limited to the proceeds of the Escrowed Securities and the cash balances from time to time on deposit in the Escrow Fund. Notwithstanding any provision contained herein to the contrary, the Escrow Agent shall have no liability whatsoever for the insufficiency of funds from time to time in the Escrow Fund or any failure of the obligor of the Escrowed Securities to make timely payment thereon, except for the obligation to notify the City promptly of any such occur- rence. The recitals herein and in the proceedings authorizing the Refunding Bonds shall be taken as the statements of the City and shall not be considered as made by, or imposing any obligation or liability upon, the Escrow Agent. In its -7- 51126 -27 capacity as Escrow Agent, it is agreed that the Escrow Agent need look only to the terms and provisions of this Escrow Agreement. The Escrow Agent makes no representation as to the value, condition or sufficiency of the Escrow Fund, or any part thereof, or as to the title of the City thereto, or as to the security afforded thereby or hereby, and the Escrow Agent shall incur no liability or responsibility with respect to any of such matters. It is the intention of the City and the Escrow agent that the Escrow Agent shall never be required to use or advance its own funds or otherwise incur personal financial liability in the performance of any of its duties or the exercise of any of its rights and powers hereunder. Unless it is specifically provided otherwise herein, the Escrow Agent has no duty to determine or inquire into the happening or occurrence of any event or contingency or the performance or failure of performance of the City with re- spect to arrangements or contracts with others, with the Escrow Agent's sole duty hereunder being to safeguard the Escrow Fund and to dispose of and deliver the same in accor- dance with this Escrow Agreement. If, however, the Escrow Agent is called upon by the terms of this Escrow Agreement to determine the occurrence of any event or contingency, the Escrow Agent shall be obligated, in making such determina- tion, only to exercise reasonable care and diligence, and in event of error in making such determination the Escrow Agent shall be liable only for its own misconduct or its negli- gence. In determining the occurrence of any such event or contingency the Escrow Agent may request from the City or any other person such reasonable additional evidence as the Escrow Agent in its discretion may deem necessary to deter- mine any fact relating to the occurrence of such event or contingency, and in this connection may make inquiries of, and consult with the City, among others, at any time. Section 7.03. Compensation. (a) On the Escrow Funding Date the City will pay the Escrow Agent, as a fee for per- forming the services hereunder and for all expenses incurred or to be incurred by the Escrow Agent in the administration of this Escrow Agreement, and for its services in its capa- city as a Paying Agent for the Refunded Bonds, the sum of $ If the Escrow Agent is requested to perform any extraordinary services hereunder, the City hereby agrees to pay reasonable fees to the Escrow Agent for such extraordi- nary services and to reimburse the Escrow Agent for all expenses incurred by the Escrow Agent in performing such extraordinary services. It is expressly provided that the Escrow Agent shall look only to the City for the payment of such additional fees and reimbursement of such additional expenses. The Escrow Agent hereby agrees that in no event shall it ever assert any claim or lien against the Escrow Fund for any fees for its services, whether regular, addi- tional or extraordinary, as Escrow Agent, or in any other capacity, or for reimbursement for any of its expenses. Section 7.04. Successor Escrow Agents. If it any time the Escrow Agent or its legal successor or successors should cease to be the Escrow Agent hereunder, a vacancy shall forthwith exist hereunder in the office of the Escrow Agent. Any successor Escrow Agent appointed by the City shall succeed, without further act, to all the rights, immunities, -8- 51126 -28 powers and trusts of the predecessor Escrow Agent hereunder. Upon the request of any such successor Escrow Agent, the City shall execute any and all instruments in writing for more fully and certainly vesting in and confirming to such successor Escrow Agent all such immunities, rights, powers and duties. The Escrow Agent shall pay over to its successor Escrow Agent a proportional part of the Escrow Agent's fee hereunder equal to the portion of such fee attributable to duties to be performed after the date of succession. ARTICLE VIII MISCELLANEOUS Section 8.01. Notices. Any notice, authorization, request, or demand requ —i ed or permitted to be given here- under shall be in writing and shall be deemed to have been duly given when mailed by registered or certified mail, postage prepaid addressed as follows: To the Escrow Agent: First City National Bank of Houston Post Office Box 809 Houston, Texas 77001 Attention: Corporate Trust Department To the City: The City of Baytown, Texas Post Office Box 424 Baytown, Texas 77520 Attention: Mayor The United States Post Office registered or certified mail receipt showing delivery of the aforesaid shall be conclusive evidence of the date and fact of delivery. Any party hereto may change the address to which notices are to be delivered by giving to the other parties not less than ten days prior notice thereof. Section 8.02. Termination of Escrow Agent's Obliga- tions. Upon the taking by the Escrow Agent of all the actions as described herein, the Escrow Agent shall have no further obligations or responsibilities hereunder to the City, the holders of the Refunded Bonds or to any other person or persons in connection with this Escrow Agreement. Section 8.03. Binding Agreement. This Escrow Agreement shall be binding upon the City, and the Escrow Agent and their respective successors and legal representatives, and shall inure solely to the benefit of the holders of the Refunded Bonds, the City, the Escrow Agent and their respec- tive successors and legal representatives. Section 8.04. Severabilit . In case any one or more of the provisions contained in this Escrow Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provisions of this Escrow Agree- ment, but this Escrow Agreement shall be construed as if such invalid or illegal or unenforceable provision had never been contained herein. -9- 51126 -29 Section 8.05. Governing Law. This Escrow Agreement shall be governed exclusively by the provisions hereof and by the applicable laws of the State of Texas. Section 8.06. Time of Essence. Time shall be of the essence in t e performance of obligations from time to time imposed upon the Escrow Agent by this Escrow Agreement. Executed as of November 26, 1985, but effective as set forth herein. ATTEST: City Clerk (SEAL) ATTEST: Assistant Cashier (SEAL) THE CITY OF BAYTOWN, TEXAS 4e-�M�ayor� FIRST CITY NATIONAL BANK OF HOUSTON, as Escrow Agent and Paying Agent By Vice President and Trust Officer -10- 51126 -30 Minutes of the Regular Meeting - November 26, 1985 Consider Proposed Ordinance, Authorizing the Issuance of City of Baytown, Texas, Certificate of Obligation, Series 1985 THE STATE OF TEXAS X COUNTIES OF HARRIS AND CHAMBERS X CITY OF BAYTOWN X We, the undersigned officers of the CITY OF BAYTOWN, TEXAS (the "City "), hereby certify as follows: The City Council of the City convened in special meeting on the 26th day of November, 1985, at the regular meeting place thereof, within the City, and the roll was called of the duly constituted officers and members of the City Council and the City Clerk to -wit: Emmett 0. Hutto Mayor Perry M. Simmons Councilman Roy L. Fuller Councilman Fred T. Philips Councilman Jimmy Johnson Councilman Gerald E. Dickens Councilman Ronald G. Embry Councilman Eileen P. Hall City Clerk and all said persons were present, except the following absentees: Gerald Dickens, thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written ORDINANCE AUTHORIZING THE ISSUANCE OF $250,000 CITY OF BAYTOWN, TEXAS, CERTIFICATES OF OBLIGATION, SERIES 1985 (the "Ordinance ") was duly introduced for the consideration of the City Council and read in full. It was then duly moved and seconded that the Ordinance be adopted; and, after due discussion, said motion, carrying with it the adoption of the Ordinance, prevailed and carried by the following vote: AYES: All members of the City Council shown present above voted "Aye ". NAYS: None. (For Certificate and Full Text of Ordinance, see page 51126 -31) Council expressed the desire that the public be informed that the purchase of this land is to assure future development of city facilities in this area. At some point in the future, it will be necessary to move the Municipal Court or a segment of the Police Department operation to that area. This facility is already very overcrowded and the need for expansion is evident. Also, the point was made that a study had been made of comparable sales in the area, and the cost per square foot is comparable to other sales in the area. 51126 -31 CERTIFICATE FOR ORDINANCE THE STATE OF TEXAS § COUNTIES OF HARRIS AND CHAMBERS § CITY OF BAYTOWN § We, the undersigned officers of the CITY OF BAYTOWN, TEXAS (the "City "), hereby certify as follows: 1. The City Council of the City convened in special meeting on the 26th day of November, 1985, at the regular meeting place thereof, within the City, and the roll was called of the duly constituted offi- cers and members of the City Council and the City Clerk, to -wit: Emmett 0. Hutto Mayor Perry M. Simmons Councilman Roy L. Fuller Councilman Fred T. Philips Councilman Jimmy Johnson Councilman Gerald E. Dickens Councilman Ronald G. Embry Councilman Eileen P. Hall City Clerk and all of said persons were present, except the following absentees: Gerald Dickens , thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written ORDINANCE AUTHORIZING THE ISSUANCE OF $250,000 CITY OF BAYTOWN, TEXAS, CERTIFICATES OF OBLIGATION, SERIES 1985 (the "Ordinance ") was duly introduced for the consideration of the City Council and read in full. It was then duly moved and seconded that the Ordinance be adopted; and, after due discussion, said motion, carrying with it the adoption of the Ordinance, prevailed and carried by the following vote: AYES: All members of the City Council shown present above voted "Aye ". NAYS: None. 2. That a true, full and correct copy of the Ordinance adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that the Ordinance has been duly recorded in the City Council's minutes of said meeting; that the above and foregoing paragraph is a true, full and correct excerpt from the City Council's minutes of said meeting pertaining to the adoption of the Ordinance; that the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of the City Council as indicated therein; that each of the officers and members of the City Council was duly and sufficiently notified officially and personally, in advance, of the date, hour, place and subject of the aforesaid meeting, and that the Ordinance would be introduced and considered for adoption at said meeting, and each of said officers and members consented, in advance, to the holding of such meeting for such purpose; that said meeting was open to the public as required by law; and that public notice of the date, hour, place and subject of said meeting was given as required by Vernon's Article 6252 -17, as amended. SIGNED AND SEALED this 26th day of No ember, 1985. City Clerk Mayor (SEAL) 51126 -32 ORDINANCE NO. 4325 ORDINANCE AUTHORIZING THE ISSUANCE OF $250,000 CITY OF BAYTOWN, TEXAS, CERTIFICATES OF OBLIGATION, SERIES 1985 THE STATE OF TEXAS S COUNTIES OF HARRIS AND CHAMBERS $ CITY OF BAYTOWN S WHEREAS, the City Council of the CITY OF BAYTOWN, TEXAS (the "City ") , authorized the publication of a notice of in- tention to issue certificates of obligation to the effect that the City Council would meet on November 26, 1985, to adopt an ordinance and take such other action as may be deemed necessary to authorize the issuance of certificates of obligation, payable from City ad valorem taxes, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of purchasing land for public buildings for the City, and the cost of professional services incurred in connection therewith; and WHEREAS, such notice was published at the times and in the manner required by the Constitutions and laws of the State of Texas and of the United States of America, respec- tively, particularly Article 2368a.1, Vernon's Texas Civil Statutes, as amended; and WHEREAS, no petition or other request has been filed with or presented to any official of the City requesting that any of the proceedings authorizing such certificates of obligation be submitted to a referendum or other election; THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1. Throughout this ordinance the following terms and expressions as used herein shall have the meanings set forth below: The term "Certificates" or "Series 1985 Certificates" shall mean the Series 1985 Certificates authorized in this Ordinance, unless the context clearly indicates otherwise. The term "City" shall mean the City of Baytown, Texas. The term "Construction Fund" shall mean the construction fund established by the City pursuant to Section 8 of this Ordinance. The term "Interest and Sinking Fund" shall mean the interest and sinking fund established by the City pursuant to Section 6 of this Ordinance. The term "Interest Payment Date ", when used in connec- tion with any Certificate, shall mean August 1, 1986, and each February 1 and August 1 thereafter until maturity. The term Ordinance as used herein and in the Certifi- cates shall mean this ordinance authorizing the Certificates. The term "Owner" shall mean any person who shall be the registered owner of any outstanding Certificates. The term "Paying Agent" shall mean the Registrar. 51126 -33 The term "Record Date" shall mean, for any Interest Payment Date, the 15th calendar date of the month next pre- ceding such Interest Payment Date. The term "Register" shall mean the books of registration kept by the Registrar in which are maintained the names and addresses of and the principal amounts registered to each Owner. The term "Registrar" shall mean the INTERFIRST BANK HOUSTON, N.A., Houston, Texas, and its successors in that capacity. Section 2. The Certificates shall be issued in fully registered form, without coupons, in the total authorized aggregate amount of Two Hundred Fifty Thousand Dollars ($250,000) for the purpose of evidencing the indebtedness of the City for all or any part of the cost of purchasing land for public buildings for the City, and the cost of profes- sional services incurred in connection therewith. Section 3. (a) The Certificates shall be designated as the "CITY OF BAYTOWN, TEXAS, CERTIFICATES OF OBLIGATION, SERIES 1985 ", and shall be dated December 1, 1985. The Cer- tificates shall bear interest from the later of December 1, 1985, or the most recent Interest Payment Date to which in- terest has been paid or duly provided for, calculated on the basis of a 360 day year of twelve 30 day months, interest payable on August 1, 1986, and semiannually thereafter on February 1 and August 1 of each year until maturity. (b) The Certificates shall be issued bearing the numbers, in the principal amounts, and bearing interest at the rates set forth in the following schedule, and may be transferred and exchanged as set out in this Ordinance. The Certificates shall mature on February 1 in each of the years and in the amounts set out in such schedule. Certificates delivered in transfer of or in exchange for other Certifi- cates shall be numbered in order of their authentication by the Registrar, shall be in the denomination of $5,000 or integral multiples thereof, and shall mature on the same date and bear interest at the same rate as the Certificate or Certificates in lieu of which they are delivered. Certificate Number Principal Interest Year Amount Rate R- 1 1987 $ 50,000 7.375% R- 2 1988 50,000 7.375% R- 3 1989 50,000 7.375% R- 4 1990 50,000 7.375% R- 5 1991 50,000 7.375% "* (c) The Certificates shall be signed by the Mayor of the City and countersigned by the City Clerk of the City, by their manual, lithographed, or facsimile signatures, and the official seal of the City shall be impressed or placed in facsimile thereon. Such facsimile signatures on the Certifi- cates shall have the same effect as if each of the Certifi- cates had been signed manually and in person by each of said officers, and such facsimile seal on the Certificates shall have the same effect as if the official seal of the City had been manually impressed upon each of the Certificates. If any officer of the City whose manual or facsimile signature shall appear on the Certificates shall cease to be such -2- 51126 -34 officer before the before the delivery facsimile signature cient for all purpo such office. authentication of such Certificates or of such Certificates, such manual or shall nevertheless be valid and suffi- ces as if such officer had remained in (d) Only such Certificates as shall bear thereon either (i) the manually executed registration certificate of the Comptroller of Public Accounts of Texas substantially in the form provided in Section 5(b) of this Ordinance or (ii) a certificate of authentication, substantially in the form provided in Section 5(c) of this Ordinance, manually executed by an authorized officer of the Registrar, shall be entitled to the benefits of this Ordinance or shall be valid or obli- gatory for any purpose. Such duly executed certificate of authentication shall be conclusive evidence that the Certifi- cate so authenticated was delivered by the Registrar here- under. (e) The Registrar is hereby appointed as the paying agent for the Certificates. The principal of the Certifi- cates shall be payable, without exchange or collection charges, in any coin or currency of the United States of America, which, on the date of payment, is legal tender for the payment of debts due the United States of America, upon their presentation and surrender as they become due and pay- able, at the principal corporate trust office of the Regis- trar. The interest on each Certificate shall be payable by check or draft payable on the Interest Payment Date mailed by the Registrar on or before each Interest Payment Date to the Owner of record as of the Record Date, to the address of such Owner as shown on the Register. (f) The City, the Registrar and any other person may treat the person in whose name any Certificate is registered as the absolute owner of such Certificate for the purpose of making and receiving payment of the principal thereof and for the further purpose of making and receiving payment of the interest thereon, and for all other purposes, whether or not such Certificate is overdue, and neither the City nor the Registrar shall be bound by any notice or knowledge to the contrary. All payments made to the person deemed to be the Owner of any Certificate in accordance with this Section 3(f) shall be valid and effectual and shall discharge the lia- bility of the City and the Registrar upon such Certificate to the extent of the sums paid. (g) So long as any Certificates remain outstanding, the Registrar shall keep the Register at its principal corporate trust office in which, subject to such reasonable regulations as it may prescribe, the Registrar shall provide for the registration and transfer of Certificates in accordance with the terms of this Ordinance. Each Certificate shall be transferable only upon the presentation and surrender thereof at the principal corporate trust office of the Registrar, duly endorsed for transfer, or accompanied by an assignment duly executed by the registered Owner or his authorized representative in form satisfactory to the Registrar. Upon due presentation of any Certificate for transfer, the Registrar shall authenticate and deliver in exchange therefor, within 72 hours after such presentation, a new Certificate or Certificates, registered in the name of the transferee or transferees, in authorized denominations and of the same maturity and aggregate principal amount and -3- 51126 -35 bearing interest at the same rate as the Certificate or Cer- tificates so presented. All Certificates shall be exchangeable upon presentation and surrender thereof at the principal corporate trust office of the Registrar for a Certificate or Certificates of the same maturity and interest rate and in any authorized denom- ination, in an aggregate principal amount equal to the unpaid principal amount of the Certificate or Certificates presented for exchange. The Registrar shall be and is hereby autho- rized to authenticate and deliver exchange Certificates in accordance with the provisions of this Section 3(g). Each Certificate delivered in accordance with this Section 3(g) shall be entitled to the benefits and security of this Ordinance to the same extent as the Certificate or Certifi- cates in lieu of which such Certificate is delivered. The City or the Registrar may require the Owner of any Certificate to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with the transfer or exchange of such Certificate. Any fee or charge of the Registrar for such transfer or exchange shall be paid by the City. The Registrar shall not be required to transfer or exchange any Certificate during a period beginning at the opening of business 15 calendar days prior to the first mailing of a notice of redemption of Certificates and ending at the close of business on the day of such mailing. (h) All Certificates paid or redeemed in accordance with this Ordinance, and all Certificates in lieu of which exchange Certificates or replacement Certificates are authen- ticated and delivered in accordance herewith, shall be cancelled and destroyed upon the making of proper records regarding such payment or redemption. The Registrar shall furnish the City with appropriate certificates of destruction of such Certificates. (i) Upon the presentation and surrender to the Regis- trar of a mutilated Certificate, the Registrar shall authen- ticate and deliver in exchange therefor a replacement Cer- tificate of like maturity, interest rate and principal amount, bearing a number not contemporaneously outstanding. The City or the Registrar may require the Owner of such Certificate to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection there- with and any other expenses connected therewith, including the fees and expenses of the Registrar. If any Certificate is lost, apparently destroyed, or wrongfully taken, the City, pursuant to the applicable laws of the State of Texas and in the absence of notice or knowl- '' edge that such Certificate has been acquired by a bona fide purchaser, shall execute and the Registrar shall authenticate and deliver a replacement Certificate of like maturity, in- terest rate and principal amount, bearing a number not con- temporaneously outstanding, provided that the Owner thereof shall have: (1) furnished to the City and the Registrar satisfactory evidence of the ownership of and the circumstances of the loss, destruction or theft of such Certificate; -4- 51126 -36 (2) furnished such security or indemnity as may be required by the Registrar and the City to save them harmless; (3) paid all expenses and charges in connection therewith, including, but not limited to, printing costs, legal fees, fees of the Registrar and any tax or other governmental charge that may be imposed; and (4) met any other reasonable requirements of the City and the Registrar. If, after the delivery of such replacement Certificate, a bona fide purchaser of the original Certificate in lieu of which such replacement Certificate was issued presents for payment such original Certificate, the City and the Registrar shall be entitled to recover such replacement Certificate from the person to whom it was delivered or any person taking therefrom, except a bona fide purchaser, and shall be en- titled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the City or the Registrar in connection there- with. If any such mutilated, lost, apparently destroyed or wrongfully taken Certificate has become or is about to become due and payable, the City in its discretion may, instead of issuing a replacement Certificate, authorize the Registrar to pay such Certificate. Each replacement Certificate delivered in accordance with this Section 3(i) shall be entitled to the benefits and security of this Ordinance to the same extent as the Certifi- cate or Certificates in lieu of which such replacement Cer- tificate is delivered. Section 4. (a) The Certificates shall be in substan- tially the following form, with such additions, deletions and variations as may be necessary or desirable and permitted by this Ordinance: (Face of Certificate) UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF HARRIS AND CHAMBERS NUMBER R- REGISTERED CITY OF BAYTOWN, TEXAS Certificate of Obligation, Series 1985 INTEREST RATE: REGISTERED OWNER: PRINCIPAL AMOUNT: MATURITY DATE: THE CITY OF BAYTOWN, TEXAS (the to the Registered Owner identified assigns, on the date specified above -5- ISSUE DATE: DENOMINATION REGISTERED CUSIP: DOLLARS "City ") promises to pay above, or registered upon presentation and 51126 -37 surrender of this certificate at the principal corporate trust office of the INTERFIRST BANK HOUSTON, N.A., Houston, Texas, (the "Registrar"), the principal amount identified above, payable in any coin or currency of the United States of America which on the date of payment of such principal is legal tender for the payment of debts due the United States of America, and to pay interest thereon at the rate shown above, calculated on the basis of a 360 day year of twelve 30 day months, from the later of December 1, 1985, or the most recent interest payment date to which interest has been paid or duly provided for. Interest on this certificate is payable by check or draft payable on August 1, 1986, and semiannually thereafter on each February 1 and August 1, mailed to the registered owner as shown on the books of registration kept by the Registrar as of the 15th calendar date of the month next preceding each interest payment date. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS CERTIFICATE SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL HAVE THE SAME FORCE AND EFFECT AS IF SET FORTH AT THIS PLACE. IN WITNESS WHEREOF, this certificate has been signed with the manual or facsimile signature of the Mayor of the City and countersigned with the manual or facsimile signature of the City Clerk of the City, and the official seal of the City has been duly impressed, or placed in facsimile, on this certificate. (AUTHENTICATION CERTIFICATE) (SEAL) CITY OF BAYTOWN, TEXAS Mayor City Clerk (Back Panel of Certificate) THIS CERTIFICATE is one of a duly authorized issue of Certificates, aggregating $250,000 (the "Certificates "), issued in accordance with the Constitution and laws of the State of Texas, particularly Article 2368a.1, Vernon's Texas Civil Statutes, as amended, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of purchasing land for public buildings for the City, and the cost of professional services incurred in connection there- with, and pursuant to an ordinance duly adopted by the City Council of the City (the "Ordinance "), which Ordinance is of record in the official minutes of said City Council. THIS CERTIFICATE is transferable only upon presentation and surrender at the principal corporate trust office of the Registrar, duly endorsed for transfer or accompanied by an assignment duly executed by the registered owner or his au- thorized representative, subject to the terms and conditions of the Ordinance. THE CERTIFICATES are exchangeable at the principal cor- porate trust office of the Registrar in the principal amount of $5,000 or any integral multiple thereof, subject to the terms and conditions of the Ordinance. THE REGISTRAR shall not be required to transfer or exchange any Certificate during a period beginning at the -6- 51126 -38 opening of business fifteen (15) calendar days prior to the first mailing of a notice of redemption of Certificates and ending at the close of business on the day of such mailing. THIS CERTIFICATE shall not be valid or obligatory for any purpose or be entitled to any benefit under the Ordinance unless this Certificate either (i) is registered by the Comp- troller of Public Accounts of the State of Texas by registra- tion certificate endorsed hereon or (ii) is authenticated by the Registrar by due execution of the authentication certifi- cate endorsed hereon. IT IS HEREBY certified, recited and covenanted that this Certificate has been duly and validly issued and delivered; that all acts, conditions and things required or proper to be performed, to exist and to be done precedent to or in the issuance and delivery of this Certificate have been performed, exist and have been done in accordance with law; and that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Certificate, as such interest comes due and such principal matures, have been levied and ordered to be levied against all taxable property in the City within the limits prescribed by the Constitution and laws of the State of Texas, and have been pledged irrevo- cably for such payment; that this Certificate shall be a debt of the City within the meaning of Article XI, Sections 5 and 7 of the Constitution of Texas; and that, when delivered, this Certificate shall be deemed and construed (i) to be a "Security" within the meaning of Chapter 8, Investment Securities, Uniform Commercial Code (Chapter 785, Acts of the 60th Legislature, Regular Session, 1967) , and (ii) to be a general obligation of the City within the meaning of Chapter 784, Acts of the 61st Legislature of Texas, Regular Session, 1969. THE CITY has reserved the right to issue additional parity certificates, and said certificates may be payable from the same source, secured in the same manner and placed on a parity with this Certificate and the series of which it is a part, all as set forth in the Ordinance. (b) Certificates No. R -1 through R -5 shall be regis- tered by the Comptroller of Public Accounts of the State of Texas, as provided by law. The registration certificate of the Comptroller of Public Accounts shall be printed on Certificates R -1 through R -5 and shall be in substantially the following form: COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. I HEREBY CERTIFY THAT this certificate has been exam- ined, certified as to validity, and approved by the Attorney General of the State of Texas, and that this certificate has been registered by the Comptroller of Public Accounts of the State of Texas. WITNESS MY SIGNATURE AND SEAL this xxxxxxxxxx Comptroller of Public Accounts (SEAL) of the State of Texas (c) The following form of authentication certificate shall be printed on the face of each of the Certificates: -7- 51126 -39 Registration Date: AUTHENTICATION CERTIFICATE This Certificate is one of the Certificates described in and delivered pursuant to the within - mentioned Ordinance. INTERFIRST BANK HOUSTON, N.A. Houston, Texas By Authorized Signature (d) The following form of assignment shall be printed on the back of each of the Certificates: ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns, and transfers unto (print or typewrite name, address, and zip code of transferee): (Social Security or other identifying number: ) the within certificate and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer said certificate on the books kept for registration thereof, with full power of substitution in the premises. DATED: Signature Guaranteed: Registered Owner NOTICE: The signature on this assignment must correspond with the name of the registered owner as it appears on the face of the within certificate in every particular. Section 5. The approving opinion of Vinson & Elkins, Houston, Texas, and CUSIP Numbers may be printed on the Certificates, but errors or omissions in the printing of such opinion or such numbers shall have no effect on the validity of the Certificates. Section 6. The proceeds from all taxes levied, assessed and collected for and on account of the Certificates autho- rized by this Ordinance shall be deposited, as collected, in a special fund to be designated "City of Baytown, Texas, Certificates of Obligation, Series 1985, Interest and Sinking Fund ". While said Certificates or any part of the principal thereof or interest thereon remain outstanding and unpaid, there is hereby levied and there shall be annually levied, assessed and collected in due time, form and manner, and at the same time other City taxes are levied, assessed and col- lected, in each year, beginning with the current year, a continuing direct annual ad valorem tax upon all taxable property in said City sufficient to pay the current interest on said Certificates as the same becomes due, and to provide and maintain a sinking fund adequate to pay the principal of the Certificates as such principal matures but never less than two percent (2 %) of the original principal amount of the Certificates each year, full allowance being made for delin- quencies and costs of collection, and said taxes when col- lected shall be applied to the payment of the interest on and -8- 51126 -40 principal of said Certificates and to no other purpose. In addition, interest accrued from the date of the Certificates until their delivery, and premium if any, is to be deposited in such fund. Section 7. After the Certificates to be initially issued shall have been executed, it shall be the duty of the Mayor of the City to deliver the Certificates to be initially issued and all pertinent records and proceedings to the Attorney General of Texas, for examination and approval by the Attorney General. After the Certificates to be initially issued shall have been approved by the Attorney General, they shall be delivered to the Comptroller of Public Accounts of the State of Texas for registration. Upon registration of the Certificates to be initially issued, the Comptroller of Public Accounts (or a deputy lawfully designated in writing to act for the Comptroller) shall manually sign the Comptrol- ler's Registration Certificate prescribed herein to be printed and endorsed on the Certificates to be initially issued, and the seal of said Comptroller shall be impressed, or placed in facsimile, thereon. Section 8. The sale of the Certificates to MASTERSON & CO. , (herein referred to as the "Purchaser") at the price of par and accrued interest thereon to date of delivery, plus a premium of $ -0- , is hereby authorized, approved, ratified and confirmed, subject to the unqualified approving opinion as to the legality of the Certificates of the Attorney General of the State of Texas, and of Vinson & Elkins, Houston, Texas, market attorneys. It is hereby found and determined that such price is the best price reasonably obtainable by the City after advertisement as provided by law. Proceeds from the sale of the Certificates shall immedi- ately be deposited in a special fund designated the "Con- struction Fund ", and shall be disbursed solely in connection with the purposes for which the Certificates are authorized to be issued. Section 9. So long as any of the Certificates are out - stand7ing the City covenants and agrees that it will keep proper books of record and account in which full, true and correct entries will be made of all dealings, activities and transactions relating to the Certificates and the funds created pursuant to this Ordinance, and all books, documents and vouchers relating thereto shall at all reasonable times be made available for inspection upon request of any holder of any of the Certificates. Section 10. The City certifies that based upon all facts and estimates now known or reasonably expected to be in existence on the date the Certificates initially issued are delivered and paid for, the City reasonably expects that the proceeds of the Certificates will not be used in a manner that would cause the Certificates or any portion of the Cer- tificates to be an "arbitrage certificate" under Section 103(c)(2) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed thereunder. Furthermore, all officers, employees and agents of the City are authorized and directed to provide certifications of facts and estimates that are material to the reasonable expectations of the City as of the date the Certificates initially issued are de- livered and paid for. In particular, all or any officers of the City are authorized to certify for the City the facts and -9- 51126 -41 circumstances and reasonable expectations of the City on the date the Certificates initially issued are delivered and paid for regarding the amount and use of the proceeds of the Cer- tificates. Moreover, the City covenants that it shall make such use of the proceeds of the Certificates, regulate in- vestments of proceeds of the Certificates and take such other and further actions as may be required so that the Certifi- cates shall not be "arbitrage bonds" under Section 103(c)(2) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed from time to time thereunder. Section 11. It is hereby officially found and deter- mined that an emergency and urgent public necessity exist relating to the immediate preservation of the public peace, health, safety and welfare, and because the proceeds from the sale of the Certificates are required as soon as possible for necessary and urgently needed improvements; that such emer- gency and necessity require the adoption of this Ordinance and the holding of the meeting, or meetings, at which this Ordinance is adopted at the time or times and place held; the meeting, or meetings, at which this Ordinance was adopted was or were open to the public, and public notice of the time, place and purpose of said meeting, or meetings, was given, all as required by Vernon's Ann. Tex. Civ. St. Article 6252 -17, as amended; and that such notice or notices as given are hereby authorized, approved, adopted and ratified. Section 12. This Ordinance shall be in force and effect from and after its final passage, and it is so ordered. Section 13. (a) The Registrar, by undertaking the per- formance of the duties of the Registrar and in consideration of the payment of fees and /or deposits of money pursuant to this Ordinance and a Paying Agent /Registrar Agreement, accepts and agrees to abide by the terms of this Ordinance and such Agreement. The City hereby approves the Paying Agent /Registrar Agreement. (b) The City reserves the right to replace the Regis- trar or its successor at any time. If the Registrar is replaced by the City, the new Registrar shall accept the previous Registrar's records and act in the same capacity as the previous Registrar. Any successor Registrar shall be either a national or state banking institution and a corpora- tion organized and doing business under the laws of the United States of America or any State authorized under such laws to exercise trust powers and subject to supervision or examination by Federal or State authority. PASSED AND APPROVED this 26th day of November, 1985. /s/ Emmett 0. Hutto ATTEST: Mayor CITY OF BAYTOWN, TEXAS /s/ Eileen P. Hall City Clerk CITY OF BAYTOWN, TEXAS APPROVED: /s/ Randall B. Strong (SEAL) City Attorney CITY OF BAYTOWN, TEXAS -10- 51126 -42 Minutes of the Regular Meeting - November 26, 1985 Consider Proposed Ordinance, Approving Industrial District Agreement With Hoesch Tubular Products This item will be considered at a future meeting. Consider Proposed Ordinance, Amending the Auto Wrecker Ordinance to Provide Boundary Limits for Storage of Vehicles, and Don W. Graham Will Appear in This Regard The administration had prepared two ordinances for con- sideration. One provided that storage of vehicles could only be within the corporate limits of the City of Baytown, while the other provided that the storage facility would be within the corporate limits of the City of Baytown or within the area bounded by the San Jacino River and bays on the west, the bays on the south, Cedar Bayou Stream and State Highway 146 on the east, and Interstate Highway 10 on the north, or property immediately contiguous to said Highway 146 or Interstate 10. Councilman Simmons moved for adoption of the ordinance which expands the acceptable storage area; Councilman Johnson seconded the motion. Council inquired if the ordinance could be misinterpreted to indicate that one could have a storage facility along Interstate 10 in Beaumont. The city attorney responded that the intent of council is to expand the area that a storage lot may be located which area must be contiguous to the corporate limits of the City of Baytown. Since the minutes= will reflect this, there should be no problem with establish- ing the intent of council. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None ORDINANCE NO. 4326 AN ORDINANCE AMENDING CHAPTER 6, "AUTO WRECKERS," OF THE CODE OF ORDINANCES OF THE CITY OF BAYTOWN BY REQUIRING STORAGE FACILITIES WITHIN THE CITY LIMITS OR THE AREA BOUNDED BY THE RIVER AND BAYS ON THE WEST AND SOUTH AND CEDAR BAYOU AND HIGHWAY 146 ON THE WEST AND INTERSTATE 10 ON THE NORTH OR IMMEDIATELY CONTIGUOUS THERETO; MAKING IT UNLAWFUL TO VIOLATE THE PROVISIONS OF THIS CHAPTER; CONTAINING A REPEALING CLAUSE; CONTAINING A SAVINGS CLAUSE; PROVIDING FOR A PENALTY; PROVIDING FOR THE PUBLICATION AND EFFECTIVE DATE HEREOF. 51126 -43 Minutes of the Regular Meeting - November 26, 1985 Consider Proposed Ordinance, Adding Chapter 13h, "Food Service Manager's Certification" The Health Department requested that council consider the establishment of a Food Service Manager's Certification Program for the following reasons: 1. This has been a very effective means of improving sanitary operation of food establishments. 2. The food industry is the nation's fourth largest industry. Over 80 million meals are served per day in the United States. 3. Food -borne illness is still a major public health problem with over 10,000 cases reported annually and between 1 and 2 million unreported cases annually. The program will be management sponsored employee training and will be offered on -site by the Baytown Health Depart- ment. By doing this, the department feels that this will aid management in the instruction of employees in food sanitation and help the department to act as an advisor instead of an authority figure. The recommended basic charge for this service would be either $45 per manager or $50 per manager. The council packet contained a list of projected costs for the first year of operation. The health department has given this program to the school district foodhandlers and the average score was 86. The program is an 8 hour program which would be administered by the health department. There are 350 food establishments in Baytown. After each place has at least one qualified foodhandler, the department would begin to schedule others that the industry might want to have certified. Once certi- fied, the certificate is good for three years and then must be renewed. The renewal would be no problem unless the department had had problems with the manner in which food had been handled at that establishment. In response to inquiry from council, Howard Brister, Chief Sanitarian, explained that presently the health department staff is reviewing the "Food and Food Establish- ment" chapter of the code for revision. Council had many questions concerning the establishment of this program, and several expressed the thought that the program should be voluntary rather than mandatory. The point was made that perhaps certification every three years was not realistic. Another matter discussed was the rapid turn over in the industry which would make a program like this difficult to administer. It was suggested that perhaps the program could be used much like defensive driving is used when one receives a traffic citation. 51126 -44 Minutes of the Regular Meeting - November 26, 1985 Councilman Simmons pointed out that the present system seems to be working effectively; therefore, he felt that no action should be taken and the program could be operated on a strictly voluntary basis. He moved to table the matter; Councilman Johnson seconded the motion. The vote follows: Ayes: Council members Embry and Fuller Mayor Hutto Nays: None Philips, Johnson, Simmons, Consider Proposed Ordinance, Approving a Blanket Interlocal Agreement with Houston - Galveston Area Council for the Purchase of Items Bid Through a Cooperative Purchasing Program The present Interlocal Agreement with Houston - Galveston Area Council for purchase of items bid through a cooperative purchasing program has expired. The administration recommended approval of the ordinance. Councilman Embry moved for adoption of the ordinance; Councilman Fuller seconded the motion. In response to an inquiry from council, Pete Cote, Purchasing Agent, said that he had forwarded a list of local vendors to Houston - Galveston Area Council. Councilman Philips asked that council be apprised of the cost savings realized through use of the cooperative purchasing program. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry, and Fuller Mayor Hutto Nays: None ORDINANCE NO. 4327 AN ORDINANCE AUTHORIZING AND DIRECTING THE CITY MANAGER TO EXECUTE AND THE CITY CLERK TO ATTEST TO AN INTERLOCAL AGREEMENT WITH THE HOUSTON - GALVESTON AREA COUNCIL APPOINTING THE HOUSTON - GALVESTON AREA COUNCIL AS THE CITY'S PURCHASING AGENT FOR CERTAIN ITEMS AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. 51126 -45 Minutes of the Regular Meeting - November 26, 1985 Consider Proposed Ordinance, Awarding Bid for Annual Masonry, Lumber, Paint and Construction Materials Contract The administration recommended that the ordinance be adopted awarding the bid for the annual masonry, lumber, paint and construction materials as follows: (1) Item No. 1 to Lowe's for the amount of Nine Thousand Four Hundred Thirteen and 60/100 ($9,413.60) Dollars, (2) Items No. 2 and 4 to Deer Park Lumber for the amount of Twenty -Seven Thousand Five Hundred Twenty -Seven and 75/100 ($27,527.75) Dollars, and (3) Item No. 3 to Sherwin Williams for the amount of Two Thousand Three Hundred Sixty Seven and No /100 ($2,367.00). Councilman Johnson moved to adopt the ordinance; Coun- cilman Philips seconded the motion. Councilman Philips and Mayor Hutto inquired if perhaps the administration couldn't check into whether there would be some method to offer the local vendors a preference over those bidding from out of the city. Councilman Embry concurred with the sentiment behind wanting to offer the local vendors a preference, but pointed to the fact that the bidding process affords the citizens the very best price for their tax dollars; therefore, he wasn't sure that the citizens would want to spend more money than necessary to award the bid to a local vendor. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None ORDINANCE NO. 4328 AN ORDINANCE ACCEPTING THE BID OF LOWE'S, DEER PARK LUMBER AND SHERWIN WILLIAMS FOR THE ANNUAL MASONRY, LUMBER, PAINT AND CONSTRUCTION MATERIALS CONTRACT AND AUTHORIZING THE PAYMENT BY THE CITY OF BAYTOWN OF THE SUM OF THIRTY -NINE THOUSAND THREE HUNDRED EIGHT AND 35/100 ($39,308.35) DOLLARS. For bid tabulation, see Attachment "A." Consider Proposed Ordinance, Endorsing the Approval to Purchase Parts for Emergency Pump Repairs From the Sole Source Available The city manager requested approval of his authorization to purchase parts for the repair of a sludge pump on an emergency basis from G.R. Haley Company as the sole source of said parts. Councilman Simmons moved to adopt the ordinance; Councilman Johnson seconded the motion. The vote follows: 51126 -46 Minutes of the Regular Meeting - November 26, 1985 Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None ORDINANCE NO. 4329 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, DECLARING THAT AN EMERGENCY SITUATION EXISTS, AUTHORIZING THE PAYMENT OF THE SUM OF TWO THOUSAND EIGHT HUNDRED SEVENTY -TWO AND 80 /100 ($2,872.80) DOLLARS TO G.R. HALEY COMPANY AS THE SOLE SOURCE FOR PARTS TO REPAIR THE SLUDGE PUMP AT THE CENTRAL DISTRICT WASTEWATER TREAT- MENT PLANT; AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. Consider Proposed Ordinance, Approving Contract for Sale of Treated Water to San Jacinto Place Municipal Utility District Nos. 1 and 2 At the last council meeting, the contract for sewer service was approved. Since that time, the Baytown Area Water Authority Board has approved the contract for sale of treated water contingent upon approval by council. The administration recommended approval of the ordinance. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None ORDINANCE NO. 4330 AN ORDINANCE APPROVING THE BAYTOWN AREA WATER AUTHORITY'S CONTRACTS WITH SAN JACINTO PLACE MUNICIPAL UTILITY DISTRICT NUMBERS 1 AND 2 FOR THE SALE OF TREATED WATER. Consider Proposed Resolution No. 930, Authorizing the Chief of Police and the Fire Chief to Appoint Assistant Chiefs. as Vacancies Occur i Section 8A of paragraph (b) of Article 1269m, V.T.C.S. provides that if the city council or governing body of a city approves by ordinance or resolution, the Chief of Police and Fire Chief may appoint their assistant chiefs. This authority would only apply to the position immediately below the chiefs (the assistant chiefs, and would not in- clude the fire marshal's position in the fire department). This would only apply to any future vacancies that may occur. It would not affect any individuals now serving as assistant chief in either department. This will give the Chief of Police as well as the Fire Chief the authority to look at a wider range of individuals when a vacancy occurs. In the fire department, an assistant may be selected from fire captain or fire lieutenant. In the police department, a selection may be made from lieutenants or sergeants. The administration recommended approval of the resolution. 51126 -47 Minutes of the Regular Meeting - November 26, 1985 Councilman Fuller moved for adoption of the resolution; Councilman Simmons seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None RESOLUTION NO. 930 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BAYTOWN APPROVING THE POLICE AND FIRE CHIEFS AUTHORITY TO APPOINT THEIR ASSISTANT DEPARTMENT HEADS. Consider Proposed Resolution No. 931, Supporting Removal of the Damaged Drawbridge on Cedar Bayou at the Chambers and Harris County Line The administration has been contacted by the Chambers/ Liberty County Navigation District seeking removal of the abandoned drawbridge on Tri -City Beach Road. It is not clear which entities have responsibility for this facility. Therefore, a copy of the resolution will be forwarded to the County Judge for Harris and Chambers County. The adminis- tration recommend approval of the resolution. Councilman Fuller moved for approval of the resolution; Councilman Johnson seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None RESOLUTION NO. 931 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BAYTOWN SUPPORTING THE INITIATIVE OF THE CHAMBERS- LIBERTY COUNTIES NAVIGATION DISTRICT SEEKING REMOVAL OF THE ABANDONED DRAWBRIDGE ON TRI CITY BEACH ROAD. Consider Proposed Resolution No. 931, Setting Forth Baytown's Commitment to an Economic Development Program The proposed resolution sets forth Baytown's commitment to an economic development program. It specifies the council's desire to cooperate with other groups and entities in an effort to bring renewed economic growth and development to the East Harris County /West Chambers County area, as well as to the City of Baytown. The resolution stipulates council's desire to provide initial financing to be used to help start an economic development program for the Baytown area and that council urges that such funds be used to help enlist the aid of individuals experienced in promoting economic growth. The administration recommended approval of the resolution. 51126 -48 Minutes of the Regular Meeting - November 26, 1985 Councilman Philips moved to adopt the resolution; Councilman Embry seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None RESOLUTION NO. 932 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BAYTOWN SUPPORTING THE ESTABLISHMENT OF AN ECONOMIC DEVELOPMENT PROGRAM FOR THE CITY OF BAYTOWN; AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. Councilman Philips thanked council for their support of an economic development program for Baytown, He mentioned that through Mayor Hutto's leadership an economic development seminar was sponsored and proved to be very successful. Baytown is on the right course. The city manager has pledged full support of whatever policy council establishes in this regard. A meeting has been scheduled for December 4 with the Chamber of Commerce to discuss further planning. Review Plans and Specifications for Fire Station No. 3 (Garth Road) and Authorize Advertisement for Bids Jan Lammers, Architect for Fire Station No. 3 (Garth Road), was present to review with council the plans for the station. He said that he was hesitant to set a bid date with the Christmas holidays coming up because historically this was a problem time to get bids in. Mr. Lammers presented council with drawings that showed the floor plans and the conceptual ideas as to what the building will look like. He said that he is still 2 to 3 weeks away from having a complete final set of construction documents. The documents presented to council tonight are tailored to council rather than to construction documents. Construction documents will probably be ready before the end of the year, but the bids will not be let until the middle or latter part of January. The estimates were based on $40 a square foot, but there were some improvements to the site which were not taken into account in that estimate. The architect has allowed for historical figures and has talked with a number of con- tractors to come up with an estimate which is within the budgeted amount - -$50 a square foot. The roof is a metal pan system that interlocks. It is galvanized steel with a 20 year guaranteed coating on the metal. The same type material was used across the way on the community center building. 51126 -49 Minutes of the Regular Meeting - November 26, 1985 The architects have gone out to measure the lift station and to locate it on the site in order to determine how close the fire station could encroach without inter - ferring with the lift station operation. The architects are looking at moving the fence and gate to the lift station and then paving most of the area to cut down on maintenance of the area; $60,000 is included for these site improvements. In the center of the second floor a lobby is included to act as a buffer between the noisier areas and the sleep- ing areas. There will be some natural lighting into that area. Council got to view a scale model of the facility. Councilman Fuller moved to approve the plans and specifi- cations and authorized the architect to advertise for bids when the formal construction drawings are complete; Council- man Philips seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None The Fire Chief was present and stated that the plans had been available for review by firemen. Consider Approving Water and Sewer Rate Studies of San Jacinto Place Municipal Utility District Nos. 1 and 2 When San Jacinto Place Municipal Utility District Nos. 1 and 2 were created, as far as the resolution approving the creation, there was a requirement that the proposed water and sewer rates be brought back to council for approval. The letter from Dan Sharp with Pacer Development setting forth the proposed rates is attached to the minutes as Attachment "B." The proposed rates provide for enough revenue to pay the City of Baytown and have some remaining to support the district. Councilman Philips moved to approve the proposed rates to be charged by San Jacinto Place Municipal Utility District Nos. 1 and 2 for water and sewer service; Councilman Embry seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None 51126 -50 Minutes of the Regular Meeting - November 26, 1985 Consider Appointments to Harris County Higher Education ,Board. These appointments will be made at a future meeting. Consider Appointments to Baytown Industrial Development Corporation Board Councilman Johnson moved to appoint members of Council to serve another two -year term as members of the Baytown Industrial Development Corporation Board; Councilman Embry seconded the motion. The vote follows: Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None City Manager's Report Massey Tompkins at North Main Project - The contractor has not begun on the actual paving work, but he has been working on laying the 12 inch water main under North Main and is in the process of making taps on both ends of the line. The other utility companies are in the process of removing their lines. The contractor is required to keep the street open; therefore, the project may take longer than normal. East District Sewer Contractor - The contractor has been able to get back to work on the lift stations. The pumps and motors for the East James station are on site, and the concrete was poured this past week to begin setting the pumps. The pumps and motors for the Woodlawn Station are scheduled for shipment in December. The second contract is for the relief sewer and discharge force,main. The force main is in place. The force main failed the initial pressure test; the leak has been located; the contractor is in process of repairing that; and it will be tested on Monday, December 2. Drainage - City drainage crews have completed 75% of the work on one of the major drainage projects - -the installation of a storm sewer system at Lakewood Drive and Yaupon. Tax Increment Financing - There has been a court decision in E1 Paso that would have a detrimental effect on the tax increment financing program, and Texas Municipal League is asking other cities to become parties to that suit with no financial obligation. Therefore, the city attorney requested council's approval to indicate that the City of Baytown could be named as a part to that suit. Councilman Philips moved to authorize the city attorney to indicate that the City of Baytown could be named as a party to the suit; Councilman Johnson seconded the motion. The vote follows: 51126 -51 Minutes of the Regular Meeting - November 26, 1985 Ayes: Council members Philips, Johnson, Simmons, Embry and Fuller Mayor Hutto Nays: None Thanksgiving Holiday - Mr. Lanham informed council that the city employees had elected to take the day after Thanksgiving as the floating holiday; therefore, city operations would be closed November 27 and 28. Brownwood - Trash is to be picked up in the Brownwood area every three months. Recess and Reconvene Mayor Hutto announced that the open session would be recessed into executive session to discuss pending litigation. When the open meeting reconvened, Mayor Hutto announced that no action was necessary as a result of the executive session. Adjourn Since there was no further business to be transacted, the meeting was adjourned. e, 2��e Eileen P. Hall, City Clerk •N•d oo:a SB -ZI -11 :31ro f0 -o19B :83BWON 018 1�ra1NO� s1r1a31rN Notl�nalsNOa ollr 1NIrd 'a3BWm `�aNOSrW 1rnNNY :3u11 N011r1f18r1 OIB NMOlAYB d0 A119 018 SW311 11r lON � swab l ;� IE SON ; 1 :NOIlI0N07 1r133dS ! OBY Aro I ! lobr Aro I � 08Y SlYO L � �08Y Aro I ! �la3At130 ' �00'Oi0'f t. �00i61'1 �Z6'105`IZt� �Ol'ZLE`il�� � 018 ON � � 018 OM � � 'lYW '1SN0� t 838Wf11 � � .'!I �OZ'B06`6 t. 109'fll`6 sj� � OIA ON � � 018 ON � � 'lYW '1SN0� t ABNOSYW � � .'I � � � � � ; •suol3e�lfla�ds gad � � I � I � I I � NOI190b1SN0] ! 1NIrd I � �; 13318d '1X33018d lIN0331Nd '1X33318d 11MI13J18d '1X33Jl2id 11Nf13318d '1X3. 31bd 11NI1� ; ; ; -; ' ' � � � NOI1d18�S30� llNO� 110 �W311� 831N3J 3WOH SOOON � S.3M01 � SWYI11lN NIl183H5 � A1ddoS 311HM � ; •N•d oo:a SB -ZI -11 :31ro f0 -o19B :83BWON 018 1�ra1NO� s1r1a31rN Notl�nalsNOa ollr 1NIrd 'a3BWm `�aNOSrW 1rnNNY :3u11 N011r1f18r1 OIB NMOlAYB d0 A119 CITY OF BAYTONM PAGE 2 610 TABULATION TITLE: ANNUAL MASONRY, LUMBER, PAINT AND CONSTRUCTION MATERIALS CONTRACT BID NUMBER: 8610 -03 DATE: 11 -12 -85 2:00 P.M. I I I ; MCCOY'S 8U1L01NG ! BEER PARK LUMBER 1 BARBEE PAINT COMP EASTHAM HONE CENTER ; !ITEM! QTY !UNIT RESCRIPTION 1 ! (UNIT PRICE;EXT. PRICE!UNIT PRICEIEXT. PRICEIUNIT PRICEIEXT PRICEWNIT PRICE;EXt PRICE; ! ! 1 I ANNUAL MASONRY, LUMBER, 1 1 1 ! I ! 1 I ! 1 1 1 PAINT I CONSTRUCTION ! 1 ! ! ! I ! I ! 1 1 I MATERIALS CONTRACT I 1 ! ! 1 I I ! ! 1 1 1 per specifications. ! 1 I ! ! ! 1 1 I.! I ! MASONRY I CONST. MAT. ! ! NO 810 I :$10.044.30! 1 NO 810 1 I NO BID ! LUMBER I CONST. MAT. ! ! NO 810 1 :$15.224.751 ! NO BID 1 I NO 810 : PAINT : 1 NO BID : :$ 2.950.001 :$ 2.385.001 !: 2.938.00; : IV., : 1 BRICK 1 : NO BID ! :$12.303.001 I NO BID 1 : NO BID ; DELIVERY: ! I 1 I DAYS ARID : 1 BAY AR01 I 1-2 BAY ARO SPECIAL CONDITION: Attad -onent "B" CONSULTING ENGINEERS B U S C H, H U TC H I S O N& ASSOCIATES, INC. AND ARCHITECTS 1107 FLEETWOOD DRIVE • 9AYTOWN. TEXAS 77520 • PHONE 17131 422 62t3 3333 EASTSIDE SUITE 263 • HOUSTON. TEXAS 77099 • 17131 923.2367 November 14, 1985 Mr. Dan Sharp Pacer Development 1001 Texas Avenue Suite 600 Houston. TX 77002 RE: WATER & SEWER RATES FOR SAN JACINTO PLACE MUNICIPAL UTILITY DISTRICT NUMBER ONE AND SAN JACINTO PLACE MUNICIPAL UTILITY DISTRICT NUMBER TWO Dear Mr. Sharp: For your consideration I offer the following suggested rates for water and sewer service for customers within the Districts: a) The following rates per month shall be charged for water service furnished by the District through meters to each separate connection in every instance in which a different charge is not expressly and clearly provided for elsewhere herein: For first 10,000 gallons of water used 515.00 For each 1,000 gallons of water used over 10,000 gallons 1.50 b) The minimum monthly charge shall be 110.00 for which 10,000 gallons of water may be used. Until a meter 1s installed, the minimum amount shall be charged each month. c) The following monthly rate shall be charged for Multi - Family (Apartment) service by master meter: For each Multi - Family (Apartment) unit, regardless of occupancy: $10.00 d) The following monthly rate shall be charged for Hotel /Motel service by master meter, regardless of occupancy: For each Hotel -Motel unit $10.00 Page 2 November 14, 1985 e) The following rates per month shall be charged for commercial water service furnished by the District through meters to each separate connection in every instance in which a different charge is not expressly and clearly provided for elsewhere herein: For first 10.000 gallons of water used $15.00 For each 1.000 gallons of water used over 10,000 1.50 a) The following rates per month shall be charged for sewer service furnished by the District in every instance in which a different charge is not expressly and clearly provided for herein: Up to 10,000 gallons of water used $15.00 Over 10.000 gallons of water used 1.50 per 1,000 gallons b) The minimum monthly charge shall be $15.00. C) The following monthly rate shall be charged for sewer service to apartment projects: For each apartment unit, regardless of occupancy: $15.00 d) The following monthly rate shall be charged for sewer service to Hotel /Motel projects: For each Hotel /Motel unit, regardless of occupancy $15.00 e) The following rates per month shall be charged for commercial sewer service furnished by the District in every instance in which a different charge is not expressly and clearly provided for herein: First 10,000 gallons of water used through a master meter $15.00 Page 3 November 14. 1985 For each 1.000 gallons of water used over 10.000 gallons i 50 The rates suggested hereon should accumulate a modest surplus; however, the surplus accumulated will not be sufficient to retire the anticipated Bond Debt. Yours truly, A. 410 Busch, Jr., Ff. E. AJB /jm