Ordinance No. 8,014970626 -12
ORDINANCE NO. 8014
r AN ORDINANCE AUTHORIZING AND DIRECTING THE MAYOR TO
EXECUTE AN ENGAGEMENT LETTER WITH VINSON & ELKINS L.L.P. FOR
ISSUANCE BY THE CITY OF BAYTOWN OF CERTIFICATES OF
OBLIGATION, SERIES 1997, WORTH $6,820,000; AUTHORIZING PAYMENT
BY THE CITY OF BAYTOWN IN THE AMOUNT OF TWELVE THOUSAND
FIVE HUNDRED AND NO/ 100 DOLLARS ($12,500.00); AND PROVIDING FOR
THE EFFECTIVE DATE THEREOF.
WHEREAS, the City of Baytown desires to sell to the Texas Water Development Board (the
"Board ") Certificates of Obligation, Series 1997, worth $6,820,000; and
WHEREAS, it is necessary to obtain appropriate bond counsel prior to submission to the
Board of such Certificates of Obligation, Series 1997; NOW THEREFORE
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes and
directs the Mayor of the City of Baytown to execute an engagement letter with Vinson & Elkins,
L.L.P. A copy of said engagement letter is attached hereto, marked Exhibit "A," and made a part
hereof for all intents and purposes.
Section 2: That the City Council of the City of Baytown authorizes payment to
Vinson & Elkins, L.L.P. of the sum of TWELVE THOUSAND FIVE HUNDRED AND NO /100
DOLLARS ($12,500.00), pursuant to the engagement letter.
Section 3: That pursuant to the provisions of Texas Local Government Code Annotated
§ 252.048, the City Manager is hereby granted general authority to approve any change order
involving a decrease or an increase in costs of FIFTEEN THOUSAND AND NO /100 DOLLARS
($15,000.00) or less, subject to the provision that the original contract price may not be increased
by more than twenty -five percent (25 %) or decreased by more than twenty -five percent (25 %)
without the consent of the contractor to such decrease.
Section 4: This ordinance shall take effect immediately from and after its passage by the
City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City
of Baytown this the 26 °i day of June, 1997.
• /, &
PETE C. ALFARO, Mayor
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Vinson &£Elkins
ATTORNEYS AT LAW
VINSON & ELKINS L.L.P
I300 FIRST CITY TOWER
1001 FANNIN STREET
HOUSTON, TEXAS 77002 -6760
TELEPHONE (713) 758.2222
FAX (713) 758.2346
WRITER'S TELEPHONE
(713) 758 -2440
May 8, 1997
Honorable Mayor and City Council
City of Baytown
2401 Market Street
Baytown, Texas 77520
Ladies and Gentlemen:
WRITER'S FAX
(713)615 -5256
This letter, when accepted by you, will constitute our agreement to serve as bond counsel
to the City in connection with the proposed issuance by the City of $6,820,000 Certificates of
Obligation, Series 1997, to be sold to the Texas Water Development Board.
We agree that our services as bond counsel will include the following:
1. Attendance at all meetings of the City Council as required or requested in
connection with the planning and authorization of the certificate issue,
including consultation on federal income tax matters;
2. Attendance at all meetings of the Texas Water Development Board
( "TWDB ") as required or requested in connection with the City's application
for financial assistance and all meetings and telephone conferences with the
TWDB staff;
3. Consultation with the City and the City's financial advisors regarding the
City's application to the TWDB and preparation of all legal documents
required for such application;
4. Preparation of the ordinance of the City Council authorizing issuance of the
certificates, together with all other legal documents comprising the
transcript of proceedings for authorization and issuance of the certificates;
5. Preparation of and submission to the Attorney General of Texas of a
transcript of proceedings for the certificates to obtain the approval of the
® Attorney General and registration of the certificates by the Comptroller of
Public Accounts of Texas;
EXHIBIT A
HOUSTON DALLAS WASHINGTON. D.C. AUSTIN MOSCOW LONDON SINGAPORE
0
Honorable Mayor and City Council
May 8, 1997
Page 2
6. Preparation and filing of legal documents required under federal income tax
law for the certificates, and the preparation of and delivery to the City of a
Letter of Instructions with respect to the federal income tax treatment of
certificate proceeds;
7. Supervision of the printing of the certificates and their delivery to the TWDB;
and
8. The delivery at closing of our approving opinion as to the validity of the
certificates under Texas law and, if appropriate, the exclusion of interest on
the certificates from gross income of the holders under federal income tax
law.
For the services outlined above, our fee would be $12,500, with such fee payable from
certificate proceeds and contingent on the actual issuance and delivery of the Certificates.
The City would also reimburse us for expenses incurred in connection with the certificate
issue, including travel, long distance telephone charges, and photocopy and document delivery
charges. All such charges will be reasonable and subject to approval by the City.
The services outlined above do not include such matters as services as disclosure counsel in
connection with the certificate issue, work on post - closing or special federal tax issues, obtaining
IRS rulings or clarifications of federal tax law, presentations to rating agencies or bond insurers, or
"blue sky" or securities registration services. We will be pleased to provide legal services in
connection with any matters not included in paragraphs I through 8 above, but we believe that such
additional or special services, if requested by the City, should be performed on mutually agreeable
terms, to be set forth in a separate letter of engagement.
If the arrangement set out above meets with your approval, please take appropriate action to
approve this agreement and return one executed copy to the undersigned.
ACCEPTED:
CITY OF BAYTOWN, TEXAS
0 By.
Mayor
Very truly yours,
IF ttEMc
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