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HomeMy WebLinkAboutResolution - 327 - Authorizing Cremation of Paid Street Improvement 1968 GO Bonds & Coupons - 02/10/1970 AGREE1,1ENT AGREEMENT, Made this 1 'IC-) day of Feb—u`-''y _? 1970, bet<,Yeeri VILLAGE OF EDEN PRAIRIE, Hennepin County, Minnesota, organized and existing under the la�,rs of the State of Minnesota , hereinafter called the "Village'' and NORTHWESTERN NATIONAL BANK. OF MINNEAPOLIS, an association or- ganised and existing under the laws of the United States of America, herein•• after called the "Agent. " WITNESSETI1: 1. !'he Village hereby confirms its appointment of the Agent as Paying Agent for the following described bond issues: Village of Eden Prairie Hennepin County, Minnesota Improvement 10- 1-68 Village of Eden Prairie Hennepin County, Minnesota General Obligation 10- 1-68 Pursuant to Section 475. 553 of Minnesota Statutes 1961, as amended, the Village her.ery appoints the Agent as Accounting and Cremation Agent for the above- described bonds and all coupons appertaining thereto, and the Agent accepts such appointment and agrees to perform the duties of Paying, Accounting and Cremation Agent on the terms and conditions hereinafter set forth. 2 . On or before the business day next preceding the maturity date for any installment of principal or interest on the bonds , the Village shall deposit with the Agent funds immediately available in an amount sufficient to pay the principal and/or interest becoming due on such date. The '!gent shall hold such funds in trust for the specific purpose of paying such installment of principal and/or interest. From the funds so deposited, the agent shall make payment of the bonds and coupons of such Series described above presented to it and, upon such payment, shall cancel such bonds and coupons , 3. As soon as reasonably practicable after December 31 of each year, commencing December 31, 1970, the Agent shall prepare and forward to the Village a report as to all bonds and coupons of the above-described Series paid and cancelled by it during the preceding twelve months period. Each report with respect to payment and cancellation of coupons and bonds shall set forth: ( 1) Maturity (late . (2) Coupon number . (3) Face amount of coupons. (4) Total number of coupons paid. (5) Denomination of bonds paid. (6) Total number of bonds paid. (7) Serial number of bonds paid, and in case of registered bonds , the name of the person in whose name the bonds were registered. (8) Total aggregate funds disbursed in payment of bonds and coupons . (9) Balance on deposit for payment of coupons and bonds at beginning of fiscal year. (10) Deposits during the year . (11) Balance on deposit at end of fiscal year. All bonds and coupons paid and cancelled by the Agent during any twelve months ' period ending on December 31st and described in such annual report shall be retrained by the Agent in its cancelled securities vault for an additional period of one year f olloc�i.ng each such December 31. Upon the expiration. of such additional period of one year, the Agent shall destroy by cremation said cancelled obligations and shall immediately prepare and execute an appropriate certificate as to such destruction. The certificate shall include a description of the obligations and the date of cremation. The description included in the Certificate shall contain the same information as required in the -report of cancellations and payments , except for the amount of deposits and balances on deposit, and copies of such reports may be attached to and form a part of such certificate. There shall be attached to each such certificate a cagy of the annual report referred to in paragraph 3 describing the obligations so destroyed. A copy of each such certificate shall be for- -2- % arded to the Village and a copy thereof shall be retained by the Agent as part of its permanent records until expiration of six years follo�,.ing the final maturity or redemption date of any bonds or coupons of the above- described Series. 4. The agent assumes responsibility for the proper payment and dis- posit Lon of the bonds and coupons of the above-described Series in. accordance with the provisions hereof and agrees to indemnify the District for any loss sustained by reason of duplicate payment, wrongful and improper payment to unauthorized persons , and non-payment to authorized persons occurring as a result of any cremation of Bonds or coupons. For the purpose of this paragraph, the Agent may treat the bearer or presentor of any bond or coupon payable to bearer as the owner thereof, and such bearer or presentor shall be conclusively presumed to be an "authorized" person, regardless of whether or not any other person may assert a claim to, or ownership of, or an interest in any such bond or coupon. With respect to bonds registered as to principal, or as to both principal and interest, the person in whose name such bond is registered as shown by the registration books of the Village, or the registration books maintained by the Paying Agent, if such Agent acts as registrar for the Village, shall be. conclusively presurned to be the owner of such bond. An "authorized" person for the purpose of receiving payment of any such bond shall be deemed to include such registered holder, the assignee of such registered holder, provided a written assignment in form satisfactory to the Paying Agent and executed by the registered owner accompanies such bond .when presented For .;payment, or the bearer or presentor of any such bond if a written assignment in blank, executed by such registered owner, and in form satisfactory to the Paying Agent, accompanies such bond when presented for payment, regardless of whether or not any other person may assert a claim to , or o�.-nership of, or an interest in any such bond. The Agent shall not pay any claims for alleged lost or destroyed orders unless duplicates have been issued by the Village in accordance with the -3- -1aw,. In the event that the Village shall have issued such a duplicate obligation, and should a duplicate payment result therefrom, the Agent shall undertake to use :its best efforts to assist the Village in processing any claims for refund or any claims under any bond of indemnity furnished in connection therewith, but assumes no responsibility with respect to any such duplicate payment. 1'he Agent shall not be liable for any loss arising out of any act or omission of the Village, or any officer or employee thereof. 5 . For its services as Paying Agent and Accounting, Storage and Cremation Agent, the Village undertakes to pay the Agent the fees set forth in Schedule A hereto annexed . VI GE OF EDEN PRAIRIE By List.— S R 7� Its NORTHWESTERN NATIONAI, BANK OF MINNEAPOTIS By }� Its SENIOR VICE PRT.DENT Rc CASHIER C.��-��. ,. �� �c- 4• t:�-fir -_-_ Its ASSISTANT VICE PRESIDENT NORTHWESTERN NATIONAL BANK OF MINNEAPOLIS SCHEDULE "A" Fees for services as Paying Agent, and Accounting, Storage and Cremation Agent . As Paying Agent : 1/4% of interest due each due date 1/$%, of principal due Minimum charge of $3 .00 each due date As Accounting, Storage and Cremation Agent : Coupons from $1,000 bonds $.01 each Coupons from $5,000 bonds $ . 03 each If reporting; of bond Serial. Number of Coupons is required, an additional charge of $ .02 each to be added to above schedule. Bonds of $1,000 each (Serial number listed) $. 05 each Bonds of $5 ,000 each (Serial number listed) $ . 12 each Minimum annual fee of $25.00 for each issue.