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HomeMy WebLinkAbout9.c. Accept Bids and Award Sale - G.O. State Aid Street Bonds, Series 1994C CITY OF ROSEMOUNT EXECUTIVE SUMMARY FOR ACTION CITY COUNCIL MEETING DATE: July 5, 1994 AGENDA ITEM: Accept Bids and Award Sale - G.O. State AGENDA SECTION: Aid Street Bonds, Series 1994C Old Business PREPARED BY: Jeff May, Finance Director AGEND � '� p�������'�� �� 4 �, � � ATTACHMENTS: Draft Resolution and Official APPROVED BY: StatementfSee Agenda Item # ) �� / At 11 :00 A.M. Tuesday, July 5, 1994, sealed bids for G.O. State Aid Street Bonds, Series 1994C, will be opened and the results tabulated at the offices of Springsted Inc. A representative frorn Springsted will be present at the July 5th Council meeting to give Springsted's recommendation for the issuance of these bonds and to answer any questions that you may have. Because the bid opening is not until Tuesday morning, you will receive information regarding the bids at the meeting that evening. RECOMMENDfD ACTION: Motion to adopt a RESOLUTION ACCEPTING PROPOSAL ON SALE OF 5700,000 GENERAL OBLIGATION STATE AID STREET BONDS, SERIES 1994C, AND PROVIDING FOR THEIR ISSUANCE. COUNCIL ACTION: ,\ y. ..� .. � � .. � ♦ { CITY OF ROSEMOUNT DAKOTA COUNTY, MINNESOTA RESOLUTION 1994 - RESOLUTION ACCEPTING PROPOSAL ON 'i SALE OF � $700, 000 GENERAL OBLIGATION STATE AID STREET �, BONDS, SERIES 1994C, AND PROVIDING FOR THEIR ISSUANCE il A. WHEREAS, the City Council of the City of Rosemount, !� Minnesota (the "City") , has heretofore determined and declared j that it is necessary and expedient to issue $7u0, 000 General �I Obligation State Aid Street Bonds, Series 1994C of the City, ' pursuant to Minnesota Statutes, Chapters 162 and 475, to provide , funds for improvements to a state aid street project in the City ' (the "Project") ; and B. WHEREAS, the following offers were received, opened and recorded at the offices of Springsted Incorporated at 11:00 o'clock A.M. , this same day: Bidder Interest Rate Net Interest Cost � '1 of the NOW, THEREFORE, BE IT RESOLVED by the Counci City of Rosemount, Minnesota, as follows: 1. Acceptance of Proposal. The proposal of (the "Purchaser") , to purchase $700, 000 General Obligation State Aid Street Bonds, Series 1994C of the City (the "Bonds", or individually a "Bond") , in accordance with the Terms of Proposal established for the Bonds, at the rates of interest hereinafter set forth, and to pay therefor the sum of $ , plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable proposal received and is hereby accepted, and the 266023.1 y Bonds are hereby awarded to said proposal maker. The Finance Director is directed to retain the deposit of said proposal maker and to forthwith return to the unsuccessful proposal makers their ' good faith checks or drafts. j 2. Title; Original Issue Date: Denominations; ', Maturities. The Bonds shall be titled "General Obligation State ' Aid Street Bonds, Series 1994C", sha11 be dated August 1, 1994, ', as the date of original issue and shall be issued forthwith on or '�, after such date as fully registered bonds. The Bonds shall be ', numbered from R-1 upward in the denomination of $5,000 each or in I any integral multiple thereof of a single maturity (the ', "Authorized Denomination") . The Bonds shall mature on April 1 in ' the years and amounts as follows: ' Year ount Year Amount I 1995 $65, 000 2000 $70, 000 �' 1996 60, 000 2001 75, 000 1997 60, 000 2002 75, 000 1998 65, 000 2003 80, 000 1999 65, 000 2004 85, 000 � 3 . Purpose. The Bonds shall provide funds to finance I improvements to a state aid street project in the Gity (the � "Project") . The total cost of the Project, which shall include � all costs enumerated in Minnesota Statutes, Section 475. 65, is I � estimated to be at least equal to the amount of the Bonds. Work on the Project shall proceed with due diligence to completion. The average annual amount of principal and interest due in all subsequent calendar years on the Bonds, including any other state aid street obligations issued by the City pursuant to Minnesota Statutes, Section 162 . 18, daes not exceed fifty percent (50$) of the amount of the last annual allotment preceding the issuance of ', the Bonds received by the City from the Construction Account in ', the City's State-Aid Street Fund. ' 4. Interest. The Bonds shall bear interest payable ' semiannually on April 1 and October l of each year (each, an ! "Interest Payment Date") , commencing April 1, 1995, calculated on ' the basis of a 360-day year of twelve 30-day months, at the i� respective rates per annum set forth opposite the maturity years I as follows: ' 266023.1 2 Maturity Interest Maturity Interest Year Rate Year Rate 1995 $ 2000 � 1996 2001 1997 2002 ' 1998 2003 ' 1999 2004 ' 5. Redemption. Al1 Bonds maturing in the year 2004 shall be subject to redemption and prepayment at the option of ' the City on April 1, 2003, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If only part of the Bonds are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions ' thereof called for redemption shall be due and payable on the � redemption date, and interest thereon shall cease to accrue from �, and after the redemption date. Mailed notice of redemption shall ', be given to the paying agent and to each affected registered i holder of the Bonds. � To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of ; redemption shall assign to each Bond having a common maturity ', date a distinctive number for each $5, 000 of the principal amount ', of such Bond. The Bond Registrar shall then select by lot, using ' such method of selection as it shall deem proper in its ', discretion, from the numbers so assigned to such Bonds, as many ', numbers as, at $5, 000 for each number, shall equal the principal li amount of such Bonds to be redeemed. The Bonds to be redeemed � shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of , each such Bond of a denomination of more than $5, 000 shall be ''� redeemed as shall equal $5,000 for each number assigned to it and ', so selected. If a Bond is to be redeemed only in part, it shall '� be surrendered to the Bond Registrar (with, if the City or Bond �! Registrar so requires, a written instrument of transfer in form � satisfactory to the City and Bond Registrar duly executed by the ', holder thereof or his, her or its attorney duly authorized in ', �� writing) and the City shall execute (if necessary) and the Bond � Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same I series having the same stated maturity and interest rate and of ' any Authorized Denomination or Denominations, as requested by ', such Holder in a re ate rinci al amount e ual to and in . gg g P P q exchange for the unredeemed portion of the principal of the Bond - so surrendered. 266023.1 3 6. Bond Reqistrar. , in , Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar") , and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paraqraph 12 of this resolution. 7. Form of Bond. The Bonds, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: z�o23.� 4 UNITED STATES OF AMERICA STATE OF MINNESOTA DAKOTA COUNTY CITY OF RQSEMOUNT R- S GENERAL OBLIGATION STATE AID STREET BOND, SERIES 1994C INTEREST MATURITY DATE OF RATE DATE ORIGINAL ISSUE CUSIP August 1, 1994 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS KNOW ALL PERSONS BY THESE PRESENTS that the City of Rosemount, IIakota County, Minnesota (the "Issuer") , certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, unless called for earlier redemption, and to pay interest thereon semiannually on April 1 and October 1 of each year (each, an "Interest Payment Date") , commencing April 1, 1995, at the rate per annum specified above (calculated on the basis of a 360-day year of twelve 30-day li months) until the principal sum is paid or has been provided for. i This Bond will bear interest from the most recent Interest ', Payment Date to which interest has been paid or, if no interest ' has been paid, from the date of original issue hereof. The ' principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of , in , Minnesota (the "Bond Registrar") , acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date") . Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the 2c56oz3.� 5 "Special Record Date") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. REFERENCE IS HEREBY MADE TO THE FURTAER PROVISTONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happ�n and to be per€ormed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of �, original issue hereof and the date of its issuance and delivery ' to the original purchaser, does not exceed any constitutional or li statutory limitation of indebtedness. �� IN WITNESS WHEREOF, the City of Rosemount, Dakota County, Minnesota, by its City Council has caused this Bond to be �� executed on its behalf by the facsimile signatures of its Mayor ' and its City Clerk, the corporate seal of the Issuer having been ' intentionally omitted as permitted by law. 266o23.t 6 Date of Registration: Registrable by: Payable at: BOND REGISTRAR'S CITY OF ROSEMOUNT, CERTIFICATE OF DAKOTA COUNTY, MINNESOTA AUTHENTICATION This Bond is one of the Bonds described in the Js! Facsimile Resolution mentioned Mayor within. js/ Facsimile Clerk , Minnesota Bond Registrar By Authorized Signature . I 266023.1 7 , ON REVERSE OF BOND Redem�tion. All Bonds of this issue (the "Bonds") maturing in the year 2004, are subject to redemption and prepayment at the option of the Issuer on April i, 2003, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If only part of the Bonds are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds. Selection of Bonds for Redemgtion: Partial Redem�tion. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5, 000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assiqned numbers so selected; provided, however, that only so much of the principal amount of such Bond of a denomination of more than $5, 000 shall be redeemed as shall equal $5,000 for each number assiqned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney duly authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggreqate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. �ssuance: Purtiose: General Oblicration. This Bond is one of an issue in the total principal amount of $700,000, a11 of like date of original issue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, which Bond has been issued pursuant to and in full conformity z�ot3.t 8 with the Constitution and laws of the State of Minnesota and II pursuant to a resolution adopted by the City Council of the I Issuer on July 5, 1994 (the "Resolution") , to provide funds for '� improvements to a state aid street project within the jurisdiction of the Issuer. This Bond is payable out of the li General Obligation State Aid Street Bonds, Series 1994C Fund of the Issuer. This Bond constitutes a general obligation of the I, Issuer, and to provide moneys for the prompt and full payment of I its principal, premium, if any, and interest when the same become I due, the full faith and credit and taxing powers of the Issuer ', have been and are hereby irrevocably pledged. '� Denominations. Exchanqe: Resolution. The Bonds are ' issuable solely as fully registered bonds in the Authorized Denominations (as defined in the Resolution) and are exchangeable ' for fully registered Bonds of other Authorized Denominations in ' equal aggregate principal amounts at the principal office of the ' Bond Registrar, but only in the manner and subject to the ', limitations provided in the Resolution. Reference is hereby made , to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by his, her or its attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject. to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation) , of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may . require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as otherwise provided on the reverse side hereof with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and 266023.1 9 I' __ __ neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Qualified Tax-Exempt Obliqation. This Bond has been designated by the Issuer as a "qualified tax-exempt obligation" for purposes of Section 265 (b) (3) of the Internal Revenue Code of 1986, as amended. ABBREVIATIONS 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 COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Cust) � (Minor) under the Uniform (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list. 266023.1 1 0 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assiqnment 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: I Si nature s must be uaranteed by a national bank or trust III�I g � ) g company or by a brokerage firm having a membership in one of the I major stock exchanges or any other "Eligible Guarantor i Institution" as defined in 17 CFR 240. 17 Ad-15 (a) (2) . !, The Bond Registrar will not effect transfer of this Bond I unless the information concerning the transferee requested below , is provided. ' Name and Address: I (Include information for all joint owners , if the Bond is held by joint account. } 266023.1 l i 8. Execution; Temporary Bonds. The Bonds sha11 be printed (or, at the request of the Purchasers, typewritten) and shall be executed on behalf of the City by the signatures of its Mayor and City Clerk and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed � (or, at the request of the Purchaser, photocopied) facsimile; and provided further that both of such signatures may be printed (or, at the request of the Purchaser, photocopied) facsimiles and the corporate seal may be omitted on the Bonds as permitted by law. In the event of disability or resignation or other absence of either such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. The City may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds may be executed with photocopied facsimile signatures of the Mayor and City Clerk. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and canceled. 9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authori2ed representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate `of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue, which date is August l, 1994. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Reqistration; Transfer; Exchanae.: The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of 266023.1 1 2 ___ transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary) , and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary) , and the Bond Registrar �i shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is � entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly canceled by the Bond Registrar and thereafter disposed of as directed by the . City. All Bonds delivered in exchange for or upon transfer of ' Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. . 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 Bond Registrar, duly executed by the Holder thereof or his, her or its attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. The Administrator is hereby authorized to negotiate and execute the terms of said agreement. 266023.1 1 3 11. Rights Upon Transfer or ExchanQe. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to, accrue, which were carried by such other Bond. 12 . Interest Payment: Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder") an the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth (15th) day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date") . Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is ' the Holder thereof at the close of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money �I becomes available for payment of the defaulted interest. Notice � of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten (10) days prior to the Special Record Date. 13 . Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12 above) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. I' 14. Delivery; Application of Proceeds. The Bonds when so prepared and executed shall be delivered by the Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 15. Fund and Accounts. There is hereby created a . , �� special fund to be designated the General Obligation State Aid Street Bonds, Series 1994C Fund" (the "Fund") to be administered and maintained by the Finance Director as a bookkeeping account separate and apart from all other funds maintained in the official inancial records of the Cit . The Fund shall be f Y maintained in the manner herein specified until all of the Bonds and the interest thereon have been fully paid. There shall be maintained in the Fund two (2) separate accounts, to be designated the "Construction Account" and "Debt Service Account" , respectively. 266023.1 1 4 __ _- - (i) Construction Account. To the Construction Account there shall be credited the proceeds of the sale of the Bonds, less accrued interest received thereon, and less any amount paid for the Bonds in excess of $690,200. From the Construction Account there shall be paid all costs and expenses of the Project, including the cost of any construction contracts heretofore let and all other costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Section 475.65; and the moneys in said account shall be used only in accordance with the rules and regulations of the Com�nissioner of Transportation and as otherwise provided by law; provided that the proceeds of the Bonds may also be used to the extent necessary to pay interest on the Bonds due prior to the anticipated date of commencement of the collection of taxes or moneys allotted or to be allotted to the City from its account in the City's State-Aid Street Fund. (ii) Debt Service Account. There are hereby irrevocably a ro riated and led ed to and there shall be credited to the PP P P 5 , , Debt Service Account: (a) all money allotted or to be allotted to the City from its account in the City's State-Aid Street Fund for payment of the Bonds; (b) all accrued interest received upon ' delivery of the Bonds; (c) all funds paid for the Bo�ds in excess of $690, 200; (d) any collections of all taxes which may hereafter be levied in the event that the money allotted or to be allotted to the City from its account in the City's State-Aid Street Fund herein pledged. to the payment of the principal and interest on the Bonds are insufficient therefor; (e) all funds remaining in the Construction Account after completion of the Project and payment of the costs thereof; (f) all investment earnings on funds held in the Debt Service Account; and (g) any and- all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account. The Debt Service Account shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the City hereafter issued by the City and made payable from said account as provided by law. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued and (2) in addition to the above in an amaunt not greater than the lesser of five percent (5�) of the proceeds of the Bonds or $100, 000. To this effect, any proceeds of the Bonds and any sums from time to time held in the Construction Account or Debt Service Account (or any other City account which will be used to pay principal or interest to become due on the bonds payable therefrom) in excess of amounts which 266023.1 1 5 under then-applicable federal arbitrage regulations may be invested without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitraqe regulations. Money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Internal Revenue Code of 1986, as amended (the "Code") . , 16. Restoration of Moneys. If any moneys of the City �, other than moneys received from the City State-Aid Street Fund I are used for the payment of the Bonds, the moneys so used shall be restored to the appropriate fund from the moneys next received by the City from the Construction or Maintenance Account in the City's State-Aid Street Fund which are not required to be paid into a debt service account for other obligations. 17. Pledqe of Allotted Monevs. There is hereby irrevocably pledged and appropriated to the Debt Service Account established herein moneys allotted or to be allotted to the City from its account in the City's State-Aid Street Fund in an amount sufficient to pay the principal of and interest on the Bonds issued hereunder as they respectively become due. 18. Resolution Certifyinq. The City Council hereby certifies to the State Commissioner of Transportation that the amount of money required annually for the payment of principal and interest on the Bonds is set forth on Exhibit A, and requests the Finance Director to transmit this resolution� and Exhibit A to the Commissioner of Transportation, all in accordance with Minnesota Statutes, Section 162. 18, Subdivision 4 . Upon receipt from the Commissioner of Finance of the annual amount of money needed for payment of principal and interest due each year, the same shall be deposited in the Debt Service Account established herein. 19. Coverage Test. The City declares and determines that the state-aid allotments, together with other funds herein pledged for the payment of the Bonds (other than cash on hand) , w' ected when due soduce at least five ercent (5�) ill if coll P , , P in excess of the amount needed to meet when due the principal and interest payments on the Bonds, except for interest payable hereunder from cash on hand on the date of the Bond closing and pledged for such purpose. z�o23.� 16 ,I 20. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other ' rights granted by this resolution to the registered holders of the Bonds shall, to the extent perntitted by law, cease. The City ' may discharge its obligations with respect to any Bonds which are ' due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bonds called for ' redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475. 67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, subject to sale and/or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for, to such earlier redemption date. 21. Compliance with Reimbursement Bond Reaulations. The provisions of this paragraph are intended to establish and provide for the City's compliance with United States Treasury Regulations Section 1. 150-2 (the "Reimbursement Regulations") applicable to the "reimbursement proceeds" of the Bonds, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have paid prior to the Closing Date (a "Reimbursement Expenditure") . The City hereby certifies and/or covenants as follows: (a) Not later than 60 days after the date of payment of a Reimbursement Expenditure, the City (or person designated to do so on behalf of the City) has made or will have made a written declaration of the City's official intent (a "Declaration") which effectively (i) states the City's reasonable expectation to reimburse itself for the payment of the Reimbursement Expenditure out of the proceeds of a subsequent borrowing; (ii) gives a general and functional description of the 266023.1 1 7 property, project or program to which the Declaration relates and for which the Reimbursement Expenditure is paid, or identifies a specific fund or account of the City and the general functional purpose thereof from which the Reimbursement Expenditure was to be paid (collectively the "Project") ; and (iii) states the maximum rinci al amount of de bt ex ected to be issued P P P by the City for the purpose of financing the Project; provided, however, that no such Declaration shall necessarily have been made with respect to: (i) "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural, surveying and soil testing expenses and similar prefatory costs, which in the aggregate do not n � o of the Bonds and ii � ceed 0 of the issue rice ex 2 � p , ( ) a de minimis amount of Reimbursement E�cpenditures not in excess of the lesser of $100, 000 or 5� of the proceeds of the Bonds. Notwithstanding the foregoing, es ect to an Declaration made b the Cit with r p y Y Y between January 27, 1992 and June 30, 1993, with enditure made rior to respect to a Reimbursement Exp p March 2, 1992 , the City hereby represents that there exists objective evidence, that at the time the Expenditure was paid the City expected to reimburse the cost thereof with the proceeds of a borrowing (taxable or tax-exempt) and that expectation was reasonable. (b) Each Reimbursement Expenditure is a capital expenditure or a cost of issuance of the Bonds or any of the other t es of ex enditures described in S ection 1.150- YP P 2 (d) (3) of the Reimbursement Regulations. (c) The "reimbursement allocation° described in the Reimbursement Regulations for each Reimbursement E�enditure shall and will be made forthwith following but not rior to the issuance of the Bonds and in al1 ( P ) events within the period ending on the date which is the later of 18 months after payment of the Reimbursement Expenditure or three years after the date on which the Project to which the Reimbursement Expenditure relates is first placed in service. (d) Each such reimbursement allocation will be made in a � e of Bond roceeds writin that evidences the Cit s us p g Y to reimburse the Reimbursement Expenditure and, if made within 30 days after the Bonds are issued, shall be treated as made on the day the Bonds are issued. Provided, however, that the City may take action contrary to any of the foregoing covenants in this paragraph 21 upon receipt of 266023.t 1 8 an opinion of its Bond Counsel for the Bonds stating in effect that such action will not impair the tax-exempt status of the Bonds. 22 . General Obliqation Pledge. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 23 . Certificate of Reqistration. The City Clerk is hereby directed to f ile a certified copy of this resolution with the County Auditor of Dakota County, Minnesota, together with such other information as he or she shall require, and to obtain the County Auditor's certificate that the Bonds have been entered in the County Auditor's Bond Register. 24. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 25. Neqative Covenant as to Use of Proceeds and . Project. The City hereby covenants not to use the proaeeds of the Bonds or to use the Project, or to cause or permit them to be used, or to enter into any deferred payment arrangements for the ��, cost of the Project, 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. ' �o 19 2 23.1 26. Tax-Exem�t Status of the Bonds; Rebate. The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstandinq at one time in this calendar year) exceed the small- issuer exception amount of $5,000, 000. For purposes of qualifying for the exception to the federal arbitrage rebate requirements for qovernmental units issuing $5, 000, 000 or less of bonds, the City hereby finds, determines and declares that (1) the Bonds are issued by a governmental unit with general taxing powers, (2) no Bond is a private activity bond, (3) ninety-five percent (95�) or more of governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City) , and (4) the aggregate face amount of all tax-exempt bonds (other than private activity bonds) issued by the City (and all subordinate entities thereof, and all entities treated as one issuer with the City) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected I to exceed $5,000, 000, all within the meaning of Section 148 (f) (4) (D) of the Code. 27. Designation of 4ualified Tax-Exempt Obligations. � In order to qualify the Bonds as "qualified tax-exempt obligations" within the meaning of Section 265(b) (3) of the Code, ' the City hereby makes the following factual statements and j representations: I (a) the Bonds are issued after August 7, 1986; (b) the Bonds are not "private activity bonds" as 1 defined in Section 141 of the Code; ', (c) the City hereby designates the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b) (3) of the Code; (d) the reasonably anticipated amount of tax-exempt obligations (other than private activity bonds, treating qualified 501(c) (3) bonds as not being private activity bonds) which will be issued by the City (and all entities treated as one issuer with the City, and all subordinate entities whose obligations 266023.1 2 0 are treated as issued by the City) during this calendar year 1994 will not exceed $10,000,000; and (e) not more than $10,000,000 of obligations issued by the City during this calendar year 1994 have been designated for purposes of Section 265 (b) (3) of the Code. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. 28. Severabilitv. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such sectian, paragraph or provision shall not affect any of the remaining provisions of this resolution. 29. Headinas. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. 266023.1 2 1 The motion for the adoption of the foregoing resolution was duly seconded by member and, after a full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: and the following voted against the same: Whereupon said resolution was declared duly passed and adopted. 266023.1 2 2 ADOPTED this day of July, 1994. E.B. McMenomy, Mayor ATTEST: Susan M. Walsh, City Clerk Motion by: Seconded by: Voted in favor: Voted Against: 266023.1 2 3 STATE OF MINNESOTA COUNTY OF DAKOTA CITY OF ROSEMOUNT I, the undersigned, beinq the duly qualified and acting Clerk of the City of Rosemount, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foreqoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of said City, duly called and held on the date therein indicated, insafar as such minutes relate to considering proposals for, and awarding the sale of, $700, 000 General Obligation State Aid Street Bonds, Series 1994C of said City. WITNESS my hand and the seal of said City this day of , 1994. Clerk (SEAL) 266023.1 2 4 ' EXIiIBIT A ' CERTIFICATE TO T�iE COMMISSIONER OF TRANSPORTATION OF THE AMOUNT OF MONEY REQUIRED ANNUALLY FOR PAYMENT OF PRINCIPAL AND ' INTEREST ON $700,000 GENERAL OBLIGATION ' STATE AID STREET BONDS, SERIES 1994C ', � A. WHEREAS, the City of Rosemount, Minnesota {the "City") , ', has sold its General Obligation State Aid Street Bonds, Series 1994C, dated August 1, 1994 (the "Bonds") , in the principal amount of $700,000, to provide funds for street improvements �, relating to a state aid street project in the City in accordance with law; and B. WHEREAS, said City has irrevocably pledged to the debt service account from which the Bonds are payable that amount of I their future state-aid allotments as is permissible by law and needed to pay the principal and interest thereon, which principal payments shall be made from the City's State-Aid Street Fund and the interest payments made from the City's Normal Maintenance Account in the City's State-Aid Street Fund, all as detailed in the resolution authorizing the issuance of the Bands; and C. WHEREAS, the amount of money required annually for payment of principal and interest on said obligations is as follows: Date Principal Interest Total Due 4-1-95 $65, 000 $ $ 10-1-95 4-1-96 60, 000 10-1-96 4-1-97 60,000 10-1-97 4-1-98 65, 000 10-1-98 4-1-99 65, 000 10-1-99 4-1-2000 70,000 10-1-2000 4-1-2001 75, 000 10-1-2001 4-1-2002 75, 000 10-1-2002 4-1-2003 80, 000 10-1-2003 4-1-2004 85, 000 266023.1 A-1 NOW THEREFORE, BE IT RESOLVED that the Commissioner of Transportation be and is hereby requested to keep a bond record in his or her office for the City. BE IT FURTHER RESOLVED that the Commissioner of Transportation be and is hereby requested upon receipt of this certification to annually certify to the Commissioner of Finance the sum of money .required for the payment of principal and interest on the Bonds. z�o23.t A-2 �''