HomeMy WebLinkAboutResolution - 2010-R0549 - Application And Fee Schedule For Moody's Investors Service - 10/28/2010Resolution No. 2010-RO549
October 28, 2010
Item No. 5.2
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to
execute for and on behalf of the City of Lubbock, an Application and Fee Schedule for
Local Government Issuers, by and between the City of Lubbock and Moody's Investors
Service of New York, NY, and related documents. Said Application and Fee Schedule is
attached hereto and incorporated in this resolution as if fully set forth herein and shall be
included in the minutes of the City Council.
Passed by the City Council on October 28, 2010
TOM MARTIN, MAYOR
ATTEST:
- - jWw�� __-6—
Rcbec a Garza, City Secretary
APPROVhD AS TO CONTENT:
Andy Burcham, Chief Financial Officer
APPROVED AS TO FORM:
Chad Weaver, Assistant City Attorney
vw:ccdocsiRES.Application & Fee Schedule-Moody's Investors Service
October 1 1. 2010
MOODY'S
INVESTORS SERVICE
Resolution No. 2010-RO549
37256
Moody's Investors Service
7 WTC at 250 Greenwich Street
New York, NY 10007
Phone: 212-553-4055
Fax: 212-298-6761
PFGRatingApplicationsCcDmoodys.com
MOODY'S APPLICATION & FEE SCHEDULE FOR
LOCAL GOVERNMENT ISSUERS
ISSUING AUTHORITY NAME
City of Lubbock, Texas
BORROWING ENTITY'S NAME
The undersigned hereby applies for a Moody's rating, as described in this Application. A credit rating is Moody's
current opinion regarding the relative future creditworthiness of a credit commitment, a debt or debt -like security, or
an issuer of such obligations. Moody's credit ratings do not address any other risk, including but not limited to:
liquidity risk, market value risk, or price volatility.
The undersigned agrees to furnish to Moody's and/or where the undersigned is not the Issuer, will procure that the
Issuer furnishes Moody's with pertinent financial reports and other information and data required by Moody's, in its
sole discretion, in order that Moody's may appraise the Issuer or the specific issue. The undersigned also agrees on
an ongoing basis to provide or procure the provision of updated information, including periodic financial reports, and
copies of compliance certificates, amendments or waivers, and any other pertinent information which may be
necessary for the purposes of monitoring the rating. The undersigned agrees and acknowledges that it is solely
responsible and liable for the quality of the information provided, Moody's will rely on such information in its analysis
and Moody's owes no obligation to the undersigned or the Issuer to verify, audit or validate independently any such
information. The undersigned warrants that it has undertaken all reasonable due diligence in respect of such
information and all information supplied is true, accurate, and complete and not misleading in all respects. It is
understood that Moody's may aggregate and/or transform any information provided by or on behalf of the Issuer so
that it is not capable of association with any individual issuer, and publish, distribute or use such aggregated or
transformed data in connection with its products and services. The terms of this Application supersede any other
terms and conditions relating to the information, including terms and conditions of any website or electronic data room
in which any of the information is posted, which terms and conditions will not apply to Moody's.
The parties agree that no amendment, modification, supplement, restatement or waiver of any provision of this
Application shall in any event be effective without the written consent of both parties, provided that such consent shall
be effective only if evidenced by a writing signed by hand by an authorized representative of the Global Commercial
Group of Moody's or a corporate officer or the holder of a power of attorney of Moody's and an authorized
representative of the undersigned. For the avoidance of doubt (i) the parties hereto agree that in connection with any
amendment, modification, supplement, restatement or waiver of any provision of this Application, at any time, no
consent or agreement to any such amendment, modification, supplement, restatement or waiver shall be deemed
effective and binding upon the other party if such consent or agreement is provided by means of an electronic
clickthrough or any other electronic form of acceptance, and (ii) the undersigned agrees that neither Moody's nor any
affiliate, employee or agent of Moody's shall be bound by or subject to any terms or conditions of use (hereinafter
"Website Terms") for access to a web site established by or on behalf of the undersigned or the Issuer with respect to
the issue under this Application, even if Moody's or any affiliate, employee or agent of Moody's clicks -through or has
clicked -through such Website Terms by electronic means at any time before or after the date hereof.
This Fee Schedule sets out Moody's fees for the period 1/1/2010 to 12/31/2010. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 1 of 8 September 2010
37256
MOODY'S APPLICATION & FEE SCHEDULE FOR
LOCAL GOVERNMENT ISSUERS
The undersigned agrees to pay or where the undersigned is not the Issuer will ensure that the Issuer will pay and, if
the Issuer does not pay, will itself pay fees in accordance with the attached Fee Schedule. Moody's reserves the
right to revise this Application and Fee Schedule.
This Application will renew annually on the anniversary of the date executed unless Moody's or the undersigned
provides thirty (30) days prior written notice. Any termination of this Application shall not restrict Moody's from
maintaining, revising or withdrawing any rating on the undersigned or any third party.
This Application can be terminated at any time by Moody's or upon at least 3 months written notice by the
undersigned. In the event of termination by the undersigned 3 months or more prior to the end of the then current
annual billing period or in the event of termination by Moody's, the undersigned will pay Moody's all fees due in
respect of the then current annual billing period. In the event of termination by the undersigned less than 3 months
prior to the end of the then current annual billing period, the undersigned will pay Moody's all fees due in respect of
the then current annual billing period, plus a pro rata portion of the fees in respect of the next annual billing period
representing the proportion of the notice period that falls within the next annual billing period.
It is understood that Moody's rating, if assigned, will be subject to revision or withdrawal by Moody's at any time,
without notice, in the sole discretion of Moody's. It is further understood that Moody's is an independent rating
agency and is therefore free to determine, apply and amend from time to time its methodologies in its sole discretion
in accordance with applicable law.
The undersigned agrees that any rating requested and assigned shall only be used for its intended purpose. For the
avoidance of doubt and as an example, an issuer that requests and is assigned an Issuer rating shall not represent
such rating as the rating which would be applicable to any of its securities.
Moody's is not providing and shall not provide any financial, legal, tax, advisory, consultative or business services to
the undersigned or the Issuer, or advice on structuring transactions or drafting or negotiating transaction
documentation. The Issuer and/or the undersigned should take their own legal, tax, financial and other advice when
structuring, negotiating and documenting transactions. A rating opinion or discussions with Moody's analysts shall not
be deemed as rendering advice on business operations. Any rating must be construed solely as a statement of
opinion and not a statement of fact, an offer, invitation, inducement or recommendation to purchase, sell or hold any
securities or otherwise act in relation to the Issuer or any other entity or otherwise in connection with any associated
transaction or any other matter. Moody's is not party to any transaction documents and therefore is not bound by any
rating agency confirmation or affirmation clauses (commonly known as RRCs) in such documentation. Moody's is not
obliged to give any such confirmation or affirmation and retains sole discretion whether to do so.
Moody's does not guarantee the correctness of any information, rating or communication relating to the undersigned
or the Issuer. Moody's shall not be liable in contract, tort, statutory duty or otherwise to the Issuer or the undersigned
or any other third party for any loss, injury or cost caused to the Issuer or the undersigned or any other third party, in
whole or in part, including by any negligence (but excluding fraud, dishonesty and/or willful misconduct or any other
type of liability that by law cannot be excluded) on the part of, or any contingency beyond the control of, Moody's or
any of its directors, officers, employees, agents or affiliates, in the procuring, compilation, analysis, interpretation,
communication, dissemination, or delivery of any information or rating relating to the undersigned or the Issuer, the
withdrawal of any such rating and any associated disclosure, the inability to issue or monitor a rating due to
legislative, judicial or administrative decisions, any change in Moody's methodologies, any unauthorized publication,
unauthorized use or any misuse, or any reliance otherwise acknowledged as inappropriate.
It is understood that Moody's may use third party contractors or agents bound by confidentiality obligations to assist
in the ratings process and its related business and research activities. In this Application, Moody's refers to the
Moody's entity specified above and all its relevant group companies, unless otherwise specified. Moody's may
assign this Application to any other Moody's group company and Moody's group companies are entitled to the benefit
of the protective provisions in this Application.
This Fee Schedule sets out Moody's fees for the period 1/1/2010 to 12/31/2010. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 2 of 8 September 2010
37256
MOODY'S APPLICATION & FEE SCHEDULE FOR
LOCAL GOVERNMENT ISSUERS
Except where prohibited by law, the undersigned warrants that neither it nor the Issuer is owned or controlled, directly
or indirectly, by any person or government from countries that are subject to economic, trade, or transactional
sanctions imposed by the United States Government, including but not limited to Burma, Cuba, Iran, North Korea,
Syria, or Sudan and that neither it nor the Issuer or any of their owners, directors, officers, employees, or group
companies appears on any lists of known or suspected terrorists, terrorist organizations or other prohibited persons
made publicly available or published by any agency of the government of the United States or any other jurisdiction in
which the undersigned or the Issuer or any of their group companies are doing business, including but not limited to
the List of Specially Designated Nationals and Blocked Persons ("SDNs") maintained by the Office of Foreign Assets
Control ("OFAC") of the U.S. Department of the Treasury. The undersigned agrees that it will notify Moody's if these
circumstances change.
For information on how we process and protect personal data, please see our Privacy Policy available at
moodys.com.
This Application represents the whole and only agreement in relation to the subject matter of this Application and
supersedes any previous agreement between Moody's and the undersigned in relation to that subject matter.
Accordingly, all other terms, conditions, representations, warranties and other statements which would otherwise be
implied (by law or otherwise) shall not form part of this Application.
Notwithstanding any past communications or dealings of the parties or anything herein to the contrary, Moody's does
not consent to the use of its rating in any registration statement or prospectus. For the avoidance of doubt, without, in
each case, the prior written authorization of Moody's, which authorization may be withheld or withdrawn in the sole
discretion of Moody's, neither the fact that the undersigned has applied to Moody's for a rating as described in this
Application, that Moody's has reviewed information provided by the undersigned in connection with this Application,
that Moody's has assigned a rating in connection with this Application nor the rating, if any, assigned by Moody's in
connection with this Application may be quoted, summarized, incorporated by reference, linked to by hyperlink or
otherwise disclosed or used in any registration statement or prospectus, or in any other way referenced, disclosed or
disseminated in any other written communication (as defined in Rule 405 promulgated under the Securities Act of
1933, as amended) by the undersigned or by any other offering participant in a manner that would require Moody's
consent to be filed with the SEC.
This Application and any contractual or non -contractual obligations arising from or connected to it shall be governed
by and construed in accordance with the laws of the State of New York in the United States of America and subject
to the exclusive jurisdiction of the courts of the State of New York in the United States of America.
This Fee Schedule sets out Moody's fees for the period 1/1/2010 to 12/31/2010. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 3 of 8 September 2010
MOODY'S APPLICATION & FEE SCHEDULE FOR
LOCAL GOVERNMENT ISSUERS
(Please Print or Type)
APPLICANT: City of Lubbock, Texas
BY: Andy Burcham
MAILING ADDRESS: P.O. Box 8123
CITY: Lubbock
TITLE: Chief Financial Officer
STATE: Texas ZIP CODE: 79457
TELEPHONE NUMBER:8 06 - 775 - 2149 FAX NUMBER: 77S -20S1
37256
EMAIL: aburchammylubbock . us
AUTHORIZED BY: �'H'��.� DATE: October 28, 2010
Signature
TOM MARTIN, Mayor
Payment of fees is due on receipt of an invoice.
Please do not return this Application or Fee Schedule to any member of the analytic team involved in the rating
process (including managers). Please return this application to Moody's Issuer Relations team.
If you have any questions, please contact Moody's Issuer Relations at (212) 553-4055.
ATTEST:
cQ 4,a�.
Rebe ca Garza, City Ser tary
APPROVED AS TO CONTENT:
Andy Burcham, Chief Financial Officer
APPROVED AS TO FORM:
Chad Weaver, Assistant City Attorney
This Fee Schedule sets out Moody's fees for the period 1/1/2010 to 12/31/2010. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 4 of 8 September 2010
37256
Moody's Public Finance Group
2010 Rating Fee Schedule
Local Governments
Moody's Code of Professional Conduct states we "will not have Analysts who are directly involved in the rating process initiate,
or participate in, discussions regarding fees or payments with any entity they rate. " Therefore, please do not return this rating
application or fee schedule to any member of the analytic team involved in the rating process (including managers), or include
the analytic team (including managers) in any fee -related correspondence. Moody's maintains a separate, dedicated group not
involved in the rating process for handling Applications, Fee Schedules and fee and payment discussions. If you have any
questions regarding this Application or Fee Schedule, please contact Moody's Issuer Relations.
Moody's rating fees are shown in the schedule below.
Issue Size
General
Obligation
Bonds
Revenue, Lease,
Special Tax &
State Revolving
Fund Bonds
Short
Term
Notes
Less than $1 mil.-
$5,100
$7,900
$4,800
$1 mil to $2.9 mil.
$6,200
$7,900
$4,800
$3 mil. to $4.9 mil.
$7,600
$7,900
$5,300
$5 mil. to $9.9 mil
$9,600
$12,600
$5,800
$10 mil. to $14.9 mil.
$11,000
$13,900
$7,000
$15 mil. to $19.9 mil.
$12,300
$15,400
$8,100
$20 mil. to $24.9 mil.
$14,500
$17,600
$9,800
$25 mil. to $34.9 mil.
$16,400
$19,700
$11,300
$35 mil. to $44.9 mil.
$18,200
$22,100
$13,100
$45 mil. to $54.9 mil.
$20,400
$25,000
$14,000
$55 mil. to $64.9 mil.
$22,600
$28,400
$15,200
$65 mil. to $74.9 mil.
$24,700
$31,300
$16,400
$75 mil. to $84.9 mil.
$28,000
$37,800
$18,300
$85 mil. to $99.9 mil.
$32,800
$46,300
$20,300
$100 mil. up to $1 bil.
3.75 basis points
2.1 basis points
of final par
of final par
to a max of
to a max of
$98,400
$79,000
$100 mil. up to $300 mil.
4.75 basis
points of final
par to a max of
$109,900
$300 mil. up to $500 mil.
$121,600
$500 mil. up to $1 bil.
$138,900
$1 bil. and over
Case by case
Case by case
This Fee Schedule sets out Moody's fees for the period 1/1/2010 to 12/31/2010. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 5 of 8 September 2010
Moody's Public Finance Group
2010 Rating Fee Schedule
Local Governments
Bond Anticipation Notes:
Issue Standard
Size Fee 11
Less than $2,000,000
$2,000,000 - $2,999,999
$3,000,000 - $4,999,999
$5,000,000 - $9,999,999
$10,000,000 - $14,999,999
$15,000,000 - $19,999,999
$20,000,000 - $24,999,999
$25,000,000 - $34,999,999
$35,000,000 - $49,999,999
$50,000,000 - $74,999,999
$75,000,000 - $84,999,999
$85,000,000 - $99,999,999
$100,000,000 and over
$1,950
$2,200
$2,500
$3,300
$4,400
$5,800
$7,200
$8,300
$9,400
$13,200
$16,600
$19,300
2.10 Basis Pts. to a
max of $71,650
37256
Commercial Paper
The Initial and annual fee for program sizes less than $100m is $15,500 and $18,000 if greater than $100m. Annual
fees will be discounted for multiple programs.
Variable Rate Issues
Initial and annual fees for Variable Rate issues are as follows:
Initially: Additional $5,000 added to the long term fees.
Annual Fees - based on principal amount (Excludes self -liquidity):
Less than $5m
$2,500
$5m - $9.9m
$4,500
$10m and over
$6,500
Self Liquidity
$11,000
Annual Fees are non-refundable.
Amendments to existing variable rate transactions
$1,000 Applies to extension of credit or liquidity enhancement
$1,000 - $2,500 Applies to affirmation of rating.
$5,500 Applies to substitution of credit or liquidity enhancement. When there are multiple
deals with identical documents, the fee for the first deal will be $5,500. The fee for
each additional deal will be $2,750.
80% of new Applies to restructuring of security and complex substitutions, i.e., when the
issuance fee replacement credit or liquidity enhancement is a different type of
enhancement vehicle.
This Fee Schedule sets out Moody's fees for the period 1/1/2010 to 12/31/2010. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 6 of 8 September 2010
37256
Moody's Public Finance Group
2010 Rating Fee Schedule
Local Governments
Bank Bonds
A $5,000 fee will be charged for Bank Bond Ratings assigned in conjunction with the rating of the initial bonds.
Termination of Rating Process
Applicable when substantial analytical research is provided, but the rating process is terminated. The fee is 70% of
what the fee would have been if the rating process had not been terminated. This fee is payable at the time of the
termination of the rating process. However, if the issue is reactivated and a rating is assigned within six months of
the termination of the rating process, this fee will be credited against the applicable rating fee. Any excess over the
actual charges for the definitive rating is non-refundable.
Postponed/Canceled Sales
The fee for an issue that has been assigned a rating and is subsequently canceled or postponed will be 70%of that
which would have been applicable had the issue sold. The fee is payable at the time of cancellation or postponement.
If the issue sells within six months, the balance of the original fee will be invoiced. Any excess over the actual
charges for the definitive rating is non-refundable.
Indicative Rating Service
The fee for an issue that has been assigned a preliminary rating indicator will be 70% of the standard fee. If an
application for a public underlying and/or insured rating is received within six months of the assignment of the
indicative rating, the indicative rating fee will be credited against the charges outlined on the current fee schedule.
Moody's reserves the right to publish its ratings upon any public disclosure of the ratings. Any excess of the
indicative rating fee over the actual charges for the subsequently assigned definitive rating is non-refundable.
Preferred Pricing
Preferred Pricing is applied only in circumstances where Moody's has rated an issue during the prior 12 months and
there are no outstanding unpaid rating fees. Moody's normal BAN rating fees are discounted for preferred pricing
clients. Contact the Moody's Issuer Relations Team to verify eligibility.
Preferred Pricing clients issuing bonds in the amount of $500,000 or less would be charged $1,500.
Complex Financings
Moody's may charge an additional fee of up to $100,000 for certain types of complex financings. Please contact the
Issuer Relations Team to discuss whether such complex deal fees apply to a planned financing.
Rapid Turnaround
A fee of up to $5,000 may be charged at Moody's sole discretion if there is a request for expedient delivery of a rating.
Pooled financings, letters of credit and structured issues are not included in any of the above rates.
Moody's reserves the right to change rating fees without prior notification.
All inquiries may be directed to Issuer Relations at (212) 553-4055.
This Fee Schedule sets out Moody's fees for the period 1/1/2010 to 12/31/2010. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 7 of 8 September 2010
Resolution No. 2010-RO549
37256
Appendix A
Web Posting / Linking Terms and Conditions
To the extent Moody's publishes written research or press releases specifically regarding the Issuer, as a direct result
of this Application ("Issuer Research"), and Issuer desires to link to or post same on its website, the following terms
will apply.
The undersigned is hereby granted a royalty -free, non-sublicensable (except as to the Issuer, if the undersigned is
not the Issuer), revocable license to post Issuer Research on the Issuers website (or to post a link to the page on
Moody's website where such Issuer Research appears), subject in all cases to the following restrictions. Where the
undersigned is not the Issuer, the undersigned agrees that it shall procure that the Issuer complies with all the
conditions pertaining to posting or linking to Issuer Research as set forth herein. All Issuer Research and all
trademarks and logos contained therein are the intellectual property of Moody's or its affiliates, and all rights not
expressly granted herein are reserved.
In no event shall the Issuer Research include any pre -sale reports (prior to initial sale of the relevant security), non-
public, or unmonitored ratings. Only the most recent Issuer Research may be posted, in the exact form and format
provided by Moody's without any alterations or editing whatsoever (including all disclaimers, logos, and proprietary
rights notices thereon). All outdated Issuer Research must be promptly deleted and updated Issuer Research posted
promptly after it is published by Moody's. Any links to or posting of Issuer Research shall be indicated by Moody's
corporate name only in plain text font, and may not display Moody's logo under any circumstances. Issuer Research
or links to Issuer Research may only be displayed on the investor relations portion of the relevant website (or an
analogous area where general corporate information is displayed) and not on any portion of the site (or in any hard
copy form) for the purpose of marketing, promotion or advertising. Issuer Research may not be posted, linked to,
displayed, or otherwise used in connection with a prospectus, "road shovel' deck, or any other document related to the
offering of securities.
The undersigned, on behalf of itself and the Issuer, agrees and acknowledges that it is solely responsible for
compliance with all laws, rules, and regulations including but not limited to applicable securities laws, in connection
with the posting or linking to the Issuer Research. The undersigned (on behalf of itself and Issuer, if different entities)
hereby agrees to indemnify and hold Moody's, its affiliates, and all of their respective employees, officers, directors,
representatives, agents, successors, and assigns, harmless against any and all losses, claims, damages, costs or
injury (including without limitation attorneys' fees), of whatever nature (whether foreseeable or not) and however
caused, in whole or in part caused by, resulting from or relating to, posting or linking to the Issuer Research.
This license shall terminate as of the date that the undersigned and/or this Issuer are no longer active Moody's clients;
or upon advance written notice from Moody's at any time. Upon termination, all posting and linking to Issuer
Research permitted hereunder must cease immediately.
This Fee Schedule sets out Moody's fees for the period 1/1/2010 to 12/31/2010. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 8 of 8 September 2010