HomeMy WebLinkAboutResolution No. 2001-075 Gneral Oligation Recreational bonds 2001ARESOL
NO. W01-75
A RESOLUTION RELATING T $4, 20,000 GENERAL 013I
TAX INCREMENT,BONDS, SERIES 001A; AUTHORIZING
FIXING THE FORM AND DETAILS,.AND PROIVIDING FOR T1
AND DELIVERY THEREOFAND THE' SECURITY TIE]
Issuer: City of Edina, Minnesota
Governing Body: City Council
Kind, date, time and place of meeting: A regular ineeting held Tuesday,
October 16, 2001 at 7:00 o'clock p.m., at th City Hall, Edina, Min
Members present: Hovland, Masica and Ma:
Members absent: Housh and Kelly
Documents Attached:
Minutes of said meeting (including):
I, the undersigx ed, being the
public corporation issuing the bonds referr
documents attached hereto, as described abc
records of said corporation in my legal cus
said documents are a correct and comple
governing body of said corporation, and c
other actions taken and of all documents aF
far as they relate to said bonds; and that sail
the time and place and was attended throug
call and notice of such meeting given as requ
WITNESS my hand officiall
October 2001.
It was reported ,that 3 s
and place designated in the 1 erms of P
meeting held on October 16, ,2001, and
Issuer's financial advisor on behalf of the
Name of Bidder Bid fc
(see attached bid tabulation)
Member James Hovland then
adoption:
RESOLUTION RELA'
RECREATIONAL FA
ATIONGty Of Edina
IE SALE,
IN
aly qualified and acting1 req' ding officer of the
to in the title of this certific ate, certify that the
have been carefully comlpar d with the original
ly, from which they have be n transcribed; that
transcript of the minutes of a meeting of the
red and complete copies of all resolutions and
ov d by the governing l od� at said meeting, so
ne ting Was duly held by thE governing body at
,ut by the members indigated above, pursuant to
-d by law;
as such recording officer t4is 16th day of
Debra
City Cl rk
for the bonds had been I eceived at the time
pproved by resolution of the Council at the
. in the Official Stat mecirculated by the
he bias received wereas''fRows:
11 Interest Rat I et Interest Cost
uced Ithe following r�sol>l jtion and moved its
$4,620,000 GENERAL OBI IGATION
ONDS, SERIES 201 AWARDING
City Hall i j (952) 927-8861
4801 WEST 50TH STREET FAX (952) 826-0390
EDINA, MINNESOTA 55424-1394 TDD (952) 826-0379
THE SALE, FIXING THE
THE EXECUTION THE
BE IT RESOLVED by
(the "Issuer'), as folio s:
Section 1. Authorization and Sale.
1.01. Authorization and is
outstanding its General Obligation Recre tior
initially dated as of November 1, 1992 (th "I
adopted on September 19, 2001, author' ed
Recreational Facility Bonds, ries 2001A ( e "
Laws 1961, Chapter 655 (the "Act"), and M' es
refund on January 1, 2002 the Prior Bonds ma
aggregate $3,035,000 in principal amount (the "R,
to the municipal golf and swimming facilities
primarily out of the net reve ues (the "Net Revi
courses, ice arena, swimming pool and liquor sl
out of all or a portion of the Net Revenues th Pr
Facility Bonds, Series 1992A of the Issuer, ' 'tia:
Bonds') and the General Obligation Refunding E
as of May 1, 1999 (the "1999 Bonds").
1.02. Fmcim s'. It is hereb fo
Revenues in the fiscal year en ed December 31,
the maximum amount of prim ipal and interest 1
Bonds,. the Prior Bonds, the 1992A Bonds ani
redemption of the Refunded Bonds from the proi
on the Bonds from proceeds of the Bonds uni
determined that the estimate Net Revenues v
pledged to the payment thereof, to pay the priv
Bonds, the 1992A Bonds and the 1999 Bonds he:
1.03. Sale of Bonds. The I suE
independent financial advisors in connection it]
Statutes, Section 475.60, subdivision 2, parag apl
apply to the issuance of the Bonds. Bids ha e t
Proposal approved by the resolution ad pte
authorizing the sale of the Bonds, and the Co
presented in conformity with the Terms ol Pr
ascertained to be that of Dain Rauscher Inc. of
purchase the Bonds at a price of $4,592,121.2 p]
delivery and payment, on the further terms and c
1.04 Award of onds. The sale of
and the Mayor and Manager I are hereby a o:
execute a contract for the sale of the Bonds in ac
faith deposit of the Purchaser shall be retained ar
been delivered and shall be deducted from the
faith checks of other bidders shall be returned to 1
1.05. Issuance of Bonds. The I sup
by the covenants and agreements hereinafter set 1
required by the Constitution and laws of the Stai
and to be performed precedent to and in the vs
D DETAILS, PROM
THE SECURI'T'Y I
euncil of the City
Bonds. The I
-ior Bonds").
This (
the sale
of $4,620,1
ponds) of the Issuer
to Sta
tes, Chapter
xring
in the years 21
Eunde
I Bonds") and
of the
Issuer. The
hues"
to be derived
,res ol
the Issuer. TI
:)r Bo
ds, the Genera:
y dat d as of Noven
rods,
ries 1999B of
beco
ne due in any �utu
the
999 Bonds as!, adj
-eds
the Bonds and the
app 'ed to refund the
U be
ufficient, toge er
:ipal
f and interest on d
due.
has
retained Ehler$ &
the sale of the Bondsl Puy
(9), the
requirements as i
en received in accordant
by
s Counciln c I.
acil
s publicly cotidji
posal.
The most falvora
4inne polis, Minnes�ta (
s act
ed interest o all
nditio
ns hereinafter set fc
he Bo
ds is hereby a ar
zed and
directed on be�
)rdane with the terms o
depc
sited by the Issuer i
urchz
se price paid at se
em fc
rthwith.
is au
orized by the I Act
rth.
ll acts, con . ns a
of M esota to be one
id iss
ace of the Bond
FOR
Edina, Minnesota
ner has presently
ids, Series 1992C,
il, by a resolution
;eneral Obligation
uant to Minnesota
. order to currently
rough 2009 which
.nce improvements
> shall be payable
the municipal golf
currently payable
ration Recreational
1992 (the "1992A
uer, initially dated
red that the Net
1 amount exceeds
fiscal year on the
ed to reflect the
tyment of interest
or Bonds. It is
ith other sources
Bonds, the Prior
,ssociates, Inc., as
uant to Minnesota
public sale do not
with the Terms of
Member 19, 2001
ed all sealed bids
le of such bids is
.e "Purchaser"), to
ends to the day of
!d to the Purchaser
elf of the Issuer to
the bid. The good
ltil the Bonds have
Lement. The good
o secure the Bonds
d things which are
to exist, to happen
having been done,
existing, having happened and having been
establish the form and terms of the Bonds, t
forthwith.
Section 2. Form of Bonds
following form:
UNITED STATES OF
STATE O MI N
COUNTY OF HED
CITY OF DT_
GENERAL OBLIGATION R CR A
Interest Rate Matu
% January 1, I N
REGISTERED OWNER: CEDE & CO.
THE CITY OF EDINA, en
acknowledges itself to be indebted and, forvE
registered owner named above, or registere ass
the maturity date specified above, with interest f
above, or from the most recent interest pay en
provided for, at the annual rate specified a ove
July 1 in each year, commencing July 1, 2 02,
registered at the close of business on the 5th
immediately preceding month, all subject to e I
redemption of the principal of this Bond efo
presentation and surrender hereof at the office o
Registrar, Transfer Agent and Paying Agent the
under the Resolution described herein, the p inc:
United States of America by check or draft f th
the Finance Director as Bond Registrar has bee
herein.
This Bond iso a of an issue' the
"Bonds") all of like date and tenor except as t se
and maturity date, issued pur want to a reso utic
2001 (the "Resolution'), for e purpose of fine
an
swimming facilities and to re"d certain of the
previously issued to finance improvements o t
pursuant to and in full conformity with the rov
of Minnesota thereunto enabling, including iru
Statutes, Chapter 475. This Bond is payable ri.rr
ice arena, swimming pool and liquor stores f tl
by the Resolution, but the Issuer is required t
interest thereon out of any funds of the Issuer
Bonds are issuable only as fully registered one
thereof, of single maturities.
Bonds maturing in the years 00°
stated maturity dates without option of priorpai
it is now
shall be
0
T
ri
I NAL FACILITY
.A
Date of
i alIssue
WE.Imber 1, 2001
epin County, My
ue received, hereby
ms, the principal an
ereon from the date
datewhich intere
Inteo st hereon is r
to tht person in
lay (
hether or not a 1
ovisi
ns referred to herd
mat
urity. The in�ereg
the Finance
Directory in
'Bond
Registrar'), orj its
,al hereof, are payable in
Issuer
or the Bond kegii
desi-mated
under t1he l
principal
interest
by the C:
to
outstanding
issuer s recreation
ons of the Constitu o
>ota Laws 1961, Chap
ily f om the net reven
Issuer pledged to the
law to pay maturinj
net revenues are irjsi
in denominations of
2008 are
'Bonds I
for the Council to
to issue the Bonds
substantially the
CTTSTP
DOLLARS
.a (the "Issuer"),
uses to pay to the
specified above, on
;final issue specified
; been paid or duly
e on January 1 and
name this Bond is
xsiness day) of the
i with respect to the
hereon and, upon
dina, Minnesota, as
iccessor designated
awful money of the
rar if a successor to
solution described
it of $4,620,000 (the
demption privilege
ncil on October 16,
e Issuers golf and
it obligation bonds
lilies and is issued
id laws of the State
i55, and Minnesota
of the golf courses,
,ment of the Bonds
incipal hereof and
dent therefor. The
00 or any multiple
on their respective
ted maturity dates
in the years 2009 through 201 are each subject tc
the Issuer and in whole or in part, and if in par
within any maturity, in $5,000 principal amount
date thereafter, at a price equal to the principal
interest to the date of redemption.
At least thirty days prior to the da
call for redemption will be mailed to the Bond
Bond to be redeemed at his address appearing iv
to give such mailed notice of redemptions hall
redemption of any Bond not affected by su h d
having been given as aforesaid, the Bonds o poi
the redemption date, become due and payable
from and after such date (unless the Issuer shall c
such Bond or portions of Bonds shall cease tic bez
Bond, a new Bond or Bonc s will be deliver,
representing the remaining principal amount out
As provided in the Resolution anc
this Bond is transferable upon the books of t]
Registrar, by the registered owner hereof in p
writing upon surrender hereof together with a w
Bond Registrar, duly executed by the re ' ter
surrendered in exchange for Bonds of other autt
exchange, the Issuer will cause a new Bond c r B(
or registered owner, of the same aggregate rine
and maturing on the same date, subject to reir
charge required to be paid with respect to such tr
The Issuer and the Bond Re 'str
name this Bond is registered as the absolute own
for the purpose of receiving payment and for all
Bond Registrar shall be affected by any notice to 1
IT IS HEREBY CERTIFIED, REC
conditions and things required by the Cons 'tui
done, to exist, to happen and o be performe I pi
order to make this Bond a va id and bindin gE
terms, have been done, do ex' t, have happened
form as so required; that in an by the Resol tioi
principal of and interest on th Bonds so much c
ice arena and liquor stores a shall be required
parity with the pledge of such net revenues to f
Issuer; if needed to pay the principal and int res
upon all taxable property in the Issuer without
issuance of this Bond does not cause the ind tee
or statutory limitation.
This Bond shall not be valid o be
to any security or benefit under the Resolul 'on
shall have been executed by the Bond Regis ar I
or in the event the Finance Director is no longer s
representatives of the Bond Registrar.
edeription and pr
in ff e maturities s
elect?d by lot, on J
mou it thereof to I
set for redemption c
egistrar and to the r
the Bond Register, b
tffect the validity of
fect or failure. Offic
eons of the Bonds so
t the redemption pr
,fault in the payment
interst. Upon the f
1 to e registered
subject to certain Ii
Issu er at the pri
rson Dr by his att
ittentrument of
i ow er or his al
be issued in thje :
count, bearing �n
hent for any t4x,
r exchange.
deem and treat
d, whether this B
urnoses. and nei
TED,
COVENANTS
on and
laws of the
?cedetkt
to and in the
feral
obligation of th
end h ive been perfoi
the I suer has pledg
the r
et revenues of
to pa
such princips
e pay
nent of other c
on th
s Bond, ad val4
.imita
'on as to rate
ness c
f the Issuer to E
neo bligatory for y pU
itil tie Certificate of Au
the i nanual signatu�e ok'
ing as Bond Registr�r, of
nt, at the option of
by the Issuer and,
1, 2008 and on any
?med plus accrued
Bond, notice of the
!red owner of each
defect in or failure
>roceedings for the
6ce of redemption
redeemed shall, on
?rein specified and
redemption price)
redemption of any
�r without charge,
ns set forth therein,
office of the Bond
iuly authorized in
r satisfactory to the
and may also be
on such transfer or
ne of the transferee
?st at the same rate
,e or governmental
person in whose
is overdue or not,
the Issuer nor the
JD AGREED acts,
of Minnesota to be
nce of this Bond in
ier according to its
in regular and due
the payment of the
suer's golf courses,
L interest and on a
nding bonds of the
taxes will be levied
count; and that the
1 any constitutional
ose or be entitled
mfication hereon
e Bond Registrar,
of the authorized
IN WITNESS WHEREOF, the City of Edina, Hennepin
City Council, has caused this Bond to be executed by a facsimile si
the Manager and has caused this Bond to be dated as of the date set for
Date of Authentication:
CITY OF ED
City Manager
CERTIFICATE O A
This is one of the Bonds delivered
I
City Finance Director, as Bond I
The following abbreviations,
Bond, shall be construed as though they wei
regulations:
TEN COM - - as tenants UNIF T:
in common
TEN ENT - - as tenants
by the entireties
JT TEN - - as joint tenants,
with right of
survivorship and
not as tenants in
common
Additional abbreN
FOR VALUE RECEIVED the
unto
Bond and all rights thereunder, and hereby it
a
kept for registration thereof, with full power
Dated:
CATION
to the Re
Minnesota, by its
of the Mayor and
w that all
within.
in the inscription on the face of this
t in full according tP applicable laws or
(Cust) (Minor)
!r t Iniform Transfers to:i Minors
......................
(State)'
magi also be used.
to
hereby sells, a
titutes andIaplp
sfer the w thi
in the premises,
i I
OF ASSIGNEE:asst ent must c rreo,
a it appears upon the ace K
and transfers
the within
on the books
s to this
and with the name
f the within
Signature(s) must be guaranteed by an
"eligible guarantor institution"
meeting the requirements of the
Bond Registrar, which require ents
include membership or participation
in the Securities Transfer Association
Medalion Program (STAMP) or such
other "signature guaranty program'
as may be determined by the Bond
Registrar in addition to or in
substitution for STAMP, all in
accordance with the Securities
Exchange Act of 1934, as amended.
Section 3.
3.01. Maturities, Interest RatE
Issuer shall forthwith issue and deliver d
Obligation Recreational Facility Bonds, S(
November 1, 2001, shall be issuable in the
thereof, shall mature on January 1 in the
maturing in such years and amounts shall
called for redemption at the rates per anni
follows:
Year Amount Rate
2003 $525,000 2.25%
2004 565,000 2.60
2005 585,000 2.85
2006 610,000 3.10
2007 615,000 3.35
2008 550,000 3.55
2009 550,000 3.70
2010 65,000 3.80
The Bonds shall be issuable
The interest thereon and, upon surrender o
described herein, the principal amount then
Registrar. Each Bond shall be dated by the F
3.02. Interest Pa ment Dat
January 1 and July 1 in each year, comme.
appear of record in the bond register as o.
immediately preceding month, whether or n
will be computed on the basis of a 360 -day )
rounded pursuant to the rules of the Munici]
in
Y
or anvl chdfiQe whatsoever.
,,hich shall b c
" The Bonds
ons of $5,000 or
amounts set 0
1
from date of is.
opposite su
in fu y registered f rm,l'
h Bond at the principal oil
all be payable by check
ar as of the date of its aq
Interest on the Bo ds
July 1, 2002, to thE o
close of business or the
ch day is a business day.
:onsis . g of twelve 30 -dal
ecuri ' s Rulemaking Bo4
ting of Bonds. The
)minated "General
.11 be dated as of
y integral multiple
below, and Bonds
until paid or duly
rs and amounts as
Rate
3.90%
4.05
4.15
4.30
4.45
4.55
4.65
E single maturities.
ce of the Registrar
draft issued by the
call be payable on
ers thereof as such
ifteenth day of the
iterest on the Bonds
months and will be
3.03. Registration. The Issuer
transfer agent and paying ag nt (the Regist
duties of the Issuer and the Registrar with re;
(a) Register. The Registrar <
which the Registrar shall provide fc
registration of transfers and exchange
exchanged.
(b) Transfer of Bonds. Upon
duly endorsed by the registered own
of transfer, in form satisfactory to the
thereof or by an attorney duly aut
Registrar shall authenticate and del:
transferees, one or more new Bonds
as requested by the transferor. T]
registration of any transfer after the
payment date and until such interest
(c) Exchange of Bonds. Wh
owner for exchange, the Registrar shz
of a like aggregate principal amoun
registered owner or the owners actor
(d) Cancellatio . All Bonds s
promptly cancelled by 'the Registrar a
(e) Improper or Unauthoriz(
Registrar for transfer, the Registrar r
that the endorsement on such Bon(
genuine and that the requested trans
no liability for its refusal, in good f
deems improper or unauthorized.
(f) Persons Deemed Owners.
in whose name any Bond is at any t
owner of such Bond, whether such
receiving payment of, or on account
for all other purposes, and all such F
upon the owner's order shall be valic
of the Issuer upon such Bond to the e,
(g) Taxes, Fees and Charges.
an exchange upon a partial redempti
upon the owner there f sufficient tc
governmental charge quired to be p
(h) Mutilated,'Lost, Stolen or
mutilated or be lost, stolen or destro
amount, number, interest rate, matur
and upon cancellation of any such n
any such Bond lost, slen or destro3
and charges of the R gistrar in conr
stolen or destroyed, upon receipt by 1
Bond was lost, stolen or destroyed,
the Registrar of an appropriate bor
satisfactory to it, in which both the I,
►al appo
rit, and shall in#
-). The effect
of registrtido
�ct there
shall be as followi
ill keep i
it its principal offic
Lhj regiltration
of ownOrshi
of lBond4
entitled to be teRis
:) the Registrar for',
r accompanied by
duly executed by
the registered of
, I in th4 name of the
a
or
Lstr may, nov
r day of the mo
it d; ite.
any Bond is sui
anti ate and deli
est ate and ma
y a thorized in
.ctereq upon any tra t(
ereafier disposed of as
ansfe . When any Boi
efuse to transfer the sa
3eparto instrument of
lega y authorized. Tb
to mi
ke transfers whi
Issue
and the Registrar
egiStEred
in the bond re
shall
be overdue oil nc
ie prijicipal
of and ' ten
ants so
made to any sucl
effec
al to satisfy and,
of the
sum or sums so w
or every transter or excr
f a B d), the Registrar r
aburse the Registrar for iii
vith respect to such transf
.roved Bonds. In case ani
the R gistrar shall d live
ate and tenor in exchartgo
ted B nd or in lieu of
apon e payment o tha
►n the ewith; and, in the
egistr ir of evidenceatisl
if the wnership theireof, j
indemnity in form, sul
and e Registrar shall bj
1
n, a bond registrar,
and the rights and
a bond register in
of Bonds and the
red, transferred or
ansfer of any Bond
written instrument
.e registered owner
ier in writing, the
sated transferee or
ount and maturity,
.ose the books for
edinR each interest
by the registered
more new Bonds
requested by the
ir exchange shall be
acted by the Issuer.
is presented to the
until it is satisfied
msfer is valid and
registrar shall incur
it, in its judgment,
ay treat the person
;ter as the absolute
for the purpose of
on such Bond and
!a owner or
the liability
)f Bonds (except for
ay impose a charge
ly tax, fee or other
r or exchange.
Bond shall become
a new Bond of like
ind substitution for
I in substitution for
easonable expenses
ase of a Bond lost,
ctory to it that such
nd upon receipt by
stance and amount
named as obligees.
All Bonds so surrendered to the Regi
cancellation shall be given to the Issu
has already matured or been called f(
not be necessary to issue a new Bond
3.04. Appointment of Initial
Director, as the initial Registrar. In the event
entry -only system for the Bonds as descril
defined in Section 3.07, determines to disc(
Bonds and a new securities depository is not
a suitable bank or trust company to act as
acting as Registrar. The Issue_ reserves the r
notice and upon the appointment of a suc
Registrar shall deliver all cash and Bonds in i
3.05. Redem on. Bonds mE
on their respective stated maturity dates wit
in 2009 through 2017 are each subject to redE
in part, and if in part, in the maturities select
principal amounts selected by the Registr
thereafter, at a redemption price equal to t
accrued interest to the date of redemption.
At least thirty days prior to t]
shall cause notice of the call for redemption
owner of each Bond to be redeemed, but no:
redemption shall affect the validity of proce(
by such defect or failure. The notice of
redemption price, the numbers, interest rate.,
and the place at which the Bonds are to bE
office of the Registrar. Offici,11 notice of red(
or portions thereof so to be redeemed shall, c
the redemption price therein specified and
default in the payment of the redemption p
bear interest.
Bonds in a denomination lar
integral multiple of $5,000. The owner of
charge, upon surrender of such Bond to the
denominations equal in principal amour
surrendered.
shall
be cancelled by
it
the
mutilated, lost, stole
temp
on in accordance
to pa
ment.
trar.
17he Issuer hereby
the Is uer determines to
n paragraph
(c) of Sect
ie providing
its service
)intefor
the Bonds, Ithe
ssor
eeistrar if the IFin
reve any i
Re 'strar, in
!ssi n to the
g in the years 2003 roi
it optioji of prior pay nt,
on, at the option of the Is
the h suer and, within ai
b lot, on January 1,1 20(
p....incipid amount ther of 1
late set for redemption of
A mailed to the Registrar
!f ct in r failure to gi e S
s for e redemption f a
d mptin shall specq ti
CUSI P numbers of tl e B
r-endered for payme , w
on having been give as,
-i redei nption date, beccov
andfter such dat (UJ
such onds or portions 1
3.06. Preparation and Deliver, . T
of the Manager and shall be executed on beh ilf e
the Manager; provided that said signatu es
facsimiles thereof. In case any officer whoSE sig
appear on the Bonds shall cease to be suh e
signature or facsimile shall nevertheless be alit
such officer had remained in office until de 'vej
shall be valid or obligatory for any purpose or
Resolution unless and until a {certificate of a the
by the manual signature of th Registrar, or in th
as Registrar, an authorized representative of th
different Bonds need not be signed by the San
may be
ned in
Ararone or more new
be inredeemed nbrti,
.e Bor ds shall be pre]
the IE suer by the sig
.iay be printed, enj
ature or a facsimile
ficer efore the deli
and slufficient for all
i to any se(
1 on such Bi
the Finance
d evidence of such
or destroyed Bond
h its terms, it shall
points the Finance
3continue the book
L 2.07, or DTC, as
vith respect to the
quer will designate
ze Director is then
)n thirty (30) days'
-it the predecessor
gistrar.
h 2008 are payable
it Bonds maturing
er and in whole or
maturity, in $5,000
and on any date
be redeemed plus
iy Bond, the Issuer
id to the registered
:h mailed notice of
7 Bond not affected
redemption date,
ids to be redeemed
ich is the principal
foresaid, the Bonds
due and payable at
ass the Issuer shall
ereof shall cease to
�d in part in any
1 receive without
-ids in authorized
of the Bond so
under the direction
2s of the Mayor and
d, or lithographed
Lose signature, shall
of any Bond, such
oses, the same as if
execution, no Bond
benefit under this
been duly executed
r is no longer acting
f authentication on
!cuted certificate of
authentication on each Bond shall be concl siv(
delivered under this Resolution. When the Bor
they shall be delivered by the Manager to the Pu:
accordance with the contract of sale heretofore rr
be obligated to see to the application of the p rch
3.07. Securities Depository. () B
shall have the following mean gs:
"Beneficial Owner" shall mean,
person in whose name such Bond is recorded
Participant on the records of such Participant or,
"Cede & Co." shall mean Cede &
nominee of DTC with respect o the Bonds.
"DTC" shallIse
an The Deposi ory
"Participant"all mean any rok(
which DTC holds Bonds as urities deposit)ry.
"Representation Letter" shall ea
DTC previously executed by the Issuer and o fil(
(b) The Bons shall be ' 'tial
registered bonds, and one Bond shall be issu ad iv
of the Bonds. Upon initial issuance, the owner
bond register in the name of Cede & Co., as nomi
treat DTC (or its nominee) as he sole and e clus
for the purposes of payment of the principal of c
portions thereof to be redeemed, if any, giving a
registered owners of Bonds under this resolittior
other purposes whatsoever; and neither the Ref
notice to the contrary. Neither the Registrar ni
obligation to any Participant,y person cla min
under or through DTC or any Participant, or any
register as being a registered owner of any and
maintained by DTC or any Participant, with resF
of any amount with respect to the principal, of
notice which is permitted or required to be given
respect to the selection by DTC or any Partici ani
of a partial redemption of the Bonds, or with resl
by DTC as registered owner of the Bonds. 5o 1
Cede & Co., as nominee of DTC, the Registrar
Bond, and shall give all notic s with respec to
with the Representation Letter, and all such Fayrr
and discharge the Issuers obligations with r spec
to the extent of the sum or sums so paid. I
authenticated Bond for each s parate stated ati
make payments of principal md interest. Upor
notice to the effect that DTC ias determined to
Co., the Bonds will be transf arable to such nevi
hereof.
(c) In the e
Beneficial Owners that they
may notify DTC and the
.t the Issuer
able to obtai
e that it
been so
upon payn
I executed,
of this
vhenEver used with
as the beneficial ov`
ach person's subroge
Co., e nominee of
rust ompany of N
-dea r, bank or oth
ie . authenticated and
Ak and authenticated,
of t ie purchase price in
thf Purchaser shall not
t the
epresentation ) ette
with
DTC.
y issued
as separately
the principal
amount of i
hip o
such Bonds s hall
tee of
DTC. The Re tral
ve owner
of the Bon s
inter st on the Bonds, so
y notice
permitted or req
registering
the transfer c
.strar
nor the Issuer shall
r the
Issuer shall hajve a
a be
eficial ownership l
other erson which i not
>, wi respect to the acca
pct to the payment by, DT
►r interest on the Boj ids, i
o owr ers of Bonds der
of any person to receive
ect to any consent given c
ing as any Bond is r gist
tall p iy all principal of a
uch E ond, only to C de I
ants s all be valid and effi
t to tt e principal of and ii
f o person other than DI
rity evidencing the o ligo
deliv ary by DTC to the
;ubstilute a new nominee
nominee in accordalnce
nes, that it is in j he
in the form of bothd c
)TC shall notify the
following terms
to a Bond, the
such Bond by a
and any successor
k, New York.
ficial institution for
from the Issuer to
authenticated fully
ach stated maturity
)e registered in the
and the Issuer may
pstered in its name
ecting the Bonds or
tired to be given to
E Bonds, and for all
be affected by any
iy responsibility or
iterest in the Bonds
shown on the bond
racy of any records
or any Participant
with respect to any
his resolution, with
tyment in the event
r other action taken
red in the name of
id interest on such
: Co. in accordance
ctive to fully satisfy
terest on the Bonds
C shall receive an
ion of the Issuer to
Zegistrar of written
in place of Cede &
Nith paragraph (d)
interest of the
ates, the Issuer
civants of the
availability through DTC of Bonds in the form of
transferable in accordance with paragraph (d)
providing its services with re pect to the Bonds
the Registrar and discharging its responsibilities
such event the Bonds will be transferable m cor,
(d) In the event that any transf,
paragraph (b) or (c) hereof, such transfer ore cha
Registrar of the Bonds to be transferred or ex han
the permitted transferee in a cordance wi i th(
Bonds in the form of certifica es are issued ro of
nominee for DTC as owner of ,all the Bonds, r ar
Bonds, the provisions of this resolution shall
including, without limitation, the printing of 3ucE
method of payment of principal of and intere it or
Section 4. Usei of Proceeds arid
Construction Fund. Proce ds of the Bonds
appropriated to pay and redeem the princial
January 1, 2002. Any accrued interest on e B
created pursuant to Section 5 hereof. All otlier
separate Series 2001A General Obligation Recre
"Construction Fund") which hall be create an
separate account. The Construction Fund sha
Improvements and of costs of issuance of the Bon
of the Improvements, any amounts remaining in
paid to the Sinking Fund created pursuant to Sec
Bonds shall be deposited in the Sinking Fund crea
Section 5. General ObhRation RE
Bonds shall be payable from separate Seri?s 21
Bond Sinking Fund (the S' " g Fund) whic sh,
the Issuer as a separate debt redemption fun un1
paid. There shall be credited to the Sinking F ind
(a) Any amount initially deposited
(b) All taxes le ied and all of ier i
or appropriated to the payment of the principal,
Revenues herein pledged and appropriated to tl
valorem taxes levied for the payment of the Bond,
(c) The sum of $2,896.54 from et
separate subaccount in the Sinking Fund as a res(
which amounts equal the averge annual amount
Bonds and is required to be de�osited therein pur
(d) Any other funds appropriated
Section 6. Pledge of Net Revenue
pledged and appropriated to the payment of the
maintenance of the reserve account requiredby tl
payment of the Bonds andm ' tenance of e r(
such net revenues to the payient of the Pr or I
Nothing herein shall preclude the Issue fr(
appropriations of the Net Revenues for paym nt (
authorized if the Council determines before tl Le at
?r ' "cates. In such
reo . DTC may c
any time by giving
th svect thereto 1
(d)I
or exchange of P
e shall be accomp
I and appropriate
ro "sions of this
.ars other than Ce
also pply to all r
Bondin the form of
such onds in the foi
1 the amount of $303
ies, which amo t $'
mou
t of the Refunoe
principal
)rids shall
be deposifec
D the Act.
rocee
Is of the Bond
s
trona
Facility Bond
C
I ma"
itained on the
bc
I be
ised solely to
d(
Is. Upon
completion
ar
the Construction
Find
tion of such additic
Thereof. The rem
suant to Section 4
, the Bonds will be
ine to discontinue
L- to the Issuer and
applicable law. In
is permitted under
upon receipt by the
ments of transfer to
tion. In the event
�o., its successor as
as owner of all the
's relating thereto,
certificates and the
bond certificates.
ional Facility Bond
00, are irrevocably
3onds on or before
i the Sinking Fund
1 be deposited in a
;truction Fund (the
s of the Issuer as a
ty expenses of the
payment of all costs
.all be credited and
ing proceeds of the
eatinal Facility Bc nd Sinking Fund. The
LA eneral Obliga on . ecreational Facility
be reated and mats' ed on the books of
the Bonds, and all ' ter t thereon, are fully
Lerei n pursuant to
iney which may at
or interest on the
Sinling Fund and
veni
ies, which amo t $'
,e fo
the Bonds as: -equs
principal
and interest to
ant I
D the Act.
the
Council for thea
T
Net Revenuesar
nds
and interest thereof
Act.
The pledge of the T
rve
ccount on a parity
ids,
the 1992A Bo s
hereafter
makin f
iddi
'onal obligatioi6s of
.oriz
tion of such additic
4 hereof.
ne be received for
including the Net
sections of any ad
be credited to a
by the Act, and
come due on the
lent of the Bonds.
hereby irrevocably
when due and the
let Revenues to the
with the pledge of
id the 1999 Bonds.
ther pledges and
the Issuer hereafter
nal obligations that
the estimated Net Revenues will be sufficient, tcgether with any otho so, rces pledged to the
payment of the outstanding and additional obligations, for payment f tho outstanding bonds
and such additional obligatio s. Such furtherple ges d appropriations b Net Revenues may
be made superior or subordinate to, or on a party wil h, the pledge and s ppropriation. herein
made.
Section 7. Pledge of Taxing_
principal of and interest on the Bonds as suc
credit and unlimited taxing powers of the Iss
is, however, presently estima d that the fin
provide sums not less than 5° in excess of 1
therefore no tax levy is presen ly required.
Section 8. Defeasance. When
in this section, all pledges, covenants ane
registered owners of the Bonds shall cease
respect to any Bonds which are due on any
that date a sum sufficient for the payment
when due, it may nevertheless be discharge
for the payment thereof in full with intere
deposit. The Issuer may also discharge its
called for redemption on any date when 1
depositing with the Registrar n or before f
and redemption premium, if any, which are
has been duly given as provided herein.
obligations with respect to any Bonds, su
authorizing and regulating such action, b]
qualified by law as an escrow agent for this l
law to be so deposited, bearin' interest paya
callable at the holders option on such dates
redemption premiums to beco e due thereu
Section 9. Countv Auditor Re
of Monev. Ar
9.01. County Auditor Regis
directed to file a certified copyIof this Resolu
together with such other info mation as the
said County Auditor a certificate that the
required by law.
9.02. Certification of Procee(
Auditor of Hennepin County are hereby aut
Purchaser and to Dorsey & 'tney LLP,
proceedings and records of the Issuer, and s
may be required to show the facts relating tc
same appear from the books and records
known to them, and all such certified c
heretofore furnished, shall be deemed rep
therein.
9.03. Covenant The Issuer c,
time of the Bonds that it will riot take or per
agents any action which would cause the it
under the Internal Revenue Code of 19f
r the prompt 4nd ull payment of the
respectively bocorI, e due, the full faith,
and are herebirr vocably pledged. It
iated pursuan to ction 5 hereof will
1 interest on the 13ds when due, and
11 oF the Eonds
have been dis'
arged as provided
o er rij
hts granted by 61A
resolution to the
e Issi
ter may discharge
is obligations with
ate by de
ositing with tl�te RE
gistrar on or before
ere f in
11; or, if any Bond should not be paid
by lepositing with the e&lrar
a sum sufficient
accrued
from the due 4ate o the date of such
bligations
with respect t
prepayable Bonds
ey are p epayable according
to their terms, by
it date an
amount equal to the
principal, interest
ten due, I
rovided that notice
of such redemption
I
ME IssuE r may also at any,
time discharge its
lect to th
provisions o la "
now or hereafter
depositing
irrevocably in e'
row, with a bank
irp se, cash or securities whic
h are authorized by
le at such
time and at such ral es and maturing or
shall be r quired to pay ll pt
Incipal, interest and
to i aaturi
y or said rede pti
date.
istr tionCertification
of ro o edin s Investment
,es.
atin. The
Manager is her
y authorized and
:)n i vith the
County Audi or q
Hennepin County,
0I Auditor
shall req irq
nd to obtain from
)nd3 havo
been entered Ion
is bond register as
ins The officers of them Is r and the County
ori2ed and directed to prepaie and furnish to the
and Counsel to the Issuer, certified copies of all
ch c ther affidavits, certifi at and information as
the egali and marketatpI of the Bonds as the
ride their custody and conil of or as otherwise
pie,, certficates and af{fida its, including any
?sen tationsof the Issuer, as 111 the facts recited
be
on
agrees with I he bkIders from time to
n by any of iso 'cers, employees or
Bonds to becom subject to taxation
.ed (the "C9de", and Regulations
promulgated thereunder (the Regulations), a
the date of issue of the Bonds, and covenan
ensure that the interest on the Bonds will nc
Regulations. The improvements financed
financed by the Bonds are public recreatioi
general public on a substantially equal bas
agreement or other contract respecting the j
Bonds or security for the payment of the Box
"private activity bonds" or "private loan bon
9.04. Arbitrage Rebate. The
comply with the arbitrage rebate requiremer
Code.
9.05. Arbitrage Certification.
the Issuer charged with the responsibility fo,
authorized and directed to execute and del:
with the provisions of Section 148 of the Co(
and circumstances in existence on the date
reasonable to expect that theproceeds of th
cause the Bonds to be arbitrag� bonds within
9.06. Official Statement. Th
October 5, 2001, prepared and distributed on
hereby approved. Ehlers & Associates, Inc
prepare and distribute to the Purchaser a
offering price, the interest rates, selling comf
other information relating to the Certificates:
Rule 15c2-12 adopted by the Securities a
Exchange Act of 1934. Within seven business
to the Purchaser a reasonable number of cop
The officers of the Issuer are hereby authoriz
be appropriate concerning the accuracy, corn
Section 10. Continuin Disclo
(a) Purpose and Beneficiarie
information relating to the Bo ds and the se
and other participating underwriters in th
amendments to Rule 15c2-12 promulgated
"SEC") under the Securitie Exchange A
continuing disclosure (as inffect and inte
enhance the marketability of the Bonds, the
agreements for the benefit of the Owners
Outstanding Bonds. The Issuer is the only
the meaning of the Rule for purposes of ide
disclosure must be made.
If the Issuer fails to comply
aggrieved thereby, including the Owners of
at law or in equity may appear necessary or
of any agreement or covenant contained in
mandamus or specific perforfance. Direct,
not be recoverable for any default hereunde
uch
are enacted or pron�ulg�
to
take any and all acti6ns 1
)e
ome ssubject to taxation uu
le, aid
e Prior Bonds and fhe i
I f
ICilitiE s available for ! use
e Bonds
he Is suer will not enter
pr
Dvemnts financed b th
e O
whichwould cause the Bo
beh
pursuant to Section 141 of h
;s
er sh 1 take such agtio
o
paragraphs (2) and o4
The
Mayor and the Manager,
issuing
the Bonds pursu t
ver
o the Purchaser a crtifii
le, aid
the Regulations, s�atinj
:)f is
3ue and delivery of the B
e Bonds
will not be used in 0
the
meaniig of the Codeand t
e O
ficial 3tatement relating h
beh
if of e Issuer by E ers
is
hereb, r authorized obOl
sup
leme it to the Offic al $
ens
tion, delivery date, the uo
•equ
ed tc be included in�the l�
nd
xchange Commission to
dai's
from the date hereof, thi
ies c
f the Official Statement
-1dd
di ted to executeSA
Flet
airn
ness d sufficiency of tht
T
pro 'de for the pulic
uri
therefor and to perri u't
pr
mary offering of the B
�y die
Se urities and Ex�ha
t of
1934 (17 C.F.R. § 0
Dret
d from time to time tt
Iss
r hereby makes the dol
as liereinidter
defined) f or.
'ob
gate person' in res'ec
Aif
g th entities in res e(
ith any ovisions of "s So
ny Dutst, mding Bonds, ay
)pr priat to enforce perform
thi Section 10, includin an
id' ect, c nsequential an p
to a exlent permitted y lab
I j
ted and in effect on
-ithin its powers to
der such Code and
iprovements to be
)y members of the
Lnto any lease, use
Prior Bonds or the
1s to be considered
ie Code.
as are required to
lection 148(f) of the
,eing the officers of
this resolution, are
tion in accordance
the facts, estimates
nds which make it
nanner that would
D the Bonds, dated
� Associates, Inc., is
alf of the Issuer to
atement listing the
ierwriters and such
)fficial Statement by
ider the Securities
Issuer shall deliver
d such supplement.
certificates, as may
Official Statement.
iilability of certain
original purchaser
.s to comply with
Commission (the
_2-12), relating to
Rule"), which will
ing covenants and
me to time of the
the Bonds within
which continuing
ion 10, any person
ke whatever action
nce and observance
iction for a writ of
itive damages shall
Notwithstanding
anything to the contrary contained herein, ' n
event shall a defa> It der this Section 10
constitute a default under the onds or unde any
other provision of t1* r6 Aution.
As used in this Section 10, ' Ow
er " o "Bondowner : me , in respect of a
Bond, the registered owner or owners thereo appearing
in the bond r gistc r maintained by the
Registrar or any "Beneficial Owner" (as hereina
ter defined) thereof, suI h Beneficial Owner
provides to the Registrar evidence of such I
eneficial ownership in form and substance
reasonably satisfactory to the Registrar. As se
of a Bond, any person or ent4 which (i) has e
here' ' " means, in respect
ower, directly or ind:rectl , to vote or consent
with respect to, or to dispose of ownership o , su zh Bond (including p rs or entities holding
Bonds through nominees, depositories oro er 'intermE
liaries), or (b) is trO ited as the owner of
the Bond for federal income tax purposes. As used her in, "Outstand' g" hen used as of any
particular time with referen e to Bonds meansall
onds theretofore, r thereupon being,
authenticated and delivered by the Registrar unGer
thi Resolution except ') Bonds theretofore
canceled by the Registrar or surrendered to tI
Le Re istrar for canclella ' n; (ii) Bonds with
respect to which the liability of the Issuer has been
discharged in agcor nce with Section 8
hereof; and (iii) Bonds for the transfer or exc ang
or in lieu of or in substitu tion for which other
Bonds shall have been authenticated and deliverE d by e Registrar pu su t to this Resolution.
(b) Information To Be Disclosed.
a Isquer will provide, in, the manner set forth
in subsection (c) hereof, either directly or indirec
ily through an agent est ated by the Issuer,
the following information ate following times:
(1) on or beore 365 days afte
the end of each fiscal! year of the Issuer,
commencing with the fiscal year ending Deceml
er 31, 001 the folio g, ancial information
and operating data in respect of the Issuer (the "
isclos re Informatio
(A) the audited financial st tem nts o the Issuer fob such fiscal year,
accompanied by the audit report and op
nion of the accounts t o' government
auditor relating thereto, as permittd o
required by the laws of the State of
Minnesota, containing balance sheets as
of end of such Bs year and a
statement of operations, changes in fund
balances and cash flows for the fiscal
year then ended, showing in comp rati
e forni such figuresor e preceding
fiscal year of the I uer, prepare in
accordance with g ner, fly accepted
accounting principles7romulgated b theFin
cial Accountin St4 idards Board
as modified in accordance with the
governmental accon . g standards
promulgated by the Governmental cco
ting Standards Board of as otherwise
provided under Minnesota law, as ' i of
ct from time to time, or, if and to the
extent such financial statements have not been prepared in accprd ce with such
generally accepted a;counting principles for reasons beyond reasonable
control of the Issuer, noting the discrepancies
therefrom and lithe ffect thereof,
and certified as to accuracy and complete
ess in all material re�pec by the fiscal
officer of the Issuer; and
(B) To the extent not includ d in
the financial state* nts eferred to in
paragraph (A) hereof,) the informati fo
such fiscal year or f r thd period most
recently available of the type set forth
below, which inf r 'on may be
unaudited, but is to be certified as ti 3 ac uracy and completeness i all material
respects by the Issuer's financial o1ficeiii
to best of his or hq knowledge,
which certification may be based on the rehabi
Lity of information btained from
governmental or third party sources:
Current Property Valuatio ; La ger Taxpayers; Direct Deb.;
Overlapping Debt; Debt Ra 'os;
ax Le ies and Collection$ Net
Tax Capacity Ra
Employmer
Notwithstanding the foregoin
not available by the date specified, the Issu,
financial statements in the format required
Disclosur( Information and, within 10 days
audited financial statements.
Any or all of the Disclosure In
updated a(s required hereby, from other do(
been subniitted to each of the repositories ]
SEC. If the document incorporated by refere
from the iMunicipal Securities Rulemaking
DisclosurO Information each document so in(
If any part of the Disclosure Ij
operation$ of the Issuer ha e materially
Information need no longer be provided if t
statement to such effect; provided, howeve:
Issuer opejrations in respect of which data is
Issuer determines that certainpecified data
Material Fact (as defined in p ragraph (2) hE
Disclosure Information shall include such ac
operation.
If the Disclosure Informatioi
permittedjby this paragraph (b)(1) or subse
Disclosur Information to be delivered hereu
reasons fob the amendment and the effect of
operating data provided.
(2) In a timely manner, notic
which is al Material Fact (as hereinafter defin(
(A) Principal and interest I
(B) Non-payment related c
(C) Unscheduled draws
difficulties;
(D) Unscheduled draws
difficul es;
(E) Substitution of credit o
(F) Adverse tax opinions
security;
(G) Modifications to rights
(H) Bond calls;
(I) Defeasances;
(J) Release, substitution,
securities; and
(K) Rating changes.
Asiused herein, a "Material Fact" is a
a reasonal ly prudent investor would attach
a Bond ori if not disclosed, would significant
an investor from the Official Statement,
generally available to the public. Notwithst,
Trend;
, if the audit(
Tide on or bE
ted financial
ipt thereof, tl
r
tion
ay be incorp,
me
nts, including
officiE
re'
after
referred to ur
:e i
3 a fin
1 official state
,card.
to the
a Issuer sha
-pc
rated
by reference.
:)rr
iation
can no longer
Langed
or
been discos
IE
suer iu
icludes in the
if
such cperations
hav
)t '
-tcludE
d in the Discic
eo
then
from and after su
iiti
nal s
ecified data regar
is
changed
or this Se of
ion
(d), Eien
the Issuer ha.
Lder,
to the
extent necessary,
my
hang
in the type of fin
of
e occurrence
of any of
1):
tym
ent delinquencies;
4au
Its;
m
debt
service reserves
on
credit
enhancements
hq
idity providers,
or th
it :
)r elvents
affecting the tax
-i
property securing
to Which
a subst�
ince
thereto in dE
the
total informa
ition
disclosed I
the
oreQoinQ ser
.al statements are
i date unaudited
its as part of the
shall provide the
by reference, if it is
ments, which have
bsection (b) or the
.t must be available
rly identify in the
erated because the
, such Disclosure
sure Information a
replaced by other
iformation and the
rations would be a
determination, the
ig the replacement
10 is amended as
include in the next
i explanation of the
Lcial information or
following events
financial
financial
to perform;
status of the
repayment of the
r 'al 1i elihood exists that
iding to buy, hold or sell
n ofl ierwise available to
Teer or information
ce, "Material Fact" is
also an event that would be deemed "materi I
a Bond within the meaning of applicable fed
discovery of the occurrence of the event.
(3) In a timely manner, notice of th
conditions:
(A) the failure of the Issu t
required under paragraph (b)(1) at the
(B) the amendment or sup l
subsection (d), together with a copy of
explanation provided by the Issuer un(
(C) the termination of the obli
pursuant to subsection (d);
(D) any chane in the acco m
statements constituting a portion of tb E
(E) any change in the fiscal ye
(c) Manner of Disclos re. The Issuer
in subsection (b) to the following entities by t
as appropriate:
(1) the information described in paraF
recognized municipal securities informatir
information depository then designated or o
by the Rule (the "State Depository"), if any;
(2) the information described in pi
Municipal Securities Rulemaking Board and c
(3) the information described in subse(
rating of the Bonds and, at the expense of su ]
writing such information, at; the time of
subsection (c), as the case may be, or, if such i
of release, at the time such information is to EE
(d) Term; Amendmen s• Interpretatior
(1) The covenants of :he Issuer in i
Bonds are Outstanding. No ithstanding E
the Issuer under this Section 10 shall terrain
which the Issuer delivers to the Registrar an
of legislative action or final judicial or admin
Issuer to comply with the requirements c
underwriters in the primary offering of the
applicable requirements of the Securities Ex 1
laws successory thereto or amendatory there
(2) This Section 10 (and the form an
be amended or supplemented by the Issue
provided in paragraph (c)(3) hereof) or the c
of the City Council filed in the office of the
Bond Counsel, who may rely on certificate
subject to customary qualifications, to the e
made in connection with a change in circ,
regulation or a change in the identity, nate
conducted by the Issuer, or (b) is require
paragraph (b)(5) of the Rule; (ii) this Sectio
oses of the p
ties laws, as
of any of
provide the Disclo
ure'
spec ied thereunder.-
rating of this Sectio 10
h amendment or supple�
;ubse on (d)(2);
2)ns o the Issuer un*r t {
principles pursuant to
,closure Information are p
the Issuer.
�s to ake available the in
ovv, vernight deliv6rv, i
(1) f subsection (b), to
sit ry under the Ru]
I by the State of Minn
rph (2) and (3) of sit
Stat Depository, if any;
(b), o any rating a enc
ido er, to any Bo doN
issi under para app
patiInn is transmittedwi
ztion 0 shall remai
!ced' g sentence, he
td be without furth(
on of Bond Counsel
five ctions or prod
Lis Section 10 will
ads t be in violat
e Ac of 1934, as an
nse t of 1
Cle of t
of a Is:
ect at: i
u tance
e
or state
b , or
10 as so
nts of the D*Iosi
to time, without
Owners of arty B
Issuer accorrtpart
er and others and
such amendMent
that arises from:
of the Issuer or tt
tter complies wit
mended or subvlt
holding or sale of
eted at the time of
)flowing events or
Information
Dursuant to
ent and any
s Section 10
vhich the financial
epared; and
:)rmation described
.ail or other means,
ach then nationally
and to any state
to as contemplated
section (b), to the
nd
then maintaining a
ter who requests in
(1) or (2) of this
L a subsequent time
feet so long as any
the obligations of
,t as of any date on
effect that, because
s, the failure of the
rause participating
the Rule or other
or any statutes or
Information) may
otice to (except as
ds, by a resolution
1 by an opinion of
ie opinion may be
• supplement (a) is
change in law or
type of operations
the provisions of
ented would have
A
complied with the requir
offering of the Bonds, givi
and assuming that the R
supplement was in effect
supplement does not mate
If the DisclosurE
contemporaneously with t
the amendment and the
operating data being prov:
Section 11.
shall not be designated as
of the Code.
Section 12.
shall be held to be invalid
such section, paragraph c
resolution.
Section 13.
of reference only and are
provision hereof.
Section 14.
The Issuer authorizes the
payment of issuance expe:
date for further distributic
Inc.
Adopted this 16th day of C
ATTEST: L, I �, ttci
City Clerk
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF EDINA
I, the undersigned duly appo
attached and foregoing Resol
, and as recorded in the Minu
WITNESS my hand and seal
�ments of paragra
h
) (5)
f the Rule at a
me of
ig effect to any ch
ge '
circ
instances app 'ca
undE
ale as in effect a
d '
terpr ted
at the time of the
ax
at the time of th
primary
offering; and (iii) s
ch ax
rially impair the in
ere
sof
e Bondowners �un `
r the I
Information is
so
amen
ed, the Issuer
gees
ae effectiveness of
uch
amen Iment,
an explanati'
n of tl
!ffedt, if any, of
ec
ge
the type of fin
ial it
dedj hereunder.
No Desi ation
f
alifie
Tax-Exem t b `
tions
"qualified tax-exe
pt
bliga
'ons" for purposesi'
f Sec
Severability. If an
sec
'on, paragraph
or pr visi
n of t]
or unenforceable f
r
reas
n, the invalidi opal
nenf
r provision shall
of affect
ariy
of the rema"nin'
prov
Headings. Head
s '
this i
esolution are i4cluo
ad fox
not a part hereof,
d I
shall i
iot limit or define tie
me
Au orization of P
m
nt of
Zertain Costs of Issuance
Pur Thaser to forw
d
e amount
of Bond 'e
ds all
lses Ito U.S. Trust
om
any,
inneapolis, Cep
ota, o
m as directed by
e Issuer's
financial advis6r, If
ilers c
►ctobler, 2001.
Wi
or
)SS
I )
CERTIFICAT
OF i
TTY
LERK
.nted and acting City
ler
for t
e City of Edina do H
eby c
ution was duly adopt
d by
the E
na City Council lat it�
Regu
es of said Regular M
tin
.
I
of said City this
Jay
if
� I
, 20
i
�
i
C:
I
the primary
r clause (i)(a)
:iendment or
aendment or
.ule.
to provide,
Le reasons for
formation or
The Bonds
ion 265(b)(3)
its resolution
:)rceability of
.sions of this
convenience
aping of any
)f the Bonds.
xable to the
n the closing
z Associates,
extify that the
.ar Meeting of
ty Clerk