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HomeMy WebLinkAboutCity Council Resolution 1989-686RESOLUTION NO. 89-686 Extract of Minutes of Meeting of the City Council of the City of Plymouth, Hennepin County, Minnesota Pursuant to due call and notice thereof, a regular sleeting of the City Council of the City of Plymouth, Minnesota, Was duly held in the City Hall in said City on Monday, November 6, 1989, commencing at 7:30 P.M. The following members were present: Mayor Virgil Schneider, Council Members Lloyd Ricker, Maria Vasiliou, Robert Zitur, and Jerry Sisk and the following were absent: None. The Mayor announced that the next order of business was consideration of the bids which had been received for the purchase of the City's $715,000 General Obligation Improvement Bonds of 1989, as advertised for sale. The City Clerk presented affidavits showing publication of the notice of sale in the City's official newspaper and in Northwestern Financial Review, a financial paper pub- lished in Minneapolis, Minnesota, which affidavits were examined and found satisfactory and ordered placed on file. The City Clerk presented a tabulation of the bids which had been received In the scanner specified in the Official Notice of Sale of the Bonds. The bids were as follows: City of Plymouth, Minnesota SALE: Monday, November 6, 1989 .AWARD: HARRIS TRUST AND SAVINGS BANK i.: •_ 64.6., i. NAME OF BIDDER HARRIS TRUST AND SAVINGS BANK Chicago, Illinois BEAR, STEARNS & COMPANY Chicago, Illinois Hutchinson, Shockey, Erley & Company LA Salle National Bank hawmut Bank of Boston _jWted Missouri Bank of Kansas Ciry, N.A. i" 1'..AYTON BRCE)WIN & s cSOMTES, INC. Chicago, Minois BLUNT , ELLIS & LOEWI, INC. Chicago, Illinois GRIFFIN, KUBIK, STEPHENS & THOMPSON, INC. Chicago, Illinois CRONIN & COMPANY, INC. Minneapolis, Minnesota MILLER, JOHNSON & KUEHN, INC. Minneapolis, Minnesota SMITH BARNEY, HARRIS UPHAM & COMPANY, INC. Chicago, Illinois THE NORTHERN TRUST COMPANY Chicago, Illinois DEAN WI TIER REYNOLDS Chicago, Illinois EARSON LEHMAN HUTTON, INC --icazo, Illinois COUPON RATE YEAR 5.90% 6.00% 6.00% 6.05% 6.109'0 6.0% 6.25% 6.05% 6.10% 6.15% 6.20% 1992-1996 1992-1996 1992 1993 1994 1995 1996 1992-1993 1994 1595 1996 BBI: 7.24% NET INTEREST COST & RATE $191,811.60 6.1700% $193,450.25 6.2227% $196,651.25 6.3257% $198,456.87 6.3838% PRICE $706,604.65 $708,074.75 $709,280.00 $707,135.00 8iw. � kw. tNorwest Center 90 South Seventh Streer Minneapolis. MN 55402-4100 LEADERS IN PUBLIC FINANCE (612)339-8291 FAX(612)3390854 x,000 General Obligation Improvement Bonds of 1989 of Plymouth, Minnesota day, November 6, 1989 NAME OF BIDDER PIPER, JAFFRAY & HOPWOOD INC. Minneapolis, Minnesota American National Bank & Trust Company Robert W. Baird & Company, Inc. Craig Hallum, Inc. Pack Investment Corporation Peterson Financial Corporation Mose, Juran & Company, Inc. ASSOCIATION WITH - ORWEST INVESTMENT SERVICES, INC. inn espolis, Mumesota S CAPITAL MARKETS GROUP Minneapolis, Minnesota John 0. Kinnard & Company, Inc. COUPON NET INTEREST COST RATE YEAR & RATE PRICE 6.05% 6.10% 6.20% 6.25% 6.30% 1992 $199,633.12 $708,565.00 1993 1994 6.4216% 1995 1996 After due consideration of the bids, Member Sisk then Introduced the following resolution and saved its adoption: RESOLUTION N0. 89--686 A RESOLUTION AWARDING THE SALE OF $715,000 GENERAL OBLIGATION IMPROVEMENT BONDS OF 1989; FIXING THEIR FORM AND SPECIFICATIONS; DIRECTING THEIR EXECUTION AND DELIVERY; AND PROVIDING FOR THEIR PAYMENT BE IT RESOLVED By the City Council of the City of Plymouth, Hennepin County, Minnesota (City) as follows: Section 1. Sale of Bonds. 1.01. The bid of Hqrris Tgust and Sayinas Rank (Purchaser) to purchase $715.000 General obligation Improvement Bonds o (Bonds) of the City described in the Official Notice of Sale thereof is hereby found and determined to be the highest and best bid received pursuant to duly advertised notice of sale and shall be and is hereby accepted, the bid being to purchase the Bonds at a price of $ 706.604.65 plus accrued interest to date of delivery, for Bonds bearing interest as follows: Year of Maturity 1992 1993 1994 Interest Rate 5.90% 5.90% 5.90% Net effective interest rate: 6.170% Year of Maturity 1995 1996 Interest Rate 5.90% 5.90% 1.02. The am of $ 541.65 being the amount bid by the Purchaser in excess of $706,063 will be credited to the Debt Service Fund hereinafter creat- ed. The City Finance Director is directed to retain the good faith check of the Purchaser, pending completion of the sale of the Bonds, and to return the good faith checks of the unsuccessful bidders forthwith. The Mayor and City Manager are directed to execute a contract with the Purchaser on behalf of the City, 1.03. The City will forthvlVh issue and well the Bonds in the total principal amount of $715,000, originally dated November 1, 1989, in the denomi- nation of $5,000 each or any integral multiple thereof, numbered No. R-1, upward, bearing interest as above set forth, and which mature serially on February 1 in the years and amounts as follows: Year Amount Year Amount . 1992 $115,000 1995 $150,000 1993 150,000 1996 150,000 1994 150,000 1.04. Optional Redemption. The City may elect on February 1, 1994 and on any interest payment date thereafter to prepay Bonds maturing on or after February 1, 1995. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid which have the latest maturity data will be prepaid first. If only part of the Bonds having a common maturity date are called for prepayment the specific Bonds to be prepaid will be chosen by lot by the Registrar. All payments will be at a price of par plus accrued interest. Section 2. Registration and Payment. 2.01. Registered Form. The Bonds shall be issued only in fully registered form. The interest thereon and, upon surrender of each Bond, the principal amount thereof, is payable by check or draft issued by the Registrar described herein. 2.02. Dates: Interest Payment Dates. Each Bond will be dated as of the last interest payment date preceding the date of authentication to which inter- est on the Bond has been paid or made available for payment, unless (1) the date of authentication is an interest payment date to which interest has been paid or 10 made available for payment, in which case such Bond shall be dated as of the date of authentication, or (ii) the date of authentication is prior to the first Interest payment date, in which case such Bond will be dated as of the date of original issue. The interest on the Bonds is payable on February 1 and August 1 of each year, commencing August 1, 1990, to the owner of record thereof as of the close of business on the fifteenth day of the !mediately preceding month, whether or not such day is a business day. 2.03. Reaistration. The City will appoint, and shall maintain, a bond registrar, transfer agent, authenticating agent and paying agent (Registrar). The effect of registration and the rights and duties of the City and the Regis- trar with respect thereto ars as follows: (a) Resister. The Registrar must keep at its principal corporate trust office a bond register. in which the Registrar provides for the registration of ownership of Bonds and the registration of transfers and exchanges of Bonds entitled to be registered, transferred or exchanged. (b) Transfer of Bonds. Upon surrender for transfer of a Bond duly endorsed by the registered owner thereof or accompanied by a written Instrument of transfer, in form satisfactory to the Registrar, duly exe- cuted by the registered owner thereof or by an attorney duly authorised by the registered owner in writing, the Registrar will authenticate and deliver, in the name of the designated transferee or transferser; one or ' more new Bonds of a like aggregate principal amount and maturiL;: as requested by the transferor. The Registrar may, however, close the books for registration of any transfer after the fifteenth day of the month preceding each interest payment date and until such interest payment date. (c) Exchange of Bonds. When Bonds are surrendered by the registered owner for exchange the Registrar will authenticate and deliver one or more now Bonds of a like aggregate principal amount and maturity* as requested by the registered opener or the owner's attorney in writing. (d) Cancellation. Bonds surrendered upon any transfer or exchange will be promptly cancelled by the Registrar and thereafter disposed of as directed by the City. (e) Improper or Unauthorized Transfer. When a Bond is presented to the Registrar for transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the endorsement on the Bond or separate instrument of transfer is valid and genuine and that the requested transfer is legally authorized. The Registrar will incur no liability for the refusal, in good faith, to make transfers which it, in its judgment, deems improper or unauthorized. (f) Persons Deemed Owners. The City and the Registrar may treat the person in whose nano a Bond is registered in the bond register u the absolute owner of the Bond, whether the Bond is overdue or not, for the purpose of receiving payment of, or on account of, the principal of and Interest on the Bond and for all other purposes and payments so made to registered owner or upon the owner's order will be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid. (g) Taxes, Face and Charges. For a transfer or exchange of Bonds, the Registrar may impose a charge upon the owner thereof sufficient to reimburse the Registrar for any tax, fee or other governmental charge required to be paid with respect to the transfer or exchange. (h) Mutilated. Lost, Stolen or Destroyed ;Bonds . If a Bond becomes mutilated o destroyed, stolen or lost, the Registrar will deliver a nev Bond of like amount, number, maturity date and tenor in exchange and substitution for and upon cancellation of the mutilated Bond or in lieu of and in substitution for a Bond destroyed, stolen or lost, upon the payment of the reasonable expenses and charges of the Registrar in connection therewith; and, in the case of a Bond destroyed, stolen or lost, upon filing with the Registrar of evidence satisfactory to it that the Bond was destroyed, stolen or lost, and of the ownership thereof, and upon furnish- ing to the Registrar of an appropriate bond or indemnity in form, substance and amount satisfactory to it and as provided by lav, in which both the City and the Registrar must be named as obligees. Bonds so surrendered to the Registrar will be cancelled by the Registrar and evidence of such coucal?ation must be given to the City. If the mutilated, destroyed, stolen or lost Bond has already matured or been called for redemption in accordance with its terms it is not necessary to issue a new Bond prior to payment. (1) Redemption. In the event any of the Bonds are called for re- demption, notice thereof identifying the Bonds to be redeemed will be given by the Registrar by nailing a copy of the radmaption notice by first class nail (postage prepaid) not more than 60 and not less than 30 days prior to the date fired for redemption to the registered owner of each Bond to be redeemed at the address shown on the registration books kept by the Regis- trar and by publishing the notice in the manner required by lay. Failure to give notice by publication or by mail to any registered owner. or any defect therein, will not affect the validity of any proceeding for the redemption of Bonds. Bonds so called for redemption will teas* to bear Interest aftar the specified redemption date, provided that the funds for the redemption are on deposit with the place of payment at that time. 2.04. Appointment of Initial Registrar. The City appoints the Finance Director of the City as the initial Registrar. In the avant the Bonds are no longer registered in the name of a securities depository as provided in Section 3 hereof. the Finance Director may continue as Registrar or the Mayor and the City Manager are authorised to execute and deliver, on behalf of the City, a contract with the successor Registrar. Upon merger or consolidation of the Registrar with another corporation. if the resulting corporation is a bank or trust company authorized by lav to conduct such business, such corporation is authorized to act as successor Registrar. The City agrees to pay the reasonable and customary charges of the Registrar for the services performed. The City reserves the right to remove the Registrar upon 30 days' notice and upon the appointment of a successor Registrar, in which event the predecessor Registrar must deliver all cash and Bonds in its possession to the successor Registrar and must deliver the bond register to the successor Registrar. On or before each principal or interest due date, without further order of this Council, the Finance Director must transmit to the Registrar moneys sufficient for the payment of all principal and interest then due. 2.05. Execution, Authentication and Delivery. The Bonds will be prepared under the direction of the Clerk and executed on behalf of the City by the signatures of the Mayor and the Manager, provided that all signatures may be printed, engraved or lithographed facsimiles of the originals. In case any officer whose signature or a facsimile of whose signature appears on the Bonds ceases to be such officer before the delivery of any Bond, such signature or facsimile will nevertheless be valid and sufficient for all purposes. the same as if the officer had remained in office until delivery. Notwithstanding such execution, a Bond will not be valid or obligatory for any purpose or entitled to any security or benefit under this Resolution unless and until a certificate of authentication on the Bond has been duly executed by the manual signature of an authorized representative of the Registrar. Certificates of authentication on different Bonds need not be signed by the same representative. The executed certificate of authentication on each Bond is conclusive evidence that it has been authenticated and delivered under this Resolution. When the Bonds have been so prepared, executed and authenticated, the Finance Director shall deliver the same to the Purchaser upon payment of the purchase price in accordance with the contract of sale heretofore made and executed, and the Purchaser is not obligated to see to the application of the purchase price. 2.06. Temporary Bonds. The City may elect to deliver in lieu of printed definitive Bonds one or more typewritten temporary Bonds in substantially the form set forth in Section 3 with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Upon the execution and delivery of definitive toads the temporary Bonds will be exchanged therefor and cancelled. section 3. Form of toad. 3.01. The Bonds will be printed in substantially the following fore: [Face of the Bond] UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN CITY OF PLYMOUTH GENERAL OBLIGATION IMPROVEMENT BOND OF 1989 Rate maturity No. Date of Original Issue CUSIP November 1, 1989 The City of Plymouth, Minnesota, a duly organized and existing municipal corporation in Hennepin County, Minnesota (City), acknowledges itself to be Indebted and for value received hereby promises to pay to or registered assigns. the F.incipal sun of $ - on the maturity date specified above, with interest Thereon from the data hereof at the annual rate specified shoes, payable February 1 and August 1 in each year, commencing August 1, 1990, to the parson in whose name this Bond is registered at the close of business on the fifteenth day (whether or not a business day) of the lemadi- ately preceding month. The interest hereon and, upon presentation and surrender hereof, the principal hereof are payable in lawful money of the United States of America by check or draft by the Finance Director of the City as Bond Registrar, Paying Agent, Transfer Agent and Authenticating Agent, or the designated suc- cessor under the Resolution described heroin. For the prompt and full payment of such principal and interest as the ease respectively become due, the full faith and credit and taxing powers of the City have been and are hereby Irrevo- cably pledged. The City may elect on February 1, 1994, and on any interest payment date t6ereaftar, to prepay Bonds of this issue maturing on or after February 1. 1995. Redemption say be in whole or in part of the Bonds subject to prepayment. If redemption is in part, those Bonds remaining unpaid which have the latest maturity date will be prepaid first. If only part of the Bonds having a common maturity date are called for prepayment the specific Bonds to be prepaid will be chosen by lot by the Registrar. All prepayments shall be at a price of par plus accrued interest. The City Council has designated the Bonds as "qualified tax exempt obliga- tions" within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as ascended (the Code) relating to disallowance of interest expense for financial institutions and within the $10 million limit allowed by the Code for the calendar year of issue. Additional provisions of this Bond are contained on the reverse hereof and such provisions for all purposes have the same effect as though fully set forth in this place. This Bond is not be valid or obligatory for any purpose or entitled to any security or benefit under the Resolution until the Certificate of Authentication hereon has been executed by the Bond Registrar by manual signature of one of its authorized representatives. IN WITNESS WHEREOF. the City of Plymouth, Hennepin County, Minnesota, by Its City Council. has caused this Bond to be executed on its behalf by the facsimile signatures of the Mayor and City Manager and has caused this Bond to be dated as of the data set forth below. Dated: CITY OF PLYMOUTH, MINNESOTA (facsimile) (facsimile) City Manager Mayor CERTIFICATE OF AUTHENTICATION This is one of the Bonds delivered pursuant to the Resolution mentioned within. By Authorised Representative [Reverse of the Bond] This Bond is one of an issue in the aggregate principal amount of $715,000 all of like original issue date and tenor, except as to number, maturity date, redemption privilege, and interest rate, all issued pursuant to a resolution adopted by the City Council on November 6, 1989 (the Resolution), for the purpose of providing money to defray the expenses incurred and to be incurred in making local improvements. pursuant to and in full conformity with the Consti- tution and lava of the State of Minnesota, including Minnesota Statutes, Chapter 429, and the principal hereof and interest hereon are payable primarily from special assessments against property specially benefited by local improvements, as set forth in the Resolution to which reference is made for a full statement of rights and powers thereby conferred. The full faith and credit of the City are irrevocably pledged for payment of this Bond and the City Council has obligated itself to levy ad valorem taxes on all taxable property in the City in the event of any deficiency in special assessments pledged. which taxes may be levied without limitation as to rate or amount. The Bonds of this series are issued only as fully registered Bonds in denominations of $5,000 or any integral multiple thereof of single maturities. As provided in the Resolution and subject to certain limitations set forth therein, this Bond is transferable upon the books of the City at the principal office of the Bond Registrar, by the registered owner hereof in person or by the owner's attorney duly authorized in writing upon surrender hereof together with a written instrument of transfer satisfactory to the Bond Registrar, duly executed by the registered owner or the owner's attorney; and may also be surrendered in exchange for Bonds of other authorized denominations. Upon such transfer or exchange the City will cause a new Bond or Bonds to be issued in the name of the transferee or registered owner, of the some aggregate principal amount, bearing interest at the some rate and maturing on the same date, subject to reimbursement for any tax, fee or governmental charge required to be paid with respect to such transfer or exchange. The City and the Bond Registrar may de® and treat the person in whose name this Bond is registered as the absolute owner hereof, whether this Bond is overdue or not. for the purpose of receiving payment and for all other purposes, and neither the City nor the Bond Registrar will be affected by any notice to the contrary. IT IS HEREBY CERTIFIED. RECITED, COVENANTED AND AGREED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota, to be done, to exist, to happen and to be performed preliminary to and in the issuance of this Bond in order to make it a valid and binding general obligation of the City in accordance with its terms, have been dons, do exist, have happened and have been performed as so required, and that the issuance of this Bond does not cause the indebtedness of the City to exceed any constitu- tional or statutory limitation of indebtedness. (Form of certificate to be printed on the reverse side of each Bond, following a full copy of the legal opinion.) I certify that the above is a full, true and correct copy of the legal opinion rendered by bond counsel an' the issue of Bonds of the City of Plymouth. Minnesota, which includes the within Bond, dated as of the date of delivery of and payment for the Bonds. (Facsimile Signature) City Clerk CERTIFICATE OF REGISTRATION (For use if Finance Director is Registrar) This bond has been registered as to principal and interest in the name of the Registered Amer specified above on the registration books of the City of Plymouth, Minnesota. The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN CONI -- as tenants UNIF GIFT MIN ACT_ Custodian In common (Cost) (Minor TEN ENT -- as tanante by entireties under Uniform Gifts or Transfers to Minors JT TEN -- as joint tenants with right of survivorship and Act . . . . . ... . . . . . . not as tenants in common (State) iAdditional abbreviations may also be used though not in the above list. ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and all rights thereunder, and does hereby irrevocably constitute and appoint attorney to transfer the said Bond on the books kept or registration of within Bond, with full parer of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signatures) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock ezchanges. r The Bond Registrar will not effect transfer of this Bond unless the infor- mation concerning the assignee requested below is provided. Name and Address: Include information for all joint owners if this Bond is held by joint account.) Please insert social security or other identifying number of assignee 3.02. The City Clerk is directed to obtain a copy of the proposed approv- ing legal opinion of Holmes 6 Graven, Chartered, Minneapolis, Minnesota, which Is to be complete except as to dating thereof and to cause the opinion to be printed on each Bond, together with a certificate to be signed by the facsimile signature of the Clerk in substantially the fore set forth in the form of Bond. The Clerk is authorized and directed to execute such certificate in the name of the City upon receipt of such opinion and to file the opinion in the City offices. 3.03. Book -Entry System; Limited Obligation of Citr. The Bonds shall be 10 Initially issued in the form of a separate single typewritten or printed fully registered Bond for each of the maturities sat forth in Section 1.03 hereof. Upon initial issuance, the ownership of each such Bond shall be registered in the registration books kept by the Bond Registrar in the name of Cede i Co., as nominee for The Depository Trust Company, New York, New York, and its successors and assigns (DTC). Except as provided in this section, all of the outstanding Bonds shall be registered in the registration books kept by the Bond Registrar In the name of Cede & Co., as nominee of DTC. 3.04. With respect to Bonds registered in the registration books kept by the Bond Registrar in the name of Code 3 Co. , as nominee of DTC, the City, the Bond Registrar and the Paying Agent shall have no responsibility or obligation to any broker dealers. banks and other financial institutions from time to time for Which DTC holds Bonds as securities depository (the Participants) or to any other person on behalf of which a Participant holds an interest in the Bonds, including but not limited to any responsibility or obligation with respect to (1) the accuracy of the records of DTC, Cede b Co. or any Participant with respect to any ownership interest in the Bonds. (ii) the delivery to any Par- ticipant or any other person other than a registered owner of Bonds, as shown by the registration books kept by the Bond Registrar, of any notice with respect to the Bonds, including any notice of redemption, or (iii) the payment to any Participant or any other person, other than a registered owner of Bonds, or any amount with respect to principal of, premium, if any, or interest on the Bonds. The City. the Bond Registrar and the Paying Agent may treat and consider the person in whose name each Bond is registered in the registration books kept by the Bond Registrar as the holder and absolute owner of such Bond for the purpose of payment of principal, premium and interest with respect to such bond, for the purpose of registering transfers with respect to such Bond, and for all other purposes. The Paying Agent shall pay all principal of, premium, if any, and Interest on the Bonds only to or on the order of the respective registered owners, as shown in the registration books kept by the Bond Registrar, and all such payments shall be valid and effectual to fully satisfy and discharge the City's obligatl me with respect to payment of principal of, premium, if any, or Interest on the Bonds to the extent of the sum or sums so paid. No person other than a registered owner of Bonds, as shown in the registration books kept by the Bond Registrar, shall receive a certificated Bond evidencing the obligation of the City to make payments of principal, premium, if any, or interest pursuant to this Bond Resolution. Upon delivery by DTC to the Finance Officer of a written notice to the effect that DTC has determined to substitute a new nominee in place of Cede 6 Co., and the words "Cede 6 Co.," shall refer to such new nominee of DTC; and upon receipt of such a notice, the Finance Director shall promptly deliver a copy of the same to the Bond Registrar and Paying Agent, if the Bond Registrar or Paying Agent is other than the Finance Director. 3.05. Representation Latter. The form of Representation Letter proposed to be submitted to DTC, which is on file with the Finance Director and presented to this meeting, is hereby approved, and the Finance Director is authorised to execute and deliver the Representation Letter in substantially the form on file, with such changes therein not inconsistent with lav as the Finance Director and the City Attorney my approve, which approval shall be conclusively evidenced by the execution thereof. Any Paying Agent or Bond Registrar subsequently ap- pointed by the City with respect to the Bonds shall agree to take all action necessary for all representations of the City in the Representation Letter with respect to the Bond Registrar and Paying Agent, respectively, to at all time be complied with. 3.06. Transfers Outside Book -Entry 8 stem. In the event the City, by resolution of Me City aounell, determines that it is in the best interests of the persons having beneficial interest in the Bonds that they be able to obtain Bond certificates, the City shall notify DTC, whereupon DTC shall notify the Participants, of the availability through DTC of Bond certificates. In such event the City shall issue, transfer and exchange Bond certificates as requested by DTC and any other registered owners in accordance with the provisions of this resolution. DTC may determine to discontinue providing its servicss with respect to the Bonds at any time by giving notice to the City and discharging Its responsibilities with respect thereto under applicable law. In such event, If no successor securities depository is appointed. the City shall issue and the Bond Registrar shall authenticate Bond certificates in accordance with this Bond Resolution and the provisions hereof shall apply to the transfer, exchange and mstbgd of payment thereof. 3.07. Payments to Cede b Co. Notwithstanding any other provision of this Bond Resolution to the contrary, so long as any Bond is registered in the name of Cede i Co., ar, nominee of DTC, all payments with respect to principal of, premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, in the manner provided in the Representation Letter. Section 4. Payment: Security: Pledges and Covenants. 4.01. The Bonds are payable from the Improvement Bonds of 1989 Debt Service Fund (Debt Service Fund) hereby created, and the proceeds of special aasessments (Assessments) levied or to be levied for the improvements (Improve - •ants) financed by the Bonds are hereby pledged to the Debt Service Fund. If any payment of principal or interest on the Bonds shall become due when there is not sufficient money in the Debt Service Find to pay the same, the Finance Director is directed to pay such principal or interest from the general fund of the City, and the general fund will be reimbursed for such advances out of the proceeds of Assessments when collected. There is appropriated to the Debt Service Fund all capitalized interest financed from Bond proceeds, if any, any amount aver the minimum purchase price paid by the Purchaser and the accrued Interest paid by the. Purchaser upon closing and delivery of the Bonds. 4.02. It is hereby determined that the Improvements to be fiaanaad by the Bonds will directly and indirectly benefit and abutting property, and the City hereby covenants with the holders from time to time of the Bonds as follows: (a) The City has caused or will cause the Assessments for the Im- provements to be promptly levied so that the first installment will be collectible not later than 1991 and will take all steps necessary to assure prompt collection, and the levy of the Assessments is hereby authorized. The City Council will cause all further actions and proceedings relative to the making and financing of the Improvements financed hereby to be taken with due diligence that are required for the construction of each Improve- ment financed wholly or partly from the proceeds of the Bonds, and for the final and valid levy of the Assessments and the appropriation of any other funds needed to pay the Bonds and interest thereon when due. (b) In the event of any current or anticipated deficiency in Assess- ments the City Council will levy ad valorem taxes in the amount of the current or anticipated deficiency. (c) The City will keep complete and accurate books and records showing: receipts and disbursements in connection with the Improvements, Assessments levied therefor and other funds appropriated for their payment, collections thereof and disbursements therefrom, moneys on hand and, the balance of unpaid Assessments. (d) The City will cause its books and records to be audited at least annually and will furnish copies of such audit reports to any interested person upon request. 4.03. It is hereby determined that the estimated collections of Assess- ments and interest thereon for payment of principal and interest on the Bonds will produce at least five percent in excess of the amount needed to most when due, the principal and interest payments on the Bonds and that no tax levy is needed at this time. 4.04. The City Clerk is authorized and directed to file a certified copy of this resolution with the Director of Property Taxation of Hennepin County and to obtain the certificate require by Minnesota Statutes, Section 475.63. Section 5. Authentication of Transcript. 5.01. The officers of the City are authorised and directed to prepare and furnish to the Purchaser and to the attorneys approving the Bonds, certified copies of proceedings and records of the City relating to the Bonds and to the flaancial condition and affairs of the City, and such other certificates, affidavits and transcripts as nay be required to show the facts within their knowledge or as shown by the books and records in their custody and under their control, relating to the validity and marketability of the Bonds and such Instruments, including any heretofore furnished, may be deemed representations of the City as to she facts stated therein. 5.02. The Mayor and City Manager are authorized and directed to certify that they have examined the Official Statement prepared and circulated in connection with the issuance and sale of the Bonds and that to the best of their knowledge and belief the Official Statement is a complete and accurate repre- sentation of the facts and representations made therein as of the data of the Official Statement. Section 6. Tax Covenant. 6.01. The City covenants and agrees with the holders from time to time of the Bonds that it will not take or permit to be taken by any of its officers, employees or agents any action which would cause the interest on the Bonds to become subject to taxation under the Internal Revenue Code of 1986, as amended . (the Code), and the Treasury Regulations promulgated thereunder, in effect at the tine of such actions, and that it will take or cause its officers, employees or agents to take, all affirmative action within its power that may be necessary to ensure that such interest will not become subject to taxation under the Code and applicable Treasury Regulations, as presently existing or as hereafter amended and made applicable to the Bonds. 6.02. (a) The City will comply with requirements necessary under the Code to establish and maintain the exclusion from gross income of the interest on the Bonds under Section 103 of the Code, including without limitation requirements relating to temporary periods for investments, limitations on amounts invested at a yield greater than the yield on the Bonds, and the rebate of excess in- vestment earnings to the United States if the Bonds (together with other obli- gations reasonably expected to be issued in calendar year 1989) exceed the small -issuer exception amount of $5,000,000. (b) For purposes of qualifying for the small issuer exception to the federal arbitrage rebate requirements, the City finds, determines and declares that the aggregate face amount of all tax-exempt bonds (other than private activity bonds) issued by the City (and all subordinate entities of the City) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed $5,000,W00, within the meaning of Section 148(f)(4)(C) of the Code. 6.03. The City further covenants not to use the proceeds of the Bonds or to cause or permit them or any of them to be used, in such a manner as to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. 6.04. in order to qualify the Bonds as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City sakes the follow- ing factual statements and representations: (a) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; (b) the City hereby designates the Bonds as "qualified tax-azempt Obligations" for purposes of Section 265(b)(3) of the Code; (c) the reasonably anticipated amount of taz-azempt obligations (other than private activity bonds. treating qualified 501(c)(3) bonds to not being private activity bonds) which will be issued by the City (and all subordinate entities of the City) during calendar year 1989 will not exceed $10,000.000; and (d) not more than $10.000,000 of obligations issued by the City during calendar year 1989 have been designated for purposes of Section 265(b)(3) of the Code. 6.05. The City will use its best efforts to comply with any federal procedural requiremants which any apply in order to effectuate the designations made by this section. The motion for the adoption of the foregoing resolution was duly seconded by Member Zitur , and upon vote being taken thereon, the following voted in favor thereof: Mayor Schneider and Council Members Ricker, Vasiliou, Zitur and Sisk and the following voted against the same: None. whereupon said resolution was declared duly passed and adopted. STATE OF MINNESOTA ) ) COUNTY OF HENNEPIN ) SS. CITY OF PLYMOUTH ) I, the undersigned, being the duly qualified and acting Clerk of the City of Plysrmelft, Hennepin County. Minnesota, do hereby certify that I have carefully compared the attached and foregoing extract of minutes of a regular meeting of the City Council of the City held on November 6, 1989 with the original minutes on file in my office and the extract is a full, true and correct copy of the minutes insofar as they relate to the issuance and sale o $715.000 General Obligation Improvement Bonds of 1989 of the City. WITN.ESSS My hand officially as such Clerk and the corporate seal of the City this is _ day of vGh't/avt 1989. City Clerk Plymouth, Minnesota (SEAL) P:00662D89.RAW