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1986 05 13 CC Minutes, Special60513-1 MINUTES OF THE SPECIAL MEETING OF THE CITY COUNCIL OF THE CITY OF BAYTOWN May 13, 1986 THE STATE OF TEXAS X COUNTIES OF HARRIS AND CHAMBERS X CITY OF BAYTOWN X We, the undersigned officers of the City Council of the City of Baytown, Texas, hereby certify as follows: The City Council of the City of Baytown, Texas, convened in special session on the 13th day of May, 1986, at its regular meeting place in the City Hall within said City, and the roll was called of the duly constituted officers and members of said City Council and the City Clerk, to -wit: Emmett O. Hutto Fred T. Philips Perry M. Simmons Jimmy Johnson Ronald G. Embry Roy L. Fuller Rolland Pruitt Eileen Hall Mayor Mayor Pro Tempore Councilman Councilman Councilman Councilman Councilman City Clerk and all of said persons were present, except the following absentee(s): none , thus constituting a quorum. Whereupon, among of er usiness, the following was transacted at said meeting: a written ORDINANCE AUTHORIZING THE ISSUANCE OF $6,350,000 CITY OF BAYTOWN, TEXAS, PUBLIC IMPROVEMENT BONDS, SERIES 1986; APPROPRIATING $6,350,000 OF PROCEEDS OF SALE THEREOF FOR VARIOUS PROJECTS; AND CONTAINING OTHER PROVISIONS RELATED THERETO was duly introduced for the consideration of said City Council. It was then duly moved and seconded that said ordinance be adopted, and, after due discussion, the motion, carrying with it the adoption of said ordinance prevailed and carried by the following vote: Ayes: Council members Philips, Johnson, Simmons, Embry, Fuller and Pruett Emmett 0. Hutto, Mayor Nays: None Adjourn There being no further business to be transacted, the meeting was adjourned. zLet-) P- wa_� Eileen P. Hall, City Clerk (For Full Copy of Ordinance, see Page 60513-2) 60513-2 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 Council of the City of Baytown, Texas, hereby certify as follows: 1. The City Council of the City of Baytown, Texas, convened in special session on the 13th day of May, 1986, at its regular meeting place in the City Hall within said City, and the roll was called of the duly constituted officers and members of said City Council and the City Clerk, to -wit: Emmett 0. Hutto Fred T. Philips Perry M. Simmons Jimmy Johnson Ronald G. Embry Roy L. Fuller Rolland Pruitt Eileen Hall Mayor Mayor Pro Tempore Councilman Councilman Councilman Councilman Councilman City Clerk and all of said persons were present, except the following absentee(s): none , thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written ORDINANCE AUTHORIZING THE ISSUANCE OF $6,350,000 CITY OF BAYTOWN, TEXAS, PUBLIC IMPROVEMENT BONDS, SERIES 1986; APPROPRIATING $6,350,000 OF PROCEEDS OF SALE THEREOF FOR VARIOUS PROJECTS; AND CONTAINING OTHER PROVISIONS RELATED THERETO was duly introduced for the consideration of said City Council. It was then duly moved and seconded that said ordinance be adopted, and, after due discussion, the motion, carrying with it the adoption of said ordinance prevailed and carried by the following vote: Ayes: Council members Philips, Johnson, Simmons, Embry, Fuller and Pruett Emmett O. Hutto, Mayor Nays: None Abstentions: None 2. That a true, full and correct copy of the aforesaid ordinance adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that said ordinance has been duly recorded in said City Council's minutes of said meeting; that the persons named in the above and foregoing paragraph are fuly chosen, qualified and acting officers and members of said City Council as indicated therein; that each of the officers and members of said City Council was duly and sufficiently notified officially and personally, in advance, of the date, hour, place and subject of the aforesaid meeting, and that said 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; and that said Ordinance was duly adopted in accordance with the Home Rule Charter of The City. IGNED AND SEALED SEALED THIS 13th day of MW 1986. l' City Clerk ayor (SEAL) 60513-3 Minutes of the Special Meeting - May 13, 1986 ORDINANCE NO. 4457 ORDINANCE AUTHORIZING THE ISSUANCE OF $6,350,000 CITY OF BAYTOWN, TEXAS, PUBLIC IMPROVEMENT BONDS, SERIES 1986; APPROPRIATING $6,350,000 OF PROCEEDS OF SALE THEREOF FOR VARIOUS PROJECTS; AND CONTAINING OTHER PROVISIONS RELATED THERETO THE STATE OF TEXAS 5 COUNTIES OF HARRIS AND CHAMBERS 5 CITY OF BAYTOWN 5 WHEREAS, a total of $23,290,000 bonds, including the bonds hereinafter authorized, were duly and favorably voted at an election held in the City on the 9th day of June, 1981; and WHEREAS, the City Council of the City, by Ordinance adopted on the 29th of October, 1981, has heretofore issued $2,000,000 of the bonds favorably voted at the aforementioned election as the first installment of the total authorized $23,290,000; and WHEREAS, the City Council of the City, by Ordinance adopted on the 27th day of May, 1982, has heretofore issued $4,800,000 of the bonds favorably voted at the aforementioned election as the second installment of the total authorized $23,290,000; and WHEREAS, the City Council of the City, by Ordinance adopted on the 29th day of January, 1985, has heretofore issued $6,500,000 of the bonds favorably voted at the afore- mentioned election as the third installment of the total authorized $23,290,000; and WHEREAS, the City Council of the City has determined to issue and deliver the $6,350,000 bonds hereinafter authorized as the fourth installment of the bonds favorably voted at the aforementioned election, leaving $3,640,000 of the total authorized $23,290,000 bonds to be issued at a future date; Now, Therefore BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN: 1. Throughout this ordinance the following terms and expressions as used herein shall have the meanings set forth below: The term "Bonds" or "Series 1986 Bonds" shall mean the Series 1986 Bonds 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 construc- tion 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 7 of this Ordinance. The term "Interest Payment Date", when used in connection with any Bond, shall mean February 1, 1987, and each August 1 and February 1 thereafter until maturity or earlier redemption of such Bond. 60513-4 Minutes of the Special Meeting - May 13, 1986 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 Bonds. The term "Paying Agent" shall mean the Registrar. The term "Record Date" shall mean, for any Interest Payment Date, the 15th calendar day of the month next preceding such Interest Payment Date. The term "Register" shall mean the books of registra- tion 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 First City National Bank of Houston, Houston, Texas, and its successors in that capacity. 2. The Bonds shall be issued in fully registered form, without coupons, in the total authorized aggregate amount of Six Million Three Hundred Fifty Thousand Dollars ($6,350,000) for the purpose providing $740,000 FOR CONSTRUCTING IMPROVEMENTS TO THE CITY'S WATERWORKS SYSTEM; $3,965,000 FOR CONSTRUCTING IMPROVEMENTS TO THE CITY'S SANITARY SEWER SYSTEM; $2,780,000 FOR CONSTRUCTING PERMANENT DRAINAGE IMPROVEMENTS FOR THE CITY; $1,140,000 FOR CONSTRUCTING PERMANENT STREET IMPROVEMENTS FOR THE CITY; $450,000 FOR CONSTRUCTION AND PERMANENTLY EQUIPPING FIRE STATION BUILDINGS FOR THE CITY; and $915,000 FOR PURCHASING AND/OR IMPROVING LANDS FOR PARK PURPOSES FOR THE CITY. 3. (a) The Bonds shall be designated as the "CITY OF BAYTOWN, TEXAS, PUBLIC IMPROVEMENT BONDS, SERIES 1986", and shall be dated June 1, 1986. The Bonds shall bear interest from the later of June 1, 1986, or the most recent Interest Payment Date to which interest has been paid or duly provided for, calculated on the basis of a 360 day year of twelve 30 day months, interest payable on February 1, 1987, and semiannually thereafter on August 1 and February 1 of each year until maturity or prior redemption. (b) The Bonds 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 Bonds shall mature, subject to prior redemption in accordance with this Ordinance, on February 1 in each of the years and in the amounts set out in such schedule. Bonds delivered in 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 Number Year Amount Rate R- 1 1988 650,000 $ R- 2 1989 650,000 g R- 3 1990 7000000 g R- 4 1991 700,000 $ -2- 60513-5 Minutes of the Special Meeting - May 13, 1986 R- 5 1992 700,000 $ R- 6 1993 150,000 $ R- 7 1994 175,000 $ R- 8 1995 525,000 g R- 9 1996 525,000 $ R-10 1997 525,000 $ R-11 1998 525,000 % R-12 1999 525,000 % (c) The Bonds 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 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 authentica- tion of such Bonds or before the delivery of such Bonds, such manual or facsimile signature shall nevertheless be valid and sufficient for all purposes as if such officer had remained in such office. (d) Only such Bonds 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 representative of the Registrar, 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 Registrar hereunder. (e) The Registrar is hereby appointed as the paying agent 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 become due and payable, whether at maturity or by prior redemption, at the principal corporate trust office of the Registrar. The interest on each Bond shall be payable by check 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 Bond is registered as the absolute owner of such Bond 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 Bond 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 Bond in accordance with this Section 3(f) shall be valid and effectual and shall discharge the liability of the City and the Registrar upon such Bond to the extent of the sums paid. -3- 60513-6 Minutes of the Special Meeting - May 13, 1986 (g) So long as any Bonds remain outstanding, the Registrar shall keep the Register at its principal corporate trust office in which, subject to such reasonable regula- tions as it may prescribe, the 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 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 Bond for transfer, the Registrar shall authenticate and deliver in exchange therefor, to the extent possible 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 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 Registrar for a Bond or Bonds of the same maturity and interest rate and in any authorized denomination, in an aggregate principal amount equal to the unpaid principal amount of the Bond or Bonds presented for exchange. The Registrar shall be and is hereby authorized to authenticate and deliver exchange Bonds in accordance with the provisions of this Section 3(g). Each Bond 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 Bond or Bonds in lieu of which such Bond is delivered. The City or the 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 Registrar for such transfer or exchange shall be paid by the City. Neither the City nor the Registrar shall be required (1) to issue, transfer or exchange any Bond during the period beginning at the opening of business fifteen (15) days before the date of the first mailing of a notice of redemption of Bonds and ending at the close of business on the day of such mailing, or (2) to issue, transfer or exchange any Bonds selected for redemption, if such redemption is to occur within thirty (30) calendar days. (h) 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 Registrar shall furnish the City with appropriate certificates of destruction of such Bonds. (i) Upon the presentation and surrender to the Registrar of a mutilated Bond, the 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. The City or the Registrar may require the Owner of such Bond to -4- 60513-7 Minutes of the Special Meeting - May 13, 1986 pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith and any other expenses connected therewith, including the fees and expenses of the Registrar. 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 Registrar shall authenti- cate and deliver a replacement Bond of like maturity, interest rate and principal amount, bearing a number not contemporaneously 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 Bond; (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 Bond, a bona fide purchaser of the original Bond in lieu of which such replacement Bond was issued presents for payment such original Bond, the City and the 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 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 Registrar to pay such Bond. Each replacement Bond 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 Bond or Bonds in lieu of which such replacement Bond is delivered. 4. (a) The City reserves the right, at its option, to redeem prior to maturity the Bonds maturing on or after February 1, 1997, in whole or from time to time in part in such manner as the City may select, on February 1, 1996, or on any Interest Payment Date thereafter at par plus accrued interest on the Bonds called for redemption to the date fixed for redemption. (b) 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 -5- 60513-8 Minutes of the Special Meeting - May 13, 1986 may be redeemed, but only in integral multiples of $5,000. Upon surrender of any Bond for redemption in part, the Registrar, in accordance with Section 3(g) 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 surrendered. (c) Notice of any redemption identifying the Bonds to _ be redeemed in whole or in part shall be given by the Registrar at least thirty days prior to the date fixed for redemption by (i) sending written notice by certified mail to the Owner of each Bond to be redeemed in whole or in part at the address shown on the Register and (ii) publication one time in a financial journal or publication published in the City of New York, New York, or in the City of Austin, Texas. Such notices shall state the redemption date, 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 4(c) shall be conclusively presumed to have been duly given, whether or not the Owner receives such notice. By the date fixed for redemption, due provision shall be made with the 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 same as herein provided, the Bonds or por- tions 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 other- wise accrue after the redemption date on any Bond or portion thereof called for redemption shall terminate on the date fixed for redemption. 5. (a) The Bonds shall be in substantially the following form, with such additions, deletions and varia- tions as may be necessary or desirable and permitted by this Ordinance: (Face of Bond) United States of America State of Texas Counties of Harris and Chambers NUMBER DENOMINATION R- $ REGISTERED REGISTERED CITY OF BAYTOWN, TEXAS Public Improvement Bond, Series 1986 INTEREST RATE: REGISTERED OWNER: PRINCIPAL AMOUNT: MATURITY DATE: ISSUE DATE: CUSIP: June 1, 1986 DOLLARS -6- 60513-9 Minutes of the Regular Meeting - May 13, 1986 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 the First City National Bank of Houston, 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 June 1, 1986, 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, 1987, and semiannually thereafter on each August 1 and February 1, mailed to the registered owner as shown on the books of registration kept by the Registrar as of the 15th calendar day of the month next preceding each interest payment date. 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 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 Bond. (AUTHENTICATION CERTIFICATE) (SEAL) CITY OF BAYTOWN, TEXAS Mayor City Clerk (Back Panel of Bond) THIS BOND is one of a duly authorized issue of Bonds, aggregating $6,350,000 (the "Bonds"), issued for the purpose of providing $740,000 FOR CONSTRUCTING IMPROVEMENTS TO THE CITY'S WATERWORKS SYSTEM; $3,965,000 FOR CONSTRUCTING IMPROVEMENTS TO THE CITY'S SANITARY SEWER SYSTEM; $2,780,000 FOR CONSTRUCTING PERMANENT DRAINAGE IMPROVEMENTS FOR THE CITY; $1,140,000 FOR CONSTRUCTING PERMANENT STREET IMPROVEMENTS FOR THE CITY; $450,000 FOR CONSTRUCTING AND PERMANENTLY EQUIPPING FIRE STATION BUILDINGS FOR THE CITY; and $915,000 FOR PURCHASING AND/OR IMPROVING -LANDS FOR PARK PURPOSES FOR THE CITY, pursuant to an election held within the City on the 9th day of June, 1981, and authorized pursuant to an ordinance adopted by the City Council on May 13, 1986 (the "Ordinance") entitled ORDINANCE AUTHORIZING THE ISSUANCE OF $6,350,000 CITY OF BAYTOWN, TEXAS, PUBLIC IMPROVEMENTS BONDS, SERIES 1986; APPROPRIATING $6,350,000 OF PROCEEDS OF SALE THEREOF FOR VARIOUS PROJECTS; AND CONTAINING OTHER PROVISIONS RELATED THERETO, under and in strict conformity with the Constitution and laws of the State of Texas, particularly Chapters 1 and 7 of Title 22, Revised Civil Statutes of Texas, as amended. -7- 60513-10 Minutes of the Special Meeting - May 13, 1986 THE CITY RESERVES THE RIGHT, at its option, to redeem the Bonds maturing on or after February 1, 1997, prior to their scheduled maturities, in whole or from time to time in part, in integral multiples of $5,000, on February 1, 1996, or on any interest payment date thereafter at par plus accrued interest on the principal amounts called for redemption to the date fixed for 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 certified 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 Registrar and by publication once in a financial journal or publication published in the City of New York, New York, or in the City of Austin, Texas. When Bonds or portions thereof have been called for redemption, 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 Registrar, duly endorsed for transfer or accompanied by an assignment duly executed by the registered owner or his authorized representative, subject to the terms and condi- tions of the Ordinance. The Bonds are exchangeable at the principal corporate trust office of the Registrar for bonds in the principal amount of $5,000 or any integral multiple thereof, subject to the terms and conditions of the Ordinance. Neither the City nor the Registrar shall be required (i) to issue, transfer or exchange any Bond during the period beginning at the opening of business fifteen (15) days before the date of the first mailing of a notice of redemption of Bonds and ending at the close of business on the day of such mailing, or (ii) to issue, transfer or exchange any Bonds selected for redemption, if such redemption is to occur within thirty (30) calendar days. This Bond shall not be valid or obligatory for any purpose or be entitlgd to any benefit under the Ordinance unless this Bond either (i) is registered by the Comptroller of Public Accounts of the State of Texas by registration certificate endorsed hereon or (ii) is authenticated by the Registrar by due execution of the authentication certificate endorsed hereon. 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 performed, to exist and to be done precedent to or in the issuance 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 -8- 60513-11 Minutes of the Special Meeting - May 13, 1986 property in the City within the limits prescribed by the Constitution and laws of the State of Texas and have been pledged irrevocably for such payment. (b) Bonds No. R-1 through R-12 shall be registered 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 Bonds R-1 through R-12 and shall be in substantially the following form: COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. I hereby certify that this Bond has been examined, certified as to validity, and approved by the Attorney 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 of the State of Texas ( SEAL) (c) The following form of authentication certificate shall be printed on the face of each of the Bonds: Registration Date: AUTHENTICATION CERTIFICATE This Bond is one of the Bonds described in and delivered pursuant to the within -mentioned Ordinance. First City National Bank of Houston By Authorized Signature (d) The following form of assignment shall be printed on the back of each of the Bonds: ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns, and transfers unto (print or typewrite name, address, and zip code of transferee): (Social Security or other identifying number: ) the within bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer said and 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 bond in every particular. -9- 60513-12 Minutes of the Special Meeting - May 13, 1986 6. The approving opinion of Vinson & Elkins, Houston, Texas, and CUSIP Numbers may be printed on the Bonds, but errors or omissions in the printing of such opinion or such numbers shall have no effect on the validity of the Bonds. 7. (a) The proceeds from all taxes levied, assessed and collected for and on account of the Bonds authorized by this Ordinance shall be deposited, as collected, in a special fund to be designated "City of Baytown, Texas; Public Improvement Bonds, Series 1986, Interest and Sinking Fund." While the Bonds or any part of the principal thereof or interest thereon remain outstanding and unpaid, there is hereby levied, within the limits prescribed by the Constitution and laws of the State of Texas, and there shall be annually assessed and collected in due time, form and manner, and at the same time 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 said City sufficient to pay the current interest on said Bonds as the same becomes due, and to create and provide a sinking fund of not less than two per cent (28) of the original principal amount of the Bonds or of not less than the amount required to pay each installment of the principal of said Bonds as the same matures, whichever is greater, full allowance being made for delinquencies and costs of collection, and said taxes when collected shall be applied to the payment of the interest on and principal of said Bonds and to no other purpose. In addition, interest accrued from the date of the Bonds until their delivery, and premium if any, is to be deposited in such fund. (b) Money in the Interest and Sinking Fund may, at the option of the City, be invested in time deposits or certificates of deposit secured in the manner required by law for public funds, or be invested in direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America, in obligations of any agencies or instrumentalities of the United States of America or as otherwise permitted by state law; provided that all such deposits and investments shall be made in such manner that money required to be expended from the Interest and Sinking Fund will be available at the proper time or times. All such investments shall be valued in terms of current market value no less frequently than the last business day of the City's Fiscal Year, except that any direct obligations of the United States of America - State and Local Government Series shall be continuously valued at their par value or principal face amount. Any obligation in which money is so invested shall be kept and held in an official depository of the City, except as hereinafter provided. For purposes of maximizing investment returns, money in such Interest and Sinking Fund may be invested, together with money in the Construction Fund or with other money of the City, in common investments of the kind described above, or in a common pool of such investments which shall be kept and held at an official depository of the City, which shall not be deemed to be or constitute a commingling of such money or Funds provided that safekeeping receipts or certificates of participation are held for each such Fund clearly evidencing the investment or investment pool in which such money is invested and the share thereof purchased with such money or owned by such Fund or held by or on behalf of each such Fund. If necessary, such investments shall be promptly sold_ -10- 60513-13 Minutes of the Special Meeting - May 13, 1986 to prevent any default. All interest and income derived from such deposits and investments of the Interest and Sinking Fund shall be credited to the Interest and Sinking Fund. So long as any Bonds remain outstanding, all uninvested moneys on deposit in, or credited to, the Interest and Sinking Fund shall be secured by the pledge of security, as provided by law for cities in the State of Texas. 8. There is hereby created and established a special fund of the City, to be known as the "City of Baytown, Texas, Public Improvement Bonds, Series 1986, Construction Fund", which shall be maintained as a separate account on the books of the City. Money on deposit in the Construction Fund shall be used only for the purposes set forth in Section 2 of this Ordinance, except that interest and income derived from deposit and investment of moneys in the Construction Fund may be utilized as provided below in this Section 8. Money on deposit in the Construction Fund may, at the option of the City, be invested as permitted by Texas law; provided that all such deposits and investments shall be made in such manner that the money required to be expended from the Construction Fund will be available at the proper time or times. All such investments shall be valued in terms of current market value no less frequently than the last business day of the City's Fiscal Year, except that any direct obligations of the United States of America -- State and Local Government Series shall be continuously valued at their par value or principal face amount. Any obligation in which money is so invested shall be kept and held in an official depository of the City, except as hereinafter provided. For purposes of maximizing investment returns, money in the Construction Fund may be invested, together with money in the Interest and Sinking Fund or with other money of the City, in common investments of the kind described above, or in a common pool of such investments which shall be kept and held at an official depository of the City, which shall not be deemed to be or constitute a commingling of such money or Funds provided that safekeeping receipts or certificates of participation are held for each such Fund clearly evidencing the investment or investment Pool in which such money is invested and the share thereof purchased with such money or owned by the Construction Fund or held by or on behalf of the Construction Fund. All interest and income derived from such deposits and investments shall remain in the Construction Fund, except that in the discretion of the City, such interest and income may be transferred to the Interest and Sinking Fund. 9. After the Bonds to be initially issued shall have been executed, it shall be the duty of the Mayor 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 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 Bonds 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 Comptroller's Registration Certificate prescribed herein to be printed and endorsed on the Bonds to be initially issued, and the seal -11- 60513-14 Minutes of the Special Meeting - May 13, 1986 of said Comptroller shall be impressed, or placed in facsimile, thereon. 10. There is hereby appropriated out of the proceeds of sale of the Bonds authorized by this Ordinance the following sums for the following indicated purposes, respec- tively: (1) $740,000 FOR CONSTRUCTING IMPROVEMENTS TO THE CITY'S WATERWORKS SYSTEM; (2) $3,965,000 FOR CONSTRUCTING IMPROVEMENTS TO THE CITY'S SANITARY SEWER SYSTEM; (3) $2,780,000 FOR CONSTRUCTING PERMANENT DRAIN- AGE IMPROVEMENTS FOR THE CITY; (4) $1,140,000 FOR CONSTRUCTING PERMANENT STREET IMPROVEMENTS FOR THE CITY; (5) $450,000 FOR CONSTRUCTING AND PERMANENTLY EQUIPPING FIRE STATION BUILDINGS FOR THE CITY; AND (6) $915,000 FOR PURCHASING AND/OR IMPROVING LANDS FOR PARK PURPOSES FOR THE CITY. It is hereby estimated that the maximum cost, respectively, for each of the aforesaid projects will not exceed the amount named above for each such project, respectively; and there is no necessity for any down payment on these proj- ects; and no such down payment is hereby ordered to be made. It is hereby officially found and determined (1) that the probable period of usefulness of each of the aforesaid projects is forty years, and (2) that all of said projects are related projects within the meaning of Section 61 of the Home Rule Charter of the City. 11. Out of the proceeds of sale of the Bonds authorized by this Ordinance the following sums are hereby ordered to be used and expended for the following indicated purposes, respectively: (1) $740,000 FOR CONSTRUCTING IMPROVEMENTS TO THE CITY'S WATERWORKS SYSTEM; (2) $3,965,000 FOR CONSTRUCTING IMPROVEMENTS TO THE CITY'S SANITARY SEWER SYSTEM; (3) $2,780,000 FOR CONSTRUCTING PERMANENT DRAIN- AGE IMPROVEMENTS FOR THE CITY; (4) $1,140,000 FOR CONSTRUCTING PERMANENT STREET IMPROVEMENTS FOR THE CITY; (5) $650,000 FOR CONSTRUCTING AND PERMANENTLY EQUIPPING FIRE STATION BUILDINGS FOR THE CITY; AND (6) $915,000 FOR PURCHASING AND/OR IMPROVING LANDS FOR PARK PURPOSES FOR THE CITY; as provided in the ordinance adopted on the 14th day of May, 1981, calling the bond election which was held in the City on the 9th day of June, 1981. -12- 60513-15 Minutes of the Special Meeting - May 13, 1986 12. The Bonds are hereby sold and shall be delivered to Merrill Tivach Canital. Markets (the "Purchaser"), for the principal amount thereof and accrued interest to date of delivery, plus a premium of i Bonds No. R-1 through R-12 shall be registered in the name of the Purchaser, or its designee. 13. The City certifies that based upon all facts and estimates now known or reasonably expected to be in existence on the date the Bonds initially issued are de- livered 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 "arbitrage bond" under Section 103(c)(2) of the Internal Revenue Code of 1954, as amended, and the regulations pre- scribed 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 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 circum- stances and reasonable expectations 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 regulations prescribed From time to time thereunder. 14. It is hereby officially found and determined that an emergency and urgent public necessity exist, because the proceeds from the sale of the Bonds are required as soon as possible for certain necessary and urgently needed improvements; that such emergency and necessity require the adoption of this Ordinance and the holding of the meeting at which this Ordinance is adopted at the time and place held; and that the meeting at which this Ordinance was adopted was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Vernon's Ann. Tex. Civ. St. Article 6252-17; and such notice as given is hereby authorized, approved, adopted and ratified. 15. It is hereby officially found, determined and declared that all of the facts recited in the preamble of this Ordinance are true and correct, and that the Bonds have been sold at public sale to the bidder offering the lowest interest cost, after receiving sealed bids pursuant to an Official Notice of Sale and Official Statement, prepared and distributed in connection with the sale of the Bonds, following publication of notice of sale in accordance with the Charter of the City. Said Official Notice of Sale and Official Statement have been and are hereby approved by the City. It is further officially found, determined and declared that the statements and representations contained in said Official Notice of Sale and Official Statement relating to the City are true and correct in all material respects, to the best knowledge and belief of the City. -13- 60513-16 Minutes of the Special Meeting - May 13, 1986 16. (a) The Registrar, by undertaking the performance 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 Registrar 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 cor- poration 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 13th da of May, 1986. . Hutto AT ST: ����-�..�iU /s/ Eileen all City Clerk CITY OF BAYTOWN, TEXAS (SEAL) Mayor CITY OF BAYTOWN, TEXAS -14-