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"City of Choice"
FINAL
ORDINANCE NO. 1235
AN ORDINANCE AUTHORIZING THE ISSUANCE OF "CITY OF
CIBOLO, TEXAS GENERAL OBLIGATION BONDS, SERIES 2018";
LEVYING A CONTINUING DIRECT ANNUAL AD VALOREM TAX,
WITHIN THE LIMITATIONS PRESCRIBED BY LAW, FOR THE
PAYMENT OF THE BONDS; PRESCRIBING THE FORM, TERMS,
CONDITIONS, AND RESOLVING OTHER MATTERS INCIDENT AND
RELATED TO'DIE ISSUANCE,SALE,AND DELIVERY OF THE BONDS,
INCLUDING THE APPROVAL AND DISTRIBUTION OF AN OFFICIAL
STATEMENT PERTAINING THERETO; AUTHORIZING THE
EXECUTION OF A PAYING AGENT/REGISTRAR AGREEMENT AND
AN OFFICIAL BID FORM; COMPLYING WITH THE PROVISIONS OF
THE DEPOSITORY TRUST COMPANY'S LETTER OF
REPRESENTATIONS; AUTHORIZING THE EXECUTION OF ANY
NECESSARY ENGAGEMENT AGREEMENTS WITH THE CITY'S
FINANCIAL ADVISORS AND/OR BOND COUNSEL; AND PROVIDING
FOR AN EFFECTIVE DATE
WHEREAS, the City Council (the Governing Body) of the City of Cibolo, Texas (the
Issuer or the City) hereby fmds and determines that general obligation bonds of the City in the
total principal amount of$3,500,000 (being the principal amount of$3,490,000 and a portion of
premium of$10,000) of the hereinafter defined voter authorization should be issued and sold at
this time, being the second installment of general obligation bonds approved and authorized to be
issued at an election held on November 4, 2014 (the Election), the respective authorized purposes
and amounts authorized to be issued therefor, amounts previously issued, amounts being issued
pursuant to this ordinance, and amounts remaining to be issued from such voted authorizations
subsequent to the date hereof being as follows:
Bonds Premium
Date Amount Previously Issued allocated to Amount
Voted Purpose Authorized Issued Bonds Herein Voted Authority Unissued
11/04/14 Streets,Bridges,and $7,000,000 $1,000,000 $0 $0 $6,000,000
Sidewalks(FM 1103)
11/04/14 Public Safety Facility $4,000,000 $500,000 $3,490,000 $10,000 $0
Improvements
11/04/14 Streets,Bridges,and $2,500,000 $2,500,000 $0 $0 $0
Sidewalks(Haeckerville Road)
29920886.5
WHEREAS,the Governing Body of the City,through Ordinance No. 1131, dated June 23,
2015 (the 2015 Ordinance), previously authorized the issuance of the "City of Cibolo, Texas
General Obligation and Refunding Bonds, Series 2015", dated July 1,2015 (the 2015 Bonds),the
"new money" portion of which included the first installment of the general obligation bonds
approved and authorized to be issued at the Election in the amount total principal amount of
$4,000,000 (being the principal amount of$3,770,000 and a portion of premium of$230,000) (the
Previously Issued Bonds); and
WHEREAS, the 2015 Ordinance included an inadvertent misallocation of the Previously
Issued Bonds; and
WHEREAS, the Governing Body hereby fmds and determines that the true and correct
allocation of the Previously Issued Bonds is reflected in the table on page 1 hereof under the
column of the same heading; and
WHEREAS, the Governing Body intends to issue an aggregate principal amount of
$3,490,000 in general obligation bonds the proceeds of which will be utilized for the purposes of:
(i)making permanent public improvements and for public purposes as hereinafter described; and
(ii)payment of costs of issuance of the general obligation bonds; and
WHEREAS,the Governing Body hereby fmds and determines that issuance of the general
obligation bonds is in the best interests of the residents of the City,now,therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CIBOLO, TEXAS
THAT:
SECTION 1: Authorization - Designation - Principal Amount - Purpose. General
obligation bonds of the Issuer shall be and are hereby authorized to be issued in the aggregate
principal amount of THREE MILLION FOUR HUNDRED NINETY THOUSAND AND NO/100
DOLLARS ($3,490,000) to be designated and bear the title "City of Cibolo, Texas General
Obligation Bonds, Series 2018" (the Bonds), for the purpose of providing funds for: (i) making
public improvements and for public purposes as authorized by the voters of the Issuer at the
Election, and(ii)paying the costs of issuing the Bonds, in conformity with the laws of the State of
Texas,particularly Chapters 1251 and 1331,as amended,Texas Government Code,the Home Rule
Charter of the Issuer, this ordinance adopted by the Governing Body on June 12, 2018, and the
Election referenced in the preamble to this Ordinance.
SECTION 2: Fully Registered Obligations - Authorized Denominations - Stated
Maturities - Interest Rates — Bond Date. The Bonds are issuable in fully registered form only;
shall be dated June 1, 2018 (the Bond Date)and shall be issued in denominations of$5,000 or any
integral multiple thereof (within a Stated Maturity), shall be lettered "R" and numbered
consecutively from One (1) upward; and the Bonds shall become due and payable on February 1
in each of the years and in principal amounts (the Stated Maturities), in accordance with the
following schedule:
29920886.5 -2-
Years of Principal Interest
Stated Maturity Amounts ($) Rates (%)
2019 110,000 5.000
2020 120,000 5.000
2021 125,000 5.000
2022 135,000 5.000
2023 140,000 5.000
2024 145,000 5.000
2025 155,000 5.000
2026 160,000 3.500
*** *** ***
2028 335,000 3.000
*** *** ***
2030 360,000 3.000
**,* *** ***
2032 385,000 3.250
*** *** ***
2034 410,000 3.250
*** *** ***
2036 440,000 3.500
*** *** ***
2038 470,000 3.500
The Bonds shall bear interest on the unpaid principal amounts from the Bond Date,or from
the most recent Interest Payment Date(hereinafter defined)to which interest has been paid or duly
provided for to Stated Maturity or prior redemption, while Outstanding, at the rates per annum
shown in the above schedule (calculated on the basis of a 360-day year of twelve 30-day months).
Interest on the Bonds shall be payable on February 1 and August 1 in each year(each, an Interest
Payment Date), commencing February 1, 2019,while the Bonds are Outstanding.
SECTION 3: Payment of Bonds -Paying Agent/Registrar. The principal of,premium, if
any, and the interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or
otherwise, shall be payable, without exchange or collection charges to the Holder (as hereinafter
defined), appearing on the registration and transfer books maintained by the Paying
Agent/Registrar (hereinafter defined), in any coin or currency of the United States of America
which at the timeof payment is legal tender for the payment of public and private debts, and such
payment of principal of, premium, if any, and interest on the Bonds shall be without exchange or
collection charges to the Holder(as hereinafter defined) of the Bonds.
The selection and appointment of UMB Bank, N.A., Dallas, Texas to serve as the initial
Paying Agent/Registrar (the Paying Agent/Registrar) for the Bonds is hereby approved and
confirmed, and the Issuer agrees and covenants to cause to be kept and maintained at the corporate
trust office of the Paying Agent/Registrar books and records (the Security Register) for the
registration, payment, and transfer of the Bonds, all as provided herein, in accordance with the
terms and provisions of a Paying Agent/Registrar Agreement, attached hereto in substantially final
form as Exhibit A, and such reasonable rules and regulations as the Paying Agent/Registrar and
29920886.5 -3-
the Issuer may prescribe. The Issuer covenants to maintain and provide a Paying Agent/Registrar
at all times while the Bonds are Outstanding, and any successor Paying Agent/Registrar shall be
(i)a national or state banking institution,or(ii)an association or a corporation organized and doing
business under the laws of the United States of America or of any state, authorized under such
laws to exercise trust powers. Such Paying Agent/Registrar shall be subject to supervision or
examination by federal or state authority and shall be authorized by law to serve as a Paying
Agent/Registrar.
The Issuer reserves the right to appoint a successor Paying Agent/Registrar upon providing
the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating
such agency. Additionally,the Issuer agrees to promptly cause a written notice of this substitution
to be sent to each Holder of the Bonds by United States mail, first-class postage prepaid, which
notice shall also give the address of the corporate office of the successor Paying Agent/Registrar.
Principal of, premium, if any, and interest on the Bonds, due and payable by reason of
Stated Maturity, redemption, or otherwise, shall be payable only to the registered owner of the
Bonds (the Holder or Holders) appearing on the Security Register maintained on behalf of the
Issuer by the Paying Agent/Registrar as hereinafter provided (i) on the Record Date (hereinafter
defined) for purposes of paying interest thereon, (ii) on the date of surrender of the Bonds for
purposes of receiving payment of principal thereof upon redemption of the Bonds or at the Bonds'
Stated Maturity, and (iii) on any other date for any other purpose. The Issuer and the Paying
Agent/Registrar,and any agent of either, shall treat the Holder as the owner of a Bond for purposes
of receiving payment and all other purposes whatsoever, and neither the Issuer nor the Paying
Agent/Registrar, or any agent of either, shall be affected by notice to the contrary.
Principal of and premium, if any, on the Bonds, shall be payable only upon presentation
and surrender of the Bonds to the Paying Agent/Registrar at its corporate trust office. Interest on
the Bonds shall be paid to the Holder whose name appears in the Security Register at the close of
business on the fifteenth day of the month next preceding an Interest Payment Date for the Bonds
(the Record Date)and shall be paid(i)by check sent on or prior to the appropriate date of payment
by United States mail, first-class postage prepaid,by the Paying Agent/Registrar,to the address of
the Holder appearing in the Security Register, or (ii) by such other method, acceptable to the
Paying Agent/Registrar, requested in writing by the Holder at the Holder's risk and expense.
If the date for the payment of the principal of, premium, if any, or interest on the Bonds
shall be a Saturday, a Sunday, a legal holiday, or a day on which banking institutions in the city
where the corporate trust office of the Paying Agent/Registrar is located are authorized by law or
executive order to close, then the date for such payment shall be the next succeeding day which is
not such a day. The payment on such date shall have the same force and effect as if made on the
original date any such payment on the Bonds was due.
In the event of a non-payment of interest on a scheduled payment date, and for thirty (30)
days thereafter, a new record date for such interest payment (a Special Record Date) will be
established by the Paying Agent/Registrar,if and when funds for the payment of such interest have
been received from the Issuer. Notice of the Special Record Date and of the scheduled payment
date of the past due interest (the Special Payment Date--which shall be fifteen(15) days after the
Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date
29920886.5 -4-
by United States mail, first-class postage prepaid, to the address of each Holder appearing on the
Security Register at the close of business on the last business day next preceding the date of mailing
of such notice.
SECTION 4: Redemption.
A. Mandatory Redemption of Bonds. The Bonds stated to mature on February 1,2028,
February 1, 2030,February 1,2032,February 1,2034,February 1,2036, and February 1,2038 are
referred to herein as the "Term Bonds". The Term Bonds are subject to mandatory sinking fund
redemption prior to their stated maturities from money required to be deposited in the Bond Fund
for such purpose and shall be redeemed in part, by lot or other customary method, at the principal
amount thereof plus accrued interest to the date of redemption in the following principal amounts
on February 1 in each of the years as set forth below:
Term Bonds Term Bonds
Stated to Mature Stated to Mature
on February 1, 2028 on February 1, 2030
Principal Principal
Year Amount($) Year Amount($)
2027 165,000 2029 175,000
2028 170,000* 2030 185,000*
Term Bonds Term Bonds
Stated to Mature Stated to Mature
on February 1, 2032 on February 1, 2034
Principal Principal
Year Amount($) Year Amount($)
2031 190,000 2033 200,000
2032 195,000* 2034 210,000*
Term Bonds Teini Bonds
Stated to Mature Stated to Mature
on February 1, 2036 on February 1, 2036
Principal Principal
Year Amount($) Year Amount($)
2035 215,000 2037 230,000
2036 225,000* 2038 240,000*
*Payable at Stated Maturity
The principal amount of a Term Bond required to be redeemed pursuant to the operation
of such mandatory redemption provisions shall be reduced, at the option of the Issuer, by the
principal amount of any Term Bonds of such Stated Maturity which, at least fifty (50) days prior
to the mandatory redemption date (1) shall have been defeased or acquired by the Issuer and
29920886.5 -5-
delivered to the Paying Agent/Registrar for cancellation, (2) shall have been purchased and
canceled by the Paying Agent/Registrar at the request of the Issuer with money in the Bond Fund,
or (3) shall have been redeemed pursuant to the optional redemption provisions set forth below
and not theretofore credited against a mandatory redemption requirement.
B. Optional Redemption of Bonds. The Bonds having Stated Maturities on and after
February 1,2026 shall be subject to redemption prior to Stated Maturity,at the option of the Issuer,
on February 1, 2025, or on any date thereafter, in whole or in part, in principal amounts of$5,000
or any integral multiple thereof(and if within a Stated Maturity selected at random and by lot by
the Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of
redemption.
C. Exercise of Redemption Option. At least forty-five (45) days prior to a date set for
the redemption of the Bonds (unless a shorter notification period shall be satisfactory to the Paying
Agent/Registrar), the Issuer shall notify the Paying Agent/Registrar of its decision to exercise the
right to redeem the Bonds, the principal amount of each Stated Maturity to be redeemed, and the
date set for the redemption thereof. The decision of the Issuer to exercise the right to redeem the
Bonds shall be entered in the minutes of the governing body of the Issuer.
D. Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same
Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall select
at random and by lot the Bonds to be redeemed, provided that if less than the entire principal
amount of a Bond is to be redeemed,the Paying Agent/Registrar shall treat such Bond then subject
to redemption as representing the number of Bonds Outstanding which is obtained by dividing the
principal amount of such Bond by $5,000.
E. Notice of Redemption. Not less than thirty(30) days prior to a redemption date for
the Bonds, the Paying Agent/Registrar shall cause a notice of redemption to be sent by United
States mail, first-class postage prepaid, in the name of the Issuer and at the Issuer's expense, by
the Paying Agent/Registrar to each Holder of a Bond to be redeemed in whole or in part at the
address of the Holder appearing on the Security Register at the close of business on the business
day next preceding the date of mailing such notice, and any notice of redemption so mailed shall
be conclusively presumed to have been duly given irrespective of whether received by the Holder.
This notice may also be published once in a financial publication,journal, or reporter of general
circulation among securities dealers in the City of New York,New York(including,but not limited
to, The Bond Buyer and The Wall Street Journal), or in the State of Texas (including, but not
limited to, The Texas Bond Reporter).
All notices of redemption shall(i) specify the date of redemption for the Bonds,(ii) identify
the Bonds to be redeemed and,in the case of a portion of the principal amount to be redeemed,the
principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds,
or the portion of the principal amount thereof to be redeemed, shall become due and payable on
the redemption date specified, and the interest thereon, or on the portion of the principal amount
thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify
that payment of the redemption price for the Bonds, or the principal amount thereof to be
redeemed, shall be made at the corporate trust office of the Paying Agent/Registrar only upon
presentation and surrender thereof by the Holder.
29920886.5 -6-
If a Bond is subject by its terms to redemption and has been called for redemption and
notice of redemption thereof has been duly given or waived as herein provided, such Bond(or the
principal amount thereof to be redeemed) so called for redemption shall become due and payable,
and if money sufficient for the payment of such Bonds (or of the principal amount thereof to be
redeemed) at the then applicable redemption price is held for the purpose of such payment by the
Paying Agent/Registrar, then on the redemption date designated in such notice, interest on the
Bonds(or the principal amount thereof to be redeemed)called for redemption shall cease to accrue,
and such Bonds shall not be deemed to be Outstanding in accordance with the provisions of this
Ordinance.
F. Transfer/Exchange of Bonds. Neither the Issuer nor the Paying Agent/Registrar
shall be required (1) to transfer or exchange any Bond during a period beginning forty-five (45)
days prior to the date fixed for redemption of the Bonds or (2) to transfer or exchange any Bond
selected for redemption, provided, however, such limitation of transfer shall not be applicable to
an exchange by the Holder of the unredeemed balance of a Bond which is subject to redemption
in part.
SECTION 5: Execution - Registration. The Bonds shall be executed on behalf of the
Issuer by its Mayor or Mayor Pro Tern under the seal of the Issuer reproduced or impressed thereon
and attested by its City Secretary. The signature of any of said officers on the Bonds may be
manual or facsimile. Bonds bearing the manual or facsimile signatures of individuals who were,
at the time of the Bond Date,the proper officers of the Issuer shall bind the Issuer,notwithstanding
that such individuals or either of them shall cease to hold such offices prior to the delivery of the
Bonds to the Purchasers (hereinafter defined), all as authorized and provided in Chapter 1201, as
amended, Texas Government Code.
No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or
obligatory for any purpose, unless there appears on such Bond either a certificate of registration
substantially in the form provided in Section 8C, executed by the Comptroller of Public Accounts
of the State of Texas or his duly authorized agent by manual signature, or a certificate of
registration substantially in the form provided in Section 8D, executed by the Paying
Agent/Registrar by manual signature,and either such certificate upon any Bond shall be conclusive
evidence,and the only evidence,that such Bond has been duly certified or registered and delivered.
SECTION 6: Registration - Transfer - Exchange of Bonds - Predecessor Bonds. A
Security Register relating to the registration,payment,transfer, or exchange of the Bonds shall at
all times be kept and maintained by the Issuer at the corporate trust office of the Paying
Agent/Registrar, and the Paying Agent/Registrar shall obtain,record, and maintain in the Security
Register the name and address of each Holder of the Bonds issued under and pursuant to the
provisions of this Ordinance. Any Bond may, in accordance with its terms and the terms hereof,
be transferred or exchanged for Bonds of other authorized denominations upon the Security
Register by the Holder, in person or by his duly authorized agent,upon surrender of such Bond to
the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or
request for exchange duly executed by the Holder or by his duly authorized agent, in form
satisfactory to the Paying Agent/Registrar.
29920886.5 -7-
Upon surrender for transfer of any Bond at the corporate trust office of the Paying
Agent/Registrar, the Paying Agent/Registrar shall register and deliver, in the name of the
designated transferee or transferees, one or more new Bonds executed on behalf of, and furnished
by, the Issuer of authorized denominations and having the same Stated Maturity and of a like
interest rate and aggregate principal amount as the Bond or Bonds surrendered for transfer.
At the option of the Holder, Bonds may be exchanged for other Bonds of authorized
denominations and having the same Stated Maturity, bearing the same rate of interest, and of like
aggregate principal amount as the Bonds surrendered for exchange, upon surrender of the Bonds
to be exchanged at the corporate trust office of the Paying Agent/Registrar. Whenever any Bonds
are so surrendered for exchange, the Issuer shall execute and the Paying Agent/Registrar shall
register and deliver new Bonds executed on behalf of, and furnished by, the Issuer to the Holder
requesting the exchange.
All Bonds issued upon any transfer or exchange of Bonds shall be delivered at the corporate
trust office of the Paying Agent/Registrar,or be sent by United States registered mail to the Holder
at his request, risk, and expense, and upon the delivery thereof, the same shall be the valid and
binding obligations of the Issuer, evidencing the same obligation to pay, and entitled to the same
benefits under this Ordinance, as the Bonds surrendered upon such transfer or exchange.
All transfers or exchanges of Bonds pursuant to this Section shall be made without expense
or service charge to the Holder, except as otherwise herein provided, and except that the Paying
Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any
tax or other governmental charges required to be paid with respect to such transfer or exchange.
Bonds canceled by reason of an exchange or transfer pursuant to the provisions hereof are
hereby defined to be "Predecessor Bonds", evidencing all or a portion, as the case may be, of the
same debt evidenced by the new Bond or Bonds registered and delivered in the exchange or
transfer therefor. Additionally,the term Predecessor Bonds shall include any Bond registered and
delivered pursuant to Section 16 in lieu of a mutilated, lost, destroyed, or stolen Bond which shall
be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond.
SECTION 7: Initial Bond. The Bonds herein authorized shall be issued initially either
(i) as a fully registered Bond in the total principal amount of$3,490,000 with principal installments
to become due and payable as provided in Section 2 and numbered T-1, or (ii) as one (1) fully
registered Bond for each year of Stated Maturity in the applicable principal amount, interest rate,
and denomination and to be numbered consecutively from T-1 and upward (the Initial Bond) and,
in either case, the Initial Bond shall be registered in the name of the Purchasers or the designee
thereof. The Initial Bond shall be the Bonds submitted to the Office of the Attorney General of
the State of Texas for approval and certified and registered by the Office of the Comptroller of
Public Accounts of the State of Texas and delivered to the Purchasers. Any time after the delivery
of the Initial Bond to the Purchasers, the Paying Agent/Registrar, upon written instructions from
the Purchasers, or the designee thereof, shall cancel the Initial Bond delivered hereunder and
exchange therefor definitive Bonds of like kind and of authorized denominations, Stated
Maturities, principal amounts, bearing applicable interest rates, and shall be lettered "R" and
numbered consecutively from one (1)upward, for transfer and delivery to the Holders named and
at the addresses identified therefor; all pursuant to and in accordance with and pursuant to such
29920886.5 -8-
written instructions from the Purchasers, or the designee thereof, and such other information and
documentation as the Paying Agent/Registrar may reasonably require.
SECTION 8: Forms.
A. Forms Generally. The Bonds, the Registration Certificate of the Comptroller of
Public Accounts of the State of Texas,the Registration Certificate of Paying Agent/Registrar, and
the form of Assignment to be printed on each of the Bonds shall be substantially in the forms set
forth in this Section with such appropriate insertions,omissions, substitutions, and other variations
as are permitted or required by this Ordinance and may have such letters,numbers, or other marks
of identification (including insurance legends in the event the Bonds, or any Stated Maturities
thereof, are insured and any reproduction of an opinion of Bond Counsel) and identifying numbers
and letters of the Committee on Uniform Securities Identification Procedures of the American
Bankers Association) and such legends and endorsements (including insurance legends and any
reproduction of an opinion of Bond Counsel (hereinafter referenced)) thereon as may, consistent
_ herewith, be established by the Issuer or determined by the officers executing the Bonds as
evidenced by their execution thereof Any portion of the text of any Bond may be set forth on the
reverse thereof, with an appropriate reference thereto on the face of the Bond.
The definitive Bonds shall be printed, lithographed, or engraved, produced by any
combination of these methods, or produced in any other similar manner, all as determined by the
officers executing the Bonds as evidenced by their execution thereof, but the Initial Bond
submitted to the Attorney General of the State of Texas may be typewritten or photocopied or
otherwise reproduced.
[The remainder of this page intentionally left blank]
29920886.5 -9-
B. Form of Definitive Bond.
REGISTERED
REGISTERED PRINCIPAL AMOUNT
NO. $
United States of America
State of Texas
County of Guadalupe
CITY OF CIBOLO, TEXAS
GENERAL OBLIGATION BONDS, SERIES 2018
Bond Date: Interest Rate: Stated Maturity: CUSIP No.:
June 1, 2018
REGISTERED OWNER:
PRINCIPAL AMOUNT: DOLLARS
The City of Cibolo,Texas(the Issuer),a body corporate and municipal corporation located
in the County of Guadalupe, State of Texas, for value received, acknowledges itself indebted to
and hereby promises to pay to the order of the Registered Owner named above (the Holder), or the
registered assigns thereof, on the Stated Maturity date specified above, the Principal Amount
specified above (or so much thereof as shall not have been paid upon prior redemption) and to pay
interest on the unpaid Principal Amount hereof(computed on the basis of a 360-day year of twelve
30-day months) from the Bond Date, or from the most recent Interest Payment Date (hereinafter
defined) to which interest has been paid or duly provided for until such Principal Amount has
become due and payment thereof has been made or duly provided for,to the earlier of redemption
or Stated Maturity, at the per annum rate of interest specified above; such interest being payable
on February 1 and August 1 of each year (each, an Interest Payment Date), commencing
February 1, 2019.
Principal and premium,if any,of this Bond shall be payable to the Registered Owner hereof
(the Holder), upon presentation and surrender, at the corporate trust office of the Paying
Agent/Registrar executing the registration certificate appearing hereon, or its successor. Interest
shall be payable to the Holder of this Bond (or one or more Predecessor Bonds, as defined in the
Ordinance hereinafter referenced)whose name appears on the Security Register maintained by the
Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth day of
the month next preceding the Interest Payment Date. All payments of principal of, premium, if
any, and interest on this Bond shall be in any coin or currency of the United States of America
which at the time of payment is legal tender for the payment of public and private debts. Interest
shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of
payment by United States mail, first-class postage prepaid, to the Holder hereof at the address
appearing in the Security Register or by such other method, acceptable to the Paying
Agent/Registrar,requested by the Holder hereof at the Holder's risk and expense.
29920886.5 -10-
This Bond is one of the series specified in its title issued in the aggregate principal amount
of$3,490,000 (the Bonds) pursuant to an ordinance adopted by the Governing Body of the Issuer
(the Ordinance), for the purpose of providing funds for: (i) making permanent public
improvements and for public purposes as authorized by the voters of the Issuer at an election held
on November 4, 2014 (the Election) and (ii) paying the costs of issuing the general obligation
bonds, in conformity with the laws of the State of Texas, particularly Chapters 1251 and 1331 as
amended, Texas Government Code,the Election, and the Ordinance.
As specified in the Ordinance,the Bonds stated to mature on February 1,2028,February 1,
2030, February 1, 2032, February 1, 2034, February 1, 2036, and February 1, 2038 are referred to
herein as the"Term Bonds". The Term Bonds are subject to mandatory sinking fund redemption
prior to their stated maturities from money required to be deposited in the Bond Fund for such
purpose and shall be redeemed in part,by lot or other customary method, at the principal amount
thereof plus accrued interest to the date of redemption in the following principal amounts on
February 1 in each of the years as set forth below:
Term Bonds Term Bonds
Stated to Mature Stated to Mature
on February 1, 2028 on February 1, 2030
Principal Principal
Year Amount($) Year Amount($)
2027 165,000 2029 175,000
2028 170,000* 2030 185,000*
Term Bonds Term Bonds
Stated to Mature Stated to Mature
on February 1,2032 on February 1, 2034
Principal Principal
Year Amount ($) Year Amount($)
2031 190,000 2033 200,000
2032 195,000* 2034 210,000*
Term Bonds Term Bonds
Stated to Mature Stated to Mature
on February 1, 2036 on February 1, 2036
Principal Principal
Year Amount($) Year Amount ($)
2035 215,000 2037 230,000
2036 225,000* 2038 240,000*
*Payable at Stated Maturity
29920886.5 -11-
The principal amount of a Teiui Bond required to be redeemed pursuant to the operation
of such mandatory redemption provisions shall be reduced, at the option of the Issuer, by the
principal amount of any Term Bonds of such Stated Maturity which, at least fifty (50) days prior
to the mandatory redemption date (1) shall have been defeased or acquired by the Issuer and
delivered to the Paying Agent/Registrar for cancellation, (2) shall have been purchased and
canceled by the Paying Agent/Registrar at the request of the Issuer with money in the Bond Fund,
or (3) shall have been redeemed pursuant to the optional redemption provisions set forth below
and not theretofore credited against a mandatory redemption requirement.
As specified in the Ordinance,the Bonds having Stated Maturities on and after February 1,
2026 shall be subject to redemption prior to Stated Maturity, at the option of the City, on
February 1, 2025, or on any date thereafter, in whole or in part in principal amounts of$5,000 or
any integral multiple thereof(and if within a Stated Maturity selected at random and by lot by the
Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of
redemption, and upon thirty(30) days prior written notice being given by United States mail,first-
class postage prepaid, to Holders of the Bonds to be redeemed, and subject to the tennis and
provisions relating thereto contained in the Ordinance. If this Bond'is subject to redemption prior
to Stated Maturity and is in a denomination in excess of $5,000, portions of the principal sum
hereof in installments of$5,000 or any integral multiple thereof may be redeemed,and,if less than
all of the principal sum hereof is to be redeemed,there shall be issued, without charge therefor,to
the Holder hereof, upon the surrender of this Bond to the Paying Agent/Registrar at its corporate
trust office, a new Bond or Bonds of like Stated Maturity and interest rate in any authorized
denominations provided in the Ordinance for the then unredeemed balance of the principal sum
hereof.
If this Bond (or any portion of the principal sum hereof) shall have been duly called for
redemption and notice of such redemption has been duly given, then upon such redemption date
this Bond (or the portion of the principal sum hereof to be redeemed) shall become due and
payable, and, if money for the payment of the redemption price and the interest accrued on the
principal amount to be redeemed to the date of redemption is held for the purpose of such payment
by the Paying Agent/Registrar, interest shall cease to accrue and be payable hereon from and after
the redemption date on the principal amount hereof to be redeemed. If this Bond is called for
redemption, in whole or in part, the Issuer or the Paying Agent/Registrar shall not be required to
issue,transfer, or exchange this Bond within forty-five (45) days of the date fixed for redemption;
provided,however, such limitation of transfer shall not be applicable to an exchange by the Holder
of the unredeemed balance hereof in the event of its redemption in part.
The Bonds of this series are payable from the proceeds of an annual ad valorem tax levied,
within the limitations prescribed by law, upon all taxable property within the Issuer.
Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust
office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his
acceptance hereof hereby assents, for definitions of terms; the description of and the nature and
extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the
transfer or exchange of this Bond; the conditions upon which the Ordinance may be amended or
supplemented with or without the consent of the Holders; the rights, duties, and obligations of the
Issuer and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be
29920886.5 -12-
redeemed or discharged at or prior to its Stated Maturity and deemed to be no longer Outstanding
thereunder; and for the other terms and provisions thereof. Capitalized terms used herein have the
same meanings assigned in the Ordinance.
As provided in the Ordinance and subject to certain limitations contained therein,this Bond
is transferable on the Security Register of the Issuer,upon presentation and surrender of this Bond
for transfer at the corporate trust office of the Paying Agent/Registrar, duly endorsed by, or
accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar
duly executed by the Holder hereof, or his duly authorized agent, and thereupon one or more new
fully registered Bonds of the same Stated Maturity, of authorized denominations,bearing the same
rate of interest, and of the same aggregate principal amount will be issued to the designated
transferee or transferees.
The Issuer and the Paying Agent/Registrar, and any agent of either, shall treat the Holder
hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof
for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Bond as
the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity or its
redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other
purposes, and neither the Issuer nor the Paying Agent/Registrar, or any such agent of either, shall
be affected by notice to the contrary. In the event of a non-payment of interest on a scheduled
payment date, and for thirty(30) days thereafter, a new record date for such interest payment (a
Special Record Date)will be established by the Paying Agent/Registrar,if and when funds for the
payment of such interest have been received from the Issuer. Notice of the Special Record Date
and of the scheduled payment date of the past due interest(the Special Payment Date -which shall
be fifteen(15)days after the Special Record Date) shall be sent at least five (5)business days prior
to the Special Record Date by United States mail,first-class postage prepaid,to the address of each
Holder appearing on the Security Register at the close of business on the last business day next
preceding the date of mailing of such notice.
It is hereby certified, covenanted, and represented that all acts, conditions, and things
required to be perfoiined, exist, and be done precedent to or in the issuance of this Bond in order
to render the same a legal, valid, and binding obligation of the Issuer have been performed, exist,
and have been done, in regular and due time, form, and manner, as required by the laws of the
State of Texas and the Ordinance, and that the issuance of the Bonds does not exceed any
constitutional or statutory limitation; and that due provision has been made for the payment of the
principal of,premium if any, and interest on the Bonds by the levy of a tax as aforestated. In case
any provision in this Bond or any application thereof shall be deemed invalid, illegal, or
unenforceable, the validity, legality, and enforceability of the remaining provisions and
applications shall not.in any way be affected or impaired thereby. The terms and provisions of
this Bond and the Ordinance shall be construed in accordance with and shall be governed by the
laws of the State of Texas.
29920886.5 -13-
IN WITNESS WHEREOF, the Issuer has caused this Bond to be duly executed under its
official seal.
CITY OF CIBOLO, TEXAS
•
•
,''"osh Boy 17
Mayor
ATTEST:
Peggy Cimics, TRMC
City Secretary
(CITY SEAL)
29920886.5 -14-
C. *Form of Registration Certificate of Comptroller of Public Accounts to Appear on
Initial Bond only.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER OF §
PUBLIC ACCOUNTS §
§ REGISTER NO.
THE STATE OF TEXAS §
I HEREBY CERTIFY that this Bond has been examined, certified as to validity and
approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of
Public Accounts of the State of Texas.
WITNESS my signature and seal of office this
Comptroller of Public Accounts
of the State of Texas
(SEAL)
*NOTE TO PRINTER: Do Not Print on Definitive Bonds.
D. *Form of Certificate of Paying Agent/Registrar to Appear on Definitive Bonds
Only.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Bond has been duly issued under the provisions of the within-mentioned Ordinance;
the Bond or Bonds of the above-entitled and designated series originally delivered having been
approved by the Attorney General of the State of Texas and registered by the Comptroller of Public
Accounts, as shown by the records of the Paying Agent/Registrar.
Registered this date: UMB BANK,N.A.,Dallas, Texas, as Paying
Agent/Registrar
By: •
Authorized Signature
*NOTE TO PRINTER: Print on Definitive Bonds.
29920886.5 -15-
E. Form of Assignment.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print
or typewrite name, address, and zip code of transferee):
(Social Security or other identifying number):
the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
attorney to transfer the within Bond on the books kept for registration
thereof, with full power of substitution in the premises.
DATED:
NOTICE: The signature on this assignment must
correspond with the name of the registered owner as it
appears on the face of the within Bond in every particular.
Signature guaranteed:
F. Initial Bond. The Initial Bond shall be in the form set forth in paragraph B of this
Section,except that the form of the single fully registered Initial Bond shall be modified as follows:
(1) immediately under the name of the bond the headings "Interest Rate " and
"Stated Maturity " shall both be completed"as shown below";
(2) the first two paragraphs shall read as follows:
REGISTERED OWNER:
PRINCIPAL AMOUNT:
The City of Cibolo,Texas(the Issuer), a body corporate and municipal corporation located
in the County of Guadalupe, State of Texas, for value received, acknowledges itself indebted to
and hereby promises to pay to the order of the Registered Owner named above(the Holder), or the
registered assigns thereof, the Principal Amount specified above stated to mature on the first day
of February in each of the years and in principal amounts and bearing interest at per annum rates
in accordance with the following schedule:
Year of Stated Maturity Principal Amounts ($) Interest Rates (%)
(Information to be inserted from schedule in Section 2 hereof).
29920886.5 -16-
(or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the
unpaid Principal Amounts hereof from the Bond Date specified above or from the most recent
Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for
until the Principal Amount has become due and payment thereof has been made or duly provided
for, to the earlier of redemption or Stated Maturity, at the per annum rates of interest specified
above computed on the basis of a 360-day year of twelve 30-day months; such interest being
payable on February 1 and August 1 of each year (each, an Interest Payment Date) commencing
February 1, 2019.
Principal of this Bond shall be payable to the Holder, upon presentation and surrender to
Stated Maturity or prior redemption,while Outstanding,at the corporate trust office of UMB Bank,
N.A., Dallas, Texas (the Paying Agent/Registrar). Interest shall be payable to the Holder of this
Bond whose name appears on the Security Register maintained by the Paying Agent/Registrar at
the close of business on the Record Date, which is the fifteenth day of the month next preceding
the Interest Payment Date. All payments of principal of, premium, if any, and interest on this
Bond shall be in any coin or currency of the United States of America which at the time of payment
is legal tender for the payment of public and private debts. Interest shall be paid by the Paying
Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail,
first-class postage prepaid, to the Holder hereof at the address appearing in the Security Register
or by such other method, acceptable to the Paying Agent/Registrar,requested by the Holder hereof
at the Holder's risk and expense.
G. Insurance Legend. If bond insurance is obtained by the Issuer or the Purchasers
(hereinafter defined), the Definitive Bonds and the Initial Bond shall bear an appropriate legend
as provided by the insurer to appear under the following header:
[BOND INSURANCE]
SECTION 9: Defmitions. For all purposes of this Ordinance (as defined below), except
as otherwise expressly provided or unless the context otherwise requires: (i) the terms defined in
this Section have the meanings assigned to them in this Section, certain terms used in Sections 18
and 36 of this Ordinance have the meanings assigned to them in such Sections, and all such terms,
include the plural as well as the singular; (ii) all references in this Ordinance to designated
"Sections" and other subdivisions are to the designated Sections and other subdivisions of this
Ordinance as originally adopted; and(iii)the words"herein", "hereof', and"hereunder"and other
words of similar import refer to this Ordinance as a whole and not to any particular Section or
other subdivision.
A. The term Authorized Officials shall mean the Mayor, Mayor Pro Tem, City
Secretary, City Manager, Director of Finance, and/or City Secretary.
B. The term Bond Fund shall mean the special fund created and established by the
provisions of Section 10 of this Ordinance.
C. The term Bonds shall mean the $3,490,000 "CITY OF CIBOLO, TEXAS
GENERAL OBLIGATION BONDS, SERIES 2018" authorized by this Ordinance.
29920886.5 -17-
D. The term Closing Date shall mean the date of physical delivery of the Initial Bond
in exchange for the payment in full by the Purchasers.
E. The term Debt Service Requirements shall mean, as of any particular date of
computation, with respect to any obligations and with respect to any period, the aggregate of the
amounts to be paid or set aside by the Issuer as of such date or in such period for the payment of
the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations;
assuming, in the case of obligations without a fixed numerical rate, that such obligations bear
interest at the maximum rate permitted by the terms thereof and further assuming in the case of
obligations required to be redeemed or prepaid as to principal prior to Stated Maturity,the principal
amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory
redemption provisions applicable thereto.
F. The term Depository shall mean an official depository bank of the Issuer.
G. The term Government Securities, as used herein, shall mean: (i) direct noncallable
obligations of the United States, including obligations that are unconditionally guaranteed by,the
United States of America; (ii)noncallable obligations of an agency or instrumentality of the United
States, including obligations that are unconditionally guaranteed or insured by the agency or
instrumentality and that, on the date the governing body of the issuer adopts or approves the
proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a
nationally recognized investment rating firm not less than "AAA" or its equivalent;
(iii) noncallable obligations of a state or an agency or a county, municipality, or other political
subdivision of a state that have been refunded and that, on the date the governing body of the issuer
adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to
investment quality by a nationally recognized investment rating firm not less than "AAA" or its
equivalent, or(iv) any additional securities and obligations hereafter authorized by the laws of the
State of Texas as eligible for use to accomplish the discharge of obligations such as the Bonds.
H. The term Holder or Holders shall mean the registered owner, whose name appears
in the Security Register, for any Bond.
I. The term Interest Payment Date shall mean the date semiannual interest is payable
on the Bonds, being February 1 and August 1 of each year, commencing February 1, 2019,while
any of the Bonds remain Outstanding.
J. The term Issuer shall mean the City of Cibolo, Texas, located in the County of
Guadalupe, Texas and, where appropriate,the Governing Body of the Issuer.
K. The teiiu Ordinance shall mean this ordinance adopted by the Governing Body of
the Issuer on June 12, 2018.
L. The term Outstanding when used in this Ordinance with respect to Bonds shall
mean,as of the date of determination,all Bonds issued and delivered under this Ordinance, except:
(1) those Bonds canceled by the Paying Agent/Registrar or delivered to the
Paying Agent/Registrar for cancellation;
29920886.5 -18-
(2) those Bonds for which payment has been duly provided by the Issuer in
accordance with the provisions of Section 19 of this Ordinance; and
(3) those Bonds that have been mutilated, destroyed, lost, or stolen and
replacement Bonds have been registered and delivered in lieu thereof as provided in
Section 16 of this Ordinance.
M. The term Purchasers shall mean the initial purchaser or purchasers of the Bonds
named in Section 17 of this Ordinance.
N. The term Stated Maturity shall mean the annual principal payments of the Bonds
payable on February 1 of each year the Bonds are Outstanding, as set forth in Section 2 of this
Ordinance.
SECTION 10: Bond Fund; Investments. For the purpose of paying the interest on and to
provide a sinking fund for the payment, redemption, and retirement of the Bonds, there shall be
and is hereby created a special fund to be designated "GENERAL OBLIGATION BONDS,
SERIES 2018 INTEREST AND SINKING FUND" (the Bond Fund), which fund shall be kept
and maintained at the Depository, and money deposited in such fund shall be used for no other
purpose and shall be maintained as provided in Section 18. Authorized Officials of the Issuer are
hereby authorized and directed to make withdrawals from the Bond Fund sufficient to pay the
purchase price or the amount of principal of, premium, if any, and interest on the Bonds as the
same become due and payable and shall cause to be transferred to the Paying Agent/Registrar from
money on deposit in the Bond Fund an amount sufficient to pay the amount of principal and/or
interest stated to mature on the Bonds, such transfer of funds to the Paying Agent/Registrar to be
made in such manner as will cause immediately available funds to be deposited with the Paying
Agent/Registrar on or before the business day next preceding each interest and principal payment
date for the Bonds.
Pending the transfer of funds to the Paying Agent/Registrar, money deposited in any fund
created and established pursuant to the provisions of this Ordinance may,at the option of the Issuer,
be placed in time deposits, certificates of deposit, guaranteed investment contracts, or similar
contractual agreements as permitted by the provisions of the Public Funds Investment Act, as
amended,Chapter 2256,Texas Government Code,secured(to the extent not insured by the Federal
Deposit Insurance Corporation)by obligations of the type hereinafter described, or be invested, as
authorized by any law, including investments held in book-entry faun, in securities including,but
not limited to, direct obligations of the United States of America, obligations guaranteed or insured
by the United States of America, which, in the opinion of the Attorney General of the United
States, are backed by its full faith and credit or represent its general obligations, or invested in
indirect obligations of the United States of America, including, but not limited to, evidences of
indebtedness issued, insured or guaranteed by such governmental agencies as the Federal Land
Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks,
Government National Mortgage Association,Farmers Home Administration, Federal Home Loan
Mortgage Association, Small Business Administration, or Federal Housing Association;provided
that all such deposits and investments shall be made in such a manner that the money required to
be expended from any fund will be available at the proper time or times. All interest and income
derived from deposits and investments in any fund established pursuant to the provisions of this
29920886.5 -19-
Ordinance shall be credited to, and any losses debited to, such fund. All such investments shall be
sold promptly when necessary to prevent any default in connection with the Bonds.
SECTION 11: Levy of Taxes; Surplus Bond Proceeds. To provide for the payment of the
Debt Service Requirements on the Bonds being(i)the interest on the Bonds, and(ii) sinking fund
for their redemption at Stated Maturity or a sinking fund of 2% (whichever amount shall be the
greater), there shall be and there is hereby levied for the current fiscal year and each succeeding
year thereafter while the Bonds or any interest thereon shall remain Outstanding, a sufficient tax,
within the limitations prescribed by law,on each one hundred dollars'valuation of taxable property
in the Issuer, adequate to pay such Debt Service Requirements, full allowance being made for
delinquencies and costs of collection; said tax shall be assessed and collected each year and applied
to the payment of the Debt Service Requirements, and the same shall not be diverted to any other
purpose. The taxes so levied and collected shall be paid into the Bond Fund and are thereafter
pledged to the payment of the Bonds. The Governing Body hereby declares its purpose and intent
to provide and levy a tax legally and fully sufficient to pay the such Debt Service Requirements,
it having been determined that the existing and available taxing authority of the Issuer for such
purpose is adequate to permit a legally sufficient tax in consideration of all other outstanding
indebtedness and other obligations of the Issuer.
Accrued interest received from the Purchasers of the Bonds shall be deposited to the Bond
Fund and ad valorem taxes levied and collected for the benefit of the Bonds shall be deposited to
the Bond Fund. In addition,any surplus proceeds from the sale of the Bonds,including investment
income thereon, not expended for authorized purposes shall be deposited in the Bond Fund, and
such amounts so deposited shall reduce the sum otherwise required to be deposited in the Bond
Fund from ad valorem taxes.
SECTION 12: Security for Funds. All money on deposit in the funds for which this
Ordinance makes provision(except any portion thereof as may be at any time properly invested as
provided herein) shall be secured in the manner and to the fullest extent required by the laws of
the State of Texas for the security of public funds, and money on deposit in such funds shall be
used only for the purposes permitted by this Ordinance.
SECTION 13: Remedies in Event of Default. In addition to all the rights and remedies
provided by the laws of the State of Texas,the Issuer covenants and agrees particularly that in the
event the Issuer: (a) defaults in the payments to be made to the Bond Fund; or (b) defaults in the
observance or performance of any other of the covenants, conditions, or obligations set forth in
this Ordinance,the Holders of any of the Bonds shall be entitled to seek a writ of mandamus issued
by a court of proper jurisdiction compelling and requiring the Governing Body of the Issuer and
other officers of the Issuer to observe and perform any covenant, condition, or obligation
prescribed in this Ordinance.
No delay or omission to exercise any right or power accruing upon any default shall impair
any such right or power or shall be construed to be a waiver of any such default or acquiescence
therein, and every such right and power may be exercised from time to time and as often as may
be deemed expedient. The specific remedies herein provided shall be cumulative of all other
existing remedies and the specification of such remedies shall not be deemed to be exclusive.
29920886.5 -20-
SECTION 14: Notices to Holders-Waiver. Wherever this Ordinance provides for notice
to Holders of any event, such notice shall be sufficiently given(unless otherwise herein expressly
provided) if in writing and sent by United States mail, first-class postage prepaid, to the address
of each Holder appearing in the Security Register at the close of business on the business day next
preceding the mailing of such notice.
In any case where notice to Holders is given by mail,neither the failure to mail such notice
to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of
such notice with respect to all other Holders. Where this Ordinance provides for notice in any
manner, such notice may be waived in writing by the Holder entitled to receive such notice, either
before or after the event with respect to which such notice is given, and such waiver shall be the
equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying
Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action
taken in reliance upon such waiver.
SECTION 15: Cancellation. All Bonds surrendered for payment, redemption, transfer,
exchange,or replacement,if surrendered to the Paying Agent/Registrar,shall be promptly canceled
by it and, if surrendered to the Issuer, shall be delivered to the Paying Agent/Registrar and, if not
already canceled, shall be promptly canceled by the Paying Agent/Registrar. The Issuer may at
any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or
registered and delivered which the Issuer may have acquired in any manner whatsoever, and all
Bonds so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled Bonds
held by the Paying Agent/Registrar shall be destroyed as directed by the Issuer.
SECTION 16: Mutilated - Destroyed- Lost and Stolen Bonds. If: (i) any mutilated Bond
is surrendered to the Paying Agent/Registrar, or the Issuer and the Paying Agent/Registrar receive
evidence to their satisfaction of the destruction,loss,or theft of any Bond;and(ii)there is delivered
to the Issuer and the Paying Agent/Registrar such security or indemnity as may be required to save
each of them harmless, then, in the absence of notice to the Issuer or the Paying Agent/Registrar
that such Bond has been acquired by a bona fide purchaser,the Issuer shall execute and, upon the
Issuer's request, the Paying Agent/Registrar shall register and deliver, in exchange for or in lieu
of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Stated Maturity
and interest rate and of like tenor and principal amount,bearing a number not contemporaneously
Outstanding.
In case any such mutilated, destroyed, lost, or stolen Bond has become or is about to
become due and payable,the Issuer in its discretion may, instead of issuing a new Bond,pay such
Bond. Upon the issuance of any new Bond, or payment in lieu thereof, under this Section, the
Issuer may require payment by the Holder of' a sum sufficient to cover any tax or other
governmental charge imposed in relation thereto and any other expenses and charges (including
attorney's fees and the fees and expenses of the Paying Agent/Registrar) connected therewith.
Every new Bond issued pursuant to this Section in lieu of any mutilated, destroyed, lost, or stolen
Bond shall constitute a replacement of the prior obligation of the Issuer, whether or not the
mutilated, destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and shall be
entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds.
The provisions of this Section are exclusive and shall preclude(to the extent lawful)all other rights
29920886.5 -21-
and remedies with respect to the replacement and payment of mutilated, destroyed, lost, or stolen
Bonds.
SECTION 17: Sale of Bonds at Competitive Sale; Approval of Official Statement;
Proceeds of Sale. The Bonds authorized by this Ordinance are hereby sold by the City to FTN
Financial Capital Markets, Memphis, Tennessee, as the authorized representative of a group of
purchasers at a competitive sale (the Purchasers, and having all of the rights, duties, and
obligations of a Holder) in accordance with the provisions of an Official Bid Form dated June 12,
2018 (the Official Bid Form), attached hereto as Exhibit B and incorporated herein by reference as
a part of this Ordinance for all purposes, at the price of par, plus a cash premium of$102,683.25
(including the Purchasers' compensation of$23,973.81),plus accrued interest to the date of initial
delivery of the Bonds to the Purchasers, and is hereby approved and confirmed. The Initial Bond
shall be registered in the name of FTN Financial Capital Markets. It is hereby officially found,
determined, and declared that the Purchasers are the highest bidder for the Bonds whose bid,
received as a result of invitations for competitive bids in compliance with applicable law,produced
the lowest true interest cost to the City. The pricing and terms of the sale of the Bonds are hereby
found and determined to be the most advantageous reasonably obtainable by the City. Any
Authorized Official is hereby authorized and directed to execute the Official Bid Form for and on
behalf of the City and as the act and deed of this Governing Body, and in regard to the approval
and execution of the Official Bid Form,the Governing Body hereby finds,determines and declares
that the representations,warranties, and agreements of the City contained in the Official Bid Form
are true_,and correct in all material respects and shall be honored and performed by the City.
Delivery of the Bonds to the Purchasers shall occur as soon as practicable after the adoption of this
Ordinance, upon payment therefor in accordance with the terms of the Official Bid Form.
• Proceeds from the sale of the Bonds shall be applied as follows:
(1) Accrued interest on the Bonds (in the amount of $14,515.28) received from the
Purchasers shall be deposited into the Bond Fund.
(2) The City received a net reoffering premium from the sale of the Bonds of
$102,683.25 which is hereby allocated by the City in the following manner: (A) $23,973.81 to
pay the Purchasers' compensation, (B) $65,000.00 to pay the costs of issuance, (C) $3,709.44
representing additional proceeds, which shall be deposited into the Bond Fund, and (D)the
remaining$10,000.00 is allocated toward the City's voted authority and deposited as described in
Paragraph(3)below.
(3) The balance of the proceeds (including a portion of the premium in the amount of
$10,000.00 as described above and principal in the amount of $3,490,000.00, totaling
$3,500,000.00) derived from the sale of the Bonds (after paying costs of issuance) shall be
deposited into the special construction account or accounts created for the projects to be
constructed with the proceeds of the Bonds. This special construction account shall be established
and maintained at the Depository and shall be invested in accordance with the provisions of
Section 10 of this Ordinance. Interest earned on the proceeds of the Bonds pending completion of
construction of the projects fmanced with such proceeds shall be accounted for, maintained,
deposited, and expended as permitted by the provisions of Chapter 1201, as amended, Texas
29920886.5 -22-
Government Code, or as required by any other applicable law. Thereafter, such amounts shall be
expended in accordance with Section 11 of this Ordinance.
Furthermore, the City hereby ratifies, confirms, and approves in all respects (i) the City's
prior determination that the Preliminary Official Statement was, as of its date, "deemed final" in
accordance with the Rule (hereinafter defined) and (ii)the use and distribution of the Preliminary
Official Statement by the Purchaser in connection with the public offering and sale of the Bonds.
The final Official Statement, being a modification and amendment of the Preliminary Official
Statement to reflect the terms of sale (together with such changes approved by an Authorized
Official), shall be and is hereby in all respects approved and the Purchaser is hereby authorized to
use and distribute the final Official Statement, dated June 12, 2018, in the reoffering, sale and
delivery of the Bonds to the public. The Mayor and/or City Secretary are further authorized and
directed to manually execute and deliver for and on behalf of the City copies of the Official
Statement in final form as may be required by the Purchaser, and such final Official Statement in
the form and content manually executed by said officials shall be deemed to be approved by the
Governing Body and constitute the Official Statement authorized for distribution and use by the
Purchaser. The proper officials of the City are hereby authorized to execute and deliver a
certificate pertaining to such Official Statement as prescribed therein, dated as of the date of
payment for and delivery of the Bonds.
SECTION 18: Covenants to Maintain Tax-Exempt Status.
A. Definitions. When used in this Section, the following terms have the following
meanings:
"Closing Date" means the date on which the Bonds are first authenticated and
delivered to the initial purchasers against payment therefor.
"Code" means the Internal Revenue Code of 1986, as amended by all legislation,
if any, effective on or before the Closing Date.
"Computation Date" has the meaning set forth in Section 1.148-1(b) of the
Regulations.
"Gross Proceeds" means any proceeds as defined in Section 1.148-1(b) of the
Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of the
Regulations, of the Bonds.
"Investment"has the meaning set forth in Section 1.148-1(b) of the Regulations.
"Nonpurpose Investment" means any investment property, as defined in section
148(b) of the Code, in which Gross Proceeds of the Bonds are invested and which is not
acquired to carry out the governmental purposes of the Bonds.
"Rebate Amount" has the meaning set forth in Section 1.148-1(b) of the
Regulations.
29920886.5 -23-
"Regulations" means any proposed,temporary, or final Income Tax Regulations
issued pursuant to sections 103 and 141 through 150 of the Code, and 103 of the Internal
Revenue Code of 1954, which are applicable to the Bonds. Any reference to any specific
Regulation shall also mean, as appropriate, any proposed, temporary or final Income Tax
Regulation designed to supplement, amend or replace the specific Regulation referenced.
"Yield" of
(1) any Investment has the meaning set forth in Section 1.148-5 of the Regulations;
and
(2) the Bonds has the meaning set forth in Section 1.148-4 of the Regulations.
B. Not to Cause Interest to Become Taxable. The Issuer shall not use,permit the use
of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition,
construction or improvement of which is to be financed or refinanced directly or indirectly with
Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on
any Bond to become includable in the gross income, as defined in section 61 of the Code, of the
owner thereof for federal income tax purposes. Without limiting the generality of the foregoing,
unless and until the Issuer receives a written opinion of counsel nationally recognized in the field
of municipal bond law to the effect that failure to comply with such covenant will not adversely
affect the exemption from federal income tax of the interest on any Bond, the Issuer shall comply
with each of the specific covenants in this Section.
C. No Private Use or Private Payments. Except to the extent that it will cause the
Bonds to become "private activity bonds" within the meaning of section 141 of the Code and the
Regulations and rulings thereunder,the Issuer shall at all times prior to the last Stated Maturity of
Bonds:
(1) exclusively own, operate and possess all property the acquisition, construction or
improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds
of the Bonds, and not use or permit the use of such Gross Proceeds (including all contractual
arrangements with terms different than those applicable to the general public) or any property
acquired, constructed or improved with such Gross Proceeds in any activity carried on by any
person or entity (including the United States or any agency, department and instrumentality
thereof)other than a state or local government,unless such use is solely as a member of the general
public; and
(2) not directly or indirectly impose or accept any charge or other payment by any
person or entity who is treated as using Gross Proceeds of the Bonds or any property the
acquisition, construction or improvement of which is to be fmanced or refinanced directly or
indirectly with such Gross Proceeds, other than taxes of general application within the Issuer or
interest earned on investments acquired with such Gross Proceeds pending application for their
intended purposes.
D. No Private Loan. Except to the extent that it will not cause the Bonds to become
"private activity bonds" within the meaning of section 141 of the Code and the Regulations and
29920886.5 -24-
rulings thereunder,the Issuer shall not use Gross Proceeds of the Bonds to make or finance loans
to any person or entity other than a state or local government. For purposes of the foregoing
covenant, such Gross Proceeds are considered to be "loaned"to a person or entity if: (1)property
acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or
entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or
service from such property is committed to such person or entity under a take-or-pay, output or
similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of
such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds
are otherwise transferred in a transaction which is the economic equivalent of a loan.
E. Not to Invest at Higher Yield. Except to the extent that it will cause the Bonds to
become"arbitrage bonds"within the meaning of section 148 of the Code and the Regulations and
rulings thereunder, the Issuer shall not at any time prior to the final Stated Maturity of the Bonds
directly or indirectly invest Gross Proceeds in any Investment,if as a result of such investment the
Yield on any Invest.i r lents acquired with Gross Proceeds(or with money replaced thereby),whether
then held or previously disposed of,materially exceeds the Yield of the Bonds.
F. Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the
Code and the Regulations and rulings thereunder, the Issuer shall not take or omit to take any
action which would cause the Bonds to be federally guaranteed within the meaning of section
149(b) of the Code and the Regulations and rulings thereunder.
G. Tn formation Report. The Issuer shall timely file the information required by section
149(e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in
such place as the Secretary may prescribe.
H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in section
148(f) of the Code and the Regulations and rulings thereunder, or except to the extent the City
complies with Subsection J of this Section:
(1) The Issuer shall account for all Gross Proceeds (including all receipts,
expenditures and investments thereof) on its books of account separately and apart from
all other funds (and receipts, expenditures and investments thereof) and shall retain all
records of accounting for at least six years after the day on which the last Outstanding Bond
is discharged. However, to the extent permitted by law,the Issuer may commingle Gross
Proceeds of the Bonds with other money of the Issuer,provided that the Issuer separately
accounts for each receipt and expenditure of Gross Proceeds and the obligations acquired
therewith.
(2) Not less frequently than each Computation Date, the Issuer shall calculate
the Rebate Amount in accordance with rules set forth in section 148(f)of the Code and the
Regulations and rulings thereunder. The Issuer shall maintain such calculations with its
official transcript of proceedings relating to the issuance of the Bonds until six years after
the fmal Computation Date.
(3) As additional consideration for the purchase of the Bonds by the Purchasers
and the loan of the money represented thereby and in order to induce such purchase by
29920886.5 -25-
measures designed to insure the excludability of the interest thereon from the gross income
of the owners thereof for federal income tax purposes, the Issuer shall pay to the United
States out of the Bond Fund or its general fund, as permitted by applicable Texas statute,
regulation or opinion of the Attorney General of the State of Texas, the amount that when
added to the future value of previous rebate payments made for the Bonds equals (i)in the
case of a Final Computation Date as defined in Section 1.148-3(e)(2) of the Regulations,
one hundred percent(100%)of the Rebate Amount on such date; and(ii)in the case of any
other Computation Date, ninety percent (90%) of the Rebate Amount on such date. In all
cases,the rebate payments shall be made at the times, in the installments,to the place and
in the manner as is or may be required by section 148(f) of the Code and the Regulations
and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and
information as is or may be required by section 148(f)of the Code and the Regulations and
rulings thereunder.
(4) The Issuer shall exercise reasonable diligence to assure that no errors are
made in the calculations and payments required by paragraphs (2) and (3), and if an error
is made, to discover and promptly correct such error within a reasonable amount of time
thereafter (and in all events within one hundred eighty (180) days after discovery of the
error), including payment to the United States of any additional Rebate Amount owed to
it, interest thereon, and any penalty imposed under Section 1.148-3(h) of the Regulations.
I. Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of
the Code and the Regulations and rulings thereunder, the Issuer shall not, at any time prior to the
earlier of the Stated Maturity or final payment of the Bonds, enter into any transaction that reduces
the amount required to be paid to the United States pursuant to Subsection H of this Section
because such transaction results in a smaller profit or a larger loss than would have resulted if the
transaction had been at arm's length and had the Yield of the Bonds not been relevant to either
Pte'•
J. No Rebate Required. The City need not comply with the covenants and duties
imposed by the provisions of Subsection H. of this Section if:
(1) the City is a governmental unit with general taxing powers;
(2) 95% of the Net Proceeds of the Bonds and all income from the investment
thereof will be used for the governmental activities of the City;
(3) the aggregate face amount, within the meaning of Section 1.148 8(c)(1) of
the Regulations, of all debt obligations (other than private activity bonds) issued or
expected to be issued by the City or any subordinate entity in the calendar year in which
the Bonds are issued is not reasonably expected to exceed$5,000,000; and
(4) the City otherwise satisfies the requirements of paragraph (4)(c) of section
148(f) of the Code and Section 1.148 8 of the Regulations and rulings thereunder.
K. Bonds Not Hedge Bonds.
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(1) The Issuer reasonably expects to spend at least 85% of the spendable proceeds of
the Bonds within three years after such Bonds are issued.
(2) Not more than 50% of the proceeds of the Bonds will be invested in Nonpurpose
Investments having a substantially guaranteed Yield for a period of four (4) years or more.
L. Elections. The Issuer hereby directs and authorizes any Authorized Official, either
or any combination of the foregoing,to make such elections in the Certificate as to Tax Exemption
or similar or other appropriate certificate, form, or document permitted or required pursuant to the
provisions of the Code or the Regulations, as they deem necessary or appropriate in connection
with the Bonds. Such elections shall be deemed to be made on the Closing Date.
M. Qualified Tax-Exempt Obligations. The City hereby designates the Bonds as
qualified tax-exempt obligations for purposes of section 265(b) of the Code. In furtherance of
such designation,the City represents,covenants and warrants the following: (a)during the calendar
year in which the Bonds are issued,the City(including any subordinate entities)has not designated
nor will designate obligations, which when aggregated with the Bonds, will result in more than
$10,000,000 of"qualified tax-exempt obligations"being issued;(b)the City reasonably anticipates
that the amount of tax-exempt obligations issued during the calendar year 2018 by the City
(including any subordinate entities) will not exceed $10,000,000; and (c) the City will take such
action or refrain from such action as is necessary in order that the Bonds will not be considered
"private activity bonds"within the meaning of section 141 of the Code.
SECTION 19: Satisfaction of Obligation of the Issuer. If the Issuer shall pay or cause to
be paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and
interest on the Bonds, at the times and in the manner stipulated in this Ordinance,then the pledge
of taxes levied under this Ordinance and all covenants, agreements, and other obligations of the
Issuer to the Holders shall thereupon cease, terminate, and be discharged and satisfied.
Bonds, or any principal amount(s) thereof, shall be deemed to have been paid within the
meaning and with the effect expressed above in this Section when: (i) money sufficient to pay in
full such Bonds or the principal amount(s) thereof at Stated Maturity or to the redemption date
therefor,together with all interest due thereon, shall have been irrevocably deposited with and held
in trust by the Paying Agent/Registrar, or an authorized escrow agent; and/or (ii) Government
Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an
authorized escrow agent, which Government Securities mature as to principal and interest in such
amounts and at such times as will insure the availability, without reinvestment, of sufficient
money,together with any money deposited therewith,if any,to pay when due the principal of and
interest on such Bonds, or the principal amount(s) thereof, on and prior to the Stated Maturity
thereof(or if notice of redemption has been duly given or waived or if irrevocable arrangements
therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof
for the Bonds. In the event of a defeasance of the Bonds,the Issuer shall deliver a certificate from
its financial advisor, the Paying Agent/Registrar, an independent accounting firm, or another
qualified third party concerning the deposit of cash and/or Government Securities to pay, when
due, the principal of, redemption premium (if any), and interest due on any defeased Bonds. As
and to the extent applicable(if at all),the Issuer covenants that no deposit of money or Government
Securities will be made under this Section and no use made of any such deposit which would cause
29920886.5 -27-
the Bonds to be treated as arbitrage bonds within the meaning of section 148 of the Code (as
defined in Section 18 hereof).
Any money so deposited with the Paying Agent/Registrar, and all income from
Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent,
pursuant to this Section which is not required for the payment of the Bonds, or any principal
amounts) thereof, or interest thereon with respect to which such money has been so deposited
shall be remitted to the Issuer or deposited as directed by the Issuer. Furthermore,any money held
by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and
remaining unclaimed for a period of three (3) years after the Stated Maturity or applicable
redemption date of the Bonds, such money was deposited and is held in trust to pay shall upon the
request of the Issuer be remitted to the Issuer against a written receipt therefor, subject to the
unclaimed property laws of the State of Texas.
Notwithstanding any other provision of this Ordinance to the contrary,it is hereby provided
that any determination not to redeem defeased Bonds that is made in conjunction with the payment
arrangements specified in subsection(i) or(ii) above shall not be irrevocable,provided that: (1) in
the proceedings providing for such defeasance, the Issuer expressly reserves the right to call the
defeased Bonds for redemption; (2) gives notice of the reservation of that right to the owners of
the defeased Bonds immediately following the defeasance; (3)directs that notice of the reservation
be included in any redemption notices that it authorizes; and (4) at the time of the redemption,
satisfies the conditions of(i)or(ii)above with respect to such defeased debt as though it was being
defeased at the time of the exercise of the option to redeem the defeased Bonds, after taking the
redemption into account in determining the sufficiency of the provisions made for the payment of
the defeased Bonds.
SECTION 20: Ordinance a Contract - Amendments - Outstanding Bonds. The Issuer
acknowledges that the covenants and obligations of the Issuer herein contained are a material
inducement to the purchase of the Bonds. This Ordinance shall constitute a contract with the
Holders from time to time,be binding on the Issuer, and its successors and assigns, and it shall not
be amended or repealed by the Issuer so long as any Bond remains Outstanding except as permitted
in this Section. The Issuer may,without the consent of or notice to any Holders,from time to time
and at any time,amend this Ordinance in any manner not detrimental to the interests of the Holders,
including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In
addition, the Issuer may, with the written consent of Holders holding a majority in aggregate
principal amount of the Bonds then Outstanding affected thereby, amend, add to,or rescind any of
the provisions of this Ordinance; provided, however, that, without the consent of all Holders of
Outstanding Bonds,no such amendment, addition, or rescission shall: (i) extend the time or times
of payment of the principal of, premium, if any, and interest on the Bonds, reduce the principal
amount thereof, the redemption price thereof, or the rate of interest thereon, or in any other way
modify the terms of payment of the principal of,premium,if any,or interest on the Bonds; (ii) give
any preference to any Bond over any other Bond; or(iii)reduce the aggregate principal amount of
Bonds required for consent to any such amendment, addition, or rescission.
SECTION 21: Control and Custody of Bonds. The Mayor of the Issuer shall be and is
hereby authorized to take and have charge of all necessary orders and records pending investigation
by the Attorney General of the State of Texas including the printing and supply of defmitive Bonds
29920886.5 -28-
and shall take and have charge and control of the Initial Bond pending its approval by the Attorney
General of the State of Texas, the registration thereof by the Comptroller of Public Accounts of
the State of Texas and the delivery thereof to the Purchasers.
Furthermore, each Authorized Official, any or all, are hereby authorized and directed to
furnish and execute such documents relating to the Issuer and its financial affairs as may be
necessary for the issuance of the Bonds,the approval of the Attorney General of the State of Texas,
and their registration by the Comptroller of Public Accounts of the State of Texas and, together
with the Issuer's Financial Advisors, Bond Counsel, and the Paying Agent/Registrar, to make the
necessary arrangements for the delivery of the Initial Bond to the Purchasers and the initial
exchange thereof for definitive Bonds.
SECTION 22: Printed Opinion. The Purchasers' obligation to accept delivery of the Bonds
is subject to its being furnished a fmal opinion of Norton Rose Fulbright US LLP, San Antonio,
Texas, as Bond Counsel, approving the Bonds as to their validity, said opinion to be dated and
delivered as of the date of initial delivery and payment for the Bonds. Printing of a true and correct
reproduction of said opinions on the reverse side of each of the Bonds is hereby approved and
authorized.
SECTION 23: CUSIP Numbers. CUSIP numbers may be printed or typed on the Bonds.
It is expressly provided, however, that the presence or absence of CUSIP numbers on the Bonds
shall be of no significance or effect as regards the legality thereof, and neither the Issuer nor
attorneys approving said Bonds as to legality are to be held responsible for CUSIP numbers
incorrectly printed or typed on the Bonds.
SECTION 24: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is
intended or shall be construed to confer upon any person other than the Issuer, the Paying
Agent/Registrar,Bond Counsel,the Purchasers, and the Holders any right,remedy, or claim, legal
or equitable,under or by reason of this Ordinance or any provision hereof, this Ordinance and all
its provisions being intended to be and being for the sole and exclusive benefit of the Issuer, the
Paying Agent/Registrar, Bond Counsel, the Purchasers, and the Holders.
SECTION 25: Inconsistent Provisions. All ordinances, orders, or resolutions, or parts
thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby
repealed to the extent of such conflict and the provisions of this Ordinance shall be and remain
controlling as to the matters contained herein.
SECTION 26: Governing Law. This Ordinance shall be construed and enforced in
accordance with the laws of the State of Texas and the United States of America.
SECTION 27: Effect of Headings. The Section headings herein are for convenience only
and shall not affect the construction hereof.
SECTION 28: Severability. If any provision of this Ordinance or the application thereof
to any person or circumstance shall be held to be invalid,the remainder of this Ordinance and the
application of such provision to other persons and circumstances shall nevertheless be valid, and
29920886.5 -29-
the Governing Body hereby declares that this Ordinance would have been enacted without such
invalid provision.
SECTION 29: Public Meeting. It is officially found, determined, and declared that the
meeting at which this Ordinance is adopted was open to the public and public notice of the time,
place, and subject matter of the public business to be considered at such meeting, including this
Ordinance, was given, all as required by Chapter 551, as amended, Texas Government Code.
SECTION 30: Authorization of Paying Agent/Registrar Agreement. The Governing Body
of the Issuer hereby finds and determines that it is in the best interest of the Issuer to authorize the
execution of a Paying Agent/Registrar Agreement pertaining to the registration, transferability,
and payment of the Bonds. A copy of the Paying Agent/Registrar Agreement is attached hereto,
in substantially final form, as Exhibit A and is incorporated herein by reference as fully as if
recopied in its entirety in this Ordinance.
SECTION 31: Incorporation of Preamble Recitals. The recitals contained in the preamble
to this Ordinance are hereby found to be true, and such recitals are hereby made a part of this
Ordinance for all purposes and are adopted as a part of the judgment and findings of the Governing
Body of the Issuer.
SECTION 32: Book-Entry-Only System. The Bonds shall initially be registered so as to
participate in a securities depository system(the DTC System)with the Depository Trust Company,
New York,New York, or any successor entity thereto (the DTC), as set forth herein. Each Stated
Maturity of the Bonds shall be issued (following cancellation of the Initial Bond described in
Section 7) in the form of a separate single definitive Bond. Upon issuance,the ownership of each
such Bond shall be registered in the name of Cede & Co., as the nominee of DTC, and all of the
Outstanding Bonds shall be registered in the name of Cede & Co., as the nominee of DTC. The
Issuer and the Paying Agent/Register are authorized to execute, deliver, and take the actions set
forth in such letters to or agreements with DTC as shall be necessary to effectuate the DTC System,
including the Letter of Representations attached hereto as Exhibit C (the Representation Letter).
With respect to the Bonds registered in the name of Cede & Co., as nominee of DTC, the
Issuer and the Paying Agent/Registrar shall have no responsibility or obligation to any
broker-dealer, bank, or other fmancial institution for which DTC holds the Bonds from time to
time as securities depository (a Depository Participant) or to any person on behalf of whom such
a Depository Participant holds an interest in the Bonds (an Indirect Participant). Without limiting
the immediately preceding sentence, the Issuer and the Paying Agent/Registrar shall have no
responsibility or obligation with respect to: (i) the accuracy of the records of DTC, Cede & Co.,
or any Depository Participant with respect to any ownership interest in the Bonds; (ii)the delivery
to any Depository Participant or any other person, other than a registered owner of the Bonds, as
shown on the Security Register, of any notice with respect to the Bonds, including any notice of
redemption; or (iii) the delivery to any Depository Participant or any Indirect Participant or any
other Person, other than a Holder of a Bond, of any amount with respect to principal of,premium,
if any, or interest on the Bonds. While in the DTC System, no person other than Cede & Co., or
any successor thereto, as nominee for DTC, shall receive a bond certificate evidencing the
obligation of the Issuer to make payments of principal, premium, if any, and interest pursuant to
this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the
29920886.5 -30-
effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject
to the provisions in this Ordinance with respect to interest checks or drafts being mailed to the
Holder, the word"Cede & Co."in this Ordinance shall refer to such new nominee of DTC.
In the event that: (a) the Issuer determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter; (b) the Representation Letter
shall be terminated for any reason; or(c)DTC or the Issuer determines that it is in the best interest
of the beneficial owners of the Bonds that they be able to obtain certificated Bonds,the Issuer shall
notify the Paying Agent/Registrar, DTC, and DTC Participants of the availability within a
reasonable period of time through DTC of bond certificates, and the Bonds shall no longer be
restricted to being registered in the name of Cede & Co., as nominee of DTC. At that time, the
Issuer may determine that the Bonds shall be registered in the name of and deposited with a
successor depository operating a securities depository system, as may be acceptable to the Issuer,
or such depository's agent or designee, and if the Issuer and the Paying Agent/Registrar do not
select such alternate securities depository system then the Bonds may be registered in whatever
name or names the Holders of Bonds transferring or exchanging the Bonds shall designate, in
accordance with the provisions hereof.
Notwithstanding any other provision of this Ordinance to the contrary,so long as any Bond
is registered in the name of Cede&Co.,as nominee of DTC, all payments with respect to principal
of, premium, if any, and interest on such Bond and all notices with respect to such Bond shall be
made and given,respectively, in the manner provided in the Representation Letter.
SECTION 33: Construction of Terms. If appropriate in the context of this Ordinance,
words of the singular number shall be considered to include the plural,words of the plural number
shall be considered to include the singular, and words of the masculine, feminine or neuter gender
shall be considered to include the other genders.
SECTION 34: Unavailability of Authorized Publication. If, because of the temporary or
permanent suspension of any newspaper, journal, or other publication, or, for any reason,
publication of notice cannot be made meeting any requirements herein established, any notice
required to be published by the provisions of this Ordinance shall be given in such other manner
and at such time or times as in the judgment of the Issuer or of the Paying Agent/Registrar shall
most effectively approximate such required publication and the giving of such notice in such
manner shall for all purposes of this Ordinance be deemed to be in compliance with the
requirements for publication thereof.
SECTION 35: No Recourse Against Issuer Officials. No recourse shall be had for the
payment of principal of, premium, if any, or interest on any Bond or for any claim based thereon
or on this Ordinance against any official of the Issuer or any person executing any Bond.
SECTION 36: Continuing Disclosure Undertaking.
A. Definitions.
As used in this Section, the following terms have the meanings ascribed to such terms
below:
29920886.5 -31-
EMMA means the MSRB's Electronic Municipal Market Access system, accessible by the
general public, without charge, on the internet through the uniform resource locator (URL)
http://www.emma.msrb.org.
MSRB means the Municipal Securities Rulemaking Board.
Rule means SEC Rule 15c2-12, as amended from time to time.
SEC means the United States Securities and Exchange Commission.
B. Annual Reports.
The Issuer shall file annually with the MSRB, (1) within six months after the end of each
fiscal year of the Issuer ending in or after 2018, financial information and operating data with
respect to the Issuer of the general type included in the fmal Official Statement authorized by
Section 17 of this Ordinance, being the information described in Exhibit D hereto, and (2) if not
provided as part of such financial information and operating data, audited financial statements of
the Issuer, when and if available. Any financial statements so to be provided shall be (i)prepared
in accordance with the accounting principles described in Exhibit D hereto, or such other
accounting principles as the Issuer may be required to employ from time to time pursuant to state
law or regulation, and (ii) audited, if the Issuer commissions an audit of such financial statements
and the audit is completed within the period during which they must be provided. If the audit of
such financial statements is not complete within such period, then the Issuer shall file unaudited
financial statements within such period and audited financial statements for the applicable fiscal
year to the MSRB, when and if the audit report on such fmancial statements becomes available.
Under current Texas law, including, but not limited to, Chapter 103, as amended, Texas Local
Government Code,the Issuer must have its records and accounts audited annually and shall have
an annual fmancial statement prepared based on the audit. The annual financial statement,
including the auditor's opinion on the statement, shall be filed in the office of the City Secretary
within 180 days after the last day of the Issuer's fiscal year. Additionally, upon the filing of this
financial statement and the annual audit, these documents are subject to the Texas Open Records
Act, as amended, Texas Government Code, Chapter 552.
If the Issuer changes its fiscal year,it will file notice of such change (and of the date of the
new fiscal year end)with the MSRB prior to the next date by which the Issuer otherwise would be
required to provide financial information and operating data pursuant to this Section.
C. Notice of Certain Events.
The Issuer shall file notice of any of the following events with respect to the Bonds to the
MSRB in a timely manner and not more than 10 business days after occurrence of the event:
(1) Principal and interest payment delinquencies;
(2) Non-payment related defaults, if material;
(3) Unscheduled draws on debt service reserves reflecting financial difficulties;
29920886.5 -32-
(4) Unscheduled draws on credit enhancements reflecting financial difficulties;
(5) Substitution of credit or liquidity providers, or their failure to perform;
(6) Adverse tax opinions, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue
(IRS Form 5701-TEB), or other material notices or determinations with
respect to the tax status of the Bonds, or other material events affecting the
tax status of the Bonds;
(7) Modifications to rights of holders of the Bonds, if material;
(8) Bond calls, if material, and tender offers;
(9) Defeasances;
(10) Release, substitution, or sale of property securing repayment of the Bonds,
if material;
(11) Rating changes;
(12) Bankruptcy, insolvency, receivership, or similar event of the Issuer, which
shall occur as described below;
(13) The consummation of a merger, consolidation, or acquisition involving the
Issuer or the sale of all or substantially all of its assets, other than in the
ordinary course of business, the entry into of a definitive agreement to
undertake such an action or the termination of a definitive agreement
relating to any such actions,other than pursuant-to its terms,if material; and
(14) Appointment of a successor or additional paying agent/registrar or the
change of name of a paying agent/registrar, if material.
For these purposes, any event described in the immediately preceding paragraph (12) is
considered to occur when any of the following occur: the appointment of a receiver, fiscal agent,
or similar officer for the Issuer in a proceeding under the United States Bankruptcy Code or in any
other proceeding under state or federal law in which a court or governmental authority has assumed
jurisdiction over substantially all of the assets or business of the Issuer, or if such jurisdiction has
been assumed by leaving the existing governing body and officials or officers in possession but
subject to the supervision and orders of a court or governmental authority, or the entry of an order
confirming a plan of reorganization, arrangement, or liquidation by a court or governmental
authority having supervision or jurisdiction over substantially all of the assets or business of the
Issuer.
The Issuer shall file notice with the MSRB,in a timely manner, of any failure by the Issuer
to provide financial information or operating data in accordance with this Section by the time
required by this Section.
29920886.5 -33-
D. Limitations, Disclaimers, and Amendments.
The Issuer shall be obligated to observe and perform the covenants specified in this Section
for so long as,but only for so long as,the Issuer remains an"obligated person"with respect to the
Bonds within the meaning of the Rule, except that the Issuer in any event will give notice of any
deposit that causes the Bonds to be no longer Outstanding.
The provisions of this Section are for the sole benefit of the holders and beneficial owners
of the Bonds, and nothing in this Section, express or implied, shall give any benefit or any legal or
equitable right,remedy, or claimrIereunder to any other person. The Issuer undertakes to provide
only the financial information, operating data, financial statements, and notices which it has
expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any
other information that may be relevant or material to a complete presentation of the Issuer's
financial results, condition, or prospects or hereby undertake to update any information provided
in accordance with this Section or otherwise, except as expressly provided herein. The Issuer does
not make any representation or warranty concerning such information or its usefulness to a
decision to invest in or sell Bonds at any future date.
UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO THE HOLDER
OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR
TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY
THE ISSUER,WHETHER NEGLIGENT OR WITH OR WITHOUT FAULT ON ITS PART, OF
ANY COVENANT SPECIFIED IN THIS SECTION,BUT EVERY RIGHT AND REMEDY OF
ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH
BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE.
No default by the Issuer in observing or performing its obligations under this Section shall
constitute a breach of or default under this Ordinance for purposes of any other provision of this
Ordinance.
Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the
duties of the Issuer under federal and state securities laws.
The provisions of this Section may be amended by the Issuer from time to time to adapt to
changed circumstances that arise from a change in legal requirements, a change in law,or a change
in the identity, nature, status, or type of operations of the Issuer, but only if(1)the provisions of
this Section, as so amended,would have permitted an underwriter to purchase or sell Bonds in the
primary offering of the Bonds in compliance with the Rule, taking into account any amendments
or interpretations of the Rule to the date of such amendment, as well as such changed
circumstances, and (2) either (a)the holders of a majority in aggregate principal amount (or any
greater amount required by any other provision of this Ordinance that authorizes such an
amendment) of the Outstanding Bonds consent to such amendment or (b) a person that is
unaffiliated with the Issuer (such as nationally recognized bond counsel) determines that such
amendment will not materially impair the interests of the holders and beneficial owners of the
Bonds. The Issuer may also repeal or amend the provisions of this Section if the SEC amends or
repeals the applicable provisions of the Rule or any court of final jurisdiction enters judgment that
29920886.5 -34-
such provisions of the Rule are invalid, and the Issuer also may amend the provisions of this
Section in its discretion in any other manner or circumstance, but in either case only if and to the
extent that the provisions of this sentence would not have prevented an underwriter from lawfully
purchasing or selling Bonds in the primary offering of the Bonds, giving effect to (a) such
provisions as so amended and (b) any amendments or interpretations of the Rule. If the Issuer so
amends the provisions of this Section, the Issuer shall include with any amended fmancial
information or operating data next provided in accordance with this Section an explanation, in
narrative form, of the reasons for the amendment and of the impact of any change in the type of
financial information or operating data so provided.
E. information Format—Incorporation by Reference.
The Issuer information required under this Section shall be filed with the MSRB through
EMMA in such format and accompanied by such identifying information as may be specified from
time to time thereby. Under the current rules of the MSRB, continuing disclosure documents
submitted to EMMA must be in word-searchable portable document format(PDF)files that permit
the document to be saved,viewed,printed, and retransmitted by electronic means and the series of
obligations to which such continuing disclosure documents relate must be identified by CUSIP
number or numbers.
Financial information and operating data to be provided pursuant to this Section may be
set forth in full in one or more documents or may be included by specific reference to any document
(including an official statement or other offering document)available to the public through EMMA
or filed with the SEC.
SECTION 37: Further Procedures. The officers and employees of the Issuer are hereby
authorized, empowered and directed from time to time and at any time to do and perform all such
acts and things and to execute, acknowledge and deliver in the name and under the corporate seal
and on behalf of the Issuer all such instruments, whether or not herein mentioned, as may be
necessary or desirable in order to carry out the terms and provisions of this Ordinance, the initial
sale and delivery of the Bonds,the Official Bid Form,the Paying Agent/Registrar Agreement, and
the Official Statement. In addition, prior to the initial delivery of the Bonds, any Authorized
Official and Bond Counsel are hereby authorized and directed to approve any technical changes
or corrections to this Ordinance or to any of the instruments authorized and approved by this
Ordinance and as described in the Official Statement necessary in order to: (i) correct any
ambiguity or mistake or properly or more completely document the transactions contemplated and
approved by this Ordinance; (ii) obtain a rating from any of the national bond rating agencies; or
(iii) obtain the approval of the Bonds by the Texas Attorney General's office. In case any officer
of the Issuer whose signature shall appear on any certificate shall cease to be such officer before
the delivery of such certificate, such signature shall nevertheless be valid and sufficient for all
purposes the same as if such officer had remained in office until such delivery.
SECTION 38: Contracts with Financial Advisor and/or Bond Counsel. The Governing
Body authorizes each Authorized Official, or their designees, to take all actions necessary to
execute any necessary financial advisory contracts with Frost Bank Capital Markets Division, as
the financial advisor to the City (the Financial Advisor). The City understands that under
applicable federal securities laws and regulations that the City must have a contractual arrangement
29920886.5 -35-
with its Financial Advisor relating to the sale, issuance, and delivery of the Bonds. In addition,
the Governing Body also authorizes each Authorized Official,or their designees,to take all actions
necessary to execute any necessary engagement agreement with Norton Rose Fulbright US LLP,
as the Bond Counsel to the City.
SECTION 39: Issuer's Consent to Provide Information and Documentation to the Texas
MAC. The Municipal Advisory Council of Texas (the Texas MAC), a non-profit membership
corporation organized exclusively for non-profit purposes described in section 501(c)(6) of the
Internal Revenue Code and which serves as a comprehensive financial information repository
regarding municipal debt issuers in Texas, requires provision of written documentation regarding
the issuance of municipal debt by the issuers thereof In support of the purpose of the Texas MAC
and in compliance with applicable law, the Issuer hereby consents to and authorizes any
Authorized Representative, Bond Counsel to the Issuer, and/or Financial Advisor to the Issuer to
provide to the Texas MAC information and documentation requested by the Texas MAC relating
to the Bonds; provided, however, that no such information and documentation shall be provided
prior to the Closing Date. This consent and authorization relates only to information and
documentation that is a part of the public record concerning the issuance of the Bonds.
SECTION 40: Effective Date. Pursuant to the provisions of Section 1201.028, as
amended, Texas Government Code,this Ordinance shall be effective immediately upon adoption,
notwithstanding any provision in the City's Home Rule Charter to the contrary concerning a
multiple reading requirement for the adoption of ordinances.
[The remainder of this page intentionally left blank]
29920886.5 -36-
PASSED AND ADOPTED by the Governing Body of the City of Cibolo, Texas, this the
12th day of June, 2018.
CITY OF CIBOLO, TEXAS
1,7
•dh Boyl
Mayor
ATTEST:
/ '-`--`7 /-2-2-2-s---e---
Peggy Cimics, TRMC
City Secretary
(CITY SEAL)
[The remainder of this page intentionally left blank]
29920886.5 S4
INDEX TO SCHEDULES AND EXIIIBITS
Exhibit A Paying Agent/Registrar Agreement
Exhibit B Official Bid Form
Exhibit C DTC Letter of Representations
Exhibit D Description of Annual Financial Information
29920886.5 Index-1
EXHIBIT A
Paying Agent/Registrar Agreement
See Tab No.
29920886.5 A-1
PAYING AGENT/REGISTRAR AGREEMENT
THIS PAYING AGENT/REGISTRAR AGREEMENT entered into as of June 12, 2018
(this Agreement)is between the City of Cibolo,Texas (the Issuer)and UMB Bank,N.A.,Houston,
Texas, a national banking association duly organized and existing under the laws of the United
States of America and authorized to transact business in the State of Texas (the Bank).
RECITALS OF THE ISSUER
The Issuer has duly authorized and provided for the issuance of its "CITY OF CIBOLO,
TEXAS GENERAL OBLIGATION BONDS, SERIES 2018" (the Securities), dated June 1,2018,
in the aggregate principal amount of$ , to be issued as registered securities without
coupons;
All things necessary to make the Securities the valid obligations of the Issuer,in accordance
with their terms, will be taken upon the issuance and delivery thereof;
The Issuer is desirous that the Bank act as the Paying Agent of the Issuer in paying the
principal, premium (if any) and interest on the Securities, in accordance with the terms thereof,
and that the Bank act as Registrar for the Securities;
The Issuer has duly authorized the execution and delivery of this Agreement; and all things
necessary to make this Agreement the valid agreement of the Issuer, in accordance with its terms,
have been done.
NOW, THEREFORE, it is mutually agreed as follows:
ARTICLE ONE
APPOINTMENT OF BANK AS
PAYING AGENT AND REGISTRAR
Section 1.01 Appointment.
The Issuer hereby appoints the Bank to act as Paying Agent with respect to the Securities
in order to pay, when due, the principal, premium (if any), and interest on all or any of the
Securities to the Holders of the Securities,all in accordance with this Agreement and the Ordinance
(hereinafter defined).
The Issuer hereby appoints the Bank as Registrar with respect to the Securities.
The Bank hereby accepts its appointment, and agrees to act, as the Paying Agent and the
Registrar.
Section 1.02 Compensation.
As compensation for the Bank's services as Paying Agent/Registrar, the Issuer hereby
agrees to pay the Bank the fees and amounts set forth in Annex A hereto for the first year of this
Agreement and thereafter the fees and amounts set forth in the Bank's current fee schedule then in
29920887.3
effect for services as Paying Agent/Registrar for political subdivisions, which shall be supplied to
the Issuer on or before ninety(90) days prior to the close of the Fiscal Year of the Issuer and which
shall be effective upon the first day of the following Fiscal Year. The Issuer covenants to provide
notice to the Bank upon any change in the Issuer's Fiscal Year within ten(10)business days of the
governing body of the Issuer's decision to change the Fiscal Year of the Issuer.
In addition, the Issuer agrees to reimburse the Bank upon its request for all reasonable
expenses, disbursements, and advances incurred or made by the Bank in accordance with any of
the provisions hereof(including the reasonable compensation and the expenses and disbursements
of its agents and counsel).
ARTICLE TWO
DEFINITIONS
Section 2.01 Definitions.
For all purposes of this Agreement, except as otherwise expressly provided or unless the
context otherwise requires, the following terms, whenever the same appears herein without
qualifying language, are defined to mean as follows:
Acceleration Date of any Security means the date on and after which the principal
or any or all installments of interest, or both, are due and payable on any Security which
has become accelerated, to the extent permitted by law, pursuant to the terms of the
Security.
Bank Office means the corporate trust office of the Bank set forth on the signature
page of this agreement. The Bank will notify the Issuer, in writing, of any change in
location of the Bank Office.
Fiscal Year means the fiscal year of the Issuer,which currently begins on October 1
and ends on September 30 of each year.
Holder and Security Holder each means a Person in whose name a Security is
registered in the Security Register.
Issuer Request and Issuer Order each means a written request or order signed in
the name of the Issuer by the Mayor or the City Secretary of the City Council of the Issuer
or the City Manager and delivered to the Bank.
Legal Holiday means a day on which the Bank is required or authorized to be
closed.
Ordinance means the resolution, order, or ordinance of the governing body of the
Issuer pursuant to which the Securities are issued, certified by the City Secretary or any
other officer of the Issuer, and delivered to the Bank.
29920887.3 -2-
Person means any individual, corporation, partnership,joint venture, association,
joint stock company, trust, unincorporated organization or government or any agency or
political subdivision of a government.
Predecessor Securities of any particular Security means every previous Security
evidencing all or a portion of the same obligation as that evidenced by such particular
Security (and, for the purpose of this defmition, any mutilated, lost, destroyed, or stolen
Security for which a replacement Security has been registered and delivered in lieu thereof
pursuant to Section 4.06 hereof and the Ordinance).
Record Date means the Record Date as defined in the Ordinance.
Redemption Date when used with respect to any Security to be redeemed means the
date fixed for such redemption pursuant to the terms of the Ordinance.
Responsible Officer when used with respect to the Bank means the Chairman or
Vice-Chairman of the Board of Directors,the Chairman or Vice-Chairman of the Executive
Committee of the Board of Directors,the President, any Vice President,the Secretary, any
Assistant Secretary, the Treasurer, any Assistant Treasurer, the Cashier, any Assistant
Cashier, any Trust Officer or Assistant Trust Officer, or any other officer of the Bank
customarily performing functions similar to those performed by any of the above
designated officers and also means, with respect to a particular corporate trust matter, any
other officer to whom such matter is referred because of his knowledge of and familiarity
with the particular subject.
Securities means the securities defined in the recital paragraphs herein.
Security Register means a register maintained by the Bank on behalf of the Issuer
providing for the registration of Securities and of transfers of Securities.
Stated Maturity means the date specified in the Ordinance as the fixed date on
which the principal of a Security is scheduled to be due and payable.
Section 2.02 Other Definitions.
The terms "Bank", "Issuer", and "Securities" have the meanings assigned to them in the
opening paragraph of this Agreement or in the recitals of the Issuer.
The term"Paying Agent/Registrar"refers to the Bank in the performance of the duties and
functions of this Agreement.
Section 2.03 Construction of Terms.
If appropriate in the context of this Agreement, words of the singular shall be considered
to include the plural, words of the plural shall be considered to include the singular, and words of
the masculine, feminine, or neuter gender shall be considered to include the other genders.
29920887.3 -3-
•
ARTICLE THREE
PAYING AGENT
Section 3.01 Duties of Paying Agent.
As Paying Agent,the Bank shall,provided adequate collected funds have been provided to
it for:such purpose by or on behalf of the Issuer, pay on behalf of the Issuer the interest on each
Security when due. The Bank shall compute the amount of interest to be paid each Holder, and
shall prepare and send a check in the amount by United States mail (first class postage prepaid) on
or prior to each interest payment date, to the Holder of each Security (or Predecessor Securities)
whose name appears in the Security Register on the Record Date. Such checks shall be mailed in
such manner to such Holder at the address for each such Holder appearing on the Security Register,
or shall be transmitted to such Holder on each interest payment date by such other method
acceptable to the Bank, requested in writing by, and at the risk and expense of the Holder.
Section 3.02 Payment Dates.
The Issuer hereby instructs the Bank to pay the principal and interest on the Securities at
the dates specified in the Ordinance. The Issuer agrees to transfer or to cause to be transferred, in
immediately available funds,to the Bank to pay principal and/or interest, either or both,by no later
than 4:00 p.m. on the business day immediately preceding the payment dates.
As Paying Agent,the Bank shall,provided adequate collected funds have been provided to
it for such purpose by or on behalf of the Issuer, pay on behalf of the Issuer the principal of and
interest on each Security when due, by computing the amount of interest to be paid each Holder,
preparing the checks and mailing the checks on the payment date, to the Holders of the Securities
on the Record Date, addressed to their address appearing on the Security Register.
ARTICLE FOUR
REGISTRAR
Section 4.01 Transfer and Exchange.
The Issuer shall keep at the Bank Office a register(the Security Register) in which, subject
to such reasonable written regulations as the Issuer may prescribe (which regulations shall be
furnished to the Bank herewith or subsequent hereto by Issuer Order), the Issuer shall provide for
the registration of the Securities and for transfers of Securities. The Bank is hereby appointed
Registrar for the purpose of registering Securities and transfers of Securities as herein provided.
The Bank agrees to maintain the Security Register while it is Registrar.
Every Security surrendered for transfer or exchange shall be duly endorsed or be
accompanied by a written instrument of transfer, the signature on which has been guaranteed by
an officer of a federal or state bank or a member of the Financial Industry Regulatory Authority,
in form satisfactory to the Bank, duly executed by the Holder thereof, or his agent, duly authorized
in writing.
As a condition to effecting a re-registration, transfer or exchange of the Securities, the
Registrar may request any supporting documentation it feels necessary to effect a re-registration,
29920887.3 -4-
transfer or exchange of the Securities. To the extent possible and under reasonable circumstances,
the Bank agrees that, in relation to an exchange or transfer of Securities, the exchange or transfer
by the Holders thereof shall be completed and new Securities delivered to the Holder or the
assignee of the Holder in not more than three (3) business days after the receipt of the Securities
to be canceled and exchange or transfer and the written instrument of transfer or request for
exchange duly executed by the Holder, or his duly authorized agent, in form and manner
satisfactory to the Paying Agent/Registrar.
Section 4.02 Certificates.
The Issuer shall provide the Registrar with an adequate inventory of Securities certificates
to facilitate transfers. The Bank covenants that it will maintain the Securities certificates in
safekeeping and will use reasonable care in maintaining such Securities certificates in safekeeping,
which shall not be less than the level of care it maintains for debt securities of other political
subdivisions or corporations for which it serves as registrar, or which it maintains for its own
securities.
Section 4.03 Form of Security Register.
The Bank as Registrar will maintain the records of the Security Register in accordance with
the Bank's general practices and procedures in effect from time to time. The Bank shall not be
obligated to maintain such Register in any form other than those which the Bank has currently
available and currently utilizes at the time.
The Security Register may be maintained in written form or in any other form capable of
being converted into written form within a reasonable time.
Section 4.04 List of Security Holders.
The Bank will provide the Issuer at any time requested by the Issuer, upon payment of any
required fee, a copy of the information contained in the Security Register. The Issuer may also
inspect the information in the Security Register at any time the Bank is customarily open for
business, provided that reasonable time is allowed the Bank to provide an up-to-date listing or to
convert the information into written form.
The Bank will not release or disclose the content of the Security Register to any person
other than to, or at the written request of, an authorized officer or employee of the Issuer, except
upon receipt of a subpoena, court order, or as required by law. Upon receipt of a subpoena or court
order the Bank will notify the Issuer so that the Issuer may contest the subpoena or court order,
provided such subpoena, court order or lawful request does not prevent the Bank from providing
such notice.
Section 4.05 Return of Canceled Securities.
The Bank will destroy all canceled Securities pursuant to the Securities Exchange Act of
1934.
29920887.3 -5-
Section 4.06 Mutilated, Destroyed, Lost or Stolen Securities Certificates.
The Issuer hereby instructs the Bank to deliver and issue Securities certificates in exchange
for or in lieu of mutilated, destroyed, lost or stolen Securities certificates as long as the same does
not result in an overissuance.
The Bank will issue and deliver a new Security certificate in exchange for a mutilated
Security certificate surrendered to it. The Bank will issue a new Security certificate in lieu of a
Security certificate for which it received written representation from the Holder that the certificate
representing such Security is destroyed, lost, or stolen, without the surrender or production of the
original certificate. The Bank will pay on behalf of the Issuer the unpaid principal and premium,
if any, of a Security at the Stated Maturity or on the Redemption Date or Acceleration Date, for
which it receives written representation that the certificate representing such Security is destroyed,
lost, or stolen without the surrender or production of the original certificate.
The Bank will not issue a replacement Security certificate or pay such replacement Security
certificate unless there is delivered to the Bank such security or indemnity as it may require(which
may be by the Bank's Blanket Lost Original Instrument Bond or similar certifications that may be
required by the Bank)to save both the Bank and the Issuer harmless.
On satisfaction of the Bank and the Issuer that a Security certificate has been mutilated,
destroyed, lost or stolen,the certificate number on the mutilated, destroyed, lost or stolen Security
certificate will be canceled with a notation that it has been mutilated, destroyed, lost or stolen and
a new Security certificate will be issued of the same series and of like tenor and principal amount
bearing a number (according to the Security Register)not contemporaneously outstanding.
The Bank may charge the Holder the Bank's fees and expenses in connection with issuing
a new Security certificate in lieu of or exchange for a mutilated, destroyed,lost, or stolen Security
certificate.
The Issuer hereby accepts the Bank's insurance policy, surety, or other form of security
from time to time maintained thereby that secures lost, stolen, or destroyed certificates that the
Bank may arrange; and agrees that the coverage under any such form of security is acceptable to
it and meets the Issuer's requirements as to security or indemnity therefor. The Bank need not
notify the Issuer of any changes in the security or other company giving such security or the terms
of such form of security. At any time the Bank is customarily open for business, the applicable
form of security then utilized for the purpose of lost, stolen, or destroyed certificates by the Bank
shall be available for inspection by the Issuer on request. The Issuer hereby accepts the Bank's
indemnity to replace the Security certificates destroyed or lost while in the possession or under the
control of the Bank.
Section 4.07 Transaction Information to Issuer.
The Bank will, within a reasonable time after receipt of written request from the Issuer,
furnish the Issuer information as to the Securities it has paid pursuant to Section 3.01 and Securities
it has delivered upon the transfer or exchange of any Securities pursuant to Section 4.01.
29920887.3 -6-
ARTICLE FIVE
THE BANK
Section 5.01 Duties of Bank.
The Bank undertakes to perform the duties set forth herein and in the Ordinance and agrees
to use reasonable care in the performance thereof.
The Bank is also authorized to transfer funds relating to the closing and initial delivery of
the Securities in the manner disclosed in the closing memorandum as prepared by the Issuer's
financial advisor, bond counsel, or other agent. The Bank may act on a facsimile or email
transmission of the closing memorandum acknowledged by the financial advisor,bond counsel, or
the Issuer as the final closing memorandum. The Bank shall not be liable for any losses, costs or
expenses arising directly or indirectly from the Bank's reliance upon and compliance with such
instructions.
Section 5.02 Reliance on Documents, Etc.
(a) The Bank may conclusively rely, as to the truth of the statements and correctness
of the opinions expressed therein, on certificates or opinions furnished to the Bank.
(b) The Bank shall not be liable for any error of judgment made in good faith by a
Responsible Officer, unless it shall be proved that the Bank was negligent in ascertaining the
pertinent facts.
(c) No provisions of this Agreement shall require the Bank to expend or risk its own
funds or otherwise incur any financial liability for performance of any of its duties hereunder, or
in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that
repayment of such funds or adequate indemnity satisfactory to it against such risks or liability is
not assured to it.
(d) The Bank may rely and shall be protected in acting or refraining from acting upon
any resolution, certificate, statement, instrument, opinion, report, notice, request, direction,
consent, order, bond, note, security, or other paper or document believed by it to be genuine and
to have been signed or presented by the proper party or parties. Without limiting the generality of
the foregoing statement, the Bank need not examine the ownership of any Securities but is
protected in acting upon receipt of Securities containing an endorsement or instruction of transfer
or power of transfer which appears on its face to be signed by the Holder or an agent of the Holder.
The Bank shall not be bound to make any investigation into the facts or matters stated in a
resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent,
order, bond, note, security or other paper or document supplied by the Issuer. The Bank may act
on any order, request, approval or other authority relating to the Securities which is provided by
the Issuer through a facsimile or e-mail transmission without the necessity of obtaining an original
or executed copy of any such authority.
(e) The Bank may consult with counsel, and the written advice of such counsel or any
opinion of counsel shall be full and complete authorization and protection with respect to any
action taken, suffered or omitted by it hereunder in good faith and in reliance thereon.
29920887.3 -7-
(f) The Bank may exercise any of the powers hereunder and perform any duties
hereunder either directly or by or through agents or attorneys of the Bank.
Section 5.03 Recitals of Issuer.
The recitals contained herein and in the Securities shall be taken as the statements of the
Issuer, and the Bank assumes no responsibility for their correctness.
The Bank shall in no event be liable to the Issuer, any Holder or Holders of any Security,
or any other Person for any amount due on any Security from its own funds.
Section 5.04 May Hold Securities.
The Bank, in its individual or any other capacity, may become the owner or pledgee of
Securities and may otherwise deal with the Issuer with the same rights it would have if it were not
the Paying Agent/Registrar or any other agent,provided that such dealings do not result in a breach
of any duties or agreements imposed by this Agreement.
Section 5.05 Money Held by Bank.
A paying agent account shall at all times be kept and maintained by the Bank for the receipt,
safekeeping, and disbursement of money received from the Issuer hereunder for the payment of
the Securities, and money deposited to the credit of such account until paid to the Holders of the
Securities shall be continuously collateralized by securities or obligations which qualify and are
eligible under the laws of the State of Texas to secure and be pledged as collateral for paying agent
accounts to the extent such money is not insured by the Federal Deposit Insurance Corporation.
The Bank shall be under no liability for interest on any money received by it hereunder.
Any money deposited with the Bank for the payment of the principal,premium(if any), or
interest on any Security and remaining unclaimed for three years after final maturity of the Security
has become due and payable will be held by the Bank and disposed of only in accordance with
Title 6 of the Texas Property Code (Unclaimed Property).
The Bank will comply with the reporting provisions of Chapter 74 of the Texas Property
Code with respect to property that is presumed abandoned under Chapter 72 or Chapter 75 of the
Texas Property Code or inactive under Chapter 73 of the Texas Property Code.
Section 5.06 Indemnification.
The Issuer agrees, to the extent it legally may, to indemnify the Bank (including its
directors, officers and employees) for, and hold it harmless against, any loss, liability, or expense
incurred without negligence or bad faith on its part arising out of or in connection with its
acceptance or administration of its duties hereunder, including the cost and expense (including its
counsel fees) of defending itself against any claim or liability in connection with the exercise or
performance of any of its powers or duties under this Agreement. The foregoing indemnities in
this paragraph shall survive the resignation or substitution of the Bank or the termination of this
Agreement.
29920887.3 -8-
Section 5.07 Interpleader.
The Issuer and the Bank agree that the Bank may seek adjudication of any adverse claim,
demands or controversy over its persons as well as funds on deposit, in either a Federal or State
District Court located in the State of Texas and County or Counties where either the Bank(Texas
offices only) or the Issuer is located,waive personal service of any process, and agree that service
of process by certified or registered mail,return receipt requested,to the address set forth in Section
6.03 of this Agreement shall constitute adequate service. The Issuer and the Bank further agree
that the Bank has the right to file a Bill of Interpleader in any court of competent jurisdiction in
the State of Texas to determine the rights of any Person claiming interest herein.
Section 5.08 Depository Trust Company.
It is hereby represented and warranted that, in the event the Securities are otherwise
qualified and accepted for "Depository Trust Company" services or equivalent depository trust
services by other organizations, the Bank has the capability and, to the extent within its control,
will comply with the "Operational Arrangements", promulgated from time to time by The
Depository Trust Company, which establishes requirements for securities to be eligible for the
timeliness of payments and funds availability, transfer turnaround time, and notification of
redemptions and calls.
ARTICLE SIX
MISCELLANEOUS PROVISIONS
Section 6.01 Amendment.
This Agreement may be amended only by an agreement in writing signed by both of the
parties hereof.
Section 6.02 Assignment.
This Agreement may not be assigned by either party without the prior written consent of
the other.
Section 6.03 Notices.
Any request, demand, authorization, direction, notice, consent, waiver or other document
provided or permitted hereby to be given or furnished to the Issuer or the Bank shall be mailed or
delivered to the Issuer or the Bank, respectively, at the addresses shown on the signature page of
this Agreement.
Section 6.04 Effect of Headings.
The Article and Section headings herein are for convenience only and shall not affect the
construction hereof
29920887.3 -9-
Section 6.05 Successors and Assigns; Merger, Conversion, Consolidation or Succession.
All covenants and agreements herein by the Issuer shall bind its successors and assigns,
whether so expressed or not.
Any corporation into which the Bank may be merged or converted or with which it may be
consolidated, or any corporation resulting from any merger, conversion, or consolidation to which
the Bank shall be a party, or any corporation succeeding to all or substantially all of the corporate
trust business of the Bank shall be the successor of the Bank hereunder without the execution or
filing of any paper or any further act on the part of either of the parties hereto. In case any Security
shall have been registered, but not delivered,by the Bank then in office, any successor by merger,
conversion, or consolidation to such authenticating Bank may adopt such registration and deliver
the Security so registered with the same effect as if such successor Bank had itself registered such
Security.
Section 6.06 Severability.
In case any provision herein, or application thereof, shall be invalid, illegal, or
unenforceable,the validity, legality, and enforceability of the remaining provisions or applications
shall not in any way be affected or impaired thereby.
Section 6.07 Benefits of Agreement.
Nothing herein, express or implied, shall give to any Person, other than the parties hereto
and their successors hereunder, any benefit or any legal or equitable right, remedy, or claim
hereunder.
Section 6.08 Entire Agreement.
This Agreement and the Ordinance constitute the entire agreement between the parties
hereto relative to the Bank acting as Paying Agent/Registrar for the Securities, and if any conflict
exists between this Agreement and the Ordinance, the Ordinance shall govern.
Section 6.09 Counterparts.
This Agreement may be executed in any number of counterparts, each of which shall be
deemed an original and all of which shall constitute one and the same Agreement.
Section 6.10 Termination.
This Agreement will terminate on the date of final payment by the Bank issuing its checks
for the final payment of principal of, and premium, if any, and interest on the Securities.
This Agreement may be earlier terminated upon 60 days written notice by either party;
provided, however, that this Agreement may not be terminated (i) by the Bank until a successor
Paying Agent/Registrar that is a national or state banking institution and a corporation or
association organized and existing under the laws of the United States of America or of any state
which possesses trust powers and is subject to supervision or examination by a federal or state
29920887.3 -10-
regulatory agency has been appointed by the Issuer and has accepted such appointment, or (ii) at
any time during which such termination might, in the judgment of the Issuer, disrupt, delay, or
otherwise adversely affect the payment of the principal, premium, if any, or interest on the
Securities. Prior to terminating this Agreement, the Issuer may reasonably require the Bank to
show that such termination will not occur during a period described in(ii) above.
The resigning Paying Agent/Registrar may petition any court of competent jurisdiction for
the appointment of a successor Paying Agent/Registrar if an instrument of acceptance by a
successor Paying Agent/Registrar has not been delivered to the resigning Paying Agent/Registrar
within sixty(60) days after the giving of such notice of resignation.
Upon an early termination of this Agreement, the Bank agrees to promptly transfer and
deliver the Security Register (or a copy thereof), together with other pertinent books and records
relating to the Securities,to the successor Paying Agent/Registrar designated and appointed by the
Issuer.
The provisions of Section 1.02 and of Article Five shall survive and remain in full force
and effect following the termination of this Agreement.
Section 6.11 No Boycott of Israel (H.B. 89 85th Texas Legislature).
To the extent this Agreement is a contract for goods or services within the meaning of
Section 2270.002 of the Texas Government Code, the Bank hereby verifies that the Bank is a
company which does not boycott Israel and will not boycott Israel through the term of this
Agreement. The foregoing verification is made solely to comply with Section 2270.002, Texas
Government Code, and to the extent such Section does not contravene applicable Federal law. As
used in the foregoing verification, "company" and "boycott Israel"have the meanings ascribed to
such terms by Chapter 808 of the Texas Government Code.
Section 6.12 Contracts with Companies Engaged in Business with Iran, Sudan or Foreign
Terrorist Organizations Prohibited (S.B. 252 85th Texas Legislature).
Pursuant to Subchapter F, Chapter 2252,Texas Government Code,to the extent applicable
to this Agreement, the Bank represents that it is not a company (as defined in Section
2270.0001(2), Texas Government Code) which is on a list prepared and maintained by the
Comptroller of Public Accounts of the State of Texas under Sections 2270.0201 or 2252.153,
Texas Government Code. The foregoing representation is made solely to comply with Section
2252.152, Texas Government Code, and to the extent such section does not contravene applicable
Federal law and excludes the Bank and each of its affiliates, if any, that the United States
government has affirmatively declared to be excluded from its federal sanctions regime relating to
Sudan or Iran or any federal sanctions regime relating to a foreign terrorist organization.
Section 6.13 Governing Law.
This Agreement shall be construed in accordance with and governed by the laws of the
State of Texas and the United States of America.
29920887.3 -11-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day
and year first above written.
CITY OF CIBOLO, TEXAS
By: 6 Lt 1 IL J,
Title: City Manager
Address: 200 South Main Street
Cibolo, Texas 78108
29920887.3 S-1
UMB BANK,N.A., as Paying Agent/Registrar
By:
Title:
Address: 5555 San Felipe St.
Suite 625
Houston, Texas 77056
ATTEST:
Title:
29920887.3 S-1
Annex A
Paying Agent/Registrar Fee Schedule
29920887.3 A-1
EXHIBIT B
Official Bid Form
See Tab No.
29920886.5 B-1
EXIIBIT C
DTC Letter of Representations
See Tab No.
29920886.5 C-1
EXHIBIT D
Description of Annual Financial Information
The following information is referred to in Section 36 of this Ordinance.
Annual Financial Statements and Operating Data
The financial information and operating data with respect to the City to be provided
annually in accordance with such Section are as specified (and included in the Appendix or under
the headings of the Official Statement referred to)below:
1. The City's audited financial statements for the most recently concluded fiscal year
or to the extent these audited financial statements are not available, the portions of the unaudited
financial statements of the City appended to the Official Statement as Appendix D, but for the
most recently concluded fiscal year.
2. The quantitative financial information and operating data of the City of the general
type included in Table 1 of the body of the Official Statement and Tables 1 through 10 appearing
in Appendix A to the Official Statement.
Accounting Principles
The accounting principles referred to in such Section are generally accepted accounting
principles for governmental units as prescribed by the Government Accounting Standards Board
from time to time.
29920886.5 D-1
GENERAL CERTIFICATE
THE STATE OF TEXAS §
COUNTY OF GUADALUPE §
CITY OF CIBOLO §
THE UNDERSIGNED HEREBY CERTIFY that:
1. The City Council of the City of Cibolo,Texas(the City)has authorized the issuance
of the "CITY OF CIBOLO, TEXAS GENERAL OBLIGATION BONDS, SERIES 2018", dated
June 1, 2018, in the aggregate principal amount of$ (the Bonds), authorized by an
ordinance passed and adopted on the 12th day of June, 2018 (the Ordinance).
2. The total principal amount of outstanding indebtedness of the City, payable, in
whole or in part, from taxes levied under and pursuant to Article XI, Section 5 of the Texas
Constitution, including the Bonds is as follows:
OUTSTANDING TAX OBLIGATIONS $40,005,000.00
THE BONDS
TOTAL INDEBTEDNESS
3. A schedule of indebtedness of the City payable, in whole or in part, from taxes is
attached hereto as Exhibit A and made a part of this certificate for all purposes.
4. A debt service requirement schedule for all outstanding general obligation
indebtedness of the City, including the Bonds is attached hereto as Exhibit B and made a part of
this certificate for all purposes.
5. The City is a duly incorporated home rule city,having more than 5,000 inhabitants,
operating and existing under the Constitution and laws of the State of Texas and the duly adopted
Home Rule Charter of the City,which Charter has not been changed or amended since the passage
of the ordinance authorizing the issuance of the City obligations designated as "City of Cibolo,
Texas General Obligation Refunding Bonds, Series 2017", dated November 1, 2017, were issued
in the principal amount of$8,325,000.
6. The members of the City Council of the City are as follows:
Stosh Boyle Mayor
Jim Russell Mayor Pro-Tem
Verlin"Doug" Garrett Councilmember
Ted Gibbs Councilmember
Joel Hicks Councilmember
Brian Byrd Councilmember
Jay Hogue Councilmember
Jennifer Schultes Councilmember
29920882.4
7. Robert T. Herrera is the duly appointed, qualified, and acting City Manager of the
City.
8. Peggy Cimics is the duly appointed,qualified,and acting City Secretary of the City.
9. Anna Miranda is the duly appointed, qualified, and acting Director of Finance of
the City.
10. The assessed value of all taxable property(net of exemptions)in the City,as shown
by the tax rolls for the year 2017, which have been duly approved and are the latest official
assessment of taxable property in the City, is as follows:
TOTAL ASSESSED TAXABLE VALUES
OF REAL AND PERSONAL PROPERTY $1,818,236,536
11. The election for the approval of the Bonds held in the City on November 4, 2014
(the Election), was duly conducted and held in compliance with the requirements of the Texas
Election Code and the Federal Voting Rights Act, as amended.
12. Pursuant to provisions of Section 4.008,as amended,Texas Election Code,the City
delivered a notice of an election to the County Clerk of Guadalupe County, Texas (the County) in
"substantial compliance" with the requirement to deliver such notice no later than the 60th day
before the date of the Election.
13. All of the meetings held by the City Council pursuant to which any proceedings
were passed,adopted,and approved in connection with the Bonds were meetings open to the public
for which public notice had been given, all as required by law and particularly Chapter 551, as
amended, Texas Government Code.
14. The City intends to acquire real property for the purposes of the Project and will
obtain an independent appraisal prior to the purchase of such property before expending proceeds
of the Bonds pursuant to Section 252.051, as amended, Texas Local Government Code.
15. Additional transcript requirements pursuant to the provisions of Section 1202.008,
as amended, Texas Government Code, are attached hereto as Exhibit C.
16. Prior to the execution of certain contracts related to the issuance of the Bonds, and
if required by Section 2252.908 of the Texas Government Code (Section 2252.908), the District
received a completed disclosure of interested parties form and certification of filing (collectively
a Form 1295) from the business entity contracting with the District pursuant to the requirements
of Section 2252.908 and rules promulgated thereunder by the Texas Ethics Commission (the
TEC). The District has or will timely notify the TEC, in an electronic format prescribed by the
TEC, of the receipt of such Form 1295.
17. Capitalized terms not defined in this certificate shall have the meanings ascribed to
them in the Ordinance.
29920882.4 -2-
18. This certificate is made for the benefit of the persons involved within this
transaction and the Attorney General of The State of Texas in connection with his examination
into and the approval of the Bonds.
[The remainder of this page intentionally left blank]
29920882.4 -3-
WITNESS OUR HANDS AND THE SEAL OF THE CITY OF CIBOLO, TEXAS,this 12th day
of June, 2018.
CITY OF CIBOLO, TEXAS
fr
M. or
City of Cibolo, Texas
City Secretary
City of Cibolo, Texas
(CITY SEAL)
29920882.4
EXHIBIT A
SCHEDULE OF ALL OUTSTANDING GENERAL OBLIGATION INDEBTEDNESS
Description Amount
1. General Obligation Public Improvement &Refunding Bonds, Series 2007 $740,000.00
2. General Obligation Bonds, Series 2009 620,000.00
3. General Obligation Refunding Bonds, Series 2010 285,000.00
4. General Obligation Bonds, Series 2011 5,960,000.00
5. General Obligation Refunding Bonds, Series 2012 1,245,000.00
6. General Obligation Bonds, Series 2013 6,755,000.00
7. General Obligation Bonds, Series 2014 2,440,000.00
8. General Obligation and Refunding Bonds, Series 2015 8,695,000.00
9. General Obligation Bonds, Series 2016 3,185,000.00
10. Combination Tax and Limited Pledge Revenue Certificates of Obligation,
Taxable Series 2017 1,900,000.00
11. General Obligation Refunding Bonds, Series 2017 8,180,000.00
12. The Bonds
TOTAL
•
29920882.4 A-1
EXHIBIT B
COMBINED DEBT SERVICE SCHEDULE
29920882.4 B-1
' EXHIBIT C
ADDITIONAL TRANSCRIPT REQUIREMENTS
City of Cibolo, Texas General Obligation Bonds, Series 2018
29920882.4 C-1
CERTIFICATE OF CITY SECRETARY
THE STATE OF TEXAS §
COUNTY OF GUADALUPE §
CITY OF CIBOLO §
THE UNDERSIGNED HEREBY CERTIFIES that:
1. On the 12th day of June, 2018 the City Council (the Council) of the City of Cibolo,
Texas (the City) convened in regular session at its regular meeting place in the City Hall of the
City (the Meeting), the duly constituted members of the Council being as follows:
Stosh Boyle Mayor
Jim Russell Mayor Pro-Tem
Verlin"Doug" Garrett Councilmember
Ted Gibbs Councilmember
Joel Hicks Councilmember
Brian Byrd Councilmember
Jay Hogue Jay Hogue
Jennifer Schultes Councilmember
and all of such persons were present at the Meeting, except the following: ir/ , thus
constituting a quorum. Among other business considered at the Meeting, the attached ordinance
(the Ordinance) entitled:
AN ORDINANCE AUTHORIZING THE ISSUANCE OF "CITY OF CIBOLO,
TEXAS GENERAL OBLIGATION BONDS, SERIES 2018"; LEVYING A
CONTINUING DIRECT ANNUAL AD VALOREM TAX, WITHIN THE
LIMITATIONS PRESCRIBED BY LAW, FOR THE PAYMENT OF THE
BONDS; PRESCRIBING THE FORM, TERMS, CONDITIONS, AND
RESOLVING OTHER MATTERS INCIDENT AND RELATED TO THE
ISSUANCE, SALE, AND DELIVERY OF THE BONDS, INCLUDING THE
APPROVAL AND DISTRIBUTION OF AN OFFICIAL STATEMENT
PERTAINING THERETO; AUTHORIZING THE EXECUTION OF A PAYING
AGENT/REGISTRAR AGREEMENT AND AN OFFICIAL BID FORM;
COMPLYING WITH THE PROVISIONS OF THE DEPOSITORY TRUST
COMPANY'S LETTER OF REPRESENTATIONS; AUTHORIZING THE
EXECUTION OF ANY NECESSARY ENGAGEMENT AGREEMENTS WITH
THE CITY'S FINANCIAL ADVISORS AND/OR BOND COUNSEL; AND
PROVIDING FOR AN EFFECTIVE DATE
29920873.3
was introduced and submitted to the Council for passage and adoption. After presentation and
discussion of the Ordinance,a motion was made by Councilmember /4v& that the Ordinance
be finally passed and adopted in accordance with the City's Home Rule Charter. The motion was
seconded by Councilmember ---SV" and carried by the following vote:
7 voted"For" voted "Against" 5Z abstained
all as shown in the official Minutes of the Council for the Meeting.
2. The attached Ordinance is a true and correct copy of the original on file in the
official records of the City; the duly qualified and acting members of the Council on the date of
the Meeting are those persons shown above, and, according to the records of my office, each
member of the City was given actual notice of the time,place, and purpose of the Meeting and had
actual notice that the Ordinance would be considered; and the Meeting and deliberation of the
aforesaid public business, was open to the public and written notice of said meeting, including the
subject of the Ordinance, was posted and given in advance thereof in compliance with the
provisions of Chapter 551, as amended, Texas Government Code.
IN WITNESS WHEREOF, I have signed my name officially and affixed the seal of the
Council,this 12th day of June, 2018.
/ ---e- - (--7 (Z---)---, .-z.. .-,-.-----.
City Secretary,
City of Cibolo, Texas
(SEAL)
29920873.3 2
CERTIFICATE OF CITY SECRETARY
THE STATE OF TEXAS §
COUNTY OF GUADALUPE §
CITY OF CIBOLO §
THE UNDERSIGNED HEREBY CERTIFIES that:
1. On the 12th day of June, 2018 the City Council (the Council) of the City of Cibolo,
Texas (the City) convened in regular session at its regular meeting place in the City Hall of the
City(the Meeting), the duly constituted members of the Council being as follows:
Stosh Boyle Mayor
Jim Russell Mayor Pro-Tem
Verlin"Doug" Garrett Councilmember
Ted Gibbs Councilmember
Joel Hicks Councilmember
Brian Byrd Councilmember
Jay Hogue Jay Hogue
Jennifer Schultes Councilmember
and all of such persons were present at the Meeting, except the following: N/A, thus constituting
a quorum. Among other business considered at the Meeting, the attached ordinance (the
Ordinance) entitled:
AN ORDINANCE AUTHORIZING THE ISSUANCE OF "CITY OF CIBOLO,
TEXAS GENERAL OBLIGATION BONDS, SERIES. 2018"; LEVYING A
CONTINUING DIRECT ANNUAL AD VALOREM TAX, WITHIN THE
LIMITATIONS PRESCRIBED BY LAW, FOR THE PAYMENT OF THE
BONDS; PRESCRIBING THE FORM, TERMS, CONDITIONS, AND
RESOLVING OTHER MATTERS INCIDENT AND RELATED TO THE
ISSUANCE, SALE, AND DELIVERY OF THE BONDS, INCLUDING THE
APPROVAL AND DISTRIBUTION OF AN OFFICIAL STATEMENT
PERTAINING THERETO; AUTHORIZING THE EXECUTION OF A PAYING
AGENT/REGISTRAR AGREEMENT AND AN OFFICIAL BID FORM;
COMPLYING WITH THE PROVISIONS OF THE DEPOSITORY TRUST
COMPANY'S LETTER OF REPRESENTATIONS; AUTHORIZING THE
EXECUTION OF ANY NECESSARY ENGAGEMENT AGREEMENTS WITH
THE CITY'S FINANCIAL ADVISORS AND/OR BOND COUNSEL; AND
PROVIDING FOR AN EFFECTIVE DATE
29920873.3
was introduced and submitted to the Council for passage and adoption. After presentation and
discussion of the Ordinance, a motion was made by Councilmember Hogue that the Ordinance
be finally passed and adopted in accordance with the City's Home Rule Charter. The motion was
seconded by Councilmember Bryd and carried by the following vote:
7 voted"For" 0 voted"Against" 0 abstained
all as shown in the official Minutes of the Council for the Meeting.
2. The attached Ordinance is a true and correct copy of the original on file in the
official records of the City; the duly qualified and acting members of the Council on the date of
the Meeting are those persons shown above, and, according to the records of my office, each
member of the City was given actual notice of the time,place,and purpose of the Meeting and had
actual notice that the Ordinance would be considered; and the Meeting and deliberation of the
aforesaid public business,was open to the public and written notice of said meeting, including the
subject of the Ordinance, was posted and given in advance thereof in compliance with the
provisions of Chapter 551, as amended, Texas Government Code.
IN WITNESS WHEREOF, I have signed my name officially and affixed the seal of the
Council, this 12th day of June, 2018.
/
City Secretary,
City of Cibolo, Texas
(SEAL)
29920873.3 2