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FI09-069 - Original - AMTEC - City's Tax-Exempt Bonds/Notes Arbitrage Consulting - 05/12/2009
i Records M tr:.. -eme ZOKENT wA8HIN 6TON Document n 6� CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: American Municipal Tax-Exempt Compliance Corporation, dba AMTEC Vendor Number: JD Edwards Number Contract Number: This is assigned by City Clerk's Office i Project Name: Arbitrage Consulting Services for the City's Tax-Exempt Bonds/Notes T Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract ❑ Other: Contract Effective Date: January 1, 2009 Termination Date: December 31, 2013 (plus two 5-year option periods) Contract Renewal Notice (Days): 30 Number of days required notice for termination or renewal or amendment Contract Manager: Robert Goehring, CPA, CFE Department: Finance Detail: (i.e. address, location, parcel number, tax id, etc.): This contract provides that the consultant will accommodate Internal Revenue Service (IRS) arbitrage calculations and reporting requirements for the City's tax-exempt bonds and notes. i CtM sLo9 i S.Publlc\RecordsManagement\Forms\ContractCover\adcc7832 i 11/08 KENT CONSULTANT SERVICES AGREEMENT between the City of Kent and American Municipal Tax-Exempt Compliance Corporation, d.b.a. AMTEC THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and American Municipal Tax-Exempt Compliance Corporation, d.b.a. AMTEC organized under the laws of the State of Connecticut, located and doing business at 124 LaSalle Road, West Hartford, CT 06107 (860) 523-5112 (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: Perform all tasks required of the City per Section 148(f) of the Internal Revenue Code regarding City's tax-exempt bonds and notes. Consultant shall perform this work in accordance with Consultant's August 21, 2008, Proposal, which is attached and incorporated as Exhibit A; Consultant's January 7, 2009, Response to the City of Kent's Questions, which is attached and incorporated as Exhibit B; and the City of Kent's List of Tax-Exempt Bonds and Expected Reporting Periods as of June 30, 2008, attached and incorporated as Exhibit C. Additional bonds may be added to Consultant's Work through the execution of an engagement letter in a form similar to that attached and incorporated as Exhibit D. Should the "not to exceed" amount provided for in this Agreement prove insufficient to cover the costs associated with that additional Work, the parties shall properly negotiate and execute an amendment to this Agreement. The City will provide Consultant with all appropriate and relevant documentation and information requested by the Consultant and in a manner to ensure that the Consultant can reasonably accommodate Internal Revenue Service arbitrage calculation and reporting requirements. Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices within the Puget Sound region in effect at the time those services are performed. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. Upon the effective date of this Agreement, Consultant shall complete the work described in Section I to accommodate Internal Revenue Service arbitrage calculation and reporting requirements for all reporting periods during the term of this Agreement. This Agreement shall begin on its effective P 9P 9 9 9 CONSULTANT SERVICES AGREEMENT - 1 (Over$10,000) date and remain in effect, subject to all terms and conditions in this Agreement, through December 31, 2013. At its option, the City may extend this Agreement up to two (2) additional five (5) year terms. In no event, however, shall the term of this Agreement extend beyond December 31, 2023. Although this Agreement provides for renewal five (5) year terms, either party may terminate this Agreement upon thirty (30) days' advance written notice in accordance with Section V of this Agreement. III. COMPENSATION. A. The City shall pay the Consultant, based on time and materials, an amount not to exceed $23,400, proportionately annualized over the initial five (5) year period ending December 31, 2013, for the services described in this Agreement. Unless otherwise agreed to in writing between the City and the Consultant, the maximum amount for each year of each subsequent five-year term shall be increased by an amount equal to the percentage increase in the Consumer Price Index for Seattle- Tacoma-Bremerton (All Urban Customers) from the previous calendar year (the CPI) for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's billing rates shall be as delineated in Exhibit A and Exhibit B. B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Consultant has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Consultant maintains and pays for its own place of business from which Consultant's services under this Agreement will be performed. C. The Consultant has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Consultant's services, or the Consultant is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. CONSULTANT SERVICES AGREEMENT - 2 (Over$10,000) D. The Consultant is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Consultant has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Consultant's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Consultant maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. VI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. CONSULTANT SERVICES AGREEMENT - 3 (Over$10,000) VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit E attached and incorporated by this reference. IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents, and files available to the City upon the City's request. The City's use or reuse of any of the documents, data and files created by Consultant for this project by anyone other than Consultant on any other project shall be without liability or legal exposure to Consultant. XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIII. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement. CONSULTANT SERVICES AGREEMENT - 4 (Over$10,000) D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. CONSULTANT: CITY: AMTEC Y By-, — (signature) (signature) Print Name: W ��ii AA Q G.�(ae� zette Cooke Its F/CS>C� a or tie) DATE: WA 200 DATE: CONSULTANT SERVICES AGREEMENT - 5 (Over$10,000) NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONSULTANT: CITY OF KENT: William M. Pascucci, Chairman and President Robert 1. Nachlinger, Finance Director American Municipal Tax-Exempt Compliance City of Kent Corporation, d.b.a. AMTEC 220 Fourth Avenue South 124 LaSalle Road Kent, WA 98032 West Hartford, CT 06107 (253) 856-5260 (telephone) (860) 523-5112 (telephone) (253) 856-6255 (facsimile) 860 236-7135 facsimile A OVED A O FORM: La D p ment t P\Clvll\Files\CpenFdes\0024-2009FinanceGeneral\Arbitrage-CLEANContrac[AMTEC docx CONSULTANT SERVICES AGREEMENT - 6 (Over$10,000) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The followingquestions specifically identify the requirements the City deems necessary for any q P Y Y contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill nthe five requirements referenced above. Dated this 6-A day of 200�-. By: For: Title: pms i4e,4,+ Date: WQ-44 p . Io09 EEO COMPLIANCE DOCUMENTS - 1 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 EXHIBIT A JAX-EXEMPT COMPLIANCE August 21,2008 Robert A.Goehring,CPA,CFE Audit Manager City of Kent Finance Department 400 West Gowe Street,Suite 122 Kent,WA 98032 Dear Mr.Goehring: Thank you for mvitmg Amtec to submit its Proposal for Arbitrage Consulting Services in response to the request of the City of Kent (the "City'). Pursuant to your request, we have enclosed three Proposals. Each is an original. Based upon the scope of services requested and the diligence required to deliver these services, Amtec developed a guaranteed fee Proposal for each of the City's bond issues. Our guaranteed fee structure is based upon the conversion from the existing five-year rebate computation cycle to an annual rebate computation cycle. We will update all reports as of December 31,2008 and begin the delivery of annual rebate reports following January 1,2009 and following each bored anniversary date thereafter for the duration of our engagement. By pricing our services in this manner,the City can predict with extreme accuracy its current and future rebate computation expenses for budgetary purposes. Amtec has a significant amount of experience computing rebate for municipalities throughout the United States. Our offices are staffed until 8:00 p.m. Eastern time to accommodate our national client base. We do not use voice mail during office hours so when you call,an Amtec staff member will be here to assist you. Thank you for including Amtec in this process and should you have any questions,please do not hesitate to contact us Very truly yam, William M.Pascucci President 124 LaSalle Road,West Hartford,CT 06107 (860)523-5112 Fax(860)236-7135 www.amteccorp.com PROPOSAL Arbitrage Consulting Services Presented To KEWT CITY OF KENT WASHINGTON Submitted By American Municipal Tax-Exempt Compliance Corp. AMTEC August 21,2008 Table of Contents 2.2 Letter of Submittal 1 Introductory Remarks and Executive Summary 2 2.3 Service Proposal 4 Scope of Services—Defined 4 Scope of Services—Summary 9 Plan For Compliance Time Frame 10 2.4 Amtec's Experience 11 A. Description of Amtec 11 B. Philosophy 11 C. Experience 13 1. Arbitrage Consulting Services 13 2. Contracts For The Last Five Years 14 3. Service and Experience Details 14 D. Subcontractors 17 E. References 17 F. Related Information 18 2.5 Cost Proposal 19 Fees for Future Issues 20 Fees for Existing Issues 21 Exhibit A to RFP—Certifications and Assurances 22 Appendix Professional Opinion for the City of Kent,WA A-2 Confirmation of Amtec's Regulatory and Mathematical Accuracy A-3 Sample Rebate Report $9,799,656.80 Water Works Board of the City of Auburn,Alabama City of Lubbock,Texas Annual Rebate Executive Summary i 2.2 Letter of Submittal A. Name of Firm American Municipal Tax-Exempt Compliance Corporation, d.b.a.AMTEC Address 124 LaSalle Road Principal Place of Business West Hartford,Connecticut Telephone/Fax Number 860 523-5112/ 860 236-7135 Legal Entity Name Amtec Address 124 La Salle Road,West Hartford,CT 06107 Employer Identification No. 06-1308917 Email Address info amteccor .com Website Address www.amteccorp.com B. Corporate Officers Title William M.Pascucci Chairman and President Raymond H.Bentley Vice President and Treasurer Michael J.Scarfo Vice President and Secretary Heather E.Place Vice President Samuel C.Lerner Vice President Amtec operates from a single location at 124 LaSalle Road, West Hartford, CT 06107 and has a single telephone number for all staff: (860)523-5112. C. Amtec was incorporated in Connecticut in 1990 and was organized to do business as it currently exists since its inception, as a provider of tax-exempt compliance services. D. The Federal Tax Identification number of the American Municipal Tax- Exempt Compliance Corporation is 06-1308917. Amtec does not have a Washington Uniform Business Identification number. E. No employee or former employee of the City has ever been employed by Amtec or is on its governing board. TAX-EXEMPT COMPLIANCE Introductory Remarks August 21,2008 Robert A. Goehring,CPA,CFE Audit Manager City of Kent Finance Department 400 West Gowe Street, Suite 122 Kent,WA 98032 Dear Mr Goehnng- Thank you for inviting Amtec to submit its Proposal for Arbitrage Consulting Services The pages that follow are succinct and correspond to the RFP. Amtec appreciates this opportunity and welcomes additional dialogue with the City of Kent(the"City") Executive Summary Amtec is prepared to provide arbitrage rebate computations for the bond issues specified by the City We have read the entire RFP, many of the Official Statements, the 2007 CAFR and Budget, and the Capital Improvement Plan This information provided us with significant insight into the types and scope of bonded projects, as well as the City's capital needs and spending patterns Based upon our experience and understanding of the scope of services requested, Amtec is qualified for this engagement and is offering the City a guaranteed maximum fee quote of$23,400 for the issues listed in the RFP Computations would begin on the date of the last rebate report through December 31, 2013 Sigmficant fee reductions are possible and explained in the fee pages that begin on page 19. Our fee averages $300 per issue, per year. Our service includes rebate computations, arbitrage consultation services and support for the term of the engagement Our service is comprehensive and includes all services required to provide our unqualified opinion Service Recommendations Based On Our Understanding A complete review and restatement of all prior calculations to the last report date; • Conversion to annual rebate computations through a comprehensive rebate catch- up program as of December 31,2008; • Formal annual rebate computations on bond anniversary dates in 2009 and each year of the engagement, • Formal Computation Date(fifth anniversary date)calculations as dates occur; • Written recommendations on accounting and other compliance matters, • Full support and recoimmendations on the selection of qualified investments and pro-forma rebate and spending tests, if needed, and • Comprehensive support in the event of an IRS review or audit. 124 LaSalle Road,West Hartford,CT 06107 (860)523-5112 Fax (860)236-7135 www amteccorp corn Work Plan Summary,Comprehensive Reporting and Amtec's Philosophy It is our understanding that the City computes rebate on Computation Dates and does not prepare interim computations annually. We propose the following: • A more active cycle of annual rebate computations,designed to save expense dollars; • Eliminate concerns over an unknown accumulating rebate liability; • Establish reserves for any rebate liability from current investment income;and • Provide the City with the potential to increase investment income In order to convert the City to annual rebate computations,our work plan includes: • A legal review of documentation for all issues,including prior rebate computations; • A restatement of all prior rebate reports to ensure their accuracy. Each Amtec rebate computation contains the service requirements of the City,as enumerated in the RFP and includes an executive summary, detailed and concise computations, definition of applied terms,computation methodology,recommendations and Amtec's professional opinion All computations are in accordance with Section 148 of the Code and the Regulations, as amended. Our opinion is included in the Appendix Section page A-2 along with a confirmation of the accuracy of Amtec's computation methodology on pages A-3 and A4. Guaranteed Reporting Compliance. The City will receive the requisite number of computations resulting from the rebate rule or rebate exception criteria selected prior to the closing. Testing for exceptions is a part of Amtec's computational controls. Not all exceptions are selected prior to the closing. Exception qualification occurs when the spending minnmums of an issue have been achieved. However, due to the depressed interest rate environment that exists, the value of an exception from rebate will be carefully measured against the potential negative arbitrage that can be generated and used as a shelter against any potential rebate liability incurred by another bond account in the future. Amtec provides this analysis for each qualified issue.Each rebate report delivered to the City will be accompanied by Amtec's professional opinion. Consultation,Audit Representation and Training. In addition to arbitrage calculations and the filing of necessary tax forms, our service includes audit support in the event of an IRS review,consultation services and training of staff for the term of the engagement. Amtec's Compliance and Service Philosophy. Our service enables issuers to become proactive rebate managers. We structure our services toward the early recognition of any rebate liability through timely annual computations (or semiannual, when necessary) and realignment of investments,enabling our clients to optimize their earnings from bond proceeds. We are not investment providers or brokers. Amtec's clients receive recommendations for investment realignment,but do not pay for these services. Our focus is on compliance. Thank you for the opportunity to provide our services to the City of Kent. Very truly yours, l..� William M.Pascucci President 3 2.3 Service Proposal Amtec is an expert in the computation of arbitrage rebate and has the ability to compute the correct rebate amount for any type of bond structure The average actual time to complete a formal first five-year rebate report is generally less than 5 business days from the time we receive all of the required documentation The required tasks necessary to comply with Section 148(f)of the Code and the Regulations are described below Verity that the issue is subject to the Rebate Requirement. Initially, the Tax Agreements, Official Statements and other relevant documents are reviewed The Tax Agreement,prepared by bond counsel, provides information about the bond proceeds and other funds that could be subject to rebate and information relating to rebate exceptions These documents provide the information which enables us to complete an independent verification of the bond yield. Calculate the bond yield. Since the bond yield is the basis for arbitrage liability, ensuring that all amounts are identified and applied in accordance with the Code is extremely important. Amounts such as the original issue discounts,premiums and qualified guarantee payments are needed to complete tlus process From the information gathered in the bond document and review process,Amtec independently computes the bond yield for each fixed yield issue. Occasionally, the fixed bond yield provided to bond counsel by the underwriter is not complete or may contain inaccuracies. Through Amtec's independent verification of the bond yield, the City will be assured that the bond yield has been recomputed in accordance with the Regulations and is correct. The bond yield for variable rate bonds, if any, will be computed on each rebate computation date As an example, if the rebate was computed at the end of the first bond year, the yield on the bonds would also be computed The Regulations allow the issuers of variable rate bonds to P b'u align periods of high interest rates on their bonds and investments in an effort to numnuze rebate. Amtec uses its discretion as to which periods or variable bond years will produce the least amount of rebate. Yield computations for variable rate issues require the analysis of all cash flows which include: The actual principal and interest payments made to the bondholders; Swap payments; Liquidity fees, LOC or municipal bond insurance prenuums,and Qualified expenses The results of the variable rate bond yield are documented and presented in each rebate report for variable rate bond issues regardless of whether the issue qualifies for a spending exception We believe that the City needs to confirm its true borrowing costs Identify, and separately account for, all "Gross Proceeds" (as that term is defined in the Rebate Requirement) of the bond issue, including those requiring allocation analyses due to "transferred proceeds"and/or"commingled funds"circumstances 4 Reconciliation of Proceeds. The Tax Agreement is used to reconcile the sources and uses of funds which can be tracked into the various bond and capital accounts. This step is important because the correct amount of bond proceeds must be identified and measured in order to ensure that the final rebate results are accurate Failure to perform these initial steps violates the integrity of the rebate computation work which must follow An issue containing transferred proceeds is easily identified in the Tax Agreement. Steps to compute the transferred proceeds are evident and performed systematically with current and advance ref endings. Commingled funds are not evident until the rebate computation has commenced. Our analysis of the various asset accounts will provide evidence of a commingled fund Once detected,we can utilize our internal process to uncommmgle bond proceeds from non-bond proceeds and compute the rebate accurately. Occasionally, an issuer commingles general funds or other bond proceeds from multiple issues and may not be aware that the commingling has occurred. Amtec is experienced in detecting these situations Our internal controls have been designed to provide the rebate amount, investment income and rate of return for each bond fund or account Our expertise,which has been derived from the completion of more than 2,800 rebate computations per year, provides special insight that only this experience can offer. Our analysts have historical experience with every type of qualified investment and our internal controls highlight unusual rates of return, either high or low, which are often the result of commingling When this occurs, we use our expertise and provide a series of tests that will easily identify the transactions that cause most aberrations inrebate computations. Obtain the necessary information related to investments, including investment and expenditure detail and interest earnings. Amtec does not require any special format but prefers bank records,when possible If the bond proceeds are held by the City,Amtec does not require the creation of a new layer of accounting strata to provide the records required to compute rebate. As long as we are provided with investment and disbursement information from any accounting source, we are confident we will be able to provide our services with a minimum amount of support from City personnel. Amtec has relationships with and receives statements from many banks With the City's authorization, the bank generally provides duplicate statements or statement access over the internet By receiving statements in this manner, the City will be relieved from having to use staff for the purposes of copying statements Additionally,the rebate report issuance process is expedited and reports are delivered systematically,shortly after each rebate report due date 5 Calculate the excess investment earnings (cumulative rebate liability), taking into account any investment proceeds during the Temporary Period and in the post Temporary Period that may be subject to yield restriction requirements and require yield reduction payments. Solving for Rebate—Future Value Computation Methodology. Amtec utilizes listings of disbursements,investment records and accounting ledgers to solve for the rebate amount This process is repeated one account at a time, if more than one account has been established for an issue Amtec utilizes the future value methodology, as required by the Regulations, to determine the rebate amount. Each rebate amount, either positive or negative, is determined along with the rate of return of the investment portfolio for each fund The portfolio returns must be consistent with the computed investment yield Investment Portfolio Evaluation. Along with the disbursement listings, we gather mformation on the unspent bond proceeds and investments Each investment is valued for every calculation Amtec follows the regulatory valuation requirements and selects the most advantageous valuation method The most advantageous valuation is the one that produces the smallest amount of rebate We use care in these determinations to ensure market value fluctuations do not give rise to erroneous rebate returns. As a final control, the total income from the portfolio is identified and compared to the actual sums received Project disbursements and investment income amounts are also balanced, ensuring that all items have been identified and are recorded on the bank statements. Rebate Consolidation. We solve the rebate for each account within a specific issue. Once each separate account has been solved and reconciled, the entire report is consolidated and the rebate amount is identified The consolidation produces a blended rate of return and rebate amount for all accounts within an issue. We also provide the individual computations for each fund so our clients can easily determine which funds are generating arbitrage profits and which are generating losses Testing for Rebate Exceptions and Penalty in Lieu of Rebate Elections. Once we have determined the rebate amount, we continue to test for exceptions from rebate If a rebate liability has accumulated and the issue qualifies for an exception from rebate,we will issue our opinion utilizing the rebate exception criteria and the rebate would not be payable If a client has elected to pay a penalty in lieu of rebate,we would discover this electron during our bond document review and apply the penalty test and remit any penalty on a timely basis in accordance with the Regulations. Provide an executive summary. Identify the methodology employed, major assumptions, conclusions, and any recommendations for changes in the City record keeping and investment policy. Comprehensive Reports and Opinions. The rebate report is a formal document issued together with an executive summary,all computation schedules and the professional opinion of Amtec. Our opinion cites the various computation methodologies used to arrive at the rebate amount 6 Our professional opinion,which is legally enforceable,is located in the Appendix Section page A-2 Amtec's opinion is generally broader than most opinions and clearly provides the assurance that our computation methodology is in accordance with the Regulations and the Code and the City may rely on it Amtec's professional opinion provides the City with a level of confidence that rebate computations are accurate and in accordance with the Code and the Regulations Our opinion is backed by our full faith and credit and a multi-million dollar professional liability insurance policy No claim has ever been filed against Amtec. Record Keeping Review and Recommendations. During the course of our engagement, a review of the City's record keeping process and investment policy is conducted We survey whether the accounting is adequate and the process followed meets the requirements of the Code We review the level of detail provided to ensure it is reasonable and consistent with generally accepted accounting practices for bond proceeds Occasionally, we have discovered that issuers create a second tier of accounting strata to support the rebate function In most cases, this is not required and the time and resources spent maintaining this system can be put to other uses Should we detect any irregularities or duplication, we would provide recommendations for increased controls,more accurate record identification or simplification of the internal process. Recommendations for changes in these,or any other policies that come to our attention,would be immediately documented for the City Annual Executive Summary. Due to the size of this engagement,Amtec's Annual Report of all bond issues will be prepared for the City. The Report is an executive summary of each outstanding bond issue subject to the rebate requirements It was developed to assist senior managers understand the most important issues concerning their arbitrage liability, Code compliance status and other key data, without having to read multiple rebate reports in their entirety We have attached an Annual Report prepared for the City of Lubbock, Texas This report, which will be sumlar to the Annual Report prepared for the City, is located in the Appendix Section for your review. Annually perform all arbitrage calculations through the term of the contract. Additionally, due to the methodology utilized by Amtec to obtain financial data from any trustee or the City, we can produce mtra-year rebate computation updates as often as the City requests them. There is no additional charge to receive an intra-year rebate update Perform all anniversary arbitrage calculations through the term of the contract. Amtec will provide the City with a formal rebate report as of each bond anniversary date and on Computation Dates as they occur. 7 Provide the City with formal rebate reports. Include appropriate documentation required to support calculations. Amtec will provide as many sets of rebate reports as required by the City. Each report distributed will be an original. We can also provide an electronic file of rebate reports, should the City wish to maintain its rebate reports electronically,as well Internal Revenue Service Reporting Requirements Prepare all filings required by the Internal Revenue Service necessary for the payments of arbitrage rebate or refunds. IRS Reporting. Should a rebate liability exist on a computation date, Amtec would prepare the required transimttal documents for IRS reporting The completed documentation and letter of instructions would be provided in advance of the payment due date Formal rebate reports, complete with Amtec's opinion are delivered annually and on bond Computation Dates(five-year anniversary dates) Failure to pay a rebate when due. If the City has failed to pay a rebate when due,Amtec will prepare all of the necessary documentation, request for a waiver of penalty and late interest amounts on behalf of the City Provide assistance and consultation as necessary to retain records and documentation at least six years after the issue's final maturity. Electronic Off Site Back-Up. We will provide the City with electronic back-up of all data and reports generated by Amtec for a period that extends six years after the redemption date or last maturity date of an issue. This data is created daily and moved off-site to a secured storage facility. Should the City require additional support or assistance with records retention, documentation or retrieval of any items that are related to its rebate computations,they will be made available by Amtec,upon request. Development of an Arbitrage Database. We will develop an arbitrage database for all bond issues The information in the database includes but is not limited to the following Bond Yield Investment Yield Rebate Liability Closing Date Maturitv Date Computation Date Temporary Period Yield Restrictions Refunding Data Prior Rebate Paid Transferred Proceeds Fees The database is updated regularly as computations are completed, new bonds are issued or when bonds are retired. 8 Amtec's Scope of Services—Summary Verification that each issue is subject to the rebate requirements. Calculation of the bond yield Calculate the gross proceeds through a reconciliation of the sources and uses of fiends. Calculation of the yield on all investments, subject to rebate, annually and upon the date that all bonds of an issue are retired Determine the arbitrage rebate liability. Verification of whether a penalty in lieu of rebate has been elected. Testing for exceptions from rebate Written explanation of the computation methodology and recommendations for rebate reserves Each rebate report includes a written explanation of the methodology, assumptions and conclusions employed. Recommendations for rebate reserves or the elimination of negative arbitrage and recommendations for changes in record keeping and investment policy accompany each report. Deliveryof updated calculations and formal rebate reports, rebate exception reports and p reP eP penalty in lieu of rebate reports, each indicating the above stated information, the issuance of the Amtec professional opimon statmg that the computations are in accordance with the Code and Regulations. Delivery of appropriate documentation required to support all computations with each rebate report • Unlimited consultation with City personnel, as necessary, regarding arbitrage related matters Consultation on the results of our report with staff,bond counsel,auditors,trustees and the IRS,if requested • Monitoring of the City s ongoing compliance with all arbitrage requirements for its tax- exempt issues and the safeguarding of completed projects for a period of six years after the final redemption date of each issue • Assurance to the City that all current issues are in compliance with the Regulations. • Guarantee the completeness and accuracy of our work, computation methodology and positive compliance with the Tax Code and the Regulations • Preparation of IRS Form 8038-T, accompanying documentation,payment instructions and report delivery, within 30 days of the final computation date and 30 days prior to the payment due date, should a rebate payment be required Review of existing accounting and investment practices and recommendations for improvements,if required Assistance in the planning stages of new bond issues to discuss possible rebate exceptions, the pro-forma testing of anticipated expenditures of proceeds for rebate exception purposes based on a variety of investment scenarios. 9 Plan for Compliance Time Frame Task Procedure Time Frame These will be completed as soon as possible The time line Review and re-computation 100% review of prior rebate depends on the size,detail and of prior rebate reports computations and conversion to a accuracy of the prior report single Amtec Report Completion within 10 days of receipt of the requested documentation Develop a table of Build database of information after These steps are completed within computation dates for each a review of bond documents, bond a 2-day period once we are issue upon review of all year elections, prior rebate reports engaged and all prior rebate prior rebate reports and any rebate liability reports have been received by Amtec Computation of bond yield Gather documents Develop These steps are completed within for fixed and variable rate amortization schedule, identify the first week after the bonds. OID/OIP, guarantee payments and documents are received. call data. Complete"Catch-up" Within three weeks of computations through This has the highest priority and appointment,these computations December 31,2008 for all computations will be completed as will be completed and rebate issues,if necessary. soon as statement activity arrives. reports will be delivered to the City. Amtec provides semi-annual computations during the first 24 months from the closing date if the bonds are a"Construction Issue." Rebate Reports and spending test computations are processed from Formal Annual Reports will be Future rebate reports. listings of investment and produced shortly after each disbursement data that would be anniversary date and on five-year assembled regularly throughout the Bond Computation Dates and year. Bond Retirement Dates. Scheduled Rebate Reports are produced within 15 days of receiving the bond and mvestment activity statements A summary of key computational Delivery of Annual information compiled for all rebate Executive Summary reports Contains comments and Delivered at end of Fiscal Year recommendations,when warranted 10 2A Amtec's Experience A. Description of Amtec Amtec is an independent tax-compliance specialty firm incorporated in 1990 We have no subsidiaries nor are we a subsidiary of a larger firm Since Amtec's inception, it has been and remains one of the only original monolme tax-compliance firms in the United States 100%of Amtec's resources are pledged to arbitrage rebate computations and refundmg verification services Our business plans are to continue to expand our client base and provide service excellence to each of our clients. The City has the pledge of our senior management that we will be here to service your account in the future,just as we continue to serve our other clients who engaged Amtec 18 years ago Amtec is one of the oldest arbitrage rebate consultation firms in the United States Due to our focused expertise and technical awareness of tax-exempt debt structures, we are able to efficiently compute rebate on any size bond issue, regardless of its complexity and do so on a unparalleled service more cost-effective basis than our competition The key to our success is un p and guaranteed fixed fee pricing. Our clients include state governments and agencies, counties, cities, school districts and specialty issuers such as higher education, healthcare, housing and student loans They issue single and multi-purpose bonds and pooled financings using a variety of structures We have substantial experience with fixed rate bonds, commercial paper issues and variable rate bonds. Depending on the use of the proceeds, our clients issue AMT and Non-AMT Bonds Security structures utilized include General Obligation, Certificates of Participation, Revenue, Special Assessment,Lmuted Tax,Special Tax Obligation and Pooled Financings Amtec's Unique Qualifications In all, Amtec provides arbitrage rebate consulting services for more than 2,800 bond issues throughout the United States. We have delivered more than 28 000 rebate reports since 1990 f� eP and we have forward commitments for rebate computations through the end of 2013 The IRS has never challenged our findings. B. Philosophy Amtec has distinguished itself as one of the nation's leading rebate computation firms and computes rebate for many of the nation's largest, as well as smaller, bond issuers Serving large and small bond issuers provides the City with the assurance that our services are professional, accurate and efficient Our record and standing in the municipal bond community are exemplary Amtec has operated for 18 consecutive years under our original name We have attracted our diverse municipal client base by listening to the needs of our clients We have responded with a level of service and associated fees that are necessary to deliver compliance with the Tax Code and the Regulations and,at the same time, fit into their budget. 11 The success of Amtec is based on our unique management style which distances us from our competition No issue is too small or too complicated and every client receives a guaranteed fee before the work begins We always strive to understand the needs of every client, large and small,and we know that"one size does not fit all"when it comes to our service. • We have never asked a client for a fee greater than quoted because the calculation took longer than was expected • We do not bill by the hour, by the copy or fax, nor do we charge any expenses to our client,regardless of what transpires during the rebate computation process Our clients are generally surprised by the level of service we provide for the fee quoted We can also tell by the questions listed in various RFP documents that other firms charge a variety of excess fees once the rebate computation process begins These unnecessary fees relate to commingled funds analysis, transferred proceeds and yield reduction payments Amtec includes each of these services in its calculations,when necessary. There is never an extra fee. We have seen other firms charge a fee for filing an 8038-T(rebate or yield reduction payment) and for defending their own computations with the IRS This is not the case at Amtec Our clients ask how we can provide our services for a fraction of the fees they have been paying There is no secret we are very specialized and are not watching the clock as we work While our competition attempts to sell a variety of bond-related audit, investment and legal services,we are focused on arbitrage computations only We are not distracted by the quest for cross-selling services Our focus on arbitrage rebate computations enables us to provide a competitively priced,efficient service to our clients Amtec is qualified and prepared to make a seamless transition from the City's current arbitrage rebate provider if appointed as your rebate consultant We will perform the scope of work requested and other important services that have not been requested, but will be discussed in detail in this Response All Amtec services will be performed within 30 days after each calculation date, as requested Amtec generally delivers its calculations within 15 days of receiving the required bond and investment activity from its clients Benefits Derived By the City By engaging Amtec, the City will "lock in" its costs for arbitrage rebate computations for the duration of the engagement term More unportantly, the City will receive the full support and expertise of Amtec for these additional services that may have increased the costs of arbitrage calculations in the past These services include,but are not limited to. Unlimited consultation and support in the event of an IRS inquiry of a rebate computation If the IRS places an issue under investigation or follows up to ensure calculations were completed, it could take hours of time by bond counsel, financial advisors and staff to respond to the questions raised by such a review Aimee is the only consultant that provides this service to our clients for no additional fee 12 Provide pre-issuance rebate forecasting from estimated bond proceeds spending schedules and basic investment information From this data, we can prepare the potential investment earnings from an issue along with an estimate of the rebate amount, if any,or the qualification potential for a spending exception from rebate Once this model has been prepared, it can be used to make additional or revised forecasts of this data as changes within a project occur. Changes can range from interest rate fluctuations to construction delays and other similar items As your rebate consultant, Amtec will provide this service along with any necessary updates for no additional fee. Important reasons for engaging Amtec: Our fees for service are less than most of the fee quotes the City will receive from potential consultants; Our service record throughout the industry is exemplary;and The City will save tax dollars. Our services are geared toward assisting the City: Earn as much income allowed by the Regulations through the aggressive reporting of the rebate liability by our process of annual and serm-annual rebate calculations,and Maintain compliance with the Code and the Regulations. From each Amtec report, the City will learn of its total rate of return from investments, as compared with the bond yield If our reports detenmme that the City has not maximized its earnings from the investment of its bond proceeds,you mll be provided with the exact amount of income and a target yield for future investments that can be attained to optumze the investment from bond proceeds. By utilizing this process, the City will be assured that it has maximized its income The the reduced fees aid for rebate computations, increase m additional income, accompanied by p p , will benefit the City and its taxpayers C. Experience 1. Arbitrage Consulting Services Amtec has provided arbitrage rebate services and refunding verifications since inception in 1990. Over this time period we have delivered 28,000 rebate reports We will deliver more than 2,800 rebate reports in 2008. experience when dealing with the IRS In addition to computing rebate, Amtec has substantiale p g on behalf of issuers who have not properly computed rebate in a timely manner or for inaccurate submissions We have obtained more than $3 million dollars of rebate refunds and or overpayments on behalf of municipalities 13 2. Contracts For The Last Five Years Amtec has completed more than 10,000 rebate reports over the last five years and more than 5,600 reports between July 1, 2005 and July 1, 2008 Although the City has asked for this listing,we have omitted it because it is 94 pages long and contains 60 rebate reports per page that were delivered to Amtec clients Alternatively, we have provided a short listmg of clients who issue the most complex bond issues This listing is followed by a brief description of some of these issues and why they are considered complex. 3. Service and Experience Details Complex bond issues utilized by states,agencies,counties and city governments are not foreign to Amtec This is attributed to many years of performing rebate computations and refunding verification services to state level governments who usually devise the most complex debt structures Amtec has completed rebate computations for complex issues, including revolving fund programs and commercial paper programs for the following high profile municipalities. State of Connecticut Comm of Massachusetts State of New Jersey State of West Vir una State of Rhode Island New Jersey Economic Development Arizona WIFA Phoenix,AZ Maryland Water Quality Fin Adm County of Schenectady Capital City Econ Dev Auth CT Resources Recovery Authority MassHEFA MassDevelo ment MA MassPort(MA) State of Oklahoma Water Oklahoma State Capital Irnp State of Oklahoma DOT Orange County CA Dane County Connecticut Development Authority San Diego County CA Tulsa,OK Regional Transportation Dist CO Greenville Water SC Charleston County SC Clark County A RI Water Resources Placer County CA Washtenaw County Corpus Christi,TX Port of Bellm ham,WA Lubbock,TX Huntm ton Beach,CA Ann Arbor,MI Providence Buildings Auth Issuer Scope of Engagement New Jersey Building Authority Arbitrage Rebate Computations Yield Monitoring Amtec was selected through the RFP process in 2004 We have completed 46 rebate and yield monitoring computations for the Authority Bond proceeds are used for a variety of capital and refunding purposes We also provide yield monitoring computations for the 2003 Series A Issue as a result of its variable rate feature with a Swap Agreement Amtec maintains an arbitrage management database for all computations, computation dates and schedules as part of its responsibility for the Authority. 14 Issuer - - Sco eofEn a ement New Jersey Economic Development Authority Arbitrage Rebate Computations School Facility Construction Program Amtec was selected through the RFP process in 2005. We have completed rebate computations for 17 issues that aggregate more than $10.6 billion in par value. The proceeds are used for a variety of capital projects for school construction and renovation Amtec maintains an arbitrage management database for all computations, computation dates and schedules as part of its responsibility to the NJEDA. Issuer Sco a of Engagement State of New Jersey Arbitra a Rebate Computations Amtec was selected through the RFP process in 2007 We have completed 3 rebate computations for the State. We are working with staff to identify the most efficient means of retrieving the bond expenditure and investment data Amtcc also maintains an arbitrage management database for all computations, computation dates and schedules as part of its responsibility to the State. Issuer Scope of Engagement State of Connecticut Arbitrage Rebate Computations Amtec was selected through the RFP process by the State of Connecticut in November 2002. We have completed several computations for Connecticut G.O Bonds, Certificates for specified government buildings, Special Tax Obligations for road and bridge infrastructure, Revenue Bonds for Bradley International Airport, Rate Reduction, Clean Water, Waste Water and the University of Connecticut Amtec maintains an arbitrage management database for all computations,computation dates and schedules as part of its responsibility to the State Issuer Scope of En a ement State of Connecticut Arbitrage Rebate Computations Development Authority IRS Resolution Amtec was retained by the Authority at the suggestion of Bond Counsel at the inception of an audit by the IRS. The IRS contacted the Authority and expressed concern over the methodology used by the Authority to arrive at the rebate liability. Upon our review, it became clear that the Authority did not utilize the methodology described in the Regulations However, we were able to restate 15 years of arbitrage calculations, using the correct methodology, resulting in a refund of more than $200,000 in rebate overpayments. Amtec has restated each of the Authority's self-prepared rebate calculations and has submitted a request for the overpayment of pnor rebate paid. 15 Issuer ` "` Soap( of En 'a ement Commonwealth of Massachusetts Arbitrage Rebate Computations Amtec was selected through the RFP process by the Commonwealth of Massachusetts in October 2003 for a single bond issue The City of Chelsea, $95,750,000 Select Auction Variable Rate Bonds (SAVRS) We have completed our initial assignment and have been retained by the Commonwealth since 2003 The RFP was initiated because of escalating fees from the prior consultant, which were based on the complexity of the calculation, which is variable rate. Amtec was able to substantially lower the fee for this calculation. Issuer ` ` '°` ` „ =" Se7pe of'Ev * lenient Massachusetts Health and Educational Arbitrage Rebate Computations Facilities Authority(MassHEFA) Amtec was retained by MassHEFA through the RFP process for three bond issues, the proceeds of which were used to fund its Capital Asset Program. The bond proceeds funded three unallocated pools for healthcare capital and related equipment Each of the Series contains a variable rate with liquidity features. Additionally, the Regulations require a shortened temporary period, which could result in yield restrictions and yield reduction payments,in addition to the rebate liability that may be generated by low yield bonds. Amtec computes rebate for more than 100 conduit bond issues for clients of MassHEFA that issue revenue bonds for healthcare and higher educational capital purposes These bonds are issued with both fixed and variable rates and many have entered into swap agreements Issuer " ' 80 a of Eri a ement Massachusetts Port Authority(MassPort) Arbitrage Rebate Com utations Amtec was retained by MassPort in 2001 to complete rebate computations for each of their bond issues The Authority issues fixed rate bonds, variable rate bonds and commercial paper on a tax-exempt basis In total, there is more than $5 billion in issuance under our consulting agreement Prior to Amtec's appointment, MassPort performed rebate calculations in-house with the assistance of bond counsel Due to the growing expense of this method of calculation, MassPort conducted the RFP and selected Amtec They have saved thousands of dollars by transferring this function from bond counsel to Amtec Amtec maintains an arbitrage management database for all computations, computation dates and schedules as part of its responsibility for MassPort 16 - Issuer ; =` Sco e'dVn a ement Massachusetts Development Arbitrage Rebate Computations Finance A enc 22FA Like MassHEFA, MDFA is a conduit bond issuer for a variety of health, educational and industrial projects Amtec computes rebate for more than 80 conduit issues of MDFA MDFA issued its own bonds in 2000 and selected Aintec as rebate consultant for MDFA's Devens Electric Project Issue. - Issues - scope State of West Vir 'nia Arbitrage Rebate Computations Amtec was retained in 2007 by the State of West Virginia following the RFP process. The State issues fixed rate bonds and commercial paper on a tax-exempt basis In total,there are 18 issues under our consulting agreement Issuer o a of En a tent County of Orange,California Arbitrage Rebate Computations Amtec was retained by the County of Orange through the RFP process in 2003. The County has issued more than$6 5 billion through 82 issues Amtec computes rebate for all of the County's Bonds The County is structured similarly to many states and is divided into a variety of taxing districts. The County provides each taxing district with access to capital markets through the sale of tax-exempt bonds Since the source of fiends for each district can vary,the County commingles much of its revenue It is the job of Amtec, when computing the rebate liability for each issue, to uncommingle the funds and ensure that only the correct amount of bond proceeds is included in each rebate calculation As a result of falling interest rates between 2001 and 2005, Amtec was able to file for a refund for an overpayment of rebate. In 2004, the County received a refund of$659,000 Amtec maintains an arbitrage management database for all computations, computation dates and schedules as part of its responsibility for the County D. Subcontractors Amtec does not use subcontractors for its engagements. E. References Name of Agency Contact Information I Phone Service Dates Amtec Manager Number (from/through) Oklahoma Water Resources Board Mr Joe Freeman—Chef (405)530 8800 2006—Current JSFREEMAN@owrb ok gov I Raymond Bentley Oklahoma Capital Improvement Mr MadisonBlair—Administrator (405)522 0441 2006—Current Authority Madison_Blair @dcs state ok us/ Samuel Lemer 17 Name of Agency Contact Name/ Phone Service Dates Amtec Manager Number (front/through) Oklahoma Department of Mr J Michael Patterson—Fin Dir (405)5212011 2007— Current Transportation MPatterson@ODOT org/ Raymond Bentley State of Connecticut Ms Sheree Mailhot—Debt Mgt (860)702 3035 2001—Current Sheree Mailhot@ct gov/ Witham Pascucci State of New Jersey Mr Guy Tassi—Asst Treasurer (609)633 9082 2003—Current Guy Tassi@treas state nJ as/ / Samuel Lemer State of West Virginia Mr Ross Taylor—Comptroller (304)558 6181 2007—Current RTaylor@wvadmm gov/ William Pascucci Massachusetts Health and Mr Jose Peralta-Pool Loan Mgr (617)737 8377 1996—Current Educational Facilities Authority JPeralta@mhefa org/ MassHEFA Raymond Bentley Massachusetts Development Ms Jami Loh— Vice Pres (617)330 2000 1996—Current Finance Agency JLoh@massdevelopment eom/ MDFA Raymond Bentley Massachusetts Port Authority Mr Michael Ahearn—Fin Mgr (617)568 1049 2002—Current MassPort MAhcam@massport con/ Raymond Bentley Orange County,CA Ms Suzanne Luster- Acct Mgr. (714)834 3362 2003—Current Suzanne Luster@ocgov com/ Michael Scarfo San Diego County,CA Ms Christine Fay-Debt Fin Mgr (619)685 2577 2001—Current Christine Fay@sdeounty ca gov/ Michael Scarfo City of Phoenix,AZ Mr Randy Piotrowski—Supery (602)495 5466 2006—Current Randy Piotrowski@phoenix gov/ Michael Scarfo Huntington Beach,CA Mr Arnie Ross—Aect (714)536 5238 2006—Current ARoss@surfcrty-hb org/ Michael Scarfo Town of Hilton Head Island,SC Mr Steven Markiw—Deputy Dv (843)3414612 2007—Current StevenM@hiltonheadislandsc gov/ Raymond Bentley Beaufort County School District Phyllis White,CPA,COO (843)322 2346 1995—Current Phyllis White aBeaufort k12 se us/ Raymond Bentley Auburn,AL Penny Smith,CPA—Treasurer (334)5017223 2007—Current PSmith@aubumalabama org/ Raymond Bentley F. Related Information 1 No staff member was ever an employee or is a current employee of the City. 2. Amtec has never had a contract terminated for default 3. Amtec has never had a contract terminated for default. 18 CITY OF KENT GUARANTEED MAXIMUM FEE SCHEDULE 2.5 Cost Proposal A Fee Preamble We are aware that the City may receive larger fee quotes for its rebate computations Our clients ask how we can provide our services for a fraction of the fees that others charge There is no secret we are very specialized and extremely efficient We assure you that we understand your bond issues and our business This is evidenced by our multiple years of service to more than 2,800 engagements Before these clients engaged Amtec as rebate computation consultant, many paid fees that were two to three times greater than those they pay Amtec today. Each of these clients is very pleased with Amtec's service. Executive Overview In order to provide comprehensive computation and consulting services for the City's issues, we have developed a guaranteed fee schedule The fees are listed by issue and by year and represent 100%of the fees to be charged Amtec's fees are comprehensive,mclude all services required to provide our unqualified opinion and are guaranteed not to increase over the engagement tern. We would not be surprised if our pncmg provides a 50% savings over current costs. The savings generated by our service is not unusual The states of Connecticut and New Jersey,the counties of Orange and San Bernardino in California and the cities of Corpus Chnsti and Lubbock in Texas saved more than 50% on their cost for arbitrage services by switching to Amtec. Each of these clients is very pleased with our services Each Amtec rebate computation is completed for a guaranteed fee. Fees are determined before the engagement begins and are based upon the size and the complexity of each issue Based upon the listing of tax-exempt bond issues that require a calculation, our fee would range from $300 to$900 per bond year,per issue A Guaranteed Maximum One-Time"Catch-Up"Fee for all issues has been included in the table on the following page because some of the issues listed may not be current However, should the City have usable rebate reports that were completed in the past, Amtec will not assess a Catch-Up fee for the years included in these prior reports. The Catch-Up Fee would be prorated as follows- If the one-time Catch-Up Fee is $1,000 and covers a 10-year period, but the City had a five- year rebate report on hand, the One Time Catch-Up Fee would be reduced by 50% to $500 to cover the five years that must be computed. Rebate Computations Rebate computations and formal rebate reports will be provided annually for every issue having unspent bond proceeds during the bond year Computations will be future valued to the Computation Date. Additionally, Computation Date reports will be provided on the fifth bond anniversary date. 19 Yield Reduction Payments Should bond proceeds remain unspent at the end of the Temporary Period, which is usually three years following the date of the closmg, Yield Reduction Payments for the proceeds subject to yield restriction will be incorporated into Amtec rebate reports IRS Audit or Other Representation Amtec will provide the City with the necessary support in the event of an IRS inquiry. Additionally, we will work with the City's staff and consultants regarding all arbitrage related matters Amtec does not assess an additional hourly rate for this support. Unlimited support for the City is provided because we are your arbitrage rebate consultant Amtec's Fee Schedule has also been developed to assist the City determine its costs for rebate computations for future bond issues that are not part of the fee table Amtec will apply this schedule to any City financing over the term of the engagement Fees would not increase over the life of the engagement The following fee table can be applied to any future City bond issue: General Obligation * Fee Revenue Bonds Fee Up to$15 million $600 per year for four Up to$15 million $600 per year ears $15+to$25 million $700 per year for four $15+to$25 $700 per year ears million $25+to$40 million $800 per year for four $25+to$40 $800 per year ears million Up to$55 million $900 per year for four Up to$55 million $900 per year ears * Fees for General Obligation Bonds are Capped Following Four Years of Service Revenue Bonds with funded Reserves pay the Revenue Bond Fee Annually Fees for Issues over$55 million will increase proportionally Potential Additional Services Required Amtec's Fee Yield Restriction Analyses $0 Commingled Funds Analyses $0 Transferred Proceeds Analyses $0 Variable Rate Issues $0 Amtec does not charge any additional fee for the following: • Follow-up consultation upon completion of the arbitrage calculation Amending calculations if new Regulations require a restatement of any previous computation Planned travel to the City IRS representation 20 GUARANTEED FEE SCHEDULE Fee For One-Time Years Size in Issue Delivered "Catch-Up" Fee 2009 201 Millions Fee * 2011 2012 2013** $2 3 LID No. 327, 1989 07/27/89 $ 500 $300 $ 0 17 LID 328 and 334, 1990 08/01/90 500 300 300 141 ULTGO Ref, 1993 06/08/93 500 0 0 28 ULGO Ref., 1993 06/08/93 0 0 0 21.21 LTGO, 1999 03/31/99 500 0 0 13.2 1 LID 340 and 349, 1999 08/05/99 1 500 300 1,200 20.1 LTGO and Ref,2000 10/10/00 500 300 1,200 54 LID No 351,2001 04/30/01 500 300 1,200 137 LTGO,2002 07/30/02 500 300 1,200 35 LTGO,2003 Series B 12/18/03 500 300 1,200 233 LTGO Ref,2004 03/30/04 500 0 0 118 LID No 353,2004 12/29/04 1,500 500 300 74 LTGO Ref,2005 05/03/05 500 0 0 120 LTGO,2006 01/04/06 1,000 500 1,200 53 1 Special Event Center 02/29/08 1 0 1 900 3,600 Guaranteed Fee 1 $8,000 1 $4,000 $11,400 * If rebate reports exist for any period,the Catch-Up fee would be reduced accordingly. ** Fees for years 2010 through 2013 The total fee in this column will be billed 25% in 2010, 2011, 2012 and 2013 with the exception of the 1990 and 2004 LID Issues,which will each be billed only$300 in 2010 Debt Service Fund Residual Certifications—Fee$300 The $300 fee listed in the Schedule will only be charged to a bond issue when the City or its Trustee requested an Arbitrage Certification An Arbitrage Certification is issued following a review of the flow of funds through the debt service fund for the issue Should it be determined that the debt service fund was used for the proper matching of periodic payments of principal and interest to the debt service requirements of the Issue, the debt service fund is deemed bona fide and excluded from the computation of rebate. Amtec fees are guaranteed not to change during the term of this engagement. 21 Exhibit A to RFP for Arbitrage Consulting Services CERTIFICATIONS AND ASSURANCES I/we make the following certifications and assurances as a required element of the proposal to which it is attached, understanding that the truthfulness of the facts affirmed here and the continuing compliance with these requirements are conditions precedent to the award or continuation of the related contract(s): 1. I/we declare that all answers and statements made in the proposal are true and correct. 2. The prices and/or costs data have been determined independently, without consultation, communication, or agreement with others for the purpose of restricting competition. However, I/we may freely join with other persons or organizations for the purpose of presenting a single proposal. 3. The attached proposal is a firm offer for a period of 120 days following receipt, and It may be accepted by the City of Kent, Washington without further negotiation (except where obviously required by lack of certainty in key terms) at any time within the 120 day period. 4. In preparing this proposal, I/we have not been assisted by any current or former employee of the City of Kent whose duties relate (or did relate) to this proposal or prospective contract, and who was assisting in other than his or her official, public capacity. (Any exceptions to these assurances are described in full detail on a separate page and attached to this document.) S. I/we understand that the City of Kent will not reimburse me/us for any costs incurred in the preparation of this proposal. All proposals become the property of the City of Kent, and I/we claim no proprietary right to the ideas, writings, items, or samples, unless so stated in this proposal. 6. Unless otherwise required by law, the prices and/or cost data which have been submitted have not been knowingly disclosed by the Proposer and will not knowingly be disclosed by him/her prior to opening, directly or indirectly, to any other Proposer or to any competitor. 7. I/we agree that submission of the attached proposal constitutes acceptance of the solicitation contents and the attached sample contract and general terms and conditions. If there are any exceptions to these terms, I/we have described those exceptions in detail on a page attached to this document. 8. No attempt has been made or will be made by the Proposer to Induce any other person or firm to submit or not to submit a proposal for the purpose of restricting competition 9. I/we grant the City of Kent the right to contact references and others, who may have pertinent information regarding the Proposer's prior experience and ability to perform the services contemplated in this procurement. Sig Tysidint ure of Proposer A d 2A UO V Title Date 22 A P P E N D I X Amtec's Professional Opinion for the City of Kent A-2 Confirmation of Amtec's Regulatory and Mathematical Accuracy A-3 Sample Rebate Reports $9,799,656.80 Water Works Board of the City of Auburn, Alabama—This is an example of a Computation Date (Five-Year) Rebate Report for fixed yield Revenue Bond with a Construction Fund, funded Debt Service Reserve Fund and a rebate consolidation City of Lubbock,Texas Annual Rebate Executive Summary Due to the size of this engagement,Amtec's Annual Report of all bond issues will be prepared for the County. The Report is an executive summary of each outstanding bond issue subject to the rebate requirements It was developed to assist senior managers understand the most important issues concerning their arbitrage liability,Code compliance status and other key data, without having to read multiple rebate reports in their entirety An example of the Annual Report is included for review. A-1 Amtec Is Professional Opinion We have prepared certain computations relating to the above captioned bond issue (the "Bonds")at the request of the City of Kent. The scope of our engagement consisted of preparation of the computations shown in the attached schedules to determine the Rebatable Arbitrage as described in Section 103 of the Internal Revenue Code of 1954, Section 148(f) of the Internal Revenue Code of 1986, (the "Code"), as amended,and all applicable Regulations issued thereunder The methodology used is consistent with current tax law and regulations and may be relied upon in deterrnimng the rebate liability Certain computational methods used in the preparation of the schedules are described in the Summary of Computational Information and Definitions. Our engagement was limited to the computation of Rebatable Arbitrage based upon the information furnished to us In accordance with the terms of our engagement,we did not audit the information provided to us, and we express no opinion as to the completeness, accuracy or suitability of such information for purposes of calculating the Rebatable Arbitrage American Municipal Tax-Exempt Compliance Corporation By.William M Pascucci,President A-2 Regulatory and Mathematical Accuracy Confirmation The regulatory and mathematical accuracy of our rebate computation methodology can be tested when the service provider prepares a computation that has been published in the rebate regulations. To demonstrate, Example 1, contained in the regulations, is compared to Example 2, prepared by Amtec on the page that follows The results are identical with the exception of rounding The following computation is from the Internal Revenue Code, Section 148 Rebate Regulations and has been extracted exactly as printed below. 1 148-3J -General arbitrage rebate rules and Examples Example 1. Calculation and payment of rebate for a fixed yield issue.(I)Facts. On January 1, 1994, City A issues a fixed yield issue and invests all the sale proceeds of the issue ($49 rmllion) There are no other gross proceeds. The issue has a yield of 7 000 percent per year compounded semiannually(computed on a 30 day month/360 day year basis) City A receives amounts from the investment and immediately expends them for governmental purpose of the issue as follows. Amount 2/l/94 $3,000,000 4/l/94 5,000,000 6/1/94 14,000,000 9/1/94 20,000,000 7/1/95 10,000,000 (ii)First computation date. (A)City A selects a bond year ending on January 1,and thus the first required computation date is January 1, 1999 The rebate amount as of this date is computed by determining the future value of the receipts and the payments for the investment The computation interval is each 6-month (or shorter) period and the 30 day month/360 day year basis is used because these conversions were used to compute yield on the issue The future value of these amounts,plus the computation credit,as of January 1, 1999,is: Receipts(Payments) FV(7.0000 percent) 1/1/94 $49 000 000 $69 119 339 2/1/94 3,000,000 4,207,602 4/l/94 5,000,000 6,932,715 6/1/94 14,000,000 19,190,277 1/1/95 (1,000) (1,317) 9/1/94 20,000,000 26,947,162 7/l/95 10,000,000 12,722,793 1/1/96 (1,000) (1,229 Rebate amount(1/01/1999) $878,664 (B) City A pays 90% of the rebate amount($790,798) to the United States within 60 days of January 1, 1999 A-3 Amtec's Example Verification of the Regulatory and Mathematical Accuracy of Amtec Computations ARBITRAGE REBATE CALCULATION DETAIL REPORT FUTURE VALUE FUTURE VALUE RECEIPTS AT BOND YIELD AT BOND YIELD DATE DESCRIPTION (PAYMENTS) (OF 7 000000%) (OF 7.000000%) 01-01-94 STARTING BALANCE: 49,000,000.00 02-01-94 3,000,000.00 4,207,602.40 49,281,751.94 04-01-94 5,DDD,000 00 6,932,714.69 49,850,125.36 06-01-94 14,000,000.00 19,190,276.94 50,425,053.95 09-D1-94 20,000,000.00 26,947,161 62 51,299,903.29 01-01-95 -1,000,00 -1,316 81 52,490,025 00 07-01-95 10,000,000.00 12,722,792 63 54,327,175 88 01-01-96 -1,000 00 -1,229 26 56,228,627 03 ------------------------------------------------------------------------------- 01-01-99 TOTAL' 51,998,000.00 69,998,002.21 69,119,339 27 --------------------------------------------------- 01-01-99 REBATABLE ARBITRAGE (AT INVSTMT YIELD OF 8 956104%) 878,662.94 --------------------------------- ------------------------------------ A-4 REBATE REPORT $997999656,80 The Water Works Board of the City of Auburn (Alabama) Water Revenue Bonds Series 2002 Dated: August 1, 2002 (Current Interest Bonds) Dated: August 27, 2002 (Capital Appreciation Bonds) Delivered: August 27, 2002 Prepared By Amtec October 26,2007 TABLE OF CONTENTS Consultant's Report 3 Summary of Rebate Computations 4 Summary of Computational Information and Definitions 5 Methodology 7 Sources and Uses 8 Bond Yield Verification 9 Debt Service Requirements 10 Arbitrage Rebate Calculation Detail Report—Rebate Consolidation 11 Arbitrage Rebate Calculation Detail Report—Construction Fund 12 Arbitrage Rebate Calculation Detail Report—Debt Service Reserve Fund 13 2 ARBITRAGE REBATE REPORT $9179%656.80 The Water Works Board of the City of Auburn (Alabama) Water Revenue Bonds Series 2002 Dated: August 1, 2002 (Current Interest Bonds) Dated: August 27, 2002 (Capital Appreciation Bonds) Delivered: August 27, 2002 Rebate Report to the Computation Date August 26, 2007 Reflecting Activity To August 26, 2007 We have prepared certain computations relatmg to the above captioned Bond Issue (the "Bonds")at the request of the City of Auburn,Alabama(the"City'). The scope of our engagement consisted of preparation of the computations shown in the attached schedules to determine the Rebatable Arbitrage as described in Section 103 of the Internal Revenue Code of 1954, Section 148(o of the Internal Revenue Code of 1986, (the "Code"),as amended,and all applicable Regulations issued thereunder The methodology used is consistent with current tax law and regulations and may be relied upon in determining the rebate liability. Certain computational methods used in the preparation of the schedules are described in the Summary of Computational Information and Definitions. Our engagement was limited to the computation of Rebatable Arbitrage based upon the information famished to us. In accordance with the terms of our engagement,we did not audit the information provided to us, and we express no opinion as to the completeness,accuracy or suitability of such information for purposes of calculating the Rebatable Arbitrage. American Municipal Tax-Exempt Compliance Corporation William M.Pascucci,President 3 SUMMARY OF REBATE COMPUTATIONS Our computations,contained in the attached schedules,are summarized as follows: For the August 26,2007 Computation Date Reflecting Activity from August 27,2002 through August 26,2007 Bond Yield 4 785731% *Taxable Investment Yield 1 046876% Rebatable Arbitrage S 320,912 19) * The yield is based upon the investment of unspent bond proceeds for the period commencing August 27, 2002, the date of the closing, to August 26,2007,the Computation Date. Based upon our computations,no rebate liability exists. 4 SUMMARY OF COMPUTATIONAL INFORMATION AND DEFINITIONS COMPUTATIONAL INFORMATION 1. For the purpose of computing Rebatable Arbitrage, investment activity is reflected from August 27, 2002, the date of the closing, to August 26, 2007, the Computation Date All nonpurpose payments and receipts are future valued to the Computation Date of August 26, 2007 2 Computations of yield are based on a 360-day year and semiannual compounding on the last day of each compounding interval Compounding intervals end on a day in the calendar year corresponding to Bond maturity dates or six months prior 3. For purposes of computing arbitrage, interest earnings and yield, the value of the investments, subject to rebate and outstanding at the end of the Computation Period,was as follows Debt Service Reserve Fund Value Accrued Interest Total --Money Market $657,867.11 $ 9931 85 $659,798 96 Totals $657,867.11 $1,931.85 $659,798.96 4. For investment cash flow, debt service and yield computation purposes, all payments and receipts are assumed to be paid or received respectively, as shown on the attached schedules 5 Purchase prices on investments are assumed to be at fair market value, representing an arm's length transaction 6. The Principal and Interest Account has been established and henceforth maintained to function as a bona fide debt service fund, as defined under the Code, and therefore, is not subject to yield restriction. 5 DEFINITIONS 7. Computation Date August 26,2007. 8. Computation Period The period beginning on August 27, 2002, the date of the closing, and ending on August 26, 2007,the Computation Date. 9. Bond Year Each one-year period(or shorter period from the date of issue)that ends at the close of business on the day in the calendar year that is selected by the Issuer If no day is selected by the Issuer before the earlier of the final maturity date of the issue or the date that is five years after the date of issue,each bond year ends at the close of business on the anniversary date of the issuance 10. Bond Yield The discount rate that, when used in computing the present value of all the unconditionally payable payments of principal and interest with respect to the Bonds,produces an amount equal to the present value of the issue price of the Bonds. Present value is computed as of the date of issue of the Bonds. 11. Taxable Investment Yield The discount rate that,when used in computing the present value of all receipts of principal and interest to be received on an investment during the Computation Period, produces an amount equal to the fair market value of the investment at the time it became a nonpurpose investment 12. Issue Price The price determined on the basis of the initial offering price to the public at which price a substantial amount of the Bonds were sold. 13. Rebatable Arbitrage The Code defines the required rebate as the excess of the amount earned on all nonpurpose investments over the amount that would have been earned if such nonpurpose investments were invested at the Bond Yield,plus any income attributable to the excess Accordingly, the Regulations require that this amount be computed as the excess of the future value of all the nonpurpose receipts over the future value of all the nonpurpose payments. The future value is computed as of the Computation Date using the Bond Yield. 6 14. Funds and Accounts The Funds and Accounts activity used in the compilation of this Report was received from records provided by the City of Auburn, Alabama, JPMorgan Bank,the Trustee and The Bank of New York Successor Trustee as follows- , , Fund JPMor an BONY Construction 10202908.3 N/A Debt Service Reserve 102029082 431157 Principal and Interest Account 10202908 1 431156 R&R 102029084 i 431160 METHODOLOGY Bond Yield The methodology used to calculate the bond yield was to determine the discount rate that produces the present value of all payments of principal and interest through the maturity date of the Bonds Investment Yield and Rebate Amount The methodology used to calculate the rebatable arbitrage, as of August 26, 2007, was to calculate the future value of the disbursements from all funds, subject to rebate, and the value of the remaining bond proceeds, at the yield on the Bonds,to August 26,2007 This figure was then compared to the future value of the deposit of bond proceeds into the various investment accounts at the same yield The difference between the future values of the two cash flows, on August 26,2007,is the rebatable arbitrage 7 $9,7999656.80 The Water Works Board of the City of Auburn(Alabama) Water Revenue Bonds, Series 2002 Delivered: August 27,2002 Sources of Funds Par Amount $9,799,656.80 Original Issue Discount -549450.50 Underwriter's Discount -91,814.53 Accrued Interest 22 085.38 Total $%675,477.15 Uses of Funds Construction Fund $2,4719452.16 Debt Service Reserve Fund 598,500.00 Payoff of 1993 Bonds 69583,439.61 Accrued Interest 22 085.38 Total $9,675,477.15 8 $9,799,656 80 The Water Works Board of tte City cf Auburn (Alabama) Water Revenue Bonds, Series 2002 Bond Yield berification Dated Date 08/01/2002 Delivery Date 08/27/2002 Last Maturity 09/01/2032 Arbitrage Yield 4 785731% True Interest Cost (TIC) 4 785731% All-In IT- 4 785731% Average Life (years) 14 759 Duration of Issue 1years) 12 980 Par Anount 9,799,656 80 Bond Proceeds 9,767,291 68 Total Interest 4,OCE,120 63 Net Interest 4,062,571 13 Total Debt Service 19,943,12D 63 Mdx1rLm Annaai Debt Service 1,330,OOD OC Average Annual Debt Service 663,798 66 Underwriter's Fees (per $1000) Average Takedown other eee Total Underwriter's Discount Bid Price 99 444363 Par Average Average Bond Component Value Price Coupon Life Serial Bond 7,955,000 00 99 316 4 261% 11 824 CAB Bond 1,844,656 80 100 000 27 415 9,799,656 80 14 759 All-In Arbitrage T-C TIC Yield Par Value 9,799,656 80 9,799,656 80 9,799,656 80 + Accrued Interest 22,085 38 22,085 38 22,085 38 + Premiam (Discount) -54,450 50 -54,450 50 -54,450 50 - Underwriter's Discount - Cost o£ Issuance Expense - Other Amounts Target Value 9,767,291 68 9,767,291 68 9,767,291 68 Target Date 08/27/2002 08/27/2CO2 08/27/2002 Yield 4 785731% 4 785731% 4 765731% 9 $9,799,656 Bo The Water Works Board of the C_ty of Auburn (Alabama) Water Revenue Bonds, Series 2002 Debt Service Requirements Dated Date 08/01/2002 Delivery Date 08/27/2002 Period Ending Principal Coupon Interest Debt Service 03/O1/2003 178,3B_ 88 178,381 B8 09/C1/2303 270,000 00 1 50000000E 152,998 75 422,838 75 03/O1/2DO4 150,B73 75 150,813 75 C9/01/2DO4 305,000 00 1 70000000E 150,B73 75 455,873 75 03/01/2005 148,281 25 148,281 25 09/01/2005 300,000 DO 2 30000000E 148,281 25 448,291 25 03/01/2006 144,831 25 144,83_ 25 09/01/2006 305,000 OC 2 65000000E 144,831 25 449,831 25 03/01/2007 14D,790 00 140,790 00 C9/01/2007 315,000 00 2 80000000E 14D,790 00 455,790 00 03/01/2OC6 136,3E0 00 136,380 00 C9/O1/2006 330,000 00 3 25000000E 136,360 DO 466,380 00 03/01/2CG9 131,C17 50 131,017 50 09/01/2CO9 335,000 CO 3 50000000E 13_,C17 50 466,017 50 03/01/2C10 125,155 00 125, 55 00 09/D1/2ClO 345,000 00 3 70000000E 125,155 00 470,_55 00 03/01/2C11 118,772 50 118,772 50 09/C1/2011 365,000 00 3 80000000E 118,772 50 483,772 50 03/01/2012 _21,837 50 111,837 50 09/D1/2012 375,DD0 00 3 9000DOOC% _11,837 50 486,837 50 D3/0_/2013 104,525 DO 104,525 00 09/0_/2C13 390,000 00 4 00000000E 104,525 OD 494,525 00 03/0_/2014 96,723 00 96,725 00 09/01/2014 400,000 00 4 05000000E 96,725 DO 496,725 OD 03/01/2015 86,625 DO 88,625 OD 09/01/2015 415,000 00 4 20D00000E E8,625 00 503,625 00 03/01/2016 79,910 OC 79,910 OD 09/01/2016 44D,000 00 4 25000000E 79,910 00 519,910 00 03/01/2017 70,560 OC 70,560 00 09101/2017 455,000 00 4 35000000E 70,560 00 525,560 00 03/01/2018 60,663 75 6C,663 75 09/C1/2018 475,000 00 4 45000000E 60,663 75 535,663 75 03/C1/2019 50,095 00 50,095 OD 09/C1/2019 495,000 00 4 55OCC000E 50,095 00 545,095 OD 03/C1/2020 38,833 75 38,633 75 09/02/2020 520,000 00 4 65000000E 38,833 75 558,833 75 03/C1/2021 26,143 75 26,743 75 09/01/2021 545,000 00 4 75000000E 26,743 75 571,743 75 03/01/2022 13,3DO 00 13,800 00 09/O1/2022 575,000 00 4 B0000000E 13,BDO 00 58E,8DO DO 09/01/2027 353,381 00 5 37CO2233E 976,619 00 1,330,000 00 09/01/2328 333,444 30 5 39CC7392E 996,555 70 1,330,000 00 09/O1/2D29 3_5,343 00 5 40006453t 1,014,657 00 1,330,003 OC 09/01/2D30 297,348 10 5 42C13151t 1,032,651 90 1,330,000 00 09/O1/2D31 28C,284 20 5 44CO2774t 1,049,7_5 80 1,330,000 00 09/O1/2D32 264,856 20 5 45C1C271E 1,065,143 80 _,330,OOD 00 9,799,656 BO 10,143,463 63 19,943,120 63 10 $9,799,656.B0 The Water Works Board of the City of Auburn (Alabama) Water Revenue Bonds, Series 2002 Rebate Consolidation ARBITRAGE REBATE CALCULATION DETAIL REPORT FUTURE VALUE FUTURE VALUE RECEIPTS AT BOND YIELD AT BOND YIELD DATE DESCRIPTION (PAYMENTS) (OF 4.765731%) (OF 4.7B5731%) 08-27-02 STARTING BALANCE: 3,069,952.16 11-27-02 77,343.64 96,812 11 3,106,464 94 01-30-03 47,756.59 59,284 89 3,132,281.97 06-25-03 20,632 74 24,932 83 3,217,784 05 10-15-03 41,098 29 49,338 47 3,238,989 86 01-30-04 96,344.82 114,077 41 3,283,978 04 02-02-04 419,2B1.09 496,320.77 3,284,841.00 03-26-04 275,040.85 323,276.00 3,308,226.69 04-28-04 162,815.50 190,566.38 3,322,163 37 05-21-04 238,444.00 278,243.29 3,332,216.61 06-22-04 232,252 20 269, 916.52 3,345,814.77 08-24-04 398,954 08 459,891.31 3,373,177.81 09-21-04 3,280 00 3,767.61 3,385,163 81 10-20-04 325,345.36 372,290.45 3,398,085 10 12-22-04 148,761.45 168,645 83 3,425,675.62 12-31-04 114 89 130 26 3,429,478.01 08-26-07 DSRF MMkt Bal 657,867 11 657,867.11 3,888,40E-28 08-26-07 DSRF MMkt Acc 1,931.85 1,931.85 3,888,405 28 ------------ -------------------------------------------------- - 08-26-07 TOTAL: 3,147,264.46 3,567,493 09 3,888,405.28 ------------------------------------------------------------------------------- 08-26-07 REBATABLE ARBITRAGE (AT INVSTMT YIELD OF 1.046876%) -320,912.19 ----------- ----------------------------------------------------------- 11 $9,799,656.80 The Water Works Board of the City of Auburn (Alabama) Water Revenue Bonds, Series 2002 Construction Fund ARBITRAGE REBATE CALCULATION DETAIL REPORT FUTURE VALUE FUTURE VALUE RECEIPTS AT BOND YIELD AT BOND YIELD DATE DESCRIPTION (PAYMENTS) (OF 4.785731%) (OF 4 785731%) 08-27-02 STARTING BALANCE: 2,471,452.16 11-27-02 77,343.64 96,812.11 2,500,846.62 01-30-03 47,756.59 59,284.89 2,521,630.51 08-25-03 20,632.74 24,932.83 2,590,463 60 10-15-03 41,098.29 49,338.47 2,607,535 25 01-30-04 96,344.82 114,077.41 2,643,752.80 02-02-04 419,281 09 496,320.77 2,644,447.52 03-26-04 275,040 85 323,276.00 2,663,274.08 04-28-04 162,815 50 190,566 38 2,674,493.74 05-21-04 238,444 00 278,243 29 2,682,587 06 06-22-04 232,252 20 269,916 52 2,693,534 20 08-24-04 398,954 08 459,891 31 2,715,562 70 09-21-04 3,280.00 3,767.61 2,725,211 98 10-20-04 325,345.36 372,290 45 2,735,614 21 12-22-04 148,761 45 168,845 83 2,757,986 85 12-31-04 114 89 --------- -----130,262,760,886.94 ---------------------------------------------- 08-26-07 TOTAL: 2,487,465.50 2,907,694.13 3,130,344.43 ------------------------------------------------------------------------------- 08-26-07 REBATABLE ARBITRAGE (AT INVSTMT YIELD OF 0.380096%) 222,650.30 ------------------------------------------------------------------------------- 12 $9,799,656.80 The Water Works Board of the City of Auburn (Alabama) Water Revenue Bonds, Series 2002 Debt Service Reserve Fund ARBITRAGE REBATE CALCULATION DETAIL REPORT FUTURE VALUE FUTURE VALUE RECEIPTS AT BOND YIELD AT BOND YIELD DATE DESCRIPTION (PAYMENTS) (OF 4.785731%) (OF 4.785731%) 08-27-02 STARTING BALANCE: 598,500.00 08-26-07 DSRF MMkt Bal 657,867.11 657,867.11 758,060 86 08-26-07 DSRF MMkt Acc 1,931.85 1,931.85 758,060 86 ------------------------------------------------------------------------------- 08-26-07 TOTAL: 659,798 96 659,798 96 758,060.66 ------------------------------------------------------------------------------- 08-26-07 REBATABLE ARBITRAGE (AT INVSTMT YIELD OF 1.960307%) -98,261 90 ------------------------------------------------------------------------------- 13 Annual Report — 2007 Arbitrage Rebate Executive Summary Prepared For The City of Lubbock Submitted By AMTEC American Municipal Tax-Exempt Compliance Corp. October 19,2007 TAX-EXEMPT COMPLIANCE October 19,2007 Mr.Andy Burcham Director of Fiscal Policy&Strategic Planning City of Lubbock 1625 13t'Street Lubbock, TX 79457 Re Arbitrage Rebate Computations for the City of Lubbock,Texas Bond Issues Dear Mr Burcham: Amtec was appointed to complete the rebate computations for the City of Lubbock,Texas (the "City") during October 2007. Since that time,we have worked with City personnel to bring all rebate computations current through September 30,2007. In addition to providing computations since October 1, 2006, we incorporated the results from the previous rebate reports, which reflected activity prior to October 1, 2006 Therefore, the data included in our Rebate Reports encompasses the bond and investment activity from the date of each closing through September 30,2007. We are pleased to enclose our Rebate Report for each of the City's Bond Issues. Reporting to the IRS or any other regulatory authority is not required at this time A summary of our computations is below. Bond Issues with a Liability Par Amount Issue Liability Computation Date $ 7,265,000 GO Ref Bonds, Series 2005 $ 86,876.78 September 1,2010 46,525,000 Tax&WW Sys Surp Rev CO,Series 2005 441,857.04 September 29,2010 76,950,000 Tax&WW Sys Surp Rev CO's,Series 2,740,000 2006 614,096.41 June 6,2011 General Obligation Bonds, Series 2006 25,255,000 Tax&WW Sys Surp Rev CO,Series 2007 98,237 25 * January 19,2012 * This Issue currently qualifies for the Eighteen-Month Spending Exception from Rebate. ; 998 Farmington Ave..West Hartford.CT 06107 (860)523-5112 Fax(860)236-7135 �,N v�wamteccorp.com Final Rebate Computations We have completed final Rebate Reports for the following Bond Issues(all proceeds spent): Par Amount Issue $10,260,000 Tax&Waterworks(limited pledge)Revenue CO,Series 1998 1,330,000 Tax&Airport Surplus Revenue CO,Series 1998 7,000,000 GO Bonds,Series 2000 9,100,000 GO Bonds,Series 2001 9,400,000 General Obligation Bonds,Series 2002 13,270,000 Comb Tax&Electric Light and Power Sys Rev Ref Bonds,Series 2003 8,900,000 Comb Tax&Electric Light and Power Sys Rev CO,Series 2003 Computation Dates Prior to September 30,2008 Par Amount Issue Date $25,255,000 Tax&WW Sys Sure Rev CO,Series 2007** January 19,2008 9,170,000 Electric Light&Power Sys Rev Bonds,Series 1998 February 12,2008 10,260,000 Tax&W W Sys(Limited Pledge)Rev CO,Series 1998 February 12,2008 1,330,000 Tax and Airport Surp Rev CO,Series 1998 February 12,2008 13,560,000 Electric Light&Power Rev Ref Bonds,Series 1995 April 15,2008 69,820,000 GO Bonds and Certificates of Obligation,Series 2003 August 28,2008 ** Interim calculation to test for Eighteen-Month Spending Exception from Rebate. Summary We have prepared our Summary of Rebatable Arbitrage for the City. This table summarizes the results for all Bond Issues through September 30,2007. We would like to acknowledge your assistance and the assistance of Mr.Brandon Inman in the preparation of these Reports. The detail and organization of the City's records are in accordance with the Code and the Regulations and facilitated the rebate computation process immensely. Thank you very much for this engagement and should the City have any questions, please do not hesitate to contact us. Very truly your, ,Aq P... , a. William M.Pascucci Raymond H.Bentley President Vice President City of Lubbock,Texas Summary of Rebatable Arbitrage September 30,2007 Report Rebatable Rebatable Delivery Bond Arbitrage Arbitrage Date Size Issue Description Yield 9/30/2006 9/3012007 05/28187 5,960,000 General Obligation Bonds Series 1987 (1) (1) 05/28/87 7,000 000 Electric Light&Power Revenue Bonds,Senes 1987 7 667331% (2) (2) 06/02/88 750,000 Golf Course Certificates of Obligation Series 1988 (`) 7 270492% (2) (2) 6,560 000 General Obligation Bonds Series 1988 06/02/88 17,000,000 Electric Light&Power Revenue Bonds,Series 1988 7 523635% (2) (2) 09/27/88 2,774,682 Subordinate Lien Revenue Refunding Bonds,Series 1988 7337620% (1) (1) 09/27/88 5,000,000 Revenue Certificates of Obligation,Series 1988 7 337620% (1) (1) 08/30/89 3,800,000 Certificates of Obligation,Series 19B9 (') 6 814692% (2) (2) 7,445,000 General Obligation Bonds,Series 1989 05/23/91 1,145 000 Comb Tax and Solid Waste Disposal CO,Series 1991 (') 6 585301% (2) (2) 16,120 000 Subordinate Lien Revenue CO,Series 1991 2,000,000 General Obligation Bonds,Series 1991 05/23/91 7,500 000 Electric Light&Power Revenue Bonds,Series 1991 6 595991% (2) (2) 05/23/91 4,030,000 Comb Tax and Exhibit HalllAuditorium CO,Series 1991 6 609777% (2) (2) 05/23/91 1,085,000 PPF Contractual Obligations,Senes 1991 (3) (3) 08/15/91 9,424,965 Electric Light&Power Refunding Bonds,Series 1991 A&B 6 359950% (2) (2) 11/01/91 1,655,000 Tax&Sewer Certificates of Obligation,Series 1991 (4) (4) 05/06/92 24,035000 General Obligation Refunding Bonds,Series 1992 (5) (5) 06/08/92 34,520,000 Comb Tax&SS Subordinate Lien Rev CO,Srs 1992(Prot B,SRF) (6) (6) 09/09/92 7,565,000 Tax&Waterworks System Revenue CO,Senes 1992 5 260856% (2) (2) 06/10/93 14,425,000 Comb Tax and SS Subordinate Lien Rev CO,Senes 1993 6 246430% (7) (7) 11118/93 2,550,000 Airport and General Obligation Bonds Series 1993 4 905005% (8) (8) 11/18/93 3,625,000 Tax and Airport Surplus Revenue CO,Series 1993 4 905005% (8) (8) 11/18/93 19215,000 General Obligation Bonds,Series 1993 (') 4699865% (1) (1) 1,470 000 Comb Tax&W W Sys (Limited Pledge)Rev CO,Srs 1993 01/20194 9,865,000 General Obligation Refunding Bonds,Series 1993 4 618640% (2) (2) 06/15195 900,000 Airport Certificates of Obligation,Senes 1995 4 61 (2) (2) 06/15/95 4,690,000 General Obligation Bonds,Sews 1995 (') 5290685% (1) (1) 2,000,000 Tax&Hotel Occupancy Tax Surplus Rev CO,Series 1995 07/27/95 13,560,000 Electric Light&Power Rev Refunding Bonds,Series 1995 (") 5 153568% (120,929 24) (130,833 38) 01/11/96 6,505,000 General Obligation Bonds,Series 1995A (`) 4 987647% (2) (2) 10 000 000 Tax&W W System(Limited Pledge)Revenue CO,Series 1995 16,505 000 02/13/97 17,530 000 General Obligation Refunding Bonds,Series 1997 4 913916% (8) (8) 02/12198 9,170,000 Electric Light&Power System Revenue Bonds,Senes 1998 ('") 4 695336% (39 028 29) (39,955 82) 02/12198 10,260,000 Tax&W W System(Limited Pledge)Revenue CO,Series 1998 (") 4 658081% (151,120 22) (161,639 60) (7) 02M2/98 1,330 000 Tax and Airport Surplus Revenue CO,Series 1998 (") 4 434344% (62 206 87) (66,561 26) (7) 03/04/99 20,835 000 General Obligation Refunding Bonds,Series 1999 (') 4 462841% (172,482 14) (7) (7) 15 355 000 Tax&W W System(Limited Pledge)Revenue CO Senes 1999 36,190 000 03/04/99 14,975 000 Electric Light&Power Sys Rev Rfdg And Impry Bds,Srs 1999 (") 4 468030% (19,971 78) (16,491 97) 05/12/99 6,100,000 Tax&Sewer System Surplus Revenue CO,Series 1999 4 652509% (4) (4) 05112/99 12,300 000 Tax&WIN System Surplus Rev Refunding Bonds,Series 1999 4 652509% (5) (5) 10/20/99 24,800,000 Tax&Waterworks System Surplus Revenue CO,Series 1999 548 % (414,051 07) (7) (7) City of Lubbock,Texas Summary of Rebatable Arbitrage September 30,2007 Report Rebatable Rebatabla Delivery Bond Arbitrage Arbitrage Date Size lame Description Yield 9/30/2006 W30/2007 04/26/00 7,000,000 General Obligation Bonds,Series 2000 5 462557% (472,270 49) (573 948 01) (7) 03115/01 9,100,000 General Obligation Bonds,Series 2001 4 794234% (804,419 97) (995 597 52) (7) 03/15101 2,770,000 Tax&Solid Waste Surplus Revenue CO,Senes 2001 4 794234% (366,116 51) (438,002 46) 07/19101 35,000,000 Tax&Municipal Dram Udl Sys Surplus Rev CO,Srs 2001 5 219862% (7) (7) 08/16/01 9,200,000 Electric Light&Power System Revenue Bonds,Series 2001 4 916425% (355,141 86) (9) (450,201 19) 04/04102 9,400,000 General Obligation Bonds,Senes 2002 4 653856% (571,133 50) (9) (719 299 32) (7) 04/04/02 1,545,000 Tax&Sewer System Surplus Revenue CO,Series 2002 4 653856% (7) (7) 04/04/02 6,450,000 Tax&W W System Surplus Revenue CO,Senes 2002 4 653856% (519,297 89) (7) (7) 08/15t02 10 810,000 General Obligation Refunding Bonds,Series 2002 (') 3 752446% (7) (7) 2,605,000 Tax&Sewer System Surplus Revenue CO,Series 2002A 09/30/02 8,500,000 Electric Light&Power System Revenue Bonds,Series 2002 4 746748% (2) (2) 08/28/03 11,855,000 General Obligation Bonds Senes 2003 3 795 000 Tax&Tax Increment Revenue CO,Senes 2003 40,135,000 Tax&Municipal Drain Uhl Sys Surplus Revenue CO,Sins 2003 3,590,000 Tax&Solid Waste System Surplus Revenue CO,Series 2003 9,765,000 Tax&W W System Surplus Revenue CO,Series 2003 680,000 Tax&Sewer System Surplus Revenue CO,Series 200' 69,820,000 Rebate Liability (') 4 690495% (3,446 933 82) (3,783 439 71) Yield Restriction Liability 15,696 03 127 441 10 Net Liability 15,696 03 (3,655 998 61) OW30/03 13,270 000 Tax&Electnc Light&Power Sys Surplus Rev CO,Senes 2003 4 565969% (404,268 44) (436,669 B2) (7) 09/30/03 8,900,000 Tax&Beeline Light&Power Sys Surplus Rev Rfdg Bds,Sea 2003 4 565969% (37 558 03) (44,419 22) (7) 11/02/04 2,025,000 General Obligation Bonds,Series 2004 3 537691% (3,652 13) (884 59) 11/02104 3,100,000 Tax&W W System Surplus Revenue CO,Senes 2004 3 537691% (17,998 50) (16,837 04) 11/18/04 22,620 000 General Obligation Refunding Bonds,Senes 2004 3 537691% (201,216 16) (268,228 04) 03/30/05 23,055,000 Comb Tax&Else Light&Power Sys Surplus Rev CO,Srs 2005 3 721978% (7,222 44) (9,376 28) 07/28/05 49,615,000 General Obligation Refunding Bonds,Senes 2005 3 732928% (1,371 55) (763 03) C8115105 43,080 000 Tax&W W System Surplus Revenue Refunding Bonds,Series 2005 3 740982% WA (5,420 74) (7) 09/01/05 7 265 000 General Obligation Bonds,Series 2005 4 228446% 25,341 26 86,876 78 09/29/05 46,525,000 Tax&W W System Surplus Revenue CO,Senes 2005 4 043291% 197,572 56 441,857 04 06/06/06 76,950,000 Tax&W W System Surplus Revenue CO Senes 2006 (') 4 418797% WA 614,096 41 06106/06 2,740 000 General Obligation Bonds,Senes 200E 79,690,000 06/20106 18,830,000 General Obligation Refunding Bonds,Senes 2006 4 807982% WA (166 03) 01/19/07 25,255,000 Tax&W W System Surplus Revenue CO,Senes 2007 4 291508% NIA 98,237 25 (10) 02/07/07 54,020,000 General Obligation Refunding Bonds,Senes 2006 4 344984% N/A (254 21) 09/20/07 61,975,000 Tax&W W System Surplus Revenue CO,Series 2007A NIA N/A WA Total Cumulative Liability $ 238,60985 1 f 1,241,06748 N/A Non applicable or immaterial for current year (1)Paid 100%of rebate liability Final calculations performed (2)All bonds redeemed Final calculations performed (3)Taxable issue,not subject to rebate (4)Reimbursement issue spent immediately (5)Refunding issue with no transferred proceeds or reserve fund (6)Sold to TWDB Variable Rate issue City elected to pay penalty in lieu of msbate (7)Funds spent negative arbitrage liability Final calculations performed (8)Paid 100%of Yield Restriction liability at five year anniversary date (9)Represents liability at five year anniversary date (10)This Issue currently qualifies for the Eighteen-Month Spending Exception from Rebate (')Represents combined issue(s)for rebate purposes (")Includes rebate payment EXHIBIT B TAX-EXEMPT COMPLIANCE January 7,2009 Robert A Goehring,CPA,CFE Audit Manager City of Kent Finance Department 400 West Gowe Street,Suite 122 Kent,WA 98032 Dear Mr.Goehring: Thank you for the follow-up questions. We have answered each one using the RFP format Your questions are very technical in nature and we have tried our best to provide you with a succinct answer,without quoting the Tax Code and the ambiguities that often anse. 1. IRS Representation: Does your firm charge for services provided related to reports issued by your firm? Briefly describe the scope of such services and, if applicable,the related rates. Amtec does not charge its clients for representation in front of the IRS. It does not matter if the subject of the IRS inquiry is an Amtec produced report or a report produced by another consultant so long as we are your consultant at the time of the inquiry. We will respond and provide support to the City for any and all IRS inquiries Should Amtec be replaced by another firm in the future, we will always stand behind our work and provide representation at no cost to the City regarding any report issued by Amtec whether or not we are your current rebate consultant 2. Prior Arbitrage Reports: Describe your usage of these reports and supporting information in relation to reports issued for periods covered under the RFP. Under what circumstances would a fee apply and what are the rates for such services? We would like to reprocess these reports using Amtec software and methodology. There are two reasons for this non-fee service a. Restating the prior activity ensures that rebate computations prepared up to the ul date that we become your consultant are correct, in accordance with the Regulations and would withstand the scrutiny of an IRS review. 124 LaSalle Road,West Hartford,CT 06107 (860) 523-5112 Fax (860) 236-7135 www amteccorp com b. Additionally, the restatement of the prior computations, using Amtec software and methodology, provides the City with a single rebate report that encompasses the entire period that dates back to the closing date for each issue. By providing this service, the City will only need the most recent Amtec rebate report and it will contain all of the historic rebate computations dating back to the closing date,including the rebate calculations that were prepared by others. Amtec does not charge a fee for restating prior rebate computations However, occasionally, we have encountered that the prior rebate computations do not contain the requisite records to complete a restatement If the City has used a nationally recognized rebate computation firm, the chances of a 100%successful restatement are excellent. The City has asked if there would ever be a fee We have had two recent instances where the prior consultant did not provide the municipality with any reasonable records or schedules for the prior rebate computation history In each incidence,we were able to demonstrate this to our client and we agreed upon a discounted catch-up fee to include the period that was covered by the prior consultant,but unusable for the purposes of determining the rebate amount In both cases, the prior consultant was a small accounting firm that believed they were computing the correct rebate, but in both instances, the methodology was flawed and the resultant rebate liability was computed incorrectly. The chances of this happening to the City are remote,but if it were to materialize,we will work out a fair solution Amtec's annual catch-up fee are deeply discounted and would never be greater than the prospective annual fees for any issue. 3. Maximum Fee Proposal: Please provide if this information is not clearly provided in the proposal. For example, in certain instances a fee schedule is provided; however, it is not linked to a specific City bond issue (see Exhibit D to the RFP). This information is very important in developing a contract for these services. We apologize for any ambiguity. The fee table on page 21 of our response includes a Guaranteed Maximum Fee ("GMT") for each issue identified in Exhibit D. The GMF for all issues in Exhibit D is$23,400 for the period ending on December 31,2013 Since this is a GMF, fee reductions are possible because we are unsure how many catch-up years are necessary for the issues or if any debt service fund residual calculations will be required. Therefore, we have provided a GMF as though these computations are necessary. Should it turn out that certain computations are not necessary, no fee would be charged to the City The catch-up years that have been included in the fee table are the maximum that will be charged, presuming the computations referred to in No 2 above are useable. If a catch-up fee exists in the fee table on page 21 and it is not required because the computations are usuable, the fee will be reduced accordingly The prior calculation would be restated for no fee, as identified in No. 2 above and the catch-up fee would be removed from the fee table The only disclaimer to this has been discussed in number 2 above. This relates to the validity of the computations provided by another consultant If they are not in accordance with the Regulations and could not pass the scrutiny of an IRS review, we would suggest a catch up fee for the years that precede the last rebate report This fee would be in accordance with our fee structure for catch up calculations 4. Allocation of Commingled Funds: Describe in detail the process used by your firm and identify the specific information that you would require from the City. If already addressed in the RFP,then simply reference to the appropriate section. Amtec provides "uncommingling" services to many municipalities that commingle funds in their Project Account, Debt Service Reserve and Debt Service Funds Commingling of funds is a common practice and Amtec has developed specialized software and procedures that uncommingle bond proceeds, grants and other sums for the purposes of computing arbitrage rebate However,the most sophisticated system will not be very helpful if the system operator does not understand the concept of commingled funds At Amtec,we have 14 trained professionals that are capable of determining the allocations for any commingled fund and the expertise to audit its accuracy once the process has been completed It is extremely important that each time the commingled fund is increased or decreased through the issuance of bonds, receipt of non-bond proceeds, the payment of principal and interest or an expenditure from a Project Account occurs, that a reallocation of the affected fund must also occur When doing so, a ratable portion of the commingled fund is proportionally shared among the outstanding sources of the proceeds, whether they be sourced from bond proceeds, grants or general funds In the case of a commingled fund of bond proceeds, Amtec will create a spreadsheet of all of the bond issues that have contributed to the commingled fund and we track the percentage allocated to each issue As investment income is received, it is allocated to each participant in the commingled fund on a prorated basis When a disbursement occurs, it is deducted from a specific issue, when it is known, or may be allocated on a prorated basis among more than one account within the commingled fund. An allocation such as this would depend on if the commingled fund was sourced from funds that were authorized to split certain project expenses. An example of this may be a commingled fund that includes a state grant and bond proceeds and the expenditures are required to be split on a 50%basis Amtec has the expertise to uncommingling any fund for the City and we do not assess any additional fee for this service The information generally necessary to develop a commingled fund allocation sheet is as follows- The identification of the issues or entities that comprise the commingled fund; The historical activity of the commingled fund until the date Amtec is appointed This information will provide the current balance for each entity and enable us to determine ownership ratios;and Following our appointment, a listing of investments and disbursements occurring within the commingled fund. 5. Review and Restatement: Page 2 of your Proposal states in part, "A complete review and restatement of all prior calculations to the last report date." What does"restatement" mean? What,if any,are the related fees for this service? This was discussed in No. 2 above and there is no additional fee for this service. 6. Bank Statements: Page 5 of your Proposal states in part, "With the City's authorization, the bank generally provides duplicate statements. . . By receiving statements in this manner,the City will be relieved from having to use staff for the purposes of copying statements." Currently when the City purchases investments, the investment is shared amongst many City funds/projects in which the bank is not aware of. Would you accept a listing of the investments owned created from the City's financial software? If so, what information do you require on the investments? Yes, if the investment data is not included on the bank statement, City generated reports should suffice We presume that these reports provide the following information: Description of the investment(i.e.TNote,TBills or CDs,etc.), Date of purchase, Cost with accrued interest,if any, Rate and/or Yield of investment;and Maturity date. We are encouraged by your questions and are confident we can provide the City with quality rebate computations, support and savings, should we be selected as your consultant. Once you have reviewed our answers, please do not hesitate to contact us if there are any additional questions Very truly ours, illiam M.Pascucci President EXHIBIT C 0 0 o C7 W O N J .6 j O m C F 0 � C C mJm 0 Om N (0 w N 0 m 0 C 0) (D E C m O C m m w m m .O-. mID 'O v ( � w y i. Mrno E O m J m O O W N -NO Or ayi U 0 m m m n'� v - 0 7 0 c F m ~ O O 0 m 0 a 0 N C� C7 3 m m c m -a D M A a J M J U7 m C C V m U m "O 'O m 'O -O j -6 C O m C � Ul O 0 O N N O N d C 0 A N Y mmmm m CCm CC m mo6mUa LL LL mm mmm m y mm m m c C_ C } } } } } C CD } } } O. LE LL LL LL :E L_ L L .0 LL L L L L E Y O O O O O LL'1 10 Y7 L .0. d m m m m " m m a) - y a U) m as as m m m m m m m m m m m N a) N N N m N N U1 0 0 Of K m F n C co 0 o v o c O N o O N c N m m o m m m m o M M m m a; o E m o 0 0 0 o 00 .- M 0 t0 l5 U m U o_ N CO N l0 C N 7 LL ' 7 Q M m O M m M N M V m 0 ' N O D r N Z Q N O m m y O "- N M 0 > m0 O O N N N N N N M m r = U � U ' U > U U U �S U U U rz W O N 0 0 O 0 0 0 0 N 0 N w N a ¢ o 0Q oz0000 0 00 0 0 0 0 - L6 c LZ O m O M M m m ro m m m m m o 0 0 0 0 oCD 0 0 0 m O 3 > > O O ` = d W O N U1 N h W ap a) O o O c0 6 C6 A v m (D O M M M N O O N 0 V m N N - V m M c0 V O O x C N V N m O �O M O) M I� N M m a 0 fA fA to N N GlT 61!N EFl �0 O m m W 16 O 01 V3 fA ER M to f9 fA fA O a LL 0 N N L N O O M- cm^ -E 00 Q O C N N O O O N dm O a N N M N N O1 C7 m 'o a m U E c o y w x N M V O m U C N ce) N O 0 y o W 0 -Mp N V @ mm N R m CO 0 o 0 o I- a m o 5 o m o ti E 0 a ' LL' O C N LL T N 0 a m m O C M 0 U) W 0 O. N U) � � m i+ m m Z m m m Z C N N M m Z m tO C N N t0 J m ❑ rn c m0 ON ON c � c N U of 0 moo 0 3 CD J m C J w J -a E N V) 0 -0 i0 C C O d w -C > C O O p T a N O C M O O U) O N O W 0 V C = C O N '0 0 m �O m 0 0 0 m m m M c o Q m u@iz of a OU' O O 0 o z o o o o O O � E ai c 'o c c F- U' 0 c 0 0 0 0 c 0 U' 0 Y eo m c.4 v o m �J U LL J J U J mJ J J J U J J UJ lL N m y�9 Q U DLLJ C Q O8 N M V N 0 I� N m O M V - N X O M O a N M V Z EXHIBIT D TAX-EXEMPT COMPLIANCE April 8,2009 Robert A Goehnng, CPA,CFE Audit Manager City of Kent Finance Department 400 West Gowe Street,Suite 122 Kent,WA 98032 Re- Arbitrage Rebate Computation Proposal for the$30,000,000 City of Kent,Washington, Water,Sewer and Drainage Revenue Bonds, Series 2009 Dear Mr.Goehnng: As you know, AMTEC is an independent consulting firm that specializes in arbitrage rebate calculations We have the ability to complete rebate computations for the above referenced City of Kent, Washington (the "City") bond issue We do not sell investments or seek an underwriting role As a result of our specialization,we offer very competitive pricing for rebate computations Our typical fee averages less than $1,000 per year, per issue and includes up to five years of annual rebate liability reporting Since this issue was not included in the original RFP, we would like to propose our services. We have prepared the following fee and report delivery schedule for the City Our fee for rebate computations is guaranteed not to exceed$4,000 and provides service through the end of the fifth Bond Year This fee is consistent with our fees for other City issues and is in accordance with the fee table listed on p 20 of AMTEC's Proposal, dated August 21, 2008. Our fee is payable upon your acceptance of our rebate reports, which will be delivered shortly after the report dates specified in the following table. $30,000,000 Water,Sewer and Drainage Revenue Bonds,Series 2009 (Estimated delivery date: April 30,2009) Report Date Type of Report Period Covered Fee October 31,2009 Initial Review Closing—October 31,2009 N/C April 30,2010 Rebate&Opinion Closing—April 30,2010 $ 800 October 31,2010 Spending Test Closin —October 31,2010 N/C April 30,2011 Rebate&Opinion Closing—April 30,2011 800 A n130,2012 Rebate&Opinion Closing—April 30,2012 800 April 30,2013 Rebate&O nuon Closing —April 30,2013 800 April 30,2014 Rebate& nuon Closing—April 30,2014 800 Total $4,000 124 LaSalle Road,West Hartford,CT 06107 (860)523-5112 Fax(860)236-7135 www amteccorp com In order to continue,we are requesting the following documentation: 1. A final Official Statement. If one is not available, then the cover, debt retirement schedule, including interest rates and reoffering yields, and Optional Redemptions found inside of the Official Statement will suffice. 2. IRS Form 8038-G. 3. Federal Tax Agreement. This document may also be known as the Arbitrage or Non- Arbitrage Certificate and is usually filed adjacent to IRS Form 8038-G in the bound transcripts. 4. Closing Memorandum—details sources and uses of funds,in addition to distribution of funds on closing date. 5. Refunding Verification Report,if one exists. 6. A listing of disbursements, receipts and interest earned,by date and amount, from the date of the closing through each report date. Please also include an asset listing as of each report date, including par amount,maturity date,purchase price,interest rate,etc. Our calculations require tracking the cash flow of bond proceeds for the entire computation period AMTEC represents that it is qualified to provide the services required and states in its Proposal that the City may rely upon these representations. The scope of services to be performed is identified in AMTEC's Proposal issued on August 21, 2008. The entire Agreement shall consist of AMTEC's Proposal,dated August 21,2008,and this Agreement. The City agrees to furmsh AMTEC with the required documentation necessary to fulfill its obligation under the scope of services. The City will make available staff knowledgeable about the bond transactions,investments and disbursements of bond proceeds. The City agrees to pay AMTEC its fee after it has been satisfied that the scope of services, as outlined under the Proposal,has been fulfilled AMTEC agrees that its fee is all-inclusive and that it will not charge the City for any expenses connected with this engagement. Thank you for considering AMTEC for this engagement and should you have any questions, please do not hesitate to contact us or visit our website at www.amteccorp.com. Very truly yours, A.0 AA Raymond H.Bentley Vice President Exhibit E — Insurance Reauirements Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage The City shall be named as an insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. B. Minimum Amounts of Insurance F Contractor shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $1,000,000 products-completed operations aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Contractor's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 2. The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. Exhibit E - Insurance Requirements - 1 of 2 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Contractor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. F. Subcontractors Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. Exhibit E - Insurance Requirements - 2 of 2 DATE MMIDDNYYY ACORD,„ CERTIFICATE OF LIABILITY INSURANCE 4/7/2009 ' PRODUCER (860)430-3700, Fax(860)430-3731 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE May, Bonee & Walsh HOLDER THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 180 Glastonbury Boulevard ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Glastonbury CT 06033 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A Charter Oak Fire Ins. Co. American Municipal Tax Exempt Compliance Corp INSURER B Travelers Indemnity Co dba AMTEC INSURERc Houston Casualty 124 LaSalle Road INSURER D West Hartford CT 06107 INSURER OVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR ADD'L POLICY EFFECTIVE POLICY EXPIRATION LIMITS .LMINSRDTYPE OFINSURANCE POLICY NUMBER DATE MMIDDIYY DATE MMIDDIYY GENERAL LIABILITY 6805601A489 04/09/2009 04/09/2010 EACH OCCURRENCE $ 1,000,000 RENTED X COMMERCIAL GENERAL LIABILITY PREMA SGE ESOEe occurrence $ 300,000 A I CLAIMS MADE FRI OCCUR MED EXP(Anyone erscn $ 5,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS-COMPI A $ 2,000,000 X I POLICY PE CT LOC AUTOMOBILE LIABILITY 68056OIA489 04/09/2009 04/09/2010 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 ANY AUTO A ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AITTOS (Per person) X HIRED AUTOS BODILY INJURY $ X NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY AGG $ EXCESSIUMBRELLA LIABILITY EACH OCCURRENCE _ $ OCCUR CLAIMS MADE AGGREGATE $ a DEDUCTIBLE $ RETENTION $ $ B WORKERS COMPENSATION AND U33560IM94 04/09/2009 04/09/2010 X I RSTATU- OTH- EEL EMPLOYERS'LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE E L EACH ACCIDENT $ 100,000 OFFICERIMEMBER EXCLUDED 100,000 If E L DISEASE-EA EMPLOYEE$ yes, a under SPECIAL PROVISIONS below I EL DISEASE-POLICY LIMIT Is 500,000 C OTHER Errors & Omissions NYOSMPL472487NC 04/15/2009 04/09/2010 Limit $5,000,000 Professional (Cla2.ms Made) Liability DESCRIPTION OFOPERATIONSILOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS Per Contractual Agreement, City of Kent and its officers, officials, employees, volunteers, and elected representatives are named Additional Insured Waiver of Subrogation applies Workers Compensation and Professional Liability informational only Primary coverage applies - See Attached Forms CG DO 37 04 05 Other Insurance Additional Insureds Endorsement and Blanket Additional Insured Endorsement CG D2 48 08 05. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE City of Kent EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL Finance Department 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT Robert A. Goehring, CPA, CFE FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE 400 West Gowe Street Suite 122 INSURER,ITS AGENTS OR REPRESENTATIVES Kent, WA 98032 AUTHORIZED REPRESENTATIVE Patrick Walsh/MAYVM1A W s y ACORD 25(2001108) ©ACORD CORPORATION 1988 INS025(ciw)ose Page f of 2 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the pol(cy((es) must be endorsed A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing msurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon ACORD 25(2001/08) IN5025(of oa)o8a Page 2 of 2 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (CONTRACTORS OPERATIONS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. WHO IS AN INSURED—(Section II) is amended c) The insurance provided to the additional in- to include any person or organization that you sured does not apply to "bodily injury" or agree in a "written contract requiring insurance" "property damage" caused by "your work" to include as an additional insured on this Cover- and included in the "products-completed op- age Part, but erations hazard". a) Only with respect to liability for"bodily injury", 3. The insurance provided to the additional insured "property damage"or"personal injury", and by this endorsement is excess over any valid and b) If, and only to the extent that, the injury or collectible "other insurance", whether primary, damage Is caused by acts or omissions of excess, contingent or on any other basis, that is you or your subcontractor in the performance available to the additional insured for a loss we of "your work" to which the "written contract cover under this endorsement However, if the requiring insurance" applies The person or "written contract requiring insurance" specifically organization does not qualify as an additional requires that this insurance apply on a primary insured with respect to the independent acts basis or a primary and non-contributory basis, or omissions of such person or organization. this insurance is primary to "other insurance" available to the additional insured which covers 2. The insurance provided to the additional insured that person or organization as a named insured by this endorsement is lim;ted as follows for such loss, and we will not share with that a) In the event that the Limits of Insurance of "other insurance". But the insurance provided to this Coverage Part shown in the Declarations the additional insured by this endorsement still is exceed the limits of habihty required by the excess over any valid and collectible "other in- "written contract requiring insurance", the in- surance", whether primary, excess, contingent or surance provided to the additional Insured on any other basis, that is available to the addi- shall be limited to the limits of liability re- tonal insured when that person or organization ;s quired by that "written contract requiring ;n- an additional insured under such "other insur- surance". This endorsement shall not m_ ance". crease the limits of insurance described in 4. As a condition of coverage provided to the Section III—Limits Of Insurance additional insured by this endorsement. b) The insurance provided to the additional in- a) The additional insured must give us written sured does not apply to "bodily injury", "prop- notice as soon as practicable of an "occur- erty damage" or "personal injury" arising out rence" or an offense which may result in a of the rendering of, or failure to render, any claim To the extent possible, such notice professional architectural, engineenng or sur- should include• veying services, Including: I. How, when and where the "occurrence" 1. The preparing, approving, or fading to or offense took place; prepare or approve, maps, shop draw- !I. The names and addresses of any injured ings, opinions, reports, surveys, field or- ders or change orders, or the preparing, approving, or fading to prepare or ap- iti. The nature and location of any injury or prove, drawings and specifications, and damage arising out of the "occurrence"or ii. Supervisory, inspection, architectural or offense. engineering activities i CG D2 48 08 05 0 2005 The St Paul Travelers Companies,Inc. Page 1 of 2 COMMERCIAL GENERAL LIABILITY b) If a claim is made or"suit" is brought against ance provided to the additional insured by the additional insured, the additional insured this endorsement is primary to "other rnsur- must ance" available to the additional insured 1. Immediately record the specifics of the which covers that person or organization as a claim or"suit"and the date received, and named insured as described in paragraph 3. above. It. Notify us as soon as practicable 5. The following definition is added to SECTION V The additional insured must see to it that we _DEFINITIONS. receive written notice of the claim or"suit" as "Written contract requiring insurance" means soon as practicable that part of any written contract or agreement c) The additional insured must immediately under which you are required to include a send us copies of all legal papers received in person or organization as an additional in- connection with the claim or "suit", cooperate sured on this Coverage Part, provided that with us in the investigation or settlement of the "bodily injury" and "property damage" oc- the claim or defense against the "suit", and curs and the"personal injury" is caused by an otherwise comply with all policy conditions. offense committed d) The additional insured must tender the de- a. After the signing and execution of the fense and indemnity of any claim or"suit"to contract or agreement by you, any provider of"other insurance"which would b. While that part of the contract or cover the additional insured for a loss we agreement is in effect, and cover under this endorsement However, this condition does not affect whether the msur- c. Before the end of the policy period. Page 2 of 2 0 2005 The St. Paul Travelers Companies, Inc. CG D2 48 08 05 REQUEST FOR MAYOR'S SIGNATURE \147 KENT Please Fill in All Applicable Boxes W A 5 H 1 N G T O N Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Originator: Ktbl P'L ✓k Phone (Originator): r, Date Sent- Date Required: raij�Lt Retul n Signed Document to 6tf,�t {�w} NTRACT TERMINATION DATE: ( A 3 �o t? VENDOR NAME: �Vw' • Au d '111 ATE OF COUNCIL APPROVAL: SS Brief planatioij of Document: All Contracts Must Be Routed Through the Law Department (This Area to be Completed By the Law Depa We ient) �l i Received: p'�7— �� Approval of Law Dept.: rn gy�t Law Dept. Comments: x1 2L009 ffice of the Mayor f� � I � Date Forwarded to Mayor: ( ( Shaded Areas to Be Completed by Administration Staff ! Received: IVAY Recommendations & Comments: 1 OFKa7 CIry r r Disposition: L6i�ld Date Returned• lage58 0 • 3/05 ACORD CERTIFICATE OF LIABILITY INSURANCE 4DATE/6/2010 YI PRODUCER (860)430-3700, Fax(860)430-3731 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION May, Bonee 6 Walsh ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Y r HOLDER THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 180 Glastonbury Boulevard ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW Glastonbury CT 06033 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER Charter Oak Fire Ins Co American Municipal Tax Exempt Compliance Corp INSURER B Travelers Indemnity Cc dba AMTEC INSURERc Houston Casualty Co 124 LaSalle Road INSURER1) West Hartford CT 06107 INSURER VFRAnFS THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES _ AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR ADD'L TYPE OF INSURANCE POLICY NUMBER DATEYMMFDOm PD�A7E CY MMlDD TbN LIMITS GENERAL LIABILITY 6805601A489 04/09/2010 04/09/2011 EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LABILITY PREMISESEaEocauErrDence $ 300,000 A CLAIMS MADE a OCCUR MED EXP Any one persorI $ 5,000 PERSONAL S ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GENLAGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OP AGG $ 2,000,000 X POLICY PRI- JECT LOC AUTOMOBILE LIABILITY 6805601A489 04/09/2010 04/09/2011 COMBINED SINGLE LIMIT ANY AUTO (Ea accident) 1,000,000 A ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per Person) X HIRED AUTOS BODILY INJURY $ X NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA A $ AUTO ONLY AGG $ EXCESSIUMBRELLA LIABILITY EACH O CURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ DEDUCTIBLE $ RETENTION _ -—_- - - - $ B WORKERS COMPENSATION AND UB5601A594 04/09/2010 04/09/2011 X TRYUMIT DER EMPLOYERS LIABILITY ANY PROPRIETORIPARTNEWEXECUTIVE EL EACH ACCIDENT $ 100,000 OFFICER/MEMBER EXCLUDED EL DISEASE-EA EMPLOYEE$ 100,000 If yes describe under SPECLvL PROVISIONS below E L DISEASE-POLICY LIMIT $ 500,000 C OTHER Errors 6 Omissions H710-17679 04/15/2010 04/15/2011 Limit $5,000,000 Professional (Claims Made) Aggregate $5,000,000 Liability DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENTfSPECIAL PROVISIONS As respects the General Liability policy, the certificate holder is named as Additional Insured, as required in a written contract Waiver of Subrogation applies Workers Compensation and Professional Liability informational only Primary coverage applies - FOrms on file CG DO 37 04 05 Other Insurance - Additional Insureds Endorsement and Blanket Additional Insured Endorsement CG D2 48 08 05 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE City of Kent and its officers, officials, EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL employees, volunteers, and elected repres 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT Robert A. Goehring, CPA, CFE FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE 400 West Gowe Street Suite 122 INSURER,ITS AGENTS OR REPRESENTATIVES Kent, WA 98032 AUTHORIZEDWalsh/MAY M1 '�- Patrick Walsh/MAYVM1 ACORD 26(2001/08) - - ©ACORD CORPORATION 1988 __ - _ - - - - Wig' "r°°` __ --�✓,. -- -_ -s«�,;.. _. _ __ - __ A IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend,extend or alter the coverage afforded by the policies listed thereon ACORD 25(2001108) NS025 pi oaf oaa Pape 2 of 2 7 ® DATE(MMIDDIYYYY) �`� CERTIFICATE OF LIABILITY INSURANCE 4/12/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER IMPORTANT If the certificate holder Is an ADDITIONAL INSURED, the pollcy(Ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s) PRODUCER CONTACT Vanessa Mathews NAME PHONE (860)430-3700 FAX (860)430-3731 May, Bonee & Walsh, Inc. (A/C,No Ex� AjE No -_ E-MAIL eewalsh.com 180 Glastonbury Boulevard ADDRESS vmathews@mabon_ y - __- PRODUCER CUSTO ID# Glastonbury CT 06033 INSURERS)AFFORDING COVERAGE NAIC# INSURED INSURERA Charter Oak Fire Ins Compaan _ AMERICAN MUNICIPAL TAX EXEMPT COMPLIANCE CORP. INSURERS Travelers Indemnity C_o_m an DBA AMTEC INSURERC Houston Casualty Com any 124 LASALLE ROAD INSURER INSURER E WEST HARTFORD CT 06107 1 INSURER COVERAGES __ CERTIFICATE NUMBER— _ REVISION NUMBER._ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR ADDL SUBRT POLICE POLICY EXP LIMITS LTR TYPE OF INSURANCE POLICY NUMBER MMIODIYYYY MMIDDNYYY GENERAL LIABILITY 6805601A489 4/9/2011 4/9/2012 EACH OCCURRENCE _ $ 1,000,000 �— DAMAGE 70 RENTED X COMMERCIAL GENERAL LIABILITY PREMISES(Ea occurrence) $ 500,000 A CLAIMS-MADE 'L X1 OCCUR MED EXP(Any one person) $ _ 5,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OP AGG $ 2,000,000 X POLICY PRO I LOC $ AUTOMOBI LE LIABILITY 6805601A489 4/9/2011 /9/2012 COMBINED SINGLE LIMB $ 1,000,000 (Ea accident) ANY AUTO BODILY INJURY(Per person) $ A ALL OWNED AUTOS BODILY INJURY(Per accident) $ SCHEDULED AUTOS PROPERTY DAMAGE X HIRED AUTOS (Per accident) $ X NON-OWNED AUTOS $ $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DEDUCTIBLE $ RETENTION $ I$ B WORKERS COMPENSATION UB5601A594 4/9/2011 /9/2012 X TWC RY LIMITS DTH- AND EMPLOYERS LIABILITY YIN - ANY PROPRIETOR/PARTNER/EXECUTIVE E L EACH ACCIDENT $ 100,000 OFFICERIMEMBER EXCLUDED? 71,N I A (Mandatory in NH) E L DISEASE-EA EMPLOYE$ 100,000 If yes,describe under DESCRIPTION OF OPERATIONS below E L DISEASE-POLICY LIMIT $ 500,000 C Professional Liability 711-12545 4/15/2011 /15/2012 Eacn claim $ 5,000,000 (Claims Made Coverage) Aggregate $ 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If more space is required) As respects the General Liability policy, the certificate holder is named as Additional Insured, as required in a written contract Waiver of Subrogation applies Workers Compensation and Professional Liability informational only Primary A coverage applies - Forms on file CG DO 37 04 05 Other Insurance - Additional Insureds Endorsement and Blanket dditional Insured Endorsement CG D2 48 08 05 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Kent and its officers, officials, ACCORDANCE WITH THE POLICY PROVISIONS employees, volunteers, and elected repres Robert A. Goehring, CPA, CFE AUTHORIZED REPRESENTATIVE 400 West Gowe Street �f Suite 122 �c: fiti Kent, WA 98032 Patrick Walsh/MAYVMl ACORD 25(2009109) ©1988-2009 ACORD CORPORATION All rights reserved. INS025(200909) The ACORD name and logo are registered marks of ACORD `'� CERTIFICATE OF LIABILITY INSURANCE 4/12/20 1YY, THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER IMPORTANT If the certificate holder Is an ADDITIONAL INSURED,the pollcy(les)must be endorsed If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsemen s PRODUCER CONTACT Vanessa Mathews NAME _ _ May, Bonee b Walsh, Inc. PH No E■t (860)430-3700 l X Nel (e60)430 3Tai Ehews@ma boneewalsh.com 180 Glastonbury Boulevard E-MAIL ADDRESS vmat y PRODUCER CUSTOMERID# Glastonbury CT 06033 INSURER(S)AFFORDINGC_OVERAGE NAIC# INSURED INSURERA Charter Oak Fire Ins Company AMERICAN MUNICIPAL TAX EXEMPT COMPLIANCE CORP. INSURERS Travelers Indemnit Com an -- Y � y DBA AMTEC INSURER c_Houston Casualty C_ ompan 124 LASALLE ROAD INSURER rIINSURER_E WEST HARTFORD CT 06107 NSURERF COVERAGES CERTIFICAT -REffl%ORNUMBER: _ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS ` INSR' ADDL SUBR POLICY EFF POLICY EXP I LTR TYPE OF INSURANCE IN SR WVD POLICY NUMBER MMID Y1 IMMIDDNYYYILIMITS GENERAL LIABILITY 16805601A489 /9/2011 4/9/2012 EACH OCCURRENCE $_ 1,000,000 DAMAGE RENTED X COMMERCIAL GENERAL LIABILITY PREM SESO(Ea occurrence L— 500,000 A CLAIMS-MADE __X_ OCCUR MED E_XP(Any one Person) $ 5,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OP AGG $ 2,000,000 X 1 POLICY ] PRO JECT LOC $ AUTOMOBILE LIABILITY 68056OIA489 /9/2011 /9/2012 COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident) ANY AUTO BODILY INJURY(Per person) $ A ALL OWNED AUTOS _-- - -- BODILY INJURY(Per accident) $ SCHEDULED AUTOS PROPERTY DAMAGE JrX HIRED AUTOS (Per accident) $ 1 X NON-OWNED AUTOS $ r $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE (AGGREGATE $ DEDUCTIBLE $ RETENTION $ $ B WORKERS COMPENSATION 5601A599 X. - DTH- -- - --- AND EMPLOYERS'LIABILITY YIN T RY LIMI ER ANY PROPRIETOR/PARTNER/EXECUTIVE❑ E L EACH ACCIDENT $ 100,000 OFFICER/MEMBER EXCLUDED N/A — ----- (Mandatory in NH) E L DISEASE-EA EMPLOYE $ 100,000 If yes,describe under DESCRIPTION OF OPERATIONS below E L DISEASE-POLICY LIMIT $ 500.000 C Professional Liability 710-17679 /15/2011 /15/2012 Each Claim $ 5,000,000 ( I Claims Made Coverage) Aggregate $ 5,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,U more space Is required) As respects the General Liability policy, the certificate holder is named as Additional Insured, as required in a written contract Waiver of Subrogation applies workers Compensation and Professional Liability informational only Primary coverage applies - Forms on file CG DO 37 04 05 Other Insurance - Additional Insureds Endorsement and Blanket Additional Insured Endorsement CG D2 48 08 05. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Kent and its officers, Officials, ACCORDANCE WITH THE POLICY PROVISIONS employees, volunteers, and elected repres Robert A. Goehring, CPA, CFE AUTHORIZED REPRESENTATIVE 400 West Gowe Street Suite 122 Kent, WA 98032 Patrick Walsh/MAYVMl G� ACORD 25(2009I09) ©1988-2009 ACORD CORPORATION All rights reserved INS025(200909) The ACORD name and logo are registered marks of ACORD