HomeMy WebLinkAbout87-033504T/tr
EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL OF THE CITY OF
PRIOR LAKE, MINNESOTA
HELD: JULY 6, 1987
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Pursuant to due call and notice thereof, a regular
meeting of the City Council of the City of Prior Lake, Scott
County, Minnesota, was duly held at the City Hall in said City
on Monday, the 6th day of July, 1987, at 7 :30 o'clock e.M.
for the purpose in part of authorizing the issuance of, and
awarding the sale of $300,000 General Obligation Equipment
Certificates of 1987 of the City.
The following members were present: Mayor Andren,
Council Members Larson, Fitzgerald, Scott and White
and the following were absent: None
Member Fitzgerald introduced the following
resolution and moved its adoption:
RESOL04TM FOR THE
ISSUANCE AND SALE OF
$300,000 GENERAL OBLIGATION EQUIPMENT
CERTIFICATES OF 1987,
14 AND LEVYING A TAX FOR THE PAYMENT THEREOF
WHEREAS, The City Council of the City of Prior Lake,
Minnesota (the , City ''), has heretofore determined and declared
that it is necessary and expedient'to issue $300,000 General
Obligation Equipment Certificates of 1987 of the City,
pursuant to Minnesota Statutes, Section 412.301 to finance the
acquisition of:road construction and maintenance equipment for
the City (hereinafter referred to as the "Equipment "); and
WHEREAS, No other obligations have been sold
pursuant to a private sale within the last twelve (12)
calendar months of the date hereof which when combined,with
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this issue would exceed the $1,200,000 l imitation on
negotiated sales as required by Minnesota Statutes, Section
475.60, Subdivision 2(2); and
NOW, TH'EREF'ORE, BE IT RESOLVED by the Counci of the
City of 'Prior Lake,�Minnesota, as follows:
1. Acceptance of Offe r.' The offer of Juran &
Moody, Inc. ( the "Purchaser ") , to purchase $300,000 General
Obligation Equipment Certif of 1987 of the City
(hereinafter referred to as the "Certificates ", or
individually as a "Certificate "), in accordance with the terms
and at the rates of interest here=inafter set forth, and to pay
therefor the suin of $294,120, plus interest accrued to
settlement is hereby accepted.
2. Title; Original I ssue Date,-Denominations;
Maturities. The Certificates shall be titled "General
Obligation Equipment Certificates of 1987" shall be dated
July 1,• -1987, as the date of original issue and shall be
issued forthwith as fully registered bonds. The Certificates
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 Certificates shall mature, without option of
,prepayment, on December I in the years and amounts as follows:
. Year Amount
1988 -1991 $75,000
All date are inclusive.
3. Pu�ccse The Certificates shall provide funds
for the acquisition of the Equipment.* The Iota cost of the
Equipment, which shall_ „ include all costs enumerated in
Minnesota Stitutes., Section 475.6S, is estimated to be at
least equal to the amount.of the Certificates herein
'authorized.'
4 Interest. The Certificates shall best interest =±
payable semannua 7 — on . J y une 1 and December 1 of each year,
comMencing June 1988, at the respective rates per annum
set forth opposite the maturity years As follows:
Maturity Inter "st
Year Rate
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1988 5. 50%
1989 5.60
1990 5.75
1991 5.90
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5. Bond Registra j t Trust t�any. Inc. ,` in
St.. Pau ),, Minnesota, is appointed to act as certificates
registrar and transfer agent with respect to the Certificates
(the "Certificate Registrar "), and shall do so unless and
until a successor Certificate Registrar is duly appointed, all
pursuant to any contract the City and Certificate Registrar
shall execute which is consistent herewith. , The Certificate
Registrar shall also serve as paying agent unless and until a
successor p agent is duly appointed. Principal and
interest 4W the Certif shall be pain to the registered
hohders (or record hol(Fers) of the Certificates in the manner
set forth in the. form of Certificate and paragraph 12 of this
resolution.
.1�6. Form of ,Certificate. The Certificates to be'
issued hereunder, together with the Certificate Registrar's
Certificate of Authentication, the form of Assignment and the
registration information thereon shall be in substantially the k
GENERAL OBLIGATION EQUIPMENT CERTIFICATES
OF 1987
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSUE
July 1, 1987
REGISTERED OWNER:
PRINCIPAL AMOUNT: DOLLARS
KNOW ALL, PERSONS BY THESE PRESENTS that the City of
Prior Lake, Scott 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,
without option of prepayment, in the manner hzreinafter set
forth, the principal amount specified above, on the maturity
date specified above, and to pay interest thereon semiannually
on June •1 and December 1 of each year (each on "Interest
Payment Date' '), commencing June 1, 1988, 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 Certificate 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 ani premium, if any,
on this Certificate are payable upon presentation and
surrender hereof at the principal office of
Minnesota ( the
"Certificate Registrar"), acting as paying agent, or any
successor paying agent duly appointed by the Issuer. Interest
on this Certificate will be paid on each Interest Payment Date
by check-or draft mailed to the person in whose name this
Certificate is registered (the "Holder" or "Certificate-
holder") on the registration books of the Issuer maintained by
the Certificate Registrar and at the address appearing thereon
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at the close of business on the fifteenth day of the calendar
month next prece.ng 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
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ON REVERSE OF CERTIFICATE
Issuance; Purpose; General Obligation This
Certificate is one of an issue in the total principal amount
of $300,000, all of like date cif original issue and tenor,
except.as to number,, maturity, interest rate and denomination,
which. Certificate 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 on July 6, 1987 (the "Resolution "), for the purpose of
the Issuer.of providing money to finance the acquisition of
various capital equipment for the City. This Certificate is
payable out of the General Obligation Equipment Certif
of 1987 Fund of the Issuer. This Certificate 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; R esolution. The
Certificates are issuable solely as fully registered'
Certificates in the denominations''of $5,000 and integral
multiples thereof'of a single maturity and are exchangeable
for fully registered Certificates of other denominations in
equal aggregate principal amounts and in authorized
denominations at the principal office of the Certificate
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 Certificate Registrar. Copies of the-Resolution
are on file in the principal • of the Certificate
Registrar.
Transfer. This .Certificate is transferabl by the
Holder.in person or by his; he: 'or its attorney duly
authorized .in writing at. the-principal. office of the
Certi£icate`Regi'trar upon 'presentation and surrender hereof
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to the 'Certificate„ Rf9istrar a'll subject to the terms and
conditions provided in Rtsolutio6.and to reasonable
regulations of,the'�.Isisuer the.Issuer contained; in any agreement with the
Certificate Registrar , .' Thereupon the Issuer shall execute and
the Certificate Registrar shall authenticate and deliver, in
exchange this Certificate, one or more newt fully
registered Certificates in the name of the transferee (but not."
registered in blank or to "bearer" or similar designation),,, of
an authorized: denomination or d enominations, in aggregate
principal amount equal to the principal amount of this
Certificate, of the same maturity and bearing interest at the
same rate.,.
Fees upon Transfer or Loss The Certificote
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 Certificate and any legal or
unusual costs regarding transfers and lost Certificates.
Treatment of Registered Owners. -The Issuer and the
Certificate Reg: strar may treat the person in whose name this
Certificate i.s'registered as the owner hereof for the. purpose
of,receivinq payment as herein provided (except as otherwise
ptl.,vided on the reverse side hereof with respect to the Record
Date) end for all other purposes, whether or not this
Certificate,'
shall be: overdue:,, and neither the Issuer nor the
Certificate A' istrar shall be affected by notice to the
contrary.
Authentication. Thisl Certificate shall not be valid`
or_ become obligatory' for any purpose or be.,enti l'ed -to any
security unless the` Certificate. of Authentication hereon shall
have been executed by the Certificate Registrar.
Qualified Tax- Exempt Obligations The Certificates
have been designated by ;the Issuer as ",qualified tax- exempt
obligetions" for purposes of Section 265 (b) (3) of the federa >1
Internal Revenue Code of 1966, as amended
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ABBREVIATIONS
The following abbreviations, when used in the inscription
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on the face of this Certificate, shall be construed as though
they weri.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 Custod
(Cunt) (minor
under Un iform Transfers to Minors
Act
Mate)
Additional abbreviations may also be used
though not in the above list.
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AS5�iGNMENT
For value received,, the ;undersigned hereby sells, -r
assigns and transfers unto -
the within Certificate and
does hereby irrevocaby constitute and appoint ;'
attorney to transfer the Certificatie on the
books. kept ,for the registration thereof, with full power of } °
substitution in the premises,
Dated;
Notice: The assignor's signature to_thia
assignment must correspond °with.the
name as it. appears upon the face of
the within Certificate in every
particular, without alteration or any
~change whatever.
Signature Guaranteed:
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7. E xecution; Temporary Certificates The
Certificates shall be executed on behalf of the City by the
signatures of its Mayor and Manager and be sealed with the
seal of the City; provided, however, that the seal of the City
may be a'pr'inted facsimile; provided further that both, of such
signatures bay be printed facsimiles and the corporate seal
may be omitted on the Certificates as permitted bylaw. In
the event eYt- disability or resignation or other absence of
either such officer, the Certificates 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 Certificates shall cease to be such
officer before the delivery of the Certificates, 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 Certificates, one or
more typewritten temporary certificates in substantially the
< form 'set forth above, with such changes as may be necessary to
reflect more than one maturity in,a single temporary
certificate. Such temporary certificates shall, upon the
printing of the definitive Certificates and the execution
thereof, be exchanged therefor and cancelled.
•8. Authentication No Certificate shall be valid
or obligatory for any purpose or be entitled to any security
or benefit under this resolution unlLovss and until a
Certificate of Authentication on such Certificate, substan-
tially in the form hereinabove set forth, shall have been duly,
executed by an authorized representative of the Certificate
Registrar. Certificates of Authentication on different
Certificates need not be signed by the same person. The
Certificate Registrar shall authenticate the signatures of
officers of the City on each Certificate by execution of the
Certificate of Authentication on the Certificate and by
inserting as the date of registrat.ion'in the space provided
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', date on which the Certificate is authenticated, except
` that for purposes of delivering the.original Certificates to
the Purchaser, the Certificate Registrar shall insert as a
date of registration the date of original issue, which date is
July 1, 1987. The Certificate of Authentication so executed
on each ` Certificate shall be conclusive evidence that it, has
been authenticated and delivered under this resolution.
10. Registration; Transfer; Exchange The City
will cause to be kept at the principal office of the
Certificate Registrar a Certificate register in which, !subject
to such reasonable regulations as the Certificate Registrar
may prescribe, the Certificate Registrar shall provide for the
registration of Certificates and the registration of transfers
of Certificates entitled to be registered or transferred as "
herein provided.
Upon surrender for transfer of any Certificate at
the principal office of the Certificate Registrar, the City
shall execute (if necessary), and the Certificate Registrar
shall authenticate, insert the date of registration (as
provided in paragraph 9) and deliver, in the name of the
designated transferee or transferees, one or more new
Certificates 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 Certificate may be registered in
blank or in the name of "bearer, or similar designation,
At the option of the holder, Certificates may be
exchanged for Certificates of any authorized denomination or
denominations of a like aggregate principal amount and stated
maturity, upon surrender of the Certificates to be exchanged
at the principal office of the Certificate Registrar.
Whenever any Certificates are so surrendered for exchange, the
City shall execute (if necessary), and the Certificate
Registrar shall authenticate, insert the date of registration
of, and deliver the Certificates which the holder making the
exchange is entitled to receive.
All Certificates,surrendered Upon any exchange or
transfer provided for in this resolution shall be promptly
cancelled by the Certificate Registrar and thereafter disposed
of as directed by the City.
All Certificates delivered in exchange for or upon
transfer of Certificates shall be valid general obligations of
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the City .evidencing -•the same debt, and entitled to the same
benefits under this resolution, as the Certificates
surrendered for such exchange or 'transfer.
Every Certificate presented or surrendered for
transfer or exchange shall be duly endorsed or be accompanied
by a written instrument of transfer, in form satisfactory to
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the Certificate Registrar, duly executed by the holder thereof'
or his, her or its attorney duly authorized in writing.
The Certificate Registrar may require payment of a
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sum sufficient to cover any tax or•other governmental charge
payable in connection with the transfer or exchange of any
Certificate and any legal or unusual costs 'regarding transfers
and lost Certificates.
Transfers shall also be subject to reasonable
regulations of the City contained in any agreement with the
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Certificate Registrar, including regulations which permit the
Certificate Registrar to close its transfer books between
record dates and payment dates.
10. Rights Upon Transfer or Exchange Each;
Certificate delivered upon transfer of or in exchange for or
in lieu of any other Certificate shall carry all the rights to
interest accrued and unpaid, and to accrue, which were carried
by such other Certificate.
11. Interest Payment; Record Date Interest on any
Certificate shall be paid on each interest payment date by
cheek or draft mailed to the person in whose name the
Certificate is registered (the "Holder ") on the registration
books of the City maintained by the Certificate 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 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 Certificate Registrar whenever
money becomes available for payment of the defaulted interest.
Notice of the Special Record Date shall be given by the
Certificate Registrar to the Holders not less than ten (10)
days prior to the Special Record Date.
12. Treatment of Registered Owner The City and
the Certificate Registrar may treat' the person in whose name
any Certificate is registered as the owner of such.Certificate
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 Certificate and for
all other purposes whatsoever whether or not such Certificate
shall be overdue, and neir'ner the City nor the Certificate
Registrar shall be affected by notice to the contrary.
Y 13. Delivery; Application of Proceeds The
Certificates 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.
14. fund and Accounts. There is hereby created a
special fund to be designated "General O1ligafiion 9,quipment
Certificates of 1987 Fund" (the "Fund ") to`be administered and
Q maintained by the Finance Director as a bookkeeping account,
separate and apart from all other funds maintained in the
official financial records of the'City. The Fund shall be
J maintained in the manner - _herein specified until all of the
Certificates herein authorized and the interest thereon have
been fully paid. There shall be,maintained in the Fund two
(2) separate accounts to be designated the "Capital'Account"
and the "Debt Service Account ", respectively.
(,.i) Capital Accoun . To the Capital Account there
shall be credited the proceeds of the sale of the
Certificates herein authorized, less accrued interest
received thereon, and less capitalized interest in the
amount of $ 15,640, 63 together with interest earnings
thereon and subject to such other adjustments as are
appropriate to provide sufficient funds to pay interest
due on the .Certificates on or before June T _ , 19$&)'
From the Capital Account there shall be paid all costs
and expenses of acquiring tqupment, including the cost
of any purchase 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 provI ded by law provided that the Certificate
proceeds may also be used to.the extent necessary to pay
interest on the Certificates due prior to the anticipated
date of commencement of the collection of taxes herein
levied.
(ii) Debt Service A ccount . There is hereby pledged
and there shall be credited to'the Debt Service Account
(a) all accrued interest received upon delivery of the
Certificates; (h) capitalized interest in the amount of
SLIA4 M3(together with interest earnings thereon and
subject to such other adjustments as are appropriate to
provide sufficient funds to pay interest due on'the
Certificates on or before June_ _, 1); (c) any
collections of all taxes herein levied or the payment of
the Certificites'and interest thereon; (d) all funds
remaining in the Capital Account after acquisition of the
Equipment and payment of the costs thereof; (e) al
investment earnings on funds held in the Debt Service
Account; and (f) 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 herein created shall be-used solely to
pay the principal and interest of the _Certificates issued
hereunder and any other general oblig,a:t;ion Certificates
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 Certificates 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)
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for a reasonable temporary period until such proceeds are
needed for the purpose for which the Certificates 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
Certificates or $100,000. To this effect, any sums from time
to time held in the Capital Account or Debt Service Account
(or any other City account which will be used to pay principal
or interest to become due on the certificates payable
therefrom) in excess of amounts which under the applicable
federal arbitrage regulations may be invested without regard
as 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 Certificates to be
"federally guaranteed" within the meaning of Section 149(b) of
the internal Revenue. Code of 1986, as amended (the "Code ").
15. Tax Levy; Coverage Test To provide moneys for
payment of the principal and interest on the Certificates
there is hereby levied upon akl of the taxable property in the
City a direct annual Ad valorem tax which shall be spread upon
the tax rolls and collected with and as part of other general
property taxes in the City for the years and in the amounts as
follows:
Year of Tax Year of Tax
Levy Collection Amount
1987 1F�88 $90,000
1988 1'989 91,000
1989 . 1 88
1990 1991 84,000
The tax levies are such that if collected in full
they, together with other revenues herein pledged for the
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payment of the Certificates will produce at least five percent
(5%) in excess of the amount needed to meet when due'the
principal and interest payments on the Certificates. The tax
levies shall be irrepeolable so long as any of the
Certificates are outstanding and unpaid, provided that the
City reserves the right and power to reduce the levies in the
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manner and to the extent permitted by Minnesota Statutes,
Section 475.61, Subdivision 3.
16. General Obligation Pledge For the prompt and
full payment of the principal and interest on the
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Certificates, 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 Certificates and any other
certificates 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.
17. Certificate of Registration The Manager is
hereby directed to file a certified copy of this resolution
with the County Auditor of Scott County, Minnesota,,together
with such other information as he or she shall require, and
to obtain the Auditor's certificate that the Certificates have
been entered in the Auditor's Certificate Register, and that
the tax levy required by law has been made.
18. Records and Certifi The officers of the
City are hereby authorized and directed to prepare and
furnish to the Purchaser of the Certificates, and to the
attorneys approving the legality of the issuance thereof,
certified copies of all proceedings and records of the City
relating to the Certificates 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 Certificates
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.
1.9. Negative Covenant as to Use of Equipment The
City hereby covenants not to use the Equipment or to cause or
permit them to be used, or to enter into any deferred payment
arrangements for the cost of the Equipment, in such a manner
as to cause the Certificates to be . "private activity Bonds
within the meaning of Sections 103 and 141 through 150 of the
Code.
20. Tax - Exempt Status of the Certificates Rebate.
The City shall comply with requirements necessary under the
Code to establish and maintain the Certificates as tax- exempt
under Section 103 thereof, including without limitation
requirements relating to temporary periods for investments,
limitations on amounts invested;at a yield greater than the
yield on the Certificates, and the rebate of excess investment
earnings to the United States if the Certificates - together
with other obly'igations reasonably expected to be issued and
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outstanding at one time in this calendar year, exceed the
small - issuer exception amount of $5,000,000- For purposes of
qualifying for the small issuer exception to the federal
arbitrage rebate requirements, the City hereby finds,
determines and declares that the aggregate face amount of all
tax- exempt Certificates (other than private activity Bonds)
issued by the City (and all subordinate entities of the City)
during the calendar year and outstanding at one time in which
the Certificates are issued is not reasonably'expec ted to
exceed $5,000,000, all within the meaning_of�aection
148(f)(4)(C) of the Code.
21. Designation of Qualified Tax- Exempt
Obligations In order to quilify the Certificates as
"qualified tax-exempt obligations within the meaning o£
Section 265(bl(3) the Code, the City hereby makes the
following factual statements and representations:
(a) the Certificates are not "private activity
Bonds" as defined in Section 141 of the Code;
(b) the City hereby designates the
Certificates as "qualified tax - exempt
obligations ",for purposes of Section 265(b)(3).of
the Code;
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(c) the, reasonably anticipated amount
of tax- exempt obligations (other than
activity Bonds, treating qualified 501(c)(3)
Bonds as not being private activity Bonds) which .
will be issued by the City (and all subordinate
entities of the City) during this calendar year
1987 will not exceed $10,000,000 and
(d ) .�' not more than 510,000, 000 of
obligations issued by the City during this
calendar year 1987 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 td effectuate
the designation madii by this paragraph.
22. "Severab 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.
23. Headings Headings in this resolution are included
for convenience of reference only, and are not a part hereof.
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(c) the, reasonably anticipated amount
of tax- exempt obligations (other than
activity Bonds, treating qualified 501(c)(3)
Bonds as not being private activity Bonds) which .
will be issued by the City (and all subordinate
entities of the City) during this calendar year
1987 will not exceed $10,000,000 and
(d ) .�' not more than 510,000, 000 of
obligations issued by the City during this
calendar year 1987 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 td effectuate
the designation madii by this paragraph.
22. "Severab 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.
23. Headings Headings in this resolution are included
for convenience of reference only, and are not a part hereof.
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504T /t[
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EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL OF THE CITY OF Y
PRIOR LAKE, MINNESOTA i.
HELD: JULY 6, 1987
Pursuant to due call and notice thereof, a regular
meeting of the City Council.of the City of Prior Lake, Scott
County, Minnesota, was duly held at the City Hall in said City
on Monday, the 6th day of .,July, 1987, at 7 :39 ,,oIclock a M.
for the purpose in past of authorizing the issuance of,Gand'
awarding the sale of $300,000 General Obligation Equipment
Certificates of 1987 of the City. u
The following members were present: Mayor Andren, z`
Council Members Larson, Fitzgerald, Scott and White
ano the following were absent: None
Member Fitzgerald introduced ��the following
resolution and moved its adoption:
NN��gg�� gg 3333
RESOLUTY�T DING FOR THE
ISSUANCE AND SALE OF
$300,000 GENERAL' OBLIGATION =EQUIPMENT r>
CERTIFICATES OF 1987,
SAND LEVYING A - TAX FOR THE PAYMENT THEREOF
WHEREAS, The City Council of the City of Prior Lake,
M %nesota (the "Cit ") has heretofore determined and declared...,
t,bat it is necessary.a gxped`ient, to issue $300,000 General�w
6bligation Equipment Certificates of 1987 of the City,
pursuant to Minnesota Statutes, Section 412.301 to finance the
acquis -ition o - road construction and maintenance equipment for
the Cty'(,hereinafter referred to as the "Equipment ") and
7 WHEREAS, No other obligations have been:,sold
pursuant to a private sale within the lest twelve'(12)
calendar months of the date hereof which when combined with
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this issue would exceed the $1, 200,000 limitation on
negotiated sales as required by Minnesota SLatutes,pSection?'
475..60, Subdivision 2(2) and
NOW, THEREFORE, BE IT RESOLVED by the Council o� the
- City of :Prior Lake., Minnesota, as follows
1. ' Acceptan ce of Offer The of ter of Juran & c
Moody, Inc. (the ' ".Purchaser "), to purchase $30 Geieral
Obligation Equipment Certificates of X1987 of the City,! °
(hereinafter referred to as -the "Certificates ", or r%
i as a "Certificate "), in accordance`with ^terms :
and at the rates of interest hereinafter sett forth, ;'and 'to pay ) il
therefor the sum of $29'4,120, plus in;terest," "accrued `to ;
settlement is hereby accepted. i 4
2. Title; Original Issue Date, Denomi nations;
Maturities The Certificates shall be titled "General
Obligation Equipment-Certificates of 198'7 ", shall be dated
July 1, 1987, as the date of original issue and be r
issued forthwith as, fully registered bonds. The Certif�acates
shall be numbered from R -1 upward in t%he denom nation�oF
$5,000 each or in any integral multip /le thereof of a single
maturity,. The Certificates shall matlure., without option of
prepayment, on December l in the yea,'`rs and amounts as follows: i
Yeax ' Amount � t
1988 -1991 $75,000 ,?
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All' date are inclusive,; 1
3. Purpose The Cer.°i.ficates/shall provide funds
kd�_, the acquisition of the Equizpment. The total cost then
E q u ° pment, which shall include % all costa enumerated in U
M�nnasota Statutes, Section 475.65, is ,estimated to 6e at
hiss equal to the amount of the Certificates herein/
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authorized.
4. (1 Interest The Certificates shall bear ,interest
�ayejb1e semiannually on June 1 and Di= cember 1 of each year,
commencing June 1, 1988, a;c the respective r�ates� per annum
:> se4 forth opposite the maturity- years as fob ows�'
�.
Maturit Interest
Year o R ate
1988] 5.50% / n>
198! 5.60„
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199 /5.75 �
199 5.90
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x �. Bond Regi ytra : First Trust Company, Inc. in
St. Pau Mi,nnescta, is appointed to act as certificates
` xt registrar and transfer agent with respect to the Certificates
t (the "Certificate Registrar "), and shall do" so unless and
until a successor Certificate Registrar is „duly appointed, all
pursuant to any contract he City and Certificate Registrar
h � shall execute which is co6sistent herewith, The Certificate
, Registrar shall also serve as paying agent `unless and until a
k'k successor paying agent is duly appointed. Principal and
"+ interest on theCeitificat:es,shall be paid to the regist d
' holders (or record holders.) of the"Certificates in the manned
t set forth in the form of Oertificate and pa �agraph 12 of this
' resolution. �1
” 6 Form of Certificate The Certificates to be
issued' hereunder, together with the Certificate Registrar's
,Certificate of Authentication, the form of Assignment and the
registration information thereon shall be in substantially the
following: form:
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UNITED STATES OF _AMERICA
STATE OF MINNESOTA
SCOTT COUNTY
CITY OF PRIOR LAKE'
C�>
R- $
GENERAL OBLIGATION EQUIPMENT CERTIFICATES
OF 1987
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSUE
July li 1987
' REGISTERED 'OWNER:
'PRINCIPAL AMOUNT:' DOLLARS
"i KNOW ALL PERSONS BY THESE PRESENTS that the City of 4
Prior `Lake, Scott 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,
without option of prepayment, in the manner hereinafter set'
-� forth, the principal amount specified above, on the maturity
i daite'specified abomq, and to pay interest thereon semiannually
,4
on June 1 and December 1 of each year (each on " Interes
Payment Date"),, commencing June 1, 1988, 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 Certificate 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,
' n'this Certificate are payable upon presentation and
�+ surrender hereof at the principal office of
in , Minnesota, ( the
�1 "Certificate Registrar "), acting as paying „agent,'or any
successor paying agent duly appointed by`the Issuer. Interest
on this Certificate will be paid on each Interest Payment Date
�by check or draft mailed to the person in whose name this
iCertificate is registered (the "Holder” or "Certificate-
, ;holder ") on the registration books of the Issuer maintained by
jthe Certificate Registrar and at the address appearing thereon
g lat the close of business`on the .fifteenth day of the calendar
�` month next preceding such Interest Payment Date (the "Regular
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Record Date"). Any interest not to 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
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the Holder hereof at the close of business on a date (the
"Special Record Date") fix�d by the Certificate Registrar
whenever money becomes available for payment, of the defaulted
interest. Notice of the Special Record Date shall be yiven to
Certificateholders hot less than ten daysprior to the Special
Record Date. The principal of and premium, if any, and
interest on this Certificate are payable in lawful money of
the United States America.
REFERENCE IS HEREBY MADE-TO THEFURTHER PROVISIONS
OF THIS CERTIFICATE SET FORTH ON THE REVERSE HEREOF, WHICH
PROVISIONS SHALL FOR ALL PURPOSES HAVE T,!,4E�SAME EFFECT AS IF
SETFORTH HERE.
IT IS HEREBY CERTIFIED AND RECIT9D1 tbpt,.all acts,
conditions and things required by the Constitution and laws of
to ppeh'and to be
the State of Minnesota.,to be done ha
per-formed, precedent to and in theissuante of this
Certificate have been done, have happened and have been
performed, in regular and form, time and manner as
required by law, and this Certificate, together with all other
debta the Issuer outstanding on the date of original issue
hec;date its issuance na delivery to the
hereof and 't a a
original 0�rchaser does not exceed any cbn'stitutional'or
statutory limitation of indebtednes&.
IN WITNESS WHEREOF, the, City of Prior Lake, Scott
Co unty,,.-4 by its 'City Council has caused :this
Certificate to be,eke6ijated in its behalf by the facsimile
signatures of.its Mayor-ind its Manager, the corporate seal of
been : 'omi ted as permitted by
,the.Tsauer.having
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Date of Registration:
Registrable by:
Payable at:
CERTIFICATE REGISTRARS
CITY OF PRIOR LAKE,
CERTIFICATE OF`
SCOTT COUNTY,
AUTHENTICATION
MINNESOTA
This Certificate is one of
the Bonos,described in the
1s / `Facsimil e
'
ReRsolu ,tiod mentioned within -
Mayor
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a Facsimile
Manager
Certificate Registrar
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By -
.Auth S gnaature
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ON REVERSE OF CERTIFICATE
Issuance Purpose; General Obligation This
Certificate is one of an issue in the total.principal amount
of $300,000, all of like date of original issue and tenor',
except as to number, maturity, interest rate and denomination,
which Certificate 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 on July 6;_1987`(the "Resolution"), for the purpose of
the Issuer of providing "money to finance the acquisition of
variouai capital equipment for the City. 'This Certificate is
payable out of the General Obligation Equipment Certificates,
,of 1987 Fund of the Issuer. This Certificate constitutes a
general obligation of the Issuer, and to provide moneys for
the p�"b and full payment of its principal,, premium, y if any,
ao;16iterest 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
Certificates are issuable solely as fully registered
Certificates in the denominations of $5,000 and integral
multiples thereof of a single maturity and are exchangeable
DIN for fully registered Certificates of other denominations in
equal aggregate principal amounts and in authorized t
denominations at the principal of'fice`of the Certificate
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 Certificate Registrar. Copies of the Resolution
are on file in the principal office of the Certificate
Registrar,
Transfer This'Certificate is transferable by the
Holder in person or by his, her or its attorney duly
authorized in writing at the principal office of the
Cert ficate Registrar upon presentation and surrender hereof
to',the Certificate 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
- Certificate Registrar. Thereupon the Issuer shall execute and aj ;
the Certificate Registrar shall authenticate and deliver, in -
exchange for this Certificate, one or more new fully ;.
registered Certificates 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 ".
Certificate, of the same maturity and bearing interest at the
same rate.
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Fees upon Transfer or Toss The Certificate
Registrar may require payment of „a sum sufficient to mover any
tax or other governmental charge payable in connection with
the transfer or exchange of this Certificate and'any °lpgal`or
unusual costs regarding transfers and lost Certificateq.
Treatment of Registered owners The Issuer aild the
Certificate Registrar may treat the person in whose nam4 this
Certificate is registered as the owner hereof for the purpose
of receiving payment as herein provided (exceptlas otherise
provided on the reverse hereof with respect to the R,'cord
[late) and for all other purposes,'whether or not this
Certificate shall be - overdue, and neither the Issuer _nor t he
Certificate Registrar shall be affected by notice to the
contrary.
Authentication ” This Certificate shall not be°valid
or become obligatory for any purpose or�be entitled to any t
security unless °the Certificate of Authentication hereon shad,
have been executed by U4 Certificate Registrar.
Qualified Tax Exempt Obligations the= Certificates
have been designated by the Issuer as 'qualified, tax - exempt �
obligations" for purposes of section 265(b)(3) of the federal.
Internal Revenue Code of 1996,, as amended.
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ABBREVIATIONS
The following abbr,,eviations, when used in the inscription
on the of this Certificate, 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 Custodian 43
(`Clust) (M
under Uniform Transfers to Minors
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Act
(State)
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Additional, abbreviations may also be, used,
though not in th6'above lists -;
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WIN W IFY
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ASSIGNMENT
For value received, the undersigned hereby sells,
assigns and transfers unto
the within Certificate and
does hereby irrevocably constitute and appoint
attorney to transfer the Certificate on the
books kept for the,registration.•thereof, with full power of
"
substitution in the premises.
Dated:
Notice: The assignor's..Ij nature-to this
assignment must correspond with the
name as it appears upon the faceUof
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the within Certificate in every
particular, without alteration or any
change whatever.
Signature Guaranteed:
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Signature(s) must be guaranteed by a national bank or trust
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company or by a brokerage firm having a membership in one of
the major stock exchanges.
The Certificate Registrar will not effect transfer of
this Certificate unless the information concerning the
transferee ' requested? below is ;provided.
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Name and Address::
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(Include information for all joint owners'
if the Certificate is held by joint
„ account.)
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+ 7. Execution; Temporary Certificates The
Certificates shall be executed on behalf of the City by the
signatures, of its Mayor and Manager and be sealed with the
seal, of the City; provided, however, that the seal of the City
may be:a printed facsimile; provided further that both of such
signatures may be printed "facsimiles and the corporate seal
may be omitted on the Certificates as permitted by law." In
the event,of disability or resignation or other absence of
either such officer, the Certificates 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 yhose signature or facsimile of whose signature
shall appear on the Certificates shall cease to be such
officer before the delivery of the Certificates, such
signature or facsimile shall nevertheless be valid and
y 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 Certificates, one or
more typewritten temporary certificates in substantially the
form set forth above, with such changes as may be necessary to
reflect more than one maturity in a single temporary,
certificate. Such temporary certificates shall, upon the
printing of the definitive Certificates and the execution
thereof, be- exchanged therefor and cancelled'.
. 8, Authentication No Certificate shall be valid
or obligatory fox any purpose or be entitled to any security
or benefit under this resolution unless and until:a
Certificate of Authentication on such Certificate, substan-
tially in the form hereinabovd set forth, shall have been duly
executed by an authorized representative'of the Certificate:
Registrar, Certificates of Authentication on different
Certificates need not be signed by the same persona The
c Certificate Registrar shall authenticate the signatures of'
, officers of the City on each Certificate by execution of the.
Certificate,of Authentication on the Certificate and by
inserting as the date of, egistration in the space provided
the date on 'which the Cer�ificai is authenticated,, except
that for'purposes of delivering!;the original Certificates to
` r the Purchaser, the Certificate keegistrar shall insert as a
date of registration the date of original, issue, which date is
July 1, 1987. The Certificate of Authentication so executed
on each Certificate shall be conclusive evidence that it has
been authenticated and delivered under resolution.
1,0. Registration; Transfer; Exchange The City
will cause "to be kept at the principal office of the
Certificate Registrar a Certificate register in which, subject
to such reasonable regulations as the Certificate Registrar
may prescribe, the Certificate Registrar shall provide for the
registration oC Certificates and the registration of transfers
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of Certificates entitled to be registered or transferred as
herein provided.
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Upon surrender for transfer of any Certificate at
the principal office of the Certificate Registrar, the City
shall execute (if necessary), and the Certificate Registrar
shall authenticate, insert =the date of registration (as
' provided in paragraph 9) and deliver, in the!name of the
'
designated transferee or transferees, one or more new (-
Certificates of any authorized denomination or denominations
of a like aggregate, rincipal amount, having the same stated,
maturity and interest rate', as requested by the transferor;
provided, however, that no Certificate may be registered in
blank or in the name of "bearer" or similar designation.
At the option of the holder, Certificates may be
exchanged for Certificates of any authorized denomination or
denominations of a like aggregate principal amount and stated
maturity, upon surrender of the Certificates to be exchanged'
at the principal office of the Certificate Registrar.
Whenever any Certificates are so surrendered for exchange, the
City shall execute (if necessary),.,and the Certificate
Registrar shall authenticate, insert the date of registration
of, and deliver the Certificates which the holder making the
1
>' exchange is entitled to receive.
- Certificates surrendered Upon any exchange or"
transfer provided for in this resolution shall be promptly
cancelled by the Certificate Registrar and thereafter disposed
of as directed by the City.
All,Certificates delivered in exchange for or upon
transfer of Certificates shall be valid general obligations of
the City evidencing the same debt, and entitled to the same
benefits under this resolution,; as the Certificates
surrendered for such exchange or transfer'. „
Every Certificate 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 Certificate Registrar, duly executed by the holder thereof
or his, her or its attorney duly authorized in writing.
1 The Certificate 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
Certificate (and any legal or unusual. costs regarding transfers
and lost Certificates.
Transfers shall also be subject to reasonable
regulations of the City contained in any agreement with the
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Certificate Registrar, including regulations which permit the
Certificate Registrar to close its transfer books between
record dates and payment dates.
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j 10. Rights Upon Transfer or 'Exchange Each
Certificate delivered upon transfer of or in exchange"for or
in lieu of any other Certificate shall carry all the rights to,
interest accrued and unpaid, and to accrue, _which were carried
by such other Certificate.
,
ll. Interest Payment; Record. Date Interest on any
Cert,xficate shall be paid on each interest payment date by
check or draft. mailed to the person in whose name the
Certificate is registered (the "Holder ") on the registration
books of the Cjty maintained by the Certificate Registrar and
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at the address appearing thereon at the close of business on
the fifteenth day of the 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 Certificate Registrar whenever
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money becomes available for payment of the defaulted interest.
Notice.of the Special Record Date shall be given by the
a ? Certificaite Registrar to the Holders not less than ten (10)
days prior to the Special Record Date.
12. Tr eatment of Registered Owner The City and
the Certificate Registrar may treat the person in whose name
any Certificate is registered as the owner of such Certificate'
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 Certificate and for
all other purposes whatsoever whether or not such Certificate
shall be overdue, and neither the City nor the Certificate
Registrar shall be affected by notice to the contrary.
-13. Delivery; Applicatio of Proceeds The ,
Certificates 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.
14. Fund and Accounts There is 'hereby created a
special fund to be designated "General Obligation Equipment
Certificates of 1987 Fund" (the "Fund "')'to_be administered and °
maintained'by the Finance,Director as - bookkeeping account
separate and apart from all other funds maintained in the
oofficial financial records of the'City. The Fund shall be
maintained in the manner herein specified until all of the
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Certificates herein authorized and the interest thereon have
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been fully paid. There sha1L be maintained in the:rund two
(2) separate accounts to be designated the "Capital Account"
and the "Debt Service Account ", respectively.
(i) Ca Accgpunt "`1'o Lhe Capital Account there
shall be credited the %proceeds of the sale of the
Certificates herein authorized, less accrued interest
received thereon, and less capitalized interest in the
amount of $ 15,640. 63 together with interest earnings
Y thereon and subject to such other adjustments as are
appropriate to provide sufficient 4unds to pay interest "
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due on the Certificates on or before June' , l9$$_) -
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From the Capital Account there shall be paid all costs
and expenses of acquiring Equipment, including the cost
°
of any purchase 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 Certificate
proceeds may also be used to the.extent "necessary to pay
°
interest on the Certificates due prior to the anticipated
date of commencement of the collection of taxes herein
levied
(ii) Debt Service Account There is hereby pledged
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and there shall be credited to the Debt Service Account
;'(a) all accrued 'interest received °upon delivery of the
Certificates; (b) capitalized interest in the amount of
S with interest earnings thereon and
subject to such other adjustments as are appropriate to
provide sufficient funds to pay` - due on the
Certificates on or before June 1988 (c) any
for the ° of
collections of all taxes herein levied payment
1 the Certificates and interest thereon; Wall funds o
remaining in the Capital Account after acquisition; of the
Equipment and payment of the costs thereof; (e) a
investment earnings on funds held in the -Debt Service
Account; apd (f) any and all other moneys which are
properly,.a'vailable and are appropriated by the governing
body of `the City to the Debt Service Account. The Debt
Service Account herein created shall be used solely to'
pay the principal and interest of the Certificates issued
hereunder and any other general obligation Certificates
of the City hereafter, issued by the City and made payable
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from said account as provided by law.
No portion of the proceeds of the Certificates 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)
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for 0 reasonable temporary period until such proc :eds are
needed for the purpo ?e for which the Certi.ficates,were, issued
and (2) in addition Vo the above in an_amou.nt notjgreatee than
the lesser- of Live , perrcent . (5 e ) of the proceeds 0 )the
Certificates or $10.0,000. To this effect, any^ suns from time
to time held in the Capital Account or Debt Service Account
,(,or any other City account which will be used to 'pay principal
or, interest to become due on the certificates payable
th( from)�,°n excess of amounts which under the applicable
federal arbitrage regulations may be invested without regard
s to yield %shall not be invested at a yield in excess of the
alicable '' restrictions imposed by said,arbitrage
regulations..c.n such investments -after taking into account any
- 'appl_icable "temporary periods" or ""minor portion" made
t ># available under the federal arbitrage regulations. Money in
the'Fund shall not be invested in obligations or deposits
issued,b�, guaranteed by or insured by the United States or
any agency Ior instrumentality thereof if and to the extent
that such investment would cause the Certificates to be
"federally guaranteed within the meaning of Section 149(b) of "
the Internal Revenue Code of 1986, as amended (t'he "Code" ).
v 15.' Tax Levy; Coverage Test To provide moneys for
payment of the principal and interest' on the Certificates
there is hereby levied upon all of the taxable property in the
.f City a dirept annual ad valorem tax which shall be spread upon
the. tax rolls. and collected with and as part of other general
property taxes in the 'City for the years and in the amounts qs
follows:
,yG Year of Tax Year of Tax
Levy ,Collection Amount
1987 1888 $90,000
1988 0 91,000 "
1989 1 88,000
1990 ' 1991 84,000;,
The,tax levies are such that if collected in, full
they, toge.the� with other revenues herein pledged for the 4{
payment of the Certificates will produce at least five percent "
(5) in excess of the amount needed to meet when due the
principal and',;interest payments on the Certificates. The tax
levies shall be irrepealable.so long -as any of the
Certificates are outstanding and unpaid, provided that the
City reserves the right -:and power to :reduce the levies in the
manner and to the extent permitted by Minnesota Statutes,
Section 475,61, Subdivision 3.
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16. General Obligation Pledge For the prompt and
full payment of the principal and interest on the
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Certificates, 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 Certificates and any other
certificates payable therefrom, the,f shall be
promptly paid out of any other funds of the City which are
available for such purpose,, and such other funds may be k
reimbursed with'or without interest from the Debt Service
Accountlwhen a sufficient balance is. available therein.
17': Certificate of Registration The Manager is
hereby directed to f,le,a certified copy of this resolution
with the County Auditor of Scott County,: Minnesota, togethercv,,
` with such other information as he or she shall require, and'
to obtain the Auditor's certificate that the Certificates have
been entered in the Auditor's Certificate Register, and that,
the tax levy required by law has been made.
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1.8. Records and Certificates The officers of the
City are hereby authorized and directed to prepare and
furnish to the Purchaser of the Certificates, and to the
attorneys approving the legality of the issuance thereof,
certified copies of all- ,proceedings and records of`the City
relating to the Certificates 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 Certificates
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
and heretofore furnished, shall be deemed representations of
,the City as to the facts recited therein.
19. Negative Covenant as to Use of Equipment The
City hereby covenants not to use the Equipment or to cause or
permit them to be'used, or to enter into any deferred payment w
arrangements for the cost of the Equipment, in such a manner
as to cause the Certificates to be "private activity Bonds"
within meaning of ,Sections 103 and 14'1 through 150 of the
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20. Tax- Exempt Status of the Certificates; Rebate
The City shall comply with requirements necessary under
code to establish and maintain the Certificates as tax- exempt
Under Section 103 thereof,, including without limitation
requirements relating'to temporary periods for investments, ;
limitations on amounts invested at a yield 'greater than the
yield on the Certificates, and the .rebate ,of exc
ess investment
earnin to the United States if the Certif icates , together
with other obligations reasonably expected to be issued and ►
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outstanding at one time in. "his calendar year, exceed: the
small- issuer exception amount of $5,000,000.' For purposes of
qualifying for the small bssuer exception to the federal
arbitrage reba a requirements, the City hereby finds,'
determines and declares that the aggregate face amount of all
_tax exempt Certificates `(other than private activity Bonds)
issued by the City (and all subordinate entities of the City)
during the calendar year'and outstanding at one time in which
the Certificates are issued is not reasonably expected to
exceed $5,000,000, all within the meaning of Section
th
148(f)(4)(C) of e, Code'.
1.
21. pesignaton of Qualified Tax- Exemp
Obligations In order to qualify the Certificates as
"qualified tax- exempt obligations" within the meaning of
,. Sectiont of the Code, the City hereby makes the
following factual statements and representations:
t1 M
(a) the Certificates are not "private activity
Bonds" as defined in Section 141 of the Code;
(b) the City hereby designates the
Certificates as "qualified tax - exempt ;
obligations" for purposes of Section 2.65(b)(3) of
} the Code;
(c) the reasonably anticipated.amount
of tax- exempt obligations (other than private
activity Bonds', treating qualified 501(c)(3')
z` Bonds as not "being private activity Bonds) which
will be issued by the City (and all subordinate
entities of the City) during this calendar_ year
c,. 1987 will not exceed $10,000,000; and
(d) not more than $10,000,000 of
obligations issued by the City during this
calendar year 1987 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. t
v'
22. Severability If any section, paeagr;aph or
provision of this resolution shall be held to be invalid or
unenforceable: for any reason, the invalidity or
unenforesability of such section, paragraph or provision shall
not affect any of the remaining provisions of 'this resolution; :}
> 23. Headings Headings in this,,resolution are included
for convenience of" reference only, and are not <a part hereof,.
//
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STATE Ot MINNtSOTA
COUNTY i �OF SCOTT
CITY PRIOR LAKE
I, he undersigned, being the duly qualified and
acting Manager of the City of Prior Lake, Minnesota, DO HEREBY
j
CERTIFY that I have compared the attached and foregoing
extract of minutes with the original thereof on file in my
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office, and that the same is a full, true and complete
transcript of the minutes of a meeting:.of °the&t - Council. of
said City, duly called and held on the date therein indicated,
insofar as such minutes relate to authorizing t1- issuance of
`
and,awarding` the sale of, $300,000 General Obligation`
J ' Equipment Certificates of 1987 of sa"d City.
�UITNESS my hand and the seal of said City this 4 6(
day' of _, 1987.
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(SEAL)
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