Loading...
Issuance and sale of $279,000 principle amount water revenue bond, Vader Water System BEFORE THE BOARD OF COUNTY COMMISSIONERS OF LEWIS COUNTY, WASHINGTON PROVIDING FOR ADDITIONS AND ) BETTERMENTS TO THE VADER WATER ) SYSTEM UTILITY; PROVIDING FOR THE ) ISSUANCE AND SALE OF A $279,000 ) PRINCIPAL AMOUNT WATER REVENUE ) BOND TO PAY A PORTION OF THE COSTS ) OF SUCH ADDITIONS AND BETTERMENTS; ) PROVIDING THE FORM, MATURITY, ) INTEREST RATES, TERMS, AND COVENANTS ) OF THE BOND; APPROVING THE SALE ) AND PROVIDING FOR THE DELIVERY OF THE ) BOND TO THE UNITED STATES OF AMERICA, ) ACTING THROUGH THE UNITED STATES ) RESOLUTION NO. 18-3)1 DEPARTMENT OF AGRICULTURE; AND ) REPEALING RESOLUTION NO. 18-265 ) BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF LEWIS COUNTY, WASHINGTON, as follows: Section 1. Definitions. As used in this resolution, unless a different meaning clearly appears from the context: A. "Assessments" means any assessments heretofore or hereafter levied in any ULID of the County created for the acquisition or construction of additions and improvements to and extensions of the Utility, if such assessments are pledged to be paid into the Bond Fund. "Assessments" includes any installment of assessments and any interest or penalties which may be due thereon. B. "Board" means the Board of County Commissioners of the County, as the same shall be duly and regularly constituted from time to time. C. "Bond" means the $279,000 principal amount Water Revenue Bond, 2018, issued by the County pursuant to and for the purposes provided in this resolution. D. "Bond Fund" means the "Vader Water System Utility Revenue Bond Fund" established by this resolution and maintained for the purpose of paying and securing the payment of principal of and interest on Parity Bonds. E. "Bond Register" means the registration books of the Registrar, on which is to be recorded the name of the owner of the Bond. F. "County" means Lewis County, Washington, a political subdivision of the State of Washington. G. "Construction Fund" means the special fund of the County established and maintained for the purposes of, among other things, receiving and holding funds for paying the cost of the Project. H. "Draw" has the meaning specified in Section 3. "Gross Revenue" means all of the earnings and revenue received by the County from the maintenance and operation of the Utility or from the investment of money received therefrom, except Assessments. J. "Issue Date" means the date of initial delivery of the Bond to the USDA. K. "Loan" means, without distinction, each of Loan 16 and Loan 18. L. "Loan 16" means the $80,000 loan referred to in the USDA letter of conditions to the County dated May 16, 2017, as amended on November 15, 2017. M. "Loan 18" means the $199,000 loan referred to in the USDA letter of conditions to the County dated June 14, 2017, as amended on July 16, 2018. N. "Maturity Date" means the Payment Date that is 30 years after the Issue Date. 0. "Net Revenue" for any period means the Gross Revenue for such period less the cost of maintenance and operation of the Utility (excluding depreciation)for such period. P. "Parity Bonds" means, collectively, the Bond and any water revenue bonds of the County, the payment of which is secured by a lien and charge on the Gross Revenue and Assessments on a parity with the lien and charge that secure payment of the Bond. 2 51616303.4 Q. "Payment Date" means the date that is six months after the Issue Date and each date six months thereafter to and including the Maturity Date. R. "Project" means the acquisition, construction, and installation of a new drinking water supply storage facility at the Utility water treatment plant. S. "Registrar" means the County Treasurer of the County. T. "Reserve Requirement" means the amount equal to two semiannual installments of debt service on each Loan evidenced by the Bond payable on each Payment Date pursuant to Section 3. U. "Utility" means the Vader Water System Utility of the County as the same is added to, improved and extended. V. "ULID" means utility local improvement district. W. "USDA" means the United States of America, acting through the United States Department of Agriculture. X. "Water Fund" means the special fund of the County established and maintained for the purposes described in Section 10. Section 2. Findings and Determinations. A. The County owns, operates and maintains the Utility. B. The Board deems it advisable and necessary for the public health and welfare of the inhabitants of the County to carry out the Project. The Project is subject to such changes as to location and as to any other details of the Project not affecting the service to be rendered thereby that are authorized by the Board either prior to or during the actual course of construction and which the Board finds necessary and desirable. The Board may modify the details of the Project where, in its judgment, it appears advisable so long as such modifications do not substantially alter the purposes of the Project. 3 >161610;.4 C. In July 2016, the County adopted the Vader— Enchanted Valley Water System Plan, which includes the Project, all in accordance with chapter 36.94 of the Revised Code of Washington. D. The estimated cost of carrying out the Project is $1,816,864, which will be provided by proceeds of the Bond, grants from USDA, a Community Development Block Grant, and other funds of the County. E. The USDA has agreed to make Loan 16 to the County in the principal amount of $80,000 under the conditions, terms, and specifications set forth in the letter of conditions relating thereto, as amended, and to make Loan 18 to the County in the principal amount of $199,000 under the conditions, terms, and specifications set forth in the letter of conditions relating thereto, as amended, such loans to be evidenced by the Bond issued under the terms and conditions set forth in this resolution. Section 3. Authorization of Bond. For the purpose of providing a portion of the funds necessary to pay the cost of the Project, the County is authorized to issue the Bond in the principal amount of $279,000. The Bond shall be dated the Issue Date and shall be numbered as determined by the Registrar. The County may make monthly draws of principal on Loan 16 in an amount not to exceed $80,000 and/or draws of principal on Loan 18 in an amount not to exceed $199,000 (each, a "Draw") at any time, each in an amount equal to the total amount of the costs of the Project to be paid from the Draw, and the proceeds of the Draw shall be used promptly to pay those costs of the Project. Draws shall be recorded in such form as the County and the USDA may agree. The principal of the Bond evidencing each Draw on Loan 16 shall bear interest at a rate not to exceed 2.750% per annum, and the principal of the Bond evidencing each Draw on Loan 18 shall bear interest at a rate not to exceed 3.125% per annum, computed in each case on the basis of the actual number of days elapsed in a 365-day year. Principal of and interest on 4 51616303 4 the Bond evidencing each Draw shall be payable in equal semiannual installments on each Payment Date, with the last payment of the Bond evidencing each Draw to be made, in the amount equal to the remaining principal of and interest due on the Bond evidencing the Draw, on the Maturity Date. The Bond shall be payable solely out of the Bond Fund, shall be a valid claim of the registered owner thereof only against the Bond Fund and the amount of the Gross Revenue and Assessments pledged to be paid into the Bond Fund, and shall not be a general obligation of the County. Section 4. Appointment of Registrar; Registration and Transfer of Bond. The County Treasurer is appointed Registrar for the Bond. The Bond shall be issued only in registered form as to both principal and interest and recorded on the Bond Register maintained by the Registrar. The Bond Register shall contain the name and mailing address of the owner of the Bond. The Registrar shall not be obligated to transfer the Bond during the 15 days preceding any Payment Date or prepayment date. The Bond may be transferred only in whole and only if endorsed in the manner provided thereon and surrendered to the Registrar. Any transfer shall be without cost to the owner or transferee and shall be recorded on the Bond Register. Section 5. Payment of Bond. Installments of principal of and interest on the Bond shall be payable in lawful money of the United States of America and shall be paid by check or draft mailed by the Registrar or by electronic transfer or Pre-Authorized Debit (PAD) on the Payment Date to the registered owner at the address appearing on the Bond Register, except that the last installment of principal and interest shall be payable upon presentation and surrender of the Bond by the registered owner at the office of the Registrar in Chehalis, Washington. Section 6. Optional Prepayment and Notice. Prepayments of scheduled installments, or any portion thereof, may be made at any time at the option of the County. 5 516163034 Refunds, extra payments, and loan proceeds obtained from outside sources for the purpose of paying down the Bond shall, after payment of interest, be applied to the installments last to become due under the Bond and shall not affect the obligation of the County to pay the remaining installments as scheduled in the Bond. Notice of any such optional prepayment shall be given at least 30 days prior to the prepayment date by mailing to the registered owner of the Bond a notice fixing such prepayment date and the amount to be prepaid. Section 7. Failure to Pay Installments. If any installment of principal of and interest on the Bond is not paid when due, the County shall be obligated to pay interest on that installment at the same rate provided in the Bond from and after its Payment Date until that installment, both principal and interest, is paid in full. Section 8. Form and Execution of the Bond. The Bond shall be typewritten or copied in a form consistent with the provisions of this resolution and state law, shall be signed by the Chair and the Clerk of the Board, either or both of whose signature may be in facsimile, and the seal of the County or a facsimile thereof shall be imprinted or impressed thereon. Only if the Bond bears a Certificate of Authentication in the following form, manually signed by the Registrar, shall it be valid or obligatory for any purpose or entitled to the benefits of this resolution: CERTIFICATE OF AUTHENTICATION This Bond is the fully registered Lewis County, Washington, Water Revenue Bond, 2018, described in Resolution No. County Treasurer, Registrar The authorized signing of a Certificate of Authentication shall be conclusive evidence that the Bond so authenticated has been duly executed, authenticated and delivered and is entitled to the benefits of this resolution. 6 51616303.4 Section 9. Registrar. The Registrar shall keep, or cause to be kept, at its principal office, sufficient books for the registration and transfer of the Bond. The Registrar is authorized, on behalf of the County, to authenticate and deliver the Bond transferred in accordance with the provisions of the Bond and this resolution, to serve as the County's paying agent for the Bond and to carry out all of the Registrar's powers and duties under this resolution and under the system of registration for the County's bonds and obligations. Section 10. Priority of Payments From Water Fund. There has heretofore been established in the office of the County Treasurer a special fund of the County designated as the "Vader Water System Utility Fund" (the "Water Fund"). All of the Gross Revenue shall be deposited in the Water Fund as collected. The Water Fund shall be held separate and apart from all other funds and accounts of the County, and the Gross Revenue deposited in the Water Fund shall be used only for the following purposes and in the following order of priority: First, to pay the cost of maintenance and operation of the Utility; Second, to make any payments required to be made by Section 11 into the Bond Fund if such payments have not been made directly from the Gross Revenue; Third, to make any payments required to be made by Section 13.F into the Short Lived Asset Reserve Account; Fourth, to make all payments required to be made into any revenue bond redemption fund or revenue warrant redemption fund and debt service account or reserve account created to pay and secure the payment of the principal of and interest on any revenue bonds or revenue warrants of the County secured by a lien or charge on Gross Revenue junior and inferior to the lien and charge thereon that secure the payment of the principal of and interest on the Bond and any additional Parity Bonds, if such payments are not made directly from the Gross Revenue; and Fifth, to retire by redemption or purchase in the open market any outstanding revenue bonds or revenue warrants of the County, to make necessary additions, 7 51616303.4 betterments, improvements and repairs to or extensions and replacements of Utility or for any other lawful Utility purposes. Section 11. Payments into the Bond Fund and Reserve Account. The Bond shall be payable, both principal and interest, solely from money in the Bond Fund. There is hereby established in the office of the County Treasurer a special fund of the County designated as the "Vader Water System Utility Revenue Bond Fund" (the "Bond Fund"). The Bond Fund is divided into a "Principal and Interest Account" and a "Reserve Account." The County hereby obligates and binds itself to set aside and pay into such accounts in the Bond Fund, out of the Gross Revenue, fixed amounts without regard to any fixed proportion, as follows: A. Into the Principal and Interest Account, at least 15 days prior to each Payment Date, an amount that on such Payment Date will be sufficient to pay the principal of and interest on the Bond then due, after crediting any Assessments paid into the Principal and Interest Account and any other amounts then on deposit therein; and B. Into the Reserve Account, annually, the amount of not less than one-tenth of the Reserve Requirement, until the balance in the Reserve Account is equal to the Reserve Requirement. When all required payments have been made into the Reserve Account, the County will at all times, except for withdrawals as authorized herein, maintain the balance therein until there is a sufficient amount in the Principal and Interest Account and Reserve Account to pay all principal of and interest on the outstanding Parity Bonds to maturity, after which time no further payments need be made into the Bond Fund. The Reserve Account shall be used for the sole purpose of making up any deficiency existing in the Principal and Interest Account to make payments of principal of and interest on the Parity Bonds when due. Any deficiency created in the Reserve Account by reason of any such withdrawal therefrom shall be made up first, from the Gross Revenue first available after making necessary provisions for the required payments into the Principal and Interest Account, 8 51616303.4 and second, from money in the Short Lived Asset Reserve Account established in Section 13.F. Money in the Reserve Account may also be used to make the final payments of debt service on the Bond and any additional Parity Bonds. Money in the Reserve Account may be kept in cash or invested in any legal investment maturing not later than when needed. Interest earned on any investments and/or profits realized from the sale of investments shall be retained in and become a part of the Bond Fund. Section 12. Pledge of Revenue. The Gross Revenue and all Assessments are hereby pledged to the payment of the Bond and any additional Parity Bonds. This pledge shall constitute a lien and charge on the Gross Revenue prior and superior to any other lien or charge whatsoever on the Gross Revenue, subject to the cost of maintenance and operation of the Utility. The Board hereby declares that in fixing the amounts to be paid into the Bond Fund and the accounts therein by this resolution, the Board has exercised due regard for the cost of maintenance and operation of the Utility and has not set aside into the Bond Fund a greater amount or proportion of the Gross Revenue that in its judgment will be available over and above such cost of maintenance and operation and the amount of Gross Revenue previously pledged. Section 13. Covenants. The County hereby covenants and agrees with the registered owner of the Bond, as follows: A. All Assessments levied within any ULID and paid to the County shall be deposited in the Bond Fund and used to pay the principal of and interest on the Bond and any additional Parity Bonds. B. The County will at all times maintain and keep the Utility in good repair, working order and condition, operate the Utility and the business in connection therewith in an efficient manner and at a reasonable cost and comply with all applicable laws of the State of Washington. 9 5161630;.4 C. The County will maintain complete books and records relating to the operation of the Utility and its financial affairs and will furnish the USDA, without request, a copy of each annual budget of the County and annual management reports in accordance with applicable USDA instructions. At all reasonable times, the USDA shall have the right to inspect the Utility and the records, accounts and data of the County relating thereto. D. The County will carry fire and extended coverage insurance on all above-ground structures, including equipment and machinery, of the Utility as is ordinarily carried on the property of similar public utilities by private companies engaged in the operation of the same, at least equal to its depreciated replacement value. The USDA will be named as "Loss Payee" on such insurance policy or policies, and the original of such policy or policies will be delivered to the USDA. The County will also carry adequate public liability insurance, worker's compensation insurance and other kinds of insurance as under good practice are ordinarily carried on the properties of similar public utilities by private companies engaged in the operation of the same. The premiums paid for all such insurance shall be regarded and paid as a cost of maintenance and operation of the Utility. E. The County will maintain or obtain an officer's fidelity bond for the County Treasurer in the amount of $100,000 or, if greater, the amount which is the maximum dollar amount anticipated to be on hand at any time in the Water Fund and the Bond Fund, and maintain such fidelity bond so long as the USDA is the registered owner of the Bond. The USDA will be named as co-obligee on such fidelity bond, and the original of such fidelity bond will be delivered to the USDA. F. The County will establish and fund the Short Lived Asset Reserve Account for the repair and/or replacement of major Utility assets, by depositing into such account annually, from Gross Revenue available in accordance with the "Third" priority under Section 10 or other money legally available therefor, the amount of not less than $16,828. Money in the Short Lived Asset Reserve Account shall be applied as provided in Section 11 when required to make up 10 51616303.4 any deficiency created in the Reserve Account by reason of any withdrawal from the Reserve Account. Any deficiency created in the Short Lived Asset Reserve Account by reason of any such withdrawal therefrom shall be made up from the Gross Revenue first available after making necessary provisions for the payments into the Principal and Interest Account and the Reserve Account required under Section 11. Section 14. Additional Parity Bonds. The County shall not incur any obligation for borrowed money secured by a lien or charge on Gross Revenue or Assessments superior to the lien and charge that secure payment of the Bond. The County reserves the right to issue additional Parity Bonds, the payment of which are secured by a lien and charge on Gross Revenue and Assessments on a parity with the lien and charge that secure payment of the Bond, if the following conditions are met and complied with at the time of the issuance of such additional Parity Bonds: A. No default shall exist in the payment of the principal or interest on any outstanding obligations for borrowed money secured by a lien or charge on Gross Revenue or Assessments; B. The amounts required to have been paid into the Bond Fund shall have been paid into and maintained in the Bond Fund; and C. The County Treasurer shall have delivered a certificate to the effect that the Net Revenue for the fiscal year following the year in which such additional Parity Bonds are to be issued will be at least 120% of the average annual debt service requirements of all Parity Bonds outstanding, including such additional Parity Bonds. Nothing in this resolution prevents the County from incurring obligations for borrowed money secured by a lien or charge on Gross Revenue that is junior or inferior to the payments required to be made into the Bond Fund for the payment of the Bond and any additional Parity Bonds or from pledging the payment of assessments into a fund or account created to pay and secure the payment of such junior lien obligations so long as such assessments are levied in a 11 51616 505.9 utility local improvement district or districts created in connection with carrying out the improvements to be constructed from the proceeds of the sale of such junior lien obligations. Nothing in this resolution prevents the County from issuing additional Parity Bonds to refund maturing Parity Bonds for the payment of which money is not otherwise available. Notwithstanding the foregoing provisions of this Section, so long as the USDA is the registered owner of the Bond, the County shall not incur any obligation for borrowed money secured by a lien or charge on Gross Revenue or Assessments without the prior written consent of the USDA. Section 15. Use of Bond Proceeds. The proceeds of the sale of the Bond shall be paid into the Construction Fund. All other money received, transferred or set aside for the payment of the cost of the Project shall be paid into the Construction Fund. Section 16. Sale of Bond. The Bond shall be sold to the USDA on the terms and conditions set forth herein and in the USDA letter of conditions relating to Loan 16 dated May 16, 2017, as amended on November 15, 2017, and the letter of conditions relating to Loan 18 dated June 14, 2018, as amended on July 16, 2018. Section 17. Repealer. Resolution No. 18-265, adopted by the Board on August 20, 2018, is hereby repealed. Section 18. Ratification of Prior Acts. Any action taken consistent with the authority and prior to the effective date of this resolution is ratified, approved and confirmed. 12 51616;014 Section 19. Effective Date. This resolution shall become effective immediately upon its adoption. The foregoing resolution was ADOPTED by the Board of County Commissioners of Lewis County, Washington, at a regular open public meeting thereof this 5th day of November, 2018. APPROVED AS TO FORM: BOARD OF COUNTY COMMISSIONERS Joran L. Meyer, Prosecuting Attorney LEWIS COUNTY, WASHINGTON rJ �i� _ By: Civil eputy d►. J. Fund, Ch it / 0D ! ,,�/ / , `L---- ATTEST: Ro•ert C. Jackson, Vice Chair )24 er, Rieva Lester Clerk of the Board Ga St e C rY p onlmissioner, •••••. ••cOUN7 •• i$,6 )0.�, S,,< • • q / \ 1.• O •.� \i a. ‘9.-_, SINCE 1845 wi • ��•• *• NS 1st c• • • 13 51616303 4 • RUS Bulletin 1780-12 Water and Waste System Grant Agreement United States Department of Agriculture Rural Utilities Service THIS AGREEMENT dated 11/15/18 , between Lewis County a public corporation organized and operating under Article X1,Section 1 of the Washington State Constitution and RCW 36.04.210 (Authorizing Statute) herein called Grantee," and the United States of America acting through the Rural Utilities Service, Department of Agriculture, herein called -Grantor,"WITNESSETH: WHEREAS Grantee has determined to undertake a project of acquisition, construction, enlargement, or capital improvement of a (water) (waste) system to serve the area under its jurisdiction at an estimated cost of$ 1,816,864.00 and has duly authorized the undertaking of such project. Grantee is able to finance not more than $ 1,013,864.00 of the development costs through revenues, charges, taxes or assessments, or funds otherwise available to Grantee resulting in a reasonable user charge. Said sum of$ 1,013,864.00 has been committed to and by Grantee for such project development costs. Grantor has agreed to grant the Grantee a sum not to exceed $ 803,000.00 or 44.20 percent of said project development costs, whichever is the lesser, subject to the terms and conditions established by the Grantor. Provided, however, that the proportionate share of any grant funds actually advanced and not needed for grant purposes shall be returned immediately to the Grantor. The Grantor may terminate the grant in whole, or in part, at any time before the date of completion, whenever it is determined that the Grantee has failed to comply with the Conditions of the grant. As a condition of this grant agreement, the Grantee assures and certifies that it is in compliance with and will comply in the course of the agreement with all applicable laws, regulations, Executive orders and other generally applicable requirements, including those set out in 7 CFR 3015.205(b), which hereby are incorporated into this agreement by reference, and such other statutory provisions as are specifically set forth herein. NOW, THEREFORE, In consideration of said grant by Grantor to Grantee, to be made pursuant to Section 306(a) of The Consolidated Farm and Rural Development Act for the purpose only of defraying a part not to exceed 44.20 percent of the project development costs, as defined by applicable Rural Utilities Service instructions. Grantee Agrees That Grantee Will: A. Cause said project to be constructed within the total sums available to it, including said grant, in accordance with the project plans and specifications and any modifications thereof prepared by Grantee and approved by Grantor. • Bulletin 1780-12 Page 2 B. Permit periodic inspection of the construction by a representative of Grantor during construction. C. Manage, operate and maintain the system, including this project if less than the whole of said system, continuously in an efficient and economical manner. D. Make the services of said system available within its capacity to all persons in Grantee's service area without discrimination as to race, color, religion, sex, national origin, age, marital status, or physical or mental handicap (possess capacity to enter into legal contract for services) at reasonable charges, including assessments, taxes, or fees in accordance with a schedule of such charges, whether for one or more classes of service, adopted by resolution dated 11/05/18 , as may be modified from time to time by Grantee. The initial rate schedule must be approved by Grantor. Thereafter, Grantee may make such modifications to the rate system as long as the rate schedule remains reasonable and nondiscriminatory. E. Adjust its operating costs and service charges from time to time to provide for adequate operation and maintenance, emergency repair reserves, obsolescence reserves, debt service and debt service reserves. F. Expand its system from time to time to meet reasonably anticipated growth or service requirements in the area within its jurisdiction. G. Provide Grantor with such periodic reports as it may require and permit periodic inspection of its operations by a representative of the Grantor. H. To execute any agreements required by Grantor which Grantee is legally authorized to execute. If any such agreement has been executed by Grantee as a result of a loan being made to Grantee by Grantor contemporaneously with the making of this grant, another agreement of the same type need not be executed in connection with this grant. I. Upon any default under its representations or agreements set forth in this instrument, Grantee, at the option and demand of Grantor, will repay to Grantor forthwith the original principal amount of the grant stated herein above with the interest at the rate of 5 percentum per annum from the date of the default. Default by the Grantee will constitute termination of the grant thereby causing cancellation of Federal assistance under the grant. The provisions of this Grant Agreement may be enforced by Grantor, at its option and without regard to prior waivers by it previous defaults of Grantee, by judicial proceedings to require specific performance of the terms of this Grant Agreement or by such other proceedings in law or equity, in either Federal or State courts, as may be deemed necessary by Grantor to assure compliance with the provisions of this Grant Agreement and the laws and regulations under which this grant is made. J. Return immediately to Grantor, as required by the regulations of Grantor, any grant funds actually advanced and not needed by Grantee for approved purposes. K. Use the real property including land, land improvements, structures, and appurtenances thereto, for authorized purposes of the grant as long as needed. 1. Title to real property shall vest in the recipient subject to the condition that the Grantee shall use the real property for the authorized purpose of the original grant as long as needed. 2. The Grantee shall obtain approval by the Grantor agency for the use of the real property in other projects when the Grantee determines that the property is no longer needed for the original grant purposes. Use in other projects shall be limited to those under other Federal grant programs or programs that have purposes consistent with those authorized for support by the Grantor. RUS Bulletin 1780-12 Page 3 3. When the real property is no longer needed as provided in 1 and 2 above, the Grantee shall request disposition instructions from the Grantor agency or its successor Federal agency. The Grantor agency shall observe the following rules in the disposition instructions: (a)The Grantee may be permitted to retain title after it compensates the Federal Government in an amount computed by applying the Federal percentage of participation in the cost of the original project to the fair market value of the property. (b)The Grantee may be directed to sell the property under guidelines provided by the Grantor agency. When the Grantee is authorized or required to sell the property, proper sales procedures shall be established that provide for competition to the extent practicable and result in the highest possible return. [Revision 1, 04/17/1998] (c)The Grantee may be directed to transfer title to the property to the Federal Government provided that in such cases the Grantee shall be entitled to compensation computed by applying the Grantee's percentage of participation in the cost of the program or project to the current fair market value of the property. This Grant Agreement covers the following described real property(use continuation sheets as necessary). N/A L. Abide by the following conditions pertaining to equipment which is furnished by the Grantor or acquired wholly or in part with grant funds. Equipment means tangible, non-expendable, personal property having a useful life of more than one year and an acquisition cost of$5,000 or more per unit. A grantee may use its own definition of equipment provided that such definition would at least include all equipment defined above. [Revision 1, 04/17/1998] 1. Use of equipment. (a)The Grantee shall use the equipment in the project for which it was acquired as long as needed. When no longer needed for the original project, the Grantee shall use the equipment in connection with its other Federally sponsored activities, if any, in the following order of priority: 1) Activities sponsored by the Grantor. (2)Activities sponsored by other Federal agencies. (b) During the time that equipment is held for use on the property for which it was acquired, the Grantee shall make it available for use on other projects if such other use will not interfere with the work on the project for which the equipment was originally acquired. First preference for such other use shall be given to Grantor sponsored projects. Second preference will be given to other Federally sponsored projects. RUS Bulletin 1780-12 Page 4 2. Disposition of equipment. When the Grantee no longer needs the equipment as provided in paragraph (a) above, the equipment may be used for other activities in accordance with the following standards: (a) Equipment with a current per unit fair market value of less than $5,000. The Grantee may use the equipment for other activities without reimbursement to the Federal Government or sell the equipment and retain the proceeds. (b) Equipment with a current per unit fair market value of $5,000 or more. The Grantee may retain the equipment for other uses provided that compensation is made to the original Grantor agency or its successor. The amount of compensation shall be computed by applying the percentage of Federal participation in the cost of the original project or program to the current fair market value or proceeds from sale of the equipment. If the Grantee has no need for the equipment and the equipment has further use value, the Grantee shall request disposition instructions from the original Grantor agency. The Grantor agency shall determine whether the equipment can be used to meet the agency's requirements. If no requirement exists within that agency, the availability of the equipment shall be reported, in accordance with the guidelines of the Federal Property Management Regulations (FPMR), to the General Services Administration by the Grantor agency to determine whether a requirement for the equipment exists in other Federal agencies. The Grantor agency shall issue instructions to the Grantee no later than 120 days after the Grantee requests and the following procedures shall govern: (1) If so instructed or if disposition instructions are not issued within 120 calendar days after the Grantee's request, the Grantee shall sell the equipment and reimburse the Grantor agency an amount computed by applying to the sales proceeds the percentage of Federal participation in the cost of the original project or program. However, the Grantee shall be permitted to deduct and retain from the Federal share ten percent of the proceeds for Grantee's selling and handling expenses. (2) If the Grantee is instructed to ship the equipment elsewhere the Grantee shall be reimbursed by the benefiting Federal agency with an amount which is computed by applying the percentage of the Grantee participation in the cost of the original grant project or program to the current fair market value of the equipment, plus any reasonable shipping or interim storage costs incurred. (3) If the Grantee is instructed to otherwise dispose of the equipment, the Grantee shall be reimbursed by the Grantor agency for such costs incurred in its disposition. 3. The Grantee's property management standards for equipment shall also include: (a) Records which accurately provide for: a description of the equipment; manufacturer's serial number or other identification number; acquisition date and cost; source of the equipment; percentage (at the end of budget year) of Federal participation in the cost of the project for which the equipment was acquired; location, use and condition of the equipment and the date the information was reported; and ultimate disposition data including sales price or the method used todetermine current fair market value if the Grantee reimburses the Grantor for its share. (b) A physical inventory of equipment shall be taken and the results reconciled with the equipment records at least once every two years to verify the existence, current utilization, and continued need for the equipment. RUS Bulletin 1780-12 Page 5 (c)A control system shall be in effect to insure adequate safeguards to prevent loss, damage, or theft of the equipment. Any loss, damage, or theft of equipment shall be investigated and fully documented. (d) Adequate maintenance procedures shall be implemented to keep the equipment in good condition. (e) Proper sales procedures shall be established for unneeded equipment which would provide for competition to the extent practicable and result in the highest possible return. This Grant Agreement covers the following described equipment(use continuation sheets as necessary). N/A M. Provide Financial Management Systems which will include: 1. Accurate, current, and complete disclosure of the financial results of each grant. Financial reporting will be on an accrual basis. 2. Records which identify adequately the source and application of funds for grant-supported activities. Those records shall contain information pertaining to grant awards and authorizations, obligations, unobligated balances, assets, liabilities, outlays, and income. 3. Effective control over and accountability for all funds, property and other assets. Grantees shall adequately safeguard all such assets and shall assure that they are used solely for authorized purposes. 4. Accounting records supported by source documentation. N. Retain financial records, supporting documents, statistical records, and all other records pertinent to the grant for a period of at least three years after grant closing except that the records shall be retained beyond the three-year period if audit findings have not been resolved. Microfilm or photo copies or similar methods may be substituted in lieu of original records. The Grantor and the Comptroller General of the United States, or any of their duly authorized representatives, shall have access to any books, documents, papers, and records of the Grantee's government which are pertinent to the specific grant program for the purpose of making audits, examinations, excerpts and transcripts. 0. Provide information as requested by the Grantor to determine the need for and complete any necessary Environmental Impact Statements. P. Provide an audit report prepared in accordance with Grantor regulations to allow the Grantor to determine that funds have been used in compliance with the proposal, any applicable laws and regulations and this Agreement. Q. Agree to account for and to return to Grantor interest earned on grant funds pending their disbursement for program purposes when the Grantee is a unit of local government. States and agencies or instrumentality's of states shall not be held accountable for interest earned on grant funds pending their disbursement. RUS Bulletin 1780-12 Page 6 R. Not encumber, transfer or dispose of the property or any part thereof, furnished by the Grantor or acquired wholly or in part with Grantor funds without the written consent of the Grantor except as provided in item K above. S. To include in all contracts for construction or repair a provision for compliance with the Copeland —Anti-Kick Back"Act(18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR, Part 3). The Grantee shall report all suspected or reported violations to the Grantor. T. To include in all contracts in excess of$100,000 a provision that the contractor agrees to comply with all the requirements of the Clean Air Act (42 U.S.C. §7414 ) and Section 308 of the Water Pollution Control Act (33 U.S.C. §1318) relating to inspection, monitoring, entry, reports, and information, as well as all other requirements specified in Section 114 of the Clean Air Act and Section 308 of the Water Pollution Control Act and all regulations and guidelines issued thereunder after the award of the contract. In so doing the Contractor further agrees: (Revision 1, 11/20/19971 1. As a condition for the award of contract, to notify the Owner of the receipt of any communication from the Environmental Protection Agency (EPA) indicating that a facility to be utilized in the performance of the contract is under consideration to be listed on the EPA list of Violating Facilities. Prompt notification is required prior to contract award. 2. To certify that any facility to be utilized in the performance of any nonexempt contractor subcontract is not listed on the EPA list of Violating Facilities pursuant to 40 CFR Part 32 as of the date of contract award. [Revision 1, 11/20/1997] 3. To include or cause to be included the above criteria and the requirements in every nonexempt subcontract and that the Contractor will take such action as the Government may direct as a means of enforcing such provisions. As used in these paragraphs the term —facility" means any building, plan, installation, structure, mine, vessel or other floating craft, location, or site of operations, owned, leased, or supervised by a Grantee, cooperator, contractor, or subcontractor, to be utilized in the performance of a grant, agreement, contract, subgrant, or subcontract. Where a location or site of operation contains or includes more than one building, plant, installation, or structure, the entire location shall be deemed to be a facility except where the Director, Office of Federal Activities, Environmental Protection Agency, determines that independent facilities are co-located in one geographical area. Grantor Agrees That It: A. Will make available to Grantee for the purpose of this Agreement not to exceed $ 803,000.00 which it will advance to Grantee to meet not to exceed 44.20 percent of the project development costs of the project in accordance with the actual needs of Grantee as determined by Grantor. B. Will assist Grantee, within available appropriations, with such technical assistance as Grantor deems appropriate in planning the project and coordinating the plan with local official comprehensive plans for sewer and water and with any State or area plans for the area in which the project is located. C. At its sole discretion and at any time may give any consent, deferment, subordination, release, satisfaction, or termination of any or all of Grantee's grant obligations, with or without valuable consideration, upon such terms and conditions as Grantor may determine to be (1) advisable to further the purpose of the grant or to protect Grantor's financial interest therein and (2) consistent with both the statutory purposes of the grant and the limitations of the statutory authority under which it is made. .e r a RUS Bulletin 1780-12 Page 7 Termination of This Agreement This Agreement may be terminated for cause in the event of default on the part of the Grantee as provided in paragraph I above or for convenience of the Grantor and Grantee prior to the date of completion of the grant purpose. Termination for convenience will occur when both the Grantee and Grantor agree that the continuation of the project will not produce beneficial results commensurate with the further expenditure of funds. In witness whereof Grantee on the date first above written has caused these presence to be executed by its duly out ized c%(-----k-t—er_.--'91— , •••••• attested and its corporate seal affixed by its duly authorized • 415cou • w9s .• • • �/ \ C),• .g i SINCE p. Attest •* \ 1845 /t *e 1' V s 1,"-c.°0•. •••• •• By (Title) By (Title) UNITED STATES OF AMERICA RURAL UTILITIES SERVICE By Peter B.McMillin (Title) Community Programs Director STATE OF WASHINGTON} SS _ COUNTY OF LEWIS jj- j-t(f s sworn to before th clay Of ti P y 70 3'It y,( / '� ! ? Notary Public In and for washingt ,resldt at (2 •Li 7 r � i 7 •AMC My Commission expires (7 .- 0'1— j22 c? I -: `14'. '.. ea� V e . °+ ', = . ;. (- • ...1 t ; c' ■ ,;,ov 3•.•4k , LEWIS COUNTY,WASHINGTON $279,000 WATER REVENUE BOND,2018 SIGNATURE IDENTIFICATION CERTIFICATE STATE OF WASHINGTON ) ) ss. COUNTY OF LEWIS ) I, Rieva Lester, certify that I am the Clerk of the Board of County Commissioners (the "Board") of Lewis County, Washington (the "County"), and have been at all times since October 3, 2016, that Edna J. Fund is the Chair of the Board and has been at all times since January 1, 2013, and that Arny Davis is the Treasurer of the County and has been at all times since January 1, 2015. I further certify that the $279,000 principal amount Water Revenue Bond, 2018, of the County, dated November 15, 2018, bears the manual signature of Edna J. Fund as Chair of the Board, my manual signature as Clerk of the Board, the manual signature of Amy Davis, County Treasurer, as Registrar, and the official seal of the County. DATED: November 15, 2018. LEWIS COUNTY, WASHINGTON Rieva Lester, Clerk Board of County Commissioners ti SUBSCRIBED AND SWORN TO before me this 'l' day of November, 2018. Fs I') • . (Signature of Notary) I.,,,1,,,,- -../.- i -'': ir*%%:.OT A,if:1::I i's:.:..:` ,,• ' u° d .;:r • (Legibly Print or Stamp Name of'Notary) ii 1. �� '' Notary public in and for the State of Washington, • ' r f residing at _ n : .ti�� . ► • My appointment expires . . _ 52887711.2 LEWIS COUNTY,WASHINGTON $279,000 WATER REVENUE BOND,2018 SIGNATURE IDENTIFICATION CERTIFICATE STATE OF WASHINGTON ) ) ss. COUNTY OF LEWIS ) I, Rieva Lester, certify that I am the Clerk of the Board of County Commissioners (the "Board") of Lewis County, Washington (the "County"), and have been at all times since October 3, 2016, that Edna J. Fund is the Chair of the Board and has been at all times since January 1, 2013, and that Amy Davis is the Treasurer of the County and has been at all times since January 1, 2015. I further certify that the $279,000 principal amount Water Revenue Bond, 2018, of the County, dated November 15, 2018, bears the manual signature of Edna J. Fund as Chair of the Board, my manual signature as Clerk of the Board, the manual signature of Amy Davis, County Treasurer, as Registrar, and the official seal of the County. DATED: November 15, 2018. LEWIS COUNTY, WASHINGTON Rieva Lester, Clerk Board of County Commissioners • 1 SUBSCRIBED AND SWORN TO before me this day of November, 2018. • A D. r f •,.y., (Signature of Notary) �� OTA,?�, „4. (Ligibly Print or Stamp Name of Notary) 'w a o ±.. Notary public in and for the State of Washington, '; 7,9—? ,A.-1 residing at or t ;f _ My appointment expires 52887711.2 LEWIS COUNTY, WASHINGTON $279,000 WATER REVENUE BOND, 2018 CLOSING CERTIFICATE I, Edna J. Fund, certify that I am the duly appointed and acting Chair of the Board of County Commissioners of Lewis County, Washington (the "County"), and that I am authorized to execute and deliver this certificate. I further certify on behalf of the County as follows: 1. This certificate is delivered in connection with the issuance of the County's $279,000 principal amount Water Revenue Bond, 2018 (the"Bond"). 2. No litigation of any nature is now pending or, to my knowledge, threatened, seeking to restrain or enjoin the issuance and delivery of the Bond or the imposition and collection of revenues or assessments pledged to pay the principal of and interest on the Bond, or in any manner questioning the proceedings and authority under which the Bond is issued or the validity of the Bond thereunder; neither the corporate existence or boundaries of the County nor the title of the present officers to their respective offices is being contested; and no authority or proceeding for the issuance of the Bond has been repealed, revoked or rescinded. 3. Resolution No. 18-327 of the County, the resolution authorizing the issuance and sale of the Bond, has not been modified or repealed. DATED as of: November 15, 2018. LEWIS COUNTY, WASHINGTON Edna J. Fund, C .ir Board of County Commissioners 52887711.2 LEWIS COUNTY,WASHINGTON $279,000 WATER REVENUE BOND,2018 CLOSING CERTIFICATE I, Edna J. Fund, certify that I am the duly appointed and acting Chair of the Board of County Commissioners of Lewis County, Washington (the "County"), and that I am authorized to execute and deliver this certificate. I further certify on behalf of the County as follows: 1. This certificate is delivered in connection with the issuance of the County's $279,000 principal amount Water Revenue Bond, 2018 (the"Bond"). 2. No litigation of any nature is now pending or, to my knowledge, threatened, seeking to restrain or enjoin the issuance and delivery of the Bond or the imposition and collection of revenues or assessments pledged to pay the principal of and interest on the Bond, or in any manner questioning the proceedings and authority under which the Bond is issued or the validity of the Bond thereunder; neither the corporate existence or boundaries of the County nor the title of the present officers to their respective offices is being contested; and no authority or proceeding for the issuance of the Bond has been repealed, revoked or rescinded. 3. Resolution No. 18-327 of the County, the resolution authorizing the issuance and sale of the Bond, has not been modified or repealed. DATED as of: November 15, 2018. LEWIS COUNTY, WASHINGTON e, Edna J. Fund, Ch Board of County Commissioners 52887711.2 LEWIS COUNTY,WASHINGTON $279,000 WATER REVENUE BOND,2018 BOND REGISTER Bond No.: R-1 Name of Registered Owner: United States of America, acting through the United States Department of Agriculture Address of Registered Owner: 1835 Black Lake Blvd. SW, Suite B Olympia, Washington 98512 Employer Identification No.: 72-0564834F DATED: November 15, 2018. LEWIS COUNTY, WASHINGTON C • Arny Davis,g ounty Treasurer, as Registrar 52887711.2 LEWIS COUNTY, WASHINGTON $279,000 WATER REVENUE BOND,2018 BOND REGISTER Bond No.: R-1 Name of Registered Owner: United States of America, acting through the United States Department of Agriculture Address of Registered Owner: 1835 Black Lake Blvd. SW, Suite B Olympia, Washington 98512 Employer Identification No.: 72-0564834F DATED: November 15, 2018. LEWIS COUNTY, WASHINGTON Arny Davis, my Treasurer, as Registrar 52887711.2 R-1 Not to Exceed $279,000 UNITED STATES OF AMERICA STATE OF WASHINGTON LEWIS COUNTY WATER REVENUE BOND,2018 LEWIS COUNTY, WASHINGTON (the "County"), a political subdivision of the State of Washington, promises to pay to the UNITED STATES OF AMERICA, ACTING THROUGH THE UNITED STATES DEPARTMENT OF AGRICULTURE (the "Registered Owner"), an amount not to exceed Two Hundred Seventy-Nine Thousand Dollars ($279,000), in accordance with this Bond and Resolution No. 18-327 of the County(the"Bond Resolution"). Reference is made to the Bond Resolution for the definitions of the capitalized terms used and not otherwise defined herein. This Bond evidences the obligations of the County under an $80,000 loan referred to in the letter of conditions from the Registered Owner to the County dated May 16, 2017, as amended on November 15, 2017 ("Loan 16"), and the obligations of the County under a $199,000 loan referred to in the letter of conditions from the Registered Owner to the County dated June 14, 2018, as amended on July 16,2018 ("Loan 18"). Pursuant to the Bond Resolution,the County may make monthly draws of principal on Loan 16 in an amount not to exceed $80,000 and/or draws of principal on Loan 18 in an amount not to exceed $199,000 (each, a "Draw") at any time, each in an amount equal to the total amount of the costs of the Project to be paid from the Draw, and the proceeds of the Draw shall be used promptly to pay those costs of the Project. Draws shall be recorded in such form as the County and the USDA may agree. The principal of this Bond evidencing each Draw on Loan 16 shall bear interest at the rate of 2.750% per annum, and the principal of this Bond evidencing each Draw on Loan 18 shall bear interest at the rate of 3.125%per annum, computed in each case on the basis of the actual number of days elapsed in a 365-day year. Principal of and interest on this Bond evidencing each Draw shall be paid in equal semiannual installments on the date that is six months after the date of this Bond and on each May 15 and November 15 thereafter, to and including November 15, 2049 (each, a "Payment Date"), with the last payment of this Bond evidencing each Draw to be made, in the amount equal to the remaining principal of and interest due on this Bond evidencing the Draw,on November 15,2049. If any installment of principal of and interest on this Bond is not paid when due,the County shall be obligated to pay interest on that installment at the same rate provided in this Bond from and after its Payment Date until that installment, both principal and interest, is paid in full. This Bond, designated as the Water Revenue Bond, 2018, is issued by the County in fully registered form to provide a portion of the funds necessary to pay the cost of the acquisition, construction, and installation of a new drinking water supply storage facility at the water treatment plant of the Vader Water System Utility of the County(the"Project"), all as set forth in the Bond Resolution. Installments of principal of and interest on this Bond are payable in lawful money of the United States of America by check or draft of the County Treasurer (the "Registrar") mailed or by electronic Page 1 of 4 transfer or Pre-Authorized Debit (PAD) on the Payment Date to the Registered Owner at its address appearing on the books or records 15 days prior to the Payment Date and maintained by the Registrar(the "Bond Register"). This Bond is payable solely out of the Vader Water System Utility Revenue Bond Fund (the "Bond Fund"), into which fund the County pledges to deposit all Assessments and, out of the Gross Revenue, at least 15 days prior to each Payment Date, certain fixed amounts without regard to any fixed proportion, namely, amounts sufficient to pay the principal of and interest due on this Bond on that Payment Date,all at the times and in the manner provided by the Bond Resolution. The Gross Revenue and all Assessments have been pledged to the payment of this Bond and any additional Parity Bonds. This pledge constitutes a lien and charge on the Gross Revenue prior and superior to any other lien or charge whatsoever on the Gross Revenue, subject to the cost of maintenance and operation of the Utility.This Bond is not a general obligation of the County. This Bond is payable only from the Bond Fund, including the Reserve Account therein. The Registered Owner shall have no claim against the State of Washington, and shall have no claim against the County except for payment from the Bond Fund, including the Reserve Account therein, and the Gross Revenue and Assessments pledged to the Bond Fund. Prepayments of scheduled installments, or any portion thereof, may be made at any time at the option of the County. Refunds, extra payments, and loan proceeds obtained from outside sources for the purpose of paying down this Bond shall, after payment of interest, be applied to the installments last to become due under this Bond and shall not affect the obligation of the County to pay the remaining installments as scheduled in this Bond. Notice of any such optional prepayment shall be given at least 30 days prior to the prepayment date by mailing to the Registered Owner a notice fixing such prepayment date and the amount to be prepaid. Reference is made to the Bond Resolution for other covenants and declarations of the County and other terms and conditions upon which this Bond has been issued, which terms and conditions are made a part hereof by this reference. The County irrevocably and unconditionally covenants that it will keep and perform all the covenants of this Bond and of the Bond Resolution. This Bond shall not be valid or become obligatory for any purpose until the Certificate of Authentication hereon has been signed by the Registrar. This Bond may be transferred only in whole and only if endorsed in the manner provided hereon and surrendered to the Registrar. Any transfer shall be without cost to the owner or transferee and shall be recorded on the Bond Register. It is certified that all acts, conditions and things required to be done precedent to and in the issuance of this Bond have been done,have happened and have been performed as required by law. Page 2 of 4 IN WITNESS WHEREOF, the County has caused this Bond to be signed by the Chair and the Clerk of the Board of County Commissioners and the seal of the County to be impressed hereon as of November 15,2018. LEWIS COUNTY, WASHINGTON By: i Chair,Board of Co / Commissioners By: LA,41414'‘/(1------) Clerk, Board of County Commissioners Date of Authentication: November 15, 2018. CERTIFICATE OF AUTHENTICATION This Bond is the fully registered Lewis County, Washington, Water Revenue Bond,2018, described in the Bond Resolution. • County Treas 4 r, as Registrar Page 3 of 4 ASSIGNMENT For value received, the undersigned Registered Owner does sell, assign and transfer unto: (name, address and social security or other identifying number of assignee) the within-mentioned Bond and irrevocably constitutes and appoints to transfer the same on the Bond Register with full power of substitution in the premises. DATED: Registered Owner (NOTE: The signature above must correspond with the name of the Registered Owner as it appears on this Bond in every particular, without alteration or enlargement or any change whatsoever.) Signature Guaranteed: (NOTE: Signature must be guaranteed pursuant to law.) Page 4 of 4 BOCC AGENDA ITEM SUMMARY Resolution: BOCC Meeting Date: Nov 05, 2018 Suggested Wording for Agenda Item: Agenda Type: Consent Approve a resolution providing for the issuance and sale of a$279,000 principle amount water revenue bond to pay a portion of the costs of the Vader-Enchanted Valley reservoir construction project. Contact Betsy Dillin Phone: 3607401138 Department: Public Works Action Needed: Approve Resolution Description In July 2016,the County adopted the Vader—Enchanted Valley Water System Plan,which includes the project, all in accordance with chapter 36.94 of the Revised Code of Washington. The estimated cost of carrying out the project is$1,816,864,which will be provided by proceeds of the Bond, grants from USDA, a Community Development Block Grant and other funds of the County. The USDA has agreed to make Loan 16 to the County in the principal amount of$80,000 under the conditions, terms, and specifications set forth in the amended letter of conditions relating thereto, such loan as amended, and to make Loan 18 to the County in the principal amount of$199,000 under the conditions,terms, and specifications set forth in the letter of conditions relating thereto, as amended, such loans to be evidenced by the issuance of the Bond under the terms and conditions set forth in this resolution. Additional Copies Kim Amrine, PW Betsy Dillin,PW Robin Saline