HomeMy WebLinkAbout4.09 Redesignate Paying Agent COP CITY OF DUBLIN
AGENDA STATEMENT
CITY COUNCIL MEETING DATE: March 28, 1988
SUBJECT Redesignation of Paying Agent, Transfer Agent and
Registrar for the 1985 Certificates of Participation
EXHIBITS ATTACHED Fee Agreement with Bank of California
RECOMMENDATIO .
IIj 1) Authorize Staff to terminate current agreement
with Pacific Trust
2) Authorize Staff to contract with the Bank of
California to perform Registrar, Paying Agent and
Transfer Agent functions for the COP issue.
FINANCIAL STATEMENT: In September 1987 , the City paid Pacific Trust Company
$4,046. 30 for annual fees associated with servicing
the 1985 COP issue. Under the proposal from the Bank
of California, the City would have paid $3,141.50
(including the one time $500 start up fee) , which
would produce a savings to the City of approximately
$905. 10.
DESCRIPTION Recently, the City Council approved the use of the
Bank of California to function as the Registrar, Transfer Agent , Paying
Agent and Trustee for the 1988 Certificate of Participation issue on the
Civic Center project. Staff anticipated that Pacific Trust Company would
continue to function as the Transfer Agent, etc. , for the 1985 issue.
Within the last week, the Underwriters for the 1988 issue identified some
advantages to the Bank of California in their managing both the 1985 and the
1988 issues. The Bank subsequently submitted a proposal to Staff to perform
the function of Paying Agent , Transfer Agent and REgistrar for the 1985
Certificate of Participation issue. A comparison of the Bank of
California' s proposal to the existing fee agreement with Pacific Trust will
result in an approximate savings to the City each year of $1,400.
To simplify the process of managing the outstanding 1985 COP' s through the
escrow account, and to provide a savings to the City over the life of the
1985 Certificates of Participation, Staff recommends that the -Council
authorize Staff to terminate the Pacific Trust Company agreement and to
contract with the Bank of California for the services of Paying Agent,
Transfer Agent and Registrar.
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COPIES TO:
ITEM NO
FEE AGREEMENT
THIS AGREEMENT; made and entered into this day
of 1987, between the
hereinafter called "ISSUER" and THE BANK OF CALIFORNIA N. A. a
national banking association, hereinafter called "BANK".
W I T N E S S E T H:
WHEREAS, ISSUER may from time to time authorize and issue
Bonds, Certificates, or Notes and wishes BANK to act as
Transfer Agent, Paying Agent and Registrar on said Bonds,
Certificates, or Notes.
ISSUER may ,from time to time include other issues under
the terms of this agreement.
WHEREAS, BANK wishes to act as Transfer Agent, Registrar,
and Paying Agent.
NOW, THEREFORE, ISSUER hereby appoints BANK its Transfer
Agent, Paying Agent and Registrar.
1.- ISSUER will, on or before interest or principal is due
to be paid, deposit immediately available funds with BANK;
otherwise BANK will not be required to make any payments.
2.- BANK will cause all of said Bonds, Certificates;" or
Notes to be honored in accordance with their terms, for
registration, transfer, or payment. Any float from uncashed
checks, or failure to present matured or called Bonds, will be
to the benefit of BANK.
3.- ISSUER will deliver or cause to be delivered to
BANK, within a reasonable time the following documents:
- Original issuance instructions.
- - Supply of blank certificates.
- Certified Legal opinion.
- Maturity schedule.
4.- ISSUER will pay to BANK fees as set forth below:
INITIAL . EE: (per issue)
For Administrative review of documentation and
preparation for closing. $500. 00
ANNUAL ADMINISTRATION FEE:
For each issue: $500. 00
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WIRETRANSFERS: ( if applicable)
For each directed wire transfer rOia Witt {ratisya.1 $
OPERATIONAL CHARGES:
Registration, issuance or transfer - each piece ` $ 1.65
For each certificate retired
= .50
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Annual maintenance of accounts, per registered holder: $ ,:3.75
(Includes the payment of semi-annual registered
interest,=. correspondence and research, documentary
transfers, replacement of lost or missing checks,. and
reconcilement of issued checks.) 4375.00 minimum charge
Replacement of certificates (lost, stolen or destroyed)
each transaction 25.00
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Payment of certificates upon maturity or call
each certificate $ ' .. 2.00 -
TAX REPORTING: (if applicable)
Filing of tax forms -each registered holder $ 1.75
Solicitation of tax identification numbers -each : $ .25
REDEMPTIONS PRIOR TO MATURITY: (if applicable)
-Selection of certificates and preparation of notice.
of redemption -each redemption $ 500.00
BOND INSURANCE: (if applicable)
Safekeeping and maintenance of policy $ 500. 00
ADDITIONAL-SERVICES:
The above fees are in connection with services mentioned. Should
additional' services be required, not set forth 'above, ' or
` -- services during default, a reasonable charge for those services
OUT OF POc.tc ' EXPENSES: ;
Out of pocket expenses, such as (but not limited to) : postage,
stationery, disbursements and advances incurred or made pursuant
to the performance of duties, outside counsel fees, co-agent
fees (if any) , cost of printing, publication, and the
microfilming and returning of cancelled certificates, are in
addition to the above fees.
5.- The above schedule is subject to change upon providing
at least ninety., (90) days advance written notice.
6.- Any notices and correspondence should be mailed or
delivered to BANK at The Bank of California N. A. Corporate
Trust Department, 400 California Street, 10th floor, San
Francisco, CA 94104 and' to ISSU±a( at
or to such other place as either party shall designate in
writing to the other.
• 7.- ISSUER may terminate this agreement by giving at least
ninety (90) days written notice to BANK.
8.- BANK may terminate this agreement by giving at least
ninety (90) days written notice to ISSUER.
The terms and conditions of this agreement are intended for
the mutual benefit of ISSUER and BANK, and are not intended
to give any third party any right or claim, hereunder.
- IN WITNESS WHEREOF, the parties have caused these presents
to be duly executed, the day and year first above written.
ISSUER -
• By.
Title
By
Title
THE r'�
CALIFORNIA N. A.
+I •, •
By
--`-- =----._•. - _ - -.------.._•__ ------Title -Assistant Vice President
By
Title
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