HomeMy WebLinkAboutresolution.council.064-08RESOLUTION # 64
(Series of 2008)
A RESOLUTION APPROVING A CONTRACT BETWEEN THE CITY OF
ASPEN, COLORADO, AND MBIA MUNICIPAL INVESTORS SERVICE
CORPORATION SETTING FORTH THE TERMS AND CONDITIONS
REGARDING FINANCIAL INVESTMENT ADVISORY SERVICES AND
AUTHORIZING THE CITY MANAGER TO EXECUTE SAID CONTRACT
WHEREAS, there has been submitted to the City Council a contract
between the City of Aspen, Colorado, and MBIA Municipal Investors Service
Corporation, a copy of which contract is annexed hereto and made a part thereof.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF ASPEN, COLORADO:
Section 1
That the City Council of the City of Aspen hereby approves that contract
between the City of Aspen, Colorado, and MBIA Municipal Investors Service
Corporation regarding Financial Investment Advisory Services a copy of which is
annexed hereto and incorporated herein, and does hereby authorize the City
Manager of the City of Aspen to execute said contract on behalf of the City of
Aspen.
Dated: ~-\~"~v`~ ~~~~t~
ichael C. Ireland, ayor
I, Kathryn S. Koch, duly appointed and acting City Clerk do certify that the
foregoing is a true and accurate copy of that resolution adopted by the City
Council of the City of Aspen, Colorado, at a meeting held July 14, 2008.
~~~~
Kat n S. och, City Clerk
AGREEMENT FOR PROFESSIONAL SERVICES
This Ageement is made and entered on the date hereinafter stated, between the CITY OF
ASPEN, Colorado, ("City") and MBIA MUNICIPAL INVESTORS SERVICE CORPORATION,
("Professional").
For and in consideration of the mutual covenants contained herein, the parties agree as
follows:
1. Scone of Work. Professional shall perform in a competent and professional manner
the Scope of Work as set forth as Exhibit "A" attached hereto and by this reference incorporated
herein.
2. Completion. Professional shall commence work immediately upon receipt of a
written Notice to Proceed from the City and complete all phases of the Scope of Work as
expeditiously as is consistent with professional skill and caze and the orderly progress of the Work
in a timely manner. The parties anticipate that all work pursuant to this agreement shall be
completed as requested. Upon request of the City, Professional shall submit, for the City's approval,
a schedule for the performance of Professional's services which shall be adjusted as required as the
project proceeds, and which shall include allowances for periods of time required by the City's
project engineer for review and approval of submissions and for approvals of authorities having
jurisdiction over the project. This schedule, when approved by the City, shall not, except for
reasonable cause, be exceeded by the Professional.
3. Payment. In consideration of the work performed, City shall pay Professional for
work performed by Professional in accordance with the fee schedule set forth at Exhibit "B"
appended hereto. Professional shall submit, in timely fashion, invoices for work performed.
4. Non-Assienability. Both parties recognize that this contract is one for professional
services and cannot be transferred, assigned, or sublet by either patty without prior written consent
of the other. Sub-Contracting, if authorized, shall not relieve the Professional of any of the
responsibilities or obligations under this agreement. Professional shall be and remain solely
responsible to the City for the acts, errors, omissions or neglect of any subcontractors officers,
agents and employees, each of whom shall, for this purpose be deemed to be an agent or employee
of the Professional to the extent of the subcontract. The City shall not be obligated to pay or be
liable for payment of any sums due which may be due to any sub-contractor.
5. Termination. The Professional or the City may terrunate this Agreement, without
specifying the reason therefor, by giving 30 days advance notice, in writing, addressed to the other
party, specifying the effective date of the tP,r,ination. No fees shall be earned after the effective
date of the termination. Upon any temunation, all finished or unfinished documents, data, studies,
surveys, drawings, maps, models, photographs, reports or other material prepazed by the
Professional pursuant to this Agreement shall become the property of the City. Notwithstanding the
above, Professional shall not be relieved of any liability to the City for damages sustained by the
PS1-971.doc Page 1
City by virtue of any breach of this Agreement by the Professional, and the City may withhold any
payments to the Professional for the purposes of set-off until such time as the exact amount of
damages due the City from the Professional may be determined.
6. Covenant Aeainst Continsent Fees. The Professional warrants that s/he has not
employed or retained any company or person, other than a bona fide employee working for the
Professional, to solicit or secure this contract, that s/he has not paid or agreed to pay any company
or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gifts or
any other consideration contingent upon or resulting from the awazd or making of this contract.
7. Independent Contractor Status. It is expressly acknowledged and understood by the
parties that nothing contained in this agreement shall result in, or be construed as establishing an
employment relationship. Professional shall be, and shall perform as, an independent Contractor
who agrees to use his or her best efforts to provide the said services on behalf of the City. No agent,
employee, or servant of Professional shall be, or shall be deemed to be, the employee, agent or
servant of the City. City is interested only in the results obtained under this contract. The manner
and means of conducting the work aze under the sole control of Professional. None of the benefits
provided by City to its employees including, but not limited to, workers' compensation insurance
and unemployment insurance, are available from Ciry to the employees, agents or servants of
Professional. Professional shall be solely and entirely responsible for its acts and for the acts of
Professional's agents, employees, servants and subcontractors during the performance of this
contract. Professional shall indemnify City against all liability and loss in connection with, and
shall assume full responsibility for payment of all federal, state and local taxes or contributions
imposed or required under unemployment insurance, social security and income tax law, with
respect to Professional and/or Professional's employees engaged in the performance of the services
agreed to herein.
8. Indemnification. Professional agrees to indemnify and hold hamiless the City, its
officers, employees, insurers, and self-insurance pool, from and against all liability, claims, and
demands, on account of injury, loss, or damage, including without limitation claims arising from
bodily injury, personal injury, sickness, disease, death, property loss or damage, or any other loss of
any kind whatsoever, which arise out of or aze in any manner connected with this contract, if such
injury, loss, or.damage is caused in whole or in part by, or is claimed to be caused in whole or in
part by, the act, omission, error, professional error, mistake, negligence, or other fault of the
Professional, any subcontractor of the Professional, or any officer, employee, representative, or
agent of the Professional or of any subcontractor of the Professional, or which arises out of any
workmen's compensation claim of any employee of the Professional or of any employee of any
subcontractor of the Professional. The Professional agrees to investigate, handle, respond to, and to
provide defense for and defend against, any such liability, claims or demands at the sole expense of
the Professional, or at the option of the City, agrees to pay the City or reimburse the City for the
defense costs incurred by the City in connection with, any such liability, claims, or demands. If it is
deternned by the final judgment of a court of competent jurisdiction that such injury, loss, or
damage was caused in whole or in part by the act, omission, or other fault of the City, its officers, or
its employees, the Ciry shall reimburse [he Professional for the portion of the judgment attributable
to such act, omission, or other fault of the City, its officers, or employees.
PS1-971.doc Page 2
9. Professional's Insurance. (a) Professional agees to procure and maintain, at its own
expense, a policy or policies of insurance sufficient to insure against all liability, claims, demands,
and other obligations assumed by the Professional pursuant to Section 8 above. Such insurance shall
be in addition to any other insurance requirements imposed by this contract or by law. The
Professional shall not be relieved of any liability, claims, demands, or other obligations assumed
pursuant to Section 8 above by reason of its failwe to procure or maintain insurance, or by reason of
its failure to procure or maintain insurance insufficient amounts, duration, or types.
(b) Professional shall procure and maintain, and shall cause any subcontractor of the
Professional to procure and maintain, the minimum insurance coverages listed below. Such
coverages shall be procured and maintained with forms and in~,rance acceptable to the City. All
coverages shall be continuously maintained to cover all liability, claims, demands, and other
obligations assumed by the Professional pursuant to Section 8 above. In the case of any claims-
made policy, the necessary retroactive dates and extended reporting periods shall be procured to
maintain such continuous coverage.
(i) Workers' Compensation insurance to cover obligations imposed by
applicable laws for any employee engaged in the performance of work under this contract, and
Employers' Liability insurance with minimum limits of FIVE HUNDRED THOUSAND
DOLLARS ($500,000.00) for each accident, FIVE HUNDRED THOUSAND DOLLARS
($500,000.00) disease - policy limit, and FIVE HUNDRED THOUSAND DOLLARS
($500,000.00) disease -each employee. Evidence of qualified self-insured status may be substituted
for the Workers' Compensation requirements of this paragraph.
(ii) Commercial General Liability insurance with minimum combined single
limits of ONE MILLION DOLLARS ($1,000,000.00) each occurrence and ONE MILLION
DOLLARS ($1,000,000.00) aggegate. The policy shall be applicable to all premises and
operations. The policy shall include coverage for bodily injury, broad form property damage
(including completed operations), personal injury (including coverage for conhactual and
employee acts), blanket contractual, independent contractors, products, and completed
operations. The policy shall contain a severnbility of interests provision.
(iii) Comprehensive Automobile Liability insurance with inimum combined
single limits for bodily injury and property damage of not less than ONE MILLION
DOLLARS ($1,000,000.00) each occurrence and ONE MII.LION DOLLARS ($1,000,00-
0.00) aggegate with respect to each Professional's owned, hired and non-owned vehicles
assigned to or used in performance of the Scope of Work. The policy shall contain a
severability of interests provision. If the Professional has no owned automobiles, the
requirements of this Section shall be met by each employee of the Professional providing
services to the City under this contract.
(iv) Professional Liability insurance with the minimum limits of ONE MILLION
DOLLARS ($1,000,000) each claim and ONE MILLION DOLLARS ($1,000,000)
aggegate.
PS1-971.doc Page 3
(c) The policy or policies required above shall be endorsed to include the City and the City's
officers and employees as additional insureds. Every policy required above shall be primary insur-
ance, and any insurance carved by the City, its officers or employees, or carved by or provided
through any insurance pool of the City, shall be excess and not contributory insurance to that
provided by Professional. No additional insured endorsement to the policy required above shall
contain any exclusion for bodily injury or property damage arising from completed operations. The
Professional shall be solely responsible for any deductible losses under any policy required above.
(d) The certificate of insurance provided by the City shall be completed by the
Professional's insurance agent as evidence that policies providing the required coverages,
conditions, and minimum limits are in full force and effect, and shall be reviewed and approved by
the City prior to commencement of the contract. No other form of certificate shall be used. The
certificate shall identify this contract and shall provide that the coverages afforded under the policies
shall not be canceled, terminated or materially changed until at least thirty (30) days prior written
notice has been given to the City.
(e) Failure on the part of the Professional to procure or maintain policies providing the
required coverages, conditions, and minimum limits shall constitute a material breach of contract
upon which City may immediately terminate this contract, or at its discretion City may procure or
renew any such policy or any extended reporting period thereto and may pay any and all premiums
in connection therewith, and all monies so paid by City shall be repaid by Professional to City upon
demand, or City may offset the cost of the premiums against monies due to Professional from City.
(f) City reserves the right to request and receive a certified copy of any policy and any
endorsement thereto.
(g) The parties hereto understand and agree that City is relying on, and does not waive or
intend to waive by any provision of this contract, the monetary limitations (presently $150,000.00
per person and $600,000 per occurrence) or any other rights, immunities, and protections provided
by the Colorado Governmental Immunity Act, Section 24-10-101 et seq., C.R.S., as firm time to
time amended, or otherwise available to City, its officers, or its employees.
10. Citv's hrsurance. The parties hereto understand that the City is a member of the
Colorado Intergovernmental Risk Sharing Agency (CIRSA) and as such participates in the CIRSA
Property/Casualty Pool. Copies of the CIRSA policies and manual aze kept at the City of Aspen
Finance Department and aze available to Professional for inspection during normal business hours.
City makes no representations whatsoever with respect to specific coverages offered by CIRSA.
City shall provide Professional reasonable notice of any changes in its membership or participation
in CIRSA.
11. Completeness of Agreement. It is expressly agreed that this agreement contains the
entire undertaking of the parties relevant to the subject matter thereof and there aze no verbal or
written representations, agreements, warranties or promises pertaining to the project matter thereof
not expressly incorporated in this writing.
PS1-971.doc Page4
12. Notice. Any written notices as called for herein may be band delivered to the
respective persons and/or addresses listed below or mailed by certified mail return receipt requested,
to:
City: Professional:
City Manager Mary Donovan, CFA
City of Aspen MBIA Municipal Investors Service Corp
130 South Galena Street 1700 Broadway, Suite 2050
Aspen, Colorado 81611 Denver, CO 80290
13. Non-Discrimination. No discrimination because of race, color, creed, sex, marital
status, affectional or sexual orientation, family responsibility, national origin, ancestry, handicap, or
religion shall be made in the employment of persons to perform services under this contract.
Professional agrees to meet all of the requirements of City's municipal code, Section 13-98,
pertaining to non-discrimination in employment.
14. Waiver. The waiver by the City of any term, covenant, or condition hereof shall not
operate as a waiver of any subsequent breach of the same or any other term. No term, covenant, or
condition of this Agreement can be waived except by the written consent of the City, and
forbearance or indulgence by the City in any regazd whatsoever shall not constitute a waiver of any
term, covenant, or condition to be performed by Professional to which the same may apply and,
until complete performance by Professional of said temr, covenant or condition, the City shall be
entitled to invoke any remedy avaIlable to it under this Agreement or by law despite any such
forbearance or indulgence.
15. Execution of Agreement by City. This agreement shall be binding upon all parties
hereto and their respective heirs, executors, administrators, successors, and assigns. Notwith-
standing anything to the contrary contained herein, this agreement shall not be binding upon the
City unless duly executed by the Mayor of the City of Aspen (or a duly authorized official in his
absence) following a Motion or Resolution of the Council of the City of Aspen authorizing the
Mayor (or a duly authorized official in his absence) to execute the same.
16. Illegal Aliens -CRS 8-17.5-101 & 24-76.5-101.
a. Puroose. During the 2006 Colorado legislative session, the Legislature passed
House Bills 06-1343 (subsequently amended by HB 07-1073) and 06-1023 that added
new statutes relating to the employment of and contracting with illegal aliens. These new
laws prohibit all state agencies and political subdivisions, including the City of Aspen,
from knowingly hiring an illegal alien to perform work under a contract, or to knowingly
contract with a subcontractor who knowingly hires with an illegal alien to perform work
under the contract. The new laws also require that all contracts for services include
certain specific language as set forth in the statutes. The following terms and conditions
have been designed to comply with the requirements of this new law.
PS1-971.doc Page 5
b. Definitions. The following terms aze defined in the new law and by this reference
aze incorporated herein and in any contract for services entered into with the City of
Aspen.
"Basic Pilot Program" means the basic pilot employment verification program
created in Public Law 208, 104th Congress, as amended, and expanded in Public Law
156, 108th Congress, as amended, that is administered by the United States Department
of Homeland Security.
"Public Contract for Services" means this Agreement.
"Services" means the famishing of labor, time, or effort by a Contractor or a
subcontractor not involving the delivery of a specific end product other than reports that
are merely incidental to the required performance.
c. By signing this document, Professional certifies and represents that at this time:
(i) Professional shall confirni the employment eligibility of all employees who
are newly hired for employment in the United States; and
(ii) Professional has participated or attempted to participate in the Basic Pilot
Program in order to verify that new employees are not employ illegal aliens.
d. Professional hereby confirms that:
(i) Professional shall not knowingly employ or contract new employees
without confirming the employment eligibility of all such employees hired for
employment in the United States under the Public Contract for Services.
(ii) Professional shall not enter into a contract with a subcontractor that fails to
confirm to the Professional that the subcontractor shall not knowingly hire new
employees without confirming their employment eligibility for employment in the
United States under the Public Contract for Services.
(iii) Professional has verified or has attempted to verify through participation
in the Federal Basic Pilot Program that Professional does not employ any new
employees who aze not eligible for employment in the United States; and if
Professional has not been accepted into the Federal Basic Pilot Program prior to
entering into the Public Contract for Services, Professional shall forthwith apply
to participate in the Federal Basic Pilot Program and shall in writing verify such
application within five (5) days of the date of the Public Contract. Professional
shall continue to apply to participate in the Federal Basic Pilot Program and shall
in writing verify same every three (3) calendaz months thereafrer, until
Professional is accepted or the public contract for services has been completed,
PS1-971.doc Page 6
whichever is earlier. The requirements of this section shall not be required or
effective if the Federal Basic Pilot Program is discontinued.
(iv) Professional shall not use the Basic Pilot Program procedures to undertake
pre-employment screening of job applicants while the Public Contract for
Services is being performed.
(v) If Professional obtains actual knowledge that a subcontractor performing
work under the Public Contract for Services knowingly employs or contracts with
a new employee who is an illegal alien, Professional shall:
(1) Notify such subcontractor and the City of Aspen within
three days that Professional has actual knowledge that the subcontractor
has newly employed or contracted with an illegal alien; and
(2) Terminate the subcontract with the subcontractor if within
three days of receiving the notice required pursuant to this section the
subcontractor does not cease employing or contracting with the new
employee who is an illegal alien; except that Professional shall not
terminate the Public Contract for Services with the subcontractor if during
such three days the subcontractor provides information to establish that the
subcontractor has not knowingly employed or contracted with an illegal
alien.
(vi) Professional shall comply with any reasonable request by the Colorado
Department of Labor and Employment made in the course of an investigation that
the Colorado Deparlment of Labor and Employment undertakes or is undertaking
pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S.
(vii) If Professional violates any provision of the Public Contract for Services
pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City of
Aspen may terminate the Public Contract for Services. If the Public Contract for
Services is so terminated, Contractor shall be liable for actual and consequential
damages to the City of Aspen arising out of Professional's violation of Subsecton
8-17.5-102, C.R.S.
(ix) If Professional operates as a sole proprietor, Professional hereby swears or
affirms under penalty of perjury that the Professional (1) is a citizen of the United
States or otherwise lawfully present in the United States pursuant to federal
law,(2) shall comply with the provisions of CRS 24-76.5-101 et seq., and (3) shall
produce one of the forms of identification required by CRS 24-76.5-103 prior to
the effective date of this Agreement.
PS1-971.doc Page 7
17. General Terms.
(a) It is agreed that neither this agreement nor any of its terms, provisions,
conditions, representations or covenants can be modified, changed, terminated or amended, waived,
superseded or extended except by appropriate written instnunent fully executed by the parties.
(b) If any of the provisions of this agreement shall be held invalid, illegal or
unenforceable it shall not affect or impair the validity, legality or enforceability of any other
provision.
(c) The parties aclmowledge and understand that there are no conditions or
limitations to this understanding except those as contained herein at the time of the execution hereof
and that after execution no alteration, change or modification shall be made except upon a writing
signed by the parties.
(d) This agreement shall be governed by the laws of the State of Colorado as
from time to time in effect.
IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly
authorized officials, this Agreement in three copies each of which shall be deemed an original on
the date hereinafter written.
[SIGNAT[JRES ON FOLLOWING PAGE]
PS1-971.doc Page 8
ATTESTED BY: CITY OF ASPEN, COLORADO:
Title: 1~2i~ 1 y \GL'y~R-°~-P/~i
Date: ~"~\lo~d8
PROFESSI
WITNESSED BY: ~"
Title: ~(_(~ q~~Sp~(1~IL'`
Date: G~6
PSI-971.doc Page 9
EDIT "A" to Professional Services Agreement
Scope of Work
MBIA Municipal Investors Service Corporation will provide the following services for the City
of Aspen (the City):
Full-time non-discretionary management of the portion of the Advisory Account.
Development and implementation of investment strategies for the Advisory Account that will
seek to enhance portfolio performance under current and future market conditions within the
parameters of the investment policy, authorized investments (defined below) and cash flow
needs.
Technical and fundamental market research, including yield curve analysis.
Documentation of competitive prices for securities transactions.
Trade settlement assistance.
Monthly investment reports for the portfolio detailing securities holdings (including balances
in local government investment pools), portfolio composition and sector analyses, portfolio
return and weighted average maturity, and daily transaction activity.
Due diligence reviews of current and proposed broker/dealers.
Credit analysis of the investments in the portfolio.
Evaluation of safekeeping and custodial procedures and agreements.
Review and revision of the City's investment policy as needed.
Assistance developing and updating cash flow projections.
Training of staff on investment management subjects as agreed upon.
Reviews of the investment program and portfolio performance with the City's finance staff,
investment committee, and/or governing body upon request.
PSI-971.doc Page 10
Amendment #1 to the Professional Services Agreement between the CITY OF ASPEN and
MBIA MUNICIPAL INVESTORS SERVICE CORPORATION dated.
The City of Aspen agrees to add the following to this Professional Services Agreement:
18. Non-discretionary Authority
It is agreed that decisions concerning investments subject to this Agreement shall be made by
the City's authorized representative with the assistance of the Professional. The approval of the
City is required prior to the execution of any investment transaction for the Advisory Account.
The Professional, when expressly instructed by the City, will buy or sell securities and place
orders for the execution of such transactions with or through such brokers, dealers, or issuers
as the Professional may select, subject to approval by the City.
19. Safekeeping and Custody
The Professional will not have custody or possession of the assets of the Advisory Account of
the City. The City shall select and authorize a custodian bank or brokerage firm to hold the
assets of the Advisory Account in safekeeping for the City. The City shall be solely responsible
for all fees involved with any custodial arcangements.
20. Services to Other Clients
It is understood that the Professional performs investment advisory services for other clients.
The City agrees that the Professional may give advice and take action with respect to any of its
other clients which may differ from advice given, or the timing, or nature of action taken, with
respect to the Advisory Account.
21. Representations by the City
The City represents that the terms of this Agreement do not violate any obligation by which the
City is bound, whether arising by contract, operation of law, or otherwise, and that this
Agreement has been duly authorized by appropriate action and is binding upon the City in
accordance with its terms.
22. Acknowledgment of Receipt of Brochure (Form Adv Part II)
The City hereby acknowledges receipt of the Professional's Brochure (Form ADV Part II) at
least 48 hours prior to the date of execution of this Agreement in compliance with Rule 204-3 of
the Investment Advisors Act of 1940 ("the Act").
PS1-971.doc Page 11
AUTHORIZED INVESTMENTS
1. Legal Investments of Public Funds (Statute: Section 24-75-601.1, C.R.S.)
a) U.S. Treasury Bills and Notes
b) Federal Farm Credit Bank
c) Federal Land Bank
d) Federal Home Loan Bank
e) Federal Home Loan Mortgage Corporation
f) Federal National Mortgage Association (FNMA)
g) Export-Import Bank
h) Govemment National Mortgage Association (GNMA)
i) Obligations of any other U.S. agency if control of agency by U.S. is at least as
extensive as those investments mentioned above. Security must have highest rating
category of at least one recognized rating agency at time of purchase.
j) Obligations of the World Bank, Inter-American Development Bank, Asian
Development Bank, and the African Development Bank. Security must have one of
two highest rating categories of at least one nationally recognized rating agency at
time of purchase.
k) G.O. Bonds of any state, District of Columbia, U.S. Territory, or any of their
subdivisions. (This includes the State of Colorado and its related entities and
Colorado Local Governments and their related entities.) Security must have one of
three highest rating categories of at least one nationally recognized rating agency at
time of purchase. The Colorado investments may have a maturity in excess of five
years.
1) Revenue Bonds of any state, the District of Columbia, a U.S. Territory, or any of their
subdivisions. Security must have one of two highest rating categories of at least one
nationally recognized rating agency at time of purchase.
m) Bankers Acceptance issued by a state or national bank. The bank must have
combined capital and surplus of at least $250,000,000. Deposits must be FDIC
insured. The bank's long-term debt must have one of three highest ratings of at least
one nationally recognized rating agency at time of purchase.
n) Commercial Paper. Security must have the highest rating from at least one nafionally
recognized rating agency at time of purchase.
o) Any obligation, certificate of participation, or lease-purchase of the City of Aspen.
p) Any interest in any local govermnent investment pool pursuant to Section 24-75-701,
et seq., C.R.S. See below.
q) Repurchase Agreements in securities listed in a) through i). Securities of the U.S.
Government or its agencies as listed above which must have a coupon rate that is
fixed from the time of settlement until its maturity and must be marketable. Mazket
value must at all times be at least equal to fends invested. Title or perfected security
interest in securities must be transferred to the City or custodian. Securities must be
actually delivered to the City or third-party custodian or trustee for safekeeping.
Collateral securities must be collateralized at no less than 102% and marked to
mazket no less than weekly. These investments may have a maturity in excess of five
years. A master repurchase agreement must be signed with the bank or dealer.
PS1-971.doc Page 12
r) Money Mazket Funds Must be registered as investment company. Fund investment
policies include seeking to maintain a constant shaze price. No sales or load fee can
be added to the purchase or redemption price. The fund invests only in securities that
have a remaining maximum maturity as specified in rule 2a-7 of the federal
"Investment Company Act of 1940," as long as such rule or amendment to it does not
increase the maximum remaining maturity to a period greater than three yeazs. The
fund has assets of $1 billion or more, or has the highest credit rating from one or more
nationally recognized rating agency. If the fund has assets of less than $1 billion or
has a rating less than the highest credit rating from one or more nationally recognized
rating agencies, then the fund's investments must consist only of securities listed a)
through q) above; or perfected reverse repurchase agreements of less than 30 days
relating to securities listed in a) through p) above; or securities not listed in a) through
q) above that are tax-exempt if these do not exceed 15 percent of the investments of
the fund; and the dollaz-weighted average portfolio maturity of the fund meets the
requirements of rule 2a-7 or amendments to it, so long as such rule or amendment to
it does not increase the dollaz-weighted average portfolio maturity to a period greater
than 180 days.
s) U.S. dollar-denominated corporate or bank debt. Must be issued by a corporation or
bank organized and operated within the United States with a net worth in excess of
$250,000,000; the notes must mature within three years and must carry at least two
credit ratings not below "AA- or Aa3" from any nationally recognized credit rating
agency; the book value of investment in this type of debt shall at no time exceed 30
percent of the book value of the City's investment portfolio, or 5 percent of the book
value of the City's investment portfolio if the notes are issued by a single corporation
or bank.
t) A securities lending agreement using securities authorized in a) through i). Must be
entered into with a qualified provider that provides and maintains collateral with a
mutually agreed upon custodian. Such collateral shall be in the form of cash or
securities that aze authorized investments for the public entity and have a value equal
to 102% of the value of the securities lent by the public entity plus accrued interest.
Corporate securities collateral shall have a value equal to 105% of the value of
securities. Either the custodian or the qualified provider if verified by the custodian
mazks to mazket daily the value of the collateral If all of the collateral is cash, the
difference in valuation need only be resolved if the collateral is less than 100% of the
value of the securities. A minimum of 20% of investments purchased with cash
collateral matures or is redeemable on any business day; an instrument guaranteed by
the US government that has a variable interest rate set off of a money mazket index
readjusted every 95 days has a maturity equal to the period remaining until the next
readjustment of the interest rate; instrument issued by a corporation that has a
variable rate of interest set off of a money market index readjusted every 95 days has
a fmal maturity 30 days or an unconditional put back to the issuer 95 days; the
maturity of fixed rate investments or repurchase agreements does not exceed 190
days; the investment maturity or reset date is not greater than 95 days. The securities
lending agreement is approved and designated by written resolution duly adopted by a
majority vote of the City Council, which resolution shall be recorded in its minutes.
PS1-971.doc Page 13
EXHIBIT "B" to Professional Services Agreement
Rate Schedule
The annual fee for providing investment advisory services for the City of Aspen is as follows:
Assets Annual Fee
Up to and including the first $20 million 8 basis points (.08%)
Amounts over $20 million 6 basis points (.06%)
The fees for investment advisory services are based on the average value (cost basis) of assets
under management (excluding balances in local government investment pools). A pro rata
portion of the annual fee (1/12) is billed each month based on the average asset value of the
portfolio for the month. The fee shall be payable upon receipt of billing from the Professional.
Monthly fees are based on the schedule outlined above, but at no time shall the monthly fee be
less than $1,000. (This minimum monthly fee will not apply to accounts that are entirely
comprised of proceeds from the sale of bonds.)
PS1-971.dce Page 14