89-127 v
WHITE � UTV CLERK 56 T Council �h/I
PINK - FINANCE GITY OF SAINT PAUL �oT
C�A`IARV - DEPARTMEN.T /
BLUE - MAVOR File NO• � �
� Council Resolution �j�
Presented By
Referred To Committee: Date
Out of Committee B� Date
ACCEPTING BID ON SALE OF
$2,000,000 GENERAL OBLIGATION STREET IMPROVEMENT
S�ECIAL ASSESSMENT BONDS, SERIES 1989B,
AND PROVIDING FOR THEIR ISSIIANCE
WH REAS, the Director, Department of Finance
and Manageme t Services, has presented affidavits showing
publication f notice of the sale of $2 , 000, 000 General
Obligation S reet Improvement Special Assessment Bonds,
Series 1989B (the "Bonds" ) , of the City of Saint Paul,
Minnesota (t e "City" ) , for which bids were to be considered
at this meet ng in accordance with Resolution No. 89-14
adopted by t is Council on January 17 , 1989 , and approved
by the Mayor on January 18 , 1989 ; and the affidavits have
been examine , have been found to comply with the provisions
of Minnesota Statutes, Chapter 475, and have been approved
and ordered laced on file; and
WH REAS, the bids set forth on Exhibit A attached
hereto were eceived pursuant to the Official Terms of
Offering by he Director, Department of Finance and Management
Services, at the offices of �pringsted Incorporated at
� : 00 P.M. , C ntral Time, on February 13 , 1989 ; and
COUNCIL MEMBERS Requested by Department of:
Yeas Nays
Dimond
�� [n Favor
Goswitz
Rettman
sche;b�� ' _ Against BY
Sonnen
Wilson
Focm Approved by City Attorney
Adopted by Council: D�ate
Certified Passed by Council �iecretary BY
By
Approved by 14avor: Date Approved by Mayor for Submission to Council
By � BY
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' nance and
WH�REAS, the Director, Department of Fi
Management S�rvices , has advised this Council that the bid of
Piper, Jaffr�y & Hupwaod Incorporated was found to be the most
advantageous� and has recommended that said bid be accepted;
and i
WHiEREAS, the proceeds of the Bonds will finance
certain s�tre�et improvements to be specially assessed, for
which the Ci,'ty is proceeding pursuant to its Charter and not
Minnesota St��atutes , Chapter 429 ; and
WI�EREAS, the City has heretofore issued registered
obligations �in certificated form, and incurs substantial costs
associated with their printing and issuance, and substantial
continuing ttransaction costs relating to their payment,
transfer an�i exchange; and
W�iEREAS, the City has determined that significant
savings in �ransaction costs will result from issuing bonds in
"global boo�C-entry form" , by which bonds are issued in
�� ; certificateki form in large denominations, registered on the
b�oks of th City in the name of a depository or its nominee,
__. and held in�safekeeping and immobilized by such depository,
and such de�pository as part of the computerized national
securitiesiclearance and settlement system (the "National
System ) r�gisters transfers of ownership interests in the
bonds b m kin com uterized book entries on its own books and
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distribute� payments on the bonds to its Participants shown on
its books s the owners of such interests; and such
Participan�s and other banks, brokers and dealers
participating in the National System will do likewise (not as
agents of t�he City) if not the beneficial owners of the bonds;
and
� WHEREAS, "Participants" means those financial
institutio�s for whom the Depository effects book-entry
- transfers �nd pledges of securities deposited and immobilized
with the Depository; and
,'WHEREAS, Midwest Securities Trust Company, a limited
purpose trust company organized under the laws of the State of
Illinois, �or any of its successors or successors to its
functions ;hereunder (the "Depository" ) , will act as such
depositor� with respect to the Bonds except as set forth
below, an there is before this Council a form of letter
agreement ; (the "Depository Letter Agreement" ) setting forth
various m�tters relating to the Depository and its role with
respect t� the Bonds ; and
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W EREAS, the City will deliver the Bonds in the form
of one cert ' ficate per maturity, each representing the entire
principal a ount of the Bonds due on a particular maturity
date (each "Global Certificate" ) , which single certificate
per maturit may be transferred on the City' s bond register as
required by the Uniform Commercial Code, but not exchanged for
smaller den minations unless the City determines to issue
Replacement Bonds as provided below; and
WIEREAS, the City will be able to replace the
Depository �r under certain circumstances to abandon the
"global boo -entry form" by permitting the Global Certificates
to be excha ged for smaller denominations typical of ordinary
bonds regis ered on the City' s bond register; and "Replacement
Bonds" mean the certificates representing the Bonds so
authenticat d and delivered by the Bond Registrar pursuant to
paragraphs �6 and 12 hereof; and
W�iEREAS, "Holder" as used herein means the person in
whose name la Bond is registered on the registration books of
the City m intained by the City Treasurer or a successor
registrar ppointed as provided in paragraph 8 (the "Bond
Registrar" )'Ic
I�OW, THEREFORE, BE IT RESOLVED by the Council of the
City of Sai�nt Paul, Minnesota, as follows :
1 . Acceptance of Bid. The bid of Piper, Jaffray &
Hopwood In orporated (the "Purchaser" ) to purchase $2,000,000
General Ob igation Street Improvement Special Assessment
Bonds, Ser es 1989B, of the City (the "Bonds" , or individually
a "Bond" ) , � in accordance with the Official Terms of Offering
for the bo�nd sale, at the rates of interest hereinafter set
forth, and� to pay therefor the sum of $2 ,000, 000, plus
interest a�crued to settlement, is hereby found, determined
and declar�d to be the most favorable bid received and is
hereby acc�pted, and the Bonds are hereby awarded to said
bidder. T e Director, Department of Finance and Management
Services, r his designee, is directed to retain the deposit
of the Pur haser and to forthwith return to the unsuccessful
bidders th�eir good faith checks or drafts .
j2 . Title; Original Issue Date; Denominations;
Maturities�. T�he Bonds shall be titled "General Obligation
Street Im rovement Special Assessment Bonds , Series 1989B" ,
shall be c�ated March 1 , 1989 , as the date of original issue
and shall �be issued forthwith on or after such date as fully
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registered bolds . The Bonds shall be numbered from R-1
upward. Globlal Certificates shall each be in the denominati_on
� of the ent,ir �rincipal amount maturing on a single dat�; or, �
� � i°f a ortion�of said rinci al 'amount is re aid; said ���`"f
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principal am unt less .the_._,pz�.ps�_y.m��--'�eplacement Bonc�s , if
is`s'u��as�pr vided�� in paragraph 6 , shall be in t he denomi-
nation oF S5 000 each or in any integral multiple thereof of a
single matur ty. The Bonds s}tall mature on March 1 in the
years and am unts as follows :
Year Amount Year Amount
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1991 $125, 000 2001 $100, 000
1992 i 125 ,000 2002 100,000
1993 i 100, 000 2003 100 , 000
1994 100 , 000 2004 100, 000
1995 i 100 , 000 2005 100, 000
1996 100, 000 2006 100, 000
1997 100, 000 2007 100, 000
1998 � 100, 000 2008 100, 000
1999 100, 000 2009 75 , 000
2000 i 100 ,000 2010 75,000
3 � Purpose. The Bonds shall provide funds for the
constructiom of various street improvements (the "Improve-
ments " ) in �he City. The total cost of the Improvements,
which shall! include all costs enumerated in Minnesota
Statutes , S�ction 475 . 65, is estimated to be at least equal to
the amount {�f the Bonds . Work on the Improvements shall
proceed with due diligence to completion.
4�. Interest . The Bonds shall bear interest payable
semiannualliy on March 1 and September 1 of each year (each, an
"Interest Payment Date" ) , commencing September 1, 1989,
calculated �on the basis of a 360-day year of twelve 30-day
months, at �the respective rates per annum set forth opposite
the maturit�y years as follows :
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Maturity Yeair Interest Rate Maturity Year Interest Rate
1991 8 . 00� 2001 7 . 00�
1992 � 8 . 00 2002 7 . 00
1993 I 8 . 00 2003 7 . 05
1994 8 . 00 2004 7 . 10
1995 8 .00 2005 7 . 10
1996 7 . 50 2006 7 • 2�
1997 i 6 . 75 2007 7 • 20
1998 6 . 80 2008 7 • 25
1999 6 . 90 2009 7 . 25
2000 6 . 95 2010 � • 25
5�. Descri tion of the Global Certificates and
Global Book�-Entr S stem. Upon their original issuance the
Bonds will e issued i�i the form of a single Global Certifi-
cate for ea�h maturity, deposited with the Depository by the
Purchaser ah�d immobilized as provided in paragraph 6 . No
beneficial pwners of interests in the Bonds will receive
certificates representing their respective interests in the
Bonds exce�t as provided in paragraph 6 . Except as so
provided, uring the term of the Bonds , beneficial ownership
(and subsec�uent transfers of beneficial ownership) of
interests �n the Global Certificates will be reflected by book
entries ma�e on the records of the Depository and its
Participant}s and other banks, brokers, and dealers participat-
ing in thelNational System. The Depository' s book entries of
beneficial !ownership interests are authorized to be in
increments of $5, 000 of principal of the Bonds, but not
smaller in�rements, despite the larger authorized denomina-
tions of tlhe Global Certificates . Payment of principal of,
premium, i� any, and interest on the Global Certificates will
be made to ! the Bond Registrar as paying agent, and in turn by
the Bond R�gistrar to the Depository or its nominee as
registeredjowner of the Global Certificates, and the
Depositoryiaccording to the laws and rules governing it will
receive anli forward payments on behalf of the beneficial
owners of �the Global Certificates .
�ayment of principal of, premium, if any, and
interest o�n a Global Certificate may in the City' s discretion
be made by� such other method of transferring funds as may be
requestediby the Holder of a Global Certificate.
�6 . Immobilization of Global Certificates by the
De ositor • Successor De ositor • Re lacement Bonds . Pursuant
to the re uest of the Purchaser to the Depository, which
request i� required by the Official Terms of Offering,
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immediately� upon the original delivery of the Bonds the
Purchaser �ill deposit the Global Certificates representing
all of the Bonds with the Depository. The Global Certificates
shall be ir� typewritten form or otherwise as acceptable to the
Depository� shall be registered in the name of the Depository
�� or its nomi�nee and shall be held immobilized from c ' cu ation
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�`' at the off�.ces_ of the Depository on behalf �,of vtheCPurchaser �"'`}
4,^f . . . . .. - .... . ... .
`�and subseq�ent bondowners . The Deposit���..�,�o.��..nominee wi�
`h��.,�.h�.....�;.a1. _..la�o.ld��.f..�xeca�d...,�.f.,..�.th��oba1 Certificates an�no
investor o other party purchasing, selling or otherwise
transferri g ownership of interests in any Bond is to receive,
hold or de�iver any bond certificates so long as the
Depositorylholds the Global Certificates immobilized from
circulatio , except as provided below in this paragraph and in
paragraph �2 .
�ertificates evidencing the Bonds may not after
their original delivery be transferred or exchanged except:
( i) Upon registration of transfer of ownership of
a Glo�al Certificate, as provided in paragraph 12 ,
I ( ii) To any successor of the Depository (or its
nomin�e) or any substitute depository (a "substitute
deposjitory" ) designated pursuant to clause (iii) of this
subpa�agraph, provided that any successor of the
Depos tory or any substitute depository must be both a
"clea�ing corporation" as defined in the Minnesota
Unifo�m Commercial Code at Minnesota Statutes,
Sectilon 336 . 8-102, and a qualified and registered
"cleajring� agency" as provided in Section 17A of the
Secu�ities Exchange Act of 1934, as amended,
!( iii) To a substitute depository designated by and
accepltable to the City upon (a) the determination by the
Depo�itory that the Bonds shall no longer be eligible for
its c�epository services or (b) a determination by the
City that the Depository is no longer .able to carry out
its �unctions, provided that any substitute depository
must be qualified to act as such, as provided in clause
( ii) lof this subparagraph, or
I (iv) To those persons to whom transfer is
requ�sted in written transfer instructions in the event
thatj
(a) the Depository shall resign or discontinue
jits services for the Bonds and the City is unable to
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ocate a substitute depository within two ( 2 ) months
ollowing the resignation or determination of non-
liqibility, or
(b) upon a determination by the City in its
�ole discretion that ( 1) the continuation of the
l�ook-entry system described herein, which precludes
he issuance of certificates (other than Global
ertificates) to any Holder other than the
epository (or its nominee) , might adversely affect
�he interest of the beneficial owners of the Bonds,
r (2 ) that it is in the best interest of the
l�eneficial owners of the Bonds that they be able to
�btain certificated bonds,
in ei�her of which events the City shall notify Holders
of it determination and of the availability of
certi icates (the "Replacement Bonds" ) to Holders
reque ting the same and the registration, transfer and
excha�ge of such Bonds will be conducted as provided in
parag�aphs 9B and 12 hereof .
n the event of a succession of the Depository as
may be aut orized by this paragraph, the Bond Registrar upon
presentati n of Global Certificates shall register their
transfer tp the substitute or successor depositories, and the
substitute or successor depository shall be treated as the
Depositorylfor all purposes and functions under this
resolution�. The Depository Letter Agreement shall not apply
to a substiitute or successor depository unless the City and
the substi�tute or successor depository so agree, and a simi�ar
agreementimay be entered into.
I7 . Redemption. All Bonds maturing in the years
2000 to 2d10, both inclusive, shall be subject to redemption
and prepay�ment at the option of the City on March 1, 1999, and
on any in�erest payment date thereafter at a price of par plus
accrued i terest. Redemption may be in whole or in part of
the Bonds subject to prepayment. If redemption is in part,
those Bon s remaining unpaid which have the latest maturity
date shal be prepaid first; and if only part of the Bonds
having a c�ommon maturity date are called for prepayment, the
Global Ce�tificates may be prepaid in $5,000 increments of
principal and, if applicable, the specific Replacement Bonds
to be pre�aid shall be chosen by lot by the Bond Registrar.
Bonds or ortions thereof called for redemption shall be due
and payab�e on the redemption date, and interest thereon shall
cease to �ccrue from and after the redemption date.
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Upon a reduction in the aggregate principal amount
of a Glob 1 Certificate, the Holder may make a notation of
such rede ption on the panel provided on the Globa�
Certifica e stating the amount so redeemed, or may return the
Global Ce tificate to the Bond Registrar in exchange for a new
Global Ce tificate authenticated by the Bond Registrar, in
proper pr'ncipal amount. Such notation, if made by the
Holder, s all be for reference only, and may not be relied
upon by a y other person as being, in any way determinative of
the princ 'pal amount of such Global Certificate outstanding,
unless th Bond Registrar has signed the appropriate column of
the panel .
To effect a partial redemption of Replacement Bonds
having a ommon maturity date, the Bond Registrar prior to
giving no ice of redemption shall assign to each Replacement
Bond havi g a common maturity date a distinctive number for
each $5, 0 0 of the principal amount of such Replacement Bond.
The Bond egistrar shall then select by lot, using such method
of select on as it shall deem proper in its discretion, from
the numbe s so assigned to such Replacement Bonds, as many
numbers a , at $5, 000 for each number, shall equal the
principal � amount of such Replacement Bonds to be redeemed.
The Repla�ement Bonds to be redeemed shall be the Replacement
Bonds to hich were assigned numbers so selected; provided,
however, hat only so much of the principal amount of each
such Repl cement Bond of a denomination of more than $5,000
shall be edeemed as shall equal $5,000 for each number
assigned �o it and so selected.
If a Replacement Bond is to be redeemed only in
part, it hall be surrendered to the Bond Registrar (with, if
the City r Bond Registrar so requires, a written instrument
of transf r in form satisfactory to the City and Bond
Registrar duly executed by the Holder thereof or his, her or
its attor ey duly authorized in writing) and the City shall
execute ( f necessary) and the Bond Registrar shall
authentic�te and deliver to the Holder of such Replacement
Bond, wit out service charge, a new Replacement Bond or Bonds
of the same series having the same stated maturity and
interest ate and of any authorized denomination or
denominat�ons, as requested by such Holder, in aggregate
principal amount equal to and in exchange for the unredeemed
portion o� the principal of the Bond so surrendered.
The Bond Registrar shall call Bonds for redemption
and payme$�t as herein provided upon receipt by the Bond
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Registrar at least forty-five ( 45) days prior to the
redemptio date of a request of the City, in written form if
the Bond egistrar is other than a City officer. Such request
shall spe ify the principal amount of Bonds to be called for
redemptio and the redemption date.
Published notice of redemption shall in each case be
given in ccordance with law, and mailed notice of redemption
shall be iven to the paying agent ( if other than a City
officer) nd to each affected Holder. If and when the City
shall cal any of the Bonds for redemption and payment prior
to the st ted maturity thereof, the Bond Registrar shall give
written n tice in the name of the City of its intention to
redeem an pay such Bonds at the office of the Bond Registrar.
Notice of redemption shall be given by first class mail,
postage p epaid, mailed not less than thirty ( 30) days prior
to the re�emption date, to each Holder of Bonds to be
redeemed, at the address appearing in the Bond Register. All
notices o� redemption shall state:
(a) The redemption date;
(b) The redemption price;
(c) If less than all outstanding Bonds are to be
redeemed, the identification (and, in the case
of partial redemption, the respective principal
amounts) of the Bonds to be redeemed;
(d) That on the redemption date, the redemption
price will become due and payable upon each
such Bond, and that interest thereon shall
cease to accrue from and after said date; and
(e) The place where such Bonds are to be
surrendered for payment of the redemption price
(which shall be the office of the Bond
Registrar) .
Notices to Midwest Securities Trust Company or its
nominee s all contain the CUSIP numbers of the Bonds . If
there are�any Holders of the Bonds other than the Depository
or its nominee, the Bond Registrar shall use its best efforts
to delive any such notice to the Depository on the business
day next �receding the date of mailing of such notice to all
other Hol�ers .
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8 . Bond Registrar. The Treasurer of the City is
appointed o act as bond registrar and transfer agent with
respect to the Bonds (the "Bond Registrar" ) , and shall do so
unless an until a successor Bond Registrar is duly appointed.
A successor Bond Registrar shall be an officer of the City or
a bank or trust company eligible for designation as bond
registrar pursuant to Minnesota Statutes, Chapter 475, and may
be appointed pursuant to any contract the City and such
successorlBond Registrar shall execute which is consistent
herewith. ' The Bond Registrar shall also serve as paying agent
unless anc� until a successor paying agent is duly appointed.
Principal ;and interest on the Bonds shall be paid to the
Holders ( r record holders) of the Bonds in the manner set
forth in t�he forms of Bond and paragraph 14 of this
resolutio .
�9 . Forms of Bond. The Bonds shall be in the form
of G1obal�Certificates unless and until Replacement Bonds are
made avai able as provided in paragraph 6 . Each form of bond
may conta''n such additional or different terms and provisions
as to the form of payx�ent, record date, notices and other
matters a are consistent with the Depository Letter Agreement
and appro�ed by the City Attorney.
A. Global Certificates . The Global Certificates,
together �ith the Certificate of Registration, the Register of
Partial P yments, the form of Assignment and the registration
informati n thereon, shall be in substantially the following
form and �iay be typewritten rather than printed:
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
FiAMSEY COUNTY
CITY OF SAINT PAUL
R- $
GENERAL OBLIGATION STREET IMPROVEMENT
SPECIAL ASSESSMENT BOND, SERIE5 1989B
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSUE CUSIP
March 1, March 1, 1989
REGISTEREDiOWNER:
PRINCIPAL �MOUNT: DOLLARS
�CNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, Ramsey County, Minnesota (the "Issuer" or "City" ) ,
certifies 'that it is indebted and for value received promises
to pay to ,the registered owner specified above or on the
certifica e of registration below, or registered assigns, in
the manne� hereinafter set forth, the principal amount
specified above, on the maturity date specified above, unless
called fo earlier redemption, and to pay interest thereon
semiannualjly on March 1 and September 1 of each year (each, an
"InterestlPayment Date" ) , commencing September 1, 1989, at the
rate per nnum specified above (calculated on the basis of a
360-day y�ar of twelve 30-day months) until the principal sum
is paid o has been provided for. This Bond will bear
interest �rom the most recent Interest Payment Date to which
interest as been paid or, if no interest has been paid, from
the date �f original issue hereof . The principal of and
premium, f any, on this Bond are payable by check or draft in
next day �unds or its equivalent (or by wire transfer in
immediatel;y available funds if payment in such form is
necessarylto meet the timing requirements below) upon
presentat'on and surrender hereof at the principal office of
the Treas�rer of the Issuer in Saint Paul, Minnesota (the
"Bond Reg' strar" ) , acting as paying agent, or any successor
paying ag�nt duly appointed by the Issuer; provided, however,
that uponia partial redemption of this Bond which results in
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the stated amount hereof being reduced, the Holder may in its
discretion be paid without presentation of this Bond, which
payment shall be received no later than 12 :00 noon, Chicago,
Illinois, time, and may make a notation on the panel provided
herein of such redemption, stating the amount so redeemed, or
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`'' , may retur the Bond to the Bond Re�istrar..in,�exchange for a
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;;;� __.-- ' new Bond �in' tfie proper principal amount. Such notation, if
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made by t e Holder, shall be for reference onlx, _and ma�__not
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e re7:ie�� upon by any other person as being ^in any way
determina ive of the principal amount of this Bond outstand-
ing, unles�s the Bond Registrar has signed the appropriate
column of ;the panel . Interest on this Bond will be paid on
each Inte est Payment Date by check or draft in next day funds
or its eq�ivalent mailed (or by wire transfer in immediately
available funds if payment in such form is necessary to meet
the timinc� requirements below) to the person in whose name
this Bond is registered (the "Holder" or "Bondholder" ) on the
registrati�on books of the Issuer maintained by the Bond
Registrar �and at the address appearing thereon at the close of
business n the fifteenth calendar day preceding such Interest
Payment D te (the "Regular Record Date" ) . Interest payments
shall be eceived by the Holder no later than 12 :00 noon,
Chicago, llinois, time; and principal and premium payments
shall be eceived by the Holder no later than 12 :00 noon,
Chicago, llinois, time, if the �ond is surrendered for
payment e ough in advance to permit payment to be made by such
time. An interest not so timely paid shall cease to be
payable t the person who is the Holder hereof as of the
Regular R cord Date, and shall be payable to the person who is
the Holde hereof at the close of business on a date (the
"Special ecord Date" ) fixed by the Bond Registrar whenever
money bec mes available for payment of the defaulted interest.
Notice of the Special Record Date shall be given to Bond-
holders n t less than ten days prior to the Special Record
Date. Th principal of and premium, if any, and interest on
this Bond are payable in lawful money of the United States of
America.
IDate of Payment Not Business Day. If the date for
payment of the principal of, premium, if any, or interest on
this Bond shall be a Saturday, 5unday, legal holiday or a day
on which l�anking institutions in the City of Chicago,
Illinois, ior the city where the principal office of the Bond
Registrar is located are authorized by law or executive order
to close, then the date for such payment shall be the next
succeedin day which is not a Saturday, Sunday, legal holiday
or a day �n which such banking institutions are authorized to
close, and payment on such date shall have the same force and
effect as if made on the nominal date of payment.
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edem tion. Al1 Bonds of this issue maturing in the
years 2000 to 2010, both inclusive, are subject to redemption
and prepa ent at the option of the Issuer on March 1, 1999,
and on any Interest Payment Date thereafter at a price of par
plus accru d interest. Redemption may be in whole or in part
of the Bon s subject to prepayment. If redemption is in part,
those Bond remaining unpaid which have the latest maturity
date shall be prepaid first; and if only part of the Bonds
having a c mmon maturity date are called for prepayment, this
Bond may b prepaid in $5,000 increments of principal . Bonds
or portions thereof called for redemption shall be due and
payable onithe redemption date, and interest thereon shall
cease to a�CCrue from and after the redemption date.
INotice of Redemption. Published notice of redemp-
tion shallI in each case be given in accordance with law, and
mailed notJice of redemption shall be given to the paying agent
( if otherithan a City officer) and to each affected Holder of
the Bonds . In the event any of the Bonds are called for
redemptior�, written notice thereof will be given by first
class mai� mailed not less than thirty ( 30) days prior to the
redemptio date to each Holder of Bonds to be redeemed. In
connectio with any such notice, the "CUSIP" numbers assigned
to the Bo�ds shall be used.
Replacement or Notation of Bonds after Partial
Redem tio . Upon a partial redemption of this Bond which
results i the stated amount hereof being reduced, the Holder
may in it� discretion make a notation on the panel provided
herein of 'such redemption, stating the amount so redeemed.
Such nota�.ion, if made by the Holder, shall be for reference
only, andlmay not be relied upon by any other person as being
in any wa determinative of the principal amount of the Bond
outstandir�g, unless the Bond Registrar has signed the
appropriat�e column of the panel . Otherwise, the Holder may
surrender this Bond to the Bond Registrar (with, if the Issuer
or Bond R gistrar so requires, a written instrument of
transfer n form satisfactory to the Issuer and Bond Registrar
duly exec ted by the Holder thereof or his, her or its
attorney �uly authorized in writing) and the Issuer shall
execute ( f necessary) and the Bond Registrar shall
authentic te and deliver to the Holder of such Bond, without
service c�iarge, a new Bond of the same series having the same
stated ma�urity and interest rate and of the authorized
denominat"on in aggregate principal amount equal to and in
exchange �or the unredeemed portion of the principal of the
Bond so st�rrendered.
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ssuance• Pur ose• General Obli ation. This Bond is
one of an ssue in the total principal amount of $2 ,000, 000,
all of lik date of original issue and tenor, except as to
number, ma urity, interest rate, denomination and redemption
privilege, which Bond has been issued pursuant to and in full
conformityiwith the Constitution and laws of the State of
Minnesota �nd the Charter of the Issuer, and pursuant to a
resolution adopted by the City Council of the Issuer on
February 1�, 1989 (the "Resolution" ) , for the purpose of
providing oney to finance the construction of various street
improvemen�s in the City. This Bond is payable out of a
special ac�ount relating to the Bonds in the General
Obligation Special Assessments -- Streets Debt Service Fund of
the Issuer! This Bond constitutes a general obligation of the
Issuer, an�l to provide moneys for the prompt and full payment
of its prificipal, premium, if any, and interest when the same
become due, the full faith and credit and taxing powers of the
Issuer hav� been and are hereby irrevocably pledged.
�enominations; Exchanqe; Resolution. The Bonds are
issuable o iginally only as Global Certificates in the
denominati n of the entire principal amount of the issue
maturing o a single date, or, if a portion of said principal
amount is repaid, said principal amount less the prepayment.
Global Cer�tificates are not exchangeable for fully registered
bonds of smaller denominations except to evidence a partial
prepaymentlor in exchange for Replacement Bonds if then
available.j Replacement Bonds, if made available as provided
below, are issuable solely as fully registered bonds in the
denominatibns of $5,000 and integral multiples thereof of a
single mat�urity and are exchangeable for fully registered
Bonds of other authorized denominations in equal aggregate
principal lamounts at the principal office of the Bond
Reqistrar,j but only in the manner and subject to the
limitatio s provided in the Resolution. Reference is hereby
made to t�e Resolution for a description of the rights and
duties of jthe Bond Registrar. Copies of the Resolution are on
file in tl�e principal office of the Bond Registrar.
IReplacement Bonds . Replacement Bonds may be issued
by the Iss�uer in the event that:
I (a) the Depository shall resign or discontinue its
servi�ces for the Bonds, and only if the Issuer is unable
to 1qcate a substitute depository within two ( 2 ) months
folldwing the resignation or determination of non-
eligi�bility, or
,
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(b) upon a determination by the Issuer in its sole ---
disc etion that ( 1) the continuation of the book-entry
syst m described in the Resolution, which precludes the
issu nce of certificates (other than Global Certificates)
to a y Holder other than the Depository (or its nominee) ,
migh adversely affect the interest of the beneficial
owne' s of the Bonds, or ( 2) that it is in the best
inte est of the beneficial owners of the Bonds that they
be a le to obtain certificated bonds .
Transfer. This Bond shall be registered in the name
of the pa ee on the books of the Issuer by presenting this
� Bond for registration to the Bond Registrar, who will endorse
� �P p y , � of re�istration
.,
,: olsa`s�.�e""�}i�lnameaof"���He nateetin t�ieecertificate of �� "" -
��`�, ' registrat on attached hereto Thereafter this Bond ��b�
�transferr d b�,_deliver� with an assic�nment xdu��executed by
t�ie�Ho1 e or his, her or its legal representatives, and the
Issuer an Bond Registrar may treat the Holder as the person
exclusive�y entitled to exercise all the rights and powers of
an owner �zntil this Bond is presented with such assignment for
registrat on of transfer, accompanied by assurance of the
nature pr vided by law that the assignment is genuine and
effective and until such transfer is registered on said books
and noted hereon by the Bond Registrar, all subject to the
terms and conditions provided in the Resolution and to
reasonabl� regulations of the Issuer contained in any
agreement with, or notice to, the Bond Registrar. Transfer of
this Bond' may, at the direction and expense of the Issuer, be
subject t certain other restrictions if required to qualify
this Bond as being "in registered form" within the meaning of
Section 1 9 (a) of the federal Internal Revenue Code of 1986,
as amende .
' Fees upon Transfer or Loss . The Bond Registrar may
require p' yment of a sum sufficient to cover any tax or other
governmen al charge payable in connection with the transfer or
exchange f this Bond and any legal or unusual costs regarding
transfers and lost Bonds .
Treatment of Registered Owner. The Issuer and Bond
Registrar, may treat the person in whose name this Bond is
registere as the owner hereof for the purpose of receiving
payment a herein provided (except as otherwise provided with
respect t the Record Date) and for all other purposes,
whether o not this Bond shall be overdue, and neither the
Issuer nor the Bond Registrar shall be affected by notice to
the contrary.
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A thentication. This Bond shall not be valid or
become obli atory for any purpose or be entitled to any
security un ess the Certificate of Authentication hereon shall
have been e ecuted by the Bond Registrar.
N t ualified Tax-Exem t Obli ations . The Bonds
have not be n designated by the Issuer as "qualified
tax-exempt bligations" for purposes of Section 265(b) ( 3) of
the federaliInternal Revenue Code of 1986, as amended.
I'� IS HEREBY CERTIFIED AND RECITED that all acts,
conditions nd things required by the Constitution and laws of
the State o� Minnesota and the Charter of the Issuer to be
done, to ha�pen and to be performed, precedent to ar�d in the
issuance ofithis Bond, have been done, have happened and have
been perfortned, in regular and due form, time and manner as
required by� law, and this Bond, together with all other debts
of the Issuier outstanding on the date of original issue hereof
and on the �date of its issuance and delivery to the original
purchaser, idoes not exceed any constitutional or statutory or
Charter li�itation of indebtedness .
�N WITNESS WHEREOF, the City of Saint Paul, Ramsey
County, Mir�nesota, by its City Council has caused this Bond to
be sealed vbith its official seal and to be executed on its
behalf by t�he photocopied facsimile signature of its Mayor,
attested b� the photocopied facsimile signature of its Clerk,
and counte signed by the photocopied facsimile signature of
its Direct�r, Department of Finance and Management 5ervices.
;
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Date of Regi tration: Registrable by:
Payable at:
BOND REGISTRIAR' S CITY OF SAINT PAUL,
CERTIFICATEiOF RAMSEY COUNTY, MINNESOTA
AUTHENTICAT�iON
This Bond is one of the
Bonds descri�bed in the
Resolution �entioned Mayor
within. �
.
� Attest.
.
City Clerk
.
Bond Registl ar
.
B ' Countersigned.
Y
Authoriz d Signature
Director, Department of Finance
and Mana ement Services
9
(SEAL) i
Im rovement S ecial Assessment Bond
General Ob�igation Street p p ,
Series 198�B, No. R-
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CERTIFICATE OF REGISTRATION
The trans�`er of ownership of the principal amount of the
attached $ond may be made only by the registered owner or his,
her or it� legal representative last noted below.
DATE OF SIGNATURE OF
REGISTRAT�ON REGISTERED OWNER BOND REGISTRAR
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REGISTER OF PARTIAL PAYMENTS
The princi al amount of the attached Bond has been prepaid on
the dates nd in the amounts noted below:
Signature of Signature of
Date I Amount Bondholder Bond Registrar
�
�
If a notalion is made on this register, such notation has the
effect st�ted in the attached Bond. Partial payments do not
require tt�e presentation of the attached Bond to the Bond
Registrar� and a Holder could fail to note the partial payment
here.
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ABBREVIATIONS
The f llowing abbreviations, when used in the inscription
on the fac of this Bond, shall be construed as though they
were writt n out in full according to applicable laws or
regulation :
TEN COM - s tenants in common
TEN ENT - s tenants by the entireties
JT TEN - a� joint tenants with right of survivorship
a�d not as tenants in common
UTMA - as custodian for
(�ust) (Minor)
und�r the Uniform Transfers
(State)
to Minors Act
IAdditional abbreviations may also be used
though not in the above list.
,
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ASSIGNMENT
,For value received, the undersigned hereby sells,
assigns a d transfers unto
the within Bond and does
hereby ir evocably constitute and appoint
attorney o transfer the Bond on the books kept for the
registrat 'on 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 o by a brokerage firm having a membership in one of
the major�stock exchanges .
�The Bond Registrar will not effect transfer of this
Bond unle s the information concerning the transferee
requested below is provided.
Name and Address:
( Include information for. all joint owners
i if the Bond is held by joint account. )
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Re lacement Bonds . If the City has notified
Holders th t Replacement Bonds have been made available as
provided i paragraph 6, then for every Bond thereafter
transferre or exchanged ( including an exchange to reflect the
partial pr payment of a Global Certificate not previously
exchanged or Replacement Bonds) the Bond Registrar shall
deliver a ertificate in the form of the Replacement Bond
rather tha the Global Certificate, but the Holder of a Global
Certificat� shall not otherwise be required to exchange the
Global Cer�ificate for one or more Replacement Bonds since the
City recog izes that some bondholders may prefer the
convenienc� of the Depository' s registered ownership of the
Bonds evenithough the entire issue is no longer required to be
in global �ook-entry form. The Replacement Bonds, together
with the B nd Registrar' s Certificate of Authentication, the
form of As�ignment and the registration information thereon,
shall be i� substantially the following form:
.
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UNITED STATE5 OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
R- $
I GENERAL OBLIGATION STREET IMPROVEMENT
SPECIAL ASSESSMENT BOND, SERIES 1989B
INTERESTI MATURITY DATE OF
RATE I DATE ORIGINAL ISSUE CUSIP
March 1, 1989
,
REGISTEREDIOWNER:
PRINCIPAL �MOUNT: DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul Ramsey County, Minnesota (the "Issuer" or "City" ) ,
certifies hat it is indebted and for value received promises
to pay to he registered owner specified above, or registered
assigns, i the manner hereinafter set forth, the principal
amount spe�ified above, on the maturity date specified above,
unless cal ed for earlier redemption, and to pay interest
thereon se�iannually on March 1 and September 1 of each year
(each, an "Interest Payment Date" ) , commencing September 1,
1989 , at t e rate per annum specified above (calculated on the
basis of a 360-day year of twelve 30-day months) until the
principal �um is paid or has been provided for. This Bond
will bear interest from the most recent Interest Payment Date
to which i�nterest has been paid or, if no interest has been
paid, fro� the date of original issue hereof . The principal
of and pre�nium, 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
appointedjby the Issuer. Interest on this Bond will be paid
on each Ir�terest Payment Date by check or draft mailed to the
person inlwhose name this Bond is registered (the "Holder" or
"Bondhold r" ) on the registration books of the Issuer
maintaine� by the Bond Registrar and at the address appearing
thereon at� the close of business on the fifteenth calendar day
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preceding s�ch Interest Payment Date (the "Regular Record
Date" ) . An interest not so timely paid shall cease to be
payable to he person who is the Holder hereof as of the
Regular Rec rd Date, and shall be payable to the person who is
the Holder ereof at the close of business on a date (the
"Special Re ord Date" ) fixed by ,the .Bond, .�teg,�.�.tra�...,wher�ever:,,.,,,.
`` money becom s available for �ayment of the defaulted interest`�
: ..,_w.�._.... ._,.., , , ._.,�.w .._.n,,.
: �,,,,.-,'�fotice of'`t e Special4�Record Date shall be_ ,qiven,_to ____ ._,�� _,_,_�w,..�
� � Bondholders�„no�,_...a.,es.s� than ten days prior to the Special Record
�13a�e. ��T�ie �rincipal of and premium, if any, and interest on
this Bond a�e payable in lawful money of the United States of
America. I
R FERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS
OF THIS BON SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS
SHALL FOR L PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH
HERE.
IIT IS HEREBY CERTIFIED AND RECITED that all acts,
conditionsland things required by the Constitution and laws of
the State f Minnesota and the Charter of the Issuer to be
done, to h ppen and to be performed, precedent to and in the
issuance o this Bond, have been done, have happened and have
been perfo med, in regular and due form, time and manner as
required b law, and this Bond, together with all other debts
of the Iss�}er outstanding on the date of original issue hereof
and on thejdate of its issuance and delivery to the original
purchaser, ldoes not exceed any constitutional or statutory or
Charter li�itation of indebtedness .
N WITNESS WHEREOF, the City of Saint Paul, Ramsey
County, Mi nesota, by its City Council has caused this Bond to
be sealed ith its official seal or a facsimile thereof and to
be execute�l on its behalf by the original or facsimile
signature pf its Mayor, attested by the original or facsimile
signature Q�f its Clerk, and countersigned by the original or
facsimile �ignature of its Director, Department of Finance and
ManagementlServices .
�
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Date of Reg�.stration: Registrable by:
Payable at:
BOND REGIST�tAR' S CITY OF SAINT PAUL,
CERTIFICATEIOF RAMSEY COUNTY, MINNESOTA
AUTHENTICAT�ON
This Bond ifi one of the
Bonds descr�bed in the
Resolution �nentioned Mayor
within.
Attest:
, City Clerk
Bond Regist�rar
By I Countersigned:
Authoriz d Signature
Director, Department of Finance
and Management Services
�SE�)
�
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' ON REVERSE OF BOND
ate of Pa ent Not Business Da . If the date for
payment of the principal of, premium, if any, or interest on
this Bond hall be a Saturday, Sunday, legal holiday or a day
on which b nking institutions in the City of Chicago,
Illinois, r the city where the principal office of the Bond
Registrar s located are authorized by law or executive order
to close, hen the date for such payment shall be the next
succeedingI day which is not a Saturday, Sunday, legal holiday
or a day oi� which such banking institutions are authorized to
close, and payment on such date shall have the same force and
effect as �f made on the nominal date of payment.
�edemption. Al1 Bonds of this issue maturing in the
years 2000I to 2010, both inclusive, are subject to redemption
and prepaytnent at the option of the Issuer on March 1, 1999,
and on any Interest Payment Date thereafter at a price of par
plus accru�d interest. Redemption may be in whole or in part
• of the Bon�s subject to prepayment. If redemption is in part,
those Bond remaining unpaid which have the latest maturity
date shall be prepaid first; and if only part of the Bonds
having a c�pmmon maturity date are called for prepayment, the
specific Bpnds to be prepaid shall be chosen by lot by the
Bond Regis�trar. 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.
otice of Redem tion. Published notice of
redemptio shall in each case be given in accordance with law,
and mailec� notice of redemption shall be given to the paying
agent ( if lother than a City officer) and to each affected
Holder of the Bonds . In the event any of the Bonds are called
for redemp�tion, written notice thereof will be given by first
class mail; mailed not less than thirty ( 30) days prior to the
redemptior� date to each Holder of Bonds to be redeemed. In
connectior� with any such notice, the "CUSIP" numbers assigned
to the Bor�ds shall be used.
Selection of Bonds for Redemption. To effect a
partial r�demption of Bonds having a common maturity date, the
Bond Regi trar shall assign to each Bond having a common
maturity �ate a distinctive number for each $5,000 of the
principal 'amount of such Bond. The Bond Registrar shall then
select byllot, using such method of selection as it shall deem
proper iniits discretion, from the numbers assigned to the
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Bonds, as m�ny numbers as, at $5,000 for each number, shall
equal the p�incipal amount of such Bonds to be redeemed. The
Bonds to be � redeemed shall be the Bonds to which were assigned
numbers so elected; provided, however, that only so much of
the princip�l amount of such Bond of a denomination of more
than $S, OOOjshall be redeemed as shall equal $5, 000 for each
number assi ned to it and so selected. If a Bond is to be
redeemed on y in part, it shall be surrendered to the Bond
Registrar ( ith, if the Issuer or Bond Registrar so requires,
a written i{�strument of transfer in form satisfactory to the
Issuer and �ond Registrar duly executed by the Holder thereof
or his, herior its attorney duly authorized in writing) and
the Issuer �hall execute ( if necessary) and the Bond Registrar
shall authe ticate and deliver to the Holder of such Bond,
without serjvice charge, a new Bond or Bonds of the same series
having the isame 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 un�jedeemed portion of the principal of the Bond so
surrendered.
�ssuance; Purpose; General Obligation. This Bond is
one of an i�ssue in the total principal amount of $2 ,000, 000,
all of lik� date of original issue and tenor, except as to
number, matturity, 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 �nd the Charter of the Issuer, and pursuant to a
resolution� adopted by the City Council of the Issuer on
February 1 , 1989 (the "Resolution" ) , for the purpose of
providing oney to finance the construction of various street
�•� improvemen s in the City. This Bond is payable out of a
special ac�ount re ating to the Bonds in the General _._ _,_...._ . . �..,
_...__,
'he IssuerT This Bond constitutes„ a general, obligation of tof�
Obligationi__Special ssessments Streets Debt Service Fund
�`` Issuer, an�i to provide moneys} for the prompt and full payme he_�
nt
of its pri}�cipal, premium, if any, and interest when the same
become due�, the full faith and credit and taxing powers of the
Issuer havle been and are hereby irrevocably pledged.
�Denominations; Exchange; Resolution. The Bonds are
issuable sjolely as fully registered bonds in the denominations
of $S, OOOiand integral multiples thereof of a single maturity
and are e�dchangeable for fully registered Bonds of other
authorizec� denominations in equal aggregate principal amounts
at the pr'ncipal office of the Bond Registrar, but only in the
manner an� subject to the limitations provided in the
Resolutiori. Reference is hereby made to the Resolution for a
27
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descri tiqn of the rights and duties of the Bond Registrar.
P
Copies of the Resolution are on file in the principal office
of the Bo d Registrar.
� der
,Transfer. This Bond is transferable by the Hol
in person or by his, her or its attorney duly authorized in
writing a the principal office of the Bond Registrar upon
presentation and surrender hereof to the Bond Registrar, all
subject t the terms and conditions provided in the Resolution
and to reasonable regulations of the Issuer contained in any
agreement ith, or notice to, the Bond Registrar. Thereupon
the Issue shall execute and the Bond Registrar shall
authenticate and deliver, in exchange for this Bond, one or
more new f� lly registered Bonds in the name of the transferee
(but not r�egistered 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., Whenever ownership of this Bond should be
transferre under any other circumstances or be registered in
nominee na�e only, the registered owner of the Bond shall, if
and to the�, extent required to qualify this Bond as being "in
registered' form" within the meaning of Section 149 (a) of the
federal In�ernal Revenue Code of 1986, as amended, and at the
direction nd expense of the Issuer, maintain for the Issuer a
record of !the actual owner of the Bonds .
ees u on Transfer or Loss . The Bond Registrar may
require pa ent of a sum sufficient to cover any tax or other
government 1 charge payable in connection with the transfer or
exchange o� this Bond and any legal or unusual costs regarding
transfers nd lost Bonds .
reatment of Registered Owner. 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 revers side hereof with respect to the Record Date) and
for ail other purposes, whether or not this Bond shall be
overdue, a�d neither the Issuer nor the Bond Registrar shall
be affecte by notice to the contrary.
Authentication. This Bond shall not be valid or
become obl 'gatory for any purpose or be entitled to any
security u less the Certificate of Authentication hereon shall
have been xecuted by the Bond Registrar.
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t ualified Tax-Exem t Obli ations . The Bonds
have not b en designated by the Issuer as "qualified
tax-exempt obligations" for purposes of Section 265(b) ( 3) of
the federa Internal Revenue Code of 1986 , as amended.
ABBREVIATIONS
The following abbreviations, when used in the
inscriptior� on the face of this Bond, shall be construed as
though the�► were written out in full according to applicable
laws or rec�ulations :
TEN COM - �s tenants in common
TEN ENT - �s tenants by the entireties
JT TEN - a� joint tenants with right of survivorship
at�d not as tenants in common
UTMA - as custodian for
( ust) (Minor)
und�r the Uniform Transfers
(State)
to �Iinors Act
!Additional abbreviations may also be used
though not in the above list.
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' ASSIGNMENT
or value received, the undersigned hereby sells,
assigns an transfers unto
the within Bond and does
hereby irr vocably constitute and appoint
attorney t transfer the Bond on the books kept for the
registrati n 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 uaranteed:
Signature( ) must be guaranteed by a national bank or trust
company or by a brokerage firm having a membership in one of
the major tock exchanges .
he Bond Registrar will not effect transfer of this
Bond unles the information concerning the transferee
requested elow is provided.
,
Name and Address:
( Include information for all joint owners
, if the Bond is held by joint account . )
I
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1 . Execution. The Bonds shall be executed on
behalf of t e City by the signatures of its Mayor, Clerk and
Director, D partment of Finance and Management Services, each
with the ef ect noted on the forms of the Bonds, and be sealed
with the se l of the City; provided, however, that the seal of
the City ma be a printed or photocopied facsimile; and
provided fu ther that any of such signatures may be printed or
photocopied facsimiles and the corporate seal may be omitted
on the Bond as permitted by law. In the event of disability
or resignat�on or other absence of any such officer, the Bonds
may be sign d by the manual or facsimile signature of that
officer who may act on behalf of such absent or disabled
officer. I case any such officer whose signature or
facsimile o$ whose signature shall appear on the Bonds shall
cease to be such officer before the delivery of the Bonds,
such signat re or facsimile shall nevertheless be valid and
sufficient or all purposes, the same as if he or she had
remained in 'office until delivery.
1 . Authentication; Date of Registration. No Bond
shall be va id or obligatory for any purpose or be entitled to
any securit� or benefit under this resolution unless a
Certificate of Authentication on such Bond, substantially in
the form he einabove set forth, shall have been duly executed
by an autho ized representative of the Bond Registrar.
Certificate� of Authentication on different Bonds need not be
signed by t �e same person. The Bond Registrar shall
authenticat the signatures of officers of the City on each
Bond by exe ution of the Certificate of Authentication on the
Bond and by inserting as the date of registration in the space
provided th date on which the Bond is authenticated. For
purposes of delivering the original Global Certificates to the
Purchaser, he Bond Registrar shall insert as the date of
registratio the date of original issue, which date is
March 1, 19 9 . The Certificate of Authentication so executed
on each Bon shall be conclusive evidence that it has been
authenticat d and delivered under this resolution.
1� . Registration; Transfer; Exchange. The City
will cause �o be kept at the principal office of the Bond
Registrar a bond register in which, subject to such reasonable
regulations ; as the Bond Registrar may prescribe, the Bond
Registrar s all provide for the registration of Bonds and the
registratio of transfers of Bonds entitled to be registered
or transfer ed as herein provided.
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A lobal Certificate shall be registered in the name
of the payee on the books of the Bond Registrar by presenting
the Global C rtificate for registration to the Bond Registrar,
who will en rse his or her name and note the date of
registratior� opposite the name of the payee in the certificate
of registra ion on the Global Certificate. Thereafter a
Global Cert�ficate may be transferred by delivery with an
assignment uly executed by the Holder or his, her or its
legal repre entative, and the City and Bond Registrar may
treat the H lder as the person exclusively entitled to
exercise all� the rights and powers of an owner until a Global
Certificate �is presented with such assignment for registration
of transfer� accompanied by assurance of the nature provided
by law that �the assignment is genuine and effective, and until
such transf�r is registered on said books and noted thereon by
the Bond Rec�istrar, all subject to the terms and conditions
provided inithe Resolution and to reasonable regulations of
the City co�tained in any agreement with, or notice to, the
Bond Regist�ar.
I
T�ansfer of a Global Certificate may, at the
direction a�d expense of the City, be subject to other
restriction if required to qualify the Global Certificates as
being "in r�gistered form" within the meaning of Section
149(a) of the federal Internal Revenue Code of 1986 , as
amended. I .
I
U on surrender for transfer of any Replacement Bond
at the prin�Cipal office of the Bond Registrar, the City shall
execute ( iflnecessary) , and the Bond Registrar shall
authenticatl�e, insert the date of registration (as provided in
paragraph 11) of, and deliver, in the name of the designated
transferee or transferees, one or more new Replacement Bonds
of any autl�orized denomination or denominations of a like
aggregate plrincipal amount, having the same stated maturity
and interes�t rate, as requested by the transferor; provided,
however, t�at no bond may be registered in blank or in the
name of "b arer" or similar designation. Whenever ownership
of any Rep acement Bonds should be transferred without
surrender �f the Replacement Bond for transfer or should be
registered in nominee name only, the registered owner of the
Replacemen Bond shall, if and to the extent required to
preserve t e exclusion from gross income of the interest on
the Bonds nd at the direction and expense of the City,
maintain f r the City a record of the actual owner of the
Replacemen Bond.
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Atithe option of the Holder of a Replacement Bond,
Replacement onds may be exchanged for Replacement Bonds of
any authoriz d denomination or denominations of a like
aggregate pr ncipal amount and stated maturity, upon surrender
of the Repla�ement Bonds to be exchanged at the principal
office of th� Bond Registrar. Whenever any Replacement Bonds
are so surre�dered for exchange, the City shall execute ( if
necessary) , ;and the Bond Registrar shall authenticate, insert
the date of ,'registration of, and deliver the Replacement Bonds
which the Hq'lder making the exchange is entitled to receive.
Global Certi;ficates may not be exchanged for Global
Certificates{ of smaller denominations .
A.�1 Bonds surrendered upon any exchange or transfer
provided fo� in this resolution shall be promptly cancelled by
the Bond Rec�istrar and thereafter disposed of as directed by
the City. ;
A�.1 Bonds delivered in exchange for or upon transfer
of Bonds sh�ll be valid general obligations of the City
evidencing lthe same debt, and entitled to the same benefits
under this �esolution, as the Bonds surrendered for such
exchange or; transfer.
E,'very Bond presented or surrendered for transfer or
exchange sY�all be duly endorsed or be accompanied by a written
instrument ;of transfer, in form satisfactory to the Bond
Registrar„duly executed by the holder thereof or his, her or
its attorn�y duly authorized in writing.
�he Bond Registrar may require payment of a sum
sufficient ; to cover any tax or other governmental charge
payable in; connection with the transfer or exchange of any
Bond and a�y legal or unusual costs regarding transfers and
lost Bonds i.
ransfers shall also be subject to reasonable
regulation of the City contained in any agreement with, or
notice to,, the Bond Registrar, including regulations which
permit thei Bond Registrar to close its transfer books between
record dat�'es and payment dates .
;13 . Rights Upon Transfer or Exchange. Each Bond
delivered ;upon transfer of or in exchange for or in lieu of
any other ,'Bond shall carry all the rights to interest accrued
and unpai�, and to accrue, which were carried by such other
Bond.
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14 . Interest Payment; Record Date. Interest on any
Global Certil'ficate shall be paid as provided in the first
paragraph th reof, and interest on any Replacement Bond shall
be paid on e�ach Interest Payment Date by check or draft mailed
to the person in whose name the Bond is registered (the
"Holder" ) on the registration books of the City maintained by
the Bond Reg.istrar, and in each case at the address appearing
thereon at the close of business on the fifteenth ( 15th)
calendar day 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 f the Regular Record Date, and shall be payable to
the person ho is the Holder thereof at the close of business
on a date (t�he "Special Record Date" ) fixed by the Bond
Registrar wY�enever money becomes available for payment of the
defaulted i terest. Notice of the Special Record Date shall
be given by�the Bond Registrar to the Holders not less than
ten ( 10) da s prior to the Special Record Date.
1 . Holders; Treatment of Reqistered Owner; Consent
of Holders .
(A) F r the purposes of all actions, consents and other
matters aff�cting Holders of the Bonds, other than payments,
redemptions, and purchases, the City may (but shall not be
obligated t�) treat as the Holder of a Bond the beneficial
owner of th Bond instead of the person in whose name th� Bond
is registered. For that purpose, the City may ascertain the
identity of the beneficial owner of the Bond by such means as
the Bond Rec�istrar in its sole discretion deems appropriate,
including b t not limited to a certificate from the person in
whose name �he Bond is registered identifying such beneficial
owner.
(B) Tl�e City and Bond Registrar may treat the person in
whose name �ny Bond is registered as the owner of such Bond
for the pur ose of receiving payment of principal of and
premium, if any, and interest {subject to the payment
provisions n paragraph 14 above) on, such Bond and for all
other purpo es whatsoever whether or not such Bond shall be
overdue, an� neither the City nor the Bond Registrar shall be
affected by notice to the contrary.
(C) A y consent, request, direction, approval, objection
or other in�trument to be signed and executed by the Holders
may be in amy number of concurrent writings of similar tenor
and must beI signed or executed by such Holders in pe�_son or by
agent appoi�hted in writing. Proof of the execution of any
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such consent, � request, direction, approval, objection or other
instrument oriof the writing appointing any such agent and of
the ownershipiof Bonds, if made in the following manner, shall
be sufficientifor any of the purposes of this Resolution and
shall be concllusive in favor of the City with regard to any
action taken by it under such request or other instrument,
namely:
( 1 )I The fact and date of the execution by any
person olf any such writing may be proved by the certifi-
cate of any officer in any jurisdiction who by law has
power ta, take acknowledgments within such jurisdiction
that th� person signing such writing acknowledged before
him the execution thereof, or by an affidavit of any
witness �to such execution.
( 2 )� Subject to the provisions of subparagraph (A)
above, t�he fact of the ownership by any person of Bonds
and the amounts and numbers of such Bonds, and the date
of the Y�olding of the same, may be proved by reference to
the bon� register.
16 � Delivery; Application of Prviceeds . The Global
Certificates when so prepared and executed shall be delivered
by the Direc�or, Department of Finance and Management
Services, to the Purchaser upon receipt of the purchase price,
and the Purc�aser shall not be obliged to see to the proper
application �hereof .
171. Funds . There is hereby created a special fund
to be design�ated the "1989 Capital Projects Fund" (numbered
C-89 , the "C�pital Fund" ) , to be administered and maintained
by the City reasurer as a bookkeeping account separate and
apart from ajll other accounts maintained in the official
financial rejcords of the City. There has been heretofore
created andjestablished the "General Obligation Special
Assessmentsi-- Streets Debt Service Fund" (numbered 963, the
"Debt Servide Fund" ) . The Capital Fund and Debt Service Fund
shall be mai!ntained in the manner herein specified until all
of the Bonds� and the interest thereon have been fully paid.
i) Capital Fund. To the Capital Fund there shall
be cre�ited the proceeds of the sale of the Bonds, less
accrueql interest received thereon, and less any amount
paid f�r the Bonds in excess of $2,000, 000 and less
capitalized interest in the amount of $150, 600 (together
with it�terest earnings thereon and subject to such other
adjust�nents as are appropriate to provide sufficient
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funds t� pay interest due on the Bonds on or before
March 1 1990 ) . From the Capital Fund there shall be
paid al}� costs and expenses of making the Improvements
listed ' n paragraph 18, including the cost of any
constru tion contracts heretofore let and all other costs
incurre and to be incurred of the kind authorized in
Minneso a Statutes , Section 475 . 65; and the moneys in the
Capital Fund shall be used for no other purpose except as
otherwise provided by law; provided that the proceeds of
the Bor�ds may also be used to the extent necessary to pay
interes�t on the Bonds due priar to the anticipated date
of comm�encement of the collection of taxes or special
assessments herein covenanted to be levied; and provided
furthe�+ that if upon completion of the Improvements there
shall �emain any unexpended balance in the Capital Fund,
the bal�ance may be transferred by the Council to the fund
of anyiother improvement instituted pursuant to the
City' siCharter or Minnesota Statutes , Chapter 429 . All
earnin�s on the Capital Fund shall be transferred to the
Debt S rvice Fund.
( ii) Debt Service Fund. There is hereby pledged
and th�re shall be credited to a special account relating
to the Bonds i�l the Debt Service Fund: (a) collections
of spe�ial assessments herein covenanted to be levied, to
the ex�ent provided in paragraph 19 ; (b) all accrued
intereSt received upon delivery of the Bonds; (c) all
funds aid for the Bonds in excess of $2, 000,000; (d)
capita�ized interest in the amount of $150, 600 (together
with i}�terest earnings thereon and subject to such other
adjustments as are appropriate to provide sufficient
funds �to pay interest due on the Bonds on or before
March �1, 1990) ; (e) any collections of all taxes which
may hejreafter be levied in the event that the special
assessRnents herein pledged to the payment of the Bonds
and initerest thereon are insufficient therefor; ( f) all
funds �remaining in the Capital Fund after completion of
the I�provements and payment of the costs thereof, not so
trans erred to the account of another improvement; and
(g) al�l investment earnings on moneys held in such
speci�l account in the Debt Service Fund or on moneys
held �n the Capital Fund.
�uch special account in the Debt Service Fund shall
be used solely to pay the principal and interest and any
premiums f�r redemption of the Bonds and any other general
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obligatio bonds of the City hereafter issued by the City and
made paya�le from such special account in the Debt Service
Fund as p�'ovided by law, or to pay any rebate due to the
United St tes . No portion of the proceeds of the Bonds shall
be used d�rectly or indirectly to acquire higher yielding
investmen�s or to replace funds which were used directly or
indirectl to acquire higher yielding investments, except ( 1)
for a rea�onable temporary period until such proceeds are
needed for. the purpose for which the Bonds were issued, and
( 2 ) in ad ition to the above in an amount not greater than
$100,000 .� To this effect, any sums from time to time held in
the Capit l Fund or in such special account in the Debt
Service F nd (or any other City fund or account which will be
used to p y principal or interest to become due on the bonds
payable t erefrom) in excess of amounts which under then-
applicabl federal arbitrage regulations may be invested
without r gard 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 a applicable "temporary periods" or "minor portion"
made avail�able under the federal arbitrage regulations . In
addition, the proceeds of the Bonds and money in the Capital
Fund or in such special account in the Debt Service Fund shall
not be inv sted in obligations or deposits issued by,
guaranteed by or insured by the United States or any agency or
instrument lity 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 federal Internal
Revenue Co e of 1986 , as amended (the "Code" ) .
18 . Assessments; Coverage Test. The City Council
has hereto ore determined, and does hereby determine, to
proceed wi h the Improvements and special assessments with
respect th reto under the provisions of the Charter of the
City, rath r than the provisions of Minnesota Statutes,
Chapter 42� . It is hereby determined that no less than twenty
percent (2 $) of the cost to the City of each Improvement
financed hereunder within the meaning of Minnesota Statutes,
Section 47� .58, Subdivision 1( 3) , shall be paid by special
assessment to be levied against every assessable lot, piece
and parcel of land benefited by the Improvements . The City
hereby cov nants and agrees that it will let all construction
contracts �iot heretofore let within one year after ordering
each Improvement financed hereunder unless the resolution
ordering t e Improvement specifies a different time limit for
the lettin� of construction contracts and will do and perform,
as soon as they may be done, all acts and things necessary for
the final �nd valid levy of such special assessments , and in
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the event t�hat any such assessment be at any time held
invalid witth respect to any lot, piece or parcel of land due
to any errcpr, defect, or irregularity, in any action or
proceeding taken or to be taken by the City or this Council
or any of �he City officers or employees, either in the making
of the ass�ssments or in the performance of any condition
precedent �hereto, the City and this Council will forthwith do
all furthe$ acts and take all further proceedings as may be
required b� law to make the assessments a valid and binding
lien upon �uch property. The special assessments have not
heretofore been authorized, and accordingly, for purposes of
Minnesota �tatutes, Section 475 . 55, Subdivision 3, the special
assessment are hereby authorized. 5ubject to such
adjustmentls as are required by conditions in existence at the
time the a�sessments are levied, the assessments are hereby
authorizedland it is hereby determined that the assessments
shall be p yable in equal, consecutive, annual installments,
with gener�l taxes for the years shown below and with interest
on the decllining balance of all such assessments at a rate per
annum apprloximately one percent ( 1�) per annum in excess of
the net eflfective rate of interest on the Bonds:
Improvemen�t Collection
Desi natio�n Amount Levy Years Years
Albemarle/'Nebraska $ 234,500 1989-2008 1990-2009
Cleveland�Portland 670, 500 for all for all
Flandrau/�ase 196, 700
Marshall/ amline (B) 140, 500
Sylvan/Acl�er 116, 700
Syndicate/IFairmount 676,700
�TOTAL $2, 035,600
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T e special assessments shall be such that if
collected i full they, together with estimated collections of
other reven�ues herein pledged for the payment of the Bonds,
will produc�e at least five percent ( 5�) in excess of the
amount needed to meet when due the principal and interest
payments on the Bonds . At the time the assessments are in
fact levied� the City Council shall, based on the then-current
estimated cIollections of the assessments , make any adjustments
in any ad v!alorem taxes required to be levied in order to
assure that� the City continues to be in compliance with
Minnesota S�tatutes, Section 475 . 61 , Subdivision 1 .
�{'I9 . Limit on S ecial Assessments Pledged. The City
Council he�!eby finds , determines and declares that the payment
of the Bon�s does not require the pledge of all the special
assessment which may be levied with respect to the
Improvement�s identified in paragraph 18 , and that it is
necessary, 'proper and expedient to provide that payments and
prepayment� of special assessments in excess of the debt
service re�$uirements of the Bonds be put to use for other
purposes sc�oner than upon the termination of t}ie Debt Service
Fund. Onl�► $1, 950,000 original principal amount of the ,
special as essments (which amount is the "Pledged Assess-
ments " ) , a�id interest thereon, recognized in paragraph 18 of
this Resol � tion (of which $8 , 788 are necessary prior to their
scheduled �eceipt in order to pay debt service on the Bonds on
September , 1991, and March 1, 1992 ) are or shall be pledged
to the pa ent of the Bonds, and payments of, or with respect
to, such s ecial assessments in excess of the Pledged
Assessment shall be credited instead to a special account in
the Capita� Fund, and used for the purpose of paying any
additionalI costs of the Improvements and the costs of other
improvements approved by the City, as follows : (a) the first
$8, 788 of �ll prepayments of special assessments recognized in
paragraph 8 shall be credited to the Debt Service Fund, (b)
thereafter�until such time as the special assessments from
time to ti�ne outstanding equal in original principal amount
the Pledgeki Assessments or less, prepayments of any of the
special as�essments recognized in paragraph 18 shall be
treated as,l prepayments of the portion of the special
assessments not pledged to the Bonds and shall be credited
instead toI said special account of the Capital Fund, and used
as provideld above, and (c) while the special assessments from
time to t'me outstanding equal in original principal amount
the Pledg�d Assessments or more, regular installment payments
made on tl�e Pledged Assessments only (not all of the special
assessment,$) shall be credited to the Debt Service Fund, and
regular iristallment payments on that portion, if any, of the
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remaining ssessments in excess of the Pledged Assessments
shall be c edited to said special account of the Capital Fund,
and used a provided above.
0 . Tax Levy. If taxes are levied as provided in
the final art of paragraph 18, the tax levies shall be
irrepealab e so long as any of the Bonds are outstanding and
unpaid, pr�vided that the City reserves the right and power to
reduce the levies in the manner and to the extent permitted by
Minnesota �tatutes, Section 475 . 61, Subdivision 3 .
Il . General Obligation Pledge. Fo� the prompt and
full payme�t of the principal and interest on the Bonds, as
the same r�spectively become due, the full faith, credit and
taxing pow rs of the City shall be and are hereby irrevocably
pledged. �f the balance in the special account relating to
the Bonds �in the Debt Service Fund (as defined in paragraph 17
hereof) isI ever insufficient to pay all principal and interest
then due ok� the Bonds payable therefrom, the deficiency shall
be promptliy paid out of any other funds of the City which are
available for such purpose, including the general fund of the
City, and �such other funds may be reimbursed with or without
interest flrom such special account in the Debt Service Fund
when a sufificient balance is available therein.
I22 . Certificate of Registration. The Director,
Department� of Finance and Management Services, is hereby
directed o file a certified copy of this Resolution with the
County Au itor of Ramsey County, Minnesota, together with such
other inf rmation as the County Auditor shall require, and to
obtain th County Auditor' s certificate that the Bonds have
been ente�ed in the County Auditor' s Bond Register.
23 . Records and Certificates . The officers of the
City are �ereby authorized and directed to prepare and furnish
to the Pu chaser, and to the attorneys approving the legality
of the is uance of the Bonds, certified copies of all
proceedin s and records of the City relating to the Bonds and
to the fi ancial condition and affairs of the City, and such
other aff davits, certificates and information as are required
to show t e facts relating to the legality and marketability
of the Bo ds as the same appear from the books and records
under the�.r custody and control or as otherwise known to them,
and all s ch certified copies, certificates and affidavits,
including�any heretofore furnished, shall be deemed represen-
tations o� the City as to the facts recited therein.
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124 . Ne ative Covenant as to Use of Proceeds and
Im roveme ts . The City hereby covenants not to use the
proceeds of the Bonds or to use the Improvements, or to cause
or permit them or any of them to be used, or to enter into any
deferred ayment arrangements for the cost of the
Improvemer�ts, in such a manner as to cause the Bonds to be
"private aictivity bonds" within the meaning of Sections 103
and 141 through 150 of the Code.
125 . 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 Sect'ion 103 of the Code of the interest on the Bonds,
including without limitation requirements relating to
temporary periods for investments, limitations on amounts
invested at a yield greater than the yield on the Bonds, and
the rebate of excess investment earnings to the United States .
26 . No Designation of Qualified Tax-Exempt
Obligation��. The Bonds, together with other obligations
issued by the City in 1988, exceed in amount those which may
be qualifi�ed as "qualified tax-exempt obligations" within the
meaning of Section 265(b) ( 3) of the Code, and hence are not
designated for such purpose.
7 . Depository Letter Aqreement. The Depository
Letter Agr ement is hereby approved, and shall be executed on
behalf of �the City by the Mayor, Treasurer and Director,
Department; of Finance and Management Services, in
substantia ly the form approved, with such changes,
modificati ns, additions and deletions as shall be necessary
and approp iate and approved by the City Attorney. Execution
by such of icers of the Depository Letter Agreement shall be
conclusive evidence as to the necessity and propriety of
changes and their approval by the City Attorney. So long as
Midwest Se urities Trust Company is the Depository or it or
its nomine is the Holder of any Global Certificate, the City
shall comp y with the provisions of the Depository Letter
Agreement, as it may be amended or supplemented by the City
from time �o time with the agreement or consent of Midwest
Securities Trust Company.
8 . Severability. If any section, paragraph or
provision f this resolution shall be held to be invalid or
unenforcea le for any reason, the invalidity or unenforce-
ability of such section, paragraph or provision shall not
affect anylof the remaining provisions of this resolution.
41
WHITE - C�TV CIERK
?INK - FINANCE G I TY OF SA I NT PA U L Council ,
�ANARV - DEPARTMENT II
BLUE - MAVOR File NO• ��i/�j�
• �
Counc�l Resolution
Presented By
Referred To Committee: Date
Out of Committee By� Date
29. 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 provi s ' on hereof.
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COUNCIL MEMBERS Requested by Department of:
Yeas Nays
Dimond Finance and Mana�ement Services
��g In Favor
Gosw;tz
Rettman
scne�bet � _ Against By �'°
Sonnen I
�Ison I
��� j � '�g� Form Approved by City Attor y
Adopted by Council: Date
:'.
Certified Yas y cil Se By
By D
Appro y �Vlavor: D
I �- FEt7 � 6 T98� Approved Mayo f 'ssion to Council
B
$UBLISliED �-`-��' `� � 1989
�
WMITE - CITV CIERK ��� �.. � � �"` .. ..�..��' F . .. ... .
PINK - FINANCE G I TY OF SA I NT PAIT L Council ,fi� l,_.;➢�/
CANARY - DEPARTMENT
BI.UE -MAVOR File NO.
- � Council Resolution �
�
Presented By � '
� �
Referred To Committee: Date
Out of Committee By Date
�EP"1"1�G l�Zff 0�11 S�'.E t�
�3,000, • G�1L C�3CiTIt1� �?
11��M �. Si'R.ilB 19Sl�.
P�OR7.�lI1�: !� �S! Z�
. th� Dizector. Departaent of ri�n+c�r
a� liaeag�nt Ser�icea, ha• presented affidtfits sb�iaq
�bl3catioa of wotic� cf t� s=le o� ;Z,OOA r 98t1 6e��ara2
Obliqatio� 8tr t Iapz�o�assat Special as�ss�at ib�ds,
Serl�s 19�fs t he 'Bc'nds•) . of the eftp at Saint Panl,
!linatsvta ttLe •Cfty•) , for vhich bids wara tc bs ccmai8er�d -
at this ase�in in accaordance vfth Resolatioa Yo. 8�-1�
ad�ted bp thi Cotx�cil c� Jannar�r 1T. I9i9, aAd ap�rowd
by t2� Mspor JaAnas�r lo. 1989� a�d t� aftids'its bav+�
been sz�a�ia�d, hav� bain found to cc�ly �rith th� provisions
of Misaesota at�tes, C'�►apter 4?5, aa8 have be�n approved
a� ordez�d p c�d o�t f i 2�= and
, tha bids set forth on Ezhf.bit � attacl�
her�to wer� z fved pdrs�ant to th� �#ficial Tez�ss of
Off�ri� by t Dir�ctor, Departaeat of 1►inaoc� aod M�a+�w�►nt
Sertices, at • oftic�s of Spring�t�d Zncarporatad �t
2 t 60 P.11. r ttal T31N, oA l�etbriiaty 13 r 19$91 ard -
�
COUNCIL MEMBERS Requested by Department of:
Yeas Nays
Dimond
i.ons [n Favor
Goswitz
Renman
��� _ Against By
Sonnen
Wilson
Form Approved by City Attorney
Adopted by Council: D te
Certified Passed by Council ecretary By
By
Approved by lVlavor: Date Approved by Mayor for Submission to Council
gy BY
,
' ��c-r��
WHERIAS the Director De artment of Finance and
P
Management Ser�vices , has advised this Council that the bid of
Piper, Jaffray� & Hopwvod Incorporated was found to be the most
advantageous a�nd has recommended that said bid be accepted;
and
' ance
e ds of the Bonds will fin
WHE�EAS, th procee
certain s�tree� improvements to be specially assessed, for
which the Cit� is proceeding pursuant to its Charter and not
Minnesota Sta�.utes , Chapter 429 ; and
WHE�EAS, the City has heretofore issued registered
obligations i� certificated form, and incurs substantial costs
. associated wi�h their printing and issuance, and substantial
continuing tr�nsaction costs relating to their payment,
transfer and �xchange; and
WHE,REAS, the City has determined that siqnificant
savings in tr;ansaction costs will result from issuing bonds in
"global book-;entry form" , by which bonds are issued in
certificated ;form in large denominations, registered on the
books of the ;City in the name of a depository or its nominee,
and held in �afekeeping and immobilized by such depository,
and such dep�sitory as part of the computerized national
securities c�earance and settlement system (the "National
System ) reg�.sters transfers of ownership interests in the
bonds by mak�ng computerized book entries on its own books and
distributes payments on the bonds to its Participants shown on
its books as; the vwners of such interests; and such
Participants; and other banks , brokers and dealers
participatin�g in the National System will do likewise (not as
agents of th,�e City) if not the beneficial owners of the bonds;
and
" ' ants " means those financial
WI�EREAS, Particip
institution$ for whom the Depository effects book-entry
transfers ar�d pledges of securities deposited and immobilized
with the De$ository; and
W�iEREAS, Midwest Securities Trust Company, a limited
purpose tru$t company organized under the laws of the State of
Illinois, o�r any of its successors or successors to its
functions h�ereunder (the "Depository" ) , will act as such
depository ;with respect to the Bonds except as set forth
below, and ;there is before this Council a form of letter
agreement (;the "Depository Letter Agreement" ) setting forth
various ma�ters relating to the Depository and its role with
respect to ;the Bonds; and
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WNEREAS, the City will deliver the Bonds in the form
of one certif�icate per maturity, each representing the entire
principal amol�unt of the Bonds due on a particular maturity
date (each a ,"Global Certificate" ) , which single certificate
per maturityimay be transferred on the City' s bond register as
required by the Uniform Commercial Code, but not exchanged for
smaller deno�inations unless the City determines to issue
Replacement Bonds as provided below; and
WH�REAS, the City will be able to replace the
Depository o� under certain circumstances to abandon the
"global book+entry form" by permitting the Global Certificates
to be exchan�ed for smaller denominations typical of ordinary
bonds regist red on the City' s bond register; and "Replacement
Bonds " means � the certificates representing the Bonds so
authenticate�l and delivered by the Bond Registrar pursuant to
paragraphs 6� and 12 hereof; and
WH�REAS, "Holder" as used herein means the person in
whose name aiBond is registered on the registration books of
the City mai�tained by the City Treasurer or a successor
registrar ap�pointed as provided in paragraph 8 (the "Bond
Registrar" ) :i
NC�W, THEREFORE, BE IT RESOLVED by the Council of the
City of Sair�t Paul, Minnesota, as follows :
1 ' Acceptance of Bid. The bid of Piper, Jaffray &
Hopwood Incc�rporated (the "Purchaser" ) to purchase $2,000, 000
General Obl�.gation Street Improvement Special Assessment
Bonds, Seri�s 1989B, of the City (the "Bonds" , or individually
a "Bond" ) , �.n accordance with the Official Terms of Offering
for the bon¢ sale, at the rates of interest hereinafter set
forth, and to pay therefor the sum of $2 ,000,000, plus
interest ac rued to settlement, is hereby found, determined
and declare�l to be the most favorable bid received and is
hereby accepted, and the Bonds are hereby awarded to said
bidder. Thle Director, Department of Finance and Management
Services, o�r his designee, is directed to retain the deposit
of the Purcjhaser and to forthwith return to the unsuccessful
bidders their good faith checks or drafts .
� . Title; Oriqinal Issue Date; Denominations;
Maturities � The Bonds shall be titled "General Obligation
Street Imp�rovement Special Assessment Bonds, Series 1989B" ,
shall be d�ted March 1 , 1989 , as the date of original issue
and shall }�e issued forthwith on or after such date as fully
3
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registered bor�ds . The Bonds shall be numbered from R-1
upward. Glob 1 Certificates shall each be in the denomination
of the entire principal amount maturing on a single date, or,
if a portion f said principal amount is prepaid, said
principal amo nt less the prepayment. Replacement Bonds, if
issued as pro ided in paragraph 6 , shall be in the denomi-
nation oF $5 , 00 each or in any integral multiple thereof of a
single maturi y. The Bonds s}lall mature on March 1 in the
years and amo�nts as follows :
Year Amount Year Amount
1991 i $125, 000 2001 $100,000
1992 125 , 000 2002 100, 000
1993 100, 000 2003 100,000
1994 I 100 , 000 2004 100 , 000
1995 j 100, 000 2005 100,000
1996 100, 000 2006 100, 000
1997 100, 000 2007 100, 000
1998 100, 000 2008 100, 000
1999 I 100,000 2009 75, 000
2000 I 100 ,000 2010 75,000
3 . I Purpose. The Bonds shall provide funds for the
construction of various street improvements ( the "Improve-
ments " ) in tt�e City. The total cost of the Improvements,
which shall �nclude all costs enumerated in Minnesota
Statutes , Se�tion 475 . 65, is estimated to be at least equal to
the amount o� the Bonds . Work on the Improvements shall
proceed with� due diligence to completion.
4 . � Interest. The Bonds shall bear interest payable
semiannuallylon March 1 and September 1 of each year (each, an
"Interest Pa�r►ent Date" ) , commencing September 1, 1989,
calculated o�n the basis of a 360-day year of twelve 30-day
months, at t�e respective rates per annum set forth opposite
the maturitylyears as follows :
,
4
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, ���y-�� �
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Maturity Year � Interest Rate Maturity Year Interest Rate
1991 8 . 00� 2001 7 . 00�
1992 i 8 . 00 2002 7 . 00
1993 8 . 00 2003 7 .05
1994 8 . 00 2004 7 . 10
1995 � 8 . 00
2005 7 . 10
1996 7 . 50 2006 7 • 2�
1997 ! 6 . 75 2007 7 . 20
1998 6 . 80 2008 7 . 25
1999 6 . 90 2009 7 • 25
2000 � 6 . 95 2010 7 • 25
5 . � Description of the Global Certificates and
Global Book-F�ntry System. Upon their original issuance the
Bonds will b issued iii the form of a single Global Certifi-
cate for each maturity, deposited with the Depository by the
Purchaser an� immobilized as provided in paragraph 6 . No
beneficial o�rners of interests in the Bonds will receive
certificates � representing their respective interests in the
Bonds except ; as provided in paragraph 6 . Except as so
provided, du�ing the term of the Bonds, beneficial ownership
(and subsequ�nt transfers of beneficial ownership} of
interests inithe Global Certificates will be reflected by book
entries made� on the records of the Depository and its
Participantsiand other banks , brokers , and dealers participat-
ing in the N�ational System. The Depository' s book entries of
beneficial oiwnership interests are authorized to be in
increments q�f $5 , 000 of principal of the Bonds, but not
smaller inc�ements , despite the larger authorized denomina-
tions of th� Global Certificates . Payment of principal of,
premium, if �any, and interest on the Global Certificates will
be made to tthe Bond Registrar as paying agent, and in turn by
the Bond Re�istrar to the Depository or its nominee as
registered �wner of the Global Certificates , and the
Depository �ccording to the laws and rules governing it will
receive and forward payments on behalf of the beneficial
owners of t�e Global Certificates .
P�yment of principal of, premium, if any, and
interest on� a Global Certificate may in the City' s discretion
be made by �SUCh other method of transferring funds as may be
requested b�y the Holder of a Global Certificate.
6�. Immobilization of Global Certificates by the
De ositor •� Successor De ositor • Re lacement Bonds . Pursuant
to the req est of the Purchaser to the Depository, which
request is !required by the Official Terms of Offering,
5
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' a deliver of the Bonds the
immediately ulipon the origin 1 y
Purchaser wil�l deposit the Global Certificates representing
all of the Bdnds with the Depository. The Global Certificates
shall be in t��ypewritten form or otherwise as acceptable to the
Depository, ghall be registered in the name of the Depository
or its nomin�e and shall be held immobilized from circulation
at the offices of the Depository on behalf of the Purchaser
and subsequer�t bondowners . The Depository or its nominee will
be the sole l�older of record of the Global Certificates and no
investor or c�ther party purchasing, selling or otherwise
transferring � ownership of interests in any Bond is to receive,
hold or deli�rer any bond certificates so long as the
Depository h�lds the Global Certificates immobilized from
circulation, ' except as provided below in this paragraph and in
paragraph 12i.
Ce�tificates evidencing the Bonds may not after
their originlal delivery be transferred or exchanged except:
�( i) Upon registration of transfer of ownership of
a Glob�l Certificate, as provided in paragraph 12 ,
(iii) To any successor of the Depository (or its
nominee) or any substitute depository (a substitute
de osi or " desi nated ursuant to clause iii of this
P �t Y ) 9 P ( . . . )
subpar�graph, provided that any successor of the
Deposi�ory or any substitute depository must be both a
"clear�ng corporation" as defined in the Minnesota
Unifor� Commercial Code at Minnesota Statutes,
Sectio� 336 . 8-102 , and a qualified and registered
"clear ng agency" as provided in Section 17A of the
Securi�ies Exchange Act of 1934, as amended,
( �iii) To a substitute depository designated by and
accept�ble to the City upon (a) the determination by the
Deposi�tory that the Bonds shall no longer be eligible for
its de�ository services or (b) a determination by the
City t�hat the Depository is no longer able to carry out
its fu�nctions, provided that any substitute depository
must l�e qualified to act as such, as provided in clause
( ii) di this subparagraph, or
i ( iv) To those persons to whom transfer is
reque�ted in written transfer instructions in the event
that: i
(a) the Depository shall resign or discontinue
r the Bonds and the Cit is unable to
�ts services fo y
y
, 6
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.
oc�ate a substitute de ositor within two 2) months
1 p Y (
foljlowing the resignation or determination of non-
elilgibility, or
(b) upon a determination by the City in its
solje discretion that ( 1) the continuation of the
bodk-entry system described herein, which precludes
th� issuance of certificates (other than Global
Ce�tificates) to any Holder other than the
De ository (or its nominee) , might adversely affect
th� interest of the beneficial owners of the Bonds,
ori (2 ) that it is in the best interest of the
be�eficial owners of the Bonds that they be able to
obtain certificated bonds,
in eith�r of which events the City shall notify Holders
of its determination and of the availability of
certifi�ates (the "Replacement Bonds" ) to Holders
request�ing the same and the registration, transfer and
exchang�e of such Bonds will be conducted as provided in
paragra�phs 9B and 12 hereof .
I� the event of a succession of the Depository as
may be autharized by this paragraph, the Bond Registrar upon
presentatiori of Global Certificates shall register their
transfer toithe substitute or successor depositories , and the
substitute qr successor depository shall be treated as the
Depository $or all purposes and functions under this
resolution. The Depository Letter Agreement shall not apply
to a substii�ute or successor depository unless the City and
the substit�te or successor depository so agree, and a similar
agreement m�y be entered into.
7r Redemption. All Bonds maturing in the years
2000 to 2010, both inclusive, shall be subject to redemption
and prepaym�nt at the option of the City on March 1, 1999 , and
on any inte�est payment date thereafter at a price of par plus
accrued int�erest. Redemption may be in whole or in part of
the Bonds s�ubject to prepayment. If redemption is in part,
those Bonds� remaining unpaid which have the latest maturity
date shalljbe prepaid first; and if only part of the Bonds
having a coimmon maturity date are called for prepayment, the
Global Certiificates may be prepaid in $5,000 increments of
principal nd, if applicable, the specific Replacement Bonds
to be prep�id shall be chosen by lot by the Bond Registrar.
Bonds or pcbrtions thereof called for redemption shall be due
and payabl� on the redemption date, and interest thereon shall
cease to a crue from and after the redemption date.
;
7
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U cDn a reduction in the a re ate rincipal amount
P g9 9 P
of a Global �ertificate, the Holder may make a notation of
such redempt on on the panel provided on the Global
Certificate tating the amount so redeemed, or may return the
Global Certi�icate to the Bond Registrar in exchange for a new
Global Certi icate authenticated by the Bond Registrar, in
proper princ�pal amount. Such notation, if made by the
Iiolder, shal� be for reference only, and may not be relied
upon by any ther person as being in any way determinative of
the principa�l amount of such Global Certificate outstanding,
unless the Bpnd Registrar has signed the appropriate column of
the panel . !
Ta effect a partial redemption of Replacement Bonds
having a corr�mon maturity date, the Bond Registrar prior to
givinq notiae of redemption shall assign to each Replacement
Bond having �a common maturity date a distinctive number for
each $S, OOO �of the principal amount of such Replacement Bond.
The Bond Rec�istrar shall then select by lot, using such method
of selectiorn as it shall deem proper in its discretion, from
the numbers ' so assigned to such Replacement Bonds, as many
numbers as, iat $5,000 for each number, shall equal the
principal a ount of such Replacement Bonds to be redeemed.
The Replace�ient Bonds to be redeemed shall be the Replacement
Bonds to wh'ch were assigned numbers so selected; provided,
however, th�t only so much of the principal amount of each
such Replac�ment Bond of a denomination of more than $5,000
shall be re�leemed as shall equal $5,000 for each number
assigned to! it and so selected.
Tif a Replacement Bond is to be redeemed only in
part, it sl�all be surrendered to the Bond Registrar (with, if
the City ob Bond Registrar so requires , a written instrument
of transfe� in form satisfactory to the City and Bond
Registrar uly executed by the Holder thereof or his, her or
its attorn�y duly authorized in writing) and the City shall
execute ( i necessary) and the Bond Registrar shall
authentica�e and deliver to the Holder of such Replacement
Bond, with�ut service charge, a new Replacement Bond or Bonds
of the sam� series having the same stated maturity and
interest r te and of any authorized denomination or
denominati�ns, as requested by such Holder, in aggregate
principal mount equal to and in exchange for the unredeemed
portion of! the principal of the Bond so surrendered.
The Bond Registrar shall call Bonds for redemption
and paymenit as herein provided upon receipt by the Bond
8
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Registrar atileast forty-five ( 45) days prior to the
redemption d�te of a request of the City, in written form if
the Bond Registrar is other than a City officer. Such request
shall specif;� the principal amount of Bonds to be called for
redemption a�d the redemption date.
Pu�lished notice of redemption shall in each case be
given in accQrdance with law, and mailed notice of redemption
shall be giv�n to the paying agent ( if other than a City
officer) andjto each affected Holder. If and when the City
shall call ahy of the Bonds for redemption and payment prior
to the stated maturity thereof, the Bond Registrar shall give
written noti�e in the name of the City of its intention to
redeem and pay such Bonds at the office of the Bond Registrar.
Notice of re�demption shall be given by first class mail,
postage prepjaid, mailed not less than thirty ( 30) days prior
to the rede�ption date, to each Holder of Bonds to be
redeemed, atj the address appearing in the Bond Register. All
notices of r�edemption shall state:
(�) The redemption date;
(1�) The redemption price;
(c{) If less than all outstanding Bonds are to be
redeemed, the identification (and, in the case
of partial redemption, the respective principal
amounts) of the Bonds to be redeemed;
(c�) That on the redemption date, the redemption
price will become due and payable upon each
such Bond, and that interest thereon shall
cease to accrue from and after said date; and
(�) The place where such Bonds are to be
surrendered for payment of the redemption price
(which shall be the office of the Bond
Registrar) .
Nptices to Midwest Securities Trust Company or its
nominee shajll contain the CUSIP numbers of the Bonds . If
there are alny Holders of the Bonds other than the Depository
or its nomilnee, the Bond Registrar shall use its best efforts
to deliver �any such notice to the Depository on the business
day next pr'eceding the date of mailing of such notice to all
other Hold�rs .
i
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8 . �IBond Re istrar. The Treasurer of the City is
appointed to �ct as bond registrar and transfer agent with
respect to th� Bonds (the "Bond Registrar" ) , and shall do so
unless and un� il a successor Bond Registrar is duly appointed.
A successor B nd Registrar shall be an officer of the City or
a bank or tru t company eligible for designation as bond
registrar pur uant to Minnesota Statutes, Chapter 475, and may
be appointed ursuant to any contract the City and such
successor Bo d Registrar shall execute which is consistent
herewith. Th�e Bond Registrar shall also serve as paying agent
unless and ur�til a successor paying agent is duly appointed.
Principal anc� interest on the Bonds shall be paid to the
Holders (or �ecord holders) of the Bonds in the manner set
forth in the � forms of Bond and paragraph 14 of this
resolution.
9 . �I Forms of Bond. The Bonds shall be in the form
�
of Global Ce tificates unless and until Replacement Bonds are
made availab�e as provided in paragraph 6 . Each form of bond
may contain �SUCh additional or different terms and provisions
as to the fo�rm of payment, record date, notices and other
matters as axe consistent with the Depository Letter Agreement
and approved�� by the City Attorney.
A.� Global Certificates . The Global Certificates,
together wi�h the Certificate of Registration, the Register of
Partial Pay�ents, the form of Assignment and the registration
information ;thereon, shall be in substantially the following
form and may► be typewritten rather than printed:
�
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
' RAMSEY COUNTY
CITY OF SAINT PAUL
R- ' $
�ENERAL OBLIGATION STREET IMPROVEMENT
PECIAL ASSESSMENT BOND, SERIES 1989B
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSUE CUSIP
March 1, March 1, 1989
REGISTERED O NER:
PRINCIPAL AM UNT: DOLLARS
KNC�W ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, amsey County, Minnesota (the "Issuer" or "City" ) ,
certifies th�t it is indebted and for value received promises
to pay to the registered owner specified above or on the
certificate qf registration below, or registered assigns, in
the manner h�reinafter set forth, the principal amount
specified ab ve, on the maturity date specified above, unless
called for e rlier redemption, and to pay interest thereon
semiannually on March 1 and September 1 of each year (each, an
"Interest Pa ent Date" ) , commencing September 1, 1989, at the
rate per ann m specified above (calculated on the basis of a
360-day year of twelve 30-day months) until the principal sum
is paid or h s been provided for. This Bond will bear
interest fro the most recent Interest Payment Date to which
interest has been paid or, if no interest has been paid, from
the date of �riginal issue hereof . The principal of and
premium, if �ny, on this Bond are payable by check or draft in
next day fun s or its equivalent (or by wire transfer in
immediately �vailable funds if payment in such form is
necessary to meet the timing requirements below) upon
presentation and surrender hereof at the principal office of
the Treasure of the Issuer in Saint Paul, Minnesota (the
"Bond Regist�ar" ) , acting as paying agent, or any successor
paying agent duly appointed by the Issuer; provided, however,
that upon a �artial redemption of this Bond which results in
11
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�amount hereof bein reduced the Holder ma in its
the stated g , y
discretionjbe paid without presentation of this Bond, which
payment shalll be received no later than 12 :00 noon, Chicago,
Illinois, tlime, and may make a notation on the panel provided
herein of s�uch redemption, stating the amount so redeemed, or
may return the Bond to the Bond Registrar in exchange for a
new Bond i the proper principal amount. Such notation, if
made by th Holder, shall be for reference only, and may not
be relied pon by any other person as being in any way
determinat ve of the principal amount of this Bond outstand-
ing, unles the Bond Registrar has signed the appropriate
column of he panel . Interest on this Bond will be paid on
each Inter st Payment Date by check or draft in next day funds
or its equ valent mailed (or by wire transfer in immediately
available unds if payment in such form is necessary to meet
the timing� requirements below) to the person in whose name
this Bond �s registered (the "Holder" or "Bondholder" ) on the
registrati n books of the Issuer maintained by the Bond
Registrar �nd at the address appearing thereon at the close of
business o� the fifteenth calendar day preceding such Interest
Payment Daite (the "Regular Record Date" ) . Interest payments
shall be r!eceived by the Holder no later than 12 :00 noon,
Chicago, I�llinois, time; and principal and premium payments
shall be r�eceived by the Holder no later than 12 :00 noon,
Chicago, Illlinois, time, if the Bond is surrendered for
payment e�ough in advance to permit payment to be made by such
time. Any� interest not so timely paid shall cease to be
payable tq the person who is the Holder hereof as of the
Regular R�cord Date, and shall be payable to the person who is
the Holde�t hereof at the close of business on a date (the
"Special I�ecord Date" ) fixed by the Bond Registrar whenever
money bec�mes available for payment of the defaulted interest.
Notice ofithe Special Record Date shall be given to Bond-
holders n�t less than ten days prior to the Special Record
Date. Th� principal of and premium, if any, and interest on
this Bond� are payable in lawful money of the United States of
America.
iDate of Payment Not Business Day. If the date for
payment o� the principal of, premium, if any, or interest on
this Bond shall be a Saturday, Sunday, legal holiday or a day
on which �anking institutions in the City of Chicago,
Illinois,ior the city where the principal office of the Bond
Registrar' is located are authorized by law or executive order
to close,j then the date for such payment shall be the next
succeedir�g day which is not a Saturday, Sunday, legal holiday
or a dayion which such banking institutions are authorized to
close, arid payment on such date shall have the same force and
effect a� if made on the nominal date of payment.
12
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Redl_m tion. All Bonds of this issue maturing in the
years 2000 toi2010, both inclusive, are subject to redemption
and prepaymenjt at the option of the Issuer on March 1, 1999,
and on any In�terest 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 com�on maturity date are called for prepayment, this
Bond may be �repaid in $5, 000 increments of principal . Bonds
or portions t�hereof called for redemption shall be due and
payable on t e redemption date, and interest thereon shall
cease to acc ue from and after the redemption date.
No�ice of Redemption. Published notice of redemp-
tion shall i� each case be given in accordance with law, and
mailed notic� of redemption shall be given to the paying agent
( if other than a City officer) and to each affected Holder of
the Bonds . iIn the event any of the Bonds are called for
redemption, written notice thereof will be given by first
class mail m�ailed not less than thirty ( 30) days prior to the
redemption c�ate to each Holder of Bonds to be redeemed. In
connection v¢ith any such notice, the "CUSIP" numbers assigned
to the Bond� shall be used.
R�placement or Notation of Bonds after Partial
Redemption. ! Upon a partial redemption of this Bond which
results in he stated amount hereof being reduced, the Holder
may in its iscretion make a notation on the panel provided
herein of s�ch redemption, stating the amount so redeemed.
Such notation, if made by the Holder, shall be for reference
only, and may not be relied upon by any other person as being
in any way �leterminative of the principal amount of the Bond
outstanding;, unless the Bond Registrar has signed the
appropriate; column of the panel . Otherwise, the Holder may
surrender t,'his Bond to the Bond Registrar (with, if the Issuer
or Bond Rec�istrar so requires, a written instrument of
transfer ir� form satisfactory to the Issuer and Bond Registrar
duly execu�ed by the Holder thereof or his, her or its
attorney duly authorized in writing) and the Issuer shall
execute ( i� necessary) and the Bond Registrar shall
authenticate and deliver to the Holder of such Bond, without
service ch�rge, a new Bond of the same series having the same
stated mat�irity and interest rate and of the authorized
denominati�n in aggregate principal amount equal to and in
exchange f{�r the unredeemed portion of the principal of the
Bond so su�rendered.
13
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Is�uance; Purpose; General Obliqation. This Bond is
one of an is�ue in the total principal amount of $2,000, 000,
all of like ate of original issue and tenor, except as to
number, matu�ity, interest rate, denomination and redemption
privilege, w1�ich Bond has been issued pursuant to and in full
conformity wi.th the Constitution and laws of the State of
Minnesota an�l the Charter of the Issuer, and pursuant to a
resolution adopted by the City Council of the Issuer on
February 14, ' 1989 (the "Resolution" ) , for the purpose of
providing mo#�ey to finance the construction of various street
improvements in the City. This Bond is payable out of a
special acco�Znt relating to the Bonds in the General
Obligation S�ecial Assessments -- Streets Debt Service Fund of
the Issuer. This Bond constitutes a general obligation of the
Issuer, and �o provide moneys for the prompt and full payment
of its princ pal, premium, if any, and interest when the same
become due, �he full faith and credit and taxing powers of the
Issuer have een and are hereby irrevocably pledged.
Dehominations • Exchan e• Resolution. The Bonds are
issuable ori inally only as Global Certificates in the
denomination of the entire principal amount of the issue
maturing on �a single date, or, if a portion of said principal
amount is prlepaid, said principal amount less the prepayment.
Global Certificates are not exchangeable for fully registered
bonds of smaller denominations except to evidence a partial
prepayment or in exchange for Replacement Bonds if then
available. Replacement Bonds, if made available as provided
below, are iIssuable solely as fully registered bonds in the
denominationls of $5, 000 and integral multiples thereof of a
single matur�ity and are exchangeable for fully registered
Bonds of otY�er authorized denominations in equal aggregate
principal a ounts at the principal office of the Bond
Registrar, �ut 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 th�e Bond Registrar. Copies of the Resolution are on
file in thelprincipal office of the Bond Registrar.
R�placement Bonds . Replacement Bonds may be issued
by the Issu�r in the event that:
(a) the Depository shall resign or discontinue its
servic�s for the Bonds, and only if the Issuer is unable
to loc�te a substitute depository within two ( 2 ) months
follow�.ng the resignation or determination of non-
eligibility, or
14
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( ) upon a determination by the Issuer in its sole
discre ion that ( 1) the continuation of the book-entry
system described in the Resolution, which precludes the
issuanc�e of certificates (other than Global Certificates)
to anyjHolder other than the Depository (or its nominee) ,
might �dversely affect the interest of the beneficial
owners of the Bonds, or ( 2) that it is in the best
intere�t of the beneficial owners of the Bonds that they
be abl� to obtain certificated bonds .
T�ansfer. This Bond shall be registered in the name
of the paye� on the books of the Issuer by presenting this
Bond for registration to the Bond Registrar, who will endorse
his, her orjits name and note the date of registration
opposite th� name of the payee in the certificate of
registratioh attached hereto. Thereafter this Bond may be
transferredlby delivery with an assignment duly executed by
the Holder br his, her or its legal representatives, and the
Issuer and IBond Registrar may treat the Holder as the person
exclusivelylentitled to exercise all the rights and powers of
an owner unitil this Bond is presented with such assignment for
registratioln of transfer, accompanied by assurance of the
nature prov�ided by law that the assignment is genuine and
effective, iand until such transfer is registered on said books
and noted Y�ereon by the Bond Registrar, all subject to the
terms and donditions provided in the Resolution and to
reasonable regulations of the Issuer contained in any
agreement �ith, or notice to, the Bond Registrar. Transfer of
this Bond �ay, at the direction and expense of the Issuer, be
subject to certain other restrictions if required to qualify
this Bond s being "in registered form" within the meaning of
Section 14 (a) of the federal Internal Revenue Code of 1986 ,
as amended1
ees u on Transfer or Loss . The Bond Registrar may
require pa ent of a sum sufficient to cover any tax or other
government 1 charge payable in connection with the transfer or
exchange o this Bond and any legal or unusual costs regarding
transfers �nd lost Bonds .
�reatment of Registered Owner. The Issuer and Bond
Registrar �nay treat the person in whose name this Bond is
registeredjas the owner hereof for the purpose of receiving
payment asjherein provided (except as otherwise provided with
respect toithe Record Date) and for all other purposes,
whether orinot this Bond shall be overdue, and neither the
Issuer nor� the Bond Registrar shall be affected by notice to
the contrairy.
15
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Aut�hentication. This Bond shall not be valid or
become obliga ory for any purpose or be entitled to any
security unless the Certificate of Authentication hereon shall
have been ex cuted by the Bond Registrar.
No ualified Tax-Exem t Obli ations . The Bonds
have not bee designated by the Issuer as "qualified
tax-exempt o�ligations" for purposes of Section 265(b) ( 3) of
the federal �nternal Revenue Code of 1986, as amended.
IT IS HEREBY CERTIFIED AND RECITED that all acts,
conditions a d things required by the Constitution and laws of
the State of�Minnesota and the Charter of the Issuer to be
done, to hap�en and to be performed, precedent to and in the
issuance of his Bond, have been done, have happened and have
been perform d, in regular and due form, time and manner as
required by aw, and this Bond, together with all other debts
of the Issue outstanding on the date of original issue hereof
and on the d�te of its issuance and delivery to the original
purchaser, d es not exceed any constitutional or statutory or
Charter limii�ation of indebtedness .
INIWITNESS WHEREOF, the City of Saint Paul, Ramsey
County, Minn sota, by its City Council has caused this Bond to
be sealed wi�h its official seal and to be executed on its
behalf by th photocopied facsimile signature of its Mayor,
attested by �he photocopied facsimile signature of its Clerk,
and counters�.gned by the photocopied facsimile signature of
its Director� Department of Finance and Management Services .
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Date of Registration: Registrable by:
Payable at:
BOND REGISTF�AR'S CITY OF SAINT PAUL,
CERTIFICATE 'OF RAMSEY COUNTY, MINNESOTA
AUTHENTICAT�ON
This Bond i one of the
Bonds descr.�bed in the
Resolution n�entioned Mayor
within.
Attest:
City Clerk
.
Bond Regist�ar
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By Countersigned:
Authorize Signature
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Director, Department of Finance
and Management Services
(SE�) I
General Obligation Street Improvement Special Assessment Bond,
Series 1989IB, No. R-
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i CERTIFICATE OF REGISTRATION
The transfer �of ownership of the principal amount of the
attached Bond may be made only by the registered owner or his,
her or its l�gal representative last noted below.
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DATE OF I SIGNATURE OF
REGISTRATION � REGISTERED OWNER BOND REGISTRAR
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REGISTER OF PARTIAL PAYMENTS
The principall amount of the attached Bond has been prepaid on
the dates anld in the amounts noted below:
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Signature of Signature of
Date IAmount Bondholder Bond Registrar
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If a notat�on is made on this register, such notation has the
effect stai�ed in the attached Bond. Partial payments do not
require th� presentation of the attached Bond to the Bond
Registrar, iand a Holder could fail to note the partial payment
here.
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ABBREVIATIONS
The foll wing abbreviations , when used in the inscription
on the face o� this Bond, shall be construed as though they
were written �ut in full according to applicable laws or
regulations : !
TEN COM - as ttenants in common
TEN ENT - as ftenants by the entireties
JT TEN - as jloint tenants with right of survivorship
and Inot as tenants in common
UTMA - � as custodian for
(Cusjt) (Minor)
underlthe Uniform Transfers
(State)
to Mir�ors Act
Ad�litional abbreviations may also be used
though not in the above list.
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I ASSIGNMENT
Forivalue received, the undersigned hereby sells,
assigns and t�ransfers unto
the within Bond and does
hereby irrevo ably constitute and appoint
attorney to t�ransfer the Bond on the books kept for the
registrationithereof, with full power of substitution in the
premises .
Dated: I
No�ice: 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 Gu�ranteed:
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Signature(s) �must be guaranteed by a national bank or trust
company or b�► a brokerage firm having a membership in one of
the major st�ck exchanges .
Th Bond Registrar will not effect transfer of this
Bond unless he information concerning the transferee
requested be�.ow is provided.
Name and Add�ess:
( Include information for. all joint owners
if the Bond is held by joint account. )
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B. Replacement Bonds . If the City has notified
Holders that Replacement Bonds have been made available as
provided in aragraph 6, then for every Bond thereafter
transferred r exchanged ( including an exchange to reflect the
partial prep yment of a Global Certificate not previously
exchanged fo Replacement Bonds) the Bond Registrar shall
deliver a ce tificate in the form of the Replacement Bond
rather than �he Global Certificate, but the Holder of a Global
Certificate hall not otherwise be required to exchange the
Global Certi�icate for one or more Replacement Bonds since the
City recogni�es that some bondholders may prefer the
convenience af the Depository' s registered ownership of the
Bonds even though the entire issue is no longer required to be
in global boqk-entry form. The Replacement Bonds, together
with the Bonc� Registrar' s Certificate of Authentication, the
form of Assi nment and the registration information thereon,
shall be in ubstantially the following form:
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
R- i $
� GENERAL OBLIGATION STREET IMPROVEMENT
jSPECIAL ASSESSMENT BOND, SERIES 1989B
INTEREST j MATURITY DATE OF
RATE I DATE ORIGINAL ISSUE CUSIP
March 1, 1989
REGISTERED �WNER:
PRINCIPAL A�SOUNT: DOLLARS
K�10W ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul,! Ramsey County, Minnesota (the "Issuer" or "City" ) ,
certifies tlhat it is indebted and for value received promises
to pay to �he registered owner specified above, or registered
assigns, i the manner hereinafter set forth, the principal
amount spe ified above, on the maturity date specified above,
unless call�'ed for earlier redemption, and to pay interest
thereon se�iannually on March 1 and September 1 of each year
(each, an ' Interest Payment Date" ) , commencing September 1,
1989, at t e rate per annum specified above (calculated on the
basis of a 360-day year of twelve 30-day months) until the
principal um is paid or has been provided for. This Bond
will bear nterest from the most recent Interest Payment Date
to which i terest has been paid or, if no interest has been
paid, fromjthe date of original issue hereof . The principal
of and pre�nium, if any, on this Bond are payable upon
presentati�n and surrender hereof at the principal office of
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, (the "Bond Registrar" ) ,
acting as aying agent, or any successor paying agent duly
appointed y the Issuer. Interest on this Bond will be paid
on each In erest Payment Date by check or draft mailed to the
person in �vhose name this Bond is registered (the "Holder" or
"Bondholde�r" ) on the registration books of the Issuer
maintainedlby the Bond Registrar and at the address appearing
thereon atlthe close of business on the fifteenth calendar day
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preceding su�h Interest Payment Date (the "Regular Record
Date" ) . Anyl interest not so timely paid shall cease to be
payable to the person who is the Holder hereof as of the
Regular Reco�d Date, and shall be payable to the person who is
the Holder h reof at the close of business on a date (the
"Special Rec rd Date" ) fixed by the Bond Registrar whenever
money become available for payment of the defaulted interest.
Notice of th Special Record Date shall be given to
Bondholders �ot less than ten days prior to the Special Record
Da�e. The p ' incipal of and premium, if any, and interest on
this Bond ar� payable in lawful money of the United States of
America.
RE�'ERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS
OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS
SHALL FOR ALI�, PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH
HERE.
IT � IS HEREBY CERTIFIED AND RECITED that all acts,
conditions ar�d things required by the Constitution and laws of
the State of Minnesota and the Charter of the Issuer to be
done, to hap�en and to be performed, precedent to and in the
issuance of t�his Bond, have been done, have happened and have
been perform�d, in regular and due form, time and manner as
required by aw, and this Bond, together with all other debts
of the Issue� outstanding on the date of original issue hereof
and on the da�te of its issuance and delivery to the original
purchaser, daes not exceed any constitutional or statutory or
Charter limit�ation of indebtedness .
IN �n1ITNESS WHEREOF, the City of Saint Paul, Ramsey
County, Minne�sota, by its City Council has caused this Bond to
be sealed wit�h its official seal or a facsimile thereof and to
be executed o'n its behalf by the original or facsimile
signature of its Mayor, attested by the original or facsimile
signature of its Clerk, and countersigned by the original or
facsimile sighature of its Director, Department of Finance and
Management Se'�rvices .
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Date of Regi�tration: Registrable by:
Payable at:
BOND REGIST�P,R' S CITY OF SAINT PAUL,
CERTIFICATE �OF RAMSEY COUNTY, MINNESOTA
AUTHENTICAT ON
This Bond i one of the
Bonds descr bed in the
Resolution �ientioned Mayor
within.
Attest:
, City Clerk
Bond Regist�ar
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By � Countersigned:
Authorize�l Signature
Director, Department of Finance
and Management Services
(SE�) I
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ON REVERSE OF BOND
Da � e of Pa ent Not Business Da . If the date for
payment of t e principal of, premium, if any, or interest on
this Bond sh�ll be a Saturday, Sunday, legal holiday or a day
on which banking institutions in the City of Chicago,
Illinois, or! the city where the principal office of the Bond
Registrar is located are authorized by law or executive order
to close, th�n the date for such payment shall be the next
succeeding d�y which is not a Saturday, Sunday, legal holiday
or a day on �vhich such banking institutions are authorized to
close, and p�ayment on such date shall have the same force and
effect as iflmade on the nominal date of payment.
Redem tion. All Bonds of this issue maturing in the
years 2000 0 2010, both inclusive, are subject to redemption
and prepaym nt at the option of the Issuer on March l, 1999 ,
and on any nterest Payment Date thereafter at a price of par
plus accrue interest. Redemption may be in whole or in part
of the Bond� subject to prepayment. If redemption is in part,
those Bondslremaining unpaid which have the latest maturity
date shall e prepaid first; and if only part of the Bonds
tiaving a co on maturity date are called for prepayment, the
specific Bo ds to be prepaid shall be chosen by lot by the
Bond Regist ar. Bonds or portions thereof called for
redemption hall be due and payable on the redemption date,
and interesi� thereon shall cease to accrue from and after the
redemption Giate.
N tice of Redemption. Published notice of
redemption hall in each case be given in accordance with law,
and mailed otice of redemption shall be given to the paying
agent ( if o her than a City officer) and to each affected
Holder of t e Bonds . In the event any of the Bonds are called
for redemptjion, written notice thereof will be given by first
class mail lmailed not less than thirty ( 30) days prior to the
redemption Idate to each Holder of Bonds to be redeemed. In
connection �with any such notice, the "CUSIP" numbers assigned
to the Bonds shall be used.
�election of Bonds for Redemption. To effect a
partial re emption of Bonds having a common maturity date, the
Bond Regist�rar shall assign to each Bond having a common
maturity d�lte a distinctive number for each $5,000 of the
principal �mount of such Bond. The Bond Registrar shall then
select by �ot, using such method of selection as it shall deem
proper in �ts discretion, from the numbers assigned to the
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Bonds, as maliny numbers as, at $5,000 for each number, shall
equal the prlincipal amount of such Bonds to be redeemed. The
Bonds to be �redeemed shall be the Bonds to which were assigned
numbers so s�elected; provided, however, that only so much of
the principa�l amount of such Bond of a denomination of more
than $S, OOO shall be redeemed as shall equal $5, 000 for each
number assi ned to it and so selected. If a Bond is to be
redeemed on y in part, it shall be surrendered to the Bond
Registrar ( ith, if the Issuer or Bond Registrar so requires,
a written i strument of transfer in form satisfactory to the
Issuer and �ond Registrar duly executed by the Holder thereof
or his, her or its attorney duly authorized in writing) and
the Issuer �hall execute ( if necessary) and the Bond Registrar
shall auther�ticate and deliver to the Holder of such Bond,
without ser ice charge, a new Bond or Bonds of the same series
having the ame stated maturity and interest rate and of any
authorized enomination or denominations, as requested by such
Holder, in ggregate principal amount equal to and in exchange
for the unr�deemed portion of the principal of the Bond so
surrendered�
I�suance; Pur ose; General Obligation. This Bond is
one of an i sue in the total principal amount of $2 ,000, 000,
all of like date of original issue and tenor, except as to
number, mat rity, interest rate, denomination and redemption
privilege, hich Bond has been issued pursuant to and in full
conformity ith the Constitution and laws of the State of
Minnesota a d the Charter of the Issuer, and pursuant to a
resolution �adopted by the City Council of the Issuer on
February 14, 1989 (the "Resolution" ) , for the purpose of
providing mbney to finance the construction of various street
improvement�s in the City. This Bond is payable out of a
special accpunt relating to the Bonds in the General
Obligation ISpecial Assessments -- Streets Debt Service 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 prir�cipal, premium, if any, and interest when the same
become due,' the full faith and credit and taxing powers of the
Issuer hav� been and are hereby irrevocably pledged.
enominations ; Exchange� Resolution. The Bonds are
issuable s lely as fully registered bonds in the denominations
of $5, 000 nd integral multiples thereof of a single maturity
and are ex�hangeable for fully registered Bonds of other
authorized �denominations in equal aggregate principal amounts
at the pri�cipal office of the Bond Registrar, but only in the
manner andlsubject to the limitations provided in the
Resolutioni Reference is hereby made to the Resolution for a
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descri tion f the rights and duties of the Bond Registrar.
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Copies of th Resolution are on file in the principal office
of the Bond egistrar.
Tr nsfer. This Bond is transferable by the Holder
in person or by his, her or its attorney duly authorized in
writing at t�e principal office of the Bond Registrar upon
presentation and surrender hereof to the Bond Registrar, all
subject to t e terms and conditions provided in the Resolution
and to reaso�iable regulations of the Issuer contained in any
agreement wiith, or notice to, the Bond Registrar. Thereupon
the Issuer s all execute and the Bond Registrar shall
authenticate and deliver, in exchange for this Bond, one or
more new ful y registered Bonds in the name of the transferee
(but not reg stered in blank or to "bearer" or similar
designation) ,� of an authorized denomination or denominations,
in aggregatelprincipal amount equal to the principal amount of
this Bond, o the same maturity and bearing interest at the
same rate. henever ownership of this Bond should be
transferred nder any other circumstances or be registered in
nominee name only, the registered owner of the Bond shall, if
and to the e�tent required to qualify this Bond as being "in
registered fprm" within the meaning of Section 149 (a) of the
federal Inte nal Revenue Code of 1986, as amended, and at the
direction an expense of the Issuer, maintain for the Issuer a
record of th actual owner of the Bonds .
Fees u on Transfer or Loss . The Bond Registrar may
require paym nt of a sum sufficient to cover any tax or other
governmental charge payable in connection with the transfer or
exchange of his Bond and any legal or unusual costs regarding
transfers an lost Bonds .
Tr atment of Re istered Owner. The Issuer and Bond
Registrar ma treat the person in whose name this Bond is
registered a the owner hereof for the purpose of receiving
payment as h rein provided (except as otherwise provided on
the reverse ide hereof with respect to the Record Date) and
for all othe� purposes, whether or not this Bond shall be
overdue, and� neither the Issuer nor the Bond Registrar shall
be affected �y notice to the contrary.
Autthentication. This Bond shall not be valid or
become oblig tory for any purpose or be entitled to any
security unl ss the Certificate of Authentication hereon shall
have been ex cuted by the Bond Registrar.
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Nol ualified Tax-Exem t Obli ations . The Bonds
have not bee designated by the Issuer as "qualified
tax-exempt o ligations" for purposes of Section 265 (b) ( 3) of
the federal nternal Revenue Code of 1986 , as amended.
ABBREVIATIONS
TY�e following abbreviations, when used in the
inscriptionjon the face of this Bond, shall be construed as
though theylwere written out in full according to applicable
laws or reg�lations:
TEN COM - a� tenants in common
TEN ENT - a� tenants by the entireties
JT TEN - asljoint tenants with right of survivorship
an� not as tenants in common
UTMA - � as custodian for
(Cy�st) (Minor)
undet the Uniform Transfers
(State)
to M�inors Act
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P�dditional abbreviations may also be used
though not in the above list.
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' ASSIGNMENT
Fo value received, the undersigned hereby sells,
assigns and ransfers unto
the within Bond and does
hereby irrevqcably constitute and appoint
attorney to ransfer the Bond on the books kept for the
registration thereof, with full power of substitution in the
premises .
Dated: '
No ice: 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 Gu ranteed:
Signature(s) must be guaranteed by a national bank or trust
company or b�t a brokerage firm having a membership in one of
the major stock exchanges .
Th Bond Registrar will not effect transfer of this
Bond unless he information concerning the transferee
requested be ow is provided.
Name and Add�?ess :
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if the Bond is held by joint account. )
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10 . Execution. The Bonds shall be executed on
behalf of t e City by the signatures of i�.s Mayor, Clerk and
Director, Department of Finance and Management Services , each
with the effect noted on the forms of the Bonds, and be sealed
with the seal of the City; provided, however, that the seal of
the City ma be a printed or photocopied facsimile; and
provided fur her that any of such signatures may be printed or
photocopied facsimiles and the corporate seal may be omitted
on the Bondsl as permitted by law. In the event of disability
or resignatipn or other absence of any such officer, the Bonds
may be signe'�i by the manual or facsimile signature of that
officer who jmay act on behalf of such absent or disabled
officer. In; case any 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 signatu' e or facsimile shall nevertheless be valid and
sufficient f r all purposes, the same as if he or she had
remained in ffice until delivery.
11 . Authentication; Date of Reqistration. No Bond
shall be val 'd or obligatory for any purpase or be entitled to
any security or benefit under this resolution unless a
Certificate f Authentication on such Bond, substantially in
the form her inabove set forth, shall have been duly executed
by an author' zed representative of the Bond Registrar.
Certificates of Authentication on different Bonds need not be
signed by th same person. The Bond Registrar shall
authenticate the signatures of officers of the City on each
Bond by exec tion of the Certificate of Authentication on the
Bond and by 'nserting as the date of registration in the space
provided theldate on which the Bond is authenticated. For
purposes of I�elivering the original Global Certificates to the
Purchaser, the Bond Registrar shall insert as the date of
registration; the date of original issue, which date is
March 1, 198 The Certificate of Authentication so executed
on each Bond�shall be conclusive evidence that it has been
authenticate and delivered under this resolution.
12 . Registration; Transfer; Exchanqe. The City
will cause t be kept at the principal office of the Bond
Registrar a ond register in which, subject to such reasonable
regulations s the Bond Registrar may pres�cribe, the Bond
Registrar sh 11 provide for the registration of Bonds and the
registration of transfers of Bonds entitled to be registered
or transferr d as herein provided.
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A (�lobal Certificate shall be registered in the name
of the payee �on the books of the Bond Registrar by presenting
the Global Ce�rtificate for registration to the Bond Registrar,
who will enddrse his or her name and note the date of
registration Iopposite the name of the payee in the certificate
of registrat�lon on the Global Certificate. Thereafter a
Global Certi icate may be transferred by delivery with an
assignment d�ly executed by the Holder or his, her or its
legal repres ntative, and the City and Bond Registrar may
treat the Ho]�der as the person exclusively entitled to
exercise all the rights and powers of an owner until a Global
Certificate �s presented with such assignment for registration
of transfer, 'Iaccompanied by assurance of the nature provided
by law that t�he assignment is genuine and effective, and until
such transfe is registered on said books and noted thereon by
the Bond Reg�strar, all subject to the terms and conditions
provided in �he Resolution and to reasonable regulations of
the City con ained in any agreement with, or notice to, the
Bond Registr�r.
Tr nsfer of a Global Certificate may, at the
direction an� expense of the City, be subject to other
restrictions if required to qualify the Global Certificates as
being "in re�istered form" within the meaning of Section
149 (a) of th� federal Internal Revenue Code of 1986, as
amended. .
Up n surrender for transfer of any Replacement Bond
at the princ 'pal office of the Bond Registrar, the City shall
execute ( if ecessary) , and the Bond Registrar shall
authenticate, insert the date of registration (as provided in
paragraph lll) of, and deliver, in the name of the designated
transferee o transferees, one or more new Replacement Bonds
of any autho�ized denomination or denominations of a like
aggregate pr�incipal amount, having the same stated maturity
and interest rate, as requested by the transferor; provided,
however, tha;t no bond may be registered in blank or in the
name of "be rer" or similar designation. Whenever ownership
of any Repl cement Bonds should be transferred without
surrender o the Replacement Bond for tramsfer or should be
registered i,n nominee name only, the registered owner of the
Replacement�Bond shall, if and to the extent required to
preserve th exclusion from gross income of the interest on
the Bonds ar�d at the direction and expense of the City,
maintain fo� the City a record of the actual owner of the
Replacement Bond.
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At 'the option of the Holder of a Replacement Bond,
Replacement onds may be exchanged for Replacement Bonds of
any authoriz d denomination or denominations of a like
aggregate pr ncipal amount and stated maturity, upon surrender
of the Repla ement Bonds to be exchanged at the principal
office of th Bond Registrar. Whenever any Replacement Bonds
are so surre dered for exchange, the City shall execute ( if
necessary) , nd the Bond Registrar shall authenticate, insert
the date of egistration of, and deliver the Replacement Bonds
which the Ho der making the exchange is entitled to receive.
Global Certi icates may not be exchanged for Global
Certificates of smaller denominations .
Al� Bonds surrendered upon any exchange or transfer
provided for in this resolution shall be promptly cancelled by
the Bond Reg�strar and thereafter disposed of as directed by
the City.
Al Bonds delivered in exchange for or upon transfer
of Bonds sha�l be valid general obligations of the City
evidencing t e same debt, and entitled to the same benefits
under this r solution, as the Bonds surrendered for such
exchange or ransfer.
Ev�ry Bond presented or surrendered for transfer or
exchange sha 1 be duly endorsed or be accompanied by a written
instrument o transfer, in form satisfactory to the Bond
Registrar, d ly executed by the holder thereof or his, her or
its attorney duly authorized in writing.
The Bond Registrar may require payment of a sum
sufficient tlo cover any tax or oL-her governmental charge
payable in c nnection with the transfer or exchange of any
Bond and any�legal or unusual costs regarding transfers and
lost Bonds . '
Transfers shall also be subject to reasonable
regulations of the City contained in any agreement with, or
notice to, he Bond Registrar, including regulations which
permit the �ond Registrar to close its transfer books between
record date� and payment dates .
1� . RiQhts Upon Transfer or Exchanqe. Each Bond
delivered upon transfer of or in exchange for or in lieu of
any other Bc�nd shall carry all the rights to interest accrued
and unpaid, land to accrue, which were carried by such other
Bond.
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1 . Interest Payment; Record Date. Interest on any
Global Cert ficate shall be paid as provided in the first
paragraph t ereof, and interest on any Replacement Bond shall
be paid on �ach Interest Payment Date by check or draft mailed
to the pers n in whose name the Bond is registered (the
"Holder" ) o the registration books of the City maintained by
the Bond Re istrar, and in each case at the address appearing
thereon at he close of business on the fifteenth ( 15th)
calendar da� preceding such Interest Payment Date (the
"Regular Rec�ord Date" ) . Any such interest not so timely paid
shall cease �to be payable to the person who is the Holder
thereof as �f the Regular Record Date, and shall be payable to
the person ho is the Holder thereof at the close of business
on a date ( he "Special Record Date" ) fixed by the Bond
Registrar w enever money becomes available for payment of the
defaulted i terest . Notice of the Special Record Date shall
be given by the Bond Registrar to the Holders not less than
ten ( 10) day�s prior to the Special Record Date.
15j. Holders; Treatment of Reqistered Owner; Consent
of Holders . !
(A) Fdr the purposes of all actions, consents and other
matters affe�cting Holders of the Bonds, other than payments,
redemptions, and purchases, the City may (but shall not be
obligated to�) treat as the Holder of a Bond the beneficial
owner of thel Bond instead of the person in whose name the Bond
is registere�d. For that purpose, the City may ascertain the
identity of �the beneficial owner of the Bond by such means as
the Bond Registrar in its sole discretion deems appropriate,
including bu�t not limited to a certificate from the person in
whose name t�e Bond is registered identifying such beneficial
owner.
(B) Th� City and Bond Registrar may treat the person in
whose name a�ny Bond is registered as the owner of such Bond
for the purp�se of receiving payment of principal of and
premium, if �ny, and interest (subject to the payment
provisions i paragraph 14 above) on, such Bond and for all
other purpos�s whatsoever whether or not such Bond shall be
overdue, andlneither the City nor the Bond Registrar shall be
affected by �otice to the contrary.
(C) An consent, request, direction, approval, objection
or other ins rument to be signed and executed by the Holders
may be in an� number of concurrerit writings of similar tenor
and must be �igned or executed by such Holders in pe�_son or by
agent appoin ed in writing. Proof of the execution of any
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such consent, '�request, direction, approval, objection or other
instrument or �of the writing appointing any such agent and of
the ownership �of Bonds , if made in the following manner, shall
be sufficient ;for any of the purposes of this Resolution and
shall be concl�usive in favor of the City with regard to any
action taken biy it under such request or other instrument,
namely:
( 1 ) The fact and date of the execution by any
person of' any such writing may be proved by the certifi-
cate of ajny officer in any jurisdiction who by law has
power to itake acknowledgments within such jurisdiction
that the ',person signing such writing acknowledged beLOre
him the eixecution thereof, or by an affidavit of any
witness tio such execution.
( 2 ) Subject to the provisions of subparagraph (A)
above, the fact of the ownership by any person of Bonds
and the a7nounts and numbers of such Bonds, and the date
of the halding of the same, may be proved by reference to
the bond ,register.
16 . Delivery; Application of Proceeds . The Global
Certificates vahen so prepared and executed shall be delivered
by the Directar, Department of Finance and Management
Services, to tihe Purchaser upon receipt of the purchase price,
and the Purchaiser shall not be obliged to see to the proper
application tl�ereof .
17 . ' Funds . There is hereby created a special fund
to be designat�ed the "1989 Capital Projects Fund" (numbered
C-89, the "Capital Fund" ) , to be administered and maintained
by the City Treasurer as a bookkeeping account separate and
apart from a11 other accounts maintained in the official
financial recards of the City. There has been heretofore
created and esitablished the "General Obligation Special
Assessments -� Streets Debt Service Fund" (numbered 963, the
"Debt Service Fund" ) . The Capital Fund and Debt Service Fund
shall be maintained in the manner herein specified until all
of the Bonds a�nd the interest thereon have been fully paid.
( i) Capital Fund. To the Capital Fund there shall
be creditled the proceeds of the sale of the Bonds, less
accrued �nterest received thereon, and less any amount
paid for ;the Bonds in excess of $2 ,000, 000 and less
capitali�ed interest in the amount of $150, 600 (together
with interest earnings thereon and subject to such other
adjustments as are appropriate to provide sufficient
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funds tc� pay interest due on the Bonds on or before
March 1 1990) . From the Ca�ital Fund there shall be
paid all� costs and expenses of making the Improvements
listed n paragraph 18 , including the cost of any
constru�tion contracts heretofore let and all other costs
incurre� and to be incurred of the kind authorized in
Minneso a Statutes, Section 475 . 65; and the moneys in the
Capital ''Fund shall be used for no other purpose except as
otherwi e provided by law; provided that the proceeds of
the Bon s may also be used to the extent necessary to pay
interes on the Bonds due prior to the anticipated date
of comm ncement of the collection of taxes or special
assessm nts herein covenanted to be levied; and provided
. further �that if upon completion of the Improvements there
shall r�main any unexpended balance in the Capital Fund,
the balaince may be transferred by the Council to the fund
of any �}ther improvement instituted pursuant to the
City' s Charter or Minnesota Statutes, Chapter 429 . All
earning� on the Capital Fund shall be transferred to the
Debt Service Fund.
( ii) Debt Service Fund. There is hereby pledged
and the e shall be credited to a special account relating
to the �onds iil the Debt Service Fund: (a) collections
of spec al assessments herein covenanted to be levied, to
the ext�nt provided in paragraph 19 ; (b) all accrued
interes received upon delivery of the Bonds; (c) all
000 000; (d)
funds p id for the Bonds in excess of $2 , ,
capital�zed interest in the amount of $150,600 (together
with in erest earnings thereon and subject to such other
adjustme�nts as are appropriate to provide sufficient
funds td pay interest due on the Bonds on or before
March l,j 1990) ; (e) any collections of all taxes which
may herdafter be levied in the event that the special
assessmqnts herein pledged to the payment of the Bonds
and intelrest thereon are insufficient therefor; (f) all
funds rqmaining in the Capital Fund after completion of
the Imp�}ovements and payment of the costs thereof, not so
transfe�jred to the account of another improvement; and
(g) alllinvestment earnings on moneys held in such
special account in the Debt Service Fund or on moneys
held in the Capital Fund.
Suc1h special account in the Debt Service Fund shall
be used solel�y to pay the principal and interest and any
premiums forlredemption of the Bonds and any other general
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obligation onds of the City hereafter issued by the City and
made payabl from such special account in the Debt Service
Fund as pro ided by law, or to pay any rebate due to the
United Stat s . No portion of the proceeds of the Bonds shall
be used dir ctly or indirectly to acquire higher yielding
investments or to replace funds which were used directly or
indirectly t�o acquire higher yielding investments, except ( 1)
for a reasor�able temporary period until such proceeds are
needed for t�he purpose for which the Bonds were issued, and
(2 ) in addit�ion to the above in an amount not greater than
$100, 000 . �o this effect, any sums from time to time held in
the Capital Fund or in such special account in the Debt
Service Fun (or any other City fund or account which will be
used to pay principal or interest to become due on the bonds
payable the efrom) in excess of amounts which under then-
applicable federal arbitrage regulations may be invested
without regard as to yield shall not be invested at a yield in
excess of th applicable yield restrictions imposed by said
arbitrage re ulations on such investments after taking into
account any pplicable "temporary periods " or "minor portion"
made availab�le under the federal arbitrage regulations . In
addition, th�e proceeds of the Bonds and money in the Capital
Fund or in s�uch special account in the Debt Service Fund shall
not be inves�ted in obligations or deposits issued by,
guaranteed b� or insured by the United States or any agency or
instrumental�ity thereof if and to the extent that such
investment w uld cause the Bonds to be "federally guaranteed"
within the m aning of Section 149 (b) of the federal Internal
Revenue Code of 1986 , as amended (the "Code" ) .
18 . Assessments; Coverage Test. The City Council
has heretofo e determined, and does hereby determine, to
proceed with the Improvements and special assessments with
respect ther to under the provisions of the Charter of the
City, rather than the provisions of Minnesota Statutes,
Chapter 429 . � It is hereby determined that no less than twenty
percent ( 20$ of the cost to the City of each Improvement
financed her�under within the meaning of Minnesota Statutes,
Section 475 .$8, Subdivision 1( 3) , shall be paid by special
assessments �o be levied against every assessable lot, piece
and parcel o� land benefited by the Improvements . The City
hereby coven�nts and agrees that it will let all construction
contracts no� heretofore let within one year after ordering
each Improve ent financed hereunder unless the resolution
ordering the Improvement specifies a different time limit for
the letting f construction contracts and will do and perform,
as soon as t ey may be done, all acts and things necessary for
the final an valid levy of such special assessments , and in
37
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the event th�it any such assessment be at any time held
invalid with �respect to any lot, piece or parcel of land due
to any error,i defect, or irregularity, in any action or
proceedings �aken or to be taken by the City or this Council
or any of th� City officers or employees, either in the making
of the asses�ments or in the performance of any condition
precedent th reto, the City and this Council will forthwith do
all further cts and take all further proceedings as may be
required by aw to make the assessments a valid and binding
lien upon su h property. The special assessments have not
heretofore b en authorized, and accordingly, for purposes of
Minnesota St�tutes , 5ection 475 .55, Subdivision 3, the special
assessments �re hereby authorized. Subject to such
adjustments las are required by conditions in existence at the
time the ass�essments are levied, the assessments are hereby
authorized a��nd it is hereby determined that the assessments
shall be pay�able in equal, consecutive, annual installments,
with general� taxes for the years shown below and with interest
on the decluning balance of all such assessments at a rate per
annum appro�imately one percent ( 1$) per annum in excess of
the net eff�ctive rate of interest on the Bonds:
Improvementi Collection
Designationi Amount Levy Years Years
Albemarle/N�braska $ 234, 500 1989-2008 1990-2009
Cleveland/P rtland 670, 500 for all for all
Flandrau/Ca e 196,700
Marshall/Ha line (B) 140,500
Sylvan/Acke 116, 700
Syndicate/Fiairmount 676, 700
�!OTAL $2, 035, 600
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The ;special assessments shall be such that if
collected in ull they, together with estimated collections of
other revenue herein pledged for the payment of the Bonds,
will produce t least five percent ( 5� ) in excess of the
amount needed 'Ito meet when due the principal and interest
payments on t}�e Bonds . At the time the assessments are in
fa�t levied the City Council shall, based on the then-current
estimated col 'ections of the assessments , make any adjustments
in any ad val rem taxes required to be levied in order to
assure tliat t e City continues to be in compliance with
Minnesota Sta utes, Section 475 .61, Subdivision 1 .
19 . 1 Limit on Special Assessments Pledged. The City
Council hereb� finds , determines and declares that the payment
of the Bonds oes not require the pledge of all the special
assessments w ich may be levied with respect to the
Improvements dentified in paragraph 18, and that it is
necessary, pr per and expedient to provide that payments and
prepayments o special assessments in excess of the debt
service requi�ements of the Bonds be put to use for other
purposes soon�r than upon the termination of ttie Debt Service
Fund. Only $ ,950, 000 original principal amount of the
special asses ments (which amount is the "Pledged Assess-
ments" ) , and nterest thereon, recognized in paragraph 18 of
tliis Resoluti n (of which $8 , 788 are necessary prior to their
scheduled rec ipt in order to pay debt service on the Bonds on
September 1, X991, and March 1, 1992 } are or shall be pledged
to the paymen� of the Bonds, and payments of, or with respect
to, such sgec al assessments in excess of the Pledged
Assessments s all be credited instead to a special account in
the Capital F nd, and used for the purpose of paying any
additional co ts of the Improvements and the costs of other
improvements pproved by the City, as follows : (a) the first
$8, 788 of all �prepayments of special assessments recognized in
paragraph 18 �hall be credited to the Debt Service Fund, (b)
thereafter un il such time as the special assessments from
time to time utstanding equal in original principal amount
the Pledged A sessments or less, prepayments of any of the
special asses ments recognized in paragraph 18 shall be
treated as pr$payments of the portion of the special
assessments n�t pledged to the Bonds and shall be credited
instead to sa�d special account of the Capital Fund, and used
as provided a ove, and (c) while the special assessments from
time to time utstanding equal in original principal amount
the Pledged A sessments or more, regular installment payments
made on the P edged Assessments only (not all of the special
assessments) $hall be credited to the Debt Service Fund, and
regular installment payments on that portion, if any, of the
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remaining as essments in excess of the Pledged Assessments
shall be cre�ited to said special account of the Capital Fund,
and used as �rovided above.
20 . Tax Levy. If taxes are levied as provided in
the final pa�t of paragraph 18, the tax levies shall be
irrepealable so long as any of the Bonds are outstanding and
unpaid, provided that the City reserves the right and power to
reduce the l�vies in the manner and to the extent permitted by
Minnesota St�tutes, Section 475 . 61, Subdivision 3 .
21 . General Obligation Pledqe. For the prompt and
full payment of the principal and interest on the Bonds, as
the same res�ectively become due, the full faith, credit and
taxing power$ of the City shall be and are hereby irrevocably
pledged. If! the balance in the special account relating to
the Bonds in the Debt Service Fund (as defined in paragraph 17
hereof) is e�er insufficient to pay all principal and interest
then due on �he Bonds payable therefrom, the deficiency shall
be promptly aid out of any other funds of the City which are
available fo such purpose, including the general fund of the
City, and su�h other funds may be reimbursed with or without
interest fro such special account in the Debt Service Fund
when a suffi�ient balance is available therein.
221 Certificate of Registration. The Director,
Department o Finance and Management Services, is hereby
directed to ile a certified copy of this Resolution with the
County Audit r of Ramsey County, Minnesota, together with such
other inform tion as the County Auditor shall require, and to
obtain the C unty Auditor' s certificate that the Bonds have
been entered in the County Auditor' s Bond Register.
23 � Records and Certificates . The officers of the
City are her by authorized and directed to prepare and furnish
to the Purch�ser, and to the attorneys approving the legality
of the issua ce of the Bonds, certified copies of all
proceedings �nd records of the City relating to the Bonds and
to the finan ' ial condition and affairs of the City, and such
other affida its, certificates and information as are required
to show the acts relating to the legality and marketability
of the Bonds as the same appear from the books and records
under their ustody and control or as otherwise known to them,
and all such�certified copies, certificates and affidavits,
including an heretofore furnished, shall be deemed represen-
tations of tY�e City as to the facts recited therein.
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24 .i Ne ative Covenant as to Use of Proceeds and
Improvements .l The City hereby covenants not to use the
proceeds of he Bonds or to use the Improvements, or to cause
or permit th�m or any of them to be used, or to enter into any
deferred pay�ent arrangements for the cost of the
Improvements� in such a manner as to cause the Bonds to be
"private act�.vity bonds" within the meaning of Sections 103
and 141 thro�gh 150 of the Code.
25 � Tax-Exem t Status of the Bonds; Rebate. The
City shall c�mply with requirements necessary under the Code
to establish and maintain the exclusion from gross income
under Sectio� 103 of the Code of the interest on the Bonds,
including wi�hout limitation requirements relating to
temporary pe�iods for investments, limitations on amounts
invested at � yield greater than the yield on the Bonds, and
the rebate o excess investment earnings to the United States .
261. No Desiqnation of Qualified Tax-Exempt
Obligations .i The Bonds, together with other obligations
issued by tY�le City in 1988, exceed in amount those which may
be qualifiec�� as "qualified tax-exempt obligations" within the
meaning of Slection 265(b) ( 3) of the Code, and hence are not
designated �or such purpose.
2'� . Depository Letter Agreement. The Depository
Letter Agre�ment is hereby approved, and shall be executed on
behalf of tY�e City by the Mayor, Treasurer and Director,
Department f Finance and Management Services, in
substantial y the form approved, with such changes,
modificatio s, additions and deletions as shall be necessary
and appropr ate and approved by the City Attorney. Execution
by such off�.cers of the Depository Letter Agreement shall be
conclusive �vidence as to the necessity and propriety of
changes andltheir approval by the City Attorney. So long as
Midwest Sec�rities Trust Campany is the Depository or it or
its nomineelis the Holder of any Global Certificate, the City
�shall compl� with the provisions of the Depository Letter
Agreement, s it may be amended or supplemented by the City
from time tp time with the agreement or consent of Midwest
Securities �rust Company.
2�8 . Severability. If any section, paragraph or
provision di this resolution shall be held to be invalid or
unenforceabjle for any reason, the invalidity or unenforce-
ability oflsuch section, paragraph or provision shall not
affect anyiof the remaining provisions of this resolution.
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WHITE - 1 �C4.ER � . , ' .., . ., ' . . . �
�NAR = EPARTM�T G��Y OF SAINT PAiTL Council t �',� f,�j
B MAV�OR "Y � �
.... ' � _ �v File N 0 , '�{
� � ��� � � Cor��cil Resolution ,
. � �Presented By •
'-Referred To �'� Committee: Date �
" 4�
Out of Committee B Date
� 29. Seadia .
B�sdinga i� this �ca�lntiou ars
iacl�d�d for nv�n a�tce af zEf�r�c�t oalt �d are �wt
a part 1u�cw , aad s�all not liait or e�liae t2�s �rasiag
ot t�Y p�rar►i t� hereof. .�
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COUNCIL ME�IBERS �
Yeas ,� N Requested by Department of: ;.�...
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�� . ��J In Favor !'3ioeM �d ��t �.r�i�� - . -
Goswitz t t,'
� Against BY :..�� �x.��� °�•..__,.�
son�n - �
Wilson �� ' �......;.,,
�-�� � �� Form Approved by City�Attorney
Adopted by Council: Date
Certified Pas$ed by Gouncil Secr tary BY `�'��`
By . :. , ;,,,,_. ; _ __ ;
Approved by Mavor: Date Approved by Mayor for Submission to Coancil
By - ,�`: By _
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;' e ' � GITY OF SAINT PAUL
r�ill!!iill _._ _.___.—
°�� ;� � OFFICE OF TAE CITY COIINCIL �- la�
Committee Report
� Financ�. Manaaement. & Personnel Committee
January 30, 1989
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1 . Approval ofl!minutes of January 23 meeting. Approved
��--, v.� �
2. Resolution $9-126 - approving sale ol f CIB Bonds 5eries Approved as-�nded
1989A {�11 ,7�50,000) . (Referred from Council ..__
�
3. Re�ution 9-127 - approving sal�f St�reet Im�vement Approved as �d
S'pecial Ass ssment Bonds Series 19898 ($2,000,000) .
(Referred f om Council January 26) ����
4. Resoiution 8 -128 - approving sai�f Como Conservatory Approved as aa�e�ed
Bonds Seriesl 1989C ($5.000,000? . (Referred from Council
January 26) I� J � �"_ U
5. Reso{ution 8 -129 - a ��
pproving sale of Warner/5hepard Approved as�d
Road Bonds S ries 1989D ($5,500,000) . (Referred from
Counc i 1 Janu�ry 26) ������,�u� ��
��
6. Re�olution 8�-130 - a�proving sal� Refunding Bonds Approve as-c�e�d
Series 198�3Ei ($2,275,OOC) . {Referred from Council
January 2b)
7. Resolution 8�-131 - approving tax levy for $11 ,750,000 No action required
CIB Bonds. �Referred from Council January 26}
8 Resol�tion 89��-132 - approving tax levy for $2,000,000 No action required
Street Impro�jement Special Assessment Bonds. (Referred
f ro
9. Resolution 891�-133 - approving tax levy for $5,000,000 No action required
Coma Conserva�tory Bonds. {Refzrred from Council '
January 26) �
C
TTY HALL ! SEVENTH FLOOR SAINT PAUL, MINNESOTA 55102
na�.a
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585T
March , 1989
Midwest Secu ities Trust Company
One Financia� Place
440 South La alle Street
Chicago, IL 60605
RE: City of Saint Paul, Minnesota --
$11,750,000 General Obligation Capital
� Improvement Bonds, Series 1989A
$2,000,000 General Obligation Street Improve-
ment Special Assessment Bonds, Series 1989B
� $5,000,000 General Obligation Como Conservatory
Bonds, Series 1989C
, $5,500,000 General Obligation Warner/Shepard
Road Bonds, Series 1989D
$2,275,000 General Obliqation Capital
Improvement Refunding Bonds, Series 1989E
Gentlemen:
Tt�e purpose of this letter is to set out certain
matters rel�tinq to the safekeeping and "Global" Book-entry of
$26 ,525,000 in aqgregate principal amount of 1989 general
obligation onds referenced above (the "Bonds" ) issued by the
City of Sai�t Paul, Minnesota (the "Issuer" ) . Each series of
the Bonds i� being issued in accordance with its own resolu-
tion (as ap ropriate to an issue, the "Resolution" ) of the
Issuer adopt�ed on February _, 1989, under which the Treasurer
of the City of Saint Paul, Minnesota, is acting as bond
registrar (t�he "Bond Registrar" ) , and is being sold pursuant
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to bids ac�epted February 14, 1989, from Harris Trust and
Savings Ba�k, of Chicago, Illinois, and First Bank National
Associatio� of Minneapolis, Minnesota, and
(collectively, the "Purchasers" ) , pursuant
to which t e Purchasers have agreed to purchase, and the
Issuer has !agreed to issue, the Bonds .
IIn order to induce the Issuer and Bond Registrar to
cause the �urchasers to deposit the Bonds with Midwest
Securities ITrust Company ( "MSTC" ) and in order to induce MSTC
to accept he Bonds as eligible for deposit at MSTC and to
hold such onds for the term thereof for the benefit of those
brokers, d alers, banks and other financial institutions which
are members of MSTC (the "Participants" ) , the Issuer, Bond
Registrar and MSTC agree as follows:
1 . Designation by MSTC. MSTC agrees to designate
the Bonds a�s eligible securities under its Bylaws and Rules,
and agrees ' o abide by such Bylaws and Rules, as well as the
Procedures dopted by MSTC pursuant thereto, at all times in
connection ith the performance of its obligations in connec-
tion with t e safekeeping and book-entry of the Bonds. MSTC
• aqrees to u'�e its best efforts to notify the Issuer of any
proposed ch nges in such Rules, Bylaws or Procedures which
would affec the Bonds or their transfer.
2'. Deposit. At the closings of the initial
issuance of the Bonds scheduled for March _, 1989, and
March _, 1 89, the Issuer will cause the Purchasers to
deposit wit MSTC one Bond certificate for each maturity of
each series registered in the name of Kray & Co. , an Illinois
general par nership which is the nominee of MSTC, having an
aggregate f ce value of $26,525,000 and representing 100$ of
the princip 1 amount of such Bonds, and such Bond certificates
shall remai in the custody of MSTC or its agent.
3 . Notice of Redemption of All Bonds . In the event
of a redemp ion, or other early withdrawal, resulting in re-
tirement of'� all Bonds of a series outstanding, the Issuer or
Bond Regist ar shall give MSTC and the other registered
securities epositories notice of such event, including second
notices of dvance refundings, not less than thirty (30) nor
more than s�xty (60) days prior to the redemption date.
4 . Notice of Partial Redemption. In the event of a
redemption, or any other early withdrawal, resulting in the
retirement bf less than all Bonds of a series outstanding, the
Issuer or B�nd Registrar shall give MSTC and the other
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reqistered securities depositories notice of such event,
including �econd notices of advance refundings, not less than
thirty (30� nor more than sixty (60) days prior to the
redemption !date. MSTC, the Issuer and the Bond Registrar
shall coop�rate in determining the method of allocating the
reduction almong beneficial owners .
$ . Information in Redemption Notices . All
redemption notices to MSTC and other registered securities
depositori�s should contain the following: (a) CUSIP num-
ber(s) ; (b� certificate numbers and called amounts of each
certificate for partial calls; (c) publication date; (d)
redemption ,date; (e) redemption price; ( f) redemption agent
name and address; (g) nominal date of original issue;
(h) interest rate; (i) maturity date; and ( j ) any other
descriptive information that accurately identifies the called
Bonds .
6 . Timinq and Addresses for Redemption Notices.
All redemp�ion notices (and, as to MSTC and Kray & Co. , other
notices) to MSTC or Kray & Co. and the other registered secu-
rities depositories shall be forwarded by hand delivery (with
• receipt) o� Express or Courier Service or certified or reqis-
tered Unit�d States mail at least two (2) days prior to the
publicatior� date (if published) to:
(i) Midwest Securities Trust Company
Capital Structures - Call Notification
One Financial Place
440 South LaSalle Street
Chicago, Illinois 60605
. FAX - ( 312) 663-2343
(ii) The Depository Trust Company
711 Stewart Avenue
Garden City, New York 11530
Attention: Diana Difiglia
FAX - (516) 227-4039 or 4190
(iii)Pacific Securities Depository
Trust Company�
Pacific and Company
_: P.O. Box 7041
San Francisco, California 94120
FAX - (415) 393-4128
3
( iv) Philadelphia Depository Trust Company
, Reorqanization Division
1900 Market Street
'�, Philadelphia, Pennsylvania 19103
Attention: Bond Department
DEX - (215) 496-5058
The Issuer o Bond Registrar shall also send such redemption
notices to o e or more information services of national
recognition that disseminate redemption information, such as
J.J. Kenny or Financial Card Services .
7 . Interest Payments. Interest payments shall
contain the Bonds ' CUSIP numbers and be forwarded to MSTC or
its nominee iKray & Co. (c/o P.O. Box 96625, Chicago IL 60693) ,
or its registered assigns, in next day funds or its equivalent
on each int rest payment date no later than 12 :00 noon
(Chicago, Illinois, time) . At the option of the Issuer, such
interest paypments may be made by wire transfer to:
Continental Illinois National Bank and Trust Company of
Chicago, fo the credit of Midwest Securities Trust Company,
Account No. 7552416, ABA No. 071000039 . Interest payments
' shall be ma�e payable to the order of Kray & Co. The payment
shall list ach COSIP number and the respective interest
amount repr sented by that payment. MSTC agrees that it will
credit such payments to the accounts of its Participants in
accordance �ith its Rules and Procedures, as in effect from
time to tim .
8. Principal and Premium Payments; Other Payees.
MSTC unders�ands that, except as to partial prepayments of
principal, rincipal and premium are payable upon surrender of
the Bond ce tificates to the Bond Reqistrar. Payments of
principal o premium shall contain each Bond' s CUSIP number
and be wire or otherwise forwarded to MSTC or its nominee
Kray & Co. , or its registered assigns, in next day funds or
its equival nt, on each payment date no later than 12:00 noon
(Chicago, I linois, time) . In the event that a payment
reflects furids paid on more than one CUSIP number, the payment
shall conta'n a reference to each CUSIP number represented by
that paymen . Principal payments shall be made payable to the
order of Kr y & Co. and be sent to:
MIDWEST SECURITIES TRUST COMPANY
' ONE FINANCIAL PLACE
440 SOUTH LASALLE STREET
CHICAGO, ILLINOIS 60605
ATTN: REORGANIZATION DEPARTMENT
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At the opti�n of the Issuer, such payments of principal or
premium may be made by wire transfer to: Federal Reserve Bank
of Chicaqo, for the credit of Midwest Securities Trust
Company, AB1� No. 071002299 .
I� Bond certificates are authenticated and delivered
by the Issu r or Bond Registrar other than to MSTC or its
nominee Kra� & Co. , pursuant to the Resolution, any payment of
principal o$� interest due MSTC or Kray & Co. shall be made to
MSTC or its � nominee Kray & Co. on the payment date and in
immediately available funds if such other certificate holders
are entitle to receive payment of principal or interest in
such funds .
9I. Change of Payment Address; Notice of Nonpayment.
MSTC may re{�uest payment of interest or principal or premium
to be made ito another address or in another manner than as
described i�n paragraphs 7 and 8 hereof, and the Bond Registrar
and Issuer hall cooperate with respect to such changes to the
extent perm�tted under the Resolution. If the Bond Registrar
or Issuer s�all be unable to make any interest or principal
" amounts by he payment date, the, Bond Registrar or Issuer
shall so ad�ise MSTC by telex (Number 254236) no later than
4 :00 p.m. (�C hicaqo, Illinois, time) on the day prior to the
payment datle. Such single notice shall be addressed to the
following three officers: (i) Senior Vice President of
Operations, (ii) Manager of Bond Interest Department and ( iii)
Manager of Reorganization Department.
1�0. Addresses. MSTC may direct the Issuer or Bond
Registrar o use any other address or department of MSTC as
the addres or department to which notices may be sent.
1 . New Certificates or �Notation Upon Partial
Redemption� In the event a redemption or any other early
withdrawal necessitating a reduction in the aggregate princi-
pal amount of Bonds outstanding, MSTC, in its discretion, (a)
may request� the Issuer or Bond Registrar to issue and authen-
ticate new Bond certificates, or (b) shall make an appropriate
notation or� the Bond certificates indicating the date and
amounts of �such reduction in principal, and may present the
Bond certi�icates to the Bond Registrar for execution of such
notation. �
�.2 . Another Depository or Replacement Bonds. The
Resolution provides that in the event the Issuer determines
that (a) M�TC is incapable of discharging responsibilities
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lerein and in the Resolution or b it is in the
described � , ( )
best inter st of the beneficial owners of the Bonds that they
be able to �obtain certificated Bonds, as more fully set forth
in paragra�h 6 of each Resolution, the Issuer or Bond
Registrar ay notify MSTC that it will arrange for another
securities !depository to maintain custody of the certificates
for the Bo�ds or issue Bond certificates to each Bondholder,
as appropr ate. In the event that MSTC is no longer to serve
as securit''es depository for the Bonds, MSTC, the Issuer and
the Bond R gistrar will cooperate with one another and others
in taking ppropriate action (i) to make available one or more
separate c rtificates evidencing the Bonds to MSTC ' s Partici-
pants havi g Bonds credited to their MSTC accounts or (ii) to
arrange fo another securities depository to maintain custody
of one or �ore certificates evidencing the Bonds .
1�3 . MSTC Records of Ownership; Lists . MSTC shall
maintain a record of ownership that identifies its Partici-
pants who �re owners of an interest in the Bonds and shall,
upon request of the Issuer or Bond Registrar, furnish the
Issuer or ond Registrar lists of the principal amount of
Bonds held for the account of such Participants and the names
' and address s of such Participa�ts to permit the Issuer or
Bond Registrar to ascertain the names and addresses of the
beneficial bwners of the Bonds and, if deemed appropriate, to
send noticels to such beneficial owners . The Issuer agrees to
pay all reasonable fees to MSTC for the provision of such
lists. This section is intended to enable the Issuer and Bond
Registrar t identify and communicate directly with beneficial
owners of t�e Bonds and is not an implication that MSTC or
Kray & Co. ould not forward notices in its ordinary course.
1 . Lists; Siqnatures; Etc. The Issuer hereby
authorizes �STC to provide the Bond Registrar with lists of
the princip' 1 amount of Bonds held for the account of its
Participant and also authorizes the Bond Registrar to pro-
vide MSTC w'th such siqnatures, signature specimens and autho-
rizations t act as may be deemed necessary by MSTC to permit
MSTC to dis harqe its obligations to its Participants and
proper regu atory authorities . This authorization, unless
revoked by he Issuer, shall continue for the term of the
Bonds, unti and unless the above-named Bond Registrar shall
no longer b acting under the Resolution. In such event, the
Issuer shal� provide MSTC with similar evidence of the
authorizati n of any successor Bond Registrar to so act.
1 . Bond Req�strar and Issuer Hot Responsible.
Neither the�Bond Registrar nor the Issuer, as issuer of the
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Bonds, will e responsible or liable for maintaining, super-
vising or re iewing the records maintained by MSTC, its Par-
ticipants orlpersons acting through such Participants; and the
Issuer and Bpnd Registrar will have no responsibility or
obligation tb the Participants or beneficial owners with
respect to t�e Bonds so long as MSTC or a nominee of MSTC is
the register d owner of the Bonds .
16j. Votin . In the event that a vote of Bond-
holders is tp occur, Bonds registered in the name of MSTC or
its nominee ay be voted in fractions representing portions of
such Bonds 'n the principal amount of $5,000, or any integral
multiple th reof.
1'� . Bonds in Registered Form. The Issuer intends
that the Bor�ds will at all times be obligations "in registered
form" withir} the meaning of Section 149(a) of the Internal
Revenue Cod� of 1986 . Consistent with the intent and notwith-
standinq th� provisions in the previous paragraphs of this
Letter Agre�ment, MSTC shall, pursuant to reasonable instruc-
tions of th$ Issuer and to the extent permitted by MSTC ' s
Rules, Byla s and Procedures, and at the expense of the
- Issuer, tak such actions and assume such responsibilities not
otherwise c ntemplated by this I;etter Agreement as required to
assure thatjthe Bonds be obligations "in registered form"
within the �neaning of said Section 149(a) .
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Very truly yours,
TREASURER OF THE CITY OF
SAINT PAUL, MINNESOTA
(BOND REGISTRAR)
By
Gary Norstrem, Treasurer
CITY OF SAINT PAUL,
� MINNESOTA ( ISSUER)
By
Mayor
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�� And By
Director Department of
Management and Finance
Services
APPROVED AS TO FORM:
' . By
Assistant City Attorney
ACCEPTED BY: I
Midwest Secu�ities Trust Company
By:
Date:
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Letter Agreem4ent relating to certain general obligation bonds
issued in _198�9 .-
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WHITE - CITV CLERK 585T
PINK - FINANCE GITY OF SAINT PAUL Council w
CANARV - DEPARTMENT �.�_//
BLUE - MAVOR F11C �0• ���V` �
Council Resolution �
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Presented y
a � �-�/�'
Ref red To Committee: Date � �
Out of ommittee By Date
OVIDI G FOR THE ACCEPTANCE OF BID ON SALE OF
$2 000,0 0 GENERAL OBLIGATION STREE IMPROVEMENT
SPE �AL ASSESSMENT BONDS, SER S 1989B,
AUTHO IZ NG THEM AND PROVIDING FO THEIR ISSUANCE
WHER A , bids for the sale of $2, 000, 000 General
Obligation Str et Tmprovement Speci 1 Assessment Bonds,
Series 1989B ( he onds" ) , of the ity of Saint Paul,
A�innesota (the "Cit " ) , are to be eceived on February 13 ,
1989 , and cons ' dered n February 4, 1989 , in accordance
with Resolutio No. 89 adopt d by this Council on January
17, 1989 (the ' Resoluti n Calli g the Sale" ) , and approved
by the Mayor o January , 19 ; and
WHER AS, the Cit C arter requires that the Bonds
be authorized y vote of fo members of this Council; and
WHER AS, it is p ssi le that four members of
this Council w 11 not be esen on February 14 , 1989 ; and
WHER AS, to be t accomp ish the sale of the Bonds
on February 14 1989, a d still au orize the Bonds by
the votes of f ur memb s of this C uncil, it is desirable
that this reso ution b adopted in a vance of the sale
of the Bonds a d that the acceptance the best bid be
delegated to a auth rized officer of e City, as permitted
by Minnesota S atut , Section 475 . 60 , bdivision 3 ; and
COUNCIL MEMBERS Requested by Department of:
Yeas Nays
Dimond Fina.nce and Management Services
Long In Favor
Goswitz
Rettman B �'
Scheibel _ Against Y
Sonnen
Wilson
Form Approve by City ttor y
Adopted by C ouncil: Date
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Certified Passed by Council Secr tary BY
gy,
Approved by iVlavor: Date Approve by Ma r for ission to Council
BY —
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� WNI�TE - CIT,Y CIERK SS�� �' .,.-.' -- . ' . . . .... . ..
. . PINK - FINANCE ��,� ���- -` v� COIlI�CIl (y�
CANARV - DEPARTMENT - G I TY OF SA I NT PAU L - )
BLUE - MAVOR . - F11C NO• •�� �� � .
. , �t: Council Resolution
; , t�
Presented��Y <>.�
�, � �. , ,.
i�'�Ref red To "� `r Committee: Date ` `� '�
Ou�of ommittee By Date
!� !l� �� t� � �T.lt�!'
�2 �Al, �L #�t�M'1'ICr �S'�!!
ifptli�'/! �t�fe, 1!!l1��
Y"�l1� � !lt�i/IOI�i '!'� I�S'�I�C�
, bid� !os the sals f i3.A�O.00+b ti�eral
�bliqatio�n 8t t wpre�at �eaf l►s��sa�nt �ec1s,
Serits 1l�3s tt s•I . of t� ity o# aain� Fial, ,
�,,,A. iliaaerota [t.�r Cit '_, sre to br , �rrd � l�b�ar� 1�t
- 19�', and ar�oosf sed l�bardar�► 4, 1989, i� accarda�ese
.��_ . , .��t� l�e�ol�eti� lks. t �dop�t by tlsis t:o0acii on Jsazues�r
1�, 1989 ttbt • �lnti Calli tl�ut �al�•}, and appzo�esd
bp t2�e �layor �t Jsnoarlr , 19 t at�A
. t.he cic rtsr r.q�ir.s t�at ct�s �s �:
be atittufrised vate of € a�rs of this Co�Qil s as�
, it is s la tbat f�r �bsrs o!
tl�t.s Co�ncii xi 1 oot bs on l��s�oary li� 1l�9� aad
, to aec�aqs ish tIa sala of t� Ho�de
oa l�bre� 1�, 2989, still as risa tlar 8o�ds b�
the �otss of f s of t�is cil, it is desirabl�
tbat tbis r�� tion adapt�! ia o! the sal+�
ot tbt Donde thut accegta�cs t1e� b�st bid b�
Q�l�qat�! to atttb ised ofli�r eei City. aa- �Sraf.ttsd
by MieaNOta S t�t , Seotiv� iT5.5�, �isfon 3t and
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COUN�CIL MEMBERS Requested by Department of: ,
Yeas Nays
Dimond � �� �� ��
I.ong In Favor
Goswttz
�e� Against BY . f' �f ��.�
� T�_.___�,.' � ...
sQnnen -
Wilson
. Form Approved by City Attorney
Adopted by C#ouncil: Date f
: :>,.
f ,��_� .� % t' _<_,� ..
F:• .
CertiEied Passed by Council Sec tary By '° ` '� /`
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By-
"" � _ Approved by Mayor for Submission to Council
A►pproved by iNavor: Date
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,__ . ,-. - _
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By:� ---
By
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II� WHEREAS, the proceeds of the Bonds will inance
certai s�reet improvements to be specially asses ed, for
which t eiCity is proceeding pursuant to its Cha ter and not
Minnesot Statutes, Chapter 429; and
EREAS, the City has heretofore is ued registered
obligatiol,�s 'n certificated form, and incurs substantial costs
associated w th their printing and issuanc , and substantial
continuinq tr saction costs relating to eir payment,
transfer �nd e change; and
I��WHEREA , the City has determ' ed that significant
savings ir� transa tion costs will res t from issuing bonds in
"global bqok-entry form" , by which bo ds are issued in
certificatled form i large denominat ons, registered on the
books of t�he City i the name of a epository or its nominee,
and held �n safekeepi g and immobi ized by such depository,
and such depository a part of th computerized national
securities� clearance a d settlem nt system (the "National
System" ) rlegisters tran fers of wnership interests in the
bonds by miaking compute ' zed b k entries on its own books and
distribute�s payments on e b ds to its Participants shown on
its books �as the owners o su h interests; and such
Participan�ts and other ban s brokers and dealers
participat 'ng in the Nation 1 System will do likewise (not as
agents of he City) if not e beneficial owners of the bonds;
and ,
WHEREAS, "Part 'cipan s" means those financial
institutio�s for whom t e Depos 'tory effects book-entry
transfers nd pledges o securit 'es deposited and immobilized
with the D�pository; a d
`IIHEREAS, Mi west Securit es Trust Company, a limited
purpose tr�st compan organized und r the laws of the State of
Illinois, qr any of its successors o successors to its
functions hereunder (the "Depository' , will act as such
depository !with re pect to the Bonds cept as set forth
below, and �there ' before this Counci a form of letter
agreement (��the "D pository Letter Agree nt" ) setting forth
various matjters lating to the Deposito and its role with
respect toithe B nds; and
V�HERE S, the City will deliver the Bonds in the form
of one certjifi ate per maturity, each representing the entire
principal a�no t of the Bonds due on a particular maturity
date (each la ' Global Certificate" ) , which single certificate
per maturit� ay be transferred on the City' s bond register as
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required b the Uniform Commercial Code, but not exchanged for
smaller de ominations unless the City determines to issue
Replacemen� Bonds as provided below; and
EREAS, the City will be able to repl e the
Depository or under certain circumstances to ab don the
"global bo -entry form" by permitting the Glo 1 Certificates
to be exch�n ed for smaller denominations typ' al of ordinary
bonds regi te ed on the City' s bond register and "Replacement
Bonds" mea s t e certificates representing e Bonds so
authentica ed a d delivered by the Bond Re istrar pursuant to
paragraphs 6 an 12 hereof; and
�fiEREAS, "Holder" as used he in means the person in
whose name a Bond registered on th registration books of
the City m�intained y the City Trea rer or a successor
registrar �ppointed s provided in aragraph 8 (the "Bond
Registrar" � :
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�OW, THEREFOR , BE IT SOLVED by the Council of the
City of Sa'nt Paul, Minn sota, s follows :
]j . Acce tance B d. Notwithstanding that the
Resolution Calling the Sal ontemplated that this Council
might acce�t the bid on the sale of the Bonds, the bids to
purchase $�,000,000 Genera bligation Street Improvement
Special As essment Bonds, Se ies 1989B, of the City (the
"Bonds" , o individually a "B nd" ) , in accordance with the
Official T rms of Offer'ng fo the bond sale, shall be
reviewed b the Direct r, Depa tment of Finance and Management
Services (�r, if he i absent o unavailable or disabled, the
Treasurer r Budget rector or ayor or any other officer of
the City a roved by the City At orney) . Such officer may
reject all ids if eemed advisab e after consultation with
the City' s �financi 1 consultant. f all bids are not
rejected, s ch of icer shall find, determine and declare which
bid is the ost vorable bid recei ed and accept such bid and
award the B nds o such bidder (the "Purchaser" ) . In
accepting s ch id, such officer sha ( 1) set the interest
rates on th' B nds (to be those inter st rates set forth in
such bid) , (2) set the purchase price or the Bonds (to be
that purcha e price set forth in such 'd, plus interest
accrued to ttlement) , ( 3) determine t amount of
capitalized interest to be deposited in e Debt Service Fund,
and (4) det rmine the amount of Pledged Assessments pursuant
to paragrap 19 of this resolution. The Director, Department
of Finance nd Management Services, or his designee, is
directed tolretain the deposit of the Purchaser and to
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fort with r turn to the unsuccessful bidders their good faith
check or d afts .
2 . Title• Ori inal Issue Date• Denom'nations •
Maturiti The Bonds shall be titled "Genera Obligation
Street Im � vement Special Assessment Bonds, eries 19898" ,
shall be d ed March 1, 1989, as the date of original issue
and shall b issued forthwith on or after s ch date as fully
registered nds . The Bonds shall be numb red from R-1
upward. Gl b 1 Certificates shall each b in the denomination
of the enti e rincipal amount maturing n a single date, or,
if a portio o said principal amount i prepaid, said
principal a ount less the prepayment. Replacement Bonds, if
issued as p�rovide in paragraph 6, sh 11 be in the denomi-
nation of $ ,000 e ch or in any inte ral multiple thereof of a
sinqle matu ity. e Bonds shall m ture on. March 1 in the
years and a ounts as follows:
Year Amoun ar Amount
1991 $125,000 2001 $100,000
1992 � 125,000 2002 100,000
1993 ' 100,000 2003 100, 000
1994 100,000 2004 100, 000
1995 ' 100,000 2005 100, 000
1996 100,000 2006 100,000
1997 100,000 2007 100,000
1998 100,000 2008 100,000
1999 100,000 2009 75,000
2000 ' 100,000 O10 75,000
3 � Purpose. The Bonds shall provide funds for the
constructio of vario s street imp ovements (the "Improve-
ments" ) in �he City. The total cos of the Improvements,
which shall include 11 costs enume ted in Minnesota
Statutes, S�ction 4 5 .65, is estimat to be at least equal to
the amount f the onds . Work on the mprovements shall
proceed witi due ligence to completi n. �
4 : In erest. The Bonds shall bear interest payable
semiannuall on arch 1 and September 1 o each year (each, an
"Interest P�ym t Date" ) , commencing Septe ber 1, 1989 ,
calculated n he basis of a 360-day year o twelve 30-day
months, at h respective rates per annum de ermined for each
of the matu i y years in the manner, and by t e officer,
provided in aragraph 1 of this resolution.
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I 5. Descri tion of the Global Certificates and
Global B�ok-Entry System. Upon their original issu nce the
Bonds wi]�1 be issued in the form of a sinyle Glob Certifi-
cate for each maturity, deposited with the Depos ' ory by the
Purchase , and immobilized as provided in paragr h 6 . No
beneficiai owners of interests in the Bonds wi receive
certifica�t representing their respective in erests in the
Bonds exc'�ep as provided in paragraph 6 . Ex ept as so
provided,ldu 'ng the term of the Bonds, be ficial ownership
(and subsleque transfers of beneficial ow ership) of
interestslin t Global Certificates wil be reflected by book
entries m�de on he records of the Depo tory and its
Participa#�ts and ther banks, brokers, and dealers participat-
ing in th� Nation System. The Depo itory' s book entries of
beneficial ownershi interests are a thorized to be in
increment� of $5,00 of principal o the Bonds, but not
smaller ir�crements, spite the la ger authorized denomina-
tions of �.he Global C tificates . Payment of principal of,
premium, i!,f any, and i erest on the Global Certificates will
be made td the Bond Regi trar a paying agent, and in turn by
the Bond l�egistrar to the Depo itory or its nominee as
registerec� owner of the G1 ba Certificates, and the
Depository; according to the aws and rules governing it will
receive an�d forward payment on behalf of the beneficial
owners of Ithe Global Certi i tes .
I�ayment of pri cipal f, premium, if any, and
interest o� a Global Ce ificat may in the City' s discretion
be made by', such other thod of ansferring funds as may be
requested �y the Holde of a Glob Certificate.
� . Immobi ization of Glo 1 Certificates b the
De ositor 1 Success r De ositor • Re acement Bonds . Pursuant
to the req�est of e Purchaser to the Depository, which
request is ',requir by the Official Te s of Offering,
immediatel� upon he original delivery o the Bonds the
Purchaser v�ill d posit the Global Certifi ates representing
all of the ',Bond with the Depository. The Global Certificates
shall be in', ty ewritten form or otherwise a acceptable to the
Depository,'� s 11 be registered in the name f the Depository
or its nomi�ne and shall be held immobilized rom circulation
at the offi�C s of the Depository on behalf of e Purchaser
and subsequ t bondowners . The Depository or its nominee will
be the sole holder of record of the Global Certificates and no
investor o �, other party purchasing, selling or otherwise
transferri ownership of interests in any Bond is to receive,
hold or del�ver any bond certificates so long as the
Depository l�olds the Global Certificates immobilized from
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ci culati�n, except as provided below in this pa agraph and in
par raphl 12 .
jCertificates evidencing the Bonds y not after
their o ilginal delivery be transferred or e hanged except:
(i) Upon registration of tra sfer of ownership of
a Gl�O al Certificate, as provided i paragraph 12,
( ' i) To any successor of e Depository (or its
nomilnee) or any substitute depo tory (a "substitute
depqsito " ) designated pursua to clause ( iii) of this
subP�aragr h, provided that a successor of the
Depdsitory r any substitute epository must be both a
"cle�aring c poration" as d fined in the Minnesota
Uni�orm Comm cial Code at innesota Statutes,
Sect�ion 336 . 8 102, and a alified and registered
"cl aring agen " as pro ided in Section 17A of the
Sec�rities Exch nge Act f 1934, as amended,
; (iii) To a ubs tute depository designated by and
acc�ptable to the i upon (a) the determination by the
Dep sitory that th onds shall no longer be eligible for
its �depository serv es or (b) a determination by the
City� that the Depo i ory is no longer able to carry out
its functions, pr vid d that any substitute depository
mus� be qualifie to a t as such, as provided in clause
(ii of this su aragra h, or
(iv) To those per ns to whom transfer is
reqy�ested in ritten tran er instructions in the event
that:
) the Depositor shall resign or discontinue
j its s rvices for the Bon s and the City is unable to
loca e a substitute depo 'tory within two (2 ) months
� fol owing the resignation r determination of non-
I el ' ibility, or
(b) upon a determinati n by the City in its
ole discretion that ( 1) the ontinuation of the
ook-entry system described h ein, which precludes
the issuance of certificates ( ther than Global
' Certificates) to any Holder oth r than the
Depository (or its nominee) , mig t adversely affect
the interest of the beneficial o ers of the Bonds,
or (2) that it is in the best int est of the
beneficial owners of the Bonds tha they be able to
I obtain certificated bonds,
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in elther of which events the Cit shall noti Holders
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of iti.s determination and of the availability f
certi;ficates (the "Replacement Bonds" ) to H lders
equ�sting the same and the registration, ransfer and
e cha�nge of such Bonds will be conducted as provided in
pa ac�raphs 9B and 12 hereof .
I�In the event of a succession of he Depository as
may be aut orized by this paragraph, the ond Registrar upon
presentatip of Global Certificates sh 1 register their
transfer tb he substitute or success depositories, and the
substitute'ior successor depository s 11 be treated as the
Depository� for all purposes and fun tions under this
resolution� Th Depository Letter Agreement shall not apply
to a subst�.tute r successor depo itory unless the City and
the substitute or successor depo itory so agree, and a similar
agreement Thay be e tered into.
7 . Redem ion. A Bonds maturing in the years
2000 to 20�0, both i lusiv , shall be subject to redemption
and prepay�ent at the opti of the City on March 1, 1999, and
on any int�rest paymen d e thereafter at a price of par plus
accrued int�erest. Rede ion may be in whole or in part of
the Bonds �ubject to pr ayment. If redemption is in part,
those Bond� remaining id which have the latest maturity
date shall ��be prepaid fir t; and if only part of the Bonds
having a coanmon matu ity d te are called for prepayment, the
Global Cert�ificates ay be repaid in $5,000 increments of
principal a�d, if plicable the specific Replacement Bonds
to be prepa�id sha be chose by lot by the Bond Registrar.
Bonds or po�ktion thereof cal d for redemption shall be due
and payableion e redemption ate, and interest thereon shall
cease to acCru from and after he redemption date.
Upo a reduction in the aggregate principal amount
of a Global � ertificate, the Hold may make a notation of
such redemp ion on the panel provi d on the Global
Certificat istating the amount so r deemed, or may return the
Global Ce tificate to the Bond Reqis rar in exchange for a new
Global C rt�ficate authenticated by t e Bond Registrar, in
proper rinaipal amount. Such notatio , if made by the
Holder sha]�l be for reference only, an may not be relied
upon any �other person as being in an way determinative of
the incipa�l amount of such Global Certi icate outstanding,
unle s the E�ond Registrar has signed the a ropriate column of
the panel . j
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�� To effect a artial redem tion of Replacemen Bonds
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having a ommon maturity date, the Bond Registrar pri r to
giving o�ice of redemption shall assign to each Re acement
Bond ha '�g a common maturity date a distinctive n mber for
each $5, 0 of the principal amount of such Repl ement Bond.
The Bond egistrar shall then select by lot, us ' g such method
of select� n as it shall deem proper in its d' cretion, from
the numbe�rs so assigned to such Replacement nds, as many
numbers a�, t $5, 000 for each number, shal equal the
principal �amo nt of such Replacement Bonds to be redeemed.
The Repla�emen Bonds to be redeemed shal be the Replacement
Bonds to which ere assigned numbers so elected; provided,
however, �hat o y so much of the prin ipal amount of each
such Replajcement ond of a denominati n of more than $5,000
shall be �edeemed s shall equal $5, 00 for each number
assigned t�o it and so selected.
�,If a Repla ement Bond ' to be redeemed only in
part, it s�all be su endered t the Bond Registrar (with, if
the City o,� Bond Regi rar so quires, a written instrument
of transfe�r in form sa ' sfact y to the City and Bond
Registrar �luly executed y t e Holder thereof or his, her or
its attorn�y duly author ze in writing) and the City shall
execute ( i necessary) an the Bond Registrar shall
authentica�e and deliver the Holder of such Replacement
Bond, with�ut service c r , a new Replacement Bond or Bonds
of the sam� series hav' g t same stated maturity and
interest r�te and of y aut orized denomination or
denominatipns, as re ested b such Holder, in aggregate
principal �mount eq 1 to and 'n exchange for the unredeemed
portion of ;the prin ipal of the Bond so surrendered.
7k'he Bon Registrar sha call Bonds for redemption
and paymentt as h rein provided up receipt by the Bond
Registrar a�t le st forty-five (45) ays prior to the
redemption �dat of a request of the ity, in written form if
the Bond R�gi trar is other than a C ty officer. Such request
shall spec�f the principal amount of onds to be called for
redemption !i d the redemption date.
ublished notice of redemption shall in each case be
given in cCOrdance with law, and mailed otice of redemption
shall be gi en to the paying agent (if oth r than a City
officer an� to each affected Holder. If a d when the City
shall all ny of the Bonds for redemption a d payment prior
to th stat d maturity thereof, the Bond Regi trar shall give
writ n not 'ce in the name of the City of its tention to
redeem and �iay such Bonds at the office of the Bond Registrar.
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No ice of redemption shall be given by first class ma ' ,
pos age p epaid, mailed not less than thirty ( 30) da prior
to t e re emption date, to each Holder of Bonds to
redee ed, at the address appearing in the Bond Reg' ster. All
notice of redemption shall state:
(a) The redemption date;
) The redemption price;
'�(c If less than all outstandin Bonds are to be
redeemed, the identificati (and, in the case
of partial redemption, th respective principal
mounts ) of the Bonds to e redeemed;
(d) T t on the redemption ate, the redemption
pr ce will become due nd payable upon each
suc Bond, and that ' terest thereon shall
ceas to accrue fro and after said date; and
(e) The p ce where s h Bonds are to be
surren ered for yment of the redemption price
, (which hall be he office of the Bond
' Registra ) .
otices to Mid s Securities Trust Company or its
nominee sh�ll contain the SIP numbers of the Bonds . If
there are any Holders of t Bonds other than the Depository
or its nominee, the Bond e ' strar shall use its best efforts
to deliver any such noti e t the Depository on the business
day next pl�eceding the ate o mailing of such notice to all
other Holdiers .
I8 . Bond R istrar. e Treasurer of the City is
appointed �to act as ond registra and transfer aqent with
respect to! the Bon (the "Bond R istrar" ) , and shall do so
unless and until a successor Bond gistrar is duly appointed.
A successo Bond egistrar shall be n officer of the City or
a bank or rust ompany eligible for esignation as bond
registrar ursu t to Minnesota Statu es, Chapter 475, and may
be appointed p suant to any contract he City and such
successor on Registrar shall execute hich is consistent
herewith. Th Bond Registrar shall also serve as paying agent
unless and u til a successor paying agent is duly appointed.
Principal �a d interest on the Bonds shall e paid to the
Holders (o record holders) of the Bonds in the manner set
forth in t e forms of Bond and paragraph 14 f this
resolution.
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I� 9 , orms of Bond. The Bonds shall be in the form
of G1oba1 Certi icates unless and until Repl cement Bonds are
made avai�able a provided in paragraph 6 . ach form of bond
may contain such ditional or different t rms and provisions
as to the '� form of yment, record date, n ices and other
matters aS are consi tent with the Depos ' ory Letter Agreement
and appro�ed by the ' ty Attorney.
II�A. Global C tificates . T Global Certificates,
together v�ith the Certi icate of Reg' tration, the Register of
Partial Pajyments, the fo of Assig ent and the registration
information thereon, shal be in s stantially the following
form and r�ay be typewritte rather than printed:
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
, RAMSEY COUNTY
I CITY OF SAINT PAUL
R- S
GENE L OBLIGATION STREET I PROVEMENT
SPECI ASSESSMENT BOND, S RIES 1989B
INTERESTI MATURITY ATE OF
RATE DATE OR GINAL ISSUE CUSIP
I Ma h 1, arch 1, 1989
REGISTERED OWNER:
PRINCIPAL �MOUNT: DOLLARS
KNOW ALL PERSONS Y THESE PRESENTS that the City of
Saint Paul'I, Ramsey County, nnesota (the "Issuer" or "City" ) ,
certifies ithat it is indebt and for value received promises
to pay to the registered o e specified above or on the
certificat�e of registratio be ow, or registered assigns, in
the mannerlhereinafter se for , the principal amount
specified above, on the aturit date specified above, unless
called for' earlier rede tion, a d to pay interest thereon
semiannually on March 1 and Sept ber 1 of each year (each, an
"Interest Payment Date' ) , commenc g September 1, 1989 , at the
rate per a,n num specif ' d above (ca culated on the basis of a
360-day yelar of twelv 30-day month ) until the principal sum
is paid or has been ovided for. is Bond will bear
interest fjrom the mo t recent Intere t Payment Date to which
interest hlas been p id or, if no inte est has been paid, from
the date af origin issue hereof. Th principal of and
premium, if any, o this Bond are paya e by check or draft in
next day funds or its equivalent (or by wire transfer in
immediately avail ble funds if payment i such form is
necessary to mee the timing requirements below) upon
presentat 'on an surrender hereof at the incipal office of
the Treas rer o the Issuer in Saint Paul, Minnesota (the
"Bond Reg' stra " ) , acting as paying agent, r any successor
paying ag nt ly appointed by the Issuer; provided, however,
that upon a p rtial redemption of this Bond which results in
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the stated� amount hereof being reduced, the Holder may in its
discretion be paid without presentation of this nd, which
pa ent shall be received no later than 12 :00 n n, Chicago,
Illi ois, �time, and may make a notation on the anel provided
herei of Isuch redemption, stating the amount o redeemed, or
may re urnithe Bond to the Bond Registrar in xchange for a
new Bo iln the proper principal amount. S h notation, if
made by hie Holder, shall be for reference nly, and may not
be relie iupon by any other person as bei in any way
determina 've of the principal amount of his Bond outstand-
ing, unles� the Bond Registrar has sign d the appropriate
column of t e panel . Interest on this ond will be paid on
each Inte�es Payment Date by check o draft in next day funds
or its eq�iva ent mailed (or by wire transfer in immediately
available fun if payment in such orm is necessary to meet
the timinc� requ'rements below) to e person in whose name
this Bond is re ' stered (the "Hol er" or "Bondholder" ) on the
registrat�on boo of the Issuer aintained by the Bond
Registrarland at e address ap aring thereon at the close of
business �n the fi teenth cale ar day preceding such Interest
Payment D�te (the " egular Re rd Date" ) . Interest payments
shall be $eceived by the Hol r no later than 12 :00 noon,
Chicago, �llinois, ti e; an principal and premium payments
shall be eceived by t e Ho der no later than 12 :00 noon,
Chicago, �llinois, tim i the Bond is surrendered for
payment e ough in advan to permit payment to be made by such
time. An interest not timely paid shall cease to be
payable t the person w is the Holder hereof as of the
Regular Record Date, a s all be payable to the person who is
the Holder hereof at t e cl se of business on a date (the
"Special �Record Date" fixed by the Bond Registrar whenever
money bec�omes availa le for p yment of the defaulted interest.
Notice of! the Speci 1 Record D te shall be given to Bond-
holders r�ot less t n ten days rior to the Special Record
Date. Thle princip 1 of and pre 'um, if any, and interest on
this Bonc� are pay ble in lawful ney of the United States of
America. i
� Date f Pa ent Not Busin ss Da . If the date for
payment f the principal of, premium if any, or interest on
this Bon� sha 1 be a Saturday, Sunday legal holiday or a day
on which ban ng institutions in the C 'ty of Chicago,
Illinois or the city where the princip 1 office of the Bond
Registra� i located are authorized by 1 w or executive order
to close� en the date for such payment hall be the next
succeedi#� day which is not a Saturday, S day, legal holiday
or a dayl n which such banking institution are authorized to
close, a d payment on such date shall have e same force and
effect if made on the nominal date of payment.
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�tedemption. All Bonds of this issue matur' g in the
years 2 OO to 2010, both inclusive, are subject to edemption
and prep y�ent at the option of the Issuer on Marc 1, 1999 ,
and on an Interest Payment Date thereafter at a rice of par
plus accru d interest. Redemption may be in wh e or in part
of the Bon subject to prepayment. If redemp ion is in part,
those Bond� emaining unpaid which have the 1 test maturity
date shall b prepaid first; and if only par of the Bonds
having a cdmm maturity date are called f prepayment, this
Bond may b� pr aid in $5,000 increments principal . Bonds
or portionsl the of called for redemptio shall be due and
payable onjthe r demption date, and int rest thereon shall
cease to aGcrue f om and after the red mption date.
I�otice of Redem tion. Pub ished notice of redemp-
tion shall in each c se be given i accordance with law, and
mailed notilce of rede ption shall e given to the paying agent
( if other t�han a City fficer) a to each affected Holder of
the Bonds . � In the eve t any of he Bonds are called for
redemption,' written not ce the of will be given by first
class mail �nailed not le s th n thirty ( 30) days prior to the
redemption Idate to each ld r of Bonds to be redeemed. In
connection ,with any such ice, the "CUSIP" numbers assigned
to the Bond�s shall be used
Rie lacement or Not tion of Bonds after Partial
Redemption. Upon a par ial y demption of this Bond which
results in lthe stated mount h reof being reduced, the Holder
may in its �liscretion make a n ation on the panel provided
herein of spch redem tion, stati g the amount so redeemed.
Such notati�n, if m de by the Ho der, shall be for reference
only, and m y not e relied upon any other person as being
in any way �leterm'native of the pr'ncipal amount of the Bond
outstanding� unl ss the Bond Regist ar has signed the
appropriate col n of the panel . Ot erwise, the Holder may
surrender t is ond to the Bond Regi rar (with, if the Issuer
or Bond Reg s ar so requires, a writ n instrument of
transfer in rm satisfactory to the I uer and Bond Registrar
duly execut by the Holder thereof or ' s, her or its
attorney d y authorized in writing) and the Issuer shall
execute ( ' necessary) and the Bond Regis rar shall
authentic t and deliver to the Holder of uch Bond, without
service ha ge, a new Bond of the same seri s having the same
stated atu ity and interest rate and of the authorized
denomi atio� in aggregate principal amount e al to and in
exchange fo� the unredeemed portion of the pri cipal of the
Bond so sur�endered.
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Is'�SUance; Purpose; General Obligation. This Bond is
one of an is ue in the total principal amount of $2, 000, 000,
all of 1 'ke ate of original issue and tenor, except as to
number, m tu ity, interest rate, denomination and r demption
privilege, w ich Bond has been issued pursuant to nd in full
conformity w'th the Constitution and laws of the tate of
Minnesota a the Charter of the Issuer, and pu uant to a
resolution a opted by the City Council of the suer on
February _,, 989 (the "Resolution" ) , for the urpose of
providing mo to finance the construction various street
improvements i the City. This Bond is pay le out of a
special acco nt relating to the Bonds in t General
Obligation S ec 1 Assessments -- Streets ebt Service Fund of
the Issuer. , Thi Bond constitutes a gen al obligation of the
Issuer, and o pr vide moneys for the p ompt and full payment
of its princ 'pal, remium, if any, and interest when the same
become due, he fu 1 faith and credit and taxing powers of the
Issuer have een an are hereby irre ocably pledged.
De ominati ns • Exchan e• Resolution. The Bonds are
issuable ori inally o ly as Globa Certificates in the
denomination! of the e ire princ pal amount of the issue
maturing on ' single d te, or, f a portion of said principal
amount is pr paid, said rinc ' al amount less the prepayment.
Global Certi icates are ot changeable for fully registered
bonds of sma ler denomina i s except to evidence a partial
prepayment o in exchange r Replacement Bonds if then
available. eplacement B ds, if made available as provided
below, are i suable sole s fully registered bonds in the
denomination� of $5,000 nd 'ntegral multiples thereof of a
single matur"ty and ar excha geable for fully registered
Bonds of oth r author' ed den inations in equal aggregate
principal am unts at he princ al office of the Bond
Registrar, b�it only n the mann r and subject to the
limitations rovide in the Reso ution. Reference is hereby
made to the esolu ion for a des iption of the rights and
duties of th Bon Registrar. Co 'es of the Resolution are on
file in the prin pal office of th Bond Registrar.
Rella ement Bonds . Repla ment Bonds may be issued
by the Issue n the event that:
(al the Depository shall r sign or discontinue its
service for the Bonds, and only ' f the Issuer is unable
to loc e a substitute depository within two (2 ) months
follo i g the resignation or determination of non-
elig'bi ity, or
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b) upon a determination by the Issuer i its sole
dis r tion that ( 1 ) the continuation of the b k-entry
sys em described in the Resolution, which pr cludes the
issu nce of certificates (other than Globa Certificates )
to an Holder other than the Depository ( its nominee) ,
might dversely affect the interest of t e beneficial
owner f the Bonds, or (2 ) that it is n the best
inter s of the beneficial owners of e Bonds that they
be able o obtain certificated bonds
Tran fer. This Bond shall be registered in the name
of the pay e on the books of the Issu by presenting this
Bond for r gist tion to the Bond Re strar, who will endorse
his, her o its me and note the d e of registration
opposite t e name of the payee in e certificate of
registrati�n attac ed hereto. Th reafter this Bond may be
transferre�l by deli ery with an ssignment duly executed by
the Holder or his, h r or its gal representatives, and the
Issuer and' Bond Regis rar may reat the Holder as the person
exclusivel entitled exer ise all the rights and powers of
an owner u til this Bo is presented with such assignment for
registrati n of transfe ccompanied by assurance of the
nature pro�ided by law t t the assignment is genuine and
effective, and until su transfer is registered on said books
and noted hereon by th Bo d Registrar, all subject to the
terms and onditions ovi d in the Resolution and to
reasonable regulatio s of t Issuer contained in any
agreement ith, or otice to the Bond Registrar. Transfer of
this Bond ay, at e directi n and expense of the Issuer, be
subject to certai other rest 'ctions if required to qualify
this Bond as bei g "in registe d form" within the meaning of
Section 149(a) f the federal I ternal Revenue Code of 1986 ,
as amended
e u on Transfer or L s . The Bond Registrar may
require pa nt of a sum sufficien to cover any tax or other
government charge payable in conn ction with the transfer or
exchange this Bond and any legal r unusual costs regarding
transfers �nd lost Bonds .
reatment of Re istered Owne . The Issuer and Bond
Regis ar ay treat the person in whose name this Bond is
regis ered as the owner hereof for the rpose of receiving
paym nt as herein provided (except as oth rwise provided with
res ect to the Record Date) and for all o her purposes,
whether or� not this Bond shall be overdue, and neither the
Issuer nor the Bond Registrar shall be affected by notice to
the contra y.
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uthentication. This Bond shall not be valid or
become obl gatory for any purpose or be entitled to a
security less the Certificate of Authentication he eon shall
have been xecuted by the Bond Registrar.
t ualified Tax-Exem t Obli ations . The Bonds
have not b e designated by the Issuer as "qual fied
tax-exempt-I ob igations" for purposes of Secti 265(b) ( 3) of
the federa]l I ernal Revenue Code of 1986, a amended.
T�T IS HEREBY CERTIFIED AND RECIT D that all acts,
conditions and t ings required by the Co titution and laws of
the State c}f Minn sota and the Charter the Issuer to be
done, to h�ppen a to be performed, p cedent to and in the
issuance o this B d, have been done have happened and have
been perfo�med, in egular and due f rm, time and manner as
required by� law, and this Bond, to ther with ail other debts
of the Issyer outstan ing on the te of original issue hereof
and on theldate of its issuance d delivery to the original
purchaser, does not exc ed any nstitutional or statutory or
Charter lim�itation of i ebted ess.
IIN WITNESS WHER F the City of Saint Paul, Ramsey
County, Min,nesota, by its ty Council has caused this Bond to
be sealed wlith its offici eal and to be executed on its
behalf by tlhe photocopie fa simile signature qf its Mayor,
attested bylthe photoco ied f csimile signature of its Clerk,
and countersigned by t e photo opied facsimile signature of
its Directo�r, Departm nt of Fin nce and Management Services .
,
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Date of R�gistration: Registrable by:
I Payable at:
BOND REGIS'ITRA ' S CITY OF S NT PAUL,
CERTIFICAT'E 0 RAMSEY C NTY, MINNESOTA
AUTHENTICA�TION
This Bond lis one of the
Bonds descjribed i the
Resolution� mention d Mayor
within.
A test:
' City Clerk
,
Bond Regis rar
By ountersigned:
Authoriz�d Signature
Dir ctor, Department of Finance
and anagement Services
(SE�) �
General Ob gation Street Improvement Special Assessment Bond,
Series 19818, No. R-
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CERTIFICATE OF REGISTRATION
The transflr ownership of the principal amo t of the
attached B nd y be made only by the registe ed owner or his ,
her or its�lega representative last noted b low.
DATE OF SIGNATURE OF
REGISTRATI N REGISTERED OWNER BOND REGISTRAR
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REGISTER OF PARTIAL PAYMENTS
The principlal a unt of the attached Bond h been prepaid on
the dates a�nd in the amounts noted below:
Signature of Signature of
Date � Amount Bondholder Bond Registrar
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If a no�at�ion is made on this register, uch notation has the
effect st ted in the attached Bond. Partial payments do not
require t e presentation of the attached Bond to the Bond
Registrar, and a Holder could fail to note the partial payment
here.
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ABBREVIATIONS
The f llowi g abbreviations, when used in the inscription
on the fac� of th' s Bond, shall be constru d as though they
were writt�n out i full according to app icable laws or
regulationi:
TEN COM s tenants i common
TEN ENT - �s tenants b the entiretie
JT TEN - a� joint tenant with right f survivorship
afid not as tena ts in comm
UTMA - f as cus odian fo
( ust) (Minor)
und r the Uniform Transfers
I (Sta e)
to riiinors Act
�,dditional abbrev tions may also be used
though not in the above list.
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ASSIGNMENT
For value received, the undersigned her y sells,
assigns an�i trans ers unto
the within nd and does
hereby irrevocably constitute and appoint
attorney tb transf the Bond on the books k t for the
registration thereo , with full power of su stitution in the
premises .
Dated:
�otice: The ssignor ' s s gnature to this
assig ent mus correspond with the name
as it ppears pon the face of the within
' Bond i ever particular, without
alterat 'on any change whatever.
Signature �uaranteed:
Signature(s ) must be guar nteed by a national bank or trust
company or by a brokerag firm h ving a membership in one of
the major tock exchang s .
�he Bond Re istrar will ot effect transfer of this
Bond unless the info mation concer 'ng the transferee
requested �elow is rovided.
Name and A�idress:
( Include information r all joint owners
if the Bond is held by 'oint account. )
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. Replacement Bonds . If the City has notified
Holders th Replacement Bonds have been made �ailable as
provided i aragraph 6, then for every Bond ereafter
transferreCi o exchanged ( including an excha ge to reflect the
partial pr pa ent of a Global Certificate ot previously
exchanged �or R lacement Bonds ) the Bond egistrar shall
deliver a Certifi ate in the form of the eplacement Bond
rather tha the G1 bal Certificate, but e Holder of a Global
Certificat� shall n t otherwise be requ' red to exchange the
Global Certificate r one or more Rep acement Bonds since the
City recog izes that ome bondholders may prefer the
convenienc� of the Dep sitory' s regi tered ownership of the
Bonds even though the e tire issue s no longer required to be
in global �ook-entry fo The R lacement Bonds, together
with the B nd Registrar' s �Certif ' ate of Authentication, the
form of As$ignment and the regi ration information thereon,
shall be i� substantially t e llowing form:
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
R- $
�' GE ERAL OBLIGATION STREET IMPROV ENT
SPE IAL ASSESSMENT BOND, SERIES 1989B
INTEREST MATiJRITY DATE F
RATE DATE ORIGIN ISSUE CUSIP
Marc 1, 1989
REGISTERED OWNER:
PRINCIPAL OUNT: DOLLARS
NOW ALL PERSONS Y T SE PRESENTS that the City of
Saint Paul, Ramsey County, in sota (the "Issuer" or "City" ) ,
certifies that it is indebte nd for value received promises
to pay to the registered own specified above, or registered
assigns, i ' the manner here' a ter set forth, the principal
amount specified above, on he aturity date specified above,
unless called for earlier edem tion, and to pay interest
thereon semliannually on M rch 1 d September 1 of each year
(each, an "'Interest Paym nt Date" , commencing September 1,
1989 , at the rate per a num specif 'ed above (calculated on the
basis of a 360-day yea of twelve 3 -day months) until the
principal sum is paid or has been p vided for. This Bond
will bear 'nterest f m the most rec t Interest Payment Date
to which i terest h been paid or, i no interest has been
paid, from �the dat of original issue h reof. The principal
of and premium, i any, on this Bond are payable upon
presentatian and urrender hereof at the rincipal office of
, in
' , (the "B d Registrar" ) ,
acting as ayi g agent, or any successor paying agent duly
appointed y he Issuer. Interest on this Bond will be paid
on each In e est Payment Date by check or draft mailed to the
person in ose name this Bond is registered (the "Holder" or
"Bondholde " ) on the registration books of the Issuer
maintaine 'by the Bond Registrar and at the address appearing
thereon at the close of business on the fifteenth calendar day
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preceding �uch Interest Payment Date (the "Regular Record
Date" ) . y interest not so timely paid shall ease to be
payable t the person who is the Holder hereof as of the
Regular Re ord Date, and shall be payable to he person who is
the Holder ereof at the close of business o a date (the
"Special R�c rd Date" ) fixed by the Bond Re istrar whenever
money beco es available for payment of the efaulted interest.
Notice of �he pecial Record Date shall be given to
Bondholder� not less than ten days prior o the Special Record
Date. The princ 'pal of and premium, if ny, and interest on
this Bond �re pay ble in lawful money o the United States of
America.
�?EFERENCE S HEREBY MADE T THE FURTHER PROVISIONS
OF THIS BOND SET FORT ON THE REVER HEREOF, WHICH PROVISIONS
SHALL FOR JALL PURPOSES HAVE THE S EFFECT AS IF SET FORTH
HERE.
iIT IS HEREBY CE TIFIED AND RECITED that all acts,
conditions and things requ ed y the Constitution and laws of
the State of Minnesota and e Charter of the Issuer to be
done, to happen and to be pe ormed, precedent to and in the
issuance c�f this Bond, have n done, have happened and have
been perfqrmed, in regular d ue form, time and manner as
required l�y law, and this nd, oqether with all other debts
of the Is�uer outstanding n the ate of original issue hereof
and on the date of its is uance a delivery to the original
purchaser� does not exce d any con titutional or statutory or
Charter l�mitation of i debtedness .
lIN WITNESS W EREOF, the Cit of Saint Paul , Ramsey
County, Minnesota, by its City Council has caused this Bond to
be sealedlwith its o ficial seal or a acsimile thereof and to
be execut�d on its ehalf by the origin 1 or facsimile
signaturelof its M or, attested by the riginal or facsimile
signature of its C erk, and countersigne by the original or
facsimile signatu e of its Director, Depa tment of Finance and
Managemen� Servi s .
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Date of Reg�s ation: Registrable by:
Payable at
BOND REGIST�tAR' S CITY 0 SAINT PAUL,
CERTIFICATEI� OF RAMSE COUNTY, MINNESOTA
AUTHENTICAT,TON
This Bond i�s one of th
Bonds descrlibed in the
Resolution pmentioned May r
within.
test:
' , ity Clerk
Bond Regist�rar
gy Co tersigned:
Authoriz d Signature
Dire or, Depar#.�ent of Finance
and i�t agement Services
(SEAL)
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ON REVERSE OF BOND
D�te of Payment Not Business Day. If the date for
payment of the principal of, premium, if any, or interest on
this Bond all be a Saturday, Sunday, legal ho iday or a day
on which b king institutions in the City of C icago,
Illinois, o the city where the principal offi e of the Bond
Registrar ijs located are authorized by law or xecutive order
to close, the the date for such payment shal be the next
succeeding Iday hich is not a Saturday, Sund , legal holiday
or a day on� whi such banking institutions re authorized to
close, and ;payme on such date shall have e same force and
effect as i�f made n the nominal date of p ent.
�#edemptio . All Bonds of this ' ssue maturing in the
years 2000�to 2010, oth inclusive, are bject to redemption
and prepay�ent at the option of the Issu r on March 1, 1999 ,
and on any � Interest Pa ent Date therea ter at a price of par
plus accru�d interest. Redemption may e in whole or in part
of the Bon�is subject to repayment. I redemption is in part,
those Bond� remaining un aid which ha the latest maturity
date shall , be prepaid fir t; and if o ly part of the Bonds
having a common maturity te are ca led for prepayment, the
specific Bbnds to be prepai shall chosen by lot by the
Bond Regis�trar. Bonds or p tions hereof called for
redemption; shall be due and ayabl on the redemption date,
and intere�st thereon shall ce se t accrue from and after the
redemption� date.
'Notice of Redemption. Published notice of
redemptior� shall in each case b given in accordance with law,
and mailed notice of redemption s all be given to the paying
agent (if �other than a City of ice ) and to each affected
Holder of 'the Bonds . In the e ent ny of the Bonds are called
for redem�tion, written notic there f will be given by first
class mail mailed not less t n thir ( 30) days prior to the
redemptiom date to each Hold r of Bon to be redeemed. In
connectiofi with any such no ice, the " USIP" numbers assigned
to the Bo�ds shall be used.
iSelection of Bo s for Redem ti n. To effect a
partial rledemption of Bon s having a commo maturity date, the
Bond Regi�trar shall ass ' n to each Bond ha ing a common
maturity date a distinct ve number for each ,000 of the
principali amount of suc Bond. The Bond Regi trar shall then
select byl lot, using su h method of selection as it shall deem
proper ir� its discreti n, from the numbers assigned to the
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Bonds, as m�ny numbers as, at $5,000 for each number, shall
equal the p�incipal amount of such Bonds to be redeemed. The
Bonds to be� redeemed shall be the Bonds to which were assigned
numbers so elected; provided, however, that only so much of
the princip 1 amount of such Bond of a denomination of more
than $S,OOO � sha11 be redeemed as shall equal $5 0 for each
number ass ned to it and so selected. If a B d is to be
redeemed on y in part, it shall be surrendere to the Bond
Reqistrar ( 'th, if the Issuer or Bond Regist ar so requires,
a written i trument of transfer in form sat sfactory to the
Issuer and �o d Registrar duly executed by he Holder thereof
or his, her o its attorney duly authorize in writing) and
the Issuer hal execute ( if necessary) a d the Bond Registrar
shall authe tica e and deliver to the Ho er of such Bond,
without ser ice arge, a new Bond or B ds of the same series
having the same s ted maturity and in rest rate and of any
authorized d nomin tion or denominati s, as requested by such
Holder, in a gregat principal amoun equal to and in exchange
for the .unre eemed p rtion of the p ncipal of the Bond so
surrendered.
Is uance• Pu ose• Gen al Obli ation. This Bond is
one of an is ue in the otal pr cipal amount of $2, 000,000,
all of like �ate of orig'nal i ue and tenor, except as to
number, matu ity, interes ra , denomination and redemption
privilege, w ich Bond has e issued pursuant to and in full
conformity w th the Consti ion and laws of the State of
Minnesota an the Charter the Issuer, and pursuant to a
, resolution a opted by the Ci Council of the Issuer on
February _, 1989 (the " esol tion" ) , for the purpose of
providing mo ey to fina ce the construction of various street
improvements in the Ci y. This Bond is payable out of a
special acco nt relat'ng to the onds in the General
Obligation S cial A sessments - Streets Debt Service Fund of
the Issuer. his B nd constitute a general obligation of the
Issuer, and t pro ide moneys for he prompt and full payment
of its princi al, premium, if any, nd interest when the same
become due, t e ull faith and credi and taxing powers of the
Issuer have b e and are hereby irre cably pledged.
� Den inations • Exchan e• Res ution. The Bonds are
issuable sol y as fully registered bon in the denominations
of $5,000 a integral multiples thereof of a single maturity
and are exc a geable for fully registered Bo ds of other
authorized de ominations in equal aggregat rincipal amounts
at the pr' ci al office of the Bond Registr , but only in the
manner an su�ject to the limitations provided in the
Resoluti n. eference is hereby made to the Resolution for a
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descri tioin of the ri hts and duties of the Bond Registrar.
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Copies of �the Re lution are on file in the principal office
of the Bor�d Regis rar.
;Transfer. This Bond is transferable b the Holder
in person 'or by his, her or its attorney duly a thorized in
writing a� the princ pal office of the Bond Re istrar upon
presentation and surr nder hereof to the Bond egistrar, all
subject t� the terms d conditions provided n the Resolution
and to re�sonable regu ations of the Issuer ontained in any
agreement� with, or noti e to, the Bond Regi trar. Thereupon
the Issuer shall execut and the Bond Regi trar shall
authentic�te and deliver in exchange for his Bond, one or
more new �ully registere Bonds in the na e of the transferee
(but not �egistered in bi nk or to "bear r" or similar
designatipn) , of an author' zed denomina ion or denominations,
in aggregiate principal amou t equal to he principal amount of
this Bon��, of the same matu 'ty and be ring interest at the
same rate. Whenever ownersh of thi Bond should be
transfer�ed under any other c 'rcumst nces or be registered in
nominee name only, the registe ed o ner of the Bond shall, if
and to tl�e extent required to ual ' fy this Bond as being "in
registered form" within the mea i of Section 149(a) of the
federal $nternal Revenue Code o 986 , as amended, and at the
directiom and expense of the Iss er, maintain for the Issuer a
record o� the actual owner of t e Bonds .
�I Fees u on Transfer o Lo s . The Bond Registrar may
require payment of a sum suff 'cient to cover any tax or other
governmehtal charge payable ' conn tion with the transfer or
exchange; of this Bond and a legal r unusual costs regarding
transfer!s and lost Bonds .
Treatment of Re stered Owne . The Issuer and Bond
Registra�r may treat the p rson in whos name this Bond is
registe�ed as the owner ereof for the urpose of receiving
payment �as herein provi d (except as ot erwise provided on
the reverse side hereof with respect to he Record Date) and
for all �other purposes whether or not th' s Bond shall be
overdue� and neither e Issuer nor the B nd Registrar shall
be affe�ted by notice to the contrary.
Authentic ion. This Bond shall ot be valid or
become {�bligatory f r any purpose or be enti led to any
securit unless th Certificate of Authentic tion hereon shall
have be�en execute by the Bond Registrar. 1
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Not Qualified Tax-Exempt Obligations . The Bonds
have not b�een designated by the Issuer as "qualified
tax-exempt! obligations for purposes of Section 265(b) ( 3) of
the federa�l Int nal Revenue Code of 1986, as amended.
ABBREVIATIONS
IThe following bbreviations, w en used in the
inscripti�n on the face this Bond, s all be construed as
though th�y were written t in full a ording to applicable
laws or r gulations:
TEN COM - las tenants in comm
TEN ENT - las tenants by the e iret'es
JT TEN s joint tenants with ig t of survivorship
�nd not as tenants in on
UTMA - as custodian r
{Cust) (Minor)
un�der the Uni orm Transfers
(State)
tol Minors Act
� Additional abbre iations may lso be used
though no in the above ist .
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ASSIGNMENT
ells
�� For val e received, the undersigne hereby s ,
assigns a�d trans rs unto
the wit in Bond and does
hereby irrevocably onstitute and appoint
attorney �o transfer the Bond on the book kept for the
registration thereof, with full power of substitution in the
premises . �
Dated: I��
I��Notice: The a signor' s ignature to this
assig ent mus correspond with the name
as it pears pon the face of the within
ond in ever articular, without
B y P
alterati n o any change whatever.
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Signaturel',Guaranteed:
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Signature(��s) must be guaran ed y a national bank or trust
company or', by a brokerage rm h ving a membership in one of
the major �stock exchanges .
The Bond Regis ar will ot effect transfer of this
Bond unles�s the informat on concer ing the transferee
requested �elow is prov'ded.
Name and A�ldress:
' formatio for all joint owners
( clude in
i the Bond is held y joint account. )
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10 . Execution. The Bonds shall be executed on
behalf of t��he City by the signatures of its Mayor, Clerk and
Director, dep tment of Finance and Manaqeme t Services, each
with the eflfect noted on the forms of the B nds, and be sealed
with the se�al o the City; provided, howev , that the seal of
the City ma be a rinted or photocopied csimile; and
provided fu�ther t at any of such signat es may be printed or
photocopiedlfacsimi es and the corporat seal may be omitted
on the Bond�s as perm tted by law. In e event of disability
or resignat 'on or oth r absence of any such officer, the Bonds
may be sign�d by the m nual or facsi le signature of that
officer wholmay act on ehalf of suc absent or disabled
officer. Ik� case any s h officer hose signature or
facsimile o� whose signa ure shall appear on the Bonds shall
cease to be such officer efore t e delivery of the Bonds,
such signat�re or facsimil shal nevertheless be valid and
sufficient �or all purposes th same as if he or she had
remained in� office until de 'v ey.
1� . Authenticatio Date of Re istration. No Bond
shall be va�.id or obligator r any purpose or be entitled to
any securit� or benefit un r his resolution unless a
Certificatelof Authenticat on o such Bond, substantially in
the form he einabove set orth, hall have been duly executed
by an autho�ized represe tative f the Bond Registrar.
Certificate� of Authent ' ation on different Bonds need not be
signed by tl�e same pers n. The B d Registrar shall
authenticat the signa ures of off 'cers of the City on each
Bond by exe�ution of e Certificat of Authentication on the
Bond and by inserting as the date o registration in the space
provided th� date on hich the Bond ' s authenticated. For
purposes of �deliver' g the original lobal Certificates to the
Purchaser, �he Bond Registrar shall i sert as the date of
registratio the d e of original iss e, which date is
March 1, 1989 . Th Certificate of Aut entication so executed
on each Bonc� shal be conclusive evide ce that it has been
authenticat�d an delivered under this esolution.
1� . e istration• Transfer• E chan e. The City
will cause tio kept at the principal o ice of the Bond
Registrar ajbo d register in which, subje t to such reasonable
regulations a the Bond Registrar may pres ribe, the Bond
Registrar sh� 1 provide for the registratio of Bonds and the
registratio of transfers of Bonds entitled to be registered
or transfer ed as herein provided. '
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AjlGlobal Certificate shall be registered in the name
of the paye� on the books of the Bond Registrar by presenting
the Global �ertificate for registration to the Bond Registrar,
who will endors his or her name and note the date of
registratio}� op ite the name of the paye in the certificate
of registra�tion on the Global Certificate. Thereafter a
Global Cert;ificate ay be transferred by livery with an
assignment �duly exe uted by the Holder or his, her or its
legal repre�sentative and the City and B d Registrar may
treat the F�older as t e person exclusiv y entitled to
exercise alil the righ s and powers of owner until a Global
Certificat� is presen ed with such as gnment for registration
of transfe�, accompani d by assuranc of the nature provided
by law that the assig ent is genui and effective, and until
such trans�er is regist red on sai books and noted thereon by
the Bond R�gistrar, all subject t the terms and conditions
provided i� the Resoluti n and t reasonable regulations of
the City cpntained in an agree ent with, or notice to, the
Bond Regis;trar.
�Transfer of a G1 Certificate may, at the
direction ,'and expense of th City, be subject to other
restrictidns if required to ualify the Global Certificates as
being "in ;registered form" w thin the meaning of Section
149 (a) oflthe federal Int n Revenue Code of 1986, as
amended. �
� Upon surrender for t ansfer of any Replacement Bond
at the prsncipal office of the ond Registrar, the City shall
execute (;if necessary) , and the ond Registrar shall
authentic;ate, insert t e date of registration (as provided in
paragraphi 11) of, and eliver, i the name of the designated
transfere�e or transfe ees, one or more new Replacement Bonds
of any a thorized den mination or enominations of a like
aggregat� principal ount, having the same stated maturity
and inte�est rate, a requested by he transferor; provided,
however, � that no bo may be regist red in blank or in the
name of f'bearer" or similar designat'on. Whenever ownership
of any R�placement onds should be t ansferred without
surrende�r of the R placement Bond for transfer or should be
registeried in nom'nee name only, the egistered owner of the
Replaceiryent Bond shall, if and to the xtent required to
preserv�' the ex�lusion from gross inco of the interest on
the Bonc�s and at the direction and expe se of the City,
maintair� for the City a record of the a ual owner of the
Replace�ent Bond.
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�At the option of the Holder of a Replacement Bond,
Replacemer�t Bonds may be exchanged for Replacement Bonds of
any authorized denomination or denominations of a like
aggregate '�pr'ncipal amount and stated maturity, upon surrender
of the Rep�la ment Bonds to be exchanged at the principal
office of �the ond Registrar. Whenever any Rep acement eonds
are so sur�,rende ed for exchange, the City sha �execute ( if
necessary)'i, and he Bond Registrar shall au enticate, insert
the date o� regis ration of, and deliver e Replacement Bonds
which the �iolder king the exchange is ntitled to receive.
Global Cerltificates may not be exchang for Global
Certificat�s of sma er denominations
All Bonds s rendered up any exchange or transfer
provided f r in this r olution s all be promptly cancelled by
the Bond R�gistrar and ereaft disposed of as directed by
the City. i
1�11 Bonds delive e in exchange for or upon transfer
of Bonds shall be valid ge ral obligations of the City
evidencing '�the same debt, n entitled to the same benefits
under this �resolution, a th Bonds surrendered for such
exchange o� transfer.
E�very Bond resented r surrendered for transfer or
exchange s}�all be du y endorsed r be accompanied by a written
instrument ;of trans er, in form atisfactory to the Bond
Registrar, iduly ex cuted by the h lder thereof or his, her or
its attorne� duly authorized in wr'ting.
T�e B nd Registrar may re ire payment of a sum
sufficient !ito over any tax or other governmental charge
payable in �o nection with the transf r or exchange of any
Bond and an� legal or unusual costs re arding transfers and
lost Bonds .
I*ansfers shall also be subjec to reasonable
regulati nsiof the City contained in any greement with, or
notice , the Bond Registrar, including r gulations which
permit he �ond Registrar to close its tra fer books between
recor date� and payment dates .
1�. Rights Upon Transfer or Exchange. Each Bond
de vered u on transfer of or in exchange for or in lieu of
an other Bc�nd shall carry all the rights to interest accrued
and unpaid, jand to accrue, which were carried by such other
Bond.
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;14 . Interest Payment; Record Date. Interest on any
Global Cer�tificate shall be paid as provided in the first
paragraph !thereof, and interest on any Replacement Bond shall
be paid or� each Interest Payment Date by check o draft mailed
to the perts n in whose name the Bond is registe (the
"Holder" ) !on the registration books of the Cit m intained by
the Bond F,tegi rar, and in each case at the a dress appearing
- thereon a� the lose of business on the fift enth ( 15th)
calendar ulay pre eding such Interest Paymen Date (the
"Regular IRecord D te" ) . Any such interest not so timely paid
shall cea�e to be ayable to the person w o is the Holder
thereof a� of the R gular Record Date, a d shall be payable to
the person who is th Holder thereof at the close of business
on a date� (the "Speci 1 Record Date" ) ixed by the Bond
Registrar� whenever mon y becomes avai able for payment of the
defaultediinterest. N ice of the S cial Record Date shall
be given by the Bond Re ' strar to t Holders not less than
ten ( 10) kiays prior to t Special ecord Date. The term
"Holder" �shall also inclu those awfully entitled to take
actions oin behalf of the b efic ' 1 owners of the Bonds for
purposes !of any consent or pro als given by Holders .
�' 15 . Holders• Treat nt of Re istered Owner• Consent
of Holde�s .
(A) ,I For the purposes f a 1 actions, consents and other
matters �►ffecting Holders f the Bonds, other than payments,
redemptimns, and purchase , the 'ty may (but shall not be
obligate�l to) treat as t Holder of a Bond the beneficial
owner of the Bond inste of the p rson in whose name the Bond
is regis�ered. For tha purpose, e City may ascertain the
identity� of the benefi ial owner of the Bond by such means as
the Bond' Registrar in its sole discr tion deems appropriate,
including but not li ited to a certi 'cate from the person in
whose na�ne the Bond s registered ide tifying such beneficial
owner. !
(B)� The Cit and Bond Registrar m treat the person in
whose nalme any B nd is registered as the owner of such Bond
for the �purpose of receiving payment of incipal of and
premium,' if an , and interest (subject to the payment
provisiqns in aragraph 14 above) on, suc Bond and for all
other p�#rpose whatsoever whether or not s ch Bond shall be
overdue and neither the City nor the Bond egistrar shall be
affectec� by notice to the contrary.
(CI Any consent, request, direction, approval, objection
or othe� instrument to be signed and executed by the Holders
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may be in ar�y number of concurrent writings of similar tenor
and must beisigned or executed by such Holders in person or by
agent appoir�ted in writing. Proof of the execution of any
such consentl, request, direction, approval, objection or other
instrument o!r of the writing appointing any such agent and of
the ownershi�� of Bonds, if made in the following ner, shall
be sufficien�t or any of the purposes of this Re lution and
shall be con�cl ive in favor of the City with re ard to any
action taken�, by it under such request or other nstrument,
namely:
( llp Th fact and date of the exec tion by any
person bf any such writing may be prov d by the certifi-
cate of any o icer in any jurisdict' n who by law has
power t� take cknowledgments withi such jurisdiction
that th� person signing such writi acknowledged before
him the �, executio thereof, or by affidavit of any
witnesslto such ecution.
� (2 � Subject o the provi ions of subparagraph (A)
above, tihe fact of the owners ip by any person of Bonds
and theiamounts and numbers such Bonds, and the date
of the �olding of th same, ay be proved by reference to
the bonc� register.
16 .I� Deliver • A 1 ' ation of Proceeds . The Global
Certificatesiwhen so prepar and executed shall be delivered
by the Directlor, Department f Finance and Management
Services; to �Ithe Purchaser p n receipt of the purchase price,
and the Purch ser shall no b obliged to see to the proper
application t�ereof .
17 . Funds . ere is hereby created a special fund
to be designa�ed the "1 89 Capit 1 Projects Fund" (numbered
, the "Cap�tal Fund ) , to be inistered and maintained by
the City TreaSurer as a bookkeepi g account separate and apart
from all othe accou ts maintained in the official financial
records of th City There has be heretofore created and
established t e "G eral Obligation Special Assessments --
Streets Debt $erv' e Fund" (numbered 963, the "Debt Service
Fund" ) .� The Qap' al Fund and Debt 5 vice Fund shall be
maintained in !t manner herein speci ied until all of the
Bonds and the �, i terest thereon have be n fully paid.
(i Capital Fund. To the C pital Fund there shall
be cred' ed the proceeds of the sal of the Bonds, less
accrue i�nterest received thereon, nd less any amount
paid forithe Bonds in excess of $2, 0 0,000 and less
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capitali ed interest in an amount which is sufficient,
together with accrued interest and estimated interest
earnings thereon, to pay interest due on the Bonds on or
before M� ch 1, 1990. From the Capital Fund there shall
be paid costs and expenses of making the mprovements
listed iIn ragraph 18, including the cost f ny
constructio contracts heretofore let and 1 other costs
incurre and o be incurred of the kind a horized in
Minneso a Sta tes, Section 475 . 65; and e moneys in the
Capital Fund s 11 be used for no other urpose except as
otherwi e provi ed by law; provided tha the proceeds of
the Bon s may al o be used to the exte t necessary to pay
interes on the B nds due prior to th anticipated date
of comm ncement o the collection of taxes or special
assessm nts herein covenanted to be levied; and provided
further that if upo completion of the Improvements there
shall r main any une pended balan e in the Capital Fund,
the bal nce may be t nsferred b the Council to the fund
of.any ther improvem t instit ted pursuant to the
City' s Charter or Minn sota St tutes, Chapter 429 . All
earnin s on the Capital Fund hall be transferred to the
Debt S rvice Fund.
( i) Debt Service F . There is hereby pledged
and th re shall be credit to a special account relating
to the Bonds in the Debt vice Fund: (a) collections
of spe ial assessments h re covenanted to be levied, to
the ex ent provided in arag aph 19; (b) all accrued
intere t received upon elive y of the Bonds; (c) all
funds aid for the Bo s in ex ess of $2,000,000; (d)
capitalized interest n an amou t which is sufficient,
toget r with accrue interest d estimated earnings
there n, to pay int est due on e Bonds on or before
March 1, 1990; (e) ny collection of all taxes which may
herea ter be levie in the event t at the special
asses ments herei pledged to the yment of the Bonds
and i terest the on are insufficie t therefor; ( f) all
funds remaining n the Capital Fund iter completion of
the I provement and payment of the osts thereof, not so
trans erred to the account of another improvement; and
(g) a 1 inves ent earnings on moneys held in such
speci 1 acco t in the Debt Service Fu d or on moneys
held in the apital Fund.
ISuch s ecial account in the Debt S rvice Fund shall
be used s lely o pay the principal and inter �St and any
premiums or redemption of the Bonds and any other general
obligatio bonds of the City hereafter issued by the City and
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made pa�able from such special account in the Debt Service
Fund asiprovided by law, or to pay any rebate due to the
United �tate . No portion of the proceeds of the Bonds shall
be used !direc ly or indirectly to acquire higher yielding
investm�nts or to replace funds which were used di ctly or
indirect�ly to a quire higher yielding investments xcept ( 1 )
for a r�asonabl temporary period until such pro eeds are
needed �or the p rpose for which the Bonds were issued, and
(2) in ddition t the above in an amount not eater than the
lesser af five pe ent ( 5�) of the proceeds of the Bonds or
$100, 00q. To this ffect, any sums from time to time held in
the Capi�tal Fund or in such special account n the Debt
Service ;Fund (or any other City fund or acc unt which will be
used toipay principal or interest to beco due on the bonds
payable !therefrom) in excess of amounts w ich under then-
applicab��le federal arb'trage regulation may be invested
without �regard as to yi ld shall not b invested at a yield in
excess olf the applicabl yield restri ions imposed by said
arbitragle regulations on such invest ents after taking into
account �ny applicable "t mporary p riods" or "minor portion"
made ava�.lable under the deral a bitrage regulations . In
additionl, the proceeds of e Bon s and money in the Capital
Fund or �n such special acc unt n the Debt Service Fund shall
not be i�vested in obligatio s r deposits issued by,
guaranteed by or insured by t United States or any agency or
instrumet�tality thereof if a to the extent that such
investme t would cause the n s to be "federally guaranteed"
within t�ie meaning of Secti n 1 9(b) of the federal Internal
Revenue Qode of 1986, as ende (the "Code" ) .
� 18 . Assessmen s • Cover e Test. The City Council
has here�ofore determin , and do hereby determine, to
proceed With the Improv ments and ecial assessments with
respect hereto under he provision of the Charter of the
City, ra her than the provisions of innesota Statutes,
Chapter 29 . It is ereby determine that no less than twenty
percent (20$ ) of th cost to the Cit of each Improvement
financed hereunder ithin the meaning of Minnesota Statutes,
Section 4�,75.58, S division 1( 3) , shal be paid by special
assessme�ts to be levied against ev�ry assessable lot, piece
and parc�'1 of la d benefited by the Imp ovements . The City
hereby cdvenant and agrees that it will let all construction
contracts�, not retofore let within one ear after ordering
each Impriovem t financed hereunder unles the resolution
ordering !the mprovement specifies a diff ent time limit for
the letti�ng f construction contracts and ' ll do and perform,
as soon a� t ey may be done, all acts and t ings necessary for
the finalia d valid levy of such special assessments, and in
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the event 'that any such assessment be at any time held
invalid wilth respect to any lot, piece or parcel of land due
to any err r, defect, or irregularity, in any action or
proceeding�s taken or to be taken by the City or this Council
or any of ith City officers or employees, eith in the making
of the ass�ss nts or in the performance of y condition
precedent here o, the City and this Counc ' will forthwith do
all furthe� acts and take all further pro eedings as may be
required b law t make the assessments valid and binding
lien upon �uch pro rty. The special sessments have not
heretoforelbeen auth rized, and accor ingly, for purposes of
Minnesota �tatutes, S tion 475 . 55, ubdivision 3, the special
assessment are hereby uthorized. Subject to such
adjustment� as are requi d by co itions in existence at the
time the a�sessments are vied, the assessments are hereby
authorized and it is hereby e rmined that the assessments
shall be p�yable in equal, co secutive, annual installments,
with gener�l taxes for the a s shown below and with interest
on the dec�ining balance o all uch assessments at a rate per
annum appr ximately one rcent ( $) per annum in excess of
the net ef�ective rate interest n the Bonds :
Improvemen� Collection
Designatiori Amount ev Years Years
$ 19 9-2008 1990-2009
fo all for all
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The special assessments shall be such that if
collected� in full they, together with eatimated collections of
other rev�enues herein pledged for the payment of the Bonds,
will produce at least five percent (5�) in excess of the
amount ne�eded t�o meet when due the principal and interest
payments on the Bonds. At the time the assessme are in
fact levied the ity Council shall, based on th then-current
estimated; collect 'ons of the assessments, make any adjustments
in any ad valorem axes required to be levied n order to
assure that the Cit continues to be in comp ance with
Minnesota; Statutes, ction 475. 61, Subdivi on 1.
I 19. Limit on S ecial Assessmen Pled ed. The City
Council h�ereby finds, de ermines and dec res that the payment
of the Bdnds does not re ire the pledge of all the special
asse��mer�ts which may be vied with re pect to the
Improvem nts identified in aragraph 1 , and that it is
necessary�, proper and exped ent to pr vide that payments and
prepayme ts of special asses ents i excess of the debt
service r�equirements of the B nds b put to use for other
purposes sooner than upon the erm'nation of the Debt Service
Fund. T e officer accepting th id for the sale of the Bonds
as provi�ed in paragraph 1 of th ' resolution shall determine
the prin ipal amount of special sessments which must be
pledged t�o the payment of the B n to produce at least five
percent ('5$) in excess of the mou t needed to meet when due
the prinqipal and interest pa ments on the Bonds (which amount
is hereir� the "Pledged Asses ents" Only the Pledged
Assessme ts (and interest t reon) , � f all the special
assessmer�ts (and interest ereon) r ognized in paragraph 18
of this l�esolution, are or shall be p edged to the payment of
the Bond�, and payments o , or with r pect to, such special
assessme ts in excess of the Pledged A sessments shall be
credited instead to a s ecial account i the Capital Fund, and
used for�the purpose o paying any addi ional costs of the
Improvem nts and the c sts of other impr vements approved by
the City, as follows: (a) until such ti e as the special
assessmer�ts from tim to time outstanding equal in original
principal amount th Pledged Assessments r less, prepayments
of any of the speci 1 asse�sments recogniz d in paragraph 18
shall beltreated a prepayments of the por ion of the special
assessments not p edged to the Bonds and sh 11 be credited
instead o said s ecial account of the Capi 1 Fund, and used
as provi ed abov , and (b) while the special assessments from
time to ime out tanding equal in original pr ' cipal amount
the Pled ed Ass ssments or more, regular insta lment payments
made on he P1 ged Assessments only (not all of the special
assessme ts) s all be credited to the Debt Service Fund, and
I 39
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regular inst;allment payments on that portion, if any, of the
remaining aslsessments in excess of the Pledged Assessments
shall be cre�di�ed to said special account of the Capital Fund,
and used as Ipr �ided above.
2UI. Ta Lev . If taxes are levied as provided in
the final pajrt of aragraph 18, the tax levies shal be
irrepealabl so lon as any of the Bonds are outst nding and
unpaid, prov�ided tha the City reserves the righ and power to
reduce the l�evies in e manner and to the exte permitted by
Minnesota Statutes, Se ion 475 .61, Subdivisio 3 .
2�. General 0 i ation Pled e. F r the prompt and
full paymen of the princ al and interest n the Bonds, as
the same res�pectively beco e due, the ful faith, credit and
taxing powe�,�s of the City s all be and a e hereby irrevocably
pledged. I� the balance in he specia account relating to
the Bonds ir1 the Debt Service Fund (a defined in paragraph 17
hereof) is �ver insufficient t pay 1 principal and interest
then due on the Bonds payable ere rom, the deficiency shall
be promptlylpaid out of any oth unds of the City which are
available f�r such purpose, incl ing the general fund of the
City, and s ch other funds may b reimbursed with or without
interest fr�m such special acco nt in the Debt Service Fund
when a suff�cient balance is a aila le therein.
2 . Certificate o Re ist ation. The Director,
Department �f Finance and M nagement ervices, is hereby
directed tolfile a certifi d copy of t is Resolution with the
County Audil�or of Ramsey ounty, Minne ota, together with such
other infor�iation as the County Auditor shall require, and to
obtain the �ounty Audit r' s certificate hat the Bonds have
been entere in the Co nty Auditor' s Bon Register.
23. Recor s and Certificates . he officers of the
City are he$eby aut rized and directed to repare and furnish
to the Purc�aser, d to the attorneys appr ving the legality
of the issu nce o the Bonds, certified copi s of all
proceedings and r eords of the City relating to the Bonds and
to the fina�cial condition and affairs of the City, and such
other affid�vit , certificates and informatio as are required
to show the fa ts relating to the legality and marketability
of the Bond� the same appear from the books nd records
under their e stody and control or as otherwise nown to them,
and all suc� certified copies, certificates and ffidavits,
including a y heretofore furnished, shall be deemed represen-
tations of , he City as to the facts recited therein.
40
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124 . Negative Covenant as to Use of Proceeds and
Improveme�ts. The City hereby covenants not to use the
proceeds bf the Bonds or to use the Improvements, or to cause
or permitlt m or any of them to be used, or to enter into any
deferred �pa ent arrangements for the cost of the .
Improvements, in such a manner as to cause the Bonds o be
"privatelacti 'ty bonds" within the meaning of Sect'ons 103
and 141 t�hrough 150 of the Code.
I 25. T -Exem t Status of the Bonds• ebate. The
City shaljl comply with requirements necessary nder the Code
to estab ish and m intain the exclusion from ross income
under Se�tion 103 o the Code of the intere on the Bonds,
includinc� without li itation requirements elating to
temporary� periods for investments, limit ions on amounts
invested at a yield gr ater than the yi d on the Bonds, and
the rebat�e of excess in estment earnin to the United States .
� 26 . No Desi na ion of ua ified Tax-Exem t
Obligatic�ns. The Bonds, gether w'th other obligations
issued b the City in 1988, exceed in amount those which may
be quali�ied as "qualified ax-ex mpt obligations " within the
meaning �f Section 265(b) ( 3) of he Code, and hence are not
designat�d for such purpose.
I 27 . De ositor Let e A reement. The Depository
Letter A reement is hereby a pr ed, and shall be executed on
behalf o� the City by the M yor, lerk and Director,
Departme�ht of Finance and anagem nt Services, in
substant ally the form ap roved, w th such changes,
modifica ions, additions and deleti ns as shall be necessary
and appr priate and app oved by the ity Attorney. Execution
by such pfficers of th Depository L tter Agreement shall be
conclusive evidence a to the necessi and propriety of
changes �nd their ap roval by the City Attorney. So long as
Midwest �ecurities ust Company is the Depository or it or
its nomi{�ee is the older of any Global ertificate, the City
shall coi►�ply with he provisions of the epository Letter
Agreemen�t, as it ay be amended or supple ented by the City
from tim to ti with the agreement or co sent of Midwest
Securiti�s Trus Company.
26 . Severability. If any section, paragraph or
provisio� of his resolution shall be held to e invalid or
unenforc abl for any reason, the invalidity o unenforce-
ability pf s ch section, paragraph or provision shall not
affect alny f the remaining provisions of this resolution.
41
WMITE - CITV CLERK COI1flC1I
PINK - FINANCE GITY OF SAINT PAITL
CANARY - OEPARTMENT
BLUE - MAVOR File NO• �
Council Resolution
Presented By
Referred To Committee: Date
Out of Committee By Date
29 . He din s. Headings in this esolution are
included for nv nience of reference only and are not
a part hereof , n shall not limit or def ne the meaning
of any provision ereof.
COUNCIL MEMBERS Requested by Department of:
Yeas Nays
Dimond
i.ons [n Favor
Goswitz
Rettman B
scne�nei _ A gai n s t Y
Sonnen
Wilson
Form Approved by City Attorney
Adopted by Council: Date
Certified Passed by Council Secretar BY
g5,
A►pproved by 1Navor: Date Approved by Mayor for Submission to Council
gy _ BY
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f� -��FINA�e �.- .-. � � �� GITY OF SAINT PAZTL L F1eci1N0.
C.ANAIaV"— DEPwR�.�ry;9�"'
� BL -��-nMAV R °
~;� `� %���� Council Resolution
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Pa�esented �y �
Referred To Committee: Date
OuC of Committee By Date
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a part �t�t, '` �hall not li�it ar defi� tho asaninq
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COUNCII. MEMBERS Requested by Department of: y
Yeas Nays
Dimond
Lon� In Favor .
caoswitz
Rettman
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sonnen
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Forn� Approved by City Attorney
Adopted by Council: Dat
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By �
A►pproveii by �Navor: Date Approved by Mayor for Submission to Council
By By