HomeMy WebLinkAbout19-1547 03-26-2019 RESOLUTION NO. 19-1547
RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF A
CONTINUING DISCLOSURE AGREEMENT
WHEREAS, the City of Euless, Texas (the "City") and the Trinity River Authority of
Texas (the "Issuer") have heretofore entered into, and may in the future enter into,
contracts relating to the provision of facilities and/or services by the Issuer for the benefit
of the City; and
WHEREAS, in connection with the financing of the facilities and/or services
provided by the Issuer for the benefit of the City, the Issuer has, and/or will, from time to
time authorize, issue and deliver bonds (the "Bonds") of the Issuer supported by
payments to be made by the City pursuant to such contracts; and
WHEREAS, the United States Securities and Exchange Commission has adopted
Rule 15c2-12, as amended from time to time (the "Rule"); and
WHEREAS, the Rule provides that a broker, dealer or municipal securities dealer
of Bonds issued after the effective dates set forth in the Rule, may not purchase or sell
Bonds in connection with an offering thereof unless, prior to the purchase or sale thereof,
"obligated persons", or entities acting on behalf of "obligated persons", have undertaken
to provide certain updated financial information and operating data annually, and timely
notice of specified material events, to certain information vendors, and
WHEREAS, the Issuer and the City heretofore entered into a Continuing
Disclosure Agreement, as amended, in conformance with the Rule (the "Original CDA"),
and
WHEREAS, in order to reflect the Rule, as recently amended, and provide
adequate flexibility to accommodate any subsequent amendments to the Rule, it is
deemed appropriate and necessary to enter into a new Continuing Disclosure Agreement
(the "CDA"), which supersedes the Original CDA; and
WHEREAS, it is the intent of both the Issuer and the City that any and all
obligations and/or duties of the respective party under the Original CDA with respect to
any heretofore issued series of Bonds shall continue to be observed as carried forward
into the CDA; and
WHEREAS, in order to comply with the Rule and facilitate the future issuance of
Bonds, the City and the Issuer have agreed that it is deemed appropriate and necessary
to enter into the CDA hereinafter authorized to be executed and delivered.
THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
EULESS, TEXAS, THAT:
SECTION 1.
The recitals set forth in the preamble hereof are incorporated herein and shall have
the same force and effect as if set forth in this Section.
SECTION 2.
The Mayor or the Mayor Pro Tern of the City Council or the City Manager of the
City is hereby authorized and directed to execute and deliver, and the City Secretary of
the City is authorized and directed to attest, the CDA substantially in the form and
substance attached hereto.
SECTION 3.
The Mayor or the Mayor Pro Tern of the City Council or the City Manager of the
City is hereby authorized and directed to execute and deliver, and the City Secretary of
the City is authorized and directed to attest, any amendment or supplement to the CDA
hereinafter required or appropriate in response to further amendment of the Rule in order
to maintain compliance with the requirements of the Rule.
SECTION 4.
The CDA, and any amendment or supplement thereof, shall become effective and
enforceable in accordance with its terms immediately upon execution and delivery thereof
for all intents and purposes.
SECTION 5.
Each of the officers and members of the City Council was duly and sufficiently
notified officially and personally, in advance, of the time, place and purpose of the meeting
at which this Resolution was introduced, and that said Resolution would be introduced
and considered for passage at said meeting, and each of said officers and members
consented, in advance, to the holding of said meeting for such purpose, and that said
meeting was open to the public and public notice of the time, place and purpose of said
meeting was given, all as required by the Texas Government Code, Chapter 551.
APPROVED AND ADOPTED at a regular meeting of the Euless City Council on
March 26, 2019, by a vote of 7 ayes, o nays, and _0 abstentions.
APPROVED: ATTEST:
Lin Martin, Mayor Kim" Sutter, TRMC, City Secretary
Resolution No. 19-1547, Page 2 of 2