Resolution 1987-03
~
~
.
.
-
-
RESOLUTION NO. 87~3
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GILROY
APPOINTING WULFF, HANSEN & CO. AS MANAGING UNDERWRITER.
WHEREAS, this City Council proposes to authorize the
issuance of and to sell bonds pursuant to proceedings to be
undertaken for the financing of public improvements required
for a future sewage treatment plant, and
WHEREAS, this City Council, upon the terms and conditions
hereinafter set forth, desires to appoint a managing underwriter
to underwrite said bonds and to render advice and perform
services customary with respect thereto;
NOW, THEREFORE, IT IS HEREBY RESOLVED by the City Council
and ordered that:
1. Wulff, Hansen & Co. be, and is hereby, appointed as
Managing Underwriter with respect to said bonds.
2. As Managing Underwriter, Wulff, Hansen & Co. will
a) fully advise and make recommendations to staff
and this City Council with respect to the
security, structure, timing, terms and other
conditions pertaining to the issuance of said
bonds;
b) submit at the appropriate time or times to this
City Council a contract or contracts for the
purchase of said bonds or each series thereof;
G) as a condition of award of sale of said bonds to
Wulff, Hansen & Co., assume full responsibility
for due diligence investigation and disclosure
and prepare and circulate at its expense preliminary
and final statements with respect to said bonds;
d) render all other services customarily performed by
a managing underwriter with respect to a
negotiated sale of bonds of the type proposed.
3. J-Paul Dumont, Senior Vice President, will directly
supervise and be responsible for the duties to be performed
by Wulff, Hansen & Co. pursuant to this appointment.
4. This City Council recognizes that Wulff, Hansen & Co. will
commit, on a fully contingent basis, considerable time and
expense in the performance of such services and thus
requires assurances that such time and expense will be
RESOLUTION NO. 87-3
-1-
.
.
compensated for arid recovered in the process of
underwriting the issue of said bonds. All fees and
expenses of Wulff, Hansen & Co. will be payable solely
from the proceeds of the bonds if and when issued.
5. If this City Council determines that Wulff, Hansen & Co.
is not satisfactorily performing the services which it
is hereby appointed to perform or if a satisfactory bond
purchase agreement cannot be reached, this City Council
may discontinue the services of Wulff, Hansen & Co. as
Managing Underwriter.
PASSED AND ADOPTED this 19th day of January 1987 by
the following vote:
AYES:
COUNCILMEMBERS: KLOECKER, MUSSALLEM, PALMERLEE,
VALDEZ and HUGHAN
COUNCILMEMBERS: NONE
COUNCILMEMBERS: ALBERT and GAGE
NOES:
ABSENT:
RESOLUTION NO. 87-3
-2..
~
.
.
I, SUSANNE E. STEINMETZt City Clerk of the City of Gilroy, do
hereby certify that the attached Resolution No. 87-3
is an original
resolution, duly adopted by the Council of the City of Gilroy at a regular
meeting of said Council held on the 19th day of January t 19~, at
which meeting a quorum was present.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the
Official Seal of the City of Gilroy this 28th day of
19 87.
January
(Seal)
~