Resolution 10128CITY OF ALAMEDA RESOLUTION NO. 10128
ACCEPTING PROPOSAL OF DREXEL BURNHAM LAMBERT INCORPORATED
AS AGREEMENT FOR SERVICES REQUIRED TO MARKET TAX AND
REVENUE ANTICIPATION NOTES AT PUBLIC SALE
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ALAMEDA
that the proposal of Drexel Burnham Lambert Incorporated, dated
May 16, 1983, a copy of which is attached, to provide the
services the City will require to market its Tax and Revenue
Anticipation Notes at public sale, is hereby accepted; and
BE IT FURTHER RESOLVED that the City Manager and City
Clerk be, and hereby are, authorized to execute and to attest
to, respectively, said proposal on behalf of the City and said
proposal and this acceptance shall constitute the contract of
the parties hereto.
Drexel Burnham Lambert Incorporated
555 California Street
Suite 2540
San Francisco, California 94104
(415) 981 -7030
May 16, 1983
Mr. Ray Nobriega
Director of Finance
City of Alameda
City Hall, Room 301
Oak Street & Santa Clara
Alameda, CA 94501
Dear Mr. Nobriga:
We understand that the City of Alameda (the "City ") is preparing to sell its Tax and
Revenue Anticipation Notes (the "Notes ") in the approximate amount of $4,000,000.
Drexel. Burnham Lambert Incorporated is pleased to submit its proposal to provide the
services the City will require to market the Notes at public sale. Such services will
include, but not be limited to, the following:
1. Assemble, review and analyze available financial and economic data and
information which may have a general bearing on the financing.
2. Based on the foregoing analysis, prepare a general review and description of the
Notes including the purpose, benefits, estimated costs and other pertinent information and
outline details relating to the proposed offering, including the amortization schedule, call
features, sources and amounts of funds to be used in amortizing the costs and other
related data.
3. Assist Bond Counsel with the preparation of necessary resolutions and other
legal documents and make recommendations as to the exact terms and conditions under
which the Notes are to be issued and sold, including timing and method of sale, the
issuance of additional Notes, covenants and other provisions in order to secure the best
possible rating on the Notes.
4. Prepare the text and other material for an official statement or prospectus
describing the Notes, their security, and the economic and financial background of the
City.
5. Make every effort to obtain a bond rating for each proposed issue to the end
that such Notes may be sold for the lowest possible cost. Drexel Burnham Lambert shall
inform Moody's Investors Service and Standard & Poor's Corporation of all information
required by such agencies necessary in establishing such rating and make such trips and
schedule such conferences with such agencies as may be necessary to obtain the highest
possible rating on the Notes.
6. Drexel Burnham Lambert shall be available at reasonable times by telephone or
Member of principal stock and commodity exchanges
Mr. Ray Nobriega
May 16, 1983
Page 2
at the offices of the City to discuss on a continuing basis the results of studies and
analyses and generate such additional information as desired or requested.
For providing the services outlined herein, Drexel Burnham Lambert shall be paid a
fee in the amount of $12,000. Such fees shall only be paid upon successful delivery of the
Notes by the City.
Drexel Burnham Lambert shall bear all out -of- pocket costs and expenses, including
without limitation, travel, telephone, stenographic work, and the like, incurred by us in
performing our duties and obligations, unless the incurring of such costs and expenses is
specifically authorized in writing by the City. Drexel Burnham Lambert is not responsible
for and shall not be held liable for any other expense or expenditure in connection with
the financing program.
The City shall bear all costs of issuance of the Notes including the costs of printing
the official statement, the securities or other legal documents, fees of bond counsel and
rating agency fees.
If the above proposal is acceptable by the City, please return one executed copy of
this engagement letter to us. We look forward to having the opportunity to work with you
on this project.
Very truly yours,
Michael H. McCann
Vice President
Accepted this the day
of , 1983.
By
Title City Manager Approved as to form:
Attest:
City Clerk City Attorney
I, the undersigned, hereby certify that the foregoing Resolution was
duly and regularly adopted and passed by the Council of the City of
Alameda in regular meeting assembled on the 16th of August, 1983, by
the following vote to wit:
AYES: Councilmembers Gorman, Hanna, Monsef and President Diament - 4.
NOES: None.
ABSENT: Councilmember Lucas - 1.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official
seal of said City this 17th day of August, 1983.
Deputy City Clerk of the i ty of Alameda