Resigtered Number R-1 V01253045717
REGISTERED • REGISTERED
NUMBER R-1 $2,500,000.00—
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. •• ••m ..•••
• • •
UNITED STATES OF AMERICA •�•
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STATE OF KANSAS •••••
Ip! t
?'•••• '•••••
CITY OF ���••
GENERAL OBLIGATION TEMPORARY NOTE •
SERIES 2010-1 •••� •�••
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a • •
> Interest Maturity Dated CUSIP:
o Rate: 1.000% Date: August 1,2011 Date: May 1,2010 794743 V27-7
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REGISTERED OWNER: CEDE & CO.
0
O PRINCIPAL AMOUNT: TWO MILLION FIVE HUNDRED THOUSAND DOLLARS
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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
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z 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, and to pay interest thereon at the Interest Rate per annum shown above(computed on the basis of a
360-day year of twelve 30-day 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 February 1 and August 1 of
each year, commencing February 1, 2011 (the "Interest Payment Dates"), or earlier redemption until the
Principal Amount has been paid. -
Method and Place of Payment. The principal or redemption price of this Note shall be paid at -
maturity to the person in whose name this Note is registered at the maturity date thereof, upon
presentation and surrender of this Note at the principal office of the Treasurer of the State of Kansas,
Topeka, Kansas (the "Paying Agent" and "Note Registrar"). The interest payable on this Note on any
_. Interest Payment Date shall be paid to the person in whose name this Note is registered on the registration
books maintained by the Note 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 Note 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 Notes, by electronic
transfer to such Owner upon written notice given to the Note Registrar by such Registered Owner, not
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M01 253 045715
. 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 and interest on the Notes 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
Note Resolution.
Definitions. Capitalized terms used herein and not otherwise defined herein shall have the
meanings assigned to such terms in the hereinafter defined Note Resolution.
•••.•
Authorization of Notes. This Note is one of an authorized series of Notes of the KSS Cter
designated "General Obligation Temporary Notes, Series 2010-1," aggregating the piincpal amotnt'of
$2,500,000 (the "Notes") issued for the purposes set forth in the Resolution of the Issue:aithorizinp,the
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issuance of the Notes (the "Note Resolution"). The Notes are issued by the authority 5f and 1�•full •••
compliance with the provisions, restrictions and limitations of the Constitution and jg.w•if theate.5f • •
Kansas, including K.S.A. 10-123, K.S.A. 12-6a01 et seq., as amended, and all other prcvisio tie .••••
laws of the State of Kansas applicable thereto. •••• •
•••• • • ••••
General Obligations. The Notes'constitute general obligations of the Issuer payable al to bath
principal and interest in part from special assessments levied upon the property benefited by:the
construction of certain Improvements (as said term is described in the Note Resolution), or irthe
proceeds of general obligation bonds of the Issuer 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 full faith, credit and resources of the Issuer are hereby
pledged for the payment of the principal of and interest on this Note and the issue of which it is a part as
the same respectively become due.
Redemption Prior to Maturity. The Notes are not subject to redemption prior to maturity.
Book-Entry System. The Notes are being issued by means of a book-entry system with no.
physical distribution of note certificates to be made except as provided in the Note Resolution. One Note
certificate with respect to each date on which the Notes are stated to mature or with respect to each form
of Notes, 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-entry system will
evidence positions held in the Notes by the Securities Depository's participants, beneficial ownership of
the Notes 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 -
Note Registrar will recognize the Securities Depository nominee, while the Registered Owner of this
Note, as the owner of this Note for all purposes, including (i) payments of principal of, and redemption -
premium, if any, and interest on, this Note, (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 Notes by participants of the
Securities Depository will be the responsibility of such participants and other nominees of such beneficial
owners. The Issuer and the Note 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 Note, notwithstanding the provision hereinabove
contained, payments of principal of, redemption premium, if any, and interest on this Note shall be made
in accordance with existing arrangements among the Issuer, the Note Registrar and the Securities
Depository.
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' ' M01253 045719
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Transfer and Exchange. EXCEPT AS OTHERWISE PROVIDED IN THE NOTE
RESOLUTION, THIS GLOBAL NOTE 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 Note may be transferred or exchanged, as provided in the Note
Resolution, only on the Note Register kept for that purpose at the principal office of the Note Registrar,
upon surrender of this Note together with a written instrument of transfer or authorization for exchange
satisfactory to the Note Registrar duly executed by the Registered Owner or the Registered Owner's duly
authorized agent, and thereupon a new Note or Notes in any Authorized Denomination of the•lfr e
maturity and in the same aggregate principal amount shall be issued to the transferee in exchange tll.r. or
as provided in the Note Resolution and upon payment of the charges therein prescribed. The Issuer. hftll
pay all costs incurred in connection with the issuance, payment and initial registratiop•ef the Notes.and • •
the cost of a reasonable supply of note blanks. The Issuer and the Paying Agent may deerp and peat the ••
person in whose name this Note is registered on the Note Register as the absolute oweier3ereof T8f the .. ..•
purpose of receiving payment of, or on account of, the principal or redemption price hereof anc irbtersst
due hereon and for all other purposes. The Notes are issued in fully registered.fb? ff in Authorized •
Denominations. •••••* . ••••
Authentication. This Note shall not be valid or become obligatory for any purpose or be ppiiged
to any security or benefit under the hereinafter defined Note Resolution until the Certificate of
Authentication and Registration hereon shall have been lawfully executed by the Note Registrar.
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 Note 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 notes, does not
exceed any constitutional or statutory limitation.
[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
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• M01253 045720
• IN WITNESS WHEREOF, the Issuer has caused this Note 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
V„ s :iii!:Mayor
ATTEST: • • • •• •
• • • •
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may .. i •
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By •
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City Clerk • • • •
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This General Obligation Temporary Note shall not be negotiable unless and until countersigned
below following registration by the Treasurer of the State of t(ansas. •
•_
s �sro Ciy Clerk
CERTIFICATE OF AUTHENTICATION AND REGISTRATION
This Note is one of a series of General Obligation Temporary Notes, Series 2010-1, of the City of
Salina, Kansas,described in the within-mentioned Note Resolution.
Registration Date MAY v
Office of the State Treasurer,
Topeka,Kansas,
as Note Registrar and Paying Agent
& 3
By —.4,111eir
Registration Number 0322-085-050110-572
nammanaummumuminumminummen
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M01253 04512.1
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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 1 t2•l s
been duly registered in my office according to law as of May 1, 2010.
▪ • •▪ •
WITNESS my hand and official seal. • • •
••• • • •
yilix5/14 •,
,o(
=° City Clerk •••
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syp
•••• ••••
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CERTIFICATE OF STATE TREASURER •
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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 Note has been filed in the office of the State Treasurer,
and that this Note was registered in such office according to law on MMA
WITNESS my hand and official seal.
(Seal) By: •. .
Treasurer of the State of Kans
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4012,53 045122
NOTE ASSIGNMENT
FOR VALUE RECEWEE, the undersigned do(es)hereby sell,assign and transfer to
(Name and Address) ••••••
•• ••
• ••
• • •
•••• ••
• • •
(Social Security or Taxpayer Identification No.)
• • . .
the Note to which this assignment is affixed in the outstanding principal amount of$ .••••.
standing in the name of the undersigned on the books of the Note Registrar. The tuidersigned do(es) ••••
hereby irrevocably constitute and appoint as agent to transfer sail 1 Note
on the books of said Note Registrar with full power of substitution in the premises. • •
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Dated
Name
Social Security or
Taxpayer Identification No.
Signature(Sign here exactly as name(s)
appear on the face of Certificate)
Signature guarantee:
By
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X1012*53 045723
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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 Notes:
GILMORE &BELL,P.C.
Attorneys at Law •••••
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2405 Grand Boulevard '•
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Suite 1100 • •• •
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Kansas City,Missouri 64108 • •• •
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Governing Body Country Club Bank • •
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City of Salina, Kansas Prairie Village,Kansa''••. •
•••••• • • ••••••
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Re: $2,500,000 General Obligation Temporary Notes, Series 2010-1, of the City o;
Salina, Kansas,Dated May 1, 2010 '
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We have acted as Bond Counsel in connection with the issuance by the City of Salina, Kansas
(the "Issuer"), of the above-captioned notes (the "Notes"). 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 authorizing the issuance of the Notes.
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 Notes have been duly authorized, executed and delivered by the Issuer and are valid
and legally binding general obligations of the Issuer.
2. The Notes are payable as to both principal and interest from special assessments levied .
upon the property benefited by the construction of certain improvements or from general obligation bonds
of the Issuer 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 Issuer is required by law to include in its annual tax levy the principal and interest coming
due on the Notes to the extent that necessary funds are not provided from other sources.
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3. The interest on the Notes is excluded from gross income for federal income tax purposes.
Interest on the Notes is not an item of tax preference for purposes of the federal alternative minimum tax
imposed on individuals and corporations and is not 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 Notes in order to preserve the exclusion of the interest on the Notes
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• M01253 045724 •
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• 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 Notes
to be included in gross income for federal income tax purposes retroactive to the date of issuance of the
Notes. The Notes 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
interest on the Notes. We express no opinion regarding other federal tax consequences
allocable to i p P g g
arising with respect to the Notes.
4. The interest on the Notes is excluded from computation of Kansas adjusted gross iiitemei
We express no opinion regarding the accuracy, completeness or sufficiency Qf. the
Statement or other offering material relating to the Notes (except to the extent,if any, ;Tad d 3n the Official • •
Statement). Further, we express no opinion regarding tax consequences arising with respe it to the•b es ••
•other than as expressly set forth in this opinion. • •••• •
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The rights of the owners of the Notes and the enforceability thereof OM.1e limited by
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bankruptcy, insolvency, reorganization, moratorium and other similar laws affecti• creditors rights ••••
••••••
generally and by equitable principles,whether considered at law or in equity.
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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.
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GILMORE &BELL,P.C.
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