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Ord. 0419 09-08-80l CERTIFICATE FOR ORDINANCE THE STATE OF TEXAS COUNTIES OF BRAZORIA AND HARRIS CITY OF PEARLAND 5 We, the undersigned officers of the CITY OF PEARLAND, TEXAS (the "City"), hereby certify as follows: 1. The City Council of the City convened in regular meeting on the 8th day of September, 1980, at its regular meeting place thereof, within the City, and the roll was called of the duly constituted offi- cers and members of the City Council and the City Secretary, to -wit: Tom Reid Carlton McComb Charles Mack Alfred E. Lentz Fran Coppinger Terry Gray Dorothy L. Cook Mayor Council Member Council Member Council Member Council Member Council Member City Secretary and all of said persons were present, except the following absentees: thus constituting a quorum. Whereupon, among her business, the following was transacted at said meeting: a written ORDINANCE AUTHORIZING ISSUANCE OF $325,000 CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980; AND CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT (the "Ordinance") was duly introduced for the consideration of the City Council and read in full. It was then duly moved and seconded that the Ordinance be adopted; and, after due discussion, said motion, carrying with it the adoption of the Ordinance, prevailed and carried by the fol- lowing vote: AYES: All members of the City Council shown present above voted "Aye". NAYS: None. 2. That a true, full and correct copy of the Ordinance adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that the Ordinance has been duly recorded in the City Council's minutes of said meeting; that the above and fore- going paragraph is a true, full and correct excerpt from the City Council's minutes of said meeting pertaining to the adoption of the Ordinance; that the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of the City Council as indicated therein; that each of the officers and members of the City Council was duly and sufficiently notified officially and personally, in advance, of the date, hour, place and subject of the aforesaid meeting, and that the Ordinance would be introduced and considered for adoption at said meeting, and each of said officers and members consented, in advance, to the holding of such meeting for such purpose; that said meeting was open to the public as required by law; and that public notice of the date, hour, place and subject of said meeting was given as required by Vernon's Article 6252-17, as amended. SIGIQED AND SEALED this 8th day of Septemb r, 1980. City _= Mayor (SEAL) t-ry ORDINANCE 419 ORDINANCE AUTHORIZING ISSUANCE OF $325,000 CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980; AND CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § WHEREAS, the City Council of the CITY OF PEARLAND, TEXAS (the "City"), authorized the publication of a notice of inten- tion to issue certificates of obligation to the effect that the City Council will meet in the City Hall of the City on September 22, 1980, to adopt an ordinance authorizing the issu- ance of certificates of obligation, payable from City ad valorem taxes and revenues of the waterworks system of the City, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the water- works system of the City, and the cost of professional services incurred in connection therewith; and WHEREAS, such notice was published at the times and in the manner required by the Constitutions and laws of the State of Texas and of the United States of America, respectively, particularly Article 2368a.1, Vernon's Texas Civil Statutes, as amended; THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PEARLAND THAT: Section 1. The facts and recitations contained in the preamble of this ordinance are hereby found and declared to be true and correct. Section 2. The City's negotiable certificates of obliga- tion, to be designated CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980 (hereinafter called the "Certificates"), are hereby authorized to be issued and delivered in the principal amount of $325,000 for the pur- pose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the waterworks system of the City, and the cost of professional services in- curred in connection therewith. Section 3. The Certificates shall be dated September 1, 1980, shall be numbered consecutively from 1 through 65, shall be in the denomination of $5,000 each and shall mature serially on March'l of each of the years, and in the amounts, respec- tively, set forth in the following schedule: YEAR AMOUNT 1983 $10,000 1984 40,000 1985 45,000 1986 50,000 1987 65,000 1988 60,000 1989 55,000 The Certificates may be redeemed prior to their scheduled ma- turities, at the option of the City, on the dates stated and in the manner provided in the FORM OF CERTIFICATE set forth in this ordinance. Section 4. The Certificates shall bear interest from their date to maturity or redemption at the rate of 6.50% per annum,evidenced by interest coupons which shall appertain to the Certificates and which shall be payable on the dates indi- cated in the FORM OF CERTIFICATE set forth in this ordinance. Section 5. The Certificates, and the interest coupons ap- pertaining thereto, shall be payable, shall have the character- istics, and shall be signed and executed (and the Certificates shall be sealed), all as provided and in the manner indicated in the FORM OF CERTIFICATE set forth in this ordinance. Section 6. The form of the Certificates, including the form of registration certificate of the Comptroller of Public Accounts of the State of Texas to be printed and endorsed on each of the Certificates, and the form of the aforesaid inter- est coupons which shall appertain and be attached initially -2- to each of the Certificates, shall be, respectively, substan- tially as follows: FORM OF CERTIFICATE: NO. $5,000 UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF BRAZORIA AND HARRIS CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATE OF OBLIGATION SERIES 1980 ON MARCH 1, 19_, the CITY OF PEARLAND (the "City"), in the Counties of Brazoria and Harris, in the State of Texas, promises to pay to bearer the principal amount of FIVE THOUSAND DOLLARS and to pay interest thereon, from the date hereof, at the rate of 6.50% per annum, evidenced by interest coupons payable September 1,.1981, and semiannually thereafter on each March 1 and September 1 while this Certificate is outstanding. The principal of this Certificate and the interest coupons apper- taining hereto shall be payable to bearer, in lawful money of the United States of America, without exchange or collection charges to the bearer, upon presentation and surrender of this Certificate or proper interest coupon at the PEARLAND STATE BANK, Pearland, Texas, which shall be the paying agent for this series of Certificates. THIS CERTIFICATE is one of a series of negotiable, coupon certificates, dated September 1, 1980, numbered consecutively from 1 through 65, in the denomination of $5,000 each, aggre- gating $325,000, issued in accordance with the Constitution and laws of the State of Texas, particularly Article 2368a.1,. Vernon's Texas Civil Statutes, as amended, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the waterworks system of the City, and the cost of professional services incurred in -3- connection therewith, and pursuant to an ordinance (the "Ordi- nance") duly adopted by the City Council of the City, which Ordinance is of record in the official minutes of said City. Council. ON MARCH 1, 1983, OR ON ANY INTEREST PAYMENT DATE THEREAFTER, the outstanding Certificates 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 accrued interest thereon to the date fixed for any such redemption. At least thirty days prior to the date fixed for any such redemption, the City shall cause a written notice of such redemption to be mailed to the bank at which the Certificates are payable and either (1) mailed to the bearer hereof, or (2) published at least once in a financial publica- tion published in the City of New York, New York, or in the City of Austin, Texas.. By the date fixed for any such redemption, due provision shall be made with the paying agent for the pay- ment of the required redemption price. If such written notice of redemption is given and if due provision for such payment is made, all as provided above, the Certificates which are to be so redeemed thereby automatically shall be redeemed prior to their scheduled maturities; and they shall not be regarded as being outstanding except for the purpose of being paid by the paying agent with the funds so provided for such payment. IT IS HEREBY certified, recited, and covenanted that this Certificate has been duly and validly authorized, issued, and delivered; that all acts, conditions, and things required or proper to be performed, exist, and be done precedent to or in the issuance and delivery of this Certificate, have been per- formed, existed, and been done in accordance with law; that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Certificate, as such interest comes due and such principal matures, have been levied and ordered to be levied against all taxable property in the City and have been pledged for such payment within the limits prescribed by law; that this Certificate shall be a debt of the City within the meaning of Article XI, Sections 5 and 7 of the Constitution of Texas; and that, when delivered, this Certificate shall be deemed and construed (i) to be a "Security" within the meaning of Chapter 8, Investment Securities, Uniform Commercial Code (Chapter 785, Acts of the 60th Legislature, Regular Session, 1967), and (ii) to be an obligation of the City within the meaning of Chapter 784, Acts of the 61st Legislature of Texas, Regular Session, 1969. IT IS FURTHER CERTIFIED, RECITED AND REPRESENTED that the revenues to be derived from the operation of the waterworks system of the City, after the payment of all operation and main- tenance expenses of said system, are also pledged to the payment of the principal of and interest on this Certificate and the series of Certificates of which it is a part to the extent that said taxes levied and collected for same may ever be insufficient or unavailable for said purpose, the said pledge of revenues being in all things junior and subordinate to the existing and any future pledge of and lien on said revenues for the payment of the interest on and principal of all waterworks and sanitary sewer system revenue bonds of the City, now outstanding or from time to time hereafter issued, all as set forth in the Ordinance. THE CITY HAS RESERVED THE RIGHT TO ISSUE ADDITIONAL PARITY CERTIFICATES, and said certificates may be payable from the same source, secured in the same manner and placed on a parity with this Certificate and the series of which it is a part, all as set forth in the Ordinance. IN WITNESS WHEREOF, this Certificate of Obligation and the interest coupons appertaining hereto have been signed with the facsimile signature of the Mayor and countersigned with the facsimile signature of the City Secretary of the City, respectively, and the official seal of the City has been duly • impressed, or placed in facsimile, on this Certificate. COUNTERSIGNED: XXXXXXXXXX Mayor xxxxxxxxxx CITY OF PEARLAND, TEXAS City Secretary CITY OF PEARLAND, TEXAS (SEAL) FORM OF REGISTRATION CERTIFICATE: COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. I hereby certify that this Certificate of Obligation has been examined, certified as to validity, and approved by the Attorney General of the State of Texas, and that this Certifi- cate of Obligation has been registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal this (SEAL) NO. xxxxxxxxxx Comptroller of Public Accounts of the State of Texas FORM OF INTEREST COUPON: ON 1, 19 , the CITY OF PEARLAND, in the Counties of Brazoria and Harris, State of Texas, promises to pay to bearer the amount shown on this interest coupon, in lawful money of the United States of America, without exchange or collection charges to the bearer, unless due provision has been made for the redemption prior to maturity of the Certificate to which this coupon appertains, upon presentation and surrender of this interest coupon, at the PEARLAND STATE BANK, Pearland, Texas, said amount being interest due that day on the Certificate of Obligation bearing the number hereinafter designated of that issue of CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980, dated September 1, 1980. Certificate No. XXXXXXXXXX XXXXXXXXXX City Secretary Mayor Section 7. A special fund or account, to be designated the "City of Pearland, Texas, Waterworks System Certificates of Obligation Interest and Sinking Fund" (hereinafter called the "Interest and Sinking Fund"), is hereby created and shall be established and maintained by the City at an official depository bank of the City. The Interest and Sinking Fund shall be kept separate and apart from all other funds and accounts of the City and shall be used only for paying the interest on and principal of the Certificates and any additional certificates hereafter issued on a parity herewith. All ad valorem taxes levied and collected for and on account of the Certificates shall be de- posited, as collected, to the credit of the Interest and Sinking Fund. During each year while any of the Certificates or inter- est -coupons appertaining thereto are outstanding and unpaid, the City Council of the City shall compute and ascertain a rate and amount of ad valorem tax which will be sufficient to raise and produce the money required to pay the interest on the Cer- tificates as such interest comes due and to provide and maintain a sinking fund adequate to pay the principal of the Certificates as such principal matures but never less than 2% of the original principal amount of the Certificates as a sinking fund each year; and said tax shall be based on the latest approved tax rolls of the City, with full allowance being made for tax delinquen- cies and the cost of tax collection. Said rate and amount of ad valorem tax are hereby levied, and are hereby ordered to be • levied, against all taxable property in the City for each year while any of the Certificates or interest coupons appertaining thereto are outstanding and unpaid; and said tax shall be assessed and collected each such year and deposited to the credit of the Interest and Sinking Fund. Said ad valorem taxes sufficient to provide for the payment of the interest on and principal of -7- the Certificates, as such interest comes due and such principal matures, are hereby pledged for such payment within the limits prescribed by law. Section 8: The revenues to be derived from the operation of the waterworks system of the City, after the payment of all operation and maintenance expenses of said system, are hereby pledged to the payment of the principal of and interest on the Certificates as the same come due to the extent that the taxes mentioned in Section 7 of this ordinance may ever be insuffi- cient or unavailable for said purpose, provided that this pledge of said revenues is and shall be in all:things junior and sub- ordinate to the existing and any future pledge of and lien on said revenues for the payment of the interest on and principal of all waterworks and sanitary sewer system revenue bonds of the City now outstanding or from time to time hereafter issued. Section 9. Immediately following delivery of the Certifi- cates to the purchaser thereof, the accrued interest and premium, if any, shall be deposited in the Interest and Sinking Fund. Section 10. The City expressly reserves the right to (a) issue additional parity certificates, which may be payable from the same source, secured in the same manner and placed on a parity with the Certificates and (b) refund the Certificates in any manner provided by law. Section 11. The City certifies that based upon all facts and estimates now known or reasonably expected to be in exis- tence on the date the Certificates are delivered and paid for, the City reasonably expects that the proceeds of the Certifi- cates will not be used in a manner that would cause the Certifi- cates or any portion of the Certificates to be an "arbitrage certificate" under Section 10(c)(2) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed there- under. Furthermore, all officers, employees and agents of the City are authorized and directed to provide certifications of facts and estimates that are material to the reasonable expecta- tions of the City as of the date the Certificates are delivered and paid for. In particular, all or any officers of the City are authorized to certify for the City the facts and circum- stances and reasonable expectations of the City on the date the Certificates are delivered and paid for regarding the amount and use of the proceeds of the Certificates. Moreover, the City covenants that it shall make such use of the proceeds of the Certificates, regulate investments of proceeds of the Certifi- cates and take such other and further actions as may be required so that the Certificates shall not be "arbitrage certificates" under Section 103(c)(2) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed from time to time thereunder. Section 12. The Mayor of the City is hereby authorized to have control of the Certificates and all necessary records and proceedings pertaining to the Certificates pending their delivery and their investigation, examination, and approval by the Attorney General of the State of Texas and their registra- tion by the Comptroller of Public Accounts of the State of Texas. Upon registration of the Certificates, the Comptroller of Public Accounts (or a deputy designated in writing to act for the Comptroller) shall manually sign the Comptroller's Registration Certificate prescribed herein to be printed and endorsed on each Certificate; and the seal of the Comptroller shall be impressed, or placed in facsimile, on each of the Certificates. Section 13. The Certificates are hereby sold and shall be delivered to the PEARLAND STATE BANK, Pearland, Texas, for the par value thereof and accrued interest thereon to date of delivery, subject to the unqualified approving opinions, as to the legality of the Certificates, of the Attorney General of the State of Texas and of Vinson & Elkins, Houston, Texas, market -9-- attorneys; an.d_it is hereby officially found, determined, and declared that=the Certificates are sold on the .best terms and for the best price possible. Section 14. The approving opinion of Vinson & Elkins, Houston, Texas, may be printed on the back of eachof the Cer- tificates, but errors or omissions in such opinion shall have no effect on the validity of the Certificates. Section 15. The Mayor and all other appropriate officers of the City are hereby authorized and directed to do any and all things necessary or convenient to carry out the provisions of this ordinance. Section 16. This ordinance shall take effect immediately upon its passage following the second and final reading thereof. Section 17. It is hereby officially found and determined. thatthe 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 ordinance is adopted and for the adoption of this ordinance; and--the--NOTICE OF MEETING --relating to said meeting and hereto- - fore posted by the City Secretary, and the posting thereof, is hereby authorized, approved, adopted and ratified. PASSED AND APPROVED this 22nd day of Septem,. 1980. ATTEST: City Secreta CITY OF PEA SAND, TEXAS (SEAL.) Mayor CITY OF PEARLAND, TEXAS CITY OF PEARLAND, TEXAS WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION SERIES 1980 * * * * * * * * $3 2 5 , 000 * * * * * * * * 6 . 500 VINSON & ELKINS ATTORNEYS AT LAW FIRST CITY NATIONAL BANK BUILDING HOUSTON,TEXAS 77002 r-- _ amain_ maim- _ amm■ AIMS_ /EMI- _IIMININ ...mini CITY OF PEARLAND, TEXAS WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION SERIES 1980 * * * * * * * * $325, 000 * * * * * * * * 6 . 50% VINSON & ELKINS ATTORNEYS AT LAW FIRST CITY NATIONAL BANK BUILDING HOUSTON, TEXAS 77002 NOV 19 1980 WE HAVE ACTED as certificate of obligation counsel for the CITY OF PEARLAND, TEXAS (the "City" ) , in connection with an issue of certificates (the "Certificates" ) described as follows: CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFI- CATES OF OBLIGATION, SERIES 1980, dated September 1, 1980, numbered consecutively from 1 through 65 , in the denomination of $5, 000 each, aggregating $325, 000 , bearing interest at the rate of 6. 50% per annum, in- terest payable September 1, 1981, and semiannually thereafter on March 1 and September 1 of each year, and maturing serially on March 1 in each year as follows : $10, 000 1983 40, 000 1984 45, 000 1985 50, 000 1986 65, 000 1987 60 , 000 1988 55, 000 1989 WE HAVE ACTED as certificate of obligation counsel for the sole purpose of rendering an opinion with respect to the legality and validity of the Certificates under the Constitution and laws of the State of Texas, under which the City is acting as an in- corporated city of the State of Texas, and with respect to the exemption of interest on the Certificates from Federal income taxation. We have not been requested to investigate or verify and have not investigated 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 Certificates. IN OUR CAPACITY as certificate of obligation counsel, we have examined a transcript of certified proceedings pertaining to the Certificates which contains certified copies of certain proceedings of the City Council of the City, customary certifi- cates of officers, agents and representatives of the City, and other certified showings relating to the authorization and issuance of the Certificates. We have also examined executed Certificate No. 1 of this issue. BASED ON SAID EXAMINATION, IT IS OUR OPINION that the tran- script of certified proceedings evidences complete legal authority for the issuance of the Certificates in full compliance with the Constitution and laws of the State of Texas presently effective; that therefore the Certificates 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 Certificates and the interest thereon. Page 1 of 2 pages i Sri - IT IS OUR FURTHER OPINION that the revenues to be derived from the operation of the sanitary sewer system of the City, after the payment of all operation and maintenance expenses of said system, are also pledged to the payment of the principal of and interest on the Certificates to the extent that said taxes levied and collected for same may ever be insufficient or unavailable for said purpose, the said pledge of revenues being in all things junior and subordinate to the existing pledge of and lien on said revenues for the payment of the interest on and principal of all of the outstanding waterworks and sanitary sewer system revenue bonds of the City, all as set forth in the ordinance adopted by the City Council of the City authorizing the Certificates (the "Ordinance") . THE CITY has reserved the right, subject to the restric- tions stated in the Ordinance, to issue additional certificates of obligation, for any lawful purpose, to be on a parity with the Certificates and to be payable from, and secured by a lien on and pledge of the aforesaid Net Revenues in the same manner and to the same extent as the Certificates. IT IS OUR FURTHER OPINION that the interest on the Certifi- cates is exempt from all present Federal income taxation under existing statutes, regulations, published rulings and court decisions. j ///// r Page 2 of 2 pages 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 $325, 000 WATER- WORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980, dated September 1, 1980, now in process of issuance. I certify that: 1 . The following persons constitute the City Council of the City: Tom Reid Mayor Carlton McComb Council Member Charles Mack Council Member Alfred E. Lentz Council Member Fran Coppinger Council Member Terry Gray Council Member Dorothy L. Cook City Secretary 2 . James O. DeShazer is City Tax Assessor-Collector of the City. 3. The Home-Rule Charter of the City has not been amended, altered, changed, or repealed since the issuance of the City' s Permanent Improvement Bonds, Series 1978, dated September 1, 1978, Comptroller' s Registration No. 44579. 4 . The following is a true, correct, and complete statement of the indebtedness of the City payable from taxes, to-wit: Purpose Date Interest Maturities Amt. Outst. Brazoria Co. WC&ID #3 WW&SS Ser. ' 61 4-1-61 4 . 20% $ 10M 4-1-1981/87 $ 70 , 000 WW&SSS Ser. ' 64 12-1-64 3. 60% 35M 6-1-1981/83 3-3/4% 40M 1984 30M 1985/86 3. 80% 35M 1987 45IM 1988 50M 1989/91 3. 90% 55M 1992/94 600 , 000 Page 1 of 3 pages Purpose Date Interest Maturities Amt. Outst. G.O. Ser. ' 66 6-1-66 4-7/8% $ 15M 6-1-1981/84 30M 1985 4. 30% 30M 1986/88 4. 35% 30M 1989/90 35M 1991 4 . 40% 35M 1992/93 40M 1994 100M 1995 $ 485 , 000 G.O. Ser. ' 68 8-1-68 4 . 80% 25M 2-1-1981/82 30M 1983/84 5% 30M 1985/87 35M 1988/89 5. 10% 40M 1990/91 5-1/4% 40M 1992 50M 1993/95 540, 000 G. 0. Ser. ' 75 6-1-75 5. 90% 25M 2-1-1981 30M 1982 35M 1983/85 45M 1986/87 6% 50M 1988/89 6. 10% 55M 1990 6.25% 60M 1991 6. 40% 65M 1992 6. 50% 65M 1993 595 , 000 Cert. of Oblig. Ser. ' 76 7-1-76 6. 25% 25M 8-1-1981 30M 1982 25M 1983 30M 1984/85 25M 1986 165, 000 Cert. of Oblig. Ser. ' 76-A 7-1-76 6. 25% 5M 8-1-1986 35M 1987/88 40M 1989 1M 1990 116 , 000 Time Wts. 7-1-77 6-1/2% 15M 7-1-1981/82 30 , 000 Comp. Update Time Wts. Ser. ' 78 4-1-78 6. 50% 7M 4-1-1981 7, 000 Cert. of Oblig. Ser. ' 78 5-1-78 5. 00% 20M 2-1-1981/84 25M 1985 30M 1986 60M 1987/88 255 , 000 Page 2 of 3 pages Purpose Date Interest Maturities Amt. Outst. Cert. of Oblig. Ser. ' 78A 6-1-78 6. 00% $ 25M 2-1-1981/86 5M 1987 $ 155 , 000 Perm. Imp. Ser. ' 78 9-1-78 5 . 90% 25M 3-1-1981 30M 1982 50M 1983/86 30M 1987 4 . 90% 50M 1988 • 5. 00% 125M 1989/90 5. 10% 125M 1991 5. 20% 125M 1992 5. 25% 125M 1993 5. 30% 200M 1994 5. 40% 200M 1995 5. 50% 250M 1996/97 1, 860, 000 Cert. of Oblig. Ser. ' 78B 12-1-78 6. 25% 11M 12-1-1980/81 10M 1982 32 ,000 Med. Serv. Time Wts. Ser. ' 79 10-1-79 6. 50% 15M 10-1-1980/82 45 , 000 Drainage Study Time Wts. Ser. ' 79 12-1-79 6. 50% 7M 12-1-1980 6M 1981 13, 000 CERTIFICATES IN PROCESS OF ISSUANCE Cert. of Oblig. Ser. ' 80 9-1-80 6. 50% 10M 3-1-1983 40M 1984 45M 1985 50M 1986 65M 1987 60M 1988 55M 1989 325 , 000 TOTAL $ 5, 293, 000 WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CITY, this 22nd day of September, 1980. ity Secretary CITY OF PEA D, TEXAS (SEAL) Page 3 of 3 pages 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 25th day of August , 1980 , 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 authorizing publica- tion of notice of intention to issue $325, 000 certificates of obligation of the City 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 THE OFFICIAL SEAL OF THE CITY, this day of August, . 1980. /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND, TEXAS (SEAL) AVISO DE REUNION EL ESTADO DE TEXAS X CONDADOS DE BRAZORIA Y X HARRIS X CIUDAD DE PEARLAND X SE NOTIFICA por el presente de una reunion del Cabildo Municipal de la CIUDAD DE PEARLAND, Condados de Brazoria y Harris, Texas (la "Ciudad") , a celebrarse el dia 25 de agosto de 1980, a las 7 : 30 p.m. en: Edificio del Municipio Pearland, Texas con el proposito de considerar y, si to encontrara aconseja- ble el Cabildo Municipal, adoptar una resolucion autorizando la publicacion del aviso de intencion de emitir $325 , 000 en certificados de obligacion de la Ciudad y con el proposito de conducir, considerar, y actuar sobre cualquier otro asunto que sea presentado ante la reunion. La necesidad de la Ciudad para dicho financiamiento crea una emergencia y una urgente necesidad pfiblica para la celebracion de la reunion y para la adopcion de dicha reso- lucion durante la reunion. OTORGADO ANTE MI Y EL SELLO OFICIAL DE LA CIUDAD, este dia de agosto de 1980 . /fdo/ Dorothy L. Cook Secretaria Municipal CIUDAD DE PEARLAND, TEXAS (SELLO) .r.m �� errs �� •�� CERTIFICATE FOR RESOLUTION THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We, the undersigned officers of the CITY OF PEARLAND, TEXAS (the "City" ) , hereby certify as follows : 1. The City Council of the City convened in regular meeting on the 25th day of August, 1980 , at its regular meeting place thereof, within the City, and the roll was called of the duly constituted offi- cers and members of the City Council and the City Secretary, to-wit: Tom Reid Mayor Carlton McComb Council Member Charles Mack Council Member Alfred E. Lentz Council Member Fran Coppinger Council Member Terry Gray Council Member Dorothy L. Cook City Secretary and all of said persons were present, except the following absentees : , thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written RESOLUTION AUTHORIZING PUBLICATION OF NOTICE OF INTENTION TO ISSUE $325, 000 CITY OF PEARLAND, TEXAS, CERTIFICATES OF OBLIGATION (the "Resolution") was duly introduced for the consideration of the City Council and read in full. It was then duly moved and seconded that the Resolution be adopted; and, after due discussion, said motion, carrying with it the adoption of the Resolution, prevailed and carried by the fol- lowing vote: AYES: All members of the City Council shown present above voted "Aye" . NAYS: None. 2. That a true , full and correct copy of the Resolution adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that the Resolution has been duly recorded in the City Council' s minutes of said meeting; that the above and fore- going paragraph is a true, full and correct excerpt from the City Council ' s minutes of said meeting pertaining to the adoption of the Resolution; that the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of the City Council as indicated therein; that each of the officers and members of the City Council was duly and sufficiently notified officially and personally, in advance, of the date, hour, place and subject of the aforesaid meeting , and that the Resolution would be introduced and considered for adoption at said meeting, and each of said officers and members consented, in advance, to the holding of such meeting for such purpose; that said meeting was open to the public as required by law; and that public notice of the date, hour, place and subject of said meeting was given as required by Vernon' s Article 6252-17 , as amended. SIGNED AND SEALED this 25th day of Augus , 1980. 1- 9 Cityry Y cret� Ma or (SEAL) RESOLUTION AUTHORIZING PUBLICATION OF NOTICE OF INTENTION TO ISSUE $325, 000 CITY OF PEARLAND, TEXAS , CERTIFICATES OF OBLIGATION THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § WHEREAS, the City Council of the CITY OF PEARLAND , TEXAS (the "City" ) , deems it advisable to issue Certificates of Obligation of the City in accordance with the notice herein- after set forth; therefore BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. The facts and recitations contained in the •preamble of this resolution are hereby found and declared to be true and correct. Section 2 . The City Secretary is hereby authorized and directed to cause to be published in the manner required by law a notice of intention to issue Certificates of Obligation in substantially the following form: NOTICE OF INTENTION TO ISSUE CERTIFICATES OF OBLIGATION NOTICE IS HEREBY GIVEN that the City Council of the City of Pearland, Texas (the "City" ) , will meet in the City Hall, City of Pearland, Texas, at 7 : 30 p.m. on September 22 , 1980 , to adopt an ordinance authorizing the issuance of the City' s Certificates of Obligation, payable from City ad valorem taxes and a subordinate pledge of the revenues of the waterworks system of the City, in the maximum aggregate principal amount of $325, 000, 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, and maturing over a period of years not to ex- ceed twenty (20) years from the date thereof, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the waterworks system of the City, and the cost of professional services in- curred in connection therewith. WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CITY, this 25th day of August, 1980. /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND , TEXAS (SEAL) Section 3 . The notice set forth in Section 2 above shall be published once a week for two (2) consecutive weeks in a newspaper which is of general circulation in the City, the date of the first publication to be not less than fourteen (14) days prior to the date tentatively set in said notice for the passage of the ordinance authorizing the issuance of such Certificates of Obligation. Section 4 . The Mayor, City Secretary, and other officers of the City are hereby authorized and directed to do any and all things necessary or desirable to carry out the provisions of this resolution. Section 5 . This resolution shall take effect immediately upon its passage. Section 6 . 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, and ratified. PASSED AND APPROVED this 25th day of August, 1980 . /s/ Tom Reid ATTEST: Mayor CITY OF PEARLAND, TEXAS /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND, TEXAS (SEAL) (P1 NOTICE OF INTENTION TO ISSUEPer clippings he CERTIFICATES OF OBLIGATION his line . ) NOTICE IS HEREBY GIVEN that the City Council of the City of Pearland,Texas(the "City"),will meet in the City Hall;.City of Pearland, Texas, at 7:30 p.m. on AFFIDAVIT OF PL September 22, 198o, to adopt an ordinance authorizing the issuance of the City's Certificates of Obligation, payable from City ad valorem taxes and a sub- ordinate pledge of the revenues of the THE STATE OF TEXAS § waterworks system of the City, In the maximum aggregate principal amount of $325,000,bearing interest at any rate or COUNTY OF BRAZORIA § 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, and maturing over a period of years not to exceed twenty(20) years from the date thereof, for the BEFORE ME, the undersigned Z. purpose of evidencing the indebtedness of day per— the City for all or any part of the cost of extending and improving the waterworks sonally appeared Marie Moore . system of the City, and the cost of pro- ;or fessional services incurred in connection therewith. WITNESS MY HAND AND THE (Editor/Publisher) of Journal OFFICIAL SEAL OF THE CITY, this 25th 'e ing by me day of August,1980. 1.1 Dorothy L.Cook duly sworn, upon oath, deposes ar CltyofP ityn�T::y AVISO DE INTENCION DE EMITIR The attached clippings CERTIFICADOS DE OBLIOACION d one in Spanish) of a N SE NOTIFICA POR EL PRESENTE que el • Cabildo Municipal de la Ciudad de Pear- TO ISSUE CERTIFICATES ( land,Texas(la"Ciudad"),se reunira en el published in Jo Edificio del Municipio,Ciudad de Pearland, y Texas, a las 7:30 p.m. del 22 de -7 a newspaper which is O, septiembre de 1980, pare adopter una on ordenanza autorizando la emision de in the City of Pearlanc Certificandos de Obligaclon de la Ciudad, i1— pagaderos de impuestos al valor de la lowing issues, to—wit: Ciudad y de una prenda subordinada de los ingresos del sistema de abastecimi- ento de agues de la Ciudad,en la cantidad August 28 principal total maxima de $325,000, Ilevando interes a cualquiera tasa c taxes. a no exceder la tasa maxima de interes September autorizada por la ley en el presente o en el P futuro, segun sea determinado a discrecion del Cabildo Municipal. y con vencimiento sobre un periodo de anos a and the attached newspi no exceder veinte(20)anos a partir de su fecha, con el proposito de evidenciar el true and correct copse, adeudo de la Ciudad por todo o alguna parte del costo de ampliacion y meloras al notice. sistema de abastecimiento de aquas de la Ciudad, y el costo de servicios profesionales incurridos en relacion a to mismo. OTORGADO ANTE MI Y EL SELLO OFICIAL DE LA CIUDAD,este die 25 de , — agostode 1980. ltdo/Dorothy L.Cook Secreted'Municipal SWORN TO AND SUBSCRIBED BE _ Ciudad a.Pearland,Texas BED_ -- ay of 1980. yX-r�rL Notar P blic in and for Braz is County, Texas (NOTARY 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 8th day of September, 1980 , at 7 : 30 p.m. in the: City Hall Pearland, Texas for the purpose of adopting an ordinance authorizing issuance of Certificates of Obligation of the City and for the purpose of conducting, considering, and acting upon such other busi- ness 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 THE OFFICIAL SEAL OF THE CITY, this 5th day of September, 1980. /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND, TEXAS (SEAL) AVISO DE REUNION EL ESTADO DE TEXAS X CONDADOS DE BRAZORIA Y X HARRIS X CIUDAD DE PEARLAND X SE NOTIFICA por el presente de una reunion del Cabildo Municipal de la CIUDAD DE PEARLAND, Condados de Brazoria y Harris, Texas (la "Ciudad") , a celebrarse el dia 8 de sep- tiembre de 1980, a las 7: 30 p.m. en: Edificio del Municipio Pearland, Texas con el proposito de adoptar una ordenanza autorizando la emision de Certificados de Obligacion de la Ciudad y con el proposito de conducir, considerar, y actuar sobre cualquier otro asunto que sea presentado ante la reunion. La necesidad de la Ciudad para dicho financiamiento crea una emergencia y una urgente necesidad p .blica para la celebracion de la reunion y para la adopcion de dicha orde- nanza durante la reunion. OTORGADO ANTE MI Y EL SELLO OFICIAL DE LA CIUDAD, este dia de septiembre de 1980. /fdo/ Dorothy L. Cook Secretaria Municipal CIUDAD DE PEARLAND, TEXAS (SELLO) 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 3:00 o 'clock P. .m. on the Sth day of September , 1980 , 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 5 day of Septemhe;tt_• 1980. City Secreta CITY OF PEAR ND, TEXAS (SEAL) "m, mum" • CERTIFICATE FOR ORDINANCE TH STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We, the undersigned officers of the CITY OF PEARLAND, TEXAS (the "City") , hereby certify as follows : 1. The City Council of the City convened in regular meeting on the 8th day of September, 1980, at its regular meeting place thereof, within the City, and the roll was called of the duly constituted offi- cers and members of the City Council and the City Secretary, to-wit: Tom Reid Mayor Carlton McComb Council Member Charles Mack Council Member Alfred E. Lentz Council Member Fran Coppinger Council Member Terry Gray Council Member Dorothy L. Cook City Secretary and all of s id persons were present, except the following absentees : , thus constituting a quorum. Whereupon, among of er business , the following was transacted at said meeting: a written ORDINANCE AUTHORIZING ISSUANCE OF $325, 000 CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980; AND CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT (the "Ordinance") was duly introduced for the consideration of the City Council and read in full. It was then duly moved and seconded that the Ordinance be adopted; and, after due discussion, said motion, carrying with it the adoption of the Ordinance, prevailed and carried by the fol- lowing vote: AYES: All members of the City Council shown present above voted "Aye" . NAYS: None. 2. That a true, full and correct copy of the Ordinance adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that the Ordinance has been duly recorded in the City Council' s minutes of said meeting; that the above and fore- going paragraph is a true, full and correct excerpt from the City Council' s minutes of said meeting pertaining to the adoption of the Ordinance; that the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of the City Council as indicated therein; that each of the officers and members of the City Council was duly and sufficiently notified officially and personally, in advance , of the date, hour, place and subject of the aforesaid meeting, and that the Ordinance would be introduced and considered for adoption at said meeting, and each of said officers and members consented, in advance, to the holding of such meeting for such purpose; that said meeting was open to the public as required by law; and that public notice of the date, hour, place and subject of said meeting was given as required by Vernon' s Article 6252-17, as amended. SIGNED AND SEALED this 8th day of Septem r, 1980 . C Cit cr t'az7"-°—A( Mayor (SEAL) ORDINANCE AUTHORIZING ISSUANCE OF $325, 000 CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980; AND CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § WHEREAS, the City Council of the CITY OF PEARLAND, TEXAS (the "City") , authorized the publication of a notice of inten- tion to issue certificates of obligation to the effect that the City Council will meet in the City Hall of the City on September 22, 1980, to adopt an ordinance authorizing the issu- ance of certificates of obligation, payable from City ad valorem taxes and revenues of the waterworks system of the City, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the water- works system of the City, and the cost of professional services incurred in connection therewith; and WHEREAS, such notice was published at the times and in the manner required by the Constitutions and laws of the State of Texas and of the United States of America, respectively, particularly Article 2368a.1, Vernon's Texas Civil Statutes , as amended; THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PEARLAND THAT: Section 1. The facts and recitations contained in the preamble of this ordinance are hereby found and declared to be true and correct. Section 2 . The City' s negotiable certificates of obliga- tion, to be designated CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980 (hereinafter called the "Certificates") , are hereby authorized to be issued and delivered in the principal amount of $325, 000 for the pur- pose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the waterworks • system of the City, and the cost of professional services in- curred in connection therewith. Section 3 . The Certificates shall be dated September 1, 1980, shall be numbered consecutively from 1 through 65, shall be in the denomination of $5, 000 each and shall mature serially on March 1 of each of the years, and in the amounts, respec- tively, set forth in the following schedule: YEAR AMOUNT 1983 $10 , 000 1984 40 , 000 1985 45, 000 1986 50 ,000 1987 65, 000 -- , 1988 60, 000 1989 55, 000 The Certificates may be redeemed prior to their scheduled ma- turities , at the option of the City, on the dates stated and in the manner provided in the FORM OF CERTIFICATE set forth in this ordinance. Section 4 . The Certificates shall bear interest from their date to maturity or redemption at the rate of 6. 50% per annum, evidenced by interest coupons which shall appertain to the Certificates and which shall be payable on the dates indi- cated in the FORM OF CERTIFICATE set forth in this ordinance. Section 5 . The Certificates, and the interest coupons ap- pertaining thereto, shall be payable, shall have the character- istics, and shall be signed and executed (and the Certificates shall be sealed) , all as provided and in the manner indicated in the FORM OF CERTIFICATE set forth in this ordinance. Section 6. The form of the Certificates, including the form of registration certificate of the Comptroller of Public Accounts of the State of Texas to be printed and endorsed on each of the Certificates, and the form of the aforesaid inter- est coupons which shall appertain and be attached initially -2- MIMM mom. mimma mom moms mom. to each of the Certificates, shall be, respectively, substan- tially as follows: FORM OF CERTIFICATE: NO. $5 , 000 UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF BRAZORIA AND HARRIS CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATE OF OBLIGATION SERIES 1980 ON MARCH 1, 19 , the CITY OF PEARLAND (the "City") , in the Counties of Brazoria and Harris, in the State of Texas, promises to pay to bearer the principal amount of FIVE THOUSAND DOLLARS and to pay interest thereon, from the date hereof, at the rate of 6. 50% per annum, evidenced by interest coupons payable September 1, 1981, and semiannually thereafter on each March 1 and September 1 while this Certificate is outstanding. The principal of this Certificate and the interest coupons apper- taining hereto shall be payable to bearer, in lawful money of the United, States of America, without exchange or collection charges to the bearer, upon presentation and surrender of this Certificate or proper interest coupon at the PEARLAND STATE BANK, Pearland, Texas, which shall be the paying agent for this series of Certificates. THIS CERTIFICATE is one of a series of negotiable , coupon certificates, dated September 1, 1980, numbered consecutively from 1 through 65, in the denomination of $5, 000 each, aggre- gating $325,000, issued in accordance with the Constitution and laws of the State of Texas , particularly Article 2368a. 1 , Vernon' s Texas Civil Statutes, as amended, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the waterworks system of the City, and the cost of professional services incurred in -3- connection therewith, and pursuant to an ordinance (the "Ordi- • nance") duly adopted by the City Council of the City, which Ordinance is of record in the official minutes of said City Council. ON MARCH 1, 1983, OR ON ANY INTEREST PAYMENT DATE THEREAFTER, the outstanding Certificates 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 accrued interest thereon to the date fixed for any such redemption. At least thirty days prior to the date fixed for any such redemption, the City shall cause a written notice of such redemption to be mailed to the bank at which the Certificates are payable and either (1) mailed to the bearer hereof, or (2) published at least once in a financial publica- tion published in the City of New York, New York, or in the City of Austin, Texas . By the date fixed for any such redemption, due provision shall be made with the paying agent for the pay- ment of the required redemption price. If such written notice of redemption is given and if due provision for such payment is made, all as provided above, the Certificates which are to be so redeemed thereby automatically shall be redeemed prior to their scheduled maturities; and they shall not be regarded as being outstanding except for the purpose of being paid by the paying agent with the funds so provided for such payment. IT IS HEREBY certified, recited, and covenanted that this Certificate has been duly and validly authorized, issued, and delivered; that all acts , conditions , and things required or proper to be performed, exist, and be done precedent to or in the issuance and delivery of this Certificate, have been per- formed, existed, and been done in accordance with law; that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Certificate, as such interest comes due and such principal matures, have been levied -4- and ordered to be levied against all taxable property in the City and have been pledged for such payment within the limits prescribed by law; that this Certificate shall be a debt of the City within the meaning of Article XI, Sections 5 and 7 of the Constitution of Texas; and that, when delivered, this Certificate shall be deemed and construed (i) to be a "Security" within the meaning of Chapter 8 , Investment Securities , Uniform Commercial Code (Chapter 785, Acts of the 60th Legislature, Regular Session, 1967) , and (ii) to be an obligation of the City within the meaning of Chapter 784 , Acts of the 61st Legislature of Texas, Regular Session, 1969 . IT IS FURTHER CERTIFIED, RECITED AND REPRESENTED that the revenues to be derived from the operation of the waterworks system of the City, after the payment of all operation and main- tenance expenses of said system, are also pledged to the payment of the principal of and interest on this Certificate and the series of Certificates of which it is a part to the extent that said taxes levied and collected for same may ever be insufficient or unavailable for said purpose, the said pledge of revenues being in all things junior and subordinate to the existing and any future pledge of and lien on said revenues for the payment of the interest on and principal of all waterworks and sanitary sewer system revenue bonds of the City, now outstanding or from time to time hereafter issued, all as set forth in the Ordinance. THE CITY HAS RESERVED THE RIGHT TO ISSUE ADDITIONAL PARITY CERTIFICATES, and said certificates may be payable from the same source, secured in the same manner and placed on a parity with this Certificate and the series of which it is a part, all as set forth in the Ordinance. IN WITNESS WHEREOF, this Certificate of Obligation and the interest coupons appertaining hereto have been signed with the facsimile signature of the Mayor and countersigned with the facsimile signature of the City Secretary of the City , -5- Ormoo moms worm worm worm ass, a r ems ammo ormor moms worm mmr respectively, and the official seal of the City has been duly • impressed, or placed in facsimile, on this Certificate. COUNTERSIGNED: xxxxxxxxxx Mayor xxxxxxxxxx CITY OF PEARLAND, TEXAS City Secretary CITY OF PEARLAND, TEXAS (SEAL) FORM OF REGISTRATION CERTIFICATE: COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. I hereby certify that this Certificate of Obligation has been examined, certified as to validity, and approved by the Attorney General of the State of Texas, and that this Certifi- cate of Obligation has been registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal this xxxxxxxxxx (SEAL) Comptroller of Public Accounts of the State of Texas FORM OF INTEREST COUPON: NO. $ ON 1, 19 , the CITY OF PEARLAND, in the Counties of Brazoria and Harris , State of Texas, promises to pay to bearer the amount shown on this interest coupon, in lawful money of the United States of America, without exchange or collection charges to the bearer, unless due provision has been made for the redemption prior to maturity of the Certificate to which this coupon appertains, upon presentation and surrender of this interest coupon, at the PEARLAND STATE BANK, Pearland, Texas, said amount being interest due that day on the Certificate of Obligation bearing the number hereinafter designated of that issue of CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980 , dated September 1, 1980 . Certificate No. -6- mmmmm - IMMO MEMO WM= are mum. xxxxxxxxxx xxxxxxxxxx City Secretary Mayor Section 7. A special fund or account, to be designated the "City of Pearland, Texas, Waterworks System Certificates of Obligation Interest and Sinking Fund" (hereinafter called the "Interest and Sinking Fund") , is hereby created and shall be established and maintained by the City at an official depository bank of the City. The Interest and Sinking Fund shall be kept separate and apart from all other funds and accounts of the City and shall be used only for paying the interest on and principal of the Certificates and any additional certificates hereafter issued on a parity herewith. All ad valorem taxes levied and collected for and on account of the Certificates shall be de- posited, as collected, to the credit of the Interest and Sinking Fund. During each year while any of the Certificates or inter- est coupons appertaining thereto are outstanding and unpaid, the City Council of the City shall compute and ascertain a rate and amount of ad valorem tax which will be sufficient to raise and produce the money required to pay the interest on the Cer- tificates as such interest comes due and to provide and maintain a sinking fund adequate to pay the principal of the Certificates as such principal matures but never less than 2% of the original principal amount of the Certificates as a sinking fund each year; and said tax shall be based on the latest approved tax rolls of the City, with full allowance being made for tax delinquen- cies and the cost of tax collection. Said rate and amount of ad valorem tax are hereby levied, and are hereby ordered to be levied, against all taxable property in the City for each year while any of the Certificates or interest coupons appertaining thereto are outstanding and unpaid; and said tax shall be assessed and collected each such year and deposited to the credit of the Interest and Sinking Fund. Said ad valorem taxes sufficient to provide for the payment of the interest on and principal of -7- the Certificates, as such interest comes due and such principal • matures, are hereby pledged for such payment within the limits prescribed by law. Section 8 . The revenues to be derived from the operation of the waterworks system of the City, after the payment of all operation and maintenance expenses of said system, are hereby pledged to the payment of the principal of and interest on the Certificates as the same come due to the extent that the taxes mentioned in Section 7 of this ordinance may ever be insuffi- cient or unavailable for said purpose, provided that this pledge of said revenues is and shall be in all things junior and sub- ordinate to the existing and any future pledge of and lien on said revenues for the payment of the interest on and principal of all waterworks and sanitary sewer system revenue bonds of the City now outstanding or from time to time hereafter issued. Section 9. Immediately following delivery of the Certifi- cates to the purchaser thereof, the accrued interest and premium, if any, shall be deposited in the Interest and Sinking Fund. Section 10. The City expressly reserves the right to (a) issue additional parity certificates, which may be payable from the same source, secured in the same manner and placed on a parity with the Certificates and (b) refund the Certificates in any manner provided by law. Section 11. The City certifies that based upon all facts and estimates now known or reasonably expected to be in exis- tence on the date the Certificates are delivered and paid for, the City reasonably expects that the proceeds of the Certifi- cates will not be used in a manner that would cause the Certifi- cates or any portion of the Certificates to be an "arbitrage certificate" under Section 103 (c) (2) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed there- under. Furthermore, all officers, employees and agents of the City are authorized and directed to provide certifications of -8- mmmi mom facts and estimates that are material to the reasonable expecta- tions of the City as of the date the Certificates are delivered and paid for. In particular, all or any officers of the City are authorized to certify for the City the facts and circum- stances and reasonable expectations of the City on the date the Certificates are delivered and paid for regarding the amount and use of the proceeds of the Certificates. Moreover, the City covenants that it shall make such use of the proceeds of the Certificates, regulate investments of proceeds of the Certifi- cates and take such other and further actions as may be required so that the Certificates shall not be "arbitrage certificates" under Section 103 (c) (2) of the Internal Revenue Code of 1954 , as amended, and the regulations prescribed from time to time thereunder. Section 12. The Mayor of the City is hereby authorized to have control of the Certificates and all necessary records and proceedings pertaining to the Certificates pending their delivery and their investigation, examination, and approval by the Attorney General of the State of Texas and their registra- tion by the Comptroller of Public Accounts of the State of Texas. Upon registration of the Certificates, the Comptroller of Public Accounts (or a deputy designated in writing to act for the Comptroller) shall manually sign the Comptroller' s Registration Certificate prescribed herein to be printed and endorsed on each Certificate; and the seal of the Comptroller shall be impressed, or placed in facsimile, on each of the Certificates. Section 13 . The Certificates are hereby sold and shall be delivered to the PEARLAND STATE BANK, Pearland, Texas, for the par value thereof and accrued interest thereon to date of delivery, subject to the unqualified approving opinions, as to the legality of the Certificates, of the Attorney General of the State of Texas and of Vinson & Elkins, Houston, Texas, market -9- — attorneys; and it is hereby officially found, determined, and • declared that the Certificates are sold on the best terms and for the best price possible. Section 14 . The approving opinion of Vinson & Elkins, Houston, Texas, may be printed on the back of each of the Cer- tificates, but errors or omissions in such opinion shall have no effect on the validity of the Certificates. Section 15. The Mayor and all other appropriate officers of the City are hereby authorized and directed to do any and all things necessary or convenient to carry out the provisions of this ordinance. Section 16 . This ordinance shall take effect immediately upon its passage following the second and final reading thereof. Section 17 . 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 ordinance is adopted and for the adoption of this ordinance; and the NOTICE OF MEETING relating to said meeting and hereto- fore posted by the City Secretary, and the posting thereof, is hereby authorized, approved, adopted and ratified. PASSED AND APPROVED this 8th day of September, 1980 . /s/ Tom Reid ATTEST: Mayor CITY OF PEARLAND, TEXAS /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND, TEXAS (SEAL) -10- 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 22nd day of September, 1980 , at 7 :30 p.m. in the: City Hall Pearland, Texas for the purpose of adopting an ordinance authorizing issuance of Certificates of Obligation of the City and for the purpose of conducting, considering, and acting upon such other busi- ness 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 THE OFFICIAL SEAL OF THE CITY, this /2 day of September, 1980. /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND, TEXAS (SEAL) AVISO DE REUNION EL ESTADO DE TEXAS X CONDADOS DE BRAZORIA Y X HARRIS X CIUDAD DE PEARLAND X SE NOTIFICA por el presente de una reuni6n del Cabildo Municipal de la CIUDAD DE PEARLAND, Condados de Brazoria y Harris, Texas (la "Ciudad") , a celebrarse el dia 22 de sep- tiembre de 1980, a las 7 : 30 p.m. en: Edificio del Municipio Pearland, Texas con el prop6sito de adoptar una ordenanza autorizando la emisiOn de Certificados de Obligaci6n de la Ciudad y con el prop6sito de conducir, considerar, y actuar sobre cualquier otro asunto que sea presentado ante la reuni6n. La necesidad de la Ciudad para dicho financiamiento crea una emergencia y una urgente necesidad pflblica para la celebraci6n de la reunion y para la adopci6n de dicha orde- nanza durante la reuni6n. OTORGADO ANTE MI Y EL SELLO OFICIAL DE LA CIUDAD, este dia /7 de septiembre de 1980. /fdo/ Dorothy L. Cook Secretaria Municipal CIUDAD DE PEARLAND, TEXAS (SELLO) ^m moms m — mom mom, mom � ma immiw r ..r .mo" imrg 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 //:S6 o 'clock A .m. on the i/ day of ,Q-t-< , 1980 , in a place readily accessible o the gene 1 public at all times, to-wit: , in the City Hall of the City. WITNESS MY HAND AND THE OFFICIAL SEAL OF THE CITY, this /7 day of u4,fr, , 1980. _ity Secreta CITY OF PEA AND, TEXAS (SEAL) +r.m mmm Mimm IIMMM r um. mom mum mmr milmm CERTIFICATE FOR ORDINANCE THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § We, the undersigned officers of the CITY OF PEARLAND, TEXAS (the "City") , hereby certify as follows: 1. The City Council of the City convened in regular meeting on the 22nd day of September, 1980, at its regular meeting place thereof, within the City, and the roll was called of the duly constituted offi- cers and members of the City Council and the City Secretary, to-wit: Tom Reid Mayor Carlton McComb Council Member Charles Mack Council Member Alfred E. Lentz Council Member Fran Coppinger Council Member Terry Gray Council Member Dorothy L. Cook City Secretary and all of said persons were present, except the following absentees : , thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written ORDINANCE AUTHORIZING ISSUANCE OF $325, 000 CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980; AND CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT (the "Ordinance") was duly introduced for the consideration of the City Council, and for the second and final reading thereof, and read in full. It was then duly moved and seconded that the Ordinance be adopted; and, after due discussion, said motion, carrying with it the adoption of the Ordinance for the second time, prevailed and carried by the following vote: AYES: All members of the City Council shown present above voted "Aye" . NAYS: None. 2. That a true, full and correct copy of the Ordinance adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that the Ordinance has been duly recorded in the City Council ' s minutes of said meeting; that the above and fore- going paragraph is a true, full and correct excerpt from the City Council' s minutes of said meeting pertaining to the adoption of the Ordinance; that the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of the City Council as indicated therein; that each of the officers and members of the City Council was __ duly and sufficiently notified officially and personally, in advance, of the date, hour, place and subject of the aforesaid meeting, and that the Ordinance would be introduced and considered for adoption at said meeting, and each of said officers and members consented, in advance , to the holding of such meeting for such purpose; that said meeting was open to the public as required by law; and that public notice of the date, hour, place and subject of said meeting was given as required by Vernon' s Article 6252-17, as amended. SIGNED AND SEALED this 22nd day of Septem r, 1980 . VO fQ-1 - p �4 / (4/ City ecretary Mayor (SEAL) p.m* pm+ mom mmm r MINIM MMMI r= `m i imm11 rql ORDINANCE AUTHORIZING ISSUANCE OF $325, 000 CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980 ; AND CONTAINING OTHER PROVISIONS RELATING TO THE SUBJECT THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § WHEREAS, the City Council of the CITY OF PEARLAND, TEXAS (the "City") , authorized the publication of a notice of inten- tion to issue certificates of obligation to the effect that the City Council will meet in the City Hall of the City on September 22, 1980, to adopt an ordinance authorizing the issu- ance of certificates of obligation, payable from City ad valorem taxes and revenues of the waterworks system of the City, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the water- works system of the City, and the cost of professional services incurred in connection therewith; and WHEREAS, such notice was published at the times and in the manner required by the Constitutions and laws of the State of Texas and of the United States of America, respectively, particularly Article 2368a.l, Vernon' s Texas Civil Statutes , as amended; THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PEARLAND THAT: Section 1. The facts and recitations contained in the preamble of this ordinance are hereby found and declared to be true and correct. Section 2 . The City ' s negotiable certificates of obliga- tion, to be designated CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980 (hereinafter called the "Certificates") , are hereby authorized to be issued and delivered in the principal amount of $325, 000 for the pur- pose of evidencing the indebtedness of the City for all or any r•mi. r.omm mom mom moms mils mom = — moor +.1 - part of the cost of extending and improving the waterworks system of the City, and the cost of professional services in- curred in connection therewith. Section 3 . The Certificates shall be dated September 1 , 1980, shall be numbered consecutively from 1 through 65, shall be in the denomination of $5, 000 each and shall mature serially on March 1 of each of the years , and in the amounts, respec- tively, set forth in the following schedule: -YEAR AMOUNT 1983 $10 , 000 - 1984 40 , 000 - 5 1985 45, 000 1986 50 ,000 1987 65, 000 1988 60, 000 1989 55, 000 The Certificates may be redeemed prior to their scheduled ma- turities , at the option of ‘ the City, on the dates stated and in the manner provided in the FORM OF CERTIFICATE set forth in this ordinance . Section 4 . The Certificates shall bear interest from their date to maturity or redemption at the rate of 6. 50% per annum, evidenced by interest coupons which shall appertain to the Certificates and which shall be payable on the dates indi- cated in the FORM OF CERTIFICATE set forth in this ordinance. Section 5. The Certificates, and the interest coupons ap- pertaining thereto, shall be payable, shall have the character- istics , and shall be signed and executed (and the Certificates shall be sealed) , all as provided and in the manner indicated in the FORM OF CERTIFICATE set forth in this ordinance. Section 6. The form of the Certificates, including the form of registration certificate of the Comptroller of Public Accounts of the State of Texas to be printed and endorsed on each of the Certificates, and the form of the aforesaid inter- est coupons which shall appertain and be attached initially -2- Women 11114=M MMM MMM ammo dm.= Elms mmm Nom% dimmim mom' to each of the Certificates, shall be, respectively, substan- tially as follows: FORM OF CERTIFICATE: NO. $5, 000 UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF BRAZORIA AND HARRIS CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATE OF OBLIGATION SERIES 1980 ON MARCH 1, 19 , the CITY OF PEARLAND (the "City") , in the Counties of Brazoria and Harris, in the State of Texas, promises to pay to bearer the principal amount of FIVE THOUSAND DOLLARS and to pay interest thereon, from the date hereof, at the rate of 6 . 50% per annum, evidenced by interest coupons payable September 1, 1981, and semiannually thereafter on each March 1 and September 1 while this Certificate is outstanding. The principal of this Certificate and the interest coupons apper- taining hereto shall be payable to bearer, in lawful money of the United States of America, without exchange or collection charges to the bearer, upon presentation and surrender of this Certificate or proper interest coupon at the PEARLAND STATE BANK, Pearland, Texas, which shall be the paying agent for this series of Certificates. THIS CERTIFICATE is one of a series of negotiable, coupon certificates, dated September 1, 1980, numbered consecutively from 1 through 65, in the denomination of $5, 000 each, aggre- gating $325, 000 , issued in accordance with the Constitution and laws of the State of Texas, particularly Article 2368a. 1 , Vernon' s Texas Civil Statutes, as amended, for the purpose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the waterworks system of the City, and the cost of professional services incurred in -3- - - mom imimm minim moor art connection therewith, and pursuant to an ordinance (the "Ordi- nance") duly adopted by the City Council of the City, which Ordinance is of record in the official minutes of said City Council. ON MARCH 1, 1983, OR ON ANY INTEREST PAYMENT DATE THEREAFTER, the outstanding Certificates 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 accrued interest thereon to the date fixed for any such redemption. At least thirty days prior to the date fixed for any such redemption, the City shall cause a written notice of such redemption to be mailed to the bank at which the Certificates are payable and either (1) mailed to the bearer hereof, or (2) published at least once in a financial publica- tion published in the City of New York, New York, or in the City of Austin, Texas. By the date fixed for any such redemption, due provision shall be made with the paying agent for the pay- ment of the required redemption price. If such written notice of redemption is given and if due provision for such payment is made, all as provided above, the Certificates which are to be so redeemed thereby automatically shall be redeemed prior to their scheduled maturities; and they shall not be regarded as being outstanding except for the purpose of being paid by the paying agent with the funds so provided for such payment. IT IS HEREBY certified, recited, and covenanted that this Certificate has been duly and validly authorized, issued, and -- delivered; that all acts , conditions, and things required or proper to be performed, exist, and be done precedent to or in the issuance and delivery of this Certificate, have been per- formed, existed, and been done in accordance with law; that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Certificate, as such interest comes due and such principal matures, have been levied -4- and ordered to be levied against all taxable property in the City and have been pledged for such payment within the limits prescribed by law; that this Certificate shall be a debt of the City within the meaning of Article XI , Sections 5 and 7 of the Constitution of Texas; and that, when delivered, this Certificate shall be deemed and construed (i) to be a "Security" within the meaning of Chapter 8, Investment Securities , Uniform Commercial Code (Chapter 785, Acts of the 60th Legislature, Regular Session , 1967) , and (ii) to be an obligation of the City within the meaning of Chapter 784 , Acts of the 61st Legislature of Texas , Regular Session, 1969 . IT IS FURTHER CERTIFIED, RECITED AND REPRESENTED that the revenues to be derived from the operation of the waterworks system of the City, after the payment of all operation and main- tenance expenses of said system, are also pledged to the payment of the principal of and interest on this Certificate and the series of Certificates of which it is a part to the extent that said taxes levied and collected for same may ever be insufficient or unavailable for said purpose, the said pledge of revenues being in all things junior and subordinate to the existing and any future pledge of and lien on said revenues for the payment of the interest on and principal of all waterworks and sanitary sewer system revenue bonds of the City, now outstanding or from time to time hereafter issued, all as set forth in the Ordinance. THE CITY HAS RESERVED THE RIGHT TO ISSUE ADDITIONAL PARITY CERTIFICATES, and said certificates may be payable from the same source, secured in the same manner and placed on a parity with this Certificate and the series of which it is a part, all as set forth in the Ordinance. IN WITNESS WHEREOF, this Certificate of Obligation and the interest coupons appertaining hereto have been signed with the facsimile signature of the Mayor and countersigned with the facsimile signature of the City Secretary of the City , -5- - - - - mmin lomm - Mom Immo" r ter. imim.r - ■� respectively, and the official seal of the City has been duly impressed, or placed in facsimile, on this Certificate. COUNTERSIGNED: xxxxxxxxxx Mayor xxxxxxxxxx CITY OF PEARLAND, TEXAS City Secretary CITY OF PEARLAND, TEXAS (SEAL) FORM OF REGISTRATION CERTIFICATE: COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. I hereby certify that this Certificate of Obligation has been examined, certified as to validity, and approved by the Attorney General of the State of Texas, and that this Certifi- cate of Obligation has been registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal this xxxxxxxxxx (SEAL) Comptroller of Public Accounts of the State of Texas FORM OF INTEREST COUPON: NO. $ ON 1, 19 , the CITY OF PEARLAND, in the Counties of Brazoria and Harris , State of Texas, promises to pay to bearer the amount shown on this interest coupon, in lawful money of the United States of America, without exchange or collection charges to the bearer, unless due provision has been made for the redemption prior to maturity of the Certificate to which this coupon appertains, upon presentation and surrender of this interest coupon, at the PEARLAND STATE BANK, Pearland, Texas, said amount being interest due that day on the Certificate of Obligation bearing the number hereinafter designated of that issue of CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980 , dated September 1, 1980 . Certificate No. -6- �... - •� the Certificates , as such interest comes due and such principal matures, are hereby pledged for such payment within the limits prescribed by law. Section 8 . The revenues to be derived from the operation of the waterworks system of the City, after the payment of all operation and maintenance expenses of said system, are hereby pledged to the payment of the principal of and interest on the Certificates as the same come due to the extent that the taxes mentioned in Section 7 of this ordinance may ever be insuffi- cient or unavailable for said purpose, provided that this pledge of said revenues is and shall be in all things junior and sub- ordinate to the existing and any future pledge of and lien on said revenues for the payment of the interest on and principal of all waterworks and sanitary sewer system revenue bonds of the City now outstanding or from time to time hereafter issued. Section 9. Immediately following delivery of the Certifi- cates to the purchaser thereof, the accrued interest and premium, if any, shall be deposited in the Interest and Sinking Fund. Section 10 . The City expressly reserves the right to (a) issue additional parity certificates, which may be payable from the same source, secured in the same manner and placed on a parity with the Certificates and (b) refund the Certificates in any manner provided by law. Section 11. The City certifies that based upon all facts and estimates now known or reasonably expected to be in exis- tence on the date the Certificates are delivered and paid for, the City reasonably expects that the proceeds of the Certifi- cates will not be used in a manner that would cause the Certifi- cates or any portion of the Certificates to be an "arbitrage certificate" under Section 103 (c) (2) of the Internal Revenue Code of 1954, as amended, and the regulations prescribed there- under. Furthermore, all officers, employees and agents of the City are authorized and directed to provide certifications of -8- facts and estimates that are material to the reasonable expecta- tions of the City as of the date the Certificates are delivered and paid for. In particular, all or any officers of the City are authorized to certify for the City the facts and circum- stances and reasonable expectations of the City on the date the Certificates are delivered and paid for regarding the amount and use of the proceeds of the Certificates. Moreover, the City covenants that it shall make such use of the proceeds of the Certificates, regulate investments of proceeds of the Certifi- cates and take such other and further actions as may be required so that the Certificates shall not be "arbitrage certificates" under Section 103 (c) (2) of the Internal Revenue Code of 1954 , as amended, and the regulations prescribed from time to time thereunder. Section 12 . The Mayor of the City is hereby authorized to have control of the Certificates and all necessary records and proceedings pertaining to the Certificates pending their delivery and their investigation, examination, and approval by the Attorney General of the State of Texas and their registra- tion by the Comptroller of Public Accounts of the State of Texas. Upon registration of the Certificates , the Comptroller of Public Accounts (or a deputy designated in writing to act for the Comptroller) shall manually sign the Comptroller' s Registration Certificate prescribed herein to be printed and endorsed on each Certificate; and the seal of the Comptroller shall be impressed, or placed in facsimile, on each of the Certificates. Section 13 . The Certificates are hereby sold and shall be delivered to the PEARLAND STATE BANK, Pearland, Texas, for the par value thereof and accrued interest thereon to date of delivery, subject to the unqualified approving opinions, as to the legality of the Certificates, of the Attorney General of the State of Texas and of Vinson & Elkins, Houston, Texas, market -9- attorneys; and it is hereby officially found, determined, and declared that the Certificates are sold on the best terms and for the best price possible. Section 14 . The approving opinion of Vinson & Elkins, Houston, Texas, may be printed on the back of each of the Cer- tificates, but errors or omissions in such opinion shall have no effect on the validity of the Certificates. Section 15 . The Mayor and all other appropriate officers of the City are hereby authorized and directed to do any and all things necessary or convenient to carry out the provisions of this ordinance. Section 16 . This ordinance shall take effect immediately upon its passage following the second and final reading thereof. Section 17 . 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 ordinance is adopted and for the adoption of this ordinance; and the NOTICE OF MEETING relating to said meeting and hereto- fore posted by the City Secretary, and the posting thereof, is hereby authorized, approved, adopted and ratified. PASSED AND APPROVED this 22nd day of September, 1980 . /s/ Tom Reid ATTEST: Mayor CITY OF PEARLAND, TEXAS /s/ Dorothy L. Cook City Secretary CITY OF PEARLAND, TEXAS (SEAL) -10- CERTIFICATE OF ASSESSED VALUATION THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § CITY OF PEARLAND § I, the undersigned, the duly appointed, qualified, and acting Tax Assessor-Collector of the CITY OF PEARLAND of Brazoria and Harris Counties, Texas, do hereby certify that the following is a true and correct statement of the assessed valuation of taxable property in said City as shown by the duly approved tax rolls for the year 1980 , which are the last approved tax rolls for said City on file in my office, to-wit : $ 182,815,549.00 WITNESS MY HAND AND THE OFFICIAL SEAL OF SAID CITY, this 28th day of October, 1980. Ta Assessor-Collecto C TY OF PEARLAND, TEXAS (SEAL) maim SIGNATURE IDENTIFICATION AND NO-LITIGATION CERTIFICATE THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § We, the undersigned officers of the CITY OF PEARLAND, TEXAS, certify that we officially signed, by our facsimile signatures, on behalf of said City, the following described certificates of obligation, to-wit: CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980, dated September 1, 1980 , numbered con- secutively from 1 through 65, in the denomination of $5, 000 each, aggregating $325, 000, maturing serially on March 1 in each of the years 1983 through 1989, (the "Certificates") being on the date of such signing and on the date hereof the duly chosen, qualified, and acting officers authorized to execute the Certificates , and holding the official titles set forth below opposite our signatures. We further certify that said facsimile signatures have been affixed to the Certificates with our full knowledge and consent, and we hereby respectively adopt the same as our own signatures. We further certify that, to our knowledge, no litigation of any nature is now pending or threatened, either in the State or Federal courts contesting or attacking the Certificates or restraining or enjoining their issuance, execution or delivery, or restraining or enjoining the levy and/or collection and/or pledge of the funds from which the Certificates are payable, or in any manner questioning the authority or proceedings for the issuance, execution or delivery of the Certificates, or affecting the title of the present officials, and that no proceedings or authority for the issuance, execution or delivery of the Certificates have been repealed, rescinded or revoked. The undersigned officers whose facsimile signatures do appear on each of the coupons attached to the Certificates further certify that said facsimile signatures have been so affixed with their full knowledge and consent, and are hereby respectively adopted. We further certify that the seal which has been impressed, or placed in facsimile, upon each of the Certificates is the legally adopted, proper and only official seal of the issuer of the Certificates, said official seal being impressed on this certificate. We further certify that no petition or other request has been filed with or presented to any official of the issuer of the Certificates re- questing that any of the proceedings authorizing the Certificates be sub- mitted to a referendum or other election. We further certify that the information and data contained in the General Certificate dated September 22, 1980, is still true and correct as of this date. WITNESS OUR HANDS AND SAID SEAL, this / d, day o 4/47476L) , 1980 . / /Yyt, orothy L. ok Tom Reid City Secre ry Mayor (SEAL) The signatures of the above officers are hereby certified to be genuine. Pearland State Bank Name of Bank S ' ature of Bank Officer Pearland.Texas 77581 Senior Vice President City Title of Bank Officer (BANK SEAL) momm • November 10 , 1980 The Honorable Mayor and City Council City of Pearland City Hall Pearland, Texas 77581 Re: $325, 000 City of Pearland, Texas, Waterworks System Certificates of Obligation, Series 1980 Dear Mayor and Members of the City Council : As an inducement to the City of Pearland to sell the above described certificates of obligation (the "Certificates") to the Pearland State Bank (the "Bank") , the Bank hereby repre- sents and warrants as follows : (1) The Bank is acquiring the Certificates for investment for its own account and not with the view to distribution or resale other than to a similar financial institution; provided, however, that the disposition of our Certificates shall at all times be and remain within our control. (2) The Bank has knowledge and experience in purchasing municipal bonds and is capable of evaluating the merits and economic risks of purchasing the Certificates. (3) The Bank has had access to, or has been furnished with, and has had an opportunity to review and verify, all information concerning the operations and financial affairs of the City of Pearland necessary in connection with the Bank' s evaluation of the Certificates. In addition the Bank has had an opportunity to question all appropriate officers of the City of Pearland and all persons acting in its behalf concerning the financial affairs of the City. Very truly yours, PEARLAND STATE BANK PEARLAND, TEXAS By Title Senior Vice President a a ! . 1/4l`i }•rj.J The Attorney General of Texas . i� November 14 , 1980 MARK WHITE Attorney General THIS IS TO CERTIFY that the following described Supreme Court Building certificates , together with authenticated copies of the Po Box 12548 proceedings relating to and authorizing the issuance Austin.TX 78711 of same , have been submitted to me for examination 512,475 zsol in accordance with the requirements of the statutes of the State of Texas, to--wit: CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980 , issued by virtue of an Ordinance adopted by the City Council of said City on the 22nd day of September, 1980 , for the purpose of evidencing the indebtedness of the City for all or any part of the cost of extending and improving the waterworks system of the City, and the cost of professional services incurred in connection therewith, dated September 1, 1980; numbered consecutively from 1 to 65 , inclusive; in the denomination of Five Thousand Dollars ($5 ,000) each; aggregating the principal sum of Three Hundred Twenty-Five Thousand Dollars ($325 , 000) ; maturing serially on March 1 in each of the years as follows : 1983 $10 , 000 - "1" / 1984 40 , 000 g ,/ 1985 45 ,000 - 1986 50 , 000 1P 1987 65 ,000 - 0, 1988 60 , 000 1989 55 , 000 ; ,►) bearing interest from their date to maturity or prior redemption at the rate of 6 . 50% per annum, payable September 1, 1981 , and semiannually thereafter on each March 1 and September 1 while said certificates are outstanding; both principal and interest payable at the Pearland State Bank, Pearland, Texas; said certifi- cates being subject to prior redemption to the extent and in the manner provided in said authorizing Ordinance. From a careful. examination of said certificates and proceedings and the Constitution and laws of the State of Texas on the subject of the execution and issuance thereof , I find the following facts , to-wit : (1) That City of Pearland, Texas was, at the time of the adoption of the Ordinance above referred to, and is , as of this date, legally incorporated; a . 4 i,. • a Page -2- (2) That annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of these certifi- cates, as such interest comes due and such principal matures, have been levied and ordered to be levied against all taxable property in the City and have been pledged for such payment within the limits prescribed by law; (3) That the revenues to be derived from the operation of the waterworks system of the City, after the payment of all operation and maintenance expenses of said system, are also pledged to the payment of the principal of and interest on these certificates to the extent that said taxes levied and collected for same may ever be insufficient or unavailable for said purpose, the said pledge of revenues being in all things junior and sub- ordinate to the existing and any future pledge of and lien on said revenues for the payment of the interest on and principal of all waterworks and sanitary sewer system revenue bonds of the City, now outstanding or from time to time hereafter issued, all as set forth in the Ordinance; (4) That the City has reserved the right, to issue additional parity certificates, and said certificates may be payable from the same source, secured in the same manner and pledged on a parity with these certificates; (5) That the Ordinance authorizing the issuance of said certificates is in proper form and was legally adopted; (6) That said certificates and interest coupons attached thereto are proper in form and in accordance with the Ordinance authorizing their issuance. IT IS MY JUDGMENT, and I so find, that all of the requirements of the laws under which said certificates were issued have been met; that said certificates were issued in conformity with the Constitution and laws of the State of Texas; and that said certifi- cates are valid and binding obligations of said City of Pearland, Texas. WHEREFORE, said certificates are hereby approved. IN TESTIMONY WHEREOF, I have hereunto signed my name officially and caused the seal of my office to be impressed hereon, in the City of Austin, Texas. • Attor eY General of the State of Texas No. 17391 Book No . 68 ss FORM 2P40-1.04 OFFICE OF COMPTROLLER $ OF THE STATE OF TEXAS I, Bob Bullock, Comptroller of Public Accounts of the State of Texas, do hereby certify that the foregoing hereof is a true and correct copy of the opinion of the Attorney General approving the City of Pearland, Texas, Waterworks System Certificates of Obligation, Series 1980 numbered consecutively from 1 to 65 of the denomination of $ 5,000.00 each, dated September 1 , 19 80 , due See foregoing interest 6.50 percent, under and by authority of which said bonds were registered in this office, on the 17th day of November 19 80 , as the same appears of record on page 373 Bond Register of the Comptroller's Office, Vol. 82 , Register Number 45793 Given under my hand and seal of office, at Austin,Texas, the 17th day of November , 19 80 (1-11-11/ Bob Bullock Comptroller of Public Accounts of the State of Texas - =WM MMIIMI term ter. err 1 TREASURER'S RECEIPT THE STATE OF TEXAS § COUNTIES OF BRAZORIA AND HARRIS § I , the undersigned Treasurer of the CITY OF PEARLAND, TEXAS, certify as follows: 1. That on NOV 1 9 1980 , I delivered to the purchaser thereof the following certificates of obligation: CITY OF PEARLAND, TEXAS, WATERWORKS SYSTEM CERTIFICATES OF OBLIGATION, SERIES 1980, dated September 1, 1980, numbered con- secutively from 1 through 65, in the denomination of $5, 000 each, aggregating $325, 000, maturing serially on March 1 in each of the years 1983 through 1989 (the "Certificates") . 2. At the time of such delivery, there were no matured coupons attached to the Certificates, and all unmatured coupons were attached to the Certificates. 3. At the time of such delivery, I received from said purchaser full payment for the Certificates in keeping with the ordinance autho- rizing the issuance thereof and the ordinance awarding the sale thereof, said full purchase price being $325 ,000 plus accrued interest from date to delivery. IN WITNESS WHEREOF, I 1 9 1980eunto set my hand and the official NOV seal of said City, on Az „, (SEAL) / Treasurers '! NO-LITIGATION CERTIFICATE We, the undersigned officers of said CITY OF PEARLAND, TEXAS, do hereby certify that at the time of delivery of the Certificates, as set forth in the Treasurer' s Receipt above, there was not pending, and, to our knowledge, there was not threatened, any litigation affecting the validity of the Certificates , 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 certificates of obligation, bonds, warrants, 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 the Certificates. f WITNESS OUR HANDS AND THE OFFICIAL S L OF SAID ITy, on NOV 1 9 }qp0 • Mayo�:� OYt�- 47 (SEAL) `? City Secretary'l , The foregoing signatures of the above Treasurer, Mayor, and City Secretary are hereby certified to be genuine. Pearland State Bank Name of Bank Pearland,Texas 77581 City (BANK SEAL) S . ature of Bank Officer Senior Vice President Title of Bank Officer DEBT SERVICE REQUIREMENT SCHEDULE $325,000 CITY OF PEARLAND WATERWORKS SYSTEM C.O. 'S SERIES 1930 CURRENT ISSUE FISCAL YEAR PRESENT PRINCIPAL t< TOTAL ENDING DEBT PRINCIPAL INTEREST INTEREST INTEREST PRINCIPAL TOTAL ANNUAL 9/30 REQUIREMENT COUPON DUE: 3/ 1 DUE: 3/ 1 DUE: 3/ 1 DUE: 9/ 1 €< INTEREST REQUIREMENTS 1931 $0 $10,562.50 gI $10,562.50 $10,562.50 $21, 125.00 1 $21, 125 1902 0 10,562.50'�� 10,562.50� 10,562.50� 21, 125.00 21, 125 1983 0 6.500 10,000 10,562.5655 20,562.50 10,237.50 30,800.00 30,800 1984 0 6.500 40,000 10,237.50 gl 50,237.50 8,937.50 59, 175.00 59, 175 1935 0 6.500 45,000 ' 8,937.50 g 53,937.50 7,475.00` 61,412.50 61,413 1936 0 6.500 50,000 .7,475.00 Ff• 57,475.00 5,250.00 63,325.00 63,325 1987 0 6.500 65,000 .5,450.00 70,850.00 3,737.50 74,587.50 74,5888 1988 0 6.500 60,000 3,737.50 63,737.50 1,787.50 65,525.00 65,525 1989 0 6.500 55,000 1,787.5081 56,787.50 56,737.50 56,788 DATED: SEPTEMBER 1, 1980 FIRST COUPON DATE: MARCH 1, 1981 i MATURITIES: MARCH 1, 1983/89 OPTION: MARCH 1, 1983 AT PAR PAYING AGENT: PEARLAND STATE BANK, PEARLAND, TEXAS • • 4 TOTAL INTEREST OPTION (Y/N)? Y ENTER INTEREST COLUMNS ( 1,2) OR (1,3) OR (2,3)? 1,3 YEAR TOTAL INTEREST 1981 21, 125.00 1932 21, 125.00 1983 20,800.00 1984 19, 175.00 1985 16,412.50 1986 13,325.00 1987 9,587.50 1988 5,525.00 1989 1,737.50 128,862.50 READY