Ordinance 2010-11 � ORDINANCE NO. 2010-11
AN ORDINANCE AUTHORIZING THE ISSUANCE OF "CITY OF
WYLIE, TEXAS, GENERAL OBLIGATION REFUNDING BONDS,
SERIES 2010"; SPECIFYING THE TERMS AND FEATURES OF SAID
BONDS; LEVYING A CONTINUING DIRECT ANNUAL AD VALOREM
TAX FOR THE PAYMENT OF SAID BONDS; PROVIDING FOR THE
REDEMPTION OF CERTAIN OUTSTANDING OBLIGATIONS OF THE
CITY; AND RESOLVING OTHER MATTERS INCIDENT AND
RELATED TO THE ISSUANCE, SALE, PAYMENT AND DELIVERY OF
SAID BONDS, INCLUDING THE APPROVAL AND EXECUTION OF A
PAYING AGENT/REGISTRAR AGREEMENT, A BOND PURCHASE
AGREEMENT AND AN ESCROW AGREEMENT AND THE APPROVAL
AND DISTRIBUTION OF AN OFFICIAL STATEMENT; AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City Council of the City of Wylie, Texas (the "City") has heretofore
issued, sold and delivered, and there are currently outstanding obligations totaling in original
principal amount $9,775,000 of the following issues or series (hereinafter collectively referred to
as the "Refunded Obligations"), to wit:
(1) City of Wylie, Texas, General Obligation Bonds, Series 2000, dated August 15,
� 2000, maturing on February 15 in the years 2011 and 2012, and aggregating in the principal
amount of $200,000 (the "Series 2000 GO Bonds");
(2) City of Wylie, Texas, General Obligation Bonds, Series 2001, dated September l,
2001, maturing on February 15 in the years 2011 through 2021, and aggregating in the principal
amount of $3,060,000 (the "Series 2001 GO Bonds");
(3) City of Wylie, Texas, General Obligation Bonds, Series 2006, dated March 15,
2006, being a portion of such bonds maturing on February 15 in each of the years 2011 through
2015, and aggregating in the principal amount of $3,770,000 (the "Series 2006 Bonds");
(4) City of Wylie, Texas, Waterworks and Sewer System Revenue Bonds, Series
1999, dated September 1, 1999, maturing on February 15 in the years 2012, 2014 and 2016
through 2019, and aggregating in the principal amount of $810,000 (the "Series 1999 Revenue
Bonds");
(5) City of Wylie, Texas, Waterworks and Sewer System Revenue Bonds, Series
2000, dated August 15, 2000, maturing on February 15 in the years 2011 through 2018 and 2020,
and aggregating in the principal amount of $1,120,000 (the "Series 2000 Revenue Bonds"); and
(6) City of Wylie, Texas, Waterworks and Sewer System Revenue Bonds, Series
2002, dated September 15, 2002, maturing on February 15 in the years 2011 through 2018 and
..�,. 2022, and aggregating in the principal amount of $815,000 (the "Series 2002 Revenue Bonds");
AND WHEREAS, pursuant to the provisions of V.T.C.A., Government Code,
Chapter 1207, the City Council is authorized to issue refunding bonds and deposit the proceeds
Ordinance No. 2010-11 1
of sale directly with the place of payment for the Refunded Obligations, or other authorized �
depository, and such deposit, when made in accordance with said statute, shall constitute the
making of firm banking and financial arrangements for the discharge and final payment of the
Refunded Obligations; and
WHEREAS, the City Council hereby finds and determines it is in the best interests of the
City to refund the Refunded Obligations to restructure the debt service requirements of such
Refunded Obligations, and such refunding should be undertaken notwithstanding that the
aggregate amount of payments to be made under the refunding obligations herein authorized
exceeds the aggregate amount of payments that would have been made under the terms of the
Refunded Obligations had the refunding not occurred by a maximum amount of $2,021,005.99
and results in a net present value savings of approximately $39,769.99;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF WYLIE, TEXAS:
Authorization - Desi�nation - Principal Amount - Purpose. General obligation
bonds of the City shall be and are hereby authorized to be issued in the aggregate
principal amount of $10,160,000 to be designated and bear the title "CITY OF
WYLIE, TEXAS, GENERAL OBLIGATION REFUNDING BONDS, SERIES
2010" (hereinafter referred to as the `Bonds"), for the purpose of providing funds
for the discharge and final payment of certain outstanding obligations of the City
(identified in the preamble hereof and referred to as the "Refunded Obligations") �
and to pay costs of issuance, in accordance with the Constitution and laws of the
State of Texas, including V.T.C.A., Government Code, Chapter 1207, as
amended.
Fullv Re�istered Obl�ations - Bond Date - Authorized Denominations - Stated
Maturities - Interest Rates The Bonds shall be issued as fully registered
obligations only, shall be dated July 15, 2010 (the "Bond Date"), shall be in
denominations of $5,000 or any integral multiple (within a Stated Maturity)
thereof, and shall become due and payable semiannually on February 15 in each
of the years and in principal amounts (the "Stated Maturities") in accordance with
the following schedule:
Year of Principal Interest
Stated Maturitv Amount Rate s
2011 $ 220,000 2.00 %
2012 235,000 2.00
2013 240,000 2.00
2014 250,000 2.00
2015 250,000 2.00
2016 390,000 2.00
2017 535,000 2.50 �
2018 660,000 2.50
2019 680,000 2.50
Ordinance No. 2010-ll 2
.,,�.. 2020 790,000 3.00
2021 790,000 3.00
2022 685,000 3.25
2023 675,000 3.25
2024 695,000 3.50
2025 720,000 4.00
2026 $ 750,000 4.00 %
2027 780,000 4.00
2028 815,000 4.00
The Bonds shall bear interest on the unpaid principal amounts from the Bond Date at the
rate(s) per annum shown above in this Section (calculated on the basis of a 360-day year of
twelve 30-day months). Interest on the Bonds shall be payable on February 15 and August 15 in
each year, commencing February 15, 2011, until maturity or prior redemption.
Terms of Pavment - Pa�� eg nt/Re ig strar. The principal of, premium, if any, and the
interest on the Bonds, due and payable by reason of maturity, redemption or
otherwise, shall be payable only to the registered owners or holders of the Bonds
(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 The Bank of New York Mellon Trust Company, N.A.,
Dallas, Texas to serve as Paying Agent/Registrar for the Bonds is hereby approved and
confirtned. Books and records relating to the registration, payment, transfer and exchange of the
Bonds (the "Security Register") shall at all times be kept and maintained on behalf of the City by
the Paying 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 Paying Agent/Registrar Agreement in connection with the delivery of the Bonds.
The City covenants to maintain and provide a Paying Agent/Registrar at all times until the Bonds
are paid and discharged, and any successor Paying Agent/Registrar shall be a commercial bank,
trust company, financial institution or other entity qualified and 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 Bonds, 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 Bonds, shall be payable at the Stated Maturities
or on a date of earlier redemption thereof only upon presentation and surrender of the Bonds to
the Paying Agent/Registrar at its designated offices, initially in Dallas, Texas, or, with respect to
� a successor Paying Agent/Registrar, at the designated offices of such successor (the "Designated
Payment/Transfer Office"). Interest on the Bonds 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
Ordinance No. 2010-11 3
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 Bonds 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.
Redemption.
Optional Redemption. The Bonds having Stated Maturities on and after �
February 15, 2021, 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, 2020 or on any date thereafter at
the redemption price of par plus accrued interest to the date of redemption.
Exercise of Redem�tion Option. At least forty-five (45) days prior to a
redemption date for the Bonds (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 Bonds, 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 Bonds shall be entered in the minutes of the governing body of the
City.
Selection of Bonds for Redemption. If less than all Outstanding Bonds of the
same Stated Maturity are to be redeemed on a redemption date, the Paying
Agent/Registrar shall treat such Bonds as representing the number of
Bonds Outstanding which is obtained by dividing the principal amount of
such Bonds by $5,000 and shall select the Bonds, or principal amount
thereof, to be redeemed within such Stated Maturity by lot.
Notice of Redemption. Not less than thirty (30) days priar to a redemption date �
for the Bonds, a notice of redemption shall be sent by United States Mail,
Ordinance No. 2010-11 4
,�.. first class postage prepaid, in the name of the City and at the City's
expense, to each Holder of a Bond 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 Bonds,
(ii) identify the Bonds 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 Bonds, 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, and (v) specify that payment of the redemption price for the Bonds, 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 thereof by the Holder. If a Bond is subject
by its terms to prior redemption, and has been called for redemption, and notice of redemption
thereof has been duly given as hereinabove provided, such Bond (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 Bond
(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 Bonds, unless moneys sufficient to pay the principal of and premium, if any, and interest on
the Bonds 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 receipt of such moneys by the Paying Agent/Registrar on or prior to the date fixed for
such redemption, or upon the satisfaction of any prerequisites set forth in such notice of
redemption; and, if sufficient moneys are not received, such notice shall be of no farce and
effect, the City shall not redeem such Bonds and the Paying Agent/Registrar shall give notice, in
the manner in which the notice of redemption was given, to the effect that the Bonds have not
been redeemed.
Registration - Transfer - Exchange of Bonds - Predecessor Bonds. The Paying
Agent/Registrar shall obtain, record, and maintain in the Security Register the
name and address of each and every owner of the Bonds issued under and
pursuant to the provisions of this Ordinance, or if appropriate, the nominee
thereof. Any Bond may be transferred or exchanged for Bonds of other
authorized denominations by the Holder, in person or by his duly authorized
agent, upon surrender of such Bond 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.
Ordinance No. 2010-11 5
Upon surrender of any Bond (other than the Initial Bond(s) referenced in Section 8 �
hereo� 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 Bonds of authorized denominations and having the same Stated
Maturity and of a like aggregate principal amount as the Bond or Bonds surrendered for transfer.
At the option of the Holder, Bonds (other than the Initial Bond(s) referenced in Section 8
hereo� may be exchanged for other Bonds of authorized denominations and having the same
Stated Maturity, bearing the same rate of interest and of like aggregate principal amount as the
Bonds surrendered for exchange, upon surrender of the Bonds to be exchanged at the Designated
Payment/Transfer Office of the Paying Agent/Registrar. Whenever any Bonds are surrendered
for exchange, the Paying Agent/Registrar shall register and deliver new Bonds to the Holder
requesting the exchange.
All Bonds issued in any transfer or exchange of Bonds 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 Bonds surrendered in such
transfer or exchange.
All transfers or exchanges of Bonds 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.
Bonds cancelled by reason of an exchange or transfer pursuant to the provisions hereof
are hereby defined to be "Predecessor Bonds," evidencing all or a portion, as the case may be, of
the same obligation to pay evidenced by the new Bond or Bonds registered and delivered in the
exchange or transfer therefor. Additionally, the term "Predecessor Bonds" shall include any
mutilated, lost, destroyed, or stolen Bond for which a replacement Bond has been issued,
registered, and delivered in lieu thereof pursuant to the provisions of Section 11 hereof and such
new replacement Bond shall be deemed to evidence the same obligation as the mutilated, lost,
destroyed, or stolen Bond.
Neither the City nor the Paying Agent/Registrar shall be required to issue or transfer to an
assignee of a Holder any Bond called for redemption, in whole or in part, within 45 days of the
date fixed for the redemption of such Bond; provided, however, such limitation on transferability
shall not be applicable to an exchange by the Holder of the unredeemed balance of a Bond called
for redemption in part.
Book-Entry-Only Transfers and Transactions. Notwithstanding the provisions contained
in Sections 3, 4 and 5 hereof relating to the payment, and transfer/exchange of the
Bonds, the City hereby approves and authorizes the use of "Book-Entry-Only" �
securities clearance, settlement and transfer system provided by The Depository
Trust Company, a limited purpose trust company organized under the laws of the
Ordinance No. 2010-11 6
�- State of New York ("DTC"), in accordance with the operational arrangements
referenced in the Blanket Issuer Letter of Representation, by and between the City
and DTC (the "Depository Agreement").
Pursuant to the Depository Agreement and the rules of DTC, the Bonds shall be
deposited with DTC who shall hold said Bonds for its participants (the "DTC Participants").
While the Bonds are held by DTC under the Depository Agreement, the Holder of the Bonds on
the Security Register for all purposes, including payment and notices, shall be Cede & Co., as
nominee of DTC, notwithstanding the ownership of each actual purchaser or owner of each Bond
(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 Bonds
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 Bonds, the City covenants and agrees with the Holders of the Bonds
to cause Bonds to be printed in definitive form and provide for the Bond certificates to be issued
and delivered to DTC Participants and Beneficial Owners, as the case may be. Thereafter, the
Bonds in definitive form shall be assigned, transferred and exchanged on the Security Register
maintained by the Paying Agent/Registrar and payment of such Bonds shall be made in
accordance with the provisions of Sections 3, 4 and 5 hereof.
Execution - Re�istration. The Bonds shall be executed on behalf of the City by the
�-- Mayor under its seal reproduced or impressed thereon and countersigned by the
City Secretary. The signature of said officers on the Bonds may be manual or
facsimile. Bonds bearing the manual or facsimile signatures of individuals who
are or were the proper officers of the City on the Bond Date shall be deemed to be
duly executed on behalf of the City, notwithstanding that such individuals or
either of them shall cease to hold such offices at the time of delivery of the Bonds
to the initial purchaser(s) and with respect to Bonds delivered in subsequent
exchanges and transfers, all as authorized and provided in V.T.C.A., Government
Code, Chapter 1201, as amended.
No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or
obligatory for any purpose, unless there appears on such Bond 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 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 Bond shall be conclusive evidence, and the only evidence, that such Bond has been
duly certified, registered, and delivered.
Initial Bond(s). The Bonds herein authorized shall be initially issued either (i) as a single
fully registered bond in the aggregate principal amount of the Bonds with
principal installments to become due and payable as provided in Section 2 hereof
'"'�" and numbered T-1, or (ii) as multiple fully registered bonds, being one bond for
each year of maturity in the applicable principal amount and denomination and to
be numbered consecutively from T-1 and upward (hereinafter called the "Initial
Ordinance No. 2010-11 7
Bond(s)") and, in either case, the Initial Bond(s) shall be registered in the name of �
the initial purchaser(s) or the designee thereo£ The Initial Bond(s) shall be the
Bond(s) 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 purchaser(s). Any time
after the delivery of the Initial Bond(s), the Paying Agent/Registrar, pursuant to
written instructions from the initial purchaser(s), or the designee thereof, shall
cancel the Initial Bond(s) delivered hereunder and exchange therefor definitive
Bonds of authorized denominations, Stated Maturities, principal amounts and
bearing applicable interest rates for transfer and delivery to the Holders named at
the addresses identified therefor; all pursuant to and in accordance with such
written instructions from the initial purchaser(s), or the designee thereof, and such
other information and documentation as the Paying Agent/Registrar may
reasonably require.
Forms.
Forms Generally. The Bonds, 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 Bonds, 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
Bonds, 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 Bonds as evidenced by their execution. Any portion of the
text of any Bonds may be set forth on the reverse thereof, with an
appropriate reference thereto on the face of the Bond.
The definitive Bonds and the Initial Bond(s) shall be printed, lithographed, engraved,
typewritten, photocopied or otherwise reproduced in any other similar manner, all as determined
by the officers executing such Bonds as evidenced by their execution thereof.
Ordinance No. 2010-11 g
� Form of Definitive Bonds
REGISTERED REGISTERED
NO. $
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF WYLIE, TEXAS
GENERAL OBLIGATION REFUNDING BOND, SERIES 2010
Bond Date: Interest Rate: Stated Maturity CUSIP No:
July 15, 2010 % February 15, 20_
Registered Owner:
Principal Amount:
The City of Wylie (hereinafter referred to as the "City"), a body corporate and political
subdivision in the Counties of Collin, Dallas and Rockwall, 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 Bond appearing below (unless this Bond
bears a"Registration Date" as of an interest payment date, in which case it shall bear interest
from such date, or unless the "Registration Date" of this Bond is prior to the initial interest
payment date in which case it shall bear interest from the Bond 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,
2011, until maturity or prior redemption. Principal of this Bond shall be payable at its Stated
Maturity or on a redemption date to the Registered Owner hereof upon presentation and
surrender at the designated offices of the Paying Agent/Registrar executing the registration
certificate appearing hereon, initially in Dallas, Texas, or, with respect to a successor Paying
Agent/Registrar, at the designated offices of such successor (the "Designated Payment/Transfer
Office"). Interest is payable to the registered owner of this Bond (or one or more Predecessor
Bonds, 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 the payment of the principal of or interest on the
Bonds 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
Ordinance No. 2010-11 9
effect as if made on the original date payment was due. All payments of principal of, premium,
if any, and interest on this Bond 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 Bond is one of the series specified in its title issued in the aggregate principal
amount of $10,160,000 (herein referred to as the `Bonds") for the purpose of providing funds for
the discharge and final payment of certain outstanding obligations of the City (identified in the
preamble of the Ordinance (defined below) and referred to as the "Refunded Obligations") and to
pay costs of issuance, under and in strict conformity with the Constitution and laws of the State
of Texas and pursuant to an Ordinance adopted by the City Council of the City (herein referred
to as the "Ordinance").
The Bonds maturing on and after February 15, 2021, 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, 2020, or on any date thereafter, at the redemption price of par,
together with accrued interest to the date of redemption.
At least thirty days prior to the date fixed for any redemption of Bonds, 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 Bond 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 Bond (or any portion of its principal sum) shall have been duly called for
redemption and notice of such redemption duly given, then upon such redemption date such
Bond (or the portion of its principal sum to be redeemed) shall become due and payable, and
interest thereon shall cease to accrue from and after the redemption date therefor; provided
moneys for the payment of the redemption price and the interest 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.
In the event a portion of the principal amount of a Bond 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 Bond to the Designated Payment/Transfer Office of the Paying Agent/Registrar, and a new
Bond or Bonds 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 Bond is selected for redemption, in whole or in part, the
City and the Paying Agent/Registrar shall not be required to transfer such Bond to an assignee of
the registered owner within 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 Bond redeemed in part.
With respect to any optional redemption of the Bonds, unless moneys sufficient to pay
the principal of and premium, if any, and interest on the Bonds 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 receipt of such moneys by the
Ordinance No. 2010-11 1 �
�- Paying Agent/Registrar on or prior to the date fixed for such redemption, or upon the satisfaction
of any prerequisites set forth in such notice of redemption; and, if sufficient moneys are not
received, such notice shall be of no force and effect, the City shall not redeem such Bonds and
the Paying Agent/Registrar shall give notice, in the manner in which the notice of redemption
was given, to the effect that the Bonds have not been redeemed.
The Bonds are payable from the proceeds of an ad valorem tax levied, within the
limitations prescribed by law, upon all taxable property in the City. 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 of the provisions of which the owner or holder of this Bond 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 Bonds; the terms and conditions relating to the
transfer or exchange of this Bond; 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 this Bond may be
discharged at or prior to its maturity or redemption, and deemed to be no longer Outstanding
thereunder; and for other terms and provisions contained therein. Capitalized terms used herein
have the meanings assigned in the Ordinance.
This Bond, 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 Bonds
of the same Stated Maturity, of authorized denominations, bearing the same rate of 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 Bond as the
owner entitled to payment of principal hereof at its Stated Maturity or its 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 Bonds is duly authorized by
Ordinance No. 2010-11 1 1
law; that all acts, conditions and things required to exist and be done precedent to and in the
issuance of the Bonds 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 Bonds 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 Bonds by the levy of a tax as
aforestated. In case any provision in this Bond 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 tertns and provisions of this Bond 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 Bond to be duly
executed under the official seal of the City as of the Bond Date.
CITY OF WYLIE, TEXAS
Mayor
COUNTERSIGNED:
City Secretary
(City Seal)
Ordinance No. 2010-11 12
,�.. Form of Re�istration Certificate of Comptroller of Public Accounts to appear on
Initial Bond�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 Bond 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)
� Form of Certificate of Payin�A�ent/Registrar to appear on Definitive Bonds
only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Bond has been duly issued and registered under the provisions of the
within-mentioned Ordinance; the bond or bonds 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 in Dallas, Texas is the "Designated
Payment/Transfer Office" for this Bond.
THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A.,
Dallas, Texas,
as Paying Agent/Registrar
Registration date:
By:
�"` Authorized Signature
Ordinance No. 2010-ll 13
Form of Assi�nment. �
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print
or typewrite name, address, and zip code of transferee):
(Social Security or other identifying number ) the within
Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the within Bond on the books kept for registration thereof, with full power of
substitution in the premises.
DATED:
NOTICE: The signature on this
assignment must conespond with the
Signature guaranteed: name of the registered owner as it
appears on the face of the within
Bond in every particular.
The Initial Bond(s) shall be in the form set forth in subsection (b) of this Section,
exce�t that the heading and para�ph one of the form of the sin�le fully
re¢istered Initial Bond shall be modified as follows:
REGISTERED REGISTERED
NO. T-1 $10,160,000
UNITED STATES OF AMERICA
STATE OF TEXAS
CITY OF WYLIE, TEXAS
GENERAL OBLIGATION REFLTNDING BOND, SERIES 2010
Bond Date: July 15, 2010
Registered Owner: Citigroup Global Markets Inc.
Principal Amount: TEN MILLION ONE HiJNDRED SIXTY THOUSAND DOLLARS
The City of Wylie (hereinafter referred to as the "City"), a body corporate and municipal
corporation in the Counties of Collin, Dallas and Rockwall, 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, the Principal Amount hereinabove stated on February 15
in each of the years and in principal installments in accordance with the following schedule:
STATED PRINCIPAL INTEREST „
MATURITY INSTALLMENTS RATE
Ordinance No. 2010-11 14
�.
(Information to be inserted from schedule in Section 2 hereo�.
(or so much principal thereof as shall not have been redeemed prior to maturity) and to pay
interest on the unpaid Principal Amount hereof from the Bond Date at the per annum rates 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,
201 l, until maturity or prior redemption. Principal installments of this Bond are payable on the
Stated Maturity dates or on a redemption date to the registered owner hereof by The Bank of
New York Mellon Trust Company, N.A., Dallas, Texas (the "Paying Agent/Registrar"), upon its
presentation and surrender at its designated offices, initially in Dallas, Texas, or, with respect to
a successor paying agent/registrar, at the designated office of such successor (the "Designated
Payment/Transfer Office"). Interest is payable to the registered owner of this Bond 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 the payment of
the principal of or interest on the Bonds 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, premium, if any, and interest on this Bond 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.
Levy of Taxes. To provide for the payment of the "Debt Service Requirements" of the
Bonds, being (i) the interest on the Bonds and (ii) a sinking fund for their payment
at maturity or redemption or a sinking fund of 2%0 (whichever amount is the
greater), there is hereby levied, and there shall be annually assessed and collected
in due time, form, and manner, a tax on all taxable property in the City, within the
limitations prescribed by law, and such tax hereby levied on each one hundred
dollars' valuation of taxable property in the City for the Debt Service
Requirements of the Bonds shall be at a rate from year to year as will be ample
and sufficient to provide funds each year to pay the principal of and interest on
said Bonds while Outstanding; full allowance being made for delinquencies and
costs of collection; separate books and records relating to the receipt and
disbursement of taxes levied, assessed and collected for and on account of the
Bonds shall be kept and maintained by the City at all times while the Bonds are
Outstanding, and the taxes collected for the payment of the Debt Service
� Requirements on the Bonds shall be deposited to the credit of a"Special 2010
Bond Account" (the "Interest and Sinking Fund") maintained on the records of
the City and deposited in a special fund maintained at an official depository of the
Ordinance No. 2010-11 15
City's funds; and such tax hereby levied, and to be assessed and collected �
annually, is hereby pledged to the payment of the Bonds.
The Mayor, Mayor Pro Tem, City Manager, Finance Director and City Secretary of the
City, any one or more of said officials, are hereby authorized and directed to cause to be
transferred to the Paying Agent/Registrar for the Bonds, from funds on deposit in the Interest and
Sinking Fund, amounts sufficient to fully pay and discharge promptly each installment of interest
and principal of the Bonds as the same accrues or matures or comes due by reason of redemption
prior to maturity; such transfers of funds to be made in such manner as will cause collected funds
to be deposited with the Paying Agent/Registrar on or before each principal and interest payment
date for the Bonds.
Mutilated - Destro�ed - Lost and Stolen Bonds. In case any Bond shall be mutilated, or
destroyed, lost or stolen, the Paying Agent/Registrar may execute and deliver a
replacement Bond of like form and tenor, and in the same denomination and
bearing a number not contemporaneously outstanding, in exchange and
substitution for such mutilated Bond, or in lieu of and in substitution for such
destroyed, lost or stolen Bond, only upon the approval of the City and after (i) the
filing by the Holder thereof with the Paying Agent/Registrar of evidence
satisfactory to the Paying Agent/Registrar of the destruction, loss or theft of such
Bond, and of the authenticity of the ownership thereof and (ii) the furnishing to
the Paying Agent/Registrar of indemnification in an amount satisfactory to hold
the City and the Paying Agent/Registrar harmless. All expenses and charges �
associated with such indemnity and with the preparation, execution and delivery
of a replacement Bond shall be borne by the Holder of the Bond mutilated, or
destroyed, lost or stolen.
Every replacement Bond issued pursuant to this Section shall be a valid and binding
obligation, and shall be entitled to all the benefits of this Ordinance equally and ratably with all
other Outstanding Bonds; notwithstanding the enforceability of payment by anyone of the
destroyed, lost, or stolen Bonds.
The provisions of this Section are exclusive and shall preclude (to the extent lawful) all
other rights and remedies with respect to the replacement and payment of mutilated, destroyed,
lost or stolen Bonds.
Satisfaction of Obli�ation of City If the City shall pay or cause to be paid, or there shall
otherwise be paid to the Holders, the principal of, premium, if any, and interest on
the Bonds, at the times and in the manner stipulated in this Ordinance, then the
pledge of taxes levied under this Ordinance and all covenants, agreements, and
other obligations of the City to the Holders shall thereupon cease, terminate, and
be discharged and satisfied.
Bonds or any principal amount(s) thereof shall be deemed to have been paid within the
meaning and with the effect expressed above in this Section when (i) money sufficient to pay in �
full such Bonds or the principal amount(s) thereof at maturity or to the redemption date therefor,
together with all interest due thereon, shall have been irrevocably deposited with and held in trust
Ordinance No. 2010-11 16
.� by the Paying Agent/Registrar, or an authorized escrow agent, or (ii) Government Securities
shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized
escrow agent, which Government Securities have been certified by an independent accounting
firm to mature as to principal and interest in such amounts and at such times as will insure the
availability, without reinvestment, of sufficient money, together with any moneys deposited
therewith, if any, to pay when due the principal of and interest on such Bonds, or the principal
amount(s) thereof, on and prior to the Stated Maturity thereof or (if notice of redemption has
been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying
Agent/Registrar have been made) the redemption date thereof. The City covenants that no
deposit of moneys or Government Securities will be made under this Section and no use made of
any such deposit which would cause the Bonds to be treated as "arbitrage bonds" within the
meaning of Section 148 of the Internal Revenue Code of 1986, as amended, or regulations
adopted pursuant thereto.
Any moneys so deposited with the Paying Agent/Registrar, or an authorized escrow
agent, and all income from Government Securities held in trust by the Paying Agent/Registrar, or
an authorized escrow agent, pursuant to this Section which is not required for the payment of the
Bonds, or any principal amount(s) thereof, or interest thereon with respect to which such moneys
have been so deposited shall be remitted to the City or deposited as directed by the City.
Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of
and interest on the Bonds and remaining unclaimed for a period of three (3) years after the Stated
Maturity or applicable redemption date of the Bonds (for which such moneys were deposited and
"""` are held in trust to pay) shall upon the request of the City be remitted to the City against a written
receipt therefor. Notwithstanding the above and foregoing, any remittance of funds from the
Paying Agent/Registrar to the City shall be subject to any applicable unclaimed property laws of
the State of Texas.
The term "Government Securities" shall mean (i) direct noncallable obligations of the
United States of America, including obligations the principal of and interest on which are
unconditionally guaranteed by the United States of America, (ii) noncallable obligations of an
agency or instrumentality of the United States, including obligations unconditionally guaranteed
or insured by the agency or instrumentality and, on the date of their acquisition or purchase by
the City, are rated as to investment quality by a nationally recognized investment rating firm not
less than AAA or its equivalent and (iii) noncallable obligations of a state or an agency or a
county, municipality, or other political subdivision of a state that have been refunded and that, on
the date of their acquisition or purchase by the City, are rated as to investment quality by a
nationally recognized investment rating firm not less than AAA or its equivalent.
Ordinance a Contract - Amendments - Outstandin� Bonds. This Ordinance shall
constitute a contract with the Holders from time to time, be binding on the City,
and shall not be amended or repealed by the City so long as any Bond remains
Outstanding except as permitted in this Section and in Section 29 hereof. The
City may, without the consent of or notice to any Holders, from time to time and
at any time, amend this Ordinance in any manner not detrimental to the interests
� of the Holders, including the curing of any ambiguity, inconsistency, or formal
defect or omission herein. In addition, the City may, with the consent of Holders
holding a majority in aggregate principal amount of the Bonds then Outstanding,
Ordinance No. 2010-1 I 17
amend, add to, or rescind any of the provisions of this Ordinance; provided that, �
without the consent of all Holders of Outstanding Bonds, no such amendment,
addition, or rescission shall (1) extend the time or times of payment of the
principal of, premium, if any, and interest on the Bonds, reduce the principal
amount thereof, the redemption price therefor, or the rate of interest thereon, or in
any other way modify the terms of payment of the principal of, premium, if any,
or interest on the Bonds, (2) give any preference to any Bond over any other
Bond, or (3) reduce the aggregate principal amount of Bonds required to be held
by Holders for consent to any such amendment, addition, or rescission.
The term "Outstanding" when used in this Ordinance with respect to Bonds means, as of
the date of determination, all Bonds theretofore issued and delivered under this Ordinance,
except:
those Bonds cancelled by the Paying Agent/Registrar or delivered
to the Paying Agent/Registrar for cancellation;
those Bonds deemed to be duly paid by the City in accordance with
the provisions of Section 12 hereof; and
those mutilated, destroyed, lost, or stolen Bonds which have been
replaced with Bonds registered and delivered in lieu thereof
as provided in Section 11 hereof. �
Covenants to Maintain Tax Status.
Definitions When used in this Section 14, the following terms have the
following meanings:
"Closing Date" means the date on which the Bonds are first authenticated
and delivered to the initial purchasers against payment therefor.
"Code" means the Internal Revenue Code of 1986, as amended by all
legislation, if any, effective on or before the Closing Date.
"Computation Date" has the meaning set forth in Section 1.148-1(b) of the
Regulations.
"Gross Proceeds" means any proceeds as defined in Section 1.148-1(b) of
the Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of
the Regulations, of the Bonds.
"Investment" has the meaning set forth in Section 1.148-1(b) of the
Regulations.
"Nonpurpose Investment" means any investment property, as defined in _.,.,
section 148(b) of the Code, in which Gross Proceeds of the Bonds are invested
and which is not acquired to carry out the governmental purposes of the Bonds.
Ordinance No. 2010-I1 1 g
,�,,, "Rebate Amount" has the meaning set forth in Section 1.148-1(b) of the
Regulations.
"Regulations" means any proposed, temporary, or final Income Tax
Regulations issued pursuant to Sections 103 and 141 through 150 of the Code,
and 103 of the Internal Revenue Code of 1954, which are applicable to the Bonds.
Any reference to any specific Regulation shall also mean, as appropriate, any
proposed, temporary or final Income Tax Regulation designed to supplement,
amend or replace the specific Regulation referenced.
"Yield" of (1) any Investment has the meaning set forth in Section 1.148-5
of the Regulations and (2) the Bonds has the meaning set forth in Section 1.148-4
of the Regulations.
Not to Cause Interest to Become Ta�cable. The City shall not use, permit the use
of, or omit to use Gross Proceeds or any other amounts (or any property
the acquisition, construction or improvement of which is to be financed
directly or indirectly with Gross Proceeds) in a manner which if made or
omitted, respectively, would cause the interest on any Bond to become
includable in the gross income, as defined in section 61 of the Code, of the
owner thereof for federal income tax purposes. Without limiting the
generality of the foregoing, unless and until the City receives a written
�. opinion of counsel nationally recognized in the field of municipal bond
law to the effect that failure to comply with such covenant will not
adversely affect the exemption from federal income tax of the interest on
any Bond, the City shall comply with each of the specific covenants in this
Section.
No Private Use or Private Pa�ts. Except as permitted by section 141 of the
Code and the Regulations and rulings thereunder, the City shall at all
times prior to the last Stated Maturity of Bonds:
exclusively own, operate and possess all property the acquisition,
construction or improvement of which is to be financed or
refinanced directly or indirectly with Gross Proceeds of the
Bonds (including property financed with Gross Proceeds of
the Refunded Obligations), and not use or permit the use of
such Gross Proceeds (including all contractual
arrangements with terms different than those applicable to
the general public) or any property acquired, constructed or
improved with such Gross Proceeds in any activity carried
on by any person or entity (including the United States or
any agency, department and instrumentality thereo fl other
than a state ar local government, unless such use is solely
^� as a member of the general public; and
Ordinance No. 2010-11 19
not directly or indirectly impose or accept any charge or other
payment by any person or entity who is treated as using "'
Gross Proceeds of the Bonds or any property the
acquisition, construction or improvement of which is to be
financed or refinanced directly or indirectly with such
Gross Proceeds (including property financed with Gross
Proceeds of the Refunded Obligations), other than taxes of
general application within the City or interest earned on
investments acquired with such Gross Proceeds pending
application for their intended purposes.
No Private Loan. Except to the extent permitted by section 141 of the Code and
the Regulations and rulings thereunder, the City shall not use Gross
Proceeds of the Bonds to make ar finance loans to any person or entity
other than a state or local government. For purposes of the foregoing
covenant, such Gross Proceeds are considered to be "loaned" to a person
or entity if: (1) property acquired, constructed or improved with such
Gross Proceeds is sold or leased to such person or entity in a transaction
which creates a debt for federal income t� purposes; (2) capacity in or
service from such property is committed to such person ar entity under a
take-or-pay, output or similar contract or arrangement; or (3) indirect
benefits, or burdens and benefits of ownership, of such Gross Proceeds or
any property acquired, constructed or improved with such Gross Proceeds �
are otherwise transferred in a transaction which is the economic equivalent
of a loan.
Not to Invest at Higher Yield. Except to the extent permitted by section 148 of
the Code and the Regulations and rulings thereunder, the City shall not at
any time prior to the final Stated Maturity of the Bonds directly or
indirectly invest Gross Proceeds in any Investment (or use Gross Proceeds
to replace money so invested), if as a result of such investment the Yield
from the Closing Date of all Investments acquired with Gross Proceeds (or
with money replaced thereby), whether then held or previously disposed
of, exceeds the Yield of the Bonds.
Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the
Code and the Regulations and rulings thereunder, the City shall not take or
omit to take any action which would cause the Bonds to be federally
guaranteed within the meaning of section 149(b) of the Code and the
Regulations and rulings thereunder.
Information Report. The City shall timely file the information required by section
149(e) of the Code with the Secretary of the Treasury on Form 8038-G or
such other form and in such place as the Secretary may prescribe.
Rebate of Arbitra�e Profits. Except to the extent otherwise provided in section �
148(� of the Code and the Regulations and rulings thereunder:
Ordinance No. 2010-11 20
„�„ The City shall account for all Gross Proceeds (including all
receipts, expenditures and investments thereo� on its books
of account separately and apart from all other funds (and
receipts, expenditures and investments thereo� and shall
retain all records of accounting for at least six years after
the day on which the last Outstanding Bond is discharged.
However, to the extent permitted by law, the City may
commingle Gross Proceeds of the Bonds with other money
of the City, provided that the City separately accounts for
each receipt and expenditure of Gross Proceeds and the
obligations acquired therewith.
Not less frequently than each Computation Date, the City shall
calculate the Rebate Amount in accordance �yith rules set
forth in section 148(� of the Code and the Regulations and
rulings thereunder. The City shall maintain such
calculations with its official transcript of proceedings
relating to the issuance of the Bonds until six years after the
final Computation Date.
As additional consideration for the purchase of the Bonds by the
Purchasers and the loan of the money represented thereby
� and in order to induce such purchase by measures designed
to insure the excludability of the interest thereon from the
gross income of the owners thereof for federal income tax
purposes, the City shall pay to the United States out of the
Interest and Sinking Fund or its general fund, as permitted
by applicable Texas statute, regulation or opinion of the
Attorney General of the State of Texas, the amount that
when added to the future value of previous rebate payments
made for the Bonds equals (i) in the case of a Final
Computation Date as defined in Section 1.148-3(e)(2) of
the Regulations, one hundred percent (100%) of the Rebate
Amount on such date; and (ii) in the case of any other
Computation Date, ninety percent (90%) of the Rebate
Amount on such date. In all cases, the rebate payments
shall be made at the times, in the installments, to the place
and in the manner as is or may be required by section
148(� of the Code and the Regulations and rulings
thereunder, and shall be accompanied by Form 8038-T or
such other forms and information as is or may be required
by Section 148(� of the Code and the Regulations and
rulings thereunder.
""'�' The City shall exercise reasonable diligence to assure that no errors
are made in the calculations and payments required by
paragraphs (2) and (3), and if an error is made, to discover
Ordinance No. 2010-11 21
and promptly correct such error within a reasonable amount
of time thereafter (and in all events within one hundred �"
eighty (180) days after discovery of the error), including
payment to the United States of any additional Rebate
Amount owed to it, interest thereon, and any penalty
imposed under Section 1.148 3(h) of the Regulations.
Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of
the Code and the Regulations and rulings thereunder, the City shall not, at
any time priar to the earlier of the Stated Maturity or final payment of the
Bonds, enter into any transaction that reduces the amount required to be
paid to the United States pursuant to Subsection (h) of this Section
because such transaction results in a smaller profit or a larger loss than
would have resulted if the transaction had been at arm's length and had the
Yield of the Bonds not been relevant to either party.
Elections. The City hereby directs and authorizes the Mayor, City Manager,
Finance Director and City Secretary, individually or jointly, to make
elections permitted or required pursuant to the provisions of the Code or
the Regulations, as they deem necessary or appropriate in connection with
the Bonds, in the Certificate as to Tax Exemption or similar or other
appropriate certificate, form or document.
Bonds Not Hedge Bonds. (1) At the time the original bonds refunded by the """'
Bonds were issued, the City reasonably expected to spend at least 85% of
the spendable proceeds of such bonds within three years after such bonds
were issued and (2) not more than 50% of the proceeds of the original
bonds refunded by the Bonds were invested in Nonpurpose Investments
having a substantially guaranteed Yield for a period of 4 years or more.
Not An Advance Refundin�. The Bonds are a current refunding of the Series
2000 GO Bonds, the Series 1999 Revenue Bonds and the Series 2000
Revenue Bonds (collectively, the "Current Refunded Obligations") in that
the Current Refunded Obligations are to be paid and redeemed in full
within 90 days of the delivery date of the Bonds.
Qualified Advance Refundin�. The Bonds are issued in part to refund the Series
2001 GO Bonds and the Series 2002 Revenue Bonds (collectively, the
"Advance Refunded Obligations"), and the Bonds will be issued more
than 90 days before the redemption of the Advance Refunded Obligations.
The City represents as follows:
The Bonds are the first advance refunding of the Advance
Refunded Obligations within the meaning of section
149(d)(3) of the Code. �
Ordinance No. 2010-11 22
�,w.. The Advance Refunded Obligations are being called for
redemption, and will be redeemed not later than the earliest
dates on which such issues may be redeemed.
The initial temporary period under section 148(c) of the Code will
end: (i) with respect to the proceeds of the Bonds not later
than 30 days after the date of issue of the Bonds; and (ii)
with respect to proceeds of the Advance Refunded
Obligations on the Closing Date if not ended prior thereto.
On and after the date of issue of the Bonds, no proceeds of the
Advance Refunded Obligations will be invested in
Nonpurpose Investments having a Yield in excess of the
Yield on such Advance Refunded Obligations.
The Bonds are being issued for the purposes stated in the preamble
of this Ordinance. There is a present value savings
associated with the refunding. In the issuance of the Bonds
the City has neither: (i) overburdened the tax-exempt bond
market by issuing more bonds, issuing bonds earlier or
allowing bonds to remain outstanding longer than
reasonably necessary to accomplish the governmental
� purposes for which the Bonds were issued; (ii) employed
on "abusive arbitrage device" within the meaning of
Section 1.148-10(a) of the Regulations; nor (iii) employed
a"device" to obtain a material financial advantage based
on arbitrage, within the meaning of Section 149(d)(4) of the
Code apart from savings attributable to lower interest rates
and reduced debt service payments in early years.
Qualified Tax Exempt Obli atg ions. In accordance with the provisions of
paragraph (3) of subsection (b) of Section 265 of the Code, the City
hereby designates the Bonds to be "qualified tax exempt obligations" in
that the Bonds are not "private activity bonds" as defined in the Code and
represents the amount of "tax exempt obligations" (excluding private
activity bonds) to be issued by the City (including all subordinate entities
of the City) for the calendar year 2010 will not exceed $30,000,000.
Sale of Bonds - Official Statement Approval. The Bonds authorized by this Ordinance
are hereby sold by the City to Citigroup Global Markets Inc. and Margan Keegan
& Company, Inc. (jointly, the "Purchasers") in accordance with the Bond
Purchase Agreement, dated July 27, 2010 (the "Purchase Agreement"), attached
hereto as Exhibit B and incorporated herein by reference as a part of this
Ordinance for all purposes. The Mayor or Mayor Pro Tem are hereby authorized
""�°"° and directed to execute said Purchase Agreement for and on behalf of the City and
as the act and deed of this City Council, and in regard to the approval and
execution of the Purchase Agreement, the City Council hereby finds, determines
Ordinance No. 2010-11 23
and declares that the representations, warranties and agreements of the City
contained in the Purchase Agreement are true and correct in all material respects "`°
and shall be honored and performed by the City.
Furthermore, the use of the Preliminary Official Statement by the Purchasers in
connection with the public offering and sale of the Bonds is hereby ratified, confirmed and
approved in all respects. The final Official Statement, which reflects the terms of sale (together
with such changes approved by the Mayor, Mayor Pro Tem, Finance Director or City Manager,
any one or more of said officials), shall be and is hereby in all respects approved and the
Purchasers axe hereby authorized to use and distribute said final Official Statement, dated July
27, 2010, in the reoffering, sale and delivery of the Bonds to the public. The Mayor or Mayor
Pro Tem and City Secretary are further authorized to deliver for and on behalf of the City copies
of said Official Statement in final form as may be required by the Purchasers, and such final
Official Statement in the form and content delivered by said officials shall be deemed to be
approved by the City Council and constitute the Official Statement authorized for distribution
and use by the Purchasers.
Escrow Agreement Approval and Execution. The "Escrow Agreement" (the
"Agreement") by and between the City and The Bank of New York Mellon Trust
Company, N.A., Dallas, Texas (the "Escrow Agent"), attached hereto as Exhibit
C and incorporated herein by reference as a part of this Ordinance for all
purposes, is hereby approved as to form and content, and such Agreement in
substantially the form and substance attached hereto, together with such changes �
or revisions as may be necessary to accomplish the refunding or benefit the City,
is hereby authorized to be executed by the Mayor or Mayor Pro Tem and City
Secretary for and on behalf of the City and as the act and deed of this City
Council; and such Agreement as executed by said officials shall be deemed
approved by the City Council and constitute the Agreement herein approved.
Furthermore, appropriate officials of the City in cooperation with the Escrow Agent are
hereby autharized and directed to make the necessary arrangements for the purchase of the
escrowed securities referenced in the Agreement and the delivery thereof to the Escrow Agent on
the day of delivery of the Bonds to the Purchasers for deposit to the credit of the "SPECIAL
2010 CITY OF WYLIE, TEXAS, REFUNDING BOND ESCROW FUND" (the "Escrow
Fund"); all as contemplated and provided in V.T.C.A., Government Code, Chapter 1207, as
amended, this Ordinance and the Agreement.
Control and Custody of Bonds. The Mayor of the City shall be and is hereby authorized
to take and have charge of all necessary orders and records pending investigation
by the Attorney General of the State of Texas, including the printing and supply
of definitive Bonds, and shall take and have charge and control of the Initial
Bond(s) pending the approval thereof by the Attorney General, the registration
thereof by the Comptroller of Public Accounts and the delivery thereof to the
Purchasers.
Proceeds of Sale. Immediately following the delivery of the Bonds, proceeds of sale in �
the sum of (i) $9,929,166.51 shall be deposited to the credit of the Escrow Fund
Ordinance No. 2010-11 24
b,�. and (ii) $40,518.33 shall be deposited to the credit of the Interest and Sinking
Fund. The balance of the proceeds of sale of the Bonds shall be expended to pay
costs of issuance and bond insurance premium, and any excess amount budgeted
for such purpose shall be deposited to the credit of the Interest and Sinking Fund.
Additionally, on or immediately prior to the date of the delivery of the Bonds to the
Purchasers, the Finance Director and/or City Manager shall cause to be transferred in
immediately available funds to the Escrow Agent from moneys on deposit in debt service reserve
funds for the Series 1999 Revenue Bonds, the Series 2000 Revenue Bonds and the Series 2002
Revenue Bonds, an amount which, together with the proceeds of sale of the Bonds, will be
sufficient to accomplish the refunding.
Redemption of Refunded Obli atg ions.
The bonds of that series known as "City of Wylie, Texas, General Obligation
Bonds, Series 2000", dated August 15, 2000, maturing on February 15 in
the years 2011 and 2012, and aggregating in the principal amount of
$200,000, shall be redeemed and the same are hereby called for
redemption on October 4, 2010, at the price of par and accrued interest to
the date of redemption. The City Secretary is hereby authorized and
directed to file a copy of this Ordinance, together with a suggested form of
notice of redemption to be sent to bondholders, with The Bank of New
�. York Mellon Trust Company, N.A. (successor paying agent/registrar to
The Chase Manhattan Bank), in accordance with the redemption
provisions applicable to such bonds; such suggested form of notice of
redemption being attached hereto as Exhibit D and incorporated herein by
reference as a part of this Ordinance for all purposes.
The bonds of that series known as "City of Wylie, Texas, General Obligation
Bonds, Series 2001", dated September 1, 2001, maturing on February 15
in the years 2011 through 2021, and aggregating in the principal amount
of $3,060,000, and such bonds maturing on and after February 15, 2012
shall be redeemed and the same are hereby called for redemption on
February 15, 2011 at the price of par plus accrued interest to the date of
redemption. The City Secretary is hereby authorized and directed to file a
copy of this Ordinance, together with a suggested form of notice of
redemption to be sent to bondholders, with The Bank of New York Mellon
Trust Company, N.A. (successor paying agent/registrar to The Chase
Manhattan Bank), in accordance with the redemption provisions
applicable to such bonds; such suggested form of notice of redemption
being attached hereto as Exhibit E and incorporated herein by reference
as a part of this Ordinance for all purposes.
The bonds of that series known as "City of Wylie, Texas, General Obligation
""" Bonds, Series 2006", dated March 15, 2006, being a portion of the bonds
maturing on February 15 in the years 2011 through 2015, and aggregating
in the principal amount of $3,770,000, are hereby defeased and shall be
Ordinance No. 2010-11 25
paid on their scheduled maturity dates under the terms of the Agreement �
and pursuant to the ordinance authorizing the issuance of such bonds.
The bonds of that series known as "City of Wylie, Texas, Waterworks and Sewer
System Revenue Bonds, Series 1999", dated September 1, 1999, maturing
on February 15 in the years 2012, 2014 and 2016 through 2019, and
aggregating in the principal amount of $810,000, shall be redeemed and
the same are hereby called for redemption on October 4, 2010, at the price
of par and accrued interest to the date of redemption. The City Secretary
is hereby authorized and directed to file a copy of this Ordinance, together
with a suggested form of notice of redemption to be sent to bondholders,
with The Bank of New York Mellon Trust Company, N.A. (successor
paying agent/registrar to Chase Bank of Texas, National Association), in
accordance with the redemption provisions applicable to such bonds; such
suggested form of notice of redemption being attached hereto as Exhibit F
and incorporated herein by reference as a part of this Ordinance for all
purposes.
The bonds of that series known as "City of Wylie, Texas, Waterworks and Sewer
System Revenue Bonds, Series 2000", dated August 15, 2000, maturing
on February 15 in the years 2011 through 2018 and 2020, and aggregating
in the principal amount of $1,120,000, shall be redeemed and the same are
hereby called for redemption on October 4, 2010, at the price of par and �
accrued interest to the date of redemption. The City Secretary is hereby
authorized and directed to file a copy of this Ordinance, together with a
suggested form of notice of redemption to be sent to bondholders, with
The Bank of New York Mellon Trust Company, N.A. (successor paying
agent/registrar to The Chase Manhattan Bank), in accordance with the
redemption provisions applicable to such bonds; such suggested form of
notice of redemption being attached hereto as Exhibit G and incorporated
herein by reference as a part of this Ordinance for all purposes.
The bonds of that series known as "City of Wylie, Texas, Waterworks and Sewer
System Revenue Bonds, Series 2002", dated September 15, 2002,
maturing on February 15 in the years 2011 through 2018 and 2022, and
aggregating in the principal amount of $815,000, and such bonds maturing
on and after February 15, 2013 shall be redeemed and the same are hereby
called for redemption on August 15, 2012 at the price of par plus accrued
interest to the date of redemption. The City Secretary is hereby authorized
and directed to file a copy of this Ordinance, together with a suggested
form of notice of redemption to be sent to bondholders, with The Bank of
New York Mellon Trust Company, N.A. (successor paying agent/registrar
to JPMorgan Chase Bank, National Association), in accordance with the
redemption provisions applicable to such bonds; such suggested form of
notice of redemption being attached hereto as Exhibit H and incorporated --...
herein by reference as a part of this Ordinance for all purposes.
Ordinance No. 2010-11 26
�,.. The redemption of the Refunded Obligations described above being associated with the
refunding of such Refunded Obligations, the approval, authorization and arrangements herein
given and provided for the redemption of such Refunded Obligations on the redemption dates
designated therefor and in the manner provided shall be irrevocable upon the issuance and
delivery of the Bonds; and the City Secretary is hereby authorized and directed to make all
arrangements necessary to notify the holders of such Refunded Obligations of the City's decision
to redeem such Refunded Obligations on the dates and in the manner herein provided and in
accordance with the ordinances authorizing the issuance of such Refunded Obligations and this
Ordinance.
Notices to Holders - Waiver. Wherever this Ordinance provides for notice to Holders of
any event, such notice shall be sufficiently given (unless otherwise herein
expressly provided) if in writing and sent by United States Mail, first class
postage prepaid, to the address of each Holder appearing in the Security Register
at the close of business on the business day next preceding the mailing of such
notice.
In any case where notice to Holders is given by mail, neither the failure to mail such
notice to any particular Holders, nor any defect in any notice so mailed, shall affect the
sufficiency of such notice with respect to all other Bonds. Where this Ordinance provides for
notice in any manner, such notice may be waived in writing by the Holder entitled to receive
such notice, either before or after the event with respect to which such notice is given, and such
� waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with
the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of
any action taken in reliance upon such waiver.
Cancellation All Bonds surrendered for payment, redemption, transfer, exchange, or
replacement, if surrendered to the Paying Agent/Registrar, shall be promptly
cancelled by it and, if surrendered to the City, shall be delivered to the Paying
Agent/Registrar and, if not already cancelled, shall be promptly cancelled by the
Paying Agent/Registrar. The City may at any time deliver to the Paying
Agent/Registrar for cancellation any Bonds previously certified or registered and
delivered which the City may have acquired in any manner whatsoever, and all
Bonds so delivered shall be promptly cancelled by the Paying Agent/Registrar.
All cancelled Bonds held by the Paying Agent/Registrar shall be returned to the
City.
Legal Opinion. The obligation of the Purchasers to accept delivery of the Bonds is
subject to being furnished a final legal opinion of Fulbright & Jaworski L.L.P.
approving such Bonds as to their validity, said opinion to be dated and delivered
as of the date of delivery and payment for such Bonds. A true and correct
reproduction of said opinion is hereby authorized to be printed on the definitive
Bonds or an executed counterpart thereof shall accompany the global Bonds
deposited with DTC.
CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Bonds. It is
expressly provided, however, that the presence or absence of CUSIP numbers on
Ordinance No. 2010-11 27
the definitive Bonds shall be of no significance or effect as regards the legality �
thereof and neither the City nor attorneys approving the Bonds as to legality are to
be held responsible for CUSIP numbers incorrectly printed or typed on the
definitive Bonds.
Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or
shall be construed to confer upon any person other than the City, the Paying
Agent/Registrar and the Holders, any right, remedy, or claim, legal or equitable,
under or by reason of this Ordinance or any provision hereof, this Ordinance and
all its provisions being intended to be and being for the sole and exclusive benefit
of the City, the Paying Agent/Registrar and the Holders.
Inconsistent Provisions All ordinances, orders or resolutions, or parts thereof, which are
in conflict or inconsistent with any provision of this Ordinance are hereby
repealed to the extent of such conflict, and the provisions of this Ordinance shall
be and remain controlling as to the matters contained herein.
Governing This Ordinance shall be construed and enforced in accordance with the
laws of the State of Texas and the United States of America.
Effect of Headin�s. The Section headings herein are for convenience of reference only
and shall not affect the construction hereo£
Construction of Terms. If appropriate in the context of this Ordinance, words of the `�`"`
singular number shall be considered to include the plural, words of the plural
number shall be considered to include the singular, and words of the masculine,
feminine or neuter gender shall be considered to include the other genders.
Continuing Disclosure Undertakin�.
Definitions. As used in this Section, the following terms have the meanings
ascribed to such terms below:
"MSRB" means the Municipal Securities Rulemaking Board.
"Rule" means SEC Rule 15c2-12, as amended from time to time.
"SEC" means the United States Securities and Exchange Commission.
Annual Reports. The City sha11 provide annually to the MSRB: (1) within six
months after the end of each fiscal year ending in or after 2010, financial
information and operating data with respect to the City of the general type
included in the final Official Statement approved in Section 15 of this
Ordinance, being the information described in Exhibit I hereto, and (2) if
not provided as part of such financial information and operating data,
audited financial statements of the City, when and if available. Financial -�
statements to be provided shall be (1) prepared in accordance with the
accounting principles described in Exhibit I hereto and (2) audited, if the
Ordinance No. 2010-11 2g
� City commissions an audit of such statements and the audit is completed
within the period during which they must be provided.
If the City changes its fiscal year, it will notify the MSRB of the change (and of the date
of the new fiscal year end) prior to the next date by which the City otherwise would be required
to provide financial information and operating data pursuant to this Section.
The financial information and operating data to be provided pursuant to this Section may
be set forth in full in one or more documents ar may be included by specific reference to any
documents available to the public on the MSRB's Internet web site or filed with the SEC.
Material Event Notices. The City shall notify the MSRB, in a timely manner, of
any of the following events with respect to the Bonds, if such event is
material within the meaning of the federal securities laws:
Principal and interest payment delinquencies;
Non-payment related defaults;
Unscheduled draws on debt service reserves
reflecting financial difficulties;
Unscheduled draws on credit enhancements
reflecting financial difficulties;
Substitution of credit or liquidity providers, or their
� failure to perform;
Adverse tax opinions or events affecting the tax-
exempt status of the Bonds;
Modifications to rights of holders of the Bonds;
Bond calls;
Defeasances;
Release, substitution, or sale of property securing
repayment of the Bonds; and
Rating changes.
The City shall notify the MSRB, in a timely manner, of any failure by the City to provide
financial information or operating data in accordance with subsection (b) of this Section by the
time required by such Section.
Filin�s with the MSRB All financial information, operating data, financial
statements, notices and other documents provided to the MSRB in
accordance with this Section shall be provided in an electronic format
prescribed by the MSRB and shall be accompanied by identifying
information as prescribed by the MSRB.
Limitations Disclaimers, and Amendments. The City shall be obligated to
observe and perform the covenants specified in this Section while, but
"�" only while, the City remains an "obligated person" with respect to the
Bonds within the meaning of the Rule, except that the City in any event
will give the notice required by subsection (c) hereof of any Bond calls
Ordinance No. 2010-11 29
and defeasance that cause the City to be no longer such an "obligated �
person."
The provisions of this Section are for the sole benefit of the Holders and beneficial
owners of the Bonds, and nothing in this Section, express or implied, shall give any benefit or
any legal or equitable right, remedy, or claim hereunder to any other person. The City
undertakes to provide only the financial information, operating data, financial statements, and
notices which it has expressly agreed to provide pursuant to this Section and does not hereby
undertake to provide any other information that may be relevant or material to a complete
presentation of the City's financial results, condition, or prospects or hereby undertake to update
any information provided in accordance with this Section or otherwise, except as expressly
provided herein. The City does not make any representation or warranty concerning such
information or its usefulness to a decision to invest in or sell Bonds at any future date.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER
OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR
TORT, FOR DAMAGES RESULTING IN WHOLE OR 1N PART FROM ANY BREACH BY
THE CITY, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY
COVENANT SPECIFIED 1N THIS SECTION, BUT EVERY RIGHT AND REMEDY OF
ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH
BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE.
No default by the City in observing or performing its obligations under this Section shall �
constitute a breach of or default under this Ordinance for purposes of any other provision of this
Ordinance.
Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the
duties of the City under federal and state securities laws.
Notwithstanding anything herein to the contrary, the provisions of this Section may be
amended by the City from time to time to adapt to changed circumstances resulting from a
change in legal requirements, a change in law, or a change in the identity, nature, status, or type
of operations of the City, but only if (1) the provisions of this Section, as so amended, would
have permitted an underwriter to purchase or sell Bonds in the primary offering of the Bonds in
compliance with the Rule, taking into account any amendments or interpretations of the Rule to
the date of such amendment, as well as such changed circumstances, and (2) either (a) the
Holders of a majority in aggregate principal amount (or any greater amount required by any
other provision of this Ordinance that authorizes such an amendment) of the Outstanding Bonds
consent to such amendment or (b) a Person that is unaffiliated with the City (such as nationally
recognized bond counsel) determines that such amendment will not materially impair the
interests of the Holders and beneficial owners of the Bonds. The provisions of this Section may
also be amended from time to time or repealed by the City if the SEC amends or repeals the
applicable provisions of the Rule or a court of final jurisdiction determines that such provisions
are invalid, but only if and to the extent that reservation of the City's right to do so would not _..
prevent underwriters of the initial public offering of the Bonds from lawfully purchasing or
selling Bonds in such offering. If the City so amends the provisions of this Section, it shall
Ordinance No. 2010-ll 30
�° include with any amended financial information or operating data next provided pursuant to
subsection (b) of this Section an explanation, in narrative form, of the reasons for the amendment
and of the impact of any change in the type of financial information or operating data so
provided.
Further Procedures. Any one or more of the Mayor, Mayor Pro Tem, City Manager,
Finance Director and City Secretary are hereby expressly authorized, empowered
and directed from time to time and at any time to do and perform all such acts and
things and to execute, acknowledge and deliver in the name and on behalf of the
City all agreements, instruments, certificates or other documents, whether
mentioned herein or not, as may be necessary or desirable in order to carry out the
terms and provisions of this Ordinance and the issuance of the Bonds. In
addition, prior to the initial delivery of the Bonds, the Mayor, Mayor Pro Tem,
City Manager, Finance Director or Bond Counsel to the City are each hereby
authorized and directed to approve any changes or corrections to this Ordinance
or to any of the documents authorized and approved by this Ordinance: (i) in
order to cure any ambiguity, formal defect or omission in this Ordinance or such
other document; or (ii) as requested by the Attorney General of the State of Texas
or his representative to obtain the approval of the Bonds by the Attorney General
and if such officer or counsel determines that such changes are consistent with the
intent and purpose of this Ordinance, which determination shall be final. In the
event that any officer of the City whose signature shall appear on any document
'°"�` shall cease to be such officer before the delivery of such document, such signature
nevertheless shall be valid and sufficient for all purposes the same as if such
officer had remained in office until such delivery.
Incorporation of Findin�s and Determinations. The findings and determinations of the
City Council contained in the preamble hereof are hereby incorporated by
reference and made a part of this Ordinance for all purposes as if the same were
restated in full in this Section.
Severability. If any provision of this Ordinance or the application thereof to any
circumstance shall be held to be invalid, the remainder of this Ordinance and the
application thereof to other circumstances shall nevertheless be valid, and the City
Council hereby declares that this Ordinance would have been enacted without
such invalid provision.
Bond Insurance The Bonds have been sold with the principal of and interest thereon
being insured by Assured Guaranty Municipal Corp.
Public Meetin�. It is officially found, determined, and declared that the meeting at which
this Ordinance is adopted was open to the public and public notice of the time,
place, and subject matter of the public business to be considered at such meeting,
including this Ordinance, was given, all as required by V.T.C.A., Government
�""" Code, Chapter 551, as amended.
Ordinance No. 2010-11 31
Effective Date. This Ordinance shall take effect and be in full force from and after its �
final adoption on the date shown below in accordance with V.T.C.A.,
Government Code, Section 1201.028.
[Remainder ofpage left blank intentionallyJ
Ordinance No. 2010-11 32
� PASSED AND ADOPTED, this July 27, 2010.
CITY OF WYLIE, TEXAS
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Mayor
ATTEST:
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City Secretary
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