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HomeMy WebLinkAboutRES 97-83 9 7 RESOLUTION AUTHORIZING THE ACQUISITION OF A QUALIFIED SURETY BOND IN REGARDS TO THE CITY OF BEAUMONT, TEXAS, WATERWORKS AND SEWER SYSTEM JUNIOR LIEN REVENUE BONDS, SERIES 1992; AND CONTAINING OTHER MATTERS RELATED THERETO THE STATE OF TEXAS § COUNTY OF JEFFERSON § THE CITY OF BEAUMONT § WHEREAS, The City of Beaumont, Texas (the "City") has heretofore issued its City of Beaumont, Texas, Waterworks and Sewer System Junior Lien Revenue Bonds, Series 1992 (herein referred to as the "Bonds") pursuant to a Bond Ordinance passed and approved by the City Council of the City on March 3, 1992 (the "Bond Ordinance"); and WHEREAS, the Bonds were issued to provide for certain acquisitions, extensions, construction, improvements and repairs to the City's waterworks and sewer system (the "System"); and WHEREAS, Section 19(i) of the Bond Ordinance requires the City to maintain a Junior Lien Bond Reserve Fund in an amount equal to the Junior Lien Bond Reserve Fund Requirement (as defined in the Bond Ordinance); and WHEREAS, Section 19(i) of the Bond Ordinance further authorizes the City to satisfy the requirements of the Junior Lien Bond Reserve Fund by depositing and maintaining therein a Qualified Surety Bond (as defined in the Bond Ordinance) in an amount equal to the Junior Lien Bond Reserve Fund Requirement; and WHEREAS, the City now desires to obtain and deposit in the Junior Lien Bond Reserve Fund a Qualified Surety Bond in accordance with the terms and provisions set forth herein; NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF BEAUMONT, TEXAS: 1. Consideration. It is hereby found and determined that the transactions contemplated by this Resolution will benefit the City and that the matters and facts contained in the preamble to this Resolution are hereby found to be true and correct. 2. Definitions. Capitalized terms used in this Resolution shall have the meaning assigned to them in Bond Ordinance, to which reference is hereby made for all purposes. In addition, the following terms and expressions as used herein shall have the meanings set forth below: The term "AMBAC Indemnity" shall mean AMBAC Indemnity Corporation, a Wisconsin domiciled stock insurance company. The term "Qualified Surety Bond" shall mean the surety bond issued by AMBAC Indemnity guaranteeing certain payments into the Junior Lien Bond Reserve Fund with respect to the Bonds as provided therein and subject to the limitations set forth therein. 3. Authorization. The purchase of and payment of the premium for the Qualified Surety Bond in accordance with the terms of the commitment attached hereto as Exhibit "A' (the "Commitment") and incorporated herein by reference for such Qualified Surety Bond are hereby approved and authorized. All officials and representatives of the City are authorized and directed to execute such documents and to do any and all things necessary, desirable or appropriate to obtain the Qualified Surety Bond. Without limiting the generality of the foregoing, the City is authorized and directed to execute the form of Guaranty Agreement that is included within the terms of the Commitment. The Qualified Surety Bond shall be deposited with the Paying Agent for the Bonds and maintained in the Junior Lien Bond Reserve Fund in accordance with the terms and provisions of the Bond Ordinance, including but not limited to, Section 19(i) of the Bond Ordinance. Upon making this deposit, the excess monies in the Junior Lien Bond Reserve Fund shall be transferred to the Revenue Fund and used to pay the costs and expenses incurred in connection with obtaining the Qualified Surety Bond and the balance thereof shall be used in accordance with the terms and provisions of the Bond Ordinance. 4. Amendment to Official Statement. The proper officials of the City are hereby authorized to execute and deliver such amendments to the Official Statement used to initially market the Bonds to the extent necessary or appropriate to reflect the acquisition of the Qualified Surety Bond. 5. Additional Obligations. So long as the Qualified Surety Bond is outstanding, the City covenants and agrees to the following: (a) Consent of AMBAC Indemnity. Any provision in the Bond Ordinance or in this Resolution expressly recognizing or granting rights in or to AMBAC Indemnity shall not be amended in any manner which affects the rights of AMBAC Indemnity without the prior written consent of AMBAC Indemnity. (b) Consent of AMBAC Indemnity in Addition to Bondholder Consent. Unless otherwise provided in this Section 4(b), AMBAC Indemnity's consent shall be required in addition to Bondholder consent, when required, for the following purposes: (i) execution and delivery of any supplemental Bond Ordinance or any amendment, supplement or change to or modification of the Bond Ordinance, (ii) removal of the Paying Agent or selection and appointment of any successor paying agent; and (iii) initiation or approval of any action not described in (1) or (ii) above which requires Bondholder consent. (c) Information To Be Given To AMBAC Indemnity. A. While the Qualified Surety Bond is in effect, the City or the Paying Agent, as appropriate, shall furnish to AMBAC Indemnity: (i) as soon as practicable after the filing thereof, a copy of any financial statement of the City and a copy of any audit and annual report of the City; (ii) a copy of any notice to be given to the registered owners of the Bonds and any certificate rendered pursuant to the Bond Ordinance relating to the security for the Bonds; and -2- (iii) such additional information it may reasonably request. B. The City will permit AMBAC Indemnity to discuss the affairs, finances and accounts of the City or any information AMBAC may reasonably request regarding the security for the Bonds with appropriate officers of the City. The Paying Agent or the City, as appropriate, will permit AMBAC Indemnity to have access to the System and have access to and to make copies of all books and records relating to the Bonds at any reasonable time. C. Notwithstanding any other provision in this Resolution or the Bond Ordinance, the Paying Agent shall immediately notify AMBAC Indemnity if at any time there are insufficient moneys to make any payments of principal and interest as required and immediately upon the occurrence of (i) any event of default hereunder or (ii) any payment default under any related security agreement. D. To the extent that the City has entered into a continuing disclosure agreement with respect to the Bonds, AMBAC Indemnity shall be included as a party to be notified. 6. Open Meeting. It is hereby officially found and determined that the meeting at which this Resolution was adopted was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Chapter 551 of the Texas Government Code Annotated, Vernon's 1994, as amended. 7. Related Matters. To satisfy in a timely manner all of the City's obligations under this Resolution, the Mayor, the Mayor Pro Tem, the City Manager, the City Clerk, or Assistant City Clerk, and all other appropriate officers and agents of the City are hereby authorized and directed to take all other actions that are reasonably necessary to provide for the acquisition of the Qualified Surety Bond, including, without limitation, executing and delivering on behalf of the City all certificates, consents, receipts, requests and other documents as may be reasonably necessary to satisfy the City's obligations under this Resolution and to direct the application of funds of the City consistent with the provisions hereof. 8. Severability. If any Section, paragraph, clause or provision of this Ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such Section, paragraph, clause or provision shall not affect any of the remaining provisions of this Ordinance. -3- PASSED AND APPROVED this day of April, 1997. ayor V THE CITY OF BEAUMONT, TEXAS ATTEST- City Clerk THE CITY OF BE UMONT, TEXAS (C IT I��,,SEA x).i9Av, �M� j fy ,1 391A IAN -4- CERTIFICATE FOR RESOLUTION THE STATE OF TEXAS COUNTY OF JEFFERSON We, the undersigned officers of the City Council of The City of Beaumont, Texas, hereby certify as follows: 1. The City Council of The City of Beaumont, Texas, convened in regular meeting on the 15th day of April, 1997, at the regular meeting place thereof, within said City, and the roll was called of the duly constituted officers and members of said City Council and the City Clerk, to wit: David W. Moore Mayor Becky Ames Councilman at Large Andrew P. Cokinos Councilman at Large and Mayor Pro Tem Lulu L. Smith Councilman Ward I Guy N. Goodson Councilman Ward II John K. Davis Councilman Ward 111 Bobbie J. Patterson Councilman Ward IV Patrice Fogarty City Clerk and all of said persons were present, except the following absentees: Cuy N- Goodson , thus constituting a quorum. Whereupon, among other business, the following was transacted at said meeting: a written RESOLUTION AUTHORIZING THE ACQUISITION OF A QUALIFIED SURETY BOND IN REGARDS TO THE CITY OF BEAUMONT, TEXAS, WATERWORKS AND SEWER SYSTEM JUNIOR LIEN REVENUE BONDS, SERIES 1992; AND CONTAINING OTHER MATTERS RELATED THERETO was duly introduced for the consideration of said City Council and read in full. It was then duly moved and seconded that said resolution be adopted; and, after due discussion, said motion, carrying with it the adoption of said ordinance, prevailed and carried by the following vote: AYES: 6 NOES: o 2. That a true, full and correct copy of the aforesaid resolution adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; that said resolution has been duly recorded in said City Council's -1- minutes of said meeting pertaining to the adoption of said resolution; that the above and foregoing paragraph is a true, full and correct excerpt from said City Council's minutes of said meeting; that the above and foregoing paragraph is a true, full and correct excerpt from said City Council's minutes as indicated therein; that the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of said City Council as indicated therein; that each of the officers and members of said City Council was duly and sufficiently notified officially and personally, in advance, of the date, hour, place and purpose of the aforesaid meeting, and that said resolution would be introduced and considered for adoption at said meeting, and each of said officers and members consented, in advance, to the holding of said meeting for such purpose; that said meeting was open to the public as required by law; and the public as required by law; and that public notice of the date, hour, place and subject of said meeting was given as required by Chapter 551 of the Texas Government Code Annotated, Vernon's 1994, as amended. SIGNED AND SEALED this 15th day of April, 1997. CITY CLERK MAYOR (S E.A;L-),.. L' i • i,r j -2- -2-