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HomeMy WebLinkAbout6680RESOLUTION NO 6680 A RESOLUTION OF [HE CITY COUNCIL OF THE CITY OF REDLANDS DESIGNA1 ING NEW AUTHORIZED SIGNERS FOR ACCOUNTS WITH UBS FINANCIAL SERVICES AND AUTHORIZING THE MAYOR TO EXECUTE SUBSTANTIALLY SIMILAR RESOLUTIONS FOR THE OPENING OF ADDITIONAL INVESTMENT ACCOUNTS WITH BROKER/DEALERS AND FINANCIAL INS FITUTIONS AS RECOMMENDED BY THE CITY MANAGER AND FINANCE DIREC COR Whereas, from time to time the City staff determines that it is in the best interests o[the City to establish accounts with financial institutions for the purpose of investing City funds, and Whereas, to ensure that the City's funds are invested on a timely basis m a manner that provides prudent safety and a reasonable rate of return, it is often necessary foi City staff to open such accounts on an expedited basis, and Whereas, it is the custom and practice of financial institutions to require that the authorized signers on investment accounts be approved by the City using forms of "resolutions" prepared by such institutions, and Whereas, through the adoption of this resolution, it is the desire of the City Council of the City of Redlands to designate certain City staff as authorized signers for such investment accounts and to authorize the Mayoi, on behalf of the City Council, to execute forms of"resolutions" prepaied and required by financial institutions relating to such designated authorized signers, NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Redlands as follows Section 1 The City Council hereby designates Tuna Kundig, Thomas Steele, and Judy Jacobson as authorized signers for investment accounts established by the City Section 2 Without further action by the City Council, the Mayoi of the City is hereby authorized to execute, on behalf of the City Council, Corms of "resolutions" prepaied and required by financial institutions foi the establishment of investment accounts, piovided the form and content of such "resolutions" have been reviewed and approved of by the City :Manages, Finance Directoi and City Attorney DJ VI Rcso'66S0 Section 3 The form of "resolution" prepared and required by UBS Financial Services, Inc fot the City's establishment ofan investment account, which is attached hereto as Exhibit "A," is hereby approved with the designation of the authorized signers identifeed by this iesolution, and the Mayor is authorized to execute the same ADOPTED, SIGNED AND APPROVED this 5`i' day of February, 2008 ATTEST City Cleik M' yoi of the City of Redlands I, Lome Poyzer, City Clerk of the City of Redlands, hereby certify that the foregoing Resolution was duly adopted by the City Council at a regulai meeting thereof held on the 5th day of February, 2008, by the following vote AYES Councilmembers Gilbreath, Gallaghei, Aguilar, Bean, Mayoi Han-ison NOES None ABSTAIN None ABSENT None DJM\Rcso'6680 leak of tl'e 'pity of Redlands UBS Corporate Resolutions Client Name' CITY OF REDLANDS, TREASURER'S TRUST ACCOUNT UBS Financial Services Inc. Account Number KY 20004 24 Branch/FA KY24 May Jon Harrison hereby certify that I am theSecTetarryr of City of Redlands Treasurer's Trust ("Corporation') a Public [describe the nature of the entity, such as public or private] cor- poration duly organized and existing under the laws of Ca ifomig .[enter jurisdiction title, such as country, state or province] and that the following resolutions were duly adopted by the Board of Directors at a duly called meeting or by unanimous con- sent on February 5, 2008 WHEREAS, The Corporation seeks to benefit from opening and maintaining one or more securities, loan and/or guarantee accounts at UBS Financial Services Inc., a broker-dealer organized in the United States and registered with the U.S Securities and Exchange Commission, and/or its successor firms, subsidiaries, affiliates, including but not limited to UBS Bank USA, and any third -party service providers (collectively, "UBS Financial Services") NOW, THEREFORE, BE IT RESOLVED THAT 1) The Corporation is authorized to establish with UBS Financial Services Inc one or more accounts for the purchase and sale of securities and other Property, the establishment of credit and/or the guarantee of another person's or entity's obligations (the "Account") "Property" includes, but is not limited to, securi ties money, stocks, options, bonds, notes, futures contracts, commodities, commercial paper, certificates of deposit and other obligations, contracts, all other property usually and cus tomarily dealt in by brokerage firms and any other property that can be recorded in the Account(s) UBS Financial Services Inc is designated an agent of the Corporation for property of any nature and is authorized to receive hold and deliver any funds securities or other Property within or without the United States, registered in or transferred into the name of UBS Financial Services Inc or its nominee(s) or the name of one ar more cus- todians or nominees thereof UBS Financial Services Inc may either directly or through custodians retain unregistered securi- ties or deposit the certificates representing such securities, in bulk with a central certificate depositary, so that transfer of ownership of such securities may be made by bookkeeping entry on the books of such depositary 2) The Corporation shall grant a security interest to UBS Financial Services Inc as set forth in greater detail in the account agree- ment (including all documents incorporated therein) governing the Account(s), as amended from time to time The Corporation shall grant a security interest to such additional entities as may be specified in that account agreement and any additional agreements far the types of services as designated by the Corporation's corporate officers from time to time 3) The Corporation is authorized to use the Account(s) and servic es offered by UBS Financial Services Inc to (a) sell short (b) trade on margin (c) borrow and/or obtain credit (including all manner of credits and/or letters of credit) from time to time from U85 Financial Services Inc and guarantee obligations of others to UB5 Financial Services Inc., in United States dollars or any foreign currency and (d) pledge, mortgage, assign or sub- ject to a security interest or lien any property of any sort of the Corporation as security for any liability of the Corporation 4) Each of the corporate officers named in the spaces below (each, together with persons designated under resolution number 5 below, hereinafter called an ' Authorized Person") are author- ized individually, without counter signature or ca -signature, to act on behalf of the Corporation to (a) open the Account(s) and, with respect to the Account(s), to execute on behalf of the Corporation any and all relevant documents, and to deal with UBS Financial Services Inc in connection with all aspects of the Account(s), with no limits as to amount, (b) obtain all such serv- ices as UBS Financial Services Inc shall offer including but not limited to the services set forth under resolution number 6 on the next page and to purchase and sell and enter into any trans- action whatsoever in connection with the Account(s) and the Property therein, and (c) bind the Corporation in respect of any agreements entered into pursuant to clause (a) ar (b) of this fourth resolution These resolutions supersede any previous res- olutions of the corporation presented to UBS Financial Services Inc regarding the Account(s) 5) The Authorized Persons acting as above specified are authorized to appoint one or more attorneys -in -fact or agents to act on behalf of the Corporation in the same capacity as set forth under resolution number 4 above and are authorized to exe cute and deliver to UBS Financial Services Inc any powers of attorney or other documents to effect or evidence such appointment The additional information on page 4 must be completed for each corporate officer listed in the spaces below. (AT LEAST TWO TO BE DESIGNATED) Tina Kundicf, Finance Director (Type Name and Title of Officer) Thomas Steele, Asst Finance Director (Type Name and Title of Officer) Judy Jacobson, Interim Revenue Mgr (Type Name and Title of Officer) (Type Name and Title of Officer) 1 II111I 11111 111 III111 II111I 11 111111 IIIII 11E1 11111 11111111 IS i (tyre of Officer) (Signature .e 'Offi (Sigp tune q"Officer) (Signature of Officer) AC -CR (Rev 11/07) 02007 UBS Financial Services Inc All rights reserved Member SiPC 1 UBS 6) UBS Financial Services Inc. is authorized, but not obligated, to deal with each Authorized Person individually, as follows, sub- ject to the Corporation having completed documentation relat- ing to the relevant products and services and subject to UBS Financial Services Inc. policy and practice as in effect from time to time: a) to accept all orders for purchases and sales and all instructions of any nature whatsoever In connection with the Account(s) given verbally, in writing, or via electronic communications by him or her on behalf of the Corporation, as the action of the Corporation without limit or further Inquiry as to his or her authority or the validity or legality of such actions under any and all laws, rules and regulations applicable to the Corporation and the conduct of Its business and affairs; b) to receive any funds, securities or other property for the Account(s) of the Corporation; to receive drafts, checks or other funds or property delivered to It for deposit for the Account(s) of the Corporation, whether or not endorsed with the name of the Corporation by rubber stamp, fac simile, mechanical, manual or other signature, and any such endorsement by whomsoever affixed shall be the endorse- ment of the Corporation, or otherwise endorsed, or unen- dorsed, provided that If any such item shall bear, or be accompanied by directions (by whomsoever made) for deposit to a specific account, then such deposit shall be to such specific account; and to honor written instructions from each Authorized Person to deliver either in bearer farm, In street certificates, in any names or in any other manner any funds, securities or other property held for the Account(s) of the Corporation; c) to extend loans and letters of credit In connection with the maintenance of a margin account, loan account or other credit facility for the Corporation; d) to effect UBS card transactions ("UBS card transactions' include those transactions effected via UBS American Express Card' UBS Platinum MasterCard', UBS MasterCard BuslnessCard'I or UBS Visa Signature' credit card) (This fea- ture Is not available for certain accounts or In all jurisdic tions. Consult your Financial Advisor.); e) to honor written instructions from each Authorized Person to write checks, drafts, instruments, instructions or orders for the payment or withdrawal of funds drawn on the Account(s) or payable to the order of the Corporation and bearing the signature or signatures now or hereafter authorized by the Corporation without limit as to amount, without inquiry and without regard to Its application or that of its proceeds, including drafts, checks, Instruments, instructions or orders for the payment or withdrawal of funds drawn or endorsed to the order of or in favor of any person whose signature appears thereon or any other offi- cer or officers or agent or agents of the Corporation which may be deposited with or delivered or transferred to UBS Financial Services Inc. or to any other person, firm or cor- poration for the personal credit or account of any such offi- cer or agent, and shall not be liable for any disposition which any such officer or agent shall make of all or any party of any draft, check, instrument, instruction or order for the payment or withdrawal of funds drawn on the Account(s) or payable to the order of the Corporation or the proceeds thereof, notwithstanding that such disposition may be for the personal account or benefit or in payment of the individual obligation of any such officer or agent to UBS Financial Services Inc. or otherwise; and to send all confirmations, notices, demands, statements and other communications to the Authorized Person and to the Corporation, attention: UBS Financial Services Inc. Account Number KY 20004-24 Branch/FA KY24 Name and position of officer and office location: Tina Kundiq, Finance Director 35 Cajon St Suite 30 (Mail Box 3005) Redlands CA 92373 f) to open deposit accounts in foreign currencies with any depositary to purchase, sell, transfer, or dispose of for pres- ent or future delivery foreign moneys, credits or exchange on deposit or otherwise and all manner of instruments rep- resentative thereof by endorsement or otherwise, and to execute and deliver any agreements or Instruments relating to any such transactions; g) to provide any and all Investment management and adviso- ry services that UBS Flnanclal Services Inc. now or hereafter provides (Including without limitation ACCESS' Managed Accounts Consulting, the Portfolio Management Program ("PMP"), SELECTIONS' PACE' SelectAdvisor and PACE MultiAdvisor) and to delegate discretion to UBS Financial Services Inc. or to a subadvisor in connection with any of the above services;; and h) to act, in effecting any of the aforesaid transactions, upon instructions contained in any message received by it, trans- mitted by any form or agency or communication whatsoev- er, which UBS Financial Services Inc. believes In good faith to have been originated by an Authorized Person acting as above specified. 7) Any withdrawals of money, check writing, UBS card transac tions and other non -brokerage transactions including but not limited to any borrowings, obtaining letters of credit and other types of credit facilities made from time to time on behalf of the LLC with UBS Financial Services Inc. are hereby ratified, confirmed and approved. 8) UBS Financial Services Inc. is authorized to rely upon the authority conferred by these resolutions until UBS Financial Services Inc. receives a certified copy of resolutions of the Corporation's Board of Directors revoking or modifying or superseding these resolutions. In the event that UBS Flnanclal Services Inc. for any reason, is uncertain as to the continuing effectiveness of the authority conferred by these resolutions or any other resolutions of the Corporation, UBS Financial Services Inc. may refrain from taking any action with respect to the Account(s) until such time as it is satisfied as to its author- ity and UBS Financial Services Inc. shall be indemnified against and held harmless from any claims, demands, expenses, loss or damage, including legal fees and costs, resulting from or aris- Ing out of its refraining from taking any action. 9) In consideration of U8S Financial Services Inc. acting in reliance upon the foregoing resolutions and the succeeding resolutions, it shall be fully protected in so acting and the Corporation agrees to indemnify and save harmless UBS Financial Services Inc. from and against any and all loss, damage, liability, claims and expenses whatsoever arising by reason of its so acting. ATTENTION TRANSFER AGENT 10) Any Authorized Person is fully authorized and empowered to transfer, convert, endorse, sell, assign, set over and deliver any and all shares of stocks, bonds, debentures, notes, subscription warrants, stock purchase warrants, evidence of indebtedness, or other securities now or hereafter standing in the name of or owned by the Corporation, and to make, execute and deliver, under the corporate seal of the Corporation or otherwise, any and all written Instruments of assignment and transfer neces- sary or proper to effectuate the authority hereby conferred. AC -CR (Rev. 11/07) ©2007 UBS Financial Services Inc. All rights reserved. Member SIPC. 2 UBS 11) Whenever there shall be annexed to any instrument of assign- ment and transfer, executed pursuant to and in accordance with the foregoing resolution a certificate of the Secretary or an Assistant Secretary of the Corporation in office at the date of such certificate and such certificate shall set forth these res olutions and shall state that these resolutions are in full force and effect, and shall also set forth the names of the persons who are then officers of the Corporation, then all persons to whom such instrument with the annexed certificate shall there- after come, shall be entitled, without further inquiry or invest gation and regardless of the date of such certificate to assume and to act in reliance upon the assumption that the shares of stock or other securities named in such instrument were theretofore duly and properly transferred endorsed, sold, assigned, set over and delivered by the Corporation, and that with respect to such securities the authority of these resolu- tions and of such officers is still in full force and effect UBS Financial Services Inc. Account Number KY 20004-24 Branch/FA KY24 12) The Secretary or an Assistant Secretary of the Corporation is authorized and directed to certify to UBS Financial Services Inc. a) that these resolutions have been duly adopted are in full force and effect and are in accordance with the provisions of applicable law and regulation and the charter and by laws of the Corporation, b) the identities of the Corporation s Authorized Persons and, from time to time hereafter, such changes as may occur in the identities of such Authorized Persons as such changes are made and c) that UBS Financial Services Inc shall be fully protected in relying on such certifications of the Secretary or Assistant Secretary and shall be indemnified and saved harmless from any and all loss, damage, liability, claims and expenses whatsoever resulting from honoring the signature of any Authorized Person so certified or refusing to honor any sig nature not so certified I certify that there is no provision in the charter or by-laws of the Corporation limiting the power of the Board of Directors to adopt the foregoing resolutions and that the same are in conformity with the provisions of said charter and by-laws neither of which requires or provides for any vote or consent of other than the Board of Directors to authorize the adoption of such resolutions I further certify that the persons listed above are duly elected or appointed qualified officers of the Corporation, hold in the Corporation the respective positions indicated above and that set forth opposite each respective name is the true and correct signature of such per- son WITNESS my hand and the seal of the Corporation et Redlands, California this 5th day of alt rua; r , 20 08 (SIiN�r URE Or scRETARY) /Jon Harrison, Mayor ATTEST Lorre Poyzer Clerk AC -CR (Rev 11/07) 02007 UBS Financial Services Inc All rights reserved Member SIPC 3 UBS UBS Financial Services Inc. Account Number KY 20004-24 Branch/FA KY24 Additional Information Officer Name: Tina Kundig, Finance Director Country of Citizenship: ®USA ❑ Other (specify): Passport/CEDULA and Green Card#: (If non -U.S.) Officer Name: Thomas Steele, Asst, Finance Director Country of Citizenship: ®USA J Other (specify): Passport/CEDULA and Green Card#: (If non -U.S.) 1 Officer Name: Judy Jacobson, Interim Revenue Mgr Country of Citizenship: LSA ❑ Other (specify): Passport/CEDULA and Green Card#: (If non -U.S.) Officer Name: Address: 35 Cajon Street. Suite 30(Mail. Box 3005) City: State: Zip: Redlands CA 92373 Address: 35 Cajon Street, Suite 30 (Mail. Box 3005) City: State: Zip: Redlands CA 92373 Address: 35 Cajon Street Suite 15B (Mail Box 3005) City: State: Zip: Redlands CA 92373 Address: Country of Citizenship: USA ❑ Other (specify): Passport/CEDULA and Green Card#: (If non -U.S.) City: State: Zip: UBS Financial Services Inc. is a service mark of UBS AG. ACCESS, SELECTIONS and PACE are service marks of UBS Financial Services Inc. American Express is a federally registered service mark of American Express and Is used by UBS pursuant to license. The UBS American Express Card is issued and administered by Barclays Bank Delaware pursuant to a license from American Express. Visa Signature is a registered service mark of Visa International, The UBS Visa Signature credit card is Issued by Barclays Bank Delaware pursuant to a license from Visa U.S.A. Incorporated. MasterCard, Platinum MasterCard, and MasterCard BusinessCard are registered trademarks and service marks of MasterCard International Incorporated. ©2007 UB5 Financial Services Inc. All Rights Reserved, Member SIPC. AC -CR (Rev. 11/07) ©2007 UBS Financial Services Inc. All rights reserved. Member SIPC. 4