TranscriptCity of Salina, Kansas GO Refunding Bonds, Series 2010-B
TRANSCRIPT OF PROCEEDINGS AUTHORIZING THE ISSUANCE OF $7,860,000 CITY OF SALINA, KANSAS GENERAL, OBLIGATION REFUNDING BONDS SERIES 2010-B DATED OCTOBER 15,2010 Legal Opinion Gilmore
& Bell, P.C. Kansas City, Missouri
CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B DATED OCTOBER 15,2010 CLOSING LIST Copies of the transcript of proceedings for the above referenced issue (the
"Bonds"), will be prepared and distributed as follows: 1. 2. 3. 4. 5 . Document Number 1. 2. 3. 4. 5 . City of Salina, Kansas (the "Issuer") Attorney General of the State of Kansas George
K. Baum & Company, Kansas City, Missouri (the "Original Purchaser") UMB National Bank of America, Wichita, Kansas ("Escrow Agent") Gilmore & Bell, P.C., Kansas City, Missouri ("Bond
Counsel") PROCEEDINGS AUTHORIZING THE IMPROVEMENTS Water System Improvements KHDE LOAN DOCUMENTS KDHE Loan No. 21 53 KDHE Loan No. 2259 PROCEEDINGS AUTHORIZING THE REFUNDED BONDS Series
200 1 -A Bond Ordinance and Resolution Series 2002-B Bond Ordinance and Resolution 1
6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. PROCEEDINGS AUTHORIZING THE SALE AND ISSUANCE OF THE BONDS Excerpt of Minutes of the goveming body meeting evidencing adoption of Resolution
No. 10-676 1 Resolution No. 10-6761 authorizing the offering for sale of the Bonds Preliminary Official Statement and Certificate Deeming Preliminary Official Statement Final Official
Statement Bond Purchase Agreement Excerpt of Minutes evidencing first reading of Ordinance No. 10-10575 Excerpt of Minutes of the governing body meeting evidencing passage of Ordinance
No. 10-10575 and adoption of Resolution No. 10-6773 Ordinance No. 10-10575 authorizing the issuance of the Bonds Affidavit of publication of Ordinance No. 10-10575 Resolution No. 10-6773
prescribing the form and details of the Bonds KDHE Conditional Notice of Prepayment and Receipt Escrow Trust Agreement Schedule I -Verification Report Subscriptions/Confirmations for
the purchase of United States Government Obligations for Escrow Fund CLOSING DOCUMENTS 19. Transcript Certificate 20. Uniform Facsimile of Signature Certificate 21. Specimen Bond 22.
Agreement Between Issuer and Agent 23. DTC Documents Blanket Letter of Representations Underwriting Safekeeping Agreement 11
24. Rating Letter 25. Closing Certificate Exhibit A -Continuing Disclosure Instructions 26. Federal Tax Certificate with attachments as follows: ExhibitA -Internal Revenue Service Form
8038-G and evidence of filing Exhibit B -Receipt for Purchase Price Exhibit C -Receipt and Representation Exhibit D -Description of Property Comprising the Financed Improvements Schedule
I -Debt Service Schedule & Proof of Yield 27. Escrow Agent’s Closing Certificate LEGAL OPINIONS 28. Approving legal opinion of Gilmore & Bell, P.C. 29. Defeasance Opinion of Gilmore
& Bell, P.C. 30. Approval letter of Attorney General MISCELLANEOUS DOCUMENTS 3 1. Closing Letter 32. Letter from State Treasurer regarding Registration Number * * * * * ... 111
1 RJBOLUTION NO. 10-6760 A RESOLUTION OF TBE ClTY OF SALINA, KANSAS, AuTHoRlzING IMPROVEMENTS TO TEE CITY PLJBUC WATER SUPPLY SYSTEM, AND PROVIDING FOR THE PAYMENT OF "HE COSTS THEREOF.
WHEREAS, KSA 65-163d through 65-1634 as amended (the "Act"), authorize any municipality t acquire, umdmct, reconstruct, improve, equip, r e h a b i i or extend all or any part of a public
water suppl system andto issue general obligation bondsto pay all or part ofany coststhereof; and WHEREAS, the City of Salina, Kansas (the "City") is a municipality withiin the terms
of the AI and operates a public water supply system, as said term is defied in the Act (the "System"); and WHEREAS, the governing body of the City hereby finds and determines that it
is necessary an advisable to improve the System by making the improvements descriid below (the "Project"), and t provide for the payment of the costs thereof by the issuance of general
obligation bonds: construction of: (a) an air stripper facility rated at 5 MGD consisting of packed tower aerators, new softening basin and rehabilitation of the existing basin; (b)
replacing three existing upflow-type softening mechanisms witb sold contact mechaaisms (3.5 MGD each for a total of 10.5 MGD); (c) installation of a new 90' diameter solids contact unit
rated at 9.5 MGQ (d) new sludge pumping facilities (rated at 2000 GPM) including a new sludge pumping station for new and existing soffening basins which pumps sludge to the existing
sludge storage basin; (e) chemical feed system improvements, including a lime and soda ash solution tank/feed pump for the existing and new softening basins and dry chemical inventory
measurement equipment (9 required piping; and (g) miscellaneous @movements, consisting of new sodium hexametaphosphate feed system located in the existing chemical building, new 4-way
splitter box to collect air stripper effluent (groundwater) and river desilting basin effluent (surfice water) and distribute the same to the softening basins, and new pumplpiping to
feed air stripped groundwater to the river desilting basin for operational control. Phase II improvements to the existing water treatment plant including: (a) construction of two new
secondary clarifiers; (b) improvement and rehabilitation of the recarbonation system; (c) rehabilitation of the existing Nter and chemical building including installation of new filter
controls; (d) rehabilitation and upgrade of the existing laboratory/maintenance building; (e) installation of remote monitoring and wntrol equipment (9 rehabilitation and remodel high
service pump station to serve as an administration building and (g) miscellaneous wntrols, valves, piping, sitework and all related apputtenances thereto. NOW TBEREFOIUC, BE IT RESOLVED
BY THE GOVERNING BODY OF THE ClTY 0 sALm&KANS* Section 1. Project AothoriCation. It is hereby authorid, ordered and directed that the System b improved by constructing the Project Sestion
2. Pmj& Finan-. The esthnated costs of the Project, including consbudon, engineerin fees, acquisition of right+f-way and easements, contingencies and admimistratlve expenses is $8,600,000.
I portion of the costs of the Project, in-on interim financing and associated financing costs, shall be payabl fimn the proceeds of general obligation bonds of the City issued under
authority of the Act (the "Bonds"). Section 3. Reimbarsement. The Bonds may be issued to reimburse expendmues made on or after th date which is 60 days before the date of this Resolution,
pursuant to Tmsury Regulation 51.150-2. Section 4. Effective Dit&. This Resolution shall take effect and be in 111 force from and after il adoption by the governing body of the City.
ADOPTED AND APPROVEJl by the goveming body of the City of Salina, Kansas, on the 1 4 da of August, 2010. (seal) AITES2 h n b . Peck, Mayor
commission Adion# . 5 L -Pwz -1 1 i S 10-024 10-024 CITY OF SALINA, KANSAS REGULAR MEETING OF THE BOARD OF COMMISSIO’NERS August 16,2010 4:OO p.m. The City Commission convened at 3:45
p.m. in a Study Sessionfor a Citizens Open Forum. The Regular Meeting of the Bod of Commissioners was called to order at 4:OO p.m. in Room 107, City-County Building. A roll call wastaken
followed by the Pledge of Allegiance and a moment of silence. There were present: Mayor Aaron G. Peck, Chairman pksiding -Commissioner Samantha Angel1 Commissioner Tom Arpke Commissioner
Norman Jennings Commissioner M. Luci Larson comprising a quorum of the Board, also present: Jason A. Gage, City Manager Greg Bengtson, City Attorney Shandi Wicks, Deputy City Clerk Absent:
None. CITIZEN FORUM None. AWARDS -PROCLAMATIONS None. PUBLIC HEAFUNGS AND ITEMS SCHEDULED FOR A CERTAIN TIME None. CONSENT AGENDA (6.1) Approve the minutes of August 9,2010. (6.2) Electric,
Inc. in the amount of $90,555. (6.3) Bryant & Bryant Construction in the amount of $244,455.90. Award of contract for the Wiring Replacement and Pedestal Installation Project to DRCL
Award of contract for the South Ninth Street Phase N Median Hardscaping Project to A correction was noted on the minutes to show Commissioner Arpke absent. . Moved by Commissioner Arpke,
seconded by Commissioner Larson, to approve the consent agenda as amended. Aye: (5). Nay: (0). Motion carried. DEVELOPMENT BUSINESS (7.1) PostponeconsiderationofApplidon# PlO-1/lA (StoneLakeAdditionp
1at)andsecond readingsofOrdinanceNos. 10-10547 and 10-10548 annexingandremningthe StoneLake Addition. Moved by Commissioner Larson, seconded by Commissioner Jennings, to postpone Application
#PlO-I/lA, OrdinanceNo. 10-10547 and Ordinance No. 10-10548 until September 13, 2010. Aye: (5). Nay: (0). Motion carried. (7.2) Regional Incentives and qualified for designation of a
non-metropolitan Kansas Enterprise Zone. Resolution No. 10-6752 reconfirming s u p p ~ ffto r the Regional StrategicP lan including the Page 1 !
I I I 10-024 Y) ' 2 c 8 1 3 f 3 10-024 10-024 10-024 10-024 10-024 10-024 Commission Action # Greg Bengtson, City Attorney, requested the item be postponed until August 23,2010. Moved
by Commissioner Larson, seconded by Commissioner Jennings, to postpone Resolution No. 10-6752 to Au& 23.2010. Aye: (5). Nay: (0). Motion carried. ADMINISTRATION (8.1) and pieces of property
to pay the cost of abatement of nuisances. Second reading Ordinance No. 1&10561 levying special assessments against certain lots . Mayor P&k noted that this Ordinance was passed on first
reading on August 9,2010 and since that time no comments have been received. Moved by Commissioner Angell, seconded by Commissioner Larson, to adopt Ordinance No. 10-10561 on second
reading. A roll call vote was taken. Aye: (5) Angell, Arpke, Jennings, Larson, Peck. Aye 5 Nay: (0). Motion carried. (8.2) . Adoption of the 201 1 Budget. (8.24 Second reading Ordinance
No. 10-10562 adopting the budget. (8.2b) Resolution No. 10-6758 estiiblishing fees for city services. (8.2~) Resolution No. 106759 providing for the appropriation of the budget. ' Rod
Franz, Director of Finance & Administration, gave an overview of the proposed budget and the fee schedule chinges. Moved by Commissioner Jennings, seconded by Commissioner Arpke, to
adopt Ordinance No. 10-10562 on second reading. A roll call vote was taka. Aye: (5) Angell, Arpke, JenningS, Larson, Peck Nay: (0) Motion carried. Moved by Co&ssioner Jennings, seconded
by Commissioner Arpke, to adopt Resolution No. 10-6758. Aye: (5). Nay: (0). Motion carried. Moved by CommissionerJennings, seconded by Commissioner Arpke, to adopt Resolution No. 30-6759.
Aye: (5). Nay: (0). Motion c e e d . (8.3) . General Obligation Refunding Bonds, Series 2010-B. (8.3a) Supply System, .and,providing for the payment of the costs. . Resolution No. 10-6760
authorizing improvements to the City Public Water (8.3b) Refunding Bonds, Series 2010-B. ' Resolution No. 10-6761 authorizing the offering for sale ofGeneral Obligation Rod Franz, Director
of Finance & Administration, explained the issuance. Roger Edgar, George K. Baum, commented on the financing requirements by the State. Moved by Commissioner Angell, seconded by Commissioner
Larson, to adopt Resolution No. 10-6760. Aye: (5). Nay: (0). Motion carried. Moved by Commissioner Angell, seconded by Commissioner Larson, to adopt Resolution No. 10-6761. Aye: (5).
Nay: (0). Motion carried (8.4) Acceptance of the Smoky Hill River Master Plan. Martha Tasker, Director of Utilities, explained the master plan and the funding options. Jason Gage, City
Manager, noted where the public could view the slide show, the project timeline and community identity from the river project. Page 2
I . Commission Action # 1 ; H I.4 ! . 10-021 10-02: I 10-02f I I Mr. Gage then responded to Commissioner Larson's question regarding the tax increase. Commissioner Larson expressed the
importance of community education of the project. A discussion followed between Commissioner Jennings, Mayor Peck, and Ms. Tasker regarding the preliminary phase of the project, chimney
removal, and the efforts involved by City Staff and the Friends of the River. ' Dennis Lauver, Salina Area Chamber of Commerce, co-ented on the master plan and the Chamber's board support
of the project. Andy Martin, Salina Area United Way, noted his involvement in MAC and commented about the.importance of the project to the corninunity and the importance of the health
and safety to the community. Moved by Commissioner Angell, seconded by Commissioner Jennings, to accept the Smoky Hill River Master Plan. Aye: (5). Nay: (0). Motion carried. (8.5) public
road crossing improvements on Neal Avenue near Coronado School, Project No. 10-281 8. Authorizing to sign contract with Union Pacific Railroad (UPRR) to perform at-grade Dan Stack, City
Engineer explained the improvements and agreement. Idr. Stack then responded to Commissioner h o n ' s questions regarding the road and crossing maintenance. Moved by Commissionerh n
,se conded by CommissionerArpke, to authorize to sign the contract with Union Pacific Railroad (UPRR) to perform at-grade public road crossing improvements on Neal Avenue near Coronado'School.
Aye: (5). Nay: (0). Motion carried. OTHER BUSINESS None. ADJO-NT Moved by Commissioner Jennings, seconded by Commissioner Larson, that the regular meeting be adjourned. Aye: (5). Nay:
(0). Motion carried. The meeting adjourned at 4:40 p.m. 4-L-P L -Aahn G. Peck, Mayor [SEAL1 ATTEST: %-Lker ieu Ann Elsey, CMC, Ci ' . Page 3
February 6,1998 KANSAS DEPARTMENT OF HEALTH & ENVIRONMENT BILL GRAVES, GOVERNOR Gary R. Mitchell, Secretary Judy D. Long, City Clerk City of Salina Municipal Administrative Center 300westAsh
S&M, KS 67402-0736 Re: Air Stripper and Water Treatment Plnat Rehabilitation KPWSLF Project No. 2153 Dear Ms. Long: We are pleased to forward a copy of the final Kansas Public Water
Supply Loan Fund (KPWSLF) Loan Agreement for the referencedproject. The construction schedule submitted with the loan application should be revised to reflect current projected dates.
It is essential that a final set of plans and specifications be submitted to KDHE for review and approval prior to bid. We look forward to working with the city of Salina in completing
this project. If you have any questions, please contact h. Po-the KDHE Project Engineer, at (785) 296-5539, or me at (785) 296-5503. Sincerely yours, David F. Waldo, PE, Chief Public
Water Supply Section Bureau of Water DFw:IP:lw Enclosure pc: Larry Knoche, BER \ Iraj Pourmirza, PWSSBOW Wilson & Company @Salina North'Central District Division of Environment, Bureau
of Water, Public Water Supply Section TELEPHOm (785) 2965514 Forbes Field, B e . 2 83, Topeka, KS 66620-0001 F a (78 5) 296-5509 /-mFlsqdsdPps
LOAN AGREEMENT Between Gilmore & Bell, p.e. 1210911997 THE KANSAS DEPARTMENT OF REALm AND ENVIRONMENT ACTING ON BEHALF OF THE STATE OF KANSAS and SALINA, KANSAS KPWSLF PROJECT NO. 1153
EFFECTIVE AS OF DECEMBER 1, 1997 The interest of the Kansas Department of Health and EltVironment ("KDHE") in lite interest portion of the Loan Repayments to be 1IUlde by the MunJdpti1ity
and certtzin ollu!r TeW!lIIlI!S (the "Revenues'') under this Loan Agreement have been pledged and assigned to the Kasas Development Finance Authority (the" Authority'') punUllllt to
a Pledge Agree.mmt betwem KDHB aIul the AutIwrity. The interest of the Authority in the Revenues has been pledged as securit.Y for the payment of the principal of, redemption premilllll,
if any, and interest on the Authority's Ktmsas PIlbIic Water Supply Loan Fund Revenue Bonds, punuo.nt to a Master Bond Resobdion adl1pte4 by the Autlwrlty. JLN\40I660.01\SAL1NA2
. I x. . ... LOANAGREEMENT Table of Contents Recitals .........................................................................................................................................
1 ARTICLE1 DEF'INlTXONS Section 1.01. Definitions .......................................................................................... :.. ........................... 2 Section
1.02. Rules of Interpre&ttion ................................. ...................................... -........................... 5 ARTICLEIILOANTERMS Section 2.01 Amount ofthe Loan
........................................................................................................... 6 Section 2.02 Interest Rate ..............................................................
......................................................... 6 Section 2.03 Disbursement of Loan pn>ceeds ........................................................................................
6 Section 2.04. Schedule of Compliance; Completion o f h j e c t ............................................................. 7 Section 2.05. Repayment of the Loan ..................................
................................................................. 7 Section 2.06 Additional Payments ..................................................................................................
........ 8 Section 2.07 Financial Integrity Assurance Conbct ............................................................................. 8 ARTICLE IJI REPRESEIVTATIONS AND COVENANTS
OF MUNl[CIPALITY Section 3.01. Representations ofthe Municipality ................................................................................ 8 Section 3.02. Particular Covenants
ofthe MUnicip ality ...................................................................... 10 ARTICLEIV ASSIGNMENT Section 4.01. Assignment and transfer by KDHE ......................................
.......................................... 13 Section 4.02. Assignment by the Municipality ..................................................................................... 13 ARTICLE
V DEFAULT AND REMEDIES Section 5.01. Notice of Default ............................................................................................................ 13 Section 5.02. Remedies
on Default ....................................................................................................... 13 Section 5.03. Expenses ..........................................................
............................................................... 13 Section 5.04. Application of Moneys ................................................................................................
... 14 Section 5.06. Retention of ICDHE's Rights ........................................................................................... 14 Section 5.05. No Remedy Exclusive; Waiver,
Notice .......................................................................... 14 Section 5.07. Financial and Management ...........................................................................
.................. 14 ARTICLEVI MISCELLANEOUS Section 6.01. Notices ............................................................................................................................
15 Section 6.02. Binding Effect ................................................................................................................. 15 Section 6.03. Severability .......................
.............................................................................................. 16
Section 6-04. Amendments, S u p p l ~ e dasn d Mo d i f i ~..o... ......................................................... 16 Section 6.05. Execution in Counterparts ................................
.............................................................. 16 Section 6.06. Governing Law and Regulations ....................................................................................
16 Section 6.07. Consents and Approvals ................................................................................................. 16 Section 6.08. Further Assurances .........................
................................................................................ 16 Signafizres and Seal...................... ........................................................................
.......................... 17 Exhiiit A -Description of the Project Exhibit B -Dedicated Source of Revenues and Loan Repayment Schedule Exhibit C -Conditions Applicable to Construction
of the Project Exhibit D -Use of Loan proceeds Exhibit E -Instructions for Requesting Loan Payments Exhibit F -Form of Municipality ordinance Exhibit G -Form of Opinion of Municipality's
Counsel Exhibit H -Municipality's Notice Address Exhibit I -Form of Financial Inkgrity Assurance Contract ii
KANSAS PUBLIC WATERSUPPLY LOANFUND ' LOAN AGREEMENT THIS LOAN AGREEMENT, effective as of December 1,1997, by and between the KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT ("KDHE"), acting
on behalfof THB STATE OF KANSAS (the "State"), and SALIN& KANSM, a "Mrmicipality" accordhg to ICSA. 65-163d he&mfkr referenced as the "Municipality"; WHEREAS, the Safe Drinking Water
Act Amendments of 1996 PL 104-1821 to the Sa& Drinking Water Act Cjoi~~ttlhye, "Federal Act9 established the Drinldng Water b a nF und to assist public waber supply s y s t e m s i n
f i a a n c m g t h e ~ o f ~ c ~ n e e d e d t o a c h i e v e o r ~ ~ p ~ ~ ~ F ~ A and to pmtect the public health and authorized the EnvironmenM Protection Agency (the WA9 to admi&ex
a revolving loan program operated by the individual states; and -, to fund the state revolving fund program, the FPAwillmake annualcapiEalizatcm gmts to the stats, on the condition that
each state provide a state match for such staie's revolving frmd; ami WHEREAS, by passage of the Kansas Public Water Supply Loan Act, KSA. 65-163d et sq., as amended (the "Loan Act"),
the State of Kansas (the "state") has established the Kansas Public Water supply Loan Fund (the 'Revolving Fund") for purposes of the Federal Act; and WHEREAS, under the Loan Act, the
Secretmy (the "secl.etary") of the Kansas Deparlment &Health and Environment ("KDHE")is given the respansibility for adminkhation and management of the Revolving Fund; and . WHEREAS,
the Secretary and the Kansas Development Finance Authority (the "Authority") have entered into an Iuter-Agency Agreement dated as of septembes 6,1997 (the "Inter-Agency Agreeanent"),
to of the Loan Act; and define the cOOperative relationship between KDHE and the Authority to jointly adahkbr certainprovisions WHEREAS, the Authority and KDm have supplemented the Iuter-Agmcy
Apemerit by entering into a Pledge Agreement, dated as ofNovember 1,1997, as the same may be amended and Supplemmted fkun time to time (the "Pledge Agreement") pursuant to which KDHE!
agrees to enkr into Loan Agffements with Municipalities (as defined m the Loan Act) fbr Public Water Supply Projeds (the "Rejects") and to pledge the Loan Repayments received pursuant
to such Loan Agreements to the Authori& and WEEREAS, the Authority is authorized under KSA. 74-890ya) and the Luan Act to issue revenue bonds (the "Bonds") for the p q s e of providing
funds to implement the State's requkane under the Federal Act and to loan the same, togetha with available funds fiom the EPA capitdimtion giants, to Municipalities within the State
for the payment of Project Costs (as said terms am defined in the Loan Act); and WHEREAS, the Municipality has made timely application to KDHE for a Loan to finance all or a . portion
of the Project Costs; and
WBEREAS, the state has appmdthe MunicipaUy's application fix ahan, subject to themxi@of CaPiEalipltion pants fbmthepBApursnanttothe Federal Ad and pI.aceeds ofthe Bonds when issued by
the Authority. NOW, TEEREFORE, for and m cons~deration of the award of the Loan by KDHFi, the Municipality agrees to complete its Project and to perform under this Loan Agreement in
8ccobdBpcB with the conditions, covenants and pmcedms st farth herein and attached hereto as a part hereof, as fillows: ARTICLE1 DJWINITIONS ' Section 1.01. Definitions. The following
terms as used in this Loan Agreement shall, unless the context clearly nquires othenvise, have the following meanings: "Additional Payments" means the payments desaihed in Section 2.06
hereof. "Additional Revenue Obligations" means any obligation for the payment of money undertaken by the Municipality which is payable h m or secured by a pledge of, or lien upon, the
System Revenues incmred af€er the date of execution and delivery of this Loan'Agreement, and all Existing Revenue Obligations. "Authority" means the Kansas Development Finance Authority,
a public body politic and caporab andaninstrum entality of the State, and its sumn and assigns. "Authorized Mpnicipality Represenfative" means any person authorid pursuant to a xesolulion
of the governing body of the Municipalify to perfarm any act or execute any document mlating ta the Loan, or this Loan Agreement. "Bonds" means the Kansas Development Finance Authority,
Kansas Public Water Supply Revohring Loan Fund Revenue Ehmds, issued m one or more series, pursuaut to Master Bond ResohrtianNo. 106, and supplements thereto. "code" means the Internal
Revenue Code of 1986, and emendments thereto, and any applicable regulations thereunder promulgated by the Department of the Tmmy. CCDedicated Source of Revenue" shall have the meaning
ascribed thereto in Exhiba B attached hereto. '%PAn means the Envimnmental Protection Agency of the United States, its suuxsxm and assigns. "Event of Default" means any occurrence of
the following events: (a) Mure by the Municipality to pay, or cause to be paid, any Laan Repaymemtrequiredto be paid hereunder when due; @) failure by the Municipality to observe and
perform any duty, covenant, obligation or agreement on its part to be ohserved or perfoxmedunderthis Loan Agreemeat, other than as rekdto in ~ 1 6 6 0 * 0 1 \ S A L I N A 2 2
. paragraph (a) of this section, which failure shall continue for a Mod of thirty (30) days after written notice, SPecifLing such faiiure and requesting that it be remedied, is given
to the Municipality by KDHE, unless KDHE shall agree in writing to an extension of such time prior to its expiration; provided, however, ifthe Mure stated in such notice is correctable
but cannot be umected within the applicable period KDHE may not unreasonably withhold its consent to an extension of such time up to 90 days ii-om the delivery of the written notice
referred to above if corrective action is ktitutd by the Municipality within the appEcabb period and diligently pursued until the Event of Default is correcte& (c) fhilure by the KDHE
to observe and perform any duty, covenant, obligation or agreement on its part to be observed or pafarmed under this Agreement which shall continue fix a period of thirty (30) days afterwritten
notice, specifying such fhilure and requestingthatitbremedied, is giventoKDHE by the Municipality, unless the Municipality shall agree in writing to m extension of such time prior to
its errpixatim provided, however, if the failure stated in such notice is comctable but cannot be comdsd within the applicable period the Municipality may not UnreasOIlILbly withhold
its consent to an extension of such time up to 90 days fmm the delivery of the written notice refixred to above if correcf*ive a c t imi s instituted by KDHE within the applicable period
and d%gedy pursued until the Event of Default is =)-(d) any representation made by or on behalf of the Municipality contained in this Loan Agreement, or in any instrument furnished in
compliance with or with xefmce to this Loan Agreement or the Loan, is intentionally false or misleading in any material respect; (e) any representation made by or on behalfof KDHE contained
in this Agreemenf or in any instrument furnished in compliance with or with reference to this Agreement, is intentionally false or misleading in any material respect; (f) a petition
is filed by or against the Municipality under any federal or state banlauptcy or insolvency law or other similar law in effect onthe date ofthis Loan Agxeementorthereafferemcted, unless
in the case of any such petition filed against the Municipality, such petition shall be dkmised within thirty (30) days after such filing and such dismissal shall be final and not subject
to appeal; (g) the Municipality shall generally fail to pay its debts as such debts become due; and (h) the Municipality pmuant to Sectiun 2.03 hereof. failure of KDHE to promptly pay
any Project Costs when reasonably requested to do so by "Eristfng Revenue Obligation" means any obligation fbr the payment of money Mdertaken by the Municipality which is payable from
or secured by a pledge of, or lien upon, the System Revenues exist& or outstanding at the time of execution and delivery of this Loan Agreement by the Municipality. "Federal Act" means
the Safe Drinking Water Acf including the Safe Drinking Water Act Amendments of 1996 Im, 104-1821 thereto. "FIAC" means the Financial Integrity Assurance Contract, among KDHE, the Authority,
KRWFA and the Municipality, the form of which is attached hereto as Exhibit I. "FIAC Origination Fee" means the fee charged by KDHE to implement the FIAC, which shall be an amount equal
to 1.0% of the original principal amount of the Loan if such FIAC is entered into in conjunction with the execution of this Loan Agreement, or if the FJAC is ented into after the Muuicipality
3 ~ 1 6 6 0 . O l ~ A 2
commences the Loan Repayments, an amount equal to 1 .O% of the outstding principal amount ofthe Loan as of the effective date of the FIAC. "GAAP" means generally aocepfed accounting
principles as applicable to municw utility systems. nIndebtedness" means any financial obligation of the Municipality evidenced by 811 instrument executed by the Municipality, including
this Loan, Exbting Rcvenne Indebtedness, Additional Revmue Indebtedness, general obligation bonds or notes, lease or l-p€iase agreement or similar financial transactiOnS. "KDHE" meansthe
Kansas Depaamentof Health mdEmhmment or its ~~~CC~SSinO kIiSte re& "KRWFA" means the Kansas Rural Water Finance Authority. "Loan" means the loan made by KDJS to the Muuicipalityto finance
or mfbnce a portion of the Project Costs pursuant to this Loan Agreement "Loan Act" means the Constitution and laws of the !%ate of I(ansas, including particukly KSA 65-163d through
65-163u inclusive, as am&ded and supplemented. "Loan Agreement" means this Loan Agreement, including the Exhiiits attached hereto, as it may be supplemented, modified or amended from
time to time in acconhce with the terms h m € %an Origination Fee" means a fk charged by KDmto Originate the LoanpursuanttothisLoan Agreement, which shall be an amount equal to 0.25%
of the original principal amount of the Loan, as adjusted in accordance with the provisions of Section 2.01 hereof. "Loan Repayments" means the payments payable by the Municipality pursuant
to W o n 2.05 of thisLoanAgmment-"Loan Terms" means the terms of this Loan Agreement provided in Article I7 hereof. "Municipal Fiscal Year" means the twelvemonth period ending on December
3 1 of each year. "Mdcipality" means the City of Salina, Kansas, its ~ ~ ~CC~SaSndO a~sSsig ns. "Pledge Agreement" means the Pledge Agreement between the Authority and KDW dated as of
November 1,1997, and any agreement or agreements amendatmy or supplemental thereto. "Project" means the acquisition, design, construction, improvement, repair, rehabilitation or extension
of the System descrii inExh&itA hereto, which COllSfitOteS aprojedpursuanttothe Loan Act for which KDHE is making a Loan to the Municipality purswntto this Loan Agreement. . "Project
Costs" means all costs or expemeswhich am necessary or incident to fh hject and wiich are d h d y attn'butable thereto, including, but not limited to: (a) costs of any Loan reserves;
(b) inkrest on the Loan during the construction of the Pmject; (c) principal of and istesest on any tempomy financing obligations issued by the Municipality to pay Project Costs m dfor
c ontra& catend into on or after August 6,1996; and (d) financing and ariministratr'v e costs associahi with the Loan Agreanent
'Tubiic Water Supptp system" means a system for the provisios to the public of piped water for human Consumption, ifsuch system has at least ten (10) &ce OOnneCfioLlS orregddy serves
an average of at least twenty-five (25) individuals daily at least six@(60) days out oftheyear, and as finther defined m ICSA 6516% and amendments thm. "Rating Agency" means Moody's
Investors Service, standmi & P d s Ratings Senrioes, a W o n of The McG~aw-HilCl ompanies Fitch Investors Service, hc., and 8 . aa~t hea llatiOIIdlyl t2COgllkd sec~&es rating agency
designated by the Authority. t'Re@ntiomtt means Kansas A4 * * a tiveRegnlations (KAX) 28-1ESOto 28-15-65, audany amendments thereto promulgated by KDHE pursuant to the Loan Act. "Revolving
Fund" means the Kansas Public Water Snpply Loan Fund established by the Loan Act "SEC Rule" means Rule 15~2-1a2d opted by the Securities and Exchange Commission under the Securities
Exchange Act of 1934, as may be amended h mti me to lime or such other similar rule regarding disclosure of information in securities transactiO m. 'Se~mtarym'~e ans the Secaetary of
KDHE "State" means the Stab of Kansas, acting, unless otherwise specikally indicated, by and thtrough KDHE, and its successors and assigns. "System" means the Combined Water and Sewage
System of the Municipality, as the same may be modified or enlarged from time to time, including the Project descn'bed in Extribit A, for which the Municipality is making the bornwing
under this Loan Agreement, which wmtituh or includes a Public Water Supply System. "System Revenues" means all revenues derived by the Municipality hm the ownership and operation of
the System. Section 1.02. Rdes of Interpretation. (a) Words of the masculine gender shall be deemed and constrned to include corr_elative woxds of the feminine and neuter genders. @)
Unless the context shall otherwise indicate, words importing the singular number shall include the plural and vice versa, and words importing persons shall include fims, associatioils
and corporations, including public bodies, as well as natural persons. (c) All refmces in this Loan Agreement to designated "Articles," "Sections" and ather subdivisions are, unless
othemk specified, to the designated Articles, Sections and subdivisions of this Loan Agmxment as originally executed. The words %enin," %reo%" "heretmdef and ather words of similar import
refa to this Loan Agreement as a whole and not to any particular Article, Section or other subdivision. (d) The Table of Contents and the Article and Section headings of this Loan Agreement
shall not be treated as a part of this Loan Agreement or as affecting the true! meaning of the provisions hereof. JLNWO1660.01\SALlNA2 5
ARTICLEII W o n 2.01. Amount of the Loan. Subject to all of the terms, provisions and conditions of this Loan Agreement, and subjecttothe availability of State andFederal funds and pmceeds
of Bonds, KDHE will loan an amount not to exceed $3,600,000 to the Municipality to pay all ora portion of the Project Costs for the Project describd m Ekhfiit A hereto. ’Ihe final actual
amount of the Loan may &reduced withoat revisionofany~~6erms,provisionsM~~OffhiSLOenAgreemenfotherthantheInanRepaymeslt ‘ Schedule (ExlUbflB hereto), to reflect reductions in the estimated
or actual total Project costs as impactrd by opening of bids for construction, change ordas, hnal actual costs, and prepayments The Municipality shall be responsible for any costs incurred
by the Municipality in connection with the Project m excess of the amount of the Loan. Any amendment to Mibir B shall be effected by written amendment to the Loan Agreement executed
by all parties. Section 2.02. Interest Rate. The interest rate on the loan shall be 4.29% per annum, which shall be assessed on the unpaid principal balance to be paid as set out in
the Loan Repayment SchedulqlWibtl B hereto. This interest rate consists of anet loan interestrate, and a service fee, as descn’bed mEkMbtlB. Any subsequent revision to’ the amount of
the Loan or JMibit B hereto shall not change the gross mterest rate on the Loan. Section 2.03. Disbursement of Loan Proceeds. (a) Subject to the conditions described in this Section,
KDHE agrees to disburse the proceeds of the Loan during the progress of the Project for Project Costs. Requests for disbursement may be submitted by the Municipality (in substantially
the form attached hereto as Ilrfribit supported by proper invoices and a certificute of the Authorized Municipality ‘ve to the e m that aII representations made in this Loan Agreement
remain true as of the date of the request and, based upon that information then available to such person, no adverse developments affecting the financial condition of the Municipality
or its ability to complete the Project or to repay the Loan have occurred. arce The Municipality may request disbursement for the following Project costs: (1) any eligile plannine/design
costs i n c d prior to execution of this Loan Agmmen-. -. -W d Y ) ; p. (2) disbursement for eligiile Project costs if such Project costs have been i n c d and are due and payable to
Project COIltraCtOrS (actual payment of such Project Costs by the Municipality is not required as a condition of the payment request); or (3) mterest becoming due on the Loan prior to
the initial scheduled payment of principal; (4) the amount of the Loan Origination Fee, if not paid h m Municipality fimk, ( 5 ) the amount of the FIAC Origination Fee, ifnot paid h
m Municipality funds, and ~ 1 6 6 0 . 0 1 ~ 6 .
(6) the principal of and inkzest on any temporary financing obligations issued by the Municipality to pay Project Costs incrpred kir contracts entered mto on or after August 6,1996.
(b) KD€E shall not be under any obligation to disburse any Loan proceeds to the Muaicipdity under this Loan Agreement unless: (1) solely by KDHE; them are moneys available m the Revolving
Fund to fund the Loan, as detgmined (2) the Municipalify shall have funds available to pay for that portion of the Project Costs not eligible (pursuant to the Loan Act or the Federal
Act) to be h d d under this Loan AgreemmS (3) no Event ofbfhlt by the Municipality shall have occurred aad be ccdnu& and (4) the Project. Section 2.04. Schedule of Compliance; Completion
of Project. the Municipality mntinues to maintain reasonable progress towards wmpleticm of (a) The Municipality agrees to complete the Project m accordance with the conditions Applicable
to Construction of the Project set forth in Mibir C attached hereto. (b) The completion of the consbudion of the Project shall be evidenced to KDHE by a certificate signed by the Authorized
Municipality Representative staling (1) that the umstmctim of the Project has been completed m accordance with the plans and specifications t h e , and (2) tbt atl Project Costs have
been paid, except Project Costs the payment of which is not yet due or is being retained or contested in good fkith by the Municipality. Such certificate shall be given not later thanthe
date established by KDHE, which shall be appmximatdy the date that the Project is capable of being placed mto operation by the Municipality. Notwithstanding the foregoing, such certificate
shall state that it is given without prejudice to any rights against third parties which exist at the date of such certificate or which may . subsequently come into being. Section 2.05.
Repayment of the Loan. (a) Loan Repqymentr. The Mhicipality shall pay to KDHE, on or before the due dates, installments of principal and interest on the Loan m accordance with Exklbit
B attached hereta, until the Loan has been paid in full. Instalhents of principal and inkmst on the Loan shall be computed and paid in accordance with the Loan Repayment Schedule on
Erltibii B as in effect at any time under this Loan Agreement Notwithstanding any other @ion of this Laan Agreemenf the first payment of principal and interest due on the Loan shall
be made the earlier of two years after receipt by the Municipality of the first disbursement under the Loan or one year after Project completion. The final installment of priacii under
the Loan shall be fully repaid not later than 20 years af€er Project completion. (b) Prepsvmeni of fhe Loan. The Municipality may prepay the outstanding principal of the Loan, in whole,
or in part, at any time, without penaity, upon giving 60 days written notice to KDHE of its intent to so prepax provided, however, a partial prepayment may be made only ifthe prepayment
amount is the greater of 10% of the original principal amount of the Loan or $50,000. A new Mibit B will be
. . prepared by KDHE following receipt of any &le partial prepayment, reamortizing the remaining principal amount over the remaining term of the Loan. W o n 2.06. Additional Paymenk
The Municipality shall pay as Additional Paymats the followingamounts: . (a) The FIAC Origination Fee, ifthe same was not paid h m proceeds of the Lob. (b) Any amounts requid to be paid
by the Authority to the United States of America as arbitrage rebab, a r i s i i by mxm of actions or inactions by the Municipality Creating arbitregt rebate liability forthe Authoxity
m Connection with the Loan, ifhds in the Rebate Fund established by the Master Resolution am insuf€icient to make such payments; and. (c) hemunder. All other payments of whatever nature'which
the Municipality has to pay or assume Section 2.07. Fhndal Integrity Assmmnce Contract. In Bccordence with the poweas granted to the Seg.eEary in the Loan Acf the Secretary may require
at anytime dmbgthetmm ofthis Loan Agteement the executl.oI l of aFIAC by the Mmicipali& pvidedthe -shall not make suchrtxphmatt so long as the Municipality maintains a financial rating
on its general obligation bonds or Additional Revenue Obligations of not less than the lowest &gory of "A" h m any Rating Agency. In addition, the Municipality may elect to execute a
FIAC prior to the fimding ofthe Loan or at anytime dmingthe term of this Loan Agreement. In either instance, the Wcipality and the Swxetary hereby agree to execute such document m substantially
the foxm attached hereto as Ediibitl. The provider of contract services under the FIAC shall be compensated by KDHE from proceeds of the FlAC Originiition Fee; the Municipal@shall have
no further obligation for fees to KDHJ3 under the FIAC. The Municipality will cooperate fully witb any recommendations and requirements imposed by the FIAC provider. REPRESENTATIONS
AND COVENANTS OF MUNICIPALITY Section 3.01. RepreSentatians of the Municipality. The Municipality makes the following RpCSCIltati0ns: (a) Organization andA&or&. (1) The Municipality
is amunicipal oorporation duly created and validly existiug under and pursuant to the CoIlStitution and statutes of the State. (2) The Municipality has full legal right and authority
and all necessary licenses and permits required as of the date hereofto own, operate and maintain its System, to carry on its activities relating thereto, to execute and &liver this
Loan Agreement, to undetcake and complete the Project, and to carry out and connrmmateall trausa& -o n S c o n t e m p l r r t e d b y t h i s L o a n ~ ~ ~ (3) TheOrdinance(adoptedsxhbw.d
y in the form attached hendo as Mibit F)a nd other pn>ceedings of the Municipality's governing body approving this Loan Agreement and
authorizing its execution, issuance’and delivery on behalf of the Municipality, and authorizing the Municipality to undertake and complete the Project have been duly and l a m y adopted.
(4) This Loan Agreement has beys duly anthorized, executed and deliveaul on behalf of the Municipality, and, consthtes the legal, valid and binding obligation of the Municipality enforceable
in accordance with its tern. (b) FUaD&ciosum. To the best knowledge of the Municipality, after due invedgaticm, there is no fact fht the Municipality has not disclosed to KD€E in writing
on the M r m i c w s application for the Loan or otherwise that msterially advmly affects or tbat will matedly advexsely propdes, activities, or its System, or the ability of the Municipality
to make all Loan Repayments and atherwise observe and perfbxm its duties, wvenants, obligations and agreement under this Loan Agreement (c) Non-LMgationn. There is no controversy, suit
or other proceeding of any kind pending or threatened wherein or whereby any question is raised or may be raised, questioning, disputing or affecting in any way: (1) the legal organization
of the MunicipW, (2) its boundariq (3) the right or title of any of its o f f i m to their respective offices; (4) the legality of any official act taken in connection with obtaining
the Loan; (5) the constitutonality or validity of the indebtedness represented by the Loan Agreemens (6) any ofthe pmceedings had ii relation to the authorization or execution of^ ~oa~ng
reement;Q the collection of revenues of the System; (8) the levy and colldon of unlimited ad valorem taxes to pay the principal of and interest on the Laan; or (9) the ability of the
Municipality to make all Loan Repgyments or othawke observe and perfom its duties, covenants, obligations and agreemenis under this Loan Agreement. (d) Compliance with Ehisting Laws
and Agreznmts. To the best knowIu@of the Municipalii, the authorizaton, execution and delivexy of this b a n Agreement by the Municipality, and the performance by the Municipality of
its duties, covenants, obligations and agreements thereunder will not result in any breach of any existing law or agreement to which the Municipality is a party. (e) No Defk&. No event
has d and no condition exists that would constitub au Event of Default. The Municipality is not presently awm of any violation of any agreemeat which would materia& adversely af€& the
a b i i o f the Municipality to make all Loan Repayments or otkaw.u e observe and perfarm its duties, covenants, obligations and agreements under this b a n Agreement (0 C o q b c e
with Lmu. The Municipality has, to the best of the Atxtbhed MunicipaUy’s Representative’s knowledge: (1) complied with all laws, ordinances, governmental rules and regulatians to which
it is subject, including, without limitation, any public hearing or public notice requimments or environmental review requirements contained in the Loan Act, the ReguMcms and the Fedaal
Act, the failure to comply with which would materially adversely affect the ability of the Mu~~icipality to conduct its activities, enter mto this Loan Agreement or undertake or complete
the Project; and (2) obtained all licenses, permits, hchises or other governmental authorizations presently necessary for the ownership of its property which, if not obtained, w d d
materiaUy adversely affect the abilii of the Municipality to complete the Proj& or operate the Project (g) Use of Locin P r d . The Municipality will apply the proceeds of the Loan as
descrr’bed in Exhibit D: (1) to finance or refinance a portion of the Project Co* and (2) whem applicable, to reimburse the Municipality for a portion of the Project Costs, which portion
was paid or incurred in anticipation of 9
reimbursement by KDHE as a result of mniracts entered into on or after to August 6,1996 and is eligible for such =imbursement pursuant to the Regulations and the Code. (h) ProjecZ Costs.
The Municipality cemes that the Project Costs, as listed in ExhW D, is a reasonable and 8ccuf8te estimation and, upon direction of ICDW will supply the same with a certificate fkom its
CoLlSuIting engineer stating that such costs are reasonable and acclaate estimations, taking into account investment income to be realized during the comse of conshum' on of the Project,
if any, and other lawfully available money that would, absent the Loan, have been used to pay the Project Costs. Seetion 3.02. Particular Covenants of the Mnniupdity. (a) Dcdicatcd Soume
of Reveue for Rcp4ynterd of the ban. The MunicipaMy h b y establishes the Dedicated Source of Revenue described on J7rckzlift B attached hereto, which Dedicated Source of Revenue is
hereby pledged to the Loan Repapea&, Add&nal Payments and all other obligations of the Municipality under this Loan Agreement (b) Perfonnmrce Undpr b a n Agreemen. The Municipality covenants
and agrees: (1) to Csmply with all applicable !%ate and federal laws, rules and regulations (including, but not limited to the conditions set forth in IWt3it C hereto); and (2) to cooperate
with KDHE in the obscnmce and performance of the rapective duties, covenants, obligations and agreements of the Municipdity and KDm under this Loan Agreement (including, without limitation
the requkments contained in JWzibit C hereto). (c) and agrees: Chnpkfhn of Project and Provirion of Moneys lkrefore. The Municipality covenants (1) to exercise its best efforts in accordance
with prudent utility practice to complete the Pmject and to so accomplish such completion on of behe the edmated Project completion date set forth in M&it C hereto; and (2) to provide,
from its own financial resources, all moneys, in excess of the total amount of proceeds it receives under the Loan, required to compl&e the Project (d) Delirery of Documents and Pq&
of F-. concufieatly with the delivq of this Loan ~ Agreement and the closing of the Loan, the Municipality will cause to be delivered to KDHE: (1) fully executed counterparts of this
Loan Agreement (2) copies of the ordinance of the governing body of the Municipality authorizing the execution and delivery of this Loan Agreement, certified by an Authorized Municipality
Rf2pWX&&'v e, which shall be in subscantially the foxm atcached hereto asE*hibilFtogetherwith an &davit of publication thereof in the official newspeper of the Municipali~, (3) an opinion
of the Municipalitfs counsel substantially in the form set forth in mibit G attached hereto; (4) ILM401660.01\SALINA2 a fully executed FIAC, if required by the Secretmy, or desired by
the Municipal*, 10
(5) amount of the Loan; payment of the FIAC Origination Fee, ifapplicable, ifnot included in the principal (6) payment of the Loan Chighation Fee, ifnot i n c M in the principal amount
of the Loan, and (7) such other certificates, documents, Opinions and idonmition as KDHE may misonably reqnire. (e) @eration andMatntenonCe of System. The Municipality covenants and
agrees that it shall, in acc~rdancew ith pmdent public water supply ut i l i practice: (1) at all times o v t h e pperties of its system in an efficient marmet in 8ccord8I1ce with applicable
laws and regulations; (2) maintain its System, making all necesary and proper repaifi, renewals, replacements, additions, betterments and improvements necessary to maintain its System
in good repair, wodcing order and operating conditim (3) implement any modificatioIl of the rates fees and charges fix use of the System that comprise the Dedicated Source of Revenues
as the Seaetary may require to ensure repayment of the Loan in accordance with the provisions of the Loan Act; and (4) take such other action as the Semtary may require in Bccofdance
with powers granted to the Secretary under the Loan Act and the Regulations. (f) D&vosi&n of @sfem. The Municipaiity shall not sell, lease or otherwise transfer ownership of all or substantially
all of its System without the consent of the Secretary. The Municipality shall provide the Secretary with ninety (90) days' prior written notice to KDHE of such sale, lease or transik.
No such sale, lease or transfer shall be effective unless compliance is with the provisions of Section 4.02 hereof, assuming such sale, lease ortransfer is deemed to be an assignment
h t h e pllrposes of such sectioa The provisions of this patagraph shall not be construed to prohibit the lease of portions of the System by the Municipality in connection with a ~ease-purchawtr
msacb' on to finance h ~ e m e n t tso the System; pvidedthat atemhation orm event of default by the Municiimder such wangement shall not have a material adverse effect on the Municipality's
Dedicated Source of Revenues. (g) R ~ ~ ~ ~ ~ ~ ~ ~ ~ A c. c o L I J L C F . (1) The Municipality shall keep aumate records and Bccounts for its System (the "System Resonis"), separate
and distinct h m its other records and accounts (the "General Accomts"). Such System Records shall be audited aunually by an independent d e d pu blic accountant or firm of independent
certified public accountants, in Bccofdance with g e n d y accepted auditing standards. Such System Records and General h u n t s shall be made available for w o n by KDHE at any reasonable
time, and a copy of the MunicipaliQfs annual audit, including all written comments and recommendations of such accountant, shall be finnished to KDHE within 210 days of the close of
the Municipal Fiscal Year Wig so audited. ~ 1 6 6 o . O l U ~ A 2 11
(2) The Municipality shall maintain Project accounts in accordance with generally accepted government accounting standards defined m the Government AccoUnting, Auditin& and Financial
Repoxtbg Manual (1994 Ed.), or any revised edition, issued by the Govenrment Finance Officers Association. (h) Inrpecrians. The Municipality shall permit the EPA, KDHE and any party
desipnatert by KDHEto examine, visit and the Project, and to inspect and make copies of any accounts, books and records, inciuding (*=on) its records regarding receipts, disbursements,
contracts, investments and any othex matters relating thereto and to its financial standin& including the System Records and General Accounts, and shall supply such reports and infomation
as the EPA and KDHE may reasonably require in wnnection therewith. . . at any and all reasonable times, the property, ifany, (i) Financial Znfomatioa The Municipality specifically agrees
to pvide to KDHE a reasonable numk of copies of such financial inforation and operating data of the MunicipatitY and the System (if System Revenues are a part of the Dedicated Source
of R.evcnue) and the occurze~lcot f certain material events, to the extent necessary for KDHE to comply with its continuing disclosure obligations set forth in the SEC Rule and the Pledge
Agreement Such financial information shall be audited m 8ccoldBzLce with the pvisions of subsection (@@’ hereof. Such financial informaton sball be prepad in accordance with GAAP. Such
financial infinmation and operating data, if mqmstd, shall be supplied within 210 days after the end of the Municipal Fiscal Year, and may be supplied, if appropriate, in the Municipality‘s
comprehensive aunual financial report andor ahnua report of &-System, as may be determined by KDHE. If audited financial information will be prepad, but is not available within 210 days
of the end of the appropriate Municipal Fiscal Year, unad.te d hnancial informalion shall be provided to JXDHE pending receipt of audited financial information. For purposes of this
paragraph, “material event“ shall mean: (a) principal and interest payment delinquencies on any Indebtedness; (b) non-payment related defkdts in agreements authorizing any Indebtedness;
(c) rating changes on any Indekttedmq (a) &em tax opinions or events affecting the tax-exempt status of any Indebtedness; or (e) unscheduled draws 011 debt service reserves or credit
enhancements on any Indebtedness reflecting financial difZcuIties. (j) Imurance. The Municipality will carry and maintain such reasonable amount of all-risk insurance on all properties
and all opefations of its System as would be carried by sirnilat municipal operators of Systems, insofar as the projxxties are of an insurable nature. The Municipality also will carry
g e n dW iins urance in amounts not less than the maximum l i a b i i of a g o v m d en tity fin claims arising out of a single occurrence, as provided by the Kansas Tort Claims Act,
KSA. 75-6101 et seq., or other similar future law (currently $500,000 per occurrence). (k) Norice of M M A d v e m e cliange. Tbe Municipality shall promptly nOtay KDHEi of any material
adverse change in the activities, prospects or condition (financial or otbesvvise) of the System, or in the ability of &e Municipality to make all Loan Repayments and dherwr-s e observeandpehformitsd
uties, covenants, obligations and agreements under this Loan Agreement (I) AdiWimal Covenrmts and Requiremen& The parties hereto acknowledge that thii Loan Agreement may be assigned
or pledged to secure financings of the Authority. Should it be necessary to modify any covenants or obtain or enhance the security of the financings, the parties agree to take all .
reasonable actions and make kasonable covenants and necesary to accomplish such purpose. ARTICLEIV
ASSIGNMENT Section 4.01. Assignment and Transfer by IKDHE. The Municipality hereby approves and consentstoanyassignmentortransferofthisLoan~entthatKDREdeemsn~inconnection the assignment
and pledging of the Loan Repayments ahd Additional Payments to the Atdhow, and the Authority's pledging of all or a portion of the s8me to the Bonds. withtheapeaatonand ' * II'O II Of
th8 Revolving Fund. l[he Md~ipdi tyh ebys @hlly approve^ section 4.02. Assignment by the Municipality.' This Loan Agreemmt may not be assigned by the Municipality for any reason, unless
the following conditions shall be satisfied: (a) (b) KDHE and the Anthority shall have approved said assigumcnt in writing; the assignee is acity, county, township, water district, improvemeatdishict
orotherpolitid subdivision of the State or any combination thereof; (c) the assignee shall have expressly assumed in writing the fidl and fhithi3 okavance and performance of the Mimicipa&'s
duties, wvemmts, and obligations under this ][loan Agreeauenc provided, however, such assignment shall not relieve the Municipality of its duties, ummnts, and obligations under this
Loan Agreement; (d) the assignment will not adversely impact KDHEs ability to meet its duties, covenauts and obligations under the Authority under the Pledge Agreement nor may the sale
endanger the exclusion h m gross income for federal income tax purposes of the interest on the Bonds, and (e) the Municipality shall, at its expense, provide KDHE and the Authority with
an opinion of a qualified attorney that each of the conditions skt forth in subpamgrqhs @I, (c), and (4 heFeofhave been met, DEFAULT AND RJCMEDIES Section 5.01. Notice of Default. If
an Event of Defbult shall occur, the non-defaulting party shall give the party in default and the Authority prompt telephonic notice of the occurrence of such Event of Default provided
the nondefauting party has knowledge of such Event of Defauit. Such telephonic notice shall be immediately fo~lowedby written notice of such Event of Defbult given m the manner set forth
in Section 6.01 hereof. Section 5.02. Remedies on Defanlt. Whenever an Event of De-sball have occurred and be continuing, KDHE or the Municipality shall have the right to take whatever
action + law or in equity may appear necessary or desirable to collect the amounts then due and to become due or to enforce the performance and observance of any obligation or agreement
of KDHE or the Municipality (mcludbg, without limitation, withholdidg remaiLLing Loan disbursements, cancellation of the Loan Agreement and acceleration of the remaining scheduled principal
payments set firth on Erkibir B, or such other rwnedics provided to the Secretary in the Loan Act and the Regulkions. Section 5.03. Expenses. ~1660.01\SALINAz
(a) Upon the occurrence of an Event of Defhult on the part of the M~.mic@aliQa, nd to the extent permitted by law, the Municipality shall, on demand, pay to KDHJ3 the reasonable fees
and expenses incurred by KDHE in the collection of Loan Repayments or any other sum due hereunder or in the enforcement of perf;ormance or observation of any other duties, covenants,
obligations or agreements of the Municipality COncBined herein. Prior to incurring any such expemeq KDHE shall provide Written notice tn the Municipality that it intends to incur such
expenses; provided, hawever, a fiiilure by KDHE to give such notice shall not af&ct KDHE's right to receive payment fbr such expenses. Upon xequest by the Municipality, KDHE shall pvicie
copies of statements evidencing the fixs and axpnses fix which KDHEi isrequestingpayment (b) Upon the occmremce of an Event of DeEault anthe part of KDHE, and to the extent permitted
by law and availabii of appmprktedfunds by the Kansas Leg$shm, KDm shall, on demand, pay to the Municipality the reasonable fees and expenses incurred by the m Municipality in the enforcement
of performance or obsendon of any othm duties, covemts, obligations or apemen& of KDHE contained herein. Prior to incurring any such arpenses, the Municipality shall provide Written
notice to KDHE th! it intends to incur such expenses; provided, however, a failure by the Municipality to give such notice shall not affect the Municipality's right to receive payment
for such expenses. Upon reguest by KDHE, the Municipality shall provide copies of statements evidencing the fees and expnses fw which the Municipality is requesting payment Section 5.04.
Apprication of Moneys. Any moneys collected by KDHE pursuant to Section 5.02 hereof shall be applied: (a) first, to pay inkrest on the Loan BS the same becomes due and payable; (b) second,
to pay principal due and payable on the Loan; (c) third, to pay expenses owed by the Municipality pursuant to Section 5.03 hereoe and (d) fourth, to 'pay any o t k amouuts due and payable
hereunder as such amounts become due and payable. Section 5.05. No Remedy Exclusive; Waiver; Notice. No remedy herein c o n f e r r e d upon or reserved to the Parties hereto is mteadedto
be exclusive and e v q suchreanedy shall be cumulative and shall be in addition to every other remedy given under this Loan Agreement or now or hereaffer existing at law or in equity.
The parties hereto, in good faith, shall exercise such remedies with due diligence in a timely manner, however, no delay or omission to exercise any right, remedy or power accruing upon
any Event of Default shall impair any such right, remedy or power or shall be construed to be a waiver thered, but any such right, remedy or power may be exercised from time to time
and as often as may be deemed expedient In order to entitle the parties hereto to exercise any remedy resewed to them m this Article, it shall not be necessary to give any notice, other
than such notice as may be required in this ArticZe Y. Section 5.06. Retention of DEE'S Rights. Notwithstanding any assignment or trausfer of this Loan Agreement pursuant to the provisions
hereof; or anything else to the contrary contained herein, the parties hereto shall have the right upon the occurrence of an Event of Default to take any action, including (without limitation)
bringing an action against the deWting party at law or in equity, as such party may, in its discretion, deem necessary to enforce the obligations of the dehulting party pursuant to this
Loan Agffemmt Section 5.07. Financial and Management. Upon failure of the Municipality to pay one or more installments of the Loan Repaymeats in a timely m e r , or in the went that
the Secretaty deems it advisable or necessary, the Secretary, after consul~onw ith the governing body of the Municipality, require the Municipality to undergo a financial and management
operations review or to enter into a FIAC ifpermitted in accohcewith Section 2.07 h m f . 'Ihe governing body shall wrrect any deficiencies noted during such JLNw1660.01\sALlNAz 14
review and adopt charges or surcharges as may be required by the Secre~aryd urhg the term of this Loan Agreement Section 6.01. Notices. AU notices, certificates or other communiCations
hereunder shall be &cientIy given and shall be deemed giveawhen: (a) hand delivemk (b) mailed byllegisteffd or certified United States mail, postage prepaid; or (c) via telefax, with
confirmaton in the m e r set forth in subsection e), to the parties hereinafter set forth at the fillowing addresses: Department of Health and Forbes Field, Building 283 Topeka, Kansas
66620 Attention: Bureau of Water Environment with a copy to its General Counsel to the Authority: Kansas Development Finance Jayhawk Tower, Suite 1000 700 S.W. Jackson Topeka, Kansas
66603 Attention: President, Authority with a copy to its General Counsel to the Municipality: at the address set fofi on Mibit H. AU notices given by telefax as aforesaid shall be deemed
given as of the date of evidence of receipt thereof by the recipient. All notices given by registered or certified mail as &resaid shall be deemed duly given 8s of the date they are
so deposited in the United States Postal Service, ifposeage is prepaid Any of the foregoing parties may designate any M e r or different addresses to which subsequent notices, certificates
or other communications shall be sent, by notice in writing given to the others. Section 6.02. Biding Effect. This Loan Agreement shall inm to the benefit of and shall be binding upon
KDHE and the Municipality and their respective SUCC~SSO~aSn d assigns. 15
W o n 6.03. Severability. In the went any provision of this Loan Agreement shall be held illegal, invaIid or uneaforceable by any couxt of m p p t m t jurisdiction, such holding shall
not invalidate, render undorceable or otherwise affect any other provision hereof. Section 6.04. Amendments, Supplements and Modibicatioas. ‘Ibis Loan Agreement may not be amended, supplemented
or modified without the prior writhi consent of the Authority. Section 6.05. Execntion in Counterparts. This Loan Agreement may be executed m s e v d comteqam, each of which shall be
deemed to be an original and all of which shall COnstiMebut one and the sameinstrument. Section 6.06. Governing Law and Regalations. ?his Loan Agreement shall be governed by and construed
in accordance with the laws of the State, including the Loan Act and the Regule;tions which Regulations are, by this reference thereto, incorporated herem as a part of this Loan w e
n t Section 6.07. Consents and Approvals. Whenever the written consent or approval of the State shall be required under the provisions of this Loan Agreement, such COIlseat or approval
only be given by the Secnitary. . Section 6.08. Further Assurances. The Municipality shall, at the request of KD€IE, authorize, execute, acknowledge and deliver such further resolutions,
conveyances, transfers, assurances, financing statements and other insbuments as may be necessary or desile for better assuring, conveying, grantin& assigning and cdirmm* g the rights,
security mterests and agreements granted or intended to be granted by this Loan Agreement. [BALANCE OF THIS PAGE HAS BEEN INTENTIONALLY IEFT BLANK] 16
.. .. . _' . IN WITNESS WHEREOF, KDHE and the Municipality have caused this Loan Agreement to be executed, sealed and delivered, effective as of the date above first written. . . ...
... *. THE KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT, acting on behalfof THE STATE OF KANSAS /By: w secretary ... ~ l ' "KDHE" c .... . -. , Date: December -. . . . . I997 .._ . .
. . .,. . ATTEST: . . By: Titl "-... -,. . i_ .. . --. . _ I ' . . . ._. "Municipality" ........ . ._i .. ~ 1 6 6 O . O l ~ A z 17 __.. . _. ., .. , . .. . ..... . . ..... . . . . .
. . . .
DESCRIPTION OF THE PROJECT The Project consists of construction of: (a) tin air s&ipper facility rated at 5 MGD consisting of packed tower aerators, new soffening basin and rehabion
of the existing basin; @) replacing thee stisting upfbw-type softeningmechanismsw ith s o I i d c u n f a c t m ~ ( 3 5MG Deac h for atotal of 105 MGD); (c) installation of a new 90'
diameter solids COnEact Unit rated at 9.5 MGD, (d) new sludge pumping kiliies (rated at 2000 GPM) including a new sludge pumping sfation for new and ariSting soRening basins which pumps
sludge to the exkting sludge storage basin; (e) &emid feed system improvemen&, includbg a lime and soda ash solution Wfeed pump for the existing and now softening basins and dry chemical
inventory measurement equipment (f) required piping; and (g) miscellar~eousim provements, wnsktiq of newsodiumhexametaphosphatefeedsystemlocatedinthecacisting~~~buil~new4-waysplittea
box to collect air shipper effluent (groundwater) and river desilting basin ef€luent (surface water) and dislriiute the same to the softening basins, and new pump'pipiito fted airstr@ped~gmmha&r@~riv
e!r desilting basin for operational control. A-1
DEDICATED SOURCE OF REVEMIES AND LOAN REZAYMENT SCHEDULE DedicoiedSource of Revenue. 'Ihe Municipality sball impose and collect such rates, fees and charges for the use and services
or acquired by the MunicipaWy as will provide System Revenues SUflEicient to (a) pay the cost of the operalionand . of the System, (b) pay the principal of and inkzest on the Loan as
and when the same become due, (c) pay all other amounts due at any time under the Loan Agreement, and (a) pay the principal of and intenst on Additional Revenue Obligations as and when
the same -me due; provided, howeveryt he pledge of the System Revenues contained herein (i) shall be subject to d l e ertp enses of operation and maintenance of the System, and (ii)
shall be junior and subordr.n ab inallrespects tothe pledge of System Revenues to any Additional Revenue Obligations. In the went that the System Revenues are hufiicient to meet the
obligations under the Lam and the Loan Aggent, the Municipality &dl levy ad valorem taxes without limitation as to rate or amount upon all the taxable tangiile property, real or personal,
within the territorial limits of the Municipality to produce the mounts necessary for the prompt payment of the obligations under the Loan and Loan Agreement. filmishd by orthronghthe
!3yaxQ including all impvements andadditionsthereto ~~ [to be inserted] + * * * * * * * + * * + * * The Municipality and KDHE have agreed that interest becoming due semiannually on the
Loan during the collshcuction perid for the Project may be capitaked and repaid as a part of the Loan. In this due during the wnstruction period. At its option, the Municipality may
elect to pay such amounts, and if so elected, must pay such amounts within 30 days of receipt of the notice of their becoming due. If the Municipality does not elect to pay such amounts
within 30 days of receipt of such noticey the amount then due and owing as semiarmd interest on the Loan shall be capitalized and added to the principal amount of the Loan and shall
bear mterest at the rate of hterest set forth in Section 2.02 hereof. regard, KDHE3 shall give the Municipality written notice of each saniarmual instalfment of interest becoming . B-1
KANSASPUBLIC WATER SUPPLY LOAN FUND Project Principal: 3,441.031.67 Inrerest I)miag Comt.: 149.483.34 Service Fee During Const.: 9.484.98 Gross Loan Costs: 3.600.000.00 City of Salina,
Project No. 2153 . IstP-Datc: 08/01/ux)o Gross Rate: 4.29% NumberofF+aymaa: 40 ServictFeeRart: 0.35% 01/05/98 LoanlmcrtstRate: 394% Imuvt principal seFreveic e Total BEmallianarcre paymem-Btginning
Nnmbcr Date Balance' 1 2 3 4 5 6 7 8 9 10 11 l2 13 14 15 16 17 18 19 20 21 22 23 . 2 4 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 08/01/u)oo ouol/2001 08101m1 ouO11#Kn 08/01ru)02
02/01/2003 08/01/2003 ouO1ru)w 08101ru)w OuOlTuKH 08/oYuKH ouoyuK)6 08/01MK)6 OUOlIuKn 08/01/u)o7 02/01/2008 08/01/2008 0 2 /0 1 m 08/01/2009 m1/2010 08/01/2010' 02/01/2011 08/0yu)11
02/01/2012 08/01/2012 ouOl/2013 08/01/2013 02/01/2014 08/01/2014 02/01/2015 08/01/2015 W01/2016 08/01/2016 02/01/2017 08/01/2017 02/01/2018 08/01/2018 02/01/2019 08/01/2019 02/0lru)20
08/01RMo 3,600,000.00 3,542,249.82 3,483,243l.91 3.423.006.68 3,361,460.00 3,298393.14 3334377.79 3.168.785.M 3,101,785.29 3.033.348.41 2,963,443 5 6 2,892,03925 2,819,103.32 2.744.602.91
2,668.504.47 2,590.773.71 2.51 1,375.64 2,430,274.47 2.347.433 -68 2,262,815.96 2,176,383.19 2,088,096.43 1,997,915.93 1,905.801.05 1.81 1,710.31 1,715,601.32 1,617,430.80 1>17,154.51
1,414,727.30 1,310,103.03 1,203,234.!77 1,094,073.77 982,571.48. 868,677.47 752,340.42 633,507.95 512,126.52 388,141.46 261.4%.92 132.135.86 0.00 Totals 70,920.00 69,782.32 68,620.34
67,433.23 66,220.76 64,982.28 63,717.24 62,425.06 61.105.17 59,756.96 58,379.84 56,973.17 55,536.34 54,068.68 52,569.54 51,038.24 49,474.10 47.876.41 46,244.44 44.577.47 42,874.75 41.135.50
39.358.94 31,544.28 35,690.69 33.797.35 31,863.39 29.887.94 27,B70.13 25.809.03 23,703.72 21,553.25 19.356.66 17.112.95 14,821.11 12,480.11 10,088.89 7,646.39 5, 151.49 2,603.08 57.750.17
-58.988.92 -60.254.23 61546.68 62.866.86 -64,215.35-65392.77 66,999.74 68.436.88 69,904.85 71,404.31 72.935.93 74300.41 76.098.44 77,730.75 -79.398.08 81.101.17 -.82.840.79 84'.617.72
' 88,286.75 * 90,180.51 ' 92,114.88 ' 94,090.74 96,108.99 98,17053 100,276.28 102,427.21 104,624.27 106,868.46 109.160.79 11 1,502.29 113.894.02 116,337.04 118.832.47 121.381.43 123,985.05
126.644.54 129.361.06 132,135.86 86.432.77 6,300.00 .6,198.94 6.095.71 5,990.26 5,882.56 5,M.54 5,660.16 5,545.37 5,428.12 5.308.36 5,186.03 5,061.07 4.933.43 4.803.06 4,669.88 4,533.85
4.394.91 4,252.98 4,108.01 3.959.93 3,808.67 3,654.17 3,496.35 3.335. 15 3,170.49 3,002.30 2,830.50 2,655.02 2,475 -77 2.292.68 2,105.66 1,914.63 1.71950 1.5u).19 1.316,60 1.108.64 896.22
679.25 457.62 23 1.24 134,970.17 134.970.17 134,970.17 134.970.17 134,970.17 134,970.17 134,970.17 134.970.17 134,970.17 134,970.17 1k.970.17 134,970.17 134,970.17 134,970.17 134,970.17
134,970.17 134.970.17 134.970.17 134.970.17 134,970.17 134.970.17 134.970.17 134.970.17 134,970.17 134,970.17 134.970.17 134,970.17 134,970.17 134.970.17 134.970.17 134.970.17 134,970.17
134,970.17 134.970.17 134,970.17 134.970.17 134.970.17 134,970.17 134,970.17 134.970.17 334239.82 3,483.260.91 3,423.006.68 3.361.460.00 3,298.593.14 3,168.78S.CQ 3.101.785.29 3,033,348.41
2,963,44356 2,892,0392. 2,819,103.32 2,744,602.91 2,668.504.47 2.590.773 -7 1 2.5 11,375.64 2,430,274.47 2,347.433.68 2,262,815.96 2,176,383.19 2,088.096.43 1.997.915.93 1,811,710.31
1,715.601.32 1,617.43O.80 1,517.154.51 1,414,727.30 1,310,103.03 1,203.234.57 1,094.073.77 982,571.48 868.677.47 752.340.42 633,507.95 512.126.52 388.141.46 261,496.92 132,135.86 3,234,377.79
1,905,801 -05 (0.W 0.00 0.00 (0.00) 0.00 0.00 1.652.051.15 3.600.000.00 146.755.81 5.398.806.96
CONDmONS APPLICABLF, TO CONsTRueTlON OF THE PRaTEer **NOTE: The standard conditions applicable to the Loan are marked with an asterisk (*). Optional conditions not applicable to the
Loan should be g o d out. Special conditions not listed below should be added at the end of this Mibit C.** *I. Mrmicipalityagreesto.~o~~initinteandcampletetheProjectmaccordance with
the following schedule: a b. c. d. e. InitiationofoperatiOn~53OdaysofnotiOeto~ornolater~october f. g. Advertiskg for bids within 30 days of authoripdionto advertise. Bid opening within
30 days of advertisement for bids. contract award within 60 days of bid Opening. Issuance ofnotice to proceed~i th3d0a ys of contract award. 1,1999. Fhalhalion of construction within
546 days of notice to proceed Project Performance certification 365 days following Initiation of Operation. No change may be implemented by the Municipality which will delay or accelerate
this schedule without prior approval of DIE. KDHE must be promptly notified of any Proposed changes-2. Prior to giving notice to proceed, the Municipality must certify that all easements
and rights-of-way necessary to allow construction of the Project have been obtained & all real property has been acquired, bonafide options have been taken or f o d condemnation proceedings
have been initiated for necessary real property). *3. A final plan of operations shall be submitted by the Municipality for approval by KDHE at or prior to 50 percent construction completion.
The plan of operation must include, but is not limited to, an overall Roject completion schedule, aunual optrating cost projections fot a minimum of five years, a description of the
Gnancial mauagement system, and the projected revenues to operate and maintain the public water supply system. Revenue projections shall also include the Loan Repayments.. *4. Ihe finaI
opeaatons and maintenance manual must be submittedto KDHEatorprior to 90 percent construction completion. The operations and maintenance manual must include, but is not limited to, a
description of the operation and managerial responsibility, detailed operation and controls, operators and personnel classification and requirements, operatianal testing, equipment maintenance
schedule, Operational records, and emergency operating and shutdown procedures. *5. ' 'Iheratesandordinan~enactingthe~eduserchargesysteanuse~~ as approved by KDm shall be enacted prior
to initiation of operation. c-1
*6. *7. 98. The Municipality agrees to make prompt payment to its contractofls) of sums due for comhuction and to retain only such amounts as may be justified by specific circumstances
and provisions of this Loan Agreement or the construction con-T h e M ~ ~ w i l l o b t a i n a s i g n e d C e r t i f i c a t e o f N ~ ~ F a c i l i t i e s ~ m the prime wntmctmpriorto
the award of a constmction centrad ifthe centrad exceeds $10,000 and is not exempt &nu the provisions of the equal opporhmity clause. The Municipalily will 8ssm9 that the prime wntmctor
obtains a signed copy of Certificate of Nonsegregated Facilities fhm each subcontractor prior to the award of any subcontract clanse. The certificate signed by the prime contractor is
to be kept on file with the Municipality; and &cates signed by subcontractors are to be kept on file with the prime contracbr. exceeding $10,000, which is not exempt from the provisions
of the equal opportunr*t y '6M nnicipality hereby ~ssuresth at the engineering firm principally responsible &hue its reM-with the Municipality fix a period of up to one year af&r initiation
of operation of the Project. During this period, the engineering fim shall direct the operation of the Project, train operating personnel and prepare curricula and training f o r supe
a v i s ingm'o n and for providing engineering senrices duringamshu& -onw ill . material for operating personnel. The following specific requirements apply: *a The Municipality agrees
the performance standards applicableto the Project are: (1) all comtmction deficiencies have been resolv4 and (2) all testing requirements of the specifications have been performed and
met b 'Ihe fhal plan of operation (50 percent payment) submitted m accordance with Exiribii C, condition No. 3 must include a draft proposal for these extended start-up Services, €msed
on the complexity ofthe Project, size and experience ofthe Municipality's Projectperfbnnanceslandards. c. TheWoperationand ce manual (90 percent payment) submitted in accordance with
I M i b i t C, condition No. 4 must be accompanied by a final proposal for theseservices. *d. One year afkr completion of construction and initial operation of the Project, the Municipality
shall certify to KDHE whether or not such Project meets the design specifications and requirements contained in subpamgmph a of t i i s condition. Any an analysis of the cause of the
Project's i n a b i i to meet performance staudatdq actions necessary to bring it into compliance, and a reasonably scheduled date for positive certification of the Project Timely cozrecf*I
ve action will be exemled by the Municipality. statementofnm-wmpliancemustbeaccompaniedbyaumed-wea ctionreportcxln.m.q $ e. MtmicipaUyagrees~fiunishKDHEwithananuualqmtdesgibingacticmstaken
to date to achieve positive certification, planned future activities, the Project's status and potential for positive certifications. JLM401660.01\sAL.lNA2 c-2
*9. 10. 11. * 12. * 13. 14. The Municipality hereby agmx to take atiirmative steps set out in 40 CFR -3 136(e), to coniract with minority and women owned disadvantaged businesses; and
emum that its Enterprises during all phases of work funded under this Loan Agreement Acwdhgly, the Municipality should include the following prescribed information in solicitation documen&:
EPA Enterprise Infomation Sheet, and the Minority and Women's EQterprise utilipition Woxicshcet consultant(s)/contractor(s) take afiimative steps to contract with D M BIlsineSS bgion
VII Pmcedms forhplementation of 40 CFR31.36 (e), the KDHE Disedvantaged BUShSS The Municipality agrees to submit to KDHE a completed EPA Form 5700-52Awithin 15 days * the end of each
Federal fiscal quarter during which the recipient or its contracbm award any subagnxanents to a minority or women's disadvantaged busmess fos building and brrilding-related services
and supplies. The Municipality a p e s and is required to utilize the following afknah*ve stepsinacconhmwith Section 129 of Public Law 100-590, Small Business Admhishtitm Reanthorization
and Amendment Act of 1988, when awarding any contracts under this loan. a. Placing Small Businesses in Rural h a s (SBRA) on solicitation lists; b. Making sure that SBRAs are solicited
whenever they are potential sources; c. Dividing total requirements, when economically feasible, into small tasks or quantities to permit maximum participation by SBRAs; d. Establishing
delivering schedules, where the requirements of work will permit, which would encourage participation by SBRAs; e. Using the services of Small Business A m'on and the Minority Business
.Development Agency of the U.S. Department of Commerce, as appropriate; and f. Requhing the contractor to take the aarmative steps in subpamgmphs a. through e. of this part ifsubcontracts
are awarded. This Project is for a segment of a total project for the System. KDHE does not assume any obligation, commitment, or responsibility for funding any other anticipated on
steps, phases, segments or stages or any other improvements to the system not constituting part of the Project The Municipality agrees to complete the total System improvements of which
this Project is a part in accordance with schedule approved by KDHE, regardless of whether KDHE fimding is available for the remaining system improvements. The MunicipaIity shaIl obtain
any mpkd Corps of Engineers Section 404 andor Section 10 prior to awarding the construction contract. The Municipality agrees that all bid solicitations will include the following statement
ILM401660.01\sALlNA2 c-3
*15. *16. 17. 18. 19. The'prospectiVe participant^ must certify by fllbmittal of EPA Form 570049 "certification ~gDebannenfSuspensionandOther~~~Mattas"thaftothebest0fits knowledge and
belie it and its principals axe not pmently deband, suspended, proposed fbr debanne declared meligiile or volmtarily excluded fimn covered transactiaaS by any federal department or agency."
"he Municipality ~~I~~owletdhagte dso ing business with any party appearing m the "List of Parties ExcIuded fiom F d d Rocuremextt or Non Rocuremcnt programs" may result in disallowance
of fibderal funds under this Loan Agreement and may also result m suspension or debarment under this Part. The M&cipality shall follow applkable state procurement laws and replatiom,
and procedures established by the kxetary of KDHE as presented in Water Quality Policy MemorandumNo. 8P-1 dated December 1989, as revised August 1991 and June 1993. KDHE appval is q
u k d prior to proc-ent TheMunicipal&y hereby agreest0 implementmeasmstomitigakalllwrwnadverseerrviFemneatal effects of this project. The following mitigative actions are required: a
b. c. p p e r grading, drainage and slope protection. reseeding and revegehtionto e l i m i i erosion. efforts to avoid crossing and disturbing riparian habitat. (Grant Condition No.
8 of the State revolving fund grant offer to ICD€iE requires hat the Municipality comply with "cross-dthg" Federal requirements. These should be primarily enhnmental issues raised during
the comment period on an environmental cleanmce, and any special conditions to a Loan would be measures neceSSBIy to mitigate all known adverse environmental impacts. Advem impads requiring
rn-e measures may also arise outside of the "cro-. g" Federal requirements.) The Municipality agrees and umsents to KDHE's authority to monitor and enforce CompIiapCe with the mitigative
measures identified m paragraph 16 above and the Loan Agreement codiths. The Municipality further agrees that those members of the public who participate m the environmental review process
shall have the right to appeal the decisions made within lbat process. Act (K.S.A. 77-5501, et seq.) and the Act for Judicial Review (77601, et seq.). Further, that all such appeals
shallbe ductedpursuanttotheK ansas AdministEatE-vper ocedures The Municipality agrees to compIy with the Kansas Act Against D m'on, KSA 44-1001, et seq. and the Kansas Age D k i m h
t h m Employment Act, KSA 44-1 11 1, et seq. as pmvided by law and to include tho& provisions m every contract or purchase order relating to the Project so that they are binding upon
such s u i x ~monr v endors. [BALANCE OF THIS PAGE HAS BEEN INTENTiONALLY LEFT BLANK]
USE OF LOAN PROCEEDS The City of Salina, Kansas is an incorporated community in Saline County, Kansas and is responsibie for the supply, treatment and disiribution of drinking water
for the people residing in the City of Salina, the Salina County Rural Water District No. 3 and the adjacent industrial patirs. The gromdwater from some of the water supply web are contaminated
with high levels of volatile chemical compounds (VOCs). This project will provide removal of VOCs and rehabilitation, repair and upgrade of the treatment facilities. The loan proceeds
will be u t i l i to pay the costs of . Proiect DescriDtion &groximabCost 1. 2. 3. Construction of a SMGD air stripper facility, new softening basin, $2,750,000 -rehabiitation of the
existing basin, installation of a new solid contact unit, new sludge pumping facilities and improvements of the chemical feed system. The costs of all the related piping and associated
appurtenances are al& included. Engine&ng All actual costs of plamhg, design and construction inspection, final plans of operation, operation and maintenance manual, user charge and
ordinance development, and project performance services. Administrati on: All reasonable costs of legal and financial admmlstrafive support directly provided for the project, and the
costs associated with obtaining the necessary easements for the project. . . 610,000 240.000 Torcll D-1 $3.600.000
INSTRUCTIONS FORREQUESTING DISBURSEMENTS 1. AU payment requests must be filed on the Outlay Report and Request for Disbursement Form and represent the actual completion level of the
project at the date the request is prepared. 2. AU cost entries must be based upon allowable w d in place which is due and payable. This means that you may not request payment for: a
Any work or services which have not been explicitly approved by the KDHE in the Loan Agreement or subsequent amendments. b. Any work perfioxmed under a change order unless written appmval
of the change order has been given by the State. . -c. Any ineligible project costs. d. Any retainage which you are.withholdingf rom the wmstmd'~on wntmctor, engineer, etc. e. Expenditures
relatingto site acquisitiOn, easements, ngb-ofway, EXCEPT: (1) additional wok requid by the Uniform Relocation Assistance and Real property Acquisition Policies Act such as appraisal
and certification services; (2) when the site3tself is allowable in accordance with Federal SRF regulations and guidance; and (3) costs incurred in eminent domain proceedhgs. f. Costs
associated with the approval, preparation, issuance and sale of Bonds, and other asts incidental to normal opemfhg averhead of a Municipality, whether performed by Municipal employees,
the engineer, or the attorney. It is essentiai that you understand the cost basis of the approved Loan amount It is, therefore, Loan amendments and Project comespndenq and that you maintein
current and ammate files on all approved change orders. Failure to follow these procdwes may result in your requesting and subsequently receiving overpayment of loan funds which later
may, in turn, result in substantid inconvenienoe to you and the Municipalhy. This could include repayment or CFediting to KDHE the interest earned on overpaid funds, and any penalties
that can remlt h m this action. necessary that you readtheLoanAgreement(imc1uding all umditions) and itstransnr* ttaI l*,anY 3. The following infomation supplements the instructionS
on &e back of the Disbursement Form and relates to the numbered items on the form: "2" Enter KDHE -Publk Water Supply Section n3n Enter complete project identification number ~ 1 6 6
0 . 0 1 ~ A L I N A 2 1
"5" Enter kmplete employer identification number (assigned by IRS) "9" Use only columns (a), (b), and (c) "loa" Signed by tbe authorized representative "lob" Leave Blank 4. Submit two
original signatures of the form and one set of supporting documentation directly to: Kansas Department of Health & Environment Bureau of Water public Water Supply Section Building 283
-Forbes Field Topeka, Kansas 66620 You should retain one copy for your records. FALANCE OF THIS PAGE HAS BEEN INTENTiONALLY LEFT BLANK] 2
+ * * * * * * * * * * + * * EXCERPT OF MINUTES OF A MEETING OFTHE GOVERNING BODY OF THEClTYOFSALINA,KANSAS E3iXJ.I ON NOVEMBER 24,1997 The Governing Body of the City met in regular session
at the usual meeting place in the C i , at 400 PM, the following mem-b e i i present and participating, *wit MAYOR KRISTIN M. SEATON, COMMISSIONERS PETER F. BRUNGARDT, DON HEATH, ALANJILKAandMONTESHA
DWICK NONE The Mayor declared that a quorum was present and called the meeting to order. Thereupon, there was presented for first reading an ordinance entitled: A N O R D I N A N C E
A U T H O R I Z I N G T H E ~ ~ O N O F A L O A N A G ~ BETWEENS~~lcANsAsANDTHESTATEOFICANSAS,A~GBYAND THROUGH THE KANSAS DEPARTMENT OFHEACTHAND ENVIRONMENT FOR THE PURPOSE OF OBTAINING
A LOAN FROM THE KANSAS PUBLIC WATER SUPPLY LOAN FUND FOR THE PuRpOsE OF JTINANCING A PUBLIC! WATER SUPPLY PROJEa ESI'ABLEZIING A DEDICATED SOURCE OF REVENUE FOR REPAYMENT OF SUCH LOAN,
AUTHORIZING AND APPROVING CERTAIN DO-IN CONNECI'ION AND A ~ O ~ ~ ~ T ~ o T B E 3 R A c I l o N S I N c o N N E c ; T O N ~ T H E L o A N AGWBMENT. Thereupon, Commissioner HEATH moved
that said Ordinance be approved on fkt W g . The motion was seconded by Commissioner BRUNGARDT. Said ordinance was duly read and considered, and upon beiig put, the motion for approval
was carried by the vote of the governing body, the vote b e i i as follows: Aye: MAYOR KRISTIN M SEATON, CO~ S S IONERPSE TER F. BRUNGARDT, DONHEATH,ALANJfLKAandMONTESHADWICK Nay NONE.
* * * * * * * * * * * * * * [BALANCE OF THIS PAGE INTENTiONACLY LEFT BLANK] JLNwO1660.01\sALINA2 F-1
.... i.. . . . . .. _ . . :.. ..,.:i. . . .a:?. I . . :. . . _ :: .-i. . :.,:..;: .I_ . .. . -. ' .... ....' ., ... . ~ ... -... .. . -. . ..... . . . _ . . . I . '. (mer-gs) On motion
duly made, seconded and carried, the meeting thereupon adjourned. .. .. ._ _..--. .. . . i. .r *. JLM401660.01\SAuNA2 F-2
EX= OF MINUTES OF A MEETING OF TEE GOVERNXNG BODY OF 'FHEcITyOFsALINA,KANSAS HEZD ON DECEMBER 1,1997 The Gowaning Body ofthe City met m regalar session at the usual meeting place in
the City, at 400 P.M.,tbe following m e m b b e i i present andparticipsting, to-& MAYOR KRISTLN M. SEATON, COMMISSIONERS PETER F. BRUNGARDT, DON ALANJILKAandMONTESHADWICK HEATH, Ab-NONE
The Mayor declared that a quorum was present and called the meeting to order. ANORDINANCEAUTaORIZING~EXECUTIONOFALOANAGREEMENT BETWEEN sALINA,IcANsAs AND THE STATE OFKANtW3, ACI'lNG
BY AND THROUGH TEE KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT FOR THE puRposE OF OBTAINING A LOAN FROM THE KANSAS PUBLIC WATERSUPPLY LOANFUND FORTHEPURPOSE OFFINANCINGAPUBLIC WATER
SUPPLY PRO-ESTABLISHING A DEDICATED SOURCE OF REVENUE FOR REPAYMENT OF SUCH LOAN, ATJTHORIZXNG AND APPROVING CERTAIN DOCUMENTS IN CONNJCCX'ION ;AND AUTEORlZlNG CERTAINOTHWAcIloNSINCONNEXXION~~ulAN
AGREEMENT. The.reuptm, Commissioner JJLKA moved h t said ordinance be passed. 'Ihe motion was seconded by Commissioner BRUNGARDT. Said ordinance, having been approved by a first reading
on November 24,1997, was dulyreadand considered, and-being put, the motion for &e passageofsaid ordinance was h e d by the vote of the Governing Body, the vote b e i i 8s follows: Yes:
MAYORKRISTJN M. !33ATON, (XIPJIMISSIONERS PETERF. BRWGARDT, DONfIEATH,ALANJILKAandMONTESHADWICK No: NONE. T h e r e u p o n , t h e u a y O r ~ ~ s a i d o r d i n a n c e d ~ p a s
s e d a n d t h e ~ ~ w a s t h e n ~ ~ ~ ordinance No. 97-9839 and was signed and a p p d by the Mayor and atteskd by the clerk. The Clerk was directed to publish the Ordinance one
time m the official newspaper of the Cay. * * * * * * * * * * * * * * JLNwO1660.01\sALJNA2 F-3
.... . .< . :. . .. .>. .-. . . ... ... . ... . ... ' .: . * .. .. On motion duly made, seconded and carried, the meeting thereupon adjourned. ......, . ... . . . .. . .. -.. %.. .:
,. . , ' ... .. ...... . . . . . ... ... . _ *... -. ,. . ....,.. . .;. .. . . -.< .'A,.-.. _. .. . . .., .. '.-. i... _.. . ...... . -.: ,t ; .: . . --. ;: . 8.. ... .. . ... F-4 .:..
. >..:_. . . . ,
(Published in The salina Journalon December 5,1997) ORDINANCE NO. 97-9839 ANORDINANCEAUTHORIZINGTHEEXECUTIONOFALOANAGREEMENT BETWEEN SALINA, KANSM AND THE STATE OF KANSAS, ACI'ING BY
AND THROUGH THE KANSAS DEPARTMENT OF aEALTH AND ENVJRONMENT FOR THE PURPOSE OF OBTAINING A LOAN FROM THE KANSAS PUBLIC WATERSUPPLY~~mTNDFORTHEPURPOSEOFFINANCINCAPCIBILIC WATER SUPPLY
PROJEa ESTABLISHING A DEDICATED SOURCE OF REVENUE FOR REPAYMENT OF SUCH LOAN; AUTHORIZING AND APPROVING CERTAIN DOCUMlENTS IN CONNJXTION ;AND A ~ O ~ G C E R T A I N O T a E R A ~ O
~ I N c o N N E c I l O N ~ T B E u l A N AGREEMENT. WHEREAS, the Safe Drinking Water Act Amendments of I996 [PL 104-1 821 to the safe Drinking Water Act (the "Federal Act") established
the Drinking Water Loan Fund to essist public wcrter supply systems in financingthe custs of hfiashuctuxe neededto achiewe&maint&compliancewifhtheFederalActand to pmtect the public health
and authorized the Environmental Prokction Ageacy (the "EPA") to Administer a revolving loan program operated by the individual states; and WHEREAS,to fimdthe staterevohingfundprogram,theEPAwillmake
annualcapilakation grants to the states, on the condition that each state provide a state match for such revolving fimd; and WHEREAS, by passage of the Kansas Public Water Supply Loan
Act, KSA 65-163d et sq., as amended (the "Loan Act"), the State of Kansas (the "!bte") has esta&lished the Kansas Public Water Supply Loan Fund (the "Revolving Fund") for purposes of
the Federal Act; and under the Loan Act, the Secmtary of the Kansas Department of Health and EQvirmrment ('KDHE") is given the responsiiility for 'on and management of the €Zevolving
Fund; and WHEREAS, the Kansas Development Finance Authority (the "Authority") ami KDHE have entered into a Pledge Agreement (the "Pledge Agreement") pursuant to which KDHE agrezs to
enter into Laan Agieements with Municipalities for public water supply projects (the "Projects") and to pledge the Loan Repayments (as defined in the Pledge Agreement) received purmant
to such Loan Agreements to $le AuthoW, and WHEREAS, the Authority is authorized under KSA 74-8905(a) and the Loan Act to issue revenue bonds (the "Bonds") for the plrrpose of providing
funds to implemeat the State's quiremats &the Federal Act and to loan the same, together with available funds from the EPA capitalidon grants, to MmicipaIities within the State for the
payment of Project Costs (as said texms are defined in the Loan Act); and salina, Kansas(the "Municipality") is amunicipality as said-is defined mthe Loan Act which opemtes a Combined
Water and Sewage System (the "System"); and WHEREAS, a e System is ahblic Water Supply System, as saidterm is defined mtheLoan Act; and ~ 1 6 6 O . O l ~ A 2 F-5
WHEREAS, the Municipality has, pussuantto the Loan Act, submated an Applicatian to KDHE to obtain a loan from the Revolving Fund to finance the oosts of improvements to its System consisting
ofthe following: (a) an airstripper facility rated at 5 MGD CoIISisting of pc k ed~ a e r a t a r sn,e w softening basin and rehabion of the eodstiag basin; @) nplacing three existing
upflow-type softening mechanisms with solid contact mechanisns (35 MOD each for a total of 10.5 MGDX (e) installation of a new 90' diame$er solids contad unit rated at 9.5 MGD; (a) new
sludge pumping facilities (rated at2000 GPM); (e) chemical feed system impmvements; (0 required pip&, and (g) miscellaneous ixnpvements, consisting of new sodim hexmelaphosphate, new
4-way splitter box and new pumgdpipmg to feed air stripped gr0u.n-to the desilting basin, (the "Project"); and wBEREAs,theMunicipalityhastakenall stepsnecessaryandhascompliedwithtbeprwisions
of the Loan Act and the provisions of K.A.R 28-15-50 thmugh 28-15-65 (the "Regulations") applicaMe thareto necessary to gualify fir the loan; and WHEREAS, KD€IE has infbmedthe Municipalitythat
it has besn approved fora loan m amount of not to exceed $3,600,000 (the nLoann) in order to finance the Project; and WHEREAS, the governing body of the Municipality hereby finds and
determines that it is necessary anddesirabletoaocepttheLoanandtoenterintoaloan~~andcetCain~documentsrelatingthereto, and to take certain actions required in order to implement the Loan
Agmement THEBEFO~BEITO RDAINED BY TEEGOVERNINGBODYO FTHE CITYOF SALINA, KANSAS: Section 1. Authorhation of Laan Agreement ' h e Munic@ility is hereby authorid to accept &e Loan andto
enter into a certain Loan Agreement, with an effective date ofDecember 1,1997, with the !Me of Kaasas adng by and through the Kansas Depmtment of Health and hvircmment (the "Loan Apxment")
to finance the Project Costs (as defined in the Loan Apemat). The M a p and Clerk are hereby to execute the Loan merit in subshtialiythe limn -tothe governing body t i i s date, with
such changes or modifications theEto as may be approved by the Mayor and the C i Attorney, the Mayor's execution of the Loan Agreement being conclusive evidence of such approval. Section
2. Establishment of Dedicated Source of Reveaae for Repayment of Lmm Pmsuant to the -Act, the Municipality hereby estabiishes a dedicated source of rev-for repayment ofthe Loan. In accordance
themwith, the Municipality shall collect such rates, fees and charges for the use and services furnished by or through the System, including 811 improvements and additions thereto hereafter
CQor acquired by the Municipality as will provide revenues d c i e n t to (a) pay the cost of the operation and maintenance of the System, (b) pay the principal of and inkrest on the
Loan as and when the Same become due, and (c) pay all other amourits due at any time under the Loan Agreement In the event that the rates, fees and charges for the use of the System
are insuilicient to meet the obligations under the Loan and the Loan Agreement, the Municipality shall levy ad valorem taxes without iimitation as to rate or amount upon all the taxable
tangible property, real or personal, within the territorial limits of the Municipality to produce ZLN\401660.0 1\sALINA2 F-6
the amounts necessary for the prompt payment of the obligations undei the Loan'and Loan Agretment In accordance with the Loan Act, the obligations under the Loan and the Loan Agreement
shall not be included within any hitation on the bonded indebtedness of the Municipality. Section 3. Further Authority. The Mayor, Clerk and other City officials ere hereby firrther
authorizedanddirectedtoexecuteanyand~documentsandtakesuchactionsasthey~deeannecessary or advisable in order to cany out and perform .the purposes of the Ordinance, and to make altemtions,
changes or additions in the foregoing agreements, statements, instruments and other documents harein approved, -. and confirmed which they may approvq and the execution or caking of
such action shall be conclusive evidence of such necessity or a d v h b i i . Section 4. Governing Law. The ordinance and the Loan Agreement shall be goveaned exch5veIy by and ccmstmed
in accordance with the applicable laws of the S m of Kansas. Section 5. Effective Date This Ordinance shall take effect and be m full force fkom and af€er its passage by the governing
body of the City and publication m the official City newspaper. . PALANCE OF THIS PAGE INTENTIONALLY BLANK] F-7
PASSED by the governing body of the City on November on second reading. 24, 1999 and December 1, 1997 APPROVED AS To FORM ONLY. F-7
. . . Affidavit of Publication amuA&Byhs ORDINANCE N[lMBw 97-9839 wzh-2k Following Is a true and c o m t c opy of b . n # d b -d IcwreSl66D~obl645 E-Ze--* ! together wlth pmf of publicatlon
of the m e . AFFIDAVIT 1. , belng duly m m , declare that I am the Advertislno Manager of THE SAUNA JOURNAL, a dally newspaper published at Sailnq Saline County. Kansas, and of Oeneral
clrculatfon In add county, which newspaper has been contlnuously and unlnterru+ly pubilshed f o j five ooneecutive YefUS pfbr to first publlcetkn of attached notlce, and that the attached
-ORDIMINCE NuuBER 97-9839 . . .. . . . . .. ._..: .. 1 has been comctly publlshed In sald newspaper -llmea, the Rrsl publlcallon being gtven -5 97
CITY OF SALJNA, KANSAS January 13,1998 Kansas Development Finance Authority Topeka, Kansas The Kansas Department of Health and Environment, acting on behalf of The State of Kansas Topeka,
Kansas Re: Loan Agreement effective as of December 1,1997, between the Kansas Department of Health and Environment (“KDHE”), acting of behalf of the State of Ransas ( the “State”), and
Salina, Kansas (the “Municipality”) I have acted as counsel to the Municipality in connection with the authorization, e x d o n and delivery of the above referenced Loan Agreement (the
“Loan Agreement“). In my capacity as counsel to the Municipality, I have examined original or certified copies of mirmteS, ordinances of the Municipality and other documents relating
to the authorization of the Project, the authorization, execution and delivery of the Loan Agreement, and the establishment of a Dedicated Source of Revenue (as defined in the Loan Agreement)
for repayment of the Loan evidenced by the Loan Agreement. Capitalized terms used herein and not otherwise de.fined herein shall have the meanings assigned thereto in the Loan Agreement
In this connection, I have examined the following: (a) . an executed or certified copy of the Loan Agreement; @) proceedings adopted or taken by the Municipality to authorize and approve
the
Kansas Development Finand Authority and The Kansas Department of Health and Environment Jan~ary13,1 998 . page 2 Project to be constructed with the proceeds of the Loan evidenced by
the Loan Agreement; (c) Ordinance No. 97-9839 of the Municipality (the “Ordinance”) adopted on December 1,1997, and other pmxedhgs of the Municipality taken and adopted in connection
with the authorhtion, execution and delivery of the Loan Agreement, and the establishment of a Dedicated Source of Revme for repayment of the Loan evidenced by the Loan Agreement; and
(d) such other proceedings, documents and instruments as I have deemed necessary or appropriate to the rendering of the opinions expressed herein. In COM~C~~OIII, have reviewed such
documents, and have made such investigations oflaw, as deemed relevant and necessary as the basis for the opinions hereinak arpressed. Based upon the foregoing, it is my opinion, as
of the date hereof, that: 1. The Municipality is a municipal corporation duly created, organized and existing . under the laws of the State. . . 2. The MunicipaIity operates a Public
Water Supply System, as said term is defined in the Loan Act. 3. The Project had been duly authorized by the Municipality. 4. The Municipality has a l l requisite and legal power and
authority to, and has been duly authorized under the terms and provisions of the Ordinance to, exec& and deliver, and perform its obligations under, the Loan Agreement. 5. The Loan Agreement
has been duly authorized, executed and delivered by the Municipality and constitutes a valid and binding agreement of the Municipality enforceable in accordance with its terms, subject
as to enforcement of remedies to any applicable bankruptcy, reorganhtion, insolvency, moratorium or other similar laws affecting creditors’ rights heretofore or her& enacted, and subject
further to the exercise of judicial discretion in accordance with g e + d principles of equity. In rendering this opinion I have assumed due authoridon, execution and delivery of the
Loan Agreement by the State, acting by and through KDHE.
-. -W a s Development Finance Authority January 13, 1998 Page 3 and The Kansas Department of Health and Environment 6. The Municipality has duly authorized the Dedicated Source of Revenue
for repayment of the Loan to be made pursuant to the Loan Agreement 7. To the best of my knowledge, the execution and delivery of the Loan Agreement by the Municipality will not conflict
~ torh res ult in a breach of any of the tenns of, or constitute a default under, any ordinance, indenture, mortgage, deed of trust, l&e or other agreement or instrument to which the
Municipality is a party or by which it or any of its property is bound or MY of the rules or regulations applicable to the Municipality or its property or of any court or other governmental
body. -CLARK. MIZE & LINVILLE. CHARTERED
MUNICIPALITITS NOTICE ADDRESS Municipal AdmMshh -on cealtex 300 West Ash Salina,KS 674024736 (785) 8267240 Attn: CityClark JLNwo1660.0 lWAIlNA2 H-1
This Contract is enlexed into as of [EffectiveDal.e], Iyear] betweentheI(ANsAsRURAL WATER FINANCE AUTHORITY, a body uxpomte and politic of the State of Kansas (the "Authority") and SALINA,
KANSAS, a municipality of the State of Kansas (dm "Municipality") participathgmtheKansas Public Water Supply Loan Fund program (the "Program"), with the approval and fix the b f i t
of the K A N S A S D E P A R T M E N T O F H E A L T H A M ) ~ O ~ ( " K D H E " X tr bofe th~e p rOg r ama n d fmt h e ~ e f i t o f t h eKANsAsDE ~ ~ F INANc EAu THoRF I " yas~ FA~
provider of catah financial services to tfie Program.. Reciw A. "he Municipalky has enbred mto a& Loan Agmxnent(the"L0an Agreement") with KDHE, pursuant to the provisions of KSA. 65-165d
efseq. (the %XUI Act") to finance improvements to the Municipality's public water supply system (the "System"), purmant t~ the Program. B. TheLognActspeci€icallygrants tothe secretrrryofKDHE(the-cert
ain powers and remedies to enforce the Loan Agmement The Loan AgreementpermitstheMrmicipalitYto enter into this contract and also permits the Seaetary to require the MunicipaEtyto enter
this contract as ameans of d i gh e ~ i to maintain financial integrity afthe over tfie term ofthe ~oa~ng reement C. KRWFA has been approved by KDHE to provide the Municipality with
assistance in d k h g i n g certain System and financial management mponsibiLities expressly or implicitly undertaken m the Loan Agreement D. The Municipality [agrees][has been required
by the Secrehry] to engage the s e r v i k of KRWFA for such purposes, and this contxact sets forth KRWFA's miemkings with respect to the Muni-, the MmicipaMy's obligations to KRWFA
and their joint obligations to KDHE to assist in the performance of the Municipality's covenants p-t to the Loan Agmment. E. capitalized terms not othtxwke defined herein shall have
the meanings ascribed thereto in theLoanApxment. Agreements 1. QuPrtetryiUimagementRepo~t TheMunicipditywillwmpleteaquartedymanagement report of Operating data and financial information
in the form pFescn'bed by IUWFA and review'the same at the next mCeting of the Municipality's governing body after completion of the reporr A copy of the report as reviewed and approved
by the Municipal@+ governing body will be retained in the official records of the Municipality and shall also be furnished to KRWFA. ~1660.01\SALINAz I-1
L 2. Ahspedbn of BobRs mrdRem& The Municipality will make available its financial books and recofds for inspeCt;on by a duly authorized mpresenta!ive of KRWFA upon reesonable Written
q u e s t O f K R W F A . 3. AnnUOCBud&t. Not laterthan 180dayspnortothebe~ofeachfiscalyearofthe Municipality, t h e M u n i c i i w i l l furnish to KRWFA aproposed Sysbn budget forthe
ensUing fiscal year in the form prescn”bed by state statute, with such further modifications as may be required by KRWFA. KRWFA will review the proposed system budget and returnthe same
to theMunicipalitywithin 30 days with KRWFA’s recommendatons, if any. Not later than the date required by statnte, other legal document requirement or 120 days prior to the beginning
of the Mnnicipalitys fiscal year, whichever is earlier, the Municipality’s governing body will adopt a budget of anticipated receipts and uqemhms ofthesystem forthe ensuing fiscal year.
A copy of such adopted System budgetwill be retained in the official records of the Municipality and a copy shall be firmished to KRWFA. 4. AnnUOCAdft Not less than 90 days prior to
the end of the Municipality‘s fiscal year, the Municipality shall submit to KRWFA a written report stating the identity of the d e dpu blic accountant that has been engaged to conduct
the audit of the Municipality‘s financial records fix the preceding fiscal year required by the Laan Agreement, and the anticipated date of receipt of the report of such a-dit. The Municipality
shall cause an andit of its financial records, in a form required by the Loan Agreement, to be completed not less than210 days after the end of each fiscal year or such earlier date
as may be required by statute or other legal document requirement, whichever is d e r . Copies of such audit report shall be: (a) submitted to the MunicipaUy’s governing body for review;
@) retained in the Municipality‘s official records, and (c) furnished to KRWFA. 5. P r o p o s e d* n~ Pia n. Within 60 days of receipt of the Municipality‘s audit report, KRWFA shall
review the m e to determine compliance with the financial covenants contained in the Loan Agreement. If the Municipalily is not in compliance with the financial covenants set forth in
the Loan Agreement, KRWFA will make recommendations to the Municipality for remediation of the deficiencies. KRWFA shall also review the andit and the quarterly menagement repork required
by Section I hereof, for developing trends, which, ifcontinued, will result in noncompliance in future years. Within 30 days after receipt of KRWFA’s recommendations, the Municipality’s
governing body will meet to review such recommendations and will submit to KRWFA its written plan for curing the deficiencies and/or implementing KRWFA’s recommendations. 6. AsdmmCe
In I--n of Prmcdied Changes KRWFA will provide the Municipality with assistance in implementing a remediation plan that will assure future compliance with required financial covenants
as soon as is practically feasible, including implementation of changes in the water rates or operational practices of the Municipality as may be prescrii. by the Secretary pursuant
to the Loan Act. 7. C b q a -i o n KRWFAwiUpvideKD~withanannualwrittencompliance report for the Municipality within the time period set forth in Section 5 henmf for review of the annual
audit. Such report shall indicate COmpIiance or noncompliance by the Municipality with its requirements under the Loan Agreement. Any recommendations provided by KRWFA purmant to Sections
5 and/or 6 hereof shall be included in such qort. In the event that the Municipality does not implement such recommendations within a reasonable time, KRWFA shall immediately notify
the Secretary of such noncompliance. 2
8. Fees. KRWFA shall be paid the FIAC Origination Fee as compensation fbr its services under this contract fbr the enthe team of the Loan Agreement. The &e may be inC1uded m the amount
of the Loan Agreement if this COIlfracf is entered into at the time of the Loan Agreement, or may be paid by the Municipality (upon the execution of the Loan Agreement) to KDFA for remitEencetoKRwFA.
9. Dlssendncrir.o n of Infoormation. KRWFA shall provide to KD-and KDFA copies of all . ~ ~ r e c o m m ~ o ~ e n d o t h a ~ m r r b e r i a l r e c e i v e d b y K R W F A ~ t h e
~ ~ o r ~ t b KRWFA to the Municipality pursuant to the terms of this cantract. 10. Tkrm This contract shall take effect upon its signatme and blivery by the parties hereto, and will
ranain in effeduntil all payments to be made by the Municipality lmdeatheLban Asregneathave been paid in full. 11. Binding EN-Bat@hz&s. This contract shall bind the parties heaeto, their
respective successors and kigns, and is made for the benefit of KDFA and KDHE, a d the parties. PALANCE OF THIS PAGE HAS BEEN INIEWIONAL,L.Y LEFT BLANK] 3
SECOND AMENDMENT TO THE LOAN AGREEMENT BETWEEN THE KANSAS DEPARTMENT OF HEALTH AND ENVIRONhENT ACTING ON BEK4LF OF THE STATE OF KANSAS AND SALINA, KANSAS KPWSLF PROJECT NO. 21 53 ORIGINAL
LOAN AGREEMENT EFFECTIVE AS OF DECEMBER 1,1997 AMENDMENT NO. 2 EFFECTIVE AS OF APRIL 18,2005
.r Second Amendment to the Loan Agreement between the Kansas Department of Health and En\ w' onment Acting on Behalf of the State of Kansas and Salina, Kansas Effective as of April 18,
2005 WHEREAS, the City of Salina, Kansas (the Municipality) has entered into a Loan Agreement with the Kansas Department of Health and Environment, acting on behalf of the State of Kansas,
effective as of December I ~ 1997, (the "Loan Agreement"); and WHEREAS, said Loan Agreement was entered into for the benefit of the City of Salina, KPWSLF. Project No. 2 153; and WHEREAS,
the Municipality hereby determines that it is necessary to amend certain exhibits . , to the Loan Agreement, and WHEREAS, this Second Amendment to the Loan Agreement is entered into
and effective as of Apnl I 8,2005; SECTION 1 . Exhibit B1 of the L0.4N AGREEMENT BETWEEN THE KANSAS DEPd4RTrVIEnTT OF HEALTH AND ENVIRONMENT AND SALINA, KANSAS is hereby amended to read
as set forth on the pages attached hereto. & SECTION 2. Except as herein specifically set out, the Loan Agreement is confirmed and ratified. Second Amendment Effective as of April 18,
2005 &!
. LN WITNESS WHEREOF, KDHE and the City of Salina have caused this Second Amendment to the Loan Agreement for the Municipality to be executed, sealed and delivered, effective as of April
IS, 2005. The KANS.4S DEPARTMENT OF HEALTH AND E.NVIRONMENT, acting on behalf of THE STATE OF KANSAS By: Ronald F. liammerschmidr Director: Division of Environment "KDHE" Date: Jgk (Seal)
ATTEST: By: Title: 4cl e/LLu ... . . _. i
--. -I K4NSAS PUBLIC WATER SUPPLY LOAN FUND ! t City of Salina, Prqje Qc-t 4!1 SI2005 Gross Rate: Service Fee Rate: Loan Interest Rate: Project Principal: Interest During Const.: Service
Fee During Const.: Loan Origination Fee: Loan Reserve Account: Financial Integrity Assurance Contract: Gross Loan Costs: 4.29% 0.35% I st Payment Date: 3.94% Number of Payments: 3,489,359.92
93,347.77 8,292.3 1 9,000.00 0.00 0.00 3,600,000.00 8/1/2000 40 . . ~~ ~~ ~ Payment Payment Beginning Interest Principal Service Total Ending Number Date Balance Palment Payment Fee
Payment Balance I 2 3 4 5 6 7 s 9 IO 1 1 12 13 14 17 18 8!1 I2000 2/1/2001 XI I /~O1O' 2/1/2002 8/1/2002 B/li2003 2/1/2004 8/1 I2004 2/1/2005 8/1/2005 2/1 12006 8/1/2006 211 12007 8/1/2007
2/1/2008 8/IR008 2/1/2009 2/1/2003 3,600,000.00 3,540,282.79 3,483,251.68 3,420,954.36 3,3 5 9,; 63.66 3,296,453.84 3,232,19056 3: 116,550.87 3,099,503.21 296 1,062.53 2?889,73 5.59
2,8l 6,838.26 2,742,397.7 1 2,666,360.4 1 2,588,692. I 1 2,509.357.82 2,428,321 .S2 3,03 1,017.38 69,113.45 69,743.57 68,580.66 67,392.80 66,179.46 64,940. I O 63,674.15 62,381.05 61,060.2
1 59,7 1 1.04 58,332.93 56,927.40 55,491.71 54,025.23 52,527.30 J 39334.3 50:997.22 47,837.94 59,717.21 60,297.32 61,590.70 J 61,9! I .S2 J 64,26 1.28 J 65,639.69 67,047.66 J 68,485.83
J 69,95435 tf 7 1,346.94 59,031.1 I I/72:877.33 J 74,440.55 d 77,668.30 J 76,037.30 J 79,334.29 8 1,036.00 d 82,774.23 6,139.5 1 6,195.49 6,092.19 5,986.67 5,768.79 .-5,656.33 5.54 1.46
5,424.1 3 5,304 2 8 5 , I 81.86 5,057.00 4,929.4 7 4,666.13 5,87S.S9 447,359310..3281 /4,249.56 134,970.1 7 3,540,282.79 134,970.17 3,481,251.68 13il,970.17 3,420,954.36 133,970.17 3,359,363.66
134,970.17 3:296,451.84 134,970.17 3,232,190.56 134,970.17 3,166,550.87 1 34970.1 I 3,099,503.21 134,970.17 3,03 1 ,O 1 7.3 8 134,970. 17 2,961,062.53 134,861~73 2,889,715.59 134,861.73
/2,816,838.26 134,861.73 2,732,397.7 1 19 8/1/2009 2.345 547 w d h 2117 79 p-3 4. I 04.7 1 17 Q41 7171q/Oq 2.260.997 86 , 2/M4L+26€&99&86 +541T66 86;36333----3;95634 3+8fi-l.7-2,174,634.53
%')/io 21 42.840.30 88,215.82 3,805.61 :34,861.7; 2 , 0 8 6 , 4 1 8 . 7 1 7 //~ /d 22 22 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 81 1 /20 1 0 2/1/2011 8/1/2011 211 I20 12
8/1/2012 2/1/2013 8/1/2013 2/1/20 1 4 8/1/2034 2/1/2015 8/1/2015 211 /20.16 8/112016 211 120 1 7 611 f2017 2/112018 8i1 l20l8 2/1/20 19 8/1/20 19 2/1/2020 '81112020 Second Arr,endrnenl
Effective as of hnl18.20DS .. . s . -2,174,634.53 2:086,418.71 1,996,3 10.66 1,901,269.79 1,s I0:254.65 1,714,222.88 1,6l6,13 1.23 1,s 15,935.52 1,413,590.63 1,309,050.40 1,202267.80
1,093,194.7 1 98 1,782.0 I 867,979.50 751,735.93 632,998.94 51 1,715.04 387:829.60 261 286.82 132,029.69 0.00 Totals 41,102.45 39,327.32 37.,5 14.12 35,662.02 ' 33,770.19 3 1,837.79
29,863.93 27,847.74 25.788.29 23,684.68 21 !535.54 19,341.11 17,099.20 14,809.20 12:470.08 10,080.79 7,640.24 5,147.3 5 2,600.98 0.00 90,lOS.OS 92,04037 94,Ol 5.1 4 96,03 1177 98,091.65
100,195.71 102,341.41 104,540.21 106,782.60 109,073.09 111,412.70 1 13,802.5 1 116,243.57 1 18,736.99 12 1.283.90 123,885.44 126,542.78 129,257.1 3 132,029.69 -". 0:oo 3?651.23 3,493.54
3,332.17 3,167.94 2:999.89 2,82823 2,652.89 2,473.78 2,290.84 2,103.96 1,9 13.09 l,7 18.1 1 1.5 I 8.96 1.3 15.54. 1,107.75 895.50 678.71 457.25 23 1.06 0.00 134,861.73 131,861.73 134,861.73
134,861.73 131,861.73 134,861 .f3 1 >4,86 1.73 134.861.73 134,861.73 1~34,861.73 134,861.73. 134,861.73 134J61.73 134861.73 13-$:86 I .73 134,861.73 133,86 1.73 133.861.73 134,86 1.73
0.00 1,649.063.25 3;6001000.00 146,490.35 5,395z553.60 81 4 1,996,3 10.66 . 1,904,269.79 1,8 10,254.65 1,7 13,222.88 l,6 l6J3 1.23 1,515,935.52 1.4 13,590.6 1 1,309,050.40 1,202,267.80
1,093,l 94.71 98 1,782.01 867,979.50 ,75 1,735.93 632,998.94 51 3,715.04 387,829.60 26 1,286.82 132,02969 0.00 0.00 Prrparcd hy DAAR
AS-PUBLIC WATER SUPPLY LOAN FUND .--J-[S' ted Draws -ActuaI Interest Rate p-$<'L dk omtion of Loan Costs City of Salina, Project No. 2153 Gross Rate: , /i ' Project Principal: 3,441,031.67
149.483.33 9.484.98 h r c s t During Const.: Service Fee During Const.: Gross LoanCosts: . 1st Payment Date: 4.29% Number of Payments: M Service Fee Rate: 0.35% Loan Lnterest Rate: 5
08/01/2002 6 QiWlfiW3 11 08/01/2005 2.963.443.56 58.37934 71.404.g 5.186.03 134.970.17 2,892,03 9 -2.5 12 02/01/2006 2.892.039.25 56,973.17 \ 72,93j!93 . . 134.970.17 2.819.103.32 13
14 15 E;Ddp;: .? 16 17 18 19 20 21 22 23 24 25 26 , 27 28 29 30 31 32 .33 34 35 36 37 38 39 40 08/01/2006 02/01/2007 08/01/2007 02/0112008 08/01/2008 0 u 0 1 m 9 08/01R009 ou01/2010
08/01/2010 02/01/2011 08/01/2011 02/01/2012 OUOl R013 08/01/2013 0x01 DO14 0810 1/20 14 02f0112015 08/01 /2015 02/01 M) 16 08/01/2016 08/01,m12 4,933.43 134,970.17 54,068.68 4,803.06
134.970.17 2.668.504.47 52,569.54 4,669.88 134,970.17 2,819,103.32 2,744,602.91 2,590,773.71 51,038.24 79.398. 4.533.85 134.W-0.17 2,511,375.64 49,474.10 134,970.17 2,430,274.47 2,347,433.68
2,262,815.96 2.176.383.19 2,088,096.43 1,997.915.93 1.905,801.05 1.81 1,710.31 37544.28 35,690.69 982.571.48 02/01/2017 868,677.47 752,340.42 633.507.95 512,126.52 388,141.46 261,496.92
132,135.86 ' 0.00 Totals 33,797.35 31,863.39 29,887.94 27,870.13 25,809.03 23,703.72 21,553.25 19,356.66 17.112.95 14,821.1 1 12.480.1 1 10.088.89 7.64639 5,151.49 2,603.08 82,840.79
84,6 17.72 ' 86,432.77 ' 88,286.75 * 90,180.51 " 92,114.88 ' 94,090.74 96,108.99 98,170.53 100,276.28 102,427.21 104,624.27 106,868.46 109.160.79 11 1,502.29 113,894.02 116,337.04 118,832.47
121,38 1.43 123,985.06 126,644.54 129,361.06 132,135.86 3,654.17 3.496.35 3,335.15 3,170.49 3.002.30 2,830.50 2,655.02 2,475 -77 2,292.68 2.105:66 1,9 14.63 1.719.50 1,520.19 1.316.60
1,108.64 896.22 679.25 457.62 231.24 . 134,970.17 134,970.17 134.970.17 134,970.17 134,970.17 ,970.17 134,970.17 134,970.17 134,970.17 13490.17 134,970.17 134,970.17 134,970.17 134,970.17
134,970.17 134,970.17 134,970.17 134,970.17 134.970.17 134.970.17 134.970.17 0.00 0.00 (0.00) 0.00 1,652.051.15 3.600.000.00 146.755.81 5.398.806.96 2,744.602.91 t . L" 2,430.274.47
.bI I 2,347,433.68 r: 2,668,504.47 2,590,773.7 1 2.5 11,375.64 I 1 :r L 2,262,815.96 2.176.383.19 2,088,096.43 1,997,915.93 1.81 1.710.31 1.7 15,601.32 1.6 17,430.80 1,517,154.51 1,4
14,727.30 .f ., 1,905,801 -05 1: i i !. L . !L , . .. 1,310,103.03 5 '. 132,135.86 (0 -00) 512.126.52 388,141.46 261,496.92 0.00 r ?-. . .
KANSAS I DEPARTMENT OF HEALTH. .& ENVIRONMENT BILL GRAVES, GOVERNOR Clyde D. Gmeber, Secretary Honorable Alan Jilka, Mayor City of Salina 300 West Ash -PO Box 736 Salina, KS 67401 Re:
KPWSLF i . Project No. 2259 March 21,2001 Dear Mayor Jika: Enclosed are two original copies, and two extra signature pages of the loan agieement for the referenced project. Please sign
the original loan agreement signature pages, and the two extra signature pages. Keep one original loan agreement for the city's records, and return the remainder to us. The two e msi
gnature pages will be incorporated into copies of the Loan Agreement for the city h i s h e d to others. It is necessary to complete Exhibits F and G, and submit original copies with
the signed Loan Agreement. We look forward to working with the city on this project. Please call me at (785) 296-5503, Mr. Iraj Pourmimi at (785) 296-5539 or Mr. Robert Nicholson at
(785) 296-5534, if you have any questions. Sincerely yours, David F. Waldo, PE, Chief Public Water Supply Section Bureau of Water DFW:lw pc: North Central District Iraj Pourmirza, SRF
File DIVISION OF ENVIRONMENT Bureau of Water Forbes Field, Building 283 Topeka, KS 66620-0001 (785) 296-55 14 Printed on Recycled Papex FAX (785) 296-5505'
LOAN AGREEMENT Between THE KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT ACTING ON BEHALF OF THE STATE OF KANSAS and SALINA, KANSAS KPWSLF PROJECT NO. 2259 EFFECTIVE AS OF MARCH 14,2001
I The interest of the Kansas Department of Health and Environment (TDHE'Y in the interest portion of the Loan Repayments to be m d e by the Municipality and certain other revenues (the
"Revenues '7 under this Loan Agreement have been pledged and assigned to the Kansas Development Finance Authority (the "Author@v") pursuant to a Pledge Agreement between KDHE and the
Aulhority. The interest of the Authority in the Revenues has been pledged as security for the payment of the principal of, redemption premium, if any, and interest on the Authority's
Kansas Public Water Supply Loan Fund Revenue Bonds, pursuant to a Mmer Bond Resolution adopted by the Author@.
LOAN AGREEMENT Table of Contents Recitals ...................................................................... 1 ARTICLE I DEFINITIONS Section 1 . 0 1 . Definitions ................................
....................... 2 Section 1.02. Rules of Interpretation ........................... : ................. 6 ARTICLE 11 LOAN TERMS Section 2.01 Amount of the Loan ...............................
.................. 6 Section 2.02 Interest Rate ...................................................... 6 Section 2.03 Disbursement of Loan Proceeds ......................................
7 Section 2.04. Schedule of Compliance; Completion of Project ......................... 8 Section 2.05. Repayment of the Loan ............................................. 8 Section
2.06 Additional Payments .............................................. -8 Section 2.07 Financial Integrity Assurance Contract ................................. 9 ARTICLE III REPRESENTATIONS
AND COVENANTS OF MUNICIPALITY Section 3.01. Representations of the Municipality ................................... 9 Section 3.02. Particular Covenants of the Municipality ..........................
... 11 ARTICLE IV ASSIGNMENT Section 4.01. Assignment and transfer by KDHE .................................. 14 Section 4.02. Assignment by the Municipality ....................................
14 ARTICLE V DEFAULT AND REMEDIES Section 5.01. Notice of Default .................................................. 15 Section 5.02. Remedies on Default .............................................
. 15 Section 5.03. Expenses ....................................................... 15 Section 5.04. Application of Moneys ........................................... -16 Section 5.05.
No Remedy Exclusive; Waiver; Notice ............................... 16 Section 5.06. Retention of KDHE's Rights ....................................... 16 Section 5.07. Financial and
Management ......................................... 16 1
ARTICLE VI MISCELLANEOUS Section 6.0 I. Notices ......................................................... 17 Section 6.02. Binding Effect ...................................................
17 Section 6.03. Severability ..................................................... 18 Section 6.04. Amendments., Supplements and Modifications ......................... 18 Section 6.05.
Execution in Counterparts ......................................... 18 Section 6.06. Governing Law and Regulations .......................... -.......... 18 Section 6.07. Consents and
Approvals ........................................... 18 Section 6.08. Further Assurances ............................................... 18 Signatures and SeaL ..... ; ..............................
................................ 19 Exhibit A -Description of the Project Exhibit B -Dedicated Source of Revenues and Loan Repayment Schedule Exhibit C -Conditions Applicable to Construction
of the Project Exhibit D -Use of Loan Proceeds Exhibit E -Instructions for Requesting Loan Payments Exhibit F -Form of Municipality Ordinance Exhib~t G -Form of Opinion of Municipality's
Counsel Exhibit H -Municipality's Notice Address Exhibit I -Form of Financial Integrity Assurance Contract ii
KANSAS PUBLIC WATER SUPPLY LOAN FUND LOAN AGREEMENT THIS LOAN AGREEMENT, effective as of March 14,2001, by and between the KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT ("KDHE"), acting
on behalf of THE STATE OF KANSAS (the "State"), and SALINA, KANSAS, a "Municipality"accordingto K.S.A. 65-1 63d, hereinafter referenced as the "Municipality"; WITNESSETH: WHEREAS, the
Safe Drinking Water Act Amendments of 1996 [PL 104-1 821 tothe Safe Drinking Water Act (jointly, the "Federal Act") established the Drinking Water Loan Fund to assist public water supply
systems in financing the costs of infrastructure needed to achieve or maintain compliance with the Federal Act and to protect the public health and authorized the Environmental Protection
Agency (the "EPA") to administer a revolving loan program operated by the individual states; and WHEREAS, to h d th e state revolving hnd program, the EPA will make annual capitalization
grants to the states, on the condition that each state provide a state match for such state's revolving h d ; and WHEREAS, by passage ofthe Kansas Public Water Supply Loan Act, K.S.A.
65-163detseq., as amended (the "Loan Act"), the State of Kansas (the "State") has established the Kansas Public Water Supply Loan Fund (the "Revolving Fund") for purposes of the Federal
Act; arid WHEREAS, under the Loan Act, the Secretary (the "Secretary") of the Kansas Department of Health and Environment ("KDHE") is given the responsibility for administration and
management of the Revolving Fund; and WHEREAS, the Secretary and the Kansas Development Finance Authority (the "Authority") have entered into an Inter-Agency Agreement dated as of September
6,1997, which was amended and restated pursuant to an Inter-Agency Agreement by and among KDHE, the Kansas Department of Administration (the "DOA") and the Authority, dated as of March
14, 1999 Gointly, the "Inter-Agency Agreement"), to define the cooperative relationship between KDHE, the DOA and the Authority tojointly administer certain provisions of the Loan Act;
and WHEREAS, the Authority and KDHE have supplemented the Inter-Agency Agreement by entering into a Pledge Agreement, dated as of November 1,1997, as the same may be amended and supplemented
from time to time (the "Pledge Agreement") pursuant to which KDHE agrees to enter into Loan Agreements with Municipalities (as defined in the Loan Act) for Public Water Supply Projects
(the "Projects") and to pledge the Loan Repayments received pursuant to such Loan Agreements to the Authority; and
. WHEREAS, the Authority is authorized under K.S.A. 74-8905(a) and the Loan Act to issue revenue bonds (the "Bonds") for the purpose of providing fbnds to implement the State's requirements
under the Federal Act and to loan the same, together with available fbnds from the EPA capitalization grants, to Municipalities within the State for the payment of Project Costs (as
said terms are defrned in the Loan Act); and WHEREAS, the Municipality has made timely application to KDHE for a Loan to finance all or a portion of the Project Costs; and WHEREAS, the
State has approved the Municipality's application for a Loan, subject to the receipt of capitalization *ts from the EPA pursuant to the Federal Act and proceeds of the Bonds when issued
by the Authority. NOW, THEREFORE, for and in consideration of the award of the Loan by KDHE, the Municipality agrees to complete its Project and to perform under this Loan Agreement
in accordance with the conditions, covenants and procedures set forth herein and attached hereto as a part hereof, as follows: ARTICLE I DEFINITIONS Section 1-01. Definitions. The following
terms as used in this Loan Agreement shall, unless the context clearly requires otherwise, have the following meanings: "Additional Payments" means the payments described in Section
2.06 hereof. . "Additional Revenue Obligations" means any obligation for the payment of money undertaken by the Municipality which is payable f k m or secured by a pledge of, or lien
upon, the System Revenues incurred after the date of execution and delivery of this Loan Agreement, and all Existing Revenue Obligations. "Authority" means the Kansas Development Finance
Authority, a public body politic and corporate and an instrumentality of the State, and its successors and assigns. "Authorized Municipality Representative"means any person authorized
pursuant to a resolution ' of the goveming body ofthe Municipality to perform any act or execute any document relating to the Loan, or this Loan Agreement. ' "Bonds" means the Kansas
Development Finance Authority, Kansas Public Water Supply Revolving Loan Fund Revenue Bonds, issued in one or more series, pursuant to Master Bond Resolution No. 106, and supplements
thereto. "Code" means the Internal Revenue Code of 1986, and amendments thereto, and any applicable regulations thereunder promulgated by the Department of the Treasury. I 2
"Dedicated Source of Revenue" shall have the meaning ascribed thereto inJMibit B attached hereto. "EPA" means the Environmental Protection Agency ofthe United States, its successors
and assigns. . "Event of Default" means any wcurrence of the following events: (a) failure by the Municipality to pay, or cause to be paid, any Loan Repayment required to be paid hereunder
when due; (b) failure by the Municipality to observe and perform any duty, covenant, obligation or agreement on its part to be observed or performed under this Loan Agreement, other
than as referred to in paragraph (a) ofthis Section, which failure shall continue fora period ofthirty (30) days after written notice, specifying such failure and requesting that it
be remedied, is given to the Municipality by KDHE, unless KDHE shall agree in writing to an extension of such time prior to its expiration; provided, however, if the failure stated in
such notice is correctable but cannot be corrected within the applicable period KDHE may not unreasonably withhold its consent to an extension of such time up to 90 days from the delivery
of the written notice referred to above if corrective action is instituted by the Municipality within the applicable period and diligently pursued until the Event of Default is corrected;
' (c) failure by the KDHE to observe and perform any duty, covenant, obligation or agreement on its part to be observed or performed under this Agreement which shall continue for a period
ofthirty (30) days after written notice, specifying such failure and requesting that it be remedied, is given to KDHE by the Municipality, unless the Municipality shall agree in writing
to an extension of such time prior to its expiration; provided, however, if the failure stated in such notice is correctable but cannot be corrected within the applicable period the
Municipality may not unreasonably withhold its consent to an extension ofsuch time up to 90 days fiom the delivery ofthe written notice referred to above if corrective action is instituted
by KDHE within the applicable period and diligently pursued until the Event of Default is corrected; (d) any representation made by or on behalf of the Municipality contained in this
Loan Agreement, or in any instrument h i s h e d in dompliance with or with reference tothis Loan Agreement or the Loan, is intentionally false or misleading in any material respect;
(e) any representation made by or on behalf of KDHE contained in this Agreement, or in any instrument furnished in compliance with or with reference to this Agreement, is intentionally
false or misleading in any material respect; (f) a petition is filed by or against the Municipality under any federal or state bankruptcy or insolvency law or other similar law in effect
on the date ofthis Loan Agreement or thereafter enacted, unless in the case ofany such petition filed against the Municipality, such petition shall be dismissed within thirty(30) days
after such filing and such dismissal shall be final and not subject to appeal; (g) the Municipality shall generally fail to pay its debts as such debts become due; (h) failure ofKJ3I-E
to promptly pay any Project Costs when reasonably requested to do so by the Municipality pursuant to Section 2.03 hereof. 3
"Existing Revenue Obligation" means any obligation for the payment of money undertaken by the Municipality which is payable fiom or secured by a pledge of, or lien upon, the System Revenues
existing or outstanding at the time of execution and delivery of this Loan Agreement by the Municipality. "Federal Act" mea& the Safe Drinking Water Act, including the Safe Drinking
Water Act Amendments of 1996 IpL 104-1821 thereto. .. "FIAC" means the Financial Integrity Assurance Contract, among KDHE, the Authority, KRWFA and the Municipality, the form of which
is attached hereto as Exhibit I. "FIAC Origination Fee" means the fee charged by KDHE to implement the FIAC, which shall be an amount equal to 1 .O% of the original principal amount
of the Loan if such FIAC is entered into in conjunction with the execution ofthis Loan Agreement, or ifthe FIAC is entered into after the Municipality commences the Loan Repayments,
an amount equal to 1 .O% ofthe outstanding principal amount ofthe Loan as of the effective date of the FIAC. "GAAP" means generally accepted accounting principles as applicable to municipal
utility systems. "Indebtedness" means any financial obligation of the Municipality evidenced by an instrument executed by the Municipality, including this Loan, Existing Revenue Indebtedness,
Additional Revenue Indebtedness, general obligation bonds or notes, lease or lease-purchase agreement or similar financial transactions. "KDHE" means the Kansas Department of Health
and Environment or its successors in interest. WRWFA" means the Kansas Rural Water Finance Authority. "Loan" means the loan made by KDHE to the Municipality to finance or refinance a
portion ofthe Project Costs pursuant to this Loan Agreement. "Loan Act" means the Constitution and laws ofthe State of Kansas, including particularly K.S.A. 65-163d through 65-163u inclusive,
as amended and supplemented. "Loan Agreement" meansthis Loan Agreement, including the Exhibits attached hereto, as it may be supplemented, modified or amended fiom time to time in accordance
with the terms hereof. "Loan Origination Fee" means a fee charged by KDHE to originate the Loan pursuant to this Loan Agreement, which shall be an amount equal to 0.25% of the original
principal amount ofthe Loan, as adjusted in accordance with the provisions of Section 2.01 hereof. "Loan Repayments" means the payments payable by the Municipality pursuant tosection
2.05 of this Loan Agreement. "Loan Terms" means the terns of this Loan Agreement provided in Article I1 hereof. 4
"Municipal Fiscal Year" means the twelve-month period ending on December 3 1 of each year. "Municipality" means Salina, Kansas, its successors and assigns. "Pledge Agreement" means the
Pledge Agreement between the Authority and KDHE, dated as of November 1,1997, and any agreement or agreements amendatory or supplemental thereto. "Project" means the acquisition, design,
construction, improvement, repair, rehabilitation or extension ofthe System described inEKhibitA hereto, which constitutes a project pursuant to the Loan Act for which KDHE is making
a Loan to the Municipality pursuant to this Loan Agreement. "Project Costs" means all costs or expenses which are necessary or incident to the Project and which are directly attributable
thereto, including, but not limited to: (a) costs of any Loan reserves; (b) interest on the Loan during the construction ofthe Project; (c) principal of and interest on any temporary
financing obligations issued by the Municipality to pay Project Costs incurred for contracts entered into on or after August 6, 1996; and (d) financing and administrative costs associated
with the Loan Agreement. "Public Water Supply System" means a system for the provision to the public of piped water for human consumption, if such system has at least ten (1 0) service
connections or regularly serves an average ofat least twenty-five (25) individuals daily at least sixty (60) days out ofthe year, and as further defined in K.S.A. 65-162% and amendments
thereto. "Rating Agency" means Moody's Investors Service, Standard & Poor's Ratings Services, a division ofThe McGraw-Hill Companies, Fitch Investors Service, Inc., and any other nationally
recognized securities rating agency designated by the Authority. "Regulations" means Kansas Administrative Regulations (K.A.R.) 28-1 5-50 to 28-1 5-65, and any amendments thereto promulgated
by KDHE pursuant to the Loan Act. "Revolving Fund" means the Kansas Public Water Supply Loan Fund established by the Loan Act. "SEC Rule" means Rule 15c2-12 adopted by the Securities
and Exchange Commission under the Securities Exchange Act of 1934, as may be amended fkom time to time or such other similar rule regarding disclosure of information in securities transactions.
. "Secretary" means the Secretary of KDHE "State" means the State of Kansas, acting, unless otherwise specifically indicated, by and through KDHE, and its successors and assigns. "System"
means the [type of system] ofthe Municipality, as the same may be modified or enlarged from time to time, including the Project described inEdibitA, for which the Municipality is making
the borrowing under this Loan Agreement, which constitutes or includes a Public Water Supply System. 5
"System Revenues" means all revenues derived by the Municipality from the ownership and operation of the System. Section 1.02. Rules of Interpretation. (a) Words ofthe masculine gender
shall be deemed and construed to include correlative words of the feminine and neuter genders. (b) Unless the context shall otherwise indicate, words importingthe singular number shall
include the plural and vice versa, and words importing persons shall include firms, associations and corporations, including public bodies, as well as natural persons. (c) All references
in this Loan Agreement to designated "Articles," "Sections" and other subdivisions are, unless otherwise specified, to the designated Articles, Sections and subdivisions ofthis Loan
Agreement as originally executed. The words "herein," "hereof," "hereunder" and other words of similar import refer to this Loan Agreement as a whole and not to any particular Article,
Section or other subdivision. (d) The Table of Contents and the Article and Section headings of this Loan Agreement shall not be treated as a part of this Loan Agreement or as affecting
the true meaning of the provisions hereof. Section 2. ARTICLE II LOANTERMS Amount of the Loan. Subject to all of the terms, provisions and conditions of this Loan Agreement, and subject
to the availability of State and Federal funds and proceeds of Bonds, KDHE will loan an amount not to exceed $5,000,000 to the Municipality to pay all or a portion ofthe Project Costs
forthe Project described inExlribitA hereto. The final actual amount ofthe Loan may be reduced without revision ofany otherterms, provisions or conditions ofthis Loan Agreement, other
than the Loan Repayment Schedule (Mibit B hereto), to reflect reductions in the estimated or actual total Project Costs as impacted by opening ofbids for construction, change orders,
frnal actual costs, and erepayments The Municipality shall be responsible for any costs incurred by the Municipality in connection with the Project in excess of the amount of the Loan.
Any amendment to Exhibit B shall be effected by written amendment to the Loan Agreement executed by all parties. Section 2.02. Interest Rate. The interest rate on the loan shall be 4.13%
per annum, which shall be assessed on the unpaid principal balance to be paid as set out in the Loan Repayment ScheduleJMibit B hereto. This interest rate consists of a net loan interest
rate, and a service fee, as described inExhibilB. Any subsequent revision to the amount of the Loan orExhibit B hereto shall not change the gross interest rate on the Loan. 6
Section 2.03. Disbursement of Loan Proceeds. (a) Subject to the conditions dekribed in this Section, KDHE agrees to disburse the proceeds of the Loan during the progress of the Project
for Project Costs. Requests for disbursement may be submitted by the Municipality (in substantially the form attached hereto asExhibil E), not more than once per month, in accordance
with the procedures set forth by KDHE. Any request for disbursement must be supported by proper invoices and a certificate ofthe Authorized Municipality Representative to the effect
that all representations made in this Loan Agreement remain true as of the date of the request and, based upon that information then available to such person, no adverse developments
affecting the financial condition of the Municipality or its ability to complete the Project or to repay the Loan have occurred. . The Municipality may request disbursement for the following
Project Costs: ( 1) any eligible planning/design costs incurred prior to execution ofthis Loan Agreement (initial disbursement request only); (2) disbursement for eligible Project Costs
if such Project Costs have been incurred and are due and payable to Project contractors (actual payment of such Project Costs by the Municipality is not required as a condition of the
payment request); or (3) interest becoming due on the Loan prior to the initial scheduled payment of principal; (4) the amount of the Loan Origination Fee, if not paid from Municipality
fhds; (5) the principal of and interest on any temporary financing obligations issued by the Municipality to pay Project Costs incurred for contracts entered into on or after August
6,1996; and (6) the amount of the FIAC Origination Fee, if not paid from Municipality funds. (b) KDHE shall not be under any obligation to disburse any Loan proceeds to the Municipality
under this Loan Agreement unless: (1) solely by KDHE; there are moneys available in the Revolving Fund to fund the Loan, as determined (2) the Municipality shall certify to KDHE that
it has funds available to pay for that portion of the Project Costs not eligible (pursuant to the Loan Act or the Federal Act) to be fimded under this Loan Agreement; (3) no Event ofDefault
by the Municipality shall have occurred and be continuing; and (4) the Project. the Municipality continues to maintain reasonable progress towards completion of 7
Section 2.04. Schedule of Compliance; Completion of Project. (a) ?he Municipality agrees to complete the Project in accordance with the Conditions Applicable to Construction of the Project
set forth in Exhibit C attached hereto. (b) The completion of the construction of the Project shall be evidenced to KDHE by a certificate signed by the Authorized Municipality Representative
stating: (1) that the construction of the Project has been completed in accordance with the plans and specifications therefor; and (2) that all Project Costs have been paid, except Project
Costs the payment of which is not yet due or is being retained or contested in good faith by the Municipality. Such certificate shall be given not later than the date established by
KDHE, which shall be approximately the date that'the Project is capable of being placed into operation by the Municipality. Notwithstanding the foregoing, such certificate shall state
that it is given without prejudice to any rights against third parties which exist at the date of such certificate or which may subsequently come into being. Section 2.05. Repayment
of the Loan. (a) .Loan Repaymenls. The Municipality shall pay to KDHE, on or before the due dates, installments ofprincipal and interest on the Loan in accordance withEriribitB attached
hereto, until the Loan has been paid in full. Installments of principal and interest on the Loan shall be computed and paid in accordance with the Loan Repayment Schedule on Exhibit
B as in effect at any time under this Loan Agreement. Notwithstanding any other provision ofthis Loan Agreement, the first payment ofprincipal and interest due on the Loan shall be made
the earlier of two years after receipt by the Municipality of the first disbursement under the Loan or one year after Project completion. The final installment ofprincipal under the
Loan shall be fully repaid not later than 20 years after Project completion. (b) Prepayment of the Loan. The Municipality may prepay the outstanding principal of the Loan, in whole,
or in part, at any time, without penalty, upon giving 60 days written notice to KDHE of its intent to so prepay; provided, however, a partial prepayment may be made only ifthe prepayment
amount is the greater of 10%ofthe original principal amount ofthe Loan or $50,000. A new&ibitB will be prepared by KDHE following receipt of any acceptable partial prepaymen& reamortizing
the remaining principal amount over the remaining term of the Loan. . Section 2.06. Additional Payments. The Municipality shall pay as Additional Payments the following amounts: (a)
The FIAC Origination Fee (if applicable), if the same was not paid fiom proceeds of the Loan. (b) Any amounts required to be paid by the Authority to the United States of America as
arbitrage rebate, arising due tothe Municipality's failure to expend p d ofthe Loan at the times certified to KDI-IE by the Municipality, that result in arbitrage rebate liability for
the Authority, but only to the extent that the funds in the Rebate Fund established by the Master Resolution are insufficient to make such payments; and. 8
(c) hereunder. All other payments of whatever nature which the Municipality has agreed to pay or assume Section 2.07. Financial Integrity Assurance Contract. In accordance with the powers
granted to the Secretary in the Loan Act, the Secretary may require at any time during the term of this Loan Agreement the execution of a FIAC by the Municipality; provided the Secretary
shall not make such requirement so long as the Municipality maintains a financial rating on its general obligation bonds or Additional Revenue Obligations of not less than the lowest
category of "A" from any Rating Agency. In addition, the Municipality may elect to execute a FIAC prior to the fimding ofthe Loan or at anytime during the term of this Loan Agreement.
In either instance, the Municipality and the Secretary hereby agree to execute such document in substantially the form attached hereto asExhibit 1. The provider of contract services
under the FIAC shall be compensated by KDHE from proceeds of the FIAC Origination Fee; the Municipality shall have no hrther obligation for fees to KDHE under the FIAC. The Municipality
will cooperate hlly with any recommendations and requirements imposed by the FIAC provider. ARTICLE III REPRESENTATIONS AND COVENANTS OF MUNICIPALITY Section 3.01. Representations of
the Municipality. The Municipality makes the following representations: (a) Organization and Authority. (1) The Municipality is a municipal corporation duly created and validly existing
under and pursuant to the constitution and statutes of the State. (2) The Municipality has full legal right and authority and all necessary licenses and permits required as of the date
hereof to own, operate and maintain its System, to carry on its activities relating thereto, to execute and deliver this Loan Agreement, to undertake and complete the Project, and to
carry out and consummate all transactions contemplated by this Loan Agreement. (3) The Ordinance (adopted substantially in the form attached hereto asExtribiiF) and other proceedings
of the Municipality's governing body approving this Loan Agreement and authorizing its execution, issuance and delivery on behalf ofthe Municipality, and authorizing the Municipality
to undertake and complete the Project have been duly and lawfilly adopted. (4) This Loan Agreement has been duly authorized, executed and delivered on behalf of the Municipality, and,
constitutes the legal, valid and binding obligation of the Municipality enforceable in accordance with its terms. 9
(b) Full Disclosure. To the best knowledge of the Municipality, there is no fact that the Municipality has not disclosed to KDHE in Writing on the Municipality's application forthe Loan
or otherwise that materially adversely affects or that will materially adversely affect the properties, activities, or its System, or the ability ofthe Municipality to make all Loan
Repayments and otherwise observe and perform its duties, covenants, obligations and agreement under this Loan Agreement. (c) Non-Litigolion. There is no controversy, suit or other proceeding
of any kind pending or threatened wherein or whereby any question is raised or may be raised, questioning, disputing or affecting in any way: (I)the legal organization ofthe Municipality;
(2) its boundaries; (3) the right or title ofany of its officers to their respective offices; (4) the legality of any official act taken in connection with obtaining the Loan; (5) the
constitutionality or validity ofthe indebtedness represented by the Loan Agreement; (6) any of the proceedings had in relation to the authorization or execution of this Loan Agreement;
(7) the collection of revenues ofthe System; (8) the levy and collection of unlimitedadvaZorern taxes to pay the principal of and interest on the Loan; or (9) the ability of the Municipality
to make all Loan Repayments or otherwise observe and perform its duties, covenants, obligations and agreements under this Loan Agreement. (d) Compliance with Ejristing Laws and Agreements.
To. the 'best knowledge of the Municipality, the authorization, execution and delivery ofthis Loan Agreement by the Municipality, and the performance by the Municipality of its duties,
covenants, obligations and agreements thereunder will not result in any breach of any existing law or agreement to which the Municipality is a party. (e) No Defautlr. No event has occurred
and no condition exists that would constitute an Event of Default. The Municipality is not presently aware of any violation of any agreement which would materially adversely affect the
ability of the Municipality to make all Loan Repayments or otherwise observe and perform its duties, covenants, obligations and agreements under this Loan Agreement. (f) Compliance with
Law. The Municipality has, to the best ofthe Authorized Municipality's Representative's knowledge: (1) complied with all laws, ordinances, govemmental rules and regulations to which
it is subject, including, without limitation, any public hearing or public notice requirements or environmental review requirements contained in the Loan Act, the Regulations and the
Federal Act, the failure to comply with which would materially adversely affect the ability ofthe Municipality to conduct its activities, enter into this Loan Agreement or undertake
or complete the Project; and (2) obtained all licenses, permits, franchises or other governmental authorizations presently necessary for the ownership of its property which, if not obtained,
would materially adversely affect the ability of the Municipality to complete the Project or operate the Project. (g) Use of Loan Proceeds. The Municipality will apply the proceeds of
the Loan as described in ExhibitD: ( 1 ) to finance or refmance a portion of the Project Cost; and (2) where applicable, to reimburse the Municipality for a portion of the Project Costs,
which portion was paid or incurred in anticipation of reimbursement by KDHE as a result ofcontracts entered into on or after to August 6,1996 and is eligible for such reimbursement pursuant
to the Regulations and the Code.. 10
(h) Project Costs. The Municipality certifies that the Project Costs, as listed inExliibit D, is a reasonable and accurate estimation and, upon direction ofKDHE, will supply the same
with a certificate from its consulting engineer stating that such Costs are reasonable and accurate estimations, taking into account investment income to be realized during the course
of construction of the Project, if any, and other lawhlly available money that would, absent the Loan, have been used to pay the Project Costs. Section 3.02. Particular Covenants of
the Municipality. (a) Dedicated Source of Revenue for Repayment of the Loan. The Municipality hereby establishes the Dedicated Source of Revenue described onMibif B attached hereto,
which Dedicated Source ofRevenue is hereby pledged to the Loan Repayments, Additional Payments and all other obligations of the Municipality under this Loan Agreement. (b) Performance
Under Loan Agreement. The Municipality covenants and agrees in the performance of its obligations under this h a n Agreement: . (1) to comply with all applicable State and federal laws,
rules and regulations (including, but not limited to the conditions set forth in Ejcliibif C hereto) as are applicable to this Loan Agreement; and (2) to cooperate with KDHE in the observance
and performance of the respective duties, covenants, obligations and agreements of the Municipality and KDHE under this Loan Agrekment (including, without limitation the requirements
contained in Exhibit C hereto). . (c) and agrees: Conlpletion of Project and Provision of Moneys Therefore. The Municipality covenants (1) to exercise its best efforts in accordance
with prudent utility practice to complete the Project and to so accomplish such completion on or before the estimated Project completion date set forth in Exhibit C hereto; and (2) to
provide, h m its own financid resources, all moneys, in excess ofthe total amount of proceeds it receives under the Loan, required to complete the Project. (d) Delivery of DocwnenisandPayment
of Fees. Concurrently with the delivery ofthis Loan Agreement and the closing of the Loan, the Municipality will cause to be delivered to KDHE: (1) fully executed counterparts of this
Loan Agreement; (2) copies of the ordinance of the governing body ofthe Municipality authorizing the execution and delivery of this Loan Agreement, certified by an Authorized Municipality
Representative, which shall be in substantially the form attached hereto m i b i t Ftogether with an affidavit of publication thereof in the official newspaper of the Municipality; 11
(3) C attached hereto; an opinion of the Municipality's counsel substantially in the form set forth inErlribil (4) a filly executed FIAC, ifrequired by the Secretary, or desired by the
Municipality; (S) amount of the Loan; payment ofthe FIAC Origination Fee, ifapplicable, ifnot included in the principal (6) Loan; and . payment ofthe Loan Origination Fee, ifnot included
in the principal amount ofthe . (7) such other certificates, documents, opinions and information as KDHE may reasonably require. (e) Operation and Maintenance of System. The Municipality
covenants and agrees that it shall, in accordance with prudent public water supply utility practice: (1) at all times operate System in an efficient manner in accordance with applicable
laws and regulations; (2) maintain its System, making all necessary and proper repairs, renewals, replacements, additions, betterments and improvements necessary to maintain its System
in good repair, working order and operating condition; (3) implement any modification ofthe rates fees and charges for use ofthe System that comprise the Dedicated Source of Revenues
as the Secretary may require to ensure repayment of the Loan in accordance with the provisions of the Loan Act; and (4) take such other action as the Secretary may require in accordance
with powers granted to the Secretary under the Loan Act and the Regulations. (0 Disposition of&vszem. The Municipality shall not sell, lease or otherwise transfer ownership ofall or
substantially all of its System without the consent ofthe Secretary. The Municipality shall provide the Secretary with ninety (90) days' prior written notice to KDHE of such sale, lease
or transfer. No such sale, lease or transfer shall be effective unless compliance is with the provisions ofSecrion 4.02 hereof, assuming such sale, lease or transfer is deemed to be
an assignment for the purposes of such Section. The provisions of this paragraph shall not be construed to prohibit the lease of portions of the System by the Municipality in connectjon
with a lease-purchase transaction to finance improvements to the System; provided that a termination or an event ofdefault by the Municipality under such arrangement shall not have a
material adverse effect on the Municipality's Dedicated Source of Revenues. c 12
(8) Records and Accounts. (1) The Municipality shall keep accurate records and accounts for its System (the "System Records"), separate and distinct from its other records and accounts
(the "General Accounts"). Such System Records shall be audited annually by an independent certified public accountant or firm of independent certified public accountants, in accordance
with generally accepted auditing standards. Such audit may be a part ofthe single agency audit made in accordance with the Federal Single Audit Act of 1984, OMB Circular No. A-133, Audits
of State and Local Governments, Such System Records and General Accounts shall be made available for inspection by KDHE at any reasonable time, and acopy ofthe Municipality's annual
audit, including all written comments and recommendations of such accountant, shall be furnished to KDHE within 21 0 days of the close of the Municipal Fiscal Year being so audited.
(2) . The Municipality shall maintain Project accounts in accordance with generally accepted government accounting standards defined in the Government Accounting, Auditing, and Financial
Reporting Manual (1 994 Ed.)7 or any revised edition, issued by the Government Finance Officers Association. (h) Inspections. The Municipality shall permit the EPA, KDHE and any party
designated by KDHE to examine, visit and inspect, at any and all reasonable times, the property, if any, constituting the Project, and to inspect and make copies ofany accounts, books
and records, including (without limitation) its records regarding receipts, disbursements, contracts, investments and any other matters relatingthereto and to its financial standing,
including the System Records and General Accounts, and shall supply such reports and information as the EPA and KDHE may reasonably require in connection therewith. (i) Financial Znfotnatwn.
The Municipality specifically agrees to provide to KDHE a reasonable number of copies of such financial information and operating data of the Municipality and the System, tothe extent
necessary for KDHE to comply with its continuing disclosure obligations set forth in the SEC Rule and the Pledge Agreement. Such financial information shall be accompanied by an audit
report prepared in accordance with the provisions ofsubsection @(2) hereof. The financial information shall be prepared in accordance with GAAP. Any such requested financial information
and operating data shall be supplied within 210 days after the end ofthe Municipal Fiscal Year. Such requirement may be satisfied by submitting the Mhicipality's comprehensive annual
financial report (CAFR) and/or annual report of its System unless KDHE notifies the Municipality ofthe need for additional information. Ifan audit is required to be prepared, but is
not available within 2 10 days ofthe end ofthe Municipal Fiscal Year, unaudited financial information shall be provided to KDHE pending receipt ofthe audit report. In addition the Municipality
shall provide KDHE with prompt notification of the occurrence of certain material events. For purposes of this paragraph, "material event" shall mean: (a) principal and interest payment
delinquencies on any Indebtedness; (b) non-payment related defaults in agreements authorizing any Indebtedness; (c) rating changes on any Indebtedness; (d) adverse tax opinions or events
affecting the tax-exempt status ofany Indebtedness; or (e) unscheduled draws on debt service reserves or credit enhancements on any Indebtedness reflecting financial difficulties. 13
(i) Insurance. The Municipality will carry and maintain such reasonable amount of all-risk insurance on all properties and all operations of its System as would be canied by similar
municipal operators of Systems, insofar as the properties are of an insurable nature. The Municipality also will carry general liability insurance in amounts not less than the maximum
liability of a governmental entity for claims arising out of a single occurrence, as provided by the Kansas Tort Claims Act, K.S.A. 75-6101er seq., or other similar fbture law (currently
$500,000 per occurrence). (k) NoticeofMateriaiAdverse Change. The Municipality shall promptly notif) KDHE ofany material adverse change in the activities, prospects or condition (financial
or otherwise) ofthe System, or in the ability of the Municipality to make all Loan Repayments and otherwise observe and perfoim its duties, covenants, obligations and agreements under
this Loan Agreement. (I) Additional Covenants and Requirements. The parties hereto acknowledge that this Loan Agreement may be assigned or pledged to secure Bonds or other financings
of the Authority. Should it be necessary to modify any covenants or obtain or enhance the security of the Bonds or other financings, the parties agree to take all reasonable actions
and make reasonable covenants and agreements necessary to accomplish such purpose to the extent permitted by applicable laws. The parties hereto acknowledge that in conjunction with
the issuance of or providirig security for any Bonds or other financings, KDHE reserves the right to obtain municipal bond insurance or any other form of credit enhancement with respect
to this Loan Agreement. The Municipality acknowledges that the decision to obtain any such municipal bond insurance or other credit enhancement shall be at the sole discretion of KDHE
and the Authority. The costs of obtaining such credit enhancement and related costs shall be borne by Revolving Fund. The municipality shall cooperate with KDHE,'the Authority and any
provider ofsuch credit enhancement with respect to hmishing financial information required by subsections (@and @ofthis section, or any other relevant information or operating data of
the System reasonablely necessary to obtain such credit enhancement or comply with the provisions thereof on an. ongoing basis so long as this Loan Agreement is in effect. Section 4.
1. Assignment anc ARTICLE IV ASSIGNMENT Transfer by KDHE. The lunicipality hereby approves and consents to any assignment or transfer of this Loan Agreement that KDHE deems necessary
in connection with the operation and administration ofthe Revolving Fund. The Municipality hereby specifically appmves the assignment and pledging of the Loan Repayments and Additional
Payments to the Authority, and the Authority's pledging of all or a portion of the same to the Bonds. Section 4.02. Assignment by the Municipality. This Loan Agreement may not be assigned
by the Municipality for any reason, unless the following conditions shall be satisfied: (a) KDHE and the Authority shall have approved said assignment in writing; 14
(b) the assignee is acity, county, township, water district, improvement district or other political subdivision of the State or any combination thereof; (c) the assignee shall have
expressly assumed in writing the full and faithful observance and performance ofthe Municipality's duties, covenants, and obligations under this Loan Agreement; provided, however, such
assignment shall not relieve the Municipality of its duties, covenants, and obligations under this Loan Agreement; (d) the assignment will not adversely impact KDHE's ability to meet
its duties, covenants and obligations under the Authority under the Pledge Agreement, nor may the sale endanger the exclusion from gross income for federal income tax purposes of the
interest on the Bonds; and (e) the Municipality shall, at its expense, provide KDHE and the Authority with an opinion ofa qualified attorney that each of the conditions set forth insubparugruph
(b), (c), and (4 hereof have been met. ARTICLE V DEFAULT AND REMEDIES Section 5.01. Notice of Default. If an Event of Default shall occur, the nondefaulting party shall give the party
in default and the Authority prompt telephonic notice of the Occurrence of such Event of Default, provided the nondefaulting party has knowledge ofsuch Event of Default. Such telephonic
notice shall be immediately followed by written notice of such Event of Default given in the manner set forth in Section 6.01 hereof. Section 5.02. Remedies on Default. Whenever an Event
ofDeFault shall have occurred and be continuing, KDHE or the Municipality shall have the right to take whatever action at law or in equity may appear necksky or desirable to collect
the amounts then due and to become due or to enforce the performance and observance of any obligation or agreement of KDHE or the Municipality (including, without limitation, withholding
remaining Loan disbursements, cancellation of the Loan Agreement and acceleration of the remaining scheduled principal payments set forth onErhibit B, or such other remedies provided
to the Secretary in the Loan Act and the Regulations. Section 5.03. Expenses. (a) Upon the occurrence of an Event of Default on the part ofthe Municipality, and to the extent permitted
by law, the Municipality shall, on demand, pay to KDHEthe reasonable fees and expenses incurred by KDHE in the collection of Loan Repayments or any other sum due hereunder or in the
enforcement of performance or observation of any other duties, covenants, obligations or agreements of the Municipality contained herein. Prior to incurring any such expenses, KDHE shall
provide written notice to the Municipality that it intends to incur such expenses; provided, however, a failure by KDHE to give such notice shall not affect KDHE's right to receive payment
for such expenses. Upon request by the Municipality, KDHE shall provide copies of statements evidencing the fees and expenses for which KDHE is requesting payment. 15
(b) Upon the Occurrence of an Event of Default on the part of KDHE, and to the extent permitted by law and availability ofappropriated funds by the Kansaskgislature, KDHE shall, on demand,
pay tothe Municipality the reasonable fees and expenses incurred by the in Municipality in the enforcement ofperformance or observation of any other duties, covenants, obligations or
agreements ofKDHE contained herein. Prior to incurring any such expenses, the Municipality shall provide written notice to KDHE that it intends to incur such expenses; provided, however,
a failure by the Municipality to give such notice shall not affect the Municipality's right to receive payment for such expenses. Upon request by KDHE, the Municipality shall provide
copies of statements evidencing the fees and expenses for which the Municipality is requesting payment. Section 5.04. Application of Moneys. Any moneys collected by KDHE pursuant toSecrion
5.02 hereof shall be applied: (a) first, to pay interest on the Loan as the same becomes due and payable; (b) second, to pay principal due and payable on the Loan; (c) third, to pay
expenses owed by the Municipality pursuant to Section 5.03 hereof; and (d) fourth, to pay any other amounts due and payable hereunder as such amounts become due and payable. Section
5.05. No Remedy Exclusive; Waiver; Notice. No remedy hekin conferred upon or reserved to the Parties hereto is intended to be exclusive and every such remedy shall be cumulative and
shall be in addition to every other remedy given under this Loan Agreement or now or hereafter existing at law or in equity. The parties hereto, in good faith, shall exercise such remedies
with due diligence in a timely manner, however, no delay or omission to exercise any right, remedy or power accruing upon any Event of Default shall impair any such right, remedy or
power or shall be construed to be a waiver thereof, but any such right, remedy or power may be exercised from time to time and as often as may be deemed expedient. In order to entitle
the parties hereto to exercise any remedy reserved to them in thidrticle, it shall not be necessary to give any notice, other than such notice as may be required in this Article V. .
Section 5.06. Retention of Rights. Notwithstanding any assignment or transfer of this Loan Agreement pursuant to the provisions hereof, or anything else to the contrary contained herein,
the parties hereto shall have the right upon the Occurrence ofan Event of Default to take any action, including (without limitation) bringing an action against the defaulting party at
law or in equity, as such party may, in its discretion, deem necessary to enforce the obligations ofthe defaulting party pursuant tothis Loan Agreement. Section 5.07. Financial and Management
Review. Upon failure ofthe Municipality to pay one or more installments of the Loan Repayments in a timely manner, or in the event that the Secretary deems it advisable or necessary,
the Secretary, after consultation with the governing body ofthe Municipality, require the Municipality to undergo a financial and management operations review or to enter into a FIAC
ifpennitted in accordance with Section 2.07 hereof. The governing body shall correct any deficiencies noted during such review and adopt charges or surcharges as may be required by the
Secretary during the term of this Loan Agreement. 16
ARTICLE VI MISCELLANEOUS Section 6.01. Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when: (a) hand delivered;
(b) mailed by registered or certified United States mail, postage prepaid; or (c) via telefax, with confirmation in the manner set forth imubsecrion (b), to the parties hereinafter set
forth at the following addresses: (1) to KDHE: Department of Health and Environment Forbes Field, Building 283 Topeka, Kansas 66620 Attention: Bureau of Water with a copy to its General
Counsel (2) to the Authority: Kansas Development Finance Authority Jayhawk Tower, Suite 1000 700 S.W. Jackson Topeka, Kansas 66603 Attention: President, with a copy to its General Counsel
(3) to the Municipality: at the address set forth on Exhibit H. All notices given by telefax as aforesaid shall be deemed given as of the date of evidence ofreceipt thereof by the recipient.
All notices given by registered or certified mail as aforesaid shall be deemed duly given as of the date they are so deposited in the United States Postal Service, if postage is prepaid.
Any of the foregoing parties may designate any.hrther or different addresses to which subsequent notices, certificates or other communications shall be sent, by notice in writing given
to the others. Section 6.02. Binding Effect. This Loan Agreement shall inure to the benefit of and shall be binding upon KDHE and the Municipality and their respective successors and
assigns. 17
' Section 6.03. Severability. In the event any provision ofthis Loan Agreement shall be held illegal, invalid or unenforceable by any court of competent jurisdiction, such holding shall
not invalidate, render unenforceable or otherwise affect any other provision hereof. Section 6.04. Amendments, Supplements and Modifications. This Loan Agreement may not be amended,
supplemented or modified without the prior written consent of the Authority. Section 6.05. Execution in Counterparts. This Loan Agreement may be executed in several counterparts, each
of which shall be deemed to be an original and all of which shall constitute but one and the same instrument. Section 6.06. Governing Law and Regulations. This Loan Agreement shall be
governed by and construed in accordance with the laws of the State, including the Loan Act and the Regulations which Regulations are, by this reference thereto, incorporated herein as
a part of this Loan Agreement. Section 6.07. Consents and Approvals. Whenever the written consent or approval of the State shall be required under the provisions of this Loan Agreement,
such consent or approval may only be given by the Secretary. Section 6.08. Further Assurances. The Municipality shall, at the request of KDHE, authorize, execute, acknowledge and deliver
such hrther resolutions, conveyances, transfers, assurances, financing statements and other instruments as may be reasonably necessary or desirable for better assuring, conveying, granting,
assigning and confirming the rights, security interests and agreements granted or intended to be granted by this Loan Agreement. PALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK] 18
IN WITNESS WHEREOF, KDHE and the Municipality have caused this Loan Agreement to be executed, sealed and delivered, effective as of the date above first written. THE KANSAS DEPARTMENT
OF HEALTH AND ENVIRONMENT, acting on behalf of THE STATE OF KANSAS By: %ecr&ry Date: 3-/q SALINA, KANSAS (Seal) Date: +a -01 ATTEST: By: "Municipahy" Title: Clerk 19
EXHIBIT A DESCRIPTION OF THE PROJECT The project consists of: Phase I1 improvements to the existing water treatment plant including: Construction of two new secondary clarifiers; improvement
and rehabilitation of the recarbonation system; rehabilitation ofthe existing filter and chemical building including installation ofnew filter controls; rehabilitation and upgrade of
the existing laboratory/maintenance building; installation of remote monitoring and control equipment; rehabilitation and remodel high service pump station to serve as an administration
building; and miscellaneous controls, valves, piping, sitework, and all related appurtenances thereto. A-1
EXHIBIT B DEDICATED SOURCE OF REVENUES AND LOAN REPAYMENT SCHEDULE Dedicated Source of Revenue. The Municipality shall impose and collect such rates, fees and charges for the use and
services hrnished by or through the System, including all improvements and additions thereto hereafter constructed or acquired by the Municipality as will provide System Revenues sufficient
to (a) pay the cost ofthe operation and maintenance of the System, (b) pay the principal of and interest on the Loan as and when the same become due, (c) pay all other amounts due at
any time under the Loan Agreement, and (d) pay the principal of and interest on Additional Revenue Obligations as and when the same become due; provided, however, the pledge ofthe System
Revenues contained herein (i) shall be subject to reasonable expenses of operation and maintenance ofthe System, and (ii) shall be junior and subordinate in all respects tothe pledge
of System Revenues to any Additional Revenue Obligations. In the event that the System Revenues are insufficient to meet the obligations under the Loan and the Loan Agreement, the Municipality
shall levy ad valorem taxes without limitation as to rate'or amount upon all the taxable tangible property, real or personal, within the territorial limits of the Municipality to produce
the amounts necessary for the prompt payment of the obligations under the Loan and Loan Agreement. Loan Repayment Schedule. The Municipality and KDHE have agreed that interest becoming
due semiannually on the b a n during the construction period for the Project may be capitalized and repaid as a part of the Loan. In this regard, KDHE shall give the Municipality written
notice of each semiannual installment of interest becoming due during the construction period. At its option, the Municipality may elect to pay such amounts, and if so elected, must
pay such amounts within 30 days of receipt of the notice of their becoming due. If the Municipality does not elect to pay such amounts within 30 days ofreceipt ofsuch notice, the amount
then due and owing as semiannual interest on the Loan shall be capitalized and added to the principal amount ofthe Loan and shall bear interest at the rate of interest set forth in Section
2.02 hereof. B-1
KANSAS PUBLIC WATER SUPPLY LOAN FUND Estimated Draws -Aaual Interest Rate Amortization of Loan Costs Prepared for: City of salina, Pmjea No. 2259 Gross Rate: Service Fee Rat& 31 14/01
Loan Interest Rate: Project Principal: Interest During Const.: Service Fee During Const. : Loan Origination Fee: Laan Reserve Account: Financial Integrity Assurance Contract: Gross Loan
Costs: 4.13% 0.35% 1st Payment Date: 3.78% Number of Payments 4,862,365.43 114,529.95 10.604.62 12,500.00 0.00 0.00 5,000.000.00 8/1/03 40 Payment payment Beginning Interest principal
Service Total Ending Number Date Balance Payment Payment Fee Payment Balance 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38
39 40 41 8/1/03 2/1/04 8/1/04 2/1/05 8/1/05 U1106 8/1/06 2/1/07 81 1 107 2/1/08 8/1 108 2/1/09 8/1/09 UlllO 8/1/10 2/1/11 8/1/11 2/1/12 8/1/12 2/1/13 8/1/13 2/1/14 8/1/14 2/1/15 8/1/15
2/1/16 8/1/16 2/1/17 8/1/17 2/1/18 8/1/18 2/1/19 8/1/19 2/1/20 8/1/20 2/1/21 8/1/21 2/1/22 8/1/22 2/1/23 8/1/23 5.000.000.00 4.918.381.26 4.835.077.09 4,750,052.70 4.663.272.55 4,574,700.38
4,484,299.21 4.3~,031.25 4,297.857.95 4,201,739.98 4,103,637.17 4,003.508.54 3.901.312.25 3,797,005.61 3,690,545.03 3,581.886.05 3,470,983.26 3,357,790.32 3,242,259.95 3,124,343.88 3.003.992.84
2,881,156.55 2,755,783.70 2,627,821.89 2.497.217.67 2.363.916.48 2,227,862.61 2,088,959.24 1,947.268.33 1,802,610.68 1,654,965.85 1.5O4.272.16 1.350.466.64 1,193,485.03 1,033.261.76
869,729.88 702,821.06 532.465.57 358.592.25 181.128.44 0.00 Totals 94,500.00 92.957.41 91.382.96 89.776.00 88.135.85 86.461.84 84.753.26 83,009.39 81,229.52 79,412.89 75,666.31 73,734.80
71,763.4 1 69.751.30 67,697.65 65.601.58 63.462.24 61,278.71 59,050.10 56.775.46 54.453.86 52.084.31 49.665.83 47,197.4 1 44,678.M 42,106.60 39,482.09 36,803.37 34.069.34 3 1,278.85
28.430.74 25.523.82 22,556.87 19.528.65 16,437.89 13,283.32 10.063.60 6.777.39 3.423.33 0.00 n.558.74 81,618.74 83.304.17 85.u24.40 86,780.15 88,572.16 90,401.18 92.267.96 94.173.29
%.117.W 98,102.81 100,128.63 102,1%.29 104,306.64 106.460.57 108.658.98 110,902.79 113,192.94 1 15,530.37 117.916.07 120,351.04 122.836.29 125,372.86 127,%1.81 130,604.22 133,301.19
136.053.86 138.863.38 141.730.91 144,657.65 147.644.83 150,693.69 153,805.52 156,981.60 160.223.27 163.531.88 166.908.82 170.355.48 173.873.33 177.463.81 181,128.44 0.00 8,750.00 8,607.17
8,461.38 8,312.59 8,160.73 8,005.73 7,847.52 7,686.05 7.521.25 7.353.04 7,181.37 7,006.14 6.827.30 6.644.76 6,458.45 6,268.30 6.074.22 5,876.13 5.673.95 5,467.60 5.256.99 5,042.02 4,822.62
4.598.69 4.370.13 4.136.85 3,898.76 3.655.75 3,407.72 3,154.57 2,896.19 2,632.48 2,363.32 2,088.60 1,808.21 1,522.03 139.94 931.81 627.54 316.97 0.00 184,868.74 184,868.74 184,868.74
184,868.74 184,868.74 184,868.74 184.868.74 184.868.74 184,868.74 184,868.74 184,868.74 184,868.74 184.868.74 184.868.74 184.868.74 184.868.74 184,868.74 184,868.74 184.868.74 184,868.74
184,868.74 184.868.74 184,868.74 184,868.74 184.868.74 184.868.74 184,868.74 184.868.74 184,868.74 184.868.74 184,868.74 184,868.74 184.868.74 184,868.74 184.868.74 184,868.74 184,868.74
184,868.74 184,868.74 184.868.74 0.00 4,918,381.26 4,835,077.09 4,750.052.70 4,663,272.55 4,574.700.38 4,484,299.21 4,392,031.25 4,297.857.95 4,201,739.98 4,103.637.17 4,003.508.54 3,901.312.25
3,797,005.61 3,690,545.03 3,581,886.05 3,470,983.26 3,357,790.32 3.242.259.95 3,124.343.88 3.003.992.84 2.881.156.55 2.755.783.70 2.627.821.89 2,497.217.67 2,363.916.48 2,227.862.61
2,088,999.24 1.947.268.33 1,802.610.68 1,654.965.85 1.504.272.16 1.350.466.64 1,193.485.03 1,033.261.76 869,729.88 702,821.06 532.465.57 358,592.25 181,128.44 0.00 0.00 2,191,804.71
5,000,000.00 202,944.88 7.394.749.59 B-2
EXH.IBIT C CONDITIONS APPLICABLE TO CONSTRUCTION OF THE PROJECT The standard conditions applicable to the Loan are: 1. Municipality agreest0 expeditiously initiate and complete the Project
in accordance with the following schedule: a. b. c. d. e. f. g. Advertising for bids within 30 days of authorization to advertise. Bid opening within 30 days of advertisement for bids.
Contract award within 60 days of bid opening. Issuance of notice to proceed within 30 days of contract award. Initiation of operation within 720 days ofnotice to proceed or no later
than August 1,2003. Finalization of construction within 750 days of notice to proceed. Project Performance Certification 365 days following Initiation of Operation. , No change may be
implemented by the Municipality which will delay or accelerate this schedule without prior approval of KDHE. KDHE must be promptly notified of any proposed changes. 2. Prior to giving
a notice to proceed, the Municipality must certifL that all easements and rights-of-way necessary to allow construction of the Project have been obtained u.al,l re al property has been
acquired, bonafide options have been taken or formal condemnation proceedings have been initiated for necessary real property). 3. A final plan of operations shall be submitted by the
Municipality for approval by KDHE at or prior to 50 percent construction completion. The plan of operation must include, but is not limited to, an overall Project completion schedule,
annual operating cost projections for a minimum of five years, adescription ofthe financial management system, and the projected revenues to operate and maintain the public water supply
system. Revenue projections shall also include the Loan Repayments.. 4. The final operations and maintenance manual must be submitted to KDHE at or prior to 90 percent construction completion.
The operations and maintenance manual must include, but is not limited to, a description ofthe operation and managerial responsibility, detailed operation and controls, operators and
personnel classification and requirements, operational testing, equipment maintenance schedule, operational records, and emergency operating and shutdown procedures. The rates and ordinances
enacting the System user charges and System use requirements (as approved by KDHE) shall be enacted prior to initiation of operation. . 5. 6 The Municipality agrees to make prompt payment
to its contractorfs) of sums due for construction and to retain only such amounts as may be justified by specific circumstances and provisions ofthis Loan Agreement or the construction
contract. 7. The Municipality will obtain a signed Certificate of Nonsegregated Facilities from the prime contractor prior to the award of a construction contract if the contract exceeds
$10,000 and is not exempt from the provisions of the equal opportunity clause. The Municipality will assure that the prime contractor obtains a signed copy of Certificate of Nonsegregated
Facilities from each c-1
subcontractor prior to the award of any subcontract exceeding $10,000, which is not exempt fiom the provisions of the equal opportunity clause. The certificate signed by the prime contractor
is to be kept on file with the Municipality; and certificates signed by subcontractors are to be kept on file with the prime contractor. 8 If required by KDHE, the Municipality hereby
assures that the engineering firm principally responsible for supervising construction and for providing engineering services during construction will continue its relationship with
the Municipality for a period of up to one year after initiation of operation of the Project. During this period, the engineering fum shall direct the operation of the Project, train
operating personnel and prepare curricula and training material for operating personnel. The following specific requirements apply: a. The Municipality agrees the performance standards
applicable to the Project are: (1) all construction deficiencies have been resolved. (2) all testing requirements of the specifications have been performed and met. b. The final plan
of operations submitted in accordance withmibit C, Condition No. 3 must include a draft proposal for these services. . c. The final operation and maintenance manual submitted in accordance
with Exlribit C, Condition No. 4 must be accompanied by a final proposal for these services. d. One year after completion of construction and initial operation of the Project, the Municipality
shall certify to KDHE whether or not such Project meets the design specifications and requirements contained in subparagraph a. of this condition. Any statement of noncompliance must
be accompanied by a corrective action report containing: an analysis of the cause of the Project's inability to meet performance standards; actions necessary to bring it into compliance,
and a reasonably scheduled date for positive certification of the Project. Timely corrective action will be executed by the Municipality. . e. Municipality agrees to h i s h KDHE with
an annual report describing actionstaken to date to achieve positive certification, planned future activities, the Project's status and potential for positive certifications. 9. The
Municipality hereby agrees to take affirmative steps set out in 40 CFR -3 1.36(e), to contract with minority and women owned disadvantaged businesses; and ensure that its consuItant(s)/contractor(s)
take affirmative steps to contract with Disadvantaged Business Enterprises during all phases of work fbnded under this Loan Agreement. Accordingly, the Municipality should include the
following prescribed information in solicitation documents: EPA Region VI1 Procedures for Implementation of40 CFR 3 1.36 (e), the KDHE Disadvantaged Business Enterprise Information Sheet,
and the Minority and Women's Enterprise Utilization Worksheet. ' 10. The Municipality agrees to submit to'KDHE a completed EPA Form 5700-52A within 1 5 days after the end of each Federal
fiscal quarter during which the recipient or its contractors award any subagreements to a minority or women's disadvantaged business for building and building-related services and supplies.
c-2
1 1. Ifrequired by KDHE, the Municipality agrees and is required to utilize the following affirmative steps in accordance with Section 129 of Public Law 100-590, Small Business Administration
Reauthorization and Amendment Act of 1988, when awarding any contracts under this loan. a. Placing Small Businesses in Rural Areas (SBRA) on solicitation lists; b. Making sure that SBRAs
are solicited whenever they are potential sources; c. Dividing total requirements, when economically feasible, into small tasks or quantities to permit maximum participation by SBRAs;
d. ' Establishing delivering schedules, where the requirements ofwork will permit, which would encourage participation by SBRAs; e. Using the servicesof Small Business Administration
and the Minority Business Development Agency of the U.S. Department of Commerce, as appropriate; and f. Requiring the contractor to take the affirmative steps in subparagraphs a. through
e. of this part if subcontracts are awarded. 12. If this Project is for a segment of a total project for the System, KDHE does not assume any obligation, commitment, or responsibility
for fbnding any other anticipated steps, phases, segments or stages or any other improvements to the System not constituting the Project. The Municipality agrees to complete the total
System improvements of which this Project is a part in accordance with the schedule presented in Exhibit C(Z), regardless of whether KDHE hnding is available for the remaining System
improvements. 13. The Municipality shall obtain any required Corps ofEngineers Section 404 and/or Section 10 permit prior to awarding the construction contract. 14. The Municipality
agrees that all bid solicitations will include the following statement: "The prospective participants must certifj by submittal oEPA Form 5700-49 "Certification Regarding Debarment,
Suspension and Other Responsibility Matters" that, to the best ofits knowledge and belief, it and its principals are not presently debarred, suspended, proposed for debarment, declared
ineligible or voluntarily excluded fiom covered transactions by any federal department or agency." The Municipality acknowledges that doing business with any party appearing in the "List
of Parties Excluded fiom Federal Procurement or Non Procurement Programs" may result in disallowance of federal funds under this Loan Agreement and may also result in suspension or debarment
under this Part. 15. The Municipality shall follow applicable state procurement laws and regulations. c-3
16. The Municipality hereby agrees to implement measures to mitigate all known adverse environmental effects of this project. The following mitigative actions are required: a. b. c.
d. proper grading, drainage and slope protection reseeding and revegetation to eliminate erosion efforts to avoid crossing and disturbing riparian habitat in the event the construction
work uncovers buried archeological artifacts, the Kansas Historical Society should be contacted immediately. 17. The Municipality agrees and consents to KDHE's authority to monitor and
enforce compliance with the mitigative measures identified in paragraph 16 above and the Loan Agreement conditions. 18. The Municipality further agrees that those members of the public
who participate in the environmental review process shall have the right to appeal the decisions made within that process. Further, that all such appeals shall be conducted pursuant
to the Kansas Administrative Procedures Act (K.S.A. 77-5501, et seq.) i d th e Act for Judicial Review (77-601, el seq.). 19. The Municipality agrees to comply with the Kansas Act Against
Discrimination, K.S.A. 44-1 00 1 ,er seq. and the Kansas Age Discrimination in Employment Act, K.S.A. 44-1 1 11 ,et seq. as provided by law and to include those provisions in every contract
or purchase order relating to the Project so that they are binding upon such subcontractors or vendors. PALANCE OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]
EXHIBIT D USE OF LOAN PROCEEDS The.loan proceeds will be utilized to pay the costs of: Pmiect DescriDtion 1. Construction: Phase 11 improvements to the existing water treatment plant
including: a) . Construction of two new secondary clarifiers; b) improvement and rehabilitation ofthe recarbonation system; c) rehabilitation of the existing filter and chemical building
including installation of new filter controls; d) rehabilitation and upgrade of the existing laboratory/maintenance building; e) installation of remote monitoring and control equipment;
f ) rehabilitation and remodel high service pump station to serve as an administration building; and g) miscellaneous controls, valves, piping, sitework, and all related appurtenances
thereto. 2. Engineering: All actual costs of planning, design and construction engineering, construction inspection, final plan ofoperation, operation and maintenance manual, user charge
and ordinance development, and project performance services. 3. Administration: All reasonable costs of legal and financial administmtive support directly provided by the project, costs
ofinterest during construction, emergency costs associated with the' project activities during construction, and the costs associated with obtaining the necessary easements for the project.
ADDroximate Cost $4,150,000 $640,000 $2 10,000 Total D-1 $5,000,000
EXHIBIT E INSTRUCTIONS FOR REQUESTING DISBURSEMENTS 1. A11 payment requests must be filed on the Outlay Report and Request for Disbursement Form and represent the actual completion level
of the project at the date the request is prepared. 2. All cost entries must be b&ed upon allowable work in place which is due and payable. This means that you may not request payment
for: a. Any work or services which have not been explicitly approved by the KDHE in the Loan Agreement or subsequent amendments. b. Any work performed under a change order unless written
approval ofthe change order has been given by the State. c. Any ineligible project costs. d. Any retainage which you are withholding from the construction contractor, engineer, etc.
e. Easements acquired through eminent domain are not eligible for finding. f. Costs associated with the approval, preparation, issuance and sale of Bonds, and other costs incidental
to normal operating overhead of a Municipality, whether performed by Municipal employees, the engineer, or the attorney. It is essential that you understand the cost basis of the approved
Loan amount. It is, therefore, necessary that you read the Loan Agreement (including all conditions) and its transmittal letter, any Loan amendments and Project correspondence, and that
you maintain current and accurate files on all approved change orders. Failure to follow these procedures may result in your requesting and subsequently receiving overpayment of loan
finds which later may, in turn, result in substantial inconvenience to you and the Municipality. This could include repayment or crediting to KDHE the interest earned on overpaid finds,
and any penalties that can result from this action. 3. The following information supplements the instructions on the backofthe Disbursement Form and relates to the numbered items on
the form: "2" Enter KDHE -Public Water Supply Section "3 " Enter complete project identification number "5 " 1'911 Enter complete employer identification number (assigned by IRS) Use
only columns (a), (b), and (c) E-1
'I 1 Oa" Signed by the authorized representative 1 Ob" Leave Blank 4. Submit two original signatures of the form and one set of supporting documentation directly to: Kansas Department
of Health & Environment Bureau of Water Public Water Supply Section Building 283 -Forbes Field Topeka, Kansas 66620 You should retain one copy for your records. 5. The Authorized Municipality
Representative identified in the Loan Agreement remains the principal contact for all project matters. [Balance of Page Intentionally Left Blank] E-2
rypsdwPrintedN ame and T i htklRsportSuknr‘tt d ITelephone ( h a C ode. Number 8 Ext.) Date Signed ITeleph.(ACod%Nmbr8 Typed or Printed N?me and T i E-3
1 5 6 9r 9b 9c 9d 9e 9f 90 . -. Hark tk appro riatc bax. If the requcst is final. the QOM’~ b&ed should represent the f i n a l cost of the project. t n t c r the employer identification
mqpber assigned “(% ,t t iktu tuiosn.) Icaotdeer Mifl Rrecqwuremsete dS ebryn cteh e [OFfe d?erIanl ~ U ~ 1C Y e is reserved for an account &r or Z r tifyiag W r th at M y b e assigned
by the recipient. hter k t s arpend~d for items as m, fees rental of vehicles u t d rqy othcr aedllistr.dvc crperwr. the of interest crpenre vhca authorzrcd 1.pr ogram l ~ k t im.Al
so rhap the .eamt interes t crpmre ah separate cbett. mter inspection ~d .udit fees of conitnactiaa related programs-Gotcr those amounts associated w i t h the actual coaotrpction of,
a64itim to, or r e s t o n t i o a of a f a c i l i t y . Also, include in this category, the .ro~llots €or project i m p r y f J such as severs. streets, laadscapmg, rad lxghtang. 9h
9 i 9J 9k 91 9. on lob. Enter =ts for a l l q u i .ovable. urlurive rqkg2ifz: for construction. For example, rmantntly attached laboratory tables, b d -h audio v i s d systems, movable
desk, chairs, mu laboratory equrpwnt. h t e r the ammats for ill items not specifically matiMed &OW. &ter the total t d t i v e amount t o date yhicb rharld be the SM of lines a through
Eater thc total ammt of r u iacooe applied to the loan agreesd$’?Ltify m a separate sheet of paper the sources and toper of tht incaac. b t e r the act cmil.tivc .molmt to date vhichthouldbetheamount
rbanroaliaej mims.the .ramt o line k. dEanttee.r the .rouat of nkbutraentr pai4 to Enter th amount a m being requested for r+arscment. This .roMt sbould be the drfference betvccn the
-t8 sbmn 011 linu 1 a d 1. I f biffermt, explain a l a separate sheet. To be c e l c t c d by the duly authotired recipient official. date +odd be thc actla1 date tbe form Is srrbrmtted
to the To be collpleted by the f a official representative e o is c e s y to the percent of project campletion as provided for M the tems of the loan agreement. 1-frrading rbeocy. -‘.
r -..-._ . * . -_ -.-. I .. . . : .. -. -. _ . . ._..-
EXHIBIT F FORM OF MUNICIPALITY ORDINANCE EXCERPT OF MINUTES OF A MEETING OF THE GOVERNING BODY OF THE CITY OF SALINA, KANSAS HELD ON APRIL 9,2001 ' The Governing Body of the City met
in regular session at the usual meeting place in the City, at 4:OO p-m., the following members being present and participating to-wit: Mayor Alan E. Jilka, Chairman presiding Commissioner
Kristin M. Seaton Commissioner Don Heath ' Commissioner Larry L. Mathews Commissioner Monte Shadwick Absent: None The Mayor declared that a quorum was present and called the meeting
to order. (Other Proceedings) Thereupon, there was presented an Ordinance entitled. AN ORDINANCE AUTHORUING TFXE EXECUTION OF A LOAN AGREEMENT BETWEEN SALINA, KANSAS AND THE STATE OF
KANSAS, ACTING BY AND THROUGH THE KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT FOR THE PURPOSE OF OBTAINING A LOAN FROM THE KANSAS PUBLIC WATER SUPPLY LOAN FUND FOR THE PURPOSE OF FINANCING
A PUBLIC WATER SUPPLY PROJECT; ESTABLISHING A DEDICATED SOURCE OF REVENUE FOR REPAYMENT OF SUCH LOAN; AUTHORIZING AND APPROVING CERTAIN DOCUMENTS IN CONNECTION THEREWITH; AND AUTHORIZING
CERTAIN OTHER . ACTIONS IN CONNECTION WITH THE LOAN AGREEMENT. Thereupon, Commissioner Mathews moved that said Ordinance be passed. The motion was seconded by Commissioner Seaton. Said
Ordinance was duly read and considered, and upon being put, the motion for the passage of said Ordinance was carried by the vote of the Governing Body, the vote being as follows: Yes:
No: 0 5; Shadwick, Heath, Mathews, Seaton, Jilka
Thereupon, the Mayor declared said Ordinance duly passed and the Ordinance was duly numbered Ordinance Number 01-10028 and was signed and approved by the Mayor and attested by the Clerk.
The Clerk was directed to publish the Ordinance one time in the official newspaper of the City. (Other Proceedings) On motion duly made, seconded and carried, the meeting thereupon adjourned.
(Published in The Salina Journal April 13,2001) ORDINANCE NUMBER 01-10028 AN ORDINANCE AUTHORIZING THE EXECUTION OF A LOAN AGREEMENT BETWEEN SALINA, KANSAS AND THE STATE OF KANSAS, ACTING
BY AND THROUGH THE KANSAS DEPARTMENT OF HEALTH AND’ENVIRONMENT FOR THE PURPOSE OF OBTAINING A LOAN FROM THE KANSAS PUBLIC WATER SUPPLY LOAN FUND FOR THE PURPOSE OF FINANCING A PUBLIC
WATER SUPPLY PROJECT; ESTABLISHING A DEDICATED SOURCE OF REVENUE FOR REPAYMENT OF SUCH LOAN, AUTHORIZING AND APPROVING CERTAIN DOCUMENTS IN CONNECTION THEREWITH; AND AUTHORIZJNG CERTAIN
OTHER ACTIONS IN CONNECTION WITH THE LOAN AGREEMENT. WHEREAS, the Safe Drinking Water Act Amendments of 1996 [PL 104-1821 to the Safe Drinking Water Act (the “Federal Act”) established
the Drinking Water Loan Fund to assist public water supply systems in financing the costs of infrastructure needed to achieve or maintain compliance with the Federal Act and to protect
the public health and authorized the Environmental Protection Agency (the ‘%PA”) to administer a revolving loan program operated by the individual states; and WHEREAS, to fund the state
revolving fund program, the EPA will make annual capitalization grants to the states, on the condition that each state provide a state match for such state’s revolving fund; and WHEREAS,
by passage of the Kansas Public Water Supply Loan Act, K.S.A. 65-163d et seq., as amended (the “Loan Act”), the State of Kansas (the “State”) has established the Kansas Public Water
Supply Loan Fund (the “Revolving Fund”) for purposes of the Federal Act; and WHEREAS, under the Loan Act, the Secretary of the Kansas Department of Health and Environment (the ‘“’KDHE”’)
is given the responsibility for administration and management of the Revolving Fund; and
WHEREAS, the Kansas Development Finance Authority (the “Authority”) and KDHE have entered into a Pledge Agreement (the ‘Wedge Agreement”) pursuant to which KDHE agrees to enter into
Loan Agreements with Municipalities for public water supply projects (the “Projects”) and to pledge the Loan Repayments (as defined in the Pledge Agreement) received pursuant to such
Loan Agreements to the Authority; and WHEREAS, the Authority is authorized under K.S.A. 74-8905(a) and the Loan Act to issue revenue bonds (the “Bonds”) for the purpose of providing
funds to implement the State’s requirements under the Federal Act and to loan the same, together with available funds fiom the EPA capitalization grants, to Municipalities within the
State for the payment of Project Costs (as said terms are defined in the Loan Act); and WHEREAS, Salina, Kansas (the “Municipality”) is a municipality as said term is defined in the
Loan Act which operates a water system (the “System”); and WHEREAS, the System is a Public Water Supply System, as said term is defined in the Loan Act; and WHEREAS, the Municipality
has, pursuant to the Loan Act, submitted an Application to KDHE to obtain a loan fiom the Revolving Fund to finance the costs of improvements to its System consisting of the following:
a) Construction of two new secondary clarifiers; b) Improvement and rehabilitation of the recarbonation system; c) Rehabilitation of the existing filter and chemical building including
installation of new filter controls; d) Rehabilitation and upgrade of the existing laboratoxy/maintenance building; e) Installation of remote monitoring and control equipment; f) Rane
habilitation and remodel high service pump station to serve as administration building; and g) Miscellaneous controls, valves, piping, sitework, and all related appurtenances thereto.
(the ‘Troject”); and
WHEREAS, the Municipality has taken steps necessary and has complied with the provisions of the Loan Act and the provisions of K.A.R. 28-15-50 through 28-15-65 (the “Regulations”) applicable
thereto necessary to qualify for the loan; and WHEREAS, KDHE has informed the Municipality that it has been approved for a loan in amount of not to exceed $5,000,000 (the “Loan”) in
order to finance the Project; and WHEREAS, the Governing Body of the Municipality hereby finds and determines that it is necessary and desirable to accept the Loan and to enter a loan
agreement and certain other documents relating thereto, and to take certain actions required in order to implement the Loan Agreement. SO NOW THEREFORE, ’ BE IT ORDAINED by the Governing
Body of the City of Salina, Kansas: Section 1. Authorization of Loan Agreement. The Municipality is hereby authorized to accept the Loan and to enter into a certain Loan Agreement, with
an effective date of March 14, 2001, with the State of Kansas. acting by and through the Kansas Department of Health and Environment (the “Loan Agreement”) to fjnance the Project Costs
(as defined in the Loan Agreement). The Mayor and Clerk are hereby authorized to execute the Loan Agreement in substantially the form presented to the Governing Body this date, with
such changes or modifications thereto as may be approved by the Mayor and the Municipality’s legal counsel, the Mayor’s execution of the Loan Agreement bebg conclusive evidence of such
approval. Section 2. Establishment of Dedicated Source of Revenue for Repayment of Loan. Pursuant to the Loan Act, the Municipality hereby establishes a dedicated source of revenue for
repayment of the Loan. In accordance therewith, the Municipality shall impose and collect such rates, fees and charges for the use and services furnished by or through the System, including
all improvements and additions thereto hereafter constructed or acquired by the Municipality as will provide System Revenues (as defined in the Loan Agreement) sufficient to (a) pay
the cost of the operation and maintenance of the System, (b) pay the principal of and interest on the Loan as and when the same become due, (c) pay all other amounts due at any time
under the Loan Agreement, and (d) pay the principal of and interest on Additional Revenue Obligations (as defined in the Loan Agreement) as and when the same become due; provided, however,
the pledge of the System
Revenues contained herein and in the Loan Agreement (i) shall be subject to reasonable expenses of operation and maintenance of the System, and (ii) shall be junior and subordinate in
all respects to the pledge of System Revenues to any Additional Revenue Obligations. In the event that the System Revenues are insufficient to meet the obligations under the Lo& and
the Loan Agreement, the Municipality shall levy ad valorem taxes without limitation as to rate or amount upon all the taxable tangible property, real or personal, within the territorial
limits of the Municipality to produce the amounts necessary for the prompt payment of the obligations under the Loan and Loan Agreement. In accordance with the Loan Act, the obligations
under the Loan and the Loan Agreement shall not be included within any limitation on the bonded indebtedness of the Municipality. Section 3. Further Authority. The Mayor, Clerk and other
City officials and legal counsel are hereby M e r authorized and directed to execute any and all documents and take such actions as they may deem necessary or advisable in order to carry
out and perform the purposes of the Ordinance, and to make alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved,
authorized and confirmed which they may approve, and the execution or taking of such action shall be conclusive evidence of such necessity or advisability. Section 4. Governing Law.
The Ordinance and the Loan Agreement shall be governed exclusively by and construed in accordance with the applicable laws of the State of Kansas. Section 5. Effective Date. This Ordinance
shall take effect and be in fid force h m and after its passage by the Governing Body of the City and publication in the official City newspaper. (SEAL) Lieu Ann Nicola, City Clerk Introduced:
April 2,2001 Passed: April 9,2001 LL.W AlanE. Jika,M or
EXHIBIT G FORM OF OPINION OF MUNICIPALITY’S COUNSEL Kansas Development Finance Authority Topeka, Kansas The Kansas Department of Health and Environment, acting on behalf of The State
of Kansas Topeka, Kansas Re: Loan Agreement effective as of March 14, 2001, between the Kansas Department of Health and Environment (“KDHE’), acting on behalf of the State of Kansas
(the “State”), and Salina, Kansas (the “Municipality“). I have acted as counsel to the Municipality in connection with the authorhtion, execution and delivery of the above referenced
Loan Agreement (the “Loan Agreement”). In my capacity as counsel to the Municipality, I have examined original or certified copies of minutes, ordinances of the Municipality and other
documents relating to the authorization of the Project, the authorization, execution and delivery of the Loan Agreement, and the establisbment of a Dedicated Source of Revenue (as dehed
in the Loan Agreement) for repayment of the Loan evidenced by the Loan Agreement. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned thereto
in the Loan Agreement. IU this connection, I have examined the following: an executed or certified copy of the Loan Agreement; proceedings adopted or taken by the Municipality to authorize
and approve the Project to be constructed with the proceeds of the Loan eVidenced by the Loan Agreement; Ordinance Number 01-10028 of the Municipality (the “Ordinance”) adopted on April
9,2001, and other proceedings of the Municipality taken and adopted in connection with the authorization, execution and delivery of the Loan Agreement, and the establishment of a Dedicated
Source of Revenue for repayment of the Loan evidenced by the Loan Agreement; and Such other proceedings, documents and instruments as I have deemed necessary or appropriate to the rendering
of the opinions expressed herein.
In this connection, I have reviewed such documents, and have made such investigations of law, as deemed relevant and necessary as the basis for the opinions herehailer expressed. Based
upon the foregoing, it is my opinion, as of the date hereof, that: 1. The Municipality is a municipal corporation duly created., organized and existing under the laws of the State. 2.
-The Municipality operates a Public Water Supply system, as said term is deked in the Loan Act. 3. The Project has been duly authorized by the Municipality. 4. The Municipality has all
requisite legal power and authority to, and has been duly authorized under the terms and provisions of the Ordinance to, execute and deliver, and perform its obligations under, the Loan
Agreement. 5. The Loan Agreement has been duly authorized, executed and delivered by the Municipality and constitutes a valid and binding agreement of the Municipality enforceable in
accordance with its terms, subject as to enforcement of remedies to any applicable bankruptcy, reorganization, insolvency, moratorium or other similar laws affecting creditor’s rights
heretofore or hereafter enacted, and subject further to the exercise of judicial discretion in accordance with gened principles of equity. In rendering this opinion I have assumed due
authorization, execution and delivery of the Loan Agreement by the State, acting by and through KDHE. 6. By adopting the Ordinance, the Municipality has duly authoriz.ed the Dedicated
Source of Revenue for repayment of the Loan to be made pursuant to the Loan Agreement. 7. To the best of my knowledge, the execution and delivery of the Loan Agreement by the Municipality
will not conflict with or result in a breach of any of the terms of, or constituk a default under, any ordinance, indenture, mortgage, deed of trust, lease or other agreement or instrument
to which the Municipality is a party or by which it or any of its property is bound or any of the rules or regulations applicable to the Municipality or its property or of any court
or other governmental body.
EMIBIT H MUNICIPALITY'S NOTICE ADDRESS Municipal Administration Center City of Salina 300 West Ash -PO Box 736 Salina, Kansas 6740 1-0736 Am: City Clerk H-1
EXHIBIT I FORM OF FINANCIAL INTEGRITY ASSURANCE CONTRACT This Contract is entered into as of , between the KANSAS RURAL WATER FINANCE AUTHORITY, a body corporate and politic ofthe State
of Kansas (the ”Authority”) and the C i t v of Sal i na a municipality ofthe State ofKansas (the “Municipality”) participating in the Kansas Public WaterSupply Loan Fund program (the
“Program”), with the approval and for the benefit ofthe KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT (“KDHE”);the administrator of the Program and for the benefit of the KANSAS DEVELOPMEe
FINANCE AUTHORITY (“KDFA”), as provider of certain financial services to the Program.. Recitals A. The Municipality has entered into a certain Loan Agreement (the “Loan Agreement”) with
KDHE, pursuant to the provisions of K.S.A. 65-1 65det seq. (the “Loan Act”) to finance improvements to the Municipality’s public water supply system (the “System”), pursuant to the Program.
B. The Loan Act specifically grants to the Secretary ofKDHE (the “Secretary”) certain powers and remedies to enforce the Loan Agreement. The Loan Agreement permits the Municipality to
enter into this contract and also permits the Secretary to require the Municipality to enter this contract as a means of assisting the Municipality to maintain financial integrity ofthe
System over the term ofthe Loan Agreement. C. KRWFA has been approved by KDHE to provide the Municipality with assistance in discharging certain System and financial management responsibilities
expressly or implicitly undertaken in the .Loan Agreement. . D. The Municipality [agrees][has been required by the Secretary] to engage the services of KRWFA for such purposes, and this
contract sets forth KRWFA’s undertakings with respect to the Municipality, the Municipality’s obligations to KRWFA and theirjoint obligations to KDHE to assist in the performance of
the Municipality’s covenants pursuant to the Loan Agreement. E. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Loan Agreement. Agreements
IN ADDITION TO THE SPECIFIC COVENANTS OF THE MUNICIPALITY CONTAINED IN THE LOAN AGREEMENT, WHICH ARE INCORPORATED HEREIN BY REFERENCE, THE PARTIES HERETO HEREBY AGREE AS FOLLOWS: I-1
1. Quarterly Management Reporl, The Municipality will complete a quarterly management report of operating data and financial information in the form prescribed by KRWFA and review the
same at the next meeting ofthe Municipality's governing body after completion ofthe report. A copy ofthe report as reviewed and approved by the Municipality's governing body will be
retained in the official records ofthe Municipality and shall also be fbmished to KRWFA. 2. Inspection ofBooksandRecords. "le Municipality will make available its financial books and
records for inspection by a duly authorized representative of KRWFA upon reasonable written request of KRWFA. 3. Annual Budget. Not later than 180 days prior to the beginning of each
fiscal year of the Municipality, the Municipality will furnish to KRWFA a proposed System budget for the ensuing fiscal year in the form prescribed by state statute, with such further
modifications as may be required by KRWFA. KRWFA will review the proposed System budget and return the same to the Municipality within 30 days with KRWFA's recommendations, if any. Not
later than the date required by statute, other legal document requirement or 120 days prior to the beginning of the Municipality's fiscal year, whichever is earlier, the Municipality's
governing body will adopt a budget ofanticipated receipts and expenditures ofthe System for the ensuing fiscal year. A copy of such adopted System budget will be retained in the official
records ofthe Municipality and a copy shall be h i s h e d to KRWFA. 4. AnnualAudit Not less than 90 days prior to the end of the Municipality's fiscal year, the Municipality shall submit
to KRWFA a written report stating the identity ofthe certified public accountant that has been engaged to conduct the audit of the Municipality's financial records for the preceding
fiscal year required by the Loan Agreement, and the anticipated date of receipt of the report of such audit. The Municipality shall cause an audit of its financial records, in a form
required by the Loan Agreement, to be completed not less than 210 days after the end of each fiscal ye* or such earlier date as may be required by statute or other legal document requirement,
whichever is earlier. Copies of such audit report shall be: (a) submitted tothe Municipality's governing body for review; (b) retained in the Municipality's oficial records; and (c)
hrnished to KRWFA. 5. ProposedRemediation Pian. Within 60 days of receipt ofthe Municipality's audit report, KRWFA shall review the same to determine compliance with the'financial covenants
contained in the Loan Agreement. If the Municipality isaot in compliance with the financial covenants set forth in the Loan Agreement, KRWFA will make recommendations to the Municipality
for remediation of the deficiencies. KRWFA shall also review the audit and the quarterly management reports required bySection I hereof, for developing trends, which, if continued, will
result in noncompliance in future years. Within 30 days after receipt of KRWFA's recommendations, the Municipality's governing body will meet to review such recommendations and will
submit to KRWFA its written plan for curing the deficiencies and/or implementing KRWFA's recommendations. 6. Assistance in Implementation of Prescribed Changes. KRWFA will provide the
Municipality with assistance in implementing a remediation plan that will assure future compliance with required financial covenants as soon as is practically feasible, including implementation
of changes in the water rates or operational practices of the Municipality as may be prescribed by the Secretary pursuant to the Loan Act. 1-2
7. Complinnce Certificaon. KRWFA will provide KDHE with an annual written compliance report for the Municipality within the time period set forth inSecfion 5 hereof for review ofthe
annual audit. Such report shall indicate compliance or noncompliance by the Municipality with its requirements under the Loan Agreement. Any recommendations provided by KRWFA pursuant
toSecfions 5 and/or 6 hereof shall' be included in such report. In the event that the Municipality does not implement such recommendations within a reasonable time, KRWFA shall immediately
noti@the Secretary of such noncompliance. 8. Fees. KRWFA shall be paid the FIAC Origination Fee as compensation for its services under this contract for the entire term of the Loan Agreement.
The fee may be included in the amount of the Loan Agreement ifthis contract is entered into at the time ofthe Loan Agreement. or may be paid by the ' Municipality (upon the execution
of the Loan Agreement) to KDFA for remittarice to KRWFA. 9. Dissemination of Informtion. KRWFA shall provide to KDHE and KDFA copies of all reports, recommendations and other written
material received by KRWFA fiom the Municipality or sent by KRWFA to the Municipality pursuant to the terms of this contract. . 10. Term This contract shall take effect upon its signature
and delivery by the parties hereto, and will remain in effect until all payments to be made by the Municipality under the Loan Agreement have been paid in full. 11. Binding Eflect; Beneficiaries.
This contract shall bind.the parties hereto, their respective successors and assigns, and is made for the benefit of KDFA and KDHE, and the parties. [BALANCE OF THIS PAGE HAS BEEN RVTENTIONALLY
LEFT BLANK] 1-3
EXECUTED AND DELIVERED on behalf of the parties by an authorized signatory as of the dates hereinafter set forth. KANSAS RURAL WATER FINANCE AUTHORITY By: Title: ' MUNICIPALITY U Title:
Mayor APPROVED: KANSAS DEPARTMENT OF HEALTH ANDENVIRONMENT By: i Date: Date: Title:
. 8:’ I SECOND AMENDMENT TO THE LOAN AGREEMENT BETWEEN THE KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT ACTING ON BEHALF OF THE STATE OF KANSAS AND SALINA, KANSAS KPWSLF PROJECT NO. 2259
. ORIGINAL LOAN AGREEMENT EFFECTIVE AS OF MARCH 14,2001 AMENDMENT NO. 2 EFFECTIVE AS OF APRIL 18,2005
Second Amendment to the Loan Agreement between the Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and Salina, Kansas Effective as of April 18,2005
WHEREAS, the City of Salina, Kansas (the Municipality) has entered into a Loan Agreement with the Kansas Department of Health and Environment, acting on behalf of the State of Kansas,
effective as of March 14,2001 , (the "Loan Agreement"); and WHEREAS, said Loan Agreement was entered into for the benefit of City of Salina, 1 .t -. . .-.:~ KPWSLF Project No..2259;
and -;* ? . *-WHEREAS, the Municipality hereby determines that it is necessary to amend certain exhibits to the Loan Agreement, and WHEREAS, this Second Amendment to the Loan Agreement
is entered into and effective as of April 18,2005; SECTION 1. Exhibit BI of the LOAN AGREEMENT BETWEEN THE KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT AND SALINA, KANSAS is hereby amended
to read as set forth on the pages attached hereto. SECTION 2. Except as herein specifically set out, the Loan Agreement is confirmed and ratified. 61 Second Amendment Effective as of
April 18,2005 2
I ~ I~ I (", I~ IN WITNESS WHEREOF, KDHE and the City of Salina have caused this Second Amendment to the Loan Agreemen~ for the Municipality to be executed, sealed and delivered, effective
as of April 18, 2005. Date: #-(Seal) , ATTEST: BY:~~ Title: ~ titA k..Date: Sly (0'5 The KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT, acting on behalf of THE STATE OF KANSAS By: ______
.::..-.;;:...-______ _ Ronald F. Hammerschmidt Director, Division of Environment "KDHE" Title: _--,C",,-, .......,1fv~-<-/l1--"--eA._A.....!.;...."?J.;...:(jJ';::..--CiTY of Salina o
Second Amendment Effective as of April 18, 2005 3
KANSAS PUBLIC WATER SUPPLY LOAN FUND ' Project Principal: Interest During Const.: Senice Fee During Const: Loan Origination Fee: Loan Reserve Account: Actual Draws -Actual Interest Rate
Financial Integrity Assurance Contract: Gross Lorn Costs: Service Fee Rate: 0.35% 1 SI Payment Date: 411 812005 Loan Interest Rate: 3.78% Number ofPayments: %timion of Loan Costs -FINAL
p.& &'ired for: City of Salina, Project No. 2259 Gross Rate: 4.13% 4,815,358.79 157,552.96 14,588.25 I2,500.00 0.00 0.00 5,000,000.00 8/1/2003 40 Payment Payment Beginning Interest Principal
Service Total Ending Number Date Balance Payment Payment Fee Payment Balance 1 8/1/2003 5,000,000.00 90,038.36 86,493.48 8,336.90 184,868.74 4,913,506.52 2 211 12004 4,913,506.52 92,086.52
84:255.69 J 8,526.53 184,868.74 4,829,250.83 3 8/1/2004 4,829,250.83 91,272.84 85,144.71 8,451.19 184,868.74 4,744,106.12 4 2/1/2005 4,744,106.12 89,663.61 86,902.94 J 8,302. I9 184,868.74
4,657,203. I8 4:568,746.30 4,478,462.78 4,386,3 14.91 4,292,,264.18 184,628.13 5 8/1/2005 4,657,203.1 8 88,02 1. I4 38,456.88 8,150.1 1 6 2/1/2006 4,568,746.30 86,349.3 1 90,283.52 4
7,995.30 7,837.31 92'147'87/7,676.0 j 184,628.13 7 8/1/2006 4,478,462.78 84,642.95 8 211 DO07 4,3 86,3 14.9 1 82,901.35 94,050.73 10 2/1/2008 4,196,271.30 79,309.53 97,975.13 184,628.13
I\b 4,098,296.17 . 77,457.801 99,998.31 /J 1,172.02 184,628.13 ((0 3,998297.86 7'343.476 184,628.19 3,896,234.58/I 1 8/1/2008 4,098,296.11 . 12 2/1/2009 3,998,297.86 75,567.83 102,063.28
6,997.02 104.1 70.89 6,8 18.41 184,628.13719~* 3,792,063.69 7 1.670.00 1 06.322.0 1 6.636.1 2 9 811i2007 4,292,264.1 8 81,123.79 95,992.88 7,s 1 I .46 1-84,628. I 3 17 18 19 20 21 22
23 . 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 -8/1/2010 2/1/2011 8/1/2011 211 120 1 2 8/1/2012 2/1/2013 8/1/2013 2/112014 811 120 1 4 2/1/2015 8/1/2015 211 120 16 8/1/20 16
2/1/2017 8/1/2017 2/1/2018 8/1/2018 2/If2019 8/1/2019 2/1/2020 8/1/2020 2/1/2021 811 1202 1 2/1/2022 8/1/2022 UIl2023 8/1/2023 3,685,741.68 3,577,224.1 2 ~ 3,466,465.67 3,353,420.06
3,238,040.06 3,120,277.16 3,000[083.06 2,877,406.65 2,752,196.97 2,624,40 1.7 1 2,493,967.48 2,360,839.78 2,224,962.99 2,086,280.35 1,944,733.91 1,800,261.54 I ,652,811.87 I ,502,3 14.3
1 1,348,708.97 I ,I 91,93 1.68 l,031,9 16.94 868,597.90 701,906.32 53 1,772.56 358,125S3 180,892.69 '0.00 Totals Second Amendment Effedive as of April 18.2005 -..--69%%3 67,609.54 65,5
16.20 63,379.64 6 I ,I 98.96 58,973.24 56,701.57 54,382.99 52,016.52 49,601.19 47,135.99 44,619.87 42,05 1.80 39,430.70 36,755.47 34,025.00 31,238.14 28,393.74 25,490.60 22,527.5 1 19,503.23
16,4 16.50 13,266.03 10,050.50 6,768.57 3,118.87 0.00 . 108,s 17.56 1IO,758.45 113,045.61 115,380.00~ 1 17,762.60 120,191.40 122,676.4 1 125,209.68 127,795.26 130,434.23 133,127.70 135,876.79
138,682.64 14 1,546.44 144,469.37 147,452.67 150,497.56 153,605.34 156,777.29 160,014.74 163,319.04 166,69 1.58 170,133.76 173,647.03 177,232.84 180,892.69 0.00 6,450.05 6,260.14 6,066.32
5,868.49 5,666.57 5,460.49 5,250.15 5,035.46 4,816.35 4,592.71 4,364.44 4,13 1.47 3,893.69 3,650.99 3,150.46 2;892.43 2,629.05 2,360.24 2,085.88 1,805.86 1,520.05 1,228.34 930.60 626.72
3 16.57 3,403.29 184,6283~ c 184,628. I3 184,628.1 3 184,628.1 3 184,628.13 184,628.13 184,628.13 184,628.13 184,628.1 3 181,628.13 184,628.13 ,I 84,628.13 184,628.13 184,628.13 184,628.13
184,628.13 184,628.13 184,628.13 I 84,628.13 184,628.1 3 184,628.1 3 184,628.1 3 184,628.13 183,628.13 184,628.13 3,466,465.67 3.353.420.06 3,23 8,040.06 3,120,277.46 3,000,083.06 2,877,406.65
2,752,196.97 2,624,40 I .7 1 2,493,967.48 2,360,839.78 2,224,962.99 2,086,280.35 1,944,733.91 1,800,264.54 I ,652,8 I 1.87 1,502,314.31 1,348,708.97 1,191,93 1.68 I ,03 1,9 16.94 868,597.90
701,906.32 53 1,772.56 358,125.53 180,892.69 0.00 0.00 0.00 0.00 2,183,876.75 5,000,000.00 202,210.89 7,386,087.64 B1 4 Prepared by DAAR
Project Principal: 4.862.365.43 Interest During Const.: KANSAS PUBLIC WATER SUPPLY LOAN FUND Estimated Draws -Actual Interest Rate Amortization of Loan Costs Prepared for: City of Salina,
Projeu No. 2259 Service Fee During Const.: Loan Origination Fee: Loan Reserve Account: 0.00 Financial Integrity Assurance Contract: 0.00 Gross p m costs: 5.000,000.00 Gross Rate: 4.13%
0.35% 1st Payment Date: Loan Interest Rate: 3.78% Number of Payments Service Fee Rate: 3/14/01 Beginning Interest Principal Service Total Balance Payment Payment Fee Payment :-._ Q:
5 8/1/05 ' 4m 6 2/1/06 4.574, 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 * 38 39 40 41 81 1/06 2/1/07 81 1/07 2/1/08 8/1/08 2/1/09 8/1/09
2/1/10 8/1/10 2/1/11 8/1/11 2/1/12 8/1/12 U1113 8/1/13 2/1/14 8/1/14 2/1/15 8/1/15 2/1/16 8/1/16 2/1/17 8/1/17 2/1/18 8/1/18 2/1/19 8/1/19 4,484,299.21 4.392.031.25 4.297.857.95 4,201,739.98
4.103.637.17 4,003,508.54 3 . m ,312.25 3,797,005.6 1 3,690,545.03 3,581,886.05 84.753.26 75,666.3 1 73,734.80 7 1.763.41 69.75 1.30 67,697.65 92,267 .% 94,173.29 3.357.790.32 6 3,242,259.95
6 3.124.343.88 5 .68 34,069.34 ,272.16 28.430.74 ,466.13 25,523.82 1,193,485.03 22,556.87 869.729.88 16,437.89 702.821.06 13,283.32 532.465.57 10,063.60 2/1/23 181,128.44 ' 3,423.33
i ,033.26i.76 19.528.65 358.592.25 6.7n;39 7,353.04 7.18 1.37 7.006.14 6.827.30 6,w.76 6.458.45 6,268.30 113,. 192.94 115.530.37 117.916.07 120.351.04 122.836.29 125.372.86 127.961.81
130.604.22 133.301 .I9 136.053.86 138.863.38 141,730.91 144,657.65 147,644.83 150,693.69 153.805.52 156.981.60 160.223.27 163.531.88 166,908.82 170.355.48 173.873.33 177.463.8 1 181.128.44
5.256. 5.042.02 4.822.62 4.598.69 4.370.13 4.136.85 3.898.76 3.655.75 3.407.72 3.154.57 2.8%. 19 2,632.48 2.363.32 2.088.60 1.808.21 1.522.03 1,229.94 931.81 627.54 316.97 184.868.74
184,868.74 184,868.74 184,868.74 184,868.74 184.868.74 184.868.74 184.868.74 184,868.74 184.868.74 184.868.74 184,868.74 184,868.74 184.868.74 184,868.74 184.868.74 84.868.74 184,868.
4.392,031,% 4.297.857.95 4,201,739.98 4,103.637.17 ' , 4,.003,508.54 ' 3,901,312.25 . 3,797.005.61 3.690.545.03 3,581,886.05 3,470,983.26 3.357.790.32 3.242.259.95 3,124,343.88 3,003,992.84
2.881.156.55 2.755.783.70 2,627,821.89 2.497.217.67 2.363.916.48 2.227.862.61 2,088.999.24 /8/1/23 0.00 '-0.00 0.00 0.00 . 0.00 0.00 h 1:
i GILMORE & BELL, P.C. Document No. K105296.03\0rd2 ORDINANCE NO. 0 1 -10042 AN ORDINANCE AUTHORIZING THE ISSUANCE AND DELIVERY OF $5,350,000 PRINCIPAL AMOUNT OF GENERAL OBLIGATION INTERNAL
IMPROVEMENT PURPOSE OF PAYING THE COST OR A PORTION OF THE COST OF CERTAIN IMPROVEMENTS; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUAL TAX AND SPECIAL ASSESSMENTS FOR THE PURPOSE
OF PAYING THE PRINCIPAL OF AND INTEREST ON THE BONDS AS THEY BECOME DUE; MAKING CERTAIN COVENANTS WITH RESPECT THERETO. BONDS, SERIES 2001-A, OF THE CITY OF SALINA, KANSAS, FOR THE WHEREAS,
the City of Salina, Kansas (the "City") is a City of the first class, created, organized and existing under the laws of the State; and WHEREAS, pursuant to K.S.A. 10-101 etseq., K.S.A.
12-6a01 et seq. and K.S.A. 12-685 etseq., all as amended and supplemented, and all other applicable provisions of the laws of the state of Kansas, the governing body of the City has
caused the following improvements to be undertaken in the City (such improvements to be referred to as the "Improvements"): 1. 3. 4. 5. 6. 7. 8. 9. 10. -7. Morrison's Addition Replat
of Blocks Four (4), Ten (lo), Eleven (1 1) and Twelve (12), Georgetown Addition Eastview Estates Addition Aurorahlagnolia Drainage South Ohio East .Bank Estates Twin Oaks Woodland Hills
S. 9th Street Water and Sewer Improvements Holiday Addition WHEREAS, all legal requirements pertaining to the Improvements have been complied with, and the governing body of the City
now finds and detennines that the total cost of the Improvements is at least $5,350,000, to be paid by the issuance of general obligation bonds; and WHEREAS, the governing body of the
City is authorized by law to issue general obligation bonds of the City to pay the costs of the Improvements; and WHEREAS, the governing body of the City hereby finds and determines
it is necessary for the City to authorize the issuance and delivery of its general obligation bonds in the principal amount of $5,350,000 to pay the costs of the Improvements; NOW, THEREFORE,
BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF SALINA, KANSAS, AS FOLLOWS: !
"Act" means the Constitution and all applicable statutes of the State including but not limited to K.S.A. 10-101 et seq., K.S.A. 12-6a01 et seq. and K.S.A. 12-685 et seq., all as amended
and . supplemented. "Authorized Cost" means the amount of expenditure for an Improvement which has been authorized to be paid by the City by a resolution or ordinance of the City, less
(1) the amount of any notes or bonds of the City which are currently outstanding and available to pay the Authorized Cost, and (2) any'Authorized Cost which have been previously paid
by the City or by any eligible source of funds unless such amounts are entitled to be reimbursed under State and federal law. "Bond and Interest Fund" means the Bond and Interest Fund
of the City for its general obligation bonds. "Bonds" means the General Obligation Internal Improvement Bonds, Series 200 1 -A authorized by this Ordinance in the aggregate principal
amount of $5,350,000 and dated July 15,2001. Tity" means the City of Salina, Kansas. "City Clerk" means the appointed and acting City Clerk or, in the City Clerk's absence, the appointed
and/or elected Deputy or Acting City Clerk of the City. Tode" means the Internal Revenue Code of 1986, as amended, and the applicable regulations proposed or promulgated thereunder of
the United States Department of the Treasury. "Improvements" means the improvements referred to in the preamble to this Ordinance. "Mayor" means the elected and acting Mayor of the City
or, in the Mayork absence, the appointed and/or elected Vice or Acting Mayor of the City. "Ordinance" means this Ordinance authorizing the issuance of the Bonds. "State" means the state
of Kansas. "Treasurer" means the appointed and acting Treasurer of the City or, in the Treasurer's absence, the appointed andor elected Deputy or Acting Treasurer of the City. , of a,mEhmm
for the B.onds. These Bonds shall be issued for the purpose of providing funds to pay the Authorized Costs of the Improvements. The Bonds shall be general obligations of the City payable
as to both principal and interest in part from special assessments levied upon the property benefited by the construction of certain portions of the Improvements and, if not so paid,
from ad valorem taxes which may be levied without limitation as . to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City.
The balance of the principal and interest on the Bonds shall be payable from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible
property, real and personal, within the territorial limits of the City. The full faith, credit and resources of the City are -2-
hereby irrevocably pledged for the prompt payment of the principal of and interest on the Bonds as the same become due. De-$ of the Rnnds. The Bonds shall be dated and bear interest,
shall mature and be payable at such times, shall be in such forms, shall be subject to redemption and payment prior to the maturity thereof, and shall be issued and delivered in the
manner prescribed and subject to the provisions, covenants and agreements set forth in a resolution hereinafter adopted by the governing body of the City. . . J.eW amlCd&h o f f . The
governing body of the City shall annually make provision for the payment of principal of, premium, if any, and interest on the Bonds as the same become due, taking into account any scheduled
mandatory redemptions, by levying and collecting the necessary taxes and/or assessments upon all of the taxable tangible property within the City in the manner provided by law. The taxes
andor assessments referred to above shall be spread upon the tax rolls and shall be levied and collected at the same time and in the same manner as the general ad valorem taxes of the
City are levied and collected, and the proceeds derived @om the taxes and/or assessments shall be deposited in the Bond and Interest Fund. If at any time the taxes and/or assessments
are not collected in time to pay the principal of or interest on the Bonds when due, the Treasurer is hereby authorized and directed to pay the principal or interest out of the general
h d s of the City and to reimburse the general funds for money so expended when the taxes and/or assessments are collected. Sectinn.' Tax. The City covenants and agrees that it will
not take any action, or fail to take any action, if any such action or failure to take action would adversely affect the exclusion of the interest on the Bonds from gross income for
federal income tax purposes. The City covenants and agrees that it will use the proceeds of the Bonds as soon as practicable and with all reasonable dispatch for the purpose for which
the Bonds are issued as previously set forth, and that it will not directly or indirectly use or permit the use of any proceeds of the Bonds or any other funds of the City, or take or
omit to take any action that would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148(a) of the Code. To that end, the City will comply with all requirements of
Section 148 of the Code to the extent applicable to the Bonds. . The City covenants and agrees that it will not use any portion of the proceeds of the Bonds, including any investment
income earned on such proceeds, directly or indirectly, in a manner that would cause any Bond to be a "private activity bond" within the meaning of Section 141(a) of the Code. vT.he
Mayor, City Clerk and other City officials are authorized and directed to execute such documents and take such actions as they may deem necessary or advisable in order to carry out the
purposes of this Ordinance. The Ordinance and the Bonds shall be governed by and construed in accordance with the=s of the State. ive Date. This Ordinance shall take effect and be in
full force from and after its passage by the governing body of the City and publication in the official City newspaper. -3-
( PASSED by the governing body of the City on July 9, 2001. (SEAL) -4-
GEMORE & BELL, P.C. Document No. K105296.03\Res2 RESOLUTION NO. 0 1-5 73 3 OF CITY OF SALINA, KANSAS ADOPTED my 9,2001 $5,350,000 GENERAL OBLIGATION INTERNAL IMPROVEMENT BONDS SERIES
2001 -A
RESOLUTION TABLE OF CONTENTS Title .................................................................................................................... Recitals ......................................
......................................................................... ARTICLE I DEFINITIONS Section 101 . Definitions ofwords and Terms ...........................................................
.............. Section 201 . Section 202 . Section 203 . Section 204 . Section 205 . Section 206 . Section 207 . Section 20s . Section 209 . Section 210 . Section 21 1 . ARTICLE IT DETAES
OF THE BONDS Authorization of the Bonds ................................................................................. Description ofthe Bonds .....................................................
............................... Designation of Paying Agent and Bond Registrar .............................................. Method and Place of Payment ofthe Bonds .................................
..................... Method of Execution and Authentication of the Bonds .............................. ...... Registration, Transfer and Exchange of Bonds ..........................................
........ Surrender and Cancellation of Bonds ................................................................ Temporary Bonds .........................................................................
...................... Mutilated, Lost, Stolen or Destroyed Bonds ...................................................... Delivery of the Bonds ........................................................
................................ Book-Entry Bonds; Securities Depository ......................................................... ARTICLE III REDEMPTION OF THE BONDS Section 301 . Section
302 . Section 303 . Section 301 . Optional Redemption .......................................................................................... Selection of Bonds to be Redeemed ....................
.................... :... ....................... Notice of Redemption ........................................................................................ Effect of Call for Redemption
............................................................................ ARTICLE IV ESTABLISHMENT OF FUNDS AND ACCOUNTS 1 1 1 4 4 4 4 5 . 5 6 6 6 7 7 Section 401 . Creation of Funds
and Accounts ........................................................................ 9 Section 402 . Administration of Funds and Accounts ............................................................
.. 10 -1-
ARTICLE V APPLICATION OF BOND PROCEEDS Section 501. Disposition of Bond Proceeds ............................................................................ 10 Section 502. Withdrawals
from the Improvement Fund ......................................................... 10 Section 503. Surplus in the Improvement Fund ...................................................................
... 10 ARTICLE VI PAYMENT OF THE BONDS Section 60 1. Section 603. Application of Moneys in the Principal and Interest Account ........................... Surplus in Principal and Interest
Account .......................................................... . 10 11 Section 602. Transfer ofFunds to Paying Agent ....................................................................
10 ARTICLE VII DEPOSES AND INVESTMENT OF FUNDS Section 701. Deposits .............................................................................................................. 11
Section 702. Investments ........................................................................................................ 11 ARTICLE Vm DEFAULT AND REMEDIES Section 801. Remedies
............................................................................................................ 11 Section 802. Limitation on Rights of Bondowne rs ......................................
........................... 12 Section 803. Remedies Cumulative ........................................................................................ 12 ARTICLE M AMENDMENTS Section
901. Amendments ...................................................................................................... 12 Section 902. Written Evidence ofhendments ...................................
.................................. 13 ARTICLE X DEFEASANCE Section 1001. Defeasance .........................................................................................................
13
ARTICLE XI Section 1101 . Section 1201 . Section 1202 . Section 1203 . Section 1204 . Section 1205 . Section 1206 . Section 1207 . CONTINUING DISCLOSURE REQUIREMENTS Disclosure Requirements
................................................................................... ARTICLE XII MISCELLANEOUS PROVISIONS Preliminary Official Statement and Official Statement ........................
.............. Severability ......................................................................................................... Rebate Covenants ................................................
............................................... Tax Covenants .................................................................................................... Further Authori ty
................................................................................................ Governing Law ........................................................................................
.......... Effective Date ..................................................................................................... Adoption ..............................................................
............................................... Signatures and Seal ............................................................................................ Exhibit A . Bond Form
Exhibit B .Co ntinuing Disclosure hstructions ... -111-14 14 14 14 15 15 15 15 16 16
/-" , RESOLUTION NO. 01-5733 A ' RESOLUTION PRESCRIBING THE FORM AND DETAILS OF AND AUTHORIZING THE DELIVERY OF $5,350,000 PRINCIPAL AMOUNT OF OF THE CITY OF SALINA, KANSAS, PREVIOUSLY
AUTHORIZED BY WITH RESPECT THERETO. GEhERAL OBLIGATION INTERNAL IMPROVEMENT BONDS, SERIES 2001-A, ORDINANCE NO. 01-10042 OF THE C m AND MAKING CERTAIN COVENANTS WHEREAS, the City has
adopted the Ordinance authorizing the issuance of the Bonds; and WHEREAS, the Ordinance authorized the governing body.of the City to adopt a resolution prescribing certain details and
conditions and to make certain covenants with respect to the issuance of the Bonds; NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF SALINA, KANSAS, AS FOLLOWS: ARTICLE
I DEFINITIONS Section 101. Definitions of Words and Terms. "Act" means the Constitution and statutes of the State of Kansas including, but not limited to, K.S.A. 10-10'1 et seq., K.S.A.
12-6a01 et seq. and K.S.A. 12-685 et seq., all as amended and supplemented. "Arbitrage Instructions" means the Arbitrage Instructions (dated as of the date of issuance of the Bonds)
relating to certain matters within the scope o f Section 148 of the Code, as the same may be mended or supplemented in accordance with its tern. "Authorized Costs" means the amount of
expendime for an Improvement which has been duly authorized to be paid by the City by a resolution or ordinance of the City, less (1) the amount of any notes or bonds of the City which
are currently outstanding and available to pay such Authomd Costs, and (2) any Authorized Costs which have been previously paid by the City or by any eligible source of funds unless
such amounts are entitled to be reimbursed under State and federal law. "Authorized Investments" means investments authorized by K.S.A. 10-131, as amended from time to time, or as otherwise
permitted under the laws of the State. "Bond and Interest Fund" means the Bond and Interest Fund of the City for its general obligation bonds. "Bond Counseltt means the firm of Gilmore
& Bell, P.C., or any other attorney or firm of attorneys whose expertise in matters relating to the issuance of obligations by states and their political subdivisions is nationally recognized
and acceptable to the City.
,-.-. "Bondowner" shall have the same meaning as the term Owner. "Bond Registrar" means the Treasurer of the State, Topeka, Kansas, and its successors and assigns. "Bonds" means the
City's General Obligation Internal Improvement Bonds, Series 2001-A Bonds in the aggregate principal amount of $5,350,000 and dated July 15,2001. "Cede & Co." means Cede & Co., as nominee
name of The Depository Trust Company, New York, New York. "City" means the City of Salina, Kansas. "City Clerk'' means the duly appointed and acting City Clerk of the City or, in the
City Clerk's absence, the duly appointed and/or elected Deputy or Acting City Clerk of the City. "Code" means the Internal Revenue Code of 1986, as amended, and the applicable regulations
proposed or promulgated thereunder of the United States Department of the Treasury. "Continuing Disclosure Instructions" means d e Continuing Disclosure Instructions dated May 6, 1996
and attached as an exhibit to Resolution No. 96-5007 of the City (pertaining to General Obligation Internal Improvement Bonds, Series 1996-A of the City), as fiom time to time amended
and attached hereto as Exhibit B. "Costs of Issuance" shall mean all costs of issuing the Bonds, including all publication, printing, signing and mailing expenses but not limited to,
registration fees, all fees and expenses of legal counsel, and any expenses incurred in connection with receiving ratings on the Bonds, any financial advisory fees and all other related
expenses. "Improvement Fund" means the Improvement Fund for Salina, Kansas, General Obligation Internal Improvement Bonds, Series 200 1-A, created herein. "Improvements" means the improvements
referred to in the preamble to the Ordinance. "Interest Payment Dates" means April 1 and October 1 of each year, commencing April 1,2002, and ending on the maturity date of the Bonds,
or such other time as the Bonds are paid. "Mayor'' means the duly elected and acting Mayor of the City or, in the Mayor's absence, the duly appointed and/or elected Mayor or acting Mayor
of the City-. "Ordinance" means Ordinance No. 01-10042 of the City authorizing the issuance of the Bonds. "Original Purchaser" means George K. Baum & Company, Kansas City, Missouri.
"Outstanding" means as of a particular date, all Bonds heretofore issued, authenticated and delivered under the provisions of this Resolution, except: (a) Bonds cancelled by the Paying
Agent or delivered to the Paying Agent for cancellation pursuant to t h ~ sR esolution; -2-
(b) Bonds 'for the payment or redemption of which monies or investments have been deposited in accordance with this Resolution; and (c) Bonds in exchange for or in lieu of which other
Bonds have been authenticated and delivered pursuant to this Resolution. "Owner" or "Registered Owner" when used with respect to any Bond means the person in whose name such Bond is
registered on the registration books of the City as maintained by the Bond Registrar. "Participants" means those financial institutions.for whom the Securities Depository effects bookentry
transfers and pledges of securities deposited with the Securities Depository, as such listing of Participants exists at the time of such reference. "Paying Agent" means the Treasurer
of the State, Topeka, Kansas, and any successors and assigns. "Pnncipal and Interest Account" means the Principal'and Interest Account for Salina, Kansas, General Obligation Internal
Improvement Bonds, Series 2001-A, created in the City's Bond and Interest Fund. "Principal Payment Dates" means October 1 of the years as set forth in Section 202 of this Resolution,
or until such time as the aggregate principal amount of the Bonds has been paid or provision is made for the payment of the Bonds. "Purchase Price" means 100% of the principal amount
of the Bonds plus accrued interest to the date of delivery and plus any premium to be paid by the Original Purchaser. "Record Dates" means the fifteenth day of each month precedmg the
Interest Payment Dates of each year the Bonds are OutsGding. "Representation Letter" means the Representation Letter, if any is required, from the City to the Securities Depository with
respect to d e Bonds. "Resolution" means this resolution relating to the Bonds. "Securities Depository" means, initially, The Depository Trust Company, New York, New York, and its successors
and assigns. "State" means the state of Kansas. "Treasurer" means the duly appointed and acting Treasurer of the City or, in the Treasurer's absence, the duly appointed Deputy or acting
Treasura of the City. -3-
/' ! ARTICLE II DETAILS OF TIIE BONDS Section 201. Authorization of the Bonds. The Bonds have been issued pursuant to the Ordinance for the purpose of providing funds to pay the Authorized
Costs of the Improvements. Section 202. Description of the Bonds. The Bonds shall consist o,f fully registered bonds in the denomination of $5,000 or any integral multiple thereof, shall
be dated July 15,2001, shall be numbered in such manner as the Bond Registrar shall determine, shall be in substantially the fonn set forth in Exhibit A to this Resolution and may be
in typewritten fonn. All of the Bonds shall become due on the Principal Payment Dates and shall bear interest from the date thereof as follows: MATURITY PRINClPAL INTEREST OCTOBER 1
AMOUl\TT RATE 2002 $360,000 4.000% 2003 360,000 4.000% 2004 360,000 4.000% 2005 360,000 4.250% 2006 360,000 4.250% 2007 355,000 4.250% 2008 355,000 4.500% 2009 355,000 4.500% 2010 355,000
4.500% 2011 355,000 4.500% 2012 355,000 4.500% 2013 355,000 4.625% 2014 355,000 4.750% 2015 355,000 4.850% 2016 355,000 4.900% Interest on the Bonds at the rates stated above (computed
on the basis of a 360-day year of twelve 30-day months) from the date thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for, shall
be payable on the Interest Payment Dates to the Owners whose names appear on the books maintained by the Bond Registrar at the close of business on the Record Dates. Section 203. Designation
of Payjng Agent and Bond Registrar. The Treasurer of the State, Topeka, Kansas, is hereby designated as the Paying Agent and Bond Registrar for the Bonds. The Mayor and City Clerk of
the City are hereby authorized and empowered to execute on behalf of the City an agreement with the Bond Registrar and Paying Agent for the Bonds. Section 204. Method and Place of Payment
of the Bonds. The principal of, premium, jf any, and interest on the Bonds shall be p~yable in any coin or currency which, on the respective dates of payment, is legal tender for the
payment of debts due the United States of America. -4-
The principal of and any premium on the Bonds shall be paid to the Registered Owner of each Bond upon presentation of the Bond at the maturity or redemption date to the Paying Agent
for cancellation. The interest payable on each Bond on any Interest Payment Date shall be paid to the Registered Owner of such Bond as shown on the Bond Register at the close of business
on the Record Date for such interest (a) 4y check or draft mailed by the Paying Agent to such Registered Owner at the address shown on the Bond Register or (b) in the case of an interest
payment to any Registered Owner of $500,000 or more in aggregate principal amount of Bonds, by electronic transfer to such Registered Owner upon written notice given to the Paying Agent
by such Registered Owner not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including d e bank (which shall be in the continental
United States), address, ABArouting number and account number to which such Registered Owner wishes to have such transfer directed. The Paying Agent shall keep in its offices a record
of payment of principal of, premium, if any, and interest on all Bonds. Section205. Method of Execution and Authentication of the Bonds. The Bonds shall be executed for and on behalf
of the City by the manual or facsimile signature of the Mayor, attested by the manual or facsimile signature of the City Clerk and the seal of the City shall be affixed thereto or imprinted
on the Bonds. The Bonds shall be registered in the office of the City Clerk, and evidenced by the manual or facsimile signature of the City Clerk with the seal of the City a&xed to or
imprinted on the Bonds. The Bonds shall also be registered in the office of the State Treasurer, evidenced by the manual or facsimile signature of the State Treasurer with the seal of
the State Treasurer affixed to or imprinted on the Bonds. In the event that any of the officers shall cease to hold such offices before the Bonds are issued and delivered, the Bonds
m y be issued and transferred to other Owners as though the officers had not ceased to hold office, and such signatures appearing on the Bonds shall be valid and sufficient for all purposes
as if they had remained in office until such issuance or transfer. The Bonds shall not be valid obligations under the provisions of this Resolution until the Certificate of Authentication
appearing on each bond is executed by the Bond Registrar or a duly authorized representative of the Bond Registrar. It is not necessary that the same representative of the Bond Regstrar
execute the certificate of authentication on all of the Bonds. Section206. Registration; Transfer and Exchange of Bonds. As long as the Bonds remain Outstanding, the City shall cause
the Bond Registrar to keep the books for the regstration and transfer of the Bonds. Upon presentation of the necessary documents the Bond Registrar shall transfer or exchange any Bond(s)
for new Bond(s) in an authorized denomination of the same maturity and for the same aggregate principal amount as the Bond(s) which was presented for transfer or exchange. All Bonds
presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in a form and with guarantee of signature satisfactory
to the Bond Registrar, duly executed by the Registered Owner thereof or by the Registered Owner's duly authorized agent. In addition, all Bonds presented for transfer or exchange shall
be surrendered to the Bond Registrar for cancellation. Prior to delivery of the new Bond(s) to the transferee, the Bond Registrar shall register the same in the registration books kept
by the Bond Registrar for such purpose and shall authenticate each Bond. -5 -
-T The City shall pay the fees of the Bond Registrar for registration and transfer of the Bonds and the cost of printing a reasonable supply of registered bond blanks. Any additional
costs or fees that might be incurred in the secondary market, other than fees of the Bond Registrar, are the responsibility of the Owners. The City and the Bond Registrar shall not be
required to issue, register, transfer or exchange any Bonds during a period beginning on the day following the Record Date preceding any Interest Payment Date and ending at the close
of business on the Interest Payment Date or any Bonds which have been called for redemption in accordance with Article III of this Resolution. /-New Bonds delivered upon any transfer
or exchange shall be valid obligations of the City, evidencing the same debt as the Bonds surrendered, shall be secured by the Resolution and shall be entitled to all of the security
and benefits hereof to the same extent as the Bonds surrendered. . The City, Bond Registrar and Paying Agent may deem and treat the person in whose name any Bond is registered as the
absolute Owner thereof, whether such Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal of, redemption premium, if any, and interest
on such Bondand for all other purposes, and neither the City, Bond Registrar and Paying Agent shall be affected by any notice to the contrary. Section207. Surrender and Cancellation
of Bonds. Whenever any Outstanding Bonds are delivered to the Bond Registrar for cancellation such Bond shall be canceled by the Bond Registrar upon payment of the principal amount of
the Bond and interest thereon or replacement pursuant to the Resolution, and the canceled Bond shall be returned to the City. Section 208. Mutilated. Lost, Stolen or Destroved Bonds.
In the event Bond is mutilated, lost, stolen or destroyed, the City may execute and the Bond Registrar may authenticate a new Bond of the same date,. maturity, denomination and intaest
rate, as the mutilated, lost, stolen or destroyed Bond; provided, that in the case of any mutilated Bond, such mutilated Bond shall first be surrendered to the City or the Bond Registrar,
and, in the case of any lost, stolen or destroyed Bond there shall be first furnished to the Bond Registrar and the City evidence of such loss, theft or desh-uction satisfactory to them,
together with an indemnity satisfactory to the City and the Bond Registrar. In the event any such Bond shall have matured, instead of issuing a duplicate Bond, the City and Bond Regstrar
may pay the same without surrender thereof. The City and Bond Registrar may charge to the Registered Owner of such Bond their reasonable fees and expenses in connection with replacing
any Bond or Bonds mutilated, stolen, lost or destroyed. Section 209. Temuorarv Bonds. Until definitive Bonds are prepared, the City may execute, in the same manner as is provided in
the Resolution and upon the request of the City, the Bond Registrar shall authenticate and deliver, in lieu of definitive. Bonds but subject to the same provisions, limitations and conditions
as the definitive Bonds, one or more temporary Bonds substantially of the tenor of the definitive Bonds in lieu of which such temporary Bond or Bonds are issued, in denominations authorized
herein, authorized by the City and with such omissions, insertions and variations as may be appropriate to temporary Bonds. The,City at its own expense shall prepare and execute and,
upon the surrender of such temporary Bonds for exchange and upon the cancellation of such surrendered temporary Bonds, the Bond Registrar shall authenticate and, without charge to the
Owner thereof, deliver in exchange therefor definitive Bonds of the same aggregate principal mount and maturity as the temporary Bonds surrendered. -6-
If the City shall authorize the issuance of temporary Bonds in more than one denomination, the Registered Owner of any temporary Bond or Bonds may, at such Registered Owner's option,
surrender the same to the Bond Registrar in exchange for another temporary Bond or Bonds of like aggregate principal amount and maturity of any other authorized denomination or denominations,
and thereupon the City shall execute and the Bond Registrar shall authenticate and, upon payment of any applicable taxes, fees and charges, shall deliver a temporary Bond or Bonds of
like aggregate principal amount and maturity in such other authorized denomination or denominations as shall be requested by such Owner. All temporary Bonds surrendered in exchange either
for another temporary Bond or Bonds or for a definitive Bond or Bonds shall be canceled by the Bond Registrar. Section210. Delivew of the Bonds. The Mayor and City Clerk are hereby authorized
and directed to cause the Bonds to be registered in the offices of the City Clerk and the State Treasurer as provided by law, and, when duly executed and regstered, to deliver the Bonds
to the Original Purchaser, upon receipt by the City of the Purchase Price. Section 21 1. Book-Entry Bonds; Securities Depository. (a) The Bonds shall initially be registered to Cede
& Co., the nominee for the Securities Depository, and no beneficial owner will receive certificates representing their respective interests in the Bonds, except in the event the Bond
Registrar issues Replacement Bonds as provided in subsection (b) hereof. It is anticipated that during the term of the Bonds, the Securities Depository will make book-entry transfers
among its Participants and receive and transmit payment of principal of, premium, if any, and interest on, the Bonds to the Participants until and unless the Bond Registrar authenticates
and delivers Replacement Bonds to the beneficial owners as described in subsection (b). (b) (1) If the City determines (A) that the Securities Depository is unable to properly discharge
its responsibilities, or (B) that the Securities Depository is no longer qualified to act as a securities depository and registered clearing agency under the Securities and Exchange
Act of 1934, as amended, or (C) that the continuation of a book-entry system to the exclusion of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests
of the beneficial owners of the Bonds, or (2) if the Bond Registrar receives written notice from Participants having interests in not less than 50% of the Bonds Outstanding, as shown
on the records ofthe Securities Depository (and certified to such effect by the Securities Depository), that the continuation of a book-entry system to the exclusion of any Bonds being
issued to any Owner other than Cede & Co. is no longer in the best interests of the beneficial owners of the Bonds, then the Bond Registrar shall notify the Owners of such determination
or such notice and of the availability of certificates to Owners requesting the same, and the Bond Registrar shall register in the name of and authenticate and deliver Replacement Bonds
to the beneficial owners or their nominees in principal amounts representing the interest of each, making such adjustments as it may find necessary or appropriate as to accrued interest
and previous calls for redemption; provided, that in the case of a determination under (1)(A) or (l)(B) of this subsection @), the City, with the consent of the Bond Registrar, may select
a successor securities depository in accordance with Section 21 l(c) hereof to effect book-entry transfers. In such event, all references to the Securities Depository herein shall relate
to the period of time when the Securities Depository has possession of at least one Bond. Upon the issuance of Replacement Bonds, all references herein to obligations imposed upon or
to be performed by the Securities Depository shall be deemed to be imposed upon and performed by the Bond Registrar, to the extent applicable with respect to such Replacement Bonds.
If the Securities Depository resigns and the City, the Bond Registrar or Owners are unable to locate a qualified successor of the Securities Depository in accordance with Section 2 1
1 (c) hereof, then the Bond Registrar shall authenticate and cause delivery of -7 -
/Replacement Bonds to Owners, as provided herein. The Bond Registrar may rely on information from the Securities Depository and its Participants as to the names of the beneficial owners
of the Bonds. The cost of printing, registration, authentication and delivery of Replacement Bonds shall be paid for by the City. (c) In the event the Securities Depository resigns,
is unable to properly discharge its responsibilities, or is no longer qualified to act as a securities depository and registered clearing agency under the Securities Exchange Act of
1934, as amended, the City may appoint a successor Securities Depository provided the Bond Registrar receives Written evidence satisfactory to the Bond Registrar with respect to the
ability of the successor Securities Depository to discharge its responsibilities. Any such successor Securities Depository shall be a securities depository which is a registered clearing
agency under the Securities and Exchange Act of 1934, as amended, or other applicable statute or regulation that operates a securities depository upon reasonable and customary terms.
The Bond Registrar upon its receipt of a Bond or Bonds for cancellation shall cause the delivery of Bonds to the successor Securities Depository in appropriate denominations and form
as provided herein. ARTICLE III REDEMPTION OF THE BONDS . Section301. Outional Redemution. At the option of the City, Bonds maturing on October 1, 2012, and thereafter may be called
for redemption and payment prior to maturity on October 1,2011 and thereafter, in whole at any time or in part on any interest payment date in such principal amounts for such maturities
as shall be determined by the City at the redemption price of 100% (expressed as a percentage of the principal amount), plus accrued interest thereon to the date of redemption. Section
302. Selection of Bonds to be Redeemed. The Bonds shall be redeemed only in the principal amount of $5,000 or any integral multiple thereof. When less than all of the Bonds are to be
redeemed and paid prior to maturity, Bonds of less than a full maturity to be selected in such manner as the Bond Registrar acting on behalf of the City shall determine. In the case
of a partial redemption of Bonds when Bonds of denominations greater than $5,000 are then Outstanding, then for ail purposes in connection with such redemption each $5,000 of face value
shall be treated as though it were a separate Bond of the denomination of $5,000. If it is determined that one or more, but not all, of the $5,000 units of face value represented by
any Bond is selected for redemption, then upon notice of intention to redeem such $5,000 unit or units, the Owner or the Owner's duly authorized agent shall forthwith present and surrender
such Bond to the Bond Regstrar: (i) for payment of the redemption price (including the redemption, if any, and interest to the date fmed for redemption) of the $5,000 unit or units of
face value called for redemption; and (ii) for exchange, without charge to the Owner thereof, for a new Bond(s) of the aggregate pnncipal amount of the unredeemed portion of the principal
amount of such Bond. If the Owner of any Bond of a denomination greater than $5,000 shall fail to present such Bond as aforesaid, such Bond shall, nevertheless, become due and payable
on the redemption date to the extent of the amount called for redemption. Section303. Notice of Redemption. In the event the City desires to call the Bonds for redemption prior to maturity,
'written notice of such intent shall be provided in accordance with K.S.A. 10-129, as amended. Unless waived by any Owner of Bonds to be redeemed, if the City shall call any Bonds for
redemption and payment prior to the maturity thereof, the City or the Bond Registrar and -8-
Paymg Agent on behalf of the City shall give written notice of its intention to call and pay said Bonds on a specified date, the same being described by maturity, said notice to be mailed
by United States first class mail addressed to the Owners of said Bonds, such notice to be mailed not less than 30 days prior to the date fmed for redemption. The City and Bond Regstrar
shall also give such additional notice as may be required by State, law in effect as of the date of such notice. All official notices of redemption shall be dated and shall state (1)
the redemption date, (2) the redemption price, (3) if less than all Outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal
amounts) of the Bonds to be redeemed, (4) that on the redemption date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption, and
that interest thereon shall cease to accrue from and after said date, and ( 5 ) the place where such Bonds are to be surrendered for payment of the redemption price, which place of payment
shall be the principal office of the Paying Agent. Prior to any redemption date, the City shall deposit with the Paying Agent an amount of money sufficient to pay the redemption price
of all the Bonds or portions of Bonds which are to be redeemed on that date. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the
Paying Agent at the redemption price. Installments of inkrest due on or prior to the ' redemption date shall be payable as herein provided for payment of interest. Upon surrender for
any partial redemption of any Bond, there shall be prepared for the Registered Owner a new Bond or Bonds of the same maturity in the amount of the unpaid principal. All Bonds which have
been redeemed shall be cancelled and destroyed by the Paying Agent and shall not be reissued. For so long as the Securities Depository is effecting book-entry transfers of the Bonds,
the Bond Regstrar shall provide the notices specified in this Section to the Securities Depository. It is expected that the Securities Depository shall, in turn, notify its Participants
and that the Participants, in turn, will not& or cause to be notified the beneficial owners. Any failure on the part of the Securities Depository or a Participant, or failure on the
part of a nominee of a beneficial owner of a B&d (having been mailed notice from the Bond Registrar, the Securities Depository, a Participant or otherwise) to notify the beneficial owner
of the Bond so affected, shall not affect the validity of the redemption of such Bond. Section 304. 'Effect of Call for Redemtion. Whenever any Bond is called for redemption and . payment
as provided in this Article, all interest on such Bond shall cease from and after the date for whch such call is made, provided funds are available for its payment at the price specified
above. ARTICLE IV ESTABLISHMENT OF FUNDS AND ACCOUNTS Section 401. Creation of Funds and Accounts. Simultaneously with the issuance of the Bonds, there shall be created within the Treasury
of the City d e following funds and accounts: (a) Improvement Fund for Salina, Kansas, General Obligation Internal Improvement Bonds, Series 2001-A;a nd (b) Principal and Interest Account
for Salina, Kansas, General Obligation Internal Improvement Bonds, Series 2001-A, and -9-
Section 402. Administration of Funds and Accounts. The funds and accounts established herein shall be administered in accordance with the provisions of the Resolution so long as the
Bonds are outstanding. ARTICLE V APPLICATION OF BOND PROCEEDS Section 501. Dimosition of Bond Proceeds. The proceeds of the Bonds, upon issuance and delivery thereof, shall be deposited
as follows: (a) In the Principal and Interest Account, a sum equal to the accrued interest and any premium paid on the Bonds. (b) The balance of the proceeds of the Bonds shall be deposited
into the Improvement Fund. Section 502. Withdrawals from the Improvement Fund. The Treasurer shall make withdrawals from the Improvement Fund solely for the purpose of paying the Authorized
Costs of the Improvements, including the retirement of the principal of and any interest on previously issued temporary financing therefor and paying the Costs of Issuance for the Bonds.
Section 503. Sumlus in the Immovement Fund. All moneys remaining in the Improvement Fund after the completion of the Improvements or January 15,2002 (whichever is earlier), shall be
transferred immediately to the Principal and Interest Account and applied to the next installment of interest due on the Bonds. ARTICLE VI PAYMENT OF THE BONDS Section 601. Audication
of Monevs in the PrinciDal and Interest Account. All amounts paid and credited to the Principal and Interest Account shall be expended and used by the City for the sole purpose of paying
the principal of, premium, if any, and interest on the Bonds as and when the same become due and paying the usual and customary fees and expenses of the Paying Agent. Section 602. Transfer
of Funds to Pawlc AEent. The Treasurer is hereby authorized and directed to withdraw &om the Principal and Merest Account and forward to the Paying Agent sums sufficient to pay both
principal of and premium, if any, and interest on the Bonds as and when the same become due, and also to pay the charges made by the Paying Agent for acting in such capacity in the payment
of principal and interest on the Bonds, and said charges shall be forwarded to the Paying Agent over and above the amount of the principd of, premium, if any, and interest on the Bonds.
If, through the lapse of time, or otherwise, the Owners of Bonds shall no longer be entitled to enforce payment of their obligations, it shall be the duty of the Paying Agent forthwith
to return said funds to the City. All moneys deposited with the Paying Agent shall be deemed to be deposited in accordance with and subject to all of the provisions contained in the
ResoIution. -10-
Section 603. Surdus in Principal and Interest Account. Any moneys or investments remaining in the Principal and Interest Account after the retirement of the indebtedness for which the
Bonds were issued shall be transferred and paid into the Bond and Interest Fund of the City. . * ARTICLEVII DEPOSITS AND INVESTMENT OF FUNDS Section 701. DeDosits. Cash moneys in each
of the funds and accounts created by this Resolution shall be deposited in a bank or banks or federal or state chartered savings and loan association(s), as permitted by Kansas law,
and all such deposits shall be adequately secured by the bank or banks or savings and loan associations holding such deposits in accordance' with State law. Section702. Investments.
Moneys held in the funds and accounts herein created by this Resolution in conjunction with the issuance of the Bonds may be invested by the City in Authorized Investments, or in other
investments allowed by State law in the amounts and maturing at such times as shall reasonably provide for moneys to be available when required in said accounts or funds; provided, however,
that no such investment shall be made for a period extending longer than to the date when the moneys invested may be needed for the purpose for which the fimd or account was created.
All interest on any Authorized Investment held in any fund or account shall (except amounts required to be deposited into the Rebate Fund in accordance with the Arbitrage Instructions)
acme to and become a part of such fund or account. In determining the amount held in any fiind or account under the provisions of the Resolution, Authorized Investments shall be valued
at their principal par value or at their then inarket value, whchever is lower. ARTICLE Vm DEFAULTAND REMEDIES Section 801'. Remedies. The provisions of the Resolution, including the
covenants and agreements herein contained, shall constitute a contract between the City and the Owners of the Bonds. The Owner or Owners of any of the Bonds at the time Outstanding shall
have the right for the equal benefit and protection of all Owners of Bonds similarly situated: (a) by mandamus or other suit, action or proceedings at law or in equity to enforce the
rights of such Owner or Owners against the City and its officers, agents and employees, and to require and compel duties and obligations required by the provisions of the Resolution
or by the Constitution and laws of the State; (b) by suit, action or other proceedings in equity or at law to require the City, its officers, agents and employees to account as if they
were the trustees of an express truss and (c) by suit, action or other proceedings in equity or at law to enjoin any acts or things which may be unlawfd or in violation of the rights
of the Owners of the Bonds. -1 1-
Section 802. Limitation on Rights of Bondowners. The covenants and agreements of the City contained herein and in the Bonds shall be for the equal benefit, protection, and security of
the Owners of any or all of the Bonds, all of which Bonds shall be of equal rank and without preference or priority of one Bond over any other Bond in the application of the finds herein
pledged to the payment of the principal of and the interest on the Borids, or otherwise, except as to rate of interest, date of maturity and right of prior redemption as provided in
the Resolution. No one or more Bondowners secured hereby shall have any right in any manner whatever by his or their action to affect, disturb or prejudice the security granted and provided
for herein, or to enforce any right hereunder, except in the manner herein provided, and all proceedings at law or in equity shall be instituted, had and maintained for the equal benefit
of all Owners of such Outstanding Bonds. ' Section 803. Remedies Cumulative. No remedy conferred herein upon the Bondowners is intended to be exclusive of any other remedy, but each
such remedy shall be cumulative and in addition to every other remedy and may be exercised without exhausting and without regard to any other remedy conferred herein. No waiver of any
default or breach of duty or contract by the Chvner of any Bond shall extend to or affect any subsequent default or breach of duty or contract or shall impair any rights or remedies
thereon. No delay or omission of any Bondowner to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any
such default or acquiescence therein. Every substantive right and every remedy conferred upon the Owners of the Bonds by the Resolution may be enforced and exercised from time to time
and as often as may be deemed expedient. In case any suit, action or proceedings taken by any Bondowner on account of any default or to enforce k y right or exercise any remedy shall
have been discontinued or abandoned for any reason, or shall have been determined adversely to such Bondowner, then, and in every such case, the City and the Owners of the Bonds shall
be restored to their former positions and rights hereunder, respectively, and all rights, remedies, powers and duties of the Bondowners shall continue as if no such suit, action or other
proceedings had been brought or taken. . ' ARTICLE IX AMENDMENTS Section 901. Amendments. Except as set forth herein, the provisions of the Bonds and the provisions of the Resolution
may be modified or amended at any time by the City with the written consent of the Owners of not less than seventy-five per cent (75%) in aggregate principal amount of the Bonds herein
authorized at the time Outstanding; provided, however, that no such modification or amendment shall permit or be construed as permitting: (a) the extension of the maturity of the principal
of any of the Bonds, or the extension of the maturity of any interest on any of the Bonds, or (b) a reduction in the principal amount of any of the Bonds or the rate of interest thereon,
or (c) a reduction in the aggregate principal amount of the Bonds; the consent of 100% of the Owners of which is required for any such amendment or modification. The City may from time
to time, without the consent of or notice to any of the Owners, provide for amendment to the Bonds or the Resolution, for any one or more of the following purposes: (a) To cure any ambiguity
or formal defect or omission in the Resolution or to make any other change not prejudicial to the Owners; (b) To grant to or confer upon the Owners any additional rights, remedies, powers
or authority that may lawfully be granted to or conferred upon the Owners; -1 2-
(c) To more precisely identify the Improvements. (d) To conform the Resolution to the Code or future applicable federal law concerning tax-exempt obligations. Section 902. Written Evidence
of Amendments. Every amendment or modification of a provision of the Bonds or of the Resolution to which the written consent of the Owners is given as above provided shall be expressed
in a resolution of the City amending or supplementing the provisions of the Resolution and shall be deemed to be a part of the Resolution. It shall not be necessary to note on any of
the Outstanding Bonds any reference to such amendment or modification, if any. A certified copy of every such amendatory or supplemental resolution, if any, and a certified copy of the
Resolution shall always be kept on file in the Office of the City Clerk and shall be made available for inspection by the Owners of any Bond or prospective purchaser or Owners of any
Bond authorized by the Resolution, and upon payment of the reasonable cost of preparing the same, a certified copy of any such amendatory or supplemental resolution or of the Resolution
will be sent by the City Clerk to any such Owner or prospective Owner. ' ARTICLE X DEFEASANCE ' Section 100 I -Defeasance. When all or any part of the Bonds or scheduled interest payments
thereon shall have been paid and discharged, then the requirements contained herein and the pledge of revenues made hereunder and all other rights granted hereby shall terminate with
respect to the Bonds or scheduled interest payments thereon so paid and discharged. Bonds or scheduled interest 'payments thereon shall be deemed to have been paid and discharged within
the meaning of the Resolution if there shall have been deposited with the Paymg Agent or a bank located in the State and having full trust powers, at or prior to the maturity or redemption
date of the Bonds or the interest payments thereon, in bust for and irrevocably appropriated thereto, moneys and/or direct obligations of, or obligations the principal of and interest
on which are guaranteed by, the United States of America, which, together with the interest to be earned on such 'investments, will be sufficient for the payment of the principal of
the Bonds, the redemption premium thereon, if any there be, andor interest to accrue to the date of maturity or redemption, as the case may be, or if default in such payment shall have
occurred on such date, then to the date of the tender of such payments, provided always that if any such Bonds shall be redkmed prior to the maturity thereof, the City shall have elected
to redeem such Bonds and notice of such redemption shall have been given or the City shall have given irrevocable instructions, or shall have provided for an escrow agent to gwe irrevocable
instructions, to the Paying Agent to redeem such Bonds. Any moneys and/or investments whch at any time shall be deposited with the Paying Agent or said bank in the State by or on behalf
of the City, for the purpose of paying and discharging any of the Bonds shall be and are hereby assigned, transferred and set over to the Paying Agent or such bank in the State in trust
for the respective Owners of the Bonds, and such moneys shall be and are hereby irrevocably appropriated to the payment and discharge thereof. All moneys and/or investments deposited
with the Paymg Agent or said bank in the State shall be deemed to be deposited in accordance with and subject to all of the provisions contained in the Resolution. -13-
ARTICLE XI CONTINUING DISCLOSURE REQUIREMENTS Section 1101. Disclosure Reauirements. The City hereby elects that the Continuing Disclosure Instructions'shall apply to the Bonds. The
City hereby covenants with the Original Purchaser and the Beneficial Owners (as defined in the Continuing Disclosure Instructions) to provide and disseminate such information as is required'by
Rule 152-12 (as defined in the Continuing Disclosure Instructions) and as M e r set forth in the Continuing Disclosure'Instructions. Such covenant shall be for the benefit of and enforceabIe
by the Original Purchaser and such Beneficial Owners. In the event the City fails to comply in a timely manner with its covenants contained in the preceding sentences, the Original Purchaser
and/or any such Beneficial Owner may make demand for such compliance by written notice to the City. In the event the City does not remedy such noncompliance within 10 days of receipt
of such written notice, the Original Purchaser or any such Beneficial Owner may in its discretion, without notice or demand, proceed to enforce compliance by a suit or suits in equity
for the specific performance of such covenant or agreement contained in the preceding section or for the enforcement of any other appropriate legal or equitable remedy as the Original
Purchaser and/or any such Beneficial Owner shall deem effectual to protect and enforce any of the duties of the City under such preceding section, but such noncompliance shall not constitute
a default or event of default under this Resolution. ARTICLE XLI MISCELLANEOUS PROVISIONS Sixtion 1201. Preliminary Official Statement and Official statement: The City hereby approves
the form and content of the Preliminary Official Statement prepared in the initial offering and sale of the Bonds. The Preliminary Official Statement is "deemed fmal" by the City except
for the omission of certain information as provided in Securities and Exchange Commission Rule 15~2-12. The City hereby approves the form and content of any addenda, supplement, or amendment
thereto utilized to prepare a final Official Statement. The Official Statement is "deemed final" by the City in accordance with the provisions of Securities and Exchange Commission Rule
15~2-12. The use of such Official Statement in the reoffering of the Bonds by the Onginal Purchaser is hereby approved and authorized. The proper officials of the City are hereby authorized
to execute and deliver a certificate pertaining to such Official Statement as prescribed therein, dated as of the date of payment for and delivery of the Bonds. Section 1202. Rebate
Covenants. The City agrees to pay from time to time all amounts required to be rebated to the United States pursuant to Section 148(f) of the Code and any applicable Treasury Regulations.
This covenant shall survive payment in fuil or defeasance of the Bonds from time to time. . Section 1203. Tax Covenants. The City hereby designates $279,545.33 of the Bonds as "qualified
tax-exempt obligations" as defined in Section 265@)(3) of the Code; $5,070,454.67 of the Bonds are deemed designated under Section 265@)(3)@)(ii) of the Code. In addition, the City hereby
represents that: (1) the aggregate face amount of all tax-exempt obligations (other than private activity bonds which are not "qualified 501(c)(3) bonds") which will be issued by the
City (and all subordinate entities thereof) during calendar year 2001 is not reasonably expected to exceed $10,000,000; and -14-
(2) the City (including all subordinate entities thereof) will not issue an aggregate principal amount of obligations designated by the City to be "qualified tax-exempt obligations"
during the calendar year in which the Bonds are issued, including the Bonds, in excess of $10,000,000, without first obtaining an opinion of bond counsel that the designation of the
Bonds as "qualified tax-exempt obligations" will not be adversely affected. Section 1204. Severabilitv. In case any one or more of the provisions of the Resolution or of the Bonds issued
hereunder shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provision of the Resolution, or of the Bonds appertaining thereto,
but the Resolution and the Bonds shall be construed and enforced as if such illegal or invalid provision had not been contained herein. In c,ase any covenant, stipulation, obligation
or agreement contained in the Bonds or in the Resolution shall for any reason be held to be in violation of law, then such covenant, stipulation, obligation or agreement shall be deemed
to be the covenant, stipulation, obligation or agreement of the City to the full extent permitted by law. Section 1205. Further Authority. The Mayor, City Clerk and other officials of
the City are authorized and directed to execute any and all documents and take such actions a s they may deem necessary or advisable in order to carry out and perform the purposes of
the Resolution to make alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and c o b e d whch they
may approve and the execution or taking of such action shall be conclusive evidence of such necessity or advisability. Section 1206. Governing Law. The Resolution and the Bonds shall
be governed exclusively by and construed in accordance with the applicable laws of the State.. Section 1207. Effective Date. This Resolution shall take effect and be in full force from
and after its adoption by the governing body of the City. -15-
ADOPTED by the governing body of the City on July 9,200 1.
EXHIBETA (Form of Bond) EXCEPT AS OTEIERWISE PROVIDED IN THE RESOLUTION (DESCRIBED l€EXElB), TEUS GLOBAL BOND MAY BE TRANSFERRIED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF
THE SECURITLES DEPOSXTORY (DESCRIBED HEREIN) OR TO A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSITORY. REGISTERED NUMBER REGISTERED !3 UNlTED STATES
OF AMERICA STAm OF KANSAS COUNTY OF SALINE CITY OF SALINA GENERAL OBLIGATION D\JTERNAL IMPROVEMENT BOND SERlES 200 1 -A Interest Maturity Dated CUSP: Rate: -% Date: -Date: July 15,2001
REGISTERED OWNER: KNOW ALL PERSONS BY THESE PRESENTS: That the City of Salina, in the County of Saline, State of Kansas (the "City"), for value received, hereby acknowledges itself to
be indebted and promises to pay to the registered owner identified above, or regstered assigns, as of the Record Dates as hereinafter provided on the Maturity Date identified above,
the hncipal Amount identified above, and in like manner to pay interest on such Principal Amount from the Dated Date shown above or from the most recent interest payment date to which
interest has been paid or duly provided for at the rate of interest per annum set forth above (computed on the basis of a 360-day year of twelve 30-day months), semiannually on April
1 and October 1 of each year, commencing April 1, 2002 (the "Interest Payment Dates"), until the Principal Amount is paid, unless thx Bond shall have been,previously called for redemption
and payment as hereinafter set forth. The principal of, premium, if any, and interest OR this Bond shall be payable by the Treasurer of the state of Kansas, Topeka, Kansas (the "Paying
Agent" and "Bond Regstrar"). The principal of and my premium on this Bond shall be payable to the registered owner hereof upon presentation of this Bond at the maturity or redemption
date to the Paying Agent for payment and cancellation. The interest payable on this Bond on any interest payment date shall be paid to the person in whose name this Bond is registered
on the Bond Register at the close of business on the fifteenth day of the month preceding the interest payment date (the "Record Date.") for such interest (a) by check or draft mailed
by the Paying Agent to such Registered Owner at the address shown on the Bond Register or at such other address as is h i s h e d to the Paying Agent in writing by such Registered Owner
or @) in the case of an interest payment to any Registered Owner of $500,000 or more in aggregate principal amount of Bonds, by ' A-1
electronic transfer to such Registered Owner upon written notice given to the Paying Agent by such Registered Owner not less than 15 days prior to the Record Date for such interest,
containing the electronic transfer instructions including the bank (whch shall be in the continental United States), address, ABA routing number and account number to which such Registered
Owner wishes to have such transfer directed. The principal, premium, if any, and interest on the Bonds shall be payable in any coin or currency whch, on the respective dates of payment
thereof, is legal tender for the payment of debts due the United States of America. The Bonds constitute general obligations of the City payable as to both principal and interest in
part from special assessments levied upon the property benefited by the construction of certain portions of the improvements being financed and, if not so paid, from ad valorem taxes
'which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The balance of the
principal and interest on the Bonds shall be payable from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and
personal, within the territorial limits of the City-The full faith, credit and resources of the City are irrevocably pledged for the payment of d e principal of and interest on this
Bond and the issue of which it is a part as the same respectively become due. This Bond is one of an authorized series of Bonds of the City designated "General Obligation Internal Improvement
Bonds, Series 2001-A," in an aggregate principal amount of $5,350,000 (the "Bonds") issued for the purposes set forth in the Ordinance of the City authorizing the issuance of the Bonds
and the Resolution of the City prescribing the form and details of the Bonds (jointly, the "Resolution"). The Bonds are issued by the authority of and in full compliance with the provisions,
restrictions and limitations of the Constitution and laws of the state of Kansas, including, without limitation, K.S.A. 10-101 et seq., R-S.A. 12-6a01 et seq. and K.S.A. 12-685 et seq.,
all as amended. At the option of the City, Bonds maturing on October 1, 2012, and thereafter may be called for redemption and payment prior to maturity on October 1, 201 1 and thereafter,
in whoIe at any time or in part on any interest payment date in such principal amounts for such maturities as shall be determined by the City at the redemption price of 100% (expressed
as a percentage of the principal amount), plus accrued interest thereon to the date of redemption. Unless waived by any owner of the Bonds to be redeemed, if the City elects to call
any Bonds for redemption and payment prior to maturity, the City or the Bond Registrar and Paying Agent on behalf of the City shall gwe written notice of its intention to call and pay
such Bonds on a specified date, the same being described by maturity, such notice to be mailed by United States first class mail addressed to the Owners of the Bonds not less than 30
days prior to the date fijred for redemption. All Bonds so called for redemption and payment shall cease to bear interest fiom the date for which such call is, made, provided funds are
available for the payment of such Bonds at the price specified above. The Bonds are being issued by means of a'bookentry system with no physical distribution of bond certificates to
be made except as provided in the Resolution. One Bond certificate with respect to each date on which the Bonds are stated to mature, registered in the nominee name of the Securities
Depository, is being issued and required to be deposited with the Securities Depository and immobilized in its custody. The bookentry system will evidence positions held in the Bonds
by the Securities Depository's participants, beneficial ownerdup of the Bonds in authorized denominations being evidenced in the records of such participants. Transfers of ownershp shall
be effected on the records of the Securities Depository and its participants pursuant to rules and procedures established by the Securities Depository and its participants. The City,
the Bond Registrar and the Paying Agent will recognize the Securities Depository nominee, while the registered owner of this Bond, as the owner of this Bond for all purposes, including
(i) payments of principal of, and redemption premium, if any, and . A-2
, interest on, this Bond, (ii) notices and (iii) voting. Transfers of principal, interest and any redemption premium payments to participants of the Securities Depository, and transfers
of principal, interest and any redemption premium payments to beneficial owners of the Bonds by participants of the Securities Depository will be the responsibility of such participants
and other nominees of such beneficial owners. . The City, the Bond Registrar and the Paying Agent will not be responsible or liable for such transfers of payments or for maintaining,
supervising or reTiewing the records maintained by the Securities Depository, the Securities Depository nominee, its pahipants or persons acting through such particip&ts. While the Securities
Depository nominee is the owner of this Bond, notwithstandmg the provision hereinabove contained, payments of principal of and interest on this Bond shall be made in accordance with
existing arrangements among the City, the Bond Registrar and the Securities Depository. EXCEPT AS OTHERWISE PROVIDED IN TIIE: RESOLUTION, THIS GLOBAL BOND M Y BE TRANSFERRED, IN WHOLE
BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF THE SECURITIES DEPOSTTORY OR TO A SUCCESSOR SECUEUTIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSlTORY. The Bonds are issued
in fully registered form in the denomination of $5,000 or any integral multiple thereof. This Bond may be exchanged at the office of the Bond Registrar for a like aggregate principal
mount of Bonds of the same maturity of other authorized denominations upon the terms provided in the Resolution. The City and the Bond Registrar may deem and treat the registered owner
hereof as the absolute owner hereof for purposes of receiving payment of or on account of principal hereof and interest due hereon and for all other purposes and neither the City nor
the Bond Registrar shall be affected by any notice to the contrary-This Bond is transferable by the registered owner hereof in person or by the registered owner's agent duly authorized
in writing, at the office of the Bond Registrar, but only in the manner, subject to the limitations and upon payment of the charges provided in the Resolution and upon surrender and
cancellation of this Bond. The City shall pay all costs incurred in connection with the issuance, payment and initial registration of the Bonds and the cost of a reasonable supply of
bond blanks. The City and the Bond Registrar shall not be required to issue, register, transfer or exchange any Bonds during a period beginning on the day following the Record Date preceding
any Interest Payment Date and Admg at the close of business on the Interest Payment Date or Bonds which have been called for redemption in accordance with Article ID of the Resolution.
l7' IS HEREBY DECLARED AND CERTIFIED that all acts, conditions, and things required to be done and to exist precedent to and in the issuance of this Bond have been properly done and
performed and do exist in due and regular form and m e r as required by the Constitution and laws of the state of Kansas, and that the total indebtedness of the'City, inchding th~ss
eries of bonds, does not exceed any constitutional or statutory limitation. This Bond shall not be valid or become obligatory for any purpose until the Certificate of Authentication
and Registration hereon shall have been lawfblly executed'by the Bond Registrar. A-3
IN WITNESS WHEREOF, the City has caused this Bond to be executed by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signature of its'city Clerk,
and ik corporate seal to be aIKxed hereto or imprinted hereon, and this Bond to be dated the Dated Date shown above. (Facsimile Seal) ATIEST: CITY OF SALlNA, KANSAS (facsimile) Mayor
BY (facsimile) City Clerk CERTIFICATE OF AUTHENTICATION AND REGISTRATION This Bond is one of a series of General Obligation Internal Improvement Bonds, Series 2001-A, of the City of
Salina, Kansas, described in the within-mentioned Resolution. Registration Date: Office of the State Treasurer, as Bond Registrar and Paying Agent Topeka, Kansas By: Registration Number:
0322-085-071501-036
BOND AS SIGNMEW FOR VALUE RECEIVED, the undersigned do(es) hereby sell, assign and transfer to (Name and Address) (Social Security or Taxpayer Identification No.) the Bond to which t
h ~ sas signment is afhed in the outstanding principal amount of $ Y standing in the name of the undersigned on the books of the Bond Registrar. The undersigned do(es) hereby irrevocably
constitute and appoint as agent to transfer said Bond on the books of said Bond Registrar with full power of substitution in the premises. Dated Name Social Security or Taxpayer Identification
No. Signature (Sign here exactly as name(s) appear on the face of Certificate) Signature guarantee: BY [Name of Eligible Guarantor Institution as defined by SEC Rule 17ad-15 (12CFR240.17
Ad-15) or any similar rule which the Bond Registrar deems . applicable J A-5
. . . . CERTIFICATE OF CITY CLERK STATE OF KANSAS 1 COUNTY OF SALINE 1 ) ss. I, the undersigned, City Clerk of Salina, Kansas, hereby certify that the within Bond has been duly registered
in my office according to law as of July 9,2001. WZTNESS my hand and official seal. (Facsimile Seal) (facsimi 1 e) City Clerk CERTIFICATE OF STATE TREASURER OFFICE OF THE TREASURER,
S T m OF KANSAS I, TIM SHALLENBURGER, Treasurer of the State of Kansas, do hereby certify that a transcript of the proceedings leading up to the issuance of this Bond has been filed
in my office, and that th~sB ond was registered in my office according to law on WITNESS my hand and official seal. (Facsimile Seal) Treasurer of the State of Kansas A-6
LEGAL OPINION I, the undersigned, City Clerk of the City of Salina, Kansas, hereby certify that the following is a true and correct copy of the approving legal opinion of Gilmore & Bell,
a Professional Corporation, Attorneys at Law, Kansas City, Missouri, on the within Bond and the series of which it is a part, except that it omits the date.of such opinion; that the
opinion was manually executed and was dated and issued as of the date of delivery of and payment for the Bonds and is on file in my office. BY (facsimile) City Clerk (PRINTED LEGAL OPINION)
A-7
f ExHIBrr B CONTINUING DISCLOSURE INSTRUCTIONS SECTION 1. Pumose of the Continuing Disclosure Instructions. These Continuing Disclosure hst~~ctio(nthse "h.stnictim") are being executed
and delivered by the City for the benefit of the beneficial owners of any series of the Bonds and in order to assist the Participating Underwriters in complymg with Rule 15~2-12(d efined
below). These Instructions are to govern the continuing disclosure obligations of the City with respect to the City's General Obligation Internal Improvement Bonds, Series 1996-A dated
as of June 1, 1996 (the "1996 Bonds") and any adltional series of Bonds that the City hereafter elects to make subject to these Instructions. SECTION2. Definitions. Unless otheiwise
defined in these Instructions, the following capitalized terms shall have the following meanings for purposes of these Instructions: "Beneficial owner" means any registered owner of
the Bonds and any other person who, directly or indirectly, has investment power'with respect to any of the Bonds. "Bond Counsel" means the f m of Gilmore & Bell, P.C., or any other
attorney or f m of attorneys with a nationally recognized standing in the field of municipal bond financing selected by the City. "Bonds" means the 1996 Bonds and any additional series
of bonds, notes or other municipal obligations of the City that the City elects at the time of issuance to have subject to these Instructions for the purpose of constituting the undertaking
of the City to provide continuink disclosure pursuant to Rule 15c2-12. 1 "City" means the City of Salina, Kansas. "MSRB" means the Municipal Securities Rulemaking Board. "NRMSIR" means
any information repository recognized by the Securities and Exchange Commission as a nationally recognized municipal securities information repository under Rule 152-12. . "Participating
Underwriter" means any of the original underwriters of the 1996 Bonds and any future series of Bonds required to comply with Rule 15c2-12 in connection with the offering of any series
of Bonds. "Rule 1.5~2-12"m eans Rule 15~2-12ad opted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended fi-om time to time.
' "SID" means any public or private information depository, if any, designated by the State of Kansas and the Securities and Exchange Commission as such for purposes of Rule 15c2-12.
* . SECTION 3. Provision of Annual Reports. (a) W i b 180 days after the close of each fiscal year, the City shall furnish to each NRMSlR and to the SID, if any, (i) a copy of the financial
statements of the City prepared in accordance with generally accepted accounting principles and audited by its independent auditors (OT if not available as of B-1
such date, the unaudited fmancial statements of the City and as soon thereafter as available such audited financial statements of the City), and (ii) the operating data of the City,
updated for the fiscal year then ended, in substantially the scope and form contained in the Official Statement dated May 6, 1996, with respect to the 1996 Bonds in the tables under
the following headings: 1. Debt Summary 2. Tax Levies 3. Assessed Valuation 4. Estimated Actual Valuation 5. Tax Collections 6. Largest Taxpayers (ti) Any or all of the financial information
or operating data required by this Section 3 may be incorporated by reference from other documents, including official statements of debt issues with respect to the City that have been
filed with each NRMSIR or the Securities and Exchange Commission, and in the case of a final official statement, that is available from the MSRB. The City shall clearly identifjl in
each annual report filed under this Section 3 each document incorporated by reference and the source from which it is available. SECTION 4. (a) Re~ortinpo f Material Events. The City
shall disseminate to the SID, if any, and to each NRMSIR or to the MSRB, promptly upon the occurrence thereof notice of any of the following events with respect to each series of the
Any principal or interest payment delinquencies; Any non-payment related defaults; Any unscheduled draws on debt service reserves reflecting fmancial difficulties; Any unscheduled draws
on credit enhancements reflecting financial difficulties; Any substitution of credit or liquidity providers, or their failure to perform; Any adverse tax opinions or events affecting
the tax-exempt status of any series of Any modifications to rights of security holders; Any calls (other than mandatory sinking fund redemptions or redemptions at Any defeasancesj Any
release, substitution or sale of property securing repayment of any series of the (xi) Any ra@g changes. B -2
I -/@) The City shall also provide to the SID, if any, and to each NRMSIR or to the MSRB, as promptly as practicable notice of any failure of the City to provide the NRh4SIRs and the
SID, if any, the annual financial information or operating data required by Section 3 on or before the date specified. ' SECTIONS. Termination of Reporting: Oblimtion. The City's obligations
under these Instructions shall terminate with respect to each series of Bonds upon the defeasance, prior redemption or payment in 1 1 1 of all of such series of Bonds. SECTION 6. Amendment:
Waiver. (a) The provisions of these Instructions may be amended only by a written instrument executed by the Mayor of the City if the City receives an opinion from Bond Counsel to the
effect that these Instructions, as so amended, are in compliance with Rule 15~2-12a nd all current amendments thereto and interpretations thereof that ?e applicable to these Instructions.
(b) If an amendment is made to these Instructions, the City shall describe in the next annual financial report submitted to the NRMSIRS pursuant to Section 3 the substance of the amendmen&
the reasons for such amendment and the impact of such amendment on the type of operating data or fkancial information required to be provided under these Instructions. SECTTON 7. Additional
Information. Nothing in these Instructions shall be deemed to prevent the City from disseminating any other mfonnation, or includmg any other information in any report or notice made
hereunder, in addition to that which is required by these Instructions. If the City chooses to include any information in any report or notice made hereunder in addition to that which
is specifically requifed by these Instructions, the City shall have no obligation hereunder to update such information or include it in any future report or notice. SECTION 8. Noncomdiance.
The provisions of these Instructions shall be subject to specific enforcement or action in man-in a c o d of equity by any beneficial owner of any series of the Bonds. A breach of the
provisions of this Section shall not constitute a default or event of default under the resolution adopted by the City authorizing any series of the Bonds. SECTION 9. Beneficiaries.
These Instructions are for the benefit of the City, the Participating Underwriters and the beneficial owners of any series of the Bonds, and shall create no rights in any other person.
SECTION 10. AmAicabilitv to Future Series of Bonds. These Instructions shall apply to any future series of Bonds of the City that the City elects to have subject to these Instructions
at the time of issuance thereof. These Instn~ctionss hall constitute the undertaking of the City with respect to any such future series of Bonds for the purpose of any Participating
Underwriters determining compliance with Rule 15~2-12. Nothing contained herein shall obligate the City to adopt these Instructions-with respect to any future bonds or municipal obligations
issued by the City. Dated May 6,1996. CITY OF SALINA, KANSAS B-3
GILMORE & BELL, P.C. Document No. K105675.03\0rd4 ORDINANCE NO. 02-1 0082 AN ORDINANCE AUTHORIZING THE ISSUANCE AND DELIVERY OF $1,980,000 PRINCIPAL AMOUNT OF GENERAL OBLIGATION INTERNAL
IMPROVEMENT PURPOSE OF PAYING THE COST OR A PORTION OF THE COST OF CERTAIN IMPROVEMENTS; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUAL TAX AND SPECIAL ASSESSMENTS FOR THE PURPOSE
OF PAYING THE PRINCIPAL OF AND INTEREST ON THE BONDS AS THEY BECOME DUE; MAKING CERTAIN COVENANTS WITH RESPECT THERETO. BONDS, SERIES 2002-B, OF THE CITY OF SALINA, KANSAS, FOR THE WHEREAS,
the City of Salina: Kansas (the "City,") is a City of the first class, created, organized and existing under the laws of the State; and WHEREAS: pursuant to K.S.A. 10-101 ef seq., K.S.A.
12-6a01 et seq., and K.S.A. 12-1736 et seq., all as amended and supplemented, and all other applicable provisions of the laws of the state of Kansas, the governing body of the City has
caused the following improvements to be undertaken in the City (such improvements to be referred to as the "lrnprovements"): -1. Subdivision Improvements, Airport Industrial Center 2.
Subdivision Improvements, Eastview Estates Addition, Phase ILI 3. Municipal Court Expansion WHEREAS, all legal requirements pertaining to the Improvements have been complied with, and
the governing body of the City now finds and deternines that the total cost of the Improvements is at least $1,980,000, to be paid by the issuance of general obligation bonds; and WHEREAS,
the governing body of the City is authorized by law to issue general obligation bonds of the City to pay the costs of the Improvements; and WHEREAS, the governing body of the City hereby
finds and determines it is necessary for the City to authorize the issuance and delivery of its general obligation bonds in the principal amount of $1,980,000 to pay the costs of the
Improvements; NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF SALINA: KANSAS, AS FOLLOWS: "Act" means the Constitution and all applicable statutes of the State including
but not limited to K.S.A. 10-101 et seq., K.S.A. 12-6a01 et seq., and K.S.A. 12-1736 et seq., all as amended and supplemented. "Authorized Cost" means the amount of expenditure for an
Improvement which has been authorized to be paid by the City by a resolution or ordinance of the City, less (1) the amount of any notes or bonds of the City which are currently outstanding
and available to pay the Authorized Cost, and (2)
any Authorized Cost which have been previously paid by the City or by any eligible source of funds unless such amounts are entitled to be reimbursed under State and federal law. "Bond
and Interest Fund" means the Bond and Interest Fund of the City for its general obligation bonds. "Bonds" means the General Obligation Internal Improvement Bonds, Series 2002-B authorized
by this Ordinance in the aggregate principal amount of $1,980,000 and dated July 15, 2002. YXy" means the City of Salina, Kansas. "City Clerk" means the appointed and acting City Clerk
or, in the City Clerk's absence, the appointed and/or elected Deputy or Acting City Clerk of the City. "Code" means the Internal Revenue Code of 1986, as amended, and the applicable
regulations proposed or promulgated thereunder of the United States Department of the Treasury. "Improvements" means the improvements referred to in the preamble to this Ordinance. "Mayor"
means the elected and acting Mayor of the City or, in the Mayor's absence, the appointed and/or elected Vice or Acting Mayor of the City. "Ordinance" means this Ordinance authorizing
the issuance of the Bonds. "State" means the state of Kansas. "Treasurer" means the appointed and acting Treasurer of the City or, in the Treasurer's absence, the appointed and/or elected
Deputy or Acting Treasurer of the City. n of fnr thr Rnnds. These Bonds shall be issued for the purpose of providing funds to pay the Authorized Costs of the Improvements. . The Bonds
shall be general obligations of the City payable as to both principal and interest in part from special assessments levied, upon the property benefited by the construction of certain
portions of the Improvements and, if not so paid, from ad valorem taxes which may be levied without 1imitation.as to rate or amount upon all the taxable tangible property, real and personal,
within the territorial limits of the City. The balance of the principal and interest on the Bonds shall be payable from ad valorem taxes which may be levied without limitation as to
rate or amount upon all the taxable tangble property, real and personal, within the territorial limits of the City. The full faith, credit and resources of the City are hereby irrevocably
pledged for the prompt payment of the principal of and interest on the Bonds as the same become due. d Cn-nf the EQ&, . The Bonds shall be dated and bear interest, shall mature and be
payable at such times, shall be in such fornis, shall be subject to redemption and payment prior to the maturity thereof, and shall be issued and delivered in the manner prescribed and
subject to the provisions, covenants and agreements set forth in a resolution hereinafter adopted by the governing body of the City. . . -2-
Levy and C ' o l l o Asre-. The governing body of the City shall annually make provision for the payment of principal of, premium, if any, and interest on the Bonds as the same become
due, taking into account any scheduled mandatory redemptions, by levying and collecting the necessary taxes and/or assessments upon all of the taxable tangible property vrrithin the
City in the manner provided by law. The taxes and/or assessments referred to above shall be spread upon the tax rolls and shall be levied and collected at the same time and in the same
manner as the general ad valorem taxes of the City . are levied and collected, and the proceeds derived from the taxes and/or assessments shall be deposited in the Bond and Interest
Fund. If at any time the taxes and/or assessments are not collected in time to pay the principal of or interest on the Bonds when due, the Treasurer is hereby authorized and directed
to pay the principal or interest out of the general funds of the City and to reimburse the general funds for money so expended when the taxes and/or assessments are collected. Sectlon.
Tax. The City covenants and agrees that it will not take any action, or fail to take any action, if any such action or failure to take action would adversely affect the exclusion of
the interest on the Bonds from gross income for federal income tax purposes. The City covenants and agrees that it will use the proceeds of the Bonds as soon as practicable and with
all reasonable dispatch for the purpose for which the Bonds are issued as previously set forth, and that it will not directly or indirectly use or permit the u.se of any proceeds of
the Bonds or any other funds of the City, or take or omit to take any action that would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148(a) of the Code. To that
end, the City will comply with all requirements of Section 148 of the Code to the extent applicable to the Bonds. The City covenants and agrees that it will not use any portion of the
proceeds of the Bonds, including any investment income earned on such proceeds, directly or indirectly, in a manner that would cause any B'ond to be a "private activity bond" within
the meaning of Section 141(a) of the Code. her h h u Q . The Mayor, City Clerk and other City officials are authorized and directed to execute such documents and take such actions as
they may deem necessary or advisable in order to carry out the purposes of this Ordinance. Govcrnq T.aw.. The Ordinance and the Bonds shall be governed by and construed in accordance
with the applicable laws of the State. .CPctlnn. Effective. This Ordinance shall take effect and be in full force from and after its passage by the governing body of the City and publication
in the official City newspaper. -?-
PASSED by the governing body of the City on July 8,2002. AlTEST City Clerk -4-
GILMORE & BELL, P.C. Document No. K105675.03UXes3 REGISTEXED BONDS BOOK-ENTRY ONLY SERIES 2002-B RESOLUTION NO. 02-5835 OF CITY OF SALINA, KANSAS ADOPTED JlTLY 8,2002 $1,980,000 GENERAL
OBLIGATTON INTElwAL IMPROVEMENT BONDS SERIES 2002-B
RESOLUTION TmLE OF CONTENTS Title ..................................................................................................................... 1 Recitals.. ..................................
............................................................................ 1 ARTICLE I DEFINITIONS Section 101. Definitions ofWor& and term^ ........................................................
................. 1 ARTICLE I1 DETAILS OF THE BONDS Section.201. Section 202. Section 203. Section 204. Section 205. Section 206. Section 207. Section 208. Section 209. Section 210.
Section 211. Section 212. Authorization of the Bonds ................................................................................. Description ofthe Bonds ........................................
............................................ Designation of Paying Agent and Bond Registrar .............................................. Method and Place of Payment ofthe Bonds ....................
................................... Method of Execution and Authentication of the Bonds ...................................... Registration, Transfer and Exchange ofBon ds ...........................
........................ Surrender and Cancellation of Bonds ................................................................. Mutilated, Lost, Stolen or Destroyed Bonds .............................
.......................... Temporary Bonds ................................................................................................ Delivery of the Bonds .....................................
.................................................... Book-Entry Bonds; Securities Depository .......................................................... Payments Due on Saturdays, Sundays
and Holidays ........................................... 4 4 5 5 5 5 6 6 6 7 7 8 REDEMPTION OF THE BONDS Section 301. Optional Redemption .............................................................
............................. 8 Section 302. Selection ofBonds to be Redeemed ................................................................... 8 Section 303. Notice of Redemption
......................................................................................... 9 Section 304. Effect of Call for Redemption ................................................................
............. 10 ARTICLE IV ESTABLISHMENT OF FUNDS AND ACCOUNTS Section 401. Creation of Funds and Accounts .........................................................................
10 -1-
Section 402 . Administration of Funds and Accounts ............................................................... ARTICLE V APPLICATION OF BOND PROCEEDS Section 501 . Section 502 .
Section 503 . Section 504 . Disposition ofBond Proceeds ............................................................................. Withdrawals from the Improvement Fund ...........................
............................... Surplus in the Improvement F ~....d....... ............................................................ Substitution of Improvements ..................................
.............................................. ARTICLE VI PAYMENT OF THE BONDS Section 60 1 . Section 602 . Section 603 . Application of Moneys in the .E ’rincipal and Interest Account
............................ Transfer ofFunds to Paying Agent ..................................................................... Surplus in Principal and Interest Account .........................
................................... ARTICLE VII DEPOSITS AND INVESTMENT OF FUNDS Section 701 . Deposits ...............................................................................................
............... Section 702 . Investments ......................................................................................................... Section 703 . Deposits into and Application
ofMoneys in the Rebate Fund ............................. ARTICLE Vm DEFAULT AND REMEDIES Section 801 . Remedies ......................................................................................
....................... Section 802 . Limitation on Rights of Bondo wners .................................................................. Section 803 . Remedies Cumulative ........................
................................................................. ARTICLE Ix AMENDMENTS Section 901 . Amendments ......................................................................................
................. Section 902 . Written Evidence ofhendments ...................................................................... 10 10 11 11 11 11 11 11 12 12 12 13 13 13 14 14 -11-
ARTICLE X Section 1001. Section 1101. DEFEASANCE Defeasance .. .. . . . . . -... . . . . . . . . . . -..-... . _ --... -.. . . . . . . -... -.. . . . . . . . _.. . . . . . . -... . .
. . . . . . --..-----... . . . . . . . . . . . . ARTICLE XI CONTINUING DISCLOSURE REQUIREMENTS Disclosure Requirements .__............._................................ . ..._......_.............._..
_____ ARTTCLE XII MISCELLANEOUS PROVISIONS Section 1201. Section 1202. Section 1203. Section 1204. Section 1205. Section 1206. Section 1207. Preliminary official Statement and Official
Statement _... ..._.... ._... . . ., .........._.__. . Rebate Covenants. ....... ..... . .._..__. ~ ___._. _ ....._ ___.__._........ ._. ...... .... ........... .._... _.____..._.. .
Tax Covenants ....._.............._..............._.....................~..~.~................._.................... SeverabiIity ... ...... .. . ...__.. ... .... _ ._.......... .. ....
.. ....._....._......... . ....._ _ __..__._._ ._.._..._. ~ ..._... Further Authority ._...... . . ..... .. ....._... ... .. ........ ..-.._........_. .... ._.... . ._ ........ . ..
._.... . .... .... Governing Law .... . ... .. ..... ... .. .___. . ...... .. ._.._.... ... ...... .. ...... .. .. .. .... .. _._._.....___._.___. .. ~ _... Effective Date ..._. ~ _..........
. ......... ~ ...__..........._................_...........-...............-.......... Adoption ... .. .. .. . . . . _-... . . . . . . . . . . . . -.. .. . .-.. . .. . . .. . .. . .
. . . . __ .. .. . . . . . . . _ .._ _. .-.... . .. . .. .. . . _ _.. .. . . .. .. . . Signatures and Seal ........._....................._...................._...._.............._............._.....
. Exhibit A -Bond Form Exhibit B -Continuing Disclosure Instructions 14 15 15 16 16 16 16 16 17 17 1 6 ... -111-
RESOLUTION NO. 02-5835 A RESOLUTION PRESCRIBING THE FORM AND DETmS OF AND AUTHORIZING THE DELIVERY OF $1,980,000 PRINCIPAL AMOUNT OF OF THE CITY OF SALINA, KANSAS, PREVIOUSLY AUTHORIZED
BY WITH RESPECT THERETO. GENERAL OBLIGATION INTERNAL IMPROVEMENT BONDS, SERIES 2002-B, ORDINANCE NO. 02-10082 OF THE CITY; AND MAKING CERTAIN COVENANTS WHEREAS, the City has adopted
the Ordinance authorizing the issuance of the Bonds; and WHEREAS, the Ordinance authorized the governing body of the City to adopt a resolution prescribing certain details and conditions
and to make certain covenants with respect to the issuance of the Bonds; 1 I NOW, THEREFORE, BE IT RESOLVED BY THE G O V E W G BODY OF THE CITY OF SALINA, KANSAS, AS FOLLOWS: ARTICLE
I DEFINITIONS Section 101. Definitions of Words and Terms. "Act" means the Constitution and statutes of the State of Rmsas including, but not limited to, K.S.A. 10-101 et seq., K.S.A.
12-6a01 et seq. and K.S.A. 12-1736 et seq., all as amended and supplemented. "Arbitrage Instructions" means the Arbitrage Instructions (dated as of the date of issuance of the Bonds)
relating to certam matters within the scope of Section 148 of the Code, as the same may be amended or supplemented in accordance with its terms. "Authorized Costs" means the amount of
expenditure for an Improvement which has been duly authorized to be paid by the City by a resolution or ordinance of the City, less (1) the amount of any notes or bonds of the City which
are currently outstanding and available to pay such Authorized Costs, and (2) any Authorized Costs which have been previously paid by the City or by any eligible source of funds unless
such amoimts are entitled to be reimbursed under State and federal law. "Authonied Investme&" means investments authorized by K.S.A. 10-131, as amended from time to time, or as otherwise
permitted under the laws of the State. "Bond and Interest Fund" means the Bond and Interest Fund of the City for its general obligation bonds. "Bond Counsel" means the firm of Gilmore
4% Bell, P.C., or any other attorney or firm of attorneys whose expertise in matters relating to the issuance of obligations by states and their political subdivisions is nationally
recognized and acceptable to the City.
"Bondowner" shall have the same meaning as the tem Owner. "Bond Registrar" means the Treasurer of the State, Topeka, Kansas, and its successors -and assigns. . "Bonds" means the City's
General Obligation Internal Improvement Bonds, Series 2002-B Bonds in the aggregate principal amount of $l,980,000 and dated July 15,2002. "Business Day" means a day other than a Saturday,
Sunday or any day designated as a holiday by the Congress of the United States or by the Legislature of the State and on which the Paying Agent is scheduled in the normal course of its
operations to be open to the public for conduct of its operations. "Cede & Co." means Cede & Co., as nominee name of The Depository Trust Company, -New York, New York Tity" means the
City of Salina, Kansas. "City Clerk" means the duly appointed and acting City Clerk of the City or, in the City Clerk's absence, the duly appointed and/or elected Deputy or Acting City
Clerk of the City. . . "Code" means the Internal Revenue Code of 1986, as amended, and the applicable regulations proposed or promulgated thereunder of the United States Department of
the Treasury, "Continuing Disclosure Instructions" means the Continuing Disclosure Instructions dated May 6, 1996 and attached as an exhibit to Resolution No. 96-5007 of the City (pertaining
to General Obligation Internal Improvement Bonds, Series 1996-A of the City), as fkom time to time amended and attached hereto as Exhibit B. ''Costs of Issuance" shall mean all costs
of issuing the Bonds, includmg all publication, printing, signing and mailing expenses but not limited to, registration fees, all fees and expenses of legal counsel, and any expenses
incurred in connection with receiving ratings on the Bonds, any financial advisory fees and all other related expenses. "Ixnprovement Fund" means the Improvement Fund for Salina, Kansas,
General Obligation Internal Improvement Bonds, Series 2002-B, created herein and any Substitute Improvements. "Improvements" means the improvements referred to in the preamble to the
Ordinance. "Interest Payment Dates" means April 1 and October 1 of each year, commencing April 1,2003, and ending on the maturity date of the Bonds, or such other time as the Bonds are
paid or provision is made for the payment thereof. "Mayor" means the duly elected and acting Mayor of the City or, in the Mayor's absence, the duly appointed andor elected Mayor or acting
Mayor of the City. "Ordinancell means Ordinance No. 02-10082 of the City authorizing the issuance of the Bonds. "Original Purchaser" means Country Club Bank, n.a., Kansas City, Missouri.
-2-
I "Outstanding" means as of a particular date, all Bonds heretofore issued, authenticated and delivered under the provisions of this Resolution, except: (a) Bonds cancelled by the Paying
Agent or delivered to the Paying Agent for cancellation pursuant to this Resolution; (b) Bonds for the payment or redemption of which monies or investments have been deposited in accordance
with this Resolution; and (c) Bonds in exchange for or in lieu of which other Bonds have been authenticated and delivered pursuant to this Resolution. "Owner" or "Registered Owner" when
used with respect to any Bond means the person in whose name such Bond is registered on the registration books of the City as maintained by the Bond Registrar. "Participants" means those
financial institutions for whom the Securities Depository effects bookentry transfers and pledges of securities deposited with the Securities Depository, as such listing of Participants
exists at the time of such reference. "Paying Agent" means the Treasurer of the State, Topeka, Kansas, and any successors and assigns. "Principal and Interest Account" means the Principal
and Interest Account for Salina, Kansas, General Obligation Internal Improvement Bonds, Series 2002-B, created in the City's Bond and'hterest Fund. "Principal Payment Dates" means October
1 of the years as set forth in Section 202 of this Resolution, or until such time as the aggregate principal mount of the Bonds has been paid or provision is made for the payment of
the Bonds. "Purchase Price" means 100% of the principal amount of the Bonds plus accrued interest to the date of delivery and plus any premium to be paid by the Original Purchaser. "Rebate
Fund" means the Rebate Fund for Salina, Kansas, General Obligation Internal Improvement Bonds, Series 2002-B, created herein. "Record Dates" means the fifteenth day of each month preceding
the Interest Payment Dates of each year the Bonds are Outstanding. "Replacement Bonds" means Bonds issued to the beneficial owners of the Bonds in accordance with Section 2 1 1011 hereof.
"Representation Letter" means the Representation Letter, if any is required, fiom the City and the Paying Agent to the Securities Depository with respect to the Bonds. "Resolution" means
this resolution relating to the Bonds. "Securities Depository" means, initially, The Depository T m t Company, New York, New York, and its successors and assigns. -3-
! "State" means the state of Kansas. "Substitute Improvements" means the substitute or additional improvements of the City as authorized by Section 504 of this Resolution. "Treasurer"
means the duly appointed and acting Treasurer of the City or, in the TTeasurer's absence, the duly appointed Deputy or acting Treasurer of the City. ARTICLE II DETAILS OF THE BONDS Section
201. Authorization of the Bonds. The Bonds have been issued pursuant to the Ordinance for the purpose of providing funds to pay the Authorized Costs of the Improvements. . Section 202.
DescriDtion of the Bonds. The Bonds shall consist of fully registered bonds in the denomination of $5,000 or any integral multiple thereof, shall be dated July 15,2002, shall be numbered
in such manner as the Bond Registrar shall determine, shall be in substantially the form set forth in Exhibit A to this Resolution, may be in typewritten form and shall be dated July
15, 2002. All of the Bonds shall become due on the -Principal Payment Dates and shall bear interest from the date thereof as follows: MATURITY PRINCIPAL INTEREST OCTOBER 1 AMOUNT m 2003
2004 2005 2006 2007 2008 2009 2010 201 1 2012 2013 2014 2015 2016 2017 170,000 165,000 165,000 165,000 165,000 165,000 165,000 165,000 165,000 165,000 65,000 65,000 65,000 65,000 65,000
3.75% 3.70% 3.45% 2.70% 3 .OO% 3.35% 3.50% 3.75% 3 -90% 4.00% 4.10% 4.25% 4.35% 4.45% 4.50% Interest on the Bonds at the rates stated above (computed on the basis of a 36Oday year of
twelve 3Oday months) from the date thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for, shall be payable on the Interest Payment
Dates to the Owners whose names appear on the books maintained by the Bond Registrar at the close of business on the Record Dates.
i Section203. Designation of Paving Agent and Bond Registrar. The Treasurer of the State, Topeka, Kansas, is hereby designated as the Paying Agent and Bond Registrar for the Bonds. The
Mayor and City Clerk of the City are hereby authorized and empowered to execute on behalf of the City an agreement with the Bond Registrar and Paying Agent for the Bonds. Section 204.
Method and Place of Pavment of the Bonds. The principal of, premium, if any, and interest on the Bonds shall be payable in any coin or cuhmcy which, on the respective dates of payment,
is legal tender for the payment of debts due the United States of America. The principal of and any premium on the Bonds shall be paid to the Registered Owner of each Bond upon presentation
of the Bond at the maturity or redemption date to the Paying Agent for cancellation. The interest payable on each Bond on any Interest Payment Date shall be paid to the Registered Owner
of such Bond as shown on the Bond Register at the close of business on the Record Date for such interest (a) by check or draft mailed by the Paying Agent to such Registered Owner at
the address shown on the Bond Register or @) in the case of an interest payment to any Registered Owner of $500,000 or more in aggregate principal amount of Bonds, by electronic transfer
to such Registered Owner upon written notice given to the Paying Agent by such Registered Owner not less than 15 days prior to the Record Date for such interest, containing the electronic
transfer instructions including the bank (which shall be in the continental United States), address, AJ3A routing number and account number to which such Registered Owner wishes to have
such transfer directed. . The Paying Agent shall keep in its offices a record of payment of principal of, premium, if any, and interest on all Bonds. Section205. Method of Execution
and Authentication of the Bonds. The Bonds shall be executed for and on behalf of the City by the manual or facsimile signature of the Mayor, attested by the manual or facsimile signature
of the City Clerk and the seal of the City shall be affixed thereto or imprinted on the Bonds. The Bonds shall be registered in the office of the City Clerk, and evidenced by the manual
or facsimile signature of the City Clerk with the seal of the City affixed to or imprinted on the Bonds. The Bonds shall also be registered in the office of the State Treasurer, evidenced
by the manual or facsimile signature of the State Treasurer with the seal of the State Treasurer &ed to or imprinted on the Bonds. In the event that any of the officers shall cease to
hold such offices before the Bonds are issued and delivered, the Bonds may be issued and transferred to other Owners as though the officers had not ceased to hold office, and such signatures
appearing on the Bonds shall be valid and sufficient for all purposes as if they,had remained in office until such'issuance or transfer. The Bonds shall not be valid obligations under
the provisions of this Resolution until the Certificate of Authentication appearing on each bond is executed by the Bond Registrar or a duly authorized representative of the Bond Registrar.
It is not necessary that the same representative of the Bond Registrar execute the certificate of authentication on all of the Bonds. Section206. Registration, Transfer and Exchange
of Bonds. As long as the Bonds remain Outstanding, the City shall cause the Bond Registrar to keep the books for the registration and transfer of the Bonds. Upon presentation of the
necessary documents the Bond Registrar shall transfer or exchange any Bond(s) for new Bond@) in an authorized denomination of the same maturity and for the same aggregate principal amount
as the Bond@) which was presented for transfer or exchange. -5 -
I All Bonds presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in a form and with guarantee of
signature satisfactory to the Bond Registrar, duly executed by the Registered Owner thereof or by the Registered Owner's duly authorized agent. In addition, all Bonds presented for transfer
or exchange shall be surrendered to the Bond Registrar for cancellation. Prior to delivery of the new Bond(s) to the transferee, the Bond Registrar shall register the same in the registration
books kept by the Bond Registrar for such purpose and shall authenticate.each Bond. The City shall pay the fees of the Bond Registrar for registration and transfer of the Bonds and the
cost of printing a reasonable supply of registered bond blanks. Any additional costs or fees that might be incurred in the secondary market, other than fees of the Bond Registrar, are
the responsibility of the Owners. The City and the Bond Registrar shall not be required to issue, register? transfer or exchange any Bonds during a period beginning on the day following
the Record Date preceding any Interest Payment Date and ending at the close of business on the Interest Payment Date or' any Bonds which have been called for redemption in accordance
with Article I l l of this Resolution. New Bonds delivered upon any transfer or exchange shall be valid obligations of the City, evidencing the same debt as the Bonds surrendered, shall
be secured by the Resolution and shall be entitled to all of the security and benefits hereof to the same extent as the Bonds surrendered. The City, Bond Registrar and Paying Agent may
deem and treat the person in whose name any Bond is registered as the absolute Owner thereof, whether such Bond shall be overdue or not, for the purpose of receiving payment of, or on
account of, the principal of, redemption premium, if any, and interest on such Bond and for all other purposes, and neither the City, Bond Registrar and Paying Agent shall be affected
by any notice to the contrary. Section207. Surrender and Cancellation of Bonds. Whenever any Outstanding Bonds are delivered to the Bond Registrar for cancellation such Bond shall be
canceled by the Bond Registrar upon payment of the principal amount of the Bond and interest thereon or replacement pursuant to the Resolution, and the canceled Bond shall be returned
to the City. Section 208. Mutilated. Lost. Stolen or Destroyed Bonds. In the event Bond is mutilated, lost, stolen or destroyed, the City may execute and the Bond Registrar may authenticate
a new Bond of the same date, maturity, denomination and interest rate, as the mutilated, lost, stolen or destroyed Bond; provided, that in the case of any mutilated Bond, such mutilated
Bond shall first be surrendered to the City or the Bond Registrar, and, in the case of any lost, stolen or destroyed Bond there shall be first finished to the Bond Registrar and the
City evidence of such loss, theft or destruction satisfactory to them, together with an indemnity satisfactory to the City and the Bond Registrar. In the event any such Bond shall have
matured, instead of issuing a duplicate Bond, the City and Bond Registrar may pay the same without surrender thereof. The City and Bond Registrar may charge to the Registered Owner of
such Bond their reasonable fees and expenses in connection with replacing any Bond or Bonds mutilated, stolen, lost or destroyed. Section 209. TempoTaw Bonds. Until definitive Bonds
are prepared, the City may execute, in the same manner as is provided in the Resolution and upon the request of the City, the Bond Registrar -6-
shall authenticate and deliver, in lieu of definitive Bonds but subject to the same provisions, limitations and conditions as the definitive Bonds, one or more temporary Bonds substantially
of the tenor of the definitive Bonds in lieu of which such temporary Bond or Bonds are issued, in denominations authorized herein, authorized by the City and with such omissions, insertions
and variations as may be appropriate to temporary Bonds. The City at its own expense shall prepare and execute and, upon the surrender of such temporary Bonds for exchange and upon the
cancellation of such surrendered temporary Bonds, the Bond Registrar shall authenticate and, without charge to the Owner thereof, deliver in exchange therefor definitive Bonds of the
same aggregate principal amount and maturity as the temporary Bonds mendered. xf the City shall authorize the issuance of temporary Bonds in more than one denomination, the Registered
Owner of any temporary Bond or Bonds may, at such Registered Owner's option, surrender the same to the Bond Registrar in exchange for another temporary Bond or Bonds of like aggregate
principal amount and maturity of any other authorized denomination or denominations, and thereupon the City shall execute and the Bond Registrar shall authenticate and, upon payment
of any applicable taxes, fees and charges, shall deliver a temporary Bond or Bonds of like aggregate principal amount and maturity in such other authorized-denomination or denominations
as shaIl be requested by such Owner. All temporary Bonds surrendered in exchange either for another temporq Bond or Bonds orsfor a definitive Bond or Bonds shall be canceled by d e Bond
Registrar. Section 210. Deliverv of the Bonds. The .Mayor and City Clerk are hereby authorized and directed to cause the Bonds to be registered in the ofices of the City Clerk and the
State Treasurer as provided by law, and, when duly executed and registered, to cause the Bonds to be delivered to the Original Purchaser, upon receipt by the City of the Purchase Price.
Section 2 11. Book-Entry Bonds: Securities Depository. (a) The Bonds shall initially be registered to Cede & Co., the nominee for the Securities Depository, and no beneficial owner will
receive certificates representing their respective interests in the Bonds, except in the event the Bond Registrar issues Replacement Bonds as provided in subsection (b) hereof. It is
anticipated that during the term of the Bonds, the Securities Depository will make book-entry transfers among its Participants and receive and transmit payment of principal of, premium,
if any, and interest on, the Bonds to the Participants until and unless the Bond Registrar authenticates and delivers Replacement Bonds to the beneficial owners as described in subsection
(b). (b) (1) If the City determines (A) that the Securities Depository is unable to properly discharge its responsibilities, or (E%t) hat the Securities Depository is no longer qualified
to act as a securities depository and registered clearing agency under the Securities Exchange Act of 1934, as amended, or (C) that the continuation of a bookentry system to the exclusion
of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests of the beneficial owners of the Bonds, or (2) if the Bond Registrar receives written notice
horn Participants having interests in not less than 50% of the Bonds Outstanding, as shown on the records of the Securities Depository (and certified to such effect by the Securities
Depository), that the continuation of a book-entry system to the exclusion of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests of the beneficial
owners of the Bonds, then the Bond Registm shall notify the Owners of such determination or such notice and of the availability of certificates to Owners requesting the same, and the
Bond Registrar shall register in the name of and authenticate and deliver Replacement Bonds to the beneficial owners or their nominees in principal amounts representing the interest
of each, making such adjustments as it may . -7-
i find necessary or appropriate as to accrued interest and previous calls for redemption; provided, that in the case of a determination under (l)(A) or (l)(B) of this subsection (b),
the City, with the consent of the Bond Registrar, may select a successor securities depository in accordance with Section 21 l(c) hereof to effect book-entry transfers. In such event,
all references to the Securities Depository herein shall relate to the period of time when the Securities Depository has possession of at least one Bond. Upon the issuance of Replacement
Bonds, all references herein to obligations imposed upon or to be performed by the Securities Depository shall be deemed to be imposed upon and performed by the Bond Registrar, to the
extent applicable with respect to such Replacement Bonds. If the Securities Depository resigns and the City, the Bond Registmr or Owners are unable to locate a qualified successor of
the Securities Depository. in accordance with Section 2 1 l(c) hereof, then the Bond Registrar shall authenticate and cause delivery of Replacement Bonds to Owners, as provided herein.
The Bond Registrar may rely on information fiom the Securities Depository and its Participants as to the names of the beneficial owners of the Bonds. The cost of printing, registration,
authentication and delivery of Replacement Bonds shall be paid for by the City. (c) In the event the Securities Depository resigns, is unable to properly discharge its responsibilities,
or is no longer qualified to act as a securities depository and registered clearing agency under the Securities Exchange Act of 1934, as amended, the City may appoint a successor Securities
Depository provided the Bond Registrar receives written evidence satisfactory to the Bond Registrar with respect to the ability of the successot Securities Depository to discharge its
re.sponsibi1ities. Any such successor Securities Depository shall be a securities depository which is a registered clearing agency under the Securities Exchange Act of 1934, as amended,
or other applicable statute or regulation that operates a securities depository upon reasonable and customary terms. The Bond Registrar upon its receipt of a Bond or Bonds for cancellation
shall cause the deliveq of Bonds to the successor Securities Depository in appropriate denominations and form as provided herein. (d). The execution and delivery of any required Representation
Letter to the Securities Depository by an authorized officer of the City is hereby authorized. Section 212. Paments Due on Saturdays. Sundays and Holidavs. In any case where the Principal
Payment Date, the Interest Payment Date or the redemption date is not a Business Day, then payment of principaI, interest or redemption price need not be made on such date($ but may
be made on the next succeeding Business Day with the same force and effect as if made on such date(s), and no interest shall acque for the period after such date(s). ARTICLE III REDEMPTION
OF THE BONDS Section 301. Ootional Redemution. At the option of the City, Bonds maturing on October 1, 2013, and thereafter may be called for redemption and payment prior to matnity
on October 1,2012 and thereafter, in whole at any time or in part on any interest payment date in such principal amounts for such maturities as shall be determined by the City at the
redemption price of 100% (expressed as a percentage of the principal amount), plus accrued interest thereon to the date of redemption. Section 302. Selection of Bonds to be Redeemed.
The Bonds shall be redeemed only in the principal amount of $5,000 or any integral muItiple thereof. When less than all of the Bonds are to be -8-
I redeemed and paid prior to maturity, Bonds of less than a full maturity to be selected in such manner as the Bond Registrar acting on behalf of the City shall determine. In the case
of a partial redemption of Bonds when Bonds of dpominations greater than $5,000 are then Outstanding, then for all purposes in connection with such redemption each $5,000 of face value
shall be treated as though it were a separate Bond of the denomination of $5,000. If it is determined that one or more, but not all, of the $5,000 units of face value represented by
any Bond is selected for redemption, then upon notice of intention to redeem such $5,000 unit or units, the Owner or the Owner's duly authorized agent shall forthwith present and surrender
such Bond to the Bond Registrar: (i) for payment of the redemption price (including the redemption, if any, and interest to the date fmed for redemption) of the $5,000 unit or units
of face value called for redemption; and (ii) for exchange, without charge to the Owner thereof, for a new Bond(s) of the aggregate principal amount of the unredeemed portion of the
principal amount of such Bond. If the Owner of any Bond of a denomination greater than $5,000 shall fail to present such Bond as aforesaid, such Bond shall, nevertheless, become due
and payable on the redemption date to the extent of the amount called for redemption. Section303. Notice of Redemption. In the event the City desires to call the Bonds for redemption
prior to maturity, written notice of such intent shall be provided in accordance with K.S.A. 10-129, as amended. Unless waived by any Owner of Bonds to be redeemed, if the City shall
call any Bonds for redemption and payment prior to the maturity thereof, the City or the Bond Registrar and Paying Agent on behalf of the City shall give written notice of its intention
to call and pay said Bonds on a specified date, the same being described by maturity, said notice to be mailed by United States first class mail addressed to the Owners of said Bonds,
such notice to be mailed not less than 30 days prior to the date fmed for redemption.' The City and Bond Registrar shall also give such additional notice as may be required by State
law in effect as of the date of such notice. -All official notices of redemption shall be dated and shall state (1) the redemption date, (2) the redemption price, (3) if less than all
Outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal amounts) of the Bonds to be redeemed, (4) that on the redemption
date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest thereon shall cease to accrue &om and after said
date, and (5) the place where such Bonds are to be surrendered for payment of the redemption price, which place of payment shall be the principal office of the Paying Agent. Prior to
any redemption date, the City shall deposit with the Paying Agent an amount of money sufficient to pay the redemption price of all the Bonds or portions of Bonds which are to be redeemed
on that date. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Paying Agent at the redemption price. Installments of interest
due on or prior to the redemption date shall be payable as herein provided for payment of interest. Upon mender for any partial redemption of any Bond, there shall be prepared for the
Registered Owner a new Bond or Bonds of the same maturity in the amount of the unpaid principal: All Bonds which have been redeemed shall be cancelled and destroyed by the Paying Agent
and shall not be reissued. For so long as the Securities Depository is effecting book-entry transfers of the Bonds, the Bond Registrar shall provide the notices specified in this Section
to the Securities Depository-It is expected that the Securities Depository shall, in turn, notify its Participants and that the Participants, in turn, will notify or cause to be notified
the beneficial owners. Any failure on the part of the Securities Depository or a Participant, or failure on the part of a nominee of a beneficial owner of a Bond (having been mailed
-9-
notice from the Bond Registrar, the Securities Depository, a Participant or otherwise) to notify the i beneficial owner of the Bond so affected, shall not affect the validity of the
redemption of such Bond. Section 304. Effect of CaIl for Redemution. Whenever any Bond is called for redemption and payment as provided in this Article, all interest on such Bond shall
cease from and after the date for which such call is made, provided funds are available for its payment at the price specified above. ARTICLE N ESTABLISHMENT OF FUNDS AND ACCOUNTS Section
401. Creation of Funds and Accounts. Simultaneously with the issuance of the Bonds, there shall be created within the Treasury of the City the following funds and accounts: (a) Improvement
Fund for Salina, Kansas, General Obligation Internal Improvement Bonds, Series 2002-B; and (b) Principal and Interest Account for Salina, Kansas, General Obligation Internal Improvement
Bonds, Series 2002-B; and (c) Rebate Fund for S a m Kansas, General Obligation Internal Improvement Bonds, Series 200243. Section 402. Administration of Funds and Accounts. The funds
and accounts established herein shall be administered in accordance with the provisions of the Resolution so long as the Bonds are outstanding. ARTICLE V APPLICATION OF BOND PROCEEDS
Section 501. Disposition of Bond Proceeds. The proceeds of the Bonds, upon issuance and delivery thereof, shall be deposited as follows: (a) In the Principal and Interest Account, a
sum equal to the accrued interest and any premium paid on the Bonds. (b) Improvement Fund. The balance of the proceeds of the Bonds shall be deposited into the If (a) any portion of
the Bond proceeds will be used to pay principal of any temporary notes previously issued by the City to finance the Improvements or other City improvements (the "Refunded Notes"), and
(b) any proceeds of such Refunded Notes (including sale proceeds and investment earnings on such proceeds) remain unspent, then there m y be transferred to the improvement Fund all such
unspent proceeds. -10-
Section 502. Withdrawals from the Improvement Fund. The Treasurer shall make withdrawals fkom the Improvement Fund solely for the purpose of paying the Authorized Costs of the Improvements,
including the retirement of the principal of and any interest on previously issued temporary financing therefor and paying the Costs of Issuance for the Bonds. Section 503. Sumlus in
the Improvement Fund. All moneys remaining in the Improvement Fund after the completion of the Improvements, shall be hnsferred immediately to the Principal and Interest Account and
applied to the next installment of principal andor interest due on the Bonds. Section 504. Substitution of Improvements. If the City is prevented, hindered or delayed &om proceeding
with the acquisition or construction of the improvements as referred to in Section 101 of this Resolution or if the City has moneys remaining in the Improvement Fund after the completion
of such improvements, the City may elect to substitute or add other improvements pursuant to this Section (the "Substitute Improvement") provided the following conditions are met: (1)
the Substitute Improvement and the issuance of general obligation bonds to pay the cost of the Substitute Improvement has been duly authorized by the governing body of the City in accordance
with the laws of the State, (2) a resolution or ordinance authorizing the use of the proceeds of the Bonds to pay the Authorized Costs of the Substitute Improvement has been duly adopted
by the governing body of the City, (3) the Attorney General of the State has approved the amendment to the transcript of proceedings for the Bonds to include the Substitute Improvements
and (4) the City has received an opinion of Bond Counsel to the effect that the use of the proceeds of the Bonds to pay the Authorized Cost of the Substitute Improvement will not adversely
affect the tax-exempt status of the Bonds under State or federal law and the Substitute Improvement has been duly authorized pursuant to this Section and the laws of the State. ARTICLE
VI PAYMENT OF THE BONDS Section 601. ADdicarion of Moneys in the Princiual and Interest Account. All amounts paid and credited to the Principal and Interest Account shall be expended
and used by the City for the sole purpose of paying the principal of, premium, if any, and interest on the Bonds as and when the same become due and paying the usual and customary fees
and expenses of the Paying Agent. Section 602. Transfer of Funds to Paving Agent. The Treasurer is hereby authorized and directed to withdraw from the Principal and Interest Account
and forward to the Paying Agent sums sufficient to pay both principal of and premium, if any, and interest on the Bonds as and when the same become due, and also to pay the charges made
by the Paying Agent for acting in such capacity in the payment of principal and interest on the Bonds, and said charges shall be forwarded to the Paying Agent over and above the amount
of the principal of, premium, if any, and interest on the Bonds. If, through the lapse of time, or otherwise, the Owners of Bonds shall no longer be entitled to enforce payment of their
obligations, it shall be the duty of the Paying Agent forthwith to return said funds to the City. All moneys deposited with the Paying Agent shall be deemed to be deposited in accordance
with and subject to all of the provisions contained in the Resolution. Section 603. Sur~lusin Principal and Interest Account. Any moneys or investments remaining in the Principal and
Interest Account after the retirement of the indebtedness for which the Bonds were issued shall be transferred and paid into the Bond and Interest Fund of the City. -11-
ARTICLE VII DEPOSITS AND INVESTMENT OF FUNDS Section 701. DeDosits. Cash moneys in each of the fimds and accounts created by this Resolution shall be deposited in a bank OT banks or
federal or state chartered savings and loan association(s), as permitted by Kansas law, and all such deposits shall be adequately secured by the bank or banks or savings and loan associations
holding such deposits in accordance with State law. Section702. Investments. Moneys held in the h d s and accounts herein created by this Resolution in conjunction with the issuance
of the Bonds may be invested by the City in Authorized Investments, or in other investments allowed by State law in the amounts and maturing at such times as shall reasonably provide
for moneys to be available when required in said accounts or funds; provided, however, that no such investment shall be made for a period extending longer than to the date when the moneys
invested may be needed for the purpose for which the fund or account was created. All interest on any Authorized Investment held in any fund or account shall (except amounts required
to be deposited into the Rebate Fund in accordance with the Arbitrage Instructions) accrue to and become a part of such fund or account. In determining the amount held in any fund or
account under the provisions of the Resolution, Authorized Investments shall be valued at their principal par value or at their then market value, whichever is lower. Section 703. Dmosits
into and Application of Moneys in the Rebate Fund. (a) There shall be deposited in the Rebate Fund such amounts as are required to be deposited therein pursuant to the Arbitrage Instructions.
Subject to the payment provisions provided in subsection (b) below, all money in the Rebate Fund shall be held in trust, to the extent required to pay arbitrage rebate to the United
States, and neither the City nor the Owner of any Bond shall have any rights in or claim to such money. All amounts in the Rebate Fund shall be governed by this Section and by the Arbitrage
Instructions (which are incorporated herein by reference). , (b) Pursuant to the Arbitrage Instructions, the City shall pay rebate installments and the fmal rebate payments to the United
States. Any moneys remaining in the Rebate Fund after redemption and payment of all of the Bonds and payment and satisfaction of my rebate mounts, or provision made therefor, shall be
withdrawn and released to the City. (c) Notwithstanding any other provision of the Resolution, including in particular this Article, the obligation to pay arbitrage rebate to the United
States and to comply with all other requirements of this Section, the preceding Section and the Arbitrage Instructions shall survive the defeasance or payment in hll of the Bonds. -12-
ARTICLE VIII DEFAULT AND REMEDIES Section 801. Remedies. The provisions of the Resolution, including the covenants and agreqnents herein contained, shall constitute a contract between
the City and the Owners of the Bonds. The Owner or Owners of any of the Bonds at the time Outstanding shall have the right for the equal benefit and protection of all Owners of Bonds
similarly situated: (a) by mandamus or other suit, action or proceedings at law or in equity to enforce the rights of such Owner or Owners against the City and its officers, agents and
employees, and to require and compel duties and obligations required by the provisions of the Resolution or by the Constitution and laws of the State; (b) by suit, action or other proceedings
in equity or at law to require the City, its officers, agents and employees to account as if they were the trustees of an express trust; and (c) by suit, action or other proceedings
in equity or at law to enjoin any acts or things which may be unlawfid or in violation of the rights of the Owners of the.Bonds. Section 802. Limitation on Riphts of Bondowners. The
covenants and agreements of the City contained herein and in the Bonds shall be for the equal benefit, protection, and security of the Owners of any or all of the B’onds, all of which
Bonds shall be of equal rank and without preference or priority of one Bond over any other Bond in the application of the funds herein pledged to the payment of the principal of and
the interest on the Bonds, or otherwise, except as to rate of interest, date of maturity and right of prior redemption as provided m the Resolution. No one or more Bondowners secured
hereby shall have any right in any manner whatever by his or their action to affect, disturb or prejudice the security granted and provided for herein, or to enforce any right hereunder,
except in the manner herein provided, and all proceedings at law or in equity shall be instituted, had and maintained for the equal benefit of all Owners of such Outstanding Bonds. Section
803. Remedies Cumulative. No remedy conferred herein upon the Bondowners is intended to be exclusive of any other remedy, but each such remedy shall be cumulative and in addition to
every other remedy and may be exercised without exhausting and without regard to any other remedy conferred herein. No waiver of any default or breach of duty or contract by the Owner
of any Bond shall extend to or affect any subsequent default or breach of duty or contract or shall impair any rights or remedies thereon. No delay or omission of any Bondowner to exercise
any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein. Every substantive
right and eveIy remedy conferred upon the Owners of the Bonds by the Resolution may be enforced and exercised fiom time to time and as often as may be deemed expedient. In case any suit,
action or proceedings taken by any Bondowner on account of any default or to enforce any right or exercise any remedy shall have been discontinued or abandoned for any reason, or shall
have been determined adversely to such Bondowner, then, and in every such case, the City and the Owners of the Bonds shall be restored to their former positions and rights hereunder,
respectively, and all rights, remedies, powers and duties of the Bondowners shall continue as if no such suit, action or other proceedings had been brought or taken. -13-
ARTICLE IX AMENDMENTS Section 901. Amendments. Except as set forth herein, the provisions of the Bonds and the provisions of the Resolution may be modified or amended at any time by
the City with the written consent of the Owners of not less than seventy-five per cent (75%) in aggregate principal amount of the Bonds herein authorized at the time Outstanding; provided,
however, that no such modification. or amendment shall permit or be construed as permitting: (a) the extension of the maturity of the principal of any of the Bonds, or the extension
of the maturity of any interest on any of the Bcmds, or (b) a reduction in the principal amount of any of the Bonds or the rate of interest thereon, or (c) a reduction in the aggregate
principal amount of the Bonds; the consent of 100% of the Owners of whch is required for any such amendment or modification. The City may from time to time, without the consent of or
notice to any of the Owners, provide for amendment to the Bonds ox the Resolution, for any one or more of the following purposes: (a) To cure any ambiguity or formal defect or omission
in the Resolution or to make any other change not prejudicial to the Owners; -(b) To grant to or confer upon the Owners any additional rights, remedies, powers or authority that may
lawfully be granted to or conferred upon the Owners; (c) To more precisely identify the Improvements. (d) To confortp the Resolution to the Code or future applicable federal law concerning
tax-exempt obligations. The Continuing Disclosure Instructions are exempt from the provisions of this Section and are subject to amendment and modification only as provided therein.
Section 902. Written Evidence of Amendments. Every amendment or modification of a provision of the Bonds or of the Resolution to which the written consent of the Owners is given as above
provided shall be expressed in a resolution of the City amending or supplementing the provisions of the . Resolution and shall be deemed to be a part of the Resolution. It shall not
be necessary to note on any of the Outstanding Bonds any reference to such amendment or modification, if any. A certified copy of every such amendatory or supplemental resolution, if
any, and a certified copy of the Resolution shall always be kept on file in the Office of the City Clerk and shall be made available for inspection by the Owners of any Bond or prospective
purchaser or Owners of any Bond authorized by the Resolution, and upon payment of the reasonable cost of preparing the same, a certified copy of any such amendatory or supplemental resolution
or of the Resolution will be sent by the City Clerk to any such Owner or prospective Owner. ARTICLE X DEFEASANCE Section '1001. Defeasance. When all or any part of the Bonds and interest
thereon shall have been paid and discharged, then the requirements contained herein and the pledge of revenues made hereunder and all other rights granted hereby shall cease and determine.
Bonds shall be deemed to have been paid and -14-
discharged within the meaning of the Resolution if there shall have been deposited with the Paying Agent or a bank located in the State and having fulI trust powers, at or prior to the
maturity or redemption date of the Bonds, in trust for and irrevocably appropriated thereto, moneys andlor direct obligations of, or obligations the principal of and interest on which
are guaranteed by, the United States of America, or other investments allowed by State law which, together with the interest to be earned on such investments, will be sufficient for
the payment of the principal of the Bonds, the redemption premium thereon, if any there be, and interest accrued to the date of maturity or redemption, as the case may be, or if default
in such payment shall have accrued on such date, then to the date of the tender of such payments, provided always that if any such Bonds shall be redeemed prior to the maturity thereof,
the City shall have elected to redeem such Bonds and either notice of such redemption shall have been given or the City shall have given irrevocable instructions, or shall have provided
for an escrow agent to give irrevocable instructions to the Bond Registrar to give such notice of redemption in compliance with this Resolution. Any moneys which at any time shall be
deposited with the Paying Agent or said bank in the State by or on behalf of the City, for the purpose of paying and discharging any of the Bonds shall be and are hereby assigned, transfmed
and set over to the Paying Agent or such bank in the State in trust for the respective Owners of the Bonds, and such moneys shall be and are hereby irrevocably appropriated to the payment
and discharge thereof. All moneys deposited with the Paying Agent or said bank in the State shall be deemed to be deposited in accordance with and subject to all of the provisions contained
in the Resolution. ARTICLE X I CONTINWNG DISCLOSURE REQUIREMENTS Section 11 01. Disclosure Requirements. The City hereby elects that the Continuing Disclosure Instructions shall apply
to the Bonds. The City hereby covenants with the Original Purchaser and the Beneficial Owners (as defined in the Continuing Disclosure Instructions) to provide and disseminate such information
as is required by Rule 15c2-12 (as defined in the Continuing Disclosure Instructions) and as further set forth in the Continuing Disclosure Instructions. Such covenant shall be for the
benefit of and enforceable by the Original Purchaser and such Beneficial Owners. In the event the City fails to comply in a timely manner with its covenants contained in tbe preceding
sentences, the Origrnal Purchaser andor any such Beneficial Owner may make demand for such compliance by written notice to the City. In the event the City does not remedy such noncompliance
within 10 days of receipt of such written notice, the Original Purchaser or any such Beneficial Owner may in its discretion, without notice OT demand, proceed to enforce compliance by
a suit or suits in equity for the specific performance of such covenant or agreement contained in the preceding section or for the enforcement of any other appropriate legal or equitable
remedy as the Original Purchaser and/or any such Beneficial Owner shall deem effectual to protect and enforce any of the duties of the City under such preceding section, but such noncompliance
shall not constitute a dehdt or event of default under this Resolution. . ARTICLE XII MISCELLANEOUS PROVISIONS Section 1201. Preliminary Official Statement and OfEcial Statement. The
City hereby approves the form and content of the Preliminary Official Statement prepared in the initial offering and sale of the Bonds. The Preliminary Official Statement is "deemed
final" by the City except for the omission of certain information as provided in Securities and Exchange Commission Rule 15c2-12. The City hereby -15-
approves the form and content of any addenda, supplement, or amendment thereto utilized to prepare a final Official Statement. The Official Statement is ttdeemed final" by the City in
accordance with the provisions of Securities and Exchange Commission Rule 15~2-12. The use of such Official Statement in the reoffering of the Bonds by the Original Purchgser is hereby
approved and authorized. The proper officials of the City are hereby authorized to execute and deliver a certificate pertaining to such Official Statement as prescribed therein, dated
as of the date of payment for and delivery of the Bonds. Section 1202. Rebate Covenants. The City agrees to pay from time to time all amounts required to be rebated to the United States
pursuant to Section 148(f) of the Code and any applicable Treasury Regulations. This covenant shall survive payment in full or defeasance of the Bonds from time to time. Section 1203.
Tax Covenants. The City hereby designates $1,045,000 of the Bonds as "qualified tax-exempt obligations" as defined in Section 265(b)(3) of the Code; $935,000 of the Bonds are deemed
designated under Section 265@)(3)(D)(ii) of the Code. In addition, the City hereby represents that: (1) . the aggregate face amount of all tax-exempt obligations (other than private
activity bonds which are not "qualified SOl(c)(3) bonds") which will be issued by the City (and all subordinate entities thereof) during calendar year 2002 is not reasonably expected
to exceed $10,000,000; and (2) the City (including all subordinate entities thereof) will not issue an aggregate principal amount of obligations designated by the City to be "qualified
+-exempt obligations" during the calendar year in which the Bonds are issued, including the Bonds, in excess of $10,000,000, without frst obtaining an opinion of bond counsel that the
designation.of the Bonds as "qualified tax-exempt obligations" will not be adversely affected. Section 1204. Severability. In case any one or more of the provisions of the Resolution
or of the Bonds issued hereunder shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provision of the Resolution, or of the
Bonds appertaining thereto, but the Resolution and the Bonds shall be construed and enforced as if such illegal or invalid provision had not been contained herein. In case any covenant,
stipulation, obligation or agreement contained in the Bonds or in the Resolution shall for any reason be held to be in violation of law, then such covenant, stipulation, obligation or
agreement shall be deemed to be the covenant, stipulation, obligation or agreement of the City to the full extent permitted by law. Section 1205. Further Authorh. The Mayor, City Clerk
and other officials of the City are authorized and directed to execute any and all documents and take such actions as they may deem necessary or advisable in order to carry out and perform
the purposes of the Resolution to make alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and confirmed
which they m y approve and the execution or taking of such action shall be conclusive evidence of such necessity or advisability. Section 1206. Governing Law. The Resolution and the
Bonds shall be governed exclusively by and construed in accordance with the applicable laws of the State. Section 1207. Effective Date. This Resolution shall take effect and be in full
force fiom and after its adoption by the governing body of the City. -1 6-
ADOPTED by the governing body of the City on July 8,2002.
EXHIBlTA (Form of Bond) EXCEPT AS OTHERWISE PROVIDED IN THE RESOLUTION (DESCRIBED HEREIN), THIS GLOBAL BOND MAY BE TRANSFJiXRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF
THE SECURITIES DEPOSITORY (DESCRIBED EEREIN) OR TO A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINlEE OF A SUCCESSOR SECURITIES DEPOSITORY. REGISTERED NUMBER UNITED STATES OF AMERICA
STATE OF KANSAS COUNTY OF SALINE CITY OF SALINA GENER4L. OBLIGATION INTERNAL IMPROVEMENT BOND SERIES 2002-B REGISTERED $ Interest Maturity Dated CUSP: Rate: -% Date: -Date: July 15,2002
REGISTERED OWNER: PRZNCPALAMOUNT: KNOW ALL PERSONS BY THESE PRESENTS: That the City of Salina, in the County of Saline, State of Kansas (the "City"), for value received, hereby acknowledges
itself to be indebted and promises to pay to the registered owner identified above, or registered assigns, as of the Record Dates as hereinafter provided on the Maturity Date identified
above, the Principal Amount identified above, and in like manner to pay interest on such Principal Amount fiom the Dated Date shown above or fiom the most recent interest payment date
to which interest has been paid or duly provided for at the rate of interest per annum set forth above (computed on the basis of a 360-day year of tweIve 30-day months), semiannually
on April 1 and October 1 of each year, commencing April 1,2003 (the "Interest Payment Dates"), until the Principal Amount is paid, unless this Bond shall have been previously called
for redemption and payment as hereinafter set forth. The principal of, premium, if any, and interest on this Bond shall be payable by the Treasurer of the state of Kansas, Topeka, Kansas
(the "Paying Agent" and "Bond Registrar"). The principal of and any premium on this Bond shall be payable to the registered owner hereof upon presentation of this Bond at the maturity
or redemption date to de Paying Agent for payment and cancellation. The interest payable on this Bond on any interest payment date shall be paid to the person in whose name this Bond
is registered on the Bond Register at the close of business on the fifteenth day of the month preceding the interest'payment date (the "Record Date") for such interest (a) by check or
draft mailed by the Paying Agent to such Registered Owner at the address shown on the Bond Register or at such other address as is furnished to the Paymg Agent in writing by such Registered
Owner or (b) in the case of an interest payment to any Registered Owner of $500,000 or more in aggregate principal amount of Bonds, by A-1
electronic transfer to such Registered Owner upon written notice given to the Paying Agent by such Registered Owner not less than 15 days prior to the Record Date for such interest,
c o n t a ~ gth e electronic transfer instructions including the bank (which shall be in the continenti1 United States), address, ABA routing number and account number to which such
Registered Owner wishes to have such transfer directed. The principal, premium, if any, and interest on the Bonds shall be payable in any coin or cmency which, on the respective dates
of payment thereof, is legal tender for the payment of debts due the United States of America. The Bonds constitute general obligations of the City payable as to both principal and interest
in part from special assessments levied upon the property benefited by the construction of certain portions of the improvements being financed and, if not so paid, fiom ad valorem '
taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The balance of
the principal and interest on the Bonds shall be payable from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real
and personal, within the territorial limits of the City. The full faith, credit and resources of the City are irrevocably pledged for the payment of the principal of and interest on
this Bond and the issue of which it is a part as the same respectively become due. This Bond is one of an authorized series of Bonds of the City designated "General Obligation Internal
Improvement Bonds, Series 2002-B," in an aggregate principal amount of $1,980,000 (the "Bonds") issued for the purposes set forth in the Ordinance of the City authorizing the issuance
of the Bonds and the Resolution of the City prescribing the form and details of the Bonds (jointly,, the "Resolution"). The Bonds are issued by the authority of and in full compliance
with the provisions, restrictions and limitations of the Constitution and laws of the state of Kansas, including, withoutlimitation, K.S.A. 10-101 etseq., K.S.A. 12-6aO1 et seq. and
K.S.A. 12-1736 etseq., all as amended. At the option of the City, Bonds maturing on October 1,2013, and thereafter may be called for redemption and payment prior to maturity on October
1,2012 and thereafter, in whole at any time or in part on any interest payment date in such principal amounts for such maturities as shall be detemined by the City at the redemption
price of 100% (expressed as a percentage of the principal amount), plus accrued interest thereon to the date of redemption. Unless waived by any owner of the Bonds to be redeemed, if
the City elects to call any Bonds for redemption and payment prior to maturity, the City or the Bond Registrar and Paying Agent on behalf of the City shall give written notice of its
intention to call and pay such Bonds on a specified date, the same being described by maturity, such notice to be mailed by United States first class mail addressed to the Owners of
the Bonds not less than 30 days prior to the date fixed for redemption. All Bonds so called for redemption and payment shall cease to bear interest fiom the date for which such call
is made, provided b d s are available for the payment of such Bonds at the price specified above. . The Bonds are being issued by means of a bookentry system with no physical distribution
of bond certificates to be made except as provided in the Resolution. One Bond certificate with respect to each date on which the Bonds are stated to mature, registered in the nominee
name of the Securities Depository, is being issued and required to be deposited with the Securities Depository and immobilized in its custody. The book-enhy system will evidence positions
held in the Bonds by the Securities Depository's participants, beneficial ownership of the Bonds in authorized denominations being evidenced in the records of such participants. Transfers
of ownership shall be effected on the records of the Securities Depository and its participants pursuant to rules and procedures established by the Securities Depository and its participants.
The City, the Bond Registrar and the Paying Agent will recognize the Securities Depository nominee, while the registered owner of this Bond, as the owner of this Bond for all purposes,
including (i) payments of principal of, and redemption premium, if any, and A-2
interest on, this Bond, (ii) notices and (iii) voting. Transfers of principal, interest and any redemption premium payments to participants of the Securities Depository, and transfers
of principal, interest and any redemption premium payments to beneficial owners of the Bonds by participants of the Securities Depository will be the responsibility of such participants
and other nominees of such beneficial owners. The City, the Bond Registrar and the Paying Agent will not be responsible or liable for such transfers of payments or for maintaining, supervising
or reviewing the records maintained by the Securities Depository, the Securities Depository nominee, its participants or persons acting through such participants. While the Securities
Depository nominee is the owner of tlus Bond, notwithstanding the provision hereinabove contained, payments of principal of and interest on h s Bond shall be made in accordance with
existing arrangements among the City, the Bond Registrar and the Securities Depository. EXCEPT AS OTHERWISE PROVIDED IN THE RESOLUTION, THIS GLOBAL BOND MAY BE TRANSFERRED, IN WHOLE
BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF THE SECUKITES DEPOSITORY OR TO'A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSITORY The Bonds are issued
in fully registered form in the denomination of $5,000 or any integral multiple thereof. This Bond may be exchanged at the office of the Bond Registrar for a like aggregate principal
amount of Bonds of the same maturity of other authorized denominations upon the tams provided in the Resolution. The City and the Bond Registrar may deem and treat the registered owner
hereof as the absolute owner hereof for purposes of receiving payment of or on account of principal hereof and interest due hereon and for all other purposes and neither the City nor
the Bond Registrar shall be affected by any notice to the conkary. This Bond is transferable by the registered owner hereof in person or by the registered owner's agent duly authorized
in writing, at f i e office of the Bond Regis-, but only in the manner, subject to the limitations and upon payment of the charges provided in the Resolution and upon surrender and cancellation
of this Bond. The City shall pay all costs incurred in connection with the issuance, payment and initial registration of the Bonds and the cost of a reasonable supply of bond blanks.
The City and the Bond Regis& shall not be required to issue, register, transfer or exchange any Bonds during a period beginning on the day following the Record Date preceding any Interest
Payment Date and ending at the close of business on the Interest Payment Date or Bonds which have been called for redemption in accordance with Article III of the Resolution. IT IS HEREBY
DECLARED AND CERTEIED that all acts, conditions, and things required to be done and to exist precedent to arid in the issuance of this Bond have been properly done and performed and
do exist in due and regular form and manner as required by the Constitution and laws of the state of Kansas, and that the total indebtedness of the City, including this series of bonds,
does not exceed any constitutional or statutory limitation. This Bond shall not be valid or become obligatory for any purpose until the Certificate of Authentication and Registration
hereon shall have been lawfully executed by the Bond Regisbar. A-3
' IN WlTNESS WHEREOF, the City has caused this Bond to be executed by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signature of its City Clerk,
and its corporate seal to be affixed hereto or imprinted hereon, and this Bond to be dated the Dated Date shown above. CITY OF SALINA, KANSAS (Facsimile Seal) ATTEST: BY (facsimile)
City Clerk (facsimile) Mayor CERTIFICATE OF AUTHENTICATION AND REGISTRATION This Bond is one of a series of General Obligation Internal Improvement Bonds, Series 2002-B, of the City
of Salina, Kansas, described in the within-mentioned Resolution. Registration Date: Office of the Sate Treasurer, as Bond Registrar and Paying Agent Topeka, Kansas By: Registration Number:
0322-085-07 1502-522
BOhB ASSIGNMENT FOR V'UE RECEIVED, the undersigned do(es) hereby sell, assign and tt-ansfer to ~ (Name and Address) (Social Security or Taxpayer Identification No.) the Bond to which
t h i s assignment is affixed in the outstanding principal amount of $ , standing in the name of the undersigned on the books of the Bond Registrar. The undersigned do(es) hereby irrevocably
constitute and appoint as agent to transfer said Bond on the books of said Bond Regis-with full power of substitution in the premises. Dated .Name Social Security or Taxpayer Identification
No. Signature (Sign here exactly as name(s) appear on the face of Certificate) Signature guarantee: BY mame of Eligible Guarantor Institution as defined by SEC Rule 17ad-15 (12CF'R 240.17Ad-15)
or any similar rule which the Bond Registrar deems applicable]. A-5
CERTIFICATE OF CITY CLERK STATE OF KANSAS ) COUNTY OF SALINE ) ) ss. I, the undersigned, City Clerk of Salina, Kansas, hereby certify that the within Bond has been duly registered in
my office according to law as of July 15,2002. WITNESS my hand and official seal. (Facsimile Seal) (facsimile) City Clerk ~~ ~~~ ~ CERTIFICATE OF STATE TREASURER OFFICE OF THE TREASURER,
STATE OF KANSAS I, TIM SHALLENBURGER, Treasurer of the State of Kansas, do hereby certify that a transcript of the proceedings leading up to the issuance of this Bond has been filed
in my office, and that this Bond was registered in my office according to law on WlTNESS my hand and official seal. (Facsimile Seal) TreasGer of the State of Kansas
LEGAL OPINION I, the undersigned, City Clerk of the City of Salina, Kansas, hereby certify that the following is a true and correct copy of the approving legal opinion of Gilmore & Bell,
a Professional Corporation, Attorneys at Law, Kansas City, Missouri, on the within Bond and the series of which it is a part, except that it omits the date of such opinion; that the
opinion was manually executed and was dated and issued as of the date of delivery of and payment for the Bonds and is on file in my office. BY (facsimile) City Clerk (PRJNTJD LEGAL OPINION)
A-7
I CONTINUING DISCLOSURE INSTRUCTIONS SECTIONI. hm ose of the Continuino, Disclosure Instructions. These Continuing Disclosure Insimctions (the "Jnstructions") are being executed and
delivered by the City for the benefit of the beneficial owners of any series of d e Bonds and in order to assist d e Participating Undawriters in complying with Rule 15~2-12(d efined
beIow). These Instructions are to govern the continuing disclosure obligations of the City with respect to the City's General Obligation Internal improvement Bonds, Series 1996-A dated
as of June 1, 1996 (the "1996 Bonds") and any additional series of Bonds that the City hereafter elects to make subject to these Instructions. SECTION2. Definitions. Unless otherwise
defined in these Instructions, the following capitalized terms shall have the following meanings for purposes of these Instructions: "Beneficial ownef' means any registered owner of
the Bonds and any other person who, directly or . indirectly, has investment power with respect to any of the Bonds. 'Bond Counsel" means the firm of GiImore & Bell, P.C., or any other
attorney or firm of attorneys with a nationally recognized standing in the field of municipal bond financingselected by the City. "Bonds" means the 1996 Bonds and any additional series
of bonds, notes or other municipal obligations of the City that the City elects at the time of issuance to have subject to these Instructions for the purpose of constituting the undertaking
of the City to provide continuing disclosure pursuant to Rule 15c2-12. "City" means the Crty of Salina, Kansas. "MSRB" means the Municipal Securities Rulemaking Board. '?rJRMSlR" means
any information repository recognized by the Securities and Exchange Commission as a nationally recognized municipal securities information repositoly under Rule 15~2-12. "Participating
Underwriter" means any of the original underwriters of the 1996 Bonds and any f h r e s eries of Bonds required to comply with Rule 15~2-12in connection with the offering of any series
of Bonds. "Rule 15c2-12" means Rule 15~2-12a dopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time.
"SID" means any public or private information depository, if any, designated by the State of Kansas and the Securities and Exchange Commission as such for purposes of Rule 15~2-12. SECTION
3. Provision of Annual Reports. (a) Within I80 days after the close of each fiscal year, the City shall furnish to each NRMSR and to the SID, if any, (i) a copy of the financial statements
of the City prepared in accordance with generally accepted accounting principles and audited by its independent auditors (OT if not available as of B-1
such date, the unaudited financial statements of the City and as soon thereafter as available such audited financial statements of the City), and (ii) the operating data of the City,
updated for the fiscal year then ended, in substantially the scope and form contained in the Official Statement dated May 6, 1996, with respect to the 1996 Bonds in the tables under
the following headings: I. Debt Summary 2. Tax Levies 3. Assessed VaIuation 4. Estimated Actual Valuation 5. Tax Collections 6. LargestTaxpayers ' (b) Any or all of the financial information
or operating data required by this Section 3 may be incorporated by reference fiom other documents, including official statements of debt issues with respect to the City that have been
filed with each NRMSIR or the Securities and Exchange Commission, and in the case of a finaI official statement, that is available fiom the MSRB. The City shall clearly identify in each
armual report filed under this Section 3 each document incorporated by reference and the source fiom which it is available. SECTION 4. Reporting of Material Events. (a) The City shall
disseminate to the SID, if any, and to each NRMSIR or to the MSREt, promptly upon the occurrence thereof notice of any of the fo-llowing events with respect to each series of the . Any
principal or interest payment delinquencies; Any non-payment related defaults; Any unscheduled draws on debt service reserves reflecting financial difficulties; Any unscheduled draws
on credit enhancements reflecting fmancial difficulties; Any substitution of credit or liquidity providers, or their failure to perform; Any adverse tax opinions or events affecting
the tax-exempt status of any series of Any modifications to rights of security holders; Any calls (other than mandatory sinking fund redemptions or redemptions at Any defeasances; Any
release, substitution or sale of property securing repayment of any series of the Any rating changes. B-2
(b) The City shall also provide to the SID, if any, and to each NRMSIR or to the MSRB, as prompt1y.a practicable notice of any failure of the City to provide the NRMSIRs gnd the SID,
if any, the annual financial information or operating data required by Section 3 on or before the date specified. !' SECTIONS. Termination of Reporting -0bli~ation. The City's obligations
under these Instructions shall terminate with respect to each series of Bonds upon the defeasance, prior redemption or payment in full of all of such series of Bonds. . SECITON 6. Amendment:
Waiver. (a) The provisions of these Instructions may be amended only by a written instrument executed by the Mayor of the City if the City receives an opinion from Bond Counsel to the
effect that these Instructions, as so amended, are in compliance with Rule 15~2-12a nd all current amendments thereto and interpretations thereof that are applicable to these Instructions.
, (b) If an amendment is made to these Instructions, the City shall describe in the next annual financial report submitted to the NRMSIRs pursuant to Section 3 the substance of the amendment,
the reasons for such amendment and thc impact of such amendment on the type of operating data or financial information required to be provided under these hstructions. SECTION 7. Additional
Information. Nothmg in these Instructions shall be deemed to prevent the City from disseminating any other information, or including any other information in any report or notice made
hereunder, in addition to that which is required by .these Instructions. If the City chooses to include any informaton in any report or notice made hereunder in addition to that which
is specificalEy required by these Instructions, the City shall have no obligation hereunder to update such informafion or include it in any future report or notice. . SECTION 8. Noncompliance.
The provisions of these Instructions shall be subject to specific enforcement or action in mandamus in a court of equity by any beneficial owner of any series of the Bonds. A breach
of the provisions of this Section shall not constitute a default or event of default under the resolution adopted by the City authorizing any series of the Bonds. --SECTION 9. Beneficiaries.
These Instructions are for the beneiit of the City, the Participating Underwriters and the beneficial owners of any series of the Bonds, and shall create no rights in any other person.
SECTION 10. Applicability to Future Series of Bonds. These Instructions shall apply to any hture series of Bonds of the City that the City elects to have subject to these fnst~~ctioants
t he time of issuance thereof. These Instructions shall constitute the undertaking of the City with respect to any such future series ' of Bonds for the purpose of any Participating
Underwriters determining compIiance with Rule 15c2-12. Nothing contained herein shall obligate the City to adopt these Instructions with respect to any future bonds or municipal obligations
issued by the City. Dated: May 6,1996. CITY OF SALINA, KANSAS B-3
-. __ . Commission Action# . I I L -PYz i 1 8 t 10-024 10-024 CITY OF SALINA, KANSAS REGULAR MEETING OF THE BOARD OF COMMISSIONERS August 16,2010 4:OO p.m. The City Commission convened
at 3:45 p.m. in a Study Session for a Citizens Open Forum. The Regular Meeting of the Board of Commissioners was called to order at 4:OO p.m. in Room 107, City: County Building. A roll
call was taken followed by the Pledge of Allegiance and a moment of silence. There were present: Mayor Aaron G. Peck, Chairman presiding . Commissioner Samantha Angel1 Commissioner Tom
Arpke Commissioner Norman Jennings Commissioner M. Luci Larson comprising a quorum of the Board, also present: Jason A. Gage, City Manager Greg Bengtson, City Attorney Shandi Wicks,
Deputy City Clerk Absent: None. CITIZEN FORUM None. AW-S -PROCLAMATIONS None. PUBLIC HEARINGS AND ITEMS SCmDULED FOR A CERTAIN TIME None. CONSENT AGENDA (6.1) (6.2) Electric, Inc. in
the amount of $90,555. Approve the minutes of August 9,2010. Award of contract for the Wiring Replacement and Pedestal Installation Project to DRCL (6.3) Bryant & Bryant Construction
in the amount of $244,455.90. Award of contract for the South Ninth Street Phase IV Median Hardscaping Project to A correction was noted on the minutes to show Commissioner Arpke absent.
Moved by Commissioner Arpke, seconded by Commissioner Larson, to approve the consent agenda as amended. Aye: (5). Nay: (0). Motion carried. DEVELOPMENT BUSINESS ,(7.1) Postpone consideration
of Application # PlO-l/lA (Stone Lake Addition plat) and second readings of OrdinanceNos. 10-10547 and 10-10548 annexing and rezoning the Stone Lake Addition. Moved by Coqmissioner Larson,
seconded by Commissioner Jennings, to postpone Application #PlO-l/lA, M i c e No. 10-10547 and Ordinance No. 10-10548,until September 13, 2010. Aye: (5). Nay: (0). Motion carried. (7.2)
Regional Incentives and qualified for designation of a non-metropolitan Kansas Enterprise Zone. Resolution No. 10-6752 reconfirming support for the Regional Strategic Plan including
the . . Page 1
Commission Action # -10-024 B a ---z g p -In 11 10-024 10-024 I 10-024 10-024 10-024 10-024 Greg Bengtson, City Attorney, requested the item be postponed until August 23,2010. Moved
by Comriissioner Larson, seconded by Commissioner Jennings, to postpone Resolution No. 10-6752 to August 23.2010. Aye: (5). Nay: (0). Motion carried. ADMINISTRATION (8.1) and pieces
of property to pay the cost of abatement of nuisances. Second reading Ordinance No. 10-10561 levying special assessments against certain lots Mayor Peck noted that this Ordinance was
passed on first reading on August 9,2010 and since that time no comments have been received. Moved by Commissioner Angell, seconded by Commissioner Larson, to adopt Ordinance NO. 10-10561
on second reading. A roll call vote was taken. Aye: (5) Angell, Arpke, Jennings, &on, Peck. Aye 5 Nay: (0). Motion carried. (8.2) Adoption of the 201 1 Budget. ( 8 2 4 Second reading
Ordinance No. 10-10562 adopting the budget. (8.2b) Resolution No. 10-6758 efilishing fees for city services. (8.2~) Resolution No. 10-6759 providing for the appropriation of the budget.
Rod Franz, Director of Finance & Administration, gave an overview of the proposed budget and the fee schedule c h g e s . Moved by Co&ssioner Jennings, seconded by Commissioner Arpke,
to adopt Ordinan& No. 10-10562 on second reading. A roll call vote was taken. Aye: (5) Angell, Arpke, Jennings, -on, Peck Nay: (0) Motion carried. Moved by Commissioner Jenuings, seconded
by Commissioner Arpke, to adopt Resolution No. 10-6758. Aye: (5). Nay: (0). Motion carried. Moved by Commissioner Jennings, seconded by Commissioner Arpke, to adopt Resolution No. 10-6759.
Aye: (5). Nay: (0). Motion canjed. (8.3) . , General Obligation Refunding Bonds, Series 201 0-B. (8.3a) Supply System, .and providing for the payment of the costs. (8.3b) Refunding Bonds,
Series 2010-B. Rod Franz, Director of Finance & Administration, explained the issuance. Roger Edgar, George K. Baum, commented on the financing requirements by the State. Resolution
No. 10-6760 authorizing improvements to the City Public Water Resolution No. 10-676 1 authorizing the offering for sale of General Obligation Moved by Commissioner Angell, seconded by
Commissioner Larson; to adopt Resolution No. 10-6760. Aye: (5). Nay: (0). Motion cariied. Moved by Commissioner Angell, seconded by Commissioner h n ,to adopt Resolution No. 10-6761.
Aye: (5). Nay: (0). Motion carried. (8.4) Acceptance of the Smoky Hill River Master Plan. Martha Tasker, Director of Utilities, explained the master plan and the funding options. Jason
Gage, City Manager, noted where the public could view the slide show, the project timeline and community identity from the river project. Page 2
I Commission Action # 10-024 10-025 10-025 I I Mr. Gage then responded to Commissioner Larson’s question regarding the tax increase. Commissioner Larson expressed the importance of community
education of the project. A discussion followed between Commissioner Jennings, Mayor Peck, and Ms. Taker regardmg the preliminary phase of the project, chimney removal, and the efforts
involved by City Staf€ and the Friends of the River. Dennis Lauver, Salina Area Chamber of Commerce, coritmented on the master plan and the Chamber’s board support of the project. Andy
Martin, Salina Area United Way, noted his involvement in MAC and commented, about the importance of the project to the community and the importance of the health and safety to the community.
Moved by Commissioner Angell, seconded by Commissioner Jennings, to accept the Smoky Hill River Master Plan. Aye: (5). Nay: (0). Motion carried. (8.5) public road crossing improvements
on Neal Avenue near Coronado School, Project No. 10-281 8. . Authorizing to sign contract with Union Pacific Railroad (UPRR) to perform at-grade Dan Stack, City Engineer explained the
improvements and a&ment. Mr. Stack then responded to Commissioner Lrirson’s questions regarding the road and crossing maintenance. Moved by Commissioner Larson, seconded by CommissionerArpke,
to authorize to sign the contract with Union Pacific Railroad (UPRR) to perform at-grade public road crossing improvements on Neal Avenue near Coronado School. Aye: (5). Nay: (0). Motion
carried. OTHER BUSINESS None. . ADJOURNMENT Moved by Commissioner Jennings, seconded by Commissioner Larson,,’t hat the regular meeting be adjourned. Aye: (5). Nay: (0). Motion Carried.
ISEALl Lieu Ann Elsey, CMC, Ci&lerk Page 3
L E RESOLUTION NO. 106761 RESOLUTION AUTHORIZING THE OFFERING FOR SALE OF GENERAL OBLIGATION REFUNDING BONDS, SERIES 2010-B, OF THE CITY OF SALINA, KANSAS. WHEREAS, the City of Salina,
Kansas (the yIssuer"),~h as heretofore issued and has outstanding end obligation bonds, and WHEREAS, due to the current interest rate environment, the Issuer has the opportunity to issue
its ; e n d obligation refunding bonds in order to achieve an interest cost savings on the debt represented by iuch'general obligation bonds desizibed as follows (collectively, the "Refunded
Bonds"): . ' Dac@don Series D d D a t e ?-Anrouni General Obligation I n d 2001-A July 15,2001 2012 to 2016 $1,775,000 General Obligation Internal 2002-B July 15.2002 2013 to 2017 325,000
Improvement Bonds Improvement Bonds ,and WHEREAS, on December 1, 1997, the Issuer entered into a Loan Agreement with The Kansas Deparhnent of Health and Environment ("KDHE") in the original
principal ,mount of $3,600,000 for KF'WSLFProjectNo.2153 (the"ProjectNo.2153 banAgreement");and 8 WEERE&, on March 14, 2001, the Issuer entered into a Loan Agreement with KDHE in the'
~riginalp rincipal amount of $5,000,000 for KPWSLF Project No. 2259 (the ''Project No. 2259 ban 4greemenf" and together with the Projed No. 2 153 Lob Agreement, the "Loan Agreements");
arid WHEREAS, the Issuer has determined that due to the current mterpst rate environment, the Issuer ias the opportunity to issue its general obligation refunding bonds in order to achieve
an interest cost savings in the debt represented by the Loan Agreements; aid WHEREAS, the Issuer hereby selects the firm of George K. Barn.& Co., Kansas City, Missouri 'the "Purchaser"),
as underwriter for one or more series of general obligation refunding bonds of the Issuer in irder to provide funds to refUnd the Refimded Bonds and the Loan Agreements; and WHEREAS,
the Issuer desires to authorize the.Purchaser to proceed with the offering for sale of d d general obligation refunding bonds and relakd activities; and WHEREAS, one of the duties and
responsibilities of the Issuer is to prepare and distribute a ireliminary official statement relating to said general obligation refunding bonds; and WHEREAS, &e Issuei desires to authorize
the Purchaser, in conjunction with the Clerk, to p r o d Kith the preparation and distribution of a p r e l i i official &ent and all other preliminary action tecessary to sell said
general obligation refunding bonds. NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF "€E CITY OF SALINA, KANSAS, AS FOLLOWS Section 1. The purchaser is hmby authori2bd to proceed
with the offering for sale of the Issuer's kneral Obligation Refunding Bonds, Series 2010-B (the "Bonds"), in accordance with the presentation nade by the Purchaser this date. The offering
for sale of the Bonds shall be accomplished in consultation with he Clerk. the Finance Director, G h m &Bell, P.C. ("Bond Counsel"), and the Purchaser. Section 2. The F'urchaser, in
conjunction with the Clerk, the Finance Director and Bond Counsel, is iereby a u t h d to cause to be prepared a Preliminary ofiicial Statement relating to the Bonds. The Issuer iereby
consents to the use and public disbibution by the Purchaser of the Preliminary Official Statement in onnection with the offering for sale of the Bonds. -w o n 3. For the purpose of enabling
the Purchaser to comply witb the requirements of Rule 15~2-2 of the Secutities Exchange Commission (the "Rule"), the Mayor and Clerk or other appropriate officers of he Issuer are hereby
authorized: (a) to approve the form of said Preliminary official Statement, and to xecute the "certificate Deeming prtliminary Official Statement FW in substantially'the form attached
iereto as ExhiblA, as approval of the Preliminary official Statement, such official's signature thereon being onclusive evidence of such official's and the Issuds approval thereof; (b)
covenant to provide continuous econdary market disclosure by annually transmitting certain financial i n f o d o n and operating data and ~tha information nwssary to comply with the
Rule to certain national repositories and the Municipal
. . 7 -I I . I Securities Rulemaking Board, as applicable; and (c) take such other actions or exec& such other documen as such officers in their reasonable judgment deem necessary to
enable the Purchaser to comply with d requirement of the Rule. Section 4. The Issuer agrees to provide to the Purchaser within seven business days of the +e I the purchase conpact for
the Bonds or within sufficient time to accompany any confirmation that reques payment from any customer of the hycbaser, whichever is earlier, sufficient copies of the final offici Statement
to enable the -er to comply with the requirements of Rule 15c2-12(3) and (4) of U Securities and Exchange Commission and with the requirements of Rule G-32 of the Municipal Securitii
Rulemaking Board. Section 5. The Mayor, Clerk, Finance Director and the othm officers and representatives of U Issuer, the Purchaser and Bond Counsel are hereby authorized and direded
to take such h e r action as mi be necessary to carry out the sale of the Bonds. Section 6. The officers and representatives of the Issuer are hereby authorized and directed to tal such
action as may be necessary, after consultation with the purchaser and Bond Counsel, to subscribe for d United States Treasury Securities to be purchased and deposited in the escrow for
the Refunded Bonds and 1 provide for notice of redemption of the Refunded Bonds. Section 7. The Finance Director is hereby authorized to give a conditional notice of prepayment 4 the
Loan Agreements to D H E in substantially the form attached hereto as Exhibit B at least 60 days prior 1 the expected prepayment date, and to take all other such actions as may be necessary
to provide for ti redemption of the Coan Agreements. Section 8. This-R.e solution shall be in full force and effect from and after its adoption. PALANCE OF THIS PAGE INTENTIONALLY LEFT
BLANK] 2
__ --I I I I t . ADOP'kD by the governing body on August 16,ZO 10. n G Peck, Mayor SEAL) ,TEST: 3
EXHIBIT A CERTIFICATE DEEMING PRELIMINARY OFFICIAL STATEMENT FINAL August 16,2010 To: George K. Baum & Co. Kansas City, Missouri Re: -Approximately $8,060,000 City of Salina, Kansas;
General Obligation Refunding Bonds, Series 2010-B Ladies and Gentlemen: The undersigneds are the duly acting Mayor and Clerk of the City of Salina, Kansas (the “Issuer”), and are authorized
to deliver this Certificate to the addressee (the “Purchaser”) on behalf of the Issuer. The Issuer has heretofore caused to be delivered to the Purchaser copies of the Preliminary Official
Statement (the “Preliminary Official Statement”), relating to the above-referenced bonds (the “Bonds”). For the purpose of enabling the Purchaser to comply with the requirements of Rule
15c2-12(b)( 1) of the Securities and Exchange Commission (the “Rule”), the Issuer hereby deems the information regarding the Issuer contabed in the Preliminary Official Statement to
be final as of its date, except for the omission of such information as is permitted by the Rule, such as offering prices, interest rates, selling compensation, aggregate principal amount,
principal per maturity, delivery dates, ratings and other terms of the Bonds depending on such matters. very truly yours, CITY OF SALINA, KANSAS By: Title: Mayor . By: Title: Clerk
EXtilBIT B August 18,2010 Department of Health an.d Environment Bureau of Water -Public Water Supply 1000 SW Jackson, Suite 420 Topeka, Kansas 66612-1367 Attn: David Waldo, Director
~ CONDITIONAL NOTICE OF PREPAYMENT Re: Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina, Kansas,
KPWSLF Project No: 2153, effective as of December 1, 1997; and Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the
City of Salina, Kansas, KPWSLF Project NO. 2259, effective as of March 14,2001 (the “Loan Agreements”) Notice is hereby given pursuant to Section 2.050>) of the above-referenced Loan
Agreements that the City of Salina, Kansas (the “City”) desires to prepay the Loan Agreements in full on October 29, 2010. Such prepayment is subject to the availability of funds therefore
from the proceeds of refunding bonds to be issued by the Issuer. KDHE is requested to complete the attached Certification acknowledging receipt of this Conditional Notice of Prepayment
and forward a copy of same to the undersigned. CITY OF SALINA, KANSAS BY Finance Director * Cc: General Counsel r Department of Health and Environment 1000 SW Jackson, Suite 420 Topeka,
Kansas 66612-1367 Kansas Development Finance Authority 555 S . Kansas Avenue, Suite 202 Topeka, Kansas 66603 Attn: Executive Vice President and General C o k e 1 Gilmore & Bell, P.C.
2405 Grand Blvd., Suite 1100 Kansas City, MO 64108 Attn: Gina Riekhof
CERTIFICATION Re: Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina, Kansas, KPWSLF Project No. 2153,
effective as of December 1, 1997; and Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina, Kansas, KPWSLF
Project No. 2259, effective as of March 14,2001 (the “Loan Agreements”) The undersigned, as an authorized representative of The Kansas Department of Health and Environment (“KDHE”),
does hereby certify as follows: 1. Capitalized terms not defined herein, shall have the meanings ascribed thereto in the attached Conditional Notice of Prepayment or the Loan Agreements
defined therein. 2. KDHE has received the attached Conditional Notice of Prepayment, evidencing the City of Salina, Kansas’s (the “City’s”) intent to prepay the above-referenced Loan
Agreements on October 29, 201 0 (the “Prepayment Date”). 3. The full prepayment amount of the Loans, as determined pursuant to the Loan Agreements is calculated as follows: Principal
Amount of Loan for KPWSLF Project No. 2259 Accrued Interest to Prepayment Date Subtotal for Project No. 2259 Principal Amount of Loan for KPWSLF Project No. 2153 Accrued Interest to
Prepayment Date Subtotal for Project No. 2153 DATED as of August -, 2010. KANSAS DEPARTMENT OF HEALTH AND ENVIRONMENT BY Name: Title:
PRELIMINARY OFFICIAL STATEMENT DATED AUGUST 16,2010 In the opinion of Gilniore & Bell, P.C., Kansas City, Missouri, Bond Counsel, under existing law and assuming continued compliance
with certain requirements of the Internal Revenue Code of 1986, as amended, tlie interest on the Bonds [(incliiditig any original issue discount properly allocable to an owner thereofi]
is excluded from gross income for federal income tax purposes, and is not an item of tax preference for pirrposes of the federal alternative niiriinitrni tax imposed on individuals and
corporations but & taken into accoirnt in detemiiriitig adjusted current earnings for tlie putpose of computing the alternative minimum tax imposed on certain corporations. llie interest
on the Bonds is excluded from coniprrtatioti of Kansas adjusted gross income. The Bonds are “qiralifed tax-exempt obligations” within the meaning of Section 265@)(3) of the Internal
Revenue Code of 1986. as amended. See TAXMATTERS herein. New Issue Book-Entry Only Bank Qualified Moody’s Rating-“Applied For” $8,060,000 (subject to change) CITY OF SALINA, KANSAS GENERAL
OBLIGATION REFUNDING BONDS SERIES 2010-B Dated: October 15,2010 Due: As Shown Herein The Series 2010-B Bonds (the “Bonds”) will be issued as fully registered bonds in the denomination
of $5,000 or any integral multiple thereof. The Bonds shall be initially registered in the name of Cede & Co., as nominee of DTC to which payment of principal and interest will be made.
Individual purchases of Bonds will be made in book-entry only form. Purchasers will not receive certificates representing their interest in the Bonds purchased. Principal on the Bonds
will be payable on each October 1 in the years shown herein. Interest on the Bonds will be payable semiannually on April 1 and October 1 of each year until maturity, commencing on April
1,201 I. The principal of and interest on the Bonds will be payable by check, draft, or wire transfer from the Treasurer of the State of Kansas (the “Paying Agent”). The Bonds are subject
to redemption at the option of the City as further described herein. MATURITY SCHEDULE Maturitv 10-01-11 10-01 -12 10-01 -1 3 10-01 -14 10-01-15 10-01-16 10-01 -1 7 Amount $545,000 885,000
945,000 935,000 930,000 925,000 575,000 Base CUSIP‘” Rate Yield 794743 Maturity 10-01 -1 8 10-01-19 10-0 1 -20* 10-01 -21 * 10-01 -22* 10-0 1-23 * ---Base CUSIP‘” Amount Rate Yield 794743
$540,000 555,000 435,000 3 15,000 325,000 150,000 ----*The Bonds maturing on or after October 1, 2020, will be subject to redemption prior to maturity at the option of the City on October
1,2019, and thereafter, in whole or in part on any date, in principal amounts of $5,000 or any integral multiple thereof, at a price equal to 100% of the principal amount of Bonds to
be redeemed plus accrued interest to the date fixed for redemption. [The Term Bond is also subject to mandatory redemption.] See THE BONDS -“Redemption Provisions” herein. The full faith,
credit, and resources of the City are irrevocably pledged for the prompt payment of the principal and interest on the Bonds as the same becomes due. See THE BONDS -“Security” herein.
The Bonds are offered when, as and if issued by the City and received by the Underwriter subject to the approval of Bond Counsel. It is expected that the Bonds will be available for
delivery through the facilities of DTC on or about October 29,2010. George K. Baum & Company %XJSIP numbers have been assigned to this issue by Standard d Poor’s CUSIP Sendee Bureau.
a division of the McCraw-Hill Companies. Inc.. and are included solelv for the conwnience of the Owners of the Bonds. Neither the Issuer nor the Undenvriter shall be responsible.fir
the selection or correctness of (he CUSIP numbers set forth above. THIS COVER PAGE CONTAINS INFORMATION FOR QUICK REFERENCE ONLY. IT IS NOT A SUMMARY OF THE ISSUE. INVESTORS MUST READ
THE ENTRE OFFICIAL STATEMENT TO OBTAIN INFORMATION ESSENTIAL TO THE MAKING OF AN INFORMED INVESTMENT DECISION.
CITY OF SALINA, KANSAS 300 West Ash City/County Building -Room 206 P. 0. Box 736 Salina, Kansas 67402-0736 CITY COMMISSION Aaron Peck, Mayor Samantha Angell, Vice Mayor M. Luci Larson,
Commissioner Norman Jennings, Commissioner Tom Arpke, Commissioner CITY STAFF Jason Gage, City Manager Mike Schrage, Deputy City Manager Rodney Franz, Finance Director Lieu Ann Elsey,
City Clerk CITY ATTORNEY Greg Bengtson Clark, Mize & Linville, Chartered Salina, Kansas BOND COUNSEL Gilmore &Bell, P.C. Kansas City, Missouri UNDERWRITER George K. Baum & Company Kansas
City, Missouri
No person has been authorized by the City or the Underwriter to give any information or to make any representations with respect to the Bonds to be issued. other than those contained
in this Official Statement. and if given or made. such other information or representations not so authorized must not be relied upon as having been given or authorized by the City or
the Underwriter . This Official Statement is not to be used in connection with an offer to sell or the solicitation of an offer to buy in any state in which such offer or solicitation
is not authorized or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation . All
financial and other information presented herein. except for information expressly attributed to other sources. has been provided by the City from its records and is intended to show
recent historic information . Such information is not guaranteed as to accuracy or completeness . All descriptions of laws and documents contained herein are only summaries and are qualified
in their entirety by reference to such laws and documents . Information and expressions of opinion herein are subject to change without notice and neither the delivery of this Official
Statement nor any sale of the Bonds shall. under any circumstances. create any implication that the information contained herein has remained unchanged since the respective dates as
of which such information is given . TABLE OF CONTENTS Page INTRODUCTORY STATEMENT ......................... 1 General ..................................................................
1 Definitions ............................................................. 1 Additional Information .......................................... 1 THE BONDS ...........................................
................ 2 Description ............................................................ 2 Redemption Provisions .......................................... 2 Authority ............................
.................................... 3 Registration, Transfer and Exchange of Bonds ..... 3 Designation of Paying Agent and Bond Registrar . 4 Method and Place of Payment of the Bonds
.......... 4 Payments Due on Saturdays, Sundays and Holidays ............................................................... 5 Book-Entry Bonds; Securities Depository ............. 5
THE REFUNDING PLAN ...................................... 6 The Escrow Fund ................................................... 6 Mathematical Verification .....................................
6 SOURCES AND USES OF FUNDS ....................... 7 FINANCIAL OVERVIEW ..................................... 8 THE CITY OF SALINA, KANSAS ........................ 9 Location and Size
.................................................. 9 Government ........................................................... 9 KPERS Retirement System ...................................
9 Population .............................................................. 10 Police and Fire Protection ...................................... 10 Economic Characteristics ..........................
............ 10 Income ................................................................... 11 Building Permits Issued ......................................... 11 The Salina Airport
Authority ................................. 11 Major Employers ................................................... 12 Education ...............................................................
12 Kansas State University at Salina .......................... 13 Kansas Wesleyan University ................................. 13 Transportation .....................................................
... 13 Utilities and Infrastructure ..................................... 13 Health Facilities ..................................................... 13 Financial Institutions ........................
..................... 13 Other Information .................................................. 14 Security .................................................................. 3 Unemployment
Rate .............................................. 12 Page DEBT SUMMARY .................................................. 14 Current Indebtedness ..............................................
14 Overlapping Debt ................................................... 15 Historical Debt Information ................................... 15 Annual Debt Payments ....................................
....... 16 Future Indebtedness ................................................ 16 Debt Payment Record ............................................. 16 Legal Debt Limits .............................
...................... 17 FINANCIAL INFORMATION ................................ 17 Financial Statement Summary ................................ 17 Assessed Valuation ................................
................ 18 Estimated Actual Valuation .................................... 18 Special Assessments ............................................... 18 Largest Taxpayers .......................
........................... 19 Tax Collections ...................................................... 19 Sales Tax ................................................................ 20
Tax Levies .............................................................. 21 Appraisal and Assessment Procedures ................... 21 Budgeting Procedures ..........................................
... 21 Property Assessment Rates .................................... 22 Equalization Ratios ................................................ 22 LEGAL MATTERS ........................................
......... 23 TAX MATTERS ...................................................... 23 General ................................................................... 23 Tax Matters Applicable
to the Bonds ..................... 23 Opinion of Bond Counsel ....................................... 23 Federal Tax Exemption .......................................... 23 Kansas Tax
Exemption ........................................... 24 No Other Opinions ................................................. 24 Other Tax Consequences ........................................
24 RATMG ................................................................... 25 UNDERWRITING ................................................... 25 ABSENCE OF MATERLAL LITIGATION ............
25 CONTINUING DISCLOSURE ............................... 25 CERTIFICATION OF THIS OFFICIAL STATEMENT ......................................................... 26 APPENDIX A . Financial
Statements APPENDIX B . Continuing Disclosure Instructions
$8,060,000 (subject to change) CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B INTRODUCTORY STATEMENT The purpose of this Official Statement is to present certain
information concerning the City of Salina, Kansas (the “City”), and the issuance of its $8,060,000 (subject to change) General Obligation Refunding Bonds, Series 2010-B (the ”Bonds’’),
dated October 15, 2010. The Bonds are being issued to provide funds to retire two State Loans, to refund two outstanding general obligation bond issues of the City, and to pay the costs
associated with the issuance of the Bonds. See THE REFUNDING PLAN herein. The full faith, credit, and resources of the City are irrevocably pledged for the prompt payment of the principal
and interest on the Bonds as the same becomes due. See THE BONDS -“Security” herein. APPENDIX A, containing selected financial data relating to the City, is an integral part of this
Official Statement and should be read in its entirety. All financial and other information presented herein has been compiled by the Underwriter, George K. Baum & Company, Kansas City,
Missouri (the “Underwriter”). Such information has been provided by the City and other sources deemed to be reliable. The presentation of information herein is intended to show recent
historic information and is not intended to indicate future or continuing trends in the financial position or other affairs of the City. Gilmore & Bell, P.C., Kansas City, Missouri,
Bond Counsel, has not assisted in the preparation of this Official Statement, except for the sections titled INTRODUCTORY STATEMENT, THE BONDS, LEGAL MATTERS, TAX MATTERS, CONTINUING
DISCLOSURE, and APPENDIX B and, accordingly, expresses no opinion as to the accuracy or sufficiency of any other information contained herein. Definitions Capitalized terms not otherwise
defined herein shall have the meanings ascribed thereto in the resolution and ordinance of the governing body of the City authorizing the Bonds (the “Bond Ordinance”), as applicable.
Copies of the Bond Ordinance are available upon request to the City, the Underwriter, or Bond Counsel. Additional Information Additional information regarding the City or the Bonds may
be obtained from George K. Baum & Company, 4801 Main Street, Kansas City, Missouri 64112, telephone 816-474-1 100.
THE BONDS Description The Bonds shall consist of fully registered book-entry-only bonds in the denomination of $5,000 or any integral multiples thereof (the “Authorized Denomination”)
and shall be numbered in such manner as the Bond Registrar shall determine. All of the Bonds will be dated October 15,2010, shall become due in the amounts, on the Stated Maturities,
and subject to redemption and payment prior to their Stated Maturities, and shall bear interest at the rates per annum set forth on the cover page of this Official Statement. The Bonds
shall bear interest (computed on the basis of twelve 30-day months) from the later of the Dated Date or the most recent Interest Payment Date to which interest has been paid on the Interest
Payment Dates in the manner hereinafter set forth. Redemption Provisions Outional Redemption. At the option of the Issuer, Bonds or portions thereof maturing on October 1, 2020 and thereafter
may be called for redemption and payment prior to their Stated Maturity on October 1, 2019, and thereafter as a whole or in part (selection of maturities and the amount of Bonds of each
maturity to be redeemed to be determined by the Issuer in such equitable manner as it may determine) at any time, at the Redemption Price of 100% (expressed as a percentage of the principal
amount), plus accrued interest thereon to the Redemption Date. [ Mandatorv Redemution. The Bonds maturing Octbber 1, (the “Term Bond) shall be subject to mandatory redemption and payment
prior to their stated maturity pursuant to the mandatory redemption requirements hereinafter set forth, at a redemption price equal to 100% of the principal amount thereof, plus accrued
interest to the redemption date. The City shall redeem on October 1 in each year the following principal amounts of such Term Bond: Principal Amount -Year * *Final maturity of Term Bond]
Selection of Bonds to be Redeemed. Bonds shall be redeemed only in an Authorized Denomination. When less than all of the Bonds are to be redeemed and paid prior to their Stated Maturity,
such Bonds shall be redeemed in such manner as the Issuer shall determine, Bonds of less than a full Stated Maturity shall be selected by the Bond Registrar in minimum Authorized Denomination
in such equitable manner as the Bond Registrar may determine. In the case of a partial redemption of Bonds by lot when Bonds of denominations greater than a minimum Authorized Denomination
are then Outstanding, then for all purposes in connection with such redemption each minimum Authorized Denomination of face value shall be treated as though it were a separate Bond of
a minimum Authorized Denomination. If it is determined that one or more, but not all, of the minimum Authorized Denomination value represented by any Bond is selected for redemption,
then upon notice of intention to redeem such minimum Authorized Denomination, the Owner or the Owner‘s duly authorized agent shall forthwith present and surrender such Bond to the Bond
Registrar: (1) for payment of the Redemption Price and interest to the Redemption Date of such minimum Authorized Denomination value called for redemption, and (2) for exchange, without
charge to the Owner thereof, for a new Bond or Bonds of the aggregate principal amount of the unredeemed portion of the principal amount of such Bond. If the Owner of any such Bond fails
to present such Bond to the Paying Agent for payment and exchange as aforesaid, such Bond shall, nevertheless, become due and payable on the redemption date to the extent of the minimum
Authorized Denomination value called for redemption (and to that extent only). Notice and Effect of Call for Redemption. Unless waived by any Owner of Bonds to be redeemed, if the Issuer
shall call any Bonds for redemption and payment prior to the Stated Maturity thereof, the Issuer shall give written notice of its intention to call and pay said Bonds to the State Treasurer
and the Purchaser. In addition, the Issuer shall cause the Bond Registrar to give written notice of redemption to the Owners of said Bonds. Each of said written notices shall be deposited
in the United States first class mail not less than 30 days prior to the Redemption Date. 2
All official notices of redemption shall be dated and shall contain the following information: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all Outstanding Bonds
are to be redeemed, the identification (and, in the case of partial redemption of any Bonds, the respective principal amounts) of the Bonds to be redeemed; (d) a statement that on the
Redemption Date the Redemption Price will become due and payable upon each such Bond or portion thereof called for redemption and that interest thereon shall cease to accrue from and
after the Redemption Date; and (e) the place where such Bonds are to be surrendered for payment of the Redemption Price, which shall be the principal office of the Paying Agent. The
failure of any Owner to receive notice given as heretofore provided or an immaterial defect therein shall not invalidate any redemption. Prior to any Redemption Date, the Issuer shall
deposit with the Paying Agent an amount of money sufficient to pay the Redemption Price of all the Bonds or portions of Bonds that are to be redeemed on such Redemption Date. Official
notice of redemption having been given as aforesaid, the Bonds or portions of Bonds to be redeemed shall become due and payable on the Redemption Date, at the Redemption Price therein
specified, and from and after the Redemption Date (unless the Issuer defaults in the payment of the Redemption Price) such Bonds or portion of Bonds shall cease to bear interest. For
so long as the Securities Depository is effecting book-entry transfers of the Bonds, the Bond Registrar shall provide the notices specified to the Securities Depository. It is expected
that the Securities Depository shall, in turn, notify its Participants and that the Participants, in turn, will notify or cause to be notified the Beneficial Owners. Any failure on the
part of the Securities Depository or a Participant, or failure on the part of a nominee of a Beneficial Owner of a Bond (having been mailed notice from the Bond Registrar, the Securities
Depository, a Participant or otherwise) to notify the Beneficial Owner of the Bond so affected, shall not affect the validity of the redemption of such Bond. In addition to the foregoing
notice, the Issuer shall provide such notices of redemption as are required by the Disclosure Instructions. The Paying Agent is also directed to comply with any mandatory or voluntary
standards then in effect for processing redemptions of municipal securities established by the State or the Securities and Exchange Commission. Failure to comply with such standards
shall not affect or invalidate the redemption of any Bond. Authority The Bonds are issued pursuant to and in full compliance with the Constitution and statutes of the State of Kansas,
including without limitation K.S.A. 10-101 et seq., K.S.A. 10-427, and Article 12, Section 5 of the Constitution of the State of Kansas, all as amended, and an ordinance and resolution
adopted by the City on , 2010, authorizing the issuance of the Bonds (jointly referred to herein as the “Bond Ordinance”). Security The Bonds shall be general obligations of the City,
payable as to both principal and interest in part from special assessments levied upon the property benefited by the construction of certain public improvements, and if not so paid,
from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City.
The balance of the principal and interest on the Bonds is payable from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property,
real or personal, within the temtorial limits of the City. The full faith, credit and resources of the City are hereby irrevocably pledged for the prompt payment of the principal of
and interest on the Bonds as the same become due. Registration. Transfer and Exchange of Bonds As long as any of the Bonds remain Outstanding, each Bond when issued shall be registered
in the name of the Owner thereof on the Bond Register. Bonds may be transferred and exchanged only on the Bond Register as hereinafter provided. Upon surrender of any Bond at the principal
office of the Bond Registrar, the Bond Registrar shall transfer or exchange such Bond for a new Bond or Bonds in any authorized denomination of the same Stated Maturity and in the same
aggregate principal amount as the Bond that was presented for transfer or exchange. Bonds presented for transfer or exchange shall be accompanied by a written instrument or instruments
of transfer or 3
authorization for exchange, in a form and with guarantee of signature satisfactory to the Bond Registrar, duly executed by the Owner thereof or by the Owner’s duly authorized agent.
In all cases in which the privilege of transfemng or exchanging Bonds is exercised, the Bond Regi.strar shall authenticate and deliver Bonds in accordance with the provisions of the
Bond Resolution. The Issuer shall pay the fees and expenses of the Bond Registrar for the registration, transfer and exchange of Bonds. Any additional costs or fees that might be incurred
in the secondary market, other than fees of the Bond Registrar, are the responsibility of the Owners of the Bonds. In the event any Owner fails to provide a correct taxpayer identification
number to the Paying Agent, the Paying Agent may make a charge against such Owner sufficient to pay any governmental charge required to be paid as a result of such failure. The Issuer
and the Bond Registrar shall not be required (a) to register the transfer or exchange of any Bond that has been called for redemption after notice of such redemption has been mailed
by the Paying Agent and during the period of 15 days next preceding the date of mailing of such notice of redemption; or (b) to register the transfer or exchange of any Bond during a
period beginning at the opening of business on the day after receiving written notice !?om the Issuer of its intent to pay Defaulted Interest and ending at the close of business on the
date fixed for the payment of Defaulted Interest. Designation of Pavine Agent and Bond Registrar The Issuer will at all times maintain a paying agent and bond registrar meeting the qualifications
set forth in the Bond Resolution. The Issuer reserves the right to appoint a successor paying agent or bond registrar. No resignation or removal of the paying agent or bond registrar
shall become effective until a successor has been appointed and has accepted the duties of paying agent or bond registrar. Every paying agent or bond registrar appointed by the Issuer
shall at all times meet the requirements of Kansas law. The Treasurer of the State of Kansas, Topeka, Kansas (the “Bond Registrar” and “Paying Agent”) has been designated by the Issuer
as paying agent for the payment of principal of and interest on the Bonds and bond registrar with respect to the registration, transfer and exchange of Bonds. Method and Place of Pavment
of the Bonds The principal of, or Redemption Price, and interest on the Bonds shall be payable in any coin or currency which, on the respective dates of payment thereof, is legal tender
for the payment of public and private debts. The principal or Redemption Price of each Bond shall be paid at Maturity to the Person in whose name such Bond is registered on the Bond
Register at the Maturity thereof, upon presentation and surrender of such Bond at the principal office of the Paying Agent. The interest payable on each Bond on any Interest Payment
Date shall be paid to the Owner of such Bond as shown on the Bond Register at the close of business on the Record Date for such interest (a) by check or draft mailed by the Paying Agent
to the address of such Owner shown on the Bond Register or at such other address as is furnished to the Paying Agent in writing by such Owner; or (b) in the case of an interest payment
to Cede & Co. or any Owner of $500,000 or more in aggregate principal amount of Bonds, by electronic transfer to such Owner upon written notice given to the Bond Registrar by such Owner,
not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including the bank, ABA routing number and account number to which such
Owner wishes to have such transfer directed. Notwithstanding the foregoing, any Defaulted Interest with respect to any Bond shall cease to be payable to the Owner of such Bond on the
relevant Record Date and shall be payable to the Owner in whose name such Bond is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest,
which Special Record Date shall be fixed aq hereinafter specified. The Issuer shall notify the Paying Agent in writing of the amount of Defaulted Interest proposed to be paid on each
Bond and the date of the proposed payment (which date shall be at least 30 days after receipt of such notice by the Paying Agent) and shall deposit with the Paying Agent an amount of
money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest. Following receipt of such funds the Paying Agent shall fix a Special Record Date for the
payment of such Defaulted Interest which shall be not more than 15 nor less than 10 days prior to the date of the proposed payment. The Paying Agent shall notify the 4
Issuer of such Special Record Date and shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor to be mailed, by first class mail, postage
prepaid, to each Owner of a Bond entitled to such notice not less than 10 days prior to such Special Record Date. SO LONG AS CEDE & CO., REMAINS THE REGISTERED OWNER OF THE BONDS, THE
PAYING. AGENT SHALL TRANSMIT PAYMENTS TO THE SECURITIES DEPOSITORY, WHICH SHALL REMIT SUCH PAYMENTS IN ACCORDANCE WITH ITS NORMAL PROCEDURES. Pavments Due on Saturdavs. Sundavs and Holidavs
In any case where a Bond Payment Date is not a Business Day, then payment of principal, Redemption Price or interest need not be made on such Bond Payment Date but may be made on the
next succeeding Business Day with the same force and effect as if made on such Bond Payment Date, and no interest shall accrue for the period after such Bond Payment Date. Book-Entrv
Bonds; Securities Depository The Bonds shall initially be registered to Cede & Co., the nominee for the Securities Depository, and no Beneficial Owner will receive certificates representing
their respective interests in the Bonds, except in the event the Bond Registrar issues Replacement Bonds. It is anticipated that during the term of the Bonds, the Securities Depository
will make book-entry transfers among its Participants and receive and transmit payment of principal of, premium, if any, and interest on, the Bonds to the Participants until and unless
the Bond Registrar authenticates and delivers Replacement Bonds to the Beneficial Owners as described in the following paragraphs. The City may decide, subject to the requirements of
the Operational Arrangements of DTC (or a successor Securities Depository), and the following provisions of this section to discontinue use of the system of book-entry transfers through
DTC (or a successor Securities Depository): (a) If the City determines (1) that the Securities Depository is unable to properly discharge its responsibilities, or (2) that the Securities
Depository is no longer qualified to act as a securities depository and registered clearing agency under the Securities and Exchange Act of 1934, as amended, or (3) that the continuation
of a book-entry system to the exclusion of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests of the Beneficial Owners of the Bonds; or (b)
if the Bond Registrar receives written notice from Participants having interest in not less than 50% of the Bonds Outstanding, as shown on the records of the Securities Depository (and
certified to such effect by the Securities Depository), that the continuation of a book-entry system to the exclusion of any Bonds being issued to any Owner other than Cede & Co. is
no longer in the best interests of the Beneficial Owners of the Bonds, then the Bond Registrar shall notify the Owners of such determination or such notice and of the availability of
certificates to owners requesting the same, and the Bond Registrar shall register in the name of and authenticate and deliver Replacement Bonds to the Beneficial Owners or their nominees
in principal amounts representing the interest of each, making such adjustments as it may find necessary or appropriate as to accrued interest and previous calls for redemption; provided,
that in the case of a determination under (a)(l) or (a)(2) of this section, the City, with the consent of the Bond Registrar, may select a successor securities depository as hereinafter
provided to effect book-entry transfers. In such event, all references to the Securities Depository herein shall relate to the period of time when the Securities Depository has possession
of at least one Bond. Upon the issuance of Replacement Bonds, all references herein to obligations imposed upon or to be performed by the Securities Depository shall be deemed to be
imposed upon and performed by the Bond Registrar, to the extent applicable with respect to such Replacement Bonds. If the Securities Depository resigns and the City, the Bond Registrar
or Owners are unable to locate a qualified successor of the Securities Depository, then the Bond Registrar shall authenticate and cause delivery of Replacement Bonds to Owners, as provided
herein. The Bond Registrar may rely on information from the Securities Depository and its Participants as to the names of the Beneficial Owners of the Bonds. The cost of printing, registration,
authentication, and delivery of Replacement Bonds shall be paid for by the City. 5
In the event the Securities Depository resigns, is unable to properly discharge its responsibilities, or is no longer qualified to act as a securities depository and registered clearing
agency under the Securities and Exchange Act of 1934, as amended, the City may appoint a successor Securities Depository provided the Bond Registrar receives written evidence satisfactory
to the Bond Registrar with respect to the ability of the successor Securities Depository to discharge its responsibilities. Any such successor Securities Depository shall be a securities
depository which is a registered clearing agency under the Securities and Exchange Act of 1934, as amended, or other applicable. statute or regulation that operates a securities depository
upon reasonable and customary terms. The Bond Registrar upon its receipt of a Bond or Bonds for cancellation shall cause the delivery of the Bonds to the successor Securities Depository
in appropriate denominations and form as provided in the Bond Resolution. THE REFUNDLNG PLAN Proceeds from the sale of the Bonds will be used to retire the outstanding balance of two
state loan agreements (the “Loans”), and to advance refund the callable portions of the City’s outstanding General Obligation Internal Improvement Bonds, Series 2001 -A and the City’s
outstanding General Obligation Internal Improvement Bonds, Series 2002-B (collectively, the “Refunded Bonds”) in accordance with the following schedule: Principal Final Original Amount
to be Maturity Redemption Loans Amount Refunded KDHE 1998-2 153 $3,600,000 $2,086,418.71 -Date 08-01 -20 -Date 10-29-1 0 JSDHE 2001 -2259 5,000,000 3,577,224.12 08-01 -23 10-29-10 Principal
Maturity Dates Refunded Original Amount Amount to be to be Redemption Bonds Amount Outstanding Refunded Refunded -Date Series 2001-A $5,350,000 $2,130,000 $1,775,000 10-01-12 t h 10-01-16
10-01-11 Series 2002-B 1,980,000 655,000 325,000 10-01-13 thru 10-01-17 10-01-12 Principal and interest on the Series 2001-A and Series 2002-B Bonds not being refunded will be paid as
scheduled by the City. The Refunding Plan is being undertaken in order to achieve interest cost savings and restructure the City’s current debt repayment schedule. The Escrow Fund The
Escrow Fund will be established pursuant to the terms of an Escrow Trust Agreement dated as of October 15, 2010 between the City and UMB National Bank of America, Wichita, Kansas (the
”Escrow Trustee”). This Escrow Fund will contain direct obligations of the United States of America (“Government Obligations”) and cash, which will be irrevocably pledged to the payment
of the Refunded Bonds. The Government Obligations will be purchased to mature at such times and in such amounts so as to provide sufficient moneys to pay the principal of and interest
on the Refunded Bonds as described in the preceding section. Mathematical Verification The mathematical accuracy of (a) the computations made by George K. Baum & Company on the adequacy
of the maturing principal and interest earned on the Government Obligations to be purchased with the proceeds from the proceeds of the Bonds, together with uninvested funds to be held
by the Escrow Trustee, in accordance with the Escrow Trust Agreement, to provide for the payment of the maturing principal of and interest on the Refunded Bonds to and including their
designated call date, and b) the yield computations made by George K. Baum & Company supporting the conclusion by Bond Counsel that the Bonds are not “arbitrage bonds” within the meaning
of Section 148 of the Internal Revenue Code of 1986, will be verified by Robert Thomas CPA, LLC, Shawnee Mission, Kansas. 6
SOURCES AND USES OF FUNDS Funds to be used in the Refunding Plan will be provided and applied approximately as follows, exclusive of accrued interest. Sources of Funds: Bond Proceeds
Total Sources of Funds Uses of Funds: Deposit to Improvement Fund Redemption of Bonds Costs of Issuance (includes underwriters discount and rounding amount) Total Application of Funds
REMAINDER OF THIS PAGE LEFT BLANK INTENTIONALLY 7
FINANCIAL OVERVIEW CITY OF SALINA, KANSAS 2010 Estimated Actual Valuation (1) 2010 Estimated Assessed Valuation General Obligation Bonds (2) Population-2009 U.S. Census Bureau Estimate
General Obligation Debt Per Capita Ratio of General Obligation Debt to Estimated Actual Valuation Ratio of General Obligation Debt to Assessed Valuation Outstanding Temporary Notes Outstanding
Lease Obligations Outstanding Revenue Bonds Overlapping General Obligation Debt (3) Direct and Overlapping General Obligation Debt (4) Direct and Overlapping Debt Per Capita $2,908,872,999.00
$ 453,172,689.00 $ 60,480,000.00 46,180 $ 1,309.66 2.08% 13.35% $ 2,500,000.00 $ 30,000.00 $ 1,580,000.00 $ 57,503,441 .OO $ 120,483,441 .OO $ 2,609.00 Ratio of Direct and Overlapping
Debt to Estimated Actual Valuation 4.14% Ratio of Direct and Overlapping Debt to Assessed Valuation 26.59% (1) For a further description of how Estimated Actual Valuation is calculated
and additional historical figures see the section titled FINANCIAL INFORMATION -“Estimated Actual Valuation“. (2) Includes the Bonds. Does not include bonds to be refunded with proceeds
from the sale of the Bonds and other available funds of the City. (3) For a more detailed explanation of the overlapping debt of the other jurisdictions, see DEBT SUMMARY -“Overlapping
Debt”. (4) Includes outstanding general obligation bonds and temporary notes of the City and overlapping jurisdictions. 8
THE CITY OF SALINA, KANSAS Location and Si7x The City of Salina is located in north central Kansas, near the geographic center of the contiguous United States. It is the seventh largest
city in Kansas, with a 2009 U.S. Census Bureau estimate of 46,180. The City is the county seat for Saline County which had an estimated 2009 U.S. Census Bureau population of 54,364.
Situated at the intersection of Interstate Highways 70 and 135, the City of Salina serves as the industrial, medical, retail, trade and service hub for north central Kansas. Kansas City,
Kansas, and Wichita, Kansas, are 175 and 95 miles away, respectively, via the direct access of these two major highways. The City encompasses a total area of approximately 20.31 square
miles. Government The Town of Salina was organized in 1858 under the Town and Village Act in the State of Kansas. The City has had a Commission-City Manager form of government since
1921. The Commission comprises five members elected at-large. Each year the Commission chooses one member to act as Mayor. The City Manager is appointed by the Governing Body and acts
as its primary agent in accordance with state statute. Other city officers and employees are appointed by the City Manager. The Governing Body is responsible for the policy determination,
and the City Manager is responsible for the administration of the municipal government. Salina became a City of the first class on July 9, 1920. There are no organized city employee
unions. The present elected officials of the City, along with the expiration of their current terms of office, are as follows: Name Aaron Peck Samantha Angel1 Norman Jennings Tom Arp
ke M. Luci Larson -Title Term Expires Mayor 201 1 Vice Mayor 2013 Commissioner 2013 Commissioner 201 1 Commissioner 201 1 KPERS Retirement Svstem The City participates in the Kansas
Public Employees Retirement System (KPERS) which was established by the 1961 Kansas Legislature. There are approximately 260,000 current and former public employees in Kansas who are
members of KPERS. These members represent over 1,500 state and local agencies and include the state, all counties, all unified school districts, community junior colleges, area vocational
technical schools, various cities, and other instrumentalities. All of the City‘s full-time employees are covered by the KF’ERS program. The purpose of the KPERS program is to provide
an orderly means of financing the pension benefits of retiring public employees and to extend life insurance coverage, long-term disability and service connected death and disability
benefits to members and their beneficiaries. Employees of the City hired prior to July 1, 2009 are Tier 1 members and those employed in covered positions on or after July 1, 2009 are
Tier 2 members. Employee contributions are fixed by statute at 6% of gross compensation (4% for Tier 1 members). The City’s contribution may fluctuate depending on the funding needs
of KPERS and the action of the Kansas Legislature. For 2010, the City’s contribution will be 7.14% of each employee’s gross salary. The City has established membership in the Kansas
Police and Fire Retirement System for its police and fire personnel. Benefits are determined by total years of service and final average salary. The State of Kansas administers the plan.
An actuarial study is made annually and the City’s annual contribution is adjusted to meet current fund requirements. Payment of employee retirement benefits is the sole responsibility
of KP&F. Currently the City contributes 16.05% of employees’ gross compensation, and the majority of employees contribute 7.0% of their gross salary. 9
The City of Salina has a population that is approaching metropolitan area status. This is defined by the U.S. Census Bureau as cities with 50,000 inhabitants or more. According to the
U. S. Census Bureau, the City’s citizens had a median age of 36.5 years in 2007. The following table and graph show the population for the City for selected years as provided by the
U.S. Census Bureau. U.S. Census Year 2009 -2008 2007 2006 2005 Bureau Population 46,180 45,998 46,025 45,898 45,907 Police and Fire Protection The City of Salina provides police and
fire protection services to residents of the City and surrounding areas. Firefighting services are provided from four stations located throughout the City with 92 fill-time firefighters.
The fire department operates 36 vehicles and provides emergency medical services. The police department employs approximately 8 1 full-time police officers and operates 37 police vehicles,
including patrol vehicles, motorcycles, and Cushmans. Economic Characteristics The City of Salina benefits from its location at the junction of Interstate Highways 70 and 135. This convenient
location has drawn numerous national and regional companies to open manufacturing or distribution centers in or adjacent to the City. Such companies include Schwan’s Global Supply Chain,
Inc., Salina Vortex, GeoProbe, Bergkamp, Kasa Industrial Controls, Premier Pneumatics, Great Plains Manufacturing, PKM Steel, Crestwood Cabinets, McShares, Inc., Pepsi Cola, ElDorado
Bus, Exide Battery, Advance Auto Parts Distribution Center, and Philips Lighting. Currently, manufacturing, retail trade, and service industries rank as the three primary employers in
the City. No single industry is dominant. The government sector and wholesale trade industries make up the second tier of Salina employers. The City serves as a 24-county regional trade
center for north central Kansas. Many individuals and businesses within a 70-mile radius travel to the City to purchase consumer goods and services. This designation as a regional trade
center is supported by the fact that Saline County had the seventh highest “trade pull factor“ of all Kansas counties in 2008 according to Kansas State University. Trade pull factor
is measured by dividing the county sales tax collections per capita by the average statewide sales tax per capita. As of December 31, 2009, over 80 businesses and organizations at the
Salina Municipal Airport and Airport Industrial Center employed over 4,000 employees with a combined payroll in excess of $150 million. In July 2010, the Kansas Department of Labor estimated
the civilian labor force in the City of Salina to be 26,764 persons. The U.S. Census Bureau determined that in 2000 the median household income for the City was $36,066 and owner-occupied
housing rates in the City were 66.1%. Saline County is located in the center of one of the most productive agricultural areas in the United States. In 2007-2008, 750 farms were located
on 430,000 acres. Farm crops were valued at over $38 million harvested on 210,910 acres. Cattle and milk produced was valued at over $19 million. Salina is a city centered more on industry
than agriculture. Currently, there are approximately 100 manufacturing and processing companies located in the City. The City, Saline County, the Chamber of Commerce, and the Salina
Airport Authority have developed several economic incentives which can be offered as inducements to opening industrial facilities. These include property tax abatement for basic industry,
the waiving of building permit and inspection fees, refunding of sales tax paid on machinery and equipment, and providing training for 10
employees through the Salina Area Technical College and the Kansas State University at Salina. Additionally, a “build-to-suit-tenant” agreement is available on sites in the Airport Industrial
Center that can provide 100% financing for land and building costs. Income The following table shows the per capita personal income for residents of Saline County and the State during
the years indicated: Saline State of Year County Kansas 2008 $38,699 $38,886 2007 37,284 37,414 2005 32,672 33,136 2004 3 1,390 3 1,922 2006 36,133 35,764 Source: Kansas Statistical
Abstract, 2009 Buildinp Permits Issued Building permits issued by the City currently maintain steady levels. This table reflects both private developments as well as the expansion to
the educational facilities in the community. The five-year history of the total value of permits issued is: -Year 2009 2008 2007 2006 2005 Value $1 2,192,48 1 18,276,022 32,631,351 2
1,542,984 21,688,263 The Salina Airport Authority The Salina Airport Authority is a body corporate and politic. The Authority was created by the City of Salina in April 1965 pursuant
to the authority granted by the City by the surplus property and public airport authority act of the State of Kansas. The Authority was created for the purpose of accepting as surplus
property portions of the former Schilling Air Force Base, which was closed by the United States Department of Defense in June 1965. By quitclaim deed the Authority received over 2,900
acres of land and numerous buildings for the purpose of operating and developing the Salina Municipal Airport and the Salina Airport Industrial Center. The Authority is managed and controlled
by a five-member Board of Directors appointed by the Salina City Commission. The Salina Municipal Airport is the only commercial service airport serving SalindSaline County and the 24-county
area, which comprises North Central Kansas. The Airport also services the corporate, business, private aviation and flight training needs of industry, business and individuals in the
area. The Airport is also used by Kansas State University at Salina (KSUS). The campus of KSUS is located adjacent to the Airport. The University offers degrees in professional flight
training, airframe and power plant maintenance, and avionics technology. Scheduled air service is provided by SeaPort Airlines. The airline offers weekday and weekend flights to the
Kansas City International hub. During 2009, the Airport enplaned 2,839 passengers and also accommodates a wide variety of aircraft including business jets, military, flight training
and general aviation aircraft. During 2009, the Salina Air Traffic Control Tower logged over 65,062 aircraft operations serving the needs of over 7,000 business jets, the professional
flight training department of University at Salina, general aviation and military aircraft. The two fixed base operators on the field at Salina specializing in aviation fuel delivered
over 2.48 million gallons of fuel to the wide variety of aircraft utilizing the Airport during 2009. 11
The Salina Municipal Airport and Airport Industrial Center is home for over 80 businesses and organizations. Forty-five of the businesses and organizations are tenants of the Authority.
One of the primary functions of the Authority is to facilitate the continued growth of jobs and payroll at the Airport and Airport Industrial Center. The Authority works in partnership
with the City of Salina, Saline County, and the Salina Area Chamber of Commerce, and the Kansas department of Commerce for the retention of existing business and industry and the recruitment
of new business and industry. Maior Emplovers Industrial development during the past ten years has established a broad, industrial base in and around the City. A list of the major employers
is as follows. All figures represent total full-time employment excluding seasonal and part-time employees. Estimated Name ProductJBusiness Emplovment Schwan’s Food Management Frozen
Pizza 1,600 Unified School District No. 305 School System 1,512 Salina Regional Health Center Health Care 1,286 Exide Technologies Battery Manufacturer 750 Great Plains Manufacturing
Agricultural & Landscaping Equipment 650 City of Salina City Government 500 Sunflower Bank Financial Institution 500 Philips Lighting Company Fluorescent Lamps 500 Wal-Mart Discount
Retail 400 Dillons Stores Grocery 385 Source: Salina Chamber of Commerce UnemDlovment Rate According to the Kansas Department of Labor, the following table shows the annual unemployment
rate trend for the City of Salina and the State of Kansas. City of -Year Salina 20 10 (August) 5.9% 2009 5.7 2008 3.9 2007 3.6 2006 3.9 State of Kansas 6.7% 6.7 4.4 4.1 4.4 Education
The City of Salina has a very complete and diverse educational system from the primary level up to its higher educational institutions. Unified School District No. 305 provides public
education through its eight elementary, two middle, and two senior high schools. The District also operates alternative education, vocationaltechnical, and special education schools.
Current enrollment is over 7,000. Additionally, there are a number of parochial institutions that operate two grade schools, two junior high schools, and one senior high school. A military
school is located in the City and operates both a grade school and high school. The City is home to five regional or private upper-level specialty schools. The Kansas Highway Patrol
has a training academy located in Salina. One public library with over 230,000 volumes, two college libraries, a medical library, and a law library are located within the City. 12
Kansas State Universitv at Salina The University offers a variety of two-and four-year aviation and technology degree programs. Areas of emphasis include civil, electrical and mechanical
engineering technologies, aeronautical studies, and avionics. The campus is located entirely within the boundaries of the Salina Airport Industrial Center. Approximately 930 students
are currently enrolled in the school. Kansas Weslevan University Kansas Wesleyan University was founded in 1886 and is located within the City. Currently, Kansas Wesleyan maintains an
enrollment of approximately 800 students, the majority from Kansas and surrounding states. The school, based on a liberal arts foundation, offers more than 27 major programs, including
graduate studies. Evening degree completion programs for adults are also available. Kansas Wesleyan is a member of the Associated Colleges of Central Kansas, a consortium of six academic
institutions within 70 miles of the University through which students may enroll in courses and utilize resources. Transportation In addition to 1-70 and 1-135, US-81 and US40 also intersect
Salina. Several freight companies provide motor freight service in Salina with direct and connecting schedules to all cities in the United States. Bus service is available at regular
intervals during each day in all directions. Union Pacific gives the City rail service in four directions out of the City and provides daily package-car service in and out of Salina.
There are approximately 8 daily freights stopping in the City. Existing terminals have adequate capacity to handle present and greatly increased future capacity. Approximately 30 miles
of storage tracks are available. The City is served by the Salina Municipal Airport and scheduled air service is provided by SeaPort Airlines, offering weekday and weekend flights to
the Kansas City and Denver. Utilities and Infrastructure Westar Energy supplies electricity and Kansas Gas Service provides natural gas to the City. The City owns its own water and sewage
system. Additionally, the City is responsible for street maintenance and police and fire protection for the Airport. SBC provides telephone service. Two cellular phone companies provide
service to the City. Health Facilities The City is served by Salina Regional Health Center ("SRHC"), a 330-bed regional facility divided between two Salina campuses. SRHC is an acute
care facility for the diagnosis and treatment of all types of diseases and conditions, and includes a cancer treatment center and two medical office buildings. The institution is also
a 50% partner in a separate surgical hospital adjacent to the Asbury campus of SRHC. Several other facilities providing mental health services, counseling, and alcohol and drug dependency
treatment programs are located in the City. Financial Institutions Nine banks operating a total of 14 different facilities are located in the City. Five banks are headquartered in the
City and reported combined deposits in excess of $1.97 billion as of December 31,2009. Two savings banks have branch offices in the City. 13
Other Information Public recreation facilities available to city residents include 27 parks, a golf course, baseball/sofiball fields, a swimming pool, an art center, a community theater,
a museum, tennis courts, and ice and roller skating facilities. Two private clubs provide additional recreational opportunities for residents of the City. Kenwood Cove, a $12.5 million
aquatic park, opened in May 2010. The Bicentennial Center, a 7,500-seat facility, with over 40,000 square feet of exhibit space, nicknamed “Mid-America’s Meeting Place, provides a venue
for the region’s numerous concerts, exhibitions, conventions, and other events are also held in the Center. There are several radio stations in the City. Five standard television stations
from Wichita serve the Salina area. Additionally, Cox Communications provides cable television and broadband internet service to subscribing customers. DEBT SUMMARY Current Indebtedness
The following is an overview of the City‘s outstanding indebtedness by classification as of the dated date of the Bonds. Figures do not include bonds for which payment has been provided
through the creation of designated escrow accounts. General Obligatioii Bonds: The City’s currently outstanding general obligation bonds have an underlying rating of “Aa3” from Moody‘s.
Some of the City’s outstanding bonds have also received a rating of “Aaa” from Moody’s as the result of a municipal bond insurance policy. Date Issued 07-15-01 07-1 5-02 07-15-03 05-01
-04 07-1 5-04 07-1 5-05 03-1 5-06 07-1 5-06 06-1 5-07 07-15-08 12-1 5-08 07-15-09 05-01 -10 1 0-1 5-1 0 -Series 200 1 -A 2002-B 2003-A 2004-A 2004-B 2005-A 2006-A 2006-B 2007-A 2008-A
2008-B 2009-A 20 10-A 20 IO-B Purpose Internal Improvements Internal Improvements Internal Improvements Refunding Internal Improvements Internal Improvements Internal Improvements Internal
Improvements Internal Improvements Internal Improvements Internal Improvements Internal Improvements Refunding & Improvement Refunding Amount of Issue $ 5,350,000 1,980,000 4,350,000
5,585,000 4,053,000 4,2 10,000 2,200,000 885,000 6,545,000 3,720,000 3,525,000 23,695,000 6,875,000 8,060,000 Final Maturitv 10-01-1 1 10-01 -1 2 1 0-01 -1 8 08-01-15 10-01 -1 9 1 0-0
1-20 10-01-26 10-0 1-21 1 0-0 1 -27 10-01 -23 07-0 1-28 10-0 1-29 10-0 1 -25 10-01 -23 Amount Outstanding(* $ 355,000 330,000 2,085,000 1,585,000 1,770,000 2,535,000 1,760,000 605,000
5,450,000 3,250,000 3,525,000 22,295,000 6,875,000 8.060.000 $60,480,000 *Excludes principal payments made October 1,2010 and bonds refunded with proceeds from the sale of the Bonds.
A portion of the City’s outstanding general obligation bonds are payable from special assessments levied upon properties benefited by certain internal improvement projects and transfers
from enterprise funds of the City. If such payments are not provided in a timely manner, the principal of and interest on the bonds must then be paid from the City’s ability to levy
unlimited ad valorem taxes. See FINANCIAL INFORMATION -“Special Assessments” for a further description of special assessment financing. The City has a practice of issuing its general
obligation debt with level annual principal payments over a period of ten or fifteen years, depending on the nature and size of the projects being financed. Exceptions to this practice
have been made for special projects. 14
Teniporary Notes: Temporary notes represent general obligation indebtedness payable ultimately from the City’s ability to levy unlimited taxes upon all taxable tangible property within
its territorial limits. The City customarily redeems temporary notes with proceeds from the sale of long-term general obligation bonds or other available funds. Final Original Date Maturity
Note Amount Proiect Series Issued -Date Amount Outstanding Street, Water, and Sewer 20 10-1 05-01 -1 0 08-01-1 1 $2,500,000 $2,500,000 State Loans: As of the closing date of the bond
issue, the City will have no outstanding state loans. Revenue Bonds: Revenue bonds are payable solely from the net revenues derived by the City from the operation of its combined water
and sewage system. Revenue bonds do not represent a general obligation indebtedness of the City for which the City’s taxing ability has been pledged. Date Amount Final Amount Issued
Purpose of Issue Maturity Outstanding 08-01 -02 Refunding $6,790,000 09-01 -1 2 $13 80,000 Lease Purchase Obligations: Original Date Maturity Principal Amount Golf Carts 04-01 -09 07-01-1
1 $30,000 $30,000 Proiect Issued -Date Amount Outstanding Overlapping Debt According to the Saline County Clerk’s office, the following table shows the overlapping general obligation
indebtedness of the City. The percent of an overlapping jurisdiction‘s debt that is applicable to the City is calculated by dividing the assessed valuation of that portion of the jurisdiction’s
boundaries which overlap those of the City by the total assessed valuation of such jurisdiction. All debt outstanding is as of October 15,2010. Amount Estimated Share of the Citv Jurisdiction
Outstanding Amount Percentage U.S.D. No. 305 $47,870,000 $44,508,132 92.98% Saline County 145,000 110,310 76.08 Salina Airport Authority 12,885,000 12.885,OOO 100.00 $57,50344 1 -Historical
Debt Information The following table shows historical balances of outstanding general obligation bonds for the City during the most recent five-year period. Bonds Outstanding -Year December
31 2009 $52,900,000 2008 3 1,645,000 2007 27,650,000 2006 24,165,000 2005 24,160,000 Debt to Debt to us. Debt Assessed Estimated Actual Census Per Valuation Valuation Population Capita
11.81% 1.83% 46,180 $1,145.52 7.01 1.09 45,998 687.96 6.24 0.98 46,025 600.76 5.64 0.89 45,898 526.49 6.01 0.96 45,907 526.28 15
Annual Debt Pavments The following is a list of annual debt service requirements for the City‘s currently outstanding general obligation bonded indebtedness. All amounts are rounded
to the nearest whole dollar. Excludes principal and interest payments due October 1,2010. Year 201 1 2012 2013 2014 2015 2016 2017 2018 2019 2020 202 1 2022 2023 2024 2025 2026 2027
2028 2029 -Outstanding Bonds Principal $ 5,300,000 5,070,000 4,980,000 4,645,000 3,835,000 3,665,000 3,765,000 3,880,000 3,73 5,000 2,030,000 1,905,000 1,920,000 1,845,000 1,655,000
1,290,000 935,000 860,000 720,000 385.000 $52,420,000 Interest $ 2,087,588 1,849,814 1,656,086 1,465,646 1,308,054 1 ,I 71,526 1,029,166 861,641 687,42 1 555,544 478,261 404,lO 1 327,176
25 1,983 183,851 128,875 87,326 48,888 16,363 $14,599,3 10 Series 2010-B Bonds PrinciDal Interest Total $ 545,000 885,000 945,000 935,000 930,000 925,000 575,000 540,000 555,000 435,000
3 15,000 325,000 150,000 0 0 0 0 0 0 $8,060,000 Future Indebtedness The City annually prepares and adopts a five-year capital improvements plan. This plan identifies and prioritizes
potential capital improvement projects within the City and includes the respective funding sources. Based on the City’s last capital improvements plan, the total cost of projects the
City anticipates undertaking between now and 2014 is approximately $91 .I million, of which approximately $6.9 million is anticipated being financed through general obligation bonds.
Borrowing requirements described above do not include future subdivision improvement projects financed with general obligation special assessment temporary bonds. The City typically
undertakes such projects after receiving and reviewing a valid petition from property owners. See FINANCIAL INFORMATION -“Special Assessments”. The City currently anticipates issuing
water and sewer utility revenue bonds in 201 1 to fund approximately $1 1 million of improvements to its wastewater system. The City has been involved with ongoing discussions concerning
contamination in certain areas within the boundaries of the Salina Airport Industrial Center. This contamination was caused by activities occumng prior to 1964, when the site served
as the Shilling Air Force Base. The City, the Salina Airport Authority, and other local governmental entities are pursuing federal funds to clean up the affected areas. In the event
funding cannot be secured in a timely fashion or in sufficient amounts, it may be necessary for the City to issue debt to relocate certain water wells. The exact timing and amount, if
any, of such borrowing cannot be determined at this time. If City borrowing is necessary for this project, it is anticipated that utility revenue bonds will be the first type of debt
considered. Debt Payment Record The City has always met principal and interest payments on all outstanding bonds and temporary notes when due and payable. 16
k a l Debt Limits Cities within Kansas are permitted to issue bonds in an aggregate amount not to exceed 30% of the total assessed valuation of the city. Bonds issued for the purpose
of improving, acquiring, enlarging, or extending municipal utilities, including storm and sanitary sewer systems; bonds issued to pay the cost of improvements to intersections and streets
in front of city or school district property; bonds for bridges as authorized by a vote of the electors of a city; bonds issued to refund outstanding bonds; and bonds payable from revenue
sources other than the general taxing authority of the city are not included in total aggregate debt for purposes of computing a city’s debt limitation. FINANCIAL INFORMATION Financial
Statement Summary The following is a summary of the combined revenues, expenditures, and fund balances for the City’s General Fund for the most recent available years as shown in the
City’s Comprehensive Annual Financial Reports. This summary has not been prepared or reviewed by the City’s auditor. Revenues: Property Taxes Sales Tax Other Taxes Intergovernmental
Charges for Services Investment Revenue Miscellaneous Total Revenues Expenditures: General Government Public Safety Public Works Public Health and Sanitation Culture and Recreation Planning
and Development Capital Outlay Total Expenditures Revenues Over (Under) Expenditures Other Sources (Uses) Net Change in Fund Balance Fund Balance January 1 Prior Period Adjustment Fund
Balance January 1 Restated Fund Balance December 3 1 Audited -2005 $ 2,731,138 10,555,924 2,717,427 859,399 5,387,774 176,808 385.253 $22,8 13,723 $ 2,485,060 10,621,702 4,536,63 1 892,110
2,074,639 1,328,376 828,996 $22,767,5 14 $ 46,209 -290,553 $ -244,344 $ 7,311,303 0 $ 7,311,303 $ 7,066,959 Audited -2006 $ 2,572,355 1 1,136,946 4,137,911 1,360,583 5,661,733 43 1,349
438,576 $25,739,453 $ 2,486,348 1 1,138,545 4,731,851 1,001,135 2,130,694 1,598,084 1,375,638 $24,462,295 $ 1,277,158 $ 1,157,770 $ 7,066,959 0 $ 7,066,959 $ 8,224,729 -1 19.388 Audited
-2007 $ 2,214,508 1 1,47 1,629 4,445,154 1,040,593 5,479,483 428,197 5 1 7,447 $25,597,011 $ 2,573,188 12,550,089 5,110,274 1,072,O 12 2,322,893 1,565,062 807.69 1 $26,001,209 $ -404,198
-489.900 $ -894,098 $ 8,224,729 0 $ 8,224,729 $ 7,330,631 Audited 2008 $ 2,546,938 1 1,985,856 4,685,105 91 1,305 5,793,253 244,769 496.742 $26,663,968 -$ 3,336,261 14,070,189 5,239,844
1,109,794 2,297,43 1 2,087,685 630.178 $28,771,382 $ 2,107,414 806.306 $ -1,301,108 $ 7,330,631 0 $ 7,330,631 $ 6,029,523 Note: The City’s 2009 audited financial statements were not
completed as of the date of this Official Statement. Preliminary unaudited statements, which are prepared on a cash basis, indicate a decrease in the general fund ending balance of approximately
$400,000. 17
Assessed Valuation According to the Saline County Clerk’s Office, the following table gives the assessed valuation of the City in the years indicated. -Year 2009 2008 2007 2006 2005
2004 2003 2002 2001 2010 (2) Real Estate $367,622,233 358,979,211 356,678,712 342,045,389 32 1,695,326 296,537,399 282,517,284 277,456,8 13 267,175,443 254,343,715 Person a I Propertv
(1) $2 1,005,625 24,760,806 28,373,980 34,507,464 39,691,690 38,662,356 35,410,526 35,386,133 35,093,154 3 1,823,43 1 State Assessed Utilities $14,2 14,579 13,730,609 14,929,456 16,175,634
16,530,171 17,624,030 17,334,372 15,750,780 14,866,008 14,847,520 Motor Vehicle $50,330,252 50,330,252 5 1,35 1,656 50,548,706 50,551,299 49,367,870 48,687,121 46,679,292 45,965,839
43,248,108 Total Assessed Valuation $453,172,689 447,800,878 45 1,333,804 443,277,193 428,468,486 402,191,655 383,949,303 375,273,018 363,100,444 344,262,774 (1) Beginning in 2007, certain
types of personal property were removed from the tax rolls. See footnote (3) to the table in FINANCIAL INFORMATION -“Property Assessment Rates“. (2) Represents preliminary assessed valuation
figures released by the Saline County Clerk’s Office in June 2010 and used for budgeting purposes. 2010 motor vehicle valuation has not yet been released. 2009 figure was used. Estimated
Actual Valuation Based on assessment percentages provided by Kansas Statutes, real estate equalization ratios provided by the Kansas Department of Revenue (see FINANCIAL INFORMATION
-“Property Assessment Rates”), and estimated actual valuation figures provided by the Saline County Appraiser’s Office, the following table provides estimated actual valuations for the
City in the years indicated. -Year 20 I O (Est.) 2009 2008 2007 2006 2005 2004 2003 2002 200 1 Residential Real Estate Equalization Ratio not available 1 1.67% 11.66 11.68 1 1.22 11.16
1 1.47 11.50 11.65 1 1.44 Estimated Actual Value $2,908,872,999 2,893,359,541 2,914,775,730 2,833,709,391 2,719,391,025 2,529,377,135 2,427,448,947 2,368,264,683 2,296,900,695 2,182,563,473
Special Assessments The City has pursued a policy of utilizing special benefit districts to assign the cost of certain internal improvement projects to the property that directly benefits
from the construction. Kansas statutes allow for the creation of special benefit districts to pay for the cost of a variety of improvements including street construction, storm water
drains, sanitary sewer system improvements, street lighting, water system improvements, recreational facilities, flood control projects, bridges, and parking facilities. The City has
typically utilized special benefit districts to pay for the costs associated with constructing streets, sidewalks, curbs, gutters, and lighting in new residential developments within
the City. When a developer requests the use of Special Assessments to finance public improvements, the City requires that they pay 20% of the estimated cost of the project in cash, or
file a letter 18
of credit equivalent to 35% of the estimated cost of the project. The letter of credit is released when Certificates of Occupancy have been issued for 35% of the lots in the development.
Special benefit districts have also been created to pay for the cost of improvements to streets and sidewalks in the City’s downtown area. The creation of special benefit districts,
the determination of property benefited, and the method of allocating the cost of the improvement is at the discretion of the City. Property owners have the ability to suggest improvements
through a petition process and to comment on the final amount of their assessment. The City may or may not be included as part of the special benefit district. All property owners have
the option to pay their portion of the improvement cost with a one-time payment during a 30-day assessment prepayment period or pay in annual installments with interest over a certain
number of years. Upon completion of the special benefit district improvement projects and a 30-day prepayment period, the City issues general obligation bonds to provide for permanent
project financing. The payment of the principal of and interest on such bonds is paid from the special assessments levied annually on the benefited property. Special assessments are
paid at the same time and in the same manner as ad valorem property taxes. If at any time the special assessments received from the property owners are insufficient to provide for the
payment of the principal of and interest on the bonds, the City is obligated to provide for the balance of such payments through its ability to levy unlimited ad valorem property taxes.
Largest Taxpavers According to the Saline County Clerk’s Ofice, the following table lists the largest taxpayers in the City, their 2009 assessed valuations, and the percentage each taxpayer
comprised of the total assessed valuation of the City. Yo of Type of Ass e s s ed Total Conmany Business Valuation Valuation Schwan’s Sales (Tony‘s Pizza) Frozen Pizza $1 0,144,446 2.27%
POFA Salina Central Mall LLC Regional Shopping Center 8,704,250 1.94% Salina Regional Health Center Hospital and Medical Offices 5,584,46 1 1.25% Westar Energy Utility 5,191,056 1.16%
Wal-Mart Stores Discount Retail 3,813,855 0.85% Gateway Adams Inc. (Midstate Plaza) Shopping Center 3,556,009 0.79% Kansas Gas Service Utility 3,499,873 0.78% Southwestern Bell Telephone
Utility 3,4544 19 0.77% Sunflower Bank Financial Institution 2,749,200 0.61% $49,225,553 10.99% Great Plains Manufacturing Agricultural Equipment 2.526.984 0.56% Tax Collections Tax
statements are mailed November 1 each year and may be paid in full or one-half on or before December 20 with the remaining one-half due on or before May 10 of the following year. Taxes
that are unpaid on the due dates are penalized at a statutorily prescribed rate until paid or until the property is sold for taxes. Real estate bearing unpaid taxes is advertised for
sale in July of each year and is sold by the County for taxes and all legal charges on the first Tuesday in September. Properties that are sold and not redeemed within two years after
the tax sale are subject to foreclosure sale, except homestead properties which are subject to foreclosure sale after three years. Personal property taxes are assessed, due and may be
paid in the same manner as real estate taxes. Motor vehicle property taxes are based on valuations provided by the Kansas Department of Revenue and the county average tax rate for the
county in which the vehicle is registered. Motor vehicle taxes are payable to the county treasurer at the time of the vehicle’s annual registration. Vehicle registration dates are assigned
by the State in a manner such as to equal registration over a twelve-month period. Motor vehicle taxes are distributed by the county to the state, city and other taxing jurisdictions
based on their proportionate tax levies. Delinquent personal and motor vehicle taxes are penalized at the same rate as delinquent real property taxes. 19
The following is a summary of tax collections for the years shown. Levy Year 2009* 2008 2007 2006 2005 2004 2003 2002 2001 2000 Tax Rate 25.855 25.886 23.959 23.789 23.999 24.063 24.013
24.092 24.365 24.876 Taxes Levied 10,369,087 9,432,248 9,029,080 8,478,392 8,085,633 7,901,005 7,654,034 7,306,926 6,702,087 $ l o r n 0 1 Current Tax Collections Amount YO 9,825,122
94.8 8,941,650 94.8 8,648,305 95.8 8,223,308 97.0 7,894,014 97.6 7,668,663 97.1 7,390,547 96.6 7,082,098 96.9 6,488,562 96.8 $ g m G 7 9T5% Current and Delinquent Tax Collections Amount
% 10,119,876 97.6 9,209,900 97.6 8,907,754 98.6 8,470,007 99.9 8,130,384 100.5 7,898,723 99.8 7,6 12,263 99.5 7,294,560 99.8 6,634,732 98.9 $9,971,074 9C9% *Collections as of August
3 1,201 0 Sales Tar Sales tax collections are the responsibility of the Kansas Department of Revenue. The Department of Revenue distributes the local option countywide and citywide sales
taxes on a monthly basis. Countywide sales taxes are distributed between the levying county and the cities located within the county based on population and relative tax levies. Citywide
local option sales taxes are distributed solely to the levying city. Statewide sales taxes are retained entirely by the state. The total sales tax for goods and services in the City
is 8.20%, which consists of 6.3% imposed by the State, 1% countywide local option sales tax, and .90% citywide local option sales tax. In 1982 the voters of Saline County, in accordance
with Kansas statutes, approved a 1% countywide local option sales tax. In 1992 voters of the City approved a local option SO% citywide sales tax for purposes of helping fund general
operations expenditures of the City. In November 1998, voters within the City approved an additional .25% restricted local option sales tax to be collected through June 1, 2004 and distributed
to Unified School District No. 305 to fund educational technology. The voters renewed the .25% local option sales tax and are now using those collections for various city capital improvements.
. In November 2008, voters in the City of Salina approved a .40% citywide retailers dedicated sales tax to pay the costs of various City capital improvements including constructing,
operating and maintaining a $12.5 million aquatic park. The .40% sales tax replaced the 2004 .25% sales tax on April 1,2009 and terminates ten years after its commencement. The City
of Salina deposits sales tax receipts from its 1992 tax into its General Fund. Sales tax receipts are used for funding general operating expenditures of the City and capital improvement
projects. The following table lists the local-option sales tax receipts of the City of Salina in the years indicated. 2004 .25% Citywide Local Option -Year Sales Tax Receipts 2005 $2,292,573
2006 2,417,184 2007 2,483,734 2008 2,588,731 2009 2010 (thru Mar) 0 2008 .40% Citywide Local Option Sales Tax Receipts 0 0 0 0 1,143,711 $3,379,938 (1) 1992 .50% Citywide Local Option
Sales Tax Receipts $4,585,147 4,834,368 4,967,468 5,177,462 4,987,4 15 1,245,673 City’s Portion of 1% Countywide Local Option Sales Tax Receipts $5,995,152 6,302,579 6,504,160 6,808,395
6,703,839 1,640,117 (1) The 2008 .40% sales tax became effective April 1, 2009, at which time the 2004 sales tax stopped. This figure is the combined total receipts of the 2004 sales
tax and the 2008 sales tax for 2009. Source: City Clerk 20
Tax Levies The City may levy taxes in accordance with the requirements of its adopted budget. The County Clerk determines property tax levies based upon the assessed valuations provided
by the Appraiser and spreads the levies on the tax rolls. The following table gives the total tax levies for all taxing jurisdictions per $1,000.00 assessed valuation of the City for
the last five years. Jurisdiction City of Salina Salina Library State Education & Other Unified School District No. 305 Airport Authority Central Kansas Extension District Saline County
Total 2005 Levy for 2006 Budget 23.999 5.325 1 s o 0 55.1 82 2.941 1.194 28.579 11 8.720 2006 for 2007 Budget 23.789 5.180 1 s o 0 55.252 2.877 1.169 27.955 1 17.722 h V Y 2007 for 2008
Budget 23.959 5.242 1 s o 0 54.990 2.877 1.156 27.435 117.159 Levy 2008 Levy for 2009 Budget 25.886 5.419 1 s o 0 58.547 2.877 1.175 29.347 124.75 1 2009 Levy for 2010 Budget 25.855
5.413 1 s o 0 58.495 4.315 1.173 3 1.303 128.054 Budgetinp Procedures Applicable Kansas statutes require that budgets be legally adopted for all funds (including debt service and enterprise
funds) unless exempted by a specific statute. All budgets are prepared utilizing the modified accrual basis further modified by the encumbrance method of accounting. For example, commitments
such as purchase orders and contracts, in addition to disbursements and accounts payable, are recorded as expenditures. The statutes provide that the budget for the succeeding calendar
year must be prepared on or before August 1 and published on or before August 5 of each year. A public hearing is required to be held on or before August 15, with the final budget being
adopted on or before August 25 of each year. Original appropriations may be modified by supplemental appropriations and transfers among budget categories. The City Commission must approve
all significant changes. Kansas law prohibits cities and other governmental units from creating indebtedness unless there is money on hand in the proper fund and unencumbered by previous
commitments with which to pay the indebtedness. The execution of a contract, or the issuing of a purchase order, automatically encumbers the money in the fund for the payment of the
amount represented by the commitment. It makes no difference that the amount may not have to be paid until more moneys are in the fund or until the following year. An exception to this
cash basis law is the issuance of debt, in the form of bonds, notes, or warrants, pursuant to statutory authority, referendum or by the State Board of Tax Appeals. In the event debt
is issued, funds need not be on hand for future payments. Appraisal and Assessment Procedures The determination of appraised and assessed valuation and the collection of property taxes
for all political subdivisions in the State of Kansas are the responsibility of the various counties. The Saline County appraiser annually determines the appraised valuation of property
located in the City. The appraiser’s determination is based on a number of criteria established by Kansas’s statute. All property, with the exception of agricultural land, is appraised
based on estimated fair market value. Agricultural property is appraised based on productivity value. Kansas statutes require that each parcel of real property be reviewed and inspected
by the county appraiser once every four years for taxation purposes. Once appraised valuations have been determined, they are multiplied by the applicable statutory assessment rates
to arrive at the assessed valuations. The total assessed valuation is then used to establish property tax rates. 21
Property Assessment Rates -In order to determine the assessed valuation of a parcel of property for taxation purposes, the county appraiser multiplies the appraised value of the parcel
by the applicable assessment rate. Current property assessment rates were established in 1986, effective in 1989, and slightly modified in 1992. The most significant 1992 modifications
involved lowering the assessment rate on commercial and industrial real property from 30% to 25% and on residential property from 12% to 11.5%. The following table shows the current
assessment rates for the different classes of taxable tangible property within the State of Kansas. Real Proper&: Residential 1 1.5% Commercial and Industrial-Real Property 25.0 Agricultural
Land (1) 30.0 Agricultural Improvements 25.0 Vacant Lots 12.0 All Other 30.0 Mobile Homes 11.5% Mineral Leaseholds (large) 30.0 Mineral Leaseholds (small) 25.0 Commercial & Industrial
Machinery & Equipment 25.0 All Other 30.0 Railroads federally mandated rate All Other Public Utilities 33.0% Motor Vehicles: 20.0% Property Exempt: Not-for-Profit (2) 12.0 Personal Prouertv:
(3) Utilities: Property used for the following purposes, or portions thereof, are exempt from taxation provided certain statutory requirements are met: religious, educational, literary,
scientific, benevolent, alumni associations, veterans’ organizations, or charitable purposes, including parsonages and community service organizations providing humanitarian services.
(1) Agricultural land is valued based on the productivity value of the property and not estimated market valuation. (2) A bill passed by the Kansas Legislature in 1994 clarified this
class of property to include all property owned and operated by not-for-profit organizations not subject to federal income taxation pursuant to paragraphs (2), (3), (4), (7), (8), or
(10) of Subsection C of Section 501 of the federal internal revenue code. This bill specifically established that private, not-for-profit country clubs would be assessed at 12% for all
land that does not accommodate buildings or improvements. (3) The 2006 Kansas Legislature exempted from all property or ad valorem property taxes levied under the laws of the State,
all commercial, industrial, telecommunications, and railroad machinery and equipment acquired by qualified purchase or lease after June 30,2006 or transported into the State after June
30, 2006 for the purpose of expanding an existing business or creation of a new business. Equalization Ratios Annually, the Property Valuation Division of the Kansas Department of Revenue
conducts a study to compare the assessed valuation of real property to estimated market value based on property sale prices. The study derives an equalization ratio which, when divided
into assessed valuation, provides a means to approximate actual market value. According to the 2009 Kansas Appraisal/Sales Ratio Study, the equalization ratio for residential real property
in Saline County was 11.67%, and commercial and industrial property was 22.70%. 22
LEGAL MATTERS Legal matters incident to the authorization, issuance, and sale of the Bonds by the City and the tax-exempt status thereof are subject to the approval of Gilmore & Bell,
P.C., Kansas City, Missouri, Bond Counsel, whose approving opinion accompanies the Bonds. The opinions are dated and given on and speak only as of the date of original delivery of the
Bonds. Bond Counsel has not participated in the preparation of this Official Statement except for the sections titled INTRODUCTORY STATEMENT, THE BONDS, LEGAL MATTERS, TAX MATTERS, CONTINUING
DISCLOSURE, and APPENDIX B. TAX MATTERS General The following is a summary of the material federal and State income tax consequences of holding and disposing of the Bonds. This summary
is based upon laws, regulations, rulings and judicial decisions now in effect, all of which are subject to change (possibly on a retroactive basis). This summary does not discuss all
aspects of federal income taxation that may be relevant to investors in light of their personal investment circumstances or describe the tax consequences to certain types of holders
subject to special treatment under the federal income tax laws (for example, dealers in securities or other persons who do not hold the Bonds as a capital asset, tax-exempt organizations,
individual retirement accounts and other tax deferred accounts, and foreign taxpayers), and, except for the income tax laws of the State of Kansas, does not discuss the consequences
to an owner under state, local or foreign tax laws. The summary does not deal with the tax treatment of persons who purchase the Bonds in the secondary market at a premium or a discount.
Prospective investors are advised to consult their own tax advisors regarding federal, state, local and other tax considerations of holding and disposing of the Bonds. Tax Matters Applicable
to the Bonds Sale, Ercharige or Retirement of Bonds. Upon the sale, exchange or retirement (including redemption) of a Bond, an owner of the Bond generally will recognize gain or loss
in an amount equal to the difference between the amount of cash and the fair market value of any property received on the sale, exchange or retirement of the Bond (other than in respect
of accrued and unpaid interest) and such owner's adjusted tax basis in the Bond. To the extent the Bonds are held as a capital asset, such gain or loss will be capital gain or loss and
will be long-term capital gain or loss if the Bond has been held for more than 12 months at the time of sale, exchange or retirement. Reportirig Requirements In general, information
reporting'requirements will apply to certain payments of principal, interest and premium paid on Bonds, and to the proceeds paid on the sale of Bonds, other than certain exempt recipients
(such as corporations and foreign entities). A backup withholding tax will apply to such payments if the owner fails to provide a taxpayer identification number or certification of foreign
or other exempt status or fails to report in full dividend and interest income. The amount of any backup withholding from a payment to an owner will be allowed as a credit against the
owner's federal income tax liability. Opinion of Bond Counsel Federal Tar Ereniption. In the opinion of Bond Counsel, under existing law, the interest on the Bonds [(including any original
issue discount properly allocable to an owner thereof)] is excluded from gross income for federal income tax purposes. Interest on the Bonds is not an item of tax preference for purposes
of the federal alternative minimum tax imposed on individuals and corporations but is taken into account in determining adjusted current earnings for the purpose of computing the alternative
minimum tax imposed on certain corporations. The opinions set forth in this paragraph are subject to the condition that the Issuer comply with all requirements of the Code that must
be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes. The Issuer has
covenanted to comply with all such requirements. Failure to comply with certain of such requirements may cause interest on the Bonds to be included in gross income for federal income
tax purposes retroactive to the date of issuance of the Bonds. 23
Bank Qualijication. The Bonds are “qualified tax-exempt obligations” for purposes of Code 5 265(b)(3), and, in the case of certain financial institutions (within the meaning of Code
0 265(b)(5)), a deduction is allowed for 80% of that portion of such financial institutions’ interest expense allocable to interest on the Bonds. Kansas Tar fieniption. The interest
on the Bonds is excluded from computation of Kansas adjusted gross income. 1 Original Issue Discount. In the opinion of Bond Counsel, under existing law, the original issue discount
in the selling price of each Bond purchased in the original offering at a price less than the principal amount thereof, to the extent properly allocable to each owner of such Bond, is
excludable from gross income for federal income tax purposes with respect to such owner. The original issue discount is the excess of the stated redemption price at maturity of such
Bond over its initial offering price to the public (excluding underwriters and intermediaries) at which price a substantial amount of the Bonds were sold. Under Code 0 1288, original
issue discount on tax-exempt bonds accrues on a compound basis. The amount of original issue discount that accrues to an owner during any accrual period generally equals: (a) the issue
price of such Bond plus the amount of original issue discount accrued in all prior accrual periods, multiplied by (b) the yield to maturity on such Bond (determined on the basis of compounding
at the close of each accrual period and properly adjusted for the length of the accrual period), minus (c) any interest payable on such Bond during such accrual period. The amount of
original issue discount so accrued in a particular accrual period will be considered to be received ratably on each day of the accrual period, will be excludable from gross income for
federal income tax purposes, and will increase the owner’s tax basis in such Bond. Owners of any Bonds purchased at an original issue discount should consult with their tax advisors
regarding the determination and treatment of original issue discount for federal income tax purposes and the state and local tax consequences of owning such Bonds.] [ Orighrel Issue
Preniiurn. An amount equal to the excess of the purchase price of a Bond over its stated principal amount at maturity constitutes premium on such Bond. An owner of a Bond must amortize
any premium over such Bond’s term using constant yield principles, based on the Bond’s yield to maturity. As premium is amortized, the owner’s basis in such Bond and the amount of tax-exempt
interest received will be reduced by the amount of amortizable premium properly allocable to such owner. This will result in an increase in the gain (or decrease in the loss) to be recognized
for federal income tax purposes on sale or disposition of such Bond prior to its maturity. Even though the owner’s basis is reduced, no federal income tax deduction is allowed. Owners
of any Bonds purchased at a premium, whether at the time of initial issuance or subsequent thereto, should consult their individual tax advisors with respect to the determination and
treatment of premium for federal income tax purposes and with respect to state and local tax consequences of owning such Bonds.] No Other Opinions Bond Counsel expresses no opinion regarding
other federal, state or local tax consequences arising with respect to the Bonds. Other Tax Conseauences Prospective purchasers of the Bonds should be aware that ownership of the Bonds
may result in collateral federal income tax consequences to certain taxpayers, including, without limitation, financial institutions, property and casualty insurance companies, individual
recipients of Social Security or Railroad Retirement benefits, certain S corporations with “excess net passive income,” foreign corporations subject to the branch profits tax, life insurance
companies, and taxpayers who may be deemed to have incurred or continued indebtedness to purchase or carry or have paid or incurred certain expenses allocable to the Bonds. Bond Counsel
expresses no opinion regarding these tax consequences. Purchasers of Bonds should consult their tax advisors as to the applicability of these tax consequences and other federal income
tax consequences of the purchase, ownership and disposition of the Bonds, including the possible application of state, local, foreign and other tax laws. 24
RATING The City has applied to Moody’s Investors Service for a rating on the Bonds. Any explanation of the significance of such rating may be obtained only from said rating agency. There
is no assurance that the rating will remain for any given period of time or that they may not be lowered or withdrawn entirely by the rating service if, in their judgment, circumstances
so warrant. Any such downward change in or withdrawal of the ratings may have an adverse effect on the market price of the Bonds. UNDERWRITING The Bonds were purchased by the Underwriter
pursuant to a Bond Purchase Agreement dated 9 2010, at a price equal to of the par amount of the Bonds, [plus a net original issue premium of 3, plus accrued interest to the date of
closing. The Bonds will be offered to the public initially at the prices determined to produce the yield to maturity set forth on the cover page of this Official Statement. The Underwriter
offers and sell the Bonds to certain dealers (including dealers depositing the Bonds into investment trusts) at prices other than the price stated on the cover page hereof and may change
the initial offering price from time to time subsequent to the date hereof. In connection with the offering, the Underwriter may overallot or effect transactions which stabilize or maintain
the market price of the Bonds at a level above that which might otherwise prevail in the open market. Such stabilizing, if commenced, may be discontinued at any time. George K. Baum
& Company has an engagement to serve as financial advisor to the City. In compliance with MSRB Rule G-23, George K. Baum & Company terminated in writing its financial advisor relationship
with respect to the Bonds in order to purchase the issue in a negotiated transaction. ABSENCE OF MATERIAL LITIGATION The Transcript of Proceedings will contain a certificate of non-litigation
dated as of the closing date and executed by the City to the effect that there is no controversy, suit, or proceeding of any kind pending or, to the knowledge of the City, threatened
wherein or whereby any question is raised, or may be raised, questioning, disputing, or affecting in any way the legal organization of the City or its boundaries or the legality of any
official act shown to have been done regarding the issuance of the Bonds or the constitutionality or validity of the obligation represented by the Bonds or the means provided for the
payment of the Bonds. CONTINUING DISCLOSURE The Securities and Exchange Commission (the “SEC”) has promulgated amendments to Rule 15c2-12 (the “Rule”), requiring continuous secondary
market disclosure. In the Bond Ordinance the City has covenanted to provide annually certain financial information and operating data and other information necessary to comply with the
Rule, and to transmit the same or cause the same to be transmitted to certain repositories and the Municipal Securities Rulemaking Board, as applicable. This covenant is for the benefit
of and is enforceable by the owners of the Bonds. See APPENDIX B for further details concerning continuing disclosure requirements. As of the dated date of the Bonds, the City had not
completed and filed it 2009 audited financial statements, therefore it is not in compliance with its continuing disclosure undertaking. Notice filed with the repository indicates the
City’s Annual Report will be filed by approximately December 1,2010. 25
CERTIFICATION OF THIS OFFICIAL STATEMENT The preparation and distribution of this Official Statement has been authorized by the City. This Official Statement is hereby duly approved
by the governing body of the City as of the date on the cover page hereof. Dated August 16,201 0 CITY OF SALINA, KANSAS By Is1 Finance Director ATTEST: City Clerk 26
APPENDIX A Financial Statements Since 1992, the City’s comprehensive annual financial reports have received the Certificate of Achievement for Excellence in Financial Reporting award
by the Government Finance Officers Association. The Certificate of Achievement was developed to encourage governmental units to prepare and publish an easily readable and understandable
financial report covering all funds and financial transactions of the government during the fiscal year. The following is a portion of the report on examination of the City of Salina,
Kansas for the fiscal year ended December 31, 2008, prepared by the firm of Lowenthal, Webb & Odermann, PA, Certified Public Accountants, Lawrence, Kansas. The City’s 2009 audited financial
statements were not completed as of the date of this Official Statement. According to City officials, preliminary unaudited financial statements indicate a decrease in the City‘s General
Fund unencumbered cash balance of approximately $400,000 during 2009. The decrease is primarily a result of certain revenues originally budgeted to be received in 2009 but not actually
collected until early 2010. Additionally, certain capital project expenditures originally budgeted for 2010 were accelerated into 2009.
LOWENTHAL, WEBB & ODERMANN, PA. 900 Massachusetts. Suite 301 Lawrence, Kansas 660462868 Phone: (785) 749-5050 Fax: (785) 749-5061 Website: www.lswwcpacom David A. Lowenthal, CPA Patn'&
L Webb, CPA Audw M. odermarm. CPA Abram M. Chnslip, CPA Camline H. Eddinger, CPA Grant A. Huddin, CPA Bnan W. Nyp, CPA Membas of American lmtitute and Katlyrs Soeieiy of Catifid Public
Aecounm& ---INDEPENDENT AUDITOR'S REPORT ON THE BASIC FINANCIAL STATEMENTS Mayor and Clty Commissioners City of Salina, Kansas We have audited the accompanying financial statements of
the governmental activities, the businesstype activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City
of Salina, Kansas, as of and for the year ended December 31, 2008, which collectively comprise the City's basic financial statements as listed in the table of contents. These basic financial
statements are the responsibility of the City's management. Our responsibility is to express opinions on these basic financial statements based on w r audit. We did not audit the financial
statements of the Salina Airport Authority which statements refiect total assets of $46,315,776 as of December 31, 2008 and total revenues of $5,244,442 for the year then ended, and
the Housing Authority of the City of Salina which statements retled total assets of $7,979,789 as of June 30, 2008 and total revenues of $2,359,284 for the year then ended, which are
discretely presented component units in the accompanying financial statements. Those financial statements were audited by other auditors whose reports thereon have been furnished to
us, and our opinion, insofar as it relates to the amounts included for the Salina Airport Authority and the Housing Authority of the City of Salina is based solely on the reports of
the other auditors. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the "Kansas Municipal Audit Guide." Those standards
require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of
internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the C i s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts
and disclosures in the basic financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating
the overall basic financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, based on our audit and the report of other
auditors, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities. the business-type activities,
the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Salina, Kansas, at December 31, 2008, and the respective
changes in financial position and cash flows, where applicable, thereof for the year then ended in conformity with accounting principles generally accepted in the United States of America.
The management's discussion and analysis on pages 3 through 13 and the major fund budgetary comparisons on pages 49 through 57 are not a required part of the basic financial statements
but are supplementary information required by accounting principles generally accepted in the United States of America. We have applied certain limited procedures, which consisted principally
of inquiries of management regarding the methods of measurement 11
and presentation of the required supplementary information. However, w e did not audit the information and express no opinion on it. In accordance with "Government Auditing Standards,"
we have also issued our report dated December 8, 2009, on our consideration of City's internal control over financial reporting and our tests of its compliance with certain provisions
of laws, regulations, contracts and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting
and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an
audit performed in accordance with "Government Auditing Standards" and should be considered in assessing the results of our audit. Our audit was made for the purpose of forming opinions
on the financial statements that collectively comprise the C i s basic financial statements. The introductory section, combining and individual nonmajor fund financial statements and
schedules, and statistical tables as listed in the table of contents are presented for purposes of additional analysis and are not a required part of the basic financial statements.
The accompanying schedule of expenditures of federal awards and the combining and individual nonmajor fund financial statements and schedules have been subjected to the auditing procedures
applied in our audit of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.
We did not audit the data included in the introductory and statistical sections of this report and therefore, we express no opinion thereon. December 8,2009 12
Management Discussion and Analysis This section of the report contains an overview and analysis of the City of Salina's financial statements for the fiscal year ended December 31, 2008.
The information contained here, as well as the information contained in the letter of transmittal, are intended to provide the reader of the financial statements with a well rounded
picture of the Cdy's financial condition. Financial Highllghts 4 Net Assets increased by $1,270,000. This amount is entirely attributable to Business type activities of the City. Assets
related to Governmental Activities declined by about $71,000. 4 On the whole, fund balances related to operations declined modestly. The General Fund Balance declined by about $1.3 million
(17%). 4 Investment revenues dropped precipitously by $791,000. This is a reduction of 42%. 4 Revenues increased in 2008, but expenditures increased more, particularly in the Governmental
Funds 4 A new comprehensive pay plan was adopted in mid-2007. The initial impact of that change continued into 2008. 4 The City experienced a major ice storm in December 2007. Disaster
recovery costs continued well into 2008. 4 The City engaged in a tax increment distriit financing at the close of 2008. The Basic Financial Statements The basic financial statements
of the Clty include the government-wide financial statements and the fund financial statements. The notes to the financial statements follow the basic financial statements, and are essential
for the reader's understanding of the financial statements. Other supplementary information, including the combining schedules for non-major funds and the budgetary comparison reports,
are at the end of this report to provide additional information for the reader. Government-wide Financial Sta fements The government-wide financial statements present the results of
the City's operations using the accrual basis of accounting, the same basis as is used by private sector businesses. These statements focus on the long-term financial picture of the
City as a whole The Statement of Net Assets reports all of the City's assets and liabilities. Net assets, the difference between assets and liabilities, are an important measure of the
City's overall financial health. Net assets represent the total accumulated and unused resources available to the City for the purpose of providing services. Over time, the increases
and decreases in net assets can be monitored to determine if the City's financial position is improving or deteriorating. The Statement of Activities shows how the net assets have changed
during the fiscal year. One unique feature of this statement is how it shows the revenues and expenses related to specific programs and how much of those programs were supported by the
general taxes of the City. Since this statement is prepared on the accrual basis of accounting, all revenues and expenses are included, regardless of when cash is actually received.
Both statements show the operations of the Clty broken down between governmental and business type activities. Governmental activities are the operations of the City generally supported
by taxes, such as Public Safety (Police, Fire, and EMS), Public Works, Public Health, and Culture & Recreation. Business-type Activities are operations of the City that are intended
to recover a significant portion of their costs through user fees and charges. These include Water and Sewer, Refuse collection, the Golf Course, and operation of the City Solid Waste
Facility. The government-wide financial statements include the Salina Airport Authority and Salina Housing Authority as discretely presented component units of the City. Note 1, item
A in the Notes to the Financial Statements provides a more complete explanation of the relationship between these entities and the City of Salina. Fund Financial Statements The City
uses three types of funds to manage its resources: governmental funds, proprietary funds, and fiduciary funds. A fund is a fiscal entity with a set of self-balancing accounts recording
financial resources together with all related liabilities and residual equities and balances, and the changes therein. These accounting entiies are 13
separated for the purpose of carrying on specific activities or attaining certain objectives in accordance with regulations, restrictions, or limitations. Governmental fund financial
statements are prepared on a modified accrual basis. Under this basis, revenues are recognized when they become measurable and available, and expenditures are recognized when the related
fund liability is incurred with the exception of long term debt and similar items which are recorded when due. The focus is on the short-term financial picture of the operations of the
individual fund, rather than long-term citywide view provided by the government-wide statements. Major Governmental Funds are presented in individual columns, while Non-major Governmental
Funds are aggregated into an "Other Governmental Funds" column. A combining statement for the Non-major funds is presented as supplementary information in the back of the report. The
information presented in these statements can be compared to the governmental activities information in the government-wide statements. The reconciliation at the end of the fund financial
statements details the relationship between the two types of financial statements. Proprietary funds fall into two categories: enterprise funds and internal service funds. All proprietary
funds are prepared on the accrual basis of accounting, and are used to account for business-type activities. Enterprise fund statements present the same information that is in the government-wide
statements for business-type activities, but in greater detail. The City of Salina currently operates four enterprise funds: Sanitation Collection, Solid Waste Disposal, Golf Course,
and Water and Sewer. Internal Service funds are used to account for the cost of operations shared by various departments of the City. The city operates five internal service funds. Three
of these are for selfinsurance activity: Risk Management, Workers Compensation Reserve, and Health Insurance. The remaining two account for our Information Services activlty and for
the Central Garage operation. A combining statement for these internal service funds can be found in the supplementary information following the notes to the financial statements. Fiduciary
funds are used by the City to account for resources held by the City for a third party. Agency funds are a special class of Fiduciary Fund in which liabilities always equal assets, and
thus there are no net assets. The City of Salina operates nine Agency funds. Schedules for these funds may be viewed in the supplementary section of this report. Permanent Funds are
used to report resources that are legally restricted to the extent that only earnings, not principal, may be used. Permanent funds operated by the City include the Citizenship Trust,
Cemetery and Mausoleum Endowments, and the Tri-centennial Commission fund. Notes to the Financial Statements The notes to the financial statements are an integral part of the basic financial
statements since they contain valuable additional information necessary for gaining a complete understanding of the City's financial statements. Other lnformation In addition to the
basic financial statements and the notes described above, this report also presents the general fund and major special revenue funds budgetary statements as required supplementary information
directly following the notes to the basic financial statements. The combining statements for the non-major funds are shown after the required supplementary information. Finally, the
statistical section includes selected statistical data about the City's operations and economy. The City as a Whole This section will identify, discuss, and analyze significant differences
and trends that will enhance the reader's understanding of the City's financial position. Tax Base and Economy The City of Salina relies on three major groups of revenues to support
it's operations. Each of these revenue streams has a different revenue base. In declining order of magnitude, they are charges for service, sales taxes, and property taxes. Sales taxes
and properly taxes apply primanly to Governmental Activities, while charges for services apply to both Governmental (35%) and Business-type (65%) activities. Charaes for Services account
for about 45% ($30,447,000) of the City's revenue stream. Charges for Service depend on both the rate that is set for the activity, as well as the volume of services provided. The following
table 14
illustrates service volume and rate adjustments for some of the more significant services for the year ending December 31,2008. 2007 2008 De scrip ti0 n Volume Volume Change Rate Comments
Monthly Ave Water Accounts Billed 19,908 19,971 63 Water Rates Increased 5.0% Water Metered (In Billion Gallons) 1.94 1.85 -0.09 Wastewater Inaeased by 5.0% Sanitation Customers 15,267
15.397 130 Sanitation rates increased bt 4.0% Golf Rounds (18 Hole) Golf Rounds (Par 3) G olf A nnua I M em bership s 33*518 27'301 (60217 , The rate drudure and options were $0 83 3'962
( ' ' l 2 l ) significantly modified 287 299 12 Solid Waste Tonnage 100,626 . 99,818 (808) $1 (3.5%)per ton increase The number of Water accounts billed grew by about .l%, while the
volume of water sold declined by 4%. The number of sanitation customers increased by about .2%. Golf activlty shows a decrease (12.3%) in I 8 hole rounds, as well as a decrease in annual
patronage. Solid Waste tonnage showed a slight decrease. Sales taxes are the next largest component of the revenue mix, providing 22% ($14,575,000) of the total revenues. The City receives
a .75% City-wide sales tax, and also a portion of the County-wide 1% sales tax. One-third (.25%) of the City-wide sales tax is required to be used for special purposes. The remaining
.5% along with the City portion of the Countywide tax is available for general purposes. Total revenue from the sales tax in 2008 was $14,575,000, up from $13,955,000 in 2007. This represents
an increase of 4.4% in tax proceeds distributed to the City. A number of factors affect the sales tax. First are the regional and local economic conditions and relationships. These are
reflected in the proceeds of the City-wide tax, which grew by about 4.3%. However, the City was favorably affected by the formula used to distribute the County-wide sales tax among participating
jurisdictions (only Cities and the County participate, School and other special districts do not). The formula is based, in part, on the property tax efforts of each jurisdiction. Because
the portion of the overlapping levy attributable to the City of Salina was increased for 2007, the City's allocated portion of the County-wide sales tax was increased from 61.9% in 2007
to 62.3% in 2008. As a result, the City share of the County-wide tax grew by 4.7%. On November 4,2008, Salina voters approved an increase of the special purpose .25% tax to a .40% tax.
The extended tax is to sunset March 31, 201 8. The tax was also modestly re-purposed, for Capital and Economic Development purposes only. ProDertv Taxes are the third major component
of the revenue mix, accounting for 16% ($10,467,000) of total revenues. Property taxes consist of two components: Real estate and personal property taxes which are determined by the
mill levy set by the city and the assessed value of the property; and motor vehicle taxes, which are established by a countywide average tax rate, and the assessed value of the vehicle.
Real estate and personal property assessed value grew by 6.5%. The total City mill levy was increased slightly, by .7%, while the overlapping levy was nearly stable Tax delinquency decreased
from 3.7% to 3.5%. Motor Vehicle value increased by 1.6%. Motor vehicle taxes are distributed based on a formula using prior year's tax effort (similar to the Countywide Sales Tax Distribution).
15
The following table summarizes the comparative property assessed values and tax levy rates: Fiscal (Budget) Year Real Estate and Personal Property Assessed Valuation City Mill Levy (8
per $1.000) Operating (General Fund, Employee Benefi6. Flood and Drainage Fund) Debt Service Millage Total City Levy Rate Total Overlapping Levy Percent of Current Taxes Collected Ratio
of TotaITaxes (including delinquent tax collections) to Taxes Levied Motor Ve hicle Valuation 2007 377,9 17,187 19.835 3.954 23.789 11 7.722 96.3% 98.4% 50548,706 2 008 392,728.487 19.571
3.912 23.959 1 17.159 96.5% 99.3% 51,351,656 Change 14,811,300 (0.264) (0.04 2) 0.170 (0.56 3) 0.002 0 .oo 9 802.950 The unemployment rate in Saline County decreased slightly from 3.3%
in 2007 to 3.9% in 2008, reflecting general economic conditions. This is below the statewide and national unemployment rate. The total labor force decreased to 29,222. a change of 5%.
In 2008, the top ten property taxpayers accounted for 11.79% of total assessed value. This is slightly less concentrated than ten years ago (at 12.2%) Statement of Met Assets Net assets
may, over time, provide an indicator of a government's financial position. In the case of the City of Salina, assets exceeded liabilities by $186,282.000 at December 31, 2008. This represents
an increase in net assets of $1,290,000 over 2007. A comparative condensed Statement of Net Assets at December 31,2006 and 2007: Cormamtie Condensed Statement of Net Assets. 2007 and
2008 Cash and Investments Othercurrent Assets Noncurlent (Capital) Assets Total Asseoi current Liabiities Noncunent Liabilities TOM Liabilitbs Net Assets: Invested in capbl assets. net
of related debt Restricted for Permanent Funds Restricted for Debt !jervke Umestricted Totai NetAssets Percent of Tatal Assets Cash and Investments as a pecentw of current IMities Governmental
Activities Business Type Aduities 2007 2008 $ 20,370 $ 16,500 $ 12,526 $ 13,467 $ 142.265 $ 148.836 $ 175,161 $ 178,804 8 20.921 $ 20.868 f 26,245 $ 30.013 8 47.167 $ 50,881 $ 115,029
$ 118.986 $ 399 $ 419 $ 1.ao 8 793 8 11.356 $ 7.745 $ 127.994 $ 127.923 69% 69% 97% 79% 2007 MOB $ 12,357 $ 12,266 $ 2,352 $ 3,280 8 59.821 $ 58.170 8 74,530 $ 73.716 $ 3274 $ 2,731
$ 14259 S 12.646 $ 17,533 $ 15.377 $ 45,435 $ 45.931 $ 1.151 $ 1.211 $ 10,412 $ 11.199 $ 56.998 8 58.339 31% 31 % 377% 449% Total Primary GDemnent %of %of 2006-2007 2007 Total ZOO8 Total
Change $ 32,727 13% $ 28,766 11% 8 (3.961) 8 14,879 6% $ 16,750 7% 8 1.871 $ 202,066 81% $ M7.005 82% 8 4.919 $ 249,691 $ 252,520 llXl% $ 2.829 $ 24,195 37% $ 23.598 36% $ (597) $ 40.505
63% f 42.864 65% s 2355 $ 64,699 m o $ 66.258 $ 1.559 $ 160,464 87% $ 164,897 88% $ 4.433 $ 399 0% $ 419 0% $ 20 $ 2.362 1% $ 2,004 1% $ (358) $ 21,768 12% $ 18.942 1O?h $ (2,826) $
184,992 mQ% $ 186,282 Ill)% $ 1.290 1 00% 100% 135% 122% The largest segment of the CQ's net assets (89%) reflects its investment in capital assets (land, buildings, streets and drainage
facilities, utility plant, vehicles, equipment, etc.), less any debt used to acquire those assets that is still outstanding. These assets are used to provide services to citizens. As
a result, resources required to retire related debt can not come from liquidation of the asset. Such resources generally must be provided from other sources, such as future taxes or
user charges. 16
A small portion of net assets (1%) is restricted for debt service. The remainder of net assets (10%) may be used to meet the City's obligations to citizens and creditors. In 2008, the
amount invested in capital assets net of related debt increased by $4,523,000. Unrestricted net assets decreased by $2,826,000. This reflects a decline in cash and investments of $3,961,000.
Total liabilities increased, with all of the increase attributable to noncurrent liabilities. Long term liabilities increased, reflecting primarily an increase in bonds payable. Total
assets increased. This increase was primarily attributable to increases in capital assets. During the year ended December 31,2008, there were several significant events that changed
the balance of net assets. Governmental Activities. 2008 saw a decrease in cash and investments in Governmental funds. This is due largely to increases in expenditures for both capital
and operating requirements. Significant contributors to this trend are the impacts of the pay plan and an aggressive street maintenance program. Business-type Activities: Business Type
activities were engaged largely in maintenance type activities. Scheduled debt paydowns resulted in a slight increase in net capital assets. Statement of Activities A condensed statement
of activities is shown below. Cmdensed Cmparitii Statement of Activities, 2007 and 2008 PrcgramRevenues: Charges Oa Services Capital Grants and Contributions General Revenues: Property
T M ~ OtherTaxes Investment Revenue OtherMisceaanews Operating Grantsand Cantribtitions SalesTaxes Total Revenues: Exp?rises: General Government Public Safety Public works PuMic Health
and Sanitation Culture and Fbueation Planning and hlopment Solid Wsste Disposal Waterand Sewer Sanitation GolCWrse Interest on Long Term Debl Total Expenses Increase in net assets bebre
transfers Tmnskrs and other extraordinary &ms Increase in Net Assets Net Assak, January 1 Prior Pericd Adjustment Net Asseb, January 1, restated Net Ass8ts December31 GovemmenBl Adiities
2 007 2 m $ 10.490 $ 10.703 $ 3.301 $ 3.752 8 -$ 9.970 8 10.467 $ 13,955 $ 14.575 $ 5.445 8 5,747 $ 1.255 8 005 8 090 $ 812 $ 45,394 $ 46.061 8 6,732 8 6.791 S 16.0Ti 8 18,440 $ 9,250
8 9,706 $ 1.201 S 1.310 $ 5,650 $ 5,502 $ 2014 $ 3,400 $ 1.295 $ 1,454 $ 43.915 $ 46,763 $ 1.479 $ 98 $ 672 $ 60 S 2,150 S (46) $ 126.594 $ 127.994 S C1W $ (26) $ 125.045 $ 127.968 $
127.994 $ 127.922 (In m's) Busineslype Activities 2007 2008 $ 19.670 $ 19.744 $ 641 8 300 $ 201 $ 110 $ 20.520 $ 20.162 2,088 12,227 2.038 884 17.237 3.203 (672 ) 2,612 53.933 453 54,386
56,998 2.000 13.204 2,194 084 10.370 1.792 (6 0) 1,752 59,990 (41 1) 50,507 50,339 t 30.168 $ 3,301 s -$ 9.970 $ 13,955 $ 5#445 s 1896 $ 1.091 S 65.914 8 6.732 $ 16.077 8 9250 $ 1201
8 5.650 $ 2.014 s 2.008 $ 12.227 8 2,038 8 884 8 1.295 0 61.152 0 4,762 s -t 4,762 8 100.527 8 (297) $ 100231 8 104.992 Total Primary Government % 2000 % 2007-2000 Change 46% S 30.447
45% $ 279 5% 8 3,752 6% S 371 0% $ -0% 8 -15% 8 10.467 16% S 409 21% $ 14,575 22% $ 620 8% $ 5,747 9% 8 302 3% $ 1,105 2% $ (791) 2% $ 930 1% 8 (161) -100% 8 11% 8 20% 8 15% $ 2% $ 9%
$ 5% $ 3% 0 20% $ 3% 8 1% 8 2% s 67.023 6,791 10.440 9,706 1,310 5.582 3,400 2,000 13,204 2,194 004 1,454 loo?? g 28% s -10% 8 15% 8 29b8 WO 8 5% $ 3% s 20% $ 3?69 1% s 2 % 8 1.109 59
1,563 440 29 (76) 666 (80) 1.057 156 159 -100% $ 65.133 100% $ 3.901 s 1.090 f (2.072) s -8 -8 1,706 $ (3,056) 8 107,992 8 7,465 $ (437) $ (140) 8 106,555 $ 6,324 0 106261 8 1,269 Governmental
Activities. Total expenses for Governmental Activities for the year ending December 31, 2008 were $46,661,000 compared to $45,394,000 in 2007. Governmental activities represent 70% of
the City's total expenses. The largest element of Governmental Activity expense was Public Safety, at 28% of the City total, followed by Public Works at 15% of the total. 17
Charges for service attributable to Governmental Activities totaled 310,703,000 and operating grants for those purposes were 33,752,000. The balance of $32,406,000 was funded by general
revenues. Sales taxes accounted for 314,575,000 of the general revenues, with property taxes providing 310,467,000. Net assets decreased by $46,000 as a result of Governmental Activities.
Business Tvoe Activities. Total expenses for Business-type Activities for the year were 318,370,000, or 30% of the City’s total expense. The majonty of this expense (31 3,284,000) is
attributable to Water and Sewer operations, with the other activities (Solid Waste Disposal, Sanitation, and Golf Course) costing a combined total of 35,086,000. These activities are
primarily supported by user charges, with only $418,000 coming from general revenues, representing largely the interest earned on fund balances held by the Cdy. Net assets increased
by 31,752,000 as a result of Business-type Activity operations. Fund Financial Analysis Governmental Funds Fund Balances: The table below shows the Governmental Fund balances for major
funds for the years ended December 31,2007 and December 31,2008. Fund G ener al Employee Benef& Flood and Drainage Tourism and Convention Special Gas B icentennia I Center Debt Service
Capital Projects Other Governmental Funds Total 20 07 7,330,631 3 845.846 3 548,952 3 278,921 $ 1,785,911 $ 226,930 3 1,210,457 $ (3,607,071) 8 4,451,923 $ 13,072,500 $ 20 08 6,029,523
$ 789,647 $ 507,183 3 274,668 $ 1,793,378 3 135,931 $ 792,744 $ (3,666,332) 3 5,166,176 11,822,916 $ Change (1,301,108) (56,199) (41,769) (4,253) 7,467 (90,999) (417,713) (59,261 ) 7
14,253 (1,249,582) Total Governmental Fund balances decreased by $1,249,582. The reasons for these changes are varied. The most significant change is in the General Fund. This is due
to multiple issue, including pay plan impacts, disaster recovery impacts, and anemic revenue growth. 18
Revenues and Expenditures: The following table shows a comparison of revenues and expenditures (including other sources and uses) for major funds for the years ending December 31,2007
and 2008. Fund 20 07 Revenues (Including Other Financing Sources) Genera I $ 25,597,Ol 1 Employee Benefits $ 5,902,024 Flood and Drainage Improvement $ 207,235 Tourism and Convention
$ 1,000,624 Special Gas $ 1,653,747 Bicentennial Center $ 1,703,115 Debt Service $ 3,932,905 Capital Projects $ 7,632,226 Other G overnm ental Fu nds' $ 4,520,206 Total Revenues 8 52,149,093
Revenues, net of other sources $ 43,164.142 Less Other Sources $ 8,984,951 Expenditures (Including Other Financing Uses) Genera I 3 26,491,109 Employee Benefits $ 5,774,011 Flood and
Drainage Improvement $ 44,40 8 Tourism and Convention $ 954,077 Bicentennial Center $ 1,586.717 Debt Service $ 3,457,680 Capital Projects $ 6,898,471 OtherGovernm ental Funds. $ 3,567,333
Total Expenditures $ 49,767,399 Less Other Uses $ 2,054.924 Enpenditures. net of other uses $ 47.712.475 Special Gas $ 993.593 200 8 8 27,730.274 $ 6,033,103 $ 209.926 $ 1.062.276 8
1,667,515 $ 1,570.828 $ 3,483.312 8 4,243.108 $ 8,405.750 3 54,406,092 $ 10,147,955 $ 44,258,137 $ 29,031,382 $ 6,089,312 $ 251,695 $ 1,066,529 $ 1,660,048 $ 1,661,827 $ 3,901.025 $
4,302,369 $ 7,691,497 $ 55,655.684 $ 2,763,222 $ 52,892.462 Change 2 ,133,263 131.079 2.691 61,652 13,768 (1 32,287) (449,593) (3,38 9.11 8) 3,885,544 2.2 56,999 1,163,004 1,093,995
$ 2.540.273 $ 315.301 $ 207,287 8 112,452 $ 666,455 8 75.110 $ 443.345 $ (2.596.102) $ 4,124.164 $ 5,888.285 $ 708,298 $ 5,179,987 Total revenues and other sources increased by $2,256,999
from 2007 to 2008. The largest component of this change was in Other Governmental fund, resulting from the impacts of accounting for the settlement of the Tax Increment financing project..
Other changes include an increased General supplement for the Bi-Centennial Center, changes in temporary note activity, and reimbursements received from FEMA. A noticeable decline was
also apparent in the capital projects funds, and is due to changes in financing activities for those Expenditure changes reflect transfers from the General Fund to the Bi-Centennial
Center Fund as well as the Special Sales Tax Transfer (included in "Other Funds"). Implementation of the new pay plan at mid-year in 2007 had significant effects on the General and Employee
Benefits fund expenditures for 2008. Special Gas Tax fund expenditures reflect an aggressive street maintenance program. 19
Proprietary Funds The City of Salina operates four Enterprise Funds as well as five Internal Service Funds. A summarized comparative Statement of Net Assets follows for each Enterprise
Fund: Current Assets Capital Assets Total Assets Current Liabilities Noncurrent Liabilities Total Liabilities Assets Invested in Capital. net o f relateddebt Restricted Net Assets Unrestricted
Net Assets Total Net Assets Current Assets as a percentage o f curre n i liab illies Cur rent Assets Cap ita I Assets Total Assets Current Liabilities N on t u rren t Liab ildie s Total
Lie bilities Assets Invested in Capital, net of related debt Restricted Net Assets Unrestricted Net Assets Total Net A ssels Current Assets as a percentage o f current liabilities Summary
Statement of Net Assets (in 8000's) Solid Waste Disposal 20 07 3,486 $ 3,439 8 6,925 L 628 8 2.957 8 3,585 8 1,823 8 1,517 8 3.340 8 55 5% 20 08 Change 3,369 $ (117 3.225 8 (214 6,595
8 (330 506 8 (122 2,485 8 (472 2.991 6 (594 1.982 L 159 1,621 8 104 3,603 8 263 S 666% Sanitation 20 07 865 0 471 6 1,336 8 158 8 71 8 229 8 471 8 636 8 1.106 8 2008 Change 647 8 (218:
613 8 142 1.260 8 (76; 64 8 (94 : 115 L 44 179 $ (50: 613 S 142 488 8 (148: 1.081 S (25: 54 7% 101 1% Water and Sewer 2007 8 10.307 8 8 55.459 8 8 65.766 8 8 2.442 8 5 11.184 8 8 13.626
8 42.690 8 8 1,151 S 8 8,300 8 8 52.141 8 422 % 2008 Change 11,435 8 1,128 53,905 8 (1.554 65,340 8 (426 2,116 8 (326 9.973 8 (1.211 8 (13.626 42.909 8 219 1,211 8 60 53,251 8 1,110
9.131 8 a31 540% G OH Cou n e 8 5 1 8 95 f 44 8 452 8 427 6 (2 5 8 503 8 522 8 19 200 7 2008 Change 8 4 5 8 45 8 8 4 7 8 74 s 27 6 9 2 S 118 $ 26 8 452 8 427 8 (25 113% 211% The Golf
Course Fund shows declines in total net assets, due primarily to a reduction in current assets, however, capital assets also decline. Unrestricted net assets in this fund reflect a $23,000
deficit balance, which is an improvement over the prior year. The other enterprise funds all show modest improvement in net assets. Revenues, Expenses, and Changes in Net Assets The
Solid Waste and Water and Wastewater Funds, showed healthy results from operations, with net assets increasing in both of those funds. The Golf Course, however, experienced significant
losses on the year. Operating Revenues were down, while operating expenses continued to grow. Operating losses for the course was $104,000, compared to a $132,000 loss in 2007. The Sanitation
Fund is stable. 20
Summary of Revenues, Expenses and Changes in Net Assets (tn $oms) Operating Revenues Operating Expenses 0 pera tin g Income Non-operating revenues (expenses) Income (Loss) before Transfers
Transfers in (out) Capital Contributions Change in Net Assets Net Assets, Janualy 1 Restatement Net Assets, January 1, restated Net Assets, Deoember 31 Operating Revenues Operating Expenses
Operating Income Nonqerating revenues (expenses) Income (Loss) before Transfers Transfers in (out) Change in Net Assets Net Assets, Janualy 1 Rest at emen t Net Assets, January 1, restated
Net Assets, December 31 Budgetary Highlights Sdid Waste Disposal 2007 2008 Change 2,819 $ 2.760 3 2.033 3 1.972 $ 786 $ 788 $ 125 $ 39 3 911 3 826 $ (692) $ (180) 3 219 3 646 3 3,170
$ 3,340 $ 3,121 3 2.957 $ (48) $ (383) 3 3,340 $ 3,603 $ Sanitation 2007 2008 Change 2,112 $ 1,999 3 114 3 (3) 3 110 3 110 $ 996 3 3 996 $ 1.106 3 60 210 (151: 34 (1 1s: (116: 110 (20:
90 (25: Water and Sewer 2 007 2008 Change 3 14,198 $ $ 11,546 3 $ 2,652 3 3 (259) 3 $ 2,394 3 $ (30) 3 $ 2,361 3 3 49,275 $ 3 501 $ 3 49,777 $ $ 52,141 3 14,151 $ 12,754 $ 1397 $ (301)
3 1,096 3 38 $ 1.134 $ 52,141 3 52,l 17 $ 53,251 3 (23) 3 (47: 1208 (1255: (42: (1298: 68 (1230: 2,866 (524: 2340 1.1 10 ~~ Golf Course 2 007 2008 Change 749 $ 779 $ 883 $ 884 $ (133)
$ (105) 3 2 8 1 3 (132) $ (104) $ 50 3 82 $ (82) $ (21) 3 492 $ 410 $ $ 15 $ 492 $ 425 3 410 $ 404 3 The objective of budgetary controls is to ensure compliance with legal provisions
embodied in the annual appropriated budget approved by the City Commission. The legal level of budgetary control is maintained at the Fund level, in accordance with State Statutes. Management
control is maintained at the departmental level. Within the departments, considerable discretion is permitted. The City uses an encumbrance accounting system, in which estimated purchase
orders are recorded prior to the release of purchase orders to vendors. Open purchase orders are reported as reservations of budgetary basis fund balances at December 31,2008. Formal
budgetary amendments are limited to those circumstances in which the need is perceived to alter the total fund budget. Reallocation among departments or line items are not typically
recorded as budgetary amendments. However, in addition to formal amendments, departments within the City are allowed to transfer budget between line items within a department. Budgets
may also be transferred from department to department within each fund. As a 21
result of these transfers, the original budget and the final budgets may not be the same for departments within a fund. The General Fund budget was formally amended during the year to
accommodate a change in contingencies. The Ctty experienced a number of significant variances from budgeted items in the General Fund, however, the total fund was well with budget. Most
revenue classes fell short of budget. This was offset by increased an increased level of transfers from other funds, in particular the Special Sales Tax fund Several expenditure items
were also significantly over or under budget. Several Departments exceeded budgeted expenditures, most notably the Public Safety Departments, which exceeded budgeted levels by an aggregate
of $422,000. The budget variations are due to two factors. First, the pay plan had much more significant effects on pay levels in Public Safety. Second, the revised pay schedules placed
the City in a more competitive position with respect to the market, and as a result vacancy levels were much lower than anticipated. Capital Assets and Debt Administration Capita/Assets
The total amount invested in Capital Assets for the City at December 31,2008w as $202,708,00n0e t of accumulated depreciation. The following table illustrates the Capital Asset balance
by various classes of assets at December 31,2008: Capital Asset Balances Net of Depreciation, 12/31/2007 and 12/31/2008 (In 000's) Governmental AcCvity 200 7 2008 Equipment, Furniture
and Fixtures $ 1,142 $ 1,397 Vehicles $ 2,082 $ 1,614 Buildings and Improvements $ 13,255 $ 12,630 Land $ 22,689 $ 22,477 Infrastructure $ 80,413 $ 77,889 Construction in Progress $
22,686 $ 32.531 Total $ 142,267 $148,538 Net of Accumulated Depreciation Changes to capital assets may be summarized as follows: Business-type Activity 20 07 20 08 $ 1,554 $ 2,065 $
1,085 $ 973 $ 13,647 $13,218 $ 1,542 $ 1,541 $ 41,953 $40.173 $ 40 $ 200 $ 59,821 $58,170 Additions Retirements Adjustments Net Add it ion s Governmental Business-Type Activity Activity
s 10,820 s 161 s 258 $ 441 s 580 8 19 0 11,658 8 62 1 Depreciation Expense Applied s 3.973 s 2,310 Total $ 2,696 $ $ 3,167 $ $ 26,902 $ $ 24,231 $ $ 122,366 $ $ 22,726 $ $ 202,088 $
20 07 Total s 10,981 s 6 99 s 599 t 12,279 s 6.2 83 2 008 3.462 2,587 25,848 24,018 118,062 32,73 1 206.708 Additional information on the City's capital assets can be found in Note 4.0.
of the notes to the basic financial statements. 22
Debt Management The City's general policy for General Obligation Bonds is to issue them for no more than 10 years for the City at Large portion, with some exceptions permitted for extraordinary
projects. On special assessment bonds, the maturity may extend to 15 years. The outstanding General Obligation Bonds at 12/31/2008 totaled $32,649,999. Temporary notes outstanding total
$5,005,000. Total General Debt is thus $37,654,999. In addition, Business-type activities had $3,030,000 in Revenue Bonds outstanding, as well as $6,428,759 in loans provided through
the Kansas Development Finance Authority. Revenues generated by user fees are pledged to retire all of the Bonds issued by Business-type activities. The City engaged in several debt
transactions during 2008. One General Obligation Bond issues, Series 2008A was sold in the total principal amount of $3,720,000. A second issue. 2008-8 was issued in the amount of $3,525,000
for the purposes of financing an economic development project. While this is a General Obligation issue, property and sales tax increments from the project are pledged to repay the debt,
and are anticipated to be sufficient to do so. Moody's rating service extended a rating of Aa-3 to both issues. Additional information on the City's debt can be found in Note 4, E. of
the notes to the basic financial statements. Requests for Information This financial report is intended to give the reader a general overview of the City's finances. Questions about
information in this report or requests for additional information should be directed to the Director of Finance, Room 206, 300 West Ash Street, Salina, Kansas, 67401. 23
BASIC FINANCIAL STATEMENTS 25
CITY OF SALINA, KANSAS STATEMENT OF NET ASSETS OecMber31.2008 primary Government Component Units Total Total Total Salina s a r i Gov~nmW~tal B~sine~s-type Prbnary Housing firport Activities
ActlVtties Government Authorily Authority ASSETS cunent assets Cash and investments Receivables (ne1 of lbwance for umllectibles) ACCoUntS Taxes Interest Notes invetdory Restriaed cash
and investments Repai expenses Net hnrestment In financing leases Defened charges Total current assets Nonametd assets: Notes receivable Capital assets, nondepreciable CorEtruCtion in
progress Land Less: Accumuhled depredatbn Capital assets. depreciable Total noncumm assets Total assets UabiMieS: Current liabilities: Accounts payable Relainage payable Accrued liabilities
Matllred bond principal and interest Acaued interat payable DepasitspayaMe uneamedrevenue thm tu other governments C m t portlon of ccmpemaled absences Current poilion of temporary mtes
payable C m t poM of loam payable Cunent poruofi of revenue bonds payable c m t poltion of financing leases payable Cunent portbn of special assessment debt payable Current portion of
general ob(iiatl0n bonds payable Total c u m U a b n i Noncunent Uabilitles: &Ned UabUMes compemaledabsences Net OPE8 obligation Temporary notes payaw Loanspayak Revenre bonds payable
Fognclngleasespayable Special aSSeSSmem debl papbb General &@ation bonds payable M U posl dosure care UaMlltles Total mrcurrenl l i l i u e s Total liiilitias Net Assets bnested in cspital
assets, net of relaled debt Remcted for: Fkllnamnlfrmds: Expendable Debtservice unrestricted Toral net aSt?6 $ 16.500.373 $ 12.265.626 S 28,765.999 51.348,109 L 1.871.999 2~031,150 10,658,825
159,657 276,130 1.195.203 3226.353 10.658.825 159,657 936,076 121 1.221 43.646 69.326 1201.413 2.293 15,330 363,044 52.874 659,946 1,211,221 5.247 443-..1 23-81.888 3.752.996 341,445
29,967.580 214,241 15.546.237 555.688 45.513.817 --1.825.296 10.895 32.531.277 200,461 32.731.738 346,608 8.621320 22477,191 1541.002 24.018.193 1.481.891 9,675.910 168.684.152 95.611.282
264295.434 6,844.553 442Q2.916 74,856,692 39.182,522 114,039,214 2,529.452 20,137.366 148.835.928 58,170,223 207.006.151 6,154.493 42.562.780 s in.803.508 s 73.716,460 s 25z,sig.w s
7.979.709 s 46.315.n6 s 489.084 12,706 501.050 10,145 297.679 10.354.161 1,331.007 5.co5.000 L 475.864 s 964.948 12.706 501,050 10,145 466.161 102.497 10.354.161 S 21.933 4.254 73.347
177.495 26.614 2.269 S 603.249 114.129 320.591 1.410.104 168.482 102,497 276.789 373.962 710.000 1.607.796 5.oos.m 373.962 710,000 35,331 24.108 755.000 3,262.510 623299 2730893 2.666.701
20.867.533 3.490.000 23.598.426 341,912 305284 1.895.284 687.608 305.284 2.289.417 813.746 9,475 20.421 10.975.000 323300 207.948 5,770.000 394.133 126.138 6.054.T97 2.320.000 2156.m
1566.636 12618.474 6.054.797 2.320.000 29.159.999 1 s66.636 42.509.879 S 66.108.305 17276.448 $20.538.958 29,891,405 S 50.758.938 29.696 $ 15.349.367 s 371.608 S 116.965.998 S 45.931.395
8 164.897.393 $6,143,598 $24.471.096 418.585 418.585 280222 792.744 1211,221 2,003,965 7.867243 11.224.477 19,091,720 1,184,161 1.304,922 8 128,044,570 S 58387.093 S 186,411,663 97,607.901
(25.776.818 The noteslolh~b~as ic fmancbl daternents are an integral part afthis statemem. 27
cm OF SALINA. KANSAS STATEMENT OF ACTIVITIES F a IheYear Ended December 31.2008 Total adNTotal prbnaly governnerd Program Revenas OPsr~Q cchargesfor Grardsard oaltsand Experws services
cortrihabmcarbibrtbm S 6.669.320 0 4.580.529 S 1.179.162 5 18.439.889 3,588,107 702.313 9,705,916 120.280 1.435.739 1.310.109 30,817 162.593 5.582.100 2,139.006 162593 3.480.799 239.978
109.100 1.453.793 -~ 46.641.926 10.702.717 3.751.500 cavsmnental BEiEs+p primary Ho&g Ai@AdWIliES Adhraiis Gnvwnmenl /\rdhorpy Funlaity 6 [eOa.6291 0 -0 W.6291 S -s (14.151.4691 -[14.151,469l
l8.149.8Wl -@.149,69?l 11.1 1O.sSsl -[1.110,6991 P.2s0.501l -pZ80.so11 (3.131.7211 -P.131.7211 11.493.793) -11,453.7931 -132.187.7091 p.187.7mJ --2.005.070 2.748.519 743.449 743.449
13247.432 14.072.513 825.c81 825.081 2.189.005 2.171.938 I17.067I 117.m 8BD.869 751252 -[129,61fl IlzS.617] --18.322,376 19.744222 --1.421.808 1.421.846 -S64.ffl.302 S30.448.939 E 3.751.5(30
S 132.187.709] 1.421.846 .?65.663] --s 2 ~ 3 5 ~ 1o5 47o.m s i.rn7.m s i37.m -71.190 4.874.650 2088.458 -1.650.041 -11.130.151] S 7.109.865 0 2559.235 5 1.697.736 S 1.787.933 -71.180
[1.136.151) 7.817.834 1528.594 1,119.504 11 ,I)85.856 2588.731 5.747.176 604.934 81 1 .e10 59,696 32.283.935 299.888 118.142 159.696] 358.334 7.817834 1.528596 1.119.504 11.985.856 2.588.731
5.747.176 904.822 928.752 32.622.289 52.879 52.879 1.256.816 18521 5 16.321 47.591 1.505.943 78ZB 1.780,160 1.856.406 124.069 369.792 127.994.368 56,997.724 180.527m 7.483.912 25,407.026
126.0241 [410.811] 1436.835) -127.968.344 56.586.913 184.555257 7.483.912 25.407.026 $128.044.570 S 58.367.093 S 186.411.663 S7.607.981 $25.776.818
CITY OF SALINA, KANSAS ASSETS Cash and investments Receivables (net) Accounts Taxes Interest Inventory Due from other funds Cash with fiscal agent Total assets LIABILITIES AND FUND BALANCE
Liabilities: Accounts payable Retainage payable Deferred revenue Due to other funds Matured principal and interest Temporary notes payable Total liiiities Fund balance: Reserved for
encumbrances Reserved for debt service Unreserved, undesignated General fund Special revenue funds Permanent funds Capital project funds Total fund balances Total liabilities and fund
balance BALANCE SHEET GOVERNMENTAL FUNDS December 31,2008 flood8 Tourism Employee Drainage and General Benefits Improvement Convention $ 3,926,341 $ 789,647 $ 507,183 $ 1,572 1,843,142
-273,096 .3.495,907 5.203.488 --159.657 ---126,429 ---460,667 ------$ 9.812,143a $ 5.993.135 $ 507.183 $ 274,668 3,782,620 5,203.488 --5,755,929 ----789,647 503,154 274.668 6,029.523
789,647 507,183 274.668 $ 9,812,143 $ 5,993,135 $ 507,183 $ 274,668 30
Other Total -Gas Center service Roiects Funds Funds Special Bicentennial Debt Capital Governmental Governmental S 1,498,635 $ 96.904 $ 792,744 $ -$ 5.190.678 $ 12,803.704 S$-$ 5 ,243,236
$ 26.250.577 $ 9,921 $ 23.327 $ -$ 52.521 $ 12,498 $ 384,980 ---12,706 -12,706 --1,654.766 --10,354,161 ---396,105 64,562 460.667 --10.145 --10,145 ---3.205.000 -3205.000 9,921 23.327
1,664.911 3,686,332 77,060 14,427,659 301,063 --1,876.469 1,769,860 4.225.01 5 -792,744 -694,887 1,487,631 -----5.755.929 1,492.315 135,931 --2,282,844 5,478,559 ----418.585 418.585
--[5,542,801] -[5,542.801] 1,793,378 8 1.803.299 135.931 $ 159.258 792.744 $ 2,457,655 (3,666,332) 5,166.1 76 11,822,918 The notes to the basic financial statements are an integral part
of this statement. 31
CITY OF SALINA, KANSAS RECONCILIATION OF THE TOTAL GOVERNMENTAL FUND BALANCE TO NET ASSETS OF GOVERNMENTAL ACTIVITIES December 31,2008 Total Governmental Fund Balances $ 11,822,918 Amounts
reported for governmental activities in the statement of net assets are ddferent because Bond issuance costs are shown as current year expenditures in the funds. Bond issuance costs
Capital assets used in governmental activities are not financial resources and therefore are not reported in the funds The cost of capital assets is Accumulated depreciation is An internal
service fund is used by the City's management to charge the costs of the worker's compensation program. The assets and liabilities of the internal service fund are included with governmental
activities. The following liabilities, including bonds payable, are not due and payable in the current period and therefore are not reported as liabilities in the funds. These liabilities
at year end consist of: Compensated absences Net OPEB obligation Temporary notes payable Bonds payable Accrued interest on the bonds Net Assets of Governmental Activities 341,445 222,631,746
74,101,264 148,730,482 2,943,808 3.1 38,866 687,608 1,800,000 29,869,930 297,679 135,794,0831 $ 128,044,570 The notes to the basic financial statements are an integral part of this statement.
33
CITY OF SALINA, KANSAS STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCE GOVERNMENTAL FUNDS For the Year Ended December 31,2008 REVENUES: Taxes Real estate taxes Delinquent
taxes Motor vehicle taxes General sales taxes Selective sales taxes Other taxes Intergovernmental Special assessments Licenses and permits Charges for services Investment revenue Reimbursements
Miscellaneous Total revenues EXPENDITURES: Current General government Public safety Public works Public health and sanitation Culture and recreation Planning and development Miscellaneous
Capital outlay Debt service Principal retirement Interest and other charges Total expenditures Excess [deficiency] of revenue and other sources OTHER FINANCING SOURCES [USES] over [under]
expenditures and other [uses] Issuance of bonds Bond premium Temporary note premium Transfers in Transfers [out] Total other financing sources [uses] Net change in fund balance Fund
balance -Beginning of year Fund balance -End of year Flood & Tourism Employee Drainage and General Benefits ImDrovement Convention $ 2,240,701 64,306 241,931 i 1,985,856 4.685.1 05 91
1,305 $ 5,177,657 148,538 668,205 --$ 181.056 5,576 23,294 --$ --1,062.071 --I -5,793.253 -244,769 205 38,703 -496.742 26,663,968 6,033,103 209,926 1,062,276 3.336.261 14,070,189 5,239,844
1,109,794 2,297,431 2,087,685 630,178 263,444 3,874,688 1,000,874 33,191 585,935 331.180 ---5,214 246,481 28,771.382 6,089,312 251,695 639,917 [2.107,414] [56.209] (41,7691 422,359 34
$ Other Total -Gas Center Service Proiects Funds -Funds Special Bicentennial Debt Capital Governmental Governmental -$ 1,425,090 -934,216 37,257 25,168 1,487,515 934.216 -346.786 -1,313,262
--1,649.483 -12,344 $ 1,484,503 44.091 186,074 -1 ,178,122 54,017 -39,574 2 2,946,807 39.576 --3,889.829 2,588,731 1,404,956 10.149 687,804 11 3,994 -75,116 4,880,750 -132.851 608.734
318,524 45 4,489,253 $ 9,083,917 262.51 1 1,119.504 11,985,856 2,588,731 5,747.1 76 3,741,351 1 ,178,122 10,149 7,415,273 489.81 6 38,705 597,026 44,258.1 37 3,599.705 17,944,877 6,592,718
1.275.836 5.1 41,583 3,377.306 45 10,581,347 --2,786,702 25,000 2,811,702 -1,114,323 412,540 40,480 1,567,343 1,660,048 1,661,827 3,901,025 4,302,369 5,614,887 52.892.462 [172,533] v27.6111
[954.218] [4,262.793] [734,137] [8,634,325] -3,720,000 3,525,000 7,245,000 ---43.532 -43.532 -36.505 --36.505 180,000 636,612 500,000 ~ , 0 0 0 -2,822,918 ---[2.076.610] [2.763,222]
180,000 636.612 536,505 4,203,532 1,448,390 7.384.733 7,467 (90.9993 t417.7131 [59,261] 714,253 [1.249,592] 1,785.91 1 226,930 1,210,457 [3,607,071] 4,451,923 13,072.510 $ 1,793,378
$ 135.931 $ 792,744 $ p,6-$ 5,166,176 $ 11,822,918 The notes to the basic financial statements are an integral part of this statement. 35
CITY OF SALINA, KANSAS RECONCILIATION OF THE GOVERNMENTAL FUNDS STATEMENT OF REVENUES. EXPENDITURES, For the Year Ended December 31,2008 AND CHANGES IN FUND BALANCE WITH THE GOVERNMENT-WIDE
STATEMENT OF ACTIVITIES Total Net Change In Fund Balances -Governmental Funds $ [1.249,592] Amounts reported for governmental activities in the statement of activities are different
because Capital outlays to purchase or build assets are reported in governmental funds as expenditures. However, for governmental activities those costs are shown in the statement of
net assets and allocated over their estimated useful lives as annual depreciation expenses in the statement of activities. This is the amount by which capital outlays exceeds depreciation
in the period. Gain on sale of assets Proceeds from sale of assets Capital outlays Depreciation expense Interest on long-term debt in the statement of activities differs from the amount
reported in the governmental funds because interest is recorded as an expenditure in the funds when it is due, and thus requires the use of current financial resources. In the statement
of activities, however, interest expense is recognized as the interest accrues, regardless of when it is due. This is the amount by which interest increased. An internal service fund
is used by the city's management to charge the costs of certain activities to the individual funds. The revenues and expenses of certain internal service fund is reported with governmental
activities. Some expenses reported in the statement of activities, such as compensated absences and other post employment benefits, do not require the use of current financial resources
and therefore are not reported as expenditures in governmental funds. Bond and temporary note proceeds are other financing sources in the governmental funds, but they increase long-term
liabilities in the statement of net assets and do not affect the statement of activities. Also, governmental funds report the effect of issuance costs, premiums, discounts, and similar
items when debt is first issued, whereas these amounts are deferred and amortized in the statement of activities. This amount is the net effect of these differences in the treatment
of long-term debt and related items. Repayment of bond principal and bond issuance costs is an expenditure in the governmental funds, but it reduces long-term liabilities in the statement
of net assets and does not affect the statement of activities. Changes In Net Assets of Governmental Activities 11,756 (29,6951 10,587,951 [3,957,0%] 6,612,959 14,100 77,120 [957,609]
2,811,702 $ 76,226 The notes to the basic financial statements are an integral part of this statement 37
CITY OF SALINA. KANSAS STATEMENT OF NET ASSETS PROPRIETARY FUNDS December 31,2008 ASSETS current assets: Cash and investments Receivables (net of allowance for uncollectibles) Inventory
and prepaid supplies Restricted cash and invesbnents Deferred charges Total current assets Capital assets: Acaumts Nondepreciable capital assets: Construction in progress Land Depreciable
capital assets: Capital assets Less: accumulated depreciation Total capital assets Total assets Liabilities: c u m IiibiTctieS Accounts payable Interest payable Meter deposits payable
Current portion of compensated absences payable Current portion of a m e d claim payable cumnt portion of loans payable Current portion of general obligation bonds payable Current portion
of revenue bonds payable Total anrent IiabTies Noncurrent liabilities: Compensated absences payable Accrued d a i i payable Net OPEB Obligation Payable from restridad assets Loans payabk
General obligation bonds payable Revenue bonds payable Landfill post-dosure care Uabiiities Total nonament liabilities TOM l i a b i r i Net Assets Invested in capital assets, net of
rebted debt Restricted UNBstricted Total net assets Restrided for bond retirement Business-Type Activities: Enterprise Funds Total Internal Solid Waste Water and Enterprise Service Disposal
Sewer Sanitation GolfCourse Funds -Funds $3.091.303 8 8.577.929 g 519.~~0s 76,874 $12.265.626 0~,686.524 266293-801,892 127.018 -1.195203 -641.538 -18,408 659,946 149.701 1.211.221 -1.211221
11.71 5 202,5X -214241 3,369.311 11,435,106 646.538 95,282 15.546237 3,836.225 -200.461 -200.461 682.000 844.002 -15,000 1,541,002 6,510,833 86,756.884 1.351.466 992.099 95.611.282 860,874
3.967.500 33,896,667 738.305 580.050 39,182,522 755.428 3,225,333 53.904.680 613,161 427.049 58,170.223 105,446 $6.594.644 $65.339.786 $1,259.699 $ 522,331 573.716.460 B3.941.671 5 99,009
0 368.964 $ 3.351 10.587 157.895 23.147 152,670 60.913 -102.497 -373.962 -710,000 373,000 250299 505,743 2116,287 64264 8 4.540 40.059 44,599 $ 475.864 B 104.104 168,482 102.497 276.789
36.067 373.9fi2 623,299 710.000 -501,050 2.730.893 641.221 32.960 217.395 86,737 57.041 394.133 51.358 -305284 12.988 76.913 22.666 13.571 126.138 -6,054,797 -6.054.797 870,000 1.286.770
-2,156.770 -2,320.000 -2,320,000 1.566.636 -1,566.636 2482,584 9,955,875 109.403 70.612 12,618474 356.642 $2,988.327 $12.072.162 $ 173.667 $ 115211 $15.349.367 $ 997.863 $1,982,333 $42.908.852
5 613.161 $ 427.049 $45.931.395 $ 105,446 -1,211,221 -1.211.221 1.623.984 9,147,551 472,871 119,9291 11.224.477 2,838.362 $3.606317 $53.267824 $ 1,086,032 $ 407,120 f 58.367.093 $2,943,808
The notes to the basic finandal statements are an in-1 part of this statement 38
CITY OF SALINA, KANSAS Operating revenues Charges for services Reimbursed revenues Miscellaneous Total operating revenues Operating expenses General government Public works Recreation
Depreciation Total operating expenses Operating income [loss] Nonoperating revenues [expenses] Investment revenue Debt service Gainl[lws] on disposal of foted assets Amortization of
bond issuance costs Total nonoperating revenues [expenses] Income [loss] before transfers STATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET ASSETS PROPRIETARY FUNDS For the Year Ended
December 31.2008 Business-Type Activities: Enterprise Funds Total Internal Soli Waste Water and Enterprise Service DipOSal Sewer Sanitation GolfCourse Funds Funds Transfers from [to]
other funds Transfers in Transfers [out] Total transfers Change in nel assets Net assets, January 1 Restatement Net assets, January 1, restated Net assets, December 31 $2,748,519 $14,072,513
$2,171,938 $ 751.252 $19,744.222 $9.379.116 1 1,430 69.803 492 27,747 109.472 205.574 2,759.949 14,150,986 2,172.430 778.999 19.862.364 9.584.690 8,670 8.670 -9,570,649 1,599.591 10,943,488
2,097,557 -14,640,636 -841,004 841,004 369,940 1,793,908 106,448 39.865 2.310.161 16.184 1,969,531 12,737.396 2,204,005 880,869 17,791,801 9,586,833 790,418 1.413.590 131,575) [101.870]
2,070,563 P.143] 74,118 208.641 15,935 1.194 299.888 78.613 14,840 2,500 15,000 32,340 650 [5,859] 119,7311 p5.5901 38.579 pOl.3951 30,935 1.194 p30,687J 79.263 144.5201 [492.8051 -[537,325]
828.997 1,112,195 [W] [100,676] 1,839,876 77,120 38.1 79 -82,125 120,304 [180,000] [180,000] [180.000] 38,179 82,125 159,6961 648.997 1 ,150.374 (6401 [18,551] 1.780.180 77,120 3.340.342
52.140.537 1.106.441 410,404 56.997.724 2.887.333 p3.022) P3.2871 [19,769] 15,267 [410,811] P0.6451 2.957.320 52,117,250 1,086,672 425.671 56,586.913 2.866.688 $3,606,317 $53,207,624
$l,oSe,OS $ 407,120 $58,367,093 $2,943,808 The notes to the basic financial statements are an integral part of this statement. 39
CITY OF SALINA. KANSAS STATEMENT OF CASH FLOWS PROPRIETARY FUNDS For the Year Ended December 31.2008 Cash tkms from operating activities Cash received from customers and users Cash paid
to employees cash paid to suppliers of goo& or services mer operating receipts Net cash provided by [used in] operating adkities Cash flom from capital and dated financing activities
Purchase and cOnStrUtfion of capital assets Pmceeds from sale of capital assets Principal payments -general obligation bonds Principal payments -revenue bonds Interest paid Principal
payments -loans payable Net cash provided by [used in] capital and related financing activiis Cash flows fmn investing activities Interest received Cash Rovvs from noncapital financing
activiiies Transfers in Transfers [out] Business-Type Activities: Enterprise Funds Total lntemal Solid Waste Water and Enterprise Service Disposal Sewer Sanitation GoBCaurse Funds Flards
$2,677,896 % 14.046.652 82,165,515 $ 751.251 919,641,314 $9.468.137 [1.360.4761 17,879,527) [1.390,660] [400.942] [11.031.605] [8,971.083] 1459.735) [2.848.766] 1762,435) [410.6501 14.4793861
[638.861] 11,430 78.473 492 27.747 118.142 205.574 869.115 3,398.832 12.912 [32.594] 4.248.265 63,767 [630.000] j262.742) j268.5961 -[1.161,338] -123,100 [373.@301 1135,2991 -[1.108.299]
-[680.000] -[680.0001 [47.!XV [515.459] -[563,0461 -[358.344] [358.344] 105,600 2.500 15.000 650 [961.987l P,5 49,3441 f253.5961 -[3.747,927] 650 74.118 208.642 15.935 1,195 299.890
78.612 38.179 -82.125 120.304 [lso.@3q [180,Ooq Net cash provided by [used in] noncapilal financing activiiles [180,000) 38,179 -82.125 159,6981 Nel increase [deaease] In cash and cash
equivalents [181.754] 1,096,309 [224.749] 50,726 740,532 143.029 Cash and cash eguiualents. January 1 3.273,057 0.692.841 744.269 26.148 12,736,315 3,543,495 Cash and cash equivalents,
December 31 Cash and investments Restricted cash and investments S3.091.303 8 9.789.150 0 519,520 $ 76.874 S13.476.847 $3.686,524 $3.091.303 $ 8.577.929 $ 519.520 S 76.874 $12,265,626
$3.686,524 -1211,221 -1211.221 Total cash and cash equivalents 83,091.303 $ 9,789.150 S 519.520 $ 76,874 $13,476,847 $3.686.524 The notas to the basic financial slatements am an mtegial
pari of this statement. 41
CITY OF SALINA. KANSAS STATEMENT OF CASH FLOWS PROPRIETARY FUNDS (Continued) For the Year Ended December 31.2008 Reconciliation of operating [loss] income to net cash Operating i n m
e [lass] provided by [used in] operating activities Adjustments to reconcile operating income pass] to net cash provided by [used in] operating activities Depreciation expense [Increase]
decrease in accounts receivable [Increase] decrease in Inventory Increase [decrease] in accounts payable Increase [deaease] In acaued compensated absences Increase [decrease] in daims
payable lnaease [decrease] in landfill postdosure liabilities Increase [decrease] in net OBEB obligation Increase [decrease] in meter deposits payable Net cash provided by [used in]
operating activities Business-Type Activities: Enterprise Funds Total lntemal Solid Waste Waterand Enterprise Service Disposal Sewer Sanitation GolfCourse Funds $ 790,418 $1.413.590
$[31,575] $ [101.870] $2,070,563 $ [2.143] 369,940 (70.6231 1122,7293 1 1,837 1122.7161 12,988 1.793.908 I28.3191 [22.=6) 138,569 24.568 76.913 2.459 106.448 [6.4231 [1986.,201173l 22.666
39.865 6.606 9.W93771 13,571 2,310.161 [105.365] [16.250] [81.120] 64.395 r122.7161 126.138 2.459 16,184 (23.1 321 116.n21 609 89.021 $ 869.115 $3.398.832 $ 12.912 $ [32.594] $4,248.265
$ 63.767 The notes to the basic tinanaal statements are an integral part of this statement. 42
CITY OF SALINA, KANSAS STATEMENT OF ASSETS AND LIABILITIES AGENCY FUNDS December 31,2008 ASSETS Cash and investments Total assets LIABILITIES AND FUND BALANCES Liabilities Accounts payable
Total liabilities $ 496,887 -$-496,887 $ 496,887 $ 496,887 The notes to the basic financial statements are an integral part of this statement. 43
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31.2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A Reporting Entity The C i of Salina, Kansas (the City)
is a municipal corporation governed by a mayor and a five-member commission. These financial statements present the City and its component units, entities for which the government is
considered to be financially accountable. Each discretely presented component unit is reported in a separate column in the government wide statements to emphasize that it is legally
separated from the government. Discretelv Presented Component Units C i of Salina Airport Authority -The Salina Airport Authority was created for the purpose of accepting as surplus
property portions of the former Schilling AF.B that was closed by the United States Department of Defense in June 1965. One of the primary functions of the Airport Authority is to facilitate
the continued growth of jobs and payroll at the Airport Industrial Center. The Airport Authority is managed and controlled by a five-member Board of Directors appointed by the Salina
City Commission. Any director may be removed by a majority vote of the Salina City Commission. The Airport Authority's basic mill levy (up to 3 mills) requires the approval of the City
Commission. The Commission must also approve the issuance of general obligation debt by the Airport Authority. The Airport Authority has a December 31 fiscal year end. Housing Authorii
of the City of Salina -The purpose of the Housing Authority of the City of Salina (Housing Authority) is to administer Public Housing Programs authorized by the United States Housing
Act of 1937. The Mayor of the City of Salina appoints the governing board. The City Commission may remove commissioners of the Housing Authority. The City must issue revenue bonds for
the Housing Authority. The financial liability of the Housing Authority is essentially supported by the operating and debt service subsidies received under contract from the Federal
government. The Housing Authority has a June 30 fiscal year end. Information in the accompanying financial statements covers the fiscal year ended June 30,2008. Complete financial statements
for each of the individual component units may be obtained at the entity's administrative offices. ._I__L-. -____. .. ;Salina Airport Authority : The City of Salina also participates
with Saline County in two joint ventures. The SalinaSaline County Board of Health was organized by the City and County to promote public health. The City and County organized the Salina
County-Cii Building Authority to acquire, operate and maintain facilities for the administrative offices of both governments. The primary governments each have an ongoing financial responsibility
for the joint ventures. Separate financial statements are available from the governing boards of each joint venture. ----. --~ --........ _-. . . . . --...... .-I. .. --. . -. Board
of , Building : , Health ; Authority . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . -.... ... --I .. ___. I ; (Unaudited)-i ! (Audited) 1 :Total net
asse_t._s_, D. ecember I . Y . ~,.-.-.l.l-."l. 31, 2008, .... ,-YIYI.-._-^^^.3-1,468,260.. $3,063,977 i :Total change in net assets, December 31, 2008 214.145 35.8287 j --.. . . . .-..
-. -._..-. . .........--.. !. .....__... ;Total reuenues, year ended De._c-e_m b.e. r 3.1., 2008 ' 4,123,794 82s,5&1 ;Total reuenues from City of Salina 988.390 i 290.32.9-.. -i! -I_,
. . . . . . . . . . . . . . ............. . . . . --_-...__...-_.._.-.._ .. -, .............................. . . . . . . ............ . . . . . . . . . . ....-__-_ , . ~..-_ _ .. I
. _-_-I__-.-. . . . --..I __I--__ . ._ -___ --. . . ........... --. ......... .... -_ ........... 45
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) A. Reporting Entity (Continued) Joint Ventures
(Continued) Complete financial statements for each of the joint ventures may be obtained at the entity's administrative offices. ---. . . .. iSalina-Saline County Board of Health ."
;Salina County-City" :1_ 1_2-5.. .W est Elm Street !.. -.. ------..._I -:Salina. KS I --~ ----.-' ' -. ,.-. .Building A<tM-t-y'1 --;si0 w-&t'AG si&i : Salina, Ks'-.----1 ! -' ? -.-.
.----. --... . -.I ----* ._ ! 1 -I .. ._ _ -. -. .---.i ._. . . B. Government-wide and fund financial statements The statement of net assets and the statement of activities report information
on all of the nonfiduciary activities of the primary government and its component units. For the most part, the effect of interfund adivity has been removed from these statements. Exceptions
to this general rule are charges between the City's governmental and business4ype activities. Elimination of these charges would distort the direct costs and program revenues reported
for the various functions concerned. Governmental activities, which normally are supported by taxes and intergovernmental revenues, are reported separately from business-type activities.
which rely to a significant extent on fees and charges for support. Likewise, the primary government is reported separately from certain legally separate component units for which the
primary government is financially accountable. The statement of activities demonstrates the degree to which the direct expenses of a given function are offset by program revenues. Direct
expenses are those that are specifically associated with a service. program or department and therefore clearly identifiable to a particular function. Program revenues include charges
paid by the recipient of the goods or services offered by the program and grants and contributions that are restricted to meeting the operational requirements of a particular program.
Taxes and other items, which are not classified as program revenues, are presented as general revenues of the cdy. Separate financial statements are provided for governmental funds,
proprietary funds and fduciary funds, even though the latter are excluded from the government-wide financial statements. Major individual funds are reported as separate columns in the
fund financial statements. Nonmajor funds are aggregated and presented in a single column in the fund financial statements. C. Measurement Focus, Basis of Accounting and Basis of Presentation
The government-wide financial statements are reported using the economic resources measurement focus and the accrual basis of accounting. as are the proprietary fund. Revenues are recorded
when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Propem taxes are recognized as revenues in the year for which they
are levied. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. Governmental fund financial statements are
reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available.
Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current pen'od. For this purpose, the
City considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures generally are recopded when a liability is incurred,
as under accrual accounting. However. debt service expenditures, as well as expenditures related to certain compensated absences and claims and judgments are recognized when the obligations
are expected to be liquidated with expendable available financial resources. 46
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) C. Measurement Focus, Basis of Accounting
and Basis of Presentation (Continued) Property taxes and interest associated with the current fiscal period are all considered to be susceptible to accrual and so have been recognized
as revenues of the current fiscal period. Entitlements and shared revenues are recorded at the time of receipt or earlier if the susceptible to accrual criteria are met. Expendituredriven
grants are recognized as revenue when the quallfylng expenditures have been incurred and all other grant requirements have been met. The City applies all applicable Governmental Accounting
Standards Board (GASB) pronouncements as well as the following pronouncements issued on or before November 30, 1989, unless those pronouncements conflict with or contradict GASB pronouncements:
FASB Statements and Interpretations, APB Opinions, and ARB. Proprietary fund type operating statements present increases (revenues) and decreases (expenses) in net total assets. Proprietary
funds distinguish operating revenues and expenses from nonoperating items. Operating revenues and expenses generally result from providing goods and services in connection with a proprietary
fund's ongoing operations. The principal operating revenues of the City's proprietary funds are charges to customers for sales and services. Operating expenses for enterprise funds and
internal service funds include the cost of sales and services, administrative expenses, and depreciation on capital assets. All revenue and expenses not meeting this definition are reported
as nonoperating revenues and expenses. The internal service funds account for risk management, worker's compensation, health insurance, central garage and information services that are
provided to other departments or agencies of the government, or to other governments, on a cost-reimbursement basis. Agency funds are custodial in nature and do not measure results of
operations or have a measurement focus. Agency funds do however use the accrual basis of accounting. Agency funds are used to account for assets held as an agent for individuals, other
governmental units, private organizations andor other funds. The City reports the following major governmental funds: The general fund is used to account for resources traditionally
associated with government. which are not required legally, or by sound financial management to be accounted for in another fund. Employee benefits fund -To account for the costs of
various benefds provided to governmental employees. Flood and drainage improvement fund -To account for property tax revenues to be used for capital improvements to the flood control
and stormwater drainage systems. Tourism and convention fund -To account for transient guest tax revenues, which are specifically restricted to promotion and tourism activities. Special
gas fund -To account for the Ciifs share of motor fuel tax revenues, which are legally restricted to the maintenance, or improvement of streets within the City. Bicentennial Center fund
-To account for the activities of the C i s convention center. The debt service fund is used to account for the accumulation of resources and payment of general obligation bond principal
and interest from governmental resources and special assessment bond principal and interest from special assessment levies wtien the City is obligated in some manner for the payment.
47
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31.2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) C. Measurement Focus, Basis of Accounting
and Basis of Presentation (Continued) The capital projects fund is used to account for the acquisition and construction of major capital facilities other than those financed by proprietary
funds and trust funds. The City reports the following major proprietary funds: Sanitation fund -To account for the operations of the Cws refuse collection service. Solid waste disposal
fund -To account for the activities of the City's landfill. Golf course fund -To account for the operations of the municipal golf course. Water and sewer fund -To account for the activities
of the Citfs water and sewer operations. D. Assets, Liabilities and Equity 1. Pooled cash and investments The City maintains a cash and investment pool that is available for use by all
funds managed by the city. Each fund type's portion of this pool is displayed in the financial statements as "Cash and Investments." The clty's cash and cash equivalents are considered
to be cash on hand, demand deposits and short-term investments with original maturitii of three months or less from the date of acquisition. Investments in the Kansas Municipal Pool
are carried at fair value. Cash balances from all funds are invested to the extent available in certificates of deposit and other authorized investments. Investments with maturity dates
greater than three months are stated separately. Earnings from these investments. unless speufically designated, are allocated monthly to the investing fund based on the percentage of
funds invested to total investments. All investments are carried at fair value. 2. Receivables and Payables Transactions between funds that are representative of lending/borrowmg arrangements
outstanding at the end of the year are referred to as either "interfund receivabledpayables" (i.e.. the current portion of interfund loans) or "advances tofiom other funds" (i.e., the
nowrrent portion of interfund loans). All other outstanding balances between funds are reported as "due t o h m other funds." Accounts Receivable. The City records revenues when services
are provided. All receivables are shown net of an allowance for doubtful accounts. property faxes receivable. Collection of current year property tax by the County Treasurer is not completed,
apportioned or distributed to the various subdivisions until the succeeding year, such procedure being in conformity with governing state statutes. Consequently, current year property
taxes receivable are not available as a resource that can be used to finance the current year operations of the City and, therefore, are not susceptible to m a l . Accruals of uncollected
current year property taxes are offset by deferred revenue and are identical to the adopted budget for 2009. It is not practicable to apportion delinquent taxes held by the County Treasurer
at the end of the accounting period, and further, the amounts thereof are not material in relationship to the financial statements taken as a whole.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) D. Assets, Liabilities and Equity (Continued)
2. Receivables and Pavables (Continued) The determination of assessed valuations and the collection of property taxes for all political subdivisions in the State of Kansas are the responsibility
of the various counties. The County Appraiser annually determines assessed valuations on January 1 and the County Clerk spreads the annual assessment on the tax rolls. The County Treasurer
is the tax collection agent for all taxing entities within the County. In accordance with state statutes, property taxes levied during the current year are a revenue source to be used
to finance the budget of the ensuing year. Property taxes are levied and liens against property are placed on November 1 of the year prior to the fiscal year for which they are budgeted.
Payments are due November 1. becoming delinquent, with penalty, December 21. Payments of 50% are accepted through December 20. with the second 50% then being due on or before May 10
of the following year. This procedure eliminates the need to issue tax anticipation notes since funds will be on hand prior to the beginning of each fiscal year. The City Treasurer draws
down all available funds from the County Treasurer's office in tw-month intervals. Taxes remaining due and unpaid at February 15 and July 1 are subject to collection procedures prescribed
in state statutes. 3. Inventories and Prepaid Items Inventories are valued at cost using the first-inffirst*ut (FIFO) method. The costs of governmental fund-type inventories are recorded
as expenditures when consumed. Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items. 4. Restricted Assets Certain proceeds
of the City's business-type fund revenue bonds, as well as certain resources set aside for their repayment, are classified as restricted assets on the balance sheet because their use
is limited by applicable bond covenants. The 'Water and Sewer Principal and Interest" account is used to segregate resources accumulated for debt service payments over the next twelve
months. The "Debt Service Reserve" account is used to report resources set aside to make up potential future deficiencies in the Water and Sewer Principal and Interest Account." 5. Capital
Assets Capital assets, which include property, plant, equipment and infrastructure assets, are reported in the applicable governmental or business-type activities columns in the government-wide
financial statements. Capital assets are defined by the government as assets with an initial, individual cost of more than $5,000 and an estimated useful life in excess of two years.
Such assets are recorded at historical cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded at estimated fair market value at the date of
donation. Capital assets used in governmental fund types of the City are recorded at cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded
at their estimated fair value at the date of donation. The cost of normal maintenance and repairs that do not add to the value of the assets or materially extend assets lives are not
capitalized. 49
CITY OF SALINA KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS -December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) D. Assets, Liabilities, and Equity (Continued)
5. Cacital Assets (Continued) Major outlays for capital assets and improvements are capitalized as projects are constructed. Interest incurred during the construction phase of capital
assets of businesstype is included in the capitalized value of the asset constructed, net of interest earned on the invested proceeds over the same period. Property, plant and equipment
of the primary government, are depreciated using the straight-line method over the following estimated useful lives: Assets Buildings Other equipment Vehicles Infrastructure Years 50
5-15 6 -10 30 -50 6. Compensated Absences It is the City’s policy to permit employees to accumulate earned but unused vacation and sick pay benefits. All employees of the City, except
temporary and part time employees, may accumulate sick leave at a rate of 8 or 11 hours per month depending on their work duty schedule. There is no limit on the amount of sick leave
that can be accumulated. Employees with more than fnre years of service with the City are paid for one-third of their accumulated sick leave at their current wage scale upon termination
of employment in good standing. In 2001, a limited buy back policy was instituted. Ail regular employees are entitled to paid vacation time. Such leave is granted each year of employment
and unused leave may accumulate without limit. Employees are paid for all accumulated vacation leave at their current wage scale upon termination of employment. Vested or accumulated
vacation leave that is expected to be liquidated with expendable available financial resources is reported as an expenditure and a fund liability in the government fund financial statements
that will pay it. A liability for these amounts is reported in governmental funds only if they have matured. for example, as a result of employee resignations and retirements. Vested
or accumulated vacation leave of the business-type funds and government wide financial statements are recorded as an expense and liability of those funds as the benefiis accrue to employees.
A liability is recorded for accumulated rights to receive sick pay benefits that are payable upon termination of employment. The General Fund, Bicentennial Center Fund, Central Garage
Fund, Information Systems Fund, Sanitation Fund, Solid Waste Fund, Golf Course Fund, and Water and Sewer Fund have been used in prior years to liquidate the liability for compensated
absences. 7. Tem~orarvNotes Upon authorization for the issuance of general obligation bonds for certain improvements, Kansas law permits the temporary financing of such improvements
by the issuance of temporary notes. Temporary notes issued may not exceed the aggregate amount of bonds authorized, are interest bearing and have a matunty date not later than four years
from the date of issuance of such temporary notes. Temporary notes outstanding are retired from the proceeds of the sale of general obligation bonds.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) D. Assets, Liabilities and Equity (Continued)
8. Loneterm Obliaations In the government-wide financial statements, and proprietary fund types in the fund financial statements, long-term debt and other long-term obligatins are reported
as liabilities in the applicable governmental activities, business-type activities, or proprietary fund type statement of net assets. Bond premiums and discounts, as well as issuance
costs, are deferred and amortized over the life of the bonds using the effective interest method. Bonds payable are reported net of the applicable bond premium or discount. Bond issuance
costs are reported as deferred charges and amortized over the term of the related debt. In the fund financial statements, governmental fund types recognize bond premiums and discounts,
as well as issuance costs, during the current period. The face amount of debt issued is reported as other financing sources. Premiums received on debt issuances ate reported as other
financing sources while discounts on debt issuances are reported as other financing uses. Issuance costs. whether or not withheld from the actual debt proceeds received, are reported
as debt service expenditures. 9. Fund Equity In the fund financial statements, governmental funds report reservations of fund balance amounts that are not appropriable or are legally
segregated for a specific purpose. Reservations of business-type net assets are limited to outside third-party restrictions. Designations of fund balance represent tentative management
plans that are subject to change. 10. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates. 11. Net Assets Net assets represent the difference between assets and liabilities. Net assets invested in capital assets, net
of related debt consists of capital assets, net of accumulated depreciation, reduced by the outstanding balances of any borrowings used for the acquisition, construction or improvement
of those assets. Net assets are reported as restricted when there are limitations imposed on their use either through the enabling legislation adopted by the City or through external
restrictions imposed by creditors, grantors or laws or regulations of other governments. Note 2. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY A Budgetary Information Kansas statutes require
that an annual operating budget be legally adopted for the general fund, special revenue funds (unless specifically exempted by statute), debt service fund, and enterprise funds. 51
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 2. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY (Continued) A. Budgetary Information (Continued) The
statutes provide for the following sequence and timetable in the adoption of the legal annual operating budget: 1. Preparation of the budget for the succeeding year on or before August
1. 2. Publication in local newspaper of the proposed budget and n o t i of public hearing on the budget on or before August 5. 3. Public hearing on or before August 15, but at least
ten days after publication of notice of hearing. 4. Adoption of the final budget on or before August 25. The statutes allow the governing body to increase the originally adopted budget
for previously unbudgeted increases in revenue other than ad valorem property taxes. To do this, a notice of public hearing to amend the budget must be published in the local newspaper.
At least ten days after publication the hearing may be held and the governing body may amend the budget at that time. The 2008 budget was amended for the General Fund, Tourism and Convention
Fund, Bicentennial Fund, Business Improvement District Fund, and the Central Garage Fund. The statutes permit management to transfer budgeted amounts between line items within an individual
fund. However, such statutes prohibit expenditures in excess of the total amount of the adopted budget of expenditures of individual funds. Budget comparison statements are presented
for each fund showing actual receipts and expenditures compared to legally budgeted receipts and expenditures. All legal annual operating budgets are prepared using the statutory basis
of accounting, in which, revenues are recognized when cash is received, and expenditures include disbursements, accounts payable, and encumbrances. Encumbrances are commitments by the
municipality for future payments and are supported by a document evidencing the commitment. such as a purchase order or contract. All unencumbered appropriations (legal budget expenditure
authority) lapse at year end. A legal operating budget is not required for capital projects funds, trust funds, and the following special revenue funds: Bicentennial Center Event, HUD
Community Development, Community Development Revolving, Heritage Commission, CDBG-ED, HOME V, Special Law Enforcement, Police Grants, Dare Donations, War Memorial Maintenance and Disaster
Recovery. A legal operating budget is not required for the following Enterprise funds: Solid Waste Construction. Water and Sewer Principal and Interest, Water and Sewer Bond Reserve,
Water and Sewer Construction and Reserve funds. A legal operating budget is also not required for the Internal Service funds. Actual to budget comparisons for these funds that present
budgets to the Commissioners are shown stridly for informational purposes. Spending in funds, which are not subject to the legal annual operating budget requirements are controlled by
federal regulations, other statutes, or by the use of internal spending limits established by the governing body. 52
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS . December 31,2008 Note 2. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY (Continued) B. Statutory Violations Actual exceeded
budgeted expenditures at December 31,2008 in the Business Improvement City Fund and in the Special Alcohol Fund, which violates KSA 792935. C. Compliance With Bond Reserve Requirements
Water 8 Sewer Bond Reserve Requirements The bond reserve requirement is to establish and maintain a reserve account. The Water 8 Sewer fund met this requirement for 2008. ._ . -.. .
. . . . Resew requirement ' $1,055,531 .Actual resen& ' Bond resew account Total actual resews ._I . . . . . . . . . . . . . [-$ I I2 I 1,221 . . . ];si ,211,221 --. . . ... .-. . .
. . . . .-The City was in compliance with the reserve account balance requirements at December 31,2008. D. Legal Debt Margin The City is subject to the municipal finance law of the state
of Kansas which limits the bonded debt (exclusive of revenue bonds and special assessment bonds) the city may have outstanding to 30 percent of the assessed value of all tangible taxable
property within the city, as certified to the county clerk on the proceeding August 25. At December 31, 2008, the statutory limit for the City was $132,983,158, providing a debt margin
of $98,900,971. Note 3. RESTATEMENT OF EQUITY Following the dose of the previous fiscal year, it was discovered that several capital assets were misclassified or recorded incorrectly.
Accordingly, the beginning net assets balances were restated. the effects of which are as follows: . . . .... ...-. . . . . . . . . . . . . . ..-. . _ ......... -Golf Central :Infmmtion!
Fund ' ." . -,111.~ . .F. .I. . _III._.. --, . .;--. -.--. -... . . . . ...A. .--.____. --)___. _.._, Net A. .ss ets, De.c. ember 31.2007 8 127.994.368 { $3,340,342 $52,140,537 i $1,106.441
i $410.404 ! $245.281 i $287,712; Capital Asset Adjustment . . . . . . . . . . .-. . . .S.ol.id. W. a. s-te. . W-&. r --a !.J__ . . __ ... ... --.............. -, . . --. . . . . . .
. . . i .G. m. e n.t a. l . .Dis po-s.a.l'. . . . S.-e we r. . . .! . S anita.t ion. ,~ C.o-u.rs _e I -Gatage 1 -Systems -. . . . . . . ....:... . Activities,. , . ....:. Fund ,-FlmdJ.
I..-_ _ . _ ~ ~ , 0 2 4 j 1' 3iij.0221 . -[2_3,2-8 71.1 [ ig,m] : 15,267 . 13.374 i [34,oigjj , I _--~ --c I 1-1 -,.,.-. -... .+--.... .--. . -. ... -_. . _..^I . . --.. .I_. "..--I_
. . . . -. -. ---3-.--._ ._ _-. ~ -. -.. ... -. . . . -..-.__.. . . . . . . . . . . . . . . . ,i. -. . . . . . . 3 I ,. Ne-t A . s.s.e -ts-, -. . . . . . . . . . . _ _--. . . . . . ............
.-... .J-.. .-' . . . . : Dece_rn-_b e. r3L_ _2_0 0. 7, Restated . $127,988,344. $2,957.~0~~$52.117.250~~$1.08$64,6257.26~71 ' $258,655 i $253.693-. 53
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS A. Deposits and Investments The Cws cash is considered to be active
funds by management and is invested according to KSA 91401. The statute requires that banks eligible to hold active funds have a main or branch bank in the county in which the City is
located or in a county adjacent to the City and the banks provide an acceptable rate for active funds. Various City investments are considered to be idle funds by management and are
invested according to KSA 12-1675. The statute requires that the City invest its idle funds in only temporary notes of the City, bank certificates of deposit, repurchase agreements,
and if eligible banks do not der an acceptable rate for the funds: U.S. Treasury bills or notes or the Municipal Investment Pool (KMIP). Maturities of the above investments may not exceed
two years by statute. Some of the Cws investments are of bond proceeds invested pursuant to KSA 10-1 31. This statute allows additional investment authority beyond that of KSA 12-1675.
Investments of bond proceeds may follow KSA 12-1675 or include other investments such as the KMIP, direct obligations of the U.S. government or any agency thereof, investment agreements
with a financial institution the obligations of which at the time of investment are rated in either of the three highest rating categories by Moody's investors service or Standard and
Poor's corporation, and various other investments as specified in KSA 10-1 31. At December 31,2008,th e City has the following investments: ._~._ -.. . , ~ .-. . . ,, .. . .. , ._. .
_ _ .-..,. . -. _. . Fair Value I Rating _I.. In..v_e^s. tment Type .,-. ._... -. -I .-..-.-. ---I . .. _ _ _ . .. . {Kansas Municipal Inestment Pool ..___I. . . . . _..-.. ,. . . .
. -,' . . . -. '.-..__ $2. 4,63.6 .622 jS&P hVSl+' r--.. .,.. .-. . -._I The municipal investment pool is under the oversight of the Pooled Money investment Board. The board is comprised
of the State Treasurer and four additional members appointed by the State Governor. The board reports annually to the Kansas legislature. State pooled monies may be invested in direct
obligations of, or obligations that are insured as to principal and interest by the U.S. government or any agency thereof, with maturities up to four years. No more than 10 percent of
those funds may be invested in mortgagebacked securities. In addition, the State pool may invest in repurchase agreements with Kansas banks or with primary government securities dealers.
The City's investment policy provides direction on concentration risk. The City policy states that funds shall be diversified to reduce the extent of losses due to having an unbalanced
porffolio in terms of maturities, instrument type, and issuers. Therefore, porffolio maturities shall be staggered to avoid undue concentration of assets in a specific maturity sector.
Liquidity, free of market risk, shall be assured through practices insuring that the next disbursement date and payroll date are covered through maturing investments, marketable U.S.
Treasury Bills, the Municipal Investment Pool, or money market accounts. Default risk shall be minimized by requiring that all security purchases occur on a delivery vs. payment basis,
and that all securities are adequately collateralized. Risk of market price volatility shall be controlled through the adoption of a "buy and hold" strategy whereby the City holds each
investment to maturity, coupled with maintenance of an adequate liquidity position to insure the ability to meet normal anticipated cash flow needs.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) A. B. Deposits and Investments (Continued) When advantageous,
it is allowable to sell investments to realize a gain due to price fluctuations; however, such transactions shall not be a part of the normal course of business. The City recognizes
that investment risks can result from issuer defaults, market price changes or various technical complications leading to temporary illiquidity. Portfolio diversification is employed
as a \nay to control risk due to issuer default. In the event of a default by a specific issuer, the Director of Finance and Administration shall review, and, if appropriate, proceed
to liquidate securities having comparable credit risks. Custodial credit risk is the risk that in the event of a bank failure, the City's deposits may not be returned to it. The Cws
deposit policy for custodial credit risk require that the depository banks will maintain 100% securlty in the form of FDIC coverage and pledged collateral according to KSA 9-1402.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) C. Interfund Receivables and Payables The composition
of interfund balances as of December 31,2008, is as follows: Fund Types General Fund Ca-p ital Projects FUM Other Gownrnent Funds . -__.. . .. . Due From Due To $ 460,667 $ -__ . -3961105
. $ 460,667 $ 460.66: . . ! -64,562 ' 7.-The City uses interfund receivables and payables as needed when pooled cash is negative within a fund until investments mature or grant proceeds
are received. All payables are cleared in less than one year.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) D. Capital Assets Capital asset activity for the year
ended December 31,2008, was as follows: "'a?-Adj. Bal. 12/3112007 Adjustments 12/31/2007 -. Balance Pdditions" 'Retirements 12/31/2008 . . . ...-.L. .^r Citygowxnme~tal-acbivitie_s_::
. . . .Gouem. .m.en. t.al. a ctivities: ,C.a-pit.a..l. .a..s.s ets! not beingdepkaated Construction in progmss '. Land .... _ _ . .C.a. .p ital assets,-king dep!eda%d . . Buildings and
improvements I Vehicles Infras..t_ru-c-tur.e. . . . . . ..-.. . . '. . -. E.quip ment, furniture-aid fiaudures .___I-_ .... I-......... 1-1-. --_-I. . Total capi.tal. as.se.ts . . .
. . . . . . $ 9,879..1.50 .'$. 32i034 i.F. 32.531277 . -22.477.191 _ . $ 22,685,858 8 [1.697l $ 22.684.161 22,688,817 p11.626) 22,477,191 132,967,790 366.816 133,334.60t 23,548,952 -23,548,952
' _. .-. -. l33,3+,606 -. . 23,548,952 j 6,778,742 [393.5291 6,385,213 2'72,700 , 171.379 . 6.486..-5 3. 4-212,770,905 . 560,540 213,331,445 10,619,985 . 25ijlO... 223,692,620" 4,lb
.746 . . 8.00..57 6 4,901.322 ' 468,l35 . .55.,3.9.7 ' . 5,314,060 -. ... L.. . . . . . . . . . . . . . . . . . . . . 52,555,114 20.6, -.,3 ,4 8 52,761,462 .. 10,293,218 ;. [6.029] 10,287,889
~ ... -... 2.G.798 . . . . . . . . . ... .. . . 55*446.2604 630,d4j 386?3lJ 196....2. 38. 4.075_1067 . -. -j. . . .1 0,917,936 ' . . . . ____-._ --. _ . -. . . . . . . . . . . 2.9592.0.6
. 39. 8.742. _ . 3.357.948 ,--Equipmenifumiture and fixtures -I..-.. 272,080 12,599 3,617,429 . 74.856.692-. . . . -. ---_I ....... . . c . 3,.9.73. ,.2.37 ,;; . 2-0 .8.,8..3.7. .' ...
I . -. . . . . . . . . -. . . . . . . . . . . . . . . I 70,565,728 586.564 71,092,292 ,Total accumulated depreciation. . . . . . I. -''_''_-' ..... _._i_ ..-__ .................. $6,646,748
j $ 49,973 , $148.835.928 t 1. . . .I. . -" . -I_-_ . ..__-. ...... -._----I-. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . --:Governmental adiviUes capital assets, net
. $142265.177 S p6,024] $ 142239.153 . . . . . ___I._-.---I. . . ._I__. .... ...!. ........ ., S . . .. _ > . .. ! , -.-6..5-.,9 911*8.7-.8.-', 2,667,602 i 4.382.166 i .,...2..2-..-5--6-9-_.6.
36 . -. . ---. ........ . . , -..--I21 : . 1.9....0.9.-9 .' . [467,638]: 65,991 *e.?!? i.. ....... .L ..... 2-2 ,.5-69,636 ! ....... -I 2.435.768 : 332.11i'-' -100.277 . .I _. -. . -4.084-j.i9
. . ._ -_5_0_.0 .837 . .... 638:397.: . -340: .350. . ..__.. _ I__ .... ... .. _-..-.._. ............... .....-.. ... -. .... .T.o.ta.l c.a.p-it a..l a-ss. e..ts. .... . . . . . . .
9.6..61.2..97 -8 .1 19..05.6 ;. . 96 ,63-2,0.3.4 . ?. .1..16.1..33.8 .. . .4.40. ,6. 2 7..17.. . . 9.7,3.55.74.45 : . 1 , . _ . . ___._ 4A2g ,867! ....... . i-. ...... .L ...... ,-..
:?om1 accumula.te..d. .d.e.p..m..c.i ation .... .q 37,222,228 .;_ .2 ,3..1I-0._.1 61 .!. .......3. 49,86T,i . . .3.9..1.8.2..5.2.2 : iBusiness-type adivities capital assets, net i $
59,820,617 1 8 [410,81l]i $ 59,409,806 i $[l.l48:823]l $ 90,760 S 58,170,223 i . . . . . . . . . . ._ 36.jgi.361 1 ___. ._-_. ---. ! ..-.--....._I.. ...... ..... ..... * ..... .-.-.
, .--.CI--_..-,--z . __ -. -. . --. . 1 57
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) D. Capital Assets (Continued) The City's depreciation
expense was charged to governmental functions as follows: GoGmmental Acthities: Ge. .n--e r.a..l gou?mment $ 62.440 PuMic safety 319.069 ,Public works 3_,0_3 7.172 , ~ Public health
34,273 :Culture and recreation 4l-1063,.479930-'i .Total deprecktion $3,973;237 P. la. n-n-in g.and dezlopment I . Business-type Activities: . .S...o--.l.i d W_a-s t.e-. .D i s b a r
' . $ 369.940 ' Sanitation ,Golf.Cou&e Division .39,865 .. Total depreciation Water and Sewer i..;. 7. 93,908 $2,310,161 , 106.448 . . . . . . . . . _ _ . _ _ _ > .-E. Long-Term Debt
Following is a summary of changes in long-term debt for fscal year 2008: . ----._ ---. -...-. .. . -, . . . -_ . . .-. -.-. ._ , Balance ; Amwnts , D e c e h r 31. i b e W k i . . .
_____-..._. _ Y i 1 Oneyear _-I_ : 2.~0 .0 8 . ? -.. --.... -, Governrnentalactivii: I General obtioation bonds ! $25.436.632 ' $ 7.245.000 $ 2.81 1.702. $29.869.930'; $ 2.866.701 .
I Batance t . _ . . . _ _ ___ ---. ---3 . __ _. .._ .I_ . -.^_.."..._.I. . . _.--. .... .._-. _ -.~. . . . ---.. A d d i s Deletions -. ___ . . __ .... I . ... . . . . . . . . .. I._-.
...-x . . ..i .... . . . . . .y-. -.. -. . .......-.. . . . .I_... ..._. . '.Ac.c ruedcorrpensation I 2,955,662 ! 1,601,615 : 1,331,006 3,226,291 1,331,007 Temporary nates 7,625,000
I 3,205.000 I 5,825.000 : 5,005,000 5.005.000 'Total :Busmesstype activities: . -j $ 1,108,299. !. ..$. ..2... 780.069. $ 623,299 -'-&,& I 3,030-.-0 00 -I-.. Revenue bonds . 3.710,ooO
i' 710.000 -. 6,420,759 i 373.962 Accruedcorrpensation : 606.525 1 341.186 276,789'' 670,922 j 276.789 ,Total -..----I---.. ..... ...... "...__I^ ........ ___.. . _.--.-_. --.. --_ .
_,-................ ..... . . . . . . . 2-. . . . . . . . . . . . . . . . . -~ . . ........ . .' $36,017.314 $12.051.615 i $ 9,967,708 ... $38,101,221.";. $ 9,262,708'' . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . I .,,..-.A I .... ..... ,-.. ._ .................. 8 . . . . . . . -... ................ , I . -_.__ 'Ge.n.e..r.a.!. o...M...i..n..b.
o..n.d.s. ' $. 3.?88,368;,-$ 'Loans payable ?--'^6,76,j'&. . .__ . , .-.-,. . . --..--. . . . ........... ...... ...-.-.... ,-.................................. ; -.3--5. 8,3444-. _
_ ---..--_ . . . . . . . . . . . . . . ,....I__-_ ........ ....... _.,-.-. . ~ , -. -_ . -_. " . . . . . . . . . . . . . . . . . . . . . . . ~ , ~ . -. -. -.............. .L-$14,991.996
: $ 341,186 $ 2,423,432 i $12.909.750 $ 1,984,050 -.-. :. .-, . . . . . . . . . _ _ . . . . . . . . . . . ... -. -
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Tern Debt (Continued) The following is a detailed
listing of the city's long-term debt including general obligation bonds, revenue bonds, temporary notes and loans payable: Primary Government . . . :Genet& Obligation Bonds . . . lntemal
improviments 2000. due 10/1/2015 ' ,Internal improwments 200i, due io/i12016-. ' WGer/s&&r r&ndi~Z*%-,-d.u...e.. <... -.. 6 1/2 0i3 .'. lntemal Improvements 20028, due 10/1/2017 lntemal-Improvements
2003A. due 10/1/2018 Ref-u..n..-d .i.n. g 2004A, due 8/1./.2..0. 15 Internal Impr&&nts 2WB, due 10/1/2019 lnteiiil lmprOUementS 2065A, 'due 10~172020 --,-In. ternal lmprciiements io
os^, due Io/iiio26 .. J iI n-t ernal .I -m-_~ ~ t s...2.-, -~ ~.. _-_d u e -i 0 /1 /2 Z j 2 1 I. _--..__. ilnternal I m p m n t s 2007A. due 101112027 jlntemal Improvements 2008A. due
10/1/2023 '. 'internal lmpkments 2008B. due 7/1/2028 T&I general obligation bonds i -& u.. ?n-ue .. .-B onds ; {R-nueRefunding 2002~d.U e9/1/201'2 .Total mmue bonds :Loans Payable .
8 . . -.. . . . . . . . . . . . . .... _. .......... I.. . __.-.I._" . . . . . . . . . . . . . .... _II . . . .-. _.. . . . ._.. 1 -,.._----._ _. . .-_ -_.._. . . . _ __. ._.. -. -.
1. . L.. 1.1.___ ..--. . . . . . . ~ __-._ .. ..d...-.---.-.-._ -_.-.-,*--, -.___ -. . . . --.. , . . ikansas public water Suiiiii,'.-due 2/1/2020 Original Interest ' Bonds t Issue .
Rates outstanding . . . . . . . . -$ 3,885,000 4.625%to 6.&! ' $ 5.350,'OOO ' 4:0O% to 4.90% 2,045000 3.0O%-'tO 4.50% " 1,980,000 2.707o-~04.5090, 5,585,000. 2.l'd% to 4.00% . 4,053,oh-i
3 . o o o i io &.-&./b :. . -4,350,000 2.13% to 3.85%'". . . . ' 4,21010-6b 2.955gto 4:%% 2..2 -0. 0.000 ' 3.55% to 5.50% 885.000 ' 4.od%-iO 4.50% . . . 330.000 1,665,000 985,000 2,725,000
. 2.530.000 . 3,205.000 1,9801000 : 745.000 2,840,000 .2.. 880.000. .I 6;!%5;000 '1 4:250k to 4.625% ; ....6.., 1~80;600 3,720,000 3.25%to 4.0002 . .3 ,720,000 3,525,dob 3165% to 5.00%'
3,525,000 1 $ 32.650.000". . . -. . . -..... ._ ...... . . _ . I $' '3.600.000 : 4.29% ' $ 2.430.46ii 9 . t 'I IIKa rkas'Public Wder Supply, due 2/1/2023. Total loans payable ; i Tems
peo.ranry. ~No-t.e2s,-~d.ul . e.8/1/20b9 . . . . . i . . . . . . . . . . . . . . . . ..... I --I----.--.. ........................... . . . . . . ._I. I .................. .-F A -.............
. .-. . --.-.-. . . . . . . i 5~000~00: 0 I .-_-. .-..-. .I._ ... . . . . , . . . _-." -$ i;srobo 3,205,000 . . . . . . . . . . . ..3 ,.~ , . 2 ~ -.4.13% , , ...... ~ _-._ ~ ....-._-._-_
, , . -. -; $ 6,428,760. " -. . . .-.. __ . ---. ...... --. ....... --. --. . -. . 3.49% ... i $ 1,800.000 ; $ 5,005,000 ~_ ... 2.75% ' ! 3.206.w . . -, .-. . -.. -..-., , i 59
CITY OF SALINA KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) . _ Component Unit : Salina
Airport Authority 'General 'Obligation Bonds .-.-.I ............ . . . . . , . . General Obligation 19998, due 2010 General ObIigation'2001A, due 2012 : General Obligation 2002& due'2012
. General Obligation 2005A, due 2020 i General Obligation 2007A, due 2022 Total generai obligation bonds -____. --.-. . . . -_... . * --_. . .-. ....... I-.-. .. -. -:. -, , . ^ .....
. . . . .. Temporary Notes Total temoorarv notes -S -.e -r -ie-s -2.0 67. --1,--du e-2010 _ _ ...-..-L . . . . . ,.-___... _ . .._I-.. S,p._e.c.i_al. A_s.-s-e,s s-m.e nt De.b.t . . .
.... Airport Industrial Center, due 2016 , Hangar 600 Sanitary Sewer, due 2021 .....-......... _-__ . ------.-. . 1. . . . . --. --. . T_,o".t a,_l s_p..e._c_ia..l asses..s.....m. e^n.-t_
d.I, e--b,-t . . . . . . . . . . . . . . . . . . . . _ * . ;Financing Lease, due 2015 ,Total . . ... ...._..... ...-. . .--. --I-.. .--. .. ...-. . .,".I-.--I-. -. -. ,.. ,-. -. _-:
Original . inte&t Bonds ~ . . Issue Rates Outstanding -.. $ -_5_5 _5., o. oo j'330%t o 5.2&. .!.,. .$ 135,000 .1_,,3_8_5... O -O-04 4-.4 . 5%,.. -. tO 5.60% 650,000 2,635,000 i 2.45%
t0'3.76% 1~160,000.. 3,635.000 14.75% to. 5.,2 5.%. 3~635,000 1 ;005,000 ':'4.6d% to 6.00%. . 9&.000 ' 6,525.000 . -.-. -. . _ . -^_.--. t ... _._. ---._.. . . . . . . ._. _. I . _ .
I _ . . 5.600% 10.975.000 --.-. .I .. 1 0,975,0.0.0. . . . . . _.. _ . ... '10,975;000~ -I .--. .-.*. .--..I . . . . .^I... ... . ..... ..--. . . . ..-I" . . . . . . i $18,090,885 1
-,,-. . . . . . . . . . . . . :.-. -. . . . . . . . ._ I Annual debt service requirements to maturity for general obligation bonds to be paid with tax levies: -. . . . . . . ,.,-.-,.-.,
_ . ---I ..... ~ r--I General Obligation -Primary Gmemment . a Outstanding 1 Due Total --~ -. ---"_I. . , : Bonds ... . I .. I 'sere'"! . . j . _ . 2010 -i . . -1.,-1.6. 9,384 d -4_,34_93_8
4 . . -I ' . Year --_--... --. --. --. ... : . _.-" 2009 .. -. ..r. -=.-,+--. . ' ! $--3,493b;.d;d10 80,.~"1 r$ .~ . -__I--. . '1,256,003 i $ 4.746.003' .. . . . . . . . . . . . 201
1' ............ . ? 33.0,7~5.0~00o .1d .. o .1 .052.. 710 , . . . . .4 .12 7,710 . . . . . .. .. 938 351 I' 4,023.35 1 2.990.000 i 821.063 3.81 1.063 2012 201 3 I. --. --. ^ . ) . _
---. --... .-. ... .--.. 1...-. 4 . .1-.. -.--I . . . . . . . . . . . . . . . : . . . . . I I 2014-2018 ! : 2024-2028 i"' . . . . . . . . . . . . . . . Total .__.____I_.-.y -,2...0.
-1 9-2023 . i . . L .1_-. -__------. .. .
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) General Obligation -Cornpones
Units : Bonds lntetest ' . . . . . . . . . . . Year , ! ' Outstanding 2009 282,148 201 1 755;OOO 244.799 2013 . . 330,000 _. . . . . . . . ' $ 755,000 $ 316,316 i $ 1,071,316 1,082,148
999,799 . .-2012 I ' 795.000 209,501 .. -1,00-4-,.5 01 171,878 1 501 ,878 . . . . . . . . . . -.I. . .2 010 . . . 800,000 ; .."-.-.. . . . . . . ----. .-.-. --i .. 2200114 9--2200-2128
: , ......1 ,9._5..5..,.0... 0 0 . -587.057 2,542,057' -I-. . . 1,135,000 107,025 ' 13242,025 $ . 6,5ig,ooij .: $-' 1,918,724 -$ 8443,724 : -. Total 1 .. Annual debt service requirements
to maturity for revenue bonds to be paid with utillty revenues: ---... _ . . _.-_ .. Remue Bonds -Pnmary Governmeh -1 (I . Bonds Interest : . I Year :...-.-. . .-_ _ ! 2609 201 0 I --'
t . ___. . 201 1 201 2 !.-....... .-I . . . . . . -.... Tdial-'1-. Due -__^ .. ->.k ou.t -s t.a-.n -d in. .g J -_. .-! . #,I 91.4 .m I 64. C ....... iC " .I_.. Tota-l -.--. ". $ . .,I----.--3,&O,Ck)O
$ 306,245 I $ 3,336,2r57 ' _----._.,-.--. -. I + . I -Annual debt service requirements to maturity for temporary notes -to be paid through the issuance of general obligation bonds: ----.
--_.-"' ! -' I-. Tem-p-m-ry Notes -Primary Gowrnrnent i ; . . -4 .._.-. . . . . --.4.............. .L. " I I! Notes ' Intere.s..t. .......:. ........ _._-Y,_, ear .-.._ ;...i -O utstandin9
-J ! -Due-.-_ .. .-, 2CM ?-$ 5,005,000! $ " ---+ 5,-j-,''obo-. $ . . . Totai---j I_-. -.-.. _. ' ' . . . --. . __ . . . ,.;.---_-...... ....... .. -! Total I i $ .I.. L._. .. 1. 61
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2UO8 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) Annual debt service requirements
to maturity for financing lease -to be paid from rental revenue: . . Financing Lease -Component Units . . __ . Lease Interest , Year Outstandi.n_q--DUe Total . . $ . . . I . . 2009 2010
. . 2011 . 2012 2oi3 35,331 $ 37,705 ! 40,238 I' 42,941 -45.826 . . . .~ 23,141 $ 20,767 , 18,2-% 15,531 12,646 . _ . -.. . . . . _ . 58.472 58,472 .5.8., 472 58.472 58.472 ._. 1751415
i ~ . 2. 0. 1. .4.2.0 16. .--..---... 156,790 18.625 _. Total : $ 356.831 S ids.& $ 467.775 The City has engaged in loans with the Kansas Public Water Supply Fund. The following displays
annual debt service requirements to maturity for loans payable to be paid from service revenues, for the full proceeds amount: . . . . Loans -Primary Government Interest 8 . . . . .
. . . . . . . .--' -I .:<: Loans , -. -. --_. -. 1,-..T -o -t al I -_ _ ; -_ _ _ --. 2fi;521 I 617,&j I-. 2069 I 201 1 . -,--456;392.. . ...__21_3 .795 , 620,187-l 2013 441.634 ....
-1 81._..4 _8.j -i. ' ' . .'.6.2.3 j19 : i Year i i Out.s_ta nding . . -. . -.... . .-. .. $0-1-0 . . --, . 201 2 -__ . i: 3 373:962-'[$ & i . . . . . -....... . ._ . ._ -_-.. 389,840
!--. .---2-2.-0-.; 9-66 i ............6..1 a -,'* * . . . 453,646 . . . igi,g% 621,622' : !j---. 2;~571896; 634 503 I 3,140,399 /2,048,817 j . $ 6,426,760 S 1,861,67313 8,290,433 ; !
" --' ----' . .-. ._ 2014-20.18 -_..-j--i'oi $2023 r.: . -:,L:,-. . . ' , .._.. .._ i Total . .'-. --_. __ --; ,. . 1.,88 7,390 I -....1..6..1 ,42-7 . . . . . . . . . . . -. . . . ....
;. ... --_ I .." ..---. . "_.. -LJ -_. Annual debt service requirement to maturity for Special Assessment Debt to be paid from rental revenue: . . . . -1 ._.---.. . .-_-_ -_--._.-. --m.
ip e c i a l A ssessment Debt -Component Units " ,-._ .-. . .-. _" i i Assessment Interest ! -. . . . . . -. . . . . . . . . . . . . . . . . . . . . . -.. -.-. . . . . . . -. . . . .
. "'-7 I i Year :. ! Ou-t.s tanding . Due -.. 2009 201 0 i -.... -..-..--. -..-.,......-...... "_L-_"-..-. ..... 24.106 i $ 8,964 $ 33,070 i 25;0g-. 8,041-t ' 33.070 i 25,988 7,082-'
33,070 i 26;&-' .-. 6.086 . 33.070 i . . 28,018 5,052 1 33,070 ! ~ -. . . __-' . $ .-. . _____ . --F -. _. -__ __ --J--. _ _ _ --. . ---. I .,-? -_ : 2011"'--. . 2012-I : 2013" ; i 2(.jl&-2-0-lj3
: : ,. --. -.. -.&-..,.. . _-_ . . . . . . . . . --. ... 1-. .I_ 1.L-L ........ ...-1-. . . --. . L .. . . ....-. c . . . ...-~.~I___.____.__. .......... ..... -. . . . . . . . . . .
._ 94.876. ..If . 9,.4.6.3. .' . . . . . . .1 04.339 ; ; 2019-2021 .: 7,053 ' 639 j 7,692 .; ......... .-* ..... --...-. --.I__ 45T327y$-.---2-7 7.'#&l 1 Total :; $ 232.054 $ 62
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) Special assessments. As
provided by Kansas statutes, projects financed in part by special assessments are financed through general obligation bonds of the C i and are retired from the debt service fund. Special
assessments paid prior to the issuance of bonds are recorded as revenue in the appropriate project. Special assessments received after the issuance of bonds are recorded as revenue in
the debt service fund. The special assessments are not recorded as revenue when levied against the respective property owners as such amounts are not available to finance current year
operations. The special assessment debt is a contingent obligation of the City to the extent of property Owner defaults, which have historically been immaterial. Conduit debt. The City
has entered into several conduit debt arrangements wherein the City issues industrial revenue bonds to finance a portion of the construction of facilities by private enterprises. In
return. the private enterprises have executed mortgage notes or leases with the City. The City is not responsible for payment of the original bonds, but rather the debt is secured only
by the cash payments agreed to be paid by the private enterprises under the terms of the mortgage or lease agreements. Generally, the conduit debt is arranged so that payments required
by the private enterprises are equal to the mortgage payments schedule related to the original debt. At December 31, 2008, total outstanding conduit debt was $1 06,413,033. Defeased
debt. In prior years the C i has defeased certain other outstanding debt obligations by placing the proceeds of new bonds in an irrevocable trust to provide for all future debt service
payments on the old bonds. Accordingly, the trust accounts and the defeased bonds are not included in the CWs financial statements. At December 31,2008, the total outstanding defeased
debt for all issues was $905.000. 63
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) F. Reconciliation of Transfers A reconciliation of interfund
transfers follows: Transfer In Transfer Out Major Funds: General fund . $1,066,306 $ 260,000 f Tourism and conmio-n fu-.n. d -426,612 . Speciai gas fund 180.000 Bicentennial center fund
. ' 636,612 --_ I Capital pkject fund 44,0 .,.0.0 0 ... -, Debt senice . . -5OO;OOO' -.Other gowmmental fund, s . -2,.O7.6. ,; 610.* 1 Water i d s ewer fund --38-,1. 79 ! -Solid k s
t e &posal fund --180,000 ? 'Golf course fund' Total Transfers 82,125.. -. ' $2,943,222 i $2,943,252 1 . r . . .. .. ... -, . -.. . -1 _.-. The City uses interfund transfers to share
administrative costs between funds. Note 5. OTHER INFORMATION A. Defined Benefit Pension Plan Plan description. The City participates in the Kansas Public Employees Retirement System
(KPERS) and the Kansas Police and Firemen's Retirement System (KPBF). Both are cost-sharing multipleemployer defined benefit pension plans as provided by Kansas statutes (KSA 744901
et seq). KPERS and KPBF provide retirement benefits, life insurance, disability income benefits and death benefits. Kansas law established and amends benefit provisions. KPERS and KPBF
issue a publicly atailable financial report that includes financial statements and required supplementary information. Those reports may be obtained by writing to 61 1 South Kansas.
Suite 100; Topeka, Kansas 66603 or by calling 1-888-2755737. Funding Pdicy. K.S.A. 744919 establishes the KPERS memberemployee contribution rate at 4% of covered salary. K.S.A. 744975
establishes the KP&F memberemployee contribution rate at 7% of covered salary. The employer collects and remits memberemployee contributions according to the provisions of section 414
(h) of the Internal Revenue Code. State law provides that the employer contribution rates be determined annually based on the results of an annual actum'al valuation. KPERS and KPBF
are funded on an actuarial reserve basis. State law sets a limitation on annual increases in the employer contribution rates. The KPERS employer rate was 6.09% from January 1 to December
31, 2008. The Crty employer contributions to KPERS for the years ending December 31, 2008, 2007. and 2006 were $789,277. $647,231 and $530,939. respectively, equal to the required contributions
for each year. The KPBF employer rate established for fiscal years beginning in 2008 is 17.01%. Employers participating in KP&F also make contributions to amortize the liability for
past service costs, if any, which are determined separately for each participating employer. The City's contributions to KPBF for the years ended December 31, 2008, 2007, and 2006 were
$1,722,988, $1,474,558 and $1,229,837, respectively, equal to the required contributions for each year. B. Deferred Compensation Pian The City offers its employees a deferred compensation
plan ("Plan") created In accordance with Internal Revenue Code Section 457. The Plan, available to all City employees, permits them to defer a portion of their salary until future years.
The deferred compensation is not available to employees until termination, retirement, death, or unforeseeable emergency. Plan assets are transferred to a plan agent in a custodial trust
and are not available to the claims of the City's general creditors. 64
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) C. Flexible Benefit Plan (I.R.C. Section 125) The City Commission
has adopted by resolution a salary reduction flexible benefit plan ("Plan") under Section 125 of the Internal Revenue Code. All Cdy employees working more than 20 hours per week are
eligible to participate in the Plan beginning after two full months of employment. Each participant may elect to reduce his or her salary to purchase benefii offered through the Plan.
Benefrts offered through the Plan include various insurance and disabilrty benefits. D. Risk Management The Clty is exposed to various risks of loss related to torts; theft of, damage
to and destruction of assets; errors and omissions; natural disasters and other events for which the City carries commercial insurance. No significant reductions in insurance coverage
from that of the prior year have occurred. Settlements have not exceeded insurance coverage for each of the past three years. The City has established a limited risk management program
for workers' compensation. The program covers all City employees. Premiums are paid into the Workers' Compensation Reserve Fund by all other funds and are available to pay claims, claim
reserves and administrative costs of the program. An excess coverage insurance policy covers individual claims in excess of $25O,OOO ($350.000 for daims involving employees classified
as policemen or firemen). Incurred claims, including incurred but not reported claims, have been accrued based primarily upon subsequent payments. Claim liabilities are calculated considering
the effects of infbtion, recent claim settlement trends including frequency and amounts of payouts and other economic and social factors. The liability for claims and judgments is reported
in the Workers' Compensation Reserve Fund because it is expected to be liquidated with expendable available financial resources. Of the liability, $125,335 is considered to be due within
one year. Changes in the balances of daims liabilities during the past two years. .a..r.e.. a..s f-o ..l loys: . . . . . . . . . . . i* , -2008 2007 . . $ 238,229 $ 196,285 i -' i -.
' -. ! . . -. . . . . .._" .I._ ... -. -.-. .. --. . . . . . -.. .,.,-.-. ~ .Unpaid ciaims, January 1 i.ln..c. u~r.r-e..d..-c... laims (inclu-d.-in-."a..~ -, _..-,,. II.,-.. ,-399,042
2--4--8 .596. 1 [206.652] i [206,652], ' IBN._R. -s --) . . . . . . . . -........ . ^_.--.I _____-;__. -Claim. . p.a. y.m. .e.n -ts-.---. . ."_ .__.-...... ...... -. -Unpaid claims,
December 31 . $ 430,619 $ 238.229 . .-The City established a limited risk management program for employee health and dental insurance in 1997. The program covers eligible C i employees.
Premiums are paid into the health insurance fund by all other funds and are available to pay claims, daim reserves and administrative costs of the program. An excBss coverage insurance
policy wvers individual claims in excess of $so,OOO. Incurred daims, including incurred but not reported claims, have been accrued based primarily upon subsequent payments. Claim liabilities
are calculated considering the effeds of inflation, recent claim settlement trends including frequency and amounts of payouts and other economic and social factors. The liability for
claims and judgments in the Health Insurance Fund because it is expected to be liquidated with expendable available financial resources. Therefore, all of the liabillty is considered
to be due within one year. Changes in the balances of claims liabilities during the past twq-ye.ars are as follows: ................. ? -..' -. ' .......... f 2008 , 2007 ! !Incurred
claims (including I i IBNRs) r i m payments Unpaid claims, member 31 65 .."_I_.-.-. ......-. ,--. -_.---. ..... _^.. .--_.. _.---_ ... !-U_n_pa id. cl_a.i.m._s , ~ Janua--r y--.1 I..._
.;. $ 479,084 $ 361,791 i -"_I-I-_ __ ...-I.__I _. . . . . . . --_ _ ~ _I__--___-i_ ..__,____.-.,.. . --. _...-. . . . _,,.-. . __--. .".,.I___,_ . --..... _---... --. -.~.. ^I_._
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) E. Capital Projects Capital projects often extend over two or more
fiscal years. The following is a schedule, which compares the project authorization including allowable interest revenue to total project expenditures from project inception to December
31,2008. Project Authorization Expenditures N Ohio Grade Sewration i $ 6,200,000 $ 6,099.814 South Ohio Corridor 1,250,000 .1,206.370 North 6rOa';hnray C.o. -r. r.i.d.-o. r Packc Aknue
71,6%-Downtown Signals . ..._.,. 692,042 816,664 Lakesi de 'Addi t ion 646,820 !West Diamond Driw Inhastructure ' 825.000 731.058 Lib;erty Addition Infrastructure. II 860.0159 'i 6%;820
Quail Meadows Phase 111 . .-... ---. 334,465 '-237,629.; Go. l-de-n-E. . a._g _ie,.". No4 ; Ph. 111 ' ~ . 530,046': -.. ' 357,138'. Magnolia Hills Subd.. -i -v .i. s-io-n Ph. a..s -e.
-.I I . ., -,* -530.150 Eaglec.r -e -s-.t--.-, Twinh.o -m . .-e s I . ' 599,208 'f -561,007 .Quail Meadows Phase N .South 9th Corridor, Phase N Glenn Aw Sewer S--t on. e. 'C.r .e e,.k-.
-A--d -d.-it.i o. n .-. . Energy I.r npro. w..m._.-Ie-,..n t Project 2,260000 " 2,209;606 ' Fire Station #2 Reno.m. tion i.~230000.0,0t1060~.. ~1..,3 _0. 3.dii9 I Library Addition Sew&
.. . 570,584' -. 467,674 860.859 .. . . . . 984,433-! -&fj;2fi . _-.... 1-, . -. .I... . L r -.-. .._.-.. ...-<__ 6,500,000 1,861;053': 66,648 i 56,041 i 587,369 ' "; I . ,434.50x.il-89-73-'
: --.---;*;;8-0750,.; ". .. . :. . .--_-.-.I-. . .--. -_ . -I _.-_-.--.. -. __ .---. -...--f . ' 632,64-g: Red FoxAddhion . . -. . . I -. _ _ , _ _ _ . --.. .--... Project overages in
the Fire State ##2 Renovation and Downtown Signals projects will be reimbursed by special sales tax proceeds. F. Contingent Liabilities The City receives significant financial assistance
from numerous federal and state governmental agencies in the form of grants and state pass-through aid. The disbursement of funds received under these programs generally requires compliance
with terms and conditions specified in the grant agreements and is subject to audit. Any disallowed dairns resulting from such audits could become a liability of the General Fund or
other applicable funds. However, in the opinion of management, any such disallowed claims would not have a material effect on any of the financial statements of the City at December
31,2008. The City is a defendant in various lawsuits. Although the outcome of these lawsuits is not presently determinable, it is the opinion of the City's legal counsel that resolution
of these matters will not have a material adverse effect on the financial condition of the City. G. Municipal Solid Waste Landfill State and federal laws and regulations require the
City to place a final cover on its landfill site when it stops accepting waste, and to perform certain maintenance and monitoring functions at the site for thirty years after closure.
Although closure and postclosure care casts will be paid only near or after the date that the landfill stops accepting waste, the City reports a portion of these dosure and postclosure
care costs as an operating expense of the solid waste fund in each period based on landfill capacity used as of each balance sheet date. The $1,566,636 reported as landfill dosure and
postclosure care liability at December 31 represents the cumulative amount reported to date based on the use of 28.2% of the estimated capacity of the landfill. 66
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) G. Municipal Solid Waste Landfill (Continued) The City's solid waste
fund will recognize the remaining estimate cost of Closure and postclosure care of $3,985,998 as the remaining estimated capacity is filled over the remaining life expectancy of 73.7
years. These amounts are based on what it would cost to perform all closure and postclosure care in 2008. Actual cost may be higher due to inflation, changes, in technology or changes
in regulations. The City is required by State and Federal laws and regulations to provide assurances of financial responsibility for closure and postclosure care. The Clty has elected
to utilize the Local Government Financial test promulgated by the U.S. Environmental Protection Agency (at 40 CFR 258.74(9) and the Kansas Department of Health and Environment to provide
these assurances. Any future closure or postclosure care costs will be provided through the normal budgeting and rate setting process, including the issuance of general obligation bonds,
if necessary. H. Environmental Matters The Kansas Department of Health and Environment (KDHE) issued a report in 1994 indicating the presence of volatile organic compounds at levels
requiring remediation at the Salina Public Water Supply Wells Site (the Site). The City adopted a proactive Policy and Action Plan to remediate the groundwater contamination, and on
December 7, 1994. the City and KDHE entered into a Consent Order and Settlement Agreement under which the City assumed primary responsibility for the further investigation and remediation
of the groundwater contamination. Field testing work has been completed. The necessary remediatin work will be conducted Over the next several years at a yet undetermined cost to the
City's Water and Sewer Fund. The US. Government Department of Defense transferred property located at the former Schilling Air Force Base to the Authority September 9,1966. The property
is now known to contain areas of extensive soil and groundwater contamination, primarily from the use and disposal of chlorinated solvents and petroleum products caused by activities
at the former base during its period of active military duty from 1942 to 1965. The U.S. Government Department of Defense is responsible for the investigation and remediation of contamination
caused by military activities at current and former military bases. The US. Army Corps of Engineers (USACE) is the lead agency for the Department at formerly used defense sites. The
Corps has completed investigation of soil and groundwater contamination at the former base under the regulatory oversight of the US. Environmental Protection Agency and the Kansas Department
of Health and Environment. The former base is not designated as a National Priority List Superfund site, but investigation and remediation is required to be in compliance with the Comprehensive
Environmental Response, Compensation and Liability Act. Potential liability for contamination under the Act extends broadly to parties associated with the release or presence of hazardous
substances, including not only those entities involved with contaminant use and disposal, but in some cases other current and former owners and operators of contaminated sites. As a
current owner of extensive amounts of property at the former base, the Authority is potentially liable under the act. The Authority has determined that while a possible liability exists,
it is not probable and at this time no reasonable estimate of the possible liability can be made. Therefore. no liability relating to that matter has been recorded. The Authority is
under no administrative orders from the U.S. Environmental Protection Agency or the Kansas Department of Health and Environment. The Authority is considered to be a Potentially Responsible
Party for the former base site, primarily due to its status as a property owner. The Salina Airport Authority, Unified School District No. 305 and the Kansas Board of Regents (Kansas
State University at Salina) collectively own over 90% of the nearly 4,000 acres of the former Schilling Air Force Base property. 67
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) H. Environmental Matters (Continued) Beginning in August 2007, the
four local public entities including the Salina Airport Authority, the City of Salina, the Salina School District and Kansas State University at Salina initiated negotiations with the
US. Federal Government. The negotiation objectives include transferring the responsibility for completing the cleanup from the USACE to the Salina public entities. The local objective
is to reach a settlement agreement with the U.S. Federal Government that provides the Salina public entities sufficient funds to complete cleanup operations over a 30-year period. During
calendar year 2008, the Salina public entities prepared a detailed Cost to Complete Estimate (CTC). The CTC preparation included consultation with the EPA and KDHE. The Salina public
entities' CTC was completed in June of 2008 and submitted to the USACE. Subsequently, on January 23, 2009, the Salina public entities delivered a demand letter to the USACE. The letter
demands that settlement negotiations begin immediately with the US. Dept. of Justice. On May 14, 2009, the Authority was notified that the USACE referred the former SAFB demand letter
to the US. Department of Justice on May 12, 2009. It is expected that the negotiations will result in a settlement Consent Decree that will specify terms, conditions and funding enabling
the Salina public entities to complete site clean-up. 1. Postemployment Health Care Plan Plan Description. The City operates a single employer defined benefit healthcare plan administered
by the City. The Employee Benefit Plan (the Plan) provides medical and dental benefits to eligible early retirees and their spouses. KSA 12-5040 requires all local governmental entities
in the state that provide a group health care plan to make participation available to all retirees and dependents until the retiree reaches the age of 65 years. No separate financial
report is issued for the Plan. Funding Policy. The contribution requirements of plan participants and the City are established and amended by the City. The required contribution is based
on projected pay-as-you+o financing requirements. Plan participants contributed approximately $96,672 to the Plan (approximately 100% of total premiums) through their required contribution
of $416 per month for retiree-only coverage and $702 for spouse coverage. Annual OPEB Cost and Net OPEB Obligation. The City's annual other postemployment benefit (OPEB) cost (expense)
is calculated based on the annual required contribution of the employer (ARC), an amount actuarially determined In accordance with the parameters of GASB Statement 45. The ARC represents
a level of funding that, if paid on an ongoing bask, is projected to cover normal cost each year and amortize any unfunded actuarial liabilities (or funding excess) over a period not
to exceed thirty years. The following table shows the components of the City's annual OPEB cost for the Plan for the year, the amount actually contributed to the plan, and the changes
in the City's net OPEB obligation to the Plan: . . . . .. . . . . :Annual requikd contribution .Annual OPEB cost (expense) Benefit payments Change in net OPEB obligation ,Net OPE6 obligation
-beginning of year 'Net OPEB obligation -end of year L -. -_--.^---I-. -. ...-. . -.._-. -.. .. -. ..----. . -------. ---. . . --_ -._ -,_-_.. .-. ___ . . I ,_-, . -1._ ..-_.-...--.-^-,_...
~.. . .._.-.. ,..---..-.---.-,,-. _. -I.-. . . ---. . . -. -__-.--. ... -68
CITY OF SALINA KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) 1. Postemployment Health Care Plan (Continued) The City's annual
OPEB cost, the percentage of annual OPEB cost contributed to the Plan, and the net OPEB obligation for the year ended December 31, 2008 was as follows: Annual . Annual OP.. ..E. .. .6.
. Net ' OPEB L -Fiscal. . Year Ended -Cost Contributed. Obligation _.-. -. . Cost .. --O. P-.E 6 ! &cernber 31,-2008 $ . 910,418 $. . 96,67..2 $ 813,746 The information for the two preceding
years was not available. Funding Status and Funding Progress. As of the year ended December 31,2008, the most recent actuarial valuation date, the Plan was not funded. The actuarial
accrued liability for benefits was $8,917,346 and the actuarial value of asset was $0, resulting in an unfunded actuarial accrued liability (UAAL) of $8,917,346-The covered payroll (annual
payroll of active employees covered by the plan) was $21,874,112, and the ratio of the UAAL to the covered payroll was 40.8%. Actuarial valuations of an ongoing plan involve estimates
of the value of reported amounts and assumptions about the probability of occumnce of events far into the future. Examples include assumptions about Mure employment. mortality, and the
healthcare cost trend. Amounts determined regarding the funded status of the plan and the annual required contributions of the employer are subject to continual revision as actual results
are compared with past expectations and new estimates are made about the future. The schedule of funding progress, presented as required supplementary information following the notes
to the financial statement, presents multiyear trend information about whether the actuarial value of plan assets (if any) are increasing or decreasing over time relative to the actuarial
accrued liabilities for benefits. Actuarial Methods and Assumptions. Projections of benefits for finanaal reporting purposes are based on the substantive plan (the plan as understood
by the employer and the plan participants) and include the types of benefits provided at the time of each valuation and the historical pattern of sharing of benefit costs between the
employer and plan participants to that point. The actuarial methods and assumptions used include techniques that are designed to reduce the effects of short-term volatility in actuarial
accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of the calculations. In the year ended December 31,2008, actuarial valuation, the projected
unit credit actuarial cost method was used. The actuarial assumptions include a 4.50% investment rate of return, which is the rate of the employer's own investments as there an? no plan
assets and an initial annual healthcare cost trend of 6.80% for medical and 5.67% for dental, reduced by decrements to ultimate rates of 4.50% and 4.00% after eighty and thirteen years,
respectvely. The UAAL is being amortized as a level dollar over an open thirty-year period. J. Related Party Transactions The City paid $851 during the year ended December 31, 2008.
to a travel agency owned by a City Commissioner. 69
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) K. Subsequent Events In July, 2009, the City issued Series 2009-A
general obligation internal improvement bonds in the amount of $23,695,000. The bond proceeds will be used to fund various capital projects. The City will make the first payment on bonds
on April 1,2010 and the last payment on October 1,2029. The interest rate on the bonds ranges from 2.00 to 5.00%. 70
APPENDIX B Form of Continuing Disclosure Instructions
FORM OF CONTlNUlNG DISCLOSURE INSTRUCTIONS $8,060,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B THESE CONTINUING DISCLOSURE INSTRUCTIONS
(the “Disclosure Instructions”) are executed and delivered by the Issuer in connection with the issuance of the above-described bonds (the “Bonds”) which are being issued simultaneously
herewith as of October 29, 2010, pursuant to the Bond Resolution, in which the Issuer covenants to enter into this undertaking to provide certain financial and other information with
respect to the Bonds in order to assist the Participating Underwriter in complying with the provisions of the SEC Rule. The lssuer is the only “obligated person” with responsibility
for continuing disclosure with respect to the Bonds. Section 1. Definitions. In addition to the definitions set forth in the Bond Resolution, which apply to any capitalized term used
in these Disclosure Instructions, unless otherwise defined herein, the following capitalized terms shall have the following meanings: “Annual Report” means any Annual Report provided
by the lssuer pursuant to, and as described in, Section 2 of these Disclosure Instructions. “Beneficial Owner” means any registered owner of any Bonds and any person which (a) has the
power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries),
or (b) is treated as the owner of any Bonds for federal income tax purposes. “Bond Resolution” means collectively, the ordinance and the resolution of the governing body of the Issuer
authorizing the issuance of the Bonds. “CAFR” means the Issuer’s Comprehensive Annual Financial Report. “Designated Agent” means Gilmore & Bell, P.C. or one or more other entities designated
in writing by the Issuer to serve as a designated agent of the Issuer for purposes of these Disclosure Instructions. “Dissemination Agent” means any entity designated in writing by the
Issuer to serve as dissemination agent pursuant to these Disclosure Instructions and which has filed with the Issuer a written acceptance of such designation substantially in the form
attached hereto as Exhibit B. “EMMA” means the Electronic Municipal Market Access system for municipal securities disclosures (www.emma.msrb.org). “Financial Information” means the financial
information of the Issuer described in Section 2(a) (1) hereof. “Fiscal Year” means the one year period ending December 3 1 , or such other date or dates as may be adopted by the Issuer
for its general accounting purposes. “GAAP” means generally accepted accounting principles, as applied to governmental units, as in effect at the time of the preparation of the Financial
Information. B-1
“Issuer” means the City and any successors or assigns. “Material Events” means any of the events listed in Section 3(a) hereof. “MSRB” means the Municipal Securities Rulemaking Board.
“Official Statement” means the Issuer’s Official Statement for the Bonds. “Operating Data” means the operating data of the Issuer described in Sectiun 2(a)(2) hereof “Participating Underwriter”
means any of the original underwriters of the Bonds required to comply with the SEC Rule in connection with offering of the Bonds. “Repository” means the MSRB via EMMA. “SEC” means the
Securities and Exchange Commission of the United States. “SEC Rule” means Rule 15c2-12(b)(5) adopted by the SEC under the Securities Exchange Act of 1934, as the same may be amended
from time to time. Section 2. Provision of Annual Reports. (a) The Issuer shall, or shall cause the Dissemination Agent to, not later than 180 days after the end of the Issuer’s Fiscal
Year, commencing with the Fiscal Year ended in 2010, provide to the Repository, the Issuer’s CAFR, which will contain the Financial Information and Operating Data (collectively, the
“Annual Report”), as follows: (1) Financial Infunnatiun. The financial statements of the Issuer for such prior Fiscal Year, accompanied by an audit report resulting from an audit conducted
by an Independent Accountant in conformity with generally accepted auditing standards. Such financial statements will be prepared on a modified accrual basis of accounting other than
GAAP for all governmental funds, expendable trust and agency funds. The accrual basis of accounting is used for proprietary and nonexpendable trust funds. A more detailed explanation
of the accounting basis is contained in Appendix A to the Official Statement. If such audit report is not available by the time the Annual Report is requ@d to be filed pursuant to this
Section, the Annual Report shall contain unaudited financial statements and the audit report and accompanying financial statements shall be filed in the same manner as the Annual Report
promptly after they become available. The method of preparation and basis of accounting of the Financial Information may not be changed to a basis less comprehensive than contained in
the Official Statement, unless the Issuer provides notice of such change in the same manner as for a Material Event under Section 3(6) hereof. (2) Operating Data. Updates as of the end
of the Fiscal Year of substantially all of the information and data contained in those sections of the Official Statement entitled: (i) Debt Summary (ii) Tax Levies (iii) Assessed Valuation
(iv) Estimated Actual Valuation (v) Tax Collections (vi) Largest Taxpayers. Any or all of the items listed above may be included by specific reference to other documents, including official
statements of debt issues with respect to which the lssuer is an “obligated person” (as defined by the SEC Rule), which have been filed with the Repository, the MSRB or the SEC. If the
document included by reference is a final official statement, it must be available B-2
from the MSRB via EMMA. The Issuer shall clearly identify each such other document so included by reference. In each case, the Annual Report may be submitted as a single document or
as separate documents comprising a package, and may cross-reference other information as provided in this Section; provided that the audit report and accompanying financial statements
may be submitted separately from the balance of the Annual Report and later than the date required above for the filing of the Annual Report if they are not available by that date. If
the Issuer's Fiscal Year changes, it shall give notice of such change in the same manner as for a Material Event under Sectiun 3(b). (b) If no Dissemination Agent has been appointed,
the Issuer shall file the Annual Report as specified by Sectiun 2(a) hereof; or if the Annual Report is not filed within the time period specified in Sectiun 2(a) hereof, the Issuer
shall send a notice to each Repository in substantially the form attached as Exhibit A. Section 3. Reporting of Material Events. (a) Pursuant to the provisions of this Section, the Issuer
shall give, or cause the Dissemination Agent, if any, to give, notice of the occurrence of any of the following events with respect to the Bonds, if the Issuer deems such events to be
material: principal and interest payment delinquencies; non-payment related defaults; unscheduled draws on debt service reserves reflecting financial difficulties; unscheduled draws
on credit enhancements reflecting financial difficulties; substitution of credit or liquidity providers, or their failure to perform; adverse tax opinions or events affecting the tax-exempt
status of the Bonds; modifications to rights of bondowners; optional, contingent or unscheduled bond calls; defeasances; release, substitution or sale of property securing repayment
of the Bonds; or rating changes. (b) Such notice shall be given by promptly filing a notice of such occurrence with the Repository. Notwithstanding the foregoing, notice of Material
Events described in subsections (a)@) and (9) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to the Owners of affected
Bonds pursuant to the Bond Resolution. Section 4. Dissemination Agent. (a) General. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying
out its obligations under these Disclosure Instructions, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. (b) Annual Reports.
If a Dissemination Agent is appointed, not later than 15 Business Days prior to the date specified in Sectiun 2(a) for providing the Annual Report to the Repository, the Issuer shall
projide the Annual Report to the Dissemination Agent or the Repository. The Dissemination Agent shall file a report with the Issuer certifying that the Annual Report has been provided
pursuant to these Disclosure Instructions, stating the date it was provided, or that the Issuer has certified to the Dissemination Agent that the Issuer has provided the Annual Report
to the Repository. If the Dissemination Agent has not received an Annual Report or has not received a written notice from the Issuer that it has provided an Annual Report to the Repository,
by the date required in Section 2(a), the Dissemination Agent shall send a notice to the Repository in substantially the form attached as Exhibit A . B-3
(c) Material Event Notices. ( I ) The Dissemination Agent shall, promptly after obtaining actual knowledge of the occurrence of any event that it believes may constitute a Material Event,
contact the chief financial officer of the Issuer or his or her designee, or such other person as the Issuer shall designate in writing to the Dissemination Agent from time to time,
inform such person of the event, and request that the Issuer promptly notify the Dissemination Agent in writing whether or not to report the event pursuant to Section 4(c)(3). (2) The
Issuer will promptly respond in writing to any such request. Whenever the Issuer obtains knowledge of the occurrence of a Material Event, because of a notice from the Dissemination Agent
pursuant to this subsection (c) or otherwise, the Issuer shall promptly determine if such event would be material under applicable federal securities law. If the Issuer has determined
that knowledge of the occurrence of a Material Event would be material under applicable federal securities law, the Issuer shall promptly so notify the Dissemination Agent in writing.
Such notice shall instruct the Dissemination Agent to report the occurrence pursuant to Section 4(c)(3). If the Issuer has determined that knowledge of a Material Event would not be
material under federal securities law, the Issuer shall promptly so notify the Dissemination Agent in writing. Such notice shall instruct the Dissemination Agent not to report the occurrence
pursuant to Section 4(c)(3). (3) If the Dissemination Agent has been given written instructions by the Issuer to report the occurrence of a Material Event, the Dissemination Agent shall
promptly file a notice of such occurrence with the Repository, with copies to the Issuer. Notwithstanding the foregoing, notice of Material Events described in Sections 3(u)(8) and (9)
need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to the Owners of affected Bonds pursuant to the Bond Resolution. (d) Duties,
Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in these Disclosure Instructions, and the Issuer
agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out
of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys fees) of defending against any claim of liability, but
excluding liabilities due to the Dissemination Agent's negligence or willful misconduct. The obligations of the Issuer under this Section shall survive resignation or removal of the
Dissemination Agent and payment of the Bonds. The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the Issuer pursuant to
these Disclosure Instructions. (e) Other Designated Agents The Issuer may, from time to time, appoint or designate a Designated Agent to submit Annual Reports, Material Event notices,
and other notices or reports pursuant to these Disclosure Instructions. The Issuer hereby appoints the Dissemination Agent and the Designated Agent(s) solely for the purpose of submitting
Issuer-approved Annual Reports, Material Event notices, and other notices or reports pursuant to these Disclosure Instructions. The Issuer may revoke this designation at any time upon
written notice to the Designated Agent. -Section 5. Termination of Reporting Obligation. The Issuer's obligations under these Disclosure Instructions shall terminate upon the legal defeasance,
prior redemption or payment in full of all of the Bonds. If the Issuer's obligations hereunder are assumed in full by some other entity as permitted in the Bond Resolution, such person
shall be responsible for compliance with under these Disclosure Instructions in the same manner as if it were the Issuer, and the Issuer shall have no further responsibility hereunder.
If such termination or substitution occurs prior to the final maturity of the Bonds, the Issuer shall give notice of such termination or substitution in the same manner as for a Material
Event under Section 3(b). B-4
Section 6. Amendment; Waiver. Notwithstanding any other provision of these Disclosure Instructions, the Issuer and the Dissemination Agent, if any, may amend of these Disclosure Instructions
(and the Dissemination Agent shall not unreasonably refuse to execute any amendment so requested by the Issuer) and any provision of these Disclosure Instructions may be waived, provided
that: (a) Bond Counsel or other counsel experienced in federal securities law matters provides the Issuer and the Dissemination Agent, if any, with its opinion that the undertaking of
the Issuer contained herein, as so amended or after giving effect to such waiver, is in compliance with the SEC Rule and all current amendments thereto and interpretations thereof that
are applicable to these Disclosure Instructions; (b) if the amendment or waiver relates to Sections 2(u) or 3(0), it may only be made in connection with a change in circumstances that
arises from a change in law or legal requirements, or change in the identity, nature or status of an obligated person with respect to the Bonds, or the type of business conducted; and
(c) the amendment or waiver is either (1) approved by the Owners of the Bonds in the same manner as provided in the Bond Resolution with consent of the Owners, or (2) does not in the
opinion of Bond Counsel materially impair the interests of the Owners or Beneficial Owners of the Bonds. If there is an amendment or waiver of a provision of these Disclosure Instructions,
the Issuer shall describe such amendment in the next Annual Report, and shall include, as applicable, a narrative explanation of the reason for the amendment or waiver and its impact
on the type (or, in the case of a change of accounting principles, on the presentation) of Financial Information or Operating Data being presented by the Issuer. In addition, if the
amendment relates to the accounting principles to be followed in preparing financial statements: (a) notice of such change shall be given in the same manner as for a Material Event under
Section 3@), and (b) the Annual Report for the year in which the change is made should present a comparison (in narrative form and also, if feasible, in quantitative form) between the
financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. Section 7. Additional Information.
Nothing in these Disclosure Instructions shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in these Disclosure
Instructions or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Material Event, in addition to that which is required
by these Disclosure Instructions. If the Issuer chooses to include any information in any Annual Report or notice of occurrence of a Material Event, in addition to that which is specifically
required by these Disclosure Instructions, the Issuer shall have no obligation under these Disclosure Instructions to update such information or include it in any future Annual Report
or notice of occmence of a Material Event. Section 8. Noncompliance. In the event of a failure of the Issuer or the Dissemination Agent, if any, to comply with any provision of these
Disclosure Instructions, the Participating Underwriter or any Beneficial Owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandamus or specific
performance by court order, to cause the Issuer or the Dissemination Agent, if any, as the case may be, to comply with its obligations under these Disclosure Instructions. Noncompliance
with the provisions of these Disclosure Instructions shall not be deemed an Event of Default under the Bond Resolution, and the sole remedy under these Disclosure Instructions in the
event of any failure of the Issuer or the Dissemination Agent, if any, to comply with these Disclosure Instructions shall be an action to compel performance. Section 9. Notices. Any
notices or communications to or among any of the parties referenced in these Disclosure Instructions may be given as follows: (a) To the Issuer at: 300 West Ash Salina, Kansas 67402
Attention: Clerk B-5
(b) To the Participating Underwriter at: George K. Baum & Company 4801 Main Street, Suite 500 Kansas City, Missouri Attention: Manager, Municipal Bond Department Fax: 816-283-5326 or
such other address as is hrnished in writing to the other parties referenced herein. (c) To the Dissemination Agent at the address set forth on Exhibit B attached hereto. Any person
may, by written notice to the other persons listed above, designate a different address or telephone numbeds) to which subsequent notices or communications should be sent. Section 10.
Electronic Transactions. Actions taken hereunder and the arrangement described herein may be conducted and related documents may be stored by electronic means. Section 11. Beneficiaries.
These Disclosure Instructions shall inure solely to the benefit of the Issuer, the Dissemination Agent, if any, the Participating Underwriter and Beneficial Owners &om time to time of
the Bonds, and shall create no rights in any other person or entity. Section 12. Severability. If any provision in these Disclosure Instructions, the Bond Resolution or the Bonds relating
hereto, shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Section
13. Governing Law. These Disclosure Instructions shall be govemed by and construed in accordance with the laws of the State of Kansas. CITY OF SALINA, KANSAS (SEAL) Mayor Clerk B-6
EXHIBIT A NOTICE TO REPOSITORY OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: City of Salina, Kansas Name of Bond Issue: $8,060,000 General Obligation Refimding Bonds, Series 2010-B,
dated as of October 15,20 10 Name of Obligated Person: City of Salina, Kansas Date of Issuance: October 29,201 0 NOTICE IS GIVEN that the City of Salina, Kansas (the "Issuer") has not
provided an Annual Report with respect to the above-named Bonds as required by the Continuing Disclosure Instructions dated as of October 29,201 0. The Issuer anticipates that the Annual
Report will be filed by Dated: CITY OF SALINA, KANSAS BY ,as Dissemination Agent cc: City of Salina, Kansas A-1
EXHIBIT B ACCEPTANCE OF DISSEMINATION AGENT Name of Issuer: City of Salina, Kansas Name of Bond Issue: $8,060,000 General Obligation Rehnding Bonds, Series 2010-B, dated as of October
15,2010 Dissemination Agent: Notice Address of Dissemination Agent: , having been duly appointed by the City of Salina, Kansas to act in the capacity of Dissemination Agent pursuant
to the Continuing Disclosure instructions to which this acceptance is attached, accepts such duties and responsibilities set forth therein. Dated: B-1
CERTIFICATE DEEMING PRELIMINARY OFFICIAL STATEMENT FINAL August 16,2010 To: George K. Baum & Co. Kansas City, Missouri Re: Approximately $8,060,000 City of Salina, Kansas, General Obligation
Refunding Bonds, Series 20 1 O-B Ladies and Gentlemen: The undersigneds are the duly acting Mayor and Clerk of the City of Salina, Kansas (the “Issuer”), and are authorized to deliver
this Certificate to the addressee (the “Purchaser”) on behalf of the Issuer. The Issuer has heretofore caused to be delivered to the Purchaser copies of the Preliminary Official Statement
(the “Preliminary Official Statement”), relating to the above-referenced bonds (the “Bonds”) . For the purpose of enabling the Purchaser to comply with the requirements of Rule 15c2-12(b)(l)
of the Securities and Exchange Commission (the “Rule”), the Issuer hereby deems the information regarding the Issuer contained in the Preliminary Official Statement to be final as of
its date, except for the omission of such information as is permitted by the Rule, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal
per maturity, delivery dates, ratings and other terms of the Bonds depending on such matters. Very truly yours, CITY OF SALINA, KANSAS By: Title: By: Title:-v Title: Clerk U
In the opinion of Gilniore & Bell, P.C., Kansas City, Missouri, Bond Counsel, under existing law and assuming continued , compliance with certain requirements of the Internal Revenue
Code of 1986, as amended, the interest on the Bonds (including any original issue discount properly allocable to an owner there08 is excluded Porn gross income for federal income tax
purposes, and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and cotporations but & taken into account in determining adjusted
current earnings for the purpose of computing the alternative minimum tax imposed on certain corporations. The interest on the Bonds is excludedfi-om computation of Kansas adjusted gross
income. The Bondr are ‘‘qualified tax-exempt obligations” within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. See TAXMATTERS herein. New Issue Moody’s
Rating-“Aa2” Book-Entry Only Bank Qualified $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B Dated October 15,2010 Due: As Shown Herein The Series 2010-B
Bonds (the “Bonds”) will be issued as fully registered bonds in the denomination of $5,000 or any integral multiple thereof. The Bonds shall be initially registered in the name of Cede
& Co., as nominee of DTC to which payment of principal and interest will be made. Individual purchases of Bonds will be made in book-entry only form. Purchasers will not receive certificates
representing their interest in the Bonds purchased. Principal on the Bonds will be payable on each October 1 in the years shown herein. Interest on the Bonds will be payable semiannually
on April 1 and October 1 of each year until maturity, commencing on April 1, 2011. The principal of and interest on the Bonds will be payable by check, draft, or wire transfer from the
Treasurer of the State of Kansas (the “Paying Agent”). The Bonds are subject to redemption at the option of the City as further described herein. MATURITY SCHEDULE -Base CUSIP“’ Maturity
Amount Rate Yield 794743 10-01-11 $500,000 0.50% 0.50% X25 Base CUSIP“’ Maturity Amount Yield 794743 10-01-18 $525,000 3.00% 2.10% X90 10-01-12 850,000 2.00 0.70 x33 10-01-19 550,000
2.25 2.30 Y24 10-01-13 925,000 2.00 0.85 X4 1 10-01-20* 425,000 2.50 2.50 Y32 10-01-14 925,000 2.00 1.10 X5 8 10-01-21* 300,000 2.70 2.70 Y40 10-01-16 925,000 2.00 1.65 x74 10-01-23*
135,000 3.00 3.00 Y65 10-01-17 565,000 2.25 1.90 X82 10-01-15 925,000 2.00 1.35 X66 10-01-22* 310,000 2.75 2.85 Y57 T h e Bonds maturing on or after October 1,2020, will be subject to
redemption prior to maturity at the option of the City on October 1, 2019, and thereafter, in whole or in part on any date, in principal amounts of $5,000 or any integral multiple thereof,
at a price equal to 100% of the principal amount of Bonds to be redeemed plus accrued interest to the date fixed for redemption. See THE BONDS -“Redemption Provisions” herein. The full
faith, credit, and resources of the City are irrevocably pledged for the prompt payment of the, principal and The Bonds &e offered when, as and if issued by the City and received by
the Underwriter subject to the approval of Bond Counsel. It is expected that the Bonds will be available for delivery through the facilities of DTC on or about October 29,2010. interest
on the Bonds as the same becomes due. See THE BONDS -“Security” herein. The date of this Official Statement is October 18,2010 George K. Baurn & Company “’CUSIP numbers have been assigned
to this issue by Standard & Poor’s CUSIP Service Bureau. a division of the McGraw-Hill Componies, Inc., and are included solely for the convenience of the Owners of the Bonds. Neither
the Issuer nor the Underwriter shall be responsible for the selection or correctness of the CUSIP numbers set forth above. THIS COVER PAGE CONTAINS INFORMATION FOR QUICK REFERENCE ONLY.
IT IS = A SUMMARY OF THE ISSUE. INVESTORS MUST READ THE ENTIRE OFFICIAL STATEMENT TO OBTAIN INFORMATION ESSENTIAL TO THE MAKII\‘G OF AN INFORMED INVESTMENT DECISION.
CITY OF SALINA, KANSAS 300 West Ash CityKounty Building -Room 206 P. 0. Box 736 Salina, Kansas 67402-0736 CITY COMMISSION Aaron Peck, Mayor Samantha Angell, Vice Mayor M. Luci Larson,
Commissioner Norman Jennings, Commissioner Tom Arpke, Commissioner CITY STAFF Jason Gage, City Manager Mike Schrage, Deputy City Manager Rodney Franz, Finance Director Lieu Ann Elsey,
City Clerk CITY ATTORNEY Greg Bengtson Clark, Mize 8z Linville, Chartered Salina, Kansas BOND COUNSEL Gilmore & Bell, P.C. Kansas City, Missouri UNDERWRITER George K. Baum & Company
Kansas City, Missouri
No person has been authorized by the City or the Underwriter to give any information or to make any representations with respect to the Bonds to be issued. other than those contained
in this Official Statement. and if given or made. such other information or representations not so authorized must not be relied upon as having been given or authorized by the City or
the Underwriter . This Official Statement is not to be used in connection with an offer to sell or the solicitation of an offer to buy in any state in which such offer or solicitation
is not authorized or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation . All
financial and other information presented herein. except for information expressly attributed to other sources. has been provided by the City from its records and is intended to show
recent historic information . Such information is not guaranteed as to accuracy or completeness . All descriptions of laws and documents contained herein are only summaries and are qualified
in their entirety by reference to such laws and documents . Information and expressions of opinion herein are subject to change without notice and neither the delivery of this Official
Statement nor any sale of the Bonds shall. under any circumstances. create any implication that the information contained herein has remained unchanged since the respective dates as
of which such information is given . TABLE OF CONTENTS Page INTRODUCTORY STATEMENT ......................... 1 General ..................................................................
1 Definitions ............................................................. 1 Additional Information .......................................... 1 THE BONDS ...........................................
................ 2 Description ............................................................ 2 Redemption Provisions .......................................... 2 Authority ............................
.................................... 3 3 4 4 Holidays ............................................................... 5 5 THE REFUNDING PLAN ...................................... 6
The Escrow Fund ................................................... 6 Mathematical Verification ..................................... 6 SOURCES AND USES OF FUNDS .......................
7 FINANCIAL OVERVIEW ..................................... 8 THE CITY OF SALINA, KANSAS ........................ 9 Location and Size ..................................................
9 Government ........................................................... 9 KPERS Retirement System ................................... 9 Population ...................................................
........... 10 Police and Fire Protection ...................................... 10 Economic Characteristics ...................................... 10 Income .........................................
.......................... 11 Building Permits Issued ......................................... 11 The Salina Airport Authority ................................. 11 Major Employers ..................
................................. 12 Unemployment Rate .............................................. 12 Education ............................................................... 12
13 Kansas Wesleyan University ................................. 13 Transportation ........................................................ 13 Utilities and Infrastructure ............................
......... 13 Health Facilities ..................................................... 13 Financial Institutions ............................................. 13 Other Information .....................
............................. 14 Security .................................................................. 3 Registration, Transfer and Exchange of Bonds ..... Method and Place of
Payment of the Bonds .......... Book-Entry Bonds; Securities Depository ............. Designation of Paying Agent and Bond Registrar . Payments Due on Saturdays, Sundays and Kansas State
University at Salina .......................... pa_ge DEBT SUMMARY .................................................. 14 Current Indebtedness ..............................................
14 Overlapping Debt ................................................... 15 Historical Debt Information ................................... 15 Annual Debt Payments ....................................
....... 16 Future Indebtedness ................................................ 16 Debt Payment Record ............................................. 16 Legal Debt Limits .............................
...................... 17 FINANCIAL INFORMATION ................................ 17 Financial Statement Summary ................................ 17 Assessed Valuation ................................
................ 18 Estimated Actual Valuation .................................... 18 Special Assessments ............................................... 18 Largest Taxpayers .......................
........................... 19 Tax Collections ...................................................... 19 Sales Tax ................................................................ 20
Tax Levies .............................................................. 21 Budgeting Procedures ............................................. 21 Appraisal and Assessment Procedures
................... 21 Property Assessment Rates .................................... 22 Equalization Ratios ................................................ 22 LEGAL MATTERS ........................
......................... 23 TAX MA’ITERS ...................................................... 23 General ................................................................... 23 Tax
Matters Applicable to the Bonds ..................... 23 Opinion of Bond Counsel ....................................... 23 Other Tax Consequences ........................................
24 RATING ................................................................... 25 UNDERWRITING .......................................... ........ 25 ABSENCE OF MATERIAL LITIGATION ............
25 CONTINUING DISCLOSURE ............................... 25 CERTIFICATION OF THIS OFFICIAL STATEMENT ......................................................... 26 APPENDIX A . Financial
Statements APPENDIX B . Continuing Disclosure Instructions
$7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B INTRODUCTORY STATEMENT General The purpose of this Official Statement is to present certain information
concerning the City of Salina, Kansas (the “City”), and the issuance of its $7,860,000 General Obligation Refunding Bonds, Series 2010-B (the “Bonds”), dated October 15, 2010. The Bonds
are being issued to provide funds to retire two State Loans, to refund two outstanding general obligation bond issues of the City, and to pay the costs associated with the issuance of
the Bonds. See THE REFUNDING PLAN herein. The full faith, credit, and resources of the City are irrevocably pledged for the prompt payment of the principal and interest on the Bonds
as the same becomes due. See THE BONDS -“Security” herein. APPENDIX A, containing selected financial data relating to the City, is an integral part of this Official ’ Statement and should
be read in its entirety. All financial and other information presented herein has been compiled by the Underwriter, George K. Baum & Company, Kansas City, Missouri (the “Underwriter”).
Such information has been provided by the City and other sources deemed to be reliable. The presentation of information herein is intended to show recent historic information and is
not intended to indicate future or continuing trends in the financial position or other affairs of the City. Gilmore & Bell, P.C., Kansas City, Missouri, Bond Counsel, has not assisted
in the preparation of this Official Statement, except for the sections titled INTRODUCTORY STATEMENT, THE BONDS, LEGAL MATTERS, TAX MATTERS, CONTINUING DISCLOSURE, and APPENDIX B and,
accordingly, expresses no opinion as to the accuracy or sufficiency of any other information contained herein. -Definitions Capitalized terms not otherwise defined herein shall have
the meanings ascribed thereto in the resolution and ordinance of the goveming body of the City authorizing the Bonds (the “Bond Ordinance”), as applicable. Copies of the Bond Ordinance
are available upon request to the City, the Underwriter, or Bond Counsel. Additional Information Additional information regarding the City or the Bonds may be obtained from George K.
Baum & Company, 4801 Main Street, Kansas City, Missouri 641 12, telephone 816-474-1 100.
THE BONDS Description The Bonds shall consist of hlly registered book-entry-only bonds in the denomination of $5,000 or any integral multiples thereof (the “Authorized Denomination”)
and shall be numbered in such manner as the Bond Registrar shall determine. All of the Bonds will be dated October 15,2010, shall become due in the amounts, on the Stated Maturities,
and subject to redemption and payment prior to their Stated Maturities, and shall bear interest at the rates per annum set forth on the cover page of this Official Statement. The Bonds
shall bear interest (computed on the basis of twelve 30-day months) from the later of the Dated Date or the most recent Interest Payment Date to which interest has been paid on the Interest
Payment Dates in the manner hereinafter set forth. Redemption Provisions Outional Redemution. At the option of the Issuer, Bonds or portions.thereof maturing on October 1, 2020 and thereafter
may be called for redemption and payment prior to their Stated Maturity on October 1, 2019, and thereafter as a whole or in part (selection of maturities and the amount of Bonds of each
maturity to be redeemed to be determined by the Issuer in such equitable manner as it may determine) at any time, at the Redemption Price of 100% (expressed as a percentage of the principal
amount), plus accrued interest thereon to the Redemption Date. Selection of Bonds to be Redeemed. Bonds shall be redeemed only in an Authorized Denomination. When less than all of the
Bonds are to be redeemed and paid prior to their Stated Maturity, such Bonds shall be redeemed in such manner as the Issuer shall determine, Bonds of less than a full Stated Maturity
shall be selected by the Bond Registrar in minimum Authorized Denomination in such equitable manner as the Bond Registrar may determine. In the case of a partial redemption of Bonds
by lot when Bonds, of denominations greater than a minimum Authorized Denomination are then Outstanding, then for all purposes in connection with such redemption each minimum Authorized
Denomination of face value shall be treated as though it were a separate Bond of a minimum Authorized Denomination. If it is determined that one or more, butnot all, of the minimum Authorized
Denomination value represented by any Bond is selected for redemption, then upon notice of intention to redeem such minimum Authorized Denomination, the Owner or the Owner’s duly authorized
agent shall forthwith present and surrender such Bond to the Bond Registrar: (1) for payment of the Redemption Price and interest to the Redemption Date of such minimum Authorized Denomination
value called for redemption, and (2) for exchange, without charge to the Owner thereof, for a new Bond or Bonds of the aggregate principal amount of the unredeemed portion of the principal
amount of such Bond. If the Owner of any such Bond fails to present such Bond to the Paying Agent for payment and exchange as aforesaid, such Bond shall, nevertheless, become due and
payable on the redemption date to the extent of the minimum Authorized Denomination value called for redemption (and to that extent only). Notice and Effect of Call for Redemption. Unless
waived by any Owner of Bonds to be redeemed, if the Issuer shall call any Bonds for redemption and payment prior to the Stated Maturity thereof, the Issuer shall give written notice
of its intention to call and pay said Bonds to the State Treasurer and the Purchaser. In addition, the Issuer shall cause the Bond Registrar to give written notice of redemption to the
Owners of said Bonds. Each of said written notices shall be deposited in the United States first class mail not less than 30 days prior to the Redemption Date. All official notices of
redemption shall be dated and shall contain the following information: (a) the Redemption Date; (b) the Redemption Price; (c) if less than all Outstanding Bonds are to be, redeemed,
the identification (and, in the case of partial redemption of any Bonds, the respective principal amounts) of the Bonds to be redeemed; (d) a statement that on the Redemption Date the
Redemption Price will become due and payable upon each such Bond or portion thereof called for redemption and that interest thereon shall cease to accrue from and after the Redemption
Date; and (e) the place where such Bonds are to be surrendered for payment of the Redemption Price, which shall be the principal office of the Paying Agent. The failure of any Owner
to receive notice given as heretofore provided or an immaterial defect therein shall not invalidate any redemption. Prior to any Redemption Date, the Issuer shall deposit with the Paying
Agent an amount of money sufficient to pay the Redemption Price of all the Bonds or portions of Bonds that are to be redeemed on such Redemption Date. Official notice of redemption having
been given as aforesaid, the Bonds or portions of Bonds to be redeemed shall become due and payable on the Redemption Date, at the Redemption Price therein specified, and from and after
the 2
Redemption Date (unless the Issuer defaults in the payment of the Redemption Price) such Bonds or portion of Bonds shall cease to bear interest. For so long as the Securities Depository
is effecting book-entry transfers of the Bonds, the Bond Registrar shall provide the notices specified to the Securities Depository. It is expected that the Securities Depository shall,
in tum, notify its Participants and that the Participants, in tum, will notify or cause to be notified the Beneficial Owners. Any failure on the part of the Securities Depository or
a Participant, or failure on the part of a nominee of a Beneficial Owner of a Bond (having been mailed notice from the Bond Registrar, the Securities Depository, a Participant or otherwise)
to notify the Beneficial Owner of the Bond so affected, shall not affect the validity of the redemption of such Bond. In addition to the foregoing notice, the Issuer shall provide such
notices of redemption as are required by the Disclosure Instructions. The Paying Agent is also directed to comply with any mandatory or voluntary standards then in effect for processing
redemptions of municipal securities established by the State or the Securities and Exchange Commission. Failure to comply with such standards shall not affect or invalidate the redemption
of any Bond. Authority The Bonds are issued pursuant to and in full compliance with the Constitution and statutes of the State of Kansas, including without limitation K.S.A. 10-101 et
seq., K.S.A. 10427, K.S.A. 65-163u, and Article 12, Section 5 of the Constitution of the State of Kansas, all as amended, and an ordinance and resolution adopted by the City on October
18,2010, authorizing the issuance of the Bonds (jointly referred to herein as the “Bond Ordinance”). Security The Bonds shall be general obligations of the City, payable as to both principal
and interest in part from special assessments levied upon the property benefited by the construction of certain public improvements, and if not so paid, from ad valorem taxes which may
be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The balance of the principal and
interest on the Bonds is payable from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real or personal, within the
territorial limits of the City. The full faith, credit and resources, of the City are hereby irrevocably pledged for the prompt payment of the principal of and interest on the Bonds
as the same become due. Registration, Transfer and Exchange of Bonds As long as any of the Bonds remain Outstanding, each Bond when issued shall be registered in the name of the Owner
thereof on the Bond Register. Bonds may be transferred and exchanged only on the Bond Register as hereinafter provided. Upon surrender of any Bond at the principal office of the Bond
Registrar, the Bond Registrar shall transfer or exchange such Bond for a new Bond or Bonds in any authorized denomination of the same Stated Maturity and in the same aggregate principal
amount as the Bond that was presented for transfer or exchange. Bonds presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization
for exchange, in a form and with guarantee of signature satisfactory to the Bond Registrar, duly executed by the Owner thereof or by the Owner’s duly authorized agent. In all cases in
which the privilege of transferring or exchanging Bonds is exercised, the Bond Registrar shall authenticate and deliver Bonds in accordance with the provisions of the Bond Resolution.
The Issuer shall pay the fees and expenses of the Bond Regis% for the registration, transfer and exchange of Bonds. Any additional costs or fees that might be incurred in the secondary
market, other than fees of the Bond Registrar, are the responsibility of the Owners of the Bonds. In the event any Owner fails to provide a correct taxpayer identification number to
the Paying Agent, the Paying Agent may make a charge against such Owner sufficient to pay any governmental charge required to be paid as a result of such failure. 3
The Issuer and the Bond Registrar shall not be’required (a) to register the transfer or exchange of any Bond that has been called for redemption after notice of such redemption has been
mailed by the Paying Agent and during the period of 15 days next preceding the date of mailing of such notice of redemption; or (b) to register the transfer or exchange of any Bond during
a period beginning at the opening of business on the day after receiving written notice from the Issuer of its intent to pay Defaulted Interest and ending at the close of business on
the date fixed for the payment of Defaulted Interest. Designation of Paving Agent and Bond Registrar The Issuer will at all times maintain a paying agent and bond registrar meeting the
qualifications set forth in the Bond Resolution. The Issuer reserves the right to appoint a successor paying agent or bond registrar. No resignation or removal of the paying agent or
bond registrar shall become effective until a successor has been appointed and has accepted the duties of paying agent or bond registrar. Every paying agent or bond registrar appointed
by the Issuer shall at all times meet the requirements of Kansas law. The Treasurer of the State of Kansas, Topeka, Kansas (the “Bond Registrar” and “Paying Agent”) has been designated
by the Issuer as paying agent for the payment of principal of and interest on the Bonds and bond registrar with respect to the registration, transfer and exchange of Bonds. Method and
Place of Pavment of the Bonds The principal of, or Redemption Price, and interest on the Bonds shall be payable in any coin or currency which, on the respective dates of payment thereof,
is legal tender for the payment of public and private debts. The principal or Redemption Price of each Bond shall be paid at Maturity to the Person in whose name such Bond is registered
on the Bond Register at the Maturity thereof, upon presentation and surrender of such Bond at the principal office of the Paying Agent. The interest payable on each Bond on any Interest
Payment Date shall be paid to the Owner of such Bond as shown on the Bond Register at the close of business on the Record Date for such interest (a) by check or draft mailed by the Paying
Agent to the address of such Owner shown on the Bond Register or at such other address as is fbmished to the Paying Agent in writing by such Owner; or (b) in the case of an interest
payment to Cede & Co. or any Owner of $500,000 or more in aggregate principal amount of Bonds, by electronic transfer to such Owner upon written notice given to the Bond Registrar by
such Owner, not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including the bank, ABA routing number and account number
to which such Owner wishes to have such transfer directed. Notwithstanding the foregoing, any Defaulted Interest with respect to any Bond shall cease to be payable to the Owner of such
Bond on the relevant Record Date and shall be payable to the Owner in whose name such Bond is registered at the close of business on the Special Record Date for the payment of such Defaulted
Interest, which Special Record Date shall be fixed as hereinafter specified. The Issuer shall notify the Paying Agent in writing of the amount of Defaulted Interest proposed to be paid
on each Bond and the date of the proposed payment (which date shall be at least 30 days after receipt of such notice by the Paying Agent) and shall deposit with the Paying Agent an amount
of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest. Following receipt of such funds the Paying Agent shall fix a Special Record Date for
the payment of such Defaulted Interest which shall be not more than 15 nor less than 10 days prior to the date of the proposed payment. The Paying Agent shall notify the Issuer of such
Special Record Date and shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor to be mailed, by first class mail, postage prepaid,
to each Owner of a Bond entitled to such notice not less than 10 days prior to such Special Record Date. SO LONG AS CEDE & CO., REMAINS THE REGISTERED OWNER OF THE BONDS, THE PAYING
AGENT SHALL TRANSMIT PAYMENTS TO THE SECURITIES DEPOSITORY, WHICH SHALL REMIT SUCH PAYMENTS IN ACCORDANCE WITH ITS NORMAL PROCEDURES. 4
Pavments Due on Saturdavs. Sundavs and Holidavs In any case where a Bond Payment Date is not a Business Day, then payment of principal, Redemption Price or interest need not be made
on such Bond Payment Date but may be made on the next succeeding Business Day with the same force and effect as if made on such Bond Payment Date, and no interest shall accrue for the
period after such Bond Payment Date. Book-Entrv Bonds: Securities Depositorv The Bonds shall initially be registered to Cede & Co., the nominee for the Securities Depository, and no
Beneficial Owner will receive certificates representing their respective interests in the Bonds, except in the event the Bond Registrar issues Replacement Bonds. It is anticipated that
during the term of the Bonds, the Securities Depository will make book-entry transfers among its Participants and receive and transmit payment of principal of, premium, if any, and interest
on, the Bonds to the Participants until and unless the Bond Registrar authenticates and delivers Replacement Bonds to the Beneficial Owners as described in the following paragraphs.
The City may decide, subject to the requirements of the Operational Arrangements of DTC (0r.a successor Securities Depository), and the following provisions of this section to discontinue
use of the system of book-entry transfers through DTC (or a successor Securities Depository): (a) If the City determines (1) that the Securities Depository is unable to properly discharge
its responsibilities, or (2) that the Securities Depository is no longer qualified to act as a securities depository and registered clearing agency under the Securities and Exchange
Act of 1934, as amended, or (3) that the continuation of a book-entry system to the exclusion of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests
of the Beneficial Owners of the Bonds; or (b) if the Bond Registrar receives written notice from Participants having interest in not less than 50% of the Bonds Outstanding, as shown
on the records of the Securities Depository (and certified to such effect by the Securities Depository), that the continuation of a book-entry system to the exclusion of any Bonds being
issued to any Owner other than Cede & Co. is no longer in the best interests of the Beneficial Owners of the Bonds, then the Bond Registrar shall notify the Owners of such determination
or such notice and of the availability of certificates to owners requesting the same, and the Bond Registrar shall register in the name of and authenticate and deliver Replacement Bonds
to the Beneficial Owners or their nominees in principal amounts representing the interest of each, making such adjustments as it may find necessary or appropriate as to accrued interest
and previous calls for redemption; provided, that in the case of a determination under (a)(l) or (a)(2) of this section, the City, with the consent of the Bond Registrar, may select
a successor securities depository as hereinafter provided to effect book-entry transfers. In such event, all references to the Securities Depository herein-shall relate to the period
of time when the Securities Depository has possession of at least one Bond. Upon the issuance of ReplacementBonds, all references herein to obligations imposed upon or to be performed
by the Securities Depository shall be deemed to be imposed upon and performed by the Bond Registrar, to the extent applicable with respect to such Replacement Bonds. If the Securities
Depository resigns and the City, the Bond Registrar or Owners are unable to locate a qualified successor of the Securities Depository, then the Bond Registrar shall authenticate and
cause delivery of Replacement Bonds to Owners, as provided herein. The Bond Registrar may rely on information from the Securities Depository and its Participants as to the names of the
Beneficial Owhers of the Bonds. The cost of printing, registration, authentication, and delivery of Replacement Bonds shall be paid for by the City. In the event the Securities Depository
resigns, is unable to properly discharge its responsibilities, or is no longer qualified to act as a securities depository and registered clearing agency under the Securities and Exchange
Act of 1934, as amended, the City may appoint a successor Securities Depository provided the Bond Registrar receives written evidence satisfactory to the Bond Registrar with respect
to the ability of the successor Securities Depository to discharge its responsibilities. Any such successor Securities Depository shall be a securities depository which is a registered
clearing agency under the Securities and Exchange Act of 1934, as amended, or other applicable statute or regulation that operates a securities depository upon reasonable and customary
terms. 5
The Bond Registrar upon its receipt of a Bond or Bonds for cancellation shall cause the delivery of the Bonds to the successor Securities Depository in appropriate denominations and
form as provided in the Bond Resolution. TIllE REFUNDING PLAN Proceeds’fiom the sale of the Bonds will be used to retire the outstanding balance of two state loan agreements (the “Loans”),
and to advance refind the callable portions of the City’s outstanding General Obligation Internal Improvement Bonds, Series 2001 -A and the City’s outstanding General Obligation Internal
Improvement Bonds, Series 2002-B,(collectively, the “Refunded Bonds”) in accordance with the following schedule: Principal Final Original Amount to be Maturity Redemption Loans KDHE
1998-2 153 KDHE 2001-2259 Amount Refunded $3,600,000 $2,086,418.71 Date 08-01 -20 -Date 10-29-10 5,000,000 3,577,224.12 08-01 -23 10-29-10 Principal Maturity Refunded Original Amount
Amount to be Dates to be Redemption Bonds Amount Outstanding Refunded Refunded -Date Series 2001-A $5,350,000 $2,130,000 $1,775,000 10-01-12 thru 10-01-16 10-01-11 Series 2002-B 1,980,000
655,000 325,000 10-01-13 thru 10-01-17 10-01-12 Principal and interest on the Series 2001-A and Series 2002-B Bonds not being refunded will be paid as scheduled by the City. The Refunding
Plan is being undertaken in order to achieve interest cost savings and restructure the City’s current debt repayment schedule. The Escrow Fund The Escrow Fund will be established pursuant
to the terms of an Escrow Trust Agreement dated as of October 15, 2010 between the City and UMB National Bank of America, Wichita, Kansas (the “Escrow Trustee”). This Escrow Fund will
contain direct obligations of the United States of America (“Government Obligations”) and cash, which will be irrevocably pledged to the payment of the Refunded Bonds. The Government
Obligations will be purchased to mature at such times and in such amounts so as to provide sufficient moneys to pay the principal of and interest on the Refunded Bonds as described in
the preceding section. Mathematical Verification The mathematical accuracy of (a) the computations made by George K. Baum & Company on the adequacy of the maturing principal and interest
earned on the Government Obligations to be purchased with the proceeds from the proceeds of the Bonds, together with uninvested funds to be held by the Escrow Trustee, in accordance
with the Escrow Trust Agreement, to provide for the payment of the maturing principal of and interest on the Refunded Bonds to and including their designated call date, and b) the yield
computations made by George K. Baum & Company supporting the conclusion by Bond Counsel that the Bonds are not “arbitrage bonds” within the meaning of Section 148 of the Internal Revenue
Code of 1986, will be verified by Robert Thomas CPA, LLC, Shawnee Mission, Kansas. 6
SOURCES AND USES OF FUNDS Funds to be used in the Refunding Plan will be provided and applied approximately as follows, exclusive of accrued interest. Sources of Funds: Bond Proceeds
Reoffering Premium Total Sources of Funds $7,860,000.00 171.993.90 $8,031,993.90 Uses of Funds: Deposit to Escrow Fund Deposit to Redemption Fund for Loan Agreements Costs of Issuance
(includes underwriters discount and rounding amount) $2,206,5 15.46 5,72 1,636.48 103.841.96 Total Application of Funds $8,031,993.90 REMAINDER OF THIS PAGE LEFT BLANK INTENTIONALLY
7
FINANCIAL OVERVIEW CITY OF SALINA, KANSAS 2010 Estimated Actual Valuation (1) 2010 Estimated Assessed Valuation (2) General Obligation Bonds (3) Population-2009 U.S. Census Bureau Estimate
General Obligation Debt Per Capita Ratio of General Obligation Debt to Estimated Actual Valuation Ratio of General Obligation Debt to Assessed Valuation Outstanding Temporary Notes Outstanding
Lease Obligations Outstanding Revenue Bonds Overlapping General Obligation Debt (4) Direct and Overlapping General Obligation Debt (5) Direct and Overlapping Debt Per Capita Ratio of
Direct and Overlapping Debt to Estimated Actual Valuation Ratio of Direct and Overlapping Debt to Assessed Valuation $2,908,872,999.00 $ 453,172,689.00 $ 60,280,000.00 46,180 $ 1,305.33
2.07% 13.30% $ 2,500,000.00 $ 30,000.00 $ 1,580,000.00 $ 57,503,441 .OO $ 120,283,441.00 $ 2,604.67 4.14% 26.54% (1) For a further description of how Estimated Actual Valuation is calculated
and additional historical figures see the section titled FINANCIAL INFORMATION -“Estimated Actual Valuation”. (2) Represents preliminary assessed valuation figures released by the Saline
County Clerk’s Office in June 2010 and used for budgeting purposes. 2010 motor vehicle valuation has not yet been released. 2009 figure was used. (3) Includes the Bonds. Does not include
bonds to be refunded with proceeds from the sale of the Bonds and other available funds of the City. (4) For a more detailed explanation of the overlapping debt of the other jurisdictions,
see DEBT SUMMARY -“Overlapping Debt”. (5) Includes outstanding general obligation bonds and temporary notes of the City and overlapping jurisdictions. 8
THE CITY OF SALINA, KANSAS Location and Size The City of Salina is located in north central Kansas, near the geographic center of the contiguous United States. It is the seventh largest
city in Kansas, with a 2009 U.S. Census Bureau estimate of 46,180. The City is the county seat for Saline County which had an estimated 2009 U.S. Census Bureau population of 54,364.
Situated at the intersection of Interstate Highways 70 and 135, the City of Salina serves as the industrial, medical, retail, trade and service hub for north central Kansas. Kansas City,
Kansas, and Wichita, Kansas, are 175 and 95 miles away, respectively, via the direct access of these two major highways. The City encompasses a total area of approximately 20.3 1 square
miles. Government The Town of Salina was organized in 1858 under the Town and Village Act in the State of Kansas. The City has had a Commission-City Manager form of government since
1921. The Commission comprises five members elected at-large. Each year the Commission chooses one member to act as Mayor. The City Manager is appointed by the Governing Body and acts
as its primary agent in accordance with state statute. Other city officers and employees are appointed by the City Manager. The Governing Body is responsible for the policy determination,
and the City Manager is responsible for the administration of the municipal government. Salina became a City of the first class on July 9, 1920. There are no organized city employee
unions. The present elected oficials of the City, along with the expiration of their current terms of office, are as follows: Name Aaron Peck Samantha Angel1 Norman Jennings Tom Arpke
M. Luci Larson. -Title Term ExDires Mayor 201 1 Vice Mayor 2013 Commissioner 2013 Commissioner 201 1 Commissioner 201 1 KPERS Retirement Svstem The City participates in the Kansas Public
Employees Retirement System (KPERS) which was established by the 1961 Kansas Legislature. There q e approximately 260,000 current and former public employees in Kansas who are members
of KPERS. These members represent over 1,500 state and local agencies and include the state, all counties, all unified school districts, community junior colleges, area vocational technical
schools, various cities, and other instrumentalities. All of the City’s full-time employees are covered by the KPERS program. The purpose of the KPERS program is to provide an orderly
means of financing the pension benefits of retiring public employees and to extend life insurance coverage, long-term disability and service connected death and disability benefits to
members and their beneficiaries. Employees of the City hired prior to July 1, 2009 are Tier 1 members and those employed in covered positions on or after July 1, 2009 are Tier 2 members.
Employee contributions are fixed by statute at 6% of gross compensation (4% for Tier 1 members). The City’s contribution may fluctuate depending on the funding needs of KPERS and the
action of the Kansas Legislature. For 2010, the City’s contribution will be 7.14% of each employee’s gross salary. The City has established membership in the Kansas Police and Fire Retirement
System for its police and fire personnel. Benefits are determined by total years of service and final average salary. The State of Kansas administers the plan. An actuarial study is
made annually and the City’s annual contribution is adjusted to meet current fund requirements. Payment of employee retirement benefits is the sole responsibility of KF’&F. Currently
the City contributes 16.05% of employees’ gross compensation, and the majority of employees contribute 7.0% of their gross salary. 9
Population The City of Salina has a population that is approaching metropolitan area status. This is defined by the U.S. Census Bureau as cities with 50,000 inhabitants or more. According
to the U. S. Census Bureau, the City’s citizens had a median age of 36.5 years in 2007. The following table and graph show the population for the City for selected years as provided
by the U.S. Census Bureau. Year 2009 2008 2007 2006 2005 U.S. Census Bureau Population 46,180 45,998 46,025 45,898 45,907 Police and Fire Protection The City of Salina provides police
and fire protection services to residents of the City and surrounding areas. Firefighting services are provided from four stations located throughout the City with 92 full-time firefighters.
The fire department operates 36 vehicles and provides emergency medical services. The police department employs approximately 8 1 full-time police officers and operates 37 police vehicles,
including patrol vehicles, motorcycles, and Cushmans. Economic Characteristics The City of Salina benefits from its location at the junction of Interstate Highways 70 and 135. This convenient
location has drawn numerous national and regional companies to open manufacturing or distribution centers in or adjacent to the City. Such companies include Schwan’s Global Supply Chain,
Inc., Salina Vortex, GeoProbe, Bergkamp, Kasa Industrial Controls, Premier Pneumatics, Great Plains Manufacturing, PKM Steel, Crestwood Cabinets, McShares, Inc., Pepsi Cola, ElDorado
Bus, Exide Battery, Advance Auto Parts Distribution Center, and Philips Lighting. Currently, manufacturing, retail trade, and service industries rank as the three primary employers in
the City. No single industry is dominant. The government sector and wholesale trade industries make up the second tier of Salina employers. The City serves as a 24-county regional trade
center for north central Kansas. Many individuals and businesses within a 70-mile radius travel to the City to purchase consumer goods and services. This designation as a regional trade
center is supported by the fact that Saline County had the seventh highest “trade pull factor” of all Kansas counties in 2008 according to Kansas State University. Trade pull factor
is measured by dividing the county sales tax collections per capita by the average statewide sales tax per capita. As of. December 31, 2009, over 80 businesses and organizations at the
Salina Municipal Airport and Airport Industrial Center employed over 4,000 employees with a combined payroll in excess of $150 million. In July 2010, the Kansas Department of Labor estimated
the civilian labor force in the City of Salina to be 26,764 persons. The U.S. Census Bureau determined that in 2000 the median household income for the City was $36,066 and owner-occupied
housing rates in the City were 66.1%. Saline County is located in the center of one of the most productive agricultural areas in the United States. In 2007-2008, 750 farms were located
on 430,000 acres. Farm crops were valued at over $38 million harvested on 210,910 acres. Cattle and milk produced was valued at over $19 million. Salina is a city centered more on industry
than agriculture. Currently, there are approximately 100 manufacturing and processing companies located in the City. The City, Saline County, the Chamber of Commerce, and the Salina
Airport Authority have developed several economic incentives which can be offered as inducements to opening industrial facilities. These include property tax abatement for basic industry,
the waiving of building permit and inspection fees, refunding of sales tax paid on machinery and equipment, and providing training for 10
employees through the Salina Area Technical College and the Kansas State University at Salina. Additionally, a “build-to-suit-tenant’’ agreement is available on sites in the Airport
Industrial Center that can provide 100% financing for land and building costs. Income The following table shows the per capita personal income for residents of Saline County and the
State ’ during the years indicated: Saline State of Year County Kansas 2008 $38,699 $38,886 2007 37,284 37,414 2005 32,672 33,136 2004 3 1,390 3 1,922 2006 36,133 35,764 . Source: Kansas
Statistical Abstract, 2009 Buildinp Permits Issued Building permits issued by the City currently maintain steady levels. This table reflects both private developments as well as the
expansion to the educational facilities in the community. The five-year history of the total value of permits issued is: Year 2009 2008 2007 2006 2005 -Value 18,276,022 32,63 1,35 1
21,542,984 2 1,688,263 $12,192,481 , The Salina Airport Authority The Salina Airport Authority is a body corporate and politic. The Authority was created by the City of Salina in April
1965 pursuant to the authority granted by the City by the surplus property and public airport authority act of the State of Kansas. The Authority was created forthe purpose of accepting
as surplus property portions of the former Schilling Air Force Base, which was closed by the United States Department of Defense in June 1965. By quitclaim deed the Authority received
over 2,900 acres of land and numerous buildings for the purpose of operating and developing the Salina Municipal Airport and the Salina Airport Industrial Center. The Authority is managed
and controlled by a five-member Board of Directors appointed by the Salina City Commission. The Salina Municipal Airport is the only commercial service airport serving SalindSaline County
and the 24-county area, which comprises North Central Kansas. The Airport also services the corporate, business, private aviation and flight training needs of industry, business and
individuals in the area. The Airport is also used by Kansas State University at Salina (KSUS). The campus of KSUS is located adjacent to the Airport. The University offers degrees in
professional flight training, a i h e and power plant maintenance, and avionics technology. Scheduled air service is provided by SeaPort Airlines. The airline offers weekday and weekend
flights to the Kansas City International hub. During 2009, the Airport enplaned 2,839 passengers and also accommodates a wide variety of aircraft including business jets, military, flight
training and general aviation aircraft. During 2009, the Salina Air Traffic Control Tower logged over 65,062 aircraft operations serving the needs of over 7,000 business jets, the professional
flight training department of University at Salina, general aviation and military aircraft. The two fixed base operators on the field at Salina specializing in aviation fuel delivered
over 2.48 million gallons of fuel to the wide variety of aircraft utilizing the Airport during 2009. 11
The Salina Municipal Airport and Airport Industrial Center is home for over 80 businesses and organizations. Forty-five of the businesses and organizations are tenants of the Authority.
One of the primary functions of the Authority is to facilitate the continued growth of jobs and payroll at the Airport and Airport Industrial Center. The Authority works in partnership
with the City of Salina, Saline County, and the Salina Area Chamber of Commerce, and the Kansas department of Commerce for the retention of existing business and industry and the recruitment
of new business and industry. Maior EmDlovers Industrial development during the past ten years has established a broad, industrial base in and around the City. A list of the major employers
is as follows. All figures represent total full-time employment excluding seasonal and part-time employees. Estimated Name Product/Business Employment Schwan’s Food Management Frozen
Pizza 1,600 Salina Regional Health Center Health Care 1,286 Exide Technologies Battery Manufacturer 750 Great Plains Manufacturing Agricultural & Landscaping Equipment . 650 City of
Salina City Government 500 Sunflower Bank Financial Institution 500 Philips Lighting Company Fluorescent Lamps 500 Wal-Mart Discount Retail 400 Dillons Stores Grocery 385 Unified School
District No. 305 School System 1,512 Source: Salina Chamber of Commerce Unemplovment Rate According to the Kansas Department of Labor, the following table shows the annual unemployment
rate trend for the City of Salina and the State of Kansas. city of -Year Salina 2010 (August) 5.9% 2009 5.7 2008 3.9 2007 3.6 2006 3.9 State of Kansas 6.7% 6.7 4.4 4.1 4.4 Education
The City of Salina has a very complete and diverse educational system from the primary level up to its higher educational institutions. Unified School District No. 305 provides public
education through its eight elementary, two middle, and two senior high schools. The District also operates alternative education, vocationaltechnical, and special education schools.
Current enrollment is over 7,000. Additionally, there are a number of parochial institutions that operate two grade schools, two junior high schools, and one senior high school: A military
school is located in the City and operates both a grade school and high school. The City is home to five regional or private upper-level specialty schools. The Kansas Highway Patrol
has a training academy located in Salina. One public library with over 230,000 volumes, two college libraries, a medical library, and a law library are located within the City. 12
Kansas State Universitv at Salina The University offers a variety of two-and four-year aviation and technology degree programs. Areas of emphasis include civil, electrical and mechanical
engineering technologies, aeronautical studies, and avionics. The campus is located entirely within the boundaries of the Salina Airport Industrial Center. Approximately 930 students
are currently enrolled in the school. Kansas Weslevan University Kansas Wesleyan University was founded in 1886 and is located within the City. Currently, Kansas Wesleyan maintains an
enrollment of approximately 800 students, the majority from Kansas and surrounding states. The school, based on a liberal arts foundation, offers more than 27 major programs, including
graduate studies. Evening degree completion programs for adults are also available. Kansas Wesleyan is a member of the Associated Colleges of Central Kansas, a consortium of six academic
institutions within 70 miles of the University through which students may enroll in courses and utilize resources. Transportation In addition to 1-70 and 1-135, US-81 and US40 also intersect
Salina. Several freight companies provide motor freight service in Salina with direct and connecting schedules to all cities in the United States. Bus service is available at regular
intervals during each day in all directions. Union Pacific gives the City rail service in four directions out of the City and provides daily package-car service in and out of Salina.
There are approximately 8 daily freights stopping in the City. Existing terminals have adequate capacity to handle present and greatly increased future capacity. Approximately 30 miles
of storage tracks are available. The City is served by the Salina Municipal Airport and scheduled air service is provided by SeaPort Airlines, offering weekday and weekend flights to
the Kansas City and Denver. Utilities and Infrastructure Westar Energy supplies electricity and Kansas Gas Service provides natural gas to the City. The City owns its own water and sewage
system. Additionally, the City is responsible for street maintenance and police and fire protection for the Airport. SBC provides telephone service. Two cellular phone companies provide
service to the City. Health Facilities The City is served by Salina Regional Health Center ("SRHC"), a 330-bed regional facility divided between two Salina campuses. SRHC is an acute
care facility for the diagnosis and treatment of all types of diseases and conditions, and includes a cancer treatment center and two medical office buildings. The institution is also
a 50% partner in a separate surgical hospital adjacent to the Asbury campus of SRHC. Several other facilities providing mental health services, counseling, and alcohol and drug dependency
treatment programs are located in the City. Financial Institutions I Nine banks operating a total of 14 different facilities are located in the City. Five banks are headquartered in
the City and reported combined deposits in excess of $1.97 billion as of December 31,2009. Two savings banks have branch offices in the City. 13
Other Information Public recreation facilities available to city residents include 27 parks, a golf course, baseball/sofiball fields, a swimming pool, an art center, a community theater,
a museum, tennis courts, and ice and roller skating facilities. Two private clubs provide additional recreational opportunities for residents of the City. Kenwood Cove, a $12.5 million
aquatic park, opened in May 2010. The Bicentennial Center, a 7,500-seat facility, with over 40,000 square feet of exhibit space, nicknamed “Mid-America’s Meeting Place”, provides a venue
for the region’s numerous concerts, exhibitions, conventions, and other events are also held in the Center. There are several radio stations in the City. Five standard television stations
from Wichita serve the Salina area. Additionally, Cox Communications provides cable television and broadband internet service to subscribing customers. DEBT SUMMARY Current Indebtedness
The following is an overview of the City’s outstanding indebtedness by classification as of the dated date of the Bonds. Figures do not include bonds for which payment has been provided
through the creation of designated escrow accounts. General Obligation Bonds: Date Issued 07-1 5-01 07-15-02 07-1 5-03 05-01-04 07-15-04 07-15-05 03-1 5-06 07-1 5-06 06-15-07 07-15-08
12-1 5-08 07-15-09 05-01 -10 10-15-1 0 -Series 2001-A 2002-B 2003-A 2004-A 2004-B 2005-A 2006-A 2006-B 2007-A 2008-A 2008-B 2009-A 20 10-A 20 10-B Purpose Internal Improvements Internal
Improvements Internal Improvements Refunding Internal Improvements Internal Improvements Internal Improvements Internal Improvements Internal Improvements Internal Improvements Internal
Improvements Internal Improvements Refunding & Improvement Refunding Amount of Issue $ 5,350,000 1,980,000 4,350,000 5,585,000 4,053,000 4,2 10,000 2,200,000 885,000 6,545,000 3,720,000
3,525,000 23,695,000 6,875,000 7,860,000 Final Maturity 10-01-11 10-01-12 10-0 1-1 8 08-01 -1 5 10-01 -19 1 0-0 1 -20 10-01-26 10-01 -21 10-01 -27 10-0 1-23 07-0 1-28 10-01 -29 10-0
1-25 10-01-23 Amount Outstanding* $ 355,000 330,000 2,085,000 1,585,000 1,770,000 2,535,000 1,760,000 605,000 5,450,000 3,250,000 3,525,000 22,295,000 6,875,000 7.860.000 $60,280,000
*Excludes principal payments made October 1,2010 and bonds refunded with proceeds from the sale of the Bonds. A portion of the City’s outstanding general obligation bonds are payable
from special assessments levied upon properties benefited by certain internal improvement projects and transfers from enterprise funds of the City. If such payments are not provided
in a timely manner, the principal of and interest on the bonds must then be paid from the City’s ability to levy unlimited ad valorem taxes. See FINANCIAL INFORMATION -“Special Assessments”
for a further description of special assessment financing. The City has a practice of issuing its general obligation debt with level annual principal payments over a period of ten or
fifteen years, depending on the nacre and size of the projects being financed. Exceptions to this practice have been made for special projects. 14 .
Temporary Notes: Temporary notes represent general obligation indebtedness payable ultimately from the City’s ability to levy unlimited taxes upon all taxable tangible property within
its territorial limits. The City customarily redeems temporary notes with proceeds from the sale of long-term general obligation bonds or other available funds. Final Original Date Amount
Outstandine, Date Maturity Note Amount Proiect Series Issued -Street, Water, and Sewer 2010-1 05-01 -1 0 08-01-1 1 $2,500,000 $2,500,000 State Loans: As of the closing date of the bond
issue, the City will have no outstanding state loans. Revenue Bonk: Revenue bonds are payable solely from the net revenues derived by the City from the operation of its combined water
and sewage system. Revenue bonds do not represent a general obligation indebtedness of the City for which the City’s taxing ability has been pledged. Date Amount Final Amount Issued
Purpose of Issue Maturity Outstanding 08-0 1-02 Refunding $6,790,000 09-01-12 $1,580,000 Lease Purchose Obligations: Original Date Maturity Principal Amount Golf Carts 04-0 1-09 07-01-1
1 $30,000 $30,000 Proiect Issued -Date Amount Outstanding Overlapping Debt According to the Saline County Clerk’s office, the following table shows the overlapping general obligation
indebtedness of the City. The percent of an overlapping jurisdiction’s debt that is applicable to the City is calculated by dividing the asseked valuation of that portion of the jurisdiction’s
boundaries which overlap those of the City by the total assessed valuation of such jurisdiction. All debt outstanding is as of October 15,2010. Amount Estimated Share of the City Jurisdiction
Outstanding Amount Percentaee U.S.D. No. 305 $47,870,000 $44,508,132 92.98% Saline County 145,000 110,310 76.08 Salina Airport Authority 12,885,000 12.885.000 100.00 $57,503,441 Historical
Debt Information The following table shows historical balances of outstanding general obligation bonds for the City during the most recent five-year period. Bonds Debt to Debt to . us.
Debt Outstanding Assessed Estimated Actual Census Per Year December 31 Valuation 2009 $52,900,000 11.81% 2008 3 1,645,000 7.01 2007 27,650,000 6.24 2006 24,165,000 5.64 2005 24,160,000
6.01 Valuation Population Capita 1.83% 46,180 $1,145.52 1.09 45,998 687.96 0.98 46,025 600.76 0.89 45,898 526.49 0.96 45,907 526.28 15
Annual Debt Pavments The following is a list of annual debt service requirements for the City’s currently outstanding general obligation bonded indebtedness. All amounts are rounded
to the nearest whole dollar. Excludes principal and interest payments due October 1,2010. Year 201 1 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028
2029 Outstanding Bonds Principal $ 5,300,000 5,070,000 4,980,000 4,645,000 3,835,000 3,665,000 3,765,000 3,880,000 3,735,000 2,030,000 1,905,000 1,920,000 . 1,845,000 1,655,000 1,290,000
935,000 860,000 720,000 385,000 $52,420,000 Interest $ 2,087,588 1,849,814 1,656,086 1,465,646 1,308,054 1 , 1 71,526 1,029,166 861,641 687,42 1 5 5 5,544 478,261 404,101 327,176 25
1,983 183,85 1 128,875 87,326 48,888 ’ 16.363 $14,599,3 10 Series 2010-B Bonds Principal Interest $ 500,000 $ 159,196 850,000 925,000 925,000 925,000 925,000 565,000 525,000 550,000
425,000 300,000 3 10,000 135,000 0 0 0 0 0 0 $7,860,000 163,138 146,138 127,638 109,138 90,638 72,138 59,425 43,675 3 1,300 20,675 12,575 4,050 0 0 0 0 0 0 $1,039,724 Total $ 8,046,784
7,932,952 7,707,224 7,163,284 6,177,192 5,852,164 5,431,304 5,326,066 5,016,096 3,041,844 2,703,936 2,646,676 2,3 11,226 1,906,983 . 1,473,851 1,063,875 947,326 768,888 40 1,363 $75,919,034
-Future Indebtedness The City annually prepares and adopts a five-year capital improvements plan. This plan identifies and prioritizes potential capital improvement projects within the
City and includes the respective funding sources. Based on the City’s last capital improvements plan, the total cost of projects the City anticipates undertaking between now and 2014
is approximately $91.1 million, of which approximately $6.9 million is anticipated being financed through general obligation bonds. Borrowing requirements described above do not include
future subdivision improvement projects financed with general obligation special assessment temporary bonds. The City typically undertakes such projects after receiving and reviewing
a valid petition from property owners. ’ See FINANCIAL INFORMATION -“Special Assessments”. The City currently anticipates issuing water and sewer utility revenue bonds in 201 1 to fund
approximately $1 1 million of improvements to its wastewater system. The City has been involved with ongoing discussions concerning contamination in certain areas within the boundaries
of the Salina Airport Industrial Center. This contamination was caused by activities occurring prior to 1964, when the site served as the Shilling Air Force Base. The City, the Salina
Airport Authority, and other local governmental entities are pursuing federal funds to clean up the affected areas. In the event funding cannot be secured in a timely fashion or in sufficient
amounts, it may be necessary for the City to issue debt to relocate certain water wells. The exact timing and amount, if any, of such borrowing cannot be determined at this time. If
City borrowing is necessary for this project, it is anticipated that utility revenue bonds will be the first type of debt considered. Debt Payment Record The City has always met principal
and interest payments on all outstanding bonds and temporary notes when due and payable. 16
Legal Debt Limits Cities within Kansas are permitted to issue bonds in an aggregate amount not to exceed 30% of the total assessed valuation of the city. Bonds issued for the purpose
of improving, acquiring, enlarging, or extending municipal utilities, including storm and sanitary sewer systems; bonds issued to pay the cost of improvements to intersections and streets
in front of city or school district property; bonds for bridges as authorized by a vote of the electors of a city; bonds issued to refund outstanding bonds; and bonds payable from revenue
sources other than the general taxing authority of the city are not included in total aggregate debt for purposes of computing a city’s debt 1 imitation. FINANCIAL INFORMATION Financial
Statement Summarv The following is a summary of the combined revenues, expenditures, and fund balances for the City’s General Fund for the most recent available years as shown in the
City’s Comprehensive Annual Financial Reports. This summary has not been prepared or reviewed by the City’s auditor. Revenues: Property Taxes Other Taxes Intergovernmental Charges for
Services Investment Revenue Miscellaneous Total Revenues =. SalesTax Expenditures: General Government Public Safety Public Works Public Health and Sanitation Culture and Recreation Planning
and Development Capital Outlay Total Expenditures Revenues Over (Under) Expenditures Other Sources (Uses) Net Change in Fund Balance Fund Balance January 1 Prior Period Adjustment Fund
Balance January 1 Restated Fund Balance December 3 1 I Audited -2005 $ 2,731,138 10,555,924 2,717,427 859,399 5,387,774 176,808 3 8 5.25 3. $22,813,723 $ 2,485,060 10,621,702 4,536,631
892,110 2,074,639 1,328,376 828.996 $22,767,5 14 $ 46,209 -290,553 $ -244,344 $ 7,3 11,303 0 $ 7,311,303 $ 7,066,959 Audited -2006 $ 2,572,355 .11,136,946 4,137,911 1,360,583 5,661,733
43 1,349 438,576 $25,739,453 $ 2,486,348 11,138,545 4,73 1,851 1,001,135 2,130,694 1,598,084 1.375,638 $24,462,295 $ 1,277,158 $ 1,157,770 $ 7,066,959 0 $ 7,066,959 $ 8,224,729 -119.388
Audited -2007 $ 2,214,508 1 1,47 1,629 4,445,154 1,040,593 5,479,483 428,197 5 17.447 $25,597,011 $ 2,573,188 12,550,089 $1 10,274 1,072,012 2,322,893 1,565,062 807,691 $26,00 1,209
$ -404,198 -489,900 $ -894,098 $ 8,224,729 0 $ 8,224,729 $ 7,330,631 , Audited -2008 !$ 2,546,938 11,985,856 4,685,105 91 1,305 5,793,253 244,769 496,742 $26,663,968 !$ 3,336,261 14,070,189
5,239,844 1,109,794 2,297,43 1 2,087,685 630,178 $28,77 1,382 $ 2,107,414 806,306 $ -1,301,108 $ 7,330,631 . 0 $ 7,330,631 $ 6,029,523 Note: The City’s 2009 audited financial statements
were not completed as of the date of this Official Statement. Preliminary unaudited statements, which are prepared on a cash basis, indicate a decrease in the general fund ending balance
of approximately $400,000. 17
Assessed Valuation According to the Saline County Clerk’s Ofice, the following table gives the assessed valuation of the City in the years indicated. -Year 2010 (2) 2009 2008 2007 2006
2005 2004 2003 2002 2001 Real Estate $367,622,233 358,979,211 356,678,7 12 342,045,389 32 1,695,326 296,537,399 2823 17,284 277,456,813 267,175,443 254,343,715 Personal Propertv (1)
$2 1,005,625 24,760,806 28,373,980 34,507,464 39,691,690 38,662,356 35,4 10,526 35,386,133 35,093,154 31,823,431 State Ass e s s ed Utilities $14,214,579 13,730,609 14,929,456 16,175,634
16,530,171 17,624,030 17,334,372 15,750,780 14,866,008 14,847,520 Motor Vehicle $50,330,252 50,330,252 51,35 1,656 50,548,706 50,55 1,299 49,367,870 48,687,12 1 46,679,292 45,965,839
43,248,108 Total Assessed Valuation $453,172,689 447,800,878 45 1,333,804 443,277,193 428,468,486 402,191,655 383,949,303 375,273,018 363,100,444 344,262,774 (1) Beginning in 2007, certain
types of personal property were removed from the tax rolls. See footnote (3) to the table in FINANCIAL INFORMATION -“Property Assessment Rates”. (2) Represents preliminary assessed valuation
figures released by the Saline County Clerk’s Office in June 2010 and used for budgeting purposes. 2010 motor vehicle valuation has not yet been released. 2009 figure was used. Estimated
Actual Valuation Based on assessment percentages provided by Kansas Statutes, real estate equalization ratios provided by the Kansas Department of Revenue (see FINANCIAL INFORMATION
-“Property Assessment Rates”), and estimated actual valuation figures provided by the Saline County Appraiser’s Office, the following table provides estimated actual valuations for the
City in the years indicated. Year 2010 (Est.) 2009 2008 2007 2006 2005 2004 2003 2002 2001 Residential Real Estate Equalization Ratio not available 11.67% 11.66 11.68 11.22 11.16 1 1.47
11.50 1 1.65 11.44 Estimated Actual Value $2,908,872,999 2,893,359,541 2,9 14,775,730 2,833,709,391 2,719,391,025 2,529,377,135 2,427,448,947 2,368,264,683 2,296,900,695 2,182,563,473
Special Assessments The City has pursued a policy of utilizing special benefit districts to assign the cost of certain internal improvement projects to the property that directly benefits
from the construction. Kansas statutes allow for the creation of special benefit districts to pay for the cost of a variety of improvements including street construction, storm water
drains, sanitary sewer system improvements, street lighting, water system improvements, recreational facilities, flood control projects, bridges, and parking facilities. The City has
typically utilized special benefit districts to pay for the costs associated with constructing streets, sidewalks, curbs, gutters, and lighting in new residential developments within
the City. When a developer requests the use of Special Assessments to finance public improvements, the City requires that they pay 20% of the estimated cost of the project in cash, or
file a letter 18
of credit equivalent to 35% of the estimated cost of the project. The letter of credit is released when Certificates of Occupancy have been issued for 35% of the lots in the development.
Special benefit districts have also been created to pay for the cost of improvements to streets and sidewalks in the City’s downtown area. The creation of special benefit districts,
the determination of property benefited, and the method of allocating the cost of the improvement is at the discretion of the City. Property owners have the ability to suggest improvements
through a petition process and to comment on the final amount of their assessment. The City may or may not be included as part of the special benefit district. All property owners have
the option to pay their portion of the improvement cost with a one-time payment during a 30-day assessment prepayment period or pay in annual installments with interest over a certain
number of years. Upon completion of the special benefit district improvement projects and a 30-day prepayment period, the City issues general obligation bonds to provide for permanent
project financing. The payment of the principal of and interest on such bonds is paid from the special assessments levied annually on the benefited property. Special assessments are
paid at the same time and in the same manner as ad valorem property taxes. If at any time the special assessments received from the property owners are insufficient to provide for’the
payment of the principal of and interest on the bonds, the City is obligated to provide for the balance of such payments through its ability to levy unlimited ad valorem property taxes.
Lawest Taxpavers According to the Saline County Clerk’s Office, the following table lists the largest taxpayers in the City, their 2009 assessed valuations, and the percentage each taxpayer
comprised of the total assessed valuation of the City. Yo of Type of Assessed Total Company Business Valuation Valuation Schwan’s Sales (Tony’s Pizza) Frozen Pizza $10,144,446 2.27%
IPOFA Salina Central Mall LLC Regional Shopping Center 8,704,250 1.94% Salina Regional Health Center Hospital and Medical Offices 5,584,46 1 1.25% Westar Energy Utility 5,191,056 1.16%
Wal-Mart Stores Discount Retail 3,813,855 0.85% Gateway Adams Inc. (Midstate Plaza) Shopping Center 3,556,009 0.79% Kansas Gas Service Utility 3,499,873 0.78% Southwestern Bell Telephone
Utility 3,455,419 0.77% Sunflower Bank Financial Institution 2,749,200 0.61% Great Plains Manufacturing Agricultural Equipment 2,526.984 0.56% $49,225,553 10.99% Tax Collections Tax
statements are mailed November 1 each year and may be paid in fill or one-half on or before December 20 with the remaining one-half due on or before May 10 of the following year. Taxes
that are unpaid on the due dates are penalized at a statutorily prescribed rate until paid or until the property is sold for taxes. Real estate bearing unpaid taxes is advertised for
sale in July of each year and is sold by the County for taxes and all legal charges on the first Tuesday in September. Properties that are sold and not redeemed within two years after
the tax sale are subject to foreclosure sale, except homestead properties which are subject to foreclosure sale after three years. Personal property taxes are assessed, due and may be
paid in the same manner as real estate taxes. Motor vehicle property taxes are based on valuations provided by the Kansas Department of Revenue and the county average tax rate for the
county in which the vehicle is registered. Motor vehicle taxes are payable to the county treasurer at the time of the.vehicle’s annual registration. Vehicle registration dates are assigned
by the State in a manner such as to equal registration over a twelve-month period. Motor vehicle taxes are distributed by the county to the state, city and other taxing jurisdictions
based on their proportionate tax levies. Delinquent personal and motor vehicle taxes are penalized at the same rate as delinquent real property taxes. 19
The following is a summary of tax collections for the years shown. Current Current and Delinquent Tax Collections Tax Collections Amount YO Amount Y O 10,119,876 97.6 9,209,900 97.6
8,907,754 98.6 8,470,007 99.9 8,130,384 100.5 7,898,723 99.8 7,612,263 99.5 7,294,560 99.8 6,634,732 98.9 $9.827.807 933% $9,971,074 9K9% Rate 25.855 -Levy . Tax Taxes Year Levied 2009*
$ l o r n 0 1 2008 2007 2006 2005 2004 2003 2002 2001 2000 25.886 23.959 23.789 23.999 24.063 24.013 24.092 24.365 24.876 10;369;087 9,432,248 9,029,080 8,478,392 8,085,633 7,901,005
7,654,034 7,306,926 6,702,087 9;825;122 8,941,650 8,648,305 8,223,308 7,894,O 14 7,668,663 7,390,547 7,082,098 6,488,562 94.8 94.8 95.8 97.0 97.6 97.1 96.6 96.9 96.8 *Collections as
of August 31,2010 Sales Tax Sales tax collections are the responsibility of the Kansas Department of Revenue. The Department of Revenue distributes the local option countywide and citywide
sales taxes on a monthly basis. Countywide sales taxes are distributed between the levying county and the cities located within the county based on population and relative tax levies.
Citywide local option sales taxes are distributed solely to the levying city. Statewide sales taxes are retained entirely by the state. The total sales tax for goods and services in
the City is 8.20%, which consists of 6.3% imposed by the State, 1% countywide local option sales tax, and .90% citywide local option sales tax. In 1982 the voters of Saline County, in
accordance with Kansas statutes, approved a 1% countywide local option sales tax. In 1992 voters of the City approved a local option S O % citywide sales tax for purposes of helping
fund general operations expenditures of the City. In November 1998, voters within the City approved an additional .25% restricted local option sales tax to be collected through June
1,2004 and distributed to Unified School District No. 305 to fund educational technology. The voters renewed the .25% local option sales tax and are now using those collections for various
city capital improvements. . In November 2008, voters in the City of Salina approved a .40% citywide retailers dedicated sales tax to pay the costs of various City capital improvements
including constructing, operating and maintaining a $12.5 million aquatic park. The .40% sales tax replaced the 2004 .25% sales tax on April 1,2009 and terminates ten years after its
commencement. The City of Salina deposits sales tax receipts from its 1992 tax into its General Fund. Sales tax receipts are used for funding general operating expenditures of the City
and capital improvement projects. The following table lists the local-option sales tax receipts of the City of Salina in the years indicated: 2004 2008 1992 .25% Citywide -40% Citywide
SOYO Citywide Local Option Local Option Local Option -Year Sales Tax Receipts Sales Tax Receipts Sales Tax Receipts 2005 $2,292,573 0 $4,585,147 2006 2,4 17,184 0 418341368 2007 2,483,734
0 . 4,967,468 2008 2,588,731 0 5,177,462 2009 $3,379,938 (1) 4,987,415 2010 (thru Mar) 0 1,143,711 1,245,673 City’s Portion of 1 YO Countywide Local Option Sales Tax Receipts $5,995,152
6;302;579 6,504,160 6,808,395 6,703,839 1,640,117 (1) The 2008 .40% sales tax became effective April 1,2009, at which time the 2004 sales tax stopped. This figure is the combined total
receipts of the 2004 sales tax and the 2008 sales tax for 2009. Source: City Clerk 20
Tax Levies The City may levy taxes in accordance with the requirements of its adopted budget. The County Clerk determines property tax levies based upon the assessed valuations provided
by the Appraiser and spreads the levies on the tax rolls. The following table gives the total tax levies for all taxing jurisdictions per $1,000.00 assessed ,valuation of the City for
the last five years. Jurisdiction City of Salina Salina Library State Education & Other Unified School District No. 305 Auport Authority Central Kansas Extension District Saline County
Total Budgeting Procedures 2005 Levy for 2006 Budget 23.999 5.325 1.500 2.941 1.194 28.579 55.182 118.720 , 2006 Levy for 2007 Budpet 23.789 5.180 1.500 55.252 2.877 1.169 27.955 1 17.722
2007 Levy for 2008 Budget 23.959 5.242 1.500 , 54.990 2.877 1.156 27.435 117.159 2008 Levy for 2009 Budget 25.886 5.419 1 s o 0 58.547 2.877 29.347 124.75 1 1. i75 2009 Levy for 2010
Budget 25.855 5.413 1 s o 0 58.495 4.315 1.173 3 1.303 128.054 Applicable Kansas statutes require that budgets be legally adopted for all hnds (including debt service and enterprise
funds) unless exempted by a specific statute. All budgets are prepared utilizing the modified accrual basis further modified by the encumbrance method of accounting. For example, commitments
such as purchase orders and contracts, in addition to disbursements and accounts payable, are recorded as expenditures. The statutes provide that the budget for the succeeding calendar
year must be prepared on or before August 1 and published on or before August 5 of each year. A public hearing is required to be held on or before August 15, with the final budget being
adopted on or before August 25 of each year. Original appropriations may be modified by supplemental appropriations and transfers among budget categories. The City Commission must approve
all significant changes. Kansas law prohibits cities and other governmental units from creating indebtedness unless there is money on hand in the proper fund and unencumbered by previous
commitments with which to pay the indebtedness. The execution of a contract, or the issuing of a purchase order, automatically encumbers the money in the fund for the payment of the
amount represented by the commitment. It makes no difference that the amount may not have to be paid until more moneys are in the fund or until the following year. An exception to this
cash basis law is the issuance of debt, in the form of bonds, notes, or warrants, pursuant to statutory authority, referendum or by the State Board of Tax Appeals. In the event debt
is issued, funds need not be on hand for future payments. Apmaisal and Assessment Procedures The determination of appraised and assessed valuation and the collection of property taxes
for all political subdivisions in the State of Kansas are the responsibility of the various counties. The Saline County appraiser annually determines the appraised valuation of property
located in the City. The appraiser’s determination is based on a number of criteria established by Kansas’s statute. All property, with the exception of agricultural land, is appraised
based on estimated fair market value. Agricultural property is appraised based on productivity value. Kansas statutes require that each parcel of real property be reviewed and inspected
by the county appraiser once every four years for taxation purposes. Once appraised valuations have been determined, they are multiplied by the .applicable statutory assessment rates
to arrive at the assessed valuations. The total assessed valuation is then used to establish property tax rates. 21
Propertv Assessment Rates In order to determine the assessed valuation of a parcel of property for taxation purposes, the county appraiser multiplies the appraised value of the parcel
by the applicable assessment rate. Current property assessment rates were established in 1986, effective in 1989, and slightly modified in 1992. The most significant 1992 modifications
involved lowering the assessment rate on commercial and industrial real property from 30% to 25% and on residential property from 12% to 11.5%. The following table shows the current
assessment rates for the different classes of taxable tangible property within the State of Kansas. Real Property: Residential 11.5% Commercial and Industrial-Real Property 25.0 Agricultural
Land (1) 30.0 Agricultural Improvements 25.0 Vacant Lots 12.0 Not-for-Profit (2) 12.0 All Other 30.0 Mobile Homes 11.5% Mineral Leaseholds (large) 30.0 Mineral Leaseholds (small) 25.0
Commercial & Industrial Machinery & Equipment 25.0 All Other 30.0. Railroads federally mandated rate All Other Public Utilities 33.0% Motor Vehicles: 20.0% Prouertv Exempt: Personal
Propertv: (3) Utilities: Property used for the following purposes, or portions thereof, are exempt from taxation provided certain statutory requirements are met: religious, educational,
literary, scientific, benevolent, alumni associations, veterans’ organizations, or charitable purposes, including parsonages and community service organizations providing humanitarian
services. (1) Agricultural land is valued based on the productivity value of the property and not estimated market valuation. (2) A bill passed by the Kansas Legislature in 1994 clarified
this class of property to include all property owned and operated by not-for-profit organizations not subject to federal income taxation pursuant to paragraphs (2), (3), (4), (7), (8),
or (10) of Subsection C of Section 501 of the federal internal revenue code. This bill specifically established that private, not-for-profit country clubs would be assessed at 12% for
all land that does . not accommodate buildings or improvements. (3) The 2006 Kansas Legislature exempted from all property or ad valorem property taxes levied under the laws of the State,
all commercial, industrial, telecommunications, and railroad machinery and equipment acquired by qualified purchase or lease after June 30, 2006 or transported into the State after June
30, 2006 for the purpose of expanding an existing business or creation of a new business. Equalization Ratios Annually, the Property Valuation Division of the Kansas Department of Revenue
conducts a study to compare the assessed valuation of real property to estimated market value based on property sale prices. The study derives an equalization ratio which, when divided
into assessed valuation, provides a means to approximate actual market value. According to the 2009 Kansas Appraisal/Sales Ratio Study, the equalization ratio for residential real property
in Saline County was 1.1.67%, and commercial and industrial property was 22.70%. 22
LEGAL MATTERS Legal matters incident to the authorization, issuance, and sale of the Bonds by the City and the tax-exempt status thereof are subject to the approval of Gilmore & Bell,
P.C., Kansas City, Missouri, Bond Counsel, whose approving opinion accompanies the Bonds. The opinions are dated and given on and speak only as of the date of original delivery of the
Bonds. Bond Counsel has not participated in the preparation of this Official Statement except for the sections titled INTRODUCTORY STATEMENT, THE BONDS, LEGAL MATTERS, TAX MATTERS, CONTINUING
DISCLOSURE, and APPENDIX B. TAX MATTERS General The following is a summary of the material federal and State income tax consequences of holding and disposing of the Bonds. This summary
is based upon laws, regulations, rulings and judicial decisions now in effect, all of which are subject to change (possibly on a retroactive basis). This summary does not discuss all
aspects of federal income taxation that may be relevant to investors in light of their personal investment circumstances or describe the tax consequences to certain types of holders
subject to special treatment under the federal income tax laws (for example, dealers in securities or other persons who do not hold the Bonds as a capital asset, tax-exempt organizations,
individual retirement accounts and other tax deferred accounts, and foreign taxpayers), and, except for the income tax laws of the State of Kansas, does not discuss the consequences
to an owner under state, local or foreign tax laws. The summary does not deal with the tax treatment of persons who purchase the Bonds in the secondary market at a premium or a discount.
Prospective investors are advised to consult their own tax advisors regarding federal, state, local and other tax considerations of holding and disposing of the Bonds. . Tax Matters
Applicable to the Bonds Sale, Exchange or Retirement of Bonds. Upon the sale, exchange or retirement (including redemption) of a Bond, an owner of the Bond generally will recognize gain
or loss in an amount equal to the difference between the amount of cash and the fair market value of any property received on the sale, exchange or retirement of the Bond (other than
in respect of accrued and unpaid interest) and such owner’s adjusted tax basis in the Bond. To the extent the Bonds are held as a capital asset, such gain or loss will be capital gain
or loss and will be long-term capital gain or loss if the Bond has been held for more than 12 months at the time of sale, exchange or retirement. Reporting Requirements In general, information
reporting requirements will apply to certain payments of principal, interest and premium paid on Bonds, and to the proceeds paid on the sale of Bonds, other than certain. exempt recipients
(such as corporations and foreign entities). A backup withholding tax will apply to such payments if the owner fails to provide a taxpayer identification number or certification of foreign
or other exempt status or fails to report in full dividend and interest income. The amount of any backup withholding from a payment to an owner will be allowed as a credit against the
owner’s federal income tax liability. Opinion of Bond Counsel Federal Tau Exemption. In the opinion of Bond Counsel, under existing law, the interest on the Bonds (including any original
issue discount properly allocable to an owner thereof) is excluded from gross income for federal income tax-purposes. Interest on the Bonds is not an item of tax preference for purposes
of the federal alternative minimum tax imposed on individuals and corporations but is taken into account in determining adjusted current earnings for the purpose of computing the alternative
minimum tax imposed on certain corporations. The opinions set forth in this paragraph are subject to the condition that the Issuer comply with all requirements of the Code that must
be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes. The Issuer has
covenanted to comply with all such requirements. Failure to comply with certain of such requirements may cause interest on the Bonds to be included in gross income for federal income
tax purposes retroactive to the date of issuance of the Bonds. 23
Bank Qualijication. The Bonds are “qualified tax-exempt obligations” for purposes of Code 5 265(b)(3), and, in the case of certain financial institutions (within the meaning of Code
5 265(b)(5)), a deduction is allowed for 80% of that portion of such financial institutions’ interest expense allocable to interest on the Bonds. Kansas Tax Exemption. The interest on
the Bonds is excluded from computation of Kansas adjusted gross income. Original Issue Discount. In the opinion of Bond Counsel, under existing law, the original issue discount in the
selling price of each Bond purchased in the original offering at a price less than the principal amount thereof, to the extent properly allocable to each owner of such Bond, is excludable
from gross income for federal income tax purposes with respect to such owner. The original issue discount is the excess of the stated redemption price at maturity of such Bond over its
initial offering price to the public (excluding underwriters and intermediaries) at which price a substantial amount of the Bon& were sold. Under Code 5 1288, original issue discount
on tax-exempt bonds accrues on a compound basis. The amount of original issue discount that accrues to an owner during any accrual period generally equals: (a) the issue price of such
Bond plus the amount of original issue discount accrued in all prior accrual periods, multiplied by (b) the yield to maturity on such Bond (determined on the basis of compounding at
the close of each accrual period and properly adjusted for the length of the accrual period), minus (c) any interest payable on such Bond during such accrual period. The amount of original
issue discount so accrued in a particular accrual period will be considered to be received ratably on each day of the accrual period, will be excludable from gross income for federal
income tax purposes, and will increase the owner’s tax basis in such Bond. Owners of any Bonds purchased at an original issue discount should consult with their tax advisors regarding
the determination and treatment of original issue discount for federal income tax purposes and the state and local tax consequences of owning such Bonds. Original h u e Premium. .An
amount equal to the excess of the purchase price of a Bond over its stated principal amount at maturity constitutes premium on such Bond. An owner of a Bond must amortize any premium
over such Bond’s term using constant yield principles, based on the Bond’s yield to maturity. As premium is amortized, the owner’s basis in such Bond and the amount of tax-exempt interest
received will be reduced by the amount of amortizable premium properly allocable to such owner. This will result in an increase in the gain (or decrease in the loss) to be recognized
for federal income tax purposes on sale or disposition of such Bond prior to its maturity. Even though the owner’s basis is reduced, no federal income tax deduction is allowed. Owners
of any Bonds purchased at a premium, whether at the time of initial issuance or subsequent thereto, should consult their individual tax advisors with respect to the determination and
treatment of premium for federal income tax purposes and with respect to state and local tax consequences of owning such Bonds. No Other Opinions Bond Counsel expresses no opinion regarding
other federal, state or local tax consequences arising with respect to the Bonds. Other Tax Consequences Prospective purchasers of the Bonds should be aware that ownership of the Bonds
may result in collateral federal income tax consequences to certain taxpayers, including, without limitation, financial institutions, property and casualty insurance companies, individual
recipients of Social Security or Railroad Retirement benefits, certain S corporations with “excess net passive income,” foreign corporations subject to the branch profits tax, life insurance
companies, and taxpayers who may be deemed to have incurred or continued indebtedness to purchase or carry or have paid or incurred certain expenses allocable to the Bonds. Bond Counsel
expresses no opinion regarding these tax consequences. Purchasers of Bonds should consult their tax advisors as to the applicability of these tax consequences and other federal income
tax consequences of the purchase, ownership and disposition of the Bonds, including the possible application of state, local, foreign and other tax laws. 24
RATING The Bonds and the City’s other outstanding general obligation bonds have been rated “ A S by Moody’s Investors Service. Any explanation of the significance of such rating may
be obtained only from said rating agency. There is no assurance that the rating will remain for any given period of time or that they may not be lowered or withdrawn entirely by the
rating service if, in their judgment, circumstances so warrant. Any such downward change in or withdrawal of the ratings may have an adverse effect on the market price of the Bonds.
. . UNDERWRITING The Bonds were purchased by the Underwriter pursuant to a Bond Purchase Agreement dated October 18, 2010, at a price equal to 101.438% of the par amount of the Bonds
plus accrued interest to the date of closing. The Bonds will be offered to the public initially at, the prices determined to produce the yield to maturity set forth on the cover page
of this Official Statement. The Underwriter offers and sell the Bonds to certain dealers (including dealers depositing the Bonds into investment trusts) at prices other than the price
stated on the cover page hereof and may change the initial offering price from time to time subsequent to the date hereof. In connection with the offering, the Underwriter may overallot
or effect transactions which stabilize or maintain the market price of the Bonds at a level above that which might otherwise prevail in the open market. Such stabilizing, if commenced,
may be discontinued at aiy time. George K. Baum & Company has an engagement to serve as financial advisor to the City. In compliance with MSRB Rule G-23, George K. Baum & Company terminated
in writing its financial advisor relationship with respect to the Bonds in order to purchase the issue in a negotiated transaction. ABSENCE OF MATERIAL LITIGATION The Transcript of Proceedings
will contain a certificate of non-litigation dated as of the closing date and executed by the City to the effect that there is no controversy, suit, or proceeding of any kind pending
or, to the knowledge of the City, threatened wherein or whereby any question is raised, or may be raised, questioning, disputing, or affecting in any way the legal organization of the
City or its boundaries or the legality of any official act shown to have been done regarding the issuance of the Bonds or the constitutionality or validity of the obligation represented
by the Bonds or the means provided for the payment of the Bonds. CONTINUING DISCLOSURE The Securities and Exchange Commission (the “SEC”) has promulgated amendments to Rule 15~2-12(t
he “Rule”), requiring continuous secondary market disclosure. In the Bond Ordinance the City has covenanted to provide annually certain financial information and operating data and other
information necessary to comply with the Rule, and to transmit the same or cause the same to be transmitted to certain repositories and the Municipal Securities Rulemaking Board, as
applicable. This covenant is for the benefit of and is enforceable by the owners of the Bonds. See APPENDIX B for Mher details concerning continuing disclosure requirements. As of the
dated date of the Bonds, the City had not completed and filed it 2009 audited financial statements, therefore it is not in compliance with its continuing disclosure undertaking. Notice
filed with the repository indicates the City’s Annual Report will be filed by approximately December 1,2010. 25
CERTIFICATION OF THIS OFFICIAL STATEMENT The preparation and distribution of this Official Statement has been authorized by the City. This Official Statement is hereby duly approved
by the governing body of the City as of the date on the cover page hereof. Dated October 18,2010 CITY OF SALINA, KANSAS By Is1 Rod Franz Finance Director ATTEST: Is/Lieu Ann EIsey City
Clerk 26
APPENDIX A Financial Statements . Since 1992, the City’s comprehensive annual financial reports have received the Certificate of Achievement for Excellence in Financial Reporting award
by the Government Finance Officers Association. The Certificate of Achievement was developed to encourage governmental units to prepare and publish an easily readable and understandable
financial report covering all funds and financial transactions of the government during . the fiscal year. The following is a portion of the report on examination of the City of Salina,
Kansas for the fiscal year ended December 31, 2008, prepared by the firm of hwenthal, Webb & Odermann, PA, Certified Public Accountants, Lawrence, Kansas. The City’s 2009 audited frnancial
statements were not completed as of the date of this Official Statement. According to City officials, preliminary unaudited financial statements indicate a decrease in the City’s General
Fund unencumbered cash balance of approximately $400,000 during 2009. The decrease is primarily a result of certain revenues originally. budgeted to be received in 2009 but not actually
collected until early 2010. Additionally, certain capital project expenditures originally budgeted for 2010 were accelerated into 2009.
LOWENTHAL, WEBB & ODERMANN, P.A. 900 Massachusetts, Suite 301 Lawrence, Kansas 66044-2868 Phone: (785) 749-5050 Fax: (785) 749-5061 Website: www.lswwcpa.com David A. b w e n h l , CPA
Pahicia L Webb, CPA Audrey M. Odermann, CPA Abram M. Chrislip, CPA Caroline H. Eldinger, CPA Grant A. Huddin, CPA Brian W. Nyp, CPA __ Members of American Institute and Kansas Society
of Cedfied Public Accountants INDEPENDENT AUDITOR’S REPORT ON THE BASIC FINANCIAL STATEMENTS Mayor and City Commissioners City of Salina, Kansas We have audited the accompanying financial
statements of the governmental activities, the business-type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information
of the City of Salina, Kansas, as of and for the year ended December 31’, 2008, which collectively comprise the City’s basic financial statements as listed in the table of contents.
These basic financial statements are the responsibility of the City‘s management. Our responsibility is to express opinions on these basic financial statements based on our audit. We
did not audit the financial statements of the Salina Airport Authority which statements reflect total assets of $46,315,776 as of December 31, 2008 and total revenues of $5,244,442 for
the year then ended, and the Housing Authority of the City of Salina which statements reflect total assets of $7,979,789 as of June 30, 2008 and total revenues of $2,359,284 for the
year then ended, which are discretely presented component units in the accompanying financial statements. Those financial statements were audited by other auditors whose reports thereon
have been furnished to us, and our opinion, insofar as it relates to the amounts included for the Salina Airport Authority and the Housing Authority of the City of Salina is based solely
on the reports of the other auditors. . . We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the “Kansas Municipal Audit
Guide.” Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes
consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the CWs internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the basic financial statements. An audit also includes assessing the accounting principles used and signifkant estimates made by management,
as well as evaluating the overall basic financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, based on our audit and
the report of otherauditors, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the
business-type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Salina, Kansas, at December
31, 2008, and the respective changes in financial position and cash flows, where applicable, thereof for the year then ended in conformity with accounting principles generally accepted
in the United States of America. The management‘s discussion and analysis on pages 3 through 13 and the major fund budgetary comparisons on pages 49 through 57 are not a required part
of the basic financial statements but are supplementary information required by accounting principles generally accepted in the United States of America. We have applied certain limited
procedures, which consisted principally of inquiries of management regarding the methods of measurement 11
and presentation of the required supplementary information. However, we did not audit the information and express no opinion on it. In accordance with “Government Auditing Standards,”
we have also issued our report dated December 8, 2009, on our consideration of City’s internal control over financial reporting and our tests of its compliance with certain provisions
of laws, regulations, contracts and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting
and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an
audit performed in accordance with “Government Auditing Standards” and should be considered in assessing the results of our audit. Our audit was made for the purpose of forming opinions
on the financial statements that collectively comprise the City‘s basic financial statements. The introductoFy section, com bining and individual nonmajor fund financial statements and
schedules, and statistical tables as listed in the table of contents are presented for purposes of additional analysis and are not a required part of the basic financial statements.
The accompanying schedule of expenditures of federal awards and the combining and individual nonmajor fund financial statements and schedules have been subjected to the auditing procedures
applied in our audit of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.
We did not audit the data included in the introductory and statistical sections of this report and therefore, we express no opinion thereon. December 8,2009 12
Management Discussion and Analysis This section of the report contains an overview and analysis of the City of Salina's financial statements for the fiscal year ended December 31. 2008.
The information contained here, as well as the information contained in the letter of transmittal, are intended to provide the reader of the financial statements with a well rounded
picture of the City's financial condition. Financial Highlights + Net Assets increased by $1,270,000. This amount is entirely attributable to Business type activities of the City. Assets
related to Governmental Activities declined by about $71,000. + On the whole, fund balances related to operations declined modestly. The General Fund Balance declined by about $1.3 million
(17%). + Investment revenues dropped precipitously by $791,000. This is a reduction of 42%. + Revenues increased in 2008, but expenditures increased more, particularly in the Governmental
Funds + A new comprehensive pay plan was adopted in mid-2007. The initial impact of that change continued into 2008. + The City experienced a major ice storm in December 2007. Disaster
recovery costs continued well into 2008. + The City eugaged'in a tax increment district financing at the close of 2008. The Basic Financial Statements The basic financial statements
of the City include the government-wide financial statements and the fund financial statements. The notes to the financial statements follow the basic financial statements, and are essential
for the reader's understanding of the financial statements. Other supplementary information, including the combining schedules for non-major funds and the budgetary comparison reports,
are at the end of this report to provide additional information for the reader. Government-wide Financial Statements The government-wide financial statements present the results of the
City's operations using the accrual basis of accounting, the same basis as is used by private sector businesses. These statements focus on the long-term financial picture of the City
as a whole The Statement of Net Assets reports all of the City's assets and liabilities. Net assets, the difference between assets and liabilities, are an important measure of the City's
overall financial health. Net assets represent the total accumulated and unused resources available to the City for the purpose of providiog services. Over time, the increases and decreases
in net assets can be monitored to determine if the City's financial position is improving or deteriorating. The Statement of Activities shows how the net assets have changed during the
fiscal year. One unique feature of this statement is how it shows the revenues and expenses related to specific programs and how much of those programs were supported by the general
taxes of the City. Since this statement is prepared on the accrual basis of accounting, all revenues and expenses are included, regardless of when cash is actually received. Both statements
show the operations of the City broken down between governmental and business type activities. Governmental activities are the operations of the City generally supported by taxes, such
as Public Safety (Police, Fire, and EMS), Public Works, Public Health, and Culture & Recreation. Business-type Activities are operations of the City that are intended to recover a significant
portion of their costs through user fees and charges. These include Water and Sewer, Refuse collection, the Golf Course, and operation of the City Solid Waste Facility. The government-wide
financial statements include the Salina Airport Authority and Salina Housing Authority as discretely presented component units of the City. Note 1, item A in the Notes to the Financial
Statements provides a more complete explanation of the relationship between these entities and the City of Salina. Fund Financial Statements The City uses three types of funds to manage
its resources: governmental funds, proprietary funds, and fiduciary funds. A fund is a fiscal entity with a set of self-balancing accounts recording financial resources together with
all related liabilities and residual equities and balances, and the changes therein. These accounting entities are 13
separated for the purpose of carrying on specific activities or attaining certain objectives in accordance with regulations, restrictions, or limitations. Governmental fund financial
statements are prepared on a modified accrual basis. Under this basis, revenues are recognized when they become measurable and available, and expenditures are recognized when the related
fund liability is incurred with the exception of long term debt and similar items which are recorded when due. The focus is on the short-term financial picture of the operations of the
individual fund, rather than long-term citywide view provided by the government-wide statements. Major Governmental Funds are presented in individual columns, while Non-major Governmental
Funds are aggregated into an "Other Governmental Funds" column. A combining statement for the Non-major funds is presented as supplementary information in the back of the report. The
information presented in these statements can be compared to the governmental activities information in the government-wide statements. The reconciliation at the end of the fund financial
statements details the relationship between the two types of financial statements. Proprietary funds fall into two categories: enterprise funds and internal service funds. All proprietary
funds are prepared on the accrual basis of accounting, and are used to account for business-type activities. Enterprise fund statements present the same information that is in the government-wide
statements for business-type activities, but in greater detail. The City of Salina currently operates four enterprise funds: Sanitation Collection, Solid Waste Disposal, Golf Course,
and Water and Sewer. Internal Service funds are used to account for the cost of operations shared by various departments of the City. The city operates five internal service funds. Three
of these are for selfinsurance activity: Risk Management, Workers Compensation Reserve, and Health Insurance. The remaining two account for our Information Services activtty and for
the Central Garage operation. A combining statement for these internal service funds can be found in the supplementary information following the notes to the financial statements. Fiduciary
funds are used by the City to account for resources held by the City for a third party. Agency funds are a special class of Fiduciary Fund in which liabilities always equal assets, and
thus there are no net assets. The City of Salina operates nine Agency funds. Schedules for these funds may be viewed in the supplementary section of this report. Permanent Funds are
used to report resources that are legally restricted to the extent that only earnings, not principal, may be used. Permanent funds operated by the City include the Citizenship Trust,
Cemetery and Mausoleum Endowments, and the Ti-centennial Commission fund. Notes to the Financial Statements The notes to the financial statements are an integral part of the basic financial
statements since they contain valuable additional information necessary for gaining a complete understanding of the City's financial statements. Other Information In addition to the
basic financial statements and the notes described above, this report also presents the general fund and major special revenue fund's budgetary statements as required supplementary information
directly following the notes to the basic financial statements. The combining statements for the non-major funds are shown after the required supplementary information. Finally, the
statistical section includes selected statistical data about the City's operations and economy. The City as a Whole This section will identify, discuss, and analyze significant differences
and trends that will enhance the reader's understanding of the City's financial position. Tax Base and Economy The City of Salina relies on three major groups of revenues to support
it's operations. Each of these revenue streams has a different revenue base. In declining order of magnitude, they are charges for service, sales taxes, and property taxes. Sales taxes
and property taxes apply primarily to Governmental Activities, while charges for services apply to both Governmental (35%) and Business-type (65%) activities. Charues for Services account
for about 45% ($30,447,000) of the City's revenue stream. Charges for Service depend on both the rate that is set for the activity, as well as the volume of services provided. The following
table '4
illustrates service volume and rate adjustments for some of the more significant services for the year ending December 31,2008. De scrip tio n Monthly Ave Water Accounts Billed Water
Metered (In Billion Gallons) Sanitation Customers Golf Rounds (18 Hole) Golf Rounds (Par 3) Golf Annual Mem berships Solid Waste Tonnage 2007 Volume 19.908 . 1.94 1 5,2 67 33,518 5,O
83 10 0,626 287 2008 Volume 19,971 1.85 15.397 27.301 3,962 299 99,818 -Change 63 -0.09 130 (6,217) (1.12 1) 12 (80 8) Rate Comments Water Rates Increased 5.0% Wastewater Increased by
5.0% Sanitation rates increased bt 4.0% The rate structure and options were significantly m od ifie d $1 (3.5%)per ton increase The number of Water accounts billed grew by about .1%,
while the volume of water sold declined by 4%. The number of sanitation customers increased by about .2%. Golf activity shows a decrease (12.3%) in 18 hole rounds, as well as a decrease
in annual patronage. Solid Waste tonnage showed a slight decrease. Sales taxes are the next largest component of the revenue mix, providing 22% ($14,575,000) of the total revenues. The
City receives a .75% City-wide sales tax, and also a portion of the County-wide 1 % sales tax. One-third (.25%) of the City-wide sales tax is required to be used for special purposes.
The remaining 5% along with the City portion of the Countywide tax is available for general purposes. Total revenue from the sales tax in 2008 was $14,575,000, up from $13,955,000 in
2007. This represents an increase of 4.4% in tax proceeds distributed to the City. A number of factors affect the sales tax. First are the regional and local economic conditions and
relationships. These are reflected in the proceeds of the City-wide tax, which grew by about 4.3%. However, the City was favorably affected by the formula used to distribute the County-wide
sales tax among participating jurisdictions (only Cities and the County participate, School and other special districts do not). The formula is based, in part, on the property tax efforts
of each jurisdiction. Because the portion of the overlapping levy attributable to the City of Salina was increased for 2007, the City's allocated portion of the County-wide sales tax
was increased from 61.9% in 2007 to 62.3% in 2008. As a result, the City share of the County-wide tax grew by 4.7%. On November 4,-2008, Salina voters approved an increase of the special
purpose .25% tax to a .40% tax. The extended tax is to sunset March 31, 2018. The tax was also modestly re-purposed, for Capital and Economic Development purposes only. ProDerty Taxes
are the third major component of the revenue mix, accounting for 16% ($10,467,000) of total revenues. Property taxes consist of two components: Real estate and personal property taxes
which are determined by the mill levy set by the city and the assessed value of the property; and motor vehicle taxes, which are established by a countywide average tax rate, and the
assessed value of the vehicle. Real estate and personal property assessed value grew by 6.5%. The total City mill levy was increased slightly, by .7%, while the overlapping levy was
nearly stable Tax delinquency decreased from 3.7% to 3.5%. Motor Vehicle value increased by 1.6%. Motor vehicle taxes are distributed based on a formula using prior year's tax effort
(similar to the Countywide Sales Tax Distribution).
The following table summarizes the comparative property assessed values and tax levy rates: Fiscal (Budget) Year Real Estate and Personal Property Assessed Valuation City Mill Levy ($
per $1.000) Operating (General Fund, Employee Benefits, Flood and Drainage Fund) Debt Service Millage Total City Levy Rate Total Overlapping Levy Percent of Current Taxes Collected Ratio
of Totallaxes (including delinquent tax collections) to Taxes Levied Motor Vehicle Valuation 2007 2 008 377.9 17,187 392,728,487 19.835 19.571 3.954 3.912 23.789 23.959 11 7.722 117.159
96.3% 96.5% 98.4K 99.3% 50,548,706 51,351.656 Change 14,811,300 (0.264) (0.04 2) 0.170 (0.563) 0.002 0 .oo 9 802,950 The unemployment rate in Saline County decreased slightly from 3.3%
in 2007 to 3.9% in 2008, reflecting general economic conditions. This is below the statewide and national unemployment rate. The total labor force decreased to 29,222, a change of 5%.
In 2008, the top ten property taxpayers accounted for 11.79% of total assessed value. This is slightly less concentrated than ten years ago (at 12.2%) Statement of Net Assets Net assets
may, over time, provide an indicator of a government's financial position. In the case of the City of Salina, assets exceeded liabilities by $186;282,000 at December 31, 2008. This represents
an increase in net assets of $1,290,000 over 2007. A comparative condensed Statement of Net Assets at December 31,2006 and 2007: Cornparati= Condensed Statement of Net Assts. 2007 and
2008 Cash and Investments Othercurrent Assets Noncurrent (Capital) Assets Total Assets Cuaent Lkibilties Noncurrent Liabilites Total Liabilities Net Assets: Invested in capital assets,
net of related debt Restrided for Permanent Funds Restricted for DebtServke Unrestricted Total Net Assets Percent &Total Assets Cash and investments as a percentage of current I'abiities
Governmental Activities 2 007 2008 $ 20,370 $ 16,500 $ 12,526 $ 13.467 S 142.265 $ 148,836 S 175,161 $ 178.804 $ 20,921 S 20.868 $ 26,245 $ 30.013 $ 47,167 $ 50.881 $ 115.029 $ 118,986
$ 399 8 41 9 $ 1.210 8 793 $ 11.356 $ 7.745 $ 127.994 $ 127,923 69% 69% 97% 79% (In $WO) Business Type Adwities 2007 2008 $ 12,357 $ 12,266 $ 59.821 S 58,170 $ 74,530 $ 73.716 s 2,352
B 3,280 $ 3,274 $ 2.731 9 14.259 S 12,646 $ 17,533 $ 15.377 $ 45,435 S 45,931 $ 1,151 $ 1,211 $ 10,412 $ 11.199 $ 56.998 $ 58,339 31% 31 Yo 377% 449% Total Prinary G o ~ m e n t 2007
Total 2008 Total Change $ 32,727 13% $ 28.766 11% $ (3,961) $ 14,879 6% $ 16.750 7% $ 1.871 S 202,086 81% $ 207,005 82% S 4,919 $ 249.691 lQU $ 252,520 IIX& $ 2,829 %of Yo of 2006 -2007
$ 24.195 37% $ 23.598 36% $ (597) 9 40.505 63% 3 42,860 65% $ 2355 $ 64.699 100% $ 66,258 100% $ 1.559 $ 160,464 87% $ 164,897 89% $ 4,433 $ 399 0% $ 419 ' Wo $ 20 $ 2 3 2 146 $ 2,004
1% $ (358) $ 21,768 12% $ 18,942 1OOh $ (2,826) $ 184,992 lQQ% $ 186,282 $ 1,290 100% low0 1 35% 1280 The largest segment of the City's net assets (89%) reflects its investment in capital
assets (land, buildings, streets and drainage facilities, utility plant, vehicles, equipment, etc.), less any debt used to acquire those assets that is still outstanding. These assets
are used to provide services to citizens. As a result, resources required to retire related debt can not come from liquidation of the asset. Such resources generally must be provided
from other sources, such as future taxes or user charges. 16
A small portion of net assets (1%) is restricted for debt service. The remainder of net assets (10%) may be used to meet the City’s obligations to citizens and creditors. In 2008, the
amount invested in capital assets net of related debt increased by $4,523,000. Unrestricted net assets decreased by $2,826,000. This reflects a decline in cash and investments of $3,961,000.
Total liabilities increased, with all of the increase attributable to noncurrent liabilities. Long term liabilities increased, reflecting primarily an increase in bonds payable. Total
assets increased. This increase was primarily attributable to increases in capital assets. During the year ended December 31,2008, there were several significant events that changed
the balance of net assets. Governmental Activities. 2008 saw a decrease in cash and investments in Governmental funds. This is due largely to increases in expenditures for both capital
and operating requirements. Significant contributors to this trend are the impacts of the pay plan and an aggressive street maintenance program. Business-type Activities: Business Type
activities were engaged largely in maintenance type activities. Scheduled debt paydowns resulted in a slight increase in net capital assets. Statement of Activities A condensed statement
of activities is shown below. Condensed Cmparitii Statement of Activities, 2007 and 2008 Governmental Adiities 2 007 2008 Program Revenues: Charges for Services $ 10,490 $ 10,703 Operating
Grantsand Contributions $ 3,381 $ 3,752 Capital Grants and Contributions $ -Property Taxes $ 9.978 $ 10.467 Sales Taxes $ 13,955 $ 14.575 OtherTaxes $ 5,445 $ 5,747 lnvesbnent Revenue
$ 1,255 $ 805 Other Miscellaneous $ 890 $ 812 General Revenues: Total Revenues: $ 45,394 $ 46,861 Expenses: General Government $ 6,732 $ 6.791 Public Safety $ 16,877 $ 18,440 Public
works $ 9.258 $ 9,706 Public Health and Sanitation $ 1,281 $ 1.310 Culture and Recreation $ 5.658 $ 5.582 Planning and Development $ 2.814 $ 3.480 Solid Waste Disposal Waterand Sewer
Sanitation GolfCourse Interest on Long Term Debt $ 1,295 8 1,454 Total Expenses $ 43,915 $ 46,763 Increase in net assets before transfers $ 1.479 $ 98 Transkn and other extraordinary
items $ 672 $ 60 Increase in Net Assets $ 2.150 $ (46) Net Assets, January 1 $ 126,594 $ 127,994 Prior Period Adjustment $ (750) S (26) Net Assets. January 1, restated $ 125.845 $ 127.968
Net Assets December31 $ 127.994 $ 127.922 (In $WO’s) Business-Type Activities 2 007 2008 $ 19.678 $ 19,744 $ 641 $ 300 $ 201 $ 118 $ 20,520 $ 20.162 $ 2,088 $ $ 12,227 $ $ 2.038 $ $
884 $ S -$ $ 17.237 0 $ 3,203 $ $ (672) $ $ 2.612 $ $ 53,933 $ 8 453 $ $ 54.386 $ $ 56.998 $ 2,008 13.284 2,194 884 18.370 1,792 (60) 1,752 59.998 (41 1) 58,587 58.339 Total Primary
Government 200 7 Yo 2008 2007-2008 Change 8 30,168 46% $ 30,447 45% S 279 8 3,381 5% $ 3,752 6% 8 371 $ -0% $ -0% $ -$ 9.978 $ 13,955 $ 5,445 $ 1.896 $ 1,091 $ 65,914 $ 6,732 $ 16.877
$ 9,258 $ 1.281 $ 5,658 $ 2.814 $ 2,088 $ 12227 $ 2,038 $ 884 $ 1295 $ 61.152 $ 4,762 $ -$ 4.762 B 180.527 $ (297) $ 180231 $ 184.992 15% $ 10,467 21% $ 14.575 8% $ 5.747 3% $ 1,105
2% 8 930 100% $ 67,023 11% $ 6,791 ‘28% $ 18,440 15% $ 9,706 2% $ 1,310 9% $ 5.582 5% $ 3.480 3% $ 2,008 20% $ 13,284 3% $ 2.194 1% $ 884 2Yo $ 1,454 10056 $ 65,133 $ 1,890 $ -S 1.706
$ 187.992 -$ -$ (437) $ 186.555 $ 186.261 16% $ 22% 3 9% $ 2% $ 1% $ -100% g 10% $ 28% $ wn $ 9% $ 5% $ 3% 8 20% $ 3% $ 1% $ 2% $ 100% $ $ $ $ $ $ s $ 15% *$ 489 620 302 (791) (161)
1.109 ‘ 59 1,563 448 29 (76) 666 (80) 1,057 156 159 3.981 (2872) (3.OW 7.465 6,324 1.269 -( 140) Governmental Activities. Total expenses for Governmental Activities for the year ending
December 31, 2008 were $46,861,000 compared to $45,394,000 in 2007. Governmental activities represent 70% of the City’s total expenses. The largest element of Governmental Activity expense
was Public Safety, at 28% of the City total, followed by Public Works at 15% of the total. 17
Charges for service attributable to Governmental Activities totaled $10,703,000 and operating grants for those purposes were $3,752,000. The balance of $32,406,000 was funded by general
revenues. Sales taxes accounted for $14,575,000 of the general revenues, with property taxes providing $10,467,000. Net assets decreased by $46.000 as a result of Governmental Activities.
Business TvPe Activities. Total expenses for Business-type Activities for the year were $18,370,000, or 30% of the City’s total expense. The majority of this expense ($13,284,000) is
attributable to Water and Sewer operations, with the other activities (Solid Waste Disposal, Sanitation, and Golf Course) costing a combined total of $5,086,000. These activities are
primarily supported by user charges, with only $418,000 coming from general revenues, representing largely the interest earned on fund balances held by the City. Net assets increased
by $1,752,000 as a result of Business-type Activity operations. Fund Financial Analysis Governmental Funds Fund Balances: The table below shows the Governmental Fund balances for major
funds for the years ended December 31,2007 and December 31,2008. Fund G ener al Employee Benefits Flood and Drainage Tourism and Convention Special Gas Bicentennia I Center Debt Service
Capital Projects Other Governmental Funds Total 20 07 7,330,631 845,846 548.952 , 278,921 1,785,911 2 26,930 1,210,457 (3,6 07,071 ) 4,4 51,923 13,072,500 2008 6,029,523 $ 789,647 $
507,183 $ 274,668 $ 1,793,378 $ 135,931 $ 792,744 $ (3,666,332) $ 5,166,176 11,822.918 $ Change (1,301,108) (56,199) (41,769) (4,253) 7,467 (90,999) (417,713) (59,261 ) 7 14,253 (1,249,582)
Total Governmental Fund balances decreased by $1,249,582. The reasons for these changes are varied. The most significant change is in the General Fund. This is due to multiple issue,
including pay plan impacts, disaster recovery impacts, and anemic revenue growth. 18
, Revenues and Expenditures: The following table shows a comparison of revenues and expenditures (including other sources and uses) for major funds for the years ending December 31,2007
and 2008. Fu nd 2007 200 8 Change Revenues (Including Other Financing Sources) . General $ 25,597,Ol 1 $ 27,730,274 $ 2 , l 33,263 Employee Benefits $ 5,902,024 $ 6,033,103 $ 131,079
Flood and Drainage Improvement $ 207,235 $ 209,926 $ 2,691 Tourism and Convention $ 1,000,624 $ 1,062,276 $ 61,652 Special Gas Bicentennial Center Debt Service Capital Projects Other
Governm ental Less Other Sources Total Revenues . $ 1,653,747 $ 1,667,515 $ 13,768 $ 1,703.115 $ 1,570,828 $ (1 32,287) $ 7,632,226 $ 4,243.108 $ (3,389.118) Fu nds' $ 4,520,206 $ 8,405.750
$ 3,885,544 $ 52.149.093 $ 54,406,092 $ 2,256,999 $ 8.984.951 $ 10,147,955 $ 1,163,004 $ 3,932,905 $ 3,483,312 $ (4 49,593) Revenues, net of other sources $ 43,164.142 $ 44,258,137 $
1,093,995 Expenditures (Including Other Financing Uses) Genera I 8 ' 26,491,109 $ 29,031,382 Employe e Bene fits $ 5,774.01 1 $ 6,089,312 Flood and Drainage Improvement $ 44,408 $ 251,695
Tourism and Convention $ 954,077 $ 1,066,529 Special Gas $ 993.593 $ 1,660,048 Bicentennial Center $ 1,586.717 $ 1,661,827 Debt Sew ice $ 3,457.680 $ 3,901,025 OtherGovernmental Funds'
$ 3,567,333 $ 7,691,497 Total Expenditures $ 49,767,399. $ 55,655,684 Less Other Uses $ 2,054,924 $ 2,763,222 Expenditures, net of otheruses $ 47,712,475 $ 52,892,462 Capital Projects
' $ 6,898,471 $ 4,302,369 $ 2,540,273 $ 315.301 $ 207,287 $ 112,452 $ 666,455 $ 75,110 $ 4 43.345 $ (2,596.102) $ 4,124,164 $ 5,888,285 $ 708,298 $ 5,179,987 Total revenues and other
sources increased by $2,256,999fr om 2007 to 2008. The largest component of this change was in Other Governmental fund, resulting from the impacts of accounting for the settlement of
the Tax Increment financing project.. Other changes include an increased General supplement for the Bi-Centennial Center, changes in temporary note activity, and reimbursements received
from FEMA. A noticeable decline was also apparent in the capital projects funds, and is due to changes in financing activities for those Expenditure changes reflect transfers from the
General Fund to the Bi-Centennial Center Fund as well as the Special Sales Tax Transfer (included in "Other Funds"). Implementation of the new pay plan at mid-year in 2007 had significant
effects on the General and Employee Benefits fund expenditures for 2008. Special Gas Tax fund expenditures reflect an aggressive street maintenance program. 19
Proprietary Funds The City of Salina operates four Enterprise Funds as well as five Internal Service Funds. A summarized comparative Statement of Net Assets follows for each Enterprise
Fund: Current Assets Cap ita I A ssets Total Assets Current Liabilities Noncurrent Liabilities Total Liabilities Assets Invested in Capital, net o f related debt Restricted Net Assets
Unrestricted Net Assets Total Net Assets Current Assets as a percentage o f current liabilities Current Assets Cap ita I A ssets Total Assets Current Liabilities N on cu rren t Liab
ilitie s Total Liabilities Assets Invested in Capital. net o f related debt Restricted Net Assets Unrestricted Net Assets Total Net Assets Current Assets as a percentage o f current
liabilities Summary Statement of N e t Assets (in $ 0 0 0 ' ~ ) Solid Waste Disposal 20 07 20 08 Change $ 3,486 f 3,369 16 (117 $ 3,439 0 3,225 t (214 $ 6.925 f 6,595 $ (330 $ 628 $
506 $ (122 $ 2,957 $ 2,405 $ (472 16 3,585 $ 2.991 S (594 $ 1.823 $ 1,982 $ 159 $ 1,517 8 1,621 $ 104 $ 3.340 $ 3,603 $ 263 f 55 5% 666% Sanitation 20 07 20 08 Change $ 865 S 647 $ (218
$ 471 $ 613 $ 142 $ 1,336 $ 1,260 S (76 $ 158 $ 64 $ (94 s 71 $ 115 $ 44 $ 229 8 179 $ (5 0 $ 4 7 1 -$ 613 $ 142 $ 636 $ 488 8 (148 $ 1.106 f 1,081 $ (25 54 7% 101 1% Water and Sewer
2007 2008 Change $ 10.307 $ ' 11,435 $ 1,128 $ 55,459 $ 53,905 $ (1.554 8 65,766 $ 65.340 $ (426 0 2,442 $ 2,116 $ (326 $ 11 ,184 $ 9,973 f (1,211 S 13,626 S (13.626 t 42,690 S 42,909
$ 219 f 1.151 $ 1,211 $ 60 f 8,300 $ 9.131 $ 831 0 52,141 $ 53,251 f 1.110 422 % 540% Golf Cou rse 8 5 1 8 95 f 44 s 452 $ 427 6 (2 5 $ 503 8 522 $ 19 200 7 2008 Change s 45 s 45 $ $
4 7 a 74 $ 27 $ 92 S 118 $ 26 $ 452 0 427 $ (25 113% 211% The Golf Course Fund shows declines in total net assets, due primarily to a reduction in current assets, however, capital assets
also decline. Unrestricted net assets in this fund reflect a $23,000 deficit balance, which is an improvement over the prior year. The other enterprise funds all show modest improvement
in net assets. Revenues, Expenses, and Changes in Net Assets The Solid Waste and Water and Wastewater Funds, showed healthy results from operations, with net assets increasing in both
of those funds. . The Golf Course, however, experienced significant losses on the year. Operating Revenues were down, while operating expenses continued to grow. Operating losses for
the course was $104,000, compared to a $132,000 loss in 2007. The Sanjtation Fund is stable. 20
Summary of Revenues, Expenses and Changes in Net Assets Operating Revenues Operating Expenses 0 pera tin g Income Non-operating revenues (expenses) Income (Loss) before Transfers Transfers
in (out) Cap ita I Contributions Change in Net Assets Net Assets, January 1 Restatement Net Assets, January 1, restated Net Assets, December 31 Operating Revenues Operating Expenses
Operating Income Non-operating revenues (expenses) Income (Loss) before Transfers Transfers in (out) Change in Net Assets Net Assets, January 1 Rest at em en t Net Assets, January 1,
restated Net Assets, December 31 Budgetary Highlights (In $000'~) Solid Waste Disposal 2007 200 8 Change $ 2,819 $ 2.760 $ (591 $ 2,033 $ 1,972 $ (61 I $ 786 $ 788 $ 2 $ 911 $ 826 $
(851 $ (692) $ (180) $ 512 $ 219 $ 646 $ 427 $ 3,170 $ 3,340 $ 1 70 $ (48) $ (383) $ (3351 $ 3,121 $ 2,957 $ (164) $ 3,340 $ 3,603 $ 263 Sanitation 2007 2008 Change $ 2,112 $ $ 1,999
$ $ 114 $ $ (3) $ $ 110 .$ $ 110 $ $ 996 $ $ $ 996 $ $ 1.106 $ 60 210 (1 51 I 34 (1 16; (116; 110 (201 90 (251 Water and Sewer $ 14,198 $ 14,151 $ (471 $ 11,546 $ 12,754 $ 1,208 $ 2,652
$ 1,397 8 (1,255) 2 007 2008 Change $ 2,394 $ 1.096 $ (1,298) 9 (30) $ 38 $ 68 $ 2,364 $ 1,134 $ . (1,230) $ 49,275 $ 52,141 $ 2,866 $ 501 $ (23) $ (524) $ 49,777 $ 52,l 17 $ 2.340 $
52,141 $ 53,251 $ 1,110 . GolfCourse 2 007 2008 Change 492 $ 410 $ $ 15 $ 492 $ 425 $ 410 $ 404 $ 30 1 28 (11 28 32 61 (821 15 (671 (61 The objective of budgetary controls is to ensure
compliance with legal provisions embodied in the annual appropriated budget approved by the City Commission. The legal level of budgetary control is maintained at the Fund level, in
accordance with State Statutes. Management control is maintained at the departmental level. Within the departments, considerable discretion is permitted. The City uses an encumbrance
accounting system, in which estimated purchase orders are recorded prior to the release of purchase orders to vendors. Open purchase orders are reported as reservations of budgetary
basis fund balances at December 31,2008. Formal budgetary amendments are limited to those circumstances in which the need is perceived to alter the total fund budget. Reallocation among
departments or line items are not typically recorded as budgetary amendments. However, in addition to formal amendments, departments within the City are allowed to transfer budget between
line items within a department. Budgets may also be transferred from department to department within each fund. As a 21
result of these transfers, the original budget and the final budgets may not be the same for departments within a fund. The General Fund budget was formally amended during the year to
accommodate a change in contingencies. The Clty experienced a number of significant variances from budgeted items in the General Fund, however, the total fund was well with budget. Most
revenue classes fell short of budget. This was offset by increased an increased level of transfers from other funds, in particular the Special Sales Tax fund Several expenditure items
were also significantly over or under budget. Several Departments exceeded budgeted expenditures, most notably the Public Safety Departments, which exceeded budgeted levels by an aggregate
of $422,000. The budget variations are due to two factors. First, the pay plan had much more significant effects on pay levels in Public Safety. Second, the revised pay schedules placed
the City in a more competitive position with respect to the market, and as a result vacancy levels were much lower than anticipated. Capital Assets and Debt Administration . Capital
Assets The total amount invested in Capital Assets for the City at December 31, 2008 was $202,708,000 net of accumulated depreciation. The following table illustrates the Capital Asset
balance by various classes of assets at December 31, 2008: Capital Asset Balances Net of Depreciation, 12/31/2007 and 12/31 ROO8 (In 000's) Governmental Activity 200 7 2008 Equipment,
Furniture and Fixtures $ 1,142 $ 1,397 Vehicles $ 2,082 $ 1,614 Buildings and Improvements $ 13,255 $ 12,630 Land $ 22,689 $ 22,477 Infrastructure $ 80,413 $ 77,889 Construction in Progress
$ 22,686 $ 32,531 Total $ 142,267 $148,538 Net of Accumulated Depreciation Changes to capital assets may be summarized as follows: Business-type Activity 20 07 20 08 $ 1,554 $ 2.065
$ 1,085 $ 973 $ 13,647 $13,218 . $ 1,542 $ 1,541 $ 41,953 $40,173 $ 40 $ 200 $ 59,821 $58,170 Additions Retirements Adjustments Net Additions Governm ental Business-Type Activity Activity
f 10.820 $ 161 a 258 $ 441 t 580 8 19 $ 11,658 $ 621 Depreciation Expense Applied $ 3,973 $ 2,310 Total $ 2,696 $ 8 3,167 $ $ 26,902 $ $ 24,231 $ $ 122,366 $ $ 22,726 $ $ 202,088 $ 20
07 Total . 16 10,981 s 6 99 $ 5 99 $ 12,279 $ 6,2 83 2 008 3.462 2,587 25.848 24,018 118,062 32,73 1 206,708 Additional information on the City's capital assets can be found in Note
4,D. of the notes to the basic financial statements. 22
Debt Management The City's general policy for General Obligation Bonds is to issue them for no more than 10 years for the Crty at Large portion, with some exceptions permitted for extraordinary
projects. On special assessment bonds, the maturity may extend to 15 years. The outstanding General Obligation Bonds at 12/31/2008 totaled $32,649,999. Temporary notes outstanding total
$5,005,000. Total General Debt is thus $37,654,999. In addition, Business-type activities had $3,030,000 in Revenue Bonds outstanding, as well as $6,428,759 in loans provided through
the Kansas Development Finance Authority. Revenues generated by user fees are pledged to retire all of the Bonds issued by Business-type activities. The City engaged in several debt
transactions during 2008. One General Obligation Bond issues, Series 2008A was sold in the total principal amount of $3,720,000. A second issue, 2008-8 was issued in the amount of $3,525,000
for the purposes of financing an economic development project. While this is a General Obligation issue, property and sales tax increments from the project are pledged to repay the debt,
and are anticipated to be sufficient to do so. Moody's rating service extended a rating of Aa-3 to both issues. Additional information on the City's debt can be found in Note 4, E. of
the notes to the basic financial statements. Requests for Information This financial report is intended to give the reader a general overview of the City's finances. Questions about
information in this report or requests for additional information should be directed to the Director of Finance, Room 206, 300 West Ash Street, Salina, Kansas, 67401. 23
~~ BASIC FINANCIAL STATEMENTS 25
ClTy OF SALINA, KANSAS STATEMENT OF NET ASSETS December 31, 2008 Primary Government Component Unds Total . Total Total Salina Salina Governmental Business-type Primary Housing /\lrPort
, Activities Activities Government Authority Authority ASSETS Current assets: Cash and investments Receivables (net of allowance for uncollectibles) Accounts Taxes Interest Notes Inventory
Restricted cash and investments Prepaid expenses Net investment in financing leases Defend charges Total current assets Noncurrent assets: Notes receivable Capital assets, nondepreciable
Construction in progress Land Capital assets, depreciable Less: Accumulated depredation Total noncurrent assets Total assets Liabilities: Current liabilttles: Accounts payable Relainage
payable Accrued liabilities Matured bond principal and interest Accrued interest payable ' Deposits payable Unearned revenue Due to other governments Current portion of compensated absences
Current portion of temporary notes payable Cum! porlion of loans payable Current portion of revenue bonds payable Current portion of financing leases payable Current portion of special
a m e n t debt payable Current portion of general obtiition bonds payable . Total current liabilities Noncurrent liabilities: Accrwd liabilities Compensated absences Net OPEB obligation
Temporary notes payable Loans payable Revenue bonds payable Financing leases payable Special assessment debt payable General obligation bonds payable Landfin postcbsure care liabilities
Total noncurrent llabiliis Total liabiliies Net Assets Invested in capital assets. net of related debt Restricted for: Permanent funds: Expendable Debt service Unrestricted Total net
assets $ 16.500.373 $ 12,265.626 $ 28.765.999 $1.348.109 8 1.871.999 2.031,150 10.658.825 159,657 276,130 1.195.203 3226,353 159,657 659,946 936,076 1,211,221 121 1.221 -10.658.825 43.646
69.326 -1.281.413 2.293 15.330 363,044 52.874 5.247 443.123 341,445 214.241 555.686 81 :aaa 29.967.580 15.546.237 45,513,817 1,825,296 3.752.996 10.895 32.531.277 200,.461 32.731.738
' 346,606 8.821.320 22.477.191 1.541.002 24.018.193 1.481.891 9.675.910 168,684~152 95:611]282 264:295;434 6b4.553 44.202.916 74.856,692 39.182,522 114,039,214 2.529.452 20.137.366 148.835.928
58,170,223 207.006.151 6.154.493 42.562.780 s 489.084 12,706 501.050 10.145 297.679 10,354,161 1,331.007 5.005.000 16 475.864 S 21.933 40,254 $ 964.948 S 603.249 12,706 501.050 10,145
466.161 102,497 10,354.161 1,607.796 5.005.000 373,962 710.000 3.490.000 23.598.426 114.129 168,482 102.497 320.591 1.410.1O4 73.347 . 177.495 26.614 276.789 2.269 373.962 710,000 35.331
24.106 755.000 3,262.510 2,866.701 20,867,533 623.299 2730.893 341,912 305.284 1.895.284 687.608 394,133 126.138 6.054.797 2,320,000 305.284 2.289.417 813.746 6.054.797 2,320.000 9,475
20,421 10,975,000 323.500 207.948 5.770.000 17.276.440 27.003.229 29.891.405 s 50,758,938 2,156,770 1.566.636 12.618.474 29.159.999 1.566.636 42.509.879 $ 66.108.305 29,896 $ 15,349,367
S 371.808 s 20,538,958 $ 118.965.998 $ 45.931.395 $ 164,897,393 $6.143.598 f 24,471,096 418.585 418,585 280,222 792.744 121 1,221 2,003,965 7,867,243 11.224.477 . 19,091,720 1.184.161
1,304,922 $128.044570 $ 58.367.093 L 186.411.663 $25.776.818 The notes to the basic financial statements are an integral part of this statement. 27
CITY OF SALINA. KANSAS STATEMENT OF ACTIVITIES Far IheYear Ended December 31.2008 Net [Expemes] Reverue and Charges m Net Assets Program Reverues Primary Government c o m ~ nunl it s
Operating Capital Total Total Total salina Salina Chargesfor Granlsand Grantsand Governmental EuW'ness-type Prbnary Homing Airport Expenses Services ContrmUti Cantribrdions Activities
&tiN&S GOVWfUlWn! h ! \ u t h o r ! AuthctiQ Governmental activities: General government public safety Public Mnks Public health and sadation Culture and recreation Planning and devebpmtvd
lnteresl on long-term debt . Total govermnental adiviies Business-lypa activities: Solid Waste Disposal Water and Sewer sanaati Golf Cwse Total businea-lype adNlies Total mlmary governmen!
component units: SaIm Abpat AuthcYity Salina Housing AuthcYiIy Total component unds $ 6.669.320 $ 4.580.529 18.439.889 3.586.107 9.705.916 120.280 1.310.109 36.817 5.582.100 2.139.CQ6
3.480.799 239.978 1.453.793 46.64 1.926 10.702,717 2.005.070 2.748.519 13.247.432 14.072.513 2,189,005 2.171.939 880,869 751,252 18.322.376 19,744.222 8 64,864,302 530,446,939 $ 2,235.215
$ 470.777 4.874.660 2og8.458 f 7.109.865 0 2559,235 General Revenues: Property taxes levlad for General paposes Dewservice General purposes General pxpose5 Saledivepwposes Generalpurposes
Mala v€tli& tan ra othertaxes Investmen( rev-MisceUanecus Tramfers. nel Subtotal general r e v e m Chaqe in net assets Net assets -begimkg prior perbd adjuslment $ 1.179.162 $ -S [909,6291
S -$ [909.6291 t -$ 702,313 -(14.151.4591 -[14.151.469] 1,435,739 -I8.149.8971 -[8.149.897) 162.593 -(1.110.6991 -[1.110.699] 162.593 -p.280.5011 -[3.2@0.501] 109.100 -p.131.7211 -[3.131.?21]
-(1.453.7931 -[1.453.793] --p2.187.709] -(32.187.709) --~ _ _ _ _ 3.751.500 743.449 743.449 825.081 825.081 I1 7,0671 117.067) [129.61fl (129.617) --1,421,846 1.421.846 -----S 3.751,500
I -132.187.709] 1.421.846 130.765.8631 -8 1.697.736 S 137.892 -71.190 ~~ -1.650.041 -[1.136.151] $ 1.697.728 $ 1.787.933 -71.190 [1.136.151] 7.817.834 -7.817.834 -1.256.816 1.528.594
-1.528.594 1.119.504 -1,119,504 11.985.856 -11.985.856 2,588,731 -2.588.731 5.747.176 -5.747.176 -185.215 604.934 299.888 904.82 52.879 16.321 811,610 118.142 929.752 47.591 59.698 '
159.6q 32,263.935 358.334 32.622.269 52,879 1.505.943 76.226 1.780.180 1.856,408 124.069 369.792 127,994,368 56.997.724 180.527.280 7.483.912 25.407.026 [26.0241 [410.811] W6.8351 -Net
asels -begbdq. restated 127.968.344 56,586.913 184.555.257 7.483.912 25.407.026 Ne1 assets -endq $128.044.570 $ 58.367.093 $166,411,653 $7.607.981 $25.776.818 The d e s to'the basic
fbgrrial statemerts are an intm pari cd thk statement. 28
CITY OF SALINA, KANSAS ASSETS Cash and investments Receivables (net) Accounts Taxes Interest Inventory Due from other funds Cash with fscal agent Total assets LIABILITIES AND FUND BALANCE
Liabilities: Accounts payable Retainage payable Deferred revenue Due to other funds Matured principal and interest Temporary notes payable Total liabilities Fund balance: Reserved for
encumbrances Reserved for debt service Unreserved, undesignated General fund Special revenue funds Permanent funds Capital project funds Total fund balances Total liabilities and fund
balance BALANCE SHEET GOVERNMENTAL FUNDS December 31,2008 Flood 8 Tourism Employee Drainage and General Benefits lmwovement Convention $ 3,926,341 $ 789,647 $ 507,183 $ 1,572 1,643,142
--273,096 .3,495,907 5,203,488 --159,657 ---126,429 ---460,667 ---$ 9,812,143 $ 5.993.135 $ 507,183 $ 274,668 3,782,620 5,203,488 --273.594 5,755,929 ----789,647 503,154 274.668 ----6,029.523
789,647 507.1 83 274.668 $ 9,812,143 $ 5,993,135 $ 507.183 $ 274,668 __I , 30
Other . Total -Gas Center Service Proiects . Funds Funds Special Bicentennial Debt Capital Governmental Governmental $ 1,498,635 $ 96,904 $ 792,744 $ -$ 5.190.678 $ 12,803.704 -62,354
--52,558 2,031.1 50 304,664 -1,654,766 -10.658.825 -----159,657 126.429 ----460,667 --10.145 --10.145 ------$ 1,803,299 $ 159,258 $ 2,457,655 $ -$ 5,243,236 $ 26,250,577 $ . 9,921 $
23,327 $ -$ 52.521 $ 12,498 $ 384,980 ---. 12,706 -12,706 --1,654,766. --10,354,161 396,105 64,562 460.667 -10,145 --10,145 ---3,205,000 . -3.205.000 ---9,921 23,327 1,664.91 1 3,666,332
77,060 14,427,659 301,063 --1,876.469 1.769.860 4,225,015 --792,744 -694,887 1,487,631 -----5,755,929 1,492,315 135.931 --2,282,844 5,478.559 ----418.585 418.585 ---[5,542,801) -[5.%2,801
J 1,793,378 135.931 792,744 [3,666.332] 5,166,176 11,822,918 $ 1,803,299 $ 159.258 $ 2,457,655 $ -$ 5,243,236 $ 26,250,577 The notes to the basic financial statements are an integral
part of this statement. 31
CITY OF SALINA, KANSAS RECONCILIATION OF THE TOTAL GOVERNMENTAL FUND BALANCE TO NET ASSETS OF GOVERNMENTAL ACTIVITIES December 31,2008 Total Governmental Fund Balances $ 11,822,918 Amounts
reported for governmental activities in the statement of net assets are different because Bond issuance costs are shown as current year expenditures in the funds. Bond issuance costs
Capital assets used in governmental activities are.not financial resources and therefore are not reported in the funds The cost of capital assets is Accumulated depreciation is An internal
service fund is used by the City's management .to charge the costs of the worker's compensation program. The assets and liabilities of the internal service fund are included with governmental
activities. The following liabilities, including bonds payable, are not due and payable in the current period and therefore are not reported as liabilities in the funds. These liabilities
at year end consist of: Compensated absences Net OPEB obligation Temporary notes payable Bonds payable Accrued interest on the bonds Net Assets of Governmental Activities 341,445 222,831,746
74,101264 148,730,482 2,943,808 .3,138,866 687,608 1,800,000. 29,869,930 297,679 [35,794,083] $ 128,-044,5 70 The notes to the basic financial statements are an integral part of this
statement. 33
REVENUES: Taxes Real estate taxes Delinquent taxes Motor vehicle taxes General sales taxes Selective sales taxes Other taxes Intergovernmental Special assessments Licenses and permits
Charges for services Investment revenue Reimbursements Miscellaneous Total revenues EXPENDITURES: Current General government Public safety Public works Public health and sanitation Culture
and recreation Planning and development Miscellaneous Capital outlay Debt senn'ce Principal retirement Interest and other charges Total expenditures Excess [deficiency] of revenue and
other sources over [under] expenditures and other [uses] OTHER FINANCING SOURCES [USES] Issuance of bonds Bond premium Temporary note premium Transfers in Transfers [out] Total other
financing sources [uses] Net change in fund balance Fund balance -Beginning of year Fund balance -End of year CITY OF SALINA, KANSAS STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN
FUND BALANCE GOVERNMENTAL FUNDS For the Year Ended December 31,2008 Flood & Tourism Employee Drainage and General Benefits Improvement Convention $ 2,240.701 $ 5,177,657 $ 181,056 $
64,306 148,538 5.576 241,931 668,205 23,294 11,985,856 4.685.1 05 -1,062,071 91 1,305 5,793,253 244,769 205 38,703 . 496.742 26,663,968 6,033,103 209,926 1,062,276 3,336,261 14,070,189
5,239,844 1,109,794 2,297,431 2,087.685 630.1 78 263,444 3,874,688 1,000,874 33,191 585,935 331.180 -5,214 246,481 -639.917 -28,771,382 6,089,312 251,695 639,917 [2.107,414] [56.209]
[41,769] 422,359 1,066,306 -[260,000] 1426,6 1 2 J 806.306 [426,612] [1,301,108] [56,209] [41,769] t4,2531 7,330,631 845,856 548.952 278.921 $ 6,029,523 -$ 789,647 $ 507,183 $ 274,668
34
Other Total Special Bicentennial Debt Capital Governmental Governmental Gas Center Service Projects Funds Funds $ -$ -$ 1,484,503 $ -$ -$ 9,083.917 44.091 262,511 186.074 1,119,504 11.985,856
2,588.731 . 2,588,731 5,747,176 1,425,090 1,404,956 3,741.351 1,178.122 1,178,122 10,149 10,149 934,216 687,804 7,415,273 37,257 54,017 39,574 113,994 489,816 2 38,705 25,168 75,116
597,026 1,487.515 934,216 2,946.807 39.576 4,880,750 44,258,137 3,599.705 17.944,~77 346,786 -6.592,718 132,851 1,275.836 1.649,483 608,734 5,141,583 318.524 3,377,306 45 45 1,313,262
12,344 3.889,829 4,489.253 10,581,347 2,786,702 25.000 2,811,702 1,114.323 412,540 40,480 1.567.343 1,660,048 1.661,827 3,901,025 4.302,369 5,614.887 52,892.462 [172.533] [727,6111 [954,218]
[4.262,793) [134.137] [8,634,325] 3,720.000 3,525,000 7.245.000 43.532 43,532 36,505 36.505 180.000 636,612 500,000 ·440,000 2,822,918 [2,076,610) [2.763,222J 180,000 636.612 536,505
4,203,532 1,448,390 7,384,733 7.467 (9O.999] [417,713] [59.261] 714,253 [1.249,592) 1,785.911 226.930 1.210,457 [3.607.071J 4,451,923 13,072,510 $ 1.793,378 $ 135.931 $ 792,744 $ [3,666.332]
$ 5.166.176 $ 11.822,918 The notes to the basic financial statements are an integral part of this statement. 35
CITY OF SALINA, KANSAS RECONCILIATION OF THE GOVERNMENTAL FUNDS STATEMENT OF REVENUES, EXPENDITURES, For the Year Ended December 31,2008 AND CHANGES IN FUND BALANCE WITH THE GOVERNMENT-WIDE
STATEMENT OF ACTIVITIES Total Net Change In Fund Balances -Governmental Funds $ [1,249,592] Amounts reported for governmental activities in the statement of activities are different
because Capital outlays to purchase or build assets are reported in governmental funds as expenditures. However, for governmental activities those costs are shown in the statement of
net assets and allocated over their estimated useful lives as annual depreciation expenses in the statement of activities. This is the amount by which capital outlays exceeds depreciation
in the period. Gain on sale of assets Proceeds from sale of assets Capital outlays Depreciation expense Interest on long-term debt in the statement of activities differs from the amount
reported in the governmental funds because interest is recorded as an expenditure in the funds when it is due, and thus requires the use of current financial resources. In the statement
of activities, however, interest expense is recognized as the interest accrues, regardless of when it is due. This is the amount by which interest increased. An internal service fund
is used by the city's management to charge the costs of certain activities to the individual funds. The revenues and expenses of certain internal service fund is reported with governmental
activities. Some expenses reported in the statement of activities, such as compensated absences and other post employment benefits, do not require the use of current financial resources
and therefore are not reported as expenditures in governmental funds. Bond and temporary note proceeds are other financing sources in the governmental funds, but they increase long-term
liabilities in the statement of net assets and do not affect the statement of activities. !so. governmental funds report the effect of issuance costs, premiums, discounts, and similar
items when debt is first issued, whereas these amounts are deferred and amortized in the statement of activities. This amount is the net effect of these differences in the treatment
of long-term debt and related items. Repayment of bond principal and bond issuance costs is an expenditure in the governmental funds, but it reduces long-term liabilities in the statement
of net assets and does not affect the statement of activities. Changes In Net Assets of Governmental Activities 11,756 (29,6951 10,587,951 [3.957,0%] 6,612,959 14,100 77,120 [957,609]
2,811,702 $ 76,226 The notes to the basic financial statements are an integral part of this statement. 37
CITY OF SALINA, KANSAS STATEMENTOFNETASSETS PROPRIETARY FUNDS December 31,2008 ASSETS Current assets: Cash and investments Receivables (net of allowance for uncollectibles) Inventory
and prepaid supplies Restricted cash and investments Deferred charges Total current assets Capital assets: Accounts Nondepreciable capital assets: Construction in progress Land Depreciable
capital assets: Capital assets Less: accumulated depreciation Total capital assets Total assets Lia b i l i s : Current liabilities Amunts payable Interest payable Meter deposits payable
Current portion of compensated absences payable Current portion of accrued claims payable Current portion of loans payable Current portion of general Obligation bonds payable Current.pottion
of revenue bonds payable Total current liabilities Noncurrent liabilities: Compensated absences payable Accrued claims payable Net OPEB Obligation Payable from restricted assets Loans
payable General obligation bonds payable Revenue bonds payable Landfill postclosure care liabilities Total noncurrent liabilities Total liabilities Net Assets Invested in capital assets,
net of related debt Restricted Unrestricted Total net assets Restricted for bond retirement Business-Type Activities: Enterprise Funds Total Internal Solid Waste Water and Enterprise
Service Disposal Sewer Sanitation Golf Course Funds Funds $3,091.303 $ 8.577.929 $ 519,520 $ 76,874 $12.265.626 $3,686,524 266.293 801.892 127,018 -1,195,203 -641,538 -18,408 659.946
149.701 -1.211.221 -1,211,221 11,715 202,526 -214.241 3,369,311 11,435,106 646.538 95,282 15,546,237 3,836.225 -200.461 -200.461 682.000 844.002 -15,000 1,541,002 6,510,833 86,756,884
1.351,466 992.099 95.611.282 860,874 3,967,500 33,896,667 738.305 580,050 39.182.522 755.428 3,225,333 53.904.680 613.161 427.049 58,170223 105.446 $6.594.644 $65.339.786 $1.259.699
9 522,331 $73.716.460 $3.941.671 $ 99,009 10.587 23.147 3 7 3.0 0 0 505,743 $ 368.964 157,895 102.497 152.670 373.962 250.299 710,000 2,116,287 $ 3.351 $ 4,540 60.913 40.059 64.264 44.599
$ 475,864 168.482 102.497 276,789 373.962 623.299 710.000 2.730.893 $ 104.104 36.067 501,050 641.221 32.960 217.395 86.737 57.041 394,133 51.358 12,988 76,913 22.666 13.571 126.138 -6,054.797
870,000 1.286.770 -2.156.770 -2,320,000 -2,320.000 1.566.636 -1.566.636 -305284 -6.054.797 2,482.584 9.955.875 109.403 70.612 12.618.474 $6.642 $2.988.327 $12,072.162 B 173.667 $ 115.211
$15,349,367 $ 997.863 $1.982.333 $42.908.852 $ .613,161 $ 427.049 $45,931,395 $ 105.446 -1,211,221 -1.211.221 1,623,984 9,147,551 472.871 [19,929] 11,224,477 2,838,362 $ 3.606,317 $53.267.624
$1.086.032 $ 407.120 $58,367.093 $2.943.808 The notes to the basic financial statements are an integral part of this statement. 38
Operating revenues Charges for services Reimbursed revenues Miscellaneous Total operating revenues Operating expenses General government ' Public works Recreation Depreciation Total
operating expenses Operating income [loss] Nonoperating revenues [expenses] Investment revenue Debt service Gain/[loss] on disposal of fixed assets Amortization of bond issuance costs
Total nonoperating revenues [expenses] Income [loss] before transfers CITY OF SALINA, KANSAS STATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET ASSETS PROPRIETARY FUNDS For the Year
Ended December 31.2008 Transfers from [to] other funds Transfers in Transfers [out] Total transfers Change in net assets Net assets, January 1 Restatement Net assets, January 1, restated
Net assets, December 31 Business-Type Activities: Enterprise Funds Total Internal Solid Waste Water and Enterprise Service Disposal Sewer Sanitation Golf Course Funds Funds $2.748.519
$14,072,513 $2.171.938 8 751.252 $19,744,222 $9,379,116 1 1.430 69.803 492 27,747 109.472 205,574 2.759.949 14,150,986 2.172.430 778,999 19.862.364 9.584.690 8.670 8.670 -9,570,649 1,599,591
' 10,943,488 2,097,557 -14,640,636 -841,004 841,004 369,940 1,793,908 106,448 39,865 2,310.161 16.184 1,969.531 12.737.396 2,204,005 880.869 17,791.801 9,586,833 790.418 1,413,590 (31,5751
[101,870] 2,070,563 P.1431 74,118 208,641 15,935 1.194 299.888 78.613 [44,520] [492,805] -[537,325] 14.840 2,500 15,000 32.340 650 15.8591 [19,731] [25,590] 38,579 (301.395) 30.935 1.194
[230.687] 79.263 828.997 1,112,195 [W] [100,676] 1.839.876 77,120 38,179 82,125 120,304 [180.000] 38,179 82.125 [59.696] [180,000] (1 80,000] 648.997 1.1 50,374 [640] [18.551] 1,780.180
77.1 20 3,340,342 52,140,537 1,106,441 410,404 56,997,724 2,887.333 [383,022] [23,287] (1 9,7691 15,267 [410.811] P0.6451 2.957.320 52,117,250 1,066,672 425.671 56,586,913 2,866,686
$3,606,317 $53,267,624 $ 1,086,032 $ 407,120 $58,367,093 $2,943,808 The notes to the basic financial statements are an integral part of this statement. 39
CITY OF SALINA. KANSAS STATEMENT OF CASH FLOWS PROPRIETARY FUNDS For the Year Ended December 31,2008 Cash flows from operating activities Cash received from customers and users Cash
paid to suppliers of goods or services Cash paid to employees Other operating receipts Net cash provided by [used in] operating activities Cash flows from capital and related financing
activities Purchase and construction of capital assets Proceeds from sale of capital assets Principal payments -general obligation bonds Principal payments -revenue bonds Interest paid
. Principal payments -loans payable Net cash pmvided by [used in] capital and related financing activities Cash flows from investing activities Interest received Business-Type Activities:
Enterprise Funds Total Internal Solid Waste Water and Enterprise Service Disposal Sewer Sanitation GolfCourse Funds Funds $2,677396 $14,046,652 $2,165,515 $ 751.251 $19,641,314 S9.468.137
[1,360.4761 17.879.527) [1.390,660] [400,942] [11.031.605] [8.971.083] [459.7351 12,846.7661 [762,435] [410,6501 [4.479,5861 1638,8611 118.142-205.574-869.1 15 3,398,832 12.912 132,5941
4,248.265 63.767 11,430 78,473 492 27.747 [630.0001 1262,7421 [268,5*] -[1.161.338] 105,600 2.500 15.000 1 23.1 00 650 [373,000] 1735,2991 -[1.108.299] -[680.000] -[680.000] r47.587)
[515.459] -[563.046] [358.344] [358.344] 1944.987) [2.549,344] 1253,5961 -13.747.9271 650 74.118 208,642 15.935 1.195 299,890 78.612 Cash Rows from noncapital financing activities Transfers
in 38,179 -82.125 120.304 Transfers [out] [180.000] [ 18O,OOO] Net cash provided by [used in] noncapital financing activities [180,0001 38,179 -82,125 [59,696] Net Increase [decrease]
in cash and cash equivalents [181,754] 1,096,309 [224.749] 50,726 740.532 143.029 Cash and cash equivalents, January 1 3,273,057 8.692.841 744,289 26.148 12,736,315 3,543.495 Cash and
cash equivalents, December 31 03,091,303 16 9,789,150 S 519,520 S 76.874 $13.476.847 $3.686.524 Cash and investments Restricted cash and investments $3.091.303 $ 8.577.929 $ 519.520
S 76,874 $12,265,626 $3,686,524 -1,211,221 -1.211.221 Total cash and cash equivalents 83,091,303 S 9,789,150 $ 519.520 $ 76,874 $13,476,047 $3,686.524 The ndes to the basic financial
statements are an integral part of this statement. 41
CITY OF SALINA. KANSAS STATEMENT OF CASH FLOWS PROPRIETARY FUNDS (Continued) For the Year Ended December 31,2008 Business-Type Activities: Enterprise Funds Total Internal Solid Waste
Water and Enterprise Service Disposal Sewer Sanitation Golf Course Funds Reconciliation of operating [loss] income to net cash Operating income [loss] $ 790,418 $1,413,590 $[31,575]
$ [101.870] $2,070,563 $ [2.143] provided by [used in] operating activities Adjustments to reconcile operating income [loss] to net cash provided by [used in] operating activities Depreciation
expense [Increase] decrease in accounts receivable [Increase] decrease in inventory Increase [decrease] in accounts payable Increase [decrease] in accrued compensated absences Increase
[decrease] in claims payable Increase [decrease] in landfill postclosure liabilities Increase [decrease] in net OBEB obligation Increase [decrease] in meter deposits payable Net cash
provided by [used in] operatlng activities 369.940 '(70.6231 [122.729] 1 1,837 [122,716] 12,988 1,793,908 I28.3191 [22,8561 138,569 24.568 ' 76.913 2.459 106.448 [6.4231 I96.2171 18.013
22,666 39.865 6,606 17431 9,977 13.571 2,310.161 (105,3651 [16.250] [81,120] 64.395 [122.716] 126.1 38 2.459 16,184 [23.132] [l6 ,7721 609 89,021 $ 869.115 $3,398,832 $ 12.912 $ [32.594]
$4,248.265 $ 63.767 The notes to the basic finanaal statements are an integral part of this statement. 42
CITY OF SALINA, KANSAS STATEMENT OF ASSETS AND LIABILITIES AGENCY FUNDS December 31,2008 ASSETS Cash and investments Total assets LIABILITIES AND FUND BALANCES Liabilities Accounts payable
Total liabilities $ 496,887 $ 496,887 $ 496,887 $ 496-,8 87 The notes to the basic financial statements are an integral part of this statement. 43
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A Reporting Entity The City of Salina, Kansas (the
Cityj is a municipal corporation governed by a mayor and a five-member commission. These financial statements present the City and its component units, entities for which the government
is considered to be financially accountable. Each discretely presented component unit is reported in a separate column in the government wide statements to emphasize that it is legally
separated from the government. Discretelv Presented Component Units City of Salina Airport Authority -The Salina Airport Authority was created for the purpose of accepting as surplus
property portions of the former Schilling AF.B that was closed by the United States Department of Defense in June 1965. One of the primary functions of the Airport Adhority is to facilitate
the continued growth of jobs and payroll at the Airport Industrial Center. The Airport Authority is managed and controlled by a five-member Board of Directors appointed by the Salina
City Commission. Any director may be removed by a majority vote of the Salina City Commission. The Airport Authority's basic mill levy (up to 3 mills) requires the approval of the City
Commission. The Commission must also approve the issuance of general obligation debt by the Airport Authority. The Airport Authority has a December 31 fiscal year end. Housing Authority
of the City of Salina -The purpose of the Housing Authority of the City of Salina (Housing Authority) is' to administer Public Housing Programs authorized by the United States Housing
Act of 1937. The Mayor of the City of Salina appoints the governing board. The City' Commission may remove commissioners of the Housing Authority. The City must issue revenue bonds for
the Housing Authority. The financial liability of the Housing Authority is essentially supported by the operating and debt service subsidies received under contract from the Federal
government. The Housing Authority has a June 30 fiscal year end. Information in the accompanying financial statements covers the fiscal year ended June 30,2008. Complete financial statements
for each of the individual component units may be obtained at the entity's administrative offices. ,-_I___ . . HoIus_ing A uthority -o f 1 the City of Salina i L--.-_-~ ___.____-.-_-____
469 S. 5th -.._I_ --3 .aI. ! TL+Z-iSalina Airport Authority I ip3-23 7 Arnold Ax. ?aha, KS f I-_._ . . _,_ ,_-_,.F-.-. .... ..... ,-_-....... Joint Ventures -.. -.---. -.------.-The
City of Salina also participates with Saline County in two joint ventures. The Salina-Saline County Board of Health was organized by the City and County to promote public health. The
City and County organized the Salina County-City Building Authority to acquire, operate and maintain facilities for the administrative offices of both governments. The primary governments
each have an ongoing financial responsibility for the joint ventures. Separate financial statements are available from the governing boards of each joint venture. ,..---.I -_ -.-. -,
.. . ___. . .--. . -. . . . . . . ...--. .-. . ., ._.. -... Board of , Building Health ; Authority J ! (Unaudited) ! .(Ai%ed)---! .Total net assets, kcember 31, 2008 f $1,468,260 $3,083,977
f !Tota. l. c.h.a.ng. e in... ne. t assets, December L . . . 31, 2008 ; 214,145 t 35.8287 ;Total revenues from City of Salina -__... -. -. -. ,_ . ., . . --. . ._._. -_ -. -__I-._C..I_._.-_L
. , --. _ . . . . . . . . . . . . . . . . . . . . . -.. ...... .I-I. -_. _-..___ ... -.. ............ . -1 __ . _ -,.-__ . _I__---I-_.-_..-..,-.,. -----."-I". --.... ,--~ ....-.....
..._ . 1.--. ..-.-_. .-..-. . ..---:. . ._---_, . I I . ~ .-...-, :Total rewnues, year ended December 31, 2008 . 4,123,794 826,564 < --_-_--. .-I_ -. . -. . -----I _.__ __ --.. .---.....
-. . . ......... _-. .'i---988,39. 0 \..-. --.-.2..9..0 ,359-1; 45
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) A. Reporting Entity (Continued) Joint Ventures
(Continued) Complete financial statements for each of the joint ventures may be obtained at the entity's administrative offices. __ . . -i S a ~ n C~oun~ty SBoa~& ~of H ealth 125 West
Elm Street-q--. .-. --_ I--\_. . -_. . B. Government-wide and fund financial statements The statement of net assets and the statement of activities report information on all of the nonfiduciary
activities of the primary government and its component units. For the most part, the effect of interfund activity has been removed from these statements. Exceptions to this general rule
are charges between the City's governmental and business-type activities. Elimination of these charges would distort the direct costs and program revenues reported for the various functions
concerned. Governmental activities, which normally are supported by taxes and intergovernmental revenues, are reported separately from business-type activities, which rely to a significant
extent on fees and charges for support. Likewise, the primary government is reported separately from certain legally separate component units for which the primary government is financially
accountable. The statement of activities demonstrates the degree to which the direct expenses of a given function are offset by program revenues. Direct expenses are those that are specifically
associated with a service, program or department and therefore clearly identifiable to a particular function. Program revenues include charges paid by the recipient of the goods or services
offered by the program and grants and contributions that are restricted to meeting the operational requirements of a particular program. Taxes and other items, which are not classified
as program revenues, are presented as general revenues of the city. Separate financial statements are provided for governmental funds, proprietary funds and fduciary funds, even though
the latter are excluded from the government-wide financial statements. Major individual funds are reported as separate columns in the fund financial statements. Nonmajor funds are aggregated
and presented in a single column in the fund financial statements. i C. Measurement Focus, Basis of Accounting and Basis of Presentation The government-wide financial statements are
reported using the economic resources measurement focus and the accrual basis of accounting, as are the proprietary fund. Revenues are recorded when earned and expenses are recorded
when a liability is incurred, regardless of the timing of related cash flows. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar items
are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. Governmental fund financial statements are reported using the current financial
resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available
when they-are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the City considers revenues to be available
if they are collected within 60 days of the end of thecurrent fiscal period. Expenditures generally are recorded when a liability is incurred, as under accrual accounting. However, debt
service expenditures, as well as expenditures related to certain compensated absences and claims and judgments are recognized when the obligations are expected to be liquidated with
expendable available financial resources. * 46
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) C. Measurement Focus, Basis of Accounting
and Basis of Presentation (Continued) Property taxes and interest associated with the current fiscal period are all considered to be susceptible to accrual and so have been recognized
as revenues of the current fiscal period. Entitlements and shared revenues are recorded at the time of receipt or earlier if the susceptible to accrual criteria are met. Expendituredriven
grants are recognized as revenue when the quallfying expenditures have been incurred and all other grant requirements have been met. The City applies all applicable Governmental Accounting
Standards Board (GASB) pronouncements as well as the following pronouncements issued on or before November 30, 1989, unless those pronouncements conflict with or contradict GASB pronouncements:
FASB Statements and Interpretations, APB Opinions, and ARBS. Proprietary fund type operating statements present increases (revenues) and decreases (expenses) in net total assets. Proprietary
funds distinguish operating revenues and expenses from nonoperating items. Operating revenues and expenses generally result from providing goods and services in connection with a proprietary
fund's ongoing operations. The principal operating revenues of the City's proprietary funds are charges to customers for sales and services. Operating expenses for enterprise funds and
internal service funds include the &st of sales and services, administrative expenses, and depreciation on capital assets. All revenue and expenses not meeting this definition are reported
as nonoperating revenues and expenses. The internal service funds account for risk management, worker's compensation, health insurance, central garage and information services that are
provided to other departments or agencies of the government, or to other governments, on a cost-reimbursement basis. Agency funds are custodial in nature and do not measure results of
operations or have a measurement focus. Agency funds do however use the accrual basis of accounting. Agency funds are used to account for assets held as an agent for individuals, other
governmental units, private organizations and/or other funds. The City reports the following major governmental funds: The general fund is used to account for resources traditionally
associated with government. which are not required legally, or by sound financial management to be accounted for in another fund. Employee benefits fund -To account for the costs of
various beneffis provided to governmental employees. Flood and drainage improvement fund -To account for property tax revenues to be used for capital improvements to the flood control
and stormwater drainage systems. Tourism and convention fund -To account for transient guest tax revenues, which are specifically restricted to promotion and tourism activities. Special
gas fund -To account for the Ciys share of motor fuel tax revenues, which are legally restricted to the maintenance, or improvement of streets within the City. Bicentennial Center fund
-To account for the activities of the City's convention center. The debt service fund is used to account for the accumulation of resources and payment of general obligation bond principal
and interest from governmental resources and special assessment bond principal and interest from special assessment levies when the City is obligated in some manner for the payment.
47
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) C. D. Measurement Focus, Basis of Accounting
and Basis of Presentation (Continued) The capital projects fund is used to account for the acquisition and construction of major capital facilities other than those financed by proprietary
funds and trust funds. The City reports the following major proprietary funds: Sanitation fund -To account for the operations of the Ciws refuse collection service. Solid waste disposal
fund -To account for the activities of the City's landfill. Golf course fund -To account for the operations of the municipal golf course. Water and sewer fund -To account for the activities
of the City's water and sewer operations. Assets, Liabilities and Equity 1. Pooled cash and investments The City maintains a cash and investment pool that is available for use by all
funds managed by the city. Each fund type's portion of this pool is displayed in the financial statements as "Cash and Investments." The city's cash and cash equivalents are considered
to be cash on hand, demand deposits and short-term investments with original maturities of three months or less from the date of acquisition. Investments in the Kansas Municipal Pool
are carried at fair value. Cash balances from all funds are invested to the extent available in certificates of deposit and other authorized investments. Investments with maturity dates
greater .than three months are stated separately. Earnings from these investments, unless specifically designated, are allocated monthly to the investing fund based on the percentage
of funds invested to total investments. All investments are carried at fair value. 2. Receivables and Payables Transactions between funds that are representative of lendinghrrowing arrangements
outstanding at the end of the year are referred to as either "interfund receivables/payables" (i.e., the current portion of interfund loans) or "advances tohom other funds" (i.e.. the
noncurrent portion of interfund loans). All other outstanding balances between funds are reported as "due toffrom other funds." Accounts Receivable. The City records revenues when services
are provided. All receivables are shown net of an allowance for doubtful accounts. Property taxes receivable. Collection of current year property tax by the County Treasurer is not completed,
apportioned or distributed to the various subdivisions until the succeeding year, such procedure being in conformity with governing state statutes. Consequently, current year property
taxes receivable are not available as a resource that can be used to finance the current year operations of the City and, therefore, are not susceptible to accrual. Accruals of uncollected
current year property taxes are offset by deferred revenue and are identical to the adopted-budget-fo2r 009. It is not practicable to apportion delinquent taxes held by the County Treasurer
at the end of the accounting period, and further, the amounts thereof are not material in relationship to the financial statements taken as a whole. 48
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) D. Assets, Liabilities and Equity (Continued)
2. Receivables and Paybles Continued) The determination of assessed valuations and the collection of property taxes for all political subdivisions in the State of Kansas are the responsibility
of the various counties. The County Appraiser annually determines assessed valuations on January 1 and the County Clerk spreads the annual assessment on the tax rolls. The County Treasurer
is the tax collection agent for all taxing entities within the County. In accordance with state statutes, property taxes levied during the current year are a revenue source to be used
to finance the budget of the ensuing year. Property taxes are levied and liens against property are placed on November 1 of the year prior to, the fscal year for which they are budgeted.
Payments are due November 1, becoming delinquent, with penalty, December 21. Payments of 50% are accepted through December 20, with the second 50% then being due on or before May 10
of the following year. This procedure eliminates the need to issue tax anticipation notes since funds will be on hand prior to the beginning of each fiscal year. The City Treasurer draws
down all available funds from the County Treasurer's office in two-month intervals. Taxes remaining due and unpaid at February 15 and July I are subject to collection procedures prescribed
in state statutes. 3. Inventories and Prepaid Items Inventories are valued at cost using the first-in/first+ut (FIFO) method. The costs of governmental fund-type inventories are recorded
as expenditures when consumed. Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items. 4. Restricted Assets Certain proceeds
of the City's business-type firnd revenue bonds, as well as certain resources set aside for their repayment, are classified as restricted assets on the balance sheet because their use
is limited by applicable bond covenants. The Water and Sewer Principal and Interest" account is used to segregate resources accumulated for debt service payments over the next twelve
months. The "Debt Service Reserve" account is used to report resources set aside to make up potential future deficiencies in the "Water and Sewer Principal and Interest Account." 5.
Capital Assets Capital assets, which include property, plant, equipment and infrastructure assets, are reported in the applicable governmental or business-type activities columns in
the government-wide financial statements. Capital assets are defined by the government as assets with an initial, individual cost of more than $5,000 and an estimated useful life in
excess of two years. Such assets are recorded at historical cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded at estimated fair market
value at the date of donation. Capital assets used in governmental fund types of the City are recorded at cost or estimated historical cost if purchased or constructed. Donated capital
assets are recorded at their estimated fair value at the date of donation. The cost of normal maintenance and repairs that do not add to the value of the assets or materially extend
assets lives are not capitalized. 49
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) D. Assets, Liabilities, and Equity (Continued)
5. Capital Assets Continued) Major outlays for capital assets and improvements are capitalized as projects are constructed. Interest incurred during the construction phase of capital
assets of business-type is included in the capitalized value of the asset constructed, net of interest earned on the invested proceeds over the same period. Property, plant and equipment
of the primary government, are depreciated using the straight-line method over the following estimated useful lives: Assets Buildings Other equipment Vehicles Infrastructure Years 50
5-15 6 -10 30 -50 6. Compensated Absendes It is the City’s policy to permit employees to accumulate earned but unused vacation and sick pay benefits. All employees of the City, except
temporary and part time employees, may accumulate sick leave at a rate of 8 or 11 hours per month depending on their work duty schedule. There is no limit on the amount of sick leave
that can be accumulated. Employees with more than five years of service with the City are paid for one-third of their accumulated sick leave at their current wage scale upon termination
of employment in good standing. In 2001, a limited buy back policy was instituted. All regular employees are entitled to paid vacation time. Such leave is granted each year of employment
and unused leave may accumulate without limit. Employees are paid for all accumulated vacation leave at their current wage scale upon termination of employment. Vested or accumulated
vacation leave that is expected to be liquidated with expendable available financial resources is reported as an expenditure and a fund liability in the government fund financial statements
that will pay it. A liability for these amounts is reported in governmental funds only if they have matured, for example, as a result of employee resignations and retirements. Vested
or accumulated vacation leave of the business-type funds and government wide financial statements are recorded as an expense and liability of those funds as the benefits accrue to employees.
A liability is recorded for accumulated rights to receive sick pay benefits that are payable upon termination of employment. The General Fund, Bicentennial Center Fund, Central Garage
Fund, Information Systems Fund, Sanitation Fund, Solid Waste Fund, Golf Course Fund, and Water and Sewer Fund have been used in prior years to liquidate the liability for compensated
absences. 7. Temporarv Notes Upon authorization for the issuance of general obligation bonds for certain improvements, Kansas law permits the temporary financing of such improvements
by the issuance of temporary notes. Temporary notes issued may not exceed the aggregate amount of bonds authorized, are interest bearing and have a maturity date not later than four
years from the date of issuance of such temporary notes. Temporary notes outstanding are retired from the proceeds ofthe sale of general obligation bonds.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) D. Assets, Liabilities and Equity (Continued)
8. Lonq-term Obligations In the government-wide financial statements, and proprietary fund types in the fund financial statements, long-term debt and other long-term obligations are
reported as liabilities in the applicable governmental . activities, business-type activities, or proprietary fund type statement of net assets. Bond premiums and discounts, as well
as issuance costs, are deferred and amortized over the life of the bonds using the effective interest method. Bonds payable are reported net of the applicable bond premium or discount.
Bond issuance costs are reported as deferred charges and amortized over the term of the related debt. In the fund financial statements, governmental fund types recognize bond premiums
and discounts, as well as issuance costs, during the current period. The face amount of debt issued is reported as other financing sources. Premiums receim'd on debt issuances are reported
as other financing sources while discounts on debt issuances are reported as other financing uses. Issuance costs, whether or not withheld from the actual debt proceeds received, are
reported as debt service expenditures. 9. FundEquity In the fund financial statements, governmental funds report reservations of fund balance amounts that are not appropriable or are
legally segregated for a specific purpose. Reservations of business-type net assets are limited to outside third-party restrictions. Designations of fund balance represent tentative
management plans that are subject to change. 10. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates. 11. Net Assets Net assets represent the difference between assets and liabilities. Net assets invested in capital
assets, net of related debt consists of capital assets, net of accumulated depreciation, reduced by the outstanding balances of any borrowings used, for the acquisition, construction
or improvement of those assets. Net assets are reported as restricted when there are limitations imposed on their use either through the enabling . legislation adopted by the City or
through external restrictions imposed by creditors, grantors or laws or regulations of other governments. Note 2. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY A Budgetary Information Kansas
statutes require that an annual operating budget be legally adopted for the general fund, special revenue funds (unless specifically exempted by statute), debt service fund, and enterprise
funds. 51
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 2. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY (Continued) A. Budgetary Information (Continued) The
statutes provide for the following sequence and timetable in the adoption of the legal annual operating budget: 1. Preparation of the budget for the succeeding year on or before August
1. 2. Publication in local newspaper of the proposed budget and notice of public hearing on the budget on or before August 5. 3. Public hearing on or before August 15, but at least ten
days after publication of notice of hearing. 4. Adoption of the final budget on or before August 25. The statutes allow the governing body to increase the originally adopted budget for
previously unbudgeted increases in revenue other than ad valorem property taxes. To do this, a notice of public hearing to amend the budget must be published in the local newspaper.
At least ten days after publication the hearing may be held and the governing body may amend the budget at that time. The 2008 budget was amended for the General Fund, Tourism and Convention
Fund, Bicentennial Fund, Business Improvement District Fund, and the Central Garage Fund. The statutes permit management to transfer budgeted amounts between line items within an individual
fund. However, such statutes prohibit expenditures in excess of the total amount of the adopted budget of expenditures of individual funds. Budget comparison statements are presented
for each fund showing actual receipts and expenditures compared to legally budgeted receipts and expenditures. All legal annual operating budgets are prepared using the statutory basis
of accounting, in which, revenues are recognized when cash is received, and expenditures include disbursements, accounts payable, and encumbrances. Encumbrances are commitments by the,municipality
for future payments and are supported by a document evidencing the commitment, such as a purchase order or contract. All unencumbered appropriations (legal budget expenditure authority)
lapse at year end. , A legal operating budget is not required for capital projects funds, trust funds, and the following special revenue funds: Bicentennial Center Event, HUD Community
Development, Community Development Revolving, Heritage Commission, CDBG-ED, HOME V, Special Law Enforcement, Police Grants, Dare Donations, War Memorial Maintenance and Disaster Recovery.
A legal operating budget is not required for the following Enterprise funds: Solid Waste Construction, Water and Sewer Principal and Interest, Water and Sewer Bond Reserve. Water and
Sewer Construction and Reserve funds. A legal operating budget is also not required for the Internal Service funds. Actual to budget comparisons for these funds that present budgets
to the Commissioners are shown strictly for informational purposes. Spending in funds, which are not subject to the legal annual operating budget requirements are controlled by federal
regulations, other statutes, or by the use of internal spending limits established by the governing body. 52
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 2. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY (Continued) B. Statutory Violations Actual exceeded
budgeted expenditures at December 31,2008 in the Business Improvement City Fund and in the Special Alcohol Fund, which violates KSA 79-2935. C. Compliance With Bond Reserve Requirements
Water & Sewer Bond Reserve Requirements The bond reserve requirement is to establish and maintain a reserve account. The Water 8 Sewer fund met this requirement for 2008. _._-.. . .
. . . Resew requirement $1,655,531 . .. Actual r e s e m Total actual resews ... . . . . . . . . . . ' Bond resene account . . . . . . . . . ~ -$1;211,221 -f~1,211,221 . . . . ... I_
. . I ..-~..-. . . . ..-The City was in compliance with the reserve account balance requirements at December 31,2008. D. Legal Debt Margin The City is subject to the municipal finance
law of the state of Kansas which limits the bonded debt (exclusive of revenue bonds and special assessment bonds) the city may have outstanding to 30 percent of the assessed value of
all tangible taxable property within the city, as certiied to the county clerk on the proceeding August 25. At December 31, 2008, the statutory limit for the City was $132,983,158, providing
a debt margin of $98,900,971. Note 3. RESTATEMENT OF EQUITY Following the close of the previous fiscal year, it was discovered that several capital assets were misclassified or recorded
incorrectly. Accordingly, the beginning net assets balances were restated, the effects of which are as follows: . . . . . . ...... .-.. . . . . . . . . . . . . . . . . . . . . . -. .
. . . . . . . solib waste ' Waterand Golf &nt&i Informationi ..:. G. -.m.G mta. .l . . . . . . .D. isposa. l. . . . .S.e wer. .. . . S.an itation ; Course i Garage f Systems i . ActMties
, . . . . . . . . . . . .-. .... ---. -. . . -. . . . . . . .-...... -. . . . . . .......... --, . -7 --....: . . . . . . Fund . .----.. . . .-_. . _a_ -, ,:-. -. .-_. __-. -,._, . ......
i. -._!---. ..-1 . -. . . . . . . . . . . . . . . . . . --. . . . I ._ i-%--.l Eurld. :..-_ _ _ _ r --Fund I Get. A. ssets, D.e..c ember 31. 2007 , $ 127,994,36.8: $3,340,342: $52,140,537I
$1,106,441; $410,404I $245,281 i $287,712; Cap.i.ta..l Asset Adjustment (26,0241' (383.0223 [23,38fi (19.7691: 15,267' 13.374 (34,0191, ,Net Assets, --._-I_ *y..---.LA ....._ ~ -^.._
.--. -I. -.._-:--.. . . . . . . -. -.. -. . . . -__ . ----I.-.--_. .__ _ . . . . . . . . . ._.. --._. . . ... . . i -. . . . . __ -. --.A . -. ---. .... ---. . . . . . . . . . . .. -.
--;. .. .-. ...+ D-e-c -.e -m -_b.e_-.r 3. -1 .-, -2 -0 07,_ R_e-s tated E 127,968,344 $2,957.30_. 8.5 2,117,250i $1,086.672: $425,671 I_ i-. 53
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS A. Deposits and Investments The City's cash is considered to be active
funds by management and is invested according to KSA $1401. The statute requires that banks eligible to hold active funds have a main or branch bank in the county in which the City is
located or in a county adjacent to the City and the banks provide an acceptable rate for active funds. Various City investments are considered to be idle funds by management and are
invested according to KSA 12-1675. The statute requires that the City invest its idle funds in only temporary notes of the Clty, bank certificates of deposit, repurchase agreements,
and if eligible banks do not offer an acceptable rate for the funds: US. Treasury bills or notes or the Municipal Investment Pool (KMIP). Maturities of the above investments may not
exceed two years by statute. Some of the City's investments are of bond proceeds invested pursuant to KSA 10-1 31. This statute allows additional investment authority beyond that of
KSA 12-1675. Investments of bond proceeds may follow KSA 12-1675 or include other investments such as the KMIP, direct obligations of the U.S. government or any agency thereof, investment
agreements with a financial institution the obligations of which at the time of investment are rated in either of the three highest rating categories by Moody's investors service or
Standard and Poor's corporation, and various other investments as specified in KSA 10-1 31. At December 31, 2008, the City has the following investments: _-._ .. -. .,. . -. . . . .
. . . . . . . . . . . . . . -. __ . I . . Fair Value I Rating . .._^. . . _. . _I_. .,,.. . .-.. .... . -v -.. . .-. .I-.I ._ Inwxtrnent Type .Kansas Municipal Inestrnent Pool . . .
. . . . . . . . . . . . . .~ -... .-_-... . . . . -,.---I $24,636,622j S&P AAAffSl+i , . ...... . . . --. ----.......... -.-.I I . . _.. ,__ _---, ....... . . . . . . . --., _. -_......
-_ I _ . -_ -_ r . r -_ . . _ _ . . $24.636.622 . -_I. __.._-__ .--_-~ :Total fair mlue -.-.-. ........ ......... The municipal investment pool is under the oversight of the Pooled Money
Investment Board. The board is comprised of the State Treasurer and four additional members appointed by the State Governor. The board reports annually to the Kansas legislature. State
pooled monies may be invested in direct obligations of, or obligations that are insured as to principal and interest by the US. government or any agency thereof, with maturities up to
four years. No more than 10 percent of those funds may be invested in mortgage-backed securities. In addition, the State pool may invest in repurchase. agreements with Kansas banks or
with primary government securities dealers. The City's investment policy provides direction on concentration risk. The City policy states that funds shall be diversified to reduce the
extent of losses due to having an unbalanced portfolio in terms of maturities, instrument type, and issuers. Therefore, portfolio maturities shall be staggered to avoid undue concentration
of assets in a 'specific maturity sector. Liquidity, free of market risk, shall be assured through practices insuring that the next disbursement date and payroll date are covered through
maturing investments, marketable US. Treasury Bills, the Municipal Investment Pool, or money market accounts. Default risk shall be minimized by requiring that all security purchases
occur on a delivery vs. payment basis, and that all securities are adequately collateralized. Risk of market price volatillty shall be controlled through the adoption of a "buy and hold"
strategy whereby the.City holds each investment to maturity, coupled with maintenance of an adequate liquidity position to insure the ability to meet normal anticipated cash flow needs.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 A. B. Deposits and Investments (Continued) When advantageous, it is allowable to sell investments to realize
a gain due to price fluctuations; however, such transactions shall not be a part of the normal course of business. The City recognizes that investment risks can result from issuer defaults,
market price changes or various technical complications leading to temporary illiquidity. Portfolio diversification is employed as a way to control risk due to issuer default. In the
event of a default by a specific issuer, the Director of Finance and Administration shall review, and, if appropriate, proceed to liquidate securities having comparable credit risks.
Custodial credit risk is the risk that in the event of a bank failure, the City's deposits may not be returned to it. The City's deposit policy for custodial credit risk require that
the depository banks will maintain 100% securlty in the form of FDIC coverage and pledged collateral according to KSA 9-1402. Receiva Mes Receivables as of year end, including the applicable
allowances for doubtful accounts, are as follows: -. . ...... .-.-. . . . . . . . . . . . . . . . -. ., _-. -_._,. , . .-.. .. I Tourism . .-,. -.,. EmNOYee and : Special B i c g n e
m i a l . B e t s . Convention I Gas : Center : M o t 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . G&&l' ' -. . . . . . . .~-, .. ..-. . . . . . Note 4. DETAILED NOTES ON
ALL FUNDS (Continued) 55 .i . . . . . . . . . . . . . . .... .----1.. ... . . . . . . . . -..,, . . . . . . . . . . ........-L-. ' . solid E!? -.J -~-.-. . _ I -.-. . . . . . . . . ---.
. . . . . _.---......-..1 -.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31.2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) C. lnterfund Receivables and Payables The composition
of interfund balances as of December 31, 2008, is as follows: Fund Types General Fund Castal Projects Fund Other ..G owrnment Funds DueFrom DueTo $ 460,667 $ -. _ _-3961i05 . . ---'
64,562 ' $ 460,667 { $ 460,667-i The City uses interfund receivables and payables as needed when pooled cash is negative within a fund until investments mature or grant proceeds are
received. All payables are cleared in less than one year.
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31, 2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) D. Capital Assets Capital asset activity for the year
ended December 31, 2008, was as follows: -. .-. ~ -. . . Citygovernmental-a -c tiwtiEC: -asset& not being_E'epk",ated Govertrmental activities: .C_-a p-.i tal Constnjition'in progress
Land . . ln-fr.a st.r--u-dure .-... . . .Capi tal assegbeing depreciated Buildings and improvements -. . Ve h ic!e-.s-Equipment, furnitukynd fixtures . _----.-.... . . . . _-I--. ....._.
......... ~ _--_. __. . .Total capital assets . . . .-_. Balance Pdj. Bal. Balance 12/31ROO7 Adjustments . 12/31R007 Pdditions Retirements 12/31/2008 ... . -. 3 22,605,858 $ [1,697]
3 22,684,161 3 9.87. 9..15.0" S 32,034 j $ 32,531,277 22,688,817 [211,626] 22.477.191 -22,477.191 -133,334,606 23.548.952 ' -23,548,952 ' -23,548,952 c 6,778.742 [393.529] 6,385.213
272,700 II 171.379 6386,534 55,397 ' . 5,314,060 132.967.790 , 366.816 133,334,606 . . _ -.-. -4.100.746 . . 8.0b..57 6 4,901,322 . 468,135 . . . . . ... _._-,. . .-._ . . . 212,770,905
I 560,540 213,331,445 10,619,985 . 258.810 ' 223,692,620' . . . . . . .... . ._ L.~~.a.wm.ta"~ciatio~;~~:-. . . . . . __ _.. _ .--. ,..-. , . -B. uild.in_-g s a-n.d im-p -ro.i ments
, ,_ __ . . . 1029_3,918 I6.0291 10,287,889 j . . 630,047 . . . . .---. --. : .'nfrastructure _____ ......... 52,555,114 ' 20-6..-3.4, 8 52.76; ,462 2.684.798 ,,-, . . , , . . -, . .5
5,446,260 '; -,-, 10,917,936-' . Vehides 3,357,948 ; 272,080 . 12,599 3,617,429 I -,. .-._.I_ . . -. --4,697.490 [12;497] 4,684,993 386,31-2 . 196...2.3.8. . . 4.8..7_5-. 0-6-7 2,959206
398;742 .....--.-_I -_---. .. . . , -. , . . . . __ , . ......... ...... Equipment, furniture and fixtures 1 _ _ . . . . . . . . . . . . . . . ..... --I -. -. Total accumulated depreciation
i 70,505,728 586,564 71,092,292 3,973,237 , 208,837 : 74.856.692-' _ _ . . ... -_.--... . . . .... . . ~ ._. . . . . . . -j .. ,._---.... -...-. -. .-. ..-_. -__.,. ,-. " " -..._ ..
__. .. -.__L . ... -. ... -, . . . . . . ... ...-..-. 'Gowmmental activities capital assets, net : $ 142,265,177 S [26,024] 3 142,239,153 , $6.646.74 ! . _ . . . . . j . .___ ~ . ---.
------. . --. . . . . . . . . . . _ . . I . . -.L , __ . ._ . _I _._ ;-_.__ j . -... ... I..-. . __ -.__I_ ng depreciated .:I-. . . construeon in progress . . __ . i $ 39563 ;$ [Jv.'J2]
$ 9,631 . 3. . .1.9.0. .,8.3. .0. . .3 -$ 200,461 ' Land j 1,544,110-T-[3.108) 1.541.002 -1.541.002 i Cioital assets. beina deoreciated . . . . . . s ~ . . ...... t -65,991,878 ' 19.,0
99 2-2..,-5 69,636 1' -: 22,569.636 . . ^--*. . -, --. _.__......I . [2]: 65,991fJ-78: . .. . ................-.. -.~_.--_., _,._---__-.. [467.638];-, ,, _?,435,268-i 332,111 100,277
.. ~ 2,66-7.. 602 ! 500,837 . 4,084,119 i 638.397.. 340.350 4,3-82 .166 i , . . :-., -.-.I "-_.-.... .., _. -I . . . . ..... . . .......... ,-. . . . . . . . . . . L -_^__ _-. ,-y .__.._--__
. _ ~ ..-.. -,---.....-.-96,612,978 i 19.056 ~ 96,632,034 i 1,161.338 440.627 i 97,35?7457 ;T.o.ta.l c apital assets ... . . _, . . .+. . . . . . . . . . . . . . . . . . . . . . . .
. 1 I -. ......... . . . . . . ...... _ _ _. A --i . . 3.7P222.28..~. . ....... .i. . 34g,867 ~ . . i .:? _oh1-ac cu-mu.l a.t.e.d. d.e.p.r.e.c.ia.ti.o.n. . . . . . 36,792.-36-1-1I .
4.2.9...8 67 . e --. . . . . . . 2,31.0_,16-1 . .. .'....3.9.,.1.8.2.,5. 22. . .. __ ,---.. , ...... -._~..----_ . -I-.... ____.._ . * .................... _,,--___.___,_ iBusiness-typeakivities_
_ca_p i-t.a l a...s...s... ets, n-et . .j $ 59.820.617 13 [410.811]; $ 59,409,806 j 3[1.148,823]: 3 90,760 3 58,170,223j 57
, CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) D. Capital Assets (Continued) The City's depreciation
expense was charged to governmental functions as follows: . Gokmmental Activities: .General government $ 62,440 Pubiic'safety 31 9,069 3,037,172 ~ ;Public health 34,273 ,iCulhre and
recreation 416,790 : Pubtic woks -_ ...._ -,. .. Planning and dewloprnent l"d3,493"; : iotai-be&ediation $3,973,237 --. ".._" . . . . . 3 . . . . . . . ' Business-type Activities: Solid
Waste Disposal $ 369,940 ' Water and Sewer ' 1.i .7 93.908 Sanitation . . . . . 106,448 Golf'Couke Division ' 39,865'. ...-.... -.. I-.. . . . . . .,. $2,310,161 ; Following is a summary
of changes in long-term debt for fiscal year 2008: -.J To-t_a_l d_e.p_ r_e ciation E. Long-Term Debt -. -. -8 . . . I . . . . . --. -!-.--. .-. . ---I ---Balance . . --.. -----; Balance
--, -A..m ounts I --1 .---.-.---I-, . .^.. .......i ...J.a nuar.*y-1, ,. . . . . . ." --.----. . . .;. D. .e cenber 3-1. .: heV\Mhin I. . Mo8 Additions Deletions -I -Oneyear I... . --.
~&. I-. . .. -. ... .G overnmental ac. tivities.:. . i ....... ... -. . . . . . . . . -G..e.n eral oblig.a.t.io..n. b..o.n..d.s.. .!. .$..2 5.436.632-: $ 7,245,000 $ 2,811,702-$ 29.869.930
'$ 2,866,701 '-A c.c ruedconpensation i 2,95.5..,...6..8. 2: ....1 601 615 . . . 1,331,006 3:23:291 ;-.. lA331,007 : Tenporary notes 7,625.000 i 3,205,000 5,825,000 : 5,005,000 5,005,0&
'Total $38,101,221 i $ 9,202,708 i Business-type activities: . . . 'G.e -n --e-r a.l . o-.b ligation bonds :-.$ 3,888,3.6--8I "'$ --$ 1,108,299 $ 2,780.069.;-!$ 623,299 .R.e venuebonds
3,710,.00.0 . 680,000-. 3,030,000 . 71O.OOO Accrued conpensation 606.525 I 341,186 j 276,789 ! 670.922 ; 276,789 Total $14,991,996 ~ $ 341,186 /$ 2,423.432 I $12,909,750 $ 1,984,050
4. ---...-.-............. ..... -. . . . . .--.. _-________I,. ... _..--.-.L. L-1. -.. -.... -..... -..-. . . . ._. . , . I.. -_.. ...... __ . -. . $36.017.314 , $12.051.615 i $ 9,967,708
. . . . . . .-, . . ... ,____-._ . --. . . . . . . . . . . . . . . . . . ,-.d . . .". _--. . . ,-. . . . . _ -. . . . . . . . . . . . . . . . . . . . . . . . . -.r-_ ---.--__,__-.__
.-.---. --..... __ . . . . . .... .. .,L.,o" a..n.-s--p-a yable ... ,--._ .i ,..6.,-_78 .7.-,. 10.3: . ;..-..-i --L. -.__I.. . . -_.-.-, . -' .__. -.-:I: .__=-.-*_.m , .. -62FJ5:j -373,962.
. . . . . . . . . . . . . . . . . . -. . . ._!_.... ........... . ,~,-~"-... .. . I _ . ._ ._ . . .. -.-. . . . . . . . . . ._ .. ........... i~ . Co&. nentuniis: . . . -. ........ ,
. . . . . . . _... .. --.i. $L . 965,000 $ 6,525,000I $ '-755,006 -.' 33.101 358.831 -__.-_-_-I. I_--_^.-* ! ._,.. I . , . ... .. .-,..,--.-L. _,.-.. ..---__ General obligation bonds
$"7.4&,& $ . -.'i Fmancing lease ! 391,932 i 9.. --. ._ ! -___ ---..-.--. -. .---. -.. --. . -c ..-___ 35,331 i i_ T-e--m -.-p . .o ra-_ry -. notes-_-. ,! . _13_, 9-0 .0 ,00_L-0-i .
--'. . . .2., 925,000.. , 10,975.,. 000i .... _ . _.--Special assessment deb_t:_ -2-5 5,270 -; 23,216. 232,054 24,106 I . . " .--. ---_ . -I ---. ---___ . ---.._ -L. .._....-.____I.__I_.-_-_._.C
-. . . I _ :.. --... ...... .-.i -...--._.., 4.---._-. .A __._. _.__' -i $ 3,946,317 ; $18,090,885 $ 814,437 ' ~ -. _-... ..... --. , , , '.Totalc orrponent units f $22,037,202__ $ .__.
.". --
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) The following is a detailed
listing of the city's long-term debt including general obligation bonds, revenue bonds, temporary notes and loans payable: Pnmary Government Original Interest Bonds General Obligation
Bonds Issue Rates Outstanding . . lntemal Improkments 2.0-00,. .d. ue 10/1/2015 $ lntemal Improwments. _2I_0_0 _1--.I,-due ~ lO/fi2016-. . Water/s&kr rekhding 2002A., .d ue 1.. 011/2013
." Intemal Improvements 2002B, due 10/1/2017 . lntemal 'improuiments 2003A. due 10/1/2018 .Re,f-u.,n.-d.i,n..g 2004A('due 8-/,1,./.2.0. 15 . lntemal Improwments 20048, due-1~0. /1-/,,2
019 Internal Imp6kments 2005A. due 10/1/2020 , lntemai Imp6kmen. t-s-2.-0 .0-.6 _A__. -.d-u-e--1-0 /1/2026 t lntemal ..l.m. .-b-wments 2006B, due 10/1/2021 ;Internal Impmwments 2008A.
due 10/1/2023 -, . . . . . . . .. . . -1 ----rEemal Im.p. .ro.w. .m. .e.%. '2007A,-..d.. ue-~O/1l .2.0..2..7. . ..-. 71 -l'n .t emal Im-p6~w-m..e .n.ts . ,2."0,0. -8.B__. . d.u.e. 7.
/.1./.2.0.2.8 Total general ob-li ga-ti on bonds . I --._.. -.__-. _. 3,885,000 4.625'%0& 6.50% ' $ . 330,000 2,045T000 3.00%to 4.50% 1,665,000 : 1, '980,000 2.700/0~4.50. .%-. .......
985,000 5,585,000 2.lddh to 4.00% . 2.880.000 : 4,053,000': 3.00%.iO 4.-k% ;--2,530,000 4,210,060 2.955/% 435% 3,205,000 2,.2 -0. 0,600 ' 3.55% i0 5.50% 1,980,000 . 745,000 ' ' 3;720,000
3.25% to4.00% 1 3,720,000 : 5,350,000 ' 4:00% to 4.90% . . .2., 840,000 4,350,000 2.13%'tQ 3.85% 2,725,000 ... 885,000 ' 4.Odo76-tb 4.50% . 6;545.boO ; 4:25% to 4.625% : 3,525,000 ,
3.6590 to 5.&b/o f 6,180;000 3,525,000 --_I-_ ...... $.. . . . .-......__... . . -. $ 32,650,005-: .. -. . ...... .. ."-. . . . . . . -._.__-.X1I .. -L.-_. ....... >-. _-,--. . .-. :Loans
Payable --. ... -.... . . ... --.-. -. . . . . . . , -, ' . *i Ka. n. s. a s Public Water Supply, due 2/1/2020 . .!. .$. '. .3 ,600,003 . 4.29% ' $ 2,430,462 : iKansas.Public Wde.r Supply,
due 2/1/2023' ..... $000,000 ' 4.13% . . . 3 ,998.298 ,...-.-------.---_.,. ..-.--.-.--.~-~ . . . . .-....... .-. -.-.. -I---~ . _ . _ . _ I . . -.. Total loans payable $ 6,428,760 !-I-...
...... . .-_., _^"_ # i . . -... . .. . __.--. " -. . ._-.. .-......... kT;e ms .peorra' .ry2 0N~otle s,-d.ue.8,1/200g ii;;al'teri-tporiry notes . . ~ -. . . . . . . . . . . . . . .
. . . $ 1,800,000 . 3.49% ... ,I. $.. .. l-,soo,o0o' 2. 7&/o -. ! 3.205.m ; $ 5,005,000 . . . _ , . 1 ' . Se&S-260&1, dU68/1/2009 3,205,o do .. . .. . . -__._---._--. ._I-. .,-. . .
. ~ . . .. -_-. 59
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) --. .--. --. . Origin2 '
Interest Bonds Issue -.. . . Rates Outstanding ... : Component Unit : Salina Airport Authority -General Obligation Bonds ....... -.... ... . . . . . . . . -1 -1 . -General Obligation.19998,
due 2010-$ 555.000 13.90%i 05.26%. $ 135,000 .G. e.n eral Oblig. ati.o..n.. 20OlA, due 2012 11385,000 ! 4.45% to 5.60%' 650,000 2,635,000 12.45"/O to'3.70% 1~160~00. 0 % General Obligation
2002& due 2012 ' General Obligation 2005A, due 2020 3,635,000 j4.7+/0 to 5.25% . 3,635,060 . 9&000 ' . 6,525,000 L. General Obligation 2007A. due 2022 Total generai obligation bonds
-Tem porary 'Notes Series 2007-1. due 2010 __ ._ -1. 10. ,975,0.0 0, 5. ..6 00%_ _ 10,975,000' Total temporary notes ' Special Assessment Debt .. -. --"A--_ . . . . . . -. --., . . _
. . +--I--.--. ._ -. . . . . I -. I .. 1,0.0 5,0. 00. ki' 4.60"_h-. .t o 6.00%. .,-, . ___,-., ... ....... ' . . -I ....... .... -__... . ._. _." ....I ..... I . . ....... ' '10,975:000
.------. -.-_-__ . _ _ _.._.^. . . . . . ...... ! L .......-._---. --. . --. .-. ~--..l ..--.. -. , ..~. ....... . ! -.--,. . . . .~.... ,.. .. . . . . . . _ . I ---.-. . Airport Industrial
Center, due 2016 565,2.3 .5_ _I -, ..-3.79-% ..-.__ .' . . 2-0.7 1.1 77. Hangar 600 Sanitary Sewer, due 2021 _..^.-I..-_-_,-I_. --___-_-.-. . --.. 27,599 i 4.47% 24,877 , :Total special
assessment debt . . .. 232,054-i i Financing Lease, due 2015 6.609% ; 358,831 i . --.--. . .--... .... > . . . . . . . . I.I. _I._. --._ .-I_-I_--.-,-. -__-. . . . . . . .-, ...-. .
.... ..... -----.-_I-_-. _----_.-,-",.-. . . . . .-... . I... . _ . . . . . . --_ --1_-.1_1_ .---. -I._ . , , .--. ......-. . . . . . . --_..-_ 425,000 I ..-II. ..-. . . . . . . -..
.... .,"-. ,." ...... .& ..... _.-_-.. .--I -. -. . . -.-... : . . . . . . . ~ .---. . . . . . . . . . . . . . . . . . . . . -. :... . . . . --L.-. . . _iI $ 18,090,885 ,Total -,-Annual
debt service requirements to maturity for general obligation bonds to be paid with tax levies: -------.................. . ....... 8 : General Obligation -Primary Government I : i Bonds
I Interest ; Outstanding ' ' . _ . : .x I _ _ I . . . Total .._. --I .. , . -.--" I " 3 1 4 9 0 , -~fs .' -'.: $. -' 1,256,003 $' ' 4,74&0b3 . . . . .2.0 09 ,. ....... . . . 1,169,384
. 4,349; 384 . . 3,075.000 : 1,052,710 . 4.127.710 .. -Year -.-.*A I_--_----_ -iT-.--__---. .3 -.; 180._,.0 -0.0 i . .-. -._-. . . . . --.--__. 220o1l 0i -" 9 ............ . . . . .
. 3;085,0dd .~ ~ ---I^. I.-. ".. _2. 01 .~__..I 2" 4;.. -.. -.. ,--.-.-. ... .I---.,.--. 938,351 4I ' --,. 4. ,02.-3_;3._51 . 1 2013 2,990,000 821,063 3,811,063 . -, ,',1. 1~,96_5_1.0_8-8_'
_, 2,630,060 2,940,647 ,i $' 42;095,060: ..-.. ........6..,.1. 31.816. .... I 60
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) General Obligation -Component
Units : . -Bonds Interest . .Total' . . __ -. . \iear _. ! Outstanding Due 2009 201 0 . . . . . . . . . . . . , $ 755,000 $ 316,316 .. .$.. . 1,071,316 1,082,148 I 999,799 : 1,004.501
! 2012 40-12 30 i-8..---.-501,878 _ _ . , .. _1--,.9.._5 5,0. 00 -_^.5..8 7,057 . . . 2 ,&2,05Q 201 9-2022 1,135,000 107.02%' : 1; 242,025 . -. L . 785050~,0;o0o0o . 282,148 244,799
.. ...,-.--. . . . .. __ _-. --. -._ 795,000 209,501 201 1 . I. . 2012 .-. . . 330,000 -.1 71,878. I .... ------I . -.. I_ . $ ' 6,~525,j-job $-' ,g1G,724 , -.$-8;&3,72'4 . Total * .
. Annual debt service requirements to maturity for revenue bonds to be paid with utility revenues: . . . ---. -. -. . . . Rewnue Bonds -Primary Gowmment -7 -4 --I. -__ -i " 9i35o , 831,45d-I
64,070 ; 834,.070: : $ 3,%0,,dbO 1 $ 306,245 : $ 3.336,24$ --. Interest i -: II Bonds -+t .---. -_ -. ; ,-. . . . . . .... . Outstanding ' , Due I Total ; 6, 3oo ~$ .. , ~. . -i . Year
?I . . . . . . .2 0-0s . . . ' . $ __ 7140,000,0.-'11~ $ --.. . -_. -,. __ _. --_8. 26,300-I ........ 34,425__1-. ! .-. ...... 81.0",Qo .......... I__ 1 .-. ...... Total -.-dmr.. 770,
mj--. 201 0 201 2 .. 1 . %if'-L --. --. --I. . t . _-. ._. -(..".__-_,___.. l a . ..I-. , . , 844,423-; . --. , --. -.----.I------__ Annual debt service requirements to maturity for
temporary notes -to be paid through the issuance of general obligation bonds: I ' . -> . . . ..--.. . . . . . Year cI. >--_ __ _.--..1 I 2009-. .::-. Total . . . ... . ___.__ _ ___ -_--i"
!-Temporary Notes -Primary Gowmment i . -. -+!-! --N-o-t--e-s. . ." t. --...-I ntere.s_t _. . . . Totai-' i . Outstandin .I--;.$ -. .._.____._ -*-__ ...... + ....... ......... -.. .III.
$ 5.m.h..-. $j 5,159.875 ..... .. -.. -. . . . . . . . . . . i Temporary Notes -Component Units' ; 1 Notes , Interest i -Due ! Total -II $ 614,600 $ 614,600 .i .-. . .i* ._-.. . . .
L-2009 $ ..-., . --..-.-_--... . 2010 .. ' : 10;975;000 ! ...6 14,600 11,589,600 i Total j : $ 10,975,000 $ 1,229,200 , $ 12,204,2001 1 , . . -. -.._-. _----. . ----. ' __I_--"._.. ~
--..I_ . --*-.. , . I -. Year : . Outsta.n. .d.i.n g -. . . . . .-i1 -.--.-. -. ------. .-.--r------. -.. : : A I , . . . . . .--f-.-. -"-_.__I.. -I_.-I .-."---"..~-.. __,,-61
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) Annual debt service requirements
to maturity for financing lease -to be paid from rental revenue: . . , -Financing Lease -Component Units 2009 201 0 201 1' . ibii 2013 201 4-20 . . . -. . . T.-o tal . Lease Interest
. . . Outstanding Due e ~ _. $ 35,331 $ 23,141 $ 58,472 I . 37,705 I 20,767 58,472 40,238 ' ' 18,& :-58,472 42.941 15,531 58,472 45,826 12,646 58.472 . .. . . . . . . .-. . . . . I .
._. 6. ---_ -_ -.. 156,790 18,625 ... 1751415 i $ 35&831 $ 1 0 8 . a .... $ 467,775'. The City has engaged in loans with the Kansas Public Water Supply Fund. The following displays annual
debt service requirements to maturity for loans payable to be paid from service revenues, for the full proceeds amount: . . . . . . Loans -Primary Gowmment .:,: Loans . interes.t . .
. Toisl ---1 : i Ou.ts-ta ndi-ng. . -D-ue . ,. i .$ . . . . 3. .7 3.. ~.. i.~. .i .$.' .2.4 3., 521 $ 617,483 61 8,806 -, I .L ~ .-. , _ . ----4 !-2009 . I 4-m-,-392.. ,. -_ ~ 213,795
620,187"' Year I . -= . . -. . -. .J-.-. ----, --. _ _ 20i 0 i ._-.., 389,840 . ._-2-2._8.,,-9..6 6 ' ........--. ,-20124o-i2 30 1'8~-' it--. 2'505896 c I..-, .:,-:. -..I: .. . r -I.
---I-.. 201 1 -201 2 .... 423346 . . i97 ,976; 62i;6ii' i 441';634 . . . . . . . 18i,485 j '6231i19 j I _.------. . . . 6%-:553-3;1kl3% i 2,048,817 i ... 1,861,673 :-$ 8,290,433 j j
-2~~j92-.0: 4 '.2 3i ;8 87;3g6]---. i6i ,427. ; -... -_-. .. --... 4 1 . . _ 1 . . . . . -. . -. . . . . -_. . --6,.428,760 1$. ... .-.__I_ I-.._ I._^_. _I_ Total .'-I 5 _. _. Annual
debt service requirement to maturity for Special Assessment Debt to be paid from rental revenue: .I_. . . . . . . . .___~_I_. . . .-_-.. .,.-I ..-,.. -.-.---. . _. -, 1 ; Special Assess
"'Debt -Component Units i i Assessment Interest ! I-_ -.-*) -. . . . . . .-. . . . ., .. . . . . _-. . . . . . . . . . . . . . . . . . . . . . . . . .-.. -.. Total * .-Y.e.a r :, !,
Outstanding -.D.u.e. . . . . . . . . . . ._ . _ . ~ I i !. -.... --_ . . . . . . . -.... ..-.-.__ ---."-.. . I ~ ,. 24.106 : $ . 8,964 I $ 33,070 33,070 7.082-33,070 i 6.086 . 33,070
,8,041t , _ . -. : " $ _ . 25,988 ' :! i. ._. 2014-2018 . -,. . -..I .. -. " . --........ ...--A _.-. . ----,..-_ -.-.. .... .. .---.. --_. -. . . . --. ---C 2009 _ _ ----: -. --. __
.. 201 0. ... .. ... 25,029 .... _------_ _ . .-I_ -__ -.-.I--. 2011 -.-k---. 2012 -..ti--..". .... .... . -,.. . . . . . . . . .-: -. .. -. . . . . -... --I.--. . . --. . !.-26,984
28,018 -. -I : --5,052 1 33,070 . , -_ 20i3 . -_ 2-01~2-021' ._ L_ t . . . . . . . . ..... 94.876 1'' ... 9,463 104,339 ; 639 j 7,692 ; . ~ 7,053 ; ' 45,327 . $ 277,381': -1 . . . .
Total : j $ 232,054 $ _.I. ...... ^A. 62
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) E. Long-Term Debt (Continued) Special assessments. As
provided by Kansas statutes, projects financed in part by special assessments are financed through general obligation bonds of the City and are retired from the debt service fund. Special
assessments paid prior to the issuance of bonds are recorded as revenue in the appropriate project. Special assessments received after the issuance of bonds are recorded as revenue in
the debt service fund. The special assessments are not recorded as revenue when levied against the respective property owners as such amounts are not available to finance current year
operations. The special assessment debt is a contingent obligation of the City to the extent of property owner defaults, which have historically been im material. Conduit debt. The City
has entered into several conduit debt arrangements herein the City issues industrial revenue bonds to finance a portion of the construction of facilities by private enterprises. In return,
the private enterprises have executed mortgage notes or leases with the City. The City is not responsible for payment of the original bonds, but rather the debt is secured only by the
cash payments agreed to be paid by the private enterprises under the terms of the mortgage or lease agreements. Generally, the conduit debt is arranged so that payments required by the
private enterprises are equal to the mortgage payments schedule related to the original debt. At December 31,2008, total outstanding conduit debt was $1 06,413,033. Defeased debt. In
prior years the City has defeased certain other outstanding debt obligations by placing the proceeds of new bonds in an irrevocable trust to provide for all future debt service payments
on the old bonds. Accordingly, the trust accounts and the defeased bonds are not included in the City’s financial statements. At December 31,2008, the total outstanding defeased debt
for all issues was $905,000. 63
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 4. DETAILED NOTES ON ALL FUNDS (Continued) F. Reconciliation of Transfers A reconciliation of interfund
transfers follows: Transfer In Transfer Out Major Funds: General fund . $1,066,306 $ 260,000 : Tourism and conention fund ' -4263612 . . .-_. Special gas fund 180.000 I . Bicentennial
center fund 636,612 ---WSoaltide rw aansdt es'edwisepro fsuanld fu nd .. -~.. -180,000 ' 82.125' ' -. -.! Debt service -500:OOO -Capital project fund Other gowmmenta? fun.d..s . -2:b76:616-.!
. 440,000 , 38.179 I -. . . -. -. . . .I Golf course fund-. .... ... -. . .-. c. To. t-a. l Transfe..r^s ' $2,943,222 ; $2,943,2% ..-I The City uses interfund transfers to share administrative
costs between funds. Note 5. OTHER INFORMATION A. Defined Benefit Pension Plan Plan description. The City participates in the Kansas Public Employees Retirement System (KPERS) and the
Kansas Police and Firemen's Retirement System (KP&F). Both are cost-sharing multipleemployer defined benefit pension plans as provided by Kansas statutes (KSA 74-4901 et seq). KPERS
and KP&F provide retirement benefits, life insurance, disability income benefits and death benefits. Kansas law established and amends benefit provisions. KPERS and KP&F issue a publicly
available financial report that includes financial statements and required supplementary information. Those reports may be obtained by writing to 61 1 South Kansas, Suite 100; Topeka,
Kansas 66603 or by calling 1-888-275-5737. funding Policy. K.S.A. 744919 establishes the KPERS memberemployee contribution rate at 4% of covered salary. K.S.A. 74-4975 establishes the
KP&F memberemployee contribution rate at 7% of covered salary. The employer collects and remits memberemployee contributions according to the provisions of section 414 (h) of the Internal
Revenue Code. State law provides that the employer contribution rates be determined annually based on the results of an annual actuarial valuation. KPERS and KP&F are funded on an actuarial
reserve basis. State law sets a limitation on annual increases in the employer contribution rates. The KPERS employer rate was 6.09% from January 1 to December 31, 2008. The City employer
contributions to KPERS for the years ending December 31, 2008, 2007, and 2006 were $789,277, $647,231 and $530,939, respectively, equal to the required contributions for each year. The
KP&F employer rate established for fiscal years beginning in 2008 is 17.01%. Employers participating in KP&F also make contributions to amortize the liability for past service costs,
if any, which are determined separately for each participating employer. The City's contributions to KP&F for the years ended December 31, 2008, 2007, and 2006 were $1,722,988, $1,474,558
and $1,229,837, respectively, equal to the required contributions for each year. B. Deferred Compensation Plan The City offers its employees a deferred compensation plan ("Plan") created
in accordance with Internal Revenue Code Section 457. The Plan, available to all City employees, permits them to defer a portion of their salary until future years. The deferred compensation
is not available to employees until termination, retirement, death, or unforeseeable emergency. Plan assets are transferred to a plan agent in a custodial trust and are not available
to the claims of the City's general creditors. 64
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) C. Flexible Benefit Plan (I.R.C. Section 125) The City Commission
has adopted by resolution a salary reduction flexible benefit plan ("Plan") under Section 125 of the Internal Revenue Code. All City employees working more than 20 hours per week are
eligible to participate in the Plan beginning after two full months of employment. Each participant may elect to reduce his or her salary to purchase benefits offered through the Plan.
Benefits offered through the Plan include various insurance and disabiltty benefits. D. Risk Management The City is exposed to various risks of loss related to torts; theft of, damage
to and destruction of assets; errors and omissions; natural disasters and other events for which the City carries commercial insurance. No significant reductions in insurance coverage
from that of the prior year have occurred. Settlements have not exceeded insurance coverage for each of the past three years. The City has established a limited risk management program
for workers' compensation. The program covers all City employees. Premiums are paid into the Workers' Compensation Reserve Fund by all other funds and are available to pay claims, claim
reserves and administrative costs of the program. An excess coverage insurance policy covers individual claims in excess of $250,000 ($350,000 for claims involving employees classified
as policemen or firemen). Incurred claims, including incurred but not reported claims, have been accrued based primarily upon subsequent payments. Claim liabilities are calculated considering
the effects of inflation, recent claim settlement trends including frequency and amounts of payouts and other economic and social factors. The liability for claims and judgments is reported
in the Workers' Compensation Reserve Fund because it is expected to be liquidated with expendable available financial resources. Of the liability, $125,335 is considered to be due within
one year. Changes in the balances of claims liabilities during the past two years are -a s follows: ........ ..... I .... , .. -. . . . . . . . . . . . . . . ,Unpaid claims, January
1 !Incurred claims (including Claim payments Unpaid claims, December 31 I . --. -. . ._ ...... " ......... . .--.. -,. . . IBNRs) . . . . ....... . . --. -. I--. ._ . . , i -200 8 ..
It. . . -2007.. .. ... .. i $ ' 238,229 ] $ 196,285 248,596 -.. ... -.. -,-I-.,---. I ....... L -. . .399, 042 !--. -;.. -. i [206.652]. if [206.652], . $ 430,619 i $ 238.229 .--_ ----_._
. . -. The Ctty established a limited risk management program for employee health and dental insurance in 1997. The program covers eligible City employees. Premiums are paid into the
health insurance fund by all other funds and are available to pay claims, claim reserves and administrative costs of the program. An excess, coverage insurance policy covers individual
claims in excess of $50,000. Incurred claims, including incurred but not reported claims, have been accrued based primarily upon subsequent payments. Claim liabilities are calculated
considering the effects of inflation, recent claim settlement trends including frequency and amounts of payouts and other economic and social factors. The liability for claims and judgments
in the Health Insurance Fund because it is expected to be liquidated with expendable available financial resources. Therefore, all of the liability is considered to be due within one
year. Changes in the balances of claims liabilities during the past **years are as follows: ' ... . . . . . . . . . . . . . . 8I ....... ! . . . . -.... 2008 I .___" . . . ........ --_-.
. .,---2007 ...!. ?.--.. -.-. .-._. ............. . -~ ..... I. !Unpaid claims, January 1 ..I .$ _ ..4_7.9_,0._8_4 -... -..-. _._ f $ 361,791 : Incurre-d clai.m.s (.in cluding --I .
. . -__I r __ + _-: .-. -I. BNR.--s-).. i 4,775,317 j 4,177,100 --I. -. i Claim payments ' [4,879,314, [4,059.807]i b-n p..a. id I.---. cla..i.m .s_,_ D_e.c ember -1.1---31 L--~ -~ .
' 3 ~ 0 ~ $ -4 7 ~ t % ~ ~ ....... -_. . -.. .-. . . . ..+ __.__^ . -._---. ,~--_. I 65
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) E. Capital Projects Capital projects often extend over two or more
fiscal years. The following is a schedule, which compares the project authorization including allowable interest revenue to total project expenditures from project inception to December
31, 2008. Project ' Authorization Expenditures N Ohio Grade Separation i $ 6,200.000 $ 6,099,814 South Ohio Corridor ' 1;250,000 1,206,370 . North Broadway C.o -r r,i.d -,o . r 2,260300
' 2,209.606 ,F-ire Station #2 Renovation -1 ,..2 00;006-i. 1,303;069 , Pacific Aknue ' . 300,0001 " 71.6% 'Downtown Signals . -..-. 692,042 816,664 Library_ A.d..d^_ i.t ion Sewer 570,5&4'
--467,674 Lakeside A-dd. i.ti .o.n .' -8.6 0,859 . 646,820 :West Diamond Drie Infrzktnkture ' 825,000 ' 731,058 Libkrty Addition 'Infiastrbcture, II 868,659 -i a 1 8 2 0 . .' . 334,465
'. 237,629 -i 357,138 ' Quail Meadow Phase 111 Golden EagkNo 4; Ph. 111 . Eaglecrest Twinhomes ' -5. 99,308 ! -561,007 Quail Meadows Phase N 856.277' .. . . -. . y-'' 530,046'1 j66.M
. . -9&Q.43-3-I' --. ~ . . . .. -. -.r.. , ... ., .-^_...I -. M. agn.. -o-lia Hills. .S . ub. .d. --i .v. i sion Ph. a-s-e-.I I .. 530,1'5o . . . --. -. --. ----. -, ----.-. . s~u~gth.h
corri.d-o~,~hpa seN . "_ _..... ,.-._... 6,500,000 !-' 1,861;053 , .-.. .. -. . ... -. . ... . .. . . I-.---1-. .-L. , ---.._ _. _-I-Glenn A e S ewer _. ..--. _._ _ 66.648 1 56.041 :
I . . .632,645.: ~ ---. Red F o iA ddit;on . .. . . i . . 5-87 ,369 ' Stone Cwek Addition Energy I.m . p.r.o, e. .m. .,_e--n t "P_r_o ject i 1,358.187 i-1,346,175 1 4.4-0-,1.9 .-3 -,:
. . 800 -.-.---,-. . --.. -.. . , I ^._I, .... . . -. .. . --.-..--... . -. -.-^ . Project overages in the Fire State ##2 Renovation and Downtown Signals projects will be reimbursed
by special sales tax proceeds. F. Contingent Liabilities The City receives significant financial assistance from numerous federal and state governmental agencies in the form of grants
and state pass-through aid. The disbursement of funds received under these programs generally requires compliance with terms and conditions specified in the grant agreements and is subject
to audit. Any disallowed claims resulting from such audits could become a liability of the General Fund or other applicable funds. However, in the opinion of management, any such disallowed
claims would not have a material effect on any of the financial statements of the City at December 31, 2008. The City is a defendant in various lawsuits. Although the outcome of these
lawsuits is not presently determinable, it is the opinion of the City's legal counsel that resolution of these matters will not have a material adverse effect on the financial condition
of the City. G. Municipal ,Solid Waste Landfill State and federal laws and regulations require the City to place a final cover on its landfill site when it stops accepting waste, and
to perform certain maintenance and monitoring functions at the site for thirty years after closure. Although closure and postclosure care costs will be paid only near or after the date
that the landfll stops accepting waste, the City reports a portion of these closure and postclosure care costs as an operating expense of the solid waste fund in each period based on
landfill capacity used as of each balance sheet date. The $1,566,636 reported as landfill closure and postclosure care liability at December 31 represents the cumulative amount reported
to date based on the use of 28.2% of the estimated capacity of the landfill. 66
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) G. Municipal Solid Waste Landfill (Continued) The City's solid waste
fund will recognize the remaining estimate cost of closure and postclosure care of $3,985,998 as the remaining estimated capacity is filled over the remaining life expectancy of 73.7
years. These amounts are based on what it would cost to perform all closure and postclosure care in 2008. Actual cost may be higher due to inflation, changes, in technology or changes
in regulations. The City is required by State and Federal laws and regulations to provide assurances of financial responsibility for closure and postclosure care. The City has elected
to utilize the Local Government Financial test promulgated by the U.S. Environmental Protection Agency (at 40 CFR 258.74(f)) and the Kansas Department of Health and Environment to provide
these assurances. Any future closure or-post-closure care costs will be provided through the normal budgeting and rate setting process, including the issuance of general obligation bonds,
if necessary. H. Environmental Matters The Kansas Department of Health and Environment (KDHE) issued a report in 1994 indicating the presence of volatile organic compounds at levels
requiring remediation at the Salina Public Water Supply Wells Site (the Site). The City adopted a proactive Policy and Action Plan to remediate the groundwater contarnination, and on
December 7, 1994, the City and KDHE.entered into a Consent Order and Settlement Agreement under which the Cib assumed primary responsibility for the further investigation and remediation
of the groundwater contamination. Field testing work has been completed. The necessary remediation work will be conducted over the next several years at a yet undetermined cost to the
City's Water and Sewer Fund. The US. Government Department of Defense transferred property located at the former Schilling Air Force Base to the Authority September 9, 1966. The properly
is now known to contain areas of extensive soil and groundwater contamination, primarily from the use and disposal of chlorinated solvents and petroleum products caused by activities
at the former base during its period of active military duty from 1942 to 1965. The U.S. Government Department of Defense is responsible for the investigation and remediation of contamination
caused by military activities at current and former military bases. The US. Army Corps of Engineers (USACE) is the lead agency for the Department at formerly used defense sites. The
Corps has completed investigation of soil and groundwater contamination at the former base under the regulatory oversight of, the U.S. Environmental Protection Agency and the Kansas
Department of Health and Environment. The former base is not designated as a National Priority List Superfund site, but investigation and remediation is required to be in compliance
with the Comprehensive Environmental Response, Compensation and Liability Act. Potential liability for contamination under the Act extends broadly to parties associated with the release
or presence of hazardous substances, including not only those entities involved with contaminant use and disposal, but in some cases other current and former owners and operators of
contaminated sites. As a current owner of extensive amounts of property at the former base, the Authority is potentially liable under the act. The Authority has determined that while
a possible liability exists, it is not probable and at this time no reasonable estimate of the possible liability can be made. Therefore, no liability relating to that matter has been
recorded. The Authority is under no administrative orders from the U.S. Environmental Protection Agency or the Kansas Department of Health and Environment. The Authority is considered
to be a Potentially Responsible Party for the former base site, primarily due to its status as a property owner. The Salina Airport Authority, Unified School District No. 305 and the
Kansas Board of Regents (Kansas State University at Salina) collectively own over 90% of the nearly 4,000 acres of the former Schilling Air Force Base property. 67
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) H. Environmental Matters (Continued) Beginning in August 2007, the
four local public entities including the Salina Airport Authority, the City of Salina, the Salina School District and Kansas State University at Salina initiated negotiations with the
U.S. Federal Government. The negotiation objectives include transferring the responsibility for completing the cleanup from the USACE to the Salina public entities. The local objective
is to reach a settlement agreement with the U.S. Federal Government that provides the Salina public entities sufficient funds to complete cleanup operations over a 30-year period. Dujing
calendar year 2008, the Salina public entities prepared a detailed Cost to Complete Estimate (CTC). The CTC preparation included consultation with the EPA and KDHE. The Salina public
entities’ CTC was completed in June of 2008 and submitted to the USACE. Subsequently, on January 23, 2009, the Salina public entities delivered a demand letter to the USACE. The letter
demands that settlement negotiations begin immediately with the U.S. Dept. of Justice. On May 14, 2009, the Authority was notified that the USACE referred the former SAFB demand letter
to the US. Department of Justice on May 12, 2009. It is expected that the negotiations will result in a settlement Consent Decree that will specify terms, conditions and funding enabling
the Salina public entities to complete site clean-up. I. Postemployment Health Care Plan Plan Description. The City operates a single employer defined benefit healthcare plan administered
by the City. The Employee Benefit Plan (the Plan) provides medical and dental benefits to eligible early retirees and their spouses. KSA 12-5040 requires all local governmental entities
in the state that provide a group health care plan to make participation available to all retirees and dependents until the retiree reaches the age of 65 years. No separate financial
report is issued for the Plan. Funding Policy. The contribution requirements of plan participants and the City are established and amended by the City. The required contribution is based
on projected pay-as-yougo financing requirements. Plan participants contributed approximately $96,672 to the Plan (approximately 100% of total premiums) through their required contribution
of $41 6 per month for retiree-only coverage and $702 for spouse coverage. Annual OPEB Cost and Net OPEB Obligation. The City’s annual other postemployment benefit (OPEB) cost (expense)
is calculated based on the annual required contribution of the employer (ARC), an amount actuarially determined in accordance with the parameters of GASB Statement 45. The ARC represents
a level of funding that, if paid on an ongoing basis, is projected to cover normal cost each year and amortize any unfunded actuarial liabilities (or funding excess).over a period not
to exceed thirty years. The following table shows the components of the City’s annual OPEB cost for the Plan for the year, the amount actually contributed to the plan, and the changes
in the City’s net OPEB obligation to the Plan: . . . . . . . . . . . . . . . :Annual required contribution .Annual OPEB cost (expense) ’ 910,418 Benefit payments 96,672 1 Change in net
OPEB obligation t 813,746 :Net OPEB obligation -beginning of year ’ -; .-. . . . . . . . . . __,.---..I_ I_-.” -.._.. -.. . -_--.... .. __-: Net OPEB obligation -end of year ; ’$ 910,418
’ L.-.---.,..-. . . . . . ... --.. _-,_. --~ --. -. , -----__.:-_-... _ . I .I____. . .--. .. 1 ---_.-. _---.. I--”-+I I_.._ ._^--.-. $ 813,746 i . . . ---. . . -. _--. . --.. -68
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) 1. Postemployment Health Care Plan (Continued) The City’s annual
OPEB cost, the percentage of annual OPEB cost contributed to the Plan, and the net OPEB obligation for the year ended December 31, 2008 was as follows: Annual OPE6 ‘ Net . .,_. . Fiscal
Annual !---. Year Ended Cost Contributed Obliiation ! Decernber31,-2008 $ . 91.0.,4 18 OPEB $ 813,746 .. . OPEB. . cost . .--$~ .9. 6,67. 2 I. The information for the two preceding years
was not available. Funding Status and Funding Progress. As of the year ended December 31, 2008, the most recent actuarial valuation date, the Plan was not funded. The actuarial accrued
liability for benefits was $8,917,346 and the actuarial value of asset was $0, resulting in an unfunded actuarial accrued liability (UAAL) of $8,917,346. The covered payroll (annual
payroll of active employees covered by the plan) was $21,874,112, and the ratio of the UAAL to the covered payroll was 40.8%. Actuarial valuations of an ongoing plan involve estimates
of the value of reported amounts and assumptions about the probability of occurrence of events far into the future. Examples include assumptions about future employment, mortality, and
the healthcare cost trend. Amounts determined regarding the funded status of the plan and the annual required contributions of the employer are subject to continual revision as actual
results are compared with past expectations and new estimates are made about the future. The schedule of funding progress, presented as required supplementary information following the
notes to the financial statement. presents multiyear trend information about whether the actuarial value of plan assets (if any) are increasing or decreasing over time relative to the
actuarial accrued liabilities for benefits. Actuarial Methods and Assumptions. Projections of benefits for financial reporting purposes are based on the substantive ptan (the plan as
understood by thk employer and the plan participants) and include the types of benefits provided at the time of each valuation and the historical pattern of sharing of benefit costs
between the employer and plan participants to that point. The actuarial methods and assumptions used include techniques that are designed to reduce the effects of short-term volatility
in actuarial accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of the calculations. \ In the year ended December 31, 2008, actuarial valuation,
the projected unit credit actuarial cost method was used. The actuarial assumptions include a 4.50% investment rate of return, which is the rate of the employer’s own investments as
there are no plan assets and an initial annual healthcare cost trend of 6.80% for medical and 5.67% for dental, reduced by decrements to ultimate rates of 4.50% and 4.00% after eighty
and thirteen years, respectively. The UAAL is being amortized as a level dollar over an open thirty-year period. J. Related Party Transactions The City paid $851 during the year ended
December 31, 2008, to a travel agency owned by a City Commissioner. 69
CITY OF SALINA, KANSAS NOTES TO THE BASIC FINANCIAL STATEMENTS December 31,2008 Note 5. OTHER INFORMATION (Continued) K. Subsequent Events In July, 2009, the City issued Series 2009-A
general obligation internal improvement bonds in the amount of $23,695,000. The bond proceeds will be used to fund various capital projects. The City will make the first payment on bonds
on April I,20 10 and the last payment on October 1, 2029. The interest rate on the bonds ranges from 2.00 to 5.00%. 70
APPENDIX B Form of Continuing Disclosure Jnstructions
FORM OF CONTINUING DISCLOSURE INSTRUCTIONS $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B THESE CONTINUING DISCLOSURE INSTRUCTIONS
(the “Disclosure Instructions”) are executed and delivered by the Issuer in connection with the issuance of the above-described bonds (the “Bonds”) which are being issued simultaneously
herewith as of October 29, 2010, pursuant to the Bond Resolution, in which the Issuer covenants to enter into this undertaking to provide certain financial and other information with
respect to the Bonds in order to assist the Participating Underwriter in complying with the provisions of the SEC Rule. The Issuer is the only “obligated person” with responsibility
for continuing disclosure with respect to the Bonds. Section 1. Definitions. In addition to the definitions set forth in the Bond Resolution, which apply to any capitalized term used
in these Disclosure Instructions, unless otherwise defined herein, the following capitalized terms shall have the following meanings: . “Annual Report” means any Annual Report provided
by the Issuer pursuant to, and as described in, Section 2 of these Disclosure Instructions. “Beneficial Owner” means any registered owner of any Bonds and any person which (a) has the
power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries),
or (b) is treated as the owner of any Bonds for federal income tax purposes. “Bond Resolution” means collectively, the ordinance and the resolution of the governing body of . the Issuer
authorizing the issuance of the Bonds. “CAFR” means the Issuer’s Comprehensive Annual Financial Report. “Designated Agent” means Gilmore & Bell, .P.C. or one or more other entities designated
in writing by the Issuer to serve as a designated agent of the Issuer for purposes of these Disclosure Instructions. “Dissemination Agent” means any entity designated in writing by the
Issuer to serve as dissemination agent pursuant to these Disclosure Instructions and which has filed with the Issuer a written acceptance of such designation substantially in the form
attached hereto as Exhibit B. “EMMA” means the Electronic Municipal Market Access system for municipal securities disclosures (www.emma.msrb.org). “Financial Information” means the financial
information of the Issuer described in Section 2(a)(l) hereof. “Fiscal Year” means the one year period ending December 3 1 , or such other date or dates as may be adopted by the Issuer
for its general accounting purposes. “GAAF”’ means generally accepted accounting principles, as applied to governmental units, as in effect at the time of the preparation of the Financial
Information. B-1
“Issuer” means the City and any successors or assigns. “Material Events” means any of the events listed in Section 3(a) hereof. “MSRB” means the Municipal Securities Rulemaking Board.
“Official Statement” means the Issuer’s Official Statement for the Bonds. “Operating Data” means the operating data of the Issuer described in Section 2(a)(2) hereof. “Participating
Underwriter” means any of the original underwriters of the Bonds required to comply with the SEC Rule in connection with offering of the Bonds. “Repository” means the MSRB via EMMA.
“SEC” means the Securities and Exchange Commission of the United States. “SEC Rule” means Rule 15c2-12(b)(5) adopted by the SEC under the Securities Exchange Act of 1934, as the same
may be amended from time to time. Section 2. Provision of Annual Reports. (a) The Issuer shall, or shall cause the Dissemination Agent to, not later than 180 days after the end of the
Issuer’s Fiscal Year, commencing with the Fiscal Year ended in 2010, provide to the Repository, the Issuer‘s CAFR, which will contain the Financial Information and Operating Data (collectively,
the “Annual Report”), as follows: (1) Financial Information. The financial statements of the Issuer for such prior Fiscal Year, accompanied by an audit report resulting from an audit
conducted by an Independent Accountant in conformity with generally accepted auditing standards. Such financial statements will be prepared on a modified accrual basis of accounting
other than GAAP for all governmental funds, expendable trust and agency funds. The accrual basis of accounting is used for proprietary and nonexpendable trust funds. A more detailed
explanation of the accounting basis is contained in Appendix A to the Official Statement. If such audit report is not available by the time the Annual Report is required to be filed
pursuant to this Section, the Annual Report shall contain unaudited financial statements and the audit report and accompanying financial statements shall be filed in the same manner
as the Annual Report promptly after they become available. The method of preparation and basis of accounting of &e Financial Information may not be changed to a basis less comprehensive
than contained in the Official Statement, unless the Issuer provides notice of such change in the same manner as for a Material Event under Section 3(b) hereof. (2) Operating Data. Updates
as of the end of the Fiscal Year of substantially all of the information and data contained in those sections of the Official Statement entitled: (i) Debt Summary (ii) Tax Levies (iii)
Assessed Valuation (iv) Estimated Actual Valuation (v) Tax Collections (vi) Largest Taxpayers. Any or all of the items listed above may be included by specific reference to other documents,
including official statements of debt issues with respect to which the Issuer is an “obligated person” (as defined by the SEC Rule), which have been filed with the Repository, the MSRB
or the SEC. If the document included by reference is a. final official statement, it must be available B-2
from the MSRB via EMMA. The Issuer shall clearly identify each such other document so included by reference. In each case, the Annual Report may be submitted as a single document or
as separate documents comprising a package, and may cross-reference other information as provided in this Section; provided that the audit report and accompanying financial statements
may be submitted separately from the balance of the Annual Report and later than the date required above for the filing of the Annual Report if they are not available by that date. If
the Issuer's Fiscal Year changes, it shall give notice of such change in the same manner as for a Material Event under Section 3@). , (b) If no Dissemination Agent has been appointed,
the Issuer shall file the Annual Report as specified by Section 2(u) hereof; or if the Annual Report is not filed within the time period specified in Section 2(0) hereof, the Issuer
shall send a notice to each Repository in substantially the form attached as Exhibit A . Section 3. Reporting of Material Events. (a) Pursuant to the provisions of this Section, the
Issuer shall give, or cause the Dissemination Agent, if any, to give, notice of the occurrence of any of the following events with respect to the Bonds, if the Issuer deems such events
to be material: principal and interest payment delinquencies; non-payment related defaults; unscheduled draws on debt service reserves reflecting financial difficulties; unscheduled
draws on credit enhancements reflecting financial difficulties; substitution of credit or liquidity providers, or their failure to perform; adverse tax opinions or events affecting.the
tax-exempt status of the Bonds; modifications to rights of bondowners; optional, contingent or unscheduled bond calls; defeasances; release, substitution or sale of property securing
repayment of the Bonds; or rating changes. (b) Such notice shall be given by promptly filing a notice of such occurrence with the Repository. Notwithstanding the foregoing, notice of
Material Events described in subsections (u)(8) and (9) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to the Owners of
affected Bonds pursuant to the Bond Resolution. Section 4. Dissemination Agent. (a) General. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in
carrying out its obligations under these Disclosure Instructions, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. (b) Annual
Reports. If a Dissemination Agent is appointed, not later than 15 Business Days prior to the date specified in Section 2(u) for providing the Annual Report to the Repository, the Issuer
shall provide the Annual Report to the Dissemination Agent or the Repository. The Dissemination Agent shall file a report with the Issuer certifying that the Annual Report has been provided
pursuant to these Disclosure Instructions, stating the date it was provided, or that the Issuer has certified to the Dissemination Agent that the Issuer has provided the Annual Report
to the Repository. If the Dissemination Agent has not received an Annual Report or has not received a written notice h m the Issuer that it has provided an Annual Report to the Repository,
by the date required in Section 2(u), the Dissemination Agent shall send a notice to the Repository in substantially the form attached as ExhibitA. B-3
(c) Materid Event Notices. (1) The Dissemination Agent shall, promptly after obtaining actual knowledge of the occurrence of any event that it believes may constitute a Material Event,
contact the chief financial officer of the Issuer or his or her designee, or such other person as the Issuer shall designate in writing to the Dissemination Agent from time to time,
inform such person of the event, and request that the Issuer promptly notify the Dissemination Agent in writing whether or not to report the event pursuant to Sectibn 4(c)(3). (2) The
Issuer will promptly respond in writing to any such request. Whenever the Issuer obtains knowledge of the occurrence of a Material Event, because of a notice from the Dissemination Agent
pursuant to this subsection (c) or otherwise, the Issuer shall promptly determine if such event would be material under applicable federal securities law. If the Issuer has determined
that knowledge of the occurrence of a Material Event would be material under applicable federal securities law, the Issuer shall promptly so notify the Dissemination Agent in writing.
Such notice shall instruct the Dissemination Agent to report the occurrence pursuant to Section 4(c)(3). If the Issuer has determined that knowledge of a Material Event would not be
material under federal securities law, the Issuer shall promptly so notify the Dissemination Agent in writing. Such notice shall instruct the Dissemination Agent not to report the occurrence
pursuant to Section 4(c)(3). (3) If the Dissemination Agent has been given written instructions by the Issuer to report the occurrence of a Material Event, the Dissemination Agent shall
promptly file a notice of such occurrence with the Repository, with copies to the Issuer. Notwithstanding the foregoing, notice of Material Events described in Sectiuns 3(a)(8) and (9)
need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to the Owners of affected Bonds pursuant to the Bond Resolution. (d) Duties,
Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in these Disclosure Instructions, and the Issuer
agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out
of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys fees) of defending against any claim of liability, but
excluding liabilities due to the Dissemination Agent's negligence or willful misconduct. The obligations of the Issuer under this Section shall survive resignation or removal of the
Dissemination Agent and payment of the Bonds. The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the Issuer pursuant to
these Disclosure Instructions. (e) Other Designated Agents. The Issuer may, from time to time, appoint or designate a Designated Agent to submit Annual Reports, Material Event notices,
and other notices or reports pursuant to these Disclosure Instructions. The Issuer hereby appoints the Dissemination Agent and the Designated Agent(s) solely for the purpose of submitting
Issuer-approved Annual Reports, Material Event notices, and other notices or reports pursuant to these Disclosure Instructions. The Issuer may revoke this designation at any time upon
written notice to the Designated Agent. Section5 Termination of Reporting Obligation. The Issuer's obligations under these Disclosure Instructions shall terminate upon the legal defeasance,
prior redemption or payment in full of all of the Bonds. If the Issuer's obligations hereunder are assumed in full by some other entity as permitted in the Bond Resolution, such person
shall be responsible for compliance with under these Disclosure Instructions in the same manner as if it were the Issuer, and the Issuer shall have no further responsibility hereunder.
If such termination or substitution occurs prior to the final maturity of the Bonds, the Issuer shall give notice of such termination or substitution in the same manner as for a Material
Event under Section 3@). B-4
Section 6. Amendment; Waiver. Notwithstanding any other provision of these Disclosure Instructions, the Issuer and the Dissemination Agent, if any, may amend of these Disclosure Instructions
(and the Dissemination Agent shall not unreasonably refuse to execute any amendment so requested by the , Issuer) and any provision of these Disclosure Instructions may be waived, provided
that: (a) Bond Counsel or other counsel experienced in federal securities law matters provides the Issuer and the Dissemination Agent, if any, with its opinion that the undertaking of
the Issuer contained herein, as so amended or.&er giving effect to such waiver, is in compliance with the SEC Rule and all current amendments thereto and interpretations thereof that
are applicable to these Disclosure Instructions; (b) if the amendment or waiver relates to Sections 2(u) or 3@), it may only be made in connection with a change in circumstances that
arises from a change in law or legal requirements, or change in the identity, nature or status of an obligated person with respect to the Bonds, or the type of business conducted; and
(c) the amendment or waiver is either (1) approved by the Owners of the Bonds in the same manner as provided in the Bond Resolution with consent of the Owners, or (2) does not in the
opinion of Bond Counsel materially impair the interests of the Owners or Beneficial Owners of the Bonds. , . l If there is an amendment or waiver of a provision of these Disclosure Instructions,
the Issuer shall describe such amendment in the next Annual Report, and shall include, as applicable, a narrative 'explanation of the reason for the amendment or waiver and its impact
on the type (or, in the case of a change of accounting principles, on the presentation) of Financial Information or Operating Data being presented by the Issuer. In addition, if the
amendment relates to the accounting principles to be followed in preparing financial statements: (a) notice of such change shall be given in the same manner as for a Material Event under
Section 3@), and (b) the Annual Report for the year in which the change is made should present a comparison (in narrative form and also, if feasible, in quantitative form) between the
financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. Section 7. Additional Information.
Nothing in these Disclosure Instructions shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in these Disclosure
Instructions or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Material Event, in addition to that which is required
by these Disclosure Instructions. If the Issuer chooses to include any information in any Annual Report or notice of occurrence of a Material Event, in addition to that which is specifically
required by these Disclosure Instructions, the Issuer shall have no obligation under these Disclosure Instructions to update such information or include it in any hture Annual Report
or notice of occurrence of a Material Event. Section 8. Noncompliance. In the event of a failure of the Issuer or the Dissemination Agent, if any, to comply with any provision of these
Disclosure Instructions, the Participating Underwriter or any Beneficial Owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandamus or specific
performance by court order, to cause the Issuer or the Dissemination Agent, if any, as the case may be, to comply with its obligations under these Disclosure Instructions. Noncompliance
with the provisions of these Disclosure Instructions shall not be deemed an Event of Default under the Bond Resolution, and the sole remedy under these Disclosure Instructions in the
event of any failure of the Issuer or the Dissemination Agent, if any, to comply with these Disclosure Instructions shall be an action to compel performance. Section 9. Notices. Any
notices or communications to or among any of the parties referenced in these Disclosure Instructions may be given as follows: (a) To the Issuer at: 300 West Ash Salina, Kansas 67402
Attention: Clerk B-5
(b) To the Participating Underwriter at: George K. Baum & Company 4801 Main Street, Suite 500 Kansas City, Missouri 641 12 Attention: Manager, Municipal Bond Department Fax: 816-283-5297
or such other address as is furnished in writing to the other parties referenced herein. (c) To the Dissemination Agent at the address set forth on Exhibit B attached hereto. Any person
may, by written notice to the other persons listed above, designate a different address or telephone number(s) to which subsequent notices or communications should be sent. Section 10.
Electronic Transactions. Actions taken hereunder and the arrangement described herein may be conducted and related documents may be stored by electronic means. Section 11. Beneficiaries.
These Disclosure Instructions shall inure solely to the benefit of the Issuer, the Dissemination Agent, if any, the Participating Underwriter and Beneficial Owners from time to time
of the Bonds, and shall create no rights in any other person or entity. Section 12. Severability. If any provision in these Disclosure Instructions, the Bond Resolution or the Bonds
relating hereto, shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
Section 13. Governing Law. These Disclosure Instructions shall be governed by and, construed in accordance with the laws of the State of Kansas. CITY OF SALINA, KANSAS (SEAL) Clerk Mayor
B-6
. EXHIBITA NOTICE TO REPOSITORY OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: City of Salina, Kansas Name of Bond Issue: $7,860,000 General Obligation Refunding Bonds, Series 2010-B,
dated as of October 15,2010 Name of Obligated Person: City of Salina, Kansas Date of Issuance: October 29,20 10 NOTICE IS GIVEN that the City of Salina, Kansas (the “Issuery7h) as not
provided an Annual Report with respect to the above-named Bonds as required by the Continuing Disclosure Instructions dated as of October 29,20 10. The Issuer anticipates that the Annual
Report will be filed by Dated: CITY OF SALINA, KANSAS BY ,as Dissemination Agent cc: City of Salina, Kansas
EXHIBIT B ACCEPTANCE OF DISSEMINATION AGENT Name of Issuer: City of Salina, Kansas Name of Bond Issue: $7,860,000 General Obligation R e h d i n g Bonds, Series 2010-B, dated as of October
15,2010 Dissemination Agent: Notice Address of Dissemination Agent: , having been duly appointed by the City of Salina, Kansas to act in the capacity of Dissemination Agent pursuant
to the Continuing Disclosure Instructions to which this . acceptance is attached, accepts such duties and responsibilities set forth therein. Dated:
BOND PURCHASE AGREEMENT BETWEEN CITY OF SALINA, KANSAS AND GEORGE K. BAUM & COMPANY KANSAS CITY, MISSOURI $7,860,000 GENERAL, OBLIGATION REFUNDING BONDS SERIES 2010-B DATED AS OF OCTOBER
15,2010
Mayor and Governing Body City of Salina, Kansas $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B’ October 18,2010 BOND PURCHASE AGREEMENT On the basis
of the representations, warranties and covenants and upon the terms and conditions contained in this Bond Purchase Agreement, George K. Baum & Company, Kansas City, Missouri (collectively
the c‘Purchase”’), hereby offers to purchase the abovedescribed bonds (the “Bonds”), to be issued by the City of Salina, Kansas (the “Issuer”), under and pursuant to an Ordinance to
be passed and a . Resolution to be adopted by the governing body of the Issuer this date (collectively, the “Bond Resolution”). All capitalized terms not specifically defined herein
shall have the same meaning as defined in the Bond Resolution, unless some other meaning is plainly indicated. This offer is made subject to acceptance of this Bond Purchase Agreement
by or on behalf of the governing body of the Issuer on or before 11:59 p.m., applicable Central time, on this date (the “Sale Date”). SECTION 1. PURCHASE, SALE AND DELIVERY OF THE BONDS
On the’basis of the representations, warranties and covenants contained herein and in the other agreements and documents referred to herein, and subject to the terms and conditions herein
set forth, the Purchaser agrees to purchase from the Issuer and the Issuer agrees to sell to the Purchaser the Bonds not later than 12:OO Noon, applicable Central time on October 29,
2010, or such other place, time or date as shall be mutually agreed upon by the Issuer and the Purchaser, at the purchase price set forth on Exhibit A attached hereto, plus accrued interest
from the Dated Date to the Closing Date. The Bonds shall be issued under and secured as provided in the Bond Resolution and the Bonds shall have the maturities and interest rates as
set forth therein and on Exhibit A attached hereto, which also contains a summary of the redemption provisions of the Bonds. Payment for the Bonds shall be made by federal wire transfer
in immediately available federal funds payable to the order of the Escrow Agent and a fmancial institution to be designated by the Issuer for the account of the Issuer. Upon such payment,
the Bonds shall be delivered and released upon the instructions of the Purchaser to The Depository Trust Company, New York, New York (“DTC”). The date of such delivery and payment is
herein called the “Closing Date,” the hour and date of such delivery and payment is herein called the “Closing Time” and the transactions to be accomplished for delivery of the Bonds
on the Closing Date shall be herein called the “Closing.”
The delivery of the Bonds shall be made in “book-entry-only” fblly registered form duly executed and authenticated and bearing CUSIP numbers (provided neither the printing of a wrong
CUSIP number on any Bond nor the failure to print a number thereon shall constitute cause to refuse delivery of any Bond); provided, however, that the Bonds may be delivered in temporary
form. The Bonds shall be available at DTC at least 24 hours prior to the Closing Time. The Purchaser agrees to offer the Bonds to the public initially at the offering prices or yields
set forth in Exhibit A attached hereto and incorporated herein by reference, but may subsequently change such offering price; the Purchaser agrees to notify the Issuer of such changes,
if such changes occur prior to the Closing Time, but failure so to notify shall not invalidate such changes. The Purchaser may offer and sell the Bonds to certain dealers (including
dealers depositing Bonds into investment trusts) at prices lower than the offering prices set forth in ExhibitA attached hereto. On or prior to the Closing Time, the Purchaser will execute
and deliver to the Issuer a written certification (the “Issue Price Certificate”) containing the following: (a) the initial offering price and interest rate for each maturity of the
Bonds; (b) that all of the Bonds were offered to the public in a bona fide public offering at the initial offering prices on the Sale Date; and (c) on the Sale Date the Purchaser reasonably
expected that at least 10% of each maturity of the Bonds would be sold to the “public” at prices not higher than the initial offering prices. For purposes of the preceding sentence ccpublic7m7e
ans persons other than.bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters or wholesalers. At the request of the Issuer, the Purchaser will
provide information explaining the factual basis for the Purchaser’s Issue Price Certificate. This agreement by the Purchaser to provide such information will continue to apply after
the Closing Time if: (a) the Issuer requests the information in connection with an audit or inquiry by the Internal Revenue Service (the cclRS”) or the Securities and Exchange Commission
(the “SEC”) or (5) the information is required to be retained by the Issuer pursuant to fbture regulation or similar guidance from the IRS, the SEC or other federal or’state regulatory
authority. SECTION 2. USE OF OFFICIAL STATEMENT The Issuer has previously furnished to the Purchaser the Preliminary Official Statement, dated August 16, 2010 relating to the Bonds,
including all appendices thereto and maps and pictorial information included therein (the “Preliminary Official Statement”). For the purpose of enabling the Purchaser to comply with
the requirements of Rule 15c2-12(b)(l) of the SEC, promulgated under the Securities Exchange Act of 1934, as amended (the “1 934 Act”), the Issuer hereby deems the information regarding
the Issuer contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is permitted by such Rule, such as offering prices,
interest rates, selling compensation, aggregate principal amount, principal amount per maturity, delivery dates, ratings, identity of the undemters and other terms of the Bonds depending
on such matters. The Issuer hereby ratifies and confirms the Purchaser’s use of the Preliminary Official Statement. The Issuer will cause the Preliminary Official Statement to be amended
and supplemented into a final official statement (the “Official Statement”). The Issuer will make available to the Purchaser the Official Statement, and hereby authorizes its use by
the Purchaser in connection with the sale of the Bonds. SECTION 3. ISSUER’S REPRESENTATIONS AND WARRANTIES By the Issuer’s acceptance hereof the Issuer hereby represents and warrants
to, and agrees with, the Purchaser that as of the date hereof and at the Closing Time:
(a) Kansas (the “State”). The Issuer is a municipal corporation duly organized under the laws of the State of (b) The Issuer has complied with all provisions of the Constitution and
laws of the State and has full power and authority to consummate all transactions contemplated by the Bond Resolution and this Bond Purchase Agreement, and all other agreements relating
thereto. (c) The Issuer has duly authorized by all necessary action to be taken by the Issuer: (1) the adoption and performance of the Bond Resolution; (2) the execution, delivery and
performance of this Bond Purchase Agreement; (3) the execution and performance of the Escrow Trust Agreement between the Issuer and the Escrow Agent); (4) the approval of the Official
Statement; (5) the execution and performance of any and all such other agreements and documents as may be required to be executed, delivered and performed by the Issuer in order to carry
out, give effect to and consummate the transactions contemplated by the Bond Resolution and this Bond Purchase Agreement; and (6) the carrying out, giving effect to and consummation
of the transactions contemplated by the Bond Resolution and this Bond Purchase Agreement. Executed counterparts of the Bond Resolution and all such other agreements and documents specified
herein will be delivered to the Purchaser by the Issuer at the Closing Time. . (d) The Bond Resolution, the Escrow Trust Agreement and this Bond hichase Agreement, when executed and
delivered by the Issuer, will be the legal, valid and binding obligations .of the Issuer enforceable in accordance with their terms, except to the extent that enforcement thereof may
be limited by any applicable bankruptcy, reorganization, insolvency, moratorium or other law or laws affecting the enforcement of creditors’ rights generally or against entities such
as the Issuer and further subject to the availability of equitable remedies. (e) The Bonds have been duly authorized by the Issuer, and when issued, delivered and paid for as provided
for herein and in the Bond Resolution, will have been duly executed, authenticated, issued and delivered and will constitute valid and binding general obligations of the Issuer enforceable
in accordance with their terms and entitled to the benefits and security of the Bond Resolution (subject to any applicable bankruptcy, reorganization, insolvency, moratorium or other
law or laws affecting the enforcement of creditors’ rights generally or against entities such as the Issuer and further subject to the availability of equitable remedies). The Bonds
are general obligations of the Issuer, payable as to both principal and interest, if necessary, fiom ad valorem taxes which may be levied without limitation as to rate or amount upon
all the taxable tangible property, real and personal, within the territorial limits of the Issuer. ( f ) The exe‘cution and delivery of the Bond Resolution, this Bond Purchase Agreement,
the Bonds, the Escrow Trust Agreement and the Official Statement and compliance with the provisions thereof, will not conflict with or constitute on the part of the Issuer a violation
or breach of, or a default under, any existing law, regulation, court or administrative decree or order, or any agreement, ordinance, resolution, mortgage, lease or other instrument
to which it is subject or by which it is or may be bound. (8) The Issuer is not, or with the giving of notice or lapse of time or both would not be, in violation of or in default under
its organizational documents or any indenture, mortgage, deed of trust, loan agreement, bonds or other agreement or instrument to which the Issuer is a party or by which it is or may
be bound, except for violations and defaults which individually and in the aggregate are not material to the Issuer and will not be material to the beneficial owners of the Bonds. As
of the Closing Time, no event will have occurred F d be continuing which with the lapse of time or the giving of notice, or both, ’ 3
would constitute an event of default under the Bond Resolution, the Escrow Trust Agreement or the Bonds. (h) The information contained in the Preliminary Official Statement as amended
and supplemented by the Official Statement and in any amendment or supplement thereto that may be authorized for use by the Issuer with respect to the Bonds (collectively, the “Official
Statement”), relating to: (1) the Issuer, including the organization, operations, structure, and financial and other affairs of the foregoing; (2) the financial statements including
income statements and balance sheets referred to-in subsection G) hereof; (3) application by the Issuer of the proceeds to be received by it from the sale of the Bonds and other funds,
if any, of the Issuer to be applied in accordance with the Bond Resolution; and (4) the Issuer’s participation in the transactions contemplated by the Bond Resolution, the Escrow Trust
Agreement and this Bond Purchase Agreement is, and as of the Closing Time will be, true, correct and complete in all material respects and does not omit and will not omit to state a
material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. (i) The financial statements of the Issuer
contained in or attached to the Official Statement, except as noted therein, present fairly and accurately the financial condition of the Issuer as of.the dates indicated and the results
of its operations for the periods specified,.and such financial statements are prepared in conformity with generally accepted accounting principles consistently applied in all material
respects for the periods involved. (i) The Issuer has not, since the date of such financial statements, incurred any material liabilities and there has been no material adverse change
in the condition of the Issuer, financial or otherwise, other than as set forth in the Official Statement. (k) There is no action, suit, proceeding, inquiry or investigation at law or
in equity or before or by any court, public board or body pending or, to the knowledge of the Issuer, threatened against or affecting the Issuer (or, to its knowledge, any basis therefor)
wherein an unfavorable decision, ruling or finding would adversely affect the transactions contemplated hereby or by the Bond Resolution or the validity of the Bonds, the Bond Resolution,
the Escrow Trust Agreement, this Bond Purchase Agreement or any agreement or instrument to which the Issuer is a party and which is used or contemplated for use in the consummation of
the transactions contemplated hereby or by the Bond Resolution. (1) The Bond Resolution requires the Issuer to provide the annual financial information, operating data and event notices
to information repositories, and the Municipal Securities Rulemaking Board in the manner and to the extent required by Rule 15~2-12ad opted by the SEC under the 1934 Act, in a manner
and to the extent acceptable to the Purchaser and its counsel, if any. The specific nature of the undertaking to comply with such rule shall be contained in the Continuing Disclosure
Instructions attached to the Issuer’s closing certificate. Except to the extent disclosed in the Official Statement, at no time in the last five years has the Issuer failed to comply
in any material respect with any of the informational reporting undertakings contained in Rule 15~2-12. (m) The Purchaser has previously acted as financial advisor to the Issuer and
does hereby: (1) terminate its financial advisory relationship with the Issuer with regard to the proposed issuance of the Bonds; (2) confirm to the Issuer its prior advice in writing
to the Issuer that a conflict of interest may exist by virtue of the Purchaser changing from the capacity of financial advisor to that of purchaser of the Bonds; and (3) c o n f i i
to the Issuer that, no fee for financial advisory services rendered prior to the date . 4
hereof will be charged, and, the source and amount of remuneration to the Purchaser with respect to the purchase of the Bonds is as set forth in this Bond Purchase Agreement. The Issuer
does hereby consent to the participation in the purchase of the Bonds by the Purchaser and acknowledges the receipt of the foregoing disclosures in accordance with Rule G-23 of the Municipal
Securities Rulemaking Board. The Issuer shall deliver a certificate acknowledging such disclosures, in substantially the form attached hereto as Exhibit C. Any certificate signed by
any of the authorized officials of the Issuer and delivered to the Purchaser in connection with the Closing shall be deemed a representation and warranty by the Issuer to the Purchaser
as to the statements made therein. SECTION 4. COVENANTS AND AGREEMENTS OF THE ISSUER The Issuer covenants and agrees with the Purchaser for the time period specified, and if no period
is specified, for so long as any of the Bonds remain Outstanding, as follows: (a) The proceeds of the Bonds will be used as provided in the Bond Resolution for purposes authorized by
th’e Act. The proceeds of the Bonds shall not be used in a manner which would jeopardize the exclusion of interest on the Bonds from gross income for federal income tax purposes under
the provisions of Section 103 of the Code as long as any of the Bonds are Outstanding. (b) To cooperate with the Purchaser and its counsel in any reasonable endeavor to qualify. the
Bonds for offering and sale under the securities or “Blue Sky” laws of such jurisdictions of the United States as the Purchaser may reasonably request; and the Issuer shall, if so requested
by the Purchaser, with respect to the offer or sale of the Bonds, file written consents to suit and file written consents to service of process in any jurisdiction in which such consent
may be required by law or regulation so that the Bonds may be offered or sold. The Issuer consents to the use of drafts of the Preliminary Official Statement, the Preliminary Official
Statement and drafts of the Official Statement prior to the availability of the Official Statement by the Purchaser in obtaining’ such qualification. The Purchaser shall pay all expenses
and costs (including legal, registration and filing fees) incurred in connection therewith. (c) If, prior to the earlier of: (1) 90 days after the “end of the underwriting period” (as
defined in Rule 15~2-12un der the 1934 Act); or (2) the time when the Official Statement is available to any person from a nationally recognized municipal securities information repository,
but in no case earlier than 25 days after the end of the underwriting period, any event shall occur relating to or affecting the Issuer, as a result of which it. is necessary to amend
or supplement the Official Statement in order to make the statements therein, in the light of the circumstances existing when the Official Statement is delivered to a purchaser, not
materially misleading, or the Official Statement is required to be amended or supplemented to comply with law, the Issuer shall promptly prepare and furnish, at the expense of the Issuer,
to the Purchaser and to the dealers (whose names and addresses the Purchaser will furnish to the Issuer) to which Bonds may have been sold by the Purchaser and to any other dealers upon
request, such amendments or supplements to the Official Statement as may be necessary so that the statements in the Official Statement as so amended or supplemented will not, in the
light of the circumstances existing when the Official Statement is delivered to a purchaser of the Bonds, be misleading or so that the Official Statement will comply with law. (d) Within
seven business days after the date of this Bond Purchase Agreement or within sufficient time to accompany any confirmation that requests payment from any customer of the Purchaser, whichever
is earlier, the Issuer shall provide to the Purchaser sufficient copies of the Official Statement to 5
. enable the Purchaser to comply with the requirements of Rule 15c2-12(b)(4) under the 1934 Act, and with the requirements of Rule G-32 of the Municipal Securities Rulemaking Board.
(e) From the date hereof until the Closing Time, the Issuer shall M s h the Purchaser with a copy of any proposed amendment or supplement to the Official Statement for review and shall
not use any such proposed amendment or supplement to which the Purchaser reasonably objects. SECTION 5. CONDITIONS TO THE PURCHASER’S OBLIGATIONS The Purchaser’s obligations hereunder
shall be subject to the due performance by the Issuer of the Issuer’s obligations and agreements to be performed hereunder at or prior to the Closing Time and to the accuracy of and
compliance with the Issuer’s representations and warranties contained herein, as of the date hereof and as of the Closing Time, and are also subject to the following conditions: (a)
The Bond Resolution, the Escrow Trust Agreement and the Bonds shall have been duly authorized, executed and delivered in the form heretofore approved by the Purchaser with only such
changes therein as shall be mutually agreed upon by the Issuer and the Purchaser. (b) At the Closing Time, the Purchaser shall receive: (1) Opinions dated as of the Closing Date, of
Gilmore & Bell, P.C., Bond Counsel substantially in the form attached hereto as Exhibits B-1 and B-2. (2) A completed IRS Form 8038-G (3) A certificate of the Issuer, satisfactory in
form and substance to the Purchaser, dated as of the-Closing Date, to the effect that: (i) since the date of the Official Statement there has not been .any material adverse change in
the business, properties, financial condition or results of operations of the Issuer, whether or not arising fiom transactions in the ordinary course of business, fiom that set forth
in the Official Statement, and except in the ordinary course of business or as set forth in the Official Statement, the Issuer has not incurred any material liability; (ii) there is
no action, suit, proceeding or, to the knowledge of the Issuer, any inquiry or investigation at law or in equity or before or by any public board or body pending or, to the knowledge
of the Issuer, threatened against or affecting the Issuer, its officers or its property or, to the best of the knowledge of the Issuer, any basis therefor, wherein an unfavorable decision,
ruling or fmding would adversely affect the Issuer, the transactions contemplated hereby or by the Bond Resolution, the Escrow Trust Agreement or the Official Statement or the validity
or enforceability of the Bonds, the Escrow Trust Agreement or the Bond Purchase Agreement, which are not disclosed in the Official Statement; (iii) to the knowledge of the Issuer, the
information contained in the Official Statement, other than the sections entitled “The Depository Trust Company,” “Bond Ratings,” “Legal Matters,” “Tax Matters,” “Verification of Escrow”
and Appendices B ,and C for which the Issuer expresses no opinion, is true in all material respects and does not contain any untrue statement of a material fact and does not omit to
state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading; (iv) the Issuer has duly authorized,
by all necessary action, the execution, delivery and due performance by the Issuer of the Escrow Trust Agreement and this Bond Purchase Agreement; and (v) the representations and warranties
of the Issuer set forth herein were accurate and complete as of the date hereof and are accurate and complete as of the Closing Time. 6
(4) & executed copy of the Continuing Disclosure Instructions attached to the Issuer’s closing certificate. ( 5 ) Receipt of a municipal bond rating by Moody’s of at least “Ad.” (6)
Such additional certificates, legal and other documents, listed on a closing agenda to be approved by Bond Counsel and counsel to the Purchaser, as the Purchaser may reasonably request
to evidence performance or compliance with the provisions hereof and the transactions contemplated hereby and by the Bond Resolution, or as Bond Counsel shall require in order to render
its opinion, all such certificates and other documents to be satisfactory in form and substance to the Purchaser. SECTION 6. CONDITIONS TO THE ISSUER’S OBLIGATIONS The obligations of
the Issuer hereunder are subject to: (a) the Purchaser’s performance of its obligations hereunder; and (b) and the receipt of a letter, in form and substance satisfactory to the Issuer
and the Purchaser, . fiom an Independent Accountant venfylng the mathematical accuracy of the computations relating to a payment of the Bonds and arbitrage calculations for the sufficiency
of funds and Government Obligations deposited to and held under the Escrow Trust Agreement to provide for payment of the Refunded Bonds in accordance with the Bond Resolution and the
Escrow Agreement held to provide for payment of the Refunded Bonds in accordance with the Bond Resolution. SECTION 7. THE PURCHASER’S RIGHT TO CANCEL The Purchaser shall have the right
to cancel the obligation hereunder to purchase the Bonds (such cancellation shall not constitute a default for purposes of Section I hereof) by notifjmg the Issuer in writing or by facsimile
of their election to make such cancellation prior to the Closing Time, if at any time hereafter and prior to the Closing Time: (a) A committee of the House of Representatives or the
Senate of the Congress of the United States shall have pending before it legislation ’which, if enacted in its form as introduced or as amended, would have the purpose or effect of imposing
federal income taxation upon revenues or other income of the general character to be derived by the Issuer or by any similar body or upon interest received on obligations of the general
character of the Bonds, or the Bonds, which, in the Purchaser’s opinion, materially adversely affects the market price of the Bonds. (b) A tentative decision with respect to legislation
shall be reached by a committee of the House of Representatives or the Senate of the Congress of the United States, or legislation shall be favorably reported by such a committee or
be introduced, by amendment or otherwise, in or be passed by the House of Representatives or the Senate, or be recommended to the Congress of the United States for passage by the President
of the United States, or be enacted by the Congress of the United States, or a ’ decision by a court established under Article III of the Constitution of the United States or the Tax
Court of the United States shall be rendered, or a ruling, regulation or order of the Treasury Department of the United States or the IRS shall be made or proposed having the purpose
or effect of imposing federal income taxation, or any other event shall have occurred which results in the imposition of federal income taxation, upon revenues or other income of the
general character to be derived by the Issuer or by any similar body or upon interest received on obligations of the general character of the Bonds, or the Bonds, .which, in the Purchaser’s
opinion, materially and adversely affects the market price of the Bonds. 7
(c) Any legislation, ordinance, rule or regulation shall be introduced in or be enacted by the Legislature of the State or by any other governmental body, department or .agency of the
State, or a decision by any court of competent jurisdiction within the State shall be rendered which, in the Purchaser’s opinion, materially and adversely affects the’market price of
the Bonds, or litigation challenging the law under which the Bonds are to be issued shall be filed in any court in the State. , (d) A stop order, ruling, regulation or official statement
by, or on behalf of, the SEC or any other governmental agency having jurisdiction of the subject matter shall be issued or made to the effect that the issuance, offering or sale of obligations
of the general character of the Bonds, or the issuance, offering or sale of the Bonds, including all underlying obligations, as contemplated hereby or by the Official Statement, is in
violation or would be in violation of any provision of the Securities Act of 1933, as amended (the “1 933 Act”), the 1934 Act or the Trust Indenture Act of 1939, as amended. (e) Legislation
shall be enacted by the Congress of the United States of America, or a decision by a court of the United States of America shall be rendered, to the effect that obligations of the general
character of the Bonds, or the Bonds, including all the underlqiing obligations, are not exempt from registration under or from other requirements of the 1933 Act or the 1934 Act. (
f ) Additional material restrictions not in force as of the date hereof shall have been imposed upon trading in securities generally by any govemuiental authority or by any national
securities exchange. (g) The New York Stock Exchange or any other national securities exchange; or any governmental authority, shall impose, as to the Bonds or obligations of the general
character of the Bonds, any material restrictions not now in force, or increase materially those now in force, with respect to the extension of credit by, or the charge to the net capital
requirements of, the Purchaser. (h) Any general banking moratorium shall have been established by federal, New York or Kansas authorities. (i) A material default has occurred wiih respect
to the obligations of, or proceedings have been instituted under the Federal bankruptcy laws or any similar state laws by or against, any state of the United States or any city located
in the United States having a population in excess of one million persons or any entity issuing obligations on behalf of such a city or state which, in the Purchaser’s opinion, materially
adversely affects the market price of the Bonds. (j) Any proceeding shall be pending or threatened by the SEC against the Issuer. (k) A war involving the United States shall have been
declared, or any conflict involving the armed forces of the United States shall have escalated, or any other national emergency relating to the effective operation of government or the
financial community shall have occurred, which, in the Purchaser’s opinion, materially adversely affects the market price of the Bonds. (1) Any event shall have occurred, or information
become known, which, in the Purchaser’s opinion, makes untrue in any material respect any statement or information contained in the Preliminary OEcial Statement as originally circulated,
or has the effect that the Preliminary Official Statement as originally circulated contains an untrue statement of a material fact or omits to state a 8
material fact necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading. (m) The Preliminary Oficial Statement
deemed by the Issuer to be “final” is thereafter amended or supplemented in a manner that may, in the reasonable judgment of the Purchaser, have a ’ material adverse effect on the marketability
of the Bonds. (n) Any financial rating assigned to the Bonds shall have been downgraded or withdrawn and such action, in the opinion of the Purchaser, materially affects the market for
the Bonds. (0) Investment agreements or similar instruments relating to the investment of moneys in various funds and accounts created under the Escrow Trust Agreement in form and substance
satisfactory to the Purchaser, have not been executed by the parties thereto and received by the Purchaser as of the Closing Time, or the Government Obligations contemplated thereby
have not been issued to or received by the Escrow Agent prior to the Closing Time or any opinions with respect to the investments contemplated by such instruments and the nature of the
transaction contemplated thereby, in form and substance satisfactory to the Purchaser and its counsel, have not been received by the Purchaser as of the Closing Time. SECTION 8. PAYMENT
OF EXPENSES (a) Whether or not the Bonds are sold by the Issuer to the Purchaser (unless such sale be prevented at the Closing Time by the Purchaser’s default), the Purchaser, unless
otherwise contracted for, shall be under no obligation to pay any expenses incident to the performance of the obligations of the Issuer hereunder; nor shall the Issuer, unless otherwise
contracted for, be under any obligation to pay any expenses incident to the performance of the obligations of the Purchaser hereunder (unless such sale be prevented at the Closing Time
by the Issuer’s default). (b) If the Bonds are sold by the Issuer to the Purchaser, all expenses and costs to effect the authorization, preparation, issuance, delivery and sale of the
Bonds, shall be paid by the Issuer out of the proceeds of the Bonds. Such‘expenses and costs shall include, but not be limited to: (1) the fees and disbursements of Gilmore & Bell, P.C.,
bond counsel; (2) the fees and disbursements of the Issuer’s legal counsel; (3) costs associated with obtaining municipal bond insurance or municipal bond ratings relating to the Bonds
and the Refunded Bonds, if any; (4) the expenses and costs for the preparation, printing, photocopying, execution and delivery of the Bonds, the Official Statement, this Bond Purchase
Agreement and all other agreements and documents contemplated hereby; (5) fees of the Bond Registrar and Paying Agent designated by the Issuer pursuant to the Bond Resolution; (6) all
costs and expenses of the Issuer relating to the issuance of the Bonds; and (7) the fees and disbursements of the Escrow Agent and any accountants and of any other experts or consultants
retained in connection with verification of the cash flow projections made in connection with the Bonds and the refunding of the Rehnded Bonds. SECTION 9. NOTICE Any notice or other
communication to be given under this Bond Purchase Agreement may be given by mailing or delivering the same in writing to the applicable person, as follows: (a) Attention: Clerk; and
If to the Issuer at: City of Salina, Kansas, 300 West Ash, Salina, Kansas 67401, 9
(b) If to the Purchaser at: George K. Baum & Company, 4801 Main Street, Suite 500, Attention: Manager, Public Finance Department. SECTION io. INDEMNIFICATION (a) The Issuer agrees, to
the extent legally permitted, to indemnify and hold harmless the Purchaser, any member, officer, official or employee of the Purchaser within the meaning of Section 15 of the 1933 Act
(collectively, the “Indemnified Parties”), against any and all losses, claims, damages, liabilities or expenses whatsoever caused by any untrue statements or misleading statement or
allegedly misleading statement of a material fact contained in the Official Statement or caused by any omission or alleged omission from the Official Statement of any material fact necessary
in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading; provided that the Issuer shall have no indemnification obligation
with respect to any statement or omission in the information contained in the Official Statement under the heading “Underwriting.” In case any action shall be brought against one or
more of the Indemnified Parties based upon the Official Statement and in respect of which indemnity may be sought against the Issuer, the Indemnified Parties shall promptly notify the
Issuer in writing and the Issuer shall promptly assume the defense thereof, including the employment of counsel, the payment of all expenses and the right to negotiate and consent to
settlement. Any one or more of the Indemnified Parties shall have the right to employ separate counsel in any such action and to participate in the defense thereof, but the fees and
expenses of such counsel shall be at the expense of such Indemnified Party or Indemnified Parties unless employment of such counsel has been specifically authorized by the Issuer. The
Issuer shall not be liable for any settlement of any such action effected without its consent by any of the Indemnified Parties, but if settled with the consent of the Issuer or if there
be a final judgment for the plaintiff in any such action against the Issuer or any of the Indemnified Parties, with or without the consent of the Issuer, the Issuer agrees to indemnify
and hold harmless the Indemnified Parties to the extent provided herein. . . (b) The Purchaser agrees, to the extent legally permitted, to indemnify and hold harmless the Issuer and
any governing body member, officer, official or employee of the Issuer, against any and all losses, claims, damages, liabilities or expenses whatsoever caused by any untrue statements
or misleading statement or allegedly misleading statement of a material fact made by the Purchaser, or any agent, employee or official of the Purchaser, made in conjunction with the
sale of the Bonds; provided that the Purchaser shall have no indemnification obligation with respect to any statement or omission in the information contained supplied by the Issuer
or the Issuer’s representatives that are contained in the Official Statement. In case any action shall be brought against one or more of the persons or entities identified in the preceding
paragraph and in respect of which indemnity may be sought against the Purchaser, such parties shall promptly notify the Purchaser in writing and the Purchaser shall promptly assume the
defense thereof,‘including the employment of counsel, the payment of all expenses and the right to negotiate and consent to settlement. Any one or more of such parties shall have the
right to employ separate counsel in any such action and to participate in the defense thereof, but the fees and expenses of such counsel shall be at the expense of such party unless
employment of such counsel has been specifically authorized by the Purchaser. The Purchaser shall not be liable for any settlement of any such action effected without its consent by
any of such parties, but if settled with the consent of the Purchaser or if there be a final judgment for the plaintiff in any such action against the Purchaser or any of such parties,
with or without the consent of the Purchaser, the Purchaser agrees to indemnify and hold harmless such parties to the extent provided herein. 10
SECTION 11. MISCELLANEOUS (a) This Bond Purchase Agreement shall be binding upon the Purchaser, the Issuer, and their respective successors. This Bond Purchase Agreement and the terms
and provisions hereof are for the sole benefit of only those persons, except that the representations, warranties, indemnities ‘and agreements of the Issuer contained in this Bond Purchase
Agreement shall also be deemed to be for the benefit of the person or persons, if any, who control the Purchaser within the meaning of Section 15 of the 1933 Act or Section 20 of the
1934 Act. Nothing in this Bond Purchase Agreement is intended or shall be construed to give any person, other than the persons referred to in this Paragraph, any legal or equitable right,
remedy or claim under or in respect of this Bond Purchase Agreement or any provision contained herein. All of the representations, warranties and agreements of the Issuer contained herein
shall remain in full force and effect, regardless of (i) any investigation made by or on behalf of the Purchaser, (ii) delivery of and payment for the Bonds of (iii) any termination
of this Bond Purchase Agreement. . (b) For purposes of this Bond Purchase Agreement, “business day” means any day on which the New York Stock Exchange is open for trading. (c) This Bond
Purchase Agreement shall be governed by and construed in accordance with the laws of the State. (d) This Bond Purchase Agreement may be executed in one or more counterparts, and if executed
in more than one counterpart, the executed counterparts shall together constitute ‘a single instrument. (e) This Bond Purchase Agreement may not be assigned by either party without the
express written consent of the other party. SECTION 12. EFFECTIVE DATE This Bond Purchase Agreement shall become effective upon acceptance hereof by the Issuer. PALANCE OF THIS PAGE
INTENTIONALLY LEFT BLANK] 11
Upon your acceptance of the offer, the foregoing agreement will be binding upon you and the Purchaser. Please acknowledge your agreement with the foregoing by executing the enclosed
copy of this Bond Purchase Agreement prior to the date and time specified on page 1 hereof and returning it to the undersigned. GEORGE K. BAUM & COMPANY KANSAS CITY, MISSOURI Accepted
and agreed to as of the date first above written. CITY OF SALINA, KANSAS By: (Signature Page to Bond Purchase Agreement)
Upon your acceptance of the offer, the foregoing agreement will be binding upon you and the Purchaser. Please acknowledge your agreement with the foregoing by executing the enclosed
copy of this Bond Purchase Agreement prior to the date and time specified on page 1 hereof and returning it to the undersigned. Accepted and agreed to as of the date first above written.
CITY OF SALINA, KANSAS By: ___~ !J_1 _~ __ _____________ __ ~ AITEST: (Seal) BY~~ Clerk I GEORGE K. BAUM & CO KANSAS CITY, MISSO By: ______ ~ _ ----__ --__ -----(Signature Page to Bond
Purchase Agreement)
EXHIBITA $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B CALCULATION OF PURCHASE PRICE Principal Amount Less Underwriter’s Discount Plus Net Original
Issue Premium Total Purchase Price MATURITY SCHEDULE Stated Maturity October 1 201 1 2012 2013 2014 2015 2016 2017 . Principal Amount $5 0 0,O 0 0 850,000 925,000 925,000 925,000 925,000
565,000 Annual Rate of Interest 0.500% 2.000 2.000 2.000 2.000 2.000 2.250 Price 100.000% 102.477 103.311 103 -445 103.084 101.966 102.259 -Stated Maturity October 1 2018 2019 2020 202
1 2022 2023 $7,860,000.00 171,993.90 $7,973,043.90 -58,950.00 Principal Amount $525,000 550,000 425,000 300,000 3 10,000 135,000 Annual Rate of Interest Price 3.000% 106.535% 2.250 99.597
2.500 100.000 2.700 100.000 2.750 98.993 3.000 100.000 (Plus accrued interest from October 15,20 10) REDEMPTION OF BONDS Optional Redemption. At the option of the Issuer, Bonds maturing
on October 1 in the years 2020, and thereafter, will be subject to redemption and payment prior to maturity on October 1,20 19, and thereafter, as a whole or in part (selection of maturities
and the amount of Bonds of each maturity to be redeemed to be determined by the Issuer in such equitable manner as it may determine) at any time, at the redemption price of 100% (expressed
as a percentage of the principal amount), plus accrued interest to the date of redemption. A-1
EXHIBIT B-1 FORM OF BOND COUNSEL OPINION GILMORE & BELL, P.C. Attorneys at Law 2405 Grand Boulevard Suite 1100 Kansas City, Missouri 64108-2521 [October 29,20101 Governing Body City
of Salina, Kansas George K. Baum & Company Kansas City, Missouri Re: $7,860,000 General Obligation Refunding Bonds, Series 2010-B, of the City of Salina, Kansas, Dated October 15,20
10 We have acted as Bond Counsel in connection with the issuance by the City of Salina, Kansas (the “Issuery’), of the above-captioned bonds (the “Bonds”). In this capacity, we have
examined the law and the certified proceedings, certifications and other documents that we deem necessary to render this opinion. Capitalized terms not otherwise defined herein shall
have the meanings ascribed thereto in the resolution adopted by the governing body of the Issuer prescribing the details of the Bonds. Regarding questions of fact material to our opinion,
we have relied on the certified proceedings and other certifications of public officials and others furnished to us without undertaking to verify them by independent investigation. Based
upon the foregoing, we are of the opinion, under existing law, as follows: 1. The Bonds have been duly authorized, executed and delivered by the Issuer and are valid and legally binding
general obligations of the Issuer. 2. The Bonds are payable as to both principal and interest in part from special assessments levied upon the property benefited by the construction
of certain improvements and, if not so paid, fiom ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal,
within the territorial limits of the Issuer. The balince of the principal and interest on the Bonds is payable fiom ad valorem taxes which may be levied without limitation as to rate
or amount upon all the taxable tangible property, real and personal, within the territorial limits of the Issuer. The Issuer is required by law to include in its annual tax levy the
principal and interest.coming due on the Bonds to the extent that necessary funds are not provided from other sources. B-1-1
3. The interest on the Bonds (including any original issue discount properly allocable to an owner of a Bond) is excluded from gross’income for federal income tax purposes. Interest
on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations but is taken into account in determining adjusted
current earnings for the purpose of computing the alternative minimum tax imposed on certain corporations. The opinions set forth in this paragraph are subject to the condition that
the Issuer comply with all requirements .of the Internal Revenue Code of 1986, as amended (the “Code”), that must be satisfied subsequent to the issuance of the Bonds in order to preserve
the exclusion of the interest on the Bonds from gross income for federal income tax purposes. The Issuer has covenanted to comply with all of these requirements. Failure to comply with
certain of these requirements may cause interest on the Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Bonds. The Bonds
are “qualified tax-exempt obligations’: within the meaning of Section 265(b)(3) of the Code, and, in the case of certain financial institutions (within the meaning of Section 265@)(5)
of the Code), a deduction is allowed for 80 percent of that portion of such financial institution’s interest expense allocable to interest on the Bonds. We express no opinion regarding
other federal tax consequences arising with respect to the Bonds. 4. The interest on the Bonds is excluded fiom computation of Kansas adjusted gross income. We express no opinion regarding
the accuracy, completeness or sufficiency of the Official Statement or other offering material relating to the Bonds (except to the extent, if any, stated in the Official Statement).
Further, we express no opinion regarding tax consequences arising with respect to the Bonds other than as expressly set forth in this opinion. . The rights of the owners of the Bonds
and the enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights generally and by equitable principles,
whether considered at law or in equity. This opinion is given as of its date, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that
may come to our attenti,on or any changes in law that may occur after the date of this opinion. GILMORE & BELL, P.C. B-1-2
EXHIBIT B-2 FORM OF DEFEASANCE OPINION GILMORE & BELL, P.C. Attorneys at Law 2405 Grand Boulevard Suite 1100 Kansas City, Missouri 64108-2521 October 29,201 0 Governing Body City of
Salina, Kansas George K. Baum & Company Kansas City, Missouri UMB National Bank of America Wichita, Kansas Re: City of Salina, Kansas, General Obligation Internal Improvement Bonds,
Series 2001-A and General Obligation Intemal Improvement Bonds, Series 2002-B This opinion is delivered to you in connection with the satisfaction, discharge and defeasance of the following
described bonds originally issued by the City of Salina, Kansas (the “Issuer”) (collectively, the “Defeased Bonds”): Series Dated Date Defeased Amount Years Redemption Date 200 1 -A
July 15,200 1 $1,775,000 2012 to 2016 October 1,2011 2002-B October 1,2012 325,000 2013 to 2017 October 1,2012 The Defeased Bonds were each issued pursuant to an ordinance and a resolution
adopted by the governing body of the Issuer (collectively, the “Bond Resolution”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms
in the Bond Resolution. Provision has been made for the payment of the principal, redemption price, if any, and interest due or to become due on the Defeased Bonds to the above-referenced
Redemption Dates at the times and in the manner specified in the Bond’Resolution, by the irrevocable deposit in trust with UMB National Bank of America, Wichita, Kansas, as escrow agent
(the “Escrow Agent”), pursuant to the Escrow Trust Agreement dated as of October 15, 2010 (the “Escrow Trust Agreement”), between the Issuer and the Escrow Agent, of cash and government
securities that, according to the Verification Report described below, will mature as to principal and will pay interest in amounts and at times that will provide suEcient moneys to
make such payments. B-2-1
We have examined the law, the Bond Resolution, the Escrow Trust Agreement and the other documents and certified proceedings that we deem necessary to render this opinion. Regarding questions
of fact material to our opinion, we have relied on the certified proceedings and other certifications of public officials and others fUrnished to us without undertaking to .verify them
by independent investigation. Based upon the foregoing, we are of the opinion, under existing law, as follows: \ 1. The Escrow Trust Agreement has been duly authorized, executed and
delivered by the Issuer and constitutes a valid and binding agreement of the Issuer, enforceable against the Issuer except as may be limited by bankruptcy, insolvency, reorganization,
moratorium or other laws affecting creditors’ rights generdly and by equitable principles whether considered at law or in equity. 2. Provision has been made for payment of the Defeased
Bonds in accordance with K.S.A. 10-427 et seq. All conditions precedent to the satisfaction, discharge and defeasance of the Defeased Bonds contained in the Bond Resolution, have been
complied with, and the Defeased Bonds are deemed to be paid and discharged under the Bond Resolution. .. 3. Provision for the payment, discharge and defeasance of the Defeased Bonds
will not, in and of itself, cause the interest on the Defeased Bonds to become included in gross income for federal income tax purposes. In rendering the opinions set forth herein, we
have relied upon the calculations and conclusions contained in the Verification Report of dated October 29, 2010 of Robert Thomas CPA, LLC, certified public accountants, relating to
the sufficiency of the Escrow Fund established under the Escrow Trust Agreement and certain yield calculations relating to the Issuer’s General Obligation Refunding Bonds, Series 2010-B,
Dated October 15,2010 and the Defeased Bonds, without undertaking to verify the s h e . We express no opinion with respect to the effect on the original status of the interest on the
Defeased Bonds for federal income tax purposes of any actions taken or omitted to be taken by the Issuer or its affiliates with respect to the ownership, use or operation of the facilities
financed or refinanced with the proceeds of the Defeased Bonds other than as stated in this opinion. This opinion is delivered to,you for your use only and may not be used or relied
on by any third p a y for any purpose without. our prior written approval in each instance. This opinion is given as of its date, and we assume no obligation to revise or supplement
this opinion to reflect any facts or circumstances that may come to our attention or any changes in law that may occur after the date of this opinion. GILMORE & BELL, P.C. B-2-2
EXHIBIT C October 18,20 I O Honorable Mayor and City Commission Salina, Kansas RE: City of Salina, Kansas, General Obligation Refunding Bonds, Series 2010-B, Dated October 15, 201 0
Dear Mayor and Commissioners: As an investmcnt banking firm actively engagcd in underwriting municipal bond issues, George K. Baum & Company is required to comply with certain regulations
imposed by the Municipal Securities Rulemaking Board (“MSKB”). One such regulation is Rule (3-23, which prohibits a firm from serving as both financial advisor and underwriter for the
same municipal bond or notc issue. Rule G-23 was developcd because certain bond market participants bclieved that serving as both financial advisor and underwriter could be considered
a conflict of interest. In ordcr to avoid this perception, George K. Baum & Company is laking. this opportunity to specifically clarify to thc City that it is acting in thc capacity
of undcrwritcr on the abovc-referenced issue and will not be scrving as financial advisor on the above rcfercnced issue. As such, we will also waive any and all fees we would have ordinarily
charged the City as a financial advisor. This action on our part is consistent with thc terms of our engagement by the City and does not represent a deviation from the pattern of services
we have historically provided the City of Salina. Very truly yours, GEORGE K. BAUM &COMPANY Senior Vice Prcsident The City of Salina, Kansas hereby acknowledges receipt of the above
notice. for THE CITY OF SALINA, KANSAS c-1
EXCERPT OF MINUTES OF A MEETING OFTHE GOVERNING BODY OF THE CITY OF SALINA, KANSAS HELD ON OCTOBER 4,2010 The governing body met in regular session at the usual meeting place in the
City, at 4:OO P.M., the following members being present and participating, to-wit: Aaron Peck, Mayor and Samantha Angell, Tom Arpke, Norman Jennings, Commissioners. Absent: Luci Larson,
Commissioner The Mayor declared that a quorum was present and called the meeting to order. * * * * * * * * * * * * * * (Other Proceedings) Thereupon, there was presented for first reading
an Ordinance entitled: AN ORDINANCE AUTHORIZING AND PROVIDING FOR THE ISSI JCE OF KANSAS; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUAL TAX FOR THE PURPOSE OF PAYING THE PRINCIPAL
OF AND INTEREST ON SAID BONDS AS THEY BECOME DUE; AUTHORIZING CERTAIN OTHER DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH; AND MAKING CERTAIN COVENANTS WITH RESPECT THERETO. GENERAL
OBLIGATION REFUNDING BONDS, SERIES 2010-B, OF THE CITY OF SALINA, Thereupon, Commissioner Angell moved that said Ordinance be approved on first reading. The motion was seconded by Commissioner
Jennings. Said Ordinance was duly read and considered, and upon being put, the motion for approval was camed by the vote of the governing body, the vote being as follows: Yea: Peck,
Angell, Arpke and Jennings. Nay: None. * * * * * * * * * * * * * * (Other Proceedings) [BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
On motion duly made, seconded and carried, the meeting thereupon adjourned. CERTIFICATE I hereby certify that the foregoing Excerpt of Minutes is a true and correct excerpt of the proceedings
of the governing body of the City of Salina, Kansas, held on the date stated therein, and that the official minutes of such proceedings are on file in my office. (SEAL) Clerk U (Signature
Page to Excerpt of Minutes)
EXCERPT OF MINUTES OF A MEETING OF THE GOVERNING BODY OF THE CITY OF SALINA, KANSAS HELD ON OCTOBER 18,2010 The governing body met in regular session at the usual'meeting place in the
City, at 4:OO P.M., the following members being present and participating, to-wit: Aaron Peck, Mayor and Samantha Angell, Tom Arpke, Norman Jennings and M. Luci Larson, Commissioners.
Absent: None. The Mayor declared that a quorum was present and called the meeting to order. * * * * * * * * * * * * * * (Other Proceedings) Thereupon, there was presented an Ordinance
entitled: AN ORDINANCE AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF KANSAS; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUAL TAX FOR THE PURPOSE OF PAYING THE PRINCIPAL OF AND INTEREST
ON SAID BONDS AS THEY BECOME DUE; AUTHORIZING CERTAIN OTHER DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH AND MAKING CERTAIN COVENANTS WITH RESPECT THERETO. GENERAL OBLIGATION REFUNDING
BONDS, SERIES 2010-B, OF THE CITY OF SALINA, Thereupon, Commissioner Angell moved that said Ordinance be passed. The motion was seconded by Commissioner Arpke. Said Ordinance, having
been approved by a first reading on October 4,2010, was duly read and considered, and upon being put, the motion for the passage of said Ordinance was carried by the vote of the governing
body, the vote being as follows: Yea: Peck, Angell, Arpke, Jennings and Larson. Nay: None. Thereupon, the Mayor declared said Ordinance duly passed and the Ordinance was then duly numbered
Ordinance No. 10-10575, was signed and approved by the Mayor and attested by the Clerk and was directed to be published one time in the official newspaper of the City. Thereupon, there
was presented a Resolution entitled: A RESOLUTION PRESCRIBING THE FORM AND DETAILS OF AND AUTHORIZING AND DIRECTING THE SALE AND DELIVERY OF GENERAL OBLIGATION REFUNDING BONDS, SERIES
2010-B, OF THE CITY OF SALINA, KANSAS, PREVIOUSLY AUTHORIZED BY ORDINANCE NO. 10-10575 OF THE ISSUER, MAKING CERTAIN COVENANTS 'AND AGREEMENTS TO PROVIDE FOR THE PAYMENT AND SECURITY
THEREOF; AND
AUTHORIZING CERTAIN OTHER DOCUMENTS AND ACTIONS CONNECTED THEREWITH. Thereupon, Commissioner h g e l l moved that said Resolution be adopted. The motion was seconded by Commissioner
Arpke. Said Resolution was duly read and considered, and upon being put, the motion for the adoption of said Resolution was carried by the vote of the governing body, the vote being
as follows: Yea: Peck, hgell, Arpke, Jennings ind Larson. Nay: None. Thereupon, the Mayor declared said Resolution duly adopted and the Resolution was then duly numbered Resolution No.
10-6773 and was signed by the Mayor and attested by the Clerk. * * * * * * * * * * * * * * (Other Proceedings) PALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK] 2
On motion duly made, seconded and carried, the 'meeting thereupon adjourned. CERTIFICATE I hereby certify that the foregoing Excerpt of Minutes is a true and correct excerpt of the proceedings
of the governing body of the City of Salina, Kansas, held on the date stated therein, and that the official minutes of such proceedings are on file in my office. Clerk (SEAL) (Signature
Page to Excerpt of Minutes)
ORDINANCE NO. 10-10575 OF THE 'CITY OF SALINA, KANSAS PASSED OCTOBER 18,2010 GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B
(PUBLISHED IN THE SALINA JOURNAL ON OCTOBER 22,2010) ORDINANCE NO. 10-10575 AN ORDINANCE AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF GENERAL OBLIGATION REFUNDING BONDS, SERIES 2010-B,
OF THE CITY OF SALINA, KANSAS; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUAL TAX FOR THE PURPOSE OF PAYING TEiE PRINCIPAL OF AND INTEREST ON SAID BONDS AS THEY BECOME DUE; AUTHORIZING
CERTAIN OTHER DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH; AND MAKING CERTAIN COVENANTS WITH RESPECT THERETO. WHEREAS, the City is a city of the first class, duly created, organized
and existing under the Constitution and laws of the State; and WHEREAS, pursuant to the statutes referenced below, and other provisions of the laws of the State of Kansas applicable
thereto, by proceedings ,duly had, the governing body of the City has authorized the following improvements (the “Improvements”) to be made in the City: Proiect Description Resolution
No. Authority Amount Various Water System Improvements 10-6760 K.S.A. 65-163~ $8,600,000 ; and WHEREAS, the City has arranged for financing of a portion of the Improvements by the execution
of various loan agreements described as follows: Dated Maturity Original Outstanding Redemption Lender Loan No. -Date Date Amount Amount -Date KDHE KPWSLF 2153 12-01-1997 02/01/2020
$3,600,000 $2,086,418.71 10-29-2010 KDHE KPWSLF 2259 03-14-2001 02/01/2023 5,000,000 3,577,224.12 10-29-20 10 (collectively, the “Loans”); and WHEREAS, in order to restructure debt payments
and to provide an orderly plan of finance for the City, it has become desirable and in the best interest of the City and its inhabitants for the City to issue its general obligation
bonds in order to permanently finance the costs of such Improvements and to retire the Loans, and WHEREAS, Article 12, 5 5 of the Constitution of the State of Kansas (the “Home Rule
Amendment”): (a) empowers cities to determine their local affairs and government; and (b) provides that such power and authority granted thereby to cities: (1) shall be liberally construed
for the purpose of giving to cities the largest measure of self-government and (2) shall be exercised by ordinance, subject only to: (i) enactments of the Kansas legislature of statewide
concern applicable uniformly to all cities, (ii) other enactments of the legislature applicable uniformly to all cities, (iii) enactments of the legislature applicable uniformly to all
cities of the same class limiting or prohibiting the levying of any tax, excise, fee, charge or other action and (iv) enactments of the legislature prescribing limits of indebtedness;
and
WHEREAS, the Kansas Supreme Court has considered the Home Rule Amendment and determined that: (a) home rule lesslation should be permitted to stand unless an actual conflict exists between
the home rule legislation and a state legislative enactment, or unless the legislature has clearly preempted the field so as to preclude municipal action; and (b) legislative intent
to reserve to the state exclusive jurisdiction to regulate an area must be clearly manifested by statute before it can be held that the state has withdrawn fiom the cities the power
to regulate in the field (McCarthy v. City of Lewood, 257 Kan. 566 (1 995); Junction City v. Lee, 2 16 Kan. 495 (1 975)); and WHEREAS, the Authorizations authorize the City to issue
general obligation bonds to finance the Improvements, but neither authorize nor prohibit the issuance of general obligation bonds to prepay and retire the Loans incurred under such enactments;
and WHEREAS, K.S.A. 10-427 et seq. authorizes the City to issue general obligation bonds to refund previously issued general obligation bonds. of the City, but neither authorizes nor
prohibits the issuance of general obligation bonds to prepay and retire loans incurred under the Authorizations.; and WHEREAS, the governing body of the City now further finds and determines
that: (a) there are no enactments of the Kansas legislature of statewide concern applicable uniformly to all cities or applicable to the City relating to the issuance of general obligation
bonds to prepay and retire loans incurred under the Authorizations; (b) no conflict would exist between a City ordinance authorizing the issuance of general obligation bonds to prepay
and retire the Loans; and (c) the legislature has not clearly preempted, or cleaily manifested its intent to preempt, the field of municipal finance so as to preclude a City ordinance
authorizing the issuance of general obligation bonds to prepay and retire the Loans; and . WHEREAS, the City is a city within the meaning of the Home Rule Amendment; and WHEREAS, the
City proposes to issue its general obligation bonds to retire the Loans and pay a portion of the costs of the Improvements not funded by the Loans; and WHEREAS, the City heretofore issued
and has outstanding the Refunded Bonds and is authorized by K.S.A. 10-427 et seq. to issue general obligation refunding bonds of the City for the purpose of refunding the Refunded Bonds;
and WHEREAS, in order to achieve interest cost savings through early redemption of the Refunded Bonds, to reduce debt service requirements of the City for certain years, to restructure
the debt payments on the Refunded Bonds and to provide an orderly plan of finance for the City, it has become desirable and in the best interest of the City and its inhabitants to refund
the Refunded Bonds. NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF SALINA, KANSAS, AS FOLLOWS: Section 1. Defdtions of Words and Terms. In addition to words and
terms defined elsewhere herein, the following words and terms in this Ordinance shall have the meanings hereinafter set forth. Unless the context shall otherwise indicate, words importing
the singular number shall include the p l d and vice versa, and words importing persons shall include firms, associations and corporations, including public bodies, as well as natural
persons. “Act” means the Constitution, specifically including Article 12, Section 5 thereof, and statutes of the State of Kansas, including K.S.A. 10-101 to 10-125, inclusive, K.S.A.
10-427 et seq., K.S.A. 10-620 et seq. and K.S.A. 65-163d et seq., all as amended and supplemented from time to time. 2
“Bond and Interest Fund” means the Bond and Interest Fund of the City for its general obligation bonds. “Bond Resolution” means the resolution to be adopted by the governing body of
the City prescribing the terms and details of the Bonds and making covenants with respect thereto. “Bonds” means the City’s General Obligation Refunding Bonds, Series 2010-B, dated October
15,201 0, authorized by this Ordinance. “City” means the City of Salina, Kansas. “Clerk” means the duly appointed and acting Clerk of the City or, in the Clerk’s absence, the duly appointed
Deputy Clerk or Acting Clerk. “Improvements” means the improvements referred to in the preamble to this Ordinance. “KDHE” means the Kansas Department of Health and Environment. “Loans”
means collectively: (a) the KDHE Loan KPWSLF 2153 between the Issuer and KDHE dated December 1, 1997, maturing February 1, 2020, in the aggregate outstanding principal amount of $2,086,418.71;
and (b) the KDHE Loan KPWSLF 2259 between the Issuer and KDHE dated March 14, 2001, maturing February 1,2023, in the aggregate outstanding principal amount of $3,577,224.12. “Mayor”
means the duly elected and acting Mayor or, in the Mayor’s absence, the duly appointed and/or elected Vice Mayor or Acting Mayor of the City. “Ordinance” means this Ordinance authorizing
the issuance of the Bonds. “Refunded Bonds” means collectively, (a) the Series 2001-A Bonds maturing in the years 2012 to 2016, inclusive, in the aggregate principal amount of $1,775,000;
and (b) the Series 2002-B Bonds maturing in the years 20 13 to 20 17, inclusive, in the aggregate principal amount of $325,000. “Refunded Obligations” means collectively the Refunded
Bonds and the Loans. “Series 2001-A Bonds” means the City’s General Obligation Internal Improvement Bonds, Series 2001-A, dated July 15,2001. “Series 2002-B Bonds” means the City’s General
Obligation Internal Improvement Bonds, Series 2002-B, dated July 15,2002. “State” means the State of Kansas. Section 2. Authorization of the Bonds. There shall be issued and hereby are
authorized and directed to be issued the General Obligation Refunding Bonds, Series 2010-B, of the City in the principal amount of $7,860,000, for the purpose of providing funds to:
(a) pay costs of issuance of the Bonds; and (c) refund and retire the Refunded Obligations. Section 3. Security for the Bonds. The Bonds shall be general obligations of the City payable
as to both principal and interest in part &om special assessments levied upon the property benefited by the construction of the Improvements and, if not so paid, from ad valorem taxes
which may be levied without 3
limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The balance of the principal and interest on the
Bonds is payable from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits
of the City. The full faith, credit and resources of the City are hereby irrevocably pledged for the prompt payment of the principal of and interest on the Bonds as the same become due.
Section 4. Terms, Details and Conditions of the Bonds. The Bonds shall be dated and bear interest, shall mature and be payable at such times, shall be in such forms, shall be subjcct
to redemption and payment prior to the maturity thereof, and shall be issued and delivered in the manner prescribed and subject to the provisions, covenants and agreements set forth
in the Bond Resolution hereafter adopted by the governing body of the City. Section 5. Levy and Collection of Annual Tax. The governing body of the City shall annually make provision
for the payment of principal of, premium, if any, and interest on the Bonds as the same become due by levying and collecting the necessary taxes upon all of the taxable tangible property
within the City in the manner provided by law. The taxes above referred to shall be extended upon the tax rolls h each of the several years, respectively, and shall be levied and collected
at the same time and in the same manner as the general ad valorem taxes of the City are levied and collected, shall be used solely for the payment of the principal of and interest on
the Bonds as and when the same become due and the fees and expenses of the Paying Agent. The proceeds derived from said taxes shall be deposited in the Bond and Interest Fund. If at
any time said taxes are not collected in time to pay the principal of or interest on the Bonds when due, the Treasurer is hereby authorized and directed to pay said principal or interest
out of the general funds of the City and to reimburse said general funds for money so expended when said taxes are collected. Section 6. Further Authority.' The Mayor, Clerk and other
City officials are hereby further authorized and directed to execute any and all documents and take such actions as they may deem necessary or advisable in order to carry out and perform
the purposes of the Ordinance, and to make alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and
confiied which they may approve, and the execution or taking of such action shall be conclusive evidence of such necessity or advisability. Section 7. Governing Law. This Ordinance and
the Bonds shall be governed exclusively by and construed in accordance with the applicable laws of the State. Section 8. Effective Date. This Ordinance shall take effect and be in full
force fiom'and after its passage by the governing body of the City, approval by the Mayor and 'publication in the oficial City newspaper. [BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
4
PASSED by the governing body of the City on October 18, 2010 and APPROVED AND SIGNED by the Mayor. nn -(SEAL) ATTEST Clerku [BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK] /---(Signature
Page to Bond Ordinance)
Publisher's Affidavit L C h r i s t v k , being duly sworn declare that I an] a of THE SALINA JOURNAL, a daily iiewspaper published at Salina, Saline County, Kansas, and of general circu\ation
in said county, which newspaper has been admitted to the mails as second class matter in said county, and continuously and uninterruptedly published for five consecutive years prior
to first publication of attached ijotice, and that the r.-Ordinance 10-10575 Notice has been correctly published in the entire issue of said newspaper one time, publication being given
in the issue of October 22, -201 0 "4.4-4 I C.i %. -. '+ ; k-,2 e Subscribed and sworn to before me, this .,$d Printer's Fee SSS9.50 i A MOTARY PUBLIC -state 01 -1 (Publlsli~?diil the
Sallrla Journal Oclober 72.2010) ORDlNAiJCE NO. ' 10-10575 kN @RDINANCE AUTHO R l ZltdC AND PROVIDING FOE THE ISSUANCE OF G f N E a i L OBLIGATION AEFUNDING BONDS SERIES 2010-8. OF THE
CITY OF SALINA KANSAS' PROAND COLLECTION OF AN ANNUAL TAX FOR THE PURPOSE OF PAYING THE PRlNClPIL OF AND INTEREST ON SAID BONDS AS THEY BE, COME DUE: AUTHORIZING CERTAIN OTHER DOCUMENTS
AND AC. TlONS IN CONNECTION THEREWITH. AND MbXING CERTAIN COVE. NANTS WITH AESPECT THERETO. WHEREAS the City is a Cily Of Ih? firs! Class. diJly created. o:gnnfzed and cxisling ui,dei
ihe Conslitulion and laws 01 the State and VIDING 'FOR THE' LEVY WHEREAS. pusliarit lo lhc slalules relerenced below and olher provi. sions 01 the laws of Ihe Sate 01 Kansas applica
blc therulo. by proceed. ingS duly had Ihe overnmg body ot ihe C?ty has aulhorizeu the :allowing improvements (Ihe 7m. provemenls') In be made m the City. 58.600.000 : and WHEREAS,I~IZ
City has arranged for frnanixng ot a poition 01 Ihe Improve menls by the exocuiion ol various loan a reements described as folibws: KPWSLF 2 1 s 12-01.1997 OZOI 12020 ~0.600.000 52,006.4;
8.71 10-29-2010 KDHE KPWSLF 2259 03-14-2001 OZfllR023 S5.00O.OOO Icollectivc~y. the 'Loans ). and WHEREAS, in om'er IO reslrucltire deb1 paymenls and lo provide an orderly di 01 finance
lor lhe able and in Ihe best inter. esl 01 Ihe Cily and its in .habilarns ior the City IO i s sue its general obligalion bonds in order to pew-. nentIy lmance the cosls 01 such Improvemenls
and IO relire the Loans. and WHEREAS Article 12 5 5 01 Ihe Conititutlon 01 (he state 01 Kansas (the Home Rule Amend. mcnt.): (a) empowers cities lo determine lheir local allaits and
overnmcni: and (b) provijes Mal such power and aulhorily granted lhereby lo cilies: (1) shall be liberally con. 53.577.224.12 lG2~mlo", E'i"l y. 11 has become desirs!!iied !cr the pirrpt~se
01 giving lo cil.e6 Ihe brgesl mcdsure 01 sell-gcvern nient anu (2) s1i011 be ex-Grcrscd by ordinance. sub-I ~ C I only lo: (I) enact menis 0 the Kansas ley:s-:a:ure o! rlatewide con
cern aDOliCable un:lomiiv to all ctiies. (ii) oltiei en' actrnents 01 Ihe legislalure appkabla ddormly IO ail I : I I I ~ S . 01:) enactments J! Ino legislature applrable undormly :a
all cilies 01 Ihe Same class Imtting or prohibiting Ihe levying oi any lax excise lee. charge or other aclidn and iiv, en. aclmenls of the legislature prcssribing limiis 01 in. debtedriess:
and WHEREAS, Ihe Kansas Su reme CClirrl has con. sidred the Home Rule Amendment and deter. mined Ihal: fa1 home rule legislation should be permilled 10 sland uilless an aclual contlict
exists be-Iiveen the home rule legis-Won and a state legislalive enaclmenl. or unless pthre elemgpisioladt uIhreo hhaesld c sleoa orlcy 10 preclude municipal aclion: and (b) legislative
in. lent lo reserve lo Ihe slate exclusive liJrisdic:ion to rsgulalc an area mus! Lbe clearly mantlested by statule before 11 can be held (ha1 the stale has with. drawn lrom (he cities
me power I O regulate in the field (McCanli v Cify of Leawood 253 ian. 566 (1995). Junclion Cify Y Lee. 216 Kiln 495 (IgiW5PH RaEnAd S. lhc Aulhurv zaions authorize the City Io issue
general obltyalion bonds lo finance the Im. pmvements. bur neilher aulhorize nor orohibi: the p~ownientsn o1 I i~l lsd:#? in2 Loans; and hereiufnre issuefl aritf hzs oulslandin the Relunded
Bonds a d IS authorizrld by K S.A. 10-427 el seq. to rssue gsneral obbgaiion rdundin bonds UI ;tie &ty for tile purpse of rclunding the Relmded Bands, and WHEREAS in order to achieve
inter& cos: sayings througn early re. dempton oi the Relundd Bonds. to reduce debt sorvice requtremenls 01 :he CiI lor cerlairi years. lo res!ructure the debt aaymenls on Ihe Re. funded
Bonds and lo provide an orderly plan 01 11-nance lor Ihe Ctly. I: has become desirable and in the best interest 01 the City and ils inhabilanls IO refund the fleiunoed Bonds. NOW, THEREFORE,
BE GOVERNING BODY 0; THE CITY OF SALINA Section 1. Defini:ians of Words and Terms. In addrlion Io words and terms delliwd elsewhere herein, the 1oilow:ng words and Iorms in this Ordlne~ice
shalt have the meanings hereinafter set lorlh. Unless the context shall otherwise indicate. words importing the sinyular number shall include Ihe plura! and vice versa. and woros impor!q
persons shall hclude lirms associalions and corpora: lions. rricluding public bodies. a5 well as nalm.1 perwns "AcI" means (he Consfltution, specilically indudinq Article 12. Sectron
5 WHERECIS the <;it*, IT ORDAINED BY .rn= KANSAS, AS FOLLOWSI issuance 01 ginera! obi. lh&eol. and statutes 01 gation bonds to prepay lhe Stale 01 Kansas, in. and retire the Loans in
cludin K S A 10-101 IO curred under such enact-10-128. iiciusive. K.S A. menls, and 10-427 et seq.. K.S.A. 10-620 et SW. and K.S.A. 10-427 et seq. authorizes 65-163d et seq.. all as
Iho City to issue general amended and supple. obligalion bonds to relund me;led lrom lrme lo lime previously issued general Bond and Merest obligation bonds of Ihe F u n d means the
Bond Ctly. bUI neilher auihor. and InlereSl Fund 01 the izes nor prohibits the ISSU-Clty lor 11s general obligeante 01 general obli albn ti?n bonds. bonds 10 prepay an8relire Bond Resolullon"
loans incurred under Ihe mcare the resdulion lo be Authorizalions.; and adopted by the governing WHEREAS. the govern-body 01 the Crly Prescrib-In9 h d y 01 Ihe City now ing Ihe terms
and detatis lurlher linds and deter. of Itre eondb and making mines that' (a) 1he:e arc covenants wirh rescect no enachnents of the Kan-thereto sas legislalure of stale. "Bonds" mean:
Ihe Ci. wioe concern api)licable IVS General Obligation uniformly 10 all cilies or Relundin Bonds Series aoplicable.to Ihe City relat-2010-8. &led Cclober 15. emrag 11 0 otbhieig iastuioann
cbeo nodf sg eino-O20rd1i0ia nacuet.h orired by this prLvay and retire loans in-"City.' mearrs the Ctty 0: curred under Ihe Aulhori-Saliiia. Kansas. ZaliOns: (b) no conl!icI "Clerk"
means the durf would exist between a aopointed and nctinp City ordrnancc autnorizlog Clerk c l Ihc Ciiy 3:. in the the issuance 01 genera! Clerk's absence, lhe duly oabndlg are\itoirne
bIohncd Lso 1a0n psr:e apmayl aApC EnCl elder Dk.e puty Clerk or (c) the legis!ature has not "Improvements" means clearly preempled or Ihe improvemenls relerred cleatiy nanllested iis
iri. io in the preamble IO lhk lent to prccmpt the lieid Ordnance Of municipal fina'nce so as "KDHE" means lhe Kanlo preclude a Ciry ordi. sas Depanmeni of Healin nance autbrizing the
is. and Environment. suance 01 general obliga. "Loans" means colleclion bonds lo prepay and livel : (a (he KDHE Loan retire lhc Loans: and KPdSLJ 2153 belween WHEREAS, the City is a
the Issuer and KDHE cily within (he maning 01 daied December 1. 1997. Ine Home Rule Arnend. maturing February 1 menl; and 2020. in the aggrega:; pctnci a\ poses 10 isshe 11s general
amOUnl Of &086.418.?1. obligation bonds lo retire and b the KDHE Loa; Ihe Loans and pa a por KPWLI!F 2259 belween tion 01 the Ms l s o y;lhIe the Issuer and KDHE dated March 14. 2001.
WHEREAS, K.S.A. WHEREAS the City pro-outstandin __
. . inatLring February 1. 2023. in the aggregale i~utstandlng r r i y i p a l amount 01 Sa57 2 2 4 12 "Mayor" rr.esns the duly elected and act!ng Mayor or, in the Mayor's ab. sence.
tne ciuq appcicled andlor elected Vice Mayor or Acting tdayor 01 the C%dinanee'' mearis this Ordinance authorizing the issuance oi the Bonds. "Relunded Bonds" ineaiis ccillectively.
(a) the Series 2001-A Bonds maturing in Ihc years 2012 to 2016. incluwe, in the aggregatc principal amount 01 $1 775 0130 and b) Ihe Seriis 2d02-~h n d s maturino in the year,s 2013
to 2017. incluslve, in the aggre ate principal amount Refunded Obliga. tions" means collectively the Relunded Bonds and the Loans. "Series 2001-A Bonds" means the City's General Obligalion
Internal Im. provement Bonds. Series 2001-A. dated July 15, 2001. "Series 2002-8 Bonds" means the City's General Obligation internal Im provement Bonds. Series 2002-8. dated July 15,
2002. OI~%25.000. "Stale" means the State 51 Kansas. Section 2. Authorize lion of the Bonds. There shall be issued and nereby are authonzed and directed 10 be issued the General Obligation
Re. lundin Bonds., Series NIO-d! 01 the Cltv in the grinclgal amocnt 01 7.86 ..OO.O~. l~or ,th c rn u--r. ~ pose 01 providin funds 10: (a) pay costs oPiswance 01 Ihe Bonds and (c) re.
lund and reiire the Re :unded Obligations. Secllon 3. Security lor the Bonds. The Bonds shall be general obliga. tlOnS 01 the City ayable as to both prindparand interest in pad from
special assessments levled upon the property benefited by the construction of the Improvements and il not so paid. trom ad' valorem taxes which may be levied Without limitation as to
rate or amount upon ail Ihe taxable tangible propert real and personal wilkn Ihe territorial limit; 01 the City The balance 01 the princtpai and mterest on tt?e Bonds is pay. able from
ed va;orcm taxes whch may be levled without limitation a5 to !ate or amount upon ail .lis IaxzSle tangible prop. crt real and personal wrlkn the territorial limits 01 tlie City. The
lull faith credit and resources of tne City are hereb irrev9-cably pledged Tor ihe prompt payment of the principal 01 and interest on the Bonds as the same become due. Section 4. Terms,
Detall6 and conditions of (he Bonds. The Bonds shall be dated and bear Interest. shall mature and be payable a1 such times. shall be in such forms. Shall be subject to re. demption and
payment prior to Ihe maturity thereof. and shall be is. sued and delivered in the manner prescribed and subjecl l o the provisions, covenants and agree. mentS Set lorlh in the Bond Resolullon
hereafier adopted by Ihe governing body of lhc Citv Section 5. 'Levy and Collection 01 ,Annual Tax. The governing body 01 the City shall annually make provision lor the payment 01 principal
01, premium. if any, and inter. est on the Bonds as Ihe same become due by levying and collecting the necessary taxes upon all 01 the taxable tangible property within the City in tlie
manner provided by law The mxes above referred to shall be extended upon the tax rolls in each 01 the several years. respec. lively. and shall be levied and collected at the same time
and in the same mancer as the general ad valorem taxes 01 (he City are levied and colleded. shall Le csed solely for the payment 01 the principal 01 and interest on the Bonds RS and
when the same become due and the lees Ind expenses 01 the Pay-,ng Agent. m e proceeds derived !rom said laxes shall be deposited in the Bond and Interest FFd. It a: any time said,taxes
are ~t collected in lime to pay the princi al of OT interest on the gonds when due the Treasurer is herdby authorized and db rected to pay said pnnd. pal or interest out 01 the general
iunds 01 the City and to reimburse said general funds lor money . so expended when said taxes are collecled. Secllon 6. Further Authorit The Mayor ,clerk and('othe6 city oni: cials are
hereby lurther authorized and direcled to execute any and all documents and take such ac. lions as (hey may deem necessary or advisable in order to carry out and perform the purposes
01 the Ordmance and to make alteratons.'changes or additions in the foregoing agreements. statements. instruments and other documents herein approved authorized and conlirmkd which Ihey
may approve and the execu. lion or taking 01 such ac. tion shall be conclusive evidence 01 such neces. si or adwsabilily. Zeclion 7. Governing Law. This Ordinance and . the Bonds shall
be gov' erned exclusively b and cons\rued in accoriance wilh the appldble laws ot the State. Section 8. Elfectlve Dale. This Ordinance shall take elled and be in full lorce from and
alter its gassage by me governi ody 01 the City. appro3 by the Mayor and publiilion in the olficial City news per PA&D'by the governin body 01 the City on Octoter 18. 2010 and APPROVED
AND SIGNED by the Mayor.
RESOLUTION NO. 10-6773 . OF THE CITY OF SALINA, KANSAS ADOPTED OCTOBER 18,2010 GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B
TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 101 . Definitions of Words and Terms ................................................................................... 1 ARTICLE 11
AUTHORIZATION AND DETAILS OF THE BONDS Section 201 . Section 202 . Section 203 . Section 204 . Section 205 . Section 206 . Section 207 . Section 208 . Section 209 . Section 210 . Section
211 . Section 212 . Section 213 . Section 214 . Authorization of the Bonds ........................................................................................... 9 Designation of
Paying Agent and Bond Registrar ....................................................... 10 Method and Place of Payment ofthe Bonds ................................................................
10 Payments Due on Saturdays, Sundays and Holidays .................................................. 11 Registration, Transfer and Exchange of Bonds .................................................
.......... 11 Execution, Registration, Authentication and Delivery of Bonds ................................ 12 Mutilated, Lost, Stolen or Destroyed Bonds ............................................
................... 13 Cancellation and Destruction of Bonds Upon Payment .............................................. 13 Book-Entry Bonds; Securities Depository ...................................
............................... 13 Nonpresentment of Bonds ........................................................................................... 14 Preliminary and Final Official
Statement .................................................................... 15 Sale of the Bonds -Bond Purchase Agreement ...........................................................
15 Authorization of Escrow Agreement ........................................................................... 15 Description of the Bonds ..........................................................
..................................... 9 ARTICLE III . REDEMPTION OF BONDS Section 301 . Section 302 . Section 303 . Redemption by Issuer ..............................................................
.................................... 16 Selection of Bonds to be Redeemed ............................................................................. 16 Notice and Effect of Call for
Redemption ................................................................... 17 ARTICLE IV SECURITY FOR BONDS Section 401 . Section 402 . Security for the Bonds ....................................
............................................................. 18 Levy and Collection of Annual Tax ............................................................................ 18 ARTICLE
V ESTABLISHhlENT OF FUNDS AND ACCOUNTS DEPOSIT AND APPLICATION OF BOND PROCEEDS Section 501 . Section 502 . Section 503 . Section 504 . Creation of Funds and Accounts ................................
................................................. 19 Application of Moneys in the Redemption Fund ........................................................ 19 Deposit of Bond Proceeds
........................................................................................... 19 Application of Moneys in Debt Service Account ........................................................
20 i
Section 505 . Section 506 . Section 507 . Section 508 . Section 509 . Section 510 . Section 601 . Section 602 . Section 603 . Section 701 . Section 801 . Section 802 . Section 901 .
Section 902 . Section 1001 . Section 1002 . Section 1003 . Section 1004 . Section 1005 . Section 1006 . Section 1007 . Section 1008 . Section 1009 . Application of Moneys in the Rebate
Fund ................................................................. 20 Application of Moneys in the Costs of Issuance Account ........................................... 21 Application
of Moneys in the Escrow Fund ................................................................ 21 Redemption of Refunded Bonds .........................................................................
........ 21 Deposits and Investment of Moneys ........................................................................... 20 Verification of Certified Public Accountant ..............................
.................................. 21 ARTICLE VI DEFAULT AND REMEDES Remedies .....................................................................................................................
22 Remedies Cumulative .................................................................................................. 22 Limitation on Rights of Owners ...........................................
....................................... 22 ARTICLE VII DEFEASANCE Defeasance ...................................................................................................................
23 ARTICLE VI11 TAX COVENANTS General Covenants ...................................................................................................... 23 . Survival of Covenants .....................
............................................... .,. ........................... 24 ARTICLE IX CONTINUING DISCLOSURE REQUIREMENTS Disclosure Requirements ..............................................
............................................... 24 Failure to Comply with Continuing Disclosure Requirements ................................... 24 ARTICLE X MISCELLANEOUS PROVISIONS
h u a l Audit ............................................................................................................... 24 Amendments ...........................................................
..................................................... 24 Notices, Consents and Other Instruments by Owners ................................................. 25 Notices ...............................
.......................................................................................... 26 Electronic Transactions .................................................................................
.............. 26 Further Authority .......................................................................................................... 26 Severability ........................................
.......................................................................... 26 Governing Law ...........................................................................................................
. 26 Effective Date ............................................................................................................... 27 EXHIBTA -FORM OF BONDS ................... ii ..................
....................................................................... A-1 . . . 11
RESOLUTION NO. 10-6773 A RESOLUTION PRESCRIBING THE FORM AND DETAILS OF AND AUTHORIZING AND DIRECTING THE SALE AND DELIVERY OF GENERAL OBLIGATION REFUNDING BONDS, SERIES 2010-B, OF THE
CITY OF SALINA, KANSAS, PREVIOUSLY AUTHORIZED BY ORDINANCE NO. 10-10575 OF THE ISSUER; MAKING CERTAIN COVENANTS AND AGREEMENTS TO PROVIDE FOR THE PAYMENT AND SECURITY THEREOF; AND AUTHORIZING
CERTAIN OTHER DOCUMENTS AND ACTIONS CONNECTED THEREWITH. WHEREAS, the Issuer has heretofore adopted the Ordinance authorizing the issuance of the Bonds; and WHEREAS, the Ordinance authorized
the governing body of the Issuer to adopt a resolution prescribing certain details and conditions and to make certain covenants with respect to the issuance of the Bonds; and WHEREAS,
in order to provide for the payment of the Refunded Bonds it is desirable to enter into the Escrow Agreement, by and between the Issuer and the Escrow Agent; and NOW, THEREFORE, BE IT
RESOLVED BY THE GOVERNING BODY OF THE CITY OF SALINA, KANSAS, AS FOLLOWS: ARTICLE I , DEFINITIONS Section101. Definitions of Words and Terms. In addition to words and terms defined elsewhere
herein, the following words and terms as used in this Bond Resolution shall have the meanings hereinafter set forth. ’ Unless the context shall otherwise indicate, words importing the
singular number shall include the plural and vice versa, and words importing persons shall include firms, associations and corporations, including public bodies, as well as natural persons.
“Act” means the Constitution, specifically including Article 12, Section 5 thereof, and statutes of the State of Kansas, including K.S.A. 10-101 to 10-125, inclusive, K.S.A. 10-427 et
seg., K.S.A. 10-620 et seq. and K.S.A. 65-163d et seq., all as amended and supplemented fiom time to time. “Authorized Denomination” means $5,000 or any integral multiples thereof. “Beneficial
Owner” of the Bonds includes any Owner of the Bonds and any other Person who, directly or indirectly has the investment power with respect to such Bonds. “Bond and Interest Fund” means
the Bond and Interest Fund of the Issuer for its general obligation bonds.
“Bond Counsel” means the firm of Gilmore & Bell, P.C., or any other attorney or firm of attorneys whose expertise in matters relating to the issuance of obligations by states and their
political subdivisions is nationally recognized and acceptable to the Issuer. “Bond Payment Date” means any date on which principal of or interest on any Bond is payable. “Bond Purchase
Agreement” means the Bond Purchase Agreement dated as of October 18, 2010 between the Issuer and the Purchaser. . . “Bond Register” means the books for the registration, transfer and
exchange of Bonds kept at the ofice of the Bond Registrar. “Bond Registrar” means the State Treasurer, and any successors and assigns. “Bond Resolution” means this resolution relating
to the Bonds. “Bonds” means the General Obligation Refunding Bonds, Series 2010-B, authorized and issued by the Issuer pursuant to the Ordinance and this Bond’Resolution. “Business Day”
means a day other than a Saturday, Sunday or any day designated as a holiday by the Congress of the United States or by the Legislature of the State and on which the Paying Agent is
scheduled in the normal course of its operations to be open to the public for conduct of its operations. “Cede & Co.” means Cede & Co., as nominee of DTC and any successor nominee of
DTC. “City” means the City of Salina, Kansas. “Clerk” means the duly appointed andor elected Clerk or, ii~ the Clerk’s absence, the duly appointed Deputy Clerk or Acting Clerk of the
Issuer. “Code” means the Internal Revenue Code of 1986, as amended, and the applicable regulations promulgated thereunder by the United States Department of the Treasury. “Costs of Issuance”
means all costs of issuing the Bonds, including but not limited to all publication, printing, signing and mailing expenses in connection therewith, registration fees, financial advisory
fees, all legal fees and expenses of Bond Counsel and other legal counsel, expenses incurred in connection with compliance with the Code, all expenses incurred in connection with receiving
ratings on the Bonds, and any premiums or expenses incurred in obtaining municipal bond insurance on the Bonds. “Costs of Issuance Account” means the Costs of Issuance Account for General
Obligation Refunding Bonds, Series 2010-B created pursuant to Section 501 hereof. “Dated Date” means October 15,2010. “Debt Service Account” means the Debt Service Account for General
Obligation Refunding Bonds, Series 2010-B (within the Bond and Interest Fund) created pursuant to Section 501 hereof. “Debt Service Requirements” means the aggregate principal payments
(whether at maturity or pursuant to scheduled mandatory sinking fund redemption requirements) and interest payments on the Bonds for the period of time for which calculated; provided,
however, that for purposes of calculating such amount, principal and interest shall be excluded from the determination of Debt Service 2
Requirements to the extent that such principal or interest is payable from amounts deposited in trust, escrowed or otherwise set aside for the payment thereof with the Paying Agent or
other commercial bank or trust company located in the State and having full trust powers. “Defaulted Interest” means interest on any Bond which is payable but not paid on any Interest
Payment Date. “Defeasance Obligations” means any of the following obligations: , (a) United States Government Obligations that are not subject to redemption in advance of their maturity
dates; or (b) obligations of any state or political subdivision of any state, the interest on which is excluded from gross income for federal income tax purposes and which meet the following
conditions: (1) the obligations are (i) not subject to redemption prior to maturity or (ii) the trustee for such obligations has been given irrevocable’ instructions concerning their
calling and redemption and the issuer of such obligations has covenanted not to redeem such obligations other than as set forth in such instructions; (2) the obligations are secured
by cash or United States Government Obligations that may be applied only to principal of, premium, if any, and interest payments on such obligations; (3) such cash and the principal
of and interest on such United States Government Obligations (plus any cash in the escrow fund) are sufficient to meet the liabilities of the obligations; (4) such cash and United States
Government Obligations serving as security for the obligations are held in an escrow fund by an escrow agent or a trustee irrevocably in trust; (5) such cash and United States Government
Obligations are not available to satisfy any other claims, including those against the trustee or escrow agent; and (6) the obligations are rated in the highest rating category by Moody’s
(presently “Aaa”) or Standard & Poor’s (presently ‘‘PLAA)’). “Derivative” means any investment instrument whose market price is derived from the fluctuating value of an underlying asset,
index, currency, futures contract, including futures, options and collateralized mortgage obligations. “Disclosure Instructions” means the Continuing Disclosure Instructions dated as
of the Issue Date, attached to the Issuer’s Closing Certificate, relating to certain obligations contained in the SEC Rule. “DTC” means The Depository Trust Company, a limited-purpose
trust company organized under the laws of the State of New York, and its successors and assigns, including any successor securities depository duly appointed. “DTC Representation Letter”
means the Blanket Letter of Representation from the Issuer and the Paying Agent to DTC which provides for a bookentry system, or any agreement between the Issuer and Paying Agent and
a successor securities depository duly appointed. 3
“Escrow Agent” means UMB National Bank of America, Wichita, Kansas, and its successors and assigns. “Escrow Agreement” means the Escrow Trust Agreement, dated as of October 15, 2010,
between the Issuer and the.Escrow Agent. “Escrow Fund” means the Escrow Fund for Refunded Bonds referred to in Section 501 hereof. “Escrowed Securities” means the direct, noncallable
obligations of the United States of America, as described in the Escrow Agreement. “Event of Default” means each of the following occurrences or events: (a) Payment of the principal
and of the redemption premium, if any, of any of the Bonds shall not be made when the same shall become due and payable, either at Stated Maturity or by proceedings for redemption or
otherwise; or (b) Payment of any installment of interest on any of the Bonds shall not be made when the same shall become due; or (c) The Issuer shall default in the due and punctual
performance of any other of the covenants, conditions, agreements and provisions contained in the Bonds or in this Bond Resolution (other than the covenants relating to continuing disclosure
requirements contained herein and in the Disclosure Instructions) on the part of the Issuer to be performed, and such default shall continue for thirty (30) days after written notice
specifying such default and requiring same to be remedied shall have been given to the Issuer by the Owner of any of the Bonds then Outstanding. “Federal Tax Certificate” means the Issuer’s
Federal Tax Certificate dated as of the Issue Date, as the same may be amended or supplemented in accordance with the provisions thereof. “Fiscal Year” means the twelve month period
ending on December 3 1. “Funds and Accounts” means funds and accounts created pursuant to or referred to in Section 501 hereof. %nprovements” means the improvements referred to in the
preamble to the Ordinance. “Interest Payment Date(s)” means the Stated Maturity of an installment of interest on any Bond which shall be April 1 and October 1 of each year, commencing
April 1 , 201 1. “Issue Date” means the date when the Issuer delivers the Bonds to the Purchaser in exchange for the Purchase Price. “Issuer” means the City and any successors or assigns.
“Loans” means collectively: (a) the KDHE Loan KPWSLF 2153 between the Issuer and KDHE dated December 1, 1997, maturing February 1, 2020, in the aggregate outstanding principal amount
of $2,086,418.71; and (b) the KDHE Loan KPWSLF 2259 between the Issuer and KDHE dated March 14, 2001, maturing February 1 , 2023, in the aggregate outstanding principal amount of $3,577,224.12.
4
“Maturity” when used with respect to any Bond means the date on which the principal of such Bond becomes due and payable as therein and herein provided, whether at the Stated Maturity
thereof or call for redemption or otherwise. “Mayor” means the duly elected and acting’Mayor, or in the Mayor’s absence, the duly appointed andor elected Vice Mayor or Acting Mayor of
the Issuer. “Moody’s’’ means Moody’s Investors Service, a corporation organized and existing under the laws of the State of Delaware, and its successors and assigns, and, if such corporation
shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, “Moody’s’’ shall be deemed to refer to any other nationally recognized securities
rating agency designated by the Issuer. “Notice Address” means with respect to the following entities: (a) To the Issuer at: 300 West Ash Salina, Kansas 67402 Fax: (785)309-5738 (b)
To the Paying Agent at: State Treasurer of the State of Kansas Landon Office Building 900 Southwest Jackson, Suite 201 Topeka, Kansas 66612-1235 Fax: (785) 296-6976 (c) To the Purchaser:
George K. Baum & Company 4801 Main Street, Suite 500 Kansas City, Missouri Fax: (816) 283-5326 (d) To the Rating Agency(ies): Moody’s Municipal Rating Desk 7 World Trade Center 250 Greenwich
Street 23rd Floor New York, New York 10007 Standard & Poor’s, a division of The McGraw-Hill Companies 55 Water Street, 38th Floor New York, New York 10004 5
(e) To the Escrow Agent at: UMB National Bank of America 130 N. Market Street Wichita, Kansas 67202 Attn: Corporate Trust Division Fax: (316) 267-1301 with a copy to: UMB Bank, N.A.
240 1 Grand Boulevard Kansas City, Missouri 64108 Attn: Corporate Trust Division Fax: (816) 860-3021 or such other address as is furnished in writing to the other parties referenced
herein. “Notice Representative” means: (a) ,With respect to the’ksuer, the Clerk. (b) With respect to the Bond Registrar and Paying Agent, the Director of Bond Services. (c) With respect
to any Purchaser, the manager of its Municipal Bond Department. (d) With respect to any Rating Agency, any Vice President thereof. (e) With respect to the Escrow Agent, the Manager of
the Corporate Trust Department. “Official Statement” means Issuer’s Official Statement, dated October 18, 2010, relating to the Bonds. “Ordinance” means Ordinance No. 10-10575 of the
Issuer authorizing the issuance of the Bonds, as Fended from time to time. “Outstanding” means, when used with reference to the Bonds, as of a particular date of determination, all Bonds
theretofore authenticated and delivered, except the following Bonds: (a) Bonds theretofore canceled by the Paying Agent or delivered to the Paying Agent for cancellation; (b) Bonds deemed
to be paid in accordance with the provisions of Section 701 hereof; and (c) delivered hereunder. Bonds in exchange for or in lieu of which other Bonds have been authenticated and “Owner”
when used with respect to any Bond means the Person in whose name such Bond is registered on the Bond Register. Whenever consent of the Owners is required pursuant to the terms of 6
this Bond Resolution, and the Owner of the Bonds, as set forth on the Bond Register, is Cede & Co., the term Owner shall be deemed to be the Beneficial Owner of the Bonds. ’ “Participants”
means those financial institutions for whom the Securities Depository effects book-entry transfers i d pledges of securities deposited with the Securities Depository, as such listing
of Participants exists at the time of such reference. “Paying Agent” means the State Treasurer, and any successors and assigns. “Permitted Investments” shall mean the investments hereinafter
described, provided, however, no moneys or funds shall be invested in a Derivative: (a) investments authorized by K.S.A. 12-1675 and amendments thereto; (b) the municipal investment
pool established pursuant to K.S.A. 12-1677a7 and amendments thereto; (c) direct obligations of the United States Government or any agency thereof; (d) the Issuer’s temporary notes issued
pursuant to K.S.A. 10-123 and amendments thereto; (e) interest-bearing time deposits in commercial banks or trust companies located in the county or counties in which the Issuer is located
which are insured by the Federal Deposit Insurance Corporation or collateralized by securities described in (c); ( f ) obligations of the federal national mortgage association, federal
home loan banks, federal home loan mortgage corporation or government national mortgage association; (g) repurchase agreements for securities described in (c) or (f); (h) investment
agreements or other obligations of a financial institution the obligations of which at the time of investment are rated in either of the three highest rating categories by Moody’s or
Standard & Poor’s; (i) investments and shares or units of a money market fund or trust,‘the portfolio of which is comprised entirely of securities described in (c) or (f); (j) receipts
evidencing ownership interests in securities or portions thereof described in (c) or (f); (k) municipal bonds or other obligations issued by any municipality of the State as defined
in K.S.A. 10-1101 which are general obligations of the municipality issuing the same; or (1) bonds of any municipality of the State as defined in K.S.A. 10-1101 which have been refunded
in advance of their maturity and are fully secured as to payment of principal and interest thereon by deposit in trust, under escrow agreement with a bank, of securities described in
(c) or (f), all as may be further restricted or modified by amendments to applicable State law. “Person” means any natural person, corporation, partnership, joint venture, association,
fm, joint-stock company, trust, unincorporated‘ organization, or government or any agency or political subdivision thereof or other public body. “Purchase Price” means the amount set
forth in the Bond Purchase Agreement. “Purcha~erm~’e ans George K. Baum & Company, Kansas City, Missouri, the original purchaser of the Bonds, and any successor and assigns. ’ “Rating
Agency” means any company, agency or entity that provides financial ratings ‘for the . Bonds. “Rebate Fund” means the Rebate Fund for General Obligation Refimding Bonds, Series 2010-B
created pursuant to Section 501 hereof. “Record Dates” for the interest payable on any Interest Payment Date means the fifteenth day (whether or not a Business Day) of the calendar month
next preceding such Interest Payment Date. “Redemption Date” when used with respect to any Bond to be redeemed means the date fixed for the redemption of such Bond pursuant to the terms
of this Bond Resolution. 7 c
“Redemption Fund’’ means the Redemption Fund for the Loans, created pursuant to Section 501 hereof. ”Redemption Price” when used with respect to any Bond to be redeemed means the price
at which.such Bond is to be redeemed pursuant to the terms of this Bond Resolution, including the applicable redemption premium, if any, but excluding installments of interest whose
Stated Maturity is on or before the Redemption Date. “Refunded Bonds” means collectively, (a) the Series 2001-A Bonds maturing in the years 2012 to 2016, inclusive, in the aggregate
principal amount of $1,775,000; and (b) the Series 2002-B Bonds maturing in the years 20 13 to 20 17, inclusive, in the aggregate principal amount of $325,000. “Refunded Bonds Paying
Agent” means the respective paying agent for each series of the Refimded Bonds as designated in the respective Refunded Bonds Resolution, and any successor or successors at the time
acting as paying agent for any of the Refunded Bonds. “Refunded Bonds Redemption Date” means collectively, October 1 , 201 1 for the Series 2001-A Bonds and October 1,2012 for the Series
2002-B Bonds. “Refunded Bonds Resolution” means each ordinance and resolution that authorized the Refunded Bonds. “Refunded Obligations” means collectively the Refimded Bonds and the
Loans. “Replacement Bonds” means Bonds issued to the Beneficial Owners of the Bonds in accordance with Section 210 hereof. “SEC Rule” means Rule 15~2-12ad opted by the Securities and
Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time. “Securities Depository” means, initially, DTC, and its successors and assigns. “Series
2001-A Bonds” means the Issuer’s General Obligation Internal Improvement Bonds, Series 2001-A, dated July 15,2001. “Series 2002-B Bonds” means the Issuer’s General Obligation Internal
Improvement Bonds, Series 2002-B, dated July 15,2002. “Series 2001:A Principal and Interest Account” means the Principal and Interest Account for the Series 2001-A Bonds. “Series 2002-B
Principal and Interest Account” means the Principal and Interest Account for the Series 2002-B Bonds. “Special Record Date” means the date fixed by the Paying Agent pursuant to Section
204 hereof for the payment of Defaulted Interest. “Standard & Poor’s” means Standard & Poor’s Ratings Services, a Division of the McGraw-Hill Companies, Inc., a corporation organized
and existing under the laws of the State of New York, and its successors and assigns, and, if such corporation shall be dissolved or liquidated or shall no longer perform 8
the functions of a securities rating agency, Standard & Poor’s shall be deemed to refer to any other nationally recognized securities rating agency designated by the Issuer. “State”
means the state of Kansas. “State Weasurer” means the duly elected Treasurer or, in the Treasurer’s absence, the duly appointed Deputy Treasurer or acting Treasurer of the State. “Stated
Maturity” when used’with respect to any Bond or any installment of interest thereon means the date specified in such Bond and this Bond Resolution as the fixed date on which the principal
of such Bond or such installment of interest is due and payable. “Treasurer” means the duly appointed and/or elected Treasurer or, in the Treasurer’s absence, the duly appointed Deputy
Treasurer or acting Treasurer of the Issuer. “United States Government Obligations” means bonds, notes, certificates of indebtedness, treasury bills or other securities constituting
direct obligations of, or obligations the principal of and interest on which are fully and unconditionally guaranteed as to full and timely payment by, the.United States of America,
including evidences of a direct ownership interest in future interest or principal payment on obligations issued by the. United States of America (including the interest component of
obligations of the Resolution Funding Corporation), or securities which represent an undivided interest in such obligations, which obligations are rated in the highest rating category
by a nationally recognized rating service and such obligations are held in a custodial account for the benefit of the Issuer. “Verification Report” means the verification report referenced
in Section 509 hereof relating to the sufficiency of money and obligations deposited in the Escrow Fund to be applied in accordance with the Escrow Agreement. ARTICLE II AUTHORIZATION
AND DETAILS OF THE BONDS Section 201. Authorization of the Bonds. The Bonds have been heretofore authorized and directed to be issued pursuant to the Ordinance in the principal amount
of $7,860,000, for the purpose of providing a portion of the funds to: (a) pay costs of issuance of the Bonds; and (c) refund and retire the Refunded Obligations. Section 202. Description
of the Bonds. The Bonds shall consist of fully registered bonds in an Authorized Denomination, and shall be numbered in such manner as the Bond Registrar shall determine. All of the
Bonds shall be dated as of the Dated Date, shall become due in the amounts, on the Stated Maturities, subject to redemption and payment prior to their Stated Maturities as provided in
. Articte 111 hereof, and shall bear interest at the rates per annum as follows: 9
Stated Maturity October 1 201 1 2012 2013 2014 2015 2016 2017 Principal Amount $500,000 850,000 925,000 925,000 925,000 925,000 565,000 Annual Rate of Interest 0.500% 2.000 2.000 2.000
2.000 2.000 2.250 Stated Maturity Principal Annual Rate October 1 Amount of Interest 2018 $525,000 . 3.000% 2019 550,000 ' 2.250 2020 425,000 2.500 202 1 300,000 2.700 2022 3 10,000
2.750 2023 135,000 3.000 The Bonds shall bear interest at the above specified rates (computed on the basis of a 360-day year of twelve 30-day months) from the later of the Dated Date
or the most recent Interest Payment Date to which interest has been paid on the Interest Payment Dates in the manner set forth in Section 204 hereof. Each of the Bonds, as originally
issued or issued upon transfer, exchange or substitution, shall be printed in accordance with the format required by the Attorney General of the State and shall be substantially in the
form attached hereto as EXH.IBITA or as may be required by the Attorney General pursuant to the Notice of Systems of Registration for Kansas Municipal Bonds, 2 Kan. Reg. 921 (1983),
in accordance with the Kansas Bond Registration Law, K.S.A. 10-620 et seq. Section203. Designation of Paying Agent and Bond Registrar. The State Treasurer is hereby designated as the
Paying Agent for the payment of principal of and interest on the Bonds'and Bond Registrar with respect to the registration, transfer and exchange of Bonds. The Mayor of the Issuer is
hereby authorized and empowered to execute on behalf of the Issuer an agreement with the Bond Registrar and Paying Agent for the Bonds. The Issuer will at all times maintain a Paying
Agent and Bond Registrar meeting the qualifications herein described for the performance of the duties hereunder. The Issuer reserves the right to appoint a successor Paying Agent or
Bond Registrar by (a) fil.ing with the Paying Agent or Bond Registrar then performing such function a certified copy of the proceedings giving notice of the termination of such Paying
Agent or Bond Registrar and appointing a successor, and (b) causing notice of appointment of the successor Paying Agent and Bond Registrar to be given by fmt class mail to each Owner.
No resignation or removal of the Paying Agent or Bond Registrar shall become effective until a successor has been appointed and has accepted the duties of Paying Agent or Bond Registrar.
Every Paying Agent or Bond Registrar appointed hereunder shall at all times meet the requirements of K.S.A. 10-501 et seq. and K.S.A. 10-620 et seq., respectively. Section 204. Method
and Place of Payment of the Bonds. The principal of, or Redemption Price, and interest on the Bonds shall be payable in any coin or currency which, on the respective dates of payment
thereof, is legal tender for the payment of public and private debts. The principal or Redemption Price of each Bond shall be paid at Maturity to the Person in whose name such Bond is
registered on the Bond Register at the Maturity thereof, upon presentation and surrender of such Bond at the principal office of the Paying Agent. The interest payable on. each Bond
on any Interest Payment Date shall be paid to the Owner of such Bond as shown on the Bond Register at the close of business on the Record Date for such interest (a) by check or draft
mailed by the Paying Agent to the address of such Owner shown on the Bond Register 10
or at such other address as is furnished to the Paying Agent in writing by such Owner; or (b) in the case of an interest payment to Cede & Co. or any Owner of $500,000 or more in aggregate
principal amount of Bonds, by electronic transfer to such Owner upon written notice given to the Bond Registrar by such Owner, not less than 15 days prior to the Record Date for such
interest, containing the electronic transfer instructions including the bank ABA routing number and account number to which such Owner wishes to have such transfer directed. . Notwithstanding
the foregoing provisions of this Section, any Defaulted Interest with respect to any Bond shall cease to be payable to the Owner of such Bond on the relevant Record Date and shall be
payable to the Owner in whose name such Bond is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest, which Special Record Date shall
be fixed as hereinafter specified in this paragraph. The Issuer shall notify the Paying Agent in writing of the amount of Defaulted Interest proposed to be paid on each Bond and the
date of the proposed payment (which date shall be at least 30 days after receipt of such notice by the Paying Agent) and shall deposit with the Paying Agent at the time of such notice
an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Paying Agent for such deposit
prior to the date of the proposed payment. Following receipt of such funds the Paying Agent shall fuc a Special Record Date for the payment of such Defaulted Interest which shall be
not more than 15 nor less than 10 days prior to the date of the proposed payment. The Paying Agent shall promptly notify the Issuer of such Special Record Date and, in the name and at
the expense of the Issuer, shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefore to be mailed, by first class mail, postage prepaid,
to each Owner of a Bond entitled to such notice at the address of such Owner as it appears on the Bond Register not less than 10 days prior to such Special Record Date. , The Paying
Agent shall keep a record of payment of principal' and Redemption Price of and interest on all Bonds and at least annually shall forward a copy or summary of such records to the Issuer.
Section 205. Payments Due on Saturdays, Sundays and Holidays. In any .case where a Bond Payment Date is not a Business Day, then payment of principal, Redemption Price or interest need
not be made on such Bond Payment Date but may be made on the next succeeding Business Day with the saine force and effect as if made on such Bond Payment Date, and no interest shall
accrue for the period after such Bond Payment Date. Section 206. Registration, Transfer and Exchange of Bonds. The Issuer covenants that, as long as any of the Bonds remain Outstanding,
it will cause the Bond Register to be kept at the office of the Bond Registrar as herein provided. Each Bond when issued shall be registered in the name of the Owner thereof on the Bond
Register. Bonds may be transferred and exchanged only on the Bond Register as provided in this Section. Upon surrender of any Bond at the principal office of the Bond Registrar, the
Bond Registrar shall transfer or exchange such Bond for a new Bond or Bonds in any Authorized Denomination of the same Stated Maturity and in the same aggregate principal amount as the
Bond that was presented for transfer or exchange. . Bonds presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization
for exchange, in a form and with guarantee of signature satisfactory to the Bond Registrar, duly executed by the Owner thereof or by the Owner's duly authorized agent. 11
In all cases in which the privilege of transferring or exchanging Bonds is exercised, the Bond Registrar shall authenticate and deliver Bonds in accordance with the provisions of this
Bond Resolution. The Issuer shall pay the fees and expenses of the Bond Registrar for the registration, transfer and 'exchange of Bonds provided for by this Bond Resolution and the cost
of printing a reasonable supply of registered bond blanks. Any additional costs or fees that might be incurred in the secondary market, other than fees of the Bond Registrar, are the
responsibility of the Owners of the Bonds. In the event any Owner fails to provide a correct taxpayer identification number to the Paying Agent, the Paying Agent may make a charge against
such Owner sufficient to pay any governmental charge required to be paid as a result of such failure. In compliance with Code 6 3406, such amount may be deducted by the Paying Agent
from amounts otherwise payable to such Owner hereunder or under the Bonds. The Issuer and the Bond Registrar shall not be required (a) to register the transfer or exchange of any Bond
that has been called for redemption after notice of such redemption has been mailed by the Paying Agent pursuant to Section 303 hereof and during the period of 15 days next preceding
the date of mailing of such notice of redemption; or (b) to register the transfer or exchange of any Bond during a period beginning at the opening of business on the day after receiving
written notice from the Issuer of its intent to pay Defaulted Interest and ending at the close of business on the date fixed for the payment of Defaulted Interest pursuant to Section
204 hereof. The Issuer and the Paying Agent may deem and treat the Person in whose name any Bond is registered on the'Bond Register as the absolute Owner of such Bond, whether such Bond
is overdue or not, for the purpose of receiving payment of, or on account of, the principal or Redemption Price of and interest on said Bond and for all other purposes. All payments
so made to any such Owner or upon the Owner's order shall be valid and effective to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid, and neither
the Issuer nor the Paying Agent shall be affected by any notice to the contrary. At reasonable times and under reasonable regulations established by the Bond Registrar, the Bond Register
may be inspected and copied by the Owners (or a designated representative thereof) of 10% or more in principal amount of the Bonds then Outstanding or any designated representative of
such Owners whose authority is evidenced to the satisfaction of the Bond Registrar. Section 207. Execution, Registration, Authentication and Delivery of Bonds. Each of the Bonds, including
any Bonds issued in exchange or as substitutions for the Bonds initially delivered, shall be executed for and on behalf of the Issuer by the manual or facsimile signatye of the Mayor,
attested by the manual or facsimile signature of the Clerk and the seal of the Issuer shall be affied thereto or imprinted thereon. The Mayor and Clerk are hereby authorized and directed
to prepare and execute the Bonds in the manner herein specified, and to cause the Bonds to be registered in the office of the Clerk, which registration shall be evidenced by the manual
or facsimile signature of the Clerk with the seal of the Issuer affixed thereto or imprinted thereon. The Bonds shall also be registered in the office of the State Treasurer, which registration
shall be evidenced by the manual or facsimile signature of the State Treasurer with the seal of the State Treasurer affied thereto or imprinted thereon. In case any officer whose signature
appears on any Bonds ceases to be such officer before. the delivery of such Bonds, such signature shall nevertheless be valid and sufficient for all purposes, as if such person had remained
in office until delivery. Any Bond may be signed by such persons who at the actual time of the execution of such Bond are the proper officers to sign such Bond although at the date of
such Bond such persons may not have been such officers. The Mayor and Clerk are hereby authorized and directed to prepare and execute the Bonds as herein specified, and when duly executed,
to deliver the Bonds to the Bond Registrar for authentication. 12
The Bonds shall have endorsed thereon a certificate of authentication substantially in the form attached hereto as EXHIBITA hereof, which shall be manually executed by an authorized
officer or employee of the Bond Registrar, but it shall not be necessary that the same officer or employee sign the certificate of authentication on all of the Bonds that may be issued
hereunder at any one time. No Bond shall be entitled to any security or benefit under this Bond Resolution or be valid or obligatory for any purpose unless and until such certificate
of authentication has been duly executed by the Bond Registrar. Such executed certificate of authentication upon any Bond shall be conclusive evidence that such Bond has been duly authenticated
and delivered under this Bond Resolution. Upon authentication, the Bond Registrar shall deliver the Bonds to the Purchaser upon instructions of the Issuer or its representative. Section
208. Mutilated, Lost, Stolen or Destroyed Bonds. If (a) any mutilated Bond is surrendered to the Bond Registrar or the Bond Registrar receives evidence to its satisfaction of the destruction,.loss
or theft of any Bond, and@) there is delivered to the Issuer and the Bond Registrar such security or indemnity as may be required by each of them, then, in the absence of notice to the
Issuer or the Bond Registrar that such Bond has been acquired by a bona fide purchaser, the Issuer shall execute and, upon the Issuer’s request, the Bond Registrar shall authenticate
and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Bond, a new Bond of the same Stated Maturity and of like tenor and principal amount. If any such
mutilated, destroyed, lost or stolen Bond has become or is about to become due and payable, the Issuer, in its discretion, may pay such Bond instead of issuing a new Bond. Upon the issuance
of any new Bond under this Section, the Issuer and the Paying Agent may require the payment by the Owner of a sum sufficient to cover any tax or other governmental charge that may be
imposed in relation thereto and any other expenses (including the fees and expenses of the Paying Agent) connected therewith. Every new Bond issued pursuant to this Section shall constitute
a replacement of the prior obligation of the Issuer, and shall be entitled to all the benefits of this Bond Resolution equally and ratably with all other Outstanding Bonds. Section 209.
Cancellation and Destruction of Bonds Upon Payment. All Bonds that have been paid or redeemed or that otherwise have been surrendered to the Paying Agent, either at or before Maturity,
shall be cancelled by the Paying Agent immediately upon the payment, redemption and surrender thereof to the Paying Agent and subsequently destroyed in accordance with the customary
practices of the Paying Agent. The Paying Agent shall execute a certificate in duplicate describing the Bonds so cancelled and destroyed and shall file an executed counterpart of such
certificate with the Issuer. Section 210. . Book-Entry Bonds; Securities Depository. The Issuer and Paying Agent have entered into a DTC Representation Letter with DTC. The Bonds shall
initially be registered to Cede & Co., the nominee for the Securities Depository, and no Beneficial Owner will receive certificates representing their respective interests in the Bonds,
except in the event the Bond Registrar issues Replacement Bonds as provided in this Section. It is anticipated that during the term of the Bonds, the Securities Depository will make
book-entry transfers among its Participants and receive ahd transmit payment of principal of, premium, if any, and interest on, the Bonds to the Participants until and unless the Bond
Registrar authenticates and delivers Replacement Bonds to the Beneficial Owners as described in the following paragraph. . The Issuer may decide, subject to the requirements of the Operational
Arrangements of DTC (or a successor Securities Depository), and the following provisions of this section to discontinue use of the system of book-entry transfers though DTC (or a successor
Securities Depository): 13
(a) If the Issuer determines (1) that the Securities Depository is unable to properly discharge its responsibilities, or (2) that the Securities Depository is no longer qualified to
act as a securities depository and registered clearing agency under the Securities and Exchange Act of 1934, as amended, or (3) that the continuation of a book-entry system to the exclusion
of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests of the Beneficial Owners of the Bonds; or (b) if the Bond Registrar receives written notice
from Participants having interests in not less than 50% of the Bonds Outstanding, as shown on the records of the Securities Depository (and certified to such effect by the Securities
Depository), that the continuation of a book-entry system to the exclusion of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests of the Beneficial
Owners of the Bonds, then the Bond Registrar shall notify the Owners of such determination or such notice and of the availability of certificates to Owners requesting the same, and the
Bond Registrar shall register in the name of and authenticate and deliver Replacement Bonds to the Beneficial Owners or their nominees in. principal amounts representing the interest
of each, making such adjustments as it may find necessary or appropriate as to accrued interest and previous calls for redemption; provided, that in the case of a determination under
(a)(l) or (a)(2) of this paragraph, the Issuer, with the consent of the' Bond Registrar, may select a successor securities depository in accordance with the following paragraph . to
effect bookenby transfers. In such event, all references to the Securities Depository herein shall relate to the period of time when the Securities Depository has possession of at least
one Bond. Upon the issuance of Replacement Bonds, all references herein to obligations imposed upon or to be performed by the Securities Depository shall be deemed to be imposed upon
and performed by the Bond Registrar, to the extent applicable with respect to such Replacement Bonds. If the Securities Depository resigns and the Issuer, the Bond Registrar or Owners
are unable to locate a qualified successor of the Securities Depository in accordance with the following paragraph, then the Bond Registrar shall authenticate and cause delivery of Replacement
Bonds to Owners, as provided herein. The Bond Registrar may rely on information from the Securities Depository and its Participants as to the names of the Beneficial Owners of the Bonds.
The cost of printing, registration, authentication, and delivery of Replacement Bonds shall be paid for by the Issuer. In the event the Securities Depository resigns, is unable to properly
discharge its responsibilities, or is no longer qualified to act as a securities depository and registered clearing agency under the Securities and Exchange Act of 1934, as amended,
the Issuer may appoint a successor Securities Depository provided the Bond Registrar receives written evidence satisfactory to the Bond Registrar with respect to the ability of the successor
Securities Depository to discharge its responsibilities. Any such successor Securities Depository shall be a securities depository which is a registered clearing agency under the Securities
and Exchange Act of 1934, as amended, or other applicable statute or regulation that operates a securities depository upon reasonable and customary terms. The Bond -Registrar upon its
receipt of a Bond or Bonds for cancellation shall cause the delivery of Bonds to the successor Securities Depository in an Authorized Denominations and form as provided herein. Section
211. Noupresentment of Bonds. If any Bond is not presented for payment when the principal thereof becomes due at Maturity, if funds sufficient to pay such Bond have been made available
to the Paying Agent all liability of the Issuer to the Owner thereof for the payment of such Bond shall forthwith cease, determine and be completely discharged, and thereupon it shall
be the duty of the Paying Agent to hold such funds, without liability for interest thereon, for the benefit of the Owner of such Bond, who shall thereafter be restricted exclusively
to such funds for any claim of whatever nature on his part under this Bond Resolution or on, or with respect to, said Bond. If any Bond is not presented for payment within four (4) years
following the date when such Bond becomes due at Maturity, the Paying Agent shall 14
repay, without liability for interest thereon, to the Issuer the funds theretofore held by it for payment of such Bond, and such Bond shall, subject to the defense of any applicable
statute of limitation, thereafter be an unsecured obligation of the Issuer, and the Owner thereof shall be entitled to look only to the Issuer for payment, and then only to the extent
of the amount so repaid to it by the Paying Agent, and the Issuer shall not be liable for any interest thereon and shall not be regarded as a trustee of such money. Preliminary and Final
Official Statement. For the purpose of enabling the Purchaser to comply with the requirements of Rule 15c2-12(b)(l) of the Securities and Exchange Commission, the Issuer hereby deems
the information regarding the Issuer contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is permitted by Rule
15&12(b)(l), and the appropriate officers of the Issuer are hereby authorized, if requested, to provide the Purchaser a letter or certification to such effect and to take such other
actions or execute such other documents as such officers in their reasonable judgment deem necessary to enable the Purchaser to comply with the requirement of such Rule. Section212.
The Official Statement is hereby authorized to be prepared by supplementing, amending and completing the Preliminary Official Statement, with such changes and additions thereto as are
necessary to conform to and describe the transaction. The Mayor or chief financial officer of the Issuer are hereby authorized to execute the Official Statement as so supplemented, amended
and completed, and the use and public distribution of the Official Statement by the Purchaser in connection with the reoffering of the Bonds is hereby authorized. The proper officials
of the Issuer are hereby authorized to execute and deliver a certificate pertaining to such Official Statement as prescribed therein, dated as of the Issue Date. The Issuer agrees to
provide to the Purchaser within seven business days of the date of the sale of Bonds sufficient copies of the Official Statement to enable the Purchaser to comply with the requirements
of Rule 15c2-12(3) and (4) of the Securities and Exchange Commission and with the requirements of Rule G-32 of the Municipal Securities Rulemaking Board. Section213. Sale of the Bonds
-Bond Purchase Agreement. The Mayor is hereby authorized to enter into the Bond Purchase Agreement between the Issuer and the Purchaser in substantially the form submitted to the governing
body concurrently with the adoption of this Resolution, with such changes therein as shall be approved by the Mayor, such officer’s signature thereon being conclusive evidence of the
approval thereof. Pursuant to the Bond Purchase Agreement, the Issuer agrees to sell the Bonds to the Purchaser for the Purchase Price, upon the terms and conditions set forth therein.
Section 214. Authorization of Escrow Agreement. The Issuer is hereby authorized to enter into the Escrow Agreement, and the Mayor and Clerk ?e hereby authorized and directed to execute
the Escrow Agreement with such changes therein as such officials may deem appropriate, for and on behalf of and as the act and deed of the Issuer. The Escrow Agent is hereby authorized
to carry out, on behalf of the Issuer, the duties, terms and provisions of the Escrow Agreement, and the Escrow Agent, the Purchaser and Bond Counsel are authorized to take all necessary
actions for the subscription and purchase of the Escrowed Securities described therein, including the . subscription for United States Treasury Securities -State and Local Government
Series. 15
ARTICLE I11 . REDEMPTION OF BONDS Section 301. Redemption by Issuer. Optional Redemption. At the option of the Issuer, Bonds maturing on October 1 in the years 2020, and thereafter,
will be subject to redemption and payment prior to their Stated Maturity on October 1,2019, and thereafter, as a whole or in part (selection of maturities and the amount of Bonds of
each maturity to be redeemed to be determined by the Issuer in such equitable manner as it may determine) at any time, at the Redemption Price of 100% (expressed as a percentage of the
principal amount), plus accrued interest to the Redemption Date. Section 302. Selection of Bonds to be Redeemed. (a) In the event the Issuer desires to call the Bonds for redemption
prior to maturity, written notice of such intent shall be provided to the Bond Registrar in accordance with K.S.A. 10-129, as amended, not less than 45 days prior to the Redemption Date.
The Bond Registrar shall call Bonds for redemption and payment and shall give notice of such redemption as herein provided upon receipt by the Bond Registrar at least 45 days prior to
the Redemption Date of written instructions of the Issuer specifying the principal amount, Stated Maturities, Redemption Date and Redemption Prices of the Bonds to be called for redemption.
If the Bonds are refunded more than 90 days in advance of such Redemption Date, any escrow agreement entered into by the Issuer in connection with such refunding shall provide that such
written instructions to the Paying Agent shall be given by the escrow agent on behalf of the Issuer not more than 90 days prior to the Redemption Date. The Paying Agent may in its discretion
waive such notice period so long as the notice requirements set forth in Section 303 are met. (b) Bonds shall be redeemed only in an Authorized Denomination. When less than all of the
Bonds are to be redeemed and paid prior to their Stated Maturity, such Bonds shall be redeemed in such manner as the Issuer shall determine. Bonds of less than a 111 Stated Maturity
shall be selected by the Bond Registrar in a minimum Authorized Denomination of principal amount in such equitable manner as the Bond Registrar may determine. (c) In the case of a partial
redemption of Bonds by lot when Bonds of denominations greater than a minimum Authorized Denomination are then Outstanding, then for all purposes in connection with such redemption a
minimum Authorized Denomination of face value shall be treated as though it were a separate Bond of the denomination of a minimum Authorized Denomination. If it is determined that one
or more, but not all, of a minimum Authorized Denomination of face value represented by any Bond is selected for redemption; then upon notice of intention to redeem a minimum Authorized
Denomination, the Owner or the Owner’s duly authorized agent shall forthwith present and surrender such Bond to the Bond Registrar: (1) for payment of the Redemption Price and interest
to the Redemption Date of a minimum Authorized Denomination of face value called for redemption, and (2) for exchange, without charge to the Owner thereof, for a new Bond or Bonds of
the aggregate principal amount of the unredeemed portion of the principal amount of such Bond. If the Owner of any such Bond fails to present such Bond to the Paying Agent for payment
and exchange as aforesaid, such Bond shall, nevertheless, become due and payable on the redemption date to the extent of a minimum Authorized Denomination of face value called for redemption
(and to that extent only). 16
Section 303. Notice and Effect of Call for Redemption. Unless waived by any Owner of Bonds to be redeemed, if the 1ssuer.shall call any Bonds for redemption and payment prior to the
Stated Maturity thereof, the Issuer shall give written notice of its intention to call and pay.said Bonds to the State Treasurer, Bond Registrar and the Purchaser. 'In addition, the
Issuer shall cause the Bond Registrar to give written notice of redemption to the Owners of said Bonds. Each of said written notices shall be deposited in the United States fust class
mail not less than 30 days prior to the Redemption Date. . All official notices of redemption shall be dated and shall contain the following information: (a) the Redemption Date; (b)
the Redemption Price; (c) if less than all Outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemption of any Bonds, the respective principal amounts)
of the Bonds to be redeemed; (d) a statement that on the Redemption Date the Redemption Price will become due and payable upon each such Bond or portion thereof called for redemption
and that interest thereon shall cease to accrue fiom and after the Redemption Date; and (e) the place where such Bonds are to be surrendered for payment of the Redemption Price, which
shall be the principal ofice of the Paying Agent. The failure of any Owner to receive notice given as heretofore provided or an immaterial defect therein shall not invalidate any redemption.
Prior to any Redemption Date, the Issuer shall deposit with the Paying Agent an amount of money sufficient to pay the Redemption Price of all the Bonds or portions of Bonds that are
to be redeemed on such Redemption Date. For so long as the Securities Depository is effecting book-entry transfers of the Bonds, the Bond Registrar shall provide the notices specified
in this Section to the Securities Depository. It is expected that the Securities Depository shall, in turn, notlfy its Participants and that the Participants, in turn, will notify or
cause to be notified the Beneficial Owners. Any failure on the part of the Securities Depository or a Participant, or failure on the part of a nominee of a Beneficial Owner of a Bond
(having been mailed notice fiom the Bond Registrar, the Securities Depository, a Participant or otherwise) to notify the Beneficial Owner of the Bond so affected, shall not affect the
validity of the redemption of such Bond. . Oficial notice of redemption having been given as aforesaid, the Bonds or portions of Bonds to be redeemed shall become due and payable on
the Redemption Date, at the Redemption Price therein specified, and from and after the Redemption Date (unless the Issuer defaults in the payment of the Redemption Price) such Bonds
or portion of Bonds shall cease to bear interest. Upon surrender of such Bonds for redemption in accordance with such notice, the Redemption Price of such Bonds shall be paid by the
Paying Agent. Installments of interest due on or prior to the Redemption Date shall be payable as herein provided for payment of interest. Upon surrender for any partial redemption of
any Bond, there shall be prepared for the Owner a new Bond or Bonds of the same Stated Maturity in the amount of the unpaid principal as provided herein. All Bonds that have been surrendered
for redemption shall be cancelled and destroyed by the Paying Agent as provided herein and shall not be reissued. In addition to the foregoing notice, the Issuer shall provide such notices
of redemption as are required by the Disclosure Instructions. Further notice may be given by the Issuer or 'the Bond Registrar 17
on behalf of the Issuer as set out below, but no defect in said further notice nor any failure to give all or any portion of such further notice shall in any manner defeat 'the effectiveness
of a call for redemption if official notice thereof is given as above prescribed. (a) Each further notice of redemption given hereunder shall contain the information required above for
an official notice of redemption plus (1) the CUSP numbers of all Bonds being redeemed; (2) the date of issue of the Bonds as originally issued; (3) the rate of interest borne by each
Bond being redeemed; (4) the maturity date of each Bond being redeemed; and (5) any other descriptive information needed to identify accurately the Bonds being redeemed. (b) Each M e
r notice of redemption shall be sent at least one day before the mailing of notice to Owners by first class, registered or certified mail or overnight delivery, as determined by the
Bond Registrar, to all registered securities depositories then in the business of holding substantial amounts of obligations of types comprising the Bonds and to one or more national
information services that disseminate notices of redemption of obligations such as the Bonds. (c) Each check or other transfer of funds issued for the payment of the Redemption Price
of Bonds being redeemed shall bear or have enclosed the CUSP number of the Bonds being redeemed with the proceeds of such check or other transfer. The Paying Agent is also directed to
comply with any mandatory standards then in effect for processing redemptions of municipal securities established by the State or the Securities and Exchange Commission. Failure to comply
with such standards shall not affect or invalidate the redemption of any Bond. ARTICLE IV SECURITY FOR BONDS Section 401. Security for the Bonds. The Bonds shall be general obligations
of the City payable as to both principal and interest in part from special assessments levied upon the property benefited by the construction of the Improvements and, if not so paid,
from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the temtorial limits of the City.
The balance of the principal and interest on the Bonds is payable from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property,
real and personal, within the temtorial limits of the City. The full faith, credit and resources of the City are hereby irrevocably pledged for the prompt payment of the principal of
and interest on the Bonds as the same become due. Section 402. Levy and Collection of Annual Tax. The governing body of the Issuer shall annually make provision for the payment of principal
of, premium, if any, and interest on the Bonds as the same become due by, to the extent necessary, levying and collecting the necessary taxes upon all of the taxable tangible property
within the Issuer in the manner provided by law. The taxes referred to above shall be extended upon the tax rolls in each of the several years, respectively, and shall be levied and
collected at the same time and in the same manner as the other ad valorem taxes of the Issuer are levied and collected. The proceeds derived from said taxes shall be deposited in the
Bond and Interest Fund, shall be kept separate and apart from all other funds of the Issuer shall thereafter be deposited in the Debt Service Account and shall be used solely for the
payment of the 18
principal of and interest on the Bonds as and when the same become due, taking into account any scheduled mandatory redemptions, and the fees and expenses of the Paying Agent. If at
any time said taxes are not collected in time to pay the principal of or interest on the Bonds when due, the Treasurer is hereby authorized and directed to pay said principal or interest
out of the general funds of the Issuer and to reimburse said,general funds for money so expended when said taxes are collected. ARTICLE V ESTABLISHMENT OF FUNDS AND ACCOUNTS DEPOSIT
AND APPLICATION OF BOND PROCEEDS Section 501. Creation of Funds and Accounts. Simultaneously with the issuance of the Bonds, there shall be created within the Treasury of the Issuer
the following Funds and Accounts: (a) Redemption Fund for Loans; (b) Debt Service Account for General Obligation Refunding Bonds, Series 2010-B; and (c) Rebate Fund for General Obligation
Refunding Bonds, Series 20 1 O-B. The Funds and Accounts established herein shall be administered in accordance with the provisions of this Bond Resolution so long as the Bonds are Outstanding.
In addition to the Funds and Accounts described above, the Escrow Agreement establishes the following Funds and Accounts to be held and administered by the Escrow Agent in accordance
with the provisions of the Escrow Agreement: (a) Escrow Fund for Refunded Bonds; and (b) Costs of Issuance Account for General Obligation Refunding Bonds, Series 2010-B. Section 502.
Deposit of Bond Proceeds. The net proceeds received from the sale of the Bonds shall be deposited simultaneously with the delivery of the Bonds as follows: (a) All accrued interest received
from the sale of the Bonds shall be deposited in the Debt Service Account. (b) The sum of W,S9 1.97 shall be transferred to the Escrow Agent, deposited in the Costs of Issuance Account
and applied in accordance with the Escrow Agreement. (c) The sum of $5,721,636.47 shall be deposited into the Redemption Fund. (d) The sum of $2,206,515.46 shall be transferred to the
Escrow Agent and deposited in the Escrow Fund and applied in accordance with the Escrow Agreement. Section 503. Application of Moneys in the Redemption Fund. Moneys in the Redemption
Fund shall be paid and transferred to the Refunded Bonds Paying Agent, with irrevocable instructions to 19
apply such amount to the payment of the Refunded Bonds on the Refunded Bonds Redemption Date. The Clerk is authorized and instructed to provide appropriate notice of redemption in accordance
with the Refunded Bonds Resolution authorizing the issuance of such Refunded Bonds. Any moneys remaining in the Redemption Fund not needed to retire the Refunded Bonds shall be transferred
to the Debt Service Account. Section504. Application of Moneys in Debt Service Account. All amounts paid and credited to the Debt Service Account shall be expended and used by the Issuer
for the sole purpose of paying the principal or Redemption Price of and interest on the Bonds as and when the same become due and the usual and customary fees and expenses of the Bond
Registrar and Paying Agent. The Treasurer is authorized and directed to withdraw fiom the Debt Service Account sums sufficient to pay both principal or Redemption Price of and interest
on the Bonds and the fees and expenses of the Bond Registrar and Paying Agent as and when the same become due, and to forward such sums to the Paying Agent in a manner which ensures
that the Paying Agent will receive immediately available fimds in such amounts on or before the Business Day immediately preceding the dates when such principal, interest and fees of
the Bond Registrar and Paying Agent will become due. If, through the lapse of time or otherwise, the Owners of Bonds are no longer entitled to enforce payment of the Bonds or the interest
thereon, the Paying Agent shall return said funds to the Issuer. All moneys deposited with the Paying Agent shall be deemed to be deposited in accordance with and subject to all of the
provisions contained in this Bond Resolution and shall be held in trust by the Paying Agent for the benefit of the Owners of the Bonds entitled to payment fiom such moneys. Any moneys
or investments remaining in the Debt Service Account after the retirement of the indebtedness for which the Bonds were issued shall be transferred and paid into the Bond and Interest
Fund. Section 505. Application of Moneys in the Rebate Fund. (a) There shall be deposited in the Rebate Fund such amounts as are required to be deposited therein pursuant to the Federal
Tax Certificate. All money at any time deposited in the Rebate Fund shall be held in trust, to the extent required to satisfy the Rebate Amount (as defined in the Federal Tax Certificate),
for payment to the ,United States of America, and neither the Issuer nor the Owner of any Bonds shall have any rights in or claim to such money, All amounts deposited into or on deposit
in the Rebate Fund shall be governed by this Section and the Federal Tax Certificate. (b) The Issuer shall periodically determine the arbitrage rebate, if any, under Code 6 148(f) in
'accordance with the Federal Tax Certificate, and the Issuer shall make payments to the United States of America at the times and in the amounts determined under the Federal Tax Certificate.
Any moneys remaining in the Rebate Fund after redemption and payment of all of the Bonds and payment and satisfaction of any Rebate Amount, or provision made therefor, shall be deposited
into the Bond and Interest Fund. (c) Notwithstanding any other provision of this Bond Resolution, including in particular ArticZe v71 hereof, the obligation to pay arbitrage rebate to
the United States of America and to comply with all other requirements of this Section and the Federal Tax Certificate shall survive the defeasance or payment in full of the Bonds. Section506.
Deposits and Investment of Moneys. Moneys in each of the Funds and Accounts shall be deposited in accordance with laws of the State, in a bank, savings and loan association or savings
bank organized under the laws of the State, any other state or the United States: (a) which has a main or branch office located in the Issuer; or (b) if no such entity has a main or
branch office located in 20
the Issuer, with such an entity that has a main or branch office located in the county or counties in which the Issuer is located. All such depositaries shall be members of the Federal
Deposit Insurance Corporation, or otherwise as permitted by State law. All such deposits shall be invested in Permitted Investments as set forth in this Article or shall be adequately
secured as provided by the laws of the State. All moneys held in the Funds and Accounts shall be kept separate and apart from all other funds of the Issuer so that there shall be no
commingling with any other funds of the Issuer. ' Moneys held in any Fund or Account other than the Escrow Fund and the Redemption Fund may be invested in accordance with this Bond Resolution
and the Federal Tax Certificate in Permitted Investments; provided, however, that no such investment shall be made for a period extending longer than to the date when the moneys invested
may be needed for the purpose for which such fund was created. All earnings on any investments held in any Fund or Account shall accrue to and become a part of such Fund or Account.
Section 507. Application of Moneys in the Costs of Issuance Account. Moneys in the Costs of Issuance Account shall be used by the Escrow Agent to pay the Costs of Issuance. Any funds
remaining in the Costs of Issuance Account, after payment of all Costs of Issuance, but not later than the later of 30 days prior to the first Stated Maturity of principal or one year
after the date of issuance of the Bonds, shall be transferred to the Issuer for deposit into the Debt Service Account. Section 508. Application of Moneys in the Escrow Fund. Under the
Escrow Agreement, the Escrow Agent will apply moneys in the Escrow Fund to purchase the Escrowed Securities and to establish an initial cash balance in accordance with the Escrow Agreement.
The cash and Escrowed Securities held in the Escrow Fund will be applied by the Escrow Agent solely in the manner authorized by the Escrow Agreement. All money deposited with the Escrow
Agent shall be deemed to be deposited in accordance with and subject to all of the provisions contained in the Refunded Bond Resolutions and the Escrow Agreement. Section 509. Verification
of Certified Public Accountant. Prior to or concurrently with the issuance and delivery of the Bonds and the creation of the Escrow Fund, the Issuer shall obtain a Verification Report
from an independent certified public accountant that such accountant has verified the accuracy of the calculations that demonstrate that the money and obligations required to be deposited
with theEscrow Agent pursuant to Section 502 of this Bond Resolution and the Escrow Agreement, together with the earnings to accrue thereon, will be sufficient for the timely payment
of the principal of, redemption premium, if any, and interest on the Refunded Bonds in accordance with the Escrow Agreement. Section 510. Redemption of Refunded Bonds. The Outstanding
Series 2001-A Bonds, becoming due on and thereafter, in the aggregate the principal amount of $1,775,000, are hereby called for redemption and payment prior to maturity on the Refunded
Bonds Redemption Date. Said Series 2001-A Bonds shall be redeemed in accordance with the Refunded Bonds Resolution by the payment of the principal thereof, together with the redemption
premiuin and accrued interest thereon to such Refunded Bonds Redemption Date. The Clerk is hereby directed to cause notice of the call for redemption and payment of said Series 2001-A
Bonds to be given in the manner provided in the Refunded Bonds'Resolution. The officers of the Issuer and the Refunded Bonds Paying Agent are hereby authorized and directed to take such
other action as may be necessary in order to effect the redemption and payment of said Series 2001 -A Bonds as herein provided. 21
ARTICLE VI DEFAULT AND REMEDIES Section 601. Remedies. The provisions of the Bond,Resolution, including the covenants and agreements herein contained, shall constitute a contract between
the Issuer and the Owners of the Bonds. If an Event of Default occurs and shall be continuing, the Owner or Owners of not less than 10% in principal amount of the Bonds at the time Outstanding
shall have the right for the equal benefit and protection of all Owners of Bonds similarly situated: (a) by mandamus or other suit, action or proceedings at law or in equity to enforce
the rights of such Owner or Owners against the Issuer and its officers, agents and employees, and to require and compel duties and obligations required by the provisions of the Bond
Resolution or by the Constitution and laws of the State; (b) by suit, action or other proceedings in equity or at law to require the Issuer, its officers, agents and employees to account
as if they were the trustees of an express trust; and (c) by suit, action or other proceedings in equity or at law to enjoin any acts or things which may be unlawhl or in violation of
the rights of the Owners of the Bonds. Section 602. Limitation on Rights of Owners. The covenants and agreements of the Issuer contained herein and in the Bonds shall be for the equal
benefit, protection, and security of the Owners of any or all of the Bonds, all of which Bonds shall be of equal rank and without preference or priority of one Bond over b y other Bond
in the application of the funds herein pledged to the payment of the principal of and the interest on the Bonds, or otherwise, except as to rate of interest, date of maturity and right
of prior redemption as provided in this Bond Resolution. No one or more Owners secured hereby shall have any right in any manner whatever by his or their action to affect, disturb or
prejudice the security granted and provided for herein, or to enforce any right hereunder, except in the manner herein provided, and all proceedings at law or in equity shall be instituted,
had and maintained for the equal benefit of all Outstanding Bonds. Section603. Remedies Cumulative. No remedy conferred herein upon the Owners is intended to be exclusive of any other
remedy, but each such remedy shall be cumulative and in addition to every other remedy and may be exercised without exhausting and without regard to any other remedy conferred herein.
No waiver of any default or breach of duty or contract by the Owner of any Bond shall extend to or affect any subsequent default or breach of duty or contract or shall impair any rights
or remedies thereon. No delay or omission of any Owner to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver
of any such default or acquiescence therein. Every substantive right and every remedy conferred upon the Owners of the Bonds by this Bond Resolution may be enforced and exercised from
time to time and as often as may be deemed expedient. If action or proceedings taken by any Owner on account of any default or to enforce any right or exercise any remedy has been discontinued
or abandoned for any reason, or shall have been determined adversely to such Owner, then, and in every such case, the Issuer and the Owners of the Bonds shall be restored to their former
positions and rights hereunder, respectively, and all rights, remedies, powers and duties of the Owners shall continue as if no such suit, action or other proceedings had been brought
or taken. 22
ARTICLE VI1 DEFEASANCE Section 701. Defeasance. When any or all of the Bonds, redemption premium, if any, or scheduled interest payments thereon have been paid and discharged, then the
requirements contained in this Bond Resolution and the pledge of the Issuer's faith and credit hereunder and all other rights granted hereby shall terminate with respect to the Bonds
or scheduled interest payments thereon so paid and discharged. Bonds, redemption premium, if any, or scheduled interest payments thereon shall be deemed to have been paid and discharged
within the meaning of this Bond Resolution if there has been deposited with the Paying Agent, or other commercial bank or trust company located in the State and having h l l trust powers,
at or prior to the Stated Maturity or Redemption Date of said Bonds or the interest payments thereon, in trust for and irrevocably appropriated thereto, moneys and/or Defeasance Obligations
which, together with the interest to be earned on any such Defeasance Obligations, will be sufficient for the payment of the principal of or Redemption Price of said Bonds andor' interest
accrued to the Stated Maturity or'Redemption Date, or if default in such payment has occurred on such date, then to the date of the tender of such payments. If the amount to be so deposited
is based on the Redemption Price of any Bonds, no such satisfaction shall occur until (a) the Issuer has elected to redeem such Bonds, and (b) either notice of such redemption has been
given, or the Issuer has given irrevocable instructions, or shall have provided for an escrow agent to give irrevocable instructions, to the Bond Registrar to give such notice of redemption
in compliance with Section 302(u) of this Bond Resolution. Any money and Defeasance Obligations that at any time shall be deposited with the Paying Agent or other commercial bank or
trust company by or on behalf of the Issuer, for the purpose of paying and discharging any of the Bonds, shall be and are hereby assigned, transferred and set over to the Paying Agent
or other bank or trust company in trust for the respective Owners of the Bonds, and such moneys shall be and are hereby irrevocably appropriated to the payment and discharge thereof.
All money and Defeasance Obligations deposited with the Paying Agent or such bank or trust company shall be deemed to be deposited in accordance with and subject to all of the provisions
of this Bond Resolution. ARTICLE VI11 TAX COVENANTS Section 801. General Covenants. The Issuer covenants and agrees that it will comply with: (a) all applicable provisions of,the Code
necessary to maintain the exclusion from gross income for federal income tax purposes of the interest on the Bonds; and (b) all provisions and requirements of the Federal Tax Certificate.
The Mayor and Clerk are hereby authorized and directed to execute the Federal Tax Certificate in a form approved by Bond Counsel, for and on behalf of and as the act and deed of the
Issuer. The Issuer will, in addition, adopt such other ordinances or resolutions and take such other actions as may be necessary to comply with the Code and with all other applicable
hture laws, regulations, published rulings and judicial decisions, in order to ensure that the interest on the Bonds will remain excluded from federal gross income, to the extent any
such actions can be taken by the Issuer. 23
Section802. Survival of Covenants. The covenants contained in this Article and in the Federal Tax Certificate shall remain in full force and effect notwithstanding the defeasance of
the Bonds pursuant to ArticZe v71 hereof or any other provision of this Bond Resolution until such time as is set forth in the Federal Tax Certificate. ARTICLE IX CONTINUING DISCLOSURE
REQUIREMENTS Section901. Disclosure Requirements. The Mayor and Clerk are hereby authorized and directed to execute the Disclosure Instructions in a form approved by Bond Counsel, for
and on behalf of and as the act and deed of the Issuer. The Issuer hereby covenants with the Purchaser and the Beneficial Owners to provide and disseminate such information as is required
by the SEC Rule and as further set forth in the Disclosure Instructions, which are incorporated herein by reference. Such covenant shall be for the benefit of and enforceable by the
Purchaser and the Beneficial Owners. . Section 902. Failure to Comply with Continuing Disclosure Requirements. In the event the Issuer fails to comply in a timely manner with its covenants
contained in the preceding section, the Purchaser andor any Beneficial Owner may make demand for such compliance by written notice to the Issuer. In the event the Issuer does not remedy
such noncompliance within 10 days of receipt of such written notice, the Purchaser or any Beneficial Owner may in its discretion, without notice or demand, proceed to enforce compliance
by a suit or suits in equity for the specific performance of such covenant or agreement contained in the preceding section or for the enforcement of any other appropriate legal or equitable
remedy, as the Purchaser andor any Beneficial Owner shall deem effectual ‘to protect and enforce any of the duties of the Issuer under such preceding section. ARTICLE X MISCELLANEOUS
PROVISIONS Section 1001. Annual Audit. Annually, promptly after the end of the Fiscal Year, the Issuer will cause an audit to be made of the fmkcial statements of the Issuer for the
preceding Fiscal Year by an Independent Accountant. Within 30 days after the completion of each such audit, a copy thereof shall be filed in the office of the Clerk. Such audit shall
at all times during the usual business hours be open to the examination and inspection by any taxpayer, any Owner of any of the Bonds, or by anyone acting for or on behalf of such taxpayer
or Owner. Upon payment of the reasonable cost of preparing and mailing the same, a copy of any annual audit will, upon request, be sent to any Owner or prospective Owner. As soon as
possible after the completion of the annual audit, the governing body of the Issuer shall review such audit, and if the audit discloses that proper provision has not been made for all
of the requirements of this Bond Resolution, the Issuer shall promptly cure such deficiency. Section 1002. Amendments. The rights and duties of the Issuer and the Owners, and the terms
and provisions of the Bonds or of this Bond Resolution, may be amended or modified at any time in any respect by resolution of the Issuer with the written consent of the Owners of not
less than a majority in principal amount of the Bonds then Outstanding, such consent to be evidenced by an instrument or instruments executed by such Owners and duly acknowledged or
proved in the manner of a deed to be recorded, and such instrument or instruments shall be filed with the Clerk, but no such modification or alteration shall: 24
(a) extend the maturity of any payment of principal or interest due upon any Bond; (b) effect a reduction in the amount which the Issuer is required to pay as principal of or interest
on any Bond; (c) permit preference or priority of any Bond over any other Bond; or (d) reduce the percentage in principal amount of Bonds required for the written consent to any modification
or alteration of the provisions of this Bond Resolution. Any provision of the Bonds or of this Bond Resolution may, however, be amended or modified by resolution duly adopted by the
governing body of the Issuer at any time in any legal respect with the written consent of the Owners of all of the Bonds at the time Outstanding. Without notice to or the consent of
any Owners, the Issuer may amend or supplement this Bond Resolution for the purpose of curing any formal defect, omission, inconsistency or ambiguity herein, to grant to or confer upon
the Owners any additional rights, remedies, powers or authority that may lawfblly be granted to or conferred upon the Owners, to conform this Bond Resolution to the Code or future applicable
federal law concerning tax-exempt obligations, or in connection with any other change therein which is not materially adverse to the interests of the Owners. . Every amendment or modification
of the provisions of the Bonds or of this Bond Resolution, to which the written consent of the Owners is given, as above provided, shall be expressed in a resolution adopted by the governing
body of the Issuer amending or supplementing the provisions of this Bond Resolution and shall be deemed to be a part of this Bond Resolution. A certified copy of every such amendatory
or supplemental resolution, if any, and a certified copy of this Bond Resolution shall always be kept on file in the office of the Clerk, and shall be made available for inspection by
the Owner of any Bond or a prospective purchaser or owner of any Bond authorized by this Bond Resolution, and upon payment of the reasonable cost of preparing the same, a certified copy
of any such amendatory or supplemental resolution or of this Bond Resolution will be sent by the Clerk to any such Owner or prospective Owner. Any and all modifications made in the manner
hereinabove provided shall not become effective until there has been filed with the Clerk a copy of the resolution of the'Issuer hereinabove provided for, duly certified, as well as
proof of any required consent to such modification by the Owners of the Bonds then Outstanding. It shall not be necessary to note on any of the Outstanding Bonds any reference to such
amendment or modification. The Issuer shall furnish to the Paying Agent a copy of any amendment to the Bonds or this Bond Resolution which affects the duties or obligations of the Paying
Agent under this Bond Resolution. Section 1003. Notices, Consents and Other Instruments by Owners. Any notice, consent, request, direction, approval or other instrument to be signed
and executed by the Owners may be in any number of concurrent writings of similar tenor and may be signed or executed by such Owners in person or by agent appointed in writing. Proof
of the execution of any such instrument or of the writing appointing any such agent and of the ownership of Bonds, if made in the following manner, shall be sufficient for any of the
purposes of this Bond Resolution, and shall be conclusive in favor of the Issuer and the Paying Agent with regard to any action taken, suffered or omitted under any such instrument,
namely: 25
(a) The fact and date of the execution by any person of any such instrument may be proved by a certificate of any officer any jurisdiction who by law has power to take acknowledgments
within such jurisdiction that the person signing such instrument acknowledged before such officer the execution thereof, or by affidavit of any witness to such execution. (b) The fact
of ownership of Bonds, the amount or amounts, numbers and other identification of Bonds, and the date of holding the same shall be proved by the Bond Register. In determining whether
the Owners of the requisite principal amount of Bonds Outstanding have given any request, demand, authorization, direction, notice, consent or waiver under this Bond Resolution, Bonds
owned by the Issuer shall be disregarded and deemed not to be Outstanding under this Bond Resolution, except that, in dete&ng whether the Owners shall be protected in relying upon any
such request, demand, authorization, direction, notice, consent or waiver, only Bonds which the Owners know to be so owned shall be so disregarded. Notwithstanding the foregoing, Bonds
so owned which have been pledged in good faith shall not be disregarded as aforesaid if the pledgee establishes to the satisfaction of the Owners the pledgee’s right so to act with respect
to such Bonds and that the pledgee is not the Issuer. Section 1004. Notices. Any notice, request, complaint, demand or other communication required or desired to be given or filed under
this Bond Resolution shall be in writing, given to the Notice Representative at the Notice Address and shall be deemed duly given or filed if the same shall be: (a) duly mailed by registered
or certified mail, postage prepaid; or (b) communicated via fax, with electronic or telephonic confirmation of receipt. Copies of such notices shall also.be given to the Paying Agent.
The Issuer, the Paying Agent and the Purchaser may from time to time designate, by notice given hereunder to the others of such parties, such other address to which subsequent notices,
certificates or other communications shall be sent. All notices given by: (a) certified or registered mail as aforesaid shall be deemed duly given as of the date they are so mailed;
(b) fax as aforesaid shall be deemed duly given as of the date of confirmation of receipt. If, because of the temporary or permanent suspension of regular mail service or for any other
reason, it is impossible or impractical to mail any notice in the manner herein provided, then such other form of notice as shall be made with the approval of the Paying Agent shall
constitute a sufficient notice. Section 1005. Electronic Transactions. The issuance of the Bonds and the transactions related thereto and described herein may be conducted and documents
may be stored by electronic means. Section 1006. Further Authority. The officers and officials of the Issuer, including the Mayor and Clerk, are hereby authorized and directed to execute
all documents ahd take such actions as they may deem necessary or advisable in order to carry out and perform the purposes of this Bond Resolution and to make ministerial alterations,
changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and confirmed which they may approve, and the execution or taking
of such action shall be conclusive evidence of such necessity or advisability. Section 1007. Severability. If any section or other part of this Bond Resolution, whether large or small,
is for any reason held invalid, the invalidity thereof shall not affect the validity of the other provisions of this Bond Resolution. Section 1008. Governing Law. This Bond Resolution
shall be governed exclusively by and construed in accordance with the applicable laws of the State. 26
Section 1009. Effective Date. This Bond Resolution shall take effect and be in full force from and after its adoption by the governing body of the Issuer. [BALANCE OF THIS PAGE INTENTIONALLY
LEFT BLANK] 27
ADOPTED by the governing body of the Issuer on October 18,2010. \ ATTEST v Clerk (Signature Page to Bond Resolution)
EXHIBITA (FORM OF BONDS) REGISTERED NUMBERREGISTERED $ Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York Corporation (“DTC”),
to the Issuer or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede &‘Co. or in such other name as is requested
by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. UNITED STATES OFAMERICA , STATE OF
KANSAS COUNTY OF SALINE CITY OF SALINA GENERAL, OBLIGATION REFUNDING BOND SERIES 2010-B Interest Maturity. Dated CUSIP: Rate: Date: Date: October 15,2010 REGISTERED OWNER: PRINCIPAL
AMOUNT: KNOW ALL PERSONS BY THESE PRESENTS: That the City of Salina, in the County of Saline, State of Kansas (the “Issuer”), for value received, hereby acknowledges itself to be indebted
and promises to pay to the Registered Owner shown above, or registered assigns, but solely from the source and in the manner herein specified, the Principal Amount shown above on the
Maturity Date shown above, unless called for redemption prior to said Maturity Date, and to pay interest thereon at the Interest Rate per annum shown above (computed on the basis of
a 360-day year of twelve 30day months), from the Dated Date shown above, or from the most recent date to which interest has been paid or duly provided for, payable semiannually on April
1 and October 1 of each year, commencing April 1,201 1 (the “Interest Payment Dates”), until the Principal Amount has been paid. Method and Place of Payment. The principal or redemption
price of this Bond shall be paid at maturity or upon earlier redemption to the person in whose name this Bond is registered at the maturity or redemption date thereof, upon presentation
and surrender of this Bond at the principal ofice of the Treasurer of the State of Kansas, Topeka, Kansas (the “Paying Agent” and “Bond Registrar”). The interest payable on this Bond
on any Interest Payment Date shall be paid to the person in whose name this Bond is registered on the registration books maintained by the Bond Registrar at the close of business on
A-1
the Record Date(s) for such interest, which shall be the 15th day (whether or not a business day) of the calendar month next preceding the Interest Payment Date. Such interest shall
be payable (a) by check or draft mailed by the Paying Agent to the address of such Registered Owner shown on the Bond Register or at such other address as is furnished to the Paying
Agent in writing by such Registered Owner; or, (b) in the case of an interest payment to Cede & Co. ,or any Owner of $500,000 or more in aggregate principal amount of Bonds, by electronic
transfer to such Owner upon written notice given to the Bond Registrar by such Registered Owner, not less than 15 days prior to the Record Date for such interest, containing the electronic
transfer instructions including the bank, ABA routing number and account number to which such Registered Owner wishes to have such transfer directed. The principal or redemption price
of and interest on the Bonds shall be payable in any coin or currency that, on the respective dates of payment thereof, is legal tender for the payment of public and private debts. Interest
not punctually paid will be paid in the manner established in the within defined Bond Resolution. Definitions. Capitalized terms used herein and not otherwise defined herein shall have
the meanings assigned to such terms in the hereinafter defined Bond Resolution. Authorization of Bonds. This Bond is one of an authorized series of Bonds of the Issuer designated “General
Obligation Refunding Bonds, Series 20 lO-B,” aggregating the principal amount of $7,860,000 (the “Bonds”) issued for the purposes set forth in the Ordinance of the Issuer authorizing
the issuance of the Bonds and the Resolution of the Issuer prescribing the form and details of the Bonds (collectively, the “Bond Resolution”). The Bonds are issued by the authority
of and in full compliance with the provisions, restrictions and limitations of the Constitution and laws of the State of Kansas, including K.S.A. 10-427 et seq., K.S.A. 65-163d et seq.,
and Article 12, Section 5 of the Constitution of the State of Kansas, as amended, and all other provisions of the laws of the State of Kansas applicable thereto. General Obligations.
The Bonds shall be general obligations of the Issuer payable as to both principal and interest in part from special assessments levied upon the property benefited by the construction
of the Improvements and, if not so paid, from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal,
within the territorial limits of the Issuer. The balance of the principal and interest on the Bonds is payable from ad valorem taxes which may be levied without limitation as to rate
or amount upon all the taxable tangible property, real and personal, within the territorial limits of the Issuer. The full faith, credit and resources of the Issuer are.hereby irrevocably
pledged for the prompt payment of the principal of and interest on the Bonds as the same become due. Redemption Prior to Maturity. The Bonds are subject to redemption prior to maturity,
as follows: Optional Redemption. At the option of the Issuer, Bonds maturing on October 1 in the years 2020, and thereafter, will be subject to redemption and payment prior to maturity
on October 1,2019, and thereafter, as a whole or in part (selection. of maturities and the amount of Bonds of each maturity to be redeemed to be determined by the Issuer in such equitable
manner as it may determine) at any time, at the redemption price of 100% (expressed as a percentage of the principal amount), plus accrued interest to the date of redemption. Redemption
Derionriiiations. Whenever the Bond Registrar is to select Bonds for the purpose of redemption, it shall, in the case of Bonds in denominations greater than a minimum Authorized Denomination,
if less than all of the Bonds then Outstanding are to be called for redemption, treat each minimum Authorized Denomination of face value of each such Bond as though it were a separate
Bond in the denomination of a minimum Authorized Denomination. A-2
Notice of Redemption. Notice of redemption, unless waived, shall be given by the Issuer to the State Treasurer of Kansas, to the Purchaser of the Bonds and to the Bond Registrar in accordance
with the Bond Resolution. The Issuer shall cause the Bond Registrar to notify each Regstered Owner at the address maintained on the Bond Register, such notice to be given by mailing
an official notice of redemption by first class mail at least 30 days prior to the redemption date. Notice of redemption having been given as aforesaid, the Bonds or portions of Bonds
to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified, and from and after such date (unless the Issuer defaults in the payment
of the redemption price), such Bonds or portions of Bonds shall cease to bear interest. Book-Entry System. The Bonds are being issued by means of a book-entry system with no physical
distribution of bond certificates to be made except as provided in the Bond Resolution. One Bond certificate with respect to each date on which the Bonds are stated to mature or with
respect to each form of Bonds, regstered in the nominee name of the Securities Depository, is being issued and required to be deposited with the Securities Depository and immobilized
in its custody. The book-entry system will evidence positions held in the Bonds by the Securities Depository’s participants, beneficial ownershp of the Bonds in authorized denominations
being evidenced in the records of such participants. Transfers of ownership shall be effected on the records of the Securities Depository and its participants pursuant to rules and procedures
established by the Securities Depository and its participants. The Issuer and the Bond Registrar will recognize the Securities Depository nominee, while the Registered Owner of this
Bond, as the owner of this Bond for all purposes, including (i) payments of principal of, and redemption premium, if any, and interest on, this Bond, (ii) notices and (iii) voting. Transfer
of principal, interest and any redemption premium payments to participants of the Securities Depository, and transfer of principal, interest and any redemption premium payments to beneficial
owners of the Bonds by participants of the Securities Depository will be the responsibility of such participants and other nominees of such beneficial owners. The Issuer and the Bond
Registrar will not be responsible or liable for such transfers of payments or for maintaining, supervising or reviewing the records maintained by the Securities Depository, the Securities
Depository nominee, its participants or persons acting through such participants. While the Securities Depository nominee is the owner of this Bond, notwithstanding the provision hereinabove
contained, payments of principal of, redemption premium, if any, and interest on this Bond shall be made in accordance with existing arrangements among the Issuer, the Bond Registrar
and the Securities Depository. Transfer and Exchange. EXCEPT AS OTHERWISE PROVIDED IN THE BOND RESOLUTION, THIS GLOBAL BOND MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER
NOMINEE OF THE SECURITIES DEPOSITORY OR TO A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSITORY. This Bond may be transferred or exchanged; as provided
in the Bond Resolution, only on the Bond Register kept for that purpose at the principal office of the Bond Regstrar, upon surrender of this Bond, together with a written instrument
of transfer or authorization for exchange satisfactory to the Bond Registrar duly executed by the Registered Owner or the Registered Owner’s duly authorized agent, and thereupon a new
Bond or Bonds in any Authorized Denomination of the same maturity and in the same aggregate principal amount shall be issued to the transferee in exchange therefor as provided in the
Bond Resolution and upon payment of the charges therein prescribed. The Issuer shall pay all costs incurred in connection with the issuance, payment and initial registration of the Bonds
and the cost of a reasonable supply of bond blanks. The Issuer and the Paying Agent may deem and treat the person in whose name this Bond is registered on the Bond Register as the absolute
owner hereof for the purpose of receiving payment of, or on account of, the principal or redemption price hereof and interest due hereon and for all other purposes. The Bonds are issued
in fully registered form in Authorized Denominations. A-3
Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the hereinafter defined Bond Resolution until the Certificate
of Authentication and Registration hereon shall have been lawhlly executed by the Bond Registrar. IT IS HEREBY DECLARED AND CERTIFED that all acts, conditions, and things required to
be done and to exist precedent to and in the issuance of this Bond have been properly done and performed and do exist in due and regular form and manner as required by the Constitution
and laws of the State of Kansas, and that the total indebtedness of the Issuer, including this series of bonds, does not exceed any constitutional or statutory limitation. IN WITNESS
WHEREOF, the Issuer has caused t h ~ sB ond to be executed by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signature of its Clerk, and its seal
to be affixed hereto or imprinted hereon. CITY OF SALINA, KANSAS [(Facsimile Seal)] ATTEST By: (facsimile) Clerk By: (facsimile) Mayor
CERTIFICATE OF AUTHENTICATION AND REGISTRATION This Bond is one of a series of General Obligation Refunding Bonds, Series 2010-B, of the City of Salina, Kansas, described in the within-mentioned
Bond Resolution. Registration Date Office of the State Treasurer, as Bond Registrar and Paying Agent Topeka, Kansas, Registration Number CERTIFICATE OF CLERK STATE OF KANSAS ) ) ss.
COUNTY OF SALINE ) The undersigned, Clerk of the City of Salina, Kansas, does hereby certify that the within Bond has been duly registered in my office according to law as of October
15,2010. WITNESS my hand and official seal. (Facsimile Seal) By: (facsimile) Clerk CERTIFICATE OF STATE TREASURER OFFICE OF THE TREASURER, STATE OF KANSAS DENNIS MCKINNEY, Treasurer
of the State of Kansas, does hereby certify that a transcript of the proceedings leading up to the issuance of this Bond has been filed in the office of the State Treasurer, and that
this Bond was registered in such office according to law on WITNESS my hand and official seal. By: Treasurer of the State of Kansas A-5
BOND ASSIGNMENT FOR VALUE RECEIVED, the undersigned do(es) hereby sell, assign and transfer to (Name and Address) (Social Security or Taxpayer Identification No.) the Bond to which this
assignment is affixed in the outstanding principal amount of $ 7 standing in the name of the undersigned on the books of the Bond Registrar. The undersigned do(es) hereby irrevocably
constitute and appoint as agent to transfer said Bond on the books of said Bond Registrar with full power of substitution in the premises. Dated Name Social'security or Taxpayer Identification
No. Signature (sign here exactly as name(s) appear on the face of Certificate) Signature guarantee: A-6
LEGAL OPINION The following is a true and correct copy of the approving legal opinion of Gilmore & Bell, P.C., Bond Counsel; which was dated and issued as of the date of original issuance
and delivery of such Bonds: GILMORE & BELL, P.C. Attorneys at Law 2405 Grand Boulevard Suite 1100 Kansas City, Missouri 64108 (PFUNTED LEGAL, OPINION) A-7
August 18,2010 Department of Health and Environment Bureau of Water -Public Water Supply 1000 SW Jackson, Suite 420 Topeka, Kansas 6661 2-1367 Attn: David Waldo, Director CONDITIONAL
NOTICE OF PREPAYMENT Re: Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina, Kansas, KPWSLF Project
No. 2153, effective as of December I , 1997; and Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina,
Kansas, KPWSLF Project No. 2259, effective as of March 14, 2001 (the “Loan Agreements”) Notice is hereby given pursuant to Section 2.05(b) of the above-referenced Loan Agreements that
the City of Salina, Kansas (the “City”) desires to prepay the Loan Agreements in full on October 29, 2010. Such prepayment is subject to the availability of funds therefore from the
proceeds of refimding bonds to be issued by the Issuer. KDHE is requested to complete the attached Certification acknowledging receipt of this Conditional Notice of Prepayment and forward
a copy of same to the undersigned. CITY OF SALINA, KANSAS .-1 Cc: General Counsel Department of Health and Environment 1000 SW Jackson, Suite 420 Topeka, Kansas 66612-1367 Kansas Development
Finance Authority 555 S. Kansas Avenue, Suite 202 Topeka, Kansas 66603 Attn: Executive Vice President and General Counsel Gilmore & Bell, P.C. 2405 Grand Blvd., Suite 1100 Kansas City,
MO 64 108 Attn: Gina Riekhof
fl-4 KANSAS Mark Parkinson, Governor Roderick L Bmmby, Secretary DEPARTMENT OF HEALTH AND ENVIRONMENT www.kdheks.gov Division of Environment September 1,20 10 Rodney Franz, Finance Director
City of Salina Salina, KS 67402-0736 300 W Ash -PO BOX 736 Re: Kansas Public Water Supply Loan Fund Nos.2153 & 2259 Dear Mr. Franz: Please find enclosed the prepayment certification
for the referenced Kansas Public Water Supply Loan Fund loans, including accrued interest and fees to the prepayment date of October 29,201 0. Please wire transfer payment to KDHE to
the following: ABA: 1 0 1 000695 Ben Bank: UMB Bank, N.A. MC: 0200005150 Ref: KPWSLF Salina Atten: Kansas State Treasurer -Wire Room Sincerely yours, William Carr KDHE-Bureau of Water
Public Water Supply Section KPWSLF Program Coordinator WC:lw pc: KDFA: Rebecca Floyd NC District Salina KPWSLF File #2 153 Salina KPWSLF File #2259 BUREAU OF WATER CURTIS STATE OFFICE
BUILDING, 1000 SW JACKSON ST., STE. 420, TOPEKA, KS 66612-1367 Voice 785-296-55 14 Fax 785-296-5509
CERTIFICATION Re: Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina, Kansas, KPWSLF Project No. 2153,
effective as of December 1, 1997;. and LOM Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina, Kansas, KPWSLF
Project No. 2259. effective as of March 14,2001 (the ”Loan Agreements”) The undersigned, as an authorized representative of The Kansas Depment of Health and Environment (“KDHE”), does
hereby certify as follows: 1. Capitalized terms not defined herein, shall have the meanings ascribed thereto in the attached Conditional Notice of Prepayment or the Loan Agreements defined
therein. 2. KDHE has received the attached Conditional Notice of Prepayment, evidencing the City of Salina, Kansas’s (the “City’s’’) intent to prepay the above-refercnced Loan Agreements
on October 29,201 0 (the “Prepayment Date”). 3. . The full prepayment amount of the Loans, as determined pursuant to the Loan Agreements is calculated as follows: Principal Amount of
Loan for KPWSLF Projcct NO. 2259 Accrued Interest to Prepayment Date Subtotal for Pmjecf NO. 2259 Principal Amount of Loan for KPWSLF Project No. 21 53 Accrued Interest to Prepayment
Date Subtotal for Pmject No. 2153 $3,577,224.12 36,114.06 83,613,338.18 $2,086,418.71 21,879.58 82,108,298.29 Total S5,72 1,636.47 DATED as of August E 7 2 0 10. KANSAS DEPAFUMENT OF
HEALTH AND ENVIRONMENT Rv
EXECUTION COPY ESCROW TRUST AGREEMENT BETWEEN CITY OF SALINA, KANSAS AND UMB NATIONAL BANK OF AMERICA WICHITA, KANSAS as Escrow Agent DATED AS OF OCTOBER 15,2010 Entered in Connection
with the Issuance of GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B
ESCROW TRUST AGREEMENT THIS ESCROW TRUST AGREEMENT, dated as of October 15, 2010, by and between the City of Salina, Kansas, a municipal corporation organized and existing under the
laws of the State of Kansas (the “Issuer”), and UMB National Bank of America, a national banking association with an office located in Wichita, Kansas, and having full trust powers,
as Escrow Agent (the “Escrow Agent”). WITNESSETH: WHEREAS, the Issuer has heretofore duly authorized and issued the Refunded Bonds; and WHEREAS, the Refunded Bonds will mature (or will
be subject to redemption prior to maturity) and will have interest payable in the amounts and at the times shown in the Verification Report; and WHEREAS, pursuant to the Bond Resolution,
the Issuer authorized the issuance and delivery of the Bonds for the purpose of providing funds and investment earnings thereon, to pay the principal of, redemption premium, if any,
and interest on the Refunded Bonds, including the purchase of non-callable direct obligations of the United States of America described in the Verification Report. NOW, THEREFORE, in
consideration of the foregoing and of the mutual covenants hereinafter set forth, the parties hereto agree as follows: 1. Definitions. In addition to the definitions contained in the
Bond Resolution, the following words and terms used in ths Escrow Agreement shall have the following meanings, unless the context or use indicates another or different meaning: “Agreement”
means this Escrow Trust Agreement. “Bond Payment Date” means any date on which any principal of, or interest on, any of the Refunded Bonds is due and payable. “Bond Counsel” means the
firm of Gilmore & Bell, P.C., or any other attorney or firm of attorneys with a nationally recognized standing in the field of municipal bond financing selected by the Issuer. “Bond
Resolution” means collectively, Ordinance No. 10-10575 and Resolution No. 10-6773 of the Issuer authorizing issuance of the Bonds. “Bonds” means the General Obligation Refimding Bonds,
Series 2010-B, of the Issuer authorized by the Bond Resolution. “Code” means the Internal Revenue Code of 1986, as amended.
“Escrow Agent” means UMB National Bank of America, Wichita, Kansas and its successor or successors at the time acting as the Escrow Agent under this Agreement. “Escrow Fund” means the
fund by that name created in Section 3 of this Agreement. “Escrowed Securities” means the direct non-callable obligations of the United States of America listed in the Verification Report,
and any Substitute Escrowed Securities. “Issuer” means the City of Salina, Kansas. “Paying Agent” means the respective paying agent for each series of the Rehded Bonds as designated
in the respective Refunded Bond Resolution, and any successor or successors at the time acting as paying agent for any of the Rehded Bonds. “Purchaser” means George K. Baum & Company,
Kansas City, Missouri, the original purchaser of the Series 20 1 O-B Bonds, and any successor and assigns. “Refunded Bond Resolution” means collectively, the Series 2001-A Bond Resolution
and the Series 2002-B Bond Resolution. “Refunded Bonds” means collectively, (a) the Series 2001-A Bonds maturing in the years 2012 to 2016, inclusive, in the aggregate principal amount
of $1,775,000; and (b) the Series 2002-B Bonds maturing in the years 2013 to 201 7, inclusive, in the aggregate principal amount of $325,000. . . “Redemption Date” means collectively,
October 1, 2011 for the Series 2001-A Bonds and October 1,2012 for the Series 2002-B Bonds. “Series 2001-A Bonds” means the Issuer’s General Obligation Internal Improvement Bonds, Series
2001-A, dated July 15,2001. “Series 2002-B Bonds” means the Issuer’s General Obligation Internal Improvement Bonds, Series 2002-B, dated July 15,2002. “Series 2001-A Bond Resolution”
means collectively, the Issuer’s Ordinance No. 01-10042 and Resolution No. 01-5733, which authorized the Series 2001-A Bonds. “Series 2002-B Bond Resolution” means collectively, the
Issuer’s Ordinance No. 02-1 0082 and Resolution No. 02-5835, which authorized the Series 2002-B Bonds. “Substitute Escrowed Securities” means non-callable direct obligations of the United
States of America, which have been acquired by the Escrow Agent and substituted for Escrowed Securities in accordance with Section 8 of this Agreement. “SLGS” means United States Treasury
Obligations -State and Local Government Series. “Verification Report” means the verification report referenced in Section 4 hereof, a copy of which is attached hereto as Schedule I .
2
2. Receipt of Bond Resolutions. Receipt of an executed counterpart of the Bond Resolution and copy of the Refimded Bond Resolution, certified as true and correct by the Clerk of the
Issuer, is hereby acknowledged by the Escrow Agent, and reference herein to, or citation’ herein of, any provision of said documents shall be deemed to incorporate the same as a part
hereof in the same manner and with the same effect as if they were fully set forth herein. 3. Creation of the Escrow Fund. There is hereby created and established with the Escrow Agent
the following special and irrevocable separate trust fund to be held in the custody of the Escrow Agent and designated as the “Escrow Fund for General Obligation Internal Improvement
Bonds, Series 200 1 -A, General Obligation Internal Improvement Bonds, Series 2002-B.” 4. Verification Report. Robert Thomas CPA, LLC, Certified Public Accountants, have verified the
mathematical computations performed by the Purchaser, which demonstrate that the cash held in the Escrow Fund, together with the maturing Escrowed Securities and interest to accrue thereon,
will be sufficient to pay all principal of, redemption premium, if any, and interest on the Refunded Bonds on the respective Bond Payment Dates. A copy of such report is attached hereto
as Schedule I. 5. Deposits to the Escrow Fund. Concurrently with the execution and delivery of this Agreement, and pursuant to the provisions of the Bond Resolution, the Issuer herewith
deposits with the Escrow Agent, and the Escrow Agent acknowledges receipt and deposit into the Escrow Fund of, proceeds of the Bonds in the amount of $2,206,5 15.46. The Escrow Agent
shall apply such amount as follows: (a) $2,206,5 10.00 shall be used to purchase the Escrowed Securities described in the Verification Report, which shall be delivered to and deposited
in the Escrow Fund. (b) $5.46 shall be held uninvested in the Escrow Fund as a beginning balance. 6. Creation of Lien. The Escrow Fund shall be irrevocable. The owners of the Refimded
Bonds are hereby granted an express lien on, and security interest in, the Escrowed Securities and the cash in the Escrow Fund &d all earnings thereon until used and applied in accordance
with this Agreement. The matured principal of, and earnings on, the Escrowed Securities and any cash in the Escrow Fund are hereby pledged and assigned, and shall be applied solely for
the payment of the principal of, redemption premium, if any, and interest on the Refunded Bonds. 7. Application of Cash and Escrowed Securities in the Escrow Fund. (a) Except as otherwise
expressly provided in this Section or in Section 8 hereof, the Escrow Agent shall have no power or duty to invest any money held hereunder or to sell transfer or otherwise dispose of
any Escrowed Securities. (b) On or prior to the Business Day preceding each Bond Payment Date, the Escrow Agent shall withdraw from the Escrow Fund an amount equal to the principal of,
redemption premium, if any, and interest on the Refunded Bonds becoming due and payable on such Bond Payment Date or the Redemption Date, as set forth in the Verification Report and
Schedule 2 attached hereto, and shall forward such amount to the offices of the respective Paying Agent, so that immediately available funds will reach the offices of the Paying Agent
on or before 12:OO Noon, Central time on the Business Day preceding such Bond Payment Date and the Redemption Date. In order to make the payments required by this subsection (b), the
-Escrow Agent is hereby authorized to redeem or otherwise dispose of Escrowed 3
Securities in accordance with the maturity schedules in the Verification Report. The liability of the Escrow Agent to make the payments required by this subsection (b) shall be limited
to the money and Escrowed Securities in the Escrow Fund. (c) Notwithstanding any other provisions of this Agreement, the Issuer and the Escrow Agent hereby covenant that no part of the
proceeds of the Bonds or of the money or funds in the Escrow Fund shall be used, at any time, directly or indirectly, in a manner which, if such use had been reasonably anticipated on
the date of issuance of the Bonds would have caused any of the Bonds to be an “arbitrage bond” under Section 148 of the Code. (d) Upon the payment in full of the principal of, redemption
premium, if any, and interest on the Refunded Bonds, all remaining money and Escrowed Securities in the Escrow Fund, together with any interest thereon, shall be transferred to the Issuer
to be applied by the Issuer in accordance with law. (e) After the transfers described in subparagraph (b) above, cash balances in excess of $1,000 remaining in the Escrow Fund from redemption
of SLGS shall, to the extent required or permitted by applicable Treasury Regulations and to the extent that such securities are then available for purchase, be invested by the Escrow
Agent in SLGS, maturing on or prior to the next interest Bond Payment Date on the Refunded Bonds, at the rate of O.OO%, in accordance with the provisions of the Verification Report.
8. Substitute Escrowed Securities. (a) In the event that any of the Escrowed Securities are not available for delivery on the date of the issuance of the Bonds, the Escrow Agent is directed
to accept substitute securities in lieu thereof, provided (1) the substitute securities are non-callable direct obligations of the United States of America, (2) the maturing principal
of and interest on such substitute securities (excluding any interest after any optional call date) is equal to or greater than the maturity value of such unavailable Escrowed Securities,
(3) principal of and interest on the substitute securities is payable on or before the maturity date of the unavailable Escrowed Securities, and (4) the Issuer and Bond Counsel in writing
approve such substitution. If the original Escrowed Securities become available and are tendered to the Escrow Agent by or on behalf of the Purchaser, the Escrow Agent shall accept such
Escrowed Securities, shall return the substitute securities as directed by such Purchaser and shall notify Bond Counsel and the Issuer of the transaction. (b) At the written request
of the Issuer and upon compliance with the conditions hereinafter stated, the Escrow Agent shall have the power to sell, transfer, request the redemption of or otherwise dispose of the
Escrowed Securities and to substitute for the Escrowed Securities solely cash or Substitute Escrowed Securities. The Escrow Agent shall purchase such Substitute Escrowed Securities with
the proceeds derived from the sale, transfer, disposition or redemption of the Escrowed Securities together with any other fhds available for such purpose. The substitution may be effected
only if: (1) the substitution of the Substitute Escrowed Securities for the original Escrowed Securities occurs simultaneously; (2) the Escrow Agent shall receive from an independent
certified public accountant acceptable to the Escrow Agent in its reasonable judgment a certification, satisfactory in form and substance to the Escrow Agent, to the effect that after
such substitution, (A) the principal of and interest on the Escrowed Securities to be held in the Escrow Fund after the substitution (including Substitute Escrowed Securities to be acquired),
together with any other money to be held in the Escrow Fund after such transaction, will be sufficient to pay all remaining principal of, redemption premium, if any, and interest on
the Refhded Bonds pursuant to the Verification Report and Schedule 2 hereto, and (B) the amounts and dates of the anticipated transfers from the Escrow Fund to the Paying Agent for the
4
Refunded Bonds will not be diminished or postponed thereby; and (3) the Escrow Agent shall receive a written opinion of Bond Counsel to the effect that such substitution is permitted
under this Agreement and would not cause the interest on either the Bonds or the Refunded Bonds to become included in gross income for purposes of federal income taxation under then
existing law. In the event that any such substitution results in cash held in the Escrow Fund in excess of the cash required for the certification of an independent certified public
accountant referred to in this subsection (b) (as evidenced by such certification), the Escrow Agent shall, at the request of the Issuer, withdraw such excess from the Escrow Fund and
pay such excess to the Issuer, and the Issuer shall apply such excess as provided by law; provided that, in the written opinion of Bond Counsel delivered to'the Escrow Agent, such withdrawal
and application will not be contrary to State law and will not cause the interest on the Bonds or the Refunded Bonds to become included in gross income for purposes of federal income
taxation. 9. Redemption of Refunded Bonds. The Escrow Agent acknowledges that (a) the Issuer has notified the Escrow Agent that the Issuer has elected to call the Refunded Bonds described
in Schedule 2 hereto for redemption and payment prior to maturity, on the Redemption Date, in accordance with the Refunded Bond Resolution and (b) the Issuer has directed the Escrow
Agent to notify the Paying Agent not less than 45 days and not more than 90 days prior to each Redemption Date of such call for redemption so that the Paying Agent may cause notice of
the call for redemption and payment of the Refunded Bonds to be given on behalf of the Issuer in the manner provided in the Refunded Bond Resolution. The Escrow Agent agrees to give
notice of said redemption, in substantially the form-of Exhibit A attached hereto, on behalf of the Issuer. The Escrow Agent is further directed by the Issuer to give additional notice
of defeasance in substantially the form of Exhibit B attached hereto, to the Paying Agent and to: (a) George K. Baum & Company, the original purchaser of the Series 200 1 -A Bonds and
(b) Country Club Bank, n.a., the original purchaser of the Series 2002-B Bonds not more than 60 days after October 29, 2010. Notice shall also be given to certain repositories in order
to comply with the provisions of Rule 15~2-12o f the Securities and Exchange Commission in substantially the form of Exhibit C attached hereto. Additional notice is for convenience in
facilitating said redemption and defeasance; failure to give such notice as aforesaid, or any defect therein, shall not affect the validity of any proceedings for the redemption and
defeasance of the Refunded Bonds. . 10. Reports of the Escrow Agent. As long as any of the Rehded Bonds, together with the interest thereon, have not been paid in full, the Escrow Agent
shall, at least sixty (60) days prior to each Bond Payment Date, determine the amount of money which will be available in the Escrow Fund to pay the principal of, redemption premium,
if any, and interest on the Refunded Bonds on the next Bond Payment Date or Redemption Date. In the event that funds are not sufficient to make the required payments on such Bond Payment
Date or Redemption Date, the Escrow Agent shall certify in writing to the Issuer (a) the amount so determined and (b) a list of the moneys and Escrowed Securities held by the Escrow
Agent in the Escrow Fund on the date of such certification, including all moneys held by it which were received as interest or profit from Escrowed Securities. On or prior to the Redemption
Date, the Escrow Agent shall provide to the Issuer a certificate verifying dissemination of notice to the Paying Agent as required in Section 9 hereof. 11. Liability of Escrow Agent.
(a) The Escrow Agent shall not be liable for any loss resulting from any investment, sale, transfer or other disposition made pursuant to this Agreement in compliance with the provisions
hereof. The Escrow Agent shall have no lien whatsoever on, or right of set-off with respect to, any of the moneys or Escrowed Securities on deposit in the Escrow Fund for the payment
of fees and expenses for services rendered by the Escrow Agent under this Agreement or otherwise. 5
(b) The Escrow Agent shall not be liable for the accuracy of the calculations as to the sufficiency of the Escrowed Securities and moneys to pay the Refunded Bonds. So long as the Escrow
Agent applies the Escrowed Securities and moneys held in the Escrow Fund as provided herein, the Escrow Agent shall not be liable for any deficiencies in the amounts necessary to pay
the Refunded Bonds. (c) In the event of the Escrow Agent's failure to account for any of the Escrowed Securities or moneys received by it, said Escrowed Securities or moneys shall be
and remain the property of the Issuer in trust for the Owners of the Refunded Bonds and if, for any reason, such Escrowed Securities or moneys are not applied as herein provided, the
assets of the Escrow Agent shall be impressed with a trust for the amount thereof until the required application shall be made. (d) The Escrow Agent shall not be responsible for any
action or failure to take action on the part of the Paying Agent. Notwithstanding the foregoing subsections the Escrow Agent shall not be relieved of liability arising from, and proximate
to, its failure to comply fully with the terms of this Agreement. (e) The Escrow Agent undertakes to perform such duties and only such duties as are specifically set'forth in t h s Agreement.
( f ) The Escrow Agent may rely and shall be protected in acting upon or refraining from acting upon any resolution, certificate, statement, instrument, opinion, repoh, notice, request,
direction, consent, verification, order, bond, debenture, or other paper or document believed by the Escrow Agent to be genuine and to have been signed or presented by the proper party
or parties. (g) The Escrow Agent shall not be liable for any error of judgment made in good faith by an authorized officer, employee or agent of the Escrow Agent, unless it shall be
proved that the Escrow Agent was negligent in ascertaining the pertinent facts. (h) Whether or not therein expressly so provided, every provision of this Escrow Agreement relating to
the conduct or affecting the liability of or affording protection to the Escrow Agent shall be subject to the provisions of this Section. 12. Fees and Costs. The aggregate amount of
the costs, fees and expenses of the Escrow Agent in connection with the creation of the escrow described in and created by this Agreement and in carrying out any of the duties, terms
or provisions of this Agreement is a one-time fee in the amount of $2,500.00, which amount shall be paid from money on deposit in the Costs of Issuance Account established by the Bond
Resolution, concurrently with the issuance and delivery of the Bonds. Notwithstanding the preceding paragraph, the Escrow Agent shall be entitled to reimbursement from the Issuer of
reasonable out-of-pocket, legal or extraordinary expenses incurred in carrying out the duties, terms or provisions of this Agreement. Claims for such reimbursement may be made to the
Issuer and in no event shall such reimbursement be made from funds held by the Escrow Agent pursuant to this Agreement. Including the amount set forth in Section 5 hereof, the Escrow
Agent shall receive the sum of $44,891.97 for deposit into the Costs of Issuance Account hereby created with the Escrow Agent. The Escrow Agent shall pay Costs of Issuance in an aggregate
sum not to exceed said amount. An estimated 6
schedule of such expenses are attached hereto as Schedufe3. The Escrow Agent is authorized to pay such costs based on receipt of invoices or statements in amounts not in excess of those
estimated on Schedule 3. In the event invoices are received in excess of the estimated amounts set forth on Schedule 3, such amounts shall not be paid without written approval of the
Issuer.-Any Costs of Issuance funds on deposit which the Issuer shall certify to the Escrow Agent are not needed to pay such expenses shall be returned to the Issuer following receipt
of such certification, but in any case not later than 30 days prior to April 1,2011. . 13. Resignation or Removal of Escrow Agent; Successor Escrow Agent. The Escrow . Agent at the time
acting hereunder may at any time resign and be discharged from its duties and responsibilities hereby created by giving written notice by registered or certified mail to the Issuer and
the Paying Agent (who shall cause notice to be given to the Owners of the Refunded Bonds by first-class mail) not less than 60 days prior to the date when the resignation is to take
effect. Such resignation shall take effect immediately upon the acceptance of the Issuer of the resignation, the appointment of a successor Escrow’Agent (which may be a temporary Escrow
Agent) by the Issuer, the acceptance of such successor Escrow Agent of the terms, covenants and conditions of this Agreement, the transfer of the Escrow Fund, including the money and
Escrowed Securities held therein, to such successor Escrow Agent and the completion of any other actions required for the principal of and interest on the Escrowed Securities’to be made
payable to such successor Escrow Agent rather than the resigning Escrow Agent. The Escrow Agent may be removed at any time by an instrument or concurrent instruments in writing, delivered
to the Escrow Agent and the Issuer and signed by the owners of a majority in principal amount of the Refunded Bonds then outstanding; provided that written notice thereof is mailed on
or before the date of such removal by first-class mail, postage prepaid, to all Owners of such Refunded Bonds, who are not parties to such instruments. The Escrow Agent may also be removed
by the Issuer if the Escrow Agent fails to make timely payment of available moneys on any Bond Payment Date to the Paying Agent of the amounts required to be paid by it on such Bond
Payment Date by Section 7(b) of this Agreement; provided that written notice thereof is mailed on or before the date of such removal by fmtclass mail, postage prepaid, to the Paying
Agent and to all Owners of such Refunded Bonds, who are not parties to such instruments. Any removal pursuant to this paragraph shall become effective upon the appointment of a successor
Escrow Agent (which may be a temporary successor Escrow Agent) by the Issuer, the acceptance of such successor Escrow Agent of the terms, covenants and conditions of this Agreement,
the transfer of the Escrow Fund, including the money and Escrowed Securities held therein, to such successor Escrow Agent and the completion of any other actions required for the principal
of and interest on the Escrowed Securities to be made payable to such successor Escrow Agent rather than the Escrow Agent being removed. If the Escrow Agent shall resign or be removed,
or be dissolved, or shall be in the course of dissolution or liquidation, or otherwise become incapable of acting hereunder, or in case the Escrow Agent shall be taken under the control
of any public officer or officers, or of a receiver appointed by a court, the Issuer shall appoint a temporary Escrow Agent to fill such vacancy until a successor Escrow Agent shall
be appointed by the Issuer in the manner above provided, and any such temporary Escrow Agent so appointed by the Issuer shall immediately and without further act be superseded by the
successor Escrow Agent so appointed. If no appointment of a successor Escrow Agent or a temporary successor Escrow Agent shall have been made by the Issuer pursuant to the foregoing
provisions of this Section within 60 days after written notice of resignation of the Escrow Agent has been given to the Issuer or instrument of removal has been delivered to the Escrow
Agent, the Owner of any of the Refhded Bonds or any retiring or 7
removed Escrow Agent may apply to any court of competent jurisdiction for the appointment of a successor Escrow Agent, and such court may thereupon, after such notice, if any, as it
shall deem proper, appoint a successor Escrow Agent. No successor Escrow Agent shall be appointed unless such successor Escrow Agent shall be a corporation with trust powers authorized
to do business in the State of Kansas (as required by K.S.A. 10-427 et seq., as amended), and organized under the banking laws of the United States or the State of Kansas and shall have
at the time of appointment capital and surplus of not less than $10,000,000. Every successor Escrow Agent appointed hereunder shall execute, acknowledge and deliver to its predecessor
and to the Issuer an instrument in writing accepting such appointment hereunder, and thereupon such successor Escrow Agent without any further act, deed or conveyance shall become hlly
vested with all the rights, immunities, powers, trusts, duties and obligations of its predecessor, but such predecessor shall, nevertheless, on the written request of such successor
Escrow Agent or the Issuer, execute and deliver an instrument transferring to' such successor Escrow Agent all the estates, properties, rights, powers and trusts of such predecessor
hereunder, and every predecessor Escrow Agent shall deliver all securities and money held by it to its successor. Should any transfer, assignment or instrument in writing from the Issuer
be required by any successor Escrow Agent for more fully and certainly vesting in such successor Escrow Agent the estates, rights, powers and duties hereby vested or intended to be vested
in the predecessor Escrow Agent, any such transfer, assignment and instruments in writing shall, on request, be executed, acknowledged and delivered by the Issuer. Any corporation into
which the Escrow Agent, or any successor to it of the duties and responsibilities created by this Agreement, may be merged or converted or with which it or any successor to it may be
consolidated, or any corporation resulting from any merger, conversion, consolidation or reorganization to which the Escrow Agent or any successor to it may be a party, shall, if satisfactory
to the Issuer, be the successor Escrow Agent under this Agreement without the execution or filing of any paper or any other act on the part of the parties hereto, anythmg herein to the
contrary notwithstanding. In the event of resignation or removal of the Escrow Agent, a portion of the amount paid to the Escrow Agent pursuant to the preceding section shall be returned
to the Issuer, such portion to be computed by multiplying the fee specified in the preceding section by the ratio of the number of months which the trust created by this Agreement will
continue from the effective date of such resignation or removal to the entire term of such trust. Of the amount paid to the Escrow Agent, one-half of the onetime fee shall be treated
as the initial set up fee and is not refundable. 14. Amendments to this Agreement. This Agreement is made for the benefit of the Issuer and the Owners from time to time of the Refunded
Bonds and it shall not be repealed, revoked, altered or amended without the written consent of all such Owners, the Escrow Agent and the Issuer; provided, however, that the Issuer and
the Escrow Agent may, without the consent of, or notice to, such Owners, enter into such agreements supplemental to this Agreement as shall not adversely affect the rights of such Owners
and as shall not be inconsistent with the terms and provisions of this Agreement, for any one or more of the following purposes: (a) to cure any ambiguity or formal defect or omission
in this Agreement; (b) to grant to, or confer upon, the Escrow Agent for the benefit of the Owners of the Refhded Bonds, any additional rights, remedies, powers or authority that may
lawfully be granted to, or conferred upon, such Owners or the Escrow Agent; and 8
(c) to subject to this Agreement additional funds, securities or properties. The Escrow Agent shall be entitled to rely exclusively upon an unqualified written opinion of Bond Counsel
with respect to compliance with this Section, including the extent, if any, to which any change, modification, addition or elimination affects the rights of the Owners of the Rehded
Bonds, or that any instrument executed hereunder complies with the conditions and provisions of this Section. 15. Indemnification. The Issuer hereby assumes liability for, and hereby
agrees (whether or not any of the transactions contemplated hereby are consummated) to indemnify, protect, save and hold harmless the Escrow Agent and its respective successors, assigns,
agents and servants, from and against any and all liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs, expenses and disbursements (including legal fees,
expenses and disbursements, without limitation) of whatsoever kind and nature which may be imposed on, incurred by, or asserted against, at any time, the Escrow Agent (whether or not.also
indemnified against the same by the Issuer or any other person under any other agreement or instrument) and in any way relating to or arising out of the execution and delivery of this
Agreement, the establishment of the Escrow Fund or the Costs of Issuance Account established hereunder, the acceptance of the moneys and securities deposited therein, the purchase of
the Escrowed Securities, the retention of the Escrowed Securities or the proceeds thereof and any payment, transfer or other application of moneys or securities by the Escrow Agent in
accordance with the provisions of this Agreement; provided however, that the Issuer shall not be required to indemnify the Escrow Agent against the Escrow Agent's own negligence or willful
misconduct. In no event shall the Issuer be liable to any person by reason of the transactions contemplated hereby other than to the Escrow Agent as set forth in this Section 15. The
indemnities contained in this Section 15 shall survive the termination of this Agreement. The Escrow Agent and its respective successors, assigns, agents, directors, officers, employees
and servants shall not be held to any personal liability whatsoever, in tort, contract or otherwise, in connection with the execution and delivery of this Agreement, the establishment
of the Escrow Fund or the Costs of Issuance Account, the acceptance of the moneys deposited therein, the purchase of the Escrowed Securities; the retention of the Escrowed Securities
or the proceeds thereof or any payment, transfer or other application of the moneys or securities held by the Escrow Agent in accordance with the provisions of this Agreement or by reason
of any non-negligent act, omission or error of the Escrow Agent made in good faith in the conduct of its duties. The duties and obligations of the Escrow Agent shall be determined by
the express provisions of this Agreement. The Escrow Agent may consult with counsel who may or may not be counsel to the Issuer, and in reliance upon the opinion of such counsel shall
have full and complete authorization and protection in respect of any action taken, suffered or omitted by it in good faith in accordance therewith. Whenever the Escrow Agent shall deem
it necessary or desirable that a matter be proved or established prior to taking, suffering or omitting any action under this Agreement, such matter may be deemed to be conclusively
established by a certificate signed by an authorized officer of the Issuer. 16. Notices. Except as otherwise provided herein, it shall be sufficient service of any notice, request, complaint,
demand or other paper required by the Bond Resolution or this Agreement to be given to or filed with the parties hereto or any entity referenced herein if the same. shall be duly mailed
by certified mail, postage prepaid, return receipt requested, addressed to the Notice Representative at the Notice Address (as said terms are defined in the Bond Resolution). 9
17. Termination. This Agreement shall terminate when all transfers required to be made by the Escrow Agent under the provisions hereof shall have been made. 18. Severability. If any
one or more of the covenants or agreements provided in this Agreement on the part of the Issuer or the Escrow Agent to be performed should be determined by a court of competent jurisdiction
to be contrary to law, such covenant or agreement shall be deemed and construed to be severable from the remaining covenants and agreements herein contained, and shall in no way affect
the validity of the remaining provisions of this Agreement. 19. Successors and Assigns. All of the covenants, promises and agreements in this Agreement contained by or on behalf of the
Issuer or by or on behalf of the Escrow Agent shall be binding upon, and inure to the benefit of, their respective successors and assigns, whether or not so expressed. 20. Governing
Law. This Agreement shall be governed by, and be construed in accordance with, the laws of the State of.Kansas. 21. Headings. Any headings preceding the text of the several Sections
hereof or marginal notes appended to copies hereof, shall be solely for convenience of reference, and shall not constitute a part of this Agreement, nor shall they affect its meaning,
construction or effect. 22. Counterparts. This Agreement may be executed in several counterparts, all or any of which shall be regarded, for all purposes, as one original, and shall
constitute and be but one and the same instrument. [BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK] 10
IN WITNESS WHEREOF, the parties hereto have each caused this Agreement to be executed by their duly authorized officers or elected officials, and their corporate seals to be hereunder
affixed and attested as of the date first above written. CITY OF SALINA, KANSAS ATTEST a Title: Clerk 0 (Signature Page to Escrow Trust Agreement)
IN WITNESS WHEREOF, the parties hereto have each caused this Agreement to be executed by their duly authorized officers or elected officials, and their corporate seals to be hereunder
affixed and attested as of the date first above written. ATTEST: UMB NATIONAL BANK OF AMERICA WICHITA, KANSAS, as Escrow Agent n (Signature Page to Escrow T+ Agreement)
SCHEDULE I TO ESCROW TRUST AGREEMENT VERIFICATION REPORT s-1-1
Robert Thomas CPA, LLC Certified Public Accountants CITY OF SALINA, KANSAS Verification Report October 29,2010
Robert Thomas CPA, LLC Certified Public Accountants INDEPENDENT ACCOUNTANT'S VERIFICATION REPORT October 29,2010 City of Salina, Kansas ("Issuer") 300 West Ash Salina, Kansas 67402 Treasurer
of the State of Kansas ("Paying Agent") 900 S.W. Jackson, Suite 201N Topeka, Kansas 66612 George K. Baum & Company ("Underwriter") 4801 Main, Suite 500 Kansas City, Missouri 641 12 Gilmore
& Bell, P.C. ("Bond Counsel") 2405 Grand Boulevard, Suite 1100 Kansas City, Missouri 64108 Pursuant to the request of the Underwriter, on behalf of the Issuer, we have performed certain
procedures, as discussed below, in connection with the Issuer's proposed issuance of $7,860,000 General Obligation Refunding Bonds, Series 2010-8, dated October 15,2010 (the "Bonds").
A portion of proceeds from the Bonds will be used to acquire United States Treasury Obligations-State and Local Government Series (the "SLGS" or "Escrowed Securities") and establish
a beginning cash deposit to provide funds to: advance refund the callable maturities comprising serial bonds originally scheduled to mature October 1, 2012 through October 1, 2016 (the
"2001 Refunded Bonds") of the Issuer's outstanding General Obligation Internal Improvement Bonds, Series 2001-A, dated July 1,2001 (the "2001 Bonds"); and advance refund the callable
maturities comprising serial bonds originally scheduled to mature October 1, 2013 through October 1, 2017 (the "2002 Refunded Bonds") of the Issuer's outstanding General Obligation Internal
Improvement Bonds, Series 2002-8, dated July 15,2002 (the "2002 Bonds"). It is our understanding the Bond proceeds will also be used to provide funds to repay certain outstanding loans
of the Issuer. We were not asked to verify this portion of the transaction.
City of Salina, Kansas October 29,2010 Page 2 Collectively, the 2001 Refunded Bonds and the 2002 Refunded Bonds are hereinafter referred to as the "Refunded Bonds" and collectively,
the 2001 Bonds and the 2002 Bonds are hereinafter referred to as the "Prior Bonds". The procedures were performed solely to assist the addressees of this report in evaluating the mathematical
accuracy of certain schedules prepared by the Underwriter which indicate that: there will be sufficient funds available in an escrow account (the "Escrow Fund") to be established on
October 29, 2010, to pay the remaining payments of principal and interest related to the Refunded Bonds (the "Escrow Requirements"), assuming: \ the 2001 Refunded Bonds, in the aggregate
principal amount of $1,775,000, will be redeemed on October I, 201 I, at 100.00 percent of the principal amount thereof, as shown on Exhibit C-I; and the 2002 Refunded Bonds, in the
aggregate principal amount of $325,000, will be redeemed on October 1, 2012, at 100.00 percent of the principal amount thereof, as shown on Exhibit C-2; and the yield on the Escrowed
Securities is less than the yield on the Bonds. The procedures we performed are summarized below: 1. 2. 3. 4. 5. 6. We independently calculated the future cash receipts from the Escrowed
Securities and compared the future cash receipts to the Underwriter's schedules, and found the future cash receipts to be in agreement. We independently calculated the Escrow Requirements
related to the Refunded Bonds, using information from the respective Official Statements for the Prior Bonds and the respective Resolutions for the Prior Bonds (the "Prior Bond Documents"),
compared the Escrow Requirements to the Underwriter's schedules, and found the Escrow Requirements to be in agreement. Using the results of our independent calculations described in
procedures 1 and 2 above, and using an assumed initial cash deposit of $5.46 to the Escrow Fund on October 29, 2010 we prepared an Escrow Fund cash flow schedule (attached hereto as
Exhibit A). The resulting cash flow schedule indicates that there will be sufficient funds available in the Escrow Fund to pay the Escrow Requirements on a timely basis. We compared
the interest rates for the SLGS on the final SLGS Subscription Review Form (provided by the Underwriter and attached to this report) to the Department of the Treasury Bureau of the Public
Debt SLGS Table for use on October 18, 2010 and found the interest rates on the final SLGS Subscription Review Form to be less than or equal to the applicable maximum allowable interest
rates for use on October 18,2010. We compared the terms (Le., the principal amounts, interest rates, issue dates, first interest payment date and maturity dates) of the SLGS to be acquired
on October 29, 2010, as summarized herein, to the final SLGS Subscription Review Forms, provided by the Underwriter; we found the terms to be in agreement. We compared pertinent terms
of the Refunded Bonds (i.e., debt service payment dates, annual maturity amounts, interest rates and optional redemption provisions), as summarized herein, to the information from the
Prior Bond Documents; we found the terms to be in agreement.
City of Salina, Kansas October 29,2010 Page 3 7. We compared the maturity and interest payment dates, interest rates, and issue prices to the public of the Bonds, as summarized herein,
to the Official Statement for the Bonds provided by the Underwriter; we found the terms to be in agreement. 8. We independently calculated the yield on the Escrowed Securities and the
yield on the Bonds, assuming a settlement date of October 29,2010. The term "yield," as used herein, means that yield which, when used in computing the present value of all payments
of principal and interest on an obligation compounded semiannually using a 301360-day year basis, produces an amount equal to: in the case of the Escrowed Securities, the purchase price
of such securities; and in the case of the Bonds, the issue price to the public, plus accrued interest on the Bonds, as represented by the Underwriter. The results of our yield calculations,
which are listed below, were compared to the yield calculations provided by the underwriter; we found the yields to be in agreement. YIELD EXHIBIT Yield on the Bonds Yield on the Escrowed
Securities 0.2325850% B-1 1.9025527% D-I Based on performing the agreed-upon procedures, we have found that those schedules provided by the Underwriter, when compared to those schedules
prepared by us (attached hereto as Exhibits), are arithmetically accurate and reflect, based on the assumptions set forth herein, that: there will be sufficient funds available in the
Escrow Fund to pay the Escrow Requirements on a timely basis; and the yield on the Escrowed Securities is less than the yield on the Bonds. This engagement was performed in accordance
with standards established by the American Institute of Certified Public Accountants (the "AICPA"). The sufficiency of these procedures is solely the responsibility of the specified
users of the report. We make no representation regarding the sufficiency of the procedures summarized above, either for the purpose for which this report has been requested or for any
other purpose.
City of Salina, Kansas October 29,2010 Page 4 We were not engaged to, and did not, perform additional procedures, beyond those described herein, which would constitute an examination,
the objective of which would be the expression of an opinion on the achievability of the anticipated escrow account cash sufficiency or yield calculations. Accordingly, in accordance
with standards for attestation services established by the AICPA, we cannot express such an opinion. Had we performed an examination or performed additional procedures, other matters
might have come to our attention that would have been reported to you. The results of our independent calculations with respect to the proposed transactions are summarized in the accompanying
exhibits. The original .computations, along with related characteristics and assumptions contained herein, were provided by the Underwriter on behalf of the Issuer. We relied solely
on this information and these assumptions and limited our work to performing those procedures set forth above. This report is issued solely for the information of, and assistance to,
the addressees of this report and is not to be quoted or referred to in any document, except for the Official Statement for the Bonds and required closing transaction documents. Additionally,
this report should not be used by those who have not agreed to the procedures and taken responsibility for the sufficiency of the procedures for their purposes. Under the terms of our
engagement, we have no obligation to update this report because of events or transactions occurring subsequent to the date of this report. Shawnee Mission, Kansas
APPENDIX
Exhibit A B-1 8-2 8-3 c-1 c-2 D-1 0-2 E CITY OF SALINA, KANSAS TABLE OF CONTENTS Escrow Fund Cash Flow Cash Receipts From and Yield on the Escrowed Securities Schedule of Interest Receipts
and Principal Maturities of the Escrowed Securities Characteristics and Purchase Price of the Escrowed Securities Remaining Scheduled Debt Service Payments and Escrow Requirements for
the 2001 Refunded Bonds Remaining Scheduled Debt Service Payments and Escrow Requirements for the 2002 Refunded Bonds Debt Service and Yield on the Bonds Characteristics and Pricing
Summary of the Bonds Sources and Uses of Funds Page 1 2 3 4 5 6
EXHIBIT A CITY OF SALINA, KANSAS Cash receipts from Escrowed Securities Date (Exhibit B-1) GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-8 ESCROW FUND CASH FLOW Initial cash deposit
on 10/29/2010 3/28/2011 $ 48,926.15 4/1/2011 9/28/2011 1,823,926.47 10/1/2011 3/28/2012 7,036.52 4/1/2012 9/28/2012 332,035.40 10/1/2012 $ 2,211,924.54 Cash disbursements for the 2001
Refunded Bonds (Exhibit C-I) $ 41,890.00 1,816,890.00 $ 1,858,780.00 Cash disbursements for the 2002 Refunded Bonds (Exhibit C-2) $ 7,036.25 7,036.25 7,036.25 332,036.25 $ 353,145.00
Cash balance $ 5.46 48,931.61 5.36 1,823,931.83 5.58 7,042.1 0 5.85 332,041.25 5.00 Page 1
EXHIBIT B-1 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-8 CASH RECEIPTS FROM AND YIELD ON THE ESCROWED SECURITIES Cash receipts from Escrowed Securities Date
(Exhibit 8-2) 3/28/2011 $ 48,926.15 9/28/2011 1,823,926.47 3/28/2012 7,036.52 9/28/2012 332,035.40 $ 2,211,924.54 (To Exhibit A) Total purchase price of the Escrowed Securities (Exhibits
8-3 and E) Present value on 1012912010 using a yield of 0.2325845% $ 48,879.10 1,820,055.96 7,O 1 3.43 330.561 5 1 $ 2,206,510.00 $ 2,206,510.00 1 Page 2
EXHIBIT 8-2 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 20148 SCHEDULE OF INTEREST RECEIPTS AND PRINCIPAL MATURITIES OF THE ESCROWED SECURITIES 312812011 date 0.150%
Payment $ 48,450 312812011 $ 48,479.87 9/281201 1 3/28/2012 9/28/2012 $ 48,479.87 91281201 1 3/28/2012 $ 1,820,057 $ 6,498 0.200% 0.250% $ 6.73 $ 1,823,387.95 8.12 6,506.12 $ 1,823,387.95
$ 6,520.98 91281201 2 0.320% $ ' 331,505 Total $ 439.55 $ 48,926.15 530.40 1,823,926.47 530.40 7,036.52 332,035.40 332,035.40 $ 333,535.75 $ 2,211,924.54 (To Exhibit B-1) Page 3
EXHIBIT 8-3 Maturity date 3/28/2011 9/28/2011 3/26/2012 9/28/2012 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-8 CHARACTERISTICS AND PURCHASE PRICE OF THE ESCROWED
SECURITIES U.S. TREASURY OBLIGATIONS -STATE AND LOCAL GOVERNMENT SERIES Coupon Type Par rate Total Purchase Price of the Escrowed Securities (Exhibit E) SLGS SLGS SLGS SLGS $ 48,450
1,820,057 6,498 331,505 $ 2,206,510 $ 2,206,510 0.150% 0.200% 0.250% 0.320% Page 4
EXHIBIT C-I 4/1/2011 $ 41,890.00 $ 41,890.00 10111201 1 41,890.00 41,890.00 41112012 41,890.00 41,890.00 CITY OF SALINA, KANSAS $ 41,890.00 1,816,890.00 GENERAL OBLlGATlON REFUNDING
BONDS SERIES 20104 REMAINING SCHEDULED DEBT SERVICE PAYMENTS AND ESCROW REQUIREMENTS FOR THE 2001 REFUNDED BONDS Remaining Scheduled Debt Service Payments to Original Maturity Date (For
Reference Purposes Only) Total Debt Date Principal rate Interest Payments Interest Service 1011 1201 2 $ 355,000 41112013 1011 1201 3 355,000 411 1201 4 1 011 1201 4 355,000 41112015
10111201 5 355,000 41112016 10111201 6 355,000 $ 1,775,000 4.500% 4.625% 4.725% 4.850% 4.900% 41,890.00 33,902.50 33,902.50 25,693.13 25,693.1 3 17,306.25 17,306.25 8,697.50 8,697.50
$ 338,758.76 396,890.00 33,902.50 388,902.50 25,693.13 380,693.13 17,306.25 372,306.25 8,697.50 363,697.50 $ 2,113,758.76 (To Exhibit A) Page 5
EXHIBIT C-2 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-8 REMAINING SCHEDULED DEBT SERVICE PAYMENTS AND ESCROW REQUIREMENTS FOR THE 2002 REFUNDED BONDS Remaining
Scheduled Debt Service Payments to Original Maturity Date (For Reference Purposes Only) Total Debt Date Principal rate Interest Payments Interest Service 41112011 10/1/2011 4/1/2012
$ 7,036.25 $ 7,036.25 7,036.25 7,036.25 7,036.25 7,036.25 10/1/2012 7,036.25 7,036.25 411/2013 7,036.25 7,036.25 10/1/2013 $ 65,000 4/1/2014 10111201 4 65,000 411 120 1 5 101112015 65,000
4111201 6 1011 1201 6 65,000 411/2017 10111201 7 65,000 4.100% 4.250% 4.350% 4.450% 4.500% 7,036.25 5,703.75 5,703.75 4,322.50 4,322.50 2,908.75 2,908.75 1,462.50 1,462.50 Escrow requirements
$ 7,036.25 7,036.25 7,036.25 332,036.25 72,036.25 5,7 0 3.7 5 70,703.75 4,322.50 69,322.50 2,908.75 67,908.75 1,462.50 66.462.50 $ 325.000 fi 71.012.50 fi 396.012.50 Page 6
EXHIBIT D-1 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-8 Debt service payment date 411 1201 1 10/1/201 1 41112012 101112012 411 120 1 3 10/112013 4/112014
101112014 41112015 1 011 120 1 5 411/2016 101112016 411 1201 7 101112017 4111201 8 10/1/2018 41112019 1011 1201 9 41112020 10/112020 4/1/2021 10/112021 41112022 10/112022 4/1/2023 10/1/2023
Principal (Exhibit D-2) $ 500,000 850,000 925,000 925,000 925,000 925,000 565,000 525,000 550,000 425,000 300,000 31 0,000 135,000 $ 7,860,000 DEBT SERVICE AND YIELD ON THE BONDS Aggregate
Offering Price of the Bonds (Exhibit D-2) Accrued Interest from 1011512010 to I012912010 Interest rate 0.500% 2.000% 2.000% 2.000% 2.000% 2.000% 2.250% 3.000% 2.250% 2.500% 2.700% 2.750%
3.000% Interest $ 76,377.29 82,818.75 81,568.75 81,568.75 73,068.75 73,068.75 63,818.75 63,818.75 54,568.75 54,568.75 45,318.75 45,318.75 36,068.75 36,068.75 29,712.50 29,712.50 21,837.50
21,837.50 15,650.00 15,650.00 10,337.50 10,337.50 6,287.50 6,287.50 2,025.00 2,025.00 Total debt service $ 76,377.29 582,818.75 81,568.75 931,568.75 73,068.75 998,068.75 63,818.75 988,818.75
54,568.75 979,568.75 45,318.75 970,318.75 36,068.75 601,068.75 29,712.50 554,712.50 21,837.50 571,837.50 15,650.00. 440,650.00 10,337.50 310,337.50 6,287.50 316,287.50 2,025.00 137,025.00
3 I .ON721 -04 Present value on I 0129120 1 0 using a yield of 1.9025527% $ 75,769.09 572,729.43 79,401.37 898,270.78 69,793.06 944,341.75 59,814.33 91 8,040.40 50,185.39 892,393.49
40,896.64 867,385.72 31,938.69 527,227.88 25,816.75 477,439.71 18,618.37 482,947.1 3 13,092.71 365,171.69 8,486.08 252,356.1 9 5,064.61 252,370.22 1,600.55 107,283.33 $ 8,899,721.04
$ 8,038,435.36 $ 8,031,993.90 6.441.46 $ 8,038,435.36 Page 7
EXHIBIT D-2 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-8 CHARACTERISTICS AND PRICING SUMMARY OF THE BONDS Scheduled Yield maturity Interest as of Gross date
Principal Rate 1 0129120 1 0 Price Production 10111201 1 101112012 101112013 101112014 10/1/2015 101112016 101112017 10111201 8 101112019 101112020 101112021 101112022 101112023 $ 500,000
850,000 925,000 925,000 925,000 925,000 565,000 525,000 550,000 425,000 300,000 310,000 135,000 $ 7,860,000 Aggregate Offering Price of the Bonds (Exhibit E) Par amount of the Bonds
Net original issue premium I (discount) 0.500% 2.000% 2.000% 2.000% 2.000% 2.000% 2.250% 3.000% 2.250% 2.500% 2.700% 2.750% 3.000% 0.500% 0.700% 0.850% 1.100% 1.350% 1.650% 1 .goo% 2.100%
2.300% 2.500% 2.700% 2.850% 3.000% 100.000 102.477 103.311 103.445 103.084 101.966 102.259 106.535 99.597 100.000 100.000 98.993 100.000 $ 500,000.00 871,054.50 955,626.75 956,866.25
953,527.00 943,185.50 577,763.35 559,308.75 547,783.50 425,000.00 300,000.00 306,878.30 135,000.00 $ 8,031,993.90 $ 8,031,993.90 7,860,000.00 $ 171,993.90 Page 8
EXHIBIT E CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-8 SOURCES AND USES OF FUNDS Sources of Funds Par amount of the Bonds Net Original issue premium /(discount)
Aggregate Offering Price of the Bonds Accrued Interest from 10/15/2010 to 10/29/2010 Purchase price of Escrowed Securities Beginning cash deposit to Escrow Fund Total deposit to Escrow
Fund Issuance Costs Underwriter's Discount Deposit to the Debt Service Account-Accrued Interest Deposit to repay SRF Loans Uses of Funds $ 7,860,000.00 171,993.90 8,031,993.90 6,441.46
$ 2,206,510.00 5.46 2,206,515.46 44,891.96 58,950.00 6,441.46 5,721,636.48 $ 8,038,435.36 Page 9
DEPARTMENT OF THE TREASURY BUREAU OF THE PUBLIC DEBT PARKERSBURG, WV 26 106-0396 SUBSCRIPTION CONFIRMATION State and Local Government Series Securities Treasury Case Number: Program
Type: Issue Amount: Issue Date: Owner Name: TIN: Rate Table Date: Status: Confirmation Date: Confirmation Time: 201 004741 Time Deposit $2,206,510.00 10/29/2010 Salina, Kansas 48-601
7288 10/18/2010 Complete 1 0/18/20 1 0 03:31 PM EDT
US. Treasury Securities SLGS Time Deposit Subscription View Issue Information Treasury Case 201004741 Number Status Complete Issue Date 10/29/2010 Issue Amount $2,20631 0.00 Rate Table
Date 10/18/2010 Owner Taxpayer 48-601 7288 Identification Number Issue Underlying Bond General Obligation Refunding Bonds, Series 201 0-6 Owner Name Salina, Kansas Address Line 1 300
West Ash Line 2 P.O. Box 736 Line 3 City Salina Zip Code 67402-0736 State KS Contact Name Telephone Fax E-mail Trustee ABA Routing Number Bank Reference Number Bank Name Address Line
1 Line 2 Line 3 City State Zip Code Contact Name Telephone Fax E-mail Rodney Franz 785-309-5735 785-309-5738 rod.franz@salina.org 101 000695 UMB National Bank of America 130 N. Market
Wichita KS 67202 Bonnie Mosher 31 6-267-1 191 31 6-256-1301 bonnie.rnosher@urnb.com OMB: NO: 1535-0092 Datenime: 10/18/2010 03:32 PM EDT Page: 1 of 2 Funds for Purchase ABA Routing Number
101 000695 Bank Name UMB National Bank of America Contact Name Bonnie Mosher 4, Telephone 31 6-267-1 191 Fax 31 6-256-1301 E-mail bonnie.mosher@umb.com
U.S. Treasury Securities SLGS Time Deposit Subscription View Security Security Type Principal Amount Interest Rate Number 1 c of I $48,450.00 0.1 50000000 2 c of I $1,820,057.00 0.200000000
3 Note $6,498.00 0.250000000 4 Note $331,505.00 0.320000000 OMB: NO: 1535-0092 Datemime: 1011 81201 0 03:32 PM EDT Page: 2 of 2 Maturity Date First Interest Security Payment Date Description
03/28/2011 09/28/2011 03/28/2012 03/28/2011 09/28/2012 03/28/2011 ACH Institutions & Instructions ABA Routing Number 101000695 ABA Routing Number 101000695 Bank Name UMB National Bank
of America Account Name Trust Clearance Acct Address Line 1 130 N. Market Account Number 9801018981 Line 2 Account Type Checking Line 3 State KS Zip Code 67202 City Wichita Contact Name
Bonnie Mosher Telephone 31 6-267-1 191 Fax 31 6-256-1 301 E-mail bonnie.rnosher@umb.com Subscriber ABMIN 43-1 61 1738 Organization Name Gilmore & Bell, P.C. Address Line 1 2405 Grand
Boulevard, Suite 1100 Line 2 Line 3 State MO Zip Code 64108 Contact Name Nancy Morris Telephone 81 6-221 -1 000 Fax 816-221-1018 City Kansas City E-mail nmorris@gilmorebeIl.com Viewers
SCHEDULE 2 TO ESCROW TRUST AGREEMENT REDEMPTION OF REFUNDED BONDS The following maturities of the Rehded Bonds will be called for redemption k d payment, prior to maturity, on the respective
redemption dates and at the respective redemption prices shown below: . Series Maturities Principal to be Redemption to be to be Redemption 200 1 -A October 1,201 1 2012 to 2016 $1,775,000
$1,775,000 2002-B October 1 , 20 12 2013 to 2017 325,000 325,000 Redeemed Redeemed Redeemed Price s-2-1
SCHEDULE 3 TO THE ESCROW AGREEMENT ESTIMATED COSTS OF ISSUANCE Bond Counsel Escrow Trustee Escrow Verification Rating Agency Fee Publication POS/Official Statement State Treasurer Attorney
General CUSlP Fee Miscellaneous TOTAL $2 1,000.00 $2,500.00 $3,000.00 $9,600.00 $1,000.00 $1,000.00 $3,580.00 $250.00 $450.00 $23 1 1.97 $44,891.97 s-5-1
EXHIBIT A-1 Treasurer of the State of Kansas [CERTIFIED MAIL] Landon State Office Bldg. 900 Southwest Jackson, Suite 201 Topeka, Kansas 66612-1235 George K. Baum & Company 4801 Main
Street Kansas City, Missouri 64112 RE: CALL FOR REDEMPTION CITY OF SALINA, KANSAS GENERAL OBLIGATION INTERNAL IMPROVEMENT BONDS SERIES 2001-A, DATED JULY 15,2001 2012 THROUGH 2016 MATURITIES
ONLY Notice is hereby given pursuant to K.S.A. 10-129, as amended, and pursuant to the provisions of Article III of Resolution No. 01-5733 (the “Bond Resolution”) of the City of Salina,
Kansas (the “Issuer”), that the above mentioned bonds described in the attached Notice of Call for Redemption (the “Called Bonds”), have been irrevocably called for redemption and payment
on October 1,2011. The Paying Agent is hereby requested to disseminate the attached Notice of Call for Redemption in accordance with K.S.A. 10-129 and the Bond Resolution. M e r redemption
of the Called Bonds the Paying Agent is requested to complete the attached Paying Agent’s Certification and forward a copy of same to the undersigned. CITY OF SALINA, KANSAS BY UMB National
Bank of America, Wichita, Kansas, as Escrow Agent] A-1-1
[The form of this Notice is to be rnodijied or amended to comply with the law and industry standards at the time of its distribution to the Owners of the Series 2001 -A Bonds.] NOTICE
OF CALL FOR REDEMPTION CITY OF SALINA, KANSAS GENERAL OBLIGATION INTERNAL IMPROVEMENT BONDS SERIES 2001-A, DATED JULY 15,2001 2012 THROUGH 2016 MATURITIES ONLY Notice is hereby given
to the registered owners of the abovecaptioned bonds (the “Bonds”) that pursuant to the provisions of Article HI of Resolution NO. 01-5733 (the “Bond Resolution”) of the City of Salina,
Kansas (the “Issuer”), that the Bonds maturing and thereafter (the “Called Bonds”), have been called for redemption and payment on October 1 , 201 1 (the “Redemption Date”), at the principal
ofice of the Treasurer of the State of Kansas, Topeka, Kansas (the “Bond Registrar and Paying Agent”). Maturity Principal Interest Cusip Amount Rate -No. 2012 $355,000 4.500% 2013 355,000
4.625 2014 3 55,000 4.725 2015 355,000 4.850 2016 355,000 4.900 On the Redemption Date there shall become due and payable, upon the presentation and surrender of each such Called Bond,
the redemption price thereof equal to 100% of the principal amount thereof together with interest accrued to the Redemption Date. Interest shall cease to accrue on the Called Bonds so
called for redemption from and after the Redemption Date provided such funds for redemption are on deposit with the Paying Agent. Neither the Issuer nor the Paying Agent shall be responsible
for the selection or use of the CUSP identification numbers shown above or printed on any of the Called Bonds. Said CUSP identification numbers are included solely for the convenience
of the owners of the Bonds. [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] A-1-2
Under the provisions of the Interest and Dividend Tax Compliance Act of 1983, as amended and codified at Section 3406(a)(I) of the Internal Revenue Code of 1986, paying agents making
payments of interest or principal on corporate securities or making payments of principal on municipal securities may be obligated to withhold a 31 percent tax from remittances to individuals
who have failed to G s h th e Paying Agent with a valid taxpayer identification number. Registered Owners of the Bonds who wish to avoid the imposition of the tax should submit certified
taxpayer identification numbers when presenting the Called Bonds for payment. CITY OF SALINA, KANSAS \ BY Treasurer of the State of Kansas, Topeka, Kansas, as Paying Agent . ........................
This Notice of Redemption shall be mailed by certified mail to the Treasurer of the State of Kansas, Topeka, Kansas, not less than 45 days prior to the Redemption Date and to George
K. Baum & Company, the original purchaser of the Series 2001-A Bonds, not less than 30 days prior to the Redemption Date. Notice shall also be given to certain repositories in order
to comply with the provisions of Rule 15~2-12o f the Securities and Exchange Commission. Notice may also be given in accordance with guidelines set forth in Securities and Exchange Commission
Release No. 34-23856, but such notice is not required by law. The Paying Agent shall notify the registered owners of the Called Bonds as provided in K.S.A. 10-129 as amended, and the
Bond Resolution. A-1-3
EXHIBIT A-2 Treasurer of the State of Kansas Landon State Office Bldg. 900 Southwest Jackson, Suite 201 Topeka, Kansas 66612-1235 [CERTIFIED MAIL] Country Club Bank, n.a. Kansas City,
Missouri RE: CALL FOR REDEMPTION CITY OF SALINA, KANSAS GENERAL OBLIGATION INTERNAL IMPROVEMENT BONDS SERIES 2002-B, DATED JULY 15,2002 2013 THROUGH 2017 MATURITIES ONLY Notice is hereby
given pursuant to K.S.A. 10-129, as amended, and pursuant to the provisions of Article III of Resolution No. 02-5835 (the “Bond Resolution”) of the City of Salina, Kansas (the “Iss~er’~th)a
t the above mentioned bonds described in the attached Notice of Call for Redemption (the “Called Bonds”), have been irrevocably called for redemption and payment on October 1 , 2012.
The Paying Agent is hereby requested to disseminate the attached Notice of Call for Redemption in accordance with K.S.A. 10-129 and the Bond Resolution. After redemption of the Called
Bonds the Paying Agent is requested to complete the attached Paying Agent’s Certification and forward a copy of same to the undersigned. CITY OF SALINA, KANSAS BY UMB National Bank of
America, Wichita, Kansas, as Escrow Agent A-3 -1
[The form of this Notice is to be modijied or amended to comply with the law and industry standards at the time of its distribution to the Owners of the Series 2002-B Bonds.] NOTICE
OF CALL FOR REDEMPTION CITY OF SALINA, KANSAS GENERAL OBLIGATION INTERNAL IMPROVEMENT BONDS SERIES 2002-B, DATED JCTLY 15,2002 2013 THROUGH 2017 MATURITIES ONLY Notice is hereby given
to the registered owners of the above-captioned bonds (the “Bonds”) that pursuant to the provisions of Article III of Resolution No. 02-5835 (the “Bond Resolution”) of the City of Salina,
Kansas (the “Issuer”) that the Bonds maturing , and thereafter (the “Called Bonds”), have been called for redemption and payment on October 1,2012 (the “Redemption Date”), at the principal
oEce of the Treasurer of the State of Kansas, Topeka, Kansas (the “Bond Registrar and Paying Agent”). Maturity Principal Interest Cusip Date Amount Rate -No. 2013 $65,000 4.100% 2014
65,000 4.250 2015 65,000 4.350 2016 65,000 4.450 201 7 65,000 4.500 On the Redemption Date there shall become due and payable, upon the presentation and surrender of each such Called
Bond, the redemption price thereof equal to 100% of the principal amount thereof together with interest accrued to the Redemption Date. Interest shall cease to accrue on the Called Bonds
so called for redemption from and after the Redemption Date provided such h d s for redemption are on deposit with the Paying Agent, Neither the Issuer nor the Paying Agent shall be
responsible for the selection or use of the CUSP identification numbers shown above or printed on any of the. Called Bonds. Said CUSP identification numbers are included solely for the
convenience of the owners of the Bonds. [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] A-3-2
Under the provisions of the Interest and Dividend Tax Compliance Act of 1983, as amended and codified at Section 3406(a)(I) of the Internal Revenue Code of 1986, paying agents making
payments of interest or principal on corporate securities or making payments of principal on municipal securities may be obligated to withhold a 3 1 percent tax fiom remittances to individuals
who' have failed to furnish the Paying Agent with a valid taxpayer identification number. Registered Owners of the Bonds who wish to avoid the imposition of the tax should submit certified
taxpayer identification numbers when presenting the Called Bonds for payment. CITY OF SALINA, KANSAS BY Treasurer of the State of Kansas, Topeka, Kansas, as Paying Agent ........................
. This Notice of Redemption shall be mailed by certified mail to the Treasurer of the State of Kansas, Topeka, Kansas, not less than 45 days prior to the Redemption Date and to Country
Club Bank, n.a., the original purchaser of the Series 2002-B Bonds, not less than 30 days prior to the Redemption Date. Notice shall also be given to certain repositories in order to
comply with the provisions of Rule 15122-12 of the Securities and Exchange Commission. Notice may also be given in accordance with guidelines set forth in Securities and Exchange Commission
Release No. 34-23856, but such notice is not required by law. The Paying Agent shall notify the registered owners of the Called Bonds as provided in K.S.A. 10-129 as amended, and the
Bond Resolution. A-3 -3
NOTICE OF DEFEASANCE OF BONDS CITY OF SALINA, KANSAS GENERAL OBLIGATION INTERNAL IMPROVEMENT BONDS SERIES 2001-4 DATED JULY 15,2001 2012 THOROUGH 2016 MATURlTlES ONLY Notice is hereby
given that the City of Salina, Kansas and UMB National Bank of America, Wichita, Kansas have entered into a certain Escrow Trust Agreement dated as of October 15,2010 which provides
that the above mentioned bonds maturing 2012 through 2016, will be called for redemption and payment on October 1 , 201 1 (the “Redemption Date”), at the principal office of the Treasurer
of the State of Kansas, Topeka, Kansas (the “Bond Registrar and Paying Agent”). ANotice of Call for Redemption shall be disseminated prior to the Redemption Date. CITY OF SALINA, KANSAS
By UMB National Bank of America Wichita, Kansas, as Escrow Agent ........................ This Notice of Defeasance shall be mailed by first class mail to the Treasurer of the State
of Kansas, Topeka, Kansas, a d to George K. Baum & Company, the original purchaser of the Series 2001-A Bonds not more than 60 days after October 29, 2010. Notice shall also be given
to certain repositories in order to comply with the provisions of Rule 15~2-12o f the Securities and Exchange Commission. Notice may also be given in accordance with guidelines set forth
in Securities and Exchange Commission Release No, 34-23856, but such notice is not required by law. B-1
EXHIBIT B-2 NOTICE OF DEFEASANCE OF BONDS CITY OF SALINA, KANSAS GENERAL OBLIGATION INTERNAL IMPROVEMENT BONDS SERIES 2002-B, DATED JULY 15,2002 2013 THOROUGH 2017 MATURITIES ONLY Notice
is hereby given that ‘the City of Salina, Kansas and UMB National Bank of America, Wichita, Kansas have entered into a certain Escrow Trust Agreement dated as of October 15, 2010 which
provides that the above mentioned bonds maturing 2013 through 2017, and thereafter, will be called for redemption and payment on October 1, 2012 (the “Redemption Date”), at the principal
office of the Treasurer of the State of Kansas, Topeka, Kansas (the “Bond Registrar and Paying Agent”). A Notice of Call for Redemption shall be disseminated prior to the Redemption
Date. CITY OF SALINA, KANSAS By UMB National Bank of America Wichita, Kansas, as Escrow Agent This Notice of Defeasance shall be mailed by first class mail to the Treasurer of the State
of Kansas, Topeka, Kansas, and to Country Club Bank, n.a., the original purchaser of the Series 2002-B Bonds not more than 60 days after October 29,2010. Notice shall also be given to
certain repositories in order to comply with the provisions of Rule 15~2-12of the Sec,urities and Exchange Commission. Notice may also be given in accordance with guidelines set forth
in Securities and Exchange Commission Release No. 34-23856, but such notice is not required by law. + -B-3
EXHIBIT C Description General Obligation Internal Improvement Bonds General Obligation Internal Improvement Bonds EVENT NOTICE PURSUANT TO SEC RULE 15C2-12@)(5)(C) Series Dated Date
Maturities Base 2001-A July 15,2001 2012 to 2016 2002-B July 15,2002 2013 to 2017 CUSP No. TO: The Municipal Securities Rulemaking Board via the Electronic Municipal Market Access system
for municipal securities disclosures (www.emma.msrb.org) Issuer/Obligated Person: City of Salina, Kansas (the “Obligated Person”) Issue(s) to which this Report Relates and CUSIP Base
Numbers for said Issues: Event Reported: Redemption of above-referenced Bonds on October 1, 201 1 for Series 2001-A Bonds and October 1, 2012 for the Series 2002-B Bonds; see attached
Exhibit A i l and A-2. Defeasance of above-referenced Bonds to October 1, 201 1 for the Series 2001-A Bonds and October 1, 2012 for the Series 2002-B Bonds; see attached Exhibit B-1
and B-2. The information contained in this Notice has been submitted by the Obligated Person pursuant to contractual undertakings the Obligated Person made in accordance with SEC Rule
15c2-12. Nothing contained in the undertaking or this Notice is, or should be construed as, a representation by the Obligated Person that the information included in this Notice constitutes
all of the information that may be material to a decision to invest in, hold or dispose of any of the securities listed above, or any other securities of the Obligated Person. For additional
information, contact: City of Salina, Kansas Attention: Finance Director Phone No. (785)309-5700 CITY OF SALINA, KANSAS Date Submitted By: UMB National Bank of America, Wichita, Kansas,
as Escrow Agent Enclosure cc: Lieu AM Eisey, Clerk George K. Baum & Company, Kansas City, Missouri Country Club Bank, n.a., Kansas City, Missouri Gilmore & Bell, P.C. c-3
DEPARTMENT OF FINANCE TELEPHONE (785) 309-5735 AND ADMINISTRATION FAX (785) 309-5738 Rodney Franz, Director TDD (785) 309-5747 300 West Ash, P.O. Box 736 Salina, Kansas 67402-0736 Salina
Website: wwwsalina-ks.gov E-MAIL rod.franz@saIina.org AUTHORIZATION TO SUBSCRIBE FOR THE PURCHASE OF UNITED STATES TREASURY TIME DEPOSIT SECURITIES -STATE AND LOCAL GOVERNMENT SERIES
October 1 8,20 10 Gilmore & Bell, P.C. 2405 Grand Blvd., Suite 1100 Kansas City, MO 64108 Attn: Nancy Morris Re: Subscription for Purchase of United States Treasury Time Deposit Securities
-State and Local Government Series I Issuer: City of Salina, Kansas Issuer’s Tax I.D. No: 48-601 7288 Bonds: General Obligation Refunding Bonds, Series 201 0-B Underwriter: George K.
Baum & Co., Kansas City, Missouri Escrow Agent:UMB National Bank of America, Wichita, Kansas Bond Counse1:Gilmore & Bell, P.C., Kansas City, Missouri Ladies and Gentlemen: In connection
with the issuance of the Bonds, the Issuer authorizes Bond Counsel to submit an initial subscription on its behalf for the purchase of United States Treasury Time Deposit Securities
-State and Local Government Series (the “SLGS”), to be issued as entries on the books of the Bureau of the Public Debt, Department of the Treasury. We understand that the total amount
of the subscription and the issue date will be determined by the Underwriter after consultation with the Issuer. The Issuer certifies that the SLGS will be purchased solely fiom proceeds
of the Bonds, and not from any amounts received from either (a) the sale or redemption before maturity of any marketable security, or (b) the redemption before maturity of a time deposit
SLGS (other than a zero-interest SLG).
The Issuer agrees that the final subscription and payment for the SLGS will be submitted to the U.S. Treasury Department on or before the issue date of the SLGS. The Issuer further authorizes
Bond Counsel to file the final subscriptions for SLGS, and to amend such subscriptions as permitted by the regulations of the U.S. Treasury Department, all on behalf of the Issuer. The
Issuer understands that, if it fails to settle on the subscription for the SLGS or makes an untimely or unauthorized change to the subscription, the Bureau of Public Debt may bar the
Issuer from subscribing for SLGS for six months beginning on the earlier of (a) the date the subscription is withdrawn, or (b) the proposed issue date of the SLGS. . CITY OF SALINA,
KANSAS Name: Rod Franz Title: Finance Director
DEPARTMENT OF THE TREASURY BUREAU OF THE PUBLIC DEBT PARKERSBURG, WV 261 06-0396 SUBSCRIPTION CONFIRMATION State and Local Government Series Securities Treasury Case Number: 201004741
Program Type: Issue Amount: Issue Date: Owner Name: TIN: Rate Table Date: Status: Confirmation Date: Confirmation Time: Time Deposit $2,206,510.00 1 0/29/20 1 0 Salina, Kansas 48-601
7288 10/18/2010 Complete 10/18/2010 03:31 PM EDT
U.S. Treasury Securities OMB: NO: 1535-0092 SLGS Time Deposit Subscription View Dateliime: 1011 8/2010 03:32 PM EDT Page: 1 of 2 Issue Information Treasury Case 201004741 Number Status
Complete Issue Date 10/29/2010 Issue Amount $2,20631 0.00 Rate Table Date 1011 8/2010 Owner Taxpayer 48-601 7288 Identification Number Issue Address Line 1 300 West Ash Line 2 P.O. Box
736 Line 3 City Salina State KS Zip Code 67402-0736 Contact Name Rodney Franz Telephone 7853094735 Fax 785-309-5738 Underlying Bond General Obligation Refunding Bonds, Series 2010-8
Owner Name Salina, Kansas E-mail rod.franz@salina.org Trustee ABA Routing Number 101000695 Bank Reference Number Address Line 1 130 N. Market Line 2 Line 3 Bank Name UMB National Bank
of America City Wichita State KS Zip Code 67202 . Contact Name Bonnie Mosher Telephone 316-267-1 191 Fax 316-256-1301 E-mail bonnie.mosher@umb.com Funds for Purchase ABA Routing Number
101000695 Bank Name UMB National Bank of America Telephone 316-267-1 191 Fax 316-256-1301 Contact Name Bonnie Mosher E-mail bonnie.mosher@umb.com
.-Security Security Type Principal Amount Number 1 c of I $48,450.00 2 c of I $1,820,057.00 3 Note $6,498.00 4 -Note $331,505.00 U.S. Treasury Securities SLGS Time Deposit Subscription
View Interest Rate Maturity Date First Interest Security 0.1 50000000 03/28/2011 0.200000000 09/28/2011 0.250000000 03/28/2012 03/28/2011 0.320000000 09/28/2012 03/28/2011 Payment Date
Description OMB: NO: 1535-0092 Datemime: 1011 81201 0 03:32 PM EDT Page: 2 of 2 ACH institutions & instructions ABA Routing Number 101000695 ABA Routing Number 101000695 Bank Name UMB
National Bank of America Account Name Trust Clearance Acct Address Line I 130 N. Market Account Number 9801018981 Line 2 Account Type Checking Line 3 City Wichita State KS Zip Code 67202
Contact Name Bonnie Mosher Telephone 316-267-1 191 Fax 31 6-256-1 301 E-mail bonnie.mosher@umb.com Subscriber ABA/TlN 43-1611738 Organization Name Gilmore & Bell, P.C. Address Line 1
2405 Grand Boulevard, Suite 1100 Line 2 Line 3 City Kansas City State MO Zip Code 64108 Contact Name Nancy Morris Telephone 816-221-1 000 Fax 81 6-22 1-1 01 8 E-mail nmorris@gilmorebell.com
Viewers
TRANSCRIPT CERTIFICATE $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B , DATED OCTOBER 15,2010 The undersigned Mayor and Clerk of the City of Salina,
Kansas (the “Issuer”), do hereby make this certificate for inclusion in the transcript of and as a part of the proceedings authorizing and providing for the issuance of the above described
bonds (the “Bonds”); and do hereby certify as of October 18, 2010, as follows: 1. Meaning of Words and Terms. Capitalized words and terms used herein, unless otherwise defined herein
or the context requires otherwise, shall have the same meanings ascribed to such words and terms in the hereinafter defined Resolution authorizing the Bonds. 2. Organization. The Issuer
is a legally constituted city of the first class organized and existing under the laws of the State of Kansas. 3. Transcript of Proceedings. The transcript of proceedings (the “Transcript”)
relating to the authorization and issuance of the Bonds is to the best of our knowledge, information and belief full and complete; none of such proceedings have been modified, amended
or repealed, except as might be shown in the Transcript, and the facts stated in the Transcript still exist. In each and every instance where copies appear in the Transcript, such copies
are true and correct duplicates of the original instruments now on file with the Clerk. 4. Newspaper. The Salina Journal was the official newspaper of the Issuer at all times during
these proceedings. 5. Meetings. All of the meetings of the governing body of the Issuer at which action was taken as shown in the Transcript were either regular meetings or duly adjourned
regular meetings or special meetings duly called and held in accordance with law and the ordinances and rules of the Issuer. 6. Incumbency of Officers. The following named persons were
and are the duly qualified and acting officers of the Issuer at and during all the times when action was taken as indicated in the Transcript as follows: Mayor Aaron Peck (April 19,20
10 to Present) Kristin M. Seaton (April 16,2001 to April 14,2003) Vice Mayor Samantha Angel1 (April 19,2010 to Present)
Commissioners Luci Larson (April 16,2007 to Present) Aaron P&k (April 16,2007 to Present) Samantha Angel1 (April 13,2009 to Present) Norman Jennings (April 13,2009 to Present) Tom Arpke
(April 13,2009 to Present) Alan Jilka (April 16,2001 to April, 2009) Deborah Divine (April 16,2001 to April 16,2007) Monte Shadwick (April 16,2001 to April 18,2005) .. Don Heath (April
14, 1997 to April 16,2001 and January Kristin Seaton (April 19, 1999 to April 14,2003) Larry Mathews (April 19,1999 to December, 2001) 14,2002 to April 14,2003) City Clerk Lieu Ann (Nicola)
Elsey Deputy City Clerk Penny Day Finance Director and City Treasurer RodneyFranz . City Manager Jason Gage City Attorney Greg Bengtson 7. Execution of Bonds. The Bonds have been executed
with facsimile signatures; and the facsimile signatures appearing on the face of the Bonds are facsimiles of the true and genuine signatures of the Mayor and Clerk of the Issuer; which
facsimiles are ratified as a proper execution of said Bonds. Each signature has been duly filed in the office of the Secretary of State of Kansas pursuant to K.S.A. 75-4001 et seq. A
facsimile of the seal of the Issuer is affied to or imprinted on each of the Bonds and on the reverse side of each of the Bonds at the place where the Clerk has executed by ‘facsimile
signature the Certificate of Registration; and each Bond bears a Certificate of Registration evidencing the fact that it has been registered in the ofice of the Clerk.. A true impression
of the seal is set forth adjacent to the signature of the Clerk below. The specimen bond included in the Transcript is in the form adopted by the governing body of the Issuer for the
Bonds. 8. Authorization of Bonds. The Bonds are being issued pursuant to Ordinance No. 10-10575 and Resolution No. 10-6773 (collectively, the cXesolution’y)o f the Issuer for the purpose
of: (a) paying a .portion of the costs of certain water improvements (the “Improvements”) authorized by the governing body of the Issuer pursuant to K.S.A. 65-163u, as amended, and all
other applicable provisions of the laws of the State of Kansas; and (b) retiring a portion of the Issuer’s outstanding loans with the Kansas Department of Health and Environment (the
“Refunded Loans”): 2
Outstanding Principal Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina, Kansas, KF’WSLF Project No.
2153, effective as ofDecember 1, 1997 $2,086,418.71 Loan Agreement between The Kansas Department of Health and Environment Acting on Behalf of the State of Kansas and the City of Salina,
Kansas, KF’WSLF Project No. 2259, effective as of March 14,2001 $3,577,224.12 Maturitv Interest Prepavment -Date Rate -Date February 1,2020 4.29% October 29,2010 August 1,2023 4.13%
October 29,2010 ;and (c) “Refunded Bonds”): refunding, pursuant to K.S.A. 10-427 et seq., the following bonds of the Issuer (the Description Series Dated Date Years Amount General Obligation
Internal 2001-A July 15,2001 2012 to 2016 $1,775,000 Improvement Bonds Improvement Bonds General Obligation Internal 2002-B July 15,2002 2013 to 2017 325,000 The total principal amount
of the Bonds does not exceed the cost of the Improvements for which the Bonds are issued. The total principal amount of the Bonds issued to refund the.Refunded Bonds does not exceed
the aggregate amounts prescribed in K.S.A. 10-427, as amended. The interest rates on the Bonds on the date of the sale of the Bonds were within the maximum legal limit for interest rates
under K.S.A. 10-1009, as amended. 9. Bonded Indebtedness. The currently outstanding applicable indebtedness of the Issuer, including the Bonds, does not exceed any applicable constitutional
or statutory limitations. A Schedule of Bonded Indebtedness, which sets forth all currently outstanding general obligation indebtedness of the Issuer, is attached hereto as Exhibit A
and made a part hereof by reference as though fully set out herein. 10. Valuation. The total assessed valuation of the taxable tangible property within the Issuer for the year 2009,
is as follows: Equalized Assessed Valuation of Taxable Tangible Property .............................................................. $397,470,626 Tangible Valuation of Motor Vehicles
.................................................. 50,330,252 $447,800,878 Equalized Assessed Tangible Valuation for Computation of Bonded Debt Limitations ................................
11. Non-litigation. There is no controversy, suit or other proceedings of any kind pending or threatened wherein or whereby any question is raised or may be raised, questioning, disputing
or affecting in any way: (a) the legal organization of the Issuer or its boundaries; (b) the right or title of any of its
officers to their respective offices; (c) the legality of any official act shown to have been done in the Transcript; (d) the constitutionality or validity of the indebtedness represented
by the Bonds shown to be authorized in the Transcript; (e) the validity of the Bonds, or any of the proceedings had in relation to the authorization, issuance or sale thereof; or (0
the levy and collection of a tax to pay the principal of and interest on the Bonds. [BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK] 4
WITNESS our true and genuine manual signatures and the seal of the Issuer. (Signature Page to Transcript Certificate)
EXHIBIT A SCHEDULE OF OUTSTANDING GENERAL OBLIGATION INDEBTEDNESS (as of October 15,2010) Current Indebtedness The following is an overview of the City’s outstanding indebtedness by
classification as of the dated date of the Bonds. Figures do not include bonds for which payment has been provided through the creation of designated escrow accounts. General Obligation
Bonds: The City’s currently outstanding general obligation bonds have an underlying rating of “Aa3” from Moody’s. Some of the City’s outstanding bonds have also received a rating of
“Aaa” from Moody’s as the result of a municipal bond insurance policy. Date Issued 07-15-01 07-1 5-02 07-1 5-03 05-0 1-04 07-15-04 07-15-05 03-15-06 07-1 5-06 06-15-07 07-15-08 12-15-08
07-15-09 05-01-10 10-1 5-10 Series 200 1 -A 2002-B 2003-A 2004-A 2004-B 2005-A 2006-A 2006-B 2007-A 2008-A 2008-B 2009-A 20 10-A 20 10-B Purvose Internal Improvements Internal Improvements
Internal Improvements Refunding Internal Improvements Internal Improvements Internal Improvements Internal Improvements Internal Improvements Internal Improvements Internal Improvements
Internal Improvements Refunding & Improvement Refunding Amount of Issue $ 5,350,000 1,980,000 4,350,000 5,585,000 4,053,000 4,2 10,000 2,200,000 8 85,000 6,545,000 3,720,000 3,525,000
23,695,000 6,875,000 7,860,000 Final Maturity 10-01-11 10-01-12 10-01-1 8 08-01-15 10-01 -19 10-0 1-20 10-0 1-26 10-0 1-2 1 10-0 1-27 10-0 1-23 07-01-28 10-01-29 10-0 1-25 10-0 1-23
Amount Outstanding* $ 355,000 330,000 2,085,000 1,585,000 1,770,000 2,535,000 1,760,000 605,000 5,450,000 3,250,000 3,525,000 22,295,000 6,875,000 7,860,000 $60,280,000 *Excludes principal
payments made October 1,2010 and bonds refunded with proceeds from the sale of the Bonds. Tentporary Notes: Temporary notes represent general obligation indebtedness payable ultimately
from the City’s ability to levy unlimited taxes upon all taxable tangible property within its territorial limits. The City customarily redeems temporary notes with proceeds from the
sale of long-term general obligation bonds or other available fimds. Final Original Date Maturity Note Amount Proiect Series Issued -Date Amount Outstanding Street, Water, and Sewer
2010-1 05-01-10 08-01-1 1 $2,500,000 $2,500,000 B-I
CERTIFICATE OF MANUAL SIGNATURE OF THE MAYOR OF THE CITY OF SALINA, KANSAS IN THE OFFICE OF THE SECRETARY OF STATE OF THE STATE OF KANSAS STATE OF KANSAS 1 COUNTY OF SALINE 1 ) ss. .
I, the undersigned, Aaron Peck, being duly sworn on oath certify that I am die duly qualified Mayor of the City of Salina, Kansas, and that the signature appearing below is my signature
and 1 file herewith this certificate pursuant to K.S.A. 75-4001 to 75-4007, inclusive. i. I. Subscribed and sworn to before me as of April 22,2010. I My commission expires: 4-l b -1.3
Notary Public in and for said Co& and State SECHETARY OF STATE FIRST FLOOR MEMORIAL HALL 120SWlOTH AVE TOPEKA. KS 6661 2-1 594
IN TlJ:E OFFICE OF 'l'.Im. S. ECRETAR.Y OF ST. ATE OFTBE STATE OF KANSAS STATE OFKANSAS COUNTY OF SALINE ) ) ) Ss. I. the undeISigned,. Lieu Ann BJsey. being doly S'WODI, on oath sm.te
that I· am the daly qualif:ied City Clerk ofthc City af SaUn.a; Kansas. and Il1ereby.certify that the signature appeadng below is the 1roo . and ·genuine manual signature of the undemignoo,
and I file herewith this certificate pursuant to tlxc . provisions ofK.S.A. 7s-4001 to 75-4007._ ljL,<f2u, fb. 1:.. Ueu.AnnElsey . city CleJk Ofthc City of • Kansas . . . '?6r-SubsCribed
and swom to be£breme·thisl.L day.ofApri1. 2004 • . .ft ~. PENNY OAY ~ NoImJPubIlc-. Kan:a t.W AWt-ExpIreS • {5 My cortnnmon expires: \d? 1Dc..n .. '---'1 R E Cl:1WlIED'"
1 REGISTERED REGISTERED NUMBER R-1 $500,000.00 Depository Trust Company, a New York Corporation (“D agent for registration of transfer, exchange or payment, an registered in the name
of Cede & Co. or in such other n authorized representative of DTC (and any payment i such other entity as is requested by an authorized TRANSFER, PLEDGE OR OTHER USE OTHERWISE BY OR
TO ANY PERSON IS cate issued is GENERAL OBL Interest Rate: 0.500% 794743 X25 REGISTERED OWNER PRINCIPAL ARlO SAND DOLLARS om the most recent date to which interest has been paid or duly
April 1 and October 1 of each year, commencing April 1,20 11 (the incipal Amount has been paid. ayment. The principal or redemption price. of this Bond shall be paid at maturity or upon
e ion to the person in whose name this Bond is registered at the maturity or redemption date .th presentation and surrender of this Bond at the principal office of the Treasurer of the
State of Kansas, Topeka, Kansas (the “Paying Agent” and “Bond Regstrar”). The interest payable on this Bond on any Interest Payment Date shall be paid to the person in whose name this
Bond is registered on the registration books maintained by the Bond Registrar at the close of business on the Record Date(s) for such interest, which shall be the 15th day (whether or
not a business day) of the calendar month next preceding the Interest Payment Date. Such interest shall be payable (a) by check or draft mailed by the Paying Agent to the address of
such Registered Owner shown on the Bond Register or at such other address as is hmished to the Paying Agent in writing by such Registered Owner; or, (b) in
the case of an interest payment to Cede & Co. or any Owner of $500,000 or more in aggregate principal amount of Bonds, by electronic transfer to such Owner upon written notice given
to the Bond Registrar by such Registered Owner, not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including the bank,
ABA routing number and account number to which such Registered Owner wishes to have such transfer directed. The principal or redemption price of and ctive dates of payment unctually
paid will be Definitions. Capitalized terms used herein and not meanings assigned to such terms in the hereinafter defined Bon \ Authorization of Bonds. This Bond is one of shall have
the $7,860,000 (the “Bonds”) issued for the purposes set of Kansas applicable General Obligations. The principal and interest in part f? construction of the Improvements territorial
limits of the Issue property, real and personal, Bonds as the same b xes which may be levied without st on the Bonds is payable from ad er. The full faith, credit and resources of nds
are subject to redemption prior to maturity, as minimum Authorized Denomination of face value of each such Bond as though it were a separate Bond in the denomination of a minimum Authorized
Denomination. Notice of Redelription. Notice of redemption, unless waived, shall be given by the Issuer to the State Treasurer of Kansas, to the Purchaser of the Bonds and to the Bond
Registrar in accordance with the Bond Resolution. The Issuer shall cause the Bond Registrar to notify each Registered Owner at the 2
address maintained on the Bond Register, such notice to be given by mailing an official notice of redemption by first class mail at Ieast 30 days prior to the redemption date. Notice
of redemption having been given as aforesaid, the Bonds or portions of Bonds to be redeemed shall, on the redemption date, become due and payable at the redemption price therein specified,
and from and after such date (unless the Issuer defaults in the payment of the redemption price), such Bonds or portions of Bonds shall cease to bear interest. Book-Entry System. The
Bonds are being issued by mea physical distribution of bond certificates to be made except as pr Bond certificate with respect to each date on which the Bonds form of Bonds, registered
in the nominee name of the Securiti will evidence positions held in the Bonds by the Sec ownership of the Bonds in authorized denominations bein Transfers of ownership shall be effected
on the recor and the Bond Registrar will recognize the Securi this Bond, as the owner of this Bond for all esolution. One ' stered Owner of onsible or liable for such e records maintained
by the or persons acting through such this Bond, notwithstanding the on premium, if any, and 'interest on Securities Depository, the Securitie provision hereinabove contai this Bond
shall be made in and the Securities Deposit0 RESOLUTION, OR TO A NOMINEE OF A SUCCESSOR e transferred or exchanged, as provided in the Bond e at the principal office of the Bond Registrar,
ment of transfer or authorization for exchange ncipal amount shall be issued to the transferee in exchange therefor d upon payment of the charges therein prescribed. The Issuer shall
purpose of receiving p due hereon and for all other purposes. The Bonds are issued in fully reystered form in Authorized Denominations. Authentication. This Bond shall not be valid or
become obligatory for any purpose or be entitled to any security or benefit under the hereinafter defined Bond Resolution until the Certificate of Authentication and Registration hereon
shall have been lawhlly executed by the Bond Registrar. 3
IT IS HEREBY DECLARED AND CERTIFIED that all acts, conditions, and things required to be done and to exist precedent to and in the issuance of this Bond have been properly done and performed
and do exist in due and regular form and manner as required by the Constitution and laws of the State of Kansas, and that the total indebtedness of the Issuer, including this series
of bonds, does not exceed any constitutional or statutory limitation. ' IN WITNESS WHEREOF, the Issuer has caused this Bo facsimile signature of its Mayor and attested by the manual
or facsim to be affixed hereto or imprinted hereon. by the manual or Clerk, and its seal onds, Series 2010-€3, of the City 4
CERTIFICATE OF CLERK 5
BOND ASSIGNMENT FOR VALUE RECEIVED, the undersigned do(es) hereby sel the Bond to which this assignment is affixed in th hereby irrevocably constitute and appoin books of said Bond Registrar
with full PO Dated aid Bond on the 6
LEGAL OPINION . . The following is a true and correct copy of the approving legal Bond Counsel, which was dated and issued as of the date of original iss of Gilmore & Bell, P.C., delivery
of such Bonds: GILMORE & BELL, P. Attorneys at Law Governing Body City of Salina, Kansas George K. Baum & Company Kansas City, Missouri Re: $7,860,000 General 10-B, of the City of nce
by the City of Salina, Kansas (the “Issuer”), of the abov opinion. Capitalized resolution adopted b all have the meanings ascribed thereto in the opinion, we have relied on the certified
proceedings opinion, under existing law, as follows: uly authorized, executed and delivered by the Issuer and are valid ad valorem taxes w evied without limitation as to rate or amount
upon all the taxable tangible property, real and per ithin the territorial limits of the Issuer. The balance of the principal and interest on the Bonds is payable from ad valorem taxes
which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the temtorial limits of the Issuer. The Issuer is required
by law to include in its annual tax levy the principal and interest coming due on the Bonds to the extent that necessary funds are not provided from other sources. 7
3. The interest on the Bonds (including any original issue discount properly allocable to an owner of a Bond) is excluded from gross income for federal income tax purposes. Interest
on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations but is taken into account in determining adjusted
current earnings for the purpose of coniputing the alternative minimum tax imposed on certain corporations. The opinions set Internal Revenue Code of 1986, as amended (the “Code”), that
m d subsequent to the issuance of the Bonds in order to preserve the exclusion of the inte from gross income for federal income tax purposes. The Issuer has covenanted t Failure to comply
with certain of these requirements may caus be included in . . allowed for 80 percent of that portion of such financi on the Bonds. We express no opinion regarding other 4. The interest
on the Bonds is income. We express no opinion regarding Statement or other offering material extent, if any, stated in the ences arising with respect to ability thereof may be limited
by ilar laws affecting creditors’ rights opinion to reflect a to our attention or any changes in law that 8
AGREEMENT BETWEEN ISSUER AND AGENT $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B THIS AGREEMENT, dated as of October 15, 2010,
between the City of Salina, Kansas, a municipality (the “Issuer”), and the State Treasurer of Kansas, as Agent (the “Agent”). WHEREAS, for its lawful purposes, the Issuer has duly authorized
the issue of the abovecaptioned bonds (the “Securities”), and the Issuer wishes the Agent to act as its Paying Agent, Bond Registrar, and Transfer Agent for the Securities: Now, therefore,
it is hereby agreed as follows: APPOINTMENT Issuer hereby appoints or has heretofore appointed the State Treasurer of Kansas to act as Paying Agent, Bond Registrar and Transfer Agent
for the Securities. The State Treasurer of Kansas hereby accepts its appointment as the Paying Agent, Bond Registrar and Transfer Agent. BASIC DUTIES A. Issuer or its duly authorized
representative agrees to furnish Agent the name(s) and address(es) of the initial registered owner(s) of the Securities together with such registered owners’ tax identification (social
security) number(s), the maturity date(s), denomination(s) and interest rate(s) for each Security. B. Agent shall manually authenticate the originally issued Securities upon the written
order of one or more authorized officers of Issuer. Thereafter, Agent shall manually authenticate all Securities resulting from transfer or exchange of Securities. C. Agent shall maintain
an ofice in the City of Topeka, Kansas, where Securities may be presented for registration, transfer and exchange; and shall also maintain an office in the City of Topeka, Kansas, where
Securities may be presented for payment. Agent shall keep a register of the Securities and their transfer and exchange. D. Agent may rely upon any document believed by it to be genuine
and to have been signed or presented by the proper person. Agent need not investigate any fact or matter stated in the document. Agent undertakes to perform such duties and only such
duties set forth in K.S.A. 10-620 et seq., except as specifically provided in this Agreement. . Agent shall notify the owners of the Securities upon default in payment of principal or
interest on the Securities and the Agent shall have no duties or responsibilities thereafter.
111. COMPENSATION Issuer covenants and agrees to pay to Agent, as reasonable compensation for the services provided as Agent, an initial setup fee of $300, a registration fee of $30,
plus a fee of $3,250.00, This amount will be due at the time of registration unless such fee is to be paid from the proceeds of the bond issue in which case Issuer agrees to pay such
fee within two (2) business days of the ‘closing of the bond issue. In addition to the aforementioned fee, Issuer covenants and agrees to pay to Agent the fee as stated and required
by K.S.A. 10-505 for performing the duties of paying the principal of the Securities. N. STANDARD OF PERFORMANCE Issuer shall provide, or shall cause to be provided to Agent, a designation
of whether its Securities are to be issued in certificated or uncertificated form, or both. A. STATEMENTS OF 0 WERSHP . Agent agrees to provide Statements of Ownership to the owner of
uncertificated Securities. Such Statements shall be in accordance with the standards set forth by the Attorney General. All Statements shall be issued in the denominations of $1,000
or $5,000 or integral multiples thereof except for one additional Security in another denomination, which additional Security shall mature in the initial maturity year of the series
of the Securities. Interest is computed on the basis of $1,000 or $5,000 units and in all transactions involving the payment of interest, fractions of a cent equalling or exceeding five
mills shall be regarded as one cent; fractions of a cent less than five mills shall be disregarded. Agent shall at all times maintain an adequate supply of Statements of Ownership for
any anticipated transfers or exchanges of the Statements. B. CERTIFICATED SECURITIES All certificated Securities issued by Issuer under this Agreement shall be in accordance with the
standards set forth by the Attorney General and unless otherwise authorized by Agent, the principal thereof shall be payable only upon surrender of the Security to Agent. All certificates
shall be issued in the denomination of $1,000 or $5,000 or integral multiples thereof except one authorized Security in another denomination which additional Security shall mature in
the initial maturity year of the series of Securities. Interest is computed on the basis of $1,000 or $5,000 units and in all transactions involving the payment of interest, fractions
of a cent equaling or exceeding five mills shall be regarded as one cent; fractions of a cent less than five mills shall be disregarded. Issuer shall at Issuer‘s cost provide Agent with
an adequate supply of certificates for any’ anticipated transfers or exchanges of the certificates. Issuer shall be responsible for the payment of the printing or other expenses for
such certificates. Issuer shall be responsible for obtaining appropriate “CUSIP” number(s) and shall notify Agent of each number(s) prior to the issuance of the applicable Securities.
2
C. D. E. E G. INTEREST CALCULATIONS Agent shall calculate interest on the basis of $1,000 and $5,000 units, or in the case of one odd denomination, calculate the unit separately. Each
intermediate unit calculation is first determined, then rounded to the sixth decimal position; i.e. whenever the seventh decimal place is equal to or greater than five the sixth decimal
place is increased by one. The final per unit calculation is subsequently rounded to two decimal positions. (See Attachment ''A" for sample calculation.) SURRENDER Securities surrendered
for payment, cancellation or partial redemption shall be cancelled by Agent and returned to Issuer in accordance with K.S.A. 10-1 11. TRANSFERS AND EXCHANGES 1. When Securities are presented
to Agent for transfer or exchange, Agent shall .so transfer or exchange such Securities if the requirements of Section 8-401(1) of the Uniform Commercial Code are met. J 2. In accordance
with the authorizing Resolution or Ordinance of the Issuer (the "Resolution"), payments of interest shall be made to the owner of record of each Security as of the close of business
on the fifteenth day of the month preceding each interest payment date. The Agent shall make such payments to the record owner of each Security as set forth on the registration books
maintained by Agent as of such date. 3. Agent shall not be required to transfer or exchange any Security during a period beginning on the day following the fifteenth day of the month
preceding any interest payment date for such Securities and ending at the close of business on the interest payment date, or to transfer or exchange any Security selected or called for
redemption in whole or in part subsequent to the date notice of such redemption is given in accordance with the Resolution authorizing the Securities. REGISTRATION DATES AND FUNDS FOR
PAYMENTS Date of Registration shall be affixed on the initial Securities. Subsequent transfers or exchanges shall bear a Date of Registration as of the date that all the required documentation
is received at the Agent's official place of business. Issuer will provide funds to make any interest or principal payments in accordance with K.S.A. 10-130 and dmendments thereto. Agent
is hereby authorized to effect any semiannual 'payment of interest or any principal by charging the Issuer's Fiscal Agency account with Agent. REPLACEMENT OF SECURITIES If the owner
of a Security claims that a Security has been lost, destroyed or wrongfully taken, Issuer shall issue and Agent shall authenticate a replacement Security if the requirements of Section
8-405 of the Uniform Commercial Code are met. Only Agent shall perform this function. An indemnity bond and affidavit of loss shall be provided to
Agent and Issuer at the expense of the owner of the Security. Such indemnity bond and affidavit of loss must be sufficient in the judgment of Issuer and Agent to protect Issuer and Agent
from any loss which any of them may suffer if the Security is replaced. Issuer may charge the Security owner for its expenses in the replacement of a Security. H. REDEMPTIONS Optional
Redemption. If any Securities are to be redeemed pursuant to an’ optional redemption in accordance with their terms, Issuer agrees to give Agent at least fifteen (15) days written notice
thereof prior to the notice to be given the Security owners. If there is no provision for notice to the Security owners, Issuer agrees to give at least h r t y (30) days written notice
to Agent. Notice of Redemption. Agent shall then notify, by ordinary mail, the owner of such Securities to be so redeemed. Agent shall select the Securities to be so redeemed. Agent
shall not be required to exchange or register a transfer of any Security for a period of fifteen (15) days preceding the date notice is to be provided to the Security owners for the
purpose of selecting Securities on a partial redemption. Further, in the event notice is given to Agent for a complete redemption of the Issue according to the terms of the authorizing
Resolution .or Ordinance, Agent shall not be required to transfer or exchange any Security beginning on the day following the 15th day preceding the date set for redemption. I. MISCELLANEOUS
Agent hereby acknowledges receipt of numbered Securities of Issuer (in a number equal to one Security for each maturity) for registration and exchange, and shall safeguard any ‘‘blank”
Securities held for purpose of exchange or transfer. J. REPORTS Agent shall provide Issuer an annual report of the activity with respect to the issuance of Securities upon written request
of Issuer. K. CONSTRUCTION This Agreement shall be construed in accordance with the laws of the State of Kansas and also the Resolution authorizing the issuance of the Securities. [BALANCE
OF THIS PAGE INTENTIONALLY LEFT BLANK] 4
(SEAL) ArrEST: BY~ Clerk (SEAL) KANSAS By ____ ~~---------------OFFICE OF THE TREASURER OF THE STATE OF KANSAS BY~~ DIRECTOR BOND SERVICES (Signature Page to Agreement Between Issuer
& Agent)
ATTACHMENT “A” SAMPLE $5,000.00000 ........................ Bond Unit X .06875 ........................ Interest Rate --I 343.750000 Rounded to six decimal places I 360 ........................
Days per year --954861 Rounded to six decimal places X 180 ........................ Day in interest period --171.874980 (Rounded to second decimal = $1 7 1.87) Unit interest is then
multiplied by the number of units in the maturity. A-1
[APPENDIX I NOTICE OF CALL FOR MANDATORY REDEMPTION TO THE OWNERS OF CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B, DATED OCTOBER 15,2010 Notice is hereby given
that pursuant to the provisions of ArrzkZe U I of Resolution No. (the “Bond Resolution”) of the City of Salina, Kansas (the “Issuer7’) that a portion of the above-mentioned bonds (the
“Bonds”) scheduled to mature on October 1, in [2023][ 1[ 1 (the “Called “Redemption Date”), at the principal ofice of the Treasurer of the State of Kansas (the “Bond Registrar and Paying
Agent”). Bonds”), have been called for mandatory redemption and payment on October 1, (the Maturity Date Principal Interest CUSP JNos.1 (October 1) Amount Rate Number 2023 U . On the
Redemption Date there shall become due and payable, upon the presentation and surrender of each such Called Bond, the redemption price thereof equal to 100% of the principal amount thereof
together with interest accrued to the Redemption Date. Bonds issued in denominations of greater than $5,000 may be subject to partial redemption. In such event, a new certificate or
certificates will be issued to the Owner in the principal amount to remain Outstanding. Interest shall cease to accrue on the Called Bonds so called for redemption from and after the
Redemption Date provided such funds for redemption are on deposit with the Paying Agent. CITY OF SALINA, KANSAS BY Treasurer of the State of Kansas, Topeka, Kansas] I-1
Blanket Issuer Letter of Representations r o be Completed by issuer] CITY OF S&INA, &ISAS [Name of Issuer] Maw 30. 1996 [Date] Attention: Underwriting Department -Eligibility The Depository
Trust Company 55 Water Street; 30th Floor New York, NY 10041-0099 Ladies and Gentlemen: shall request be made eligible for depositby The Depository Trust Company (“DTC”). This letter
sets forth our understanding with respect to all issues (the “Securities”) that Issuer . To induce DTC to accept the Securities as eligible for’deposit at DTC, and to act in accorda
ce with DTCS Rules with respect to the Securities, Issuer represents to DTC that Issuer \ d l comply with the requirements stated in DTC’s Operational Arrangements, as they may be amended
from time to time. Note: Very truly ,pun. Schedule A contains statements that DTC believes accurately describe DTC. the method of effectin book-enqtnnsfers of senuities btributed through
D k . a d certain related matten. city of sal-, m a s Received and Accepted: Evelyn Maxwell, Mayor ( T , e e Name &Title) 300 W. Ash Street (Street A&s) Ks 67402-0736 (City) (State)
(-1 913-826-7240 (Phone Number)
SCHEDULAE (To Blanket Issuer Letter of Representations) SAMPLE OFFERING DOCUMENT LANGUAGE DESCRIBING BOOK-ENTRY-ONLY ISSUANCE (Prepared by DTC--bracketed material may be applicable only
to certain issues) 1. The Depository Trust Company (,‘DTCYyN),e w York, NY, will act as securities depository for the securities (the “Securities”). The Securities will be issued as
fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered
Security certificate will be issued for [each issue of] the Securities, [each] in’the aggregate principal amount of such issue, and will be deposited with DTC. [If, however, the aggregate
principal amount of [any] issue exceeds $500 million, one certificate will be issued with respect to each $500 million of principal amount, and an additional certificate will be issued
with respect to any remaining principal amount of such issue.] DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York Banking
Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform
Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over
3.5 million issues of U.S. and non-U.S. equity issues, corporate and’municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants, (“Direct Participants”)
deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized
book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S.
and non-U.S. securities brokers and dealers, banks, t r b t companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust
& Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing
agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers,
banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”).
The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be . found at www.dtcc.com and www.dtc.org. 2. DTC
has Standard. & Poor’s highest rating: ‘AAA. 3. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the Securities
on DTC’s records. The ownership interest of each actual purchaser of each Security (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial
Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction,
as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests
in the Securities are to be accomplished by.entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates
representing their ownership interests in Securities, except in the event that use of the book-entry system for the Securities is discontinued. To facilitate subsequent transfers, all
Securities deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative
of DTC.’ The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge
of the actual Beneficial Owners of the Securities; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Securities are credited, which may or may
not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. -4. BLOR 03/2W08
SCHEDULE A (To Blanket Issuer Letter of Representations) 5. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants,
and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in
effect from time to time. [Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities,
such as redemptions, tenders, defaults, and proposed amendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain that the nominee holding
the Securities for their benefit has agreed to obtain and ,transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses
to the registrar and request that copies of notices be provided directly to them.] [6. Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are
being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.] 7. Neither DTC nor Cede & Co. (nor any other
DTC nominee) will consent or vote with respect to Securities unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails
an Omnibus Proxy to Issuer as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts
Securities are credited on the record date (identified in a listing attached to the Omnibus Proxy). 8. Redemption proceeds, distributions, and dividend payments on the Securities will
be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt
of funds and corresponding detail information from Issuer or Agent, on payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial
Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,”
and will be the responsibility of such Participant and not of DTC, Agent, or Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment
of redemption proceeds, distributions, and dividend payments to Cede & CO. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of
Issuer or Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility
of Direct and lndirect Participants. [9. A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant, to [TendedRemarketing] Agent,
and shall effect delivery of such Securities by causing the Direct Participant to transfer the Participant’s interest in the Securities, on DTC’s records, to [TenderRemarketing] Agent.
The requirement for physical delivery of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when the ownership rights in the Securities
are transferred by Direct Participants on DTC’s records and followed by a book-entry credit of tendered Securities to [TenderRemarketing] Agent’s DTC account.] 10. DTC may discontinue
providing its services as depository with respect to the Securities at any time by giving reasonable notice to Issuer or Agent. Under such circumstances, in the event that a successor
depository is not obtained, Security certificates are required to be printed and delivered. 11. Issuer may decide to discontinue use of the system of book-entry-only transfers through
DTC (or a successor securities depository). In that event, Security certificates will be printed and delivered to DTC. 12. The information in this section concerning DTC and DTC’s book-entry
system has been obtained from sources that Issuer believes to be reliable, but Issuer takes no responsibility for the accuracy thereof. BLOR 03/25/08
UNDERWRITING SAFEKEEPING AGREEMENT BY AND BETWEEN DEPOSITORY TRUST COMPANY A N D . THE CITY OF SALINA, KANSAS AND THE OFFICE OF THE KANSAS STATE TREASURER $7,860,000 CITY OF SALINA,
KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B In order to induce the Depository Trust Company (the c‘DTCyyt)o accept delivery of the above captioned bonds
(the “Bonds”) for safekeeping prior to the delivery of the Bonds on October 29, 2010 (the “Closing Date”), the City of Salina, Kansas (the “Issuer”), and the Treasurer of the State of
Kansas (the “Agent”) hereby agree to place the entire principal amount of the Bonds, in the custody, control and possession of DTC at least one day prior to the Closing Date. The Issuer
further agrees that by copy of this letter appropriately executed, it will notify DTC to follow the instructions of George K. Baum & Company, Kansas City, Missouri, as the Underwriter
(the “Underwriter”) in distributing the Bonds. By executing this agreement in the appropriate place DTC acknowledges receipt fiom the Agent of possession, custody and control of the
Bonds, and agrees to safekeep and hold in escrow the Bonds until it shall have received notification from one of the following authorized representatives of the Issuer to release or
return the Bonds: Lieu Ann Elsey, Clerk or Gilmore & Bell, P.C., Bond Counsel. Notification may be made by telephone or by receipt of an executed notice, delivered or telecopied to DTC;
provided, however, that if the notification is made by telephone, written notice must be sent within 24 hours of the original notification. In the event the Issuer executes the release
of the Bonds, DTC will distribute the Bonds pursuant to written instructions provided by the Underwriter; however, in the event a demand for the return of the Bonds is received, DTC
shall return the Bonds as soon as practicable, but in any event, no later than the following business day. . DTC agrees to hold the Issuer and the Agent, as their interests may appear,
and any of their officers or employees, harmless fiom any liability, loss, damage or reasonable expense in connection with the loss, theft, destruction or other disappearance of the
Bonds while they are in the possession, custody or control of DTC, prior to concluding the Closing with respect to the Bonds and prior to distributing the Bonds in accordance with the
instructions furnished by the Underwriter. PALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
CITY OF SALINA, KANSAS Dated: October 18, 2010 BY:~ Clerk (Signature Page to Underwriting Safekeeping Agreement)
OFFICE OF THE TREASURER OF THE STATE OF KANSAS, As Agent 2
-3-
CLOSING CERTIFICATE $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B The undersigned Mayor and Clerk of the City of Salina, Kansas
(the “Issuer”), make this Certificate for inclusion in the transcript of and as a part of the proceedings authorizing and providing for the issuance of the above described bonds (the
“Bonds”); and certify as of October 29, 2010 (the “Issue Date”), as follows: 1. Meaning of Words and Terms. Capitalized words and terms used in this Certificate, unless otherwise defined
in this Certificate or the context requires otherwise, have the same meanings ascribed to such words and terms in the Bond Resolution (defined below) authorizing the Bonds. 2. Transcript
of Proceedings. The transcript of proceedings relating to the authorization and issuance of the Bonds (the “Transcript”), furnished to the Purchaser of the Bonds, is to the best of our
knowledge, information and belief full and complete; none of such proceedings have been modified, amended or repealed, except as might be shown in the Transcript; and the facts stated
in the Transcript still exist. In each instance where copies appear in the Transcript, such copies are true and correct duplicates of the original instruments now on file with the Clerk.
All certifications made by the Issuer in the Transcript Certificate dated October 18,2010 are true and correct as of this date and are incorporated in this Certificate by reference.
3. The Bond Resolution. The Issuer is issuing and delivering the Bonds simultaneously with the delivery of this Certificate, pursuant to and in full compliance with the Constitution
and statutes of the State, including particularly K.S.A. 65-163u, K.S.A. 10-427 and Article 12, Section 5 of the Constitution of the State of Kansas, all as amended, and Ordinance No.
10-10575 and Resolution No. 10-6773 of the Issuer duly adopted by the governing body of the Issuer on October 18, 2010 (collectively, the “Bond Resolution”). . 4. Purpose of the Bonds.
The Bonds are being issued for the purpose of providing funds to pay a portion of the costs of certain water system improvements, as described in the Bond Resolution (the c‘Improvementsy~a)n
d to refund a portion of the outstanding General Obligation Internal Improvement Bonds, Series 2001-A and General Obligation Internal Improvement Bonds, Series 2002-B of the Issuer,
as described in the Bond Resolution (the “Refunded Bonds”). The purpose of the refunding is to achieve interest cost savings through early redemption of the Refimded Bonds, and to provide
an orderly plan of finance for the Issuer. 5. Security for the Bonds. The Bonds are general obligations of the Issuer payable from ad valorem taxes which may be levied without limitation
as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the Issuer. The full faith, credit and resources of the Issuer are pledged
under the Bond Resolution to the payment of the principal of and interest on the Bonds. In the Bond Resolution, the governing body of the Issuer has covenanted to annually make provision
for the payment of principal of, premium, if any, and interest on the Bonds as the same become
due by, to the extent necessary, by levying and collecting the necessary taxes upon all of the taxable tangible property within the Issuer in the manner provided by law. 6. Sale of Bonds.
The Bonds have been sold at rates not in excess of the limitations set forth in K.S.A. 10-1009. 7. Official Statement. The Official Statement contained in the Transcript constitutes
a full, true and correct copy of the Official Statement relating to the Bonds. To the best of our knowledge, the Official Statement, other than the sections entitled “THE BONDS -Book-Entry
Bonds; Securities Depository,” “Rating,” “Legal Matters,” “Tax Matters,” and Appendices A and B, about which the Issuer expresses no opinion, is true in all material respects, and does
not contain any untrue statement of a material fact or does not omit to state a material fact, necessary in order to make the statements made therein, in light of the circumstances under
which they were made, not misleading. As of this date there has been no material adverse change in the financial condition or the financial affairs of the Issuer since the date of the
Official Statement. No other event has occurred which is necessary to be disclosed in the Official Statement in order to make the statements therein not misleading in any material respect
as of the date of this Certificate. The Issuer has previously caused to be delivered to the Purchaser copies of the Official Statement. 8. Continuing Disclosure Instructions. The Issuer,
in the Bond Resolution, has covenanted to disseminate such information as is required in accordance with the provisions of the SEC Rule and the Continuing Disclosure Instructions, which
are attached to this Certificate as Exhibit A , and incorporated in this Certificate by reference. 9. Non-Litigation. There is no controversy, action, suit, proceeding, or to the best
of our knowledge, any inquiry or investigation at law or in equity or before or by any public board or body pending or, to the best or our knowledge, threatened against or affecting
the Issuer, its officers or its property, or, to the best of OUT knowledge, any basis therefor questioning, disputing or affecting in any way: (a) the legal organization of the Issuer
or its boundaries; (b) the right or title of any of its officers to their respective offices; (c) the legality of any official act shown to have been done in the Transcript; (d) the
constitutionality or validity of the indebtedness represented by the Bonds shown to be authorized in the Transcript; (e) the validity of the Bonds, or any of the proceedings had in relation
to the authorization, issuance or sale thereof; (0 the levy and collection of an ad valorem property tax to pay the principal of and interest on the Bonds; or (g) the federal or state
tax-exempt status of the interest on the Bonds; wherein any unfavorable decision, ruling or finding would adversely affect the Issuer, the transactions contemplated by the Bond Purchase
Agreement, or by the Bond Resolution or the Official Statement, or the validity or enforceability of the Bonds or the Bond Purchase Agreement, which are not disclosed in the final Official
Statement.’ 10. Representations and Warranties Required by the Bond Purchase Agreement. The Issuer has duly performed all of its obligations required to be performed at or prior to the
date of this Closing Certificate by the Bond Purchase Agreement and each of the Issuer’s representations and warranties contained in the Bond Purchase Agreement are true as of the Issue
Date. FALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK] 2
WITNESS our hands and the seal of the Issuer. Official Title Mayor (SEAL)~ Clerk (Signature Page to Closing Certificate)
EXHIBITA CONTINUING DISCLOSURE INSTRUCTIONS $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B THESE CONTINUING DISCLOSURE INSTRUCTIONS
(the “Disclosure Instructions”) are executed and delivered by the Issuer in connection with the issuance of the above-described bonds (the “Bonds”) which are being issued simultaneously
herewith as of October 29, 2010, pursuant to the Bond Resolution, in which the Issuer covenants to enter into this undertaking to provide certain financial and other information with
respect to the Bonds in order to assist the Participating Underwriter in complying with the provisions of the SEC Rule. The Issuer is the only “obligated person” with responsibility
for continuing disclosure with respect to the Bonds. . ~ Section 1. . Definitions. In addition to the definitions set forth in the Bond Resolution, which apply to any capitalized term
used in these Disclosure Instructions, unless otherwise defined herein, the following capitalized terms shall have the following meanings: . “Annual Report” means any Annual Report proiided
by the Issuer pursuant to, and as described in, Section 2 of these Disclosure Instructions. “Beneficial Owner” means any registered owner of any Bonds and any person which (a) has the
power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries),
or (b) is treated as the owner of any Bonds for federal income tax purposes. “Bond Resolution” means collectively, the ordinance and the resolution of the governing body of the Issuer
authorizing the issuance of the Bonds. “CAFR” means the Issuer’s Comprehensive Annual Financid Report. “Designated Agent” means Gilmore & Bell, P.C. or one or more other entities designated
in writing by the Issuer to serve as a designated agent of the Issuer for purposes of these Disclosure Instructions. “Dissemination Agent” means any entity designated in writing by the
Issuer to serve as dissemination agent pursuant to these Disclosure Instructions and which has filed with the Issuer a written acceptance of such designation substantially in the form
attached hereto as Exhibit B. “EMMA” means the Electronic Municipal Market Access system for municipal securities disclosures (www.emma.msrb.org). “Financial Information” means the financial
information of the Issuer described in Section 2(a) (1) hereof. A-1
“Fiscal Year” means the one year period ending December 3 1 , or such other date or dates as may be adopted by the Issuer for its general accounting purposes. “GAAP” means generally
accepted accounting principles, as applied to governmental units, as in effect at the time of the preparation of the Financial Information. “Issuer” means the City and any successors
or assigns. “Material Events” means any of the events listed in Section 3(a) hereof. “MSRB” means the Municipal Securities Rulemaking Board. “Official Statement” means the Issuer’s Official
Statement for the Bonds. “Operating Data” means the operating data of the Issuer described in Section 2(a)(2) hereof. “Participating Underwriter” means any of the original underwriters
of the Bonds required to comply with the SEC Rule in connection with offering of the Bonds. “Repository” means the MSRB via EMMA. “SEC” means the Securities and Exchange Commission of
the United States. “SEC Rule” means Rule 15c2-12(b)(5) adopted by the SEC under the Securities Exchange Act of 1934, as the same may be amended from time to time. Section 2. Provision
of Annual Reports. (a) The Issuer shall, or shall cause the Dissemination Agent to, not later than 180 days after the end of the Issuer’s Fiscal Year, commencing with the Fiscal Year
ended in 2010, provide to the Repository, the Issuer’s CAFR, which will contain the Financial Information and Operating Data (collectively, the “Annual Report”), as follows: (1) Financial
Infomzation. The financial statements of the Issuer for such prior Fiscal Year, accompanied by an audit report resulting from an audit conducted by an Independent Accountant in conformity
with generally accepted auditing standards. Such financial statements will be prepared on a modified accrual basis of accounting other than GAAP for all governmental funds, expendable
trust and agency funds. The accrual basis of accounting is used for proprietary and nonexpendable trust fimds. A more detailed ‘explanation of the accounting basis is contained in Appendix
A to the Official Statement. If such audit report is not available by the time the Annual Report is required to be filed pursuant to this Section, the Annual Report shall contain unaudited
financial statements and the audit report and accompanying financial statements shall be filed in the same manner as the Annual Report promptly after they become available. The method
of preparation and basis of accounting of the Financial Information may not be changed to a basis less comprehensive than contained in the Official Statement, unless the Issuer provides
notice of such change in the same manner as for a Material Event under Section 3(6) hereof. (2) Operating Dah. Updates as of the end of the Fiscal Year of substantially all of the information
and data contained in those sections of the Official Statement entitled: A-2
(i) Debt Summary (ii) Tax Levies (iii) Assessed Valuation (iv) Estimated Actual Valuation (v) Tax Collections (vi) Largest Taxpayers. Any or all of the items listed above may be included
by specific reference to other documents, including official statements of debt issues with respect to which the Issuer is an “obligated person” (as defined by the SEC Rule), which have
been filed with the Repository, the MSRB or the SEC. If the document included by reference is a final official statement, it must be available from the MSRB via EMMA. The Issuer shall
clearly identify each such other document so included by reference. In each case, the Annual Report may be submitted as a single document or as separate documents comprising a package,
and may cross-reference other information as provi’ded in this Section; provided that the audit report and accompanying financial statements may be submitted separately fi-om the balance
of the Annual Report and later than the date required above for the filing of the Annual Report if they are not available by that date. If the Issuer’s Fiscal Year changes, it shall
give notice of such change in the same manner as for a Material Event under Section 3@). (b) If no Dissemination Agent has been appointed, the Issuer shall file the Annual Report as
specified by Section 2(a) hereof; or if the Annual Report is not filed within the time period specified in Section 2(a) hereof, the Issuer shall send a notice to each Repository in substantially
the form attached as Exhibit A. Section 3. . Reporting of Material Events. (a) Pursuant to the provisions of this Section, the Issuer shall give, or cause the Dissemination Agent, if
any, to give, notice of the occurrence of any of the following events with respect to the Bonds, if the Issuer deems such events to be material: principal and interest payment delinquencies;
non-payment related defaults; unscheduled draws on debt service reserves reflecting financial difficulties; unscheduled draws on credit enhancements reflecting financial difficulties;
substitution of credit or liquidity providers, or their failure to perform; adverse tax opinions or events affecting the tax-exempt status of the Bonds; modifications to rights of bondowners;
optional, contingent or unscheduled bond calls; de feasances; release, substitution or sale of property securing repayment of the Bonds; or rating changes. @) Such notice shall be given
by promptly filing a notice of such occurrence with the Repository. Notwithstanding the foregoing, notice of Material Events described in subsections (a)(8) and (9) need not be given
under this subsection any earlier than the notice (if any) of the underlying event is given to the Owners of affected Bonds pursuant to the Bond Resolution. A-3
Section 4. Dissemination Agent. (a) General. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under these Disclosure
Instructions, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. @) Annual Reports. If a Dissemination Agent is appointed, not
later than 15 Business Days prior to the date specified in Section 2(u) for providing the Annual Report to the Repository, the Issuer shall provide the Annual Report to the Dissemination
Agent or the Repository. The Dissemination Agent shall file a report with the Issuer certifying that the Annual Report has been provided pursuant to these Disclosure Instructions, stating
the date it was provided, or that the Issuer has certified to the Dissemination Agent that the Issuer has provided the Annual Report to the Repository. If the Dissemination Agent has
not received an Annual Report or has not received a written notice f?om the Issuer that it has provided an Annual Report to the Repository, by the date required in Section 2(u), the
Dissemination Agent shall send a notice to the Repository in substantially the form attached as Exhibit A. (c) Material Event Notices. . (1) The Dissemination Agent shall, promptly after
obtaining actual knowledge of the occurrence of any event that it believes may constitute a Material Event, contact the chief financial officer of the Issuer or his or her designee,
or such other person as the Issuer shall designate in writing to the Dissemination Agent from time to time, inform such person of the event, and request that the Issuer promptly notify
the Dissemination Agent in writing whether or not to report the event pursuant to Section 4(c)(3). (2) The Issuer will promptly respond in writing to any such request. Whenever the Issuer
obtains knowledge of the occurrence of a Material Event, because of a notice from the Dissemination Agent pursuant to this subsection (c) or otherwise, the Issuer shall promptly determine
if such event would be material under applicable federal securities law. If the Issuer has determined that knowledge of the occurrence of a Material Event would be material under applicable
federal securities law, the Issuer shall promptly so notify the Dissemination Agent in writing. Such notice shall instruct the Dissemination Agent to report the occurrence pursuant to
Section 4(c)(3). If the Issuer has determined that knowledge of a Material Event would not be material under federal securities law, the Issuer shall promptly so notify the Dissemination
Agent in writing. Such notice shall instruct the Dissemination Agent not to report the occurrence pursuant to Section 4(c)(3). (3) If the Dissemination Agent has been given written instructions
by the Issuer to report the occurrence of a Material Event, the Dissemination Agent shall promptly file a notice of such occurrence with the Repository, with copies to the Issuer. Notwithstanding
the foregoing, notice of Material Events described in Sections 3(u)(8) and (9) need not be given under this subsection any earlier than the notice (if any) of the underlying event is
given to the Owners of affected Bonds pursuant to the Bond Resolution. (d) Duties, Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties
as are specifically set forth in these Disclosure Instructions, and the Issuer agrees to indemnib and save the Dissemination Agent, its officers, directors, employees and agents, harmless
against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including
attorneys fees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent’s neghgence or willfid misconduct. The obligations of the Issuer
under this Section shall survive resignation or removal of
the Dissemination Agent and payment of the Bonds. The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the Issuer pursuant
to these Disclosure Instructions. (e) Other Designated Agents. The Issuer may, from time to time, appoint or designate a Designated Agent to submit Annual Reports, Material Event notices,
and other notices or reports pursuant to these Disclosure Instructions. The Issuer hereby appoints the Dissemination Agent and the Designated Agent(s) solely for the purpose of submitting
Issuer-approved Annual Reports, Material Event notices, and other notices or reports pursuant to these Disclosure Instructions. The Issuer may revoke this designation at any time upon
written notice to the Designated Agent. Section 5. Termination of Reporting Obligation. The Issuer’s obligations under these Disclosure Instructions shall terminate upon the legal defeasance,
prior redemption or payment in full of all of the Bonds. If the Issuer’s obligations hereunder are assumed in full by some other entity as permitted in the Bond Resolution, such person
shall be responsible for compliance with under these Disclosure Instructions in the same manner as if it were the Issuer, and the Issuer shall have no further responsibility hereunder.
If such termination or substitution occurs prior to the final maturity of the Bonds, the Issuer shall give notice of such termination or substitution in the same manner as for a Material
Event under Section 3@). Section 6. Amendment; Waiver. Notwithstanding any other provision of these Disclosure Instructions, the Issuer and the Dissemination Agent, if any, may amend
of these Disclosure Instructions (and the Dissemination Agent shall not unreasonably refuse to execute any amendment so requested by the Issuer) and.any provision of these Disclosure
Instructions may be waived, provided that: (a) Bond Counsel or other counsel experienced in federal securities law matters provides the Issuer and the Dissemination Agent, if any, with
its opinion that the undertaking of the Issuer contained herein, as so amended or after giving effect to such waiver, is in compliance with the SEC Rule and all current amendments thereto
and interpretations thereof that are applicable to these Disclosure Instructions; (b) if the amendment or waiver relates to Sections 2(u) or 3(u), it may only be made in connection with
a change in circumstances that arises from a change in law or legal requirements, or change in the identity, nature or status of an obligated person with respect to the Bonds, or the
type of business conducted; and .(c) the amendment or waiver is either (1) approvd by the Owners of the Bonds in the same manner as provided in the Bond Resolution with consent of the
Owners, or (2) does not in the opinion of Bond Counsel materially impair the interests of the Owners or Beneficial Owners of the Bonds. If there is an amendment or waiver of a provision
of these Disclosure Instructions, the Issuer shall describe such amendment in the next Annual Report, and shall include, as applicable, a narrative explanation of the reason for the
amendment or waiver and its impact on the type (or, in the case of a change of accounting principles, on the presentation) of Financial Information or Operating Data being presented
by the Issuer. In addition, if the amendment relates to the accounting principles to be followed in preparing financial statements: (a) notice of such change shall be given in the same
manner as for a Material Event under Section 3@), and (b) the Annual Report for the year in which the change is made should present a comparison (in narrative form and also, if feasible,
in quantitative form) between the financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles.
Section 7. Additional Information. Nothing in these Disclosure Instructions shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination
set forth in these Disclosure Instructions or any other means of communication, or including any other idormation in any Annual Report or notice of occurrence of a Material Event, in
addition to that which is required by these Disclosure Instructions. If the Issuer chooses to include any information in any Annual A-5
Report or notice of occurrence of a Material Event, in addition to that which is specifically required by these Disclosure Instructions, the Issuer shall have no obligation under these
Disclosure Instructions to update such information or include it in any f h u e Annual Report or notice of occurrence of a Material Event. Section 8. Noncompliance. In the event of a
failure of the Issuer or the Dissemination Agent, if any, to comply with any provision of these Disclosure Instructions, the Participating Underwriter or any Beneficial Owner of the
Bonds may take such actions' as may be necessary and appropriate, including seeking mandamus or specific performance by court order, to cause the Issuer or the Dissemination Agent, if
any, as the case may be, to comply with its obligations under these Disclosure Instructions. Noncompliance with the provisions of these Disclosure Instructions shall not be deemed an
Event of Default under the Bond Resolution, and the sole remedy under these Disclosure Instructions in the event of any failure of the Issuer or the Dissemination Agent, if any, to comply
with these Disclosure Instructions shall be an action to compel performance. Section 9. Notices. Any notices or communications to or among any of the parties referenced in these Disclosure
Instructions may be given as follows: (a) To the Issuer at: 300 West Ash Salina, Kansas 67402 Attention: Clerk (b) To the Participating Undenvriter at: George K.' Baum & Co. 4801 Main
Street, Suite 500 Kansas City, Missouri Fax: Attention: Manager, Municipal Bond Department or such other address as is furnished in writing to the other parties referenced herein. (c)
To the Dissemination Agent at the address set forth on Exhibit B attached hereto. Any person may, by written notice to the other persons listed above, designate a different address or
telephone number(s) to which subsequent notices or communications should be sent. Section 10. Electronic Transactions. Actions taken hereunder and the arrangement described herein may
be conducted and related documents may be stored by electronic means. Section 11. Beneficiaries. These Disclosure Instructions shall inure solely to the benefit of the Issuer, the Dissemination
Agent, if any, the Participating Underwriter and Beneficial Owners &om time to time of the Bonds, and shall create no rights in any other person or entity. Section 12. Severability.
If any provision in these Disclosure Instructions, the Bond Resolution or the Bonds relating hereto, shall be invalid, illegal or unenforceable, the validity, legality and enforceability
of the remaining provisions s h d not in any way be af€ected or impaired thereby. A-6'
Section13. Governing Law. These Disclosure Instructions shall be governed by and construed in accordance with the laws of the State of Kansas. [BALANCE OF THIS PAGE INTENTIONALLY LEFT
BLANK] A-7
CITY OF SALINA, KANSAS (SEAL) (Signature Page to Continuing Disclosure Instructions)
EXHIBIT A NOTICE TO REPOSITORY OF FAILURE TO FH...E ANNUAL REPORT Name of Issuer: Name of Bond Issue: Name of Obligated Person: Date of Issuance: City of Salina, Kansas $7,860,000 General
Obligation Refunding Bonds, Series 201 O-B, dated as of October 15,2010 City of Salina, Kansas October 29,2010 NOTICE IS GIVEN that the City of Salina, Kansas (the "Issuer") has not
provided an Annual Report with respect to the above-named Bonds as required by the Continuing Disclosure Instructions dated as of October 29, 2010. The Issuer anticipates that the Annual
Report will be filed by ____ _ Dated: _______ _ CITY OF SALINA, KANSAS By _________________ _ By ______________________ ,as Dissemination Agent cc: City of Salina, Kansas A-I
EXHIBITB ' ACCEPTANCE OF DISSEMINATION AGENT Name of Issuer: City of Salina, Kansas Name of Bond Issue: $7,860,000 General Obligation Refunding Bonds, Series 2010-B, dated as of October
15,2010 Dissemination Agent: Notice Address of Dissemination Agent: , having been duly appointed by the City of Salina, K m a s to act in the capacity of Dissemination Agent pursuant
to the Continuing Disclosure Instructions. to which this acceptance is attached, accepts such duties and responsibilities set forth therein. Dated: B-1
FEDERAL TAX CERTIFICATE Dated as of October 29,2010 OF THE CITY OF SALINA, KANSAS . $7,860,000 GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B
FEDERAL TAX CERTIFICATE TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.01 Definitions ofwords and Terms ....................................................................................
1 ARTICLE 11 GENERAL REPRESENTATIONS AND COVENANTS Section 2.01 Section 2.02 Representations and Covenants of the Issuer ................................................................
6 Continuing Application of Representations and Covenants .......................................... 9 ARTICLE III ARBITRAGE CERTIFICATIONS AND COVENANTS Section 3.01 General ........................
................................................................................................ 10 Section 3.02 Reasonable Expectations ..............................................................
............................... 10 Section 3.03 Purpose of Financing ................................................................................................... 10 Section 3.04
Funds and Accounts ..................................................................................................... 10 Section 3.05 Amount and Use of Bond Proceeds ..............................
............................................... 10 Section 3.06 Multipurpose Issue. ............ :.. ............................................................. :. .......................
11 Section 3.07 Advance Refunding ..................................................................................................... 11 Section 3.08 . Current Refunding ...........................
............................................................................ 11 Section 3.09 Completion of Financed Improvements ......................................................................
12 Section 3.10 Sinking Funds .............................................................................................................. 12 Section 3.11 Section 3.12 Purpose Investment
Yield ............................................................................................ 12 Section 3.13 Offering Prices and Yield on Bonds .................................................
............................ 12 Section 3.15-Conclyion ................................................................................................................... 13 Reserve,
Replacement and Pledged Funds .................................................................. 12 Section 3.14 Miscellaneous Arbitrage Matters. .....................................................
.......................... 12 ARTICLE IV ARBITRAGE INVESTMENT AND REBATE INSTRUCTIONS Section 4.01 Section 4.02 Section 4.03 Section 4.04 Section 4.05 Section 4.06 Section 4.07 Section
4.08 Section 5.01 Section 5.02 Section 5.03 Section 5.04 Temporary PeriodsNield Restriction .......................................................................... 13 Certain Gross
Proceeds Exempt from the Rebate Requirement .................................. 16 Computation and Payment of Arbitrage Rebate ..........................................................
17 Successor Rebate Analyst ............................................................................................ 17 Rebate Report Records. ....................................................
........................................... 17 Fair Market Value ....................................................................................................... 13 Survival after
Defeasance ............................................................................................ 18 Filing Requirements ........................................................................
............................ 18 ARTICLE V MISCELLANEOUS PROVISIONS Term of Tax Certificate ...............................................................................................
18 Amendments ................................................................................................................ 18 Opinion of Bond Counsel .............................................
...................... 1. ........................ 18 Reliance .......................................................................................................................
18 1
Section 5.05 Severability .................................................................................................................. 18 Section 5.06 . Benefit of Certificate
................................................................................................... 19 Section 5.07 Default; Breach and Enforcement: ..................................................
............................ 19 Section 5.08 Record Keeping Responsibilities. ............................................................................... 19 Section 5.09 Governing
Law ............................................................................................................ 19 Section 5.10 Electronic Transactions. .............................................
................................................ .19 LIST OF EXHIBITS TO FEDERAL TAX CERTIFICATE A. IRS FORM 8038-G Attachment to IRS Form 8038-G Evidence of filing B. RECEIPT FOR PURCHASE
PRICE C. RECEIPT AND REPRESENTATION D. DESCRIPTION OF PROPERTY COMPRISING THE FINANCED IMPROVEMENTS Schedule 1 Debt Service Schedule and Proof of Yield * * * .. 11
FEDERAL TAX CERTIFICATE THIS FEDERAL TAX CERTIFICATE (the “Tax Certificate”), is executed as of October 29, 2010 (the “Issue Date”), by the City of Salina, Kansas (the “Issuer”). RECITALS
1. This Tax Certificate is being executed and delivered in connection with the issuance by the Issuer of $7,860,000 principal amount of General Obligation Refunding Bonds, Series 2010-B
(the “Bonds”), under the’Bond Resolution (as herein defined), for the purposes described in this Tax Certificate and in the Bond Resolution. . 2. The Internal Revenue Code of 1986, as
amended (the “Code”), and the applicable Regulations and rulings issued by the U.S. Treasury Department (the “Regulations”), impose certain limitations on the uses and investment of
the Bond proceeds and of certain other money relating to the Bonds and set forth the conditions under which the interest on the Bonds will be excluded fiom gross income for federal income
tax purposes. 3. The Issuer is executing this Tax Certificate in order to set forth certain facts, covenants, representations, and expectations relating to the use of Bond proceeds and
the property financed or refinanced with those proceeds and the invewent of the Bond proceeds and of certain other related money, in order to establish and maintain the exclusion of
the interest on the Bonds from gross income for federal income tax purposes and to provide guidance for complying with the arbitrage rebate provisions of Code 6 148(f). NOW, THEREFORE,
in consideration of the foregoing and the mutual representations, covenants and agreements set forth in this Tax Certificate, the Issuer represents, covenants and agrees as follows:
ARTICLE I DEFINITIONS Section 1-01’ Definitions of Words and Terms. Except as otherwise provided in this Tax Certificate or unless the context otherwise requires, capitalized words and
terms used in this Tax Certificate have the same meanings as set forth in the Bond Resolution, and certain other words and phrases have the meanings assigned in Code $$ 103, 141-150
and the Regulations. The following words and terms used in this Tax Certificate have the following meanings: “Adjusted Gross Proceeds” means the Gross Proceeds of the Bonds reduced by
amounts: (a) in a Bona Fide Debt Service Fund or a reasonably required reserve or replacement fund; (b) that as of the Issue Date are not expected to be Gross Proceeds, but which arise
after the end of the applicable spending period; and (c) representing grant repayments or sale or Investment proceeds of any purpose Investment. “Bona Fide Debt Service Fund” means a
fund, which may include Bond proceeds, that: (a) is used primarily to achieve a proper matching of revenues with principal and interest payments within each Bond Year; and (b) is depleted
at least once each Bond Year, except for a reasonable carryover amount not 1
to exceed the greater of (1) the earnings on the f h d for the immediately preceding Bond Year, or (2) onetwelfth of the principal and interest payments on the Bonds for the immediately
preceding Bond Year. “Bond” or “Bonds” means any bond or bonds described in the recitals, authenticated and delivered under the Bond Resolution. “Bond Counsel” means Gilmore & Bell,
P.C., or other firm of nationally recognized bond counsel acceptable to the Issuer. “Bond Resolution” means Ordinance No. 10-10575 and Resolution No. 10-6773 of the Issuer duly adopted
by the governing body of the Issuer on October 18, 2010, as originally executed by the Issuer, as amended and supplemented in accordance with the provisions of the Bond Resolution. “Bond
Year” means each one-year period (or shorter period for the first Bond Year) ending October 1 or another one-year period selected by the Issuer. “Code” means the Internal Revenue Code
of 1986, as amended. “Computation Date” means each date on which arbitrage rebate for the Bonds is computed. The Issuer may treat any date as a Computation Date, subject to the following
limits: (a) The first rebate installment payment must be made for a Computation Date not later than 5 years after the Issue Date; (b) Each subsequent rebate installment payment must
be made for a Computation Date not later than 5 years after the previous Computation Date for which an installment payment was made; and (c) The date the last Bond is discharged is the
final Computation Date. ’ The Issuer selects October 1 , 2015 as the’first Computation Date but reserves the right to select a different date consistent with the Regulations. “Escrow
Agent” means UMB National Bank of America, Wichita, Kansas, and its successom and assigns. “Escrow Agreement” means the Escrow Trust Agreement, dated as of October 15, 2010, between
the Issuer and the Escrow Agent. “Escrowed Securities” means the direct, noncallable obligations of the United States of America, as described in the Escrow Agreement. “Financed Improvements”
means any of the property financed or refinanced with the proceeds of the Bonds or the Original Obligations as described on Exhibit D. ‘‘Gross Proceeds” means (a) sale proceeds (any
amounts actually or constructively.received by the Issuer from the sale of the Bonds, including amounts used to pay underwriting discount or fees, but excluding pre-issuance accrued
interest), (b) Investment proceeds (any amounts received fi-om investing sale proceeds, or other Investment proceeds, (c) any amounts held in a sinking find for the Bonds, (d) any 2
amounts held in a pledged fund or reserve fund for the Bonds, (e) any other replacement proceeds and (0 any transferred proceeds. Specifically, the term Gross Proceeds includes (but
is not limited) to amounts held in the following funds and accounts: . (1) (2) Escrow Fund; .(3) Debt Service Account; (4) (5) Costs of Issuance Account. Redemption Fund for Loans Rebate
Fund (to the extent funded with sale proceeds or Investment proceeds of the Bonds); and “Guaranteed Investment Contract” is any Investment with specifically negotiated withdrawal or
reinvestment provisions and a specifically negotiated interest rate, including any agreement to supply Investments on two or more future dates (e.g., a forward supply contract). “Investment”
means any security, obligation, annuity contract or other investment-type property that is purchased directly with, or otherwise allocated to, Gross Proceeds. Such term does not include
a tax-exempt bond, except for “specified private activity bonds” as such term is defined in Code 6 57(a)(5)(C), but does include the investment element of most interest rate caps. “IRS”
means the United States Internal Revenue Service. “Issue Date” means October 29,2010. “Issuer” means the City of Salina, Kansas, and its successors and assigns, or any body, agency or
instrumentality of the State succeeding to or charged with the powers, duties and functions of the Issuer. “Loan Agreements” means, collectively: (a) that certain Loan Agreement with
KDHE and the Issuer in the original principal amount of $3,600,000 for KPWSLF Project No. 2153, dated December 1, 1997; and (b) that certain Loan Agreement between the Issuer and KDHE
in the original principal amount of $5,000,000 for KPWSLF Project No. 2259 dated March 14,2001. “Management Agreement” means a legal agreement defined in Regulations 6 1.141-3(b) as
a management, service, or incentive payment contract with an entity that provides services involving all or a portion of any function of the Financed Improvements, such as a contract
to manage the entire Financed Improvements or a portion of the Financed Improvements. However, contracts for services that are solely incidental to the primary governmental function
of the Financed Improvements (for example, contracts for janitorial, office equipment repair, billing, or similar services) are not treated as Management Agreements. “Meahrement Period”
means, with respect to each item of property financed as part of the Financed Improvements with proceeds of the Loan Agreements, the period beginning on the later of (1) the Issue Date
or (2) the date the property is placed on service and ending on or the earlier of (A) the final maturity date of the Bonds or (B) the expected economic useful life of the property. With
respect to each item of property financed as part of the Financed Improvements with proceeds of the Original Obligations, Measurement Period means the period beginning on the later of
(i) the issue date of the Original Obligations or (ii) the date the property was or will be placed on service, and ending on the earlier of (A) the final maturity date of the Bonds or
(B) the expected economic useful life of the property. . . 3
“Minor Portion” means the lesser of $100,000 or 5% of the sale proceeds of the Bonds. “Net Proceeds” means, when used ‘in reference to the Bonds, the sale proceeds of the Bonds (excluding
pre-issuance accrued interest), less any proceeds deposited in a reasonably required reserve or replacement fimd, plus all Investment earnings on such sale proceeds. ”Non-Qualified Use”
means use of Bond proceeds or the Financed Improvements in.a trade or business carried on by any Non-Qualified User. The rules set out in Regulations 6 1.141-3 determine whether Bond
proceeds or the Financed Improvements are “used” in a trade or business. Generally, ownership, a lease, or any other use that grants a Non-Qualified User a special legal right or entitlement
with respect to the Financed Improvements, will constitute use under Regulations 6 1.141-3. “Non-Qualified User” means any person or entity other than a Qualified User. “Opinion of Bond
Counsel” means the written opinion of Bond Counsel to the effect that the proposed action or the failure to act will not adversely affect the exclusion of the interest on the Bonds from
gross income for federal income tax purposes. “Original Obligations” means the Issuer’s Series 2001-A Bonds and the Series 2002-B Bonds which were the initial issues of tax-exempt governmental
obligations that financed or refinanced a portion of the Financed Improvements. “Output Contract” is defined in Regulations 6 1.141-7 and generally includes any contract with a Non-Qualified
User that provides for the purchase of the output of Financed Improvements. A similar contract with a Qualified User is not an Output Contract. ”Proposed Regulations” means the proposed
arbitrage regulations REG 106143-07 (published at 72 Fed. Reg. 54606 (Sept. 26,2007)). “P~rchaserm’~e ans George K. Baum & Company, Kansas City, Missouri, the original purchaser of the
Bonds, and any successor and assigns. “Qualified Use Agreement” means any of the following: (a) A lease or other short-term use by members of the general public who occupy the Financed
Improvements on a short-term basis in the ordinary course of the Issuer’s governmental purposes. (b) Agreements with Qualified Users or Non-Qualified Users to use all or a portion of
the Financed Improvements for a period up to 200 days in length pursuant to an arrangement whereby (1) the use of the Financed Improvements under the same or similar arrangements is
predominantly by natural persons who are not engaged in a trade or business and (2) the compensation for the use is determined based on generally applicable, fair market value rates
that are in effect at the time the agreement is entered into or renewed. Any Qualified User or Non-Qualified User using all or any portion of the Financed Improvements under this type
of arrangement may have a right of first refusal to renew the agreement at rates generally in effect at the time of the renewal. 4
(c) Agreements with Qualified Users or Non-Qualified Users to use all or a portion of the Financed Improvements for a period up to 100 days in length pursuant to arrangements whereby
(1) the use of the property by the person would be general public use but for the fact that generally applicable and uniformly applied rates are not reasonably available to natural persons
not engaged in a trade or business, (2) the compensation for the use under the arrangement is determined based on applicable, fair market value rates that are in effect at the time the
agreement is entered into or renewed, and (3) the Financed Improvements was not constructed for a principal purpose of providing the property for use by that Qualified User or Non-Qualified
User. Any Qualified User or Non-Qualified User using all or any portion of the Financed Improvements under this type of arrangement may have a right of first rehsal to renew the agreement
at rates generally in effect at the time of the renewal. (d) Agreements with Qualified Users or Non-Qualified Users to use all or a portion of the Financed Improvements for a period
up to 50 days in length pursuant to a negotiated armls-length arrangement at fair market value so long as the Financed Improvements was not constructed for a principal purpose of providing
the property for use by that person. “Qualified User” means a state, territory, possession of the United States, the District of Columbia, or any political subdivision thereof, or any
instrumentality of such entity, but it does not include the United States or any agency or instrumentality of the United States. “Rebate Analyst” means Gilmore-& Bell, P.C. or any successor
rebate analyst selected pursuant to this Tax Certificate. “Refunded Bonds” means collectively, (a) the Series 2001-A Bonds maturing in the years 2012 to 201 6, inclusive, in the aggregate
principal amount of $1,775,000; and (b) the Series .2002-B Bonds maturing in the years 2013 to 2017, inclusive, in the aggregate principal amount of $325,000. “Refunded Obligations”
means collectively, (a) the Refunded Bonds; and (b) the outstanding principal amount of the Loan Agreements. “Regulations” means all Regulations issued by the U.S. Treasury Department
to implement the provisions of Code $6 103 and 141 through 150 and applicable to the Bonds. “Series 2001-A Bonds” means the Issuer’s General Obligation Internal Improvement Bonds, Series
200 1 -A, dated July 15,200 1. “Series 2002-B Bonds” means the Issuer’s General Obligation Internal Improvement Bonds, Series 2002-B, dated July 15,2002. “State” means the State of Kansas.
“.Tax Certificate” means this Federal Tax Certificate as it may from time to time be amended and supplemented in accordance with its terms. “Transcript” means the Transcript of Proceedings
relating to the authorization and issuance of the Bonds. “Verification Report” means the verification report of Robert Thomas CPA, LLC, Certified Public Accountants, relating to the
Bonds and the Refunded Bonds. 5
“Yield” means yield on the Bonds, computed under Regulations 6 1.148-4, and Yield on an Investment, computed a d e r Regulations 8 1.148-5. ARTICLE I1 GENERAL REPRESENTATIONS AND COVENANTS
Section 2.01 covenants as follows: Representations and Covenants of the Issuer. The Issuer represents and (a) Organization and Authority. The Issuer (1) is a city of the first class,
duly created, organized and existing under the Constitution and laws of the State, and (2) has lawful power and authority to issue the Bonds for the purposes set forth in the Bond Resolution,
to enter into, execute and deliver the Bond Resolution, the Bonds, and this Tax Certificate and to carry out its obligations under this Tax Certificate and under such documents, and
(3) by all necessary action has been duly authorized to execute and deliver the Bond Resolution, the Bonds, and this Tax Certificate, acting by and through its duly authorized officials.
(b) Tm-Exempt Status of Bonds-Generuf Covenant. The Issuer (to the extent within its power or direction) will not use any money on deposit in any hnd or account maintained in connection
with the Bonds, whether or not such money was derived from the proceeds of the sale of the Bonds or from any other source, in a manner that would cause the Bonds to be “arbitrage bonds,”
within the meaning of Code 0 148, and will not (to the extent within its power or direction) otherwise use or permit the use of any Bond proceeds or any other funds of the Issuer, directly
or indirectly, in any manner, or take or permit, to be taken. any other action or actions, that would cause interest on the Bonds to be included in gross income for federal income tax
purposes. (c) Governmental Obligations-Use of Proceeds. Throughout the Measurement Period: (1) all of the Financed Improvements are expected to be owned by the Issuer or another Qualified
User; (2) no portion of the Financed Improvements are expected to be used in a Non-Qualified Use; and (3) the Issuer will not permit any Non-Qualified Use of the Financed Improvements
without fmt obtaining an Opinion of Bond Counsel. The Issuer will monitor the usage of all portions of the Financed Improvements during the Measurement Period. If the Non-Qualified Use
of the Financed Improvements exceeds 10% of the total use over the Measurement Period, then the Issuer will take “remedial action” in accordance with Regulations 6 1.141-12, as specified
in an Opinion of Bond Counsel, as necessary to maintain the exclusion of the interest on the Bonds from gross income for federal income tax purposes. The Issuer understands that remedial
action could include redemption or defeasance of all or a portion of the Bonds. (d) Governniental Obligations-Private Security or Payment. As of the Issue Date the Issuer expects that
none of the principal and interest on the Bonds and the payment of principal of and interest on the Refunded Obligations, and on all other obligations which directly or indirectly refinanced
the Original Obligations, has been (under the terms of the Bonds or any underlying arrangement) directly or indirectly: (1) Secured by (i) any interest in property used or to be used
for a private business use, or (ii) any interest in payments in respect of such property; or 6
(2) Derived fiom payments (whether or not such payments are made to the Issuer) in respect of property, or borrowed money, used or to be used for a private business use. For purposes
of the foregoing, taxes of general application, including payments in lieu of taxes, are not treated as private payments or as private security. The Issuer will not permit any private
security or payment with respect to the Bonds without first obtaining an Opinion of Bond Counsel. (e) No Private Loan, Special Assessments Not more than 5% of the net proceeds of the
Bonds will be, and not more than 5% of the net proceeds of the Refunded Obligations have been, loaned directly or indirectly to any Non-Qualified User. The payment of principal and interest
on the Bonds will be funded, and the payment of principal of and interest on the Refunded Obligations was funded, in part fiom mandatoj special assessments against the property benefiting
from the Financed Improvements. The use of the proceeds of the Bonds and the Original Obligations is not treated as a loan of those proceeds because (1) the special assessment is an
enforced contribution for the purpose of raising revenue for specific capital improvements; (2) the assessment does not include any fee for services; (3) the assessment and collection
of the tax is not dependent upon, and does not vary, depending on whether the taxpayer engaged, or the property is used, in a trade or bushess; (4) the tax is imposed to pay for an essential
governmental function; and the owners of property benefiting from the Financed Improvements are eligible or required to make deferred payments of the special assessment giving rise to
the use of proceeds on an equal basis. (f) Management Agreements. As of the Issue Date the Issuer has no Management Agreements with Non-Qualified Users. During the Measurement Period
the Issuer will not enter into or . renew any Management Agreement with any Non-Qualified User without first obtaining an Opinion of Bond Counsel. (g) Leases. As of the Issue Date the
Issuer has not entered into any leases of any portion of the Financed Improvements other than Qualified Use Agreements. During the Measurement Period the Issuer will not enter into or
renew any lease or similar agreement or arrangement other than a Qualified Use Agreement without first obtaining an Opinion of Bond Counsel. (h) Output. Contracts. As of the Issue Date
the Issuer does not have any Output Contract. During the Measurement Period the Issuer will not enter into any Output Contract without first obtaining an Opinion of Bond Counsel. (i)
Limit on Maturity of Bonds. A list of the assets included in the Financed Improvements and a computation of the “average reasonably expected economic life” is attached to this Tax Certificate
as Exhibit D. Based on this computation, the “average maturity” of the Bonds, as computed by Bond Counsel, does not exceed 120% of the average reasonably expected economic life of the
Financed Improvements. 6 ) Expenditure of Bond Proceeds. (1) Reimbursement of ExDenditures. The governing body of the Issuer adopted several resolutions declaring the intent of the Issuer
to finance the Financed Improvements with tax-exempt bonds and to reimburse the Issuer for expenditures made for the Financed Improvements prior to the issuance of the Original Obligations.
No portion of the proceeds of the Original Obligations was used to reimburse an expenditure paid by the Issuer more than 60 days prior to the date the respective resolution was adopted,
except as Regulations 6 1.150-2(f) or as otherwise described in the federal tax certificate for the Original Obligations. The Issuer 7
evidenced each allocation of the proceeds of the Original Obligations to an expenditure in writing. No reihbursement allocation has been made for an expenditure made more than 3 years
prior to the date of the reimbursement allocation. In addition no reimbursement allocation has been made more than 18 months following the later of (1) the date of the expenditure or
(2) the date the Financed Improvements was placed in service (2) Final Allocation of Bond Proceeds. Some of the Improvements have not yet been placed in service, but the Issuer expects
that the Improvements will be placed in service within nine months after the Issue Date, as shown on Exhibit D. The Issuer’s final allocation of proceeds of the Bonds and the Original
Obligations to Financed Improvement expenditures is shown on Exhibit D attached hereto. The Issuer will maintain this final allocation and accurate supporting records of all expenditures
made for the Financed Improvements, including the amount, the date paid, a description of the purpose, and the source of funds (whether Bond proceeds or other money) allocated to each
Financed Improvement expenditure, in accordance with Section 5.08 of this Tax Certificate. (k) Registered Bonds. The Bond Resolution requires that all of the Bonds will be issued and
held in registered form within the meaning of Code 0 149(a). (1) Bonds Not Federally Guaranteed. The Issuer will not take any action or permit any action to be taken which would cause
any Bond to be “federally guaranteed” within the meaning of Code 0 1490). (m) IRT Form 8038-6. Bond Counsel will prepare IRS Form 8038-G (Information Return for Tax-Exempt Governmental
Obligations) based on the representations and covenants of the Issuer contained in this Tax Certificate or otherwise provided by the Issuer. Bond Counsel will sign the return as a paid
preparer following completion and will ‘then deliver copies to the Issuer for execution and for the Issuer’s records. Issuer agrees to timely execute and return to Bond Counsel the execution
copy of Form 8038-G filing with the IRS. A copy of the IRS Form 803843 as filed with the IRS with proof of filing will be included in Exhibit A of Tax Certificate. The Issuer is the
sole Qualified User of the proceeds of the Bonds listed on Lines 11-18 of Form 8038-G. (n) Hedge Bonds. At least 85% of the net sale proceeds (the sale proceeds of the Original Obligations
less any sale proceeds invested in a reserve fund) of each issue comprisixig the Original Obligations were used to carry out the governmental purpose of the Original Obligations within
3 years after the issue date of the Original Obligations, and not more than 50% of the proceeds of each issue comprising the Origmal Obligations were invested in Investments having a
substantially guaranteed Yield for 4 years or more. (0) Compliance with Future Tax Requirements; Remedial Action. The Issuer understands that the Code and the Regulations may impose
new or different restrictions and requirements on the Issuer in the future. The Issuer will either comply with those future restrictions or will take remedial action in accordance with
Regulations 0 1.141-12 (which action will be accompanied by an Opinion of Bond Counsel) as necessary to maintain the exclusion of the interest on the Bonds from gross income for federal
income tax purposes. (p) Single Issue; No Other Issues. The Bonds constitute a single “issue’’ under Regulations 6 1.150-1 (c). No other debt obligations. of the Issuer (1) are being
sold within 15 days of the sale of the Bonds, (2) are being sold under the same plan of financing as the Bonds, and (3) are expected to be paid 8
fiom substantially the same source of funds as the Bonds (disregarding guarantees fiom unrelated parties, quch as bond insurance). (q) Interest Rate Swap. As of the Issue Date the Issuer
has not entered into an interest rate swap agreement or any other similar arrangement designed to modifL its interest rate risk with respect to the Bonds. The Issuer will not enter into
any such arrangement in the hture without obtaining an ’ Opinion of Bond Counsel. (r) Guaranteed Investment Contract. As of the Issue Date, the Issuer does not expect to enter into a
Guaranteed Investment Contract for any Gross Proceeds of the Bonds. The Issuer will be responsible for complying with Section 4.02(d) hereof if it decides to enter into a Guaranteed
Investment Contract at a later date. (s) Bank Qualified Tax-Exempt Obligation. The Issuer designates the Bonds as “qualified tax-exempt obligations” under Code 6 265(b)(3), and with
respect to this designation certifies as follows: (1) The reasonably anticipated amount of taxexempt obligations (other than private activity bonds) that will be issued by or on behalf
of the Issuer (and all subordinate entities of the Issuer) during the calendar year that the Bonds are issued, including the Bonds, is not reasonably expected to exceed $30,000,000;
and (2) The Issuer (including all subordipate entities of the Issuer), will not issue taxexempt obligations (other than private activity bonds) during the calendar year that the Bonds
are issued, including the Bonds, in an aggregate principal amount or aggregate issue price in excess of $30,000,000, without first obtaining an Opinion of Bond Counsel that the designation
of the Bonds as “qualified tax-exempt obligations” will not be adversely affected. (t) Written Policy and Procedures and Bond Compliance Oficer. The Issuer intends for this Tax Certificate
to serve as part of its written policies and procedures for purposes of complying with . the federal tax law requirements applicable to the Bonds and to supplement any other formal policies
and procedures that the Issuer has established. For this purpose, the Issuer has selected the Director of Finance as the “Bond Compliance Officer.” The Bond Compliance Oficer will be
responsible for working with other Issuer’officials, departments and administrators and for consulting with Bond Counsel, other legal counsel and outside experts to the extent necessary
to carry out the requirements of federal tax law and this Tax Certificate. Section 2.02 Continuing Application of Representations and Covenants. All representations, covenants and certifications
contained in this Tax Certificate or in any certificate or other instrument delivered by the Issuer under this Tax Certificate, will survive the execution and delivery of such documents
and the issuance of the Bonds, as representations of facts existing as of the date of execution and delivery of the instruments containing such representations. The foregoing covenants
of this Section will remain in full force and effect notwithstanding the defeasance of the Bonds. 9
ARTICLE I11 ARBITRAGE CERTIFICATIONS AND COVENANTS .Section 3.01 General. The purpose of this Article is to certlfy; under Regulations 6 1.148-2(b), the Issuer’s expectations as to the
sources, uses and Investment of Bond proceeds and other money, in order to support the Issuer’s conclusion that the Bonds are not arbitrage bonds. The person executing this Tax Certificate
on behalf of the Issuer is an officer of the Issuer responsible for issuing the Bonds. Section 3.02 Reasonable Expectations. The facts, estimates and expectations set forth in this Article
are based upon and in reliance upon the Issuer’s understanding of the documents and certificates that comprise the Transcript, and the representations, covenants and certifications of
the parties contained therein. To the Issuer’s knowledge, the facts and estimates set forth in this Tax Certificate are accurate, and the expectations of the Issuer set forth in this
Tax Certificate are reasonable. The Issuer has no knowledge that would cause it to believe that the representations, warranties and certifications described in this Tax Certificate are
unreasonable or inaccurate or may not be relied upon. Section 3.03 Purpose of Financing. The Bonds are being issued for the purpose of providing funds to pay: (a) the costs of refunding
the Refunded Obligations; and (b) Costs of Issuance. The purpose of the refunding is to achieve interest cost savings through early redemption of the Refimded Obligations, and to provide
an orderly plan of finance for the Issuer. Section 3.04 Funds and Accounts. The following funds and accounts have been established under the Bond Resolution: (a) Debt Service Account;
(b) Rebate Fund; and (c) Redemption Fund. In addition to the Funds and Accounts described above, the Escrow Agreement establishes the following Funds and Accounts to be held and administered
by the Escrow Agent in accordance with the provisions of the Escrow Agreement: (a) Escrow Fund; and (b) Costs of Issuance Account. Section 3.05 Amount and Use of Bond Proceeds. (a) Amount
ofBond Proceeds. The total proceeds to be received by the Issuer from the sale of the Bonds are as evidenced in Exhibit B attached to this Tax Certificate. (b) Use of Bond Proceeds.
The Bond proceeds are expected to be allocated to expenditures as follows: (1) All accrued interest received from the sale of the Bonds shall be deposited in the Debt Service Account
and allocated to pay interest on the Bonds. (2) The sum of $5,721,636.47 will be deposited in the Redemption Fund and will be used to pay the principal of and interest on the Loan Agreements.
10
(3) The sum of $44,891.96 will be transferred to the Escrow Agent for deposit in the Costs of Issuance Account and will be used to pay the Costs of Issuance of the Bonds. (3) The remaining
Bond proceeds in the amount of $2,206,5 15.46 will be transferred to the Escrow Agent for deposit in the Escrow Fund to be applied as provided in the Escrow Agreement to accomplish a
defeasance of the Refunded Bonds, and to pay the principal of, redemption premium, and interest on the Refunded Bonds on and prior to the earliest redemption date of the Refunded Bonds.
Any amount not so used on the redemption date will be transferred to the Debt Service Account. Section 3.06 Multipurpose Issue. Pursuant to Regulations 3 1.148-9(h), the Issuer is applying
the arbitrage rules to separate financing purposes of the issue that have the same initial temporary period as if they constitute a single issue for purposes of applying the arbitrage
rules. Section 3.07 Advance Refunding. (a) Escrow Fund. The remaining debt service requirements on the Refimded Bonds are set forth in the Verification Report. Money in the Escrow Fund
aggregating $2,206,510.00 will be used to purchase the Escrowed Securities as described in the Verification Report, and $5.46 will be held uninvested as the initial cash balance in the
Escrow Fund. The maturing principal of and interest on the Escrowed Securities and the initial cash deposit in the Escrow Fund will be expended to pay the principal of, redemption premium,
if any, and interest on the Refunded Bonds. Upon redemption of the Refunded Bonds, any excess cash remaining in the Escrow Fund not needed to pay debt service on the Refunded Bonds will
be transferred to shall be transferred to the Issuer to be applied by the Issuer in accordance with law. (b) Limit on Number of Advance Refunding Issues. The issuance of the Bonds constitutes
the first advance refunding of the Refunded Bonds. (c) There are no unspent proceeds (sale proceeds, Investment proceeds or transferred proceeds) of the Refunded Bonds. Therefore there
are no-transferred proceeds of the Bonds. Transferred Proceeds. (d) Yield On The Escrowed Securities. The Yield on thi Escrowed Securities (0.23258%, as shown in the Verification Report),
does not exceed the Yield on the Bonds (see section hereof entitled “Offering Prices and Yield on Bonds”). (e) Market Prices. All of the Escrowed Securities are United States Treasury
Securities State and Local Government Series purchased directly from the United States Treasury. (f) Excess Gross Proceeds. There will be no excess gross proceeds of the Bonds. (g) No
Transferred Proceeds. There are no unspent proceeds of the Loan Agreements. Section 3.08 Current Refunding. 11
(a) Proceeds Used for Current Refunding. Proceeds of the Bonds will be used to pay principal and interest on the Loan Agreements. All such proceeds shall be spent not later than 90 days
after the Issue Date. (b) No Transferred Proceeds. There are no unspent proceeds of the Refunded Bonds. Section 3.09 Completion of Financed Improvements. The Financed Improvements have
previously been completed. Section 3.10 Sinking Funds. The Issuer is required to make periodic payments in amounts sufficient to pay the principal of and interest on the Bonds. Such
payments will be deposited into the Debt Service Account. Except for the Debt Service Account, no sinking fund or other similar fund that is expected to be used to pay principal of or
interest on the Bonds has been established or is expected to be established. The Debt Service Account is used primarily to achieve a proper matching of revenues with principal and interest
payments on the Bonds within each Bond Year, and the Issuer expects that the Debt Service Account will qualify as a Bona Fide Debt Service Fund. Section 3.11 Reserve, Replacement and
Pledged Funds. No reserve fund has been or will be established for the Bonds. None of the Bond proceeds will be used as a substitute for other funds that were intended or earmarked to
pay costs of the Financed Improvements or refund the Refunded Obligations, and that instead has been or will be used to acquire higher yielding’hvestments. Except for the Debt Service
Account, there are no other funds pledged or committed in a manner that provides a reasonable assurance that such funds would be available for payment of the principal of or interest
on the Bonds if the Issuer encounters financial difficulty. Section3.12 Purpose Investment Yield. The proceeds of the Bonds will not be used to purchase an Investment for the purpose
of carrying out the governmental purpose of the financing. Section 3.13 Offering Prices and Yield on Bonds. (a) Offerins Price. On Exhibit C, the Purchaser has certified that (1) all
of the Bonds have been the subject of an initial offering to the public at prices no higher than those shown on such Exhibit Cy plus accrued interest (the “Offering Prices”); and (2)
the Purchaser expects that at least 10% of the Bonds of each maturity will be sold to the public at initial offering prices no higher than said Offering Prices. The aggregate initial
offering price of the Bonds is $8,031,993.90, plus accrued interest. (b) Bond yield. Based on the Offering Prices, the Yield on the Bonds is 1.90255%, as computed by Bond Counsel and
shown on Schedule I attached to this Certificate. The Issuer has not entered into an interest rate swap agreement with respect to any portion of the proceeds of the Bonds. Section 3.14
Miscellaneous Arbitrage Matters. (a) No Abusive Arbitrage Device. The Bonds are not and will not be part of a transaction or series of transactions that has the effect of (1) enabling
the Issuer to exploit the difference between taxexempt and taxable interest rates to gain a material financial advantage, and (2) overburdening the taxexempt bond market. 12 ,
(b) No Over-Issuance. The sale proceeds of the Bonds, together with expected Investment earnings thereon and other money contributed by the Issuer, do not exceed the cost of the govemmental
purpose of the Bonds as described above. Section 3.15 Conclusion. On the basis of the facts, estimates and circumstances set forth in this Tax Certificate, the Issuer does not expect
that the Bond proceeds will be used in a manner that would cause any Bond to be an “arbitrage bond” within the meaning of Code 0 148 and the Regulations. ARTICLE IV ARBITRAGE INVESTMENT
AND REBATE INSTRUCTIONS Section 4.01 Temporary PeriodsNield Restriction. Except as described below, Gross Proceeds must not be invested at a Yield greater than the Yield on the Bonds:
(a) Escrow Fund. Bond proceeds deposited in the Escrow Fund are being invested at a Yield less than the Yield on the Bonds. (b) Redemption Fund. Bond proceeds deposited in the Redemption
Fund may be invested without Yield restriction for 13 months. (c) Costs of Issuance Account. Bond proceeds deposited in the Costs of Issuance Account may be invested without Yield restriction
for 13 months. (d) Debt Service Account. To the extent that the Debt Service Account qualifies as a Bona Fide Debt Service Fund, money in such account may be invested without Yield restriction
for 13 months after the date of deposit. Earnings on those amounts may be invested without Yield restriction for one year after the date of receipt of such earnings. (e) Minor Portion.
In addition to the amounts described above, Gross Proceeds not exceeding the Minor Portion may be invested without Yield restriction. Section 4.02 Fair Market Value. (a) . General. No
Investment may be acquired with Gross Proceeds for an amount (includjng transaction costs) in excess of the fair market value of such Investment, or sold or otherwise disposed of for
an amount (including transaction costs) less than the fair market value of the Investment. The fair market value of any Investment is the price a willing buyer would pay to a willing
seller to acquire the Investment in a bona fide, arm’s-length transaction. Fair market value will be determined in accordance with Regulations 0 1.148-5. (b) Established Securities Market.
Except for Investments purchased for a Yield-restricted defeasance escrow, if an Investment is purchased or sold in an arm’s-length transaction on an established securities market (within
the meaning of Code 0 1273), the purchase or sale price constitutes the fair market value. Where there is no established securities market for an Investment, market value must be established
using one of the paragraphs below. The fair market value of Investments purchased for a Yield-restricted defeasance escrow must be determined in a bona fide solicitation for bids that
complies with Regulations 6 1.148-5. 13
(c) Certifcates ofoeposit. The purchase price of a certificate of deposit (a “CD’) is treated as its fair market value on the purchase date if (1) the CD has a fxed interest rate, a
fixed payment schedule, and a substantial penalty for early withdrawal, (2) the Yield on the CD is not less than the Yield on reasonably comparable direct obligations of the United States,
and (3) the Yield is not less than the highest Yield published or posted by the CD issuer to be currently available on reasonably comparable CDs offered to the public. (d) Guaranteed
Investment Contracts. The Issuer is applying to the Bonds Regulations Q 1.148-5(d)(6)(iii)(A) as amended by the Proposed Regulations (relating to electronic bidding of Guaranteed Investment
Contracts). The purchase price of a Guaranteed Investment Contract is treated as its fair market value on the purchase date if all of the following requirements are met:: (1) Bona Fide
Solicitation for Bids. The Issuer makes a bona fide solicitation for the Guaranteed Investment Contract, using the following procedures: (A) The bid specifications are in writing and
are timely forwarded to potential providers, or are made available on an internet website or other similar electronic media that is regularly used to post bid specifications to potential
bidders. A writing includes a hard copy, a fax, or an electronic e-mail copy. (B) The bid specifications include all “materialy’ terms of the bid. A term is material if it may directly
or indirectly affect the Yield or the cost of the Guaranteed Investment Contract. (C) The bid specifications include a statement notifying potential providers that submission of a bid
is a representation (i) that the potential provider did not consult with any other potential provider about its bid, (ii) that the bid was determined without regard to any other formal
or informal agreement that the potential provider has with the Issuer or any other person (whether or not in connection with the bond issue), and (iii) that the bid is not being submitted
solely as a courtesy to the Issuer or any oth& person, for purposes of satisfjmg the requirements of the Regulations. (D) The terms of the bid specifications are “commercially reasonable.”
A term is commercially reasonable if there is a legitimate business purpose for the term other than to increase the purchase price or reduce the Yield of the Guaranteed Investment Contract.
(E) The terms of the solicitation take into account the Issuer’s reasonably expected deposit and drawdown schedule for the amounts to be invested. (F) All potential providers have an
equal opportunity to bid. If the bidding process affords any opportunity for a potential provider to review other bids before providing a bid, then providers have an equal opportunity
to bid only if all potential providers have an equal opportunity to review other bids. Thus, no potential provider may be given an opportunity to review other bids that is not equally
given to all potential providers (that is no exclusive “last look”) before providing a bid. 14
(G) At least 3 “reasonably competitive providers” are solicited for bids. A reasonably competitive provider is a provider that has an established industry reputation as a competitive
provider of the type of Investments being purchased. (2) Bids Received. The bids received must meet all of the following requirements: (A) At least 3 bids are received from providers
that were solicited as described above and that do not have a “material financial interest” in the issue. For this purpose, (i) a lead underwriter in a negotiated underwriting transaction
is deemed to have a material financial interest in the issue until 15 days after the Issue Date of the issue, (ii) any entity acting as a financial advisor with respect to the purchase
of the Guaranteed Investment Contract at the time the bid specifications are forwaided to potential providers has a material financial interest in the issue, and (iii) a provider that
is a related party to a provider that has a material financial interest in the issue is deemed to have a material financial interest in the issue. (B) At least one of the 3 bids received
is from a reasonably competitive provider, as defined above. (C) If an agent or broker is used to conduct the bidding process, the agent or broker did not bid to provide the Guaranteed
Investment Contract. (3) Winning Bid. The winning bid is the highest Yielding bona fide bid (determined net of any broker’s fees). (4) Fees Paid. The obligor on the ‘Guaranteed Investment
Contract certifies the administrative costs that it pays (or expects to pay, if any) to third parties in connection with supplying the Guaranteed Investment Contract. (5) Records. The
Issuer retains the following records with the bond documents until 3 years after the last outstanding Bond is redeemed: (A) A copy of the Guaranteed Investment Contract. @) The receipt
or other record of the amount actually paid for the Guaranteed Investment Contract, including a record of any administrative costs paid by the Issuer, and the certification as to fees
paid, described in paragraph (d)(4) above. (C) For each bid that is submitted, the name of the person and entity submitting the bid, the time and date of the bid, and the bid results.
(D) The bid solicitation form and, if the terms of Guaranteed Investment Contract deviated fiom the bid solicitation form or a submitted bid is modified, a brief statement explaining
the deviation and stating the purpose for the deviation. (e) Other Investments. If an Investment is not described above, the fair market value may be established through a competitive
bidding process, as follows: 15
(1) At least 3 bids on the Investment must be received fiom persons with no financial interest in the Bonds (e.g., as underwriters or brokers); and (2) The Yield on the Investment must
be equal to or greater than the Yield offered under the highest bid. Section 4.03 Certain Gross Proceeds Exempt from the Rebate Requirement. (a) General. A portion of the Gross Proceeds
of the Bonds may be exempt fiom rebate pursuant to one or more of the following exceptions. The exceptions typically will not apply with respect to all Gross Proceeds of the Bonds and
will not otherwise affect the application of the Investment limitations described in Section 4.01. Unless specifically noted, the obligation to compute, and if necessary, to pay rebate
as set forth in Section 4.04 applies even if a portion of the Gross Proceeds of the Bonds is exempt from the rebate requirement. To the extent all or a portion of the Bonds is exempt
from rebate the Rebate Analyst may account for such fact in connection with its preparation of a rebate report described in Section 4.04. The Issuer may defer the final rebate Computation
Date and the payment of rebate for the Bonds to the extent permitted by Regulations $8 1.148-70>)(1) and 1.148-3(e)(2) but only in accordance with specific written instructions provided
by the Rebate Analyst. . (b) Applicable Spending Exceptions. The following optional rebate spending exceptions can apply to the Bonds: 6-month spending exception (Code 5 148(f)(2)(B)
and Regulations $ 1.148-7(c)). (c) Special Elections Made with Respect to Spending Exception Elections. No special elections are being made in connection with the application of the
spending exceptions. r (d) Bona Fide Debt Service Fund To the extent that the Debt Service Account qualifies as a Bona Fide Debt Service Fund, Investment earnings in the Debt Service
Account cannot be taken into account in computing arbitrage rebate. (e) Documenting Application of Spending Exception. At any time prior to the first Computation Date, the Issuer may
engage the Rebate Analyst to determine whether one or more spending exceptions has been satisfied, and the extent to which the Issuer must continue to comply with Section 4.04 hereof.
(f) General Requirements for Spending Exception. The following general requirements apply in determining whether a spending exception is met. (1) Using Adjusted Gross Proceeds to pay
principal of any Bonds is not taken into account as an expenditure for purposes of meeting any of the spending tests. (2) The six-month spending exception generally is met if all Adjusted
Gross Proceeds of the Bonds are spent within 6 months following the Issue Date. The test may still be satisfied even if up to 5% of the sale proceeds remain at the end of the initial
six-month period, so long as this amount is spent within one year of the Issue Date. 16
Section 4.04 Computation and Payment of Arbitrage Rebate. (a) Rebate Fund. The Issuer will keep the Rebate Fund separate from all other funds and will administer the Rebate Fund under
this Tax Certificate. Any Investment earnings derived fiom the Rebate Fund will be credited to the Rebate Fund, and any Investment loss will be charged to the Rebate Fund. (b) Computation
ofRebate Amount. The Issuer will provide the Rebate Analyst Investment reports relating to each fund held by it that contains Gross Proceeds of the Bonds together with copies of Investment
reports for any funds containing Gross Proceeds that are held by a party other than the Issuer annually as of the end of each Bond Year and not later than ten days following each Computation
Date. Each Investment report provided to the Rebate Analyst will contain a record of each Investment, including (1) purchase date, (2) purchase price, (3) information establishing the
fair market value on the date such Investment was allocated to the Bonds, (4) any accrued interest paid, (5) face amount, (6) coupon rate, (7) frequency of interest payments, (8) disposition
price, (9) any accrued interest received, and (10) disposition date. Such records may be supplied in electronic form. The Rebate Analyst will compute rebate following each Computation
Date and deliver a written report to the Issuer together with an opinion or certificate of the Rebate Analyst stating that arbitrage rebate was determined in accordance with the Regulations.
Each report and opinion will be provided not later than 45 days following the Computation Date to which it relates. In performing its duties, the Rebate Analyst may rely, in its discretion,
on the correctness of financial analysis reports prepared by other professionals. If the sum of the amount on deposit in the Rebate Fund and the value of prior rebate payments is less
than the arbitrage rebate due, the Issuer wili, within 55 days after such Computation Date, pay the rebate amount or amount of the deficiency for deposit into the Rebate Fund. If the
sum of the amount on deposit in the Rebate Fund and the value of prior rebate payments is greater than the Rebate Amount the Issuer will transfer such surplus in the Rebate Fund to the
Debt Service Account. After the final Computation Date or at any other time if the Rebate Analyst has advised the Issuer, any money left in the Rebate Fund will be paid to the Issuer
and may be used for any purpose not prohibited by law. . (c) Rebate Payments. Within 60 days after each Computation Date, the Issuer will pay to the United States the rebate amount then
due, determined in accordance with the Regulations. Each payment must be (1) accompanied by IRS Form 8038-T and such other forms, documents or certificates as may be required by the
Regulations, and (2) mailed or delivered to the IRS at the address shown below, or to such other location as the IRS may direct: Internal Revenue Service Center Ogden, UT 84201 Section
4.05 Successor Rebate Analyst. If the fm acting as the Rebate Analyst resigns or becomes incapable of acting for any reason, or if the Issuer desires that a different firm act as the
Rebate Analyst, then the Issuer by an instrument or concurrent instruments in writing delivered to the fm then serving as the Rebate Analyst axid any other party to this Tax Certificate,
will engage a successor Rebate Analyst. In each case the successor Rebate Analyst must be a firm of nationally recognized bond counsel or a fum of independent certified public accountants
and such fm must expressly agree to undertake the responsibilities assigned to the Rebate Analyst hereunder. Section 4.06 Rebate Report Records. The Issuer will retain copies of each
arbitrage rebate report and opinion until 3 years after the final Computation Date. 17
Section 4.07 Survival after Defeasance. Notwithstanding anything in the Bond Resolution to the contrary, the obligation to pay arbitrage rebate to the United States will survive the
payment or defeasance of the Bonds. Section 4.08 Filing Requirements. The Issuer will file or cause to be filed with the IRS such reports or other documents as are required by the Code
in accordance with an Opinion of Bond Counsel. ARTICLE V MISCELLANEOUS PROVISIONS Section5.01 Term of Tax certificate. This Tax Certificate will be effective concurrently with the issuance
and delivery of the Bonds a d will continue in force and effect until the principal of, redemption premium, if any, and interest on all Bonds have been hlly paid and all such Bonds are
cancelled; provided that the provisions of Article IV of this Tax Certificate regarding payment of arbitrage rebate and all related penalties and interest will remain in effect until
all such amounts are paid to the United’States and the provisions of Section 5.08 hereof relating to record keeping shall continue in force for the period described therein for records
to be retained. ’ Section 5.02 Amendments. This Tax Certificate may be amended from time to time by the Issuer without notice to or the consent of any of the owners, but only if such
amendment is in writing and is accompanied by an Opinion of Bond Counsel to the effect that, under then existing law, assuming compliance with this Tax Certificate as so amended such
amendment will not cause interest on any Bond to be included in gross income for federal income tax purposes. No such amendment will become effective until the Issuer receives this Opinion
of Bond Counsel. Section 5.03 Opinion of Bond Counsel. The Issuer may deviate from the provisions of this Tax Certificate if -shed with an Opinion of Bond Counsel addressed to each of
them to the effect that the proposed deviation will not adversely affect the exclusion of interest on the Bonds from gross income for federal income tax purposes. The Issuer will comply
with any further or different instructions provided in an Opinion of Bond Counsel to the effect that the further or different instructions need to be complied with in order to maintain
the validity of-the Bonds or the exclusion from gross income of interest on the Bonds. < Section504 Reliance. In delivering this Tax Certificate the Issuer is making only those certifications,
representations and agreements as are specifically attributed to it in this Tax Certificate. The Issuer is not aware of any facts or circumstances. which would cause it to question the
accuracy of the facts, circumstances, estimates or expectations of any other party providing certifications as part of this Tax Certificate and, to the best of its knowledge, those facts,
circumstances, estimates and expectations are reasonable. The Issuer understands that its certifications will be relied upon by Bond Counsel, in rendering its opinion as to the validity
of the Bonds and the exclusion from federal gross income of the interest on the Bonds. Section5.05 Severability. If any provision in this Tax Certificate or in the Bonds is determined
to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected or impaired. 18
Section5.06 Benefit of Certificate. This Tax Certificate is binding upon the Issuer its respective successors and assigns, and inures to the benefit of the Issuer and the owners of the
Bonds. Nothing in this Tax Certificate or in the Bond Resolution or the Bonds, express or implied, gives to any person, other than the Issuer, its successors and assigns, and the owners
of the Bonds, any benefit or any legal or equitable right, remedy or claim under this Tax Certificate. Section 5.07 Default; Breach and Enforcement. Any misrepresentation of a party
contained herein or any breach of a covenant or agreement contained in this Tax Certificate may be pursued by the owners pursuant to the terms of the Bond Resolution or any other document
which references this Tax Certificate and gives remedies for a misrepresentation or breach thereof. Section 5.08 Record Keeping Responsibilities. The Issuer recognizes: (i) that investors
purchase the Bonds with the expectation that interest on the Bonds is excluded from gross income for federal income tax purposes, (ii) that the tax-exempt status of interest on the Bonds
depends on the accuracy of the representations and the satisfaction of the covenants contained herein by the Issuer, many of which relate to matters that will occur after the date the
Bonds are issued, and (iii) that as part of its ongoing tax-exempt bond audit program the IRS requires that records be created and maintained with respect to the following matters: .
(a) Documentation evidencing expenditure of Bond proceeds and the Original Obligation proceeds in sufficient detail to determine the date of the expenditure, the asset acquired or the
purpose of the expenditure. (b) Documentation evidencing use of the Financed Improvements by public and private persons (e.g., copies of Management Agreements). (c) Documentation evidencing
all sources of payment or security for the Bonds. (d) Documentation pertaining to any Investment'of Bond proceeds (including the purchase and sale of securities, SLGs subscriptions,
actual Investment income received from the Investment of proceeds, guaranteed Investment contracts, and (if required) rebate calculations). The Issuer has procedures in place or will
establish procedures to create and retain these records or to cause these records to be created and retained. Unless otherwise specifically instructed in a written Opinion of Bond Counsel
or to the extent otherwise provided in this Tax Certificate, the Issuer shall retain and maintain these records until 3 years following the final maturity of (i) the Bonds or (ii) any
obligation issued to refund the Bonds. Any records maintained electronically must comply with Section 4.01 of Revenue Procedure 97-22. Section5.09 Governing Law. This Tax Certificate
will be governed by and construed in accordance with the laws of the State. Section 5.10 Electronic Transactions. The transactions described in this Tax Certificate may be conducted,
and related documents may be stored, by electronic means. [BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK] 19
T m UNDERSIGNED, Mayor and Clerk of the Issuer, by their execution of this Tax Certificate hereby make the foregoing certifications, representations, and agreements contained in this
Tax Certificate on behalf of the Issuer, as of the Issue Date. Mayor/Clerk u (Signature Page to Federal Tax Certificate)
EXHIBIT A IRS FORM 8038-G B-1
8 16-22 I -I 000 FAX: Bl6-2EI.IOIB WWW.GILMOREBELL.COM GILMORE 8c BELL A PROFESSIONAL CORPORATION AlTORNEYS AT LAW 2 4 0 5 GRAND BOULEVARD, SUITE I100 KANSAS CITY. MISSOURI 64108-2521
November 3,20 10 VIA FEDERAL EXPRESS Internal Revenue Service Center Ogden, Utah 84201 ST. LOUIS, MISSOURI WICHITA, KANSAS LINCOLN, NEBRASKA .-Ref. 600596.039 GflR Date, 03Nov10 SHIPPING:
90..4891 Wgt: 1.0 LBS SPECIAL : 0 . 0 0 DV. 0.00 TOTAL. 10.30 ~ Dep: HANDLING : S. vcsT'R C*K*: 29D3A1Y8 *5*0 64 5881 .--.-Re: $7,860,000 General Obligation Refunding Bonds, Series 2010-B
of the City of Salina, Kansas Ladies and Gentlemen: Enclosed for filing pursuant to Section 149(e) of the Internal Revenue Code of 1986 is Form 8038-G-, Irfonnation Return for Tax-Exempt
Governmental Obligations, being filed with respect to the above-captioned transactions. If you have any questions, please do not hesitate to contact me. GMR:jac Enclosure
ExprWS February 16,201 1 FedEx Express Customer Support Trace 3875 Airways Boulevard Module H, 4th Floor Memphis, TN 381 16 Dear Customer: The following is the proof-of-delivery for
tracking number 931850645881. US. Mail: PO Box 727 Memphis, TN 38194-4643 Telephone: 901-369-3600 Delivery Information: status: Delivered Delivery date: Nov 5,2010 09:48 Signed for by:
Senrice type: FedEx 2Day Service J. DAVl S NO SIGNATURE IS AVAILABLE FedEx Express proof-of-delivery details appear below; however, no signature is currently available for this shipment.
Please check again later for a signature. Shipping Information: Tracking number: 931850645881 Ship date: Nov 3,2010 Redpient OGDEN, UT US Shipper: KANSAS CITY, MO US Reference 600596.039
GMR Thank you for choosing FedEx Express. FedEx Worldwide Customer Service 1.800.GoFedEx 1.800.463.3339
OME NO. 1545-0720 8038-6 1 Information Return for Tax-Exempt Governmental Obligations F o e (Rev. May 2010) P Under Internal Revenue Code seaion 149(e) F See S e D a r a t e instructions.
Proceeds used for accrued interest. Issue price of entire issue (enter amount from line 21, column (b)) Proceeds used for bond issuance costs (including underwriters’ discount) . Proceeds
used for credit enhancement Proceeds allocated to reasonably required reserve or replacement fund . . 26 0 Proceeds used to currently refund prior issues 27 5,721,636 Proceeds used io
advance refund prior issues 28 2,206,516 Total (add lines 24 through 28) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 103,m’2
. . . . . . . . . . . . -25 . . . . . . . . . ‘ . . . . . . . . . DeplrNnwl of the Treasury Caution: tf the issue price is under $100,000,u se Form 8038-GC. ImemaI Revenue Sewice Reporling
Authority If Amended Return, check here b 0 1 Issuersflmc 22 6,441 23 8,031,994 ;+s.< i &p .@.y*7 ”.-i-$&!4 zgy-3 g$$. 29 . 8,0319994 . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . hospital . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Transporiation. . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Environment (including sewage bonds).
. . . . . . . . . . . . . . . . . . . . 16 Housing. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
18 Other. Describe 19 .If obligations are TANS or RANs, check only box 19a If obligations are BANS, check only box‘l9b 14 Publicsafety . . . . . . . . . . . . . . . . . . . . . . . .
. . . . public improvements (e.g. public buildings, sewer, streets, equipment) . . . . . . . . . . . . b [7 . . . . . . . . . . . . . . . b 0 I I (c) Stated rdemption (d) Wh5Mod (a)
Final maturity date price at maturity I wcrzp maturity I (e) vdd tober 1,2023 I $ 8,031.994 I $ 7,860,000 I 5.624 years I 1.9025 % U s e s of Proceeds of Bond Issue (including underwriters’
discount) . 22 23 24 25 26 27 28 29 30 Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here) . . I 30 I 01 .. Description of Refunded Bonds (Complete
this part onty for refunding bonds.) Enter the remaining weighted average maturity of the bonds .. be currently refunded. . . b ... attachmen* y-32 Enter the remaining weighted average
maturity of the bonds to be advance refunded . , . b see attachment Years 33 34 For Privacy Act and Papenvork Reduction Act Notice, see separate instructions. Enter the last date on
which the refunded bonds will be called (MM/DD/YYYY) . . . . . . . . . attachment Enter the date(s) the refunded bonds were issued b (MWDNYYY) see attachment cat. NO. 63773s ~ ~ 8r03m8-6
(Rev. 5-2010)
35 .%% kF/+5--,a& 35 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract Enter the amount of the state volume cap allocated to the issue
under section 141 @)(5) . . , :“Ta-. (GIC) (see instructions) . . . . . . . . . . . . . . . . . . . . . . . . . 36a ;~?&*&e ;%. governmental units 37a b Enter the final maturity date
of the GIG D 37 Pooled financings: a Proceeds ot this issue that are to be used to make loans to other . . . . . . . . . . . . . . . . . . . . . . . . . . andaccompanying schedules and
statements, and to the best of my knowledge I consent to the IRS’s clixlo5ure of the issuds return information. as necessary Rodney Franz, Finance Director ~ ~ 8r03m8-G (RW. s-zoio)
0 0 0
Attachment to IRS Porn 8038-G, Line Description Series 2001A 31 . Remaining weighted-average maturity of N/A 32 Remainmg weighted average maturity of 3.923 years Bonds to be currengy
refunded Series 2002B KDm h a n KDHE LWdn N/A 4.922 years Taxable Loan Taxable Loan I Bonds to be adpance’r efunded I 33 I Last date ofi.which Refimded Cjbligations 1 10/€/2011 1 ‘10/1/2012
w4 ‘ I 34 -will. be called Dates Refunded Obligations were issued . 7/26/2001 7/25/2002
EmIBIT B RECEIPT FOR PURCHASE PRICE CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B The undersigned Clerk of the City of Salina, Kansas,
this day received from George K. Baum & Co., Kansas City, Missouri, the original purchaser of the above-described bonds (the “Bonds”), the full purchase price of the Bonds, said purchase
price and net amount received by the Issuer being calculated as follows: Principal Amount ................................... $7,860,000.00 Plus Accrued Interest .............................
6,441.46 Plus Premium 171,993.9 0 Less Underwriting Discount .................. -58,950.00 ......................................... Total Purchase Price .................. $7,979,485.36
DATED: October 29,2010. CITY OF SALINA, KANSAS B-1
EXHIBIT C RECEIPT AND REPRESENTATION $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B This certificate is being delivered by George
K. Baum & Company, Kansas City, Missouri (the “Purchaser”) in connection with the issuance of the above-described bonds (the “Bonds”), being issued on the date of this Receipt by the
City of Salina, Kansas (the “Issuer”). Based on its records and information available to the undersigned which the undersigned believes to be correct, the Purchaser represents as follows:
1. Authorized Representative. The undersigned is the duly authorized representative of the Purchaser. 2. Receipt for Bonds. The Purchaser acknowledges receipt by the Depository Trust
Company on behalf of the Purchaser on the Issue Date consisting of fully registered “book-entry-only” bonds in Authorized Denominations in a form acceptable to the Purchaser. 3. Public
Offering. All of the Bonds have been the subject of a bonafide initial offering to the public (excluding bond houses, brokers, or similar persons or organizations acting in the capacity
of underwriters or wholesalers) (the “Public”), made pursuant to the Bond Purchase Agreement between the Issuer and the Purchaser, dated October 18, 2010 (the “Sale Date”). On the Sale
Date, the Purchaser reasonably expected that the fair market value of the Bonds was equal to the respective price for each maturity of the Bonds set forth on Schedule I attached to this
Certificate, plus accrued interest (the “Offering Prices”). As of the Sale Date, the first prices at which the Purchaser reasonably expected that at least 10 percent of the principal
amount of each such maturity of the Bonds would be sold to the Public are such Offering Prices and the Purchaser had no reason to believe that any of the Bonds would be sold at prices
greater, or yields less, than such Offering Prices. For purposes of this certificate, we have assumed that the phrase “bond houses, brokers or similar persons or organizations acting
in the capacity of underwriters or wholesalers” refers only to persons who, to our actual knowledge, have an arrangement with the Issuer or the Purchaser to act in such capacity on behalf
of the Issuer or the Purchaser. 4. Compliance with Bond Purchase Agreement. The Purchaser acknowledges that it has timely received in satisfactory form and manner all proceedings, certificates,
opinions, letters and other documents required to be submitted to it pursuant to the Bond Purchase Agreement on the date of the delivery of and payment for the Bonds (except to the extent
the Purchaser has waived or consented to modification of certain provisions thereof), and that the Issuer has in all respects complied with and satisfied all of its obligations to us
which are required under the Bond Purchase Agreement to be complied with and satisfied on or before the date hereof. c-1
5. Reliance. The Issuer may rely on the foregoing representations. in executing and delivering its Federal Tax Certificate with respect to its certification as to issue price of the
Bonds under the Internal Revenue Code of 1986, as amended (the “Codeyy)a, nd Gilmore & Bell, P.C., Bond Counsel, may rely on the foregoing representations in rendering its opinion relating
to the exclusion from federal gross income of the interest on the Bonds under the Code. Dated: October 29,20 IO. GEORGE K. BAUM & COMPANY, KANSAS CITY, MISSOURI c-2
SCHEDULE I SERIAL BONDS Stated Maturity October 1 201 1 2012 2013 2014 2015 2016 201 7 Annual Principal Rate of Amount Interest $500,000 0.500% 850,000 2.000 925,000 2.000 925,000 2.000
925,000 2.000 925,000 2.000 565,000 2.250 Dollar Price 100.000% 102.477 103.311 103.445 103.084 101.966 102.259 -Stated Maturity October 1 2018 2019 2020 202 1 2022 2023 Principal Amount
$525,000 550,000 425,000 300,000 3 10,000 135,000 Annual Rate of Interest 3 .OOO% 2.250 2.500 2.700 2.750 3.000 Dollar Price 106.535% 99.597 100.000 100.000 98.993 100.000 -c-3
EXHIBIT D $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS DATED OCTOBER 15,2010 SERIES 2010-B DESCRIPTION OF PROPERTY COMPRISING THE FINANCED IMPROVEMENTS s-3-1
EXIIIBIT D TO FEDERAL TAX CERTIFICATE General Obligation Refunding Bonds Series 2010-B DESCRIPTION OF FINANCED FACILITY 1 2001-A Project Economic Original Cost Paid Cost Paid Life x
Economic Asset %fromBo nd from Other Financed Asset Description ' . Life Type cost Proceeds Sources cost Acquire Land Land Morrison's Addition 50 Streets, Drainage 64,939 64,939 3,246,930
Replat of Georgetown Addition 50 Streets, Drainage 170,604 170,604 8,530,208 Eastview Estates Addition 50 Streets, Drainage 427,751 427,75 1 21,387,547 Aurorahlagnolia Drainage 50 Drainage
97,230 97,230 4,861,480 south Ohio 50 Streets, Drainage 3,547,899 3,547,899 177,394,973 East Bank Estates 50 Streets, Drainage 175,286 175,286 8,764,276 Twin Oaks 50 Streets, Drainage
125,066 125,066 6,253,299 Woodland Hills 50 Streets, Drainage 243,049 243,049 12,152,466 S. 9th Street Water and Sewer Improvements 50 Waterisewer 588,398 588,398 29,4 19,91 4 Holiday
Addition 50 Streets, Drainage 31,141 31,141 1,557,031 5,47 1,362 5,471,362 273,568,122 Less land costs Net costs, excluding land Original Average, Reasonably Expected Economic Life:
50.00 years 120% of Original Economic Life 120% 60.00 years Issue Date of 2001-A Bonds Issue Date of 2010-B Bonds Less Years elapsed (9.26) Remaining permitted weighted average bond
maturity 7/26/2001 10/29/20 10 . 50.74 years 5,47 1,362 5,471,362 Financed Facility Exhibit -FINAL D-1 October 29,2010
DESCRIPTION OF FINANCED FACILITY 2 2002-B Project Economic Original Cost Paid Cost Paid Life x Economic Asset from Bond from Other Financed , Asset Description Life , Type .Cost Proceeds
Sources cost Acquire Land Land Subdivision Improvements, Airport Industrial Center 50 Streets, Drainage, Ut 720,292 720,292 3 6,O 14,600 Subdivision Imp., Eastview Estates Add., Phase
III 50 Streets, Drainage, Ut 255,682 255,682 12,784,100 Municipal Court Expansion 50 Building 1,004,026 1,004,026 50,201,300 1,980,000 1,980,000 99,000,000 Less land costs . Net costs,
excluding land 1,980,000 1,980,000 Original Average, Reasonably Expected Economic Life: 50.00 years 120% of Original Economic Life 120% 60.00 years Issue Date of 2002-B Bonds Issue Date
of 2010-B Bonds Less Years elapsed (8.26) Remaining permitted weighted average bond maturity 7/25/2002 10/29/20 10 51.74 years , Financed Facility Exhibit -FINAL D-2 October 29,2010
DESCRIPTION OF FINANCED FACILITY 3 . KDHE Loan 2153 Project Asset Description Economic Original Cost Paid Cost Paid Life x Economic Asset from Loan from Other Financed Life Type cost
Proceeds Sources . cost Acquire Land Land Equipment 25 Equipment 1,489,361 1,489,361 .. 37,234,025 Temp Interest and Closing 110,639 110,639 Construct new building 50 Building 2,000,000
2,000,000 100,000,000 3,600,000 3,600,000 137,234,025 Less land costs Net costs, excluding land Original Average, Reasonably Expected Economic Life: 38.12 years 120% of Original Economic
Life 120% 45.74 years Issue Date of KDHE Loan 2153 Bonds Issue Date of 2010-B Bonds Less Years elapsed (12.91) Remaining permitted weighted average bond maturity 12/1/1997 10/29/20 10
32.83 years 3,600,000 3,600,000 Financed Facility Exhibit -FINAL D-3 October 29,2010
! DESCRIPTION OF FINANCED FACILITY Original Economic Asset 'Life Type 4 KDHE Loan 2259 Project Asset Description Economic Cost Paid Cost Paid Life x from Loan from Other Financed cost
Proceeds Sources cost Building 50 Building 4,000,000 4,000,000 200,000,000 Equipment 25 Equipment 8 15,359 8 15,359 20,383,976 Capitalized Interest and Closing c 184,641 184,641 5,000,000
5,000,000 220,3 83,976 Less land costs Net costs, excluding land 5,000,000 5,000,000 Average, Reasonably Expected Economic Life: 44.08 years 120% of Original Economic Life 120% 52.89
years Issue Date of KDHE Loan 2259 Bonds Issue Date of 2010-B Bonds Less Years elapsed (9.63) Remaining permitted weighted average bond maturity 3/14/2001 10/29/20 10 43.26 years Use
of 120% of 2010-B Average Proceeds , Description Proceeds Life (yrs) x Life 1 2001-A Project 1,000,000 50.74 50,740,000 2 2002-B Project 1,200,000 51 -74 62,088,000 3 KDHE Loan 2153
Project 1,800,000 32.83 59,102,415 4 KDHE Loan 2259 Project 3,696,953 52.89 195,539,807 Total Uses of Bond Proceeds 7,696,953 367,470,222 120% of Expected Economic Life of Financed Facility:
47.74 years Financed Facility Exhibit -FIkAL D-4 October 29,-20 10
SCHEDULE I DEBT SERVICE SCHEDULE AND PROOF OF YIELD
City of Salina, Kansas General Obligation Refimding Bonds Series 201 0-B Total Issue Sources And Uses Dated 1011 51201 0 I Delivered 10129l2010 Current Advapce Refundina Refundina Issue
Surnrnarv Sources Of Funds Par Amount of Bonds $5,685,000.00 -$2,175,000.00 $7,860,000.00 Reoffering Premium 110,579.15 61,414.75 17 1,993.90 Accrued lnterest from 10/15/2010 to 10/29/2010
4,762.92 1,678.54 6,441.46 Total Sources $5,800,342.07 $2,238,093.29 $8,038,43536 Uses Of Funds Total Underwriter's Discount (0.750%) 42,637.50 16.3 12.50 58,950.00 Costs of Issuance
30,652.71 11,727.29 42,380.00 Deposit to Debt Service Fund 4,762.92 1,678.54 6,441.46 Deposit to Current Refunding Fund 5,721,636.48 2,206,5 15.46 7,928,151.94 Rounding Amount 652.46
1,859.50 2.51 1.96 Total Uses $5,800,342.07 $2,238,093.29 $8,038,43536 Series2010 I IsueSurnrnaty I 10119R010 I405PM
City of Salina, Kansas General Obligation Refunding Bonds Series 201 0-B . Debt Service Schedule Date Principal Coupon Interest Total P+I Fiscal Total 10/29/2010 04/01/2011 76,377.29
76,377.29 10/01/2Oll 500,000.00 0.500% 82,8 18.75 582,8 18.75 659,196.04 04/0 1 /20 1 2 81,568.75 81,568.75 1 o/o 1/20 12 850.000.00 2.000% 81,568.75 93 1,568.75 1 ,O 13,l 37.50 04/01/2013
73,068.75 73,068.75 1010 1/20 13 925,000.00 2.000% 73,068.75 998,068.75 1,071.1 37.50 04/01/20I 4 63,8 18.75 63.81 8.75 10/0 1/20 14 925,000.00 2.000% 63,818.75 988.8 18.75 1,052,637.50
04/01/201 5 54,568.75 54,568.75 10/0 1 /20 1 5 925,000.00 2.000% 54,568.75 979,568.75 1,034,137.50 0410 1/20 16 45,318.75 45,3 18.75 10/0 1/20 1 6 925,000.00 2.000% 45,318.75 970,318.75
1,015,637.50 04/01/2017 36,068.75 36,068.75 10/0 1/20 1 7 565,000.00 2.250% 36,068.75 601,068.75 637,137.50 04/0 1/20 18 29,7 12.50 29,712.50 10/01/2018 525.000.00 3.000% 29,712.50 554.7
12.50 584,425.00 04/0 1/20 19 10/01/2019 550,000.00 2.250% 04/01/2020 1 o/o 1 DO20 425,000.00 2.500% 04/01/2021 10/0 1/202 1 300,000.00 ._ 2.700% ' 04/0 1/2022 10/01/2022 310,000.00
2.750% 04/0 1 DO23 10/01/2023 135,000.00 3.000% 21,837.50 21,837.50 21,837.50 571.837.50 593,675.00 15,650.00 15,650.00 15,650.00 440,650.00 456,300.00 10,337.50 10,337.50 10,337.50
3 10,337.50 320,675.00 6,287.50 6287.50 6,287.50 316287.50 322,575.00 2,025.00 2,025.00 2,025.00 137,025.00 139,050.00 ~~~ Total $7,860,000.00 $1,039,721.04 $8,899,721.04 I Yield Statistics
Accrued Interest finom 10/15/2010 to 10/29/2010 6,441.46 Bond Year Dollars $44,674.33 Average Life 5.684 Years Average Coupon 2.3273342% Net Interst Cost (NIC) 2.0742943% True Interest
Cost (TIC) 2.0434362% Bond Yield for Arbitrage Purposes 1.9025527% All Inclusive Cost (AIC) 2.1456503% I Series 2010 I Issue Summary I 10119Ro10 I 4:05 PM
Citv of Salina. Kansas General Obligation Refunding Bonds Series 2010-B Pricing Summary Type of Maturity Maturity Bond Coupon Yield Value Price Dollar Price 10/0 1 /20 1 1 Serial Coupon
0.500% 0.500% 500,000.00 100.000% 500,000.00 10/01/2012 Serial Coupon 2.000% 0.100% 850,000.00 102.477% 871,054.50 10/01/2013 Serial Coupon 2.000% 0.850% 925,000.00 103.31 1% 955,626.75
10/01/2014 Serial Coupon 2.000% 1.100% 925,000.00 103.445% 956,866.25 10/01/2015 serial Coupon 2.000% I .350% 925,000.00 103.084% 953,527.00 10/01/2016 Serial Coupon 2.000% 1.650% 925,000.00
101.966% 943,185.50 10/01/2017 Serial Coupon 2.250% 1.900% 565,000.00 102.259% . 571,763.35 10/01/2018 Serial Coupon 3.000% 2.100% 525,000.00 106.535% 559,308.75 1 0/0 1 /20 1 9 Serial
Coupon 2.250% 2.300% 550,000.00 99.597% 541,783.50 10/01/2020 Serial Coupon 2.500% 2.500% 425,000 .OO 100.000% 425,000.00 10/0 1 /202 1 Serial Coupon 2.700% 2.700% 300,000.00 100.000%
300,000.00 10/01/2022 Serial Coupon 2.750% 2.850% 3 10.000.00 98.993% 306,878.30 10/01/2023 Serial Coupon 3.000% 3.000% 135,000.00 100.000% 135,000.00 Total %7.860.000.00 $8.031.993.90
Bid Information Par Amount of Bonds $7,860,000.00 Reoffering Premium or (Discount) 1 7 1,993.90 Gross Production $8,031,993.90 Total Underwriter's Discount (0.750%) $(58,950.00) Bid
(101.438%) 7,973,043.90 Accrued Interest from 10/15/2010 to 10/29/2010 6,441.46 Total Purchase Rice $7,979,485.36 Bond Year Dollars $44,674.33 Avenge Life 5.684 Years Average Coupon
2.3273342% Net lnterest Cost (NIC) 2.0742943% True Interest Cost (TIC) 2.0434362% Series2010 I Issue Summary I 10/19/2010 I 4:05 PM
City of Salina, Kansas General Obligation Refunding Bonds Series 20 10-B Proof Of Bond Yield @1.9025527% Cumulative Date Cashflow PV Factor Present Value PV 1 0/29/20 1 0 1 .ooooooox
0410 1/20 1 1 76,377.29 0.9920368~ 75,769.09 75,769.09 10/01/2011 582,8 18.75 0.9826888~ 572,729.43 648,498.52 04/0 1/20 12 81,568.75 0.9734288~ 79,401.37 727,899.89 lO/O 1 i20 12 931,568.75
0.9642560~ 898,270.78 1,626,170.66 04/0 1 /20 13 73,068.75 0.9551697~ 69,793.06 1,695,963.72 10/01/2013 998,068.75 0.9461690~ 944,341.75 2,640,305.46 04/0 1/20 14 10/0 1 /20 14 04/01/2015
10/0 1/20 1 5 63,818.75 0.93 72532~ 988,818.75 0.9284213~ 54,568.75 0.9196727~ 979.568.75 0.91 10065~ 59,814.33 9 1 8,040.40 50,185.39 892,393.50 2,700,119.79 3.61 8,160.19 3,668,345.58
4,560,739.08 04/01/2016 45,318.75 0.9024220~ 40,896.64 . 4,601,635.71 1 0/0 1 /20 1 6 970.31 8.75 0.8939183~ 867,385.72 5,469,021.44 04/01/2017 10/01/2O 1 7 04/0 1/20 18 10/01/20 I 8
36,068.75 0.8854948~ 601,068.75 0.8771507~ 29,712.50 0.8688852~ 554,712.50 0.8606976~ 3 1,938.69 527,227.88 25,816.75 477,439.71 5,500,960.13 6,028.1 88.01 6,054,004.76 6.53 1,444.47
04/0 1/20 19 2 1,837.50 0.8525871~ 18,618.37 6,550,062.84 10/0 1/20 19 571,837.50 0.844553 l x 482,947.13 7,033,009.98 04/0 1/2020 1 o/o 1/2020 04/01/2021 10/01/2021 15,650.00 0.8365948~
440,650.00 0.82871 14x 10,337.50 0.8209024~ 3 10.337.50 0.8131669~ 13,092.7 1 365,171.69 8,486.08 252,356.19 7,046,102.69 7,411,274.38 7.4 19,760.46 7,672,116.65 04/0 1 R022 6,287.50
0.8055044~ 5,064.61 7,677,181.26 10/0 1R022 316287.50 0.7979140~ 252,370.22 7,929,551.48 04/0 1 /2023 2,025.00 0.7903951~ 1,600.55 7,931,152.03 10/01/2023 137,025.00 0.7829472~ 107,283.33
8,038,435.36 Total $8,899,721.04 $8,038,43536 Derivation Of Target Amount Par Amount of Bonds $7,860,000.00 Reoffering Premium or (Discount) 171,993.90 Accrued Interest from 10/15/2010
to 10/29/2010 6,441.46 Original Issue h e e d s $8,038,435.36 I Series2010 I IssueSumrnaw I 10/19R010 I405PM
City of Salina, Kansas General Obligation Refunding Bonds Series 20 10-B Derivation Of Form 8038 Yield Statistics Issuance Issuance Maturity Value Price Price Exponent Bond Years 10/29/20
10 10/01ROll 500,000.00 100.000% 500,000.00 0.9222222~ 461 ,I 1 1.1 1 1 o/o 1 /20 12 850,000.00 102.477% 871,054.50 1.9222222~ 1,674,360.32 10/01/2013 925,000.00 103.31 1% 955.626.75
2.9222222~ 2,792,553.73 10/0 I /20 14 925,000.00 103.445% 956,866.25 3.9222222~ 3,753,042.07 10/01/20 15 925,000.00 103.084% 953,527.00 4.9222222~ 4,693,471.79 IO/O 1/20 16 925,000.00
10 1.966% 943,185.50 5.9222222~ 5,585,754.13 10/0 1/20 1 7 565,000.00 102.259% 577,763.35 6.9222222~ 3,999,406.30 10/0 1/20 18 525,000.00 106.535% 559,308.75 7.9222222~ 4,430,968.2 1
10/01/2019 550,000.00 99.597% 547,783.50 8.9222222~ 4,887,446.12 10/0 1/2020 425,000.00 100.000% 425,000.00 9.9222222~ 4,216,944.44 10/0 1D02 1 300,000.00 ’ 100.000% 300,000.00 10.9222222~
3,276,666.67 10/01R022 3 10,000.00 98.993% . 306,878.30 1 1.9222222~ 3,658,671.29 1 010 1 DO23 135,000.00 100.000% 135,000.00 12.9222222~ 1,744,500.00 Total $7.860.000.00 $8.031.993.90
$45.174.896.16 IRS Form 8038 Weighted Average Maturity = Bond YearslIssue Price 5.624 Years Total Interest h m Debt Service 1.039.72 I .04 Accrued Interest from 10115DO10 to 10/29/2010
(6,441.46) Reoffering (F’remium) or Discount (1 71,993.90) Total Interest 861.285.68 NIC = Interest /(Issue Price Average Maturity) 1.9065582% Bond Yield for Arbitrage Purposes 1.9025527%
,Series2010 I IssueSummary I 10/19/2010 I405PM
City of Salina, Kansas General Obligation Refunding Bonds Series 201 0-B (Current Rehnding Portion) Sources & Uses Dated 1011512010 I Delivered 1012912010 Sources Of Funds Par Amount
of Bonds $5,685,000.00 Reoffering Premium 110,579.15 Accrued Interest from 10/15/2010 to 10/29/2010 4,762.92 Total Sources $5,800,342.07 Uses Of Funds Total Underwriter's Discount (0.750%)
42,637.50 Costs of Issuance 30,652.71 Deposit to Debt Service Fund 4,762.92 Deposit to Current Refunding Fund 5,721,636.48 Rounding Amount 652.46 Total Uses $5,800,342.07 Series2010
I CurrentRefunding I 10119i2010 I4:05PM
City of Salina, Kansas General Obligation Refunding Bonds Series 201 0-B (Current Refunding Portion) Debt Service Schedule Date Principal Coupon Interest Total P+I Fiscal Total 10/29/2010
04/0 1 /20 1 1 56,474.58 56,474.58 10/01/2011 470,000.00 0.500% 61,237.50 53 1,237.50 587,712.08 0410 1/20 12 60,062.50 60,062.50 1010 1/20 12 470.000.00 2.000% 60,062.50 530,062.50
590,125.00 04/01/20 13 55,362.50 55,362.50 10/0 1/20 13 480,000.00 2.000% 55,362.50 535,362.50 590,725.00 0410 1/20 14 50,562.50 50,562.50 1010 1/20 14 490,000.00 2.000% 50,562.50 540,562.50
591,125.00 04/0 1/20 15 45,662.50 45,662.50 10/01/20 15 500,000.00 2.000% 45,662.50 545,662.50 591,325.00 0410 1 /20 16 40,662.50 40,662.50 10/01/20 16 510,000.00 2.000% 40,662.50 550,662.50
591,325.00 0410 1 /20 1 7 35,562.50 35,562.50 1010 1/20 1 7 520,000.00 2.250% 35,562.50 555,562.50 591,125.00 0410 1/20 I8 29,712.50 29,712.50 10/01/2018 .. 525,000.00 3.000% 29,712.50
554,712.50 584,425.00 0410 1/20 19 21,837.50 21,837.50 10/0 1/20 19 550.000.00 2.250% 21,837.50 571,837.50 593,675.00 04/0 1/2020 15,650.00 15,650.00 10/01 no20 425,000.00 2.500% 15,650.00
440,650.00 456,300.00 04/0 1/202 1 10,337.50 10,337.50 1010 1 R02 1 300,000.00 2.700% 10,337.50 310,337.50 320,675.00 0410 ID022 6,287.50 6,287.50 1010 1/2022 3 10,000.00 2.750% 6,287.50
316,287.50 322,575.00 04/01/2023 2,025.00 2,025.00 10/0 1R023 135,000.00 3.000% 2,025.00 137,025.00 139,050.00 Total $5,685,000.00 $865,162.08 $6,550,162.08 Yield Statistics Accrued
Interest h m 10/15/2010 to 10/29/2010 4,762.92 Bond Year Dollars $35,963.92 Average Life 6.326 Years Average Coupon 2.4056392% Net Interest Cost (NIC) 2.2 167230% True Interest Cost
(TIC) 2.1889446% Bond Yield for Arbitrage Purposes 1.9025527% AU Inclusive Cost (AIC) 2.2820943% IRS Form 8038 Net Interest Cost 2.0523531% ~ Weighted Average Maturity 6.304 Years Series2010
I CunentRefunding I 10/19/2010 14:OSPM
Citv of Salina. Kansas I General Obligation Refunding Bonds Series 20 10-B (Current Refunding Portion) Pricing Summary Type of Maturity Maturity Bond Coupon Yield Value Price Dollar
Price 1010 1 DO I 1 Serial Coupon 0.500% 0.500% 470,000.00 100.000% 470,000.00 10/01/2012 Serial Coupon 2.000% 0.700% 470.000.00 102.477% 481,641.90 10/01/2013 Serial Coupon 2.000% 0.850%
480,000.00 103.3 11% 495,892.80 10/01/2014 Serial Coupon 2.000% 1.100% 490,000.00 103.445% 506,880.50 1 0/0 1 /20 15 Serial Coupon 2.000% 1.350% 500,000.00 103.084% 51 5,420.00 10/01/2016
Serial Coupon 2.000% 1.650% 510,000.00 101.966% 520,026.60 10/0 1 DO 1 7 Serial Coupon 2.250% 1.900% 520,000.00 102.259% 531,746.80 10/01/2018 Serial Coupon 3.000% 2.100% 525,000.00
106.535% 559,308.75 10/01/2019 Serial Coupon 2.250% 2.300% 550,000.00 99.597% 547,783.50 10/01/2020 Serial Coupon 2.500% 2.500% 425,000.00 100.000% 425,000.00 10/01/2021 Serial Cowon
2.700% 2.700% 300,000.00 100.000% 300,000.00 1010 1 R022 Serial Coupon 2.750% 2.850% 310,000.00 98.993% 306,878.30 1010 1/2023 Serial Coupon 3.000% 3.000% 135,000.00 100.000% 135,000.00
Total $5.685.000.00 . $5.795579.15 Bid Information Par Amount of Bonds $5,685,000.00 Reoffering Premium or (Discount) 1 10,579.15 Gross Production $5,795,579.1 5 Total Underwriter's
Discount (0.750%) $(42,637.50) Bid(101.195%) 5,752,941.65 Accrued Interest fhm 10/15/2010 to 10/29/2010 4,762.92 Total Purchase Price $5,757,704.57 Bond Year Dollars $35,963.92 Average
Life 6.326 Years Average Coupon 2.4056392% Net Interest Cost (NIC) 2.2167230% True htaeSt chSt ( n c ) 2.1889446% Sews 2010 I Current Refunding I 10/19ROlO I 4:05 PM
City of Salina, Kansas General Obligation Rehnding Bonds Series 20 10-B (Current Refunding Portion) . Current Refunding Escrow Date Rate Receipts Disbursements Cash Balance 10/29/2010
5,721,636.48 5,721,636.48 Total $5.72 1.636.48 $5.721.636.48 Investment Parameters Investment Model [PV, GIC, or Securities] SecuritieS Default investment yield target Unrestricted Cash
Deposit 5,721,636.48 Total Cost of Investments $5.72 1,636.48 Target Cost of Investments at bond yield $5,721,636.48 Yield to Receipt Yield for Arbibage Purposes 1.9025527% Series2010
I CurrenlRefunding I 10/19/2010 I4:05PM
City of Salina, Kansas General Obligation Refunding Bonds Series 20 10-B (Advance Rehnding Portion) I Sources & Uses Dated 1011512010 I Delivered 1012912010 Sources Of Funds Par Amount
of Bonds $2,175,000.00 Reoffering Premium 61,414.75 Accrued Interest from 10/15/2010 to 10/29/2010 1,678.54 Total Sources %2,238,093.29 Uses Of Funds Total Underwriter's Discount (0.750%)
16,3 12.50 Costs of lssuance 11,727.29 Deposit to Debt Service Fund 1,678.54 Deposit to Current Refunding Fund 2,2063 15.46 Rounding Amount 1,859.50 Total Uses $2,238,093.29 I I Series2010
I Advance Refunding I 10119RO10 I 405 PM
City of Salina, Kansas General Obligation Refunding Bonds Series 20 10-B (Advance Refbnding Portion) Debt Service Schedule Date Principal Coupon Interest Total P+I Fiscal Total 10/29/2010
0410 1/20 1 1 19,902.7 I 19,902.71 10/01/2011 30,000.00 0.500% 21,581.25 51,58 I .25 71,483.96 04/01/2012 21,506.25 21,506.25 10/01/2012 380,000.00 2.000% 21,506.25 401,506.25 423,012.50
0410 1/20 13 17,706.25 17,706.25 10/01/2013 445,000.00 2.000% 17,706.25 . 462,706.25 480.4 12.50 0410 1/20 14 13,256.25 13,256.25 10/01/2014 435,000.00 2.000% 13,256.25 448,256.25 4613
12.50 0410 1/20 15 8,906.25 8,906.25 10/01/2015 425,000.00 2.000% 8,906.25 433,906.25 442,812.50 04/0 1/20 16 4,656.25 4,656.25 1010 1/2016 4 15.000.00 2.000% 4,656.25 419,656.25 424.3
12.50 04/0 1/20 17 506.25 506.25 1010 1/20 17 45,000.00 2.250% 506.25 45,506.25 46,012.50 Total $2.175.000.00 $174.558.96 $2,349.558.96 Yield Statistics Accrued Interest from 10/15/2010
to 10/29/2010 1,678.54 Bond Year Dollars $8,710.42 Average Life 4.005 Years Average Coupon 2.0040254% Net Interest Cost (NIC) 1.4862287% True Interest Cost (TIC) 1.461 7515% Bond Yield
for Arbitrage Purposes 1.9025527% AU Inclusive Cost (AIC) 1.6013252% IRS Form 8038 Net Interest Cost 1.2450644% Weighted Average Maturity 4.003 Years Series2010 I AdvanceRefundmg I 10119f2010
I4:05PM
City of Salina, Kansas General Obligation Refunding Bonds Series 20 10-B (Advance Refunding Portion) Pricing Summary Type of Maturity Maturity Bond Coupon Yield Value Price Dollar Price
10/01/2011 Serial Coupon 0.500% 0.500% 30,000.00 100.000% 30,000.00 10/01/2012 Serial Coupon 2.000% 0.700% 380,000.00 102.477% 389,412.60 10/01/2014 Serial Coupon 2.000% 1.100% 435,000.00
103.445% 449,985.75 10/01/2015 Serial Couuon 2.000% 1.350% 425,000.00 103.084% 438,107.00 10/01/2013 Serial Coupon 2.000% 0.850% 445,000.00 103.31 1% 459,733.95 10/01/2016 Serial Coupon
2.000% 1.650% 41 5,000.00 101.966% 423,158.90 10/0 1 /20 1 7 Serial Coupon 2.250% 1.900% 45,000.00 102.259% 46,016.55 Total $2.175.000.00 . $2.236.4 14.15 Bid Information Par Amount
of Bonds $2,175,000.00 Reoffering hemiurn or (Discount) 61,414.75 Gross Production $2,236,414.75 Total Underwriter's Discount (0.750%) $( 16,3 12.50) Bid (102.074%) 2,220,102.25 Accrued
Jnteresthm 10/15/2010 to 10/29/2010 1,678.54 Total Purchase Price $2,221,780.79 Bond Year Dollars $8,710.42 Average Life 4.005 Years Avmge Coupon 2.0040254% Net Interest Cost (NIC) 1.4862287%
True Interest Cost (TIC) 1.4617515% Series2010 I AdvanceRefunding I 10119R010 I4:05PM
City of Salina, Kansas General Obligation Refunding Bonds Series 20 10-B (Advance Refunding Portion) Current Refunding Escrow Date Principal Rate Interest Receipts Disbursements Cash
Balance 10/29/20 10 5.46 5.46 03/28/2011 48,450.00 0.150% 476.15 48,926.1 5 48,931.61 04/01/2011 48,926.25 5.36 09/28/2011 1,820,057.00 0.200% 3,869.47 1,823,926.47 1,823,931.83 10/01/2011
1,823,926.25 5.58 03/28/2012 6,498.00 0.250% 538.52 7,036.52 7,042.10 04/01/20 12 7,036.25 5.85 09/28/2012 33 1,505.00 0.320% 530.40 332,035.40 332,041.25 10/0 1/2012 332,036.25 5.00
Total $2.2065 10.00 $5.41434 $2.2 11.930.00 $2.211.925.00 Investment Parameters Investment Model [PV, GIC, or Securities] Default investment yield target Securities Bond Yield Cash Deposit
5.46 Cost of Investments Purchased with Bond Proceeds 2,206,510.00 Total Cost of Investments %2,206,5 15.46 Target Cost of Investments at bond yield Actual positive or (negative) arbitrage
$2,167,905.70 (38,609.76) Yield to Receipt 0.2325850% Yield for Arbitrage plrrposes 1.9025527% State and Local Government Series (SLGS) rates for 10/18/2010 Series2010 I AdvanceRefunding
1 10/19/2010 14:05PM
ESCROW AGENT’S CLOSING CERTIFICATE $7,860,000 CITY OF SALINA, KANSAS GENERAL OBLIGATION REFUNDING BONDS SERIES 2010-B DATED OCTOBER 15,2010 UMB National Bank of America, Wichita, Kansas,
as escrow agent (the “Escrow Agent”) under the Escrow Trust Agreement dated as of October 15, 2010 (the “Escrow Agreement”), between the Escrow Agent and the City of Salina, Kansas,
in connection with the issuance of the above described bonds (the “Bonds”), does hereby certify as follows: 1. Power and Authority of Escrow Agent. The Escrow Agent is a national banking
association duly organized and existing under the laws of the United States of America, is authorized and empowered to execute and deliver the Escrow Agreement and has full power and
authority to act as Escrow Agent as provided in the Escrow Agreement. 2. Execution of Escrow Agreement. The Escrow Agreement has been duly executed on behalf of the Escrow Agent, by
a duly authorized ofticer, who was at the time of the execution of the Escrow Agreement, and is now, the duly elected or appointed, qualified and acting incumbent of his or her respective
ofice, and duly authorized to perform the acts referred to in this paragraph. 3. Deposit of Cash and Escrowed Securities. The Escrow Agent, in accordance with the requirements of the
Escrow Agreement, has received the cash and Escrowed Securities as described in the Escrow Agreement, and deposited said cash and Escrowed Securities in the Escrow Fund created by the
Escrow Agreement. DATED: October 29,20 10. UMB NATIONAL BANK OF AMERICA WICHITA, KANSAS, as Escrow Agent By: Title:
8 16-22 1-1000 FM: 816-eel-I018 WWW.GILMOREBELL.COM GILMORE & BELL A PROFESSIONAL CORPORATION AlTORNEYS AT LAW 2405 GRAND BOULEVARD. SUITE I 1 0 0 KANSAS CITY, MISSOURI 64108-2521 October
29,2010 Governing Body City of Salina, Kansas George K. Baum & Company Kansas City, Missouri ST. LOUIS, MISSOURI WICHITA. KANSAS LINCOLN, NEERASKA Re: $7,860,000 General Obligation Rehnding
Bonds, Series 20 IO-B, of the City of Salina, Kansas, Dated October 15,20 10 We have acted as Bond Counsel in connection with the issuance by the City of Salina, Kansas (the “Issuer”),
of the above-captioned bonds (the “Bonds”). In this capacity, we have examined the law and the certified proceedings, certifications and other documents that we deem necessary to render
this opinion. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the resolution adopted by the governing body of the Issuer prescribing the details
of the Bonds. Regarding questions of fact material to our opinion, we have relied on the certified proceedings and other certifications of public oficials and others furnished to us
without undertakmg to verify them by independent investigation. Based upon the foregoing, we are of the opinion, under existing law, as follows: 1. The Bonds have been duly authorized,
executed and delivered by the Issuer and are valid and legally binding general obligations of the Issuer. 2. The Bonds are payable as to both principal and interest in part from special
assessments levied upon the property benefited by the construction of certain improvements and, if not so paid, ffom ad valorem taxes which may be levied without limitation as to rate
or amount upon all the taxable tangible property, real and personal, within the territorial limits of the Issuer. The balance of the principal and interest on the Bonds is payable from
ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the Issuer. The
Issuer is required by law to include in its annual tax levy the principal and interest coming due on the Bonds to the extent that necessary funds are not provided from other sources.
3. The interest on the Bonds (including any original issue discount properly allocable to an owner of a Bond) is excluded from gross income for federal income tax purposes. Interest
on the Bonds
is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations but is taken into account in determining adjusted current
earnings for the purpose of computing the alternative minimum tax imposed on certain corporations. The opinions set forth in this paragraph are subject to the condition that the Issuer
comply with all requirements of the Internal Revenue Code of 1986, as amended (the “Code”), that must be satisfied subsequent to the issuance of the Bonds in order to preserve the exclusion
of the interest on the Bonds from gross income for federal income tax purposes. The Issuer has covenanted to comply with all of these requirements. Failure to comply with certain of
these requirements may cause interest on the Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Bonds. The Bonds are “qualified
tax-exempt obligations” within the meaning of Section 265(b)(3) of the Code, and, in the case of certain financial institutions (within the meaning of Section 265(b)(5) of the Code),
a deduction is allowed for 80 percent of that portion of such financial institution’s interest expense allocable to interest on the Bonds. We express no opinion regarding other federal
tax consequences arising with respect to the Bonds. 4. The interest on the Bonds is excluded from computation of Kansas adjusted gross income. We express no opinion regarding the accuracy,
completeness or sufficiency of the Official Statement or other offering material relating to the Bonds (except to the extent, if any, stated in the Official Statement). Further, we express
no opinion regarding tax consequences arising with respect to the Bonds other than as expressly set forth in this opinion. The rights of the owners of the .Bonds and the enforceability
thereof may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights generally and by equitable principles, whether considered
at law or in equity. This opinion is given as of its date, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may come to our
attention or any changes in law that may occur after the date of this opinion. Very truly-yours, GILMORE & BELL, P.C.
8 16-22 1-1000 FAX: 816-2EI-IOl8 W W . G ILMOR EBELL.CO H GILMORE & BELL A PROFESSIONAL CORPORATION ATTORNEYS AT LAW E 4 0 5 GRAND BOULEVARD, SUITE 1 1 0 0 KANSAS CITY. MISSOURI 64108-2521
ST. LOUIS, MISSOURI WICHITA, KANSAS LINCOLN. NEBRASKA October 29,20 10 Governing Body City of Salina, Kansas George K. Baum & Company Kansas City, Missouri . UMB National Bank of America
Wichita, Kansas Re: City of Salina, Kansas, General Obligation Internal Improvement Bonds, Series 200 l-A and General Obligation Internal Improvement Bonds, Series 2002-B This opinion
is delivered to you in connection with the satisfaction, discharge and defeasance of the following described bonds originally issued by the City of Salina, Kansas (the “Issuer”) (collectively,
the “Defeased Bonds”): Series Dated Date Defeased Amount Years Redemption Date 200 I -A July 15,2001 $1,775,000 2012 to 2016 October 1,2011 . 2002-B October 1, 2012 325,000 2013 to 2017
October 1,2012 The Defeased Bonds were each issued pursuant to an ordinance and a resolution adopted by the governing body of the Issuer (collectively, the “Bond Resolution”). Capitalized
terms used and not otherwise defmed herein shall have the meanings assigned to such terms in the Bond Resolution. Provision has been made for the payment of the principal, redemption
price, if any, and interest due or to become due on the Defeased Bonds to the above-referenced Redemption Dates at the times and in the manner specified in the Bond Resolution, by the
irrevocable deposit in trust with UMB National Bank of America, Wichita, Kansas, as escrow agent (the “Escrow Agent”), pursuant to the Escrow Trust Agreement dated as of October 15,
2010 (the “Escrow Trust Agreement”), between the Issuer and the Escrow Agent, of cash and government securities that, according to the Verification Report described below, will mature
as to principal and will pay interest in amounts and at times that will provide sufficient moneys to make such payments. We have examined the law, the Bond Resolution, the Escrow Trust
Agreement and the other documents and certified proceedings that we deem necessary to render this opinion. Regarding questions of fact material to our opinion, we have relied on the
certified proceedings and other certifications of public officials and others furnished to us without undertaking to verify them by independent investigation.
Based upon the foregoing, we are of the opinion, under existing law, as follows: 1. The Escrow Trust Agreement has been duly authorized, executed and delivered by the Issuer and constitutes
a valid and binding agreement of the Issuer, enforceable against the Issuer except as may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’
rights generally and by equitable principles whether considered at law or in equity. 2. Provision has been made for payment of the Defeased Bonds in accordance with K.S.A. 10-427 et
seq. All conditions precedent to the satisfaction, discharge and defeasance of the Defeased Bonds contained in the Bond Resolution, have been complied with, and the Defeased Bonds are
deemed to be paid and discharged under the Bond Resolution. 3. Provision for the payment, discharge and defeasance of the Defeased Bonds will not, in and of itself, cause the interest
on the Defeased Bonds to become included in gross income for federal income tax purposes. In rendering the opinions set forth herein, we have relied upon the calculations and conclusions
contained in the Verification Report of dated October 29, 2010 of Robert Thomas CPA, LLC, certified public accountants, relating to the sufficiency of the Escrow Fund established under
the Escrow Trust Agreement and certain yield calculations relating to the Issuer’s General Obligation Refunding Bonds, Series 2010-B, Dated October 15,2010 and the Defeased Bonds, without
undertaking to verify the same. We express no opinion with respect to the effect on the original status of the interest on the Defeased Bonds for federal income tax purposes of any actions
taken or omitted to be taken by the Issuer or its affiliates with respect to the ownership, use or operation of the facilities financed or refinanced with the proceeds of the Defeased
Bonds other than as stated in this opinion. This opinion is delivered to you for your use only and may not be used or relied on by any third party for any purpose without our prior written
approval in each instance. T h s opinion is given as of its date, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may come
to our attention or any changes in law that may occur after the date of this opinion. Very truly yours, GILMORE & BELL, P.C.
STEVE Six ATORNEY GENERAL STATE OF KANSAS OFFICE OF THE ATTORNEY GENERAL 120 SW IOTH AVE.. 2ND FLOOR TOPEKA, KS 666 12-1597 (785) 296-221 5 FAX (785) 296-6296 WWW. KSAG.ORG October 28,
201 0 The Honorable Dennis McKinney State Treasurer Landon State Office Building, Room 201 N Topeka, KS 66601 Dear Mr. McKinney: Pursuant to K.S.A. 10-1 08, basic or supplemental transcript
material is hereby approved and you may register the following: Municipality: City of Salina, Kansas Description: General Obligation Refunding Bond Series: 201 0-B Numbered: Registered
Dated: October 15, 201 0 Aggregate Amount: $7,860,000.00 Date of First Payment: April 1, 2011 Fiscal Agent: State Treasurer Since re I y , OFFICE OF THE ATTORNEY GENERAL STEVE SIX iA,ssis
ta,d Attorney General I SS:RDS:ke cc: Lieu An Elsey, City Clerk Gilmore & Bell, Kansas City, MO
I N V E S T M E N T B A N K E R S S I N C E 1 9 2 8 October 22,201 0 MEMORANDUM TO: SEE DISTRIBUTION LIST FROM: DAVID ARTEBERRY TODD BURRUS RE: BOND ISSUE CLOSING ARRANGEMENTS NAME OF
ISSUER: AMOUNT, NAME AND DATE OF ISSUE: City of Salina, Kansas $7,860,000 City of Salina, Kansas General Obligation Refunding Bonds Series 20 IO-B Dated October 15,20 I O TIME AND DATE
OF CLOSTNG: 1O:OO a.m. Friday, October 29,2010 Via telephone SETTLEMENT NUMBERS: Par Amount of Bonds $7,860,000.00 Reoffering Premium 1 7 1,993.90 Plus Accrued Interest (Octc-er 15 to
Octc-er 29) 6,441.46 Less Underwriter’s Discount (58.950.00) Net Amount Due at Closing $7,979,485.36 METHOD OF FUNDS TRANSFER: Wire Transfer of Federal Funds 4801 Main Street Suite 500
Kansas City, Missouri 641 12 816.474.1100
TRANSFER INSTRUCTIONS: (George K. Balm & Company) On Friday, October 29, 2010 George K. Baum & Company will wire transfer an amount of $6,441.46 to Sunflower Bank, ABA #lo1 1-0062-1,
AC #I02187275 for credit to the City of Salina Attn: Dennis Zimmerman. (George K. Baum & Company) On Friday, October 29, 2010 George K. Baum & Company will wire transfer an amount of
$5,721,636.47 to UMB Bank, ABA #IOIO-0069-5 Kansas State Treasurer Account #0200005 150, KPWSLF Salina, Attn: Carmen Klopping (George K. Balm & Company) On Friday, October 29,2010 George
K. Baum & Company will wire transfer an amount of $2,251,407.43 to UMB Bank, ABA #IOIO-0069-5 Corporate Trust Dept. Account #9800006823, for further credit to City of Salina, Attn: Brent
Keep DlSPOSlTTON OF BOND PROCEEDS: (City) Upon receipt of $6,441.46 from George K. Baum & Company, the City shall deposit the funds into the Debt Service Account. (UMB Natioiial Bank
of America) Upon receipt of $2,251,407.43 from George K. Baum & Company, UMB National Bank of America will deposit the funds as follows: $2,206,5 15.46 44,891.97 $2,25 1,407.43 into
the Escrow Fund into the Costs of Issuance Account (State Treasurer) DELIVERY OF TRANSCRIPT AND LEGAL OPTNION: Upon receipt of $5,721,636.47 from George K. Baum & Company, the State
Treasurer shall use $3,613,338.18 to pay the interest and principal due on the City’s Water Supply Loan Fund No. 2259 and $2,108,298.29 to pay the interest and principal due on the City’s
Water Supply Loan Fund No. 21 53 on October 29,2010. Upon receiving confirmation of receipt of funds, Gilmore & Bell will deliver or email a signed legal opinion to the City, George
K. Baum & Company, and UMB National Bank of America. Original signed legal opinions and transcripts will be mailed when completed.. BOND DELIVERY INSTRUCTIONS: Bonds will be delivered
to the offices of the Depository Trust Company, New York, New York at least one day prior to closing. PAYMENT OF COSTS OF ISSUANCE: All reimbursable costs associated with the issuance
of the Bonds will be paid after closing by UMB National Bank of America upon presentation of the proper invoices.
CASSMEYER, JULIE From: Sent: To: cc: Subject: bonds.system.control@treasurer.state.ks.us Wednesday, October 20,2010 12:17 PM CASSMEYER, JULIE carmen@treasurer.state. ks.us New Bond Issued
18/28/2810 12.16:59 A new bond issue has been created i n the KST Bond Registration 2.0 System. information. Below i s the Registration #: 0322-085-101510-778 Municipality: SALINA Bond
Counsel: GILMORE & BELL/JULIE C Paying Agent: STATE Purpose & Series: P r i n c i p a l : 7,860,000.00 Closing Date: 18/29/2018 G 0 REF BDS SR 2010-B Please consider t h i s notice t
o be your confirmation o f the r e g i s t r a t i o n number assigned by t h i s o f f i c e t o the above mentioned bond issue/temp note issue. N o t i f y our o f f i c e immediately
o f any correction o r revision t o the above information. 1 ._