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HomeMy WebLinkAboutContract 2030", Five Srar Sernice Guaranmed ~* Corporate "Trust ~r~aic~~ EP-Mid-WS3C 6Q Livingston avenue St. Paul, ~(~ 55107-2292 August 31, 2007 William Elrite, Finance Director City of Columbia Heights 590 40"' Avenue Northeast Columbia Heights, MN 55421 Re: Columbia Heights Economic Development Authority, Minnesota Public Facility Lease Revenue Bonds, Series 2007B (Municipal Liquor Store Project) Dear Mr. Elrite: U.S. Bank National Association is pleased to be given the opportunity to act as Tnistee and Paying Agent on the above-described bond issue. I will be the account manager assigned to this account. I have enclosed a copy of our trustee fee schedule and my business card for future reference. OCC regulations require us to have an executed Investment Authorization Fonn on file for each trust account. The investment form directs us to invest trust funds in First American Funds Treasury Obligations Fund (Class D). This is an automatic sweep vehicle, which will keep your funds continuously invested. IRS regulations require us to have an executed W-9 on file for each mist account. Please complete the address and identification number sections, sign and date to complete. Please send the executed forms to my attention in the enclosed envelope at your earliest possible convenience, but no later than September 19, 2007. Thank you in advance for your cooperation, it is much appreciated. I look forward to working with you on this bond financing. Sincerely, ~ ~~ s Jay Paulson Vice President 651.495.3914 2030 118144000 ~bank~ Five Star Servicr Guarazrceed C~ :~ Schedule of Fees for Services as Trustee, Registrar and Paying Agent For Economic Development Authority of The City of Columbia Heights, Minnesota Public Facility Lease Revenue Bonds Series 20078 {Municipal Liquor Stare Project) Administrative Fees Billed Annually 01010 Acceptance Fee $2,000.00 The acceptance fee includes the administrative review of documents, initial set-up of the account, and other reasonably required services up to and including the closing. This is a one-time fee, payable at closing. 04200 Trustee $2,000.00 Annual account administration fee covers the routine duties of trustee, registrar and paying agent associated with the administration of the account. Administration fees are payable in advance. Direct Ottt of Pocket Expenses Reimbursement of expenses associated with the performance of our duties, including At Cost but not limited to publications, legal counsel after the initial close, travel expenses and filing fees. Extrtrordt'tun~y~ Services Extraordinary services are duties or responsibilities of an unusual nature, including termination, but not provided for in the governing documents or otherwise set forth in this schedule. A reasonable charge will be assessed based on the nature of the service and the responsibility involved. At our option, these charges will be billed at a flat fee or at our hourly rate then in effect. Account approval is subject to review and qualification. Fees are subject to change at our discretion and upon written notice. Fees paid in advance will not be prorated. The fees set forth above and any subsequent modifications thereof are part of your agreement. Finalization of the transaction constitutes agreement to the above fee schedule, including agreement to any subsequent changes upon proper written notice. In the event your transaction is not finalized, any related out-of-pocket expenses will be billed to you directly. Absent your written instructions to sweep or otherwise invest, all sums in your account will remain uninvested and no accrued interest or other compensation will be credited to the account. Payment of fees constitutes acceptance of the terms and conditions set forth. IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT: To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account. For anon-individual person such as a business entity, a charity, a Trust or other legal entity we will ask for documentation to verify its formation and existence as a legal entity. We may also ask to see financial statements, licenses, identification and authorization documents from individuals claiming authority to represent the entity or other relevant documentation. Dated: August 31, 2007 Muni v5.01 8/31/2007 1:33 PM ARTICLE XI Administrative Provisions Section 11.1. Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or deposited in the United States mail in certified or registered form with postage fully prepaid: If to the City: City of Columbia Heights 590 40°i Avenue Northeast Columbia Heights, Minnesota 55421-3878 Attention: City Manager If to the Authority: Columbia Heights Economic Development Authority 590 40`h Avenue Northeast Columbia Heights, Minnesota 55421-3878 Attention: Executive Director If to the Trustee: U.S. Bank National Association EP-MN-WS3C 60 Livingston Avenue St. Paul, Minnesota 55107 Attention: Corporate Trust Services The above-named persons, by notice given hereunder, may designate different addresses to which subsequent notices, certificates or other communications will be sent. Section 11.2. Binding Effect. This Lease shall inure to the benefit of and shall be binding upon the Autliolity and the City and their respective successors and assigns. Section 11.3. Severability. In the event any provision of this Lease shall be held invalid or unenforceable by any court or competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. Section 11.4. Amendments, Changes and Modifications. This Lease may be amended or any of its terns modified only by written amendment authorized and executed by the City and the Authority; provided that no such amendment shall be effective without the consent of the Trustee or any other person or entity to whom the rights of the Authority to receive Lease Payments due hereunder has been assigned. Section 11.5. Further Assurances and Corrective Instruments. The Authority and the City agree that they will, if necessary, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may Errors Unknown document property name. 29 113 ® i Five Star Service Guar.3ntecd ~ **'°~ Ccsr~strr~te Traast Servio~s EP-MN-WS3C 60 Livingston Avenue St. Peul, MN 5107-2292 August 31, 2007 William Elrite, Finance Director Columbia Heights EDA 590 40th Avenue Northeast Columbia Heights, MN 55421 Re: Columbia Heights Economic Development Authority Public Facility Lease Revenue Bonds (Muncipal Liquor Store Project), Series 20078 Dear Mr. Elrite: As Trustee for the above-referenced bond financing, U.S. Bank Corporate Trust Services wants to ensure that that we maintain a current list of those individuals and officers of the City of Columbia Heights who are authorized to direct the Trustee in matters regarding the Columbia Heights Economic Development Authority Public Facility Lease Revenue Bonds (Muncipal Liquor Store Project), Series 20076. Enclosed is a Certificate Designating Authorized Officer of the City to be completed and returned to this office at your earliest convenience. Anyone who is authorized to request Project Fund disbursements, direct investments, request the release of audit information to your accountants, sign amended bond documents, and otherwise give direction to the Trustee must be included in this list of authorized representatives. Thank you for taking the time to complete this Certificate. Please feel free to contact me at (651) 495-3914 if you have questions about this request. Enclosure AUTOMATIC MONEY MARKET INVESTMENTS INVESTMENT AUTHORIZATION LETTER In the absence of specific written direction to the contrary, U.S. Bank National Association (or U.S. Bank) is hereby directed to invest and reinvest proceeds and other available moneys in the following funds as permitted by the operative documents. Please mark one space with an X for the investment vehicle selection, and sign below. a. First American Prime Obligations Fund (Class D) b. X First American Treasury Obligations Fund (Class D) c. First American Government Obligations Fund (Class D) d. First American Tax Free Obligations Fund (Class D) SEE FIRST AMERICAN FUNDS, INC. PROSPECTUS WHICH HAS BEEN PROVIDED. NOTE THAT THE ABOVE FUNDS' INVESTMENT ADVISOR AND CUSTODIAN ARE SUBSIDIARIES OF U.S. BANCORP. SHARES OF THE ABOVE FUNDS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED BY, ANY BANK INCLUDING U.S. BANK NATIONAL ASSOCIATION OR ANY OF THEIR AFFILIATES, NOR ARE THEY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY. AN INVESTMENT 1N THE FUNDS INVOLVES INVESTMENT RISK, INCLUDING POSSIBLE LOSS OF PRINCIPAL. Neither U.S. Bank National Association nor U.S. Bank will vote proxies for the First American Funds. Proxies will be mailed to you for voting. Fee Basis: Approval of investment of any of these First American mutual funds includes approval of the fund's fees and expenses as detailed in the enclosed prospectus, including advisory and custodial fees and shareholder service expenses (which may be so-called 12b-1 shareholder service fees), which fees and expenses are paid to U.S. Bank National Association or U.S. Bank, subsidiaries of U.S. Bancorp. City of Columbia Heights, Minnesota ~ ~'' ~ -~;r' ~,~,.~;9 Sitmature of A t orized Directing Party 118144000 City Manager Trust Account Number -includes Title existing and future sub-accounts unless otherwise designated. , Date Form ~'9 Request for Taxpayer Give form to the (Rev. November 2005} Identification Number and Certification requester. Do not Department of the Treasury send to the IRS. fntemal Revenue Service N Name (as shown on your income tax return) m rn n. Business name, if d'rfferent from above o City of Columbia Hei hts g d W o Individual/ ^ Corporation ^ Partnership ® Other - (,py{,~ni~.7i~- ^ Exempt from backup ^ Check appropriate box: Sole proprietor withholding r y Address (number, street, and apt. or suite no.) Requester's name and address (optional) a ~ 590 40th Avenue NE != City, state, and ZIP code ~ Columbia Heights, MN 55421 m ( List account number(s) here (optionan m rer Identification Number ~ Enter your TIN in the appropriate box. The TIN provided must match the name given on Line 1 to avoid backup withholding. For individuals, this is your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entities, it is your employer identification number (EIN). If you do not have a number, see Now to get a TIN on page 3. Note. If the account is in more than one name, see the chart on page 4 for guidelines on whose number to enter. Certification Social security number or Employer identification number 4 0 Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the fntemal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or {c) the IRS has notified me that I am no longer subject to backup withholding, and 3. I am a U.S. person (including a U.S. resident alien). Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the Certification, but you must provide your correct TIN. (See the instructions on page 4.) Sign Signature of ~ / ~D Here U.S. person - _~~ `~~'V/i Date - ( 1 Purpose of Form A person who is required to file an information return with the IRS, must obtain your correct taxpayer identification number (TIN) to report, for example, income paid to you, real estate transactions, mortgage interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA. U.S. person. Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN to the person requesting it (the requester) and, when applicable, to: 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. In 3 above, if applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income. Note. If a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form if it is substantially similar to this Form W-g. For federal tax purposes, you are considered a person if you • An individual who is a citizen or resident of the United States, • A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, or • Any estate (other than a foreign estate) or trust. See Regulations sections 301.7701-6(a) and 7(a) for additional information. Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax on any foreign partners' share of income from such business. Further, in certain cases where a Form W-9 has not been received, a partnership is required to presume that a partner is a foreign person, and pay the withholding tax. Therefore, if you are a U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid withholding on your share of partnership income. The person who gives Form W-9 to the partnership for purposes of establishing its U.S. status and avoiding withholding on its allocable share of net income from the partnership conducting a trade or business in the United States is in the following cases: • The U.S. owner of a disregarded entity and not the entity, are: Cat. No. 10231X Form W-9 (Rev. 11-2005) CERTIFICATE DESIGNATING AUTHORIZED OFFICER OF THE CITY We, the undersigned, being duly qualified, authorized and acting representatives of the City of Columbia Heights, Minnesota (the "City"), hereby designate Walter R. Fehst, City Manager , as Authorized Officer of the City and William Elrite Finance Director as alternate Authorized Officer of the City, each of whose signature appears below and authorizes either of them to take all actions and do all things as Authorized Officer of the City Representative required or permitted under the terms of the Lease-Puxchase Agreement and the Mortgage and Security Agreement and Trust Indenture for the Columbia Heights Economic Development Authority Public Facility Lease Revenue Bonds, Series 200'7B (Municipal Liquor Store Project). ~' '/ ,~` , SPECIMEN SIGNATURE: ~ i -: ~.'v r Authorized Officer of the City SPECIlVIEN SIGNATURE: Authorized Officer of the City Given this ,~`~~~~ day of September, 2007 CITY OF COLUMBIA HEIGHTS, MINNESOTA f~, ~, ~~. r ~~,~,._,..µ - ,i :May ary L. eterson