HomeMy WebLinkAboutCity of Tamarac Resolution R-92-032Temp. Reso. # 6242
CITY OF TAMARAC, FLORIDA
RESOLUTION NO. R--92- �a-
A RESOLUTION AUTHORIZING THE
APPROPRIATE CITY OFFICIALS TO
EXECUTE AN AGREEMENT WITH FLORIDA
MUNICIPAL ADVISORS, INC., PERTAINING
TO FINANCIAL ADVISORY SERVICES FOR
THE REFINANCING OF OUTSTANDING CITY
BONDS; AND PROVIDING AN EFFECTIVE
DATE.
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF TAMARAC,
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SECTION 1 : That the appropriate City officials are
hereby authorized to execute an Agreement with Florida
Municipal Advisors, Inc., pertaining to financial advisory
services for the refinancing of outstanding City Bonds in an
amount of $.75 (cents) per $1,000.00 of Bonds refinanced and
a maximum expense reimbursement: of $500.00 per bond issued.
All fees to be contingent upon the issuance of bonds, a copy
of said agreement being attached hereto as "Exhibit 1".
SECTION 2 This resolution shall become effective
immediately upon adoption.,
PASSED, ADOPTED AND APPROVED this Wday of1992.
ATTEST:
CAROL A. EVANS
CITY CLERK
I HEREBY CERTIFY that I have
approved this Resolution as
to form.
M HELL K AFT
CITY ATTORNEY
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U: •.
RECORD OF COUNCIL VOTE
MAYOR A BRAS ow[TZ
DISTRICT 1: CA-1 KATZ
DISTRICT 2:-/I?�a-,',Q;H_UU —AUN
DISTRICT 3: G/W G3 ASSER
DISTRICT 4: V/ba BENDER
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AGREEMENT FOR FINANCIAL ADVISORY SERVICES
THIS AGREEMENT made and entered into this 12th day of March,
1992, by and between the CITY OF TAMARAC, FLORIDA, hereinafter
referred to as the "City" and FLORIDA MUNICIPAL ADVISORS, INC.,
hereinafter referred to as the "Financial Advisor";
W I T N E S S E T H:
That in consideration of the mutual promises and agreements
herein contained, the parties hereto do hereby contract for the
services of the Financial Advisor in the following respects:
1. To be available at all times, upon reasonable request,
to meet with the City, its staff personnel and other consultants
in order to carry out the purposes and intent of this Agreement.
2. The Financial Advisor will review the feasibility of
refunding any outstanding City bond issues.
3. The Financial Advisor will assist Bond Counsel and the
City Attorney in the preparation of all of the financing documents.
4. The Financial Advisor will be available to testify as an
expert witness at any bond validation or other legal proceedings.
5. The Financial Advisor will review the Preliminary and
Final Official Statement.
6. The Financial Advisor will prepare all written material
deemed necessary to make a presentation to the bond rating agencies
and will coordinate the efforts of the City's staff and other
consultants in making any such presentation.
7. The Financial Advisor will advise the City as to the cost
effectiveness of obtaining bond insurance on any proposed
financing, and if deemed cost effective to assist in making
application for such insurance.
8. The Financial Advisor will advise the City as to whether
any such financing should be accomplished by means of a negotiated
or competitive sale.
9. In the event the financing is to be accomplished by means
of a negotiated sale, the Financial Advisor will perform all of the
services outlined in paragraphs two (2) to seven (7) above and will
additionally assist the City in negotiating all of the terms and
conditions of any such negotiated sale.
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10. The Financial Advisor will assist the City in making all
of the arrangements required to close on any financing. (Reference
Bond Related Financial Advisory Services).
11. For the services rendered as outlined above, the
. Financial Advisor shall be compensated as follows:
(a) $0.75 per $1,000 principal amount of bonds issued.
(b) In addition to the fees described in sub -paragraph
(a) above, the Financial Advisor shall be reimbursed
for out-of-pocket expenses, not to exceed $500 per
transaction, (except for travel outside of the State
of Florida), incurred in connection with any
financing, provided however, that out-of-pocket
expenses shall not include any costs for travel
between the office of the Financial Advisor and the
offices of the City.
12. It is expressly understood that the fees and expense
reimbursement provided for under this Agreement shall be contingent
upon the completion of any financing, and if for any reason a
financing is not completed, there shall be no fee or reimbursement
for expenses owing to the Financial Advisor.
. 13. The Financial Advisor shall not, during the term of this
Agreement, transact any business with the City of Tamarac in which
the Financial Advisor has a financial interest, either direct or
indirect.
14. The Financial Advisor shall not underwrite or make a
market in any bonds heretofore or hereafter issued by the City.
15. It is expressly understood and agreed by and between the
parties hereto that the Financial Advisor is acting in the capacity
of an independent contractor and is.in no way to be considered an
employee of the City and shall not be eligible for any insurance
benefits, workmen's compensation coverage or participation in the
retirement plan, all of which are participated in by employees of
the City.
16. It is expressly understood that this Agreement is non-
• exclusive and if the City determines, in its sole discretion that
some other firm can provide greater expertise on any particular
financing, the City may select some other firm to provide the
services that the Financial Advisor would otherwise provide under
the terms of this Agreement.
17. This Agreement shall be for a term of two (2) years
beginning March 12, 1992, and after expiration of the initial two-
year term shall be automatically renewed annually thereafter unless
terminated by the City, provided, however, that this Agreement may
be terminated with a 60-day notice by either party.
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ATTEST:
By
ohn P. Ke1Yy
CITY OF TAMAR.AC
G_ By:
ty Manager
WITNESS AS TO CONSULTANT:
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FLORIDA MUNICIPAL ADVISORS, INC.
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By : \-- `
BOND RELATED
FINANCIAL ADVISORY SERVICES
1. Research and advise on aspects of tax exemption and arbitrage
in cooperation with Counsel for the City and Bond Counsel.
2. Analyze feasibility studies in cooperation with other
professionals as requested by the City.
3. Analyze financing to determine a preferable method of
strengthening marketability using insurance, letters of
credit, or surety bonds, or combination thereof, to improve
rating.
4. Review with rating agencies the plans of the City and inquire
as to concerns which they express regarding the potential
financings.
5. Assist in selection, through bidding process, of ancillary
service providers such as printers, registrar/paying agent and
trustee.
6. Review markets and proposed structure to determine most
favorable method of sale, competitive or negotiated.
7. Assist, if requested, in the selection of underwriters if a
negotiated sale is desired.
8. If sale is negotiated, review maturity schedule, call
provisions and the gross spread, including underwriters
discount and expenses.
9. If sale is competitive, advise on timing and market
conditions. Assist in preparation of Notice of Sale, establish
bidding requirements and basis of sale.
1.0. Develop interest in the proposed issue within the underwriting
and investment communities, both institutional and retail.
Participate in informational meetings to promote understanding
of the City and the bond issue.
11. Review of the Official Statement to assure its conformity with
all disclosure guidelines.
12. Organize due diligence meetings for all participants to assure
that all issues relative to the financing have been addressed.
13. If sale is competitive, supervise the distribution of the
Official Statement to potential, purchasers. Provide necessary
information to underwriters who will manage bidding
syndicates.
14. Consult with Bond Counsel to assure that all legal
requirements have been met and all documents necessary to sale
have been prepared.
15. Assure that all national and local advertising has been placed
and that legal publication requirments have been met.
16. On sale date, review all bids for accuracy and adequacy if
competitive. Evaluate bids, determine winning firm(s). If
negotiated, review offer as it relates to similar issues
currently in the market, including coupon rates and gross
spread. If requested, review senior managers book to assure
a fair distribution of bonds to co --managers.
17. Make recommendation to the City as to feasibility of proposed
sale.
18. Coordinate closing details with all parties to assure rapid
and efficient payment of funds and delivery of bonds.
19. Assist the City in investment of bond proceeds to maximize
earnings potential under current arbitrage guidelines.
20. Review updates on disclosure guideline issues to ensure City's
on -going compliance.
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