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Home My WebLink AboutC2016-672 - 6/21/2016 - Approved APPENDIX 1 PROPOSAL RESPONSE FORM ISSUER: City of Corpus Christi,Texas SEND PROPOSAL TO THE BIDDING AGENT:Blue Rose Capital Advisors, LLC VIA E-MAIL: escrows(aiblueroseadvisors.com,or VIA FACSIMILE: 952-460-5776 We hereby accept the terms provided in the attached Request for Proposals and agree to sell Eligible Securities to the issuer as shown in Appendix 2 that will sufficiently provide for the Escrow Requirements as shown in Appendix 3. The undersigned agrees that, upon notification of conditional verbal acceptance of its offer, the Provider will complete an electronic form of the Certificate of Interested Parties Form 1295 (the "Form 1295") through the Texas Ethics Commission's (the "TEC") electronic portal and the resulting certified Form 1295 that is generated by the TEC's electronic portal will be printed, signed, notarized and sent by email to the Bidding Agent. The Provider understands that the failure to provide the certified Form 1295 will prohibit the Issuer from providing final award of Provider. The winning provider shall provide a detailed schedule of the securities they will deliver. Such information must be delivered to the Bidding Agent within one hour following the Award. Cost of Securities: $ 91 l ?Z Rl 53 )1.13 (Inclusive of all costs including the Bidding Agent Fee) Settlement Date: August 25.2016 By submitting this proposal, the undersigned hereby represents that we did not consult with any other potential provider about its proposal,that the proposal is determined without regard to any other formal or informal agreement that we have with the Issuer of the Bonds or any other person(whether or not in connection with the Bonds),and that the proposal is not being submitted solely as a courtesy to the Issuer of the Bonds or any other person for purposes of satisfying the Internal Revenue Service requirements relating to bidding for purchase of investments in connection with the issuance of tax-exempt bonds. The undersigned is authorized to bind the Provider to the terms contained herein. Respectfully submitted: 4V4Signature: Name: fcivied Afki Q Q 8 ut ,., Title: Di* tY COUNCIL (401 Organization: Wcifkfood 01 IOW SfCRfTAR L Telephone: IN 410 lbgo Date: August 3,2016 C2016-672 6/21/16 5 Ord. 030883 Blue Rose Capital Advisors SCANNED WELLS FARGO RFP/RFQ Required Disclosure Statement This proposal is submitted in response to your Request for [Proposals/Qualifications/Bids] dated August 3'd, 2016. The contents of this proposal and any subsequent discussions between us, including any and all information, recommendations, opinions, indicative pricing, quotations and analysis with respect to any municipal financial product or issuance of municipal securities, are provided to you in reliance upon the exemption provided for responses to requests for proposals or qualifications under the municipal advisor rules (the "Muni Advisor Rules")of the Securities and Exchange Commission(the"SEC")(the"Municipal Advisor Rule").' The Staff of the SEC's Office of Municipal Securities has issued guidance which provides that, in order for a request for proposals to be consistent with this exemption, it must (a) identify a particular objective, (b)be open for not more than a reasonable period of time(up to six months being generally considered as reasonable), and (c) involve a competitive process by (such as by being provided to at least three reasonably competitive service providers or by being publicly posted to your official website). In submitting this proposal, we have relied upon your compliance with this guidance. In submitting this proposal (a) Wells Fargo Securities is not acting as your Municipal Advisor, providing you with municipal advisory services and does not owe a fiduciary duty to you pursuant to Section 15B of the Securities Exchange Act of 1934 to you with respect to the information and material contained in this proposal in the event you are a municipal entity; (b) Wells Fargo Securities is acting for its own interests; and(c)you should discuss any information and material contained in this proposal with any and all internal or external advisors and experts that you deem appropriate before acting on this information or material. ' 240 CFR 15Bal-1 et seq.. Wells Fargo Securities is the trade name for the capital markets and investment banking services of Wells Fargo& Company and its subsidiaries, including but not limited to Wells Fargo Securities, LLC,a member of NYSE, FINRA, NFA and SIPC, Wells Fargo Institutional Securities, LLC, a member of FINRA and SIPC, Wells Fargo Prime Services, LLC,a member of FINRA, NFA and SIPC, and Wells Fargo Bank, N.A. Wells Fargo Securities, LLC carries and provides clearing services for Wells Fargo Institutional Securities, LLC customer accounts. Wells Fargo Securities, LLC, Wells Fargo Institutional Securities, LLC, and Wells Fargo Prime Services, LLC are distinct entities from affiliated banks and thrifts. APPENDIX 4 PROPOSAL SPECIFICATIONS REGARDING FAIR MARKET VALUE Submission of a proposal pursuant to the Request for Proposals constitutes a representation and certification by the provider that: (1) it did not consult with any other potential provider about its proposal, (2) the proposal was determined without regard to any other formal or informal agreement that the potential provider has with the Issuer or any other person(whether or not the agreement is in connection with the issuance of the Bonds), (3) the Provider considered the escrow requirements in Appendix 3 to the RFP when preparing its proposal, (4) the proposal is not being submitted solely as a courtesy to the Issuer or any other person for purposes of satisfying the requirements of Treasury Regulations§ 1.148-5(d)(6Xiii)(BXI)or(2),which require a minimum number of proposals, (5) it had sufficient time to formulate a proposal and received this proposal form in a timely manner,and the terms of the proposal are commercially reasonable, (6) it did not have the opportunity to review other proposals(i.e.a last look), (7) this RFP contained all material terms of the proposal, (8) it has quoted a price that is at least equal to the price that it would offer for investment comparable to that set forth in the RFP to other persons from a source of funds other than the gross proceeds of an issue of tax- exempt bonds;it is a reasonably competitive provider with an established industry reputation as a competitive provider of investments of this type;and it has not been given any information that has induced it to quote a yield/amount that is lower than the amount induced by the RFP, (9) it does not have a material financial interest in the Bonds(e.g.as a lead underwriter for the Bonds or as a financial advisor to the Issuer),nor is it a related party to a provider that has a material financial interest in the Bonds, (10) it is submitting this proposal at fair market value and at arm's length, (I 1) it has not and does not expect to pay any administrative costs or other amounts(including costs or expenses paid directly or indirectly to purchase,sell,carry or retire investments)to or for the Issuer or the Bidding Agent,or any other person known to the provider to be involved in the sale or issuance of the Bonds referenced in this proposal request or any other bonds of the Issuer issued at approximately the same time, other than the Bidding Agent's fee described in the terms of the RFP,and (12) the provider understands that the Issuer and Bond Counsel will rely upon this Certificate,among other things,in reaching a conclusion that the yield on the securities can be computed on the basis of the stated yield and that the Bonds do not constitute"arbitrage bonds"within the meaning of Section 148 of the Internal Revenue Code of 1986,as amended. Dated POrt ,2016 FIRM NAME: NA R/0 40144114 146AUTHORIZED REPRESENTATIVE: ((JJ eaLU4tI It � N .." .411,4170r /� 'gnat 11 City of Corpus Christi,Texas 8 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of2 Complete Nos.1-4 and 6 if there are interested parties, OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2016-94838 Wells Fargo Securities,LLC Charlotte,NC United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 08/04/2016 being filed. City Corpus Corpus Christi Date gckno edged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. USRRB 2016 OMS Sale of Defeasance Securities 4 Nature of interest Name of Interested Party City,State,Country(place of business) (check applicable) Controlling I Intermediary Blue Rose Capital Advisors,Inc. Eden Prairie,MN United States X Tolstedt,Carrie San Francisco,CA United States X Modjtabai,Avid San Francisco,CA United States X Carroll,David Charlotte,NC United States X Sloan,Timothy Los Angeles,CA United States X Stumpf,John San Francisco,CA United States X Weiss,Jonathan New York,NY United States X Smith,Phillip Charlotte, NC United States X Shrewsberry,John San Francisco,CA United States X Schumaker-Krieg, Diane New York, NY United States X • Rettig,Paul San Francisco,CA United States X Pink,Christopher New York, NY United States X Mullins,Timothy San Francisco,CA United States X Engel,Robert Charlotte,NC United States X DuBose,Mary Charlotte,NC United States X Dolhare,Walter Charlotte,NC United States X EVEREN CAPITAL CORPORATION Charlotte, NC United States X "For purposes of this Form 1295 only,the information regarding the most highly compensated officers is the information of the rr ost highly compensated officers for Wells Fargo&Company as provided in Wells Fargo&Company's most recent annual riport and proxy statement Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.277 • CERTIFICATE OF INTERESTED PARTIES FORM 1295 2 of 2 • Complete Nos.1-4 and 6 if there are interested parties, OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2016-94838 Wells Fargo Securities, LLC Charlotte,NC United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 08/04/2016 being filed. City of Corpus Christi DOI Ackno edged: Dt 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. USRRB 2016 OMS Sale of Defeasance Securities Nature of interest 4 Name of Interested Party City,State,Country(place of business) (check applicable) Controlling I Intermediary 5 Check only if there Is NO Interested Party. a 6 AFFIDVII — I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct. CHARLENE SLOAN NOTARY PUBLIC,NORTH CAROLINA MECKLENBURG COUNTY %///e,7MY COMMISSION FXPfRES t CEMBER 15,2020 -/ Signature of authorized agent of contracting business entity AFFIX NOTARY STAMP/SEAL ABOVE t' /�//�� • Swam and subscribed before m = , aid `�gr�� e, ,this the 0 day of //1' 20 ,to certify which,witrte' my han,and seal of office. /� L.t 40 ()://i,‘/-e."7€ (Slot 19 • • ign ure oaf officer administering oath Printed name of officer administering oathTitle of officer administering oath • Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.277