HomeMy Public PortalAboutR 98:142 '98-142 Date of Adoption_ May_28, 1998
PROFESSIONAL SERVICE CONTRACT FOR
BONDING ATTORNEYS
WHEREAS, there exists a need for professional services for bonding attorneys; and
WHEREAS, bonding attorneys are a professional service exempt from the
requirement of public bidding pursuant to N.J.S.A. 40A: 11-5 (l) (a); and
WHEREAS, the Local Finance Officer has certified that funds are available.
NOW, THEREFORE, BE IT RESOLVED that the Mayor and Council of the
Borough of Carteret does hereby approve the appointment of McManimon and
Scotland at a maximum cost not to exceed $400.00 plus disbursements.
BE IT FURTHER RESOLVED that the Mayor and Borough Clerk are hereby
authorized to execute said contract.
1T IS FURTHER RESOLVED that the contract is awarded without competitive
bids in accordance with N.J,SA 40A:11-5 (1) (a) due to the specialized and
professional nature of the services provided,
IT IS FURTHER RESOLVED that a notice of this action shall be published in the
Home News Tribune on June 2, 1998.
Adopted this28th day of May, 1998
and certified as a true copy of the
original on May 29, 1998.
KATHLEEN M. BARNEY,
Municipal Clerk
REC()I~,I) ()lr COUNCIl. VOTE
_ CRILLEY x ~__~.~ x~ FAZEKA$
__DUPONT , x ~GUTOWSKI
~FAILACE x 0 ' BRIEN
X - Indicate Vu~e AB - Absent NV - Not Voling XOR - Indicalcs Vole Io Ovcrnde Velo S j
Adopted at a meeting of the Municipal Council / ff _~lay 28, 1998
~£~ ~er~l~ TEL (908) 541-3800
FAX (908) 541-8925
61 COOKE AVENUE
KATt~iLEEN M. BARNEY
MUNICIPAL CLERK CARTERET, NEW JERSEY 07008
Date: May 28, 1998
TO: Patrick DeBlasio, Treasurer
Borough of Carteret
REQUEST FOR CERTIFICATION OF AVAILABLE FUNDS:
For: Bonding Attorneys
Resolution #98-142
NameofAccount: McManimon and Scotland
AMOUNT TO BE ENCUMBERED: $400.00 plus disbursements
Assistant Municipal Cie~k
CERTIFICATION OF AVAILABILITY OF FUNDS
I, Treasurer of the Borough of Carteret, do hereby certify that there are sufficient funds available in
the current budget to enable the Municipal Council to authorize the entering into a contract between
the Borough of Carterct and:
The funds available for this contract are in the Budget, in the account of:
Le ~-*,/- o£
in the amount of:
By this certification, I have hereby encumbered the above named account for the amount of the
contract.
PATRICK J. DeBLASIO,
Treasurer
DATE:
1998, between the BOROUGH OF CARTERET, a body politic of the State
of New Jersey, herein designated as the ,,Borough," party of the
first part, and McMANIMON & SCOTLAND, L.L.C., Attorneys at Law with
offices at One Riverfront Plaza, Newark, New Jersey, hereinafter
designated as ,'Bond Counsel," party of the second part:
WITNESSETH:
1. The Borough desires to authorize and to issue its bonds
for various capital projects and to provide for the terms and the
security of such bonds in accordance with the laws of the State of
New Jersey. The Borough desires to finance such capital projects
through temporary and permanent obligations at the most
advantageous terms available to it.
2. Bond Counsel, in consideration of the making and the
signing of the within Agreement, agrees to render the following
services:
A. Bond Counsel will prepare or review all bond
ordinances adopted or to be adopted by the governing body.
B. Bond Counsel will assemble a certified record of
proceedings to evidence the proper adoption of each bond
ordinance in accordance with the provisions of the Local Bond
Law and other applicable New Jersey Statutes.
C. When the Borough determines to issue bonds, Bond
Counsel will prepare the necessary resolutions or other
operative documents to set up the bond sale and will submit
them to the Borough Attorney for review. Bond Counsel will
seek the advice of the Auditor in connection with the
appropriate maturity schedule for the bonds to be sold. Bond
Counsel will see to the printing and the distribution of the
Official Statement to those financial institutions that
customarily submit bids for new issues of New Jersey municipal
bonds of that type. It will arrange for the printing of the
notice of sale in The Bond ~ and will answer inquiries
made by the investment community concerning the bond sale.
Bond Counsel will attend the bond sale and will render legal
advice as necessary concerning the submission of bids for the
bonds in accordance with the notice of sale and the
requirements of law. After the bond sale, Bond Counsel will
prepare the bonds for execution, will prepare and see to the
execution of the necessary closing certificates and will
establish the time and the place for the delivery of the bonds
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13031 154340.1
to the successful bidder. Bond Counsel will attend the
closing with the appropriate officials, at which time the
bonds will be delivered, payment will be made for the b~n~s,
and Bond Counsel will issue a final approving legal opinionI
with respect to the validity of the bonds.
D. When the Borough determines to issue bond!
anticipation notes or tax anticipation notes, Bond Counsel
will prepare any necessary resolutions to authorize the sale
of such notes and will submit them to the Borough Attorney for
review. When the purchaser and the details of the notes have
been determined, Bond Counsel will prepare the notes for
execution and will prepare the .appropriate closing
certlflcat~. .' ' es and an aDDroving~_ legal opinion, with respect.il~t°
the notes. Unless requested otherwise, B~nd Counsel wi
forward the notes, closing papers and approving legal opinion~
to the Borough Attorney for execution and delivery.
E. Bond Counsel will provide basic advice in regard to
the effect of the federal arbitrage regulations on the
issuance of bonds or bond anticipation notes and the
investment of the proceeds thereof.
3. The Borough will make payment to Bond Counsel for
services rendered in accordance with the following schedule:
A. For services rendered or in connection with each
bond sale, a fee of $3,500, plus $1.00 per thousand dollars of
bonds issued for the first $15,000,000 of bonds issued and
$.75 per thousand dollars of bonds issued in excess of
$15,000,000.
B. For services rendered in connection with the
preparation or review of each ordinance and the compiling of
a certified record of proceedings in connection therewith, a
fee of $400. If the preparation of the ordinance involves
consultations, meetings or discussions that are out of the
ordinary, that is, services that are not described in Section
2 hereof such as attendance at. meetings, attention to
litigation or other matters described ~n Section 3G, there
will be additional fees to be charged at the flat hourly rates
reflected in subparagraph 3G. The fees for services in
connection with the ordinances will be charged periodically
during the course of the year.
C. The fee for any temporary financing including tax
anticipation notes involving a private placement shall be $.50
per thousand dollars of notes issued with a minimum fee of
$8OO.
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'01 154340.1
D. Services rendered in regard to arbitrage compliance
and related tax analysis and services involving disclosure and
official statement work in connection with the issuance of
bonds and bond and tax anticipation notes will be billed at
the flat hourly rates reflected in subparagraph 3G.
E. In the event that a Letter of Credit or similar
credit enhancement facility is used in connection with either
a bond or note issue, an additional fee based on the flat
hourly rates reflected in subparagraph 3G will be charged.
F. In the event of an advance refunding bond issue
providing for an escrow agreement and an investment of the
proceeds consistent with the restrictions of the Internal
Revenue Code to provide for the payment of a prior issue of
bonds, there will be a fee of $5,000 for each refunded issue
in addition to the fees described herein.
G. Services rendered on an hourly basis as reflected
above or beyond the scope of those specified above will be
billed at the hourly rates of $90 per hour for legal
assistants and a flat rate of $175 per hour for attorneys.
H. In the event that a bond sale is held but all bids
are rejected or the sale is cancelled, or this Agreement is
terminated prior to the sale of bonds, the fee to be charged
shall be based on hourly rates referred to herein.
I. Customary disbursements shall be added to the fees
referred to in this Agreement. These may include
photocopying, express delivery charges, travel expenses,
telecommunications, filing fees, book binding, messenger
service or other costs advanced on behalf of the Borough.
J. This Agreement shall be in full force and effect
until such time as either party gives written notice to the
other of termination.
4. Bond Counsel and the Borough hereby incorporate into this
contract the mandatory language of N.J.A.C. 17:27-3.4(a) and the
mandatory language of N.J.A.C. 17:27-5.3 promulgated pursuant to
N.J.S.A. 10:5-31 to 38 (P.L. 1975, c. 127, as amended and
supplemented from time to time), and Bond Counsel agrees to comply
fully with the terms, the provisions and the conditions of N.J.A.C.
17:27-3.4(a) and N.J.A.C. 17:27-5.3, provided that N.J.A.C.
17:27-3.4(a) shall be applied subject to the terms of N.J.A.C.
17:27-3.4(d) .
IN WITNESS WHEREOF, the BOROUGH OF CARTERET has caused this
Agreement to be duly executed by its proper officers and has caused
its corporate seal to be hereto affixed, and Bond Counsel has
13031 154340A
caused this Agreement to be duly executed by the proper party as of
the day and year first above written.
BOROUGH OF CARTERET
McMANIMON & SCOTLAND, L.L.C.
Authorized Member
1303( )01 1543401
Affidavit of Publication
Publisher's Fee $15.68 Affidavit Charge $12.50
State of New Jersey } ss.
MONMOUTH COUNTY
Personally appeared PAT HENEOHAN
of Home News 'l'ribune, a newspaper printed in Freehold, NJ and published in
NEPTUNE, in said County and State, who being duly sworn, deposeth and saith that the
advertisement of which the annexed is a true copy, has been published in the said newspaper
1 (ONE) times, once in each issue, as follows
Sworn and subscri~ed befo(~e me this
4th day of June, A.D., 1998
·
Notary Public of New~l'~rsey
BOROUGH OF CARTERET
NOTICE OF
CONTRACT AWARDED