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Ord. 0386 08-28-784TX 386 2ec„,,,,,e(iX-ea--0(7 THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § The City Council of the City of Pearland, Texas, convened in regular meeting, open to the public, on -the 28th day of August, 1978, at the City Hall, and the roll was called of the duly constituted officers and members of the City Council and the City Secretary of the City, to -wit: Tom Reid Dennis Frauenberger Harry Farley Fran Coppinger Morris S. Wilson Carlton McComb Dorothy L. Cook Mayor Councilman Councilman Councilman Councilman Councilman City Secretary and all of said persons were present, except the following ab- sentees: 4109C thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written ordi- nance entitled: ORDINANCE AUTHORIZING THE ISSUANCE OF $2,750,000 CITY OF PEARLAND, TEXAS, WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978 (the "Ordinance") was duly introduced for the consideration of the City Council and was read and considered by the City Council, the Ordinance being the same ordinance which was heretofore read, considered and adopted by the City Council at its regular meeting on August 14, 1978. It was then duly moved and seconded that the Ordinance be passed; and, after due discussion, the motion, carrying with it the passage of the Ordinance, prevailed and carried by the following vote: AYES: All members of the City Council shown present above voted "Aye". NOES: None. The Mayor thereupon announced that the Ordinance had been duly and lawfully adopted. The Ordinance thus adopted follows: ,5f6 ORDINANCE AUTHORIZING THE ISSUANCE OF $2,750,000 CITY OF PEARLAND, TEXAS, WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978 THE STATE OF TEXAS § CITY OF PEARLAND § BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PEARLAND: ARTICLE I. STATUTORY AUTHORITY, RECITALS AND FINDINGS Section 1.01 - Creation of City. The City of Pearland, Texas, (the "City") is duly incorporated as a municipal corporationunder the laws of the State of Texas and ope- rates as a home rule city under the laws of the State of Texas relating to municipal corporations, particularly Title 28, Vernon's Texas Civil Statutes, as amended. The City has a home -rule charter which was last amended on April 1, 1978. Section 1.02 - Special Findings. It is hereby found, determined and declared that: (a) The bonds herein authorized were approved by a majority vote of qualified voters of the City at an election held in the City on May 13, 1978; and (b) The City Council now deems it to be in the best interest of the City to issue, sell, and deliver such bonds. ARTICLE II. DEFINITIONS AND INTERPRETATIONS Section 2.01 - Definitions. Unless otherwise expressly provided, or unless the context otherwise requires, the terms defined in this Section shall have the respective meanings specified for all purposes of this Ordinance except in the form of the bonds and of the interest coupons: Additional Bonds The term "Additional Bonds" shall mean the additional parity revenue bonds that the City expressly reserves the right to issue in Article VIII of this Ordinance, which will be payable from and secured by a lien on and pledge of the Net Revenues of the System on a parity with the lien thereon and pledge thereof to secure the payment of the Bonds herein authorized by this Ordinance. Bearer The term "bearer" means any person who from time to time shall be the bearer of any of the Bonds. Bond Fund The term "Bond Fund" shall mean the fund created and established in Article VII of this Ordinance. Bond or Bonds The term "Bond" or "Bonds" shall mean any bond or all bonds, as appropriate, of the issue of. $2,750,000 City of Pearland, Texas, Waterworks and Sewer System Revenue Bonds, Series 1978, authorized and issued pursuant to this Ordi- nance. Fiscal Year The term "Fiscal Year" shall mean the twelve-month fiscal year of the City which is currently the twelve-month period beginning October 1 but which may be changed from time to time. Gross Revenues or Revenues The term "Gross Revenues" or "Revenues" shall mean the gross revenues derived from the ownership and operation of the System. Net Revenues The term "Net Revenues" shall mean the Revenues of the System remaining after payment of all costs and expenses of operating and maintaining the System as provided in this Ordinance. Paying Agent The term "Paying Agent" shall mean the First City National Bank of Houston, Houston, Texas. Reserve Fund The term "Reserve Fund" shall mean the fund created and established in Article VII of this Ordinance. Special Project Bonds The term "Special Project Bonds" shall mean bonds which the City expressly reserves the right to issue in Section 8.04 of this Ordinance. System The term "System" shall mean the City's waterworks and sanitary sewer system and all improvements, enlargements, extensions and additions thereto, except for such waterworks and sanitary sewer facilities that the City may purchase or acquire with the proceeds of the sale of Special Project Bonds, so long as the Special Project Bonds are outstanding, notwithstanding that such facilities may be physically connected with the System. City The term "City" shall mean the City of Pearland, Texas, and its successors and, where appropriate, the City Council or governing body thereof. Section 2.02 - Interpretations. The titles and head- ings of the Articles and Sections of this Ordinance have been inserted for convenience of reference only and are not to be considered a part hereof and shall not in any way modify or restrict any of the terms and provisions hereof. This Ordinance and all the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to sustain the validity of the Bonds herein authorized and the validity of the lien on and pledge of the Net Revenues from which the Bonds are payable. ARTICLE III. AUTHORIZATION, DESCRIPTION, OPTION OF PRIOR REDEMPTION AND EXECUTION OF BONDS Section 3.01 - Name, Amount, Purpose and Authorization. The serial, negotiable revenue bonds of the City, to be known and designated as "CITY OF PEARLAND, TEXAS, WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978," shall be issued in the aggregate principal amount of $2,750,000 for the purpose of constructing improvements and extensions to the waterworks and sanitary sewer system of the City, under and in strict conformity with the Constitution and laws of the State of Texas, including particularly Articles 1111 to 1118, Vernon's Texas Civil Statutes, as amended. Section 3.02 - Date, Numbers, Denomination and Maturi- ties. The Bonds shall be dated September 1, 1978, shall be numbered consecutively from 1 to 550, both inclusive, shall be in the denomination of $5,000 each, and shall mature serially on September 1 in each of the years, and, in the amounts, respectively, as set forth in the following schedule: YEAR AMOUNT YEAR AMOUNT 1979 $ 50,000 1991 $110,000 1980 50,000 1992 120,000 1981 50,000 1993 125,000 1982 60,000 1994 130,000 1983 70,000 1995 140,000 1984 70,000 1996 150,000 1985 75,000 1997 160,000 1986 80,000 1998 170,000 1987 80,000 1999 180,000 1988 90,000 2000 190,000 1989 100,000 2001 200,000 1990 100,000 2002 200,000 Section 3.03 —Option of Prior Redemption. The Bonds may be redeemed prior to their scheduled maturities, at the option of the City in the manner provided in Section 4.01 of this Ordinance. Section 3.04 - Interest Rates. The Bonds shall bear interest at a rate or rates per annum which shall not exceed the maximum permitted by Article 717k-2, V.T.C.S., as amended; such interest rates shall be those proposed in the bid for the purchase of the Bonds which results in the lowest net interest cost to the City and such interest shall be evi- denced by interest coupons which shall appertain to the Bonds and which shall be payable on the dates indicated in the FORM -OF BOND set forth in this Ordinance. Section 3.05 Payment of Principal of, Interest on, Characteristics and Execution of Bonds. The Bonds and the interest coupons appertaining thereto shall be payable, shall have the characteristics, and shall be signed and executed (and the Bonds shall be sealed), all as provided, and in the manner indicated, in Article IV of this Ordinance Section 3.06 - Mutilated, Lost, Destroyed or Wrongfully Taken Bonds. If the bearer of any Bond claims that such Bond has been mutilated, lost, destroyed, or wrongfully taken, the City may, under the applicable provisions of Section 8.405, Texas Business and Commercial Code, and Article 715a, Vernon's Texas Civil Statutes, as presently existing or as may hereafter be amended, execute a new bond of like tenor and date in exchange and substitution for the mutilated bond or in lieu of and substitution for the bond so lost, destroyed or wrongfully taken. ARTICLE IV. CHARACTERISTICS AND FORM OF BONDS, INTEREST COUPONS AND ENDORSEMENT FOR REG.ISTRATION BY COMPTROLLER Section 4.01 - Form of Bonds. The form of the Bonds, shall be substantially as follows, with such omissions, insertions and variations as may be necessary and desirable and consistent with the terms of this Ordinance: NO. FORM OF BONDS: UNITED STATES OF AMERICA STATE OF TEXAS $5,000 CITY OF PEARLAND, TEXAS, WATERWORKS AND SEWER SYSTEM REVENUE BONDS SERIES 1978 The CITY OF PEARLAND, TEXAS, for value received, hereby acknowledges itself indebted to and promises to pay to bearer, but solely from the sources hereinbelow described, ON THE FIRST DAY OF SEPTEMBER, the principal sum of FIVE THOUSAND DOLLARS ($5,000) and to pay interest thereon, from the date hereof, at the rate of PERCENT PER ANNUM, -4- c interest payable on March 1, 1979 and on each September 1 and March 1 thereafter while this bond is outstanding. Both principal of and interest on this bond shall be 'payable in any coin or currency of the United States of America which, on the respective dates of payment of such principal and interest, is legal tender for the payment of debts due the United States of America, without exchange or collection charges, at the First City National Bank of Houston, Houston, Texas, the Paying Agent. .Interest hereon shall be paid only upon presentation of the proper interest coupon initially affixed to this bond to the Paying Agent, and the principal hereof shall be ,paid only upon presentation and surrender of this bond to the Paying Agent. THE DATE OF THIS BOND, in conformity with the ordinance hereinafter mentioned, IS September 1, 1978. THIS BOND IS ONE OF A SERIES OF BONDS of like tenor and effect, except as to serial number, maturity and option of prior redemption, being numbered consecutively from 1 to 550, both inclusive, in the denomination of $5,000 each, aggregating $2,750,000, issued pursuant to an ordinance law- fully adopted by the City Council of the City of Pearland, Texas, and duly recorded in its official minutes (the."Ordi- nance") for the purpose of constructing improvements and extensions to the waterworks and sanitary sewer system of the City, under and in strict conformity with the Consti- tution and laws of the State of Texas, particularly Articles 1111 to 1118, Vernon's Texas Civil Statutes, as amended, and by authority of an election held within the City on May 13, 1978. THIS BOND SHALL NOT BE DEEMED TO CONSTITUTE A DEBT of the City of Pearland, Texas, or a pledge of its faith and credit, but shall be payable, as to principal and interest, solely from the net revenues derived from the operation of the City's-waterworks and sanitary sewer system, as that system is defined in the Ordinance (the "System"), after deduction of the reasonable expenses of maintenance and operation of the System. The bearer or owner Yiereof shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxation. ON September 1, 1993, AND ON ANY INTEREST PAYMENT DATE THEREAFTER, the outstanding bonds of this series may be redeemed prior to their scheduled maturities, at the option of the City, in whole, or in part in inverse numerical order, for the principal amount thereof and unpaid accrued interest thereon to the date fixed for any such redemption. If the City elects to redeem all or any part of said bonds on any such redemption date, notice of the exercise of the option to redeem shall be given in writing to the Paying Agent, and said notice shall be published in the English language in the City of New York, New York, or in the City of Austin, Texas, which notice shall be mailed to the Paying Agent and published in said journal or publication at least thirty (30) days prior to the date fixed for redemption. When said bonds, in whole or in part, have been called for redemption in the manner prescribed and due provision has been made to pay the principal of the bonds called for redemption and interest thereon to the date fixed for re- demption, the right of the bearers or owners to collect interest which would otherwise accrue after the redemption date on the bonds called for redemption shall terminate on the date fixed for redemption. IN ADDITION TO THE RIGHT TO ISSUE BONDS OF INFERIOR LIEN, the City has reserved the right to issue additional bonds which may be secured by a lien on and pledge of the net revenues of the System on a parity with the lien on and pledge of such net revenues that secure payment of this bond. The City has also reserved the right to issue special project bonds, as defined in the Ordinance, which are pay- able solely from and secured by the proceeds of a contract or contracts with persons, corporations, municipal corpora- tions, political subdivisions, or other entities. Reference is made to the Ordinance for a complete description of the right of the City to issue additional bonds and special project bonds. IT IS FURTHER CERTIFIED AND RECITED that all acts, conditions and things required to be done precedent to and in the issuance of this bond and this series of bonds have happened and have been performed in regular and due time, form and manner as required by law; and that provision has been made for the payment of the principal of and interest on this bond and the series of which it is a part by pledg- ing the net revenues specified herein and that the issuance of this series of bonds does not exceed any Constitutional or statutory limitation. IN TESTIMONY WHEREOF, the City Council of the City of Pearland, Texas, has caused the official seal of the City to be duly impressed, or placed in facimile, hereon, and has caused this bond to be signed by the Mayor of said City and countersigned by the City Secretary by their facsimile signatures. xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx Mayor, City of Pearland, Texas COUNTERSIGNED: XXXXXXXXXXXXXXXXXXXXXXXXXI City Secretary, City of Pearland, Texas (SEAL) Section 4.02 - Form of Interest Coupons. The form of the interest coupons of the Bonds shall be substantially as follows: No. ON FORM OF INTEREST COUPONS: the CITY OF PEARLAND, TEXAS, PROMISES TO PAY TO BEARER, without exchange or collection charges, at the First City National Bank of Houston, Houston, Texas, the amount shown on this interest coupon, in any coin or currency of the United States of America which on such date is legal tender for the payment of debts due the United States of America, solely from the revenues specified in the bond to which this coupon appertains, being interest due that date on the bond bearing the number hereinafter designated, of that issue of City of Pearland, Texas, Waterworks and Sewer System Revenue Bonds, Series 1978, dated September 1, 1978. The bearer hereof shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxa- tion. Bond No. XXXXXXXXXXXXXXXXXX Mayor, City of Pearland, Texas xxxxxxxxxxxx City Secretary, City of Pearland, Texas *(Coupons maturing after September 1, 1993, shall contain the following additional clause: unless the bond to which this coupon appertains shall have been previously called for redemption and due provision made to redeem same,) Section 4.03 - Form of Registration Certificate. The Bonds shall be registered by the Comptroller of Public Accounts of the State of Texas as provided by law, and the resulting registration certificate shall be printed on the back of each of the Bonds in substantially the following form: OFFICE OF THE COMPTROLLER REGISTER NO. THE STATE OF TEXAS I hereby certify that there is on file and of record in my office a certificate of the Attorney General of the State of Texas to the effect that this bond has been examined by him as required by law, that he finds that it has been issued in conformity with the Constitution and laws of the State of Texas, and it is a valid and binding special obli- gation of the City of Pearland, Texas, and said bond has this day been registered by me. WITNESS MY HAND AND SEAL OF OFFICE at Austin, Texas, Comptroller of Public Accounts of the State of Texas Section 4.04 - CUSIP Numbers. CUSIP Numbers may be printed on the backs of the Bonds, but errors in or omis- sions of such numbers shall have no effect whatever on the validity of such Bonds. ARTICLE V APPLICATION OF BOND PROCEEDS Section 5.01 - Application. Proceeds from the sale of the Bonds shall be applied in the following order: (a) To pay all expenses incident to the issuance of the Bonds; and (b) To pay for constructing improvements and exten- sions to the waterworks and sanitary sewer system of the City, as authorized by this Ordinance, and any and all reasonable costs and expenses incurred by the City in con- nection therewith. ARTICLE VI SECURITY OF BONDS Section 6.01 - Pledge of Net Revenues. All of the Net Revenues derived from the operation of the System, with the exception of those Net Revenues in excess of the amounts required to establish and maintain the funds as hereinafter provided, are hereby pledged to the payment of the principal of and interest on the Bonds and any Additional Bonds. The Net Revenues shall immediately be subject to the lien of this pledge without any physical delivery thereof or further act, and the lien of this pledge shall be valid and binding against all parties of any kind having a claim of any kind in tort, contract or otherwise, against the City irrespec- tive of whether such parties have notice thereof. Section 6.02 - Security of. Bonds. The Bonds and any Additional Bonds shall be payable solely from and shall be equally ratably secured by a first lien on and pledge of the Net Revenues, and the Bonds and any Additional Bonds, when and if issued, will be in all respects on a parity with and of equal dignity with one another. The bearers or owners of the Bonds shall never have the right to demand payment out of any funds raised or to be raised by taxation. Section 6.03 - Maintenance of Income. In order that the Net Revenues of the City will be sufficient to pay the Bonds and the interest thereon, the City shall fix and maintain rates and collect charges for the facilities and services afforded by the System that will provide Revenues sufficient at all times: (a) to pay all operation and maintenance expenses of the System as provided in Section 7.04(a) of this Ordinance; (b) to establish and maintain the Bond Fund and the Reserve Fund; and (c) to pay all indebtedness from time to time out- standing against the System other than the Bonds as and when the same becomes due. Section 6.04 - Maintenance of Net Revenues. The City further covenants that so long as the Bonds remain out- standing it will maintain rates and collect charges for the facilities and services afforded by the System that will provide Net Revenues in each Fiscal Year that are at least 1.20 times all principal and interest payments during such Fiscal Year on all Bonds and Additional Bonds then out- standing. ARTICLE VII REVENUES AND APPLICATION THEREOF Section 7.01 - Creation of Funds. There shall be created the following funds: (a) the System. Fund; (b) the Bond Fund; and (c) the Reserve Fund. Each fund shall be kept separate and apart from all other funds of the City. The System Fund shall be main- tained at the official depository of the City. The Bond Fund and the Reserve Fund shall constitute trust funds which shall be held in trust by the depository solely for the benefit of the bearers of the Bonds and Additional Bonds. The System Fund shall be used solely as provided in this Ordinance until all Bonds and Additional Bonds have been retired as to principal and interest. Section 7.02 - Security of Funds. All bank deposits to the funds and accounts created by this Ordinance, to the extent not insured by the Federal Deposit Insurance Corpora- tion or the Federal Savings and Loan Insurance Corporation, or the successor of either, shall be secured loy a valid pledge of securities eligible under the laws of the State of Texas to secure the funds of cities or towns, having an aggregate market value, exclusive of accrued interest, at all times not less than the amount of deposits credited to such funds and accounts, respectively. Section 7.04 - Use of Revenues. The City will deposit, as collected, all Revenues derived from the ownership and operation of the System into a special account (herein called the "System Fund"), which shall be kept separate and apart from all other funds of the City. The System Fund shall be administered as follows: (a) Maintenance and Operation: From the moneys in the System Fund, the City. shall first pay the expenses of opera- tion and maintenance, including all salaries, labor, materi- als, interest and such repairs and extensions, as in the judgment of the governing body of the City, are necessary to keep the System .in operation and render adequate service to the City, its inhabitants and other users of the System, or such as might be necessary to meet some physical accident or condition which would otherwise impair the ability of the System to generate Net Revenues sufficient to pay principal and interest on the Bonds, Additional Bonds and other in- debtedness against the System. (b) Bond Fund: After the payment of all expenses provided for in the next preceding paragraph, the City shall pay into the Bond Fund during each calendar year, beginning with the year in which any of the Bonds are delivered, an amount which, together with other moneys on deposit in the Bond Fund, shall be equal to not less than 100% of the amount required to meet the payments of principal and inter- est on the Bonds that will be payable on or before the next January 1, together with such other amounts as may be re- quired in any other ordinance authorizing the issuance of Additional Bonds. The amount required to be paid into the Bond Fund each year shall be made in substantially equal monthly payments from moneys in the System Fund, and such monthly payments shall be made on or before the 15th day of each month beginning with the date the Bonds are delivered to the purchasers thereof. If in any month the City shall, for any reason, fail to pay into said Bond Fund the full amounts above stipulated, amounts equivalent to such defi- ciencies shall be set apart and paid into said Bond Fund from the first available and unallocated Net Revenues as of the following month or months and shall be in addition to the amounts hereinafter provided to be otherwise paid into said Bond Fund each month. Not later than ten days interest payment date on the the Town Council shall cause Fund to the Paying Agent an principal and/or interest to at such date. prior to each principal and/or Bonds and any Additional Bonds, to be transferred from the Bond amount sufficient to pay the become due and payable thereon -(c) Reserve Fund: There is hereby established the "Reserve Fund." Beginning with the month immediately following the month in which any of the Bonds are delivered, and after payment of all amounts required by Section 7.03(b), there shall be paid during each month from the System Fund into the Reserve Fund, the sum of $,3j,‘ %, , until such time as there is in the Reserve Fund, as a result of such deposits and interest or investment earnings, the sum of $ 01018, 5 o . ' I f in any month the City shall, for any reason, fail to pay into the Reserve Fund the full amount herein provided, amounts equivalent to such deficiencies shall be set apart and put into the Reserve Fund from the first available and unallocated Net Revenues of the follow- ing month or months after payment of all amounts required by Section 7.03(b) and shall be in addition to the monthly deposits herein required to be otherwise paid into the Reserve Fund. Moneys in the Reserve Fund may be used only to prevent a default in the payment of principal and inter- est on the Bonds and Additional Bonds in the event there are not otherwise sufficient moneys in the Bond Fund to make such payments. So long as the Reserve Fund contains a balance of not less than $ A'2,,09 5h0 , no further payments need be made into the Reserve Fund. If the balance in the Reserve Fund exceeds $ ,,,'4560 (due to interest on invest- ments.or for any other reason), such excess may be trans- ferred out of the Reserve Fund into the Bond Fund. If, however, any of the moneys in the Reserve Fund are used to prevent a default in the payment of principal of and inter- est on the Bonds or Additional Bonds as herein provided, monthly payments into the Reserve Fund shall.thereafter be resumed and continued until not less than $ 5-6® is again on deposit in the Reserve Fund. Moneys in the Reserve Fund may, at the option of the City, be invested as autho- rized by Section 7.04, and such securities shall be deposited in escrow at the depository bank of the City under an escrow agreement. Section 7.04 - Investments. Moneys deposited into the System Fund, Bond Fund and Reserve Fund may be invested and reinvested in the manner authorized by law. All investments and the interest or other investment earnings thereon shall belong to the fund or account from which the moneys for such investments were taken, except that at any time that the Reserve Fund has a balance of $ 4,,') c or more, all interest and other investment earnings on such balance may be transferred to the Bond Fund. In the event any fund does not have sufficient uninvested funds on hand to meet the obligations payable out of such fund, the City shall have the right to have sold in the open market a sufficient amount of the investments to meet its obligations. The moneys resulting from such sale or sales shall belong to the fund from which the moneys for such investment were initi- ally taken. The City shall not be responsible for any loss arising out of the sale of any investments. Section 7.05 - Surplus Net -Revenues. After provision has been made for the reasonable cost of operating and maintaining the System, and after paying all amounts re- quired to be paid into the Bond Fund and Reserve Fund, as above provided in Section 7.03(b) and (c), and after paying. all other amounts that may be required by any ordinances pertaining to Additional Bonds, any funds remaining in the System Fund may be used by the City for any other purpose permitted by law.. ARTICLE VIII ADDITIONAL BONDS, REFUNDING BONDS AND DISCHARGE BY DEPOSIT Section 8.01 - Additional Bonds. The City reserves the right to issue, from time to time, additional parity bonds in one or more installments, for completion, repair, improve- ment, extension, enlargement, replacement, acquisitions, construction or repair of the City's waterworks system, sanitary sewer system, or both, or for any other lawful purpose (the "Additional Bonds"), and such Additional Bonds, when issued, may be secured by and payable from a first lien on and pledge of the Net Revenues of the System in the same manner and to the same extent as are the Bonds, and such Additional Bonds may be, in all respects, of equal dignity with the Bonds; provided, however, that no Additional Bonds shall be issued unless each of the following conditions is met, except in the case of Additional Bonds described in Sections 8.02, 8.05 and 8.06, which may be issued as pro- vided therein: (a) The Additional Bonds are made payable on Sep- tember 1 of each year; (b) Provisions is made in the ordinance or ordinances authorizing said Additional Bonds for monthly payments or deposits into the Reserve Fund until. a balance is reached (in addition to deposits into the Reserve Account required by other ordinances or proceedings relating thereto and in addition to any balance or balances required by said other ordinances or proceedings) of not less than the maximum annual principal and. interest requirements on the Bonds, Additional Bonds, if any, and such Additional Bonds then proposed to be issued, and such balance is to be reached within approximately five (5) years from the date of such proposed Additional Bonds; (c) A certificate is executed by the Mayor and City Secretary that each of the funds created by this Ordinance or by any ordinance authorizing any previously issued Addi- tional Bonds contains the amount of moneys then required to be on deposit therein; (d) A certificate is executed by the Mayor and City Secretary to the effect that the City is not in default as to any covenant, condition or obligation prescribed by any ordinance authorizing the Bonds or any Additional Bonds; and (e) A certificate is executed by a certified public accountant to the effect that Net Revenues for the last completed Fiscal Year or for any consecutive twelve (12) month period within the last consecutive fifteen (15) month period next preceding the adoption of the ordinance autho- rizing. the Additional Bonds were not less than 1.50 times the average annual principal and interest requirements on the Bonds, any Additional Bonds then outstanding, and the Additional Bonds then proposed to be issued. Section 8.02 - Inferior Lien Bonds. The City also reserves. the right to issue inferior lien bonds and pledge the Net Revenues of the System to the payment thereof, such pledge to be junior and subordinate in all respects to the lien of the Bonds and any Additional Bonds. Section 8.03 - Special Project Bonds. The City further reserves the right to issue bonds in one or more install- ments for the purchase, construction, improvement, exten- sion, replacement, enlargement or repair of water, sewer and/or drainage facilities necessary under a contract or contracts with persons, corporations, municipal corpora- tions, political subdivisions, or other entities, such bonds to be payable from and secured solely by the proceeds of such contract or contracts. The City further reserves the right to refund such bonds. Section 8.04 - Refunding Bonds. The City further reserves the right to issue refunding bonds, either as Additional Bonds or junior lien bonds, or to refund any of the Bonds or Additional Bonds in any manner authorized by law. Any refunding bonds so issued may enjoy complete equality of lien with the portion of the Bonds or Additional Bonds which are not refunded. Before issuing any refunding bonds as Additional Bonds, the City must satisfy the re- quirements of Sections 8.01(a) and (b). Section 8.05 - Discharge By Deposit. The City may discharge its remaining obligations to the bearers of the Bonds by depositing with the Paying Agent, money which (together with interest earned on or profits to be realized from investments. in Governmental Obligations as described below) will be sufficient to pay principal and interest to maturity or to the date fixed for redemption of the Bonds. Upon such deposit, the Bonds shall no longer be regarded as outstanding and unpaid; provided, however, that provision shall have been made by the City for the publication at least one (1) time in a financial journal or publication published in the City of New York, New York, or in the City of Austin, Texas, of a notice to the bearers of the Bonds that such money is so available for such payment. Money held for payment in accordance with the provisions of this Section may be invested in Governmental Obligations, which term shall mean for the purposes of this Section any of the following which are non -callable and which at the time of investment are legal investments under any applicable laws for the money proposed be invested therein: direct general obligations.of the United States of America, or any obliga- tions the payment of the principal of and interest on which are unconditionally guaranteed by the.full faith and credit of the United States of America. Such investments shall mature in sufficient time, in the judgment of the City, to make available money needed for the purposes intended. Net interest earned on such investments, or portions thereof, may be paid to the City if sufficient.funds will otherwise be held by the Paying Agent to pay principal and interest on the Bonds; otherwise, such interest or any part thereof shall be used for payment of principal and interest on the Bonds. ARTICLE IX. Special Covenants of the City Section 9.01 - Covenants. The City, by and through this Ordinance, expressly covenants as hereinafter provided in this Article. Section 9.02 - Punctual Payment of the Bonds. The City will punctually pay or cause to be paid the interest on and principal of the Bonds according to the terms thereof and will faithfully do and perform, and at all times fully observe, any and all covenants, undertakings, stipulations and provisions contained herein or in any Bond executed and delivered hereunder. Section 9.03 - Maintenance of System. So long as any of the Bonds remain outstanding, the City covenants that it will at all times maintain the System, or cause the same to be maintained, in good condition and working order and will operate the same, or cause the same to be operated, in an efficient and economical manner, at a reasonable cost and in accordance with sound business principles. In operating and maintaining the System, the City will comply with all con- tractual provisions and agreements entered into by it and with all valid rules, regulations, directions or orders of any governmental, administrative or judicial body promulgat- ing the same. Section 9.04 - Power to Pledge. Revenues. The City has the power to pledge the Net Revenues to the payment of the Bonds and has lawfully exercised such power under the Con- stitution and laws of the State of Texas and the Constitu- tion of the United States of America. Section 9.05 - System and Revenues not Encumbered. Neither the System nor the Revenues thereof will be in any way encumbered except as provided in this Ordinance. Section 9.06 - Sale or Encumbrance of System. So long as any of the Bonds remain outstanding, either as to prin- cipal or interest, the City will not sell, dispose of or encumber any of the improvements, facilities or properties constituting the System; provided, however, that this pro- vision shall not prevent the City from disposing of any portion of the System which has been declared surplus or is no longer needed for the proper operation of the System. Any moneys received from the sale of surplus property may be used for the replacement of the property sold. Any agree- ment pursuant to which the City contracts with a person, corporation, municipal corporation or political subdivision to operate the System or to lease and operate all or part of the System shall not be considered as an encumbrance of the System. Section 9.07 - Insurance. So long as any of the Bonds remain outstanding, the City covenants that it will at all times keep insured such parts of the System as are usually insured by municipal corporations operating like properties in_similar locations under the same circumstances. with a responsible insurance company or companies against risks, accidents or casualties against which and to the extent insurance is usually carried by such municipal corporations; provided, however, that at any time while any contractor engaged in construction work shall be fully responsible therefor, the City shall not be required to carry such insurance. All such policies shall be made available for inspection by the bearers .of the Bonds or their representa- tives at all reasonable times. Section 9.08_- Insurance Proceeds. In the event of any loss or damage, the City covenants that it will reconstruct or repair the destroyed or damaged portion of the System and will apply the proceeds of the insurance policies covering such loss or damage solely for that purpose. The City covenants that it will begin such work or reconstruction or repair promptly after such loss or damage shall occur and will continue and properly complete the same as expeditious- ly as possible and will pay, or cause to be paid, all costs and expenses in connection therewith out of the insurance proceeds so that the same shall be completed and the proper- ty be free and clear of all mechanic's and other liens or claims. Section 9.09 - Excess Insurance Proceeds. Any insur- ance proceeds remaining after the completion of and payment for any such reconstruction or repairs shall be deposited to the credit of the Bond Fund. Section 9.10 - No Free Services. No free service or services of the System shall be allowed, and should the City or any of its agencies or instrumentalities make use of the services and facilities of the System, payment of a reason- able value thereof shall be made by the City out of funds derived from sources other than the revenues and income of the System. Section 9.11 - No Competing System. To the extent • that the City legally may do so, the City further covenants that so long as any of the Bonds or interest thereon are outstanding, no franchise shall be granted for the construc- tion and operation of any competing system, and the City will prohibit the construction and operation of any system other than the System owned by the City. ARTICLE X. Default Provision Section 10.01 - Remedies in Event of Default. In addition to all of the rights and remedies provided by the laws of the State of Texas, the City further covenants and agrees that in the event of default in payment of principal of or interest on any of the Bonds when due, or, in the event it fails to make payments required to be made into the Bond Fund or defaults in the observance or performance of any other of the covenants, conditions or obligations set forth in this Ordinance, the following remedies shall be available: (a) The bearers of any of the Bonds shall be entitled to a writ of mandamus issued by a court of competent juris- diction compelling and requiring the City and the officials thereof to observe and perform any covenant, obligation or condition prescribed in this Ordinance; and (b) No delay or omission to exercise any right or power accruing upon any delay shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. Section 10.02 - Ordinance is Contract. In considera- tion of the purchase and acceptance of the Bonds authorized to be issued hereunder by those who shall hold the same from time to time, the provisions of the Ordinance shall be deemed to be and shall constitute contracts between the City and the bearers from time to time of the Bonds; and the covenants and agreements herein set forth to be performed on behalf of the City shall be for the equal benefit, protec- tion and security of the bearers of any and all of the Bonds, all of which, regardless of the time or times of their issue or maturity, shall be of equal rank without preference, priority or distinction of any of the Bonds over any other thereof, except as expressly provided herein. ARTICLE XI. Accounting and Audits Section 11.01 - Accounts, Records and Accounting Reports. The City covenants and agrees that it will maintain in conformity with generally accepted accounting principals for municipalities books of records and accounts showing as a separate system the accounts of the System, in which full, true and proper entries will be made of all dealings, trans- actions, business and matters .which in any way affect or pertain to the operation of the System and the allocation and application of the revenues thereof, and that such books of the System will be available for inspection by the bearers of any of the Bonds at reasonable hours and under reasonable circumstances. The City will operate the System on the basis of a Fiscal Year which currently begins October 1 and which may be amended from time to time by the City. Section 11.02 - Audit. After the end of each Fiscal Year, the City will have an audit of the System by a certi- fied public accountant for the last Fiscal Year, which shall be submitted to the City within one hundred and twenty (120) days after the end of the Fiscal Year. Section 11.03 - Copies of Audit and Cost. The City shall furnish copies of such audit (without cost) to the Municipal Advisory Council of Texas, Austin, Texas, to the original purchasers of the Bonds and to any bearer of 10% or more of the outstanding Bonds who may so request in writing. The cost of such audit shall be a proper expense of main- tenance and operation of the System. ARTICLE XII. Sale, Approval, Registration and Delivery of Bonds Section 12.01 - Sale of Bonds. The Bonds are hereby sold and shall be delivered to that bidder, or bidders, submitting the bid which results in the lowest net interest cost to the City subject to a resolution hereafter to be adopted by the City Council, for the par value thereof and accrued interest thereon to date of delivery, plus a premium of $ , subject to the unqualified approving opinions, as to the legality of the Bonds, of the Attorney General of the State of Texas and of Vinson & Elkins, Houston, Texas, market attorneys. Section 12.02 - Approval, Registration and Delivery of Bonds. The Mayor and City Secretary are hereby authorized and directed to take and have charge of the records and proceedings of the Bonds, and the Bonds, pending their approval by the Attorney General of the State of Texas, and their registration by the Comptroller of Public Accounts of the State of Texas. Upon registration of said Bonds, the Comptroller of Public Accounts (or a deputy designated in writing to act for the Comptroller) shall manually sign the Comptroller's certificate of registration described herein to be printed on the back of each Bond, and the seal of the Comptroller shall be impressed, or placed in facsimile, on each of the Bonds. ARTICLE XIII. Arbitrage The City Council certifies that based upon all facts, estimates and circumstances now known or reasonably expected to be in existence on the date the Bonds are delivered and paid for, the City Council reasonably expects that the proceeds of the Bonds will not be used in a manner that would cause the Bonds or any portion of the Bonds to be an "arbitrage bond" under Section 103(c) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed thereunder. Furthermore, all officers, employees and agents of the City are authorized and directed to provide certifi- cations of facts, estimates and circumstances which are material to the reasonable expectations of the City Council as of the date the Bonds are delivered and paid for, and any such certifications may be relied upon by counsel, by the bearers of the Bonds, or by any person interested in the exemption of interest on the Bonds from federal income taxation. Moreover, the City Council covenants that it shall make such use of the proceeds of the Bonds, regulate investments of proceeds of the Bonds, and take such other and further action as may be required so that the Bonds shall not be "arbitrage bonds" under Section 103(c) of the Internal Revenue Code of 1954, as amended, and regulations prescribed from time to time thereunder. ARTICLE XIV. Miscellaneous Provisions Section 14.01 - City's Successors and Assigns. When ever in this Ordinance the City is named and referred to, it shall be deemed to include its successors and assigns, and all covenants and agreements in the ordinance contained by and on behalf of the City shall bind. and inure to the bene- fit of its successors and assigns whether or not so expressed. Section 14.02 - No Recourse Against City Officers. No recourse shall be had for the payment of the principal or the interest on the Bonds or for any claim based thereon or' in the ordinance against any officer of the City or any person executing the Bonds. Section 14.03 - Paying Agent,May Own Bonds. The Paying Agent, in its individual or any other capacity, may become the owner or pledgee of the Bonds with the same rights it would have if it were not the Paying Agent. Section_14.04 - Legal Holidays. In any case where the date of maturity of interest and principal of the Bonds or the date fixed for redemption of any Bonds shall be in the State of Texas a legal holiday or a day on which banking institutions are authorized by law to close, then payment of interest or principal need not be made on such date but may be made on the next succeeding day not a legal holiday or a day on which banking institutions are authorized by law to close in the State of Texas with the same force and effect as if made on the date of maturity or the date fixed for redemption and no interest shall accrue for the period from and after such date. Section 14.05 - Benefits of Ordinance Provision. Nothing in this Ordinance or in the Bonds, expressed or implied, shall give or be'construed to give any person, firm or corporation, other than the City, the Paying Agent, and the bearers of the Bonds, any legal or equitable right, remedy or claim under or in respect of this Ordinance, or under any covenant, condition or provision herein contained, all the covenants, conditions and provisions contained in this Ordinance or in the Bonds being for the sole benefit of the City, the Paying Agent and the bearers of the Bonds. Section 14.06 -.Unavailability of Authorized Publica- tion. If, because of the temporary or permanent suspension of any newspaper, journal or other publication, or for any reason, publication of notice cannot be made meeting any requirements herein established, any notice required to be published by the provisions of this Ordinance shall be given in such other manner and at such time or times as in the judgment of the City shall most effectively approximate such required publication and the giving of such notice in such manner shall for all purposes of this Ordinance be deemed to be in compliance with the requirements for publication thereof. Section 14.07 - Severability Clause. If any word, phrase, clause, sentence, paragraph, section, or other part of this Ordinance, or the application thereof to any person or circumstance, shall ever be held to be invalid or uncon- stitutional by any court of competent jurisdiction, the remainder of this Ordinance and the application of such word, phrase, clause, sentence, paragraph, section or other part of this Ordinance to any other persons or circumstances shall not be affected thereby. Section 14.08 - Further Procedures. The Mayor and City Secretary of the City and other appropriate officials of the City are hereby authorized and directed to do any and all things necessary and/or convenient to carry out the terms of this Ordinance. Section 14.09 - Repeal of Resolutions and Ordinances. All resolutions or ordinances heretofore adopted by the City Council in conflict with the provisions of this Ordinance are hereby in all things repealed and shall be of no further force or effect. Section 14.10 - Effective Date of Ordinance. This Ordinance shall take effect and be in full force upon and after its having been read, considered and adopted by the City Council at two regular sessions of the City Council. Section 14.11 - Emergency Meeting. It is hereby offi- cially found and determined that an emergency or urgent public necessity exists which requires the holding of the meeting at which this Ordinance is passed, such emergency or urgent public necessity being that the proceeds from the sale of the Bonds are required as soon as possible for necessary and urgently needed public improvements; and that said meeting was open to the public, and public notice of the time, place, and purpose of said meeting was given, all as required by Article 6252-17, Vernon's Texas Civil Statutes, as amended. PASSED AND APPROVED this 28th day of August, 1978. Mayor, City of Pe'arland, Texas ATTEST: ityS,ecretar Icity of Pearland, Te,� .(SEAL).` CITY OF PEARLAND , TEXAS WATERWORKS AND SEWER SYSTEM REVENUE BONDS SERIES 1978 * * * * * * * * $2 , 750 , 000 * * * * * * * * 6 . 40% , 5 . 60%, 5 . 40% , 5. 60% , 5. 70% , 5. 80% , 5 . 90% , 6 . 00% , 6 . 10% and 6 . 20% CITY OF PEARLAND, TEXAS WATERWORKS AND SEWER SYSTEM REVENUE BONDS SERIES 1978 * * * * * * * * $2, 750,000 * * * * * * * * 6 .40%, 5. 60%, 5. 40%, 5. 60% , 5. 70% , 5. 80%, 5. 90% , 6 . 00% , 6.10% and 6 .20% VINSON & ELKINS ATTORNEYS AT LAW FIRST CITY NATIONAL BANK BUILDING HOUSTON, TEXAS 77002 OCT 17 1978 WE HAVE ACTED as bond counsel for the CITY OF PEARLAND, TEXAS (the "City") , in connection with the bonds hereinafter described (the "Bonds") : CITY OF PEARLAND, TEXAS , PERMANENT IMPROVEMENT BONDS , SERIES 1978 , dated September 1, 1978 , numbered con- secutively from 1 through 372 , both inclusive, in the denomination of $5 , 000 each, aggregating $1, 860 , 000 , bearing interest per annum at the respective rates shown below, interest payable March 1 , 1979 , and semiannually thereafter on September 1 and March 1 in each year, and maturing serially on March 1 in each year as follows : $ 25 , 000 5 . 90% 1981 30 , 000 5 . 90% 1982 50 ,000 5 . 90% 1983/86 30 ,000 5 . 90% 1987 50 ,000 4 . 90% 1988 125 ,000 5 . 00% 1989/90 125 , 000 5 . 10% 1991 125 ,000 5 . 20% 1992 125 , 000 5 . 25% 1993 200 , 000 5 . 30% 1994 200 ,000 5 . 40% 1995 250 , 000 5 . 50% 1996/97 The Bonds are redeemable in whole or in part, in inverse numerical order, on March 1, 1993 , or on any interest payment date thereafter, at the price of par and accrued interest to the date fixed for redemption. The Bonds were authorized at an elec- tion held within the City on May 13 , 1978 . WE HAVE ACTED as bond counsel for the sole purpose of rendering an opinion with respect to the legality and validity of the Bonds under the Constitution and laws of the State of Texas , under which the City is acting as an incorporated city of the State of Texas , and with respect to the exemption of interest on the Bonds from Federal income taxation. We have not been requested to investigate or verify and have not in- vestigated or verified original proceedings , records , data, or other material , but have relied solely upon certificates executed by public officials and representatives of the City . We have not assumed any responsibility with respect to the financial condition or capabilities of the City or the dis- closure thereof in connection with the sale of the Bonds . IN OUR CAPACITY as bond counsel , we have examined a trans- cript of certified proceedings pertaining to the Bonds which contains certified copies of certain election proceedings , certain proceedings of the City Council of the City , customary nrrcn+ c ranracan-hati vac of fhP VINSON & ELKINS ATTORNEYS AT LAW FIRST CITY NATIONAL BANK BUILDING HOUSTON, TEXAS 77002 OCT 17 1978 WE HAVE ACTED as bond counsel for the CITY OF PEARLAND, TEXAS (the "City") , in connection with the bonds hereinafter described (the "Bonds") : CITY OF PEARLAND, TEXAS , PERMANENT IMPROVEMENT BONDS , SERIES 1978 , dated September 1, 1978 , numbered con- secutively from 1 through 372 , both inclusive, in the denomination cf $5 , 000 each, aggregating $1, 860 , 000 , bearing interest per annum at the respective rates shown below, interest payable March 1 , 1979 , and semiannually thereafter on September 1 and March 1 in each year, and maturing serially on March 1 in each year as follows : $ 25 , 000 5 . 90% 1981 30 , 000 5 . 90% 1982 50 ,000 5 . 90% 1983/86 30 ,000 5 . 90% 1987 50 ,000 4 . 90% 1988 125 , 000 5 . 00% 1989/90 125 ,000 5 . 10% 1991 125 ,000 5 . 20% 1992 125 ,000 5 . 25% 1993 200 , 000 5 . 30% 1994 200 ,000 5 . 40% 1995 250 , 000 5 . 50% 1996/97 The Bonds are redeemable in whole or in part, in inverse numerical order , on March 1, 1993 , or on any interest payment date thereafter, at the price of par and accrued interest to the date fixed for redemption. The Bonds were authorized at an elec- tion held within the City on May 13 , 1978 . WE HAVE ACTED as bond counsel for the sole purpose of rendering an opinion with respect to the legality and validity of the Bonds under the Constitution and laws of the State of Texas, under which the City is acting as an incorporated city of the State of Texas , and with respect to the exemption of interest on the Bonds from Federal income taxation. We have not been requested to investigate or verify and have not in- vestigated or verified original proceedings , records , data, or other material , but have relied solely upon certificates executed by public officials and representatives of the City . We have not assumed any responsibility with respect to the financial condition or capabilities of the City or the dis- closure thereof in connection with the sale of the Bonds . IN OUR CAPACITY as bond counsel , we have examined a trans- cript of certified proceedings pertaining to the Bonds which contains certified copies of certain election proceedings , certain proceedings of the City Council of the City , customary certificates of officers , agents and representatives of the City, and other certified showinas relating to the authoriza- examination of the Official Notice of Sale and the Official Statement prepared by the City ' s financial advisors in con- nection with the sale of the Bonds , such examination having been limited solely to matters concerning the description of certain terms of the Bonds to verify that such description conforms to the provisions of the ordinance adopted by the City Council of the City authorizing the Bonds . We have also examined executed Bond No. 1 of this issue. BASED ON SAID EXAMINATION, IT IS OUR OPINION that the transcript of certified proceedings evidences complete legal authority for the issuance of the Bonds in full compliance with the Constitution and laws of the State of Texas presently effective; that therefore the Bonds constitute valid and legally binding obligations of the City, and that all taxable property within the City is subject to the levy of ad valorem taxes , within the limits prescribed by law, to pay the Bonds and the interest thereon. IT IS OUR FURTHER OPINION that the interest on the Bonds is exempt from all present Federal income taxation under existing statutes , regulations , published rulings and court decisions . VINSON & ELKINS ATTORNEYS AT LAW FIRST CITY NATIONAL BANK BUILDING HOUSTON, TEXAS 77002 00 17 1978 WE HAVE ACTED as bond counsel for the CITY OF PEARLAND , TEXAS (the "City") , in connection with an issue of bonds (the "Bonds") described as follows : CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 , dated September 1, 1978 , numbered consecutively from 1 through 550 , in the denomination of $5, 000 each, aggregating $2 , 750 , 000 , bearing interest per annum at the respective rates shown below, interest payable March 1 , 1979 , and semiannually thereafter on September 1 and March 1 in each year, and maturing serially on September 1 in each year as follows : $ 50 , 000 6 . 40% 1979/81 60 ,000 6 . 40% 1982 70 , 000 6 . 40% 1983/84 75 ,000 6 . 40% 1985 80 ,000 6 . 40% 1986/87 90 , 000 6 . 40% 1988 100 , 000 5 . 60% 1989 100 , 000 5 . 40% 1990 110 , 000 5 . 40% 1991 120 , 000 5 . 40% 1992 125 , 000 5 . 60% 1993 130 , 000 5 . 70% 1994 140, 000 5 . 80% 1995 r150 , 000 5 . 90% 1996 160 , 000 6 . 00% 1997 170 , 000 6 . 10% 1998 180 , 000 6 . 20% 1999 190 , 000 6 . 20% 2000 200 , 000 6 . 20% 2001/02 The Bonds are redeemable in whole , or in part in inverse numerical order, on September 1 , 1993 , or on any interest payment date thereafter, at par plus accrued interest to the date fixed for redemption. The Bonds were authorized at an election held within the City on May 13 , 1978 . WE HAVE ACTED as bond counsel for the sole purpose of rendering an opinion with respect to the legality and validity of the Bonds under the Constitution and laws of the State of Texas , under which the City is acting as an incorporated city of the State of Texas , and with respect to the exemption of in- terest on the Bonds from Federal income taxation. We have not been requested to investigate or verify and have not investi- gated or verified original proceedings , records , data or other material, but have relied solely upon certificates executed by public officials and representatives of the City. We have not assumed any responsibility with respect to the financial condi- tion or capabilities of the City or the disclosure thereof in IN OUR CAPACITY as bond counsel, we have examined a tran- script of certified proceedings pertaining to the Bonds which contains certified copies of certain election proceedings , certain proceedings of the City Council of the City, customary certificates of officers , agents and representatives of the City, and other certified showings relating to the authoriza- tion and issuance of the Bonds . We have also examined executed Bond No. 1 of this issue. BASED ON SAID EXAMINATION, IT IS OUR OPINION that the transcript of certified proceedings evidences complete legal authority for the issuance of the Bonds in full compliance with the Constitution and laws of the State of Texas presently effective; that therefore the Bonds constitute valid and legally binding special obligations of the City, and that the Bonds are payable from, and secured by a first lien on and pledge of, the Net Revenues from the operation of the City ' s waterworks and sanitary sewer system to be purchased and con- structed, as defined and provided in the ordinance adopted by the City Council of the City authorizing the Bonds (the "Ordinance" ) . THE CITY has reserved the right, subject to the restric- tions stated in the Ordinance, to issue additional revenue bonds , for any lawful purpose, to be on a parity with the Bonds and to be payable from, and secured by a first lien on and pledge of, the aforesaid Net Revenues in the same manner and to the same extent as the Bonds . THE BONDS and the interest coupons thereto appertaining recite on their faces that the holders thereof shall never have the right to demand payment of the principal of or interest on the Bonds out of any funds raised or to be raised by taxation . IT IS OUR FURTHER OPINION that the interest on the Bonds is exempt from all present Federal income taxation under existing WATER RATES Gallons Per Month Charge Per 1 , 000 Gallons Old Rates New Rates First 3 , 000 (minimum billing) $3 . 00 $5. 50 Next 2 , 000 . 75 1 . 00 Next 5, 000 . 65 . 85 Next 5, 000 . 60 . 75 Next 10 , 000 . 50 . 70 Next 10, 000 . 40 . 65 Next 10, 000 . 40 . 60 Over 45, 000 . 35 . 50 SEWER RATES In March of each year the monthly sewer rental charge is recalculated for all customers based on 60% of their average water bill for the three preceding months . This amount becomes the monthly sewer charge for the following twelve months . ($3. 30 Monthly Minimum) . 5. The following is a true and correct statement of the gross revenues , the maintenance and operation expenses , and the net revenues of the City ' s waterworks and sanitary sewer system for the indicated twelve-month periods ending September 30 , respectively: 12 Months Net Ended Gross Income M & 0 Revenues 9-30-74 $273 , 610 $214 , 387 $ 59 ,223 9-30-75 322 , 302 305 , 491 16 , 811 9-30-76 392 , 318 346 , 317 46 , 001 9-30-77 501, 179 362 , 472 138 , 707 The following is a true and correct statement of the gross revenues , the maintenance and operation expenses , and the net revenues of the City ' s waterworks and sanitary sewer system for the nine-month period ending June 30 , 1978 : Gross Revenues M & 0 Net Revenues $446 , 102 $325 , 861 $120 , 241 WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CITY, this 28th day of August, 1978 . City Secreta CITY OF PEA AND , TEXAS (SEAL) NOTICE OF MEETING THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § NOTICE is hereby given of a meeting of the City Council of the CITY OF PEARLAND, Brazoria and Harris Counties , Texas (the "City") , to he held on the 24th day of April, 1978, at 7 : 30 p .m. in the : City Hall Pearland, Texas for the purpose of considering and, if deemed advisable by the City Council, adopting a resolution calling a bond election, and for the purpose of conducting, considering and acting upon such other business as shall come before the meeting. The need of the City for such financing creates an emer- gency and an urgent public necessity for the holding of the meeting and for the adoption of such resolution at the meeting . WITNESS MY HAND AND OFFICIAL SEAL OF THE CITY, this I6 day of April, 1978 . /s/ Dorothy L . Cook City Secretary CITY OF PEARLAND , TEXAS (SEAL) AVISO DE REUNION EL ESTADO DE TEXAS X CONDADOS DE BRAZORIA Y HARRIS X CIUDAD DE PEARLAND X SE DA AVISO por la presente, de una reunion del Consejo Municipal de la CIUDAD DE PEARLAND, Condados de Brazoria y Harris, Texas (la "Ciudad") , a celebrarse el dia 24 de abril de 1978, a las 7 : 30 p.m. en el: Cabildo Municipal Pearland, Texas con el proposito de considerar, y si el Consejo Municipal to estima necesario, adoptar una resolucion convocando una eleccion de bonos, y con el proposito de conducir, con- siderar y actuar sobre cualquier otro asunto que se presen- tase ante la reunion. La necesidad de la Ciudad para tal finaciamiento crea una emergencia y una urgente necesidad ptiblica para la cele- bracion de la reunion y para la adopcion de dicha reso- lucion en el transcurso de la reunion. DADO BAJO MI FIRMA Y EL SELLO OFICIAL DE LA CIUDAD, este dia •qo de abril de 1978 . /fdo/ Dorothy L. Cook Secretaria de la Ciudad CIUDAD DE. PEARLAND, TEXAS (SELLO) , rim r.— r•a ram o= ^ ^ 0--1 •-'! -my wag mei CERTIFICATE OF POSTING OF NOTICE OF MEETING THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § I, the undersigned officer of the CITY OF PEARLAND, Brazoria and Harris Counties, Texas (the "City" ) , do hereby execute this certificate for the benefit of all persons in- terested in the posting of notice of a meeting of the City Council of the City as required by the Open Meetings Act (Article 6252-17, Vernon' s Texas Civil Statutes, as amended) and the validity of all actions and proceedings taken at such meeting and I do hereby certify as follows : 1. I am the duly chosen, qualified and acting officer of the City for the office shown beneath my signature, and in such capacity I am familiar with the matters contained in this certificate . 2 . The attached and foregoing are true and correct copies in English and Spanish, respectively, of the Notice of Meeting which was posted by me at io.•0r, o ' clock /4 .m. on the <Aa day of , 1978 , in a place readily accessible to the general public at all times , to-wit : , in the City Hall of the City. WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CITY, this cA0 day of �4_„o , 1978 . City Secret. CITY ,4— ,; CITY OF PEARLAND, TEXAS • (` {AL)` rim • r.m r.. r . """ ._ MINN OMER mml - - - mml mml NOTICE OF BOND ELECTION TO THE RESIDENT, QUALIFIED ELECTORS OF THE CITY OF PEARLAND , TEXAS : NOTICE IS HEREBY GIVEN that an election will be held in the CITY OF PEARLAND, TEXAS, on the 13th day of May, 1978, in accordance with the following resolution : GENERAL CERTIFICATE THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § I, the undersigned, City Secretary of the CITY OF PEARLAND, TEXAS (the "City") , do hereby make and execute this certificate for •the benefit of the Attorney General of the State of Texas and all other persons interested in the City 's $2, 750 , 000 WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 (the "Bonds" ) , dated September 1, 1978 , now in process of issuance. I certify that: 1. The following persons constitute the City Council of the City: Tom Reid Mayor Dennis Frauenberger Councilman Harry Farley Councilman Fran Coppinger Councilman Morris S . Wilson Councilman Carlton McComb Councilman Dorothy L. Cook City Secretary 2 . The Home-Rule Charter of the City has not been amended, altered, changed, or repealed since the issuance of the City ' s Certificates of Obligation, Series 1976 , dated July 1, 1976 , Comptroller ' s Registration No. 43283 , except for the amendments adopted on April 3 , 1978. 3 . Neither the revenues nor the properties of the City ' s waterworks and sanitary sewer system are in any way pledged or hypothecated other than the pledge of the revenues of said system to the payment of the Bonds . 4 . The following rates for services rendered by the City' s waterworks and sanitary sewer system, respectively, were established by ordinance of the City Council of August 9 , 1971, as amended by ordinance adopted on July 24 , 1978 ; the CERTIFICATE FOR RESOLUTION CALLING BOND ELECTION THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We, the undersigned officers of the CITY OF PEARLAND , TEXAS (the "City" ) , do hereby certify as follows : 1 . That we are the duly chosen, qualified and acting officers of the City for the offices shown below our signatures and that as such we are familiar with the facts herein certified . 2 . That there is attached to and follows this certificate an excerpt of proceedings from the minutes of a meeting of the City Council of the City (the "City Council" ) which is a true , full and complete excerpt of all proceedings from the minutes of the City Council pertaining to the adoption of the resolution de- scribed therein; and that the persons named in such excerpt as the officers and members of the City Council or as officers of the City are the duly chosen, qualified and acting officers and members as indicated therein. 3 . That a true and complete copy of the resolution (the "Resolution") , as adopted at the meeting described in such excerpt from the minutes , is attached to and follows such excerpt . u . That the Resolution has been duly and lawfully adopted by the City Council and that the Mayor of the City has approved , and hereby approves , the Resolution; that the Mayor and the City Secretary of the City have duly signed and attested the Resolution and each, respectively, hereby declares that the signing of this certificate shall also constitute the signing of the Resolution for all purposes ; and that the Resolution , as signed, has been duly recorded in the minutes of the City Council for such meeting . 5 . That each of the officers and members of the City Council was duly and sufficiently notified officially and per- sonally, in advance , of the date, hour, place and subject of such meeting of the City Council, and that the Resolution would be introduced and considered for passage at such meeting , and each of such officers and members consented, in advance , to the holding of such meeting to consider and act upon such subject . 6 . That written notice of the meeting of the City Council described in the excerpt from the minutes was posted in the form and manner required by law; and that such meeting was open to the public as required by law at all times during which the Resolution and the subject matter thereof were discussed , considered and formally acted upon , all as required by the Open Meetings Act , Article 6252-17 , Vernon ' s Texas Civil Statutes , as amended . Pimm pm= i= immm imam Imml. Mom =mi. ■.m THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § The City Council of the City of Pearland, Texas , convened in regular meeting , open to the public , on the 24th day of April, 1978 , at the City Hall, and the roll was called of the duly constituted officers and members of the City Council and the City Secretary of the City, to-wit : Tom Reid Mayor Dennis Frauenberger Councilman Harry Farley Councilman Fran Coppinger Councilman Morris S . Wilson Councilman Carlton McComb Councilman Dorothy L . Cook City Secretary and all of said persons were present , except the following ab- sentees : None thus constituting a quorum . Whereupon , among other business , the following was transacted at said meeting : a written reso- lution entitled : RESOLUTION CALLING BOND ELECTION (the "Resolution" ) was duly introduced for the consideration of the City Council and reviewed in full . It was then duly moved and seconded that the Resolution be passed; and , after due discussion, the motion, carrying with it the passage of the Resolution, prevailed and carried by the following vote : AYES : All members of the City Council shown present above voted "Aye" . NOES : None . The Mayor thereupon announced that the Resolution had been duly and lawfully adopted. The Resolution thus adopted follows : r-- • r- r-- r - r- r.. p.m wmq "'1 ...1 ..1 — ..7 RESOLUTION CALLING BOND ELECTION THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § WHEREAS, the City Council deems it necessary to call the election hereinafter described; THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND THAT: Section 1 . An election shall be held in the CITY OF PEARLAND on the 13th day of May, 1978, in which all resident , qualified electors of the City shall be entitled to vote ; the polls shall be open for voting from 7 : 00 a.m. to 7 : 00 p .m. at the following polling place and the following are hereby ap- pointed officers to conduct the election at said polling place : POLLING PLACE : Pearland High School Building 2337 North Galveston Avenue Pearland, Texas ELECTION OFFICERS : Jack Farmer Presiding Judge Ruby Bozka Alternate Presiding Judge Maximum number of clerks : 5 The presiding judge shall appoint not less than two or more than the maximum number of election clerks specified above to serve at the polling place under his jurisdiction. Said presiding judge and one such clerk, to be designated by such presiding judge , shall also serve as the special canvassing board for absentee voting . Dorothy L. Cook is hereby appointed as the clerk and Dorothy Thompson, Mabel Salyer and Barbara Lenamon the assis- is hereby designated as the place for absentee voting for said election . Said clerks shall keep said office open for at least eight ( 8) hours , that is , from 8 : 00 a .m. to 5 : 00 p .m . , on each day for absentee voting which is not a Saturday , a Sunday , or an official State holiday; provided, however, except as autho- rized by Article 5 . 05 , Subdivisions 3d and 3e , Texas Election Code, said clerks shall not permit anyone to vote absentee by personal appearance on any day which is not a regular working day for the clerk' s office , and under no circumstances shall they permit anyone to vote absentee by personal appearance at any time when such office is not open to the public . Section 2 . At said election the following PROPOSITIONS shall be submitted in accordance with law : PROPOSITION 1 SHALL THE CITY COUNCIL OF THE CITY OF PEARLAND , TEXAS (THE "CITY" ) , BE AUTHORIZED TO ISSUE THE BONDS OF THE CITY, IN ONE OR MORE SERIES OR ISSUES , IN THE AGGREGATE PRINCIPAL AMOUNT OF $2 , 225 ,000 WITH THE BONDS OF EACH SERIES OR ISSUE , RESPEC- TIVELY, TO MATURE SERIALLY WITHIN NOT TO EXCEED 40 YEARS FROM THEIR DATE, AT ANY PRICE OR PRICES AND BEARING INTEREST AT ANY RATE OR RATES NOT TO EXCEED THE MAXIMUM INTEREST RATE NOW OR HEREAFTER AUTHORIZED BY LAW AS SHALL BE DETERMINED WITHIN THE DISCRETION OF THE CITY COUNCIL, FOR THE PURPOSE OF CON- STRUCTING IMPROVEMENTS AND EXTENSIONS TO THE SANITARY SEWER SYSTEM OF THE CITY, THE INTEREST ON AND PRINCIPAL OF THE BONDS TO BE SECURED BY AND PAYABLE FROM A LIEN ON AND PLEDGE OF THE NET REVENUES OF THE CITY 'S WATERWORKS AND SANITARY SEWER SYSTEM? PROPOSITION 2 SHALL THE CITY COUNCIL OF THE CITY OF PEARLAND , TEXAS (THE "CITY" ) , BE AUTHORIZED TO ISSUE THE BONDS OF THE CITY, IN ONE OR MORE SERIES OR ISSUES, IN THE AGGREGATE PRINCIPAL AMOUNT OF $525,000 WITH THE BONDS OF EACH SERIES OR ISSUE, RESPEC- TIVELY, TO MATURE SERIALLY WITHIN NOT TO EXCEED 40 YEARS FROM THEIR DATE , AT ANY PRICE OR PRICES AND BEARING INTEREST AT ANY RATE OR RATES NOT TO EXCEED THE MAXIMUM INTEREST RATE NOW OR HEREAFTER AUTHORIZED BY LAW AS SHALL BE DETERMINED WITHIN .om= glimm ..m mom Immi imm.. nom. 1.1..r. — ..1 ...It Alma PROPOSITION 3 SHALL THE CITY COUNCIL OF THE CITY OF PEARLAND , TEXAS (THE "CITY" ) , BE AUTHORIZED TO ISSUE THE BONDS OF THE CITY, IN ONE OR MORE SERIES OR ISSUES , IN THE AGGREGATE PRINCIPAL AMOUNT OF $1, 430 , 000 WITH THE BONDS OF EACH SERIES OR ISSUE, RESPEC- TIVELY, TO MATURE SERIALLY WITHIN NOT TO EXCEED 40 YEARS FROM THEIR DATE, AT ANY PRICE OR PRICES AND BEARING INTEREST AT ANY RATE OR RATES NOT TO EXCEED THE MAXIMUM INTEREST RATE NOW OR HEREAFTER AUTHORIZED BY LAW AS SHALL BE DETERMINED WITHIN THE DISCRETION OF THE CITY COUNCIL, FOR THE PURPOSE OF CON- STRUCTING A NEW CITY HALL BUILDING FOR THE CITY, AND TO LEVY TAXES ON ALL TAXABLE PROPERTY WITHIN THE CITY ANNUALLY SUFFI- CIENT TO PAY THE INTEREST ON SAID BONDS AS IT ACCRUES AND TO CREATE A SINKING FUND TO PAY THE PRINCIPAL OF SAID BONDS AS IT MATURES? PROPOSITION 4 SHALL THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS (THE "CITY" ) , BE AUTHORIZED TO ISSUE THE BONDS OF THE CITY, IN ONE OR MORE SERIES OR ISSUES , IN THE AGGREGATE PRINCIPAL AMOUNT OF $610 , 000 WITH THE BONDS OF EACH SERIES OR ISSUE, RESPEC- TIVELY, TO MATURE SERIALLY WITHIN NOT TO EXCEED 40 YEARS FROM THEIR DATE, AT ANY PRICE OR PRICES AND BEARING INTEREST AT ANY RATE OR RATES NOT TO EXCEED THE MAXIMUM INTEREST RATE NOW OR HEREAFTER AUTHORIZED BY LAW AS SHALL BE DETERMINED WITHIN THE DISCRETION OF THE CITY COUNCIL, FOR THE PURPOSE OF CON- STRUCTING A NEW LIBRARY BUILDING FOR THE CITY, AND TO LEVY TAXES ON ALL TAXABLE PROPERTY WITHIN THE CITY ANNUALLY SUFFI- CIENT TO PAY THE INTEREST ON SAID BONDS AS IT ACCRUES AND TO CREATE AND PROVIDE A SINKING FUND TO PAY THE PRINCIPAL OF SAID BONDS AS IT MATURES? PROPOSITION 5 SHALL THE CITY COUNCIL OF THE CITY OF PEARLAND , TEXAS (THE "CITY" ) , BE AUTHORIZED TO ISSUE THE BONDS OF THE CITY, IN ONE OR MORE SERIES OR ISSUES , IN THE AGGREGATE PRINCIPAL AMOUNT OF $1, 860 , 000 WITH THE BONDS OF EACH SERIES OR ISSUE, RESPEC- TIVELY, TO MATURE SERIALLY WITHIN NOT TO EXCEED 40 YEARS FROM THEIR DATE, AT ANY PRICE OR PRICES AND BEARING INTEREST AT ANY RATE OR RATES NOT TO EXCEED THE MAXIMUM INTEREST RATE NOW OR HEREAFTER AUTHORIZED BY LAW AS SHALL BE DETERMINED WITHIN THE DISCRETION OF THE CITY COUNCIL, FOR THE PURPOSE OF THE CONSTRUCTION AND IMPROVEMENT OF THE ROADS , BRIDGES , AND STREETS OF THE CITY, AND TO LEVY TAXES ON ALL TAXABLE PROPERTY WITHIN THE CITY ANNUALLY SUFFICIENT TO PAY THE INTEREST ON SAID BONDS AS IT ACCRUES AND TO CREATE A SINKING FUND TO PAY THE PRINCI- PAL OF SAID BONDS AS IT MATURES? Section 3 . An electronic voting system, as defined and officers of said election to serve at the Central Counting Station, which is hereby established at the Brazoria County Courthouse : Manager of the Central Counting Station : J . C . McNeill Tabulation Supervisor : Hoyt Holcomb Presiding Judge for the Central Counting Station : Howard Suttle The Manager and Presiding Judge of the Central Counting Station shall appoint not more than one clerk to serve at the Central Counting Station . The official ballot cards and ballot labels , respectively, for the election shall be prepared in accordance with the Texas Election Code so as to permit the electors to vote "FOR" or "AGAINST" the aforesaid PROPOSITIONS which shall be set forth on such ballot cards and ballot labels in substan- tially the following form: OFFICIAL BALLOT PROPOSITION 1 [ ] FOR ) THE ISSUANCE OF $2 , 225 , 000 )----SANITARY SEWER SYSTEM [ ] AGAINST ) REVENUE BONDS PROPOSITION 2 [ ] FOR ) THE ISSUANCE OF $525 , 000 )----WATERWORKS SYSTEM REVENUE [ ] AGAINST ) BONDS PROPOSITION 3 [ ] FOR ) THE ISSUANCE OF $1, 430 , 000 [ ] AGAINST )----CITY HALL BUILDING BONDS PROPOSITION 4 [ ] FOR ) THE ISSUANCE OF $610 , 000 [ ] AGAINST )----LIBRARY BUILDING BONDS Section 4 . Notice of such election shall be given by posting a substantial copy of this resolution in a public place within the City and also at the City Hall not less than fifteen days prior to the date set for the election , and by publication thereof on the same day in each of two successive weeks in the Journal, the duly designated official newspaper of the City, which is published in the City and is of general circu- lation in the City, the date of the first publication to be not less than fourteen days prior to the date set for the election. Section 5 . Said election shall be held in accordance with the Texas Election Code , except as modified by the Federal Voting Rights Act of 1965 , as amended . Section 6 . This resolution was read once by the City Council and shall take effect immediately . Section 7 . It is hereby officially found and determined that the need of the City for such financing creates an emer- gency and an urgent public necessity for the holding , at the scheduled time , of the meeting of the City Council at which this resolution is adopted and for the adoption of this resolu- tion; and the NOTICE OF MEETING relating to said meeting and heretofore posted by the City Secretary , and the posting thereof, are hereby authorized, approved, adopted , and ratified. PASSED AND APPROVED this 24th day of April , 1978 . /s/ Tom Reid ATTEST : Mayor CITY OF PEARLAND , TEXAS /s/ Dorothy L . Cook City Secretary .M YOU WILL, THEREFORE, TAKE NOTICE of all matters and facts set out in the foregoing notice and resolution. /s/ Dorothy L . Cook City Secretary CITY OF PEARLAND , TEXAS (SEAL) CERTIFICATE OF POSTING THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § I, the undersigned, City Secretary of the CITY OF PEARLAND, TEXAS, do hereby certify that the attached and foregoing is a true and correct copy of a NOTICE OF BOND ELECTION issued by me , including a true and correct copy of the resolution adopted by the City Council of the City, together with an excerpt from the minutes showing the adoption thereof, and that I posted a true and correct copy of said notice on the 26 day of April , 1978, in a public place within the City , to-wit : Bulletin Board of Krogers , 3260 E . Broadway, Pearland , Texas , and also at the City Hall, which posting was done not less than fifteen days prior to the date set for the election. WITNESS MY HAND AND THE OFFICIAL SEAL OF SAID CITY, this 26 day of April , 1978 . City Secreta CITY OF PE LAND, TEXAS r , ;(SEAL) r.. r.. rm.. ip .. r.. r pl... so..il ...ill mm4 m"9 m.1 .. 4 mm4 (Please attach new , _ .ngs here ar.€i:ft 'above this line . ) AFFIDAVIT OF PUBLICATION THE STATE OF TEXAS § COUNTY OF BRAZORIA § BEFORE ME, the undersigned authority, on this day person— ally appeared :'arie .:oore (Editor/Publisher) of the Journal, who , being by me duly sworn, upon oath, deposes and says : The attached clippings (one in English and one in Spanish) of a NOTICE OF BOND ELECTION was published in the Journal (a newspaper published in the City of Pearland and of general circulation therein) on the same day in each of two successive weeks , the date of the first publication being not less than fourteen days prior to the date set for the election, in the issues of : April 27 , 1978 :.may 4 , 1978 and the attached newspaper clippings are true and correct copies of said published notice . r SWORN TO AND SUBSCRIBED BEFORE ME, this tth day of , 1978 . "tt-tt-4 / Notar "ublic i and for Brazoria County, Texas /11ftab ^a Pro . . . Emma/ met 0 NOTICE OF MEETING THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § NOTICE is hereby given of a meeting of the City Council of the CITY OF PEARLAND, Brazoria and Harris Counties , Texas (the "City" ) , to be held on the 15th day of May, 1978 , at 7 : 30 p .m. in the : City Hall Pearland, Texas for the purpose of adopting a resolution canvassing returns and declaring results of a bond election held on May 13 , 1978 , and for the purpose of conducting, considering, and acting upon such other business as shall come before the meeting . The need of the City for such financing creates an emer- gency and an urgent public necessity for the holding of the meeting and for the adoption of such resolution at the meeting . WITNESS MY HAND AND OFFICIAL SEAL OF THE CITY, this // day of May , 1978 . • /s/ Dorothy L . Cook City Secretary CITY OF PEARLAND , TEXAS (SEAL) r AVISO DE UNA REUNION EL ESTADO DE TEXAS X CONDADOS DE BRAZORIA X Y HARRIS X CIUDAD DE PEARLAND X SE AVISA POR LA PRESENTE que se llevard a cabo una reuni6n del Cabildo Municipal de la CIUDAD DE PEARLAND, Condados de Brazoria y Harris, Texas (la "Ciudad" ) , el dia 13 de mayo de 1978 , a las 7 : 30 p.m. en el: City Hall Pearland, Texas con el fin de adoptar una resoluci6n para escrutar y declarar los resultados de la eleccion de bonos realizada el 13 de mayo de 1978, y para conducir, considerar, y actuar sobre cualquier otro asunto que se presente a la reuni6n. La necesidad de la Ciudad de obtener tal financiaci6n constituye una emergencia y un urgente requisito publico para llevar a cabo la reuni6n y para la adopci6n de la resoluci6n en la reuni6n. DADO BAJO MI FIRMA Y EL SELLO OFICIAL DE LA CIUDAD este dia // de mayo de 1978 . /fdo/ Dorothy L. Cook Secretaria Municipal CIUDAD DE PEARLAND, TEXAS (SELLO) r--. r.. r-- r- r... r.. p . ■.... .... ...., --” 1 -1 �- I "'1 r 4 CERTIFICATE OF POSTING OF NOTICE OF MEETING THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § I, the undersigned officer of the CITY OF PEARLAND, Brazoria and Harris Counties , Texas (the "City" ) , do hereby execute this certificate for the benefit of all persons in- terested in the posting of notice of a meeting of the City Council of the City as required by the Open Meetings Act (Article 6252-17, Vernon' s Texas Civil Statutes , as amended) and the validity of all actions and proceedings taken at such meeting and I do hereby certify as follows : 1. I am the duly chosen, qualified and acting officer of the City for the office shown beneath my signature, and in such capacity I am familiar with the matters contained in this certificate . 2 . The attached and foregoing are true and correct copies in English and Spanish, respectively, of the Notice of Meeting which was posted by me at iaft;o o ' clock .44 .m. on the ,, day of Y) �,-y , 1978, in a place readily accessible to the general public at all times , to-wit : / _/-e, ;, ,' -r i , in the City Hall of the City. WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CITY, this „ day of "77-7 , 1978 . '4}--7. 4-- ---/I ' ''7 .61. --e`--4 -' City Secretar,/ CITY OF PEAR /AND, TEXAS .. �■ pow= pm= pm= mimm. mom. mmilm - Emma =min milmm Emma ommim mm. mmoly CERTIFICATE FOR RESOLUTION CANVASSING RETURNS AND DECLARING RESULTS OF ELECTION THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We , the undersigned officers of the CITY OF PEARLAND, TEXAS (the "City" ) , do hereby certify as follows : 1 . That we are the duly chosen, qualified and acting officers of the City for the offices shown below our signatures and that as such we are familiar with the facts herein certified . 2 . That there is attached to and follows this certificate an excerpt of proceedings from the minutes of a meeting of the City Council of the City (the "City Council" ) which is a true , full and complete excerpt of all proceedings from the minutes of the City Council pertaining to the adoption of the resolution de- scribed therein; and that the persons named in such excerpt as the officers and members of the City Council or as officers of the City are the duly chosen, qualified and acting officers and members as indicated therein. 3 . That a true and complete copy of the resolution (the "Resolution") , as adopted at the meeting described in such excerpt from the minutes , is attached to and follows such excerpt . 4 . That the Resolution has been duly and lawfully adopted by the City Council and that the Mayor of the City has approved, and hereby approves , the Resolution; that the Mayor and the City Secretary of the City have duly signed and attested the Resolution and each, respectively, hereby declares that the signing of this certificate shall also constitute the signing of the Resolution for all purposes ; and that the Resolution, as signed, has been duly recorded in the minutes of the City Council for such meeting. 5 . That each of the officers and members of the City Council was duly and sufficiently notified officially and per- sonally, in advance, of the date , hour, place and subject of such meeting of the City Council , and that the Resolution would be introduced and considered for passage at such meeting, and each of such officers and members consented, in advance , to the holding of such meeting to consider and act upon such subject . 6 . That written notice of the meeting of the City Council described in the excerpt from the minutes was posted in the form and manner required by law; and that such meeting was open to the public as required by law at all times during which the Resolution and the subject matter thereof were discussed, considered and formally acted upon , all as required by the Open Meetings Act , Article 6252-17 , Vernon ' s Texas Civil Statutes , as amended . SIGNED AND SEALED this 15th day of May , 1978 . (l / / THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § The City Council of the City of Pearland, Texas , convened in special meeting, open to the public , on the 15th day of May, 1978, at the City Hall, and the roll was called of the duly constituted officers and members of the City Council and the City Secretary of the City , to-wit : Tom Reid Mayor Dennis Frauenberger Councilman Harry Farley Councilman Fran Coppinger Councilman Morris S . Wilson Councilman Carlton McComb Councilman Dorothy L. Cook City Secretary and all of said persons were present , except the following ab- sentees : None thus constituting a quorum. Whereupon , among other business , the following was transacted at said meeting : a written reso- lution entitled : RESOLUTION CANVASSING RETURNS AND DECLARING RESULTS OF ELECTION (the "Resolution" ) was duly introduced for the consideration of the City Council and reviewed in full . It was then duly moved and seconded that the Resolution be passed; and, after due discussion, the motion, carrying with it the passage of the Resolution, prevailed and carried by the following vote : AYES : All members of the City Council shown present above voted "Aye " . NOES : None . The Mayor thereupon announced that the Resolution had been duly and lawfully adopted. The Resolution thus adopted follows : RESOLUTION CANVASSING RETURNS AND DECLARING RESULTS OF ELECTION THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § WHEREAS , an election was held in the CITY OF PEARLAND , TEXAS (the "City") , on May 13 , 1978 , at which five propositions relating to the issuance of bonds of the City, as fully set out in the resolution calling said election, were submitted in accordance with law; and WHEREAS, all resident , qualified electors of the City were entitled to vote on the propositions ; and WHEREAS, 749 votes were cast in said election as follows : PROPOSITION 1 FOR THE ISSUANCE OF $2 , 225 , 000 SANITARY SEWER SYSTEM REVENUE BONDS . . . 502 votes AGAINST THE ISSUANCE OF $2 , 225 , 000 SANITARY SEWER SYSTEM REVENUE BONDS . . 73R votes PROPOSITION 2 FOR THE ISSUANCE OF $525 ,000 WATERWORKS SYSTEM REVENUE BONDS 511 votes AGAINST THE ISSUANCE OF $525 , 000 WATERWORKS SYSTEM REVENUE BONDS 228 votes PROPOSITION 3 FOR THE ISSUANCE OF $1, 430 , 000 CITY HALL BUILDING BONDS 339 votes AGAINST THE ISSUANCE OF $1, 430 , 000 CITY HALL BUILDING BONDS . . . . . . . . . __ votes PROPOSITION 4 PROPOSITION 5 FOR THE ISSUANCE OF $1, 860 ,000 STREET IMPROVEMENT BONDS 441 votes AGAINST THE ISSUANCE OF $1, 860 , 000 STREET IMPROVEMENT BONDS 295 votes and WHEREAS, the above totals are shown in the official elec- tion returns heretofore submitted to the City Council and filed with the City Secretary; and WHEREAS, the election was called and held in all respects under and in strict conformity with the Constitution and laws of the State of Texas and of the United States of America; THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND THAT: Section 1 . The matters and facts recited in the above preamble of this resolution are found to be true and correct . Section 2 . The election held in the City on the 13th day of May, 1978, and which is more fully described in the preamble of this resolution, was called and notice thereof given in ac- cordance with law; the election was held in all respects in conformity with law; only resident , qualified electors of the City voted at the election; returns of the election have been lawfully made by the proper officers ; the election has resulted favorably to the issuance of the bonds described in the propo- sitions Nos . 1, 2 and 5 , respectively , submitted at the elec- tion, the levy and collection of the tax and the pledge of net revenues in payment thereof, respectively , as provided in the said propositions ; and more than the necessary majority of the resulted unfavorably to the issuance of the bonds described in propositions 3 and 4 , respectively , submitted at the said election . Section 3 . The City Council of the City is authorized to issue all of the bonds described in the aforesaid propositions 1 , 2 and 5 , respectively, to levy and collect taxes or to pledge net revenues in payment thereof as provided in the said propo- sitions , and to do any and all things necessary or convenient in connection therewith . Section 4 . It is hereby officially found and determined that the need of the City for such financing creates an emer- gency and an urgent public necessity for the holding , at the scheduled time , of the meeting at which this resolution is adopted and for the adoption of this resolution; and the NOTICE OF MEETING relating to said meeting and heretofore posted by the City Secretary , and the posting thereof, are hereby autho- rized, approved, adopted and ratified . PASSED AND APPROVED this 15th day of May , 1978 . ATTEST : /s/ Tom Reid Mayor /s/ Dorothy L. Cook CITY OF PEARLAND , TEXAS City Secretary CITY OF PEARLAND, TEXAS (SEAL) r-- RESOLUCION ESCRUTANDO Y DECLARANDO LOS RESULTADOS DE UNA ELECCION EL ESTADO DE TEXAS X CONDADOS DE BRAZORIA X Y HARRIS X CIUDAD DE PEARLAND X CONSIDERANDO QUE se llevo a cabo una eleccion el 13 de mayo de 1978 en la CIUDAD DE PEARLAND, TEXAS , (la "Ciudad" ) , en la cual se sometieron cinco proposiciones de acuerdo con la ley con respecto a la emision de bonos de la Ciudad, mas bien expuestas en la resolucion convocando dicha eleccion; y CONSIDERANDO QUE todos los electores capacitados residentes de la Ciudad estuvieron intitulados a votar sobre las proposiciones ; y CONSIDERANDO QUE 7y 9 votos se depositaron en dicha eleccion como sigue: PROPOSICION 1 A FAVOR DE LA EMISION DE BONOS DE INGRESOS POR VALOR DE $2 , 225 , 000 PARA UN SISTEMA DE ALCANTARILLADO SANITARIO votos EN CONTRA DE LA EMISION DE BONOS DE INGRESOS POR VALOR DE $2 , 225 , 000 PARA UN SISTEMA DE ALCANTARILLADO SANITARIO 38 votos PROPOSICION 2 A FAVOR DE LA EMISION DE BONOS DE INGRESOS POR VALOR DE $525, 000 PARA UN SISTEMA DE ABASTECIMIENTO DE AGUAS 5/8 votos EN CONTRA DE LA EMISION DE BONOS DE INGRESOS POR VALOR DE $525, 000 PARA UN SISTEMA DE ABASTECIMIENTO DE AGUAS cc2 votos PROPOSICION 3 MEMO MMM IIMMM i gm= imam EN CONTRA DE LA EMISION DE BONOS POR VALOR DE $1 , 430 , 000 PARA UN MUNICIPIO . . . J9,P votos PROPOSICION 4 A FAVOR DE LA EMISION DE BONOS POR VALOR DE $610 , 000 PARA UNA BIBLIOTECA `350 votos EN CONTRA DE LA EMISION DE BONOS POR VALOR DE $610 , 000 PARA UNA BIBLIOTECA j go votos PROPOSICION 5 A FAVOR DE LA EMISION DE BONOS POR VALOR DE $1 , 860 , 000 PARA MEJORAR LAS CALLES 4 4l votos EN CONTRA DE LA EMISION DE BONOS POR VALOR DE $1 , 860 , 000 PARA MEJORAR LAS CALLES 29s` votos y CONSIDERANDO QUE, los susodichos totales esten expuestos en los resultados electorales oficiales anteriormente sometidos al Cabildo Municipal y archivados en la oficina de la Secretaria Municipal ; y CONSIDERANDO QUE la eleccion se convoc6 y se llevo a cabo en todos respectos bajo y en rigida conformidad con la Constitution y las leyes del Estado de Texas y de los Estados Unidos de America: AHORA, POR LO TANTO, EL CABILDO MUNICIPAL DE LA CIUDAD DE PEARLAND RESUELVE QUE : Seccion 1 . Los asuntos y hechos expuestos en el preambulo de esta resolucion son fieles y correctos . Seccion 2 . La eleccion que se 11eva a cabo en la Ciudad el dia 13 de mayo de 1978 , y mas bien descrita en el preambulo de esta resolucion, se lleve a cabo y se dio llevo a cabo en todos respectos en conformidad con la ley ; solamente electores capacitados residentes de la Ciudad votaron en la eleccion; los oficiales apropiados han legal- mente escrutado los resultados de la eleccion; la eleccion ha resultado en favor de la envision de los bonos descritos en las proposiciones 1, 2 y 5, respectivamente, sometidas en la eleccion y del gravamen y recaudacion del impuesto y la prenda de ingresos netos para pagar los mismos ; y mas de la mayoria necesaria de los votantes capacitados votando en la eleccion han votado en favor de las proposiciones 1 , 2 y 5, respectivamente. Dicha eleccion ha resultado en contra de la envision de los bonos descritos en las proposiciones 3 y 4 , res- pectivamente, sometidas en dicha eleccion. Seccion 3. El Cabildo Municipal de la Ciudad estd autorizado a emitir todos los bonos descritos en las suso- dichas proposiciones 1, 2 y 5 , respectivamente, para gravar y recaudar impuestos y prendar los ingresos netos para pagar los mismos segun dispuesto en dichas proposiciones , y para hacer todo to necesario o conveniente con respecto a to mismo. Seccion 4 . Por la presente se establece y se determina oficialmente que la necesidad de la Ciudad de obtener dicha financiacion ha creado una emergencia y un urgente requisito p(blico para llevar a cabo, al tiempo fijado, una reunion en la cual esta resoluciOn es adoptada y para la adopcion de esta resoluciOn; y el AVISO DE REUNION con respecto a dicha reunion, el cual ha sido anteriormente fijado por la Secretaria Municipal y la fijacion del mismo, son aqui PASADA Y APROBADA este dia /5 de mayo de 1978 . /fdo/ Tom Reid Alcalde CIUDAD DE PEARLAND, TEXAS ATESTACION• /fdo/ Dorothy L. Cook Secretaria Municipal CIUDAD DE PEARLAND, TEXAS (SELLO) r.. 101== rum■ r. MINIM - :m .... .... mom. .mm0 .�. NOTICE OF MEETING THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § NOTICE is hereby given of a meeting of the City Council of the CITY OF PEARLAND, Brazoria and Harris Counties , Texas (the "City") , to be held on the 14th day of August, 1978 , at 7 : 30 p.m. in the : City Hall Pearland, Texas for the purpose of adopting an ordinance authorizing the issuance of $2 , 750 , 000 Waterworks and Sewer System Revenue Bonds, Series 1978, and for the purpose of conducting, con- sidering and acting upon such other business as shall come before the meeting. The need of the City for such financing creates an emer- gency and an urgent public necessity for the holding of the meeting and for the adoption of such ordinance at the meeting. WITNESS MY HAND AND OFFICIAL SEAL OF THE CITY, this - day of August, 1978 . /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND, TEXAS (SEAL) ummm wilmm am imemm mmilia =mom Emma ii nib io& r�r groom ammo" + m 1 CERTIFICATE OF POSTING OF NOTICE OF MEETING THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § I , the undersigned officer of the CITY OF PEARLAND, Brazoria and Harris Counties, Texas (the "City") , do hereby execute this certificate for the benefit of all persons in- terested in the posting of notice of a meeting of the City Council of the City as required by the Open Meetings Act (Article 6252-17 , Vernon' s Texas Civil Statutes , as amended) and the validity of all actions and proceedings taken at such meeting and I do hereby certify as follows : 1. I am the duly chosen, qualified and acting officer of the City for the office shown beneath my signature, and in such capacity I am familiar with the matters contained in this certificate. 2 . The attached and foregoing is a true and correct copy of the Notice of Meeting which was posted by me at 21:50 o ' clock A. .m. on the 11 day of August , 1978 , in a place readily accessible to the general public at all times, to-wit: Bulletin Board , in the City Hall of the City. WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CITY, this 11 day of August , 1978 . '` 1ty Secretary CITY OF PEARL D, TEXAS (SEAL) CERTIFICATE FOR ORDINANCE AUTHORIZING THE ISSUANCE OF $2 , 750 , 000 CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We, the undersigned officers of the CITY OF PEARLAND , TEXAS (the "City") , do hereby certify as follows : 1. That we are the duly chosen, qualified and acting officers of the City for the offices shown below our signatures and that as such we are familiar with the facts herein certified. 2 . That there is attached to and follows this certificate an excerpt of proceedings from the minutes of a meeting of the City Council of the City (the "City Council" ) which is a true , full and complete excerpt of all proceedings from the minutes of the City Council pertaining to the adoption of the ordinance de- scribed therein; and that the persons named in such excerpt as the officers and members of the City Council or as officers of the City are the duly chosen, qualified and acting officers and members as indicated therein. 3 . That a true and complete copy of the ordinance (the "Ordinance" ) , as adopted at the meeting described in such excerpt from the minutes, is attached to and follows such excerpt. 4 . That the Ordinance has been duly and lawfully adopted by the City Council and that the Mayor of the City has approved, and hereby approves , the Ordinance; that the Mayor and the City Secretary of the City have duly signed and attested the Ordinance and each, respectively, hereby declares that the signing of this certificate shall also constitute the signing of the Ordinance for all purposes ; and that the Ordinance, as signed, has been duly recorded in the minutes of the City Council for such meeting . 5. That each of the officers and members of the City Council was duly and sufficiently notified officially and per- sonally, in advance, of the date , hour, place and subject of such meeting of the City Council, and that the Ordinance would be introduced and considered for passage at such meeting, and each of such officers and members consented , in advance, to the holding of such meeting to consider and act upon such subject. 6 . That written notice of the meeting of the City Council described in the excerpt from the minutes was posted in the form and manner required by law; and that such meeting was open to the public as required by law at all times during which the Ordinance and the subject matter thereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Article 6252-17 , Vernon ' s Texas Civil Statutes , as amended. SIGNED AND SEALED the 14th day of August, 197 A�.A THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § The City Council of the City of Pearland, Texas , convened in regular meeting , open to the public , on the 14th day of August, 1978 , at the City Hall, and the roll was called of the duly constituted officers and members of the City Council and the City Secretary of the City, to-wit : Tom Reid Mayor Dennis Frauenberger Councilman Harry Farley Councilman Fran Coppinger Councilman Morris S . Wilson Councilman Carlton McComb Councilman Dorothy L. Cook City Secretary and all of said persons were present, except the following ab- sentees : thus constituting a quorum. Whereupon, among other business , the following was transacted at said meeting : a written ordi- nance entitled: ORDINANCE AUTHORIZING THE ISSUANCE OF $2 , 750 , 000 CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 (the "Ordinance") was duly introduced for the consideration of the City Council and was read and considered by the City Council. It was then duly moved and seconded that the Ordi- nance be passed; and, after due discussion, the motion , carrying with it the passage of the Ordinance , prevailed and carried by the following vote : AYES : All members of the City Council shown present above voted "Aye" . NOES : None . The Mayor thereupon announced that the Ordinance had been duly ORDINANCE AUTHORIZING THE ISSUANCE OF $2 , 750, 000 CITY OF PEARLAND, TEXAS, WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978 THE STATE OF TEXAS § CITY OF PEARLAND § BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PEARLAND: ARTICLE I . STATUTORY AUTHORITY, RECITALS AND FINDINGS Section 1 . 01 - Creation of City. The City of Pearland, Texas, (the "City" ) is duly incorporated as a municipal corporation under the laws of the State of Texas and ope- rates as a home rule city under the laws of the State of Texas relating to municipal corporations , particularly Title 28 , Vernon' s Texas Civil Statutes, as amended. The City has a home-rule charter which was last amended on April 1, 1978 . Section 1 . 02 - Special Findings . It is hereby found, determined and declared that: (a) The bonds herein authorized were approved by a majority vote of qualified voters of the City at an election held in the City on May 13 , 1978 ; and (b) The City Council now deems it to be in the best interest of the City to issue, sell, and deliver such bonds . ARTICLE II . DEFINITIONS AND INTERPRETATIONS Section 2 . 01 - Definitions . Unless otherwise expressly provided, or unless the context otherwise requires, the terms defined in this Section shall have the respective meanings specified for all purposes of this Ordinance except in the form of the bonds and of the interest coupons : Additional Bonds The term "Additional Bonds" shall mean the additional parity revenue bonds that the City expressly reserves the right to issue in Article VIII of this Ordinance, which will be payable from and secured by a lien on and pledge of the Net Revenues of the System on a parity with the lien thereon Bearer The term "bearer" means any person who from time to time shall be the bearer of any of the Bonds . Bond Fund The term "Bond Fund" shall mean the fund created and established in Article VII of this Ordinance. Bond or Bonds The term "Bond" or "Bonds" shall mean any bond or all bonds, as appropriate, of the issue of $2 , 750 , 000 City of Pearland, Texas, Waterworks and Sewer System Revenue Bonds, Series 1978 , authorized and issued pursuant to this Ordi- nance. Fiscal Year The term "Fiscal Year" shall mean the twelve-month fiscal year of the City which is currently the twelve-month period beginning October 1 but which may be changed from time to time. Gross Revenues or Revenues The term "Gross Revenues" or "Revenues" shall mean the gross revenues derived from the ownership and operation of the System. Net Revenues The term "Net Revenues" shall mean the Revenues of the System remaining after payment of all costs and expenses of operating and maintaining the System as provided in this Ordinance. Paying Agent The term "Paying Agent" shall mean the First City National Bank of Houston, Houston, Texas . Reserve Fund The term "Reserve Fund" shall mean the fund created and established in Article VII of this Ordinance . Special Project Bonds The term "Special Project Bonds" shall mean bonds which the City expressly reserves the right to issue in Section 8 . 04 of this Ordinance. System The term "System" shall mean the City' s waterworks and sanitary sewer system and all improvements , enlargements , extensions and additions thereto, except for such waterworks and sanitary sewer facilities that the City may purchase or acquire with the proceeds of the sale of Special Project City The term "City" shall mean the City of Pearland, Texas, and its successors and, where appropriate, the City Council or governing body thereof. Section 2 . 02 - Interpretations . The titles and head- ings of the Articles and Sections of this Ordinance have been inserted for convenience of reference only and are not to be considered a part hereof and shall not in any way modify or restrict any of the terms and provisions hereof. This Ordinance and all the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to sustain the validity of the Bonds herein authorized and the validity of the lien on and pledge of the Net Revenues from which the Bonds are payable. ARTICLE III . AUTHORIZATION, DESCRIPTION, OPTION OF PRIOR REDEMPTION AND EXECUTION OF BONDS Section 3 . 01 - Name, Amount, Purpose and Authorization. The serial, negotiable revenue bonds of the City, to be known and designated as "CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978, " shall be issued in the aggregate principal amount of $2 , 750 , 000 for the purpose of constructing improvements and extensions to the waterworks and sanitary sewer system of the City, under and in strict conformity with the Constitution and laws of the State of Texas , including particularly Articles 1111 to 1118, Vernon' s Texas Civil Statutes , as amended. Section 3 . 02 - Date, Numbers, Denomination and Maturi- ties . The Bonds shall be dated September 1 , 1978 , shall be numbered consecutively from 1 to 550, both inclusive, shall be in the denomination of $5, 000 each, and shall mature serially on September 1 in each of the years , and in the amounts , respectively, as set forth in the following schedule: YEAR AMOUNT YEAR AMOUNT 1979 $ 50, 000 1991 $110, 000 1980 50, 000 1992 120, 000 1981 50, 000 1993 125, 000 1982 60, 000 1994 130 , 000 1983 70, 000 1995 140 , 000 1984 70 , 000 1996 150, 000 1985 75 , 000 1997 160, 000 1986 80, 000 1998 170 , 000 1987 80, 000 1999 180 , 000 1988 90, 000 2000 190, 000 1989 100, 000 2001 200, 000 1990 100, 000 2002 200 , 000 Section 3 . 03 - Option of Prior Redemption. The Bonds may be redeemed prior to their scheduled maturities , at the the maximum permitted by Article 717k-2 , V.T.C. S . , as amended; such interest rates shall be those proposed in the bid for the purchase of the Bonds which results in the lowest net interest cost to the City and such interest shall be evi- denced by interest coupons which shall appertain to the Bonds and which shall be payable on the dates indicated in the FORM OF BOND set forth in this Ordinance. Section 3 . 05 - Payment of Principal of, Interest on, Characteristics and Execution of Bonds . The Bonds and the interest coupons appertaining thereto shall be payable, shall have the characteristics, and shall be signed and executed ( and the Bonds shall be sealed) , all as provided, and in the manner indicated, in Article IV of this Ordinance. Section 3 . 06 - Mutilated, Lost, Destroyed or Wrongfully Taken Bonds . If the bearer of any Bond claims that such Bond has been mutilated, lost, destroyed, or wrongfully taken, the City may, under the applicable provisions of Section 8 .405, Texas Business and Commercial Code, and Article 715a, Vernon' s Texas Civil Statutes, as presently existing or as may hereafter be amended, execute a new bond of like tenor and date in exchange and substitution for the mutilated bond or in lieu of and substitution for the bond so lost, destroyed or wrongfully taken. ARTICLE IV. CHARACTERISTICS AND FORM OF BONDS, INTEREST COUPONS AND ENDORSEMENT FOR REGISTRATION BY COMPTROLLER Section 4. 01 - Form of Bonds . The form of the Bonds, shall be substantially as follows , with such omissions , insertions and variations as may be necessary and desirable and consistent with the terms of this Ordinance : FORM OF BONDS : NO. $5 , 000 UNITED STATES OF AMERICA STATE OF TEXAS CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS SERIES 1978 The CITY OF PEARLAND, TEXAS, for value received, hereby acknowledges itself indebted to and promises to pay to bearer, but solely from the sources hereinbelow described, ON THE FIRST DAY OF SEPTEMBER, the principal sum of interest payable on March 1 , 1979 and on each September 1 and March 1 thereafter while this bond is outstanding. Both principal of and interest on this bond shall be payable in any coin or currency of the United States of America which, on the respective dates of payment of such principal and interest, is legal tender for the payment of debts due the United States of America, without exchange or collection charges, at the First City National Bank of Houston, Houston, Texas, the Paying Agent. Interest hereon shall be paid only upon presentation of the proper interest coupon initially affixed to this bond to the Paying Agent, and the principal hereof shall be paid only upon presentation and surrender of this bond to the Paying Agent. THE DATE OF THIS BOND, in conformity with the ordinance hereinafter mentioned, IS September 1, 1978 . THIS BOND IS ONE OF A SERIES OF BONDS of like tenor and effect, except as to serial number, maturity and option of prior redemption, being numbered consecutively from 1 to 550, both inclusive, in the denomination of $5, 000 each, aggregating $2, 750, 000, issued pursuant to an ordinance law- fully adopted by the City Council of the City of Pearland, Texas, and duly recorded in its official minutes (the "Ordi- nance" ) for the purpose of constructing improvements and extensions to the waterworks and sanitary sewer system of the City, under and in strict conformity with the Consti- tution and laws of the State of Texas, particularly Articles 1111 to 1118, Vernon' s Texas Civil Statutes, as amended, and by authority of an election held within the City on May 13 , 1978 . THIS BOND SHALL NOT BE DEEMED TO CONSTITUTE A DEBT of the City of Pearland, Texas, or a pledge of its faith and credit, but shall be payable, as to principal and interest, solely from the net revenues derived from the operation of the City' s waterworks and sanitary sewer system, as that system is defined in the Ordinance (the "System" ) , after deduction of the reasonable expenses of maintenance and operation of the System. The bearer or owner Aereof shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxation. ON September 1, 1993 , AND ON ANY INTEREST PAYMENT DATE THEREAFTER, the outstanding bonds of this series may be redeemed prior to their scheduled maturities , at the option of the City, in whole, or in part in inverse numerical order, for the principal amount thereof and unpaid accrued interest thereon to the date fixed for any such redemption. If the City elects to redeem all or any part of said bonds on any such redemption date, notice of the exercise of the option to redeem shall be given in writing to the Paying Agent, and said notice shall be published in the English language in the City of New York, New York, or in the City of Austin, Texas, which notice shall be mailed to the Paying Agent and published in said journal or publication at least thirty (30 ) days prior to the date fixed for redemption. When said bonds , in whole or in part, have been called for redemption in the manner prescribed and due provision has been made to pay the principal of the bonds called for redemption and interest thereon to the date fixed for re- — mmm IN ADDITION TO THE RIGHT TO ISSUE BONDS OF INFERIOR LIEN, the City has reserved the right to issue additional bonds which may be secured by a lien on and pledge of the net revenues of the System on a parity with the lien on and pledge of such net revenues that secure payment of this bond. The City has also reserved the right to issue special project bonds , as defined in the Ordinance, which are pay- able solely from and secured by the proceeds of a contract or contracts with persons, corporations, municipal corpora- tions, political subdivisions, or other entities . Reference is made to the Ordinance for a complete description of the right of the City to issue additional bonds and special project bonds . IT IS FURTHER CERTIFIED AND RECITED that all acts, conditions and things required to be done precedent to and in the issuance of this bond and this series of bonds have happened and have been performed in regular and due time, form and manner as required by law; and that provision has been made for the payment of the principal of and interest on this bond and the series of which it is a part by pledg- ing the net revenues specified herein and that the issuance of this series of bonds does not exceed any Constitutional or statutory limitation. IN TESTIMONY WHEREOF, the City Council of the City of Pearland, Texas , has caused the official seal of the City to be duly impressed, or placed in facimile, hereon, and has caused this bond to be signed by the Mayor of said City and countersigned by the City Secretary by their facsimile signatures . xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx Mayor, City of Pearland, Texas COUNTERSIGNED: xxxxxxxxxxxxxxxxxxxxxxxxx City Secretary, City of Pearland, Texas (SEAL) Section 4 . 02 - Form of Interest Coupons . The form of the interest coupons of the Bonds shall be substantially as follows : No . $ FORM OF INTEREST COUPONS : ON ' the CITY OF PEARLAND, TEXAS, PROMISES TO PAY TO BEARER, without exchange or collection charges , at the First City National Bank of Houston, Houston, Texas , the amount shown ismift Am m.. .. m mum.. imim . . . . . .mm coupon appertains, being interest due that date on the bond bearing the number hereinafter designated, of that issue of City of Pearland, Texas, Waterworks and Sewer System Revenue Bonds, Series 1978, dated September 1, 1978 . The bearer hereof shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxa- tion. Bond No. xxxxxxxxxxxxxxxxxx Mayor, City of Pearland, Texas xxxxxxxxxxxx City Secretary, City of Pearland, Texas *(Coupons maturing after September 1, 1993 , shall contain the following additional clause : unless the bond to which this coupon appertains shall have been previously called for redemption and due provision made to redeem same, ) Section 4. 03 - Form of Registration Certificate . The Bonds shall be registered by the Comptroller of Public Accounts of the State of Texas as provided by law, and the resulting registration certificate shall be printed on the back of each of the Bonds in substantially the following form: OFFICE OF THE COMPTROLLER REGISTER NO. THE STATE OF TEXAS I hereby certify that there is on file and of record in my office a certificate of the Attorney General of the State of Texas to the effect that this bond has been examined by him as required by law, that he finds that it has been issued in conformity with the Constitution and laws of the State of Texas, and it is a valid and binding special obli- gation of the City of Pearland, Texas, and said bond has this day been registered by me . WITNESS MY HAND AND SEAL OF OFFICE at Austin, Texas , Comptroller of Public Accounts of the State of Texas Section 4 . 04 - CUSIP Numbers . CUSIP Numbers may be printed on the backs of the Bonds , but errors in or omis- ARTICLE V APPLICATION OF BOND PROCEEDS Section 5 . 01 - Application. Proceeds from the sale of the Bonds shall be applied in the following order: (a) To pay all expenses incident to the issuance of the Bonds ; and (b) To pay for constructing improvements and exten- sions to the waterworks and sanitary sewer system of the City, as authorized by this Ordinance, and any and all reasonable costs and expenses incurred by the City in con- nection therewith. ARTICLE VI SECURITY OF BONDS Section 6 . 01 - Pledge of Net Revenues . All of the Net Revenues derived from the operation of the System, with the exception of those Net Revenues in excess of the amounts required to establish and maintain the funds as hereinafter provided, are hereby pledged to the payment of the principal of and interest on the Bonds and any Additional Bonds . The Net Revenues shall immediately be subject to the lien of this pledge without any physical delivery thereof or further act, and the lien of this pledge shall be valid and binding against all parties of any kind having a claim of any kind in tort, contract or otherwise, against the City irrespec- tive of whether such parties have notice thereof. Section 6 . 02 - Security of Bonds . The Bonds and any Additional Bonds shall be payable solely from and shall be equally ratably secured by a first lien on and pledge of the Net Revenues, and the Bonds and any Additional Bonds, when and if issued, will be in all respects on a parity with and of equal dignity with one another. The bearers or owners of the Bonds shall never have the right to demand payment out of any funds raised or to be raised by taxation. Section 6 . 03 - Maintenance of Income. In order that the Net Revenues of the City will be sufficient to pay the Bonds and the interest thereon, the City shall fix and maintain rates and collect charges for the facilities and services afforded by the System that will provide Revenues sufficient at all times : ( a) to pay all operation and maintenance expenses of the System as provided in Section 7 . 04( a) of this Ordinance; (b ) to establish and maintain the Bond Fund and the Reserve Fund; and (c ) to pay all indebtedness from time to time out- standing against the System other than the Bonds as and when the same becomes due . Section 6 . 04 - Maintenance of Net Revenues . The City 1 .20 times all principal and interest payments during such Fiscal Year on all Bonds and Additional Bonds then out- standing. ARTICLE VII REVENUES AND APPLICATION THEREOF Section 7 . 01 - Creation of Funds . There shall be created the following funds : (a) the System Fund; (b ) the Bond Fund; and (c ) the Reserve Fund. Each fund shall be kept separate and apart from all other funds of the City. The System Fund shall be main- tained at the official depository of the City. The Bond Fund and the Reserve Fund shall constitute trust funds which shall be held in trust by the depository solely for the benefit of the bearers of the Bonds and Additional Bonds . The System Fund shall be used solely as provided in this Ordinance until all Bonds and Additional Bonds have been retired as to principal and interest. Section 7 . 02 - Security of Funds . All bank deposits to the funds and accounts created by this Ordinance, to the extent not insured by the Federal Deposit Insurance Corpora- tion or the Federal Savings and Loan Insurance Corporation, or the successor of either, shall be secured by a valid pledge of securities eligible under the laws of the State of Texas to secure the funds of cities or towns, having an aggregate market value, exclusive of accrued interest, at all times not less than the amount of deposits credited to such funds and accounts, respectively. Section 7 . 04 - Use of Revenues . The City will deposit, as collected, all Revenues derived from the ownership and operation of the System into a special account (herein called the "System Fund" ) , which shall be kept separate and apart from all other funds of the City. The System Fund shall be administered as follows : ( a) Maintenance and Operation: From the moneys in the System Fund, the City shall first pay the expenses of opera- tion and maintenance, including all salaries , labor, materi- als , interest and such repairs and extensions, as in the judgment of the governing body of the City, are necessary to keep the System in operation and render adequate service to the City, its inhabitants and other users of the System, or such as might be necessary to meet some physical accident or condition which would otherwise impair the ability of the System to generate Net Revenues sufficient to pay principal and interest on the Bonds , Additional Bonds and other in- debtedness against the System. (b ) Bond Fund: After the payment of all expenses provided for in the next preceding paragraph, the City shall amount required to meet the payments of principal and inter- est on the Bonds that will be payable on or before the next January 1, together with such other amounts as may be re- quired in any other ordinance authorizing the issuance of Additional Bonds . The amount required to be paid into the Bond Fund each year shall be made in substantially equal monthly payments from moneys in the System Fund, and such monthly payments shall be made on or before the 15th day of each month beginning with the date the Bonds are delivered to the purchasers thereof. If in any month the City shall, for any reason, fail to pay into said Bond Fund the full amounts above stipulated, amounts equivalent to such defi- ciencies shall be set apart and paid into said Bond Fund from the first available and unallocated Net Revenues as of the following month or months and shall be in addition to the amounts hereinafter provided to be otherwise paid into said Bond Fund each month. Not later than ten days prior to each principal and/or interest payment date on the Bonds and any Additional Bonds, the Town Council shall cause to be transferred from the Bond Fund to the Paying Agent an amount sufficient to pay the principal and/or interest to become due and payable thereon at such date. (c) Reserve Fund: There is hereby established the "Reserve Fund. " Beginning with the month immediately following the month in which any of the Bonds are delivered, and after payment of all amounts required by Section 7. 03 (b) , there shall be paid during each month from the System Fund into the Reserve Fund, the sum of $3 , 676, until such time as there is in the Reserve Fund, as a result of such deposits and interest or investment earnings, the sum of $220, 560 . If in any month the City shall, for any reason, fail to pay into the Reserve Fund the full amount herein provided, amounts equivalent to such deficiencies shall be set apart and put into the Reserve Fund from the first available and unallocated Net Revenues of the following month or months after payment of all amounts required by Section 7 . 03 (b) and shall be in addition to the monthly deposits herein required to be otherwise paid into the Reserve Fund. Moneys in the Reserve Fund may be used only to prevent a default in the payment of principal and interest on the Bonds and Addi- tional Bonds in the event there are not otherwise sufficient moneys in the Bond Fund to make such payments . So long as the Reserve Fund contains a balance of not less than $220, 560, no further payments need be made into the Reserve Fund. If the balance in the Reserve Fund exceeds $220, 560 (due to interest on investments or for any other reason) , such excess may be transferred out of the Reserve Fund into the Bond Fund. If, however, any of the moneys in the Re- serve Fund are used to prevent a default in the payment of principal of and interest on the Bonds or Additional Bonds as herein provided, monthly payments into the Reserve Fund shall thereafter be resumed and continued until not less than $220, 560 is again on deposit in the Reserve Fund. Moneys in the Reserve Fund may, at the option of the City, be invested as authorized by Section 7 . 04, and such securi- ties shall be deposited in escrow at the depository bank of the City under an escrow agreement. .. . and the interest or other investment earnings thereon shall belong to the fund or account from which the moneys for such investments were taken, except that at any time that the Reserve Fund has a balance of $220, 560 or more, all interest and other investment earnings on such balance may be trans- ferred to the Bond Fund. In the event any fund does not have sufficient uninvested funds on hand to meet the obli- gations payable out of such fund, the City shall have the right to have sold in the open market a sufficient amount of the investments to meet its obligations. The moneys resulting from such sale or sales shall belong to the fund from which the moneys for such investment were initially taken. The City shall not be responsible for any loss arising out of the sale of any investments . Section 7 . 05 - Surplus Net Revenues . After provision has been made for the reasonable cost of operating and maintaining the System, and after paying all amounts re- quired to be paid into the Bond Fund and Reserve Fund, as above provided in Section 7 .03(b) and (c) , and after paying all other amounts that may be required by any ordinances pertaining to Additional Bonds, any funds remaining in the System Fund may be used by the City for any other purpose permitted by law. ARTICLE VIII ADDITIONAL BONDS, REFUNDING BONDS AND DISCHARGE BY DEPOSIT Section 8 . 01 - Additional Bonds . The City reserves the right to issue, from time to time, additional parity bonds in one or more installments, for completion, repair, improve- ment, extension, enlargement, replacement, acquisitions, construction or repair of the City' s waterworks system, sanitary sewer system, or both, or for any other lawful purpose (the "Additional Bonds" ) , and such Additional Bonds, when issued, may be secured by and payable from a first lien on and pledge of the Net Revenues of the System in the same manner and to the same extent as are the Bonds, and such Additional Bonds may be, in all respects, of equal dignity with the Bonds; provided, however, that no Additional Bonds shall be issued unless each of the following conditions is met, except in the case of Additional Bonds described in Sections 8 . 02, 8 . 05 and 8 . 06, which may be issued as pro- vided therein: (a) The Additional Bonds are made payable on Sep- tember 1 of each year; (b) Provisions is made in the ordinance or ordinances authorizing said Additional Bonds for monthly payments or deposits into the Reserve Fund until a balance is reached (in addition to deposits into the Reserve Account required by other ordinances or proceedings relating thereto and in addition to any balance or balances required by said other ordinances or proceedings ) of not less than the maximum annual principal and interest requirements on the Bonds, Additional Bonds, if any, and such Additional Bonds then proposed to be issued, and such balance is to be reached within approximately five (5 ) years from the date of such or by any ordinance authorizing any previously issued Addi- tional Bonds contains the amount of moneys then required to be on deposit therein; (d) A certificate is executed by the Mayor and City Secretary to the effect that the City is not in default as to any covenant, condition or obligation prescribed by any ordinance authorizing the Bonds or any Additional Bonds; and (e) A certificate is executed by a certified public accountant to the effect that Net Revenues for the last completed Fiscal Year or for any consecutive twelve (12 ) month period within the last consecutive fifteen (15 ) month period next preceding the adoption of the ordinance autho- rizing the Additional Bonds were not less than 1 . 50 times the average annual principal and interest requirements on the Bonds, any Additional Bonds then outstanding, and the Additional Bonds then proposed to be issued. Section 8 . 02 - Inferior Lien Bonds . The City also reserves the right to issue inferior lien bonds and pledge the Net Revenues of the System to the payment thereof, such pledge to be junior and subordinate in all respects to the lien of the Bonds and any Additional Bonds . Section 8 . 03 - Special Project Bonds . The City further reserves the right to issue bonds in one or more install- ments for the purchase, construction, improvement, exten- sion, replacement, enlargement or repair of water, sewer and/or drainage facilities necessary under a contract or contracts with persons, corporations , municipal corpora- tions , political subdivisions, or other entities, such bonds to be payable from and secured solely by the proceeds of such contract or contracts . The City further reserves the right to refund such bonds . Section 8 . 04 - Refunding Bonds . The City further reserves the right to issue refunding bonds, either as Additional Bonds or junior lien bonds , or to refund any of the Bonds or Additional Bonds in any manner authorized by law. Any refunding bonds so issued may enjoy complete equality of lien with the portion of the Bonds or Additional Bonds which are not refunded. Before issuing any refunding bonds as Additional Bonds , the City must satisfy the re- quirements of Sections 8 . 01(a) and (b) . Section 8 . 05 - Discharge By Deposit. The City may discharge its remaining obligations to the bearers of the Bonds by depositing with the Paying Agent, money which (together with interest earned on or profits to be realized from investments in Governmental Obligations as described below) will be sufficient to pay principal and interest to maturity or to the date fixed for redemption of the Bonds . Upon such deposit, the Bonds shall no longer be regarded as outstanding and unpaid; provided, however, that provision shall have been made by the City for the publication at least one ( 1 ) time in a financial journal or publication published in the City of New York, New York, or in the City of Austin, Texas, of a notice to the bearers of the Bonds that such money is so available for such payment. Money held for payment in accordance with the provisions of this for the money proposed be invested therein: direct general obligations of the United States of America, or any obliga- tions the payment of the principal of and interest on which are unconditionally guaranteed by the full faith and credit of the United States of America. Such investments shall mature in sufficient time, in the judgment of the City, to make available money needed for the purposes intended. Net interest earned on such investments , or portions thereof, may be paid to the City if sufficient funds will otherwise be held by the Paying Agent to pay principal and interest on the Bonds; otherwise, such interest or any part thereof shall be used for payment of principal and interest on the Bonds . ARTICLE IX. Special Covenants of the City Section 9 . 01 - Covenants . The City, by and through this Ordinance, expressly covenants as hereinafter provided in this Article. Section 9 . 02 - Punctual Payment of the Bonds . The City will punctually pay or cause to be paid the interest on and principal of the Bonds according to the terms thereof and will faithfully do and perform, and at all times fully observe, any and all covenants , undertakings , stipulations and provisions contained herein or in any Bond executed and delivered hereunder. Section 9 . 03 - Maintenance of System. So long as any of the Bonds remain outstanding, the City covenants that it will at all times maintain the System, or cause the same to be maintained, in good condition and working order and will operate the same, or cause the same to be operated, in an efficient and economical manner, at a reasonable cost and in accordance with sound business principles . In operating and maintaining the System, the City will comply with all con- tractual provisions and agreements entered into by it and with all valid rules, regulations , directions or orders of any governmental, administrative or judicial body promulgat- ing the same . Section 9 . 04 - Power to Pledge Revenues . The City has the power to pledge the Net Revenues to the payment of the Bonds and has lawfully exercised such power under the Con- stitution and laws of the State of Texas and the Constitu- tion of the United States of America. Section 9 . 05 - System and Revenues not Encumbered. Neither the System nor the Revenues thereof will be in any way encumbered except as provided in this Ordinance . Section 9 . 06 - Sale or Encumbrance of System. So long as any of the Bonds remain outstanding, either as to prin- cipal or interest, the City will not sell, dispose of or encumber any of the improvements , facilities or properties constituting the System; provided, however, that this pro- vision shall not prevent the City from disposing of any portion of the System which has been declared surplus or is corporation, municipal corporation or political subdivision to operate the System or to lease and operate all or part of the System shall not be considered as an encumbrance of the System. Section 9 . 07 - Insurance. So long as any of the Bonds remain outstanding, the City covenants that it will at all times keep insured such parts of the System as are usually insured by municipal corporations operating like properties in similar locations under the same circumstances with a responsible insurance company or companies against risks , accidents or casualties against which and to the extent insurance is usually carried by such municipal corporations; provided, however, that at any time while any contractor engaged in construction work shall be fully responsible therefor, the City shall not be required to carry such insurance. All such policies shall be made available for inspection by the bearers of the Bonds or their representa- tives at all reasonable times . Section 9 . 08 - Insurance Proceeds . In the event of any loss or damage, the City covenants that it will reconstruct or repair the destroyed or damaged portion of the System and will apply the proceeds of the insurance policies covering such loss or damage solely for that purpose. The City covenants that it will begin such work or reconstruction or repair promptly after such loss or damage shall occur and will continue and properly complete the same as expeditious- ly as possible and will pay, or cause to be paid, all costs and expenses in connection therewith out of the insurance proceeds so that the same shall be completed and the proper- ty be free and clear of all mechanic ' s and other liens or claims . Section 9 . 09 - Excess Insurance Proceeds . Any insur- ance proceeds remaining after the completion of and payment for any such reconstruction or repairs shall be deposited to the credit of the Bond Fund. Section 9 . 10 - No Free Services . No free service or services of the System shall be allowed, and should the City or any of its agencies or instrumentalities make use of the services and facilities of the System, payment of a reason- able value thereof shall be made by the City out of funds derived from sources other than the revenues and income of the System. Section 9 . 11 - No Competing System. To the extent that the City legally may do so, the City further covenants that so long as any of the Bonds or interest thereon are outstanding, no franchise shall be granted for the construc- tion and operation of any competing system, and the City will prohibit the construction and operation of any system other than the System owned by the City. ARTICLE X. Default Provision Section 10 . 01 - Remedies in Event of Default. In event it fails to make payments required to be made into the Bond Fund or defaults in the observance or performance of any other of the covenants, conditions or obligations set forth in this Ordinance, the following remedies shall be available: (a) The bearers of any of the Bonds shall be entitled to a writ of mandamus issued by a court of competent juris- diction compelling and requiring the City and the officials thereof to observe and perform any covenant, obligation or condition prescribed in this Ordinance; and (b) No delay or omission to exercise any right or power accruing upon any delay shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. Section 10 . 02 - Ordinance is Contract. In considera- tion of the purchase and acceptance of the Bonds authorized to be issued hereunder by those who shall hold the same from time to time, the provisions of the Ordinance shall be deemed to be and shall constitute contracts between the City and the bearers from time to time of the Bonds ; and the covenants and agreements herein set forth to be performed on behalf of the City shall be for the equal benefit, protec- tion and security of the bearers of any and all of the Bonds, all of which, regardless of the time or times of their issue or maturity, shall be of equal rank without preference, priority or distinction of any of the Bonds over any other thereof, except as expressly provided herein. ARTICLE XI . Accounting and Audits Section 11 . 01 - Accounts , Records and Accounting Reports . The City covenants and agrees that it will maintain in conformity with generally accepted accounting principals for municipalities books of records and accounts showing as a separate system the accounts of the System, in which full , true and proper entries will be made of all dealings , trans- actions , business and matters which in any way affect or pertain to the operation of the System and the allocation and application of the revenues thereof, and that such books of the System will be available for inspection by the bearers of any of the Bonds at reasonable hours and under reasonable circumstances . The City will operate the System on the basis of a Fiscal Year which currently begins October 1 and which may be amended from time to time by the City. Section 11 . 02 - Audit. After the end of each Fiscal Year, the City will have an audit of the System by a certi- fied public accountant for the last Fiscal Year, which shall be submitted to the City within one hundred and twenty (120 ) days after the end of the Fiscal Year. Section 11 . 03 - Copies of Audit and Cost. The City shall furnish copies of such audit (without cost) to the ARTICLE XII . Sale, Approval, Registration and Delivery of Bonds Section 12 . 01 - Sale of Bonds . The Bonds are hereby sold and shall be delivered to that bidder, or bidders, submitting the bid which results in the lowest net interest cost to the City subject to a resolution hereafter to be adopted by the City Council, for the par value thereof and accrued interest thereon to date of delivery, plus a premium of $ , subject to the unqualified approving opinions, as to the legality of the Bonds , of the Attorney General of the State of Texas and of Vinson & Elkins, Houston, Texas, market attorneys . Section 12 . 02 - Approval, Registration and Delivery of Bonds . The Mayor and City Secretary are hereby authorized and directed to take and have charge of the records and proceedings of the Bonds , and the Bonds, pending their approval by the Attorney General of the State of Texas, and their registration by the Comptroller of Public Accounts of the State of Texas . Upon registration of said Bonds , the Comptroller of Public Accounts (or a deputy designated in writing to act for the Comptroller) shall manually sign the Comptroller' s certificate of registration described herein to be printed on the back of each Bond, and the seal of the Comptroller shall be impressed, or placed in facsimile, on each of the Bonds . ARTICLE XIII . Arbitrage The City Council certifies that based upon all facts, estimates and circumstances now known or reasonably expected to be in existence on the date the Bonds are delivered and paid for, the City Council reasonably expects that the proceeds of the Bonds will not be used in a manner that would cause the Bonds or any portion of the Bonds to be an "arbitrage bond" under Section 103 (c) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed thereunder. Furthermore, all officers, employees and agents of the City are authorized and directed to provide certifi- cations of facts, estimates and circumstances which are material to the reasonable expectations of the City Council as of the date the Bonds are delivered and paid for, and any such certifications may be relied upon by counsel, by the bearers of the Bonds , or by any person interested in the exemption of interest on the Bonds from federal income taxation. Moreover, the City Council covenants that it shall make such use of the proceeds of the Bonds, regulate investments of proceeds of the Bonds , and take such other and further action as may be required so that the Bonds shall not be "arbitrage bonds" under Section 103 (c) of the Internal Revenue Code of 1954, as amended, and regulations ARTICLE XIV. Miscellaneous Provisions Section 14 . 01 - City' s Successors and Assigns . When- ever in this Ordinance the City is named and referred to, it shall be deemed to include its successors and assigns, and all covenants and agreements in the ordinance contained by and on behalf of the City shall bind and inure to the bene- fit of its successors and assigns whether or not so expressed. Section 14. 02 - No Recourse Against City Officers . No recourse shall be had for the payment of the principal or the interest on the Bonds or for any claim based thereon or in the ordinance against any officer of the City or any person executing the Bonds . Section 14 . 03 - Paying Agent May Own Bonds . The Paying Agent, in its individual or any other capacity, may become the owner or pledgee of the Bonds with the same rights it would have if it were not the Paying Agent. Section 14 . 04 - Legal Holidays . In any case where the date of maturity of interest and principal of the Bonds or the date fixed for redemption of any Bonds shall be in the State of Texas a legal holiday or a day on which banking institutions are authorized by law to close, then payment of interest or principal need not be made on such date but may be made on the next succeeding day not a legal holiday or a day on which banking institutions are authorized by law to close in the State of Texas with the same force and effect as if made on the date of maturity or the date fixed for redemption and no interest shall accrue for the period from and after such date. Section 14. 05 - Benefits of Ordinance Provision. Nothing in this Ordinance or in the Bonds, expressed or implied, shall give or be construed to give any person, firm or corporation, other than the City, the Paying Agent, and the bearers of the Bonds, any legal or equitable right, remedy or claim under or in respect of this Ordinance, or under any covenant, condition or provision herein contained, all the covenants, conditions and provisions contained in this Ordinance or in the Bonds being for the sole benefit of the City, the Paying Agent and the bearers of the Bonds . Section 14 . 06 - Unavailability of Authorized Publica- tion. If, because of the temporary or permanent suspension of any newspaper, journal or other publication, or for any reason, publication of notice cannot be made meeting any requirements herein established, any notice required to be published by the provisions of this Ordinance shall be given in such other manner and at such time or times as in the judgment of the City shall most effectively approximate such required publication and the giving of such notice in such manner shall for all purposes of this Ordinance be deemed to be in compliance with the requirements for publication thereof. Section 14 . 07 - Severability Clause. If any word, phrase, clause, sentence, paragraph, section, or other part mmm word, phrase, clause, sentence, paragraph, section or other part of this Ordinance to any other persons or circumstances shall not be affected thereby. Section 14. 08 - Further Procedures . The Mayor and City Secretary of the City and other appropriate officials of the City are hereby authorized and directed to do any and all things necessary and/or convenient to carry out the terms of this Ordinance. Section 14 .09 - Repeal of Resolutions and Ordinances . All resolutions or ordinances heretofore adopted by the City Council in conflict with the provisions of this Ordinance are hereby in all things repealed and shall be of no further force or effect. Section 14. 10 - Effective Date of Ordinance . This Ordinance shall take effect and be in full force upon and after its having been read, considered and adopted by the City Council at two regular sessions of the City Council . Section 14 . 11 - Emergency Meeting. It is hereby offi- cially found and determined that an emergency or urgent public necessity exists which requires the holding of the meeting at which this Ordinance is passed, such emergency or urgent public necessity being that the proceeds from the sale of the Bonds are required as soon as possible for necessary and urgently needed public improvements ; and that said meeting was open to the public, and public notice of the time, place, and purpose of said meeting was given, all as required by Article 6252-17 , Vernon' s Texas Civil Statutes , as amended. PASSED AND APPROVED this 14th day of August, 1978 . /s/ Tom Reid Mayor, City of Pearland, Texas ATTEST: /s/ Dorothy L. Cook City Secretary, City of Pearland, Texas (SEAL) • . • NOTICE OF MEETING THE STATE OF TEXAS § • COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § NOTICE is hereby given of a meeting of the City Council of the CITY OF PEARLAND , Brazoria and Harris Counties , Texas (the "City" ) , to be held on the 28th day of August, 1978 , at 7 : 30 p.m. in the : City Hall Pearland, Texas for the purpose of adopting ordinances authorizing the issuance of $1 , 860 , 000 Permanent Improvement Bonds , Series 1978 , and $2 , 750 , 000 Waterworks and Sewer System Revenue Bonds , Series 1978 , and resolutions fixing coupon interest rates and naming the purchaser, or purchasers , thereof for $1 , 860 , 000 Permanent Improvement Bonds , Series 1978 , and $2 , 750 , 000 Waterworks and Sewer System Revenue Bonds , Series 1978 , and for the purpose of conducting , considering and acting upon such other business as shall come before the meeting . The need of the City for such financing creates an emer- gency and an urgent public necessity for the holding of the meeting and for the adoption of such ordinances and resolutions at the meeting . WITNESS MY HAND AND OFFICIAL SEAL OF THE CITY , this 24th day of August, 1978 . /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND , TEXAS (SEAL) r- :r. /�"' r. r". r.. pm' so m ..., "'1 """"1 • • CERTIFICATE OF POSTING OF NOTICE OF MEETING THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § I , the undersigned officer of the CITY OF PEARLAND , Brazoria and Harris Counties, Texas (the "City") , do hereby execute this certificate for the benefit of all persons in- terested in the posting of notice of a meeting of the City Council of the City as required by the Open Meetings Act (Article 6252-17 , Vernon' s Texas Civil Statutes, as amended) and the validity of all actions and proceedings taken at such meeting and I do hereby certify as follows : 1. I am the duly chosen, qualified and acting officer of the City for the office shown beneath my signature, and in such capacity I am familiar with the matters contained in this certificate. 2 . The attached and foregoing is a true and correct copy of the Notice of Meeting which was posted by me at 1:30 o ' clock P .m. on the 24th day of August , 1978 , in a place readily accessible to the general public at all times, to-wit: Bulletin Board , in the City Hall of the City. WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CITY, this 24th day of August , 1978 . ity Secretar CITY OF PEAR D, TEXAS • • t . CERTIFICATE FOR ORDINANCE AUTHORIZING THE ISSUANCE OF $2, 750 , 000 CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We, the undersigned officers of the CITY OF PEARLAND, TEXAS (the "City") , do hereby certify as follows : 1 . That we are the duly chosen, qualified and acting officers of the City for the offices shown below our signatures and that as such we are familiar with the facts herein certified. 2 . That there is attached to and follows this certificate an excerpt of proceedings from the minutes of a meeting of the City Council of the City (the "City Council") which is a true , full and complete excerpt of all proceedings from the minutes of the City Council pertaining to the adoption of the ordinance de- scribed therein; and that the persons named in such excerpt as the officers and members of the City Council or as officers of the City are the duly chosen, qualified and acting officers and members as indicated therein. 3 . That a true and complete copy of the ordinance (the "Ordinance") , as adopted at the meeting described in such excerpt from the minutes , is attached to and follows such excerpt. 4 . That the Ordinance has been duly and lawfully adopted by the City Council and that the Mayor of the City has approved, and hereby approves , the Ordinance; that the Mayor and the City Secretary of the City have duly signed and attested the Ordinance and each, respectively, hereby declares that the signing of this certificate shall also constitute the signing of the Ordinance for all purposes; and that the Ordinance, as signed, has been duly recorded in the minutes of the City Council for such meeting. 5 . That each of the officers and members of the City Council was duly and sufficiently notified officially and per- sonally, in advance, of the date, hour, place and subject of such meeting of the City Council, and that the Ordinance would be introduced and considered for passage at such meeting , and each of such officers and members consented, in advance, to the holding of such meeting to consider and act upon such subject. 6 . That written notice of the meeting of the City Council described in the excerpt from the minutes was posted in the form and manner required by law; and that such meeting was open to the public as required by law at all times during which the Ordinance and the subject matter thereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Article 6252-17 , Vernon' s Texas Civil Statutes , as amended. SIGNED AND SEALED the 28th day of August, 1978 . THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § The City Council of the City of Pearland, Texas , convened in regular meeting, open to the public, on the 28th day of August, 1978, at the City Hall, and the roll was called of the duly constituted officers and members of the City Council and the City Secretary of the City, to-wit: Tom Reid Mayor Dennis Frauenberger Councilman Harry Farley Councilman Fran Coppinger Councilman Morris S . Wilson Councilman Carlton McComb Councilman Dorothy L. Cook City Secretary and all of said persons were present, except the following ab- sentees : NONE- thus constituting a quorum. Whereupon, among other business , the following was transacted at said meeting : a written ordi- nance entitled: ORDINANCE AUTHORIZING THE ISSUANCE OF $2 ,750 , 000 CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978 (the "Ordinance") was duly introduced for the consideration of the City Council and was read and considered by the City Council, the Ordinance being the same ordinance which was heretofore read, considered and adopted by the City Council at its regular meeting on August 14 , 1978 . It was then duly moved and seconded that the Ordinance be passed; and, after due discussion, the motion, carrying with it the passage of the Ordinance, prevailed and carried by the following vote : AYES : All members of the City Council shown present above voted "Aye" . NOES : None. The Mayor thereupon announced that the Ordinance ,had, been duly ORDINANCE AUTHORIZING THE ISSUANCE OF $2 , 750, 000 CITY OF PEARLAND, TEXAS, WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978 THE STATE OF TEXAS § CITY OF PEARLAND § BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PEARLAND: ARTICLE I . STATUTORY AUTHORITY, RECITALS AND FINDINGS Section 1 . 01 - Creation of City. The City of Pearland, Texas, (the "City" ) is duly incorporated as a municipal corporation under the laws of the State of Texas and ope- rates as a home rule city under the laws of the State of Texas relating to municipal corporations, particularly Title 28 , Vernon' s Texas Civil Statutes, as amended. The City has a home-rule charter which was last amended on April 1, 1978 . Section 1 . 02 - Special Findings . It is hereby found, determined and declared that: (a) The bonds herein authorized were approved by a majority vote of qualified voters of the City at an election held in the City on May 13 , 1978 ; and (b) The City Council now deems it to be in the best interest of the City to issue, sell, and deliver such bonds . ARTICLE II . DEFINITIONS AND INTERPRETATIONS Section 2 . 01 - Definitions . Unless otherwise expressly provided, or unless the context otherwise requires, the terms defined in this Section shall have the respective meanings specified for all purposes of this Ordinance except in the form of the bonds and of the interest coupons : Additional Bonds The term "Additional Bonds" shall mean the additional parity revenue bonds that the City expressly reserves the right to issue in Article VIII of this Ordinance, which will be payable from and secured by a lien on and pledge of the Net Revenues of the System on a parity with the lien thereon Bearer The term "bearer" means any person who from time to time shall be the bearer of any of the Bonds . Bond Fund The term "Bond Fund" shall mean the fund created and established in Article VII of this Ordinance. Bond or Bonds The term "Bond" or "Bonds" shall mean any bond or all bonds, as appropriate, of the issue of $2 , 750, 000 City of Pearland, Texas, Waterworks and Sewer System Revenue Bonds, Series 1978 , authorized and issued pursuant to this Ordi- nance. Fiscal Year The term "Fiscal Year" shall mean the twelve-month fiscal year of the City which is currently the twelve-month period beginning October 1 but which may be changed from time to time . Gross Revenues or Revenues The term "Gross Revenues" or "Revenues" shall mean the gross revenues derived from the ownership and operation of the System. Net Revenues The term "Net Revenues" shall mean the Revenues of the System remaining after payment of all costs and expenses of operating and maintaining the System as provided in this Ordinance. Paying Agent The term "Paying Agent" shall mean the First City National Bank of Houston, Houston, Texas . Reserve Fund The term "Reserve Fund" shall mean the fund created and established in Article VII of this Ordinance . Special Project Bonds The term "Special Project Bonds" shall mean bonds which the City expressly reserves the right to issue in Section 8 . 04 of this Ordinance. System The term "System" shall mean the City' s waterworks and sanitary sewer system and all improvements , enlargements, extensions and additions thereto, except for such waterworks and sanitary sewer facilities that the City may purchase or acquire with the proceeds of the sale of Special Project City The term "City" shall mean the City of Pearland, Texas, and its successors and, where appropriate, the City Council or governing body thereof. Section 2 . 02 - Interpretations . The titles and head- ings of the Articles and Sections of this Ordinance have been inserted for convenience of reference only and are not to be considered a part hereof and shall not in any way modify or restrict any of the terms and provisions hereof. This Ordinance and all the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to sustain the validity of the Bonds herein authorized and the validity of the lien on and pledge of the Net Revenues from which the Bonds are payable. ARTICLE III . AUTHORIZATION, DESCRIPTION, OPTION OF PRIOR REDEMPTION AND EXECUTION OF BONDS Section 3 . 01 - Name, Amount, Purpose and Authorization. The serial, negotiable revenue bonds of the City, to be known and designated as "CITY OF PEARLAND, TEXAS, WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978 , " shall be issued in the aggregate principal amount of $2 , 750, 000 for the purpose of constructing improvements and extensions to the waterworks and sanitary sewer system of the City, under and in strict conformity with the Constitution and laws of the State of Texas , including particularly Articles 1111 to 1118 , Vernon' s Texas Civil Statutes, as amended. Section 3 . 02 - Date, Numbers , Denomination and Maturi- ties . The Bonds shall be dated September 1, 1978, shall be numbered consecutively from 1 to 550, both inclusive, shall be in the denomination of $5, 000 each, and shall mature serially on September 1 in each of the years, and in the amounts , respectively, as set forth in the following schedule: YEAR AMOUNT YEAR AMOUNT 1979 $ 50, 000 1991 $110, 000 1980 50, 000 1992 120, 000 1981 50 , 000 1993 125, 000 1982 60, 000 1994 130, 000 1983 70, 000 1995 140 , 000 1984 70 , 000 1996 150, 000 1985 75, 000 1997 160, 000 1986 80, 000 1998 170 , 000 1987 80, 000 1999 180 , 000 1988 90 , 000 2000 190 , 000 1989 100, 000 2001 200, 000 1990 100, 000 2002 200 , 000 Section 3 . 03 - Option of Prior Redemption. The Bonds may be redeemed prior to their scheduled maturities, at the the maximum permitted by Article 717k-2 , V.T.C. S . , as amended; such interest rates shall be those proposed in the bid for the purchase of the Bonds which results in the lowest net interest cost to the City and such interest shall be evi- denced by interest coupons which shall appertain to the Bonds and which shall be payable on the dates indicated in the FORM OF BOND set forth in this Ordinance . Section 3 . 05 - Payment of Principal of, Interest on, Characteristics and Execution of Bonds . The Bonds and the interest coupons appertaining thereto shall be payable, shall have the characteristics, and shall be signed and executed (and the Bonds shall be sealed) , all as provided, and in the manner indicated, in Article IV of this Ordinance. Section 3 . 06 - Mutilated, Lost, Destroyed or Wrongfully Taken Bonds . If the bearer of any Bond claims that such Bond has been mutilated, lost, destroyed, or wrongfully taken, the City may, under the applicable provisions of Section 8 .405, Texas Business and Commercial Code, and Article 715a, Vernon' s Texas Civil Statutes , as presently existing or as may hereafter be amended, execute a new bond of like tenor and date in exchange and substitution for the mutilated bond or in lieu of and substitution for the bond so lost, destroyed or wrongfully taken. ARTICLE IV. CHARACTERISTICS AND FORM OF BONDS , INTEREST COUPONS AND ENDORSEMENT FOR REGISTRATION BY COMPTROLLER Section 4. 01 - Form of Bonds . The form of the Bonds , shall be substantially as follows, with such omissions , insertions and variations as may be necessary and desirable and consistent with the terms of this Ordinance : FORM OF BONDS : NO. $5, 000 UNITED STATES OF AMERICA STATE OF TEXAS CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS SERIES 1978 The CITY OF PEARLAND, TEXAS, for value received, hereby acknowledges itself indebted to and promises to pay to bearer, but solely from the sources hereinbelow described, ON THE FIRST DAY OF SEPTEMBER, the principal sum of interest payable on March 1, 1979 and on each September 1 and March 1 thereafter while this bond is outstanding. Both principal of and interest on this bond shall be payable in any coin or currency of the United States of America which, on the respective dates of payment of such principal and interest, is legal tender for the payment of debts due the United States of America, without exchange or collection charges, at the First City National Bank of Houston, Houston, Texas, the Paying Agent. Interest hereon shall be paid only upon presentation of the proper interest coupon initially affixed to this bond to the Paying Agent, and the principal hereof shall be paid only upon presentation and surrender of this bond to the Paying Agent. THE DATE OF THIS BOND, in conformity with the ordinance hereinafter mentioned, IS September 1 , 1978 . THIS BOND IS ONE OF A SERIES OF BONDS of like tenor and effect, except as to serial number, maturity and option of prior redemption, being numbered consecutively from 1 to 550, both inclusive, in the denomination of $5, 000 each, aggregating $2 , 750, 000, issued pursuant to an ordinance law- fully adopted by the City Council of the City of Pearland, Texas, and duly recorded in its official minutes (the "Ordi- nance" ) for the purpose of constructing improvements and extensions to the waterworks and sanitary sewer system of the City, under and in strict conformity with the Consti- tution and laws of the State of Texas, particularly Articles 1111 to 1118, Vernon' s Texas Civil Statutes , as amended, and by authority of an election held within the City on May 13 , 1978 . THIS BOND SHALL NOT BE DEEMED TO CONSTITUTE A DEBT of the City of Pearland, Texas, or a pledge of its faith and credit, but shall be payable, as to principal and interest, solely from the net revenues derived from the operation of the City' s waterworks and sanitary sewer system, as that system is defined in the Ordinance (the "System" ) , after deduction of the reasonable expenses of maintenance and operation of the System. The bearer or owner Y4ereof shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxation. ON September 1, 1993 , AND ON ANY INTEREST PAYMENT DATE THEREAFTER, the outstanding bonds of this series may be redeemed prior to their scheduled maturities , at the option of the City, in whole, or in part in inverse numerical order, for the principal amount thereof and unpaid accrued interest thereon to the date fixed for any such redemption. If the City elects to redeem all or any part of said bonds on any such redemption date, notice of the exercise of the option to redeem shall be given in writing to the Paying Agent, and said notice shall be published in the English language in the City of New York, New York, or in the City of Austin, Texas, which notice shall be mailed to the Paying Agent and published in said journal or publication at least thirty (30 ) days prior to the date fixed for redemption. When said bonds , in whole or in part, have been called for redemption in the manner prescribed and due provision has been made to pay the principal of the bonds called for redemption and interest thereon to the date fixed for , re- IN ADDITION TO THE RIGHT TO ISSUE BONDS OF INFERIOR LIEN, the City has reserved the right to issue additional bonds which may be secured by a lien on and pledge of the net revenues of the System on a parity with the lien on and pledge of such net revenues that secure payment of this bond. The City has also reserved the right to issue special project bonds, as defined in the Ordinance, which are pay- able solely from and secured by the proceeds of a contract or contracts with persons, corporations , municipal corpora- tions , political subdivisions, or other entities . Reference is made to the Ordinance for a complete description of the right of the City to issue additional bonds and special project bonds . IT IS FURTHER CERTIFIED AND RECITED that all acts, conditions and things required to be done precedent to and in the issuance of this bond and this series of bonds have happened and have been performed in regular and due time, form and manner as required by law; and that provision has been made for the payment of the principal of and interest on this bond and the series of which it is a part by pledg- ing the net revenues specified herein and that the issuance of this series of bonds does not exceed any Constitutional or statutory limitation. IN TESTIMONY WHEREOF, the City Council of the City of Pearland, Texas, has caused the official seal of the City to be duly impressed, or placed in facimile, hereon, and has caused this bond to be signed by the Mayor of said City and countersigned by the City Secretary by their facsimile signatures . xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx Mayor, City of Pearland, Texas COUNTERSIGNED: xxxxxxxxxxxxxxxxxxxxxxxxx City Secretary, City of Pearland, Texas (SEAL) Section 4. 02 - Form of Interest Coupons . The form of the interest coupons of the Bonds shall be substantially as follows : No . $ FORM OF INTEREST COUPONS : ON , * the CITY OF PEARLAND, TEXAS, PROMISES TO PAY TO BEARER, without exchange or collection charges , at the First City National Bank of Houston, Houston, Texas , the amount shown coupon appertains, being interest due that date on the bond bearing the number hereinafter designated, of that issue of City of Pearland, Texas, Waterworks and Sewer System Revenue Bonds, Series 1978 , dated September 1, 1978 . The bearer hereof shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxa- tion. Bond No. xxxxxxxxxxxxxxxxxx Mayor, City of Pearland, Texas xxxxxxxxxxxx City Secretary, City of Pearland, Texas *(Coupons maturing after September 1, 1993 , shall contain the following additional clause: unless the bond to which this coupon appertains shall have been previously called for redemption and due provision made to redeem same, ) Section 4 . 03 - Form of Registration Certificate . The Bonds shall be registered by the Comptroller of Public Accounts of the State of Texas as provided by law, and the resulting registration certificate shall be printed on the back of each of the Bonds in substantially the following form: OFFICE OF THE COMPTROLLER REGISTER NO. THE STATE OF TEXAS I hereby certify that there is on file and of record in my office a certificate of the Attorney General of the State of Texas to the effect that this bond has been examined by him as required by law, that he finds that it has been issued in conformity with the Constitution and laws of the State of Texas, and it is a valid and binding special obli- gation of the City of Pearland, Texas, and said bond has this day been registered by me . WITNESS MY HAND AND SEAL OF OFFICE at Austin, Texas , Comptroller of Public Accounts of the State of Texas Section 4 . 04 - CUSIP Numbers . CUSIP Numbers may be printed on the backs of the Bonds, but errors in or omis- ARTICLE V APPLICATION OF BOND PROCEEDS Section 5 . 01 - Application. Proceeds from the sale of the Bonds shall be applied in the following order: ( a) To pay all expenses incident to the issuance of the Bonds; and (b) To pay for constructing improvements and exten- sions to the waterworks and sanitary sewer system of the City, as authorized by this Ordinance, and any and all reasonable costs and expenses incurred by the City in con- nection therewith. ARTICLE VI SECURITY OF BONDS Section 6 . 01 - Pledge of Net Revenues . All of the Net Revenues derived from the operation of the System, with the exception of those Net Revenues in excess of the amounts required to establish and maintain the funds as hereinafter provided, are hereby pledged to the payment of the principal of and interest on the Bonds and any Additional Bonds . The Net Revenues shall immediately be subject to the lien of this pledge without any physical delivery thereof or further act, and the lien of this pledge shall be valid and binding against all parties of any kind having a claim of any kind in tort, contract or otherwise, against the City irrespec- tive of whether such parties have notice thereof. Section 6 . 02 - Security of Bonds . The Bonds and any Additional Bonds shall be payable solely from and shall be equally ratably secured by a first lien on and pledge of the Net Revenues, and the Bonds and any Additional Bonds , when and if issued, will be in all respects on a parity with and of equal dignity with one another. The bearers or owners of the Bonds shall never have the right to demand payment out of any funds raised or to be raised by taxation. Section 6 . 03 - Maintenance of Income . In order that the Net Revenues of the City will be sufficient to pay the Bonds and the interest thereon, the City shall fix and maintain rates and collect charges for the facilities and services afforded by the System that will provide Revenues sufficient at all times : (a) to pay all operation and maintenance expenses of the System as provided in Section 7 . 04( a) of this Ordinance; (b) to establish and maintain the Bond Fund and the Reserve Fund; and (c) to pay all indebtedness from time to time out- standing against the System other than the Bonds as and when the same becomes due . Section 6 . 04 - Maintenance of Net Revenues . The City 1 .20 times all principal and interest payments during such Fiscal Year on all Bonds and Additional Bonds then out- standing. ARTICLE VII REVENUES AND APPLICATION THEREOF Section 7 . 01 - Creation of Funds . There shall be created the following funds : (a) the System Fund; (b) the Bond Fund; and (c ) the Reserve Fund. Each fund shall be kept separate and apart from all other funds of the City. The System Fund shall be main- tained at the official depository of the City. The Bond Fund and the Reserve Fund shall constitute trust funds which shall be held in trust by the depository solely for the benefit of the bearers of the Bonds and Additional Bonds . The System Fund shall be used solely as provided in this Ordinance until all Bonds and Additional Bonds have been retired as to principal and interest. Section 7 . 02 - Security of Funds . All bank deposits to the funds and accounts created by this Ordinance, to the extent not insured by the Federal Deposit Insurance Corpora- tion or the Federal Savings and Loan Insurance Corporation, or the successor of either, shall be secured by a valid pledge of securities eligible under the laws of the State of Texas to secure the funds of cities or towns, having an aggregate market value, exclusive of accrued interest, at all times not less than the amount of deposits credited to such funds and accounts, respectively. Section 7 . 04 - Use of Revenues . The City will deposit, as collected, all Revenues derived from the ownership and operation of the System into a special account (herein called the "System Fund" ) , which shall be kept separate and apart from all other funds of the City. The System Fund shall be administered as follows : (a) Maintenance and Operation: From the moneys in the System Fund, the City shall first pay the expenses of opera- tion and maintenance, including all salaries, labor, materi- als, interest and such repairs and extensions, as in the judgment of the governing body of the City, are necessary to keep the System in operation and render adequate service to the City, its inhabitants and other users of the System, or such as might be necessary to meet some physical accident or condition which would otherwise impair the ability of the System to generate Net Revenues sufficient to pay principal and interest on the Bonds, Additional Bonds and other in- debtedness against the System. (b) Bond Fund: After the payment of all expenses provided for in the next preceding paragraph, the City shall amount required to meet the payments of principal and inter- est on the Bonds that will be payable on or before the next January 1, together with such other amounts as may be re- quired in any other ordinance authorizing the issuance of Additional Bonds . The amount required to be paid into the Bond Fund each year shall be made in substantially equal monthly payments from moneys in the System Fund, and such monthly payments shall be made on or before the 15th day of each month beginning with the date the Bonds are delivered to the purchasers thereof. If in any month the City shall, for any reason, fail to pay into said Bond Fund the full amounts above stipulated, amounts equivalent to such defi- ciencies shall be set apart and paid into said Bond Fund from the first available and unallocated Net Revenues as of the following month or months and shall be in addition to the amounts hereinafter provided to be otherwise paid into said Bond Fund each month. Not later than ten days prior to each principal and/or interest payment date on the Bonds and any Additional Bonds, the Town Council shall cause to be transferred from the Bond Fund to the Paying Agent an amount sufficient to pay the principal and/or interest to become due and payable thereon at such date. (c) Reserve Fund: There is hereby established the "Reserve Fund. " Beginning with the month immediately following the month in which any of the Bonds are delivered, and after payment of all amounts required by Section 7 . 03 (b) , there shall be paid during each month from the System Fund into the Reserve Fund, the sum of $3 , 676, until such time as there is in the Reserve Fund, as a result of such deposits and interest or investment earnings, the sum of $220, 560 . If in any month the City shall, for any reason, fail to pay into the Reserve Fund the full amount herein provided, amounts equivalent to such deficiencies shall be set apart and put into the Reserve Fund from the first available and unallocated Net Revenues of the following month or months after payment of all amounts required by Section 7 .03 (b) and shall be in addition to the monthly deposits herein required to be otherwise paid into the Reserve Fund. Moneys in the Reserve Fund may be used only to prevent a default in the payment of principal and interest on the Bonds and Addi- tional Bonds in the event there are not otherwise sufficient moneys in the Bond Fund to make such payments . So long as the Reserve Fund contains a balance of not less than $220, 560, no further payments need be made into the Reserve Fund. If the balance in the Reserve Fund exceeds $220, 560 (due to interest on investments or for any other reason) , such excess may be transferred out of the Reserve Fund into the Bond Fund. If, however, any of the moneys in the Re- serve Fund are used to prevent a default in the payment of principal of and interest on the Bonds or Additional Bonds as herein provided, monthly payments into the Reserve Fund shall thereafter be resumed and continued until not less than $220, 560 is again on deposit in the Reserve Fund. Moneys in the Reserve Fund may, at the option of the City, be invested as authorized by Section 7 . 04, and such securi- ties shall be deposited in escrow at the depository bank of the City under an escrow agreement. and the interest or other investment earnings thereon shall belong to the fund or account from which the moneys for such investments were taken, except that at any time that the Reserve Fund has a balance of $220, 560 or more, all interest and other investment earnings on such balance may be trans- ferred to the Bond Fund. In the event any fund does not have sufficient uninvested funds on hand to meet the obli- gations payable out of such fund, the City shall have the right to have sold in the open market a sufficient amount of the investments to meet its obligations . The moneys resulting from such sale or sales shall belong to the fund from which the moneys for such investment were initially taken. The City shall not be responsible for any loss arising out of the sale of any investments . Section 7 . 05 - Surplus Net Revenues . After provision has been made for the reasonable cost of operating and maintaining the System, and after paying all amounts re- quired to be paid into the Bond Fund and Reserve Fund, as above provided in Section 7.03 (b) and (c) , and after paying all other amounts that may be required by any ordinances pertaining to Additional Bonds, any funds remaining in the System Fund may be used by the City for any other purpose permitted by law. ARTICLE VIII ADDITIONAL BONDS, REFUNDING BONDS AND DISCHARGE BY DEPOSIT Section 8 . 01 - Additional Bonds. The City reserves the right to issue, from time to time, additional parity bonds in one or more installments, for completion, repair, improve- ment, extension, enlargement, replacement, acquisitions, construction or repair of the City' s waterworks system, sanitary sewer system, or both, or for any other lawful purpose (the "Additional Bonds" ) , and such Additional Bonds, when issued, may be secured by and payable from a first lien on and pledge of the Net Revenues of the System in the same manner and to the same extent as are the Bonds, and such Additional Bonds may be, in all respects, of equal dignity with the Bonds; provided, however, that no Additional Bonds shall be issued unless each of the following conditions is met, except in the case of Additional Bonds described in Sections 8 . 02, 8 . 05 and 8. 06, which may be issued as pro- vided therein: (a) The Additional Bonds are made payable on Sep- tember 1 of each year; (b) Provisions is made in the ordinance or ordinances authorizing said Additional Bonds for monthly payments or deposits into the Reserve Fund until a balance is reached (in addition to deposits into the Reserve Account required by other ordinances or proceedings relating thereto and in addition to any balance or balances required by said other ordinances or proceedings ) of not less than the maximum annual principal and interest requirements on the Bonds, Additional Bonds, if any, and such Additional Bonds then proposed to be issued, and such balance is to be reached within approximately five (5) years from the date of such .�. r u.+�■ �,�, or by any ordinance authorizing any previously issued Addi- tional Bonds contains the amount of moneys then required to be on deposit therein; (d) A certificate is executed by the Mayor and City Secretary to the effect that the City is not in default as to any covenant, condition or obligation prescribed by any ordinance authorizing the Bonds or any Additional Bonds ; and (e) A certificate is executed by a certified public accountant to the effect that Net Revenues for the last completed Fiscal Year or for any consecutive twelve (12 ) month period within the last consecutive fifteen (15 ) month period next preceding the adoption of the ordinance autho- rizing the Additional Bonds were not less than 1 . 50 times the average annual principal and interest requirements on the Bonds, any Additional Bonds then outstanding, and the Additional Bonds then proposed to be issued. Section 8 . 02 - Inferior Lien Bonds . The City also reserves the right to issue inferior lien bonds and pledge the Net Revenues of the System to the payment thereof, such pledge to be junior and subordinate in all respects to the lien of the Bonds and any Additional Bonds . Section 8 . 03 - Special Project Bonds . The City further reserves the right to issue bonds in one or more install- ments for the purchase, construction, improvement, exten- sion, replacement, enlargement or repair of water, sewer and/or drainage facilities necessary under a contract or contracts with persons , corporations , municipal corpora- tions, political subdivisions, or other entities , such bonds to be payable from and secured solely by the proceeds of such contract or contracts . The City further reserves the right to refund such bonds . Section 8 . 04 - Refunding Bonds . The City further reserves the right to issue refunding bonds, either as Additional Bonds or junior lien bonds , or to refund any of the Bonds or Additional Bonds in any manner authorized by law. Any refunding bonds so issued may enjoy complete equality of lien with the portion of the Bonds or Additional Bonds which are not refunded. Before issuing any refunding bonds as Additional Bonds, the City must satisfy the re- quirements of Sections 8 . 01(a) and (b) . Section 8 . 05 - Discharge By Deposit. The City may discharge its remaining obligations to the bearers of the Bonds by depositing with the Paying Agent, money which (together with interest earned on or profits to be realized from investments in Governmental Obligations as described below) will be sufficient to pay principal and interest to maturity or to the date fixed for redemption of the Bonds . Upon such deposit, the Bonds shall no longer be regarded as outstanding and unpaid; provided, however, that provision shall have been made by the City for the publication at least one (1 ) time in a financial journal or publication published in the City of New York, New York, or in the City of Austin, Texas , of a notice to the bearers of the Bonds that such money is so available for such payment. Money held for payment in accordance with the provisions of this t•.....�� ..... ..... . 7.. .4-...7 . .. l�i.e r.-.v-..m.�r•�--.l (\1-.1 h�i-i uric .T� nil for the money proposed be invested therein: direct general obligations of the United States of America, or any obliga- tions the payment of the principal of and interest on which are unconditionally guaranteed by the full faith and credit of the United States of America. Such investments shall mature in sufficient time, in the judgment of the City, to make available money needed for the purposes intended. Net interest earned on such investments, or portions thereof, may be paid to the City if sufficient funds will otherwise be held by the Paying Agent to pay principal and interest on the Bonds; otherwise, such interest or any part thereof shall be used for payment of principal and interest on the Bonds . ARTICLE IX. Special Covenants of the City Section 9 . 01 - Covenants . The City, by and through this Ordinance, expressly covenants as hereinafter provided in this Article. Section 9 . 02 - Punctual Payment of the Bonds . The City will punctually pay or cause to be paid the interest on and principal of the Bonds according to the terms thereof and will faithfully do and perform, and at all times fully observe, any and all covenants, undertakings, stipulations and provisions contained herein or in any Bond executed and delivered hereunder. Section 9 . 03 - Maintenance of System. So long as any of the Bonds remain outstanding, the City covenants that it will at all times maintain the System, or cause the same to be maintained, in good condition and working order and will operate the same, or cause the same to be operated, in an efficient and economical manner, at a reasonable cost and in accordance with sound business principles . In operating and maintaining the System, the City will comply with all con- tractual provisions and agreements entered into by it and with all valid rules, regulations , directions or orders of any governmental, administrative or judicial body promulgat- ing the same . Section 9 . 04 - Power to Pledge Revenues . The City has the power to pledge the Net Revenues to the payment of the Bonds and has lawfully exercised such power under the Con- stitution and laws of the State of Texas and the Constitu- tion of the United States of America. Section 9 . 05 - System and Revenues not Encumbered. Neither the System nor the Revenues thereof will be in any way encumbered except as provided in this Ordinance. Section 9 . 06 - Sale or Encumbrance of System. So long as any of the Bonds remain outstanding, either as to prin- cipal or interest, the City will not sell, dispose of or encumber any of the improvements, facilities or properties constituting the System; provided, however, that this pro- vision shall not prevent the City from disposing of any portion of the System which has been declared surplus or is corporation, municipal corporation or political subdivision to operate the System or to lease and operate all or part of the System shall not be considered as an encumbrance of the System. Section 9 . 07 - Insurance. So long as any of the Bonds remain outstanding, the City covenants that it will at all times keep insured such parts of the System as are usually insured by municipal corporations operating like properties in similar locations under the same circumstances with a responsible insurance company or companies against risks , accidents or casualties against which and to the extent insurance is usually carried by such municipal corporations; provided, however, that at any time while any contractor engaged in construction work shall be fully responsible therefor, the City shall not be required to carry such insurance . All such policies shall be made available for inspection by the bearers of the Bonds or their representa- tives at all reasonable times . Section 9 . 08 - Insurance Proceeds . In the event of any loss or damage, the City covenants that it will reconstruct or repair the destroyed or damaged portion of the System and will apply the proceeds of the insurance policies covering such loss or damage solely for that purpose. The City covenants that it will begin such work or reconstruction or repair promptly after such loss or damage shall occur and will continue and properly complete the same as expeditious- ly as possible and will pay, or cause to be paid, all costs and expenses in connection therewith out of the insurance proceeds so that the same shall be completed and the proper- ty be free and clear of all mechanic ' s and other liens or claims . Section 9 . 09 - Excess Insurance Proceeds . Any insur- ance proceeds remaining after the completion of and payment for any such reconstruction or repairs shall be deposited to the credit of the Bond Fund. Section 9 . 10 - No Free Services . No free service or services of the System shall be allowed, and should the City or any of its agencies or instrumentalities make use of the services and facilities of the System, payment of a reason- able value thereof shall be made by the City out of funds derived from sources other than the revenues and income of the System. Section 9 . 11 - No Competing System. To the extent that the City legally may do so, the City further covenants that so long as any of the Bonds or interest thereon are outstanding, no franchise shall be granted for the construc- tion and operation of any competing system, and the City will prohibit the construction and operation of any system other than the System owned by the City. ARTICLE X. Default Provision Section 10 . 01 - Remedies in Event of Default. In event it fails to make payments required to be made into the Bond Fund or defaults in the observance or performance of any other of the covenants, conditions or obligations set forth in this Ordinance, the following remedies shall be available: (a) The bearers of any of the Bonds shall be entitled to a writ of mandamus issued by a court of competent juris- diction compelling and requiring the City and the officials thereof to observe and perform any covenant, obligation or condition prescribed in this Ordinance; and (b ) No delay or omission to exercise any right or power accruing upon any delay shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. Section 10 . 02 - Ordinance is Contract. In considera- tion of the purchase and acceptance of the Bonds authorized to be issued hereunder by those who shall hold the same from time to time, the provisions of the Ordinance shall be deemed to be and shall constitute contracts between the City and the bearers from time to time of the Bonds ; and the covenants and agreements herein set forth to be performed on behalf of the City shall be for the equal benefit, protec- tion and security of the bearers of any and all of the Bonds, all of which, regardless of the time or times of their issue or maturity, shall be of equal rank without preference, priority or distinction of any of the Bonds over any other thereof, except as expressly provided herein. ARTICLE XI . Accounting and Audits Section 11 . 01 - Accounts, Records and Accounting Reports . The City covenants and agrees that it will maintain in conformity with generally accepted accounting principals for municipalities books of records and accounts showing as a separate system the accounts of the System, in which full, true and proper entries will be made of all dealings , trans- actions , business and matters which in any way affect or pertain to the operation of the System and the allocation and application of the revenues thereof, and that such books of the System will be available for inspection by the bearers of any of the Bonds at reasonable hours and under reasonable circumstances . The City will operate the System on the basis of a Fiscal Year which currently begins October 1 and which may be amended from time to time by the City. Section 11 . 02 - Audit. After the end of each Fiscal Year, the City will have an audit of the System by a certi- fied public accountant for the last Fiscal Year, which shall be submitted to the City within one hundred and twenty ( 120 ) days after the end of the Fiscal Year. Section 11 . 03 - Copies of Audit and Cost. The City shall furnish copies of such audit (without cost) to the ARTICLE XII . Sale, Approval, Registration and Delivery of Bonds Section 12 . 01 - Sale of Bonds . The Bonds are hereby sold and shall be delivered to that bidder, or bidders, submitting the bid which results in the lowest net interest cost to the City subject to a resolution hereafter to be adopted by the City Council, for the par value thereof and accrued interest thereon to date of delivery, plus a premium of $ , subject to the unqualified approving opinions, as to the legality of the Bonds, of the Attorney General of the State of Texas and of Vinson & Elkins, Houston, Texas, market attorneys . Section 12 . 02 - Approval , Registration and Delivery of Bonds . The Mayor and City Secretary are hereby authorized and directed to take and have charge of the records and proceedings of the Bonds, and the Bonds, pending their approval by the Attorney General of the State of Texas , and their registration by the Comptroller of Public Accounts of the State of Texas . Upon registration of said Bonds , the Comptroller of Public Accounts (or a deputy designated in writing to act for the Comptroller) shall manually sign the Comptroller' s certificate of registration described herein to be printed on the back of each Bond, and the seal of the Comptroller shall be impressed, or placed in facsimile, on each of the Bonds . ARTICLE XIII . Arbitrage The City Council certifies that based upon all facts, estimates and circumstances now known or reasonably expected to be in existence on the date the Bonds are delivered and paid for, the City Council reasonably expects that the proceeds of the Bonds will not be used in a manner that would cause the Bonds or any portion of the Bonds to be an "arbitrage bond" under Section 103 (c) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed thereunder. Furthermore, all officers, employees and agents of the City are authorized and directed to provide certifi- cations of facts, estimates and circumstances which are material to the reasonable expectations of the City Council as of the date the Bonds are delivered and paid for, and any such certifications may be relied upon by counsel, by the bearers of the Bonds , or by any person interested in the exemption of interest on the Bonds from federal income taxation. Moreover, the City Council covenants that it shall make such use of the proceeds of the Bonds, regulate investments of proceeds of the Bonds, and take such other and further action as may be required so that the Bonds shall not be "arbitrage bonds" under Section 103 (c) of the Internal Revenue Code of 1954, as amended, and regulations prescribed from time to time thereunder. word, phrase, clause, sentence, paragraph, section or other part of this Ordinance to any other persons or circumstances shall not be affected thereby. Section 14. 08 - Further Procedures . The Mayor and City Secretary of the City and other appropriate officials of the City are hereby authorized and directed to do any and all things necessary and/or convenient to carry out the terms of this Ordinance. Section 14 . 09 - Repeal of Resolutions and Ordinances . All resolutions or ordinances heretofore adopted by the City Council in conflict with the provisions of this Ordinance are hereby in all things repealed and shall be of no further force or effect. Section 14. 10 - Effective Date of Ordinance . This Ordinance shall take effect and be in full force upon and after its having been read, considered and adopted by the City Council at two regular sessions of the City Council . Section 14.11 - Emergency Meeting. It is hereby offi- cially found and determined that an emergency or urgent public necessity exists which requires the holding of the meeting at which this Ordinance is passed, such emergency or urgent public necessity being that the proceeds from the sale of the Bonds are required as soon as possible for necessary and urgently needed public improvements; and that said meeting was open to the public, and public notice of the time, place, and purpose of said meeting was given, all as required by Article 6252-17, Vernon' s Texas Civil Statutes, as amended. PASSED AND APPROVED this 28th day of August, 1978 . /s/ Tom Reid Mayor, City of Pearland, Texas ATTEST: /s/ Dorothy L. Cook City Secretary, City of Pearland, Texas (SEAL) I CERTIFICATE FOR RESOLUTION FIXING COUPON INTEREST RATES AND NAMING PURCHASER OF $2 , 750 ,000 WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We, the undersigned officers of the CITY OF PEARLAND, TEXAS (the "City" ) , do hereby certify as follows : 1. That we are the duly chosen, qualified and acting officers of the City for the offices shown below our signatures and that as such we are familiar with the facts herein certified. 2 . That there is attached to and follows this certificate an excerpt of proceedings from the minutes of a meeting of the City Council of the City (the "City Council") which is a true, full and complete excerpt of all proceedings from the minutes of the City Council pertaining to the adoption of the resolution de- scribed therein; and that the persons named in such excerpt as the officers and members of the City Council or as officers of the City are the duly chosen, qualified and acting officers and members as indicated therein. 3 . That a true and complete copy of the resolution (the "Resolution") , as adopted at the meeting described in such excerpt from the minutes, is attached to and follows such excerpt. 4 . That the Resolution has been duly and lawfully adopted by the City Council and that the Mayor of the City has approved, and hereby approves , the Resolution; that the Mayor and the City Secretary of the City have duly signed and attested the Resolution and each, respectively, hereby declares that the signing of this certificate shall also constitute the signing of the Resolution for all purposes; and that the Resolution, as signed, has been duly recorded in the minutes of the City Council for such meeting. 5 . That each of the officers and members of the City Council was duly and sufficiently notified officially and per- sonally, in advance, of the date, hour, place and subject of such meeting of the City Council, and that the Resolution would be introduced and considered for passage at such meeting, and each of such officers and members consented, in advance , to the holding of such meeting to consider and act upon such subject. 6 . That written notice of the meeting of the City Council described in the excerpt from the minutes was posted in the form and manner required by law; and that such meeting was open to the public as required by law at all times during which the Resolution and the subject matter thereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Article 6252-17 , Vernon ' s Texas Civil Statutes , as amended. SIGNED AND SEALED this 28th day of August, 197 . THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § The City Council of the City of Pearland, Texas , convened in regular meeting , open to the public, on the 28th day of August, 1978 , at the City Hall, and the roll was called of the duly constituted officers and members of the City Council and the City Secretary of the City, to-wit: Tom Reid Mayor Dennis Frauenberger Councilman Harry Farley Councilman Fran Coppinger Councilman Morris S. Wilson Councilman Carlton McComb Councilman Dorothy L. Cook City Secretary and all of said persons were present, except the following ab- sentees : None thus constituting a quorum. Whereupon, among other business , the following was transacted at said meeting : a written reso- lution entitled: RESOLUTION FIXING COUPON INTEREST RATES AND NAMING PURCHASER OF $2 ,750 , 000 WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 (the "Resolution") was duly introduced for the consideration of the City Council and reviewed in full. It was then duly moved and seconded that the Resolution be passed; and, after due discussion, the motion, carrying with it the passage of the Resolution, prevailed and carried by the following vote : AYES : All members of the City Council shown present above voted "Aye" . NOES : None. The ;Mayor thereupon announced that the Resolution had been duly . . . . . — RESOLUTION FIXING COUPON INTEREST RATES AND NAMING PURCHASER OF $2 ,750 ,000 WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § WHEREAS, the City Council of the CITY OF PEARLAND, TEXAS (the "City") , has heretofore authorized the issuance of the City ' s $2, 750 ,000 WATERWORKS AND SEWER SYSTEM REVENUE BONDS , SERIES 1978 (the "Bonds") , by reading, considering, and adopting on August 14 , 1978 , and again on August 28 , 1978 , respectively, an ordinance authorizing such issuance; and WHEREAS, the City Council deems it advisable to adopt a resolution fixing coupon interest rates and naming the pur- chaser or purchasers of the Bonds ; THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND THAT: Section 1. The matters and facts recited in the preamble of this resolution are hereby found to be true and correct. Section 2 . The Bonds shall bear interest per annum at the following rates , respectively, to-wit: Bonds maturing 1979 through 1988 , 6 . 40 % Bonds maturing 1989 through 19--, 5 . 60 % Bonds maturing 1990 through 1992, 5 . 40 % Bonds maturing 1993 through 19--, 5 . 60 % Bonds maturing 1994 through 19--, 5 . 70 % Bonds maturing 1995 through 19--, 5 . 80 % Bonds maturing 1996 through 19--, 5 . 90 % Bonds maturing 1997 through 19--, 6 . 00 % Bonds maturing 1998 through 19--, 6 . 10 % Section 3 . The Bonds are hereby sold and shall be de- livered to UNDERWOOD, NEUHAUS & CO. , INCORPORATED , for the par value thereof and accrued interest thereon to date of delivery , plus a premium of $ -0- , subject to the unqualified approving opinions, as to the legality of the Bonds , of the Attorney General of the State of Texas and of Vinson & Elkins , Houston , Texas , market attorneys . Section 4 . This resolution was read and considered once by the City Council and shall take effect immediately. Section 5 . It is hereby officially found and determined that the need of the City for such financing creates an emer- gency and an urgent public necessity for the holding , at the scheduled time, of the meeting of the City Council at which this resolution is adopted and for the adoption of this resolu- tion; and the NOTICE OF MEETING relating to said meeting and heretofore posted by the City Secretary, and the posting thereof, is hereby authorized, approved, adopted, and ratified. PASSED AND APPROVED this 28th day of August, 1978 . /s/ Tom Reid Mayor ATTEST: CITY OF PEARLAND, TEXAS /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND , TEXAS (SEAL) wirralli EXHIBIT "A" CITY OF PEARLAND, TEXAS ESTIMATED TOTAL ESTIMATED NO. ESTIMATED ESTIMATED ANNUAL WATERWORKS OF CONNECTIONS NET REVENUE NET REVENUE AND SANITARY SEWER YEAR WATER SEWER WATER SEWER SYSTEM NET REVENUE 1979 3,788 3,863 $ 166,699 $ 197,041 $ 363,740 1980 4,155 4,205 158,843 202,442 361,285 1981 4,535 4,565 152,751 213,235 365,986 1982 4,967 4,992 143,635 230,118 373,753 1983 5,340 5,360 108,118 225,819 333,937 1984 5,774 5,789 107,502 244,126 351,628 1985 6,194 6,204 102,303 253,928 356,231 1986 6,592 6,600 102,692 264,399 367,091 1987 6,996 7,002 98,375 275,876 374,251 1988 7,430 7,434 107,175 301,953 409,128 1989 7,892 7,894 113,997 315,452 429,449 1990 8,382 8,382 120,971 329,065 450,036 1991 8,844 8,844 119,306 332,919 452,225 1992 9,323 9,323 124,552 342,992 467,544 1993 9,796 9,796 102,602 348,579 451,181 1994 10,281 10,281 105,953 360,247 466,200 1995 10,912 10,912 103,163 393,749 496,912 1996 11,428 11,428 86,102 381,610 -• 467,712 1997 11,968 11,968 211,014 394,880 605,894 1998 12,553 12,553 238,918 421,802 660,720 1999 13,175 13,175 252,174 433,448 685,622 2000 13,832 13,832 265,452 432,902 698,354 2001 14,528 14,528 279,860 430,760 710,620 2002 15,253 15,253 292,812 423,974 716,786 OFFICE OF THE ATTORNEY GENERAL OF THE STATE OF TEXAS October 5, 1978 THIS IS TO CERTIFY that the following described bonds, together with authenticated copies of the proceedings relating to and authorizing the issuance of same, have been submitted to me for examination in accordance with the requirements of the statutes of the State of Texas, to-wit: CITY OF PEARLAND, TEXAS, WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978 , issued by virtue of ordinances dated August 14 and 28 , and a resolution dated August 28, 1978, adopted by the City Council of said City, for the purpose of constructing improvements and extensions to the waterworks and sanitary sewer system of the City; dated September 1, 1978 ; numbered consecu- tively from 1 to 550, inclusive; in the denomination of Five Thousand Dollars ($5 , 000) each; aggregating the principal sum of Two Million Seven Hundred Fifty Thousand Dollars ($2, 750, 000) ; maturing serially on September 1 in each of the years as follows: 1979/1981 $ 50, 000 1993 $125 , 000 1982 60, 000 1994 130, 000 1983/1984 70, 000 1995 140 , 000 1985 75, 000 1996 150 , 000 1986/1987 80, 000 1997 160, 000 1988 90, 000 1998 170, 000 1989/1990 100, 000 1999 180, 000 1991 110, 000 2000 190, 000 1992 120, 000 2001/2002 200, 000 bearing interest at the following rates per annum, to-wit: Bonds maturing 1979/1988 6 . 40% Bonds maturing 1989 5. 60% Bonds maturing 1990/1992 5. 40% Bonds maturing 1993 5. 60% Bonds maturing 1994 5. 70% Bonds maturing 1995 5. 80% Bonds maturing 1996 5. 90% Bonds maturing 1997 6 . 00% Bonds maturing 1998 6 . 10% Bonds maturing 1999/2002 6 . 20% payable on March 1 , 1979, and semiannually thereafter on September 1 and March 1 each year while said bonds are outstanding; both principal and interest payable at the First City National Bank of Houston, Houston, Texas; said bonds being subject to prior re- OFFICIAL STATEMENT CERTIFICATE THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We, the undersigned, Mayor, City Secretary, and City Manager of the CITY OF PEARLAND, TEXAS (the "City") , acting in cur official capacity as such hereby certify with respect to that issue of "City of Pearland, Texas , Waterworks and Sewer System Revenue Bonds, Series 1978" , in the principal amount of $2, 750, 000 (the "Bonds") , as follows : That, to the best of our knowledge and belief : (a) the descriptions and statements of or pertaining to the City contained in its Preliminary and final Official Statements, on the respective dates of such statements, on the date of sale of the Bonds and the acceptance of the best bid therefor, and on the date of delivery of the Bonds , were and are true and correct in all material respects ; (b) as of the date of delivery of the Bonds , there have been no material adverse changes in the City' s financial condition and affairs since the date of the final Official Statement; (c) insofar as the City and its affairs , including its financial affairs , are concerned, such Pre- liminary and final Official Statements did not and do not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (d) insofar as the descriptions and statements , including financial data, contained in such Pre- liminary and final Official Statements, of or pertaining to entities other than the City and their activities are concerned, such statements and data have been obtained from sources which we believe to be reliable and we have no reason to believe that they are untrue in any material respect. OCT 7 1978 EXECUTED this , the date of payment for and delivery of the Bonds . CITY OF PEARLAND, TE Af BY: c;;Le Mayor (SEAL) City Secretary VINSON & ELKINS • ATTORNEYS AT LAW HOUSTON. TEXAS 77002 TREASURER'S RECEIPT THE STATE OF TEXAS COUNTIES OF BRAZORIA AND COMM:OR HARRIS I, the undersigned Treasurer of City of Pearland, Texas , certify as follows: I. That on OCT 17 1978 , I delivered to the purchaser thereof the follow- ing bonds: CITY OF PEARLAND, TEXAS , WATERWORKS AND SEWER SYSTEM REVENUE BONDS, SERIES 1978 , dated September 1 , 1978 , numbered consecu— tively from 1 through 550, in the denomination of $5, 000 each, aggregating $2 , 750 , 000 , and maturing serially on September 1 in each of the years 1979 through 2002 . 2. At the time of such delivery, there were no matured coupons attached to said bonds, and all unmatured coupons were attached to said bonds. 3. At the time of such delivery, I received from said purchaser full payment for said bonds in keeping with the order, ordinance, or resolution authorizing the issuance thereof and the order, ordinance or resolution awarding the sale thereof, said full purchase price being par plus accrued interest from date to delivery, plus a cash premium of $ —0— IN WITNESS WHEREOF, I have hereunto set my hand and the official seal of said City OCT 1 7 1978 , on (SEAL) Treasurer NO - LITIGATION CERTIFICATE We, the undersigned officers of said City of Pearland, Texas do hereby certify that at the time of delivery of the bonds, as set forth in the Treas- urer's Receipt above, there was not pending and, to our knowledge, there was not threatened, any litigation affecting the validity of said bonds, or the levy and/or collection and/or pledge of funds for the payment thereof, or the organization or boundaries of said City or the title of the officers thereof to their respective offices, and that no additional bonds, war- rants, or other indebtedness have been issued since the date of the statement of indebtedness or non-encumbrance certificate submitted to the Attorney General of Texas in connection with the approval of said bonds. WITNESS OUR HANDS AND THE OFFICIAL SEAL OF SAID CITY r on Mayor Mayor (SEAL) City Secretary: The foregoing signatures of the above Treasurer, Mayor , and