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Home My WebLink About07-18-1988 Meeting• LA PORTE AREA WATER AUTHORITY MINUTES JULY 18, 1988 1. The meeting was called to order at 6:05 p.m. by President, Jerry Bramlett. MEMBERS PRESENT: President Jerry Bramlett, Vice President Richard Matthews, Secretary Claude Graves, and Member Mike Wadsworth. OTHERS PRESENT: John Joerns, Assistant City Manager; Steve Gillett, Director of Public Works, Buddy Jacobs, Assistant Public Works Director; Dale Conger and Bill Pace of Espey/Huston, Mayor John Grimes, City of Morgan"s Point. 2. The minutes of the meeting held on June 7, 1988 were read. Motion was made to approve minutes by Claude Graves and seconded by Mike Wadsworth. Motion was unanimous. 3. Espey Huston invoice was discussed. New expenditure report was explained by Steve Gillett. Difference of total to date on invoices of $152.47. Claude Graves requests audit of previous invoices to confirm this amount. Rick Matthews made motion to pay invoice from Espey, Huston Engineers, seconded by Mike Wadsworth. Motion was unanimous. 4. Contract with Peat Marwick to review financial portion of Prequalification Statements was discussed by John Joerns. He discussed the scope of work of the proposal. Various aspects of the Prequalification process was discussed by the Board. Rick Matthews requested an attorney be retained to do the construction legal work. Steve Gillett and John Joerns explained that this was covered in the contract documents and that performance bonds and retainage are required by the Texas Water Development Board. Motion made by Rick Matthews to retain Peat Marwick and authorize General Manager to sign contract. Seconded by Claude Graves. Motion unanimous. 5. Agenda Item #5: Review draft plans and specifications,will be discussed in the General Manager"s Report. 6. Agenda Item ~~6, Engineer"s Report will be discussed in the General Manager"s Report. Page Two • La Porte Area Water ~hority July 18, 1988 Minutes 7. John Joerns covered the written report enclosed in the Board members agenda packages and gave update on several items that have changed since report. Discussion was held on the CWA right-of-way. Claude Graves requested follow-ups to CWA for approval of La Porte Area Water Authority~s use and impress on them the urgency. Claude Graves stated that we cant go out for bids until this is acquired. John Joerns feels that all needed right-of-ways are falling into place except CWA and that the City of Houston will be the holdup. There is a meeting scheduled for Thursday, July 21, 1988 with the Gray Enterprises. John Joerns feels this will be the last meeting and the Big Island Slough Right-of-Way may be granted. Wording of the document was questioned by Heights Savings but was resolved by the respective counsels and a new document is being prepared by John Armstrong. Acquisition looks to be soon. John Joerns distributed a letter from Baker & Botts regarding the proposed schedule for the upcoming bond issuance to the Board members and discussion was held. John Joerns indicated to the Board membe timeline for BayMUD by the Authority was packets. John Joerns requested that the on annexation of Bay MUD issue and place consideration. The Board directed it be meeting. rs that the annexation included in the agenda Board give staff guidance it on the next agenda for placed on agenda for next Claude Graves requested that Finance explain the expenditure report for expenses to be reimbursed to the City of La Porte at the next meeting. 8. Dale Conger took the Board step by step through the review of plans and specifications of transmission line and answered various questions. Rick Matthews left meeting at 8:30 P.M. due to prior commitments. Claude Graves made motion to submit Plans and Specifications as reviewed to Texas Water Development Board with reservations to make revisions as needed. Mike Wadsworth seconded. Motion unanimous. Page Three La Porte Area Water Authority July 18, 1988 Minutes 9. No President"s report at this time. 10. There being no further business a motion was made by Claude Graves and second by Mike Wadsworth to adjourn. Motion was unanimous. Meeting was adjourned by 9:15 P.M. Respectfully Submitted, PASSED AND APPROVED: AY ~v-y ~ , i Claude Graves, Secretary/Treasurer 19 ~~ ESPEY, HUSTON & ASSOCIATES, INC. Engineering & Environmental Consultants July 22, 1988 Mr. Steve Gillett City of La Porte P. O. Box 1115 La Porte, Texas 77571 RE: LPAWA Engineering Services Dear Steve: • EH&A Job No. 10790-16 The figure of $247,451.30 shown as "billed to date" on our Invoice No. 88-04-0369 dated May 26, 1988 was found to include two previous credits. These credits are billing adjustments made previously and were necessary because of our earlier designation of a separate job task for Bayshore M.U.D. delivery point relocation. These two credits were for $62.70 and $79.77 for a total of $142.47. This was added to the actual amount of $247,308.83 which you had been billed to arrive at the $247,451.30. Since these same credits are also included in the "Payments/Credts" line, the amount you were billed was correct. On our most recent invoice, we were successful in removing all of these credit amounts from your invoices, and they should cause no further confusion. Very truly yours, Dale Conger, Project Manager Houston Division DC/sll 888 West Belt Drive South, Suite 200 Houston, Texas 77042 (713) 781-8800 • I~ LA PORTE AREA MATER AUTHORITY it EXPENDITURE REPORT REPORT DATE: 1G-Aiig-99 EIPENDITURES BEFORE PROPOSED P AYMENT ERPENDITURES AF TER PROPOSED PA YMENT ENGINEERING: ' REVISED PROPOSED fiNFENDITURE AMOUNT BUDGET ADBITIONAL ~ BUDGET EXPENDITURE ~ AMOUNT ### PAYMENT lA frER PROPOSED ~REMAININfi Ar'TER TASK ~ AMOUNT AUTNORItRTIONI AMOUNT ~ TO GATE REMAINING ### AMOUNT ( .PAYMENT ~ FRYMEtdT DESIGN EN6INEERINfi REPORT 398,13b.3G ~ 3G,GG ~ 3b9,79b.3G ~ 399, 136,3E ~ 3G.GG ### 3G.GG ~ ~ 368, 739,3E ~ 3G,GG 1 FINAL DE5IfiN PHASE 31i4,b9G.5G ~ 34.GG ~ 3ti4,99G.5G 31t2,3b1.19 ~ 32,292,72 ### 3G.GG . ~~3112,3b7,78 ; 32 '32,72 f SPECIAL SERVICES tfiEOTECHNICALI ~ 34G,1GG,Gt! ; 3G,GG ~ 34G,7i!D,GG ; 339,152G7 ; 32,547.33 ### 3G,GG ! '~ 338, 152.G7 ~ , 32,547.33 I SPECIAL SER'VU:ES tSURVEY? ~ 34G,GGG.GG ; 375!i,GG ~ 34G,15G,GG ~ 33b,IG3,84 ! 34,b4ii.tb ### 34,b4G,t9 ~ ~~ 34G,75G,GG . 30, GU SPECIAL SERVICES tAERIAI SURVEY? ~ 34G,7GG.t!G E 32,75G,GG ~ 343,45G,GG ; 331,993.7t! ~ 311,586.3E ### 3G.GG i ~~ 331,993,7E . 311,586,3E i SPECIAL SERVICES tCORROSION STUDYi . 33,3GG,GG t 3ii.G0 ~ 33,3GG,GG ~ 33,3GG,GG ; 3G,G0 ### 3G.Gt? ; 33,3GG.GG ~ 3G. G!} BIDDING b NEfiOTIATING PHASE ~ 311,4bb,G5 ~ 3G,GG ~ 3i1,4b9,G5 ~ 3G.{!0 I 311,49b.G5 ### 3G.GG ~ ~ 3G. G!! ; 311 499.05 CONSTRUCTION PHASE ~ 334,338,f5 ~ 30.0{! ~ 334,338,15 30.GG ~ 334, 398, t5 ### 30.':JG ; 30,GG ; , 334,338.15 E f E I ! f ! I I i ### E 1 I ~ i ~ TOTAL ENGINEERING I 339G,921,!iG ! 33,5GG.C,} 3394,i21.GG ; 3237,183.93 i 399,331,31 ### 34,940,16 ; ~33G1,823,85 ; 3b2,231,t5 F 1 I I ### 1 ~ i MIST. EKPENDITUkES: ; ### I RAILROAD PERMIT 33GG,0G ; 3t!,EG 33{!G,GG ! 33GO.GG ~ 30.GG ### 3G.CG ~ 33G0,0G ~ 3G.G0 INTEREST ~ 36,343,51 ~ 3G.OG ' 39,343,51 ; 39,343,51 ~ 3G.0G ### 30.00 ; ', 39,343.51 . 30,Gi CWA RON SURUEY I 39,853,b4 ~ 3G.UG 39,953,94 ~ 38,953,94 ~ 3G,{+t! ### 30.GG ~ ', 39,853.94 F 30.t!G R.D,N, ACDUISITION+ ~ 31GG,0GG.00 ~ 30.!iG ; 3100,GGG,GG ~ 30.00 ~ 3100,GG0,GG ### 3G.0G 1 , s!':" ~ 3G.'It 3~Gi} 00G,GG ' , LEGAL AND FISCAL FEE5+ ~ 3281,G0G.+9G 1 30,0{; ~ 3291,00G.G0 ~ 3U,GG ~ 32$1,G00,Et} ### 3{!,{!ti ~ , 30.00 ~ 3291,GG0,t!G CAPITALItED INTERESTS 333b,000.G{! ; 3G,GG ; 333fi,0GG,GG ; 30.00 ~ 3336,GGG.GG ### 30,00 ~ ~ 3G.GG ~ 3339,GGri,G! T:d MATER COMM APPLICATION FEE 324,5GU.U0 ~ 30. G0 ; 324,5G0.GG ~ 3G,GG . 324,500.0!; ### 30.60 ~ ~ 30, U0 ; 324,50G,0G ### TOTAL MISC EKPE"dDITURES ~ 3759, 337,15 ~ 3{!.00 ~ 3755,337,15 ~ 315,437,15 ~ 3741,500.{i0 ### 30.00 ~ ~ 315,437.15 ~ 3741,5G0,0G ~ ~ I I , i i ### ~ ~ i ~ I I 1 CONSTRUCTION EYPENGITURES:+ ~ ~ ### ### ~ ~ ~ I TREATMENT PLANT: ~ ~ ~ ### t.TREATMENT PLANT CONBTF:'UGTION ~ $4,b0G,0G0,0G I 3G.G{! ~ 34,bEG,D0G.0G ~ $O,Gri ~ 34,bGE,000.G0 ### 3{!,;itl ; ~~ 30,00 ~ 34,bG0,000.!N! 2,CONTINfiENCY ~ 3244,500.0{! ' 30,00 ~ 3244,5G0.G0 ~ 30,00 ~ 3244,5G0,GG ### 3G,G0 ~ ~~ 30,0E ~ 3244,500,00 ~ ~ ~ ~ ~ ### i ,' I I i i MATER TRAN5MI55ION LINE: ~ ~ ~ ### ~ ~~ ~ ; i.NATER TRA"dS,LINE CONSTRUCTION . 33,501,79G.GG . 3{!.GG . 33,.;!11,19G.DG ~ 3G,0G ~ 33,501,790,!?G ### 30.00. ~~ 30,0E ~ 33,501 190, G0 ; ZCONTIN6ENCY 3250,240,00 ~ 30.40 ; 3250,240,0E ~ 3G,OG ~ 325G,24G,G0 ### 30. G0 ! ~~ 30.00 ~ , 3254,240.00 t I E I 1 I ### I i TOTAL CONSTRUCTION E%PENDiTURES+ ~ 39, 536,5G0.0G E 3G.{!0 . 39,53b,5!10.00 ~ 3t!,0G ~ 38, 539,50v`,0{; ### 30.!?0 ~ 30.1!0 ~ 39,53b,5Gti.0G I E { I , I ~ ### , i ; ; ; 1 I i I ~ ~ ~ E . ### I I I ~ f i I TOTAL TO DATE ! 33, 714,119,15 . 33,5GG.GG 1 39, 717, 618. t5 13312,99b,94 . 33,404,931.31 ### 34,940,19 + ;3317,327.0E ~ 33,400,231.15 i NOTE: ALL Fi6URE5 FOR LINE ITEMS MARKED BY + ARE E5TiMATE5 • i LA POP..TE AREA WATER Al1TNORITY I ', E3PENDITURE REPORT ', REPORT DATE: 10-Aug-BB ~~ r ~~PENUIiUREG BEFORE -rROP08EU PAYMENT ; E .,..__, ;_kPEhUi;uKt~ ._ Ar _J ihk F'ROPO;;EU PA YMENT ENGINEERING: REUIGED PROP08EU EXPENUITNRE AMOfJNT BOUGET ; ADDITIONAL ~ Bl1DGET ~ EYPENUITiJRE AMOUNT ### PAYMENT IAF~ER PROPOGEU . ~ REMAINING AFTER. TASK ~ AMOUNT ~AiITNORItATIONI AMOOidT TO DATE ( REHRINING ### AMOUNT ~~ PAYMENT PAYMENT DEBIGN ENGINEERING P,EPORT 368,196.30 ; ~i+.GO I 368,196.3D I X68,136.30 ~ 80.00 ### #0.00 ; ; ~68,196.3Q 30.[!0 ; FINAL UEGIGN PHASE ~ 3114,664.SG ; 30.00 ; 3114,660.50 . 3112,361.78 t 3''1,29.12 ### 30,00 . ;3112,361,18 1 32,292.12 GPEGIAL BER+iIGEB [GEOTEGHNIGAL? 340,100.011 ~ 30.00 f 340,100.01+ ! 3:;8,152.07. $2,541,98 ### 30.011 . ; 338,19.01 ; 32,541.98 GPEGIAL BERUICEG fSIIRVEY? 340,000.00 ; 3150.00 ~ 840,150.00 . 336,109.84 ~ 34,640.16 ### 34,640.16 ~, ; 840,154.00. 80.00 GPEGIAL BERVIGEB [AERIAL GL!fi'VEYi 34G,104,1~D ': 32,150,00. 343,451+.40 ~ 331,86:x,11+ ! 311,S86.B0 ### 30.1+0 I ' 331,863.1t} I 3i1,S86.?0 GPECiAI GER+IICEB [CORROGION BTCIUY! ~ 39,914,44 ~ 31;.00 ; 39,9~i4.01+ E 39,94G.00 . 30.40 ### 31}.44 ; ', 39,900.~?0 ~ 30.00 BIDDING 3 NEGUTIATINB PNABE 331,466.45 ~ 3G.G0 311,466.05 ~ 30,[10. 311,466.05 ### 31;,1;p ; ! 30,00. 311,466.05 CONSTk!JC'TION PHASE ! 334,'98.15 ! 31'.4G ; 3B4,B9B.i5 . $0.00 39~t,a39.15 ### 30.00 1 ~ 30.00. 334, 3'38. i5 1 E ### I TOTAL ENGINEERING t 3360, 621.00 ; 3", 500.4G . 3x64,121. Q1! , 3291,189.69. 366, 931.31 ### 34, 640.16 ; X3801, 9'3.85 ; 362, 2'31.15 ### ~ 1 MIGC EzPENUITJREH: ~ ~ ~ ### RAILROAD PERMIT i 3301+,04 ; 30.00 3300,00 ! 3xG17.04 ! 30.0[; ### 30,00 3 ~~ 3300.00 ~ 3G.04 INTEREST ~ 36,343.51 ; 30.04 ; 36,343.51 I 36,343.51. 30.00 ### 30,00 ~ ~ 36,343,51 ~ ~ 30.00 CWA ROY SURVEV ~ 38, 853.64 ~ 30.00. 38, 85x. 64 ~ 38, 853.64. 30.00 ### 30.00 ; ~ 38, 853.64. 30.00 R.O.N. ACOOIBITION~ ~ 31110,000.00 ~ 30.00 ~ 3100,000,00. 30.00 ~ 3100,00[1.00 ### 30.01} ~ ~ 30.1}0 ~ I 3100,000.00 LEGAL AND FIGCAL FEEB+ 3281,000.00 ; 30.0 0 . 32BI,Ot' 1 tt,OU . 30,00 1 3281,0+i4.4G ### 3+ } ,t10 ; ~ 3 U .00 1 3281,000.01} CAPITALiiED INTEREGi~ 1 3ilJU, UUU,'~tl I ` 3G,'it} I ( ` 3ao6,+}11V.~~ 1 3G, 4+1 ! 3JJb, ~G+~. t+t~ ### ( ~ 3V.4~ I t ' I~ 3U.+iG i 3JJ6,~}4+~.0~ I I% HATER GOMM Ar"PLICATION FEE 324,504.00 ; 34,1iG . 324,500.00 ~ 30,00. 324,500.00 ### 3G.GG ~ ', 30.00. 324,500.01+ I i ! E 7 E E I ### E I ~ ~ I I TOTAL MIGG EKF'ENUITl1RE8 3 3156,991.15 ~ 30.00 ; 3156,991.15 ; 315,491.15 1 3141,51~O,G0 ### 34.44 ~ ' 315,491.15 ~ 3141,500.00 1 E E E E E E I E I ### E E I I E i I CONGTRUGTION f#F'ENDITUREB:+ ~ ~ 3 ### ~ ', I 1 ~ i i E I 1 i ### ! f 1 i i i TREATMENT PLANT: ~ ~ ~ ~ ### ~ ', i.TRERTMENT PLANT GONGTR'l1GTION ~ 34,600,000.00 ~ 30.40 ~ 34,644,404.40 ~ 34,40 ~ 34,600,000.44 ### 30.00 ~ ~i 30.00 ~ 34,640,04G.GG 2. CONTINGENCY ~ 3244,504.44 ~ 3G.GG ~ 3244,544.00 ~ 34.40 ~ 3244,SGG.4G ### 30.00 ~ ~~ 30.40 ~ 3244,544,40 ### ~ ~~ HATER TRANSMISSION LINE: ~ ~ ~ ~ ~ ### LWATER TRAN5.LINE CDNGTR:iGTiON ~ 33,502,160.40 ~ 30.4!} ~ 33,541,164.04 ~ 34.0p ~ 33,501,160.00 ### 30.1,0 I ~ 84,44 ~ 3,',,541,160,40 :.CONTINGENCY ~ 325G,24U.GG ~ 34.44 ~ 3254,240,00 ~ 34.40 ~ 3254,240.40 ### 34.+}0 ; 34.4G ~ 3250,240.04 ### TOTAL CONBTRI!CTION E~PENUITOREB~ ~ 38,S95,StiG.GG ~ 34.40 ~ 38, 596, 544,4G ~ 34.40 i 38,596,540.00 ### 30.04 ( ~ 34.44 ~ 38,596,500.40 ~ f 1 t ##T[ t ~ I i f f ~ t i i t E i y## R ' ! ~ 1 E E TOTAL TO DATE . 39,114,118.15 ~ 33,5[+t'+, 40 ( 39,111,618,15 ~ 3~12,686.84 39,404,931.31 ### 34,640.16 + ~3~i1,321.44 ~ 39,440,291,15 I NOTE: ALL FI6URE8 FOR LINE ITEMS MARKED BY ~ ARE ESTiMATE5 ~ ~ ~ ~ ~.~~ f='~1r.,..f F~ r`,i~:E:r'4 !:~SEt";~1'>rh.'. r=`E!.I"?`I'~CiF:f'f''~ E_t:f-'E~t~l~.}E~:=1 Ti:J SCI: IT:fv11~11~1JfT:f3~L~ !"i~ 1`Hi_ i;::[`I•Y (E~ I_~ -'~ _: :. ~ .. ........ . . ... ..... . n r:.E:.E"~~E~. 1 i}r~, t E_. ., ~.',• t d..?~{ .... tji:. I i ~3(::CEal.~t:l`I" hJl.lt'Ii~3F~(T: LiE=':;?~E~:TI~'`I'IfwihJ k k t" t. E_;il~'!.`~C`~~;:~E.;:, ~ ~ E:=:; l-'f:a',E.::;E:::':: 1 r ;~,E ~ f° y ~t ~ _r:l='Ia,;~iEf: . ,- E 1= h' ... -,....4 ..,_ .,... ,.E , ;.C:lE~:. I L F.k::E=i.~f~:.~E . "t~.?1.-- .., _~~::' k Yf:~_;`;~' -f.El E:,r1`I°t~ , k ....f I 'Y~ a f' ; i i I t t iti-it.a::'.a1. (~!E"F Tt:E~. liL-Jrst _iJ_t .t ; ,". rY.. ~~:i1._.E.~3,J i4.ae `~'° iif) i ~N i. ~,J 1; v L.~/r.. i 5 .. I:. i.:r ., •r : t ... C:it',i:_,r~::'aE,Lit~i~1.1. Fa~:k'FiCII:? , f~:.~i~l"CI`y~~i _..._...........__................................_......_.._.._ .. ... _ i ............... , : •,, ~" ~' r:?..:..n',a.,a .._.....__..__...__._.._..._.."_..._ _.. E ..._ ~n l .an ...........___...__....._.._......_..... I ' :,ta .._........ I ..... :6+ i', ~; 1.r.. ..._......._..............._....._..,._. ill ? n :.. ._.......... i E ... E _.._.._...._. ............._..._._... . . _ I Cl f~iL. :"~I.IF'~'i..:l:l=:~? 1 E , ~J.~F:;'n ~;~ I k '~~4", ,, ~:at; E ~ s 1. t:~' I ~ n clvi 1 ' ,_,~ , ,, „- (:i:if~(ilit";(;Fii~t"t~~::%: I:~PJa:a:ErlE::I~E=:Ih.U:~ '~11!"~'~~':!.t?E=' ! . Cin ita ' E ', tk.iivE::.~,:1~~; ijv 1 Ca1F,Ei+~t:iF1i?i:i!~ii"aF.=, F~1`Tl]I=:P•If=Y F'EwL:f:; 1 '~+~1~q 1'W;~i.'.~ 1 ~s~~Fi:Yr:a. E=,`i l ~'=1~y i3Ca~, n'wt~~ 1 ................................................._......................,................~.......".............. ,................. 7 C t+'41 T ". •r, ?`(1',"(=,1.. •_,<=k..v,.~~Er_, .._ ~ ..__.. E ......."....................._..._.._......."..... :~ •I rr r r +•7+•5 ,..~~,yras?~:,.,.:,.,, .... E ..... E ................_...............".........._............ d. '. _Y:•. r.:: -0~E•,, t.~nr:•,,., .. i ... k k "............_...._.................. r.. -~c~ '€~:I.t~~._,v.u:, ..."......._. (.. n :a'.::3 .. , :;L..;l`~TfY , ~I t;.l. F:,r.'tat::'?'.:,ljt~i[',~a•:J ;'},rlYi..~c, .f~,.LI~JE:a ; ,..- ~~.{";n t,t.1 , ,t,Jn tiCi , '#i? „':)t.: 1 f.. t:.' ~... /`• I ._.."' ?i ~ a!?~; ', ;;'.1 tf~' f ~LJi.. r. r5 t`.E .: .." 3 k _ t t t ~ ~ .. ' '~~.I ! ... t •! ~ 1 I I I 1 ~%.c: '.:• ,, ~~ i••i .. i s'' r„ h. ) 't` r~i`rE~gi_. .:,t..ik1E: F:. ~ ~ , f,l,n f,JtJ :~~a~: ~~ _ ~ wi)n tai) " i ::,:,l lt,,; ~, n t"!!~ E k ' i I I i I' .-. •.+r •• r. ~,{• •••_ I(~"FAi_ EE;:k:,1Ia1J?-..~rk.,i._f:::. i__:.E-i::~a,~i._,., , , ~. ., 'i F t1 ~1..Jp -.E..:;. 11J E (- Ji ~~e I.J•~ i 1 ?~. .J ?.i'..,~•' 9 ,_ ) n t.J,J E k ' • TOTAL CASH FLOW REQUIREMENTS LA PORTE AREA WATER AUTHORITY $9,800,000 WATER SUPPLY CONTRACT REVENUE BONDS SERIES 1988 AND SERIES II 1988 COMBINED Fiscal Year End Principal Reserve Fund 12/31 and Interest Requirements 1988 $ $ 55,140 1989 796,408.96 165,420 1990 658,635.00 165,420 1991 813,635.00 165,420 1992 815,962.50 165,420 1993 817,465.00 110,280 1994 823,102.50 1995 827,557.50 1996 825,770.00 1997 832 , 977.50 1998 828,642.50 1999 833,330.00 2000 836,370.00. 2001 837,845.00 2002 837,715.00 2003 840,940.00 2004 842,140.00 2005 841,452.50 2006 843,852.50 2007 843,967.50 2008 841,997.50 2009 837,942.50 2010 841,802.50 2011 842,602.50 2012 845,602.50 2013 840,452.50 2014 842,160.00 2015 840,342.50 Total: $22,330,671.46 $827,100.00 Contingency Fund 25,000 25,000 25,000 25,000 $100,000.00 Total $ 55,140.00 961,828.96 849,055.00 1,004,055.00 1,006,382.50 952,745.00 823,102.50 827,557.50 825,770.00 832,977.50 828,642.50 833,330.00 836,370.00 837,845.00 837,715.00 840,940.00 842,140.00 841,452.50 843,852.50 843,967.50 841,997.50 837,942.50 841,802.50 842,602.50 845,602.50 840,452.50 842,160.00 840,342.50 $23,257,771.46 Moroney, Beissner & Co., Inc. 8/2/88 LA POFTE AREA 1+ATEA AUTHORITY • 59,800,000 WATER SUPPLY CONTRACT REVENUE SERIES 1988 AND SERIES 11 1988 COt'.HINED DEBT SERVICE SCHEDULE DATE PRINCIPAL COllPQN 12/ 1/89 12/ 1/90 12/ 1/91 155,000.00 12/ 1/92 165,000.00 121 1/93 175,000.00 12/ 1/94 190,000.00 12/ 1/95 205,000.00 12/ 1/96 215,000.00 12/ 1/97 235,000.00 12/ 1/98 243,000.00 12/ 1/89 265,000.00 12/ 1/ 0 285,000.00 12/ 1/ 1 305,000.00 12/ 1/ 2 325,000.00 12/ 1/ 3 350,000.00 12/ 1/ 4 375,000.00 12/ 1/ 5 400,000.00 12/ 1/ 6 430,000.00 12/ 1/ 7 460,000.00 12/ 1/ 8 490,000.00 12/ 1/ 9 520,000.00 12/ 1/10 560,000.00 12/ 1/11 600,000.00 12/ 1/12 645,000.00 12/ 1/13 685,000.00 12/ 1/14 735,000.00 12/ 1/15 - 785,000.00 ------------- 9,800,000.00 ACCRUED 9,800,000.00 4.950000 5.150000 5.750000 5.550000 5.750000 5.950000 6.100000 6.250000 INTEREST 796,408.96 658,635.00 658,635.00 650,962.50 642,465.00 796,408.96 658,635.00 813,635.00 815,962.50 817,465.00 633,102.50 823,102.50 622,557.50 827,557.50 610,770.00 825,770.00 597,977.50 832,977.50 583,642.30 828,642.50 PERIOD TOTAL FISCAL TOTAL 796,408.96 658,635.00 813,635.00 815,962.30 817,465.00 823,102.50 827,557.50 825,770.00 832,977.50 828,642.50 833,330.00 836,370.00 837,845.00 837,715.00 840,940.00 842,140.00 841,452.50 843,852.50 843,967.50 841,997.50 837,942.50 841,802.50 842,602.50 845,602.50 840,452.50 6.400000 568,330.00 833,330.00 6.500000 551,370.00 836,370.00 6.600000 532,845.00 837,845.00 6.700000 512,715.00 837,715.00 6.800000 190,940.00 840,940.00 6.850000 467,140.00 842,140.00 6.900000 441,452.50 841,452.50 6.950000 413,852.50 843,852.50 6.950000 383,967.50 843,967.50 6.950000 351,997.50 841,997.30 6.950000 317,942.50 837,942.50 7.000000 281,802.50 841,802.50 7.000000 242,602.50 842,602.50 7.000000 200,602.50 845,602.50 7.050000 155,452.50 840,452.50 7.050000 107,160.00 842,160.00 842,160.00 7.050000 55,342.50 840,342.50 840,342.50 12,530,671.46 22,330,671.46 12,530,671.46 22,330,671.46 DATID 9/ 1/88 FTITH DELIVERY OF 9/ 1/88 BOND YEARS 182,440.000 AVERAGE COllPON 6.868 AVERAGE LIFE 18.616 N I C i 6.868379 f USING 100.0000000 ? I C S 6.806973 S USING 100.0000000 PREPARED BY lfORONEY, BEISSNER 8 CO., INC. RUNDATE: OB-O1-1968 ® 15:40:47 FILENAME: LPAWA KEY: COFID LA FCF.iE f=.EA NA7E.R ACTHCRITY i 9,800,000 F~ATER SCFPLY COFTRACT R.~'EhJE HODS SERZES 1988 AttD SHIES 11 1988 COMBIltED DEBT S::ecYICE SCHEDULE DATE PRINCIPAL COUPON INTEREST PERIOD TOTAL FISCAL TOTAL 6/ 1/89 467,091.46 467,091.46 12/ 1/89 329,317.50 329,317.50 796,408.96 6/ 1/90 329,317.50 329,317.50 12/ 1/90 329,317.50 329,317.50 658,635.00 6/ 1/91 329,317.50 329,317.50 12/ 1/91 155,000.00 329,317.50 464,317.50 813,635.00 6/ 1/92 325,481.25 325,481.25 12/ 1/92 165,000.00 325,481.25 490,481.25 815,962.50 6/ 1/93 321,232.50 321,232.50 12/ 1/93 173,000.00 321,232.50 496,232.50 817,465.00 6/ 1/94 316,551.25 316,551.25 12/ 1/94 190,000.00 316,551.25 506,551.25 823,102.50 6J 1/95 311,278.75 311,278.75 12/~1/9S 205,000.00 311,278.75 516,278.75 827,557.50 6/ 1/96 305,385.00 305,385.00 12/ 1/96 215,000.00 305,385.00 520,385.00 825,770.00 6/ 1/97 298,988.75 298,988.75 12/ 1/97 235,000.00 298,988.75 533,988.75 832,977.50 6/ 1/98 291,821.25 291,821.25 12/ 1/98 245,000.00 291,821.25 536,821.25 828,642.50 6/ 1/99 284,165.00 284,165.00 12/ 1/99 265,000.00 284,165.00 549,165.00 833,330.00 6/ 1/ 0 275,685.00 275,685.00 12/ 1/ 0 25,000.00 275,685.00 560,685.00 836,370.00 6/ 1/ 1 266,422.50 266,422.50 12/ 1/ 1 305,000.00 266,422.50 571,422.50 837,845.00 6J 1/ 2 256,357.50 256,357.50 121 1/ 2 325,000.00 256,357.50 581,357.50 837,715.00 6/ 1/ 3 245,470.00 245,470.00 12/ 1/ 3 350,000.00 245,470.00 595,470.00 840,940.00 6/ 1/ 4 233,570.00 233,570.00 12/ 1/ 4 375,000.00 233,570.00 608,570.00 842,140.00 6J 1/ 5 220,726.25 220,726.25 12/ 1/ 5 400,000.00 220,726.25 620,726.25 841,452.50 6/ 1/ 6 206,926.25 206,926.25 12/ 1/ 6 430,000.00 206,926.25 636,926.25 843,852.50 6/ 1/ 7 191,983.75 191,983.75 12/ 1/ 7 460,000.00 191,983.75 651,983.75 843,967.50 6/ 1/ 8 175,998.75 175,998.75 12/ 1/ 8 490,000.00 175,998.75 665,998.75 841,997.50 6/ 1/ 9 158,971.23 158,971.25 12/ 1/ 9 520,000.00 158,971.25 678,971.25 837,942.50 6/ 1/10 140,901.25 140,901.25 12/ 1/10 560,000.00 140,901.25 700,901.25 841,802.50 6/ 1/11 121,301.23 121,301.25 12/ 1/11 600,000.00 121,301.25 721,301.25 842,602.50 6/ 1/12 100,301.25 100,301.25 12/ 1/12 645,000.00 100,301.25 745,301.25 845,602.50 6/ 1/13 77,726.25 77,726.25 1Z/ 1/i3 685,000.00 77,726.25 762,726.25 840,452.50 6/ 1/14 53,580.00 53,580.00 12/ 1/14 735,000.00 53,580.00 788,580.00 842,160.00 6/ 1/15 27,671.25 27,671.23 12/ 1/15 - 785,000.00 ------------- 27,671.25 -------------- - 812,671.23 ------------- 840,342.50 9,800,000.00 12,530,671.46 22,330,671.46 ACCRUID 9,800,000.00 12,530,671.16 22,330,671.46 ~~~~ LA ?CSTE A;v'.A KST~=c AUTHOEITY .S9,BCO,OOO I+ATER SU?PLY CCt:TRJ~.CT REVEttUE SERIES 1968 AND SERIES 11 1988 CON.BINED DEBT SERVICE SCFEDULE DATED 9/ 1/88 KITH DELIVERY OF 9/ 1/88 BCttD YEARS 182, 440.000 AVERAGE COUPON 6.868 AVERAGE LIFE 18.616 N I C 2 6.868379 S USING 100.0000000 T I C Z 6.806973 ! USING 100.0000000 FREPARED BY MORONEY, BEISSNER A CO., iAC. RUt:DATE: 08-01-1988 @ 15:17:53 FILENAME: LPAWA KEY: CCMS LA F:,:.TE APrA 47hTER AUTACnITY ' $4,00 HATER SUPPLY CCliTRACT REVENUE BCNDS, S 1 1988 DEBT SERVICE SCHEDULE DATE PRINCIPAL COUPOA INTEREST PERIOD TOTAL FISCAL TOTAL 6/ 1/89 215,078.33 215,078.33 12/ 1/89 161,308.75 161,308.75 376,387.08 6/ 1/90 161,308.75 161,308.75 12/ 1/90 161,308.75 161,308.75 322,617.50 6/ 1/91 161,308.75 161,308.75 12/ 1/91 75,000.00 4.950000 161,308.75 236,308.75 397,617.50 6/ 1/92 159,432.50 159,452.50 12/ 1/92 80,000.00 5.150000 159,452.50 239,452.50 396,905.00 6/ 1/93 157,392.50 157,392.50 12/ 1/93 85,000.00 5.350000 157,392.30 242,392.50 399,785.00 6/ 1/94 155,118.75 155,118.75 12/ 1/94 95,000.00 5.550000 153,118.75 250,118.75 405,237.50 6/ 1/9S 152,482.50 152,482.50 12/ 1/95 100,000.00 5.750000 152,482.50 252,182.50 404,965.00 6/ 1/96 149,607.50 149,607.50 12/ 1/96 105,000.00 5.950000 149,607.50 254,607.50 404,215.00 6/ 1/97 146,483.75 146,483.75 12/ 1/97 115,000.00 6.100000 146,483.75 261,483.75 407,967.50 6/ 1/98 142,976.25 142,976.25 ,_ 12/ 1/98 120,000.00 6.250000 142,976.25 262,976.25 405,952.50 6/ 1/99 139,226.25 139,226.25 12/ 1/99 130,000.00 6.400000 139,226.25 269,226.25 408,452.50 6/ 1/ 0 135,066.25 135,066.25 12/ 1/ 0 140,000.00 6.500000 135,066.25 275,066.25 410,132.50 6/ 1/ 1 130,516.25 130,516.25 12/ 1/ 1 150,000.00 6.600000 130,516.25 280,516.25 411,032.50 6/ 1/ 2 125,566.25 125,566.25 12/ 1/ 2 160,000.00 6.700000 125,566.25 285,566.25 411,132.50 6/ 1/ 3 120,206.25 120,206.25 12/ 1/ 3 170,000.00 6.800000 120,206.25 290,206.25 410,412.50 6/ 1/ 4 114,426.25 114,426.25 12/ 1/ 4 185,000.00 6.850000 114,426.25 299,426.25 413,852.50 6/ 1/ S 108,090.00 106,090.00 12/ 1/ S 195,000.00 6.900000 108,090.00 303,090.00 411,180.00 6/ 1/ 6 101,362.50 101,362.50 12/ 1/ 6 210,000.00 6.950000 101,362.50 311,362.50 412,725.00 6/ 1/ 7 94,065.00 94,065.00 12/ 1/ 7 225,000.00 6.950000 94,065.00 319,065.00 413,130.00 6/ 1/ 8 66,246.25 86,246.25 12/ 1/ 8 240,000.00 6.950000 86,246.25 326,246.25 412,492.50 6/ 1/ 9 77,906.25 77,906.25 12/ 1/ 9 255,000.00 6.950000 77,906.25 332,906.25 410,812.30 6/ 1/10 69,043.00 69,045.00 12/ 1/10 275,000.00 7.000000 69,045.00 344,045.00 413,090.00 6/ 1/il 59,420.00 59,420.00 12J 1/11 295,000.00 7.000000 59,120.00 354,420.00 413,840.00 6/ 1/12 49,095.00 49,095.00 12/ 1/12 315,000.00 7.000000 19,093.00 364,095.00 413,190.00 6/ 1/13 38,070.00 38,070.00 12/ 1/13 335,000.00 7.050000 38,070.00 373,070.00 411,140.00 6/ 1J14 26,261.25 26,261.25 12/ 1/14 360,000.00 7.050000 26,261.25 386,261.25 412,522.50 6/ 1/13 13,571.25 13,571.25 12/ 1/15 - 385,000.00 ------------- 7.050000 - 13,571.25 ------------- 398,571.25 -------------- 412,]42.50 4,800,000.00 6,124,929.58 10,924,929.58 ACCRUED 4,800,000.00 ~ 6,124,929.38 m~~~ 10,924,929.38 LA PG= TE P~ TA tvA: ~ AUTHCR i TY SS~OCO HATER S;;FPLY CC::inACT R'l~'E;rUE BC::CS, ?.S 1988 DEBT SERVICE SCEEDULE DATED 9/ 1/88 HITB DELIVERY OF 9/ 1/88 BC:iD YEARS 93,065.000 AVERAGE COUPON 6.883 AVERAGE LIFE 18.613 N I C Z 6.883084 Z llSING 100.0000000 T I C Z 6.832859 Z USING 100.0000000 PREPARED IIY H03ONEY, BEISSNER ~ CO., INC. Rli;7DATE: 08-01-1988 @ 14:52:10 FILENP~: LPAWA KEY: SER88 LA P:RTE ~zEA WATEP. AUTE~RITY ' S~,~000 tiATER SU?PLY CCt~TFAGT P.EVEKUE BG::.,S, ~11 1986 DEBT SERVICE SCBEDULE DATED 10/ 1/b8 WITE DELIVERY OF 10/ 1/88 BCttD YEARS 88, 975.000 AVERAGE CC_?ON 6.884 AVERAGE LIit 18.536 N I C Z 6.883877 Z USING 100.0000000 T I C Z 6.835605 Z USING 100.0000000 PREPARED BY NfORONEY, BEISSNER A CO., INC. RU:r7,ATE: L2-O1-1988 @ 15:07:45 FILENAI'lE: LPAWA KEY: SER 11 88 RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF $5,000,000 CONTRACT REVENUE BONDS, SERIES 1988 AND AUTHORIZING AN AGREEMENT WITH THE PAYING AGENT/REGISTRAR WHEREAS, La Porte Area Water Authority (the "Authority") was organized pursuant to the provisions of Section 59 of Article XVI of the Constitution of the State of Texas, by special act, namely, Chapter 729, page 2,678 et seq., of the 67th Legislature of Texas, Regular Session, 1981 (the "Act"), and operates under the Act and Chapter 54 of the Texas Water Code, as amended; and WHEREAS, the Act authorizes the Authority, with the approval of the City Council of the City of La Porte, to issue its revenue bonds, which revenue bonds may be secured by and payable from pledges of all or any part of the revenues, receipts or assets of the Authority or the revenues of any one or more leases or other contracts made; and WHEREAS, the Board of Directors has determined that it is appropriate to issue its first series of revenue bonds in the aggregate principal amount of $5,000,0.00, the net proceeds of which are to be used to acquire an undivided interest in the Southeast Water Purification Plant under construction by the City of Houston, Texas, to provide a reliable supply of potable fresh water to serve persons and businesses in the Authority and in certain areas in Harris, County, Texas outside the Authority but within its authorized service area; and WHEREAS, the Board of Directors desires to proceed with the issuance of such Bonds; therefore BE IT RESOLVED BY THE BOARD OF DIRECTORS OF LA PORTE AREA WATER AUTHORITY THAT: Section 1. CERTAIN DEFINITIONS When used in this Resolution, except in Sections 3.01 through 3.04, the terms listed below shall have the meanings indicated opposite each of them, unless otherwise expressly provided or unless the context otherwise requires: "Act" shall mean Chapter 729, page 2,678 et seq., Acts of the 67th Legislature of the State of Texas, Regular Session, 1981, and any future amendments thereto. "Additional Bonds" shall mean the additional parity bonds which the Authority expressly reserves the right to issue in Section 8 of this Resolution which may be issued in the future. When used in the proper context, Additional Bonds may include refunding bonds. "Authority" shall mean LaPorte Area Water Authority, and any other public agency succeeding to the powers, rights, privileges and functions of the Authority and, when appropriate, the Board of Directors of the Authority. "Board of Directors" or "Board" shall mean the governing body of the Authority. "Bond" or "Bonds" shall mean any Bond or all Bonds, as the case may be, of the issue of $5,000,000 La Porte Area Water Authority Contract Revenue Bonds, Series 1988, dated as of June 1, 1988, authorized and issued pursuant to this Resolution. "Bond Fund" shall mean the Authority's interest and sinking fund for the Bonds established by Section 7.01 of this Resolution. "Construction Fund" shall mean the fund of the Authority established pursuant to Section 7.01 of this Resolution into which the balance of the proceeds of the sale of the Bonds shall be placed. "Contingency Fund" shall mean the fund established pursuant to Section 7.01 hereof and to be maintained pursuant to Section 7.06 hereof as long as the Bonds and any Additional Bonds are outstanding. "Distribution System" shall mean those facilities used to transport treated surface water from the termination of the Transmission System to each Participant's take point. "Government Obligations" shall mean direct obliga- tions of, or obligations the full and timely payment of the principal of and interest on which are unconditionally guaranteed by, the United States of America, which are non-callable and which at the time of investment are legal investments for the Authority under the laws of the State of Texas for the moneys proposed to be invested therein. 022DESA0/024C04 -2- "Houston" shall mean the City of Houston, Texas. "Houston Contract" shall mean the contract effective as of December 4, 1987, pursuant to which the Authority has agreed to purchase an undivided interest in the Southeast Plant and has agreed to purchase potable treated surface water from the Southeast Plant. "Initial Bond(s)" shall mean the Bonds numbered from T-1 through T-25 as provided for in Section 2.02. "La Porte" shall mean the City of La Porte, Texas.. "MGD" shall mean million gallons per day. As used in this Resolution, "MGD" shall refer to a quantity of water during a period of time expressed for convenience in terms of an average daily quantity during a calendar month (unless a different period of time is specified). "Net Revenues" shall mean all Revenues received by the Authority less the Operating and Maintenance Expenses of the Authority. "Operating and Maintenance Expenses" shall mean all costs incurred by the Authority in providing potable water to the Participants under the Water Sales Contracts (except for amounts funded by the proceeds of Bonds or Additional Bonds, debt service on such Bonds or Additional Bonds and amounts required to fund the Reserve Fund, the Contingency Fund and the Rebate Fund), including all operation and maintenance costs billed to the Authority by Houston, all operating and maintenance costs incurred by the Authority related to the Transmission System and the Distribution System, all administrative costs incurred by the Authority and the cost of all insurance maintained by the Authority. "Participants" shall mean (a) La Porte, the Bayshore Municipal Utility District, the City of Morgan's Point, Texas, and the City of Shoreacres, Texas, all of which are located entirely within Harris County, Texas, and each of which has executed a Water Sales Contract with the Authority; and (b) any customer who executes a Water Sales Contract with the Authority from and after the date of execution of such contract. "Paying Agent/Registrar" shall mean First City National Bank of Houston, Houston, Texas, or its successor appointed pursuant to Section 2.08. 022DESA0/024C04 -3- i • "Rebate Fund" shall mean the special fund or account established and to be maintained pursuant to Section 7.01 hereof for the benefit of the United States of America and the Authority, as their interests may appear. "Reserve Fund" shall mean the special fund or account established and to be maintained pursuant to Section 7.01 hereof for the benefit, and to secure the payment, of the Bonds and any Additional Bonds. "Reserve Fund Amount" shall mean the amount required to be accumulated and maintained in the Reserve Fund under the provisions of Section 7.04. "Revenue Fund" shall mean the fund or account created pursuant to Section 7.01 hereof and to be maintained pursuant to Section 7.02 hereof so long as the Bonds and any Additional Bonds are outstanding. "Revenues" shall mean (a) all income, fees and charges received by the Authority from the Participants pursuant to the Water Sales Contracts and (b) earnings and income derived from the investment of moneys in any funds or accounts (other than the Construction Fund and the Rebate Fund) created and maintained by the Authority in connection with the Authority's operations under the Water Sales Contracts, and including particularly the special funds created hereunder for the payment and security of the Bonds. "Southeast Plant" shall mean the Project described in the Houston Contract generally, and specifically described in Exhibit "B" to the Houston Contract. "Transmission System" shall mean those facilities, including pipelines, easements, pumping and other devices to deliver treated surface water from the take point at the Southeast Plant to the points at which the water is delivered to the Distribution System, which includes necessary storage and pumping facilities to deliver water to each Participant. "Water Sales Contracts" shall mean the contracts between the Authority and each of the Participants, all of which are, or shall be, in substantially similar form. 022DESA0/024C04 -4- Section 2. DESCRIPTION OF BONDS The authorization and description of the Bonds and designation of certain rights respecting the Bonds shall be as follows: 2.01. Bond Amount, Name and Purpose. The Authority's Bonds to be designated as "LA PORTE AREA WATER AUTHORITY CONTRACT REVENUE BONDS, SERIES 1988," are hereby authorized to be issued and delivered in accordance with the Constitution and laws of the State of Texas, in particular the Act and Chapter 54 of the Texas Water Code, as amended, in the principal amount of $5,000,000 for the purpose of purchasing an undivided interest in the Southeast Plant. 2.02. Form, Numbers, Date and Denominations. The Bonds shall be issued and delivered in fully registered form without coupons, shall be dated as of June 1, 1988 (the "Initial Date"), and shall each be in denominations of $5,000 or any integral multiple thereof (up to the maximum principal amount of the Bonds maturing in the year involved) Initially, there shall be 25 Bonds numbered consecutively from T-1 through T-25 in order of their maturity, each in the principal amount set opposite the year of maturity~in the schedule set forth in Section 2.03. Bonds registered and delivered in exchange for any of the Initial Bonds surrendered for transfer or exchange shall be numbered from R-1 upward in the order that they are authenticated and delivered by the Paying Agent/Registrar. 2.03. Interest, Maturity and Payment. The Bonds shall bear interest (computed on the basis of a 360-day year of twelve 30-day months) from the date of delivery, payable June 1, 1989, and each December 1 and June 1 thereafter until the principal sum is paid in full. Payment of interest shall be made to the registered owner of each Bond as shown on the Bond Register provided for in Section 2.05 hereof as of the 15th day of the calendar month next preceding the interest payment date by check or draft mailed by the Paying Agent/Registrar to the address of each such owner as it appears on such Bond Register on the date aforesaid. The Bonds shall mature and become payable, subject to prior redemption in accordance with the provisions of Section 2.04 hereof, on December 1 in each of the years and in the principal amount set forth in the schedule below and shall bear interest at the respective rates per annum set forth opposite the year of maturity in such schedule, to-wit: 022DESA0/024C04 -5- • • Year of Principal Interest Maturity Amount Rate 1991 $ 80,000 4.95 1992 85,000 5.15$ 1993 90,000 5.35$ 1994 95,000 5.55$ 1995 105,000 5.75$ 1996 110,000 5.95$ 1997 120,000 6.10$ 1998 125,000 6.25$ 1999 135,000 6.40$ 2000 145,000 6.50$ 2001 155,000 6.60$ 2002 165,000 6.70$ 2003 180,000 6.80$ 2004 190,000 6.85$ 2005 205,000 6.90$ 2006 220,000 6.95$ 2007 235,000 6.95$ 2008 250,000 6.95$ 2009 265,000 6.95 2010 285,000 7.00$ 2011 305,000 7.00$ 2012 330,000 7.00$ 2013 350,000 7.05$ 2014 375,000 7.05$ 2015 400,000 7.05$ The principal of the Bonds shall be payable, without exchange or collection charges, in any coin or currency of the United States of America which, on the date of payment thereof, is legal tender for the payment of debts due the United States of America, upon their presentation and surrender as they become due or at their earlier redemption date, if any, at the principal office of the Paying Agent/Registrar. 2.04. Redemption of Bonds. The Authority reserves the right to redeem, in whole or from time to time in part, all of the Bonds on December 1, 1998, or any interest payment date thereafter, by paying the principal thereof and accrued interest thereon. The Authority shall, at least 45 days prior to the date fixed for redemption (unless a shorter notice shall be satisfactory to the Paying Agent/Registrar), notify the Paying Agent/Registrar of such date and, if less than all of the Bonds within any maturity are to be redeemed, the particular Bonds within each maturity to be redeemed. The registered owner of any Bond, all or a 022DESA0/024C04 -6- • • portion of which has been called for redemption, shall be required to present such Bond to the Paying Agent/Registrar for payment of the principal of, and accrued interest on, that portion of the Bond called for redemption; provided, however, upon the surrender of-any such Bond, the Authority shall execute and the Paying Agent/Registrar shall authenti- cate and deliver to the registered owner thereof a new Bond or Bonds of the same maturity in an aggregate principal amount equal to the unredeemed portion of the Bond surren- dered. Notice of redemption shall be given by mailing a copy thereof by first class mail, postage prepaid, at least 30 days prior to the date fixed for redemption to the registered owner of each Bond to be redeemed in whole or in part at the address of such owner on the Bond Register; provided, however, that failure to give such notice, or any defect therein, shall not affect the validity of the proceed- ings for the redemption of any Bond or portion thereof with respect to which no such failure or defect has occurred. Any notice mailed as provided in this Section 2.04 shall be conclusively presumed to have been duly given, whether or not the registered owner receives the notice. Prior to the date fixed for redemption, the Authority shall deposit, or cause to be deposited, with the Paying Agent/Registrar, funds sufficient to pay in full the principal of all Bonds or portions thereof called for redemption, together with accrued interest thereon to the redemption date. Any Bond or Bonds duly called for redemption, due provision for the full payment of which has been timely made, shall cease to bear interest from and after the date fixed for redemption. 2.05. Transfers and Exchanges of the Bonds. The Authority shall cause to be kept at the principal office of the Paying Agent/Registrar a register (the "Bond Register") in which, subject to such reasonable regulations as the Authority and the Paying Agent/Registrar may prescribe, registration of the Bonds and transfers of the Bonds shall be made as provided herein. Upon surrender for transfer of any Bond at the principal office of the Paying Agent/Registrar, the Authority shall execute and the Paying Agent/Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Bonds of the same maturity, of any authorized denominations, bearing the same rate of interest and of a like aggregate principal amount. At the option of the registered owner of any Bond, it may be exchanged for other Bonds of the same maturity, of any authorized denominations, bearing the same rate of interest, and of like aggregate principal amount, upon surrender of the Bond to be exchanged at the principal office of the Paying Agent/Registrar. Whenever any Bond is so surrendered 022DESA0/024C04 -7- • • for exchange, the Authority shall execute, and the Paying Agent/Registrar shall authenticate and deliver, the Bonds which the registered owner of the Bond making the exchange is entitled to receive. All Bonds issued upon any transfer or exchange of any Bond shall be the valid obligations of the Authority, evidencing the same debt and entitled to the same benefits under this Resolution, as the Bond surrendered upon such transfer or exchange. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed, or be accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed, by the registered owner thereof or his attorney duly au- thorized in writing. No service charge shall be made to the registered owner for any registration, transfer or exchange of Bonds, but the Authority or the Paying Agent/Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any transfer or exchange of Bonds. Neither the Authority nor the Paying Agent/Registrar shall be required to transfer or exchange any Bond during the period of 15 days next preceding any interest payment date or to transfer or exchange any Bond during the 30-day period prior to the date set for redemption of such Bond. 2.06. Ownership of the Bonds. The Authority, the Paying Agent/Registrar and any other person may treat the individual, firm or corporation in whose name any Bond is registered on the Bond Register as the absolute owner of such Bond for the purpose of making and receiving payment of the principal thereof and interest thereon and for all other purposes, whether or not such Bond is overdue, and neither the Authority nor the Paying Agent/Registrar shall be bound by any notice or knowledge to the contrary. All payments made to any such person, firm or corporation deemed to be the owner of any Bond in accordance with this Section 2.06 shall be valid and effectual and shall discharge the liabil- ity of the Authority and the Paying Agent/Registrar to the extent of the sums paid. 2.07. Execution of the Bonds. The Bonds shall be executed on behalf of the Authority by the President or Vice President of the Board under the seal of the Authority attested by the Secretary or Assistant Secretary of the Board. Each such signature may be manually executed or placed in facsimile on the Bonds, and the Authority's seal may be manually impressed, printed or otherwise placed on the Bonds. Bonds receiving the manual or facsimile signa- tures of individuals who were at the time the duly elected or appointed officers of the Authority shall be binding upon 022DESA0/024C04 -8- • • the Authority notwithstanding such individuals or any of them shall cease to hold such offices prior to the certi- fication, registration, authentication or delivery of such Bonds or shall not have held such office on the date of such Bonds, all as provided in the Act and the Bond Procedures Act of 19.81, as amended. The Initial Bonds, each payable to the purchaser named in Section 14 hereof, shall be executed and submitted to the Attorney General of Texas for approval, and thereupon certified by the Comptroller of Public Accounts of the State of Texas by his manual signature or by the manual signature of one of his deputies thereunto duly authorized. No Bond authorized by this Resolution shall be entitled to any right or benefit hereunder, or be valid or obligatory for any purpose unless the Comptroller of Public Accounts of the State of Texas or his duly authorized agent shall have executed a Registration Certificate substantially in the form of the Registration Certificate of Comptroller of Public Accounts set forth in Section 3.02 hereof or the Paying Agent/Registrar shall have executed a Certificate of Authentication substantially in the form of the Certificate of Authentication of Paying Agent/Registrar set forth in Section 3.03 hereof, and either such executed certificate upon any Bond shall be conclusive evidence that such Bond has been executed and delivered pursuant to this Resolution. 2.08. Paying Agent/Registrar. The Authority covenants at all times to maintain a Paying Agent/Registrar for the Bonds meeting the qualifications herein set forth, and, subject to the remaining provisions of this Section 2.08, hereby appoints First City National Bank of Houston, Houston, Texas, initially to serve in such capacity. The form, terms and provisions of the proposed Agreement between the Authority and First City National Bank of Houston, Houston, Texas, providing for such appointment, a draft of which is attached to this Resolution as Exhibit A, are hereby approved in all respects, and the President or Vice President and Secretary or Assistant Secretary of the Board are hereby authorized and directed to execute and deliver an agreement substantially in the form of such Agreement, with such changes therein as the officers executing the same shall, as evidenced by their signatures thereon, approve. The Authority expressly reserves the right to appoint one or more successor Paying Agent/Registrars by (1) filing with the Paying Agent/Registrar then serving a certified copy of a resolution or order giving notice of the termination of the Authority's agreement with such Paying Agent/Registrar and appointing a successor and (2) giving notice to all of the registered owners of the Bonds and to the Municipal Advisory Council of Texas or its successor. Every Paying 022DESA0/024C04 -9- Agent/Registrar appointed hereunder shall at all times be 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, and subject to supervision or examination by federal or state authority. 2.09. Mutilated, Lost, Destroyed or Wron fully Taken Bonds. If (1) any mutilated Bond is surrendered to the Paying Agent/Registrar, or (2) the Authority and the Paying Agent/Registrar receive evidence to their satisfac- tion of the destruction, loss or theft of any Bond, and (a) there is delivered to the Authority and the Paying Agent/ Registrar such security or indemnity as may be required by them to save each of them harmless and (b) the Authority and the Paying Agent/Registrar have no notice that such latter Bond has been acquired by a bona fide purchaser, then and in either such event the Authority shall execute and upon its 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 maturity and of like tenor, interest rate and principal amount, bearing a number not contemporaneously outstanding. Upon the issuance of any new Bond under this Section 2.09, the Authority may require the payment by the registered owner thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Paying Agent/Registrar) connected therewith. Every new Bond issued pursuant to this Section 2.09 in lieu of any mutilated, destroyed, lost or stolen Bond shall constitute a replacement of the prior obligation of the Authority, whether or not the mutilated, destroyed, lost or stolen Bond shall be at the time enforceable by anyone, and shall be entitled to all the benefits of this Resolution equally and ratably with all other outstanding Bonds. Section 3. FORM OF BONDS AND CERTIFICATES THEREON The form of the Bonds, including the form of Registration Certificate of the Comptroller of Public Accounts of the State of Texas to be typed or printed on each of the Initial Bonds only, and the form of Certificate of Authentication of the Paying Agent/Registrar to be typed or printed on all of the Bonds other than the Initial Bonds shall be, respectively, substantially as set forth in this Section with such appropriate insertions, omissions, substi- tutions and other variations as are permitted or required by this Resolution and may have such letters, numbers or other marks of identification (including identifying numbers and 022DESA0/024C04 -10- • • letters of the Committee on Uniform Securities Identifica- tion Procedures of the American Bankers Association) and such legends and endorsements (.including the reproduction of an opinion of counsel), thereon as may, consistently herewith, be established by the Authority or determined by the officers executing such Bonds as evidenced by their execution thereof. 3.01. Form of Bond. Registered No . UNITED STATES OF AMERICA STATE OF TEXAS COUNTY OF HARRIS LA PORTE AREA WATER AUTHORITY CONTRACT REVENUE BOND SERIES 1988 Interest Rate Due December i, Registered Initial Date June 1, 1988 La Porte Area Water Authority, in the County of Harris, State of Texas (the "Authority"), for value received, hereby promises to pay to or registered assigns, on the due date shown above, the sum of DOLLARS, and to pay interest thereon, at the rate specified above, from the date of delivery, beginning June 1, 1989, and semi- annually thereafter on June 1 and December 1 of each year until the principal sum shall have been paid, such interest to be computed on the basis of a 360-day year of twelve 30-day months. The principal of this Bond is payable in lawful money of the United States of America, without exchange or collection charges, at the principal corporate trust office of First City National Bank of Houston, Houston, Texas, or its successor (the "Paying Agent/Registrar") upon presentation and surrender of this Bond. The interest on this Bond payable on any interest payment date will be paid to the person, firm or corporation in whose name this Bond is registered at the close of business on the 15th day of the calendar month next preceding such interest payment date 022DESA0/024C04 -11- • by check or draft dated as of the interest payment date and mailed to such registered owner. * * * * * * * * * * (Additional Provisions of the Bonds) (To be typed on the face of the Initial Bonds and all non-printed Bonds and printed on the back of all printed Bonds) THIS BOND is one of the series specified in its title issued in the aggregate principal amount of $5,000,000 (the "Bonds") pursuant to a Resolution (the "Bond Resolu- tion") duly adopted by the Board of Directors of the Authority for the purpose of purchasing an undivided interest in the Southeast Water Purification Plant under construction by the City of Houston, Texas, under and in the strict conformity with the Constitution and laws of the State of Texas, including without limitation Chapter 729, pages 2,678 et seq., Acts of the 67th Legislature of Texas, Regular Session, 1981, and Chapter 54 of the Texas Water Code, as amended. Capitalized terms used herein have the respective meanings assigned to them in the Bond Resolution. The Authority expressly reserves the right to issue additional bonds on a parity in all respects with the Bonds, in accordance with the terms and conditions set forth in the Bond Resolution. The Bonds, together with any additional bonds issued by the Authority on a parity with the Bonds, are payable solely from and secured by a lien on and pledge of the Net Revenues of the Authority. Reference is hereby made to the Bond Resolution for a description of the covenants by which the Bonds are secured, the respective rights there- under of the registered owners of the Bonds and the Authority and the terms upon which the Bonds are, and are to be, authenticated and delivered. The Bonds do not constitute a legal or equitable pledge, charge, lien or encumbrance upon any property or assets of the Authority other than the Net Revenues and other moneys and securities pledged under the Bond Resolution. The owner hereof shall never have the right to demand payment of this obligation from any other revenues or properties of the Authority, or from any funds raised or to be raised by taxation by the Authority, the City of La 022DESA0/024C04 -12- • u Porte, Texas, the State of Texas or any subdivision of any o f them The Authority has reserved the right to redeem, in whole or from time to time in part, all of the Bonds on December 1, 1998, or any interest payment date thereafter, by paying the principal thereof and accrued interest thereon. If less than all of the Bonds are to be redeemed, the Authority shall designate the principal amount of Bonds of each maturity to be redeemed and the particular Bonds within each maturity in integral multiples of $5,000. At least 30 days' prior notice of any such redemption shall be given by mail as provided in the Bond Resolution. Any Bond or Bonds duly called for redemption, due provision for the full payment of which has been timely made, shall cease to bear interest from and after the date fixed for redemption. As provided in the Bond Resolution and subject to certain limitations therein set forth, this Bond is transfer- able on the Bond Register of the Authority, upon surrender of this Bond for transfer at the principal office of the Paying Agent/Registrar, duly endorsed, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed, by the registered owner hereof or his attorney duly authorized in writing, and thereupon one or more new fully registered Bonds of the same maturity, of authorized denominations,~bearing the same rate of interest and for the same aggregate principal amount will be issued to the designated transferee or transferees. Neither the Authority nor the Paying Agent/Registrar shall be required (1) to transfer or exchange this Bond during the period of 15 calendar days next preceding any interest payment date or (2) to transfer or exchange this Bond during the 30-day period prior to the date fixed for redemption of this Bond. The Authority, the Paying Agent/Registrar and any agent of either of them may treat the person, firm or corporation in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided and for all other purposes, whether or not this Bond be overdue, and neither the Authority, the Paying Agent/Registrar nor any such agent shall be affected by notice or knowledge to the contrary. It is hereby certified, covenanted and represented that all acts, conditions and things required to exist or to be performed or done precedent to or in the issuance of this 022DESA0/024C04 -13- • • Bond in order to render the same a legal, valid and binding obligation of the Authority have been performed, exist and have been done in regular and due time, form and manner, as required by law, and that the issuance of the Bonds does not exceed any constitutional or statutory limitation. This Bond shall be construed in accordance with and shall be governed by the laws of the State of Texas. * * * * * * * * * * (Legend to be printed on the face of all printed Bonds) REFERENCE IS HEREBY MADE TO FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF FULLY SET FORTH IN THIS PLACE. * * * * * * * * * * (Additional paragraph to be typed on Initial Bonds only) This Bond shall not be entitled to any right or benefit under the Bond Resolution, or be valid or become obligatory for any purpose, unless the Comptroller of Public Accounts of the State of Texas or his duly authorized agent shall have executed the Registration Certificate of Comp- troller of Public Accounts endorsed hereon. (Additional paragraph to be typed or printed on the face of all Bonds other than the Initial Bonds) This Bond shall not be entitled to any right or benefit under the Bond Resolution, or be valid or become obligatory for any purpose, unless the Paying Agent/Registrar shall have executed the Certificate of Authentication endorsed hereon. * * * * * * * * * * IN WITNESS WHEREOF, this Bond has been signed by the manual or facsimile signature of the President or Vice President of the Board of Directors of the Authority and attested by the manual or facsimile signature of the Secretary 022DESA0/024C04 -14- • • or Assistant Secretary of the Board of Directors of the Authority, and the official seal of the Authority has been manually impressed, printed or otherwise placed hereon. LA PORTE AREA WATER• AUTHORITY [Authority's Seal] By President, Board of Directors ATTEST: Secretary, Board of Directors 3.02. Form of Registration Certificate of Comptroller of Public Accounts. (To be typed on the Initial Bonds only) REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER OF PUBLIC ACCOUNTS THE STATE OF TEXAS § REGISTER N0 . ............ I HEREBY CERTIFY that there is on file and of record in my office a certificate to the effect that the Attorney General of the State of Texas has approved this Bond, and further that this Bond has been registered this day by me. WITNESS my signature and seal of office this (COMPTROLLER'S SEAL) ........ .... ... .......... Comptroller of Public Accounts of the State of Texas 022DESA0/024C04 -15- • 3.03. Form of Certificate of Authentication of Paying Agent Registrar. (To be typed or printed on all Bonds other than the Initial Bonds) CERTIFICATE OF AUTHENTICATION This is one of the Bonds referred to in the within mentioned Bond Resolution. FIRST CITY NATIONAL BANK OF HOUSTON, as Paying Agent/ Registrar Dated :................... By.... ..................... Authorized Signature 3.04. 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 Signature guaranteed by: assignment must correspond with the name of the registered owner ....................... as it appears on the face of the within Bond in every particular. Section 4. APPLICATION OF BOND PROCEEDS Proceeds from the sale of the Bonds will be dis- bursed in accordance with this Section. 4.01. Deposit into the Construction Fund. The proceeds of the sale of the Bonds, as received, shall be 022DESA0/024C04 -16- • deposited into the Construction Fund. Of the total deposit, $257,000 shall be deposited into a separate "Construction Contingency Account," and such amount shall be used solely for the payment of (a) the purchase price of an undivided interest in the Southeast Plant to the extent funds in the General Account of the Construction Fund for such purpose are insufficient; or (b) interest on the Bonds if the Authority has insufficient Net Revenues available for such purposes. The remainder of the amount deposited in the Construction Fund shall be deposited into the "General Construction Account" and shall be used for the payment of (x) the expenses incidental to the issuance of the Bonds, including fiscal, legal and engineering fees and expenses, including without limitation expenses incidental to the organization and administration of the Authority, (y) the purchase price of an undivided interest in the Southeast Plant in accordance with the provisions of the Houston Contract and (z) to the extent any Bond proceeds remain after the payment of the amounts specified in (x) or (y), the construction, purchase and acquisition of the Distribu- tion System and the Transmission System; all to the extent authorized or permitted under applicable law. 4.02. Surplus Construction Funds. Any moneys remaining in either the Construction Contingency Account or the General Construction Account of the Construction Fund after completion of the entire Distribution System and Transmission System and the purchase of an interest in the Southeast Plant as provided in the Houston Contract shall be deposited into the Reserve Fund to the extent the Reserve Fund Amount shall not be on deposit in the Reserve Fund at the time and, to the extent any surplus remains, such surplus shall be deposited into the Bond Fund to be used by the Authority to pay interest on the Bonds; provided, however, that the aggregate amount deposited into the Reserve Fund pursuant to this Section shall not exceed the amount the Authority determines in good faith (after such consultation with counsel as the Authority deems appropriate) will not exceed 10 percent of the proceeds of the Bonds, within the meaning of Section 148(d)(2) of the Internal Revenue Code of 1986, as amended (the "Code"). Section 5. PLEDGE OF NET REVENUES. The Bonds and any Additional Bonds and the interest on all such bonds are and shall be payable from and secured by an irrevocable first lien on and pledge of the (a) Revenues after deduction of the Operating and Maintenance Expenses; and (b) all moneys and investments on deposit or credited to the Bond Fund or the Reserve Fund; and, subject only to Section 12 022DESA0/024C04 -17- • hereof, such Net Revenues and such moneys and investments are hereby pledged irrevocably for such purpose and are further pledged irrevocably to the establishment and main- tenance of the Bond Fund, the Reserve Fund, the Rebate Fund and the Contingency Fund. Section 6. RATE COVENANT. The Authority covenants and agrees with the owners of the Bonds and Additional Bonds, if any, that (a) it shall, subject to any restrictions con- tained in the Water Sales Contracts, at all times fix, maintain, charge and collect rates and charges for services rendered by the Authority which will provide Revenues at least sufficient to pay all Operating and Maintenance Expenses and to produce Net Revenues in an amount each year not less than: (1) the average annual principal of and interest on the Bonds and any Additional Bonds at the time outstanding (although amounts shall be paid into the Bond Fund and Reserve Fund only in accordance with Section 7.03 and Section 7.04 hereof); and (2) an amount necessary to make all deposits now or hereafter required to be made into the Bond Fund, the Reserve Fund, the Rebate Fund and the Contingency Fund as provided herein or in the resolutions authorizing any Additional Bonds. (b) if the Authority should become legally liable for any other obligations or indebtedness, the Authority shall, to the extent permitted under the Water Supply Contracts, fix, maintain, charge and collect additional rates and charges for services rendered by the Authority sufficient to establish and maintain funds for the payment thereof . Section 7. REVENUES AND FUNDS. 7.01. Creation of Funds. All Revenues shall be kept separate and apart from all other funds of the Authority, and the following special funds ("Funds") shall be established and maintained in an official depository bank or depository banks of the Authority so long as any of the Bonds or any Additional Bonds, or interest thereon, are outstanding and unpaid: 022DESA0/024C04 -18- (a) La Porte Area (the "Revenue Fund"); (b) La Porte Area "Bond Fund"); (c) La Porte Area (the "Reserve Fund"); (d) La Porte Area (the "Rebate Fund"); (e) La Porte Area Fund (the "Contingency (f) La Porte Area Fund (the "Construction Water Authority Water Authority Water Authority Water Authority Water Authority E'und") ; and Water Authority Fund"). Revenue Fund Bond Fund (the Reserve Fund Rebate Fund Contingency Construction 7.02. Revenue Fund. All Revenues of every nature received shall be deposited from day to day as collected into the Revenue Fund, and all Operating and Maintenance Expenses shall be paid from the Revenue Fund upon approval by the Board. The Revenues not actually required to pay Operating and Maintenance Expenses shall be deposited from the Revenue Fund into the other Funds provided for by this Resolution, in the manner and amounts hereinafter provided, and each of such Funds shall have priority as to such deposits in the order in which they are treated in the following sections. 7.03. Bond Fund. There shall be deposited into the Bond Fund: (a) (i) On or before the 25th day of each month from September 25, 1988 until May 25, 1.989, inclusive, an amount which is not less than one-ninth (1/9) of the first interest payment due on the Bonds, and (ii) on or before the 25th day of each month thereafter, an amount which is not less than one-sixth (1/6) of the next interest payment due on the Bonds; and (b) On or before the 25th day of December, 1990, and on or before the 25th day of each month thereafter, an amount which is not less than one-twelfth (1/12th) of the principal of the Bonds maturing on the next December 1; provided, however, such deposits shall be reduced by any amount already on deposit in the Bond Fund that is, by 022DESA0/024C04 -19- ~ # virtue of this Resolution, to be applied to the payment of debt service on the Bonds. Amounts in the Bond Fund shall be used to pay the principal of, premium, if any, and interest on, the Bonds and any Additional Bonds, as such principal matures and such interest becomes due. In no event shall any amount in excess of the amounts stated above be placed in the Bond Fund for the payment of the principal of, premium, if any, or interest on the Bonds and Additional Bonds, if any, and any amount so placed may be withdrawn by the Authority and replaced in the Revenue Fund. 7.04. Reserve Fund. On or before the 25th day of each month beginning September 25, 1988, there shall be deposited into the Reserve Fund, an amount not less than one sixtieth (1/60) of the average annual principal and interest requirements on the Bonds, to the end that there shall be accumulated in the Reserve Fund within sixty-one (61) months from September 25, 1988 an amount not less than the average annual principal and interest requirements for the Bonds; provided, however, that (a) on each debt service payment date (other than the penultimate debt service payment date) when the Reserve Fund Amount decreases, the amount in the Reserve Fund on such date (after the application of any amount needed that day to pay principal or interest then due) accumulated pursuant to this Resolution in excess of the decreased Reserve Fund Amount shall be withdrawn from the Reserve Fund, deposited into the Bond Fund and applied to the payment of debt service on the Bonds on the next debt service payment date or dates until so applied; and (b) on the penultimate debt service date all of the amount in the Reserve Fund accumulated pursuant to this Resolution (after the application of any amount needed that day to pay inter- est then due) shall be withdrawn from the Reserve Fund, deposited into the Bond Fund and applied to the payment of debt service on the Bonds on the last debt service payment date. At no time shall the Authority be required to deposit in the Reserve Fund proceeds (as such term is defined in the Code) of the Bonds or any Additional Bonds if and to the extent such deposit would adversely affect the exclusion .from gross income for federal income tax purposes of the interest on the Bonds. No deposits shall be required to be made into the Reserve Fund by virtue of this Resolution as long as the Reserve Fund shall contain the aggregate of the amounts required to be deposited therein by reason of this Resolution and the resolutions authorizing any Additional Bonds, but if and whenever the Reserve Fund is reduced below said aggregate amount, the aforesaid monthly deposits into 022DESA0/024C04 -20- • • the Reserve Fund shall be resumed and continued until such time as the Reserve Fund has been restored to said aggregate amount. The Reserve Fund shall be used to pay the principal of, or interest on, the Bonds and any Additional Bonds, at any time when there is not sufficient money available in the Bond Fund for such purpose. Any obligation in which money in the Reserve Fund is invested shall be kept and held in an official depository bank of the Authority in escrow and in trust for the benefit of the holders of the Bonds and any Additional Bonds, and shall be promptly sold and the proceeds of sale applied to the making of all payments required to be made from the Reserve Fund. 7.05. Rebate Fund. The Rebate Fund is hereby established by the Authority for the benefit of the United States of America and the Authority, as their interests may appear pursuant to this Resolution. There are hereby established within the Rebate Fund two separate accounts to be known as the Deposit Account and the Earnings Account. (a) Earnings Account. As of each annual anniver- sary date of the issuance of the Bonds, the Authority shall pay into the Earnings Account of the Rebate Fund out of legally available funds an amount equal to the aggregate income (determined in accordance with federal income tax accounting principles) attributable to the amounts in the Deposit Account of the Rebate Fund for the period ending on such annual anniversary date of the issuance of the Bonds and beginning on the immedi- ately preceding annual anniversary date of the issuance of the Bonds. Such amount is to be withdrawn from the Deposit Account or may, at the election of the Authority, be paid from other funds legally available therefor. An annual anniversary date for the Bonds shall include the first date on which all of the Bonds have been retired. (b) Payments into the Deposit Account. The ' Authority shall pay, as of each annual anniversary date of the issuance of the Bonds and immediately after the payment to the Earnings Account of the Rebate Fund on such date, into the Deposit Account of the Rebate Fund out of funds legally available therefor the amount, if any, which is required to increase the amount on deposit in the Deposit Account to the Tentative Rebate Amount as of such annual anniversary date. On such annual anniversary date, any amount on deposit in the Deposit Account in excess of the Tentative Rebate Amount shall be withdrawn from the Deposit Account and 022DESA0/024C04 -21- deposited into the Revenue Fund. For these purposes, the Tentative Rebate Amount as of a date is the amount described in Section 148(f)(3)(A) of the Code with respect to the Bonds determined as of such date, which shall be determined in accordance with Temp. Treas. Reg. Section 1.103-15AT(d)(1) and any applicable regulations that are issued hereafter. An annual anniversary date for the Bonds shall include the first date on which all of the Bonds have been retired. (c) Disbursement of the Rebate Fund. The amounts in the Rebate Fund shall be used solely for the payment to the United States of amounts described in Section 148(f)(2) of the Code and the regulations thereunder all as may be applicable to the Bonds. Such payment shall be made by the Authority in accordance with the requirements of Section 148(f)(3) of the Code and the regulations thereunder. The first installment of such payment is to be made by the Authority within thirty days after the fifth annual anniversary date of the issuance of the Bonds, with each subsequent installment of such payment to be made within five years after the time at which the next preceding installment was required. The last installment of such payments is to be made by the Authority within 60 days after the final retirement of all of the Bonds. (d) Rebate Fund Records. The Authority shall maintain a record of its periodic determinations of the Tentative Rebate Amount until six years after the final retirement of all of the Bonds. Such records shall summarize the manner in which the Tentative Rebate Amount, if any, was determined on each date of deter- mination. (e) No Prohibited Payments. The Authority covenants and agrees with the holders of the Bonds not to make a prohibited payment, within the meaning of Temp. Treas. Reg. Section 1.103-15AT(d)(6), with respect to the Bonds. A prohibited payment includes the payment, or agreement to pay, to a party other than the United States, an amount that is required to be paid to the United States pursuant to Section 148(f)(3) of the Code by entering into a transaction that results in a smaller profit or a larger loss than would have resulted if the transaction had been at arms' length and if the yield on the issue had not been relevant to either. party; provided, however, that the direct purchase of United States Treasury obligations from the 022DESA0/024C04 -22- ~ ~ United States Treasury is not a prohibited payment. The investment of bond proceeds in certificates of deposit may, as provided in Temp. Treas. Reg. Section 1.103-15AT(d)(6)(ii), be a prohibited payment. The Authority covenants and agrees to maintain such records as may be necessary to establish the absence of any prohibited payment. (f) Amendment. The provisions of this Section 7.05 may be amended by the Authority upon the receipt of an opinion of bond counsel selected by the Authority that such amendment will not adversely affect any exclusion from gross income of interest on the Bonds. 7.06. Contingency Fund. The Authority agrees to cause to be deposited to the Contingency Fund, commencing upon the sale of water to the Participants under the Water Sales Contracts, from available Net Revenues, monthly amounts equivalent to at least $2,083.33 until there has been accumulated in said Fund a total sum (the "Minimum Contingency Fund Balance") equal to $100,000. After the Minimum Contingency Fund Balance has been accumulated, and during such time as there is on deposit in the Contingency Fund the Minimum Contingency Fund Balance, the aforesaid monthly deposits to the Contingency Fund from the available Net Revenues may be suspended. Any amounts deposited into the Contingency Fund in excess of the Minimum Contingency Fund Balance shall be at the sole discretion and determination of the Authority. Deposits to the Contingency Fund from available Net Revenues shall be subject to and contingent on the availability of moneys after the payment of all amounts required to be deposited to the Bond Fund, the Reserve Fund and the Rebate Fund. All moneys deposited and credited to the Contingency Fund may be used for any one or more of the following purposes: (a) Transfers to the Revenue Fund for payment of Operating and Maintenance Expenses; (b) Transfers to the Revenue Fund for payment of costs and expenses of replacing, reconstructing or repairing damaged or destroyed properties of the Transmission System or the Distribution System, when such damage or destruction was a result of a cata- strophic event, including, without limitation, acts of God, acts of public enemies, civil disturbances, explosions, fires, floods, landslides, lightning, 022DESA0/024C04 -23- • earthquakes, hurricanes, storms, tornadoes or other similar causes or events, and the proceeds, if any, of insurance are insufficient to pay the cost of replac- ing, reconstructing or repairing such damaged or destroyed property or properties; or (c) Paying the principal of, premium, if any, and interest on the Bonds or any Additional Bonds on any maturity, redemption or interest payment date when moneys in the special funds created solely for the payment and security thereof are insufficient to make a required payment on the Bonds or any Additional Bonds, either or both. 7.07. Deficiencies. If in any month the Authority shall fail to deposit into any Fund provided for by this Resolution the full amounts required, amounts equivalent to such deficiencies shall be set apart and paid into said Funds from the first available and unallocated Net Revenues of the following month or months, and such payment shall be in addition to the amounts otherwise required to be paid into said Funds during such month or months. To the extent necessary, the Authority shall increase the rates and charges for its services to make up for any such deficiencies. 7.08. Surplus Funds. Notwithstanding the pro- visions of Section 5 hereof, Net Revenues in excess of those necessary to establish and maintain the. Funds required in this Resolution may be used for any purpose now or hereafter authorized by law. 7.09. Investment of Certain Moneys. Moneys in the Bond Fund, the Construction Fund, the Reserve Fund and the Rebate Fund may, upon authorization by the Board of Directors, be invested in (a) Government Obligations and (b) certificates of deposit of any bank or trust company whose deposits are insured by the Federal Deposit Insurance Corporation or the Federal Savings and Loan Insurance Corporation, provided that such certificates of deposit, to the extent that they exceed the amounts covered by such insurance, are .fully secured in the manner required by law; provided, however,. that any investment in a certificate of deposit may not be a prohibited payment, within the meaning of Treas. Reg. § 1.103-15AT(d)(6), if at the time of such investment Treas. Reg. § 1.103-15AT(d)(6) is applicable to the Bonds. Any obligation in which moneys from any Fund are so invested shall be kept and held at an official depository bank of the Authority and shall be promptly sold and the proceeds of sale applied to the making of any payments 022DESA0/024C04 -24- required to be made from such Fund. All such investments shall at all times be a part of the Fund from which the moneys used to acquire said investments shall have come. All earnings on such investments shall be credited to, and losses thereon charged against, such Fund; provided, however, when the Bond Fund, the Reserve Fund or the Contingency Fund contains the full amount required at the time to be in such Fund, any earnings shall be deposited in the Revenue Fund. Notwithstanding any provision hereof to the contrary, any investment of moneys in the Bond Fund shall be made so as to mature or be subject to redemption at the option of the owner or holder thereof on or prior to the date or dates on which money therefrom will be required. All Funds provided for by this Resolution shall be secured in the manner and to the fullest extent required by law for the security of public funds, and such Funds shall be used only for the purposes and in the manner permitted or required by this Resolution. Section 8. ADDITIONAL BONDS. 8.01. Generally. The Authority expressly re- serves the right hereafter to issue additional parity bonds and other evidences of indebtedness now or hereafter autho- rized by the Legislature of Texas (collectively, "Additional Bonds"), and Additional Bonds, when issued, may be secured by and payable from a first lien on and pledge of the Net Revenues in the same manner and to the same extent as are the Bonds; and the Bonds authorized herein and the Additional Bonds shall in all respects be of equal dignity. It is provided, however, that no installment or series of Additional Bonds shall be issued pursuant to this Section 8.01 unless: (a) A certificate is executed by the President of the Board and the General Manager of the Authority to the effect that no default exists in connection with any of the covenants or requirements of this Resolution or the resolutions authorizing the issuance of all Additional Bonds then outstanding; (b) A certificate is executed by the President of the Board and the General Manager of the Authority to the effect that the Bond Fund, the Reserve Fund and the Contingency Fund each contain the amount then required to be on deposit therein; (c) At the time of the adoption of the resolution authorizing the issuance of Additional Bonds, the Net 022DESA0/024C04 -25- Revenues for the most recent complete fiscal year, as certified by a Certified Public Accountant or firm of Certified Public Accountants, were equal to at least 1.2 times the average annual principal and interest requirements for all Bonds and Additional Bonds then outstanding and for the series of Additional Bonds then proposed to be issued; provided, however, should the certificate of the accountant certify that the Net Revenues for the period covered thereby were less than required above, and a change in the rates and charges for services provided by the Authority pursuant to the Water Sales Contracts became effective at least 60 days prior to the scheduled date of adoption of the resolu- tion authorizing such Additional Bonds, then such Additional Bonds may nevertheless be issued if an independent engineer or engineering firm having a favorable reputation with respect to such matters certifies that, had such change in rates and charges been effective for the period covered by the accoun- tant's certificate, the Net Revenues for the period covered by the accountant's certificate would have met the test specified above; and (d) The Additional Bonds are made to mature on December 1 in each of the years in which they are scheduled to mature. 8.02. Completion Indebtedness. The Authority reserves the right to issue Additional Bonds on a parity in all respects with the Bonds secured by a first lien on and pledge of Net Revenues in the same manner and to the same extent as are the Bonds. Such Additional Bonds may be issued without complying with the provisions of Section 8.01 (a), (b) or (c), provided that such Additional Bonds are issued solely for the purpose of providing the financing for (a) amounts payable under the Houston Contract to purchase the initial undivided interest in the Southeast Plant; and (b) the completion of the initial Distribution System and the Transmission System as contemplated by the Water Sales Contracts. Any such Additional Bonds shall be made to mature on December 1 in the years in which they are scheduled to mature. 8.03. Refunding Bonds. The Authority reserves the right to issue Additional Bonds on a parity in all respects with the Bonds to refund all or any part of the Bonds, Additional Bonds or other indebtedness of the Author- ity then outstanding (pursuant to any applicable law then in effect) upon such terms and conditions as the Board of 022DESA0/024C04 -26- Directors may deem to be in the best interest of the Authority. Any such Additional Bonds shall be made to mature on December 1 in the years in which they are scheduled to mature. Additionally, if (a) the Additional Bonds are being issued to refund obligations of the Authority other than the Bonds or Additional Bonds, or (b) the total debt service for all Bonds and Additional Bonds (assuming the issuance of the refunding Additional Bonds proposed to be issued and the defeasance of the Bonds or Additional Bonds proposed to be defeased in such refunding) in any fiscal year through the final fiscal year in which Bonds or Additional Bonds not refunded are to mature shall be greater than the total annual debt service for all Bonds and Additional Bonds had such refunding not occurred, then the conditions specified in Sections 8.01 (a), (b) and (c) shall also be satisfied. 8.04. Inferior Lien Obligations. Nothing contained in this Resolution shall prohibit or prevent, or be deemed or construed to prohibit or prevent, the Authority from authorizing and issuing bonds, notes, certificates, warrants or other evidences of indebtedness for any corporate use or purpose payable as to principal, premium, if any, and interest from the Net Revenues subject and subordinate to the deposits and credits required to be made from the Net Revenues to the Bond Fund, Reserve Fund and the Rebate Fund or from securing such bonds, notes, certificates, warrants or other evidences of indebtedness and the payment thereof by a lien on and pledge of the Net Revenues junior and inferior to the lien on and pledge of the Net Revenues herein created for the payment and security of the Bonds and any Additional Bonds. 8.05. Separate System Projects. Nothing in this Resolution shall be construed to deny the Authority the right and it shall retain the right to issue bonds, notes, warrants, certificates or other obligations or evidences of indebtedness to finance the costs of any project or facil- ities, which revenues, records and accounts of such project or facilities are kept and maintained separate and apart from the Revenues, records and accounts of the Transmission System, the Distribution System and the Houston Contract, and the obligations issued to finance the costs thereof are payable solely from the revenues or other income derived from the ownership or operation of such separate system project or facilities; provided, however, the Authority will not issue bonds, notes, warrants, certificates or other obligations or evidences of indebtedness for the purpose of acquiring or constructing such separate system project or facilities unless and until a report has been obtained from 022DESA0/024C04 -27- an independent engineer which concludes that (i) the plan for developing the separate system project or facilities is consistent with sound planning and the separate system project or facilities would not materially and adversely interfere with the operation of the Transmission System, the Distribution System and the Authority's interest in the Southeast Plant, and (ii) the separate system project or fa- cilities can be economically and efficiently operated and maintained. 8.06. Indebtedness Not Payable from Revenues. The Authority reserves the right to authorize and issue bonds, notes, certificates, warrants or other evidences of indebtedness for any corporate use or purpose if such bonds, notes, certificates, warrants or other evidences of indebted- ness are not secured by or payable from Revenues, Net Revenues or any revenues or funds pledged to the payment of the Bonds and are not secured by the Transmission System, the Distribution System or the Authority's interest in the Southeast Plant, but rather from some other source of funds available to the Authority. Section 9. REPRESENTATIONS AND COVENANTS OF THE AUTHORITY 9.01. Maintenance and Insurance. While any of the Bonds or any Additional Bonds are outstanding, the Authority covenants and agrees to maintain the Transmission System and the Distribution System in good condition and operate the same in an efficient manner and at a reasonable cost. So long as any of the Bonds or any Additional Bonds are outstanding, the Authority agrees to maintain insurance on the Transmission System and the Distribution System, of a kind and in an amount which usually would be carried by private companies engaged in a similar type of business in the same area. This Resolution shall not be construed as requiring the Authority to expend any funds which are derived from sources other than Revenues, but nothing herein shall be construed as preventing the Authority from doing so. 9.02. Books and Records. The Authority shall keep proper books of records and accounts, separate from all other records and accounts, in which complete and correct entries shall be made of all transactions relating to the Revenues, the Authority's undivided interest in the Southeast Plant, the Transmission System and the Distribution System. Upon written request made not more than 90 days following the close of the fiscal year, the Authority shall furnish to 022DESA0/024C04 -28- • • any registered owner of any of the Bonds or any Additional Bonds, complete financial statements in reasonable detail covering such fiscal year, certified by the Authority's auditor. Any registered owner or owners of the Bonds or any Additional Bonds at the time outstanding shall have the right at all reasonable times to inspect the Transmission System and the Distribution System and all records, accounts and data of the Authority relating thereto. 9.03. General Representations and Covenants. The Authority hereby further represents and covenants as follows: (a) That it has the lawful power to pledge the Net Revenues and the Funds pledged hereunder and has lawfully exercised the power under the Constitution and laws of the State of Texas, including said power existing under the Act and Chapter 54 of the Texas Water Code, as amended; and that the Bonds issued hereunder shall be ratably secured, together with any Additional Bonds, by said pledge of revenues in such manner that one bond shall have no preference over any other bond. (b) That, other than for the payment of the Bonds herein authorized, neither the Revenues nor the Net Revenues have been pledged in any manner to the payment of any debt or obligations of the Authority. (c) That, so long as any of Bonds or Additional Bonds remain unpaid, the Authority will not sell or encumber the Revenues, the Authority's undivided interest in the Southeast Plant, the Transmission System and the Distribution System or any substantial part thereof, and that it will not encumber the Net Revenues thereof unless such encumbrance is made in accordance with the terms of this Resolution or is junior and subordinate to all of the provisions of this Resolution. (d) That the Authority has obtained, caused to be obtained or will obtain, and will comply with the terms and conditions of, all franchises, permits and authorizations from any governmental agency applicable to or necessary with respect to the Authority and its operations, and it will keep all such franchises, permits and authorizations in full force and effect. 9.04 Tax Covenants. The Authority covenants and agrees with the holders of the Bonds as follows: 022DESA0/024C04 -29- • • A. In General. (a) No action will be taken, and there will be no omission of an action, which act or omission will adversely affect any exclusion from gross income for federal income tax purposes of interest on the Bonds, and, in particular, there will be compliance with those provisions of Section 103 and Section 141 through 150 of the Code that affect the exclusion from gross income for federal income tax purposes of the interest on the Bonds. (b) The Authority will use the proceeds of the Bonds in the manner described in this Resolution except to the extent that any variation from such provisions that is permitted by applicable law will not adversely affect the exclusion from gross income for federal income tax purposes of interest on the Bonds, and will not enter into any contract (or other arrangement) for the sale of water from its undivided interest in the Southeast Plant that will adversely affect the exclusion from gross income for federal income tax purposes of the interest on the Bonds. (c) The Authority will not use or invest the proceeds of the Bonds or any other amounts or any investment earnings thereon in a manner that will result in the Bonds becoming "arbitrage bonds", within the meaning of Section 148 of the Code. The Authority will not invest an amount of the proceeds of the Bonds in the Reserve Fund or in any reasonably required reserve or replacement fund if the amount of proceeds so invested is, in the aggregate, in excess of 10 percent of the proceeds of the Bonds, within the meaning of Section 148(d)(2) of the Code. (d) The Authority shall comply with the pro- visions of Section 148 of the Code with respect to arbitrage rebate as they apply to the Bonds. (e) The Authority shall not invest any of the proceeds of the Bonds in a manner that would be a prohibited payment, within the meaning of Treas. Reg. ~ 1.103-15AT(d)(6), so long as such regulation is applicable to the Bonds. (f) The Authority shall not take, or omit to take, any action if such action or omission would cause the Bonds to be federally guaranteed, within the meaning of Section 149(b) of the Code. (g) The Authority will comply with the requirements of Section 149(e)(2) of the Code, requiring information 022DESA0/024C04 -30- • regarding the Bonds to be filed with the Internal Revenue Service within prescribed time limits. B. Private Activity Bond Covenants. The Bonds are not, and will not be, private activity bonds, within the meaning of Section 141 of the Code. C. No Arbitrage Covenant. The Bonds are not, and will not be, arbitrage bonds, within the meaning of Section 148 of the Code. D. Survival. The provisions of this Section 9.04 shall survive, notwithstanding any provision of this Resolution to the contrary, the payment, any provision for payment, or any defeasance of one or more of the Bonds. Section 10. LIMITED OBLIGATIONS. The Bonds are special obligations of the Authority payable solely from the revenues and funds pledged hereunder, and the registered owners thereof shall never have the right to demand payment thereof out of any other revenues or properties of the Authority, or out of funds raised or to be raised by taxation by the Authority, the City of La Porte, Texas, the State of Texas or any subdivision of any of them. Section 11. DEFAULT PROVISIONS 11.01. Remedies of Registered Owners. In addition to all rights and remedies of any registered owner of the Bonds provided by the laws of the State of Texas, the Authority and the Board covenant and agree that in the event the Authority defaults in the payment of the principal of or interest on any of the Bonds when due, fails to make the payments required by this Resolution to be made into the Bond Fund, or defaults in the observance or performance of any of the covenants, conditions or obligations set forth in this Resolution, the registered owner of any of the Bonds shall be entitled to a writ of mandamus issued by a court of proper jurisdiction compelling and requiring the Board and other officers of the Authority to observe and perform any covenant, obligation or condition prescribed in this Resolu- tion. No delay or omission by any registered owner to exercise any right or power accruing to him upon 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 or power may be exercised from time to time and as often as may be deemed expedient. The specific remedies mentioned in this Resolution shall be available to 022DESA0/024C04 -31- • • any registered owner of any of the Bonds and shall be cumulative of all other existing remedies. 11.02. Resolution is Contract. In consideration of the purchase and the acceptance of the Bonds authorized to be issued hereunder by those who shall hold the same from time to time, the provisions of this Resolution shall be deemed to be and shall constitute a contract between the Authority and the registered owners of the Bonds, and the covenants and agreements herein set forth to be performed on behalf of the Authority shall be for the equal benefit, protection and security of the registered owners of any and all of the Bonds, all of which, regardless of the time or times of their issue or maturity, shall be of equal rank without preference, priority or distinction except as expressly provided herein. Section 12. DEFEASANCE. Any Bond shall be deemed to be paid and shall no longer be considered to be a "Bond" within the meaning of this Resolution when payment of the principal of and interest on such Bond to maturity or to the date fixed for redemption (notice of which shall have been given or waived) shall have been made or provided for by depositing with the Treasurer of the State of Texas or with the Paying Agent/Registrar, (i) moneys sufficient to make such payment or (ii) moneys and Government Obligations certified by an independent public accounting firm of national reputation to be of such maturities and interest payment dates and to bear such interest as will, without further investment of the principal thereof or the interest thereon, be sufficient to make such payment, .provided that all the expenses pertaining to the Bonds with respect to which such deposit is made shall have been paid or the payment thereof provided for to the satisfaction of said State Treasurer or the Paying Agent/Registrar, as the case .may be. At such times as a Bond shall be deemed to be paid hereunder, as aforesaid, it shall no longer be entitled to the benefits of this Resolution, except for the purposes of any such payment from such moneys or Government Obligations and for the transfer, exchange or replacement of such Bond as provided in Sections 2.05 and 2.09 hereof prior to maturity or redemption. If money and/or Government Obligations are deposited with the Paying Agent/Registrar sufficient to make such payment with respect to some, but not all, of the Bonds, the Authority shall designate the Bonds with respect to which such deposit is made. 022DESA0/024C04 -32- • • Section 13. SUBMISSION AND REGISTRATION OF BONDS. The President or Vice President of the Board of Directors of the Authority is hereby authorized and directed to submit, or cause to be submitted, the record of the Bonds, the Water Sales Contracts and the Initial Bonds, to the Attorney General of the State of Texas for examination and approval and thereafter cause the Bonds to be registered by the Comptroller of Public Accounts of the State of Texas. Upon said registration of the Initial Bonds, said Comptroller of Public Accounts (or a deputy designated in writing to act for said Comptroller) shall manually sign the Comptroller's Registration Certificate prescribed herein to be printed and endorsed on each Initial Bond, and the seal of said Comptroller shall be impressed, printed or lithographed on each of the Initial Bonds. The President, Vice President and Secretary of the Board of Directors and other appropriate officers of the Authority are hereby further authorized and directed to do any and all things necessary or convenient to carry out the provisions of this Resolution. Section 14. SALE OF BONDS. The sale of the Bonds to the Texas Water Development Board, at a price equal to the principal amount of the Bonds, is hereby authorized, approved, ratified and confirmed. It is hereby found and determined by the Board of Directors that the sale and delivery of the Bonds is in the best interest of the Authority and that the price and other terms for the purchase of the Bonds are the most advantageous reasonably available to the Authority. The Board hereby finds and determines that the net effective interest rate of the Bonds, as calculated pursuant to Article 717k-2, V.A.T.C.S., as amended, and assuming delivery of the Bonds on September 1, 1988, is 6.883084$. Section 15. MISCELLANEOUS PROVISIONS. 15.01. Successors and Assigns. Whenever in this Resolution the Authority is named and referred to, it shall be deemed to include its successors and assigns, and all covenants and agreements in this Resolution made by or on behalf of the Authority shall bind and inure to the benefit of its successors and assigns whether or not so expressed except to the extent otherwise provided in this Resolution. 15.02. No Recourse Against Authority Officers. No recourse shall be had for the payment of the principal of or the interest on the Bonds or for any claim based thereon or on this Resolution against any officer of the Authority or any person executing the Bonds. 022DESA0/024C04 -33- • • 15.03. Paying Agent/Re istrar May Own Bonds. The Paying Agent/Registrar, in its individual or any other capacity, may become the owner or pledgee of the Bonds with the same rights it would have if it were not Paying Agent/Registrar. 15.04. Legal Holidays. In any case where the date of maturity of the principal of or interest on the Bonds or the date fixed for redemption of any Bonds shall be (a) a legal holiday in the city of the principal office of the Paying Agent/Registrar or (b) a day on which banking institutions are authorized by law to close in such city, then payment of interest or principal need not be made on such date but may be made on the next succeeding day not a legal holiday or day on which banking institutions are authorized by law to close in such city with the same force and effect as if made on the date of maturity or the date fixed for redemption and no interest shall accrue for the period from and after such date. 15.05. Benefits of Resolution Provision. Nothing in this Resolution, expressed or implied, shall give or be construed to give any person, firm or corporation, other than the Authority, the Paying Agent/Registrar and the registered owners of the Bonds, any legal or equitable right or claim under or in respect of this Resolution or under any covenant, condition or provision herein contained, all the covenants, conditions and provisions contained in this Resolution being for the sole benefit of the Authority, the Paying Agent/Registrar and the registered owners of the Bonds. 15.06. Interpretations. The titles and headings of the Sections of this Resolution have been inserted for convenience of reference only and are not to be considered a part hereof and shall not in any way modify or restrict any of the terms and provisions hereof. This Resolution and all the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to sustain the validity of the Bonds herein authorized and the validity of the lien on and pledge of the revenues from which the Bonds are payable. 022DESA0/024C04 -34- . • i 15.07. Effective Date of Resolution. This Resolution shall take effect and be in full force and effect from and after its passage. PASSED AND APPROVED this the day of , 1988. Vice President, Board of Directors, La Porte Area Water Authority ATTEST: Secretary, Board of Directors, La Porte Area Water Authority (SEAL ) 022DESA0/024C04 -35-