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HomeMy WebLinkAboutTC Res 1993-03-31 (5) " ~ I-- .. -- RESOLUTION NO. 2911 RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF TIBURON APPROVING AGREEMENT FOR LEGAL SERVICES GILMARTIN DRIVE REFUNDING DISTRICT NO. 1993-1 The Town Council of the Town of Tiburon resolves: This Council approves that certain agreement between the Town of Tiburon, and STURGIS, NESS, BRUNSELL & ASSAF a professional corporation, for services of that firm as Special Bond Counsel for the issuance of refunding bonds for Gilmartin Drive Refunding District No. 1993-1, Town of Tiburon, Marin County, California, dated March 31, 1993, and attached to this resolution. The Mayor is authorized to sign the agreement and the Town Clerk is authorized to attest its execution. * * * PASSED AND ADOPTED at an adjourned meeting of the Town Council of the Town of Tiburon on March 31, 1993, by the following vote: AYES: Councilmembers Friedman, Kuhn, Nygren & Thompson NOES: None ABSENT: Coun~ilmember Thayer ALVIN R. KUHN, MAYOR Town of Tiburon ATTEST: BY~/b_&~~ RESE M. HENNESSY, CLERK -- ( ( ..~ I"" AGREEMENT FOR LEGAL SERVICES GILMARTIN DRIVE REFUNDING DISTRICT NO. 1993-1 TOWN OF TIBURON This is an agreement for iegal services between the Town of Tiburon, a municipal corporation of the State of California, referred to as Town, and STURGIS, NESS, BRUNSELL & ASSAF a professional corporation, Attorneys at Law, Emeryville, California, referred to as Bond Counsel. 1. Town retains Bond Counsel as special counsel to perform the following legal services relating to Gilmartin Drive Refunding District No. 1993-1, Town of Tiburon, Marin County, California. r--- (a) Preparation of all forms of resolutions, notices, affidavits, and other documents required by the Refunding Act of 1984 for 1915 Improvement Act Bonds (the "Act"), including the legal format of the reassessment report required by Section 9523. (b) The preparation of written instructions to Town's Clerk and other staff members concerning the performance of legally-required duties. (c) Review of documents prepared by Town's engineering staff or consulting engineers, including reassessment diagram and reassessment roll. (d) Attendance at all public meetings of Town at which matters relating to the reassessment district are considered, except routine matters. (e) Attendance at staff meetings or meetings of property owners, upon the request of the Town, after reasonable notice. r--- -~. ( ( I"" (f) Telephone consultation with staff members and property owners to answer legal questions about the reassessment proceedings. (g) Arrangements for the printing of refunding bonds to represent unpaid reassessments. (h) The preparation of a record of assessment installments for the use of the County Auditor, if required. (i) Arrangements for the sale of refunding bonds either by negotiation or by public bid, at the option of Town, including a review of financial disclosure requirements and, if required, the preparation of the notice inviting bond bids. (j) The preparation of bond delivery documents. (k) The rendition of a legal opinion on the validity of the refunding bonds and the proceedings leading to their issuance. (1) Preparation of a transcript of the legal proceedings in loose-leaf form for the use of the Town. r--- (m) Preparation of the required reports to the California Debt Advisory Commission (pursuant to section 8855 et seq. of the Government Code) and to. the Internal Revenue Service (pursuant to section 149 of the Internal Revenue Code of 1986). (n) Preparation and execution of a program to collect delinquent reassessments on behalf of Town, including the filing and prosecution of foreclosure actions in Superior Court in connection therewith. ~ 2. The services of Bond Counsel under this agreement shall not include the following: (a) Legal services in connection with the acquisition of interests in real property, either through negotiation or through exercise of the power of eminent domain. (b) Legal services in connection with litigation. The performance by Bond Counsel of services excluded by this paragraph, if required by Town, shall be under separate oral or written agreement. r-- 2 -~ ( ( I"" 3. In consideration of the services set forth in paragraph 1, Town shall pay to Bond Counsel the following fee and costs: (a) The legal fee shall be an amount equal to one-half of one percent (1/2%) of that portion of the amount assessed not exceeding $10 million, plus one-quarter of one percent (1/4%) of that portion of the amount assessed exceeding $10 million. (b) Costs shall be reimbursed to Bond Counsel as follows: 1) Filing and recording fees and publication costs advanced on behalf of Town. 2) The cost of preparing auditor's record, if required: 7 cents per assessment for each year of the bond issue,. with a minimum of $30.00. 3) Costs of Federal Express or similar delivery service. r--- 4) Cost of preparation of notices to property owners. The cost of other services for which Bond Counsel makes arrangements under this agreement (such as bond printing costs) shall be billed to the Town and shall be paid by Town directly to the payee. (c) Payment by Town of the legal fee is contingent upon the levy of reassessments and the sale and delivery of improvement bonds representing unpaid reassessments in the reassessment district. If for any reason, reassessments are not confirmed and bonds delivered, Bond Counsel shall be paid no legal fee. Both the legal fee and costs are payable upon delivery of the bonds. 4. Bond Counsel certifies that it has no interest, either direct or contingent, in any property or contract arising from or affected by the reassessment district, except as Bond Counsel under this agreement. Bond Counsel does not represent any owner of property within the proposed boundaries of this ~ 3 T' I"" r .- ( ( reassessment district, and has not received a fee from any source for services connected with the project. DATED: March 31, 1993 TOWN OF TIBURON, a municipal corporation of the state of Ca 'fornia By Mayor ATTEST: B STURGIS, NESS, BRUNSELL & ASSAF a professional corporation By Edwin N., Ness " 4