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HomeMy WebLinkAbout5.c. 1989 Bond Bid Award � � l ,�' � � I'O E�l)X ,in � �..- � � ���� �) ?Sr"'; 1.1.�i�H ,T W ~ �f ` f�}, i RQSFMOI�Nt_ P.��NNf :t�i� ;`;f16f3 4_�i4S_����'�-[l Vl /J�� bt2 42;-q,11 I June 16, 1989 ITEM S. c. T0: Mayor Hoke Counci:lmembers: N�pper. �xhorou�h Walsh Wippermann 1 FROM: Stephan Jilk � �"��' S' Administrator/C1 rk RE: 1989 General Obligation $2, 575,000 Bond Sale On Tuesdap, June 20, 1989, the City wi11 open bids for the above referenced bond sale, This opening will occur, as advertised, in the officea of Springsted Inc . , our financial consultant. Following that opening staff at Springsted will compile the bids and prepare the documents for your consideration and approval to award the sale to the lowest responsible bidder. Mr. Jerry Shannon will be present, at the council, meet3.ng to present the results of sale and ask your approval for the awarding of the sale. 1� � - ! � OFFI IAL STATEMENT DATED JUNE 6, 1989 NEW ISSUE Rating: Requested from Moody's Investors Service, Inc. In the opinion of Briggs and Morgan, Professiona!Association, 8ond Counsei, based on present federal and Minnesota laws, regulations, rulings and decisions, at the time of their issuance and delivery to the vriginai purchaser, interest on the Bonds is excluded from gross income for purposes of Unifed States income tax and is excluded, to the same exfent, irr computing bvth gross and net taxable income for purposes of State of Minnesota income tax(other than Minnesota franchise taxes measured by income and imposed on corporations and financiai institutions). Interest on the Bonds is not an item of tax preference for purposes of the a/ternative minimum tax imposed on individuals and corporations;however, interest on the Bonds is taken�nto account for the purpose of determ►ning adjusted net book income(adjusted eurrenf earnings for taxable years beginning afier December 31, 1989) for purposes of comput►ng the afiernative minimum tax imposed on corporafions. No opinion will be expressed by Bond Counsel regarding other state or federal tax consequences caused by the receipf or accrual of interest on the Sonds or arising with respect to ownership of the Sonds. See "TAX EXEMPTlON"and"OTMER FEDERAL TAX CONSIDERATIONS"herein. $2,575,400 City of Rosemoun#, Minnesota General Obiigation tmprovement Boncls, Series 1989B Dated Date: July 1, 1989 tnterest Due: Each February 1 and August 1, commencing February 1, 1990 The Bonds will mature February 1 as follows: 1991 $ 85,000 1994 $250,000 1997 $255,000 2Q00 $255,000 1992 $270,000 1995 $250,000 1998 $245,000 2001 $210,000 1993 $250,000 f996 $255,000 t999 $250,000 The City may elect on February 1, 1995, and on any interest payment date thereaiter,to prepay Bonds due on or after February 1, 1996 at a price of par and accrued interest. The Bonds will be generat obligations of the City for which the City pledges its fuil faifh and credit and power to levy direct general ad valorem faxes. In addition, the City will pledge special assessments against benefited property. Bids must be for not less than $2,542,8t0 and accrued interest on the totai principal amount of the Bonds, and must be accompanied by a certified or cashier's check in the amount of $25,75Q, payable to the order of the City. Bidders shall specify rates in integral multiples of 5/100 or 1/8 of 1%. No rate for any maturity sMall be more than 1% lower than any prior rate. The Bonds wiil be bank-qualified tax-exempt obligations pursuant to 5ection 265(b)(3) of the Intemal Revenue Code of 1986, and will not be subJect to the alternative minimum tax for individuals. The Bonds wiil be issued in integral multiples of $5,000, as requested by the Purchatser, and will be I fu0y registered as to principal and interest. The Bonds will be delivered without cost to the Purchaser within 40 days following the date of their award. The City will name the Registrar and pay for registration services. BID QPENING: June 20, 1989 (Tuesday) at 12:00 Noon, Central Time AWARD: June 20, 1989 (Tuesday) at 7;30 P.M., Central Time SPRINGSTED Further information may be obtained from SPRINGSTED lncorporated,Finartcial Adviso�to the PUBUC FINANGf ADVISORS Issuer,85 East Seventh Place,Suite i0p,Saint Paul; Minnesota 55101 (612}223-3D00. � . � � • . � �"� �"�. NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Rosemount, Minnesota, as follows : 1 . Acceptance of Bid. The bid of (the "Purchaser" ) , to purchase $2 , 575, 000 General Obligation Improvement Bonds , Series 1989B of the City (the "Bonds " , or individually a "Bond" ) , in accordance with the notice of bond sale, 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 bid received and is hereby accepted, and the Bonds are hereby awarded to said bidder. The Administrator is directed to retain the deposit of said bidder and to forthwith return to the unsuccessful bidders their good faith checks or drafts . 2 . Title; Oriqinal Issue Date; Denominations; Maturities . The Bonds shall be titled "General Obliga- tion Improvement Bonds, Series 1989B" , shall be dated July 1, 1989, 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 any integral multiple thereof of a single maturity. The Bonds shall mature on February 1 in the years and amounts as follows : Year Amount Year Amount 1991 $ 85,000 1997 $255, 000 1992 270,000 1998 245,000 1993 250,000 1999 250,000 1994 250,000 2000 255,000 1995 250,000 2001 210,000 1996 255,000 3 . Purpose. The Bonds shall provide funds for the construction of the Improvements and together with other available funds of the City, provide funds to pay on August 1, 1989, the outstanding principal and interest on the Prior Bonds (the "Refunding" ) . The total cost of the Improvements and the Refunding, which shall include all costs enumerated in Minnesota Statutes, Section 475 . 65, is estimated to be at least equal to the amount of the Bonds . Work on the Improvements shall proceed with due diligence to completion. The City covenants 2 i I 7 • • 1 . that it shall do all things and perform all acts required of it to assure that work on the Improvement proceeds with due diligence to completion and that any and all permits and studies required under law for the Improvements are obtained. 4 . Interest. The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date" ) , commencing February 1, 1990, calculated on the basis of a 360-day year of twelve 30-day months , at the respective rates per : annum set forth opposite the maturity years as follows : Maturity Interest Maturity Interest Year Rate Year Rate 1991 � 1997 � $ 1992 1998 1993 i999 1994 2000 1995 2001 1996 5 . Redemption. All Bonds maturing in the year 1996 and thereafter shall be subject to redemption and prepayment at the option of the City on February 1, 1995, and on any Interest Payment 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 redemp- tion is in part, those Bonds remaining unpaid which have the latest maturity date shall be prepaid first; and if only part of the Bonds having a common maturity date 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. Published notice of redemption shall in each case be given in accordance with law, and mailed notice of redemption shall be given to the paying agent and to each affeeted registered 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 3 1 � • • 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 amount of such Bonds to be redeemed. The Bonds to be redeerned 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 series having the sarne stated maturity and interest rate and of any author-ized denomination or denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 6 . Bond Registrar. , 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 paragraph 12 of this resolution. 7 . Form of Bond. The Bonds, together with the . Bond Registrar' s Ce�tificate of Authentication, the farm of Assignment and the registration information thereon, shall be in substantially the following form: 4 ! 4 � • • UNITED STATE5 OF AMERICA STATE OF MINNESOTA DAKOTA COUNTY CITY OF ROSEMOUNT R- $ GENER.AL OBLIGATION IMPROVEMENT BOND, SERIE5 1989� INTEREST MATURITY DATE OF RATE DATE ORIGINAL I55UE CUSIP July 1, 1989 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS KNOW ALL PERSONS BY THESE PRESENTS that the City of Rosemount, Dakota County, Minriesota (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 February 1 and August 1 of each year (each, an "Interest Payment Date" ) , commencing February 1, 1990, at the rate per annum specified above (calculated on the basis of a 360-day year of twelve 30-day months ) until the principal sum is paid or has been provided for. 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 , (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 "Ho2der" 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 5 � , � • � 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 "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. 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. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND 5ET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME �FFECT 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 happen and to be performed, 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 Issixer 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 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 Administrator, the corporate seal of the Issuer having been intentionally omitted as permitted by law. 6 y � � 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 /s/ Facsimile Resolution mentioned Mayor within. is/ Facsimile , Administrator Bond Registrar By Authorized Signature 7 , c � � ON REVERSE OF BOND Redemption. All Bonds of this issue (the "Bonds " ) maturing in the year 1996 and thereafter are subject to redemption and prepayment at the option of the Issuer on February 1 , 1995, and on any Interest Payment 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 redemption is in part, those Bonds remaining unpaid which have the latest maturity date shall be prepaid first; and if only part of the Bonds having a common maturity date are called for prepayment, the specitic 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 . Published notice of redemption shall in each case be given in accordance with law, and mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds . Selection of Bonds for Redemption; Partial Redemption. 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 assigned 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 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 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 aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 8 : , � � Issuance; Purpose; General Obligation. This Bond is one of an issue in the total principal amount of $2 , 575, 000, all 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 with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council of the Issuer on June 20, 1989 (the "Resolution" ) , for the purpose of providing money to finance the construction of various improvements within the jurisdiction of the Issuer and to provide funds to refund the Issuer ' s General Obligation Temporary Improvement Bonds of 1986 . This Bond is payable out of the General Obligation Improvement Bonds, Series 1989B Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably � pledged. Denominations; Exchange; Resolution. The Bonds are issuable solely as fully registered bonds in the denominations of $5, 000 and integral multiples thereof of a single maturity 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. 9 , . ! • 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 neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Qualified Tax-Exempt Obligation. 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 P,ct Additional abbreviations may also be used though not in the above list . 10 , ' • • 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 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: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges . The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: ( Include information for all joint owners if the Bond is held by joint account. ) 11 , , s • 8 . Execution; Temporary Bonds . The Bonds shall be executed on behalf of the City by the signatures of its Mayor and Administrator and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed facsimile; and provided further that both of such signatures may be printed facsimiles and the corporate seal may be omitted on the Bonds as permitted by law. In the event of disability or resig- nation 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 tempo- rary 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 Administrator. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and cancelled. 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 authorized 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 July 1, 1989 . The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 12 , ' � • 10 . Registration; Transfer; Exchange. The City will cause to be kept at the principal office of the Bond Reg.istrar 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 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 aqgregate 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 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 cancelled 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 exehange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the 13 • Ho_l aer • au�h�ri2ed in f °r hls� Suff� The writing h�r or its attor anYable�1� to BoVe Registr�r neY du1y �r n fers and anY 1 i�n nwl h x or aothe 9uire Aa dnd l�st �O dsr u'�sual aC feo orn�nt 1 �h a Sum the gon l�ns o f St ers Shall �s t s re9arding ge o f 9 e the Bond Re9istrhe City C a1so be reCord aa Re9istrar� inc1 u�°i tained n bJect to B teS ana AaYment a e�g s gr lat aons Wre ment nwble 1 oe d o f�lver �� u i hts � o ates ans�er bO ks bPeWmit h Cn��reS� any th�Pon trans f� Trans fer een arrled by S Ch o a a n nPa al1 o rr r ln e cha an e' Ea t h e r Bo l d, and Y a l l th n 9 e fo C h by Che Bond sh rnt t nd �� aCCrue, rw9h h tor in hic Bonc� Ck or d all be eS Pa ment , were bh oks o f t 9ist�re�mailed a o n �ach R nt ra �ate. th � addr�s he City m �the ��Ho the Aers erest pa Interes � fiftee S apPear � ain�taine lder��) o �n in who�ent �at t �a eCed1n 9 s th �15t h ng ther�o b-Y the B the re g is e name t he to te„� . A uch Inte ) daY of n at the �nd Regis tratiOn o f be AayabY suCh in est pa�e he Cal�n�1ose o f �rar and Per fih� Re9u1 e tO the tereS� no nt �ate ar mOnth u Xt�Ss o t on Son who ar Reco Aerson t so ti (the �,Re ne n a date �S the ra �at� who is melY gu1ar R�9is (the �• HOlde ' and the HoPald sha R�Cord the d fa r when�v�l°eCial Re h�rep f at 11 be Pa er ther o f ease Date u2ted r mo n e Cord p the Yable aS not 1�h a 1 1 be i n tereSt. Y b�Come a te„� fl c 1ose o f t o the �a t e� Ss than �n e(1 p Y the Bo Ce o.� the a b1 e for t he Bon�ss and 13 ) days Pr or go t ra p to th R Cora t of Aurd os r�e9istrar fi'"ent ot R he SAeciai ReCo�s if an S� °f g ece red as t treat the St�r�d OW ln Aar� and int lVing Pa he °Wner operS�n ln er• The Purposes raPh �2 ab St �S b eht o f pri such Bon�whose n�me tY �V�rdu Whatso °�'e) o �eCt to nCiPal fOr t anY Sha11 be f e t th r th ther �r n BOnd nd ent Pro P emium, e d bY notic�t o nor tthe Bo B nd Shal °th�r s he ContrdryRegist are 14 _ s . , � � � � � 14 . Delivery; A lication of Proceeds . The Bonds when so prepared and executed shall be delivered by the City Treasurer 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 Improvement Bonds , Series 1989B Fund" (the "Fund" ) to be administered and maintained by the Treasurer as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Fund shall be 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. ( 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 $2 ,542 ,810, and less capitalized interest in the amount of $ , plus any special assessments levied with respect to the Improvements and collected prior to completion of the Improvements and payment of the costs thereof . From the Construction Account, in addition to the transfer referred to in paragraph 16 hereof, there shall be paid all costs and expenses of making the Improvements list�d in paragraph 16 , 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 for no other purpose except 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 special assessments herein levied or covenanted to be levied; and provided further that if upon completion of the Improvements there shall remain any unexpended balance in the Construction Account, the balance (other than any special assessments) may be transferred by the Council to 15 < < � . , the fund of any other improvement instituted pursuant to Minnesota Statutes, Chapter 429, and provided further that any special assessments credited to the Construction Account shall only be applied towards payment of the costs of the Improvements upon adoption of a resolution by the City Council determining that the application of the special assessments for such purpose will not cause the City to no longer be in compliance with Minnesota Statutes, Section 475 . 61, Subdivision 1 . ( ii) Debt Service Account. There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the Debt Service Account: (a) all accrued interest received upon delivery of the Bonds; (b) all funds paid for the Bonds in excess of $2, 542, 810; (c) capitalized interest in the amount of $ (d) all collections of special assessments herein covenanted to be levied with respect to the Improvements and either initially credited to the Construction Account and not already spent as permitted above and required to pay any principal and interest due on the Bonds or collected subsequent to the completion of the Improvements anct payment of the costs thereof; (e) aIl remaining collections of special assessments levied with respect to the improvements constructed with the proceeds of the Prior Bonds ; ( f) any funds remaining in the debt service account created for the Prior Bonds after the payment of the Prior Bonds on August 1, 1989; (g) any collections of all taxes herein or hereafter levied for the payment of the Bonds and interest thereon; (h) all funds remaining in the Construction Account after completion of the ', Improvements and payment of the costs thereof, not ' so transferred to the account of another improvement; ( i) all investment earnings on funds held in the Debt Service Account; and ( j ) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account including, but not limited to, annual contributions of $22, 165 from the Minnesota Department of Transportation. 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. 16 , � , • � 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 amount 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 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 arbitrage 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 . Payment of General Obligation Temporary Improvement Bonds of 1986 . On or before August 1, 1989, there shall be transferred to the Paying Agent for the Prior Bonds from the Construction Account $ of Bond proceeds, which together with other available funds of the City will be used on August 1, 1989, to pay all the principal and interest outstanding on the Prior Bonds on that date. 17 . Assessments . It is hereby determined that no less than twenty percent ( 20� ) of the cost to the City of each Improvement financed hereunder within the meaning of Minnesota Statutes, Section 475 . 58, Subdivision 1( 3) , shall be paid by special assessments to be levied against every assessable lot, piece and parcel of land benefited � by any of the Improvements . The City hereby covenants and agrees that it will let all construction contracts not heretofore let within one ( 1 ) year after ordering each Improvement financed hereunder unless the resolution 17 � � ordering the Improvement specifies a different time limit for the letting of construction contracts . The City hereby further covenants and agrees that it will do and perform as soon as they may be done all acts and things which may be necessary for the final and valid levy of such special assessments, and in the event that any such assessment be at any time held invalid with respect to any lot, piece or parcel of land due to any error, defect, or irregularity in any action or proceedings taken or to be taken by the City or the City Council or any of the City officers or employees, either in the making of the assessments or in the performance of any condition precedent thereto, the City and the City Council will forthwith do all further acts and take all further proceedings as may be required by law to make the assessments a valid and binding lien upon such property. The special assessments have not heretofore been authorized, and accordingly, for purposes of Minnesota Statutes, Section 475 . 55, Subdivision 3, the special assessmerrts are hereby authorized. Subject to such adjustments as are required by conditions in existence at the time the assessments are levied, the assessments are hereby authorized and it is hereby determined that the assessments shall be payable in equal, consecutive, annual installments, with general taxes for the years shown below and with interest on the declining balance of all such assessments at a rate per annum not greater than the maximum permitted by law and not less than � per annum: Improvement Collection Designation Amount Levy Years Years 194 - Shannon $822, 990 1990/1999 1991/2000 Parkway 195 - West 501,895 1990/1999 1991/2000 Ridge 3rd Addition 196 - Valley 226 , 960 1989/1998 1990/1999 Oaks Phase 4 191 - Chippendale 65,445 1989/1998 1990/1999 Avenue At the time the assessments are in fact levied the City Council shall, based on the then current estimated collections of the assessments, make any 18 � , • L . � � 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. 19 . Certificate of Registration. The Administrator is hereby directed to file a certified copy of this resolution with the County Auditor of Dakota County, Minnesota, together with such other information as he or she shall reguire, and to obtain the County Auditor' s certificate that the Bonds have been entered in the County Auditor' s Bond Register, and that the tax levy required by law has been made. 20 . 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 affi- davits, including any heretofare furnished, shall be _ deemed representations of the City as to the facts recited therein. 21 . Neqative Covenant as to Use of Proceeds and Project. The City hereby covenants not to use the proceeds 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. 22 . Tax-Exempt 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 Cade 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 20 , . � A � c J rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstanding 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 govern- mental 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 the net proceeds of the Bonds are to be used for local 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 to exceed $5, 000, 000, all within the meaning of Section 148( f) (4 ) (C) of the Code. 23 . Desiqnation of Qualified Tax-Exempt Obligations . In order to qualify the Bonds as "quali�ied tax-exempt obligations " within the meaning of Section 265(b) ( 3) of the Code, the City hereby makes the following factual statements and representations: (a) the Bonds are issued after August 7 , 1986; (b) the Bonds are not "private activity bonds" as 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 are treated as issued by the City) during this calendar year 1989 will not exceed $10, 000,000; 21 , • � J ' `" � (e) not more than $10, 000,000 of obligations issued by the City during this calendar year 1989 have been designated for purposes of Section 265 (b) ( 3) of the Code; and ( f) the aggregate face amount of the Bonds does not exceed $10 , 000, 000 . The City shall use its best efforts to comply with any federal pracedural requirements which may apply in order to effectuate �he designation made by this paragraph. 24 . Severability. 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 section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 25 . Headings . 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 . 22 - � r . ;� � � '� CERTIFICATION STATE OF MINNESOTA � COUNTY OF DAKOTA CITY OF ROSEMOUNT I , the undersigned, being the duly qualified and acting Deputy Clerk of the City of Rosemount, Minnesota, DO HEREBY CERTIFY as follows : 1 . I have compared the attached and foregoing 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 June 20, 1989, insofar as such minutes relate to considering bids for and awarding the sale of, $2 , 575 , 000 General Obligation Improvement Bonds, Series 1989B of said City. 2 . Member introduced the attached Resolution No. 1989- entitled "Resolution Accepting Bid or Sale of $2 , 575, 000 General Obligation Improvement Bonds, Series 1989B, Providing For Their Issuance and Levying, a Tax For the Payment Thereof" ; and moved its adoption. 3 . 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. WITNESS my hand and the seal of said City this day of , 1989 . Deputy Clerk (SE�) 23