Tab 21 Blanket Issuer Letter of RepresentationsFILE No.899 06/13 '06 14:02 ID:DTCC
FAX:212 855 3799
PAGE
2/ 4
CM OF KAUSPELL MONTANA
.... . ..... ..
[Name of Wu r)
November 4, 1996
Attention: Underwridug Deparh . nent ---% Ehgibdity
ne 1) 0%.&IF"ve TrgIst CJO
wdr %ffwA4w%"
OP Y
55 Water Stree�- 50th Floor
4N,ew York NY 10041.,0099
L,adjes and Gentlemen:
Tks kuer..se.ts. forth.. our. u-ndarstmding with respect to aH issues (the "Securifies') that Issuer
shall request be m eligible for deposit.by The Depo�fto . ry T �t Company (""DTC").
To. miduce DTC to aevept the Secarities-as. ehgible for deposit at DTC, and to ad M-. accordance
with DTCs Rules vAth re4Tect to the Swurifies, Issuer represents to DTC that. ISSwr will oomply
with the requirements swed in VTCvs Opemtionsl Arrangements, as they may be amended from
Urne to time.
Now:
Schedu Ia.. X contains staftments that DTC belims
Ami . r4gely &5C . a . e DTC. t6- niodwd of fwrec,"" bcwk,
traikfen -
entry d Semid "m- &Stfibuted ffimugh W, =a
ain relmd mattm.
Very uuly ymn,
CrrY. Of KALISPELL, MONTANA
W idlawdca 8")
CWmce Krepps, City Manager
(TypMftName & Twe)
312 Ist Avenue Eas.t
if eUV montam 59901
- "Q (Stow) (zip)
(406) 758-7700
(Phone Number)
FILE No,899 06/13 106 14:02 ID:DTCC
FAX:212 855 3799 PAGE 3/ 4
SCHED= A
SAMPLE 0 RING DOCUMENT LAN(OWAGE
.... ........ ........ .
DESCRIBING 1300K*ENII�y ISSU
(Prepared by IDTC-a-mbracketed materW raay be licable o to certain as�u�es-)
app I
16 Me Depository Tnnt Cornpanv ("DTC1, New York, act as se rities
,0 cu depository for the
securities (the "Secanfties'j. The Semrides wiU be issued-. as fully -registered secueties registered in the
name of Cede. & Co. (DTCs pamership nominee). One My -registered Securitv certificate will be
issued for [each issue ofl the Securities, [each] in ffie aWegate principal mount.of such issue, and WiU
be cleposited m4th DTC. [If, however, the agc,,rregate principal amount of [any) issue exceeds. $200
milhon, one certificate. wiA be. issued w3oth respect to each S,200.maon of piincipal mount and an
wonal cermficate w0 be imed.With respect to any remainina pyincipal arnount. of =ch.. eJ
2. DTC is a hmited-purpose trust company organized under the New York W-Adng LaK a "bwdftg
organization" ithin the meaning of the New York Bauldng Law, a member of the Federal ]Reserve
Systern, a "cleazing corpomdon" v4thin the m.eAnine. of the New York Uniform Comrn.ercial Code, and a
'"clearina
neni::� rq�erii� pursuant to the provisions of Section 17A of the Securities Act of
1934. DTC hol& secuyffies that its participants ("Pard ts") deposit with DTC. DTC also 1---,
c1p=
the settlement among FarUcipants of as trappactions, such as tmn.sfars. and nledges, M" deposited
securities throu electronic computen-ked book -entry changes in- Partic"ahts" accounts, thereby
gh IP
e i n%':: a:t: i ng'- t L e n e e a
for ph�ical movement of securldes certificates. DiTect.. Participants include
secunties b.rokers and..dealers, banks, trust companies, clearing corporations'. and certain other
organizations. DTC is owned by a number of its Direct Participants and by the New York Stock
Exchange, Inc... the American Stock Exchange, Inc..,. and the National As.sociad.on.of Secudhes Dealersa
Inc. Access to �he DTC "ern is also ava&ble to others such as securities brokers dealers, ban1cs.,
'th Dired Paticipant'.
and tmst compardes that clear, through or me^ via a custodial reladonsWp mn a
D and
either direWy or indireody ("Indirect PI"Cipants"), 7he Rules appReable-to TC its Parddpants
are on file with the. Securities Exchange Commisdon.
3# Purchases of Sectin'ties un&r VTC A Inust be made by or duough Direct Fardcipmts
which wiB receive a credii for the Se=*tia on DTCs records. The ownersMp intemst of each acb.W
purclmer of ewh Secild ('"BeneftcW 6%vaer" is - *M t . UM .. to 6. recardid on the Direct and Indftxt.
.. ty
Participants" records. Beneficial Owners wiH not receive written conf=adon from DTC of their
purchase, but %nefleW Owners are eVecte to recer"ve written confima6is pmi�� 8 detads Of &e
biiict or Indirect Participant
trmacdon,, as weU as Periodic statements of their holdings, fwm the
through wWch the Benefidal. Owner entered into -the ..Ahn.sfers of ownership interests in the
...... 02.
behalf of
Secuddes are to be accomplished 1) entries inade on t booxs at cipanti%:
Y
Beneficial Owners. Ben'e Owners will not remtve certifieges represendng their ownership intemsts
in Seruxities, w=pt in the ev=t ihat use of the bool -entxy "em wrffi. e $ecurides is discontin.u.ecL
4. TO -1;,&n
koftb e subsequent tra;nsfers,, all Securities depositecl by Pardeipants with DTC are regiswed
in the.. nune of DTCs partnenWp nominee, Ce& & Co. The 4,eposit of Secuiftles wiffi DTC and. their
registration in the name of Cede. & Co. effect rip...ch.=ge in beneficial ownersMp. DTC 'has' -no
of Ill.
Julowlete Of the achw BVWO CNmers e SecLuides; DTC% rewr& reflect only the identity of
&e. Direct Participants to whose accounts. &e cr te4 wbich may or may uot be the
B'eneficW 11�ers. T1w Partcipants wM remain rft?onsi :U or keeping t of their h9ldings on
behalf Of their customen.
FILE No.899 06/13 106 14:03 ID:DTCC FAX:212 855 3799. PAGE 4/ 4
60 .0 0
0. Convev=ce of notices and other communications bv I adicipants
DTC to D'.rect P. kv Direct
Pardcipants to 1n&re;t.FarWpaub-, and by Direct rarficip=ts and In.direct. Participants to Beneficial
Owners will be governed by arrangements amona them, subject to any statutorw*,r or resulatory
requirements as may be in effwt from dme totime...
(6. &demption notices shaH be sent to - Ce& &,Co. If less than aU of the Securities mrithin an issue are
....... .. .. ...........
irect
bem"g redeerned, DTCs' practice is to determ-ine by lot i6 amount o. th.e..Interes.t q each.D..".
Participant m such issue to be radzeme&]
7. Neither DTC nor Cede & C . o. will wasent or vote with respect to Securities- Under k5usual
procedures, DTC mails an Ornnibus. Prcxy to the Ismer as soon as possiWe after the rec*rd date. The
Omnibus ftoxy assigns Cede &. CO.'s consenting or voting rights to those Direct Partidpants to whose
accounts the Securities are credited on the.repord..date (identified. in a g attached to the On=ubus
S. Principal and interest payments on tbe. Securities w9l be made to DTC.. DTC7s ractice is to cre&
Direct Participants A Cun4pn p*"We date in x-pr4mce with their.�especdve hol&was shown on
3DTC"s records unless DTC has.Tea-son to beheve that. it. m.0411 not.. receive P�yment on payable date.
Payments by Partidpants to Benefim'al Qwne.rs wiR be governed'b� _.. stan8ing instnwdons and cust.ommy
practices, as is the case with securities held for the account.s -of_custorners in be=r form or reggered M
"'street n=e," ud wiU be the responsibihty of sucb Participant and not of A&nt. or the
-Issuer, Subject to any statutory or reoatoxy requirements as may be in effect from time to time,
Payment of P interest to,. DTC is the responsibility of the Issuer or the Agent, &bursemant
of such payments to. Direct. Participants shaU be the. res�pnsibflity of i)Tc, =a disb=ement of such
payments to the Beneficial Owners shaU. be the responsibility of Direct andln&l ect..Parfidpants.
(9. A Beneficial Owners give notice to elect to.have.fts Securitias rnz ased or tendered, thmugh
its Participant to the [Tender/Rex.iiar)pe.#n&J Agmt and sha effect dehvery of such Securities by causing
the Direct Farticipmt to transfer the Participanfs interest...'In the Secutifles, on DTCs recor&, to the
[Tender/Remarketing] Agent. The requimment for pbysical debwry of Securities in connection wiffi a
demand for purchase or a numdatory p Will be deerned satisfied when the.ownership zights m
the Securities aze. tr=fwad by DU L Participants on DTC's' rewrd$.]
10. DTC may cUsemtinue pwvi&ng its smvices as seqtWties depository with respect to the Securities
at any time by gWmg reasonable...nodw to...the Issuer or ,tbe. .4�gent. Un&r such On the
event that a successar securities depository is not obtained, Security certificates am required to be
printed and 4eliveredL
I I. The Ismer may decide to.. discontinue use of the "em of book-entzy hzmifers d=ugh DTC (or
a successor se k that event, ecwity certfficates will be printed and dehvered-
12. The infonmd.= in dvs secton conce��N DTC and DTC&s book-eAuy "em has been obbkwd
from sources that the Issuer believes to be reliable. but the Issuer takes no ri�spon#bility for the
accuracy thereoE