96-516:�;�(I��AL
f
Council Fiie # �p • S � y
Green Sheet # 3�l � � te
RESOLUTlON
CITY OF SAINT PAUL, MINNESOTA
� �
Preser�ted By
Referred To
Committee: Oate
3�
1 ACCEPTING THE OFFER OF
2 THE MINNESOTA PUBL,IC FACII,ITIES AUTHORITY TO PURCHASE
3 A$4,269,844 GENERAL OBLIGATION WASTEWATER TREATMENT WATER
4 REVENUE NOTE OF 1996,
5 PROVIDING FOR ITS ISSUANCE, AND AUTHORIZ�NG
6 EXECt3TI0N OF A PROJECT LOAN AGREEMENT
7
8
9
10
ii
12
13
14
15
16
1�
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
A. WHEREAS, the City Council of the City of Saint Paul,
Minnesota (the "City"}, has heretofore applied for a loan from
the Minnesota Public Facilities Authority tthe "PFA") to provide
financing pursuant to its charter and Minnesota Statutes, Chapter
475 and Section 115.46, for the construction of improvements to
wastewater treatment facilities, including sludge flewatering
facilities (the "Project"}, of the City's municipal water utility
(the "Water UCility"), which has since its acquisition in 1885
been under the jurisdiction of the Board of Water Commissioners
(the "Board"); and the Board and this City Council deem it
necessary and expedient to undertake the Project; and
B. WHEREAS, the PFA is authorized pursuant to Minnesota
Statutes, Chapter 446A, as amended, to issue its bonds (the "PFA
Bonds"} and to use the proceeds thereof, together with certain
other funds, to provide loans to municipalities to fund eligible
costs of construction of publicly owned wastewater treatment
facilities in accordance with Tit1e VI of the federal Clean Water
Act; and
C. WHEREAS, the City has applied for a loan from
pursuant to such program, and the PFA has committed to
loan to the City in the principal amount of $4,269,844,
disbursed and repaid in accordance with the terms of a
Loan Agreement ,�,the "Project Loan Agreement") executed
and City, a copy of which is before this meeting and o
the Clerk; and the Project Loan Agreement, as executed,
incorporated by reference; and
the PFA
make a
to be
Project
by the PFA
n file with
is
31925D,2
qc.• si�
D. WAEREAS, the $4,269,844 General
Treatment Water Revenue 23ote of 1996 (the
not tax-exempt, but the City will need to
exemption of the P�A Bonds; and
Ohligation Wastewater
"Note"} of the City is
assure the tax-
E. WHEREAS, in accordance with Minnesota Statutes, Section
475.60, Subdivision 2(4}� the City is authorized to issue
obligations to a board, department or agency of the State of
Minnesota by negotiation and without advertisement for bids and
the PFA is, and has represented that it is, a board, department
or agency of the SCate of Minnesota; and
F. WHEREAS, net revenues (the "Net Revenues" as defined in
the City's Resolution No. 94-1605, adopted November 9, 1994) of
the Water Utility have been pledged to the payment of the City's
Water Revenue Bonds, Series 1985A (the "1985 Bonds"), Water
Revenue Refunding Sonds, Series 1993E (the "1993 Bonds"), and
Variable Rate Demand Water Revenue Bonds, Series 1994D (the '�1994
Bonds°, collectively with the 1985 Sonds and 1993 Bonds the
"Bonds"?, and under said 1994 resolution and resolutions relating
to the 1985 Bonds and 1993 Bonds, as amended, the pledge of Net
Revenues to the payment of the Note is required to be junior and
subordinated to the pledge to the Bonds; and
G. WHEREAS, a contract or contracts for the Project have
been made by the City with the approval of the PFA and all other
state and federal agencies of which approval is required:
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of
Saint Pau1, Ramsey County, Minnesota, as follows:
1. Acceptance of Offer• Payment. The offer of the PFA
to purchase a$4,269,844 General Obligation Wastewater Treatment
Water Revenue Note of 1996 of the City (the "Note"), at the rates
of interest hereinafter set forth, and to pay therefor the sum of
$4,269,844 as provided below, is hereby accepted, and the sale of
the Note is hereby awarded to the PFA. Payment for the Note
shall be disbursed in installments as eligible costs of the
Project are reimbursed or paid, a11 as provided in the Project
Loan Agreement.
2. Tit1e: Date: Denomination; Interest Rates•
Maturities. The Note shall be a fully registered negotiable
obligation, shall be titled the "General Obligation Wastewater
Treatment Water Revenue Note of 1996'�, shall be dated as oE the
date of delivery and shall be issued forthwith. The Note sha11
be in the principal amount of $4,269,844, or so much thereof as
shall be disbursed pursuant to the Project Loan Agreement, shall
bear no interest until February 20, 1997, and from and after
February 20, 1997, sha11 bear interest on so much of the
principal amount of the Note as (i) may be disbursed from time to
time as provided in the Project Loan Agreement and (ii) remains
unpaid, from February 20, 1997, for disbursements made on or
319250.2 2
1`Y� ���
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
zo
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
i3
prior to that date or from the date of each later disbursement
until the principal amount of the Note has been paid or has been
provided for, at the rate af two and eighty-eight hundredths
percent (2.880) per annum (calculated on the basis of a 360-day
year of twelve 30-day months), payable semiannually on each
February 2� and August 20, commencing August 20, 1997, and shall
mature on the dates and in the installments as follows:
Date
August 20, 1997
February 20, 1998
August 20, 1998
February 20, 1999
August 20, 1999
February 20, 2000
August 20, 2000
February 20, 2001
August 20, 2001
February 20, 2002
August 20, 2002
February 20, 2003
August 20, 2003
February 20, 2604
August 20, 2004
February 20, 2005
August 20, 2005
February 20, 2006
August 20, 2006
February 20, 2007
Amount
$ 79,684
80,831
81,995
83,176
84,374
85,589
86,&21
SS,Q72
89,340
90,626
91,931
93,255
94,598
95,960
97,342
98,744
100,166
101,608
103,071
1Q4,555
In the absence
the full principal amoun
February 20, 1997, payme
$141,170.14 each six (6)
$141,169.99, all as set
Agreement.
39
84
&2
56
30
29
'J 8
O1
25
75
77
59
47
69
52
26
17
57
73
96
Date
August 20, 2007
February 20, 20�8
August 20, 2008
February 20, 2009
August 20, 2009
February 20, 2010
August 2�, ZO10
February 20, 2011
August 20, 2011
February 20, 2012
August 20, 2012
February 20, 2013
August 20, 2013
February 20, 2014
August 2�, 2014
February 20, 2015
August 20, 2015
February 20, 2016
August 20, 2�16
February 20,2017
Amount
$106,061.57
107,588.85
109,138.13
110,709.72
112,303.94
113,921.12
115,561.58
117,225.67
118,913.72
120,626.�8
122,363.09
124,125.12
125,912.52
127,7Z5.66
129,564.91
131,430.65
133,323.25
135,243.10
137,190.60
139,166.00
of a prepayment or reamortization, if
t of the Note is disbursed before
nts based on the above schedule will be
months, except for a final payment of
forth on Exhibit A to the Project Loan
Interest shall accrue only on the aggregate amount of
the Note which has been disbursed and is unpaid under the Project
Loan Agreement. The principal installments shall be paid in the
amounts scheduled above even if at the time of payment the full
principal amount of the Note has not been disbursed; provided
that if the full principal amount of the i3ote is never disbursed,
the amount of the principal not disbursed sha11 be applied to
reduce each unpaid principal installment in the proportion that
such installment bears to the total of all unpaid principal
installments (i.e., the remaining principal payment schedule
shall be reamortized to provide similarly 1eve1 semiannual
installments of total debt service payments). Principal,
interest and any premium due under the Note will be paid on each
payment date by wire payment, or by check or draft mailed the
last business day prior to the payment date to the person in
379250.2 3
�t�-S i(,
whose name the Note is registered, in any coin or currency of the
United States which at the time of payment is legal tender for
public and private dehts.
Interest on the Note includes amounts treated by the
PFA as service fees.
3. Purpose; Cost. The proceeds of the Note shall
provide funds to finance acquisition and construction of the
Project. Though the Project is for the Water Utility, the Note
is issued to aid in financing a sewage disposal system or parC
thereof pursuant to Minnesota Statutes, Section 115.46. The
total cost of the construction of the Project, including legal
and other professional charges, publication and printing costs,
interest accruing on money borrowed for the Project before the
collection of Net Revenues pledged and appropriated therefor, and
all other costs necessarily incurred and to be incurred from the
inception to the completion of the Project, is estimated to be at
least equal to the amount of the Note. The City covenants that
it shall do all things and perfonn all acts required of it to
assure that work on the Project proceeds with due diligence to
completion and that any and all permits and studies required
under law for the Project are obtained.
4. Redem�tion. The Note shall be subject to
redemption and prepayment in whole or in part at the option of
the City or mandatorily as provided in the Project Loan
Agreement. If redemption is in part, installments of principal
payable last under the Note sha11 be prepaid first, unless (1)
the prepayment is made with receipts of a grant under the state
independent grants program, in which case the installments of
principal shall be proportionately prepaid, or (2) the City and
the holder of the Note agree to a different result.
5. Re�stration of Note. At the time of issuance and
delivery of the Note, the Treasurer of the City shall register
the Note in the name of the payee in a note register which she
and her successors in office shall maintain for the purpose of
registering the ownership of the Note. The Note shall be
prepared for execution with an appropriate text and spaces for
notation of registration. The force and ef£ect of such regis-
tration shall be as stated in the form of Note hereinafter set
forth. Payment of principal installments and interest, whether
upon redemption or otherwise, made with respect to the Note, may
be made to the registered holder thereof or to his, her or its
legal representative, without presentation or surrender of the
I3ote .
6. Form of Note. The Note, together with the
Certificate oE Registration thereon, shall be in substantially
the following form:
3t9250.2 4
9�•s��.
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
1$
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
S3
tR3ITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
$4,269,844 GENERAL OBLIGATION
WASTEWATER TREATMENT WATER REVENUE NOTE OF 1996
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, Ramsey County, Minnesota (the '�City'�), certifies that
it is indebted and for value received promises to pay to the
Minnesota Public Facilities Authority or the registered assign,
the principal sum of FOUR MILLION TWO F�UNDRED SIXTY-NINE THOUSAND
EIGAT HUNDRED FORTY-FOUR DOLLARS, or so much thereof as may have
been disbursed, on the dates and in the installments as follows:
Date Amount Da e Amount
August 20, 1997
February 20, 199$
August 2a, 1998
February 20, 1999
AugusC 2�, 1999
February 20, 2000
August 20, 2000
February 20, 2001
August 20, 2001
February 20, 2002
August 20, 2002
February 20, 2�03
August 20, 2003
February 20, 2004
August 20, 2004
February 20, 2005
August 2�, 2005
February 20, 2006
August 20, 2006
February 20, 2007
79,684
8�,831
81,995
83,1�6
84,374
85,589
86,821
88,072
89,340
90,626
91,931
43,255
94,598
95,960
97,342
9&,744
lOa,166
101,608
103,071
104,555
39
84
82
56
30
29
78
01
25
75
77
59
47
69
52
26
17
5?
73
96
August 20, 2007
February 20, 2008
August 20, 2008
February 20, 2009
August 20, 2009
February 20, 2Q10
August 20, 2010
February 2�, 2D11
August 2a, 2011
February 20, 2012
August 20, 2Q12
February 20, 2013
August 20, 2013
February 20, 2014
August 20, 2014
February 20, 2015
August 20, 2015
February 20, 2016
August 20, 2016
February 20,2017
$106,061.57
107,588.85
109,138.13
110,709.72
112,303.94
113,921.12
115,561.58
117,225.67
118,913.72
120,626.08
122,363.�4
124,125.12
125,912.52
127,725.66
129,564.91
131,430.65
133,323.25
135,243.10
137,190.60
139,166.00
and to gay interest on so much of the principal amount of the
debt as {i) may be disbursed from time to time as provided in the
Project Loan Agreement (as defined below) and (ii) remains
unpaid, from February 20, 1997, for disbursements made on or
prior to that date or from the date of each later disbursement
until the principal amount hereof is paid or has been provided
for, at the rate of zero percent (O.Oa) per annum from the date
hereof until February 20, 1997, and from and after Fehruary 20,
1997, at the rate of two and eighty-eight hundredths percent
(2.88�) per annum (calculated on the basis of a 360-day year of
twelve 30-day months), pa�able semiannually on each February 20
and August 20, commencing August 20, 1997.
319250.2
a(�-S1`
�
2
3
4
5
6
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
Principal and Interest Payments. Interest shall accrue
only on the aggregate amount of this Note which has been
disbursed under the Project Loan Agreement dated as of
, 1996, by and between the City and the Minnesota
Public Facilities Authority (the "Project Loan Agreement��). The
principal installments shall be paid in the amounts scheduled
above even if at the time of payment the full principal amount of
the Note has not been disbursed; provided that if the full
principal amount of this Note is never disbursed, the amount of
the principal not disbursed shall be applied to reduce each
unpaid principal installment in the proportion that such
installment bears to the total of all unpaid principal
installments (i.e., the remaining principal payment schedule
shall be reamortized to provide similarly level semiannual
installments of total debt service payments). Interest on this
Note includes amounts treated by the Minnesota Public Facilities
Authority as service fees. Principal, interest and any premium
due under this Note will be paid on each payment date by wire
payment, or by check or draft mailed the last business day prior
to the payment date to the person in whose name this Note is
registered, in any coin or currency of the United States of
America which at the time of payment is legal tender for public
and private debts.
Redem�tion. This Note is subject to redemption and
prepayment in whole or in part at the option of the City or
mandatorily as provided in the Project Loan Agreement. If
redemption is in part, installments of principal payable last
under this Note shall be prepaid first, unless (1) the prepayment
is made with receipts of a grant under the state independent
grants program, in which case the installments of principal shall
be proportionately prepaid, or (2) the City and the holder of
this Note agree to a different result.
Purpose: General Obliqation. This Note has been issued
pursuant to and in full confonnity with the Constitution and laws
of the State of Minnesota for the purpose of providing money to
finance the acquisition and construction of improvements to the
wastewater treatment facilities of the City's municipal water
utility, and is payable out of the PFA Debt Service Account of
the Board of Water Commissioners Water Utility Enterprise Fund of
the City, to which account have been pledged neC revenues of the
City�s municipal water utility. Though said project is for the
City�s municipal water utility, this Note has been issued to aid
in financing a sewage disposal system or part thereof pursuant to
Minnesota Statutes, Section 115.46. This Note Constitutes a
general obligation of the City, and to provide moneys for the
prompt and full payment of said principal installments and
interest when the same become due, the full faith, credit and
taxing powers of the City have been and are hereby irrevocably
pledged.
319250.2
i V �� � �
Registration; Transfer. This Note sha11 be registered
in the name of the payee on the books of the City by presenting
this Note for registration to the City�s Treasurer, who will
endorse his or her name and note the date of registration
opposite the name of the payee in the certificate of registration
on the reverse side hereof. Thereafter this Note may be
transferred to a bona fide purchaser only by delivery with an
assignment duly executed by the registered owner or his, her or
its legal representative, and the City may treat the registered
owner as the person exclusively entitled to exercise all the
rights and powers of an owner until this Note 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 transfer is regisCered on
said books and noted hereon by the City's Treasurer.
Fees Upon Transfer or Loss. The Treasurer may require
payment of a sum sufficient to cover any tax or other
governmental charge payable in connection with the transfer of
this Note and any legal or unusual costs regarding transfers and
lost notes.
Proiect Loan Agreement. The terms and conditions of
the Project Loan Agreement are incorporated herein by reference
and made a part hereof. The Project Loan Agreement may be
attached to this Note, and shall be attached to this Note if the
holder of this Note is any person other than the Minnesota Public
Facilities Authority.
Taxable Obligation. The City intends that none of the
interest on this Note will be excluded from gross income for
United States income tax purposes or from both gross income and
taxable net income for State of Minnesota income tax purposes.
IT IS HEREBY CERTIFIED AND RECITED that all acts,
conditions and things required by the Constitution and laws of
the State of Minnesota and the charter of the City to be done, to
happen and to be performed, precedent to and in the issuance of
this Note, have been done, have happened and have been performed,
in regular and due form, time and manner as required by law; that
the City has covenanted and agreed with the holder of this Note
that it will impose and collect charges for the service, use and
availability of and connection to its municipal water utility at
the times and in amounts necessary to produce net revenues
adequate to pay all principal and interest when due on this Note;
that the City will levy a direct, annual, irrepealable ad valorem
tax upon all of the taxable property in the City, without
limitation as to rate or amount, for the years and in amounts
sufficient to pay the installments of principal and interest on
this Note as they respectively ]aecome due, if the net revenues
from said municipal water utility and any other revenues
irrevocably appropriated to said PFA Debt Service Account are
insufficient therefor; and that this Note, together with all
31425�.2 7
9G-51�
other debts of the
date of its actual
constitutional or
indebtedness.
City outstanding on the date hereof, being the
issuance and delivery, does not exceed any
statutory or charter limitation of
IN WITNESS WHEREOF, the City of Saint Pau1, Ramsey
County, Minnesota, by its City Council has caused this Note to be
executed on its behalf by the signature of its Mayor, attested by
the signature of its Clerk, and countersigned by the signature of
its Director, Department of Finance and Management Services, and
the corporate seal of the City to be affixed hereto, all as of
_, 1996.
CITY OF SAINT PAUL, RAMSEY COUNTY,
MINNESOTA
X X X
Mayor
Attest:
X X X
Clerk
Countersigned:
Director, Department of
Finance and Management Services
CSEAL)
General Obligation Wastewater Treatment Water Revenue Note of
1996.
3'1925�.2 8
a �-s ic�
CERTIFICATE OF REGISTRATION
The transfer of ownership of the principal amount of
the attached Note may be made only by the registered owner or
his, her or its legal representative last noted below.
DATE OF SIGNATURE OF
REGISTRATION REGISTERED OWNER CITY TREASURER
Minnesota Public
Facilities Authority
Saint Paul, Minnesota
Federal Employer ldenti-
fication No. 41-6007162 X X X
319250.2 9
�t C-�S {�
�
2
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
7. Execution. The Note shall be executed on behalf of
the City by the signatures of its Mayor, Clerk, and Director,
Department of Finance and Management Services, each with the
effect noted on the form of the Note, and be sealed with the seal
of the City. In the event of disability or resignation or other
absence of any such officer, the Note may be signed by the manual
signature of that officer who may act on behalf of such absent or
disabled officer. In case any such officer whose signature shall
appear on the Note shall cease to be such officer before the
delivery of the Note, such signature shall nevertheless be valid
and sufficient for a11 purposes, the same as if he or she had
remained in office until delivery.
8. Delivery; Application of Proceeds. The Note when
so prepared and executed shall be delivered by the Director,
Aepartment of Finance and Management Services, to the purchaser
thereof prior to disbursements pursuant to the Project Loan
Agreement, and the purchaser shall not be obliged Co see to the
proper application thereof.
9. Fund and Accounts. There has heretofore been
created (as provided most recently in the November 9, 1994,
resolution of the City relating to the 1994 Bonds) a separate
fund of the City designated the '�Board of Water Commissioners
Water Utility Enterprise Fund" (the "Fund"). The Fund shall be
maintained in the manner specified in the resolutions relating [o
the 1985 Bonds, 1993 Bonds and 1994 Bonds and herein until the
Bonds, and interest thereon, have been fully paid, and as
specified herein until the Note and interest thereon have been
fully paid. There shall be maintained in the Fund, in addition
to the Capital Account, Operation and Maintenance Account,
Revenue Bond Debt Service Account, Reserve Account and
Subordinate Interest Account heretofore established with respect
to the Bonds, the following two (2) separate accounts which are
hereby established, to which shall be credited and debited all
income and disbursements of the Fund relating to the Note as
hereinafter set forth. The Treasurer and a11 municipal officials
and employees concerned therewith shall establish and maintain
financial records of the receipts and disbursements of the Water
Utility in accordance with this resolution. In such records
there shall be maintained accounts of the Fund far the purposes
and in the amounts as follows:
a. A"PFA Construction Account", to which sha11 be
credited all proceeds received from the sale of the Note.
The Note shall be the only source of moneys credited to the
PFA Construction Account. Tt is recognized that the sale
proceeds of the Note are received in reimbursement for costs
expended on the Project ar in direct payment of such costs,
and that accordingly the moneys need not be placed in the
PFA Construction Account upon receipt but may be applied
immediately to reimburse the source from which the
expenditure was made. The moneys in the PFA Construction
319250.2
�
� � 4 � l T
Account shall be used solely for the purpose of paying for
the cost of acquiring and constructing the Project,
including a11 costs enumerated in Minnesota Statutes,
Section 475.65, provided that such moneys shall only be
expended for costs and expenses which are permitted under
the Project Loan Agreement. The PFA prohibits the use of
proceeds of the Note to reimburse costs initially paid from
proceeds of other obligations of the City, such as the
Bonds. Upon completion of the Project and the payment of
the costs thereof, any surplus shall be transferred to the
PFA Debt Service Account,
b. A'�PFA Debt Service Account'�, to which shall be
irrevocably appropriated, pledged and credited: (1) Net
Revenues (as defined in paragraph 12(b} of the November 9,
1994, resolution relating to the 1994 Bonds), in an amount
sufficient, with other moneys, to pay the principal of, and
interest on, the Note when due, but only after Net Revenues
have first been used for the purposes and in the order
provided in the November 9, 1994, resolution relating to the
1994 Bonds with respect to the 1994 Bonds or any bonds
heretofore or hereafter issued and made payable on a parity
therewith; (2) all collections of taxes which may hereafter
be levied for the payment of the principal of, and interest
on, the Note; (3) the proceefls of any grant which by the
terms of the Project Loan Agreement is required to be
applied to reduction or repayment of the Note; (4) all
investment earnings on moneys held in the PFA Debt Service
Account; (5) any amounts transferred from the PFA
Construction Account; and (6) any other moneys which are
properly available and are appropriated by the City Council
to the PFA Debt Service Account. The moneys in said account
shall be used only to pay or prepay the principal of, and
interest on, the Note and any other general obligation bonds
hereafter issued and made payable from said account, and to
pay any rebate due to the United States with respect to the
PFA Bonds in connection with the Note.
c. Excess I3et Revenues may be usecl for any proper
purpose to the extent provided in the Navember 9, 1994,
resolution relating to the 1994 Bonds.
The City shall observe the covenants of paragraphs 16 and 17 of
this resolution and of sections 21 and 32 of the Project Loan
Agreement with regard to the Fund.
10. Coveracre Test; Pledqe of Net Revenues• Excess Net
R_evenues; Priority of Lien• Parity Bonds. It is hereby found,
determined and declared that the Net Revenues of the Water
Utility are sufficient in amount, when used in the order provided
in the November 9, 1994, resolution relating to the 1994 Bonds
and as provided in paragraph 9.b. above, to pay when due one
hundred five percent (105�) of the principal of and interest on
319250.2 11
qG-Si�
the Note, and the Net Revenues of the Water Utility are hereby
pledged for the payment of the 23ote, but solely to the extent
required to meet, with other pledged sources, one hundred five
percent (105°s) of the principal and interest requirements of the
Note as the same become due. Excess Net Revenues may be used for
any proper purpose as provided in the November 9, 1994,
resolution relating to the 1994 Bonds.
Nothing contained herein sha11 be deemed to preclude
the City from making further pledges and appropriations of the
Net Revenues of the Water Utility for the payment of other or
additional obligations of the City, provided that it has first
been determined by the City Council that estimated Net Revenues
of the Water T3tility will be sufficient, in addition to all other
sources, for the payment of the Note and such additional
obligations, and any such pledge and appropriation of the Net
Revenues may be made superior or subordinate to, or on a parity
with, the pledge and appropriation herein. The Note is issued
pursuant to Minnesota Statutes, Section 115.46, and nothing
herein sha11 preclude the City from levying taxes for the payment
of the Note.
Net Revenues are hereby pledged to the payment of the
Note. The lien on Net Revenues securing the Note is hereby
expressly made a lien on Net Revenues junior and subsequent to
the lien of the Bonds, all as provided in Section 13 of the
November 9, 1594, resolution relating to the 1994 Bonds and
similar language applicable to the 1985 Bonds and 1993 Bonds.
The lien on Net Revenues securing the Note is also junior and
subsequent to the lien securing payment of Subordinate Interest
on the 1994 Bonds, as defined in the related November 9, 1994,
resolution.
11. Pledqe to Produce Revenues. In accordance with
paragraph 13 of the November 9, 1994, resolution relating to the
1994 Bonds, and similar language applicable to the 1985 Bonds and
1993 Bonds, the City hereby covenants and agrees with the holder
of the Note that it will impose and collect charges for the
service, use and availability of and connection to the Water
Utility at the times and in the amounts required to produce Net
Revenues adequate to pay all principal and interest when due on
the Note. Nothing herein shall preclude the City from levying
taxes for the payment of the Note as permitted by Minnesota
Statutes, Section 115.46.
12. G�neral Obligation Pledge. The full faith, credit
and taxing powers of the City shall be, and are hereby,
irrevocably pledged for the prompt and full payment of the
principal and interest on the Note as the same respectively
become due. If the Net Revenues of the Water Utility
appropriated and pledged to the payment of principal and interest
on the Note, together with other funds irrevocably appropriated
to the PFA Debt Service Account referred to in paragraph 9 of
319250.2 12
�c•si�
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
this resolution, shall at any time be insufficient to pay such
principai and interest when due, the City covenants and agrees to
levy, without limitation as to rate or amount, an ad valorem tax
upon all taxable property in the City sufficient to pay such
principal and interest as they become due. If the balance in the
PFA Debt Service Account is ever insufficient to pay all
principal and interest then due on the Note and any other
obligations payable therefrom, the deficiency shall be promptly
paid out of any other funds of the City which are available for
such purpose, and such other funds may be reimbursed, with or
without interest, from the PFA Debt Service Account when a
sufficient balance is available therein.
13. Certificate of Registration. The Director,
Department of Finance and Management Services, is hereby directed
to file a certified copy of this resolution with the officer of
Ramsey County, Minnesota, performing the functions of the county
auditor (the "County Auditor"), together with such other infor-
mation as the County Auditor sha11 require, and to obtain Che
County Auditor's certificate that the Note has been entered in
the County Auditor's Bond Register.
14. Proiect Loan Agreement. The Project Loan
Agreement is hereby approved in substantially the form heretofore
presented to the City Council, and in the form executed is hereby
incorporated by reference and made a part of this resolution.
Each and all of the provisions of this resolution relating to the
Note are intended to be consistent with the provisions of the
Project Loan Agreement, and to the extent that any provision in
the Project Loan Agreement is in conflict with this resolution as
it relates to the Note, that provision shall control and this
resolution sha11 be deemed accordingly moflified. The Mayor and
Director, Department of Finance and Managementi Services, are
hereby authorized and directed to execute the Project Loan
Agreement. The execution of the Project Loan Agreement by the
appropriate officers sha11 be conclusive evidence of the approval
of the Project Loan Agreement in accordance with the terms
hereof. The Project Loan Agreement may be attached to the Note,
and shall be attached to the Note if the holder of the Note is
any person other than the PFA.
15. Records and Certificates. The officers of the
City are hereby authorized and directed to grepare and furnish to
the PFA, and to the attorneys apgroving the legality of the
issuance of the Note, certified copies of all proceedings and
records of the City relating to the Note and to the financial
condition and affairs of the City, and such other affidavits,
certificates and infosmation as are required to show the facts
relating to the legality and marketability of the Note as the
same appear from the books and records under their custody and
control or as otherwise known to them, and a11 such certified
copies, certificates and affidavits, including any heretofore
319250.2
13
��-Sl�
1
2
3
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
furnished, shall be deemed representations of the City as to the
facts recited therein.
16. Neqative Covenants as to Use of Proceeds and
Project. The City hereby covenants not to use the proceeds of
the Note or to use the Project, or to cause or permit them to be
used, or to enter into any deferred payment arrangement for the
cost of the Project, in such a manner as to cause the PFA Bonds
to be "private activity bonds" within the meaning of Sections 103
and 141 through 150 of the federal Internal Revenue Code of 1986,
as amended (the "Code'�).
17. Tax-Exempt Status of the PFA Bonds: Rebate. The
City with respect to the Note sha11 comply with requirements
necessary under the Code to establish and maintain the exclusion
from gross income under Section 103 of the Code of the interest
on the PFA Bonds, including without limitation (1) requirements
relating to temporary periods for investments, (2) limitations on
amounts invested at a yield greater than the yield on the PFA
Bonds, and (3) the rebate of excess investment earnings to the
United States. The City covenants and agrees with the PFA and
holders of the Note that the investments of proceeds of the Note,
including the investment of any revenues pledged to the Note
which are considered gross proceeds of the PFA Bonds under the
applicable regulations, and accumulated sinking funds, if any,
shall be limited as to amount and yield in such manner that the
PFA Bonds shall not be arbitrage bonds within the meaning of
Section 148 of the Code and any regulations thereunder. On the
basis of the existing facts, estimates and circumstances,
including the foregoing findings and covenants, the City hereby
certifies Chat it is not expected that the proceeds of the Note
will be used in such manner as to cause the PFA Bonds to be
arbitrage bonds under Section 148 of the Code and any regulations
thereunder. The Mayor, Clerk, Director, Department of Finance
and Management Services, and Treasurer shall furnish a
certificate to the PFA embracing or based on the foregoing
certification at the time of delivery of the NoCe to the PFA.
The proceeds of the Note will likewise be used in such manner
that the Note is not a private activity bond under Section 103(b}
of the Code.
18. No Desianation of Oualified Tax-Exem�t Obliqation.
The Note, as a taxable obligation, may not be qualified as a
'�qualified tax-exempt obligation�' within the meaning of Section
265(b)(3? of the Code, and hence is not designated for such
purpose.
314250.2 14
°I�-S��
19. Resolutions Supplemented. The resolutions
authorizing the issuance of the 1985 Bonds, 1993 Bonds and 1994
Bonds are hereby supplemented to the extent necessary to give
e£fect to the psovisions of paragraph 9 of this resolution.
7 20. Severabilitv. If any section, paragraph or
8 provision of this resolution shall be held to be invalid or
9 unenforceable for any reason, the invalidity or unenforceability
10 of such section, paragraph or provision shall not aPfect any of
11 the remaining provisions of this resolution.
12
13 21. Headin4s. Headings in this resolution are
14 included for convenience of reference only and are not a part
15 hereof, and shall not limit or define the meaning of any
16 provision hereof.
�"'� f �'• � f�
..'.+�'e� ���
By:
Approvetl by Mayor. Date S�j �'����
BY: �� � ���
319250.2 15
Requested by Department of:
Finance and Management Services
R�. �'u� �
, - �
Adopied by Councii: Date_.�.�n �
Adoption Cert'rfietl by Councii Secretary
Form A�roved by Ciry Attomey
, z. ___.._---�
s �: G
J y�
Pinance and Management Services
Martha Kantorowicz 266-8836
TOTAL # OF SIGNATURE PAGES
4/25196
�- S
GREEN SHEET � 3 2 4 0 6
INITIP110ATE �NlTlAIiDATE
OEPARTMEM DIRECTOR � GRY COUNqL
CITY ATTOANEY � CIiY CLERK
BUWET D�RECfOF �Y fNl, & MGT. SERVIC �IR.
MAYOR(OFtA5515TA1i� �
(CUP All LOCATIONS EOR SIGNATURE)
Resolution accepts the offez o£ the Minnesota Public Facilities Authoritp (PFA) to purchase a$4,269,844
General Obligation Wastewater Treatment Water Revenue note of 1996
_ PLANNING COMMISSION ,_ CIVIL SERVICE COMMISSION
_ CIB C�A1MITfEE _
- ��F _
_ DISTRICT COURT _
SUPPoRT$ WHICH COUNCII O@JECTIVE?
PqOBLEM, ISSUE,
PERSONAL SERVICE CONTRACTS MUST ANSWER TXE FOLL�A,FI�IONS:
7. Has this perwNfirm ever workea untler a comract for this depa �t9Gt!
YES NO
2. Has mis personKrm ever been a ciry empbye@? APR 2 6 1996
YES NO
3. Does this personlFirm possess a skill not normaily posses ¢y any curteni city empbyee?
YES NO �AYe��,'� �i'F�f
Explatn all yea answers on aeparete aheat anE attach to grean sheet
A loan application foz $4�269�844 to the PFA has been approved by the State. The procedure to follow is for the
City to issue a general obligation note to the State for that amount. The loan is interest free until Feburary
1997, and after that date bears interest at the rate of 2.SS� per annum. The installments are to be paid from
1997 through 2017. .
The City receives a loan from the State which is interest free for one year and then bears a rate of 2.88� which
is well below market rates- The loan carries a G.O. pledge but will be repaid by net revenues of the Water
Utilitp operation and maintenance account
None
�fs�SFB�bYW Ak�CCV�4-' blif!P�`J�
/�'�� N � � .v..'�
Y" G
�
2he City loses the opportunity Lo borrow fuads from the State at a low rate to support the Water Utility
o£ improvements to Wastewater treatment facilities
fALAMOUNTOFTRANSACTiON S 4,269,844 COST/REVENUEBUDGE7Ep(CIRCLEONE) YES NO
IDING SOUi10E State of Minnesota� Public Facilities Authori�,rT�PlUMBER
NCIALINFORMATION:(EXPLAIN)
�
��-S 1S�
By Minnesota Statutes, Sectian 270.66, the Boriower is required to pcovide its bfinnesota tax ideatification m�
.f it does business with the State of Minnesota. This information may be used in the enfocc.ement of feder�l a�i state
tax laws. Supplying these numbers could result in actions to require the Bonower to fde state tax reivms and pay
delinquent state tax liabilities. Thes�numbers wilt be available to federal and state taz auihorities and state personnel
involved in the payment of state obligations.
Minnesota T� ID:
Federal Employer ID:
:� �•
C��.��I
The Authority and the Borrower acknowle3ge their assent to this agreement and agree to be bound by its terms
tluough their signatures enteted below.
BORROWER: I have read and I agree to all of the
above provisions of this agreement.
�
'IYie Honoxsble Norm Coldnsn
Tifle M�yor Citv of St Paul
�ate
Attest
Frederick Owusu, Clerk
• ��
Martha Larson
D'uector, Department of Finance & Management
Services
Date
APPROVID AS TO FORM AND EXECUTION:
Attomey General's Office
BY .
Title
Date
�
STAT'E OF MIIVNFSQT� by and through the
Public FacIlities Authori , Department of Trade
and EconomiG Developm�t .
�
Tifle
D� 5-
J�iC�1�Ur. ; x�
Departmeat of Trade and Economic Development
By �
`5�1� R,� - - -
Date Encumbered
[Individual signing cettifies that funds have been
encumbered as required by Minnesota Starirte 16A.]
INTERDEPARTMENTAL MEMORANDUM
CCIYOF SAlNZ' PAOL
April 26, 1995
TO:
FROM:
RE:
���i ���'�r`
,:. �' � e � �.
■
. � �Yn+ _�.P,SR..m
a�- 51�
�
�
Mayor Coleman, Pam Wheelock or Mark Shields
Martha Kantorowicz
1996 Public Facilities Authority Loan and Wastewater Treatment
Water Revenue Note
Attached is the resolution accepting the offer of the Minnesota Public Facilities
Authority to purchase a$4,269,844 G.d. Wastewater Treatment Water Revenue
Note of 1996, providing for its issuance, and authorizing execution of a pro}ect loan
agreement.
Please sign tY�e tabbed page and have someone ca11 me to pick up the documents.
If you have any questions please call me at 266-8836.
��-s��
PUBLIC FA['►r-7T'�'S AUTHORTTY
PROJECT LOAN AGREEMENT
{FUNDED WITH BOND PROCEEDS)
CDAP-92-024aR-FY96
Tran F'Y AID DepUDiv Seq No S& Obj Veador No Type
A40 06 22100
Amount Terms Ass� # CCl CC2 CC3 Cost Code 4 Cost Code 5
$4,269,844
�O ��. _ . �K� � Date Number Entesed By
A40 A41
rT�'� Date Number Enteced By
A44 A45 A46
THIS PROJECT LOAN AGREEMENT, made May 8, 1996, between the Minnesota Public Facilities Authority
(the "Authority") and the City of St. Paui, c/o Martha KanYorowicz, Departmeat of Finance & Manageffient Services,
Treasury Division, 160 City Hall, St. Paul, MN 55102 (the `Borrower'):
1. The Authority hereby commits, subject to the conditions hereinaftu set fotth, to loaa FOUR MILLION TWO
HUNDRED SIXTY-NINE Tf�OUSAND EIGHT HUNDRED FORTY-FOUR DOLLAR3 (54,269,844) to ihe
Borrower for the purpose of funding the wastewater treatment projecY of the Borrowa desctibed as follows:
Improvements to wastewater treatment facilides including sludge dewaTering facilities at the City's watez utility (the
"�'�.1��)
2. The L.oan will be disbursed on a cost reimbursemeat basis coasistent with the budg� preseated in the
Bocrower's loan appiication, incotporated by reference, or any amendmeat ther�o approved by the Authority, but not
in violation of any provisions of applicable federal and state regulations. S�ch disbursement shali be made within 30
days of a request therefor made by the Borrowes in the form required by the Authority from time to time unless
within the 30-day period the Authoriry has determined under pazagcaph 26 below to withhold the disbursemeat and
has notified the Borrower ia writing of the basis for its determination. In the event that the Borrower notifies the
Authority that the entire principal amou� specified in Secxion 1 above is not to be disbursed for Pcojed cost
reimbursement, the balance of the amounts undisbursed shali be applied to the ptincipai r�ayments on this Loan and
the payments set forth ia F.�chibit A wIli be reamortizefl.
The terms, conditions, assurances and timing of disbursements of the Loan shall be ia accordaace with Minnesota
Rules, parts 7380.0400 to 7380.0480 as amended or supplemented from time to time. Paymern requests shall be
reviewe3 and approved by the Authority.
3. The principal amount of the Loan wIli be repaid in the amounu and on the dates s� forth ia the schedule set
forth in Exhibit A hereto tnotwithstanding the rate of disbursement of the proceeds of the Loan), subjed to adjustment
q�_sr�
as set forth ia Section 5 below, wgether with interest and service fees collecdvely at the rate of 0'K per aamim, for
the period starting on the daze of this Agteemeai through Febtuary 20, 1997, and at ihe nte of 2.88% foz ihe period
starting on the day following Febivary 2U, 1997, 8�rough fhe date on w}ucfi no principal renuains unptid, provided,
however, that interest and service feae shall accrue oniy on the aggcegate amourn of die Laan disbursefl; and provided
further that the Authority sball be eraifled to retain for its own purposes any irnerest eaznings on undisbursed funda
and shall not be obligated to credit against any required repaymem of principai or paymern of interest and setvice fee.v
any such interest earnings on undisbntsed funds.
4. The Borrower shaii issue to the Authority its general obligation promissory note (the "23ote"), evidencing its
obligation to repay the Loan. The Bonower shall attach to this agreement a certified copy of resolutions or other
authority by rhe appropriate governing body or bodies, as shall legaliy authorize the eaecution and performauce of this
agreement and the Note on behalf of the Borrower. For purposes of pexmitting issuance of the Note, �e Authocity
represents thaz it is a"boazd, degartment or agency" of the State of Minnesota wiffiin the meaniag of Minnesota
Statutes, Section 475.60, subd. 2, clause (4).
5. The Borrower shall have the opdon to prepay the L.oan (A) on any February 1 or August 1 immediately
preceding an interest payment date on the Water Pollution Controi Revenue Bonds, Series 1996A of the Authority (the
"Bonds"} on or aRer the eariiest date on which the Bonds may be prepaid ia part ai the option of the Authority, upon
forty-five days prior notice, prior to such February 1 or August 1, as the case may be, in whole or ia pazt, anci if in
part in $5,000 incremenu by depositing with the Authority on such Febmary 1 or August i as the case asay be (i}
the principal amount to be prepaid together with a premium ihereon equal to the redemption premium, if any, payable
with respect to the Bonds if such Bonds were to be optionally redeemed on ihe immediaiely succeeding March 1 or
September 1, as the case may be, plus (ii) imerest and service fees on the principal amount being prepaid to the
March 1 ot September 1, as the case'may be, immediately following the date of the prepaymeat here�ndea, and pius
(iii) ali fees and expenses of the Authority incucred in connection with such prepayment, including any requireci
rebate; and (B) az any other time, upon fiReen days prior notice to the Authority in whole or in pazt, by depositing
with the Authority the (i) money in an amount sufficient, or (ii) obligaiions issued by, or paymeat of the priacipal of
and interest on which are fuily and uncondidonally guazanteed by the United States of America, ihe principai of and
interest on which, when due, without reinvestment, wili provide an amount sufficien#, with any money so deposited,
to pay (a) the Loan payments as they become due according to the repaymeat schedule attached as Ezhibit A or, if
eazlier, on the first date on which the I.oan may be prepaid ac provided in clause (A) above, plus (b) int�est and
service fees to the date of prepayment, plus (c) a premium, caiculated as in clause (A) above, on the principal amount
to be prepaid on the first date on which this Laan may be prepaid, and pius {d) all fee,s and expeases of the Authority
incurred in connection with such payment, including any required rebate; provided that the Authority shall have
received an opinion of its bond counsel that the prepayments as provided in this ciause (B) will mt cause the interest
on the bonds to become includable in gross income for federal taz purposes.
The Borrower shall be obligated to prepay the principal amount of this Loan immediately following the receipt of
the proceeds to a reimbursemern grant provided through the state independent grant program in an amount � to
the maximum amount of the grant proceeds which could be used to finance Project costs financeable (whether or not
actually disbursed) from ihe proceec)s of this Loan. Such prepayment shall be without premium, but the Bonower
shall be liable for all fees and expenses of the Authority incurred in connection with such prepayment, including any
required rebate.
Upon any mandatory prepayment pursuant to the immediately prece3ing pazagraph, the Authority will reduce the
remaining unpaid principal payments payable as described in Ea�hibit A on a proportionate basis detexmined as nearly
as practicable by the Authority by muitiplying the principai amount payable on the Loan on each pcincigal payment
date by the ratio which the principal amount of the prepayment bears to the total outstaading principal amount of the
2
�� -s��
Loaa. Upon any optional paztial prepayment, the Avthority will reduce the remaining wopaid principal paymems in the
inverse order in which they aze due or ?n su�h manner as it shall d�ermine.
6. The Authority's commitmeat to loan is subjed to die availability of fands from die sale of the Bo�.
7. The Borcower aclmowledges diat the Authority may apply up Do 5% of any loan r�aymeat to paymeat of its
administrarive costs or administrative costs of the Minnesota Pollution Contml Agency (MPCA), that such appticatiaa
shall not inccease tfie amount of any repayments or extend Uie period of repayme�.
8. Following contract awazd, the Borcower shall submit to tfie MPCA a copy of the bid tabs, accepted bid
proposal, payment and perfozmance bonds and executed contract documents.
9. The Borrower shall not entec into a sale, lease or transfer of any part of the Projed if spch sale, lease or
transfer would (i) violate the covenants set forth ia Section 21, or (ii) violate the conditions under which any
capitalization grants wete furnished by the United States Environmental Protection Agency, or (ia) othecwise violate
any terms or conditions of the Agreement.
10. The Bonower shall maintain adequate property insurance coverage for the Project in such amounts with such
limits as it determines in good faith to be reasonable or in such amounts and with such limits as may be required by
the Authority from time to time.
11. The Borrower shall coniinue to impose and collect such rates and charges according to the MPCA appmved
sewer service chazge system so that there aze sufficient gross revenues available for U�e payment of the operation and
maintenance of the Projed.
12. The Borrowec agree.c that it will oompiete the Project work for which assistance has baea awazded under this
Agreement in accordance with att applicable pmvisions of Minnesota Rules, parts 7077.Q111 to 7077.0292, and
MPCA approved pIans and specifications and change ordas.
13. The Bonowec agrees to prompdy provide notice to tfie MPCA of accomplishment of everas ideatified in the
pcoject schedule(s) submitted under Minn. Rules pt. 7077.02�4, subpart 4, item F, or deiays of same including an
explanation of reasons.
14. The Borrower agrees to comply with project certification requuements pucsuant to Minn. Rules pt.
7077.0288.
15. Whenever any prime contracts or first tier subcontracts involving Small Business in Rural Areas (SBRA) or
Minority or Women Business Entecprises (1�ffiE/WBE) aze awazded for the Project, the Borrower agree.s to r�ort
such SBRA or MBE/WBE involvement by submitting EPA Form SF 334 to the Authority within 30 days of the
contract being awazded.
lb. For all expendituzes of funds made pursuant to this agreement, the Bonowa shall ke� financial records in
accordance with generally accepted governmern accounting principles includiag invoices, contracts, receipts, vouchess
and other documenu sufficient to evidence in propes d�ail the nawre and progri�y of the expenditures.
17. The Bonower agrees to use fhe proceeds of the Loan exclusivety for the eligible wsts of construction of the
Project in accordance with the disbursement procedures described in Searon 2, including to the exteat permitted by
law any professionaL costs incurred by the Bonower in securing the Loan, or to retire debt previously incvrred foc the
3
� (�-S1So
conctruction of tfie Project.
18. The Borrower agrees to exert all reaconable efforts to imiestigate claims w}uch �e Borrower may have against
third parties with respect to the constFuction of �e Projea and, in appmpriate circumstances, take whatever aaion,
including legal action, the Borrower reasonably determines to be appropriate.
19. The Borrower acknowledges its responsibitity to design and construct ihe Projed regazdless of the availability
of additionai loan funds.
20. With respea to the Project, the Borrowea agrees to comply with the pcovisions of state labor wage provisions
[Minn. Stat. Sections 177.41 to 177.44].
21. The Borrower agree.c to cooperate with the Authority as nece.ssary to maintain the tax eaempt status of fihe
Bonds issued by the Authority to fund the loan. The Bonower specifically agrees:
(a) Investments. Any sums from time to time held by or under the cornrol of the Borrower which would
consdtute "gross proceeds" of Bonds ("Gross Procaeds"), as defined in the Internal Revenue Code of 1986, as
amended, and the regulations in effect with respect thereto (the "Code") shall not be im�ested at a yield in excess of
the applicable yield on ihe Bonds. Disbursements of proceeds of the Loan shall not be reinvested by the Boaower.
In addition, said Gross Proceeds shali not be invested in obligations or deposits issued by, guaranteed by or insured
by the United States or any agency or instrumentality thereof if and to the eacteut that such investmeat would cause the
Bonds to be"federally guazanteed" within the meaning of Section 149(b) of the Code.
@) Negative Covenant as to Use of Projea. The Borrower he.reby covenants not to use the proceeds of the
Bonds or to use the Project financed with the proceeds of the Bonds or to cause or permit thean or any of theffi to be
used, or to entes into any deferre3 payment arrangments for the cost of such Project, in such a manner to cause the
Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code.
(c) Taz-Exempt Status of the Bonds; Rebate. With respect to any Gross Proceeds, the Borrower shall comply
with requirements necessary tinder the Code to establish and maintain the exclusion from gross income under Sedion
103 of the Code and the interest on any Bonds, including without limitation requirement¢ relating to temporary
periods for investrnents, limitations on amounts invested at a yield greatec than the yield on the Bonds, and the rebate
of excess investment earnings to the UniYed States.
(d) The Borrower shall compiy with such instructions as may be provided from time to time by the Authority
with respect to gross proceeds of Bonds.
22. The obligations of the Borrower under this Agreement (ezcept the obligations s� forth in Sections 16 and 21
hereo� shall terminate.as soon as the Loan is fully paid and retired.
23. The Borrower shali include in any contract or subcontract, in addidon to the provisions to define a sou� and
complete agreement, such provisions that also assure contractor and subcontractor compliance with applicabie state
and federal laws.
24. The Bonower is encouraged to prepaze and implement an afFirmat'ive acdon plan for the employmem of
minority persons, women and the disabled and submit the plan to the Commissioner of Human Rights.
25. If there has been a failure to comply with the provisions of this Agreement, �e Authority may exercise any
q�- S�(�
remedies available at law or in equity.
26. Upon notification by the MPCA to the Authority under Minn. Rules pt. 7077.0292, �at ihe Projecx does not
substantially conform to approved plans and specifications or the Bonower has failed to compiy with the r�orting
requirements of subpart 1. 7077.0286 or 7077.0288, the Authority may refuse to disburse additional funds uutil the
situation is conected.
27. Accounts and records related to the funds provided under this agreement shall be accessible to authorized
representatives of the Authority, the State of Minnesota, the Department of Trade and Economic Developmeat, the
Legislative Auditor and the State Auditor's Office, through any authorized representatives, access to and the right to
examine ail records, books, papers and docume�s related to the I.oan.
28. Any amendment to this agreement shall be in writing and shall be executed by either the same persons who
executed the original agreement, their successors in office or by those persons authorized by the Bonower through a
formal resolution of its goveraing body,
29. The Borrower wIll comply with Minnesota Statutes, Section 290.9705, for all contracts that ezceed or aze
expected to ezceed 5100,000 by either:
(a) Depositing with the Commissioner of Revenue for the StaYe of Minnesota eight (856) percent of every
payment made to non-resident (of Minnesota) consttuction contractors; or
(b) Receiving a waiver of this requirement from the Commissiones of the Minnesota Department of Revemie.
30. The Borrower may not use federally appropriated funds to pay any person for influencing or attempting to
influence an officer or employee of a federat agency, a member of Congress, an offices or employee of Congress or
any employee of a member of Congress in connection with the awazding of any fedaal contract, the m�king of a
federal grant, the making of a federai loan, the enteaing into of any cooperative agreement or the extension,
continuation, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. If
the Bonower uses non-federal funds to condud any of the aforementioned activities, the Borrowa must wmplzte and
submit Standard Porm LLL, "Disclosure Form to Report Lobbying." The Bonower shall provide to the Authority a
certification to this effect at the time it signs this agreement, uniess such certification was provided at the time that it
submitted iu appiication, and shail forwazd disclosure forms to the Authority az the time it ezecutes or receives such
forms. Further, the Borrower must include the language of this provision in all contracts and subcontracts exceeding
$100,000 and all such contractors and subcontractors must comply accordingiy.
31. (a) The Borrower shall provide the Authority with an independent audit. The audit must be submiued within
30 days after the completion of the audit b� no later than one year afta the end of the audit period.
(b) The Bonower agrees to provide to the Authority such information with respect to the BonoweL, its duties,
operations and functions as may be reasonably requested by the Authority and hereby consents to such inciusion in the
Authority's officiai statement used in connection with the issuance of the Authority's bonds, the pzoceeds of which aze
to be used to fund the Authoriry loan to the Bonower and from time to time thereafter, for inclusion in its official
statements used in connec[ion with issuance and sale or the remarketing of othez Authority bonds whexhet or not ali or
a portion of the proceeds of which will be loaned to the Borrower.
(c) At the request of the Authority the Borrowec will certify and represent that such information in such
official statements does not contain any untzue statements of a material facY or omit to state a material fact necessary
�� -S\�
to make such informazion, in light of the circvm.staaces under which it was givea, not misleadin8; Provided, however,
that in no eveat shail ihe Borrower be requited to make any repze.geata4ion about wy other infotmation in such offici�i
statemenss or as to wy wch official statemeius in thesz eatitety. If foz any zeuon she Borrower d�miues thzc it
shall not be able to make such certification and repcesentation, it will provide such informatioa aa ia necess�cy for
inclusion in such official �ments so as to enable it to make such certificarion and represeatation.
(d) If at any time during the period euding 90 days after the date of an Authority official statemeat auy event
occurs which the Bonower believes would cause the informarion in such official statement to omii a material fact or
make rhe statements therein misleading, the Bonower shail prompfly notify ihe Authority in writing of such
information and consent to iu inclusion in the officiai statemeffi, an amendment thereof or a supplemeat ther�o. At
the request of the Authority, the Bonower will aLso provide the certification and r�reseatarion required in (c) above
with respect to such official statemeat as ihea ameaded ot supplemeated.
(e) The Borrower will furnich such information, execute such instivmeats and take such other action.ia
cooperation with the underwriters of the Authority's bonds as such underwriters may from time to time reasonably
request in order (i) to qualify, and maintain the qualificaYion of, aziy such bonds for offer and sale unda the Blue Sky
or oiher sec,vrities laws and regulations of such states and other jutisdictions of the United Siates as such undeawriteas
may designate, and (ii) to determine the eligibility of such bonds for imrestmeat under the laws of such states and
otherjurisdidions.
(� The Borrower will provide such information as may be reasonably requcsted by aay rating ageacy in
connection with rating the bonds of the Authority.
32. In order to comply with Minnesota Statutes Section 16A.695 (I.aws of 1994, (�apter 643, Section 3�
("Section 16A.695"), and the order of the Commissioner of Finance (the 'Commissiona') of the Dq»artmeat of
Finance of the State of Minaesota (the "Ordei ) pmmuigated in connection with Section 16A.695 on July 14, 1994, if
this loan is funded with State match proceeds derived from State G�al Obligatioa Bonds the Borrower agrees that:
(� any lease or management conaaa entered into by the Borrower with respect to pmperty constituting all or a part
of the Project shall be for the express purpose of carrying oui of a governmentxl program established or authorized by
law and established by official action of the Borrower and the Borrower sUail obtain the prior written consent of the
Commissioner; (ii) any such lease or management contract, including any reoewals that are solely at the option of the
lessee ot manager, must be fot a term substantially less than the useful life of the propeaty subject to such lease oc
management contract, but may allow renewal beyond that tam upon d�mination by the Borcower that the use
continues to carry out the governmental program; (iii) any such lease oc managemeat conuact will be tezminable by
the Bonower if the othes contracting party defaults under the cont�racx, or if the governmeatal program is tezminated
or chaaged; and will provide for pzogram ovecsi�t by the Bocrowec; ('iv) the Borrower will �ot sell any property
consdtuting all or a part of the Projed unless the Borrower d�ermines by official actioa that such property is no
longer usable or needed by the Borrower to carry oui the governmeatal program for which it was acquired or
constructe3; and (v) any such sale must be made as authorized by law for fair mazket value as defined in Section
16A.695 and the Borrawer shall obtain the prior wriuea consem of the Commissioner.
CONTRACTJ73PSTPAL.CAN
�
��-S�l�
By I�Tinnesota Stazntes, 5ecxion 2�0.66, ffie Boriowea is required to provide its IvTinnesota taz identification �
if it does business with the State of Minnesota. This information may be used in the enforcemeai of feder�i and state
tax laws. Supplying these numbers could result in adions to require the Borrower to file state tax retums and pay
delinquent state tax liabilities. Thes�numbus wili be available to fedecal and state tu authorities and state pessonnel
involved in the payment of state obligations.
Minnesota Tax ID:
Federai Employer ID:
8025095
41�005521
The Authority and the Bonower acknowledge their assent to this agreemern and agree to be bow�d by its tums
tluough theu signatures entered below.
BORROWER: I have read and I agree to all of the
above provisions of this agteement.
� n►t�!_ .�� : � . � . �� r � � i �
�
�
By By
� xo��u xo� co�
Tide Mayor. Ci of St. Paul
Date
Attest
Frederick Owusu, Cierk
TiU
D3YC S� r 1 �a
K �: � ��
COUN'i'ERSIGNED•
Martha Larson
Director, Department of Finance & Management
Services
Date
APPROVED AS TO FORM AND EXECUTION:
Attomey General's Office
�
Tifle
Department of Tcade and Economic Development
g �
5�>�1�9�
Date En�cumbeted
(Individuat signing certifies that funds have been
encumbered as required by Minnesota Statute 16A.]
Date
St Paul, City of - 4th
CDAP-92-0240-R-FY96
Loan Date:
R2te: 2.880%
E�tibit A
Fund Source Reference
1996A �L
Match Laws'94 M6
q�- 51�
Amount
3,700,000.00
569,844.00
Acctual: 02/20/97 Total Loan: 4 269 844.00
Date � Effecrive Disbursement ref� Re a ent Interest Due Princi al End Balance
grojected 02/20/97 4,269,844.00 6L - - 4,264,844,00
08/20/97 - 141,170.14 61,485.75 79,684.34 4,19�,159.61
02/20(48 - 141,170.14 60,338.3Q 80,831.84 4,1a9,327.77
OSl2Q/98 - 141,170.14 59,17432 81,945.82 4,027,331.45
�2(20l99 - 141,170.14 57,993.58 83,176.56 3,944,15539
�8(20/49 - 141,170.14 56,795.84 84,374.30 3,859,781.09
�2/2a/20�0 - 141,170.14 55,580.85 85,589.29 3,774,191.80
�8l20f2��0 141,170.14 54,348.36 86,821.78 3,687,370.02
02f20(2001 141,170.14 53,098.13 88,072.01 3,599,298.01
08/2012001 - 141,170.14 51,829.89 89,340.25 3,509,957.76
02/20/2002 141,170.14 50,54339 90,626.75 3,419,331.01
08/20l2002 141,170.14 49,23837 91,931.77 3,327,399.24
02/2012003 141,170.14 47,91A.55 93,255.59 3,234,143.65
08f20/2003 141,170.14 46,571.67 94,598.47 3,139,545.18
02f20l2004 141,170.14 45,209.45 95,960.69 3,043,584.49
08/20l2004 - 141,170.14 43,827.62 97,342.52 2,946,241.97
02/20l2005 - 141,170.14 42,425.88 98,744.26 2,847,497.7]
08l20/2005 - 141,170.14 41,003.97 100,166.17 2,747,331.54
02l20l2006 - 141,170.14 39,561.57 101,608.57 2,645,722.97
08l20f2006 141,170.14 38,098.41 103,071.73 2,542,651.24
02f2012007 - 141,170.14 36,614.18 104,555.96 2,438,095.28
08J20/2007 141,170.14 35,108.57 106,061.57 2,332,033.71
02J20/2008 - ]41,170.14 33,581.29 107,588.85 2,224,444.86
08/20/2008 - 141,1�0.14 32,032.01 109,138.13 2,115,306.�3
02/20/2009 141,170.14 30,460.42 110,709.72 2,004,597.01
08/20/2009 - 141,170.14 28,866.20 112,303.94 1,892,293.07
02/20/2010 - 141,170.14 27,249.02 113,921.12 1,778,371.95
08/20/201D 141,170.14 25,608.56 115,561.58 1,662,81037
02/20/2011 - 141,170.14 23,944.47 117,225.67 1,545,584.70
08/20/2011 141,170.14 22,256.42 118,913.72 1,426,670.98
02/20/2012 - 141,170.14 20,544.06 120,626.08 1,306,044.90
08/20/2012 141,170.14 18,807.05 122,363.09 1,183,681.81
02/20/2013 - 141,170.14 17,045.02 124,125.12 1,059,556.69
08/20/2013 141,170.14 15,257.62 125,912.52 933,644.17
02/20/2014 - 141,170.14 13,444.48 127,725.66. 805,918.51
08/20/2014 141,170.14 11,60523 129,564.91 676,353.60
02/20/2015 - 141,170.14 9,739.49 131,430.65 544,922.95
08/20/2015 141,170,14 7,846.89 133,323.25 411,599.70
02/20/2016 - 141,170.14 5,927.04 135,243.10 276,356.60
08/20/2016 141,170.14 3,979.54 137,190.60 139,166.00
02/20/2017 141,169.99 2,003.99 139,166.00 0.00
4 269 844.0� 5 646 805.45 1 376 461.45 4.269 844.00
Fiscal Services 04/19/96 STPAUL4.WK4
�1�- s ��
. PUBLIC FACII.IITES AUT�IORIT'Y
PROJECT LOAN AGREEMENT
(F[TNDED WPI'H BOND PROCEEDS)
CDAP-92-024A-R FY96
�3�
Tran FY AII� I�eptlDiv Seq No Sfz Obj Veador No Type
A4p OE 22100
Amount Tetms Assa # CCl CC2 CC3 Cost Code 4 Cost Code 5
$4,269,844
�Q ��- ,. fj� C� Date Number Entered By
A40 Aai
Date Number Entered By
A44 A45 A46
THIS PROIECT LOAN AGREEMENT, made May 8, 1996, betweea the Minnesota Public Facilitiea Authority
(the "Authority") and the City of St. Paul, c/o Maztha Kantorowicz, De.partmeat of Finance & Manageffient Services,
Treasury Division, 160 City Halt, St. Paul, MN 55102 (the "Borrower"):
• 1. The Authority here6y commits, subject to the conditions heseinafter ses forth, to loan FOUR MII.I.ION TWO
HUNDRED SIXTY-NINE THOUSAND EIGHT ALiNDRED FORTY FOLTR DOLLARS (54,269,844) to the
Borrower for tha purpose of funding the wastewater treatment projed of the Borrow� descn'bed as follows:
Improvements to wastewater ueatmeut facilities including sludge dewatering facilities at the City's waYex utility (the
"Project").
2. The Loan will be disbursed on a cost ceimbursement basis consisteat with the budget presented in the
Borrower's loan application, incorporated by refuence, or any ameadmeut thez�o approved by the AuYhority, but �t
in violation of any provisions of applicable federal and state regulations. Such disbursement shali be made within 30
days of a requesY therefor made by the Borrower in the form required by the Authority from time to time unless
within the 30-day period the Authority has determined under paragraph 26 below to withhold tfie disbursement and
has nodfied the Borrower in writing of ihe basis for its dekermination. In the eveat tbat the Bonower notifies the
Authority thaz the entire principat amount specified in Section 1 above is not to be disbursed for Projed cost
reimbursement, the balance of the amounts undisbursed shall be applied to the principal r�aymeuts on this Loan and
the paymenu set forth in Ezhibit A will be reamortized.
The terms, condiiions, assurances and timing of dishursements of the Loaa shall be in aacordaace with Minnesota
Rules, parts 7380.0400 to 7380.0480 as amended or supplemented from time to time. Payment requesYS shali be
ieviewed and approved by the Authority.
3. The principat amount of the Loan will be repaid in the amounts and on the dates set forth ia the schedule set
forth in E�ibit A hereYo tnotwithstanding the rate of disbursement of the procee3s of the Loan), subjed to adjustment
�
�'
q�� S��
� set forth in Section 5 below, togetfier witfi interest and service fces collecrively at the rate of 09. per anaum, far
e period starting oa the date of this Agreement through February 20, 199'1, and at therue of 2.88% for the puiod
starting on the day foltowing Febcuary 20, 1997, through tfie date on which no ptincipal remaina unpaid, provided,
however, rhat interest and service fees shall accrue only on the aggregate amount of the Loan disbursed; and provided
further that the Authority shail be entided to retain foc iu own purposes any intezest earnings on uni3isburseci funds
and shall not be obiigaied to credit against any required repayment of principal or payment of inierest and service fces
any such interest earnings on undisbursed funds.
4. The Borrowet shali issue to the Authority its general obligation promissory note {the "Note"), evidencing its
obligatioa to repay the Loan. The Borrower shall aifach to this agreeme� a certified copy of resolutions or other
authority by the appropriate governing body or bodies, as shall legaily authorize the exewtion and perfotmance of this
agreement and the Note on behalf of the Borrower. For purposes of permitting issnance of the Note, the Authority
represents that it is a"board, departrnent or agency" of the State of Minnesota within the meaning of Minnesota
Stafutes, Section 475.60, subd. 2, ciause {4).
5. The Borrower shall have the option to prepay the I.oan (A) on any Febniary 1 or August 1 immediately
preceding an interest payment date on the Wazer Pollution Control Revenue Bonds, Series 1996A of the Authotity (tfie
"Bonds") on or after the eariiest date on which the Bonds may be prepaid in part ai the option of the Authority, upon
foriy-five days prior notice, prior to such February i or August i, as the case may be, in whole or in part, and if in
part in $5,000 increments by depositing with the Authority on such February i or August i as the case may be (i)
the principal amount to be prepaid togetfier with a ptemium thereon equal to the redemption premium, if any, payable
with respect to the Bonds if such Bonds were to be optionally redeemed on the immediatety succeeding March i ar
September 1, as the case may be, plus ('ii) inierest and service fees on the principai amount being prepaid to the
Mazch 1 or September 1, as the case'may be, immediately following the date of tfie prepayme�t hereuader, and pius
�i} all fees and ezpenses of the Authority incurred in connection with such prepaymeat, including any required
ebate; and {B} at any other time, upan fifteen days prior notice co the Authority in whoIe or in pazt, by depositing
with the Authority the (i) money in an amoun[ sufficient, oc (ii) obligations issued by, or payment of rfie principal of
and interest on which aze fully and unconditionally guaranteed by the United 5tates of America, the principa! of and
inYerest on which, wfien due, without reinvestinent, will provide an amaunt sufficient, with any money so deposited,
to pay (a) the Loan paymenYS as ffiey become due according to the repayment schedule attachefl as Exhibit A or, if
earlier, on the first daYe on which the Loan may be prepaid as provided ia ciause (A) above, plus (b) interest and
service fees to the date of prepayment, plus (c) a premium, calcutated as in ciause (A} above, on the principal amoun�
to be prepaid on the first date on which this Loaa may be prepaid, and plas (d) all fces and ezpenses of the Authorit
incurred in connection with such paymeat, including any requireci rebate; provided that the AuthoriYy shall have
received an opinion of its bond counsel that the prepayments as provided in this clause (B) will not cavse tfie interes
on the bonds to become includabie in gross income fnr federal tax purposes.
The Borrower shall be obligated to prepay the principal amount af this Loan immediately following the receipt �
the proceeds to a reimbursement grant provided through the state independent grant program ia an amount equal to
the maximum amount of the grant proceeds which could be used to finance Projea cosu financeable (whether or n�
acivally disbursed) from the proceeds of this Loan. Such prepayment shail be without premium, but the Borrower
shall he liable for all fees and ezpenses of the Authority incurred in connection with such prepayment, including a
required rebate.
Upon any mandatory prepayment pursuant to the immediazely preceding puagraph, the Autfiority wilt reduce'
remaining unpaid principal payments payabie as described in Fxhibit A on a proportionate basis determined as n�
as practicable by the Authority by multipiying the principal amount payabte on d�e T.csaa on each principal paym•
�ate by rhe ratio which the principal amount of the prepayment bears to she totai outstanding principal amount o�
�c� —st�
� an. Upan aay optionai partial prepayment, the Authority will reduce the rema�n� unpaid principal paymeata in the
erse ordu ia which they aze due or in such manner as it shall detczmine.
6. The Authority's commibme,ni to loan is subject to the availability of fund.4 from the sate of the Bonda.
7. The Bonower acknowledges that the Autfiority may apply up to 5% of any loan repaymeni to paymeat of its
administative cosu or administrative costs of the Minnesota PoIlution ControI Agency (MPCA), that such application
shait not increase the amount oF any repaymeuts or extend the period of repaymeni.
8. Following contract awazd, tfie Bonower sfiall submit to the MPCA a copy of the bid tabs, accepted bid
proposal, payment aud performance bonds and executed contrad documeais.
9. The Borrower shall not enter into a sale, lease ar tiransfer of any part of the Project if such sale, leace or
transfer wouid (i) violate the covenants set forth in Section 21, or (ii) violate the oonditions under which any
capitaIization grants were fumished by the United States Environniental Protection Agency, or (iiij otherwise violate
any terms or conditions of the Agreement.
10. The Borrower shall maintain adequate property insurance coverage for the Project in such amounts with such
limits as it determines in good faith to be reasonable or in such amounts and witfi such limiu as may be required by
the Authoriry from time to time.
11. The Borrower shalt continue to impose and collect such rates and charges according to the MPCA approved
sewer service chazge system so that there aze sufficient gross revenues available for the payment of the aperation and
maintenance of the Project.
� 12. T'he Borrower agrees that it wili complete the Project worY for which assisrance has been awazded uad� this
Agreement in accordance with all appIicable pmvisions of Minnesota Rules, parts 7077.0111 to 7077.0292, and
MPCA approved plans aad specifications and cliange orders.
13. The Borrower agrees to promptly provide notice to the MPCA of accomplishment of events ideatified ia the
project schedule(s) submitted under Minn. Rules pt. 7077.0274, subpazt 4, item F, or delays of same including an
ezplanation of reasons.
14. The Bottower agrees to comply with project cectification requirements pursvant to Minn. RuIes pt.
7077.0288.
15. Whenever any prime contracts or first tier subcontracxs involving Smal1 Busiaess in Rurat Areas (SBRA) o�
Minority or Women Business Enterprises (IvIBE/WBE) aze awazded for tfie Project, the Borrower agrees to r�ort
such SBRA or MBENVBE involvement by submitting EPA Form SF 334 to tfie Authotity within 30 days of the
cnntract being awazded.
16. For alt ezpenditures of funds made pursuant to this agreement, the Bonower shatl ke� finaaciat recards �
accotdance with generally accepted government accounting principies iacluding iavoices, contracts, receipts, vouc�
and other documenu sufficient to evideace in proper detail the nature and propriety of the espeaditures.
17. The Borrower agrees to use the proceeds of the Loan exciusively for the eligible costs of canstruction of
Project in accordance with the disbursement procedures described in Section 2, including to the extent permittad
�w any professiona[ costs 4ncurreQ by the Borrower in securing the Loan, or ro reXire debt previous2y incurred �
K
1 (�-S 1S�
�nstrucdon of the Project.
18. The Borrower agrees to ezert all reaconable efforts to investigate claim4 which the Borrower may have agaiast
thud parties with zespecx to the constTUCtioa of the Project and, in appropriate circumstances, talce whatever action,
including legal action, the Borrower reasonably detesmines to be appropriate.
19. The Borrower aclmowledges iu responsibility to design and construct the Projed regazdless of the availability
of additional loan funds.
20. With respect to the Project, the Borrower agrces to comply with the provisions of state labor wage provisions
[Minn. StaY. Sections 177.41 to 177.44].
21. The Borrower agrees to coaperate with the Authority as necessazy to maintain the taz e�empt status nf the
Bonds issued by the Authority to fund the loan. The Borrowu specifically agrees:
(a) Investments. Any sums from time to time held by or under the conuol of the Borrower which would
constirute "gross proceeds" of Bonds ("Gross Procceds"), as defined in the Inteznal Revenue Code of 1986, as
amended, and the regulations in effect with respect thereto (the 'Code") shall not be invested at a yield in ezcess of
the applicable yieid on the Bonds. Disbursements of proceeds of the Loaa shall not be reinvested by the Borrower.
In addition, said Gross Proceeds shall not be invested in obligations or deposits issued by, guaranteed by or insure3
by the United Stafes or any agency or instrumentality thereof if and to the ezteut that such investment would cause the
Bonds to be"federally guazanteed" within the meaning of Section 149(b) of the Code.
(b) Negative Covenam as to Use of Project. The Bonowez hereby covenanu not to use the procee3s of the
� nds or to use the Project financed with the proceeds of the Bonds or to cause or permit them or any of them to be
ed, or to enter into any deferted payment aztangments for the cost of such Pcojed, in such a manner to cause the
Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code.
(c) Tax-Ezempt Status of the Bonds; Rebate. With respect to any Gross Proceeds, the Borrower shail comply
with requirements necessary under the Code to establish and maintain the ecclusion from gross income under Secxion
103 of the Code and the interest on any Bonds, including without limitation requirements relating to teffiporary
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.
(d) The Borrower shall comply with such inshuctions as may be psovided from time to time by the Authority
with respect to gross proceeds of Bonds.
22. The obligations of the Borrower under this Agreement (except the obligations s� forth in Sections 16 and 21
hereo� shall terminate.as soon as the Loan is fiilly paid and reiired.
23. The Borrower shall include in any contrad or subcontract, in addition to the provisions to define a sound and
complete agreement, such provisions thai also assure contractor and subcontractor compliance with applicable state
and federal laws.
24. The Borrower is encouraged to prepaze and implement an affirmative aciion plan for the employment of
minority persons, women and the disabled and submit the plan to the Commissionez of Human Rights.
� 25. If there has been a failuce to compiy with the ptovisions of this Agteement, the Authority may exercise any
4
q�.- S\�
.remedies available at law or in equity.
26. Upon notificaiion by the MPCA to the Authority under Minn. Rules pt. 7077.0292, that the Projed doea not
substandally conform to approved p13ns and spetifications or the Boaower has failed to comply with the reporting
requirements of subpart i. 7077.0286 or 7077.0288, the Authority may refuse to disburse additional funds until the
situation is coaected.
27. Accounzs and records related to the funds ptovidefl under this agreement shall be accessible to authorized
representatives of the Authority, the State of Minnesota, the Department of Trade and Economic Development, the
Legislative Auditor and the State Auditor's Qffice, through any auihorized representatives, access to and flie right to
examine ail records, books, papers and documents related to the Loan.
28. Any amendment to this agreement shall be in writing and shall be executed by either the same persons who
ezecuted the original agreement, their successors in office or by those persons authozized by the Borrower through a
formal resolution of its governing body.
29. The Borrower will comply with Minnesota Statutes, Section 290.9705, for all contracts that ezceed or aze
ezpected to ezceed S100,000 by either:
(a) Depositing with ihe Commissioner of Revenue for the State of Minnesota eight (895) percent of every
payment made to non-resident (of Minnesota) construction contractors; or
(b) Receiving a waiver of this requirement from the Commissionu of the Minnesota Departmeut of Revenue.
� 30. Tha Bonowei may not use fedetally appropriated funds to pay any person for influencing or auempting to
influence an officer or employee of a federat agency, a member of Congress, an officer or employee of Congress or
any employee of a membet of Congtess in connection with the awazding of any fedesal contract, the making of a
federal grant, the making of a federal loan, the entering into of any cooperative agreement or the eztension,
continuation, cenewal, amendment or madification of any federal contract, grant, loan or cooperative agreement. If
the Borrower uses non-federal funds to conduct any of the aforementioned activities, the Borrower must complete and
submit Standard Form LLL, "Disclosure Form to Report Lobbying." The Bonower shall provide to the Authority a
certification to this effect at the time it signs this agreement, unless such certification was provided at the time that it
submitted its application, and shail forwazd disclosure forms to the Authority at the time it ezecutes or receives such
forms. Further, the Borrower must include the language of this provision in all conuacts and subcontracts ezceeding
$100,000 and all such contractors and subcontractors must comply accordingly.
31. (a) The Borrower shall provide the Anthority with an independent audit. The audit must be submitYed within
30 days after the compietion of the audit but no later than one year after the end of the audit period.
(b) The Borrower agrees to provide to the Authority such informaiion with respect to the Borrower, its duties,
operations and functions as may be reasonably requested by the Authority and hereby consents to such inclusion in the
Authority's ofFicial statement used in connection with the issuance of the Authority's bonds, the proceeds of which aze
to be used to fund the Authority loan to the Borrowu and from time to time thereafter, for inclusion in its official
statements used in connection with issuance and sale or the remazketing of other Authority bonds whethet or not all or
a portion of the proceeds of which will be loaned to the Bonower.
(c) At the request of the Authority the Borrower will certify and represent that such information in such
official statements does not contain any untrue statements of a material facx or omit tn state a maierial fact necessarY
� �
� ' �b -S\(�
to make such informaiion, in light of the cir��* ances under Which it was givea, not misleading; Provided, however,
thai in no eveat shall the Bonower be required to make any representation about wy other informazion in such offici�l
. statemeuts ot �s to any wch off"icial statemenrs in their eutirety. If for any re�soa �e Borrower determiaes t}ut it
shall not be able to make sach certificaiion and represeutarion, it will provide such informarion aa is necess�ry for
inclusion in such official siatements so as to enable it to make such ceztification and tepzes°^*n�.
(d) If az any time during the period ending 90 days aftrr the date of an Authority official statement any event
occurs which the Borrower believes would cause the information in such official statement to omit a material fid or
make the statements therein misleading, the Bonower shall prompfly �otify the Auihority in writing of such
informaYion and consent to its inciusion in the official statement, an ameadmeut thueof or a supplemeut ther�o. At
the request of the Authority, the Borrower will also provide the certificarion and r�resentation required in (c) above
with respect to such official statement as then amended or supptemented.
(e) The Borrower will fumish such information, execute such �`+*»n+�.Y.�ra and take such other ution in
coopexation with the underwritezs of the Authority's bonds ac such underwritecs may from time to tiaie reasonably
request in order (i) to qualify, and maintain the qualification of, any such bonds for offer and sale under the Blue Sky
or other securities laws and regulations of such states and other jurisdicrions of the United Staies as such undeiwritera
may designate, and (ii) to determine the eligibility of such bonds for invesm�ent under the laws of sach states and
orher jurisdictions.
(� The Borrower will provide such infortnation as may be reasonably requ� by any rating agency in
connec[ion with zating the bonds of the Authority.
32. In order to comply with Minnesota Statutes Section 16A.695 (I.aws of 1994, Chapter 643, Secrion 3�
("Section 16A.695"), and the order of the Commissioner of Finance (the "Commissiona') of the D�aztme� of
Finance of the State of Minnesota (the "Order") promulgated in connection with SeMion 16A.695 on July 14, 1994, if
� this loan is funded with State match pzoceeds derived from State Geueral Ohligatioa Bonds the Botrowec agcees diat:
(i) any lease or management contract entered into by the Borrower with resped to property constituting all or a part
of the Project shall be for the ezpress purpose of carrying ouL of a governmeatal program established or authoriied by
law and established by official action of the Borrower and ihe Bonower shall obtain the prior written consent of the
Commissioner; (ii) any such lease or managemeat contrac•x, including aay reaewals that are solely at the option of the
lessee oc manager, must be fot a teim substantially less than die useful tife of the gcopexty subject to such lease or
management contraa, but may allow renewal beyond that term upon d�ermination by the Borrower that the use
continues to carry out the governmental program; (rii) any such lease or managemeat contract will be terminabie by
the Borrower if the other contracting party defaults under the contract, or if the governmemal pmgram is tuminated
or changed; and wIll provide for pmgram oversight by the Bonower; (iv) the Borrower will aot sell any property
constituting all or a part of the Project unless the Borrower determines by official aaion ihat such property is no
longer usable or neede3 by ihe Borrower to carry out the governmentat program for which it was acquired or
constructed; and (v) any such sale must be made as authorized by law for fair mazket valne as defined 'an Section
16A.695 and the Bortow� shall obtain the prior wriuea consent of the Commissioner.
CONIRACT/ 13PSTPAL. CON
u
�'� � E�ibit A � � — c � r
.� S�
•
St Paul, City of - 4th
CDAP-92-0240-R-FY96
Loan Date:
Fund Source Reference
1996A 7L
Match Laws'94 M6
Amount
3,700,000.00
569,844.00
�
u
Rate: 2.880%
Accrual: OZ/20/97 Total Loan: 4 269 844.00
pate Effective Disbursement re Re a ent Interest Due Princi al End Balance
projected 02/20/97 4,269,844.00 6L - - - 4,269,844.00
08/20/97 - 141,170.14 61,485.75 79,68439 4,190,159.61
02/20/98 - 141,170.14 60,33830 80,831.84 4,109,327.77
08/20/98 - 141,170.14 59,174.32 81,995.82 4,027,331.95
02/20/99 - 141,170.14 57,993.58 83,176.56 3,944,155.39
08/20/99 - 141,170.14 56,795.84 84,37430 3,859,781.09
02/20/2000 - 141,170.14 55,580.85 85,589.29 3,774,191.80
08/20/2000 141,170.14 54,348.36 86,821.78 3,687,370.02
02/20/2001 - 141,170.14 53,098.13 58,072.01 3,599,298.01
08120{2001 - 141,170.14 51,829.89 89,340.25 3,509,957.76
02/20/2002 - 141,170.14 50,54339 90,626.75 3,419,331.01
OS/20/2002 - 141,170.14 49,23837 91,931.77 3,327,399.24
02/20/2003 - 141,170.14 47,91A.55 93,255.59 3,234,143.65
Q8/20l2Q03 - 141,170.14 46,571.67 94,598.47 3,139,545.18
02/20/2004 - 141,170.14 45,209.45 95,960.69 3,043,584.49
08/20/2004 - 141,170.14 43,827.62 97,342.52 2,946,241.97
02/20/2005 141,170.14 42,425.88 98,744.26 2,847,497.71
08/20/2005 - 141,170.14 41,003.97 100,166.17 2,747,331.54
02/20/2006 - 141,170.14 39,561.57 101,608.57 2,645,722.97
08/20/2006 - 141,170.14 38,098.41 103,071.73 2,542,651.24
02/20/2007 141,170.14 36,61G.18 104,555.96 2,438,095.28
OS/20/2007 - 141,170.14 35,108.57 106,061.57 2,332,033.71
02/20/2008 - 141,170.14 33,581.29 107,588.85 2,224,444.86
08/20/2008 - 141,170.14 32,032.01 109,138.13 2,115,306.73
02/20/2009 - 141,170.14 30,460.42 110,709.72 2,004,597.01
08/20/2009 141,170.14 28,866.20 112,303.94 1,892,293.07
02l20/2010 - 141,170.14 27,249.02 113,921.12 1,778,371.95
OS/20/2010 - 141,170.14 25,608.56 115,561.58 1,662,81037
02/20/2011 141,170.14 23,944.47 117,225.67 1,545,584.70
08/20/2011 - 141,170.14 22,256.42 118,913.72 1,426,670.98
02/20/2012 - 141,170.14 20,544.06 120,626.08 1,306,044.90
08/20/2012 - 141,170.14 18,807.05 122,363.09 1,183,681.81
02/20/2013 - 141,170.14 17,045.02 124,125.12 1,059,556.69
08/20/2013 - 141,170.14 15,257.62 125,912.52 933,644.17
02/20/2014 141,170.14 13,444.48 127,725.66 805,918.51
08/20/2014 - 141,170.14 11,60523 129,564.91 676,353.60
02/20/2015 - 141,170.14 9,739.49 131,430.65 544,922.95
08/20/2015 - 141,170.14 7,846.89 133,323.25 411,599.70
02/20/2016 - 141,170.14 5,927.04 135,243.10 276,356.60
08l20/2016 - 141,170.14 3,979.54 137,190.60 139,166.00
02/20/2017 - 141,169.99 2,003.99 139,166.00 0.00
4 269 844.00 5 646 805.45 1 376 961.45 4 269 844.00
Fiscal Services 04/19/96 STPAUL4.WK4