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09-1014Substitute 9/16/09 Council File # 09-1014 Green Sheet # qp�9058 RESOLUTION A RESOLUTION AWARDING THE SALE OF GENERAL OBLIGATION CAPITAL NOTES, SERIES 2009F IN ORDER TO FINANCE THE IMPLEMENTATION OF THE COMET PROJECT; FIXING THE FORM AND SPECIFICATIONS OF THE NOTES; DIRECTING THE EXECUTION AND DELIVERY OF THE NOTES; AND PROVIDING FOR THE PAYMENT OF THE NOTES 1 WHEREAS, the City of Saint Paul, Minnesota, a home rule charter city and a political 2 subdivision of the State of Minnesota (the "City"), is authorized by Minnesota Statutes, Sections 410.32 3 and 412.301, as amended (the "AcY'), and the provisions of Minnesota Statutes, Chapter 475, as amended 4 (the "Municipal Debt AcP'), to issue capital notes or certificates of indebtedness in order to finance the 5 purchase of capital equipment; and 6 WHEREAS, pursuant to the Act, "capital equipmenP' means public safety equipment, ambulance 7 and other medical equipment, road construction and maintenance equipment, other capital equipment, and 8 computer hazdwaze and software (whether bundled with machinery or equipment or unbundled); and 9 WHEREAS, any capital equipment purchased by the City with proceeds of capital notes issued 10 pursuant to the Act shall have an expected useful life of at least as long as the term of the capital notes; 11 and 12 WHEREAS, any capital notes issued by the City pursuant to the Act shall be payable in not more 13 than ten yeazs and may be issued on such terms as the City Council of the City deternunes; and 14 WHEREAS, the amount of any single issue of capital notes issued by the City to finance the 15 purchase of capital equipment shall not exceed .25 percent of the market value of taxable property in the 16 City or the City will be required to hold a public hearing on the issuance of such capital notes; and 17 WHEREAS, the City is proposing to issue its General Obligation Capital Notes, Series 2009F 18 (the "Notes"), in the original aggregate principal amount not to exceed $14,400,OOQ pursuant to the Act; 19 and 20 WHEREAS, the proceeds of the Notes will finance the purchase and installation of the City 21 Operations Modernization and Enterprise Transformation ("COMET") project (the "ProjecP') which will 22 modemize the City's procurement, finance, budget, payroll and human resources sofrware systems and 23 related hardware (the "COMET FrojecP'), and 24 WHEREAS, upon recommendation of the Mayor and the advice of the Long Range Capital 25 Improvement Budget Committee, CF 09-701 provided that that $14,400,000 is available for appropriation CITY OF SAINT PAUL, MINNESOTA 3 � 09-1014 26 for the COMET Project in the 2009 Capital Improvement Budget, heretofore adopted and amended by 27 this Council; and 28 Wf�REAS, the City Council gave its preliminary approval to the issuance of the Notes by 29 adopting CF No. 09-702 on July 1, 2009; and 30 WHEREAS, the computer and softwaze systems that the Project replaces have been in use for 31 over twenty-five (25) years and require significant City resowces to complete manual, time-intensive 32 processes that will be steamlined upon implementation of the Project; and 33 WHEREAS, the implementation of the COMET Project is intended to generate significant 34 process improvements that will increase the efficiency of many City departments; and 35 WHEREAS, Springsted Incorporated, as fmancial advisor to the City, solicited proposals for the 36 purchase of the Notes pursuant to a Freliminary Official Statement, dated September 3, 2009, and a 37 Terms of Froposal (the "Terms of Proposal") 38 WHEREAS, the proposais to purchase the Notes as set forth on Exhibit B attached hereto were 39 received by the City pursuant to the Terms of Proposal at the offices of Springsted Incorporated, at or 40 before 330 P.M. on the date hereof; and 41 WI-IEREAS, the Director, Office of Financial Services, has advised the Council that the proposal 42 of the Purchaser (as defined below) was found to be the most advantageous and the D'uector, Office of 43 Financial Services has recommended that the proposal of the Purchaser be accepted by the City. 44 NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Saint Paul, Minnesota, as 45 follows: 46 Section 1. Sale of Notes 47 1.01. Puroose of the Notes. The City is proposing to issue the Notes, pursuant to the Act and 48 the Municipal Debt Act, in the original aggregate principal amount not to exceed $14,235,000, in order to 49 provide financing for the implementation of the COMET Project and the payments of issuance costs. 50 1.02. Reauirements of the Act. Pursuant to the Act, if the original aggregate principal amount 51 of the Notes exceeds .25 percent of the market value of tasable property in the City, the City is required to 52 hold a public hearing to obtain public comment on the proposed issuance of the Notes. The original 53 aggregate principal amount of the Notes does not exceed .25 percent of the market value of taxable 54 property in the City (.25 percent of $22,802,913,000 equals $57,007,283) and, therefore, no public 55 hearing is required to be held by the City prior to issuance of the Notes. 56 1.03. Awazd of the Notes. The proposal of BMO Capital Mazkets (the "Purchaser"), to 57 purchase the Notes of the City described in the Terms of Proposal thereof is hereby found and deternuned 58 to be a reasonable ofFer and is hereby accepted, the proposal being to purchase the Notes at a price of 59 $14,400,147.20 (the principal amount of the Notes is $14,235,000, plus original issue premium of 60 $236,322.20, less a Purchaser discount of $71,175.00), plus accrued interest to date of delivery, if any, for 61 Notes is as set forth in E�ibit B hereto. The amount of Notes authorized to be issued is the purchase 62 price referenced in this Section 1.03 all of which will be applied to the implementation of the COMET 63 Project and the payment of the costs of issuance of the Notes. 09-1014 64 1.04. General Terms of the Notes The Notes dated as of their date of issuance or shall be 65 dated such other date as the City Treasurer may deternune in denominations of $5,000 or any integral 66 multiple thereof, and each series shall be numbered from R-1 upwards in order of issuance, or with such 67 other numbering and in such other order as the Ciry Treasurer may determine. The issuance, sale and 68 delivery of the Notes pursuant to the Act are hereby approved by the City. 69 1.05. Ootional Redemption. The Notes aze subject to optional redemption, at the option of the 70 City, on October 1, 2017 and on any day thereafter for Notes maturing on or October 1, 2018 at a price of 71 par plus accmed interest to the date of redemption. 72 1.06. Execution of Purchase A�reement. The Director, Office of Financial Services and the 73 City Clerk, on behalf of the City, aze d'uected to execute a purchase agreement with the Purchaser related 74 to the Notes. 75 Section 2. Reeistration and Payment. 76 2.01. Reaistered Form. The Notes will be issued only in fully registered form. The interest 77 thereon and, upon sunender of each Note, the principal amount thereof, is payable by check or draft 78 issued by the Registrar described herein. 79 2.02. Dates; Interest Payment Dates. Each Note shall be dated as of the last interest payment 80 date preceding the date of authentication to which interest on the Notes has been paid or made available 81 for payment, unless: (i) the date of authentication is an interest payment date to which interest has been 82 paid or made available for payment, in which case the Notes will be dated as of the date of authentication; 83 or (ii) the date of authentication is prior to the first interest payment date, in which case the Notes will be 84 dated as of the date of orignal issue. The Notes shall mature on such dates and in such principal amounts 85 as indicated on Exhibit B attached hereto. The Notes shall beaz interest at the rates per annum as 86 indicated on Exhibit B attached hereto and shall be payable on each October 1 and April 1, commencing 87 on October 1, 201Q computed on the basis of a 360-day yeaz of twelve thirty-day months. The interest on 88 the Notes is payable to the registered owners of record thereof as of the close of business on the fifteenth 89 (15th) day of the immediately preceding month, whether or not such day is a business day. 90 2.03. Registrar. The City Treasurer is hereby appointed as the initial bond registrar and paying 91 agent (the "Registrar" and the "Paying AgenP') for the Notes. The City Treasurer shall serve as Registraz 92 unless and until a successor Regisuaz is duly appointed. A successor Registrar shall be an officer of the 93 City or a bank or trust company eligible for designation as Registraz pursuant to the Municipal Debt Act 94 and may be appointed pursuant to any conuact the City and such successor Registrar shall execute which 95 is consistent herewith. The Registrar shall also serve as Paying Agent unless and untIl a successor Paying 96 Agent is duly appointed. Principal and interest on the Notes shall be paid to the registered holder or 97 holders of the Notes (the "Holder" or "Holders") in the manner set forth in the forms of the Notes. The 98 effect of registration and the rights and duties of the City and the Registraz with respect thereto are as 99 follows: 100 (a) Register. The Registraz shall keep a bond register in which the Registrar 101 provides for the registration of ownership of the Notes and the registration of transfers and 102 exchanges of the Notes entitied to be registered, transfened, or exchanged. 103 (b) Transfer of Notes. Upon surrender for transfer of a Note duly endorsed by the 104 registered owner thereof or accompanied by a written instnunent of transfer, in form satisfactory 105 to the Registrar, duly executed by the registered owner thereof or by an attorney duly authorized 106 by the registered owner in wriung, the Registrar shall authenticate and deliver, in the name of the 09-1014 107 designated transferee or uansferees, one or more new Notes of a like aggregate principal amount 108 and maturity, as requested by the transferor. T'he Registrar may, however, close the books for 109 registration of any transfer after the fifteenth day of the month preceding each interest payment 110 date and unril that interest payment date. ll 1 (c) Exchange of Notes. When Notes aze surrendered by the re�stered owner for 112 exchange, the Registraz shall authenticate and deliver one or more new Notes of a like aggegate 113 principal amount and maturity as requested by the registered owner or the owner's attorney in 114 writing. 115 (d) Cancellation. Notes surrendered upon transfer or exchange shali be promptly ll6 cancelled by the Registraz and thereafter disposed of as directed by the City. 117 (e) Improper or UnauthoriZed Transfer. When a Note is presented to the Registraz 118 for transfer, the Registraz may refuse to transfer the Note until the Regisuaz is satisfied that the 119 endorsement on the Note or sepazate instrument of transfer is valid and genuine and that the 120 requested transfer is legally authorized. The Registraz shall incur no liability for the refusal, in 121 good faith, to make transfers which it, in its judgment, deems improper or unauthorized. 122 (fl Persons Deemed Owners. The City and the Registraz may treat the person in 123 whose nazne a Note is registered in the bond register as the absolute owner of the Note, whether 124 the Note is overdue or not, for the purpose of receiving payment of, or on account of, the 125 principal of and interest on the Note and for all other purposes, and payments so made to a 126 registered owner or upon the owner's order shall be valid and effectual to satisfy and dischazge 127 the liability upon the Note to the extent of the sum or sums so paid. 128 (g) Taxes, Fees, and Charges. The Registrar may impose a chazge upon the owner 129 thereof for a transfer or exchange of Note sufficient to reimburse the Registraz for any tvc, fee, or 130 other governmental charge required to be paid with respect to the transfer or exchange. 131 (h) Mutilated, Lost, Stolen or Destrayed Note. If a Note becomes mutilated or is 132 destroyed, stolen, or lost, the Registrar shall deliver a new Note of like amount, number, maturity 133 date, and tenor in exchange and substitution for and upon cancellation of the mutilated Note or in 134 lieu of and in substitution for any Note destroyed, stolen, or lost, upon the payment of the 135 reasonable expenses and chazges of the Registrar in connection therewith; and, in the case of a 136 Note destroyed, stolen, or lost, upon filing with the Registrar of evidence satisfactory to it that the 137 Note was destroyed, stolen, or lost, and of the ownership thereof, and upon furnishing to the 138 Registrar an appropriate bond or indemnity in form, substance, and amount satisfactory to it and 139 as provided by law, in which both the City and the Registrar must be named as obligees. Notes 140 so surrendered to the Registraz shall be cancelled by the Registrar and evidence of such 141 cancellauon shall be given to the City. If the mutilated, desuoyed, stolen, or lost Note has 142 already matured or been called for redemption in accordance with its terms, it is not necessazy to 143 issue a new Note prior to payment. 144 2.04. Execution. Authentication and Deliverv. The Notes shali be prepared under the direcUOn 145 of its Mayor, City Clerk and Director, Office of Financial Services, ar their deputy, provided that all 146 signatures may be printed, engraved, or lithographed facsimiles of the originals. If an officer whose 147 signature or a facsimile of whose signature appeazs on the Notes ceases to be such officer before the 148 delivery of any Note, that signature or facsimile shall nevertheless be valid and sufficient for all purposes, 149 the same as if the officer had remained in office until delivery. Notwithstanding such execution, a Note 150 shall not be valid or obligatory for any purpose or entifled to any security or benefit under this Resolution 09-1014 151 152 153 154 155 156 157 unless and until a certificate of authentication on the Note has been duly executed by the manual signature of an authorized representative of the Registrar. Certificates of authentication on different Notes need not be signed by the same representative. The executed certiFicate of authentication on a Note is conclusive evidence that it has been authenticated and delivered under this Resolution. When the Notes have been so prepared, executed, and authenticated, the City shall deliver the same to the Purchaser upon payment of the purchase price in accordance with the contract of sale heretofore made and executed, and the Purchaser is not obligated to see to the application of the purchase price. 158 2.05. Temporarv Notes. The City may elect to deliver, in lieu of printed definitive Notes, one 159 or more typewritten temporary Notes in substantially the form set forth in Exhibit A with such changes as 160 may be necessary to reflect more than one maturity in a single temporary bond. Upon the execution and 161 delivery of definitive Notes, the temporary Notes shall be exchanged therefor and cancelled. 162 163 164 165 166 167 168 169 170 171 172 173 Section 3. Form of the Notes 3.01. Printin¢ of Notes. All of the provisions of the Notes, when executed as authorized herein, shall be deemed to be a part of this Resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Notes shall be substantially in the form attached to this Resolution as Exhibit A, which form is hereby approved, with such necessary and appropriate variations, omissions and insertions (including changes to the aggregate principal amount of each series of the Notes, the stated maturities of the Notes, the interest rates on the Notes, the terms of redemption of the Notes, and variation from City policies regarding methods of offering general obligation bonds) as the City Clerk and Director, Office of Financial Services, in their discretion, shall deternune. The execution of the Notes with the manual or facsimile signatures of the Mayor, City Clerk and Director, Office of Financial Services, or their deputy, and the delivery of the Notes by the City shall be conclusive evidence of such deternunation. 174 3.02. Apvrovin¢ Leeal Opinion. The City Clerk is authorized and directed to obtain a copy of 175 the proposed approving legal opinion of Kennedy & Crraven, Chartered, Saint Paul, Minnesota, which 176 shail be complete except as to dating thereof and cause the opinion to accompany each Note. 177 178 179 180 181 182 183 184 185 186 187 188 189 Section 4. Payment; Securitv; Pledees and Covenants. 4.01. Note Funds. (a) Series 2009F Debt Service Fund. The Notes shall be payable from the General Obligation Capital Notes, Series 2009F Debt Service Fund (the "Series 2009F Debt Service Fund"), hereby created. The proceeds of the ad valorem tases hereinafter levied as described in the resolution authorizing the sale of the Notes, are hereby pledged to the Series 2009F Debt Service Fund. If a payment of principal or interest on the Notes becomes due when there is not sufficient money in the Series 2009F Debt Service Fund to pay the same, the City Treasurer will pay such principal or interest from the general fund of the City, and the general fund will be reimbursed for those advances out of the proceeds of the taxes levied by this Resolution, when collected. There is appropriated to the Series 2009F Debt Service Fund: (i) capitalized interest, if any, to be financed from Note proceeds, in the amount determined by the City Treasurer; and (ii) the accmed interest, if any, paid by the Purchaser upon closing and delivery of the Notes. 190 (b) Series 2009F Proiect Fund. The proceeds of the Notes, less the appropriations made in 191 pazagraph (a) above, together with any other funds appropriated for the Project during the acquisition, 192 construction, and installation of the Project, will be deposited in a separate Series 2009F Project Fund (the 193 "Series 2009F Project Fund") to be used solely to defray expenses of the Project. When the Project is 09-1014 194 completed and the costs thereof paid, the Series 2009F Project Fund is to be closed and any remaining 195 balance therein transferred to the Series 2009F Debt Service Fund, provided that if any balance remains 196 after completion of the Project, the Series 2009F Project Fund will be closed and any remaining balance 197 therein transferred to the Series 2009F Debt Service Fund. 198 199 20d 201 202 203 204 205 206 207 208 209 210 211 212 213 214 215 (c) Arbitrage Restricaons. The money in the funds shall be used solely as provided herein, or to pay any rebate due to the United States. No portion of the proceeds of the Notes shall be used direcfly or indirectly to acquire higher yielding inveshnents or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (i) for a reasonable temporary period until such proceeds aze needed for the purpose for which the Notes aze issued, and (ii) in addition to the amounts referred to in clause (i) in an amount not greater than $100,000. To this effect, any proceeds of the Notes and any sums from time to time held in the Debt Service Fund allocated to the Notes (or any other City account which will be used to pay principal or interest to become due on the Notes) 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 the applicable yield restrictions imposed by said azbitrage regulations on such investments after taking into account any applicable "temporazy periods" or "minor portion" made available under the federal azbitrage regulations. In addition, the proceeds of the Notes and money allocated to the Notes in the Debt Service Fund shall not be invested in obligations or deposits issued by, guaranteed by, or insured by the United States of America, or any agency or instrumentality thereof, if and to the extent that such investment would cause the Notes to be deemed to be "federally guaranteed" within the meaning of Section 149(b) of the Code. (d) Allocation of Investment Earnines. Investment earnings, net of rebatable arbitrage, shall be credited to the fund or account from which the investment was made. 216 (e) Other Accounts and Subaccounts. The City Treasurer is hereby authorized to create such 217 accounts or subaccounts within the 2009F Project Fund and the 2009F Debt Service Fund (and accounts 218 therein) to properly administer such funds and accounts and to assure compliance with the preceding 219 pazagraphs, and Section 6 hereof. Specifically, the City Treasurer may create separate accounts and 220 subaccounts to hold and apply the proceeds of the Notes and revenues for the payment thereof. 221 4A2. Filin¢ of Resolution. The City Clerk is authorized and directed to file a certified copy of 222 this Resolution with the Department of Property Records and Reve�ue of Ramsey County (the "County") 223 (or the official of the County performing the functions of the Department of Froperty Records and 224 Revenue of the County) and to obtain the certificate required by Minnesota Statutes, Section 475.63, as 225 amended. 226 227 228 229 230 231 232 4.03. Pled�e of Tas I,ew. For the purpose of paying the principal of and interest on the Notes, there is levied a direct annual irrepealable ad valorem tax (the "I'ax") upon all of the tvcable property in the City, to be spread upon the tax rolls and collected with and as part of other general taxes of the City. The TaY will be credited to the Series 2009F Debt Service Fund above provided and shall be established by officials of the City after the award of the Notes and detemrination of the interest rates on the Notes. The Tas shall be levied and collected in the years and in the amounts as follows: Levv Year 233 Collection Yeaz (See attached Exhibit C) Amount 234 4.04. Overlevy Reauirement. It is deternrined that the estimated collection of the foregoing 235 Tas will produce at least five percent (5%) in excess of the amount needed to meet, when due, the 236 principal and interest payments on the Notes. The Tas so levied herein will be irrepealable until all of the 09-1014 237 Notes aze paid, provided that at the time the City makes its annual tax levies the City Clerk may certify to 238 the Department of Property Records and Revenue of the County (or the ofFicial of the City performing the 239 functions of the Department of Property Records and Revenue of the County) the amount available in the 240 Series 2009F Debt Service Fund to pay principal and interest due during the ensuing yeaz, and the 241 Department of Property Records and Revenue of the County will thereupon reduce the levy collectible 242 during such yeaz by the amount so certified. 243 4.05. General Obli¢ation Pledee. If amounts on deposit in the Series 2009F Debt Service Fund 244 aze not sufFicient to pay principal and interest on the Notes, as the same become due, the full faith and 245 credit and tasing powers of the City shall be and are hereby irrevocably pledged. If the balance in the 246 Series 2009F Debt Service Fund is ever insufficient to pay all principal and interest then due on the Notes 247 payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are 248 available for such purpose, including the general fund of the City, and such other funds may be 249 reimbursed with or without interest from the Series 2009F Debt Service Fund when a sufficient balance is 250 available therein. 251 252 253 254 255 256 257 258 259 260 261 262 263 264 265 266 267 268 269 270 271 272 273 274 275 276 277 278 279 Section 5. Authentication of Transcrint 5.01. Furnishing of Documents. 'The officers of the City are authorized and directed to prepaze and fumish to the Purchaser and to Kennedy & Graven, Chartered, as bond counsel to the City, certif'ied copies of proceedings and records of the City relating to the Notes and to the fmancial condition and affairs of the City, and such other certificates, affidavits and transcripts as may be required to show the facts within their knowledge or as shown by the books and records in their custody and under their control, relating to the validity and marketability of the Notes, and such instruments, including any heretofore furnished, will be deemed representations of the City as to the facts stated therein. 5.02. Official Statement. There have been submitted to this City Council the form of the Official Statement. The use and distribution of the Official Statement, and of an Addendum to the Official Statement, by the Purchaser in connection with the offer and sale of the Notes is hereby approved. The Mayor, City Clerk, City Debt Manager, and Director, Office of Financial Services aze authorized and directed to certify that they have examined the Official Statement, as supplemented by the Addendum to the Official Statement, and that to the best of their knowledge and belief the Official Statement is a complete and accurate representation of the facts and representations made therein as of the date of the Official Statement and that the Official Statement does not, at the date of closing, and did not, as of its date, contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading. Secuon 6. Tar Covenants 6.01. Tas-Exempt Notes. The City covenants and agrees with the holders from Ume to time of the Notes that it will not take or permit to be taken by any of its officers, employees, or agents any action which would cause the interest on the Notes to become includable in gross income for federal income tax purposes under the Internal Revenue Code of 1986, as amended (the "Code"), and the Treasury Regulations promulgated thereunder, in effect at the time of such actions, and that it will take or cause its ofFicers, employees or agents to take, all affirmative action within its power that may be necessary to ensure that such interest will not become includable in gross income for federal income tas purposes under the Code and applicable Treasury Regulations, as presently existing or as hereafter amended and made applicable to the Notes. 09-1014 280 6.02. Compliance with Code. The City will comply with requirements necessary under the 281 Code to establish and maintain the exclusion from gross income of the interest on the Notes under Section 282 103 of the Code, including, without lirnitation, requirements relating to temporary periods for investments 283 and limitations on gross proceeds invested at a yield greater than the yield on the Notes. 284 6.03. Not Private Activity Bonds. The City further covenants not to use the proceeds of the 285 Notes or to cause or pernut them or any of them to be used, in such a manner as to cause the Notes to be 286 deemed to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the 287 Code. 288 6.04. Procedural Reouirements. The City will use its best efforts to comply with any federal 289 procedural requirements which may apply in order to effecmate the designations made by this section. 290 Section 7. Book-Entry Svstem; Limited Obli�ation of Citv. 291 7.01. DTC. The Notes will be initially issued in the form of a sepazate single typewritten or 292 printed fully registered Note for each of the maturities set forth on Exhibit B attached hereto. Upon initial 293 issuance, the ownership of each Note will be registered in the registration books kept by the Registrar in 294 the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York, and its 295 successors and assigns ("DTC"). Except as provided in this section, all of the outstanding Notes will be 296 registered in the registration books kept by the Regisuar in the name of Cede & Co., as nominee of DTC. 297 7.02. Particinants. With respect to Notes registered in the registration books kept by the 298 Registraz in the name of Cede & Co., as nominee of DTC, the City, the Registraz and the Paying Agent 299 will have no responsibility or obligation to any broker dealers, banks and other financial institutions from 300 time to time for which DTC holds Notes as securities depository ("Participants") or to any other person 301 on behalf of which a Participant holds an interest in the Notes, including but not limited to any 302 responsibility or obligation with respect to (i) the accuracy of the records of Cede & Co., DTC or any 303 Participant with respect to any ownership interest in the Notes, (ii) the delivery to any Participant or any 304 other person (other than a registered owner of Notes, as shown by the registration books kept by the 305 Registraz), of any notice with respect to the Notes, including any notice of redemption, or (iii) the 306 payment to any Participant or any other person, other than a registered owner of Notes, of any amount 307 with respect to principal of, premium, if any, or interest on the Notes. The City, the Registrar and the 308 Paying Agent may treat and consider the person in whose name each Note is registered in the registration 309 books kept by the Registrar as the holder and absolute owner of such Note for the purpose of payment of 310 principal, premium and interest with respect to such Note, for the purpose of registering transfers with 311 respect to such Notes, and for all other purposes. The Paying Agent shall pay all principal of, premium, if 312 any, and interest on the Notes only to or on the order of the respective registered owners, as shown in the 313 registration books kept by the Registrar, and all such payments will be valid and effectual to fully satisfy 314 and discharge the City's obligations with respect to payment of principal of, premium, if any, or interest 315 on the Notes to the extent of the sum or sums so paid. No person other than a registered owner of a Note, 316 as shown in the registration books kept by the Registraz, will receive a certificated Note evidencing the 317 obligation of this Resolution. Upon delivery by DTC to the City Clerk of a written notice to the effect 318 that DTC has deternuned to substitute a new nominee in place of Cede & Co., the words "Cede & Co." 319 shall refer to such new nominee of DTC; and upon receipt of such a notice, the City Clerk shall promptly 320 deliver a copy of the same to the Registraz and Paying Agent. 321 7.03. Reoresentation Letter. The City has heretofore executed and delivered to DTC a Blanket 322 Issuer Letter of Representations (the "Representation L,etter") which shall govern payment oF principal of, 323 premium, if any, and interest on the Notes and notices with respect to the Notes. Any Paying Agent or 324 Registrar subsequently appointed by the City with respect to the Notes shall agree to take all action 09-1014 325 326 327 328 329 330 331 332 333 334 335 336 337 necessary for all representations of the City in the Representation I,etter with respect to the Registraz and Paying Agent, respectively, to be complied with at all times. 7.04. Transfers Outside Book-Entrv System. In the event the City, by resolution of the City Council, deteimines that it is in the best interests of the persons having beneficial interests in the Notes that they be able to obtain Note certificates, the City will notify DTC, whereupon DTC will notify the Participants, of the availability through DTC of Note certificates. In such event the City will issue, uansfer and exchanae Note certificates as requested by DTC and any other registered owners in accordance with the provisions of this Resolution. DTC may deterarine to discontinue providing its services with respect to the Notes at any time by giving notice to the City and dischazging its responsibilities with respect thereto under applicable law. In such event, if no successor securities depository is appointed, the City shall issue and the Registrar shall authenticate Note certificates in accordance with this Resolution and the provisions hereof shall apply to the transfer, exchange and method of payment thereof. 338 7.05. Payments to DTC. Notwithstanding any other provision of this Resolution to the 339 contrary, so long as a Note is registered in the name of Cede & Co., as nominee of DTC, payments with 340 respect to principal of, premium, if any, and interest on the Note and all notices with respect to the Note 341 shall be made and gven, respectively, in the manner provided in DTC's Operational Arrangements, as set 342 forth in the Representation Letter. 343 344 345 346 347 348 349 350 Section 8. Defeasance. When, all Notes and all interest thereon have been dischazged as provided in this section, all pledges, covenants and other rights granted by this Resolution to the holders of the Notes will cease, except that the pledge of the full faith and credit of the City for the prompt and full payment of the principal of and interest on the Notes wIll remain in full force and effect. The City may discharge all Notes which are due on any date by depositing with the Registrar on or before that date a sum sufficient for the payment, including interest earned thereon, in full of the Notes. If any Note should not be paid when due, it may nevertheless be dischazged by depositing with the Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. 351 Section 9. No Desienation of Oualified Tax Exempt Obli¢aUons. The Notes, together with 352 other obligations issued by the City in 2009, exceed in amount those which may be qualif'ied as "qualified 353 tas-exempt obligations" within the meaning of Section 265(b)(3) of the Code, and hence aze not 354 designated for such purpose. 355 356 357 358 359 360 361 362 Section 10. Continuing Disclosure. In order to satisfy the continuing disclosure requirements of Rule 15c2-12(b)(5), 17 CFR §240.15c2-12, promulgated by the Securities Exchange Commission under the Securities Exchange Act of 1934, as amended, the appropriate officials of the City aze hereby authorized and directed to execute and deliver a continuing disclosure undertaking substantially in the form of the Continuing Disclosure Certificate set forth in Appendix II of the Official Statement (the "Continuing Disclosure Certificate"). The Continuing Disclosure Certificate is hereby approved with such changes, modifications, additions, and deleaons as shall be necessazy and appropriate and approved by the City Attorney. 363 Section ll. Severabilitv. If any section, paragraph, or provision of this resolution shall be 364 held to be invalid or unenforceable for any reason, the invalidity, or unenforceability of such section, 365 pazagaph, or provision shall not affect any of the remaining provisions of this Resolution. 366 Section 12. Headings. Headings in this Resolution aze included for convenience of reference 367 only and aze not a part hereof, and shall not limit or define the meaning of any provision hereof. � 09-1014 Bostrom Carter Requested by Department of: � Stazk ,/ B y : Thune ✓ Approved by L I"/ I O I/s' I By: Adopted by Council: Date ��/( �lfGj Approv by Adoption Certified by Counci Secretary gy: By: / / 1 � /� ya Approv b Date � � By: �/v 09-1014 ..u: : FORM OF SERIES 2009F NO'I'E hf.�� $ UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF RAMSEY Interest Rate CITY OF SAINT PAUL, NIINNESOTA GENERAL OBLIGATION CAPITAL NOTES SERIES 2009F Maturity Date Date of Original Issue CUSIP October 19, 2009 October 1, 20_ Registered Owner: CEDE & CO. Principal Amount: DOLLARS The City of Saint Paul City, Minnesota (the "City") acknowledges itseif to be indebted and for value received hereby promises to pay to the Registered Owner specif'ied above, or registered assigns, the Frincipal Amount specified above, on the Maturity Date specified above, with interest thereon from the date hereof at the annual rate specified above, payable October 1 and April 1 in each year, commencing October 1, 2010, to the person in whose name this Note is registered at the close of business on the fifteenth (15th) day (whether or not a business day) of the immediately preceding month. The interest hereon and, upon presentation and sunender hereof, the principal hereof aze payable in lawful money of the United States of America by check or draft by the City Treasurer, as Registraz, Paying Agent, Transfer Agent, and Authenticating Agent, or its designated successor under the Resolutions described herein. For the prompt and full payment of such principal and interest as the same respectively become due, the full faith and credit and tasing powers of the City have been and are hereby irrevocably pledged. The City may elect on October 1, 2017, and on any day thereafter, to prepay the Notes due on or after October 1, 2018 at a price of paz plus accmed interest to the date of redemption. This Note is one of an issue in the aggregate principal amount of $14,235,000 all of like original issue date and tenor, except as to number, maturity date, redemption privilege, and interest rate, all issued pursuant to a resolution adopted by the City Council on September 16, 2009 (the "Resolution"), for the purpose of providing money to aid in financing the cost of improvements in the City pursuant to a capital improvement plan duly adopted under Minnesota Statutes, Sections 41032 and 412.301, as amended, and l� 09-1014 pursuant to and in fuli confomuty with the Constitution and laws of the State of Minnesota, including Minnesota Stamtes, Chapter 475, as amended, and the principal hereof and interest hereon are payable prirnazily from ad valorem taYes, as set forth in the Resolutions to which reference is made for a full statement of rights and powers thereby conferred. The full faith and credit of the City are nrevocably pledged for payment of this Note and the City has obligated itself to levy additional ad valorem taxes on all tasable property in the City in the event of any deficiency, which additional taces may be levied without lunitation as to rate or amount. The Notes aze issued only as fully registered bonds in denominations of $5,000 or any integral multiple thereof of single maturities. The interest on this Note shall be calculated on the basis of a year of 360 days and twelve 30-day months. As provided in the Resolutions and subject to certain limitarions set forth therein, this Note is uansferable upon the books of the City at the principal office of the Registraz, by the registered owner hereof in person or by the owner's attorney duly authorized in writing, upon surrender hereof together with a written instrument of transfer satisfactory to the Registrar, duly executed by the registered owner or the owner's attorney; and may also be surrendered in exchange for Notes of other authorized denominations. Upon such transfer or exchange the City will cause a new Note or Notes to be issued in the name of the transferee or registered owner, of the same aggregate principal amount, bearing interest at the same rate and maturing on the same date, subject to reimbursement for any tax, fee or governmental charge required to be paid with respect to such transfer or exchange. The City and the RegisVaz may deem and treat the person in whose name this Note is registered as the absolute owner hereof, whether this Note is overdue or not, for the purpose of receiving payment and for all other purposes, and neither the City nor the Registraz will be affected by any notice to the conuary. This Note is not valid or obligatory for any purpose or entitled to any security or benefit under the Resolution until the Certificate of Authentication hereon has been executed by the Registraz by manual signature of one of its authorized representatives. IT IS HEREBY CERTIFIED, RECiTED, COVENANTED AND AGREED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen and to be performed preliminary to and in the issuance of this Note in order to make it a valid and binding general obligation of the City in accordance with its terms, have been done, do exist, have happened and have been perFormed as so required, and that the issuance of this Note does not cause the indebtedness of the City to exceed any constitutional or statutory limitation of indebtedness. (The remainder of this page is intentionally left blank.) A-2 09-1014 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by its City Council has caused this Note to be sealed with its officiat seal and to be executed on its behalf by the photocopied facsimile signature of its Mayor, attested by the photocopied facsimile signature of its City Clerk, and countersigned by the photocopied facsimile sig�ature of its Duector, Office of Financial Services. CITY OF SAINT PAUL, RAMSEY COUNTY, NIINNESOTA Mayor Attest: City Clerk Countersigned: Director, Office of Financial Services (SEAL) (The remainder of this page is intentionally left blank.) A-3 09-1014 CERTIF'ICATE OF AUTf�NTICATION This is one of the Notes delivered pursuant to the Resolurion mentioned within. � CI'I`Y OF SAINT PAUL, MINNESOTA City Treasurer or designee ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Note, will be construed as though they were written out in full according to applicable laws or regulations: T'EN COM -- as tenants in common TEN ENT -- as tenants by entireties 7T TEN -- as joint tenants with right of survivorship and not as tenants in common UNIF GIF°I' MIN ACT Custodian (Cust) (Minor) under Uniform Gifrs or Transfers to Minors Act, State of Additional abbreviations may also be used though not in the above list. (The remainder of this page is intentionally left blank.) � 09-1014 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Note and all rights thereunder, and does hereby irrevocably constitute and appoint attomey to transfer the said Note on the books kept for registration of the within Note, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appeazs upon the face of the within Note in every particular, without alteration or any change whatever. Sia ature Guaranteed: NOTICE: Signature(s) must be guazanteed by a financial institution that is a member of the Securities Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Program ("SEMP"), the New York Stock Exchange, Ina Medallion Signatures Program ("MSP") or other such "signature guazantee program" as may be determined by the Registrar in addition to, or in substitution for, STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended. The Registrar will not effect transfer of this Note unless the information concerning the assignee requested below is provided. Name and Address: (Include information for all joint owners iF this Series 2009F Note is held by joint account.) Please insert social security or other identifying number of assignee (The remainder of this page is intentionally left blank.) A-5 09-1014 Ix�.��� :3Y�:? Saint Paul City, Minnesota General Obligation Capital Notes Series 2009F YY�it�(.`7_\►1/7 Trne Interest Cost for the Notes: 22955971% The Notes shall mature on the dates and in the principal amounts set forth below: Maturity Year (October 1) Principal Amount Interest Note Rate Yield Price 2011 2012 2013 2014 2015 2016 2017 2018* 2019* $1,500,000 1,500,000 1,505,000 1,515,000 1,565,000 1,60Q000 1,630,000 1,695,000 1,725,000 2.000% 2.000 2.000 2.000 2.250 2.500 2.625 2.750 3.000 0.700% 1.070 1.400 1.720 1.970 2.200 2.450 2.680 2.840 102.513% 102.693 102.297 101322 101.564 101.923 101.256 100.497 101.130 *Priced to the optional redemption date of October 1, 2017. � 09-1014 1�1V:II�Y�[i7 Saint Paul City, Minnesota General Obligation Capital Notes Series 2009F TAX LEVY Levy Year Collection Year 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Amount $ 335,920.59 1,928,600.63 1,897,100.63 1,870,850.63 1,849,745.63 1,870,430.63 1,870,207.50 1,859,707.50 1,883,030.63 1,865,587.50 (The remainder of this page is intentionally left blankJ SA385-12 (BW7) 355487v.4 C-1 � Green Sheet Green 5neet no �n�� `� DepartrnentlOffice/Council: Date Initiated: FS —FinancialServices 08SEP2009 Green Sheet NO: 3079058 Contad Person & Phone� DeaartmeM SeM To Person InitiaVDate BobGeurs o mavcialSecvices 266-8837 1 ioaucialServices De armientDicector Assign ' 2 ' ancial Services ce F'mancia! Services Must Be on Couneil Agenda by (Date�: Number 3 . Atkom 16-SEP-09 For ��� 4 or's Oifice Ma odAssismnt Doa Type: �SOLUTION Wf$ Order 5 oandl Ci CouoN TRANSAC710N 6 ' Clerk Ci C1erk E-Docume�rt Required: N Doeument Contaet: �b Geurs Co�ct Phone: 266-8837 Total # of Signature Pages _(Clip NI Locations for Signature) Action Requested: Approve a resolurion awazding the sale of GO Capital Notes, Series 2009 F in order to finance the implementation of the COMET project, fixing the form and specifications of the notes; d'uecting the execution and delivery of the notes and providing for the payment of the notes. Recommendations: Approve (A) or Rejed (R): Personal Service Contracts Must Mswer the Following Questions: Planning Commission t. Has this personlfirtn ever worked under a contract for this department? CIB Committee Yes No Civif Service Commission 2. Has this persoNfian ever been a city employee? Yes No 3. Does this personlfirtn possess a skill not nortnalry possessed by any current city emptoyee? Yes No Euptain all yes answers on se{Zarate sheet and attach to green sheet Initiating Problem, Issues, Opportuniry (Who, What, When, Where, Why): The City is proposing to issue GO Capital Notes in the principal amount not to exceed $15,000,000 to finance the purchases and installarion of the City Opera6ons Moderization Enteiprise TransformaYion project. Advanqges If Approved: The City will have funds to finance the COMET project. ����0 Disadvantages If Approved: S o None known °" �1�, 2oos '��� Disadvantages If Not Approved: The notes proceeds will not be available to finance the COMET pro}ect. ToWI AmouM of �15,000,000.00 CostlRevenue Budgeted: Transaction: Funding source: Bond proceeds qctivity Number: Financial Infortnation: (F�cplain) Seotember 8. 2009 9:39 AM Pano a 09-1014 '', , No. R- Intexest Rate •n: � FORM OF SERIES 2009F NOTE UNITED STATES OF AMERICA STATE OF NIINNESOTA COUNTY OF RAMSEY CITY OF SAINT PAUL, MINNESOTA GENERAL OBLIGAITON CAPITAL NOTES SERIES 2009F Maturity Date October 1, 20_ Registered Owner: CEDE & CO. Principal Amount: $ CUSIP DOLLARS The City of Saint Paul Ciry, Minnesota (the "Ciry") aclmowledges itself to be indebted and for value received hereby promises to pay to the Registered Owner specif'ied above, or registered assigns, the Principal Amount specified above, on the Maturity Date specified above, with interest thereon from the date hereof at the annual rate specified above, payable October 1 and April 1 in each year, commencing October 1, 2010, to the person in whose name this Note is registered at the close of business on the fifteenth (15th) day (whether or not a business day) of the immediately preceding month. The interest hereon and, upon presentation and sunender hereof, the principal hereof are payable in lawful money of the United States of America by check or draft by the City Treasurer, as Registrar, Paying Agent, Transfer Agent, and Authenticating Agent, or its designated successor under the Resolutions described herein. For the prompt and full payment of such principal and interest as the same respectively become due, the full faith and credit and taxing powers of the City have been and aze hereby irrevocably pledged. The City may elect on October l, 2017, and on any day thereafter, to prepay the Notes due on or after October 1, 2018 at a price of par plus accrued interest to the date of redemption. This Note is one of an issue in the aggregate principal amount of $ all of like original issue date and tenor, except as to number, maturity date, redemption privilege, and interest rate, all issued pursuant to a resolution adopted by the City Council on September 16, 2009 (the "Resolution"), for the purpose of providing money to aid in financing the cost of improvements in the City pursuant to a capital improvement plan duly adopted under Minnesota Statutes, Sections 410.32 and 412301, as Date of Original Issue October 19, 2009 A-1 09-1014 . \ � amended, and pursuant to and in full confornuty with the Constitution and laws of the State of Minnesota, includ�ng Minnesota Stamtes, Chapter 475, as amended, and the principal hereof and interest hereon aze payable,primarily from ad valorem t�es, as set forth in the Resolutions to which reference is made for a full statement of rights and powers thereby conferred. The full faith and credit of the City aze irrevocably pledged foi y payment of this Note and the City has obligated itself to levy additional ad valorem tases on all taxable property in the City in the event of any deficiency, which additional taxes may be levied without limitation as to rate or amount. The Notes aze issued only as fully regstered bonds in denominations of $5,000 or any integral multiple thereof of single maturiries. The interest on this Note shall be calculated on the basis of a year of 360 days and twelve 30-day months. As provided in the Resolutions and subject to certain limitations set forth therein, this Note is transferable upon the books of the City at the principal ofFice of the Registraz, by the registered owner hereof in person or by theA.owner's attomey duly authorized in writing, upon surrender hereof together with a written instrument of transfer satisfactory to the Registrar, duly executed by the registered owner or the owner's attorney; and' may also be surrendered in exchange for Notes of other authorized denominations. Upon such transfer or exchange the City will cause a new Note or Notes to be issued in the name of the transferee or registered owner, of the same aggregate principal amount, bearing interest at the same rate and maturing on the same date, subject to reimbursement for any tax, fee or govemmental chazge required to be paid with respect to such transfer or exchange. The City and the Registraz may deem and treat the person in whose name this Note is registered as the absolute owner hereof, whether this Note is overdue or not, for the purpose of receiving payment and for all other purposes, and neither the City nor the Registrar will be affected by any notice to the contrazy. This Note is not valid or obligatory for any purpose or entitled to any security or benefit under the Resolution until the Certificate of Authentication herean has been executed by the Registrar by manual signature of one of its authorized representatives. Tl' IS HEREBY CERTIFIED, RECITED, COVENANT'ED AND AGREED that all acts, conditions and things required by the Constitution and laws of the State oF Minnesota to be done, to exist, to happen and to be performed preliminary to and in the issuance,of this Note in order to make it a valid and binding general obligation of the City in accordance with its terms, have been done, do exist, have happened and have been performed as so required, and that the issuance of this Note does not cause the indebtedness of the City to exceed any constitutional or statutory limitation of indebtedness. (The remainder of this page is intentionally left blank.) A-2 09-1014 t. IN WI'INESS WHEREOF, the City of Saint Paul, Ramsey County, Minnesota, by its City Council has caused this Note to be sealed with its official seal and to be executed on its behalf by the photocopied facsimile signature of its Mayor, attested by the photocopied facsimile signature of its City Clerk, and countersigned by the photocopied facsunile sia ature of its Director, Office of Financial Services. CITY OF SAINT PAUL, RAMSEY COLTNTY, MIl�'NESOTA Mayor Attest: City Clerk Countersigned: Director, Office of Financial Services (SEAL) (The remainder of this page is intentionally left blank.) A-3 09-1014 \ CERTIFICATE OF AUTf�NTICATION This is one of the Notes delivered pursuant to the Resoluuon mentioned within. CITY OF SAINT PAUL, MINNESOTA I� City Treasurer or designee ABBREVIATIONS The following abbreviations, when used in �he inscription on the face of this Note, will be construed as though they were written out in full according to applicable laws or regulations: TEN COM -- as tenants in common TEN ENT -- as tenants by entireties UNIF GIFT MIN ACT Custodian (Cust) (Minor) under Uaiform Gifrs or Transfers to Minors Act, State of JT TEN -- as joint tenants with right of survivorship and not as tenants in common Additional abbreviations may also be used though not in the above lisr, (The remainder of this page is intentionally lefr blank.) � 09-1014 ASSIGNMENT For value received, the undersigned hereby sells, assia s and transfers unto the within Note and all rights thereunder, and does hereby irrevocably constitute and appoint attorney to transfer the said Note on the books kept for registration of the within Note, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assia ment must correspond with the name as it appeazs upon the face of the within Note in every particulaz, without alteration or any change whatever. Signature Guaranteed: NO'ITCE: Signature(s) must be guazanteed by a financial institution that is a member of the Securities Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Program ("SEMP"), the New York Stock Exchange, Inc. Medallion Signatures Frogram ("MSP") or other such "signahue guarantee program" as may be deternuned by the Registrar in addition to, or in substitution for, STAMP, SEMP or MSP, atl in accordance with the Securities Exchange Act of 1934, as amended. The Registrar will not effect transfer of this Note unless the information concerning the assignee requested below is provided. Name and Address: (Include infocmation for all joint owners if this Series 2009F Note is held by joint account.) Please insert social security or other identifying number of assignee (The remainder of this page is intentionally lefr blank.) A-5 09-1014 i �•n: ; Saint Paul City, Minnesota General Obligation Capital Notes Series 2009F TERMS AND CONDITIONS Tme Interest Cost for the Notes: � The Notes shall mature on the dates and in the principal amounts set forth below: Maturity Year Principal (October 1) Amount 2011 2012 2013 2014 2015 2016 2017 2018 2019 $1,SOQ000 1,515,000 1,530,000 1,555,000 1,580,000 1,615,000 1,655,000 1,70Q000 1,750,000 Interest Rate Note Yield Price � � 09-1014 0� EXHIBIT C Saint Paul City, Minnesota General Obligation Capital Notes Series 2009F e TAX LEVY Year 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Collection Year 2009 2010 " 2011 2012 � 2013 � 2014 ��_� 2015 2016 2017 2018 2Q19 Levy Amount (The remainder of this page is intenuonally lef� blank.) SA385-12 BWJ) 355487v3 � G1 09-1014 Exhibit A Agenda # 32 CF 09-1014; GS - 3079058 COMPLETIONS AND CONFORMING DETAILS FOR GENERAL OBLIGATION CAPITAL NOTES, SERIES 2009F There is before this Council a draft resolution for the sale of the above general obligation capital notes that requi�es certain completions and details that conform [o those. The Clerk or bond counsel for the Notes shall revise the draft resolution to read as it should with the completions and details provided here directly or by reference to other materials before this CounciL Spots in the resolution are noted in the second column. The third column is optional but may contain the completion or note the specific source of the other materials. SPOTS IN THE COMPLETION, DETAIL COMPLETIONS AND DETAILS RESOLUTION OR SOURCE (OPTIONAL) 1. Principal Amoants. Other materials before Sections 1.01 and Par amount was changed to this Council indicate the principal amount of 1.04 $14,235,000 the Notes and the principal amounts of each maturiry. See attached schedule on Exhibit B 2. Winning Pzoposer. Other materials before �[1.03 BMO Capital Mazkets this Council indicate the Purchaser, whose name shal] be inserted in the pazagraph 1.03. 3. PurchasePrice. Othermaterialsbeforethis 9[1.03 $14,400,147.20 Council indicate the purchase price of the Notes. The blank in paragraph 1.03 shall be completed with purchase price. 4. Interes[ Rates, Yield & Price. O[her materials Exhibit B See attached schedule on before tY�is C'ounci] indicate the interest rates Exhibit B for the maturity dates of the Notes, and tk�e schedule in Exhibit B shall be completed for the principal amounts, interest rates, yield and price along wifh the true interest cost for fhe Notes 5. Tax Levies. A schedule of tax levies is before Exhibit C See attached schednle on this Council, and Exhibit C shall be Exhibit C com ]eted in conformance therewith. A-1 09-1014 Exhibit B Saint Paul City, Minnesota General Obligation Capital Notes Series 2009F TERMS AND CONDITIONS Tme Interest Cost for the Notes: 3.2955971% The Notes shall mature on the dates and in the principal amounts set forth below: Maturity Year Principal Interest Note (October 1) Amount Rate Yield Price 2011 2012 2013 2014 2015 2016 2017 2018 2019 $1,SOQ000 1,500,000 I,505,000 1,5 ] 5,000 ],565,000 1,600,000 1,630,000 1,695,000 1,725,000 2.00% 2.00 2.00 2.00 2.25 2.50 2.625 2.75 3.00 " Priced to the farst o�tional caL1 clate of Ociober l, 2017. � 0.70�7c 1.07 1.40 1.72 1.97 2.20 2.45 2.68 * 2.84�` ] 02.51 �70 ]02.693 102.297 ]O]322 101.564 ]07.923 107.256 100.497' 101.]30` 09-1014 Exhibit C Saint Paul City, Minnesota General Obligation Capital Notes Series 2009F TAX LEVY SA385-12 (BWS) 355536v.2 Year 2009 2010 2011 2012 2073 2014 2015 2016 2017 2018 Collection Year 2010 2011 2012 2013 2074 2075 2016 2017 2018 2019 Amount $ 335,920.59 1,928,600.63 1,897,100.63 1,870,850.63 1,849,745.63 1,870,430.63 1,870,207.50 1,859,70750 1,883,030.63 1,865,587.50 C-1