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85 E. SEVENTH PLACE SUITE I00 <br />SAINT PAUL, MN £g101-2887 <br />651.22~-3000 FAX: 651-22%3002 <br /> <br />SPRINGSTED <br />Public Finance Advisors <br /> <br />AGREEMENT FOR CONTINUING DISCLOSURE AND/OR ARBITRAGE AND REBATE <br /> MONITORING <br /> <br />THIS AGREEMENT is made as of the __ day of , 199 , by and between <br />Economic Development Authority of the City of Ramsey, Minnesota, ("Client") and Springsted <br />Incorporated ("Advisor"). <br /> <br />WHEREAS, the Client wishes to retain the services of the Advisor on the terms and conditions <br />set forth herein, and the Advisor wishes to provide such services: <br /> <br />NOW, THEREFORE, the parties hereto agree as follows: <br /> <br />Services. Advisor shall provide financial advisory services to the Client with respect to <br />continuing disclosure and/or arbitrage rebate monitoring services as identified in the <br />Addendum(s) attached hereto. <br /> <br />Qom. pensation. The Client shall compensate the Advisor in the amount of $250, payable <br />upon execution of this Agreement, and at the rates set forth in Addendum(s) attached <br />hereto for services to be provided by Advisor. The rates set out within the Addendum(s) <br />shall be effective for twelve months from the effective date of each Addendum. <br />Thereafter, the Advisor's compensation can be adjusted to then current rates charged <br />other similar clients upon sixty days written notice from Advisor to Client of the rate <br />adjustment. <br /> <br />Term and Termination. This Agreement shall commence as of the date hereof, and shall <br />continue until terminated by either party by written notice given at least thirty days before <br />the effective date of such termination, provided that no such termination shall affect or <br />terminate the rights and obligations of each of the parties hereto with respect to any <br />project, whether or not complete, for which the Advisor has provided services prior to the <br />date that such notice was given. <br /> <br />Indemnification; Sole Remedy. The Client and the Advisor each hereby agree to <br />indemnify and hold the other harmless from and against any and all losses, cla. im~ <br />damages, expenses, including without limitation, reasonable attorneys' fees, costs, <br />liabilities, demands and cause of action (collectively referred to herein as "Damages") <br />which the other may suffer or be subjected to as a consequence of any act, error or <br />omission of the indemnifying party in connection with the performance or <br />nonperformance of its obligations hereunder, less any payment for damages made to <br />the indemnified party by a third party. Notwithstanding the foregoing, no party hereto <br />shall be liable to the other for Damages suffered by the other to the extent that those <br />Damages are the consequence of: (a) events or conditions beyond the control of the <br /> <br />/3 SAINT PAUL, MN MINNEAPOLIS, MN MILWAUKEE,WI OVERLAND PARK, KS ' WASHINGTON, DC DES MOINES, IA <br /> <br /> <br />