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Home My Public Portal AboutResolution 2016-03-03 Providing for Payment of Outstanding 1998 General Obligation Bond Series DebtTOWN OF FRASER RESOLUTION NO. 2016-03-03 A RESOLUTION PROVIDING FOR PAYMENT OF OUTSTANDING 1998 GENERAL OBLIGATION BOND SERIES DEBT WHEREAS, Ordinance 251 provided for the issuance of debt for street improvements; and WHEREAS, sufficient revenue has been collected via mill levy (property tax) to payoff the debt early: and WHEREAS, the mill levy associated with this debt was not certified (will not be assessed to property owners) in 2016 and the 2016 Budget anticipates repayment of this debt. NOW THEREFORE BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FRASER, COLORADO THAT: 1. In reference to Section 21 of Town of Fraser Ordinance 251, the Finance Manager is hereby authorized and directed to call the outstanding 1998 General Obligation Bond Series. READ, PASSED ON ROLL CALL VOTE, AND ADOPTED BY THE BOARD OF TRUSTEES THIS 2nd DAY OF MARCH, 2016. Votes in favor: Votes opposed: Absent: Abstained: SON OF F"Z1 . S SEAL cOCORA00 �= BOARD OF TRUSTEES OF THE �`- TOWN OF FRA S, COLORADO BY: Mayor ATTEST: Town Clerk BNY MELLON FACSIMILE/E-MAIL INSTRUCTIONS: AUTHORIZATION Re: Town of Fraser General Obligation Bonds, Series 1998 Town of Fraser Date: MA _rz,4 Z-. Zi:�%-- Customer Authorization, Limitation of Liability and Indemnity: Town of Fraser ("Customer") herby authorizes The Bank of New York Mellon Trust Company, N.A. _ ("BNYM") to rely upon and comply with instructions and directions sent by a -mail, tacsimile and other similar unsecured electronic methods (but excluding on-line communications systems covered by a separate agreement (such as The Bank of New York Mellon's Inform or CASH -Register Plus system) ("On -Line Communications Systems)) ("Electronic Methods") by persons believed by BNYM to be authorized to give instructions and directions on behalf of Customer. Except as set forth below with respect to funds transfers, BNYM shall have no duty or obligation to verify or confirm that the person who sent such instructions or directions is, in fact, a person authorized to give instructions or directions on behalf of Customer (other than to verify that the signature on a facsimile is the signature of a person authorized to give instructions and directions on behalf of Customer); and BNYM shall have no liability for any losses, liabilities, costs or expenses incurred or sustained by Customer as a result of such reliance upon or compliance with such instructions or directions. Customer agrees to assume all risks arising out of the use of Electronic Methods to submit instructions and directions to BNYM, including without limitation the risk of BNYM acting on unauthorized instructions, and the risk of interception and misuse by third parties. Funds Transfers. with respect to any "funds transfer," as defined in Article 4-A of the Uniform Commercial Code, the following security procedure will apply: Customer's payment instruction is to include the name and (in the case of a facsimile) signature of the person initiating the funds transfer request. If the name is listed as an authorized signer on the relevant account, BNYM will confirm the instructions by telephone call to any person listed as an authorized signer on the account, who may be the same person who initiated the instruction. When calling back, BNYM will request from Customer's staff member his or her name. If the name is listed in BNYM's records as an authorized signer, BNYM will confirm the instructions with respect to amount, names and numbers of accounts to be charged or credited and other relevant reference information. Customer acknowledges that BNYM has offered to Customer other security procedures that are more secure and are commercially reasonable for Customer, and that Customer has nonetheless chosen the procedures described in this paragraph. Customer agrees to be bound by any payment order issued in its name, whether or not authorized, that is accepted by BNYM in accordance with the above procedures. When instructed to credit or pay a party by both name and a unique numeric or alpha- numeric identifier (e.g. ABA number or account number), BNYM, and any other bank participating in the funds transfer, may rely solely on the unique identifier, even if it identifies a party different than the party named. This applies to beneficiaries as well as any intermediary bank. Customer agrees to be bound by the rules of any funds transfer network used in connection with any payment order accepted by BNYM hereunder. Facsimile/E-mail Agreement This authorization shall remain in full force and effect until canceled, revoked or amended by written notice received by BNYM; and replaces and supersedes any previous authorization from Customer to BNYM relating to the giving of instructions by facsimile, e-mail or other similar Electronic Methods (but excluding On -Line Communications Systems) and is in addition to all other authorizations. Notwithstanding any revocation, cancellation or amendment of this authorization, any action taken by BNYM pursuant to this authorization prior to BNYM's actual receipt and acknowledgement of a notice of revocation, cancellation or amendment shall not be affected by such notice. Customer agrees to indemnify and hold harmless BNYM and The Bank of New York Mellon against any and all claims, losses, damages liabilities, judgments, costs and expenses (including reasonable attorneys' fees) (collectively, "Losses") incurred or sustained by BNYM and/or The Bank of New York Mellon as a result of or in connection with BNYM's and/or The Bank of New York Mellon's reliance upon and compliance with instructions or directions given by Electronic Methods, provided, however, that such Losses have not arisen from the negligence or willful misconduct of BNYM and/or The Bank of New York Mellon, it being understood that the failure of BNYM and/or The Bank of New York Mellon to verify or confirm that the person giving the instructions or directions, is, in fact, an authorized person does not constitute negligence or willful misconduct. This document shall be governed by, and shall be construed in accordance with, the substantive laws (and not the choice of law rules) of the jurisdiction governing the Agreement. Customer hereby represents and warrants to BNYM that this authorization is properly given and has been duly approved by a resolution of its Board of Directors. Nothing contained herein shall, or be deemed to, after or modify the rights and remedies of BNYM as set forth in the Agreement. The execution of this document by Customer constitutes acceptance of the foregoing. Yours faithfully, The Bank of New York Mellon Trust Company, N.A. Signature: Name: Stephen Jager Title: Client Service Ma Customer hereby accepts and agrees to the terms and conditions set forth herein. Town of Fraser /,�9 _g Signature: Name:UU Title: Mayor Facsimile/E-mail Agreement INCUMBENCY CERTIFICATE/ AUTHORIZED CALLBACKS The undersigned, being the ( me of person) (tit ) of Town of Fraser he "Company') does hereby certify that (1) the individuals listed below are qualified and acting officers of the Company, (2) the signature appearing opposite the name of each such officer is a true specimen of the genuine signature of such officer, and (3) such individuals have the authority to provide written direction/ confirmation and receive callbacks at the phone number(s) noted below and execute documents to be delivered [to, or upon the request of The Bank of New York Mellon and/or The Bank of New York Mellon Trust Company, N.A. (collectively, "BNY Mellon")]. BNY Mellon may rely conclusively upon the certification of authority of the officers named in this Certificate in connection with all corporate trust transactions to which the Company is a party with BNY Mellon until such time as the Company (i) expressly revokes this Certificate in writing or (ii) provides a revised Certificate; in order to be effective, either must be delivered to BNY Mellon at the addresses provided in the related governing documents." Name Title Signature Mayor IN WITNESS WHEREOF, the undersigned has duly executed and delivered this certificate • - —1 - �> •19 M11 Phone Number for Callback !2272-5�J- of tiS- IVM-1Lb.s ( xzo6 (name of person/title - Note that this may listed above) �� OF F�\ e494 o�e V2 0713 \OHO