R2024-098 2024-05-20 DocuSign Envelope ID.7CB5CBCF-3E02-4416-924C-2173E43ECBFF
RESOLUTION NO. R2024-98
A Resolution of the City Council of the City of Pearland, Texas,
authorizing the replacement of Computershare Trust Company, N.A.
as Paying Agent/Registrar for certain of the City of Pearland's Bonds
and Certificates of Obligation, authorizing the appointment of BOKF,
N.A., as Paying Agent/Registrar for such Bonds and Certificates of
Obligation, authorizing the execution and delivery of Replacement
Paying Agent/Registrar Agreements with BOKF, N.A., and other
matters related thereto.
STATE OF TEXAS §
COUNTIES OF BRAZORIA, HARRIS, FORT BEND §
CITY OF PEARLAND §
WHEREAS, the City of Pearland, Texas (the "City") has duly issued and has
outstanding the bonds and certificates of obligation described in Exhibit A attached hereto
(collectively, the "Outstanding Obligations"), and
WHEREAS, Computershare Trust Company, N.A. ("Computershare") (which is the
successor to Wells Fargo Bank, N.A.) serves as Paying Agent/Registrar for the
Outstanding Obligations, and
WHEREAS,the City Council of the City (the "City Council") believes it is in the best
interest of the City to replace Computershare with BOKF, N.A. ("BOKF") as Paying
Agent/Registrar for each of the Outstanding Obligations
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF PEARLAND, TEXAS THAT
Section 1 The City Council hereby authorizes the replacement of
Computershare with BOKF as Paying Agent/Registrar with respect to the Outstanding
Obligations pursuant to the terms and provisions of a replacement Paying Agent/Registrar
Agreement to be entered into by and between the City and BOKF for each of the
Outstanding Obligations The Paying Agent/Registrar Agreements shall be substantially
in the form attached hereto as Exhibit B the terms and provisions of which are hereby
approved The Mayor or Mayor Pro Tern is hereby authorized to execute and deliver such
Paying Agent/Registrar Agreements on behalf of the City in multiple counterparts and the
City Secretary or Deputy City Secretary is hereby authorized to attest thereto and affix
the City's seal BOKF as Paying Agent/Registrar and any successor Paying
Agent/Registrar, by undertaking the performance of the duties of the Paying
Agent/Registrar, and in consideration of the payment of any fees pursuant to the terms of
any contract between BOKF as Paying Agent/Registrar and the City shall be deemed to
accept and agree to abide by the terms of this Resolution as well as the ordinance
authorizing the applicable Outstanding Obligation If for any reason the Authorized
Representative (defined below) determines that the replacement of Computershare with
BOKF as Paying Agent/Registrar on any particular Outstanding Obligation would not be
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in the best interest of the City or would be otherwise impracticable, the City Council may
opt not to effect such replacement on such Outstanding Obligation
Section 2 The Mayor, City Manager, Deputy City Manager, the Deputy Director
of Finance, Interim Chief Financial Officer or Chief Financial Officer(each, an "Authorized
Representative") are each hereby authorized to give any notice required or desired
related to the replacement of the Paying Agent/Registrar and to execute and deliver such
agreements, certificates, notices, letters and other instruments as any such official shall
deem necessary, appropriate or convenient, and to take any and all other actions that
may be necessary or required, to effect the replacement of Computershare with BOKF as
described herein and otherwise give effect to the intent and purpose hereof
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PASSED AND APPROVED this 20th day of May 2024
VIN COLE
AYOR
ATTEST
rDocuSipned by:
Froaktmvv-22431=mis
FRANCES AGUILAR, TRMC, MMC
CITY SECRETARY
(SEAL) L
r
APPROVED AS TO FORM
DocuSipned by:
DAKTI M1 OKER
CITY ATTORNEY
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EXHIBIT A
LIST OF CITY'S OUTSTANDING OBLIGATIONS FOR WHICH THE PAYING
AGENT IS TO BE REPLACED
City of Pearland, Texas Certificates of Obligation Series 2023A
City of Pearland, Texas Certificates of Obligation Series 2023B
City of Pearland, Texas Certificates of Obligation Series 2023C
City of Pearland, Texas Permanent Improvement Bonds, Series 2023
City of Pearland, Texas Certificates of Obligation Series 2022A
City of Pearland, Texas Certificates of Obligation Series 2022B
City of Pearland, Texas Certificates of Obligation Series 2022C
City of Pearland, Texas Permanent Improvement Bonds, Series 2022
City of Pearland, Texas Certificates of Obligation Series 2021A
City of Pearland, Texas Certificates of Obligation Series 2021B
City of Pearland, Texas Permanent Improvement Bonds, Series 2021
City of Pearland, Texas Certificates of Obligation Series 2020A
City of Pearland, Texas Certificates of Obligation Series 2020B
City of Pearland, Texas Permanent Improvement Bonds, Series 2020
City of Pearland, Texas Permanent Improvement Refunding Bonds, Series 2020
City of Pearland, Texas Certificates of Obligation Series 2019A
City of Pearland, Texas Permanent Improvement and Refunding Bonds, Series 2019
City of Pearland, Texas Certificates of Obligation Series 2018
City of Pearland, Texas Permanent Improvement Bonds, Series 2018
City of Pearland, Texas Certificates of Obligation Series 2017
City of Pearland, Texas Permanent Improvement and Refunding Bonds, Series 2017
A-1
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City of Pearland, Texas Certificates of Obligation Series 2016
City of Pearland, Texas Permanent Improvement and Refunding Bonds, Series 2016A
City of Pearland, Texas Permanent Improvement Refunding Bonds, Series 2016B
City of Pearland,Texas Certificates of Obligation Series 2015
City of Pearland, Texas Permanent Improvement Bonds, Series 2015
City of Pearland, Texas Permanent Improvement Refunding Bonds, Series 2015
City of Pearland, Texas Permanent Improvement Refunding Bonds, Series 2015-A
City of Pearland, Texas Certificates of Obligation Series 2014
City of Pearland, Texas Permanent Improvement and Refunding Bonds, Series 2014
City of Pearland, Texas Certificates of Obligation Series 2013
City of Pearland, Texas Peu nanent Improvement Bonds, Series 2013
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2021A
City of Pearland, Texas Water and Sewer System Revenue and Refunding Bonds, Series 2021B
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2020A
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2020B
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2019A
City of Pearland, Texas Water and Sewer System Revenue and Refunding Bonds, Series 2019B
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2018A
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2018B
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2017A
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2017B
City of Pearland, Texas Water and Sewer System Revenue and Refunding Bonds, Series 2017C
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2016A
A-2
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City of Pearland,Texas Water and Sewer System Revenue Bonds, Series 2016B
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2016C
City of Pearland, Texas Water and Sewer System Revenue Bonds, Series 2014
A-3
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EXHIBIT B
FORM OF PAYING AGENT/REGISTRAR AGREEMENT
B-1
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