HomeMy WebLinkAboutResolutions 2026-48 - $1,692,000 SPECIAL IMPROVEMENT DISTRICT NO. 789 BOND (RIVERSIDE NEIGHBORHOOD) (DNRC WATER POLLUTION CONTROL STATE REVOLV
BOND RESOLUTION
Relating to
$1,692,000
SPECIAL IMPROVEMENT DISTRICT NO. 789 BOND (RIVERSIDE
NEIGHBORHOOD) (DNRC WATER POLLUTION CONTROL STATE REVOLVING
LOAN PROGRAM), SERIES 2026
CITY OF BOZEMAN, MONTANA
Adopted: June 2, 2026
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TABLE OF CONTENTS
Page
ARTICLE I DEFINITIONS, RULES OF CONSTRUCTION AND EXHIBITS ................... 2
Section 1.1 Definitions....................................................................................................2
Section 1.2 Other Rules of Construction ........................................................................7
Section 1.3 Appendices ...................................................................................................8
ARTICLE II REPRESENTATIONS AND COVENANTS ...................................................... 9
Section 2.1 Representations ............................................................................................9
Section 2.2 Covenants ...................................................................................................13
Section 2.3 Resolution of Intention ..............................................................................16
Section 2.4 Notices .......................................................................................................16
Section 2.5 Creation of District ....................................................................................17
Section 2.6 Construction Contracts...............................................................................17
Section 2.7 Costs ...........................................................................................................18
ARTICLE III USE OF PROCEEDS; THE RIVERSIDE SEWER PROJECT ................... 18
Section 3.1 Use of Proceeds..........................................................................................18
Section 3.2 The Riverside Sewer Project ......................................................................19
Section 3.3 Project Representations and Covenants .....................................................20
Section 3.4 Completion or Cancellation or Reduction of Costs of the Riverside
Sewer Project .......................................................................................21
ARTICLE IV THE 2026 LOAN ................................................................................................ 22
Section 4.1 The 2026 Loan; Disbursement of 2026 Loan ............................................22
Section 4.2 Commencement of 2026 Loan Term .........................................................25
Section 4.3 Termination of 2026 Loan Term................................................................25
Section 4.4 Loan Closing Submissions .........................................................................25
ARTICLE V REPAYMENT OF 2026 LOAN.......................................................................... 25
Section 5.1 Repayment of 2026 Loan ...........................................................................25
Section 5.2 Additional Payments ..................................................................................27
Section 5.3 Prepayments ...............................................................................................27
Section 5.4 Obligations of City Unconditional .............................................................28
Section 5.5 Limited Liability ........................................................................................29
ARTICLE VI OTHER AGREEMENTS OF CITY ................................................................ 29
Section 6.1 Maintenance of Existence; Merger, Consolidation, Etc.;
Disposition of Assets ...........................................................................29
Section 6.2 Punctual Payment.......................................................................................30
Section 6.3 Accumulation of Claims of Interest ...........................................................30
Section 6.4 Against Encumbrances...............................................................................31
Section 6.5 Compliance with Resolution ......................................................................31
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Section 6.6 Construction of Riverside Sewer Project ...................................................31
Section 6.7 Levy of Assessments..................................................................................31
Section 6.8 Reassessment .............................................................................................32
Section 6.9 Further Assurances.....................................................................................33
Section 6.10 Waiver of Penalty and Interest ...................................................................33
ARTICLE VII INDEMNIFICATION OF DNRC AND DEQ ................................................ 33
ARTICLE VIII ASSIGNMENT ................................................................................................ 34
Section 8.1 Assignment by City....................................................................................34
Section 8.2 Assignment by DNRC ...............................................................................34
Section 8.3 State Refunding Bonds ..............................................................................34
ARTICLE IX THE SID NO. 789 BOND .................................................................................. 34
Section 9.1 Sale and Issuance of the SID No. 789 Bond ..............................................34
Section 9.2 Terms .........................................................................................................34
Section 9.3 Negotiability, Transfer and Registration....................................................35
Section 9.4 Execution and Delivery..............................................................................35
Section 9.5 Deposit of SID No. 789 Bond Proceeds ....................................................36
Section 9.6 Form ...........................................................................................................36
ARTICLE X DISTRICT FUND; ASSESSMENTS ................................................................. 36
Section 10.1 Priority of Bond Payments .........................................................................36
Section 10.2 District Fund ..............................................................................................36
Section 10.3 Construction Account ................................................................................37
Section 10.4 Principal Account and Interest Account ....................................................37
Section 10.5 Loans from Revolving Fund ......................................................................38
ARTICLE XI CONTINUING DISCLOSURE ........................................................................ 39
ARTICLE XII DEFEASANCE ................................................................................................. 39
Section 12.1 General .......................................................................................................39
Section 12.2 Maturity......................................................................................................40
Section 12.3 Redemption ................................................................................................40
Section 12.4 Escrow........................................................................................................40
ARTICLE XIII TAX MATTERS ............................................................................................. 40
Section 13.1 Use of Riverside Sewer Project .................................................................40
Section 13.2 General Covenant.......................................................................................41
Section 13.3 Arbitrage Certifications .............................................................................41
Section 13.4 Arbitrage Rebate ........................................................................................41
Section 13.5 Information Reporting ...............................................................................42
ARTICLE XIV MISCELLANEOUS ........................................................................................ 42
Section 14.1 Notices .......................................................................................................42
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Section 14.2 Binding Effect ............................................................................................42
Section 14.3 Severability ................................................................................................42
Section 14.4 Amendments ..............................................................................................43
Section 14.5 Applicable Law ..........................................................................................43
Section 14.6 Captions; References to Sections ...............................................................43
Section 14.7 No Liability of Individual Officers, Directors or Commission
Members ..............................................................................................43
Section 14.8 Payments Due on Holidays ........................................................................43
Section 14.9 Right of Others To Perform City’s Covenants ..........................................43
Section 14.10 Authentication of Transcript ......................................................................44
Section 14.11 Repeals and Effective Date ........................................................................44
APPENDIX A—Description of the Riverside Sewer Project .................................................... A-1
APPENDIX B—Form of SID No. 789 Bond ..............................................................................B-1
APPENDIX C—Additional Representations and Covenants ......................................................C-1
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RESOLUTION NO. 2026-48
RESOLUTION RELATING TO $1,692,000 SPECIAL IMPROVEMENT
DISTRICT NO. 789 BOND (RIVERSIDE NEIGHBORHOOD) (DNRC
WATER POLLUTION CONTROL STATE REVOLVING LOAN
PROGRAM), SERIES 2026; AUTHORIZING THE ISSUANCE AND
FIXING THE TERMS AND CONDITIONS THEREOF AND PROVIDING
FOR THE SECURITY THEREFOR
WHEREAS, pursuant to the Water Pollution Control State Revolving Fund Act, Montana
Code Annotated, Title 75, Chapter 5, Part 11, as amended (the “State Act”), the State of Montana
(the “State”) has established a revolving loan program (the “Program”) to be administered by the
Department of Natural Resources and Conservation of the State of Montana, an agency of the State
(the “DNRC”), and by the Department of Environmental Quality of the State of Montana, an
agency of the State (the “DEQ”), and has provided that a water pollution control state revolving
fund (the “Revolving Fund”) be created within the state treasury and all federal, state and other
funds for use in the Program be deposited into the Revolving Fund, including, but not limited to,
all federal grants for capitalization of a state water pollution control revolving fund under the
Federal Water Pollution Control Act (the “Clean Water Act”), all repayments of assistance
awarded from the Revolving Fund, interest on investments made on money in the Revolving Fund
and payments of principal of and interest on loans made from the Revolving Fund; and
WHEREAS, the State Act provides that funds from the Program shall be disbursed and
administered for the purposes set forth in the Clean Water Act and according to rules adopted by
the DEQ and the DNRC; and
WHEREAS, the City of Bozeman, Montana (the “City”) has applied to the DNRC for a
loan (the “2026 Loan”) from the Revolving Fund to enable the City to finance, refinance or
reimburse itself for the costs of the Riverside Sewer Project (as hereinafter defined), which will
carry out the purposes of the Clean Water Act; and
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WHEREAS, under the provisions of the Montana Code Annotated, Title 7, Chapter 12,
Parts 41 and 42, as amended (the “Enabling Act”), the City is authorized to create special
improvement districts to finance local improvements to be undertaken for the benefit of the district
and to issue its special improvement district bonds; and
WHEREAS, the City has, pursuant to the Enabling Act, created Special Improvement
District No. 789 (Riverside Neighborhood) of the City (the “District”) and has provided for the
levy and collection of special assessments against benefitted property therein in accordance with
the Resolution of Intention (as hereinafter defined) and has provided for the pledge of the Special
Improvement District Revolving Fund of the City pursuant to the Enabling Act for the security of
the SID No. 789 Bond (as hereinafter defined); and
WHEREAS, the City is authorized under applicable laws, ordinances and regulations to
adopt this Resolution and to issue the SID No. 789 Bond to evidence the 2026 Loan for the
purposes set forth herein;
WHEREAS, the DNRC will fund the 2026 Loan (as hereinafter defined) in part, directly
or indirectly, from proceeds of the EPA Capitalization Grant, proceeds of State Bonds (as
hereinafter defined) and/or Recycled Money (as hereinafter defined), as determined by the DNRC.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF BOZEMAN, MONTANA, AS FOLLOWS:
ARTICLE I
DEFINITIONS, RULES OF CONSTRUCTION AND EXHIBITS
Section 1.1 Definitions. In this Resolution, unless a different meaning clearly appears
from the context:
“Administrative Expense Surcharge” means a surcharge equal to twenty-five hundredths
of one percent (0.25%) per annum on the outstanding principal amount of the 2026 Loan, payable
on the same dates that payments of interest on the 2026 Loan are due.
“Authorized DNRC Officer” means the Director of the DNRC or his or her designee.
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“Bond Counsel” means any Counsel nationally recognized as experienced in matters
relating to the issuance by states or political subdivisions of tax-exempt obligations selected by the
Borrower and acceptable to the DNRC.
“Bond Register” means the registration books maintained by the Registrar for the purpose
of registering the ownership, transfer and exchange of the SID No. 789 Bond.
“Bondholder” or “Holder” means in respect of a Bond, the registered owner thereof as
shown in the Bond Register.
“Business Day” means any day other than a Saturday, Sunday, legal holiday in the State,
or day on which banks in the State are authorized or required by law to close.
“City” means the City of Bozeman, Montana, or any successor pursuant to Section 6.1.
“Clean Water Act” means the Federal Water Pollution Control Act, 33 U.S.C. §§ 1251-
1387, as amended, and all regulations, rules and interpretations issued by the EPA thereunder.
“Closing” means the date of delivery of the SID No. 789 Bond to the DNRC.
“Code” means the Internal Revenue Code of 1986.
“Collateral Documents” means any security agreement, guaranty or other document or
agreement delivered to the DNRC, if any, securing the obligations of the City under this Resolution
and the SID No. 789 Bond. If no Collateral Documents secure such obligations, any reference to
Collateral Documents in this Resolution shall be without effect.
“Committed Amount” means the amount of the 2026 Loan committed to be lent by the
DNRC to the City pursuant to Section 4.1, as such amount may be reduced pursuant to Sections 3.2
and 3.4.
“Construction Account” means the account so designated in the District Fund and
established pursuant to Sections 10.2 and 10.3.
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“Counsel” means an attorney duly admitted to practice law before the highest court of any
state and satisfactory to the DNRC.
“DEQ” means the Department of Environmental Quality of the State of Montana, an
agency of the State, or any successor to its powers, duties and obligations under the Act or the
EPA Agreements.
“District Fund” means the Special Improvement District No. 789 Fund of the City,
established pursuant to Section 10.2.
“DNRC” means the Department of Natural Resources and Conservation of the State of
Montana, an agency of the State, and any successor to its powers, duties and obligations under the
State Act.
“Enabling Act” means Montana Code Annotated, Title 7, Chapter 12, Parts 41 and 42, as
amended.
“EPA” means the Environmental Protection Agency, an agency of the United States of
America, and any successor to its functions under the Clean Water Act.
“EPA Agreements” means all capitalization grant agreements and other written agreements
between the DEQ, the DNRC, and the EPA concerning the Program.
“EPA Capitalization Grant” means a grant of funds to the State by the EPA under Title VI
of the Clean Water Act and any grant made available by the EPA for deposit in the Revolving
Fund pursuant to Section 205(m) of the Clean Water Act.
“Fiscal Year” means the period commencing on the first day of July of any year and ending
on the last day of June of the next calendar year, or any other twelve-month period authorized by
law and specified by the Commission as the City’s fiscal year.
“Government Obligations” means (a) direct general obligations of, or obligations the
prompt payment of the principal of and the interest on which is fully and unconditionally
guaranteed by, the United States of America, (b) obligations the payment of the principal of,
premium, if any, and interest on which is fully guaranteed as a full faith and credit obligation of
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the United States of America, (c) certificates or other evidence of ownership in principal to be paid
or interest to accrue on a pool of obligations of the type described in the foregoing clause (a) or
(b), which obligations are held by a custodian, any obligations described in the foregoing clause (a)
or (b) may be issued or held in book-entry form on the books of the Department of Treasury of the
United States of America, and (d) a government money market fund holding the foregoing
obligations or certificates.
“Governmental Unit” means governmental unit as such term is used in Section 145(a) of
the Code.
“Indenture” means the Indenture of Trust, dated as of June 1, 1991, between the Board of
Examiners of the State and the Trustee, as such may be supplemented or amended from time to
time in accordance with the provisions thereof, pursuant to which, among other things, the State
Bonds are to be or have been issued.
“Interest Account” means the account so designated in the District Fund and established
pursuant to Sections 10.2 and 10.4.
“Loan Loss Reserve Surcharge” means a surcharge equal to twenty-five hundredths of one
percent (0.25%) per annum on the outstanding principal amount of the 2026 Loan payable by the
City on the same dates that payments of interest on the 2026 Loan are due.
“Loan Repayments” means the periodic payments of principal of and interest on the 2026
Loan, at the rate and times specified in Article V.
“Loan Term” means that period of time commencing and ending as set in Sections 4.2 and
4.3.
“Opinion of Counsel” means a written opinion of Counsel.
“Pledged Revenues” means the special assessments levied pursuant to Section 6.7, amounts
then on hand in the Revolving Fund and available for transfer to the Interest Account or the
Principal Account, as provided in Section 10.5.
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“Principal Account” means the account so designated in the District Fund and established
pursuant to Sections 10.2 and 10.4.
“Person” means any individual, corporation, partnership, joint venture, limited liability
company, limited liability partnership, association, joint stock company, trust, unincorporated
organization or Public Entity.
“Program” means the Water Pollution Control State Revolving Fund Program established
by the State Act.
“Project” means an improvement, betterment, reconstruction or extension of the System,
including the Riverside Sewer Project.
“Public Entity” means a State agency, city, town, municipality, irrigation district, county
water and sewer district, a soil conservation district or other public body created pursuant to State
law or an Indian tribe that has a federally recognized governing body carrying out substantial
governmental duties and powers over any area.
“Recycled Money” means payments and prepayments of principal of loans made under the
Program, and any other amounts transferred to the Principal Subaccount in the Revenue
Subaccount in the State Allocation Account (as such terms are defined in the Indenture).
“Registrar” means the Person, if any, appointed by the City to maintain the Bond Register
for the SID No. 789 Bond.
“Reserved Amounts” means any undisbursed Committed Amount which will or may be
required to pay any remaining costs of the Riverside Sewer Project upon completion thereof as
provided in Section 3.4(a).
“Resolution” means this Resolution as it may from time to time be amended or
supplemented in accordance with its terms.
“Resolution of Intention” means Resolution No. 5647, adopted by the City Commission
on November 19, 2024.
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“Revolving Fund” means the Special Improvement District Revolving Fund of the City
established pursuant to the Enabling Act and Ordinance No. 759, adopted by the City Commission
on May 13, 1968.
“Riverside Sewer Project” means the designing, engineering, and construction of the
facilities, improvements and activities financed, refinanced or the cost of which is being financed
by or reimbursed to the City with proceeds of the 2026 Loan, described in Appendix A hereto.
“System” means the municipal sewer system of the City, including the sanitary sewer and
storm sewer, as it may at any time exist, of which the Riverside Sewer Project will constitute a
part.
“SID No. 789 Bond” means the $1,692,000 Special Improvement District No. 789 Bond
(Riverside Neighborhood) (DNRC Water Pollution Control State Revolving Loan Program),
Series 2026, issued to the DNRC to evidence the 2026 Loan.
“State” means the State of Montana.
“State Act” means Montana Code Annotated, Title 75, Part 5, Chapter 11, as amended from
time to time.
“State Bonds” means the State’s General Obligation Bonds (Water Pollution Control State
Revolving Fund Program), issued and to be issued pursuant to the Indenture.
“Trustee” means U.S. Bank Trust Company, National Association, or any successor trustee
under the Indenture.
“2026 Loan” means the loan made to the City by the DNRC pursuant to the Program in the
maximum amount of the Committed Amount to provide funds to pay costs of the Riverside Sewer
Project, to pay costs of issuance, and to fund a deposit to the Revolving Fund.
Section 1.2 Other Rules of Construction. For all purposes of this Resolution, except
where the context clearly indicates otherwise:
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(a)All accounting terms not otherwise defined herein have the meanings
assigned to them in accordance with generally accepted government accounting standards.
(b)Terms in the singular include the plural and vice versa.
(c)All references to time shall refer to Helena, Montana time, unless otherwise
provided herein.
(d)All references to mail shall refer to first-class mail postage prepaid.
(e)Words of the masculine gender shall be deemed and construed to include
correlative words of the feminine and neuter genders.
(f)“Or” is not exclusive, but is intended to permit or encompass one, more or
all of the alternatives conjoined.
(g)All references in this Resolution to designated sections and other
subdivisions are to the designated sections and other subdivisions of this Resolution as
originally adopted.
(h)The words “herein,” “hereof” and “hereunder” and other words of similar
import without reference to any particular section or subdivision refer to this Resolution as
a whole and not to any particular section or other subdivision unless the context clearly
indicates otherwise.
(i)All accounting terms not otherwise defined herein have the meanings
assigned to them in accordance with generally accepted accounting principles applicable
to governmental entities.
(j)All computations provided herein shall be made in accordance with
generally accepted accounting principles applicable to governmental entities consistently
applied.
Section 1.3 Appendices. Attached to this Resolution and hereby made a part hereof are
the following Appendices:
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Appendix A: a description of and estimated budget for the Riverside Sewer Project;
Appendix B: the form of the SID No. 789 Bond; and
Appendix C: additional agreements, representations, and covenants of the City.
ARTICLE II
REPRESENTATIONS AND COVENANTS
Section 2.1 Representations. The City represents as follows:
(a)Organization and Authority. The City:
(i)is duly organized and validly existing as a municipal corporation and
political subdivision of the State;
(ii)has all requisite power and authority and all necessary licenses and
permits required as of the date hereof to own and operate the Riverside Sewer
Project and to carry on its current activities with respect to the Riverside Sewer
Project, to adopt this Resolution and to enter into the Collateral Documents and to
issue the SID No. 789 Bond and to carry out and consummate all transactions
contemplated by this Resolution, the SID No. 789 Bond and the Collateral
Documents;
(iii)is a Governmental Unit and a Public Entity; and
(iv)has taken all proper action to authorize the execution, delivery and
performance of its obligations under this Resolution, the SID No. 789 Bond and the
Collateral Documents and the issuance of the SID No. 789 Bond in the maximum
amount of the Committed Amount.
(b)Litigation. There is no litigation or proceeding pending, or to the
knowledge of the City threatened, against or affecting the City in any court or before or by
any governmental authority or arbitration board or tribunal that, if adversely determined,
would materially and adversely affect the existence, corporate or otherwise, of the City,
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the validity or regularity of the creation of the District, the contracts for construction of the
Riverside Sewer Project or the undertaking and agreement of the City to levy special
assessments therefor and to make good any deficiency in the collection thereof through the
levy of taxes for and the making of advances from the Revolving Fund, or the right and
power of the City to issue the SID No. 789 Bond or in any manner questioning the existence
of any condition precedent to the exercise of the City’s powers in these matters or the
ability of the City to make all payments and otherwise perform its obligations under this
Resolution, the SID No. 789 Bond and the Collateral Documents, or the transactions
contemplated by this Resolution, the SID No. 789 Bond, and the Collateral Documents or
the validity and enforceability of this Resolution, the SID No. 789 Bond and the Collateral
Documents. No referendum petition has been filed with respect to any resolution or other
action of the City relating to the Riverside Sewer Project, the SID No. 789 Bond or any
Collateral Documents and the period for filing any such petition will have expired before
issuance of the SID No. 789 Bond.
(c)Borrowing Legal and Authorized. The adoption of this Resolution, the
execution and delivery of the SID No. 789 Bond, the Collateral Documents and the
consummation of the transactions provided for in this Resolution, the SID No. 789 Bond
and the Collateral Documents and compliance by the City with the provisions of this
Resolution, the SID No. 789 Bond and the Collateral Documents:
(i)are within the powers of the City and have been duly authorized by
all necessary action on the part of the City; and
(ii)do not and will not result in any breach of any of the terms,
conditions or provisions of, or constitute a default under, or result in the creation or
imposition of any lien, charge or encumbrance upon any property or assets of the
City pursuant to any ordinance, resolution, indenture, loan agreement or other
agreement or instrument (other than this Resolution and any Collateral Documents)
to which the City is a party or by which the City or its property may be bound, nor
will such action result in any violation of the provisions of the charter or similar
document, if applicable, of the Borrower or any laws, ordinances, governmental
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rules or regulations or court or other governmental orders to which the City, its
properties or operations are subject.
(d)No Defaults. No event has occurred and no condition exists that, upon the
execution and delivery of the SID No. 789 Bond and the Collateral Documents, would
constitute a default under this Resolution or the Collateral Documents. The City is not in
violation of any term of any agreement, bond resolution, trust indenture, charter or other
instrument to which it is a party or by which it or its property may be bound which violation
would materially and adversely affect the transactions contemplated hereby or the
compliance by the City with the terms hereof or of the SID No. 789 Bond and the Collateral
Documents.
(e)Governmental Consent. The City has obtained or made all permits, findings
and approvals required to the date of adoption of this Resolution by any governmental body
or officer for the making and performance by the City of its obligations under this
Resolution, the SID No. 789 Bond and the Collateral Documents or for the Riverside Sewer
Project, the financing or refinancing thereof or the reimbursement of the City for the costs
thereof. No consent, approval or authorization of, or filing, registration or qualification
with, any governmental authority (other than those, if any, already obtained) is required on
the part of the City as a condition to adopting this Resolution, issuing the SID No. 789
Bond or entering into the Collateral Documents and the performance of the City’s
obligations hereunder and thereunder.
(f)Binding Obligation. This Resolution, the SID No. 789 Bond and any
Collateral Documents to which the City is a party are the valid and binding obligations and
agreements of the City, enforceable against the City in accordance with their terms except
to the extent that the enforceability thereof may be limited by laws relating to bankruptcy,
moratorium, reorganization, insolvency or similar laws affecting creditors’ rights and
general principles of equity.
(g)The Riverside Sewer Project. The Riverside Sewer Project consists and will
consist of the facilities, improvements and activities described in Appendix A, as such
Appendix A may be amended from time to time in accordance with the provisions of
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Article III of this Resolution. The Riverside Sewer Project comprises facilities of a type
that, as determined by the EPA, will facilitate compliance with the national primary water
pollution control regulations applicable to the System or will otherwise significantly further
the health protection objectives of the Clean Water Act.
(h)The System. The System is a “public sewage system” within the meaning
of the State Act and the Clean Water Act in that it is a public sewage system that provides
collection, transportation, treatment or disposal of sewage for 15 or more families or 25 or
more persons daily for any 60 or more days in a calendar year.
(i)Full Disclosure. There is no fact that the City has not specifically disclosed
in writing to the DNRC that materially and adversely affects or (so far as the City can now
foresee), except for pending or proposed legislation or regulations that are a matter of
general public information, that will materially and adversely affect the properties,
operations and finances of the System, the City’s status as a Public Entity and
Governmental Unit, its ability to own and operate the System in the manner they are
currently operated or the City’s ability to perform its obligations under this Resolution, the
SID No. 789 Bond and the Collateral Documents and to pledge any revenues or other
property pledged to the payment of the SID No. 789 Bond.
(j)Compliance With Law. The City:
(1) is in compliance with all laws, ordinances, governmental rules and
regulations and court or other governmental orders, judgments and decrees to which
it is subject and which are material to the properties, operations and finances of the
System or its status as a Public Entity and Governmental Unit; and
(2) has obtained all licenses, permits, franchises or other governmental
authorizations necessary to the ownership of the Riverside Sewer Project and the
System and the operation thereof and agrees to obtain all such licenses, permits,
franchises or other governmental authorizations as may be required in the future for
the Riverside Sewer Project and the System and the operation thereof, which failure
to obtain might materially and adversely affect the ability of the City to conduct the
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operation of the Riverside Sewer Project as presently conducted or contemplated
or the condition (financial or otherwise) of the System or the City’s ability to
perform its obligations under this Resolution, the SID No. 789 Bond and the
Collateral Documents.
Section 2.2 Covenants.
(a)Right of Inspection. The DNRC, the DEQ and the EPA and their designated
agents shall have the right at all reasonable times during normal business hours and upon
reasonable notice to enter into and upon the property of the City for the purpose of
inspecting the Riverside Sewer Project or any or all books and records of the City relating
to the Riverside Sewer Project.
(b)Further Assurance. The City shall execute and deliver to the DNRC all such
documents and instruments and do all such other acts and things as may be necessary or
required by the DNRC to enable the DNRC to exercise and enforce its rights under this
Resolution, the SID No. 789 Bond and the Collateral Documents and to realize thereon,
and record and file and re-record and refile all such documents and instruments, at such
time or times, in such manner and at such place or places, all as may be necessary or
required by the DNRC to validate, preserve and protect the position of the DNRC under
this Resolution, the SID No. 789 Bond and the Collateral Documents.
(c)Maintenance of Security; Recordation of Interest.
(i)The City shall, at its expense, take all necessary action to maintain
and preserve the lien and security interest of this Resolution and the Collateral
Documents so long as any amount is owing under this Resolution or the SID No.
789 Bond;
(ii)The City shall forthwith cause this Resolution and any Collateral
Documents granting a security interest in revenues or real or personal property and
any financing statements or other notices or documents relating thereto to be filed,
registered and recorded in such manner and in such places as may be required by
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law in order to perfect and protect fully the lien and security interest hereof and
thereof and the security interest in them granted by this Resolution and, from time
to time, shall perform or cause to be performed any other act required by law,
including executing or causing to be executed any and all required continuation
statements and shall execute or cause to be executed any further instruments that
may be requested by the DNRC for such perfection and protection; and
(iii)Except to the extent it is exempt therefrom, the City shall pay or
cause to be paid all filing, registration and recording fees incident to such filing,
registration and recording, and all expenses incident to the preparation, execution
and acknowledgment of the documents described in subparagraph (ii), and all
federal or state fees and other similar fees, duties, imposts, assessments and charges
arising out of or in connection with the execution and delivery of the SID No. 789
Bond and the Collateral Documents and the documents described in
subparagraph (ii).
(d)Additional Agreements. The City covenants to comply with all
representations, covenants, conditions and agreements, if any, set forth in Appendix C
hereto.
(e)Financial Information. The City will cause proper and adequate books of
record and account to be kept showing complete and correct entries of all receipts,
disbursements and other transactions relating to the District, and the segregation and
application of the special assessments and other revenues in accordance with this
Resolution, in such reasonable detail as may be determined by the City in accordance with
generally accepted governmental accounting practice and principles. It will cause such
books to be maintained on the basis of the same Fiscal Year as that utilized by the City.
The City shall, within 270 days after the close of each Fiscal Year, cause to be prepared
and supply to the DNRC a financial report with respect to the District for such Fiscal Year.
The report shall be prepared at the direction of the Finance Director of the City in
accordance with applicable generally accepted governmental accounting principles and, in
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addition to whatever matters may be thought proper by the Finance Director to be included
therein, shall include the following:
(A) A balance sheet of the District Fund and the Revolving Fund as of
the end of the Fiscal Year;
(B) The amount on hand in each account of the District Fund and in the
Revolving Fund at the end of the Fiscal Year; and
(C) A determination that the report shows full compliance by the City
with the provisions of this Resolution during the Fiscal Year covered thereby, or, if
the report should reveal that the Pledged Revenues have been insufficient for
compliance with this Resolution, the report shall include a full explanation thereof.
(f)Project Accounts. The City shall maintain Project accounts in accordance
with generally accepted government accounting standards, and as separate accounts, as
required by Section 602(b)(9) of the Clean Water Act.
(g)Records. After reasonable notice from the EPA or the DNRC, the City shall
make available to the EPA or the DNRC such records as the EPA or the DNRC reasonably
requires to review and determine compliance with the Clean Water Act, as provided in
Section 75-5-1113(1)(d) of the State Act.
(h)Compliance with Clean Water Act. The City has complied and shall comply
with all conditions and requirements of the Clean Water Act pertaining to the 2026 Loan
and the Riverside Sewer Project and shall maintain sufficient financial, managerial and
technical capability to continue to effect such compliance.
(i)Program Covenant. The City agrees that neither it nor any “related person”
to the City (within the meaning of Section 147(a)(2) of the Code) shall, whether pursuant
to a formal or informal arrangement, acquire bonds issued by the State under the Indenture
in an amount related to the amount of the SID No. 789 Bond.
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(j)Compliance with DEQ Requirements. The City shall comply with the
plans, specifications and other requirements for public sewer systems established by the
DEQ, as required by Section 75-5-1113(1)(g) of the State Act.
Section 2.3 Resolution of Intention. By the Resolution of Intention, this Commission
declared its intention to create the District for the purpose of making special improvements for the
special benefit of the District. The Resolution of Intention designated the number of the District,
described the boundaries thereof, stated whether the District was an extended district and stated
the general character of the improvements to be made and an approximate estimate of the costs
thereof, in accordance with the provisions of the Enabling Act. By the Resolution of Intention this
Commission also declared its intention to cause the cost and expense of making the improvements
specially benefiting the District to be assessed against the properties included within the
boundaries thereof in accordance with one or more methods of assessment authorized in Montana
Code Annotated, Sections 7-12-4161 to 7-12-4165 and as set forth in the Resolution of Intention.
In the Resolution of Intention, the Commission also declared its intention to reimburse the City for
costs paid before issuance of the SID No. 789 Bond, as required by Section 1.150-2 of the Income
Tax Regulations promulgated under the Internal Revenue Code.
In the Resolution of Intention, this Commission further found that it is in the public interest,
and in the best interest of the City and the District, to secure payment of principal of and interest
on the SID No. 789 Bond by the Revolving Fund, on the basis of the factors required to be
considered under Section 7-12-4225 of the Enabling Act.
Section 2.4 Notices. Notice of the passage of the Resolution of Intention was given by
two publications, with at least six days between publications, in a qualified newspaper of general
circulation in the county in which the City is located or, if no such newspaper is published, in a
qualified newspaper published in an adjacent county, as required by Montana Code Annotated,
Sections 7-12-4106(2) and 7-1-2121. Notice of the passage of the Resolution of Intention was
also mailed the same day the notice was first published to all persons, firms or corporations or the
agents thereof having real property within the District listed in their names upon the last completed
assessment roll for state, county and school district taxes, at their last known addresses. The notice
described the general character of the Riverside Sewer Project, stated the estimated cost of the
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Riverside Sewer Project and the method or methods of assessment of such costs against properties
in the District, specified the time when and the place where the Commission would hear and pass
upon all protests made against the making of the Riverside Sewer Project or the creation or
extension of the District, referred to the Resolution of Intention as being on file in the office of the
City Clerk for a description of the boundaries of the District, all in accordance with the provisions
of the Resolution of Intention, and included a statement that, subject to the limitations of Section
7-12-4222 of the Enabling Act, the general fund of the City may be used to provide loans to the
revolving fund or a general tax levy may be imposed on all taxable property in the City to meet
the financial requirements of the revolving fund.
Section 2.5 Creation of District. At the time and place specified in the notice
hereinabove described, this Commission met to hear, consider and pass upon all protests made
against the making of the Riverside Sewer Project and the creation of the District, and, after
consideration thereof and the appropriate City contributions to the Riverside Sewer Project, it was
determined and declared that insufficient protests against the creation or extension of the District
or the proposed work had been filed in the time and manner provided by law by the owners of the
property to be assessed for the Riverside Sewer Project in the District, and this Commission did
therefore by Resolution No. 5648, adopted December 17, 2024, create the District and order the
proposed Riverside Sewer Project in accordance with the Resolution of Intention. In the
resolution, the Commission also confirmed the findings it made with respect to the pledge of the
Revolving Fund in the Resolution of Intention.
Section 2.6 Construction Contracts. Plans, specifications, maps, profiles and surveys
for construction of the Riverside Sewer Project were prepared by the engineers acting for the City,
and were thereupon examined and approved by this Commission. An advertisement for bids for
construction of the Riverside Sewer Project was published in the official newspaper of the City in
accordance with the provisions of Montana Code Annotated, Section 7-12-4141, after which the
bids theretofore received were opened and examined. After referring the bids to the engineers for
the City it was determined that the lowest regular proposals for the furnishing of all work and
materials required for constructing the Riverside Sewer Project in accordance with the approved
plans and specifications were the following:
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Work Bidder Contract Price
Construction of the sewer lift
station and force main
CK May Excavating $1,782,351
A contract for the construction of the Riverside Sewer Project was therefore awarded to said
bidder, subject to the right of owners of property liable to be assessed for the costs thereof to elect
to take the work and enter into a written contract therefor in the manner provided by Montana
Code Annotated, Section 7-12-4147, which election the property owners failed to make,
whereupon the City and the successful bidders entered into a written contract for construction of
the Riverside Sewer Project upon the bidders having executed and filed bonds satisfactory to this
Commission and in the form and manner provided by Montana Code Annotated, Title 18, Chapter
2, Part 2, as amended.
Section 2.7 Costs. It is currently estimated that the costs and expenses to be paid from
proceeds of the SID No. 789 Bond connected with and incidental to the formation of the District
to the City, including costs of preparation of plans, specifications, maps, profiles, engineering
superintendence and inspection, preparation of assessment rolls, expenses of making the
assessments, the cost of work and materials under the construction contract the costs of capitalizing
interest, and all other costs and expenses, including the deposit of proceeds in the Revolving Fund
and costs of issuance, are $1,692,000. Such amount will be levied and assessed upon the assessable
real property within the District on the basis or bases described in the Resolution of Intention. This
Commission has jurisdiction and is required by law to levy and assess such amount, to collect such
special assessments and credit the same to the District Fund created for the District, which fund is
to be maintained on the official books and records of the City separate from all other City funds,
for the payment of principal and interest when due on the SID No. 789 Bond herein authorized.
ARTICLE III
USE OF PROCEEDS; THE RIVERSIDE SEWER PROJECT
Section 3.1 Use of Proceeds. The City shall apply the proceeds of the 2026 Loan solely
as follows:
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(a)The City shall apply the proceeds of the 2026 Loan solely to the financing,
refinancing or reimbursement of a portion of the costs of the Riverside Sewer Project as
set forth in Appendix A hereto and this Section 3.1, funding the Revolving Fund, and
paying costs of issuance. The 2026 Loan will be disbursed in accordance with Article IV
hereof and Article VII of the Indenture. If the Riverside Sewer Project has not been
completed prior to Closing, the City shall, as quickly as reasonably possible, complete the
Riverside Sewer Project and expend proceeds of the SID No. 789 Bond to pay the costs of
completing the Riverside Sewer Project.
(b)No portion of the proceeds of the 2026 Loan shall be used to reimburse the
City for costs paid prior to the date of adoption of a reimbursement declaration.
Section 3.2 The Riverside Sewer Project. Set forth in Appendix A to this Resolution is
a description of the Riverside Sewer Project, which describes the property which has been or is to
be acquired, installed, constructed or improved and the other activities, if any to be funded from
the 2026 Loan (the Riverside Sewer Project may consist of more than one facility or activity), and
an estimated budget relating to the Riverside Sewer Project. The Riverside Sewer Project may be
changed and the description thereof and of the Riverside Sewer Project in Appendix A may be
amended from time to time by the City but only after delivery to the DNRC of the following:
(a)A certificate of the City setting forth the amendment to Appendix A and
stating the reason therefor, including statements as to whether the amendment would cause
an increase or decrease in the cost of the Riverside Sewer Project, an increase or decrease
in the amount of proceeds of the 2026 Loan which will be required to complete the
Riverside Sewer Project and whether the change will materially accelerate or delay the
construction schedule for the Riverside Sewer Project;
(b)A written consent to such change in the Riverside Sewer Project by an
Authorized DNRC Officer; and
(c)An Opinion or Opinions of Bond Counsel stating that the Riverside Sewer
Project, as constituted after such amendment, is, and was at the time the State Bonds were
issued, eligible for financing under the State Act and is, and was at the time the SID No.
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789 Bond was issued, eligible for financing under the Enabling Act, such amendment will
not violate the State Act or the Enabling Act or the Resolution of Intention, and such
amendment will not adversely affect the exclusion of interest on the State Bonds or the SID
No. 789 Bond from gross income for purposes of federal income taxation. Such an Opinion
of Bond Counsel shall not be required for amendments which do not affect the type of
facility to be constructed or activity to be financed.
Section 3.3 Project Representations and Covenants. The City hereby represents to and
covenants with the DNRC that:
(a)all construction of the Riverside Sewer Project has complied and will
comply with all federal and state standards, including, without limitation, EPA regulations
and standards;
(b)all future construction of the Riverside Sewer Project will be done only
pursuant to fixed price construction contracts. The City shall obtain a performance and
payment bond from the contractor for each construction contract in the amount of 100% of
the construction price and ensure that such bond is maintained until construction is
completed to the City’s, the DNRC’s and the DEQ’s satisfaction;
(c)all future construction of the Riverside Sewer Project will be done in
accordance with plans and specifications on file with the DNRC and the DEQ, provided
that changes may be made in such plans and specifications with the written consent of an
Authorized DNRC Officer and the DEQ;
(d)all laborers and mechanics employed by contractors and subcontractors on
the Riverside Sewer Project have been and will be paid wages at rates not less than those
prevailing on projects of a character similar in the locality as determined by the United
States Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40, United
States Code, as amended;
(e)in the event the Riverside Sewer Project is required to comply with the
American iron and steel provisions of the 2014 Act (defined below), all the iron and steel
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products used in the Riverside Sewer Project are produced in the United States in
compliance with and within the meaning of the “American Iron and Steel” provisions of
Section 436 of the Consolidated Appropriations Act of 2014 (P.L. 113-76), as amended
(the “2014 Act”), as those provisions are further interpreted by applicable EPA guidance,
except to the extent waivers to the American Iron and Steel requirements of the 2014 Act
have been granted by the EPA;
(f)in the event the Riverside Sewer Project is required to comply with the
provisions of BABA (defined below), all iron and steel, manufactured products, and
construction materials used in the Riverside Sewer Project are produced in the United
States in compliance with and within the meaning of the provisions of the Build America,
Buy America Act (“BABA”) of the Infrastructure Investment and Jobs Act (P.L. 117-58,
div. G, title IX, Nov. 15, 2021, 135 Stat. 1294, as amended by P.L. 117-67, div. B, title II,
§10254, Aug. 9, 2022, 136 Stat. 1502, and as further amended), such provisions being at
Sec. 70901 et seq. of the Infrastructure Investment and Jobs Act, as those provisions are
further interpreted by applicable EPA guidance, except to the extent waivers to the
requirements of BABA have been granted by the EPA;
(g)the Riverside Sewer Project is a project of the type permitted to be financed
under the Enabling Act, the State Act and the Program and Title VI of the Clean Water
Act; and
(h)the City will undertake the Riverside Sewer Project promptly after the
Closing Date and will cause the Riverside Sewer Project to be completed as promptly as
practicable with all reasonable dispatch, except only as completion may be delayed by a
cause or event not reasonably within the control of the City; it is estimated by the City that
the Riverside Sewer Project will be substantially completed by June 30, 2026.
Section 3.4 Completion or Cancellation or Reduction of Costs of the Riverside Sewer
Project.
(a)Upon completion of the Riverside Sewer Project, the City shall deliver to
the DNRC a certificate stating that the Riverside Sewer Project is complete, stating the
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amount, if any, of the Reserved Amounts, and releasing the remaining amount, if any, of
the Committed Amount. If any of the Reserved Amounts is not later needed, the City shall
so inform the DNRC and release such amount. If Appendix A describes two or more
separate projects as making up the Riverside Sewer Project, a separate completion
certificate shall be delivered for each.
(b)If all or any portion of the Riverside Sewer Project is cancelled or reduced
or its costs are reduced or for any other reason the City will not require the full Committed
Amount, the City shall promptly notify the DNRC in writing of such fact and the amount
of the Committed Amount which will not be needed.
(c)The City may not request an advance on the 2026 Loan after the date that is
180 days following the date of substantial completion of the Riverside Sewer Project (such
date, the “Loan Close Out Date”), and by no later than the Loan Close Out Date, the DNRC
and the DEQ will close out and cease administering the 2026 Loans, unless an extension
is granted in writing by and in the sole discretion of the DEQ.
ARTICLE IV
THE 2026 LOAN
Section 4.1 The 2026 Loan; Disbursement of 2026 Loan. The DNRC has agreed to lend
to the City, from time to time as the requirements of this Section 4.1 are met, an amount up to
$1,692,000 (the “Committed Amount”) for the purposes of financing, refinancing or reimbursing
the City for a portion of the costs of the Riverside Sewer Project and associated costs and expenses.
The Committed Amount may be reduced as provided in Sections 3.2(b) and 3.4. The 2026 Loan
shall be disbursed as provided in this Section 4.1. The DNRC intends to disburse the 2026 Loan
through the Trustee.
(a)In consideration of the issuance of the SID No. 789 Bond by the City, the
DNRC shall make, or cause the Trustee to make, a disbursement of all or a portion of the
2026 Loan upon receipt of the following documents:
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(1) an Opinion of Bond Counsel as to the validity and enforceability of
the SID No. 789 Bond and the security therefor and stating in effect that interest on
the SID No. 789 Bond is not includable in gross income of the owner thereof for
purposes of federal income taxation, in form and substance satisfactory to the
DNRC;
(2) the SID No. 789 Bond, fully executed and authenticated;
(3) a certified copy of this Resolution;
(4) any other security instruments or documents required by the DNRC
or DEQ as a condition to their approval of the 2026 Loan;
(5) if all or part of a Loan is being made to refinance a Project or
reimburse the City for the costs of a Project paid prior to the Closing, evidence,
satisfactory to the DNRC and the Bond Counsel referred to in (1) above, (A) of the
City’s title to the Riverside Sewer Project, (B) of the costs of such Project and that
such costs have been paid by the City and (C) if such costs were paid in a previous
Fiscal Year of the City, that the City intended at the time it incurred such costs to
finance them with debt or a loan under a state revolving fund program such as the
Program;
(6) the items required by the Indenture for the portion of the 2026 Loan
to be disbursed at Closing; and
(7) such other certificates, documents and other information as the
DNRC, the DEQ or Bond Counsel may require (including any necessary arbitrage
rebate instructions).
(b) In order to obtain a disbursement of a portion of the 2026 Loan to pay costs
of the Riverside Sewer Project, the City shall submit to the DNRC and the Trustee a signed
request for disbursement on the form prescribed by the DNRC, with all attachments
required by such form. The City may obtain disbursements only for costs which have been
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legally incurred and are due and payable. All Loan disbursements will be made to the City
only upon proof that cost was incurred.
(c)Reserved.
(d)If all or a portion of the 2026 Loan is made to reimburse the City for
Riverside Sewer Project costs paid by it prior to Closing, the City shall present at Closing
the items required by Section 4.1(b) of this Resolution relating to such costs. The Trustee
shall disburse such amounts to the City pursuant to a disbursement schedule complying
with the requirements of the Clean Water Act established by the DNRC and the City at the
Closing.
(e)Notwithstanding anything else provided herein, the Trustee shall not be
obligated to disburse the 2026 Loan any faster or to any greater extent than it has available
EPA Capitalization Grants, SID No. 789 Bond proceeds and other amounts available
therefor in the Revolving Fund. The DNRC shall not be required to do “overmatching”
pursuant to Section 5.04(b) of the Indenture, but may do so in its discretion. The City
acknowledges that if Riverside Sewer Project costs are incurred faster than the City
projected at Closing, there may be delays in making Loan disbursements for such costs
because of the schedule under which EPA makes EPA Capitalization Grant money
available to the DNRC. The DNRC will use its commercially reasonable efforts to obtain
an acceleration of such schedule if necessary.
(f)Upon making each Loan disbursement, the Trustee shall note such
disbursement on Schedule A to the SID No. 789 Bond.
(g)The City agrees that it will deposit in the Revolving Fund upon receipt
thereof, either on the Closing Date of the 2026 Loan or upon any disbursement date, the
budgeted percentage of the proceeds of the 2026 Loan disbursed for costs of the Riverside
Sewer Project and shown for deposit to the Revolving Fund. The City further
acknowledges and agrees that any portion of the 2026 Loan representing capitalized
interest shall be advanced only on Payment Dates and shall be transferred by the Trustee
on the Payment Date directly to the Interest Account. The amount of any such transfer
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shall be a credit against the interest payments due on the SID No. 789 Bond and interest
thereon shall accrue only from the date of transfer.
Section 4.2 Commencement of 2026 Loan Term. The City’s obligations under this
Resolution and the Collateral Documents shall commence on the date hereof unless otherwise
provided in this Resolution. However, the obligation to make payments under Article V hereof
shall commence only upon the first disbursement by the Trustee of 2026 Loan proceeds.
Section 4.3 Termination of 2026 Loan Term. The City’s obligations under this
Resolution and the Collateral Documents in respect of the SID No. 789 Bond shall terminate upon
payment in full of all amounts due under the SID No. 789 Bond and this Resolution; provided,
however, that the covenants and obligations set forth in Article VII shall survive the termination
of this Resolution.
Section 4.4 Loan Closing Submissions. On or prior to the Closing, the City will have
delivered to the DNRC and the Trustee the closing submissions required by Section 7.05 of the
Indenture.
ARTICLE V
REPAYMENT OF 2026 LOAN
Section 5.1 Repayment of 2026 Loan. The City shall repay the amounts lent to it
pursuant to Section 4.1 hereof in accordance with this Section 5.1. The 2026 Loan shall bear
interest at the rate of two percent (2.00%) per annum and the City shall pay the Administrative
Expense Surcharge and Loan Loss Reserve Surcharge on the outstanding principal amounts of the
2026 Loan from date of each advance. For purposes of this Resolution and the Program, the term
“interest on the 2026 Loan” when not used in conjunction with a reference to any surcharges shall
include the Administrative Expense Surcharge and the Loan Loss Reserve Surcharge. The City
shall pay all Loan Repayments and surcharges in lawful money of the United States of America to
the DNRC. Interest, the Administrative Expense Surcharge, and the Loan Loss Reserve Surcharge
shall be calculated on the basis of a year of 360 days comprising 12 months of 30 days each.
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The Loan Repayments and the Administrative Expense Surcharge and the Loan Loss
Reserve Surcharge on the 2026 Loan required by this Section 5.1 shall be due on each Payment
date shall be due, as follows:
(1) interest and Administrative Expense Surcharge and Loan Loss Reserve
Surcharge on the outstanding principal balance of the 2026 Loan shall be payable on each
January 1 and July 1, beginning on January 1, 2027, and concluding on July 1, 2046; and
(2) the principal of the 2026 Loan shall be payable on each January 1 and July
1, beginning on January 1, 2027 and concluding on July 1, 2046, and the amount of each
principal payment shall be calculated on the basis of a substantially level debt service at a
rate of 2.50% per annum; provided that principal of the 2026 Loan is payable only in
amounts that are multiples of $1,000.
The Loan Repayments and the Administrative Expense Surcharge and the Loan Loss
Reserve Surcharge on the 2026 Loan shall be due on the dates specified above and on the dates
and in the amounts shown in Schedule B to the SID No. 789 Bond, as such Schedule B shall be
modified from time to time as provided below. Schedule B will first be attached to the SID No.
789 Bond at Closing. The portion of each such Loan Repayment consisting of principal and the
portion consisting of interest and the amount of each Administrative Expense Surcharge and the
amount of each Loan Loss Reserve Surcharge shall be set forth in Schedule B to the SID No. 789
Bond on and after Closing. Upon each disbursement of 2026 Loan amounts to the City pursuant
to Section 4.1 hereof, the Trustee shall enter or cause to be entered the amount advanced on
Schedule A to the SID No. 789 Bond under “Advances” and the total amount advanced under
Section 4.1, including such disbursement, under “Total Amount Advanced.”
Interest and Administrative Expense Surcharge and Loan Loss Reserve Surcharge on such
advance shall accrue from the date the advance is made and shall be due and payable on the dates
and in the amounts shown in Schedule B to the SID No. 789 Bond as such Schedule B shall be
modified from time to time as provided herein. Once the completion certificate for a Project has
been delivered to the DNRC, the Trustee shall revise Schedule B to the SID No. 789 Bond in
accordance with this Section 5.1, and the Trustee shall send a copy of such Schedule B to the City
within one month after delivery of the completion certificate.
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Past-due Loan Repayments and the Administrative Expense Surcharge and the Loan Loss
Reserve Surcharge shall bear interest at the rate of ten percent (10.00%) per annum, until paid.
Any payment of principal, interest, the Administrative Expense Surcharge or the Loan Loss
Reserve Surcharge under this Section 5.1 shall be credited against the same payment obligation
under the SID No. 789 Bond.
Section 5.2 Additional Payments. The City shall also pay, within 30 days after receipt
of a bill therefor, from any legally available funds therefor, including proceeds of the 2026 Loan,
all reasonable expenses of the DNRC and the Trustee in connection with the 2026 Loan, the
Collateral Documents and the SID No. 789 Bond, including, but not limited to:
(1) the cost of reproducing this Resolution, the Collateral Documents and the
SID No. 789 Bond;
(2) the fees and disbursements of Bond Counsel and other Counsel utilized by
the DNRC and the Trustee in connection with the 2026 Loan, this Resolution, the Collateral
Documents and the SID No. 789 Bond and the enforcement thereof; and
(3) all taxes and other governmental charges in connection with the execution
and delivery of the Collateral Documents or the SID No. 789 Bond, whether or not the SID
No. 789 Bond is then outstanding, including all recording and filing fees relating to the
Collateral Documents and the pledge of the State’s right, title and interest in and to the SID
No. 789 Bond, the Collateral Documents and this Resolution and all expenses, including
attorneys’ fees, relating to any amendments, waivers, consents or collection or enforcement
proceedings pursuant to the provisions hereof or thereof.
Section 5.3 Prepayments.
(a) Mandatory Redemption. If on any interest payment date there will be a balance
in the District Fund after payment of the principal and interest due on the SID No. 789 Bond drawn
against it, either from the prepayment of special assessments levied in the District or from the
transfer of surplus money from the Construction Account to the Principal Account as provided in
Section 10.3 or otherwise, the City Finance Director shall call for redemption on the interest
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payment date the applicable portion of the SID No. 789 Bond in an amount which, together with
the interest thereon to the interest payment date on the SID No. 789 Bond, will equal the amount
of such funds on deposit in the District Fund on that date. The redemption price of the SID No.
789 Bond shall equal the amount of the principal amount of the SID No. 789 Bond to be redeemed
plus interest, Administrative Expense Surcharge and Loan Loss Reserve Surcharge accrued to the
date of redemption.
(b) Optional Redemption. The SID No. 789 Bond is subject to redemption, in
whole or in part, at the option of the City from sources of funds available therefor other than those
described in Subsection (a) of this Section 5.3 on any interest payment date; provided, however,
that the City may not prepay all or any part of the outstanding principal amount of the SID No.
789 Bond unless (i) it obtains the prior written consent of the DNRC thereto, and (ii) no Loan
Repayment, Administrative Expense Surcharge or Loan Loss Reserve Surcharge is then
delinquent. The redemption price of the SID No. 789 Bond shall equal the amount of the principal
amount of the SID No. 789 Bond to be redeemed plus interest, Administrative Expense Surcharge
and Loan Loss Reserve Surcharge accrued to the date of redemption.
(c) Partial Redemption. If the SID No. 789 Bond is prepaid in part, the DNRC, or
then holder of such bond, shall reamortize the then-outstanding principal over the remaining term
of such bond in equal or substantially equal semiannual installments of principal and interest.
(d) Notice and Effect of Redemption. The date of redemption shall be fixed by the
City Finance Director, who shall give notice, by first class mail, postage prepaid to the owner or
owners of such SID No. 789 Bond at their addresses appearing in the Bond Register, of the
numbers of the SID No. 789 Bond or principal installments thereof to be redeemed and the date
on which payment will be made, which date shall be not less than thirty (30) days after the date of
mailing notice. On the date so fixed interest on the SID No. 789 Bond or principal installments
thereof so redeemed shall cease.
Section 5.4 Obligations of City Unconditional. The obligations of the City to make the
payments required by this Resolution and the SID No. 789 Bond and to perform its other
agreements contained in this Resolution, the SID No. 789 Bond and Collateral Documents shall
be absolute and unconditional, except as otherwise provided herein or in such documents. The
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City (a) shall not suspend or discontinue any payments provided for in this Resolution and the SID
No. 789 Bond, (b) shall perform all its other agreements in this Resolution, the SID No. 789 Bond
and the Collateral Documents and (c) shall not terminate this Resolution, the SID No. 789 Bond
or the Collateral Documents for any cause, including any acts or circumstances that may constitute
failure of consideration, destruction of or damage to the Riverside Sewer Project or the System,
commercial frustration of purpose, any dispute with the DNRC or the EPA, any change in the laws
of the United States or of the State or any political subdivision of either or any failure of the DNRC
to perform any of its agreements, whether express or implied, or any duty, liability or obligation
arising from or connected with this Resolution. Provided, however, if the SID No. 789 Bond is
not issued and no funds are disbursed to the City, this Resolution may be terminated.
Section 5.5 Limited Liability. All payments of principal of and interest on the 2026
Loan and other payment obligations of the City hereunder and under the SID No. 789 Bond shall
be special, limited obligations of the City payable solely out of the Pledged Revenues and shall
not be payable out of any other funds or revenues of the City. The obligations of the City under
this Resolution and the SID No. 789 Bond shall never constitute an indebtedness of the City within
the meaning of any state constitutional provision or statutory limitation and shall never constitute
or give rise to a pecuniary liability of the City or a charge against its general credit or taxing power,
except in respect of its obligations to fund the Revolving Fund under the Enabling Act. The taxing
powers of the City are not pledged to pay principal of or interest on the SID No. 789 Bond, and no
funds or property of the City other than the Pledged Revenues are pledged to pay principal of or
interest on the SID No. 789 Bond.
ARTICLE VI
OTHER AGREEMENTS OF CITY
Section 6.1 Maintenance of Existence; Merger, Consolidation, Etc.; Disposition of
Assets. The City shall maintain its corporate existence, except that it may consolidate with or
merge into another Governmental Unit or permit one or more Governmental Units to consolidate
with or merge into it or may transfer all or substantially all of its assets to another Governmental
Unit and then dissolve if the surviving, resulting or transferee entity (if other than the City) (i) is a
Public Entity and (ii) assumes in writing all of the obligations of the City under this Resolution,
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the SID No. 789 Bond and the Collateral Documents, and (a) such action does not result in any
default in the performance or observance of any of the terms, covenants or agreements of the City
under this Resolution, the SID No. 789 Bond and the Collateral Documents, (b) such action does
not violate the State Act or the Clean Water Act and does not adversely affect the exclusion of
interest on the SID No. 789 Bond or the State Bonds from gross income for federal income tax
purposes and (c) the City delivers to the DNRC on the date of such action an Opinion of Bond
Counsel that such action complies with this Section 6.1.
Other than pursuant to the preceding paragraph, the City shall not transfer the Riverside
Sewer Project or any portion thereof to any other Person, except for property which is obsolete,
outmoded, worn out, is being replaced or otherwise is not needed for the operation of the System,
unless the provisions of (a) and (b) of the preceding paragraph are satisfied and the City delivers
to the DNRC an Opinion of Bond Counsel to that effect and, in addition, the DNRC consents to
such transfer.
Section 6.2 Punctual Payment. The City will punctually pay or cause to be paid the
principal and interest to become due in respect to the SID No. 789 Bond, in strict conformity with
the terms of the SID No. 789 Bond and of this Resolution, and it will faithfully observe and perform
all of the conditions, covenants and requirements of this Resolution and of the SID No. 789 Bond.
Nothing herein contained shall prevent the City from making advances of its own moneys however
derived to any of the uses or purposes referred to herein, nor shall be deemed or constitute a pledge
or appropriation of funds or assets of the City other than those expressly pledged or appropriated
hereby.
Section 6.3 Accumulation of Claims of Interest. In order to prevent any accumulation
of claims for interest after maturity, the City will not, directly or indirectly, extend or consent to
the extension of the time for the payment of any claim for interest on the SID No. 789 Bond and
will not, directly or indirectly, be a party to or approve any such arrangements by purchasing or
funding said claims for interest or in any other manner. In case any such claim for interest shall
be extended or funded, whether or not with the consent of the City, such interest so extended or
funded shall not be entitled, in case of default hereunder, to the benefits of this Resolution, except
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subject to the prior payment in full of the principal of the SID No. 789 Bond then outstanding and
of all claims for interest which shall not have been so extended or funded.
Section 6.4 Against Encumbrances. The City will not encumber, pledge or place any
charge or lien upon any of the Pledged Revenues other than the pledge and lien herein created for
the benefit of the SID No. 789 Bond.
Section 6.5 Compliance with Resolution. The City will hold the District Fund and the
Revolving Fund as trust funds, separate and apart from all of its other funds, and the City, its
officers and agents, will comply with all covenants and agreements contained in this Resolution.
Section 6.6 Construction of Riverside Sewer Project. The City will do all acts and
things necessary to enforce the provisions of the construction contracts and bonds referred to in
Section 3 and to ensure the completion of the Riverside Sewer Project for the benefit of the District
in accordance with the plans and specifications and within the time therein provided, and will pay
all costs thereof promptly as incurred and allowed, out of the District Fund and within the amount
of the proceeds of the SID No. 789 Bond appropriated thereto.
Section 6.7 Levy of Assessments. The City will do all acts and things necessary for the
final and valid levy of special assessments upon all assessable real property within the boundaries
of the District in accordance with the Constitution and laws of the State of Montana and the
Constitution of the United States in an aggregate principal amount not less than the Committed
Amount to be paid from special assessments. Such special assessments shall be levied on the basis
or bases prescribed in the Resolution of Intention and, as authorized by Montana Code Annotated,
Section 7-12-4190(2), shall be payable in substantially equal semiannual installments of principal
and interest. The unpaid installments of the assessments shall bear interest at an annual rate
determined each fiscal year equal to the sum of: (i) the average annual interest rate borne by the
SID No. 789 Bond (i.e., 2.50%), plus (ii) one-half of one percent (0.50%) per annum. The
assessments will be payable in installments on the 30th day of November in each of years 2026
through 2045 and on the 31st day of May in the years 2027 through 2046, inclusive, if not
theretofore paid, and shall become delinquent on such date unless paid in full. The payment due
on any installment date shall be the amount necessary to amortize, over the 20-year term in
substantially equal semiannual payments, the entire principal amount of the assessment not yet
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paid, together with interest to accrue thereon over said term at the interest rate thereon; provided
that the amount of each such installment shall be adjusted each fiscal year to an amount equal to
the amount necessary to amortize fully the then outstanding principal amount of the assessment
(excluding any delinquent amounts), plus interest accrued at the interest rate on the assessments
then in effect in the number of installments then remaining until May 31, 2046. The assessments
shall constitute a lien upon and against the property against which they are made and levied, which
lien may be extinguished only by payment of the assessment with all penalties, costs and interest
as provided in Montana Code Annotated, Section 7-12-4191. No tax deed issued with respect to
any lot or parcel of land shall operate as payment of any installment of the assessment thereon
which is payable after the execution of such deed, and any tax deed so issued shall convey title
subject only to the lien of said future installments, as provided in Montana Code Annotated,
Section 15-18-214.
Section 6.8 Reassessment. If at any time and for whatever reason any special
assessment or tax herein agreed to be levied is held invalid, the City and this Commission, its
officers and employees, will take all steps necessary to correct the same and to reassess and re-
levy the same, including the ordering of work, with the same force and effect as if made at the time
provided by law, ordinance or resolution relating thereto, and will reassess and re-levy the same
with the same force and effect as an original levy thereof, as authorized in Montana Code
Annotated, Section 7-12-4186. Any special assessment, or reassessment or re-levy shall, so far as
is practicable, be levied and collected as it would have been if the first levy had been enforced
including the levy and collection of any interest accrued on the first levy.
If proceeds of the SID No. 789 Bond, including investment income thereon, are
applied to the redemption of such SID No. 789 Bond, as provided in Montana Code Annotated,
Sections 7-12-4205 and 7-12-4206, or if refunding bonds are issued and the principal amount of
the outstanding SID No. 789 Bond of the District is decreased or increased, the City will reduce
or increase, respectively, the assessments levied in the District and then outstanding pro rata by
the principal amount of such prepayment or the increment above or below the outstanding principal
amount of bonds represented by the refunding bonds. The City and this Commission, its officers
and employees will reassess and re-levy such assessments, with the same effect as an original levy,
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in such reduced or increased amounts in accordance with the provisions of Montana Code
Annotated, Sections 7-12-4176 through 7-12-4178.
Section 6.9 Further Assurances. The City will adopt, make, execute and deliver any
and all such further resolutions, instruments and assurances as may be reasonably necessary or
proper to carry out the intention or to facilitate the performance of this Resolution, and for the
better assuring and confirming unto the owners of the SID No. 789 Bond of the rights and benefits
provided in this Resolution.
Section 6.10 Waiver of Penalty and Interest. The City covenants not to waive the
payment of penalty or interest on delinquent assessments levied on property in the District for
costs of the Riverside Sewer Project, unless the City determines, by resolution of the Commission,
that such waiver is in the best interest of the owners of the SID No. 789 Bond.
ARTICLE VII
INDEMNIFICATION OF DNRC AND DEQ
The City shall, to the extent permitted by law, indemnify and save harmless the DNRC and
the DEQ and their officers, employees and agents (each an “Indemnified Party” or, collectively,
the “Indemnified Parties”) against and from any and all claims, damages, demands, expenses,
liabilities and losses of every kind asserted by or on behalf of any Person arising out of the acts or
omissions of the City or its employees, officers, agents, contractors, subcontractors, or consultants
in connection with or with regard or in any way relating to the condition, use, possession, conduct,
management, planning, design, acquisition, construction, installation or financing of the Riverside
Sewer Project. The City shall also, to the extent permitted by law, indemnify and save harmless
the Indemnified Parties against and from all costs, reasonable attorneys’ fees, expenses and
liabilities incurred in any action or proceeding brought by reason of any such claim or demand. If
any proceeding is brought against an Indemnified Party by reason of such claim or demand, the
City shall, upon notice from an Indemnified Party, defend such proceeding on behalf of the
Indemnified Party.
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ARTICLE VIII
ASSIGNMENT
Section 8.1 Assignment by City. The City may not assign its rights and obligations
under this Resolution or the SID No. 789 Bond, except as provided in Section 6.1.
Section 8.2 Assignment by DNRC. The DNRC will pledge its rights under and interest
in this Resolution, the SID No. 789 Bond and the Collateral Documents (except to the extent
otherwise provided in the Indenture) as security for the payment of the State Bonds and may further
assign such interests to the extent permitted by the Indenture, without the consent of the City.
Section 8.3 State Refunding Bonds. In the event the State Bonds are refunded by bonds
which are not State Bonds, all references in this Resolution to State Bonds shall be deemed to refer
to the refunding bonds and any bonds of the State on a parity with such refunding bonds (together,
the “Refunding Bonds”) or, in the case of a crossover refunding, to the State Bonds and the
Refunding Bonds.
ARTICLE IX
THE SID NO. 789 BOND
Section 9.1 Sale and Issuance of the SID No. 789 Bond. The Commission has
investigated the facts necessary and hereby finds, determines and declares it to be necessary and
desirable for the City to issue the SID No. 789 Bond to evidence the 2026 Loan. The SID No. 789
Bond is issued to the DNRC without public sale pursuant to Montana Code Annotated, Section 7-
12-4204(2). All acts, conditions and things required by the Constitution and laws of the State of
Montana, including the Enabling Act, in order to make the SID No. 789 Bond valid and binding
special obligations in accordance with their terms and in accordance with the terms of the
Resolution have been done, do exist, have happened and have been performed in regular and due
form, time and manner as so required.
Section 9.2 Terms. The SID No. 789 Bond shall be in the maximum principal amount
equal to the original Committed Amount of the 2026 Loan, shall be issued as a single, fully
registered bond numbered R-1, shall be dated as of the date of delivery to the DNRC, and shall
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bear interest at the rate charged by the DNRC on the 2026 Loan. The principal of and interest on
the SID No. 789 Bond shall be payable on the same dates and in the same amounts as the Loan
Repayments are payable. Advances of principal of the SID No. 789 Bond shall be deemed made
when advances of the 2026 Loan are made under Section 4.1, and such advances shall be payable
in accordance with Schedule B to the SID No. 789 Bond, as it may be revised by the DNRC from
time to time in accordance with Section 5.1.
The City may prepay the SID No. 789 Bond, in whole or in part, only upon the terms and
conditions under which it can prepay the 2026 Loan under Section 5.3.
Section 9.3 Negotiability, Transfer and Registration. The SID No. 789 Bond shall be
fully registered as to both principal and interest, and shall be initially registered in the name of and
payable to the DNRC and shall be dated the date of delivery. While so registered, principal of and
interest on the SID No. 789 Bond shall be payable to the DNRC at the Office of the Department
of Natural Resources and Conservation, 1539 Eleventh Avenue, Helena, Montana 59620 or such
other place as may be designated by the DNRC in writing and delivered to the City. The SID No.
789 Bond shall be negotiable, subject to the provisions for registration and transfer contained in
this section. No transfer of the SID No. 789 Bond shall be valid unless and until (1) the holder, or
his duly authorized attorney or legal representative, has executed the form of assignment appearing
on the Bond, and (2) the City Finance Director of the City, as Registrar, has duly noted the transfer
on the SID No. 789 Bond and recorded the transfer on the registration books of the Registrar. The
Registrar may, prior to noting and recording the transfer, require appropriate proof of the
transferor’s authority and the genuineness of the transferor’s signature. The City shall be entitled
to deem and treat the Person in whose name the SID No. 789 Bond is registered as the absolute
owner of the SID No. 789 Bond for all purposes, notwithstanding any notice to the contrary, and
all payments to the registered holder shall be valid and effectual to satisfy and discharge the City’s
liability upon such Bond to the extent of the sum or sums so paid.
Section 9.4 Execution and Delivery. The SID No. 789 Bond shall be executed on behalf
of the City by the manual signatures of the Mayor, the City Manager, and the City Clerk. The
signature of any official may be facsimile, if permitted by applicable law. Any or all of such
signatures may be affixed at or prior to the date of delivery of the SID No. 789 Bond. In the event
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that any of the officers who shall have signed the SID No. 789 Bond shall cease to be officers of
the City before the SID No. 789 Bond is issued or delivered, their signatures shall remain binding
upon the City. Conversely, the SID No. 789 Bond may be signed by an authorized official who
did not hold such office on the date of adoption of this Resolution. The SID No. 789 Bond so
executed shall be delivered to the DNRC, or its attorney or legal representative.
Section 9.5 Deposit of SID No. 789 Bond Proceeds. The City shall deposit the proceeds
of the sale of the SID No. 789 Bond as received from time to time as follows:
(a) Deposit to the credit of the Revolving Fund the amount required by Section
4.1(g), as required by Section 7-12-4169(2) of the Enabling Act; and
(b) Deposit the balance of the proceeds of the SID No. 789 Bond in the
Construction Account to be used to pay or reimburse the City for a portion of the costs
of the Riverside Sewer Project and to pay costs of issuance of the SID No. 789 Bond.
Section 9.6 Form. The SID No. 789 Bond shall be prepared in substantially the form
attached as Appendix B.
ARTICLE X
DISTRICT FUND; ASSESSMENTS
Section 10.1 Priority of Bond Payments. If at any time the Pledged Revenues on hand in
the District Fund are insufficient to pay principal and interest then due the SID No. 789 Bond, any
and all Pledged Revenues then on hand shall be first used to pay the interest accrued on the SID
No. 789 Bond.
Section 10.2 District Fund. There is hereby created and established the District Fund
designated as the “Special Improvement District No. 789 Fund,” which shall be maintained by the
City Finance Director on the books and records of the City separate and apart from all other funds
of the City. Within the District Fund there shall be maintained four separate accounts, designated
as the “Construction Account,” the “Principal Account,” and the “Interest Account,” respectively.
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Section 10.3 Construction Account. There shall be credited to the Construction Account
certain proceeds of the sale of the SID No. 789 Bond as provided in Section 9.5(b). Any earnings
on investment of money in the Construction Account shall be retained therein.
All costs and expenses of constructing the Riverside Sewer Project to be paid from
proceeds of the SID No. 789 Bond or of reimbursing the City for such costs shall be paid from
time to time as incurred and allowed from the Construction Account in accordance with the
provisions of applicable law, and money in the Construction Account shall be used for no other
purpose; provided that upon completion of the Riverside Sewer Project and after all claims and
expenses with respect to the Riverside Sewer Project have been fully paid and satisfied and all
reimbursements of the City made, any money remaining in the Construction Account shall be
transferred to the Principal Account and used to redeem principal installments of the SID No. 789
Bond as provided in Section 5.3.
Section 10.4 Principal Account and Interest Account. Money in the Principal Account
and the Interest Account shall be used only for payment of the principal of and interest on the SID
No. 789 Bond as such payments become due or to redeem SID No. 789 Bond. Interest income on
funds in the Principal and Interest Accounts shall be retained therein and used as any other funds
therein.
Upon collection of the installment of principal and interest due on November 30 and May
31 of each fiscal year on the special assessments to be levied with respect to the Riverside Sewer
Project, the City Finance Director shall credit to the Interest Account so much of said special
assessments as is collected as interest payment and the balance thereof to the Principal Account.
Any installment of any special assessment paid prior to its due date with interest accrued thereon
to the next succeeding interest payment date on the SID No. 789 Bond shall be credited with
respect to principal and interest payments in the same manner as other assessments are credited to
the District Fund. All money in the Interest Account and the Principal Account shall be used first
to pay interest due, and any remaining money shall be used to pay the SID No. 789 Bond then due
and, if money is available, to redeem SID No. 789 Bond in accordance with Section 5.3; provided
that any money transferred to a Principal Account from the Construction Account pursuant to
Section 10.3 shall be applied to redeem the SID No. 789 Bond to the extent possible on the next
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interest payment date for which notice of redemption may properly be given pursuant to Section
5.3. Redemption of the SID No. 789 Bond shall be as provided in Section 5.3, and interest shall
be paid as accrued thereon to the date of redemption, in accordance with the provisions of Section
7-12-4206 of the Enabling Act.
Section 10.5 Loans from Revolving Fund. The Commission shall annually or more often
if necessary issue an order authorizing a loan or advance from the Revolving Fund to the District
Fund in an amount sufficient to make good any deficiency then existing in the Interest Account
and shall issue an order authorizing a loan or advance from the Revolving Fund to the District
Fund in an amount sufficient to make good any deficiency then existing in the Principal Account
in such order and in each case to the extent that money is available in the Revolving Fund. A
deficiency shall be deemed to exist in the Principal Account or the Interest Account if the money
on deposit therein on any June 15 or December 15 (excluding amounts in the Principal Account
representing prepaid special assessments) is less than the amount necessary to pay SID No. 789
Bond due (other than upon redemption) on the next succeeding interest payment date.
Pursuant to Ordinance No. 759, the City has undertaken and agreed to provide funds for
the Revolving Fund by levying such tax or making such loan from the City’s General Fund as
authorized by Montana Code Annotated, Section 7-12-4222. In the event that the balance on hand
in the Revolving Fund fifteen days prior to any date when interest is due on special improvement
district bonds or warrants of the City is not sufficient to make good all deficiencies then existing
in the special improvement district funds for which the City has covenanted to make loans from
the Revolving Fund, the balance on hand in the Revolving Fund shall be allocated to the funds of
the special improvement districts in which such deficiencies then exist in proportion to the amounts
of the deficiencies on the respective dates of receipt of such money, until all interest accrued on
such special improvement district bonds or warrants of the City has been paid. On any date when
all accrued interest on special improvement district bonds and warrants of the City payable from
funds for which the City has covenanted to make loans from the Revolving Fund has been paid,
any balance remaining in the Revolving Fund shall be lent or advanced to the special improvement
district funds for payment and redemption of bonds to the extent the special improvement district
funds are deficient for such purpose, and, if money in the Revolving Fund is insufficient therefor,
pro rata, in an amount proportionate to the amount of such deficiency.
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ARTICLE XI
CONTINUING DISCLOSURE
The City understands and acknowledges that the DNRC is acquiring the SID No. 789 Bond
under the Program pursuant to which the State issues from time to time State Bonds to provide
funds therefor. The City covenants and agrees that, upon written request of the DNRC from time
to time, the City will promptly provide to the DNRC all information that the DNRC reasonably
determines to be necessary or appropriate to offer and sell State Bonds or to provide continuing
disclosure in respect of State Bonds, whether under Rule 15c2-12 promulgated by the Securities
and Exchange Commission under the Securities Exchange Act of 1934 (17 C.F.R. § 240.15c2-12)
or otherwise. Such information shall include, among other things and if so requested, financial
statements of the City prepared in accordance with generally accepted accounting principles
promulgated by the Financial Accounting Standards Board as modified in accordance with the
governmental accounting standards promulgated by the Governmental Accounting Standards
Board or as otherwise provided under Montana law, as in effect from time to time (such financial
statements to relate to a Fiscal Year or any period therein for which they are customarily prepared
by the City, and, if for a Fiscal Year and so requested by the DNRC, subject to an audit report and
opinion of an accountant or government auditor, as permitted or required by the laws of the State).
The City will also provide, with any information so furnished to the DNRC, a certificate of the
City Manager and the City Finance Director to the effect that, to the best of their knowledge, such
information does not include any untrue statement of a material fact or omit to state any material
fact required to be stated therein to make the statements made, in light of the circumstances under
which they are made, not misleading.
ARTICLE XII
DEFEASANCE
Section 12.1 General. When the liability of the City on the SID No. 789 Bond and all
interest thereon has been discharged as provided in this Article, all pledges, covenants and other
rights granted by this Resolution to the owners of the SID No. 789 Bond shall cease.
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Section 12.2 Maturity. The City may discharge its liability with reference to the SID No.
789 Bond and interest thereon which are due on any date by depositing with the Trustee on or
before the date a sum sufficient for the payment thereof in full; or if the SID No. 789 Bond or
interest shall not be paid when due, the City may nevertheless discharge its liability with reference
thereto by depositing with the Trustee a sum sufficient for the payment thereof in full with interest
accrued to the date of such deposit.
Section 12.3 Redemption. The City may also discharge its liability with reference to the
SID No. 789 Bond called for redemption on any date in accordance with their terms, by depositing
with the Trustee on or before that date an amount equal to the principal, interest and redemption
premium, if any, which are then due thereon; provided that notice of such redemption has been
duly given as provided in this Resolution.
Section 12.4 Escrow. The City may also at any time discharge its liability with reference
to the SID No. 789 Bond by depositing irrevocably in escrow, with a bank qualified by law as an
escrow agent for this purpose, cash or securities which are Government Obligations which are
authorized by law to be so deposited, bearing interest payable at such times and at such rates and
maturing on such dates as shall be required to provide funds sufficient to pay all principal and
interest to become due on the SID No. 789 Bond over time or the City has given the redemption
notice required to redeem the SID No. 789 Bond and the funds provided will be sufficient to pay
the redemption price, including any applicable redemption premium, to an earlier redemption date.
ARTICLE XIII
TAX MATTERS
Section 13.1 Use of Riverside Sewer Project. The Riverside Sewer Project will be owned
and operated by the City and available for use by members of the general public on a substantially
equal basis. The City shall not enter into any lease, use or other agreement with any non-
governmental person relating to the use of the Riverside Sewer Project or the System or security
for the payment of the SID No. 789 Bond which might cause the SID No. 789 Bond to be
considered “private activity bonds” or “private activity bonds” within the meaning of Section 141
of the Code.
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Section 13.2 General Covenant. The City covenants and agrees with the owners from
time to time of the SID No. 789 Bond that it will not take or permit to be taken by any of its
officers, employees or agents any action which would cause the interest on the SID No. 789 Bond
to become includable in gross income for federal income tax purposes under the Code and the
Regulations, and covenants to take any and all actions within its powers to ensure that the interest
on the SID No. 789 Bond will not become includable in gross income for federal income tax
purposes under the Code and the Regulations.
Section 13.3 Arbitrage Certifications. The Mayor, City Manager and the City Finance
Director, being the officers of the City charged with the responsibility for issuing the SID No. 789
Bond pursuant to the Resolution, are authorized and directed to execute and deliver to the DNRC
a certificate in accordance with the provisions of Section 148 of the Code, and Section 1.148-2(b)
of the Regulations, stating that on the basis of facts, estimates and circumstances in existence on
the date of issue and delivery of the SID No. 789 Bond, it is reasonably expected that the proceeds
of the SID No. 789 Bond will be used in a manner that would not cause the SID No. 789 Bond to
be “arbitrage bonds” within the meaning of Section 148 of the Code and the Regulations.
Section 13.4 Arbitrage Rebate. The City acknowledges that the SID No. 789 Bond is
subject to the rebate requirements of Section 148(f) of the Code. The City covenants and agrees
to retain such records, make such determinations, file such reports and documents and pay such
amounts at such times as are required under said Section 148(f) and applicable Regulations to
preserve the exclusion of interest on the SID No. 789 Bond from gross income for federal income
tax purposes, unless the SID No. 789 Bond qualifies for the exception from the rebate requirement
under Section 148(f)(4)(B) of the Code and no “gross proceeds” of the SID No. 789 Bond (other
than amounts constituting a “bona fide debt service fund”) arise during or after the expenditure of
the original proceeds thereof. In furtherance of the foregoing, the Mayor, the City Manager, the
City Finance Director, and the City Clerk are, or any one or more of them is, hereby authorized
and directed to execute a Rebate Certificate, substantially in the form to be prepared by Bond
Counsel, and the City hereby covenants and agrees to observe and perform the covenants and
agreements contained therein, unless amended or terminated in accordance with the provisions
thereof.
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Section 13.5 Information Reporting. The City shall file with the Secretary of the
Treasury, not later than August 15, 2026, a statement concerning the SID No. 789 Bond containing
the information required by Section 149(e) of the Code.
ARTICLE XIV
MISCELLANEOUS
Section 14.1 Notices. All notices or other communications hereunder shall be
sufficiently sent or given and shall be deemed sent or given when delivered or mailed by
certified mail, postage prepaid or by recognized overnight delivery service, to the parties at the
following addresses:
DNRC: Department of Natural Resources and Conservation
1539 Eleventh Avenue
P. O. Box 201601
Helena, Montana 59620-1601
Attn: Conservation and Resource
Development Division
Trustee: U.S. Bank Trust Company, National Association
Attn: Global Corporate Trust, PD-OR-C1LV
Columbia Center
17650 NE Sandy Blvd
Portland, Oregon 97230-5000
City: City of Bozeman
P.O. Box 1230
Bozeman, Montana 59771-1230
Attn: Finance Director
Any of the above parties may, by notice in writing given to the others, designate any further
or different addresses to which subsequent notices or other communications shall be sent.
Section 14.2 Binding Effect. This Resolution shall inure to the benefit of and shall be
binding upon the DNRC, the City and their respective successors and assigns.
Section 14.3 Severability. If any provision of this Resolution shall be determined to be
unenforceable at any time, it shall not affect any other provision of this Resolution or the
enforceability of that provision at any other time.
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Section 14.4 Amendments. This Resolution may not be effectively amended without the
written consent of the DNRC.
Section 14.5 Applicable Law. This Resolution shall be governed by and construed in
accordance with the laws of the State.
Section 14.6 Captions; References to Sections. The captions in this Resolution are for
convenience only and do not define or limit the scope or intent of any provisions or Sections of
this Resolution. References to Articles and Sections are to the Articles and Sections of this
Resolution, unless the context otherwise requires.
Section 14.7 No Liability of Individual Officers, Directors or Commission Members. No
recourse under or upon any obligation, covenant or agreement contained in this Resolution shall
be had against any director, officer or employee, as such, past, present or future, of the DNRC, the
DEQ, or the Trustee, either directly or through the DNRC, the DEQ, or the Trustee, or against any
officer, or member of the governing body or employee of the City, past, present or future, as an
individual so long as such individual was acting in good faith. Any and all personal liability of
every nature, whether at common law or in equity, or by statute or by constitution or otherwise, of
any such officer or member of the governing body or employee of the DNRC, the Trustee or the
City is hereby expressly waived and released by the City and by the DNRC as a condition of and
in consideration for the adoption of this Resolution and the making of the 2026 Loan.
Section 14.8 Payments Due on Holidays. If the date for making any payment or the last
date for performance of any act or the exercise of any right, as provided in this Resolution or the
SID No. 789 Bond, shall not be a Business Day, such payments may be made or act performed or
right exercised on the next succeeding Business Day with the same force and effect as if done on
the nominal date provided in this Resolution or the SID No. 789 Bond.
Section 14.9 Right of Others To Perform City’s Covenants. In the event the City shall
fail to make any payment or perform any act required to be performed hereunder, then and in each
such case the DNRC or the provider of any Collateral Document may (but shall not be obligated
to) remedy such default for the account of the City and make advances for that purpose. No such
performance or advance shall operate to release the City from any such default and any sums so
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advanced by the DNRC or the provider of any Collateral Document shall be paid immediately to
the party making such advance and shall bear interest at the rate of ten percent (10%) per annum
from the date of the advance until repaid. The DNRC and the provider of any Collateral Document
shall have the right to enter the Riverside Sewer Project or the facility or facilities of which the
Riverside Sewer Project is a part or any other facility which is a part of the Riverside Sewer Project
in order to effectuate the purposes of this Section.
Section 14.10 Authentication of Transcript. The officers of the City are hereby authorized
and directed to furnish to the DNRC and to Bond Counsel certified copies of all proceedings
relating to the issuance of the SID No. 789 Bond and such other certificates and affidavits as may
be required to show the right, power and authority of the City to issue the SID No. 789 Bond, and
all statements contained in and shown by such instruments, including any heretofore furnished,
shall constitute representations of the City as to the truth of the statements purported to be shown
thereby.
Section 14.11 Repeals and Effective Date.
(a)Repeal. All provisions of other resolutions and other actions and
proceedings of the City and this Commission that are in any way inconsistent with the
terms and provisions of this Resolution are repealed, amended and rescinded to the full
extent necessary to give full force and effect to the provisions of this Resolution.
(b)Effective Date. This Resolution shall take effect immediately.
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PASSED, ADOPTED, AND APPROVED by the City Commission of the City of
Bozeman, Montana, this 2nd day of June, 2026.
____________________________________
JOEY MORRISON
Mayor
ATTEST:
___________________________________
MICHAEL MAAS
City Clerk
APPROVED AS TO FORM:
___________________________________
GREG SULLIVAN
City Attorney
(SEAL)
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APPENDIX A
DESCRIPTION OF THE RIVERSIDE SEWER PROJECT
The Riverside Sewer Project consists of designing, engineering, and constructing the
public wastewater infrastructure that connects the sewer collection system of the City located in
Riverside to the City’s Water Reclamation Facility and related improvements.
ESTIMATED RIVERSIDE SEWER PROJECT BUDGET
Series
2026A Bond
SID No.
789 Bond Total
Revolving Fund Deposit $84,600 $84,600
Bond Counsel $15,000 $50,000 $65,000
Preliminary Engineering $148,832 $148,832
Prelim & Final Design $180,229 $180,229
Bidding & Constr. Admin $100,000 $100,000
Construction Inspection $100,000 $100,000
Construction $835,000 $966,617 $1,801,617
Contingency $40,629 $40,629
Other (Utility Extensions) $21,093 $21,093
TOTAL PROJECT BUDGET $850,000 $1,692,000 $2,542,000
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APPENDIX B
[Form of the SID No. 789 Bond]
UNITED STATES OF AMERICA
STATE OF MONTANA
GALLATIN COUNTY
CITY OF BOZEMAN
SPECIAL IMPROVEMENT DISTRICT NO. 789 BOND (RIVERSIDE NEIGHBORHOOD)
(DNRC WATER POLLUTION CONTROL STATE REVOLVING LOAN PROGRAM),
SERIES 2026
No. R-1 $1,692,000
FOR VALUE RECEIVED, CITY OF BOZEMAN, MONTANA (the “City”), a duly
organized municipal corporation and political subdivision of the State of Montana, acknowledges
itself to be specially indebted and, for value received, hereby promises to pay to the Department
of Natural Resources and Conservation of the State of Montana (the “DNRC”), or its registered
assigns, solely from the Special Improvement District No. 789 Fund, the principal sum equal to
the sum of the amounts entered on Schedule A attached hereto under “Total Amount Advanced,”
with interest on each such amount from the date such amount is advanced hereunder at the rate of
2.00% per annum on the unpaid balance until paid. In addition, the City shall pay, solely from
said source, an Administrative Expense Surcharge and a Loan Loss Reserve Surcharge on the
outstanding principal amount of this Bond at the rates of twenty-five hundredths of one percent
(0.25%) and twenty-five hundredths of one percent (0.25%), respectively, per annum. Interest and
Administrative Expense Surcharge and the Loan Loss Reserve Surcharge shall be payable in
semiannual installments payable on each January 1 and July 1 (each a “Loan Repayment Date”),
commencing January 1, 2027 and concluding July 1, 2046. Principal shall be payable on the dates
set forth in Schedule B hereto. Each installment shall be in the amount set forth opposite its due
date in Schedule B attached hereto under “Total Loan Payment.” The portion of each such
payment consisting of principal, the portion consisting of interest, the portion consisting of
Administrative Expense Surcharge, and the portion consisting of Loan Loss Surcharge shall be as
set forth in Schedule B hereto. Upon each disbursement of 2026 Loan amounts to the City pursuant
to the Resolution described below, the DNRC shall enter (or cause to be entered) the amount
advanced on Schedule A under “Advances” and the total amount advanced under the Resolution
(as hereinafter defined), including such disbursement, under “Total Amount Advanced.” The
DNRC shall prepare Schedule B and any revised Schedule B, or cause Schedule B and any revised
Schedule B to be prepared, as provided in Section 5.1 of the Resolution. Schedule B shall be
calculated and recalculated on a level debt service basis assuming an interest rate of 2.50% per
annum. Past-due payments of principal and interest and Administrative Expense Surcharge and
the Loan Loss Reserve Surcharge shall bear interest at the rate of ten percent (10.00%) per annum,
until paid. Interest and Administrative Expense Surcharge and Loan Loss Reserve Surcharge shall
be calculated on the basis of a 360-day year comprising 12 months of 30 days each. All payments
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under this Bond shall be made to the registered holder of this Bond, at its address as it appears on
the Bond register, in lawful money of the United States of America.
This Bond is the City’s “Special Improvement District No. 789 Bond (Riverside
Neighborhood) (DNRC Water Pollution Control State Revolving Loan Program), Series 2026
(the “SID No. 789 Bond”), issued under Resolution No. 2026-48, adopted by the City
Commission of the City on June 2, 2026 (the “Resolution”), to which Resolution, copies of
which are on file with the City, reference is hereby made for a description of the nature and
extent of the security, the respective rights thereunder of the owners of the SID No. 789 Bond
and the City and the terms upon which the SID No. 789 Bond are to be issued and delivered.
Terms used with initial capital letters but not defined herein have the meanings given them in the
Resolution. The SID No. 789 Bond is issued in the maximum authorized principal amount of
$1,692,000. The SID No. 789 Bond is issuable only as a single, fully registered bond. The SID
No. 789 Bond is issued by the City for the purpose of financing or reimbursing the City for a
portion of the cost of the acquisition and construction of certain local improvements within
Special Improvement District No. 789 (Riverside Neighborhood) of the City (the “District”),
thereby assisting activities in the public interest and for the public welfare of the City.
The SID No. 789 Bond is issued pursuant to and in full compliance with the Constitution
and laws of the State of Montana, particularly Montana Code Annotated, Title 7, Chapter 12, Parts
41 and 42, as amended (the “Act”), and pursuant to the Resolution. This Bond is payable from the
collection of a special tax or assessment levied upon all assessable real property within the
boundaries of the District, in an aggregate principal amount of not less than the aggregate principal
amount of the SID No. 789 Bond to be paid from special assessments, except as such amount may
be reduced or increased in accordance with provisions of Montana law. Such assessments
constitute a lien against the assessable real property within the District, and the SID No. 789 Bond
are not general obligations of the City.
The City has also validly established a Special Improvement District Revolving Fund (the
“Revolving Fund”) to secure the payment of certain of its special improvement district bonds,
including the SID No. 789 Bond. The City has also agreed, to the extent permitted by the Enabling
Act, to issue orders annually authorizing loans or advances from the Revolving Fund to the District
Fund, in amounts sufficient to make good any deficiency in the District Fund to pay principal of
or interest on the SID No. 789 Bond, to the extent that funds are available in the Revolving Fund,
and to provide funds for the Revolving Fund by annually making a tax levy or loan from its general
fund in an amount sufficient for that purpose, subject to the limitation that no such tax levy or loan
may in any year cause the balance in the Revolving Fund to exceed five percent of the principal
amount of the City’s then outstanding special improvement district bonds secured thereby and the
durational limitations specified in the Enabling Act.
The SID No. 789 Bond is subject to mandatory redemption on any interest payment date
if, after paying all principal and interest then due on the SID No. 789 Bond, there are funds to the
credit of the Special Improvement District No. 789 Fund of the City, from the prepayment of
assessments levied in the District or from surplus proceeds of the SID No. 789 Bond not required
to pay costs of the Riverside Sewer Project, for the redemption thereof, and in the manner provided
for the redemption of the same, as further provided in the Resolution. Any prepayment of special
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assessments shall include the amount of interest on the entire outstanding principal amount of the
special assessments through the next semiannual payment date on this SID No. 789 Bond. The
SID No. 789 Bond is subject to redemption at the option of the City from other sources of funds
available therefor on any interest payment date, subject, however, to the terms and conditions
specified in the Resolution. The redemption price is equal to the principal amount of the SID No.
789 Bond or portions thereof to be redeemed plus interest accrued thereon to the date of
redemption. Any prepayment must be accompanied by payment of accrued Administrative
Expense Surcharge and Loan Loss Reserve Surcharge to the date of prepayment on the amount of
principal prepaid. Upon partial prepayment of this SID No. 789 Bond, the registered holder hereof
shall reamortize the then-outstanding principal hereof over the then-remaining term in equal or
substantially equal installments of principal and interest. The date of redemption shall be fixed by
the City Finance Director, who shall give notice by first class mail, postage prepaid, to the owner
or owners of such SID No. 789 Bond at their addresses shown on the bond register, of the SID No.
789 Bond or portions thereof to be redeemed and the date on which payment will be made, which
date shall not be less than thirty (30) days after the date of mailing of notice, on which date so
fixed interest shall cease. On the date so fixed interest on the SID No. 789 Bond or portions thereof
so redeemed shall cease to accrue.
If provision is made for the payment of principal of and interest on this SID No. 789 Bond
in whole in accordance with the Resolution, this SID No. 789 Bond shall no longer be deemed
outstanding under the Resolution, shall cease to be entitled to the benefits of the Resolution, and
shall thereafter be payable solely from the funds provided for payment.
The City may deem and treat the person in whose name this SID No. 789 Bond is registered
as the absolute owner hereof, whether this SID No. 789 Bond is overdue or not, for the purpose of
receiving payment and for all other purposes, and the City shall not be affected by any notice to
the contrary. The SID No. 789 Bond may be transferred as hereinafter provided.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all things
required to be done precedent to the issuance of this Bond have been properly done, happened and
been performed in the manner prescribed by the laws of the State of Montana and the resolutions
and ordinances of the City relating to the issuance thereof.
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IN WITNESS WHEREOF, the City of Bozeman, Montana, by its governing body, has
caused this Bond to be executed by the signatures of the Mayor, the City Manager and the City
Clerk, and has caused this Bond to be dated as of the [________] day of [___________], 2026.
CITY OF BOZEMAN, MONTANA
______________________________________
Mayor
(SEAL)
_______________________________________
City Manager
_______________________________________
City Clerk
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REGISTRATION AND TRANSFER
This Bond shall be fully registered as to both principal and interest. No transfer of this
Bond shall be valid unless and until (1) the registered holder of the Bond, or his duly authorized
attorney or legal representative, executes the form of assignment appearing on this Bond, and
(2) the City Finance Director of the City, as bond registrar (the “Registrar”), has duly noted the
transfer on the Bond and recorded the transfer on the Registrar’s registration books. The City shall
be entitled to deem and treat the person in whose name this Bond is registered as absolute owner
thereof for all purposes, notwithstanding any notice to the contrary. Payments on account of the
Bond shall be made only to the order of the registered holder thereof, and all such payments shall
be valid and effectual to satisfy and discharge the City’s liability upon the Bond to the extent of
the sum or sums so paid.
REGISTER
The ownership of the unpaid Principal Balance of this Bond and the interest accruing
thereon is registered on the books of the City of Bozeman, Montana in the name of the registered
holder appearing on the first page hereof or as last noted below:
Date of Registration
Name and Address
of Registered Holder
Signature of
City Finance Director
[____________], 2026
Department of Natural
Resources and Conservation
1539 Eleventh Avenue
Helena, MT 59620
THE FOLLOWING ENTRIES ARE TO BE MADE ONLY BY THE BOND
REGISTRAR UPON REGISTRATION OF EACH TRANSFER
The City Finance Director of the City of Bozeman, Montana, acting as Bond Registrar, has
transferred, on the books of the City, on the date last noted below, ownership of the principal
amount of and the accrued interest on this Bond to the new registered holder noted next to such
date, except for amounts of principal and interest theretofore paid.
Date of Transfer
Name of New
Registered Holder
Signature of
Registrar
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FORM OF ASSIGNMENT
For value received, this Bond is hereby transferred and assigned by the undersigned
holder, without recourse, to _____________________________________________________
on this _____ day of _________________, _____.
By:
(Authorized Signature)
For:
(Holder)
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SCHEDULE A
SCHEDULE OF AMOUNTS ADVANCED
Date Advances
Total Amount
Advanced Notation Made By
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SCHEDULE B
Loan Loss
Administrative Reserve Total Loan
Date Principal Interest Expense Surcharge Surcharge Payment
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APPENDIX C
ADDITIONAL AGREEMENTS, REPRESENTATIONS AND COVENANTS
NONE
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CERTIFICATE AS TO RESOLUTION AND ADOPTING VOTE
I, the undersigned, being the duly qualified and acting recording officer of the City of
Bozeman, Montana (the “City”), hereby certify that the attached resolution is a true copy of
Resolution No. 2026-48 entitled: “RESOLUTION RELATING TO $1,692,000 SPECIAL
IMPROVEMENT DISTRICT NO. 789 BOND (RIVERSIDE NEIGHBORHOOD) (DNRC
WATER POLLUTION CONTROL STATE REVOLVING LOAN PROGRAM), SERIES
2026; AUTHORIZING THE ISSUANCE AND FIXING THE TERMS AND
CONDITIONS THEREOF AND PROVIDING FOR THE SECURITY THEREFOR” (the
“Resolution”), on file in the original records of the City in my legal custody; that the Resolution
was duly adopted by the City Commission of the City at a regular meeting on June 2, 2026, and
that the meeting was duly held by the City Commission and was attended throughout by a
quorum, pursuant to call and notice of such meeting given as required by law; and that the
Resolution has not as of the date hereof been amended or repealed.
I further certify that, upon vote being taken on the Resolution at said meeting, the
following Commission Members voted in favor thereof: Morrison, Fischer, Madgic, Bode,
Sweeney; voted against the same: ____________________________________________;
abstained from voting thereon: ____________________________________; or were absent:
__________________________.
WITNESS my hand officially this 2nd day of June, 2026.
MICHAEL MAAS
City Clerk
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SUPPLEMENTAL RESOLUTION
Relating to
$850,000
SUBORDINATE LIEN SEWER SYSTEM REVENUE BOND
(DNRC WATER POLLUTION CONTROL STATE REVOLVING LOAN PROGRAM)
TAXABLE SERIES 2026A
CITY OF BOZEMAN, MONTANA
Adopted: June 2, 2026
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TABLE OF CONTENTS
(For convenience only, not a part of this Supplemental Resolution)
Page
RECITALS .....................................................................................................................................1
ARTICLE I DEFINITIONS, RULES OF CONSTRUCTION AND APPENDICES .............3
Section 1.1 Definitions....................................................................................................3
Section 1.2 Other Rules of Construction ......................................................................11
Section 1.3 Appendices .................................................................................................11
ARTICLE II AUTHORIZATION, FINDINGS, REPRESENTATIONS AND
COVENANTS ......................................................................................................11
Section 2.1 Authorization and Findings........................................................................11
Section 2.2 Representations ..........................................................................................13
Section 2.3 Covenants ...................................................................................................16
Section 2.4 Covenants Relating to the Tax-Exempt Status of the State Bonds ............19
Section 2.5 Maintenance of System; Liens ...................................................................21
Section 2.6 Maintenance of Existence; Merger, Consolidation, Etc.; Disposition of
Assets .........................................................................................................22
ARTICLE III USE OF PROCEEDS; THE RIVERSIDE SEWER PROJECT ....................22
Section 3.1 Use of Proceeds..........................................................................................22
Section 3.2 The Riverside Sewer Project ......................................................................23
Section 3.3 Riverside Sewer Project Representations and Covenants ..........................24
Section 3.4 Completion or Cancellation or Reduction of Costs of the Riverside Sewer
Project ........................................................................................................26
ARTICLE IV THE 2026A LOAN ..............................................................................................27
Section 4.1 The 2026A Loan; Disbursement of 2026A Loan ......................................27
Section 4.2 Commencement of Loan Term ..................................................................29
Section 4.3 Termination of Loan Term.........................................................................29
Section 4.4 Loan Closing Submissions .........................................................................29
ARTICLE V REPAYMENT OF 2026A LOAN ........................................................................30
Section 5.1 Repayment of 2026A Loan ........................................................................30
Section 5.2 Additional Payments ..................................................................................33
Section 5.3 Prepayments ...............................................................................................33
Section 5.4 Obligations of Borrower Unconditional ....................................................34
Section 5.5 Limited Liability ........................................................................................34
ARTICLE VI INDEMNIFICATION OF DNRC AND DEQ ..................................................35
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ARTICLE VII ASSIGNMENT ..................................................................................................35
Section 7.1 Assignment by Borrower ...........................................................................35
Section 7.2 Assignment by DNRC ...............................................................................36
Section 7.3 State Refunding Bonds ..............................................................................36
ARTICLE VIII THE SERIES 2026A BOND ............................................................................36
Section 8.1 Net Revenues Available .............................................................................36
Section 8.2 Issuance and Sale of the Series 2026A Bond .............................................36
Section 8.3 Terms .........................................................................................................37
Section 8.4 Negotiability, Transfer and Registration....................................................37
Section 8.5 Execution and Delivery..............................................................................38
Section 8.6 Form ...........................................................................................................38
ARTICLE IX SECURITY FOR THE SERIES 2026A BOND ................................................38
ARTICLE X TAX MATTERS ...................................................................................................39
ARTICLE XI CONTINUING DISCLOSURE .........................................................................39
ARTICLE XII MISCELLANEOUS ..........................................................................................40
Section 12.1 Notices .......................................................................................................40
Section 12.2 Binding Effect ............................................................................................40
Section 12.3 Severability ................................................................................................40
Section 12.4 Amendments ..............................................................................................40
Section 12.5 Applicable Law ..........................................................................................41
Section 12.6 Captions; References to Sections ...............................................................41
Section 12.7 No Liability of Individual Officers, Directors, Trustees, or Commission
Members ....................................................................................................41
Section 12.8 Payments Due on Holidays ........................................................................41
Section 12.9 Right of Others to Perform Borrower’s Covenants ...................................41
Section 12.10 Authentication of Transcript ......................................................................42
Section 12.11 Repeals and Effective Date ........................................................................42
APPENDIX A – Description and Estimated Budget of the Riverside Sewer Project ................ A-1
APPENDIX B – Form of Series 2026A Bond .............................................................................B-1
APPENDIX C – Additional Agreements, Representations and Covenants ................................C-1
APPENDIX D – Form of Compliance Certificate and Request ................................................. D-1
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Resolution No. 2026-49, Authorizing the Execution and Delivery of $2,280,000 General Obligation Bonds,
Series 2024A
RESOLUTION NO. 2026-49
RESOLUTION RELATING TO $850,000 SUBORDINATE LIEN SEWER
SYSTEM REVENUE BOND (DNRC WATER POLLUTION CONTROL
STATE REVOLVING LOAN PROGRAM), SERIES 2026A;
AUTHORIZING THE ISSUANCE AND PRESCRIBING THE FORM AND
TERMS THEREOF AND THE SECURITY THEREFOR
RECITALS:
WHEREAS, pursuant to the Water Pollution Control State Revolving Fund Act, Montana
Code Annotated, Title 75, Chapter 5, Part 11, as amended (the “State Act”), the State of Montana
(the “State”) has established a revolving loan program (the “Program”) to be administered by the
Department of Natural Resources and Conservation of the State of Montana, an agency of the State
(the “DNRC”), and by the Department of Environmental Quality of the State of Montana, an
agency of the State (the “DEQ”), and has provided that a water pollution control state revolving
fund (the “Revolving Fund”) be created within the state treasury and all federal, state and other
funds for use in the Program be deposited into the Revolving Fund, including, but not limited to,
all federal grants for capitalization of a state water pollution control revolving fund under the
federal Water Pollution Control Act (the “Clean Water Act”), all repayments of assistance awarded
from the Revolving Fund, interest on investments made on money in the Revolving Fund and
payments of principal of and interest on loans made from the Revolving Fund; and
WHEREAS, the State Act provides that funds from the Program shall be disbursed and
administered for the purposes set forth in the Clean Water Act and according to rules adopted by
the DEQ and the DNRC; and
WHEREAS, the current EPA Capitalization Grant (as hereinafter defined) requires that
loans under the Program funded in whole or in part by such grant in the aggregate and not on a
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loan-by-loan basis be structured in such a way that a percentage of the total proceeds of such grant
be subject to loan forgiveness; and
WHEREAS, the City of Bozeman, Montana (the “Borrower”) has applied to the DNRC
for the 2026A Loan (as hereinafter defined) from the Revolving Fund to enable the Borrower to
finance, refinance or reimburse itself for the costs of the Riverside Sewer Project (as hereinafter
defined) which will carry out the purposes of the Clean Water Act and to pay costs of issuance of
the Series 2026A Bond (as hereinafter defined); and
WHEREAS, the DNRC offered to make a loan in the total principal amount of $850,000
available to the Borrower, contemplated to be forgiven in the event the Borrower satisfies certain
conditions; and
WHEREAS, to take advantage of the DNRC’s offer, the Borrower contemplates issuing
the Series 2026A Bond in the maximum principal amount of $850,000, to finance, refinance or
reimburse itself for a portion of the costs of the Riverside Sewer Project (as hereinafter defined),
which will carry out the purposes of the Clean Water Act; and
WHEREAS, provided that the Borrower complies with certain conditions for principal
forgiveness, the Borrower’s obligation to repay the Series 2026A Bond will be forgiven; and
WHEREAS, the Borrower is authorized under the Original Resolution (as hereinafter
defined), applicable laws, ordinances and regulations to adopt this Supplemental Resolution and
to issue the Series 2026A Bond (as hereinafter defined) to evidence the 2026A Loan (as hereinafter
defined) for the purposes set forth herein; and
WHEREAS, the DNRC expects to fund the 2026A Loan (as hereinafter defined) entirely
from proceeds of the current EPA Capitalization Grant.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF BOZEMAN, MONTANA, AS FOLLOWS:
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ARTICLE I
DEFINITIONS, RULES OF CONSTRUCTION AND APPENDICES
Section 1.1 Definitions. Unless a different meaning clearly appears from the context,
terms used with initial capital letters but undefined in this Supplemental Resolution shall have the
meanings given them in the Original Resolution, the Indenture, or as follows:
“Accountant” or “Accountants” means an independent certified public accountant or a firm
of independent certified public accountants selected by the Borrower and, so long as any SRF
Bonds are Outstanding, reasonably satisfactory to the DNRC.
“Acquisition and Construction Account” means the account created in the Sewer System
Fund established pursuant to Sections 11.1 and 11.2 of the Original Resolution.
“Act” means Montana Code Annotated, Title 7, Chapter 7, Parts 44 and 45, as amended.
“Administrative Expense Surcharge” means, in respect of the 2026A Loan, upon the
delivery of a Noncompliance Statement as provided by this Supplemental Resolution, a surcharge
equal to twenty-five hundredths of one percent (0.25%) per annum on the outstanding principal
amount of the 2026A Loan payable on the same dates that payments of interest on the 2026A Loan
are due.
“Authorized DNRC Officer” means the Director of the DNRC or his or her designee.
“Bond Counsel” means any firm of nationally recognized bond counsel experienced in
matters relating to tax-exempt financing, selected by the Borrower; provided that so long as any
SRF Bonds are Outstanding, such Bond Counsel shall be reasonably acceptable to the DNRC.
“Bond Register” means the registration books to be maintained by the Registrar with
respect to any series of Bonds.
“Bonds” means the Series 2010B Bond, the Series 2010C Bond, the Series 2010D Bond,
the Series 2010F Bond, the Series 2010G Bond, the Series 2010H Bond, the Series 2020B Bond,
the Series 2020D Bond, the Series 2021 Bond, and any additional Bonds. “Bonds” does not
include the Series 2026A Bond.
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“Borrower” means the City of Bozeman, Montana, or any permitted successor assign.
“Business Day” means any day which is not a Saturday or Sunday, a legal holiday in the
State or a day on which banks in Montana are authorized or required by law to close.
“Clean Water Act” means the Federal Water Pollution Control Act, 33 U.S.C. §§ 1251-
1387, as amended, and all regulations, rules and interpretations issued by the EPA thereunder.
“Closing” means the date of delivery of the Series 2026A Bond to the DNRC.
“Code” means the Internal Revenue Code of 1986, as amended.
“Collateral Documents” means, with respect to any Outstanding Bonds, any security
agreement, guaranty or other document or agreement delivered to the DNRC securing the
obligations of the Borrower under this Resolution and the Outstanding Bonds. If no Collateral
Documents secure such obligations, any reference to Collateral Documents in this Resolution shall
be without effect.
“Commission” means the City Commission of the Borrower.
“Committed Amount” means the aggregate amount of the 2026A Loan committed to be
lent by the DNRC to the Borrower pursuant to Section 4.1 of this Supplemental Resolution, as
such amount may be reduced pursuant to Sections 3.2 and 3.4 of this Supplemental Resolution.
“Compliance Certificate and Request” means the certificate and request substantially in the
form of the attached Appendix D.
“Consultant” means a nationally recognized consultant or firm of consultants, or an
independent engineer or firm of independent engineers, or an Accountant, which in any case is
qualified and has skill and experience in the preparation of financial feasibility studies or
projections for facilities similar to the System or any Project, selected by the Borrower and, so
long as any SRF Bonds are Outstanding, reasonably satisfactory to the DNRC.
“Debt” means, without duplication, in respect of the System, (1) indebtedness of the
Borrower for borrowed money or for the deferred purchase price of property or services; (2) the
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obligation of the Borrower as lessee under leases which should be recorded as capital leases under
generally accepted accounting principles; and (3) obligations of the Borrower under direct or
indirect guarantees in respect of, and obligations (contingent or otherwise) to purchase or
otherwise acquire, or otherwise to assure a creditor against loss in respect of, indebtedness or
obligations of others of the kinds referred to in clause (1) or (2) above.
“DEQ” means the Department of Environmental Quality of the State of Montana, an
agency of the State, or any successor to its powers, duties and obligations under the State Act or
the EPA Agreements.
“Determination Statement” means a Forgiveness Statement or a Noncompliance
Statement.
“DNRC” means the Department of Natural Resources and Conservation of the State of
Montana, an agency of the State, and any successor to its powers, duties and obligations under the
State Act.
“EPA” means the Environmental Protection Agency, an agency of the United States of
America, and any successor to its functions under the Clean Water Act.
“EPA Agreements” means all capitalization grant agreements and other written agreements
between the DEQ, the DNRC and the EPA concerning the Program.
“EPA Capitalization Grant” means a grant of funds to the State by the EPA under Title VI
of the Clean Water Act and any grant made available by the EPA for deposit in the Revolving
Fund pursuant to Section 205(m) of the Clean Water Act.
“Forgiveness Statement” means a written statement delivered to the Borrower by the
DNRC in response to a Compliance Certificate and Request that the Borrower’s obligation to repay
the principal of the Series 2026A Bond is forgiven.
“Governmental Unit” means governmental unit as such term is used in Section 145(a) of
the Code.
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“Indenture” means the Indenture of Trust, dated as of June 1, 1991, between the Board of
Examiners of the State and the Trustee, as such may be supplemented or amended from time to
time in accordance with the provisions thereof, pursuant to which, among other things, the State
Bonds are to be or have been issued.
“Loan Loss Reserve Surcharge” means, in respect of the 2026A Loan, upon the delivery
of a Noncompliance Statement as provided by this Supplemental Resolution, a surcharge equal to
twenty-five hundredths of one percent (0.25%) per annum on the outstanding principal amount of
the 2026A Loan payable by the Borrower on the same dates that payments of interest on the 2026A
Loan are due.
“Loan Repayments” means, if the DNRC delivers a Noncompliance Statement, the
periodic payments of principal of and interest on the 2026A Loan as set out more particularly in
Article V of this Supplemental Resolution.
“Net Revenues” means the gross revenues of the System for a specified period less the
Operating Expenses of the System for the same period, as described in the Original Resolution, as
amended.
“Noncompliance Statement” means a written statement delivered to the Borrower by the
DNRC that the Borrower’s obligation to repay the principal of the Series 2026A Bond is not
forgiven.
“Operating Account” means the account created in the Sewer System Fund established
pursuant to Sections 11.1 and 11.3 of the Original Resolution.
“Operating Expenses” has the meaning given to such term in the Original Resolution, as
amended.
“Operating Reserve” means the reserve to be maintained in the Operating Account as
required by Section 11.3 of the Original Resolution.
“Opinion of Bond Counsel” means a written opinion of Bond Counsel.
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“Original Resolution” means Resolution No. 4220 of the Borrower adopted by the
Commission on November 16, 2009.
“Payment Date” means, with respect to the 2026A Loan, if a Noncompliance Statement
is delivered with respect to the 2026A Loan, each January 1 and July 1 during the term of the
Series 2026A Bond on which a payment of interest or principal and interest is due, as determined
under this Supplemental Resolution and the Series 2026A Bond.
“Person” means any Private Person or Public Entity.
“Private Person” means an individual, corporation, partnership, association, joint venture,
limited liability company, limited liability partnership, joint stock company, trust or
unincorporated organization, except a Public Entity.
“Program” means the Water Pollution Control State Revolving Fund Program established
by the State Act.
“Project” means the designing, engineering, acquiring, constructing, installing, improving,
or enlarging the System, or any part thereof, including the Riverside Sewer Project.
“Public Entity” means a State agency, city, town, county, school district, political or
administrative subdivision of State government, irrigation district, county water and sewer district
or other public body established by State law or an Indian tribe that has a federally recognized
governing body carrying out substantial governmental duties and powers over any area.
“Recycled Money” means payments and prepayments of principal of loans made under the
Program, and any other amounts transferred to the Principal Subaccount in the Revenue
Subaccount in the State Allocation Account (as such terms are defined in the Indenture).
“Registrar” means, with respect to the Series 2026A Bond, the City Finance Director or
any successor appointed pursuant to this Supplemental Resolution, and, with respect to any other
series of Bonds, the Person or Persons designated in the Resolution or Supplemental Resolution
authorizing the issuance of such Bonds.
“Regulations” means the Treasury Regulations promulgated under the Code.
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“Replacement and Depreciation Account” means the account created in the Sewer System
Fund established pursuant to Sections 11.1 and 11.6 of the Original Resolution.
“Reserve Account” means the account created in the Sewer System Fund established
pursuant to Sections 11.1 and 11.5 of the Original Resolution.
“Reserve Requirement” means, as of the date of calculation, an amount equal to one-half
the sum of the highest amount of principal and interest payable on all outstanding Bonds in any
one future fiscal year (giving effect to mandatory sinking fund redemption, if any).
“Resolution” means the Original Resolution, as amended and supplemented by
Resolution Nos. 4234, 4245, 4254, 4299, 4462, 5183, and 5184, adopted by the City
Commission on January 19, 2010, February 16, 2010, May 3, 2010, November 1, 2010, August
5, 2013, and June 15, 2020, respectively, by this Supplemental Resolution, and as it may be
further amended and supplemented in accordance with its terms.
“Revenue Bond Account” means the account created in the Sewer System Fund established
pursuant to Sections 11.1 and 11.4 of the Original Resolution.
“Revolving Fund” means the Water Pollution Control State Revolving Fund created
pursuant to the State Act.
“Riverside Sewer Project” means the designing, engineering, and construction of the
facilities, improvements and activities financed, refinanced or the cost of which is being financed
by or reimbursed to the Borrower in part with proceeds of the 2026A Loan, described in
Appendix A hereto.
“Series 2010B Bond” means the Borrower’s Sewer System Revenue Bond (DNRC Water
Pollution Control State Revolving Loan Program), Series 2010B, issued to the DNRC pursuant
to the Resolution as then in effect.
“Series 2010C Bond” means the Borrower’s First Amended and Restated Sewer System
Revenue Bond (DNRC Water Pollution Control State Revolving Loan Program), Series 2010C
issued to the DNRC pursuant to the Resolution as then in effect.
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“Series 2010D Bond” means the Borrower’s First Amended and Restated Sewer System
Revenue Bond (DNRC Water Pollution Control State Revolving Loan Program), Series 2010D,
issued to the DNRC pursuant to the Resolution as then in effect.
“Series 2010F Bond” means the Borrower’s First Amended and Restated Sewer System
Revenue Bond (DNRC Water Pollution Control State Revolving Loan Program), Series 2010F,
issued to the DNRC pursuant to the Resolution as then in effect.
“Series 2010G Bond” means the Borrower’s First Amended and Restated Sewer System
Revenue Bond (DNRC Water Pollution Control State Revolving Loan Program), Series 2010G,
issued to the DNRC pursuant to the Resolution as then in effect.
“Series 2010H Bond” means the Borrower’s First Amended and Restated Sewer System
Revenue Bond (DNRC Water Pollution Control State Revolving Loan Program), Series 2010H,
issued to the DNRC pursuant to the Resolution as then in effect.
“Series 2020B Bond” means the Borrower’s Sewer System Revenue Bond (DNRC Water
Pollution Control State Revolving Loan Program), Series 2020B, issued to the DNRC pursuant to
the Resolution as then in effect.
“Series 2020D Bond” means the Borrower’s Sewer System Revenue Bond (DNRC Water
Pollution Control State Revolving Loan Program), Series 2020D, issued to the DNRC pursuant to
the Resolution as then in effect.
“Series 2021 Bond” means the Borrower’s Sewer System Revenue Bond (DNRC Water
Pollution Control State Revolving Loan Program), Series 2021, issued to the DNRC pursuant to
the Resolution as then in effect.
“Series 2026A Bond” means the Borrower’s $850,000 Subordinate Lien Sewer System
Revenue Bond (DNRC Water Pollution Control State Revolving Loan Program), Taxable Series
2026A, issued to the DNRC pursuant to this Supplemental Resolution.
“Sewer System Fund” means the fund created by Section 11.1 of the Original Resolution.
“State” means the State of Montana.
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“State Act” means Montana Code Annotated, Title 75, Chapter 5, Part 11, as amended from
time to time.
“State Bonds” means the State’s General Obligation Bonds (Water Pollution Control State
Revolving Fund Program), issued and to be issued pursuant to the Indenture.
“Stated Maturity” when used with respect to any Bond or any installment of interest
thereon, means the date specified in such Bond as the fixed date on which principal of such Bond
or such installment of interest is due and payable.
“Subordinate Obligations” means, with respect to any Obligation, the date specified in
such Obligation as the fixed date on which the principal of such Obligation is due and payable,
including the Series 2026A Bond.
“Supplemental Resolution” means this resolution adopted by the Commission on June 2,
2026, or any other resolution supplemental to the Resolution in accordance with its terms.
“Surplus Account” means the account created in the Sewer System Fund established
pursuant to Sections 11.1 and 11.7 of the Original Resolution.
“Surplus Net Revenues” means that portion of the Net Revenues in excess of the current
requirements of the Operating Account, the Revenue Bond Account and the Reserve Account.
“System” means the existing sewer system of the Borrower and all extensions,
improvements and betterments thereof hereafter constructed and acquired, including, without
limitation, the Riverside Sewer Project.
“Trustee” means U.S. Bank Trust Company, National Association, or any successor
trustee under the Indenture.
“2026A Loan” means the loan made to the Borrower by the DNRC pursuant to the
Program in the maximum amount of the Committed Amount to provide funds to pay a portion of
the costs of the Riverside Sewer Project payable under the Program and to pay costs of issuing
the Series 2026A Bond.
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Section 1.2 Other Rules of Construction. For all purposes of this Supplemental
Resolution, except where the context clearly indicates otherwise:
(a) All accounting terms not otherwise defined herein have the meanings assigned to
them in accordance with generally accepted government accounting standards.
(b) Terms in the singular include the plural and vice versa.
(c) All references to time shall refer to Helena, Montana time, unless otherwise provided
herein.
(d) All references to mail shall refer to first-class mail postage prepaid.
(e) Words of the masculine gender shall be deemed and construed to include correlative
words of the feminine and neuter genders.
(f) “Or” is not exclusive, but is intended to permit or encompass one, more or all of the
alternatives conjoined.
Section 1.3 Appendices. Attached to this Supplemental Resolution and hereby made a
part hereof are the following Appendices:
Appendix A: a description of the Riverside Sewer Project and estimated budget for the
Riverside Sewer Project;
Appendix B: the form of the Series 2026A Bond;
Appendix C: additional agreements, representations and covenants of the Borrower; and
Appendix D: form of Compliance Certificate and Request.
ARTICLE II
AUTHORIZATION, FINDINGS, REPRESENTATIONS AND COVENANTS
Section 2.1 Authorization and Findings.
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(a)Authorization. Under the Act, the Borrower is authorized to sell and issue its
revenue bonds payable during a term not exceeding forty years from their date of issue, to provide
funds for the reconstruction, improvement, betterment and extension of a municipal sewer system
or to refund bonds issued for such purposes; provided that the bonds and the interest thereon are
to be payable solely out of the net income and revenues to be derived from rates, fees and charges
for the services, facilities and commodities furnished by such sewer system, and are not to create
any obligation for the payment of which taxes may be levied except to pay for services provided
by the sewer system to the Borrower.
(b)The System. The Borrower, pursuant to the Act and other laws of the State, has
established and presently owns and operates the System.
(c)The Riverside Sewer Project. After investigation of the facts and as authorized by
the Act, this Commission has determined it to be necessary and desirable and in the best interests
of the Borrower to construct the Riverside Sewer Project.
(d)Outstanding Bonds. Pursuant to the Act and the Original Resolution, the Borrower
has issued, and has outstanding its Series 2010B Bond, Series 2010C Bond, Series 2010D Bond,
Series 2010F Bond, Series 2010G Bond, Series 2010H Bond, Series 2020B Bond, Series 2020D
Bond, and Series 2021 Bond (collectively, the “Outstanding Bonds”). The Outstanding Bonds are
parity Bonds, payable from and secured by Net Revenues of the System. No other bonds or
indebtedness are currently outstanding that are payable from or secured by revenues of the System.
(e)Subordinate Obligations. The Borrower reserved the right under Section 10.4 of
the Original Resolution to issue Subordinate Obligations payable from Surplus Net Revenues. The
Series 2026A Bond is a Subordinate Obligation.
(f)Effect of Forgiveness. If the DNRC delivers a Forgiveness Statement to the
Borrower and the obligation of the Borrower to repay the Series 2026A Bond is forgiven, then this
Resolution shall be terminated and the Borrower shall thereafter have no obligations under this
Resolution; provided, however, the Borrower’s obligations under Article VI shall survive the
termination of this Resolution and remain in effect.
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(g) Recitals. All acts, conditions and things required by the Constitution and laws of the
State to be done, to exist, to happen and to be performed prior to the issuance of the Series 2026A
Bond have been done, do exist, have happened and have been performed in due time, form and
manner. This Commission determines that it is now necessary and in the best interest of the
Borrower to establish the form and terms of the Series 2026A Bond, to provide for the security
thereof and to issue the Series 2026A Bond on the terms and conditions set forth herein and in the
Series 2026A Bond.
Section 2.2 Representations. The Borrower represents as follows:
(a) Organization and Authority. The Borrower:
(1) is duly organized and validly existing as a municipal corporation and
political subdivision of the State;
(2) has all requisite power and authority and all necessary licenses and permits
required as of the date hereof to own and operate the System and to carry on its current
activities with respect to the System, to adopt this Supplemental Resolution and to enter
into the Collateral Documents and to issue the Series 2026A Bond and to carry out and
consummate all transactions contemplated by this Supplemental Resolution, the Series
2026A Bond and the Collateral Documents;
(3) is a Governmental Unit and a Public Entity; and
(4) has taken all proper action to authorize the execution, delivery and
performance of its obligations under this Supplemental Resolution, the Series 2026A
Bond and the Collateral Documents and the incurrence of the Debt evidenced by the
Series 2026A Bond in the maximum amount of the Committed Amount.
(b) Litigation. There is no litigation or proceeding pending, or to the knowledge of the
Borrower threatened, against or affecting the Borrower in any court or before or by any
governmental authority or arbitration board or tribunal that, if adversely determined, would
materially and adversely affect the existence, corporate or otherwise, of the Borrower, or the ability
of the Borrower to make all payments and otherwise perform its obligations under the Resolution,
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the Series 2026A Bond and the Collateral Documents, or the financial condition of the Borrower,
or the transactions contemplated by this Supplemental Resolution, the Series 2026A Bond and the
Collateral Documents or the validity and enforceability of the Resolution, the Series 2026A Bond
and the Collateral Documents. If any such litigation should be initiated or threatened, the Borrower
will forthwith notify in writing the DNRC, and will furnish the DNRC a copy of all documents,
including pleadings, in connection with such litigation. No referendum petition has been filed
with respect to any resolution or other action of the Borrower relating to the Riverside Sewer
Project, the Series 2026A Bond or any Collateral Documents.
(c)Borrowing Legal and Authorized. The adoption of this Supplemental Resolution,
the execution and delivery of the Series 2026A Bond and the Collateral Documents and the
consummation of the transactions provided for in this Supplemental Resolution, the Series 2026A
Bond and the Collateral Documents and compliance by the Borrower with the provisions of this
Supplemental Resolution, the Series 2026A Bond and the Collateral Documents:
(1)are within the powers of the Borrower and have been duly authorized by all
necessary action on the part of the Borrower; and
(2)do not and will not result in any breach of any of the terms, conditions or
provisions of, or constitute a default under, or result in the creation or imposition of any
lien, charge or encumbrance upon any property or assets of the Borrower pursuant to any
ordinance, resolution, indenture, loan agreement or other agreement or instrument (other
than this Supplemental Resolution and any Collateral Documents) to which the Borrower
is a party or by which the Borrower or its property may be bound, nor will such action
result in any violation of the provisions of the charter or similar document, if applicable,
of the Borrower or any laws, ordinances, governmental rules or regulations or court or
other governmental orders to which the Borrower, its properties or operations are subject.
(d)No Defaults. No event has occurred and no condition exists that, upon execution
and delivery of the Series 2026A Bond and the Collateral Documents, would constitute a default
under the Resolution or the Collateral Documents. The Borrower is not in violation of any term
of any agreement, bond resolution, trust indenture, charter or other instrument to which it is a party
or by which it or its property may be bound which violation would materially and adversely affect
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the transactions contemplated hereby or the compliance by the Borrower with the terms of the
Resolution, or of the Series 2026A Bond and the Collateral Documents.
(e)Governmental Consent. The Borrower has obtained or made all permits, findings
and approvals required to the date of adoption of this Supplemental Resolution by any
governmental body or officer for the making and performance by the Borrower of its obligations
under the Resolution, the Series 2026A Bond and the Collateral Documents or for the Riverside
Sewer Project, the financing or refinancing thereof or the reimbursement of the Borrower for the
costs thereof. No consent, approval or authorization of, or filing, registration or qualification with,
any governmental authority (other than those, if any, already obtained) is required on the part of
the Borrower as a condition to adopting this Supplemental Resolution, issuing the Series 2026A
Bond or entering into the Collateral Documents and the performance of the Borrower’s obligations
hereunder and thereunder.
(f)Binding Obligation. This Supplemental Resolution, the Series 2026A Bond and
any Collateral Document to which the Borrower is a party are the valid and binding special, limited
obligations and agreements of the Borrower, enforceable against the Borrower in accordance with
their terms, except to the extent that the enforceability thereof may be limited by laws relating to
bankruptcy, moratorium, reorganization, insolvency or similar laws affecting creditors’ rights and
general principles of equity.
(g)The Riverside Sewer Project. The Riverside Sewer Project consists and will consist
of the facilities, improvements and activities described in Appendix A, as such Appendix A may
be amended from time to time in accordance with Article III of this Supplemental Resolution. The
Riverside Sewer Project comprises facilities of a type that, as determined by the EPA, will facilitate
compliance with the national water pollution control regulations applicable to the System or will
otherwise significantly further the health protection objectives of the Clean Water Act.
(h)Full Disclosure. There is no fact that the Borrower has not specifically disclosed
in writing to the DNRC that materially and adversely affects or (so far as the Borrower can now
foresee), except for pending or proposed legislation or regulations that are a matter of general
public information, that will materially and adversely affect the properties, operations and finances
of the System, the Borrower’s status as a Public Entity and Governmental Unit, its ability to own
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and operate the System in the manner it is currently operated or the Borrower’s ability to perform
its obligations under this Supplemental Resolution, the Series 2026A Bond and the Collateral
Documents and to pledge any revenues or other property pledged to the payment of the Series
2026A Bond.
(i) Compliance with Law. The Borrower:
(1) is in compliance with all laws, ordinances, governmental rules and
regulations and court or other governmental orders, judgments and decrees to which it is
subject and which are material to the properties, operations and finances of the System
or its status as a Public Entity and Governmental Unit, including, without limitation and
to the extent applicable, federal civil rights laws, including the Age Discrimination Act
of 1975, Section 13 of the FWPCA Amendments of 1972, Section 504 of the
Rehabilitation Act of 1973 and Title VI of the Civil Rights Act of 1964; and
(2) has obtained all licenses, permits, franchises or other governmental
authorizations necessary to the ownership of the System and the operation thereof and
agrees to obtain all such licenses, permits, franchises or other governmental
authorizations as may be required in the future for the System and the operation thereof,
which failure to obtain might materially and adversely affect the ability of the Borrower
to conduct the operation of the System as presently conducted or the condition (financial
or otherwise) of the System or the Borrower’s ability to perform its obligations under this
Supplemental Resolution, the Series 2026A Bond and the Collateral Documents.
Section 2.3 Covenants.
(a) Insurance. In addition to the requirements set forth in the Original Resolution, the
Borrower at all times shall keep and maintain with respect to the System property and casualty
insurance and liability insurance with financially sound and reputable insurers, or self-insurance
as authorized by State law, against such risks and in such amounts, and with such deductible
provisions, as are customary in the State in the case of entities of the same size and type as the
Borrower and similarly situated and shall carry and maintain, or cause to be carried and
maintained, and pay or cause to be paid timely the premiums for all such insurance. All such
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insurance policies shall name the DNRC as an additional insured to the extent permitted under the
policy or program of insurance of the Borrower. Each policy must provide that it cannot be
cancelled by the insurer without giving the Borrower and the DNRC 30 days’ prior written notice.
The Borrower shall give the DNRC prompt notice of each insurance policy it obtains or maintains
to comply with this Section 2.3(a) and of each renewal, replacement, change in coverage or
deductible under or amount of or cancellation of each such insurance policy and the amount and
coverage and deductibles and carrier of each new or replacement policy. Such notice shall
specifically note any adverse change as being an adverse change. The Borrower shall deliver to
the DNRC at Closing a certificate providing the information required by this Section 2.3(a).
(b)Right of Inspection and Notice of Change of Location. The DNRC, the DEQ and
the EPA and their designated agents shall have the right at all reasonable times during normal
business hours and upon reasonable notice to enter into and upon the property of the Borrower for
the purpose of inspecting the System or any or all books and records of the Borrower relating to
the System.
(c)Further Assurance. The Borrower shall execute and deliver to the DNRC all such
documents and instruments and do all such other acts and things as may be necessary or required
by the DNRC to enable the DNRC to exercise and enforce its rights under this Supplemental
Resolution, the Series 2026A Bond and the Collateral Documents and to realize thereon, and
record and file and re-record and refile all such documents and instruments, at such time or times,
in such manner and at such place or places, all as may be necessary or required by the DNRC to
validate, preserve and protect the position of the DNRC under this Supplemental Resolution, the
Series 2026A Bond and the Collateral Documents.
(d)Maintenance of Security, if any; Recordation of Interest.
(1)The Borrower shall, at its expense, take all necessary action to maintain and
preserve the lien and security interest of this Supplemental Resolution and the Collateral
Documents so long as any amount is owing under this Supplemental Resolution or the
Series 2026A Bond;
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(2)The Borrower shall forthwith, after the execution and delivery of the Series
2026A Bond and thereafter from time to time, cause this Supplemental Resolution and
any Collateral Documents granting a security interest in revenues or real or personal
property and any financing statements or other notices or documents relating thereto to
be filed, registered and recorded in such manner and in such places as may be required
by law in order to perfect and protect fully the lien and security interest hereof and thereof
and the security interest in them granted by this Supplemental Resolution and, from time
to time, shall perform or cause to be performed any other act required by law, including
executing or causing to be executed any and all required continuation statements and
shall execute or cause to be executed any further instruments that may be requested by
the DNRC for such perfection and protection; and
(3)Except to the extent it is exempt therefrom, the Borrower shall pay or cause
to be paid all filing, registration and recording fees incident to such filing, registration
and recording, and all expenses incident to the preparation, execution and
acknowledgment of the documents described in subparagraph (2), and all federal or state
fees and other similar fees, duties, imposts, assessments and charges arising out of or in
connection with the execution and delivery of the Series 2026A Bond and the Collateral
Documents and the documents described in subparagraph (2).
(e) Additional Agreements. The Borrower covenants to comply with all
representations, covenants, conditions and agreements, if any, set forth in Appendix C hereto.
(f)Financial Information. This Section 2.3(f) supplements, and is not intended to
limit, the requirements in Section 2.2(f) of the Original Resolution, as amended. The Borrower
agrees that for each fiscal year it shall furnish to the DNRC and the DEQ, promptly when available:
(1)the preliminary budget for the System, with items for the Riverside Sewer
Project shown separately; and
(2)when adopted, the final budget for the System, with items for the Riverside
Sewer Project shown separately.
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(g)Project Accounts. The Borrower shall maintain Project accounts in accordance
with generally accepted government accounting standards, and as separate accounts, as required
by Section 602(b)(9) of the Clean Water Act.
(h)Records. After reasonable notice from the EPA or the DNRC, the Borrower shall
make available to the EPA or the DNRC such records as the EPA or the DNRC reasonably requires
to review and determine compliance with the Clean Water Act, as provided in Section 606(e) of
the Clean Water Act and shall maintain sufficient financial, managerial and technical capability to
continue to effect such compliance.
(i)Compliance with Clean Water Act. The Borrower has complied and shall comply
with all conditions and requirements of the Clean Water Act pertaining to the 2026A Loan and the
Riverside Sewer Project.
(j)Program Covenant. The Borrower agrees that neither it nor any “related person”
to the Borrower (within the meaning of Section 147(a)(2) of the Code) shall, whether pursuant to
a formal or informal arrangement, acquire bonds issued by the State under the Indenture in an
amount related to the amount of the Series 2026A Bond.
Section 2.4 Covenants Relating to the Tax-Exempt Status of the State Bonds.
(a)The Borrower covenants and agrees that it will not use or permit to be used any of
the proceeds of the Series 2026A Bond or any other funds of the Borrower in respect of the
Riverside Sewer Project or the Series 2026A Bond, directly or indirectly, in a manner that would
cause, or take any other action that would cause, any State Bond to be an “arbitrage bond” within
the meaning of Section 148 of the Code or would otherwise cause the interest on the State Bonds
to be included in gross income for purposes of federal income taxation.
(b)The Borrower agrees that it will not enter into, or allow any “related person” (as
defined in Section 147(a)(2) of the Code) to enter into, any arrangement, formal or informal, for
the purchase of the State Bonds or any other obligations of the DNRC in an amount related to the
amount of the 2026A Loan or the portion of the 2026A Loan derived directly or indirectly from
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proceeds of the State Bonds or that would otherwise cause any State Bond to be an “arbitrage
bond” within the meaning of Section 148 of the Code.
(c) The Borrower shall not use or permit the use of the Riverside Sewer Project directly
or indirectly in any trade or business carried on by any Person who is not a Governmental Unit.
For the purpose of this subparagraph, use as a member of the general public (within the meaning
of the Regulations) shall not be taken into account and any activity carried on by a Person other
than a natural person shall be treated as a trade or business.
(d) Any portion of the Riverside Sewer Project being refinanced or the cost of which
is being reimbursed was acquired by and is now and shall, during the term of the 2026A Loan, be
owned by the Borrower and not by any other Person. Any portion of the Riverside Sewer Project
being financed shall be acquired by and shall, during the term of the 2026A Loan, be owned by
the Borrower and not by any other Person. Notwithstanding the previous two sentences, the
Borrower may transfer the Riverside Sewer Project or a portion thereof to another Governmental
Unit which is also a Public Entity if such transfer is otherwise permitted under the Resolution and
if such organization agrees with the DNRC to comply with Section 2.3(h), Section 2.3(i) and
Section 2.4 of this Supplemental Resolution and if the DNRC receives an Opinion of Bond
Counsel that such transfer will not violate the State Act or the Clean Water Act or adversely affect
the exclusion of interest on the State Bonds from gross income or purposes of federal income
taxation. In addition, except as otherwise provided in the Resolution or in any Collateral
Documents, the Borrower may sell or otherwise dispose of any portion of the Riverside Sewer
Project which has become obsolete or outmoded or is being replaced or for other reasons is not
needed by the Borrower or beneficial to the general public or necessary to carry out the purposes
of the Clean Water Act.
(e) At the Closing of the 2026A Loan, the DNRC will, if necessary to obtain the
Opinion of Bond Counsel described in Section 7.05(a) of the Indenture, deliver to the Borrower
instructions concerning compliance by the Borrower with the arbitrage rebate requirements of
Section 148 of the Code (the “Arbitrage Rebate Instructions”). The Borrower shall comply with
the Arbitrage Rebate Instructions, if any, delivered to it by the DNRC at Closing, as such
Instructions may be amended or replaced by the DNRC from time to time. The Arbitrage Rebate
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Instructions may be amended or replaced by new Arbitrage Rebate Instructions delivered by the
DNRC and accompanied by an Opinion of Bond Counsel to the effect that the use of said amended
or new Arbitrage Rebate Instructions will not adversely affect the excludability of interest on the
State Bonds or any Additional State Bonds (except State Bonds the interest on which the State did
not intend to be excluded from gross income for federal income tax purposes) from gross income
of the recipients thereof for federal income tax purposes.
(f)The Borrower agrees that during the term of the 2026A Loan it will not contract
with or permit any Private Person to manage the Riverside Sewer Project or any portion thereof
except according to a written management contract and upon delivery to the DNRC of an Opinion
of Bond Counsel to the effect that the execution and delivery of such management contract will
not violate the State Act or the Clean Water Act or adversely affect the exclusion of interest on
State Bonds from gross income for purposes of federal income taxation.
(g)The Borrower may not lease the Riverside Sewer Project or any portion thereof to
any Person other than a nonexempt Person which agrees in writing with the Borrower and the State
not to cause any default to occur under the Resolution; provided the Borrower may lease all or any
portion of the Riverside Sewer Project to a nonexempt Person pursuant to a lease which in the
Opinion of Bond Counsel delivered to the DNRC will not cause the interest on the State Bonds to
be included in gross income for purposes of federal income taxation.
(h)The Borrower shall not change the use or nature of the Riverside Sewer Project if
(i) such change will violate the Clean Water Act, or (ii) so long as the State Bonds are outstanding
unless, in the Opinion of Bond Counsel delivered to the DNRC, such change will not result in the
inclusion in gross income of interest on the State Bonds for federal income tax purposes.
Section 2.5 Maintenance of System; Liens. The Borrower shall maintain the System,
including the Riverside Sewer Project, in good condition and make all necessary renewals,
replacements, additions, betterments and improvements thereto. The Borrower shall not grant or
permit to exist any lien on the Riverside Sewer Project or any other property making up part of the
System, other than liens securing Debt where a parity or senior lien secures the Series 2026A
Bond; provided that this Section 2.5 shall not be deemed to be violated if a mechanic’s or
contractor’s lien is filed against any such property so long as the Borrower uses its best efforts to
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obtain the discharge of such lien and promptly reports to the DNRC the filing of such lien and the
steps it plans to take and does take to discharge of such lien.
Section 2.6 Maintenance of Existence; Merger, Consolidation, Etc.; Disposition of
Assets. The Borrower shall maintain its corporate existence, except that it may consolidate with
or merge into another Governmental Unit or permit one or more Governmental Units to
consolidate with or merge into it or may transfer all or substantially all of its assets to another
Governmental Unit and then dissolve if the surviving, resulting or transferee entity (if other than
the Borrower) (i) is a Public Entity and (ii) assumes in writing all of the obligations of the Borrower
under the Resolution, the Series 2026A Bond and the Collateral Documents, and (a) such action
does not result in any default in the performance or observance of any of the terms, covenants or
agreements of the Borrower under the Resolution, the Series 2026A Bond and the Collateral
Documents, (b) such action does not violate the State Act or the Clean Water Act and does not
adversely affect the exclusion of interest on the Series 2026A Bond or the State Bonds from gross
income for federal income tax purposes and (c) the Borrower delivers to the DNRC on the date of
such action an Opinion of Bond Counsel that such action complies with this Section 2.6.
Other than pursuant to the preceding paragraph, the Borrower shall not transfer the System
or any portion thereof to any other Person, except for property which is obsolete, outmoded, worn
out, is being replaced or otherwise is not needed for the operation of the System.
ARTICLE III
USE OF PROCEEDS; THE RIVERSIDE SEWER PROJECT
Section 3.1 Use of Proceeds. The Borrower shall apply the proceeds of the 2026A Loan
solely as follows:
(a)The Borrower shall apply the proceeds of the 2026A Loan solely to the financing,
refinancing or reimbursement of costs of the Riverside Sewer Project and to pay costs of issuance
of the Series 2026A Bond as set forth in Appendix A hereto and this Section 3.1. The 2026A Loan
will be disbursed in accordance with Article IV hereof and Article VII of the Indenture. If the
Riverside Sewer Project has not been completed prior to Closing, the Borrower shall, as quickly
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as reasonably possible, complete the Riverside Sewer Project and expend proceeds of the 2026A
Loan for the purposes described in this Section 3.1(a).
(b)No portion of the proceeds of the 2026A Loan shall be used to reimburse the
Borrower for costs paid prior to the date of adoption of this Supplemental Resolution of a Project
the construction or acquisition of which occurred or began earlier than March 7, 1985. In addition,
if any proceeds of the 2026A Loan are to be used to reimburse the Borrower for Project costs paid
prior to the date of adoption of this Supplemental Resolution, the Borrower shall have complied
in respect of such expenditures with the requirements of Section 1.150-2 of the Regulations, as
amended or any successor regulation thereto.
(c)Any Debt to be refinanced with proceeds of the 2026A Loan was incurred after
March 7, 1985, or with respect to a Project the construction or acquisition of which began after
March 7, 1985. No proceeds of the 2026A Loan shall be used for the purpose of refinancing an
obligation the interest on which is exempt from federal income tax or excludable from gross
income for purposes of federal income taxation unless the DNRC has received an Opinion of Bond
Counsel, satisfactory to it, to the effect that such refinancing will not adversely affect the exclusion
of interest on the State Bonds from gross income for purposes of federal income taxation.
Section 3.2 The Riverside Sewer Project. Set forth in Appendix A to this Supplemental
Resolution is a description of the Riverside Sewer Project, which describes the property which has
been or is to be acquired, installed, constructed or improved and the other activities, if any to be
funded from the 2026A Loan (the Riverside Sewer Project may consist of more than one facility
or activity), and an estimated budget relating to the Riverside Sewer Project. The Riverside Sewer
Project may be changed and the description thereof in Appendix A may be amended from time to
time by the Borrower but only after delivery to the DNRC of the following:
(a)A certificate of the Borrower setting forth the amendment to Appendix A and
stating the reason therefor, including statements whether the amendment would cause an increase
or decrease in the cost of the Riverside Sewer Project, an increase or decrease in the amount of
proceeds of the 2026A Loan which will be required to complete the Riverside Sewer Project and
whether the change will materially accelerate or delay the construction schedule for the Riverside
Sewer Project;
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(b)A written consent to such change in the Riverside Sewer Project by an Authorized
DNRC Officer; and
(c)An Opinion or Opinions of Bond Counsel stating that the Riverside Sewer Project,
as constituted after such amendment, is, and was at the time the State Bonds were issued, eligible
for financing under the State Act and is, and was at the time the Series 2026A Bond was issued,
eligible for financing under the Act, such amendment will not violate the State Act or the Act and
such amendment will not adversely affect the exclusion of interest on the State Bonds from gross
income for purposes of federal income taxation. Such an Opinion of Bond Counsel shall not be
required for amendments which do not affect the type of facility to be constructed or activity to be
financed.
The Borrower acknowledges and agrees that an increase in the principal amount of the
2026A Loan may be made only upon an application to the DEQ, the DNRC and the Trustee, in
such form as the DEQ shall specify, which is approved by the DEQ and the DNRC, in their sole
and absolute discretion, and adoption by the governing body of the Borrower of a Supplemental
Resolution authorizing the additional loan and delivery of written certifications by officers of the
Borrower to the DEQ, the DNRC and the Trustee to the effect that all representations and
covenants contained in this Supplemental Resolution as it may be so amended or supplemented
are true as of the date of closing of the additional loan and compliance with applicable tests for the
incurrence of such debt. No assurance can be given that any additional loan funds will be available
under the Program at the time of any such application or thereafter. The Borrower acknowledges
and agrees that neither the DEQ, the DNRC, the Trustee nor any of their agents, employees or
representatives shall have any liability to the Borrower and have made no representations to the
Borrower as to the sufficiency of the 2026A Loan to pay costs of the Riverside Sewer Project or
as to the availability of additional funds under the Program to increase the principal amount of the
2026A Loan.
Section 3.3 Riverside Sewer Project Representations and Covenants. The Borrower
hereby represents to and covenants with the DNRC that:
(a)all construction of the Riverside Sewer Project has complied and will comply with
all federal and state standards, including, without limitation, EPA regulations and standards and,
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to the extent applicable, the Borrower has complied or will comply with the requirements of the
Uniform Relocation and Real Property Acquisition Policies Act and with federal laws and
regulations regarding flood plain management and wetlands protection, including Executive Order
No. 11988;
(b) all future construction of the Riverside Sewer Project will be done only pursuant to
fixed price construction contracts, and the Borrower shall obtain a performance and payment bond
from the contractor for each construction contract in the amount of 100% of the construction price
and ensure that such bond is maintained until construction is completed to the Borrower’s, the
DNRC’s and the DEQ’s satisfaction;
(c) all future construction of the Riverside Sewer Project will be done in accordance
with plans and specifications on file with the DNRC and the DEQ, provided that changes may be
made in such plans and specifications with the written consent of an Authorized DNRC Officer
and the DEQ;
(d) all laborers and mechanics employed by contractors and subcontractors on the
Riverside Sewer Project have been and will be paid wages at rates not less than those prevailing
on projects of a character similar in the locality as determined by the United States Secretary of
Labor in accordance with subchapter IV of chapter 31 of title 40, United States Code, as amended;
(e) in the event the Riverside Sewer Project is required to comply with the American
iron and steel provisions of the 2014 Act (defined below), all the iron and steel products used in
the Riverside Sewer Project are produced in the United States in compliance with and within the
meaning of the “American Iron and Steel” provisions of Section 436 of the Consolidated
Appropriations Act of 2014 (P.L. 113-76), as amended (the “2014 Act”), as those provisions are
further interpreted by applicable EPA guidance, except to the extent waivers to the American Iron
and Steel requirements of the 2014 Act have been granted by the EPA;
(f) in the event the Riverside Sewer Project is required to comply with the provisions
of BABA (defined below), all iron and steel, manufactured products, and construction materials
used in the Riverside Sewer Project are produced in the United States in compliance with and
within the meaning of the provisions of the Build America, Buy America Act (“BABA”) of the
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Infrastructure Investment and Jobs Act (P.L. 117-58, div. G, title IX, Nov. 15, 2021, 135 Stat.
1294, as amended by P.L. 117-67, div. B, title II, §10254, Aug. 9, 2022, 136 Stat. 1502, as further
amended), such provisions being at Sec. 70901 et seq. of the Infrastructure Investment and Jobs
Act, except to the extent waivers to the requirements of BABA acceptable to the DEQ have been
granted;
(g)the Riverside Sewer Project is a project of the type permitted to be financed under
the Act, the State Act and the Program and Title VI of the Clean Water Act; and
(h)the Borrower will undertake the Riverside Sewer Project promptly after the Closing
and will cause the Riverside Sewer Project to be completed as promptly as practicable with all
reasonable dispatch, except only as completion may be delayed by a cause or event not reasonably
within the control of the Borrower; it is estimated by the Borrower that the Riverside Sewer Project
will be substantially completed by June 30, 2026.
Section 3.4 Completion or Cancellation or Reduction of Costs of the Riverside Sewer
Project.
(a)Upon completion of the Riverside Sewer Project, the Borrower shall deliver to the
DNRC a certificate stating that the Riverside Sewer Project is complete and stating the remaining
amount, if any, of the Committed Amount. If Appendix A describes two or more separate projects
as making up the Riverside Sewer Project, a separate completion certificate shall be delivered for
each.
(b)If all or any portion of the Riverside Sewer Project is cancelled or reduced or its
costs are reduced or for any other reason the Borrower will not require the full Committed
Amounts, the Borrower shall promptly notify the DNRC in writing of such fact and the amount of
the Committed Amount that will not be needed.
(c)The Borrower may not request an advance on the 2026A Loan after the date that is
180 days following the date of substantial completion of the Riverside Sewer Project (such date,
the “Loan Close Out Date”), and by no later than the Loan Close Out Date, the DNRC and the
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DEQ will close out and cease administering the 2026A Loan, unless an extension is granted in
writing by and in the sole discretion of the DEQ.
ARTICLE IV
THE 2026A LOAN
Section 4.1 The 2026A Loan; Disbursement of 2026A Loan.
(a)The DNRC has agreed to lend to the Borrower, from time to time as the
requirements of this Section 4.1 are met, an amount up to $850,000 (the “Committed Amount”)
for the purposes of financing, refinancing or reimbursing the Borrower for a portion of the costs
of the Riverside Sewer Project and paying costs of issuance of the Series 2026A Bond; provided
the DNRC shall not be required to disburse any proceeds of the 2026A Loan to the Borrower after
the Loan Close Out Date. The Committed Amount may be reduced as provided in Sections 3.2
and Section 3.4 of this Supplemental Resolution.
(b)The DNRC intends to disburse the 2026A Loan through the Trustee. In
consideration of the issuance of the Series 2026A Bond by the Borrower, the DNRC shall make,
or cause the Trustee to make, a disbursement of all or a portion of the 2026A Loan upon receipt
of the following documents:
(1)an Opinion of Bond Counsel as to the Series 2026A Bond;
(2)the Series 2026A Bond, fully executed and authenticated;
(3)a certified copy of the Original Resolution, as amended to date, and this
Supplemental Resolution;
(4)any other security instruments or documents required by the DNRC or DEQ
as a condition to their approval of the 2026A Loan;
(5)reserved;
(6)the items required by the Indenture for the portion of the 2026A Loan to be
disbursed at Closing; and
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(7)such other certificates, documents and other information as the DNRC, the
DEQ or Bond Counsel may require (including any necessary arbitrage rebate
instructions).
(c)In order to obtain a disbursement of a portion of the 2026A Loan to pay costs of
the Riverside Sewer Project, the Borrower shall submit to the DNRC and the Trustee a signed
request for disbursement on the form prescribed by the DNRC, with all attachments required by
such form. The Borrower may obtain disbursements only for costs which have been legally
incurred and are due and payable. All Loan disbursements will be made to the Borrower only
upon proof that cost was incurred.
(d)The Borrower shall not be entitled to, and the DNRC shall have no obligation to
make, any advance of any amounts under the 2026A Loan until such time as the Borrower shall
have set aside and funded the Reserve Account in an amount then required to satisfy the Reserve
Requirement.
(e)The Borrower shall submit the request for the advance of any amounts under the
2026A Loan in the form required by the DNRC so that it is received in sufficient time for the
DNRC to process the information by the date desired by the Borrower for the making of the
advance.
(f)If all or a portion of the 2026A Loan is made to reimburse a Borrower for Project
costs paid by it prior to Closing, the Borrower shall present at Closing the items required by Section
4.1(c) of this Supplemental Resolution relating to such costs. The Trustee shall disburse such
amounts to the Borrower pursuant to a disbursement schedule complying with the requirements of
the Clean Water Act established by the DNRC and the Borrower at the Closing.
(g)Notwithstanding anything herein to the contrary, the Trustee shall not be obligated
to disburse the 2026A Loan any faster or to any greater extent than it has available EPA
Capitalization Grants, Bond proceeds and other amounts available therefor in the Revolving Fund.
The DNRC shall not be required to do “overmatching” pursuant to Section 5.04(b) of the
Indenture, but may do so in its discretion. The Borrower acknowledges that if Project costs are
incurred faster than the Borrower projected at Closing, there may be delays in making 2026A Loan
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disbursements for such costs because of the schedule under which EPA makes EPA Capitalization
Grant money available to the DNRC. The DNRC will use its reasonable best efforts to obtain an
acceleration of such schedule if necessary.
(h)Upon making each 2026A Loan Disbursement, the Trustee shall note such
disbursement on Schedule A to the Series 2026A Bond.
(i)Compliance by the Borrower with its representations, covenants and agreements
contained in the Original Resolution, as amended and supplemented prior to the date hereof, this
Supplemental Resolution and the Collateral Documents shall be a further condition precedent to
the disbursement of the 2026A Loan in whole or in part. The DNRC and the Trustee, in their sole
and absolute discretion, may make one or more disbursements, in whole or in part, notwithstanding
such noncompliance, and without liability to make any subsequent disbursement of the 2026A
Loan.
Section 4.2 Commencement of Loan Term. The Borrower’s obligations under this
Supplemental Resolution and the Collateral Documents shall commence on the date hereof unless
otherwise provided in this Supplemental Resolution.
Section 4.3 Termination of Loan Term. The Borrower’s obligations under this
Supplemental Resolution and the Collateral Documents in respect of the Series 2026A Bond shall
terminate upon forgiveness of or payment in full of all amounts due under the Series 2026A Bond
and this Supplemental Resolution; provided, however, that the covenants and obligations provided
in Article VI of this Supplemental Resolution shall survive the termination of this Supplemental
Resolution.
Section 4.4 Loan Closing Submissions. On or prior to the Closing, the Borrower will
have delivered to the DNRC and the Trustee the closing submissions required by Section 7.05 of
the Indenture.
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ARTICLE V
REPAYMENT OF 2026A LOAN
Section 5.1 Repayment of 2026A Loan. The Borrower shall repay the amounts lent to
it pursuant to Section 4.1 hereof in accordance with this Section 5.1.
5.1.1. Interest and Surcharges. Until a Determination Statement is delivered by the DNRC
to the Borrower and so long as the Borrower’s obligation to repay the principal of the 2026A Loan
is forgiven as provided in Section 5.1.2 below, amounts disbursed by the DNRC under Section 4.1
hereof that are evidenced by the Series 2026A Bond bear interest at the rate of zero percent (0.00%)
per annum from the date of each advance; provided, however, if the DNRC delivers to the
Borrower a Noncompliance Statement, then all principal of the Series 2026A Bond advanced by
the DNRC shall be payable and amounts disbursed by the DNRC under Section 4.1 hereof that are
evidenced by the Series 2026A Bond shall bear interest at the rate of two percent (2.00%) per
annum and in addition the Borrower shall pay the Administrative Expense Surcharge and the Loan
Loss Reserve Surcharge each at the rate of twenty-five hundredths of one percent (0.25%) per
annum on the outstanding principal amount of the 2026A Loan from the date of each advance
under the Series 2026A Bond. The 2026A Loan shall bear interest at the rate of two percent
(2.00%) per annum and the Borrower shall pay the Administrative Expense Surcharge and Loan
Loss Reserve Surcharge each at the rate of twenty-five hundredths of one percent (0.25%) per
annum on the outstanding principal amounts of the 2026A Loan from the date of each advance.
For purposes of this Supplemental Resolution and the Program, with respect to the 2026A Loan
(if a Noncompliance Statement is delivered), the term “interest on the 2026A Loan” when not used
in conjunction with a reference to any surcharges, shall include the Administrative Expense
Surcharge and the Loan Loss Reserve Surcharge. The Borrower shall pay all Loan Repayments
and surcharges in lawful money of the United States of America to the DNRC. Interest,
Administrative Expense Surcharge, and Loan Loss Reserve Surcharge shall be calculated on the
basis of a year of 360 days comprising 12 months of 30 days each.
5.1.2. Repayment of 2026A Loan; Principal Forgiveness.
(a)The Borrower is obligated to repay the principal of and interest and Administrative
Expense Surcharge and Loan Loss Reserve Surcharge on the 2026A Loan, unless the DNRC
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forgives the Borrower’s obligation to repay the principal of the 2026A Loan as provided in Section
5.1.2(b). Subject to the provisions of Section 5.1.2(b), the Loan Repayments and the
Administrative Expense Surcharge and Loan Loss Reserve Surcharge on the 2026A Loan shall be
due on each Payment Date, as follows:
(1) interest and the Administrative Expense Surcharge and the Loan Loss
Reserve Surcharge on the outstanding principal balance of the 2026A Loan
shall be payable on each Payment Date, beginning on the first Payment Date
following the date of delivery by the DNRC of a Noncompliance Statement
and concluding on July 1, 2046; and
(2) the principal of the 2026A Loan shall be payable on each Payment Date,
beginning on the Payment Date that is the first to occur following delivery
by the DNRC of a Noncompliance Statement, and concluding on July 1,
2046 and the amount of each principal payment shall be calculated on the
basis of a substantially level debt service at the rate of 2.50% per annum.
(b)Notwithstanding Section 5.1.2(a), so long as the Borrower is proceeding diligently to
completion of the Riverside Sewer Project and the Borrower has executed and delivered the
Compliance Certificate and Request to the DNRC in form and substance satisfactory to the DNRC
and the DEQ, within thirty (30) days after the date that the Compliance Certificate and Request is
provided to the Borrower by the DNRC, the DNRC will, following review and approval of the
Compliance Certificate and Request, deliver to the Borrower a Forgiveness Statement and the
Borrower will thereafter have no obligation to repay amounts advanced under the Series 2026A
Bond or interest or surcharges thereon and the Series 2026A Bond will be marked
“CANCELLED” and returned by the DNRC to the Borrower. However, in the event the Borrower
fails to deliver timely the Compliance Certificate and Request, or the Borrower cannot submit the
Compliance Certificate and Request because it cannot make the certifications required therein, or
the Compliance Certificate and Request is delivered in a form that deviates materially from that
attached hereto as Appendix D as determined in the sole and complete discretion of the DNRC
and the DEQ, or the DNRC or the DEQ determine at any time that the Riverside Sewer Project or
any portion thereof or of the work relating thereto fails to comply with Program requirements, then
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the DNRC will deliver to the Borrower a Noncompliance Statement. Upon delivery of a
Noncompliance Statement by the DNRC to the Borrower, all principal advanced or to be advanced
under the Series 2026A Bond, together with interest, Administrative Expense Surcharge, and Loan
Loss Reserve Surcharge thereon from the date of each advance, shall be payable as provided in
Section 5.1.2 (a).
(c)In addition, in the event the DNRC delivers a Noncompliance Statement (i) the Series
2026A Bond will continue in effect as a Subordinate Obligation, and (ii) the Borrower will
forthwith comply with the rate covenant set forth in Section 6.7 of the Original Resolution, as
amended, and, if necessary, increase the rates and charges of the System to satisfy such rate
covenant as soon as practicable and in any event no later than three (3) months after the date of
delivery to the Borrower by the DNRC of a Noncompliance Statement.
5.1.4. Details Regarding 2026A Loan Repayments. If applicable, the payments of
principal, interest, Administrative Expense Surcharge and Loan Loss Reserve Surcharge on the
2026A Loan shall be due as described above and on the dates and in the amounts as set forth in
Schedule B to the Series 2026A Bond, as such Schedule B shall be modified from time to time as
provided in this Section 5.1. The portion of each Loan Repayment consisting of principal, interest,
Administrative Expense Surcharge and Loan Loss Reserve Surcharge shall be set forth in Schedule
B to the Series 2026A Bond. Upon each disbursement of 2026B Loan amounts to the Borrower
pursuant to Section 4.1 hereof, the Trustee shall enter or cause to be entered the amount advanced
on Schedule A to the Series 2026A Bond, under “Advances” and the total amount advanced under
Section 4.1, including such disbursement, under “Total Amount Advanced.”
Interest and Administrative Expense Surcharge and Loan Loss Reserve Surcharge on such
advance shall accrue from the date the advance is made and shall be due and payable on each
Payment Date thereafter on the dates and in the amounts shown in Schedule B to the Series 2026A
Bond, as such Schedule B shall be modified from time to time as provided herein.
If the DNRC shall have delivered a Noncompliance Statement, then Schedule B to the
Series 2026A Bond shall continue to reflect interest and surcharges on amounts advanced under
the Series 2026A Bond at the rate of 2.50% per annum, as may be revised to reflect the full
principal amount advanced under the Series 2026A Bond, the initial Payment Date, and the
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periodic total loan payment, and the Trustee shall send a copy of such schedules to the Borrower
within one month after delivery by the DNRC of the Noncompliance Statement. If the DNRC
delivers a Forgiveness Statement, Schedule B to the Series 2026A Bond will be disregarded and
of no effect.
Past-due Loan Repayments, Administrative Expense Surcharge and Loan Loss Reserve
Surcharge shall bear interest at the rate of ten percent (10.00%) per annum, until paid.
If applicable, any payment of principal, interest, Administrative Expense Surcharge and
Loan Loss Reserve Surcharge as to the Series 2026A Bond under this Section 5.1 shall be credited
against the same payment obligation under the Series 2026A Bond.
Section 5.2 Additional Payments. The Borrower shall also pay, within 30 days after
receipt of a bill therefor, from any legally available funds therefor, including proceeds of the
2026A Loan, all reasonable expenses of the DNRC and the Trustee in connection with the 2026A
Loan, the Collateral Documents and the Series 2026A Bond, including, but not limited to:
(a) the cost of reproducing this Supplemental Resolution, the Collateral
Documents and the Series 2026A Bond;
(b) the fees and disbursements of Bond Counsel and any counsel utilized by the
DNRC and the Trustee in connection with the 2026A Loan, this Supplemental Resolution, the
Collateral Documents and the Series 2026A Bond and the enforcement thereof; and
(c) all taxes and other governmental charges in connection with the execution
and delivery of the Collateral Documents or the Series 2026A Bond, whether or not the Series
2026A Bond is then outstanding, including all recording and filing fees relating to the Collateral
Documents and the pledge of the State’s right, title and interest in and to the Series 2026A Bond,
the Collateral Documents and this Supplemental Resolution and all expenses, including attorneys’
fees, relating to any amendments, waivers, consents or collection or enforcement proceedings
pursuant to the provisions hereof or thereof.
Section 5.3 Prepayments. The Borrower may not prepay all or any part of the
outstanding principal amount of the Series 2026A Bond, unless (i) a Determination Statement has
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been delivered, (ii) it obtains the prior written consent of the DNRC thereto, and (iii) no Loan
Repayment or Administrative Expense Surcharge or Loan Loss Reserve Surcharge is then
delinquent. Any prepayment permitted by the DNRC must be accompanied by payment of accrued
interest, and, if applicable, Administrative Expense Surcharge, and Loan Loss Reserve Surcharge
to the date of prepayment on the amount of principal prepaid. If the Series 2026A Bond is prepaid
in part pursuant to this Section 5.3, such prepayments shall be applied to principal payments in
inverse order of maturity or, if the DNRC determines in its discretion, the remaining principal
amount following such prepayment will be reamortized over the remaining term of the Series
2026A Bond.
Section 5.4 Obligations of Borrower Unconditional. The obligations of the Borrower
to make the payments required by this Supplemental Resolution and the Series 2026A Bond and
to perform its other agreements contained in this Supplemental Resolution, the Series 2026A Bond
and Collateral Documents shall be absolute and unconditional, except as otherwise provided herein
or in such documents. The Borrower (a) shall not suspend or discontinue any payments provided
for in this Supplemental Resolution and the Series 2026A Bond, (b) shall perform all its other
agreements in this Supplemental Resolution, the Series 2026A Bond and the Collateral Documents
and (c) shall not terminate this Supplemental Resolution, the Series 2026A Bond or the Collateral
Documents for any cause, including any acts or circumstances that may constitute failure of
consideration, destruction of or damage to the Riverside Sewer Project or the System, commercial
frustration of purpose, any dispute with the DNRC or the EPA, any change in the laws of the
United States or of the State or any political subdivision of either or any failure of the DNRC to
perform any of its agreements, whether express or implied, or any duty, liability or obligation
arising from or connected with this Supplemental Resolution. However, if the 2026A Loan is not
made and no funds are disbursed to the Borrower, the Borrower may terminate this Supplemental
Resolution, subject to Section 4.3 hereof.
Section 5.5 Limited Liability. All payments of principal of and interest on the 2026A
Loan and other payment obligations of the Borrower hereunder and under the Series 2026A Bond
shall be special, limited obligations of the Borrower payable solely out of the Net Revenues or,
with respect to the Series 2026A Bond, solely out of Surplus Net Revenues, and shall not, except
at the option of the Borrower and as permitted by law, be payable out of any other revenues of the
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Borrower. The obligations of the Borrower under this Supplemental Resolution and the Series
2026A Bond shall never constitute an indebtedness of the Borrower within the meaning of any
State constitutional provision or statutory or charter limitation and shall never constitute or give
rise to a pecuniary liability of the Borrower or a charge against its general credit or taxing power.
The taxing powers of the Borrower are not pledged to pay principal of or interest on the Series
2026A Bond, and no funds or property of the Borrower other than the Net Revenues or, as
appropriate, Surplus Net Revenues may be required to be used to pay principal of or interest on
the Series 2026A Bond.
ARTICLE VI
INDEMNIFICATION OF DNRC AND DEQ
The Borrower shall, to the extent permitted by law, indemnify and save harmless the
DNRC and the DEQ and their officers, employees and agents (each an “Indemnified Party” or,
collectively, the “Indemnified Parties”) against and from any and all claims, damages, demands,
expenses, liabilities and losses of every kind asserted by or on behalf of any Person arising out of
the acts or omissions of the Borrower or its employees, officers, agents, contractors,
subcontractors, or consultants in connection with or with regard or in any way relating to the
condition, use, possession, conduct, management, planning, design, acquisition, construction,
installation or financing of the Riverside Sewer Project. The Borrower shall also, to the extent
permitted by law, indemnify and save harmless the Indemnified Parties against and from all costs,
reasonable attorneys’ fees, expenses and liabilities incurred in any action or proceeding brought
by reason of any such claim or demand. If any proceeding is brought against an Indemnified Party
by reason of such claim or demand, the Borrower shall, upon notice from an Indemnified Party,
defend such proceeding on behalf of the Indemnified Party.
ARTICLE VII
ASSIGNMENT
Section 7.1 Assignment by Borrower. The Borrower may not assign its rights and
obligations under this Supplemental Resolution or the Series 2026A Bond.
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Section 7.2 Assignment by DNRC. The DNRC will pledge its rights under and interest
in this Supplemental Resolution, the Series 2026A Bond and the Collateral Documents (except to
the extent otherwise provided in the Indenture) as security for the payment of the State Bonds and
may further assign such interests to the extent permitted by the Indenture, without the consent of
the Borrower.
Section 7.3 State Refunding Bonds. In the event the State Bonds are refunded by bonds
which are not State Bonds, all references in the Resolution to State Bonds shall be deemed to refer
to the refunding bonds and any bonds of the State on a parity with such refunding bonds (together,
the “Refunding Bonds”) or, in the case of a crossover refunding, to the State Bonds and the
Refunding Bonds.
ARTICLE VIII
THE SERIES 2026A BOND
Section 8.1 Net Revenues Available. The Borrower is authorized to charge just and
equitable rates, charges and rentals for all services directly or indirectly furnished by the System,
and to pledge and appropriate to its Bonds, the Net Revenues (and in respect of the Series 2026A
Bond, if necessary, the Surplus Net Revenues) to be derived from the operation of the System,
including improvements, betterments or extensions thereof hereafter constructed or acquired. The
Borrower acknowledges and agrees that if the DNRC delivers a Noncompliance Statement to the
Borrower as provided in Section 5.1.2 as determined in the sole and complete discretion of the
DNRC and DEQ, then principal and interest and surcharges will become due and owing on the
2026A Loan evidenced by the Series 2026A Bond as provided in Section 5.1 and the Borrower
shall thereupon, and no later than three months after delivery of such a statement, to the extent
required by Section 6.7 of the Original Resolution, as amended, adjust its schedule of fees, rates,
and charges applicable to the System to cause Net Revenues and Surplus Net Revenues to be
produced in an amount at least equal to that required by the Resolution.
Section 8.2 Issuance and Sale of the Series 2026A Bond. The Commission has
investigated the facts necessary and hereby finds, determines and declares it to be necessary and
desirable for the Borrower to issue the Series 2026A Bond to evidence the 2026A Loan. The
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Series 2026A Bond is issued to the DNRC without public sale pursuant to Montana Code
Annotated, Section 7-7-4433.
Section 8.3 Terms. The Series 2026A Bond shall be issued in the maximum principal
amount equal to the original Committed Amount, shall be issued as a single, fully registered bond
numbered R-1, shall be dated as of the date of delivery to the DNRC, and shall bear interest at the
rate charged by the DNRC on the 2026A Loan. The principal of and interest, Administrative
Expense Surcharge and Loan Loss Reserve Surcharge on the Series 2026A Bond shall be payable
on the same dates and in the same amounts as principal and interest of the Loan Repayments are
payable. Advances of principal of the Series 2026A Bond shall be deemed made when advances
of the 2026A Loan are made under Section 4.1, and such advances shall be payable, if applicable,
in accordance with Schedule B to the Series 2026A Bond, as may be revised by the DNRC from
time to time in accordance with Section 5.1. The Borrower may prepay the Series 2026A Bond,
in whole or in part, only upon the terms and conditions under which it can prepay the 2026A Loan
under Section 5.3. The Series 2026A Bond is a Subordinate Obligation payable only from the
Surplus Net Revenues available in the Sewer System Fund.
Section 8.4 Negotiability, Transfer and Registration. The Series 2026A Bond shall be
fully registered as to both principal and interest, and shall be initially registered in the name of and
payable to the DNRC, and shall be dated the date of delivery. While so registered, principal of
and interest on the Series 2026A Bond shall be payable to the DNRC at the Office of the
Department of Natural Resources and Conservation, 1539 Eleventh Avenue, Helena, Montana
59620 or such other place as may be designated by the DNRC in writing and delivered to the
Borrower. The Series 2026A Bond shall be negotiable, subject to the provisions for registration
and transfer contained in this Section 8.4. No transfer of the Series 2026A Bond shall be valid
unless and until (1) the holder, or its duly authorized attorney or legal representative, has executed
the form of assignment appearing on the Series 2026A Bond, and (2) the City Finance Director of
the Borrower or successors, as Registrar, has duly noted the transfer on the Series 2026A Bond
and recorded the transfer on the registration books of the Registrar. The Registrar may, prior to
noting and recording the transfer, require appropriate proof of the transferor’s authority and the
genuineness of the transferor’s signature. The Borrower shall be entitled to deem and treat the
Person in whose name the Series 2026A Bond is registered as the absolute owner of the Series
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2026A Bond for all purposes, notwithstanding any notice to the contrary, and all payments to the
registered holder shall be valid and effectual to satisfy and discharge the Borrower’s liability upon
such Series 2026A Bond to the extent of the sum or sums so paid.
Section 8.5 Execution and Delivery. The Series 2026A Bond shall be executed on
behalf of the Borrower by the manual signatures of the Mayor, the City Manager, and the City
Clerk. Any or all of such signatures may be affixed at or prior to the date of delivery of the Series
2026A Bond. In the event that any of the officers who shall have signed the Series 2026A Bond
shall cease to be officers of the Borrower before the Series 2026A Bond is issued or delivered,
their signatures shall remain binding upon the Borrower. Conversely, the Series 2026A Bond may
be signed by an authorized official who did not hold such office on the date of adoption of this
Supplemental Resolution. The Series 2026A Bond shall be delivered to the DNRC, or its attorney
or legal representative.
Section 8.6 Form. The Series 2026A Bond shall be prepared in substantially the form
attached as Appendix B.
ARTICLE IX
SECURITY FOR THE SERIES 2026A BOND
The Series 2026A Bond is a Subordinate Obligation issued under Section 10.4 of the
Original Resolution and is payable, if at all, only from the Surplus Net Revenues. No payment of
principal or interest shall be made on any Subordinate Obligation, including the Series 2026A
Bond, if the Borrower is then in default in the payment of principal of or interest on any Bond or
if there is a deficiency in the Operating Account or the Revenue Bond Account or the balance in
the Reserve Account is less than the Reserve Requirement. In the event the principal of and interest
and Administrative Expense Surcharge and Loan Loss Reserve Surcharge become payable under
the Series 2026A Bond, the Borrower shall cause rates and charges to be increased to produce Net
Revenues and Surplus Net Revenues at least equal to the amount required under Section 6.7 of the
Original Resolution, as amended, within three (3) months following delivery of a Noncompliance
Statement. The Borrower shall keep, perform and observe each and every one of its covenants
and undertakings set forth in the Resolution for the benefit of the registered holders from time to
time of the Series 2026A Bond.
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ARTICLE X
TAX MATTERS
If the DNRC issues a Noncompliance Statement providing that the Borrower’s obligation
to repay the principal of the Series 2026A Bond is not forgiven, interest on the Series 2026A Bond
is included in gross income for federal income tax purposes.
ARTICLE XI
CONTINUING DISCLOSURE
The Borrower understands and acknowledges that the DNRC is acquiring the Series 2026A
Bond under the Program pursuant to which the State issues from time to time State Bonds to
provide funds therefor. The Borrower covenants and agrees that, upon written request of the
DNRC from time to time, the Borrower will promptly provide to the DNRC all information that
the DNRC reasonably determines to be necessary or appropriate to offer and sell State Bonds or
to provide continuing disclosure in respect of State Bonds, whether under Rule 15c2-12 (17 C.F.R.
§ 240.15c2-12) promulgated by the Securities and Exchange Commission under the Securities
Exchange Act of 1934, as amended, or otherwise. Such information shall include, among other
things and if so requested, financial statements of the Borrower prepared in accordance with
generally accepted accounting principles promulgated by the Financial Accounting Standards
Board as modified in accordance with the governmental accounting standards promulgated by the
Governmental Accounting Standards Board or as otherwise provided under Montana law, as in
effect from time to time (such financial statements to relate to a fiscal year or any period therein
for which they are customarily prepared by the Borrower, and, if for a fiscal year and so requested
by the DNRC, subject to an audit report and opinion of an accountant or government auditor, as
permitted or required by the laws of the State). The Borrower will also provide, with any
information so furnished to the DNRC, a certificate of the City Manager and the City Finance
Director to the effect that, to the best of their knowledge, such information does not include any
untrue statement of a material fact or omit to state any material fact required to be stated therein
to make the statements made, in light of the circumstances under which they are made, not
misleading.
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ARTICLE XII
MISCELLANEOUS
Section 12.1 Notices. All notices or other communications hereunder shall be
sufficiently sent or given and shall be deemed sent or given when delivered or mailed by certified
mail, postage prepaid, to the parties at the following addresses:
DNRC: Department of Natural Resources and Conservation
1539 Eleventh Avenue
P. O. Box 201601
Helena, Montana 59620
Attn: Conservation and Resource Development Division
Trustee: U.S. Bank Trust Company, National Association
Attn: Global Corporate Trust, PD-OR-C1LV
Columbia Center
17650 NE Sandy Blvd
Portland, Oregon 97230-5000
Borrower: City of Bozeman
P.O. Box 1230
Bozeman, Montana 59771-1230
Attn: Finance Director
Any of the above parties may, by notice in writing given to the others, designate any further
or different addresses to which subsequent notices or other communications shall be sent.
Section 12.2 Binding Effect. This Supplemental Resolution shall inure to the benefit of
and shall be binding upon the DNRC, the Borrower and their respective successors and assigns.
Section 12.3 Severability. If any provision of this Supplemental Resolution shall be
determined to be unenforceable at any time, it shall not affect any other provision of the Resolution
or the enforceability of that provision at any other time.
Section 12.4 Amendments. So long as the Series 2026A Bond is Outstanding and held
by the DNRC, this Supplemental Resolution may not be effectively amended without the written
consent of the DNRC.
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Section 12.5 Applicable Law. This Supplemental Resolution shall be governed by and
construed in accordance with the laws of the State.
Section 12.6 Captions; References to Sections. The captions in this Supplemental
Resolution are for convenience only and do not define or limit the scope or intent of any provisions
or Sections of this Supplemental Resolution. References to Articles and Sections are to Articles
and Sections of this Supplemental Resolution, unless the context otherwise requires.
Section 12.7 No Liability of Individual Officers, Directors, Trustees, or Commission
Members. No recourse under or upon any obligation, covenant or agreement contained in this
Supplemental Resolution shall be had against any director, officer or employee, as such, past,
present or future, of the DNRC, the DEQ or the Trustee, either directly or through the DNRC, the
DEQ or the Trustee, or against any officer, or member of the governing body or employee of the
Borrower, past, present or future, as an individual so long as such individual was acting in good
faith. Any and all personal liability of every nature, whether at common law or in equity, or by
statute or by constitution or otherwise, of any such officer or member of the governing body or
employee of the DNRC, the Trustee or the Borrower is hereby expressly waived and released by
the Borrower and by the DNRC as a condition of and in consideration for the adoption of this
Supplemental Resolution and the making of the 2026A Loan.
Section 12.8 Payments Due on Holidays. If the date for making any payment or the last
date for performance of any act or the exercise of any right, as provided in this Supplemental
Resolution or the Series 2026A Bond, shall not be a Business Day, such payments may be made
or act performed or right exercised on the next succeeding Business Day with the same force and
effect as if done on the nominal date provided in this Supplemental Resolution or the Series 2026A
Bond.
Section 12.9 Right of Others to Perform Borrower’s Covenants. In the event the
Borrower shall fail to make any payment or perform any act required to be performed hereunder,
then and in each such case the DNRC or the provider of any Collateral Document may (but shall
not be obligated to) remedy such default for the account of the Borrower and make advances for
that purpose. No such performance or advance shall operate to release the Borrower from any
such default and any sums so advanced by the DNRC or the provider of any Collateral Document
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shall be paid immediately to the party making such advance and shall bear interest at the rate of
ten percent (10.00%) per annum from the date of the advance until repaid. The DNRC and the
provider of any Collateral Document shall have the right to enter the Riverside Sewer Project or
the facility or facilities of which the Riverside Sewer Project is a part or any other facility which
is a part of the System in order to effectuate the purposes of this Section.
Section 12.10 Authentication of Transcript. The officers of the Borrower are hereby
authorized and directed to furnish to the DNRC and to Bond Counsel certified copies of all
proceedings relating to the issuance of the Series 2026A Bond and such other certificates and
affidavits as may be required to show the right, power and authority of the Borrower to issue the
Series 2026A Bond, and all statements contained in and shown by such instruments, including any
heretofore furnished, shall constitute representations of the Borrower as to the truth of the
statements of fact purported to be shown thereby.
Section 12.11 Repeals and Effective Date.
(a) Repeal. All provisions of other resolutions and other actions and proceedings of
the Borrower and this Commission that are in any way inconsistent with the terms and provisions
of this Supplemental Resolution are repealed, amended and rescinded to the full extent necessary
to give full force and effect to the provisions of this Supplemental Resolution.
(b) Effective Date. This Supplemental Resolution shall take effect immediately.
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PASSED, ADOPTED, AND APPROVED by the City Commission of the City of
Bozeman, Montana, on this 2nd day of June, 2026.
___________________________________
JOEY MORRISON
Mayor
ATTEST:
___________________________________
MICHAEL MAAS
City Clerk
APPROVED AS TO FORM:
____________________________________
GREG SULLIVAN
City Attorney
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APPENDIX A
DESCRIPTION OF THE RIVERSIDE SEWER PROJECT
The Riverside Sewer Project consists of designing, engineering, and constructing the
public wastewater infrastructure that connects the sewer collection system of the City located in
Riverside to the City’s Water Reclamation Facility and related improvements.
ESTIMATED RIVERSIDE SEWER PROJECT BUDGET
Series
2026A Bond
SID No.
789 Bond Total
Revolving Fund Deposit $84,600 $84,600
Bond Counsel $15,000 $50,000 $65,000
Preliminary Engineering $148,832 $148,832
Prelim & Final Design $180,229 $180,229
Bidding & Constr. Admin $100,000 $100,000
Construction Inspection $100,000 $100,000
Construction $835,000 $966,617 $1,801,617
Contingency $40,629 $40,629
Other (Utility Extensions) $21,093 $21,093
TOTAL PROJECT BUDGET $850,000 $1,692,000 $2,542,000
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APPENDIX B
[Form of the Series 2026A Bond]
UNITED STATES OF AMERICA
STATE OF MONTANA
GALLATIN COUNTY
CITY OF BOZEMAN
SUBORDINATE LIEN SEWER SYSTEM REVENUE BOND
(DNRC WATER POLLUTION CONTROL STATE REVOLVING LOAN PROGRAM)
TAXABLE SERIES 2026A
R-1 $850,000
FOR VALUE RECEIVED, CITY OF BOZEMAN, MONTANA (the “Borrower”), a duly
organized municipal corporation and political subdivision of the State of Montana, acknowledges
itself to be specially indebted and, for value received, hereby promises to pay to the Department
of Natural Resources and Conservation of the State of Montana (the “DNRC”), or its registered
assigns, solely out of available Surplus Net Revenues in the Replacement and Depreciation
Account or the Surplus Account of its Sewer System Fund (the “Sewer System Fund”), the sum
of the principal amounts entered on Schedule A attached hereto under “Total Amount Advanced,”
with interest on each such amount from the date such amount is advanced hereunder at the rate of
two percent (2.00%) per annum on the unpaid balance until paid. In addition, the Borrower shall
pay an Administrative Expense Surcharge and a Loan Loss Reserve Surcharge on the outstanding
principal amount of this Bond, each at the rate of twenty-five hundredths of one percent (0.25%)
per annum, all subject to the effect of the immediately following paragraph. Principal, interest,
Administrative Expense Surcharge, and Loan Loss Reserve Surcharge shall be payable in
semiannual installments payable on each January 1 and July 1 (each a “Payment Date”)
commencing with the Payment Date that is the first to occur following delivery by the DNRC to
the Borrower of a statement that the Borrower’s obligation to repay the principal amount of the
2026A Loan is not forgiven and ending on July 1, 2046, all as described in the Resolution (as
hereinafter defined). The portion of each such payment consisting of principal, the portion of
consisting of interest, the portion of consisting of Administrative Expense Surcharge, and the
portion of consisting of Loan Loss Reserve Surcharge shall be as set forth in Schedule B attached
hereto. Upon each disbursement of the 2026A Loan, the DNRC shall enter (or cause to be entered)
the amount advanced on Schedule A under “Advances” and the total amount advanced under the
Resolution (as hereinafter defined), including such disbursement, under “Total Amount
Advanced.” The DNRC shall prepare Schedule B and any revised Schedule B, or cause Schedule
B and any revised Schedule B to be prepared, as provided in Section 5.1 of the Supplemental
Resolution authorizing the Bond. Schedule B shall be calculated and recalculated on a
substantially level debt service basis assuming an interest rate of two and one-half percent (2.50%)
per annum. Past-due payments of principal and interest and Administrative Expense Surcharge
and Loan Loss Reserve Surcharge shall bear interest at the rate of ten percent (10.00%) per annum,
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B-2
until paid. Interest, Administrative Expense Surcharge and Loan Loss Reserve Surcharge shall be
calculated on the basis of a 360-day year comprising 12 months of 30 days each. All payments
under this Bond shall be made to the registered holder of this Bond, at its address as it appears on
the Bond Register, in lawful money of the United States of America.
NOTWITHSTANDING THE FOREGOING PROVISIONS OF THIS SERIES 2026A
BOND, IN THE EVENT THAT THE BORROWER TIMELY DELIVERS A COMPLIANCE
CERTIFICATE AND REQUEST (AS DEFINED IN THE RESOLUTION) IN FORM AND
SUBSTANCE SATISFACTORY TO THE DNRC AND THE DNRC IN RESPONSE THERETO
SUPPLIES TO THE BORROWER A FORGIVENESS STATEMENT, THEN THEREUPON
INTEREST SHALL BE DEEMED TO ACCRUE ON THE PRINCIPAL OF THIS SERIES
2026A BOND FROM THE DATE OF EACH ADVANCE AT THE RATE OF ZERO PERCENT
(0.00%) PER ANNUM AND THE BORROWER’S OBLIGATION TO REPAY PRINCIPAL
ADVANCED HEREUNDER SHALL BE FORGIVEN, AND THE BORROWER SHALL HAVE
NO OBLIGATION TO REPAY THE DNRC OR ITS REGISTERED ASSIGNS ANY
AMOUNTS ADVANCED HEREUNDER OR INTEREST OR ANY SURCHARGE THEREON.
THIS SERIES 2026A BOND SHALL THEREUPON BE MARKED “CANCELLED” AND
RETURNED BY THE HOLDER TO THE BORROWER, AND THIS SERIES 2026A BOND
SHALL NO LONGER CONSTITUTE AN OBLIGATION OF THE BORROWER OR OF THE
SYSTEM (AS HEREINAFTER DEFINED). IN ADDITION, UNTIL THE DELIVERY OF A
DETERMINATION STATEMENT BY THE DNRC TO THE BORROWER, THE
OBLIGATION OF THE BORROWER TO REPAY THE OUTSTANDING PRINCIPAL
AMOUNT HEREOF SHALL BE DEFERRED UNTIL THE PAYMENT DATE FIRST
OCCURRING AFTER DELIVERY OF A NONCOMPLIANCE STATEMENT AND
INTEREST SHALL BE DEEMED TO ACCRUE ON THE PRINCIPAL OF THIS SERIES
2026A BOND FROM THE DATE OF EACH ADVANCE UNTIL DELIVERY OF SUCH A
NONCOMPLIANCE STATEMENT AT THE RATE OF ZERO PERCENT (0.00%) PER
ANNUM.
This Series 2026A Bond constitutes a series of Subordinate Liean Sewer System Revenue
Bond (DNRC Water Pollution Control State Revolving Fund Program), Taxable Series 2026A,
issued in the maximum authorized principal amount of $850,000 (the “Series 2026A Bond”). The
Series 2026A Bond is issued to finance a portion of the costs of the construction of certain
improvements to the sewer system of the Borrower (the “System”) and to pay costs of issuance of
the Series 2026A Bond. The Series 2026A Bond is issued pursuant to and in full conformity with
the Constitution and laws of the State of Montana thereunto enabling, including Montana Code
Annotated, Title 7, Chapter 7, Parts 44 and 45, as amended (the “Act”), and ordinances and
resolutions duly adopted by the governing body of the Borrower, including Resolution No. 4220
adopted by the City Commission of the Borrower on November 16, 2009 (the “Original
Resolution”), as amended and supplemented by Resolution Nos. 4234, 4245, 4254, 4299, 4462,
5183, 5184, and _____, by the City Commission on January 19, 2010, February 16, 2010, May 3,
2010, November 1, 2010, August 5, 2013, June 15, 2020, and June 2, 2026, respectively (the
Original Resolution, as so amended and supplemented, the “Resolution”). Terms used with initial
capital letters but not defined herein have the meanings given them in the Resolution. The Series
2026A Bond is issuable only as a single, fully registered bond. The Series 2026A Bond is issued
as a Subordinate Obligation and subordinate to the Borrower’s Sewer System Revenue Bond
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
B-3
(DNRC Water Pollution Control State Revolving Loan Program), Series 2010B, its First Amended
and Restated Sewer System Revenue Bond (DNRC Water Pollution Control State Revolving Loan
Program), Series 2010C, its First Amended and Restated Sewer System Revenue Bond (DNRC
Water Pollution Control State Revolving Loan Program), Series 2010D, its First Amended and
Restated Sewer System Revenue Bond (DNRC Water Pollution Control State Revolving Loan
Program), Series 2010F, its First Amended and Restated Sewer System Revenue Bond (DNRC
Water Pollution Control State Revolving Loan Program), Series 2010G, its First Amended and
Restated Sewer System Revenue Bond (DNRC Water Pollution Control State Revolving Loan
Program), Series 2010H, its Sewer System Revenue Bond (DNRC Water Pollution Control State
Revolving Loan Program), Series 2020B, its Sewer System Revenue Bond (DNRC Water
Pollution Control State Revolving Loan Program), Series 2020D, and its Sewer System Revenue
Bond (DNRC Water Pollution Control State Revolving Loan Program), Series 2021 (collectively,
the “Outstanding Bonds”). The Series 2026A Bond is issued as a Subordinate Obligation payable
out of available Surplus Net Revenues in the Replacement and Depreciation Account or the
Surplus Account in the Sewer System Fund of the Borrower.
Reference is made to the Resolution for a more complete statement of the terms and
conditions upon which the Series 2026A Bond has been issued, the conditions upon which the
Resolution may be amended, the rights, duties and obligations of the Borrower, and the rights of
the owners of the Series 2026A Bond.
The Borrower may prepay the principal of the Series 2026A Bond only if (i) a
Determination Statement has been delivered, (ii) it obtains the prior written consent of the DNRC
thereto, and (iii) no Loan Repayment or Administrative Expense Surcharge or Loan Loss Reserve
Surcharge is then delinquent. Any prepayment permitted by the DNRC must be accompanied by
payment of accrued interest, and Administrative Expense Surcharge and Loan Loss Reserve
Surcharge to the date of prepayment on the amount of principal prepaid. If the Series 2026A Bond
is prepaid in part, such prepayments shall be applied to principal payments in inverse order of
maturity, or, if the DNRC determines in its discretion, the remaining principal amount following
such prepayment will be reamortized over the remaining term of this Series 2026A Bond.
The Series 2026A Bond, including interest and any premium for the redemption hereof,
are payable solely from the Surplus Net Revenues available for the payment thereof and do not
constitute a debt of the Borrower within the meaning of any constitutional or statutory limitation
or provision.
The Borrower may deem and treat the person in whose name this Series 2026A Bond is
registered as the absolute owner hereof, whether this Series 2026A Bond is overdue or not, for the
purpose of receiving payment and for all other purposes, and the Borrower shall not be affected
by any notice to the contrary. The Series 2026A Bond may be transferred as hereinafter provided.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that the
Borrower will forthwith construct and complete the improvements to the System hereinabove
described; that the Borrower will prescribe and collect reasonable rates and charges for all services
and facilities afforded by the System, including all additions thereto and replacements and
improvements thereof, and has created a special Sewer System Fund into which the gross revenues
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
B-4
of the System will be paid, and a separate and special Replacement and Depreciation Account and
Surplus Account in that Sewer System Fund, into which will be paid Surplus Net Revenues, subject
to the prior lien thereon of the Operating Account, the Revenue Bond Account and the Reserve
Account; that the rates and charges for the System will from time to time be made and kept
sufficient, to provide gross revenues adequate to pay promptly the reasonable and current
Operating Expenses, to produce during each fiscal year Net Revenues not less than 110% of the
maximum annual principal and interest payable on all Outstanding Bonds in any future fiscal year,
to maintain the Reserve Account at the Reserve Requirement, and to produce in each fiscal year
adequate Surplus Net Revenues to pay the principal of and interest on the Series 2026A Bond as
and when due; that additional Bonds may be issued and made payable from the Revenue Bond
Account on a parity with the Outstanding Bonds upon certain conditions set forth in the Resolution,
but no obligation will be otherwise incurred and made payable from the Net Revenues of the
System, unless the lien thereof shall be expressly made subordinate to the lien of the Outstanding
Bonds and any additional Bonds on such Net Revenues (such as is the case with this Series 2026A
Bond); that all provisions for the security of the holder of this Series 2026A Bond set forth in the
Resolution will be punctually and faithfully performed as therein stipulated; that all acts,
conditions and things required by the Constitution and laws of the State of Montana and the
ordinances and resolutions of the Borrower to be done, to exist, to happen and to be performed in
order to make this Series 2026A Bond a valid and binding special obligation of the Borrower
according to its terms have been done, do exist, have happened and have been performed in regular
and due form, time and manner as so required; and that this Series 2026A Bond and the interest
hereon are payable solely out of available Surplus Net Revenues in the Replacement and
Depreciation Account or the Surplus Account of the Sewer System Fund and do not constitute a
debt of the Borrower within the meaning of any constitutional or statutory limitation or provision
and the issuance of the Series 2026A Bond does not cause either the general or the special
indebtedness of the Borrower to exceed any constitutional or statutory limitation.
IN WITNESS WHEREOF, the City of Bozeman, Montana, by its governing body, has
caused this Series 2026A Bond to be executed by the signatures of the Mayor, the City Manager,
and the City Clerk, and has caused the official seal of the Borrower to be affixed hereto, and has
caused this Series 2026A Bond to be dated as of the _____ day of ______________, 2026.
CITY OF BOZEMAN, MONTANA
______________________________________
Mayor
(SEAL)
_______________________________________
City Manager
_______________________________________
City Clerk
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
B-5
REGISTRATION AND TRANSFER
This Series 2026A Bond shall be fully registered as to both principal and interest. No
transfer of this Series 2026A Bond shall be valid unless and until (1) the registered holder of the
Series 2026A Bond, or its duly authorized attorney or legal representative, executes the form of
assignment appearing on this Series 2026A Bond, and (2) the City Finance Director as bond
registrar (the “Registrar”), has duly noted the transfer on the Series 2026A Bond and recorded the
transfer on the Registrar’s registration books. The Borrower shall be entitled to deem and treat the
person in whose name this Series 2026A Bond is registered as absolute owner thereof for all
purposes, notwithstanding any notice to the contrary. Payments on account of the Series 2026A
Bond shall be made only to the order of the registered holder thereof, and all such payments shall
be valid and effectual to satisfy and discharge the Borrower’s liability upon the Series 2026A Bond
to the extent of the sum or sums so paid.
REGISTER
The ownership of the unpaid principal balance of this Series 2026A Bond and the interest
accruing thereon is registered on the books of the City of Bozeman, Montana in the name of the
registered holder appearing on the first page hereof or as last noted below:
Date of Registration
Name and Address
of Registered Holder
Signature of
City Finance Director
[____________], 2026
Department of Natural
Resources and Conservation
1539 Eleventh Avenue
Helena, MT 59620
THE FOLLOWING ENTRIES ARE TO BE MADE ONLY BY THE
REGISTRAR UPON REGISTRATION OF EACH TRANSFER
The City Finance Director, acting as Registrar, has transferred, on the books of the City,
on the date last noted below, ownership of the principal amount of and the accrued interest on
this Series 2026A Bond to the new registered holder noted next to such date, except for amounts
of principal and interest theretofore paid.
Date of Transfer
Name of New
Registered Holder
Signature of
Registrar
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
B-6
FORM OF ASSIGNMENT
For value received, the Bond is hereby transferred and assigned by the undersigned
holder, without recourse,
to on this day
of , .
By:
(Authorized Signature)
For:
(Holder)
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
B-7
SCHEDULE A
SCHEDULE OF AMOUNTS ADVANCED
Date Advances
Total Amount
Advanced Notation Made By
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
B-8
SCHEDULE B
Loan Loss
Administrative Reserve Total Loan
Date Principal Interest Expense Surcharge Surcharge Payment
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
C-1
APPENDIX C
ADDITIONAL AGREEMENTS, REPRESENTATIONS AND COVENANTS
NONE
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
D-1
APPENDIX D
$850,000
Subordinate Lien Sewer System Revenue Bond
(DNRC Water Pollution Control State Revolving Loan Program), Taxable Series 2026A
City of Bozeman, Montana
COMPLIANCE CERTIFICATE AND REQUEST
We, ___________________ and ____________, hereby certify that we are on the date
hereof the duly qualified and acting City Manager and the City Finance Director, respectively, of
the City of Bozeman, Montana (the “Borrower”), and that:
1.Pursuant to Resolution No. 4220, adopted by the City Commission on November
16, 2009 (the “Original Resolution”), as amended and supplemented by Resolution Nos. 4234,
4245, 4254, 4299, 4462, 5183, and 5184, adopted by the City Commission on January 19, 2010,
February 16, 2010, May 3, 2010, November 1, 2010, August 5, 2013, and June 15, 2020,
respectively, and as further amended and supplemented by Resolution No. _________, adopted
on June 2, 2026, entitled “Resolution Relating to $850,000 Subordinate Lien Sewer System
Revenue Bond (DNRC Water Pollution Control State Revolving Loan Program), Taxable Series
2026A; Authorizing the Issuance and Prescribing the Form and Terms Thereof and the Security
Therefor” (the “Supplemental Resolution”), the Borrower issued its Subordinate Lien Sewer
System Revenue Bond (DNRC Water Pollution Control State Revolving Loan Program),
Taxable Series 2026A, dated, as originally issued, as of _________, 2026, in the maximum
aggregate principal amount of $850,000 (the “Series 2026A Bond”). The Borrower has
reviewed the Supplemental Resolution, including, without limitation, Articles II and III thereof,
and the definitions relating thereto. The Borrower acknowledges and agrees that the Series
2026A Bond evidences a loan made to the Borrower from the DNRC from funds made available
to the DNRC from an EPA Capitalization Grant, and that this Certificate is being relied upon by
the DNRC for ensuring compliance with requirements applicable to the Borrower, the DNRC,
and the Riverside Sewer Project (as hereinafter defined). Capitalized terms used herein without
definition shall have the meanings given them in the Resolution.
2.The Series 2026A Bond is issued to finance a portion of the costs of construction
and installation of various improvements to the System, generally described as the Riverside
Sewer Project (the “Riverside Sewer Project”) in the Resolution. Construction of the Riverside
Sewer Project has complied with all federal and state standards, including, without limitation,
EPA regulations and standards. The Riverside Sewer Project is expected to be completed and
placed in service on or about _________, 20__.
3.Costs of the Riverside Sewer Project in the amount of $___________ have been
paid as of the date of delivery of this Certificate. The Borrower hereby waives its right to any
remaining 2026A Committed Amount not advanced or to be advanced upon delivery hereof.
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
D-2
4.As of the date hereof, the Borrower has spent the following amounts in
connection with the Riverside Sewer Project and costs related thereto:
Loan Reserve
Bond Counsel
Preliminary Engineering
Prelim & Final Design
Bidding & Constr. Admin
Construction Inspection
Construction
Contingency
Other (Utility Extensions)
TOTAL PROJECT BUDGET
Of such amounts, $__________ were paid from advances of proceeds of the Series
2026A Bond.
5.The Trustee has delivered to the Borrower a copy of Schedule B to be attached to
the Series 2026A Bond, which reflects the amortization of all advances made or to be made on the
date hereof of proceeds of the Series 2026A Bond (i.e., $________). The Borrower hereby
acknowledges and agrees that Schedule B has been calculated in accordance with the provisions
of the Resolution and the Indenture, and that the Series 2026A Bond, with said Schedule B attached
thereto, has been duly issued pursuant to the Resolution and is a valid and binding obligation of
the Borrower in accordance with its terms and the terms of the Resolution; provided, however, if
the DNRC delivers a Forgiveness Statement, the Borrower’s obligation to repay the principal of
the Series 2026A Bond and interest and surcharges thereon is thereupon forgiven, and if the DNRC
delivers a Noncompliance Certificate, amounts advanced under the 2026A Loan evidenced by the
Series 2026A Bond shall bear interest from and after the first advance of principal of the Series
2026A Bond at the rate of two percent (2.00%) per annum and the Borrower shall pay currently
with interest the Administrative Expense Surcharge and the Loan Loss Reserve Surcharge, all as
described in Section 5.1.2 of the Supplemental Resolution authorizing the Series 2026A Bond.
6.The representations of the Borrower contained in Articles II and III of the
Supplemental Resolution are true and complete as of the date hereof as if made on this date, except
to the extent that the Borrower has specifically advised the DEQ and the DNRC otherwise in
writing.
7.No default in any covenant or agreement on the part of the Borrower contained in
the Resolution has occurred and is continuing.
8.The Borrower is delivering this Certificate to the DNRC, in part, to ensure
compliance with EPA regulations and standards. The Borrower certifies that all laborers and
mechanics employed by contractors and subcontractors on the Riverside Sewer Project have been
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
D-3
and will be paid wages at rates not less than those prevailing on projects of a character similar in
the locality as determined by the United States Secretary of Labor in accordance with Subchapter
IV of Chapter 31 of Title 40, United States Code, and that the Borrower has complied with, as
applicable, all “American Iron and Steel” or all “Build America Buy America” requirements
applicable to the Riverside Sewer Project under federal law.
9.The Borrower acknowledges and agrees that this Certificate completed by the
Borrower in form satisfactory to the DNRC must be executed and delivered to the DNRC by the
date that is 30 days after receipt of the form of this Certificate from the DNRC. By submitting this
Certificate, the Borrower requests that the DNRC forgive the obligation of the Borrower to repay
the principal of the Series 2026A Bond, together with interest and surcharges thereon. The
Borrower acknowledges and agrees that (i) the forgiveness of principal of and interest and
surcharges on the Series 2026A Bond by the DNRC is contingent on the timely delivery of this
Certificate by the Borrower in satisfactory form as determined in the DNRC’s sole and complete
discretion, (ii) the DNRC has no obligation to grant such forgiveness, and (iii) if the DNRC
delivers to the Borrower a Noncompliance Certificate, (a) the obligation of the Borrower to repay
the principal of the Series 2026A Bond plus interest and Administrative Expense Surcharge and
Loan Loss Reserve Surcharge thereon shall continue in full force and effect until the principal of
the Series 2026A Bond advanced and interest, Administrative Expense Surcharge, and Loan Loss
Reserve Surcharge thereon are paid in full, as set forth in Schedule B delivered pursuant to
paragraph 5 above, and as provided in the Series 2026A Bond and the Resolution, and (b) the
Borrower shall, as necessary, within the 3-month period specified in the Supplemental Resolution,
adjust its rates and charges to produce Net Revenues and Surplus Net Revenues required by the
rate covenant in the Resolution.
WITNESS our hands on behalf of the Borrower as of this _____ day of __________,
20__.
CITY OF BOZEMAN, MONTANA
By
City Manager
And
City Finance Director
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
CERTIFICATE AS TO RESOLUTION AND ADOPTING VOTE
I, the undersigned, being the duly qualified and acting recording officer of the City of
Bozeman, Montana (the “City”), hereby certify that the attached resolution is a true copy of
Resolution No. 2026-49, entitled: “RESOLUTION RELATING TO $850,000
SUBORDINATE LIEN SEWER SYSTEM REVENUE BOND (DNRC WATER
POLLUTION CONTROL STATE REVOLVING LOAN PROGRAM), TAXABLE
SERIES 2026A; AUTHORIZING THE ISSUANCE AND PRESCRIBING THE FORM
AND TERMS THEREOF AND THE SECURITY THEREFOR” (the “Resolution”), on file
in the original records of the City in my legal custody; that the Resolution was duly adopted by
the City Commission of the City at its meeting on June 2, 2026, and that the meeting was duly
held by the City Commission and was attended throughout by a quorum, pursuant to call and
notice of such meeting given as required by law; and that the Resolution has not as of the date
hereof been amended or repealed.
I further certify that, upon vote being taken on the Resolution at said meeting, the
following Commission Members voted in favor thereof: Morisson, Fischer, Madgic, Bode,
Sweeney
; voted against the same:
; abstained from voting thereon: ; or
were absent: .
WITNESS my hand officially this 2nd day of June, 2026.
MICHAEL MAAS
City Clerk
Docusign Envelope ID: 552A7CB0-331C-87FC-8090-D0EB392D2253
Certificate Of Completion
Envelope Id: 552A7CB0-331C-87FC-8090-D0EB392D2253 Status: Completed
Subject: Complete with Docusign: Bond_Resolution_Special_Improvement_District_No._789__Series_2026.pdf, ...
Source Envelope:
Document Pages: 120 Signatures: 8 Envelope Originator:
Certificate Pages: 5 Initials: 0 Alex Newby
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US &
Canada)
Stamps: 4 alex.newby@bozemanmt.gov
IP Address: 155.190.3.7
Record Tracking
Status: Original
6/9/2026 9:47:25 AM
Holder: Alex Newby
alex.newby@bozemanmt.gov
Location: DocuSign
Security Appliance Status: Connected Pool: StateLocal
Signer Events Signature Timestamp
Greg Sullivan
greg.sullivan@bozemanmt.gov
City of Bozeman
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 155.190.3.7
Sent: 6/9/2026 9:52:26 AM
Viewed: 6/9/2026 9:53:53 AM
Signed: 6/9/2026 9:54:04 AM
Electronic Record and Signature Disclosure:
Accepted: 6/9/2026 9:53:53 AM
ID: 4522aa47-64a7-4b94-a8ca-13bdb981df1f
Joey Morrison
joey.morrison@bozemanmt.gov
Mayor
Security Level: Email, Account Authentication
(None)Signature Adoption: Drawn on Device
Using IP Address: 198.60.110.92
Signed using mobile
Sent: 6/9/2026 9:54:06 AM
Viewed: 6/9/2026 10:08:04 AM
Signed: 6/9/2026 10:08:34 AM
Electronic Record and Signature Disclosure:
Accepted: 6/9/2026 10:08:04 AM
ID: 4b7ba66a-b36c-45cb-a0b8-27a6f60002bb
Mike Maas
mike.maas@bozemanmt.gov
City Clerk
City of Bozeman
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 155.190.3.7
Sent: 6/9/2026 10:08:36 AM
Viewed: 6/9/2026 10:53:55 AM
Signed: 6/9/2026 10:55:14 AM
Electronic Record and Signature Disclosure:
Accepted: 8/23/2022 2:22:44 PM
ID: b1bb90fd-5db8-4a5f-9451-9536f39ef003
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Aaron Funk
aaron.funk@bozemanmt.gov
Security Level: Email, Account Authentication
(None)
Sent: 6/9/2026 9:52:25 AM
Viewed: 6/9/2026 10:17:32 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Michelle Chapel
michelle.chapel@bozemanmt.gov
Records Coordinator
City Bozeman
Security Level: Email, Account Authentication
(None)
Sent: 6/9/2026 10:55:16 AM
Electronic Record and Signature Disclosure:
Accepted: 2/24/2026 9:38:21 AM
ID: 1fa4538c-9b38-40d2-9e1a-390aa0445f47
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 6/9/2026 9:52:26 AM
Certified Delivered Security Checked 6/9/2026 10:53:55 AM
Signing Complete Security Checked 6/9/2026 10:55:14 AM
Completed Security Checked 6/9/2026 10:55:16 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City Manager (we, us or Company) may be required by law to provide to you
certain written notices or disclosures. Described below are the terms and conditions for providing
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Getting paper copies
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If you decide to receive notices and disclosures from us electronically, you may at any time
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All notices and disclosures will be sent to you electronically
Electronic Record and Signature Disclosure created on: 4/22/2022 3:30:54 PM
Parties agreed to: Greg Sullivan, Joey Morrison, Mike Maas, Michelle Chapel
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
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You may contact us to let us know of your changes as to how we may contact you electronically,
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of such request you must state your email address, full name, mailing address, and telephone
number. We will bill you for any fees at that time, if any.
To withdraw your consent with City Manager
To inform us that you no longer wish to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your signing session, and on the subsequent page,
select the check-box indicating you wish to withdraw your consent, or you may;
ii. send us an email to mmaas@bozeman.net and in the body of such request you must state your
email, full name, mailing address, and telephone number. We do not need any other information
from you to withdraw consent.. The consequences of your withdrawing consent for online
documents will be that transactions may take a longer time to process..
Required hardware and software
The minimum system requirements for using the DocuSign system may change over time. The
current system requirements are found here: https://support.docusign.com/guides/signer-guide-
signing-system-requirements.
Acknowledging your access and consent to receive and sign documents electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please confirm that you have
read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for
your future reference and access; or (ii) that you are able to email this ERSD to an email address
where you will be able to print on paper or save it for your future reference and access. Further,
if you consent to receiving notices and disclosures exclusively in electronic format as described
herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before
clicking ‘CONTINUE’ within the DocuSign system.
By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm
that:
You can access and read this Electronic Record and Signature Disclosure; and
You can print on paper this Electronic Record and Signature Disclosure, or save or send
this Electronic Record and Disclosure to a location where you can print it, for future
reference and access; and
Until or unless you notify City Manager as described above, you consent to receive
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to you by City Manager during the course of your relationship with City
Manager.