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HomeMy WebLinkAboutResolution 5855 . . " RESOLUTION NO. 5855 CITY OF MOUNDS VIEW COUNTY OF RAMSEY STATE OF MINNESOTA RESOLUTION APPROVING THE 2003 SCORE RECYCLING GRANT REQUEST TO RAMSEY COUNTY WHEREAS, Ramsey County is accepting applications for use of SCORE funds to improve recycling participation by the public; and WHEREAS, the City of Mounds View is eligible to apply for a grant to provide administrative and promotional activities intended to improve recycling participation among city residents through education, awareness, and incentives; and WHEREAS, the City Council of the City of Mounds View has determined that this IS an appropriate use of city resources and that increasing recycling participation benefits the public health, safety, and welfare of the community as a whole. NOW THEREFORE, BE IT RESOLVED that the City Council of the City of Mounds View approve the application for 2003 SCORE funding (attachment) and authorize acceptance of any allocated funding. Adopted this 14th day of October, 2002 ATTEST: ~~ Rich Sonterre, Mayor (SEAL) '-~7"':iJ~'4:)'}u.1/G ~een Miller, City Administrator Motion by: Quick Second: Marty Sonterre: Aye Stigney: Aye Quick: Aye Marty: Aye Thomas: Aye . . . P?30, 5&'Sto EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF MOUNDS VIEW, MINNESOTA Pursuant to due call and notice thereof, a regular or special meeting of the City Council of the City of Mounds View, Minnesota, was duly held in the Mounds View City Hall on October 7,2002, commencing at 7:00 P.M., C.T., in part for the purpose of considering the sale of the City's General Obligation Water Revenue Refunding Bonds, Series 2002A. The following Councilmembers were present: Santerre, Quick, Marty, Stigney and the following were absent: Thomas During said meeting, Councilmember Quick introduced the following Resolution, the reading of which was dispensed with by unanimous consent of the Council, and moved its adoption: RESOLUTION NO. 5856 RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF THE CITY'S GENERAL OBLIGATION WATER REVENUE REFUNDING BONDS, SERIES 2002A WHEREAS, the City has received and reviewed the following offers for the purchase of its General Obligation Water Revenue Refunding Bonds, Series 2002A: 1448297vl . 85 E. SEVENTH PLACE, SUITE 100 SAINT PAUL, MN 55101-2887 651.223.3000 fAX: 651.223.3002 E-MAIL: advisors(ibpringsted.com // SPRINGSTED ~ Ad.""" ,h, ,,"hlk 5",& $1,945,000* CITY OF MOUNDS VIEW, MINNESOTA GENERAL OBLIGATION WATER REVENUE REFUNDING BONDS, SERIES 2002A AWARD: SALE: . Bidder (BOOK ENTRY ONLY) HARRIS TRUST & SAVINGS BANK ISAAK BOND INVESTMENTS, INC. October 7, 2002 Moody's Rating: Aaa FSA Insured Net Interest True Interest Price Cost Rate Interest Rates 2.30% 2004-2005 2.35% 2006 2.50% 2007 3.00% 2008-2009 3.20% 2010 3.30% 2011 3.40% 2012 3.50% 2013 2.50% 2004-2007 3.00% 2008-2009 3.25% 2010 3.30% 2011 3.40% 2012 3.55% 2013 2.50% 2004-2006 2.60% 2007 3.00% 2008 3.10% 2009 3.30% 2010 3.40% 2011 3.50% 2012 3.65% 2013 HARRIS TRUST & SAVINGS BANK ISAAK BOND INVESTMENTS, INC. U.S. BANCORP PIPER JAFFRA Y INC. WELLS FARGO BROKERAGE SERVICES, LLC CRONIN & COMPANY, INCORPORATED RBC DAIN RAUSCHER INC. . $1,928,684.00 $385,519.75 3.2779% $1,928,467.50 $389,710.63 3.3147% $1,931,496.60 $395,539.65 3.3597% (Continued) CORPORATE OFFICE: SAINT PAUL. MN . Visit our wcbsitc at www.springstcd.com DESMOINES.IA . MILWAUKEE, WI . MINNEAPOUS,MN . OVERLANDPARK,KS . VIRGINIABEACH,VA . WASHINGTON,DC . . . NOW, THEREFORE, BE IT RESOLVED by the City Council (the "Council") of the City of Mounds View, Minnesota (the "City"), as follows: 1. Findings. It is hereby determined: (a) The City issued its $2,320,000 (original principal amount) General Obligation Water Revenue Refunding Bonds, Series 1993A, dated June 1, 1993 (the "Prior Bonds"), to refinance improvements (the "Improvements") to the City's municipal water system. (b) The Council believes it to be in the City's best interest to consider a refunding of the Prior Bonds. (c) The Prior Bonds are subject to prepayment on February 1, 2003, and on any date thcreafter at the option of the City at the redemption price of par plus accrued interest. (d) The rcfunding of the Prior Bonds which mature after February 1, 2003, is consistent with covenants made with the holders thereof and is necessary and desirable for and will result in the reduction of debt service cost to the City. (e) It is necessary and expedient to issue the City's General Obligation Water Revenue Refunding Bonds, Series 2002A (the "Bonds"), to provide (together with other available funds of the City to be used for such purposes) moneys for a current refunding of the $1,910,000 of the principal of the Prior Bonds maturing after February 1, 2003 (which Prior Bonds are sometimes referred to herein as the "Refunded Bonds"). The necessary amount of the Bonds is determined as follows: Prior Bonds Refunded Bond Discount Allowance Issuance Expenses Less Other Available Funds Net Bond Issue $1,910,000 16,533 23,900 (433) $1,945,000 (f) The Council desires that the Bonds be issued in Book Entry Only Form, as hereinafter described. 2. Acceptance of Offer. The offer of Harris Trust & Savings Bank (the "Purchaser"), to purchase the City's General Obligation Water Revenue Refunding Bonds, Series 2002A, dated November 1,2002 (the "Bonds", or individually a "Bond"), at the rates of interest and upon the other terms set forth in this Resolution, and to pay therefor the sum of $1,928,684.00 plus interest accrued to settlement, is hereby accepted. 3. Title: Original Issue Date: Denominations: Maturities: Book Entry Bonds. (a) The Bonds shall be titled "General Obligation Water Revenue Refunding Bonds, Series 2002A," shall be dated November 1, 2002, as the date of original issue and shall be issued forthwith on or after such date as fully registered bonds. The Bonds shall 1448297vl 2 . be numbered from R-1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity. The Bonds shall mature on February 1 in the years and amounts as follows: Year Amounts Year Amounts 2004 $155,000 2009 $200,000 2005 175,000 2010 205,000 2006 180,000 2011 210,000 2007 185,000 2012 215,000 2008 190,000 2013 230,000 In lieu of the foregoing serial maturity schedule, at the request of the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemptions and final maturity amounts conforming to the foregoing principal repayment schedule, and corresponding additions or other changes may be made to the form of the Bonds. (b) Book Entry Only System. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York, or any of its successors to its functions hereunder (the "Depository"), will act as securities depository for the Bonds, and to this end: . (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period"), shall at all times be in the form of a separate single fully registered Bond for each maturity of the Bonds; and authorized denominations for each maturity of Bonds shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that maturity. While in such book entry form, the Bonds are sometimes hereinafter referred to as being in "Book Entry Only Form." (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Bond Registrar described in this Resolution in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee"). . (iii) With respect to the Bonds, neither the City nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant") or to the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner"). Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Beneficial Owner or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner 1448297vl 3 . . . 1448297vl or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the registered owner of any Bonds (the "Holder"). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy. (iv) The City and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to or upon the Holder or the Holders of the Bonds, as shown on the Bond Registrar's bond register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 11 hereof, references to the Nominee hereunder shall refer to such new Nominee. (vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or the City, as the case may be, to the Depository as provided in the Blanket Issuer Letter of Representations required by the Depository as a condition to its acting as book-entry Depository for the Bonds (said Blanket Issuer Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role as book-entry Depository for the Bonds, are collectively hereinafter referred to as the "Blanket Issuer Letter of Representations"). (vii) All transfers of beneficial ownership interests in each Bond issued in book-entry form shall be limited in principal amount to authorized denominations and shall be effected by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds. 4 . (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or the Bond Registrar with respect to any consent or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the City or the Bond Registrar may establish a special record date for such consent or other action. The City or the Bond Registrar shall, to the extent possible, give the Depository notice of such special record date not less than 30 calendar days in advance thereof to the extent possible. (ix) Any successor Bond Registrar, in its written acceptance of its duties under this Resolution and any paying agency registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Blanket Issuer Letter of Representations. (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bond for a Bond of a lesser denomination as provided in paragraph 6 hereof, make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (c) Termination of Book-Entry Only System. Discontinuance ofa particular Depository's services and termination of the book-entry only system may be effected as follows: . (i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bonds if the City determines that the Depository is no longer able to carry out its functions as securities depository or the continuation ofthe system of book-entry transfers through the Depository is not in the best interests of the City. (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City that the Beneficial Owners be issued certificates for the Bonds, the Bonds shall no longer be registered in the name of the Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 11 hereof. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 11 hereof, the Bonds will be delivered to the Beneficial Owners. . (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 11 hereof. 1448297vl 5 . (d) Blanket Issuer Letter of Representations. The City's execution and delivery of the Blanket Issuer Letter of Representations in substantially the form on file in the offices of the City is hereby affirmed and ratified. The provisions in the Blanket Issuer Letter of Reprcsentations are incorporated herein by reference and made fully a part of this Resolution to the same extent as if set forth in full herein, and if and to the extent that any provisions of this Resolution are inconsistent or in conflict with the provisions of the Blanket Issuer Letter of Representations, the provisions in the Blanket Issuer Letter of Representations shall control. . 4. Purpose: Refunding Findings. The Bonds shall provide moneys for a current refunding of the City's Refunded Bonds. It is hereby found, determined and declared that such refunding is necessary or desirable for the reduction of debt service cost to the City and/or the adjustment of the maturities of the Prior Bonds in relation to the sources for their repayment and will result in a reduction of debt service cost to the City. All of the proceeds, including all investment earnings thereon, of the Prior Bonds have heretofore been expended by the City for the uses and purposes for which the City issued said Prior Bonds. The balance in the debt service account heretofore established by the City for the payment of the principal of and interest on the Prior Bonds has been taken into account in appropriately sizing the Bonds, and some monies therein are expected to be combined as of February 1, 2003, or as soon thereafter as the Refunded Bonds may be called for optional rcdemption (the "Refunding Date"), to the extent necessary, with the available proceeds of the Bonds in order to obtain a sum sufficient to accomplish the refunding and to pay the regularly scheduled debt service due on the Prior Bonds on said date; otherwise, the current and anticipated balances in said debt service account do not exceed and are not expected to exceed the aggregate amount of regularly scheduled debt service on the Prior Bonds which is payable on or before the Refunding Date, except only insofar as may be necessary to provide sufficient funds, together with the other monies available for such purposes, to provide for the payment of the debt service first coming due on the Bonds. The City has observed and complied with all of its obligations and covenants made by the City in connection with the issuance of the Prior Bonds. 5. Interest. The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date"), commencing August 1,2003, calculated on the basis of a 360-day year consisting of twelve 30-day months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity Interest Maturity Interest Year Rate Year Rate 2004 2.30% 2009 3.00% 2005 2.30 2010 3.20 2006 2.35 2011 3.30 2007 2.50 2012 3.40 2008 3.00 2013 3.50 . 6. Redemption. All Bonds maturing after February 1, 2010, shall be subject to redemption and prepayment at the option of the City on said date and on any date thereafter at a price of par plus accrued interest to date of rcdemption. Redemption may be in whole or in part I 448297v 1 6 . . . of the Bonds subject to prepayment. If redemption is in part, the City shall determine the amount of Bonds of each maturity to be prepaid; and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Published notice of redemption shall in each case be given if and to the extent required by applicable law, and mailed notice of redemption shall be given to the paying agent and to each affected registered owner of the Bonds. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar, prior to giving notice of redemption, shall assign to each Bond of that maturity 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 so assigned to such 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 of each such Bond of a denomination of more than $5,000 shall be redeemed as shall 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 City or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City or Bond Registrar duly executed by the registered owner thereof or by the registered owner's attorney, duly authorized in writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the registered owner 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 registered owner, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 7. Bond Registrar. U.S. Bank National Association, in St. 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 which the City and Bond Registrar may execute and which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. The principal of and interest on the Bonds shall be paid to the registered owners (or record owners) of the Bonds in the manner set forth in the form of Bond and paragraph 13 of this Resolution. 8. Form of Bond. The Bonds shall be substantially the following form: 1448297vl 7 . . . UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF RAMSEY CITY OF MOUNDS VIEW R-_ $ GENERAL OBLIGA nON WATER REVENUE REFUNDING BOND, SERIES 2002A INTEREST RATE DATE OF ORIGINAL ISSUE MATURITY DATE CUSIP REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS The City of Mounds View, Ramsey County, Minnesota (the "City"), hereby acknowledges itself to be 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, except to the extent called for prior redemption, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date"), commencing August 1,2003, at the rate per annum specified above (calculated on the basis of a 360-day year consisting 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 at the principal office of any successor paying agent duly appointed by the City. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Registered Owner") on the registration books of the City 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"). Any interest not so timely paid shall cease to be payable to the person who is the Registered Owner hereof as of the Regular Record Date, and shall be payable to the person that is the Registered Owner hereof 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 Special Record Date shall be given to Registered Owners 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. 1448297vl 8 . . . REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Home Rule Charter of the City and the Constitution and laws of the State of Minnesota to be done, to have happened 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, and that this Bond, together with all other indebtedness of the City outstanding on the date of original issue hereof and the date of its actual issuance and delivery to the origInal purchaser, does not exceed any constitutional, statutory or Charter limitation of indebtedness. IN WITNESS WHEREOF, the City of Mounds View, Ramsey County, Minnesota, by its City Council, has caused this Bond to be executed on its behalf by the manual or facsimile signatures of its Mayor and its City Clerk-Administrator; has caused the corporate seal of the City to be intentionally omitted herefrom, as permitted by law; and has caused this Bond to be executed manually by the Bond Registrar, acting as the City's duly appointed authenticating agent for the Bonds. 1448297vl 9 . . . Date of Registration BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the Resolution mentioned within. Bond Registrar By: Authorized Signature 1448297vl Registrable by: Payable at: CITY OF MOUNDS VIEW, RAMSEY COUNTY, MINNESOTA Mayor City Clerk-Administrator 10 . . . ON REVERSE OF BOND Redemption. All Bonds of this issue maturing after February 1, 2010, are subject to redemption and prepayment at the option of the City on said date and on any date thereafter at a price of par plus accrued interest to date of redemption. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the City shall determine the amount of Bonds of each maturity to be prepaid; and if only part of the Bonds having a common maturity date are called for prepayment, the Bonds of that maturity to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Published notice of redemption shall in each case be given if and to the extent required by applicable law, and mailed notice of redemption shall be given to the paying agent and to each affected registered owner of the Bonds.. Selection of Bonds for Redemption: Partial Redemption. To effect a 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 of such Bond of a denomination of more than $5,000 shall be redeemed as shall 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 City or Bond Registrar so requires, a written instrument oftransfer in form satisfactory to the City and Bond Registrar duly executed by the registered owner thereof or the registered owner's attorney duly authorized in writing), and the City shall execute and the Bond Registrar shall 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 registered owner, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance: Purpose: General Obligation. This Bond is one of an issue in the total principal amount of $1,945,000, all of like date of original issue and tenor, except as to registration number, maturity, interest rate, denomination and redemption privilege, which Bond has been issued pursuant to and in full conformity with the Home Rule Charter of the City and the Constitution and laws of the State of Minnesota and pursuant to a certain resolution (the "Resolution") adopted by the City Council, the governing body of the City, for the purpose of providing money to finance certain costs of refunding certain prior bonded indebtedness of the City. This Bond constitutes a general obligation of the City, 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 City have been and are hereby irrevocably pledged. [For Bonds in Book Entry Only Form, the following paragraph shall be added, and this Bond form (1) may be rearranged so that the signature blocks hereof appear at the end of 1448297vl 11 . . . the main text of this form or (2) may otherwise be amended to conform to book entry requirements and the Blanket Issuer Letter of Representations.] Book Entry Only Form: Blanket Issuer Letter of Representations. Pursuant to the Resolution, the Bonds may be issued in Book Entry Only Form, and during any period in which Bonds are in such form, the provisions applicable to the Bonds pursuant to the Blanket Issuer Letter of Representations shall apply, notwithstanding any contrary or inconsistent provision herein or in the Resolution. Denominations: Exchange: Resolution. The Bonds 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 Bond 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. Transfer. This Bond is transferable by the registered owner in person or by the registered owner's 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 reasonable regulations of the City contained in any agreement with the Bond Registrar. Thereupon the City shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an authorized denomination or denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registered Owners. The City and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as otherwise provided herein with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Designation of Bonds as Qualified Tax-Exempt Obligations. The Bonds have been designated by the City as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. 1448297vl 12 . . . ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common .. UTMA - - as custodian for (Cust) under the (Minor) Uniform (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list. 1448297vl 13 . . . ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint as attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the preIll1ses. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company, by a brokerage firm having a membership in one of the major stock exchanges or by any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad-15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: (Include information for all joint owners if the Bond is held by joint account.) 1448297vl 14 . . . 9. Execution: Temporary Bonds. The Bonds shall be executed on behalf of the City by the signatures of its Mayor and City Clerk-Administrator and be sealed with the seal ofthe City; provided, however, that the seal of the City may be a printed facsimile; and provided further that both of such signatures may be facsimiles and the corporate seal may be omitted on the Bonds as permitted by law, unless otherwise provided in the applicable form of Bond. In the event of disability or resignation or other absence of either such officer, the Bonds may be signed by that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature shall nevertheless be valid and sufficient for all purposes, the same as if he or. she had remained in office until delivery. The City may elect to deliver, in lieu of definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds shall, upon the preparation of the definitive bonds and the execution thereof, be exchanged therefor and canceled. 10. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit 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, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue, which date is November 1,2002. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this Resolution. 11. Registration: Transfer: Exchange. 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 shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at 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 10) of, and deliver, in the name ofthe designated transferee or transferees, one or more new Bonds 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. At the option of the registered owner of a Bond, Bonds may be exchanged for Bonds of any authorized denomination or denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the registered owner making the exchange is entitled to receive. 1448297vl 15 . . All Bonds surrendered upon any exchange or transfer provided for in this Resolution shall be promptly canceled by the Bond Registrar and thereafter disposed of as directed by the City. All Bonds delivered in exchange for or upon transfer of Bonds shall be valid obligations of the City evidencing the same debt, and entitled to the same benefits under this Resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the registered owner thereof or his, her or its attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with, or notice to, the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. 12. Right5 Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carryall the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 13. Interest Payment: Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered on the registration books of the City maintained by the Bond Registrar and 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"). Any such interest not so timely paid shall cease to be payable to the person who is the registered owner thereof as of the Regular Record Date, and shall be payable to the person who is the registered owner 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 Special Record Date shall be given by the Bond Registrar to the registered owners not less than ten (10) days prior to the Special Record Date. 14. Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 13 above) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 15. Delivery: Application of Proceeds. The Bonds shall be delivered by the City to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to . the proper application thereof. 1448297vl 16 . . . 16. Fund and Accounts. For the convenience and proper administration of the moneys to be borrowed and repaid on the Bonds and the Refunded Bonds, and to make adequate and specific security to the Purchaser and registered owners from time to time of the Bonds and the Refunded Bonds, there is hereby created a special fund to be designated the General Obligation Water Revenue Refunding Bonds, Series 2002A, Fund" (the "Fund") to be administered and maintained by the City Finance Director as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Fund shall be maintained in the manner herein specified until all of the Refunded Bonds and the Bonds herein authorized and the interest thereon shall have been fully paid. There shall be maintained in the Fund two separate accounts, to be designated the "Refunding Account" and the "Debt Service Account," respectively. (i) Refunding Account. The proceeds of the sale of the Bonds, less such proceeds of the Bonds (if any) as may be used to pay issuance expenses or hereinafter directed for deposit into the Debt Service Account, plus any other available municipal funds ("Other Funds"), if any, as may be required to adequately fund the Refunding Account to accomplish its purposes, together with all investment earnings on funds held in the Refunding Account, are hereby pledged and appropriated and shall be credited to the Refunding Account. The Refunding Account may be invested only in securities maturing or callable on such dates and bearing interest at such rates as shall be required to provide funds sufficient, together with any cash or other funds retained in the Refunding Account, and together with monies made available from the debt service account for the Prior Bonds, to pay all principal and interest due on the Prior Bonds on the Refunding Date (as defined in paragraph 4 of this Resolution), whether due thereon by virtue of regularly scheduled debt service or prior redemption. The moneys in the Refunding Account shall be used solely for the purposes herein set forth and for no other purpose, except that any surplus in the Refunding Account shall be remitted to the City. Such Other Funds, if any, as may be required to fully fund the Refunding Account as described above are hereby appropriated for said purpose. (ii) Debt Service Account. To the Debt Service Account there are hereby pledged and irrevocably appropriated and there shall be credited: (1) all accrued interest received upon delivery of the Bonds which is not then deposited into the Refunding Account; (2) the "Net Revenues" (hereinafter defined) of the City's municipal water system and utility, but only in such amounts as shall be necessary, together with other monies in the Debt Service Account and available for such purposes, to pay, when due, the principal of and interest on the Bonds; (3) all collections of any ad valorem taxes hereafter levied for the payment of the Bonds; (4) all investment earnings on funds held in the Debt Service Account; and (5) any amounts received by the City upon termination of the Refunding Account. The foregoing funds are hereby pledged to the Debt Service Account, but only in such amounts and at such times as may be necessary, together with other available funds therein (and the same shall be used solely), to pay the principal of and interest on the Bonds, when due. As used in this paragraph, Net Revenues of the City's municipal water system shall mean the gross revenues derived by the City from the operation of said system, including all charges for service, use, availability, and connection to that system, and all monies received from the sale 1448297vl 17 . . . of any facilities or equipment of said system or any by-products thereof, less all normal, reasonable, or current costs of owning, operating, and maintaining said system. If any payment of principal or interest on the Bonds shall become due when there are not sufficient funds pledged for such purposes in the Debt Service Account to pay the same, the City Finance Director shall pay such principal or interest from the general fund or other available fund of the City, and such fund shall be reimbursed for such advances from the proceeds of the Net Revenues, when collected. The City hereby covenants that it will impose and collect charges for the service, use, and availability of and connection to the City's municipal water system at the times and in the amounts required to produce such Net Revenues adequate, together with other sources of funding available for such purposes, to pay in a full and timely manner all principal of and interest on the Bonds, and on any and all other obligations which are or may become payable in whole or in part from such Net Revenues. Provided such debt service coverage is found to exist (and the Council hereby makes said finding with respect to the Bonds), the City may issue additional obligations secured in whole or in part from such Net Revenues, whose pledge to any such new obligations may be made superior or subordinate to, or on a parity with, the pledges of such Net Revenues made herein to the Bonds. The City has heretofore issued and currently has outstanding certain general obligations of the City which are payable from certain of the Net Revenues of the municipal water system, and the Council hereby determines that the estimated Net Revenues will be sufficient, in addition to all other sources available for such purposes, for the payment of the Bonds and all such additional obligations, and accordingly the pledges and appropriations of Net Revenues to the payment of the Bonds pursuant to this Resolution are hereby made on a parity with any and all such prior pledges of Net Revenues. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except for an available and reasonable "temporary period" until such proceeds are needed for the purpose for which the Bonds were issued, and for any available "minor portion." To this effect, any proceeds of the Bonds and any sums from time to time held in the Refunding Account and Debt Service Account (or any other City account which will be used to pay principal and interest to become due on the Bonds) in excess of amounts which under then-applicable federal arbitrage regulations may be invested without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by the 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 shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be "federally guaranteed" within the meaning of Section l49(b) of the Internal Revenue Code of 1986, as amended, and regulations, rulings and decisions thereunder (the "Code"). 17. 105% Debt Service Coverage. It is hereby determined that the estimated collections of the revenues dedicated to the Debt Service Account pursuant to paragraph l6(ii) of this Resolution would produce at least 5% in excess of the amount needed to meet, when due, the principal of and interest on the Bonds. The City shall file a certified copy of this Resolution with 1448297vl 18 .. . the Director of Property Taxation of Ramsey County and obtain the certificate of said office required by Minnesota Statutes, Section 475.63. 18. General Obligation Pledge. The full faith and credit and taxing powers of the City are hereby pledged to the payment of the principal of and interest on the Bonds, and in the event of any current or anticipated deficiency of funds in the Debt Service Account of amounts needed to make any such payment, when due, the Council shall levy ad valorem taxes on all taxable property in the City in the amount of such deficiency. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 19. Prior Bonds: Security. Until retirement and full payment of the Prior Bonds, all provisions heretofore made for the security thereof shall be observed by the City; provided, however, that the Council hereby finds and determines that the proceeds ofthe sale ofthe Bonds to be used to refund the Refunded Bonds, together with other funds available and appropriated to the Refunding Account for said purpose, will be sufficient, together with the earnings on the investment of such funds in the Refunding Account, to pay all principal of and interest on the Refunded Bonds. . 20. Redemption of Refunded Bonds. The Prior Bonds which mature in 2004 and thereafter shall be redeemed and prepaid on the Refunding Date described in paragraph 4 above, and the paying agent/registrar for the Prior Bonds is hereby authorized and directed to cause notice of said redemption to be given to the owners of the Prior Bonds in the manner required by law and by the terms of the Prior Bonds. 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 ofthe 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 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 the City as to the facts recited therein. . 22. Negative Covenant as to Use of Proceeds and Improvements. The City hereby covenants not to use the Improvements or to cause or permit the Improvements to be used, or to enter into any deferred payment arrangements for the cost of the Improvements, in such a manner as (or to take any action or permit any other circumstance to exist or any action to be taken, the effect to which would be) to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. In particular, but without limitation, the City covenants to forebear the implementation, effectuation or enforcement of any and all contracts or other agreements respecting the Improvements or any property benefitted thereby or assessed with respect thereto, which it may now or in the future have with developers, contractors, owners, lessees, managers, or any other person or parties to the extent that such implementation, effectuation or enforcement would (individually or in the aggregate) cause the 1448297vl 19 . Bonds to become such "private activity bonds," and to said limited extent the City would and hereby does (solely for the benefit of the owners of the Bonds) disavow any and all such provisions, entitlements and enforcements which would or could become so offending. Without limitation of the foregoing, the City shall not enter into any lease, use agreement, management or operation contract or other agreement respecting the Improvements or any portion thereof which would adversely affect the exemption from federal income tax of the interest on the Bonds, taking into account and observing the requirements of Revenue Procedure 97 -13 of the Internal Revenue Service and any similar or other applicable revenue procedures or guidelines relating to leases, management contracts and service contracts involving facilities financed with tax-exempt obligations. . 23. Tax-Exempt Status of the Bonds: Rebate. The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstanding at one time in this calendar year) exceed the small-issuer exception amount of $5,000,000, or do not otherwise qualify for available exceptions. For purposes of qualifying for the small-issuer exception to the federal arbitrage rebate requirements, the City hereby finds, determines and declares that (1) the Bonds are issued by a governmental unit with general taxing powers, (2) no Bond is a private activity bond, (3) ninety-five percent (95%) or more of the net proceeds of the Bonds are to be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City), and (4) the aggregate face amount of all tax-exempt bonds (other than private activity bonds) issued by the City (and all entities subordinate to, or treated as one issuer with, the City) during the 2002 calendar year is not reasonably expected to exceed $5,000,000, all within the meaning of Section l48(f)( 4 )(D) of the Code. For purposes of substantiating the determination that the Bonds, being refunding bonds, are eligible for exception from rebate pursuant to the above, in particular because they meet the applicable requirements set out in Section 148(f)(4)(D)(v) ofthe Code, the City hereby represents and determines that (1) the Prior Bonds were issued in 1993 by the City, which was at that time and is now a governmental unit with general taxing powers; (2) the Prior Bonds were not private activity bonds under Sections 103 and 141 through 150 of the Code, and the City qualified the Bonds within the "small-issuer" exception of Section l48(f)(4)(D) of the Code; (3) 95% or more of the net proceeds of the Prior Bonds were used for local governmental activities of the City; (4) the City, together with all issuers subordinate to or treated as one issuer with the City, did not issue in excess of $5,000,000 of bonds (other than private activity bonds) during calendar year 1993 (5) the average maturity date of the Bonds is not later than the average maturity date of the Refunded Bonds; and (6) none of the Bonds has a maturity date which is later than 30 years after the date on which the Prior Bonds were issued. . 24. Desi2:nation of Oualified Tax-Exempt Obligations. The City hereby designates the Bonds (and may also treat $1,910,000 of the principal amount of the Bonds as "deemed 1448297vl 20 ,- ., ," - designated" under Section 265(b)(3)(D)(ii) ofthe Code) as "qualified tax-exempt obligations" within the meaning of Section 265(b )(3) of the Code and further represents that: (a) the reasonably anticipated amount oftax-exempt obligations (other than private activity bonds, treating qualified 501 (c )(3) bonds as not being private activity bonds) which will be issued by the City (and all entities subordinate to, or treated as one issuer with, the City) during calendar year 2002 will not exceed $10,000,000; and (b) not more than $10,000,000 of obligations issued or to be issued by the City during calendar year 2002 have been designated for purposes of Section 265(b)(3) of the Code. ;. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. The City may treat $1,910,000 of the principal amount ofthe Bonds as "deemed designated" pursuant to the provisions of Section 265(b)(3)(D)(ii) of the Code by virtue of the facts (l) that the Prior Bonds were designated by the City as qualified tax-exempt obligations pursuant to Section 265(b)(3) ofthe Code; (2) that the $1,910,000 "deemed designated" amount of the Bonds, being current refunding obligations, are not taken into account for purposes of the 2002 $10,000,000 limit, (3) the average maturity of the Bonds is less than the average maturity of the Refunded Bonds (and of the obligations which the Refunded Bonds refunded); and (4) that no Bond has a maturity date which is more than 30 years after the date that the original qualified . tax-exempt obligations (being the obligations which the Prior Bonds refunded) were issued. 25. Defeasance. When any obligation of a Bond has been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this Resolution to the registered owner of that Bond (with respect to the obligation thereof so defeased) shall, to the extent permitted by law, cease. The City may at any time discharge any or all of such obligation(s) with respect to any Bond, subject to the provisions of law now or hereafter authorizing or regulating such action, by depositing irrevocably in escrow, with a suitable institution qualified by law as an escrow agent for this purpose, cash or securities which are backed by the full faith and credit of the United States of America, bearing interest payable at such times and at such rates and maturing on such dates and in such amounts as shall be required and sufficient, subject to sale and/or reinvestment in like securities, to pay said obligation(s), which may include any interest payment on such Bond and/or principal amount due thereon at a stated maturity (or if irrevocable provision shall have been made for permitted prior redemption of such principal amount, at such earlier redemption date). . 26. Continuing Disclosure Undertaking. With respect to the continuing disclosure requirements under Rule l5c2-l2(b)(5) (the "Rule") of the Securities and Exchange Commission, on the date of actual issuance and delivery of the Bonds, the City will execute and deliver a Continuing Disclosure Undertaking (the "Undertaking") whereunder the City will covenant to provide, or cause to be provided, certain financial information, including audited financial statements of the City, and notices of certain material events, as specified in the Undertaking. The proposed form of the Undertaking which has been submitted to the City for the Council's consideration is hereby approved, and the officers of the City are hereby authorized 1448297vl 21 .' - . . to execute and deliver that Undertaking in the proposed form or in such final form thereof ret1ecting such modifications thereof as are consistent with the Rule, requested by the original purchaser of the Bonds and acceptable to the City officials who shall execute the Undertaking (which consent shall be conclusively evidenced by their execution and delivery thereof). The Undertaking, as so executed and delivered by the City, shall be as much a part of this Resolution as if set forth in full herein and shall be for the benefit of the owners from time to time of the Bonds 27. Severability. If any section, paragraph or provision of this Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such sect ion, paragraph or provision shall not affect any of the remaining provisions of this Resolution. 28. Headings. Headings in this Resolution are included for convenience of reference only and shall not limit or define the meaning of any provision hereof. Adopted this ih day of October 2002. =+:2 9~ Mayor --~ ~! j .~ 'c::::i ) - J. i\ c,JrlJ.-/I ~UkU-.. City Clerk-Administrator 1448297vl 22 . . City Clerk-Administrator's Ccrtificate I, the undersigned, being the duly qualified and acting City Clerk-Administrator of the City of Mounds View, Milmesota, DO HEREBY CERTIFY that I have carefully compared thc attachcd and forcgoing City Council resolution with the original thereof on file in my officc, and that the same is a full, true and complete copy thereof, duly adopted at a Council meeting which was duly callcd and held on the date therein indicated, relating to awarding the sale of the City's General Obligation Water Revcnue Refunding Bonds, Serics 2002A. Councilmembcr Quick introduced the foregoing resolution and movcd its adoption. The motion for adoption of the forcgoing resolution was duly seconded by Mayor Sonterre and upon a vote being taken thcrcon, the following Councilmembers votcd in favor thercof: .' SontcITc, Marty, Quick, and Stigney and thc following voted against the same: None Councilmember Thomas was absent. Whercupon said resolution was dcclared duly passed and adopted. WITNESS my hand as such City Clerk-Administrator and the official seal of the City this 11 day of October, 2002. "(~~ City Clerk-Administrator (SEAL) .