HomeMy WebLinkAbout5.1065 Original ContractFINANCIAL ADVISORY SERVICES AGREEMENT
This Agreement is entered into the IC day of 2uj, 2010, by and between the City of Port Angeles,
Washington "the Issuer and Piper Jaffray Co. (the "Financial Advisor
The Issuer requires financial advisory services (the "Services in connection with the execution and
delivery of all financings on behalf of the issuer that may take place during the term of the Agreement.
In consideration of the mutual covenants and stipulations hereinafter set forth, the parties agree as
follows:
Section 1 Scone of Services: The Scope of Services shall include assistance in the areas as described
in Attachment A. Scope of Services, whether verbally or in writing, or both.
Section 2 Compensation: Compensation for the Services provided under this Agreement shall be
based on the following:
$1.50 per $1,000 par value of securities;
A minimum of $8,000 shall apply to all debt issues;
Section 3 Expenses: The Financial Advisor will be responsible for all of the Financial Advisor's out
of- pocket expenses, including communication, cost of financial analysis and reports prepared in
fulfilling its duties outlined herein.
Section 4 Term of Agreement: The term of this Agreement shall begin on the date of execution set
forth above and shall continue until June 1, 2011 or termination in writing by either party.
Section 5 Miscellaneous:
a) This Agreement will be governed by the laws of the State of Washington.
b) This Agreement may not be modified or assigned except in writing executed by both
parties.
The parties have executed this Agreement on the date first above written. By the signature of its
representative below, each party affirms that it has taken all necessary action to authorize said
representative to execute this Agreement.
CITY OF PORT ANGELES, WASHINGTON
By: 7/ 4.--
By:
Its: City l i'ger Its:
Page 1
PIPER JAFFRAY CO.
Managing Director
Alf
5 .10 (05
ATTACHMENT A
I. SCOPE OF SERVICES
For the City's bond financing needs, including the issuance of general obligation bonds, revenue
bonds, special assessment bonds, and refunding bonds, the Financial Advisor will:
1. Recommend a method of sale whether through the competitive or negotiation process, or as a
private placement.
2. Recommend transaction structure and sale terms.
3. If a competitive sale is selected, assist in the preparation of bids, formation of bidding syndicates
and review of the bids received.
4. If a negotiated sale is selected, advise the City concerning the number and qualifications of the
managing underwriters and their compensation level, market trends, and interest rates proposed
by the managing underwriters at the point of entry to the market.
5. Recommend timing of issuance of bonds, including advisability of interim financing.
6. Assist in preparation of any Preliminary and Final Official Statement to be used in connection
with any securities offering.
7. Assist in the planning and conducting of rating agency presentations.
8. Prepare post sale analysis describing the results of the sale in comparison with other financings in
the market.
9. Attend meetings to present recommendations and analysis and otherwise participate in the
financings to assure that the structure, purpose, terms and costs of the issue are consistent with
the City's best interests and industry practices.
10. The Financial Advisor has the responsibility to bring forward any actual or potential problems
that the Financial Advisor may identify and provide recommendations regarding their solutions
The Financial Advisor may also be requested to assist in the following matters:
1. Prepare written or oral analyses of unsolicited proposals from investment bankers.
2. Prepare brief financial studies and reports relating to potential financings, outstanding financings
or funding alternatives for new projects.
3. Identify and recommend refunding opportunities.
4. Assist in financial presentations to banks and other interested parties.
5. Provide other financial advice to the City which is not directly related to a project financing.
TX (MEMORY)
DATE START
JUL 28103.20
Tr Ina Nevaril
Senior Accountant
PO BOx 1150
Port Angeles, WA 90362
Phone (360) 417 4624
Fax (300) 411 4609
Fax
To
Fax:
Phone:
Re:
TMI RECEIVER
PM182062547227- 3401974
TOTAL
Jane Towery From: Trina Nevaril
206 254 7227 Pages: 3
Date: 7/28/2010
Financial Advisory Services Agreement CC:
Urgent For Reviiow II:go se Comment Please Reply Please Recycle
Comments: The signed agreement is attached.
TRANSACTION REPORT
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City of Port Angeles
DEPTIFILE
1 1851
Trina Nevanl
Senior Accountant
PO Box 1150
Port Angeles, WA 98362
Phone (360) 417 4624
Fax (360)417 4609
To: Jane Towery From Trina Nevaril
Fax: 206 254 7227 Pages: 3
Phone: Date: 7/28/2010
Re: Financial Advisory Services Agreement CC:
Comments: The signed agreement is attached
City of Port Angeles
Urgent For Review Please Comment Please Reply Please Recycle