Legal Documents of Pittman Center

The town shall require all professionals engaged in the process of issuing debt to clearly disclose all compensation and consideration received related to services provided in the debt issuance process by both the town and the lender or conduit issuer, if any. This includes "soft" costs or compensations in lieu of direct payments.

1. Counsel: The town shall enter into an engagement letter agreement with each lawyer or law firm representing the town in a debt transaction. (No engagement letter is required for any lawyer who is an employee of the town or lawyer or law firm which is under a general appointment or contract to serve as counsel to the town. The town does not need an engagement letter with counsel not representing the town, such as underwriters' counsel.)

2. Financial advisor: (If the town chooses to hire financial advisors) The town shall enter into a written agreement with each person or firm serving as financial advisor for debt management and transactions. Ongoing relationships with a financial advisor should be reviewed every three (3) years.

   Whether in a competitive sale or negotiated sale, the financial advisor shall not be permitted to bid on, privately place or underwrite an issue for which they are or have been providing advisory services for the issuance or broker any other debt transactions for the town.

3. Underwriter: (If there is an underwriter) The town shall require the underwriter to clearly identify itself in writing (e.g., in a response to a request for proposals or in promotional materials provided to an issuer) as an underwriter and not as a financial advisor from the earliest stages of its relationship with the town with respect to that issue. The underwriter must clarify its primary role as a purchaser of securities in an arms-length commercial transaction and that it has financial and other interests that differ from those of the entity. The underwriter in a publicly offered, negotiated sale shall be required to provide pricing information both as to interest rates and to takedown per maturity to the city administrator in advance of the pricing of the debt. The underwriter relationship will be reviewed at each new issuance of debt by the town. (Ord. #241, June 2012, as replaced by Ord. #329, Jan. 2024 Ch2_01-18-24)