AGENDA
The Center City Council will meet in regular session on Monday, June 13, 2016 at 5: 00
p.m. in the Council Room at City Hall. The following items are on the agenda for
appropriate action:
I. Welcome guests and visitors.
II. Approval of Minutes of the Regular Meeting on May 23, 2016.
III. Consider Discussion and Possible Action on the following:
A. Ordinance 2016-04- Consider all matters incident and related to the issuance and
sale of" City of Center, Texas, Combination Tax and Waterworks and Sewer
System( Limited Pledge) Revenue Certificates of Obligation, Series 2016",
including the adoption of an ordinance authorizing the issuance of such
certificates of obligation. (Enc 1)
B. Ordinance 2016-05 Establishing Recreation Fund. (Enc 2)
C. Resolution 2016- 15 Authorizing Execution of Contract for Construction
Management at Risk Services for Portacool Park. (Enc 3)
D. Center Police Department Reserve Officer. (Enc 4)
IV. Items of Interest from Council and City Manager, and Citizens—No Action Items.
A. Gene Keenon with Republic Services.
V. Executive Session
Consider entering executive session for legal consultation with the City Attorney and
discussion of pending litigation, personnel matters and land acquisition with possible
action related thereto upon reconvening in open session in accordance with Local
Government Code Section 551. 071, 551. 072 and 551. 074
VI. Adjournment.
MEMORANDUM
TO: Mayor and City Council
FR: Chad D. Nehring, City Manager
Date: June 9, 2016
RE: Agenda Comments for Regular Meeting of June 13, 2016
REGULAR MEETING AGENDA:
III.A. Ordinance 2016-4 — All Matters Related to the Issuance of Certificates of
Obligation, Series 2016
This ordinance is the official authorization to issue the 2016 Certificates of
Obligation for the funding priorities previously discussed with the City Council,
consisting of the cash flow to fund initial construction of Portacool Park, Perry
Sampson Park enhancement plan, water system improvements and major sewer
treatment plant renovation.. The total issuance is four million dollars over twenty
year annual notes and obligated against the combination of utility revenues and
property taxes. Although other payments or contributions are anticipated to be
used for annual repayments, the bonds are not issued with proceeds of any other
agreements as collateral but that action is not prohibited by any bond covenants.
Council has already authorized the two primary projects which have already been
initiated. The remaining activities could be revisited if necessary for additional
information or clarification. This action has been prepared by our financial
advisor and will be the final activity for completion of the sale, which results will
be reported to Council.
III. B. Ordinance 2016- 5 — Establishing the Recreation Fund
With the creation of a City sponsored recreation program, and in consultation
with other governmental entities and our auditor, the recommendation is to create
a separate proprietary use fund to account for activities related to recreation
services and activities. This will remain a portion of the governmental activities
in the annual statement but will be separately accounted as with trust funds and
other special use funds. Primarily because these types of activities tend to cross
budget years, an independent fund allows fund balances such as previously paid
registration fees, sponsorships or other revenues to remain within the accounting
activity center rather than be credited to general revenue in one budget year while
expenses would fall into the following budget cycle. It also keeps all proceeds for
these activities dedicated to these purposes and gives a much more accurate
financial activity report over multiple years. Staff is requesting approval.
III.C. Resolution 2016- 15 — Authorizing Execution of Contract for Construction
Management at Risk Services for Portacool Park
Staff with the assistance of MHS Planning, has solicited and evaluated the lone
response for services related to construction management services for the
Portacool Park project. Berry & Clay has performed services for the City in
recent years including the renovation of Mini-Park, Community House and City
Hall. A recommendation from MHS is included and staff concurs with the
recommendation to proceed with a very competent construction management
firm. Upon approval, we will finalize terms ofthe contract upon the review ofthe
City Attorney. Staffrecommends Council authorize execution ofthis agreement.
III.D. Appointments:
1 — Reserve Police Officer
The Chief has submitted recommendation for appointment of a reserve
officer to replace a currently vacant position within this volunteer force.
Items of Interest:
1) Gene Keenan— Republic Services
Mr. Keenan will be present to discuss any issues and provide their annual
partnership for annual community festivals.
MINUTES OF THE CITY OF CENTER
CITY COUNCIL MEETING
REGULAR MEETING
May 23, 2016
The Center City Council met in a regular session on Monday, May 23, 2016 at 5: 00 p.m. in the
Council Room at Center City Hall. The meeting was open to the public. Notices were properly
posted of the date, place and hour and the news media was notified. The following members
were present:
David Chadwick - Mayor
Charles Rushing Mayor Pro Tem
Jim Forbes Council Member Absent
Joyce Johnson Council Member
Leigh Porterfield - Council Member
Howell Howard Council Member Absent
Jerry Lathan Council Member
Chad Nehring City Manager
Barbara Boyd City Secretary
Jim Payne City Attorney
Guests signed the register.
Item I. Mayor David Chadwick opened the meeting and welcomed the visitors and
media.
Item II. Approval of Minutes of the Regular Meeting and Workshop Meeting on
May 9, 2016.
Council Member Joyce Johnson made a motion to approve the minutes. Council
Member Jerry Lathan seconded the motion. All voted in favor.
Item III. Consider Discussion and Possible Action on the following:
A. Resolution 2016- 13 Consider All Matters Incident and Related to Declaring
Expectation to Reimburse Expenditures with Proceeds of Future Debt Including and
Adoption of a Resolution Pertaining Thereto City Manager, Chad Nehring stated
this resolution allows for reimbursement to the general fund of the City for project
expenses incurred up to ninety days prior to issuance of the certificates of obligation.
Mr. Nehring stated the resolution allows proceeding with the Portacool Park and a
portion of the wastewater plant improvement project. Council Member Charles
Rushing made a motion to approve Resolution 2016- 13 Declaring Expectation to
Reimburse Expenditures with Proceeds of Future Debt. Council Member Leigh
Porterfield seconded the motion. All voted in favor.
B. Resolution 2016- 14 Authorizinp, Execution of Contract for Court Collection Services
City Manager, Chad Nehring stated staff has solicited and evaluated proposals for
services related to delinquent court fines and accounts. After reviewing proposals,
staff recommends execution of a multi-year agreement with the Perdue firm. Council
member Joyce Johnson made a motion to approve Resolution 2016- 14 Authorizing
Execution of Contract for Court Collection Services with the Perdue, Brandon,
Fielder, Collins & Mott LLP. Council Member Jerry Lathan seconded the motion.
All voted in favor.
C. Appointments.
1. Planning & Zoning Commission. Council Member Charles Rushing made a
motion to renew the appointments of Lori Oliver, Stephen Shires, Jerry Lathan
Alma Jaimes and Deborah Johnson. Council Member Jerry Lathan seconded the
motion. All voted in favor.
2. Zoning Board ofAdjustment. This item was postponed to the next meeting.
D. Approve Street Closure and Route for 2016 What A Melon Crawl 5K. City Manager,
Chad Nehring stated this is the same route and schedule as prior years for this event.
Council Member Leigh Porterfield made a motion to approve the Street Closure and
Route for 2016 What A Melon Crawl 5K. Council Member Joyce Johnson seconded
the motion. All voted in favor.
Item IV. Items of Interest from Council and City Manager, and Citizens - No Action
Items.
Council Member Joyce Johnson advised the council that Bishop Guillory had contacted her
regarding CH Daniels school and requesting money to repair the building.
Item V. Executive Session.
Consider entering executive session for legal consultation with the City Attorney and discussion
of pending litigation, personnel matters and land acquisition with possible action related thereto
upon reconvening in open session in accordance with Local Government Code Section 551. 071,
551. 072 and 551. 074.
Item VI. Adjournment. Mayor Chadwick adjourned the meeting at 5: 24 p.m.
ORDINANCE NO. 2016-_ t_
AN ORDINANCE authorizing the issuance of " CITY OF CENTER, TEXAS,
COMBINATION TAX AND WATERWORKS AND SEWER SYSTEM
LIMITED PLEDGE) REVENUE CERTIFICATES OF OBLIGATION,
SERIES 2016"; specifying the terms and features of said certificates;
providing for the payment of said certificates of obligation by the levy of
an ad valorem tax upon all taxable property within the City and a limited
pledge of the net revenues from the operation of the City's Waterworks
and Sewer System; resolving other matters incident and relating to the issuance, payment, security, sale and delivery of said Certificates,
including the approval and execution of a Paying Agent/Registrar
Agreement and the approval and distribution of an Official Statement; and
providing an effective date.
WHEREAS, notice of the City Council's intention to issue certificates of obligation in the maximum principal amount not to exceed $ 4,000,000 for the purpose of paying contractual obligations to be incurred for ( 1) the construction of public works, to wit: (a) constructing, acqu( properties ring, purchasing, and facilities, ( renovating, enlarging, equipping, and improving water and sewer system
b) park improvements, including the acquisition of land and rights-ofway
therefor; and ( c) municipal airport improvements and ( 2) professional services rendered in
connection with such projects and purposes and the financing thereof, has been duly published in The Light and Champion, a newspaper hereby found and determined to be of general circulation in the City of Center, Texas, on r,- g' 2016 and May 2016; the date of the first publication of such notice being not less than thirty-one ( 31) days prior to the tentative date state therein for the passage of the ordinance authorizing the issuance of such certificates; and
WHEREAS, no petition protesting the issuance of the certificates of obligation and bearing valid petition signatures of at least 5% of the qualified electors of the City, has been presented to or filed with the Mayor, City Secretary or any other official of the City on or prior to the date of the passage of this Ordinance; and
WHEREAS, the Council hereby finds and determines the certificates of obligation described in the aforesaid notice should be issued and sold at this time in the amount and manner as hereinafter provided; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CENTER:
SECTION 1: Authorization - Designation - Principal Amount Purpose. Certificates of obligation amount of $of the City shall be and are hereby authorized to be issued in the aggregate principal 4,i
o00 nnn, to be designated and bear the title " COMBINATION CITY OF CENTER, TEXAS, TAX AND WATERWORKS AND SEWER SYSTEM ( REVENUE LIMITED PLEDGE) CERTIFICATES OF OBLIGATION, SERIES 2016" ( Certificates"), for the hereinafter referred to as the
purpose of
construction of
paying contractual obligations to be incurred for ( 1) the public works, to wit: ( a) constructing, acquiring, purchasing, enlarging, equipping, and renovating, improving water and sewer system properties and facilities, ( b) park improvements, including the acquisition of land and rights-of-way therefor; and ( c) municipal airport improvements and ( 2) professional services rendered in connection with such projects
and purposes and the financing thereof, pursuant to authority conferred by and in conformity
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with the Constitution and laws of the State of Texas, including Texas Local Government Code,
Subchapter C of Chapter 271, as amended.
SECTION 2: Fully Registered Obligations - Authorized Denominations- Stated
Maturities - Date. The Certificates are issuabie in fully registered form only; shall be dated
June 15, 2016 ( the " Certificate Date") and shall be in denominations of $ 5,000 or any integral
multiple thereof( within a Stated Maturity) and the Certificates shall become due and payable on
August 15 in each of the years and in principal amounts ( the " Stated Maturities") and bear
interest at the per annum rate(s) in accordance with the following schedule:
Year of Principal Interest
Stated Maturity Amount Rate
2017 130,000
2018 155,000
2019 165,000
2020 165,000
2021 170, 000
2022 170,000
2023 180, 000
2024 185,000
2025 190,000
2026 195,000
2027 200,000
2028 210,000
2029 215,000
2030 220,000
2031 225,000
2032 230,000
2033 235,000
2034 240,000
2035 255,000
2036 265,000
The Certificates shall bear interest on the unpaid principal amounts from the Certificate
Date at the rates per annum shown above in this Section ( calculated on the basis of a 360-day year of twelve 30-day months); and such interest shall be payable on February 15 and
August 15 of each year, commencing February 15, 2017 until maturity or prior redemption.
SECTION 3: Terms of Payment - Paving Aaent/Registrar. The principal of, premium, if
any, and the interest on the Certificates, due and payable by reason of maturity, redemption or
otherwise, shall be payable only to the registered owners or holders of the Certificates
hereinafter called the "Holders") appearing on the registration and transfer books maintained by
the Paying Agent/Registrar and the payment thereof shall be in any coin or currency of the
United States of America which at the time of payment is legal tender for the payment of public
and private debts, and shall be without exchange or collection charges to the Holders.
The selection and appointment of BOKF, NA, Austin, Texas to serve as Paying Agent/Registrar for the Certificates is hereby approved and confirmed. Books and records
relating to the registration, payment, transfer and exchange of the Certificates ( the " Security Register") shall at all times be kept and maintained on behalf of the City by the Paying
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Agent/Registrar, as provided herein and in accordance with the terms and provisions of a
Paying Agent/Registrar Agreement," substantially in the form attached hereto as Exhibit A,
and such reasonable rules and regulations as the Paying Agent/Registrar and the City may
prescribe. The Mayor or Mayor Pro Tem and City Secretary are authorized to execute and
deliver such Agreement in connection with the delivery of the Certificates. The City covenants
to maintain and provide a Paying Agent/Registrar at all times until the Certificates are paid and
discharged, and any successor Paying Agent/Registrar shalt be a commercial bank or trust
company organized under the laws of the State of Texas, financial institution or other entity duly
qualified and legally authorized to serve in such capacity and perform the duties and services of
Paying Agent/Registrar. Upon any change in the Paying Agent/Registrar for the Certificates,
the City agrees to promptly cause a written notice thereof to be sent to each Holder by United
States Mail, first class postage prepaid, which notice shall also give the address of the new
Paying Agent/Registrar.
Principal of and premium, if any, on the Certificates shall be payable at the Stated
Maturities or upon prior redemption thereof only upon presentation and surrender of the
Certificates to the Paying Agent/Registrar at its designated offices initially in St. Paul,
Minnesota, or with respect to a successor Paying Agent/Registrar, at the designated offices of
such successor (the " Designated Payment/Transfer Office"). Interest on the Certificates shall
be paid to the Holders whose names appear in the Security Register at the close of business on
the Record Date ( the last business day of the month next preceding each interest payment
date) and shall be paid by the Paying Agent/Registrar (i) by check sent United States Mail, first
class postage prepaid, to the address of the Holder recorded in the Security Register or (ii) by
such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and
expense of, the Holder. If the date for the payment of the principal of or interest on the
Certificates shall be a Saturday, Sunday, a legal holiday, or a day when banking institutions in
the city where the Designated Payment/Transfer Office of the Paying Agent/Registrar is located
are authorized by law or executive order to close, then the date for such payment shall be the
next succeeding day which is not such a Saturday, Sunday, legal holiday, or day when banking
institutions are authorized to close; and payment on such date shall have the same force and
effect as if made on the original date payment was due.
In the event of a nonpayment of interest on a scheduled payment date, and for thirty( 30)
days thereafter, a new record date for such interest payment ( a " Special Record Date") will be
established by the Paying Agent/Registrar, if and when funds for the payment of such interest
have been received from the City. Notice of the Special Record Date and of the scheduled
payment date of the past due interest (which shall be 15 days after the Special Record Date)
shall be sent at least five ( 5) business days prior to the Special Record Date by United States
Mail, first class postage prepaid, to the address of each Holder appearing on the Security
Register at the close of business on the last business day next preceding the date of mailing of
such notice.
SECTION 4: Redemption.
a) Optional Redemption. The Certificates having Stated Maturities on and after
August 15, 2026 shall be subject to redemption prior to maturity, at the option of the City, in
whole or in part in principal amounts of $5,000 or any integral multiple thereof (and if within a
Stated Maturity by lot by the Paying Agent/Registrar), on February 15, 2026, or on any date
thereafter at the redemption price of par plus accrued interest to the date of redemption.
27287086. 1/ 11606726 3
At least forty-five ( 45) days prior to a redemption date for the Certificates ( unless a
shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall
notify the Paying Agent/Registrar of the decision to redeem Certificates, the principal amount of
each Stated Maturity to be redeemed, and the date of redemption therefor. The decision of the
City to exercise the right to redeem Certificates shall be entered in the minutes of the governing
body of the City.
b) Mandatory Redemption. The Certificates maturing on August 15, 20_, August
15, 20—, and August 15, 20 ( the " Term Certificates") shall be subject to mandatory
redemption in part prior to maturity at the redemption price of par and accrued interest to the
date of redemption on the respective dates and in the principal amounts as follows:
Term Certificates due August 15, 20 Term Certificates due August 15, 20
Redemption Date Principal Amount Redemption Date Principal Amount
August 15, 20 000 August 15, 20 000
August 15, 20 000 August 15, 20 000
August 15, 20 000 August 15, 20 000
August 15, 20 000 (maturity) August 15, 20 000 (maturity)
Term Certificates due August 15, 20
Redemption Date Principal Amount
August 15, 20 000
August 15, 20 000
August 15, 20 000 ( maturity)
Approximately forty-five (45) days prior to each mandatory redemption date for the Term
Certificates, the Paying Agent/Registrar shall select by lot, or by any other customary method
that results in a random selection, the numbers of the Term Certificates within the applicable
Stated Maturity to be redeemed on the next following August 15 from moneys set aside for that
purpose in the Certificate Fund ( as hereinafter defined). Any Term Certificates not selected for
prior redemption shall be paid on the date of their Stated Maturity.
The principal amount of the Term Certificates for a given Stated Maturity required to be
redeemed on a mandatory redemption date may be reduced, at the option of the City, by the
principal amount of Term Certificates of like Stated Maturity which, at least fifty( 50) days prior to
the mandatory redemption date, ( 1) shall have been acquired by the City at a price not
exceeding the principal amount of such Term Certificates plus accrued interest to the date of
purchase thereof, and delivered to the Paying Agent/Registrar for cancellation, or( 2) shall have
been redeemed pursuant to the optional redemption provisions set forth in subparagraph ( a) of
this Section and not theretofore credited against a mandatory redemption requirement.
c) Selection of Certificates for Redemption. If less than all Outstanding Certificates
of the same Stated Maturity are to be redeemed on a redemption date, the Paying
Agent/Registrar shall treat such Certificates as representing the number of Certificates
Outstanding which is obtained by dividing the principal amount of such Certificates by $ 5,000
and shall select the Certificates to be redeemed within such Stated Maturity by lot or by any
other customary method that results in a random selection.
d) Notice of Redemption. Not less than thirty ( 30) days prior to a redemption date
for the Certificates, a notice of redemption shall be sent by United States Mail, first class
postage prepaid, in the name of the City and at the City's expense, to each Holder of a
27287086. 1/ 11606726 4
Certificate to be redeemed in whole or in part at the address of the Holder appearing on the
Security Register at the close of business on the business day next preceding the date of
mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to
have been duly given irrespective of whether received by the Holder.
All notices of redemption shall ( i) specify the date of redemption for the Certificates,
ii) identify the Certificates to be redeemed and, in the case of a portion of the principal amount
to be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price,
iv) state that the Certificates, or the portion of the principal amount thereof to be redeemed,
shall become due and payable on the redemption date specified and the interest thereon, or on
the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after
the redemption date, provided moneys sufficient for the payment of such Certificate ( or the
principal amount thereof to be redeemed) at the then applicable redemption price are held for
the purpose of such payment by the Paying Agent/Registrar, and ( v) specify that payment of the
redemption price for the Certificates, or the principal amount thereof to be redeemed, shall be
made at the Designated Payment/Transfer Office of the Paying Agent/Registrar only upon
presentation and surrender of the Certificates. If a Certificate is subject by its terms to prior
redemption and has been called for redemption and notice of redemption has been duly given
as hereinabove provided, such Certificate( or the principal amount thereof to be redeemed) shall
become due and payable, and interest thereon shall cease to accrue from and after the
redemption date therefor, provided moneys sufficient for the payment of such Certificate ( or of
the principal amount thereof to be redeemed) at the then applicable redemption price are held
for the purpose of such payment by the Paying Agent/Registrar.
e) Conditional Notice of Redemption. With respect to any optional redemption of
the Certificates, unless certain prerequisites to such redemption required by this Ordinance
have been met and moneys sufficient to pay the principal of and premium, if any, and interest
on the Certificates to be redeemed shall have been received by the Paying Agent/Registrar prior
to the giving of such notice of redemption, such notice may state that said redemption is
conditional upon the satisfaction of such prerequisites and receipt of such moneys by the
Paying Agent/Registrar on or prior to the date fixed for such redemption. If a conditional notice
of redemption is given and such prerequisites to the redemption are not satisfied or sufficient
moneys are not received, such notice shall be of no force and effect, the City shall not redeem
such Certificates and the Paying Agent/Registrar shall give notice, in the manner in which the
notice of redemption was given, to the effect that the Certificates have not been redeemed.
SECTION 5: Registration - Transfer - Exchange of Certificates - Predecessor
Certificates. The Paying Agent/Registrar shall obtain, record and maintain in the Security
Register the name and address of each and every owner of the Certificates issued under and
pursuant to the provisions of this Ordinance, or if appropriate, the nominee thereof. Any
Certificate may be transferred or exchanged for Certificates of other authorized denominations
by the Holder, in person or by his duly authorized agent, upon surrender of such Certificate to
the Paying Agent/ Registrar for cancellation, accompanied by a written instrument of transfer or
request for exchange duly executed by the Holder or by his duly authorized agent, in form
satisfactory to the Paying Agent/Registrar.
Upon surrender of any Certificate ( other than the Initial Certificate(s) authorized in
Section 8 hereof) for transfer at the Designated Payment/Transfer Office of the Paying
Agent/Registrar, the Paying Agent/Registrar shall register and deliver, in the name of the
designated transferee or transferees, one or more new Certificates of authorized denominations
27287086. 1/ 11606726 5
and having the same Stated Maturity and of a like aggregate principal amount as the Certificate
or Certificates surrendered for transfer.
At the option of the Holder, Certificates ( other than the Initial Certificate(s) authorized in
Section 8) may be exchanged for other Certificates of authorized denominations and having the
same Stated Maturity, bearing the same rate of interest and of like aggregate principal amount
as the Certificates surrendered for exchange, upon surrender of the Certificates to be
exchanged at the Designated Payment/Transfer Office of the Paying Agent/Registrar.
Whenever any Certificates are surrendered for exchange, the Paying Agent/Registrar shall
register and deliver new Certificates to the Holder requesting the exchange.
All Certificates issued in any transfer or exchange of Certificates shall be delivered to the
Holders at the Designated Payment/Transfer Office of the Paying Agent/Registrar or sent by
United States Mail, first class, postage prepaid to the Holders, and, upon the registration and
delivery thereof, the same shall be the valid obligations of the City, evidencing the same
obligation to pay, and entitled to the same benefits under this Ordinance, as the Certificates
surrendered in such transfer or exchange.
All transfers or exchanges of Certificates pursuant to this Section shall be made without
expense or service charge to the Holder, except as otherwise herein provided, and except that
the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or
exchange of any tax or other governmental charges required to be paid with respect to such
transfer or exchange.
Certificates cancelled by reason of an exchange or transfer pursuant to the provisions
hereof are hereby defined to be " Predecessor Certificates," evidencing all or a portion, as the
case may be, of the same obligation to pay evidenced by the new Certificate or Certificates
registered and delivered in the exchange or transfer. Additionally, the term " Predecessor
Certificates" shall include any mutilated, lost, destroyed, or stolen Certificate for which a
replacement Certificate has been issued, registered and delivered in lieu thereof pursuant to the
provisions of Section 20 hereof and such new replacement Certificate shall be deemed to
evidence the same obligation as the mutilated, lost, destroyed, or stolen Certificate.
Neither the City nor the Paying Agent/ Registrar shall be required to issue or transfer to
an assignee of a Holder any Certificate called for redemption, in whole or in part, within 45 days
of the date fixed for the redemption of such Certificate; provided, however, such limitation on
transferability shall not be applicable to an exchange by the Holder of the unredeemed balance
of a Certificate called for redemption in part.
SECTION 6: Book-Entry-Only Transfers and Transactions. Notwithstanding the
provisions contained in Sections 3, 4, and 5 of this Ordinance relating to the payment, transfer,
and exchange of the Certificates, the City hereby approves and authorizes the use of " BookEntry-Only"
securities clearance, settlement and transfer system provided by The Depository
Trust Company (" DTC"), a limited purpose trust company organized under the laws of the State
of New York, in accordance with the operational arrangements referenced in the Blanket Issuer
Letter of Representations by and between the City and DTC (the "Depository Agreement").
Pursuant to the Depository Agreement and the rules of DTC, the Certificates shall be
deposited with DTC who shall hold said Certificates for its participants (the " DTC Participants").
While the Certificates are held by DTC under the Depository Agreement, the Holder of the
Certificates on the Security Register for all purposes, including payment and notices, shall be
ti
27287086. 1/ 11606726 6
Cede & Co., as nominee of DTC, notwithstanding the ownership of each actual purchaser or
owner of each Certificate (the " Beneficial Owners") being recorded in the records of DTC and
DTC Participants.
In the event DTC determines to discontinue serving as securities depository for the
Certificates or otherwise ceases to provide book-entry clearance and settlement of securities
transactions in general or the City determines that DTC is incapable of properly discharging its
duties as securities depository for the Certificates, the City covenants and agrees with the
Holders of the Certificates to cause Certificates to be printed in definitive form and issued
and delivered to DTC,Participants and Beneficial Owners, as the case may be. Thereafter, the
Certificates in definitive form shall be assigned, transferred and exchanged on the Security
Register maintained by the Paying Agent/Registrar and payment of such Certificates shall be
made in accordance with the provisions of Sections 3, 4 and 5 of this Ordinance.
SECTION 7: Execution - Registration. The Certificates shall be executed on behalf of
the City by the Mayor or Mayor Pro Tern under its seal reproduced or impressed thereon and
countersigned by the City Secretary. The signature of said officers on the Certificates may be
manual or facsimile. Certificates bearing the manual or facsimile signatures of individuals who
are or were the proper officers of the City on the date of the adoption of this Ordinance shall be
deemed to be duly executed on behalf of the City, notwithstanding that one or more of the
individuals executing the same shall cease to be such officer at the time of delivery of the
Certificates to the initial purchaser(s) and with respect to Certificates delivered in subsequent
exchanges and transfers, all as authorized and provided in Texas Government Code, Chapter
1201, as amended.
No Certificate shall be entitled to any right or benefit under this Ordinance, or be valid or
obligatory for any purpose, unless there appears on such Certificate either a certificate of
registration substantially in the form provided in Section 9(c), manually executed by the
Comptroller of Public Accounts of the State of Texas, or his or her duly authorized agent, or a
certificate of registration substantially in the form provided in Section 9(d), manually executed by
an authorized officer, employee or representative of the Paying Agent/Registrar, and either such
certificate duly signed upon any Certificate shall be conclusive evidence, and the only evidence,
that such Certificate has been duly certified, registered and delivered.
SECTION 8: Initial Certificate(s). The Certificates herein authorized shall be initially
issued either ( i) as a single fully-registered certificate in the total principal amount stated in
Section 1 above with principal installments to become due and payable as provided in Section 2
and numbered T- 1, or (ii) as multiple fully registered certificates, being one certificate for each
year of maturity ih the applicable principal amount and denomination and to be numbered
consecutively from T- 1 and upward ( the " Initial Certificate( s)") and, in either case, the Initial
Certificate( s) shall be registered in the name of the initial purchasers or the designee thereof.
The Initial Certificate(s) shall be submitted to the Office of the Attorney General of the State of
Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts
of the State of Texas and delivered to the initial purchasers, or the designee thereof. Any time
after the delivery of the Initial Certificate(s) and pursuant to written instructions from the initial
purchasers, or the designee thereof, the Paying Agent/Registrar shall cancel the Initial
Certificate(s) and exchange it for the definitive Certificates of authorized denominations, Stated
Maturities, principal amounts and bearing applicable interest rates for transfer and delivery to
the Holders named at the addresses identified for such purpose; all pursuant to and in
accordance with such written instructions from the initial purchasers, or the designee thereof,
27287086. 1Niso6726 7
and such other information and documentation as the Paying Agent/Registrar may reasonably
require.
SECTION 9: Forms.
a) Forms Generally. The Certificates, the Registration Certificate of the Comptroller
of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar,
and the form of Assignment to be printed on each of the Certificates, shall be substantially in the
forms set forth in this Section with such appropriate insertions, omissions, substitutions and
other variations as are permitted or required by this Ordinance and may have such letters,
numbers or other marks of identification ( including identifying numbers and letters of the
Committee on Uniform Securities Identification Procedures of the American Bankers
Association) and such legends and endorsements ( including insurance legends in the event the
Certificates, or any maturities thereof, are purchased with insurance and any reproduction of an
opinion of counsel) thereon as may, consistently herewith, be established by the City or
determined by the officers executing such Certificates as evidenced by their execution. Any
portion of the text of any Certificates may be set forth on the reverse thereof, with an
appropriate reference thereto on the face of the certificate.
The definitive Certificates and the Initial Certificate( s) shall be printed, lithographed,
engraved, typewritten, photocopied or otherwise reproduced in any other similar manner, all as
determined by the officers executing such Certificates as evidenced by their execution.
b) Form of Definitive Certificates.
REGISTERED REGISTERED
NO.
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF CENTER, TEXAS, COMBINATION
TAX AND WATERWORKS AND SEWER SYSTEM (LIMITED PLEDGE) REVENUE
CERTIFICATE OF OBLIGATION,
SERIES 2016
Certificate Date: Interest Rate: Stated Maturity: CUSIP NO:
June 15, 2016 August 15, 20
Registered Owner:
Principal Amount:
The City of Center( hereinafter referred to as the "City"), a body corporate and municipal
corporation in the County of Shelby, State of Texas, for value received, acknowledges itself
indebted to and hereby promises to pay to the Registered Owner named above, or the
registered assigns thereof, on the Stated Maturity date specified above the Principal Amount
hereinabove stated (or so much thereof as shall not have been paid upon prior redemption), and
to pay interest on the unpaid principal amount hereof from the interest payment date next
preceding the " Registration Date" of this Certificate appearing below ( unless this Certificate
bears a ' Registration Date" as of an interest payment date, in which case it shall bear interest
27287086. 1111606726 8
from such date, or unless the " Registration Date" of this Certificate is prior to the initial interest
payment date in which case it shall bear interest from the Certificate Date) at the per annum
rate of interest specified above computed on the basis of a 360-day year of twelve 30-day
months; such interest being payable on February 15 and August 15 in each year, commencing
February 15, 2017, until maturity or prior redemption. Principal of this Certificate is payable at
its Stated Maturity or upon its prior redemption to the registered owner hereof, upon
presentation and surrender, at the Designated Payment/Transfer Office of the Paying
Agent/Registrar executing the registration certificate appearing hereon, or its successor;
provided, however, while this Certificate is registered to Cede & Co., the payment of principal
upon a partial redemption of the principal amount hereof may be accomplished without
presentation and surrender of this Certificate. Interest is payable to the registered owner of this
Certificate ( or one or more Predecessor Certificates, as defined in the Ordinance hereinafter
referenced) whose name appears on the " Security Register" maintained by the Paying
Agent/Registrar at the close of business on the " Record Date", which is the last business day of
the month next preceding each interest payment date, and interest shall be paid by the Paying
Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of
the registered owner recorded in the Security Register or by such other method, acceptable to
the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner.
If the date for a payment of the principal of or interest on the Certificates shall be a Saturday,
Sunday, a legal holiday, or a day when banking institutions in the city where the Designated
Payment/ Transfer Office of the Paying Agent/Registrar is located are authorized by law or
executive order to close, then the date for such payment shall be the next succeeding day which
is not such a Saturday, Sunday, legal holiday, or day when banking institutions are authorized to
close; and payment on such date shall have the same force and effect as if made on the original
date payment was due. All payments of principal of and interest on this Certificate shall be
without exchange or collection charges to the owner hereof and in any coin or currency of the
United States of America which at the time of payment is legal tender for the payment of public
and private debts.
This Certificate is one of the series specified in its title issued in the aggregate principal
amount of $ herein referred to as the " Certificates") for the purpose of paying
contractual obligations to be incurred for ( 1) the construction of public works, to wit: (a)
constructing, acquiring, purchasing, renovating, enlarging, equipping, and improving water and
sewer system properties and facilities, ( b) park improvements, including the acquisition of land
and rights-of-way therefor; and (c) municipal airport improvements and ( 2) professional services
rendered in connection with such projects and purposes and the financing thereof, under and in
strict conformity with the Constitution and laws of the State of Texas, particularly Texas Local
Government Code, Subchapter C of Chapter 271, as amended, and pursuant to an Ordinance
adopted by the City Council of the City (herein referred to as the "Ordinance").
The Certificates maturing on the dates hereinafter identified ( the "Term Certificates") are
subject to mandatory redemption prior to maturity with funds on deposit in the Certificate Fund
established and maintained for the payment thereof in the Ordinance, and shall be redeemed in
part prior to maturity at the price of par and accrued interest thereon to the mandatory
redemption date on the respective dates and in principal amounts as follows:
27287086.1/ 1 1606726 9
Term Certificates due August"15, 20 Term Certificates due August 15, 20
Redemption Date Principal Amount Redemption Date Principal Amount
August 15, 20 000 August 15, 20 000
August 15, 20 000 August 15, 20 000
August 15, 20 000 August 15, 20 000
August 15, 20 000 (maturity) August 15, 20 000 (maturity)
Term Certificates due August 15, 20
Redemption Date Principal Amount
August 15, 20 000
August 15, 20 000
August 15, 20 000 (maturity)
The particular Term Certificates of a given Stated Maturity required to be redeemed
each redemption date shall be chosen by lot, or by any other customary method that results in a
random selection, by the Paying Agent/Registrar; provided, however, that the principal amount
of Term Certificates for a Stated Maturity required to be redeemed on a mandatory redemption
date may be reduced, at the option of the City, by the principal amount of Term Certificates of
like Stated Maturity which, at least fifty ( 50) days prior to the mandatory redemption date, ( 1)
shall have been acquired by the City at a price not exceeding the principal amount of such Term
Certificates plus accrued interest to the date of purchase thereof, and delivered to the Paying
Agent/Registrar for cancellation, or ( 2) shall have been redeemed pursuant to the optional
redemption provisions appearing below and not theretofore credited against a mandatory
redemption requirement.
The Certificates maturing on and after August 15, 2026, may be redeemed prior to their
Stated Maturities, at the option of the City, in whole or in part in principal amounts of$ 5,000 or
any integral multiple thereof ( and if within a Stated Maturity by lot by the Paying
Agent/Registrar), on February 15, 2026, or on any date thereafter, at the redemption price of
par, together with accrued interest to the date of redemption.
At least thirty (30) days prior to a redemption date, the City shall cause a written notice
of such redemption to be sent by United States Mail, first class postage prepaid, to the
registered owners of each Certificate to be redeemed at the address shown on the Security
Register and subject to the terms and provisions relating thereto contained in the Ordinance. If
a Certificate (or any portion of its principal sum) shall have been duly called for redemption and
notice of such redemption duly given, then upon the redemption date such Certificate ( or the
portion of its principal sum to be redeemed) shall become due and payable, and, if moneys for
the payment of the redemption price and the interest accrued on the principal amount to be
redeemed to the date of redemption are held for the purpose of such payment by the Paying
Agent/Registrar, interest shall cease to accrue and be payable from and after the redemption
date on the principal amount redeemed.
In the event a portion of the principal amount of a Certificate is to be redeemed and the
registered owner is someone other than Cede & Co., payment of the redemption price of such
principal amount shall be made to the registered owner only upon presentation and surrender of
such Certificate to the Designated Payment/Transfer Office of the Paying Agent/Registrar, and a
new Certificate or Certificates of like maturity and interest rate in any authorized denominations
provided by the Ordinance for the then unredeemed balance of the principal sum thereof will be
issued to the registered owner, without charge. If a Certificate is selected for redemption, in
whole or in part, the City and the Paying Agent/Registrar shall not be required to transfer such
27287086. 1/ 11606726 10
Certificate to an assignee of the registered owner within forty-five ( 45) days of the redemption
date therefor, provided, however, such limitation on transferability shall not be applicable to an
exchange by the registered owner of the unredeemed balance of a Certificate redeemed in part.
With respect to any optional redemption of the Certificates, unless certain prerequisites
to such redemption required by the Ordinance have been met and moneys sufficient to pay the
principal of and premium, if any, and interest on the Certificates to be redeemed shall have
been received by the Paying Agent/Registrar prior to the giving of such notice of redemption,
such notice may state that said redemption is conditional upon the satisfaction of such
prerequisites and receipt of such moneys by the Paying Agent/Registrar on or prior to the date
fixed for such redemption. If a conditional notice of redemption is given and such prerequisites
to the redemption are not satisfied or sufficient moneys are not received, such notice shall be of
no force and effect, the City shall not redeem such Certificates and the Paying Agent/ Registrar
shall give notice, in the manner in which the notice of redemption was given, to the effect that
the Certificates have not been redeemed
The Certificates are payable from the proceeds of an ad valorem tax levied, within the
limitations prescribed by law, upon all taxable property in the City and from a limited pledge of
the Net Revenues ( as defined in the Ordinance) of the City's combined Waterworks and Sewer
System ( the " System"), such pledge of the Net Revenues for the payment of the Certificates
being limited to an amount of$ 1, 000 and being junior and subordinate to the lien on and pledge
of the Net Revenues securing the payment of " Prior Lien Obligations" ( as defined in the
Ordinance) now outstanding and hereafter issued by the City. In the Ordinance, the City
reserves and retains the right to issue Prior Lien Obligations while the Certificates are
outstanding without limitation as to principal amount but subject to any terms, conditions or
restrictions as may be applicable thereto under law or otherwise, as well as the right to issue
Additional Obligations (identified and defined in the Ordinance) payable from the same sources
as the Certificates and, together with the Certificates, equally and ratably secured by a parity
lien on and pledge of the Net Revenues of the System.
Reference is hereby made to the Ordinance, a copy of which is on file in the Designated
Payment/ Transfer Office of the Paying Agent/Registrar, and to all the provisions of which the
owner or holder of this Certificate by the acceptance hereof hereby assents, for definitions of
terms; the description of and the nature and extent of the tax levied for the payment of the
Certificates; the nature and extent of the pledge of the Net Revenues securing the payment of
the Certificates; the terms and conditions relating to the transfer or exchange of this Certificate;
the conditions upon which the Ordinance may be amended or supplemented with or without the
consent of the Holders; the rights, duties, and obligations of the City and the Paying
Agent/Registrar; the terms and provisions upon which the tax levy and the pledge of the Net
Revenues and covenants made in the Ordinance may be discharged at or prior to the maturity
of this Certificate, and this Certificate deemed to be no longer Outstanding thereunder; and for
the other terms and provisions contained therein. Capitalized terms used herein have the
meanings assigned in the Ordinance.
This Certificate, subject to certain limitations contained in the Ordinance, may be
transferred on the Security Register only upon its presentation and surrender at the Designated
Payment/Transfer Office of the Paying Agent/Registrar, with the Assignment hereon duly
endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the
Paying Agent/Registrar duly executed by, the registered owner hereof, or his duly authorized
agent. When a transfer on the Security Register occurs, one or more new fully registered
Certificates of the same Stated Maturity, of authorized denominations, bearing the same rate of
27287086. 1/ 11606726 11
interest, and of the same aggregate principal amount will be issued by the Paying
Agent/Registrar to the designated transferee or transferees.
The City and the Paying Agent/Registrar, and any agent of either, shall treat the
registered owner whose name appears on the Security Register (i) on the Record Date as the
owner entitled to payment of interest hereon, ( ii) on the date of surrender of this Certificate as
the owner entitled to payment of principal hereof at its Stated Maturity or upon its prior
redemption, in whole or in part, and ( iii) on any other date as the owner for all other purposes,
and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by
notice to the contrary. In the event of nonpayment of interest on a scheduled payment date and
for thirty ( 30) days thereafter, a new record date for such interest payment ( a " Special Record
Date") will be established by the Paying Agent/Registrar, if and when funds for the payment of
such interest have been received from the City. Notice of the Special Record Date and of the
scheduled payment date of the past due interest ( which shall be 15 days after the Special
Record Date) shall be sent at least five ( 5) business days prior to the Special Record Date by
United States Mail, first class postage prepaid, to the address of each Holder appearing on the
Security Register at the close of business on the last business day next preceding the date of
mailing of such notice.
It is hereby certified, recited, represented and declared that the City is a body corporate
and political subdivision duly organized and legally existing under and by virtue of the
Constitution and laws of the State of Texas; that the issuance of the Certificates is duly
authorized by law; that all acts, conditions and things required to exist and be done precedent to
and in the issuance of the Certificates to render the same lawful and valid obligations of the City
have been properly done, have happened and have been performed in regular and due time,
form and manner as required by the Constitution and laws of the State of Texas, and the
Ordinance; that the Certificates do not exceed any Constitutional or statutory limitation; and that
due provision has been made for the payment of the principal of and interest on the Certificates
as aforestated. In case any provision in this Certificate shall be invalid, illegal, or unenforceable,
the validity, legality, and enforceability of the remaining provisions shall not in any way be
affected or impaired thereby. The terms and provisions of this Certificate and the Ordinance
shall be construed in accordance with and shall be governed by the laws of the State of Texas.
IN WITNESS WHEREOF, the City Council of the City has caused this Certificate to be
duly executed under the official seal of the City.
CITY OF CENTER, TEXAS
Mayor
COUNTERSIGNED:
City Secretary
SEAL)
27287086. 1/ 11606726 12
c) Form of Registration Certificate of Comptroller of Public Accounts to appear on
Initial Certificate(s) only.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER
OF PUBLIC ACCOUNTS REGISTER NO.
THE STATE OF TEXAS
I HEREBY CERTIFY that this Certificate has been examined, certified as to validity and
approved by the Attorney General of the State of Texas, and duly registered by the Comptroller
of Public Accounts of the State of Texas.
WITNESS my signature and seal of office this
Comptroller of Public Accounts
of the State of Texas
SEAL)
d) Form of Certificate of Paving Agent/Registrar to appear on Definitive Certificates
only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Certificate has been. duly issued and registered under the provisions of the withinmentioned
Ordinance; the certificate or certificates of the above entitled and designated series
originally delivered having been approved by the Attorney General of the State of Texas and
registered by the Comptroller of Public Accounts, as shown by the records of the Paying
Agent/Registrar.
The designated offices of the Paying Agent/Registrar located in St. Paul, Minnesota, is
the "Designated Payment/Transfer Office" for this Certificate.
BOKF, NA, Austin, Texas
Registration Date:
By
Authorized Signature
27287086.1/ 11606726 13
e) Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto (Print
or typewrite name, address and zip code of transferee):
Social Security or other identifying number the within
Certificate and all rights thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the
within Certificate on the books kept for registration thereof, with full power of substitution in the
premises.
DATED:
NOTICE: The signature on this
Signature guaranteed: assignment must correspond with the
name of the registered owner as it
appears on the face of the within
Certificate in every particular.
f) The Initial Certificate(s) shall be in the form set forth in paragraph ( b) of this
Section except that the heading and first paragraph of the form of a single fully registered Initial
Certificate shall be modified as follows:
REGISTERED REGISTERED
NO. T- 1
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF CENTER, TEXAS,
COMBINATION TAX AND WATERWORKS AND SEWER SYSTEM( LIMITED PLEDGE)
REVENUE CERTIFICATE OF OBLIGATION,
SERIES 2016
Certificate Date:
June 15, 2016
Registered Owner:
Principal Amount:
The City of Center (hereinafter referred to as the "City"), a body corporate and municipal
corporation in the County of Shelby, State of Texas, for value received, acknowledges itself
indebted to and hereby promises to pay to the Registered Owner named above, or th
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