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HomeMy WebLinkAbout037 07 .-:-- J I Of, ) reoS . l O(~ ~(p~( "/171m STATE OF WASHINGTON COUNTY OF JEFFERSON A RESOLUTION of the Board of County ) Commissioners of Jefferson County, ) Washington, relating to contracting ) indebtedness; providing for the issuance of ) $2,560,000 par value of Limited Tax General ) Obligation Bonds, 2007, of the County for ) general County purposes to provide funds with ) which to pay the cost of capital improvements ) for an emergency communications 911 ) Dispatch Center; fixing the date, form, ) maturities, interest rates, terms and covenants ) of the bonds; establishing a bond fund and a ) construction fund; providing for bond ) insurance; and approving the sale and ) providing for the delivery of the bonds to ) Martin Nelson & Co. of Seattle, Washington. ) RESOLUTION NO. 37-07 ADOPTED April 16, 2007 This document prepared by: Foster Pepper PLLe 1111 Third Avenue, Suite 3400 Seattle, Washington 98101 (206) 447-4400 50784938.4 Section 1. Section 2. Section 3. Section 4. Section 5. Section 6. Section 7. Section 8. Section 9. Section 10. Section 11. Section 12. Section 13. Section 14. Section 15. Section 16. Section 17. Section 18. Section 19. TABLE OF CONTENTS* Page Authorization of Bonds.......................................................... .................................2 Description of Bonds............................................................................................... 3 Registration and Transfer of Bonds......................................................................... 3 Payment of Bonds.................................................................................................... 5 Redemption Provisions and Open Market Purchase ofBonds................................6 Notice of Redemption.............................................................................................. 9 Failure To Redeem Bonds.....................................................................................l 0 Pledge of Taxes.....................................................................................................l 0 Form and Execution of Bonds....................... ......... .............. ............................ .....11 Bond Registrar...................................................................................................... .12 Preservation of Tax Exemption for Interest on Bonds ..........................................12 Small Governmental Issuer Arbitrage Rebate Exception and Designation of Bonds as "Qualified Tax-Exempt Obligations." ....................13 Refunding or Defeasance of the Bonds................................................................. 13 Bond Fund and Deposit of Bond Proceeds............................................................ 15 Approval of Bond Purchase Contract.... ............. .......................... ..................... ....15 Preliminary Official Statement Deemed Final......................................................16 Undertaking to Provide Continuing Disclosure..................................................... 16 Bond Insurance........................................................ ............................................. .18 Payment Procedures Under Financial Guaranty Policy ........................................19 *The cover page, table of contents and section captions of this resolution are for convenience of reference only, and shall not be used to resolve any question of interpretation of this ordinance. 50784938.4 -1- STATE OF WASHINGTON COUNTY OF JEFFERSON A RESOLUTION of the Board of County ) Commissioners of Jefferson County, ) Washington, relating to contracting ) indebtedness; providing for the issuance of ) $2,560,000 par value of Limited Tax General ) Obligation Bonds, 2007, of the County for ) general County purposes to provide funds with ) which to pay the cost of capital improvements ) for an emergency communications 911 ) Dispatch Center; fixing the date, form, ) maturities, interest rates, terms and covenants ) of the bonds; establishing a bond fund and a ) construction fund; providing for bond ) insurance; and approving the sale and ) providing for the delivery of the bonds to ) Martin Nelson & Co. of Seattle, Washington. ) RESOLUTION NO. 37-07 WHEREAS, Jefferson County, Washington (the "County"), is in need of making certain capital improvements for an emergency communications 911 Dispatch Center (the "Project"), the estimated cost of which is $2,500,000, and the County does not have available sufficient funds to pay the cost; and WHEREAS, under the laws governmg the limitation of indebtedness, the County currently may issue and it has need for the proceeds of $2,560,000 par value of limited tax general obligation bonds (the "Bonds"); and WHEREAS, a majority of the County voters at an election held on November 2, 2004, pursuant to Resolution No. 28-04 of the Board of County Commissioners approved a proposition authorizing imposition of a sales and use tax in accordance with RCW 82.14.420 to provide funds for costs associated with various enumerated emergency communication system purposes; and -1- 50784938.4 WHEREAS, Ambac Assurance Corporation, a Wisconsin-domiciled stock insurance company ("Ambac Assurance" or the "Bond Insurer"), has made a commitment to issue an insurance policy (the "Financial Guaranty Insurance Policy") insuring the payment when due of the principal of and interest on the Bonds as provided therein, and the County deems that the purchase of the Financial Guaranty Insurance Policy is in the best interest of the County; and WHEREAS, the Board of County Commissioners deems it to be in the best interests of the County to issue and sell the Bonds to pay costs of carrying out the Project and to pay the costs of issuance and sale of the Bonds; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF JEFFERSON COUNTY, WASHINGTON, as follows: Section 1. Authorization of Bonds. The County shall borrow money on the credit of the County and issue negotiable limited tax general obligation bonds evidencing that indebtedness in the amount of $2,560,000 for general County purposes to provide the funds to pay the cost of capital improvements for an emergency communications 911 Dispatch Center (the "Project") and to pay the costs of issuance and sale of the bonds (the "costs of issuance"). The general indebtedness to be incurred shall be within the limit of up to 1-1/2% of the value of the taxable property within the County permitted for general municipal purposes without a vote of the qualified voters therein. The Board of County Commissioners shall determine the exact order, extent and specifications of the Project. The cost of all necessary architectural, engineering, legal and other consulting services, inspection and testing, administrative and relocation expenses, site acquisition or improvement, demolition, on and off-site utilities, related improvements and other costs incurred in connection with the making of the capital improvements constituting the Project -2- 50784938.4 shall be deemed a part of the costs of such improvements. The Project shall include all necessary furniture, equipment and appurtenances. Section 2. Description of Bonds. The bonds shall be called Limited Tax General Obligation Bonds, 2007, of the County (the "Bonds"); shall be in the aggregate principal amount of $2,560,000; shall be dated their date of initial delivery; shall be in the denomination of $5,000 or any integral multiple thereof within a single maturity; shall be numbered separately in the manner and with any additional designation as the fiscal agent of the State of Washington (as the same may be designated by the State of Washington from time to time) (the "Bond Registrar") deems necessary for purposes of identification; shall bear interest (computed on the basis of a 360-day year of twelve 30-day months) payable semiannually on each June 1 and December 1, commencing December 1, 2007, to the maturity or earlier redemption of the Bonds; and shall mature on December 1 in years and amounts and bear interest at the rates per annum as follows: Maturity Interest Maturity Interest Years Amounts Rates Years Amounts Rates 2007 $125,000 3.60% *** *** *** *** *** *** 2018 255,000 3.90% (maturity) 2010 280,000 3.60 *** *** *** (maturity *** *** *** 2021 420,000 4.00 (maturity) 2014 420,000 4.00 *** *** *** (maturity) *** *** *** 2026 825,000 4.10 2016 235,000 3.80 (final (maturity maturity) The life of the capital facility to be acquired with the proceeds of the Bonds exceeds the term of the Bonds. Section 3. Registration and Transfer of Bonds. The Bonds shall be issued only in registered form as to both principal and interest and shall be recorded on books or records -3- 50784938.4 maintained by the Bond Registrar (the "Bond Register"). The Bond Register shall contain the name and mailing address of the owner of each Bond and the principal amount and number of each of the Bonds held by each owner. Bonds surrendered to the Bond Registrar may be exchanged for Bonds in any authorized denomination of an equal aggregate principal amount and of the same interest rate and maturity. Bonds may be transferred only if endorsed in the manner provided thereon and surrendered to the Bond Registrar. Any exchange or transfer shall be without cost to the owner or transferee. The Bond Registrar shall not be obligated to exchange or transfer any Bond during the 15 days preceding any principal payment or redemption date. The Bonds initially shall be registered in the name of Cede & Co., as the nominee of The Depository Trust Company, New York, New York ("DTC"). The Bonds so registered shall be held in fully immobilized form by DTC as depository in accordance with the provisions of a Blanket Issuer Letter of Representations dated November 2, 1998 between the County and DTC (as it may be amended from time to time, the "Letter of Representations"). Neither the County nor the Bond Registrar shall have any responsibility or obligation to DTC participants or the persons for whom they act as nominees with respect to the Bonds regarding accuracy of any records maintained by DTC or DTC participants of any amount in respect of principal of or interest on the Bonds, or any notice which is permitted or required to be given to registered owners hereunder (except such notice as is required to be given by the Bond Registrar to DTC). For as long as any Bonds are held in fully immobilized form, DTC, its nominee or its successor depository shall be deemed to be the registered owner for all purposes hereunder and all references to registered owners, bondowners, bondholders or the like shall mean DTC or its nominee and, except for the purpose of the County's undertaking herein to provide continuing -4- 50784938.4 disclosure, shall not mean the owners of any beneficial interests in the Bonds. Registered ownership of such Bonds, or any portions thereof, may not thereafter be transferred except: (i) to any successor of DTC or its nominee, if that successor shall be qualified under any applicable laws to provide the services proposed to be provided by it; (ii) to any substitute depository appointed by the County or such substitute depository's successor; or (iii) to any person if the Bonds are no longer held in immobilized form. Upon the resignation of DTC or its successor (or any substitute depository or its successor) from its functions as depository, or a determination by the County that it no longer wishes to continue the system of book entry transfers through DTC or its successor (or any substitute depository or its successor), the County may appoint a substitute depository. Any such substitute depository shall be qualified under any applicable laws to provide the services proposed to be provided by it. If (i) DTC or its successor (or substitute depository or its successor) resigns from its functions as depository, and no substitute depository can be obtained, or (ii) the County determines that the Bonds are to be in certificated form, the ownership of Bonds may be transferred to any person as provided herein and the Bonds no longer shall be held in fully immobilized form. Section 4. Payment of Bonds. Both principal of and interest on the Bonds shall be payable in lawful money of the United States of America. Interest on the Bonds shall be paid by checks or drafts of the Bond Registrar mailed on the interest payment date to the registered owners at the addresses appearing on the Bond Register on the 15th day of the month preceding the interest payment date or, if requested in writing and if costs of such electronic transfer will be paid by the requesting registered owner, by wire transfer on the interest payment date. Principal -5- 50784938.4 of the Bonds shall be payable upon presentation and surrender of the Bonds by the registered owners to the Bond Registrar. Notwithstanding the foregoing, for as long as the Bonds are registered in the name of DTC or its nominee, payment of principal of and interest on the Bonds shall be made in the manner set forth in the Letter of Representations. Section 5. Redemption Provisions and Open Market Purchase of Bonds. Bonds maturing in the years 2007 through 2016, inclusive, shall be issued without the right or option of the County to redeem those Bonds prior to their stated maturity dates. The County reserves the right and option to redeem the Bonds maturing or subject to mandatory redemption on or after December 1, 2017, prior to their stated maturity dates at any time on or after June 1, 2017, as a whole or in part (within one or more maturities selected by the County and randomly within a maturity in such manner as the Bond Registrar shall determine), at par plus accrued interest to the date fixed for redemption. Bonds maturing in 2010, 2014, 2016, 2018, 2021 and 2026 are Term Bonds and, if not redeemed under the optional redemption provisions set forth above or purchased in the open market under the provisions set forth below, shall be called for redemption randomly (in such manner as the Bond Registrar shall determine) at par plus accrued interest on December 1 III years and amounts as follows: -6- 50784938.4 Term Bonds Maturing in 2010 Mandatory Redemption Years Mandatory Redemption Amounts 2008 2009 2010 (Maturity) $90,000 95,000 95,000 Term Bonds Maturing in 2014 Mandatory Redemption Years Mandatory Redemption Amounts 2011 2012 2013 20 14 (Maturity) $100,000 105,000 105,000 110,000 Term Bonds Maturing in 2016 Mandatory Redemption Years Mandatory Redemption Amounts 2015 2016 (Maturity) $115,000 120,000 Term Bonds Maturing in 2018 Mandatory Redemption Years Mandatory Redemption Amounts 2017 2018 (Maturity) $125,000 130,000 -7- 50784938.4 Term Bonds Maturing in 2021 Mandatory Redemption Years Mandatory Redemption Amounts 2019 2020 2021 (Maturity) $135,000 140,000 145,000 Term Bonds Maturing in 2026 Mandatory Redemption Years Mandatory Redemption Amounts 2022 2023 2024 2025 2026 (Final Maturity) $150,000 160,000 165,000 170,000 180,000 If the County redeems under the optional redemption provisions, purchases in the open market or defeases Term Bonds, the par amount of the Term Bonds so redeemed, purchased or defeased (irrespective of their actual redemption or purchase prices) shall be credited against one or more scheduled mandatory redemption amounts for those Term Bonds. The County shall determine the manner in which the credit is to be allocated and shall notify the Bond Registrar in writing of its allocation at least 60 days prior to the earliest mandatory redemption date for that maturity of Term Bonds for which notice of redemption has not already been given. Portions of the principal amount of any Bond, in installments of $5,000 or any integral multiple thereof, may be redeemed. If less than all of the principal amount of any Bond is redeemed, upon surrender of that Bond to the Bond Registrar, there shall be issued to the registered owner, without charge therefor, a new Bond (or Bonds, at the option of the registered -8- 50784938.4 owner) of the same maturity and interest rate in any of the denominations authorized by this Resolution in the aggregate principal amount remaining unredeemed. The County further reserves the right and option to purchase any or all of the Bonds in the open market at any time at any price acceptable to the County plus accrued interest to the date of purchase. All Bonds purchased or redeemed under this section shall be canceled. Notwithstanding the foregoing, for as long as the Bonds are registered in the name of DTC or its nominee, selection of Bonds for redemption shall be in accordance with the Letter of Representations. Section 6. Notice of Redemption. The County shall cause notice of any intended redemption of Bonds to be given not less than 30 nor more than 60 days prior to the date fixed for redemption by first-class mail, postage prepaid, to the registered owner of any Bond to be redeemed at the address appearing on the Bond Register at the time the Bond Registrar prepares the notice, and the requirements of this sentence shall be deemed to have been fulfilled when notice has been mailed as so provided, whether or not it is actually received by the owner of any Bond. Interest on Bonds called for redemption shall cease to accrue on the date fixed for redemption unless the Bond or Bonds called are not redeemed when presented pursuant to the call. In addition, the redemption notice shall be mailed within the same period, postage prepaid, to Moody's Investors Service, Inc., and Standard & Poor's at their offices in New York, New York, or their successors, to Ambac Assurance Corporation (the "Bond Insurer"), at its principal office in New York, New York, or its successor, to each nationally recognized municipal securities information repository designated by the SEC in accordance with the Rule ("NRMSIR") or the Municipal Securities Rulemaking Board ("MSRB") and to such other -9- 50784938.4 persons, including registered securities depositories, and with such additional information as the County shall determine, but these additional mailings shall not be a condition precedent to the redemption of Bonds. Notwithstanding the foregoing, for as long as the Bonds are registered in the name of DTC or its nominee, notice of redemption shall be given in accordance with the Letter of Representations. Section 7. Failure To Redeem Bonds. If any Bond is not redeemed when properly presented at its maturity or call date, the County shall be obligated to pay interest on that Bond at the same rate provided in the Bond from and after its maturity or call date until that Bond, both principal and interest, is paid in full or until sufficient money for its payment in full is on deposit in the bond redemption fund hereinafter created and the Bond has been called for payment by giving notice of that call to the registered owner of each of those unpaid Bonds. Section 8. Pledge of Taxes. For as long as any of the Bonds are outstanding, the County irrevocably pledges to include in its budget and levy taxes annually within the constitutional and statutory tax limitations provided by law without a vote of the electors of the County on all of the taxable property within the County in an amount sufficient, together with other money legally available and to be used therefor, to pay when due the principal of and interest on the Bonds, and the full faith, credit and resources of the County are pledged irrevocably for the annual levy and collection of those taxes and the prompt payment of that principal and interest. In addition, the County expressly pledges to the payment of the principal of and interest on the Bonds, the proceeds of the sales and use tax collected as authorized by the County voters in accordance with RCW 82.14.420. -10- 50784938.4 Section 9. Form and Execution of Bonds. The Bonds shall be printed or lithographed on good bond paper in a form consistent with the provisions of this Resolution and state law and shall be signed by the Chairman and Clerk of the Board of County Commissioners of the County, either or both of whose signatures may be manual or in facsimile, and the seal of the County or a facsimile reproduction thereof shall be impressed or printed thereon. Only Bonds bearing a Certificate of Authentication in the following form, manually signed by the Bond Registrar, shall be valid or obligatory for any purpose or entitled to the benefits of this Resolution: CERTIFICATE OF AUTHENTICATION This Bond is one of the fully registered Jefferson County, Washington, Limited Tax General Obligation Bonds, 2007, described in the Bond Resolution. WASHINGTON STATE FISCAL AGENT Bond Registrar By Authorized Signer The authorized signing of a Certificate of Authentication shall be conclusive evidence that the Bond so authenticated has been duly executed, authenticated and delivered and is entitled to the benefits of this Resolution. If any officer whose facsimile signature appears on the Bonds ceases to be an officer of the County authorized to sign bonds before the Bonds bearing his or her facsimile signature are authenticated or delivered by the Bond Registrar or issued by the County, those Bonds nevertheless may be authenticated, issued and delivered and, when authenticated, issued and delivered, shall be as binding on the County as though that person had continued to be an officer of the County authorized to sign bonds. Any Bond also may be signed on behalf of the County -11- 50784938.4 by any person who, on the actual date of signing of the Bond, is an officer of the County authorized to sign bonds, although he or she did not hold the required office on the date of issuance of the Bonds. Section 10. Bond Registrar. The Bond Registrar shall keep, or cause to be kept, sufficient books for the registration and transfer of the Bonds, which shall be open to inspection by the County at all times. The Bond Registrar is authorized, on behalf of the County, to authenticate and deliver Bonds transferred or exchanged in accordance with the provisions of the Bonds and this Resolution, to serve as the County's paying agent for the Bonds and to carry out all of the Bond Registrar's powers and duties under this Resolution and County Resolution No. 47-91 establishing a system of registration for the County's bonds and obligations. The Bond Registrar shall be responsible for its representations contained in the Bond Registrar's Certificate of Authentication on the Bonds. The Bond Registrar may become the owner of Bonds with the same rights it would have if it were not the Bond Registrar and, to the extent permitted by law, may act as depository for and permit any of its officers or directors to act as members of, or in any other capacity with respect to, any committee formed to protect the rights of Bond owners. Section 11. Preservation of Tax Exemption for Interest on Bonds. The County covenants that it will take all actions necessary to prevent interest on the Bonds from being included in gross income for federal income tax purposes, and it will neither take any action nor make or permit any use of proceeds of the Bonds or other funds of the County treated as proceeds of the Bonds at any time during the term of the Bonds which will cause interest on the Bonds to be included in gross income for federal income tax purposes. -12- 50784938.4 Section 12. Small Governmental Issuer Arbitrage Rebate Exception and Designation of Bonds as "Qualified Tax-Exempt Obligations." The County finds and declares that (a) it is a duly organized and existing governmental unit of the State of Washington and has general taxing power; (b) no Bond which is part of this issue of Bonds is a "private activity bond" within the meaning of Section 141 of the United States Internal Revenue Code of 1986, as amended (the "Code"); (c) at least 95% of the net proceeds of the Bonds will be used for local governmental activities of the County (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the County); (d) the aggregate face amount of all tax-exempt obligations (other than private activity bonds and other obligations not required to be included in such calculation) issued by the County and all entities subordinate to the County (including any entity that the County controls, that derives its authority to issue tax-exempt obligations from the County, or that issues tax-exempt obligations on behalf of the County) during the calendar year in which the Bonds are issued is not reasonably expected to exceed $5,000,000; and (e) the amount of tax- exempt obligations, including the Bonds, designated by the County as "qualified tax-exempt obligations" for the purposes of Section 265(b)(3) of the Code during the calendar year in which the Bonds are issued does not exceed $10,000,000. The County therefore certifies that the Bonds are eligible for the arbitrage rebate exception under Section 148(f)(4)(D) of the Code and designates the Bonds as "qualified tax-exempt obligations" for the purposes of Section 265(b )(3) of the Code. Section 13. Refunding or Defeasance of the Bonds. The County may issue refunding bonds pursuant to the laws of the State of Washington or use money available from any other lawful source to pay when due the principal of and interest on the Bonds, or any portion thereof included in a refunding or defeasance plan, and to redeem and retire, refund or defease all such -13- 50784938.4 then-outstanding Bonds (hereinafter collectively called the "defeased Bonds") and to pay the costs of the refunding or defeasance. If money and/or direct obligations of the United States of America maturing at a time or times and bearing interest in amounts (together with money, if necessary) sufficient to redeem and retire, refund or defease the defeased Bonds in accordance with their terms are set aside in a special trust fund or escrow account irrevocably pledged to that redemption, retirement or defeasance of defeased Bonds (hereinafter called the "trust account"), then all right and interest of the owners of the defeased Bonds in the covenants of this Resolution and in the funds and accounts obligated to the payment of the defeased Bonds shall cease and become void. The owners of defeased Bonds shall have the right to receive payment of the principal of and interest on the defeased Bonds from the trust account. The County shall include in the refunding or defeasance plan such provisions as the County deems necessary for the random selection of any defeased Bonds that constitute less than all of a particular maturity of the Bonds, for notice of the defeasance to be given to the owners of the defeased Bonds and to such other persons as the County shall determine, and for any required replacement of Bond certificates for defeased Bonds. The defeased Bonds shall be deemed no longer outstanding, and the County may apply any money in any other fund or account established for the payment or redemption of the defeased Bonds to any lawful purposes as it shall determine. If the Bonds are registered in the name of DTC or its nominee, notice of any defeasance of Bonds shall be given to DTC in the manner prescribed in the Letter of Representations for notices of redemption of Bonds. Notwithstanding anything in this section to the contrary, if the principal of and/or interest due on the Bonds is paid by the Bond Insurer pursuant to the Financial Guaranty Insurance Policy, the Bonds shall be treated as remaining outstanding for all purposes, not defeased or -14- 50784938.4 otherwise satisfied and shall not be considered paid by the County, and the assignment and pledge of the taxes and all other covenants, agreements and other obligations of the County to the registered owners of the Bonds shall continue to exist and shall run to the benefit of the Bond Insurer, and the Bond Insurer shall be subrogated to the rights of those registered owners. Section 14. Bond Fund and Deposit of Bond Proceeds. There is created and established in the office of the County Treasurer a special fund designated as the Limited Tax General Obligation Bond Fund, 2007 (the "Bond Fund"), for the purpose of paying principal of and interest on the Bonds. Accrued interest on the Bonds, if any, received from the sale and delivery of the Bonds shall be paid into the Bond Fund. All taxes collected for and allocated to the payment of the principal of and interest on the Bonds shall be deposited in the Bond Fund. There also is created and established in the office of the County Treasurer a special fund designated as the 911 Dispatch Center Fund, 2007 (the "Construction Fund"). The principal proceeds and premium, if any, received from the sale and delivery of the Bonds shall be paid into the Construction Fund and used for the purposes specified in Section 1 of this Resolution. Until needed to pay the costs of the Project and costs of issuance of the Bonds, the County may invest principal proceeds temporarily in any legal investment, and the investment earnings may be retained in the Construction Fund and be spent for the purposes of that fund except that earnings subject to a federal tax or rebate requirement may be withdrawn from the Construction Fund and used for those tax or rebate purposes. Section 15. Approval of Bond Purchase Contract. Martin Nelson & Co., of Seattle, Washington, has presented a purchase contract (the "Bond Purchase Contract") to the County offering to purchase the Bonds under the terms and conditions provided in the Bond Purchase Contract, which written Bond Purchase Contract is on file with the Secretary to the Board of -15- 50784938.4 County Commissioners and is incorporated herein by this reference. The Board of County Commissioners finds that entering into the Bond Purchase Contract is in the County's best interest and therefore accepts the offer contained therein and authorizes its execution by County officials. The Bonds will be printed at County expense and will be delivered to the purchaser in accordance with the Bond Purchase Contract, with the approving legal opinion of Foster Pepper PLLC, municipal bond counsel of Seattle, Washington, regarding the Bonds. The proper County officials are authorized and directed to do everything necessary for the prompt delivery of the Bonds to the purchaser and for the proper application and use of the proceeds of the sale thereof. Section 16. Preliminary Official Statement Deemed Final. The Board of County Commissioners has been provided with copies of a preliminary official statement dated March 21, 2007 (the "Preliminary Official Statement"), prepared in connection with the sale of the Bonds. For the sole purpose of the Bond purchaser's compliance with Securities and Exchange Commission Rule 15c2-12(b)(1), the County "deems final" that Preliminary Official Statement as of its date, except for the omission of information as to offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, maturity dates, options of redemption, delivery dates, ratings and other terms of the Bonds dependent on such matters. Section 17. Undertaking to Provide Continuing Disclosure. To meet the conditions of paragraph (d)(2) of United States Securities and Exchange Commission ("SEC") Rule 15c2-12 (the "Rule") as required to qualify for the limited exemption from paragraph (b )(5) of the Rule, -16- 50784938.4 as applicable to a participating underwriter for the Bonds, the County makes the following undertaking (the "Undertaking") for the benefit of holders of the Bonds: (a) Undertaking to Provide Annual Financial Information and Notice of Material Events. The County undertakes to provide or cause to be provided, either directly or through a designated agent: (i) To any person upon request, or annually to a state information depository, if any, established in the state of Washington (the "SID"), annual financial information and operating data of the type included in the final official statement for the Bonds that is customarily prepared by the County and is otherwise publicly available ("annual financial information"); and (ii) To each NRMSIR or MSRB, and to the SID, timely notice of the occurrence of any of the following events with respect to the Bonds, if material: (1) principal and interest payment delinquencies; (2) non- payment related defaults; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions or events affecting the tax-exempt status of the Bonds; (7) modifications to rights of holders of the Bonds; (8) Bond calls (other than scheduled mandatory redemptions of Term Bonds); (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds; and (11) rating changes. The annual financial information that the County undertakes to provide shall be available from the Treasurer of the County, whose current address and telephone number are identified in the final official statement for the Bonds. (b) Amendment of Undertaking. The Undertaking is subject to amendment after the primary offering of the Bonds without the consent of any holder of any Bond, or of any broker, dealer, municipal securities dealer, participating underwriter, rating agency, NRMSIR, the SID or the MSRB, under the circumstances and in the manner permitted by the Rule. The County will give notice to each NRMSIR or the MSRB, and the SID, of the substance (or provide a copy) of any amendment to the Undertaking and a brief statement of the reasons for the amendment. If the amendment changes the type of annual financial information to be provided, the annual financial information containing the amended financial information will include a narrative explanation of the effect of that change on the type of information to be provided. -17- 50784938.4 (c) Beneficiaries. The Undertaking evidenced by this section shall inure to the benefit of the County and any holder of Bonds, and shall not inure to the benefit of or create any rights in any other person. (d) Termination of Undertaking. The County's obligations under this Undertaking shall terminate upon the legal defeasance of all of the Bonds. In addition, the County's obligations under this Undertaking shall terminate if those provisions of the Rule which require the County to comply with this Undertaking become legally inapplicable in respect of the Bonds for any reason, as confirmed by an opinion of nationally recognized bond counselor other counsel familiar with federal securities laws delivered to the County, and the County provides timely notice of such termination to each NRMSIR or the MSRB and the SID. (e) Remedy for Failure to Comply with Undertaking. As soon as practicable after the County learns of any failure to comply with the Undertaking, the County will proceed with due diligence to cause such noncompliance to be corrected. No failure by the County or other obligated person to comply with the Undertaking shall constitute a default in respect of the Bonds. The sole remedy of any holder of a Bond shall be to take such actions as that holder deems necessary, including seeking an order of specific performance from an appropriate court, to compel the County or other obligated person to comply with the Undertaking. (f) Designation of Official Responsible to Administer Undertaking. The Treasurer of the County (or such other officer of the County who may in the future perform the duties of that office) or his or her designee is authorized and directed in his or her discretion to take such further actions as may be necessary, appropriate or convenient to carry out the Undertaking of the County in respect of the Bonds set forth in this section and in accordance with the Rule. (g) Centralized Dissemination Agent. To the extent authorized by the SEC, the County may satisfy the Undertaking by transmitting the required filings using http://www.disclosureusa.org (or such other centralized dissemination agent as may be approved by the SEC). Section 18. Bond Insurance. The County is authorized to purchase from the Bond Insurer the Financial Guaranty Insurance Policy insuring the prompt payment of the principal of and interest on the Bonds and agrees to the conditions for obtaining that policy, including the payment of the premium therefor. Any notice required to be given to the Bond Insurer shall be sent by certified or registered mail to Ambac Assurance Corporation, One State Street Plaza, New York, New York 10004. -18- 50784938.4 While the Financial Guaranty Insurance Policy is in effect, the County or the Bond Registrar shall furnish to the Bond Insurer (to the attention of the Surveillance Department, unless otherwise indicated): (a) As soon as practicable after the filing thereof, copIes of any financial statements, audits and annual reports of the County; (b) copies of any notices given to the registered owners of the Bonds, including, without limitation, notices of any redemption of or defeasance of Bonds, and any certificate rendered pursuant to this resolution relating to the security for the Bonds at no cost to the Bond Insurer; (c) to the extent that the County has entered into a continuing disclosure agreement with respect to the Bonds, the Bond Insurer shall be included as a party to be notified; and (d) request. such additional information the Bond Insurer may reasonably The Bond Registrar shall notify the Bond Insurer of any failure of the County to provide relevant notices and certificates. The County will permit the Bond Insurer to discuss the affairs, finances and accounts of the County or any information the Bond Insurer may reasonably request regarding the security for the Bonds with appropriate officers of the County. The Bond Registrar and the County will permit the Bond Insurer to have access to and make copies of all books and records relating to the Bonds at any reasonable time. Section 19. Payment Procedures Under Financial Guarantv Policy. The Bond Insurer requires that the following sections be included in this resolution: "As long as the Obligation insurance shall be in full force and effect, the Obligor, the Trustee and any Paying Agent agree to comply with the following provisions: "(a) At least one (1) business day prior to all Interest Payment Dates the Trustee or Paying Agent, if any, will determine whether there will be sufficient funds in the Funds and Accounts to pay the principal of or interest on the Obligations on such Interest Payment Date. If the Trustee or Paying Agent, if any, determines that there will be insufficient funds in such Funds or Accounts, the Trustee or Paying Agent, if any, shall -19- 50784938.4 so notify Ambac Assurance. Such notice shall specify the amount of the anticipated deficiency, the Obligations to which such deficiency is applicable and whether such Obligations will be deficient as to principal or interest, or both. If the Trustee or Paying Agent, if any, has not so notified Ambac Assurance at least one (1) business day prior to an Interest Payment Date, Ambac Assurance will make payments of principal or interest due on the Obligations on or before the first (1st) business day next following the date on which Ambac Assurance shall have received notice of nonpayment from the Trustee or Paying Agent, if any. "(b) the Trustee or Paying Agent, if any, shall, after giving notice to Ambac Assurance as provided in (a) above, make available to Ambac Assurance and, at Ambac Assurance's direction, to The Bank of New York, as insurance trustee for Ambac Assurance or any successor insurance trustee (the "Insurance Trustee"), the registration books of the Obligor maintained by the Trustee or Paying Agent, if any, and all records relating to the Funds and Accounts maintained under this Resolution. "(c) the Trustee or Paying Agent, if any, shall provide Ambac Assurance and the Insurance Trustee with a list of registered owners of Obligations entitled to receive principal or interest payments from Ambac Assurance under the terms of the Financial Guaranty Insurance Policy, and shall make arrangements with the Insurance Trustee (i) to mail checks or drafts to the registered owners of Obligations entitled to receive full or partial interest payments from Ambac Assurance and (ii) to pay principal upon Obligations surrendered to the Insurance Trustee by the registered owners of Obligations entitled to receive full or partial principal payments from Ambac Assurance. "(d) the Trustee or Paying Agent, if any, shall, at the time it provides notice to Ambac Assurance pursuant to (a) above, notify registered owners of Obligations entitled to receive the payment of principal or interest thereon from Ambac Assurance (i) as to the fact of such entitlement, (ii) that Ambac Assurance will remit to them all or a part of the interest payments next coming due upon proof of Holder entitlement to interest payments and delivery to the Insurance Trustee, in form satisfactory to the Insurance Trustee, of an appropriate assignment of the registered owner's right to payment, (iii) that should they be entitled to receive full payment of principal from Ambac Assurance, they must surrender their Obligations (along with an appropriate instrument of assignment in form satisfactory to the Insurance Trustee to permit ownership of such Obligations to be registered in the name of Ambac Assurance) for payment to the Insurance Trustee, and not the Trustee or Paying Agent, if any, and (iv) that should they be entitled to receive partial payment of principal from Ambac Assurance, they must surrender their Obligations for payment thereon first to the Trustee or Paying Agent, if any, who shall note on such Obligations the portion of the principal paid by the Trustee or Paying Agent, if any, and then, along with an appropriate instrument of assignment in form satisfactory to the Insurance Trustee, to the Insurance Trustee, which will then pay the unpaid portion of principal. "(e) in the event that the Trustee or Paying Agent, if any, has notice that any payment of principal of or interest on an Obligation which has become Due for Payment and -20- 50784938.4 which is made to a Holder by or on behalf of the Obligor has been deemed a preferential transfer and theretofore recovered from its registered owner pursuant to the United States Bankruptcy Code by a trustee in bankruptcy in accordance with the final, nonappealable order of a court having competent jurisdiction, the Trustee or Paying Agent, if any, shall, at the time Ambac Assurance is notified pursuant to (a) above, notify all registered owners that in the event that any registered owner's payment is so recovered, such registered owner will be entitled to payment from Ambac Assurance to the extent of such recovery if sufficient funds are not otherwise available, and the Trustee or Paying Agent, if any, shall furnish to Ambac Assurance its records evidencing the payments of principal of and interest on the Obligations which have been made by the Trustee or Paying Agent, if any, and subsequently recovered from registered owners and the dates on which such payments were made. "(f) in addition to those rights granted Ambac Assurance under this Resolution, Ambac Assurance shall, to the extent it makes payment of principal of or interest on Obligations, become subrogated to the rights of the recipients of such payments in accordance with the terms of the Financial Guaranty Insurance Policy, and to evidence such subrogation (i) in the case of subrogation as to claims for past due interest, the Trustee or Paying Agent, if any, shall note Ambac Assurance's rights as subrogee on the registration books of the Obligor maintained by the Trustee or Paying Agent, if any, upon receipt from Ambac Assurance of proof of the payment of interest thereon to the registered owners of the Obligations, and (ii) in the case of subrogation as to claims for past due principal, the Trustee or Paying Agent, if any, shall note Ambac Assurance's rights as subrogee on the registration books of the Obligor maintained by the Trustee or Paying Agent, if any, upon surrender of the Obligations by the registered owners thereof together with proof of the payment of principal thereof. "The Obligor hereby covenants and agrees that it shall reimburse Ambac Assurance for any amounts paid under the Financial Guaranty Insurance Policy and all costs of collection thereof and enforcement of this Resolution and any other documents executed in connection with this Resolution, together with interest thereon, from the date paid or incurred by Ambac Assurance until payment thereof in full by the Obligor, payable at the Insurer Payment Rate (as hereinafter defined), including without limitation (to the extent permitted by applicable law) interest on claims paid by Ambac Assurance in respect of interest on the Obligations. Such payment obligation shall be payable on demand and on a parity with, and from the same sources and secured by the same security as, regularly scheduled principal and interest payments in respect of the Obligations. For purposes of the foregoing, "Insurer Payment Rate" shall mean the lesser of (a) the maximum rate permissible under applicable usury or similar laws limiting interest rates and (b) the greater of (i) the then applicable highest rate of interest on the Obligations and (ii) the per annum rate of interest, publicly announced from time to time by lPMorgan Chase Bank, N. A. ("Chase") at its principal office in the City of New York, as its prime or base lending rate ("Prime Rate") (any change in such Prime Rate to be effective on the date such change is announced by Chase) plus 3 percent. The Insurer Payment Rate shall be computed on the basis of the actual number of days elapsed over a year of 360 days. In the event that Chase ceases to announce its Prime Rate publicly, Prime Rate shall be the publicly announced prime or base lending rate of such national bank as Ambac Assurance shall specify. -21- 50784938.4 ADOPTED by the Board of County Commissioners of Jefferson County, Washington, at a regular open public meeting thereof, this 16th day of April, 2007. , , '01 '\ '\ '\ ~ ATTEST: ~::1~, ('Me Deputy Clerk of the Board ved as to Form: 1/ t~ n)O,+--- David Alvarez Deputy Prosecuting Attorney of Jefferson County 50784938.4 -22- BOARD OF COUNTY COMMISSIONERS JEFFERSON COUNTY, WASHINGTON p~~ D .dS~II' ~C /. ~- aVI u Ivan, ommlsslOner h- stin, Commissioner CERTIFICATION I, the undersigned, Deputy Clerk of the Board of County Commissioners of Jefferson County, Washington (the "County"), hereby certify as follows: The attached copy of Resolution No.31-o 1 (the "Resolution") is a full, true and correct copy of an Resolution duly passed at a regular meeting of the Board of County Commissioners (the "Board") of the County held at the regular meeting place thereof on April 16, 2007, as that Resolution appears on the minute book of the County; and the Resolution is now in full force and effect; and A quorum of the members of the Board was present throughout the meeting and a majority of those members present voted in the proper manner for the adoption ofthe Resolution. IN WITNESS WHEREOF, I have hereunto set my hand this 16th day of April, 2007. BOARD OF COUNTY COMMISSIONERS, JEFFERSON COUNTY, WASHINGTON Ji:f:tth1~ CfYI C Deputy Clerk of the Board 50784938.4 A Pacific Northwest IIlIrg Marti n Financial Services ~~~II Nelson & Company ~1I1111 Company Est. 1954 April 16, 2007 Honorable Board of County Conunissioners 1820 Jefferson Street PO Box 571 Port Townsend, W A 98368 Re: Jefferson County, Washington $2,560,000 Limited Tax General Obligation Bonds, 2007 Dated: Date of Initial Delivery (which is anticipated to be May 1, 2007) Honorable Board of County Conunissioners: Martin Nelson & Co., Inc. ("Purchaser") offers to purchase from Jefferson County, Washington ("Seller"), all of the above-described bonds (the "Bonds"), on the terms and with the covenants, representations and warranties set forth below and contained in Appendix A and Appendix B (collectively the "Contract of Purchase"). These appendices are incorporated into this Contract of Purchase by reference, and contain a brief description of the Bonds, including principal amounts, maturities, interest rates, purchase price, and the proposed date and place of delivery and payment (the "Closing"). Other provisions of this Contract of Purchase are as follows: 1. Prior to the Closing, Seller will approve the preliminary official statement regarding the Bonds, dated March 21, 2007 (the "Preliminary Official Statement"), and will adopt a bond resolution authorizing the issuance of the Bonds (the "Bond Resolution") with such changes as are requested by the Seller and its Counsel. The Purchaser is authorized by Seller to use these documents and the information contained therein in connection with the public offering of the Bonds and the fInal official statement in connection with the sale and delivery of the Bonds (the "Final Official Statement"). 2. Seller, to the best of its knowledge, represents and covenants to the Purchaser that: (a) it has as of this date, and will have at the Closing, the power and authority to enter into and perform this Contract of Purchase, to adopt the Bond Resolution and to deliver and sell the Bonds to the Purchaser; (b) this Contract of Purchase and the Bonds do not and will not conflict with, or constitute or create a breach of or default under, any existing law, regulation, order or agreement to which Seller is subject; (c) no govenunental approval or authorization other than those that will be obtained prior to Closing, is required in connection with the sale of the Bonds to the Purchaser; (d) the Preliminary Official Statement with corrections, if any, by the Seller and its Counsel, as of its date and (except as to matters corrected or added in the Final Official Statement) as of the Closing, is accurate and complete in all material respects to the knowledge and belief of the officers and employees of the Seller responsible for the issuance of the Bonds, after due review; (e) the Seller has previously provided the Purchaser with a copy of the Preliminary Official Statement and; (f) the Seller agrees to cooperate with the Purchaser to permit the Purchaser to deliver or cause to be delivered, within seven business days after any fmal agreement to purchase, offer, or sell the securities and in sufficient time to accompany any confrrmation that requests payment from any customer of the Purchaser, copies of a Final Official Statement in sufficient quantity to comply 1500 Westlake Avenue N.. Suite 200. Seattle, WA 98109-3031 . P: 206-682-6261 with paragraph (b)(4) of the Securities and Exchange Commission ("SEC") Rule 15c2-12 and the rules of the Municipal Securities Rulemaking Board ("MSRB"). The Purchaser agrees to deliver the required number of copies of the Final Official Statement to the MSRB and all nationally recognized municipal securities information repositories on the business day on which the Final Official Statement is available, and in any event no later than seven business days after the date hereof. 3. Seller will pay expenses related to the issuance and sale of Bonds, including the fees and expenses of the Bond Counsel firm of Foster Pepper PLLC of Seattle, Washington ("Bond Counsel"), fees and expenses of the Purchaser associated with the cost of printing and distributing the Preliminary and Final Official Statements, if any. 4. This Contract of Purchase is intended to benefit only the parties hereto, and Seller's representations and warranties shall survive any investigation made by or for the Purchaser, delivery and payment for the Bonds, and the termination of this Contract of Purchase. Should the Seller fail to satisfy any of the foregoing conditions or covenants, or if the Purchaser's obligations are terminated for any reason permitted under this Contract of Purchase, then neither the Purchaser nor the Seller shall have any further obligations under this Contract of Purchase. 5. At or prior to the Closing, Seller will deliver, make available to the Purchaser or have adopted: (a) The Bonds, in book-entry form only in the name of Cede & Co., as bond owner and nominee for The Depository Trust Company ("DTC"); (b) A certificate from an authorized officer of the Seller, in form and substance acceptable to the Seller and the Purchaser, stating that execution of such certificate shall constitute execution of the Final Official Statement, and to the knowledge and belief of such officer, after due review, the Final Official Statement, as of its date and as of the Closing Date (except that in no event will any representation be made with respect to information concerning the Purchaser, The Bank of New York, DTC, or Ambac Assurance Corporation. (the "Insurer")), does not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which made, not misleading in any material respect, that there has not been any material adverse change in the normal operations or fmancial condition of the Seller, nor, to the knowledge of such officer, in the general economy of the Seller since the date of the Final Official Statement, and that the representations of the Seller contained in this Contract of Purchase Agreement were true and correct when made and are true and correct as of Closing; (c) The approving opinion of Bond Counsel, in substantially the form set forth in Appendix A of the Final Official Statement, dated the Closing date; (d) A bond insurance policy issued by the Insurer insuring the payment when due of the principal of and interest on the Bonds; (e) The following documents executed by authorized officers of the Seller; (1) A certificate, dated the day of the Closing to the effect that no litigation or other proceedings are pending or threatened in any way affecting the issuance, sale or delivery of, or security for, any of the Bonds; and (2) A certified copy of the Bond Resolution authorizing the sale of the Bonds. (f) The Seller agrees to enter into a written agreement or contract, constituting an undertaking (the "Undertaking") to provide ongoing disclosure about the Seller for the benefit of the owners of the Bonds on or before the Closing as required by Section (b)(5)(i) of Securities and Exchange Commission Rule 15c2-12, and in the form as described in the Preliminary Official Statement, with such changes as may be agreed to by the Underwriter. 2 6. This offer expires on the date, and at the time, set forth in Appendix A. Respectfully submitted, ~7:Iso~ Senior Municipal Underwriter Public Finance Department Martin Nelson & Co., Inc. ~~D.?~g,. Martin O. Nelson, Jr. President Martin Nelson & Co., Inc. Accepted: April 16, 2007 Gif;~ (Signature) p~\\ ::IohD<SC>nj Ckilr~" (Title Jefferson County, Washington 3 Appendix A DESCRIPTION OF $2.560.000 LIMITED TAX GENERAL OBLIGATION BONDS. 2007 (a) Bonds Dated: Date ofInitial Delivery (which is anticipated to be May 1, 2007) (b) Purchase Price: $2,528,701.95 ($98.7774199 per $99.5674199) (c) Denominations: $5,000, or integral multiples thereof. (d) Form: Book-Entry Only and DTC Eligible (e) Interest Payment Date: June 1 and December 1, commencing December 1, 2007, to maturity or earlier redemption (f) Payment Schedule: See Appendix B on the following page. (g) Optional Redemption: The County reserves the right and option to redeem Bonds maturing on or after December 1, 2017, prior to their stated maturity dates at any time, on or after June 1, 2017, as a whole or in part (within one or more maturities selected by the County and randomly within a maturity in such manner as the Bond Registrar shall determine), at par plus accrued interest to the date fixed for redemption. (h) Mandatory Redemption: If not previously redeemed as described above or purchased in the open market under the provisions set forth in the Bond Ordinance, the Term Bonds due on December 1 in the years 2010, 2014, 2016, 2018, 2021 and 2026 will be called for redemption randomly (in such manner as the Bond Registrar shall determine) at a price of par, plus accrued interest, on December 1 in the years and amounts as follows: 2010 Term Bond Mandatory Sinking Fund Redemption Dates 2008 2009 2010 (Maturity) Mandatory Sinking Fund Redemption Amounts $90,000 95,000 95,000 2014 Term Bond Mandatory Sinking Fund Redemption Dates 2011 2012 2013 2014 (Maturity) Mandatory Sinking Fund Redemption Amounts $100,000 105,000 105,000 110,000 2016 Term Bond Mandatory Sinking Fund Redemption Dates 2015 2016 (Maturity) Mandatory Sinking Fund Redemption Amounts $115,000 120,000 4 2018 Term Bond Mandatory Sinking Fund Redemption Dates 2017 2018 (Maturity) 2021 Term Bond Mandatory Sinking Fund Redemption Dates 2019 2020 2021 (Maturity) 2026 Term Bond Mandatory Sinking Fund Redemption Dates 2022 2023 2024 2025 2026 (Final Maturity) (i) Closing Date: May 1,2007 (j) Purchase Offer Expires: 11 :59 p.m, Apri116, 2007 Mandatory Sinking Fund Redemption Amounts $ 125,000 130,000 Mandatory Sinking Fund Redemption Amounts $135,000 140,000 145,000 Mandatory Sinking Fund Redemption Amounts $150,000 160,000 165,000 170,000 180,000 (k) Bond Counsel: Mr. Lee Voorhees, Foster Pepper PLLC, Seattle, Washington (1) Total Interest Cost: 4.21% 5 Appendix B PAYMENT SCHEDULE OF PRINCIPAL AND INTEREST JEFFERSON COUNTY - 19.5 YEARS, AMBAC INSURED, UNDERLYING A LTGO BONDS, 2007, FOR DISPATCH CENTER FOR NP $2,500,000 $2,560,000, Secured by 1/10th of 1% 911 sales tax Dated 5/ 1/ 7 Bond Years Average Coupon Average Life N I C % TIC % Arbitrage Yield with Delivery of 5/ 11 7 28,628.333 4.014909 11.182943 4.166151' Using 98.3086699 4.207589' From Delivery Date 4.113068 , Bond Insurance: 0.323502 \ of (Total Debt Service Only) 12,000.00 Prepared by: Martin Nelson & Co., Inc. - ,Public Finance - (888) 342-6864 6 (Note Consent Agenda or Regular Agenda) (Note Department) JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Jefferson COunty Board of COmmissioners THROUGH: John Fischbach, COunty Administrator FROM: Judi Morris, Treasurer DATE: April 16, 2007 11:00 a.m. SUBJECT: E911 Funding STATEMENT OF ISSUE: Receive approval for E911 Improvement Bond ANALYSIS: The COmmissioners for the E911 Board have approved funding for E911 improvements. The planned improvements include radio equipment, tower grounding and coverage issues. The bond to fund these improvements is expected to be for $2,555,000.00. I have arranged funding with Mr. Jim Nelson of Martin and Nelson to handle the bond. He will attend the meeting to answer questions. Mr. Lee Voorhees, Bond COuncil will also attend to answer legal questions. FISCAL IMPACT: The voters approved a 1/l0th of a percent sales tax for such improvements. This revenue source will be used. RECOMMENDATION: Approve the resolution (being sent under separate cover by Bond COuncil) authorizing proceedings. REVIEWED BY: oeQ.~ John Fischbach, County Administrator t.f!1I /07 . Date ~ FOSTER PEPPERmc Memorandum To: Financing Team . / Lee Voorhees H April 11, 2007 From: Date: Subject: Jefferson County, Washington $2,555,000 (est.) Limited Tax General Obligation Bonds, 2007 Attached is a nearer complete revised form of resolution authorizing issuance. and sale of the referenced bonds. A blacklined version also is attached to show changes from the last draft, including provisions required by Ambac Assurance Corporation which we received yesterday, information furnished by Judi Moms, and comments provided by David Alvarez. We still expect to distribute the :final form of resolution by email on Friday, April 13, . after the bonds have been priced and the necessary information becomes available. I look forward to attending the County Commissioners' meeting on April 16 to present the document. Again, I suggest that this draft of the bond resolution, together with this memo if you wish, be furnished now to the County Commissioners for their information since the final version will not be available until Friday afternoon. . Please call whenever there are questions or if we might be of assistance. Attachments cc: Hon. Judi Morris Hon. Juelie Dalzell John Fischbach David Alvarez Julie Matthes Jim Nelson Angela DeVries Linda Crocitto Anne Hall Yolanda Ortiz S08OS02S.2 TIlL: 206.447.4400 PAX: 206.447.9700 1111lH1RDAVENUll.sum;34OO, SEA'ITLE, WASHINGTON 98101-3299 WWW.FOSTBR.COM SEATTI.E WASHINGI'ON SPOKANE WASHINGTON PORTI..AND ORIlGON .j:>. Co o 0- Co o Average Weekly Interest Rate (%) Co o v. Co o -.I Co o /Xl Co o '" Co o o Co o N Co o w Co o :; Co o N = ~ t.'!'j ~ ~ t.'!'j == Z t.'!'j 0 ~ = ~ .... c ~ t"'" .... 0 -- 00 == ~ = - ~. t"'" =- .., ~ - = ~ = ~ > ". -- ~ ""3 .... ~ - c 0 ~ ....:l ~ Z = ~ 0 ~ Z ~ = - Z = t.'!'j ~ * '"t:I .g ll> ... (1) 0- 0" '=" ~ ll> g. 'Z (1) en o t:l 8- n o .8 ll> ~ '"t:I ~ o' "rj Sf g (1) o (1) '"0 ll> ~ a ~ ~ ~ ~ .... ~ ~.... ~"\:l ~ ~ v.i l::l ~ ~ .... "'Ii ~ ~i2' l::l ~ ;::: v., ~~ ~ s. ~ Q'(l .... Vj ~. S. l::l .... ~ c l::l..~ r':l ~ C v.,- ~~ <Q,~ ~l::l C ~ ;::: l::l..tl' S. ~ v., "'Ii t:i ~ l::l _. ;::: ~ ~ ~ {;)~ ......~ tv ~ - 0\ g~ <::::.<::::. "-- <::::. ~ '"t:I go ~ .... 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