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HomeMy WebLinkAboutMINUTES - 09122006 - C.19 � I __.o�_ TO: BOARD OF SUPERVISORS, AS THE BOARD OF Contra f- __,; DIRECTORS FOR CONTRA COSTA COUNTY - `..Z. SANITATION DISTRICT NO. 5V . �^" `y Costa FROM: MAURICE M. SHIU, PUBLIC WORKS DIRECTOR 6 County I DATE: September 12, 2006 �1� I SUBJECT: ADOPT Resolution 2006/`6r�7APPROVING and AUTHORIZING the Public Works Director, or his designee, to execute an agreement with Municipal Finance Corporation in the amount of 5550,000 for the financing of wastewater system improvements at Contra Costa County Sanitation District No. 5,Port Costa area. (District II) (Project#7380-6X9E40) SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION RECOMMENDED ACTION: ADOPT Resolution 2006/Approving and Authorizing the Public Works Director, or his designee, to execute an agreement with Municipal Finance Corporation for the financing of wastewater system improvements at Contra Costa County Sanitation District No. 5 (SD5) in Port Costa. FISCAL. IMPACT: I There will be no impact to County General Funds. The loan will result in a fiscal gain of$550,000 to SD5 for purposes of financing the upgrades mandated by the Regional Water Quality Control Board. The loan will be repaid from a portion of annual assessments imposed on properties within tl'e boundaries of SD5. I REASONS FOR RECOMMENDATIONS AND BACKGROUND: I Contra Costa County Sanitation District No. 5 (SD5)serves the community of Port Costa. The treatment facility was built in 1982 and includes a recirculating sand filter system and hypochlorite disinfection system. The San Francisco Bay Regional Water Quality Control Board(RWQCB)has mandated that SD5 conduct specific upgrades to its wastewater treatment facility. Design of the improvements is currently underway and construction is expected to be completed by November, 2007. SD5 does not have enough capital reserves to fund the necessary upgrades. The citizens of Port Costa approved substantial increases to their annual per parcel assessment over the past three years. A portion of the increased sewer assessment funds will be used to!repay the proposed construction loan. During the March 15, 2006 SD5 Citizen's Advisory Committee meeting,the members voted unanimously to approve this loan. I CONSEQUENCES OF NEGATIVE ACTION: If this Resolution is not approved and authorized, SD5 will not be able to pay for the wastewater treatment facility upgrades mandated by the RWQCB. SD5 would then be subject t 000 in fines from th WQCB. Continued on Attachment: X SIGNATURE: r i _IFECOMNIENDATION OF COUNTY ADNIINISTRAT _RECOMMENDATION OF BOARD COMMITTEE _L,-APPROVE OTHER SIGNATURE(S): (a,-Z, ACTION OF BO D OIVS' e? .2A4B'hROVED AS RECOMMENDED OTHER VOTE F SUPE I ORS: I hereby certify that this is a true and correct copy of UNANIMOUS(ABSENT an action taken and entered on the minutes of,the AYES: NOES: Board of Supervisors on the date shown. ABSENT: ABSTAIN: BMB:sj G:\S1)Dist\Board 0r&rs\2006-Board Orders\09-12-06 BO SD5 Loan.doc ATTESTED: /Qi Orig.Div:Public works(Special Districts) —� Contact: Brian Balbas(313-2284) JOHN CULLEN,Clerk of the Board of Supervisors and County Administrator cc: County Administrator Auditor-Controller E.Whan,'Eng Services John Mann,SD5 CAC By ,Deputy I I I THE BOARD OF SUPERVISORS,AS THE BOARD OF DIRECTORS FOR SANITATION DISTRICT NO.5 1 Adopted this Resolution on September 12, 2006,by the following vote: AYES:_ _.Liilke.ma,-.Piepho, neSaulnier, Glover alnd Gioia NOES: Notre ABSENT: Notre ABSTAIN: Notre RESOLUTION NO. 2006/,5W SUBJECT: ADOPT Resolution 2006/ APPROVING and AUTHORIZING Public Works Director,or designee,to execute an agreement with Municipal Finance Corporation in the amount of$550,000 for the financing of wastewater system improvements kat Contra Costa County Sanitation District No. 5, Port Costa area. (District II) I The.Board of Directors for Sanitation District No. 5 (the "District")RESOLVES: 1. On September 12,2006,the Board of Directors adopted Resolution No. 2006/ to approve borrowing funds from the Lender, in the maximum principal amount of$550,000 at a 5.10% interest rate. The Board of Directors hereby authorizes and directs the Public Works Director,or his Designee,to execute the loan agreement,and the Clerk of the Board to attest and affix the seal of the District to the final form of the Loan Agreement for and in the name of the District. I 2. The Public Works Director, or his Designee, is authorized and directed to execute and deliver any and all additional documents,agreements and certificates that they may deem necessary or advisable in order to carry out,give effect to and comply with the terms of the Loan Agreement. I 3. The Loan is hereby designated as"qualified tax exempt obligations"within the meaning of Section 265(b)(3)of the Internal Revenue Code of 1986, as amended(the"Code"). The District,together with all subordinate entities of the District,do not reasonably expect to issue during the calendar year in which the Loan is issued more than$10,000,000 of obligations which it could designate as"qualified tax-exempt obligations"under Section 265(b)of the Code. 4. This Resolution shall take effect immediately upon its passage. I BMB:sj G:\SpDist\Board Orders\2006-Board Orders\09-,12-06 BO SD5 Loan.doc Orig.Dept.:Public Works Department(Special Districts) Contact: Brian Balbas(313-2284) I hereby certify that this is a true and correct copy cc: County Administrator of an action taken and entered on the minutes of the Auditor-Controller Board of Supervisors on the date shown. E.Whan,Eng Services John Mann,SD5 CAC ATTESTED: JOHN CULLEN,Clerk of the Board of Supervisors Resolution No.2006/ and County Administrator I By ,Deputy ofi RESOI I L UTION NO. 2006 OFFICE OF THE COUNTY COUNSEL I SE �. SILVANO B. MARCHESI COUNTY OF,CONTRA COSTA COUNTY COUNSEL Administration Building a,* 651 Pine Street, 91h Floor =? —\,• SHARON L. ANDERSON °I + �'.- -%;- —\ CHIEF ASSISTANT Martinez, California 94553-1229 �___ (925) 335-1800 P =_ r'E GREGORY C. HARVEY �', `;a,'.:-:.ter: .,._ VALERIE J. RANCHE (925) 646-1078 (fax) ASSISTANTS S� co I OPINION OF COUNSEL I I I September 29, 2006 I I MUNICIPAL FINANCE CORPORATION 23945 Calabasas Road, Suite 103 1 Calabasas, CA 91302 i I RE: Loan Agreement dated as of May 16, 2006, by and between MUNICIPAL FINANCE CORPORATION (the "Corporation") as lender, and CONTRA COSTA COUNTY SANITATION DISTRICT NO. 5 (the "District") as borrower. I Ladies and Gentlemen: 1 i I have acted as counsel to District with respect to the Loan Agreement described above (the "Loan") and in this capacity have 'reviewed a copy of the Loan and related documents or exhibits attached thereto. Based upon the examination of these and such other documents as I deem relevant, and my review of applicable statutes and case law, it is my opinion that: I 1. District is a county sanitation district duly organized, existing and operating under the Constitution and laws of the State of California. I I 2. District is authorized and has the power under applicable law to enter into the Loan, and to carry out its obligations thereunder and the transactions contemplated thereby. i .3. When the Loan has been duly authorized, approved, executed and delivered by and on behalf of District, it will be a valid and binding contract of District enforceable in accordance with its terms, except to the extent limited by State and Federal laws-affecting remedies and by bankruptcy, reorganization, moratorium or other laws of general application relating to or affecting the enforcement of creditors' rights. I �4. A resolution duty authorizing the execution and delivery of the Loan was duly adopted by the governing body of District on September 12, 2006, and such resolution remains in full force and effect. I - I I I 1 I I MUNICIPAL FINANCE CORPORATION RE: Loan Agreement dated as of May 16, 2006,by and between MUNICIPAL FINANCE CORPORATION ("Corporation') as lender, and CONTRA COSTA COUNTY SANITATION DISTRICT.N6 5 ("District") as borrower. September 29, 2006 Page 2 5. To the best of my knowledge, there is no litigation, action, suit or proceeding pending or before any court, administrative agency, arbitrator or governmental body, that challenges the organization or existence of District, or in any way contesting or affecting any action of District contemplated by the Loan or in any way contesting the powers of District with respect to the District, nor to my knowledge is there any basis therefore. Notwithstanding anything to the contrary herein: (a) This opinion is based on the existing laws of the State of California as of this date. We expressly decline-to render any opinion as to.any laws or regulations of other states or jurisdictions (including federal law.and regulations) as they may pertain to the Loan, or any transactions contemplated thereby, or with respect to.the effect of noncompliance under any such laws or regulations of any other jurisdictions. (b) This opinion is furnished to you and is solely for your benefit. It may not be relied upon by any other person or entity however organized. (c) This opinion may only be used in connection with the transactions contemplated under the Loan. (d) This opinion is given as of(this date, and we expressly decline any undertaking to advise you of any matters arising subsequent to the date hereof that would cause us to amend any portion of the foregoing in whole or in1part. I (e) The opinions set forth herein are subject to applicable limitations of bankruptcy or equitable principles affecting the enforcement of creditor's rights. The enforcement of the Loan is subject to the effect of the general principles of equity, including,without limitation, concepts of materiality, reasonableness, good faith or fair dealing, and the possibility of the unavailability of specific performance or injunctive relief, regardless of whether considered in a proceeding in equity or at law, and to the exercise of judicial discretion in appropriate cases and to the limitations on legal remedies against entities in the State of California. Very truly yours, Silt' o B archesi Con ua el a Wilcox eputy County Counsel LW/ I I:Tinel\PW\CCCSD5.OpinionofCounsel.9.29.06."d I DESIGNATION OF SIGNATORY I I, 1`✓I OF/e-iE SHI LJ , Public Works Director of the Board of Trustees of the Contra Costa County Sanitationl District Number 5 (the "District"), hereby designate R. Mitch Avalon, Deputy Chief Engineer, to execute and deliver on my behalf that certain Loan Agreement #05-089 dated as of May 16, 2006 and all other documents related thereto pursuant to Resolution No. 2006/541 adopted by the Board of the District on September 12, 2006. CONTRA COSTA COUNTY A TATION DISTRICT NUMBER 5 ByCi .tom Title Public Works Director/Chief En ineer I ' I INCUMBENCY AND SIGNATURE CERTIFICATE i I I do hereby certify that II arra the duly appointed and acting Chief Deputy Clerk of the Board of the Contra 1.Costa County Sanitation District No. 5, a. county sanitation district validly existing under the Constitution and laws of the State of California (the "District"), arid. that, as of the date hereof, the individual named below is the duly appointed officer of the District holding the office set forth opposite his/her respective name. 1. further certify, that (i) th.e signature set forth opposite leis/her respective name and title is true and authentic aril (ii) such officer has the authority on behalf of the District to enter ii�ito that certain Loan Agreement. #05-089-AF dated May 1.6., 2006, by and between thel District and Municipal Finance Corporation and all documents related i.h.ereto. I N ame Title Signature I R. Mitch Avalon Deputy Chief Engineer I I IN FITNESS WHEREOF, I have duly executed this certificate this 12t1, day of Septernber, 2006. I I Chief Deputy Clerk of the Board I I I I I I I I I . I LOAN AGREEMENT This LOAN AGREEMENT, (this "Loan Agreement" ) , dated May 16, 2006, is between MUNICIPAL FINANCE CORPORATION, a corporation duly organized and existing under the laws of the State of California (the "Lender") , and the CONTRA COSTA COUNTY SANITATION DISTRICT NO. 5, a county sanitation district duly organized and existing under the County Sanitation District Act (Health and Safety Code, 4700 et seq. ) (the "District" ) . IRECITAL.S WHEREAS, the District owns and operates certain facilities and propertylfor the collection and treatment of wastewater (the "Wastewater System" ) , and in order to provide financing for improvements to the Wastewater System the District desires tol enter into this Loan Agreement with the Lender; and WHEREAS, the Distrlict is authorized to enter into this Loan Agreement and to borrow amounts hereunder pursuant to Section 4764 of the Health and Safety Code. AGREEMENT : I In consideration lof the foregoing and the material covenants hereinafter contained, the District and the Lender .formally covenant, agree and bind themselves as follows : ARTICLE I DEFINITIONS AND APPENDICES SECTION 1 . 1 . Definitions. All terms defined in this Section 1 .1 have the I meanings herein specified for all r purposes of this Loan Agreement . "Additional Reven I ue-s" means, with respect to -th-e issuance of any Parity Obligations, any or all of the following amounts : (i) An allowance .1 for Net Revenues from any additions or improvements to or extensions of the Wastewater System to be made with the proceeds of such Parity Obligations and also for Net Revenues from any such additions, improvements or extensions which have been made from moneys from any source but in any case which, during all or any part of the latest Fiscal Year or such twelve (12) month period, were n'ot in service, all in an amount equal to ninety percent (90%) of the estimated additional average annual Net Revenues to be derived from sluch additions, improvements and I I extensions for the first thirty-six (36) month period in which each addition, improvement or extension is respectively to be in operation, all as shown by the certificate or opinion of a qualified independent engineer retained by the District and reasonably satisfactory to the Lender. (ii) An allowance for Net Revenues arising from any increase in the charges made for service from the Wastewater System which has become effective prior to the incurring of such Parity obligations but which, during all or any part of the latest Fiscal Year or such twelve (12) month period, was not in effect, in an amount I equal to the total amount by which the Net Revenues would have been increased if such increase in charges had been in effect during the whole of such Fiscal Year or twelve (12)1 month period, all as shown by the certificate or opinion of an independent certified public accountant employed by the District . "Assignee" means (a) initially, Westamerica Bank, as .assignee of certain rights of the Lender hereunder, and (b) any other entity to whom the rights of the Lender are assigned hereunder. "Closing Date" means the date of execution and delivery of this Loan Agreement by the parties hereto, being 2006 . "District" means Ithe Contra Costa County Sanitation District No. 5, a county sanitation district formed under the County Sanitation District Act (constituting Chapter 3, Part 3 , Division 5 of the Health and Safety Code, commencing with Section 4700) . I "Event of Default" means any of the events of default as defined in Section 51. 1 . "Federal Securities" means any direct general non- callable obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America) , or obligations the timely payment of principal of and interest on which are directly guaranteed by the United States of► America. "Fiscal Year" means each twelve-month period during the Term of this Loan Agreement commencing on July 1 in any calendar year and ending on June 30 in the next succeeding calendar year, or any other twelve-month period selected by the District as its fiscal year period. I -2- i i "Gross Revenues" means all gross charges received for, and all other gross income and receipts derived by the District from, the ownership and operation of the Wastewater System or otherwise arising from the Wastewater System, including but not limitled to connection charges and earnings on the investment of any funds held by the District; but excluding the proceeds of any ad valorem property taxes levied for the purposelof paying bonded indebtedness of the District and excluding the proceeds of any special assessments or special taxes levied upon real property within any improvement ' district served by the District for the purpose of paying I special assessment bonds or special tax obligations of the District . "Lender" means (Municipal Finance Corporation, -a corporation duly organized and existing under the laws of . the State of Californias. "Loan" means thel loan made by the Lender to the District under Section 13 . 1 . I "Loan Agreement" means this Loan Agreement, dated as of May 16, 2006, between the Lender and the District . "Loan Repayment Date" means the date when each Loan Repayment is due and payable, commencing six months after the Closing Date and continuing to and including the date on which the Loan Repayments are paid in full . "Loan Repayments" I means all ' payments required to be paid by the District under Section 3 .4 , including any prepayment thereof under Sections 6 . 1 or 6 .2 . "Maintenance and Operation Costs" means the reasonable and necessary costs and expenses paid by the District for maintaining and operating the Wastewater System, including but not limited to the reasonable expenses of management and repair and other costs and expenses necessary to maintain and preserve the Wastewater System in good repair and working order, and I including but not limited t-o administrative costs of the District attributable . to the Wastewater System and I the financing thereof, but in all cases excluding depreciation, replacement and obsolescence charges or reserves therefor and excluding .amortization of intangibles or other bookkeeping entries of a similar nature . "Maximum Annual Debt Service" means, as of the date of any calculation, the maximum sum obtained for the current or any future Fiscal Year during the Term of this Loan Agreement by totaling the aggregate amount of (i) the Loan Repayments coming due lin such Fiscal Year, and (ii) the. principal and interest coming due and payable in such Fiscal Year on any Parity Obligations, including the principal amount coming due and payable by operation of mandatory sinking fund redemptions. There • shall be excluded from such _3_ I j i calculation any principal of and interest on the Loan Repayments and any Parity Obligations which have been defeased or discharged, or for the payment of which a security deposit has been posted. With respect to any Parity Obligations which then bear interest at a variable rate, such interest shall be calculated at an assumed rate equal to the average rate of interest per annum for each of the 5 previous whole calendar years as shown by the J. J. Kenny Index (or at any time in the event and to the extent such index is not maintained for all or any portion of such period, any similar index of variable rate interest for tax- exempt obligations as may be selected by the District in its sole discretion) . "Net Revenues" means, for any period, an amount equal to all of the Gross Revenues received during such period, minus the amount required to pay all Maintenance and Operation Costs which are payable during such period. "Parity Obligations" means any bonds, notes or other obligations of the District payable from and secured by a pledge of and lien upon any of the Net Revenues on a parity with the Loan Repayments . "Special Fund" means the fund heretofore established and held by the District . "Tax Code" means the Internal Revenue Code of 1986 as in effect on the Closing Date or (except as otherwise referenced herein) asl it may be amended to . apply to obligations issued on. the Closing Date, together with applicable proposed, Itemporary and final regulations promulgated, and applicable official public guidance published, under the Tax Code. "Term of this Loanl Agreement" or "Term" means the time during which this Loan Agreement is in effect, as provided in Section 3 .3 . "Wastewater System!' means the existing facilities and property owned by the District, and facilities and property owned by the District, I used for the collection, treatment and disposal of wastewater within the service area of the District . SECTION 1 . 2 . Appendix. The following Appendix is attached to, and by reference made a part of, -this Loan Agreement : APPENDIX A: The .schedule of Loan Repayments to be paid by the District hereunder, showing the date and amount of each Loan Repayment . -4- I i I ARTICLE II I REPRESENTATIONS, COVENANTS AND WARRANTIES SECTION 2 . 1 . Representations, Covenants and Warranties of the District. Thel District represents, covenants and warrants to the Lender las follows: (a) Due Organization and Existence. The District is a county sanitation district, duly organized and existing under the County Sanitation District Act . (b) Authorization. ) The laws of the State of California authorize the District to enter into this Loan Agreement, to enter into the transactions contemplated hereby and to carry out its obligations hereunder, ' and the Board of Directors I of the District has duly authorized the execution and delivery of this Loan Agreement). (c) No Violations Neither the execution and delivery of this Loan Agreement, nor the fulfillment of or compliance with the terms and conditionslhereof, nor the consummation of the transactions contemplated hereby, conflicts with or results in a breach of the terms, conditions or provisions of any restriction ori any agreement or instrument to which the District is now a party or by which the District lis bound, or constitutes a default under any of the foregoing, or results in the creation or imposition of any lien, charge or encumbrances whatsoever upon any of the property or assets of the District, other than as set forth herein. I (d) No Prior Indebtedness . The District has not issued or incurred any obligations which are currently outstanding having any priority in payment out of the Gross Revenues or the Net Revenues over ithe payment of Loan Repayments as provided herein. SECTION 2 .2 . Representations, Covenants and Warranties of Lender. The Lender 'represents, covena-nt-s and warrants t,o the District as follows : (a) Due Organization and Existence. The Lender is a corporationl duly organized and existing under the laws , of the State of California; has power to enter into this Loan. Agreement;. is possessed of full power to make the Loan as provided herein; and the. governing board of -5- I I I I the Lender has duly authorized the execution and delivery of this Loan Agreement . (b) No Encumbrances . The Lender will not pledge or assign thel Loan Repayments or its other rights under this Loan Agreement, except as provided under the terms of this Loan Agreement . I (c) No Violations . Neither the execution and delivery of this Loan Agreement, nor the fulfillment of or. compliance with the terms and conditionslhereof, nor the consummation of the transactions contemplated hereby, conflicts withl or results in a breach of the terms, conditions or provisions of any restriction ori any agreement or instrument to which the Lender is now a party or by which the Lender is lbound, or constitutes a default under any of the foregoing, or results in the creation or imposition of any lien, charge or encumbrance whatsoever upon any of the property or assets of the Lender. I ARTICLE III I TERMS of LOAN I SECTION 3 . 1 . Obligation to Make Loan; Amount of Loan. The Lender hereby agrees to lend to the District, and the District hereby agrees to borrow from the Lender, the amount of $550, 000 under the terms and provisions set forth in this Loan Agreement . The Loan shall be made by the Lender to the District in immed.iatelylavailable funds on the Closing Date. SECTION 3 . 2 . Application of Loan Proceeds. The Lender hereby agrees to wire transfer the proceeds of the Loan in the amount of $550 , 000 .00 on the Closing Date in accordance with the following wirelinstructions : , Bank: Wells Fargo Bank ABA# : 121000248 Account # : 4225021617 Account Name: Contra Costa County Treasurer Credit : Contra Costa County Sanitation District No. 5 SECTION 3 .3 . Ter . The Term of . this Loan Agreement commences on the Closing Date, and ends on the date on which the Loan is paid in full or provision .for. such payment .is made as provided herein I j I 6 I I . I i I I SECTION 3 .4 . Loan) Repayments. (a) Obligation to Pay. The District hereby agrees to repay the Loan in the aggregate principal amount of $550, 000 together with interest (calculated at the rate . of 5 .100 on the basis of a 360-day �year of twelve 30-day months) on the unpaid principal balance thereof, payable in semiannual Loan Repayments in the respective amounts and on the respective Loan Repayment Dates specified in Appendix A. As a result of the assignment by the Lender to the Assignee of the right of the Lender to receive the Loan Repayments, the District shall pay all Loan Repayments when due directly to• the Assignee. (b) Effect of Prepayment . If the District prepays the Loan Repayments in full under Article VI, the District' s obligations under this JLoan Agreement shall thereupon cease and terminate, including but not limited to the District' s obligation to pay Loanl Repayments under this Section 3..4 ; subject however, to the provisions of Section 6 . 3 in the case of prepayment by application of a security deposit . If the District prepays the Loan in part but not in whole under Sections 6 . 1 or 6 . 2, 1 the principal components of the remaining Loan Repayments shall bereduced on a pro rata basis . I (c) Rate on Overdue Payments . If the District fails to make any of the payments required in this Section 3 .4 , the payment in default shall continue as an obligation of the District until the amount in default has been fully paid, and the District agrees to pay the same with interest thereon, to the extent permitted by law, from the Loan Repayment Date to the applicable date of payment at the rate of 8% per annum. SECTION 3 . 5 . Nature of District's Obligations. (a) Special Obligation. The District' s obligation to pay the Loan Repayments is a special obligation of the District limited solely to the Net ` Revenues . Under no circumstances is the District required to advance moneys derived from any source of income other than the Net Revenues and other sources specifically identified herein for the payment of the ILoan Repayments, and no other funds or property of the District are liable for the payment of the Loan . Repayments . ) Notwithstanding the foregoing provisions of this Section, however, nothing herein prohibits . the Districtivoluntarilyfrom making any payment hereunder from any source of available funds of the District . I (b) Obligations Absolute . The obligations. of the District to pay the Loan Repayments from the Net Revenues and to perform and observe the other agreements contained herein are absolute andlunconditional and are not subject to -7- I I . l any defense or any ( right of setoff, counterclaim or recoupment arising outlof any breach of the District or the Lender of any obligation to the District or otherwise with respect to the Wastewater System, whether hereunder or otherwise, or out of indebtedness or liability at any time owing to the District by the Lender. Until such time as all of the Loan Repayments have been fully paid or prepaid, the District : (i) will not suspend or discontinue payment. of any Loan Repayments, (ii) will perform and observe all other agreements ( contained in this Loan Agreement, I and (iii) will not terminate this Loan Agreement for any cause, including, without limiting the generalityl of the foregoing, the occurrence of any acts or circumstances that may constitute failure of consideration, eviction or constructive. eviction, destruction of or damage to the Wastewater I System, sale of the Wastewater System, the taking by eminent domain of title to or temporary use of any component of the Wastewater System, commercial frustration of purpose, any change in the tax or other laws of the United States of America ori the State of California or any political subdivision of either thereof or any failure of the Lender to perform and observe any agreement, whether express or implied, ;or any duty, liability or obligation arising out of or connected with this Loan Agreement . (c) Protection of! Rights . If the Lender fails to perform any such agreements on its part, the District may institute such action lagainst the Lender as the District deems necessary to compel performance so long as such action does not abrogate the obligations of the District contained in the preceding subsection (b) . The District may, however, at the District' s own cost and expense and in the District' s own name or in the name of the Lender prosecute or defend any action or proceeding or take any other action involving third persons which the District deems rea-sonably necessary in order to secure or protect the District' s rights hereunder, and in such event the Lender will cooperate fully with the District and take such action necessary to effect the substitution of the District for the Lender in such action or proceeding iftheDistrict shall so request . l -8- ' I l SECTION 3 . 6 . Pledge and Application of Net Revenues. (a) Pledge. Ali of the Net Revenues are hereby irrevocably pledged to the punctual payment of the Loan Repayments and any Parity Obligations . The Net Revenues and such other funds may not be used for any other purpose so long as any of thel Loan Repayments and any Parity Obligations remain unpaid; except that out of the Net Revenues there may be apportioned such sums, for such purposes, as are expressly permitted by this Section 3 .6 . Such pledge constitutes a first and exclusive lien on the Net Revenues and such other moneys for the payment. of the Loan Repayments and any Parity Obligations in accordance with the terms hereof) and the terms of the instrument authorizing the issuance of any Parity Obligations . (b) Deposit of Gross Revenues ; Transfers to Make Loan Repayments . The District has heretofore established the Fund 2380 , which the District agrees to continue to hold and maintain for the purposes and uses set forth herein. The District shall deposit all Gross Revenues in the Fund 2380 promptly upon the receipt thereof . All Net Revenues will be held by the District in the Special Fund in trust for the benefit of the Lender and any Parity Obligations . The District shall withdraw from such fund or funds and transfer to the Lender an amount of Net Revenues equal to the aggregate amount of the Loan Repayment when and as the same become due and payable. In addition, the District shall withdraw from such funds such amounts of Net Revenues at such times as required to pay the principal of and interest on any Parity Obligations and otherwise comply with the provisions of the instruments authorizing .the issuance of any Parity Obligations . l (c) Other Uses Permitted. The District shall manage, conserve and apply the INet Revenues in such a manner that all deposits required to be made under the preceding paragraph will be madejat the times and in the amounts so required. Subject to the foregoing sentence, so long as no Event of Default has occurred and ' is continuing hereunder, the District may at any time and from time to time use and apply Net Revenues for i(i) the acquisition and construction of improvements to the Wastewater System; (ii) the prepayment of the Loan and 'any Parity Obligations, or (iii) any other lawful purpose of the District . l l ARTICLE IV COVENANTS OF THE DISTRICT I SECTION 4 . 1 . Release and Indemnification Covenants. The District shall indemnify the Lender and its officers, agents , successors and assigns harmless from and against all 9 claims, losses and damages, including legal fees and expenses , arising out of the following: I (a) the use, maintenance, condition or management of, or from any work or thing done on or about the WastewaterjSystem by the District, (b) any breach or! default on the part of the District in the performance of any of its obligations under this Loan Agreement, (c) any intentional misconduct or negligence of the District I or of any of its agents, contractors, servants, employees or licensees with respect ti the Wastewater System, and (d) any intentional misconduct or negligence of any lessee of the District with respect to the Wastewater System. No indemnifications is made under this Section 4 . 1 or elsewhere in this Loan Agreement for willful misconduct, gross negligence, or breach of duty under this Loan Agreement by the Lender, its officers, agents, employees, successors or assigns . SECTION 4 .2 . Safe or Eminent Domain of Wastewater System. Except as provided herein, the District covenants that the Wastewater System will not be encumbered, sold, leased, pledged, any charge placed thereon, or otherwise disposed of, as a whole or substantially as a whole if such encumbrance, sale, lease, pledge, charge or other disposition would materially impair the ability of the: District to pay the Loan Repayments or the principal of or interest on any Parity Obligations, or would materially adversely affect its ability to comply with the terms of this Loan Agreement for the documents authorizing the issuance of any Parity Obligations . The District shall not enter into any agreement which impairs the operation of the Wastewater System or any part of it necessary to secure adequate Net Revenues to pay the Loan Repayments or any Parity Obligations, or which otherwise would impair the rights of the Lender with respect to the Net Revenues . If any substantial part of the Wastewater System is sold, the payment therefor must either (a) be used for the acquisition or construction of improvements and extensions or replacement facilities or (b) be applied to prepay -or redeem the Loan and any ParitylObligations, on a pro rata basis , in tYe manner provided herein and in the documents authorizing such Parity Obligations. Any amounts received as awards as a result of the taking of all or any part of the Wastewater System by the lawful exercise of eminent domain, if and to .the extent that such right can be exercised against such property of the District , shall either (a) be used for . the acquisition or -10- i construction of improvements and extension of the Wastewater System, or (b) be applied to prepay or' redeem the Loan and any Parity Obligations, on a pro rata basis, in the manner provided herein and in the documents authorizing such Parity Obligations . SECTION 4 . 3 . Insurance. The District shall at all times maintain with responsible insurers all such insurance on .the Wastewater System as is customarily maintained with respect to works and properties of like character against accident to, loss of oridamage to the Wastewater System. If any useful part of the Wastewater System is damaged or destroyed, such part shall be restored to usable condition. . All amounts collected from insurance against accident to or destruction of any portion of the Wastewater System shall be used to repair or rebuild such damaged or destroyed portion of the Wastewater System, and to the extent not so applied, shall be applied on a pro rata basis to pay or redeem the Loan and any Parity Obligations in the manner provided in this Loan Agreement and in the documents authorizing such Parity Obligations . The District shall also maintain, with responsible insurers, worker' s compensation insurance and insurance against public liability and property damage to the extent reasonably necessary to protect the District, the Lender and the Assignee. Any insurance required to be maintained hereunder may be maintained by the District in the form of self-insurance or in the form of participation by the District in a program of pooled insurance . SECTION 4 .4 . Records and Accounts. The District shall keep proper books of records and accounts of the Wastewater System, separate from fall other records and accounts, in which complete and correct entries shall be made of all transactions relating to the Wastewater System. Said books shall, upon prior request, be subject to the reasonable inspection of the Lender. The District shalllcause the books and accounts of the Wastewater System to be audited annually by an independent certified public accountant or firm of certified publ-ic accountants, not more than 180 days after the close of each Fiscal Year, and shall ;furnish a copy of such report to the Lender or the Assignee . The audit of the accounts of the Wastewater System may The included as part of a general District-wide audit . The District shall. cause . to be published -annually, not more than 180 days after the close of each Fiscal Year, a summary statement showing the amount of Gross Revenues and the disbursements fromlGross Revenues and from other funds of the District in reasonable detail . The District shall furnish a copy of thel statement, upon reasonable written request, to the Lender and the Assignee. -11 - SECTION 4 . 5 . Rates) and Charges. (a) Covenant Regarding Gross Revenues . To the extent permitted by law, the District shall fix, prescribe, revise and collect rates, feels and charges for the services and facilities furnished by the Wastewater System during each Fiscal Year which (together with existing unencumbered fund balances which are lawfully available to the District for payment of any of the following amounts during such Fiscal Year) are at least sufficient, after making allowances for contingencies and error in the estimates, to pay the following amounts in the following order: (i) All Maintenance and Operation Costs estimated by the District to become due and payable in such Fiscal Year; (ii) The Loan Repayments and all principal of and interest and premium (if any) on any Parity Obligations as they become due and payable during such Fiscal Year, without preference or priority; (iii) All payments coming due and payable during such . Fiscal Year and required for compliance with this Loan Agreement and the documents r. authorizing any Parity obligations,( and (iv) All payments required to meet any other obligationsi of the District which are charges, liens, encumbrances upon or payable from the Gross Revenues during such Fiscal Year: I (b) Covenant Regarding Net Revenues . In addition to the covenant set forth ' in the preceding clause (a) of this Section, to the extent (permitted by law, the District shall fix, prescribe, revise land collect rates, fees and charges for the services and facilities furnished by the Wastewater System during each Fiscal Year which are sufficient to yield Net Revenues which, together with existing unencumbered fund balances which are lawfully available to the District in such Fiscal Year, are at least equal to 1250 of the aggregate amount of Loan Repayments and principal of and interest on any Parity Obligations coming due and payable during such Fiscal Year. If the amount of such existing unencumbered fund balances, excluding Net Revenues, falls below the amount of Maximum Annual Debt Service during any Fiscal Year, the District shall thereupon fix, prescribe, revise and collect raters, fees and charges for the services and facilities furnished by the Wastewater System during such Fiscal Year which fare sufficient to yield Net . Revenues in such Fiscal Year (excluding connection charges) at least equal to 1000 of the aggregate amount of Loan Repayments and I I i I principal of and interest on any Parity Obligations coming due and payable during such Fiscal Year. SECTION 4 . 6 . No - Priority for Additional Obligation. The District may not issue or incur any bonds or other obligations having any priority in payment of principal or interest out of the Net Revenues over the, Loan Repayments . SECTION 4 . 7 . Issuance of Parity Obligations. Except for . obligations incurred to prepay or post a security deposit for the Loan in whole, the District may not issue or incur any Parity Obligations unless : (a) The District is not then in default under the terms of this Loan Agreement . (b) The Net Revenues (excluding connection charges) , calculated in accordance with sound accounting principles, as shown by the books of the District for the latest Fiscal Year or as shown by the books of the District for any more recent 12 month period selected by the District, in I either case verified by a certificate or opinion of an independent certified public accountant employed by the District, plus . (at the option of the District) the Additional Revenues, at .least equal 125% of the amount of Maximum Annual Debt Service; provided, however, that this subsection (b) does not apply to any issue of Parity Obligations the net proceeds of which are applied to refund the Loan or any. Parity Obligations inl whole or in part, so long as (i) the final maturity of such Parity Obligations does not exceed the final maturity of the obligations being refunded, and (ii) the aggregate amount of debt service on such Parity Obligations in each Fiscal Year does not exceed the amount of debt service which would otherwise come due and payable in such Fiscal Year on the obligations being refunded. For purposes of the foregoing calculation of Net Revenues under this subsection (b) , the District may add to such Net Revenues any Additional Revenues . (c) Notwithstanding the above, the District may incur debt payable from Net Revenues (i) to cause a defeasance of this Loan Agreement or (ii) which isl payable on a basis which is junior to the payment of the Loan Repayments . SECTION 4 . 9 . Assignment by the Lender. The Lenders rights under this Loanl Agreement, including the right to receive and enforce payment of the Loan Repayments to be -13- I made by the District under this Loan Agreement, have been assigned to the Assignee. The District hereby consents to such assignment . Whenever in this Loan Agreement any reference is made to the Lender and such reference concerns rights which the Lender has assigned to the Assignee, such reference shall be deemed to refer to the Assignee. The Lender or the Assignee has the rightto make additional assignments lof its interests herein, but no such assignment will be effective as against the District unless and until the Districtlshall receive written notice of such assignment, disclosing the name and address of the assignee or subassignee . The District shall pay all Loan Repayments hereunder upon receipt of .the notice of assignment or reassignment, to the Assignee designated in the notice. During the Term of thils Loan Agreement, the District shall keep a complete and accurate record of all such notices of assignment . SECTION 4 . 10 . Assignment by the District . Neither the Loan nor this Loan Agreement may be assigned by the District, other than to a public agency which shall succeed to the interests of the District in and to the Wastewater System and which (by operation of law, by contract or otherwise) becomes legally bound to all of the terms and provisions hereof. SECTION 4 . 11 . Amendment of this Loan Agreement. This Loan Agreement may be amended in writing by the District and the Lender, but only with the prior written consent of the Assignee (which consent may not be unreasonably withheld) . SECTION 4 . 12 . Tax I Covenants (a) Generally. The District may not take or permit any of its. officers, employees or agents to take, any action with respect to the Loan Agreement that would cause the interest components of the Loan Repayments to become includable in gross inc'Ime for federal income tax purposes . (b) Private Activity Bond Limitation. The District may not take, or permit any of its officers, employees or agents to take any action with respect to the Loan Agreement that would cause the Lo* Agreement to be classified as a "Private Activity Bond" pursuant to Section 141 (b) of the Tax Code . (c) Federal Guarantee Prohibition. The District may not take any action or permit or suffer or permit any of its officer, employees or. agents to take any action with respect to the Loan Agreement that would cause the Loan Agreement to be classified as "federally guaranteed" within the meaning of Section 149 (b) of the Tax Code. (d) No Arbitrage . The District may not take, or permit any of its officers, employees or agents to take any I -14- action with respect to the Loan Agreement that would cause the Loan Agreement to be classified as an "arbitrage bond" within the meaning of Section 148 of the Tax Code . (e) Qualifying Small Issuer. The District hereby. designates this Loan Agreement for purposes of paragraph (3) of Section 265 (b) of the Tax Code. The District reasonably anticipates that the amount of tax-exempt obligations (other than obligations described in Section 265 subdivision (b) (3) (c) (ii) of the Tax Code) that will be issued by the District during calendar year 2006, including this Loan, does not exceed $10, 000, 000 . (f) Arbitrage Rebate. The District, shall take any and all actions necessary to assure compliance with section 14, 8 (f) of the Tax Code, relating , to the rebate of excess investment earnings, if any, to the federal government, to the extent that such section is applicable to the Loan. ARTICLE V EVENTS OF DEFAULT AND REMEDIES SECTION 5 . 1. Events of Default Defined. The following are Events of Default under this Loan Agreement: (a) Failure by the District to pay any Loan Repayment or other payment required hereunder within .15 days after the date on which such Loan Repayment or other payment becomes due, and the continuation of such failure for a period of 10 days after District' s receipt of Lender' s written notice specifying such failure and requesting that it be remedied. (b) Failure by -the District to observe and perform any other covenant', condition or agreement to be observed or performed by it hereunder, for a period of 30 days after District ' s receipt of Lender' s written notice specifying such failure and requesting that it be remedied; provided, however, if in the reasonable opinion of the District the failure stated in the notice can be corrected, but not within such 30 day period, the Lender may not unreasonably withhold its consent to an extension of such. time if corrective action is commenced by the District within such 30 day period and diligently pursued until the default is corrected. (c) The filing by the District of a voluntary petition in bankruptcy, or failure by . the District promptly to lift any execution, garnishment or attachment, or adjudication of the District as a bankrupt, or assignment by I I I I the District for the benefit of creditors, or the entry by the District into an agreement of composition with . creditors, or the approval by a court of competent jurisdiction of a petition applicable to the District in any proceedings instituted under the provisions of the Federal Bankruptcy Code, as amended, or under any similar acts which may hereafter be enacted. SECTION 5 .2 . Remedies on Default. Upon the occurrence and during the continuation of an Event of Default, the Lender may, at its optibn: (a) by written notice to District, declare all principal components of the unpaid Loan Repayments, . together with accrued interest thereon at the rate set forth in Section 3 .4 (c) from the immediately preceding Loan Repayment Datel on which payment was made, to be immediatelyl due and payable, whereupon the same will immediately become due and payable; and i (b) take whatever action at law or in equity may appear necessary or desirable to collect the Loan Repayments then due or thereafter to become due during the Term of this Loan Agreement, or enforce performance and observance of any obligation, agreement or covenant of the District under this Loan Agreement . The provisions of .the preceding clause (a) are subject to the condition that if, at any time after the principal components of the unpaid Loan Repayments have been so declared due and payable under the preceding clause (a) , and before any judgment or decree for the payment of the moneys due have been obtained or entered, the District deposits with the Lender a sum sufficient to pay all principal components of the Loan IRepayments coming due prior to such declaration and all matured interest components (if any) of the Loan Repayments, with interest on such overdue principal and interest components calculated at the rate set forth in Section 3 .4 (c) , and anyl and all other defaults known to the Lender (other than in the payment of the principal and interest components of Ithe Loan Repayments due and payable solely by reason of such declaration) have been made good, then, and in every such case, the Lender may, by written notice to the District, rescind and annul such declaration and its consequences . I However, no such rescission and annulment shall extend to or shall affect any subsequent default, or shall impair or exhaust any right or power consequent thereon. I -16- I i l I i SECTION 5 . 3 . No Remedy Exclusive. No remedy herein conferred upon or reserved to the Lender is exclusive, and every such remedy is cumulative and in addition to every other remedy given under this Loan Agreement or now or hereafter existing atl law or in equity. No delay or omission to exercise any right or power accruing upon any default impairs any such right or power or operates as a waiver thereof, but zany such right and power may be exercised from time toItime and as often as may be deemed expedient . In order to entitle the Lender to exercise any remedy reserved to it in this Article V it is not necessary to give any notice, lother than such notice as may be required in this Article V or by law. SECTION 5 .4 . No Additional Waiver Implied by One Waiver. If any agreement contained in this Loan Agreement is breached by either party and thereafter waived by the other party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other breach hereunder. SECTION 5 . 5 . Assignee to Exercise Rights. Such rights and remedies as are given to the Lender under this Article V have been assigned by the Lender to the Assignee and shall be exercised solely by the 'Assignee. ARTICLE VI PREPAYMENT OF LOAN SECTION 6 . 1 . Optional Prepayment. The District may, at its option, prepay the unpaid principal components of the Loan on any Loan Repayment Date, in whole, or in part among the remaining Loan Repayments on a pro rata basis, upon not less than 60 days prior written notice to the Lender, at a prepayment price equal to 1000 of the principal amount of the Loan to be prepaid, lplus accrued interest on the Loan to the prepayment date, plus a prepayment premium equal to to of the principal amount of the Loan to be prepaid. Upon the prepayment of the Loan iin part but not in whole, the Lender shall promptly provide the District with a revised schedule of Loan Repayments . SECTION 6 . 2 , Mandatory Prepayment From Net Proceeds of Insurance or Eminent Domain. The District shall prepay the unpaid principal balance of the Loan in whole on any date, or in part on any Loan Repayment Date, from and to the extent the District determines to apply any proceeds of insurance award or condemnation award with respect to the Wastewater System for such purpose under Sections 4 .2 or 4 . 3 at a price equal to the, principal amount to be prepaid plus a prepayment premium equal to the amount which would apply to such prepayment if the District prepaid its obligations under Section 6 . 1 on such date. The District and the Lender hereby agree that such proceeds , to the extent remaining -17- after payment of any delinquent Loan Repayments, shall be credited towards the District' s obligations under this Section 6 .2 . SECTION 6 . 3 . Security Deposit. Notwithstanding any other provision of this Loan Agreement, the District may on any date secure the payment of Loan Repayments in whole or in part, by irrevocably depositing with a fiduciary an amount of cash which, together with other available amounts, is either: (a) sufficient to pay all such Loan Repayments, including the principal and interest components thereof, when due under Section 3 .4 (a) , or (b) invested in whole or in part in Federal Securities in such amount as will, in the opinion of an independent certified public accountant, together with interest to accrue thereon and together with any cash which is so deposited, be fully sufficient to pay all such Loan Repayments when due under Section 3 .4 (a) or, if such amounts are sufficient to prepay the Loan Repayments in full under Section 6 . 3, when due on any optional prepayment date under Section 6 . 1, as the District instructs at the time of the deposit. In the event of a. security deposit under this Section for the payment of all remaining Loan Repayments, all obligations of the District under this Loan Agreement, and the pledge of Net Revenues and all other security provided by this Loan Agreement for said obligations, will cease and terminate, excepting only the obligation of the District to make, or cause to be made, all of Loan Repayments from such security deposit . Said security deposit will constitute a special fund for the payment of such Loan Repayments in accordance with the provisions of this Loan Agreement . -18- ARTICLE VII MISCELLANEOUS SECTION 7 . 1. Notices. Any notice, request, complaint, demand or other communication under this Loan Agreement shall be given by first class mail or personal delivery to the party entitled thereto at its address set. forth below, or by telecopier or other form of telecommunication, at its number set forth below. Notice shall be effective either (a) upon transmissionl by telecopier or other form of telecommunication, (b) 48 hours after deposit in the United States of America first class mail, postage prepaid, or '(c) in the case of personal delivery to any. person, upon actual receipt . The Lender, the District or the Assignee may, by written notice to the Iother parties, from time to time modify the address or number to which communications are to be given hereunder. If to the District: Contra Costa County Sanitation District No. 5 225 Glacier Drive Martinez, CA 94553 Attention: Public Works (925) 313-1291 If to the Lender: Municipal Finance Corporation 23945 Calabasas Rd. , Suite 103 Calabasas, California 91302 Attention: President (818) 224-4787 If to the Assignees: Westamerica Bank P.O. Box 1200 Suisun City, CA 94585-1200 Attention: Credit Management (707) 863-6002 SECTION 7 . 2 . Binding Effect. This Loan Agreement inures to 'the benefit of and is binding upon the Lender and the District and their respective successors and assigns . SECTION 7 .3 . Severability. In the event any provision of this Loan Agreement is held invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate or render unenforceable any other provision hereof . SECTION 7 . 4 . Further Assurances and Corrective Instruments. The Lender and the District shall, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged, and delivered, such supplements hereto and such further instruments as may reasonably be required for carrying out the expressed intention of this Loan Agreement . 1 -19- SECTION 7 . 5 . Execution in Counterparts. This Loan Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument . SECTION 7 . 6 . Applicable Law.. This Loan Agreement shall be governed by and construed in accordance with the laws of the State of California. SECTION 7 . 7 . Captions. The captions or headings in this Loan Agreement are for convenience onlyand and in no way define, limit or describe the scope or intent of any provisions or Section of this Loan Agreement . -20- I IN WITNESS WHEREOF, the Lender has caused this Loan Agreement to be executed in its corporate name by its duly authorized officer andl the District has caused this Loan Agreement to be executed in its name by its duly authorized officers, as of the date first above written. CONTRA COSTA COUNTY SANITATION MUNICIPAL FINANCE CORPORATION DISTRICT NO. 5, as borrower as lender By I By ` . ziC3F3b�€i Preside tj Deputy Chief Engineer I By S retary Attest : John Cullen, Clerk of the Board of Supervisors and County Administrator B Dep ty ` -21- APPENDIX A SCHEDULE OF LOAN REPAYMENTS I PMT Due Date ( Loan To To Repayment Principal Interest 1 04/11/07 $122 , 094 . 82 $8, 069 . 82 14 , 025 . 00 2 10/11/07 22, 094 . 82 8, 275 . 60 13 , 819 . 22 3 04/11/08 122 ,094 . 82 8 , 486 . 63 13 , 608 . 19 4 10/11/08 22, 094 . 82 8, 703 . 04 13 , 391 . 78 5 04/11/09 22 , 094 . 82 8 , 924 . 96 13 , 169 . 86 6 10/11/09 122 , 094 . 82 9, 152 . 55 12 , 942 . 27 7 04/11/10 122, 094 . 82 9, 385 . 94 12, 708 . 88 8 10/11/10 22, 094 . 82 9, 625 . 28 12, 469 . 54 9 04/11/11 22, 094 . 82 9, 870 . 73 12 , 224 . 09 10 10/11/11 122, 094 . 82 10, 122 . 43 11, 972 . 39 11 04/11/12 22, 094 . 82 10, 380 . 55 11, 714 .27 12 10/11/12 02, 094 . 82 10, 645 .26 11, 449 . 56 13 04'/11/13 '22, 094 . 82 10, 916 . 71 11, 178 . 11 14 10/11/13 22, 094 . 82 11, 195 . 09 10, 899 . 73 15 04/11/14 22 , 094 . 82 11, 480 . 56 10, 614 .26 16 10/11/14 22 , 094 . 82 11, 773 .32 10, 321 . 50 17 04/11/15 22 , 094 . 82 12, 073 . 54 10, 021 .28 18 10/11/15 22, 094 . 82 12, 381 .41 9, 713 . 41 19 04/11/16 22, 094 . 82 12, 697 . 14 9, 397 . 68 20 10/11/16 22 , 094 . 82 13 , 020 . 91 9 , 073 . 91 21 04/11/17 22, 094 . 82 13, 352 . 95 8 , 741 . 87 .22 10/11/17 22, 094 . 82 13, 693 .45 8 , 401 . 37 23 04/11/18 22, 094 . 82 14 , 042 . 63 8 , 052 . 19 .24 10/11/18 22 , 094 . 82 14, 400 . 72 7, 694 . 10 25 04/11/19 22 , 094 . 82 14, 767 . 94 7 , 326 . 88 26 10/11/19 22, 094 . 82 15, 144 .52 6, 950 . 30 27 04/11/20 22 , 094 . 82 15, 530 . 70 6 , 564 . 12 28 10/11/20 22, 094 . 82 15, 926 . 74 6 , 168 . 08 29 04/11/21 22, 094 . 82 16, 332 . 87 5, 761 . 95 30 10/11/21 22 , 094 . 82 16, 749 .36 5 , 345 .46 31 04/11/22 22, 094 . 82 17, 176 .47 4 , 918 .35 32 10/11/22 22, 094 . 82 17, 614 .47 4 , 480 . 35 33 04/11/23 22, 094 . 82 18, 063 . 63 4 , 031 . 19 34 10/11/23 22, 094 . 82 . 18 , 524 .26 3 , 570 . 56 35 04/11/24 22, 094 . 82 18, 996 . 63 3 , 098 . 19 36 10/11/24 22, 094 . 82 19, 481 . 04 2 , 613 . 78 37 04/11/25 22, 094 . 82 19, 977 . 81 2 , 117 . 01 38 10/11/25 22 , 094 . 82 20, 487 .24 1, 607 . 58 39 04/11/26 22, 094 . 82 21, 009 . 66 1, 085 . 16 40 10/11/26 22, 094 . 82 21, 545 .44 549 .38 TOTALS : $883 , 792 . 80 $550 , 000 . 00 $333 . 792 . 80 1 ' -1- I i i ASSIGNMENTIOF LOAN AGREEMENT #05-089-AF FOR VALUE RECEIVED, MUNICIPAL FINANCE CORPORATION (the "Corporation" ) as assignor without recourse does hereby sell, assign, and transfer to WESTAMERICA BANK (the "Assignee" ) as assignee and its successors and assigns (i) all of its right, title and interest in and to the attached Loan Agreement dated May' 16, 2006 between the Corporation as lender and CONTRA COSTA COUNTY SANITATION DISTRICT NO. 5 (the "District") as borrower (hereinafter said Loan and any supplements, amendments, additions thereof and any extension or renewals thereof is referredlto as the "Loan") and (ii) all moneys, sums and amounts now due or hereinafter to become due under the Loan. The Corporation represents that the Loan delivered to Assignee is a duly executed original and comprises the entire writing, obligation and agreement between Corporationiand District. Corporation further represents and warrants that it has made no prior sale or assignment of any interest covered hereby; that the Loan is genuine and in all respects is what it purports to be; that Assignee shall not be liable for andl does not assume responsibility for the performance of any of the covenants, agreements, or obligations specified in the Loan to be kept, paid or performed by Corporation with exception of Assignee ' s obligation to issue notices upon District ' s default of the Loan. The Corpbration further represents that as of the date this assignment is made, the Loan is in full force and effect, has not been amended except asl set forth in instrument delivered to Assignee and the District is not in default of any terms thereunder. Corporation hereby constitutes and irrevocably appoints Assignee the true and lawful attorney of Corporation to demand, receive . and endorse payments and to give receipts, releases and satisfactions either in the name of Assignee or in the name of Corporation in the same manner and with the same effect as Corporation could do if this Assignment of Loan had not been made. This Assignment of Loal shall be construed and governed in accordance with the laws of the State of California. Any provision of this Assignment of Loan fond to be prohibited by law shall be ineffective only to the extent of such prohibition, and- shall not invalidate the remainder of this Assignment of Loan. This Assignment shall belbinding upon and inure to the benefit of the parties and their respective successors and assigns and is made in accordance with the Municipal Lease Placement Agreement dated as of January 1, 1999, as amended, entered into between Corporation and Assignee . In the case of litigation, the prevailing party shall be entitled to recover from thel opposing party all costs and expenses, including attorneys ' fees which may be the allocable cost of in-house counsel, incurred by the prevailing party in exercising any of its rights or remedies hereunder or enforcing any of the terms, conditions, or provisions hereof . B-1 i i IN WITNESS WHEREOF, the Corporation has caused this Assignment of Loan to be executed. by its duly authorized agent on the date specified below. MUNI 'ZIN CE :72Z,4- By . Title Date ACKNOWLEDGEMENT OF ASSIGNMENT The undersigned hereby acknowledges the assignment by MUNICIPAL FINANCE CORPORATION over to WESTAMERICA BANK of that certain Loan Agreement #05-089-AF dated as of May 16, 2006 (the "Loan") , entered into between MUNICIPAL FINANCE CORPORATION as Corporation and the undersigned as borrower. With respect to the Loan, the undersigned agrees to pay, commencing with the first scheduled Loan Repayment, all Loan Repayments and moneys due or to become due under said Loan to WESTAMERICA BANK, Credit Administration Department (A72D) , P.O. Box 1200, Suisun City, CA 94585-1200 and further agrees it shall have no counterclaim or offset against Loan Repayments due thereunder as to " said Assignee and expressly further agrees that said Assignee shall not (except for the obligations specifically set forth in the foregoing Assignment of Loan) be liable for any of the obligations or burdens of the Corporation under said Loan. IN WITNESS WHEREOF, the District has caused this Acknowledgment of Assignment. to be executed by its authorized agent on the date specified below. CONTRA OS COUNTY SANITATION DISTRICT NO. 5 By Title Date 12— 2,00./ CERTIFICATE OF DISTRICT The undersigned, duly authorized representative of Contra Costa County Sanitation District No. 5 ("District") as borrower under that Loan Agreement #05-089-AF dated as of May 116, 2006 ("Loan") with Municipal Finance Corporation as lender, hereby certifies as follows: 1 . I hold the position noted below and have been duly authorized to execute and deliver, on behalf of District, the Loan and related documents pursuant to a resolution adopted by District's governing body, an original or certified copy of which is attached hereto. FTWI= � �' R. Mitch Avalon Name of Authorized Representative (Print or Type) Deputy M1 I ef E�64tzLv- 0 -�U Title (Print o Type) 2 . District has complied with all agreements and covenants and satisfied all conditions contemplated byl the Loan on its part to be performed or . satisfied on or before the date hereof. 3 . The representations, warranties and covenants of District contained in the Loan are true and correct in all material respects as of the date hereof, as if made on this date. 4 . The improvements to the Wastewater System project being financed pursuant to the Loan are essential to the function of District and are immediately needed . by District. Such need is neither temporary nor expected to diminish during the Loan term. The project is expected to be used by District for a period in excess of the Loan term. 5 . District ' s federal tax identification number is 94-6000509 I 6 . That for calendar year 20061and including the Information Return for Tax- Exempt Governmental Obligations Form 8038-F filed with the Internal Revenue Service for the Loan, District has filed one Information Return Form(s) 8038-G with the Internal Revenue Service. I The meanings of the capitalized terms in this Certificate are the same as those provided in the Loan. By: X1065__:� Date: i B-1 I INCUMBENCY AND SIGNATURE CERTIFICATE I I , Jane Pennington, do Hereby certify that I am the Chief Deputy Clerk of the Board of .Contra' Costa County Sanitation District No. 5 , (the "District") , and that, as of the date hereof, the individual named below is the duly appointed officer of the District holding the office set forth opposite his or her name . I further certify that (i) the signature set forth opposite I his or her name and title is his or her true and authentic signature and. (ii) such officer has the authority on behalf of the District to enter into that certain Loan Agreement #05- 089-AF dated May 16, 2006, by and between the District and Municipal Finance Corporation and all documents related thereto. Name Title Signature R. Mitch Avalon } Dqutyy ;.aaS Engineer �L IN WITNESS WHEREOF, I have duly executed this certificate this day ofl� ,� 2006. Ch of Dut Clerk i i ' SLnL C jam= -�;•n� TO: BOARD OF SUPERVISORS, AS THE BOARD OF Contra DIRECTORS FOR CONTRA COSTA COUNTY SAiN`1TATION DISTRICT NO. 5 �e 'z Costa "s FROM: MAURICE M. SHIU, PUBLIC WORKS DIRECTOR °s'--co County-- roux't'•` DATE: September 12, 2006 ��11, SUBJECT: ADOPT Resolution 2006/& APPROVING and AUTHORIZING the Public Works Director, or his designee, to execute an agreement with Municipal Finance Corporation in the amount of 5550,000 for the financing of wastewater system improvements at Contra Costa County Sanitation District No. 5, Port Costa area. (District 11) (Project# 7380-6X9E40) SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION RECOMMENDED ACTION: ADOPT Resolution 2006/Approving and Authorizing the Public Works Director, or his designee, to execute an agreement with Municipal Finance Corporation for the financing of wastewater system improvements at Contra Costa County Sanitation District No. 5 (SD5)in Port Costa. FISCAL IMPACT: There will be no impact to County General Funds. The loan will result in a fiscal gain of$550,000 to SD5 for purposes of financing the upgrades mandated by the Regional Water Quality Control Board. The loan will be repaid from a portion of annual assessments imposed on properties within the boundaries of SD5. REASONS FOR RECOMMENDATIONS AND BACKGROUND: Contra Costa County Sanitation District No. 5 (SD5)serves the community of Port Costa. The treatment facility was built in 1982 and includes a recirculating sand filter system and hypochlorite disinfection system. The San Francisco Bay Regional Water Quality Control Board(RWQCB)has mandated that SD5 conduct specific upgrades to its wastewater treatment facility. Design of the improvements is currently underway and construction is expected to be completed by November, 2007. SD5 does not have enough capital reserves to fund the necessary upgrades. The citizens of Port Costa approved substantial increases to their annual per parcel assessment over the past threc years. A portion of the increased sewer assessment funds will be used to repay the proposed construction loan. During the March 15, 2006 SD5 Citizen's Advisory Committee meeting, the members voted unanimously to approve this loan. CONSEQUENCES OF NEGATIVE ACTION: If this Resolution is not approved and authorized, SD5 will not be able to pay for the wastewater treatment facility_ upgrades mandated by the RWQCB. SD5 would then be subject tom ,000 in fines f=thContinuedon Attachment: X SIGNATURE: _L.�iRECOtMMENDATION OF COUNTY ADMINIS7'RAT(Y RECOMMENDATION OF BOARD COMMITTEE _/APPROVE —OTHER . F -SIGNATURE(S):k` ACTION OF BOA/k O1V- T 42. ,?-�ROVED AS RECOMMENDED OTHER VOTE F SUPF—In'9ORS: I hereby certify that this is a true and correct copy of UNANIMOUS(ABSENT G�•a!/ ) an action taken and entered on the minutes of the AYES: NOES: ABSENT: ABSTAIN: Board of Supervisors on the date shown. BMB:si T G:\SpDisi\Board Ort ers\2000-Board Orders\09-12-06 BO SD?L.oan.doc ATTESTED: Orig.Div:Public worn(Special Districts) Contact: Brian Balbas(313?284) CERTIFIEDJOHN CULLEN, Clerk of the Board of Supervisors I certify t,'al this is a full,true and co recto PYgg and County Administrator cc: County Administrator is on file in my office. ,411�ST, .JONNOPytth 0%n ldocu of document tabich of Auditor-Controlier Supervisors ^ Offi Administrator buD2�ufyClerk. L. Whan. E.na Services John Marin,SDS CAC on By Depute THE BOARD OF SUPERVISORS, AS THE BOARD OF DIRECTORS FOR SANITATION DISTRICT.NO. 5 Adopted this Resolution on September 12, 2006, by the following vote: AYES: tlilkema, Pie6ho. DeSaulnier, Glover and Gioia NOES: None ABSENT: None ABSTAIN: None .RESOLUTION NO. 2006/_3Z� SUBJECT: ADOPT Resolution 2006/ APPROVING and AUTPIORIZING Public Works Director, or designee,to execute an agreement with Municipal Finance Corporation in the amount of$550,000 for the financing of wastewater system improvements at Contra Costa County Sanitation District No. 5, Port Costa area. (District 1I) The Board of Directors for Sanitation District No. 5 (the "District")RESOLVES: 1. On September 12,2006,the Board of Directors adopted Resolution No.2006/ to approve borrowing funds from the Lender, in the maximum principal amount of $550,000 at a 5.10% interest rate. The Board of Directors hereby authorizes and directs the Public Works Director, or his Designee,to execute the loan agreement, and the Clerk of the Board to attest and affix the seal of the District to the final form of the.Loan Agreement for and in the name of the District. 2. The Public Works Director, or his Designee, is authorized and directed to execute and deliver any and all additional documents,agreements and certificates that they may deem necessary or advisable in order to carry out, give effect to and comply with the terms of the Loan Agreement. 3. The Loan is hereby designated as"qualified tax exempt obligations"within the meaning of Section 265(b)(3)of the Internal Revenue Code of 1986; as amended (the "Code"). The District,together with all subordinate entities of the District,do not reasonably expect to issue during the calendar year in which the Loan is issued more than S 10,000,000 of obligations which it could designate as"qualified tax-exempt obligations"under Section 265(b) of the Code. 4. This Resolution shall take effect immediately upon its passage. BMB:sj G:1SpDist\Board Ordcr;',2006-Board Orders\09-12-06 BO SD5 Loan.doc Oris.Dept.:Public Works Department(Special Districts) Contact. Brian Balbas(313-2284) I hereby certify that this is a true and correct copy cc: County Administrator of an action taken and entered on the minutes of the Auditor-Controller Board of Supervisors on the date shown. E.Whan,Eng Services John Mann,S65 CAC ATTESTED:s e- 77-;",6 JOHN CULLEN,6erk of the Board of Supervisors Resolution.No. 2006/ and County Administrator By Deputy ——�=— P ESOL t T1 ON Al TO. -7006:x"h�i` i OPINION OF COUNSEL 52006 M-UNICIPAL FINANCE CORPORATION 23945 Calabasas Road, Suite 103 Calabasas, CA 91302 RE: Loan Agreement dated as of September 12, 2006, by and between MUNICIPAL FINANCE CORPORATION (the"Corporation") as lender, and CONTRA COSTA COUNTY SANITATION DISTRICT NO. 5 (the"District") as borrower. Ladies and Gentlemen: I have acted as counsel to.District with respect to the Loan Agreement described above (the "Loan") and in this capacity havereviewed a copy of the Loan and related documents or exhibits attached thereto. Based upon the examination of these.a.nd such other documents as I deem relevant, and my review of applicable statutes and case law, it is my opinion that: 1. District is a county sanitation district duly organized, existing and operating under the Constitution and laws of the State of California. .2. District is authorized and has the power under applicable law to enter into the Loan, and to carry out its obligations thereunder and the transactions contemplated thereby. 3. When the Loan has been duly authorized, approved, executed and delivered by and on behalf of District, it will be a valid and binding contract of District.enforceable in accordance with its terns, except to the extent limited by State and Federal laws affecting remedies and by bankruptcy, reorganization, moratorium or other laws of general application relating to or affecting the enforcement of creditors' rights. 4. A resolution duty authorizing the execution and delivery of the Loan was duly adopted by the governing body of District on September 12, 2006, and such resolution remains in full force and effect. ,r 5. To the best of my knowledge,there is no litigation, action, suit or proceeding pending or before any court, administrative agency, arbitrator or governmental body, that challenges the organization or existence of District, or in any way contesting or affecting any action of District contemplated by the Loan or in any way contesting the powers of District with respect to the District, nor to my knowledge is there any basis therefore. Notwithstanding anything to the contrary herein: (a) This opinion is based on the existing laws of the State of California as of this date. We expressly decline to render any opinion as to any laws or regulations of other states or jurisdictions (including federal law and regulations) as they may pertain to the Loan, or any transactions contemplated thereby, or with respect to the effect of noncompliance under any such laws or regulations of any other jurisdictions. (b) This opinion is furnished to you and is solely for your benefit. It may not be relied upon by any other person or entity however organized. '(c) This opinion may only be used in connection with the transactions contemplated under the Loan. (d) This opinion is given as of this date, and we expressly decline any undertaking to advise you of any matters arising subsequent to the date hereof that would cause us to amend any portion of the foregoing in whole or in part. (e) The opinions set forth herein are subject to applicable limitations of bankruptcy or equitable principles affecting the enforcement of creditor's rights. The enforcement of the Loan is subject to the effect of the general principles of equity, including, without limitation, concepts of materiality, reasonableness, good faith or fair dealing, and the possibility of the unavailability of specific performance or injunctive relief, regardless of whether considered in a proceeding in equity or at law, and to the exercise of judicial discretion in appropriate cases and to the Iimitations on legal remedies against entities in the State of California. Very truly yours, Silvan.o B. Marchesi County Counsel By: Linda Wilcox Deputy County Counsel L W/ li:\Final\P"\CCCSD5.OpinionofCoimsel?006.wpd AUG, 2, 2Oo 4: i PM ccc ,R GK MANAGEMENT NO. 582 P. 2 County Administrator Risk Management Division Contra 2530 Arnold Drive; Suite 140 Costa Martinez, California 94553 Risk Management COI I��1/ Administration (925)335- U L�l Fax Number (925)235- C 925)235-C U August 2, 2006 Municipal Financing Corporation Re; Letter of Insurance The County of Contra Costa: has a comprehensive self-insurance program to cover its general, automobile, and professional liability exposure, as well as its obligations under the Workers'Compensation laws of California. The County's self-insurance program provides for the legal defense of officials, employees, and volunteers pursuant to government Code Section 825 and for the payment of all sums that the County is obligated to pay. by reason. of liability imposed by law and arising from acts or failures to act, excepting punitive damages. This protection covers services performed by officers, employees, and volunteers within the scope of their official duties in accordance with the conditions of their employment or service. The self-insurance program is funded to provide payment of claims. The County also has excess reinsurance with CSAC Excess Insurance Authority. The Proof of Insurance is attached. Sincerely, 1� Ron Harvey Risk Manager pH-jig Attachments ws-rislo'n2k3\useas$\jgt'icius\My Documents\Self Insurance Letters\2006 Self Ins, Letters\Munifin.doc c.. Bob Okarnura, Public works Department i : AUG. 2. 20106. ": 11 P'N CCC RICK P,ANAGEM"ENT N0, 5E2 P, 3 driver.alliant INSURANCE SERVICES INTEGRATED INSURANCE&FINANCIAL SERVICES June 26,2006 To: CSAC Excess Insurance Authority(CSAC EIA) Property Program Members Re: CSAC EIA Primary Property Policy Policy No.: CSAC EIA#PPR06-09/Lexington Policy#RKS106900562 March 31,2006 to March 31,2009 CSAC EIA Sabotage and Terrorism Policy Policy No.:RKS206900762 and RKS306900762 March 31,2006 to March 31,2007 CSAC EIA Excess Boiler and Machinery Policy Policy No.:BNV075990209 March 31,2006 to March 31,2007 Dear Member, We arepleased to enclose your copy of the Property Policy representing the$25,000,000 All Risk,Flood,and Earthquake layer for the term ofMarch 31-2006 to March 31,2009.Also enclosed'is a copy of the Sabotage and Terrorism Policies and Boiler&Machinery Policy for the period of March 31,2006 to March 31,2007. Please note chat we are in the process of reviewing the policy for accuracy. Upon completion of our review,we will n06 you of any changes to the policy. In the policy riotebook you will also find the following information in addition to the policy form: • Summary of Insurance providing a brief overview of primary and excess policy limits,coverages, and exclusions as well as Summary of Insurance for Sabotage and Terrorism and Boiler&Machinery Policy u Property Structure Graph and Tower Coverage Map which provides a visual overview of the property program • Declaration issued by CSAC Excess Insurance Authority The provisions of the policy determine the scope of the insurance protection provided. Please review your coverages,exclusions,rights,and duties carefully. If you have any questions concerning your policy or know of any changes or corrections,please contact us immediately. Sincerely, DRIVER ALLIANT INSURANCE SERVICES,INC Q.l�rrQ N�t ryl Saira Nasim Account Administrator cc: Milce Fleming,General Manager,CSAC Excess Insurance Authority Anna Marie Will,Underwriting Manager i Driver Afllant Insurance Services Inc. an Affiant Resources Croup company 1301 Dove Street,Suite 200,Newport Beach CA 92660 949-756-0271 Lic#OC36661 @ www.driveralliant.corn AUG. 2. 2JU6 4: 1 DM CCC R'CK MANAGEMENT! N0, 532 F, driver*a1liant : INSURANCE SERVICES CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE AMOUNT OR EXCESS EARTHQUAKE ROOFTOP LAYER: LIMITS $125,000,000 per occurrence and in the annual aggregate in respect of (Continued): towers 1, II, 111, IV and V combined excess of $75,000,000 per occurrence and in the annual aggregate in respect of towers I, 11, 111, IV and V separately TERRORISM: $200,000,000 each and every occurrence and in the annual aggregate through Sabotage and Terrorism Program SUB-LIMITS: $100,000,000 Per Accident Boiler& Machinery (Participating Members Only) o $5,000,000 Errors and Omissions • $2,000,000 Each Incident, each member aggregate. Earthquake Resultant Damage—applies only to locations where EQ is purchased under All Risk Property Policy o $2,000,000 Service Interruption o $2,000,000 Consequential Damage (spoilage of food, medicine and blood) o $2,000,000 Ammonia Contamination o $2,000,000 Hazardous Substances o $2,000,000 Water Damage o $1,000,000 Computer Equipment Blanket All Members- Media Included o CFC Refrigerants included o _Newly Acquired Locations included up to 365 days o Demolition & Increased Cost of Construction included o Expediting Expenses included DRIVER ALLIANT INSURANCE SERVICES,INC. AN ALLIANT RESOURCES GROUP COMPANY 1301 DOVE STREET, SUITE 20Q, NEWPORT BEACH CA 92660-2436 0 949-756-0271 4 i_.I(:#nf :�iiAfil ® www nAivFRni r IAMT rune AUG, 2. 2006 4: 11rV CCC IQUK :MA;I�AGEME_NI NO. 582 F. 5 druover*alfiant . INSURANCE SERVICES CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE SUB-LIMITS $40,000,000 (Continued)- a EDP Media & Extra Expense s Accounts Receivable o Property in Transit e Valuable Papers e. Extra Expense o Errors and Omissions Note: Munich Re is the only carrier that has not approved the sublimity above$40,000,000 increasing to a total of$50,000,000. Property Committee has approved an increase in sublimity to$50,000,000 with the CSAC members self-insuring 20% (Munich Re share) of a $10,000,000 excess of$40,000,000 in a single sublimit exposure with multiple sublimity included in a single claim increasing the self-insurance potential. This is currently pending approval from excess underwriters. $20,000,000 on: • Asbestos clean-up & removals caused by a specified insured peril as per policy wording $50,000,000 on-, e Course of Construction (value not to exceed $50,000,000 for projects at new sites) $25,000,000 on: e Unscheduled Roads., Bridges,Tunnels, Culverts, Sidewalks and Street Lights for non-FEMA/OES declared disasters (All Risk& Flood, excluding the peril of Earthquake) $2,500,000 on: • Fine Arts, Unscheduled (Scheduled Fine Arts Limit-to be negotiated on an individual basis) $1,000,000 on: • Unscheduled Business Interruption o Accidental Contamination each occurrence including land and land values. $100,000 on: • Specially Trained Animals (Search & Rescue & Police etc.) subject to a stipulated value of $50,000 per animal each occurrence subject to a $1,000 deductible each occurrence DRIVER ALLIANT INSURANCE SERVICES, INC. AN ALLIANT RESOURCES GROUP COMPANY 1301 DOVE STREET, SUITE 200, NEWPORT BEACH CA 92660-2436 ♦ 949-756-0271 5 I Jr% *nr%oao&, A 1ANAJ%AIMM11A-MJhI a r^--- AUG. 2, 20vo 4: I I PM CCC R SK MANAG�N9�N 1 N0. 582 ?. 6 driver*a1liant INSURANCE SERVICES CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE MAJOR EXCLUSIONS: Per Manuscript Form, including but not limited to: o Terrorist Exclusion (coverage offered through Sabotage and Terrorism . Program) e Aircraft, Watercraft, and Rolling Stock PStanding Timber, Growing Crops and Animals (except specially trained animals) Dams, Piers, Wharves, Docks, Underground Pipes, Outfalls, etc., unless scheduled' • Land and land values (and water excess of primary limit) Property in due course of Ocean Marine-Transit s Shipment by mail after delivery into the custody of the Post Office Department • Course of Construction (non-incidental excess of $50,000,000 project value) s Power Transmission and Feeder Lines more than 1000 feet from insured's premises o Railroad Property except while in course of construction e Pollution, Contamination or Seepage (except Accidental Contamination) • Contractors Equipment, unless scheduled s Licensed Vehicles, unless scheduled s Electronic Date Recognition (M) e Computer Virus/Cyber Exclusion o Asbestos excess of the primary limit _ 6 Specific carrier exclusion forms apply 'Except Pier coverage is currently provided for the counties of Santa Barbara, San Luis Obispo and Sonoma DRIVER ALLIANT INSURANCE SERVICES, INC. AN ALLIANT RESOURCES GROUP COMPANY 1301 DOVE STREET, SUITE 200,NEWPORT BEACH CA 92660-2436 0 949-756-0271 6 1 it*nr%QrQrl A %AAA.A1111%11,nI i -•-I1. -- - AUG, 2. 2006 c: KV, CCC R1QK MANA G LVENT N0. 582 P. 1 driver*alflant INSURANCE SERVICES CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE OPTIONAL A) EARTHQUAKE, AT SCHEDULED LOCATIONS ONLY COVERAGES: (except: coverage applies to all locations for Tower V/Zone If members subject to a $25,000,000 sub-limit) B) CONTRACTORS (MOBILE) EQUIPMENT- o Schedule required of"Summary of Equipment"by type, with overall values declared + Including Earthquake, Flood and Collision e Coverage anywhere in the USA e Valuation at:member option prior to loss (based on value declared): Fair Market Value/Actual Cash Value (used) OR • Repair/Replacement Cost (new) C) LICENSED VEHICLES - + Schedule required of"Summary of Vehicles" by type, with.overall values declared e Including Earthquake, Flood and Collision o Coverage anywhere in the USA s Valuation at Member option prior to loss (based on value declared): • Fair Market Value/Actual Cash Value (used) OR • Repair/Replacement Cost (new) D) FINE ARTS o Unscheduled automatically covered to $2,500;000 per occurrence • Per schedule over$2,500,000 i .. i j DRIVER ALI_IANT INSURANCE SERVICES,INC. AN ALLIANT RESOURCES GROUP COMPANY 1301 DOVE STREET, SUITE 200,NEWPORT BEACH CA 92660-2436 ! 949-756-0271 7 Irl4knr.1A.QR1 ® %ItnAflM nrnrld�r+•, . ,...-.. ---- 2. 2006 4; i 1 ='M CCC SICK MANAGEMENT N0. X81 P. A i dflver*affiant . INSURANCE SERVICES CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE DEDUCTIBLES: Deductible Pool: o $2,000,000 occJ$6,000,0D0 annual agg./$18,000,000 36 month term aggregate s Outside 100 year Flood zone$25,000 per member, $125,000 per occurrence. Drops to $25,000 upon exhaustion of the pool. Deductible pool to include vehicles excess of the current $10,000 deductible per occurrence_ Earthquake: 5%of total values per Unit* per occurrence subject to a $100,000 minimum. Flood: 2% of total.values per Uniter occurrence in respect of locations situated within 100-year Flood plain (pas defined by FEMA) subject to a$100,000 minimum per occurrence and a maximum of$500,000 per occurrence. EIA deductible pool will cover the difference between the specified deductible and $25,000 each occurrence. Named Storm: 2% of total values per Unit* per occurrence subject to a$500,000 minimum Piers (including $500,000 per occurrence Fiood/Wavewash): Roads, Bridges, $500,000 to $1,500,000 per occurrence, per member Tunnels, as scheduled in the policy (See attached Deductible Schedule) Culverts, Sidewalks and Street Lights: Vehicles and Mobile Equipment: Non-Collision: $10,000 per occurrence (included in deductible pool) except $100,000 busses Collision: $10,000 per occurrence (included in deductible pool) except $100,000 busses Earthquake $10,000 per vehicle/ 100,000 per occurrence (included in-deductible pool) and except Flood: $100,000 busses Busses $100,000 per occurrence *Unit defined as separate building, contents within separate building, property in the open (yard), or time element coverage at separate building. DRIVER ALLIANT INSURANCE SERVICES,INC. AN ALLIANT RESOURCES GROUP COMPANY 1301 DOVE STREET, SUITE 200,NEWPORT BEACH CA 92660-2436♦ 949-766-0271 8 lir:*nrnsmi & LAAAAA/nnIlk+rM•i I I, AUG. -2. 2006 4: ' 2PM CCC Ri'JK MANAGELMEIT N0, X82 9 driver*affiant INSURANCE SERVICES CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE DEDUCTIBLES (CONTINUED): Terrorism: .$500,000 each and every occurrence Boiler and See attached Schedule B. Deductible per Member Machinery: All Other Perils: See attached Schedule B. Deductible per Member NEW LOCATIONS: A. Non- Automatic coverage extended to cover additional property (Real and Earthquake Personal) and associated Business Interruption/Extra Expense which may .Locations: be purchased, leased, acquired or otherwise become at the risk of the Insured during the term of insurance. No additional or return premium for Non-Earthquake locations as defined in Endorsement B (Automatic Coverage/Reporting Conditions) and in Endorsement J (5%Annual Prospective Margin Clause) B. Earthquake Changes in 100% location values in excess of $25,000,000 for the peril of Locations: Earthquake Shock, for members who purchase this coverage at the inception/anniversary premium will be adjusted using the rates advised and approved by Underwriters. VALUATION: Real and personal property, including property of others, at the replacement value at the time of the loss without deduction for depreciation. If property is not replaced within a reasonable period of time, then actual cash value to apply. Vehicles and Mobile Equipment-- Repair/Replacement Cost (New) or Fair Market Value Cost(Used), at the option of each member per schedule. If replacement coverage is purchased and damage to the vehicle exceeds actual cash value of the vehicle, the vehicle will be replaced with a new vehicle. Library Books--Subject to valuation form. AmWins and RKH have procured insurance and reinsurance as herein summarized.The actual terms,-conditions and provisions of the insurance and reinsurance polices shall prevail as the basis of coverage i indemnification PREMIUM AT INCEPTION DRIVER ALLIANT INSURANCE SERVICES,INC. AN ALLIANT RESOURCES GROUP COMPANY 1301 DOVE STREET, SUITE 200, NEWPORT BEACH CA 92660-243.6 ♦ 949-756-0271 9 1 Irl xnrinl+nr• . ,.—.....__..•-- •- ALG, 2. 2006 4: ' 2PV, CCC RiSK MANAGEMENT NO, X82 F, i0 driver*affiant INSURANCE SERVICES CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE ASSURED AND CSAC Excess Insurance Authority and ADDRESS: California Public Entity Insurance Authority 3017 Gold Canal Dr., Ste. 300 Rancho Cordova, CA 95670 NAMED INSURED: CSAC Excess Insurance Authority and California Public Entity Insurance Authority and its Member Agencies (Complete Named Insured per manuscript policy form) POLICY TERM: Primary: March 31, 2006 to March 31, 2009 Excess: March 31, 2006 to March 31, 2007 SCHEDULE OF Primary: CSAC EIAPPR06-09 INSURER'S (100% with Lexington Insurance Company. Policy No. RKS 106900562) & REINSURERS: Excess: . See Attached Schedule of Insurers and Reinsurers Rooftop: See Attached Schedule of Insurers and Reinsurers Terrorism: See Attached Schedule of Insurers and Reinsurers A.M BEST GUIDE RATING: See Attached Schedule of Insurers and Reinsurers STANDARD AND POORS RATING: See Attached Schedule of Insurers and Reinsurers CALIFORNIA STATUS: See Attached Schedule of Insurers and Reinsurers DRIVER ALLIANT INSURANCE SERVICES, INC. AN ALLIANT RESOURCES GROUP COMPANY 1301 DOVE STREET,SUITE 200, NEWPORT BEACH CA 92660-2436♦ 949-756-0271 1 LIC*n .qi3AFy ® 1AAAAA1 noniCMA+ I IAKM nn.. AUG. 2. 2006 4: 12PM CCC RISK MANAGEMENT N0, 582 P. ii driver*alliantl INSURANCE SERVICES i CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE j COVERAGE: "All Risk including Earthquake and Flood as per manuscript form - subject to policy exclusions. Earthquake to apply at specified locations only for members In Towers I,. 11, III, IV, V, and VII. Earthquake applies to all locations for members in Tower VI. Coverage includes but Is not limited to • Real Property o Personal Property • Rental Income including Revenue Bond Payments Business Interruption ♦ Boiler and Machinery • Accounts Receivable o Electronic Data Processing Media and Extra Expense • Extra Expense o Building Laws, Increased Cost of Construction and Demolition ♦ Contingent Liability due to the operation of Building Codes ♦ Property in Transit s Valuable Papers • Fine Arts s Errors and Omissions • Architects/Engineers Fees and Claims Consultant Fees Earthquake Sprinkler Leakage e Course of Construction 0 Golf Courses, Tees, Greens & Landscaping • Fire Legal Liability v Joint Loss Agreement with Boiler & Machinery • Fire Department Charges . 4 Unscheduled Roads and Bridges, Tunnels, Culverts, Sidewalks and Streetlights for local non FEMKOES disasters, no value schedule required (All Risk & Flood excluding,the peril of Earthquake) • Asbestos Clean-up and removal caused by an insured peril e Specially Trained Animals (Search & Rescue and Police etc.) DRIVER ALLIANT INSURANCE SERVICES,INC. AN ALLIANT RESOURCES GROUP COMPANY 1.301 DOVE STREET,SUITE 200, NEWPORT BEACH CA 92660-2436 0 949-756-0271 ' " 2 2. 2006 4: 12PM CCC RISK MANAGEMENT N0. 582 P. 112 o I C�i�i`Ver*affiant INSURANCE SERVICES CSAC EXCESS INSURANCE AUTHORITY PRIMARY AND EXCESS PROPERTY INSURANCE SUMMARY OF INSURANCE AMOUNT OR PRIMARY: $25,000,000 per occurrence All Risk, Flood, and Earthquake LIMITS: coverage in respect of Towers 1, II, 111, 1V, V, VI separately and $25,000,000 per occurrence All Risk and Flood and $2,500,000. per occurrence Earthquake for Tower VII. Annual aggregate limit applies to Earthquake and Flood per Tower. Boiler Explosion and Machinery Breakdown is included (For the members purchasing Boiler Explosion and Machinery Breakdown Coverage) ExcEss: Annual occurrence limits for All Risk and annual aggregate limits on Flood and Earthquake applies as follows: I TOWER ALL RISK EARTHQUAKE FLOOD 1 $600,000,000 $75,000,000 $550,000,000 ll $600,000,000 $75,000,000} $550,000,000 111 $600,000,000 $75,000,000 $550,000,000 IV $600,000,000—k'= $75,000,000 $550,000,000 V $600,000,000 $75,000,000 $550,000,000 VI $600,000,000 $25,000,000 $550,0001000** VII $600,000,000 $60,000,000#"= $550,000,000!** $10,000,000 sub-limit applies to Merced County (Pending request to remove this sublimit) As respects the peril of Flood, $300,000,000 sub-limit applies to County of Sacramento id,, Tower VI only ***As respects the peril of Flood, a dedicated occurrence and aggregate limit of not less than $20,000,000 shall apply specifically for SCSRM. This provision does not increase the total occurrence and aggregate limit provided by this policy **** Dedicated Earthquake limit for East Bay Regional Park District ($10MM) and City of Concord ($50MM) as part of overall limits of $60,000,000 """* As respects Ithe peril of All Risk, $150,00.0,000.Excess of $600,000,000 ped occurrence limit applies to Arrowhead Regional Medical Center- County of San Bernardino, excluding Flood and Earthquake Shock in Tower IV only I I DRIVER ALLIANT INSURANCE SERVICES,INC. AN ALLIANT RESOURCES CROUP COMPANY 1.301 DOVE STREET, SUITE 200,INEWPORT BEACH CA 92660-2456 ♦ 94.9-756-0271 3 I ir'. :HnrrQrQgl i 1APIA11A1 NMI I,,ok- I I-— —- AUG. 2. 2006 T: 12PM CCC RIS'( MA�NAGRMCNT N0, 582 ISSUE DATE 6-79-2006 t.. t��fil'SU N��rBYND 1�:'�y,�°'�=rr��'.s; •�*� �_'�-� •���'•li;.�:,� - yam- ..r: �,'.Ll.t. •^-e.' .).:'`�:"�.Y.4 +.{'^' .Ir' -•ti''•�yivi^ r�•� ;;,rid; --1r':•Si,:, •.:,�:: {•,.'.;�'.•iia� ��.. .r., ,W.�.,. yr<•' .'J:-` r•, ,F...r:<'•'w.":`• . �;�ri`.:�„l,^:g 1:G,%•1. f?•' r�” .'._,,1: _ _i ./:. ice•:_ rn; .::$, a..�f%i..':r:r^ :.-.,v .?;�r�:t}-:.�•. = _•�• '��li':.t•1.!_•i�', :.a•`_ ,:1i'+3'•i':r:':)•.','Y'w•' •;a'V;:. y,{: :.�..y;,t..:s-r-F.,;.,:.� -'1"t.•r,'.,i= .Y.:x::,, ;a.;J..•. .�r;,.; THIS BINDER ISA TEMPORARY INSURANCE CONTRACT,SUBJECT TO THE CONDITIONS SHOWN THROUGHOUT THIS FORM. PRODUCERCosrnpr Provider BINDER N0. DRIVER ALLIANT INSURANCE SERVICES, INC. CSAC Excess Insurance Authority EWC 7-1-06 Bind 1 P.O. Box 6450 F_FFECTNE EXPIRATION Newport Beach, CA 92658-6450 DATE TIME DATE TIME (949) 756-0271 07-01-2006 12:01 AM 09-30-2006 12:01 AM THIS CINDER IS ISSUED TO EXTEND COVERAOE IN THE ABOVE NAMED COMPANY PER EXPIRING POLICY NO: CAS104500307 CODE SUB-CODE DESCRIPTION OF OPOIATIONSNMCLESMAOPERTY(Indw4v Lmauon) INSURED CSAC EIA Excess Workers'Compensailon Members : DCCESS WORKERS COMPENSATION PROGRAM MEMBER AND C/O CSAC Excess Insurance Authority SELF-INSURED RETENTIONS PER THE ATTACHED BINDER 3017 Gold Canal Dr_;93DU ADDENDUM_ Rancho Cordova CA 95670 - •.•-,r, :'^!�;'.v.}:'1�. ':ti r}� i Ol'�.,w`,.:Y.. .i\S'I�vhV•*•w_- '�r '.i.'�'•,"h. :v'-' '.tluM ,f�". l �1i,1:.��t''' J \•-�.:• �r';: •.:.('.'�''". „rr...a.•r: ..;{':.•'•.^:'u t-r1 :4iJ•�r.r�•?:,;,•n P.•i.,..3,r..P,. . �'[•� '-,..;•,^';.r+�:'i ; ,.'bl�.... .,, w'R ^i�='.�.. , ^•.1•.. 'Jit � j•.'-::.'n.^9•�.,:�. TYPE OF INSURANCE COVERAOMFORMS AMOUUCTI NT DEOBLE'�O.Y CoINSUR PROPERTY CAUSE OFLOSS BA8•`C BROAD SPEC. GENERAL LIASIUTY GENERALAGGREGATE COMMERCIAL GENERAL UABIUTY PRODUCTS-COMPIOP AGG. r•`.} CLAIMS OCCUR PERSONAL&ADV.INJURY MADE OWNER'S&CONTRACTOR'S PROT, EACH OCCURRENCE RRE DAMAGE(Any one rre) RETRO DATE FOR CLAIMS MADE: MED.EXPENSE(Any one pemon) AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT ANY AUTO BODILY INJURY(Por person) ALL OWNED AUTOS BODILY INJURY(Porecd4en0 SCHEDULEDAUTOS PROPERTY DAMAGE HIRED AUTOS MEDICAL PAYMENTS NON-OV,MED AUTOS PERSONAL INJURY PROT• GARAGE LIABILITY UNINSURED MOTORIST AUTO PHYSICAL DAMAGE OEoucrlg fi ALL VEHICLES SCHEDULED VEHICLES ACTUAL CASH VALUE COLLISION; STATED AMOUNT OTHER THAN OTHER COL; EXCESS LIABILITY EACH OCCURRENCE UMBRELLA FORM AGGREGATE OTHER THAN UMBRELLA FORM RETRO DATE FOR CLAIMS MADE: SELF;4NSUREO RETENTION I STATUTORY LIMITS •;,`;:.,;• '.,A'.a a,_ WORKER'S COMPENSATION Excess Workers'Compensation&Employer's Liability EACH ACCIDENT SEE ATTACHED AND (See attached Terms&Conditions) DiSEASE.POUCY OMIT SEE ATTACHED EMPLOYER'S UAMUTY DISEASE-EACH EMPLOYEE SPECrAL CONDITIONSIOTHER COVERAGES SUBJECT TO THE TERMS, CONDITIONS AND EXCLUSIONS OF THE CSAC EIA EXCESS WORKERS' COMPENSATION MEMORANDUM OF COVERAGE. 'NAME AND ADDRESS CSAC EXCESS•11.; .::r"'i:;:'.'.�_,!'v:.: r-r•5;'.>; ,.�:'l,l�'.:1••�.�.._ .!:''�•4r.•�J,�,,; � .. '.. ., •.• .1.�;� �"'�'•;:=s:_i�.. J.r, '*,y:.,:. �,,. INSURANCE AUTHORITY • P"'' MORTGAGE,: ADDmpNALINSURED MEMBERS LOSS PAYEE EVIDENCE ONLY LOAN IF A AUTHORIZED I'EPRESENTATrvE AUG. 2. 2006 4. 12PM CCC RISK MANAGEMENi N0. 582 P. 14 CONDITIONS This Company binds the kind(s) of insurance stipulated on the reverse side. The Insurance is subject to the terms, conditions and limitations of the poricy(ies) in current use by the Company. This binder may be cancelled by the Insured by surrender of.this binder or by written notice to the Company stating when cancellation will be effective. This binder may be cancelled by the Company by notice to the Insured in accordance with the policy conditions. This binder is cancelled when replaced by a policy, If this binder is not replaced by a policy, the Company is entitled to charge a premium for the binder according to the Rules and Rates in use by the Company. APPLi CABLE IN NEVADA Any person who refuses to accept a binder which provides coverage of less than $9,000,000.00 when proof is required; (A) Shall be fined not more than $500.00, and (B) is liable to the party presenting the binder as proof of insurance for actual damages sustained therefrom. i AUG. 2. 2006 4: 12PM CCC RISK MANAGEMENT NO. -E2 P. 15 CSAC Excess Insurance Authority EXCESS WORKERS' COMPENSATION PROGRAM Effective July 1, 2006 BINDER ADDENDUM COVERAGE PROVIDER: CSAC Excess Insurance Authority(CSAC-EIA) COVERED PARTIES: Participating Members within CSAC Excess Insurance Authority Excess Workers'Compensation Program PROGRAM TERM: July 1,2006 to July 1,2007 PROGRAM'S COVERAGE Workers' Compensation Coverage: AND LIMITS: Pooled Retention $ 5,000,000 Workers' Compensation and Employers Liability i each occurrence (difference between $5,000,000 and the Covered Party's SIR) Excess LaYers: Layer 1: $45,000,000 in excess$5,000,000 Workers' Compensation each occurrence; reinsured By Renaissance Re(excluding Terror coverage) Terror Coverage(including NSCR): $45,000,000 in excess of$5,000,000 each occurrence, $90,000,000 Annual Aggregate; reinsured by Lloyd's of iLondon and other London/Bermuda reinsurers Layer 2: $150,000,000 in excess of$50,000,000 Workers'Compensation each occurrence; excess insurance coverage provided by National Union Fire Insurance Co. of Pittsburg, PA(including Terror coverage) As Respects All Lavers ➢J- Limits apply per occurrence for all program members . combined >1 Limits are eroded by allocated claims expense I • i I I I • I AUG. 2. 2006 4: 13PM CCC RISK MANAGEMENT' N0, 582 P. 16 CSAC(Excess Insurance Authority EXCESS WORKERS' COMPENSATION PROGRAM Effective July 1, 2006 1 BINDER ADDENDUM $500.000 Self Insured Publlc Entity Members Retention Cont City of Concord City of Covina City of Cupertino City of Escondido City of Fremont City of Hawthorne Ciiy of National City City of Oceanside City of San Buenaventura City of Santa Clara City of Simi Valley City of So. San Francisca City of Sunnyvale City of Whittier Community Development Commission of the Co. of Los Angeles Elk Grove Unified School District Golden Empire Transit District Municipal Pooling Authority Northern Ca. Cities Self Ins. Fund (NCCSIF Orange County Sanitation District Palk&Recreation District Employee Compensation (PAI RDEC) Public Agcy.Self lns.System-San Diego (PASTS-San Diego) Santa Barbara Metropolitan Transit District Santa Cruz Metropolitan Transit Dist. Yoio PARMIA 5750 000 Self Insured Retention County Members Public Entity Members Contra Costa County ACCEL—City of Modesto ACCEL—City of Palo Alto ACCEL—City of Santa Barbara City of Bell City of Downey City of FairFeld City of Stockton RivI erside Transit Authority $1,000,000 Self Insured Retention County Members Public Entity Members Santa Clara County ACCEL—City of Anaheim Central Fire District ACCEL—City of Santa Monica AC ITransit Antelope Valley Healthcare Dist. BICEP—City of Huntington Beach BICEP—City of San Bernardino BICEP—City of West Covina I ,I I I AUG, 2. 2006 4: 13PM CCC RiBK MANAGEMENT N0. 582 P. 17 I - I I I ' I I driver•ailiant I INSURANCE SERVICES INTEGRATED INSURANCE&FINANCIAL SERVICES I I I I May 16, 2006 I I TO: GLII program members I RE: Liability Program II(GLIn July 1,2006 to July 1,2007 Renewal Dear member, i I The current program includes a$10,000;000 reinsured layer in excess of the individual members' SIRS,as well as a$5,000,000 insured layer excess of the underlying layers. I We successfully negotiated with CV Starr(underwriting on behalf of AIG)to extend this program to October 1, 2006 (a 3 month extension)at the current premium and terms,which was approved by the EIA Liability Program II(GLII)Committee this past December.This extension has resulted in substantial premium savings for the members of this program since the program is currently very aggressively priced and the premiums are significantly under market and well below the historical loss"burn"of the program. I We have recommended that the GLII Ptograan members budget for 75-100% premium increases. We, of course,hope that the final premiums and terms will be much closer to the expiring premiums, We believe our best opportunity for doing so will be the competitive battle between CV Starr(now underwriting on behalf of Everest Re) and AIG as they ifight to keep what they both see as their renewal. We are also approaching all other known public entity reinsurers to make sure we have canvassed all potential markets. ' I Our negotiations are still ongoing; we hook forward to discussing this in more detail at the upcoming meeting. I I - Sincerely, I DRIVER ALLIANT INSURANCE SERVICES,INC. I * I I Nazie A.Arshi I First Vice President I I I ' I I ' I I Driver Alliant Insurance Services,Inc. an AIR=Resounes Group company 1301 Dove St Suite 200,Newport Beach CA 92660-2436 . 949-756.0271 I_Ic#006861 . wwwArlveralliantcom I Form 8038_G Information Return for Tax-Exempt Governmental Obligations ► Under Internal Revenue Code section 149(e) OMB No. 1545-0720 (Rev. November 2000) I ► See separate Instructions. Internal ev of the Treasury Caution: If the issue rice is under 5100,000, use Form 8038-GC. Internal Revenue Service P Zeporting Authority If Amended Return, check here No- 1 1 Issuer's name I 2 Issuer's employer identification number Contra Costa County Sanitation District No.5 94 . 6000509 3 Number and street(or P.O. box if mail is not delivered to street address) Room/suite 4 Report number 225 Glacier Drive 3 5 City, town, or post office, state, and ZIP code 6 Date of issue Martinez, CA 94553 I 1 Q J'1 11 10 6 7 Name of issue 8 CUSIP number Loan Agreement#05-089 9 Name and title of officer or legal representative whom the IRS may call for more information 10 Telephone number of oftcer or legal representative R. Mitch Avalon, Deputy Chief Engineer (925 ) 313-2191 Or.19—Type of Issue (check applicable lbox(es) and enter the issue rice) See instructions and attach schedule 11 ❑ Education . . . . . . . . . . . . . . . . . . . . . . . 11 12 ❑ Health and hospital . . . . . . 12 13 El Transportation . . . . . . . . 13 14 ❑ Public safety. . . . . . . . . . . . . . . . . . . . . . . . . 14 15 ] Environment [including sewage bonds) . 15 550 , 000. 00 16 ❑ Housing . . . . . . . . . 16 17 ❑ Utilities . . . . . . . . . . . 17 18 ❑ Other. Describe 10- 19 19 If obligations are TANS or RANs, check box ► ❑ If obligations are BANS, check box ► ❑ 20 If obligations are in the form of a lease or installment sale, check box ► ❑ Description of Obligations. Com b fete for the entire issue for which this form is beinq filed. (a)Final maturity date (b)Issue price (c)Stated redemption. (d)Weighted (e)Yield price at maturity average maturity 21 $ $ 20 years 5. 10000 % Uses of Proceeds of and Issue,(includin underwriters' discount) 22 Proceeds used for accrued interest 22 0 . 23 Issue price of entire issue (enter amount from line 21, column (b)) . . . . 429 23 _ 5501-000 . 00 24 Proceeds used for bond issuance costs (including underwriters' discount) 24 25 Proceeds used for credit enhancement . �. . . . . . . 25 26 Proceeds allocated to reasonably required reserve or replacement fund . 26 27 Proceeds used to currently refund prior issues . . . . . . . . 27 28 Proceeds used to advance refund prior issues . . . . . . . . . 28 29 Total (add lines 24 through 28) . . . . . . . . . . . .. . . . . . . 0 30 Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here). 30 550 000. 00 Descri tion of Refunded Bonds (Complete this part only for refunding bonds.) 31 Enter the remaining weighted average maturity of the bonds to be currently refunded . . . ► years 32 Enter the remaining weighted average maturity of the bonds to be advance refunded . . . 10- years 33 Enter the last date on which the refunded bonds will be called . . . . . . . . . . . ► 34 Enter the date(s) the refunded bonds were issued ► Miscellaneous 35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) 35 NIA 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract(see instructions) 36a N/A b Enter the final maturity date of the guaranteed•investment contract 10,37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a NIA b If this issue is a loan made from the proceeds of another tax-exempt issue, check box ► ❑ and enter the name of the issuer ► i and the date of the issue ► 38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box ► 39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . .. . . ► 40 If the issuer has identified a hedge, check box i ► ❑ Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements,and to the best of my knowledge and belief,thw are true correct,and complete. Sign Here ✓ ZC p • / I/f-!� V��� ' Signal a of issuer's authorized representative, Date 'Type or print name and title For Paperwork Reduction Act Notice, see page 21of the Instructions. cat. 63773s Form G (Rev. 11-2000) ® �to 1, Ad—IF Tiaijaipp.—