R-80-328 - 9/25/1980WHEREAS, the City Council is contemplating the issuance
of $10,000,000.00 General Obligation Waterworks System Bonds,
and
WHEREAS, in connection of the issuance of the bonds the
City will require certain professional services and financial
advice, and
WHEREAS, First Southwest Company has submitted a pro-
posed Financial Advisor Contract for review by the City
Council, and
WHEREAS, the City Council desires to enter into the
Financial Advisor Contract with First Southwest Company, Now
Therefore,
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS,
That the Mayor is hereby authorized and directed to
execute on behalf of the City a Financial Advisor Contract
with First Southwest Company, a copy of said contract being
attached hereto and incorporated herein for all purposes.
RESOLVED this 25th, day of Septe , 1980.
ATTEST:
AP
• JJ; wad/1_4
J?'ANNE LAND, i y Secretary
RESOLUTION NO. �p2
, 'R' . 'ft" , 'ayor
City of Round Rock, Texas
Gentlemen:
FINANCIAL ADVISORY CONTRACT
(M.A.C. Form C-1 Revised. Standard Form of Agreement between Political Subdivision
' and Financial Advisor Covering Issuance of Securities. Form approved by the Municipal
Advisory Council for Use of Members Only.)
To Honorable Mayor and City Council
City of Round Rock
Round Rock, Texas
Date September 25, 1980
1. We understand that you are contemplating the issuance of securities of the kinds, in the amounts,
and for the purposes indicated as follows:
$10,000,000 General Obligation Waterworks System Bonds,
Series 1980 -B
and that in connection with the issuance of these securities you desire this proposal from us to perform
professional services in the capacity of Financial Advisor for your Ci ty
(hereinafter called "Issuer ").
2. By this proposal we offer our professional services and our facilities as Financial Advisor for the
issuance and sale of the above - described securities, and in that capacity we agree to perform the following
duties, and to perform such other duties, as, in our judgment, may be necessary or advisable:
a. We will make a survey of the financial resources of the Issuer to determine the extent of its
borrowing capacity. This survey will include an analysis of the existing debt structure as com-
pared to existing and projected sources of income which may be pledged to secure payment of
debt service, and where appropriate, will include a study of the trend of the assessed valuation of
the Issuer, the Issuer's taxing power, and the present and estimated future taxing requirements.
If the revenues of a system or facility are to be pledged to repayment of the securities in ques-
tion, the survey will take into account any outstanding obligations which are payable from the
net revenues thereof, additional net revenues to arise from any proposed rate increase, and the
additional net revenues as projected by your consulting engineers as a result 'of the improve-
ments to be financed by the securities in question. We will also take into account your future
financing needs and operations as projected by your staff and /or your consulting engineers and
other experts.
b. On the basis of the information developed by the survey described in the above and foregoing
paragraph, and on the basis of other information and experience available to us, we will submit
our written recommendations on the financing in question. Our plan will include recommends:
tions as to the date of issue, interest payment dates, schedule of principal maturities, options of
prior payment, and any other necessary additional security provisions designed to make the is-
sue more attractive to investors. All recommendations will be based on our best professional
judgment, with the goal of designing securities which can be sold under terms most advan-
tageous to Issuer, and at the lowest interest cost consistent with all other considerations.
c. We will advise you of current bond market conditions, forthcoming bond issues, and other gen-
eral information and economic data which might normally be expected to influence the interest
rates or bidding conditions, so that the date for the sale of the securities can be set a time,
which, in our opinion, will be favorable.
d. If it is necessary to hold an election to authorize the securities, we will, under the direction of the
bond attorneys, assist in coordinating the assembly and transmittal to the bond attorneys of
such data as may be required for the preparation of the necessary petitions, orders, resolutions,
notices and certificates in connection with the election.
e. We will coordinate the preparation and submission of the Official Notice of Sale, the Official
Statement or Offering Statement, and such other market documents which you may require. We
will also supervise preparation of the uniform bid form, containing provisions recognized by the
municipal securities industry as being consistent with the securities offered for sale. We will
submit to you all such offering documents, including the Official Statement, for your proper
examination, approval and certification. After such examination, approval and certification we
will furnish you with_ a supply of such documents and shall mail a set of the same to a ,list of
prospective bidders, a copy of which list shall be submitted to you upon request. We will also
supply sufficient copies of the Official Statement or Offering Statement to the purchaser of the
securities in accordance with the terms of the Notice of Sale.
f. We will make recommendations to the Issuer on the matter of bond rating(s) for the proposed
issue and when directed by you shall coordinate the preparation of such information as in our
opinion is required for submission to the rating agency (ies). In those cases where the advisa-
bility of personal presentation of information to the bond rating agencies may be indicated, we
will arrange for such personal presentation.
g. If the securities are to be sold at public sale we will disseminate information to prospective bid-
ders, we will organize such information meetings as in our judgment may be necessary, and will
work with prospective bidders to assist them in timely submitting proper bids. We will assist
you at the bond sale for the purpose of coordinating the receipt of bids, and the furnishing of
good faith checks where indicated, and for the purpose of tabulation and comparison of bids, and
will advise you as to the best bid, and will provide our recommendation as to acceptance or rejec-
tion of such bid. As soon as a bid for the bonds shall be accepted by you, we will proceed to co-
ordinate the efforts of all concerned to the end that the bonds may be delivered and paid for as
expeditiously as possible. Should the bonds be eligible under Texas laws for purchase by the State
Board of Education, the Financial Advisor will be responsible for the preparation of an Applica-
tion for Purchase or Waiver and its timely submission to the Board. We shall assist you in the
preparation or verification of final closing figures, and when requested, will provide suggestions
on a program of temporary investment of bond proceeds, in consultation with the Issuer's archi-
tect or consulting engineer, consistent with the construction timetable for the project.
h. We will act as your agent in arranging for the printing of the securities, and will submit same
for execution and impression of seal, and we will attend to their delivery to the Attorney General
for approval and the Comptroller of Public Accounts for registration, it being understood that
title to and ownership of the printed securities shall be in the Issuer until they are sold and de-
livered to the purchaser.
After closing we will deliver to you and your paying agent(s) definitive debt records, including a
schedule of annual debt service requirements on the obligations being delivered to the purchaser.
3. We agree to direct and coordinate the entire program of financing herein contemplated. In that con-
nection we understand that you have retained or expect to retain McCall, Parkhurst & Horton
Da 11 as, Texas , a firm of recognized municipal bond attorneys, who will prepare
the proceedings and advise the steps necessary to be taken to issue the securities and who will issue an
opinion approving their legality. We will maintain liason with this firm of bond attorneys and shall assist
in all financial advisory aspects involved in the preparation of appropriate legal proceedings and docu-
ments.
Where the issuance and sale of the securities, and construction of the project in question, requires
the approval of any state or governmental agency, we shall assist you in the preparation of all financial
information required for inclusion in applications for such approval, and when requested by you, shall
appear on your behalf to provide appropriate testimony at public hearings before state and othei. govern-
mental commissions and boards. We will also be available to participate with you in any preliminary con-
ferences with the staffs of any state or governmental agencies involved, and we will, for qualified proj-
ects, coordinate the preparation of financial assistance applications required for state involvement.
4. In consideration for the services rendered by us in connection with the issuance and sale of the
above - described securities it is understood and agreed that our fee will be as follows:
3% of Bonds sold and delivered in each installment
not to exceed two installments
In consideration of the above fee we will assume and be responsible for the following expenses:
All fees and expenses incurred in the placement of the full $10,000,000 issue
and inclusive of the following fees and expenses:
1. Bond election supplies.
2. Printing costs of documents required in publicizing the offering of bonds.
3. Postage and mailing expense.
4. Cost of printing bonds.
5. Shipping and registration cost of bonds.
6. Fees of municipal bond attorneys.
7. Travel and communication expenses of financial advisor.
8. Municipal bond rating fees and all New York travel expenses in connection
therewith, not to exceed five City officials.
—2—
Our fee and reimbursable expenses shall become due and payable simultaneously with the delivery of
the securities to the purchaser.
5. In the event any bond election be necessary, if such election shall fail, the fee due us shall be
-0- ; however, should the same or similar propositions again be submitted
to election held within 3 6 months from date hereof, then at our option the agreement covered
by this proposal shall apply to any such securities.
6. It is further understood and agreed that we reserve the right to submit a bid for the securities
when offered for sale.
7. This agreement shall be terminated by the delivery to the purchaser of all the securities covered
hereby, whether delivered all at one time, or in installments.
8. Special Conditions. In addition to the terms and obligations herein contained, this proposal and
agreement is subject to the following special conditions:
To be mutually agreed upon.
9. This proposal is submitted in duplicate originals. When accepted by Issuer it will constitute the
entire agreement between Issuer and the undersigned for the purpose and considerations herein specified.
Your acceptance will be indicated by proper signatures of your authorized officers or representatives on
both copies and the returning of one executed copy to us:
ACCEPTED pursuant to
of
on this 25 of September 19 80
ATTEST:
I _ %/ .41
Title
City Secretary
(SEAL)
M.A.G. Form GI
Rev. September, 1976
Respectfully submitted,
Firm: FIRST SOUTHW COMPANY
By
orized Representative
ACCEPTANCE
Resolution adopted by the City Council
the City of Round Rock, Texas