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Home My WebLink AboutResolution-1974-0322 Introduced by Alderman Hulsey RESOLUTION NO, 322 5eries of 1974 WHEREA5, it has been determined that it is essential to the betterment and safety of the City of Wheat Ridge that certain expenditures such as reconstruction of streets and storm drainage improvements be supported by a general obligation bond issue, and WHEREAS, it is necessary and desirable for the City to have the advice and assistance of expert legal counsel thoroughly experienced and knowledgeable in the law relating to municipal bond issues, and WHEREAS, Robert M. Johnson of Dawson, Naqel, Sherman & Howard, is so experienced and expert in the said field of municipal bond issues, NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of W~eat Ridge, that: Section 1, Robert M. Johnson be and is hereby appointed and retained as special legal advisor to provide legal services as may be required by the City of Wheat Ridge in connection with the forthcoming proposed bond issue. Section 2. As to Robert M. Johnson, the remuneration for all such services shall be in accordance with the schedule of fees in the attached letter dated July 9, 1974, from Dawson, Nagel, Sherman ~ Howard to be paid by the City of Wheat Ridge following the receipt of statements for such services from the firm of Dawson, Nagel, Sherman & Howard. DONE AND RESOLVED this 11th day of July , A. D., 1974, by a vote of 4 to 2 ~ ,,?Air-/L - _~v -- paUl)? Abramson, Ph.D. Mayor ATTEST: "FLKER ~ "1 "t>, x ,- N 2' IGN<;' TL. r,r,t':R ~ <=::S B D"',-E y L!\I:;lRY M "1AKER rHARlE5 EC','IAhD PAUAER _'I\f..'[S E H^IJTZI~~r;ER [,C,hJ H ::",ERWC;'D H~''l;:::'" R '-"EOEr,ICKSQN 'J.' ['" '10 pt. ~ ~ LE- _,t.Mt__ L __,',r ~J HA,M ~'I_L lJ.., ..... q~f-BERr;ER DAWSON, NAGEL, SHERMAN & HOWARD FFJI> l. A "'A' ,-C"J ~.' 'E_ ,::. l'Er:;'.1Al.,JR ','v' 'C'~="N 5 HOV,ARD Pc,;::;<::r~7 r>.' -.JrhNS0N " ,-<' " ~ ,-"'O".:RWOOO .JR 1 "" L= r r;, "" ~, 1900 FIRST NATIONAL BANK BUILDING DENVER,COLORADO 80202 -.JAMES H PERSHING '1863 '948, ROBERT G BOSWORTH i'888 I~.'" 4 266-3401 AREA CODE 303 LEWIS A DICK ,1889 g.41 '''I' ,~ ,",_.;r'j Y',VELL '" ~~ 'r -;' R C, "], 1 Q E "'HEr-, Bqt:~~ (" ::0 Ar-. € .-AUVLQ ""A<'MAN 6 Lex July 9, 1974 - AS..L .6,Oj ... "l. >-i :: r R- E L'<..LE ,-',ANOLlR VI"HER ~HRISTOPHER LAt--.E =I~AIG A CHF<ISTENSEN P"'O'L _ c-,,-HLAIICH j.<. "T A I\ALJFMANN U ,'JAYNE COON R MIl:HAEL SANCHF: ~HEODORE E WORCEC:;.i:.F' A.r~ORFW L BLAIr; ,~II'; RODNFY C KNUTSON STEPHEN f. KR'O:GSTF.I~~ ;:OWARQ IV NOTTINGHAM HAL B TLTlOR .lArK M f.1Ef/RITT", FPF:OERICK Y YU '. rLAY W'"'ITLOW F'AMELA A PAl Attachment to Resolution Noo 322 Page 2 .lheat Ridge City Council c/o William E. McCarthy, Esq. ilheat Ridge City Attorney P. O. Box 610 \fueatridge, Colorado 80033 Dear Sir: Ci ty of Wl.eat Ridge, Colorado General Obligation Various Purposes Bonds $7,000,000.00 (?) Reference is made to the recent conference and the subsequent telephone conversations between you and the writer of this letter concerning the above-captioned matter. He sugge3t for your consideration an agreement be- tween the Ci ty of Hhe at Ri dge (he rein the "Ci ty") and this [irm for our employment as bond counsel in connection with the proposed above-captioned bonds under our current standard sclwQule of fees for general obligat-Lon bonds on'::dc: fO.Llow- ing basis. \1e would con'cemplate being reir,1bursed for any dis- bursements incurred by us, including, without limitation, any travel expenses (outside the Metropoli~tan Denver area), the cost of telephone calls and telegrams, and possibly printing expenses, e.g., cost of multilithing abnormal quantities of proposed proceedings or other material or Xeroxing substantial quantities of material. (Usually such disbursements, if any, are relatively nominal.) In addition we would contemplate being relmbursed for any trips outside the Metropolitan Denver area, e.g., for making trips to possibly WaShington, D.C., possibly i-.Jew York City, or possibly elsewhere, at the rate of $350.00 4&1}- DAWSON, NAGEL, ShERMAf\l & HOWPr<u rnleat Ridge City Council July 9, 1974 P age Two Attachment to Resolution No, 322 Page 3 per day or fraction of a day, regardless of whethe~ or not bonis are issued, and regardless of the amount of any "basic fee" and any "supplemental fee" for which provlsion is hereinafter made. (:1/e do not foresee, however, at this time any necessity for, nor any probability of, any such "out-of-Denver" services.) In addition, if bonds are issuec, we would contemplate that our "basic fee" would be determined l::y the princi;-:Jal amour.t of Die bonds issued at anyone time or an' series, d~cording to the followiilg~ Amount of Bonds General Obligation Bonds Uo To: Basic Fee $ 200,000 250,000 300,000 350,000 400,000 "150,000 500,000 550,000 600,000 650,000 700,000 750,000 800,000 850,000 900,000 950,000 1,000,000 1,500,000 2,000,000 2,500,000 3,000,000 3,500,000 4,000,000 4,500,000 5,000,000 :;,500,000 6,000,000 6,500,000 7,000,000 7,500,000 8,000,000 8,500,000 9,000,000 9,500,000 10,000,000 $ 1,200 1,350 1,500 1,650 1,800 1,900 2,000 2,100 2,200 2,300 2,400 2,500 2,600 2,700 2,800 2,900 3,000 3,500 4,000 4,500 5,000 5,500 6,000 6,500 7,000 7,500 8,000 8,375 8,750 9,125 9,500 9,875 10,250 10,625 11,000 ~~~ DAWSON, NAGEL, SHERMAN & HOWARD Hheat Ridge City Council July 9, 1974 P age Three Attachment to Resolution No, 322 Page 4 Suppleillental Fee: If bonds are submitted to the City's electorate for approval, our fee will include $500 for our services concerning U1e election, regardless of whether bonds are approved or disapproved thereat, regardless of the number of bond questions submitted, and regardless of whetLer any basic fee is due under the foregoing schedule upon the issuance of bonds. The foregoing fees would be for services normally performed by bond counsel, including, without limitation, the study of u1e federal and state constitutio~s, any relevant federal and state acts, conferring wi tll aDY financial consul- tant employed 'JY the Ci 1:.y, CIllO. any other cu .,,;ultants, the City's officials, including the City AttOJT2Y, their represer- tatives, and any other interested person representlng the City, the preparation of proceedings pertaining to the pro- posed bond issue, in cooperation with other interested per- sons, a review of an official statement or other offering material prepared by Ule City or its financial consultant or ot;1er interested person if we are requested to do so, an examination of u1e transcript of proceedir.Cj'_ concer, ~ng trn LlLlorizatioll, sale and L3s~ilnce or the oc_::;,s, an 8)<' ;ninat~,. anu approval of executed Dond numbered onE uf each s8ries o. bonds issued, and the issuance of our final approvlng opinion pertaining to each bond series. It is not conteillplated under the foregoing "basic" and "supplemental,r-bond fee schedules: 1. That we shall render any subs tantial services not customarily rendered by bond counsel, e.g., ser- vices in connection with the preparation or any con- tracts more or less unrelated to the issuance of bonds, or any substantial services in connection with any liti- gation which might develop in connection with any bond issue (we do not foresee the development of any liti- gation except for the usual risk of some dissident per- son commencing a hostile suit); nor 2. That if any temporary financing should become necessary, any services which we would perform in con- nection therewith would be covered by the sugCje3ted agreement herein delineated (in such eVen"c it would loe necessary for an agreement to be reached concerning our services and fees pertaining to any temporary financing at such time when the details concerning the proposed temporary financing should become sufficiently crystal- lized for such matters to be resolved; but we are not aware of any temporary financing being contemplated at this time and such financing is atypical); nor M DAWSON, ,"AGEL., SMlrlMAN & nGv,ARC, -- vJheatridge City Council July 9, 1974 Page Four Attachment to Resolution No, 322 Page 5 3. That t~e foregoing fee is for any sU0s~antia~ services rendereo. in the prepi'lra tion of i'lny ins trwnen t wilicn is to be filed with any state, federal or other regulatory agency, e. g., the Securities and Exchange COfnmis.3ion, the Internal Revenue Service, etc., other than as hereinafter stated, nor for any collateral ser- vices relating thereto (pending bills in Congress and pending and proposed rules and regulations of both the Securities and Exchange Comrnission, and the Treasury Department and Internal Revenue Service, if adopted, with or without moc:iificution, migilt r,lateriul 1:' affect procedures pertaining to tile issuance of m,.n. '-: L pal securit.>.0s; aneL wilile we do flOt nO'fi belieVe . Sc.ch services wLLl oe required of us, rapie. alt_d_'~'-''' inter mittent developments in the past several years in tius area and the existence of numerous conflicting pressures upon members of Congress and such feneral asencies make quite hazardous any forecast in the area in qJestion) ; nor 4. I',lcl~ c.;lis Ilrm (ratr_e.c :.,.an em inv,,,,, ",,"nt banking firm or representatives of the City) si1d11 be primarily responsible for the preparation of a pro- posed official statement, in preliminary or final form, pertaining to the sale of any bond issue. ;Je 0.0 contemplate, however, under the foregoing sC.ledules of fees, :L8questing, if any such request appears necessary or desiraole: (a) The Securities and Exchange Co~~ission for a no-action letter; and (b) The COHl.illissioner of Internal Revenue for an exemption letter. Presumably no such request will be made nor be desirable. If you have any questions or other comraents please so inform us. Thank you again for your consideration of this firm. Yours truly, if: ~. RMJ/pam ~~~ ~~ 1ii111