HomeMy WebLinkAboutCity Council Resolution 2473.12 RESOLUTION NO2473.12
RESOLUTION APPROVING AGREEMENT WITH
BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION
VILLAGE PARKING DISTRICT NO. 3
The City Council of the City of Saratoga resolves:
As a part of the proceedings for improvements in Village
Parking District No. 3, this Council approves that certain agreement
between the City of Saratoga and Bank of America National Trust and
Savings Association for services as Paying Agent, Transfer Agent and
Registrar, datedSeptember21 , 1988, and attached to this
resolution.
The Mayor is authorized to sign the agreement and the City
Clerk is authorized to attest its execution.
· · ·
The above and foregoing resolution was passed and adopted
at a regular meeting of the Saratoga City Council held on the 21st
day of September, 1988, by the following vote:
AYES: Councilmembers Clevenger, Moyles, Peterson, StutzmanandMayorAnderson
NOES: None
ABSENT: None
Mayor
ATTEST:
.... ~puty ~ City~lerk
FEE SCHEDULE
Acceptance Fee: $ 500.00
Annual Administration Fee $ 500.00
Registrar Maintenance and Servicing Fee $ 500.00
(Excess of 100 bondholder accounts - per
bondholder account, in addition to the minimum) $ 5.00
Certificate Issuance - per bond $ 2.00
Payment of Principal - per Bond Matured/Redeemed $ 3.00
Additional Services (if applicable) $ *
( , please see Additional Services in Agreement)
FEE AGREEMENT
THIS AGREEMENT, made and entered into this 21st day of SePtember
1988, between the CITY OF SARATOGA, hereina~F~'~ called "CITY" and BANK
OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION, a national banking
association, hereinafter called "BANK".
WITNESSETH:
WHEREAS, CITY has authorized and may from time to time issue Notes
and authorize and issue additional bonds and wishes BANK to act as Agent
to register, transfer ownership and pay principal and interest on said
bonds.
CITY may from time to time include other bond issues under the
terms of this Agreement.
BANK, as a Registrar, Transfer Agent and Paying Agent wishes to
register, transfer ownership and pay said bonds and additional bonds and
interest thereon.
1.CITY hereby appoints BANK its Agent to register, transfer
ownership and pay bonds and interest thereon.
2.CITY will, on or before the date bonds and interest is to be
paid, deposit the full amount due in immediately available funds with the
Corporate Trust Division of BANK in San Francisco; otherwise BANK will
not be required to make any disbursement.
3.CITY will deliver or cause to be delivered to the BANK, at
least six (6) days prior to the original issue date of the bonds the
following documents:
- Original issuance instructions from Underwriters
- Supply of bond certificate(s)
- Specimen bond certificate(s)
- Certified bond resolution(s)
- Note legal opinion(s)
- Debt service schedules
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4. CITY will pay to BANK fees as set forth below:
INITIAL ACCEPTANCE FEE: (per issue) $ 500.00
Set up original issue by separate maturities and
rates and prepare bonds for delivery for closing.
(Standard document review fees are included in
the Initial Acceptance Fee)
ANNUAL ADMINISTRATION FEE: (billed semiannually)
For each issue: $ 500.00
REGISTRAR MAINTENANCE AND SERVICING FEE:
{billed semiannually)
Annual minimum (per issue) $ 500.00
This fee includes the Annual Maintenance of and
servicing of 100 bondholder accounts or any
portion thereof; postings; semiannual interest
disbursement; stop payment and replacement of
lost or missing interest checks; correspondence
and research required, documentary transfers;
replacement of lost or stolen bonds; and one
bondholder list.
Excess of 100 bondholder accounts $ 5.00
Per bondholder account, in addition to the minimum
Issuance, Registration or Transfer (each Bond) $ 2.00
Payment of bond on maturity or call (each bond) $ 3.00
OUT-OF-POCKET EXPENSES:
Fees do not include out-of-pocket expenses such as, but not limited to,
counsel fees, postage, insurance, wires, stationery, costs of printing
forms or letters, publication of notices of redemption, expenses of BANK
personnel traveling to attend closings or meetings, etc. These
out-of-pocket expenses will be charged at the actual cost incurred.
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ADDITIONAL SERVICES:
The above schedule of fees is for the ordinary services in connection with
the items mentioned, and should BANK be called upon to render any
additional services in connection with the items mentioned or any services
not set forth in the above schedule, or services during default, a
reasonable charge, depending upon the services rendered, will be made.
The above fees are quoted on the basis that float accrues to the benefit of
the BANK. Any change in this understanding may result in adjustments to
the proposal.
5. The foregoing schedule is subject to change upon providing at
least ninety (90) days advance written notice.
6. BANK will submit its statement for fees and expenses due BANK,
and CITY will pay said statement in accordance with Paragraph 5 of this
Agreement. Statements for fees and expenses unpaid after 30 days are
subject to a handling charge of 2% per month.
7. All notices, documents and other correspondence will be mailed or
delivered to BANK at Bank of America, Corporate Trust Administration, 201
Mission Street, 15th Floor, San Francisco, CA 94105 and to CITY at
or to such other address as eit~'r party shall from time to time indicate
in writing to the other.
8. CITY upon ninety (90) days written notice to BANK, may
terminate this Agreement.
9. BANK upon ninety (90) days written notice to CITY, may
terminate this Agreement.
The terms and conditions of this Agreement are intended for
the mutual benefit of CITY and BANK exclusively, and are not
intended to give any third party any right or claim, contractual
or otherwise, hereunder.
This Agreement is made under the condition that this issue
and any subsequent issues will be handled as book entry items. If
at any time the conditions change, then this Agreement will be
renegotiated for rendering such services.
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IN WITNESS WHEREOF, the parties have caused these presents to be duly
executed, the day and year first above written.
CITY OF SARATOGA
By
Title
By
Title
BANK OF AMERI( TRUST
AND
By
Title ,dent
By
Title Vice President