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A ����.e 1 i y � (�� '
� � � l�\ � ` � 5y � C>reenSheet# `�'���`"1
O��VilV�� RESOLUTION� � �,����j1,`�,w, ts, a-�,a-�
n �, , ClTY OF SAINT PAUL, MlNNESOI'A /�
Prese�ted By
Referred To
Committee: Date
1 ACCEPTING PROPOSAI, ON SALE OF
2 $4,700,000 GENERAL OBLIGATION SEWER REVENUE
3 BONDS, SERIES 1998E, AND
4 PROVIDING FOR THEIR ISSUANCE
5 WHEREAS, the Director, Office of Financial Services,
6 has presented proposals received for the sale of $4,700,000
7 General Obligation Sewer Revenue Bonds, Series 1998E (the
8 "Bonds"l, of the City of Saint Paul, Minnesota (the "City"); and
9 WHEREAS, the proposals set forth on Exhibit A attached
10 hereto were received pursuant to the Terms of Proposal at the
11 offices of Springsted Incorporated at 10:30 A.M., Central Time,
12 this same day; and
13 WHEREAS, the Director, Office of Financial Services,
14 has advised this Council that the proposal of
15 U S ��.v�� r �r�c. was found to be the most
16 advantageous a d has recommended that said proposal be accepted;
17 and
18 WHEREAS, the proceeds of the Boncts will finance various
19 improvements to the City's wastewater and storm water systems
20 (the "Improvements"}, for which the City is proceeding pursuant
21 to its Charter and Minnesota Statutes, Chapter 475 and Sections
22 116.19 and 115.46, with any excess to be used for any other
23 purpose permitted by law; and
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WHEREAS, the Bonds will provide money
part of the costs of the abatement of combined
of making improvements to any utility required
abatement; and
to pay a11 or
sewer overflow and
to effect the
WFIEREAS� the City has heretofore issued registered
obligations in certificated form, and incurs substantial costs
associated with their printing and issuance, and substantial
continuing transaction costs relating to their payment, transfer
and exchange; and
WHEREAS, the City has determined that significant
savings in transaction costs will result from issuing bonds in
"global book-entry form", by which bonds are issued in
certificated form in large denominations, registered on the books
of the City in the name of a depository or its nominee, and held
in safekeeping and immobilized by such depository, and such
depository as part of the computerized national securities
clearance ancl settlement system (the "National System") registers
transfers of ownership interests in the bonds by making
computerized book entries on its own books and distributes
payments on the bonds to its Participants shown on its books as
the ownere of such interests; and such Participants and other
banks, brokers and dealers participating in the National System
will do likewise (not as agents of the City) if not the
beneficial owners of the bonds; and
25 WHEREAS, "Participants" means those financial insti-
26 tutions for whom the Depository effects book-entry transfers and
27 pledges of securities deposited and immobilized with the
28 Depository; and
29 WHEREAS, The Depository Trust Company, a limited
30 purpose trust company organi2ed under the laws of the State of
31 New York, or any of its successors or successors to its functions
32 hereunder (the "Depository"), will act as such depository with
33 respect to Che Bonds except as set forth below, and the City has
34 heretofore delivered a letter of representations tthe "Letter of
35 Representations"} setting forth various matters relating to the
36 Depository and its role with respect to the Bonds; and
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WHEREAS, the City will deliver the Bonds in the form of
one certificate per maturity, each representing the entire
principal amount of the Bonds due on a particular maturity
(each a"Global Certificate"), which single certificate per
maturity may be transferred on the City's bond register as
required by the Uniform Commercial Code, but not exchanged
smaller denominations unless the City determines to issue
Replacement Bonds as grovided below; and
date
for
�5 WHEREAS, the City will be able to replace the
26 Depository or under certain circumstances to abandon the "global
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1 book-entry form" by permittiag the Global Certificates to be
2 exchanged for smaller denominations typical of ordinary bonds
3 registered on the City's bond register; and "Replacement Bonds"
4 means the certificates representing the Bonds so authenticatecl
5 and delivered by the Bond Registrar pursuant to paragraphs 6 and
6 12 hereof; and
7 WHEREAS, "Holder" as used herein means the person in
8 whose name a Bond is registered on the registration books of the
9 City maintained by the registrar appointed as provided in
lo paragraph S(the "Bond Registrar"); and
11 WHEREAS, gross revenues (the "Revenues" as defined in
12 the City's Resolution No. 88-835, adopted May 24, 1988, being
13 referred to herein as the "General Resolution") of the City's
14 storm and sanitary sewer systems, including all piping, pumps,
15 valves, maintenance equipment and buildings, improvements and
16 real and personal property used in connection therewith, and al1
17 funds, accounts, contract rights, permits, authorization,
18 approach and intangibles related thereto (the "Sewer System"),
19 have been pledged to the payment of the City's Sewer Revenue
20 Bonds, Series 1988A, and Sewer Revenue Refunding Bonds, Series
21 1993 (the "Revenue Bonds"), and under the General Resolution the
22 pledge of Revenues to the payment of the Bonds is required to be
23 junior and subordinated to the pledge to the Revenue Bonds; and
24 WIiEREAS, the City has heretofore issued to the PFA its
25 General Obligation Sewer Revenue Note of 1993 (the "1993 Note"),
26 General Obligation Sewer Revenue Note of 1994 (the "1994 Note"),
27 General Obligation Sewer Revenue Note of 1995 (the "1995 Note"),
28 General Obligation Sewer Revenue Note of 1996 (the "1996 Note"),
29 and General Obligation Sewer Revenue Note of 1997 (the "1997
30 Note") and under the resolutions authorizing the issuance of the
31 1993 Note, 1994 Note, 1995 Note, 1996 Note and 1997 Note the
32 pledge of Revenues to the payment of the Bonds may be on a parity
33 of lien with the pledge to the 1993 Note, 1994 Note, 1995 I3ote,
34 1996 Note and 1997 Note; and
35 WHEREAS, the 1993 Note, 1994 Note, 1995 Note, 1996 Note
36 and 1997 Note are collectively referred to herein as the "PFA
37 Notes"; and
38 WHEREAS, Rule 15c2-12 of the Securities and Exchange
39 Commission prohibits "participating underwriters" from purchasing
40 or selling the Bonds unless the City undertakes to provide
41 certain continuing disclosure with respect to the Bonds; and
42 WHEREAS, pursuant to Minnesota Statutes, Section
43 475.60, Subdivision 2(9), public sale requirements do not apply
44 to the Bonds if the City retains an independent financial advisor
45 and determines to sell the Bonds by private negotiation, and the
46 City has instead authorized a competitive sale without
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publication of notice thereof as a form of private negotiation;
and
3 WHEREAS, proposals for
4 Springsted Incorporated pursuant
5 Terms of Proposal therein:
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the Bonds have been solicited by
to an Official Statement and
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of Saint Paul, Minnesota, as follows:
1. Acceptance of Proposal. The proposal of U.S.
Bancorp., Inc. (the "Purchaser"), to purchase $4,700,000 General
Obligation Sewer Revenue Bonds, Series 1998E, of the City (the
"Bonds", or individually a"Sond"}, in accordance with the Terms
of Proposal for the bond sale, at the rates of interest set forth
hereinafter, and to pay for the Bonds the sum of $4,639,910.40,
plus interest accrued to settlement, is hereby found, determined
and declared to be the most favorable proposal received and is
hereby accepted, and the Bonds are hereby awarded to the
Purchaser. The Director, Office of Financial Services, or his
designee, is directed to retain the deposit of the Purchaser and
to forthwith return to the others making proposals their good
faith checks or drafts.
2. Title: Oricrinal Tssue Date: Denominations:
Maturities. The Boncls shall be titled "General Obligation Sewer
Revenue Bonds, Series 1998E", shall be dated April 1, 1998, as
the date of original issue and shall be issued forthwith on or
after such date as fully registered bonds. The Bonds shall be
numbered from R-1 upward. G1oba1 Certificates sha11 each be in
the denomination of the entire principal amount maturing on a
single date, or, if a portion of said principal amount is
prepaid, said principal amount less the prepaymenC. Replacement
Bonds, if issued as provided in paragraph 6, shall be in the
denomination of $5,000 each or in any integral multiple thereof
of a single maturity. The Sonds shall mature on December 1 in
the years and amounts as follows:
Y ar
1999
20�0
2001
2002
2003
2004
2�05
2006
Amount
Year
Amount
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$155,000
16a,��0
165,000
175,000
180,000
190,000
195,000
205,000
2007
2��8
2009
2010
2011
2012
2a13
2018
0
$ 215,000
220,OQ0
230,000
240,000
250,000
265,000
275,OOQ
1,580,000
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3. Purpose. The Bonds shall provide funds for the
construction of various improvements to the City's wastewater and
storm water systems (the "Improvements"?. The Bonds are issued
to aid in financing a sewage disposal system or part thereof
pursuant to Minnesota Statutes, Section 115.46. The proceeds of
the Bonds shall be deposited and used as provided in paragraph
17, and any excess moneys shall be clevoted to any other purpose
permitted by law. The total cost of the Improvements, which
shaI1 include a11 costs enumerated in Minnesota Statutas, Section
a75.65, is estimated to be at least equal to the amount of the
Bonds. Work on the Improvements shall proceed with due diligence
to completion.
4. Interest. The Bonds shall bear interest payable
semiannually on June 1 and December 1 of each year (each, an
°Interest Payment Date"), commencing December 1, 1998, calculated
on the basis of a 3&0-day year of twelve 3Q-day months, at the
respective rates per annum set forth opposite the maturity years
as follows:
Maturity Year Interest Rate Maturity Year Interest Rate
1999
2000
2001
2002
2003
2�04
2005
2006
3.70%
3.90
4.10
4.15
4.20
4.3�
4.40
4.45
2Q07
2008
2009
2010
2011
2012
2013
2015
4.50%
4.55
4.65
4.75
4.85
4.95
5.00
5.00
5. Description of the Global Certificates and Global
Book-Entry System. Upon their original issuance the Bonds will
be issued in the form of a single Global Certificate for each
maturit�r, deposited with the Depository by the Purchaser and
immobilized as provided in paragraph 6. No beneficial owners of
interests in the Bonds wi11 receive certificates representing
their respective interests in the Bonds except as provided in
paragraph 6. Except as so provided, during the term of the
Bonds, beneficial ownership (and subsequent transfers of
beneficial ownership) of interests in the Global Certificates
will be reflected by book entries made on the records of the
Depository and its Participants and other banks, brokers, and
dealers participating in the National System. The Depository's
book entries of beneficial ownership interests are authorized to
be in increments of $5,000 of principal o£ the Bonds, but not
smaller increments, despite the larger authorized denominations
of the Global Certificates. Payment of principal of, premium, if
any, and interest on the Global Certificates will be made to the
Bond Registrar as paying agent, and in turn by the Bond Registrar
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1 to the Depository or its nominee as registered owner of the
2 Global Certificates, and the Depository according to the laws and
3 rules governing it wi11 receive and forward payments on behalf of
4 the beneficial owners of the Global Certificates.
Payment of principal of, premium, if any, and interest on a
Global Certificate may in the City's discretion be made by such
other method of transferring funds as may be requested by the
Holder of a Global Certificate.
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Pursuant to
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the request of the Purchaser to the Depository, which raquest is
required by the Terms of Proposal, immediately upon the original
delivery of the Bonds the Purchaser will deposit the Global
Certificates representing all of the Bonds with the Depository.
The Global Certificates shall be in typewritten form or otherwise
as acceptable to the Depository, shall be registered in the name
of the Depository or its nominee and shall be held immobilized
from circulation at the offices of the Depository on behalf of
the Purchaser and subsequent bondowners. The Depository or its
nominee will be the sole holder of record of the Global
Certificates and no investor or other party purchasing, selling
or otherwise transferring ownership of interests in any Bond is
to receive, hold or deliver any bond certificates so long as the
Depository holds the Global Certificates immobilized from
circulation, except as provided below in this paragraph and in
paragraph 12.
Certificates evidencing the Bonds may not after their
original delivery be transferred or exchanged except:
(i} Upon registration of transfer of ownership of a
Global Certificate, as provided in paragraph 12,
31 (ii) To any successor of the Depository (or its
32 nominee) or any substitute depository (a '�substitute
33 depository") designated pursuant to clause (iii) of this
34 subparagraph, provided that any successor of the Depository
35 or any substitute degository must be both a"clearing
36 corporation" as defined in the Minnesota Uniform Commercial
37 Code at Minnesota Statutes, Section 336.8-102, and a
38 qualified and registered "clearing agency" as provided in
39 Section 17A of the Securities Exchange Act of 1934, as
�0 amended,
E1 (iii} To a substitute depository designated by and
2 acceptable to the City upon (a) the determination by the
3 Depository that the Bonds shall no longer be eligible for
4 its depository services or (b) a determination by the City
5 that the Depository is no longer able to carry out its
5 functions, provided that any substitute depository must be
920703.2
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qualified to act as such, as provided in clause tii? of this
subparagraph, or
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(iv) To those persons to whom transfer is requested
in written transfer instructions in the event that:
5 (a} the Depository shall resign or discontinue
6 its services for the Bonds and the City is unable to
7 locate a substitute depository within two (2) months
8 following the resignation or determination of non-
9 eligibility, or
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(b1 upon a determination by the City in its sole
discretion that (1) the continuation of the book-entry
system described herein, which precludes the issuance
of certificates (other than Global Certificates) to any
Aolder other than the Depository (or its nominee),
might adversely affect the interest of the beneficial
owners o£ the Bonds, or (2) that it is in the best
interest of the beneficial owners of the Bonds that
they be ahle to obtain certificated bonds,
19 in either of which events the City shall notify Holders of
20 its determination and of the availability of certificates
21 (the "Replacement Bonds") to Aolders requesting the same and
22 the registration, transfer and exchange of such Bonds will
23 be conducted as provided in paragraphs 9B and 12 hereof.
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In the event of a succession of the Depository as may
be authorized by this paragraph, the Bond Registrar upon
presentation of Global Certificates sha11 register their trans�er
to the substitute or successor depository, and Che substitute or
successor depository shall be treated as the Depository for all
purposes and £unctions under this resolution. The Letter of
Representations sha11 not apply to a substitute or successor
depository unless the City and the substitute or successor
depository so agree, and a similar agreement may be entered into.
Redemption.
(a) Optional Redemption. All Bonds maturing after
December 1, 2006, shall be subject to redemption and prepayment
at the option of the City on such date and on any day thereafter
at a price of par plus accrued interest. Redemption may be in
whole or in part of the Bonds subject to prepaymenC. If
redemption is in part, those Bonds remaining unpaid may be
prepaid in such order of maturity and in such amount per maturity
as the City shall determine (treating amounts scheduled for
mandatory redemption as maturities); and if only part of the
Bonds having a common maturity date are called for prepayment,
the Global Certificates may be prepaid in $5,000 increments of
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1 principal and, if applicable, the specific Replacement Bonds to
2 be prepaid shall be chosen by lot by the Bond Registrar.
3 (b) Scheduled Mandatorv Redemption. Term Bonds
4 the year 2018 are subject to redemption and prepayment
5 December 1 in the years 2014 through 2017, inclusive,
6 of par plus accrued interest, without premium, in the
amounts set forth below:
Year
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11
12
13
2014
2015
2016
2017
2018
Amount
$290,000
300,�00
315,000
330,000
345,000 (Maturity)
maturing in
on each
at a price
years and
14 (c) Due Date. Bonds or portions thereof called for
15 redemption shall be due and payable on the redemption date, and
16 interest thereon shall cease to accrue from and after the
17 redemption date.
18 (d} Notation on Global Certificate. Upon a reduction in
19 the aggregate principal amount of a Global Certificate, the
20 Holder may make a notation of such redempCion on the panel
21 provided on the Global Certificate stating the amount so
22 redeemed, or may return the Global Certificate to the Bond
23 Registrar in exchange for a new Global Certificate authenticated
24 by the Bond Registrar, in proper principal amount. Such
25 notation, if made by the Holder, sha11 be for reference on1y, and
26 may not be relied upon by any other person as being in any way
27 determinative of the principal amount of such Global Certificate
28 outstanding, unlesa the Bond Registrar has signed the appropriate
29 column o£ the panel. �
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(e? Selection of Replacement Bonds. To effect a partial
redemption of Replacement Bonds having a common maturity date,
the Bond Registrar prior to giving notice of redemption shall
assign to each Replacement Bond having a common maturity date a
distinctive number for each $5,000 of the principal amount of
such Replacement Bond. The Sond Registrar sha11 then select by
lot, using such method oP selection as it shall deem proper in
its discretion, from the numbers so assigned to such Replacement
Bonds, as many numbers as, at $5,000 for each number, shall equal
the principal amount of such Replacement Bonds to be redeemed.
The Replacement Bonds to be redeemed shall be the Replacement
Bonds to which were assigned numbers so selected; provided,
however, that only so much of the principal amount of each such
Replacement Bond of a denomination of more than $5,000 shall be
redeemed as shall equal $5,000 for each numbar assigned to it and
so selected.
920703.2
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(f) Partial Redemption Qf Re�lacement Bonds. I£ a
Replacement Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the City or Bond
Registrar so requires, a written instrument of transfer in £orm
satisfactory to the City and Bond Registrar duly executed by the
Holder thereof or his, her or its attorney duly autharized in
writing) and the City sha11 execute (if necessary) and the Bond
Reqistrar sha11 authenticate and deliver to the Holder of such
Replacement Bond, without service charge, a new Replacemen� Bond
or Bonds of the same series having the same stated maturity and
interest rate and of any authorized denomination or
denominations, as requested by such Holder, in aggregate
principal amount equal to and in exchange for the unredeemed
portion of the principal of the Bond so surrendered.
(g) Request for Redem�tion. The Bond Registrar shall call
Bonds for redemption and payment as herein provided upon receipt
by the Bond Registrar at least forty-five (45) days prior to the
redemption date of a request of the City, in written form if the
Bond Registrar is other than a City officer. Such request shall
specify the principal amount of Bonds to be called for redemption
and the redemption date.
{h) Notice. Mailed notice of redemption shall be given
the paying agent (if other than a City officer) and to each
affected Holder. If and when the City shall call any of the
Bonds for redemption and payment prior to the stated maturity
thereof, the Bond Registrar shall give written notice in the
of the City of its intention to redeem and pay such Bonds at
office of the Bond Registrar. Notice of redemption shall be
to
name
the
given by first class mail, postage prepaid, mailed not less than
thirty (30? days prior to the redemption date, to each Holder of
Bonds to be redeemed, at the address appearing in the Bond
Register. Al1 notices of redemption shall state:
(i)
(ii)
The redemption date;
The redempCion price;
35 (iii) If less than all outstanding Bonds are to be
36 redeemed, the identiPication tand, in the case of partial
37 redemption, the respective principal amounts) of the Bonds
38 to be redeemed;
39 (iv) That on the redemption date, the redemption price
4o will become due and payable upon each such Bond, and that
41 interest thereon shall cease to accrue from and after said
42 date; and
43 (v) The place where such Bonds are to be surrendered
44 for payment of the redemption price (which shall be the
45 office of the Bond Registrar).
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(i) Natice to Depasitorv. Notices to The Depository Trust
Company or its nominee shall contain the CUSIP numbers of the
Bonds. If there are any Holders of the Bonds other than the
Depository or its nominee, the Bond Registrar shall use its best
efforts to deliver any such notice to the Depository on the
business day next preceding the date of mailing of such notice to
all other Holders.
8. Bond ReQistrar. First Trust National Association,
in Saint Paul, Minnesota, is appointed to act as bond registrar
and transfer agent with respect to the Bonds (the "Bond
Registrar"), and shall do so unless and until a successor Bond
Registrar is duly appointed, all pursuant to any contract the
City and Bond Registrar shall execute which is consistent
herewith. A successor Bond Registrar shall be an officer of the
City or a bank or trust company eligible for designation as bond
registrar pursuant to Minnesota Statutes, Chapter 475, and may be
appointed pursuant to any contract the City and such successor
Bond Registrar shall execute which is consistent herewith. The
Bond Registrar shall also serve as paying agent unless and until
a successor paying agent is duly appointed. Principal and
interest on the Bonds shall be paid to the Aolders (or record
holdersl of the Bonds in the manner set forth in the forms of
Bond and paragraph 14 of this resolution.
9. Forms of Bond. The Bonds sha11 be in the form of
Global Certificates unless and until Replacement Bonds are made
available as provided in paragraph 6. Bach form of bond may
contain such additional or different terms and provisions as to
the form of payment, record date, notices and other matters as
are consistent with the Letter of Representations and approved by
the City Attorney.
31 A. Global Certificates. The Global Certi£icates,
32 together with the Certificate of Registration, Che Register of
33 Partial Payments, the form of Assignment and the registration
34 information thereon, shall be in substantially the following form
35 and may be typewritten rather than printed:
42�703.2
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UNITED STATES.OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
b GENERAL OBLIGATION SEWER REVENUE
� BOND, SERIES 1998E
8 INTEREST
9 RATE
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MATURITY
DATE
December 1,
REGISTERED OWNER:
PRINCIPAL AMOUNT:
CUSIP
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, Ramsey County, Minnesota (the "ISSUer" or "City"),
certifies that it is indebted and for value received promises to
pay to the registered owner specified above or on the certificate
of registration below, or registered assigns, in the manner
hereinafter set forth, the principal amount specified above, on
the maturity date specified above, unless called for earlier
redemption, and to pay interest thereon semiannually on June 1
and December 1 of each year (each, an "Interest Payment Date"),
commencing December 1, 1998, at the rate per annum specified
above (calculated on the basis of a 360-day year of twelve 30-day
months) until the principal sum is paid or has been provided for.
This Bond will bear interest from the most recent Interest
Payment Date to which interest has been paid or, if no interest
has been paid, from the date of original issue hereof. The
principal of ancl premium, if any, on this Bond are payable in
same-day funds by 2:30 p.m., Eastern time, upon presentation and
surrender hereof at the principal office of
in , Minnesota (the "Bond Registrar"), acting as
paying agent, or any successor paying agent duly appointed by the
Issuer; provided, however, that upon a partial redemption of this
Bond which results in the stated amount hereof being reduced, the
Holder may in its discretion be paid without presentation of this
Bond, which payment shall be received no later than 2:30 p.m.,
Eastern time, and may make a notation on the panel provided
herein of such redemption, stating the amount so redeemed, or may
return the Bond to the Bond Registrar in exchange for a new Bond
in the proper principal amount. Such notation, if made by the
Holder, shall be for reference on1y, and may not be relied 'upon
by any other person as being in any way determinative of the
principal amount of this Bond outstanding, unless the Bond
DATE OF
ORIGINAL ISSUE
April 1, 1998
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Registrar has signed the appropriate column of the panel.
Interest on this Bond will be paid on each Interest Payment Date
in same-day £unds by 2:30 p.m., Eastern time, to the person in
whose name this Bond is registered (the "Holder" or "Bondholder")
on the registration books of the Issuer maintained by the Bond
Registrar and at the address appearing thereon at the close of
business on the fifteenth day of the calendar month preceding
such Interest Payment Date (the "Regular Record Date"). Interest
payments shall be received by the Holder no later than 2:30 p.m.,
Eastern time; and principal and premium payments shall he
received by the Holder no later than 2:30 p.m., Eastern time, if
the Bond is surrendered for payment enough in advance to permit
payment to be made by such time. Any interest not so timely paid
shall cease to be payable to the person who is the Holder hereof
as of the Regular Record Date, and shall be payable to the person
who is the Holder hereof at the close of business on a date (the
"Special Record Date") fixed by the Bond Reqistrar whenever money
becomes available for payment of the defaulted interest. Notice
of the Special Record Date shall be given to Bondholders not less
than ten days prior to the Special Record Date. The principal, of
and premium, if any, and interest on this Bond are payable in
lawful money of the United States of America.
23 Date of Pavment Not Business Dav. If the date for
24 payment of the principal of, premium, if any, or interest on this
25 8ond shall be a Saturday, Sunday, 1ega1 holiday or a day on which
26 banking institutions in the City o£ New York, New York, or the
27 city where the principal office of the Bond Registrar is located
28 are authorized by law or executive order to close, then the date
29 for such payment shall be the next succeeding day which is not a
30 Saturday, Sunday, legal holiday or a day on which such banking
31 institutions aze authorized to close, and payment on such date
32 shall have the same force and effect as if made on the nominal
33 date of payment.
34 Optional Redemotion. All Bonds of this issue ithe
35 "Bonds") maturing after December 1, 2006, are subject to
36 redemption and prepayment at the option of the Issuer on such
37 date and on any day thereafter at a price of par plus accrued
38 interest. Redemption may be in whole or in part of the Bonds
39 subject to prepayment. If redemption is in part, those Bonds
40 remaining unpaid may be prepaid in such order of maturity and in
41 such amount per maturity as the City shall determine (treating
42 amounts scheduled for mandatory redemption as maturities); and if
43 only part of the Bonds having a common maturity date are called
44 for prepayment, this Bond may be prepaid in $5,006 increments of
45 principal.
46 Scheduled Mandatory Redemption. The Bonds maturing in
47 the year 2018 shall be redeemed and prepaid on each December 1 in
48 the years 2014 through 2017, inclusive, at a price of par plus
s2o�os.z 12
�'k�
1 accrued interest, without premium, in the years and amounts set
2 forth below:
3
4
5
6
Year
2014
2015
2016
2017
2018
Amount
$290,000
300,000
315,000
330,000
345,000
9 Due Date. Bonds or portions
10 re@emption sha11 be due and payable on
11 interest thereon shall cease to accrue
12 redemption date.
tMaturity)
thereof called for
the redemption date, and
from and after the
13 Notice of Redemption. Mailed notice of redemption
14 shall be given to the paying agent (if other than a City officer}
15 and to each affected Holder of the Bonds. In the event any of
16 the Bonds are called for redemption, written notice thereof will
17 be given by first class mail mailed not less than thirty (30�
18 days prior to the redemption date to each Iiolder of Bonds to be
19 redeemed. In connection with any such notice, the "CUSIP"
20 numbers assigned to the Bonds shall be used.
21 Re_placement or Notation of Sonds after Partial
22 Redemption. Upon a partial redemption of this Bond which results
23 in the stated amount hereof being reduced, the Holder may in its
24 discretion make a notation on the panel provided herein of such
25 redemption, stating the amount so redeemed. Such notation, if
26 made by the Aolder, sha11 be for reference only, and may not be
27 relied upon by any other person as being in any way determinative
28 of the principal amount of the Bond outstanding, unless the Bond
29 Registrar has signed the appropriate column of the panel.
30 Otherwise, the Holder may surrender this Bond to the Bond
31 Registrar (with, if the Issuer or Sond Registrar so requires, a
32 written instrument of transfer in form satisfactory to the Issuer
33 and Bond Registrar duly executed by the Holder Chereof or his,
34 her or its attorney duly authorized in writing? and the Issuer
35 shall execute (if necessary) and the Bond Registrar shall
36 authenticate and deliver to the Holder of such Bond, without
37 service charge, a new Bond of the same series having the same
38 stated maturity and interest rate and of the authorized
39 denomination in aggregate principal amount equal to and in
�0 exchange for the unredeemed portion of the principal of the Bond
�l so surrendered.
2 Issuance: Purbose; General Obligation. This Bond is
3 one af an issue in the total principal amount of $4,700,000, all
4 oP like date of original issue and tenor, except as to number,
5 maturity, interest rate, denomination, and redemption privilege,
5 which Bond has been issued pursuant to and in full conformity
9ao7os.z 13
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with the Constitution and laws of the State o£ Minnesota,
including particularly Minnesota Statutes, Chapter 475 and
Sections 116.19 and 115.46, and the Charter of the Issuer, and
pursuant to a resolution adopted by the City Council of the
Sssuer on April l, 1998 (the "Resolution"), for the purpose of
providing money to finance the acquisition, construction and
repair of various improvements to the City's wastewater and sCorm
water systems. This Bond is payable out of the General
Obligation Bond Debt Service Account of the Sewer Service
Enterprise Fund of the City, to which account have been pledged
net revenues of the City's sewer system. This Bond has been
issued to aid in financing a sewage disposal system or part
thereof pursuant to Minnesota Statutes, Section 115.46. This
Bond constitutes a general obligation of the Issuer, and to
provide moneys for the prompt and full payment of its principal,
premium, if any, and interest when the same become due, the £ull
faith and credit and taxing powers of the Issuer have been and
are hereby irrevocably pledged.
Denominations; Exchanqe; Resolution. The Bonds are
issuable originally only as Global Certificates in the
denomination of the entire principal amount of the issue maturing
on a single date, or, if a portion of said principal is prepaid,
said principal amount less the prepayment. Global Certificates
are not exchangeable for fully registered bonds of smaller
denominations except to evidence a partial prepayment or in
exchange for Replacement Bonds if then available. Replacement
Bonds, if made available as provided below, are issuable solely
as fully registered bonds in the denominations of $5,000 and
integral multiples thereof of a single maturity and are
exchangeable for fully registered Bonds of other authorized
denominations in equal aggregate principal amounts at the
principal office of the Sond Registrar, but only in the manner
and subject to the limitations provided in the Resolution.
Reference is hereby made to the Resolution for a description of
the rights and duties of the Bond Registrar. Copies of the
Resolution are on file in the principal office of the Bond
Registrar.
Re.placement Sonds. Replacement Bonds may be issued by
the Issuer in the event that:
(a) the Depository shall resign or discontinue its
services for the Sonds, and only if the Issuer is unable to
locate a substitute depository within two (2) months
following the resignation or determination of non-
eligibility, or
(b) upon a determination by the Issuer in its sole
discretion Chat (1) the continuation of the book-entry
system described in the Resolution, which precludes the
issuance of certificates (other than Global Certificates) to
920703.2
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any Holder other than the Depository (or its nominee), might
adversely affect the interest of the beneficial owners of
the Bonds, or (2) that it is in the best interest of the
beneficial owners of the Bonds that they be able to obtain
certificated bonds.
Transfer. This Bond shall be registered in the name of
the payee on the books of the Issuer by presenting this Bond for
registration to the Bond Registrar, who will endorse his, her or
its name and note the date of registration opposite the name of
the payee in the certificate of registration attached hereto.
Thereafter this Bond may be transferred by delivery with an
assignment duly executed by the Aolder or his, her or its legal
representatives, and the Issuer and Bond Registrar may treat the
Holder as the person exclusively entitled to exercise all the
rights and powers of an owner until this Sond 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 registered on
said books and noted hereon by the Bond Registrar, all subject to
the terms and conditions provided in the Resolution and to
reasonable regulations of the Issuer contained in any agreement
with, or notice to, the Bond Registrar. Transfer of this Bond
may, at the direction and expense of the Tssuer, be subject to
certain other restrictions if required to qualify this Bond as
being "in registered form" within the meaning of Section 149(a)
of the federal Internal Revenue Code of 1986, as amended.
27 Fees unon Transfer or Loss. The Bpnd Registrar may
28 require payment of a sum sufficient to cover any tax or other
29 governmental charge payable in connection with the transfer or
30 exchange of this Sond and any legal or unusual costs regarding
31 transfers and lost Bonds.
32 Treatment of Registered Owner. The Issuer and Bond
33 Registrar may treat the person in whose name this Bond is
34 registered as the owner hereof for the purpose of receiving
35 payment as herein provided (except as oCherwise provided with
36 respect to the Record Date) and for all other purposes, whether
37 or not this Sond sha11 be overdue, and neither the Issuer nor the
38 Bond Registrar shall be affected by notice to the contrary.
39 Authentication This Bond shall not be valid or become
40 obligatory for any purpose or be entitled to any security unless
41 the Certificate of Authentication hereon sha11 have been executed
42 by the Bond Registrar.
43 Not Oualified Tax-Exem_pt Obliaations. The Bonds have
44 not been designated by the Issuer as '�qualified tax-exempt
45 obligations" for purposes of Section 265(b)(3) of the federal
46 Internal Revenue Code of 1986, as amended. The Bonds do not
47 qualify for such designation.
920703,2 ].5
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1§
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IT IS HEREBY CERTIFIED AND RECITED that al1 acts,
conditions and things required by the Constitution and laws of
the State of Minnesota and the Charter of the Issuer to be done,
to happen and to be performed, precedent to and in the issuance
of this Bond, have been done, have happened and have been
performed, in regular and due form, time and manner as required
by law; that the City has covenanted and agreed with the holder
of this Bond that it wi11 impose and collect charges £or the
service, use and availability of and connection to its municipal
sewer system at the times and in amounts necessary to produce
gross revenues adequate to pay all principal and interest when
due on this Bond; 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 principal of and interest on
this Bond as they respectively become due, if the gross revenues
from said municipal sewer system and any other revenues
irrevocably appropriated to said General Obligation Bond Debt
Service Account are insufficient therefor; and that this Bond,
together with all other debts of the Issuer outstanding on the
date of original issue hereof and on the date of its issuance and
delivery to the original purchaser, does not exceed any
constitutional or statutory or Charter limitation of
indebtedness.
25 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey
26 County, Minnesota, by its City Council has caused this Bond to be
27 executed on its behalf by the photocopied facsimile signature of
2& its Mayor, attested by the photocopied facsimile signature of its
29 Clerk, and countersigned by the photocopied facsimile signature
30 of its Director, Office of Financial Services, the official seal
31 having been omitted as permitted by law.
92D703.2 �-6
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Date of Registration:
Registrable by:
5 BQND REGISTRAR'S
6 CERTIFICATE OF
7 AUTHENTICATIOI3
8 This Bond is one of the
9 Bonds described in the
10 Resolution mentioned
11 within.
12
13
14 ,
15 Bond Registrar
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By
Authorized Signature
Payable at:
CITY OF SAII3T PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
21 General Obligation Sewer Revenue Bond, Series 1998E, No. R-
920703.2
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0
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CERTSFICATE OF REGISTRATION
The transfer of ownership of the principal amount of the attached
Hond may be made only by the registered owner or his, her or its
legal representative last noted below.
DATE OF
REGISTRATION
REGISTERED OWNER
SIGNATURE OF
BOND REGISTRP.R
920703.2
m
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1
REGISTER OF PARTIAL PAYMENTS
2 The principal amount of the attached Bond has been prepaid on the
3 dates and in the amounts noted below:
y Signature of Signature of
5 Date Amount Bondholder Bond Reaistrar
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22 If a notation is made on this register, such notation has the
23 effect stated in the attached Bond., Partial payments do not
24 require the presentation of the attached Bond to the Bond
25 Registrar, and a Holder could fail to note the partial payment
?6 here.
92�703.2 �-9
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4
ABBREVIATIONS
The following abbreviations, when used in the inscrigtion on
the face of this Bond, sha11 be construed as though they were
written out in full according to applicable laws or regulations:
5 TEN COM
6 TEN ENT
7 JT TEN
8
9 UTMA -
10
il
12
13
14
- as tenants in common
- as tenants by the entireties
- as joint tenants with right of survivorship
and not as tenants in common
as custodian for
(Cust? (Minor)
under the Uniform Transfers to Minors Act
(State)
Additianal abbreviations may also be used
though not in the above list.
92�703.2 z 0
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F�
AS S IGNMEN`P
2 For value received, the undersigned hereby sells,
3 assigns and transfers unto
4 the attached Bond and does
5 hereby irrevocably constitute and appoint
y attorney to transfer the Bond on the
7 books kept for the registration thereof, with full power of
8 substitution in the premises.
9 Dated:
10 Notice: The assignor's signature to this
11 assignment must correspond with the name
12 as it appears upon the face of the
13 attached Bond in every particular,
14 without alteration or any change
15 whatever.
16 Signature Guaranteed:
17
18 Signature(s} must be guaranteed by a national bank or trust
19 company or by a brokerage firm having a membership in one of the
20 major stock exchanges or any other "Eligible Guarantor
21 Institution" as defined in 17 CFR 240.17Ad-15(a)(2).
22 The Bond Registrar will not effect transfer of this
23 Bond unless the information concerning the transferee requested
24 below is provided.
25 Name and Address:
26
27
28
29
36
(Include information for all joint
owners if the Bond is held by joint
accoun�.)
s2o�oa.z 2 1
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1 B. Renlacement Bonds. If the City has notified
2 Holders that Replacement Bonds have been made available as
3 provided in paragraph 6, then for every Bond thereafter
4 transferred or exchanged (including an exchange to reflect the
5 partial prepayment of a Global Certificate not previously
6 exchanged for Replacement Bonds) the Bond Registrar shall deliver
7 a certificate in the form of the Replacement Bond rather than the
8 Global Certificate, but the Holder of a Global Certificate shall
9 not otherwise be required to exchange the Global Certificate for
10 one or more Replacement Bonds since the City recognizes that some
11 beneficial owners may prefer the convenience of the Depository's
12 registered ownership of the Bonds even though the entire issue is
13 no longer required to be in global book-entry form. The
14 Replacement Bonds, together with the Bond Registrar's Certificate
15 of Authentication, the form of Assignment and the registration
16 information thereon, shall be in substantially the following
17 form:
920703.2 2 2
qg"�'
1
UNITED STATES OF AMERICA
2 STATE OF MINNESOTA
3 RAMSEY COUNTY
4 CITY OF SAINT PAUL
5 R-
g GENERAL OBLIGATION SEWER REVENtTE
7 BOND, SERIES 1998E
8 INTEREST MATURITY DATE OF
9 RA2'E DATE ORIGINAL ISSUE CUSIP
10 Apri1 1, 1998
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1$
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REGISTERED OTdNER:
PRINCIPAL AMOUNTc DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, Ramsey Count}r, Minnesota (the "Issuer" or "City"?,
certifies that it is indebted and for value received promises to
pay to the registered owner specified above, or registered
assigns, in the manner hereinafter set forth, the principal
amount specified above, on the maturity date specified above,
unless called for earlier redemption, and to pay interest thereon
semiannually on June 1 and December 1 of each year (each, an
"Interest Payment Date"), commencing December 1, 1998, at the
rate per annum specified above (calculated on the basis of a
360-day year of twelve 30-day months) until the principal sum is
paid or has been provided for. This Bond will bear interest from
the most recent Interest Payment Date to which interest has been
paid or, if no interest has been paid, from the date of original
issue hereof. The principal of and premium, if any, on this Bond
are payable upon presentation and surrender hereof at the
principal office of , in
, (the "Bond Registrar"),
acting as paying agent, or any successor paying agent duly
appointed by the Issuer. Interest on this Bond will be gaid on
each Interest Payment Date by check or draft mailed to the person
in whose name this Bond is registered (the "Holder" or
�'Bondholder") on the registration books of the Issuer maintained
by the Bond Registrar and at the address appearing thereon at the
olose of business on the fifteenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date").
Any interest not so timely paid shall cease to be payable to the
person who is the Fiolder hereof as of the Regular Record Date,
and sha11 be payable to the person who is the Holder hereof at
the close of business on a date (the "Special Record Date") fixed
by the Bond Registrar whenever money becomes available for
920703.2 Z 3
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1 payment of the defaulted interest. Notice of the Special Record
2 Date shall be given to Bondholders not less than ten days prior
3 to the Special Record Date. The principal of and premium, if
4 any, and interest on this Bond are payable in lawful money of the
5 United States of America.
6 REFERENCE IS HEREBY MADE TO THE FURTAER PROVISIONS OF
7 THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALI,
8 FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE.
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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 Issuer to be done,
to happen and to be performed, precedent to and in the issuance
of this Bond, have been done, have happened and have been
performed, in regular and due form, time and manner as required
by law; that the City has covenanted and agreed with the holder
of this Bond that it will impose and collect charges for the
service, use and availability of and connection to its municipal
sewer system at the times and in amounts necessary to produce
gross revenues adequate to pay all principal and interest when
due on this Bond; 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 principal of and interest on
this Bond as they respectively become due, if the gross revenues
from said municipal sewer system and any other revenues
irrevocably appropriated to said General Obligation Bond Bebt
Service Account are insufficient therefor; and that this Bond,
together with all other debts of the Issuer outstanding on the
date of original issue hereof and on the date of its issuance and
delivery to the original purchaser, does not exceed any
constitutional or statutory or Charter limitation of
indebtedness.
33 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey
34 County, Minnesota, by its City Council has caused this Bond to be
35 executed on its behalf by the original or facsimile signature of
36 its Mayor, attested by the original or facsimile signature of its
37 Clerk, and countersigned by the original or facsimile signature
38 of its Director, Office of Financial Services, the official seal
39 having been omitted as permitted by law.
920703.2 2 4
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4
Date of Registration:
5 BOND REGISTRAR'S
6 CERTIFICATE OF
7 AITTHENTICATION
8 This Bond is one of the
9 Bonds described in the
10 Resolution mentioned
11 within.
12
13
14 ,
15 Bond Registrar
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By
Authorized Signature
920703.2
Registrable by:
Payable at: _
CIfiY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
25
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1
ON REVERSE OF BOND
2 Date of Payment Not Business Day. If the date for
3 payment of the principal of, premium, if any, or interest on this
4 Bond sha11 be a Saturday, Sunday, legal holiday or a day on which
5 banking institutions in the City of New York, New York, or the
6 city where the principal office of the Bond Registrar is located
7 are authorized by 1aw or executive order to close, then the date
8 for such payment shall be the next succeeding day which is not a
9 Saturday, Sunday, legal holiday or a day on which such banking
10 institutions are authorized to close, and payment on such date
11 shall have the same force and effect as if made on the nominal
12 date of payment.
13 Optional Redemption. All Bonds of this issue (the
14 "Bonds") maturing after December 1, 2006, are subject to
15 redemption and prepayment at the option of the Issuer on such
16 date and on any day thereafter at a price of par plus accrued
17 interest. Redemption may be in whole or in part of the Bonds
18 subject to prepayment. If redemption is in part, those Bonds
19 remaining unpaid may be prepaid in such order of maturity and in
20 such amount per maturity as the City shall determine (treating
21 amounts scheduled for mandatory redemption as maturities); and if
22 only part of the Bonds having a common maturity date are called
23 for prepayment, the specific Bonds to be prepaid shall be chosen
24 by lot by the Bond Registrar.
25
26
27
28
29
30
31
32
33
34
35
Scheduled Mandatory Redemption, The Bonds maturing in
the year 2018 shall be redeemed and prepaid on each December 1 in
the years 2�14 through 2017, inclusive, at a price o� par plus
accrued interest, without premium, in the years and amounts set
forth below:
Year
2014
2015
2016
2017
2018
Amount
$290,000
300,000
315,000
330,000
345,OD0 (Maturity)
36 ' Due Date. Bonds or portions
3'I redemption shall be due and payable on
38 interest thereon shall cease to accrue
39 redemption date.
40
41
42
43
44
45
46
47
thereof called for
the redemption date, and
from and after the
Notice of Redemption. Mailed notice of redemption
sha11 be given to the paying agent (if other than a City officer)
and to each affected Holder of the Bonds. In the event any of
the Bonds are called for redemption, written notice thereof will
be given by first class mail mailed not less than thirty (30l
days prior to the redemption date to each Holder of Bonds to be
redeemed. In conneetion with any such notice, the "CtISIP"
numbers assigned to the Bonds shall be used.
szo�os.z 2 6
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' Selection of Bonds for Redemption. To effect a partial
redemption of Bonds having a common maturity date, the Bond
Registrar shall assign to each Bond having a common maturity date
a distinctive number for each $5,000 of the principal amount of
such Bond. The Bond Registrar shall then select by lot, using
such method of selection as it shall deem proper in its
discretion, from the numbers assigned to the Bonds, as many
numbers as, at $5,000 for each number, shall equal the principal
amount of such Bonds to be redeemed. The Bonds to be redeemed
shall be the Bonds to which were assigned numbers so selected;
provided, however, that only so much of the principal amount o£
such Bond of a denomination of more than $5,000 shall be redeemed
as sha11 equal $5,000 for each number assigned to it and so
selected. If a Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the Issuer or Bond
Registrar so requires, a written instrument of transfer in form
satisfactory to the Issuer and Bond Registrar duly executed by
the Holder thereof or his, her or its attorney duly authorized in
writing) and the Issuer shall execute (if necessary) and the Bond
Registrar sha11 authenticate and deliver to the Holder of such
Bond, without service charge, a new Bond or Bonds of the same
series having the same stated maturity and interest rate and of
any.authorized denomination or denominations, as requested by
such Holder, in aggregate principal amount equal to and in
exchange for the unredeemed portion of the principal of the Bond
so surrendered.
Issuance; Purpose; General Obliaation. This Sond is
one of an issue in the total principal amount of $4,700,000, all
of like date of original issue and tenor, except as to number,
maturity, interest rate, denomination, and redemption privilege,
which Bond has been issued pursuant to and in full conformity
with the Constitution and laws of the State of Mittnesota,
including particularly Minnesota Statutes, Chapter 475 and
Sections 116.19 and 115.46, and the Charter of the Issuex, and
pursuant to a resolution adopted by the City Council of the
Issuer on April 1, 1998 (the "Resolution"}, for the purpose of
providing money to finance the acquisition, construction and
repair of various improvements to the City's wastewater and storm
water systems. This Bond is payable out the General Obligation
Bond Debt Service Account of the Sewer Service Enterprise Fund of
the City, to which account have been pledged net revenues of the
City's sewer system. This Bond has been issued to aid in
financing a sewage disposal system or part thereof pursuant to
Minnesota Statutes, Section 115_46. This Sond constitutes a
general obligation of the Issuer, and to provide moneys for the
prompt and full payment of its principal, premium, if any, and
interest when the same become due, the full faith and credit and
taxing powers of the Issuer have been and are hereby irrevocably
pledged.
920703.2 2 7
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1 Denominations: Exchanc�e; ResoluCion. The Bonds are
2 issuable solely as fully registered bonds in the denominations of
3 $5,000 and integral multiples thereof of a single maturity and
4 are exchangeable for fully registered Bonds of other authorized
5 denominations in equal aggregate principal amounts at the
6 principal office o£ the Bond Registrar, but only in the manner
7 and•subject to the limitations provided in the Resolution.
8 Reference is hereby made to the Resolution for a description of
9 the rights and duties of the Bond Reqistrar. Copies of the
10 Resolution are on file in the principal office of the Bond
11 Registrar.
12 Transfer. This Bond is transferable by the Holder in
13 person or by his, her or its attorney duly authorized in writing
14 at the principal office of the Bond Registrar upon presentation
15 and surrender hereof to the Bond Registrar, all subject to the
16 terms and conditiotts provided in the Resolution and to reasonable
17 regulations of the Issuer contained in any agreement with, or
18 notice to, the Hond Registrar. Thereupon Che Issuer shall
19 execute and the Bond Registrar shall authenticate and deliver, in
20 exchange for this Bond, one or more new fully registered Bonds in
21 the name o£ the transferee (but not registered in blank or to
22 "bearer" or similar designation), of an authorized denomination
23 or denominations, in aggregate principal amount equal to the
24 principal amount o£ this Bond, of the same maturity and bearing
25 interest at the same rate.
26 Fees upon Transfer or Loss. The Bond Registrar may
27 require payment of a sum sufficient to cover any tax or other
2s governmental charge payable in connection with the transfer or
29 exchange of this Bond and any legal or unusual costs regarding
30 trans£ers and lost Bonds.
31 Treatment of Reaistered Owner. The Issuer and Bond
32 Registrar may treat the person in whose name this Bond is
33 registered as the owner hereof for the purpose of receiving
34 payment as herein provided (except as otherwise provided on the
35 reverse side hereo£ with respect to the Record Aate) and for all
36 other purposes, whether or not this Bond sha11 be overdue, and
37 neither the Issuer nor the Bond Registrar shall be affected by
38 notice to the contrary.
39 Authentication This Bond shall not be valid or become
40 obligatory for any purpose or be entitled to any security unless
41 the Certificate of Authentication hereon shall have been executed
42 by the Bond Registrar.
43 lvot Oualified Tax-Exempt Obliaations. The Bonds have
44 not been designated by the Issuer as "qualified tax-exempt
45 obligations" for purposes of Section 265(by(3} of the federal
46 Internal Revenue Code of 1986, as amended. The Bonds do not
47 qua�ify for such designation.
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ABBREVIATIONS
2 The following abbreviations, when used in the
3 inscription on the face of this Bond, shall be construed as
4 though they were written out in full according to applicable laws
5 or regulations:
6 TEN COM - as tenants in common
'1 TEN ENT - as tenants by the entireties
8 JT TEN - as joint tenants with right of survivorship
9 and not as tenants in common
10 UTMA - as custodian for
11 (Cust) (Minor)
12 under the Uniform Transfers to Minors Act
13 (State)
14 Additional abbreviations may also be used
15 though not in the above list.
9207a3.2 Z 9
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AS S I GNMEI3T
2 For value received, the undersigned hereby sells,
3 assigns and transfers unto
4 the within Bond and does
5 hereby irrevocably constitute and appoint
6 attorney to transfer the Bond on the books kept for the
7 registration thereof, with full power of substitution in the
8 premises.
9 Dated:
1� Notice: The assignor's signature to this
11 assignment must correspond with the name
12 as it appears upon the face of the
13 within Bond in every particular, without
14 alteration or any change whatever.
15 SignaCure Guaranteed:
16
17 Signature(s) must be guaranteed by a national bank or trust
18 company or by a brokerage firm having a membership in one of the
19 major stock exchanges or any other "Eligible Guarantor
20 Institution" as defined in 17 CFR 240.17Ad-15(a?(2).
21 The Bond Registrar will not effect transfer of this
22 Bond unless the information concerning the transferee requested
23 below is provided.
24 Name and Address:
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26
27 (Include information for all joint owners
2g if the Bond is held by joint account.)
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10. Execution. The Bonds shall be executed on behalf
of the City by the signatures of its Mayor, Clerk and Director,
O£fice of Financial Services, each with the effect noted on the
forms of the Bonds, and be sealed with the seal of the City;
provided, however, that the seal of the City may be a printed or
photocopied facsimile; and provided further that any of such
signatures may be printed or photocopied facsimiles and the
corporate seal may be omitted on the Bonds as permitted by law.
In the event of disability or resignation or other absence of any
such officer, the Bonds may be signed by the manual or facsimile
signature of that officer who may act on behalf of such absent or
disabled officer. In case any such officer whose signature or
facsimile of whose signature shall appear on the Bonds sha11
cease to be such officer before the delivery of the Bonds, such
signature or facsimile sha11 nevertheless be valid and sufficient
for all purposes, the same as if he or she had remained in office
until delivery.
11. Authen ication• Date o£ Re�istration. No Bond
shall be valid or obligatory for any purpose or be entitled to
any security or bene£it under this resolution unless a
Certificate of Authentication on such Bond, substantially in the
form hereinabove set forth, shall have been duly executed by an
authorized representative of the Bond Registrar. Certificates of
Authentication on different Bonds need not be signed by the same
person. The Bond Registrar shall authenticate the signatures of
officers of the City on each Bond by execution of the Certificate
of Authentication on the Bond and by inserting as the date of
registration in the space provided the date on which the Bond is
authenticated. For purposes of delivering the original Global
Certificates to the Purchaser, the Bond Registrar shall insert as
the date of registration the date of original issue, which date
is April 1, 1998. The Certificate of Authentication so executed
on each Bond shall be conclusive evidence that it has been
authenticated and delivered under this resolution.
12. Reaistration; Tranafer; Exchanae. The City will
cause to be kept at the principal office of the Bond Registrar a
bond register in which, subject to such reasonable regulations as
the Bond Registrar may prescribe, the Bond Registrar sha11
provifle for the registration of Bonds and the registration of
transfers of Bonds entitled to be registered or transferred as
herein provided.
42 A Global Certificate shall be registered in the name of
43 the payee on the books of the Bond Registrar by presenting the
44 Global Certificate for registration to the Bond Registrar, who
45 will endorse his or her name and note the date of registration
46 opposite the name of the payee in the certificate of registration
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on the Global Certificate. Thereafter a Global Certificate may
be transferred by delivery with an assignment duly executed by
the Holder or his, her or its legal representative, and the City
and Bond Registrar may treat the Aolder as the person exclusively
entitled to exercise all the rights and powers of an owner until
a Global Certificate is presented with such assignment for
registration of transfer, accompanied by assurance of the nature
provided by law that the assignment is genuine and effective, and
until such transfer is registered on said books and noted thereon
by the Bond Registrar, all subject to the terms and conditions
provided in this resolution and to reasonable regulations of the
City contained in any agreement with, or notice to, the Bond
Registrar.
14 Transfer of a Global Certificate may, at the direction
15 and expense of the City, be subject to other restrictions if
16 required to qualify the Global Certificates as being "in
17 registered form" within the meaning of Section 149(a) of the
18 federal Internal Revenue Code of 1986, as amended.
19 If a Global Certificate is to be exchanged for one or
20 more Replacement Bonds, all of the principal amount of the Global
21 Certificate shall be so exchanged.
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Upon surrender for transfer of any Replacement Bond
the principal office of the Bond Registrar, the City shall
execute (if necessary), and the Bond Registrar shall
authenticate, insert the date of registration (as provided in
paragraph 11) of, and deliver, in the name of the designated
transferee or transferees, one or more new Replacement Bonds
at
of
any authorized denomination or denominations of a like aggregate
principal amount, having the same stated maturity and interest
rate, as requested by the transferor; provided, however, that no
bond may be registered in blank or in the name of "bearer" or
similar designation.
33 At the option of the Holder of a Replacement Bond,
34 Replacement Bonds may be exchanged for Replacement Bonds of any
35 authorized denomination or denominations of a like aggregate
36 principal amount and stated maturity, upon surrender of the
37 Replacement Bonds to be exchanged at the principal office of the
38 Bond Registrar. Whenever any Replacement Sonds are so
39 surrendered for exchange, the City shall execute Eif necessary),
40 and the Bond Registrar sha11 authenticate, insert the date of
41 registration of, and deliver the Replacement Bonds which the
42 Iiolder making the exchange is entitled to receive. Global
43 Certificates may not be exchanged for Global Certificates of
44 smaller denominations.
920703.2 3 2
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1 All Bonds surrendered upon any exchange or transfer
2 provided for in this resolution shall be promptly cancelled by
3 the Bond Registrar and thereafter disposed of as directed by the
4 City.
5 Al1 Bonds delivered in exchange for or upon transfer of
6 Bonds shall be valid general obligations of the City evidencing
7 the same debt, and entitled to the same benefits under this
8 resolution, as the Bonds surrendered for such exchange or
9 transfer.
10 Every Bond presented or surrendered for transfer or
11 exchange sha11 be duly endorsed or be accompanied by a written
12 instrument of transfer, in form satisfactory to the Bonfl
13 Registrar, duly executed by the Holder thereof or his, her or its
14 attorney duly authorized in writing. -
15 The Bond Registrar may require payment of a sum
16 sufficient to cover any tax or other governmental charge payable
17 in connection with the transfer or exchange of any Bond and any
18 legal or unusual costs regarding transfers and lost Bonds.
19 Transfers shall also be subject to reasonable
20 regulations of the City contained in any agreement with, or
21 notice to, the Bond Registrar, including regulations which permit
22 the Bond Registrar to close its Cransfer books between record
23 dates and payment dates.
24 13. Riqhts Upon Transfer or Exchancre. Each Bond
25 delivered upon transfer of or in exchange for or in lieu of any
26 other Bond shall carry all the rights to interest accrued and
27 unpaid, and to accrue, which were carried by such other Bond.
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14. Interest Payment; Record Date. Interest on any
Global Certificate sha11 be paid as provided in the first
paragraph thereof, and interest on any Replacement Bond shall be
paid on each Interest Payment Date by check or draft mailed to
the person in whose name the Bond is registered (the "Holder") on
the registration books of the City maintained by the Bond
Registrar, and in each case at the address appearing thereon at
the close of business on the fifteenth (15th) day of the calendar
month preceding such Interest Payment Date (the "Regular Record
Date"1. Any such interest not so timely paid shall cease to be
payable to the person who is the Holder thereof as o£ the Regular
Record Date, and shall be payable to the person who is the Holder
thereof at the close of business on a date (the "Special Record
Date") fixed by the Bond Registrar whenever money becomes
available for payment of the defaulted interest. Notice of the
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Special Record Date shall be given by the Bond Registrar to the
Holders not less than ten (10) days prior to the Special Record
Date_
15.
6 (A) For the purposes of all actions, consents and other
7 matters a££ecting iiolders of the Bonds, other than payments,
8 redemptions, and purchases, the City may (but sha11 not be
9 obligated to) treat as the Holder of a Bond the beneficial owner
10 of the Bond instead of the person in whose name the Bond is
11 registered. For that purpose, the City may ascertain the
12 identity of the beneficial owner of the Bond by such means as the
13 Bond Registrar in its sole discretion deems appropriate,
14 including but not limited to a certificate from the person in
15 whose name the Bond is registered identifying such beneficial
16 owner.
17 (B) The City and Bond Registrar may treaC the person in
18 whose name any Bond is registered as the owner of such Bond for
19 the purpose of receiving payment of principal of and premium, if
20 any, and interest (subject to the payment provisions in paragraph
21 14 above) on, such Sond and for all other purposes whatsoever
22 whether or not such Bond shall be overdue, and neither the City
23 nor the Bond Registrar shall be affected by notice to the
24 contrary.
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(C) Any consent, request, direction, approval, objection or
other instrument to be signed and executed by the Holders may be
in any number of concurrent writings of similar tenor and must be
signed or executed by such Holders in person or by agent
appointed in writing. Proof of the execution of any such
consent, request, direction, approval, objection or other
instrument or of the writing appointing any such agent and of the
ownership of Bonds, if made in the following manner, shall be
sufficient for any of the purposes of this resolution, and sha11
be conclusive in favor of the City with regard to any action
taken by it under such request or other instrument, namely:
(1) The fact and date of the execution by any person
of any such writing may be proved by the certificate of any
o£ficer in any jurisdiction who by law has power to take
acknowledgments within such jurisdiction that the person
signing such writing acknowledged before him or her the
execution thereof, or by an affidavit of any witness to such
execution.
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1 (2) Subject to the provisions of subparagraph (A)
2 above, the fact of the ownership by any person of Bonds and
3 the amounts and numbers of such Bonds, and the date of the
4 holding of the same, may be proved by reference to the bond
5 register.
6 16. Delivery; Application of Proceeds. The Global
7 Certificates when so prepared and executed shall be delivered by
8 the Director, Office of Financial Services, to the Purchaser upon
9 receipt o£ the purchase price, and the Purchaser shall not be
10 obliged to see to the proper application thereof.
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17. Fund and Accounts. There has heretofore been
created (as provided in the General Resolution) a separate fund
of the City designated the "Sewer Service Enterprise Fund" (the
"Fund"). The Fund shall be maintained in the manner specified in
the General Resolution and herein until the Revenue Bonds, and
interest thereon, have been fully paid, and as specified herein
until the Bonds and interest thereon have been fully paid. There
shall be maintained in the Fund, in addition to the Construction
Account, Operation and Maintenance Account, Revenue Bond Debt
Service Account, Reserve Account, Excess Investment Earnings
Account and 1993 Refunding Escrow Account heretofore established
with respect to the Revenue Bonds, and the PFA Construction
Account and PFA Debt Service Account heretofore established with
respect to the PFA Notes, the following two (2) separate
accounts, to which shall be credited and debited all income and
disbursements of the Fund relating to the Bonds as hereinafter
set forth. The Treasurer and all municipal officials and
employees concerned therewith sha11 establish and maintain
financial records of the receipts and disbursements of the Sewer
System in accordance with this resolution. In such records there
shall be maintained accounts of the Fund for the purposes and in
the amounts as follows:
(i) A"General Oblicration Bond Construction Account",
to which shall be credited the proceeds of the sale of the
Bonds, less accrued interest received thereon, and less any
amount paid for the Bonds in excess of $4,63&,9�0. From the
General Obligation Bond Construction Account there shall be
paid all costs and expenses of making the Improvements,
including the cost of any construction contracts heretofore
let and all other costs incurred and to be incurred of the
kind authorized in Minnesota Statutes, Section 475.65
(including interest on the Bonds payable during the
construction period); and the moneys in the General
Obligation Sond Construction Account shall be used for no
other purpose except as otherwise provided by law; provided
that the proceeds of the Bonds may also be used to the
extent necessary to pay interest on the Bonds due prior to
the anticipated date of commencement of the collection of
920703.2
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1 Revenues pledged herein; and provided further that if upon
2 completion of the Improvements there shall remain any
3 une�ended balance in the General Obligation Bond
4 Construction Account, the balance may be used for any other
5 purpose permitted by law, or transferred to the General
6 Obligation Bond Debt Service Account. A11 earnings on the
7 General Obligation Bond Construction Account shall be
8 transferred to the General Obligation Bond Debt Service
9 Account, or may remain in the General Obligation Bond
10 Construction Account.
11 (ii) A"General Obligation Bond Debt Service Account",
12 to which there shall be irrevocably appropriated, pledged
13 and credited: (a) al1 accrued interest received upon
14 delivery of the Bonds; (b) all funds paid for the Bonds in
15 excess of $4,638,900; (c) Revenues (as defined in the
16 General Resolution, and as provided in Section 4.03(A) Sixth
17 thereof) in an amount sufficient, with other moneys, to pay
18 the principal of, and interest on, the Bonds when due; (d)
19 any collections of all taxes which may hereafter be levied
20 for the payment of the Bonds and interest thereon as
21 provided in paragraph 19; (e) all funds remaining in the
22 General Obligation Bond Construction Account after
23 completion of the Improvements and payment of the costs
24 thereof, not so used for any other purpose permitted by law;
25 (f) all investment earnings on moneys held in the General
26 Obligation Bond Debt 5ervice Account; and (g) any and all
27 other moneys which are properly available and are
28 appropriated by the governing body of the City to the
29 General Obligation Bond Debt Service Account.
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(iii) Excess Revenues may be used for any proper
purpose to the extent provided in the General Resolution.
The General Obligation Bond Debt Service Account sha11 be
used solely to pay the grincipal and interest and any premiums
for redemption of the Bonds and any other bonds of the City
heretofore or hereafter issued by the City and made payable from
the General Obligation Bond Debt Service Account as provided by
law, or to pay any rebate due to the United States. No portion
of the proceeds of the Bonds shall be used directly or indirectl�
to acquire higher yielding investments or to replace funds which
were used directly or indirectly to acquire higher yielding
investments, except (1) for a reasonable temporary period until
such proceeds are needed for the purpose for which the Bonds were
issued, and (2) in addition to the above in an amount not greater
than $100,000. To this effect, any proceeds of the Bonds and any
sums from time to time held in the Fund, General Obligation Bond
Construction Account or General Obligation Bond Debt Service
Account (or any other City account which will be used to pay
principal or interest to become due on the bonds payable
therefrom) in excess of amounts which under then-applicable
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federal arbitrage regulations may be invested without regard as
to yield shall not be invested at a yield in excess of the
applicable yield restrictions imposed by said arbitrage
regulations on such investments after taking into account any
applicable "temporary periods" or "minor portion" made available
under the federal arbitrage regulations. In addition, the
proceeds of the Bonds and money in the Fund, General Obligation
Bond Construction Account or General Obligation Bond Debt Service
Account shall not be invested in obligations or deposits issued
by, guaranteed by or insured by Che United States or any agency
or instrumentality thereof if and to the extent that such invest-
ment would cause the Bonds to be "federally guaranteed" within
the meaning of Section 149(b) of the federal Internal Revenue
Code of 1986, as amended (the "Code").
15 18. Coverage Test• rteacre oi xevenues• �xcess
16 Revenues• Parit� Bonds• Pledae to Produce Revenues. It is hereby
17 found, determined and declared that the Revenues of the Sewer
18 System are sufficient in amount, when used in the order provided
19 in the General Resolution, to pay when due one hundred five
20 percent {105%) of the principal of and interest on the Bonds, and
21 the 12evenues of the Sewer System are hereby pledged for the
22 payment of the Bonds, but solely to the extent required to meet,
23 with other pledged sources, one hundred five percent (lOSo) of
24 the principal of, and interest on, the Bonds as the same become
25 due. Excess Revenues may be used for any proper purpose as
26 provided in the General Resolution.
27 Nothing contained herein shall be deemed to preclude
28 the City from making further pledges and appropriations of the
29 Revenues of the Sewer System for the payment of other or
30 additional obligations of the City, provided that it has first
31 been determined by the City Council that estimated Revenues of
32 the Sewer System will be sufficient, in addition to all other
33 sources, for the payment of the Bonds and suoh additional
34 obligations, and any such pledge and appropriation of the
35 Revenues may be made superior or subordinate to, or on a parity
36 with, the pledge and appropriation herein. The Bonds are issued
37 pursuant to Minnesota Statutes, Section 115.46, and nothing
38 herein shall preclude the City from levying taxes for the payment
39 of the Bonds.
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Revenues are hereby pledqed to the payment of the
Bonds. The lien on Revenues securing the Bonds is hereby
expressly made a lien on Revenues junior and subsequent to the
lien of the General Resolution as it applies to the Revenue
Bonds, all as provided in Section 6.01(A) of the General
Resolution. The Bonds shall be paid from the Operation and
Maintenance Account of the Sewer Service Enterprise Fund as
provided in Section 4.03(A) Sixth of the General Resolution, and
for this purpose it is hereby found, determined and declared that
920703.2
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the Bonds finance Improvements (as defined in the General
Resolution).
As provided in paragraph 10 of each of the resolutions
authorizing issuance of the PFA Notes, it is hereby found,
determined and declared that estimated revenues of the Sewer
System will be sufficient, in addition to all other sources, for
the payment of the PFA Notes and the Bonds. The pledge and
appropriation of the Revenues to the payment of the Bonds shall
be on a parity with the pledge and appropriation to the payment
of the PFA Notes.
11 In accordance with Minnesota Statutes, Section 116.19,
12 the City hereby covenants and agrees with the holder of the Bonds
13 that it will impose and collect charges for the service, use and
14 availability of and connection to the Sewer System the times
15 and in the amounts required to produce Revenues adequate to pay
16 a11 principal and interest when due on the Bonds. Nothing herein
17 shall preclude the City from levying taxes for the payment of the
18 Bonds as permitted by Minnesota Statutes, Section 115.46.
19 19. General Obliaation Pledcre. For the prompt and
20 full payment of the principal and interest on the Bonds, as the
21 same respectively become due, the full faith, credit and taxing
22 powers of the City shall be and are hereby irrevocably pledged.
23 If the Revenues of the Sewer System appropriated and pledged to
24 the payment of principal of, and interest on, the Bonds, together
25 with other funds irrevocably appropriated to the General
26 Obligation Bond Debt Service Account referred to in paragraph 17
27 of this resolution, shall at any time be insufficient to pay such
28 principal and interest when due, the City covenants and agrees to
29 levy, without limitation as to rate or amount, an ad valorem tax
30 upon all taxable property in the City sufficient to pay such
31 principal and interest as they become due. If the balance in the
32 General Obligation Bond Debt Service Account (as defined in
33 paragraph 17 hereof) is ever insufficient to pay all principal
34 and interest then due on the Bonds payable therefrom, the
35 de£iciency shall be promptly paid out of any other funds of the
36 City which are available for such purpose, including the general
37 fund of the City, and such other funds may be reimbursed with or
38 without interest from the General Obligation Bond Debt Service
39 Account when a sufficient balance is available therein.
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20. Certificate of Reaistration. The Director, Office
of Financial Services, is hereby directed to file a certified
copy of this resolution witta the officer of Ramsey County,
Minnesota, performing the functions of the oounty auditor (the
"County Auditor"), together with such other in£ormation as the
County Auditor shall require, and to obtain the County Auditor's
certificate that the Bonds have been entered in the County
Auditor's Bond Register.
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21. Records and Certificates. The officers of the
City are hereby authorized and directed to prepare and furnish to
the Purchaser, and to the attorneys approving the legality of the
issuance of the Bonds, certified copies of all proceedings and
records of the City relating to the Bonds and to the financial
condition and affairs of the City, and such other affidavits,
certificates and information as are required to show the facts
relating to the legality and marketability of the Bonds as the
same appear from the books and records under their custody and
control or as otherwise known to them, and all such certified
copies, certificates and affidavits, including any heretofore
furnished, shall be deemed representations of Che City as to the
facts recited therein.
22. Necrative Covenants as to Use of Proceeds and
Improvements. The City hereby covenants not to use the proceeds
of the Bonds or to use the Improvements, or to cause or permit
them to be used, or to enter into any deferred payment
arrangements for the cost of the Improvements, in such a manner
as to cause the Bonds to be "private activity bonds" within the
meaning of Sections 1�3 and 141 through 15Q of the Code. The
City reasonably expects that no actions will be taken over the
term of the Bonds that would cause them to be private activity
bonds, and the average term of the Bonds is not longer than
reasonably necessary for the governmental purpose of the issue.
The City hereby aovenants not to use the proceeds of the Bonds in
such a manner as to cause the Bonds to be "hedge bonds" within
the meaning of Section 149(g) of the Code.
28 23. Tax-Exempt Status of the Bonds; Rebate; Elections.
29 The City shall comply with requirements necessary under the Code
30 to establish and maintain the exclusion from gross income under
31 Section 103 of the Code of the interest on the Bonds, including
32 without limitation requirements relating to temporary periods for
33 investments, limitations on amounts invested at a yield greater
34 than the yield on the Bonds, and the rebate of excess investment
35 earnings to the United States.
36 The City expects that the two-year expenditure
37 exception to the rebate requirements may apply to the
38 construction proceeds of the Bonds.
39 If any elections are available now or hereafter with
40 respect to arbitrage or rebate matters relating to the Bonds, the
41 Mayor, Clerk, Treasurer and Director, Office of Financial
42 Services, or any of them, are hereby authorized and directed to
43 make such elections as they deem necessary, appropriate or
44 desirable in connection with the Bonds, and all such elections
45 shall be, and shall be deemed and treated as, elections of the
46 City.
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24. No Desicrnation of Qualified Tax-Exempt
Obligations. The Bonds, together with other obligations issued
by Che City in 1998, exceed in amount those which may be
qualified as "qualified tax-exempt obligations" within the
meaning of Section 265(b�(3) of the Code, and hence are not
designated for such purpose.
25. Letter of Representations. The Letter of
Representations for the Bonds is hereby confirmed to be the
Blanket Issuer Letter of Representations dated April 10, 1946, by
the City and received and accepted by The Depository Trust
Company. So long as The Depository Trust Company is the
Depository or it or its nominee is the Holder of any Global
Certificate, the City shall comply with the provisions of the
Letter of Regresentations, as it may be amended or supplemented
by the City from time to time with the agreement or consent of
The Depository Trust Company.
17 26. Negotiated Sale. The City has retained Springsted
18 Incorporated as an independent financial advisor, and the City
19 has heretofore determined, and hereby determines, to sell the
20 Bonds by private negotiation, all as provided by Minnesota
21 Statutes, Section 475.60, Subdivision 2(9).
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27. Continuing Disclosure. The City is an obligated
person with respect to the Bonds. The City hereby agrees, in
accordance with the provisions of Rule i5c2-12 (the "Rule"),
promulgated by the Securities and Exchange Commission (the
"COmmission") pursuant to the Securities Exchange Act of 1934, as
amended, and a Continuing Disclosure Undertaking (the
"Undertaking") hereinafter described, to:
29 A. Provide or cause to be grovided to each nationally
30 recognized municipal securities information repository
31 ("NRMSIR") and to the appropriate state information
32 depositor�r ("SID"�, if any, for the State of Minnesota, in
33 each case as designated by the Commission in accordance with
34 the Rule, certain annual financial intormation and operating
35 data in accordance with the Undertaking. The City reserves
36 the right to modify from time to time the terms of the
37 Undertaking as provided therein.
38 B. Provide or cause to be provided, in a timely
39 manner, to (i) each NRMSIR or to the Municipal Securities
40 Rulemaking Board ("MSRB") and (ii) the SID, notice of the
41 occurrence oP certain material events with respect to the
42 Bonds in accordance with the Undertaking.
43 C. Provide or cause to be provided, in a timely
44 manner, to (i) each NRMSIR or to Che MSRB and (ii) the SID,
45 notice of a failure by the City to provide the annual
920703.2 " 4 �
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1 financial information with respect to the City described in
2 the Undertaking.
3 The City agrees that its covenants pursuant to the Rule
4 set forth in this paragraph 27 and in the Undertaking are
5 intended to be for the benefit of the Aolders of the Bonds and
6 shall be enforceable on behalf of such Holders; provided that the
7 right to enforce the provisions of these covenants shall be
8 limited to a right to obtain specific enforcement of the City's
9 obligations under the covenants.
10 The Mayor and Director, Office of Financial Services,
11 or any other officers of the Ci[y authorized to act in their
12 stead (the "Officers"), are hereby authorized and directed to
13 execute on behalf of the City the Undertaking in substantially
14 the form presented to the City Council, subject to such
15 modifications thereof or additions thereto as are (i) consistent
16 with the requirements under the Rule, (ii) required by the
17 Purchaser, and (iii) acceptable to the Officers.
18 28. Resolutions Supplemented. The General Resolution
19 and the resolutions authorizing the issuance of the PFA Notes are
20 hereby supplemented to the extent necessary to give effect to the
21 provisions of paragraph 17 of this resolution.
22 29. Severabilitv. I£ any section, paragraph or
23 provision of this resolution shall be held to be invalid or
24 unenforceable for any reason, the invalidity or unenforceability
25 of such section, paragraph or provision shall not affect any of
26 the remaining provisions of this resolution.
9207D3.2 4 1
ORIGINAL
1 30. Headincrs. Headings in this
2 included for convenience of reference onl
3 hereof, and shall not limit or define the
4 provision hereof.
a��--ay�
resolution are
y and are not a part
meaning of any
Requested by DeQartment of:
Adopted by Council: Date ��� � ����
Adoption Certified by Council Secretary
B � � _ � r.,�-�----_
Approved by Mayor: D
'S ��ln �Wt °-�"'—
920703.2
� o �
: �ooiL.,� � � ' �
�. . -: . • � � •,r - >
�!.� �ill�/4�
a�-a�
of Financial Setvices
���
TOTAL # OF SIGNATURE PAGES
DAT6INITIATED
h�.,9� GREEN SHEET
ASSIGN
No 60944
■ 1� 7 eEVnnmart nx�crae � arrcouKa. _
FOR � GrtYATTORNfl' `/ ❑ GIYCLERR �
❑ FlWKYLLSFRVICESG6L ❑ FWNO4LSERV/ACCi6
� YAVOR(ORw593iANTl� ❑
_1_ (CUP ALL LOCATIONS FOR SIGNATURE)
�is resolution accepts the winning proposal and awards the bid for the $4,700,000 G.O.
:wer Revenue BorMS Series 1998E. This is a competi6ve borM sale and the award
going to the bidder found most advantageos Qwvest cost) to the City.
PLANNING COMMISSION
CIB COMMITTEE
qVIL SERVICE COMMISSION
TIATING PROBLEM ISSUE, OPPORNNITV (Who, What, When, Where, Why)
� bonds are For the purpose oi financing certam sewer prqects vrithin the City, and will
repeitl by sewer revenue5.
GES IF APPROVED
be available tor sevrer projects.
� a^tYU�
�a43!IV�Gi� �Q$$?i4Csf ��_,i..,.>
� �. r Y `.f,
IFAPPROVED
��
sewer Pmle�is wifl nW be aradable.
AMOUNT OF TRANSACTION S sa�oo.000
Has this parsoM�m ever wwked u'Wer a contrac[ fw Ihis department?
YES NO ,
Has this persoMrm ever been a city employee�
YES NO
Dces this persoNfirtn possess a sldll not normalty possessetl by any curceM city employee?
YES NO
Is this persoNfrtn a targetetl vendoR `
YES NO
��������
MAR 2 3 1998
R S QSY�J ���itsC
CQST/REVENUE 6UDGETED (CIRCLE ONE)
ACTNITY NUMBER
YES NO
(IXPWN)
d��--ay3
1
2
publication of notice thereof as a form of private negotiation;
and
3 WHEREAS, proposals for the Bonds have been solicit
4 Springsted Incorporated pursuant to an Official Statement ar�
5 Terms of Proposal therein: �
6 NOW, THEREFORE, BE IT RESOLVED by the Council,of the
7 City of Saint Paul, Minnesota, as follows: ,r
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§4
by
l. Acceptance of Proposal. The proposal of
(the "Purchaser"), to p rchase
$4,70�,000 General Obligation Sewer Revenue Bonds, Series 1998E,
of the City (the "Bonds", or individually a"BOn '), in
accordance with the Terms ot Proposal for the bc�nd sale, at the
rates of interest set forth hereinafter, and t�i pay for the Bonds
the sum of S , plus interest ac�rued to settlement,
is hereby found, determined and declared t�e the most favorable
proposal received and is hereby accepted, d the Bonds are
hereby awarded to the Purchaser. The Dir ctor, Office of
Financial Services, or his designee, is irected to retain the
deposit of the Purchaser and to forthwi return to the others
making proposals their good faith checks or drafts.
2. Title• Ori inal I sue/Date• Denominations•
Maturities. The Bonds shall be ti ed "General Obligation Sewer
Revenue Bonds, Series 1998E", sha be dated April 1, 1998, as
the date of original issue and s 11 be issued forthwith on or
after such date as fully regist ed bonds. The Bonds shall be
numbered from R-1 upward. Glo a1 Certificates shall each be in
the denomination of the entir principal amount maturing on a
single date, or, if a portio of said principal amount is
prepaid, said principal amo nt less the prepayment. Replacement
Bonds, if issued as provid d in_paragraph 6, shall be in the
denomination of $5,000 ea h or in any integral multiple thereof
of a single maturity. T e Bonds shall mature on December 1 in
the years and amounts follows:
Year
1999
2000
2001
2002
2003
20
2 5
006
2007
2008
Amount
$155,000
160,000
165,000
175,000
180,000
190,000
195,000
205,000
215,000
220,000
Year
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
Amount
$230,000
240,000
250,000
265,000
275,000
290,000
300,000
315,000
330,000
345,000
z 4
o{k�-�y3
9
10
11
12
3. Purpose. The Bonds shall provide funds
construction of various improvements to the City's w
storm water systems (the "Improvements"). The Bonds
to aid in financing a sewage disposal system or part
pursuant to Minnesota Statutes, Section 115.46. The
the Bonds shall be deposited and used as provided iyf
17, and any excess moneys shall be devoted to any �it
permitted by law. The total cost of the Improvement
shall include all costs enumerated in Minnesota tat
t the
ater and
issued
/proceeds of
paragraph
her purpose
s, which
utes, Section
475.65, is estimated to be at least equal to t e amount of the
Bonds. Work on the Improvements shall proce� with due diligence
to completion.
13 4. Interest. The Bonds shall ear interest payable
14 semiannually on June 1 and December 1 of ach year (each, an
15 "Interest Payment Date"), commencing Dec mber 1, 1998, calculated
16 on the basis of a 360-day year of twelv 30-day months, at the
17 respective rates per annum set forth o posite the maturity years
18 as follows:
19 Maturity Year Interest Rate Ma Year Interest Rate
20
21
22
23
24
25
26
27
28
29
30
3 ].
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43
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46
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48
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
°s
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
a
5. Descri�tion of the Global Certiticates and Global
Book-Entry System. pon their original issuance the Bonds will
be issued in the fo m of a single Global Certificate for each
maturity, deposite with the Depository by the Purchaser and
immobilized as pr vided in paragraph 6. No beneficial owners of
interests in the Bonds will receive certificates representing
their respectiv interests in the Bonds except as provided in
paragraph 6, xcept as so provided, during the term of the
Bonds, benefi ial ownership (and subsequent transfers of
beneficial o ership) of interests in the Global Certificates
will be ref ected by book entries made on the reaords of the
Depository and its Participants and other banks, brokers, and
dealers p rticipating in the National System. The Depository's
book ent ies of beneficial ownership interests are authorized to
be in i crements of $5,000 of principal of the Bonds, but not
smalle increments, despite the larger authorized denominations
of t Global Certificates. Payment of principal of, premium, if
any, and interest on the Global Certificates will be made to the
Bo Registrar as paying agent, and in turn by the Bond Registrar
F.'7
qg-a� 3
qualified to act as such, as provided in clause (ii) of this
subparagraph, or
(iv) To those persons to whom transfer is re
in written transfer instructions in the event that�
5 (a) the Depository shall resign or discontinue
6 its services for the Bonds and the City is�unable to
7 locate a substitute depository within tw�o (2l months
8 following the resignation or determin� on of non-
9 eligibility, or
10 (b) upon a determination by t�Yie City in its sole
11 discretion that (1) the continuati�on of the book-entry
12 system described herein, which precludes the issuance
13 of certificates (other than Glo�ial Certificates) to any
14 Holder other than the Deposit {-}� (or its nominee),
15 might adversely affect the i erest of the beneficial
16 owners of the Bonds, or (2) that it is in the best
17 interest of the beneficial owners of the Bonds that
18 they be able to obtain ce tificated bonds,
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in either of whic
its determination
(the "Replacement
the registration,
be conducted as p
In the event
be authorized by this
presentation of Global
to the substitute or
successor depository
purposes and functi999
Representations sh�'].
depository unless/th
depository so ag,ree,
7.
h events t e City shall notify Holders of
and of t e availability of certificates
Bonds") to Holders requesting the same and
transf r and exchange of such Bonds wi11
rovid in paragraphs 9B and 12 hereof.
of a succession of the Depository as may
�a agraph, the Bond Registrar upon
�ertificates shall register their transfer
ccessor depository, and the substiCute or
�all be treated as the Depository for all
s under this resolution. The Letter of
not apply to a substitute or successor
City and the substitute or successor
and a similar agreement may be entered into.
(a) O'onal Redem t'on: Due Date. All Bonds maturing
after Dece er 1, 2006, shall be subject to redemption and
prepaymen at the option of the City on such date and on any day
thereaft r at a price of par plus accrued interest. Redemption
may be 'n whole or in part of the Bonds subject to prepayment.
If re mption is in part, those Bonds remaining unpaid may be
prep d in such order of maturity and in such amount per maturity
as t e City shall determine; and if only part of the Bonds having
a c mmon maturity date are called for prepayment, the Global
C tificates may be prepaid in $5,000 increments of principal
d, if applicable, the specific Replacement Bonds to be prepaid
hall be chosen by lot by the Bond Registrar. Bonds or portions
920703.2
7
ay 3
1 thereof called for redemption shall be due and payable on
2 redemption date, and interest thereon shall cease to accr
3 and after the redemption date. �
from
4 (b) Notation on Global Certificate. Upon a redue�ion in
5 the aggregate principal amount of a Global Certifica�, the
6 Holder may make a notation of such redemption on the panel
7 provided on the Global Certificate stating the amownt so
8 redeemed, or may return the Global Certificate tor�he Bond
9 Registrar in exchange for a new Global Certificat�e authenticated
1� by the Bond Registrar, in proper principal amou`t. Such
11 notation, if made by the Holder, shall be fo�eference only, and
12 may not be relied upon by any other person as being in any way
13 determinative of the principal amount of su Global Certificate
14 outstanding, unless the Bond Registrar has signed the appropriate
15 column of the panel.
16 (c) Selection of Re lacement Bond . To effect a partial
17 redemption of Replacement Bonds having a common maturity date,
18 the Bond Registrar prior to giving no ice of redemption shall
19 assign to each Replacement Bond hav' g a common maturity date a
20 distinctive number for each $5,000 f the principal amount of
21 such Replacement Bond. The Bond gistrar shall then select by
22 lot, using such method of select' n as it shall deem proper in
23 its discretion, from the number so assigned to such Replacement
24 Bonds, as many numbers as, at ,000 for each number, shall equal
25 the principal amount of such eplacement Bonds to be redeemed.
26 The Replacement Bonds to be edeemed shall be the Replacement
27 Bonds to which were assigne numbers so selected; provided,
28 however, that only so much of the principal amount of each such
29 Replacement Bond of a den ination of more than $5,000 shall be
30 redeemed as shall equal ,000 for each number assigned to it and
31 so selected.
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4D
§1
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(d) Partial Redefn tion of Re lacement Bonds. If a
Replacement Bond is be redeemed only in part, it shall be
surrendered to the B nd Registrar (with, if the City or Bond
Registrar so requir s, a written instrument of transfer in form
satisfactory to t City and Bond Registrar duly executed by the
Holder thereof or his, her or its attorney duly authorized in
writing) and the City shall execute 1if necessary) and the Bond
Registrar shall authenticate and deliver to the Holder of such
Replacement Bo d, without service charge, a new Replacement Bond
or Bonds of t e same series having the same stated maturity and
interest rat and of any authorized denomination or
denominatio , as requested by such Holder, in aggregate
principal ount equal to and in exchange for the unredeemed
portion of the principal of the Bond so surrendered.
46 (e� Reauest for Redem�tion. The Bond Registrar shall ca11
47 Bonds f redemption and payment as herein provided upon receipt
48 by the ond Registrar at least forty-five (45) days prior to the
920703.
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ii
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(ii)
The redemption price;
18 (iii) If less than all outs��anding Bonds are to be
19 redeemed, the identification (a�d, in the case of partial
20 redemption, the respective pr cipal amounts? of the Bonds
�
21 to be redeemed; f�
22 (iv) That on the redemption date, the redemption price
23 wi11 become due and payab� upon each such Bond, and that
24 interest thereon shall�ase to accrue from and after said
25 date; and
26 (v) The plac�here such Bonds
2'7 for payment of the edemption price
28 office of the Bonc} Registrar).
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30
31
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34
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redemption date of a request of the City, in written form
Bond Registrar is other than a City officer. Such request
specify the principal amount o£ Bonds to be called for red
and the redemption date.
(f) Notice. Mailed notice of redemption shall be gi
the paying agent (if other than a City officer3 and to eac
affected Holder. If and when the City shall call any of�
if the
shall
to
Bonds for redemption and payment prior to the stated maturity
thereof, the Bond Registrar shall give written notice �in the name
of the City of its intention to redeem and pay such gonds at the
office of the Bond Registrar. Notice of redemptionfshall be
given by first class mail, postage prepaid, maile�`not less than
thirty (30) days prior to the redemption date, t�d`each Holder of
Bonds to be redeemed, at the address appearing in the Bond
Register. All notices of redemption shall sta�e:
(g) Notice
Company or its n
Bonds. If there
Depository or it
efforts to deliv
business day ne�c
all other Holcl�r
(i)
The redemption date;
are to be surrendered
(which shall be the
o IA'�e osito . Notices to The Depository Trust
i ee shall contain the CUSIP numbers of the
,re any Holders of the Bonds other than the
nominee, the Bond Registrar shall use its best
any such notice to the Depository on the
preceding the date of mailing of such notice to
36
37 in Saint
38 and trans
39 Registra
40 Registr r
41 City a d
42 herew'th.
43 City or a
44 reg'strar
9 703.2
8 Sond Reaistrar. First Trust National Association,
P 1, Minnesota, is appointed to act as bond registrar
er agent with respect to the Bonds (the "Bond
"), and shall do so unless and until a successor Bond
is duly appointed, all pursuant to any contract the
Bond Registrar shall execute which is consistent
A successor Bond Registrar shall be an officer of the
bank or trust company eligible for designation as bond
pursuant to Minnesota Statutes, Chapter 475, and may be
0
a �r- a.��
1 appointed pursuant to any contract the City and such successor
2 Bond Registrar shall execute which is consistent herewith. The
3 Bond Registrar shall also serve as paying agent unless and unti
4 a successor paying agent is duly appointed. Principal and
5 interest on the Bonds shall be paid to the Holders (or record,,r�
6 holders) of the Bonds in the manner set forth in the forms�f
7 Bond and paragraph 14 of this resolution.
g 9. Forms of Bond. The Bonds shall be in th�form of
9 Global Certificates unless and until Replacement Bonds/are made
10 available as provided in paragraph 6. Each form of nd may
11 contain such additional or different terms and prov'sions as to
12 the form of payment, record date, notices and oth matters as
13 are consistent with the Letter of Representation and approved by
14 the City Attorney.
15 A. Global Certificates. The G
16 together with the Certificate of Registrat
17 Partial Payments, the form of Assignment
18 information thereon, shall be in substan i
19 and may be typewritten rather than pri ed
o}�al Certificates,
6 n, the Register of
d the registration
lly the following form
�os.z 10
�IS-��t 3
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Registrar has signed the appropriate column of the panel.
Interest on this Bond will be paid on each Interest Payme Date
in same-day.funds by 2:30 p.m., Eastern time, to the per on in
whose name this Bond is registered (the "Holder" or "B dholder")
on the registration books of the Issuer maintained by he Bond
Registrar and at the address appearing thereon at th close of
business on the fifteenth day of the calendar mont preceding
such Interest Payment Date (the "Regular Record D e"). Interest
payments shall be received by the Holder no late than 2:30 p.m.,
Eastern time; and principal and premium paymen shall be
received by the Holder no later than 2:30 p.m , Eastern time, if
the Bond is surrendered for payment enough i advance to permit
payment to be made by such time. Any inte st not so timely paid
shall cease ta be payable to the person w is the Holder hereof
as of the Regular Record Date, and shall e payable to the person
who is the Holder hereof at the close o business on a date (the
"Special Record Date") fixed by the B d Registrar whenever money
becomes available for payment of the efaulted interest. Notice
of the Special Record Date shall be given to Bondholders not less
than ten days prior to the Special Record Date. The principal of
and premium, if any, and interest on this Bond are payable in
lawful money of the United Stat of America.
Date of Pavment Not u iness Da . If the date for
payment of the principal of, premium, if any, or interest on this
Bond shall be a Saturday, S nday, legal holiday or a day on which
banking institutions in t City of New York, New York, or the
city where the principal ffice of the Bond Registrar is located
are authorized by law o executive order to close, then the date
for such payment shall e the next succeeding day which is not a
Saturday, Sunday, leg holiday or a day on which such banking
institutions are aut orized to close, and payment on such date
shall have the same force and effect as if made on the nominal
date of payment.
Rede t�ion. All Bonds of this issue (the "Bonds")
maturing after ecember 1, 2006, are subject to redemption and
prepayment at e option of the Issuer on such date and on any
day thereafte ati a price of par plus accrued interest.
Redemption m y be in whole or in part of the Bonds subject to
prepayment. If redemption is in part, those Bonds remaining
unpaid may e prepaid in such order of maturity and in such
amount pe maturity as the City shall determine; and if only part
of the B nds having a common maturity date are called for
prepaym nt, this Bond may be prepaid in $5,��0 increments of
princi al. Bonds or portions thereof called for redemption shall
be du and payable on the redemption date, and interest thereon
shal cease to accrue from and after the redemption date.
Notice of R�demption. Mailed notice of redemption
1 be given to the paying agent (if other than a City officer)
to each affected Holder of the Bonds_ In the event any of
920703.2
E�%
�r-a.��
1 the Bonds are called for redemption, written notice thereof wi
2 be given by first class mail mailed not less than thirty (30)
3 days prior to the redemption date to each Holder of Bonds to
4 redeemed. In connection with any such notice, the "CUSIP"
5 numbers assigned to the Bonds shall be used.
6
7
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10
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12
13
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15
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25
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Redemotion. L3pon a partial redemption of this Bond w'ich results
in the stated amount hereof being reduced, the Hold may in its
discretion make a notation on the panel provided rein of such
redemption, stating the amount so redeemed. Suc notation, if
made by the Holder, shall be for reference only and may not be
relied upon by any other person as being in a way determinative
of the principal amount of the Bond outstand' g, unless the Bond
Registrar has signed the appropriate column of the panel.
Otherwise, the Holder may surrender this �nd to the Bond
Registrar (with, if the Issuer or Bond R istrar so requires, a
written instrument of transfer in form atisfactory to the Issuer
and Bond Registrar duly executed by t Holder thereof or his,
her or its attorney duly authorized ' writing) and the Issuer
shall execute (if necessary) and th Bond Registrar sha11
authenticate and deliver to the Ho der of such Bond, without
service charge, a new Bond of th same series having the same
stated maturity and interest ra and of the authorized
denomination in aggregate prin ipal amount equal to and in
exchange for the unredeemed p rtion of the principal of the Bond
so surrendered.
Issuance• Pu o: General Oblicration. This Bond is
one of an issue in the t tal principal amount of $4,700,000, all
of like date of origina issue and tenor, except as to number,
maturity, interest rat , denomination, and redemption privilege,
which Bond has been ' sued pursuant to and in full conformity
with the Constituti and laws of the State of Minnesota,
including particul rly Minnesota Statutes, Chapter 475 and
Sections 116.19 a d 115.46, and the Charter of the Issuer, and
pursuant to a r olution adopted by the City Council of the
Issuer on Apri 1, 1998 (the "Resolution"), for the purpose of
providing mon to finance the acquisition, construction and
repair of va ious improvements to the City's wastewater and storm
water syste s. This Bond is payable out of the General
Obligation Bond Debt Service Account of the Sewer Service
Enterpris Fund of the City, to which account have been pledged
gross r enues of the City's sewer system. This Bond has been
issued o aid in financing a sewage disposal system or part
there f pursuant to Minnesota Statutes, Section 115.46. This
Bond constitutes a general obligation of the Issuer, and to
pro ide moneys for the prompt and full payment of its principal,
p mium, if any, and interest when the same become due, the fu11
ith and credit and taxing powers of the Issuer have been and
are hereby irrevocably pledged.
920703.2 �-3
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Denominations: Exchancte; Resolution. The Bonds aofe
issuable originally only as Global Certificates in the
denomination of the entire principal amount of the issue maturir
on a single date, or, if a portion of said principal i prepaid,
said principal amount less the prepayment. Global Ce ificates
are not exchangeable for fully registered bonds of s aller
denominations except to evidence a partial prepaym t or in
exchange for Replacement Bonds if then available. Replacement
Bonds, if made available as provided below, are 'ssuable solely
as fully registered bonds in the denominations f$5,000 and
integral multiples thereof of a single maturi and are
exchangeable for fu11y registered Bonds of o er authorized
denominations in equal aggregate principal mounts at the
principal office of the Bond Registrar, b only in the manner
and subject to the limitations provided ' the Resolution.
Reference is hereby made to the Resolut' n for a description of
the rights and duties of the Bond Regi rar. Copies of the
Resolution are on file in the princip 1 office of the Bond
Registrar.
Replacement Bonds.
the Issuer in the event that:
(a) the Depository
services for the Bonds,
locate a substitute dep
following the resigna o
eligibility, or
(b) upon a
discretion that
system described
issuance of cer�
any Holder o
adversely af
the Bonds, o
beneficial�
certificat d
�t
(2)
Bonds may be issued by
a11 resign or discontinue its
nd only if the Issuer is unable to
sitory within two (2) months
n or determination of non-
d�termination by the Issuer in its sole
�} the continuation of the book-entry
in the Resolution, which precludes the
ficates (other than Global Certificates) to
than the Depository (or its nominee), might
the interest of the beneficial owners of
that it is in the best interest of the
of the Bonds that they be able to obtain
bonds.
Tr s er. This Bond sha11 be registered in the name of
the payee o the books of the Issuer by presenting this Bond for
registrati to the Bond Registrax, who will endorse his, her or
its name d note the date of registration opposite the name of
the paye in the certificate of registration attached hereto.
Thereaf r this Bond may be transferred by delivery with an
assign nt duly executed by the Holder or his, her or its legal
repres ntatives, and the Issuer and Bond Registrar may treat the
Holde as the person exclusively entitled to exercise all the
rig s and powers of an owner until this Bond is presented with
suc assignment for registration of transfer, accompanied by
as urance of the nature provided by law that the assignment is
g nuine and effective, and until such transfer is registered on
'703 . 2
14
�I�-ay
said books and noted hereon by the Bond Registrar, all subje t to
the terms and conditions provided in the Resolution and to
reasonable regulations of the Issuer contained in any agr ement
with, or notice to, the Bond Registrar. Transfer of this Bond
may, at the direction and expense o£ the Issuer, be su ect to
certain other restrictions if required to qualify thi Bond as
being "in registered form" within the meaning of Sec ion 149(a)
of the federal Internal Revenue Code of 1986, as a�ended.
9 Fees u�on Transfer or Loss. The Bond F�egistrar may
10 require payment of a sum sufficient to cover a tax or other
11 governmental charge payable in connection wit the transfer or
12 exchange of this Bond and any legal or unusu costs regarding
13 transfers and lost Bonds.
14 Treatment of Registered Owner. The Issuer and Bond
15 Registrar may treat the person in whose ame this Bond is
16 registered as the owner hereof for the purpose of receiving
17 payment as herein provided (except as otherwise provided with
18 respect to the Record Date) and for 11 other purposes, whether
19 or not this Bond shall be overdue, nd neither the Issuer nor the
20 Bond Registrar shall be affected notice to the contrary.
21 Authentication. This
22 obligatory for any purpose o�
23 the Certificate of Authentica i
24 by the Bond Registrar.
25 Not Oualltie�
26 not been designated by
27 obligations" for purpo,
28 Internal Revenue Code �
29 qualify for such desic�
ond shall not be valid or become
entitled to any security unless
hereon shall have been executed
The Bonds have
� Issuer as "qualified tax-exempt
of Section 265(b)(3) of the federal
1986, as amended. The Bonds do not
ion.
15
q �'�
�
ON REVERSE OF BOND
2 Date of Pavment Not Business Dav. If the date fo
3 payment of the principal of, premium, if any, or interest n this
4 Bond shall be a Saturday, Sunday, legal holiday or a day on which
5 banking institutions in the City of New York, New York,- or the
6 city where the principal office of the Bond Registrar s located
7 are authorized by law or executive order to close, t en the date
8 for such payment shall be the next succeeding day ich is not a
9 Saturday, Sunday, legal holiday or a day on which such banking
10 institutions are authorized to close, and payme on such date
11 shall have the same force and effect as if mad on the nominal
12 date of payment.
13 RedemDtion. All Bonds of this i ue (the "Bonds")
14 maturing after December 1, 2006, are subj ct to redemption and
15 prepayment at the option of the Issuer o such date and on any
16 day thereafter at a price of par plus crued interest.
17 Redemption may be in whole or in part of the Bonds subject to
18 prepayment. If redemption is in par , those Bonds remaining
19 unpaid may be prepaid in such order of maturity and in such
20 amount per maturity as the City s 11 determine; and if only part
21 of the Bonds having a common mat ity date are called for
22 prepayment, the specific Bonds o be grepaid sha11 be chosen by
23 lot by the Bond Registrar. Bo ds or portions thereof called for
24 redemption shall be due and p yable on the redemption date, and
25 interest thereon shall ceas to accrue from and after the
26 redemption date.
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28
29
30
31
32
33
34
shall be given to the
and to each affected
the Bonds are called
be given by first c a
days prior to the ed
redeemed. In co ect
tion. Mailed notice of redemption
ying agent (if other than a City officer)
der of the Bonds. In the event any of
redemption, written notice thereof will
mail mailed not less than thirty (30)
tion date to each Holder of Bonds to be
with any such notice, the "CUSIP"
Bonds shall be used.
35
36
37
38
39
40
41
42
43
44
45
46
47
or
numbers assiane to the
Sel ction of Bonds for Redem tion. To effect a partial
redemption o Bonds having a common maturity date, the Bond
Registrar s all assign to each Bond having a common maturity date
a distinct've number for each $5,000 of the principal amount of
such Bon . The Bond Registrar shall then selecC by lot, using
such me od of selection as it shall deem proper in its
discre on, from the numbers assigned to the Bonds, as many
numbe as, at $5,000 for each number, shall equal the principal
amou of such Bonds to be redeemed. The Bonds to be redeemed
sha be the Bonds to which were assigned numbers so selected;
pr vided, however, that only so much of the principal amount of
s ch Bond of a denomination of more than $5,000 shall be redeemed
s shall equal $5,000 for each number assigned to it and so
920703.2
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selected_ If a Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the Issuer or Bond
Registrar so requires, a written instrument of transfer in form
satisfactory to the Issuer and Bond Registrar duly executed by
the Holder thereof or his, her or its attorney duly authorized i
writing) and the Issuer shall execute (if necessary) and the on
Registrar shall authenticate and deliver to the Holder of s ch
Bond, without service charge, a new Bond or Bonds of the me
series having the same stated maturity and interest rate and of
any auChorized denomination or denominations, as reque ed by
such Holder, in aggregate principal amount equal to a d in
exchange for the unredeemed portion of the principa of the Bond
so surrendered.
Issuance• Pu ose• General Obli ation This Bond is
one of an issue in the total principal amount f$4,700,000, all
of like date of original issue and tenor, ex pt as to number,
maturity, interest rate, denomination, and edemption privilege,
which Bond has been issued pursuant to an in full conformity
with the Constitution and laws of the St e of Minnesota,
including particularly Minnesota Statut s, Chapter 475 and
Sections 116.19 and 115.46, and the C rter of the Issuer, and
pursuant Co a resolution adopted by e City Council of the
Issuer on April 1, 1998 (the "Resol tion"), for the purpose of
providing money to finance the ac isition, construction and
repair of various improvements t the City's wastewater and storm
water systems. This Bond is pa able out the General Obligation
Bond Debt Service Account of e Sewer Service Enterprise Fund of
the City, to which account h e been pledged gross revenues of
the City's sewer system. T is Bond has been issued to aid in
financing a sewage dispos system or part thereof pursuant to
Minnesota Statutes, Sect'on 115.46. This Bond constitutes a
general obligation of t e Issuer, and to provide moneys for the
prompt and full payme of its principal, premium, if any, and
interest when the sa e become due, the full faith and credit and
taxing powers of th Issuer have been and are hereby irrevocably
pledged.
issuable s
$5,000 and
are exchan
pri
and
the�hts
Reso tion
Req�strar.
920703.2
Denom'natio s• Exchan e• Resolution. The Bonds are
olel as fully registered bonds in the denominations of
i egral multiples thereof of a single maturity and
g ble for fully registered Bonds of other authorized
s in equal aggregate principal amounts at the
office of the Bond Registrar, but only in the manner
t to the limitations provided in the Resolution.
is hereby made to the Resolution for a description of
and duties of the Bond Registrar. Copies of the
are on file in the principal office of the Bond
27
q�-�.y�
4
5
6
10
11
12
13
14
Transfer. This Bond is transferable by the Holder in
person or by his, her or its attorney duly authorized in writing
at the principal office of the Bond Registrar upon presentation
and surrender hereof to the Bond Registrar, all subject to the
terms and conditions provided in the Resolution and to reasona`�le
regulations of the Issuer contained in any agreement with, o
notice to, the Sond Registrar. Thereupon the Issuer shall
execute and the Bond Registrar sha11 authenticate and del' er, in
exchange for this Bond, one or more new fully registered�Bonds in
the name of the transferee (but not registered in blanlv` to
"bearer" or similar designation), of an authorized de omination
or denominations, in aggregate principal amount equa to the
principal amount of this Bond, of the same maturity and bearing
interest at the same rate.
15 Fees u�on Transfer or Loss. The Bon Registrar may
16 require payment of a sum sufficient to cover y tax or other
17 governmental charge payable in connection wi the transfer or
18 exchange of this Bond and any legal or unus al costs regarding
19 transfers and lost Bonds.
20
21
22
23
24
25
26
27
Registrar may treat the person in
registered as the owner hereof for
payment as herein provided {except
reverse side hereof with respect t
other purposes, whether or not th'
neither the Issuer nor the Bond�
notice to the contrary.
ner � The Issuer and Bond
os� name this Bond is
� purpose of receiving
otherwise provided on the
the Record Date) and for all
Bond shall be overdue, and
strar shall be affected by
28 Authentication. T s Bond shall not be valid or become
29 obligatory for any purpose r be entitled to any security unless
30 the Certificate o£ Authent'cation hereon shall have been executed
31 by the Bond Registrar.
32 Not ua ifie Tax- x m t O li ations. The Bonds have
33 not been designated b the Issuer as qualified tax-exempt
34 obligations" for pur oses of Section 265(b)(3) of the federal
35 Internal Revenue Co e of 1986, as amended. The Bonds do not
36 qualify for such signation.
m
qY-a��
fiXHIBITS
Exhibit A - Proposals
920703.2
Councii Fiie # 1 b ay3
A ����.e 1 i y � (�� '
� � � l�\ � ` � 5y � C>reenSheet# `�'���`"1
O��VilV�� RESOLUTION� � �,����j1,`�,w, ts, a-�,a-�
n �, , ClTY OF SAINT PAUL, MlNNESOI'A /�
Prese�ted By
Referred To
Committee: Date
1 ACCEPTING PROPOSAI, ON SALE OF
2 $4,700,000 GENERAL OBLIGATION SEWER REVENUE
3 BONDS, SERIES 1998E, AND
4 PROVIDING FOR THEIR ISSUANCE
5 WHEREAS, the Director, Office of Financial Services,
6 has presented proposals received for the sale of $4,700,000
7 General Obligation Sewer Revenue Bonds, Series 1998E (the
8 "Bonds"l, of the City of Saint Paul, Minnesota (the "City"); and
9 WHEREAS, the proposals set forth on Exhibit A attached
10 hereto were received pursuant to the Terms of Proposal at the
11 offices of Springsted Incorporated at 10:30 A.M., Central Time,
12 this same day; and
13 WHEREAS, the Director, Office of Financial Services,
14 has advised this Council that the proposal of
15 U S ��.v�� r �r�c. was found to be the most
16 advantageous a d has recommended that said proposal be accepted;
17 and
18 WHEREAS, the proceeds of the Boncts will finance various
19 improvements to the City's wastewater and storm water systems
20 (the "Improvements"}, for which the City is proceeding pursuant
21 to its Charter and Minnesota Statutes, Chapter 475 and Sections
22 116.19 and 115.46, with any excess to be used for any other
23 purpose permitted by law; and
9207�3.2
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5
6
7
8
10
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12
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17
18
19
20
21
22
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24
WHEREAS, the Bonds will provide money
part of the costs of the abatement of combined
of making improvements to any utility required
abatement; and
to pay a11 or
sewer overflow and
to effect the
WFIEREAS� the City has heretofore issued registered
obligations in certificated form, and incurs substantial costs
associated with their printing and issuance, and substantial
continuing transaction costs relating to their payment, transfer
and exchange; and
WHEREAS, the City has determined that significant
savings in transaction costs will result from issuing bonds in
"global book-entry form", by which bonds are issued in
certificated form in large denominations, registered on the books
of the City in the name of a depository or its nominee, and held
in safekeeping and immobilized by such depository, and such
depository as part of the computerized national securities
clearance ancl settlement system (the "National System") registers
transfers of ownership interests in the bonds by making
computerized book entries on its own books and distributes
payments on the bonds to its Participants shown on its books as
the ownere of such interests; and such Participants and other
banks, brokers and dealers participating in the National System
will do likewise (not as agents of the City) if not the
beneficial owners of the bonds; and
25 WHEREAS, "Participants" means those financial insti-
26 tutions for whom the Depository effects book-entry transfers and
27 pledges of securities deposited and immobilized with the
28 Depository; and
29 WHEREAS, The Depository Trust Company, a limited
30 purpose trust company organi2ed under the laws of the State of
31 New York, or any of its successors or successors to its functions
32 hereunder (the "Depository"), will act as such depository with
33 respect to Che Bonds except as set forth below, and the City has
34 heretofore delivered a letter of representations tthe "Letter of
35 Representations"} setting forth various matters relating to the
36 Depository and its role with respect to the Bonds; and
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38
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40
41
42
43
44
WHEREAS, the City will deliver the Bonds in the form of
one certificate per maturity, each representing the entire
principal amount of the Bonds due on a particular maturity
(each a"Global Certificate"), which single certificate per
maturity may be transferred on the City's bond register as
required by the Uniform Commercial Code, but not exchanged
smaller denominations unless the City determines to issue
Replacement Bonds as grovided below; and
date
for
�5 WHEREAS, the City will be able to replace the
26 Depository or under certain circumstances to abandon the "global
92�7a3.2 2
qg--a4 3
1 book-entry form" by permittiag the Global Certificates to be
2 exchanged for smaller denominations typical of ordinary bonds
3 registered on the City's bond register; and "Replacement Bonds"
4 means the certificates representing the Bonds so authenticatecl
5 and delivered by the Bond Registrar pursuant to paragraphs 6 and
6 12 hereof; and
7 WHEREAS, "Holder" as used herein means the person in
8 whose name a Bond is registered on the registration books of the
9 City maintained by the registrar appointed as provided in
lo paragraph S(the "Bond Registrar"); and
11 WHEREAS, gross revenues (the "Revenues" as defined in
12 the City's Resolution No. 88-835, adopted May 24, 1988, being
13 referred to herein as the "General Resolution") of the City's
14 storm and sanitary sewer systems, including all piping, pumps,
15 valves, maintenance equipment and buildings, improvements and
16 real and personal property used in connection therewith, and al1
17 funds, accounts, contract rights, permits, authorization,
18 approach and intangibles related thereto (the "Sewer System"),
19 have been pledged to the payment of the City's Sewer Revenue
20 Bonds, Series 1988A, and Sewer Revenue Refunding Bonds, Series
21 1993 (the "Revenue Bonds"), and under the General Resolution the
22 pledge of Revenues to the payment of the Bonds is required to be
23 junior and subordinated to the pledge to the Revenue Bonds; and
24 WIiEREAS, the City has heretofore issued to the PFA its
25 General Obligation Sewer Revenue Note of 1993 (the "1993 Note"),
26 General Obligation Sewer Revenue Note of 1994 (the "1994 Note"),
27 General Obligation Sewer Revenue Note of 1995 (the "1995 Note"),
28 General Obligation Sewer Revenue Note of 1996 (the "1996 Note"),
29 and General Obligation Sewer Revenue Note of 1997 (the "1997
30 Note") and under the resolutions authorizing the issuance of the
31 1993 Note, 1994 Note, 1995 Note, 1996 Note and 1997 Note the
32 pledge of Revenues to the payment of the Bonds may be on a parity
33 of lien with the pledge to the 1993 Note, 1994 Note, 1995 I3ote,
34 1996 Note and 1997 Note; and
35 WHEREAS, the 1993 Note, 1994 Note, 1995 Note, 1996 Note
36 and 1997 Note are collectively referred to herein as the "PFA
37 Notes"; and
38 WHEREAS, Rule 15c2-12 of the Securities and Exchange
39 Commission prohibits "participating underwriters" from purchasing
40 or selling the Bonds unless the City undertakes to provide
41 certain continuing disclosure with respect to the Bonds; and
42 WHEREAS, pursuant to Minnesota Statutes, Section
43 475.60, Subdivision 2(9), public sale requirements do not apply
44 to the Bonds if the City retains an independent financial advisor
45 and determines to sell the Bonds by private negotiation, and the
46 City has instead authorized a competitive sale without
92D703.2 3
�g a�-t3
publication of notice thereof as a form of private negotiation;
and
3 WHEREAS, proposals for
4 Springsted Incorporated pursuant
5 Terms of Proposal therein:
6
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1. 8
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ao
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the Bonds have been solicited by
to an Official Statement and
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of Saint Paul, Minnesota, as follows:
1. Acceptance of Proposal. The proposal of U.S.
Bancorp., Inc. (the "Purchaser"), to purchase $4,700,000 General
Obligation Sewer Revenue Bonds, Series 1998E, of the City (the
"Bonds", or individually a"Sond"}, in accordance with the Terms
of Proposal for the bond sale, at the rates of interest set forth
hereinafter, and to pay for the Bonds the sum of $4,639,910.40,
plus interest accrued to settlement, is hereby found, determined
and declared to be the most favorable proposal received and is
hereby accepted, and the Bonds are hereby awarded to the
Purchaser. The Director, Office of Financial Services, or his
designee, is directed to retain the deposit of the Purchaser and
to forthwith return to the others making proposals their good
faith checks or drafts.
2. Title: Oricrinal Tssue Date: Denominations:
Maturities. The Boncls shall be titled "General Obligation Sewer
Revenue Bonds, Series 1998E", shall be dated April 1, 1998, as
the date of original issue and shall be issued forthwith on or
after such date as fully registered bonds. The Bonds shall be
numbered from R-1 upward. G1oba1 Certificates sha11 each be in
the denomination of the entire principal amount maturing on a
single date, or, if a portion of said principal amount is
prepaid, said principal amount less the prepaymenC. Replacement
Bonds, if issued as provided in paragraph 6, shall be in the
denomination of $5,000 each or in any integral multiple thereof
of a single maturity. The Sonds shall mature on December 1 in
the years and amounts as follows:
Y ar
1999
20�0
2001
2002
2003
2004
2�05
2006
Amount
Year
Amount
920703.2
$155,000
16a,��0
165,000
175,000
180,000
190,000
195,000
205,000
2007
2��8
2009
2010
2011
2012
2a13
2018
0
$ 215,000
220,OQ0
230,000
240,000
250,000
265,000
275,OOQ
1,580,000
�U r �� /
4
5
6
7
8
1D
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
;s
3. Purpose. The Bonds shall provide funds for the
construction of various improvements to the City's wastewater and
storm water systems (the "Improvements"?. The Bonds are issued
to aid in financing a sewage disposal system or part thereof
pursuant to Minnesota Statutes, Section 115.46. The proceeds of
the Bonds shall be deposited and used as provided in paragraph
17, and any excess moneys shall be clevoted to any other purpose
permitted by law. The total cost of the Improvements, which
shaI1 include a11 costs enumerated in Minnesota Statutas, Section
a75.65, is estimated to be at least equal to the amount of the
Bonds. Work on the Improvements shall proceed with due diligence
to completion.
4. Interest. The Bonds shall bear interest payable
semiannually on June 1 and December 1 of each year (each, an
°Interest Payment Date"), commencing December 1, 1998, calculated
on the basis of a 3&0-day year of twelve 3Q-day months, at the
respective rates per annum set forth opposite the maturity years
as follows:
Maturity Year Interest Rate Maturity Year Interest Rate
1999
2000
2001
2002
2003
2�04
2005
2006
3.70%
3.90
4.10
4.15
4.20
4.3�
4.40
4.45
2Q07
2008
2009
2010
2011
2012
2013
2015
4.50%
4.55
4.65
4.75
4.85
4.95
5.00
5.00
5. Description of the Global Certificates and Global
Book-Entry System. Upon their original issuance the Bonds will
be issued in the form of a single Global Certificate for each
maturit�r, deposited with the Depository by the Purchaser and
immobilized as provided in paragraph 6. No beneficial owners of
interests in the Bonds wi11 receive certificates representing
their respective interests in the Bonds except as provided in
paragraph 6. Except as so provided, during the term of the
Bonds, beneficial ownership (and subsequent transfers of
beneficial ownership) of interests in the Global Certificates
will be reflected by book entries made on the records of the
Depository and its Participants and other banks, brokers, and
dealers participating in the National System. The Depository's
book entries of beneficial ownership interests are authorized to
be in increments of $5,000 of principal o£ the Bonds, but not
smaller increments, despite the larger authorized denominations
of the Global Certificates. Payment of principal of, premium, if
any, and interest on the Global Certificates will be made to the
Bond Registrar as paying agent, and in turn by the Bond Registrar
920�03.2
q �-a� 3
1 to the Depository or its nominee as registered owner of the
2 Global Certificates, and the Depository according to the laws and
3 rules governing it wi11 receive and forward payments on behalf of
4 the beneficial owners of the Global Certificates.
Payment of principal of, premium, if any, and interest on a
Global Certificate may in the City's discretion be made by such
other method of transferring funds as may be requested by the
Holder of a Global Certificate.
10
11
12
13
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17
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19
20
21
22
23
24
25
26
�
Pursuant to
27
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the request of the Purchaser to the Depository, which raquest is
required by the Terms of Proposal, immediately upon the original
delivery of the Bonds the Purchaser will deposit the Global
Certificates representing all of the Bonds with the Depository.
The Global Certificates shall be in typewritten form or otherwise
as acceptable to the Depository, shall be registered in the name
of the Depository or its nominee and shall be held immobilized
from circulation at the offices of the Depository on behalf of
the Purchaser and subsequent bondowners. The Depository or its
nominee will be the sole holder of record of the Global
Certificates and no investor or other party purchasing, selling
or otherwise transferring ownership of interests in any Bond is
to receive, hold or deliver any bond certificates so long as the
Depository holds the Global Certificates immobilized from
circulation, except as provided below in this paragraph and in
paragraph 12.
Certificates evidencing the Bonds may not after their
original delivery be transferred or exchanged except:
(i} Upon registration of transfer of ownership of a
Global Certificate, as provided in paragraph 12,
31 (ii) To any successor of the Depository (or its
32 nominee) or any substitute depository (a '�substitute
33 depository") designated pursuant to clause (iii) of this
34 subparagraph, provided that any successor of the Depository
35 or any substitute degository must be both a"clearing
36 corporation" as defined in the Minnesota Uniform Commercial
37 Code at Minnesota Statutes, Section 336.8-102, and a
38 qualified and registered "clearing agency" as provided in
39 Section 17A of the Securities Exchange Act of 1934, as
�0 amended,
E1 (iii} To a substitute depository designated by and
2 acceptable to the City upon (a) the determination by the
3 Depository that the Bonds shall no longer be eligible for
4 its depository services or (b) a determination by the City
5 that the Depository is no longer able to carry out its
5 functions, provided that any substitute depository must be
920703.2
� � - �-�.�
qualified to act as such, as provided in clause tii? of this
subparagraph, or
3
a
(iv) To those persons to whom transfer is requested
in written transfer instructions in the event that:
5 (a} the Depository shall resign or discontinue
6 its services for the Bonds and the City is unable to
7 locate a substitute depository within two (2) months
8 following the resignation or determination of non-
9 eligibility, or
io
11
12
13
14
15
16
17
18
(b1 upon a determination by the City in its sole
discretion that (1) the continuation of the book-entry
system described herein, which precludes the issuance
of certificates (other than Global Certificates) to any
Aolder other than the Depository (or its nominee),
might adversely affect the interest of the beneficial
owners o£ the Bonds, or (2) that it is in the best
interest of the beneficial owners of the Bonds that
they be ahle to obtain certificated bonds,
19 in either of which events the City shall notify Holders of
20 its determination and of the availability of certificates
21 (the "Replacement Bonds") to Aolders requesting the same and
22 the registration, transfer and exchange of such Bonds will
23 be conducted as provided in paragraphs 9B and 12 hereof.
z�
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In the event of a succession of the Depository as may
be authorized by this paragraph, the Bond Registrar upon
presentation of Global Certificates sha11 register their trans�er
to the substitute or successor depository, and Che substitute or
successor depository shall be treated as the Depository for all
purposes and £unctions under this resolution. The Letter of
Representations sha11 not apply to a substitute or successor
depository unless the City and the substitute or successor
depository so agree, and a similar agreement may be entered into.
Redemption.
(a) Optional Redemption. All Bonds maturing after
December 1, 2006, shall be subject to redemption and prepayment
at the option of the City on such date and on any day thereafter
at a price of par plus accrued interest. Redemption may be in
whole or in part of the Bonds subject to prepaymenC. If
redemption is in part, those Bonds remaining unpaid may be
prepaid in such order of maturity and in such amount per maturity
as the City shall determine (treating amounts scheduled for
mandatory redemption as maturities); and if only part of the
Bonds having a common maturity date are called for prepayment,
the Global Certificates may be prepaid in $5,000 increments of
920703.2
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1 principal and, if applicable, the specific Replacement Bonds to
2 be prepaid shall be chosen by lot by the Bond Registrar.
3 (b) Scheduled Mandatorv Redemption. Term Bonds
4 the year 2018 are subject to redemption and prepayment
5 December 1 in the years 2014 through 2017, inclusive,
6 of par plus accrued interest, without premium, in the
amounts set forth below:
Year
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10
11
12
13
2014
2015
2016
2017
2018
Amount
$290,000
300,�00
315,000
330,000
345,000 (Maturity)
maturing in
on each
at a price
years and
14 (c) Due Date. Bonds or portions thereof called for
15 redemption shall be due and payable on the redemption date, and
16 interest thereon shall cease to accrue from and after the
17 redemption date.
18 (d} Notation on Global Certificate. Upon a reduction in
19 the aggregate principal amount of a Global Certificate, the
20 Holder may make a notation of such redempCion on the panel
21 provided on the Global Certificate stating the amount so
22 redeemed, or may return the Global Certificate to the Bond
23 Registrar in exchange for a new Global Certificate authenticated
24 by the Bond Registrar, in proper principal amount. Such
25 notation, if made by the Holder, sha11 be for reference on1y, and
26 may not be relied upon by any other person as being in any way
27 determinative of the principal amount of such Global Certificate
28 outstanding, unlesa the Bond Registrar has signed the appropriate
29 column o£ the panel. �
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(e? Selection of Replacement Bonds. To effect a partial
redemption of Replacement Bonds having a common maturity date,
the Bond Registrar prior to giving notice of redemption shall
assign to each Replacement Bond having a common maturity date a
distinctive number for each $5,000 of the principal amount of
such Replacement Bond. The Sond Registrar sha11 then select by
lot, using such method oP selection as it shall deem proper in
its discretion, from the numbers so assigned to such Replacement
Bonds, as many numbers as, at $5,000 for each number, shall equal
the principal amount of such Replacement Bonds to be redeemed.
The Replacement Bonds to be redeemed shall be the Replacement
Bonds to which were assigned numbers so selected; provided,
however, that only so much of the principal amount of each such
Replacement Bond of a denomination of more than $5,000 shall be
redeemed as shall equal $5,000 for each numbar assigned to it and
so selected.
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(f) Partial Redemption Qf Re�lacement Bonds. I£ a
Replacement Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the City or Bond
Registrar so requires, a written instrument of transfer in £orm
satisfactory to the City and Bond Registrar duly executed by the
Holder thereof or his, her or its attorney duly autharized in
writing) and the City sha11 execute (if necessary) and the Bond
Reqistrar sha11 authenticate and deliver to the Holder of such
Replacement Bond, without service charge, a new Replacemen� Bond
or Bonds of the same series having the same stated maturity and
interest rate and of any authorized denomination or
denominations, as requested by such Holder, in aggregate
principal amount equal to and in exchange for the unredeemed
portion of the principal of the Bond so surrendered.
(g) Request for Redem�tion. The Bond Registrar shall call
Bonds for redemption and payment as herein provided upon receipt
by the Bond Registrar at least forty-five (45) days prior to the
redemption date of a request of the City, in written form if the
Bond Registrar is other than a City officer. Such request shall
specify the principal amount of Bonds to be called for redemption
and the redemption date.
{h) Notice. Mailed notice of redemption shall be given
the paying agent (if other than a City officer) and to each
affected Holder. If and when the City shall call any of the
Bonds for redemption and payment prior to the stated maturity
thereof, the Bond Registrar shall give written notice in the
of the City of its intention to redeem and pay such Bonds at
office of the Bond Registrar. Notice of redemption shall be
to
name
the
given by first class mail, postage prepaid, mailed not less than
thirty (30? days prior to the redemption date, to each Holder of
Bonds to be redeemed, at the address appearing in the Bond
Register. Al1 notices of redemption shall state:
(i)
(ii)
The redemption date;
The redempCion price;
35 (iii) If less than all outstanding Bonds are to be
36 redeemed, the identiPication tand, in the case of partial
37 redemption, the respective principal amounts) of the Bonds
38 to be redeemed;
39 (iv) That on the redemption date, the redemption price
4o will become due and payable upon each such Bond, and that
41 interest thereon shall cease to accrue from and after said
42 date; and
43 (v) The place where such Bonds are to be surrendered
44 for payment of the redemption price (which shall be the
45 office of the Bond Registrar).
920703.2 9
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(i) Natice to Depasitorv. Notices to The Depository Trust
Company or its nominee shall contain the CUSIP numbers of the
Bonds. If there are any Holders of the Bonds other than the
Depository or its nominee, the Bond Registrar shall use its best
efforts to deliver any such notice to the Depository on the
business day next preceding the date of mailing of such notice to
all other Holders.
8. Bond ReQistrar. First Trust National Association,
in Saint Paul, Minnesota, is appointed to act as bond registrar
and transfer agent with respect to the Bonds (the "Bond
Registrar"), and shall do so unless and until a successor Bond
Registrar is duly appointed, all pursuant to any contract the
City and Bond Registrar shall execute which is consistent
herewith. A successor Bond Registrar shall be an officer of the
City or a bank or trust company eligible for designation as bond
registrar pursuant to Minnesota Statutes, Chapter 475, and may be
appointed pursuant to any contract the City and such successor
Bond Registrar shall execute which is consistent herewith. The
Bond Registrar shall also serve as paying agent unless and until
a successor paying agent is duly appointed. Principal and
interest on the Bonds shall be paid to the Aolders (or record
holdersl of the Bonds in the manner set forth in the forms of
Bond and paragraph 14 of this resolution.
9. Forms of Bond. The Bonds sha11 be in the form of
Global Certificates unless and until Replacement Bonds are made
available as provided in paragraph 6. Bach form of bond may
contain such additional or different terms and provisions as to
the form of payment, record date, notices and other matters as
are consistent with the Letter of Representations and approved by
the City Attorney.
31 A. Global Certificates. The Global Certi£icates,
32 together with the Certificate of Registration, Che Register of
33 Partial Payments, the form of Assignment and the registration
34 information thereon, shall be in substantially the following form
35 and may be typewritten rather than printed:
42�703.2
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UNITED STATES.OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
b GENERAL OBLIGATION SEWER REVENUE
� BOND, SERIES 1998E
8 INTEREST
9 RATE
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MATURITY
DATE
December 1,
REGISTERED OWNER:
PRINCIPAL AMOUNT:
CUSIP
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, Ramsey County, Minnesota (the "ISSUer" or "City"),
certifies that it is indebted and for value received promises to
pay to the registered owner specified above or on the certificate
of registration below, or registered assigns, in the manner
hereinafter set forth, the principal amount specified above, on
the maturity date specified above, unless called for earlier
redemption, and to pay interest thereon semiannually on June 1
and December 1 of each year (each, an "Interest Payment Date"),
commencing December 1, 1998, at the rate per annum specified
above (calculated on the basis of a 360-day year of twelve 30-day
months) until the principal sum is paid or has been provided for.
This Bond will bear interest from the most recent Interest
Payment Date to which interest has been paid or, if no interest
has been paid, from the date of original issue hereof. The
principal of ancl premium, if any, on this Bond are payable in
same-day funds by 2:30 p.m., Eastern time, upon presentation and
surrender hereof at the principal office of
in , Minnesota (the "Bond Registrar"), acting as
paying agent, or any successor paying agent duly appointed by the
Issuer; provided, however, that upon a partial redemption of this
Bond which results in the stated amount hereof being reduced, the
Holder may in its discretion be paid without presentation of this
Bond, which payment shall be received no later than 2:30 p.m.,
Eastern time, and may make a notation on the panel provided
herein of such redemption, stating the amount so redeemed, or may
return the Bond to the Bond Registrar in exchange for a new Bond
in the proper principal amount. Such notation, if made by the
Holder, shall be for reference on1y, and may not be relied 'upon
by any other person as being in any way determinative of the
principal amount of this Bond outstanding, unless the Bond
DATE OF
ORIGINAL ISSUE
April 1, 1998
920703.2 �-�-
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Registrar has signed the appropriate column of the panel.
Interest on this Bond will be paid on each Interest Payment Date
in same-day £unds by 2:30 p.m., Eastern time, to the person in
whose name this Bond is registered (the "Holder" or "Bondholder")
on the registration books of the Issuer maintained by the Bond
Registrar and at the address appearing thereon at the close of
business on the fifteenth day of the calendar month preceding
such Interest Payment Date (the "Regular Record Date"). Interest
payments shall be received by the Holder no later than 2:30 p.m.,
Eastern time; and principal and premium payments shall he
received by the Holder no later than 2:30 p.m., Eastern time, if
the Bond is surrendered for payment enough in advance to permit
payment to be made by such time. Any interest not so timely paid
shall cease to be payable to the person who is the Holder hereof
as of the Regular Record Date, and shall be payable to the person
who is the Holder hereof at the close of business on a date (the
"Special Record Date") fixed by the Bond Reqistrar whenever money
becomes available for payment of the defaulted interest. Notice
of the Special Record Date shall be given to Bondholders not less
than ten days prior to the Special Record Date. The principal, of
and premium, if any, and interest on this Bond are payable in
lawful money of the United States of America.
23 Date of Pavment Not Business Dav. If the date for
24 payment of the principal of, premium, if any, or interest on this
25 8ond shall be a Saturday, Sunday, 1ega1 holiday or a day on which
26 banking institutions in the City o£ New York, New York, or the
27 city where the principal office of the Bond Registrar is located
28 are authorized by law or executive order to close, then the date
29 for such payment shall be the next succeeding day which is not a
30 Saturday, Sunday, legal holiday or a day on which such banking
31 institutions aze authorized to close, and payment on such date
32 shall have the same force and effect as if made on the nominal
33 date of payment.
34 Optional Redemotion. All Bonds of this issue ithe
35 "Bonds") maturing after December 1, 2006, are subject to
36 redemption and prepayment at the option of the Issuer on such
37 date and on any day thereafter at a price of par plus accrued
38 interest. Redemption may be in whole or in part of the Bonds
39 subject to prepayment. If redemption is in part, those Bonds
40 remaining unpaid may be prepaid in such order of maturity and in
41 such amount per maturity as the City shall determine (treating
42 amounts scheduled for mandatory redemption as maturities); and if
43 only part of the Bonds having a common maturity date are called
44 for prepayment, this Bond may be prepaid in $5,006 increments of
45 principal.
46 Scheduled Mandatory Redemption. The Bonds maturing in
47 the year 2018 shall be redeemed and prepaid on each December 1 in
48 the years 2014 through 2017, inclusive, at a price of par plus
s2o�os.z 12
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1 accrued interest, without premium, in the years and amounts set
2 forth below:
3
4
5
6
Year
2014
2015
2016
2017
2018
Amount
$290,000
300,000
315,000
330,000
345,000
9 Due Date. Bonds or portions
10 re@emption sha11 be due and payable on
11 interest thereon shall cease to accrue
12 redemption date.
tMaturity)
thereof called for
the redemption date, and
from and after the
13 Notice of Redemption. Mailed notice of redemption
14 shall be given to the paying agent (if other than a City officer}
15 and to each affected Holder of the Bonds. In the event any of
16 the Bonds are called for redemption, written notice thereof will
17 be given by first class mail mailed not less than thirty (30�
18 days prior to the redemption date to each Iiolder of Bonds to be
19 redeemed. In connection with any such notice, the "CUSIP"
20 numbers assigned to the Bonds shall be used.
21 Re_placement or Notation of Sonds after Partial
22 Redemption. Upon a partial redemption of this Bond which results
23 in the stated amount hereof being reduced, the Holder may in its
24 discretion make a notation on the panel provided herein of such
25 redemption, stating the amount so redeemed. Such notation, if
26 made by the Aolder, sha11 be for reference only, and may not be
27 relied upon by any other person as being in any way determinative
28 of the principal amount of the Bond outstanding, unless the Bond
29 Registrar has signed the appropriate column of the panel.
30 Otherwise, the Holder may surrender this Bond to the Bond
31 Registrar (with, if the Issuer or Sond Registrar so requires, a
32 written instrument of transfer in form satisfactory to the Issuer
33 and Bond Registrar duly executed by the Holder Chereof or his,
34 her or its attorney duly authorized in writing? and the Issuer
35 shall execute (if necessary) and the Bond Registrar shall
36 authenticate and deliver to the Holder of such Bond, without
37 service charge, a new Bond of the same series having the same
38 stated maturity and interest rate and of the authorized
39 denomination in aggregate principal amount equal to and in
�0 exchange for the unredeemed portion of the principal of the Bond
�l so surrendered.
2 Issuance: Purbose; General Obligation. This Bond is
3 one af an issue in the total principal amount of $4,700,000, all
4 oP like date of original issue and tenor, except as to number,
5 maturity, interest rate, denomination, and redemption privilege,
5 which Bond has been issued pursuant to and in full conformity
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with the Constitution and laws of the State o£ Minnesota,
including particularly Minnesota Statutes, Chapter 475 and
Sections 116.19 and 115.46, and the Charter of the Issuer, and
pursuant to a resolution adopted by the City Council of the
Sssuer on April l, 1998 (the "Resolution"), for the purpose of
providing money to finance the acquisition, construction and
repair of various improvements to the City's wastewater and sCorm
water systems. This Bond is payable out of the General
Obligation Bond Debt Service Account of the Sewer Service
Enterprise Fund of the City, to which account have been pledged
net revenues of the City's sewer system. This Bond has been
issued to aid in financing a sewage disposal system or part
thereof pursuant to Minnesota Statutes, Section 115.46. This
Bond constitutes a general obligation of the Issuer, and to
provide moneys for the prompt and full payment of its principal,
premium, if any, and interest when the same become due, the £ull
faith and credit and taxing powers of the Issuer have been and
are hereby irrevocably pledged.
Denominations; Exchanqe; Resolution. The Bonds are
issuable originally only as Global Certificates in the
denomination of the entire principal amount of the issue maturing
on a single date, or, if a portion of said principal is prepaid,
said principal amount less the prepayment. Global Certificates
are not exchangeable for fully registered bonds of smaller
denominations except to evidence a partial prepayment or in
exchange for Replacement Bonds if then available. Replacement
Bonds, if made available as provided below, are issuable solely
as fully registered bonds in the denominations of $5,000 and
integral multiples thereof of a single maturity and are
exchangeable for fully registered Bonds of other authorized
denominations in equal aggregate principal amounts at the
principal office of the Sond Registrar, but only in the manner
and subject to the limitations provided in the Resolution.
Reference is hereby made to the Resolution for a description of
the rights and duties of the Bond Registrar. Copies of the
Resolution are on file in the principal office of the Bond
Registrar.
Re.placement Sonds. Replacement Bonds may be issued by
the Issuer in the event that:
(a) the Depository shall resign or discontinue its
services for the Sonds, and only if the Issuer is unable to
locate a substitute depository within two (2) months
following the resignation or determination of non-
eligibility, or
(b) upon a determination by the Issuer in its sole
discretion Chat (1) the continuation of the book-entry
system described in the Resolution, which precludes the
issuance of certificates (other than Global Certificates) to
920703.2
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any Holder other than the Depository (or its nominee), might
adversely affect the interest of the beneficial owners of
the Bonds, or (2) that it is in the best interest of the
beneficial owners of the Bonds that they be able to obtain
certificated bonds.
Transfer. This Bond shall be registered in the name of
the payee on the books of the Issuer by presenting this Bond for
registration to the Bond Registrar, who will endorse his, her or
its name and note the date of registration opposite the name of
the payee in the certificate of registration attached hereto.
Thereafter this Bond may be transferred by delivery with an
assignment duly executed by the Aolder or his, her or its legal
representatives, and the Issuer and Bond Registrar may treat the
Holder as the person exclusively entitled to exercise all the
rights and powers of an owner until this Sond 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 registered on
said books and noted hereon by the Bond Registrar, all subject to
the terms and conditions provided in the Resolution and to
reasonable regulations of the Issuer contained in any agreement
with, or notice to, the Bond Registrar. Transfer of this Bond
may, at the direction and expense of the Tssuer, be subject to
certain other restrictions if required to qualify this Bond as
being "in registered form" within the meaning of Section 149(a)
of the federal Internal Revenue Code of 1986, as amended.
27 Fees unon Transfer or Loss. The Bpnd Registrar may
28 require payment of a sum sufficient to cover any tax or other
29 governmental charge payable in connection with the transfer or
30 exchange of this Sond and any legal or unusual costs regarding
31 transfers and lost Bonds.
32 Treatment of Registered Owner. The Issuer and Bond
33 Registrar may treat the person in whose name this Bond is
34 registered as the owner hereof for the purpose of receiving
35 payment as herein provided (except as oCherwise provided with
36 respect to the Record Date) and for all other purposes, whether
37 or not this Sond sha11 be overdue, and neither the Issuer nor the
38 Bond Registrar shall be affected by notice to the contrary.
39 Authentication This Bond shall not be valid or become
40 obligatory for any purpose or be entitled to any security unless
41 the Certificate of Authentication hereon sha11 have been executed
42 by the Bond Registrar.
43 Not Oualified Tax-Exem_pt Obliaations. The Bonds have
44 not been designated by the Issuer as '�qualified tax-exempt
45 obligations" for purposes of Section 265(b)(3) of the federal
46 Internal Revenue Code of 1986, as amended. The Bonds do not
47 qualify for such designation.
920703,2 ].5
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IT IS HEREBY CERTIFIED AND RECITED that al1 acts,
conditions and things required by the Constitution and laws of
the State of Minnesota and the Charter of the Issuer to be done,
to happen and to be performed, precedent to and in the issuance
of this Bond, have been done, have happened and have been
performed, in regular and due form, time and manner as required
by law; that the City has covenanted and agreed with the holder
of this Bond that it wi11 impose and collect charges £or the
service, use and availability of and connection to its municipal
sewer system at the times and in amounts necessary to produce
gross revenues adequate to pay all principal and interest when
due on this Bond; 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 principal of and interest on
this Bond as they respectively become due, if the gross revenues
from said municipal sewer system and any other revenues
irrevocably appropriated to said General Obligation Bond Debt
Service Account are insufficient therefor; and that this Bond,
together with all other debts of the Issuer outstanding on the
date of original issue hereof and on the date of its issuance and
delivery to the original purchaser, does not exceed any
constitutional or statutory or Charter limitation of
indebtedness.
25 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey
26 County, Minnesota, by its City Council has caused this Bond to be
27 executed on its behalf by the photocopied facsimile signature of
2& its Mayor, attested by the photocopied facsimile signature of its
29 Clerk, and countersigned by the photocopied facsimile signature
30 of its Director, Office of Financial Services, the official seal
31 having been omitted as permitted by law.
92D703.2 �-6
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Date of Registration:
Registrable by:
5 BQND REGISTRAR'S
6 CERTIFICATE OF
7 AUTHENTICATIOI3
8 This Bond is one of the
9 Bonds described in the
10 Resolution mentioned
11 within.
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15 Bond Registrar
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By
Authorized Signature
Payable at:
CITY OF SAII3T PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
21 General Obligation Sewer Revenue Bond, Series 1998E, No. R-
920703.2
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CERTSFICATE OF REGISTRATION
The transfer of ownership of the principal amount of the attached
Hond may be made only by the registered owner or his, her or its
legal representative last noted below.
DATE OF
REGISTRATION
REGISTERED OWNER
SIGNATURE OF
BOND REGISTRP.R
920703.2
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REGISTER OF PARTIAL PAYMENTS
2 The principal amount of the attached Bond has been prepaid on the
3 dates and in the amounts noted below:
y Signature of Signature of
5 Date Amount Bondholder Bond Reaistrar
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22 If a notation is made on this register, such notation has the
23 effect stated in the attached Bond., Partial payments do not
24 require the presentation of the attached Bond to the Bond
25 Registrar, and a Holder could fail to note the partial payment
?6 here.
92�703.2 �-9
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ABBREVIATIONS
The following abbreviations, when used in the inscrigtion on
the face of this Bond, sha11 be construed as though they were
written out in full according to applicable laws or regulations:
5 TEN COM
6 TEN ENT
7 JT TEN
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9 UTMA -
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- as tenants in common
- as tenants by the entireties
- as joint tenants with right of survivorship
and not as tenants in common
as custodian for
(Cust? (Minor)
under the Uniform Transfers to Minors Act
(State)
Additianal abbreviations may also be used
though not in the above list.
92�703.2 z 0
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AS S IGNMEN`P
2 For value received, the undersigned hereby sells,
3 assigns and transfers unto
4 the attached Bond and does
5 hereby irrevocably constitute and appoint
y attorney to transfer the Bond on the
7 books kept for the registration thereof, with full power of
8 substitution in the premises.
9 Dated:
10 Notice: The assignor's signature to this
11 assignment must correspond with the name
12 as it appears upon the face of the
13 attached Bond in every particular,
14 without alteration or any change
15 whatever.
16 Signature Guaranteed:
17
18 Signature(s} must be guaranteed by a national bank or trust
19 company or by a brokerage firm having a membership in one of the
20 major stock exchanges or any other "Eligible Guarantor
21 Institution" as defined in 17 CFR 240.17Ad-15(a)(2).
22 The Bond Registrar will not effect transfer of this
23 Bond unless the information concerning the transferee requested
24 below is provided.
25 Name and Address:
26
27
28
29
36
(Include information for all joint
owners if the Bond is held by joint
accoun�.)
s2o�oa.z 2 1
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1 B. Renlacement Bonds. If the City has notified
2 Holders that Replacement Bonds have been made available as
3 provided in paragraph 6, then for every Bond thereafter
4 transferred or exchanged (including an exchange to reflect the
5 partial prepayment of a Global Certificate not previously
6 exchanged for Replacement Bonds) the Bond Registrar shall deliver
7 a certificate in the form of the Replacement Bond rather than the
8 Global Certificate, but the Holder of a Global Certificate shall
9 not otherwise be required to exchange the Global Certificate for
10 one or more Replacement Bonds since the City recognizes that some
11 beneficial owners may prefer the convenience of the Depository's
12 registered ownership of the Bonds even though the entire issue is
13 no longer required to be in global book-entry form. The
14 Replacement Bonds, together with the Bond Registrar's Certificate
15 of Authentication, the form of Assignment and the registration
16 information thereon, shall be in substantially the following
17 form:
920703.2 2 2
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1
UNITED STATES OF AMERICA
2 STATE OF MINNESOTA
3 RAMSEY COUNTY
4 CITY OF SAINT PAUL
5 R-
g GENERAL OBLIGATION SEWER REVENtTE
7 BOND, SERIES 1998E
8 INTEREST MATURITY DATE OF
9 RA2'E DATE ORIGINAL ISSUE CUSIP
10 Apri1 1, 1998
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REGISTERED OTdNER:
PRINCIPAL AMOUNTc DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, Ramsey Count}r, Minnesota (the "Issuer" or "City"?,
certifies that it is indebted and for value received promises to
pay to the registered owner specified above, or registered
assigns, in the manner hereinafter set forth, the principal
amount specified above, on the maturity date specified above,
unless called for earlier redemption, and to pay interest thereon
semiannually on June 1 and December 1 of each year (each, an
"Interest Payment Date"), commencing December 1, 1998, at the
rate per annum specified above (calculated on the basis of a
360-day year of twelve 30-day months) until the principal sum is
paid or has been provided for. This Bond will bear interest from
the most recent Interest Payment Date to which interest has been
paid or, if no interest has been paid, from the date of original
issue hereof. The principal of and premium, if any, on this Bond
are payable upon presentation and surrender hereof at the
principal office of , in
, (the "Bond Registrar"),
acting as paying agent, or any successor paying agent duly
appointed by the Issuer. Interest on this Bond will be gaid on
each Interest Payment Date by check or draft mailed to the person
in whose name this Bond is registered (the "Holder" or
�'Bondholder") on the registration books of the Issuer maintained
by the Bond Registrar and at the address appearing thereon at the
olose of business on the fifteenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date").
Any interest not so timely paid shall cease to be payable to the
person who is the Fiolder hereof as of the Regular Record Date,
and sha11 be payable to the person who is the Holder hereof at
the close of business on a date (the "Special Record Date") fixed
by the Bond Registrar whenever money becomes available for
920703.2 Z 3
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1 payment of the defaulted interest. Notice of the Special Record
2 Date shall be given to Bondholders not less than ten days prior
3 to the Special Record Date. The principal of and premium, if
4 any, and interest on this Bond are payable in lawful money of the
5 United States of America.
6 REFERENCE IS HEREBY MADE TO THE FURTAER PROVISIONS OF
7 THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALI,
8 FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE.
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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 Issuer to be done,
to happen and to be performed, precedent to and in the issuance
of this Bond, have been done, have happened and have been
performed, in regular and due form, time and manner as required
by law; that the City has covenanted and agreed with the holder
of this Bond that it will impose and collect charges for the
service, use and availability of and connection to its municipal
sewer system at the times and in amounts necessary to produce
gross revenues adequate to pay all principal and interest when
due on this Bond; 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 principal of and interest on
this Bond as they respectively become due, if the gross revenues
from said municipal sewer system and any other revenues
irrevocably appropriated to said General Obligation Bond Bebt
Service Account are insufficient therefor; and that this Bond,
together with all other debts of the Issuer outstanding on the
date of original issue hereof and on the date of its issuance and
delivery to the original purchaser, does not exceed any
constitutional or statutory or Charter limitation of
indebtedness.
33 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey
34 County, Minnesota, by its City Council has caused this Bond to be
35 executed on its behalf by the original or facsimile signature of
36 its Mayor, attested by the original or facsimile signature of its
37 Clerk, and countersigned by the original or facsimile signature
38 of its Director, Office of Financial Services, the official seal
39 having been omitted as permitted by law.
920703.2 2 4
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1
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Date of Registration:
5 BOND REGISTRAR'S
6 CERTIFICATE OF
7 AITTHENTICATION
8 This Bond is one of the
9 Bonds described in the
10 Resolution mentioned
11 within.
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15 Bond Registrar
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By
Authorized Signature
920703.2
Registrable by:
Payable at: _
CIfiY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
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1
ON REVERSE OF BOND
2 Date of Payment Not Business Day. If the date for
3 payment of the principal of, premium, if any, or interest on this
4 Bond sha11 be a Saturday, Sunday, legal holiday or a day on which
5 banking institutions in the City of New York, New York, or the
6 city where the principal office of the Bond Registrar is located
7 are authorized by 1aw or executive order to close, then the date
8 for such payment shall be the next succeeding day which is not a
9 Saturday, Sunday, legal holiday or a day on which such banking
10 institutions are authorized to close, and payment on such date
11 shall have the same force and effect as if made on the nominal
12 date of payment.
13 Optional Redemption. All Bonds of this issue (the
14 "Bonds") maturing after December 1, 2006, are subject to
15 redemption and prepayment at the option of the Issuer on such
16 date and on any day thereafter at a price of par plus accrued
17 interest. Redemption may be in whole or in part of the Bonds
18 subject to prepayment. If redemption is in part, those Bonds
19 remaining unpaid may be prepaid in such order of maturity and in
20 such amount per maturity as the City shall determine (treating
21 amounts scheduled for mandatory redemption as maturities); and if
22 only part of the Bonds having a common maturity date are called
23 for prepayment, the specific Bonds to be prepaid shall be chosen
24 by lot by the Bond Registrar.
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Scheduled Mandatory Redemption, The Bonds maturing in
the year 2018 shall be redeemed and prepaid on each December 1 in
the years 2�14 through 2017, inclusive, at a price o� par plus
accrued interest, without premium, in the years and amounts set
forth below:
Year
2014
2015
2016
2017
2018
Amount
$290,000
300,000
315,000
330,000
345,OD0 (Maturity)
36 ' Due Date. Bonds or portions
3'I redemption shall be due and payable on
38 interest thereon shall cease to accrue
39 redemption date.
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thereof called for
the redemption date, and
from and after the
Notice of Redemption. Mailed notice of redemption
sha11 be given to the paying agent (if other than a City officer)
and to each affected Holder of the Bonds. In the event any of
the Bonds are called for redemption, written notice thereof will
be given by first class mail mailed not less than thirty (30l
days prior to the redemption date to each Holder of Bonds to be
redeemed. In conneetion with any such notice, the "CtISIP"
numbers assigned to the Bonds shall be used.
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' Selection of Bonds for Redemption. To effect a partial
redemption of Bonds having a common maturity date, the Bond
Registrar shall assign to each Bond having a common maturity date
a distinctive number for each $5,000 of the principal amount of
such Bond. The Bond Registrar shall then select by lot, using
such method of selection as it shall deem proper in its
discretion, from the numbers assigned to the Bonds, as many
numbers as, at $5,000 for each number, shall equal the principal
amount of such Bonds to be redeemed. The Bonds to be redeemed
shall be the Bonds to which were assigned numbers so selected;
provided, however, that only so much of the principal amount o£
such Bond of a denomination of more than $5,000 shall be redeemed
as sha11 equal $5,000 for each number assigned to it and so
selected. If a Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the Issuer or Bond
Registrar so requires, a written instrument of transfer in form
satisfactory to the Issuer and Bond Registrar duly executed by
the Holder thereof or his, her or its attorney duly authorized in
writing) and the Issuer shall execute (if necessary) and the Bond
Registrar sha11 authenticate and deliver to the Holder of such
Bond, without service charge, a new Bond or Bonds of the same
series having the same stated maturity and interest rate and of
any.authorized denomination or denominations, as requested by
such Holder, in aggregate principal amount equal to and in
exchange for the unredeemed portion of the principal of the Bond
so surrendered.
Issuance; Purpose; General Obliaation. This Sond is
one of an issue in the total principal amount of $4,700,000, all
of like date of original issue and tenor, except as to number,
maturity, interest rate, denomination, and redemption privilege,
which Bond has been issued pursuant to and in full conformity
with the Constitution and laws of the State of Mittnesota,
including particularly Minnesota Statutes, Chapter 475 and
Sections 116.19 and 115.46, and the Charter of the Issuex, and
pursuant to a resolution adopted by the City Council of the
Issuer on April 1, 1998 (the "Resolution"}, for the purpose of
providing money to finance the acquisition, construction and
repair of various improvements to the City's wastewater and storm
water systems. This Bond is payable out the General Obligation
Bond Debt Service Account of the Sewer Service Enterprise Fund of
the City, to which account have been pledged net revenues of the
City's sewer system. This Bond has been issued to aid in
financing a sewage disposal system or part thereof pursuant to
Minnesota Statutes, Section 115_46. This Sond constitutes a
general obligation of the Issuer, and to provide moneys for the
prompt and full payment of its principal, premium, if any, and
interest when the same become due, the full faith and credit and
taxing powers of the Issuer have been and are hereby irrevocably
pledged.
920703.2 2 7
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1 Denominations: Exchanc�e; ResoluCion. The Bonds are
2 issuable solely as fully registered bonds in the denominations of
3 $5,000 and integral multiples thereof of a single maturity and
4 are exchangeable for fully registered Bonds of other authorized
5 denominations in equal aggregate principal amounts at the
6 principal office o£ the Bond Registrar, but only in the manner
7 and•subject to the limitations provided in the Resolution.
8 Reference is hereby made to the Resolution for a description of
9 the rights and duties of the Bond Reqistrar. Copies of the
10 Resolution are on file in the principal office of the Bond
11 Registrar.
12 Transfer. This Bond is transferable by the Holder in
13 person or by his, her or its attorney duly authorized in writing
14 at the principal office of the Bond Registrar upon presentation
15 and surrender hereof to the Bond Registrar, all subject to the
16 terms and conditiotts provided in the Resolution and to reasonable
17 regulations of the Issuer contained in any agreement with, or
18 notice to, the Hond Registrar. Thereupon Che Issuer shall
19 execute and the Bond Registrar shall authenticate and deliver, in
20 exchange for this Bond, one or more new fully registered Bonds in
21 the name o£ the transferee (but not registered in blank or to
22 "bearer" or similar designation), of an authorized denomination
23 or denominations, in aggregate principal amount equal to the
24 principal amount o£ this Bond, of the same maturity and bearing
25 interest at the same rate.
26 Fees upon Transfer or Loss. The Bond Registrar may
27 require payment of a sum sufficient to cover any tax or other
2s governmental charge payable in connection with the transfer or
29 exchange of this Bond and any legal or unusual costs regarding
30 trans£ers and lost Bonds.
31 Treatment of Reaistered Owner. The Issuer and Bond
32 Registrar may treat the person in whose name this Bond is
33 registered as the owner hereof for the purpose of receiving
34 payment as herein provided (except as otherwise provided on the
35 reverse side hereo£ with respect to the Record Aate) and for all
36 other purposes, whether or not this Bond sha11 be overdue, and
37 neither the Issuer nor the Bond Registrar shall be affected by
38 notice to the contrary.
39 Authentication This Bond shall not be valid or become
40 obligatory for any purpose or be entitled to any security unless
41 the Certificate of Authentication hereon shall have been executed
42 by the Bond Registrar.
43 lvot Oualified Tax-Exempt Obliaations. The Bonds have
44 not been designated by the Issuer as "qualified tax-exempt
45 obligations" for purposes of Section 265(by(3} of the federal
46 Internal Revenue Code of 1986, as amended. The Bonds do not
47 qua�ify for such designation.
92o7D3.2 2 8
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ABBREVIATIONS
2 The following abbreviations, when used in the
3 inscription on the face of this Bond, shall be construed as
4 though they were written out in full according to applicable laws
5 or regulations:
6 TEN COM - as tenants in common
'1 TEN ENT - as tenants by the entireties
8 JT TEN - as joint tenants with right of survivorship
9 and not as tenants in common
10 UTMA - as custodian for
11 (Cust) (Minor)
12 under the Uniform Transfers to Minors Act
13 (State)
14 Additional abbreviations may also be used
15 though not in the above list.
9207a3.2 Z 9
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1
AS S I GNMEI3T
2 For value received, the undersigned hereby sells,
3 assigns and transfers unto
4 the within Bond and does
5 hereby irrevocably constitute and appoint
6 attorney to transfer the Bond on the books kept for the
7 registration thereof, with full power of substitution in the
8 premises.
9 Dated:
1� Notice: The assignor's signature to this
11 assignment must correspond with the name
12 as it appears upon the face of the
13 within Bond in every particular, without
14 alteration or any change whatever.
15 SignaCure Guaranteed:
16
17 Signature(s) must be guaranteed by a national bank or trust
18 company or by a brokerage firm having a membership in one of the
19 major stock exchanges or any other "Eligible Guarantor
20 Institution" as defined in 17 CFR 240.17Ad-15(a?(2).
21 The Bond Registrar will not effect transfer of this
22 Bond unless the information concerning the transferee requested
23 below is provided.
24 Name and Address:
25
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27 (Include information for all joint owners
2g if the Bond is held by joint account.)
9207�3.2 3 �
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10. Execution. The Bonds shall be executed on behalf
of the City by the signatures of its Mayor, Clerk and Director,
O£fice of Financial Services, each with the effect noted on the
forms of the Bonds, and be sealed with the seal of the City;
provided, however, that the seal of the City may be a printed or
photocopied facsimile; and provided further that any of such
signatures may be printed or photocopied facsimiles and the
corporate seal may be omitted on the Bonds as permitted by law.
In the event of disability or resignation or other absence of any
such officer, the Bonds may be signed by the manual or facsimile
signature of that officer who may act on behalf of such absent or
disabled officer. In case any such officer whose signature or
facsimile of whose signature shall appear on the Bonds sha11
cease to be such officer before the delivery of the Bonds, such
signature or facsimile sha11 nevertheless be valid and sufficient
for all purposes, the same as if he or she had remained in office
until delivery.
11. Authen ication• Date o£ Re�istration. No Bond
shall be valid or obligatory for any purpose or be entitled to
any security or bene£it under this resolution unless a
Certificate of Authentication on such Bond, substantially in the
form hereinabove set forth, shall have been duly executed by an
authorized representative of the Bond Registrar. Certificates of
Authentication on different Bonds need not be signed by the same
person. The Bond Registrar shall authenticate the signatures of
officers of the City on each Bond by execution of the Certificate
of Authentication on the Bond and by inserting as the date of
registration in the space provided the date on which the Bond is
authenticated. For purposes of delivering the original Global
Certificates to the Purchaser, the Bond Registrar shall insert as
the date of registration the date of original issue, which date
is April 1, 1998. The Certificate of Authentication so executed
on each Bond shall be conclusive evidence that it has been
authenticated and delivered under this resolution.
12. Reaistration; Tranafer; Exchanae. The City will
cause to be kept at the principal office of the Bond Registrar a
bond register in which, subject to such reasonable regulations as
the Bond Registrar may prescribe, the Bond Registrar sha11
provifle for the registration of Bonds and the registration of
transfers of Bonds entitled to be registered or transferred as
herein provided.
42 A Global Certificate shall be registered in the name of
43 the payee on the books of the Bond Registrar by presenting the
44 Global Certificate for registration to the Bond Registrar, who
45 will endorse his or her name and note the date of registration
46 opposite the name of the payee in the certificate of registration
920703 .2 3 �-
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on the Global Certificate. Thereafter a Global Certificate may
be transferred by delivery with an assignment duly executed by
the Holder or his, her or its legal representative, and the City
and Bond Registrar may treat the Aolder as the person exclusively
entitled to exercise all the rights and powers of an owner until
a Global Certificate is presented with such assignment for
registration of transfer, accompanied by assurance of the nature
provided by law that the assignment is genuine and effective, and
until such transfer is registered on said books and noted thereon
by the Bond Registrar, all subject to the terms and conditions
provided in this resolution and to reasonable regulations of the
City contained in any agreement with, or notice to, the Bond
Registrar.
14 Transfer of a Global Certificate may, at the direction
15 and expense of the City, be subject to other restrictions if
16 required to qualify the Global Certificates as being "in
17 registered form" within the meaning of Section 149(a) of the
18 federal Internal Revenue Code of 1986, as amended.
19 If a Global Certificate is to be exchanged for one or
20 more Replacement Bonds, all of the principal amount of the Global
21 Certificate shall be so exchanged.
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Upon surrender for transfer of any Replacement Bond
the principal office of the Bond Registrar, the City shall
execute (if necessary), and the Bond Registrar shall
authenticate, insert the date of registration (as provided in
paragraph 11) of, and deliver, in the name of the designated
transferee or transferees, one or more new Replacement Bonds
at
of
any authorized denomination or denominations of a like aggregate
principal amount, having the same stated maturity and interest
rate, as requested by the transferor; provided, however, that no
bond may be registered in blank or in the name of "bearer" or
similar designation.
33 At the option of the Holder of a Replacement Bond,
34 Replacement Bonds may be exchanged for Replacement Bonds of any
35 authorized denomination or denominations of a like aggregate
36 principal amount and stated maturity, upon surrender of the
37 Replacement Bonds to be exchanged at the principal office of the
38 Bond Registrar. Whenever any Replacement Sonds are so
39 surrendered for exchange, the City shall execute Eif necessary),
40 and the Bond Registrar sha11 authenticate, insert the date of
41 registration of, and deliver the Replacement Bonds which the
42 Iiolder making the exchange is entitled to receive. Global
43 Certificates may not be exchanged for Global Certificates of
44 smaller denominations.
920703.2 3 2
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1 All Bonds surrendered upon any exchange or transfer
2 provided for in this resolution shall be promptly cancelled by
3 the Bond Registrar and thereafter disposed of as directed by the
4 City.
5 Al1 Bonds delivered in exchange for or upon transfer of
6 Bonds shall be valid general obligations of the City evidencing
7 the same debt, and entitled to the same benefits under this
8 resolution, as the Bonds surrendered for such exchange or
9 transfer.
10 Every Bond presented or surrendered for transfer or
11 exchange sha11 be duly endorsed or be accompanied by a written
12 instrument of transfer, in form satisfactory to the Bonfl
13 Registrar, duly executed by the Holder thereof or his, her or its
14 attorney duly authorized in writing. -
15 The Bond Registrar may require payment of a sum
16 sufficient to cover any tax or other governmental charge payable
17 in connection with the transfer or exchange of any Bond and any
18 legal or unusual costs regarding transfers and lost Bonds.
19 Transfers shall also be subject to reasonable
20 regulations of the City contained in any agreement with, or
21 notice to, the Bond Registrar, including regulations which permit
22 the Bond Registrar to close its Cransfer books between record
23 dates and payment dates.
24 13. Riqhts Upon Transfer or Exchancre. Each Bond
25 delivered upon transfer of or in exchange for or in lieu of any
26 other Bond shall carry all the rights to interest accrued and
27 unpaid, and to accrue, which were carried by such other Bond.
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14. Interest Payment; Record Date. Interest on any
Global Certificate sha11 be paid as provided in the first
paragraph thereof, and interest on any Replacement Bond shall be
paid on each Interest Payment Date by check or draft mailed to
the person in whose name the Bond is registered (the "Holder") on
the registration books of the City maintained by the Bond
Registrar, and in each case at the address appearing thereon at
the close of business on the fifteenth (15th) day of the calendar
month preceding such Interest Payment Date (the "Regular Record
Date"1. Any such interest not so timely paid shall cease to be
payable to the person who is the Holder thereof as o£ the Regular
Record Date, and shall be payable to the person who is the Holder
thereof at the close of business on a date (the "Special Record
Date") fixed by the Bond Registrar whenever money becomes
available for payment of the defaulted interest. Notice of the
920�03.2 3 3
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Special Record Date shall be given by the Bond Registrar to the
Holders not less than ten (10) days prior to the Special Record
Date_
15.
6 (A) For the purposes of all actions, consents and other
7 matters a££ecting iiolders of the Bonds, other than payments,
8 redemptions, and purchases, the City may (but sha11 not be
9 obligated to) treat as the Holder of a Bond the beneficial owner
10 of the Bond instead of the person in whose name the Bond is
11 registered. For that purpose, the City may ascertain the
12 identity of the beneficial owner of the Bond by such means as the
13 Bond Registrar in its sole discretion deems appropriate,
14 including but not limited to a certificate from the person in
15 whose name the Bond is registered identifying such beneficial
16 owner.
17 (B) The City and Bond Registrar may treaC the person in
18 whose name any Bond is registered as the owner of such Bond for
19 the purpose of receiving payment of principal of and premium, if
20 any, and interest (subject to the payment provisions in paragraph
21 14 above) on, such Sond and for all other purposes whatsoever
22 whether or not such Bond shall be overdue, and neither the City
23 nor the Bond Registrar shall be affected by notice to the
24 contrary.
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(C) Any consent, request, direction, approval, objection or
other instrument to be signed and executed by the Holders may be
in any number of concurrent writings of similar tenor and must be
signed or executed by such Holders in person or by agent
appointed in writing. Proof of the execution of any such
consent, request, direction, approval, objection or other
instrument or of the writing appointing any such agent and of the
ownership of Bonds, if made in the following manner, shall be
sufficient for any of the purposes of this resolution, and sha11
be conclusive in favor of the City with regard to any action
taken by it under such request or other instrument, namely:
(1) The fact and date of the execution by any person
of any such writing may be proved by the certificate of any
o£ficer in any jurisdiction who by law has power to take
acknowledgments within such jurisdiction that the person
signing such writing acknowledged before him or her the
execution thereof, or by an affidavit of any witness to such
execution.
920103.2
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1 (2) Subject to the provisions of subparagraph (A)
2 above, the fact of the ownership by any person of Bonds and
3 the amounts and numbers of such Bonds, and the date of the
4 holding of the same, may be proved by reference to the bond
5 register.
6 16. Delivery; Application of Proceeds. The Global
7 Certificates when so prepared and executed shall be delivered by
8 the Director, Office of Financial Services, to the Purchaser upon
9 receipt o£ the purchase price, and the Purchaser shall not be
10 obliged to see to the proper application thereof.
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17. Fund and Accounts. There has heretofore been
created (as provided in the General Resolution) a separate fund
of the City designated the "Sewer Service Enterprise Fund" (the
"Fund"). The Fund shall be maintained in the manner specified in
the General Resolution and herein until the Revenue Bonds, and
interest thereon, have been fully paid, and as specified herein
until the Bonds and interest thereon have been fully paid. There
shall be maintained in the Fund, in addition to the Construction
Account, Operation and Maintenance Account, Revenue Bond Debt
Service Account, Reserve Account, Excess Investment Earnings
Account and 1993 Refunding Escrow Account heretofore established
with respect to the Revenue Bonds, and the PFA Construction
Account and PFA Debt Service Account heretofore established with
respect to the PFA Notes, the following two (2) separate
accounts, to which shall be credited and debited all income and
disbursements of the Fund relating to the Bonds as hereinafter
set forth. The Treasurer and all municipal officials and
employees concerned therewith sha11 establish and maintain
financial records of the receipts and disbursements of the Sewer
System in accordance with this resolution. In such records there
shall be maintained accounts of the Fund for the purposes and in
the amounts as follows:
(i) A"General Oblicration Bond Construction Account",
to which shall be credited the proceeds of the sale of the
Bonds, less accrued interest received thereon, and less any
amount paid for the Bonds in excess of $4,63&,9�0. From the
General Obligation Bond Construction Account there shall be
paid all costs and expenses of making the Improvements,
including the cost of any construction contracts heretofore
let and all other costs incurred and to be incurred of the
kind authorized in Minnesota Statutes, Section 475.65
(including interest on the Bonds payable during the
construction period); and the moneys in the General
Obligation Sond Construction Account shall be used for no
other purpose except as otherwise provided by law; provided
that the proceeds of the Bonds may also be used to the
extent necessary to pay interest on the Bonds due prior to
the anticipated date of commencement of the collection of
920703.2
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1 Revenues pledged herein; and provided further that if upon
2 completion of the Improvements there shall remain any
3 une�ended balance in the General Obligation Bond
4 Construction Account, the balance may be used for any other
5 purpose permitted by law, or transferred to the General
6 Obligation Bond Debt Service Account. A11 earnings on the
7 General Obligation Bond Construction Account shall be
8 transferred to the General Obligation Bond Debt Service
9 Account, or may remain in the General Obligation Bond
10 Construction Account.
11 (ii) A"General Obligation Bond Debt Service Account",
12 to which there shall be irrevocably appropriated, pledged
13 and credited: (a) al1 accrued interest received upon
14 delivery of the Bonds; (b) all funds paid for the Bonds in
15 excess of $4,638,900; (c) Revenues (as defined in the
16 General Resolution, and as provided in Section 4.03(A) Sixth
17 thereof) in an amount sufficient, with other moneys, to pay
18 the principal of, and interest on, the Bonds when due; (d)
19 any collections of all taxes which may hereafter be levied
20 for the payment of the Bonds and interest thereon as
21 provided in paragraph 19; (e) all funds remaining in the
22 General Obligation Bond Construction Account after
23 completion of the Improvements and payment of the costs
24 thereof, not so used for any other purpose permitted by law;
25 (f) all investment earnings on moneys held in the General
26 Obligation Bond Debt 5ervice Account; and (g) any and all
27 other moneys which are properly available and are
28 appropriated by the governing body of the City to the
29 General Obligation Bond Debt Service Account.
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(iii) Excess Revenues may be used for any proper
purpose to the extent provided in the General Resolution.
The General Obligation Bond Debt Service Account sha11 be
used solely to pay the grincipal and interest and any premiums
for redemption of the Bonds and any other bonds of the City
heretofore or hereafter issued by the City and made payable from
the General Obligation Bond Debt Service Account as provided by
law, or to pay any rebate due to the United States. No portion
of the proceeds of the Bonds shall be used directly or indirectl�
to acquire higher yielding investments or to replace funds which
were used directly or indirectly to acquire higher yielding
investments, except (1) for a reasonable temporary period until
such proceeds are needed for the purpose for which the Bonds were
issued, and (2) in addition to the above in an amount not greater
than $100,000. To this effect, any proceeds of the Bonds and any
sums from time to time held in the Fund, General Obligation Bond
Construction Account or General Obligation Bond Debt Service
Account (or any other City account which will be used to pay
principal or interest to become due on the bonds payable
therefrom) in excess of amounts which under then-applicable
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federal arbitrage regulations may be invested without regard as
to yield shall not be invested at a yield in excess of the
applicable yield restrictions imposed by said arbitrage
regulations on such investments after taking into account any
applicable "temporary periods" or "minor portion" made available
under the federal arbitrage regulations. In addition, the
proceeds of the Bonds and money in the Fund, General Obligation
Bond Construction Account or General Obligation Bond Debt Service
Account shall not be invested in obligations or deposits issued
by, guaranteed by or insured by Che United States or any agency
or instrumentality thereof if and to the extent that such invest-
ment would cause the Bonds to be "federally guaranteed" within
the meaning of Section 149(b) of the federal Internal Revenue
Code of 1986, as amended (the "Code").
15 18. Coverage Test• rteacre oi xevenues• �xcess
16 Revenues• Parit� Bonds• Pledae to Produce Revenues. It is hereby
17 found, determined and declared that the Revenues of the Sewer
18 System are sufficient in amount, when used in the order provided
19 in the General Resolution, to pay when due one hundred five
20 percent {105%) of the principal of and interest on the Bonds, and
21 the 12evenues of the Sewer System are hereby pledged for the
22 payment of the Bonds, but solely to the extent required to meet,
23 with other pledged sources, one hundred five percent (lOSo) of
24 the principal of, and interest on, the Bonds as the same become
25 due. Excess Revenues may be used for any proper purpose as
26 provided in the General Resolution.
27 Nothing contained herein shall be deemed to preclude
28 the City from making further pledges and appropriations of the
29 Revenues of the Sewer System for the payment of other or
30 additional obligations of the City, provided that it has first
31 been determined by the City Council that estimated Revenues of
32 the Sewer System will be sufficient, in addition to all other
33 sources, for the payment of the Bonds and suoh additional
34 obligations, and any such pledge and appropriation of the
35 Revenues may be made superior or subordinate to, or on a parity
36 with, the pledge and appropriation herein. The Bonds are issued
37 pursuant to Minnesota Statutes, Section 115.46, and nothing
38 herein shall preclude the City from levying taxes for the payment
39 of the Bonds.
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Revenues are hereby pledqed to the payment of the
Bonds. The lien on Revenues securing the Bonds is hereby
expressly made a lien on Revenues junior and subsequent to the
lien of the General Resolution as it applies to the Revenue
Bonds, all as provided in Section 6.01(A) of the General
Resolution. The Bonds shall be paid from the Operation and
Maintenance Account of the Sewer Service Enterprise Fund as
provided in Section 4.03(A) Sixth of the General Resolution, and
for this purpose it is hereby found, determined and declared that
920703.2
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the Bonds finance Improvements (as defined in the General
Resolution).
As provided in paragraph 10 of each of the resolutions
authorizing issuance of the PFA Notes, it is hereby found,
determined and declared that estimated revenues of the Sewer
System will be sufficient, in addition to all other sources, for
the payment of the PFA Notes and the Bonds. The pledge and
appropriation of the Revenues to the payment of the Bonds shall
be on a parity with the pledge and appropriation to the payment
of the PFA Notes.
11 In accordance with Minnesota Statutes, Section 116.19,
12 the City hereby covenants and agrees with the holder of the Bonds
13 that it will impose and collect charges for the service, use and
14 availability of and connection to the Sewer System the times
15 and in the amounts required to produce Revenues adequate to pay
16 a11 principal and interest when due on the Bonds. Nothing herein
17 shall preclude the City from levying taxes for the payment of the
18 Bonds as permitted by Minnesota Statutes, Section 115.46.
19 19. General Obliaation Pledcre. For the prompt and
20 full payment of the principal and interest on the Bonds, as the
21 same respectively become due, the full faith, credit and taxing
22 powers of the City shall be and are hereby irrevocably pledged.
23 If the Revenues of the Sewer System appropriated and pledged to
24 the payment of principal of, and interest on, the Bonds, together
25 with other funds irrevocably appropriated to the General
26 Obligation Bond Debt Service Account referred to in paragraph 17
27 of this resolution, shall at any time be insufficient to pay such
28 principal and interest when due, the City covenants and agrees to
29 levy, without limitation as to rate or amount, an ad valorem tax
30 upon all taxable property in the City sufficient to pay such
31 principal and interest as they become due. If the balance in the
32 General Obligation Bond Debt Service Account (as defined in
33 paragraph 17 hereof) is ever insufficient to pay all principal
34 and interest then due on the Bonds payable therefrom, the
35 de£iciency shall be promptly paid out of any other funds of the
36 City which are available for such purpose, including the general
37 fund of the City, and such other funds may be reimbursed with or
38 without interest from the General Obligation Bond Debt Service
39 Account when a sufficient balance is available therein.
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20. Certificate of Reaistration. The Director, Office
of Financial Services, is hereby directed to file a certified
copy of this resolution witta the officer of Ramsey County,
Minnesota, performing the functions of the oounty auditor (the
"County Auditor"), together with such other in£ormation as the
County Auditor shall require, and to obtain the County Auditor's
certificate that the Bonds have been entered in the County
Auditor's Bond Register.
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21. Records and Certificates. The officers of the
City are hereby authorized and directed to prepare and furnish to
the Purchaser, and to the attorneys approving the legality of the
issuance of the Bonds, certified copies of all proceedings and
records of the City relating to the Bonds and to the financial
condition and affairs of the City, and such other affidavits,
certificates and information as are required to show the facts
relating to the legality and marketability of the Bonds as the
same appear from the books and records under their custody and
control or as otherwise known to them, and all such certified
copies, certificates and affidavits, including any heretofore
furnished, shall be deemed representations of Che City as to the
facts recited therein.
22. Necrative Covenants as to Use of Proceeds and
Improvements. The City hereby covenants not to use the proceeds
of the Bonds or to use the Improvements, or to cause or permit
them to be used, or to enter into any deferred payment
arrangements for the cost of the Improvements, in such a manner
as to cause the Bonds to be "private activity bonds" within the
meaning of Sections 1�3 and 141 through 15Q of the Code. The
City reasonably expects that no actions will be taken over the
term of the Bonds that would cause them to be private activity
bonds, and the average term of the Bonds is not longer than
reasonably necessary for the governmental purpose of the issue.
The City hereby aovenants not to use the proceeds of the Bonds in
such a manner as to cause the Bonds to be "hedge bonds" within
the meaning of Section 149(g) of the Code.
28 23. Tax-Exempt Status of the Bonds; Rebate; Elections.
29 The City shall comply with requirements necessary under the Code
30 to establish and maintain the exclusion from gross income under
31 Section 103 of the Code of the interest on the Bonds, including
32 without limitation requirements relating to temporary periods for
33 investments, limitations on amounts invested at a yield greater
34 than the yield on the Bonds, and the rebate of excess investment
35 earnings to the United States.
36 The City expects that the two-year expenditure
37 exception to the rebate requirements may apply to the
38 construction proceeds of the Bonds.
39 If any elections are available now or hereafter with
40 respect to arbitrage or rebate matters relating to the Bonds, the
41 Mayor, Clerk, Treasurer and Director, Office of Financial
42 Services, or any of them, are hereby authorized and directed to
43 make such elections as they deem necessary, appropriate or
44 desirable in connection with the Bonds, and all such elections
45 shall be, and shall be deemed and treated as, elections of the
46 City.
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24. No Desicrnation of Qualified Tax-Exempt
Obligations. The Bonds, together with other obligations issued
by Che City in 1998, exceed in amount those which may be
qualified as "qualified tax-exempt obligations" within the
meaning of Section 265(b�(3) of the Code, and hence are not
designated for such purpose.
25. Letter of Representations. The Letter of
Representations for the Bonds is hereby confirmed to be the
Blanket Issuer Letter of Representations dated April 10, 1946, by
the City and received and accepted by The Depository Trust
Company. So long as The Depository Trust Company is the
Depository or it or its nominee is the Holder of any Global
Certificate, the City shall comply with the provisions of the
Letter of Regresentations, as it may be amended or supplemented
by the City from time to time with the agreement or consent of
The Depository Trust Company.
17 26. Negotiated Sale. The City has retained Springsted
18 Incorporated as an independent financial advisor, and the City
19 has heretofore determined, and hereby determines, to sell the
20 Bonds by private negotiation, all as provided by Minnesota
21 Statutes, Section 475.60, Subdivision 2(9).
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27. Continuing Disclosure. The City is an obligated
person with respect to the Bonds. The City hereby agrees, in
accordance with the provisions of Rule i5c2-12 (the "Rule"),
promulgated by the Securities and Exchange Commission (the
"COmmission") pursuant to the Securities Exchange Act of 1934, as
amended, and a Continuing Disclosure Undertaking (the
"Undertaking") hereinafter described, to:
29 A. Provide or cause to be grovided to each nationally
30 recognized municipal securities information repository
31 ("NRMSIR") and to the appropriate state information
32 depositor�r ("SID"�, if any, for the State of Minnesota, in
33 each case as designated by the Commission in accordance with
34 the Rule, certain annual financial intormation and operating
35 data in accordance with the Undertaking. The City reserves
36 the right to modify from time to time the terms of the
37 Undertaking as provided therein.
38 B. Provide or cause to be provided, in a timely
39 manner, to (i) each NRMSIR or to the Municipal Securities
40 Rulemaking Board ("MSRB") and (ii) the SID, notice of the
41 occurrence oP certain material events with respect to the
42 Bonds in accordance with the Undertaking.
43 C. Provide or cause to be provided, in a timely
44 manner, to (i) each NRMSIR or to Che MSRB and (ii) the SID,
45 notice of a failure by the City to provide the annual
920703.2 " 4 �
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1 financial information with respect to the City described in
2 the Undertaking.
3 The City agrees that its covenants pursuant to the Rule
4 set forth in this paragraph 27 and in the Undertaking are
5 intended to be for the benefit of the Aolders of the Bonds and
6 shall be enforceable on behalf of such Holders; provided that the
7 right to enforce the provisions of these covenants shall be
8 limited to a right to obtain specific enforcement of the City's
9 obligations under the covenants.
10 The Mayor and Director, Office of Financial Services,
11 or any other officers of the Ci[y authorized to act in their
12 stead (the "Officers"), are hereby authorized and directed to
13 execute on behalf of the City the Undertaking in substantially
14 the form presented to the City Council, subject to such
15 modifications thereof or additions thereto as are (i) consistent
16 with the requirements under the Rule, (ii) required by the
17 Purchaser, and (iii) acceptable to the Officers.
18 28. Resolutions Supplemented. The General Resolution
19 and the resolutions authorizing the issuance of the PFA Notes are
20 hereby supplemented to the extent necessary to give effect to the
21 provisions of paragraph 17 of this resolution.
22 29. Severabilitv. I£ any section, paragraph or
23 provision of this resolution shall be held to be invalid or
24 unenforceable for any reason, the invalidity or unenforceability
25 of such section, paragraph or provision shall not affect any of
26 the remaining provisions of this resolution.
9207D3.2 4 1
ORIGINAL
1 30. Headincrs. Headings in this
2 included for convenience of reference onl
3 hereof, and shall not limit or define the
4 provision hereof.
a��--ay�
resolution are
y and are not a part
meaning of any
Requested by DeQartment of:
Adopted by Council: Date ��� � ����
Adoption Certified by Council Secretary
B � � _ � r.,�-�----_
Approved by Mayor: D
'S ��ln �Wt °-�"'—
920703.2
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�!.� �ill�/4�
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of Financial Setvices
���
TOTAL # OF SIGNATURE PAGES
DAT6INITIATED
h�.,9� GREEN SHEET
ASSIGN
No 60944
■ 1� 7 eEVnnmart nx�crae � arrcouKa. _
FOR � GrtYATTORNfl' `/ ❑ GIYCLERR �
❑ FlWKYLLSFRVICESG6L ❑ FWNO4LSERV/ACCi6
� YAVOR(ORw593iANTl� ❑
_1_ (CUP ALL LOCATIONS FOR SIGNATURE)
�is resolution accepts the winning proposal and awards the bid for the $4,700,000 G.O.
:wer Revenue BorMS Series 1998E. This is a competi6ve borM sale and the award
going to the bidder found most advantageos Qwvest cost) to the City.
PLANNING COMMISSION
CIB COMMITTEE
qVIL SERVICE COMMISSION
TIATING PROBLEM ISSUE, OPPORNNITV (Who, What, When, Where, Why)
� bonds are For the purpose oi financing certam sewer prqects vrithin the City, and will
repeitl by sewer revenue5.
GES IF APPROVED
be available tor sevrer projects.
� a^tYU�
�a43!IV�Gi� �Q$$?i4Csf ��_,i..,.>
� �. r Y `.f,
IFAPPROVED
��
sewer Pmle�is wifl nW be aradable.
AMOUNT OF TRANSACTION S sa�oo.000
Has this parsoM�m ever wwked u'Wer a contrac[ fw Ihis department?
YES NO ,
Has this persoMrm ever been a city employee�
YES NO
Dces this persoNfirtn possess a sldll not normalty possessetl by any curceM city employee?
YES NO
Is this persoNfrtn a targetetl vendoR `
YES NO
��������
MAR 2 3 1998
R S QSY�J ���itsC
CQST/REVENUE 6UDGETED (CIRCLE ONE)
ACTNITY NUMBER
YES NO
(IXPWN)
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publication of notice thereof as a form of private negotiation;
and
3 WHEREAS, proposals for the Bonds have been solicit
4 Springsted Incorporated pursuant to an Official Statement ar�
5 Terms of Proposal therein: �
6 NOW, THEREFORE, BE IT RESOLVED by the Council,of the
7 City of Saint Paul, Minnesota, as follows: ,r
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§4
by
l. Acceptance of Proposal. The proposal of
(the "Purchaser"), to p rchase
$4,70�,000 General Obligation Sewer Revenue Bonds, Series 1998E,
of the City (the "Bonds", or individually a"BOn '), in
accordance with the Terms ot Proposal for the bc�nd sale, at the
rates of interest set forth hereinafter, and t�i pay for the Bonds
the sum of S , plus interest ac�rued to settlement,
is hereby found, determined and declared t�e the most favorable
proposal received and is hereby accepted, d the Bonds are
hereby awarded to the Purchaser. The Dir ctor, Office of
Financial Services, or his designee, is irected to retain the
deposit of the Purchaser and to forthwi return to the others
making proposals their good faith checks or drafts.
2. Title• Ori inal I sue/Date• Denominations•
Maturities. The Bonds shall be ti ed "General Obligation Sewer
Revenue Bonds, Series 1998E", sha be dated April 1, 1998, as
the date of original issue and s 11 be issued forthwith on or
after such date as fully regist ed bonds. The Bonds shall be
numbered from R-1 upward. Glo a1 Certificates shall each be in
the denomination of the entir principal amount maturing on a
single date, or, if a portio of said principal amount is
prepaid, said principal amo nt less the prepayment. Replacement
Bonds, if issued as provid d in_paragraph 6, shall be in the
denomination of $5,000 ea h or in any integral multiple thereof
of a single maturity. T e Bonds shall mature on December 1 in
the years and amounts follows:
Year
1999
2000
2001
2002
2003
20
2 5
006
2007
2008
Amount
$155,000
160,000
165,000
175,000
180,000
190,000
195,000
205,000
215,000
220,000
Year
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
Amount
$230,000
240,000
250,000
265,000
275,000
290,000
300,000
315,000
330,000
345,000
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3. Purpose. The Bonds shall provide funds
construction of various improvements to the City's w
storm water systems (the "Improvements"). The Bonds
to aid in financing a sewage disposal system or part
pursuant to Minnesota Statutes, Section 115.46. The
the Bonds shall be deposited and used as provided iyf
17, and any excess moneys shall be devoted to any �it
permitted by law. The total cost of the Improvement
shall include all costs enumerated in Minnesota tat
t the
ater and
issued
/proceeds of
paragraph
her purpose
s, which
utes, Section
475.65, is estimated to be at least equal to t e amount of the
Bonds. Work on the Improvements shall proce� with due diligence
to completion.
13 4. Interest. The Bonds shall ear interest payable
14 semiannually on June 1 and December 1 of ach year (each, an
15 "Interest Payment Date"), commencing Dec mber 1, 1998, calculated
16 on the basis of a 360-day year of twelv 30-day months, at the
17 respective rates per annum set forth o posite the maturity years
18 as follows:
19 Maturity Year Interest Rate Ma Year Interest Rate
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30
3 ].
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1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
°s
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
a
5. Descri�tion of the Global Certiticates and Global
Book-Entry System. pon their original issuance the Bonds will
be issued in the fo m of a single Global Certificate for each
maturity, deposite with the Depository by the Purchaser and
immobilized as pr vided in paragraph 6. No beneficial owners of
interests in the Bonds will receive certificates representing
their respectiv interests in the Bonds except as provided in
paragraph 6, xcept as so provided, during the term of the
Bonds, benefi ial ownership (and subsequent transfers of
beneficial o ership) of interests in the Global Certificates
will be ref ected by book entries made on the reaords of the
Depository and its Participants and other banks, brokers, and
dealers p rticipating in the National System. The Depository's
book ent ies of beneficial ownership interests are authorized to
be in i crements of $5,000 of principal of the Bonds, but not
smalle increments, despite the larger authorized denominations
of t Global Certificates. Payment of principal of, premium, if
any, and interest on the Global Certificates will be made to the
Bo Registrar as paying agent, and in turn by the Bond Registrar
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qualified to act as such, as provided in clause (ii) of this
subparagraph, or
(iv) To those persons to whom transfer is re
in written transfer instructions in the event that�
5 (a) the Depository shall resign or discontinue
6 its services for the Bonds and the City is�unable to
7 locate a substitute depository within tw�o (2l months
8 following the resignation or determin� on of non-
9 eligibility, or
10 (b) upon a determination by t�Yie City in its sole
11 discretion that (1) the continuati�on of the book-entry
12 system described herein, which precludes the issuance
13 of certificates (other than Glo�ial Certificates) to any
14 Holder other than the Deposit {-}� (or its nominee),
15 might adversely affect the i erest of the beneficial
16 owners of the Bonds, or (2) that it is in the best
17 interest of the beneficial owners of the Bonds that
18 they be able to obtain ce tificated bonds,
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in either of whic
its determination
(the "Replacement
the registration,
be conducted as p
In the event
be authorized by this
presentation of Global
to the substitute or
successor depository
purposes and functi999
Representations sh�'].
depository unless/th
depository so ag,ree,
7.
h events t e City shall notify Holders of
and of t e availability of certificates
Bonds") to Holders requesting the same and
transf r and exchange of such Bonds wi11
rovid in paragraphs 9B and 12 hereof.
of a succession of the Depository as may
�a agraph, the Bond Registrar upon
�ertificates shall register their transfer
ccessor depository, and the substiCute or
�all be treated as the Depository for all
s under this resolution. The Letter of
not apply to a substitute or successor
City and the substitute or successor
and a similar agreement may be entered into.
(a) O'onal Redem t'on: Due Date. All Bonds maturing
after Dece er 1, 2006, shall be subject to redemption and
prepaymen at the option of the City on such date and on any day
thereaft r at a price of par plus accrued interest. Redemption
may be 'n whole or in part of the Bonds subject to prepayment.
If re mption is in part, those Bonds remaining unpaid may be
prep d in such order of maturity and in such amount per maturity
as t e City shall determine; and if only part of the Bonds having
a c mmon maturity date are called for prepayment, the Global
C tificates may be prepaid in $5,000 increments of principal
d, if applicable, the specific Replacement Bonds to be prepaid
hall be chosen by lot by the Bond Registrar. Bonds or portions
920703.2
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1 thereof called for redemption shall be due and payable on
2 redemption date, and interest thereon shall cease to accr
3 and after the redemption date. �
from
4 (b) Notation on Global Certificate. Upon a redue�ion in
5 the aggregate principal amount of a Global Certifica�, the
6 Holder may make a notation of such redemption on the panel
7 provided on the Global Certificate stating the amownt so
8 redeemed, or may return the Global Certificate tor�he Bond
9 Registrar in exchange for a new Global Certificat�e authenticated
1� by the Bond Registrar, in proper principal amou`t. Such
11 notation, if made by the Holder, shall be fo�eference only, and
12 may not be relied upon by any other person as being in any way
13 determinative of the principal amount of su Global Certificate
14 outstanding, unless the Bond Registrar has signed the appropriate
15 column of the panel.
16 (c) Selection of Re lacement Bond . To effect a partial
17 redemption of Replacement Bonds having a common maturity date,
18 the Bond Registrar prior to giving no ice of redemption shall
19 assign to each Replacement Bond hav' g a common maturity date a
20 distinctive number for each $5,000 f the principal amount of
21 such Replacement Bond. The Bond gistrar shall then select by
22 lot, using such method of select' n as it shall deem proper in
23 its discretion, from the number so assigned to such Replacement
24 Bonds, as many numbers as, at ,000 for each number, shall equal
25 the principal amount of such eplacement Bonds to be redeemed.
26 The Replacement Bonds to be edeemed shall be the Replacement
27 Bonds to which were assigne numbers so selected; provided,
28 however, that only so much of the principal amount of each such
29 Replacement Bond of a den ination of more than $5,000 shall be
30 redeemed as shall equal ,000 for each number assigned to it and
31 so selected.
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(d) Partial Redefn tion of Re lacement Bonds. If a
Replacement Bond is be redeemed only in part, it shall be
surrendered to the B nd Registrar (with, if the City or Bond
Registrar so requir s, a written instrument of transfer in form
satisfactory to t City and Bond Registrar duly executed by the
Holder thereof or his, her or its attorney duly authorized in
writing) and the City shall execute 1if necessary) and the Bond
Registrar shall authenticate and deliver to the Holder of such
Replacement Bo d, without service charge, a new Replacement Bond
or Bonds of t e same series having the same stated maturity and
interest rat and of any authorized denomination or
denominatio , as requested by such Holder, in aggregate
principal ount equal to and in exchange for the unredeemed
portion of the principal of the Bond so surrendered.
46 (e� Reauest for Redem�tion. The Bond Registrar shall ca11
47 Bonds f redemption and payment as herein provided upon receipt
48 by the ond Registrar at least forty-five (45) days prior to the
920703.
3
ag-�y3
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(ii)
The redemption price;
18 (iii) If less than all outs��anding Bonds are to be
19 redeemed, the identification (a�d, in the case of partial
20 redemption, the respective pr cipal amounts? of the Bonds
�
21 to be redeemed; f�
22 (iv) That on the redemption date, the redemption price
23 wi11 become due and payab� upon each such Bond, and that
24 interest thereon shall�ase to accrue from and after said
25 date; and
26 (v) The plac�here such Bonds
2'7 for payment of the edemption price
28 office of the Bonc} Registrar).
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redemption date of a request of the City, in written form
Bond Registrar is other than a City officer. Such request
specify the principal amount o£ Bonds to be called for red
and the redemption date.
(f) Notice. Mailed notice of redemption shall be gi
the paying agent (if other than a City officer3 and to eac
affected Holder. If and when the City shall call any of�
if the
shall
to
Bonds for redemption and payment prior to the stated maturity
thereof, the Bond Registrar shall give written notice �in the name
of the City of its intention to redeem and pay such gonds at the
office of the Bond Registrar. Notice of redemptionfshall be
given by first class mail, postage prepaid, maile�`not less than
thirty (30) days prior to the redemption date, t�d`each Holder of
Bonds to be redeemed, at the address appearing in the Bond
Register. All notices of redemption shall sta�e:
(g) Notice
Company or its n
Bonds. If there
Depository or it
efforts to deliv
business day ne�c
all other Holcl�r
(i)
The redemption date;
are to be surrendered
(which shall be the
o IA'�e osito . Notices to The Depository Trust
i ee shall contain the CUSIP numbers of the
,re any Holders of the Bonds other than the
nominee, the Bond Registrar shall use its best
any such notice to the Depository on the
preceding the date of mailing of such notice to
36
37 in Saint
38 and trans
39 Registra
40 Registr r
41 City a d
42 herew'th.
43 City or a
44 reg'strar
9 703.2
8 Sond Reaistrar. First Trust National Association,
P 1, Minnesota, is appointed to act as bond registrar
er agent with respect to the Bonds (the "Bond
"), and shall do so unless and until a successor Bond
is duly appointed, all pursuant to any contract the
Bond Registrar shall execute which is consistent
A successor Bond Registrar shall be an officer of the
bank or trust company eligible for designation as bond
pursuant to Minnesota Statutes, Chapter 475, and may be
0
a �r- a.��
1 appointed pursuant to any contract the City and such successor
2 Bond Registrar shall execute which is consistent herewith. The
3 Bond Registrar shall also serve as paying agent unless and unti
4 a successor paying agent is duly appointed. Principal and
5 interest on the Bonds shall be paid to the Holders (or record,,r�
6 holders) of the Bonds in the manner set forth in the forms�f
7 Bond and paragraph 14 of this resolution.
g 9. Forms of Bond. The Bonds shall be in th�form of
9 Global Certificates unless and until Replacement Bonds/are made
10 available as provided in paragraph 6. Each form of nd may
11 contain such additional or different terms and prov'sions as to
12 the form of payment, record date, notices and oth matters as
13 are consistent with the Letter of Representation and approved by
14 the City Attorney.
15 A. Global Certificates. The G
16 together with the Certificate of Registrat
17 Partial Payments, the form of Assignment
18 information thereon, shall be in substan i
19 and may be typewritten rather than pri ed
o}�al Certificates,
6 n, the Register of
d the registration
lly the following form
�os.z 10
�IS-��t 3
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Registrar has signed the appropriate column of the panel.
Interest on this Bond will be paid on each Interest Payme Date
in same-day.funds by 2:30 p.m., Eastern time, to the per on in
whose name this Bond is registered (the "Holder" or "B dholder")
on the registration books of the Issuer maintained by he Bond
Registrar and at the address appearing thereon at th close of
business on the fifteenth day of the calendar mont preceding
such Interest Payment Date (the "Regular Record D e"). Interest
payments shall be received by the Holder no late than 2:30 p.m.,
Eastern time; and principal and premium paymen shall be
received by the Holder no later than 2:30 p.m , Eastern time, if
the Bond is surrendered for payment enough i advance to permit
payment to be made by such time. Any inte st not so timely paid
shall cease ta be payable to the person w is the Holder hereof
as of the Regular Record Date, and shall e payable to the person
who is the Holder hereof at the close o business on a date (the
"Special Record Date") fixed by the B d Registrar whenever money
becomes available for payment of the efaulted interest. Notice
of the Special Record Date shall be given to Bondholders not less
than ten days prior to the Special Record Date. The principal of
and premium, if any, and interest on this Bond are payable in
lawful money of the United Stat of America.
Date of Pavment Not u iness Da . If the date for
payment of the principal of, premium, if any, or interest on this
Bond shall be a Saturday, S nday, legal holiday or a day on which
banking institutions in t City of New York, New York, or the
city where the principal ffice of the Bond Registrar is located
are authorized by law o executive order to close, then the date
for such payment shall e the next succeeding day which is not a
Saturday, Sunday, leg holiday or a day on which such banking
institutions are aut orized to close, and payment on such date
shall have the same force and effect as if made on the nominal
date of payment.
Rede t�ion. All Bonds of this issue (the "Bonds")
maturing after ecember 1, 2006, are subject to redemption and
prepayment at e option of the Issuer on such date and on any
day thereafte ati a price of par plus accrued interest.
Redemption m y be in whole or in part of the Bonds subject to
prepayment. If redemption is in part, those Bonds remaining
unpaid may e prepaid in such order of maturity and in such
amount pe maturity as the City shall determine; and if only part
of the B nds having a common maturity date are called for
prepaym nt, this Bond may be prepaid in $5,��0 increments of
princi al. Bonds or portions thereof called for redemption shall
be du and payable on the redemption date, and interest thereon
shal cease to accrue from and after the redemption date.
Notice of R�demption. Mailed notice of redemption
1 be given to the paying agent (if other than a City officer)
to each affected Holder of the Bonds_ In the event any of
920703.2
E�%
�r-a.��
1 the Bonds are called for redemption, written notice thereof wi
2 be given by first class mail mailed not less than thirty (30)
3 days prior to the redemption date to each Holder of Bonds to
4 redeemed. In connection with any such notice, the "CUSIP"
5 numbers assigned to the Bonds shall be used.
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Redemotion. L3pon a partial redemption of this Bond w'ich results
in the stated amount hereof being reduced, the Hold may in its
discretion make a notation on the panel provided rein of such
redemption, stating the amount so redeemed. Suc notation, if
made by the Holder, shall be for reference only and may not be
relied upon by any other person as being in a way determinative
of the principal amount of the Bond outstand' g, unless the Bond
Registrar has signed the appropriate column of the panel.
Otherwise, the Holder may surrender this �nd to the Bond
Registrar (with, if the Issuer or Bond R istrar so requires, a
written instrument of transfer in form atisfactory to the Issuer
and Bond Registrar duly executed by t Holder thereof or his,
her or its attorney duly authorized ' writing) and the Issuer
shall execute (if necessary) and th Bond Registrar sha11
authenticate and deliver to the Ho der of such Bond, without
service charge, a new Bond of th same series having the same
stated maturity and interest ra and of the authorized
denomination in aggregate prin ipal amount equal to and in
exchange for the unredeemed p rtion of the principal of the Bond
so surrendered.
Issuance• Pu o: General Oblicration. This Bond is
one of an issue in the t tal principal amount of $4,700,000, all
of like date of origina issue and tenor, except as to number,
maturity, interest rat , denomination, and redemption privilege,
which Bond has been ' sued pursuant to and in full conformity
with the Constituti and laws of the State of Minnesota,
including particul rly Minnesota Statutes, Chapter 475 and
Sections 116.19 a d 115.46, and the Charter of the Issuer, and
pursuant to a r olution adopted by the City Council of the
Issuer on Apri 1, 1998 (the "Resolution"), for the purpose of
providing mon to finance the acquisition, construction and
repair of va ious improvements to the City's wastewater and storm
water syste s. This Bond is payable out of the General
Obligation Bond Debt Service Account of the Sewer Service
Enterpris Fund of the City, to which account have been pledged
gross r enues of the City's sewer system. This Bond has been
issued o aid in financing a sewage disposal system or part
there f pursuant to Minnesota Statutes, Section 115.46. This
Bond constitutes a general obligation of the Issuer, and to
pro ide moneys for the prompt and full payment of its principal,
p mium, if any, and interest when the same become due, the fu11
ith and credit and taxing powers of the Issuer have been and
are hereby irrevocably pledged.
920703.2 �-3
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Denominations: Exchancte; Resolution. The Bonds aofe
issuable originally only as Global Certificates in the
denomination of the entire principal amount of the issue maturir
on a single date, or, if a portion of said principal i prepaid,
said principal amount less the prepayment. Global Ce ificates
are not exchangeable for fully registered bonds of s aller
denominations except to evidence a partial prepaym t or in
exchange for Replacement Bonds if then available. Replacement
Bonds, if made available as provided below, are 'ssuable solely
as fully registered bonds in the denominations f$5,000 and
integral multiples thereof of a single maturi and are
exchangeable for fu11y registered Bonds of o er authorized
denominations in equal aggregate principal mounts at the
principal office of the Bond Registrar, b only in the manner
and subject to the limitations provided ' the Resolution.
Reference is hereby made to the Resolut' n for a description of
the rights and duties of the Bond Regi rar. Copies of the
Resolution are on file in the princip 1 office of the Bond
Registrar.
Replacement Bonds.
the Issuer in the event that:
(a) the Depository
services for the Bonds,
locate a substitute dep
following the resigna o
eligibility, or
(b) upon a
discretion that
system described
issuance of cer�
any Holder o
adversely af
the Bonds, o
beneficial�
certificat d
�t
(2)
Bonds may be issued by
a11 resign or discontinue its
nd only if the Issuer is unable to
sitory within two (2) months
n or determination of non-
d�termination by the Issuer in its sole
�} the continuation of the book-entry
in the Resolution, which precludes the
ficates (other than Global Certificates) to
than the Depository (or its nominee), might
the interest of the beneficial owners of
that it is in the best interest of the
of the Bonds that they be able to obtain
bonds.
Tr s er. This Bond sha11 be registered in the name of
the payee o the books of the Issuer by presenting this Bond for
registrati to the Bond Registrax, who will endorse his, her or
its name d note the date of registration opposite the name of
the paye in the certificate of registration attached hereto.
Thereaf r this Bond may be transferred by delivery with an
assign nt duly executed by the Holder or his, her or its legal
repres ntatives, and the Issuer and Bond Registrar may treat the
Holde as the person exclusively entitled to exercise all the
rig s and powers of an owner until this Bond is presented with
suc assignment for registration of transfer, accompanied by
as urance of the nature provided by law that the assignment is
g nuine and effective, and until such transfer is registered on
'703 . 2
14
�I�-ay
said books and noted hereon by the Bond Registrar, all subje t to
the terms and conditions provided in the Resolution and to
reasonable regulations of the Issuer contained in any agr ement
with, or notice to, the Bond Registrar. Transfer of this Bond
may, at the direction and expense o£ the Issuer, be su ect to
certain other restrictions if required to qualify thi Bond as
being "in registered form" within the meaning of Sec ion 149(a)
of the federal Internal Revenue Code of 1986, as a�ended.
9 Fees u�on Transfer or Loss. The Bond F�egistrar may
10 require payment of a sum sufficient to cover a tax or other
11 governmental charge payable in connection wit the transfer or
12 exchange of this Bond and any legal or unusu costs regarding
13 transfers and lost Bonds.
14 Treatment of Registered Owner. The Issuer and Bond
15 Registrar may treat the person in whose ame this Bond is
16 registered as the owner hereof for the purpose of receiving
17 payment as herein provided (except as otherwise provided with
18 respect to the Record Date) and for 11 other purposes, whether
19 or not this Bond shall be overdue, nd neither the Issuer nor the
20 Bond Registrar shall be affected notice to the contrary.
21 Authentication. This
22 obligatory for any purpose o�
23 the Certificate of Authentica i
24 by the Bond Registrar.
25 Not Oualltie�
26 not been designated by
27 obligations" for purpo,
28 Internal Revenue Code �
29 qualify for such desic�
ond shall not be valid or become
entitled to any security unless
hereon shall have been executed
The Bonds have
� Issuer as "qualified tax-exempt
of Section 265(b)(3) of the federal
1986, as amended. The Bonds do not
ion.
15
q �'�
�
ON REVERSE OF BOND
2 Date of Pavment Not Business Dav. If the date fo
3 payment of the principal of, premium, if any, or interest n this
4 Bond shall be a Saturday, Sunday, legal holiday or a day on which
5 banking institutions in the City of New York, New York,- or the
6 city where the principal office of the Bond Registrar s located
7 are authorized by law or executive order to close, t en the date
8 for such payment shall be the next succeeding day ich is not a
9 Saturday, Sunday, legal holiday or a day on which such banking
10 institutions are authorized to close, and payme on such date
11 shall have the same force and effect as if mad on the nominal
12 date of payment.
13 RedemDtion. All Bonds of this i ue (the "Bonds")
14 maturing after December 1, 2006, are subj ct to redemption and
15 prepayment at the option of the Issuer o such date and on any
16 day thereafter at a price of par plus crued interest.
17 Redemption may be in whole or in part of the Bonds subject to
18 prepayment. If redemption is in par , those Bonds remaining
19 unpaid may be prepaid in such order of maturity and in such
20 amount per maturity as the City s 11 determine; and if only part
21 of the Bonds having a common mat ity date are called for
22 prepayment, the specific Bonds o be grepaid sha11 be chosen by
23 lot by the Bond Registrar. Bo ds or portions thereof called for
24 redemption shall be due and p yable on the redemption date, and
25 interest thereon shall ceas to accrue from and after the
26 redemption date.
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shall be given to the
and to each affected
the Bonds are called
be given by first c a
days prior to the ed
redeemed. In co ect
tion. Mailed notice of redemption
ying agent (if other than a City officer)
der of the Bonds. In the event any of
redemption, written notice thereof will
mail mailed not less than thirty (30)
tion date to each Holder of Bonds to be
with any such notice, the "CUSIP"
Bonds shall be used.
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or
numbers assiane to the
Sel ction of Bonds for Redem tion. To effect a partial
redemption o Bonds having a common maturity date, the Bond
Registrar s all assign to each Bond having a common maturity date
a distinct've number for each $5,000 of the principal amount of
such Bon . The Bond Registrar shall then selecC by lot, using
such me od of selection as it shall deem proper in its
discre on, from the numbers assigned to the Bonds, as many
numbe as, at $5,000 for each number, shall equal the principal
amou of such Bonds to be redeemed. The Bonds to be redeemed
sha be the Bonds to which were assigned numbers so selected;
pr vided, however, that only so much of the principal amount of
s ch Bond of a denomination of more than $5,000 shall be redeemed
s shall equal $5,000 for each number assigned to it and so
920703.2
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selected_ If a Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the Issuer or Bond
Registrar so requires, a written instrument of transfer in form
satisfactory to the Issuer and Bond Registrar duly executed by
the Holder thereof or his, her or its attorney duly authorized i
writing) and the Issuer shall execute (if necessary) and the on
Registrar shall authenticate and deliver to the Holder of s ch
Bond, without service charge, a new Bond or Bonds of the me
series having the same stated maturity and interest rate and of
any auChorized denomination or denominations, as reque ed by
such Holder, in aggregate principal amount equal to a d in
exchange for the unredeemed portion of the principa of the Bond
so surrendered.
Issuance• Pu ose• General Obli ation This Bond is
one of an issue in the total principal amount f$4,700,000, all
of like date of original issue and tenor, ex pt as to number,
maturity, interest rate, denomination, and edemption privilege,
which Bond has been issued pursuant to an in full conformity
with the Constitution and laws of the St e of Minnesota,
including particularly Minnesota Statut s, Chapter 475 and
Sections 116.19 and 115.46, and the C rter of the Issuer, and
pursuant Co a resolution adopted by e City Council of the
Issuer on April 1, 1998 (the "Resol tion"), for the purpose of
providing money to finance the ac isition, construction and
repair of various improvements t the City's wastewater and storm
water systems. This Bond is pa able out the General Obligation
Bond Debt Service Account of e Sewer Service Enterprise Fund of
the City, to which account h e been pledged gross revenues of
the City's sewer system. T is Bond has been issued to aid in
financing a sewage dispos system or part thereof pursuant to
Minnesota Statutes, Sect'on 115.46. This Bond constitutes a
general obligation of t e Issuer, and to provide moneys for the
prompt and full payme of its principal, premium, if any, and
interest when the sa e become due, the full faith and credit and
taxing powers of th Issuer have been and are hereby irrevocably
pledged.
issuable s
$5,000 and
are exchan
pri
and
the�hts
Reso tion
Req�strar.
920703.2
Denom'natio s• Exchan e• Resolution. The Bonds are
olel as fully registered bonds in the denominations of
i egral multiples thereof of a single maturity and
g ble for fully registered Bonds of other authorized
s in equal aggregate principal amounts at the
office of the Bond Registrar, but only in the manner
t to the limitations provided in the Resolution.
is hereby made to the Resolution for a description of
and duties of the Bond Registrar. Copies of the
are on file in the principal office of the Bond
27
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Transfer. This Bond is transferable by the Holder in
person or by his, her or its attorney duly authorized in writing
at the principal office of the Bond Registrar upon presentation
and surrender hereof to the Bond Registrar, all subject to the
terms and conditions provided in the Resolution and to reasona`�le
regulations of the Issuer contained in any agreement with, o
notice to, the Sond Registrar. Thereupon the Issuer shall
execute and the Bond Registrar sha11 authenticate and del' er, in
exchange for this Bond, one or more new fully registered�Bonds in
the name of the transferee (but not registered in blanlv` to
"bearer" or similar designation), of an authorized de omination
or denominations, in aggregate principal amount equa to the
principal amount of this Bond, of the same maturity and bearing
interest at the same rate.
15 Fees u�on Transfer or Loss. The Bon Registrar may
16 require payment of a sum sufficient to cover y tax or other
17 governmental charge payable in connection wi the transfer or
18 exchange of this Bond and any legal or unus al costs regarding
19 transfers and lost Bonds.
20
21
22
23
24
25
26
27
Registrar may treat the person in
registered as the owner hereof for
payment as herein provided {except
reverse side hereof with respect t
other purposes, whether or not th'
neither the Issuer nor the Bond�
notice to the contrary.
ner � The Issuer and Bond
os� name this Bond is
� purpose of receiving
otherwise provided on the
the Record Date) and for all
Bond shall be overdue, and
strar shall be affected by
28 Authentication. T s Bond shall not be valid or become
29 obligatory for any purpose r be entitled to any security unless
30 the Certificate o£ Authent'cation hereon shall have been executed
31 by the Bond Registrar.
32 Not ua ifie Tax- x m t O li ations. The Bonds have
33 not been designated b the Issuer as qualified tax-exempt
34 obligations" for pur oses of Section 265(b)(3) of the federal
35 Internal Revenue Co e of 1986, as amended. The Bonds do not
36 qualify for such signation.
m
qY-a��
fiXHIBITS
Exhibit A - Proposals
920703.2
Councii Fiie # 1 b ay3
A ����.e 1 i y � (�� '
� � � l�\ � ` � 5y � C>reenSheet# `�'���`"1
O��VilV�� RESOLUTION� � �,����j1,`�,w, ts, a-�,a-�
n �, , ClTY OF SAINT PAUL, MlNNESOI'A /�
Prese�ted By
Referred To
Committee: Date
1 ACCEPTING PROPOSAI, ON SALE OF
2 $4,700,000 GENERAL OBLIGATION SEWER REVENUE
3 BONDS, SERIES 1998E, AND
4 PROVIDING FOR THEIR ISSUANCE
5 WHEREAS, the Director, Office of Financial Services,
6 has presented proposals received for the sale of $4,700,000
7 General Obligation Sewer Revenue Bonds, Series 1998E (the
8 "Bonds"l, of the City of Saint Paul, Minnesota (the "City"); and
9 WHEREAS, the proposals set forth on Exhibit A attached
10 hereto were received pursuant to the Terms of Proposal at the
11 offices of Springsted Incorporated at 10:30 A.M., Central Time,
12 this same day; and
13 WHEREAS, the Director, Office of Financial Services,
14 has advised this Council that the proposal of
15 U S ��.v�� r �r�c. was found to be the most
16 advantageous a d has recommended that said proposal be accepted;
17 and
18 WHEREAS, the proceeds of the Boncts will finance various
19 improvements to the City's wastewater and storm water systems
20 (the "Improvements"}, for which the City is proceeding pursuant
21 to its Charter and Minnesota Statutes, Chapter 475 and Sections
22 116.19 and 115.46, with any excess to be used for any other
23 purpose permitted by law; and
9207�3.2
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6
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WHEREAS, the Bonds will provide money
part of the costs of the abatement of combined
of making improvements to any utility required
abatement; and
to pay a11 or
sewer overflow and
to effect the
WFIEREAS� the City has heretofore issued registered
obligations in certificated form, and incurs substantial costs
associated with their printing and issuance, and substantial
continuing transaction costs relating to their payment, transfer
and exchange; and
WHEREAS, the City has determined that significant
savings in transaction costs will result from issuing bonds in
"global book-entry form", by which bonds are issued in
certificated form in large denominations, registered on the books
of the City in the name of a depository or its nominee, and held
in safekeeping and immobilized by such depository, and such
depository as part of the computerized national securities
clearance ancl settlement system (the "National System") registers
transfers of ownership interests in the bonds by making
computerized book entries on its own books and distributes
payments on the bonds to its Participants shown on its books as
the ownere of such interests; and such Participants and other
banks, brokers and dealers participating in the National System
will do likewise (not as agents of the City) if not the
beneficial owners of the bonds; and
25 WHEREAS, "Participants" means those financial insti-
26 tutions for whom the Depository effects book-entry transfers and
27 pledges of securities deposited and immobilized with the
28 Depository; and
29 WHEREAS, The Depository Trust Company, a limited
30 purpose trust company organi2ed under the laws of the State of
31 New York, or any of its successors or successors to its functions
32 hereunder (the "Depository"), will act as such depository with
33 respect to Che Bonds except as set forth below, and the City has
34 heretofore delivered a letter of representations tthe "Letter of
35 Representations"} setting forth various matters relating to the
36 Depository and its role with respect to the Bonds; and
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38
39
40
41
42
43
44
WHEREAS, the City will deliver the Bonds in the form of
one certificate per maturity, each representing the entire
principal amount of the Bonds due on a particular maturity
(each a"Global Certificate"), which single certificate per
maturity may be transferred on the City's bond register as
required by the Uniform Commercial Code, but not exchanged
smaller denominations unless the City determines to issue
Replacement Bonds as grovided below; and
date
for
�5 WHEREAS, the City will be able to replace the
26 Depository or under certain circumstances to abandon the "global
92�7a3.2 2
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1 book-entry form" by permittiag the Global Certificates to be
2 exchanged for smaller denominations typical of ordinary bonds
3 registered on the City's bond register; and "Replacement Bonds"
4 means the certificates representing the Bonds so authenticatecl
5 and delivered by the Bond Registrar pursuant to paragraphs 6 and
6 12 hereof; and
7 WHEREAS, "Holder" as used herein means the person in
8 whose name a Bond is registered on the registration books of the
9 City maintained by the registrar appointed as provided in
lo paragraph S(the "Bond Registrar"); and
11 WHEREAS, gross revenues (the "Revenues" as defined in
12 the City's Resolution No. 88-835, adopted May 24, 1988, being
13 referred to herein as the "General Resolution") of the City's
14 storm and sanitary sewer systems, including all piping, pumps,
15 valves, maintenance equipment and buildings, improvements and
16 real and personal property used in connection therewith, and al1
17 funds, accounts, contract rights, permits, authorization,
18 approach and intangibles related thereto (the "Sewer System"),
19 have been pledged to the payment of the City's Sewer Revenue
20 Bonds, Series 1988A, and Sewer Revenue Refunding Bonds, Series
21 1993 (the "Revenue Bonds"), and under the General Resolution the
22 pledge of Revenues to the payment of the Bonds is required to be
23 junior and subordinated to the pledge to the Revenue Bonds; and
24 WIiEREAS, the City has heretofore issued to the PFA its
25 General Obligation Sewer Revenue Note of 1993 (the "1993 Note"),
26 General Obligation Sewer Revenue Note of 1994 (the "1994 Note"),
27 General Obligation Sewer Revenue Note of 1995 (the "1995 Note"),
28 General Obligation Sewer Revenue Note of 1996 (the "1996 Note"),
29 and General Obligation Sewer Revenue Note of 1997 (the "1997
30 Note") and under the resolutions authorizing the issuance of the
31 1993 Note, 1994 Note, 1995 Note, 1996 Note and 1997 Note the
32 pledge of Revenues to the payment of the Bonds may be on a parity
33 of lien with the pledge to the 1993 Note, 1994 Note, 1995 I3ote,
34 1996 Note and 1997 Note; and
35 WHEREAS, the 1993 Note, 1994 Note, 1995 Note, 1996 Note
36 and 1997 Note are collectively referred to herein as the "PFA
37 Notes"; and
38 WHEREAS, Rule 15c2-12 of the Securities and Exchange
39 Commission prohibits "participating underwriters" from purchasing
40 or selling the Bonds unless the City undertakes to provide
41 certain continuing disclosure with respect to the Bonds; and
42 WHEREAS, pursuant to Minnesota Statutes, Section
43 475.60, Subdivision 2(9), public sale requirements do not apply
44 to the Bonds if the City retains an independent financial advisor
45 and determines to sell the Bonds by private negotiation, and the
46 City has instead authorized a competitive sale without
92D703.2 3
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publication of notice thereof as a form of private negotiation;
and
3 WHEREAS, proposals for
4 Springsted Incorporated pursuant
5 Terms of Proposal therein:
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the Bonds have been solicited by
to an Official Statement and
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of Saint Paul, Minnesota, as follows:
1. Acceptance of Proposal. The proposal of U.S.
Bancorp., Inc. (the "Purchaser"), to purchase $4,700,000 General
Obligation Sewer Revenue Bonds, Series 1998E, of the City (the
"Bonds", or individually a"Sond"}, in accordance with the Terms
of Proposal for the bond sale, at the rates of interest set forth
hereinafter, and to pay for the Bonds the sum of $4,639,910.40,
plus interest accrued to settlement, is hereby found, determined
and declared to be the most favorable proposal received and is
hereby accepted, and the Bonds are hereby awarded to the
Purchaser. The Director, Office of Financial Services, or his
designee, is directed to retain the deposit of the Purchaser and
to forthwith return to the others making proposals their good
faith checks or drafts.
2. Title: Oricrinal Tssue Date: Denominations:
Maturities. The Boncls shall be titled "General Obligation Sewer
Revenue Bonds, Series 1998E", shall be dated April 1, 1998, as
the date of original issue and shall be issued forthwith on or
after such date as fully registered bonds. The Bonds shall be
numbered from R-1 upward. G1oba1 Certificates sha11 each be in
the denomination of the entire principal amount maturing on a
single date, or, if a portion of said principal amount is
prepaid, said principal amount less the prepaymenC. Replacement
Bonds, if issued as provided in paragraph 6, shall be in the
denomination of $5,000 each or in any integral multiple thereof
of a single maturity. The Sonds shall mature on December 1 in
the years and amounts as follows:
Y ar
1999
20�0
2001
2002
2003
2004
2�05
2006
Amount
Year
Amount
920703.2
$155,000
16a,��0
165,000
175,000
180,000
190,000
195,000
205,000
2007
2��8
2009
2010
2011
2012
2a13
2018
0
$ 215,000
220,OQ0
230,000
240,000
250,000
265,000
275,OOQ
1,580,000
�U r �� /
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5
6
7
8
1D
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35
;s
3. Purpose. The Bonds shall provide funds for the
construction of various improvements to the City's wastewater and
storm water systems (the "Improvements"?. The Bonds are issued
to aid in financing a sewage disposal system or part thereof
pursuant to Minnesota Statutes, Section 115.46. The proceeds of
the Bonds shall be deposited and used as provided in paragraph
17, and any excess moneys shall be clevoted to any other purpose
permitted by law. The total cost of the Improvements, which
shaI1 include a11 costs enumerated in Minnesota Statutas, Section
a75.65, is estimated to be at least equal to the amount of the
Bonds. Work on the Improvements shall proceed with due diligence
to completion.
4. Interest. The Bonds shall bear interest payable
semiannually on June 1 and December 1 of each year (each, an
°Interest Payment Date"), commencing December 1, 1998, calculated
on the basis of a 3&0-day year of twelve 3Q-day months, at the
respective rates per annum set forth opposite the maturity years
as follows:
Maturity Year Interest Rate Maturity Year Interest Rate
1999
2000
2001
2002
2003
2�04
2005
2006
3.70%
3.90
4.10
4.15
4.20
4.3�
4.40
4.45
2Q07
2008
2009
2010
2011
2012
2013
2015
4.50%
4.55
4.65
4.75
4.85
4.95
5.00
5.00
5. Description of the Global Certificates and Global
Book-Entry System. Upon their original issuance the Bonds will
be issued in the form of a single Global Certificate for each
maturit�r, deposited with the Depository by the Purchaser and
immobilized as provided in paragraph 6. No beneficial owners of
interests in the Bonds wi11 receive certificates representing
their respective interests in the Bonds except as provided in
paragraph 6. Except as so provided, during the term of the
Bonds, beneficial ownership (and subsequent transfers of
beneficial ownership) of interests in the Global Certificates
will be reflected by book entries made on the records of the
Depository and its Participants and other banks, brokers, and
dealers participating in the National System. The Depository's
book entries of beneficial ownership interests are authorized to
be in increments of $5,000 of principal o£ the Bonds, but not
smaller increments, despite the larger authorized denominations
of the Global Certificates. Payment of principal of, premium, if
any, and interest on the Global Certificates will be made to the
Bond Registrar as paying agent, and in turn by the Bond Registrar
920�03.2
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1 to the Depository or its nominee as registered owner of the
2 Global Certificates, and the Depository according to the laws and
3 rules governing it wi11 receive and forward payments on behalf of
4 the beneficial owners of the Global Certificates.
Payment of principal of, premium, if any, and interest on a
Global Certificate may in the City's discretion be made by such
other method of transferring funds as may be requested by the
Holder of a Global Certificate.
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11
12
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17
18
19
20
21
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23
24
25
26
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Pursuant to
27
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the request of the Purchaser to the Depository, which raquest is
required by the Terms of Proposal, immediately upon the original
delivery of the Bonds the Purchaser will deposit the Global
Certificates representing all of the Bonds with the Depository.
The Global Certificates shall be in typewritten form or otherwise
as acceptable to the Depository, shall be registered in the name
of the Depository or its nominee and shall be held immobilized
from circulation at the offices of the Depository on behalf of
the Purchaser and subsequent bondowners. The Depository or its
nominee will be the sole holder of record of the Global
Certificates and no investor or other party purchasing, selling
or otherwise transferring ownership of interests in any Bond is
to receive, hold or deliver any bond certificates so long as the
Depository holds the Global Certificates immobilized from
circulation, except as provided below in this paragraph and in
paragraph 12.
Certificates evidencing the Bonds may not after their
original delivery be transferred or exchanged except:
(i} Upon registration of transfer of ownership of a
Global Certificate, as provided in paragraph 12,
31 (ii) To any successor of the Depository (or its
32 nominee) or any substitute depository (a '�substitute
33 depository") designated pursuant to clause (iii) of this
34 subparagraph, provided that any successor of the Depository
35 or any substitute degository must be both a"clearing
36 corporation" as defined in the Minnesota Uniform Commercial
37 Code at Minnesota Statutes, Section 336.8-102, and a
38 qualified and registered "clearing agency" as provided in
39 Section 17A of the Securities Exchange Act of 1934, as
�0 amended,
E1 (iii} To a substitute depository designated by and
2 acceptable to the City upon (a) the determination by the
3 Depository that the Bonds shall no longer be eligible for
4 its depository services or (b) a determination by the City
5 that the Depository is no longer able to carry out its
5 functions, provided that any substitute depository must be
920703.2
� � - �-�.�
qualified to act as such, as provided in clause tii? of this
subparagraph, or
3
a
(iv) To those persons to whom transfer is requested
in written transfer instructions in the event that:
5 (a} the Depository shall resign or discontinue
6 its services for the Bonds and the City is unable to
7 locate a substitute depository within two (2) months
8 following the resignation or determination of non-
9 eligibility, or
io
11
12
13
14
15
16
17
18
(b1 upon a determination by the City in its sole
discretion that (1) the continuation of the book-entry
system described herein, which precludes the issuance
of certificates (other than Global Certificates) to any
Aolder other than the Depository (or its nominee),
might adversely affect the interest of the beneficial
owners o£ the Bonds, or (2) that it is in the best
interest of the beneficial owners of the Bonds that
they be ahle to obtain certificated bonds,
19 in either of which events the City shall notify Holders of
20 its determination and of the availability of certificates
21 (the "Replacement Bonds") to Aolders requesting the same and
22 the registration, transfer and exchange of such Bonds will
23 be conducted as provided in paragraphs 9B and 12 hereof.
z�
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In the event of a succession of the Depository as may
be authorized by this paragraph, the Bond Registrar upon
presentation of Global Certificates sha11 register their trans�er
to the substitute or successor depository, and Che substitute or
successor depository shall be treated as the Depository for all
purposes and £unctions under this resolution. The Letter of
Representations sha11 not apply to a substitute or successor
depository unless the City and the substitute or successor
depository so agree, and a similar agreement may be entered into.
Redemption.
(a) Optional Redemption. All Bonds maturing after
December 1, 2006, shall be subject to redemption and prepayment
at the option of the City on such date and on any day thereafter
at a price of par plus accrued interest. Redemption may be in
whole or in part of the Bonds subject to prepaymenC. If
redemption is in part, those Bonds remaining unpaid may be
prepaid in such order of maturity and in such amount per maturity
as the City shall determine (treating amounts scheduled for
mandatory redemption as maturities); and if only part of the
Bonds having a common maturity date are called for prepayment,
the Global Certificates may be prepaid in $5,000 increments of
920703.2
�1 K -a-�l 3
1 principal and, if applicable, the specific Replacement Bonds to
2 be prepaid shall be chosen by lot by the Bond Registrar.
3 (b) Scheduled Mandatorv Redemption. Term Bonds
4 the year 2018 are subject to redemption and prepayment
5 December 1 in the years 2014 through 2017, inclusive,
6 of par plus accrued interest, without premium, in the
amounts set forth below:
Year
9
10
11
12
13
2014
2015
2016
2017
2018
Amount
$290,000
300,�00
315,000
330,000
345,000 (Maturity)
maturing in
on each
at a price
years and
14 (c) Due Date. Bonds or portions thereof called for
15 redemption shall be due and payable on the redemption date, and
16 interest thereon shall cease to accrue from and after the
17 redemption date.
18 (d} Notation on Global Certificate. Upon a reduction in
19 the aggregate principal amount of a Global Certificate, the
20 Holder may make a notation of such redempCion on the panel
21 provided on the Global Certificate stating the amount so
22 redeemed, or may return the Global Certificate to the Bond
23 Registrar in exchange for a new Global Certificate authenticated
24 by the Bond Registrar, in proper principal amount. Such
25 notation, if made by the Holder, sha11 be for reference on1y, and
26 may not be relied upon by any other person as being in any way
27 determinative of the principal amount of such Global Certificate
28 outstanding, unlesa the Bond Registrar has signed the appropriate
29 column o£ the panel. �
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32
33
34
35
36
37
38
39
40
41
42
43
44
45
(e? Selection of Replacement Bonds. To effect a partial
redemption of Replacement Bonds having a common maturity date,
the Bond Registrar prior to giving notice of redemption shall
assign to each Replacement Bond having a common maturity date a
distinctive number for each $5,000 of the principal amount of
such Replacement Bond. The Sond Registrar sha11 then select by
lot, using such method oP selection as it shall deem proper in
its discretion, from the numbers so assigned to such Replacement
Bonds, as many numbers as, at $5,000 for each number, shall equal
the principal amount of such Replacement Bonds to be redeemed.
The Replacement Bonds to be redeemed shall be the Replacement
Bonds to which were assigned numbers so selected; provided,
however, that only so much of the principal amount of each such
Replacement Bond of a denomination of more than $5,000 shall be
redeemed as shall equal $5,000 for each numbar assigned to it and
so selected.
920703.2
�1�"
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(f) Partial Redemption Qf Re�lacement Bonds. I£ a
Replacement Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the City or Bond
Registrar so requires, a written instrument of transfer in £orm
satisfactory to the City and Bond Registrar duly executed by the
Holder thereof or his, her or its attorney duly autharized in
writing) and the City sha11 execute (if necessary) and the Bond
Reqistrar sha11 authenticate and deliver to the Holder of such
Replacement Bond, without service charge, a new Replacemen� Bond
or Bonds of the same series having the same stated maturity and
interest rate and of any authorized denomination or
denominations, as requested by such Holder, in aggregate
principal amount equal to and in exchange for the unredeemed
portion of the principal of the Bond so surrendered.
(g) Request for Redem�tion. The Bond Registrar shall call
Bonds for redemption and payment as herein provided upon receipt
by the Bond Registrar at least forty-five (45) days prior to the
redemption date of a request of the City, in written form if the
Bond Registrar is other than a City officer. Such request shall
specify the principal amount of Bonds to be called for redemption
and the redemption date.
{h) Notice. Mailed notice of redemption shall be given
the paying agent (if other than a City officer) and to each
affected Holder. If and when the City shall call any of the
Bonds for redemption and payment prior to the stated maturity
thereof, the Bond Registrar shall give written notice in the
of the City of its intention to redeem and pay such Bonds at
office of the Bond Registrar. Notice of redemption shall be
to
name
the
given by first class mail, postage prepaid, mailed not less than
thirty (30? days prior to the redemption date, to each Holder of
Bonds to be redeemed, at the address appearing in the Bond
Register. Al1 notices of redemption shall state:
(i)
(ii)
The redemption date;
The redempCion price;
35 (iii) If less than all outstanding Bonds are to be
36 redeemed, the identiPication tand, in the case of partial
37 redemption, the respective principal amounts) of the Bonds
38 to be redeemed;
39 (iv) That on the redemption date, the redemption price
4o will become due and payable upon each such Bond, and that
41 interest thereon shall cease to accrue from and after said
42 date; and
43 (v) The place where such Bonds are to be surrendered
44 for payment of the redemption price (which shall be the
45 office of the Bond Registrar).
920703.2 9
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(i) Natice to Depasitorv. Notices to The Depository Trust
Company or its nominee shall contain the CUSIP numbers of the
Bonds. If there are any Holders of the Bonds other than the
Depository or its nominee, the Bond Registrar shall use its best
efforts to deliver any such notice to the Depository on the
business day next preceding the date of mailing of such notice to
all other Holders.
8. Bond ReQistrar. First Trust National Association,
in Saint Paul, Minnesota, is appointed to act as bond registrar
and transfer agent with respect to the Bonds (the "Bond
Registrar"), and shall do so unless and until a successor Bond
Registrar is duly appointed, all pursuant to any contract the
City and Bond Registrar shall execute which is consistent
herewith. A successor Bond Registrar shall be an officer of the
City or a bank or trust company eligible for designation as bond
registrar pursuant to Minnesota Statutes, Chapter 475, and may be
appointed pursuant to any contract the City and such successor
Bond Registrar shall execute which is consistent herewith. The
Bond Registrar shall also serve as paying agent unless and until
a successor paying agent is duly appointed. Principal and
interest on the Bonds shall be paid to the Aolders (or record
holdersl of the Bonds in the manner set forth in the forms of
Bond and paragraph 14 of this resolution.
9. Forms of Bond. The Bonds sha11 be in the form of
Global Certificates unless and until Replacement Bonds are made
available as provided in paragraph 6. Bach form of bond may
contain such additional or different terms and provisions as to
the form of payment, record date, notices and other matters as
are consistent with the Letter of Representations and approved by
the City Attorney.
31 A. Global Certificates. The Global Certi£icates,
32 together with the Certificate of Registration, Che Register of
33 Partial Payments, the form of Assignment and the registration
34 information thereon, shall be in substantially the following form
35 and may be typewritten rather than printed:
42�703.2
10
°l�-a.L1�
1
2
3
4
5 R-
UNITED STATES.OF AMERICA
STATE OF MINNESOTA
RAMSEY COUNTY
CITY OF SAINT PAUL
b GENERAL OBLIGATION SEWER REVENUE
� BOND, SERIES 1998E
8 INTEREST
9 RATE
10
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12
13
14
15
16
17
18
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29
30
31
32
i3
14
5
6
7
8
MATURITY
DATE
December 1,
REGISTERED OWNER:
PRINCIPAL AMOUNT:
CUSIP
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, Ramsey County, Minnesota (the "ISSUer" or "City"),
certifies that it is indebted and for value received promises to
pay to the registered owner specified above or on the certificate
of registration below, or registered assigns, in the manner
hereinafter set forth, the principal amount specified above, on
the maturity date specified above, unless called for earlier
redemption, and to pay interest thereon semiannually on June 1
and December 1 of each year (each, an "Interest Payment Date"),
commencing December 1, 1998, at the rate per annum specified
above (calculated on the basis of a 360-day year of twelve 30-day
months) until the principal sum is paid or has been provided for.
This Bond will bear interest from the most recent Interest
Payment Date to which interest has been paid or, if no interest
has been paid, from the date of original issue hereof. The
principal of ancl premium, if any, on this Bond are payable in
same-day funds by 2:30 p.m., Eastern time, upon presentation and
surrender hereof at the principal office of
in , Minnesota (the "Bond Registrar"), acting as
paying agent, or any successor paying agent duly appointed by the
Issuer; provided, however, that upon a partial redemption of this
Bond which results in the stated amount hereof being reduced, the
Holder may in its discretion be paid without presentation of this
Bond, which payment shall be received no later than 2:30 p.m.,
Eastern time, and may make a notation on the panel provided
herein of such redemption, stating the amount so redeemed, or may
return the Bond to the Bond Registrar in exchange for a new Bond
in the proper principal amount. Such notation, if made by the
Holder, shall be for reference on1y, and may not be relied 'upon
by any other person as being in any way determinative of the
principal amount of this Bond outstanding, unless the Bond
DATE OF
ORIGINAL ISSUE
April 1, 1998
920703.2 �-�-
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22
Registrar has signed the appropriate column of the panel.
Interest on this Bond will be paid on each Interest Payment Date
in same-day £unds by 2:30 p.m., Eastern time, to the person in
whose name this Bond is registered (the "Holder" or "Bondholder")
on the registration books of the Issuer maintained by the Bond
Registrar and at the address appearing thereon at the close of
business on the fifteenth day of the calendar month preceding
such Interest Payment Date (the "Regular Record Date"). Interest
payments shall be received by the Holder no later than 2:30 p.m.,
Eastern time; and principal and premium payments shall he
received by the Holder no later than 2:30 p.m., Eastern time, if
the Bond is surrendered for payment enough in advance to permit
payment to be made by such time. Any interest not so timely paid
shall cease to be payable to the person who is the Holder hereof
as of the Regular Record Date, and shall be payable to the person
who is the Holder hereof at the close of business on a date (the
"Special Record Date") fixed by the Bond Reqistrar whenever money
becomes available for payment of the defaulted interest. Notice
of the Special Record Date shall be given to Bondholders not less
than ten days prior to the Special Record Date. The principal, of
and premium, if any, and interest on this Bond are payable in
lawful money of the United States of America.
23 Date of Pavment Not Business Dav. If the date for
24 payment of the principal of, premium, if any, or interest on this
25 8ond shall be a Saturday, Sunday, 1ega1 holiday or a day on which
26 banking institutions in the City o£ New York, New York, or the
27 city where the principal office of the Bond Registrar is located
28 are authorized by law or executive order to close, then the date
29 for such payment shall be the next succeeding day which is not a
30 Saturday, Sunday, legal holiday or a day on which such banking
31 institutions aze authorized to close, and payment on such date
32 shall have the same force and effect as if made on the nominal
33 date of payment.
34 Optional Redemotion. All Bonds of this issue ithe
35 "Bonds") maturing after December 1, 2006, are subject to
36 redemption and prepayment at the option of the Issuer on such
37 date and on any day thereafter at a price of par plus accrued
38 interest. Redemption may be in whole or in part of the Bonds
39 subject to prepayment. If redemption is in part, those Bonds
40 remaining unpaid may be prepaid in such order of maturity and in
41 such amount per maturity as the City shall determine (treating
42 amounts scheduled for mandatory redemption as maturities); and if
43 only part of the Bonds having a common maturity date are called
44 for prepayment, this Bond may be prepaid in $5,006 increments of
45 principal.
46 Scheduled Mandatory Redemption. The Bonds maturing in
47 the year 2018 shall be redeemed and prepaid on each December 1 in
48 the years 2014 through 2017, inclusive, at a price of par plus
s2o�os.z 12
�'k�
1 accrued interest, without premium, in the years and amounts set
2 forth below:
3
4
5
6
Year
2014
2015
2016
2017
2018
Amount
$290,000
300,000
315,000
330,000
345,000
9 Due Date. Bonds or portions
10 re@emption sha11 be due and payable on
11 interest thereon shall cease to accrue
12 redemption date.
tMaturity)
thereof called for
the redemption date, and
from and after the
13 Notice of Redemption. Mailed notice of redemption
14 shall be given to the paying agent (if other than a City officer}
15 and to each affected Holder of the Bonds. In the event any of
16 the Bonds are called for redemption, written notice thereof will
17 be given by first class mail mailed not less than thirty (30�
18 days prior to the redemption date to each Iiolder of Bonds to be
19 redeemed. In connection with any such notice, the "CUSIP"
20 numbers assigned to the Bonds shall be used.
21 Re_placement or Notation of Sonds after Partial
22 Redemption. Upon a partial redemption of this Bond which results
23 in the stated amount hereof being reduced, the Holder may in its
24 discretion make a notation on the panel provided herein of such
25 redemption, stating the amount so redeemed. Such notation, if
26 made by the Aolder, sha11 be for reference only, and may not be
27 relied upon by any other person as being in any way determinative
28 of the principal amount of the Bond outstanding, unless the Bond
29 Registrar has signed the appropriate column of the panel.
30 Otherwise, the Holder may surrender this Bond to the Bond
31 Registrar (with, if the Issuer or Sond Registrar so requires, a
32 written instrument of transfer in form satisfactory to the Issuer
33 and Bond Registrar duly executed by the Holder Chereof or his,
34 her or its attorney duly authorized in writing? and the Issuer
35 shall execute (if necessary) and the Bond Registrar shall
36 authenticate and deliver to the Holder of such Bond, without
37 service charge, a new Bond of the same series having the same
38 stated maturity and interest rate and of the authorized
39 denomination in aggregate principal amount equal to and in
�0 exchange for the unredeemed portion of the principal of the Bond
�l so surrendered.
2 Issuance: Purbose; General Obligation. This Bond is
3 one af an issue in the total principal amount of $4,700,000, all
4 oP like date of original issue and tenor, except as to number,
5 maturity, interest rate, denomination, and redemption privilege,
5 which Bond has been issued pursuant to and in full conformity
9ao7os.z 13
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with the Constitution and laws of the State o£ Minnesota,
including particularly Minnesota Statutes, Chapter 475 and
Sections 116.19 and 115.46, and the Charter of the Issuer, and
pursuant to a resolution adopted by the City Council of the
Sssuer on April l, 1998 (the "Resolution"), for the purpose of
providing money to finance the acquisition, construction and
repair of various improvements to the City's wastewater and sCorm
water systems. This Bond is payable out of the General
Obligation Bond Debt Service Account of the Sewer Service
Enterprise Fund of the City, to which account have been pledged
net revenues of the City's sewer system. This Bond has been
issued to aid in financing a sewage disposal system or part
thereof pursuant to Minnesota Statutes, Section 115.46. This
Bond constitutes a general obligation of the Issuer, and to
provide moneys for the prompt and full payment of its principal,
premium, if any, and interest when the same become due, the £ull
faith and credit and taxing powers of the Issuer have been and
are hereby irrevocably pledged.
Denominations; Exchanqe; Resolution. The Bonds are
issuable originally only as Global Certificates in the
denomination of the entire principal amount of the issue maturing
on a single date, or, if a portion of said principal is prepaid,
said principal amount less the prepayment. Global Certificates
are not exchangeable for fully registered bonds of smaller
denominations except to evidence a partial prepayment or in
exchange for Replacement Bonds if then available. Replacement
Bonds, if made available as provided below, are issuable solely
as fully registered bonds in the denominations of $5,000 and
integral multiples thereof of a single maturity and are
exchangeable for fully registered Bonds of other authorized
denominations in equal aggregate principal amounts at the
principal office of the Sond Registrar, but only in the manner
and subject to the limitations provided in the Resolution.
Reference is hereby made to the Resolution for a description of
the rights and duties of the Bond Registrar. Copies of the
Resolution are on file in the principal office of the Bond
Registrar.
Re.placement Sonds. Replacement Bonds may be issued by
the Issuer in the event that:
(a) the Depository shall resign or discontinue its
services for the Sonds, and only if the Issuer is unable to
locate a substitute depository within two (2) months
following the resignation or determination of non-
eligibility, or
(b) upon a determination by the Issuer in its sole
discretion Chat (1) the continuation of the book-entry
system described in the Resolution, which precludes the
issuance of certificates (other than Global Certificates) to
920703.2
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any Holder other than the Depository (or its nominee), might
adversely affect the interest of the beneficial owners of
the Bonds, or (2) that it is in the best interest of the
beneficial owners of the Bonds that they be able to obtain
certificated bonds.
Transfer. This Bond shall be registered in the name of
the payee on the books of the Issuer by presenting this Bond for
registration to the Bond Registrar, who will endorse his, her or
its name and note the date of registration opposite the name of
the payee in the certificate of registration attached hereto.
Thereafter this Bond may be transferred by delivery with an
assignment duly executed by the Aolder or his, her or its legal
representatives, and the Issuer and Bond Registrar may treat the
Holder as the person exclusively entitled to exercise all the
rights and powers of an owner until this Sond 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 registered on
said books and noted hereon by the Bond Registrar, all subject to
the terms and conditions provided in the Resolution and to
reasonable regulations of the Issuer contained in any agreement
with, or notice to, the Bond Registrar. Transfer of this Bond
may, at the direction and expense of the Tssuer, be subject to
certain other restrictions if required to qualify this Bond as
being "in registered form" within the meaning of Section 149(a)
of the federal Internal Revenue Code of 1986, as amended.
27 Fees unon Transfer or Loss. The Bpnd Registrar may
28 require payment of a sum sufficient to cover any tax or other
29 governmental charge payable in connection with the transfer or
30 exchange of this Sond and any legal or unusual costs regarding
31 transfers and lost Bonds.
32 Treatment of Registered Owner. The Issuer and Bond
33 Registrar may treat the person in whose name this Bond is
34 registered as the owner hereof for the purpose of receiving
35 payment as herein provided (except as oCherwise provided with
36 respect to the Record Date) and for all other purposes, whether
37 or not this Sond sha11 be overdue, and neither the Issuer nor the
38 Bond Registrar shall be affected by notice to the contrary.
39 Authentication This Bond shall not be valid or become
40 obligatory for any purpose or be entitled to any security unless
41 the Certificate of Authentication hereon sha11 have been executed
42 by the Bond Registrar.
43 Not Oualified Tax-Exem_pt Obliaations. The Bonds have
44 not been designated by the Issuer as '�qualified tax-exempt
45 obligations" for purposes of Section 265(b)(3) of the federal
46 Internal Revenue Code of 1986, as amended. The Bonds do not
47 qualify for such designation.
920703,2 ].5
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1§
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IT IS HEREBY CERTIFIED AND RECITED that al1 acts,
conditions and things required by the Constitution and laws of
the State of Minnesota and the Charter of the Issuer to be done,
to happen and to be performed, precedent to and in the issuance
of this Bond, have been done, have happened and have been
performed, in regular and due form, time and manner as required
by law; that the City has covenanted and agreed with the holder
of this Bond that it wi11 impose and collect charges £or the
service, use and availability of and connection to its municipal
sewer system at the times and in amounts necessary to produce
gross revenues adequate to pay all principal and interest when
due on this Bond; 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 principal of and interest on
this Bond as they respectively become due, if the gross revenues
from said municipal sewer system and any other revenues
irrevocably appropriated to said General Obligation Bond Debt
Service Account are insufficient therefor; and that this Bond,
together with all other debts of the Issuer outstanding on the
date of original issue hereof and on the date of its issuance and
delivery to the original purchaser, does not exceed any
constitutional or statutory or Charter limitation of
indebtedness.
25 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey
26 County, Minnesota, by its City Council has caused this Bond to be
27 executed on its behalf by the photocopied facsimile signature of
2& its Mayor, attested by the photocopied facsimile signature of its
29 Clerk, and countersigned by the photocopied facsimile signature
30 of its Director, Office of Financial Services, the official seal
31 having been omitted as permitted by law.
92D703.2 �-6
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Date of Registration:
Registrable by:
5 BQND REGISTRAR'S
6 CERTIFICATE OF
7 AUTHENTICATIOI3
8 This Bond is one of the
9 Bonds described in the
10 Resolution mentioned
11 within.
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15 Bond Registrar
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By
Authorized Signature
Payable at:
CITY OF SAII3T PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
21 General Obligation Sewer Revenue Bond, Series 1998E, No. R-
920703.2
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CERTSFICATE OF REGISTRATION
The transfer of ownership of the principal amount of the attached
Hond may be made only by the registered owner or his, her or its
legal representative last noted below.
DATE OF
REGISTRATION
REGISTERED OWNER
SIGNATURE OF
BOND REGISTRP.R
920703.2
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1
REGISTER OF PARTIAL PAYMENTS
2 The principal amount of the attached Bond has been prepaid on the
3 dates and in the amounts noted below:
y Signature of Signature of
5 Date Amount Bondholder Bond Reaistrar
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22 If a notation is made on this register, such notation has the
23 effect stated in the attached Bond., Partial payments do not
24 require the presentation of the attached Bond to the Bond
25 Registrar, and a Holder could fail to note the partial payment
?6 here.
92�703.2 �-9
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ABBREVIATIONS
The following abbreviations, when used in the inscrigtion on
the face of this Bond, sha11 be construed as though they were
written out in full according to applicable laws or regulations:
5 TEN COM
6 TEN ENT
7 JT TEN
8
9 UTMA -
10
il
12
13
14
- as tenants in common
- as tenants by the entireties
- as joint tenants with right of survivorship
and not as tenants in common
as custodian for
(Cust? (Minor)
under the Uniform Transfers to Minors Act
(State)
Additianal abbreviations may also be used
though not in the above list.
92�703.2 z 0
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F�
AS S IGNMEN`P
2 For value received, the undersigned hereby sells,
3 assigns and transfers unto
4 the attached Bond and does
5 hereby irrevocably constitute and appoint
y attorney to transfer the Bond on the
7 books kept for the registration thereof, with full power of
8 substitution in the premises.
9 Dated:
10 Notice: The assignor's signature to this
11 assignment must correspond with the name
12 as it appears upon the face of the
13 attached Bond in every particular,
14 without alteration or any change
15 whatever.
16 Signature Guaranteed:
17
18 Signature(s} must be guaranteed by a national bank or trust
19 company or by a brokerage firm having a membership in one of the
20 major stock exchanges or any other "Eligible Guarantor
21 Institution" as defined in 17 CFR 240.17Ad-15(a)(2).
22 The Bond Registrar will not effect transfer of this
23 Bond unless the information concerning the transferee requested
24 below is provided.
25 Name and Address:
26
27
28
29
36
(Include information for all joint
owners if the Bond is held by joint
accoun�.)
s2o�oa.z 2 1
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1 B. Renlacement Bonds. If the City has notified
2 Holders that Replacement Bonds have been made available as
3 provided in paragraph 6, then for every Bond thereafter
4 transferred or exchanged (including an exchange to reflect the
5 partial prepayment of a Global Certificate not previously
6 exchanged for Replacement Bonds) the Bond Registrar shall deliver
7 a certificate in the form of the Replacement Bond rather than the
8 Global Certificate, but the Holder of a Global Certificate shall
9 not otherwise be required to exchange the Global Certificate for
10 one or more Replacement Bonds since the City recognizes that some
11 beneficial owners may prefer the convenience of the Depository's
12 registered ownership of the Bonds even though the entire issue is
13 no longer required to be in global book-entry form. The
14 Replacement Bonds, together with the Bond Registrar's Certificate
15 of Authentication, the form of Assignment and the registration
16 information thereon, shall be in substantially the following
17 form:
920703.2 2 2
qg"�'
1
UNITED STATES OF AMERICA
2 STATE OF MINNESOTA
3 RAMSEY COUNTY
4 CITY OF SAINT PAUL
5 R-
g GENERAL OBLIGATION SEWER REVENtTE
7 BOND, SERIES 1998E
8 INTEREST MATURITY DATE OF
9 RA2'E DATE ORIGINAL ISSUE CUSIP
10 Apri1 1, 1998
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1$
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REGISTERED OTdNER:
PRINCIPAL AMOUNTc DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Saint Paul, Ramsey Count}r, Minnesota (the "Issuer" or "City"?,
certifies that it is indebted and for value received promises to
pay to the registered owner specified above, or registered
assigns, in the manner hereinafter set forth, the principal
amount specified above, on the maturity date specified above,
unless called for earlier redemption, and to pay interest thereon
semiannually on June 1 and December 1 of each year (each, an
"Interest Payment Date"), commencing December 1, 1998, at the
rate per annum specified above (calculated on the basis of a
360-day year of twelve 30-day months) until the principal sum is
paid or has been provided for. This Bond will bear interest from
the most recent Interest Payment Date to which interest has been
paid or, if no interest has been paid, from the date of original
issue hereof. The principal of and premium, if any, on this Bond
are payable upon presentation and surrender hereof at the
principal office of , in
, (the "Bond Registrar"),
acting as paying agent, or any successor paying agent duly
appointed by the Issuer. Interest on this Bond will be gaid on
each Interest Payment Date by check or draft mailed to the person
in whose name this Bond is registered (the "Holder" or
�'Bondholder") on the registration books of the Issuer maintained
by the Bond Registrar and at the address appearing thereon at the
olose of business on the fifteenth day of the calendar month
preceding such Interest Payment Date (the "Regular Record Date").
Any interest not so timely paid shall cease to be payable to the
person who is the Fiolder hereof as of the Regular Record Date,
and sha11 be payable to the person who is the Holder hereof at
the close of business on a date (the "Special Record Date") fixed
by the Bond Registrar whenever money becomes available for
920703.2 Z 3
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1 payment of the defaulted interest. Notice of the Special Record
2 Date shall be given to Bondholders not less than ten days prior
3 to the Special Record Date. The principal of and premium, if
4 any, and interest on this Bond are payable in lawful money of the
5 United States of America.
6 REFERENCE IS HEREBY MADE TO THE FURTAER PROVISIONS OF
7 THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALI,
8 FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE.
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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 Issuer to be done,
to happen and to be performed, precedent to and in the issuance
of this Bond, have been done, have happened and have been
performed, in regular and due form, time and manner as required
by law; that the City has covenanted and agreed with the holder
of this Bond that it will impose and collect charges for the
service, use and availability of and connection to its municipal
sewer system at the times and in amounts necessary to produce
gross revenues adequate to pay all principal and interest when
due on this Bond; 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 principal of and interest on
this Bond as they respectively become due, if the gross revenues
from said municipal sewer system and any other revenues
irrevocably appropriated to said General Obligation Bond Bebt
Service Account are insufficient therefor; and that this Bond,
together with all other debts of the Issuer outstanding on the
date of original issue hereof and on the date of its issuance and
delivery to the original purchaser, does not exceed any
constitutional or statutory or Charter limitation of
indebtedness.
33 IN WITNESS WHEREOF, the City of Saint Paul, Ramsey
34 County, Minnesota, by its City Council has caused this Bond to be
35 executed on its behalf by the original or facsimile signature of
36 its Mayor, attested by the original or facsimile signature of its
37 Clerk, and countersigned by the original or facsimile signature
38 of its Director, Office of Financial Services, the official seal
39 having been omitted as permitted by law.
920703.2 2 4
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1
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4
Date of Registration:
5 BOND REGISTRAR'S
6 CERTIFICATE OF
7 AITTHENTICATION
8 This Bond is one of the
9 Bonds described in the
10 Resolution mentioned
11 within.
12
13
14 ,
15 Bond Registrar
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17
18
19
By
Authorized Signature
920703.2
Registrable by:
Payable at: _
CIfiY OF SAINT PAUL,
RAMSEY COUNTY, MINNESOTA
Mayor
Attest:
City Clerk
Countersigned:
Director, Office of Financial
Services
25
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1
ON REVERSE OF BOND
2 Date of Payment Not Business Day. If the date for
3 payment of the principal of, premium, if any, or interest on this
4 Bond sha11 be a Saturday, Sunday, legal holiday or a day on which
5 banking institutions in the City of New York, New York, or the
6 city where the principal office of the Bond Registrar is located
7 are authorized by 1aw or executive order to close, then the date
8 for such payment shall be the next succeeding day which is not a
9 Saturday, Sunday, legal holiday or a day on which such banking
10 institutions are authorized to close, and payment on such date
11 shall have the same force and effect as if made on the nominal
12 date of payment.
13 Optional Redemption. All Bonds of this issue (the
14 "Bonds") maturing after December 1, 2006, are subject to
15 redemption and prepayment at the option of the Issuer on such
16 date and on any day thereafter at a price of par plus accrued
17 interest. Redemption may be in whole or in part of the Bonds
18 subject to prepayment. If redemption is in part, those Bonds
19 remaining unpaid may be prepaid in such order of maturity and in
20 such amount per maturity as the City shall determine (treating
21 amounts scheduled for mandatory redemption as maturities); and if
22 only part of the Bonds having a common maturity date are called
23 for prepayment, the specific Bonds to be prepaid shall be chosen
24 by lot by the Bond Registrar.
25
26
27
28
29
30
31
32
33
34
35
Scheduled Mandatory Redemption, The Bonds maturing in
the year 2018 shall be redeemed and prepaid on each December 1 in
the years 2�14 through 2017, inclusive, at a price o� par plus
accrued interest, without premium, in the years and amounts set
forth below:
Year
2014
2015
2016
2017
2018
Amount
$290,000
300,000
315,000
330,000
345,OD0 (Maturity)
36 ' Due Date. Bonds or portions
3'I redemption shall be due and payable on
38 interest thereon shall cease to accrue
39 redemption date.
40
41
42
43
44
45
46
47
thereof called for
the redemption date, and
from and after the
Notice of Redemption. Mailed notice of redemption
sha11 be given to the paying agent (if other than a City officer)
and to each affected Holder of the Bonds. In the event any of
the Bonds are called for redemption, written notice thereof will
be given by first class mail mailed not less than thirty (30l
days prior to the redemption date to each Holder of Bonds to be
redeemed. In conneetion with any such notice, the "CtISIP"
numbers assigned to the Bonds shall be used.
szo�os.z 2 6
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' Selection of Bonds for Redemption. To effect a partial
redemption of Bonds having a common maturity date, the Bond
Registrar shall assign to each Bond having a common maturity date
a distinctive number for each $5,000 of the principal amount of
such Bond. The Bond Registrar shall then select by lot, using
such method of selection as it shall deem proper in its
discretion, from the numbers assigned to the Bonds, as many
numbers as, at $5,000 for each number, shall equal the principal
amount of such Bonds to be redeemed. The Bonds to be redeemed
shall be the Bonds to which were assigned numbers so selected;
provided, however, that only so much of the principal amount o£
such Bond of a denomination of more than $5,000 shall be redeemed
as sha11 equal $5,000 for each number assigned to it and so
selected. If a Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the Issuer or Bond
Registrar so requires, a written instrument of transfer in form
satisfactory to the Issuer and Bond Registrar duly executed by
the Holder thereof or his, her or its attorney duly authorized in
writing) and the Issuer shall execute (if necessary) and the Bond
Registrar sha11 authenticate and deliver to the Holder of such
Bond, without service charge, a new Bond or Bonds of the same
series having the same stated maturity and interest rate and of
any.authorized denomination or denominations, as requested by
such Holder, in aggregate principal amount equal to and in
exchange for the unredeemed portion of the principal of the Bond
so surrendered.
Issuance; Purpose; General Obliaation. This Sond is
one of an issue in the total principal amount of $4,700,000, all
of like date of original issue and tenor, except as to number,
maturity, interest rate, denomination, and redemption privilege,
which Bond has been issued pursuant to and in full conformity
with the Constitution and laws of the State of Mittnesota,
including particularly Minnesota Statutes, Chapter 475 and
Sections 116.19 and 115.46, and the Charter of the Issuex, and
pursuant to a resolution adopted by the City Council of the
Issuer on April 1, 1998 (the "Resolution"}, for the purpose of
providing money to finance the acquisition, construction and
repair of various improvements to the City's wastewater and storm
water systems. This Bond is payable out the General Obligation
Bond Debt Service Account of the Sewer Service Enterprise Fund of
the City, to which account have been pledged net revenues of the
City's sewer system. This Bond has been issued to aid in
financing a sewage disposal system or part thereof pursuant to
Minnesota Statutes, Section 115_46. This Sond constitutes a
general obligation of the Issuer, and to provide moneys for the
prompt and full payment of its principal, premium, if any, and
interest when the same become due, the full faith and credit and
taxing powers of the Issuer have been and are hereby irrevocably
pledged.
920703.2 2 7
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1 Denominations: Exchanc�e; ResoluCion. The Bonds are
2 issuable solely as fully registered bonds in the denominations of
3 $5,000 and integral multiples thereof of a single maturity and
4 are exchangeable for fully registered Bonds of other authorized
5 denominations in equal aggregate principal amounts at the
6 principal office o£ the Bond Registrar, but only in the manner
7 and•subject to the limitations provided in the Resolution.
8 Reference is hereby made to the Resolution for a description of
9 the rights and duties of the Bond Reqistrar. Copies of the
10 Resolution are on file in the principal office of the Bond
11 Registrar.
12 Transfer. This Bond is transferable by the Holder in
13 person or by his, her or its attorney duly authorized in writing
14 at the principal office of the Bond Registrar upon presentation
15 and surrender hereof to the Bond Registrar, all subject to the
16 terms and conditiotts provided in the Resolution and to reasonable
17 regulations of the Issuer contained in any agreement with, or
18 notice to, the Hond Registrar. Thereupon Che Issuer shall
19 execute and the Bond Registrar shall authenticate and deliver, in
20 exchange for this Bond, one or more new fully registered Bonds in
21 the name o£ the transferee (but not registered in blank or to
22 "bearer" or similar designation), of an authorized denomination
23 or denominations, in aggregate principal amount equal to the
24 principal amount o£ this Bond, of the same maturity and bearing
25 interest at the same rate.
26 Fees upon Transfer or Loss. The Bond Registrar may
27 require payment of a sum sufficient to cover any tax or other
2s governmental charge payable in connection with the transfer or
29 exchange of this Bond and any legal or unusual costs regarding
30 trans£ers and lost Bonds.
31 Treatment of Reaistered Owner. The Issuer and Bond
32 Registrar may treat the person in whose name this Bond is
33 registered as the owner hereof for the purpose of receiving
34 payment as herein provided (except as otherwise provided on the
35 reverse side hereo£ with respect to the Record Aate) and for all
36 other purposes, whether or not this Bond sha11 be overdue, and
37 neither the Issuer nor the Bond Registrar shall be affected by
38 notice to the contrary.
39 Authentication This Bond shall not be valid or become
40 obligatory for any purpose or be entitled to any security unless
41 the Certificate of Authentication hereon shall have been executed
42 by the Bond Registrar.
43 lvot Oualified Tax-Exempt Obliaations. The Bonds have
44 not been designated by the Issuer as "qualified tax-exempt
45 obligations" for purposes of Section 265(by(3} of the federal
46 Internal Revenue Code of 1986, as amended. The Bonds do not
47 qua�ify for such designation.
92o7D3.2 2 8
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1
ABBREVIATIONS
2 The following abbreviations, when used in the
3 inscription on the face of this Bond, shall be construed as
4 though they were written out in full according to applicable laws
5 or regulations:
6 TEN COM - as tenants in common
'1 TEN ENT - as tenants by the entireties
8 JT TEN - as joint tenants with right of survivorship
9 and not as tenants in common
10 UTMA - as custodian for
11 (Cust) (Minor)
12 under the Uniform Transfers to Minors Act
13 (State)
14 Additional abbreviations may also be used
15 though not in the above list.
9207a3.2 Z 9
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1
AS S I GNMEI3T
2 For value received, the undersigned hereby sells,
3 assigns and transfers unto
4 the within Bond and does
5 hereby irrevocably constitute and appoint
6 attorney to transfer the Bond on the books kept for the
7 registration thereof, with full power of substitution in the
8 premises.
9 Dated:
1� Notice: The assignor's signature to this
11 assignment must correspond with the name
12 as it appears upon the face of the
13 within Bond in every particular, without
14 alteration or any change whatever.
15 SignaCure Guaranteed:
16
17 Signature(s) must be guaranteed by a national bank or trust
18 company or by a brokerage firm having a membership in one of the
19 major stock exchanges or any other "Eligible Guarantor
20 Institution" as defined in 17 CFR 240.17Ad-15(a?(2).
21 The Bond Registrar will not effect transfer of this
22 Bond unless the information concerning the transferee requested
23 below is provided.
24 Name and Address:
25
26
27 (Include information for all joint owners
2g if the Bond is held by joint account.)
9207�3.2 3 �
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10. Execution. The Bonds shall be executed on behalf
of the City by the signatures of its Mayor, Clerk and Director,
O£fice of Financial Services, each with the effect noted on the
forms of the Bonds, and be sealed with the seal of the City;
provided, however, that the seal of the City may be a printed or
photocopied facsimile; and provided further that any of such
signatures may be printed or photocopied facsimiles and the
corporate seal may be omitted on the Bonds as permitted by law.
In the event of disability or resignation or other absence of any
such officer, the Bonds may be signed by the manual or facsimile
signature of that officer who may act on behalf of such absent or
disabled officer. In case any such officer whose signature or
facsimile of whose signature shall appear on the Bonds sha11
cease to be such officer before the delivery of the Bonds, such
signature or facsimile sha11 nevertheless be valid and sufficient
for all purposes, the same as if he or she had remained in office
until delivery.
11. Authen ication• Date o£ Re�istration. No Bond
shall be valid or obligatory for any purpose or be entitled to
any security or bene£it under this resolution unless a
Certificate of Authentication on such Bond, substantially in the
form hereinabove set forth, shall have been duly executed by an
authorized representative of the Bond Registrar. Certificates of
Authentication on different Bonds need not be signed by the same
person. The Bond Registrar shall authenticate the signatures of
officers of the City on each Bond by execution of the Certificate
of Authentication on the Bond and by inserting as the date of
registration in the space provided the date on which the Bond is
authenticated. For purposes of delivering the original Global
Certificates to the Purchaser, the Bond Registrar shall insert as
the date of registration the date of original issue, which date
is April 1, 1998. The Certificate of Authentication so executed
on each Bond shall be conclusive evidence that it has been
authenticated and delivered under this resolution.
12. Reaistration; Tranafer; Exchanae. The City will
cause to be kept at the principal office of the Bond Registrar a
bond register in which, subject to such reasonable regulations as
the Bond Registrar may prescribe, the Bond Registrar sha11
provifle for the registration of Bonds and the registration of
transfers of Bonds entitled to be registered or transferred as
herein provided.
42 A Global Certificate shall be registered in the name of
43 the payee on the books of the Bond Registrar by presenting the
44 Global Certificate for registration to the Bond Registrar, who
45 will endorse his or her name and note the date of registration
46 opposite the name of the payee in the certificate of registration
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on the Global Certificate. Thereafter a Global Certificate may
be transferred by delivery with an assignment duly executed by
the Holder or his, her or its legal representative, and the City
and Bond Registrar may treat the Aolder as the person exclusively
entitled to exercise all the rights and powers of an owner until
a Global Certificate is presented with such assignment for
registration of transfer, accompanied by assurance of the nature
provided by law that the assignment is genuine and effective, and
until such transfer is registered on said books and noted thereon
by the Bond Registrar, all subject to the terms and conditions
provided in this resolution and to reasonable regulations of the
City contained in any agreement with, or notice to, the Bond
Registrar.
14 Transfer of a Global Certificate may, at the direction
15 and expense of the City, be subject to other restrictions if
16 required to qualify the Global Certificates as being "in
17 registered form" within the meaning of Section 149(a) of the
18 federal Internal Revenue Code of 1986, as amended.
19 If a Global Certificate is to be exchanged for one or
20 more Replacement Bonds, all of the principal amount of the Global
21 Certificate shall be so exchanged.
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Upon surrender for transfer of any Replacement Bond
the principal office of the Bond Registrar, the City shall
execute (if necessary), and the Bond Registrar shall
authenticate, insert the date of registration (as provided in
paragraph 11) of, and deliver, in the name of the designated
transferee or transferees, one or more new Replacement Bonds
at
of
any authorized denomination or denominations of a like aggregate
principal amount, having the same stated maturity and interest
rate, as requested by the transferor; provided, however, that no
bond may be registered in blank or in the name of "bearer" or
similar designation.
33 At the option of the Holder of a Replacement Bond,
34 Replacement Bonds may be exchanged for Replacement Bonds of any
35 authorized denomination or denominations of a like aggregate
36 principal amount and stated maturity, upon surrender of the
37 Replacement Bonds to be exchanged at the principal office of the
38 Bond Registrar. Whenever any Replacement Sonds are so
39 surrendered for exchange, the City shall execute Eif necessary),
40 and the Bond Registrar sha11 authenticate, insert the date of
41 registration of, and deliver the Replacement Bonds which the
42 Iiolder making the exchange is entitled to receive. Global
43 Certificates may not be exchanged for Global Certificates of
44 smaller denominations.
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1 All Bonds surrendered upon any exchange or transfer
2 provided for in this resolution shall be promptly cancelled by
3 the Bond Registrar and thereafter disposed of as directed by the
4 City.
5 Al1 Bonds delivered in exchange for or upon transfer of
6 Bonds shall be valid general obligations of the City evidencing
7 the same debt, and entitled to the same benefits under this
8 resolution, as the Bonds surrendered for such exchange or
9 transfer.
10 Every Bond presented or surrendered for transfer or
11 exchange sha11 be duly endorsed or be accompanied by a written
12 instrument of transfer, in form satisfactory to the Bonfl
13 Registrar, duly executed by the Holder thereof or his, her or its
14 attorney duly authorized in writing. -
15 The Bond Registrar may require payment of a sum
16 sufficient to cover any tax or other governmental charge payable
17 in connection with the transfer or exchange of any Bond and any
18 legal or unusual costs regarding transfers and lost Bonds.
19 Transfers shall also be subject to reasonable
20 regulations of the City contained in any agreement with, or
21 notice to, the Bond Registrar, including regulations which permit
22 the Bond Registrar to close its Cransfer books between record
23 dates and payment dates.
24 13. Riqhts Upon Transfer or Exchancre. Each Bond
25 delivered upon transfer of or in exchange for or in lieu of any
26 other Bond shall carry all the rights to interest accrued and
27 unpaid, and to accrue, which were carried by such other Bond.
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14. Interest Payment; Record Date. Interest on any
Global Certificate sha11 be paid as provided in the first
paragraph thereof, and interest on any Replacement Bond shall be
paid on each Interest Payment Date by check or draft mailed to
the person in whose name the Bond is registered (the "Holder") on
the registration books of the City maintained by the Bond
Registrar, and in each case at the address appearing thereon at
the close of business on the fifteenth (15th) day of the calendar
month preceding such Interest Payment Date (the "Regular Record
Date"1. Any such interest not so timely paid shall cease to be
payable to the person who is the Holder thereof as o£ the Regular
Record Date, and shall be payable to the person who is the Holder
thereof at the close of business on a date (the "Special Record
Date") fixed by the Bond Registrar whenever money becomes
available for payment of the defaulted interest. Notice of the
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Special Record Date shall be given by the Bond Registrar to the
Holders not less than ten (10) days prior to the Special Record
Date_
15.
6 (A) For the purposes of all actions, consents and other
7 matters a££ecting iiolders of the Bonds, other than payments,
8 redemptions, and purchases, the City may (but sha11 not be
9 obligated to) treat as the Holder of a Bond the beneficial owner
10 of the Bond instead of the person in whose name the Bond is
11 registered. For that purpose, the City may ascertain the
12 identity of the beneficial owner of the Bond by such means as the
13 Bond Registrar in its sole discretion deems appropriate,
14 including but not limited to a certificate from the person in
15 whose name the Bond is registered identifying such beneficial
16 owner.
17 (B) The City and Bond Registrar may treaC the person in
18 whose name any Bond is registered as the owner of such Bond for
19 the purpose of receiving payment of principal of and premium, if
20 any, and interest (subject to the payment provisions in paragraph
21 14 above) on, such Sond and for all other purposes whatsoever
22 whether or not such Bond shall be overdue, and neither the City
23 nor the Bond Registrar shall be affected by notice to the
24 contrary.
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(C) Any consent, request, direction, approval, objection or
other instrument to be signed and executed by the Holders may be
in any number of concurrent writings of similar tenor and must be
signed or executed by such Holders in person or by agent
appointed in writing. Proof of the execution of any such
consent, request, direction, approval, objection or other
instrument or of the writing appointing any such agent and of the
ownership of Bonds, if made in the following manner, shall be
sufficient for any of the purposes of this resolution, and sha11
be conclusive in favor of the City with regard to any action
taken by it under such request or other instrument, namely:
(1) The fact and date of the execution by any person
of any such writing may be proved by the certificate of any
o£ficer in any jurisdiction who by law has power to take
acknowledgments within such jurisdiction that the person
signing such writing acknowledged before him or her the
execution thereof, or by an affidavit of any witness to such
execution.
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1 (2) Subject to the provisions of subparagraph (A)
2 above, the fact of the ownership by any person of Bonds and
3 the amounts and numbers of such Bonds, and the date of the
4 holding of the same, may be proved by reference to the bond
5 register.
6 16. Delivery; Application of Proceeds. The Global
7 Certificates when so prepared and executed shall be delivered by
8 the Director, Office of Financial Services, to the Purchaser upon
9 receipt o£ the purchase price, and the Purchaser shall not be
10 obliged to see to the proper application thereof.
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17. Fund and Accounts. There has heretofore been
created (as provided in the General Resolution) a separate fund
of the City designated the "Sewer Service Enterprise Fund" (the
"Fund"). The Fund shall be maintained in the manner specified in
the General Resolution and herein until the Revenue Bonds, and
interest thereon, have been fully paid, and as specified herein
until the Bonds and interest thereon have been fully paid. There
shall be maintained in the Fund, in addition to the Construction
Account, Operation and Maintenance Account, Revenue Bond Debt
Service Account, Reserve Account, Excess Investment Earnings
Account and 1993 Refunding Escrow Account heretofore established
with respect to the Revenue Bonds, and the PFA Construction
Account and PFA Debt Service Account heretofore established with
respect to the PFA Notes, the following two (2) separate
accounts, to which shall be credited and debited all income and
disbursements of the Fund relating to the Bonds as hereinafter
set forth. The Treasurer and all municipal officials and
employees concerned therewith sha11 establish and maintain
financial records of the receipts and disbursements of the Sewer
System in accordance with this resolution. In such records there
shall be maintained accounts of the Fund for the purposes and in
the amounts as follows:
(i) A"General Oblicration Bond Construction Account",
to which shall be credited the proceeds of the sale of the
Bonds, less accrued interest received thereon, and less any
amount paid for the Bonds in excess of $4,63&,9�0. From the
General Obligation Bond Construction Account there shall be
paid all costs and expenses of making the Improvements,
including the cost of any construction contracts heretofore
let and all other costs incurred and to be incurred of the
kind authorized in Minnesota Statutes, Section 475.65
(including interest on the Bonds payable during the
construction period); and the moneys in the General
Obligation Sond Construction Account shall be used for no
other purpose except as otherwise provided by law; provided
that the proceeds of the Bonds may also be used to the
extent necessary to pay interest on the Bonds due prior to
the anticipated date of commencement of the collection of
920703.2
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1 Revenues pledged herein; and provided further that if upon
2 completion of the Improvements there shall remain any
3 une�ended balance in the General Obligation Bond
4 Construction Account, the balance may be used for any other
5 purpose permitted by law, or transferred to the General
6 Obligation Bond Debt Service Account. A11 earnings on the
7 General Obligation Bond Construction Account shall be
8 transferred to the General Obligation Bond Debt Service
9 Account, or may remain in the General Obligation Bond
10 Construction Account.
11 (ii) A"General Obligation Bond Debt Service Account",
12 to which there shall be irrevocably appropriated, pledged
13 and credited: (a) al1 accrued interest received upon
14 delivery of the Bonds; (b) all funds paid for the Bonds in
15 excess of $4,638,900; (c) Revenues (as defined in the
16 General Resolution, and as provided in Section 4.03(A) Sixth
17 thereof) in an amount sufficient, with other moneys, to pay
18 the principal of, and interest on, the Bonds when due; (d)
19 any collections of all taxes which may hereafter be levied
20 for the payment of the Bonds and interest thereon as
21 provided in paragraph 19; (e) all funds remaining in the
22 General Obligation Bond Construction Account after
23 completion of the Improvements and payment of the costs
24 thereof, not so used for any other purpose permitted by law;
25 (f) all investment earnings on moneys held in the General
26 Obligation Bond Debt 5ervice Account; and (g) any and all
27 other moneys which are properly available and are
28 appropriated by the governing body of the City to the
29 General Obligation Bond Debt Service Account.
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(iii) Excess Revenues may be used for any proper
purpose to the extent provided in the General Resolution.
The General Obligation Bond Debt Service Account sha11 be
used solely to pay the grincipal and interest and any premiums
for redemption of the Bonds and any other bonds of the City
heretofore or hereafter issued by the City and made payable from
the General Obligation Bond Debt Service Account as provided by
law, or to pay any rebate due to the United States. No portion
of the proceeds of the Bonds shall be used directly or indirectl�
to acquire higher yielding investments or to replace funds which
were used directly or indirectly to acquire higher yielding
investments, except (1) for a reasonable temporary period until
such proceeds are needed for the purpose for which the Bonds were
issued, and (2) in addition to the above in an amount not greater
than $100,000. To this effect, any proceeds of the Bonds and any
sums from time to time held in the Fund, General Obligation Bond
Construction Account or General Obligation Bond Debt Service
Account (or any other City account which will be used to pay
principal or interest to become due on the bonds payable
therefrom) in excess of amounts which under then-applicable
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federal arbitrage regulations may be invested without regard as
to yield shall not be invested at a yield in excess of the
applicable yield restrictions imposed by said arbitrage
regulations on such investments after taking into account any
applicable "temporary periods" or "minor portion" made available
under the federal arbitrage regulations. In addition, the
proceeds of the Bonds and money in the Fund, General Obligation
Bond Construction Account or General Obligation Bond Debt Service
Account shall not be invested in obligations or deposits issued
by, guaranteed by or insured by Che United States or any agency
or instrumentality thereof if and to the extent that such invest-
ment would cause the Bonds to be "federally guaranteed" within
the meaning of Section 149(b) of the federal Internal Revenue
Code of 1986, as amended (the "Code").
15 18. Coverage Test• rteacre oi xevenues• �xcess
16 Revenues• Parit� Bonds• Pledae to Produce Revenues. It is hereby
17 found, determined and declared that the Revenues of the Sewer
18 System are sufficient in amount, when used in the order provided
19 in the General Resolution, to pay when due one hundred five
20 percent {105%) of the principal of and interest on the Bonds, and
21 the 12evenues of the Sewer System are hereby pledged for the
22 payment of the Bonds, but solely to the extent required to meet,
23 with other pledged sources, one hundred five percent (lOSo) of
24 the principal of, and interest on, the Bonds as the same become
25 due. Excess Revenues may be used for any proper purpose as
26 provided in the General Resolution.
27 Nothing contained herein shall be deemed to preclude
28 the City from making further pledges and appropriations of the
29 Revenues of the Sewer System for the payment of other or
30 additional obligations of the City, provided that it has first
31 been determined by the City Council that estimated Revenues of
32 the Sewer System will be sufficient, in addition to all other
33 sources, for the payment of the Bonds and suoh additional
34 obligations, and any such pledge and appropriation of the
35 Revenues may be made superior or subordinate to, or on a parity
36 with, the pledge and appropriation herein. The Bonds are issued
37 pursuant to Minnesota Statutes, Section 115.46, and nothing
38 herein shall preclude the City from levying taxes for the payment
39 of the Bonds.
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Revenues are hereby pledqed to the payment of the
Bonds. The lien on Revenues securing the Bonds is hereby
expressly made a lien on Revenues junior and subsequent to the
lien of the General Resolution as it applies to the Revenue
Bonds, all as provided in Section 6.01(A) of the General
Resolution. The Bonds shall be paid from the Operation and
Maintenance Account of the Sewer Service Enterprise Fund as
provided in Section 4.03(A) Sixth of the General Resolution, and
for this purpose it is hereby found, determined and declared that
920703.2
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the Bonds finance Improvements (as defined in the General
Resolution).
As provided in paragraph 10 of each of the resolutions
authorizing issuance of the PFA Notes, it is hereby found,
determined and declared that estimated revenues of the Sewer
System will be sufficient, in addition to all other sources, for
the payment of the PFA Notes and the Bonds. The pledge and
appropriation of the Revenues to the payment of the Bonds shall
be on a parity with the pledge and appropriation to the payment
of the PFA Notes.
11 In accordance with Minnesota Statutes, Section 116.19,
12 the City hereby covenants and agrees with the holder of the Bonds
13 that it will impose and collect charges for the service, use and
14 availability of and connection to the Sewer System the times
15 and in the amounts required to produce Revenues adequate to pay
16 a11 principal and interest when due on the Bonds. Nothing herein
17 shall preclude the City from levying taxes for the payment of the
18 Bonds as permitted by Minnesota Statutes, Section 115.46.
19 19. General Obliaation Pledcre. For the prompt and
20 full payment of the principal and interest on the Bonds, as the
21 same respectively become due, the full faith, credit and taxing
22 powers of the City shall be and are hereby irrevocably pledged.
23 If the Revenues of the Sewer System appropriated and pledged to
24 the payment of principal of, and interest on, the Bonds, together
25 with other funds irrevocably appropriated to the General
26 Obligation Bond Debt Service Account referred to in paragraph 17
27 of this resolution, shall at any time be insufficient to pay such
28 principal and interest when due, the City covenants and agrees to
29 levy, without limitation as to rate or amount, an ad valorem tax
30 upon all taxable property in the City sufficient to pay such
31 principal and interest as they become due. If the balance in the
32 General Obligation Bond Debt Service Account (as defined in
33 paragraph 17 hereof) is ever insufficient to pay all principal
34 and interest then due on the Bonds payable therefrom, the
35 de£iciency shall be promptly paid out of any other funds of the
36 City which are available for such purpose, including the general
37 fund of the City, and such other funds may be reimbursed with or
38 without interest from the General Obligation Bond Debt Service
39 Account when a sufficient balance is available therein.
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20. Certificate of Reaistration. The Director, Office
of Financial Services, is hereby directed to file a certified
copy of this resolution witta the officer of Ramsey County,
Minnesota, performing the functions of the oounty auditor (the
"County Auditor"), together with such other in£ormation as the
County Auditor shall require, and to obtain the County Auditor's
certificate that the Bonds have been entered in the County
Auditor's Bond Register.
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21. Records and Certificates. The officers of the
City are hereby authorized and directed to prepare and furnish to
the Purchaser, and to the attorneys approving the legality of the
issuance of the Bonds, certified copies of all proceedings and
records of the City relating to the Bonds and to the financial
condition and affairs of the City, and such other affidavits,
certificates and information as are required to show the facts
relating to the legality and marketability of the Bonds as the
same appear from the books and records under their custody and
control or as otherwise known to them, and all such certified
copies, certificates and affidavits, including any heretofore
furnished, shall be deemed representations of Che City as to the
facts recited therein.
22. Necrative Covenants as to Use of Proceeds and
Improvements. The City hereby covenants not to use the proceeds
of the Bonds or to use the Improvements, or to cause or permit
them to be used, or to enter into any deferred payment
arrangements for the cost of the Improvements, in such a manner
as to cause the Bonds to be "private activity bonds" within the
meaning of Sections 1�3 and 141 through 15Q of the Code. The
City reasonably expects that no actions will be taken over the
term of the Bonds that would cause them to be private activity
bonds, and the average term of the Bonds is not longer than
reasonably necessary for the governmental purpose of the issue.
The City hereby aovenants not to use the proceeds of the Bonds in
such a manner as to cause the Bonds to be "hedge bonds" within
the meaning of Section 149(g) of the Code.
28 23. Tax-Exempt Status of the Bonds; Rebate; Elections.
29 The City shall comply with requirements necessary under the Code
30 to establish and maintain the exclusion from gross income under
31 Section 103 of the Code of the interest on the Bonds, including
32 without limitation requirements relating to temporary periods for
33 investments, limitations on amounts invested at a yield greater
34 than the yield on the Bonds, and the rebate of excess investment
35 earnings to the United States.
36 The City expects that the two-year expenditure
37 exception to the rebate requirements may apply to the
38 construction proceeds of the Bonds.
39 If any elections are available now or hereafter with
40 respect to arbitrage or rebate matters relating to the Bonds, the
41 Mayor, Clerk, Treasurer and Director, Office of Financial
42 Services, or any of them, are hereby authorized and directed to
43 make such elections as they deem necessary, appropriate or
44 desirable in connection with the Bonds, and all such elections
45 shall be, and shall be deemed and treated as, elections of the
46 City.
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24. No Desicrnation of Qualified Tax-Exempt
Obligations. The Bonds, together with other obligations issued
by Che City in 1998, exceed in amount those which may be
qualified as "qualified tax-exempt obligations" within the
meaning of Section 265(b�(3) of the Code, and hence are not
designated for such purpose.
25. Letter of Representations. The Letter of
Representations for the Bonds is hereby confirmed to be the
Blanket Issuer Letter of Representations dated April 10, 1946, by
the City and received and accepted by The Depository Trust
Company. So long as The Depository Trust Company is the
Depository or it or its nominee is the Holder of any Global
Certificate, the City shall comply with the provisions of the
Letter of Regresentations, as it may be amended or supplemented
by the City from time to time with the agreement or consent of
The Depository Trust Company.
17 26. Negotiated Sale. The City has retained Springsted
18 Incorporated as an independent financial advisor, and the City
19 has heretofore determined, and hereby determines, to sell the
20 Bonds by private negotiation, all as provided by Minnesota
21 Statutes, Section 475.60, Subdivision 2(9).
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27. Continuing Disclosure. The City is an obligated
person with respect to the Bonds. The City hereby agrees, in
accordance with the provisions of Rule i5c2-12 (the "Rule"),
promulgated by the Securities and Exchange Commission (the
"COmmission") pursuant to the Securities Exchange Act of 1934, as
amended, and a Continuing Disclosure Undertaking (the
"Undertaking") hereinafter described, to:
29 A. Provide or cause to be grovided to each nationally
30 recognized municipal securities information repository
31 ("NRMSIR") and to the appropriate state information
32 depositor�r ("SID"�, if any, for the State of Minnesota, in
33 each case as designated by the Commission in accordance with
34 the Rule, certain annual financial intormation and operating
35 data in accordance with the Undertaking. The City reserves
36 the right to modify from time to time the terms of the
37 Undertaking as provided therein.
38 B. Provide or cause to be provided, in a timely
39 manner, to (i) each NRMSIR or to the Municipal Securities
40 Rulemaking Board ("MSRB") and (ii) the SID, notice of the
41 occurrence oP certain material events with respect to the
42 Bonds in accordance with the Undertaking.
43 C. Provide or cause to be provided, in a timely
44 manner, to (i) each NRMSIR or to Che MSRB and (ii) the SID,
45 notice of a failure by the City to provide the annual
920703.2 " 4 �
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1 financial information with respect to the City described in
2 the Undertaking.
3 The City agrees that its covenants pursuant to the Rule
4 set forth in this paragraph 27 and in the Undertaking are
5 intended to be for the benefit of the Aolders of the Bonds and
6 shall be enforceable on behalf of such Holders; provided that the
7 right to enforce the provisions of these covenants shall be
8 limited to a right to obtain specific enforcement of the City's
9 obligations under the covenants.
10 The Mayor and Director, Office of Financial Services,
11 or any other officers of the Ci[y authorized to act in their
12 stead (the "Officers"), are hereby authorized and directed to
13 execute on behalf of the City the Undertaking in substantially
14 the form presented to the City Council, subject to such
15 modifications thereof or additions thereto as are (i) consistent
16 with the requirements under the Rule, (ii) required by the
17 Purchaser, and (iii) acceptable to the Officers.
18 28. Resolutions Supplemented. The General Resolution
19 and the resolutions authorizing the issuance of the PFA Notes are
20 hereby supplemented to the extent necessary to give effect to the
21 provisions of paragraph 17 of this resolution.
22 29. Severabilitv. I£ any section, paragraph or
23 provision of this resolution shall be held to be invalid or
24 unenforceable for any reason, the invalidity or unenforceability
25 of such section, paragraph or provision shall not affect any of
26 the remaining provisions of this resolution.
9207D3.2 4 1
ORIGINAL
1 30. Headincrs. Headings in this
2 included for convenience of reference onl
3 hereof, and shall not limit or define the
4 provision hereof.
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resolution are
y and are not a part
meaning of any
Requested by DeQartment of:
Adopted by Council: Date ��� � ����
Adoption Certified by Council Secretary
B � � _ � r.,�-�----_
Approved by Mayor: D
'S ��ln �Wt °-�"'—
920703.2
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of Financial Setvices
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TOTAL # OF SIGNATURE PAGES
DAT6INITIATED
h�.,9� GREEN SHEET
ASSIGN
No 60944
■ 1� 7 eEVnnmart nx�crae � arrcouKa. _
FOR � GrtYATTORNfl' `/ ❑ GIYCLERR �
❑ FlWKYLLSFRVICESG6L ❑ FWNO4LSERV/ACCi6
� YAVOR(ORw593iANTl� ❑
_1_ (CUP ALL LOCATIONS FOR SIGNATURE)
�is resolution accepts the winning proposal and awards the bid for the $4,700,000 G.O.
:wer Revenue BorMS Series 1998E. This is a competi6ve borM sale and the award
going to the bidder found most advantageos Qwvest cost) to the City.
PLANNING COMMISSION
CIB COMMITTEE
qVIL SERVICE COMMISSION
TIATING PROBLEM ISSUE, OPPORNNITV (Who, What, When, Where, Why)
� bonds are For the purpose oi financing certam sewer prqects vrithin the City, and will
repeitl by sewer revenue5.
GES IF APPROVED
be available tor sevrer projects.
� a^tYU�
�a43!IV�Gi� �Q$$?i4Csf ��_,i..,.>
� �. r Y `.f,
IFAPPROVED
��
sewer Pmle�is wifl nW be aradable.
AMOUNT OF TRANSACTION S sa�oo.000
Has this parsoM�m ever wwked u'Wer a contrac[ fw Ihis department?
YES NO ,
Has this persoMrm ever been a city employee�
YES NO
Dces this persoNfirtn possess a sldll not normalty possessetl by any curceM city employee?
YES NO
Is this persoNfrtn a targetetl vendoR `
YES NO
��������
MAR 2 3 1998
R S QSY�J ���itsC
CQST/REVENUE 6UDGETED (CIRCLE ONE)
ACTNITY NUMBER
YES NO
(IXPWN)
d��--ay3
1
2
publication of notice thereof as a form of private negotiation;
and
3 WHEREAS, proposals for the Bonds have been solicit
4 Springsted Incorporated pursuant to an Official Statement ar�
5 Terms of Proposal therein: �
6 NOW, THEREFORE, BE IT RESOLVED by the Council,of the
7 City of Saint Paul, Minnesota, as follows: ,r
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§4
by
l. Acceptance of Proposal. The proposal of
(the "Purchaser"), to p rchase
$4,70�,000 General Obligation Sewer Revenue Bonds, Series 1998E,
of the City (the "Bonds", or individually a"BOn '), in
accordance with the Terms ot Proposal for the bc�nd sale, at the
rates of interest set forth hereinafter, and t�i pay for the Bonds
the sum of S , plus interest ac�rued to settlement,
is hereby found, determined and declared t�e the most favorable
proposal received and is hereby accepted, d the Bonds are
hereby awarded to the Purchaser. The Dir ctor, Office of
Financial Services, or his designee, is irected to retain the
deposit of the Purchaser and to forthwi return to the others
making proposals their good faith checks or drafts.
2. Title• Ori inal I sue/Date• Denominations•
Maturities. The Bonds shall be ti ed "General Obligation Sewer
Revenue Bonds, Series 1998E", sha be dated April 1, 1998, as
the date of original issue and s 11 be issued forthwith on or
after such date as fully regist ed bonds. The Bonds shall be
numbered from R-1 upward. Glo a1 Certificates shall each be in
the denomination of the entir principal amount maturing on a
single date, or, if a portio of said principal amount is
prepaid, said principal amo nt less the prepayment. Replacement
Bonds, if issued as provid d in_paragraph 6, shall be in the
denomination of $5,000 ea h or in any integral multiple thereof
of a single maturity. T e Bonds shall mature on December 1 in
the years and amounts follows:
Year
1999
2000
2001
2002
2003
20
2 5
006
2007
2008
Amount
$155,000
160,000
165,000
175,000
180,000
190,000
195,000
205,000
215,000
220,000
Year
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
Amount
$230,000
240,000
250,000
265,000
275,000
290,000
300,000
315,000
330,000
345,000
z 4
o{k�-�y3
9
10
11
12
3. Purpose. The Bonds shall provide funds
construction of various improvements to the City's w
storm water systems (the "Improvements"). The Bonds
to aid in financing a sewage disposal system or part
pursuant to Minnesota Statutes, Section 115.46. The
the Bonds shall be deposited and used as provided iyf
17, and any excess moneys shall be devoted to any �it
permitted by law. The total cost of the Improvement
shall include all costs enumerated in Minnesota tat
t the
ater and
issued
/proceeds of
paragraph
her purpose
s, which
utes, Section
475.65, is estimated to be at least equal to t e amount of the
Bonds. Work on the Improvements shall proce� with due diligence
to completion.
13 4. Interest. The Bonds shall ear interest payable
14 semiannually on June 1 and December 1 of ach year (each, an
15 "Interest Payment Date"), commencing Dec mber 1, 1998, calculated
16 on the basis of a 360-day year of twelv 30-day months, at the
17 respective rates per annum set forth o posite the maturity years
18 as follows:
19 Maturity Year Interest Rate Ma Year Interest Rate
20
21
22
23
24
25
26
27
28
29
30
3 ].
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35
36
37
38
39
40
41
42
43
44
45
46
47
48
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
°s
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
a
5. Descri�tion of the Global Certiticates and Global
Book-Entry System. pon their original issuance the Bonds will
be issued in the fo m of a single Global Certificate for each
maturity, deposite with the Depository by the Purchaser and
immobilized as pr vided in paragraph 6. No beneficial owners of
interests in the Bonds will receive certificates representing
their respectiv interests in the Bonds except as provided in
paragraph 6, xcept as so provided, during the term of the
Bonds, benefi ial ownership (and subsequent transfers of
beneficial o ership) of interests in the Global Certificates
will be ref ected by book entries made on the reaords of the
Depository and its Participants and other banks, brokers, and
dealers p rticipating in the National System. The Depository's
book ent ies of beneficial ownership interests are authorized to
be in i crements of $5,000 of principal of the Bonds, but not
smalle increments, despite the larger authorized denominations
of t Global Certificates. Payment of principal of, premium, if
any, and interest on the Global Certificates will be made to the
Bo Registrar as paying agent, and in turn by the Bond Registrar
F.'7
qg-a� 3
qualified to act as such, as provided in clause (ii) of this
subparagraph, or
(iv) To those persons to whom transfer is re
in written transfer instructions in the event that�
5 (a) the Depository shall resign or discontinue
6 its services for the Bonds and the City is�unable to
7 locate a substitute depository within tw�o (2l months
8 following the resignation or determin� on of non-
9 eligibility, or
10 (b) upon a determination by t�Yie City in its sole
11 discretion that (1) the continuati�on of the book-entry
12 system described herein, which precludes the issuance
13 of certificates (other than Glo�ial Certificates) to any
14 Holder other than the Deposit {-}� (or its nominee),
15 might adversely affect the i erest of the beneficial
16 owners of the Bonds, or (2) that it is in the best
17 interest of the beneficial owners of the Bonds that
18 they be able to obtain ce tificated bonds,
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in either of whic
its determination
(the "Replacement
the registration,
be conducted as p
In the event
be authorized by this
presentation of Global
to the substitute or
successor depository
purposes and functi999
Representations sh�'].
depository unless/th
depository so ag,ree,
7.
h events t e City shall notify Holders of
and of t e availability of certificates
Bonds") to Holders requesting the same and
transf r and exchange of such Bonds wi11
rovid in paragraphs 9B and 12 hereof.
of a succession of the Depository as may
�a agraph, the Bond Registrar upon
�ertificates shall register their transfer
ccessor depository, and the substiCute or
�all be treated as the Depository for all
s under this resolution. The Letter of
not apply to a substitute or successor
City and the substitute or successor
and a similar agreement may be entered into.
(a) O'onal Redem t'on: Due Date. All Bonds maturing
after Dece er 1, 2006, shall be subject to redemption and
prepaymen at the option of the City on such date and on any day
thereaft r at a price of par plus accrued interest. Redemption
may be 'n whole or in part of the Bonds subject to prepayment.
If re mption is in part, those Bonds remaining unpaid may be
prep d in such order of maturity and in such amount per maturity
as t e City shall determine; and if only part of the Bonds having
a c mmon maturity date are called for prepayment, the Global
C tificates may be prepaid in $5,000 increments of principal
d, if applicable, the specific Replacement Bonds to be prepaid
hall be chosen by lot by the Bond Registrar. Bonds or portions
920703.2
7
ay 3
1 thereof called for redemption shall be due and payable on
2 redemption date, and interest thereon shall cease to accr
3 and after the redemption date. �
from
4 (b) Notation on Global Certificate. Upon a redue�ion in
5 the aggregate principal amount of a Global Certifica�, the
6 Holder may make a notation of such redemption on the panel
7 provided on the Global Certificate stating the amownt so
8 redeemed, or may return the Global Certificate tor�he Bond
9 Registrar in exchange for a new Global Certificat�e authenticated
1� by the Bond Registrar, in proper principal amou`t. Such
11 notation, if made by the Holder, shall be fo�eference only, and
12 may not be relied upon by any other person as being in any way
13 determinative of the principal amount of su Global Certificate
14 outstanding, unless the Bond Registrar has signed the appropriate
15 column of the panel.
16 (c) Selection of Re lacement Bond . To effect a partial
17 redemption of Replacement Bonds having a common maturity date,
18 the Bond Registrar prior to giving no ice of redemption shall
19 assign to each Replacement Bond hav' g a common maturity date a
20 distinctive number for each $5,000 f the principal amount of
21 such Replacement Bond. The Bond gistrar shall then select by
22 lot, using such method of select' n as it shall deem proper in
23 its discretion, from the number so assigned to such Replacement
24 Bonds, as many numbers as, at ,000 for each number, shall equal
25 the principal amount of such eplacement Bonds to be redeemed.
26 The Replacement Bonds to be edeemed shall be the Replacement
27 Bonds to which were assigne numbers so selected; provided,
28 however, that only so much of the principal amount of each such
29 Replacement Bond of a den ination of more than $5,000 shall be
30 redeemed as shall equal ,000 for each number assigned to it and
31 so selected.
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4D
§1
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(d) Partial Redefn tion of Re lacement Bonds. If a
Replacement Bond is be redeemed only in part, it shall be
surrendered to the B nd Registrar (with, if the City or Bond
Registrar so requir s, a written instrument of transfer in form
satisfactory to t City and Bond Registrar duly executed by the
Holder thereof or his, her or its attorney duly authorized in
writing) and the City shall execute 1if necessary) and the Bond
Registrar shall authenticate and deliver to the Holder of such
Replacement Bo d, without service charge, a new Replacement Bond
or Bonds of t e same series having the same stated maturity and
interest rat and of any authorized denomination or
denominatio , as requested by such Holder, in aggregate
principal ount equal to and in exchange for the unredeemed
portion of the principal of the Bond so surrendered.
46 (e� Reauest for Redem�tion. The Bond Registrar shall ca11
47 Bonds f redemption and payment as herein provided upon receipt
48 by the ond Registrar at least forty-five (45) days prior to the
920703.
3
ag-�y3
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ii
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17
(ii)
The redemption price;
18 (iii) If less than all outs��anding Bonds are to be
19 redeemed, the identification (a�d, in the case of partial
20 redemption, the respective pr cipal amounts? of the Bonds
�
21 to be redeemed; f�
22 (iv) That on the redemption date, the redemption price
23 wi11 become due and payab� upon each such Bond, and that
24 interest thereon shall�ase to accrue from and after said
25 date; and
26 (v) The plac�here such Bonds
2'7 for payment of the edemption price
28 office of the Bonc} Registrar).
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30
31
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33
34
35
redemption date of a request of the City, in written form
Bond Registrar is other than a City officer. Such request
specify the principal amount o£ Bonds to be called for red
and the redemption date.
(f) Notice. Mailed notice of redemption shall be gi
the paying agent (if other than a City officer3 and to eac
affected Holder. If and when the City shall call any of�
if the
shall
to
Bonds for redemption and payment prior to the stated maturity
thereof, the Bond Registrar shall give written notice �in the name
of the City of its intention to redeem and pay such gonds at the
office of the Bond Registrar. Notice of redemptionfshall be
given by first class mail, postage prepaid, maile�`not less than
thirty (30) days prior to the redemption date, t�d`each Holder of
Bonds to be redeemed, at the address appearing in the Bond
Register. All notices of redemption shall sta�e:
(g) Notice
Company or its n
Bonds. If there
Depository or it
efforts to deliv
business day ne�c
all other Holcl�r
(i)
The redemption date;
are to be surrendered
(which shall be the
o IA'�e osito . Notices to The Depository Trust
i ee shall contain the CUSIP numbers of the
,re any Holders of the Bonds other than the
nominee, the Bond Registrar shall use its best
any such notice to the Depository on the
preceding the date of mailing of such notice to
36
37 in Saint
38 and trans
39 Registra
40 Registr r
41 City a d
42 herew'th.
43 City or a
44 reg'strar
9 703.2
8 Sond Reaistrar. First Trust National Association,
P 1, Minnesota, is appointed to act as bond registrar
er agent with respect to the Bonds (the "Bond
"), and shall do so unless and until a successor Bond
is duly appointed, all pursuant to any contract the
Bond Registrar shall execute which is consistent
A successor Bond Registrar shall be an officer of the
bank or trust company eligible for designation as bond
pursuant to Minnesota Statutes, Chapter 475, and may be
0
a �r- a.��
1 appointed pursuant to any contract the City and such successor
2 Bond Registrar shall execute which is consistent herewith. The
3 Bond Registrar shall also serve as paying agent unless and unti
4 a successor paying agent is duly appointed. Principal and
5 interest on the Bonds shall be paid to the Holders (or record,,r�
6 holders) of the Bonds in the manner set forth in the forms�f
7 Bond and paragraph 14 of this resolution.
g 9. Forms of Bond. The Bonds shall be in th�form of
9 Global Certificates unless and until Replacement Bonds/are made
10 available as provided in paragraph 6. Each form of nd may
11 contain such additional or different terms and prov'sions as to
12 the form of payment, record date, notices and oth matters as
13 are consistent with the Letter of Representation and approved by
14 the City Attorney.
15 A. Global Certificates. The G
16 together with the Certificate of Registrat
17 Partial Payments, the form of Assignment
18 information thereon, shall be in substan i
19 and may be typewritten rather than pri ed
o}�al Certificates,
6 n, the Register of
d the registration
lly the following form
�os.z 10
�IS-��t 3
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Registrar has signed the appropriate column of the panel.
Interest on this Bond will be paid on each Interest Payme Date
in same-day.funds by 2:30 p.m., Eastern time, to the per on in
whose name this Bond is registered (the "Holder" or "B dholder")
on the registration books of the Issuer maintained by he Bond
Registrar and at the address appearing thereon at th close of
business on the fifteenth day of the calendar mont preceding
such Interest Payment Date (the "Regular Record D e"). Interest
payments shall be received by the Holder no late than 2:30 p.m.,
Eastern time; and principal and premium paymen shall be
received by the Holder no later than 2:30 p.m , Eastern time, if
the Bond is surrendered for payment enough i advance to permit
payment to be made by such time. Any inte st not so timely paid
shall cease ta be payable to the person w is the Holder hereof
as of the Regular Record Date, and shall e payable to the person
who is the Holder hereof at the close o business on a date (the
"Special Record Date") fixed by the B d Registrar whenever money
becomes available for payment of the efaulted interest. Notice
of the Special Record Date shall be given to Bondholders not less
than ten days prior to the Special Record Date. The principal of
and premium, if any, and interest on this Bond are payable in
lawful money of the United Stat of America.
Date of Pavment Not u iness Da . If the date for
payment of the principal of, premium, if any, or interest on this
Bond shall be a Saturday, S nday, legal holiday or a day on which
banking institutions in t City of New York, New York, or the
city where the principal ffice of the Bond Registrar is located
are authorized by law o executive order to close, then the date
for such payment shall e the next succeeding day which is not a
Saturday, Sunday, leg holiday or a day on which such banking
institutions are aut orized to close, and payment on such date
shall have the same force and effect as if made on the nominal
date of payment.
Rede t�ion. All Bonds of this issue (the "Bonds")
maturing after ecember 1, 2006, are subject to redemption and
prepayment at e option of the Issuer on such date and on any
day thereafte ati a price of par plus accrued interest.
Redemption m y be in whole or in part of the Bonds subject to
prepayment. If redemption is in part, those Bonds remaining
unpaid may e prepaid in such order of maturity and in such
amount pe maturity as the City shall determine; and if only part
of the B nds having a common maturity date are called for
prepaym nt, this Bond may be prepaid in $5,��0 increments of
princi al. Bonds or portions thereof called for redemption shall
be du and payable on the redemption date, and interest thereon
shal cease to accrue from and after the redemption date.
Notice of R�demption. Mailed notice of redemption
1 be given to the paying agent (if other than a City officer)
to each affected Holder of the Bonds_ In the event any of
920703.2
E�%
�r-a.��
1 the Bonds are called for redemption, written notice thereof wi
2 be given by first class mail mailed not less than thirty (30)
3 days prior to the redemption date to each Holder of Bonds to
4 redeemed. In connection with any such notice, the "CUSIP"
5 numbers assigned to the Bonds shall be used.
6
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10
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12
13
14
15
16
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24
25
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Redemotion. L3pon a partial redemption of this Bond w'ich results
in the stated amount hereof being reduced, the Hold may in its
discretion make a notation on the panel provided rein of such
redemption, stating the amount so redeemed. Suc notation, if
made by the Holder, shall be for reference only and may not be
relied upon by any other person as being in a way determinative
of the principal amount of the Bond outstand' g, unless the Bond
Registrar has signed the appropriate column of the panel.
Otherwise, the Holder may surrender this �nd to the Bond
Registrar (with, if the Issuer or Bond R istrar so requires, a
written instrument of transfer in form atisfactory to the Issuer
and Bond Registrar duly executed by t Holder thereof or his,
her or its attorney duly authorized ' writing) and the Issuer
shall execute (if necessary) and th Bond Registrar sha11
authenticate and deliver to the Ho der of such Bond, without
service charge, a new Bond of th same series having the same
stated maturity and interest ra and of the authorized
denomination in aggregate prin ipal amount equal to and in
exchange for the unredeemed p rtion of the principal of the Bond
so surrendered.
Issuance• Pu o: General Oblicration. This Bond is
one of an issue in the t tal principal amount of $4,700,000, all
of like date of origina issue and tenor, except as to number,
maturity, interest rat , denomination, and redemption privilege,
which Bond has been ' sued pursuant to and in full conformity
with the Constituti and laws of the State of Minnesota,
including particul rly Minnesota Statutes, Chapter 475 and
Sections 116.19 a d 115.46, and the Charter of the Issuer, and
pursuant to a r olution adopted by the City Council of the
Issuer on Apri 1, 1998 (the "Resolution"), for the purpose of
providing mon to finance the acquisition, construction and
repair of va ious improvements to the City's wastewater and storm
water syste s. This Bond is payable out of the General
Obligation Bond Debt Service Account of the Sewer Service
Enterpris Fund of the City, to which account have been pledged
gross r enues of the City's sewer system. This Bond has been
issued o aid in financing a sewage disposal system or part
there f pursuant to Minnesota Statutes, Section 115.46. This
Bond constitutes a general obligation of the Issuer, and to
pro ide moneys for the prompt and full payment of its principal,
p mium, if any, and interest when the same become due, the fu11
ith and credit and taxing powers of the Issuer have been and
are hereby irrevocably pledged.
920703.2 �-3
K�
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48
Denominations: Exchancte; Resolution. The Bonds aofe
issuable originally only as Global Certificates in the
denomination of the entire principal amount of the issue maturir
on a single date, or, if a portion of said principal i prepaid,
said principal amount less the prepayment. Global Ce ificates
are not exchangeable for fully registered bonds of s aller
denominations except to evidence a partial prepaym t or in
exchange for Replacement Bonds if then available. Replacement
Bonds, if made available as provided below, are 'ssuable solely
as fully registered bonds in the denominations f$5,000 and
integral multiples thereof of a single maturi and are
exchangeable for fu11y registered Bonds of o er authorized
denominations in equal aggregate principal mounts at the
principal office of the Bond Registrar, b only in the manner
and subject to the limitations provided ' the Resolution.
Reference is hereby made to the Resolut' n for a description of
the rights and duties of the Bond Regi rar. Copies of the
Resolution are on file in the princip 1 office of the Bond
Registrar.
Replacement Bonds.
the Issuer in the event that:
(a) the Depository
services for the Bonds,
locate a substitute dep
following the resigna o
eligibility, or
(b) upon a
discretion that
system described
issuance of cer�
any Holder o
adversely af
the Bonds, o
beneficial�
certificat d
�t
(2)
Bonds may be issued by
a11 resign or discontinue its
nd only if the Issuer is unable to
sitory within two (2) months
n or determination of non-
d�termination by the Issuer in its sole
�} the continuation of the book-entry
in the Resolution, which precludes the
ficates (other than Global Certificates) to
than the Depository (or its nominee), might
the interest of the beneficial owners of
that it is in the best interest of the
of the Bonds that they be able to obtain
bonds.
Tr s er. This Bond sha11 be registered in the name of
the payee o the books of the Issuer by presenting this Bond for
registrati to the Bond Registrax, who will endorse his, her or
its name d note the date of registration opposite the name of
the paye in the certificate of registration attached hereto.
Thereaf r this Bond may be transferred by delivery with an
assign nt duly executed by the Holder or his, her or its legal
repres ntatives, and the Issuer and Bond Registrar may treat the
Holde as the person exclusively entitled to exercise all the
rig s and powers of an owner until this Bond is presented with
suc assignment for registration of transfer, accompanied by
as urance of the nature provided by law that the assignment is
g nuine and effective, and until such transfer is registered on
'703 . 2
14
�I�-ay
said books and noted hereon by the Bond Registrar, all subje t to
the terms and conditions provided in the Resolution and to
reasonable regulations of the Issuer contained in any agr ement
with, or notice to, the Bond Registrar. Transfer of this Bond
may, at the direction and expense o£ the Issuer, be su ect to
certain other restrictions if required to qualify thi Bond as
being "in registered form" within the meaning of Sec ion 149(a)
of the federal Internal Revenue Code of 1986, as a�ended.
9 Fees u�on Transfer or Loss. The Bond F�egistrar may
10 require payment of a sum sufficient to cover a tax or other
11 governmental charge payable in connection wit the transfer or
12 exchange of this Bond and any legal or unusu costs regarding
13 transfers and lost Bonds.
14 Treatment of Registered Owner. The Issuer and Bond
15 Registrar may treat the person in whose ame this Bond is
16 registered as the owner hereof for the purpose of receiving
17 payment as herein provided (except as otherwise provided with
18 respect to the Record Date) and for 11 other purposes, whether
19 or not this Bond shall be overdue, nd neither the Issuer nor the
20 Bond Registrar shall be affected notice to the contrary.
21 Authentication. This
22 obligatory for any purpose o�
23 the Certificate of Authentica i
24 by the Bond Registrar.
25 Not Oualltie�
26 not been designated by
27 obligations" for purpo,
28 Internal Revenue Code �
29 qualify for such desic�
ond shall not be valid or become
entitled to any security unless
hereon shall have been executed
The Bonds have
� Issuer as "qualified tax-exempt
of Section 265(b)(3) of the federal
1986, as amended. The Bonds do not
ion.
15
q �'�
�
ON REVERSE OF BOND
2 Date of Pavment Not Business Dav. If the date fo
3 payment of the principal of, premium, if any, or interest n this
4 Bond shall be a Saturday, Sunday, legal holiday or a day on which
5 banking institutions in the City of New York, New York,- or the
6 city where the principal office of the Bond Registrar s located
7 are authorized by law or executive order to close, t en the date
8 for such payment shall be the next succeeding day ich is not a
9 Saturday, Sunday, legal holiday or a day on which such banking
10 institutions are authorized to close, and payme on such date
11 shall have the same force and effect as if mad on the nominal
12 date of payment.
13 RedemDtion. All Bonds of this i ue (the "Bonds")
14 maturing after December 1, 2006, are subj ct to redemption and
15 prepayment at the option of the Issuer o such date and on any
16 day thereafter at a price of par plus crued interest.
17 Redemption may be in whole or in part of the Bonds subject to
18 prepayment. If redemption is in par , those Bonds remaining
19 unpaid may be prepaid in such order of maturity and in such
20 amount per maturity as the City s 11 determine; and if only part
21 of the Bonds having a common mat ity date are called for
22 prepayment, the specific Bonds o be grepaid sha11 be chosen by
23 lot by the Bond Registrar. Bo ds or portions thereof called for
24 redemption shall be due and p yable on the redemption date, and
25 interest thereon shall ceas to accrue from and after the
26 redemption date.
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shall be given to the
and to each affected
the Bonds are called
be given by first c a
days prior to the ed
redeemed. In co ect
tion. Mailed notice of redemption
ying agent (if other than a City officer)
der of the Bonds. In the event any of
redemption, written notice thereof will
mail mailed not less than thirty (30)
tion date to each Holder of Bonds to be
with any such notice, the "CUSIP"
Bonds shall be used.
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or
numbers assiane to the
Sel ction of Bonds for Redem tion. To effect a partial
redemption o Bonds having a common maturity date, the Bond
Registrar s all assign to each Bond having a common maturity date
a distinct've number for each $5,000 of the principal amount of
such Bon . The Bond Registrar shall then selecC by lot, using
such me od of selection as it shall deem proper in its
discre on, from the numbers assigned to the Bonds, as many
numbe as, at $5,000 for each number, shall equal the principal
amou of such Bonds to be redeemed. The Bonds to be redeemed
sha be the Bonds to which were assigned numbers so selected;
pr vided, however, that only so much of the principal amount of
s ch Bond of a denomination of more than $5,000 shall be redeemed
s shall equal $5,000 for each number assigned to it and so
920703.2
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selected_ If a Bond is to be redeemed only in part, it shall be
surrendered to the Bond Registrar (with, if the Issuer or Bond
Registrar so requires, a written instrument of transfer in form
satisfactory to the Issuer and Bond Registrar duly executed by
the Holder thereof or his, her or its attorney duly authorized i
writing) and the Issuer shall execute (if necessary) and the on
Registrar shall authenticate and deliver to the Holder of s ch
Bond, without service charge, a new Bond or Bonds of the me
series having the same stated maturity and interest rate and of
any auChorized denomination or denominations, as reque ed by
such Holder, in aggregate principal amount equal to a d in
exchange for the unredeemed portion of the principa of the Bond
so surrendered.
Issuance• Pu ose• General Obli ation This Bond is
one of an issue in the total principal amount f$4,700,000, all
of like date of original issue and tenor, ex pt as to number,
maturity, interest rate, denomination, and edemption privilege,
which Bond has been issued pursuant to an in full conformity
with the Constitution and laws of the St e of Minnesota,
including particularly Minnesota Statut s, Chapter 475 and
Sections 116.19 and 115.46, and the C rter of the Issuer, and
pursuant Co a resolution adopted by e City Council of the
Issuer on April 1, 1998 (the "Resol tion"), for the purpose of
providing money to finance the ac isition, construction and
repair of various improvements t the City's wastewater and storm
water systems. This Bond is pa able out the General Obligation
Bond Debt Service Account of e Sewer Service Enterprise Fund of
the City, to which account h e been pledged gross revenues of
the City's sewer system. T is Bond has been issued to aid in
financing a sewage dispos system or part thereof pursuant to
Minnesota Statutes, Sect'on 115.46. This Bond constitutes a
general obligation of t e Issuer, and to provide moneys for the
prompt and full payme of its principal, premium, if any, and
interest when the sa e become due, the full faith and credit and
taxing powers of th Issuer have been and are hereby irrevocably
pledged.
issuable s
$5,000 and
are exchan
pri
and
the�hts
Reso tion
Req�strar.
920703.2
Denom'natio s• Exchan e• Resolution. The Bonds are
olel as fully registered bonds in the denominations of
i egral multiples thereof of a single maturity and
g ble for fully registered Bonds of other authorized
s in equal aggregate principal amounts at the
office of the Bond Registrar, but only in the manner
t to the limitations provided in the Resolution.
is hereby made to the Resolution for a description of
and duties of the Bond Registrar. Copies of the
are on file in the principal office of the Bond
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Transfer. This Bond is transferable by the Holder in
person or by his, her or its attorney duly authorized in writing
at the principal office of the Bond Registrar upon presentation
and surrender hereof to the Bond Registrar, all subject to the
terms and conditions provided in the Resolution and to reasona`�le
regulations of the Issuer contained in any agreement with, o
notice to, the Sond Registrar. Thereupon the Issuer shall
execute and the Bond Registrar sha11 authenticate and del' er, in
exchange for this Bond, one or more new fully registered�Bonds in
the name of the transferee (but not registered in blanlv` to
"bearer" or similar designation), of an authorized de omination
or denominations, in aggregate principal amount equa to the
principal amount of this Bond, of the same maturity and bearing
interest at the same rate.
15 Fees u�on Transfer or Loss. The Bon Registrar may
16 require payment of a sum sufficient to cover y tax or other
17 governmental charge payable in connection wi the transfer or
18 exchange of this Bond and any legal or unus al costs regarding
19 transfers and lost Bonds.
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Registrar may treat the person in
registered as the owner hereof for
payment as herein provided {except
reverse side hereof with respect t
other purposes, whether or not th'
neither the Issuer nor the Bond�
notice to the contrary.
ner � The Issuer and Bond
os� name this Bond is
� purpose of receiving
otherwise provided on the
the Record Date) and for all
Bond shall be overdue, and
strar shall be affected by
28 Authentication. T s Bond shall not be valid or become
29 obligatory for any purpose r be entitled to any security unless
30 the Certificate o£ Authent'cation hereon shall have been executed
31 by the Bond Registrar.
32 Not ua ifie Tax- x m t O li ations. The Bonds have
33 not been designated b the Issuer as qualified tax-exempt
34 obligations" for pur oses of Section 265(b)(3) of the federal
35 Internal Revenue Co e of 1986, as amended. The Bonds do not
36 qualify for such signation.
m
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fiXHIBITS
Exhibit A - Proposals
920703.2