Res 1992-129 - Laserfiche WebLink

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. 95P 1n order to provide the City with information required to enable it to comply with certain conditions of the Internal Revenue Code of 1986 relating to the exemption of interest on the Bond~ from the gross im:ome of their owners, the Purchaser will be required to complete, execute, and deliver to the City (on or before the 6th business day prior to the delivery of the Bonds) a certification as to their 'issue price" substantially in the fonn and to the effect attached hereto or accompanying this Notice of Sale and Bidding Instructions. In the event the successful bidder wì1l not reoffer the Bonds for =Ie, such certificate may be modified in a manner approved by the City. In no event will the City fail to deliver the Bonds as a result of the Initial Purchaser's inability to seIl a substantial amount of the Bonds at a particular price prior to delivery. Each bidder, by submitting its bid, agrees to ,complete, execute, and deliver such a certificate by the date of delivery of the Bonds, if its bid is accepted by the City. It will be the responsibility of the Purchaser to institute such syndicate reporting requirements to make such investigation, or otherwise to ascertain the facts necessary to enable it to make such certification with reasonable certainty. Any questions concerning such certification should be directed to Bond Counsel. lÆgal Opinions The Bonds are offered when, as and if issued, subject to the approval of the Attorney General of the State of Texas. Delivery of and payment for the Bonds is subject to the receipt by the Purchaser of opinions of Bond Counsel, to the effect that the Bonds are valid and binding obligations of the City and that the interest on the Bonds will be excludable from gross income for federal income tax purposes under existing law, subject to the matters described under 'Tax Exemption' herein, including the alternative minimum tax on corporations. Certification of Official Statement At the time of payment for, and Initial Delivery of, the Bonds, the City will execute and deliver to the Purchaser a certificate in the form set forth in the Official Statement. Change in Ta.x Exempt Status At any time before the Bonds are tendered for delivery, the Purchaser may withdraw its bid if the interest received by private holders on bonds I of the same type and character shall be declared to be taxable income under present federal income tax laws, either by ruling of the Internal Revenue Service or by a decision of any Federal court, or shall be declared taxable or be required to be taken into account in computing any I federal income taxes, by the terms of any federal income tax law enacted subsequent to the date of this Notice of Sale and Bidding Instructions. GENERAL rmancial Advisor First Southwest Company is employed as Financial Advisor to the City in connection with the issuance of the Bonds. The Financial Advisor's fee for services rendered with respect to the sale of the Bonds is contingent upon the issuance and delivery of the Bonds. First Southwest Company may submit a bid for the Bonds, either independently or as a member of a syndicate organized to submit a bid for the Bonds. First Southwest Company, in its capacity as Financial Advisor, has relied on the opinion of Bond Counsel and has not verified and does not assume any responsibility for the information, covenants and representations contained in any of the bond documentation with respect to the federal income tax status of the Bonds, or the possible impact of any present, pending or future action taken by any legislative or judicial bodies. Blue Sk-y Laws By submission of its bid, the Purchaser represents that the sale of the Bonds in states other than Texas will be made only pursuant to exemptions from registration or, where necessary, the Purchaser will register the Bonds in accordance with the securities law of the states in which the Bonds are offered or sold. The City agrees to cooperate with the Purchaser, at the Purchaser's written request and expense, in registering the Bonds or obtaining an exemption from registration in any state where such action is necessary, provided, however, that the City shall not be obligated to execute a general or special consent to service of process in any such jurisdiction. Not an Offer to Sell This Notice of Sale ad Bidding Instructions does not alone constitute an offer to sell the Bonds, but is merely notice of the sale of the Bonds. The offer to sell the Bonds is being made by means of the Notice of Sale and Bidding Instructions, the Official Bid Form and the Official Statement. Prospective purchasers are urged to carefully examine the Official Statement to determine the investment quality of the Bonds. Issuance of Additional Bonds The City has no authorized but unissued General Obligation Bonds, and does not plan additional issues during the next 12 months. Ratings The presently outstanding tax supported debt of the City is rated" A" by Moody's Investors Service, Inc. ("Moody's") and" A" by Standard & Poor's Corporation CS&P"). Applications for contract ratings on this issue have been made to both Moody's and S&P. The results of their determiruuions will be provided as soon as possible. Municipal Bond Insurance In the event the Bonds are qualified for municipal bond insurance, and the Purchaser desires to purchase such insurance, the cost thereof will be paid by the Purchaser. Any fees to be paid to the rating agencies as a result of said insurance will be paid by the City. It will be the responsibility of the Purchaserto disclose the existence of insurance, its terms and the effect thereof with respect to the reoffering of the Bonds. - iii -