Loading...
HomeMy WebLinkAboutOrdinance 4814 ORDINANCE NO. 4814 AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF NOT TO EXCEED $20,000,000 OF A SALES AND USE TAX CAPITAL IMPROVEMENT BOND, SERIES 2006, BY THE CITY OF FAYETTEVILLE, ARKANSAS FOR THE PURPOSE OF FINANCING A PORTION OF THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING PIPELINES IN CONNECTION WITH A NEW WASTEWATER TREATMENT FACILITY AND RELATED SEWERAGE IMPROVEMENTS; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT; AND PRESCRIBING OTHER MATTERS RELATING THERETO WHEREAS, the City Council of the City of Fayetteville, Arkansas (the "City") has determined that there is a great need for a source of revenue to finance the costs of acquisition, construction and equipping of a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City; and WHEREAS, based on the engineering report (the "Engineering Report") of RJN Group, Inc., Dallas, Texas, which Engineering Report has been reviewed by the City Council, it has been determined that the costs of acquisition, construction and equipping pipelines (the "Project") associated with the new wastewater treatment facility are in excess of $20,000,000; and WHEREAS, the City is authorized and empowered under the provisions of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas ("Amendment 62") and Arkansas Code Annotated ( 1998 Repl. & 2005 Supp.) Sections 14- 164-301 et seq. (as from time to time amended, the "Local Government Bond Act'), to issue and sell its capital improvement bonds to finance the costs of various capital improvements such as those comprising the Project, which capital improvement bonds may be secured by and payable from the receipts of the special city-wide sales and use tax authorized by the Local Government Bond Act; and WHEREAS, pursuant to the provisions of Ordinance No. 4327 of the City, adopted and approved on August 7, 2001 (the "Election Ordinance"), there was submitted to the qualified electors of the City the question of the issuance of not to exceed $ 125,000,000 in aggregate principal amount of capital improvement bonds pursuant to Amendment 62 and the Local Government Bond Act to finance a portion of the wastewater system improvements described in the Election Ordinance, said bonds to be secured by a pledge of and lien upon all of the receipts of a special city-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"); and WHEREAS, at a special election held November 6, 2001 , a majority of the qualified electors of the City voting on the question approved the issuance of said capital improvement bonds (and the corresponding levy of the Sales and Use Tax and the pledge of Sales and Use Tax receipts to the payment of the capital improvement bonds); and WHEREAS, pursuant to such authority, the City has previously issued its $25,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2002 (the "Series 2002 Bonds"), its $35,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2004 (the "Series 2004 Bonds"), its $27,000,000 Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and its $45,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), in order to provide for the funding of various wastewater system improvements, including portions of the Project; and WHEREAS, the Series 2002 Bonds have been redeemed in full from receipts of the Sales and Use Tax, and the Series 2004 Bonds have been defeased in whole with the proceeds of the Series 2005A Bonds ; and WHEREAS, as authorized under the provisions of Amendment 62 and the Local Government Bond Act and as approved by the qualified electors of the City, and in order to secure funds necessary to pay or reimburse a portion of the remaining costs of acquiring, constructing and equipping of the Project, and the legal costs incident to the issuance of a bond to finance the costs of said Project, upon the most favorable terms to the City and the users of the City's wastewater system, the City has made arrangements for the sale of its Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), in the principal amount of not to exceed $20,000,000 to the Arkansas Development Finance Authority, as purchaser (the "Bondholder"), at a price of par, which Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum, pursuant to a Bond Purchase Agreement (the "Bond Purchase Agreement") among the City, the Bondholder and the Arkansas Natural Resources Commission (the "Commission"); and WHEREAS, the City will also be required to pay to the Arkansas Development Finance Authority, as servicer with respect to the Series 2006 Bond (the "Authority"), a semiannual servicing fee equal to one percent (1 .00%) per annum of the outstanding principal amount of the Series 2006 Bond (the "Servicing Fee"); and WHEREAS, the Series 2006 Bond will be issued and secured by the Sales and Use Tax receipts on a parity basis with the Series 2005A Bonds and the Series 2005B Bonds, except that the Series 2006 Bond will not be secured by the debt service reserve or the municipal bond insurance securing the Series 2005A Bonds and the Series 2005B Bonds; and WHEREAS, a copy of the Bond Purchase Agreement has been presented to and is before this meeting. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1 . The Project shall be accomplished and shall be a part of the City's wastewater system (the "System"). The accomplishment of the Project shall be under the control and supervision of, and all details in connection therewith shall be handled by, the City, and the City shall make all contracts and agreements necessary or incidental to the performance of its duties and the execution of its powers. The City shall let all contracts pursuant to and in accordance with existing laws and shall require such performance bonds and insurance from the contractors as will fully insure completion of the Project in accordance with the Engineering Report so as to fully promote and protect the best interests of the City and the Bondholder. 2 Section 2. The sale to the Bondholder of the City's Series 2006 Bond in the maximum principal amount of $20,000,000 at a price of par, such Series 2006 Bond to bear interest at the rate of 2.00% per annum and to be subject to a Servicing Fee of 1 .00% per annum and otherwise to be subject to the terms and provisions hereafter in this Ordinance set forth in detail be, and is hereby approved and the Series 2006 Bond is hereby sold to the Bondholder. The Mayor is hereby authorized and directed to execute and deliver the Bond Purchase Agreement on behalf of the City and to take all action required on the part of the City to fulfill its obligations under the Bond Purchase Agreement. The Bond Purchase Agreement is hereby approved in substantially the form submitted to this meeting with such changes as may be approved by the Mayor, his execution to constitute complete evidence of such approval. Section 3 . The City Council hereby finds and declares that the period of usefulness of the System after completion of the Project will be more than twenty-five (25) years, which is longer than the term of the Series 2006 Bond. Section 4. Under the authority of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas and the Local Government Bond Act, the City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), is hereby authorized to be issued in the total principal amount of not to exceed Twenty Million Dollars ($20,000,000), the proceeds of the sale of which are necessary to provide sufficient funds to pay or reimburse a portion of the costs of accomplishing the Project, including, without limitation, legal fees and other necessary expenses incidental to accomplishment of the Project, and to the issuance of the Series 2006 Bond. The Series 2006 Bond shall bear interest at the rate of two percent (2.001/o) per annum and shall be subject to a Servicing Fee of one percent ( 1 .00%) per annum based upon a 360-day year of twelve consecutive 30-day months compounded semiannually. The Series 2006 Bond shall be dated the date of its delivery to the Bondholder. Accrued interest and the Servicing Fee only shall be payable on each April 15 and October 15, commencing April 15, 2006, to and including October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $ 1 , 1641915 .00 $200,000.00 $ 1009000.00 $ 8649915 .00 October 15, 2009 1 , 1641915 .00 191 ,351 .00 95,675.00 877,889.00 April 15, 2010 151645915 .00 182,572.00 91 ,286.00 891 ,057.00 October 15, 2010 151645915 .00 173 ,661 .00 86,831 .00 904,423 .00 April 15, 2011 1 , 164,915.00 1649617.00 82,309.00 917,989.00 October 15, 2011 191649915.00 155,437.00 77,719.00 931 ,759.00 April 15, 2012 131645915.00 146, 120.00 73,060.00 945,735.00 October 15, 2012 151645915.00 136,662.00 685331 .00 959,922.00 April 15, 2013 151643915.00 127,063 .00 63,532.00 9749320.00 3 Date Payment Amount Interest Servicing Fee Principal October 15, 2013 1 , 164,915.00 117,320.00 58,660.00 9885935 .00 April 15, 2014 13164,915.00 107,431 .00 53,715 .00 1 ,003,769.00 October 15, 2014 15164,915 .00 97,393 .00 48,696.00 1 ,018,826.00 April 15 , 2015 1 , 164,915 .00 87,205 .00 43,602.00 1 ,034, 108 .00 October 15, 2015 1 , 164,915 .00 765864.00 385432.00 1 ,049,619.00 April 15 , 2016 1 , 1645915 .00 665367.00 33, 184.00 119065,364.00 October 15, 2016 1 , 164,915 .00 559714.00 275857.00 15081 ,344.00 April 15, 2017 151647915 .00 44,900.00 229450.00 1 ,097,565 .00 October 15, 2017 15164,915.00 33,925 .00 16,962.00 1 , 114,028 .00 April 15, 2018 191645915.00 225784.00 11 ,392.00 1 , 130,739.00 October 15, 2018 1 , 164,909.00 11 ,477.00 59738.00 1 , 1475694.00 The Series 2006 Bond shall be issued in the form of a single typewritten bond, registered as to both principal and interest, payable to the Bondholder, or registered assigns, as set forth hereinafter in the bond form, and shall be numbered R06- 1 . Payment of principal and interest shall be by check or draft mailed by Simmons First Trust Company, N.A., as trustee in connection with the Series 2005A Bonds and the Series 2005B Bonds (the "Trustee"), to the Bondholder at its address shown on the registration books of the City which shall be maintained by the City Clerk as Bond Registrar, without presentation or surrender of the Series 2006 Bond (except upon final payment), and such payments shall discharge the obligation of the City to the extent thereof. The City Clerk or her designee shall keep a payment record and make proper notations thereon of all payments of principal and interest. Payment of principal and interest shall be in any coin or currency of the United States of America which, as at the time of payment, shall be legal tender for the payment of debts due the United States of America. When the principal of and interest on the Series 2006 Bond has been fully paid, it shall be delivered to the City Clerk and shall be canceled. Section 5. The Series 2006 Bond shall be executed on behalf of the City by its Mayor and City Clerk, and shall have impressed thereon the seal of the City. In order to pay the principal of and interest on the Series 2006 Bond and the Servicing Fee in connection therewith, there is hereby pledged all of the receipts of the Sales and Use Tax levied by the Election Ordinance. As permitted under the Trust Indenture dated as of November 15, 2005 (the "Indenture"), securing the Series 2005A Bonds and the Series 2005B Bonds, such pledge is made on a parity basis with the existing pledge of receipts of the Sales and Use Tax securing the payment of the Series 2005A Bonds and the Series 2005B Bonds. The levy and collection of the Sales and Use Tax shall continue until such time as the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond are no longer outstanding or sufficient funds are on deposit with the Trustee under the Indenture to redeem the 4 Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond in full. The City covenants and agrees that all receipts from the Sales and Use Tax will be accounted for separately as special funds on the books of the City, and receipts of said Sales and Use Tax will be deposited and will be used solely as provided herein and in the Indenture. The Series 2006 Bond is not a general obligation of the City but is a special obligation, the principal of and the interest on which, and the Servicing Fee in connection therewith, are secured by a pledge of the receipts from the Sales and Use Tax. The principal of and interest on the Series 2006 Bond shall not constitute an indebtedness of the City within the meaning of any constitutional or statutory debt limitation or restriction. Section 6. The Series 2006 Bond shall be in substantially the following form, and the Mayor and City Clerk are hereby authorized and directed to make all the recitals contained therein: Registered United States of America Registered No. R06-1 $20,000,000 State of Arkansas County of Washington City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Registered Owner: ARKANSAS DEVELOPMENT FINANCE AUTHORITY Principal Amount: TWENTY MILLION DOLLARS Know All Men By These Presents: That the City of Fayetteville, Arkansas (the "City") hereby acknowledges itself to owe, and for value received promises to pay to the order of the Arkansas Development Finance Authority, or registered assigns, but solely from the special fund provided therefor as hereinafter set forth, in lawful money of the United States of America, the Principal Amount shown above (or so much of the Principal Amount as should have been advanced as shown on the Record of Payment of Advances attached hereto), and to pay in like coin or currency interest thereon at the rate of 2.00% per annum from the date of each advance. A servicing fee of 1 .00% per annum (the "Servicing Fee") shall also be payable by the City to the Arkansas Development Finance Authority or its successor in the same manner and upon the same dates as interest hereon. Interest on the unpaid balance of the total principal amount outstanding and the Servicing Fee shall be payable on April 15, 2006, October 15, 2006, April 15, 2007, October 15, 2007, April 15, 2008 and October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $ 1 , 164,915 .00 $200,000.00 $ 1009000.00 $ 864,915 .00 October 15, 2009 1 , 164,915.00 1919351 .00 95,675 .00 877,889.00 5 Date Payment Amount Interest Servicing Fee Principal April 15, 2010 11164,915.00 1829572.00 915286.00 891 ,057.00 October 15, 2010 151649915.00 173,661 .00 865831 .00 904,423 .00 April 15, 2011 11164,915 .00 164,617.00 827309.00 917,989.00 October 15, 2011 15164,915 .00 155,437.00 77,719.00 931 ,759.00 April 15, 2012 1 , 1649915.00 1463120.00 733060.00 945,735.00 October 15, 2012 1 , 1645915.00 136,662.00 683331 .00 9593922.00 April 15, 2013 111645915 .00 127,063 .00 63,532.00 974,320.00 October 15, 2013 151645915 .00 117,320.00 58,660.00 988,935 .00 April 15, 2014 1 , 164,915 .00 107,431 .00 539715 .00 1 ,0039769.00 October 15, 2014 1 , 1645915 .00 97,393.00 485696.00 15018,826.00 April 15, 2015 1 , 1641915.00 875205 .00 43,602.00 15034, 108 .00 October 15, 2015 1 , 164,915 .00 76,864.00 385432.00 1 ,0499619.00 April 15, 2016 1 , 164,915.00 665367.00 335184.00 1 ,065,364.00 October 15, 2016 131645915.00 555714.00 275857.00 19081 ,344.00 April 15 , 2017 1 , 1643915 .00 443900.00 22,450.00 15097,565.00 October 15, 2017 17164,915 .00 333925 .00 165962.00 1 , 114,028 .00 April 15, 2018 1 , 164,915 .00 22,784.00 11 ,392.00 19130,739.00 October 15, 2018 1 , 164,909.00 11 ,477.00 51738.00 1 , 147,694.00 Payments of principal and interest due hereon shall be made, except for final payment, without presentation and surrender of this bond, directly to the Registered Owner at its address shown on the registration book of the City maintained by the City Clerk as Bond Registrar, and such payments shall fully discharge the obligation of the City to the extent of the payments so made. This bond is issued for the purpose of (i) providing financing for a portion of the costs of acquiring, constructing and equipping pipelines associated with a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City (the "Project"), and (ii) paying costs of authorizing and issuing this bond, and is issued pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, including particularly Amendment No. 62 to the Constitution of the State of Arkansas ("Amendment 62") and the Local Government Bond Act, codified as Arkansas Code Annotated Sections 14- 164-301 et seg. ( 1998 Repl. & 2005 Supp.) (the "Act'), and pursuant to Ordinance No. 4814 of the City, duly adopted and approved on the 3rd day of January, 2006 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing Ordinance for the details of the nature and extent of the security and of the rights and obligations of the City and the Registered Owner of this bond. 6 This bond may be assigned only upon the written approval of the Arkansas Natural Resources Commission (the "Commission"), and in order to effect such assignment, the assignor shall promptly notify the City Clerk by registered mail, and the assignee shall surrender this bond along with a written assignment and written approval of the Commission to the City Clerk for transfer on the registration records. Every assignee shall take this bond subject to all payments and prepayments of principal and interest (as reflected on the Payment Record maintained by the City Clerk or her designee) prior to such surrender for transfer. Following payment in full of the City' s Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), the outstanding principal of this bond shall be prepaid by the City from time to time with receipts of the Sales and Use Tax (defined below) in excess of amounts needed to make scheduled payments of the principal, interest and Servicing Fee hereon and on the Series 2005A Bonds. Further, on and after October 15, 2016, this bond may be prepaid at the option of the City from funds from any source, in whole but not in part, at a prepayment price equal to the principal amount outstanding, plus accrued interest and the Servicing Fee to the prepayment date. Notice of any prepayment, whether mandatory or optional, shall be given to the registered owner of this bond at least 90 days prior to the prepayment date. Such notice shall be in writing mailed to the address of the registered owner of this bond at the address appearing on the bond registration records maintained by the City Clerk. This bond does not constitute an indebtedness of the City or the State of Arkansas within the meaning of any constitutional or statutory limitation or provision, and, except with respect to receipts generated from the Sales and Use Tax, the taxing power of the City is not pledged to the payment of the principal of and interest on this bond. This bond is not a general obligation of the City, but is a special limited obligation payable solely from the receipts of a special City-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"). In this regard, the pledge of Sales and Use Tax receipts is made on a parity basis with the prior pledge of such receipts securing (i) the City's Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Pursuant to the Trust Indenture dated as of November 15, 2005 (the "Indenture), under which the Series 2005A Bonds and the Series 2005B Bonds are issued and secured, an amount of Sales and Use Tax receipts sufficient to pay principal and interest on this bond as due shall be set aside monthly in a special fund created for that purpose identified as the Bond Fund. Reference is made to the Indenture for a detailed statement of the nature and extent of the security, and the rights and obligations of the City and registered owner of this bond. This bond is issued with the intent that the laws of the State of Arkansas will govern its construction. No recourse shall be had for the payment of the principal of or premium, if any, or interest on this bond or for any claim based thereon or upon any obligation, covenant, or agreement contained in this bond or in the Authorizing Ordinance against any past, present or future alderman, officer or employee of the City, or any alderman, officer or employee of any successor of the City, as such, either directly or through the City or any successor of the City, under any rule of law or equity, statute, or constitution or by the enforcement of any assessment or penalty or otherwise, and all such 7 liability of any such alderman, officer or employee as such is hereby expressly waived and released as a condition of and consideration for the issuance of this bond. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of Arkansas to exist, happen and be performed precedent to and in the issuance of this bond do exist, have happened and have been performed in due time, form and manner as required by law; that the indebtedness represented by this bond does not exceed or violate any constitutional or statutory limitation of indebtedness; and that provision has been made for the payment of the principal of and interest on this bond, as provided in the Authorizing Ordinance. IN WITNESS WHEREOF, the City of Fayetteville, Arkansas has caused this bond to be executed in its name by the manual signatures of its Mayor and City Clerk, thereunto duly authorize, and its corporate seal to be affixed hereto, all as of the 3`d day of January, 2006. CITY OF FAYETTEVILLE, ARKANSAS SG'P�w G\ ', „�.� �•G\TYO,c ,per ZOO By: hVETTEVILLE ; 3 DAN GOODY, Mayor ems'$ : c,was ATTEST: KAN ��, QSPJ? TO�N���a`�• By: ,p,ti ntiu v SONDRA SMITH, City Clerk REGISTRATION CERTIFICATE Date of Registration Name of Registered Owner Signature of City Clerk Arkansas Development Finance Authority 8 RECORD OF PAYMENT OF ADVANCES Signature of Vice President of Arkansas Total Principal Development Finance Date of Advance* Amount of Outstanding Authority Advance *The date of each advance shall be the interest commencement date from which the principal amount of such advance bears interest and from which the Servicing Fee is calculated. Section 7. All of the terms and provisions of the Indenture, as now in effect, except for those provisions clearly inapplicable hereto or in direct conflict herewith, including, without limitation, those terms and provisions pertaining to the receipt, investment and handling of Sales and Use Tax receipts, are hereby made applicable hereto and incorporated by reference as though fully set forth herein. The effect of the foregoing sentence shall be to continue the applicable provisions in full force and effect until the Series 2006 Bond is paid, or provision made therefor, even after payment of the Series 2005A Bonds and the Series 2005B Bonds. Section 8. The City shall assure that (i) not in excess of 10% of the proceeds of the Series 2006 Bond is used for Private Business Use (as defined below) if, in addition, the payment of more than 10% of the principal or 10% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly secured by any interest in property used or to be used for a Private Business Use or in payments in respect of property used or to be used for a Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or borrowed moneys used or to be used for a Private Business Use; and (ii) that, in the event that both (A) in excess of 5% of the proceeds of the Series 2006 Bond are used for a Private Business Use, and (B) an amount in excess of 5% of the principal or 5% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly, secured by any interest in property used or to be used for said Private Business Use or in payments in respect of property used or to be used for said Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or borrowed money used or to be used for said Private Business Use, then said excess over said 5% of proceeds of the Series 2006 Bond 9 used for a Private Business Use shall be used for a Private Business Use related to the governmental use of the Project. The City shall assure that not in excess of 5% of the proceeds of the Series 2006 Bond are used, directly or indirectly, to make or finance a loan to persons other than state or local governmental units. As used in this Section, "Private Business Use" means use directly or indirectly in a trade or business carried on by a natural person or in any activity carried on by a person other than a natural person, excluding, however, use by a state or local governmental unit and use as a member of the general public. Section 9. Installments of principal and interest on the Series 2006 Bond shall be prepayable prior to maturity as provided in the form of the Series 2006 Bond set forth in Section 6 of this Ordinance. Section 10. So long as the Series 2006 Bond is outstanding, the City shall not issue or attempt to issue any bonds or other indebtedness having or claimed to be entitled to a pledge of the Sales and Use Tax receipts on a priority or parity basis with the lien thereon securing the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond. Section 11 . It is covenanted and agreed by the City with the Bondholder and the Commission that it will faithfully and punctually perform all duties with reference to the System required by the Constitution and laws of the State of Arkansas and by this Ordinance, including, without limitation, the making and collecting of reasonable and sufficient rates lawfully established for services rendered by the System and the segregating of System revenues. The City covenants and agrees that the Bondholder shall have the protection of all the provisions of the Local Government Bond Act, the Indenture and this Ordinance, and that the City will diligently proceed to enforce those provisions to the end of the Bondholder realizing fully upon its security. If the City shall fail to proceed within thirty (30) days after written request shall have been filed by the Bondholder or the Commission, the Bondholder or the Commission may proceed to enforce all such provisions. If there be any default in the payment of the principal of or interest on the Series 2006 Bond, or if the City defaults in any Bond Fund requirement described in the Indenture or in the performance of any of the other covenants contained in this Ordinance or in the Bond Purchase Agreement, the Bondholder and the Commission (with respect to covenants contained in the Bond Purchase Agreement) may, by proper suit, compel the performance of the duties of the officials of the City under the laws of the State of Arkansas. No remedy herein conferred upon or reserved to the Bondholder is intended to be exclusive of any other remedy or remedies herein provided or provided by law, and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or given by law. No delay or omission of the Bondholder to exercise any right or power accrued upon any default shall impair any such right or power or shall be construed to be a waiver of any default or an acquiescence therein; and every power and remedy given by this Ordinance to the Bondholder may be exercised from time to time and as often as may be deemed expedient. 10 No waiver of any default shall extend to or affect any other existing or any subsequent default or defaults or impair any rights or remedies consequent thereon. Any costs of enforcement of the Series 2006 Bond or of any provision of this Ordinance, including reasonable attorney' s fees, shall be paid by the City. The Bondholder may enforce all rights and exercise all remedies available to the Bondholder in the event the Servicing Fee is not paid when due. Section 12. When the Series 2006 Bond has been executed by the Mayor and City Clerk and the seal of the City impressed thereon as herein provided, it shall be delivered to the Bondholder upon the payment of all or a portion of the purchase price in accordance with the Bond Purchase Agreement. The purchase price shall be deposited, as and when received, in a special account of the City hereby created in a bank that is a member of the Federal Deposit Insurance Corporation and designated the "2006 Wastewater Construction Fund" (the "Construction Fund"). The moneys in the Construction Fund shall be used for accomplishing the Project, paying or reimbursing expenses incidental thereto and paying the expenses of issuing the Series 2006 Bond approved in accordance with the Bond Purchase Agreement. Payments from the Construction Fund shall be by check or voucher signed by the City Clerk or her designee, and drawn on the depository. Each such check or voucher shall briefly specify the purpose of the expenditure. When the Project has been completed and all required expenses paid and expenditures made from the Construction Fund for and in connection with the accomplishment of the Project and the financing thereof, this fact shall be evidenced by a certificate signed by the City Clerk or her designee, and by the consulting engineer, which certificate shall state, among other things, the date of the completion and that all obligations payable from the Construction Fund have been discharged. A copy of the certificate shall be filed with the depository bank, the Bondholder and the Commission. Disbursements shall be made by the Bondholder for costs of the Project pursuant to written Disbursement Requests as provided in the Bond Purchase Agreement. Section 13 . The terms and provisions of this Ordinance shall constitute a binding contract among the City, the Bondholder and the Commission, and no variation or change in the undertaking herein set forth shall be made while the Series 2006 Bond is outstanding unless consented to in writing by the Bondholder and the Commission. Section 14. The City covenants and agrees that it will maintain the System in good condition and operate it in an efficient manner and at reasonable cost. The City agrees to keep proper records, books and accounts relating to the operation of the System, which shall be kept separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the operation of the System in accordance with generally accepted government accounting standards. Such books shall be available for inspection by the Bondholder and the Commission, or the agent or the representative of either, at reasonable times and under reasonable circumstances. The City agrees to have these records audited annually. If requested, the City agrees to furnish the audit report with respect to the System to the Bondholder and the Commission. The City also agrees that it will furnish to the Bondholder and the Commission on or before 30 days after the end of each fiscal year, if requested, a statement showing (i) total receipts of the Sales and Use Tax during such fiscal year, (ii) the application of such receipts to pay the principal of and interest on the Series 2005A Bonds and the Series 2005B Bonds, and (iii) the application of such 11 receipts to pay the principal of and the interest on the Series 2006 Bond and the Servicing Fee with respect thereto. Section 15. The City agrees that the Bondholder may pledge the Series 2006 Bond as security for the payment of its wastewater system revolving loan fund revenue bonds (the "ADFA Bonds"), and the trustee or municipal bond insurer for the ADFA Bonds may exercise any rights or remedies available to the Bondholder under this Ordinance or the Bond Purchase Agreement while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured. In addition, the City agrees that while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured, copies of all financial information relating to the City, the System and the Sales and Use Tax receipts shall be furnished to the trustee and/or the municipal insurer for the ADFA Bonds. Section 16. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized and directed to do any and all things necessary to effect the issuance, sale, execution and delivery of the Series 2006 Bond and to effect the execution and delivery of the Bond Purchase Agreement, and to perform all of the obligations of the City under and pursuant thereto. The Mayor and the City Clerk are further authorized and directed, for and on behalf of the City, to execute all papers, documents, certificates and other instruments that may be required for the carrying out of such authority or to evidence the exercise thereof. Section 17. Kutak Rock LLP, Little Rock, Arkansas, is hereby appointed to act as Bond Counsel on behalf of the City in connection with the issuance and sale of the Series 2006 Bond. Section 18. The provisions of this Ordinance are hereby declared to be severable, and if any section, phrase or provision shall for any reason be declared to be illegal or invalid, such declaration shall not affect the validity of the remainder of the sections, phrases or provisions of this Ordinance. Section 19. All ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. PASSED and APPROVED this P day of January, 2006. APPROVED: `�&J,, Poe ITRfq& R :U� 2 c : FAYETTEVILLE ' = By. DAN COODY, Mayor ATTEST: 9 RKANS • �J '/ek�''•y/NGTON G. .. ��� uuwu 41V� By: SONDRA SMITH, City Clerk 12 Stephen Davis Submitted By City of Fayetteville Staff Review Form City Council Agenda Items or Contracts 20 -Dec -05 City Council Meeting Date FIS Director Division Ot) ys-iy C&(/5 CITE Finance & Internal Services Department Action Required: iproval of a bond ordinance authorizing the Mayor to execute a bond purchase agreement with the Arkansas Natural :sources Commission and the Arkansas Development Finance Authority for $20 million to be used to fund a portion the costs associated with the Wastewater System Improvements Project (West-sideTreatment Plant and associated ies/Lift Stations) and authorize City Staff to prepare the required budget amendments/payments to implement the ebt Service Funded By a Dedicated 3/4% Sales & Use Tax Cost of this request Account Number Project Number Budgeted Item Category/Project Budget Funds Used to Date $ Remaining Balance Budget Adjustment Attached ft/as Depart ent Director ate 1Z/Z/Ltf City Attorne (2%/or Finance and Internal Service Director D to Mayor Date WSIP Program Category / Project Name Program / Project Category Name Wastewater Construction Improvement Fund Name 4624, 4389 & Previous Ordinance or Resolution # 4327 Original Contract Date: Original Contract Number: Receiv In Clerk's Office Received in Mayor's 72i&/td Juru<cry .5, &z c FAYETTEVILLE THE CITY OF FAYETTEVILLE, ARKANSAS DEPARTMENTAL CORRESPONDENCE TO: Mayor Coody and Fayetteville City Council FROM: Stephen Davis, Finance & Internal Services Direct DATE: December 2, 2005 SUBJECT: Bond Ordinance — Arkansas Natural Resources Commission Recommendation Approval of a bond ordinance authorizing the Mayor to execute a bond purchase agreement with the Arkansas Soil and Water Conservation Commission and the Arkansas Development Finance Authority for $20 million to be used to fund a portion of the costs associated with the Wastewater System Improvements Project (West -side Treatment Plant and associated Lines/Lift Stations) and authorize City Staff to prepare the required budget amendments/payments to implement the bond purchase agreement. Background/Discussion Fayetteville citizens by public vote authorized the issuance of up -to $125 million in sales tax backed bonds to fund the projects costs associated with the WSIP improvements. This request will utilize the remaining voter authorization for the sales tax backed bond issues. City Council previously approved utilizing market bonds to complete the voter approved sales tax backed debt for the WSIP. However, the interest rates increased prohibiting the City from issuing the full amount authorized. A copy of the financing presentation to the Fayetteville Sewer Committee is attached for review. This bond (loan) is for $20 million and functions as a draw -down loan. The loan interest rate is 3% fixed interest. The Bond Purchase Agreement also contains mandatory redemption requirements for any sales taxes collected that are in excess of the scheduled payment. The excess sales tax collections first go to redeem the 2005B ($45 million) Series Bonds and then will apply ANRC Loan ($20 million) this loan with the 2005A ($27 million) redeemed no -later -than 2009. The 2002 bonds have been paid off. The City and the Arkansas Natural Resources Commission are committing to a disbursement cut-off date of October 15, 2008. This contract provision means that the City must request or draw -down all of the funds before October 15, 2008. Any cost for the project that is in excess of the $125 million or is after October 15, 2008 will have to be funded from other City sources. Budget Impact The annual debt service cost is included in the City's Adopted Budget. » & » § � // / t ? a Oct / n& ma t. = Q @ —CD /\ 7/ P q / n / ° 2 CD / » f / _ \ /Ct L. ( / C % P / / be / k / o / a- § NJ § NJ § \ \ \ \ \ a CD be 2 G G « / a ® 00 00 00 CD \ 0. 3 \ \ \ B S $ f 2 to \ \ - \ \ \ \ - / NJ - 2 E « a a \ \ Ui C CD k / 0NJ % \ k 3 / CD 1 N N • O m m y (D -i 2.2. f° m 1 a D m m D n r MM 3 T m 00 p 5W m V V C 5 D T w Go V m m O CD N yl \/ 0 a J J a a a J J J J a a J J a a J+++++ J J a • — N N N N N N N N N N N N N N N N N N N N N N N N ID \ J \ J \ J \ a \ a \ a \ J \ J \ J \ J \ J \ J \ J++ \ .. J+++ \ \ \ \ a \ J \ J \ J \ a \ a C, N N N N N N O CD N N N N N N N N N N N N N N N N N N N y 0. O 1'n O O O O O O O O O O O O o o O O 0 0 0 0 o O O O 0 N b W N N N N N N N N N N J J+ J J+++++ 0 0 0 O Cl) o O O V O N A W N+ O O O V O O A W N J O O V O III 0 w _ 01 (fl CD C y u 0 � a CL (4 on « 0 M V D tD tD tp tp W fO f0 tD tD W W W l.1 W W W W W W N O S X GI N W A O O O O O O A O O O O O O J A w W O V N 7 V N O N N O OID N+N CD (D 41 0 0 0 0 tD O O O O O T N• O O O O O N N N N O - a c' J O O O O O fT fT N + D (D I I I I I I I I I I I I II 000000000 ^ a. CD Q' N m C> 0 to C ID-. F n d « 00 N N C QJ a J J J a a a J J+ J J+ J+ J J J J+ ,..I ie D) 4l iJ iJ iJ iJ w w iJ w w w w w w w w (J iJ iJ is a D1 N Ol V A A A A A A A A A A A A A A A A A A A 0 0 f0 0 A) O O N W W J A l w O W W W N A O W W N O A O N Ol O 0V tD tD O tD O+ 1D V O+ V A+ fD fp O W O A W O V w V y O N V N V N O W O O W W O N O V O O V O tD O A w y W J O 0 0 O O O J V V J V O O O fT O J O 0 O w O 01 D1 g tO O O O O O N N O O N O V O N O O N O O O V O O 0 C 0 I� N 00000 0 0 O O 0 O 0 O 0 O O 0 0 0 0 0 O+ O, < m > or < O1 3 7 y Al r w 0 N V + J J J J J J m Cl) N N O J J J J J J J + ++++ A 0 0 0 0 0 0 tD tD fD C O . O . O V O . W . W . W . w . W . W . W . W . W . W . W . W . W . W . tD . V . V . V . V . V . O . f0 . A . W —• O O O W V A A A A A A A A A A A A A lD O O O+ O O w A w T coo a O N W W+ A N A W O W W W N A N (O O O w O A+ V C O co O V <D tD O tD O J 1D V O+ V A+ f0 + 0 0 0 0 <D N A N O O 0° + N V N V N O W O O W W O N O V O W O V (O A O A w O 0 0 0 V O O O O O O J V V+ V O O O O O J O O O O N V O -4 a 0 0 0 O O O O O O N N O O N O V O O O O O O N O+ O J > O O O I.., O O O O O O O O O p1 O O O O O O O O O O O O J O J r - ry r •* -CD v 1 Z ' 0 p S N N N N N ry 0 0H N N N N N) N N N N O a O_ O_ O_ O_ 00000 CCD d 0 Cl) 0) N O (0 W V 0 00 0 0) 010 (gyp O_a' 0 (D 5. N CD — -S — -S -S — 7 N to 0) 01 a a W N(N - 0 ) O N CA O VI 0) A V CD 0) 01 (00 O O W lD 0 ((00 0 0) N) N V 00 O C 4. C �a N 0 0 d N CD O J N N 00 01 C0 O CD -fl 7. 7 0)0 O) OD w OD CO CO CO (O 7 n 6 W a O 01-I OD 0 - N W ti Q O) CD_00000p AOA ..a AN W GVJ �. 0' 1 0 CO (001 0 O W a 001 V (31 O 7 ffl $j OD O O A O O O O C� O 00 .� O O 0 O O O O O -+ 0 Cp (71 g' 0 N (0 2 I_A H �\ ...1 �\ %A a (AJ7 _ CO O V _c�i1 N O N C o 5 W owi °VD a w o (Ai1 0 0 0 CD c� <n C j 0 N 0 CoO O (11 0 00) O O o Q a ci C1 0) N o N O CD N Cd 0) 01 a a a ON) N A Mao, V w (0 0) D CD d W (n �1 V V (n V r C 0 Q4 V A Cn O N S N x Cyp p o a " 0) N C)01 O 0) (N0 O O j R a P. p, N — O a w Ca w w rr 3 O O) 0) (0000 OD O U) 01 O 0 _ _ _ ) O CN0 JJ1 01 C1 U1 _ D. O 0 0 O O N O O O O 0000000 O O N O O O O O O O O O O = o O 000000000 y (n N V N a O Ob m O O O O O O O O O O O si 0 0 O 0 O O O 0 0 O N to V O CO (Ccc CO CO CO (Cc UD p V (0)1 0 O.� N N O (0 00 ,4 V a A O Con Cw11 W a CO N Cn V O ONO v 6 L N N m •r.) O N () C � O CD r+ O CDp V1 CDACD II C/D N � C d CD 0� op op oCD CD C CD CD CD CD . . C/) (ID (ID < w CD CD CD w 5 CD CD C CDt Y a a aCt aCCD - d ao ao m C — c CD 0 CD cd CD CD CD 6 CD C C 2 Owe -' 0 0 0 0. n. n. v, vJ vJ y ��••• v` CDC') CD CD "r O fD - Ve �9 N - fr9 69 b9 l"'r W W N t!i C!� �--� O.. V V V V -. W 00 W C\ - J (.A 00 irQ v v Ji CM CM N W� O O O O a O O O O 1""') U4 VY VY w C C C v v v C N N N O O O N J 00 cz I-. ' CD 5' v' < ao CD CDCD W CD CD CD C CD C CCDD a: o. n ffl do CD C C1. a: CD CD CD .a CD bs s9 H CD W W ^ O � IVl W O J 00 � (ID koo ! w wow w 00 w C 00 A w V V V V W W Ch 00 I-- J —1 WC Vl 0' 0 a CD CDP CD cro n �' a pC (D O II. — C O O C w CA - ci, a O p 0y a A `C:a a a Cl. a a CD CD CD a' KUTAK ROCK LLP DRAFT 12/13/05 ORDINANCE NO. AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF NOT TO EXCEED $20,000,000 OF A SALES AND USE TAX CAPITAL IMPROVEMENT BOND, SERIES 2006, BY THE CITY OF FAYETTEVILLE, ARKANSAS FOR THE PURPOSE OF FINANCING A PORTION OF THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING PIPELINES IN CONNECTION WITH A NEW WASTEWATER TREATMENT FACILITY AND RELATED SEWERAGE IMPROVEMENTS; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF THE SERIES 2006 BOND; AUTHORIZING THE . EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT; AND PRESCRIBING OTHER MATTERS RELATING THERETO. WHEREAS, the City Council of the City of Fayetteville, Arkansas (the "City") has determined that there is a great need for a source of revenue to finance the costs of acquisition, construction and equipping of a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City; and WHEREAS, based on the engineering report (the "Engineering Report") of RJN Group, Inc., Dallas, Texas, which Engineering Report has been reviewed by the City Council, it has been determined that the costs of acquisition, construction and equipping pipelines (the "Project") associated with the new wastewater treatment facility are in excess of $20,000,000; and WHEREAS, the City is authorized and empowered under the provisions of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas ("Amendment 62") and Arkansas Code Annotated (1998 Repl. & 2005 Supp.) Sections 14-164-301 et seq. (as from time to time amended, the "Local Government Bond Act"), to issue and sell its capital improvement bonds to finance the costs of various capital improvements such as those comprising the Project, which capital improvement bonds may be secured by and payable from the receipts of the special city-wide sales and use tax authorized by the Local Government Bond Act; and WHEREAS, pursuant to the provisions of Ordinance No. 4327 of the City, adopted and approved on August 7, 2001 (the "Election Ordinance"), there was submitted to the qualified electors of the City the question of the issuance of not to exceed $125,000,000 in aggregate principal amount of capital improvement bonds pursuant to Amendment 62 and the Local Government Bond Act to finance a portion of the wastewater system improvements described in the Election Ordinance, said bonds to be secured by a pledge of and lien upon all of the receipts of a special city-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"); and 4844-1449-7024.3 T I, ,c. At ct.,. L, ., Yl/ a 3.7oo4 (:C niiq /*74/0 I WHEREAS, at a special election held November 6, 2001, a majority of the qualified electors of the City voting on the question approved the issuance of said capital improvement bonds (and the corresponding levy of the Sales and Use Tax and the pledge of Sales and Use Tax receipts to the payment of the capital improvement bonds); and WHEREAS, pursuant to such authority, the City has previously issued its $25,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2002 (the "Series 2002 Bonds"), its $35,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2004 (the "Series 2004 Bonds"), its $27,000,000 Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and its $45,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), in order to provide for the funding of various wastewater system improvements, including portions of the Project; and WHEREAS, the Series 2002 Bonds have been redeemed in full from receipts of the Sales and Use Tax, and the Series 2004 Bonds have been defeased in whole with the proceeds of the Series 2005A Bonds ; and WHEREAS, as authorized under the provisions of Amendment 62 and the Local Government Bond Act and as approved by the qualified electors of the City, and in order to secure funds necessary to pay a portion of the remaining costs of acquiring, constructing and equipping of the Project, and the legal costs incident to the issuance of a bond to finance the costs of said Project, upon the most favorable terms to the City and the users of the City's wastewater system, the City has made arrangements for the sale of its Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), in the principal amount of not, to exceed $20,000,000 to the Arkansas Development Finance Authority, as purchaser (the "Bondholder"), at a price of par, which Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum, pursuant to a Bond Purchase Agreement (the "Bond Purchase Agreement") among the City, the Bondholder and the Arkansas Natural Resources Commission (the "Commission"); and WHEREAS, the City will also be required to pay to the Arkansas Development Finance Authority, as servicer with respect to the Series 2006 Bond (the "Authority"), a semiannual servicing fee equal to one percent (1.00%) per annum of the outstanding principal amount of the Series 2006 Bond (the "Servicing Fee"); and WHEREAS, the Series 2006 Bond will be issued and secured by the Sales and Use Tax receipts on a parity basis with the Series 2005A Bonds and the Series 2005B Bonds, except that the Series 2006 Bond will not be secured by the debt service reserve or the municipal bond insurance securing the Series 2005A Bonds and the Series 2005B Bonds; and WHEREAS, a copy of the Bond Purchase Agreement has been presented to and is before this meeting; NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of Fayetteville, Arkansas that: Section 1. The Project shall be accomplished and shall be a part of the City's wastewater system (the "System"). The accomplishment of the Project shall be under the control 4844-1449-7024.3 2 and supervision of, and all details in connection therewith shall be handled by, the City, and the City shall make all contracts and agreements necessary or incidental to the performance of its duties and the execution of its powers. The City shall let all contracts pursuant to and in accordance with existing laws and shall require such performance bonds and insurance from the contractors as will fully insure completion of the Project in accordance with the Engineering Report so as to fully promote and protect the best interests of the City and the Bondholder. Section 2. The sale to the Bondholder of the City's Series 2006 Bond in the maximum principal amount of $20,000,000 at a price of par, such Series 2006 Bond to bear interest at the rate of 2.00% per annum and to be subject to a Servicing Fee of 1.00% per annum and otherwise to be subject to the terms and provisions hereafter in this Ordinance set forth in detail be, and is hereby approved and the Series 2006 Bond is hereby sold to the Bondholder. The Mayor is hereby authorized and directed to execute and deliver the Bond Purchase Agreement on behalf of the City and to take all action required on the part of the City to fulfill its obligations under the Bond Purchase Agreement. The Bond Purchase Agreement is hereby approved in substantially the form submitted to this meeting with such changes as may be approved by the Mayor, his execution to constitute complete evidence of such approval. Section 3. The City Council hereby finds and declares that the period of usefulness of the System after completion of the Project will be more than twenty-five (25) years, which is longer than the term of the Series 2006 Bond. Section 4. Under the authority of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas and the Local Government Bond Act, the City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), is hereby authorized to be issued in the total principal amount of not to exceed Twenty Million Dollars ($20,000,000), the proceeds of the sale of which are necessary to provide sufficient funds to pay a portion of the costs of accomplishing the Project, including, without limitation, legal fees and other necessary expenses incidental to accomplishment of the Project, and to the issuance of the Series 2006 Bond. The Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum and shall be subject to a Servicing Fee of one percent (1.00%) per annum based upon a 360 -day year of twelve consecutive 30 -day months compounded semiannually. The Series 2006 Bond shall be dated the date of its delivery to the Bondholder. Accrued interest and the Servicing Fee only shall be payable on each April 15 and October 15, commencing April 15, 2006, to and including April 15, 2008. Principal, interest and the Servicing Fee shall be payable on October 15, 2008, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal October 15, 2008 $1,164,915.00 $200,000.00 $100,000.00 $ 864,915.00 April 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 October 15, 2009 1,164,915.00 182,572.00 91,286.00 891,057.00 4844-1449-7024.3 Date Payment Amount Interest Servicing Fee April 15, 2010 1,164,915.00 173,661.00 86,831.00 October 15, 2010 1,164,915.00 164,617.00 82,309.00 April 15, 2011 1,]64,915.00 155,437.00 77,719.00 October 15, 2011 1,164,915.00 146,120.00 73,060.00 April 15, 2012 1,164,915.00 136,662.00 68,331.00 October 15, 2012 1,164,915.00 127,063.00 63,532.00 April 15, 2013 1,164,915.00 117,320.00 58,660.00 October 15, 2013 1,164,915.00 107,431.00 53,715.00 April 15, 2014 1,164,915.00 97,393.00 48,696.00 October 15, 2014 1,164,915.00 87,205.00 43,602.00 April 15, 2015 1,164,915.00 76,864.00 38,432.00 October 15, 2015 1,164,915.00 66,367.00 33,184.00 April 15, 2016 1,164,915.00 55,714.00 27,857.00 October 15, 2016 1,164,915.00 44,900.00 22,450.00 April 15, 2017 1,164,915.00 33,925.00 16,962.00 October 15, 2017 1,164,915.00 22,784.00 11,392.00 April 15, 2018 1,164,909.00 11,477.00 5,738.00 Principal 904,423.00 917,989.00 931,759.00 945,735.00 959,922.00 974,320.00 988,935.00 1,003,769.00 1,018,826.00 1,034,108.00 1,049,619.00 1,065,364.00 1,08],344.00 1,097,565.00 1,114,028.00 1,130,739.00 1,147,694.00 The Series 2006 Bond shall be issued in the form of a single typewritten bond, registered as to both principal and interest, payable to the Bondholder, or registered assigns, as set forth hereinafter in the bond form, and shall be numbered R06- 1. Payment of principal and interest shall be by check or draft mailed by Simmons First Trust Company, N.A., as trustee in connection with the Series 2005A Bonds and the Series 2005B Bonds (the "Trustee"), to the Bondholder at its address shown on the registration books of the City which shall be maintained by the City Clerk as Bond Registrar, without presentation or surrender of the Series 2006 Bond (except upon final payment), and such payments shall discharge the obligation of the City to the extent thereof. The City Clerk or her designee shall keep a payment record and make proper notations thereon of all payments of principal and interest. Payment of principal and interest shall be in any coin or currency of the United States of America which, as at the time of payment, shall be legal tender for the payment of debts due the United States of America. When the principal of and interest on the Series 2006 Bond has been hilly paid, it shall be delivered to the City Clerk and shall be canceled. 4844-1449-7024.3 4 Section 5. The Series 2006 Bond shall be executed on behalf of the City by its Mayor and City Clerk, and shall have impressed thereon the seal of the City. In order to pay the principal of and interest on the Series 2006 Bond and the Servicing Fee in connection therewith, there is hereby pledged all of the receipts of the Sales and Use Tax levied by the Election Ordinance. As permitted under the Trust Indenture dated as of November I5, 2005 (the "Indenture"), securing the Series 2005A Bonds and the Series 2005B Bonds, such pledge is made on a parity basis with the existing pledge of receipts of the Sales and Use Tax securing the payment of the Series 2005A Bonds and the Series 2005B Bonds. The levy and collection of the Sales and Use Tax shall continue until such time as the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond are no longer outstanding or sufficient funds are on deposit with the Trustee under the Indenture to redeem the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond in full. The City covenants and agrees that all receipts from the Sales and Use Tax will be accounted for separately as special funds on the books of the City, and receipts of said Sales and Use Tax will be deposited and will be used solely as provided herein and in the Indenture. The Series 2006 Bond is not a general obligation of the City but is a special obligation, the principal of and the interest on which, and the Servicing Fee in connection therewith, are secured by a pledge of the receipts from the Sales and Use Tax. The principal of and interest on the Series 2006 Bond shall not constitute an indebtedness of the City within the meaning of any constitutional or statutory debt limitation or restriction. Section 6. The Series 2006 Bond shall be in 'substantially the following form, and the Mayor and City Clerk are hereby authorized and directed to make all the recitals contained therein: Registered United States of America Registered No. R06 -I $20,000,000 State of Arkansas County of Washington City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Registered Owner: ARKANSAS DEVELOPMENT FINANCE AUTHORITY Principal Amount: TWENTY MILLION DOLLARS Know All Men By These Presents: That the City of Fayetteville, Arkansas (the "City") hereby acknowledges itself to owe, and for value received promises to pay to the order of the Arkansas Development Finance Authority, or registered assigns, but solely from the special fund provided therefor as hereinafter set forth, in lawful money of the United States of America, the Principal Amount shown above (or so much of the Principal Amount as should have been advanced as shown on the Record of Payment of Advances attached hereto), and to pay in like coin or currency interest thereon at the rate of 2.00% per annum from the date of each advance. A servicing fee of 1.00% per annum 4844-1449-7024.3 (the "Servicing Fee") shall also be payable by the City to the Arkansas Development Finance Authority or its successor in the same manner and upon the same dates as interest hereon. Interest on the unpaid balance of the total principal amount outstanding and the Servicing Fee shall be payable on April 15, 2006, October 15, 2006, April 15, 2007, October 15, 2007, and April 15, 2008. Principal, interest and the Servicing Fee shall be payable on October 15, 2008, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: [Here will be inserted the amortization schedule set forth in Section 4 of this Ordinance.] Payments of principal and interest due hereon shall be made, except for final payment, without presentation and surrender of this bond, directly to the Registered Owner at its address shown on the registration book of the City maintained by the City Clerk as Bond Registrar, and such payments shall fully discharge the obligation of the City to the extent of the payments so made. This bond is issued for the purpose of (i) providing financing for a portion of the costs of acquiring, constructing and equipping pipelines associated with a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City (the "Project"), and (ii) paying costs of authorizing and issuing this bond, and is issued pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, including particularly Amendment No. 62 to the Constitution of the State of Arkansas ("Amendment 62") and the Local Government Bond Act, codified as Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Repl. & 2005 Supp.) (the "Act"), and pursuant to Ordinance No. of the City, duly adopted and approved on the _ day of December, 2005 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing Ordinance for the details of the nature and extent of the security and of the rights and obligations of the City and the Registered Owner of this bond. This bond may be assigned only upon the written approval of the Arkansas Natural Resources Commission (the "Commission"), and in order to effect such assignment, the assignor shall promptly notify the City Clerk by registered mail, and the assignee shall surrender this bond along with a written assignment and written approval of the Commission to the City Clerk for transfer on the registration records. Every assignee shall take this bond subject to all payments and prepayments of principal and interest (as reflected on the Payment Record maintained by the City Clerk or her designee) prior to such surrender for transfer. Following payment in full of the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), the outstanding principal of this bond shall be prepaid by the City from time to time with receipts of the Sales and Use Tax (defined below) in excess of amounts needed to make scheduled payments of the principal, interest and Servicing Fee hereon and on the Series 2005A Bonds. Further, on and after April 15, 2016, this bond may be prepaid at the option of the City from funds from any source, in whole but not in part, at a prepayment price equal to the principal amount outstanding, plus accrued interest and the Servicing Fee to the prepayment date. Notice of any prepayment, whether mandatory or optional, shall be given 4844-1449-7024.3 6 to the registered owner of this bond at least 90 days prior to the prepayment date. Such notice shall be in writing mailed to the address of the registered owner of this bond at the address appearing on the bond registration records maintained by the City Clerk. This bond does not constitute an indebtedness of the City or the State of Arkansas within the meaning of any constitutional or statutory limitation or provision, and, except with respect to receipts generated from the Sales and Use Tax, the taxing power of the City is not pledged to the payment of the principal of and interest on this bond. This bond is not a general obligation of the City, but is a special limited obligation payable solely from the receipts of a special City-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"). In this regard, the pledge of Sales and Use Tax receipts is made on a parity basis with the prior pledge of such receipts securing (i) the City's Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Pursuant to the Trust Indenture dated as of November 15, 2005 (the `Indenture), under which the Series 2005A Bonds and the Series 2005B Bonds are issued and secured, an amount of Sales and Use Tax receipts sufficient to pay principal and interest on this bond as due shall be set aside monthly in a special fund created for that purpose identified as the Bond Fund. Reference is made to the Indenture for a detailed statement of the nature and extent of the security, and the rights and obligations of the City and registered owner of this bond. This bond is issued with the intent that the laws of the State of Arkansas will govern its construction. No recourse shall be had for the payment of the principal of or premium, if any, or interest on this bond or for any claim based thereon or upon any obligation, covenant, or agreement contained in this bond or in the Authorizing Ordinance against any past, present or future alderman, officer or employee of the City, or any alderman, officer or employee of any successor of the City, as such, either directly or through the City or any successor of the City, under any rule of law or equity, statute, or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such alderman, officer or employee as such is hereby expressly waived and released as a condition of and consideration for the issuance of this bond. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of Arkansas to exist, happen and be performed precedent to and in the issuance of this bond do exist, have happened and have been performed in due time, form and manner as required by law; that the indebtedness represented by this bond does not exceed or violate any constitutional or statutory limitation of indebtedness; and that provision has been made for the payment of the principal of and interest on this bond, as provided in the Authorizing Ordinance. 4844-1449-7024.3 7 IN WITNESS WHEREOF, the City of Fayetteville, Arkansas has caused this bond to be executed in its name by the manual signatures of its Mayor and City Clerk, thereunto duly authorize, and its corporate seal to be affixed hereto, all as of the _ day of 2006. CITY OF FAYETTEVILLE, ARKANSAS By: Mayor ATTEST: City Clerk REGISTRATION CERTIFICATE Date of Registration Name of Registered Owner Signature of City Clerk Arkansas Development Finance Authority 4844-1449-7024.3 RECORD OF PAYMENT OF ADVANCES :D:ateofdvance * :::Amountof Total Principal Outstandingnce Signature of Vice President of Arkansas Development Finance Authority *The date of each advance shall be the interest commencement date from which the principal amount of such advance bears interest and from which the Servicing Fee is calculated. Section 7. All of the terms and provisions of the Indenture, as now in effect, except for those provisions clearly inapplicable hereto or in direct conflict herewith, including, without limitation, those terms and provisions pertaining to the receipt, investment and handling of Sales and Use Tax receipts, are hereby made applicable hereto and incorporated by reference as though fully set forth herein. The effect of the foregoing sentence shall be to continue the applicable provisions in full force and effect until the Series 2006 Bond is paid, or provision made therefor, even after payment of the Series 2005A Bonds and the Series 2005B Bonds. Section 8. The City shall assure that (i) not in excess of 10% of the proceeds of the Series 2006 Bond is used for Private Business Use (as defined below) if, in addition, the payment of more than 10% of the principal or 10% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly secured by any interest in property used or to be used for a Private Business Use or in payments in respect of property used or to be used for a Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or borrowed moneys used or to be used for a Private Business Use; and (ii) that, in the event that both (A) in excess of 5% of the proceeds of the Series 2006 Bond are used for a Private Business Use, and (B) an amount in excess of 5% of the principal or 5% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly, secured by any interest in property used or to be used for said Private Business Use or in payments in respect of property used or to be used for said Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or 4844-1449-7024.3 9 borrowed money used or to be used for said Private Business Use, then said excess over said 5% of proceeds of the Series 2006 Bond used for a Private Business Use shall be used for a Private Business Use related to the governmental use of the Project. The City shall assure that not in excess of 5% of the proceeds of the Series 2006 Bond are used, directly or indirectly, to make or finance a loan to persons other than state or local governmental units. As used in this Section, "Private Business Use" means use directly or indirectly in a trade or business carried on by a natural person or in any activity carried on by a person other than a natural person, excluding, however, use by a state or local governmental unit and use as a member of the general public. Section 9. Installments of principal and interest on the Series 2006 Bond shall be prepayable prior to maturity as provided in the form of the Series 2006 Bond set forth in Section 6 of this Ordinance. Section 10. So long as the Series 2006 Bond is outstanding, the City shall not issue or attempt to issue any bonds or other indebtedness having or claimed to be entitled to a pledge of the Sales and Use Tax receipts on a priority or parity basis with the lien thereon securing the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond. Section 11. It is covenanted and agreed by the City with the Bondholder and the Commission that it will faithfully and punctually perform all duties with reference to the System required by the Constitution and laws of the State of Arkansas and by this Ordinance, including, without limitation, the making and collecting of reasonable and sufficient rates lawfully established for services rendered by the System and the segregating of System revenues. The City covenants and agrees that the Bondholder shall have the protection of all the provisions of the Local Government Bond Act, the Indenture and this Ordinance, and that the City will diligently proceed to enforce those provisions to the end of the Bondholder realizing fully upon its security. If the City shall fail to proceed within thirty (30) days after written request shall have been filed by the Bondholder or the Commission, the Bondholder or the Commission may proceed to enforce all such provisions. If there be any default in the payment of the principal of or interest on the Series 2006 Bond, or if the City defaults in any Bond Fund requirement described in the Indenture or in the performance of any of the other covenants contained in this Ordinance or in the Bond Purchase Agreement, the Bondholder and the Commission (with respect to covenants contained in the Bond Purchase Agreement) may, by proper suit, compel the performance of the duties of the officials of the City under the laws of the State of Arkansas. No remedy herein conferred upon or reserved to the Bondholder is intended to be exclusive of any other remedy or remedies herein provided or provided by law, and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or given by law. No delay or omission of the Bondholder to exercise any right or power accrued upon any default shall impair any such right or power or shall be construed to be a waiver of any default or an acquiescence therein; and every power and 4844-1449-7024.3 10 remedy given by this Ordinance to the Bondholder may be exercised from time to time and as often as may be deemed expedient. No waiver of any default shall extend to or affect any other existing or any subsequent default or defaults or impair any rights or remedies consequent thereon. Any costs of enforcement of the Series 2006 Bond or of any provision of this Ordinance, including reasonable attorney's fees, shall be paid by the City. The Bondholder may enforce all rights and exercise all remedies available to the Bondholder in the event the Servicing Fee is not paid when due. Section 12. When the Series 2006 Bond has been executed by the Mayor and City Clerk and the seal of the City impressed thereon as herein provided, it shall be delivered to the Bondholder upon the payment of all or a portion of the purchase price in accordance with the Bond Purchase Agreement. The purchase price shall be deposited, as and when received, in a special account of the City hereby created in a bank that is a member of the Federal Deposit Insurance Corporation and designated the "2006 Wastewater Construction Fund" (the "Construction Fund"). The moneys in the Construction Fund shall be used for accomplishing the Project, paying expenses incidental thereto and paying the expenses of issuing the Series 2006 Bond approved in accordance with the Bond Purchase Agreement. Payments from the Construction Fund shall be by check or voucher signed by the City Clerk or her designee, and drawn on the depository. Each such check or voucher shall briefly specify the purpose of the expenditure. When the Project has been completed and all required expenses paid and expenditures made from the Construction Fund for and in connection with the accomplishment of the Project and the financing thereof, this fact shall be evidenced by a certificate signed by the City Clerk or her designee, and by the consulting engineer, which certificate shall state, among other things, the date of the completion and that all obligations payable from the Construction Fund have been discharged. A copy of the certificate shall be filed with the depository bank, the Bondholder and the Commission. Disbursements shall be made by the Bondholder for costs of the Project pursuant to written Disbursement Requests as provided in the Bond Purchase Agreement. Section 13. The terms and provisions of this Ordinance shall constitute a binding contract among the City, the Bondholder and the Commission, and no variation or change in the undertaking herein set forth shall be made while the Series 2006 Bond is outstanding unless consented to in writing by the Bondholder and the Commission. Section 14. The City covenants and agrees that it will maintain the System in good condition and operate it in an efficient manner and at reasonable cost. The City agrees to keep proper records, books and accounts relating to the operation of the System, which shall be kept separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the operation of the System in accordance with generally accepted government accounting standards. Such books shall be available for inspection by the Bondholder and the Commission, or the agent or the representative of either, at reasonable times and under reasonable circumstances. The City agrees to have these records 4844-1449-70243 1 1 audited annually. if requested, the City agrees to furnish the audit report with respect to the System to the Bondholder and the Commission. The City also agrees that it will furnish to the Bondholder and the Commission on or before 30 days after the end of each fiscal year, if requested, a statement showing (i) total receipts of the Sales and Use Tax during such fiscal year, (ii) the application of such receipts to pay the principal of and interest on the Series 2005A Bonds and the Series 2005B Bonds, and (iii) the application of such receipts to pay the principal of and the interest on the Series 2006 Bond and the Servicing Fee with respect thereto. Section 15. The City agrees that the Bondholder may pledge the Series 2006 Bond as security for the payment of its wastewater system revolving loan fund revenue bonds (the "ADFA Bonds"), and the trustee or municipal bond insurer for the ADFA Bonds may exercise any rights or remedies available to the Bondholder under this Ordinance or the Bond Purchase Agreement while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured. In addition, the City agrees that while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured, copies of all financial information relating to the City, the System and the Sales and Use Tax receipts shall be furnished to the trustee and/or the municipal insurer for the ADFA Bonds. Section 16. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized and directed to do any and all things necessary to effect the issuance, sale, execution and delivery of the Series 2006 Bond and to effect the execution and delivery of the Bond Purchase Agreement, and to perform all of the obligations of the City under and pursuant thereto. The Mayor and the City Clerk are further authorized and directed, for and on behalf of the City, to execute all papers, documents, certificates and other instruments that may be required for the carrying out of such authority or to evidence the exercise thereof. Section 17. Kutak Rock LLP, Little Rock, Arkansas, is hereby appointed to act as Bond Counsel on behalf of the City in connection with the issuance and sale of the Series 2006 Bond. Section 18. The provisions of this Ordinance are hereby declared to be severable, and if any section, phrase or provision shall for any reason be declared to be illegal or invalid, such declaration shall not affect the validity of the remainder of the sections, phrases or provisions of this Ordinance. 4844-1449-7024.3 12 Section 19. All ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. ADOPTED AND APPROVED THIS DAY OF . 2005. APPROVED: Mayor ATTEST: City Clerk (SEAL) • • 4844-1449-7024.3 13 KUTAK ROCK LLP DRAFT 12/16/05 ORDINANCE NO. AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF NOT TO EXCEED $20,000,000 OF A SALES AND USE TAX CAPITAL IMPROVEMENT BOND, SERIES 2006, BY THE CITY OF FAYETTEVILLE, ARKANSAS FOR THE PURPOSE OF FINANCING A PORTION OF THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING PIPELINES IN CONNECTION WITH A NEW WASTEWATER TREATMENT FACILITY AND RELATED SEWERAGE IMPROVEMENTS; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT; AND PRESCRIBING OTHER MATTERS RELATING THERETO. WHEREAS, the City Council of the City of Fayetteville, Arkansas (the "City") has determined that there is a great need for a source of revenue to finance the costs of acquisition, construction and equipping of a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City; and WHEREAS, based Inc., Dallas, Texas, which been determined that the "Project") associated with and on the engineering report (the "Engineering Report") of RJN Group, Engineering Report has been reviewed by the City Council, it has costs of acquisition, construction and equipping pipelines (the the new wastewater treatment facility are in excess of $20,000,000; WHEREAS, the City is authorized and empowered under the provisions of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas ("Amendment 62") and Arkansas Code Annotated (1998 Repl. & 2005 Supp.) Sections 14-164-301 et seq. (as from time to time amended, the "Local Government Bond Act"), to issue and sell its capital improvement bonds to finance the costs of various capital improvements such as those comprising the Project, which capital improvement bonds may be secured by and payable from the receipts of the special city-wide sales and use tax authorized by the Local Government Bond Act; and WHEREAS, pursuant to the provisions of Ordinance No. 4327 of the City, adopted and approved on August 7, 2001 (the "Election Ordinance"), there was submitted to the qualified electors of the City the question of the issuance of not to exceed $125,000,000 in aggregate principal amount of capital improvement bonds pursuant to Amendment 62 and the Local Government Bond Act to finance a portion of the wastewater system improvements described in the Election Ordinance, said bonds to be secured by a pledge of and lien upon all of the receipts of a special city-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"); and 4844-1449-7024.4 WHEREAS, at a special election held November 6, 2001, a majority of the qualified electors of the City voting on the question approved the issuance of said capital improvement bonds (and the corresponding levy of the Sales and Use Tax and the pledge of Sales and Use Tax receipts to the payment of the capital improvement bonds); and WHEREAS, pursuant to such authority, the City has previously issued its $25,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2002 (the "Series 2002 Bonds"), its $35,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2004 (the "Series 2004 Bonds"), its $27,000,000 Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and its $45,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), in order to provide for the funding of various wastewater system improvements, including portions of the Project; and WHEREAS, the Series 2002 Bonds have been redeemed in full from receipts of the Sales and Use Tax, and the Series 2004 Bonds have been defeased in whole with the proceeds of the Series 2005A Bonds; and WHEREAS, as authorized under the provisions of Amendment 62 and the Local Government Bond Act and as approved by the qualified electors of the City, and in order to secure funds necessary to pay or reimburse a portion of the remaining costs of acquiring, constructing and equipping of the Project, and the legal costs incident to the issuance of a bond to finance the costs of said Project, upon the most favorable terms to the City and the users of the City's wastewater system, the City has made arrangements for the sale of its Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), in the principal amount of not to exceed $20,000,000 to the Arkansas Development Finance Authority, as purchaser (the "Bondholder"), at a price of par, which Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum, pursuant to a Bond Purchase Agreement (the "Bond Purchase Agreement") among the City, the Bondholder and the Arkansas Natural Resources Commission (the "Commission"); and WHEREAS, the City will also be required to pay to the Arkansas Development Finance Authority, as servicer with respect to the Series 2006 Bond (the "Authority"), a semiannual servicing fee equal to one percent (1.00%) per annum of the outstanding principal amount of the Series 2006 Bond (the "Servicing Fee"); and WHEREAS, the Series 2006 Bond will be issued and secured by the Sales and Use Tax receipts on a parity basis with the Series 2005A Bonds and the Series 2005B Bonds, except that the Series 2006 Bond will not be secured by the debt service reserve or the municipal bond insurance securing the Series 2005A Bonds and the Series 2005B Bonds; and WHEREAS, a copy of the Bond Purchase Agreement has been presented to and is before this meeting; NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of Fayetteville, Arkansas that: Section 1. The Project shall be accomplished and shall be a part of the City's wastewater system (the "System"). The accomplishment of the Project shall be under the control 4844-1449-7024.4 2 and supervision of, and all details in connection therewith shall be handled by, the City, and the City shall make all contracts and agreements necessary or incidental to the performance of its duties and the execution of its powers. The City shall let all contracts pursuant to and in accordance with existing laws and shall require such performance bonds and insurance from the contractors as will fully insure completion of the Project in accordance with the Engineering Report so as to fully promote and protect the best interests of the City and the Bondholder. Section 2. The sale to the Bondholder of the City's Series 2006 Bond in the maximum principal amount of $20,000,000 at a price of par, such Series 2006 Bond to bear interest at the rate of 2.00% per annum and to be subject to a Servicing Fee of 1.00% per annum and otherwise to be subject to the terms and provisions hereafter in this Ordinance set forth in detail be, and is hereby approved and the Series 2006 Bond is hereby sold to the Bondholder. The Mayor is hereby authorized and directed to execute and deliver the Bond Purchase Agreement on behalf of the City and to take all action required on the part of the City to fulfill its obligations under the Bond Purchase Agreement. The Bond Purchase Agreement is hereby approved in substantially the form submitted to this meeting with such changes as may be approved by the Mayor, his execution to constitute complete evidence of such approval. Section 3. The City Council hereby finds and declares that the period of usefulness of the System after completion of the Project will be more than twenty-five (25) years, which is longer than the term of the Series 2006 Bond. Section 4. Under the authority of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas and the Local Government Bond Act, the City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), is hereby authorized to be issued in the total principal amount of not to exceed Twenty Million Dollars ($20,000,000), the proceeds of the sale of which are necessary to provide sufficient funds to pay or reimburse a portion of the costs of accomplishing the Project, including, without limitation, legal fees and other necessary expenses incidental to accomplishment of the Project, and to the issuance of the Series 2006 Bond. The Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum and shall be subject to a Servicing Fee of one percent (1.00%) per annum based upon a 360 -day year of twelve consecutive 30 -day months compounded semiannually. The Series 2006 Bond shall be dated the date of its delivery to the Bondholder. Accrued interest and the Servicing Fee only shall be payable on each April 15 and October 15, commencing April 15, 2006, to and including October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each. April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $1,164,915.00 $200,000.00 $100,000.00 $ 864,915.00 October I5, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 4844-1449-7024.4 3 Date Payment Amount Interest Servicing Fee Principal April 15, 2010 1,164,915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 86,831.00 904,423.00 April 15, 2011 1,164,915.00 164,617.00 82,309.00 917,989.00 October 15, 2011 1,164,915.00 155,437.00 77,719.00 931,759.00 April 15, 2012 1,164,915.00 146,120.00 73,060.00 945,735.00 October 15, 2012 1,164,915.00 136,662.00 68,331.00 959,922.00 April 15, 2013 1,164,915.00 127,063.00 63,532.00 974,320.00 October 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00 April 15, 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 October 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00 April 15, 2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00 October 15, 2015 1,164,915.00 76,864.00 38,432.00 1,049,619.00 April 15, 2016 1,164,915.00 66,367.00 33,184.00 1,065,364.00 October 15, 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00 April 15, 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16,962.00 1,114,028.00 April 15, 2018 1,164,915.00 22,784.00 11,392.00 1,130,739.00 October 15, 2018 1,164,909.00 11,477.00 5,738.00 1,147,694.00 The Series 2006 Bond shall be issued in the form of a single typewritten bond, registered as to both principal and interest, payable to the Bondholder, or registered assigns, as set forth hereinafter in the bond form, and shall be numbered R06-1. Payment of principal and interest shall be by check or draft mailed by Simmons First Trust Company, N.A., as trustee in connection with the Series 2005A Bonds and the Series 2005B Bonds (the "Trustee"), to the Bondholder at its address shown on the registration books of the City which shall be maintained by the City Clerk as Bond Registrar, without presentation or surrender of the Series 2006 Bond (except upon final payment), and such payments shall discharge the obligation of the City to the extent thereof. The City Clerk or her designee shall keep a payment record and make proper notations thereon of all payments of principal and interest. Payment of principal and interest shall be in any coin or currency of the United States of America which, as at the time of payment, shall be legal tender for the payment of debts due the 4844-1449-7024.4 4 United States of America. When the principal of and interest on the Series 2006 Bond has been fully paid, it shall be delivered to the City Clerk and shall be canceled. Section 5. The Series 2006 Bond shall be executed on behalf of the City by its Mayor and City Clerk, and shall have impressed thereon the seal of the City. In order to pay the principal of and interest on the Series 2006 Bond and the Servicing Fee in connection therewith, there is hereby pledged all of the receipts of the Sales and Use Tax levied by the Election Ordinance. As permitted under the Trust Indenture dated as of November 15, 2005 (the "Indenture"), securing the Series 2005A Bonds and the Series 2005B Bonds, such pledge is made on a parity basis with the existing pledge of receipts of the Sales and Use Tax securing the payment of the Series 2005A Bonds and the Series 2005B Bonds. The levy and collection of the Sales and Use Tax shall continue until such time as the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond are no longer outstanding or sufficient funds are on deposit with the Trustee under the Indenture to redeem the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond in full. The City covenants and agrees that all receipts from the Sales and Use Tax will be accounted for separately as special funds on the books of the City, and receipts of said Sales and Use Tax will be deposited and will be used solely as provided herein and in the Indenture. The Series 2006 Bond is not a general obligation of the City but is a special obligation, the principal of and the interest on which, and the Servicing Fee in connection therewith, are secured by a pledge of the receipts from the Sales and Use Tax. The principal of and interest on the Series 2006 Bond shall not constitute an indebtedness of the City within the meaning of any constitutional or statutory debt limitation or restriction. Section 6. The Series 2006 Bond shall be in substantially the following form, and the Mayor and City Clerk are hereby authorized and directed to make all the recitals contained therein: Registered United States of America Registered No. R06-1 $20,000,000 State of Arkansas County of Washington City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Registered Owner: ARKANSAS DEVELOPMENT FINANCE AUTHORITY Principal Amount: TWENTY MILLION DOLLARS Know All Men By These Presents: That the City of Fayetteville, Arkansas (the "City") hereby acknowledges itself to owe, and for value received promises to pay to the order of the Arkansas Development Finance Authority, or registered assigns, but solely from the special fund provided therefor as hereinafter set forth, in lawful money of the United States of America, the Principal Amount shown above (or so much of the Principal Amount as should have been advanced as shown on the Record of 4844-1449-7024.4 5 Payment of Advances attached hereto), and to pay in like coin or currency interest thereon at the rate of 2.00% per annum from the date of each advance. A servicing fee of 1.00% per annum (the "Servicing Fee") shall also be payable by the City to the Arkansas Development Finance Authority or its successor in the same manner and upon the same dates as interest hereon. Interest on the unpaid balance of the total principal amount outstanding and the Servicing Fee shall be payable on April 15, 2006, October 15, 2006, April 15, 2007, October 15, 2007, April 15, 2008 and October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: [Here will be inserted the amortization schedule set forth in Section 4 of this Ordinance] Payments of principal and interest due hereon shall be made, except for final payment, without presentation and surrender of this bond, directly to the Registered Owner at its address shown on the registration book of the City maintained by the City Clerk as Bond Registrar, and such payments shall fully discharge the obligation of the City to the extent of the payments so made. This bond is issued for the purpose of (i) providing financing for a portion of the costs of acquiring, constructing and equipping pipelines associated with a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City (the "Project"), and (ii) paying costs of authorizing and issuing this bond, and is issued pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, including particularly Amendment No. 62 to the Constitution of the State of Arkansas ("Amendment 62") and the Local Government Bond Act, codified as Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Repl. & 2005 Supp.) (the "Act"), and pursuant to Ordinance No. of the City, duly adopted and approved on the _ day of January, 2006 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing Ordinance for the details of the nature and extent of the security and of the rights and obligations of the City and the Registered Owner of this bond. This bond may be assigned only upon the written approval of the Arkansas Natural Resources Commission (the "Commission"), and in order to effect such assignment, the assignor shall promptly notify the City Clerk by registered mail, and the assignee shall surrender this bond along with a written assignment and written approval of the Commission to the City Clerk for transfer on the registration records. Every assignee shall take this bond subject to all payments and prepayments of principal and interest (as reflected on the Payment Record maintained by the City Clerk or her designee) prior to such surrender for transfer. Following payment in full of the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), the outstanding principal of this bond shall be prepaid by the City from time to time with receipts of the Sales and Use Tax (defined below) in excess of amounts needed to make scheduled payments of the principal, interest and Servicing Fee hereon and on the Series 2005A Bonds. Further, on and after October 15, 2016, this bond may be prepaid at the option of the City from funds from any source, in whole but not in part, at a 4844-1449-7024.4 6 prepayment price equal to the principal amount outstanding, plus accrued interest and the Servicing Fee to the prepayment date. Notice of any prepayment, whether mandatory or optional, shall be given to the registered owner of this bond at least 90 days prior to the prepayment date. Such notice shall be in writing mailed to the address of the registered owner of this bond at the address appearing on the bond registration records maintained by the City Clerk. This bond does not constitute an indebtedness of the City or the State of Arkansas within the meaning of any constitutional or statutory limitation or provision, and, except with respect to receipts generated from the Sales and Use Tax, the taxing power of the City is not pledged to the payment of the principal of and interest on this bond. This bond is not a general obligation of the City, but is a special limited obligation payable solely from the receipts of a special City-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"). In this regard, the pledge of Sales and Use Tax receipts is made on a parity basis with the prior pledge of such receipts securing (i) the City's Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Pursuant to the Trust Indenture dated as of November 15, 2005 (the "Indenture), under which the Series 2005A Bonds and the Series 2005B Bonds are issued and secured, an amount of Sales and Use Tax receipts sufficient to pay principal and interest on this bond as due shall be set aside monthly in a special fund created for that purpose identified as the Bond Fund. Reference is made to the Indenture for a detailed statement of the nature and extent of the security, and the rights and obligations of the City and registered owner of this bond. This bond is issued with the intent that the laws of the State of Arkansas will govern its construction. No recourse shall be had for the payment of the principal of or premium, if any, or interest on this bond or for any claim based thereon or upon any obligation, covenant, or agreement contained in this bond or in the Authorizing Ordinance against any past, present or future alderman, officer or employee of the City, or any alderman, officer or employee of any successor of the City, as such, either directly or through the City or any successor of the City, under any rule of law or equity, statute, or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such alderman, officer or employee as such is hereby expressly waived and released as a condition of and consideration for the issuance of this bond. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of Arkansas to exist, happen and be performed precedent to and in the issuance of this bond do exist, have happened and have been performed in due time, form and manner as required by law; that the indebtedness represented by this bond does not exceed or violate any constitutional or statutory limitation of indebtedness; and that provision has been made for the payment of the principal of and interest on this bond, as provided in the Authorizing Ordinance. 4844-1449-7024.4 7 IN WITNESS WHEREOF, the City of Fayetteville, Arkansas has caused this bond to be executed in its name by the manual signatures of its Mayor and City Clerk, thereunto duly authorize, and its corporate seal to be affixed hereto, all as of the day of 2006. CITY OF FAYETTEVILLE, ARKANSAS By: Mayor ATTEST: City Clerk REGISTRATION CERTIFICATE Date of Registration Name of Registered Owner Signature of City Clerk Arkansas Development Finance Authority 4844-1449-7024.4 8 RECORD OF PAYMENT OF ADVANCES Date of Advance* Amount of Advance Total Principal Outstanding Signature of Vice President of Arkansas Development Finance Authority *The date of each advance shall be the interest commencement date from which the principal amount of such advance bears interest and from which the Servicing Fee is calculated. Section 7. All of the terms and provisions of the Indenture, as now in effect, except for those provisions clearly inapplicable hereto or in direct conflict herewith, including, without limitation, those terms and provisions pertaining to the receipt, investment and handling of Sales and Use Tax receipts, are hereby made applicable hereto and incorporated by reference as though fully set forth herein. The effect of the foregoing sentence shall be to continue the applicable provisions in full force and effect until the Series 2006 Bond is paid, or provision made therefor, even after payment of the Series 2005A Bonds and the Series 2005B Bonds. Section 8. The City shall assure that (i) not in excess of 10% of the proceeds of the Series 2006 Bond is used for Private Business Use (as defined below) if, in addition, the payment of more than 10% of the principal or 10% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly secured by any interest in property used or to be used for a Private Business Use or in payments in respect of property used or to be used for a Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or borrowed moneys used or to be used for a Private Business Use; and (ii) that, in the event that both (A) in excess of 5% of the proceeds of the Series 2006 Bond are used for a Private Business Use, and (B) an amount in excess of 5% of the principal or 5% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly, secured by any interest in property used or to be used for said Private Business Use or in payments in respect of property used or to be used for said Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or 4844-1449-7024.4 9 borrowed money used or to be used for said Private Business Use, then said excess over said 5% of proceeds of the Series 2006 Bond used for a Private Business Use shall be used for a Private Business Use related to the governmental use of the Project. The City shall assure that not in excess of 5% of the proceeds of the Series 2006 Bond are used, directly or indirectly, to make or finance a loan to persons other than state or local governmental units. As used in this Section, "Private Business Use" means use directly or indirectly in a trade or business carried on by a natural person or in any activity carried on by a person other than a natural person, excluding, however, use by a state or local governmental unit and use as a member of the general public. Section 9. Installments of principal and interest on the Series 2006 Bond shall be prepayable prior to maturity as provided in the form of the Series 2006 Bond set forth in Section 6 of this Ordinance. Section 10. So long as the Series 2006 Bond is outstanding, the City shall not issue or attempt to issue any bonds or other indebtedness having or claimed to be entitled to a pledge of the Sales and Use Tax receipts on a priority or parity basis with the lien thereon securing the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond. Section I1. It is covenanted and agreed by the City with the Bondholder and the Commission that it will faithfully and punctually perform all duties with reference to the System required by the Constitution and laws of the State of Arkansas and by this Ordinance, including, without limitation, the making and collecting of reasonable and sufficient rates lawfully established for services rendered by the System and the segregating of System revenues. The City covenants and agrees that the Bondholder shall have the protection of all the provisions of the Local Government Bond Act, the Indenture and this Ordinance, and that the City will diligently proceed to enforce those provisions to the end of the Bondholder realizing fully upon its security. If the City shall fail to proceed within thirty (30) days after written request shall have been filed by the Bondholder or the Commission, the Bondholder or the Commission may proceed to enforce all such provisions. If there be any default in the payment of the principal of or interest on the Series 2006 Bond, or if the City defaults in any Bond Fund requirement described in the Indenture or in the performance of any of the other covenants contained in this Ordinance or in the Bond Purchase Agreement, the Bondholder and the Commission (with respect to covenants contained in the Bond Purchase Agreement) may, by proper suit, compel the performance of the duties of the officials of the City under the laws of the State of Arkansas. No remedy herein conferred upon or reserved to the Bondholder is intended to be exclusive of any other remedy or remedies herein provided or provided by law, and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or given by law. No delay or omission of the Bondholder to exercise any right or power accrued upon any default shall impair any such right or power or shall be construed to be a waiver of any default or an acquiescence therein; and every power and 4844-1449-7024.4 10 remedy given by this Ordinance to the Bondholder may be exercised from time to time and as often as may be deemed expedient. No waiver of any default shall extend to or affect any other existing or any subsequent default or defaults or impair any rights or remedies consequent thereon. Any costs of enforcement of the Series 2006 Bond or of any provision of this Ordinance, including reasonable attorney's fees, shall be paid by the City. The Bondholder may enforce all rights and exercise all remedies available to the Bondholder in the event the Servicing Fee is not paid when due. Section 12. When the Series 2006 Bond has been executed by the Mayor and City Clerk and the seal of the City impressed thereon as herein provided, it shall be delivered to the Bondholder upon the payment of all or a portion of the purchase price in accordance with the Bond Purchase Agreement. The purchase price shall be deposited, as and when received, in a special account of the City hereby created in a bank that is a member of the Federal Deposit Insurance Corporation and designated the "2006 Wastewater Construction Fund" (the "Construction Fund"). The moneys in the Construction Fund shall be used for accomplishing the Project, paying or reimbursing expenses incidental thereto and paying the expenses of issuing the Series 2006 Bond approved in accordance with the Bond Purchase Agreement. Payments from the Construction Fund shall be by check or voucher signed by the City Clerk or her designee, and drawn on the depository. Each such check or voucher shall briefly specify the purpose of the expenditure. When the Project has been completed and all required expenses paid and expenditures made from the Construction Fund for and in connection with the accomplishment of the Project and the financing thereof, this fact shall be evidenced by a certificate signed by the City Clerk or her designee, and by the consulting engineer, which certificate shall state, among other things, the date of the completion and that all obligations payable from the Construction Fund have been discharged. A copy of the certificate shall be filed with the depository bank, the Bondholder and the Commission. Disbursements shall be made by the Bondholder for costs of the Project pursuant to written Disbursement Requests as provided in the Bond Purchase Agreement. Section 13. The terms and provisions of this Ordinance shall constitute a binding contract among the City, the Bondholder and the Commission, and no variation or change in the undertaking herein set forth shall be made while the Series 2006 Bond is outstanding unless consented to in writing by the Bondholder and the Commission. Section 14. The City covenants and agrees that it will maintain the System in good condition and operate it in an efficient manner and at reasonable cost. The City agrees to keep proper records, books and accounts relating to the operation of the System, which shall be kept separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the operation of the System in accordance with generally accepted government accounting standards. Such books shall be available for inspection by the Bondholder and the Commission, or the agent or the representative of either, at reasonable times and under reasonable circumstances. The City agrees to have these records 4844-1449-7024.4 11 audited annually. If requested, the City agrees to furnish the audit report with respect to the System to the Bondholder and the Commission. The City also agrees that it will furnish to the Bondholder and the Commission on or before 30 days after the end of each fiscal year, if requested, a statement showing (i) total receipts of the Sales and Use Tax during such fiscal year, (ii) the application of such receipts to pay the principal of and interest on the Series 2005A Bonds and the Series 2005B Bonds, and (iii) the application of such receipts to pay the principal of and the interest on the Series 2006 Bond and the Servicing Fee with respect thereto. Section 15. The City agrees that the Bondholder may pledge the Series 2006 Bond as security for the payment of its wastewater system revolving loan fund revenue bonds (the "ADFA Bonds"), and the trustee or municipal bond insurer for the ADFA Bonds may exercise any rights or remedies available to the Bondholder under this Ordinance or the Bond Purchase Agreement while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured. In addition, the City agrees that while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured, copies of all financial information relating to the City, the System and the Sales and Use Tax receipts shall be furnished to the trustee and/or the municipal insurer for the ADFA Bonds. Section 16. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized and directed to do any and all things necessary to effect the issuance, sale, execution and delivery of the Series 2006 Bond and to effect the execution and delivery of the Bond Purchase Agreement, and to perform all of the obligations of the City under and pursuant thereto. The Mayor and the City Clerk are further authorized and directed, for and on behalf of the City, to execute all papers, documents, certificates and other instruments that may be required for the carrying out of such authority or to evidence the exercise thereof. Section 17. Kutak Rock LLP, Little Rock, Arkansas, is hereby appointed to act as Bond Counsel on behalf of the City in connection with the issuance and sale of the Series 2006 Bond. Section 18. The provisions of this Ordinance are hereby declared to be severable, and if any section, phrase or provision shall for any reason be declared to be illegal or invalid, such declaration shall not affect the validity of the remainder of the sections, phrases or provisions of this Ordinance. 4844-1449-7024.4 12 Section 19. All ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. ADOPTED AND APPROVED THIS DAY OF , 2006. APPROVED: Mayor ATTEST: City Clerk (SEAL) 4844-1449-7024.4 13 4larice Pearman - Ord. 4814 `Page.1 From: Clarice Pearman To: Davis, Steve Subject: Ord. 4814 Steve, Attached is a copy of the above ordinance passed by City Council, January 3, 2006. This will publish on Saturday, January 7, 2006. I will forward to an affidavit when received. Thanks. Clarice CC: Bell, Peggy; Deaton, Vicki NORTHWEST ARKANSAS EDITION AFFIDAVif OF PUBLICATION I, Erin Emis, do solemnly swear that I am the Legal Clerk of the Arkansas Democrat-Gazette/Northwest Arkansas Times newspaper, printed and published in Lowell, Arkansas, and that from my own personal knowledge and reference to the files T of said publication, that advertisement of: r �t-+A��-� y' was inserted in the regular editions on PO# *" Publication Charge: $ _,_l2 s-/ O4' Subscribed and sworn to before me this day otary Public Sharlene D. Williams My Commission Expires: Notary Public State of Arkansas My Commission Expires ** Please do not pay from Affidavitt. October 18, 2014 An invoice will be sent. lkI�V Jpr1 FPv ScoF� c GG C(G��'PK 212 NORTH EAST AVENUE • P.O. Box 1607 • FAYETTEVILLE. ARKANSAS 72702- • (501) 442-1700 ONDOWNCO NO. 4614 SAOFNOT E TO EXCEED 2G Oa E LOD OF A SALES SALE SNOTTO EAPITAL ,000 OF A BOND. \111JUI S SERI USE TAX TEE IMPROVEMENT SERIES 2006. BY THE CITY OF FA ARKANSAS FOR THE PURPOSE OF FINANCINM4O NGG A A ARKANSAS PORTION OF THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING PIPELINES IN CONNECTION WITH A NEW WASTEWATER TREATMENT FACILITY AND RELATED SEWERAGE IMPROVEMENTS; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE SERIES 2006 BOND; AUTHORZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT; AND PRESCRIBING OTHER MATTERS RELATING THERETO ••• . • 1 1• • • X.14 ••. • \•♦. :• II 1111'' ..:1r ir' ♦I •:\ 1••111,• IlL -:• ••♦ ri • 11.. OI.4 1. 4444 -• 1♦J ✓•+I !�+W-I ••• •• • + 4455 III � •• 1: • , - i :I. . . . , . . IL III .. . *r 6 . ✓. . •jW �i..•1 wk(I .' . ..%iiii4J 1: I N y f4. •: 1. rl•� '-. o .4;iiIi!lk.rIkt' II•' � . ••., .. it `: 1ti-,t1 ••. :.. Y N. :. 1 i. UJjIIni:.. 1 1 II 4frj •• r1, j4 :_ i!itI2titrr Won 2. The sale to the Bandhdder of the Cityb Series 2006 Bond In the malemlm pMtlpall it of 520,000,000 at a price of par, aid, Series 2006 Bond to bear interest at the rate of 2.00% run and to be subject to a Salrvp Fee of 1.00% per anx•n and otherwise to be subject to the and procL4orn hereafter in this Ordhhence set forth In decal be. and Is hereby approved and the 2008 Bond Is hereby sold to the Bondholder. The Mayor Is hereby authorized and dhected to :e and de9ver the Bond Rndese Agreement on behalf of the City and to take all action required pat of the City to hulO its obligations under the Bond Purchase Agreement. The Bond Purchase Went Is hereby approved In substantially the farm Submitted to this missing with such changes as . ..-. , . . I • � 1 1 X11 . 1 4 • n�yI II'�I„• 1 444'4 • 1 • I • .1:T' S 1b. •. • :.Y I Pcyment Ame.mt hN4roet 8arrlebg Foe Pdnalpol 15, 2009 $1,164,915.00 $200.000.00 $100,000.00 $884,915.00 der 15.2009 1,164,915.00 191,351.00 95,675.00 877,889.00 15,2010 1,164,915.00 162,572.00 91,286.00 691,057.00 Der 15,2010 1,164,915.00 173,661.00 86.831.00 904,423.00 15,2011 1,164,915.00 164,617.00 82,300.00 917,989.00 Der 15,2011 1,164,915.00 155,437.00 77,719.00 931,759.00 15,2012 1,164,915.00 146,120.00 73,060.00 815,735.00 be, 15,2012 1,164,915.00 138,682.00 68,331.00 959922.00 15.2013 1,164,915.00 127,083.00 63,532.00 974.320.00 ben 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00 15,2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 bar 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00 15,2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00 car 15.2015 1,164,915.00 76,884.00 38,432.00 1,040,619.00 15,2016 1,164,915.00 66,367.00 33,184.00 1.086.384.00 Der 15, 2016 1,164,915.00 55,714.00 27.857.00 1,081,344.00 15, 2017 1,164,915.00 44,800.00 22,450.00 1,097,565.00 w 15. 2017 1,164,915.00 33,925.00 16,982.00 1,114,028.00 15,2018 1,164,915.00 22,784.00 11,392.00 1.130.739.00 err 15,2018 1,184,909.00 11,477.00 5,738.00 1,147,694.00 The Series 2006 Bond shat be issed In the form of a sli4e typewritten bane, registered as to both rips and Merest. payable to the Bondholder, or registered weighs, as set forth hereataser In the d form. and shell be numbered ROB -1. Payment of pdndps and Interest sot be by check or dint mailed by Simmons First Trust Company, 1., as trustee In connection with the Series 2005A Bonds and to Series 20058 Bonds (the Trustee, Ue Bondholder at its address sham on the registration books of the Oty which stall be maintained the City Clerk as Bond Registrar, without praserhtaton or sluranea of the Series 2006 Sod (except m Mal payment), and s ch payments than discharge the obligation of to City to the extern thereof. 3 City Clark a her designee shad keep a payment record and make proper notations thereon of al meh0 of Principal and Merest. Payment of principal and Mores shat be In any con a currency of the United Stales of Azrnerina 'Ch, as at the thine of payment, shat be legal tender for the payment of debts due the Un tee States of ern a. WTen the ptcipa of and Merest on the Series 2006 Bond has been Uy paid, It sal be have to the City Clerk and stet be cacsed. Section 5. The Series 2006 Bond areas be exewtad on behalf of the City by Its Mayor and City Clerk. 1 dot have Impressed thereon to seal of the City. In order to pay t o principal of and Interest on the fes 2006 Band and the Servicing Fee In connection Mansell there Is hereby pledged at of the sips of the Sales and Use Tax levied by the Election Ordnance As permitted ceder the Trust whose d bed as of Novmter 15, 2005 (the indenture'), securing the Sense 200000 Bonds and the has 2005B Bonds, such pledge Is made on a partly basis with the exetlng pledge of receipts of the es and Use Tax securhg me payment of the Seim 2005A Bonds and the Series 20058 Bonds. The' y and collection of to Sales and Use To shell conaybe unit such time as the Series 2005A Bonds. Senor 20058 Bonds and the Sales 2006 Bond are no longer autsendirg a sufficient Emtls are on . 1 5.444 1 . 1: "'• ♦: � • • I •••L • 1 • • ••L • 11 ♦ '7475 ♦ ••VI• 1 ♦ ••1h: •'. 1: •F • �'1 : • 1 ♦ly: • 1�: 11� 1 1 ai.1 —4 Oanon ARKANSAS DEVELOPMENT FINANCE AUTHORITY anoIr Amapm TWENTY MIWON DOLLARS 14x1 AN Mon Dy Tiede Plmaita That the City of Feyett to Azlanms (the M<an hereby acpmMedges amt to owe. and for val 1 m, boMsm to pay to the order of the Addresses Darebpme et Fns Auttonty, or registeredof Yye, but eddy from the special fund Movided therefor as hereinafter set forth, In envN money of the Mid Stator of America the Principal Amount shown above (or so much of the Prindel Amount as m s old have town advanced own on the Record of Payment of attached hereto), and to cu In like coin or rrency Merest thereon at the rate 00 e of 2.% per per aanon nnum from the date of each once. A servicing fee of 1.00% per amuse (the "Sari Fee') than also be payable by the Cy to I Arkansas Development Finance Authority or its successor In the same manna and upon the Bents Interest on the tapetd balance of the total pindpgl amount o tstandng and to Sen cing Fee eel payable on April 15, 2006, October 15. 2006 Aped 15. 2007. October 15. 2007. Apd art 15, 2008 a tober 15,200vi Pal, Marne and the Set,g Fee sot be payable on Apl 15,2009, nor, th April 15 and October 15 Mercator unit the witted Principal is pad In M as Idiom: Date Payment Amount Interest Se ndrg Fee Principal AI 15, 2009 $1,164,915.00 $200,000.00 $100,000.00 $ 884,915.00 October 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 Apt 15, 2010 1.164.915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 88,831.00 904,423.00 Apt 15. 2011 1,164,915.00 164,617.00 82,309.00 917.989.00 October 15. 2011 1,164,915.00 155,437.00 77,719.00 931,759.00 April 15, 2012 1,164,915.00 146.120.00 73,060.00 945735.00 October 15, 2012 1,164,915.00 138,682.00 68,331.00 959,922.00 Al 15, 2013 1,164,915.00 127,083.00 63,532.00 974,320.00 October 15,2013 1,164,915.00 117,320.00 58,660.00 988,935.00 ApU 15. 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 October 15,2014 1,164,915.00 97,393.00 48.896.00 1.018.826.00 Aped 15. 2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00 October 15. 2015 1,164,915.00 78,884.00 38,432.00 1,049,819.00 Apt 15,2016 1,164,915.00 66.387.00 33.184.00 1,085,364.00 October 15. 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00 April 15. 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16.962.00 1,114,028.00 Apl 15. 2018 1.164.915.00 22,784.00 11,392.00 1,130,739.00 October 15. 2018 1,164,909.00 11,477.00 5,738.00 1,147,694.00 Lssfarce d this bond. IT NI NDAQDY CNRWPIDD, RDCNf® AND DDCLANDD Vet el acts. Condense and Wr required by the Constitution and statutes of the State of Arkansas to exist, happen and be peiam precedent to and In the Issuance of t e bond do exist, have happened and have been performed Inc time, form and manner as required by haw that the Indebtedness represented by this bond does I exceed or violate any constitutional or statutory I mitatlon of Indebtedness; and that provision has a made for the payment of the principal of and Interest on this bond, as pro kled In the Ausoriz Ordinance. IN WRNUOS WHERBOP, the City of Fayetteville, Arkeneas has caused Whir bond to be exew In its name by the manual sgratam of cis Mayor arid City Oerk, thereunto dliy authorize, and corporate Seel to be settled hereto, alas of the 3rd day of January, 2008. ii : r•wlc1 1 Ii ],. . By. DAN COODY, Cluster ATTEST: By 80NDNA SNJRN, City Clore NDCISTRATION C13FMPICAT13 Date of Registration Name of Registered Owner Signature of City Clerk Arkansas Development Finance Aut oriy RNCORD OP PAYT•iUNT OP ADVANCES 1:1. • :♦ :. •. TI . , .. .: .: . . . l•. • ' . :•••�•e•,: •.11 001 : :• •I. :• 545:4• :• :•:• 5544 ::•• _.♦: . 15 ISIS 5_ _ 1 .: 151 51 :,• 54 5 4 • '• .I • . I ••-• 1 •• 1•\• •IIII•".•.• I, • 4 ..• •II :r • . • I; 1 .• • • •I.4 I • 5 •' ••; :• • :• • :• I: I.;; : •' S1 • , : I :.: • . [•••• . 51 "•I I 5.54•: :.•. ii 5 . 14 [•' '.' :-44 4 : •: • : • • • • •.: IS I 1 1 . :. : • •• I • •05B Bon s : • 1 4 t 5 44' 5 4 . 1• ••e :•: •:•:rib 1 1 ' ..: '• . • :1 •: I :5 • I:K •: II :•'. • •1 . 1 111154 5:1 . • I I IS I: :. 1 ': .: •:II II: • 1 . •.•: 14455• • 4 :• • i• • 4544:• I•: •: I :. I ♦:. • II:. : I. : I • • 4:• . • • • : 5 r • . :. •: • I • _ . .5:4 • 54 4 4:' .. S. 1 . : I; • :. 11.11. • •::I . ••: 5 •4: :• ':4: .`I . I •I•.S'S.;: 5 5454• .,.-44:4 4 •.....: St I• • I: • ., I. . I 1 • . ' • . 1 S 551• 1 1. •.1 • • 1 1• 1 I' ''' ' • • • I' It:. 1'. 1 X41 .:4'• •. 1. 1 : • ' r... ' • 1 •4 I :'•,1 1 1:•1•1 •• .1 •I': I l 5::. -•' • 1 :::• •: ::' 1 •41' • \ •: • .544 4 .•: ,. . :11:1.•"•'I ': . J.•• I :. . . .. • I 55• •' • 5555 : • ... . 4.:.; • ♦.: • 4 1 • •I::I I: • • • 1: : :. • ••: 444: I•- :• • : 455 I C •,:• U••1:• :••f 4•":5.:♦ • :I• :1'. I 4 I• •. :• :I.4 :. :• e Of ♦ I• S. Pay',me of prindpa and Merest e16�Iee hereon shall be made, except for Anal Payment, Wtnout pmemn don and enter of the bond. farecty to the Registered On at Its address sawn an the registration book of the City maintained by the City Clerk as Bond Registrar, and such payments eyolI fuiy - I KUTAK ROCK LLP ATLANTA • CHICAGO SUITE 1100 DENVER 425 WEST CAPITOL AVENUE DEG MOINES FAYETTEVILLE NORTHWEST ARKANSAS OFFICE LITTLE ROCK, ARKANSAS 72201-3409 IRVINE THE THREE (SISTERS BUILDING 501-975-3000 KANSAS CITY 214 WEST'DICKSON STREET LOS ANGELES FACSIMILE FAYETTEVILLE.'ARKANSAS FACSIMILE 501-975-3001 OKLAHOMA CITY 72701-5221 OMAHA 475--979-4200 www.kutakrock.com PASADENA RICHMOND GORDON M: WILBOURN February 20 2006 Gcorr GDwLE QOIEOD.W1160UD1®kutskrack.00111 , WASHINGTON (501) 975-3101 'WICHITA TO THE ATTACHED DISTRIBUTION LIST: NOT TO EXCEED $20,000,000 CITY OF FAYETTEVILLE, ARKANSAS SALES AND USE TAX CAPITAL IMPROVEMENT BOND SERIES 2006 Ladies and Gentlemen: • Enclosed is a copy of the final transcript with respect to the above -captioned matter. If you have any questions or require anything additional, please let me know. Sincerely, 1•A don M. Wilbourn ) paj Enclosure 4817-6508-6976.1 S. I, • i p KUTAK ROCK LLP DISTRIBUTION LIST NOT To EXCEED $20,000,000 CITY OF FAYETTEVILLE, ARKANSAS SALES AND USE TAX CAPITAL IMPROVEMENT BOND SERIES 2006 I City of Fayetteville, Arkansas (1 Bound) Fayetteville City Attorney (1 Bound) Arkansas Natural Resources Commission (2 Bound) Trustee (1 Bound) • 4817-6508-6976.1 Mr. Steve Davis Finance and Internal Services Director City of Fayetteville, Arkansas 113 West Mountain Fayetteville, AR 72701 Kit Williams, Esq. City Attorney City of Fayetteville, Arkansas 113 West Mountain Fayetteville, AR 72701 Mr. Scott Savoy Arkansas Natural Resources Commission 101 E. Capitol Avenue, Suite 350 Little Rock, AR 72201 Ms. Glenda L. Dean Corporate Trust Officer Simmons First Trust Company, N.A. 501 Main Street Pine Bluff, AR 71611 S TRANSCRIPT OF PROCEEDINGS FOR NOT TO EXCEED $20,000,000 CITY OF FAYETTEVILLE, ARKANSAS SALES AND USE TAX CAPITAL IMPROVEMENT BOND SERIES 2006 • DATED: February 7, 2006 Prepared by: 425 West Capitol Avenue, Suite 1100 Little Rock, Arkansas 72201-3409 4838-6970-9312.1 NOT TO EXCEED $20,000,000 • CITY OF FAYETTEVILLE, ARKANSAS SALES AND USE TAX CAPITAL IMPROVEMENT BOND SERIES 2006 INDEX OF DOCUMENTS Proceedings and Certificates Related to Election Certificate of the City as to Election Matters to which are attached exhibits as follows: Exhibit A — Ordinance No. 4327 of the City adopted August 7, 2001, calling a special election and levying a 0.75% city-wide sales and use tax Exhibit B — Minutes of City Council meeting held August 7, 2001, reciting adoption of Ordinance No. 4327 • Exhibit C — Proof of Publication of Ordinance No. 4327 in the Arkansas Democrat -Gazette on August 10, 2001 Exhibit D — Notice of Special Election and Proof of Publication in The Morning News ofNorthwest Arkansas on November 1, 2001 Exhibit E — Copy of Ballot for Special Election Exhibit F — Mayor's Proclamation of Election Results and Proof of Publication in the Northwest Arkansas Times on November 16, 2001 Certificate of the Washington County Board of Election Commissioners Ascertaining and Declaring Results of Special Election held November 6, 2001 Proceedings and Certificates Related to Bond Issuance Closing Certificate and Request of the City • Exhibit A — Ordinance No. 4814 of the City adopted January 3, 2006, authorizing issuance of the Bond Item No. r R7 VA w 10 4838-6970-9312.1 Exhibit B — Minutes of City Council meeting held January 3, • 2006, reciting adoption of Ordinance No. 4814 11 Exhibit C — Proof of Publication of Ordinance No. 4814 in the Arkansas Democrat -Gazette on January 7, 2006 12 Principal Documents Term Sheet Bond Purchase Agreement Copy of Bond No. R06-1 Opinions Approving Opinion of Bond Counsel Supplemental Opinion of Bond Counsel Opinion of Counsel to the City Miscellaneous 13 14 15 16 17 18 •• City's Receipt for First Draw 19 Arkansas Development Finance Authority's Receipt for Bond 20 Closing Certificate to Trustee for Prior Bonds Transcripts Delivered to: City of Fayetteville, Arkansas Kit Williams, City Attorney Arkansas Natural Resources Commission (2) Simmons First Trust Company, N.A. • Kutak Rock LLP 21 4838-6970-9312.1 it • • CJ CERTIFICATE OF CITY AS TO ELECTION MATTERS • The undersigned Mayor and City Clerk of the City of Fayetteville, Arkansas, a duly organized municipality and political subdivision of the State of Arkansas (the "City"), do hereby certify and covenant as follows: 1. The undersigned are the duly elected, qualified and acting Mayor and City Clerk of the City, and as such officials have in their possession or have access to the official books and corporate records of the City. This Certificate is executed and delivered in connection with the issuance of the City's not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"). 2. Attached hereto as Exhibit A is a true, complete, and correct copy of Ordinance No. 4327 (the "Election Ordinance"), duly adopted by City Council of the City, at a regular meeting, open to the public, held August 7, 2001, pursuant to which there was submitted to the qualified electors of the City (i) the question of the levy of a three-quarter of one percent (0.75%) city-wide sales and use tax (the "Sales and Use Tax") under the authority of Arkansas Code Annotated (1998 Rep!. & Supp. 2001) Sections 14-164-301 et seq., and (ii) the question of the issuance of up to $125,000,000 of bonds secured by receipts of the Sales and Use Tax. Attached hereto as Exhibit B is a true, complete and correct copy of the minutes of a duly called regular meeting of the City Council, open to the public, held August 7, 2001, reciting the adoption of the Election Ordinance, as said minutes appear in the official records of the City; at the meeting a quorum was present and acted throughout; the Election Ordinance is in full force and effect and has not been altered, amended, or repealed as of the date hereof. No petition or • petitions to refer the Election Ordinance to the people under Amendment No. 7 to the Constitution of the State of Arkansas has been filed as of the date hereof and the City Council has not referred the Election Ordinance to the people for adoption or rejection. Attached hereto as Exhibit C is a true, complete, and correct copy of a publisher's affidavit showing publication of the Election Ordinance in the Arkansas Democrat -Gazette on August 10, 2001. 3. The meeting of the City Council referred to in paragraph 2 hereof was open to the public in compliance with the provisions of Section 25-19-106 of the Arkansas Code Annotated, as amended and supplemented. 4. The City has not adopted any by-laws or rules of procedure relating to the conduct of its meetings. 5. Regular meetings of the City Council are held on the first and third Tuesdays of each month. 6. In the City the time for filing a referendum petition is fixed at 31 days after the publication of local measures passed by the City Council of the City. 7. Attached hereto as Exhibit D is a true, complete and correct copy of the Notice of Special Election and a true, complete, and correct copy of a publisher's affidavit showing publication of the Notice of Special Election in The Morning News of Northwest Arkansas on November 1, 2001. • 4820-9243.8528.1 8. Attached hereto as Exhibit E is a true, complete and correct copy of the official • ballot utilized in the Special Election. 9. Attached hereto as Exhibit F is a true, complete and correct copy of a Mayor's Proclamation of Election Results declaring the results of the Special Election and a true, complete, and correct copy of a publisher's affidavit showing publication of the Proclamation in the Northwest Arkansas Times on November 16, 2001. IN WITNESS WHEREOF, the undersigned have hereunto set their hands this 7th day of February, 2006. CITY OF FAYETTEVILLE, ARKANSAS Dan Coody, Mayor By: City C (SEAL) I 4820-9243-8528.1 'Si • 0j AUG, F/�Fa sd4i js p/P ORDINANCE NO. 4327 �Yrj Z .��f p�'Oa4T . ,^nom 9 w AN ORDINANCE CALLING AN ELECTION ON THE QUE3+i6N, O)4 L,fl ISSUANCE OF NOT TO EXCEED ONE HUNDRED TWENT}fFi}(4'f MILLION DOLLARS ($125,000,000) OF CAPITAL IMPROVEMENT BOND$'T• P°\ BY THE CITY FOR THE PURPOSE OF FINANCING ALL OR A PORTION OF THE COSTS OF THE ACQUISITION, CONSTRUCTION, rw RECONSTRUCTION, EXTENDING, IMPROVING AND EQUIPPING OF C `� WASTEWATER TREATMENT PLANTS, SEWERAGE, AND RELATED FACILITIES; LEVYING A SPECIAL LOCAL SALES AND USE TAX AT THE RATE OF THREE-QUARTERS OF ONE PERCENT (0.75%) WITHIN THE CITY TO BE PLEDGED TO THE PAYMENT OF THE BONDS, WHICH LEVY SHALL CEASE UPON RETIREMENT OF THE BONDS; CALLING AND SETTING A DATE FOR A SPECIAL ELECTION ON THE QUESTION OF THE ISSUANCE OF THE BONDS; DEFINING THE TERM. "SINGLE TRANSACTION"; AND PRESCRIBING OTHER MATTERS PERTAINING THERETO. WHEREAS, the City Council of the City of Fayetteville, Arkansas recognizes and determines there is a great and pressing need to substantially . increase the City's wastewater treatment capacity; and C. WHEREAS, if the citizens of Fayetteville elect to use a special citywide sale tax to finance this capital improvement, many millions of dollars of financing expense would be saved in comparison with financing this improvement by a large increase in sewer rates for the customers of the Fayetteville wastewater system; and WHEREAS, the City Council of the City of Fayetteville, Arkansas has determined that there is a great need for additional sources of revenue to finance capital improvements to meet the needs of the residents of the City; and WHEREAS, Title 14, Chapter 164, Subchapter 3 of the Arkansas Code of 1987 Annotated (the "Local Government Bond Act of 1985") authorizes the issuance of capital improvement bonds by cities, which bonds may be secured by the pledge of the receipts of the special citywide sales and use tax prescribed by the Local Government Bond Act of 1985; and WHEREAS, said special citywide sales and use tax is to be levied and collected only on the first $2,500 of each single transaction; and WHEREAS, an existing citywide sales and use tax is presently being levied pursuant to the Local Government Bond Act at the rate of One Percent (1 %), which levy • 0 Ord. No. 4327 expires on March 31, 2002; and WHEREAS, if approved by the electors of Fayetteville the City Council of Fayetteville, Arkansas has determined to issue its capital improvement bonds in principal amount not to exceed One Hundred Twenty -Five Million Dollars ($125,000,000) for the purpose of financing all or a portion of the costs of the acquisition, construction, reconstruction, extending, improving, and equipping of wastewater treatment plants, sewerage and related facilities, which Bonds are to be secured by the pledge of all of the receipts of a three-quarters of one percent (0.75%) special citywide sales, and use tax, as authorized by the Local Government Bond Act; and WHEREAS, the purpose of this Ordinance is to call a special election on the issuance of the Bonds by the City of Fayetteville, and to define the term "single transaction"; • NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of Fayetteville, Arkansas: Section 1. That under the authority of the Local Government Bond Act and subject to the approval by the electors of the City of Fayetteville as provided in Section 3 below, there is hereby authorized the issuance of the City's capital improvement bonds in the aggregate principal amount of not to exceed One Hundred Twenty -Five Million Dollars ($125,000,000) (the "Bonds") for the purpose of financing all or a portion of the costs of acquiring, constructing, reconstructing, extending, improving and equipping wastewater treatment plants, sewerage and related facilities (the "Project"). If the issuance of the Bonds is approved by the electors of the City, the Bonds may thereafter be issued in one or more series from time to time in an aggregate principal amount not to exceed the principal amount approved by the City's electors. If approved by the electors of the City and issued, the Bonds shall be secured by a pledge of and a lien upon all of the receipts of a three-quarters of one percent (0.75%) special citywide sales and use tax (the "Sales and Use Tax"), as authorized by the Local Government Bond Act. Section 2. That under the authority of the Local Government Bond Act and subject to approval by the electors of the City as provided in Section 3 below, there is hereby levied the Sales and Use Tax at the rate of three-quarters of one percent (0.75%) on the gross receipts from the sale at retail within the City of all items which are subject to the Arkansas Gross Receipts Act of 1941, as amended (Arkansas Code of 1987 Annotated §26-52-101 et seq.), and an excise (or use) tax on the storage, use, distribution or other consumption within the City of tangible personal property purchased, leased or rented from any retailer outside the State of Arkansas after the effective date of the Sales and Use Tax for storage, use, distribution or other consumption in the City at the S • Ord. 4327 rate of three-quarters of one percent (0.75%) on the sale price of the property or, in the • case of leases or rentals, on the lease or rental price, the rate of the use tax to correspond to the rate of the sale tax. The use tax portion of the Sales and Use Tax shall be collected according to the terms of the Arkansas Compensating Tax Act of 1949, as amended (Arkansas Code of 1987 Annotated §26-53-101 et seq.). The Sales and Use Tax shall be levied and collected only on the first $2,500 of each "single transaction" (as defined in Section 9 hereof). The levy and collection of the Sales and Use Tax shall commence on April 1, 2002 and shall cease upon retirement of the Bonds. Section 3. That there be, and there is hereby called, a special election to be held on Tuesday, November 6, 2001, at which election there shall be submitted to the electors of the City the question of the issuance of the Bonds. Section 4. That the question shall be placed on the ballot for the special election in substantially the following form: There is submitted to the qualified electors of the City of Fayetteville, Arkansas, the question of the issuance of capital improvement bonds in principal amount not to exceed One Hundred Twenty -Five Million Dollars [$125,000,000] (the "Bonds") pursuant to Title 14, Chapter 164, Subchapter 3 of the Arkansas Code of 1987 Annotated (the "Local Government Bond Act of 1985") for the purpose of financing all or a portion of the costs of the acquisition, construction, reconstruction, extending, improving and equipping of the Wastewater System Improvement Project which encompasses building and equipping a second wastewater treatment plant, modifying, extending and improving the sewer collection system, reconstruction and improving the current wastewater treatment plant, making land and equipment purchases, procuring construction and professional services, obtaining regulatory approvals and permits, and doing all other necessary things to increase and improve the City of Fayetteville's wastewater treatment capacity and related facilities. If the issuance of the Bonds is approved, the Bonds shall be secured by a pledge of and lien upon all of the receipts of a special citywide sales and use tax at the rate of three-quarters of one percent (0.75%) levied pursuant to the Local Government Bond Act (the "Sales and Use Tax"). If the issuance of the Bonds is approved, the levy and collection of the Sales and Use Tax shall commence on April 1, 2002 and shall cease upon retirement of the Bonds. • • Ord. 4327 • Vote on the question by placing an "X" in one of the squares following the question, either for or against: FOR the issuance of Bonds in principal amount not to exceed One Hundred Twenty -Five Million Dollars ($125,000,000) for the purpose of financing all or a portion of the costs of acquiring, constructing, reconstructing, extending, improving and equipping wastewater treatment plants, sewerage and other related improvements ............... O AGAINST the issuance of Bonds in principal amount not to exceed One Hundred Twenty -Five Million Dollars [$125,000,000] for the purpose of financing all or a portion of the costs of acquiring, constructing, reconstructing, extending, improving and equipping wastewater treatment plants, sewerage and other related improvements ............... O , Section 5. That the election shall be held and conducted and the vote canvassed and the results declared under the law and in the manner now provided for Arkansas municipal elections unless otherwise provided in the Local Government Bond Act, and only qualified voters of the City shall have the right to vote at the election. The City Clerk is hereby directed to give notice of the special election by one advertisement in the Northwest Arkansas Times, the publication to be not less than ten (10) days prior to the date of the election. Section 6. That a copy of this Ordinance shall be given to the Washington County Board of Election Commissioners so that the necessary election officials and' supplies may be provided. A certified copy of this Ordinance and a map clearly showing the boundaries of the City shall also be provided to the Director of the Department of Finance and Administration and to the Treasurer of the State of Arkansas as soon as practical. Section 7. That the results of the special election shall be proclaimed by the Mayor, and his proclamation shall be published one time in the Northwest Arkansas Times. The proclamation shall advise that the results as proclaimed shall be conclusive unless attacked in the Circuit Court of Washington County within thirty (30) days after the date of publication of the proclamation. Section S. That the Mayor and the City Clerk, for and on behalf of the City, be, and they hereby are authorized and directed to do any and all things necessary to call and hold the special election as herein provided and, if the levy of the issuance of the Bonds is approved by the electors, to cause the Sales and Use Tax to be collected in El • Ord. 4327 accordance with the Local Government Bond Act, and to perform all acts of whatever nature necessary to carry out the authority conferred by this Ordinance. Section 9. That, for purposes of the Sales and Use Tax, the term "single transaction" is defined according to the nature of the goods purchased as follows: A. When two or more devices in which, upon which or by which any person or property is, or may be, transported or drawn, including, but not limited to, on -road vehicles, off -road vehicles or farm vehicles, whether required to be licensed or not, airplanes, water vessels, motor vehicles, non -motorized vehicles and mobile homes, are sold to a person by a seller, each individual unit, whether part of a "fleet" sale or not, shall be treated as a single transaction for the purposes of the Sales and Use Tax; B. Charges for utility services which are subject to the Sales and Use Tax, and which are furnished on a continuous service basis, whether such services are paid for daily, weekly, monthly or annually, shall be computed in daily increments, and each such daily charge increment shall be considered to be a single transaction for the purposes of the Sales and Use Tax; C. For sales of building materials and supplies to contractors, builders or other persons, a single transaction, for the purposes of the Sales and Use Tax, shall be deemed to be any single sale which is reflected on a single invoice, receipt or statement, on which an aggregate sales (or use) tax figure has been reported and remitted to the State of Arkansas; D. When two or more items of major household appliances, commercial appliances, major equipment or machinery are sold, each individual unit shall be treated as a single transaction for the purposes of the Sales and Use Tax; and E. For groceries, drug items, dry goods and other tangible personal property and/or services not expressly covered in this Section 9, a single transaction, for the purposes of the Sales and Use Tax, shall be deemed to be any single sale which is reflected on a single invoice, receipt or statement, on which an aggregate sales tax figure has been reported and remitted to the State of Arkansas. 0 S Ord. 4327 Section 10. That Kutak Rock LLP is hereby engaged as Bond Counsel and Stephens Inc. is hereby engaged as Underwriter or Financial Advisor, as appropriate, with respect to the issuance of the Bonds. The fees and expenses of Bond Counsel and the Underwriter or Financial Advisor shall be a cost of issuance of the Bonds to be paid with Bond proceeds, if allowed. Section 11. That all ordinances and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. PASSED AND APPROVED this 7th day of August, 2001. APPROVED: le i�'•. By: R! DAN COODY, Mayor �, '• I •� CERTIFICATE OF RECORD �• State of Arkanc1s t • City of Fayet:.. J SS By I, Heather Woodruff, City Clerk/Treasurer for the City He er Woodruff, City Clerk of Fayetteville, do hereby certify that the 0Q 1�c4J � /►� foregoing instrument Is a true ar.:f cerrert copy SEAL &L, of the original. (jtJ3 Z! filed in my office on the _ . %,..._day of ,and and sea his�C: 4.• ice• eamer %V=Uff. City Claa/Treasme CERTIFICATE The undersigned, City Clerk of the City of Fayetteville, Arkansas, hereby certifies that the foregoing is a true and perfect copy of an Ordinance adopted at a regular meeting of the City Council of the City of Fayetteville, Arkansas, held in Room 219 of the City Administration Building at 6:30 p.m. on August 7, 2001. DATED: August 8, 2001 Woodruff, CityClerk 6 MINUTES OF A MEETING OF THE CITY COUNCIL AUGUST 7, 2001 A meeting of the Fayetteville City Council was held on August 7, 2001 at 6:30 p.m. in Room 219 of the City Administration Building located at 113 West Mountain Street, Fayetteville, Arkansas. PRESENT: Mayor Coody, Aldermen Santos, Jordan, Reynolds, Thiel, Young, Zurcher, Tnunbo, and Davis, Interim City Attorney Kit Williams, Deputy City Clerk Gina Roberts, Staff, Press, Audience. Mayor Coody congratulated city employees; Scott Caldwell, John Goddard, and Clyde Randall for their Special Achievement in GIS Award. Mayor Coody stated they were putting the finishing touches on an agreement with the Boys and Girls Club, which will be presented to the City at the next Council meeting. Mike Hill, Boys and Girls Club, stated they had been working with the City Staff on an agreement and that they should be presenting it at their next meeting. AUDIT COMMITTEE REPORT Mr. Marty Bryan, Chairman of the Audit Committee, stated the Audit Committee had been established October 3, 2000, its purpose was to serve as an advisory capacity between the City Council, Independent Auditor, Internal Auditor, and the Management, audit internal controls and compliance. The committee was comprised of four people, one city council member and three private citizens. Their responsibilities were to serve on the review committee to select the external auditor, review the city's annual financial status, including any certification or report rendered by the independent auditor, review the performance of the independent auditors and review financial and accounting personnel adequacy and the effectiveness of the accounting and financial controls of the city and to advise the city council on any issues reported by internal audit staff. The results of the 2000 audit was an unqualified clean opinion. In accounting, that was excellent. There were no disagreements with management on financial reporting matters and no scope limitations related to audit work. There was open and affective communication with management. We received a certificate for excellence in financial reporting and budgeting for the twelfth consecutive year from the GFOA (Government Finance Officers Association). CONSENT AGENDA APPROVAL OF THE MINUTES Approval of the minutes from the July 17, 2001 meeting. City Council Minutes August 7, 2001 Page 2 RAVEN TRAIL AND GULLEY PARK TRAIL: A resolution awarding the construction contract for Raven Trail and Gulley Park Trail to Jerry D. Sweetser in the amount of $190,605.50 and approving funding for the project contingency and material testing for the projects. REMOVED FROM THE CONSENTAGENDA. OLD MISSOURI: A resolution approving amendment number one, in an amount not to exceed $24,947 to the engineering services contract with Garver Engineers for additional conceptual designs and cost estimates for improvements to Old Missouri Road from the intersection of Rolling Hills north to Mud Creek Bridge. RESOLUTION 109-01 AS RECORDED 1N THE OFFICE OF THE CITY CLERK. GREGG STREET: A resolution agreeing to pay for right-of-way and the movement of utilities, if the Highway Department widens Gregg Street from Township to the Bypass. RESOL U77ON I10-01 AS RECORDED IN THE OFFICE OF THE CITY CLERK. TRACKING SYSTEMS: A resolution certifying local government endorsement of Tracking Systems to participate in the Advantage Arkansas Program also known as the Arkansas Enterprise Zone Program. RESOLUTION 111-01 AS RECORDED IN THE OFFICE OF THE CITY CLERK CARGO VAN: A resolution approving the purchase of a 2001 Ford E-150 Cargo Van for the sum of $21,164.00 from Ron Blackwell Ford. This unit will be used by the Police Department. RESOLUTION 112-01 AS RECORDED IN THE OFFICE OF THE CITY CLERK Alderman Davis moved to approve the Consent Agenda. Alderman Santos seconded the motion. Upon roll call the motion carried unanimously. RAVEN TRAIL AND GULLEY PARK TRAIL: A resolution awarding the construction contract for Raven Trail and Gulley Park Trail to Jerry D. Sweetser in the amount of $190,605.50 and approving funding for the project contingency and material testing for the projects. Mr. Greg Boettcher, Public Works Director, stated the Arkansas Highway and Transportation Department awarded to the city a sum of $750,000 for multi -use trails in Fayetteville. This grant is eighty -percent of the eligible project costs, with the city providing a sum of $187,500 to go with that The Raven and Gulley Trails which they were considering tonight constitute some $223,196, which was about twenty-three percent of their $937,500 total project funding. Joyce Boulevard, East Mud I City Council Minutes August 7, 2001 Page 3 Creek and West Mud Creek(CMN Property) are other trails which have been designed. They have been submitted to the Arkansas Highway and Transportation Department. They were expecting approval to bid those in September. They were moving ahead on these projects. The current funding that they have of $937,500 is not expected to be adequate to do all five trails. What they were planning to do was the West Mud Creek Trail which will be segmented into bid units, so they could tailor the last piece of the project to use all of the enhancement funds. There will be additional funding cycles which they hoped to apply for and move forward. At this point, Paul Libertini in the Engineering Division had been a key individual in moving this ahead and designing for the five trails. As it moved forward, the Trails Coordinator would pick up and work with Engineering on those. There was a map showing where the trails are. Alderman Thiel stated it was wonderful that they had been able to obtain funding. As alderman for Ward One, she knew they were working on a Walker Park Trail. Mr. Boettcher stated there would be future funding cycles. In the case of these funds that have been awarded they were project specific and must be used for the five trails the Highway Department identified. Alderman Davis stated they had purchased land for the Prairie Creek Trail which went from Sixth Street to the Walton Art Center area. The intent at the start of this project was to find land that the city owned, which happened to be in Ward Three. Mayor Coody stated they had received notice today that the Transportation Enhancement Funds'were becoming available. They were going to start applying for more grant money. Alderman Davis thanked Chuck Rutherford for all his work on putting this together. Alderman Davis moved to approve the item. Alderman Thiel seconded the motion. Upon roll call the motion carried unanimously. RESOLUTION 113-01 AS RECORDED IN THE OFFICE OF THE CITY CLERK. OLD BUSINESS SPECIAL SALES TAX ELECTION: An ordinance calling a special election to decide whether or not to approve a three -fourths cent ('/40) sales and use tax to fund the issuance of not to exceed one hundred twenty-five million dollars of Capital Improvement Bonds to finance all or a portion of the acquisition, construction, reconstruction, extending, improving and equipping of wastewater treatment plants, sewerage and related facilities. The ordinance was left on the second reading. Alderman Tnunbo stated that they had a number of public hearings. Bringing this forward would City Council Minutes August 7, 2001 Page 4 allow the public the right to vote on whether or not to go forward with the proposed new wastewater treatment plant, retrofitting their existing plant, and improving their collection system. This was not just about adding capacity, it was also about clean water. This was a lot of money. They had a number of public hearings and had talked at length about the three percent revolving loan, which was available to the city. It was unprecedented in terms of the low interest cost. They had talked about the fact that if this was defeated that they still have to do fifty million dollars of improvements to their existing plant which would mean doubling sewer rates for existing rate payers. They had looked at all the different financing mechanisms, the interest costs and the amortization, the schematics, the plans. He just thought it was time to move forward and to let the general public vote on this proposal on floating a bond and to do what was right for Fayetteville. There were those who wanted to defeat this to shut down growth in Fayetteville. That was not what this was about. It was adding capacity, but it was also increasing the technology of their existing facility and adding more capacity. It was an ongoing process of fixing up their collection system and it would allow them to not take slug all the way across Fayetteville. Mayor Coody stated they had been given an administrative order back in 1989 from the EPA that put them on notice that they had to improve their sewer system. They were under this executive order until 1995 when they started going through the process of starting the engineering of a new system and rebuilding their antiquated infrastructure and building a new plant on the west side of town. Once they saw us making serious headway, they lifted the order. They did not have a choice about building a sewer plant. The plant was just one quarter of the project. The entire sewer system was what they were having to rebuild. They did not have an option. The election was basically going to be asking the question of how they would pay for it. They were giving the voters a chance to approve the three-quarter cent sales and use tax. He personally felt that when they looked at the money they would be saving by doing this, they would save twenty-six million dollars in interest. They would also pay for it in half of the time, ten years verses twenty. If the voters turned down a three-quarter cent sales tax, they would be locked into having to find another funding mechanism to rebuild the system with. The only other option that could be used as collateral for this debt would be an increase in sewer rates. Sewer rates and sales tax were the two most predictable incomes the city has. If they did not have the sales tax, they will have to have a substantial increase in sewer rates. That would narrow their pool on the number of people who would be paying for it. They had to let people know it was not a question of if they were going to get a new system, the question was what mechanism of funding will they chose to pay for it. Alderman Trumbo stated they were over taxing Fayetteville. They were paying eight and one -eight percent city tax. One penny of that was for the HMR, One for Parks, one general fund and one for capitol improvements. He stated the library tax would sunset and this tax would pick up. The people voted and said that they wanted the Town Center, the Library, and the two mills for the Senior Center added to the property taxes. They were over taxed, but there were city services and needs they were having to make democratic decisions on. City Council Minutes August 7, 2001 Page 5 Alderman Young moved to suspend the rules and go to the third and final reading. Alderman Davis seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the third and final time. Alderman Young stated hotels and motels were collecting 12.125%. Restaurants were collecting 10.125%, every one else was collecting 8.125%. In response to questions from Alderman Zurcher, Mr. Steve Davis stated there were approximately 29,000 sewer system customers, which included Fayetteville, Greenland, Farmington and Johnson. Alderman Reynolds stated there were 2,199 customers outside the City of Fayetteville. t Mr. Davis stated there was a single connection to Elkins. They had one customer, which was the city of Elkins. They did not have any control over how many connections that they had. They did not do anything past that one connection with Elkins. It was based on volume. Alderman Trumbo stated he had heard some people say why didn't they just shut off the communities that were not in Fayetteville and let them build their own plant. He asked if they had long standing contracts with those municipalities for service. Mr. Davis stated that was correct. The closest contract that they had would expire in 2008. Alderman Zurcher stated it would be unfair to charge just the rate payers in Fayetteville to pay for this thing. At the same time to completely rely on a sales tax wasn't fair either. He asked if the communities that did not have their own sewer plants could they pitch in a little more. Can the industries pitch in a little more. Could they not raise them. He would like to look more at a package than just one thing that they were going to vote on. Mayor Coody stated about five years from now, they would have to have a relative small rate increase on their sewer fees. They were going to do everything that they could to come in under budget on this project. They will have to increase sewer rates five years from now once the plant goes on line. They will have to have the money to operate. They will see an increase in there sewer rates in the year 2005 or 2006. That would be the first rate increase in about nine years. To do a package deal to use different mechanisms to fund this might complicate their bond issue. Mr. Hunt stated that they needed to keep in mind that the revolving loan fund only allowed the one sales tax that they were talking about that they could pay off early. If they decided to combine with anything other than the one sales tax they would not be able to pay off as early with the other revenues. That was one of the reasons that they felt that from the perspective of participating in the Revolving Loan Fund and maximizing their ability to reduce their interest expends that it made sense for them to use the sales tax alone in this case. Only this specific sales tax, there were other sales tax City Council Minutes August 7, 2001 Page 6 that the revolving loan fund would not allow them to do. The statute specifically state that it was the only thing they could use this sales tax for was to pay off the debt. The State was not going to say they could not use the sales tax to do that, so they allowed them to do early redemption or paying it off early. That was one of the key advantages of reducing their interest because they had the money coming in. From the current numbers, it looks like they would be able to pay it off in 2015. With a Revenue Bond issue they would be talking about going out to 2025. That was where the twenty-six million dollars in additional interest expenses would come in. It would be a slightly higher rate, plus they could not pay off early. If they did not use the Revolving Loan method and went out into the open market then they would be talking about nearly fifty million dollars in additional interest. In response to questions, he stated with the Revolving Loan there would be a ten year call protection. After ten years they could use any resource to help pay down the loan, but they would still have the ten year period that they could not make any redemptions. Mayor Coody stated he had seen in the paper where they were going to have an election on November 20 for Asa Hutchinson's position. Would it be a mistake to move the election from November 6 to November 20. ' 11 Mr. Wilburn stated the statute stated "general or special election". It really did not matter. Mayor Coody asked if it would affect their timing? Mr. Wilburn stated they could push it back that far. Alderman Young stated they did not know the exact date of the election. Mr. William stated this was a one hundred and twenty-five million dollar bond issue. If they changed the date of the election they might present an opening for someone to challenge this. They had worked very hard to make sure that this particular ordinance was very legal and constitutional and covered all the bases. He would hate for something which represented such a tiny amount of the bond issue to endanger a potential bond issue. He stated they needed to chose a date tonight. If they wanted to chose November 20, then they could amend Section Three. They could move to reconsider this amendment at their next council meeting. They could not come back anytime they wanted to amend this ordinance without leaving opening for someone to challenge this. Mayor Coody stated the money to him was a small factor in this. One of the things he had heard quite often was that the public felt that they had special elections in order to time it when people were out of town and only the interested people would show up. It would not hurt to make the extra effort to try and get the public to understand they wanted as many people as possible to come to this. Alderman Young stated November 20 was not as good a date as November 6. Have an election just City Council Minutes August 7, 2001 Page 7 before Thanksgiving when a lot of people were out of town. Alderman Zurcber moved to table the ordinance. In response to questions, Mr. Williams stated the next item if it passed would postpone any ordinance for ninety days. That would get them outside time frame. Anytime they were dealing with a large bond issue like this they needed to be as clean as possible and to follow the law exactly and not through any new legal changes. They did not want to push the envelope and be creative when it came to something like this. His advice to them was to go as straight as possible. They did not want to give any room for challenges. The more they played around with this the more openings could happen. They had studied the issue very carefully and had come up with this ordinance after a lot of work. This ordinance right now as it was written, they knew what would it do. If they started changing things on the fly he could not tell them what it would do. When they were dealing with one hundred and twenty-five millions dollars they did not want to learn after the fact that they had made a mistake and that someone could claim that they were confused on what they were voting on. Or that they confused the voters by changing the dates or putting a date in that was not certain and that was set by someone else. They did not want to do anything like that. They wanted it to be clear,to the voters exactly what the issue was. Alderman Thiel asked Mr. Wilburn if he was in total agreement with Mr. Williams. Mr. Wilburn stated he agreed with Mr. Williams. They needed to go straight down the line with what had been proven and up held. Alderman Zurcher again moved to table the item to the next meeting. The motion failed from lack of a second. Alderman Jordan stated the three-quarter sales tax was the best way that they could go with that. He felt sales taxes were regressive, but in this case he thought the alternative to doubling the sewer rate, that the three-quarter sales tax was the better way to go. He. had always been in favor of putting taxes before a vote of the people. This was no exception. If the people voted this down, do not expect him to support doubling people's sewer rates. Mr. Geary Lowery, an area resident, stated he would like to inform them of a rumor that the proposed west side treatment plant already needed expansion to include other communities that lie west of Fayetteville and other communities wanting on line to the Fayetteville Sewer Plant. At another meeting it had been proposed that a park could go around the new sewer plant. At that time the Mayor stated they might need that land for expansion. The number ofpeople using our sewer out side of city limits was one large main tap to Elkins which served them at the current rate of four hundred and seventy-nine sewer connections. Who they were and what they were, the city did not know. They had sixty three commercial taps in Farmington. They had twenty two commercial and ii City Council Minutes August 7, 2001 Page 8 industrial taps in Greenland. In the growth area they had one large major industrial tap. They had twelve hundred and seventy five residential taps in Farmington, three hundred and eleven in Greenland, four hundred and seventy nine in Elkins and one hundred and fifty eight in Johnson and twenty two in the growth area. They currently had twenty four other from Farmington and twenty one other Greenland, and one other for the city of Elkins. He had been trying to get some figures from OMI. Everyone seemed concerned about the infill and age of our sewer lines. They had a lot of problems. They needed to improve their system. He was upset at the cost and that it was only going to be for Fayetteville. It was for Fayetteville and the other communities surrounding us. He was tired of this city taking a hit. There were people within city limits that did not have sewer service who would like to have it. Before they expanded anymore or any more sewer taps were given to anyone else, they needed to tap into their own constituents. It was the duty of the city to service all of the citizens. In the last five years this city has had revenue profits in excess of five million dollars a year in revenue capital improvement money for the sewer system. Why did they need to increase their rates in the next five years, if they had five to nine million dollars available for sewer improvements. Mr. Jeff Erf, an area resident, stated he would like to pin point the numbers that they were talking about for the sewer treatment plant. He asked that they correct him ifhe was wrong. So far they had spent about seven million dollars already towards this project for land, engineering and other related costs. The engineer was estimating that the current cost for the plant and improvements to the Noland Plant and other associated costs was one hundred and twenty million dollars. Mr. Greg Boettcher stated that was correct. Mr. Erf asked if that included construction cost, engineering, legal and administrative costs? Mr. Boettcher stated it also included some contingencies on construction. Mr. Erf stated that the amount of bonds that would need to be sold was about a hundred and fifteen million and five of that came from a bond issue that had been approved last year and carried over to this year for a total of one hundred and twenty million dollars of money that was available for capital costs. The interest on the hundred and fifteen million dollars was roughly twenty and a half million dollars. Mayor Coody stated that was correct. Mr. Erf stated if he tallied up the seven million they had already spent, the one hundred and twenty million construction cost and related expenses and the interest on all of that, he came up with one hundred and forty seven million and one half dollars. He asked if that seemed right for total project cost or the amount of tax payer dollars which would be spent on the project as estimated today. In response to comments from Mr. Hunt, Mr. Erf stated the total project cost would be nearly one hundred and fifty million dollars. The ballot was asking the voters to approve a bond issue up to one City Council Minutes • August 7, 2001 Page 9 hundred and twenty five million dollars. Another thing that concerned him was if the voters voted against this bond issue, what did that mean? Mayor Coody replied they could raise sewer rates. If they did not correct their system and get it in line with what the EPA required then not only could they shut them down, but they could fine them twenty five thousand dollars per occurrence. Mr. Erf stated he did not believe the EPA was requiring that the city of Fayetteville provide capacity for eighty five thousand people. He questioned if the voters turned this down in November did the rates have to go up. He thought they needed to put that on the ballot. Mayor Coody stated he was exactly right, but whether the legal department agreed with him or not was another question. Mr. Erf stated he had problem with the choice of "being build " or "build it". They were only talking about how to pay for it. That concerned him. If they were going to see this as a mandate, then that meant they were voting for a rate increase. Mayor Coody stated they did not want to be in the position of having the public think that if they voted down the three-quarter cent and then they skyrocketed the sewer rates. The public will then say that the city was shoving the rate increase down their throat so that they could get what they want. They kept talking about the need for this project and the fact that it was really the question of how they were going to pay for it. They were trying to make it as clear as they could. They had to let the public know what they were dealing with. Even if not another person moved into town, they had to rebuild their system. Right now they were pumping all their waste from the west side of town through nine lift stations, over the ridge, and down to the Paul Noland Plant and then they were sending it right over the mountain again to the Illinois River. They were trying to do as much as they could with the public. There was one lift station where the sewage crosses the ridge three times to get treated once. They would be able to eliminate nine lift stations and all the required industrial and electrical pumping that went with that. It should decrease their operating cost. Mr. Erf stated it was his understanding that after the new plant was on line and the old plant was improved and all the pipes were put in that they were talking about, an increase in twenty-eight percent for operation and management of the new system. Any saving from the removal of the lift stations was eliminated. Mr. Boettcher stated that grade was calculated on 2005. It was predicted for four years ahead rather than today's dollars. • Mr. Erf stated if the voters were to approve this bond issue, it permitted them to go up to one hundred and twenty five million dollars in bonds. Could any of that be used for maintenance or City Council Minutes August 7, 2001 Page 10 operation expenses? Mayor Coody replied they could not, it was for the building and construction. He hoped the public realized that those were the choices. This project started ten years ago. It was time they did something. Doing nothing was simply not an option. Mr. Erf asked if there would be an ordinance in place regarding impact fees before the election. Mayor Coody replied things did not move that fast around here. Mr. Earnest stated impact fees would still be in discussion at the time of the election. Alderman Thiel stated it was her understanding that they could use the impact fees for sewer capacity needs and not to pay the bonds off. It was not going to make her shy away from impact fees, just because they could not be used directly towards this. I Alderman Zurcher stated he was going to have trouble supporting this issue if he did not know before hand that the developers were going to pay their fair share by using impact fees. Alderman Thiel stated the people who had lived here for a long time had paid their dues. Some of the affect of the growth needed to be paid for by the people that were creating the need. Alderman Zurcher moved to amend Section Three from "November 6,2001", to "this election would fall on the same day that would be set by Governor Huckabee for the election for the third congressional district seat". Alderman Davis stated their bond council agreed with Mr. Williams. Since both of them felt the same way, they were probably correct. The motion died from lack of a second. Mayor Coody asked shall this ordinance pass. Upon roll call the ordinance passed unanimously. ORDINANCE 4327 AS RECORDED IN THE OFFICE OF THE CITY CLERK. REFERENDUM PETITIONS: An ordinance amending Section 36.15 of the Code ofFayetteville to change the number of days allowed for referendum petitions to be filed from thirty-one days to ninety days. The ordinance was left on the first reading. Alderman Young moved to suspend the rules and move to the second reading. Alderman Jordan seconded the motion. Upon roll the motion carried unanimously. City Council Minutes August 7, 2001 Page 11 Mr. Williams read the ordinance for the second time. Mr. Hunt stated they had brought bond issues to them in the past and that it was important that they take all three readings in one evening because investors had indicated they would buy the bonds, but they. did not want to be delayed over a ninety -day period. The market could change dramatically during that period of time. There would become a resistance on the part of the investors to purchase bonds. He thought they needed to be concerned that Arkansas was one of very few States that had the thirty -day referendum requirement currently for bond issues. This was a concern if this was an interest rate environment where interest rates were creeping up. If they went to the ninety -days, he thought they would be compounding that problem significantly. In terms of financing a bond issue, they should seriously consider the implications it would have. Someone was going to buy the bonds, the city was going to be the one taking the interest rate risk. They were going to want a higher interest rate, because they were talking about such an extended period of time. They were not only talking about ninety -days, they would be talking about hundred and ten days before the ordinance was completed. Alderman Zurcher asked if an emergency clause would work? Mr. Williams stated they would have to be very careful with an emergency clause. Generally they had to be for peace and safety as opposed to money. When they were dealing with large bond issues, thatnlade it a target. If they did not have a good reason to have an emergency clause, then that was another way that they could be challenged. That was why they did not have an emergency clause here. Mr. Wilburn stated even with the emergency clause they would still wait thirty -days. If the ordinance passed they would wait ninety -days. The supreme court has cracked down on the use of the emergency clause. People were putting them on every thing. For them to be comfortable to close a multi -million dollar bond issue they would wait the thirty or ninety -days. If the ordinance was not validly adopted, it was his opinion on the line. Mayor Coody stated he was concerned about extending this to ninety -days because they already had initiated referendum on the books. Anyone at anytime can put something on a ballot to be voted on without having to do it in thirty-one days. They could spend up to a year and a half to get something on a ballot. Alderman Young stated he did not think that was correct. He thought they had sixty or ninety -days. Mr. Williams stated if someone wanted something on the ballot they could go through the initiated ballot process. He was not sure when they could start collecting the petitions, but they would have City Council Minutes August 7, 2001 Page 12 time to get very organized and have their people ready to go out. If they had an issue they were concerned about, they could get their group together and get organized. They would have plenty of lead time to get on the general election ballot. Mayor Coody stated that within the last ten years there has only been two ordinance that have'been questioned with a petition. They had passed over forty ordinance this year alone. Alderman Thiel asked if they would consider forty-five days. In responses to suggestions from Aldermen, Mr. Williams stated Amendment 7, and stated they needed to pick a date and that was when they took affect or the deadline for the referendum. The City Council was not given the right to fine tune it as they went along, ordinance by ordinance. The City Council had to chose a time or if they did not chose a time, then it was ninety -days. He could find nothing in Amendment 7 which would allow a city council to make exceptions for ordinances which were going to be challenged. Amendment 7 was part of their constitution. They had to fall within that framework. They could not go outside either the statutory or the constitutional law. Mayor Coody stated by using parliamentary procedure they had the option to use a motion to reconsider. Mr. Williams stated there were parliamentary ways that they could postpone the affect date of an ordinance. Normally that was not a good thing to do in a tax sort of issue. A lot of these have not been tested in court. But it was a potential possible way itcould be done. Alderman Zurcher stated that defeated the purpose of allowing citizens to get something on a ballot. What they were doing was not always the best decision. This would give people the chance to petition the government to put it to a vote. That was different than us allowing it. This would allow them the time to do, because we would not do it. It was not because they agreed with us. It was giving away a little bit of their power to the people and who wanted to give up power. This made him want to almost want to vote wrong so that he would be in the majority on these things so that he could bring it up later. But he was not going to. Alderman Jordan did not believe thirty-one days was long enough. Alderman Davis stated usually it was over something controversial and they were already getting set up. He did not think that thirty-one days was a problem. Usually veryfew things were done in three readings. They would have some warning ahead of time that this could be a problem. Alderman Trumbo moved to suspend the rules and go to the third and final reading. Alderman Thiel seconded the motion. Upon roll call the motion carried unanimously. City Council Minutes August 7, 2001 Page 13 Mr. Williams read the ordinance for the third and final time. Ms. Paula Marioni, an area resident, stated she had worked on an effort to save Carrell Hall. They had gotten four thousand signatures in thirty days during their petition drive. They were already organized. It was already an impassioned issue. She did not bring this issue forward, but she could relate to it. Thirty days was not really enough time for the citizens to be able to rally interest and to make their concerns be known. When they get the energy rolling and people were excited about it, then they would jump in. If it was not there it was going to drag on forever. Alderman Thiel asked the attorneys what they thought of the forty-five day proposal. It was critical for bonding purposes? Mr. Wilburn stated they would be different from everyone else in the State. As far as he knew, everyone else in the State was thirty-one days. Alderman Young stated there was a law passed stating that any one who did not have an ordinance on the books, the affective date was ninety -days. Mr. Wilburn stated he had not come across any city which did not have that ordinance on the books. Alderman Santos stated there were other re -courses. They were trying to change an ordinance which was going to have an adverse affect on ninety-nine percent of their ordinances. Alderman Zurcher asked who was being hurt by the delay besides the bond issuer. Alderman Reynolds called for the vote. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance failed by a votes of 3-5-0, Santos, Reynolds, Thiel, Trumbo, and Davis voting nay. ORDINANCE FAILED. NEW BUSINESS CLIFFS APARTMENTS: An ordinance waiving Ordinance 3793 to accept money- in -lieu of the park land requirement for the Cliffs Apartments Phase IL Development. Mr. If7I1iams read the ordinance for the first time. Alderman Davis stated he was in favor of this. The developer was giving one hundred and thirty- five thousand dollars in lieu of land. They were also going to be putting in an olympic sized pool, jogging and walking trails. City Council Minutes August 7, 2001 Page 14 Mr. Williams stated they were developing as a PUD and this was private park land that they were having for their residents. They were donating money rather than giving additional land for a public park. In response to questions, Mr. Tim Conklin stated this was an extension of the Cliffs. The property is surrounded to the east and north by the original Cliffs Boulevard and Highway 265. The planning and development was in the process right now. They were meeting the open space requirements with regard to the request for increase in density bonus. They had a two hundred and fifty foot setback around the perimeter. It was a Planned Unit Development. It was an expansion of the original Cliffs. They will have park like amenities within the development in addition to the one hundred thirty thousand five hundred dollars. Alderman Thiel stated that they did have parks near by and that they did not really need the park land. Park land acquisition to the north was preferred in the future. She supported this. Ms. Connie Edmonston stated that they encouraged developments to add park amenities for their people because it took stress of the park system. They can still serve the area with other park ( amenities such as soccer fields or skate board parks. It was a good compromise that when they had a development with the community spirit of providing for the people recreational activities that it was a good deal for both people. Alderman Davis moved to suspend the rules and move to the second reading: Alderman Jordan seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the second time. Alderman Santos stated he would like to explain that this fee was an impact fee, it was based on'the demand for parks created by the new residents. This was going to be a public park, but it was going to provide recreational facilities for these residents. It was a great deal for the city because in addition to providing for the demand created by the development they were also contributing to the greenspace fund, just as if they had not included a park in their development which already met their new residents demands for recreational facilities. Alderman Santos moved to suspend the rules and move to the third and final reading. Alderman Thiel seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the third and final time. Mr. Geary Lowery, an area resident, stated make sure that they collect the money. Subdivisions and places that were suppose to dedicate money or land to the city have not done so. The area where he lived was supposed to dedicate fourteen thousand eight hundred and forty-eight dollars toward the City Council Minutes • August 7, 2001 Page 15 Parks and Recreation department. They had yet to fulfill their obligation. He suggested that they get their documents recorded and checks certified. Ms. Edmonston stated upon final plat approval there were spaces where everyone had to sign off on. One of them was the parks. If they were requiring park land or money in lieu. If it was land they did not sign off until a deed is received. If it was money they did not sign off until they had paid the money to the city. They did have check and balances in place now. She did not think that could happen. Alderman Thiel stated she had checked on it, during that time the individual when they built a house within a subdivision they were supposed to take care of this. That became very difficult to track. There were probably a lot of older subdivisions still where that happened. For them to try and track that now would be cost prohibitive. Their ordinances now protected them from that situation. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. ORDINANCE 4328 AS RECORDED IN THE OFFICE OF THE CITY CLERK. RZN 01-10.00: An ordinance approving rezoning request RZN 01-10.00 submitted by George Faucette on behalf of James and Judy McDonald, for property located at 461 East Township. The property is zoned R-1, Low Density Residential and contains approximately .42 acres. The request is to rezone to C-2, Thoroughfare Commercial. Mr. Williams read the ordinance for the first time. Alderman Santos asked to leave this item and the next on the first reading tonight. He did not have a problem with any of them. But they needed to give people in the community more time. Mr. Faucett stated this item had passed the Planning Commission by a vote of 9-0. In addition to that over half of the lot was zoned C-2. He thought there was a problem with the zoning map. Alderman Trumbo moved to suspend the rules and move to the second reading. Alderman Davis seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the second time. Alderman Trumbo moved to suspend the rules and move to the third and final reading. Alderman Reynolds seconded the motion. Upon roll call the motion carried unanimously. 4t ar City Council Minutes August 7, 2001 Page 16 Mr. Williams read the ordinance for the third and final time. Mr. Conklin stated the staff had recommended approval, the Planning Commission did approve it. In this situation, it was a lot which was half zoned C-2 and half R-1. The use had been established in the early seventy's. It was a clean-up rezoning. There was currently a retail business there. Mayor Coody asked shall the ordinance pass. Upon roll the ordinance passed unanimously. ORDINANCE 4329 AS RECORDED IN THE OFFICE OF THE CITY CLERK ANX 01-2.00: An ordinance approving annexation request ANX 01-2.00 forproperty located east of Sunshine Road and South of Mount Comfort. The property is in the planning area and contains approximately 14.47 acres. The request is to annex the subject property into the City of Fayetteville. Mr. Williams read the ordinance for the first time. Alderman Zurcher asked if they had any idea of when they wanted those planning areas to develop. Mr.Conklin stated this annexation is directly north of a forty acre annexation that they looked at a couple of months ago. At that time, the Mayor brought up that they would begin looking at annexation policy for the City of Fayetteville. His staff has begun that effort, along with updating their general plan with the 2000 census numbers. What he intended to do was to bring forward an amended General Plan with the first three chapters and adding a chapter with regard to annexation policy. That would be brought through the Planning Commission and the City Council. Most cities that had an annexation policy have placed those policies within their Comprehensive plan. That was what they were looking to do. Mr. Philip Humbard, Engineering Services, this parcel did contain the park land that they were going to dedicate to the city as part of the development. Alderman Thiel stated this was part of a large park. Mr. Conklin stated this was along Hamstring Creek. The idea was to have the land dedicated as part of a potential greenway system along the creek. They had received other land dedications in other developments closer into town. The idea was this would make an ideal location for some type of trail or greenway system. It contained floodway and floodplain. It was a beautiful piece ofproperty that would be good for a trail. ORDINANCE WAS LEFT ON THE FIRST READING. RZN 01-11.00: An ordinance approving rezoning request RZN 01-11.00 submitted by Phillip i � City Council Minutes August 7, 2001 Page 17 Humbard of Engineering Services on behalf of Cross Creek Subdivision for property located east of Sunshine Road and South of Mount Comfort Road. The property is zoned A-1, Agricultural, and contains approximately 14.47 acres. The request is to rezone to R-1, Low Density Residential. Mr. Williams read the ordinance for the first time. ORDINANCE WAS LEFT ON THE FIRST READING. RZN 01-12.00: An ordinance approving rezoning request RZN 01-12.00 submitted by Rob Sharp, on behalf of Brian Reindl, for property located at 509 West Spring Street. The property is zoned I-1, Heavy Commercial/Light Industrial, and contains approximately 1.91 acres. The request is to rezone to C-3, Central Commercial. Mr. Williams read the ordinance for the first time. Alderman Zurcher stated this has been used as commercial. He was concerned about the people who were doing some light industrial there, would they be forced out? Mr. Conklin stated any use that was allowed in I-1, that is now unconforming would be grandfathered in. They did have standards within their zoning ordinances and how long they could be abandoned until they had to comply with the C-3 zone. Typically it was six months. Any parts of the building that was currently being used and continue to be used in that manner can continue as long as they did not stop having business. They were grandfathered in. The city was not going to send them a letter ordering them to discontinue. Alderman Davis asked if they were allowed to expand the inside that building. Mr. Conklin stated they were not allowed to expand. There were limitations on how much remodeling or renovations that they could do. It would allow the business to stay in operation. It was not going to put any burdens on them. C-3 had been passed a few years ago to help revitalize Dickson Street. This allowed existing buildings to used or converted from warehousing to retail without requiring additional parking. Prior to that they required parking. It was very difficult to provide that parking. They had seen a lot of their old industrial buildings on Dickson Street and that area be converted from warehousing /industrial uses to retail, entertainment uses. This rezoning would allow them to convert additional space within that building to retail, restaurants, and entertainment uses without having to provide additional parking. It encouraged the use of these old buildings. Alderman Zurcher moved to suspend the rules and move to the second reading. Alderman Trumbo seconded the motion. Upon roll call the motion carried unanimously. City Council Minutes August 7, 2001 Page 18 Mr. Williams read the ordinance for the second time. Mr. Bob Sharp, applicant representative, stated they had been approved at the July 9, 2001 Planning Commission meeting. He would appreciate it if they could approve this tonight. Alderman Davis moved to suspend the rules and move to the third and final reading. Alderman Zurcher seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the third and final time. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. ORDINANCE 4330 AS RECORDED IN THE OFFICE OF THE CITY CLERK. SPECIAL ELECTION: A resolution expressing the intent of the City Council to call a special election to dedicate one -quarter cent (.25%) sales and use tax for bonds to fund development of projects toward achieving the goals of the Master Park Plan and the Master Sidewalk and Trail Plan. ` Alderman Thiel stated she had brought this forward because she knew that people had wanted parks and trails and sidewalks. She had brought this forward now because of the proposed park they had planned around the proposed wastewater treatment plant. She thought it would be a selling point to tie the three-quarter cent sales tax to the park and trail sales tax. She thought people would support the one -quarter of a cent sales tax. The arguments that she had heard indicated that it would complicate the ballot and cause confusion to the voters. Her intention was not to jeopardize the three quarter sales tax proposal. It was critical that it got passed. She wanted to see if people were interested in this idea. No one has come forward one way or the other. She would leave it up to someone else to make a motion. If no one made a motion it would die from lack of a motion. Mayor Coody stated they were starting the budget process for 2002. They have found some ways to consolidate funds to be more affective providing services. Alderman Thiel stated the park proposal around the plant was roughly forty percent of the master park plan. It was roughly a fourteen million dollar park project. She was going to support it for many reasons. It was going to be difficult to fund that project within the next twenty years withtheir G current funding. She thought it was better to not mix it with this issue. FAILED FROMLACK OFA MOTION. Meeting adjourned at 8:45 p.m. City Council Minutes August 7, 2001 Page 19 • • • . Arkansas Democrat ,��',m A1"FIDAV1'I' O1" PU11LICA'1'LON I, swear (hat I am Legal Clerk of the Arkansas Democnrt-Gazette Newspaper, printed and pub!b;hetl at I,uw.vell, Arkan:::.LS and (hal Irom my own I u:umal I:iii, wlet l•,e :md rcfctcuce� to��the filesoofaiid publication the advertisement of Was in •tied in (he regular editions Oil. v / O Publication Ch:u•t;e � 7 9C Purchase Order Ii Subscribed and sworn Lob rc me this —day of --24 — , 2001. Notary Public My commission expires RECEIVED AUG 14 2001 CITY OF FAYETTEVILLE CITY CLERK'S OFFICE 0 OFFICIAL SEAL CAROLYN COAKLEY I≥<d- u + Awcnuc, l aycticvillc, Arkansas 72701, (501)571-6467 08-14-01A10:20 RCVD • • C DrtplAmaau.�I6ueEaDilanEawallaarnElsauNaalDrm, oI1Fllulm�miiYemr>rEtwnloouAislstsaaomotarwtarr an#rwlmsnllrtanw�h�' M -,walls Au a A rota a niE msts or tic cm m4 mlmaria *==X a mllouIrn *L) mmnals or WAaWM6.41Mart wls• wiawslr um Alm NAOOB-Ifla6Asr A IOGSMAID -SEW R1IE RE OrnbffiOWH50fONE1eWWS%)N nEORm n RMmMMMOfnE lM WHIM .LEaR,dMAUAmy� SE Olt WMW Of nE nMOQf (AOa6 At SE M A 00la A WM HMN a 1IE a611000E11E ®ANT OFTM jM m=nE lay MW 1tAItS aW At """""`s+:• a 1111IM am l n8Em. �. MI61a(bq(amddbgdr.rmadoMA® dLnaiwdnboaddpoladbsdrmddrbdmbqllaabod.Iromadagadljad';'y alfbb6,fbdbmdrardnidobmoWadidtrdde.bmb6mmlb.,'leper wnalm.,adkb.sdbrinyolmaWhadb-- L db.,r iapood br a hp onion b mm rib b b admit d b L,.t.L WdWm wens d ...I. -I PN /Yf�.. a i6ft(amddbgdrrdaIAMhr®6m ddrmbWbl b,baaad aWfor addmod mamdtarabbmo aspNd hPas amdbaoads oir pp 6 d- 4ni1.11 NmGAS,lAh11,rapeIN,SLdln 3d9Admm (aded1947Amabl(blad rdmmr kdAddlf$') roamiImodaabdI,.., Jbmk brt Jfii1" ismmybaddbrbpb�aofbtaaybdbWddlpwdeabddmpm dby61WcomooISAddlnkd .o « e Y..IM1 MQK dSWM&f"dddwb:bb66Hdabdoi lrab&dStS00daadesY'abaaddad q• 1^ Nilaaj m aabip demo da d m rs b pair Hg lad par b i led 0a..r bed Ad d b lead 0a rnar ll%I, ayb lwr adra a lAmd Sl• 2M%d Nl®SAfsIIW WWbriLendhrroabbgroddFordbsdo,kmaddd.madbbedbaorbl4am+bmdebrbdbdroamdb'aaodomasidl*llj i mam odw (SISR,ag000S lar b pap=d amLp d a a pro d b mb d b ago, amdmd, naaadaA oa-ib lertwbl d d• •• • • , dsaebadr todmd tidq a!•d}�' rid bfm,ablebahnb6ampNi dddimajbda mdwrnm1015%1pYdrababddtgaai6wbiId6orrer__ M7®aSbpbdlMOdbrdbbdaspdidamibdmddilmdebrgdhpmst,drdeBabn %5 taaAad PO flf @o EEITDM=brbgroddbgdrara&l,,Mbaas: . Sdm 1. 1W dr bai.br d b 6d 6ar.am bed Md wan b b aped a b Lend b q drgmdb a trod b SosW J odor in b 6orir oaida(ia_ mdbg1slowlapado16Lbbapp "pbaddoeddbandOmIAo'WT pil-NAMpisIS12S,000,000)Ib1i 1bip_dNsmdlbdaapadi'lf mo d oldhN mnsaaatY , rammlrrdeN ate , hpabb d ON%w* d ri- 'cS7VIeL 0 b bat d b ki b lead br i Saab 601bbankml6aalYr6briebwamantlefobbprobaaEaaa pbdpdmanalbamdipldpdmodl'adas. Nb01jsatlOlpadbri6itdea$ gy5tombshdbenWbroOdpddaImlmddbmooda6KWabdwpm11WS%)Wedjy"dedwso(bSeed0aldl ami�l�ir�jJb Sadaot 16toaibrAbabrdiladcarnalISMdbatbWpadIV*AdMsdigapddelISalf36114b-bbnbrL.Usw.damTodi 1 d hagmbe d w pod lo7S%) a b pm aayb bn b ode d rdi ddb b q dd bra dlip W}a b dMbam 6m bomb Add 1941, m odd Q Amt Ode d )377-1 obow offs! -101 r m11, d m ado fr dl nt a b silo, w, dbAloNm r dha msmpm all i q of larb pad play pear{ Iii vu ' bed w rabdr'addh b Sod, ahmeobrbdhd, dsdbfisdiibsrapa,o, 4tia0mdobr,aomllabbgdirmdila'dnsdopod102S%lmbah olddi' rdhmsdrad lab,mbbornad bmadbmlab �aldhSli pets randpbb,bdbsLnal6wlap/adiSabdOarasY6mWlamdeyrbbiedilEAlaiim. iamhb Ta Ad d 1941, a ammdd IAdabm (ado d 1 W Ao1m' b.niO1 d swL doh Srb d b b sY 66N d rid od7 m b Ord S2,f00 d and rich bmdor la ddbW b! ba lh.o4 lhhrd mbda d b Seadb bdidtarot a Apo 1,7002dbb mop-niurdibsk Safm lobe bo b4d ben b hrirsd{o spade olden b 6hmmbedetkrdr &2001,d WNLeadend h-'- Nbbidmd6gbpdmdb mdbkrL Lem 11Y b spaabm dd 6 p6d as b 6L b b Wade ado b sdmatYr6 fobabp b� mbaBaEbwbb Id iendbflpdhrmai4MtmatiigedmdildmmdapdbpwmalbmbbpWAdmnadbaadOmcmidbroMNilmDah 2k00000021b7mk1pmrbAla11,r,• 194, Sikh2dbMbam(aAd19V _--(bLdcanedWMdImnbippadbmdldaaprfadbm1� 6aliy,aamad, roaM_L..i igbp_I.,S ,',,' dblabddSrOm4raeml►mlad aide mmlmm bddld a;.,Mbaadaatwdrbmripbm, 00 maildi a boam6daa spaallsada d' i band wdadr ttpI mooch wda.t_'.- __.FflWWSSPtdS Aaq abbbbl ropddrr 1paL d pamlt d Lop d dlr mmry win b demo d bgloa q drapmai s wswr ur rd aladr d rile lust 0 b lsa.b d ma bed! ppoosa{boaksod6sueNat', ddVapoddbos♦pdoNd dralde Idaddtidirmdimlmb dopmtals%)6H pat biladcalamdI dMlb Tenant Lit Obbamdi lmkbopgraW,blogdododmdbSabdNara sAdr®mmApd1, 1001dki aw lr MbnrdblmA r a 16spda brpbsp a T b and bgafdhv4 b pd, dbrbalait b bat d bmk b .'_I J tam d b oomW Om %mkod Lodrflb MM Dt (S125,00D,000) b b ppo d0aadl d. o pI-d b at dagMbt'maolK lrrmn6s m&iN *Wq d opipplap a.lraan aomd p6m, mow d i. reed ba.wm _10 ONSIbI-mmdbmkbra dtamdbmodOaN bW1mpTh WdpmadnIS125,O00,0001bbFpmdbaamldaapeadbmsdalibNwaormtirm__ dR bdo:.',wootrod,I. amepdobrddWloaam-& 70 Leal 1Adbdododd6bydmohaddbwsamenddbmdbadrdmibindbbmmmFretbMkmomaiddu mairA l_: FWW b b led 6aamo b W Ag d dr pa , I., d"Ad hM 00 r* b ab d b ida % My M b hnbr wbmW b da dh d b Wed doom br w Wnrgmma b N*AWklk mtba%bplbdmbbdlmkmto(10)hppsbbibdiLda Sodmt lbdamprofwbtdmaltd6pbmbb"W1, Cm*hmd11 darmamdamaidbammrabd-dTdLdmppbamrbp.W.Aardwa of 0dt+madcmldenyio'.5'm' LdbgAdLobpmWbbchdadboopramdlbmSAiWdadbblr®adSSsuJMFamama Salo?. lhdbmaidS.dfldShpdYdMSWniWhk n�ndalhriVhWwbabi%*mdkkma16a16prodea- _Lald� ,'!r -"'MS.' bi Omd(a t.r_' /aa(amp dhh *My(Sal hp dkb dmd,' -'-d ipidw Stmt Sm6sNopdigM,bdabeWdilAXbo,dbp6mbpnakd6wdiodblgdddaaammpbmdbom1,ddda rWed,fb6rdbbmmdbbmkblpaWhrbdmmtibmdoSd*SOmrmb6mbmWbamdmdbb6d6w.mdISM,dbpfaad'artid' - n oom► b mfr d b aialy admod b10M fYBam ... Sdo1. Ibd,6ppadSS&dOalo;imm'dplat®elm'hddhdoa.ibbidaadipmkr.ddahim :1`:.•�." . A Nha ten d oa immball apron a br able g Dam a ppq lA a np ho, aagWabw aiw1 bhk bd d bbd pS maW title, dl�ml iahldil , br Wb6bmWalK*P61%wenvolkoarddb,maadm1W,idesdmdbI1mamsewbapnabraWkoadbNA Wa4whirpdda3ifti ochre kmefththp0®dSs Samim .1 t Grpbd1rmen ablidapbb!lydi1a,dwiden(. ''mambomdmbekLiaradmnimnpdbddplwiltmwdlra,. sY pdWbkfrboner,dmitadderSpboardd6-addedb6a' J amenIorippadSSLsdiiq 4 crags t bl mddbb d apple b maasq hYn r dw pro, o tit jsmb b tap Fpm d b SLs d to t, id 6 Low b 6 g sla ja flal). *0 brat,rmpa dated,aONdaawgrsi(a aolmbpoba 6arl.rddmidbi5imdAdmq r ... t NAa M a ma bend col. boei ' oppva, ardd 1pbom• . my.goymd r r1yr n mM ad bdryd d dd h aodW a a Lpld- bo -dai ppi SdodaaT aw ...:..,.,�. EfarrrasbtM%ogi1oakdode.bpbbprodFormd/amaltdafarmWaiShc-1,a. ' tadbbFpmdbSdadom14dad6 SWbhog d vWIII oardmadjopad,rmpaddm-'aa"is°M damapobohagaddmdbdbbsmdk'aa fit hdlddbdIVbhrdp.lWdabd(mddSbpbmhcbh.obpmpdap6bob.IbmddAkhgalppld,albmpmbi6amdblaL S., d bed 6adl d b W rw(pr r phdd MMs dd 6 a ad abort d i oak b 6 py db kid peak• f abwd Sodmll. rodadbmmdpbi.pbIadWI '.Sh.ohpnpLaicsddad,did MSSm AND AIROYWit 7i dalr of Alm, 2001. ♦... �. ...p.o v... YYI.IAIwJrrYu-.v.... • r - AR ML i C.. RECEIVED OCT 19 2001 ACCTG. DEPT AFFIDAVIT OF PUBLICATION STATE OF ARKANSAS, County of Wlshineton thatIan am ': C17Y OF FAYETTEVILI E cu, of NOTiCE,OFA^c,, SPECIAC`ELECTjON Notice: 1s hereby given, .. that. the CII of Fayeitovilte sas, will hold' a special elec ttovern erg 2o0k 4 Which be spa the m will be submittid'to, ttie electorsfrof the CIt : ie sqthe Imo' of tfie Safes and Use Taxin ubstailthe • Vote on oath question by placing an IC' In the :�uar�:opposRe;thef questlon either"FOR' or 7ffitfssuaiAf�AIIySTR,f�fj:�irx4Zi I mount to ce` of Bondsr Irtf prirdpal L._ •....n•- ,_. • One Hund.W. 1`•.IA-�. -- �•,u"er a portion of the cost o1 acquiring; ;� -constricting, reconstructing, eztendiht'lmproving'and equipping waste !tmrelated lm enf plans sewerage:and-other PrwementL: a ountAGAJ-n t. the Issuance of Bonds in principal amount not to exceed One Hundred Twerth- five Mtlgoe Dollars ($125000,000) for the pur- pose of financing all bra portion of the cost of acquiringi; constrecOng, recanstrocting, extending; Improving and equipping waste- water; treatment plants sewerage and other related improvements ..... If approved by the voters, the Bonds shall be paid by the levy of a three-quarters of one per- cent (0.75%) sales and use tax (Pledged exclu- siveh to payment of these Bonds) which shall begin on April 1, 2002 after, the termination of the current one pereent (1.00%) sales and use tax which has funded the City Librarys new canstrocgon Upon payment in full of the Bonds authorized -above, the levy of the sales and use tax (0.75%) shall cease automatically solemnly swear o₹The Morning News of Northwest Arkansas, a daily newspaper having a general circulation in said county, and do solemnly swear the said ad- vertisement was published for consecutive ii news a r in said P Pe , the id publication ap- pearing: ^_ day �_day of—_ —_day of____________ —day of____________ day o ________ —day of_____________ 10-23-01 A08:14 IN r FAYETTEVILLE SPECIAL ELECTION__ BALLOT B WASHINGTUNCOUlgy Ic NOVEMBER INSTRUCTIONS TO VOTER 1.TO VOTE YOU MUST BLACKEN THE OVAL ( ) COMPLETELY NEXT TO YOUR CHOICE. 2.USE ONLY THE PENCIL PRO- VIDED. 3. AFTER VOTING, DEPOSIT THE BALLOT IN THE BALLOT BOX, BALLOT STUB IN STUB BOX. There Is submitted to the qualified electors of the City of Fayetteville, Arkansas, the question of the issuance of capital Improvement bonds In prin- cipal amount not to exceed One hun- dred Twenty -Five Million Dollars [S125,00Q0oo) (the Bonds') pursuant to Title 14, Chapter 164, Subchapter 3 of the Arkansas Code of 1987 Annotated (the Local Government Bond Act of 1985) for the purpose of financing all or a portion of the costs of the acquisition, construction, recon- struction, extending, improving and equipping of the Wastewater System Improvement Project which encom- passes building and equipping a sea and wastewater treatment plan}, modi- fying, extending and Improving the sewer collection system, reconstna} lion and improving the current waste- water treatment Plant making land and equipment purchases, procuring construction and professionalser- vices, obtaining regulatory approvals and permits, and doing all other noes. sary things to Increase and improve the City of Fayetteville's wastewater treatment capacity and related facili- ties. If the Issuance of the Bonds is approved, the Bonds shall be secured by a Pledge of and lien upon av receipts of a special citywid " use tax et the rate of th one percent (0.75%) lej Me Local Govemnv' 'Sales and Use T��B the Bonds Isle, i° collection ` shall co shell,/ 19A A 3 c • N / In � ... .. FAYETTEVILLE SPECIAL ELECTION BALLOT INSTRUCTIONS TO VOTER 1.TO VOTE YOU MUST SLACKEN THE OVAL (a>.) COMPLETELY NEXT TO YOUR CHOICE. 2.USE ONLY THE PENCIL PRO- VIDED. 3. AFTER VOTING, DEPOSITTHE BALLOT IN THE BALLOT BOX, BALLOT STUB IN STUB BOX. Ii There Is submitted to the qualified electors of the City of Fayetteville, Arkanssa, the question of the Issuance of capital Improvement bonds in prin. cipal amount not to exceed One hun- - dred Twenty -Five Million Dollars (5125,000,000) (ft 'Botlds') pursuant to Title 11, Chapter 154, Subchapter 3 of the Arkansas Code of 1987 Annotated (the local Government - Bond Act of 1985') 1w the purpose of financing ell ora portion of the costs of - the acquisition, construction, recon- stnution, extending, Improving and equipping of the Wastewater System Improvement Project which encom- passes building and equipping a see. .ond wastewater treatment plant, modi- fying, extending and Improving the sewer collection system, reconebuc. o don and Improving the current waste- ____ water treatment plant, making tend o and equipment purchases, procuring construction and professional - sir. a � vices, obtaining regulatory approvals . and permits, and doing all other neces- sary things to Increase and Improve the City of Fayetteville's wastewater N treatment capacity and related lad, . ties. U the Issuance of the Bonds is approved, the Bonds shall be secured ■ by a pledge of and lien upon all of the receipts of a special citywide sales and ■ use tax at the rate of threequartersW one percent (0.75%) levied pursuant to the Local Government Bond Act (the 'Sales and Use Tex'). U the Issuance of the Bonds Is approved, the levy and •11 collection of the Sala and Use Tax .., $hall commence on April 1, 2002 and shall cease upon retirement of the Bonds. O FOR the Wuance of Bonds in dpd annum not to exceed One Hundred Twenty -Five Million Dollars ($125,00opoo) for the pur- • Poeofthendrpsawapombnof the ash of acquiring, construct. ® Ing, reaormcdng, extending, Improving and equipping wash- - Water Deamiem plants, sewerage , said related Improvements. 1" O AGAINST the issuance of Bono In principal amount not to exceed • One Hurmred TWemy-Five Million Dollars ($I25,W0,000) for the pur• ' Poe Offmwhg all w a portion of the costs of acquiring, construct. 1 Ing, reconstructing, extending, Improving and equipping waste - Water , sewerage and other mietad p prpro emments, I �, I 7 • • • 11•y •JI-1 •Y: 1 1 II • y 4 ..111 1' - •11 I'I• I y• �: • 1 11••1 •u :•1• q-•11 n11u •ly nr 1II • •'1• 1 II 1 •n • 1 • 1 II 1 1 • Y. •11• • 11.4• • • 11' 1 • • .. 161 11 1 • 1 N .• • 1 II •1 1 y1 • 1 • • 1 • • 1 1 I I 1 • 1 :1 • w • • .p y 1 11 Y.11 1 1 \ • 1 1 • Y. .1 1 1 II 1 4 1 1 L.1 • • I 1 1 • ' • 11¶rhiiji• 111I 11 ' \ • • 1 • • 1 • 11 1 C K \ 11 • 1- 1 1 • 1111 • •• • 1 11 1•I• • w11•11 • ••1 -< • 1 11' 11 .• 111• I 1 n 1 .•: Ill nl 1 1 11.•1 1 N nl lll hii11,4I11 1 • 11 41• 1 1 1 111 11 1•1 1 - 11 1 yl i111 n: 111.41 • 1 Ilr, •II • 1 • 11 -•1•Il wl•1• -C•• 111.111 •\1 :111•x'\I w •(1•Y, 111"1 • .11.1 ,11••w 111[.111 • •1 1 -• r :1 1 1 'w' • 1 w r 1 1 1••11 1 II 1 1 1 r X111 wl .1• 1 1 I's 1 K 11 1 1 11 :• 1 :11 1• -1 11 : 1 1. 1 I. - .1 1 1 w • 1 1 w l u •I. 11 1•C1 •w I w: .11l Y. • 11 1 y • •1 •4 41 1 11 • 1 w 1 11.41 • • 1 I 11 1 • 11 • • 1 • t.:. 1 • -1 • • • 1 • 1 .i nl l ' I I •111•.-1 11 • / 1 I • 1 rt • • 1 o nu.4• 1 I w or • 1 1 n • • II :o • 11� • • : I • • 1.• 11 I • 1 n w• n I bl u b •' 1 • : I I• I• 1 b u J n r I • N >• • 1 , 1 /• ll' 1 1 1 1 1 1 1 I • 1 I• • 1 1 1 I! 1 1 1 1 1 1 • I \ C • I I I• • I 1 11 • I I III 1 N 41 1 1 • 1 •II• 1 •1 ' :111 -1 1• • 1• 1 Y 1 r: 111.-I • 1 : w 1 1 1 II w 1.1 •u• • "I• • • 1 b I I :• 1• •• I u ., J u 1 I • N ..1 • I n u .1 • 41 1 r • 1 1 1 1 1 1 • 11 • I 1• • 1 1 1 •! 1 11 I I I • b 1 1: • I 11 • r 1 111 • 1 1 111 -• yl l l• 1 1111 • 11' I I .• 1• I I I w I K p1.y1 r • 1\ 4 _ 1\ I I w L• ••I• • w,l -1 4 •-• • • • I•I Iw1 1 1 .� A • 1 1.1 11 1 • K••1 1 11 • 1 all K Iil 1 •• 11 —S •: —• 1• I • 1 • • 1! 1 1 1 11 1 1• 1 1 • w 11 1 • :• 1 '•1 1 - 1 • 1 4111n 11 • 1 •J.PS • 11 • . I I w I• I y I I I I I I I II 1 - I Y. 11\ 1 4 I 4 I I I I 1 ! • • : • • • • • I • nl I •I • 1 ' u•: 1 • 1 • - .1 • ' .� •: • 1 w .1 1 11 • it 1 ' 1 uK • • 1 •,1 • • • L 1 1 • • I 1 u 1•iIz 1 1 I :1 / I. rw u n •.I• .1• a •. •• • wu•n 11 1 w n • •It y __ I I jp 4J4/1 1 o as S. C CD rt. P3 (y on °' '1y a w CD CD '21 pa 1-Zt 0. on rm ~� w H !.l - � N w N y CD CD -1Ca • co "O '-C. •rj O Vi N Cl. CD M 7 CD • J . 8J i [S CERTIFICATE OF WASHINGTON COUNTY BOARD OF ELECTION COMMISSIONERS ASCERTAINIF� n� AND DECLARING RESULTS OF SPECIAL SEWER BOND EL' CTION HELD IN THE CITY OF FAYETTEVII jl JQ U 9 n 9 95 NOVEMBER 6, 2001 STATE OF ARKANSAS ) COUNTY OF WASHINGTON ) We, the undersigned members of the Board of Election Commissioners of Washington County', Arlotnsas, do hercby certify that: Returns of the votes of the special sewer bond election held November 6. 2001, in the City of Favetteville in Washington County, Arkansas have been delivered to us by the County Clerk, We ascertain and declare the results of the election to be: On the question of the issuance of bonds and 3/4 cent sales tax: FOR 4069 AGAINST 649 We further certih• that the polls were open from 7:30 A. M. until 7:30 P.M, that only the duh• appointed Election nfficials made due returns of the votes cast, and that we have canvassed the votes as required ired by law. IN TESTIMONY WHEREOF, we have hereinto set our hands this th day of November, 2001. I .:':riCATE OF RECORD State of ,:: ; City of r.;: - } ss, I, Heather Wac_. Cry clerk/Treasurer for the City of Fayetteville, do hereby certify that the foregoing instrum t is true c come c of the r- -' .'I filed i fn orceps t / day of seal ihi hand and .c. ,vwuruff, C,ry Cxd/rreasur 11-14-01' P03110 IN OF ELECTION COMMISSIONERS Dan Williams, Member CCL�i••i � Rio✓ RECEIVED NOV 14 2001 CfrYOF FAYETTEVILLE CRY CLERK'S OFFICE CLOSING CERTIFICATE AND REQUEST OF THE CITY • The undersigned Mayor and City Clerk of the City of Fayetteville, Arkansas, a duly organized municipality and political subdivision of the State of Arkansas (the "City"), do hereby certify, represent, covenant and request as follows: 1. The undersigned are the duly elected, qualified, and acting Mayor and City Clerk of the City, and as such officials have in their possession or have access to the official books and corporate records of the City. This Certificate is executed and delivered in connection with the issuance of the City's not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"). 2. Attached hereto as Exhibit A is a true, complete, and correct copy of Ordinance No. 4814 (the "Bond Ordinance"), duly adopted by a majority of the City Council at a duly called regular meeting of the City Council, open to the public, held January 3, 2006. The Bond Ordinance authorizes the issuance, sale and delivery of the Bond, and the Bond Ordinance is in full force and effect and has not been altered, amended or repealed as of the date hereof. No petition or petitions to refer the Bond Ordinance to the people under Amendment No. 7 to the Constitution of the State of Arkansas have been filed as of the date hereof, and the City Council has not referred the Bond Ordinance to the people for adoption or rejection. Attached hereto as Exhibit B is a true, complete and correct copy of the minutes of a meeting of the City Council held January 3, 2006, showing adoption of the Bond Ordinance, as said minutes appear in the official records of the City. At said meeting a quorum was present • and acted throughout. Attached hereto as Exhibit C is a true, complete, and correct copy of a publisher's affidavit showing publication of the Bond Ordinance in the Northwest Arkansas edition of the Arkansas Democrat -Gazette on January 7, 2006. No authority or proceeding in connection with the issuance, sale and delivery of the Bonds has been repealed, revoked or rescinded. 3. The Bond Purchase Agreement dated February 7, 2006, as executed and delivered by the Mayor, is in substantially the same form and text as the copy of such instrument which was before and approved by the City Council at the January 3, 2006 meeting referred to in paragraph 2 above, with such changes not inconsistent with the Bond Ordinance as have been approved by the officials executing the same. , 4. The persons named below were on the date or dates of the execution of the Bond Purchase Agreement, and are on the date hereof, the duly qualified and acting incumbents of the offices of the City set opposite their respective names. Title Name Mayor Dan Coody • City Clerk Sondra Smith 4845-7618-7392.1 5. The undersigned Mayor of the City did manually execute the Bond Purchase • Agreement. The undersigned Mayor of the City did manually execute and the undersigned City Clerk did manually attest $20,000,000 maximum aggregate principal amount of the Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"), said series of bonds being initially issued in the form of one fully registered typewritten bond numbered from R06-1, initially dated February 7, 2006. 6. The City has duly authorized, executed and delivered the Bond and the Bond Purchase Agreement by all necessary action and, as of the date hereof, the Bond and the Bond Purchase Agreement are in full force and effect and each constitutes the valid, binding and enforceable obligation of the City, except to the extent their enforceability may be limited by bankruptcy, insolvency or other similar laws affecting creditors' rights generally, or by the availability of equitable remedies, and the City is entitled to the benefits of the same. 7. Any certificate signed by any official of the City (including this certificate) delivered to the Arkansas Development Finance Authority ("ADFA") or the Arkansas Natural Resources Commission ("ARNC") shall be deemed a representation and warranty by the City to ADFA or ARNC as to the statements made therein (and herein). 8. The seal affixed to this certificate is the legally adopted, proper and only official seal of the City, and has been duly affixed to the Bond. 9. The meeting of the City Council of the City referred to in paragraph 2 hereof was • open to the public in compliance with the provisions of Section 25-19-106 of the Arkansas Code Annotated (2002 Repl.), as amended and supplemented. 10. The present officials of the City and their respective terms are as follows: Date of Expiration Name Office of Term Dan Coody Mayor 12-31-08 Sondra Smith City Clerk 12-31-08 Kit Williams City Attorney 12-31-06 Kyle Cook Alderman 12-31-06 Bobby Ferrell Alderman 12-31-08 Don Marr Alderman 12-31-08 Robert Reynolds Alderman 12-31-06 Lioneld Jordan Alderman 12-31-08 Shirley Lucas Alderman 12-31-06 Brenda Thiel Alderman 12-31-08 Robert Rhoads Alderman 12-31-06 11. The Authorized Representative of the City for all purposes of the Bond and the Bond Purchase Agreement is Dan Coody, Mayor, whose signature appears on page 5. Until • further written notice to you, any instrument authorized by the Bond or the Bond Purchase 4845.7618.7392.1 2 Agreement to be signed by an Authorized Representative of the City is to be honored if it • contains the manual signature of this individual. 12. All of the conditions, covenants and agreements required in the Bond Purchase Agreement to be satisfied or performed by the City at or prior to the issuance and sale of the Bond have been complied with, satisfied or performed in the manner and with the effect contemplated in the Bond Purchase Agreement. The representations and warranties of the City contained in the Bond Purchase Agreement are true and correct in all material respects on and as of the date of this Certificate as if made on the date of this Certificate. 13. The City is a city of the first class pursuant to Title 14, Subtitle 3, Chapter 43 of the Arkansas Code Annotated. The City is operating under the mayor -council form of government pursuant to Title 14. 14. The City has not adopted any by-laws or rules of procedure relating to the conduct of its City Council meetings. 15. There is no action, suit, proceeding, inquiry or investigation involving the City before or by any court or public board or body pending or, to the knowledge of the undersigned, threatened wherein an unfavorable decision, ruling or finding would: (i) affect the creation, organization, existence or powers of the City or the titles of its officials to their respective offices, (ii) enjoin or restrain the issuance, sale or delivery of the Bond or the Bond Purchase Agreements, the levy or collection of the Sales and Use Tax (as defined in the Bond Ordinance), • or the pledge of the receipts thereof, or the accomplishment of the Project (as defined in the Bond Ordinance), (iii) in any way question or affect any of the rights, powers, duties or obligations of the City with respect to the Sales and Use Tax, (iv) in any way question or affect any authority for the issuance, authorization, execution, authentication, sale or delivery of the Bonds or the validity or enforceability of the Bonds, the Bond Purchase Agreement, the Sales and Use Tax, the Bond Ordinance, or the assignment by the City of any of the moneys, instruments or other rights pledged under the Bond Ordinance, or (v) in any way question or affect any other agreement or instrument to which the City is a party and relating to the Bonds. 16. The City will apply the proceeds from the sale of the Bond to finance the Project, as provided in the Bond Ordinance. The Sales and Use Tax authorized under the Local Government Bond Act (as defined in the Bond Ordinance) has been levied within the City pursuant to the Election Ordinance (as defined in the Bond Ordinance) and the collection of such Sales and Use Tax commenced on April 1, 2002, as approved by the voters of the City. Receipts of the Sales and Use Tax are not presently pledged or hypothecated in any manner or for any purpose other than for the payment of the City's (i) Sales and Use Tax Refunding and Capital Improvement Bond, Series 2005A, and (ii) Sale and Use Tax Capital Improvement Bonds, Series 2005B, as provided in the Bond Ordinance. 17. In the City, the time for filing a referendum petition is fixed at 31 days after the publication of the measure upon which the referendum is sought. The City's employer tax identification number is 71-6018462. • 4845-7618-7392.1 3 18. The adoption of the Election Ordinance and the Bond Ordinance, the execution • and delivery of the Bond Purchase Agreement, the authorization, execution and delivery of the Bonds, and compliance with the provisions thereof under the circumstances contemplated thereby does not and will not in any material respect conflict with, or constitute on the part of the City a breach or default under, any agreement or other instrument to which the City is a party, or any existing law, administrative regulation, court order or consent decree to which the City is subject. 19. There has been no adverse change in the business, property or financial condition of the City's wastewater system (the "System"), and the System has not incurred any material liabilities other than in the normal course of business which have not been disclosed in writing to ARNC and ADFA since the date of the latest financial statements submitted to ARNC and ADFA. J • 4845.7618-7392.1 4 20. Dan Coody, Mayor, hereby certifies that the signature of Sondra Smith, City • Clerk, affixed hereto is her true and correct signature, and Sondra Smith, City Clerk, hereby certifies that the signature of Dan Coody, Mayor, affixed hereto is his true and correct signature. IN WITNESS WHEREOF, the undersigned have hereunto set their hands as of February 7, 2006. CITY OF FAYETTEVILLE, ARKANSAS CI 4845-7618-7392.1 5 • 10 1 C • • • ORDINANCE NO. 4814 AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF NOT TO EXCEED $20,000,000 OF A SALES AND USE TAX CAPITAL IMPROVEMENT BOND, SERIES 2006, BY THE CITY OF FAYETTEVILLE, ARKANSAS FOR THE PURPOSE OF FINANCING A PORTION OF THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING PIPELINES IN CONNECTION WITH A NEW WASTEWATER TREATMENT FACILITY AND RELATED SEWERAGE IMPROVEMENTS; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT; AND PRESCRIBING OTHER MATTERS RELATING THERETO WHEREAS, the City Council of the City of Fayetteville, Arkansas (the "City") has determined that there is a great need for a source of revenue to finance the costs of acquisition, construction and equipping of a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City; and WHEREAS, based on the engineering report (the "Engineering Report") of RJN Group, Inc., Dallas, Texas, which Engineering Report has been reviewed by the City Council, it has been • determined that the costs of acquisition, construction and equipping pipelines (the "Project") associated with the new wastewater treatment facility are in excess of $20,000,000; and WHEREAS, the City is authorized and empowered under the provisions of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas ("Amendment 62") and Arkansas Code Annotated (1998 Repl. & 2005 Supp.) Sections 14-164-301 et seq. (as from time to time amended, the "Local Government Bond Act"), to issue and sell its capital improvement bonds to finance the costs of various capital improvements such as those comprising the Project, which capital improvement bonds may be secured by and payable from the receipts of the special city-wide sales and use tax authorized by the Local Government Bond Act; and WHEREAS, pursuant to the provisions of Ordinance No. 4327 of the City, adopted and approved on August 7, 2001 (the "Election Ordinance"), there was submitted to the qualified electors of the City the question of the issuance of not to exceed $125,000,000 in aggregate principal amount of capital improvement bonds pursuant to Amendment 62 and the Local Government Bond Act to finance a portion of the wastewater system improvements described in the Election Ordinance, said bonds to be secured by a pledge of and lien upon all of the receipts of a special city-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"); and WHEREAS, at a special election held November 6, 2001, a majority of the qualified electors of the City voting on the question approved the issuance of said capital improvement bonds (and the • corresponding levy of the Sales and Use Tax and the pledge of Sales and Use Tax receipts to the payment of the capital improvement bonds); and WHEREAS, pursuant to such authority, the City has previously issued its $25,000,000 Sales • and Use Tax Capital Improvement Bonds, Series 2002 (the "Series 2002 Bonds"), its $35,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2004 (the "Series 2004 Bonds"), its $27,000,000 Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and its $45,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), in order to provide for the funding of various wastewater system improvements, including portions of the Project; and WHEREAS, the Series 2002 Bonds have been redeemed in full from receipts of the Sales and Use Tax, and the Series 2004 Bonds have been defeased in whole with the proceeds of the Series 2005A Bonds; and WHEREAS, as authorized under the provisions of Amendment 62 and the Local Government Bond Act and as approved by the qualified electors of the City, and in order to secure funds necessary to pay or reimburse a portion of the remaining costs of acquiring, constructing and equipping of the Project, and the legal costs incident to the issuance of a bond to finance the costs of said Project, upon the most favorable terms to the City and the users of the City's wastewater system, the City has made arrangements for the sale of its Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), in the principal amount of not to exceed $20,000,000 to the Arkansas Development Finance Authority, as purchaser (the "Bondholder"), at a price of par, which Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum, pursuant to a Bond Purchase Agreement (the "Bond Purchase Agreement") among the City, the Bondholder and the Arkansas Natural Resources Commission (the "Commission"); and • WHEREAS, the City will also be required to pay to the Arkansas Development Finance Authority, as servicer with respect to the Series 2006 Bond (the "Authority"), a semiannual servicing fee equal to one percent (1.00%) per annum of the outstanding principal amount of the Series 2006 Bond (the "Servicing Fee"); and WHEREAS, the Series 2006 Bond will be issued and secured by the Sales and Use Tax receipts on a parity basis with the Series 2005A Bonds and the Series 2005B Bonds, except that the Series 2006 Bond will not be secured by the debt service reserve or the municipal bond insurance securing the Series 2005A Bonds and the Series 2005B Bonds; and WHEREAS, a copy of the Bond Purchase Agreement has been presented to and is before this meeting. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. The Project shall be accomplished and shall be a part of the City's wastewater system (the "System"). The accomplishment of the Project shall be under the control and supervision of, and all details in connection therewith shall be handled by, the City, and the City shall make all contracts and agreements necessary or incidental to the performance of its duties and the execution of its powers. The City shall let all contracts pursuant to and in accordance with existing laws and shall require such performance bonds and insurance from the contractors as will fully insure completion of the Project in accordance with the Engineering Report so as to fully promote and • protect the best interests of the City and the Bondholder. Section 2. The sale to the Bondholder of the City's Series 2006 Bond in the maximum • principal amount of $20,000,000 at a price of par, such Series 2006 Bond to bear interest at the rate of 2.00% per annum and to be subject to a Servicing Fee of 1.00% per annum and otherwise to be subject to the terms and provisions hereafter in this Ordinance set forth in detail be, and is hereby approved and the Series 2006 Bond is hereby sold to the Bondholder. The Mayor is hereby authorized and directed to execute and deliver the Bond Purchase Agreement on behalf of the City and to take all action required on the part of the City to fulfill its obligations under the Bond Purchase Agreement. The Bond Purchase Agreement is hereby approved in substantially the form submitted to this meeting with such changes as may be approved by the Mayor, his execution to constitute complete evidence of such approval. Section 3. The City Council hereby finds and declares that the period of usefulness of the System after completion of the Project will be more than twenty-five (25) years, which is longer than the term of the Series 2006 Bond. Section 4. Under the authority of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas and the Local Government Bond Act, the City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), is hereby authorized to be issued in the total principal amount of not to exceed Twenty Million Dollars ($20,000,000), the proceeds of the sale of which are necessary to provide sufficient funds to pay or reimburse a portion of the costs of accomplishing the Project, including, without limitation, legal fees and other necessary expenses incidental to accomplishment of the Project, and to the issuance of the Series 2006 Bond. • The Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum and shall be subject to a Servicing Fee of one percent (1.00%) per annum based upon a 360 -day year of twelve consecutive 30 -day months compounded semiannually. The Series 2006 Bond shall be dated the date of its delivery to the Bondholder. Accrued interest and the Servicing Fee only shall be payable on each April 15 and October 15, commencing April 15, 2006, to and including October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $1,164,915.00 $200,000.00 $100,000.00 $ 864,915.00 October 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 April 15, 2010 1,164,915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 86,831.00 904,423.00 April 15, 2011 1,164,915.00 164,617.00 82,309.00 917,989.00 October 15, 2011 1,164,915.00 155,437.00 77,719.00 931,759.00 April 15, 2012 1,164,915.00 146,120.00 73,060.00 945,735.00 October 15, 2012 1,164,915.00 136,662.00 68,331.00 959,922.00 • April 15, 2013 1,164,915.00 127,063.00 63,532.00 974,320.00 Date Payment Amount Interest Servicing Fee Principal • October 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00 April 15, 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 October 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00 April 15, 2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00 October 15, 2015 1,164,915.00 76,864.00 38,432.00 1,049,619.00 April 15, 2016 1,164,915.00 66,367.00 33,184.00 1,065,364.00 October 15, 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00 April 15, 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16,962.00 1,114,028.00 April 15, 2018 1,164,915.00 22,784.00 11,392.00 1,130,739.00 October 15, 2018 1,164,909.00 11,477.00 5,738.00 1,147,694.00 The Series 2006 Bond shall be issued in the form of a single typewritten bond, registered as to both principal and interest, payable to the Bondholder, or registered assigns, as set forth • hereinafter in the bond form, and shall be numbered R06-1. Payment of principal and interest shall be by check or draft mailed by Simmons First Trust Company, N.A., as trustee in connection with the Series 2005A Bonds and the Series 2005B Bonds (the "Trustee"), to the Bondholder at its address shown on the registration books of the City which shall be maintained by the City Clerk as Bond Registrar, without presentation or surrender of the Series 2006 Bond (except upon final payment), and such payments shall discharge the obligation of the City to the extent thereof. The City Clerk or her designee shall keep a payment record and make proper notations thereon of all payments of principal and interest. Payment of principal and interest shall be in any coin or currency of the United States of America which, as at the time of payment, shall be legal tender for the payment of debts due the United States of America. When the principal of and interest on the Series 2006 Bond has been fully paid, it shall be delivered to the City Clerk and shall be canceled. Section 5. The Series 2006 Bond shall be executed on behalf of the City by its Mayor and City Clerk, and shall have impressed thereon the seal of the City. In order to pay the principal of and interest on the Series 2006 Bond and the Servicing Fee in connection therewith, there is hereby pledged all of the receipts of the Sales and Use Tax levied by the Election Ordinance. As permitted under the Trust Indenture dated as of November 15, 2005 (the "Indenture"), securing the Series 2005A' Bonds and the Series 2005B Bonds, such pledge is made on a parity basis with the existing pledge,of receipts of the Sales and Use Tax securing the payment of the Series 2005A Bonds and the Series 2005B Bonds. The levy and collection of the Sales and Use Tax shall continue until such time as the1 Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond are no longer outstanding or • sufficient funds are on deposit with the Trustee under the Indenture to redeem the c1 Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond in full. The City covenants • and agrees that all receipts from the Sales and Use Tax will be accounted for separately as special funds on the books of the City, and receipts of said Sales and Use Tax will be deposited and will be used solely as provided herein and in the Indenture. The Series 2006 Bond is not a general obligation of the City but is a special obligation, the principal of and the interest on which, and the Servicing Fee in connection therewith, are secured by a pledge of the receipts from the Sales and Use Tax. The principal of and interest on the Series 2006 Bond shall not constitute an indebtedness of the City within the meaning of any constitutional or statutory debt limitation or restriction. Section 6. The Series 2006 Bond shall be in substantially the following form, and the Mayor and City Clerk are hereby authorized and directed to make all the recitals contained therein: Registered United States of America Registered No. R06-1 $20,000,000 State of Arkansas County of Washington City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Registered Owner: ARKANSAS DEVELOPMENT FINANCE AUTHORITY Principal Amount: TWENTY MILLION DOLLARS • Know All Men By These Presents: That the City of Fayetteville, Arkansas (the "City") hereby acknowledges itself to owe, and for value received promises to pay to the order of the Arkansas Development Finance Authority, or registered assigns, but solely from the special fund provided therefor as hereinafter set forth, in lawful money of the United States of America, the Principal Amount shown above (or so much of the Principal Amount as should have been advanced as shown on the Record of Payment of Advances attached hereto), and to pay in like coin or currency interest thereon at the rate of 2.00% per annum from the date of each advance. A servicing fee of 1.00% per annum (the "Servicing Fee") shall also be payable by the City to the Arkansas Development Finance Authority or its successor in the same manner and upon the same dates as interest hereon. Interest on the unpaid balance of the total principal amount outstanding and the Servicing Fee shall be payable on April 15, 2006, October 15, 2006, April 15, 2007, October 15, 2007, April l5, 2008 and October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $1,164,915.00 $200,000.00 $100,000.00 $ 864,915.00 • October 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 Date Payment Amount Interest Servicing Fee Principal • April 15, 2010 1,164,915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 86,831.00 904,423.00 April 15, 2011 1,164,915.00 164,617.00 82,309.00 917,989.00 October 15, 2011 1,164,915.00 155,437.00 77,719.00 931,759.00 April 15, 2012 1,164,915.00 146,120.00 73,060.00 945,735.00 October 15, 2012 1,164,915.00 136,662.00 68,331.00 959,922.00 April 15, 2013 1,164,915.00 127,063.00 63,532.00 974,320.00 October 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00 April 15, 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 October 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00 April 15, 2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00 October 15, 2015 1,164,915.00 76,864.00 38,432.00 1,049,619.00 April 15, 2016 1,164,915.00 66,367.00 33,184.00 1,065,364.00 • October 15, 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00 April 15, 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16,962.00 1,114,028.00 April 15, 2018 1,164,915.00 22,784.00 11,392.00 1,130,739.00 October 15, 2018 1,164,909.00 11,477.00 5,738.00 1,147,694.00 Payments of principal and interest due hereon shall be made, except for final payment, without presentation and surrender of this bond, directly to the Registered Owner at its address shown on the registration book of the City maintained by the City Clerk as Bond Registrar, and such payments shall fully discharge the obligation of the City to the extent of the payments so made. This bond is issued for the purpose of (i) providing financing for a portion of the costs of acquiring, constructing and equipping pipelines associated with a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City (the "Project"), and (ii) paying costs of authorizing and issuing this bond, and is issued pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, including particularly Amendment No. 62 to the Constitution of the State of Arkansas ("Amendment 62") and the Local Government Bond Act, codified as Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Rep!. & 2005 Supp.) (the "Act"), and pursuant to Ordinance No. 4814 of the City, duly adopted and approved on the 3`d day of January, 2006 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing • Ordinance for the details of the nature and extent of the security and of the rights and obligations of the City and the Registered Owner of this bond. 6 This bond may be assigned only upon the written approval of the Arkansas Natural • Resources Commission (the "Commission"), and in order to effect such assignment, the assignor shall promptly notify the City Clerk by registered mail, and the assignee shall surrender this bond along with a written assignment and written approval of the Commission to the City Clerk for transfer on the registration records. Every assignee shall take this bond subject to all payments and prepayments of principal and interest (as reflected on the Payment Record maintained by the City Clerk or her designee) prior to such surrender for transfer. Following payment in full of the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), the outstanding principal of this bond shall be prepaid by the City from time to time with receipts of the Sales and Use Tax (defined below) in excess of amounts needed to make scheduled payments of the principal, interest and Servicing Fee hereon and on the Series 2005A Bonds. Further, on and after October 15, 2016, this bond may be prepaid at the option of the City from funds from any source, in whole but not in part, at a prepayment price equal to the principal amount outstanding, plus accrued interest and the Servicing Fee to the prepayment date. Notice of any prepayment, whether mandatory or optional, shall be given to the registered owner of this bond at least 90 days prior to the prepayment date. Such notice shall be in writing mailed to the address of the registered owner of this bond at the address appearing on the bond registration records maintained by the City Clerk. This bond does not constitute an indebtedness of the City or the State of Arkansas within the meaning of any constitutional or statutory limitation or provision, and, except with respect to receipts generated from the Sales and Use Tax, the taxing power of the City is not pledged to the payment of the principal of and interest on this bond. • This bond is not a general obligation of the City, but is a special limited obligation payable solely from the receipts of a special City-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"). In this regard, the pledge of Sales and Use Tax receipts is made on a parity basis with the prior pledge of such receipts securing (i) the City's Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Pursuant to the Trust Indenture dated as of November 15, 2005 (the "Indenture), under which the Series 2005A Bonds and the Series 2005B Bonds are issued and secured, an amount of Sales and Use Tax receipts sufficient to pay principal and interest on this bond as due shall be set aside monthly in a special fund created for that purpose identified as the Bond Fund. Reference is made to the Indenture for a detailed statement of the nature and extent of the security, and the rights and obligations of the City and registered owner of this bond. This bond is issued with the intent that the laws of the State of Arkansas will govern its construction. No recourse shall be had for the payment of the principal of or premium, if any, or interest on this bond or for any claim based thereon or upon any obligation, covenant, or agreement contained in this bond or in the Authorizing Ordinance against any past, present or future alderman, officer or employee of the City, or any alderman, officer or employee of any successor of the City, as such, either directly or through the City or any successor of the City, under any rule of law or equity, • statute, or constitution or by the enforcement of any assessment or penalty or otherwise, and all such 7 I • • liability of any such alderman, officer or employee as such is hereby expressly waived and released as a condition of and consideration for the issuance of this bond. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of Arkansas to exist, happen and be performed precedent to and in the issuance of this bond do exist, have happened and have been performed in due time, form and manner as required by law; that the indebtedness represented by this bond does not exceed or violate any constitutional or statutory limitation of indebtedness; and that provision has been made for the payment of the principal of and interest on this bond, as provided in the Authorizing Ordinance. IN WITNESS WHEREOF, the City of Fayetteville, Arkansas has caused this bond to be executedin its name by the manual signatures of its Mayor and City Clerk, thereunto duly authorizes and its corporate seal to be affixed hereto, all as of the 3r° day of January, 2006. ATI By: CITY OF a0*0,;pis-0. 'G\1y s :�� By: SONDRA SMITH, City Clerk REGISTRATION CERTIFICATE ARKANSAS Date of Registration Name of Registered Owner Signature of City Clerk Arkansas Development Finance Authority RECORD OF PAYMENT OF ADVANCES • Date of Advance* Amount of Advance Total Principal Outstanding Signature of Vice President of Arkansas Development Finance Authority *The date of each advance shall be the interest commencement date from which the principal • amount of such advance bears interest and from which the Servicing Fee is calculated. Section 7. All of the terms and provisions of the Indenture, as now in effect, except for those provisions clearly inapplicable hereto or in direct conflict herewith, including, without limitation, those terms and provisions pertaining to the receipt, investment and handling of Sales and Use Tax receipts, are hereby made applicable hereto and incorporated by reference as though fully set forth herein. The effect of the foregoing sentence shall be to continue the applicable provisions in full force and effect until the Series 2006 Bond is paid, or provision made therefor, even after payment of the Series 2005A Bonds and the Series 2005B Bonds. Section 8. The City shall assure that (i) not in excess of 10% of the proceeds of the Series 2006 Bond is used for Private Business Use (as defined below) if, in addition, the payment of more than 10% of the principal or 10% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly secured by any interest in property used or to be used for a Private Business Use or in payments in respect of property used or to be used for a Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or borrowed moneys used or to be used for a Private Business Use; and (ii) that, in the event that both (A) in excess of 5% of the proceeds of the Series 2006 Bond are used for a Private Business Use, and (B) an amount in excess of 5% of the principal or 5% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly, secured by any interest in property used or to be used for said Private Business Use or in payments in respect of property used or to be used for said Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or borrowed money used or to be used for said Private Business • Use, then said excess over said 5% of proceeds of the Series 2006 Bond G,] used for a Private Business Use shall be used for a Private Business Use related to the governmental • use of the Project. The City shall assure that not in excess of 5% of the proceeds of the Series 2006 Bond are used, directly or indirectly, to make or finance a loan to persons other than state or local governmental units. As used in this Section, "Private Business Use" means use directly or indirectly in a trade or business carried on by a natural person or in any activity carried on by a person other than a natural person, excluding, however, use by a state or local governmental unit and use as a member of the general public. Section 9. Installments of principal and interest on the Series 2006 Bond shall be prepayable prior to maturity as provided in the form of the Series 2006 Bond set forth in Section 6 of this Ordinance. Section 10. So long as the Series 2006 Bond is outstanding, the City shall not issue or attempt. to issue any bonds or other indebtedness having or claimed to be entitled to a pledge of the Sales and Use Tax receipts on a priority or parity basis with the lien thereon securing the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond. Section 11. It is covenanted and agreed by the City with the Bondholder and the Commission that it will faithfully and punctually perform all duties with reference to the System required by the Constitution and laws of the State of Arkansas and by this Ordinance, including, • without limitation, the making and collecting of reasonable and sufficient rates lawfully established for services rendered by the System and the segregating of System revenues. The City covenants and agrees that the Bondholder shall have the protection of all the provisions of the Local Government Bond Act, the Indenture and this Ordinance, and that the City will diligently proceed to enforce those provisions to the end of the Bondholder realizing fully upon its security. If the City shall fail to proceed within thirty (30) days after written request shall have been filed by the Bondholder or the Commission, the Bondholder or the Commission may proceed to enforce all such provisions. If there be any default in the payment of the principal of or interest on the Series 2006 Bond, or if the City defaults in any Bond Fund requirement described in the Indenture or in the performance of any of the other covenants contained in this Ordinance or in the Bond Purchase Agreement, the Bondholder and the Commission (with respect to covenants contained in the Bond Purchase Agreement) may, by proper suit, compel the performance of the duties of the officials of the City under the laws of the State of Arkansas. No remedy herein conferred upon or reserved to the Bondholder is intended to be exclusive of any other remedy or remedies herein provided or provided by law, and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or given by law. No delay or omission of the Bondholder to exercise any right or power accrued upon any default shall impair any such right or power or shall be construed to be a waiver of any default or an acquiescence therein; and every power and remedy given by this Ordinance to the Bondholder may be exercised from time to time and as often as may be deemed expedient. C Ll No waiver of any default shall extend to or affect any other existing or any subsequent • default or defaults or impair any rights or remedies consequent thereon. Any costs of enforcement of the Series 2006 Bond or of any provision of this Ordinance, including reasonable attorney's fees, shall be paid by the City. The Bondholder may enforce all rights and exercise all remedies available to the Bondholder in the event the Servicing Fee is not paid when due. Section 12. When the Series 2006 Bond has been executed by the Mayor and City Clerk and the seal of the City impressed thereon as herein provided, it shall be delivered to the Bondholder upon the payment of all or a portion of the purchase price in accordance with the Bond Purchase Agreement. The purchase price shall be deposited, as and when received, in a special account of the City hereby created in a bank that is a member of the Federal Deposit Insurance Corporation and designated the "2006 Wastewater Construction Fund" (the "Construction Fund"). The moneys in the Construction Fund shall be used for accomplishing the Project, paying or reimbursing expenses incidental thereto and paying the expenses of issuing the Series 2006 Bond approved in accordance with the Bond Purchase Agreement. Payments from the Construction Fund shall be by check or voucher signed by the City Clerk or her designee, and drawn on the depository. Each such check or voucher shall briefly specify the purpose of the expenditure. When the Project has been completed and all required expenses paid and expenditures made from the Construction Fund for and in connection with the accomplishment of the Project and the financing thereof, this fact shall be evidenced by a certificate signed by the City Clerk or her designee, and by the consulting engineer, which certificate shall state, among other things, the date of the completion and that all obligations payable from the Construction Fund have been discharged. A copy of the certificate shall be filed with the depository bank, the Bondholder and the Commission. • Disbursements shall be made by the Bondholder for costs of the Project pursuant to written Disbursement Requests as provided in the Bond Purchase Agreement. Section 13. The terms and provisions of this Ordinance shall constitute a binding contract among the City, the Bondholder and the Commission, and no variation or change in the undertaking herein set forth shall be made while the Series 2006 Bond is outstanding unless consented to in writing by the Bondholder and the Commission. Section 14. The City covenants and agrees that it will maintain the System in good condition and operate it in an efficient manner and at reasonable cost. The City agrees to keep proper records, books and accounts relating to the operation of the System, which shall be kept separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the operation of the System in accordance with generally accepted government accounting standards. Such books shall be available for inspection by the Bondholder and the Commission, or the agent or the representative of either, at reasonable times and under reasonable circumstances. The City agrees to have these records audited annually. If requested, the City agrees to furnish the audit report with respect to the System to the Bondholder and the Commission. The City also agrees that it will furnish to the Bondholder and the Commission on or before 30 days after the end of each fiscal year, if requested, a statement showing (i) total receipts of the Sales and Use Tax during such fiscal year, (ii) the application of such receipts to pay the principal of • and interest on the Series 2005A Bonds and the Series 2005B Bonds, and (iii) the application of such 11 receipts to pay the principal of and the interest on the Series 2006 Bond and the Servicing Fee with • respect thereto. Section 15. The City agrees that the Bondholder may pledge the Series 2006 Bond as security for the payment of its wastewater system revolving loan fund revenue bonds (the "ADFA Bonds"), and the trustee or municipal bond insurer for the ADFA Bonds may exercise any rights or remedies available to the Bondholder under this Ordinance or the Bond Purchase Agreement while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured. In addition, the City agrees that while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured, copies of all financial information relating to the City, the System and the Sales and Use Tax receipts shall be furnished to the trustee and/or the municipal insurer for the ADFA Bonds. Section 16. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized and directed to do any and all things necessary to effect the issuance, sale, execution and delivery of the Series 2006 Bond and to effect the execution and delivery of the Bond Purchase Agreement, and to perform all of the obligations of the City under and pursuant thereto. The Mayor and the City Clerk are further authorized and directed, for and on behalf of the City, to execute all papers, documents, certificates and other instruments that may be required for the carrying out of such authority or to evidence the exercise thereof. Section 17. Kutak Rock LLP, Little Rock, Arkansas, is hereby appointed to act as Bond Counsel on behalf of the City in connection with the issuance and sale of the Series 2006 Bond. Section 18. The provisions of this Ordinance are hereby declared to be severable, and if • any section, phrase or provision shall for any reason be declared to be illegal or invalid, such declaration shall not affect the validity of the remainder of the sections, phrases or provisions of this Ordinance. Section 19. All ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. PASSED and APPROVED this 3r° day of January, 2006. APPROVED: ;FAYLIIEVILLE; ? By: ATTEST: By: SONDRA SMITH, City Clerk • 12 • � � 1 11 1 • I City Council Meeting Minutes January 3, 2006 Page! of 22 • Aldermen Ward I Position I - Robert Reynolds Mayor Dan Coody ® - Ward I Position 2 - Brenda Thiel i 7aye t� � e Ward 2 Position I - Rolex K. Rh Cook City Attorney Kit Williams Ward 2 Position 2 - Don Marr Ward 3 Position I - Robert K. Rhoad≤ City Clerk Sondra Smith Ward 3 Position 2— Robert Ferrell ARKANSAS Ward 4 Position 1 - Shirley Lucas Ward 4 Position 2 - Lioneld Jordan City of Fayetteville Arkansas City Council Meeting Minutes January 3, 2006 A meeting of the Fayetteville City Council was held on January 3, 2006 at 6:00 PM in Room 219 of the City Administration Building located at 113 West Mountain Street, Fayetteville, Arkansas. Mayor Coody called the meeting to order. PRESENT: Alderman Reynolds, Thiel, Cook, Marr, Rhoads, Ferrell, Lucas, Jordan, • Mayor Coody, City Attorney Kit Williams, City Clerk Sondra Smith, Staff, Press, and Audience. Pledge of Allegiance A Letter of Commendation to the City of Fayetteville and its citizens for their commitment to protect and preserve the water resources of NW Arkansas and NE Oklahoma was given by Mr. Ed Fite of the Oklahoma Scenic Rivers Commission. Mayor.Coody: Tonight we have Ed Fite with us from the Oklahoma Scenic Rivers Commission. We arevery pleased to have you here. Ed Fite: I've also brought with me this evening our Board Chairman Rick Stubblefield who was elected to the board and is the chairman. Mayor Coody I don't know were to begin. I said for long long time that I probably was the most despised individual in Fayetteville in the 1980's through the conflict the community had with the State of Oklahoma over the wastewater issue and the Illinois River. Tonight I'm here with the chairman to commend the City of Fayetteville, yourself, the Alderman, your staff, and particularly the citizens for the job you've been doing in recent years. It's hard to stand before this group and not be embarrassed about years in the past, but as we have worked together since 1996. The City of Fayetteville has been nothing but a full partner, fully open, available to discuss our concerns and alternatives that have been suggested, • and we cannot say thank you enough. I'd like to yield the floor to the chairman if I may he has,a letter he'd like to read into the record and then present it to you. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org org City Council Meeting Minutes January 3, 2006 Page 2 of 22 Mayor Coody: Thank you very much Mr. Stubblefield it's good to have you here tonight. Welcome to Fayetteville and welcome to the City Council meeting. • Rick Stubblefield: Thank you Mr. Mayor. Mr. Mayor and esteem members of the Council I'd like to read to you the letter the 12 members of the Oklahoma Scenic Rivers Commission approved to be sent to you. Mayor Coody on behalf of the entire Oklahoma Scenic Rivers Commission we want to thank you and the City of Fayetteville for your commitment to improving water quality in the Oklahoma scenic rivers. The Oklahoma Scenic Rivers Commission sincerely appreciates your support for our goal of restoring Oklahoma's treasured scenic rivers. Please know that we sincerely appreciate the financial investment that Fayetteville will under take in its effort to employ advanced phosphorus control at its new wastewater treatment facility just as it has over the past decade in controlling phosphorus from its existing facility. Particularly in a time of conflict between our states it is encouraging to have good neighbors like the City of Fayetteville as we endeavor to achieve our mutual goal of protecting and restoring the irreplaceable water resources of Northeast Oklahoma and Northwest Arkansas. Again OSRC commends the City of Fayetteville for its commitment and financial resources and we look forward to your continued involvement as significant stake holders in our effort to restore Scenic Rivers. Through mutual cooperation we anticipate continued progress and improving water quality in our scenic rivers over the coming years. Thank you Mr. Mayor. Mayor Coody: Thank you Rick. I'd like to say to you and Ed thank you for your help too. Arkansas and Oklahoma had been at odds for decades. I think we have even been to the US Supreme Court and not as friendly partners so times really have changed. It was just as much a . credit to you and your organization to work with Fayetteville because honestly we were in a precarious position we needed your help and you were there to help us. We appreciate Oklahoma very much. We want to build on this good partnership because we want to maintain a good friendship. We've gotten to know a bunch of good people in Oklahoma that we considerto be friends and we couldn't be more pleased with your efforts in keeping the nations rivers pristine right along with us as best we can. Thank you both and please give your commission our deep gratitude and appreciation. I would like to send a letter back to them in response to this. Thank you both very much for coming all the way over here from Oklahoma to deliver this to us tonight. ' CONSENT: Approval of the November 15 and December 6, 2005 City Council meeting minutes. The November 15, 2005 minutes were removed from the agenda. The December 6, 2005 minutes were approved. Arkansas Aviation Technology Center: A resolution granting the City of Fayetteville's consent to the assignment of a Hanger Lease from the Northwest Arkansas Aviation Technologies Center to North West Arkansas Community College. • Resolution No. 01-06 as Recorded in the Office of the City Clerk. Community Access Television, Inc: A resolution approving a contract in the amount of $93,000.00 with Community Access Television, Inc., to operate the Public Access Television Channel throughout 2006. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 3 of 22 Resolution No.02-06 as Recorded in the Office of the City Clerk. • Downing Sales and Service Bid Award #05-82: A resolution awarding bid #05-82 to Downing Sales and Service for the purchase of two (2) Side Load Solid Waste Collection Trucks in the amount of $397,908.00. Resolution No. 03-06 as Recorded in the Office of the City Clerk. Equipment Resource Management — Asphalt Roller Equipment: A resolution approving the purchase of one (1) Large Double Drum Vibratory Asphalt Roller from Equipment Resource Management in the amount of $128,490.00 for the use by the Transportation Division; and approving a budget adjustment. Resolution No. 04-06 as Recorded in the Office of the City Clerk. Barloworld Freightliner of Springdale Tri-Axle Dump Truck Purchase: A resolution awarding Bid #05-80 to Barloworld Freightliner of Springdale for the purchase of one (1) Tri-Axle Dump Truck in the amount of $95,941.00 for the use by the Transportation Division. Resolution No. 05-06 as Recorded in the Office of the City Clerk. Barloworld Freightliner of Springdale Tandem Axle Dump Truck Purchase: A • resolution awarding Bid # 05-73 to Barloworld Freightliner of Springdale for the purchase of One (1) Tandem Axle Dump Truck in the amount of $90,233.00 for use by the Water and Sewer Division. Resolution No. 06-06 as Recorded in the Office of the City Clerk. Downing Sales and Service Bid # 05-81: A resolution awarding Bid # 05-81 to Downing Sales and Service for the purchase of two (2) Front Load Solid Waste Collection Trucks in the amount of $368,888.00. Resolution No.07-06 as Recorded in the Office of the City Clerk. Interlocal Agreement with Washington County for Jail Services: A resolution adopting an amendment to the Interlocal Agreement between the City of Fayetteville, Arkansas and Washington County, Arkansas for jail services. Resolution No.08-06 as Recorded in the Office of the City Clerk. Alderman Jordan moved to approve the Consent Agenda with the November 15, 2005 City Council meeting minutes removed. Alderman Reynolds seconded the motion. Upon roll call the motion passed unanimously. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayettevi I Ie.org UNFINISHED BUSINESS: City Council Mating Minutes January 3, 2006 Page 4 of 22 • ADM 05-1657 (Mt. Seauovah South Rezonine): An ordinance rezoning that property described in Rezoning Petition RZN 05-1657 as shown in Exhibit "A" generally located north of Huntsville Road, east of Willow Avenue, south of Rock Street and west of Lyton Avenue from RMF-24 Residential Multi -Family 24 units per acre to RSF-8 Residential Single Family 8 units per acre. This ordinance was left on the First Reading at the December 6, 2005 City Council meeting. This ordinance was Tabled at the December 6, 2005 City Council meeting to the January 3, 2006 City Council meeting. Alderman Reynolds moved to suspend the rules and go to the second reading. Alderman Thiel seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Tim Conklin Planning Development: Staff sent a letter out to each of the property owners on December 27, 2005. We have had several phone calls today with regard to the latest request I have placed in front of you, the current map showing the RSF-4 and RSF-8. With regard to that in the letter that we sent out we stated there would be an opportunity for public comment this evening and also that this would be left on a second reading until the January 17, 2006 meeting due to the holidays. Staff would be more comfortable if you leave it on a second reading this evening and that way if people are getting back from going out of town they'll have an opportunity to contact us. I just wanted to inform you of where we are at. Thank you. • Mayor Coody: Are there any questions for staff. Yes Madam. Alderman Thiel: We don't need to make an amendment yet on this we are waiting until we make sure everyone is okay with this? Tim Conklin: I would hold off. We've had several calls today and we made some changes just in the last couple of hours which is the latest map that you have. There could be additional changes with in the next 2 weeks. Alderman Thiel: Are any of the changes on this just between the RSF-4 and RSF-8? Tim Conklin: There was one property owner that requested to be left as RMF-24 adjacent to the larger piece on Rock Street, and so that was the change that was made this evening. Alderman Ferrell: At the next meeting Tim, will you give us a total of how many people have contacted you concerning this and their change. Tim Conklin: Certainly. Alderman Ferrell: Thank you. • Tim Conklin: We did send out letters with certified mail and returned receipt. Mayor Coody: Yes madam. Alderman Thiel: You do realize this was a petition drive? 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayettevilie. org City Council Meeting Minutes January 3, 2006 Page 5 of 22 Alderman Ferrell: Yes. • Alderman Thiel: Everyone that signed wanted to be on this. Alderman Ferrell: I read that there were some people that changed there minds. Alderman Thiel: They changed there minds because they wanted RSF-4, but we didn't consider taking in any that didn't sign. Tim Conklin: Certainly, I can get you a number of people that contacted us. Mayor Coody: Any other questions for the staff on this right now. Anyone from the public want to address us on this issue? Fran Free: My name is Fran Free and I live at 44 South Mashburn Avenue. This is my neighborhood, and this is our petition drive that we started eleven months ago. So I'm really thankful that you all are considering this tonight it's been quite a process. I just wanted to thank you all for this. Mayor Coody: Alright thank you very much. Anyone else want to address us on this? Alright we're going to leave this on the second reading. Is there any other comment? This ordinance was left on the second reading. • Reserve LLC - Cost -Share Agreement: An ordinance waiving the requirements of formal competitive bidding and approving a cost -share agreement with Reserve, LLC in an amount not to exceed $798,963.44 for the widening of Rupple Road and Persimmon Street adjacent to the Mountain Ranch Development; and approving a budget adjustment in the amount of $577,453.00. This ordinance was left on the First Reading at the December 20, 2005 City Council meeting. Alderman Ferrell moved to suspend the rules and go to the second reading. Alderman Rhoads seconded the motion. Upon roll call the motion failed 4-4. Alderman Mart, Rhoads, Ferrell and Cook voting yes. Alderman Lucas, Jordan, Reynolds and Thiel voting no. Alderman Jordan moved to table the ordinance to the January 17, 2006 City Council meeting. Alderman Lucas seconded the motion. Upon roll call the motion to table passed unanimously. This ordinance was tabled to the January 17, 2006 City Council meeting. Mayor Coody: Is there anyone here that would like to comment on this particular item? • Sharon Davison: Good evening everyone I am Sharon Davison and I did want to calmly address you about this tonight, and I'd like to start out with thanking you all for the job you do. It is difficult sometimes to work out win win for every one. Sometimes there are unhappy losers. I understand it's hard to make decisions. Sometimes you're tom between what you see, what people ask you to do, and what staff recommends for you to do. I would like for you to carefully 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 6 of 22 reconsider any staff recommendation of paying a penny for this particular road. This is a very huge issue it's a huge issue for us and what we will allow a person and or their representative to • come up here and say they will do, and then later on it's a whole new deal. I do not agree with staff that we should sweep this under the rug. We knew part of your whole hesitation. The road was a big deal, I think it persuaded folks who were going to be more cautious and who were going to wait until this sewer was a little more close at hand, not to mention the traffic and all. I believe ypu all as well as other people heard this same offer repeated that is what concerns me. It was not a one time, it was not a slip up of the tongue, it was an offer made here and an offer made at a Ward 4 meeting, where good ole folks believed what they heard. Because they did have a respectable member of a legal community telling them as the representative paid for by the developer. I personally had nothing against Bob Estes he was always very very polite to me when he sat on our Planning Commission. I will close with it is not right to let a developer come in here and demand a road when he offered to pay for a road not a cost share. Please folks hold the developer and their lawyer representatives accountable, do not pay $800,000.00 for their road. Mayor Coolly: Thank you very much. Is there anyone else that would like to address on this issue tonight? Fred Turpentine, Fayetteville Public Schools Physical Plant Director: We're building a K-7 school that's processing quit nicely. We hope to move in in August and that's only about 8 months away. We are very much hopeful that the City Council will approve this cost share so we can move along and see kids in there in the fall. Thank you. • Mayor Coody: Anybody else like to address us on this? I'm going to close the public comment. Mr. Terminella is out of the country right now on vacation and we have discussions on a way that I hope we can bring the warring parties together to make this work. It's best for every body if we can put together a win win situation to where we don't have the expense. I think we are working to bring something to the Council that the Council will like. C-PZD 05-1704 First Baptist Church: An ordinance establishing a Commercial Planned Zoning District titled C-PZD 05-1704 First Baptist Church, located at 20 East Dickson Street, 325 and 321 North College Avenue, and 350 and 354 North Highland Avenue, containing approximately 4.08 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. This ordinance was left on the Second Reading at the December 20, 2005 City Council meeting. Alderman Reynolds moved to suspend the rules and go to the third and final reading. Alderman Ferrell seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Jeremy Pate: One of the questions at the last City Council meeting was how many parking spaces are existing on the property, that total is 184. Most of the parking lot there is non- • conforming in that there's not the green space required with a standard parking lot so you don't have landscape islands and things of that nature that are shown on the site plans. So with the reduction of some of those spaces for landscaping as well as the addition of the offices and space that they are proposing that would result in 167 spaces that are noted in the site plans. So there would be a net decrease of approximately 15 to 17 spaces. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayettev ille.org City Council Meeting Minutes January 3, 2006 Page 7 of 22 Mayor Coody: Are there any questions for staff on this? • Alderman Marr: How many structures are being removed for parking? Jeremy Pate: I don't believe there are any structures being removed. Thad Kelly with Cromwell: We're not really removing any structures. There is a small sales office that will be removed. We're adding on to the existing side of the Goff McNair building and adding on to the existing church. We are building back out into some of the parking area. Alderman Marr: Thank you I just wanted that for the record. Mayor Coody: Any other questions or comments for the petitioner? Randy Murphy with Cromwell: A house will also be removed to accommodate the new parking area that at the present time is not a parking area. Jeremy Pate: It is to the far west of the site. Alderman Marr: Is that the one next to Nationwide? Randy Murphy: Yes. • Mayor Coody: Are there any other questions for the petitioners? Anyone from the public want to comment on this? Alderman Marr: I think this is a great project, very attractive, keeps our churches downtown, and allows them to continue to expand. I haven't heard anything negative from any of members from Ward 2 about this project. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4812 as Recorded in the Office of the City Clerk Randy Murphy: There is item 10 from the Planning Commission in their recommendation for approval that describes the condition, the proposed 110 foot right of way for College Avenue and the Master Street Plan. The church is very concerned that with that remaining on the plan it leaves the church open in the future for further discussion about this matter. Mayor Coody: I believe that the Master Street Plan is up for discussion very soon with the Street Committee and I don't think that the 110 foot right of way requirement will stand. I think it's going to be moderated to something you will be able to live with much more easily. Randy Murphy: The church is very concerned that this is a public issue and will be a part of • the public record. Mayor Coody: This is an ongoing conversation and it's about to come to a close very soon and I think. you'll be pleased with the out come. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 8 of 22 Alderman Thiel: In my packet it reduces it from a 55 foot right-of-way to the requested 30 foot right- of -way. • Jeremy Pate: A separate resolution is required to do that for a lesser dedication or a Master Street Plan Amendment. We typically take those to Planning Commission and the Street Committee and the City Council with a review of development project. Alderman Thiel: Okay. Thank you. Mayor Coody: How far will the 60 foot right-of-way come from their existing front door on College Avenue? Jeremy Pate: I believe the 60 foot right-of-way is what is current at that location right now. Mayor Coody: So the existing sidewalk is in the right-of-way? Jeremy Pate: Part of it is. Mayor Coody: Okay. So that would be about the whole thing then. I'm sure the church will work with us if we needed to clear that up and make any kind of modifications just on the sidewalk there. • R-PZD 05-1734 Paradise Point: An ordinance establishing a Residential Planned Zoning District titled R-PZD 05-1734, Paradise Point, located west of Crossover, south of Joyce Boulevard, containing approximately 1.55 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. This ordinance was left on the Second Reading at the December 20, 2005 City Council meeting. Alderman Rhoads moved to suspend the rules and go to the third and final reading. Alderman Lucas seconded the motion. Upon roll call the motion passed 7-0. Alderman Ferrell was absent during the vote. City Attorney Kit Williams read the ordinance. Mayor Coody: Staff do you have any comments on this? Jeremy Pate: One of the issues discussed at the last meeting is to try to have these be more consistent, please let me know if they're not. There should be elevations in the packet. Alderman Thiel: Thank you Jeremy. Jeremy Pate: Yes ma'am. Mayor Coody: Any questions or comments for staff on this? Anyone from the public have any • comments or questions on this item before us tonight? I'm going to close this to public comment. Alderman Cook: I'm still a little confused about the secondary access on the back side. There is just going to be one access on 265. How useful will this access be? 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayettevi I le.org City Council Meeting Minutes January 3, 2006 Page 9 of 22 Jeremy Pate: This will be a full accessible cross access, much like a restaurant or any other commercial development we require to have a cross access point so you do not have to get on a • main street to get there, you can have cross access between those points. We did recommend that as a condition of approval of the project that an access be gained to the north so that access onto 265 would not be the sole means of access for this development. This will help with the property to the north it will allow them cross access as well. So it will be full open access. It will be much like an extension of a driveway. Mayor Coody: Any other questions or comments from the council? Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4813 as Recorded in the Office of the City Clerk 2006 Bond Purchase Agreement - Wastewater Treatment Facility: An ordinance authorizing the issuance and sale of not to exceed $20,000,000 of a Sales and Use Tax Capital Improvement Bond, Series 2006, by the City of Fayetteville, Arkansas for the purpose of financing a potion of the costs of acquiring, constructing and equipping pipelines in connection with a new Wastewater Treatment Facility and related sewerage improvements; providing for the payment of the principal of and interest on the Series 2006 Bond; authorizing the execution and delivery of a Bond Purchase Agreement providing for the sale of the Series 2006 Bond; authorizing the • execution and delivery of a Continuing Disclosure Agreement ; and prescribing other matters relating thereto. This ordinance was Tabled at the December 20, 2005 City Council meeting to the January 3, 2006 City Council meeting. City Attorney Kit Williams read the ordinance. Gordon Wilbourn: Let me say just a few words in my defense on this. Unlike your other bonds there's no trust indenture on these deals so these are the terms that would normally be in an indenture. This is a form that's prescribed by the Arkansas Natural Resources Commission and everything you need to govern a bond is in the ordinance. That is the reason for its length and I do apologize for that. Mayor Coody: Thanks Gordon. Do we have any questions for Mr. Wilbourn? Alderman Ferrell: I'm just trying to understand this. I think we have collected more sales tax in the past on redeeming some of these bonds but it says any excess sales tax goes to pay these off. Does the city report that to the bonding fund? How does that work? Gordon Wilbourn: All the collections are going to the bond trustee on your other bonds and the agreement with the other deal and now with the Arkansas Natural Resources Commission is you will use those first to pay your 2005 B bonds, which are the longer bonds. Then these bonds and then in theory the 2005 A, but they're the short end. That won't every happen they'll be gone • by the time you get to them. But in concept that's what you would do. Alderman Ferrell: So the trustee just does it? Gordon Wilbourn: Right. The trustee does that and sends out the notices of redemption. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January3, 2006 Page l0 of 22 Alderman Ferrell: Thank you. • Mayor Coody: Any other questions for Mr. Wilbourn? Thank you very much, thank you for coming tonight. Anyone in the audience have any questions or comments about this? I will close it to public comment. Any questions from the council? ' Alderman Marr moved to suspend the rules and go to the second reading. Alderman Ferrell seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Alderman Jordan moved to suspend the rules and go to the third and final reading. Alderman Ferrell seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Mayor. Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4814 as Recorded in the Office of the City Clerk John D. Lindsey, LLC. Condemnation: A resolution authorizing the City Attorney to seek • condemnation and possession of certain lands owned by John D. Lindsey, LLC. This resolution was Tabled at the December 20, 2005 City Council meeting to the January 3, 2006 City Council meeting. Mayor Coody: I would like to ask the Council to table this. I have asked the engineers to look at this again because it looks to me as if there may be a way to accomplish the land owner's goal of routing the line away from the parking lot and accomplishing our goals at the same time. Ray Green: I appreciate the additional consideration of it. We only want to find the best solution. Mayor Coody: Mr. Head said you all would be willing to grant us the right-of-way. Ray Green: We'll be very cooperative. Mayor Coody: Anything else? Alderman Marr: Any idea how long it will take before you come back with something? Mayor Coody: Mr. White is here and David Jurgens. Do either of you have a comment on how long it might take before we can have some reasonable assessment of what the possibilities are? • David Jurgens: I would expect an assessment of different alternatives and prices probably within 2 weeks. I'm not sure how long it will take to get an answer back regarding the Corp permit. If we could run the straight line it would require working in the flood way itself. I hope to have that answer by the end of the week. We should have a response within 2 weeks. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page!! of22 Mayor Coody: Because it's in the edge of the flood way it might not be very easy to get Corp approval, but if we can we might be able to make this work. • David Jurgens: Yes sir. Alderman Thiel: At our tour that was one of our concerns that this could take up to 4 months to get Corp approval. David Jurgens: Yes ma'am and I haven't been able to get with the Corp and have not had the opportunity to have our environmental consultant come up and look at it and see exactly what modifications it's going to take to the Corp permit. Before we know what modifications are required, because well be working in the flood way, I can't give the estimate on how long it will take but I think he'll be able to make it up within the next couple of weeks. Alderman Thiel: So in two weeks we'll have an estimate of how long this is going to prolong. David Jurgens: We will know what kind of delay going back to the Corp might require. Alderman Thiel: Okay. Kit Williams: Would we know at that point and time that it would be approved? David Jurgens: We would not have approval within two weeks. What we would have is an • estimate of how long it would take to obtain that approval from the Corp. Kit Williams: Would we have some indication that would be approved eventually? David Jurgens: I wouldn't want to commit to that. Mayor Coody: Once we get some engineering estimates and some drawings done where we have something to actually show the Corp, then we'll see what we're talking about because this may be a way that we can solve everyone's problem. Anything else? Alderman Marr: I'm all for working with people but it concerns me on a project that's had time issues to not pursue things that have the possibility of delaying it. I just want to make it clear that I'm not excited about a long delay. Alderman Thiel: I agree with what Don said. Mayor Coody: We all have the same concerns. I think that this conversation has been going on a long time before the petitioner raised questions about it. Had the questions been raised earlier from what I understand we could have had this conversation quite a while back. Alderman Lucas: All the others we said negotiations could be continued after we voted on it. Can that be the case with this one? I'm not an engineer, I'm going to go along with whatever is • suggested as the appropiate way. I don't see why we should delay. Mayor Coody: We could if you want to go ahead and approve this condemnation we'd be condemning something that we might not need. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Mating Minutes January 3, 2006 Page 12 of 22 Kit Williams: I'd prefer to give it a couple weeks and have a follow up report from David Jurgens before we pass the resolution. That doesn't end all negotiations but I think as a gesture of • good faith it would be good to postpone this a couple weeks. David Jurgens: This sewer line between North Street and Gregg Avenue lift station is the one on the west side that has the shortest construction time. This is the one that has the longest lead time, all of the others sewer lines have already advertised for bid. So in the time line that I'll bring forward in two weeks, with the Corp estimate for how long it takes to get modifications to the permit, I will identify if it is expected to create any delays in the overall project. So that will be part of the package to let you know if we think it will cause any delay to the entire project. , Alderman Reynolds: Could you make sure we get a letter in the mailbox from the Corp telling us when they can do it? David Jurgens: I can't promise that. We've had a very difficult time getting letters from the Corp and we have not had the ability to force them to produce letters. So I couldn't commit to that because it s beyond my ability to directly promise. Mayor Coody: The first step is to find out what the possibilities are. David Jurgens: The first step is to identify the plan, have our environmental consultant put together the Corp permit request, have him look at, walk it and then find out what we would need as a modification to the permit and get his feel for it. • Mayor Coody: Alright anything else? Alderman Ferrell moved to table the ordinance to the January 17, 2006 City Council meeting. Alderman Reynolds seconded the motion. Upon roll call the motion to table passed 7-1. Alderman Marr, Rhoads, Ferrell, Lucas, Jordan, Reynolds and Thiel voting yes. Alderman Cook voting no. This ordinance was tabled to the January 17, 2006 City Council meeting. NEW. BUSINESS: R-PZD 05-1776 Wedinaton Circle: An ordinance establishing a Residential Planned Zoning District titled R-PZD 05-1776, Wedington Circle, located north of Wedington Drive (Hwy 112 Spur) and west of Garland Avenue, containing approximately 6.13 acres; amending the official zoning map of the City of Fayetteville; and adopting the associated Master Development Plan. City Attorney Kit Williams read the ordinance. Jeremy Pate: Jeremy gave a brief description of the project. Staff is recommending approval of this ordinance, there were several findings. The Planning Commission voted 8-0 in favor of • staff's findings. Alderman Thiel: Seven percent of this is going to be commercial? What is going to ,be commercial? 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 13 of 22 Jeremy Pate: It's typically the bottom story or bottom floor. • Alderman Thiel: This will be along Wedington? Jeremy Pate: When the highway department expanded Wedington they took a lot of right-of- way in this area, that right-of-way cannot be vacated, it is something that the highway department uses to tow their slope, so that will not be utilized. So there's really not a lot of retail frontage for this project. It's my understanding a lot of that will be along this primary street that goes from James to Wedington along that area. I think the plan is to have more of a mixed use sort of an integrated within the over all development. There will be underground parking as well. Alderman Thiel: I assume that the access road is a private drive? Jeremy Pate: It is. Alderman Thiel: So they won't have access to that? Jeremy Pate: What they've shown there is the potential for a cross access. That would have to be worked out in detail and permission given by that property owner. Hopefully that can be worked out because again that would provide another means of access ingress and egress. The slope has a lot to do with it as well because that's a pretty steep slope coming in off of Wedington to the north. • Alderman Thiel: Okay. Thank you. Mayor Coody: Any other questions of comments. Yes sir. Alderman Jordan: My concern is coming out on Wedington there's no way that you are going to be able to turn left on that road. I can tell you from experience it's just not going to happen. That means that your traffic is going to turn right, and if they are going to the campus they are going to go to Hall or Sunset and go that way. I already have a petition from the neighborhoods on Hall Street, that does not have anything to do with this project, but they were already concerned about traffic congestions, no sidewalk and the street being too narrow along that school. This is not going to help the situation any if people start cutting through Hall Street to go to the university. I think this is a good looking project but that has got to be addressed. It has to be addressed for the neighbors in that area. I've had some calls and e -mails from people from the Hendricks neighborhood association with concerns about it coming through their neighborhood as well. I think this is something that needs to be addressed before I can support this. Jeremy Pate: One of the ideas behind supporting the higher density than we have in a zoning district currently is that it is located so near to infrastructure improvements already. It's close to the university and very easy to walk to. There is a transit stop directly to the east by the grocery store and a lot of people utilize the store parking and the parking lot across the street for a park and ride area. I think it does set itself up for more pedestrian traffic if it is student oriented. Obviously some students will still drive and park in neighborhoods or park in the parking garage • at the university. We felt that was a positive thing in response to your question. I agree left hand turns will probably be difficult and we may see with further evaluation it may only need to be a right in right out. It depends on what the traffic loads are and how that's going to be handled. James Street would then take more of the brunt of the traffic. There are four homes currently on James Street otherwise it serves as a primary ingress and egress for a very large multi -family 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 14 of 22 residential development as well as another apartment building and access from grocery stores. So it's already seen some traffic although the numbers are relatively low. I don't believe you'd have • a hard time turning left, right or even walking down James Street currently because there are so many ways in and out. So this will add impact to the infrastructure in the area, we feel however that with the location of it, it will be a positive impact and that it will promote more pedestrian and bicyclist activity. Alderman Marr: I love these kinds of infill projects and I think the design is very attractive. My concerns are not about the development it's the ingress and egress and to make sure we can handle,it in this particular area. My concern is the traffic from Mount Comfort. Was there any dialogue about closing that diagonal section there to take that piece out of this intersection and designing a more traditional T type intersection? I find it very hard to believe that 400 units would not create any additional traffic issues. Jeremy Pate: We had the same concern when we had the response of not a lot of impact. James Street in not an arterial street and if you look and you can't turn left on Wedington that's going to take some traffic that's going to be detrimentally impacted and therefore it will need to be improved. That goes in line with the comments about the intersection of Mount Comfort and Garland and that acute angle there that it creates. We will be recommending street improvements at the time of development, and that would potentially include intersection improvements as determined to be appropriate. What we did have dialogue about specifically was the intersection of Mount Comfort and Garland on the west side of Garland, we did not venture east of Garland Avenue. I think in some of our long term plans staff has indicated to the City Council that there • will probably be a major intersection realignment in this area and there is the potential for closing that street. Alderman Marr voiced his concerns about the current traffic in this area. Alderman Lucas: I like this project. Are they tied to these things? For instance I like the round about in the middle. Jeremy Pate: That will likely be incorporated in detail. Alderman Lucas: This is not binding then? Jeremy Pate: It is. It is a binding booklet. However it is a master plan so every detail might not be exactly as it is presented. Alderman Lucas: I am also concerned about traffic. This will throw more traffic into the neighborhood. I don't have a solution. If were going to improve Garland then why can't we do something with that intersection at the same time? Jeremy Pate: That's certainly within our long term plans. As far as a long term goal that would help with the cut through traffic. I think it's a problem with any project, this will create additional traffic. It's certainly something we will look at in detail. • Mayor Coody: Jeremy isn't Garland Avenue in the Street Bond issue? Jeremy Pate: Yes. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 15 of 22 Mayor Coody: Any other questions or comments? Alderman Reynolds: Who ever pulls out of these apartments will be looking at three different • driveways. The other thing is how wide are those streets going to be Jeremy? Jeremy Pate: The interior ones? They are likely any where from a standard street 24' to 28' wide. Alderman Reynolds: I noticed we have 296 multi family units, 428 bedrooms, and 392 parking places but of that 58 parking spaces are on the street. How are you going to put a car on either side of the street and get a fire apparatus through there? Jeremy Pate: Typically the 28' section and that would be without parallel parking. If it had parallel parking on the street it would be widened to accommodate at least 8' on either side for the parallel parking to allow for a through access point. Alderman Reynolds: The other thing I'd like to bring to your attention is the Fire Department letter. There was two items on there that the engineers need to look at and make sure they take care of in this project. Jeremy Pate: Assuming this gets approved we would have to discuss how the entrance off of Wedington is accommodated and the round about. We will also discuss this with the Fire Department to make sure their apparatus can access through that. • Alderman Reynolds: But this doesn't come back to us? Jeremy Pate: It goes to the Planning Commission for development approval. Mayor Coody: Anymore questions for staff on this? I'm going to open up to public comment on this. Is there anyone that would like to comment on this development prospect? Steve Mansfield, Mansfield's House: I appreciate you taking the time to consider this project. We are here before you for a concept plan as discussed we would have to go back to the Planning Commission for approval and to work out the details. What I 'd like to do is give you a little bit of the history of how it came about, some of the goals and why it's designed the way that it is. I like to talk a little bit about the planning of it and then let Rob Sharp come back and give you some of the details on the architectural side. Mr. Mansfield gave a brief description of the project. Rob Sharp, Architect gave a presentation on the project. He stated the road capacity is there and they can probably make things better. He stated the developers have committed to a very high level of construction. Alderman Ferrell: One of our objectives is to work with the university and the university has an objective to grow their campus and this campus is going to grow. I think this lends itself to people walking. I think this is a further cooperative partnership with the university in tryingto provide housing. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 16 of 22 Alderman Marr: There is nothing in the city administration or planning department's opinion at this point that could be done outside of the upcoming bond issue that would address all of the • points of access as we look at this development. ; Tim Conklin, Planning: BWR did look at this intersection as one of the five intersections for realignment and they had plans to realign. Joyce Richards a resident voiced her concern about the traffic. Bill Muller a resident stated he is impressed with the project. He feels this is an excellent project for the City of Fayetteville. He is also concerned about the traffic. He voiced his concern about the traffic study that was completed. He requested the Council to approve this but to exercise their power to reduce the impact on the neighborhoods. Alderman Jordan moved to suspend the rules and go to the second reading. Alderman Lucas seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. This ordinance was left on the second reading. Alderman Jordan asked that the staff try to resolve some of the problems with traffic in the neighborhoods. • R-PZD 05-1796 Park West: An ordinance establishing a Master Development Plan Residential Planned Zoning District titled R-PZD 05-1796, Park West, located at Highway 112 east of Deane Solomon Road, containing approximately 139.45 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the project. Planning Commission recommended this project, with a vote of 8-0 in favor of the project. He stated traffic signalization is crucial to this project as the phases are completed. He stated that staff included two conditions with regards to the timing on this project. One is that each phase has two years from Planning Commission approval of development to get their permits, as each one of these projects goes through the development review process they are subject to whatever development ordinances that are in place at that time. The second condition is after five years this project is not going in the way that they City sees fit with our Master Plan then the Planning Commission can return it to the City Council for a review. Alderman Jordan: In the northeast section there will be a buffer? Jeremy Pate: It is a buffer of residential uses. There are no commercial uses adjacent to those • properties to the northeast. There is a small area of commercial along Highway 112 to the east that would have to be buffered according to our ordinances. Alderman Jordan: What is the situation with the wetlands? 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 17 of 22 Tracy Hoskins, Paradigm Development gave a presentation on the project. He stated this is a ten to fifteen year project. • Jim Ramsey, Architect gave a brief description of the project. Alderman Jordan asked where the road is that will be built by the developer. The road that you are going to build and pay for. Tracy Hoskins: Actually we are building a whole bunch of them and paying for a whole bunch of them. We will go on record saying that we are going to pay for them, most of them. On the City's Master Street Plan we have an east west corridor which is a collector street we are actually proposing to build this street larger than what is required by ordinance. Our intention is for this to be a three lane street and in some areas it will have an island in the middle of it. At the intersections it will have a turn lane. There will be two lanes in and two lanes out with a median in between. We are also intending to reroute Deane Solomon Road and abandon the intersection at Highway 112 where it is presently very dangerous. Deane Solomon Road we are intending on constructing it as a 28 foot wide street. Alderman Jordan: That is a 28 foot road. Tracy Hoskins: Yes. Alderman Jordan: That you are going to build and pay for. • Tracy Hoskins: Correct. The traffic study is now recommending that this potentially be a 36 foot road. We are going to ask the City to cost share the other 12 feet with us because we are giving up all the right of way for this road. We are paying to close this section of the road and we are doing improvements along Highway 112. Alderman Jordan: But it is going to be 28 feet? Tracy Hoskins: It is going to be 28 feet and we will pay the entire cost of the 28 feet. Alderman Jordan: one thing that I would like to have as you bring these phases on, if we approve this, how many will be in each phase and when they are going to come on. Tracy Hoskins: It is in the information that we gave you. Alderman Marr: The pieces in the information that are listed as phasing are not necessarily connected and so it looks like the main road through this doesn't come on until the very end. Tracy Hoskins: Actually they are connected. Mr. Hoskins explained the project. • Phyllis Johnson representing Dale and Marti Benedict: They are the property owners to the north of this property. They request that you leave this on the first reading tonight. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 18 of 22 Rob Sharp commended the developer for the project. He stated he thinks this property will have an impact for Fayetteville and a regional impact. I think a lot of the success of this project • will be due to the current staff and administration. Alderman Lucas: We can't require a buffer of any kind can we? Jeremy Pate: When there is a non-residential property adjacent to a residential property there is always a requirement for a buffer. This ordinance was left on the first reading. R-PZD 05-1816 Skate Place Condominiums: An ordinance establishing a Residential Planned Zoning District titled R-PZD 05-1816, Skate Place Condominiums, located south of Ash Street on both sides of Chestnut Street, containing approximately 3.38 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. City Attorney Kit Williams read the ordinance. Jeremy Pate: The petitioner would like to meet with the neighbors before this is heard. This ordinance was left on the first reading. • R-PZD 05-1817 The Commons at Walnut Crossing: An ordinance establishing a Residential Planned Zoning District titled R-PZD 05-1817, The Commons at Walnut Crossing, located north of Highway 62 West, lots 137 & 138 of the approved Walnut Crossing R-PZD, containing approximately 6.45 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the project. Staff recommended approval the Planning Commission voted 7-0 for approval. Alderman Jordan: I don't have a problem with this. I think it is a pretty good looking development. Alderman Lucas: I haven't either. What do you anticipate the price range to be? Kim Hesse, Rousch Coleman Homes: We are looking at a square footage of 1,300 to 1,600 and a starting price range of about $125,000 to $160,000. Alderman Jordan moved to suspend the rules and go to the second reading. Alderman Lucas seconded the motion. Upon roll call the motion passed unanimously. • City Attorney Kit Williams read the ordinance. Alderman Jordan moved to suspend the rules and go to the third and final reading. Alderman Lucas seconded the motion. Upon roll call the motion passed unanimously. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayettevi lle.org City Council Meeting Minutes January 3, 2006 Page 19 of 22 City Attorney Kit Williams read the ordinance. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No. 4815 as Recorded in the Office of the City Clerk. RZN 05-1833 Bellafont: An ordinance rezoning that property described in rezoning petition RZN 05-1833 for approximately 25.29 acres located north of Joyce Boulevard, west of Venture Road, and south of Bellafont Gardens from R -O Residential Office and C-2, Thoroughfare Commercial to C-3, Central Commercial. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the property. Planning Commission voted 8-0 to recommend approval. Staff worked with the applicant on a Bill of Assurance that addresses density, height and green space requirements. Alderman Thiel: Was there a reason they did not want to do a conceptual PZD? Jeremy Pate: They could have but everything they have proposed thus far seems to fit within • the zoning district. If it can fit in a zoning district that is what we are going to recommend rather than going through a PZD. Alderman Reynolds: Will this have any impact on the small neighborhood to the east? Jeremy Pate: We have been discussing that. Right now the requirement is to construct an east west connector street. That is something we are working out how best to facilitate that without creating cut through traffic in that neighborhood. Alderman Rhoads: Neither Mr. Ferrell nor I have heard a single complaint from anybody or any neighbors. Alderman Marr: I am supportive of the zoning because I think it is consistent with the Master Land Use Plan. I do think we need to give some guidance to the Planning Commission on traffic management. My concern is the traffic. Tom Hennelly, 132 Engineering: We have a traffic study underway. We are proposing signalization on two points on Joyce as well as widening turn lanes. Alderman Rhoads: Have you talked to the neighbors? Tom Hennelly: We have not. As we discuss ways to connect or not connect we will tackle that • at that point when we submit the large scale. Alderman Ferrell: I think this is going to be a tremendous infusion of capital spending along there and from what I have seen some beautiful places in an appropriate place. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville. org City Council Meeting Minutes January 3, 2006 Page 20 of 22 Alderman Ferrell moved to suspend the rules and go to the second reading. Alderman Rhoads seconded the motion. Upon roll call the motion passed unanimously. • City Attorney Kit Williams read the ordinance. Alderman Ferrell moved to suspend the rules and go to the third and final reading. Alderman Rhoads seconded the motion. Upon roll call the motion failed 4-4. Alderman Rhoads, Ferrell, Lucas and Jordan voting yes. Alderman Marr, Reynolds, Thiel and Cook voting no. Motion Failed. This ordinance was left on the second reading. RZN 05-1834 Vantage Square: An ordinance rezoning that property described in rezoning petition RZN-05-1834 for approximately 13.47 acres located at lots 6C and 7A in Vantage Square from R-PZD 04-1075 (Cambridge Crossing) and R -O, Residential Office to C-.1, Neighborhood Commercial, and C-2 Thoroughfare Commercial. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the project. Planning Commission recommended 8-0 for approval of this project. Staff finds that the application is in keeping with our Future Land Use Plan and recommends approval. • Alderman Ferrell moved to suspend the rules and go to the second reading. Alderman Rhoads seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Alderman Ferrell moved to suspend the rules and go to the third and final reading. Alderman Marr seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Mayor,' Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4816 as Recorded in the Office of the City Clerk. Carney Construction, Inc: A resolution awarding a construction contract to Garrey Construction, Inc. in the amount of $4,582,536.60 for construction of the force mains from Hamestring Lift Station to the West Side WWTP (WL-5); and approving a 4% contingency of $183,000.00. • Alderman Cook: We did discuss this at the Sewer Committee. Alderman Marr: It passed unanimously. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) acccssfayetteville.org City Council Meeting Minutes January 3, 2006 Page 21 of 22 Alderman Jordan moved to approve the resolution. Alderman Ferrell seconded the motion. Upon roll call the resolution passed unanimously. • Resolution No.09-06 as Recorded in the Office of the City Clerk Amend Chapter 151 & 164: An ordinance amending the Unified Development Code Chapter: 151 definitions and Chapter: 164 Supplementary Zoning Regulations to clarify and designate the intent of the accessory structures and uses ordinance. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the amendment. Alderman Ferrell moved to amend the ordinance to replace the language of less than 50% of to 50% or less than and from 50% or greater to greater than 50%. Alderman Reynolds seconded the motion. Upon roll call the motion passed unanimously. Alderman Reynolds: Will that stop some of the problems that we have had? Jeremy Pate: Yes sir. Alderman Cook: 50% of what? • Jeremy Pate: It is 50% of the overall area. Gross floor area is what we utilize in most of our ordinance. Alderman Marr: If you have a home and you have a detached garage which is an accessory structure and you want to build a second accessory structure, is each one 50% or less or is the total 50%? Jeremy Pate: The total. City Attorney Kit Williams read the ordinance. Alderman Ferrell moved to suspend the rules and go to the second reading. Alderman Reynolds seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Alderman Jordan moved to suspend the rules and go to the third and final reading. Alderman Reynolds seconded the motion. Upon roll call the motion passed unanimously: City Attorney Kit Williams read the ordinance. • Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4817 as Recorded in the Office of the City Clerk. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Mating Minutes January 3, 2006 Page 22 of22 Meeting Adjourned at 9:35 PM . ... •s Dan Coody, Mayor Sondra Smith, City Clerk/Treasurer t 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayettevilleorg.. . H 12 • AFFIDAVIT OF PUBLICATION I, Erin Emis, do solemnly swear that I am the Legal Clerk of the Arkansas Democrat-Gazette/Northwest Arkansas Times newspaper, printed and 1 published in Lowell, Arkansas, and that from my own personal knowledge and reference to the files /of said publication, that advertisement of: -� @ 7' was inserted in the regular editions on PO# • ** Publication Charge: $ _J2 Si' 0(p Subscribed and sworn to fore me this ii day o 006. Public Sharlene D. Williams My Commission Expires: Notary Public State of Arkansas My Commission Expires ** Please do not pay from Affidavit. October 18, 2014 An invoice will be sent. 212 NORTH EAST AVENUE • PO. BCX 1607 • FAYETTEVILi E, ARKANSAS 72702 • (501) 4421700 4:;.;;. , 1 .':,.:... . . I, 4 •.::4.; . I ;; II..;..- -- I,. •, V4II,411 II,,,,, ,;;. I. :1.11 :,:'.<;<. :: ;t':s., I •:,,..I... . 4.;.;;.; .1 II ::.! 4;. ; 4 •;-; II :. I; I t ..: 4 I 4-• 4, •c';:pt; .4;;. • • . I, •Pill I I:4.. I .. •:.,,:t. •I:',4 ; ::L: I: I;.; •..I4I: • 4 .. •• 41 4< I ?I 4•4 I. _:.,. . •1. 5 4 • ..4, - •44 . •..,- I.••.. I 4-! •• 4.4 •• W I.$• ..•• i ..•• I •I;;'; •,;:. •:.: •, - I.;•.4; • S.: , 5., •• . . •1 , . .1. 4 2 I.'::.; I.; . . .4 ,;.; •;. . .. .;. ... • . .4 •41 •4I 14 .. •• .:: • .. ... . I, I;.:;;; . ... .i. .. ; i.. - • •• • ••# •• C • !.-! !I' 't .;.,: . . . • i: '...< I P ; 4:;. :: • • •• - ! L5•_C. *4 .11 '.., -• :. p i I : ' •;; • is; •.:.:. p -:i, • 4 ! I• • 4. • .4 ••C ;.t II ; •..; • . . .s -; .; . ;. . ,, -_..:; . , I .,. . -. • II • !< •I .5 ;_.!:•• $ 5;•• .; . Th,:,, .._.:. •. • • ., U ..•. p • I FEEMEMEEk R P • ,, •. •$ 5t •• 4<. •• I' •I';I...;. .;.; . .- 2_ I::. :;I;.i .;.; . .;;; .; , I EII• • I 55-'. 4 9•• ,.•; ,,. .• I;;;... •.. :1: AIR 2, Oil I • , , . •4 .4 •;. 5 •4 2I;,;.;; .; ..: , , . , .;;c.-:; .4, I4 ;' • • - .••• S..,..- •, . . ,, 'I ,, .• .S , • ...: C. . , ;. 4 '- . 4'•Al '. • ., ;. 4; :.I ,.-, I: • 5.! II . 'I,., I ,,, $., 5.•• 4..::..: .•2I •. •S<I;;• I;; . . , t. • .5.;;... • •5 • I..: I ! II C ! II 4 15 ,s •F; I, . . ..... Ill Ikill ct • ;. . .• ; .:: i;. s • 4 4 4-! •• 511 ! It • •I :. 4 4. 2 • ; Z. ..: , • • .;_;_ . • •.::. . ; ... •4,... 4' 4 .!I• •, • •54, 5!•• I; ••; 4 , S •i• • - '.; •i . . . 41414 I;..;. .;--.I . 4' .4 P ;; •:,:, I,; : :. ' 4:,';; 5-2 . 4' I •: .. ; 2; 2.: I I: It' •IIIP •' It; I ;•!'; :4 :<• <;; .;. SI ;:.:It; . I; I; II; .. ; :, I: 45 •., P P -lloog,IT.4.. I: a. •! ;: , ..1: •5 S 'I ; •; •: • -$4 .'; ;. t :.:-. , .;_.: •4• .; p.: .. ,,: p , :. . . ;;.5. 5 4.: •,,:: ..I:. 4 4 • , ;, .; .. . I', - ., . 5.:. . •; 2• .21 S •: ''I I . I. •I •41• 1 ::; . 41. a. ... ..: ;. tI.. . p ; -.;; •-'.:.: MO. ; 4 .1 Ilk. .<.. ,. It. a. . . .:.: 4; .. ...... : :: ,. :.. ..:. .' . . , :;.,c.I:. •I4 5: 4 •, 4 ._; .. . •-; .,, . .. . .i7l. . . . -.1.11. ;. • ; -. 5 • ; •. • .. a. .:._.,I:. . . •:.:.:,._,I. . -' I I ;; 114 a. . :.,.:.. 4 .4;;. 5: ... I. 4,4;; • 5'•I I • :- ; 4: ';,. .-;'. :. !: P 44 •'UI 4 : I ; .51; :. •:.;.. , I::. I V.....!' I' 4. 4 •• ;. 5:,;, '_ ..;- • •; 5 • 4;.;. -.;;'.; .;;. •; ; :4. I ;. :',: I•.; •;,, ,. .. . 4 I •:, .; . ..' :5. s::; •, •;,,t • :. •• 2: •, I 4-. 4' 4'.;.;' ' .4;: ;• • S ' •; 5 1. •4 .'.;.s; 4,;.;. I 4; I' 2 45'; ; I; . :. 24 4 4 ; .. P., I• S .4: - ..4;.::;. 1..;.!: .• • '..;:kk , . . . •: .-:: 5:;.;.; 5; 'I I..; , I .:.$_ . . :. ,:II:_ I.;; I.: ,F Is.1 JF .5; . ! .- •' .., .-p I 4 ; :- 4; 4.: I' ; S I;; .. I -.;.; •• I.- .' I;-. - •: .• .: . •;; ••;.. 2 .., . :4 4 ..•.,,•;., .. • •; •:-; • .: 2:..;:. •Si . ' • •. ; . .. .. -- •P -; 4; 4 • ,. :,,. ;-I ..;.. II. I;;..; 4,;.. . , . ,- -; . ;. . • •; I : :. I , .; . 5 1 1.._ . .• .-. ,,, ...... ,. , • • • - .• .;._._-. . , :. I P I •_ '4.; I . I 2 .•:. 4.;, •,:: -:. .. ; , ; 2 . II. 4 ;: .. :5'!. I ' • ; 1 I ;..;. ;., . :..,. ; ;_; ; .1;:. I ___ 5;; .4 P. • •; .' I';;;; .; 5:.!,.. I I - :': •--;:,; . . ; •1 S • ; .. .: I;. I; i ;;, . , ; t . :%>;* t ; 1 ;L: : . . .5 .- 4. 4;, 1 I; a. . •. ., II;. : I I 114 ' •_,I:;':4 5 ;;. •I. •. .: S •' ;; • :1.1. I ' . ..'• 'Na, .1-. 4,; .; , ; :. . • .. ..;....-•-, p.., p •; ..:';I; , ..-.._--.; , ' -.:.. ' 2-..: p .; , I .: :. 2:1-1.-I-. ;;; dddddd2L LL'I .2• .. .. I ... , :._ •,.; :. .._ . .; , I .; I I..• ._- .149. .. I •' ..- ' I.; -•j • •.. '4'I .,; _! •FI• :- 2 ' ;.; $1 ..- .. -II: ••_'S ' I'll ' •.;. ••I• -omvl.II I• •_'•t S_$• • • •.; 41.::. ._: . . : _ 1 I; ,_...; • .'.4 4 ..•4• •_'_N. IL LI.;. ••; . . ;.: 4.; .4; ; :1.... I: It ' ; ;*: I; I '5:,, : , ;.:: , ;- Il ..I ; ;:-• I,.: :1.5: -__.;_' $ ;: •$; :. I:.... ;. 4.. It 2: ; :. . - 4--;;;-. 4-:'• .I,;:. S . ; ..4-: I:.,::; 4.:!;.: 4: I •:: ,;-: .! •: 1 I : I -I 41' - .•. P 4 : I I 5' .S :. , •, •. .22• 1 4 _: ..!: :;.;. •;I.-;, I.; S I III.:. I . -. . :5;..,: • .- ;; ; . : . I I;..< -I. ;. :2 . S ;;.; • . ;,, .5;., , - p 4 a I- •' ; !; ; ; ..;!:l.. . , - . '5:4-:. •I..;, p . I ' ; S 4 ;_ 41 ,; 5 _, , ;. - ..2:'• - .I: S;;.;.; . • .,:; 4 ; •I -ei 2 N;k.NN2' 4,. i;: , ; ; :.:. :. - S.:..;. I - I ; 4., •1'• ' ;. , 44 ; '5 ' - :2 4 ; - .5' ; . . .: :2:....; . .•.;: - . 2.: .:. ' ;;.;, . I ;;:: ••; :. . • . p ; .. I ':4 ; •. ; 5.; I;. I ; 4; 'I..,,. -$ :, I . •, •; I ; I' .... . p .. ;.p, p.s:; I - frI p ' - :. • p - •1 ;pp ... .; .,.; ,, fl 'I:,.. .4.;- I • •. . •: , 5'!,,;.--:..,; I'' ; I •I ; 4 I._ ' : •.:,t; p. I ; 4I •;. ;, • ;_.,I 4,5 ..• 2.5.:. I'S:. :.' S. ' 4. • . 4 : I ; : I :. I frp ., :. I. .,:u. .; ;. ; ,. 11< II .; ... -:..:. -I4 • .4. .4;, .; :4 , , ; I:...-. S., , ; a. . p.s I •' #•I p - ., ..:...p 5,. :: ...•; •;.: - ;p • I,; • 4I<'.; I:':,, S. ;.. •5 .• -I;.. • I. - I; I '1..-:-.; I I-. 5.1, .: p ;;'-:, . I-;, I]4 I 4.. I'. •.. P -....; . - . ;.;, I ••l• . I ; ;.; :. I .. I .;; 45 •_'.;: I IP I I .SI; - .P.' . P I;;, •I : p . • -II ; •4-; p;; p :.. :. I .:, .; I;. I 5, 51•I 2. •iI5 - ... . .1. '5; ;' ; 4; . -. :. •,,;; ., •• 4.. : - •:: . p.; ,.p ;; .. 11 I. Pilot111.11I . • 1 . 5 •I - . p.. :.. 4,- ..•. -;.; • ;. ;,;.; p., .;;.: :5,. • ,. . S I ,:..;;II• I., ; :5; :22• .. 4: I •;;; , 4.;..,;. p. : .2•• P I .*; 4,;...; • .• . 4 .4..;;-; I; ;'.,.t, 2 -:1; IS 4 : :. I I •I . I -;;.. I 4;, I • I:, 1:5:1::,;;:. 5: It., -, I 5; ;:<I ':1; 4• ,;,;. 4:-. I;; - t .-;:t, '. . , 1 P., 5 I..;; 4-;, •. • :, p '. .. - .; .;.;.; :.. I;;;..' :1 • .; I ; .,;.;.; p , ! :- I. ;, I II I:... I:.. ...- I. .. I; I . •; - •; .. - - .. 4• . I • p :;;.,; 5 I I :5; II;:-. I 4. : Pt IS -'-P M.lo I I I I;I 4;; -.%;; .; I::.:.' I . ; I ; :,;;. ;. .,;.'. I.,, kill;.:. .' 1- : . I t' <_.. . ... .. I - ••. ., - ..S 5 2 I' I ; - 2'.; I :-_ ;, ; ,;; 4.,;;. ,,;-2. ,.: ,It;,9 ..;, fik:.1,.,;'IF,; 4;.,W. a. ... - p;::. 4; 5:.;.. I 4 ; ;.. • I ; ; . 2 :. 4;:; 14:4 -I;,. ; p4 :4 5 • :- 4 ,.;..;. ;;. I, ..,•:,I. I ;' 2 4;,I'L .; I :s .5: I ;, 4,;;;, of 21 I 2 : . ,t: :.. I : P 1 I;;,I; 4 ••'. 4; :. 1 I ; •:I; p. ;.;4 ; ; 44 ... I -.::: 4,..; :• •.; ; , I -I I; .1.2:11. I :' 2,.;I.I.,.., $ 4;,.. ;.; 2 I;:. ••'. 4; :. ; 4 I ;'.:..; • L'S I: I: :4:. ; 9 I 2., S , II I::.5 I ; ; ;.; •lh . I I ; ; . .;; I ;.; 5; ; I. ; • -, , 2 ' 14 . I: -2.:;;'. , ;;•; ' ;, ; ; I .•• ,!:.:,'. .I:.. ; I. ; • •:I.:I .,:; •I a. •._.•: 4.; I 4 ;.; ; -: .5,; , 5 I I 'I;; ; I. p.; I • :. I,. 4';,. .; .; . I ; •1: . .. ...I ! I I,;: 4, . ;. I ; . .::>': 4.;; I *1: II .- • I ; •J• S. ; ;..'._:; ':5.: 4,. 5 114 •pt.4; II' . •l •I. II 1 I'S: p .. , : I.: . I.. • , . :'. .•..:. ': .... , ; I; S..,..: II; 4.;' •I ; • I •;; 2 ! ;..:! •. p; '5 :p 5 ••'! , II .p I'I•;p; I I I : I. I-;:'; .;.; • • ;I..,I. I 1:.,;.,; p;:;. Ilk, :. :4 • :. S 5-,..- '.;; , ; 1 I • I.: 14 24.. .. I;.. ;_ 'p.. .. .. I .1:.], I I : • 1 I 24..:..:. .4....,. .:,, I •II :5 4; I'4__ ;. :. p. • I •:I;:; . I S I ..': 4 I.;,.. : ; , I ' • _.;.;, : 2'• :. 4.; 4 I - I :. •,; 5 , •, .u•..•.. - 4; '1l ..4 .' ,. S •; . .4 • •: I • I I I;-:.,. 5;• :.: :!. :. I_li:.:. • I I; ••.! II ! •• !• S It 4'!I• '4 I: I;, I.... ;. ;, I ..';.:<,,; . : :4 I; ,:..-.';, 2.::. '5;. II 1;.; 1 • 4 5! •l II ! 5'• 4. II :. •55 p.' I;;. I: .5:. I. - .1;.:; 4,.:. 4- 2 :;. ,:;,;, p • IS: 5. .. ... •. •• •, . ii . . ;.. I: I •I I,:,,. ._ ., , : p: .1 .- I•' ; ; S P • •: , , • • • I, S S II Z 4.! II t •; 41 I •:,;4I: •: I 5 :4.4 '2 ;. P I I! : 5' I ; • , ..4 5. :. •.I. : SI. • 5',..; I S ! II • •• II !C .! •l •; ..p;o_.; . 5,, . : •. I -:. .-..:, p.; • . I . -: p . .,;- P. ;, I' I • , II ••• IS'''' '... '.54 I: 2:.- 5.-,... I • ! •• • •s 14 '5 C 14 !.! !# 4' :41• -I:. .. II .'.;-: ., ... ,;. ,. 1_ :. :. . I.;.; . • . I II IC II ;C 55111' 4 4, 9I$• :5;''' 4; rC. I' ;.... .1:5. . . p p;. ,;,, . p.. :.: : ,.: : • - • , II • I• • 4, I•C 5,!'' I ;._; I I I ;. : '; Ii:RhOI. 4;.;... :. p.. :.:. I :. I ;' 2 I;.:. II •' 4 S ! •j ! ;.!5 4 • 4' 5I' if. I I'.;;,. p: 1,1,:-;.,. .: •;;;.;.; S •P.;,I 4 I.. •P.; 4; II 5 '.11 .;Ip II •C •1•• _,p .4-.;;-- I p.;: .4:1.1::., •2I'P. ; P ;.:: 1 5.-... I S • II II 5 1• •.!;!lu • 4 4$l C III I.S•• I .;. I:.,:.. 'I . . II I._.•p., I ;; 5I.•.I. . .., • 4, 5. II 4; I. 5 I I. -. 4•• ,.! 5.•t •••• 4 5!jtI 19411 . '-'p., • 4 ! II •! I • !III . II • ;'?-II I, S • I. ' 4 - 44 4 I' :4P 4, ;...;..;; • • ::I.;!I.,.;..: I II' I . •, .. 4:,... , . • •; ;;a. • :. It.:..>. •: ; ® I • • • 13 • SRF-139 (R-01/03) ANRC REVOLVING LOAN FUND PROGRAMS • Term Sheet Borrower: City of Fayetteville ANRC Loan No.: 00183-CWRLF-L Loan Amount: $20,000,000.00 Project Number: WRD-003-388 Lending Rate: 3.0% Interest Rate: 2.0% Servicing Fee: 1.0% Primary Pledge: '/, Cent Sales and Use Tax Passed on November 6, 2001 Secondary Pledge: N/A Disbursement Cut Off Date: Oct. 15, 2008 Repayment Period: Predicated by sale tax receipts, anticipate debt retirement in less than 10 years. Budget: Loan Amount of: $20,000,000.00 Project Amount of: $20,000,000.00 Including: Local Loan Expenses of: $ 20,000.00 • Construction Costs of: $19,980,000.00 N/A for Debt Service Reserve Principal Amount. The Loan is approved in the Loan Amount. The Borrower recognizes that in the event the actual costs of the Project exceed the amount of the Loan Amount, ANRC shall be under no obligation to provide any additional funds to the Borrower. If, for any reason, the Borrower does not utilize the entire Loan Amount, then in such event the Loan will be reduced by the portion of the Loan Amount not withdrawn from the Project Fund. Any reduction of the Loan pursuant to this provision shall be prorata with respect to the remaining installments of principal so that the weighted average life of the Loan immediately following any such reduction shall be substantially equal to the weighted average life of the Loan immediately prior to such reduction. 2. Purpose. The Loan is being made for the purpose of construction of the Project and payment of LocalLoan Exxpenses. The Borrower agrees to use the proceeds of the Loan constituting the Project Amount solely for the purpose of constructing the Project described in the plans and specifications furnished to and concurred with by ANRC, and paying Local Loan Expenses. If loan closing and the initial disbursement do not occur within 180 days of the date of the Bond Purchase Agreement between the Borrower and ANRC, then ANRC's obligation to make the Loan shall be terminated. • 3. Interest Rate. Interest will be charged on the Loan outstanding balance at the per annum rate shown above, computed on the basis of a 360 day year of twelve consecutive 30 day months. Page 1 of 5 SRF-139 (R-01/03) • 4. Servicing Fee: A loan Servicing Fee will be charged on the Loan outstanding balance at the per annum rate shown above, computed on the basis of a 360 day year of twelve consecutive 30 day months. The Servicing Fee shall be payable in the same manner and on the same dates as interest on the Loan. 5. Disbursement Cut Off Date. The Borrower certifies that the Disbursement Cut Off Date (DCD) is as shown on page one. 6. Repayment Schedule. The Loan will be repayable according to the amortization schedule delivered to the Borrower herewith, which is based upon semiannual payment of interest and Servicing Fee only during the Project construction period, semiannual repayment of principal, interest and Servicing Fee commencing six months following the DCD with a 10 year amortization. In order to make the semiannual payments of principal, interest and Servicing Fee on the Loan, commencing on the first business day of the first month following the DCD, the Borrower will be required to make monthly deposits into a special fund to be held by ADFA in an amount equal to 1/6 of the principal, interest and Servicing Fee due on the Loan on the next semiannual payment date. The monthly payments will be invested and the earnings thereon shall be credited semiannually against the next six monthly payments due from the Borrower. • The Borrower agrees that any delay in completion of the Project beyond the DCD shall not result in any extension of the date on which payments are to be made with respect to the Loan. Security and Source of Repayment. The Borrower shall identify the Revenues in writing, shall provide detailed information regarding all other debt to which the Revenues are pledged, and shall provide evidence satisfactory to ANRC that the Revenues shall equal not less than 100 percent of the Total Annual Debt Service payments coming due in any one year on the Loan. 8. Prepayment. The Borrower may prepay the Loan in whole but not in part at any time on and after Oct. 15, 2016, at par and accrued interest and Servicing Fee by giving ADFA not less than 90 days prior written notice of such prepayment. Defeasance of the Loan shall not be permitted. If Revenues consist of: (i) sales and use taxes which cannot legally be used for any purpose other than payment of debt service or (ii) special assessments, • the Loan shall be subject to extraordinary mandatory prepayment in whole or in part at any time from such taxes or assessments collected in excess of annual principal, Servicing Fee Page 2 of 5 SRF-139 (R-01/03) and interest payments, the Borrower to give ADFA not less than 90 days prior written • notice of such prepayment. 9. Additional Debt. The'/. cent local sales and use tax shall be dedicated exclusively to the servicing of the SRF loan and the Prior Issues (as well as any indebtedness issued to refund the SRF loan or the Prior Issues). This limitation is not intended to prohibit the issuance of indebtedness secured by other revenue sources. 10. Legal Opinions. The Borrower shall deliver an unqualified approving opinion of nationally recognized bond counsel to the effect , (i) that, if the Loan were being made on a tax-exempt basis, the Loan would not constitute a "private activity bond" within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended, and (ii) that the interest on the Loan is exempt from all Arkansas state county and municipal taxes; and (iii) that the bond evidencing the Loan conforms as to form and tenor with the terms and provisions summarized herein. 11. Evidence of SRF Loan. The Loan shall be evidenced by a single typewritten bond, fully registered as to payment of principal, Servicing Fee and interest to the order of ADFA. • The bond shall be purchased by ADFA in installments, and shall be dated the date of its delivery and payment of the first installment. 12. Special Covenants. The Loan shall be subject to approval by the provider of municipal bond insurance for the Bonds. 13. Defaults. Upon an event of default under the Loan and the ordinance or resolution of Borrower authorizing the Loan, including a failure to comply with any covenant, term, or condition therein, ADFA, or the bond insurer may exercise any remedy available at lawlor in equity in order to cause the Borrower to comply with the provisions of the Loan and the ordinance or resolution of Borrower authorizing the Loan. 14. Continuing Disclosure. In addition to Borrower's responsibility to provide financial information and operating data to ANRC under regulations of ANRC, the Borrower agrees that if ADFA notifies the Borrower that it is deemed to be an "obligated person" with respect to the Bonds, as defined in Securities and Exchange Commission Rule 15c2-12 of the Securities Exchange Act of 1934, as amended (17 CFR Part 240 §240.15c2-12) ("Rule 15c2-11), it will (1) provide to ADFA complete audited financial statements for itself or its sewer system (as ADFA shall request) within 120 days of the close of its fiscal year for each year while the Loan is outstanding, and • (ii) provide certain additional financial and operating data as requested by ADFA pursuant to the requirements of Rule 15c2-12. Page 3 of 5 SRF-139 (R-01/03) • 15. Definitions. The words and terms used herein shall have the meanings set forth below. "ADFA" means the Arkansas Development Finance Authority. "Allowable Costs" means costs that are eligible to be paid with proceeds of the Loan, as such costs are defined in the Arkansas Soil and Water Conservation Commission's regulations: "ANRC" means the Arkansas Natural Resources Commission "Available Revenues" means'/. cent local sales and use tax approved on November 6, 2001, the gross amount of such taxes or assessments received by the Borrower. "Bond Purchase Agreement" means the Agreement between the Borrower and ANRC, which specifies the terms of the bond sale to the Borrower. "Bonds" means the bonds issued or which may be issued by ADFA to provide all or a portion of the funds for the Loan. , "Borrower" means the entity identified herein. "Capitalized Interest" means an amount estimated to be equal to the Servicing Fee and interest accrued on the Loan Amount from the date of the Loan disbursements until the DCD. • "Code" means the Internal Revenue Code of 1986, as amended, and the regulations promulgated or proposed thereunder. "Debt Service Reserve" means a reserve to be utilized in the event that the governing body cannot pay the annual/semiannual Debt Service on the bond. "Disbursement" means any payment out of moneys in the Project Fund to or on behalf of the Borrower. "Disbursement Cut Off Date" means the date six (6) months prior to the first principal payment. Also means the last date that disbursements may be made from the Loan fund as shown on page one. "Indenture" means the Wastewater System Revolving Loan Fund Revenue Bond Program General Bond Resolution adopted by ADFA, as amended, pursuant to which the ADFA Bonds are issued. "Interest Rate" shall mean the rate of interest charged to Borrower on the Loan which shall be the per annum Interest Rate shown above, computed on the basis of a 360 day year of 12 consecutive 30 day months. i • "Issuance Costs" shall not be a separate cost to the Borrower; said costs to be included in the lending rate. Page 4 of 5 SRF-139 (R-01/03) • "Lending Rate" means the combination of the Interest Rate plus the Servicing Fee. "Loan" means the loan made from the State Revolving Loan Fund to the Borrower. "Loan Amount" means the amount of the Bonds as stated on page one. "Local.Loan Expense" means the amount, if any, requested by the Borrower to be included in the Loan for payment of expenses incurred by the Borrower in obtaining the Loan. "Prior Issues" mean the Borrower's outstanding loans issued prior to the signing of the Bond Purchase Agreement. "Project" means the construction and/or rehabilitation of the wastewater treatment facilities described in the facilities plan furnished to and concurred with by ANRC. "Project Amount" means the amount of proceeds of the Loan shown on page one, which is to be used for payment of Allowable Costs. "Project Fund" means the loan account created in the Indenture, into which are deposited the moneys identified in the Indenture and out of which Disbursements are made for the purpose of funding Loans. • "Repayment Period" means the time frame for repaying the principal on the loan beginning with the Disbursement Cut Off Date and continuing for the period as indicated on page one. "Revenues" means the moneys which will be pledged by the Borrower to the payment of the Loan, being in the form of a'/. cent local sales and use tax as approved on November 6, 2001. "Servicing Fee" means the fee charged to the Borrower by the ANRC and ADFA at the per annum rate shown on page one, computed on the same basis as the Interest Rate on the Loan. The Servicing Fee shall be payable in the same manner and on the same dates as interest on the Loan. "Total Annual Debt Service" means the maximum annual principal, interest and Servicing Fee on (a) the Loan Amount at the Lending Rate, (b) obligations for Prior Issues and (c) any other financial obligations. "Trustee" means the bank identified in the Indenture as Trustee. • Page 5 of 5 EXECUTION COPY BOND PURCHASE AGREEMENT • February 7, 2006 City of Fayetteville, Arkansas 113 West Mountain Street Fayetteville, Arkansas 72701 Attention: Mayor Ladies and Gentlemen: Certain terms used in this Bond Purchase Agreement are defined as follows: Issuer: City of Fayetteville, Arkansas Principal Amount: $20,000,000 (See Exhibit B) Interest Rate: 2.00% per annum of the outstanding principal amount of the Bond (see Exhibit A) Servicing Fee: 1.00% per annum of the outstanding principal amount of the Bond (see Exhibit A) • Administrative Fee: $ -0- Bond: City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond, Series 2006 Bond Counsel: Kutak Rock LLP Bond Ordinance: Ordinance No. 4814 of the Issuer, adopted on January 3, 2006, under which the Bond is to be issued and secured Security: Receipts of the Issuer's 0.75% Sales and Use Tax (the "Tax") levied pursuant to Ordinance No. 4327 of the Issuer (the "Levying Ordinance"), adopted on August 7, 2001, and approved by the registered voters of the Issuer at a special election held on November 6, 2001 , Closing: 2:00 p.m., prevailing local time, on February 7, 2006, or at such other time or on such later date as is mutually agreed upon, at the offices of Bond Counsel in Little Rock, Arkansas • Disbursement Cut Off Date: October 15, 2008 5I:i7:fL! E!S.!UI9 Authorizing • Legislation: Amendment 62 to the Constitution of the State of Arkansas and the Local Government Bond Act of 1985, as amended (A.C.A. §14-164-301 et seq.) The Arkansas Natural Resources Commission (the "Commission") and the Arkansas Development Finance Authority (the "Authority") hereby offer to enter into this Bond Purchase Agreement (the "Agreement") with you (the "Issuer") for the purchase by the Authority from moneys in the Construction Assistance Revolving Loan Fund, created by Arkansas Code Annotated Section 15-5-901 et seq., as the same may be amended from time to time (the "Revolving Loan Fund"), and the sale by you of the Bond of the Issuer more particularly described below. Upon approval by you and by the execution of the acceptance hereof by the Mayor of the Issuer, this Agreement shall be in full force and effect in accordance with its terms and shall be valid, binding and enforceable upon the Issuer, the Commission and the Authority. Further terms of this Agreement are: 1. Upon the terms and conditions and upon the basis of the representations herein set forth, the Authority hereby agrees to purchase from the Issuer and the Issuer hereby agrees to sell to the Authority the entire Principal Amount of the Bond to be issued under and secured by the Bond Ordinance. 2. The Bond is being issued for the purpose of financing the construction of • improvements to the treatment facilities of the Issuer's wastewater system (the "System") as described in the facilities plan furnished by the Issuer to and concurred with by the Commission (the "Project"), paying or reimbursing costs incidental thereto, and paying approved expenses incurred in connection with the issuance of the Bond as set forth in Exhibit B hereto. 3. The Bond and Servicing Fee shall be secured by a pledge of and payable from receipts of the Tax (the "Tax Receipts"), subject to a pledge in favor of certain outstanding bonds identified in the Bond Ordinance. The Tax has been levied and is being collected pursuant to the Levying Ordinance. 4. The Bond shall be dated the date of the Closing. The Bond shall be authorized in an amount up to the Principal Amount identified above, and shall bear interest at the Interest Rate identified above. Principal and interest shall be amortized in accordance with the schedule set forth on Exhibit A attached hereto (which is based upon semiannual repayment of principal and interest commencing six months following the Disbursement Cut Off Date and a 10 -year amortization), and the Issuer shall pay to the Authority on the first business day of each month, commencing six months prior to the first principal payment date set forth on Exhibit A, an amount equal to 1/6 of the next installment of interest and principal due on the Bond, plus the Issuer shall pay to the Authority interest on the Bond on each April 15 and October 15 after the Bond is issued to and including October 15, 2008. In addition to the payment of principal and interest on the Bond, the Issuer shall be obligated to pay the Servicing Fee to the Authority. The Servicing Fee shall be payable in the same manner and on the same dates as interest on the Bond • is due. The payment of the Servicing Fee is expressly made subordinate to the payment of the principal of and interest on the Bond. The Issuer agrees that any delay in completion of the 4828-7944-0640.8 2 Project beyond the Disbursement Cut Off Date shall not result in any extension of the date on • which principal and interest payments are to be made on the Bond. The Bond shall be subject to redemption prior to maturity, shall be payable, and shall be as otherwise described in the Bond Ordinance. Interest on the Bond shall not be excludable from gross income for federal income tax purposes. 5. The Issuer recognizes that in the event the actual costs of the Project exceed the amount of the Bond, the Authority and the Commission shall be under no obligation to provide any additional funds to the Issuer. If, for any reason, the Issuer does not utilize the entire Bond proceeds, then in such event the Principal Amount of the Bond will be reduced to the amount actually withdrawn. Any reduction of the Bond pursuant to this provision shall result in pro rata reductions of the remaining installments of principal so that the weighted average life of the Bond immediately following any such reduction shall be substantially equal to the weighted average life of the Bond immediately prior to such reduction. The Authority agrees to accept, or cause. the registered assigns of the Bond to accept, a new Bond from the Issuer reflecting the revised payment schedule. 6. Subject to the terms and conditions and upon the basis of the representations herein set forth, the Authority hereby agrees to purchase the Bond from the Issuer in installments from time to time from moneys in the Revolving Loan Fund in an amount up to the Principal Amount, and the Issuer hereby agrees to sell the Bond to the Authority at a price of one hundred percent (100%) of the Principal Amount of the Bond purchased from time to time. The purchase price for the Bond shall be paid in a series of advances in accordance with the provisions of • paragraph 7. The initial advance of the purchase price of the Bond shall take place at the Closing. At the Closing, the Issuer will deliver, or cause to be delivered, to the Authorityt a single typewritten bond, duly executed and authenticated, together with the other documents herein required, and the Authority will accept delivery and make the initial advance of the purchase price of the Bond by wire transfer of immediately available funds or by certified or official bank cashier's check as directed by the Issuer. If the Closing and the initial advance do not occur within 180 days from the date hereof, then the Authority's obligation to purchase the Bond is terminated. 7. So long as the Issuer is in compliance with the terms and provisions of this Agreement and the Bond Ordinance and the representations and warranties of the Issuer made herein remain true and correct, the Authority agrees to make, and the Commission agrees to approve, advances of the purchase price of the Bond ("Disbursements") from moneys in the Revolving Loan Fund as follows: (a) Disbursements shall only be made based upon actual work completed; (b) The Issuer may request reimbursement for costs not more often than monthly, provided, however, during the Project performance period requests for reimbursement shall be limited to quarterly; (c) Disbursements shall be made for costs incurred prior to the Disbursement • Cut Off Date, and no Disbursement shall be made following the Disbursement Cut Off Date; 4828-7944-0640.8 3 (d) Disbursements shall be made for eligible work called for in the • engineering services contract and in the plans and specifications approved by the Commission, and Bond issuance costs eligible under Title XVI of the Commission, as now or hereafter amended ("Title XVI"); and , (e) All requests for Disbursements must be made in accordance with Title XVI and shall be made by forwarding a completed copy of a Disbursement Request, in the form attached as Exhibit C hereto, to the Commission's Water Resources Development Division, along with the documentation for eligible Project Costs incurred since the last Disbursement Request and not previously submitted. 8. [RESERVED]. 9. The parties hereto acknowledge that the Authority intends to pledge the Bond to the Trustee for the Authority's Wastewater System Revolving Loan Fund Revenue Bonds (the "ADFA Bonds"). The Authority agrees not to make any other transfer or attempt to transfer the Bond without the prior written consent of the Commission and without written disclosure to the transferee that the interest on the Bond is includable in gross income for federal income tax purposes. Upon transfer of the Bond, the Authority and the Commission may assign their rights hereunder to the new owner of the Bond without consent of the Issuer. 10. The Issuer represents and warrants to, and agrees with the Authority and the Commission that: (a) The Issuer is a city of the first class, duly organized and validly existing under the laws of the State of Arkansas, and has, and at the date of Closing will have, full legal right, power and authority (i) to enter into this Agreement, (ii) to adopt the Bond Ordinance and the Levying Ordinance, (iii) to issue, sell and deliver the Bond to the Authority as provided herein, (iv) to levy the Tax and pledge the Tax Receipts, and (v) to carry out and consummate the transactions contemplated by this Agreement, the Bond Ordinance and the Levying Ordinance; ' (b) The Issuer has complied, and will at the date of Closing be in compliance, in all respects, with the Authorizing Legislation; (c) By adoption of the Bond Ordinance pursuant to the Authorizing Legislation, the Issuer has duly authorized and approved the execution and delivery of, and the performance by the Issuer of the obligations contained in, the Bond and this Agreement and, when delivered to and paid for by the Authority at the Closing in accordance with the provisions of this Agreement, the Bond will have been duly authorized, executed, issued and delivered and will constitute a valid and binding obligation of the Issuer in accordance with its terms, in conformity with the Authorizing Legislation, entitled to the benefit and security of the Bond Ordinance; (d) The financial statements of the System delivered to the Commission and the Authority are true and correct in all respects, have been prepared in accordance with • generally accepted governmental accounting standards for municipalities, consistently 4828-7944-0640.8 4 applied, and fairly present the financial condition of the System as of their respective Sdates; (e) The execution and delivery of this Agreement and the Bond, the adoption of the Bond Ordinance and the Levying Ordinance, the pledge of the Tax Receipts to the Bond, and the carrying out and consummation of the transactions contemplated by this Agreement and the Bond Ordinance will not conflict with or constitute a breach of or default under any applicable law or administrative regulation of the State of Arkansas or the United States or any judgment or decree or any agreement or other instrument to which the Issuer is a party or is otherwise subject; (f) There is no action, suit, proceeding or investigation involving the Issuer before or by any court, public board or body pending or, to the knowledge of the Issuer, threatened wherein an unfavorable decision, ruling or finding would: (i) affect the creation, organization, existence or powers of the Issuer or the titles of its officials to their offices, (ii) enjoin or restrain the issuance, sale or delivery of the Bond, the levy of the Tax, the collection of the Tax Receipts or the pledge thereof, (iii) in any way question or affect any of the rights, powers, duties or obligations of the Issuer with respect to the Tax Receipts, (iv) in any way question or affect any authority for the issuance of the Bond or the validity or enforceability of the Bond, the Bond Ordinance or the Levying Ordinance, or (v) in any way question or affect this Agreement or the transactions contemplated by this Agreement, or any other agreement or instrument relating thereto to which the Issuer is a party; , • (g) The Tax has been duly levied under the Authorizing Legislation and the Levying Ordinance, and the Tax Receipts have been duly pledged to the payment of the Bond under the Bond Ordinance pursuant to the authority granted by the Authorizing Legislation; and (h) The Issuer will promptly remit each Disbursement to the person or persons to whom payment is then due and owing. 11. The Issuer covenants and agrees with the Commission: (a) To comply with all applicable federal and State of Arkansas statutes and regulations, including particularly, without limitation, Title XVI; (b) To utilize and expend the proceeds of the Bond in a timely and expeditious manner by: (1) utilizing Bond proceeds for eligible Project Costs and approved issuance costs, (2) proceeding expeditiously with and completing the Project, and (3) completing all facilities recommended in the approved facilities plan; (c) To establish and maintain adequate financial records for the Project in accordance with "generally accepted governmental accounting standards" defined as, but not limited to, those contained in the U.S. General Accounting Office (GAO) publication "Standards for Audit of Governmental Organizations, Programs, Activities and • Functions" (February 27, 1981), and make these records available to the Commission, the EPA Inspector General, or their authorized representatives; 4828-7944-0640.8 (d) To undertake the Project on its own responsibility and release and hold • harmless the Commission and the Authority, and their officers, members and employees, from any claim arising in connection with the design, construction or operation of the Project or any other aspect of the wastewater treatment works of the Issuer, including any matter due solely to their own negligence; (e) To comply with all terms and conditions of any construction contracts, architectural or engineering agreements, and other agreements affecting the Project, the premises of the wastewater treatment works of the Issuer, and its operations and to require its construction contractor to furnish both a performance bond and payment bond in the full amount of the construction contract for the Project; (f) To become familiar with and comply with all federal and state laws pertaining to equal employment opportunities ensuring that all engineers and contractors for the Project do not discriminate against any person on the basis of race, color, religion, sex, age, national origin or handicap; (g) To provide complete (unaudited) financial statements and budget information for the System to the Commission, within 30 days of a written request from the Commission, for any year(s) during which this Agreement is in effect; and (h) To maintain and operate the System in a sound and economical manner and in accordance with standards as may be required or prescribed by federal, state or local regulatory agencies. 12. The Authority and the Commission have entered into this Agreement in reliance upon the representations and agreements of the Issuer herein and the performance by the Issuer of its obligations hereunder, both as of the date hereof and as of the date of the Closing. Tl e obligations of the Authority and the Commission under this Agreement are and shall be subject to the following further conditions: (a) At the Closing, the Bond Ordinance and the Levying Ordinance shall be in full force and effect and shall not have been amended, modified or supplemented after the date hereof except as may have been agreed to by the Authority and the Commission, and the Issuer shall have duly adopted and there shall be in full force and effect such other ordinances and resolutions as, in the opinion of Bond Counsel and the Commission, shall be necessary in connection with the transactions contemplated hereby. (b) The representations and warranties of the Issuer contained herein shall be true, complete and correct on the date hereof and on and as of the date of the Closing, as if made on and as of the date of the Closing. (c) At or prior to the Closing, the Commission and the Authority shall have received the following: (1) The Bond Ordinance and the Levying Ordinance, certified by the Issuer under its seal as having been duly adopted and as being in full force and 4828-7944-0640.8 effect, with only such amendments as may have been agreed to by the • Commission and the Authority; (2) An unqualified approving opinion, dated the date of the Closing, of Bond Counsel, in form and substance satisfactory to the Commission and the Authority, to the effect that: (i) the Issuer is duly created and validly existing as a city of the first class under the laws of the State of Arkansas, with the power to adopt the Bond Ordinance and the Levying Ordinance, perform the agreements on its part contained in the Bond Ordinance, and issue the Bond; (ii) the Bond has been duly authorized and issued by the Issuer and is a valid and binding special obligation of the Issuer enforceable in accordance with its terms; (iii) the Bond is secured by an irrevocable pledge of the Tax Receipts as provided in the Bond Ordinance, which pledge is valid and enforceable, subject to the parity pledge of such Tax Receipts to secure the Issuer's obligations with respect to (A) its Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A, and (B) its Sales and Use Tax Capital Improvement Bonds, Series 2005B; and • (iv) the interest on the Bond is exempt from all Arkansas state, county and municipal taxes; (3) A supplemental opinion, dated the date of Closing, of Bond Counsel, in form and substance satisfactory to the Commission and the Authority, to the effect that (i) the Bond and the Bond Ordinance conform in both form and tenor to the provisions relating thereto summarized in the Term Sheet attached to the Memorandum of Agreement for the Project, and (ii) if the Bond were being purchased on a tax-exempt basis, the Bond would not constitute a "private activity bond" within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended, and covering such other matters as may be reasonably be requested by the Authority and the Commission; (4) A certificate dated the date of the Closing and signed by the Mayor and City Clerk of the Issuer to the effect that: (i) the representations and warranties of the Issuer contained herein are true and correct in all material respects on and as of the date of the Closing as if made on the date of the Closing, (ii) the Issuer has complied with all agreements and covenants and satisfied all conditions on its part to be complied with or satisfied at or prior to the Closing, and (iii) there has been no material adverse change in the business, property or financial condition of the System and the System has not incurred any material liabilities other than in the normal course of business which have not been • 4828-7944-0640.8 7 disclosed in writing to the Commission and the Authority since the date of the • latest financial statements submitted to the Commission and the Authority; (5) Two counterpart originals of a transcript of all proceedings relating to the authorization and issuance of the Bond; and (6) Such additional legal opinions, certificates, proceedings, instruments and other documents as the Commission, the Authority and Bond Counsel may reasonably request to evidence compliance by the Issuer with legal requirements, the truth and accuracy, as of the time of Closing, of the representations of the Issuer herein contained, and the due performance or satisfaction by the Issuer at or prior to such time of all agreements then to be performed and all conditions then to be satisfied by the Issuer. All of the opinions, letters, certificates, instruments and other documents mentioned above or elsewhere in this Agreement shall be deemed to be in compliance with the provisions hereof if, but only if, they are in form and substance satisfactory to the Commission and the Authority. The performance of any and all obligations of the Issuer under this Agreement and the performance of any and all conditions contained herein for the benefit of the Authority and the Commission may be waived by the Authority and the Commission in their sole discretion. 13. The Issuer covenants and agrees with the Authority as follows: • (a) For purposes of this Paragraph 13, the following terms shall have the meanings set forth below: "Rule 15c2-12" shall mean Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time (17 C.F.R. Part 240 §240.15c2-12). "Obligated Person" shall mean any person who is committed by contract or other arrangement to support payments in a sum equal to ten percent (10%) or more of the aggregate payments of the loans, including the Bond, which comprise the Wastewater System Revolving Loan Fund administered by the Authority and which are pledged as security for ADFA Bonds, the proceeds of which fund a portion of the Bond. (b) If during any fiscal year of the Authority, the outstanding obligations of the Issuer under the terms of the Bond shall cause the Issuer to be deemed an Obligated Person, and unless in the opinion of bond counsel for the ADFA Bonds, an exemption from Rule 15c2-12 is then available, the Issuer shall, upon notice from the Authority, within 120 days after the close of each fiscal year of the Authority, furnish to the Authority (i) a copy of the latest financial statements of the Issuer (or the System if separately audited) prepared in accordance with generally accepted government accounting standards and audited by independent auditors (or, if not available as of such date, the latest unaudited financial statements of the Issuer (or the System if separately • audited) and, as soon thereafter as available, the audited financial statements) and (ii) 4828-79440640.8 8 such financial information and operating data relating to the Issuer and the System a• s agreed to by the Issuer and the Authority. (c) The Issuer shall provide to the Authority, promptly upon the occurrence thereof, notice of any of the following events with respect to the Bond, if material: (1) any principal or interest payment delinquency with respect to the Bond; (2) any non-payment related default under the Bond Ordinance, the Bond or this Agreement; (3) any event that would cause the Bond to be a "private activity bond" under the Internal Revenue Code of 1986, as amended; (4) any use of the debt service reserve to pay the principal of and interest on the Bond when due; (5) any defeasance of the Bond, in whole or in part; and (6) any release, substitution or sale of property securing repayment of the Bond. (d) The Issuer's obligations under this Paragraph 13 shall terminate upon the • defeasance, prior redemption or payment in full of the Bond. (e) Nothing in this Paragraph 13 shall be deemed to prevent the Issuer from disseminating any other information, or including any other information in any notice or report made hereunder, in addition to that which is specifically required by this Paragraph 13. If the Issuer chooses to include any information in any report or notice made hereunder in addition to that which is specifically required by this Paragraph 13, the Issuer shall have no obligation hereunder to update such information or include it in any future report or notice. (f) The reporting requirements set forth in this Agreement are in addition to the financial reporting requirements set forth in the Bond Ordinance. 14. All notices, demands and formal actions hereunder will be in writing mailed, telegraphed or delivered to the parties at the following addresses: The Issuer: City of Fayetteville, Arkansas 113 West Mountain Street Fayetteville, Arkansas 72701 Attention: Mayor • 4828-7944-0640.8 9 The Commission: Arkansas Natural Resources Commission • 101 E. Capitol Avenue, Suite 350 Little Rock, Arkansas 72201 Attention: Scott Savoy The Authority: Arkansas Development Finance Authority 423 Main Street Little Rock, Arkansas 72201 Attention: Vice President for Finance & Administration 15. All representations, warranties, and covenants of the Issuer contained herein shall remain operative and in full force and shall survive (a) the execution and delivery of this Agreement, (b) any investigation made by or on behalf of the Commission or the Authority, (c) the purchase of the Bond hereunder, and (d) any disposition of or payment for the Bond. 16. Any audit or review of plans and specifications and any inspection of the work shall be for the Commission's convenience only in order to determine that they are within the approved scope of the Project. No such review and inspection, approvals and disapprovals shall be an. undertaking by the Commission of responsibility for design or construction. 17. Neither the Commission nor the Authority is a partner, joint venturer, or in any other way a party to the Project or the operation of the wastewater treatment works of the Issuer. Neither the Commission nor the Authority shall in any way be liable or responsible by reason of • the provisions hereof to the Issuer or to any third party for the payment of any claims in connection therewith. 18. The Authority agrees that it will invest the monthly payments made by the Issuer until applied to the semiannual principal and interest and Servicing Fee payments due on the Bond, and semiannually to credit interest accruing on such investments against the next six monthly principal and interest payments due from the Issuer and to notify the Issuer in writing of such credit. I 19. This Agreement may be executed in any number of counterparts with each executed counterpart constituting an original but all of which together shall constitute one and the same instrument. C 4829-7944-0640.8 10 20. This Agreement will inure to the benefit of and be binding upon the parties hereto • and their successors and will not confer any rights upon any other person. This Agreement shall be governed by and construed in accordance with the laws of the State of Arkansas. ARKANSAS NATURAL RESOURCES By: Title: ARKANSAS DEVELOPMENT FINANCE AUTHORITY yr_I: i Ll i'► Title: 1/ j% R/25 i vt- • ACCEPTED this 7th day of February, 2006. CITY OF FAYETTEVILLE, ARKANSAS 4828-7944-0640.8 11 EXHIBIT A • Amortization Schedule Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $ 1,164,915.00 $ 200,000.00 $ 100,000.00 $ 864,915.00 October 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 April 15, 2010 1,164,915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 86,831.00 904,423.00 April 15, 2011 1,164,915.00 164,617.00 82,309.00 917,989.00 October 15, 2011 1,164,915.00 155,437.00 77,719.00 931,759.00' April 15, 2012 1,164,915.00 146,120.00 73,060.00 945,735.00' October 15, 2012 1,164,915.00 136,662.00 68,331.00 959,922.00 April 15, 2013 1,164,915.00 127,063.00 63,532.00 974,320.00 October 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00, April 15, 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00' October 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00' April 15, 2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00! October 15, 2015 1,164,915.00 76,864.00 38,432.00 1,049,619.001 April 15, 2016 1,164,915.00 66,367.00 33,184.00 1,065,364.00' October 15, 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00; April 15, 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16,962.00 1,114,028.00 April 15, 2018 1,164,915.00 22,784.00 11,392.00 1,130,739.00. October 15, 2018 1,164,909.00 11,477.00 5.738.00 1,147,694.00 $23.298.294.00 $2.198.863.00 $1.099.431.00 20.000.000.00. 4828-7944-0640.8 A-1 EXHIBIT B • Uses of Funds Issuer: City of Fayetteville, Arkansas Loan Number: 00183-CWRLF-L Item Costs Planning and Design $ -0- Administrative Fee -0- Local Loan Expenses 20,000 Capitalized Interest -0- Construction Costs 19,980,000 • Contingency -0- Principal Amount: $20.000.000 • . 4828-7944-0640.8 B-1 EXHIBIT C RLF-76 DISBURSEMENT REQUEST (R-09/02) Arkansas Natural Resources Commission Revolving Loan Fund Project Name: Request Number: oject Number: Percent Complete: ployer Identification No.: L Costs Incurred RLF Eligible Previous RLF RLF Payment Due Cost Classification to Date Amount Disbursements this Request a. Land Acquisition Administration b. Costs (Land) Construction — c. Plant Construction — d. Line work Administration e. Costs (Const.) A/E Basic Fees f. Bid Phase A/E Basic Fees g. Const. Phase h. Inspection Phase I. Start -Up Services Project Performance j. Fees O&M Manual Material Testing Project Performance m. Testing n. Equipment Allowance o. (Planning/Design) p. ADFA Fee q. Legal Fees r. Issuance Costs S. t. TOTAL I certify that to the best of my Signature of Authorized Certifying Official Date Report Submitted knowledge, that this Requested disbursement request accurately By Typed or Printed Name and Title Telephone Number reflects the total RLF amount due to date and that all costs requested are in accordance with Signature of Engineering Consultant Date Signed the terms of the bond purchase Prepared Typed or Printed Name and Title Telephone Number agreement and RLF regulations. By I further certify that all work has Signature of RLF Official Date Signed been inspected and performed in accordance with RLF program uirements. Approved Typed or Printed Name and Tide Telephone Number By Signature of Project Engineer Date Signed 1 Typed or Printed Name and Title Telephone Number 4828-7944-0640.8 C -j I ., 15 I � COPY • Registered United States of America Registered No. R06-1 $20,000,000 State of Arkansas County of Washington City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond . Series 2006 Registered Owner: ARKANSAS DEVELOPMENT FINANCE AUTHORITY Principal Amount: NOT TO EXCEED TWENTY MILLION DOLLARS Know All Men By These Presents: That the City of Fayetteville, Arkansas (the "City") hereby acknowledges itself to owe, and for value received promises to pay to the order of the Arkansas Development Finance Authority, or registered assigns, but solely from the special fund provided therefor as hereinafter set forth, in lawful money of the United States of America, the Principal Amount shown above (or so much of the Principal Amount as should have been advanced as shown on the Record of Payment of Advances attached hereto), and to pay in like coin or currency interest thereon at the rate of 2.00% per annum from the date of each advance. A servicing fee of 1.00% per annum • (the "Servicing Fee") shall also be payable by the City to the. Arkansas Development Finance Authority or its successor in the same manner and upon the same dates as interest hereon. ' Interest on the unpaid balance of the total principal amount outstanding and the Servicing Fee shall be payable on April 15, 2006, October 15, 2006, April 15, 2007, October 15, 2007, April 15, 2008 and October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $1,164,915.00 $200,000.00 $100,000.00 $ 864,915.00 October 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00, April 15, 2010 1,164,915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 86,831.00 904,423.00 April 15, 2011 1,164,915.00 164,617.00 82,309.00 917,989.00 October 15, 2011 1,164,915.00 155,437.00 77,719.00 931,759.00 April 15, 2012 1,164,915.00 146,120.00 73,060.00 945,735.00: • October 15, 2012 1,164,915.00 136,662.00 68,331.00 959,922.00 4850-6200-5760.1 copy Date Payment Amount Interest Servicing Fee Principal • April 15, 2013 1,164,915.00 127,063.00 63,532.00 974,320.00 October 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00 April 15, 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 October 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00 April 15, 2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00 October 15, 2015 1,164,915.00 76,864.00 38,432.00 1,049,619.00 April 15, 2016 1,164,915.00 66,367.00 33,184.00 1,065,364.00 October 15, 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00 April 15, 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16,962.00 1,114,028.00 April 15, 2018 1,164,915.00 22,784.00 11,392.00 1,130,739.00 October 15, 2018 1,164,909.00 11,477.00 5,738.00 1,147,694.00 • Payments of principal and interest due hereon shall be made, except for final payment, without presentation and surrender of this bond, directly to the Registered Owner at its address shown on the registration book of the City maintained by the City Clerk as Bond Registrar, and such payments shall fully discharge the obligation of the City to the extent of the payments so made. This bond is issued for the purpose of (i) providing financing for a portion of the costs of acquiring, constructing and equipping pipelines associated with a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City (the "Project"), and (ii) paying costs of authorizing and issuing this bond, and is issued pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, including particularly Amendment No. 62 to the Constitution of the State of Arkansas ("Amendment 62") and the Local Government Bond Act, codified as Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Repl. & 2005 Supp.) (the "Act"), and pursuant to Ordinance No. 4814 of the City, duly adopted and approved on the 3rd day of January, 2006 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing Ordinance for the details of the nature and extent of the security and of the rights and obligations of the City and the Registered Owner of this bond. This bond may be assigned only upon the written approval of the Arkansas Natural Resources Commission (the "Commission"), and in order to effect such assignment, the assignor shall promptly notify the City Clerk by registered mail, and the assignee shall surrender this bond along with a written assignment and written approval of the Commission to the City Clerk for • transfer on the registration records. Every assignee shall take this bond subject to all payments 4850-6200-5760.1 COPY and prepayments of principal and interest (as reflected on the Payment Record maintained by the City Clerk or her designee) prior to such surrender for transfer. • Following payment in full of the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), the outstanding principal of this bond shall be prepaid by the City from time to time with receipts of the Sales and Use Tax (defined below) in excess of amounts needed to make scheduled payments of the principal, interest and Servicing Fee hereon and on the Series 2005A Bonds. Further, on and after October 15, 2016, this bond may be prepaid at the option of the City from funds from any source, in whole but not in part, at a prepayment price equal to the principal amount outstanding, plus accrued interest and the Servicing Fee to the prepayment date. Notice of any prepayment, whether mandatory or optional, shall be given to the registered owner of this bond at least 90 days prior to the prepayment date. Such notice shall be in writing mailed to the address of the registered owner of this bond at the address appearing on the bond registration records maintained by the City Clerk. This bond does not constitute an indebtedness of the City or the State of Arkansas within the meaning of any constitutional or statutory limitation or provision, and, except with respect to receipts generated from the Sales and Use Tax, the taxing power of the City is not pledged to the payment of the principal of and interest on this bond. This bond is not a general obligation of the City, but is a special limited obligation payable solely from the receipts of a special City-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales • and Use Tax"). In this regard, the pledge of Sales and Use Tax receipts is made on a parity basis with the prior pledge of such receipts securing (i) the City's Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Pursuant to the Trust Indenture dated as of November 15, 2005 (the "Indenture), under which the Series 2005A Bonds and the Series 2005B Bonds are issued and secured, an amount of Sales and Use Tax receipts sufficient to pay principal and interest on this bond as due shall be set aside monthly in a special fund created for that purpose identified as the Bond Fund. Reference is made to the Indenture for a detailed statement of the nature and extent of the security, and the rights and obligations of the City and registered owner of this bond. This bond is issued with the intent that the laws of the State of Arkansas will govern its construction. No recourse shall be had for the payment of the principal of or premium, if any, or interest on this bond or for any claim based thereon or upon any obligation, covenant, or agreement contained in this bond or in the Authorizing Ordinance against any past, present or future alderman, officer or employee of the City, or any alderman, officer or employee of any successor of the City, as such, either directly or through the City or any successor of the City, under any rule of law or equity, statute, or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such alderman, officer or employee as such is hereby expressly waived and released as a condition of and consideration for the issuance of this bond. r1 L J 4950-6200-5760.1 3 IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and • things required by the Constitution and statutes of the State of Arkansas to exist, happen and be performed precedent to and in the issuance of this bond do exist, have happened and have been performed in due time, form and manner as required by law; that the indebtedness represented by this bond does not exceed or violate any constitutional or statutory limitation of indebtedness; and that provision has been made for the payment of the principal of and interest on this bond, :as provided in the Authorizing Ordinance. IN WITNESS WHEREOF, the City of Fayetteville, Arkansas has caused this bond to be executed in its name by the manual signatures of its Mayor and City Clerk, thereunto duly authorize, and its corporate seal to be affixed hereto, all as of the 7th day of February, 2006. CITY OF FAYETTEVILLE, ARKANSAS • ATTEST: By: 4850-6200-5760.1 4 COPY REGISTRATION CERTIFICATE • Date of Registration Name of Registered Owner Signature of City Clerk February 7, 2006 Arkansas Development Finance Authority -- ' RECORD OF PAYMENT OF ADVANCES Signature of Vice President of Arkansas • Total Principal Development Finance Date of Advance* Amount of Outstanding Authority Advance February 7, 2006 $ 20,000.00 $ 20,000.00 *The date of each advance shall be the interest commencement date from which the principal amount of such advance bears interest and from which the Servicing Fee is calculated. • 4850-6200-5760.1 5 • 161 KUTAK ROCK LLP ATLANTA CHICAGO SUITE 1100 DENVER 425 WEST CAPITOL AVENUE DES MOVES FAETTE VILLE NORTHWEST ARKANSAS OFFICE LITTLE ROCK, ARKANSAS 72201-3409 IRVINE KANSAS CITY THE THREE SISTERS BUILDING 501-976-3000 LOS ANGELES 214 WEST DICKSON STREET FACSIMILE 501-975-3001 OKLAHOMA CITY FAYETTEVILLE. ARKANSAS 72701-6221 1 OMAHA 429-973-4299 www.kutakrock.com PASADENA RICHMOND i SCOTTSDALE February 7, 2006 WASHINGTON WICHITA City of Fayetteville, Arkansas 113 West Mountain Fayettelville, Arkansas 72701 Arkansas Development Finance Authority 423 Main Street Little Rock, Arkansas 72201 Not to Exceed $20,000,000 City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 • Ladies and Gentlemen: I , We have acted as bond counsel in connection with the issuance by the City of Fayetteville, Arkansas (the "Issuer") of its not to exceed $20,000,000 Sales and Use Tax Capital • Improvement Bond, Series 2006 (the "Series 2006 Bond"). The Series 2006 Bond is issued pursuant to and in full compliance with (i) the Constitution and laws of the State of Arkansas, including particularly Amendment 62 and Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Rep!. & Supp. 2005) (the "Act"), (ii) Ordinance No. 4327 of the Issuer adopted Augusti7, 2001 (the "Election Ordinance"), and (iii) Ordinance No.4814 of the Issuer adopted Januaryl3, 2006 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing Ordinance for the provisions, among others, with respect to the nature and extent of the security for the Series 2006 Bond, the rights, duties and obligations of the Issuer and the holder of the Series 2006 Bond, and the terns upon which the Series 2006 Bond is issued. The Bond is being issued and secured on a parity basis with the Issuer's outstanding (i) Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Reference is hereby made to an opinion of even date herewith of Kit Williams, Esq., City Attorney, a copy of which is on file with the Issuer, with respect, among other matters, to the status and valid existence of the Issuer, the power of the Issuer to adopt the Authorizing • Ordinance, and the valid adoption of the Authorizing Ordinance. 4827-9400-1664.1 • • KUTAK ROCK LLP Approving Opinion February 7, 2006 Page 2 We have examined the law and such certified proceedings and other papers as we have deemed necessary to render this opinion. As to questions of fact material to our opinion, we have relied upon representations of the Issuer contained in the Election Ordinance and the Authorizing Ordinance and in the certified proceedings and other certifications of public officials furnished to us, without undertaking to verify the same by independent investigation. Based upon the foregoing, we are of the opinion, under existing law, as follows: 1. The Issuer is duly created and validly existing as a municipal corporation of the State of Arkansas. Pursuant to the Constitution and laws of the State of Arkansas, including, particularly, Amendment 62 and the Act, the Issuer is empowered to adopt the Election Ordinance and the Authorizing Ordinance, to perform the agreements on its part contained therein,' and to issue the Series 2006 Bond. ' I 2. The Authorizing Ordinance and the Election Ordinance have been duly adopted by the Issuer and each constitutes a valid and binding obligation of the Issuer enforceable upon the Issuer in accordance with its respective terms. 3. The Series 2006 Bond has been duly authorized, executed, issued and delivered by the Issuer and is a valid and binding special obligation of the Issuer enforceable in accordance with its'terms. 4. The Series 2006 Bond is secured by an irrevocable pledge of the receipts derived by the Issuer from the Sales and Use Tax (as defined in the Authorizing Ordinance), which pledge is valid and enforceable, subject to the parity pledge of such receipts securing the Sent s 2005A Bonds and the Series 2005B Bonds. 5. If the Series 2006 Bond was being issued on a tax-exempt basis, the Series 2006 Bond would not constitute a "private activity bond" within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended. 6. The interest on the Series 2006 Bond is exempt from all state, county and municipal taxes in the State of Arkansas, and the Series 2006 Bond is exempt from property taxation in the State of Arkansas. It is to be understood that the rights of the owner of the Series 2006 Bond and the enforceability of the Series 2006 Bond and the Authorizing Ordinance may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted to the extent constitutionally applicable and that their enforcement may also be subject to the exercise of judicial discretion in appropriate cases. Very truly yours, i, u -e 4827-9400-1664.1 • REGISTRATION CERTIFICATE Date of Registration Name of Registered Owner Signature of City Clerk February 7, 2006 Arkansas Development Finance Authority RECORD OF PAYMENT OF ADVANCES Signature of Vice President of Arkansas • Total Principal Development Finance Date of Advance' Amount of Outstanding Authority Advance February 7, 2006 $ 20,000.00 $ 20,000.00 *The date of each advance shall be the interest commencement date from which the principal amount of such advance bears interest and from which the Servicing Fee is calculated. • 4850.6200-5760.1 5 • AUTHORITY'S RECEIPT FOR BOND RECEIVED of the City of Fayetteville, Arkansas (the "City"), its Sales and Use Tax Capital Improvement Bond, Series 2006, No. R06-1, dated February 7, 2006, in the principal amount of not to exceed $20,000,000, registered in the name of the Arkansas Development Finance Authority, bearing interest at the rate of 2.00 percent per annum. Dated: February 7, 2006 ARKANSAS DEVELOPMENT FINANCE AUTHORITY By:4�'�7t t Kro Title: t4 e ≤iu wC- • • 4833-3428-01921 KUTAK ROCK LLP ATLANTA CHICAGO SUITE 1100 DENVER 425 WEST CAPITOL AVENUE DES MOINES FAYETTEVILLE NORTHWEST ARKANSAS OFFICE LITTLE ROCK, ARKANSAS 72201-3409 IRVINE KANSAS CITY 501-975-3000 THE THREE SISTERS BUILDING LOS ANGELES 214 WEST DICKSON STREET FACSIMILE 501-975-3001 FAYETTEVILLE. ARKANSAS 72701-6221 OKLAHOMA CITY OMAHA 478-073-4200 www.kutakrock.com I PASADENA I RICHMOND SCOTT80ALE February 7, 2006 WASH NGTON WICHITA City of Fayetteville, Arkansas 113 West Mountain Fayetteville, Arkansas 72701 Arkansas Development Finance Authority 423 Main Street Little Rock, Arkansas 72201 Not to Exceed $20,000,000 City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 • Ladies and Gentlemen: We have acted as bond counsel in connection with the issuance by the City 'of Fayetteville, Arkansas (the "Issuer") of its not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"), and have delivered on this date our approving opinion with respect thereto. Reference is made to such approving opinion. 1 It is our opinion that the Bond and Ordinance No. 4814 adopted by the City Council of the Issuer on January 3, 2006, conform as to form and tenor with the terms and provisions summarized in that certain ANRC Revolving Loan Fund Programs Term Sheet wherein the borrower is the City of Fayetteville, Arkansas and the loan amount is $20,000,000. Very truly yours, 1i*o,K \a U-? 4839-3439-3600.1 KIT WILLIAMS FAYETTEVILLE CITY ATTORNEY DAVID J. WHITAKER Assistant City Attorney 'dy Housley Office Manager 1 Phone (479) 575-8313 FAX (479) 575-8315 February 7, 2006 Arkansas Development Finance Authority 423 Main Street Little Rock, AR 72201 Kutak Rock LLP 425 West Capitol Avenue, Suite 1100 Little Rock, AR 72201 Re: Not to Exceed $20,000,000 City of Fayetteville, Arkansas Sales and Tax Capital Improvement Bond, Series 2006 Ladies and Gentlemen: THE CITY OF FAYETTEVILLE. ARKANSAS 113 W. Mountain, Suite 302 Fayetteville, AR 72701-6083 I am counsel, to the City of Fayetteville, Arkansas (the "City") and have acted in that capacity in connection with the issuance and sale by the City of the captioned bond (the `Bond"). In this connection, I have reviewed certain documents with respect to the Bond, and have examined such records, certificates and other documents as I have considered necessary or appropriate for the purposes of this opinion, including Ordinance No. 4814 adopted by the City Council of the City of Fayetteville, Arkansas on January 3, 2006 (the "Bond Ordinance"). The terms defined in the Bond Ordinance are used in this opinion with the meanings assigned to them in the Bond Ordinance. Based on such review and examination and such other considerations of law and fact as I believe to be relevant, I am of the opinion that: 1. The City is a duly organized and validly existing political subdivision and city of the first class, organized under the laws of the State of Arkansas, with full power and authority to adopt the Bond Ordinance, to levy the Sales and Use Tax, and to execute and deliver the Bond. 2. The Bond Ordinance has been duly adopted by the City by all action necessary under the Local Government Bond Act and the laws and Constitution of the State of Arkansas, and remains in full force and effect. 3. There is no action, suit or proceeding at law or in equity before or by any court, • public board or body, pending or threatened, against or affecting the City, challenging the validity of the transactions contemplated by the Bond Ordinance or the validity of the Bond, the Sales and Use Tax or the Bond Ordinance, and, to the best of my knowledge, there is no • investigation, pending or threatened, and no threatened action, suit or proceeding involving any of the matters hereinabove mentioned in this paragraph 3. 4. The adoption of the Bond Ordinance and compliance with the provisions thereof, under the circumstances contemplated thereby, do not and will not in any material respect conflict with or constitute on the part of the City a breach of or default under any agreement or other instrument to which the City is a party or any existing law, regulation, court order or consent decree to which the City is subject. Sincerely, HIT WILLIAMS Fayetteville City Attorney KW/jh • • • 6 • i CITY'S RECEIPT FOR FIRST CONSTRUCTION FUND DRAW • The undersigned, Mayor of the City of Fayetteville, Arkansas (the "City"), does Hereby certify that the City's Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"), No. R06-1, dated February 7, 2006, in the principal amount of not to exceed $20,000,000, registered in the name of the Arkansas Development Finance Authority (the "Authority"), issued for the purpose of financing the costs of acquiring, construction and equipping certain wastewater pipeline improvements within the City has been delivered to the Authority, and that the first installment of the purchase price of the Bond, in the amount of $20,000.00, has been paid by the Authority to the City. IN WITNESS WHEREOF, I have hereunto set my hand on this 7th day of February, 2005. CITY OF FAYETTEVILLE, ARKANSAS L • 4850-9588-7872.1 AUTHORITY'S RECEIPT FOR BOND • RECEIVED of the City of Fayetteville, Arkansas (the "City"), its Sales and Use Tax Capital Improvement Bond, Series 2006, No. R06-1, dated February 7, 2006, in the principal amount of not to exceed $20,000,000, registered in the name of the Arkansas Development Finance Authority, bearing interest at the rate of 2.00 percent per annum. Dated: February 7, 2006 ARKANSAS DEVELOPMENT FINANCE • AUTHORITY By: c�N lT/t Ili N, ' • • 4833.3428-0192.1 COVERAGE CERTIFICATE City of Fayetteville, Arkansas Series 2005 Sales and Use Tax Capital Improvement Bonds Date: _February 7, 2006 TO: Simmons First Trust Company, as Trustee This certificate is provided pursuant to the provisions of Section 212 of the Trust Indenture dated as of November 15, 2005 (the "Indenture"), by and between the City of Fayetteville, Arkansas (the "Issuer") and you, as trustee, in connection with a drawdown under an RLF Loan. In connection with such issuance or drawdown, the undersigned certifies as follows: (a) Receipts of Sales and Use Tax by Trustee for preceding twelve (12) months: $_11,512,386.20 (b) Average Annual Debt Service On all Outstanding Bonds and RLF Loans, following • the drawdown on the RLF Loan: $_8,785,487.17_ (c) (a) divided by (b) = _131_% (which is greater than 125%) The undersigned hereby certifies that he is authorized to deliver this Certificate on behalf of the Issuer. No Event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Indenture. CITY OF FAYETTEVILLE, ARKANSAS By: Finance and Internal Services Director 4843-0788-3008.1 NORTHWEST ARKANSAS OFFICE THE THREE SISTERS BUILDING 214 WEST DICKSON STREET FAYETTEVILLE. ARKANSAS 72701-6221 470 -STS -4200 City of Fayetteville, Arkansas 113 West Mountain Fayetteville, Arkansas 72701 KUTAK ROCK LLP SUITE 1100 425 WEST CAPITOL AVENUE LITTLE ROCK. ARKANSAS 72201-3409 501-975-3000 FACSIMILE 501-975-3001 www.kutakrock.com February 7, 2006 Arkansas Development Finance Authority 423 Main Street Little Rock, Arkansas 72201 Not to Exceed $20,000,000 City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Ladies and Gentlemen: ATLANTA CHICAGO DENVER DEG MOINES FAYETTEVILLE IRVINE KANSAS CITY LOS ANGELES OKLAHOMA CITY OMAHA PASADENA RICHMOND SCOTTSDALE WASHINGTON WICHITA We have acted as bond counsel in connection with the issuance by the City of Fayetteville, Arkansas (the "Issuer") of its not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"), and have delivered on this date our approving opinion with respect thereto. Reference is made to such approving opinion. It is our opinion that the Bond and Ordinance No. 4814 adopted by the City Council of the Issuer on January 3, 2006, conform as to form and tenor with the terms and provisions summarized in that certain ANRC Revolving Loan Fund Programs Term Sheet wherein the borrower is the City of Fayetteville, Arkansas and the loan amount is $20,000,000. Very truly yours, I� k'wt:k LU' 4839.3439-3600.1 REGISTRATION CERTIFICATE Date of Registration Name of Registered Owner Signature of City Clerk February 7, 2006 Arkansas Development Finance Authority RECORD OF PAYMENT OF ADVANCES Date of Advance* Amount of Advance Total Principal Outstanding Signature of Vice President of Arkansas Development Finance Authority February 7, 2006 $ 20,000.00 $ 20,000.00 *The date of each advance shall be the interest commencement date from which the principal amount of such advance bears interest and from which the Servicing Fee is calculated. 4850-6200-5760.! KUTAK ROCK LLP ATLANTA CHICAGO SUITE 1100 DENVER 425 WEST CAPITOL AVENUE DES MOINES FAYETTEVILLE NORTHWEST ARKANSAS OFFICE LITTLE ROCK, ARKANSAS 72201-3409 IRVINE THE THREE SISTER$ BUILDING 501-975-3000 KANSAS CITY 214 WEST DICKSON STREET LOB ANGELES FACSIMILE 501-875-3001 OKLAHOMA CITY FAYETTEVILLE. ARKANSAS 72701-5221 479-073-4200 www.kutakrock.com O AHA PASADENA RICHMOND SCOTTSDALE February 7, 2006 WABHINOTON WASHINTO WICHITA City of Fayetteville, Arkansas 113 West Mountain Fayetteville, Arkansas 72701 Arkansas Development Finance Authority 423 Main Street Little Rock, Arkansas 72201 Not to Exceed $20,000,000 City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Ladies and Gentlemen: We have acted as bond counsel in connection with the issuance by the City of Fayetteville, Arkansas (the "Issuer") of its not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"). The Series 2006 Bond is issued pursuant to and in full compliance with (i) the Constitution and laws of the State of Arkansas, including particularly Amendment 62 and Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Repl. & Supp. 2005) (the "Act"), (ii) Ordinance No. 4327 of the Issuer adopted August 7, 2001 (the "Election Ordinance"), and (iii) Ordinance No.4814 of the Issuer adopted January 3, 2006 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing Ordinance for the provisions, among others, with respect to the nature and extent of the security for the Series 2006 Bond, the rights, duties and obligations of the Issuer and the holder of the Series 2006 Bond, and the terms upon which the Series 2006 Bond is issued. The Bond is being issued and secured on a parity basis with the Issuer's outstanding (i) Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Reference is hereby made to an opinion of even date herewith of Kit Williams, Esq., City Attorney, a copy of which is on file with the Issuer, with respect, among other matters, to the status and valid existence of the Issuer, the power of the Issuer to adopt the Authorizing Ordinance, and the valid adoption of the Authorizing Ordinance. 4827-9400-1664.1 KUTAK ROCK LLP Approving Opinion February 7, 2006 Page 2 We have examined the law and such certified proceedings and other papers as we have deemed necessary to render this opinion. As to questions of fact material to our opinion, we have relied upon representations of the Issuer contained in the Election Ordinance and the Authorizing Ordinance and in the certified proceedings and other certifications of public officials furnished to us, without undertaking to verify the same by independent investigation. Based upon the foregoing, we are of the opinion, under existing law, as follows: I. The Issuer is duly created and validly existing as a municipal corporation of the State of Arkansas. Pursuant to the Constitution and laws of the State of Arkansas, including, particularly, Amendment 62 and the Act, the Issuer is empowered to adopt the Election Ordinance and the Authorizing Ordinance, to perform the agreements on its part contained therein, and to issue the Series 2006 Bond. 2. The Authorizing Ordinance and the Election Ordinance have been duly adopted by the Issuer and each constitutes a valid and binding obligation of the Issuer enforceable upon the Issuer in accordance with its respective terms. 3. The Series 2006 Bond has been duly authorized, executed, issued and delivered by the Issuer and is a valid and binding special obligation of the Issuer enforceable in accordance with its terms. 4. The Series 2006 Bond is secured by an irrevocable pledge of the receipts derived by the Issuer from the Sales and Use Tax (as defined in the Authorizing Ordinance), which pledge is valid and enforceable, subject to the parity pledge of such receipts securing the Series 2005A Bonds and the Series 2005B Bonds. 5. If the Series 2006 Bond was being issued on a tax-exempt basis, the Series 2006 Bond would not constitute a "private activity bond" within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended. 6. The interest on the Series 2006 Bond is exempt from all state, county and municipal taxes in the State of Arkansas, and the Series 2006 Bond is exempt from property taxation in the State of Arkansas. It is to be understood that the rights of the owner of the Series 2006 Bond and the enforceability of the Series 2006 Bond and the Authorizing Ordinance may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted to the extent constitutionally applicable and that their enforcement may also be subject to the exercise of judicial discretion in appropriate cases. Very truly yours, kak 1&9ck LL! 4827-9400-1664.1 KUTAK ROCK LLP ATLANTA CHICAGO SUITE 1100 DENVER 425 WEST CAPITOL AVENUE DES MOINES FAYETTEVILLE NORTHWEST ARKANSAS OFFICE LITTLE ROCK, ARKANSAS 72201-3409 IRVINE THE THREE SISTERS BUILDING 501-975-3000 KANSAS CITY 214 WEST DICKSON STREET FACSIMILE 501-975-3001 LOS ANGELUS FAYETTEVILLE. ARKANSAS 72701-5221 OKLAHOMA CITY 470-073-4200 www.kutakrock.com OMAHA • PASADENA RICHMOND • °9ordon.wilbouf;®k LotaSOodc.mm February 20, 2006 WASHINGTON WASHISDALN (501)975-3'101 WICHITA TO THE ATTACHED DISTRIBUTION LIST: NOT TO EXCEED $20,000,000 CITY OF FAYETTEVILLE, ARKANSAS SALES AND USE TAX CAPITAL IMPROVEMENT BOND SERIES 2006 Ladies and Gentlemen: Enclosed is a copy of the final transcript with respect to the above -captioned matter. If you have any questions or require anything additional, please let me know. Sincerely, don M. Wilboum paj Enclosure 4817.6508-6976.1 J KUTAK ROCK LLP DISTRIBUTION LIST NOT TO EXCEED $20,000,000 CITY OF FAYETTEVILLE, ARKANSAS SALES AND USE TAX CAPITAL IMPROVEMENT BOND SERIES 2006 City of Fayetteville, Arkansas Mr. Steve Davis (1 Bound) Finance and Internal Services Director City of Fayetteville, Arkansas 113 West Mountain Fayetteville, AR 72701 Fayetteville City Attorney Kit Williams, Esq. (I Bound) City Attorney City of Fayetteville, Arkansas 113 West Mountain Fayetteville, AR 72701 Arkansas Natural Resources Commission Mr. Scott Savoy • (2 Bound) Arkansas Natural Resources Commission 101 E. Capitol Avenue, Suite 350 • Little Rock, AR 72201 Trustee Ms. Glenda L. Dean (1 Bound) Corporate Trust Officer Simmons First Trust Company, N.A. 501 Main Street Pine Bluff, AR 71611 4817-6508-6976.1 TRANSCRIPT OF PROCEEDINGS FOR NOT TO EXCEED $20,000,000 CITY OF FAYETTEVILLE, ARKANSAS SALES AND USE TAX CAPITAL IMPROVEMENT BOND SERIES 2006 DATED: February 7, 2006 Prepared by: KUTAK ROCK LLP 425 West Capitol Avenue, Suite 1100 Little Rock, Arkansas 72201-3409 4838-6970-93121 I NOT TO EXCEED $20,000,000 CITY OF FAYETTEVILLE, ARKANSAS SALES AND USE TAX CAPITAL IMPROVEMENT BOND SERIES 2006 INDEX OF DOCUMENTS Proceedings and Certificates Related to Election Item No. Certificate of the City as to Election Matters to which are attached exhibits as follows: Exhibit A — Ordinance No. 4327 of the City adopted August 7, 2001, calling a special election and levying a 0.75% city-wide sales and use tax 2 Exhibit B — Minutes of City Council meeting held August 7, 2001, reciting adoption of Ordinance No. 4327 3 Exhibit C — Proof of Publication of Ordinance No. 4327 in the Arkansas Democrat -Gazette on August 10, 2001 4 Exhibit D — Notice of Special Election and Proof of Publication in The Morning News of Northwest Arkansas on November 1, 2001 5 Exhibit E — Copy of Ballot for Special Election 6 Exhibit F — Mayor's Proclamation of Election Results and Proof of Publication in the Northwest Arkansas Times on November 16, 2001 7 Certificate of the Washington County Board of Election Commissioners Ascertaining and Declaring Results of Special Election held November 6, 2001 8 Proceedings and Certificates Related to Bond Issuance Closing Certificate and Request of the City 9 Exhibit A — Ordinance No. 4814 of the City adopted January 3, 2006, authorizing issuance of the Bond 10 4838-6970.93121 i Exhibit B — Minutes of City Council meeting held January 3, 2006, reciting adoption of Ordinance No. 4814 11 Exhibit C — Proof of Publication of Ordinance No. 4814 in the Arkansas Democrat -Gazette on January 7, 2006 12 Principal Documents Term Sheet 13 Bond Purchase Agreement 14 Copy of Bond No. R06-1 15 Opinions Approving Opinion of Bond Counsel 16 Supplemental Opinion of Bond Counsel 17 Opinion of Counsel to the City 18 Miscellaneous City's Receipt for First Draw 19 Arkansas Development Finance Authority's Receipt for Bond 20 Closing Certificate to Trustee for Prior Bonds 21 Transcripts Delivered to: City of Fayetteville, Arkansas Kit Williams, City Attorney Arkansas Natural Resources Commission (2) Simmons First Trust Company, N.A. Kutak Rock LLP 4838-6970-9312.1 ii CERTIFICATE OF CITY AS TO ELECTION MATTERS The undersigned Mayor and City Clerk of the City of Fayetteville, Arkansas, a duly organized municipality and political subdivision of the State of Arkansas (the "City"), do hereby certify and covenant as follows: 1. The undersigned are the duly elected, qualified and acting Mayor and City Clerk of the City, and as such officials have in their possession or have access to the official books and corporate records of the City. This Certificate is executed and delivered in connection with the issuance of the City's not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"). 2. Attached hereto as Exhibit A is a true, complete, and correct copy.of Ordinance No. 4327 (the "Election Ordinance"), duly adopted by City Council of the City, at a regular meeting, open to the public, held August 7, 2001, pursuant. to which there was submitted to the qualified electors of the City (i) the question of the levy of a three-quarter of one percent (0.75%) city-wide sales and use tax (the "Sales and Use Tax") under the authority of Arkansas Code Annotated (1998 Repl. & Supp. 2001) Sections 14-164-301 et seq., and (ii) the question of the issuance of up to $125,000,000 of bonds secured by receipts of the Sales and Use Tax. Attached hereto as Exhibit B is a true, complete and correct copy of the minutes of a duly called regular meeting of the City Council, open to the public, held August 7, 2001, reciting the• adoption of the Election Ordinance, as said minutes appear in the official records of the City; at the meeting a quorum was present and acted throughout; the Election Ordinance is in full force and effect and has not been altered, amended, or repealed as of the date hereof. No petition or petitions to refer the Election Ordinance to the people under Amendment No. 7 to the Constitution of the State of Arkansas has been filed as of the date hereof and the City Council has not referred the Election Ordinance to the people for adoption or rejection. Attached hereto as Exhibit C is a true, complete, and correct copy of a publisher's affidavit showing publication of the Election Ordinance in the Arkansas Democrat -Gazette on August 10, 2001. 3. The meeting of the City Council referred to in paragraph 2 hereof was opento- the public in compliance with the provisions of Section 25-19-106 of the"Arkansas Code Annotated, as amended and supplemented. 4. The City has not adopted any by-laws or rules of procedure relating to the conduct of its meetings. 5. Regular meetings of the City Council are held on the first and third Tuesdays of each month. 6. In the City the time for filing a referendum petition is fixed at 31 days after the publication of local measures passed by the City Council of the City. 7. Attached hereto as Exhibit D is a true, complete and correct copy of the Notice of Special Election and a true, complete, and correct copy of a publisher's affidavit showing publication of the Notice of Special Election in The Morning News of Northwest Arkansas on • November 1, 2001. 4820.9243-8528.1 8. Attached hereto as Exhibit E is a true, complete and correct copy of the official ballot utilized in the Special Election. 9. Attached hereto as Exhibit F is a true, complete and correct copy of a Mayor's Proclamation of Election Results declaring the results of the Special Election and a true, complete, and correct copy of a publisher's affidavit showing publication of the Proclamation in the Northwest Arkansas Times on November 16, 2001. IN WITNESS WHEREOF, the undersigned have hereunto set their hands this 7th day of February, 2006. CITY OF FAYETTEVILLE, ARKANSAS By: So •a Smith, City (SEAL) 4820-9243-8528.1 2 S 01800 "Leo IS ORDINANCE NO. 4327 C� �YN AN ORDINANCE CALLING AN ELECTION ON THE QUE3+1ORI, OILf�, ISSUANCE OF NOT TO EXCEED ONE HUNDRED TWENT]`'FI}( ;'f MILLION DOLLARS ($125,000,000) OF CAPITAL IMPROVEMENT BONDjST• BY THE CITY FOR THE PURPOSE OF FINANCING ALL OR A PORTION OF THE COSTS OF THE ACQUISITION, CONSTRUCTION, RECONSTRUCTION, EXTENDING, IMPROVING AND EQUIPPING OF WASTEWATER TREATMENT PLANTS, SEWERAGE, AND RELATED FACILITIES; LEVYING A SPECIAL LOCAL SALES AND USE TAX AT THE RATE OF THREE-QUARTERS OF ONE PERCENT (0.75%) WITHIN THE CITY TO BE PLEDGED TO THE PAYMENT OF THE BONDS, WHICH LEVY SHALL CEASE UPON RETIREMENT OF THE BONDS; CALLING AND SETTING A DATE FOR A SPECIAL ELECTION ON THE QUESTION OF THE ISSUANCE OF THE BONDS; DEFINING THE TERM. "SINGLE TRANSACTION"; AND PRESCRIBING OTHER MATTERS PERTAINING THERETO. WHEREAS, the City Council of the City of Fayetteville, Arkansas recognizes and determines there is a great and pressing need to substantially . increase the City's wastewater treatment capacity; and WHEREAS, if the citizens of Fayetteville elect to use a special citywide sale tax to finance this capital improvement, many millions of dollars of financing expense would be saved in comparison with financing this improvement by a large increase in sewer rates for the customers of the Fayetteville wastewater system; and WHEREAS, the City Council of the City of Fayetteville, Arkansas has determined that there is a great need for additional sources of revenue to finance capital improvements to meet the needs of the residents of the City; and WHEREAS, Title 14, Chapter 164, Subchapter 3 of the Arkansas Code of 1987 Annotated (the "Local Government Bond Act of 1985") authorizes the issuance of capital improvement bonds by cities, which bonds may be secured by the pledge of the receipts of the special citywide sales and use tax prescribed by the Local Government Bond Act of 1985; and WHEREAS, said special citywide sales and use tax is to be levied and collected only on the first $2,500 of each single transaction; and WHEREAS, an existing citywide sales and use tax is presently being levied pursuant to the Local Government Bond Act at the rate of One Percent (1%), which levy • • Ord. No. 4327 expires on March 31, 2002; and WHEREAS, if approved by the electors of Fayetteville the City Council of Fayetteville, Arkansas has determined to issue its capital improvement bonds in. principal amount not to exceed One Hundred Twenty -Five Million Dollars ($125,000,000) for the purpose of financing all or a portion of the costs of the acquisition, construction, reconstruction, extending, improving, and equipping of wastewater treatment plants, sewerage and related facilities, which Bonds are to be secured by the pledge of all of the receipts of a three-quarters of one percent (0.75%) special citywide sales and use tax, as authorized by the Local Government Bond Act; and WHEREAS, the purpose of this Ordinance is to call a special election on the issuance of the Bonds by the City of Fayetteville, and to define the term "single transaction"; NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of Fayetteville, Arkansas: Section 1. That under the authority of the Local Government Bond Act and subject to the approval by the electors of the City of Fayetteville as provided in Section 3 below, there is hereby authorized the issuance of the City's capital improvement bonds in the aggregate principal amount of not to exceed One Hundred Twenty -Five Million Dollars ($125,000,000) (the "Bonds") for the purpose of financing all or a portion of the costs of acquiring, constructing, reconstructing, extending, improving and equipping wastewater treatment plants, sewerage and related facilities.(the "Project"). If the issuance of the Bonds is approved by the electors of the City, the Bonds may thereafter be issued in one or more series from time to time in an aggregate principal amount not to exceed the principal amount approved by the City's electors. If approved by the electors of the City and issued, the Bonds shall be secured by a pledge of and a lien upon all of the receipts of a three-quarters of one percent (0.75%) special citywide sales and use tax (the "Sales and Use Tax"), as authorized by the Local Government Bond Act. Section 2. That under the authority of the Local Government Bond Act and subject to approval by the electors of the City as provided in Section 3 below, there is hereby levied the Sales and Use Tax at the rate of three-quarters of one percent (0.75%) on the gross receipts from the sale at retail within the City of all items which are subject to the Arkansas Gross Receipts Act of 1941, as amended (Arkansas Code of 1987 Annotated §26-52-101 et seq.), and an excise (or use) tax on the storage, use, distribution or other consumption within the City of tangible personal property purchased, leased or rented from any retailer outside the State of Arkansas after the effective date of the Sales and Use Tax for storage, use, distribution or other consumption in the City at the 2 • • Ord. 4327 rate of three-quarters of one percent (0.75%) on the sale price of the property or, in the case of leases or rentals, on the lease or rental price, the rate of the use tax to correspond to the rate of the sale tax. The use tax portion of the Sales and Use Tax shall be collected according to the terms of the Arkansas Compensating Tax Act of 1949, as amended (Arkansas Code of 1987 Annotated §26-53-101 et seq.). The Sales and Use Tax shall be levied and collected only on the first $2,500 of each "single transaction" (as defined in Section 9 hereof). The levy and collection of the Sales and Use Tax shall commence on April 1, 2002 and shall cease upon retirement of the Bonds. Section 3. That there be, and there is hereby called, a special election to be held on Tuesday, November 6, 2001, at which election there shall be submitted to the electors of the City the question of the issuance of the Bonds. Section 4. That the question shall be placed on the ballot for the special election in substantially the following form There is submitted to the qualified electors of the City of Fayetteville, Arkansas, the question of the issuance of capital improvement bonds in principal amount not to exceed One Hundred Twenty -Five Million Dollars [$125,000,000] (the "Bonds") pursuant to Title 14, Chapter 164, Subchapter 3 of the Arkansas Code of 1987 Annotated (the "Local Government Bond Act of 1985") for the purpose of financing all or a portion of the costs of the acquisition, construction, reconstruction, extending, improving and equipping of the Wastewater System Improvement Project which encompasses building and equipping a second wastewater treatment plant, modifying, extending and improving the sewer collection system, reconstruction and improving the current wastewater treatment plant, making land and equipment purchases, procuring construction and professional services, obtaining regulatory approvals and permits, and doing all other necessary things to increase and improve the City of Fayetteville's wastewater treatment capacity and related facilities. If the issuance of the Bonds is approved, the Bonds shall be secured by a pledge of and lien upon all of the receipts of a special citywide sales and use tax at the rate of three-quarters of one percent (0.75%) levied pursuant to the Local Government Bond Act (the "Sales and Use Tax"). If the issuance of the Bonds is approved, the levy and collection of the Sales and Use Tax shall commence on April 1, 2002 and shall cease upon retirement of the Bonds. • • Ord. 4327 Vote on the question by placing an "X" in one of the squares following the question, either for or against FOR the issuance of Bonds in principal amount not to exceed One Hundred Twenty -Five Million Dollars ($125,000,000) for the purpose of financing all or a portion of the costs of acquiring, constructing, reconstructing, extending, improving and equipping wastewater treatment plants, sewerage and other related improvements ............... O AGAINST the issuance of Bonds in principal amount not to exceed One Hundred Twenty -Five Million Dollars [$125,000,000] for the purpose of financing all or a portion of the costs of acquiring, constructing, reconstructing, extending, improving and equipping wastewater treatment plants, sewerage and other related improvements ...............O Section 5. That the election shall be held and conducted and the vote canvassed and the results declared under the law and in the manner now provided for Arkansas municipal elections unless otherwise provided in the Local Government Bond Act, and only qualified voters of the City shall have the right to vote at the election. The City Clerk is hereby directed to give notice of the special election by one advertisement in the Northwest Arkansas Times, the publication to be not less than ten (10) days prior to the date of the election. Section 6. That a copy of this Ordinance shall be given to the Washington County Board of Election Commissioners so that the necessary election officials and supplies may be provided. A certified copy of this Ordinance and a map clearly showing the boundaries of the City shall also be provided to the Director of the Department of Finance and Administration and to the Treasurer of the State of Arkansas as soon as practical. Section 7. That the results of the special election shall be proclaimed by the Mayor, and his proclamation shall be published one time in the Northwest Arkansas Times. The proclamation shall advise that the results as proclaimed shall be conclusive unless attacked in the Circuit Court of Washington County within thirty (30) days after the date of publication of the proclamation. Section 8. That the Mayor and the City Clerk, for and on behalf of the City, be, and they hereby are authorized and directed to do any and all things necessary to call and hold the special election as herein provided and, if the levy of the issuance of the Bonds is approved by the electors, to cause the Sales and Use Tax to be collected in E • Ord. 4327 accordance with the Local Government Bond Act, and to perform all acts of whatever nature necessary to carry out the authority conferred by this Ordinance. Section 9. That, for purposes of the Sales and Use Tax, the term "single transaction" is defined according to the nature of the goods purchased as follows: A. When two or more devices in which, upon which or by which any person or property is, or may be, transported or drawn, including, but not limited to, on -road vehicles, off -road vehicles or farm vehicles, whether required to be licensed or not, airplanes, water vessels, motor vehicles, non -motorized vehicles and mobile homes, are sold to a person by a seller, each individual unit, whether part of a "fleet" sale or not, shall be treated as a single transaction for the purposes of the Sales and Use Tax; B. Charges for utility services which are subject to the Sales and Use Tax, and which are furnished on a continuous service basis, whether such services are paid for daily, weekly, monthly or annually, shall be computed in daily increments, and each such daily charge increment shall be considered to be a single transaction for the purposes of the Sales and Use Tax; C. For sales of building materials and supplies to contractors, builders or other persons, a single transaction, for the purposes of the Sales and Use Tax, shall be deemed to be any single sale which is reflected on a single invoice, receipt or statement, on which an aggregate sales (or use) tax figure has been reported and remitted to the State of Arkansas; D. When two or more items of major household appliances, commercial appliances, major equipment or machinery are sold, each individual unit shall be treated as a single transaction for the purposes of the Sales and Use Tax; and E. For groceries, drug items, dry goods and other tangible personal property and/or services not expressly covered in this Section 9, a single transaction, for the purposes of the Sales and Use Tax, shall be deemed to be any single sale which is reflected on a single invoice, receipt or statement, on which an aggregate sales tax figure has been reported and remitted to the State of Arkansas. 5 [1 i Ord. 4327 Section 10. That Kutak Rock LLP is hereby engaged as Bond Counsel and Stephens Inc. is hereby engaged as Underwriter or Financial Advisor, as appropriate, with respect to the issuance of the Bonds. The fees and expenses of Bond Counsel and the Underwriter or Financial Advisor shall be a cost of issuance of the Bonds to be paid with Bond proceeds, if allowed. Section 11. That all ordinances and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. PASSED AND APPROVED this 7w day of August, 2001. He4her Woodruff, City Clerk (SEAL) APPROVED: CERTIFICATE OF RECORD CERTIFICATE State of Arkansas 1 ss. City of Fayett.. l I, Heather Woodruff, City Clerk/Treasurer for the City of Fayetteville, do hereby certify that the foregoing instrument is a true and correct copy of the original filed in my office on the . . tt. _ day of .,rand and se hfsZLd'���-• Reamer Woorlm7f, Ctty �ferk/rreazure The undersigned, City Clerk of the City of Fayetteville, Arkansas, hereby certifies that the foregoing is a true and perfect copy of an Ordinance adopted at a regular meeting of the City Council of the City of Fayetteville, Arkansas, held in Room 219 of the City Administration Building at 6:30 p.m. on August 7, 2001. DATED: August 8, 2001 Woodruff, City Clerk MINUTES OF A MEETING OF THE CITY COUNCIL AUGUST 7, 2001 A meeting of the Fayetteville City Council was held on August 7, 2001 at 6:30 p.m. in Room 219 of the City Administration Building located at 113 West Mountain Street, Fayetteville, Arkansas. PRESENT: Mayor Coody, Aldermen Santos, Jordan, Reynolds, Thiel, Young, Zurcher, Tnunbo, and Davis, Interim City Attorney Kit Williams, Deputy City Clerk Gina Roberts, Staff, Press, Audience. Mayor Coody congratulated city employees; Scott Caldwell, John Goddard, and Clyde Randall for their Special Achievement in GIS Award. Mayor Coody stated they were putting the finishing touches on an agreement with the Boys and Girls Club, which will be presented to the City at the next Council meeting. Mike Hill, Boys and Girls Club, stated they had been working with the City Station an agreement and that they should be presenting it at their next meeting. AUDIT COMMITTEE REPORT Mr. Marty Bryan, Chairman of the Audit Committee, stated the Audit Committee had been established October 3, 2000, its purpose was to serve as an advisory capacity between the City Council, Independent Auditor, Internal Auditor, and the Management, audit internal controls and compliance. The committee was comprised of four people, one city council member and three private citizens. Their responsibilities were to serve on the review committee to select the external auditor, review the city's annual financial status, including any certification orreport rendered by the independent auditor, review the performance of the independent auditors and review financial and accounting personnel adequacy and the effectiveness of the accounting and financial controls of the city and to advise the city council on any issues reported by internal audit staff. The results of the 2000 audit was an unqualified clean opinion. In accounting, that was excellent. There were no disagreements with management on financial reporting matters and no scope limitations related to audit work. There was open and affective communication with management. We received a certificate for excellence in financial reporting and budgeting for the twelfth consecutive year from the GFOA (Government Finance Officers Association). CONSENT AGENDA APPROVAL OF THE MINUTES Approval of the minutes from the July 17, 2001 meeting, City Council Minutes August 7, 2001 Page 2 RAVEN TRAIL AND GULLEY PARK TRAIL: A resolution awarding the construction contract for Raven Trail and Gulley Park Trail to Jerry D. Sweetser in the amount of $190,605.50 and approving funding for the project contingency and material testing for the projects. REMOVED FROM THE CONSENTAGENDA. OLD MISSOURI: A resolution approving amendment number one, in an amount not to exceed $24,947 to the engineering services contract with Garver Engineers for additional conceptual designs and cost estimates for improvements to Old Missouri Road from the intersection of Rolling Hills north to Mud Creek Bridge. RESOLUTION 109-01 AS RECORDED IN THE OFFICE OF THE CITY CLERK GREGG STREET: A resolution agreeing to pay for right-of-way and the movement of utilities, if the Highway Department widens Gregg Street from Township to the Bypass. RESOLUTION 110-01 AS RECORDED IN THE OFFICE OF THE CITY CLERK. TRACKING SYSTEMS: A resolution certifying local government endorsement of Tracking Systems to participate in the Advantage Arkansas Program also known as the Arkansas Enterprise Zone Program. RESOLUTION 111-01 AS RECORDED 1N THE OFFICE OF THE CITY CLERK CARGO VAN: A resolution approving the purchase of a 2001 Ford E-150 Cargo Van for the sum of $21,164.00 from Ron Blackwell Ford. This unit will be used by the Police Department. RESOLUTION 112-01 AS RECORDED IN THE OFFICE OF THE CITY CLERK. Alderman Davis moved to approve the Consent Agenda. Alderman Santos seconded the motion. Upon roll call the motion carried unanimously. RAVEN TRAIL AND GULLEY PARK TRAIL: A resolution awarding the construction contract for Raven Trail and Gulley Park Trail to Jerry D. Sweetser in the amount of $190,605.50 and approving funding for the project contingency and material testing for the projects. Mr. Greg Boettcher, Public Works Director, stated the Arkansas Highway and Transportation Department awarded to the city a sum of $750,000 for multi -use trails in Fayetteville. This grant is eighty -percent of the eligible project costs, with the city providing a sum of$187,500 to go with that. The Raven and Gulley Trails which they were considering tonight constitute some $223,196, which ! was about twenty-three percent of their $937,500 total project funding. Joyce Boulevard, East Mud City Council Minutes August 7, 2001 Page 3 Creek and West Mud Creek(CMN Property) are other trails which have been designed. They have been submitted to the Arkansas Highway and Transportation Department. They were expecting approval to bid those in September. They were moving ahead on these projects. The current funding that they have of $937,500 is not expected to be adequate to do all five trails. What they were planning to do was the West Mud Creek Trail which will be segmented into bid units, so they could tailor the last piece of the project to use all of the enhancement funds. There will be additional funding cycles which they hoped to apply for and move forward. At this point, Paul Libertini in the Engineering Division had been a key individual in moving this ahead and designing for the five trails. As it moved forward, the Trails Coordinator would pick up and work with Engineering on those. There was a map showing where the trails are. Alderman Thiel stated it was wonderful that they had been able to obtain funding. As alderman for Ward One, she knew they were working on a Walker Park Trail. Mr. Boettcher stated there would be future funding cycles. In the case of these funds that have been awarded they were project specific and must be used for the five trails the Highway Department identified. Alderman Davis stated they had purchased land for the Prairie Creek Trail which went from Sixth 2 Street to the Walton Art Center area. The intent at the start of this project was to find land that the city owned, which happened to be in Ward Three. Mayor Coody stated they had received notice today that the Transportation Enhancement Funds were becoming available. They were going to start applying for more grant money. Alderman Davis thanked Chuck Rutherford for all his work on putting this together. Alderman Davis moved to approve the item. Alderman Thiel seconded the motion. Upon roll call the motion carried unanimously. RESOLUTION 113-01 AS RECORDED IN THE OFFICE OF THE CITY CLERK. OLD BUSINESS SPECIAL SALES TAX ELECTION: An ordinance calling a special election to decide whether or not to approve a three -fourths cent (%+0) sales and use tax to fund the issuance of not to exceed one hundred twenty-five million dollars of Capital Improvement Bonds to finance all or a portion of the acquisition, construction, reconstruction, extending, improving and equipping of wastewater treatment plants, sewerage and related facilities. The ordinance was left on the second reading. Alderman Trumbo stated that they had a number ofpublic hearings. Bringing this forward would City Council Minutes August 7, 2001 Page 4 allow the public the right to vote on whether or not to go forward with the proposed new wastewater treatment plant, retrofitting their existing plant, and improving their collection system. This was not just about adding capacity, it was also about clean water. This was a lot of money. They had a number ofpublic hearings and had talked at length about the three percent revolving loan, which was available to the city. It was unprecedented in terms of the low interest cost. They had talked about the fact that if this was defeated that they still have to do fifty million dollars of improvements to their existing plant which would mean doubling sewer rates for existing rate payers. They had looked at all the different financing mechanisms, the interest costs and the amortization, the schematics, the plans. He just thought it was time to move forward and to let the general public vote on this proposal on floating a bond and to do what was right for Fayetteville. There were those who wanted to defeat this to shut down growth in Fayetteville. That was not what this was about. It was adding capacity, but it was also increasing the technology of their existing facility and adding more capacity. It was an ongoing process of fixing up their collection system and it would allow them to not take slug all the way across Fayetteville. Mayor Coody stated they had been given an administrative order back in 1989 from the EPA that put them on notice that they had to improve their sewer system. They were under this executive order until 1995 when they started going through the process of starting the engineering of a new system and rebuilding their antiquated infrastructure and building a new plant on the west side of town. Once they saw us making serious headway, they lifted the order. They did not have a choice about building a sewer plant. The plant was just one quarter of the project. The entire sewer system was what they were having to rebuild. They did not have an option. The election was basically going to be asking the question of how they would pay for it. They were giving the voters a chance to approve the three-quarter cent sales and use tax. He personally felt that when they looked at the money they would be saving by doing this, they would save twenty-six million dollars in interest. They would also pay for it in half of the time, ten years verses twenty. If the voters turned down a three-quarter cent sales tax, they would be locked into having to find another funding mechanism to rebuild the system with. The only other option that could be used as collateral for this debt would be an increase in sewer rates. Sewer rates and sales tax were the two most predictable incomes the city has. If they did not have the sales tax, they will have to have a substantial increase in sewer rates. That would narrow their pool on the number of people who would be paying for it. They had to let people know it was not a question of if they were going to get a new system, the question was what mechanism of funding will they chose to pay for it. Alderman Trumbo stated they were over taxing Fayetteville. They were paying eight and one -eight percent city tax. One penny of that was for the HMR, One for Parks, one general fund and one for capitol improvements. He stated the library tax would sunset and this tax would pickup. The people voted and said that they wanted the Town Center, the Library, and the two mills for the Senior Center added to the property taxes. They were over taxed, but there were city services and needs they were having to make democratic decisions on. City Council Minutes August 7, 2001 Page 5 Alderman Young moved to suspend the rules and go to the third and final reading. Alderman Davis seconded the motion. Upon rod call the motion carried unanimously. Mr. Williams read the ordinance for the third and final time. Alderman Young stated hotels and motels were collecting 12.125%. Restaurants were collecting 10.125%, every one else was collecting 8.125%. In response to questions from Alderman Zurcher, Mr. Steve Davis stated there were approximately 29,000 sewer system customers, which included Fayetteville, Greenland, Farmington and Johnson. Alderman Reynolds stated there were 2,199 customers outside the City of Fayetteville. Mr. Davis stated there was a single connection to Elkins. They had one customer, which was the city of Elkins. They did not have any control over how many connections that they had. They did not do anything past that one connection with Elkins. It was based on volume. Alderman Trumbo stated he had heard some people say why didn't they just shut off the communities that were not in Fayetteville and let them build their own plant. He asked if they had long standing contracts with those municipalities for service. Mr. Davis stated that was correct. The closest contract that they had would expire in 2008. Alderman Zurcher stated it would be unfair to charge just the rate payers in Fayetteville to pay for this thing. At the same time to completely rely on a sales tax wasn't fair either. He asked if the communities that did not have their own sewer plants could they pitch in a little more. Can the industries pitch in a little more. Could they not raise them. He would like to look more at a package than just one thing that they were going to vote on. Mayor Coody stated about five years from now, they would have to have a relative small rate increase on their sewer fees. They were going to do everything that they could to come in under budget on this project. They will have to increase sewer rates five years from now once the plant goes on line. They will have to have the money to operate. They will see an increase in there sewer rates in the year 2005 or 2006. That would be the first rate increase in about nine years. To do a package deal to use different mechanisms to fund this might complicate their bond issue. Mr. Hunt stated that they needed to keep in mind that the revolving loan fund only allowed the one sales tax that they were talking about that they could pay off early. If they decided to combine with anything other than the one sales tax they would not be able to pay off as early with the other revenues. That was one of the reasons that they felt that from the perspective ofparticipating in the Revolving Loan Fund and maximizing their ability to reduce their interest expends that it made sense 1 for them to use the sales tax alone in this case. Only this specific sales tax, there were other sales tax r"� City Council Minutes August 7, 2001 Page 6 that the revolving loan fund would not allow them to do. The statute specifically state that it was the only thing they could use this sales tax for was to pay off the debt. The State was not going to say they could not use the sales tax to do that, so they allowed them to do early redemption or paying it off early. That was one of the key advantages ofreducing their interest because they had the money coming in. From the current numbers, it looks like they would be able to pay it off in 2015. With a Revenue Bond issue they would be talking about going out to 2025. That was where the twenty-six million dollars in additional interest expenses would come in. It would be a slightlyhigher rate, plus they could not pay off early. If they did not use the Revolving Loan method and went out into the open market then they would be talking about nearly fifty million dollars in additional interest. In response to questions, he stated with the Revolving Loan there would be a ten year call protection. After ten years they could use any resource to help pay down the loan, but they would still have the ten year period that they could not make any redemptions. Mayor Coody stated he had seen in the paper where they were going to have an election on November 20 for Asa Hutchinson's position. Would it be a mistake to move the election from November 6 to November 20. Mr. Wilburn stated the statute stated "general or special election". It really did not matter. Mayor Coody asked if it would affect their timing? Mr. Wilburn stated they could push it back that far. Alderman Young stated they did not know the exact date of the election. Mr. William stated this was a one hundred and twenty-five million dollar bond issue. If they changed the date of the election they might present an opening for someone to challenge this. They had worked very hard to make sure that this particular ordinance was very legal and constitutional and covered all the bases. He would hate for something which represented such a tiny amount of the bond issue to endanger a potential bond issue. He stated they needed to chose a date tonight. If they wanted to chose November 20, then they could amend Section Three. They could move to reconsider this amendment at their next council meeting. They could not come back anytime they wanted to amend this ordinance without leaving opening for someone to challenge this. Mayor Coody stated the money to him was a small factor in this. One of the things he had heard quite often was that the public felt that they had special elections in order to time it when people were out of town and only the interested people would show up. It would not hurt to make the extra effort to try and get the public to understand they wanted as many people as possible to come to this. } Alderman Young stated November 20 was not as good a date as November 6. Have an election just City Council Minutes August 7, 2001 Page 7 before Thanksgiving when a lot of people were out of town. Alderman Zurcher moved to table the ordinance. In response to questions, Mr. Williams stated the next item if it passed would postpone any ordinance for ninety days. That would get them outside time frame. Anytime theywere dealing with a large bond issue like this they needed to be as clean as possible and to follow the law exactly and not through any new legal changes. They did not want to push the envelope and be creative when it came to something like this. His advice to them was to go as straight as possible. They did not want to give any room for challenges. The more they played around with this the more openings could happen. They had studied the issue very carefully and had come up with this ordinance after a lot of work. This ordinance right now as it was written, they knew what would it do. If they started changing things on the fly he could not tell them what it would do. When theywere dealing with one hundred and twenty-five millions dollars they did not want to learnafter the fact that theyhad made a mistake and that someone could claim that they were confused on what they were voting on. Or that they confused the voters by changing the dates or putting a date in that was not certain and that was set by someone else. They did not want to do anything like that. They wanted it to be clear to the voters exactly what the issue was. Alderman Thiel asked Mr. Wilburn if he was in total agreement with Mr. Williams. Mr. Wilburn stated he agreed with Mr. Williams. They needed to go straight down the line with what had been proven and up held. Alderman Zurcher again moved to table the Item to the next meeting. The motion failed from lack of a second. Alderman Jordan stated the three-quarter sales tax was the best way that they could go with that. He felt sales taxes were regressive, but in this case he thought the alternative to doubling the sewer rate, that the three-quarter sales tax was the better way to go. He had always been in favor of putting taxes before a vote of the people. This was no exception. If the people voted this down, do not expect him to support doubling people's sewer rates. Mr. Geary Lowery, an area resident, stated he would like to inform them of a rumor that the proposed west side treatment plant already needed expansion to include other communities that lie west of Fayetteville and other communities wanting on line to the Fayetteville Sewer Plant. At another meeting it had been proposed that a park could go around the new sewer plant. At that time the Mayor stated they might need that land for expansion. The numberofpeople using our sewer out side of city limits was one large main tap to Elkins which served them at the current rate of four hundred and seventy-nine sewer connections. Who they were and what they were, the city did not Ii know. They had sixty three commercial taps in Farmington. They had twenty two commercial and City Council Minutes August 7, 2001 Page 8 industrial taps in Greenland. In the growth area they had one large major industrial tap. They had twelve hundred and seventy five residential taps in Farmington, three hundred and eleven in Greenland, four hundred and seventy nine in Elkins and one hundred and fifty eight in Johnson and twenty two in the growth area. They currently had twenty four other from Farmington and twenty one other Greenland, and one other for the city of Elkins. He had been trying to get some figures from OMI. Everyone seemed concerned about the infill and age of our sewer lines. They had a lot of problems. They needed to improve their system. He was upset at the cost and that it was only going to be for Fayetteville. It was for Fayetteville and the other communities surrounding us. He was tired of this city taking a hit. There were people within city limits that did not have sewer service who would like to have it. Before they expanded anymore or any more sewer taps were given to anyone else, they needed to tap into their own constituents. It was the duty of the city to service all of the citizens. In the last five years this city has had revenue profits in excess of five million dollars a year in revenue capital improvement money for the sewer system. Why did they need to increase their rates in the next five years, if they had five to nine million dollars available for sewer improvements. Mr. Jeff Erf, an area resident, stated he would like to pin point the numbers that they were talking about for the sewer treatment plant. He asked that they correct him if he was wrong. So far they had spent about seven million dollars already towards this project for land, engineering and other related costs. The engineer was estimating that the current cost for the plant and improvements to the Noland Plant and other associated costs was one hundred and twenty million dollars. Mr. Greg Boettcher stated that was correct Mr. Erf asked if that included construction cost, engineering, legal and administrative costs? Mr. Boettcher stated it also included some contingencies on construction. Mr. Erf stated that the amount ofbonds that would need to be sold was about a hundred and fifteen million and five of that came from a bond issue that had been approved last year and carried over to this year for a total of one hundred and twentymillion dollars of money that was available for capital costs. The interest on the hundred and fifteen million dollars was roughly twenty and a halfmillion dollars. Mayor Coody stated that was correct Mr. Erf stated if he tallied up the seven million they had already spent, the one hundred and twenty million construction cost and related expenses and the interest on all of that, he came up with one hundred and forty seven million and one half dollars. He asked if that seemed right for total project cost or the amount of tax payer dollars which would be spent on the project as estimated today. In response to comments from Mr. Hunt, Mr. Erf stated the total project cost would be nearly one hundred and fifty million dollars. The ballot was asking the voters to approve a bond issue up to one l City Council Minutes August 7, 2001 Page 9 hundred and twenty five million dollars. Another thing that concerned him was if the voters voted against this bond issue, what did that mean? Mayor Coody replied they could raise sewer rates. If they did not correct their system and get it in line with what the EPA required then not only could they shut them down, but they could fine them twenty five thousand dollars per occurrence. Mr. Erf stated he did not believe the EPA was requiring that the city of Fayetteville provide capacity for eighty five thousand people. He questioned if the voters turned this down in November did the rates have to go up. He thought they needed to put that on the ballot. Mayor Coody stated he was exactly right, but whether the legal department agreed with him or not was another question. Mr. Erf stated he had problem with the choice of "being build " or "build it". They were only talking about how to pay for it. That concerned him If they were going to see this as a mandate, then that meant they were voting for a rate increase. Mayor Coody stated they did not want to be in the position of having the public think that if they voted down the three-quarter cent and then they skyrocketed the sewer rates. The public will then say that the city was shoving the rate increase down their throat so that they could get what they want. They kept talking about the need for this project and the fact that it was really the question of how they were going to pay for it. They were trying to make it as clear as they could. They had to let the public know what they were dealing with. Even if not another person moved into town, they had to rebuild their system. Right now they were pumping all their waste from the west side of town through nine lift stations, over the ridge, and down to the Paul Noland Plant and then they were sending it right over the mountain again to the Illinois River. They were trying to do as much as they could with the public. There was one lift station where the sewage crosses the ridge three times to get treated once. They would be able to eliminate nine lift stations and all the required industrial and electrical pumping that went with that. It should decrease their operating cost. Mr. Erf stated it was his understanding that after the new plant was on line and the old plant was improved and all the pipes were put in that they were talking about, an increase in twenty-eight percent for operation and management of the new system. Any saving from the removal of the lift stations was eliminated. Mr. Boettcher stated that grade was calculated on 2005. It was predicted for four years ahead rather than today's dollars. Mr. Erf stated if the voters were to approve this bond issue, it permitted them to go up to one hundred and twenty five million dollars in bonds. Could any of that be used for maintenance or C. City Council Minutes August 7, 2001 Page 10 operation expenses? Mayor Coody replied they could not, it was for the building and constriction. He hoped the public realized that those were the choices. This project started ten years ago. It was time they did something. Doing nothing was simply not an option. Mr. Erf asked if there would be an ordinance in place regarding impact fees before the election. Mayor Coody replied things did not move that fast around here. Mr. Earnest stated impact fees would still be in discussion at the time of the election. Alderman Thiel stated it was her understanding that they could use the impact fees for sewer capacity needs and not to pay the bonds off. It was not going to make her shy away from impact fees, just because they could not be used directly towards this. Alderman Zurcher stated he was going to have trouble supporting this issue if he did not know before hand that the developers were going to pay their fair share by using impact fees. ). Alderman Thiel stated the people who had lived here for a long time had paid their dues. Some of the affect of the growth needed to be paid for by the people that were creating the need. Alderman Zurcher moved to amend Section Three from "November 6,2001", to "this election would fall on the same day that would be set by Governor Huckabee for the election for the third. congressional district seat'. Alderman Davis stated their bond council agreed with Mr. Williams. Since both of them felt the same way, they were probably correct. The motion died from lack of a second. Mayor Coody asked shall this ordinance pass. Upon roll call the ordinance passed unanimously. ORDINANCE 4327 AS RECORDED IN THE OFFICE OF THE CITY CLERK REFERENDUM PETITIONS: An ordinance amending Section 36.15 of the Code ofFayetteville to change the number of days allowed for referendum petitions to be filed from thirty-one days to ninety days. The ordinance was left on the first reading. Alderman Young moved to suspend the rules and move to the second reading. Alderman 1 Jordan seconded the motion. Upon roll the motion carried unanimously. C. City Council Minutes August 7, 2001 Page 11 Mr. Williams read the ordinance for the second time. Mr. Hunt stated they had brought bond issues to them in the past and that it was important that they take all three readings in one evening because investors had indicated they would buy the bonds, but they did not want to be delayed over a ninety -day period. The market could change dramatically during that period of time. There would become a resistance on the part of the investors to purchase bonds. He thought they needed to be concerned that Arkansas was one of very few States that had the thirty -day referendum requirement currently for bond issues. This was a concern if this was an interest rate environment where interest rates were creeping up. If they went to the ninety -days, he thought they would be compounding that problem significantly. In terms of financing a bond issue, they should seriously consider the implications it would have. Someone was going to buy the bonds, the city was going to be the one taking the interest rate risk. They were going to want a higher interest rate, because they were talking about such an extended period of time. They were not only talking about ninety -days, they would be talking about hundred and ten days before the ordinance was completed. Alderman Zurcher asked if an emergency clause would work? Mr. Williams stated they would have to be very careful with an emergency clause. Generally they had to be for peace and safety as opposed to money. When they were dealing with large bond issues, that made it a target. If they did not have a good reason to have an emergency clause, then that was another way that they could be challenged. That was why they did not have an emergency clause here. Mr. Wilburn stated even with the emergency clause they would still wait thirty -days. If the ordinance passed they would wait ninety -days. The supreme court has cracked down on the use of the emergency clause. People were putting them on every thing. For them to be comfortable to close a multi -million dollar bond issue they would wait the thirty or ninety -days. If the ordinance was not validly adopted, it was his opinion on the line. Mayor Coody stated he was concerned about extending this to ninety -days because they already had initiated referendum on the books. Anyone at anytime can put something on a ballot to be voted on without having to do it in thirty-one days. They could spend up to a year and a half to get something on a ballot. Alderman Young stated he did not think that was correct. He thought they had sixty or ninety -days. Mr. Williams stated if someone wanted something on the ballot they could go through the initiated ballot process. He was not sure when they could start collecting the petitions, but they would have City Council Minutes August 7, 2001 Page 12 time to get very organized and have their people ready to go out. If they had an issue they were concerned about, they could get their group together and get organized. They would have plenty of lead time to get on the general election ballot. Mayor Coody stated that within the last ten years there has only been two ordinance that have been questioned with a petition. They had passed over forty ordinance this year alone. Alderman Thiel asked if they would consider forty-five days. In responses to suggestions from Aldermen, Mr. Williams stated Amendment 7, and stated they needed to pick a date and that was when they took affect or the deadline for the referendum. The City Council was not given the right to fine tune it as they went along, ordinance by ordinance. The City Council had to chose a time or if they did not chose a time, then it was ninety -days. He could find nothing in Amendment 7 which would allow a city council to make exceptions for ordinances which were going to be challenged. Amendment 7 was part of their constitution. They had to fall within that framework. They could not go outside either the statutory or the constitutional law. Mayor Coody stated by using parliamentary procedure they had the option to use a motion to reconsider. Mr. Williams stated there were parliamentary ways that they could postpone the affect date of an ordinance. Normally that was not a good thing to do in a tax sort of issue. A lot of these have not been tested in court. But it was a potential possible way it. could be done. Alderman Zurcher stated that defeated the purpose of allowing citizens to get something on a ballot. What they were doing was not always the best decision. This would give people the chance to petition the government to put it to a vote. That was different than us allowing it. This would allow them the time to do, because we would not do it. It was not because they agreed with us. It was giving away a little bit of their power to the people and who wanted to give up power. This made him want to almost want to vote wrong so that he would be in the majority on these things so that he could bring it up later. But he was not going to. Alderman Jordan did not believe thirty-one days was long enough. Alderman Davis stated usually it was over something controversial and they were already getting set up. He did not think that thirty-one days was a problem. Usually very few things were done in three readings. They would have some warning ahead of time that this could be a problem. Alderman Trumbo moved to suspend the rules and go to the third and final reading. Alderman Thiel seconded the motion. Upon roll call the motion carried unanimously. City Council Minutes August 7, 2001 Page 13 Mr. Williams read the ordinance for the third and final time. Ms. Paula Marion, an area resident, stated she had worked on an effort to save Carrell Hall. They had gotten four thousand signatures in thirty days during their petition drive. They were already organized It was already an impassioned issue. She did not bring this issue forward, but she could relate to it. Thirty days was not really enough time for the citizens to be able to rally interest and to make their concerns be known. When they get the energy rolling and people were excited about it, then they would jump in. If it was not there it was going to drag on forever. Alderman Thiel asked the attorneys what they thought of the forty-five day proposal. It was critical for bonding purposes? Mr. Wilburn stated they would be different from everyone else in the State. As far as he knew, everyone else in the State was thirty-one days. Alderman Young stated there was a law passed stating that any one who did not have an ordinance on the books, the affective date was ninety -days. I Mr. Wilburn stated he had not come across any city which did not have that ordinance on the books. Alderman Santos stated there were other re -courses. They were trying to change an ordinance which was going to have an adverse affect on ninety-nine percent of their ordinances. Alderman Zurcher asked who was being hurt by the delay besides the bond issuer. Alderman Reynolds called for the vote. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance failed by a votes of 3-5-0, Santos, Reynolds, Thiel, Trumbo, and Davis voting nay. ORDINANCE FAILED. NEW BUSINESS CLIFFS APARTMENTS: An ordinance waiving Ordinance 3793 to accept money- in -lieu of the park land requirement for the Cliffs Apartments Phase II Development. Mr. W lliams read the ordinance jor the first time. Alderman Davis stated he was in favor of this. The developer was giving one hundred and thirty- five thousand dollars in lieu of land. They were also going to be putting in an olympic sized pool, l jogging and walking trails. City Council Minutes August 7, 2001 Page 14 Mr. Williams stated they were developing as a PUD and this was private park land that they were having for their residents. They were donating money rather than giving additional land for a public park. In response to questions, Mr. Tim Conklin stated this was an extension of the Cliffs. The property is surrounded to the east and north by the original Cliffs Boulevard and Highway 265. The planning and development was in the process right now. They were meeting the open space requirements with regard to the request for increase in density bonus. They had a two hundred and fifty foot setback around the perimeter. It was a Planned Unit Development. It was an expansion of the original Cliffs. They will have park like amenities within the development in addition to the one hundred thirty thousand five hundred dollars. Alderman Thiel stated that they did have parks near by and that they did not really need the park land. Park land acquisition to the north was preferred in the future. She supported this. Ms. Connie Edmonston stated that they encouraged developments to add park amenities for their people because it took stress of the park system. They can still serve the area with other park amenities such as soccer fields or skate board parks. It was a good compromise that when theyhad a development with the community spirit ofproviding for the people recreational activities that it was a good deal for both people. Alderman Davis moved to suspend the rules and move to the second reading: Alderman Jordan seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the second time. Alderman Santos stated he would like to explain that this fee was an impact fee, it was based on the demand for parks created by the new residents. This was going to be a public park, but it was going to provide recreational facilities for these residents. It was a great deal for the city because in addition to providing for the demand created by the development they were also contributing to the greenspace fund, just as if they had not included a park in their development which already met their new residents demands for recreational facilities. Alderman Santos moved to suspend the rules and move to the third and final reading. Alderman Thiel seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the third and final time. Mr. Geary Lowery, an area resident, stated make sure that they collect the money. Subdivisions and G places that were suppose to dedicate money or land to the city have not done so. The area where he lived was supposed to dedicate fourteen thousand eight hundred and forty-eight dollars toward the City Council Minutes August 7, 2001 Page 15 Parks and Recreation department. They had yet to fulfill their obligation. He suggested that theyget their documents recorded and checks certified. Ms. Edmonston stated upon final plat approval there were spaces where everyone had to sign off on. One of them was the parks. If they were requiring park land or money in lieu. If it was land they did not sign off until a deed is received, If it was money they did not sign off until they had paid the money to the city. They did have check and balances in place now. She did not think that could happen. Alderman Thiel stated she had checked on it, during that time the individual when they built a house within a subdivision they were supposed to take care of this. That became very difficult to track. There were probably a lot of older subdivisions still where that happened. For them to try and track that now would be cost prohibitive. Their ordinances now protected them from that situation. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. ORDINANCE 4328 AS RECORDED IN THE OFFICE OF THE CITY CLERK RZN 01-10.00: An ordinance approving rezoning request RZN 01-10.00 submitted by George Faucette on behalf of James and Judy McDonald, for property located at 461 East Township. The property is zoned R-1, Low Density Residential and contains approximately.42 acres. The request is to rezone to C-2, Thoroughfare Commercial. Mr. Williams read the ordinance for the first time. Alderman Santos asked to leave this item and the next on the first reading tonight. He did not have a problem with any of them. But they needed to give people in the community more time. Mr. Faucett stated this item had passed the Planning Commission by a vote of 9-0. In addition to that over half of the lot was zoned C-2. He thought there was a problem with the zoning map. Alderman Trumbo moved to suspend the rules and move to the second reading. Alderman Davis seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the second time. Alderman Trumbo moved to suspend the rules and move to the third and final reading. Alderman Reynolds seconded the motion. Upon roll call the motion carried unanimously. �` City Council Minutes August 7, 2001 Page 16 Mr. Williams read the ordinance for the third and final time. Mr. Conklin stated the staff had recommended approval, the Planning Commission did approve it. In this situation, it was a lot which was half zoned C-2 and halfR-1. The use had been established in the early seventy's. It was a clean-up rezoning. There was currently a retail business there. Mayor Coody asked shall the ordinance pass. Upon roll the ordinance passed unanimously. ORDINANCE 4329 AS RECORDED IN THE OFFICE OF THE CITY CLERK ANX 01-2.00: An ordinance approving annexation request ANX 01-2.00 forproperty located east of Sunshine Road and South of Mount Comfort. The property is in the planning area and contains approximately 14.47 acres. The request is to annex the subject property into the City ofFayetteville. Mr. Williams read the ordinance for the first time. Alderman Zurcher asked if they had any idea of when they wanted those planning areas to develop. Mr.Conklin stated this annexation is directly north of a forty acre annexation that they looked at a couple of months ago. At that time, the Mayor brought up that they would begin looking at annexation policy for the City of Fayetteville. His staff has begun that effort, along with updating their general plan with the 2000 census numbers. What he intended to do was to bring forward an amended General Plan with the first three chapters and adding a chapter with regard to annexation policy. That would be brought through the Planning Commission and the City Council. Most cities that had an annexation policy have placed those policies within their Comprehensive plan. That was what they were looking to do. Mr. Philip Humbard, Engineering Services, this parcel did contain the park land that they were going to dedicate to the city as part of the development. Alderman Thiel stated this was part of a large park. Mr. Conklin stated this was along Hamstring Creek. The idea was to have the land dedicated as part of a potential greenway system along the creek. They had received other land dedications in other developments closer into town. The idea was this would make an ideal location for some type of trail or greenway system. It contained floodway and floodplain. It was a beautiful piece ofproperty that would be good for a trail. ORDINANCE WA S LEFT ON THE FIRST READING. RZN 01-11.00: An ordinance approving rezoning request RZN 01-11.00 submitted by Phillip r City Council Minutes August 7, 2001 Page 17 Humbard of Engineering Services on behalf of Cross Creek Subdivision for property located east of Sunshine Road and South of Mount Comfort Road. The property is zoned A-1, Agricultural, and contains approximately 14.47 acres. The request is to rezone to R-1, Low Density Residential. Mr. Williams read the ordinance for the first time. ORDINANCE WAS LEFT ON THE FIRST READING. RZN 01-12.00: An ordinance approving rezoning request RZN 01-12.00 submitted by Rob Sharp, on behalf of Brian Reindl, for property located at 509 West Spring Street. The property is zoned I-1, Heavy Commercial/Light Industrial, and contains approximately 1.91 acres. The request is to rezone to C-3, Central Commercial. Mr. Williams read the ordinance for the first time. Alderman Zurcher stated this has been used as commercial. He was concerned about the people who were doing some light industrial there, would they be forced out? Mr. Conklin stated any use that was allowed in I-1, that is now unconforming would be grandfathered in. They did have standards within their zoning ordinances and how long they could be abandoned until they had to comply with the C-3 zone. Typically it was six months. Anyparts of the building that was currently being used and continue to be used in that manner can continue as long as they did not stop having business. They were grandfathered in. The city was not going to send them a letter ordering them to discontinue. Alderman Davis asked if they were allowed to expand the inside that building. Mr. Conklin stated they were not allowed to expand. There were limitations on how much remodeling or renovations that they could do. It would allow the business to stay in operation. It was not going to put any burdens on them. C-3 had been passed a few years ago to help revitalize Dickson Street. This allowed existing buildings to used or converted from warehousing to retail without requiring additional parking. Prior to that they required parking. It was very difficult to provide that parking. They had seen a lot of their old industrial buildings on Dickson Street and that area be converted from warehousing /industrial uses to retail, entertainment uses. This rezoning would allow them to convert additional space within that building to retail, restaurants, and entertainment uses without having to provide additional parking. It encouraged the use of these old buildings. Alderman Zurcher moved to suspend the rules and move to the second reading. Alderman Trumbo seconded the motion. Upon roll call the motion carried unanimously. L City Council Minutes August 7, 2001 Page 18 Mr. Williams read the ordinance for the second time. Mr. Bob Sharp, applicant representative, stated they had been approved at the July 9, 2001 Planning Commission meeting. He would appreciate it if they could approve this tonight. Alderman Davis moved to suspend the rules and move to the third and final reading. Alderman Zurcher seconded the motion. Upon roll call the motion carried unanimously. Mr. Williams read the ordinance for the third and final time. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. ORDINANCE 4330 AS RECORDED IN THE OFFICE OF THE CITY CLERIC SPECIAL ELECTION: A resolution expressing the intent of the City Council to call a special election to dedicate one -quarter cent (.25%) sales and use tax for bonds to fund development of projects toward achieving the goals of the Master Park Plan and the Master Sidewalk and Trail Plan. Alderman Thiel stated she had brought this forward because she knew that people had wanted parks and trails and sidewalks. She had brought this forward now because of the proposed park they had planned around the proposed wastewater treatment plant. She thought it would be a selling point to tie the three-quarter cent sales tax to the park and trail sales tax. She thought people would support the one -quarter of a cent sales tax. The arguments that she had heard indicated that it would complicate the ballot and cause confusion to the voters. Her intention was not to jeopardize the three quarter sales tax proposal. It was critical that it got passed. She wanted to see if people were interested in this idea. No one has come forward one way or the other. She would leave it up to someone else to make a motion. If no one made a motion it would die from lack of a motion. Mayor Coody stated they were starting the budget process for 2002. They have found some ways to consolidate funds to be more affective providing services. Alderman Thiel stated the park proposal around the plant was roughly forty percent of the master park plan. It was roughly a fourteen million dollar park project. She was going to support it for many reasons. It was going to be difficult to fund that project within the next twenty years with their current funding. She thought it was better to not mix it with this issue. FAILED FROM LACK OFA MOTION. Meeting adjourned at 8:45 p.m. City Council Minutes August 7, 2001 Page 19 p. Y • • • Arkansas Democrat A1eFJDAVIT OF PUI;LICA'1'ION I, — --' -, do :;olelia:ily swcar that I am Legal Clerk of the Arkansas Democrat-Gazcttc Newspaper, printed and put;tb;hetl at Lowell, Arkansas and that Ir i - my own personal inuwlcdt.e and reference to the tiles Of said publication the advertisement of was in • rtcd in the regular editions on. O ' / 07 Publication Charge Purchase Order// Subscribed and sworn to b ire me this ay oI 2001. C___________ Notary Public My commission expires RECEIVED AUG 14 2001 CRY OF FAYETTEVILLE CRY CLERK'S OFFICE OFFICIAL SEAL CAROLYN COAKLEY tla Fayeucvillc, Arkansas 72701, (501)571 -(?I 67 e 08-14-01A10:20 RCVD • IMmOIAIIQ MG ( uormu*1wcn(uammilolltl¢amnalal1ff$ A aalarm, aEKUCe martl in mmIslsoo m)aulmur aianmmsPUN OIYIV V !! PvPJ aRMAMam*LL011IOti. aff°''almAt0U911011, XNS1IGMOII ni.-.I W flAM0 mOfl WMA5in.4IMMI IIAEIS,SE Ws AMD' IOAIm MWOHc IkYMMAMMWMUM MDDS WArlm MEa1111MCOAMaOE0dMWS0)wMMMMa9m IEIlMO EMMa1MEmmwIAa.WR9m aAm&OM¢@aalwui WADS; O W16 AWSEm6 A DAISILEA 4WLIEIld00I 01 IN 0VEa0M a 11E BOGIEaIMEWMD$ D6IBOUMs �mIEllA16A(iplr; AND"Blldi II O ai Aa1%RIGWW 11BF10. ..,.L,.. wmIGS.MfA}revddb OrydfepdnEt MFms...opimddmda6nh.g.ddpsdg.dbaBdsldpba.mbOp's.ab.ar heam .agalj;sld' 4'o WtlBFAS dtrra L)AMi dtl b ®. sytli dryds+s m b Lao iih B Yarea mR eim dlissd Aewbgapnp.add Lmd r mrpha.M.Aa mlhp.Lgruaary vatafwmbessdSru,ww bs - ..,ws '....,.«� . y . wMt�IS,MWGoddb OpdL,- LMnhu Jandrd S Msb.gsled Ladlim'mamJ _bfb ,m, 'I, a-kms*a add . • dMOrd .. Mii.4 wIWAS,rehl1,GsgrlKS86; SdkMEmaGMdl1nAmdmd(b1.dMariaLdAdd191STa6ababhumd.yl.Ibgrasmabeetsyy.wd,Y}d', Lad.ryhGardbyb'' db...ybdbsp.YMpdd.aladnispas6dbpbIdrsedIdMd19l%d wAEWS, sW sp..tl__ sda d max b b hMmd d.imd.dps •M GdS;m0 di.6 d.j.bedgd ... qtr 9MMM=ab*gd"WoaLdGenbpum*bdglW pvanbb W ra.ammladMdbrndOr rrmllll, ddb Lf eglsaAb.J fl, ma0;d wmIIALapwtdbybdssbadGPMribOr.sddrgdrd4,M nddd.nd.dbSargribsp.adLm6rgbrgd marmrt..d OsMaidr4irf fb. Alis Do6sISIi5,000,0001kbygmdratlgelvepY dbaadb.. ,omu�r_leAeti deyErgrrdt d eppydarwda ammdtbea d.rih.dSL.Y6LehnbL..rdbpbj.' dddb.dpd.M.abndopm(67SSp9.ddpLsdadnI. aihibbW6.mdY(M{ WEWS,bpr0eddlflSibbd.pdflabl.JMMMb0l,d rgdrdbdwIL.bb5leder.msa •r,.:. NOR 401W IE E OWA I®br M OM E.oed db a7 dGpaaE4MLms !.dal. ibdmLbs6dpdbt.dGoaens biMdapb.gp..dMd..rsdbOpdtgrr.bap.atWrf..43hdebsbbaiptdsld ham d b Oy's cqw bptsrl beds r b.m.y. ph.4d mealdm ba.d Oa tbr6dbsry1lslti D.InISi7%OX,W01(b 7a6'1lvb p..pas d btiydv t 9a171'bI M ad. dsgMbb ee aee*4 winds b.paydepylq .mbnrt.m.1 pLalt vy W bdlu Oh 7L}d► Mb bsm d b bsMh elpned46e ebdjil dbOMMlmMmpb.dvhlealrsamaMhnS.rbr■e®epbgbdpdmommraa.ibrWpdm.r .-.Jbrbal+sdrat M.pgadb6IN*S$ MOySS4bleM6dhawNby.i 7ddels.gaddb.oghdeh.pmrsda.pms(WSX)_ ILedsdmn(b5d.SL.bdl;,aril , .,./s lyd0..... 'LSAd. • - Sab.2terdrbmha.IpdbladG.an.dLdbdd(.dbtpp.dabddasdbOlag.dYYSe.MsSblotnb6.ipb.WbSdr.rDabsb rmd6rngsbdmlam W75%1abgn s.a46bmbstbdrmisddde MOpd Jnhlpmd),dr iMa Eris Ml!Md1911,a mddr' —calif--' A.embd L7 snO1daghds mL(v ands nbsh., n,iMvdv.magMa.wbOydr.jhr Ind, ,,s.6se..': vand6wq.dd/shibStd dMbcn dr b efldw S d MSdad OrTnfwdaa_ n, d'd.6ds ddbd..agl-UM Oprb a dsfld.wlmd (eJS%).Md. pn d bflllr'`a1b M aadbms ...sbabhni, 'ID,b.ndbnmbmngmirbmbdbsi bchnmpladbSidOato sYbaie.l®rigrbrdi161M♦des. ragrm.6g b. M d 190, a --4 L (Maass Gd. d 19 V Aa. W IMS3101 d,4416 Sda d 0m ba S L Lld d aidd dM s b bd S},S00 d sd — ' t.aAa' Ea las b ;r S.Aa91rdL16.rrydm4AadbSdudL.TadJmamo.elydl,700tdAdm.gmmiwddblak S.dmSrid6nbdda.bbrabMrd{aspddimabLLldabaMMM.weivf,iWl,d.Ll6idhe6nidh ' rdbbimsdbcEbpdadS htmsdb L.dt •S..Mm llbd b.pds did Y Pad a b add L jrspol dsdsb aBmAiE Yhbdgbra fls.k'1blimbpoWdLI-4SOldhpVEbMba.gaprS*ISLo IJL SbgamrLa6rgl.dldmrmsmdOnC tab,11pmlanodn (61,000,OOD1lb1aee,,.. a1E.1,Orpv iI&c.L trSdbMn d.dl9O AadW(b Ud6ad•sad ldMd19MS1Idbppe.d4tlldadpelredbmsl� of16Kp �m.vdLlrmMalrSam$&& pa'rMd.pf)p4dbwmadrSy i.L., mrh4i"'-igmsrd4d.pyy.adammrberidMMd, ._ endlphp nl.eigdhp.rbyMsmmbda sgsLrmMds drpehw6.m.d..m.drbrmplsAeilglddeg�.dp. •p nbl.e.e.ssdsdpdrad -a.,a'" ...ArygmrddpapSgddba_- 6bpbba.md__ Ord bibag.e.lr -_.-1-ES "bk.-.Jsloe� h.qp.n4bIa6M1La.i.dap.pbdpddWep.ddb.mybd.prd.IpJ aLdnndb.md6mpvlo daapm(OISx)LN p�rbbIdra.va.m. ImdMllMidmSUi.1 L MbbamdbI&b.ppa.4blegdSNdbSdedOmraNamsoelpll.mOidsYm.AsnMnldbimk • Ymabpda. by jablsTYmdMgmafol..gMpWay.Mrhv.p' J FDAbhamd•.Mbp.bdpdmmA a lb.md0alhrMdbrt is YiaOdnlSltfmooWl fsbE.pndbndgda. prladbmmdagMby rimsngr6 I nlu,t1 epe.M d.gdp•' • • ..• b..bst pimtamg.d.ir.d dbgmaam_70 AtAIIlbbsm lLdsbp.bdpdsrmmbtrmiOa6.ddJw ThIEiaDoor(SI1S,Wga0lfvbpndLapdv.p.--dMadsd.quo1wd.drmaebdin{ si de, hiddmt�g.d*mdkdbgrwm.e_-70 Salts mkflShb.Ydmsbmddbal. aa®Idbashiddsbbbtdb bwsw tapuAU hr hn mddpd d.dm.dm Am paddbbladGo.asosrladMi,ddMpd4ierrsdb07shlhmbdjlbadbdaleISO pSbLbhnbpdhddbjaedladbald.bdnbym.JnuI- b *.N.. LLmlbws,bpsdla7 bhsl)r*ant10)dgpSbbdmdbdMa :. S.dtt lhd.agyefMhdimhdhjrsbbw.dMrsrarE6add6daramMlmssbtisrarddsamddsdtg1-wyhpd.d.A,stdag7d • LbOrA®md.adaalrJ • bbrierdM07steeldmhdYbb06ndbOpvnddfbmddY.iMb.MsdbMFstaadbSmdMLamsana rt S.db.7. Grb.adhdbrad dl, Yhprhi.d hpbM.ptdhpb.dssh h '"'rdbbAb.6ndMbamlhs br.dwAlb __ Mmvmap..ddrdsadhmtbht.dsdbddbbGabGndlLhrpb.r. -. 611M(X)/..derairdpebladrdbg.dnria Sar.L bibu, dbO70s1yfvdsbdiidbOMbSd6gba.b7ns6alddi.d/.gdd6bpeevsyrSSbcMMs7eddids Peewd d, f b bee dM bsadb LeMh gpeni dr b dmA b mn b Sds d bta rh.elad r..mriv ilb G lad G.vsd SdMf, d b pass d stiiF' arv.a.mvpbr ryatbadalpa.mibySOstna r: --,"s St rat LpapsadbfdrdUnbgb*a'dnj.lased,bbsismrigbiwM.dbgdMgrds.dstdws Awas Indsnd.dnb.h1d4 ga.dN•ipdsl6gpamvpgalp b■m/L}A4rdvim4 Yd.6L 6dmLi.ib sad__ dHrl__ .hitmQ*WbNM.mdvsAtbjsgtdae.mb,a.rasdis.enmlanddibdmh niddw.pmb7.al.r,.dr4Ndtd,rhir9rdt;14{'d4`, ftw a.40 ,,salsa M ppndb Sda d Osbc 1 _ EOlgabdps...bsdddnsd(.dbbSdedb1q d.diln6.d6d■.a..Mra a.dsbad eb.ivad ssdnnpewheddInddp,meddpv '4S 1�4i.. .agddbddpb..oab,dsdm6ddphvprs..dsW LdidbL.d.j.hrndo.SrbppedbSdsdOatq ChsdsdN6gamh8dsrplabmaa ' -1 va6aragtMi.bm.dgLbp7asdbSSStSb.idLdIrhaysbj.Ia_p•: a.shj.b.L. mapsdmaatsJ Lsgpge.da(va.Sm MynhaS.gbddnswdbSb►JMes11 16SdKowum odvanrmd.a}L..sLY.pjlnvAmsm• ddgpdaoyaolr..pfprv...dbvpml4.dY.YddsbdhbWa.sbj.bssdslMbls b.• E fv gvrlq de'1brA 89po.Md.8.np6L Pse.d PwaM m4/va..6.mapadpaaib6hSdaf.sby.tasdg LMprpadbsdmdUI.Ti ddL d.ad M b q sb j. ar.ta b..1.i a. m j. Y.aS myr asbr.4 a dML e.®gmaLn%n babm gvbdd asW b b wm dMFse.t SdslE IY hAM L6016bvd!pagpda Ld(a.ddlbjim lchba.L7.eg�latrimlraflmMlA66gagpepu.,,Mmgrbbmmmdklmk fmdnpmadLeiramddSGdwwftaFmUAdIrShe sd f dbLetsrbe,dadaIdp..mM,I&al Sala ll. I)d d Gabs, d 9eih bnof b Gala h.wtM•n6e..hp.gdd b b.s.a ds.d mdla MSS, AW AMnam dM 76 d.p olA.pd, 7X1. 1 } RECEIVED OCT 19 2001 ACCTG. DEPT AFFIDAVIT OF PUBLICATION STATE OF ARKANSAS, County of Wasl"iaot,,,, that I am CITY Kmc-Btf° Sonhmedve 200k.whlrh the eIeeras ofi: ttu 1 quesdenofthelevy.oflfeSalBs;arid s°bstanfialh the (ollowf Vnro mman.4 n'._'::' :. ISrf ... -wM.INM(US, C01un.+�p..�,11 041e related rmplbve .I] A(ilUNS`Gtlie issuance of Bonds fo principa amount not to exceed One Hundred Twenty. Five MUftonDolars($125,000,000) for the Pup pos* of finandng all or a portion of the cost of acqui ni4 constructlng, reconstructing i, ng improving and equipping wasfe- water.treatmeM plants seWeroge and other related impiever; If approved by the voters,. the Bonds shall be Paid by the.Ievy of a three quarters of one per- cent (0.75%) sales and use tax (pledged exdu- slvely to payment of these Bonds) which shop begin on April 1; 2002 after the termination of the current one Percent (1.00%) sales and use tax which has funded the City Librarys new constmcton. Upon Payment In full of the Bonds authodred'above the levy of the sales and use tax (0.75%) shall cease automatipluy solemnly swear UT The Morning News of Northwest Arkansas, a daily newspaper having a general circulation in said county, and do solemnly swear the said ad- Ij Vemsement was published for consecutive newspaper, the $ id publication ap- i pearin_ �:, ea of flT'k2�9..1 --_day o —.day of____________ --_day of________ _day of__________ day of 10-23-01 A03:14 IN FAYETTEVILLE SPECIAL ELECTION BALLOT INSTRUCTIONS TO VOTER (..� . T.TOVOTEYOU MUST SLACKEN THE OVAL ( a) COMPLETELY L NEXT TO YOUR CHOICE 2USE ONLY THE PENCIL PRO.VUIED. 3. AFTER VOTING, DEPOSRTHE BALLOT IN THE BALLOT BOX, BALLOT STUB IN STUB BOX. n Then b arbNMd m IM gimpy - AnWe4lhegL*OmWRabuerce . - W cameo Mpaanul bond. In pda. cO21 amuW not in email One Non - dred Rnnryil. Bonne Dope. IP78.0DD.o00J ghe •Bonds•) punuem - o TIIb K of Cbfng 05 19rg ma A* nus Code a I ST . Annonrod (lb. 'Local Govun.ad Bond AW of lops') fa the our of �91llwaponlon WdrecaWof the auction, eaenang, Improving and equlpping of the WasnnAbp Spaces e Peue bulldnp aW MWpprg e . ud beebwaa buccoad Pbld, Me& long, .mnang ud Mp.vng the ■ law eadWbn eyeWq reonMnra two and I°prevbg the waent wean a. and MufW p heu prom�hp Ca.boclnn IS professional- ■ e e ., rwsaay aPmv.n MY ddeB" to ma.... ridMp,See . ■ me CRY of FsysMvm.Y wasamaer . tat It me Sliane. aore ePPrmve4 tie Boras ehepb secured by a Pledge W end Wn upon N W Ma ra 4 ofaepedbla1yWcaeeMard ■ M bx W da refe W doesquab. of .. ou peroerd (067N Mud punun b . dr Local GorTMad Bend AW (rhe 'Select eed Use Tu'� IdWuuuuW tlr BwWs b APFIMA Ur levy ud ■ n s collection of the Sefee ald tW Tu SW toffffilfl M Aprl 1, 2002 IS -Dent upon .me.w W ma FOROeheae.nBwaem_ 1• IfeeaN TaY a Sand One _.� Oche m Imdee The —d a lePtl a.fwrllma uRu4ht vwranae e a} I51Itvcth,g,ant bs And Irreuay Ma W uwraauhmenb. IAGAINST tla naaay W ea,u vJPI Snead M n aatd Dohm ($125,000Mbe . you Whenelf9Ylwepwpuol leg, .eomauwlp, extamn,g, .lent bVNtMn plflpew aw. I - act ewr.mu n�m� uenra 1 IIlw JI-I IIY, r ♦ 1 r Y.1%9I j4'� • 1I % I 1 I t I u . r •/ 1 •1 I •.n 1 1 1 1 1 / Y. 1/11 1 11.•11 1111 11 1 1 •M./• 1 +1 1 :•11 11 .♦:1 1 1 ' IIIr♦ N 111..11 1 1 •' 1I I • 1 11� 1 I I 1 In' 1 1 1 •. 1, 1 _ • 111• • ,11 1 _:1 nll p1, ql'111•111'1 N/ II11 111 f IN1 111+, 11•YI, 11•.1 btu• 11+ •11 1 1 .111 r 1 , 1 1 1 11 111• r 1 11 1 wl1 111 .I 1 ,11 11 I11 1, �/ V •l yl • 1 1 K•• 1 11 1 1 1 I r l• 1 l• •-.\ •?' I I Y. 11 11 • 1 1 .1• p• .; • Y 111 4 .111 1• 1 1 11 .1 1 1 •L • I M .11 1 11111 1 II 1 1 N 1 /. 111 YI • •1 p, 11 v. • 1 1 : 1 I Iw 1 • -1 11, :, 1 I 1 11 •.-IP A I • • 1 .� .II I r I • 11 - 1 N ♦ / 1 • ww+l 1 r ✓. 1 N 1 IINI • • 1 • 11 _ I 1 II \ 1 .0 • 11 • • 1 / .1• • • LI 11 :11 v''" • 1 • 1 .� 1.• , •• run. 1 I I I 11 .n , , n: I+ •1 •1 ,1 •,11.11 1 '4A 1 , .1•/-I 11 1•In •••u 11 •' •♦ 1 n n • •111j1' y , •. •11' •' 1 1 • •1• 1 ••• in 11 1• • _yr t n,l _ NI I I II •• :1' 111 111 , • / •• • 11 1 • j!• I♦1 • 1 • 1. • ♦ u •r • ,1• • 1 1 111 • N • • 111 1 t •• • I I:11 -• IP • I - 1 :r 3 A-11 • • 1 4 N _ ;L 1 • Il n _ Ills • +1•.w1 4 ••, 1 n \1.1 •I.r rn1 u. u/I 11• •N _1.1Nr I.1 ••l' 111 111 • r • . 1 • 1 1 11 Y •• 1. 1 • L 1 4 • 1 1 1 ' _!II 1 11•_ 41111• II/1• • 11.,1 _, 11•'111!_ • IIIYI 1 III4 1• • 1 4 I_I 1.11• • NII wl IY •u :1 • I 1••1-• • 1 4. 11 - 1• 1 111 11 1, 1 1 , I r 1 K 1 1 ✓. 1. • •• 11 V Y, a• 11 11 1 1 ♦ 1 1 r 1 1. 1 1 I 1 1• p I IN 1 n 11 • 1 1 y••In 11 • • I rt. . Ily ••II I• +•. 111.1• •1 1 iii♦ 1 YI '1114+• •n• 11 IL_ fl • 1 1 _ 1.' 1 :11 1 1 -M , • • • •1 1 ♦ ' ♦ • 1 1 •)I • _ • , 1 1 _ 1 ••1 •'• Il,•11•.IIIn: I" 111111 1.1 IN WITNESS WHEREOF,! have hereunto set my hand and seal this 141b day of November 2001. By. 1 CERTIFlCATE OF RECORD Heather Woodruff, Ciry CI State of Arkansas city of Fayetteville, Admnsas City of Fayetteville } sa. I Heather woorlruR, City /Treasurer for the City of Fayetteville do hereby certify that the foregoing instrume t is true and com / e t of the origins (\ 1 filed my office a the wit(L seal thisj. and n' w�ufl. CIry Cwk/rreamrp C. 0 a. I)�o y wnatiP+rt I I I I I cn ovv con P N O d O H an OOOO 1 A) CD r; c a CD CD a a p l] p. .1 W O A. M M Ow M G W p. r p; ;i. _ P a(Ti P1 tip.►' CD 4 N .-• Cb a w r C r CD C.f.,•� w .~ A In w rV b rJ ` N N O O C " b '0 O O �+ 1� M_. t^ I I `.CD 0 • CERTIFICATE OF WASHINGTON COUNTY BOARD OF ELECTION COMMISSIONERS ASCERTAINJ- i .l AND DECLARING RESULTS OF SPECIAL SEWER BOND EL'CTION HELD IN THE CITY OF FAYETTEVIIJ,E 4 U 9 nn 9 95 • NOVEMBER 6, 2001 �Jl 1 1 �.1 5. STATE OF ARKANSAS ) COUNTY OF WASHINGTON ) We, the undersigned members of the Board of Election Commissioners of Washington County, Arkansas do hereby certik that: - Returns of the votes of the special sewer bond election held November 6. 2001, in the City of Fayetteville in Washington County. Arkansas have been delivered to us be the County Clerk, We ascertain and declare the results of the election to be: On the question of the issuanceof bonds and 3/4 cent sales tax: FOR 4069 AGAINST 649 We further cenifs that the polls were open from 7:30 A. M. until 7:30 PM, that only the duly appointed Election nfficials made due returns of the votes cast, and that we have canvassed the votes as required by law'. IN TESTIMONY WHEREOF, we have hereinto set our hands this 9 th day of November, 2001. {- ; `:?ICATE OF RECORD OF ELECTION COMMISSIONERS r' --a Q. Da Williams, Member State of An •; Cityof r:.. - } ss. 1. Heather Wo_ _, -... City Clerk%heasurer for the City of Fayetteville, do hereby certify that the foregoing instr um }t is true �r Torre c of the r • .,,1 1p�rt filed i }m of„t / day of seal th j �U,nand and RECEIVED • "� «5" rurr. C'ry Cklll/rreasw NOV 14 2001 11-14-01 PO°at14 IN CLOSING CERTIFICATE AND REQUEST OF THE CITY The undersigned Mayor and City Clerk of the City of Fayetteville, Arkansas, a duly organized municipality and political subdivision of the State of Arkansas (the "City"), do hereby certify, represent, covenant and request as follows: 1. The undersigned are the duly elected, qualified, and acting Mayor and City Clerk of the City, and as such officials have in their possession or have access to the official books and corporate records of the City. This Certificate is executed and delivered in connection with the issuance of the City's not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"). 2. Attached hereto as Exhibit A is a true, complete, and correct copy of Ordinance No. 4814 (the "Bond Ordinance"), duly adopted by a majority of the City Council at a duly called regular meeting of the City Council, open to the public, held January 3, 2006. The Bond Ordinance authorizes the issuance, sale and delivery of the Bond, and the Bond Ordinance is in full force and effect and has not been altered, amended or repealed as of the date hereof. No petition or petitions to refer the Bond Ordinance to the people under Amendment No. 7 to the Constitution of the State of Arkansas have been filed as of the date hereof, and the City Council has not referred the Bond Ordinance to the people for adoption or rejection. Attached hereto as Exhibit B is a true, complete and correct copy of the minutes of a meeting of the City Council held January 3, 2006, showing adoption of the Bond Ordinance, as said minutes appear in the official records of the City. At said meeting a quorum was present and acted throughout. Attached hereto as Exhibit C is a true, complete, and correct copy of a publisher's affidavit showing publication of the Bond Ordinance in the Northwest Arkansas edition of the Arkansas Democrat -Gazette on January 7, 2006. No authority or proceeding in connection with the issuance, sale and delivery of the Bonds has been repealed, revoked or rescinded. 3. The Bond Purchase Agreement dated February 7, 2006, as executed and delivered by the Mayor, is in substantially the same form and text as the copy of such instrument which was before and approved by the City Council at the January 3, 2006 meeting referred to in paragraph 2 above, with such changes not inconsistent with the Bond Ordinance as have been approved by the officials executing the same. 4. The persons named below were on the date or dates of the execution of the Bond Purchase Agreement, and are on the date hereof, the duly qualified and acting incumbents of the offices of the City set opposite their respective names. Title Name Mayor Dan Coody City Clerk Sondra Smith 4845-7618-7392.1 5. The undersigned Mayor of the City did manually execute the Bond Purchase Agreement. The undersigned Mayor of the City did manually execute and the undersigned City Clerk did manually attest $20,000,000 maximum aggregate principal amount of the Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"), said series of bonds being initially issued in the form of one fully registered typewritten bond numbered from R06-1, initially dated February 7, 2006. 6. The City has duly authorized, executed and delivered the Bond and the Bond Purchase Agreement by all necessary action and, as of the date hereof, the Bond and the Bond Purchase Agreement are in full force and effect and each constitutes the valid, binding and enforceable obligation of the City, except to the extent their enforceability may be limited by bankruptcy, insolvency or other similar laws affecting creditors' rights generally, or by the availability of equitable remedies, and the City is entitled to the benefits of the same. 7. Any certificate signed by any official of the City (including this certificate) delivered to the Arkansas Development Finance Authority ("ADFA") or the Arkansas Natural Resources Commission ("ARNC") shall be deemed a representation and warranty by the City to ADFA or ARNC as to the statements made therein (and herein). 8. The seal affixed to this certificate is the legally adopted, proper and only official seal of the City, and has been duly affixed to the Bond. 9. The meeting of the City Council of the City referred to in paragraph 2 hereof was open to the public in compliance with the provisions of Section 25-19-106 of the Arkansas Code Annotated (2002 Repl.), as amended and supplemented. 10. The present officials of the City and their respective terms are as follows: Date of Expiration Name Office of Term Dan Coody Mayor 12-31-08 Sondra Smith City Clerk 12-31-08 Kit Williams City Attorney 12-31-06 Kyle Cook Alderman 12-31-06 Bobby Ferrell Alderman 12-31-08 Don Marr Alderman 12-31-08 Robert Reynolds Alderman 12-31-06 Lioneld Jordan Alderman 12-31-08 Shirley Lucas Alderman 12-31-06 Brenda Thiel Alderman 12-31-08 Robert Rhoads Alderman 12-31-06 11. The Authorized Representative of the City for all purposes of the Bond and the Bond Purchase Agreement is Dan Coody, Mayor, whose signature appears on page 5. Until further written notice to you, any instrument authorized by the Bond or the Bond Purchase 4845-7618-7392.1 2 Agreement to be signed by an Authorized Representative of the City is to be honored if it contains the manual signature of this individual. 12. All of the conditions, covenants and agreements required in the Bond Purchase Agreement to be satisfied or performed by the City at or prior to the issuance and sale of the Bond have been complied with, satisfied or performed in the manner and with the effect contemplated in the Bond Purchase Agreement. The representations and warranties of the City contained in the Bond Purchase Agreement are true and correct in all material respects on and as of the date of this Certificate as if made on the date of this Certificate. 13. The City is a city of the first class pursuant to Title 14, Subtitle 3, Chapter 43 of the Arkansas Code Annotated. The City is operating under the mayor -council form of government pursuant to Title 14. 14. The City has not adopted any by-laws or rules of procedure relating to the conduct of its City Council meetings. 15. There is no action, suit, proceeding, inquiry or investigation involving the City before or by any court or public board or body pending or, to the knowledge of the undersigned, threatened wherein an unfavorable decision, ruling or fording would: (i) affect the creation, organization, existence or powers of the City or the titles of its officials to their respective offices, (ii) enjoin or restrain the issuance, sale or delivery of the Bond or the Bond Purchase Agreements, the levy or collection of the Sales and Use Tax (as defined in the Bond Ordinance), or the pledge of the receipts thereof, or the accomplishment of the Project (as defined in the Bond Ordinance), (iii) in any way question or affect any of the rights, powers, duties or obligations of the City with respect to the Sales and Use Tax, (iv) in any way question or affect any authority for the issuance, authorization, execution, authentication, sale or delivery of the Bonds or the validity or enforceability of the Bonds, the Bond Purchase Agreement, the Sales and Use Tax, the Bond Ordinance, or the assignment by the City of any of the moneys, instruments or other rights pledged under the Bond Ordinance, or (v) in any way question or affect any other agreement or instrument to which the City is a party and relating to the Bonds. 16. The City will apply the proceeds from the sale of the Bond to finance the Project, as provided in the Bond Ordinance. The Sales and Use Tax authorized under the Local Government Bond Act (as defined in the Bond Ordinance) has been levied within the City pursuant to the Election Ordinance (as defined in the Bond Ordinance) and the collection of such Sales and Use Tax commenced on April 1, 2002, as approved by the voters of the City. Receipts of the Sales and Use Tax. are not presently pledged or hypothecated in any manner or for any purpose other than for the payment of the City's (i) Sales and Use Tax Refunding and Capital Improvement Bond, Series 2005A, and (ii) Sale and Use Tax Capital Improvement Bonds, Series 2005B, as provided in the Bond Ordinance. 17. In the City, the time for filing a referendum petition is fixed at 31 days after the publication of the measure upon which the referendum is sought. The City's employer tax identification number is 71-6018462. 4845-7618-7392.1 18. The adoption of the Election Ordinance and the Bond Ordinance, the execution and delivery of the Bond Purchase Agreement, the authorization, execution and delivery of the Bonds, and compliance with the provisions thereof under the circumstances contemplated thereby does not and will not in any material respect conflict with, or constitute on the part of the City a breach or default under, any agreement or other instrument to which the City is a party, or any existing law, administrative regulation, court order or consent decree to which the City is subject. 19. There has been no adverse change in the business, property or financial condition of the City's wastewater system (the "System"), and the System has not incurred any material liabilities other than in the normal course of business which have not been disclosed in writing to ARNC and ADFA since the date of the latest financial statements submitted to ARNC and ADFA. 20. Dan Coody, Mayor, hereby certifies that the signature of Sondra Smith, City Clerk, affixed hereto is her true and correct signature, and Sondra Smith, City Clerk, hereby certifies that the signature of Dan Coody, Mayor, affixed hereto is his true and correct signature. IN WITNESS WHEREOF, the undersigned have hereunto set their hands as of February 7, 2006. CITY OF FAYETTEVILLE, ARKANSAS 4845-7618-7392.1 5 ORDINANCE NO. 4814 AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF NOT TO EXCEED $20,000,000 OF A SALES AND USE TAX CAPITAL IMPROVEMENT BOND, SERIES 2006, BY THE CITY OF FAYETTEVILLE, ARKANSAS FOR THE PURPOSE OF FINANCING A PORTION OF THE COSTS OF ACQUIRING, CONSTRUCTING AND EQUIPPING PIPELINES IN CONNECTION WITH A NEW WASTEWATER TREATMENT FACILITY AND RELATED SEWERAGE IMPROVEMENTS; PROVIDING FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF THE SERIES 2006 BOND; AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT; AND PRESCRIBING OTHER MATTERS RELATING THERETO WHEREAS, the City Council of the City of Fayetteville, Arkansas (the "City") has determined that there is a great need for a source of revenue to finance the costs of acquisition, construction and equipping of a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City; and WHEREAS, based on the engineering report (the "Engineering Report") of RJN Group, Inc., Dallas, Texas, which Engineering Report has been reviewed by the City Council, it has been determined that the costs of acquisition, construction and equipping pipelines (the "Project") associated with the new wastewater treatment facility are in excess of $20,000,000; and WHEREAS, the City is authorized and empowered under the provisions of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas ("Amendment 62") and Arkansas Code Annotated (1998 Repl. & 2005 Supp.) Sections 14-164-301 et seq. (as from time to time amended, the "Local Government Bond Act"), to issue and sell its capital improvement bonds to finance the costs of various capital improvements such as those comprising the Project, which capital improvement bonds may be secured by and payable from the receipts of the special city-wide sales and use tax authorized by the Local Government Bond Act; and WHEREAS, pursuant to the provisions of Ordinance No. 4327 of the City, adopted and approved on August 7, 2001 (the "Election Ordinance"), there was submitted to the qualified electors of the City the question of the issuance of not to exceed $125,000,000 in aggregate principal amount of capital improvement bonds pursuant to Amendment 62 and the Local Government Bond Act to finance a portion of the wastewater system improvements described in the Election Ordinance, said bonds to be secured by a pledge of and lien upon all of the receipts of a special city-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"); and WHEREAS, at a special election held November 6, 2001, a majority of the qualified electors of the City voting on the question approved the issuance of said capital improvement bonds (and the corresponding levy of the Sales and Use Tax and the pledge of Sales and Use Tax receipts to the payment of the capital improvement bonds); and WHEREAS, pursuant to such authority, the City has previously issued its $25,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2002 (the "Series 2002 Bonds"), its $35,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2004 (the "Series 2004 Bonds"), its $27,000,000 Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and its $45,000,000 Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), in order to provide for the funding of various wastewater system improvements, including portions of the Project; and WHEREAS, the Series 2002 Bonds have been redeemed in full from receipts of the Sales and Use Tax, and the Series 2004 Bonds have been defeased in whole with the proceeds of the Series 2005A Bonds ; and WHEREAS, as authorized under the provisions of Amendment 62 and the Local Government Bond Act and as approved by the qualified electors of the City, and in order to secure funds necessary to pay or reimburse a portion of the remaining costs of acquiring, constructing and equipping of the Project, and the legal costs incident to the issuance of a bond to finance the costs of said Project, upon the most favorable terms to the City and the users of the City's wastewater system, the City has made arrangements for the sale of its Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), in the principal amount of not to exceed $20,000,000 to the Arkansas Development Finance Authority, as purchaser (the "Bondholder"), at a price of par, which Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum, pursuant to a Bond Purchase Agreement (the "Bond Purchase Agreement") among the City, the Bondholder and the Arkansas Natural Resources Commission (the "Commission"); and WHEREAS, the City will also be required to pay to the Arkansas Development Finance Authority, as servicer with respect to the Series 2006 Bond (the "Authority"), a semiannual servicing fee equal to one percent (1.00%) per annum of the outstanding principal amount of the Series 2006 Bond (the "Servicing Fee"); and WHEREAS, the Series 2006 Bond will be issued and secured by the Sales and Use Tax receipts on a parity basis with the Series 2005A Bonds and the Series 2005B Bonds, except that the Series 2006 Bond will not be secured by the debt service reserve or the municipal bond insurance securing the Series 2005A Bonds and the Series 2005B Bonds; and WHEREAS, a copy of the Bond Purchase Agreement has been presented to and is before this meeting. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. The Project shall be accomplished and shall be a part of the City's wastewater system (the "System"). The accomplishment of the Project shall be under the control and supervision of, and all details in connection therewith shall be handled by, the City, and the City shall make all contracts and agreements necessary or incidental to the performance of its duties and the execution of its powers. The City shall let all contracts pursuant to and in accordance with existing laws and shall require such performance bonds and insurance from the contractors as will fully insure completion of the Project in accordance with the Engineering Report so as to fully promote and protect the best interests of the City and the Bondholder. Section 2. The sale to the Bondholder of the City's Series 2006 Bond in the maximum principal amount of $20,000,000 at a price of par, such Series 2006 Bond to bear interest at the rate of 2.00% per annum and to be subject to a Servicing Fee of 1.00% per annum and otherwise to be subject to the terms and provisions hereafter in this Ordinance set forth in detail be, and is hereby approved and the Series 2006 Bond is hereby sold to the Bondholder. The Mayor is hereby authorized and directed to execute and deliver the Bond Purchase Agreement on behalf of the City and to take all action required on the part of the City to fulfill its obligations under the Bond Purchase Agreement. The Bond Purchase Agreement is hereby approved in substantially the form submitted to this meeting with such changes as may be approved by the Mayor, his execution to constitute complete evidence of such approval. Section 3. The City Council hereby finds and declares that the period of usefulness of the System after completion of the Project will be more than twenty-five (25) years, which is longer than the term of the Series 2006 Bond. Section 4. Under the authority of the Constitution and laws of the State of Arkansas, including particularly Amendment 62 to the Constitution of the State of Arkansas and the Local Government Bond Act, the City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"), is hereby authorized to be issued in the total principal amount of not to exceed Twenty Million Dollars ($20,000,000), the proceeds of the sale of which are necessary to provide sufficient funds to pay or reimburse a portion of the costs of accomplishing the Project, including, without limitation, legal fees and other necessary expenses incidental to accomplishment of the Project, and to the issuance of the Series 2006 Bond. The Series 2006 Bond shall bear interest at the rate of two percent (2.00%) per annum and shall be subject to a Servicing Fee of one percent (1.00%) per annum based upon a 360 -day year of twelve consecutive 30 -day months compounded semiannually. The Series 2006 Bond shall be dated the date of its delivery to the Bondholder. Accrued interest and the Servicing Fee only shall be payable on each April 15 and October 15, commencing April 15, 2006, to and including October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April IS and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $1,164,915.00 $200,000.00 $100,000.00 $ 864,915.00 October 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 April 15, 2010 1,164,915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 86,831.00 904,423.00 April 15, 2011 1,164,915.00 164,617.00 82,309.00 917,989.00 October 15, 2011 1,164,915.00 155,437.00 77,719.00 931,759.00 April 15, 2012 1,164,915.00 146,120.00 73,060.00 945,735.00 October 15, 2012 1,164,915.00 136,662.00 68,331.00 959,922.00 April 15, 2013 1,164,915.00 127,063.00 63,532.00 974,320.00 Date Payment Amount Interest Servicing Fee Principal October 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00 April 15, 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 October 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00 April 15, 2015 1,164,915.00 87,205.00 43,602.00 . 1,034,108.00 October 15, 2015 1,164,915.00 76,864.00 38,432.00 1,049,619.00 April 15, 2016 1,164,915.00 66,367.00 33,184.00 1,065,364.00 October 15, 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00 April 15, 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16,962.00 1,114,028.00 April 15, 2018 1,164,915.00 22,784.00 11,392.00 1,130,739.00 October 15, 2018 1,164,909.00 11,477.00 5,738.00 1,147,694.00 The Series 2006 Bond shall be issued in the form of a single typewritten bond, registered as to both principal and interest, payable to the Bondholder, or registered assigns, as set forth hereinafter in the bond form, and shall be numbered R06-1. Payment of principal and interest shall be by check or draft mailed by Simmons First Trust Company, N.A., as trustee in connection with the Series 2005A Bonds and the Series 2005B Bonds (the "Trustee"), to the Bondholder at its address shown on the registration books of the City which shall be maintained by the City Clerk as Bond Registrar, without presentation or surrender of the Series 2006 Bond (except upon final payment), and such payments shall discharge the obligation of the City to the extent thereof. The City Clerk or her designee shall keep a payment record and make proper notations thereon of all payments of principal and interest. Payment of principal and interest shall be in any coin or currency of the United States of America which, as at the time of payment, shall be legal tender for the payment of debts due the United States of America. When the principal of and interest on the Series 2006 Bond has been fully paid, it shall be delivered to the City Clerk and shall be canceled. Section 5. The Series 2006 Bond shall be executed on behalf of the City by its Mayor and City Clerk, and shall have impressed thereon the seal of the City. In order to pay the principal of and interest on the Series 2006 Bond and the Servicing Fee in connection therewith, there is hereby pledged all of the receipts of the Sales and Use Tax levied by the Election Ordinance. As permitted under the Trust Indenture dated as of November 15, 2005 (the "Indenture"), securing the Series 2005A Bonds and the Series 2005B Bonds, such pledge is made on a parity basis with the existing pledge of receipts of the Sales and Use Tax securing the payment of the Series 2005A Bonds and the Series 2005B Bonds. The levy and collection of the Sales and Use Tax shall continue until such time as the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond are no longer outstanding or sufficient funds are on deposit with the Trustee under the Indenture to redeem the 17 Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond in full. The City covenants and agrees that all receipts from the Sales and Use Tax will be accounted for separately as special funds on the books of the City, and receipts of said Sales and Use Tax will be deposited and will be used solely as provided herein and in the Indenture. The Series 2006 Bond is not a general obligation of the City but is a special obligation, the principal of and the interest on which, and the Servicing Fee in connection therewith, are secured by a pledge of the receipts from the Sales and Use Tax. The principal of and interest on the Series 2006 Bond shall not constitute an indebtedness of the City within the meaning of any constitutional or statutory debt limitation or restriction. Section 6. The Series 2006 Bond shall be in substantially the following form, and the Mayor and City Clerk are hereby authorized and directed to make all the recitals contained therein: Registered United States of America Registered No. R06-1 $20,000,000 State of Arkansas County of Washington City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Registered Owner: ARKANSAS DEVELOPMENT FINANCE AUTHORITY Principal Amount: TWENTY MILLION DOLLARS Know All Men By These Presents: That the City of Fayetteville, Arkansas (the "City") hereby acknowledges itself to owe, and for value received promises to pay to the order of the Arkansas Development Finance Authority, or registered assigns, but solely from the special fund provided therefor as hereinafter set forth, in lawful money of the United States of America, the Principal Amount shown above (or so much of the Principal Amount as should have been advanced as shown on the Record of Payment of Advances attached hereto), and to pay in like coin or currency interest thereon at the rate of 2.00% per annum from the date of each advance. A servicing fee of 1.00% per annum (the "Servicing Fee") shall also be payable by the City to the Arkansas Development Finance Authority or its successor in the same manner and upon the same dates as interest hereon. Interest on the unpaid balance of the total principal amount outstanding and the Servicing Fee shall be payable on April 15, 2006, October 15, 2006, April 15, 2007, October 15, 2007, April 15, 2008 and October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April 15 and October 15 thereafter until the unpaid principal is paid in full as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $1,164,915.00 $200,000.00 $100,000.00 $ 864,915.00 October 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 Date Payment Amount Interest Servicing Fee Principal April 15, 2010 1,164,915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 86,831.00 904,423.00 April 15, 2011 1,164,915.00 164,617.00 82,309.00 917,989.00 October 15, 2011 1,164,915.00 155,437.00 77,719.00 931,759.00 April 15, 2012 1,164,915.00 146,120.00 73,060.00 945,735.00 October 15, 2012 1,164,915.00 136,662.00 68,331.00 959,922.00 April 15, 2013 1,164,915.00 127,063.00 63,532.00 974,320.00 October 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00 April 15, 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 October 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00 April 15, 2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00 October 15, 2015 1,164,915.00 76,864.00 38,432.00 1,049,619.00 April 15, 2016 1,164,915.00 66,367.00 33,184.00 1,065,364.00 October 15, 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00 April 15, 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16,962.00 1,114,028.00 April 15, 2018 1,164,915.00 22,784.00 11,392.00 1,130,739.00 October 15, 2018 1,164,909.00 11,477.00 5,738.00 1,147,694.00 Payments of principal and interest due hereon shall be made, except for final payment, without presentation and surrender of this bond, directly to the Registered Owner at its address shown on the registration book of the City maintained by the City Clerk as Bond Registrar, and such payments shall fully discharge the obligation of the City to the extent of the payments so made. This bond is issued for the purpose of (i) providing financing for a portion of the costs of acquiring, constructing and equipping pipelines associated with a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City (the "Project"), and (ii) paying costs of authorizing and issuing this bond, and is issued pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, including particularly Amendment No. 62 to the Constitution of the State of Arkansas ("Amendment 62") and the Local Government Bond Act, codified as Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Rep!. & 2005 Supp.) (the "Act"), and pursuant to Ordinance No. 4814 of the City, duly adopted and approved on the 3n° day of January, 2006 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing Ordinance for the details of the nature and extent of the security and of the rights and obligations of the City and the Registered Owner of this bond. 6 This bond may be assigned only upon the written approval of the Arkansas Natural Resources Commission (the "Commission"), and in order to effect such assignment, the assignor shall promptly notify the City Clerk by registered mail, and the assignee shall surrender this bond along with a written assignment and written approval of the Commission to the City Clerk for transfer on the registration records. Every assignee shall take this bond subject to all payments and prepayments of principal and interest (as reflected on the Payment Record maintained by the City Clerk or her designee) prior to such surrender for transfer. Following payment in full of the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), the outstanding principal of this bond shall be prepaid by the City from time to time with receipts of the Sales and Use Tax (defined below) in excess of amounts needed to make scheduled payments of the principal, interest and Servicing Fee hereon and on the Series 2005A Bonds. Further, on and after October 15, 2016, this bond may be prepaid at the option of the City from funds from any source, in whole but not in part, at a prepayment price equal to the principal amount outstanding, plus accrued interest and the Servicing Fee to the prepayment date. Notice of any prepayment, whether mandatory or optional, shall be given to the registered owner of this bond at least 90 days prior to the prepayment date. Such notice shall be in writing mailed to the address of the registered owner of this bond at the address appearing on the bond registration records maintained by the City Clerk. This bond does not constitute an indebtedness of the City or the State of Arkansas within the meaning of any constitutional or statutory limitation or provision, and, except with respect to receipts generated from the Sales and Use Tax, the taxing power of the City is not pledged to the payment of the principal of and interest on this bond. This bond is not a general obligation of the City, but is a special limited obligation payable solely from the receipts of a special City-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"). In this regard, the pledge of Sales and Use Tax receipts is made on a parity basis with the prior pledge of such receipts securing (i) the City's Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Pursuant to the Trust Indenture dated as of November 15, 2005 (the "Indenture), under which the Series 2005A Bonds and the Series 2005B Bonds are issued and secured, an amount of Sales and Use Tax receipts sufficient to pay principal and interest on this bond as due shall be set aside monthly in a special fund created for that purpose identified as the Bond Fund. Reference is made to the Indenture for a detailed statement of the nature and extent of the security, and the rights and obligations of the City and registered owner of this bond. This bond is issued with the intent that the laws of the State of Arkansas will govern its construction. No recourse shall be had for the payment of the principal of or premium, if any, or interest on this bond or for any claim based thereon or upon any obligation, covenant, or agreement contained in this bond or in the Authorizing Ordinance against any past, present or future alderman, officer or employee of the City, or any alderman, officer or employee of any successor of the City, as such, either directly or through the City or any successor of the City, under any rule of law or equity, statute, or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such alderman, officer or employee as such is hereby expressly waived and released as a condition of and consideration for the issuance of this bond. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of Arkansas to exist, happen and be performed precedent to and in the issuance of this bond do exist, have happened and have been performed in due time, form and manner as required by law; that the indebtedness represented by this bond does not exceed or violate any constitutional or statutory limitation of indebtedness; and that provision has been made for the payment of the principal of and interest on this bond, as provided in the Authorizing Ordinance. IN WITNESS WHEREOF, the City of Fayetteville, Arkansas has caused this bond to be executed in its name by the manual signatures of its Mayor and City Clerk, thereunto duly authorize, and its corporate seal to be affixed hereto, all as of the 3`s day of January, 2006. CITY OF FAYETTEVILLE, ARKANSAS -• •\ � By: .p- :FAYETTEVILLE: ATTEST: ��iNGTON �y."• By: SONDRA SMITH, City Clerk REGISTRATION CERTIFICATE Date of Registration Name of Registered Owner Signature of City Clerk Arkansas Development Finance Authority RECORD OF PAYMENT OF ADVANCES Date of Advance* Amount of Advance Total Principal Outstanding Signature of Vice President of Arkansas Development Finance Authority *The date of each advance shall be the interest commencement date from which the principal amount of such advance bears interest and from which the Servicing Fee is calculated. Section 7. All of the terms and provisions of the Indenture, as now in effect, except for those provisions clearly inapplicable hereto or in direct conflict herewith, including, without limitation, those terms and provisions pertaining to the receipt, investment and handling of Sales and Use Tax receipts, are hereby made applicable hereto and incorporated by reference as though fully set forth herein. The effect of the foregoing sentence shall be to continue the applicable provisions in full force and effect until the Series 2006 Bond is paid, or provision made therefor, even after payment of the Series 2005A Bonds and the Series 2005B Bonds. Section 8. The City shall assure that (i) not in excess of 10% of the proceeds of the Series 2006 Bond is used for Private Business Use (as defined below) if, in addition, the payment of more than 10% of the principal or 10% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly secured by any interest in property used or to be used for a Private Business Use or in payments in respect of property used or to be used for a Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or borrowed moneys used or to be used for a Private Business Use; and (ii) that, in the event that both (A) in excess of 5% of the proceeds of the Series 2006 Bond are used for a Private Business Use, and (B) an amount in excess of 5% of the principal or 5% of the interest due on the Series 2006 Bond during the term thereof are, under the terms of the Series 2006 Bond or any underlying arrangement, directly or indirectly, secured by any interest in property used or to be used for said Private Business Use or in payments in respect of property used or to be used for said Private Business Use or are to be derived from payments, whether or not to the City, in respect of property or borrowed money used or to be used ifor said Private Business Use, then said excess over said 5% of proceeds of the Series 2006 Bond used for a Private Business Use shall be used for a Private Business Use related to the governmental use of the Project. The City shall assure that not in excess of 5% of the proceeds of the Series 2006 Bond are used, directly or indirectly, to make or finance a loan to persons other than state or local governmental units. As used in this Section, "Private Business Use" means use directly or indirectly in a trade or business carried on by a natural person or in any activity carried on by a person other than a natural person, excluding, however, use by a state or local governmental unit and use as a member of the general public. Section 9. Installments of principal and interest on the Series 2006 Bond shall be prepayable prior to maturity as provided in the form of the Series 2006 Bond set forth in Section 6 of this Ordinance. Section 10. So long as the Series 2006 Bond is outstanding, the City shall not issue or attempt to issue any bonds or other indebtedness having or claimed to be entitled to a pledge of the Sales and Use Tax receipts on a priority or parity basis with the lien thereon securing the Series 2005A Bonds, the Series 2005B Bonds and the Series 2006 Bond. Section 11. It is covenanted and agreed by the City with the Bondholder and the Commission that it will faithfully and punctually perform all duties with reference to the System required by the Constitution and laws of the State of Arkansas and by this Ordinance, including, without limitation, the making and collecting of reasonable and sufficient rates lawfully established 1 for services rendered by the System and the segregating of System revenues. The City covenants and agrees that the Bondholder shall have the protection of all the provisions of the Local Government Bond Act, the Indenture and this Ordinance, and that the City will diligently proceed to enforce those provisions to the end of the Bondholder realizing fully upon its security. If the City shall fail to proceed within thirty (30) days after written request shall have been filed by the Bondholder or the Commission, the Bondholder or the Commission may proceed to enforce all such provisions. If there be any default in the payment of the principal of or interest on the Series 2006 Bond, or if the City defaults in any Bond Fund requirement described in the Indenture or in the performance of any of the other covenants contained in this Ordinance or in the Bond Purchase Agreement, the Bondholder and the Commission (with respect to covenants contained in the Bond Purchase Agreement) may, by proper suit, compel the performance of the duties of the officials of the City under the laws of the State of Arkansas. No remedy herein conferred upon or reserved to the Bondholder is intended to be exclusive of any other remedy or remedies herein provided or provided by law, and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or given by law. No delay or omission of the Bondholder to exercise any right or power accrued upon any default shall impair any such right or power or shall be construed to be a waiver of any default or an acquiescence therein; and every power and remedy given by this Ordinance to the Bondholder may be exercised from time to time and as often as may be deemed expedient. 10 No waiver of any default shall extend to or affect any other existing or any subsequent default or defaults or impair any rights or remedies consequent thereon. Any costs of enforcement of the Series 2006 Bond or of any provision of this Ordinance, including reasonable attorney's fees, shall be paid by the City. The Bondholder may enforce all rights and exercise all remedies available to the Bondholder in the event the Servicing Fee is not paid when due. Section 12. When the Series 2006 Bond has been executed by the Mayor and City Clerk and the seal of the City impressed thereon as herein provided, it shall be delivered to the Bondholder upon the payment of all or a portion of the purchase price in accordance with the Bond Purchase Agreement. The purchase price shall be deposited, as and when received, in a special account of the City hereby created in a bank that is a member of the Federal Deposit Insurance Corporation and designated the "2006 Wastewater Construction Fund" (the "Construction Fund"). The moneys in the Construction Fund shall be used for accomplishing the Project, paying or reimbursing expenses incidental thereto and paying the expenses of issuing the Series 2006 Bond approved in accordance with the Bond Purchase Agreement. Payments from the Construction Fund shall be by check or voucher signed by the City Clerk or her designee, and drawn on the depository. Each such check or voucher shall briefly specify the purpose of the expenditure. When the Project has been completed and all required expenses paid and expenditures made from the Construction Fund for and in connection with the accomplishment of the Project and the financing thereof, this fact shall be evidenced by a certificate signed by the City Clerk or her designee, and by the consulting engineer, which certificate shall state, among other things, the date of the completion and that all obligations payable from the Construction Fund have been discharged. A copy of the certificate shall be filed with the depository bank, the Bondholder and the Commission. Disbursements shall be made by the Bondholder for costs of the Project pursuant to written Disbursement Requests as provided in the Bond Purchase Agreement. Section 13. The terms and provisions of this Ordinance shall constitute a binding contract among the City, the Bondholder and the Commission, and no variation or change in the undertaking herein set forth shall be made while the Series 2006 Bond is outstanding unless consented to in writing by the Bondholder and the Commission. Section 14. The City covenants and agrees that it will maintain the System in good condition and operate it in an efficient manner and at reasonable cost. The City agrees to keep proper records, books and accounts relating to the operation of the System, which shall be kept separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions relating to the operation of the System in accordance with generally accepted government accounting standards. Such books shall be available for inspection by the Bondholder and the Commission, or the agent or the representative of either, at reasonable times and under reasonable circumstances. The City agrees to have these records audited annually. If requested, the City agrees to furnish the audit report with respect to the System to the Bondholder and the Commission. The City also agrees that it will furnish to the Bondholder and the Commission on or before 30 days after the end of each fiscal year, if requested, a statement showing (i) total receipts of the Sales and Use Tax during such fiscal year, (ii) the application of such receipts to pay the principal of and interest on the Series 2005A Bonds and the Series 2005B Bonds, and (iii) the application of such receipts to pay the principal of and the interest on the Series 2006 Bond and the Servicing Fee with respect thereto. Section 15. The City agrees that the Bondholder may pledge the Series 2006 Bond as security for the payment of its wastewater system revolving loan fund revenue bonds (the "ADFA Bonds"), and the trustee or municipal bond insurer for the ADFA Bonds may exercise any rights or remedies available to the Bondholder under this Ordinance or the Bond Purchase Agreement while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured. In addition, the City agrees that while the Series 2006 Bond is pledged and/or the ADFA Bonds are insured, copies of all financial information relating to the City, the System and the Sales and Use Tax receipts shall be furnished to the trustee and/or the municipal insurer for the ADFA Bonds. Section 16. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized and directed to do any and all things necessary to effect the issuance, sale, execution and delivery of the Series 2006 Bond and to effect the execution and delivery of the Bond Purchase Agreement, and to perform all of the obligations of the City under and pursuant thereto. The Mayor and the City Clerk are further authorized and directed, for and on behalf of the City, to execute all papers, documents, certificates and other instruments that may be required for the carrying out of such authority or to evidence the exercise thereof. Section 17. Kutak Rock LLP, Little Rock, Arkansas, is hereby appointed to act as Bond Counsel on behalf of the City in connection with the issuance and sale of the Series 2006 Bond. Section 18. The provisions of this Ordinance are hereby declared to be severable, and if any section, phrase or provision shall for any reason be declared to be illegal or invalid, such declaration shall not affect the validity of the remainder of the sections, phrases or provisions of this Ordinance. Section 19. All ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. PASSED and APPROVED this 3rd day of January, 2006. ATT By: APPROVED: By: 12 City Council Meeting Minutes January 3, 2006 Page l of 22 Aldermen Ward I Position I - Robert Reynolds Mayor Dan Coody ® Ward I Position 2 -Brenda Thiel uj4�Ji_.__.__J1 g T Ward 2 Position I - Kyle Cook City Attorney Kit Williams Ward 2 Position 2- Don Mary Ward 3 Position I - Robert K Rhoad; City Clerk Sondra Smith Ward 3 Position 2— Robert Ferrell ARKANSAS Ward 4 Position I - Shirley Lucas Ward 4 Position 2- Lioneld Jordan City of Fayetteville Arkansas City Council Meeting Minutes January 3, 2006 A meeting of the Fayetteville City Council was held on January 3, 2006 at 6:00 PM in Room 219 of the City Administration Building located at 113 West Mountain Street, Fayetteville, Arkansas. Mayor Coody called the meeting to order. PRESENT: Alderman Reynolds, Thiel, Cook, Marr, Rhoads, Ferrell, Lucas, Jordan, Mayor Coody, City Attorney Kit Williams, City Clerk Sondra Smith, Staff, Press, and Audience. Pledge of Allegiance A Letter of Commendation to the City of Fayetteville and its citizens for their commitment to protect and preserve the water resources of NW Arkansas and NE Oklahoma was given by Mr. Ed Fite of the Oklahoma Scenic Rivers Commission. Mayor Coody: Tonight we have Ed Fite with us from the Oklahoma Scenic Rivers Commission. We are very pleased to have you here. Ed Fite: I've also brought with me this evening our Board Chairman Rick Stubblefield who was elected to the board and is the chairman. Mayor Coody I don't know were to begin. I said for a long long time that I probably was the most despised individual in Fayetteville in the 1980's through the conflict the community had with the State of Oklahoma over the wastewater issue and the Illinois River. Tonight I'm here with the chairman to commend the City of Fayetteville, yourself, the Alderman, your staff, and particularly the citizens for the job you've been doing in recent years. It's hard to stand before this group and not be embarrassed about years in the past, but as we have worked together since 1996. The City of Fayetteville has been nothing but a full partner, filly open, available to discuss our concerns and alternatives that have been suggested, and we cannot say thank you enough. I'd like to yield the floor to the chairman if I may he has a letter he'd like to read into the record and then present it to you. 113 Wcst Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Mating Minutes January 3, 2006 Page 2 of 22 Mayor Coody: Thank you very much Mr. Stubblefield it's good to have you here tonight. Welcome to Fayetteville and welcome to the City Council meeting. Rick Stubblefield: Thank you Mr. Mayor. Mr. Mayor and esteem members of the Council I'd like to read to you the letter the 12 members of the Oklahoma Scenic Rivers Commission approved to be sent to you. Mayor Coody on behalf of the entire Oklahoma Scenic Rivers Commission we want to thank you and the City of Fayetteville for your commitment to improving water quality in the Oklahoma scenic rivers. The Oklahoma Scenic Rivers Commission sincerely appreciates your support for our goal of restoring Oklahoma's treasured scenic rivers. Please know that we sincerely appreciate the financial investment that Fayetteville will under take in its effort to employ advanced phosphorus control at its new wastewater treatment facility just as it has over the past decade in controlling phosphorus from its existing facility. Particularly in a time of conflict between our states it is encouraging to have good neighbors like the City of Fayetteville as we endeavor to achieve our mutual goal of protecting and restoring the irreplaceable water resources of Northeast Oklahoma and Northwest Arkansas. Again OSRC commends the City of Fayetteville for its commitment and financial resources and we look forward to your continued involvement as significant stake holders in our effort to restore Scenic Rivers. Through mutual cooperation we anticipate continued progress and improving water quality in our scenic rivers over the coming years. Thank you Mr. Mayor. Mayor Coody: Thank you Rick. I'd like to say to you and Ed thank you for your help too. Arkansas and Oklahoma had been at odds for decades. I think we have even been to the US Supreme Court and not as friendly partners so times really have changed. It was just as much a credit to you and your organization to work with Fayetteville because honestly we were in a precarious position we needed your help and you were there to help us. We appreciate Oklahoma very much. We want to build on this good partnership because we want to maintain a good friendship. We've gotten to know a bunch of good people in Oklahoma that we consider to be friends and we couldn't be more pleased with your efforts in keeping the nations rivers pristine right along with us as best we can. Thank you both and please give your commission our deep gratitude and appreciation. I would like to send a letter back to them in response to this. Thank you both very much for coming all the way over here from Oklahoma to deliver this to us tonight. CONSENT: Approval of the November 15 and December 6, 2005 City Council meeting minutes. The November 15, 2005 minutes were removed from the agenda. The December 6, 2005 minutes were approved. Arkansas Aviation Technoloev Center: A resolution granting the City of Fayetteville's consent to the assignment of a Hanger Lease from the Northwest Arkansas Aviation Technologies Center to North West Arkansas Community College. Resolution No. 01-06 as Recorded in the Office of the City Clerk Community Access Television, Inc: A resolution approving a contract in the amount of $93,000.00 with Community Access Television, Inc., to operate the Public Access Television Channel throughout 2006. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) access fayettevilie. org City Council Meeting Minutes January 3, 2006 Page 3 of 22 Resolution No.02-06 as Recorded in the Office of the City Clerk. Downing Sales and Service Bid Award #05-82: A resolution awarding bid #05-82 to Downing Sales and Service for the purchase of two (2) Side Load Solid Waste Collection Trucks in the amount of $397,908.00. Resolution No. 03-06 as Recorded in the Office of the City Clerk. Equipment Resource Management — Asphalt Roller Equipment: A resolution approving the purchase of one (1) Large Double Drum Vibratory Asphalt Roller from Equipment Resource Management in the amount of $128,490.00 for the use by the Transportation Division; and approving a budget adjustment. Resolution No. 04-06 as Recorded in the Office of the City Clerk Barloworld Freightliner of Springdale Tri-Axle Dump Truck Purchase: A resolution awarding Bid #05-80 to Barloworld Freightliner of Springdale for the purchase of one (1) Tri-Axle Dump Truck in the amount of $95,941.00 for the use by the Transportation Division. Resolution No. 05-06 as Recorded in the Office of the City Clerk. Barloworld Freightliner of Springdale Tandem Axle Dump Truck Purchase: A resolution awarding Bid # 05-73 to Barloworld Freightliner of Springdale for the purchase of One (1) Tandem Axle Dump Truck in the amount of $90,233.00 for use by the Water and Sewer Division. Resolution No. 06-06 as Recorded in the Office of the City Clerk. Downing Sales and Service Bid # 05-81: A resolution awarding Bid # 05-81 to Downing Sales and Service for the purchase of two (2) Front Load Solid Waste Collection Trucks in the amount of $368,888.00. Resolution No.07-06 as Recorded in the Office of the City Clerk. Interlocal Agreement with Washington County for Jail Services: A resolution adopting an amendment to the Interlocal Agreement between the City of Fayetteville, Arkansas and Washington County, Arkansas for jail services. Resolution No.08-06 as Recorded in the Office of the City Clerk. Alderman Jordan moved to approve the Consent Agenda with the November 15, 2005 City Council meeting minutes removed. Alderman Reynolds seconded the motion. Upon roll call the motion passed unanimously. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minute; January 3, 2006 Page4o(22 of 22 UNFINISHED BUSINESS: ADM 05-1657 (Mt. Sequoyah South Rezoning): An ordinance rezoning that property described in Rezoning Petition RZN 05-1657 as shown in Exhibit "A" generally located north of Huntsville Road, east of Willow Avenue, south of Rock Street and west of Lyton Avenue from RMF-24 Residential Multi -Family 24 units per acre to RSF-8 Residential Single Family 8 units per acre. This ordinance was left on the First Reading at the December 6, 2005 City Council meeting. This ordinance was Tabled at the December 6, 2005 City Council meeting to the January 3, 2006 City Council meeting. Alderman Reynolds moved to suspend the rules and go to the second reading. Alderman Thiel seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Tim Conklin Planning Development: Staff sent a letter out to each of the property owners on December 27, 2005. We have had several phone calls today with regard to the latest request I have placed in front of you, the current map showing the RSF-4 and RSF-8. With regard to that in the letter that we sent out we stated there would be an opportunity for public comment this evening and also that this would be left on a second reading until the January 17, 2006 meeting due to the holidays. Staff would be more comfortable if you leave it on a second reading this evening and that way if people are getting back from going out of town they'll have an opportunity to contact us. I just wanted to inform you of where we are at. Thank you. ) Mayor Coody: Are there any questions for staff. Yes Madam. Alderman Thiel: We don't need to make an amendment yet on this we are waiting until we make sure everyone is okay with this? Tim Conklin: I would hold off. We've had several calls today and we made some changes just in the last couple of hours which is the latest map that you have. There could be additional changes with in the next 2 weeks. Alderman Thiel: Are any of the changes on this just between the RSF-4 and RSF-8? Tim Conklin: There was one property owner that requested to be left as RMF-24 adjacent to the larger piece on Rock Street, and so that was the change that was made this evening. Alderman Ferrell: At the next meeting Tim, will you give us a total of how many people have contacted you concerning this and their change. Tim Conklin: Certainly. Alderman Ferrell: Thank you. Tim Conklin: We did send out letters with certified mail and returned receipt. Mayor Coody: Yes madam. Alderman Thiel: You do realize this was a petition drive? 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) acccssfayctteville.org Alderman Ferrell: Yes. Alderman Thiel: Everyone that signed wanted to be on this. City Council Meeting Minutes January 3, 2006 Page 5 of 22 Alderman Ferrell: I read that there were some people that changed there minds. Alderman Thiel: They changed there minds because they wanted RSF-4, but we didn't consider taking in any that didn't sign. Tim Conklin: Certainly, I can get you a number of people that contacted us. Mayor Coody: Any other questions for the staff on this right now. Anyone from the public want to address us on this issue? Fran Free: My name is Fran Free and I live at 44 South Mashburn Avenue. This is my neighborhood, and this is our petition drive that we started eleven months ago. So I'm really thankful that you all are considering this tonight it's been quite a process. I just wanted to thank you all for this. Mayor Coody: Alright thank you very much. Anyone else want to address us on this? Alright we're going to leave this on the second reading. Is there any other comment? This ordinance was left on the second reading. Reserve LLC - Cost -Share Agreement: An ordinance waiving the requirements of formal competitive bidding and approving a cost -share agreement with Reserve, LLC in an amount not to exceed $798,963.44 for the widening of Rupple Road and Persimmon Street adjacent to the Mountain Ranch Development; and approving a budget adjustment in the amount of $577,453.00. This ordinance was left on the First Reading at the December 20, 2005 City Council meeting. Alderman Ferrell moved to suspend the rules and go to the second reading. Alderman Rhoads seconded the motion. Upon roll call the motion failed 4-4. Alderman Marr, Rhoads, Ferrell and Cook voting yes. Alderman Lucas, Jordan, Reynolds and Thiel voting no. Alderman Jordan moved to table the ordinance to the January 17, 2006 City Council meeting. Alderman Lucas seconded the motion. Upon roll call the motion to table passed unanimously. This ordinance was tabled to the January 17, 2006 City Council meeting. Mayor Coody: Is there anyone here that would like to comment on this particular item? Sharon Davison: Good evening everyone I am Sharon Davison and I did want to calmly address you about this tonight, and I'd like to start out with thanking you all for the job you do. It is difficult sometimes to work out win win for every one. Sometimes there are unhappy losers. I understand it's hard to make decisions. Sometimes you're torn between what you see, what people ask you to do, and what staff recommends for you to do. I would like for you to carefully 113 West Mountain 72701 (479)52! -7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Melling Minutes January 3, 2006 Page 6 of 22 reconsider any staff recommendation of paying a penny for this particular road. This is a very huge issue it's a huge issue for us and what we will allow a person and or their representative to come up here and say they will do, and then later on it's a whole new deal. I do not agree with staff that we should sweep this under the rug. We knew part of your whole hesitation. The road was a big deal, I think it persuaded folks who were going to be more cautious and who were going to wait until this sewer was a little more close at hand, not to mention the traffic and all. I believe you all as well as other people heard this same offer repeated that is what concerns me. It was not a one time, it was not a slip up of the tongue, it was an offer made here and an offer made at a Ward 4 meeting, where good ole folks believed what they heard. Because they did have a respectable member of a legal community telling them as the representative paid for by the developer. I personally had nothing against Bob Estes he was always very very polite to me when he sat on our Planning Commission. I will close with it is not right to let a developer come in here and demand a road when he offered to pay for a road not a cost share. Please folks hold the developer and their lawyer representatives accountable, do not pay $800,000.00 for their road. Mayor Coo4Jy: Thank you very much. Is there anyone else that would like to address on this issue tonight? Fred Turpentine, Fayetteville Public Schools Physical Plant Director: We're building a K-7 school that's processing quit nicely. We hope to move in in August and that's only about 8 months away. We are very much hopeful that the City Council will approve this cost share so we can move along and see kids in there in the fall. Thank you. Mayor Coody: Anybody else like to address us on this? I'm going to close the public comment. Mr. Terminella is out of the country right now on vacation and we have discussions on a way that I hope we can bring the warring parties together to make this work. It's best for every body if we can put together a win win situation to where we don't have the expense. I think we are working to bring something to the Council that the Council will like. C-PZD 05-1704 First Baptist Church: An ordinance establishing a Commercial Planned Zoning District titled C-PZD 05-1704 First Baptist Church, located at 20 East Dickson Street, 325 and 321 North College Avenue, and 350 and 354 North Highland Avenue, containing approximately 4.08 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. This ordinance was left on the Second Reading at the December 20, 2005 City Council meeting. Alderman Reynolds moved to suspend the rules and go to the third and final reading. Alderman Ferrell seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Jeremy Pate: One of the questions at the last City Council meeting was how many parking spaces are existing on the property, that total is 184. Most of the parking lot there is non- conforming in that there's not the green space required with a standard parking lot so you don't have landscape islands and things of that nature that are shown on the site plans. So with the reduction of some of those spaces for landscaping as well as the addition of the offices and space that they are proposing that would result in 167 spaces that are noted in the site plans. So there would be a net decrease of approximately 15 to 17 spaces. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayettevilie. org City Council Meeting Minutes January 3, 2006 Page 7 of 22 Mayor Coody: Are there any questions for staff on this? Alderman Marr: How many structures are being removed for parking? Jeremy Pate: I don't believe there are any structures being removed. Thad Kelly with Cromwell: We're not really removing any structures. There is a small sales office that will be removed. We're adding on to the existing side of the Goff McNair building and adding on to the existing church. We are building back out into some of the parking area. Alderman Marr: Thank you I just wanted that for the record. Mayor Coody: Any other questions or comments for the petitioner? Randy Murphy with Cromwell: A house will also be removed to accommodate the new parking area that at the present time is not a parking area. Jeremy Pate: It is to the far west of the site. Alderman Marr: Is that the one next to Nationwide? Randy Murphy: Yes. Mayor Coody: Are there any other questions for the petitioners? Anyone from the public want to comment on this? Alderman Marr: I think this is a great project, very attractive, keeps our churches downtown, and allows them to continue to expand. I haven't heard anything negative from any of members from Ward 2 about this project. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4812 as Recorded in the Office of the City Clerk. Randy Murphy: There is item 10 from the Planning Commission in their recommendation for approval that describes the condition, the proposed 110 foot right of way for College Avenue and the Master Street Plan. The church is very concerned that with that remaining on the plan it leaves the church open in the future for further discussion about this matter. Mayor Coody: I believe that the Master Street Plan is up for discussion very soon with the Street Committee and I don't think that the 110 foot right of way requirement will stand. I think it's going to be moderated to something you will be able to live with much more easily. Randy Murphy: The church is very concerned that this is a public issue and will be a part of the public record. Mayor Coody: This is an ongoing conversation and it's about to come to a close very soon and I think you'll be pleased with the out come. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Pagc8 of22 Alderman Thiel: In my packet it reduces it from a 55 foot right-of-way to the requested 30 foot right- of -way. Jeremy Pate: A separate resolution is required to do that for a lesser dedication or a Master Street Plan Amendment. We typically take those to Planning Commission and the Street Committee and the City Council with a review of development project. Alderman Thiel: Okay. Thank you. Mayor Coody: How far will the 60 foot right-of-way come from their existing front door on College Avenue? Jeremy Pate: I believe the 60 foot right-of-way is what is current at that location right now. Mayor Coody: So the existing sidewalk is in the right-of-way? Jeremy Pate: Part of it is. Mayor Coody: Okay. So that would be about the whole thing then. I'm sure the church will work with us if we needed to clear that up and make any kind of modifications just on the sidewalk there. R-PZD 05-1734 Paradise Point: An ordinance establishing a Residential Planned Zoning District titled R-PZD 05-1734, Paradise Point, located west of Crossover, south of Joyce Boulevard, containing approximately 1.55 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. This ordinance was left on the Second Reading at the December 20, 2005 City Council meeting. Alderman Rhoads moved to suspend the rules and go to the third and final reading. Alderman Lucas seconded the motion. Upon roll call the motion passed 7-0. Alderman Ferrell was absent during the vote. City Attorney Kit Williams read the ordinance. Mayor Coody: Staff do you have any comments on this? Jeremy Pate: One of the issues discussed at the last meeting is to try to have these be more consistent, please let me know if they're not. There should be elevations in the packet. Alderman Thiel: Thank you Jeremy. Jeremy Pate: Yes ma'am. Mayor Coody: Any questions or comments for staff on this? Anyone from the public have any comments or questions on this item before us tonight? I'm going to close this to public comment. = ' Alderman Cook: I'm still a little confused about the secondary access on the back side. There is just going to be one access on 265. How useful will this access be? 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 9 of 22 Jeremy Pate: This will be a full accessible cross access, much like a restaurant or any other commercial development we require to have a cross access point so you do not have to get on a main street to get there, you can have cross access between those points. We did recommend that as a condition of approval of the project that an access be gained to the north so that access onto 265 would not be the sole means of access for this development. This will help with the property to the north it will allow them cross access as well. So it will be full open access. It will be much like an extension of a driveway. Mayor Coody: Any other questions or comments from the council? Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4813 as Recorded in the Office of the City Clerk 2006 Bond Purchase Agreement - Wastewater Treatment Facility: An ordinance authorizing the issuance and sale of not to exceed $20,000,000 of a Sales and Use Tax Capital Improvement Bond, Series 2006, by the City of Fayetteville, Arkansas for the purpose of financing a potion of the costs of acquiring, constructing and equipping pipelines in connection with a new Wastewater Treatment Facility and related sewerage improvements; providing for the payment of the principal of and interest on the Series 2006 Bond; authorizing the execution and delivery of a Bond Purchase Agreement providing for the sale of the Series 2006 Bond; authorizing the execution and delivery of a Continuing Disclosure Agreement ; and prescribing other matters relating thereto. This ordinance was Tabled at the December 20, 2005 City Council meeting to the January 3, 2006 City Council meeting. City Attorney Kit Williams read the ordinance. Gordon Wilbourn: Let me say just a few words in my defense on this. Unlike your other bonds there's no trust indenture on these deals so these are the terms that would normally be in an indenture. This is a form that's prescribed by the Arkansas Natural Resources Commission and everything you need to govern a bond is in the ordinance. That is the reason for its length and I do apologize for that. Mayor Coody: Thanks Gordon. Do we have any questions for Mr. Wilbourn? Alderman Ferrell: I'm just trying to understand this. I think we have collected more sales tax in the past on redeeming some of these bonds but it says any excess sales tax goes to pay these off. Does the city report that to the bonding fund? How does that work? Gordon Wilbourn: All the collections are going to the bond trustee on your other bonds and the agreement with the other deal and now with the Arkansas Natural Resources Commission is you will use those first to pay your 2005 B bonds, which are the longer bonds. Then these bonds and then in theory the 2005 A, but they're the short end. That won't every happen they'll be gone by the time you get to them. But in concept that's what you would do. Alderman Ferrell: So the trustee just does it? Gordon Wilbourn: Right. The trustee does that and sends out the notices of redemption. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page t0o122 Alderman Ferrell: Thank you. Mayor Coody: Any other questions for Mr. Wilbourn? Thank you very much, thank you for coming tonight. Anyone in the audience have any questions or comments about this? I will close it to public comment. Any questions from the council? Alderman Marr moved to suspend the rules and go to the second reading. Alderman Ferrell seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Alderman Jordan moved to suspend the rules and go to the third and final reading. Alderman Ferrell seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4814 as Recorded in the Office of the City Clerk John D. Lindsey. LLC. Condemnation: A resolution authorizing the City Attorney to seek condemnation and possession of certain lands owned by John D. Lindsey, LLC. This resolution was Tabled at the December 20, 2005 City Council meeting to the January 3, 2006 City Council meeting. Mayor Coody: I would like to ask the Council to table, this. I have asked the engineers to look at this again because it looks to me as if there may be a way to accomplish the land owner's goal of routing the line away from the parking lot and accomplishing our goals at the same time. Ray Green: I appreciate the additional consideration of it. We only want to find the best solution. Mayor Coody: Mr. Head said you all would be willing to grant us the right-of-way. Ray Green: We'll be very cooperative. Mayor Coody: Anything else? Alderman Marr: Any idea how long it will take before you come back with something? Mayor Coody: Mr. White is here and David Jurgens. Do either of you have a comment on how long it might take before we can have some reasonable assessment of what the possibilities are? David Jurgens: I would expect an assessment of different alternatives and prices probably within 2 weeks. I'm not sure how long it will take to get an answer back regarding the Corp permit. If we could run the straight line it would require working in the flood way itself. I hope to have that answer by the end of the week. We should have a response within 2 weeks. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 21106 Page II of22 Mayor Coody: Because it's in the edge of the flood way it might not be very easy to get Corp approval, but if we can we might be able to make this work. David Jurgens: Yes sir. Alderman Thiel: At our tour that was one of our concerns that this could take up to 4 months to get Corp approval. David Jurgens: Yes ma'am and I haven't been able to get with the Corp and have not had the opportunity to have our environmental consultant come up and look at it and see exactly what modifications it's going to take to the Corp permit. Before we know what modifications are required, because well be working in the flood way, I can't give the estimate on how long it will take but I think he'll be able to make it up within the next couple of weeks. Alderman Thiel: So in two weeks we'll have an estimate of how long this is going to prolong. David Jurgens: We will know what kind of delay going back to the Corp might require. Alderman Thiel: Okay. Kit Williams: Would we know at that point and time that it would be approved? David Jurgens: We would not have approval within two weeks. What we would have is an estimate of how long it would take to obtain that approval from the Corp. Kit Williams: Would we have some indication that would be approved eventually? David Jurgens: I wouldn't want to commit to that. Mayor Coody: Once we get some engineering estimates and some drawings done where we have something to actually show the Corp, then we'll see what we're talking about because this may be a way that we can solve everyone's problem. Anything else? Alderman Marr: I'm all for working with people but it concerns me on a project that's had time issues to not pursue things that have the possibility of delaying it. I just want to make it clear that I'm not excited about a long delay. Alderman Thiel: I agree with what Don said. Mayor Coody: We all have the same concerns. I think that this conversation has been going on a long time before the petitioner raised questions about it. Had the questions been raised earlier from what I understand we could have had this conversation quite a while back. Alderman Lucas: All the others we said negotiations could be continued after we voted on it. Can that be the case with this one? I'm not an engineer, I'm going to go along with whatever is suggested as the appropiate way. I don't see why we should delay. Mayor Coody: We could if you want to go ahead and approve this condemnation we'd: be condemning something that we might not need. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 12 of 22 Kit Williams: I'd prefer to give it a couple weeks and have a follow up report from David Jurgens before we pass the resolution. That doesn't end all negotiations but I think as a gesture of good faith it would be good to postpone this a couple weeks. David Jurgens: This sewer line between North Street and Gregg Avenue lift station is the one on the west side that has the shortest construction time. This is the one that has the longest lead time, all of the others sewer lines have already advertised for bid. So in the time line that I'll bring forward in two weeks, with the Corp estimate for how long it takes to get modifications to the permit, I will identify if it is expected to create any delays in the overall project. So that will be part of the package to let you know if we think it will cause any delay to the entire project. Alderman Reynolds: Could you make sure we get a letter in the mailbox from the Corp telling us when they can do it? David Jurgens: I can't promise that. We've had a very difficult time getting letters from the Corp and we have not had the ability to force them to produce letters. So I couldn't commit to that because it s beyond my ability to directly promise. Mayor Coody: The first step is to find out what the possibilities are. David Jurgens: The first step is to identify the plan, have our environmental consultant put together the Corp permit request, have him look at, walk it and then find out what we would need as a modification to the permit and get his feel for it. Mayor Coody: Alright anything else? Alderman Ferrell moved to table the ordinance to the January 17, 2006 City Council meeting. Alderman Reynolds seconded the motion. Upon roll call the motion to table passed 7-1. Alderman Marr, Rhoads, Ferrell, Lucas, Jordan, Reynolds and Thiel voting yes. Alderman Cook voting no. This ordinance was tabled to the January 17, 2006 City Council meeting. NEW BUSINESS: R-PZD 05-1776 Wedington Circle: An ordinance establishing a Residential Planned Zoning District titled R-PZD 05-1776, Wedington Circle, located north of Wedington Drive (Hwy 112 Spur) and west of Garland Avenue, containing approximately 6.13 acres; amending the official zoning map of the City of Fayetteville; and adopting the associated Master Development Plan. City Attorney Kit Williams read the ordinance. Jeremy Pate: Jeremy gave a brief description of the project. Staff is recommending approval of this ordinance, there were several findings. The Planning Commission voted 8-0 in favor of staffs findings. 1 Alderman Thiel: Seven percent of this is going to be commercial? What is going to be commercial? 113 West Mountain 72701 (479) 521.7700 (479) 575-8257 (Fax) aecessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 13 of 22 Jeremy Pate: It's typically the bottom story or bottom floor Alderman Thiel: This will be along Wedington? Jeremy Pate: When the highway department expanded Wedington they took a lot of right-of- way in this area, that right-of-way cannot be vacated, it is something that the highway department uses to tow their slope, so that will not be utilized. So there's really not a lot of retail frontage for this project. It's my understanding a lot of that will be along this primary street that goes from James to Wedington along that area. I think the plan is to have more of a mixed use sort of an integrated within the over all development. There will be underground parking as well. Alderman Thiel: I assume that the access road is a private drive? Jeremy Pate: It is. Alderman Thiel: So they won't have access to that? Jeremy Pate: What they've shown there is the potential for a cross access. That would have to be worked out in detail and permission given by that property owner. Hopefully that can be worked out because again that would provide another means of access ingress and egress. The slope has a lot to do with it as well because that's a pretty steep slope coming in off of Wedington to the north. Alderman Thiel: Okay. Thank you. Mayor Coody: Any other questions of comments. Yes sir. Alderman Jordan: My concern is coming out on Wedington there's no way that you are going to be able to turn left on that road. I can tell you from experience it's just not going to happen. That means that your traffic is going to turn right, and if they are going to the campus they are going to go to Hall or Sunset and go that way. I already have a petition from the neighborhoods on Hall Street, that does not have anything to do with this project, but they were already concerned about traffic congestions, no sidewalk and the street being too narrow along that school. This is not going to help the situation any if people start cutting through Hall Street to go to the university. I think this is a good looking project but that has got to be addressed. It has to be addressed for the neighbors in that area. I've had some calls and e -mails from people from the Hendricks neighborhood association with concerns about it coming through their neighborhood as well. I think this is something that needs to be addressed before I can support this. Jeremy Pate: One of the ideas behind supporting the higher density than we have in a zoning district currently is that it is located so near to infrastructure improvements already. It's close to the university and very easy to walk to. There is a transit stop directly to the east by the grocery store and a lot of people utilize the store parking and the parking lot across the street for a park and ride area. I think it does set itself up for more pedestrian traffic if it is student oriented. Obviously some students will still drive and park in neighborhoods or park in the parking garage at the university. We felt that was a positive thing in response to your question. I agree left hand turns will probably be difficult and we may see with further evaluation it may only need to be a right in right out. It depends on what the traffic loads are and how that's going to be handled. James Street would then take more of the brunt of the traffic. There are four homes currently on James Street otherwise it serves as a primary ingress and egress for a very large multi -family 113 West Mountain 72701 (479) 521-7700 (479) 575-9257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 14 of 22 residential development as well as another apartment building and access from grocery stores. So it's already seen some traffic although the numbers are relatively low. I don't believe you'd have a hard time turning left, right or even walking down James Street currently because there are so many ways in and out. So this will add impact to the infrastructure in the area, we feel however that with the location of it, it will be a positive impact and that it will promote more pedestrian and bicyclist activity. Alderman Marr: I love these kinds of infill projects and I think the design is very attractive. My concerns are not about the development it's the ingress and egress and to make sure we can handle it in this particular area. My concern is the traffic from Mount Comfort. Was there any dialogue about closing that diagonal section there to take that piece out of this intersection and designing a more traditional T type intersection? I find it very hard to believe that 400 units would not create any additional traffic issues. Jeremy Pate: We had the same concern when we had the response of not a lot of impact. James Street in not an arterial street and if you look and you can't turn left on Wedington that's going to take some traffic that's going to be detrimentally impacted and therefore it will need to be improved. That goes in line with the comments about the intersection of Mount Comfort and Garland and that acute angle there that it creates. We will be recommending street improvements at the time of development, and that would potentially include intersection improvements as determined to be appropriate. What we did have dialogue about specifically was the intersection of Mount Comfort and Garland on the west side of Garland, we did not venture east of Garland Avenue. I think in some of our long term plans staff has indicated to the City Council that there will probably be a major intersection realignment in this area and there is the potential for closing that street. Alderman Marr voiced his concerns about the current traffic in this area. Alderman Lucas: I like this project. Are they tied to these things? For instance I like the round about in the middle. Jeremy Pate: That will likely be incorporated in detail. Alderman Lucas: This is not binding then? Jeremy Pate: It is. It is a binding booklet. However it is a master plan so every detail might not be exactly as it is presented. Alderman Lucas: I am also concerned about traffic. This will throw more traffic into the neighborhood. I don't have a solution. If were going to improve Garland then why can't we do something with that intersection at the same time? Jeremy Pate: That's certainly within our long term plans. As far as a long term goal that would help with the cut through traffic. I think it's a problem with any project, this will create additional traffic. It's certainly something we will look at in detail. Mayor Coody: Jeremy isn't Garland Avenue in the Street Bond issue? Jeremy Pate: Yes. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 15 of 22 Mayor Coody: Any other questions or comments? Alderman Reynolds: Who ever pulls out of these apartments will be looking at three different driveways. The other thing is how wide are those streets going to be Jeremy? Jeremy Pate: The interior ones? They are likely any where from a standard street 24' to 28' wide. Alderman Reynolds: I noticed we have 296 multi family units, 428 bedrooms, and 392 parking places but of that 58 parking spaces are on the street. How are you going to put a car on either side of the street and get a fire apparatus through there? Jeremy Pate: Typically the 28' section and that would be without parallel parking. If it had parallel parking on the street it would be widened to accommodate at least 8' on either side for the parallel parking to allow for a through access point. Alderman Reynolds: The other thing I'd like to bring to your attention is the Fire Department letter. There was two items on there that the engineers need to look at and make sure they take care of in this project. Jeremy Pate: Assuming this gets approved we would have to discuss how the entrance off of Wedington is accommodated and the round about. We will also discuss this with the Fire Department to make sure their apparatus can access through that. Alderman Reynolds: But this doesn't come back to us? Jeremy Pate: It goes to the Planning Commission for development approval. Mayor Coody: Anymore questions for staff on this? I'm going to open up to public comment on this. Is there anyone that would like to comment on this development prospect? Steve Mansfield, Mansfield's House: I appreciate you taking the time to consider this project. We are here before you for a concept plan as discussed we would have to go back to the Planning Commission for approval and to work out the details. What I 'd like to do is give you a little bit of the history of how it came about, some of the goals and why it's designed the way that it is. I like to talk a little bit about the planning of it and then let Rob Sharp come back and give you some of the details on the architectural side. Mr. Mansfield gave a brief description of the project. Rob Sharp, Architect gave a presentation on the project. He stated the road capacity is there and they can probably make things better. He stated the developers have committed to a very high level of construction. Alderman Ferrell: One of our objectives is to work with the university and the university has an objective to grow their campus and this campus is going to grow. I think this lends itself to people walking. I think this is a further cooperative partnership with the university in trying to provide housing. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 16 of 22 Alderman Marr: There is nothing in the city administration or planning department's opinion at this point that could be done outside of the upcoming bond issue that would address all of the points of access as we look at this development. Tim Conklin, Planning: BWR did look at this intersection as one of the five intersections for realignment and they had plans to realign. Joyce Richards a resident voiced her concern about the traffic Bill Muller a resident stated he is impressed with the project. He feels this is an excellent project for the City of Fayetteville. He is also concerned about the traffic. He voiced his concern about the traffic study that was completed. He requested the Council to approve this but to exercise their power to reduce the impact on the neighborhoods. Alderman Jordan moved to suspend the rules and go to the second reading. Alderman Lucas seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. This ordinance was left on the second reading. Alderman Jordan asked that the staff try to resolve some of the problems with traffic in the neighborhoods. R-PZD 05-1796 Park West: An ordinance establishing a Master Development Plan Residential Planned Zoning District titled R-PZD 05-1796, Park West, located at Highway 112 east of Deane Solomon Road, containing approximately 139.45 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the project. Planning Commission recommended this project with a vote of 8-0 in favor of the project. He stated traffic signalization is crucial to this project as the phases are completed. He stated that staff included two conditions with regards to the timing on this project. One is that each phase has two years from Planning Commission approval of development to get their permits, as each one of these projects goes through the development review process they are subject to whatever development ordinances that are in place at that time. The second condition is after five years this project is not going in the way that they City sees fit with our Master Plan then the Planning Commission can return it to the City Council for a review. Alderman Jordan: In the northeast section there will be a buffer? Jeremy Pate: It is a buffer of residential uses. There are no commercial uses adjacent to those properties to the northeast. There is a small area of commercial along Highway 112 to the east that would have to be buffered according to our ordinances. Alderman Jordan: What is the situation with the wetlands? 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Mmuta January 3.2006 Page I7 of 22 Tracy Hoskins, Paradigm Development gave a presentation on the project. He stated this is a ten to fifteen year project. 1 Jim Ramsey, Architect gave a brief description of the project. Alderman Jordan asked where the road is that will be built by the developer. The road that you are going to build and pay for. Tracy Hoskins: Actually we are building a whole bunch of them and paying for a whole bunch of them. We will go on record saying that we are going to pay for them, most of them. On the City's Master Street Plan we have an east west corridor which is a collector street we are actually proposing to build this street larger than what is required by ordinance. Our intention is for this to be a three lane street and in some areas it will have an island in the middle of it. At the intersections it will have a turn lane. There will be two lanes in and two lanes out with a median in between. We are also intending to reroute Deane Solomon Road and abandon the intersection at Highway 112 where it is presently very dangerous. Deane Solomon Road we are intending on constructing it as a 28 foot wide street. Alderman Jordan: That is a 28 foot road. Tracy Hoskins: Yes. Alderman Jordan: That you are going to build and pay for. Tracy Hoskins: Correct. The traffic study is now recommending that this potentially be a 36 foot road. We are going to ask the City to cost share the other 12 feet with us because we are giving up all the right of way for this road. We are paying to close this section of the road and we are doing improvements along Highway 112. Alderman Jordan: But it is going to be 28 feet? Tracy Hoskins: It is going to be 28 feet and we will pay the entire cost of the 28 feet. Alderman Jordan: one thing that I would like to have as you bring these phases on, if we approve this, how many will be in each phase and when they are going to come on. Tracy Hoskins: It is in the information that we gave you. Alderman Marr: The pieces in the information that are listed as phasing are not necessarily connected and so it looks like the main mad through this doesn't come on until the very end. Tracy Hoskins: Actually they are connected. Mr. Hoskins explained the project. Phyllis Johnson representing Dale and Marti Benedict: They are the property owners to the north of this property. They request that you leave this on the first reading tonight. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 18 of22 Rob Sharp commended the developer for the project. He stated he thinks this property will have an impact for Fayetteville and a regional impact. I think a lot of the success of this project will be due to the current staff and administration. Alderman Lucas: We can't require a buffer of any kind can we? Jeremy Pate: When there is a non-residential property adjacent to a residential property there is always a requirement for a buffer. This ordinance was left on the first reading. R-PZD 05-1816 Skate Place Condominiums: An ordinance establishing a Residential Planned Zoning District titled R-PZD 05-1816, Skate Place Condominiums, located south of Ash Street on both sides of Chestnut Street, containing approximately 3.38 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. City Attorney Kit Williams read the ordinance. Jeremy Pate: The petitioner would like to meet with the neighbors before this is heard. This ordinance was left on the first reading. R-PZD 05-1817 The Commons at Walnut Crossing: An ordinance establishing a Residential Planned Zoning District titled R-PZD 05-1817, The Commons at Walnut Crossing, located north of Highway 62 West, lots 137 & 138 of the approved Walnut Crossing R-PZD, containing approximately 6.45 acres; amending the official zoning map of the City of Fayetteville; and adopting the Associated Master Development Plan. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the project. Staff recommended approval the Planning Commission voted 7-0 for approval. Alderman Jordan: I don't have a problem with this. I think it is a pretty good looking development. Alderman Lucas: I haven't either. What do you anticipate the price range to be? Kim Hesse, Rousch Coleman Homes: We are looking at a square footage of 1,300 to 1,600 and a starting price range of about $125,000 to $160,000. Alderman Jordan moved to suspend the rules and go to the second reading. Alderman Lucas seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williann read the ordinance. Alderman Jordan moved to suspend the rules and go to the third and final reading. Alderman Lucas seconded the motion. Upon roll call the motion passed unanimously. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 19 of 22 City Attorney Kit Williams read the ordinance. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No. 4815 as Recorded in the Office of the City Clerk RZN 05-1833 Bellafont: An ordinance rezoning that property described in rezoning petition RZN 05-1833 for approximately 25.29 acres located north of Joyce Boulevard, west of Venture Road, and south of Bellafont Gardens from R -O Residential Office and C-2, Thoroughfare Commercial to C-3, Central Commercial. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the property. Planning Commission voted 8-0 to recommend approval. Staff worked with the applicant on a Bill of Assurance that addresses density, height and green space requirements. Alderman Thiel: Was there a reason they did not want to do a conceptual PZD? Jeremy Pate: They could have but everything they have proposed thus far seems to fit within the zoning district. If it can fit in a zoning district that is what we are going to recommend rather than going through a PZD. Alderman Reynolds: Will this have any impact on the small neighborhood to the east? Jeremy Pate: We have been discussing that. Right now the requirement is to construct an east west connector street. That is something we are working out how best to facilitate that without creating cut through traffic in that neighborhood. Alderman Rhoads: Neither Mr. Ferrell nor I have heard a single complaint from anybody or any neighbors. Alderman Marr: I am supportive of the zoning because I think it is consistent with the Master Land Use Plan. I do think we need to give some guidance to the Planning Commission on traffic management. My concern is the traffic. Tom Hennelly, H2 Engineering: We have a traffic study underway. We are proposing signalization on two points on Joyce as well as widening turn lanes. Alderman Rhoads: Have you talked to the neighbors? Tom Henuelly: We have not. As we discuss ways to connect or not connect we will tackle that at that point when we submit the large scale. Alderman Ferrell: I think this is going to be a tremendous infusion of capital spending along there and from what I have seen some beautiful places in an appropriate place. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 20 of 22 Alderman Ferrell moved to suspend the rules and go to the second reading. Alderman Rhoads seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Alderman Ferrell moved to suspend the rules and go to the third and final reading. Alderman Rhoads seconded the motion. Upon roll call the motion failed 4-4. Alderman Rhoads, Ferrell, Lucas and Jordan voting yes. Alderman Marr, Reynolds, Thiel and Cook voting no. Motion Failed. This ordinance was left on the second reading. RZN 05-1834 Vantage Square: An ordinance rezoning that property described in rezoning petition RZN-05-1834 for approximately 13.47 acres located at lots 6C and 7A in Vantage Square from R-PZD 04-1075 (Cambridge Crossing) and R -O, Residential Office to C-1, Neighborhood Commercial, and C-2 Thoroughfare Commercial. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the project. Planning Commission recommended 8-0 for approval of this project. Staff finds that the application is in keeping with our Future Land Use Plan and recommends approval. Alderman Ferrell moved to suspend the rules and go to the second reading. Alderman Rhoads seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Alderman Ferrell moved to suspend the rules and go to the third and final reading. Alderman Marr seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4816 as Recorded in the Office of the City Clerk Garnev Construction, Inc: A resolution awarding a construction contract to Garney Construction, Inc. in the amount of $4,582,536.60 for construction of the force mains from Hamestring Lift Station to the West Side WWTP (WL-5); and approving a 4% contingency of $183,000.00. Alderman Cook: We did discuss this at the Sewer Committee. Alderman Marc. It passed unanimously. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfayetteville.org City Council Meeting Minutes January 3, 2006 Page 21 of 22 Alderman Jordan moved to approve the resolution. Alderman Ferrell seconded the motion. Upon roll call the resolution passed unanimously. Resolution No.09-06 as Recorded in. the Office of the City Clerk Amend Chapter 151 & 164: An ordinance amending the Unified Development Code Chapter: 151 definitions and Chapter: 164 Supplementary Zoning Regulations to clarify and designate the intent of the accessory structures and uses ordinance. City Attorney Kit Williams read the ordinance. Jeremy Pate gave a brief description of the amendment. Alderman Ferrell moved to amend the ordinance to replace the language of less than 50% of to 50% or less than and from 50% or greater to greater than 50%. Alderman Reynolds seconded the motion. Upon roll call the motion passed unanimously. Alderman Reynolds: Will that stop some of the problems that we have had? Jeremy Pate: Yes sir. Alderman Cook: 50% of what? Jeremy Pate: It is 50% of the overall area. Gross floor area is what we utilize in most of our ordinance. Alderman Marr: If you have a home and you have a detached garage which is an accessory structure and you want to build a second accessory structure, is each one 50% or less or is the total 50%? Jeremy Pate: The total. CityAttorney Kit Williams read the ordinance. Alderman Ferrell moved to suspend the rules and go to the second reading. Alderman Reynolds seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Alderman Jordan moved to suspend the rules and go to the third and final reading. Alderman Reynolds seconded the motion. Upon roll call the motion passed unanimously. City Attorney Kit Williams read the ordinance. Mayor Coody asked shall the ordinance pass. Upon roll call the ordinance passed unanimously. Ordinance No.4817 as Recorded in the Office of the City Clerk. 113 West Mountain 72701 (479) 521-7700 (479) 575-8257 (Fax) accessfay ettcv ill c. org 1. 113 West Mountain 72701, (479) 521-7700 (479) 575-6257 (Fax) aaasfayetteviUe.grg.. AFFIDAVIT OF PUBLICATION 1, Erin Emis, do solemnly swear that I am the Legal Clerk of the Arkansas Democrat-Gazette/Northwest Arkansas Times newspaper, printed and published in Lowell, Arkansas, and that from my own personal knowledge and reference to the files /of said publication, that advertisement of: 4� 7' was inserted in the regular editions on PO# ** Publication Charge: $ _j-2_¶7. 0(.p Subscribed and sworn LL day Iwiaiy 5 uuu.. My Commission Expires: me this ** Please do not pay from Affidavit. An invoice will be sent. Sharlene D. Williams — Notary Public State of Arkansas My Commission Expires October 18, 2014 ./ 1.0 JpN1��c��<<E 212 NORTH EAST AVENUE • P.O. BO( 1607 • FAYETTEVILLE, ARKANSAS 72702 • (501) 442-1700 ORwNANCN NO. 4844. SAE OINOTTOEWCE KDEED 120. THE I(LOFASAlES E AND RAID OFNOT lAX CAPITAL $20.00.0(L OF SALES AND USE T5. CAPRAL IITY C IEM BOND, •SERIES AS F .T THE CRY OF FAYETTEVIl1D1 PORTION FOR THE PURPOSE OF.FlNANGNO A ARKANSAS PORnON OF THE: COSTS- OF ACQUIRING, CONSTRUCTING AND E0111PPIN0 PIPFIJRES R IN' a CCNNECI10N WITH A NEW WASTEWATER TREATMENT FACILITY AND REINED SEWERAGE 'ESIESIWROvEMENTS PROVIDING FOR THE PAYMENT OF THE 'PRNCVAL'O# AND BOND EST OM THE •.'DIES. 2006 6DEJU AUIHORJZNG THE EXECUUON AND OHIVBiY OF'A RJPC• iW°E `REE1.ENT PPONDING FOq'THE SSryry,,E� OF THE SERIES ' 2005, BO ND AUIHORIaNG THE • GClfTION AND OBP/ERTY OF A CONIfNUNG 04RCA..0SI1PE AGREEA1EN AND PRESCPo&'NG TIER ANTTEITS' RELATINO TIIFRETo ' . . 1YNWAt: as CRy Coaii d to Clry d Feyettes Aa0nBe Qt. t y I has ONeoted that + eland is a gtad'reed & a saute d neversa to 'M1Nkoe the coati d ate: owsbuerlbn and eQnkPyu of: a'rlaw wesews'amMant facmtY aMmleled api!ena7? hlprnanerlp' to sent as it based on as BTQa60 been repM dby th I Cdi c 1 d RJN GmW.,ed; Di m, Tm�, wtkh Figla c gepart Ms Dean rw+Iewed Wtlra Cllr Cdscl,tt 'as been dad with a that the m6M of "; at e9UPWre dace .:NN Rrgeer� associated with the new waelaaNrneaathe. t S em Ineand dSoimii ir,d eed MIOteofM a.Cllybadolred end emppveled ,t 02 to eF a olale CCretllepf and tae of the Stemd021 and,hddygCode ylyp ed(19 lrtRo to the CoretlhNon eaNSteleofMmes® MIS Tab Mee an,e Code a 1eS li9Ba Rep1. a z(05 blgp.) Issue andeel to oir lm cop es • Afled; xfecik p�AIN hpnNannad berdend1' be saoaee � suN as ease cw prlehg an spedal rAy-wlde setae and use tmt NAabad by Ins Local Gnmne*Bc Ad; at e torn the necelpb d the Wiana parauans to the pMsbns of Ordyalc'eNo. 4327 o1 ale Clryl adopted and approved an August 7. 2001 (aa •FJecaon adhnoea, Care Nes IRM"ad to the g14h%d Seeto s oldie qty is Walloon of ale'1661ence of not m exceed $125.00,(00 h aggregde pfriSxxzd of caplld 1i'jx rlerd bmOp ptnu ,t to AnaMnaa 02. and the Local G.''mlps Bond Ad to Dance a PON13n of the wanewater system hpmve , n deserted In the Bet Ordnan e, saki bands to be '\ ae rats IN a pedge er and Ten upon as m ap ) r Nsi d a apadol ospwlde vies and use W laded ne as rats d Rveaqummm d one percant1036%)*alana m as Loral Gpermlma Bard Ad(ass S a ' and Use Two, and• ONWµ at a RadN aNcueri held Nwanber 6, 2001. a n-4aany of to qunNed gaders of the CRY waRg alto MANNIOn appfwedae Isvape 01 said cadftl'hpmemand bonds Wd as a m1B�on8p"of fa Saba and Use Ted and as pledge WSelaemfiillee TaxncelpNmaapaymart. dap rapfal'maa\amarn coMsli arxY' 2 .•... Tm CM died osaaE Data -' PI,,t Atoil-- brbntt MiNOmMFsS ..HO4ebal:' 4FaaN a haradaA-ton Al15,2009 .:.$1,184,815.) 100,000.) $10400000•. $864,915.00 AE Lead hhb$ec9 October 15, 2b09"'' "1,164,916.00 .' 191,351.00 95,675.00 - 877,889.) caned On by a neeaw 4.115.2010 1,164,915.00 182,572.W... 91288.00,, ..c 891,057.00 adam9 lbvm4mr, Lm Odpbbr15,2010u_ 1,164,915.00 .17$881.00 86.83100 <.. 904,423.0, ..: Seo,n9;Isa,ien Ap1i5.2011, 1,164,915.00,"' 164.617.00 82,18). . 817,989.00 .rTWtLd repOV ed ht Odobat15, 2011 1,164,915.0' 155,437.0 77.719.W 931,759.0 Secion.10., So Iag A.A15.2012 r. ..1,164,915..-. 148.120.00 73.60.W' 945.73580.::. IE9n wybo, orol9 October 15,2012 1,164,915.00 136,662.00 -' 68,331,00 959,922.00 Tar rtcot't6onapdplly 4415.2013 1,164,915.00 ' 127,063.00' 63,53200 074,320.00:. 2005B&nda erdhi - ill 15, 2013 1,164,915.00 117,320.00 54660.00 984935.00 Secdbn11. It 'b cat \15,2014 . 1.164.915.0' 107,431.00 53;]15.00 1,003,788.1' - vA fwtt1L41y wd pLnwto bw 15.2D14 1.164215.00 97,383.00.. 44696.00.,:'." -:.1,018.828.00 - .iM lavm of io Smro a .415:2015: 1.164.916.00 - 87,2(5.0 .:4380200 "1.U34.1 W.W coatig d reeemaie October15,2015 1,164,915.00.. 76,864.00 . 38,43200 .. 1,049,619.00 Omeepe9etbg"d Syste 4.115,'2016 ' 1,186,915.00 66.387.00 '.. 33,184,00 '.:' 1,065,384.00- :. T7e.Gpraramnlai ' October15.2018 1,164,915.0 55,714.00 .27,8557.0 1,081,344.00- :- Ibe'ln[tl Govamgnt F Aµ115,2617 - 1.164,91600 44,900.0 . . 22A50.WE .:: 1,097,585.00 proceed to Marta 6w • October 15, 2017. 1,166,91600 - 33,925.0 - 16:9820 1,114,028.0 -'-_. . pN and.Iml to pooa , Apr115.2018'-- 1,164,915.00 22,784.0 11,392.00 1,130,739.0 &Milder a dm Oom • bomber 15, 2818:...:.. 1,18t,eW.00 - 11,477.0.'.'.:"'. 5738W. 1,147,694.) -• -- --po.Nbrs - - rcnLerebkrar 71nSaba.20DO Bad ad be lealatl htlmbm de 4A'ga NPewa bond, repDasd m Ii Bar OHy dabdt ten . . a In U. µlnpa,ard, hterml, pa6mbb to us. BaLmodan a repMerm esalgm, a9 ea taM'tarehaler h 1m it he oho OamlmrLta.aa bad Lam, ad'sel be nmfaed R061: .; - aid Ba Camkelm(w Flat TNe¶r Pggtatoeki pm9lwalb corrodha wmadhtaewtadbs 2006AsaadMdWblShmom t&),, NA, as ouamh oonednri wMNeSobs 2006. Bonds ad he Same 20058 Bodo Re Tmetwel. dMtanmm. Notarial to the Bcndnlder w 9a edaes ahcy.T Oe 8b re9lsoalon boolw of the City vfdi ill be rrSrelred.' d arN otlmr ramedY by lm illy Clark is Band Payers,Y&W µeeaiallm a amwrdal of tlm SUM20DO BOW(®roM * orris and St* warmsoeknertll.edaane paym we shdol9c1Lerra 9m O'dr._n ti the illyto 0e will h�red. ommlmtime b me illy dark a r deygres sid I- a patmsa ream ad eel• pope notatlan d al of al dodo papa a eta b to erd hiwast ::..,: .. .. . pat+nmb of . abased remedy v g . peAnaa of pnhcloel aril Roast ehal be h arty Coln or aaracy d the IAew1 Slew d America p m orlon a rt'wy b ilea des rVi ,. ,m,..,....... . t m h 4iM Saba216BadtdbeasL Nvie 1alab'9 tarn, arid the Meyer Si Qty w Imaby,all0raed aril ODeotetl m teem W th rerdrae mLtatrLed hwan: .11ry'Y1nba^ '•'44a $269 eNArtlad 0e1e01ae0 Ib.NWtt 11:1 MAltma�'. ;- - Oo4agr of 1M mmitcaa. of lMtb•W. Mkt a Salt.,pad Nara ' CI tl1 k"OMreewn Sena 7 OafIN 4000 -nr Yea .......................•i. •.. '[:. ... Ra9.bWM On n ARWWSASOEVaX0 EMFiNANOE Al1THOFUTY .. arbLotplMwnb TWENTY MILIJONDOLIAFS' 14w ORMa' M7lwae Pneaaan Td he dry di. FsyevOS O,AnteLmm Nm Ul' y} hereby a1o' wwbd8ea I,be9 to aAm, arid kf veAe mL.•eAed Prarnlsae tp pal to he dLdw d Ste Nlanme Dwaoanwd FhaDe'Auhollsc or m& wl. atsirm. Cot adtly from lSspedal-AnAm d preNded mochas rs*ftte�t to h bwU "Way of he fled Satre d,Amalm, the R4rdpa med St sows (or m mum a he PMcOa Aaov1 a ow, Said hbear advmced eeghoim n heRwaad d PaProd of Admnmea etbdialtu ), and dry h Ike mfr a arreray'Fnerect tlmneon at ete..nato of 2,00%'per anti from 8m EatB of eedL adyerc. A saNcig lee of l.00% pen Stun (U. Swubg Foe') amt also be payable by OIN.to am Mama OeacOntmnt FYntce AutlaalN a Its arceeso at tie acre mama ad 4Poi the wane Leas htwa sawn htwea m he apdd be ate of the ids , pMeat oulstober 1 aid he BoAag Fee ad oar payede an 008116 201, bathe 15, 26$4 15, t and Oclabw 15, 2007; Ape 16 2008 o d 7etober 15,2. ctober S. Intaresland the Set g Feeshd be payable onAp11&2004 endan aem Aa115 ad October l5 vRieaflw ul0 tlm opal Pavdpab padhM mfotowa . n Oct tea been o Fad Madh u of 541 d 1m'Prooaem a ins setia 2008 Bard w Lmd. 4 a t S. �, he hops of a htwet m the Gabe 2006 Bard, or rc rteOh,teIrtirfl.pflw[e of 4Not l� or h the Bad Padmo Ageanad, he&ndidw had kits Bad Pwdr4ve A4W" Oont rret by ,of U. o81ciab of ale Olty '.5 to have of ft State Ism • . 1 PalmentAmara - Man' SWAIN Fee Prbopa. fathe ADFABods. -' ' 5, 2008 $1,164,915.00 $200,000.00 $1100.00 $ 864,915.00 ' -. Sectbn.16 T e Mari" sno Cty dark, far ad on w 15, 200- 1,184,915.0 101,351.0 ' 966751 677,889.00. seam todo arty and el0wgs necesay to effect 8 5, 2010 1,164,915.0.' • 182,572.0 . 91,288.00 891,057.00 Serbs 2000 Bard will to abed the sett" at del w 15, 2010" 1,164.916.) 173.681.00 88,831.00 90412300" patanteilofts ctngearo dihe Cllyadw ad ors 5.2011 ..1,164,915.00 184.817.00 82,309.00 91T,BBB.1 Aatlla euabbed wC dectm, ter act or beMt d s15. 2011 ...1,164,915.1 - 155,137.00.. .77,719.1 . . 931,759.00. wrtlAcdws aral otter'hanarnnb 110 may be rwgja 5,2012' .1,104,91580' 148,120.00-.. 73.000.1-. - 915.735.1 94derlca ib awaee hod ..... ' . a 15. 2012 1,164,915:00 138,68200 64331.00 95492200 Salon 17. Witale Roca 110. Llttle Rock, AjkwWA 6; 2013 .'1.164.91510" 127.083:00'- ;. 63.532.00 974.320.1 belall of he MYh ownecicn wm the balsripe arch w15.2013 -'..1.161,915 1.164.9151 117,320.W 58.880.1 988,93500 Seabn 14 11. pmvill ol,8?a Ordinal w lam 5, 2014' 80 .' . 107.431.1 - 53,715.00 1.1.78900 poa%aµhlsbn ad far ay atom nsdedvad tote ,l5; 2014 1.164,91500 97.31.0 . 44688.) . 1,0/8,82400 BnvaYaty a U. rardpwr ofthesectbm, �flaa, al 62015 1.164.91500 87.20&00 43,002.1 1, 4,10400 Se on 19. Al ached, raso49mv'wdprb tlk a 15.2015. 1.184.916) .-.. 76.884.00. 3443280 1.049.619.00., heeda1daidiowd4wt. ... - .. ' 5.2016 °: 1',184,915.00 .. 68.357.0' 33.186.00 : 1.85.364.(0 MSbm and AMONOY000.a 3dday ofJerlm%2 w15.2016 • . 1;184.91500::..: 55.714.00;.. ..-' 27,86718. 1.1/.344.00 ' AAPHOV®: 5,211:.. 1.164,915.0.. -- 44.900.00` 22.450.00 1,097.5&&.00 By. a,15 M17' .1.154.91500 33.925.0 • 16.982.00 1.114.020.00 DAD COOY►.1t4> . ' 5.2018 •' 1.164.9161 22.784.00 11,392.1 ' 1,1%,739.00 ATTEST: w 142018- .1.184.910 11,477.00:- 5,738.00 1,147,694.00 By: •SOfmOt4 :. ;i._' . &RUM. OIb CWt :. eLLam of prlapa ad h[wea •Lm haeoon shat be ml al for &ill paymwe. v4hat-v-. 1 r�ym wp aanwdw of 8t mrd. dpoc*y to ftM Regstwed O.vrmr D ID mtress slavm G31hc ±Mbaokaem(%ymN»elmdbyhe CRydwkasBad Roglsoa,.wdarlipe)riterl y a of he Ctt; are hwaby at onbed at . Len sae. w.eallot SC detary at he ,d d1m Bad adraA9rewred, ad m head. The Mayor aid hedtek am in wreita the carryaw a0 of ante1 a to .. my amolfed toactas Bard Camara .i U. Saba 2008Bata' maedto mretmnnrmb. aid? ll: as hvra:aa, dedaMon mN riot abed IS! . Yom dhheral h Wilolhw d hwrehashr%eabdto a riff is. in aq • SRF-139 • (R-01/03) ANRC REVOLVING LOAN FUND PROGRAMS Term Sheet Borrower: City of Fayetteville ANRC Loan No.: 00183-CWRLF-L Loan Amount: $20,000,000.00 Lending Rate: 3.0% Interest Rate: 2.0% Servicing Fee: 1.0% Project Number: WRD-003-388 Primary Pledge: '/< Cent Sales and Use Tax Passed on November 6, 2001 Secondary Pledge: N/A Disbursement Cut Off Date: Oct. 15, 2008 Repayment Period: Predicated by sale tax receipts, anticipate debt retirement in less than 10 years. Budget: Loan Amount o£ $20,000,000.00 Project Amount of: $20,000,000.00 Including: Local Loan Expenses of: $ 20,000.00 Construction Costs of: $19,980,000.00 N/A for Debt Service Reserve 1. Principal Amount. The Loan is approved in the Loan Amount. The Borrower recognizes that in the event the actual costs of the Project exceed the amount of the Loan Amount, ANRC shall be under no obligation to provide any additional funds to the Borrower. If, for any reason, the Borrower does not utilize the entire Loan Amount, then in such event the Loan will be reduced by the portion of the Loan Amount not withdrawn from the Project Fund. Any reduction of the Loan pursuant to this provision shall be prorata with respect to the remaining installments of principal so that the weighted average life of the Loan immediately following any such reduction shall be substantially equal to the weighted average life of the Loan immediately prior to such reduction. 2. Purpose. The Loan is being made for the purpose of construction of the Project and payment of Local Loan Expenses. The Borrower agrees to use the proceeds of the Loan constituting the Project Amount solely for the purpose of constructing the Project described in the plans and specifications furnished to and concurred with by ANRC, and paying Local Loan Expenses. If loan closing and the initial disbursement do not occur within 180 days of the date of the Bond Purchase Agreement between the Borrower and ANRC, then ANRC's obligation to make the Loan shall be terminated. 3. Interest Rate. Interest will be charged on the Loan outstanding balance at the per annum rate shown above, computed on the basis of a 360 day year of twelve consecutive 30 day months. Page 1 of 5 SRF-139 (R-01/03) 4. Servicing Fee: A loan Servicing Fee will be charged on the Loan outstanding balance at the per annum rate shown above, computed on the basis of a 360 day year of twelve consecutive 30 day months. The Servicing Fee shall be payable in the same manner and on the same dates as interest on the Loan. 5. Disbursement Cut Off Date. The Borrower certifies that the Disbursement Cut Off Date (DCD) is as shown on page one. 6. Repayment Schedule. The Loan will be repayable according to the amortization schedule delivered to the Borrower herewith, which is based upon semiannual payment of interest and Servicing Fee only during the Project construction period, semiannual repayment of principal, interest and Servicing Fee commencing six months following the DCD with a 10 year amortization. In order to make the semiannual payments of principal, interest and Servicing Fee on the Loan, commencing on the first business day of the first month following the DCD, the Borrower will be required to make monthly deposits into a special fund to be held by ADFA in an amount equal to 1/6 of the principal, interest and Servicing Fee due on the Loan on the next semiannual payment date. The monthly payments will be invested and the earnings thereon shall be credited semiannually against the next six monthly payments due from the Borrower. The Borrower agrees that any delay in completion of the Project beyond the DCD shall not result in any extension of the date on which payments are to be made with respect to the Loan. 7. Security and Source of Repayment. The Borrower shall identify the Revenues in writing, shall provide detailed information regarding all other debt to which the Revenues are pledged, and shall provide evidence satisfactory to ANRC that the Revenues shall equal not less than 100 percent of the Total Annual Debt Service payments coming due in any one year on the Loan. 8. Prepayment. The Borrower may prepay the Loan in whole but not in part at any time on and after Oct. 15, 2016, at par and accrued interest and Servicing Fee by giving ADFA not less than 90 days prior written notice of such prepayment. Defeasance of the Loan shall not be permitted. If Revenues consist of: (i) sales and use taxes which cannot legally be used for any purpose other than payment of debt service or (ii) special assessments, the Loan shall be subject to extraordinary mandatory prepayment in whole or in part at any time from such taxes or assessments collected in excess of annual principal, Servicing Fee Page 2 of 5 SRF-139 (R-01/03) and interest payments, the Borrower to give ADFA not less than 90 days prior written notice of such prepayment. j 9. Additional Debt. The % cent local sales and use tax shall be dedicated exclusively to the servicing of the SRF loan and the Prior Issues (as well as any indebtedness issued to refund the SRF loan or the Prior Issues). This limitation is not intended to prohibit the issuance of indebtedness secured by other revenue sources. 10. Legal Opinions. The Borrower shall deliver an unqualified approving opinion of nationally recognized bond counsel to the effect (i) that, if the Loan were being made on a tax-exempt basis, the Loan would not constitute a "private activity bond" within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended, and (ii) that the interest on the Loan is exempt from all Arkansas state county and municipal taxes; and (iii) that the bond evidencing the Loan conforms as to form and tenor with the terms and provisions summarized herein. 11. Evidence of SRF Loan. The Loan shall be evidenced by a single typewritten bond, fully registered as to payment of principal, Servicing Fee and interest to the order of ADFA. The bond shall be purchased by ADFA in installments, and shall be dated the date of its delivery and payment of the first installment. 12. Special Covenants. The Loan shall be subject to approval by the provider of municipal bond insurance for the Bonds. 13. Defaults. Upon an event of default under the Loan and the ordinance or resolution of Borrower authorizing the Loan, including a failure to comply with any covenant, term, or condition therein, ADFA, or the bond insurer may exercise any remedy available at law or in equity in order to cause the Borrower to comply with the provisions of the Loan and the ordinance or resolution of Borrower authorizing the Loan. 14. Continuing Disclosure. In addition to Borrower's responsibility to provide financial information and operating data to ANRC under regulations of ANRC, the Borrower agrees that if ADFA notifies the Borrower that it is deemed to be an "obligated person" with respect to the Bonds, as defined in Securities and Exchange Commission Rule 15c2-12 of the Securities Exchange Act of 1934, as amended (17 CFR Part 240 §240.15c2-12) ("Rule 15c2-11), it will (i) provide to ADFA complete audited financial statements for itself or its sewer system (as ADFA shall request) within 120 days of the close of its fiscal year for each year while the Loan is outstanding, and (ii) provide certain additional financial and operating data as requested by ADFA pursuant to the requirements of Rule 15c2-12. Page 3 of 5 SRF-139 (R-01/03) 15. Definitions. The words and terms used herein shall have the meanings set forth below. "ADFA" means the Arkansas Development Finance Authority. "Allowable Costs" means costs that are eligible to be paid with proceeds of the Loan, as such costs are defined in the Arkansas Soil and Water Conservation Commission's regulations. "ANRC" means the Arkansas Natural Resources Commission "Available Revenues" means' cent local sales and use tax approved on November 6, 2001, the gross amount of such taxes or assessments received by the Borrower. "Bond Purchase Agreement" means the Agreement between the Borrower and ANRC, which specifies the terms of the bond sale to the Borrower. "Bonds" means the bonds issued or which may be issued by ADFA to provide all or a portion of the funds for the Loan. "Borrower" means the entity identified herein. "Capitalized Interest" means an amount estimated to be equal to the Servicing Fee and interest accrued on the Loan Amount from the date of the Loan disbursements until the DCD. "Code" means the Internal Revenue Code of 1986, as amended, and the regulations promulgated or proposed thereunder. "Debt Service Reserve" means a reserve to be utilized in the event that the governing body cannot pay the annual/semiannual Debt Service on the bond. "Disbursement" means any payment out of moneys in the Project Fund to or on behalf of the Borrower. "Disbursement Cut Off Date" means the date six (6) months prior to the first principal payment. Also means the last date that disbursements may be made from the Loan fund as shown on page one. "Indenture" means the Wastewater System Revolving Loan Fund Revenue Bond Program General Bond Resolution adopted by ADFA, as amended, pursuant to which the ADFA Bonds are issued. "Interest Rate" shall mean the rate of interest charged to Borrower on the Loan which shall be the per annum Interest Rate shown above, computed on the basis of a 360 day year of 12 consecutive 30 day months. "Issuance Costs" shall not be a separate cost to the Borrower, said costs to be included in the lending rate. Page 4 of 5 SRF-139 (R-01/03) "Lending Rate" means the combination of the Interest Rate plus the Servicing Fee. "Loan" means the loan made from the State Revolving Loan Fund to the Borrower. "Loan Amount" means the amount of the Bonds as stated on page one. "Local Loan Expense" means the amount, if any, requested by the Borrower to be included in the Loan for payment of expenses incurred by the Borrower in obtaining the Loan. "Prior Issues" mean the Borrower's outstanding loans issued prior to the signing of the Bond Purchase Agreement. "Project" means the construction and/or rehabilitation of the wastewater treatment facilities described in the facilities plan furnished to and concurred with by ANRC. "Project Amount" means the amount of proceeds of the Loan shown on page one, which is to be used for payment of Allowable Costs. "Project Fund" means the loan account created in the Indenture, into which are deposited the moneys identified in the Indenture and out of which Disbursements are made for the purpose of funding Loans. "Repayment Period" means the time frame for repaying the principal on the loan beginning with the Disbursement Cut Off Date and continuing for the period as indicated on page one. "Revenues" means the moneys which will be pledged by the Borrower to the payment of the Loan, being in the form of a' cent local sales and use tax as approved on November 6, 2001. "Servicing Fee" means the fee charged to the Borrower by the ANRC and ADFA at the per annum rate shown on page one, computed on the same basis as the Interest Rate on the Loan. The Servicing Fee shall be payable in the same manner and on the same dates as interest on the Loan. "Total Annual Debt Service" means the maximum annual principal, interest and Servicing Fee on (a) the Loan Amount at the Lending Rate, (b) obligations for Prior Issues and (c) any other financial obligations. "Trustee" means the bank identified in the Indenture as Trustee. Page 5 of 5 EXECUTION COPY BOND PURCHASE AGREEMENT 1 City of Fayetteville, Arkansas 113 West Mountain Street Fayetteville, Arkansas 72701 Attention: Mayor Ladies and Gentlemen: February 7, 2006 Certain terms used in this Bond Purchase Agreement are defined as follows: Issuer: City of Fayetteville, Arkansas Principal Amount: -$20,000,000 (See Exhibit B) Interest Rate: 2.00% per annum of the outstanding principal amount of the Bond (see Exhibit A) Servicing Fee: 1.00% per annum of the outstanding principal amount of the Bond (see Exhibit A) Administrative Fee: $ -0- 1 Bond: City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond, Series 2006 Bond Counsel: Kutak Rock LLP Bond Ordinance: Ordinance No. 4814 of the Issuer, adopted on January 3, 2006, under which the Bond is to be issued and secured Security: Receipts of the Issuer's 0.75% Sales and Use Tax (the "Tax") levied pursuant to Ordinance No. 4327 of the Issuer (the "Levying Ordinance"), adopted on August 7, 2001, and approved by the registered voters of the Issuer at a special election held on November 6, 2001 Closing: 2:00 p.m., prevailing local time, on February 7, 2006, or at such other time or on such later date as is mutually agreed upon, at the offices of Bond Counsel in Little Rock, Arkansas Disbursement Cut Off Date: October 15, 2008 J/ Authorizing Legislation: Amendment 62 to the Constitution of the State of Arkansas and the Local Government Bond Act of 1985, as amended (A.C.A. § 14-164-301 et seq.) The Arkansas Natural Resources Commission (the "Commission") and the Arkansas Development Finance Authority (the "Authority") hereby offer to enter into this Bond Purchase Agreement (the "Agreement") with you (the "Issuer") for the purchase by the Authority from moneys in the Construction Assistance Revolving Loan Fund, created by Arkansas Code Annotated Section 15-5-901 et seq., as the same may be amended from time to time (the "Revolving Loan Fund"), and the sale by you of the Bond of the Issuer more particularly described below. Upon approval by you and by the execution of the acceptance hereof by the Mayor of the Issuer, this Agreement shall be in full force and effect in accordance with its terms and shall be valid, binding and enforceable upon the Issuer, the Commission and the Authority. Further terms of this Agreement are: 1. Upon the terms and conditions and upon the basis of the representations herein set forth, the Authority hereby agrees to purchase from the Issuer and the Issuer hereby agrees to sell to the Authority the entire Principal Amount of the Bond to be issued under and secured by the Bond Ordinance. 2. The Bond is being issued for the purpose of financing the construction of improvements to the treatment facilities of the Issuer's wastewater system (the "System") as described in the facilities plan furnished by the Issuer to and concurred with by the Commission (the "Project"), paying or reimbursing costs incidental thereto, and paying approved expenses incurred in connection with the issuance of the Bond as set forth in Exhibit B hereto. 3. The Bond and Servicing Fee shall be secured by a pledge of and payable from receipts of the Tax (the "Tax Receipts"), subject to a pledge in favor of certain outstanding bonds identified in the Bond Ordinance. The Tax has been levied and is being collected pursuant to the Levying Ordinance. 4. The Bond shall be dated the date of the Closing. The Bond shall be authorized in an amount up to the Principal Amount identified above, and shall bear interest at the Interest Rate identified above. Principal and interest shall be amortized in accordance with the schedule set forth on Exhibit A attached hereto (which is based upon semiannual repayment of principal and interest commencing six months following the Disbursement Cut Off Date and a 10 -year amortization), and the Issuer shall pay to the Authority on the first business day of each month, commencing six months prior to the first principal payment date set forth on Exhibit A, an amount equal to 1/6 of the next installment of interest and principal due on the Bond, plus the Issuer shall pay to the Authority interest on the Bond on each April 15 and October 15 after the Bond is issued to and including October 15, 2008. In addition to the payment of principal and interest on the Bond, the Issuer shall be obligated to pay the Servicing Fee to the Authority. The Servicing Fee shall be payable in the same manner and on the same dates as interest on the Bond is due. The payment of the Servicing Fee is expressly made subordinate to the payment of the principal of and interest on the Bond. The Issuer agrees that any delay in completion of the Project beyond the Disbursement Cut Off Date shall not result in any extension of the date on which principal and interest payments are to be made on the Bond. The Bond shall be subject to redemption prior to maturity, shall be payable, and shall be as otherwise described in the Bond Ordinance. Interest on the Bond shall not be excludable from gross income for federal income tax purposes. 5. The Issuer recognizes that in the event the actual costs of the Project exceed the amount of the Bond, the Authority and the Commission shall be under no obligation to provide any additional funds to the Issuer. If, for any reason, the Issuer does not utilize the entire Bond proceeds, then in such event the Principal Amount of the Bond will be reduced to the amount actually withdrawn. Any reduction of the Bond pursuant to this provision shall result in pro rata reductions of the remaining installments of principal so that the weighted average life of the Bond immediately following any such reduction shall be substantially equal to the weighted average life of the Bond immediately prior to such reduction. The Authority agrees to accept, or cause the registered assigns of the Bond to accept, a new Bond from the Issuer reflecting the revised payment schedule. 6. Subject to the terms and conditions and upon the basis of the representations herein set forth, the Authority hereby agrees to purchase the Bond from the Issuer in installments from time to time from moneys in the Revolving Loan Fund in an amount up to the Principal Amount, and the Issuer hereby agrees to sell the Bond to the Authority at a price of one hundred percent (100%) of the Principal Amount of the Bond purchased from time to time. The purchase price for the Bond shall be paid in a series of advances in accordance with the provisions of paragraph 7. The initial advance of the purchase price of the Bond shall take place at the Closing. At the Closing, the Issuer will deliver, or cause to be delivered, to the Authority a single typewritten bond, duly executed and authenticated, together with the other documents herein required, and the Authority will accept delivery and make the initial advance of the purchase price of the Bond by wire transfer of immediately available funds or by certified or official bank cashier's check as directed by the Issuer. If the Closing and the initial advance do not occur within 180 days from the date hereof, then the Authority's obligation to purchase the Bond is terminated. 7. So long as the Issuer is in compliance with the terms and provisions of this Agreement and the Bond Ordinance and the representations and warranties of the Issuer made herein remain true and correct, the Authority agrees to make, and the Commission agrees to approve, advances of the purchase price of the Bond ("Disbursements") from moneys in the Revolving Loan Fund as follows: (a) Disbursements shall only be made based upon actual work completed; (b) The Issuer may request reimbursement for costs not more often than monthly, provided, however, during the Project performance period requests for reimbursement shall be limited to quarterly; (c) Disbursements shall be made for costs incurred prior to the Disbursement Cut Off Date, and no Disbursement shall be made following the Disbursement Cut Off Date; 4828-7944-0640.8 (d) Disbursements shall be made for eligible work called for in the engineering services contract and in the plans and specifications approved by the Commission, and Bond issuance costs eligible under Title XVI of the Commission, as now or hereafter amended ("Title XVI"); and (e) All requests for Disbursements must be made in accordance with Title XVI and shall be made by forwarding a completed copy of a Disbursement Request, in the form attached as Exhibit C hereto, to the Commission's Water Resources Development Division, along with the documentation for eligible Project Costs incurred since the last Disbursement Request and not previously submitted. 8. [RESERVED]. 9. The parties hereto acknowledge that the Authority intends to pledge the Bond to the Trustee for the Authority's Wastewater System Revolving Loan Fund Revenue Bonds (the "ADFA Bonds"). The Authority agrees not to make any other transfer or attempt to transfer the Bond without the prior written consent of the Commission and without written disclosure to the transferee that the interest on the Bond is includable in gross income for federal income tax purposes. Upon transfer of the Bond, the Authority and the Commission may assign their rights hereunder to the new owner of the Bond without consent of the Issuer. 10. The Issuer represents and warrants to, and agrees with the Authority and the Commission that: (a) The Issuer is a city of the first class, duly organized and validly existing under the laws of the State of Arkansas, and has, and at the date of Closing will have, full legal right, power and authority (i) to enter into this Agreement, (ii) to adopt the Bond Ordinance and the Levying Ordinance, (iii) to issue, sell and deliver the Bond to the Authority as provided herein, (iv) to levy the Tax and pledge the Tax Receipts, and (v) to carry out and consummate the transactions contemplated by this Agreement, the Bond Ordinance and the Levying Ordinance; (b) The Issuer has complied, and will at the date of Closing be in compliance, in all respects, with the Authorizing Legislation; (c) By adoption of the Bond Ordinance pursuant to the Authorizing Legislation, the Issuer has duly authorized and approved the execution and delivery of, and the performance by the Issuer of the obligations contained in, the Bond and this Agreement and, when delivered to and paid for by the Authority at the Closing in accordance with the provisions of this Agreement, the Bond will have been duly authorized, executed, issued and delivered and will constitute a valid and binding obligation of the Issuer in accordance with its terms, in conformity with the Authorizing Legislation, entitled to the benefit and security of the Bond Ordinance; (d) The financial statements of the System delivered to the Commission and the Authority are true and correct in all respects, have been prepared in accordance with generally accepted governmental accounting standards for municipalities, consistently 4828-7944-0640.8 applied, and fairly present the financial condition of the System as of their respective dates; (e) The execution and delivery of this Agreement and the Bond, the adoption of the Bond Ordinance and the Levying Ordinance, the pledge of the Tax Receipts to the Bond, and the carrying out and consummation of the transactions contemplated by this Agreement and the Bond Ordinance will not conflict with or constitute a breach of or default under any applicable law or administrative regulation of the State of Arkansas or the United States or any judgment or decree or any agreement or other instrument to which the Issuer is a party or is otherwise subject; (f) There is no action, suit, proceeding or investigation involving the Issuer before or by any court, public board or body pending or, to the knowledge of the Issuer, threatened wherein an unfavorable decision, ruling or finding would: (i) affect the creation, organization, existence or powers of the Issuer or the titles of its officials to their offices, (ii) enjoin or restrain the issuance, sale or delivery of the Bond, the levy of the Tax, the collection of the Tax Receipts or the pledge thereof, (iii) in any way question or affect any of the rights, powers, duties or obligations of the Issuer with respect to the Tax Receipts, (iv) in any way question or affect any authority for the issuance of the Bond or the validity or enforceability of the Bond, the Bond Ordinance or the Levying Ordinance, or (v) in any way question or affect this Agreement or the transactions contemplated by this Agreement, or any other agreement or instrument relating thereto to which the Issuer is a party; (g) The Tax has been duly levied under the Authorizing Legislation and the Levying Ordinance, and the Tax Receipts have been duly pledged to the payment of the Bond under the Bond Ordinance pursuant to the authority granted by the Authorizing Legislation; and (h) The Issuer will promptly remit each Disbursement to the person or persons to whom payment is then due and owing. 11. The Issuer covenants and agrees with the Commission: (a) To comply with all applicable federal and State of Arkansas statutes and regulations, including particularly, without limitation, Title XVI; (b) To utilize and expend the proceeds of the Bond in a timely and expeditious manner by: (1) utilizing Bond proceeds for eligible Project Costs and approved issuance costs, (2) proceeding expeditiously with and completing the Project, and (3) completing all facilities recommended in the approved facilities plan; (c) To establish and maintain adequate financial records for the Project in accordance with "generally accepted governmental accounting standards" defined as, but not limited to, those contained in the U.S. General Accounting Office (GAO) publication "Standards for Audit of Governmental Organizations, Programs, Activities and Functions" (February 27, 1981), and make these records available to the Commission, the EPA Inspector General, or their authorized representatives; 4828-7944-0640.8 (d) To undertake the Project on its own responsibility and release and hold harmless the Commission and the Authority, and their officers, members and employees, from any claim arising in connection with the design, construction or operation of the • Project or any other aspect of the wastewater treatment works of the Issuer, including any matter due solely to their own negligence; (e) To comply with all terms and conditions of any construction contracts, architectural or engineering agreements, and other agreements affecting the Project, the premises of the wastewater treatment works of the Issuer, and its operations and to require its construction contractor to furnish both a performance bond and payment bond in the full amount of the construction contract for the Project; (f) To become familiar with and comply with all federal and state laws pertaining to equal employment opportunities ensuring that all engineers and contractors for the Project do not discriminate against any person on the basis of race, color, religion, sex, age, national origin or handicap; (g) To provide complete (unaudited) financial statements and budget information for the System to the Commission, within 30 days of a written request from the Commission, for any year(s) during which this Agreement is in effect; and (h) To maintain and operate the System in a sound and economical manner and in accordance with standards as may be required or prescribed by federal, state or local regulatory agencies. 12. The Authority and the Commission have entered into this Agreement in reliance upon the representations and agreements of the Issuer herein and the performance by the Issuer of its obligations hereunder, both as of the date hereof and as of the date of the Closing. The obligations of the Authority and the Commission under this Agreement are and shall be subject to the following further conditions: (a) At the Closing, the Bond Ordinance and the Levying Ordinance shall be in full force and effect and shall not have been amended, modified or supplemented after the date hereof except as may have been agreed to by the Authority and the Commission, and the Issuer shall have duly adopted and there shall be in full force and effect such other ordinances and resolutions as, in the opinion of Bond Counsel and the Commission, shall be necessary in connection with the transactions contemplated hereby. (b) The representations and warranties of the Issuer contained herein shall be true, complete and correct on the date hereof and on and as of the date of the Closing, as if made on and as of the date of the Closing. (c) At or prior to the Closing, the Commission and the Authority shall have received the following: (1) The Bond Ordinance and the Levying Ordinance, certified by the Issuer under its seal as having been duly adopted and as being in full force and 492sa944-0640.8 effect, with only such amendments as may have been agreed to by the Commission and the Authority; (2) An unqualified approving opinion, dated the date of the Closing, of Bond Counsel, in form and substance satisfactory to the Commission and the Authority, to the effect that: (i) the Issuer is duly created and validly existing as a city of the first class under the laws of the State of Arkansas, with the power to adopt the Bond Ordinance and the Levying Ordinance, perform the agreements on its part contained in the Bond Ordinance, and issue the Bond; (ii) the Bond has been duly authorized and issued by the Issuer and is a valid and binding special obligation of the Issuer enforceable in accordance with its terms; (iii) the Bond is secured by an irrevocable pledge of the Tax Receipts as provided in the Bond Ordinance, which pledge is valid and enforceable, subject to the parity pledge of such Tax Receipts to secure the Issuer's obligations with respect to (A) its Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A, and (B) its Sales and Use Tax Capital Improvement Bonds, Series 2005B; and (iv) the interest on the Bond is exempt from all Arkansas state, county and municipal taxes; (3) A supplemental opinion, dated the date of Closing, of Bond Counsel, in form and substance satisfactory to the Commission and the Authority, to the effect that (i) the Bond and the Bond Ordinance conform in both form and tenor to the provisions relating thereto summarized in the Term Sheet attached to the Memorandum of Agreement for the Project, and (ii) if the Bond were being purchased on a tax-exempt basis, the Bond would not constitute a "private activity bond" within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended, and covering such other matters as may be reasonably be requested by the Authority and the Commission; (4) A certificate dated the date of the Closing and signed by the Mayor and City Clerk of the Issuer to the effect that: (i) the representations and warranties of the Issuer contained herein are true and correct in all material respects on and as of the date of the Closing as if made on the date of the Closing, (ii) the Issuer has complied with all agreements and covenants and satisfied all conditions on its part to be complied with or satisfied at or prior to the Closing, and (iii) there has been no material adverse change in the business, property or financial condition of the System and the System has not incurred any material liabilities other than in the normal course of business which have not been 4828-7944-0640.8 disclosed in writing to the Commission and the Authority since the date of the latest financial statements submitted to the Commission and the Authority; (5) Two counterpart originals of a transcript of all proceedings relating to the authorization and issuance of the Bond; and (6) Such additional legal opinions, certificates, proceedings, instruments and other documents as the Commission, the Authority and Bond Counsel may reasonably request to evidence compliance by the Issuer with legal requirements, the truth and accuracy, as of the time of Closing, of the representations of the Issuer herein contained, and the due performance or satisfaction by the Issuer at or prior to such time of all agreements then to be performed and all conditions then to be satisfied by the Issuer. All of the opinions, letters, certificates, instruments and other documents mentioned above or elsewhere in this Agreement shall be deemed to be in compliance with the provisions hereof if, but only if, they are in form and substance satisfactory to the Commission and the Authority. The performance of any and all obligations of the Issuer under this Agreement and the performance of any and all conditions contained herein for the benefit of the Authority and the Commission may be waived by the Authority and the Commission in their sole discretion. 13. The Issuer covenants and agrees with the Authority as follows: (a) For purposes of this Paragraph 13, the following terms shall have the meanings set forth below: "Rule 15c2-12" shall mean Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time (17 C.F.R. Part 240 §240.15c2-12). "Obligated Person" shall mean any person who is committed by contract or other arrangement to support payments in a sum equal to ten percent (10%) or more of the aggregate payments of the loans, including the Bond, which comprise the Wastewater System Revolving Loan Fund administered by the Authority and which are pledged as security for ADFA Bonds, the proceeds of which fund a portion of the Bond. (b) If during any fiscal year of the Authority, the outstanding obligations of the Issuer under the terms of the Bond shall cause the Issuer to be deemed an Obligated Person, and unless in the opinion of bond counsel for the ADFA Bonds, an exemption from Rule 15c2-12 is then available, the Issuer shall, upon notice from the Authority, within 120 days after the close of each fiscal year of the Authority, furnish to the Authority (i) a copy of the latest financial statements of the Issuer (or the System if separately audited) prepared in accordance with generally accepted government accounting standards and audited by independent auditors (or, if not available as of such date, the latest unaudited financial statements of the Issuer (or the System if separately audited) and, as soon thereafter as available, the audited financial statements) and (ii) 4828-7944-0640.E such financial information and operating data relating to the Issuer and the System as agreed to by the Issuer and the Authority: (c) The Issuer shall provide to the Authority, promptly upon the occurrence thereof, notice of any of the following events with respect to the Bond, if material: (1) any principal or interest payment delinquency with respect to the Bond; (2) any non-payment related default under the Bond Ordinance, the Bond or this Agreement; (3) any event that would cause the Bond to be a "private activity bond" under the Internal Revenue Code of 1986, as amended; (4) any use of the debt service reserve to pay the principal of and interest on the Bond when due; (5) any defeasance of the Bond, in whole or in part; and (6) any release, substitution or sale of property securing repayment of the Bond. (d) The Issuer's obligations under this Paragraph 13 shall terminate upon the defeasance, prior redemption or payment in full of the Bond. (e) Nothing in this Paragraph 13 shall be deemed to prevent the Issuer from disseminating any other information, or including any other information in any notice or report made hereunder, in addition to that which is specifically required by this Paragraph 13. If the Issuer chooses to include any information in any report or notice made hereunder in addition to that which is specifically required by this Paragraph 13, the Issuer shall have no obligation hereunder to update such information or include it in any future report or notice. (f) The reporting requirements set forth in this Agreement are in addition to the financial reporting requirements set forth in the Bond Ordinance. 14. All notices, demands and formal actions hereunder will be in writing mailed, telegraphed or delivered to the parties at the following addresses: The Issuer: City of Fayetteville, Arkansas 113 West Mountain Street Fayetteville, Arkansas 72701 Attention: Mayor 4828-7944-0640.8 9 The Commission: Arkansas Natural Resources Commission 101 E. Capitol Avenue, Suite 350 Little Rock, Arkansas 72201 Attention: Scott Savoy The Authority: Arkansas Development Finance Authority 423 Main Street Little Rock, Arkansas 72201 Attention: Vice President for Finance & Administration 15. All representations, warranties, and covenants of the Issuer contained herein shall remain operative and in full force and shall survive (a) the execution and delivery of this Agreement, (b) any investigation made by or on behalf of the Commission or the Authority, (c) the purchase of the Bond hereunder, and (d) any disposition of or payment for the Bond. 16. Any audit or review of plans and specifications and any inspection of the work shall be for the Commission's convenience only in order to determine that they are within the approved scope of the Project. No such review and inspection, approvals and disapprovals shall be an undertaking by the Commission of responsibility for design or construction. 17. Neither the Commission nor the Authority is a partner, joint venturer, or in any other way a party to the Project or the operation of the wastewater treatment works of the Issuer. Neither the Commission nor the Authority shall in any way be liable or responsible by reason of the provisions hereof to the Issuer or to any third party for the payment of any claims in connection therewith. 18. The Authority agrees that it will invest the monthly payments made by the Issuer until applied to the semiannual principal and interest and Servicing Fee payments due on the Bond, and semiannually to credit interest accruing on such investments against the next six monthly principal and interest payments due from the Issuer and to notify the Issuer in writing of such credit. 19. This Agreement may be executed in any number of counterparts with each executed counterpart constituting an original but all of which together shall constitute one and the same instrument. 10 .. .. .a9.... - .-..' .. ___ _.-...-.... .. 20. This Agreement will inure to the benefit of and be binding upon the parties hereto and their successors and will not confer any rights upon any other person. This Agreement shall be governed by and construed in accordance with the laws of the State of Arkansas. ARKANSAS NATURAL RESOURCES By: 62 Title: ARKANSAS DEVELOPMENT FINANCE AUTHORITY o /AW7 WOLA i ,il i'� ACCEPTED this 7th day of February, 2006. CITY OF FAYETTEVILLE, ARKANSAS M 4828-7944-0640.8 II April 15, 2009 October 15, 2009 April 15, 2010 October 15, 2010 April 15, 2011 October 15, 2011 April 15, 2012 October 15, 2012 April 15, 2013 October 15, 2013 April 15, 2014 October 15, 2014 April 15, 2015 October 15, 2015 April 15, 2016 October 15, 2016 April 15,2017 October 15, 2017 April 15, 2018 October 15, 2018 EXHIBIT A Amortization Schedule Payment Amount $ 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,915.00 1,164,909.00 523.298.294.00 Interest Servicing Fee Principal $ 200,000.00 $ 100,000.00 $ 864,915.00 191,351.00 95,675.00 877,889.00 182,572.00 91,286.00 891,057.00 173,661.00 86,831.00 904,423.00 164,617.00 82,309.00 917,989.00 155,437.00 77,719.00 931,759.00 146,120.00 73,060.00 945,735.00 136,662.00 68,331.00 959,922.00 127,063.00 63,532.00 974,320.00 117,320.00 58,660.00 988,935.00 107,431.00 53,715.00 1,003,769.00 97,393.00 48,696.00 1,018,826.00 87,205.00 43,602.00 1,034,108.00 76,864.00 38,432.00 1,049,619.00 66,367.00 33,184.00 1,065,364.00 55,714.00 27,857.00 1,081,344.00 44,900.00 22,450.00 1,097,565.00 33,925.00 16,962.00 1,114,028.00 22,784.00 11,392.00 1,130,739.00 11.477.00 5.738.00 1.147.694.00 FtM`: :. 111RWJflIKIII 1 111 111 11 A-1 EXHIBIT B Uses of Funds Issuer: City of Fayetteville, Arkansas Loan Number: 00183-CWRLF-L Item Planning and Design Administrative Fee Local Loan Expenses Capitalized Interest Construction Costs Contingency Principal Amount: 4828-7944-0640.8 B-1 Costs $ -0- -0- 20,000 -0- 19,980,000 -0- $20.000.000 ...........I Project Name: 'coject Number._ :roployer Identification Costs Incurred RLF Eligible Previous RLF RLF Payment Due Cost Classification to Date Amount Disbursements this Request a. Land Acquisition Administration b. Costs (Land) Construction — c. Plant Construction — d. Line work Administration e. Costs (Const.) AIE Basic Fees f. Bid Phase NE Basic Fees g. Const. Phase h. Inspection Phase i. Start -Up Services Project Performance j. Fees O&M Manual C Material Testing Project Performance m. Testing n. Equipment Allowance o. (PlanningirDesign) p. ADFA Fee q. Legal Fees r. Issuance Costs S. L TOTAL I certify that to the best of my Signature of Authorized Certifying Official Date Report Submitted knowledge, that this Requested disbursement request accuratey BY Typed or Printed Name and Tide Telephone Number reflects the total RLF amount due to date and that all costs Signature of Engineering Consultant Date Signed requested are In accordance with the terms of the bond purchase Prepared Typed or Printed Name and Title Telephone Numeer agreement and RLF regulations. By I further certify that all work has been inspected and performed in Signature of RLF Official Date Signed accordance with RLF program Typed or Primed Name and Title Telephone Number equirements. Approved By Signature of Project Engineer Date Signed Typed or Printed Name and Tire Telephone Number EXHIBIT C RLF-76 DISBURSEMENT REQUEST (R-09/02) Arkansas Natural Resources Commission Revolving Loan Fund Request Number: Percent Complete: 4828-7944-0640.8 C -I Registered United States of America Registered No. R06-1 $20,000,000 State of Arkansas County of Washington City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond . Series 2006 Registered Owner: ARKANSAS DEVELOPMENT FINANCE AUTHORITY Principal Amount: NOT TO EXCEED TWENTY MILLION DOLLARS Know All Men By These Presents: That the City of Fayetteville, Arkansas (the "City") hereby acknowledges itself to owe, and for value received promises to pay to the order of the Arkansas Development Finance Authority, or registered assigns, but solely from the special fund provided therefor as hereinafter set forth, in lawful money of the United States of America, the Principal Amount shown above (or so much of the Principal Amount as should have been advanced as shown on the Record of Payment of Advances attached hereto), and to pay in like coin or currency interest thereon at the rate of 2.00% per annum from the date of each advance. A servicing fee of 1.00% per annum (the "Servicing Fee") shall also be payable by the City to the. Arkansas Development Finance Authority or its successor in the same manner and upon the same dates as interest hereon. Interest on the unpaid balance of the total principal amount outstanding and the Servicing Fee shall be payable on April 15, 2006, October 15, 2006, April 15, 2007, October 15, 2007, April 15, 2008 and October 15, 2008. Principal, interest and the Servicing Fee shall be payable on April 15, 2009, and on each April 15 and October 15 thereafter until the unpaid principal is paid in Rill as follows: Date Payment Amount Interest Servicing Fee Principal April 15, 2009 $1,164,915.00 $200,000.00 $100,000.00 $ 864,915.00 October 15, 2009 1,164,915.00 191,351.00 95,675.00 877,889.00 April 15, 2010 1,164,915.00 182,572.00 91,286.00 891,057.00 October 15, 2010 1,164,915.00 173,661.00 86,831.00 904,423.00 April 15, 2011 1,164,915.00 164,617.00 82,309.00 917,989.00 October 15, 2011 1,164,915.00 155,437.00 77,719.00 931,759.00 April 15, 2012 1,164,915.00 146,120.00 73,060.00 945,735.00 October 15, 2012 1,164,915.00 136,662.00 68,331.00 959,922.00 4850-6200-5760.1 COPY Date Payment Amount Interest Servicing Fee Principal April 15, 2013 1,164,915.00 127,063.00 63,532.00 974,320.00 October 15, 2013 1,164,915.00 117,320.00 58,660.00 988,935.00 April 15, 2014 1,164,915.00 107,431.00 53,715.00 1,003,769.00 October 15, 2014 1,164,915.00 97,393.00 48,696.00 1,018,826.00 April 15, 2015 1,164,915.00 87,205.00 43,602.00 1,034,108.00 October 15, 2015 1,164,915.00 76,864.00 38,432.00 1,049,619.00 April 15, 2016 1,164,915.00 66,367.00 33,184.00 1,065,364.00 October 15, 2016 1,164,915.00 55,714.00 27,857.00 1,081,344.00 April 15, 2017 1,164,915.00 44,900.00 22,450.00 1,097,565.00 October 15, 2017 1,164,915.00 33,925.00 16,962.00 1,114,028.00 April 15, 2018 1,164,915.00 22,784.00 11,392.00 1,130,739.00 October 15, 2018 1,164,909.00 11,477.00 5,738.00 1,147,694.00 Payments of principal and interest due hereon shall be made, except for final payment, without presentation and surrender of this bond, directly to the Registered Owner at its address shown on the registration book of the City maintained by the City Clerk as Bond Registrar, and such payments shall filly discharge the obligation of the City to the extent of the payments so made. This bond is issued for the purpose of (i) providing financing for a portion of the costs of acquiring, constructing and equipping pipelines associated with a new wastewater treatment facility and related sewerage improvements to serve the western portion of the City (the "Project"), and (ii) paying costs of authorizing and issuing this bond, and is issued pursuant to and in full compliance with the Constitution and laws of the State of Arkansas, including particularly Amendment No. 62 to the Constitution of the State of Arkansas ("Amendment 62") and the Local Government Bond Act, codified as Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Repl. & 2005 Supp.) (the "Act"), and pursuant to Ordinance No. 4814 of the City, duly adopted and approved on the 3rd day of January, 2006 (the "Authorizing Ordinance'). Reference is hereby made to the Authorizing Ordinance for the details of the nature and extent of the security and of the rights and obligations of the City and the Registered Owner of this bond. This bond may be assigned only upon the written approval of the Arkansas Natural Resources Commission (the "Commission"), and in order to effect such assignment, the assignor shall promptly notify the City Clerk by registered mail, and the assignee shall surrender this bond along with a written assignment and written approval of the Commission to the City Clerk for transfer on the registration records. Every assignee shall take this bond subject to all payments 48$0-6200.5760.1 2 and prepayments of principal and interest (as reflected on the Payment Record maintained by the City Clerk or her designee) prior to such surrender for transfer. Following payment in full of the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"), the outstanding principal of this bond shall be prepaid by the City from time to time with receipts of the Sales and Use Tax (defined below) in excess of amounts needed to make scheduled payments of the principal, interest and Servicing Fee hereon and on the Series 2005A Bonds. Further, on and after October 15, 2016, this bond may be prepaid at the option of the City from funds from any source, in whole but not in part, at a prepayment price equal to the principal amount outstanding, plus accrued interest and the Servicing Fee to the prepayment date. Notice of any prepayment, whether mandatory or optional, shall be given to the registered owner of this bond at least 90 days prior to the prepayment date. Such notice shall be in writing mailed to the address of the registered owner of this bond at the address appearing on the bond registration records maintained by the City Clerk. This bond does not constitute an indebtedness of the City or the State of Arkansas within the meaning of any constitutional or statutory limitation or provision, and, except with respect to receipts generated from the Sales and Use Tax, the taxing power of the City is not pledged to the payment of the principal of and interest on this bond. This bond is not a general obligation of the City, but is a special limited obligation payable solely from the receipts of a special City-wide sales and use tax levied at the rate of three-quarters of one percent (0.75%) pursuant to the Local Government Bond Act (the "Sales and Use Tax"). In this regard, the pledge of Sales and Use Tax receipts is made on a parity basis with the prior pledge of such receipts securing (i) the City's Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds'), and (ii) the City's Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Pursuant to the Trust Indenture dated as of November 15, 2005 (the "Indenture), under which the Series 2005A Bonds and the Series 2005B Bonds are issued and secured, an amount of Sales and Use Tax receipts sufficient to pay principal and interest on this bond as due shall be set aside monthly in a special fund created for that purpose identified as the Bond Fund. Reference is made to the Indenture for a detailed statement of the nature and extent of the security, and the rights and obligations of the City and registered owner of this bond. This bond is issued with the intent that the laws of the State of Arkansas will govern its construction. No recourse shall be had for the payment of the principal of or premium, if any, or interest on this bond or for any claim based thereon or upon any obligation, covenant, or agreement contained in this bond or in the Authorizing Ordinance against any past, present or future alderman, officer or employee of the City, or any alderman, officer or employee of any successor of the City, as such, either directly or through the City or any successor of the City, under any rule of law or equity, statute, or constitution or by the enforcement of any assessment or penalty or otherwise, and all such liability of any such alderman, officer or employee as such is hereby expressly waived and released as a condition of and consideration for the issuance of this bond. 4856620b5760.1 IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of Arkansas to exist, happen and be performed precedent to and in the issuance of this bond do exist, have happened and have been performed in due time, form and manner as required by law; that the indebtedness represented by this bond does not exceed or violate any constitutional or statutory (imitation of indebtedness; and that provision has been made for the payment of the principal of and interest on this bond, as provided in the Authorizing Ordinance. IN WITNESS WHEREOF, the City of Fayetteville, Arkansas has caused this bond to be executed in its name by the manual signatures of its Mayor and City Clerk, thereunto duly authorize, and its corporate seal to be affixed hereto, all as of the 7th day of February, 2006. CITY OF FAYETTEVILLE, ARKANSAS ATTEST: nd1 City Clerk [SEAL] 4850-6200-5760.1 El By: COPY REGISTRATION CERTIFICATE Date of Registration Name of Registered Owner Signature of City Clerk February 7, 2006 Arkansas Development Finance Authority RECORD OF PAYMENT OF ADVANCES Date of Advance* Amount of Advance Total Principal Outstanding Signature of Vice President of Arkansas Development Finance Authority February 7, 2006 $ 20,000.00 $ 20,000.00 The date of each advance shall be the interest commencement date from which the principal amount of such advance bears interest and from which the Servicing Fee is calculated. 4850-6200-5760.1 5 NORTHWEST ARKANSAS OFFICE THE THREE 818TERD BUILDING 214 WEST DICKSON STREET PAYETTEVILLE. ARKANSAS 72701-6221 470.973-4200 City of Fayetteville, Arkansas 113 West Mountain Fayetteville, Arkansas 72701 KUTAK ROCK LLP SUITE 1100 425 WEST CAPITOL AVENUE LITTLE ROCK, ARKANSAS 72201-3409 501-975-3000 FACSIMILE 501-975-3001 www.kutakrock.com February 7, 2006 Arkansas Development Finance Authority 423 Main Street Little Rock, Arkansas 72201 Not to Exceed $20,000,000 City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Ladies and Gentlemen: ATLANTA CHICAGO DENVER DES MOINES FAYETTEVILLE IRVINE KANSAS CITY LOS ANGELES OKLAHOMA CITY OMAHA PASADENA RICHMOND SCOTTSDALE WASHINGTON WICHITA We have acted as bond counsel in connection with the issuance by the City of Fayetteville, Arkansas (the "Issuer") of its not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Series 2006 Bond"). The Series 2006 Bond is issued pursuant to and in full compliance with (i) the Constitution and laws of the State of Arkansas, including particularly Amendment 62 and Arkansas Code Annotated Sections 14-164-301 et seq. (1998 Repl. & Supp. 2005) (the "Act"), (ii) Ordinance No. 4327 of the Issuer adopted August 7, 2001 (the "Election Ordinance"), and (iii) Ordinance No.4814 of the Issuer adopted January 3, 2006 (the "Authorizing Ordinance"). Reference is hereby made to the Authorizing Ordinance for the provisions, among others, with respect to the nature and extent of the security, for the Series 2006 Bond, the rights, duties and obligations of the Issuer and the holder of the Series 2006 Bond, and the terms upon which the Series 2006 Bond is issued. The Bond is being issued and secured on a parity basis with the Issuer's outstanding (i) Sales and Use Tax Refunding and Capital Improvement Bonds, Series 2005A (the "Series 2005A Bonds"), and (ii) Sales and Use Tax Capital Improvement Bonds, Series 2005B (the "Series 2005B Bonds"). Reference is hereby made to an opinion of even date herewith of Kit Williams, Esq., City Attorney, a copy of which is on file with the Issuer, with respect, among other matters, to the status and valid existence of the Issuer, the power of the Issuer to adopt the Authorizing Ordinance, and the valid adoption of the Authorizing Ordinance. 4827-9400-1664.1 KUTAK ROCK LLP Approving Opinion February 7, 2006 Page 2 We have examined the law and such certified proceedings and other papers as we have deemed necessary to render this opinion. As to questions of fact material to our opinion, we have relied upon representations of the Issuer contained in the Election Ordinance and the Authorizing Ordinance and in the certified proceedings and other certifications of public officials furnished to us, without undertaking to verify the same by independent investigation. Based upon the foregoing, we are of the opinion, under existing law, as follows: 1. The Issuer is duly created and validly existing as a municipal corporation of the State of Arkansas. Pursuant to the Constitution and laws of the State of Arkansas, including, particularly, Amendment 62 and the Act, the Issuer is empowered to adopt the Election Ordinance and the Authorizing Ordinance, to perform the agreements on its part contained therein, and to issue the Series 2006 Bond. 2. The Authorizing Ordinance and the Election Ordinance have been duly adopted by the Issuer and each constitutes a valid and binding obligation of the Issuer enforceable upon the Issuer in accordance with its respective terms. 3. The Series 2006 Bond has been duly authorized, executed, issued and delivered by the Issuer and is a valid and binding special obligation of the Issuer enforceable in accordance with its terms. 4. The Series 2006 Bond is secured by an irrevocable pledge of the receipts derived by the Issuer from the Sales and Use Tax (as defined in the Authorizing Ordinance), which pledge is valid and enforceable, subject to the parity pledge of such receipts securing the Series 2005A Bonds and the Series 2005B Bonds. 5. If the Series 2006 Bond was being issued on a tax-exempt basis, the Series 2006 Bond would not constitute a "private activity bond" within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended. 6. The interest on the Series 2006 Bond is exempt from all state, county and municipal taxes in the State of Arkansas, and the Series 2006 Bond is exempt from property taxation in the State of Arkansas. It is to be understood that the rights of the owner of the Series 2006 Bond and the enforceability of the Series 2006 Bond and the Authorizing Ordinance may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted to the extent constitutionally applicable and that their enforcement may also be subject to the exercise of judicial discretion in appropriate cases. Very truly yours, Zdbk.%.ck. L -P 4827-9400-1664.1 . KUTAK ROCK LLP ATLANTA CHICAGO SUITE 1100 DENVER 425 WEST CAPITOL AVENUE Des MOINES FAYETTEVILLE NORTHWEST ARKANSAS OFFICE LITTLE ROCK. ARKANSAS 72201-3409 IRVINE THE THREE SISTERS BUILDING 501-9]5-3000 KANSAS CITY LOS ANGELES 214 WEST DICKSON STREET FACSIMILE 501-975-3001 FAYETTEVILLE. ARKANSAS 72701-5221 OKLAHOMA CITY 470-070-4200 www-kutakrock.com OMAHA PASADENA RICHMOND February 7, 2006 SCOTTSDALE WASHINGTON WICHITA City of Fayetteville, Arkansas 113 West Mountain Fayetteville, Arkansas 72701 Arkansas Development Finance Authority 423 Main Street Little Rock, Arkansas 72201 Not to Exceed $20,000,000 City of Fayetteville, Arkansas Sales and Use Tax Capital Improvement Bond Series 2006 Ladies and Gentlemen: We have acted as bond counsel in connection with the issuance by the City of Fayetteville, Arkansas (the "Issuer") of its not to exceed $20,000,000 Sales and Use Tax Capital Improvement Bond, Series 2006 (the "Bond"), and have delivered on this date our approving opinion with respect thereto. Reference is made to such approving opinion. It is our opinion that the Bond and Ordinance No. 4814 adopted by the City Council of the Issuer on January 3, 2006, conform as to form and tenor with the terms and provisions summarized in that certain ANRC Revolving Loan Fund Programs Term. Sheet wherein the borrower is the City of Fayetteville, Arkansas and the loan amount is $20,000,000. Very truly yours, Y,it ki.ak u -P 4839-3439-3600.1 KIT WILLIAMS FAYETTEVILLE CITY ATTORNEY DAVID J. WHITAKER Assistant City Attorney tidy Housley Office Manager Phone (479) 575-8313 FAX (479) 575-8315 February 7, 2006 Arkansas Development Finance Authority 423 Main Street Little Rock, AR 72201 Kutak Rock LLP 425 West Capitol Avenue, Suite 1100 Little Rock, AR 72201 Re: Not to Exceed $20,000,000 City of Fayetteville, Arkansas Sales and Tax Capital Improvement Bond, Series 2006 THE CITY OF FAYETTEVILLE, ARKANSAS 113 W Mountain, Suite 302 Fayetteville, AR 72701-6083 Ladies and Gentlemen: I am counsel to the City of Fayetteville, Arkansas (the "City") and have acted in that capacity in connection with the issuance and sale by the City of the captioned bond (the "Bond"). In this connection, I have reviewed certain documents with respect to the Bond, and have examined such records; certificates and other documents as I have considered necessary or appropriate for the purposes. of this opinion, including Ordinance No. 4814 adopted by the City Council of the City of Fayetteville, Arkansas on January 3, 2006 (the "Bond Ordinance"). The terms defined in the Bond Ordinance are used in this opinion with the meanings assigned to them in the Bond Ordinance. Based on such review and examination and such other considerations of law and fact as I believe to be relevant, I am of the opinion that: I. The City is a duly organized and validly existing political subdivision and city of the first class, organized under the laws of the State of Arkansas, with full power and authority to adopt the Bond Ordinance, to levy the Sales and Use Tax, and to execute and deliver the Bond. 2. The Bond Ordinance has been duly adopted by the City by all action necessary under the Local Government Bond Act and the laws and Constitution of the State of Arkansas, and remains in full force and effect. 3. There is no action, suit or proceeding at law or in equity before or by any court, public board or body, pending or threatened, against or affecting the City, challenging the validity of the transactions contemplated by the Bond Ordinance or the validity of the Bond, the Sales and Use Tax or the Bond Ordinance, and, to the best of my knowledge, there is no investigation, pending or threatened, and no threatened action, suit or proceeding involving any of the matters hereinabove mentioned in this paragraph 3. 4. The adoption of the Bond Ordinance and compliance with the provisions thereof, under the circumstances contemplated thereby, do not and will not in any material respect conflict with or constitute on the part of the City a breach of or default under any agreement or other instrument to which the City is a party or any existing law, regulation, court order or consent decree -to which the City is subject. Sincerely, KIT WILLIAMS Fayetteville City Attorney KW/jh I R CITY'S RECEIPT FOR FIRST CONSTRUCTION FUND DRAW The undersigned, Mayor of the City of Fayetteville, Arkansas (the "City"), does hereby certify that the City's Sales and Use Tax Capital Improvement Bond, Series 2006 (the `Bond"), No. R06-1, dated February 7, 2006, in the principal amount of not to exceed $20,000,000, registered in the name of the Arkansas Development Finance Authority (the "Authority"), issued for the purpose of financing the costs of acquiring, construction and equipping certain wastewater pipeline improvements within the City has been delivered to the Authority, and that the first installment of the purchase price of the Bond, in the amount of $20,000.00, has been paid by the Authority to the City. IN WITNESS WHEREOF, I have hereunto set my hand on this 7th day of February, 2005 CITY OF FAYETTEVILLE, ARKANSAS By 4850.9588-78721 AUTHORITY'S RECEIPT FOR BOND RECEIVED of the City of Fayetteville, Arkansas (the "City"), its Sales and Use Tax Capital Improvement Bond, Series 2006, No. R06-1, dated February 7, 2006, in the principal amount of not to exceed $20,000,000, registered in the name of the Arkansas Development Finance Authority, bearing interest at the rate of 2.00 percent per annum. Dated: February 7, 2006 ARKANSAS DEVELOPMENT FINANCE AUTHORITY By: 41 Title: LCC J 4833-3428-0192.1 COVERAGE CERTIFICATE City of Fayetteville, Arkansas Series 2005 Sales and Use Tax Capital Improvement Bonds Date: _February 7, 2006 TO: Simmons First Trust Company, as Trustee This certificate is provided pursuant to the provisions of Section 212 of the Trust Indenture dated as of November 15, 2005 (the "Indenture"), by and between the City of Fayetteville, Arkansas (the "Issuer") and you, as trustee, in connection with a drawdown under an RLF Loan. In connection with such issuance or drawdown, the undersigned certifies as follows: (a) Receipts of Sales and Use Tax by Trustee for preceding twelve (12) months: $_11,512,386.20 (b) Average Annual Debt Service On all Outstanding Bonds and RLF Loans, following the drawdown on the RLF Loan: $_8,785,487.17 (c) (a) divided by (b) =_131_% (which is greater than 125%) The undersigned hereby certifies that he is authorized to deliver this Certificate on behalf of the Issuer. No Event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Indenture. CITY OF FAYETTEVILLE, ARKANSAS By: Finance and Internal Services Director 4843-0788-3008.1 2006 BONDS -WASTEWATER REQUISITION City of Fayetteville, Arkansas Series 2006A Sales and Use Tax Capital Improvement Bonds Date: 8/4/08 Requisition No:_2006-W W-#51 TO: Simmons First Trust Company, as Trustee Pursuant to the provisions of Section 502 of the Trust Indenture dated as of November 1, 2006 ("the Indenture"), by and between the City of Fayetteville, Arkansas ("the issuer) and you, as trustee, you are authorized to make the following described payment directly to the Payee named below from the 2006 WASTEWATER Account of the Project Fund - Name of Payee: City of Fayetteville Sales Tax Construction 2006 Account# 17160292 Amount of Payment: _$522,574.62 Paid to: Check # Amount Dean Crowder Construction 1386 507,714.81 General Fund (land agents contra wages) 1387 1583.28 Geosyntec Consultants 1389 4736.16 Littlefield Oil 1391 6272.12 Northern Tool (mower) 1392 2268.25 The undersigned hereby certifies that he is authorized to deliver this Requisition on behalf of the Issuer. The amount requested hereunder has not been the basis for any previous Requisition by the Issuer and is justly due and owing to the person(s) named herein as a proper payment or reimbursement of a Project Cost with the respect to the WASTEWATER Project. No event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. City of Fayetteville, AR -ILI Q . Finance & Internal Services Director Page 1 of 1 17160292 Sales Tax Const 2006A Dr/Cr Amount Description Credit $555,802.11 20080805H2B7001 C00024808051410 Totals Type Amount Count Credits $555,802.11 1 Debits $0.00 0 NET • $555,802.11 1 44.) 4.0 42,A) 5/446, https://cashman.arvest. com/cashman//Memoltems. asp?Acct=17160292+Sales+Tax+Const+... 8/5/2008 New World Systems 7.0 *LIVE* 8/01/08 Check Inquiry Favorite: Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions Check Opt Number Date Payee Name 1392 8/04/08 Northern Tool & _ 1391 8/04/08 Littlefield Oil 1389 8/04/08 Geosyntec ConsultantsG/51P ---Status---- Code Date Equipment4J9no Company k/,sip eA 0 • -a.“ 1387 8/04/08 General Fund4jfif 1386 8/04/08 Dean Crowder Construction4JS'P 1385 0/04 1384--84-0s-10-8—n=k-amocrat Casette -. AP0810S1 Reset: More: + Check Amount 2,268.25 6,272.12 2-16-- 0 0 4,736.16 30,4-97.00 1,583.28 507,714.81 2,270.4 298.75 1383 7/28/08 Upchurch Elec Supply 1382 7/28/08 Tomlinson Asphalt Co Inc F3=Exit F9=Resequence F12=Cancel F15=Bank F20=ACH Inquiry c 0.00 * 507,714.81 1.583.26 4,736.16 6,272.12 2,268.25 522,574.62 4,840.85 145,855.42 More... F22=More CITY of FAYETTEVILLE, ARKANSAS DUPLICATE flvllle ARKANSAS ARVE3f 61-87/ AN -m- 81-87/829 PAY TO THE ORDER OF Dean Crowder Construction Inc 4ff IABLE 804 SE 21st Bentonville AR 72712 NSGQ� IIl� BLE EGOTIABCE NON-NEGOTIABLE L 1111111111111111111 1111111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1386 .'DATE 8/04/2008 ***507,714 DOLLARS AND 81 CENTS VOID IF NOT CASHED IN 60 DAYS AMOUNT:':.. $507,714.81 1P 1386u* 1:08 290087 20: 0017160 29 211' S vvv DATE INYOICE NO. DESCRIPTION AMOUNT 7/22/2008 12 Broyles Rd Construction WSIP Wp-2b 507,714.81 CHECK AMOUNT $507,714.81 flvllle ARKANSAS ARVE3f 61-87/ AN -m- 81-87/829 PAY TO THE ORDER OF Dean Crowder Construction Inc 4ff IABLE 804 SE 21st Bentonville AR 72712 NSGQ� IIl� BLE EGOTIABCE NON-NEGOTIABLE L 1111111111111111111 1111111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1386 .'DATE 8/04/2008 ***507,714 DOLLARS AND 81 CENTS VOID IF NOT CASHED IN 60 DAYS AMOUNT:':.. $507,714.81 1P 1386u* 1:08 290087 20: 0017160 29 211' ** REPRINT ** ��e ' ev 1e PURCHASE ©l E I Each Package Must Be Marked ARKANSAS Exactly As Shown Here City of Fayetteville, Arkansas VENDOR NO. 16506 Dean Crowder Construction Inc 804 SE 21st Bentonville AR 72712 Unft Qty. of Issue Rec0eived Description and Account Number PURCHASE ORDER # 07-0001002-001 DATE 3/14/08 FOB Fyv TERMS NET' 30DAY Unit Price TOTALS Replaces PO #07-859 1.00 EA a) Broyles Road Construction WSIP Wp- Contract 09 Per Bid #07-34 Res #94-07 4520.9520.5315.00 021330324 452.D, U1 OL- co 3717er 15 37379GG.1-5 lo0.77 44 \--(1A4 uc\L-\--11:r 5D1 SHIP TO: Water& Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 Allen, And ENTERED AUG 0 121108 Sales Tax Total: Purchase Order Total: DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT 0 ER APPROVED BY rthr ?9,/'✓ ef DEPT COPY PROJECT# 2-1 THIS PAYMENT $ PREVIOUS PAYMENT TOTAL PYMT(S) $ BALANCE $ ' 1 McGoodwm Williams 0 flares Engineering Confidence Ms. Peggy Bell Accounting and Audit City of Fayetteville 113 W. Mountain Fayetteville, Arkansas, 72701 Re: Partial Payment Estimate No. 12 and Change Order No. 1 Broyles Road Improvements Fayetteville, Arkansas City of Fayetteville Project No. 02133-0324 MWY Project No. Fy-315 Dear Ms. Bell: SLE (0% Please find enclosed three copies of Partial Payment Esti `ate�No.'42 fehbbove-referenced project. Also included is a copy of the Certified Payroll fqr-the pay re ciest d as well as the original Application for Payment as submitted by Dean OowderaConstr n. Six executed copies of Change Order No. 1, which is included in this rrionths-pay pate, have also been included. The electronic versions of thepartial t s payment-est+mate,change order and accompanying spreadsheets are being submitted for your use via email. We would request that at least two copies of the Change Order, after execution by Mr. Jurgens, be returned to us for our records and for those of the Contractor. July 22, 2008 If you have any questions, please do not hesitate to call us at 479-443-3404. Sincerely, M. Lane Crider, P.E. Vice-President/Special Projects Project Manager cc: Mr. Jeff Wilson, Vice-president, Dean Crowder Construction enclosures "90/1/4 .n frois 2703 479-443-3404 0 479-443-4340•WWW.1110050.C" FY,,,E.112SI PARTIAL PAYMENT ESTIMATE FOR FAYETTEVILLE WASTEWATER SYSTEM IMPROVEMENTS PROJECT NO. 02133-0324 WESTSIDE WASTEWATER FACILITIES CONTRACT NO. WP -lb BROYLES ROAD IMPROVEMENTS, FAYETTEVILLE, ARKANSAS From: 01 -Jun -08 Plans No. Fy-315 Agreement Amount: Contract Dated: Notice to Proceed Date: Substantial Completion Date: Final Completion Date: $3,826,874.40 June 5, 2007 June 11, 2007 April 6, 2008 June 5, 2008 To: 01 -Jul -08 Estimate No. 12 Owner: Contractor: City of Fayetteville, Arkansas 113 West Mountain Street Fayetteville, Arkansas 72701 Dean Crowder Construction, Inc. 208 S.E. 21st. Street Bentonville, Arkansas 72712 Arkansas Lic No 0031610307 hem No. Description Unit Completed Completed Total Amount Price. Previous Est. This Est. Completed Due 1 Lump Sum, Mobilization 105,000.00 100.00% 0.00% 100.00% 105,000.00 2 Lump Sum, Maintenance of Traffic 75,000.00 93.33%6.67% 100.00% 75,000.00 3 Lump Sum, Site Clearing 81,625.00 100.00% 0.00% 100.00% 81,625.00 4 30010 C.Y., Earth Excavation 7.00 30,010.00 0.00 30,010.00 210,070.00 5 19,965 C.Y., Compacted Embankment 8.50 19,465.00 500.00 19,965.00 169,702.50 6 2,200 C.V., Rock Excavation 275.00 2,070.26 0.00 2,070.26 569,321.50 7 7,075 C.V., Undercutting, Furnishing, and Compactiong Hillside Material 15.50 3,484.54 0.00 3,484.54 54,010.37 8 14,925 C.V., 24' Select Fill Material Under Roadway 9.50 14,925.00 0.00 14,925.00 141,787.50 9 21,425 S.V., Subgrade Preparation 2.50 21,425.00 0.00 21,425.00 53,562.50 10 10,030 Ton, Class 7 Aggregate Base Course 17.20 10030.00 0.00 10030.00 172,516.00 11 2880 Ton, ACHM Binder Course 68.27 2092.17 527.70 2619.87 178,858.52 12 4,035 Ton, ACHM Surtace Course 75 35 635.79 3286.29 3922.08 295,528.73 13 138 S.V., 4" Compacted Aggregate Base Course (CL. 7) for Driveways 5.00 138.00 0.00 138.00 690.00 14 350 S.V., 6' Compacted Aggregate Base Course (CL. 7) for Driveways 5 35 350.00 0.00 350.00 1,872.50 15 11,535 L.F., 6' High Concrete combination Curb and Guner 10.50 11535.00 0.00 11535.00 121,117.50 16 2,200 S.V., 4' Nonreinforced Portland Cement Concrete Sidewalk 38.50 1130.00 0.00 1130.00 43,505.00 17 36 S.V., 8' Reinforced Portland Cement Concrete Sidewalk 51.00 72.00 0.00 72.00 3,672.00 18 9.5 Acre, Seeding and Mulching 2,100.00 1.50 8.00 9.50 19,950.00 19 45,980 S.V., Topsoil- 4' Depth 1.45 22,990 23,080 46,070 66,801.50 20 138 S.V., 4" Nonreinforced Portland Cement Concrete Driveway Approach 39.50 42.00 96.00 138.00 5,451.00 21 350 S.V., 8" Nonreinforced Portland Cement Concrete Driveway Approach 52.00350.00 0.00 350.00 18,200.00 22 Lump Sum, 70' , 5 Barrel 12' X 4' Reinforced Conc. Box Culvert with Wingwalls 165,910.00 92.86% 7.14% 100.00% 165,910.00 23 Lump Sum, 70', 3 Barrel 8' X 3' Reinforced Conc. Box Culvert with Wingwalls 108,656.00 100.00%0.00% 100.00% 108,656.00 24 Lump Sum, 70', 6 Barrel 12' X 4' Reinforced Conc. Box Culvert with Wingwalls 200,220.00 100.00% 0.00% 100.00% 200,220.00 25 480 L.F., 54' Bicycle Guard Rail 54.00 0.00 0.00 26 75 L.F., 15' Reinforced Concrete Plpe 28 00 75.00 0.00 75.00 2,100.00 27 1,953 L.F., 18' Reinforced Concrete Pipe 34.00 1953.00 0.00 1953.00 66,402.00 28 1,620 L.F., 24' Reinforced Concrete Pipe 46.00 1620.00 0.00 1620.00 74,520.00 29 1,600 L.F., 30" Reinforced Concrete Pipe 58.00 1600.00 0.00 1600.00 92,800.00 30 2 Ea., 15" Reinforced Concrete Pipe FES with Curtain Wall 1,500.00 2.00 0.00 2.00 3,000.00 31 6 Ea., 18" Reinforced Concrete Pipe FES with Curtain Wall 1,750.00 6.00 0.00 6.00 10,500.00 32 1 Ea., 24" Reinforced Concrete Pipe FES with Curtain Wall 2,150.00 1.00 0.00 1.00 2,150.00 33 14 Ea. Type C, 4' X 4' Drop Inlet - 0-6' 2,850.00 11.00 3.00 14.00 39,900.00 34 1 Ea., Type C, 4' X 5' Drop Inlet - 0-6' 3,100.00 1.00 0.00 1.00 3,100.00 35 8 Ea., Type C. 5' X 5' Drop Inlet - 0-6' 3,200.00 7.00 1,00 8.00 25,600.00 36 6 Ea., Type C, 5' X 5' Drop Inlet - 6-8' 3,700.00 6.00 0.00 6.00 22,200.00 37 1 Ea., Type C, 5' X 6' Drop Inlet - 0-6' 3,800.00 1.00 0.00 1.00 3,800.00 38 22 Ea., 4' Extension for Drop Inlet 700.00 19.00 3.00 22.00 15,400.00 39 3 Ea., 8' Extension for Drop Inlet 1,400.00 2.50 0.50 3.00 4,200.00 40 3 Ea., 4' X 4' Junction Box - 0-6'3,200.00 3.00 0.00 3.00 9,600.00 41 2 Ea., 5' X 5' Junction Box - 0.6' 3,500.00 1.50 0.50 2.00 7,000.00 42 . 1 Ea., Relocated Mailboxes 350.00 1.00 0.00 1.00 350.00 43 1 Ea., Adjust Sanitary Sewer Manhole 1,200 00 - 1 1 1,200.00 44 70 L.F., Quad Conduits 34.00 70.00 0.00 70.00 2380.00 45 6,010 L.F., Double 4' Yellow Paint Pavement Marking 0.70 - 6,010 6,010 4,207.00 46 47 L.F., 12" White Paint Pavement Marking 6.90 - 47 47 324.30 47 440 L.F., 24" White Paint Pavement Marking - 9.20 - 440 440 4,048.00 48 5 Ea., Stop Sign 175.00 - 5 5 875.00 49 2 Ea., Crosswalk Sign 175.00 - 4 4 700.00 50 12 Ea., Speed Limit Sign 145.00 - 12 12 1,740.00 51 1 Ea., Chain Link Gate 2,875.00 1 1 2,875.00 52 2 Ea., Plug Abandoned Well 1,265.00 2.00 0.00 2.00 2,530.00 53 110 L.F., Reinforced Concrete Cap for Existing 20" Gas Main 299.50 110.00 0.00 110.00 32,945.00 54 85 L.F., Steel Casing with Spacers 238.00 85.00 0.00 85.00 20,230.00 55 Lump Sum, Trench Safety and Excavation Safety System 10,000.00 100.00% 0.00% f 00.00°/ 10,000.00 56 Lump Sum, Roadway Construction Control 50,000.00 100.00% 0.00% 100.00% 50,000.00 57 Lump Sum, Water Meter Relocation and Sevice Line 850.00 100.00% 0.00% 100.00% 850.00 58 Lump Sum, Natural Gas Service Line Replacement 2,500.00 100.00 % 0.00% 100.00% 2,500.00 59 Lump Sum, Erosion Control 170,265.00 65.58% 0.00% 65.58% 111,665.00 60 3 Ea., ADA Handicap Ramps 750.00 1.00 2.00 3.00 2,250.00 '61 Lump Sum, Change Order No. 1 88,908.25 0.00% 84.21% 84.21% 74,872.25 Sub -Total Construction SUB -TOTAL CONSTRUCTION 0.00 0.00 0.00 - - 0.00 0.00 - - - 0.00 0.00 - - - 0.00 0.00 - - 0.00 0.00 - - - 0.00 0.00 - - 0.00 0.00 - - 0.00 3,571,841.67 3,571,841.67 FY3ISEan2.4e 1' Change Order No. 1, Add $88,908.25, and -0- days. Cost of Work to Date Amount Retained Difference Materials on Hand Subtotal Less Previous Payments Balance Due This Estimate Percent of Contract Completed -----> 93 34% Percent of Contract Time Used > 128.67% Requested: Dean Crowder Construction, Inc. Labor Standards Compliance I hereby certify that all of the contract requirements as specified under the labor standards have been complied with by Dean Crowder Construction, Inc. as principal contractor end by each subcontractor employing mechanics or laborers at the site of the work, or there is a substantial dispute with respect to the requirejl provisions. 3,571,841.67 191,343.72 3,380,497.95 44,710.00 3,425,207.95 2,917,493.14 507,714.81 Recommen , : McGo. - Williams & Yates, Inc. By: M. Lane Crider, P.E` V.P., Spofial Projects Coordinator Date: l08 Approv City of Fa ttIlle, Arkansas By-Ap ovedby- Date: 22/0 TRENCH SAFETY CERTIFICATION Estimate No. 12 BROYLES ROAD IMPROVEMENTS FOR CITY OF FAYETTEVILLE FAYETTEVILLE, ARKANSAS I certify that all construction on the above referenced project has complied with the provisions of the "Occupational Safety and Health Administration (OSHA) Standard for Excavation and Trenches Safety System," 29 CFR 1926 Subpart P. I further certify that I am the "Competent Person" for Dean Crowder Construction, Inc., as defined in OSHA Subpart P 1926.650(b). Construction Period Beginning: June 1, 2008 Construction Period Ending: July 1, 2008 Certified: Dean Crowder Construction, Inc. 208 S.E. 21st Street Bentonville, Arkansas, 72712 Arkansas Lic. No. 0031610307 By: re and Title Date; 7.v.c6 W J Q 0LL W J 7 0 W S 0 CO 02 0 W N E Q w m O N • a LU2O 7 2 0 2w Y 0 J 0 m W I 2 CC Y 0 W 2 r- 0. a O. 0 . 0 o O 0 0 0 000000 00 O O N N N ul w p»Fy 69 Lig 0 0 0 0 o 0000000 000000 0 O 0 0 0 0 0 0 0 0 0 0 0 0 O 0 0 6 0 0 ui e9 to w w69 O O Y1 o 000a, o 00o000 00 0 0 0 0 0 0 0000000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O 4 0 0 N N o N acow6ww O N o o 0 0 0 0 0 0°88 0 0 0 0 0 00 0 0 0 0 0 0 0 0 0 0 0 ci • 0 0 O 4 0 g N • r N w .. i9 40 f9 4,) M l9 S o 0 0 0 0 0 0 0 0 0 0 0 S 0 O O Inc O 4 N N . p c6 N - N N�"�Ntfl H 0 O 0 N 8 tri N J J J J J CO J IN MOBILIZATION TOTAL 0 0 0 0 0 0 0 • O O 0 O O 8 N 0 0 H O 0 O• 0 O O O O ' N N 4, O 0 a 0 0 0 O 0 0 0 0 0 O•O N 0 O N to O N N N O 0 tO 069°ft f 2,4; V i9 ' N 0 0 0 0 0 0 o O 000000 0 0000000 O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 19 of waf** O W O e 0 s 0 0 0 0 0 0 0 O 0.00 000 0 040:co o0000 ONO O G O O O G O G O o o O O 0 • 0 0 0 0 0 0 0 0 0 N N N O I9 49 69 N 0 0 0 0 0 O O • O O o O o 0 [70 N aa 69 0 0 000 00 0 00 0 0 0 N N N as " 0 0 0 0 M V1 CO V) 2 "-. MAINTENANCE 'OFTRAFFIb . J Q f W ¢ 0 U z E N to Z I- 0 N cc N O LL F O w N W Z a 0 Z J 0 • N Z w Z 0W Z 0w 2 0 0 g a 2 8°°88°8 0 0 13° N 0 p N oNNCO oOw O m N 0 M4369M696969 0 0 0 0 0 o O 0 0 0 0 0 0 o 000000 0 O O O 0000 O O o o (y o 0 o 0 o m o Q 0 0 o 4 0 0 O oo N o O N N - O o ^ N C N N 1 0 N e H J J J J CO J J • W ¢ • ¢ Z ti N O¢ 0 W M 0 p 00 < ¢ w m N U D O 0 m J w w f � w u_ O 0 0 0 8 0 Wwww¢w W w W 0 W 0 0 0 O N 0 PAY ESTIMATE WORKSHEET FOR LUMP SUM ITEMS, BASED ON SCHEDULE OF VALUES 0 N N 0 O N N N W O e O• 0 N O O 0 w O O w e O 0 0 0 O o 0 0 O N O O N 0 4. n 69 O N O H N LL J J J r N r W k - >g J >,w U'¢ Oz4 m J O x wCL ~ o w J m > CO U X A a m N 8 N -J 8 ,O 0 W N 00 0 O O o O O O0N O 0 0 0 ' O f0 In O p O' 1.: co 49 - 49 NM co 'A 9 O O to O O o O O O e O 0 0 0 0 6 6 UJ 0 00 N O o b 000000 0000oo 0 0 0 0 0 0 49 634904349 0O o o O O e 0 0 0 co 0 O O O D O o IRIR 0 0 0 0 O o 0 O O O O O N O 0 0 0 0^ 0 1.0 to N O 4 n 4D 49 N IA 69 49 N 43 N 0 O d O e O O oy O O O O v j 0 N 6060 N ON 0 4,000o 0 00 O N N • 10 or.. N NN O co n CON N' V 340 43 9 W 6, 63 19 o 109 0 O D r N 0 0 0 in v vcr)-4 J 7�NN6949 49 49 49 O CO A W J W J J O) J O O O in N CO V N N ^ r 1 N w Z w < Q Z - z w owo < H W 2 w 0 J Z Q m O< ¢�¢30Q N CO U v F EROSION CONTROL TOTAL O N N N n O N ro) O8 68 3N e4 2 0o 0 0O 4 0 10 49 69 49 € 434996:4 N e e eO , 00000 0 0 0 0 0 3 000 OOO 0 i0 N O N N Vj N 0 0 0 d um m 0 ww0 Om 4 N.- 49 n M 0 0 0 o O e O O O O o N O o 0v. m 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 19 49 49 49 49 o e e a o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N0 0 6 0 0 r�r,CD0 ' o ' CD- 1W 96,f9a N N O N O 05004808 S. L4m 0 0 0 n e0 0c NS(' July 01, 2008 N N N 0 0) m a a N wCOWCOU) J J J J J J J O O J + J d Q Q) 0 O to ¢o w o w O Z Q + Ow co w O' O F re: z ¢ ¢OwJ w w z w w <Y 0a3 0 0 LL < cc 0 O W O U •0 wUJ z w N O w O ¢ W ¢ ¢ N cr z wb®zw OO 00600 < CO U O W Partial Payment Estimate No. 12 MATERIALS ON HAND Plans No. Fy-315 Estimate No. 12 Project No. 02133-0324, Contract No. WP -1b Broyles Road Improvements Fayetteville Water and Sewer Fayetteville, Arkansas TOTAL VALUE OF % NOT VALUE APPLIED SUPPLIER INVOICES ON FILE USED TO THIS ESTIMATE Scurlock Industries $ 211,379.40 0.00% $ - NWA Steel Co. Inc. $ 55,230.25 46.93% $ 25,920.00 Three Sixty Landscaping, LLC $ 18,790.00 100.00% $ 18,790.00 TOTAL $ 44,710.00 FAYETTEVILLE APPLICATION FOR PAYMENT THE CRYOF FAYETTEVILLE. ARHANSA8 Project Number r 311 Contract Number (.912-16 Contract Title jeeeus5 via D 111/0616. CONTRACTOR:�ttqq.A eirrixelee Lo✓�'rl ruci inn Address: ID 4 56 Z -I '''r ves-toy In([•f Ale 77' I z Application for Work Accomplished Through the Date of: Application Number: 1 Z Date: '1•Z[.o8 Ordinance/Resolution Number: Effective: Encumbrance No: Co• 30.08 Original Contract Price [1]$ Net Change by Change Orders / through / [2]$ Current Contract Price (1 + 2) [3]$ Completed Work [4J$ 3S Stored Material [5]$ Total Completed and Stored to Date (4+5) Previous Payments (7]$ Previous Retainage [8]$ Total Previous Applications (7+8) Amount This Application (6-9) Less Retainage This Application' Release of Retainage Due This Application (10-11+12) g4/. L7 110. 00 31 3-11(.0L.15 3 t (o B- 4 'k [6]$ 3Coli0S5l.ta-7 of 49�.I 1 19]$ [10]$ [-][11]$ 4-44.41.1 [13]$ 50-11/ '1 .61 -3104.51r * Retainage on Completed Work Only Accompanying Documentation: Attached Schedule of Values CONTRACTOR's Certification: The undersigned CONTRACTOR certifies that (1) all previous progress payments received from OWNER on account of Work done under the Contract referred to above have been applied on account to discharge CONTRACTOR'S legitimate obligations incurred in connection with Work covered by all prior Applications for Payment; (2) title of all Work, materials and equipment incorporated into said Work or otherwise listed in or covered by this Application for Payment will pass to OWNER at time of payment free and clear of all Liens, security interests and encumbrances (except such as are covered by a Bond acceptable to OWNER indemnifying OWNER against any such Lien, security interest or encumbrance); (3) all Work covered by this Application for Payment is in accordance with the Contract Documents and not defective, and (4) all labor standards contract requirements have been complied with by CONTRACTOR and by each subcontractor employing mechanics or laborers at the site of the work. Dated: 1 • 01. oi$ STATE OF COUNTY OF By: PLUM acOrro Pad 1igOWOtM12 /oNfj-vecic i0. iNC. CONTRACTOR SCHELLEY D. WILSON MY COMMISSION # 12346829 EXPIRES: February 7, 2016 Benton Coun Subscribed and Sworn to before me this 01164- d 3y of My commission expires: a/% fi ip 01290.01 Application for Payment Notary Page 1 MATERIALS ON HAND Plans No. Fy-315 Estimate No. 12 Project No. 02133-0324, Contract No. WP -1b Broyles Road Improvements Fayetteville Water and Sewer Fayetteville, Arkansas TOTAL VALUE OF % NOT VALUE APPLIED SUPPLIER INVOICES ON FILE USED TO THIS ESTIMATE Scurlock Industries $ 211,379.40 0.00% $ - NWA Steel Co. Inc. $ 55,230.25 46.93% $ 25,920.00 Three Sixty Landscaping, LLC $ 18,790.00 100.00% $ 18,790.00 TOTAL "' $ 44,710.00 Crowder Count Work Nn: 07/01/08 Estimate Iz submitted' 072263 PAW( Amt this me. MIL 10 dais CmkCI Mnl. Remaining 1 Luq Sun MYemm 2 Lw43un 01710:0Y intik 105 00000 105000.00 ] WniScary !lIYYY 5.0000 ]5000.00 ]5,000.00 &Y lyes C.Y. Est E CY.. Cant)/Endednan 61 625.00 810]5.00 4 30010 s 10.065 21007000 2100]0.03 C.V. Ren EOn s'n 01..r. VNu.0 .o FYgnSq. sYCgLiyagllitleM & CY.. 31'8. dFE MeW Ontt RSIry *Y. &ism.P,Kbn ae m. CW 74091491 1•11••• Can. Ti. AC1414134414. Can. Tem. ACHY 420000 IDD 701.50 169 ]03.50 i 560 321.50 605000.00 35 678 50 e 14025 54010.37 10906250 55 052 13 0 21Y25 141787.50 141757.50 10100 ,0 53502.50 53,58250 17Z516.00 172 10.00 11 2063 12 4.05 3002000 178 156.52 190 17.60 17.759013 1333 WIse Cone S.Y..4' 010/0[4111914•011• DinConsole...[41 eConsole...u . 7114 On.eys 5.Y. ffmglwdAprgV.San Oxen (CL. qb Dw.•y. L VHI C.na.S LanMYm Cue me 0. 5Y. f Re.•Mel0 Poland Comm Caves Side.* 36 3r. r 11 elnlepeal Paled Cement Cov.Y 5d 90 Alms 3.441110.44 247 621 05 20551817 3042725 6540 52 14 350 090.00 000.00 15 11.535 1872.50 107250 121 117.50 121.11250 15 2.200 43505.00 84]00.00 4112000 17 15 37200 163800 (783000) MWeq 450 Sr Tepee.40.II 19" 191150.00 10950.00 20 1311 S.Y..w 4' NaMI d . Palma Con Canny tts O.y MvrT 3.2.. rfwa,M.m Patina Cement Cem.b om...y Almw QAi Sum. 0 07 33400 00 370200 60801.50 545100 00.100 54510 (13050) 21 340 21 Lam 13200.00 18200.00 23 Lump 70 .56101 Irx 4Rs,Sad Cas SoCant s..11/1110•41h V Sun 70.3 Sans IS x S'RYlb•M Can Iles Glen .m Wigm4 Scary 70'. 0010.11 rx 4 RYtlwy Can. Mill C4.00140 Venovalls LF. 20•DIETS 0444.1144)1 I. 1541144.4snna Centrum Pee L P. 00 Rant .d Cows P.. L F. 24'1141111141.14104141•14 P. L 3 o' R.wIa.J Camw Pq Es. 13' RYnws• Cavb P. FES aT Cam WY Ea. 1f RY11a.m Cae.b Pq FES 0072 Cutin WY Es, i4'R.nla•.4Cannes Pipe FES Mn044151 WY y Ee Tp. 0. 4'x4'De N.I.04 ,I Es. ine 0.4%S'0f el -03' _I Es, T1u 0,57 S'G0YM.00' all Es. 1yq C.fx 0'08001.6-t E.. iw.0.fxe'o1.P 1700.00' /4�1 Ee, 4EYnYm Law RM 3>dLr/N1V O 0.. t E.mr.Nler D. nM E.. 4x4y.nSn 3.. -ea- M E. in f Mn•tlm 00.. 05- •EfC/,5 11 05264 10591000 16501000 24 Lump 108650.0 108855.00 (1 COI 10220.00 20022000 250 41S 25020.0 25 Dfi 00 28 27 1.53 21000 2100.01 040200 05402.00 26 1.620 74520.0 7452.00 1.600 ,--1,_ 30 0280.0 9280.00 ]t 300.0 3000.00 �� 10,500 00 10500.00 33 1 2150.00 31.50.00 8550.00 39 90000 39000.0 34 3100.00 3.1000 30 3208001 25600.00 25 000.00 }] - 2221p.00 22X/0.00 36 22 3000.00 300.00 30 zlro.00 1540000 15400.00 40 700.00 4200.00 4200,0 41 9000.00 0000.00 1750.0 7.000.00 ]00.00 42 43 E., ^Yea MYsess• � E.. Aaiun SmSmoons),aJ y Sower moons), LF,. WWG"a'YI• 31010 Ss0,00 1 200 00 1200.00 1200.00 238000 23800 45 0 Double 4 Yellen Pant P.HnantMNn9 4 207 00 4207.00 4207 00 40 4 LF., V' WM. Pail Pnmvl M.dn0 32430 324.30 324.30 • 47 4L P., 241 ..mn WNW Pon) P•.I M.1no E.. Step 8,s0 Ea. Crosswalk Spn 4 048 00 4008.00 4046.00 48 40 07500 575.00 75.00 8- 1 r., Sm.d Limit Um Es. CNn Lis 0014 N Es. Plug 70000 700.0 35000 [350 00) 1 1 740 00 1740.00 1]4000 52 27500 275.00 2,7fi00 53 11 Abandoned WY L F.. RYIb.y 25300 2530,00 1 0 Cmwb Cap SV Eiary 20' 0.s Man L. SIM GYyMTSq:.n ]0230.00 30 230.00 55 1 50 50 Lump o Lum Lary Luno LUMP 10230.00 2023000 un. yYwaYE•un*d9Y.h9ybm 50000.00 5000.00 Ra. w, 171}1/0010.00.1017 S 50855.00 50000.00 end sum, WSYMW nnk b1.MS...n Lni RYsm 044 500.00 50 un 0401.1 Ln.nm4mmnl 000101C.nq 160510 500.00 020.00 60 112650.00 17015010 s0eco W En AOA HSY:m Ramps ;17,1(/ 7500 4872,00 2.0000 3141021. snot oda •5 F�jil�l 574 572 25 7184166 37.003n 8412041 467 450.23 3.7104144 ]]998515 108.123.2 210000 Mins! l41I 5114 445.11 ^bi'•• a5 821, 7 501744.02 Reuinpe Est 1 10 724.08 Rfnineq EM 2 Ie 040.4 Ruainpe Eel 3 ]673.93 RY.m.OS E•14 R•Iwnme Esi 5 1502155 50 /0228 Rdinew Est 0 Reain.g. EY 7 - RMaiwwEst e - ReO1w0.Est 9 Retenarn E 10 - R..iwME.t Y11 Ravines* Est 13 4 44541 IDI 3473 lets) CITY OF FAYETTEVILLE Vendor: Dean Crowder Construction, Inc. Contract#1095 WP -2B COU 7CJ IWV1MU ULAIU11 Change Order # Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Amount Retainage Invoice Amount Expensed Remaining amount on P.O. Base P.O. $3,737,966.15 $3,737,966.15 $3,737,966.15 8/23/2007 1 $165,755.95 $16,724.08 $182,480.03 $3,555,486.12 $3,737,966.15 8/23/2007 2 $137,451.81 $16,046.48 $153,498.29 $3,401,987.83 $3,737,966.15 11/8/2007 3 $795,142.36 $78,843.93 $873,986.29 $2,528,001.54 $3,737,966.15 12/10/2007 4 $68,687.46 $15,921.55 $84,609.01 $2,443,392.53 $3,737,966.15 12/13/2007 5 $906,833.60 $59,362.28 $966,195.88 $1,477,196.65 $3,737,966.15 1/24/2008 6 $169,955.62 $0.00 $169,955.62 $1,307,241.03 $3,737,966.15 2/14/2008 7 $68,176.96 $0.00 $68,176.96 $1,239,064.07 $3,737,966.15 3/13/2008 8 $24,108.00 $0.00 $24,108.00 $1,214,956.07 $3,737,966.15 4/16/2008 9 $143,606.58 $0.00 $143,606.58 $1,071,349.49 $3,737,966.15 6/4/2008 10 $105,657.79 $0.00 $105,657.79 $965,691.70 $3,737,966.15 7/10/2008 11 $332,115.16 $0.00 $332,115.16 $633,576.54 $3,737,966.15 7/30/2008 12 $507,714.81 $4,445.41 $512,160.22 $121,416.32 $3,737,966.15 13 $0.00 $0.00 $121,416.32 • $3,737,966.15 14 $0.00 $0.00 $121,416.32 $3,737,966.15 15 $0.00 $0.00 $121,416.32 $3,737,966.15 16 $0.00 $0.00 $121,416.32 $3,737,966.15 17 $0.00 $0.00 $121,416.32 $3,737,966.15 18 $0.00 $0.00 1121,416.32 $3,737,966.15 19 $0.00 $0.00 $121,416.32 $3,425,206.10 $191,343.73 $3,616,549.83 10/10/2005 $0.00 $0.00 1 $0.00 $0.00 $0.00 $0.00 2 $0.00 $0.00 $0.00 $0.00 3 $0.00 $0.00 $0.00 $0.00 4 $0.00 $0.00 $0.00 $0.00 5 $0.00 $0.00 $0.00 $0.00 6 $0.00 $0.00 $0.00 $0.00 7 $0.00 $0.00 $0.00 $0.00 8 $0.00 $0.00 $0.00 $0.00 9 $0.00 $0.00 $0.00 $0.00 10 $0.00 $0.00 $0.00 $0.00 11 $0.00 $0.00 $0.00 $0.00 12 $0.00 $0.00 $0.00 $0.00 13 $0.00 $0.00 $0.00 $0.00 14 $0.00 $0.00 $0.00 $0.00 15 $0.00 $0.00 $0.00 $0.00 16 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Totals $3,737,966.15 $3,425,206.10 $191,343.73 $3,616,549.83 $121,416.32 Percentage of Completion Amount of Contract $3,737,966.15 Amount Earned $3,616,549.83 Percentage of Completion 96.75% CITY of FAYETTEVILLE, ARKANSAS DUPLICATE 1387 4 aye vile RAVESf 81-87/829 ONE THOUSAND, FIVE HUNDRED EIGHTY THREE DOLLARS AND 28 CENTS PAY TO THE ORDER OF r General Fund ARKANSAS II IIIIIIIIIIIIIl 111 11 11111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1387 DATE 8/04/2008 L_ 11•&38711• ':08 29008 7 21: 00&7&6029211• VOID IF NOT CASHED IN 60 DAYS AMOUNT $1,583.28 4 d TIABLE N IIIEG BLE NON-NEGOTIABLE DATE INVOICE NO. DESCRIPTION AMOUNT 7/16/2008 0000055200 Clear Due to/from 1,583.28 CHECK AMOUNT $1,583.28 4 aye vile RAVESf 81-87/829 ONE THOUSAND, FIVE HUNDRED EIGHTY THREE DOLLARS AND 28 CENTS PAY TO THE ORDER OF r General Fund ARKANSAS II IIIIIIIIIIIIIl 111 11 11111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1387 DATE 8/04/2008 L_ 11•&38711• ':08 29008 7 21: 00&7&6029211• VOID IF NOT CASHED IN 60 DAYS AMOUNT $1,583.28 4 d TIABLE N IIIEG BLE NON-NEGOTIABLE m I01 0 8wtdieaed - esf nuqun000y or TOTAL Account Name Due to General Fund $1,583.28 I Amount ' 1,583.28 Fund 4520 51 cCli 11_bit o Project a Lo co a 13 0 < ^O ; p O C M O m o n m 3= < m 0 co m o- .1 .1. 0 0. 0 O D D o a 0 0 d d 0 0 m 65 JegwnN )1ueg 01 woJUot eno ieelo y eon >petD eteredag or o crr 0 pund IeJeueD CD DJ M 0 m or n c o 0z- •< m o x 0 m N tE 0 0 Z 0 11 N v :JagwnN JopueA m 0 >loeg3 lenueµt 0 0 8 or 2 m m 0 c rn 0) CITY of FAYETTEVILLE ARKANSAS DUPLICATE CHECK NO. . DATE INVOICE NO. DESCRIPTION AMOUNT 7/24/2008 188369 WSIP, BWD-1 Beaver Watershed Nutrient Re 4,736.16 CHECK AMOUNT $4,736.16 6 1111111111111111111 11 IIIIIIIIIIIIIIIIIIIIIIII 11111 le CITY of FAYETTEVILLE aye ev FAYETTEVILLE, ARKANSAS ARKANSAS SALES TAX CONSTRUCTION 2006A ARVE4a Fe/yawls, Morass 81-87/829 DETACH HERE FOR YOUR RECORDS CHECK NO. 1389 DATE 8/04/2008 FOUR THOUSAND, SEVEN HUNDRED THIRTY SIX DOLLARS AND 16 CENTS PAY TO THE ORDER OF Geosyntec Consultants 5901 Broken Sound Parkway Suite 300 Boca Raton L FL 33487-2775 m i 38911• ':08 29008? 21: 00 17160 29 20 VOID IF NOT CASHED IN 60 DAYS AMOUNT $4,736.16 kfl(1-410TIABLE NCIiG BLE EG E NON-NEGOTIABLE aye ,.le 'S PURCHASE ORDER IQ 4 VENDOR NO. 16808 Geosyntec Consultants Attn: Bill Ward 55 W Wacker Dr Suite 1100 Qty.Chico ty Descri dna6_06 01 ria Issue Received Account Number Unit Price TOTALS Each Package Must Be Marked Exactly As Shown Here Clty of Fayetteville, Arkansas PURCHASE ORDER # 07-0001211-001 DATE 8/30/07 FOB Fyv TERMS NET 30 DAY ` 7J Z 1.00 EA ___1— a) WSIP BWD-1 Beaver Watershed NutrieTl194RR3.00 •1-9-5883:00 Reduction Per RFP •_ Res #148-07 Contract 4520.9520.5314 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 Wrede, Sar DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY A/P VERIFICATION BY 021330316 VoS‘caS)imA 1 1(a ENTERED AU!G +! 12008 15 7/20 I LASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO Sales Tax Total: Purchase Order Total: ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT r OTHER APPROVED BY 7&/ti /L' /If DEPT COPY PROJECT # Q21 THIS PAYMENT$ 417 PREVIOUS PAYMENT(S) $„ TOTAL PYMT(S),1 BALANCES tL 12 X19 t! 0 Geosyntec'% consultants PLEASE REMIT PAYMENT TO: Geosyntec Consultants 5901 Broken Sound Parkway, Suite 300 Boca Raton, Florida 33487-2775 USA Tel (561) 995-0900 Fax (561) 995-0925 CITY OF FAYETTEVILLE, AR 113 W. MOUNTAIN FAYETTEVILLE, AR 72701 Attention: PEGGY BELL /tib R,;f .-it c0 `\"� ( 1(,'- 2 8 ?Bud '`n • i Invoice # : Project: Invoice Date : Project Name : 188369 CWR8243 7/24/2008 FAYETTEVILLE NUTRIENT REDUCT. PLAN For Professional Services Rendered through transaction date: 6/30/2008 IF YOU HAVE ANY QUESTIONS REGARDING THIS INVOICE, PLEASE CONTACT BILL WARD AT (312) 658-0500. REFERENCE: FAYETTEVILLE WASTEWATER SYSTEM IMPROVEMENT PROJECT Professional Services Communications Fee Reimbursable Expenses Current Invoice $1,076.50 $32.30 $3,627.36 $4,736.16 **Amount Due This Invoice ** $4,736.16 Statement Prior Billings Current Invoice Billed To Date Paid To Date $134,004.85 $4,736.16 $138,741.01 $134,004.85 Project Budget Expended to Date Contract Balance **Amount Due This Invoice ** $199,883.00 $138,741.01 $61,141.99 $4,736.16 � �.0c*Pa�Me,7� 0 S W ?l24/ Project: ' CWR8243 -- FAYETTEVILLE NUTRIENT REDUCT• PLAN Invoice # :188369 Phase : 01) PROJECT MANAGEMENT Rate Schedule Labor Class / Employee Name Date Hours Rate Amount ADMINISTRATIVE ASSISTANT CONTRACT ADMINISTRATION HENDRON, SARA 06/23/2008 06/24/2008 Total: ADMINISTRATIVE ASSISTANT PROJECT PROFESSIONAL GENERAL WILLOBEE, MARK 06/24/2008 Total: PROJECT PROFESSIONAL Total Phase : 01) PROJECT MANAGEMENT 0.50 48.00 24.00 0.50 48.00 24.00 1.00 48.00 0.25 - 130.00 32.50 0.25 32.50 Rate Schedule Labor 80.50 Labor : 80.50 Expense : 0.00 Phase : 03) DETAILED ANALYSIS Rate Schedule Labor Class / Employee Name Date Hours Rate Amount STAFF PROFESSIONAL GENERAL DECKER, JORDAN 06/27/2008 0.25 84.00 21.00 Total: STAFF PROFESSIONAL PROJECT PROFESSIONAL GENERAL WILLOBEE, MARK 06/25/2008 06/26/2008 Total: PROJECT PROFESSIONAL Total Phase • 03) DETAILED ANALYSIS 0.25 - 21.00 4.00 130.00 520.00 3.50 130.00 455.00 7.50 975.00 Rate Schedule Labor 996.00 Labor : 996.00 Expense : 0.00 Phase : 04) SUBCONTRACTS Regular Expenses Vendor Name Doc Nbr Date Cost Multiplier Amount Page 1 Project : CWR8243 -- FAYETTEVILLE NUTRIENT REDUCT. PLAN Invoice tt :188369 Phase : 04) SUBCONTRACTS Regular Expenses Vendor Name Doc Nbr Date Cost Multiplier Amount Subcontractors -Billable WRIGHT WATER ENGINEERS A53191 6/13/2008 3,238.71 1.120 3,627.36 Total Phase : 04) SUBCONTRACTS 3,238.71 3,627.36 Regular Expenses 3,627.36 • Labor : Expense : 0.00 3,627.36 Total Project Labor Total Project Expense Total Project: CWR8243 -- FAYETTEVILLE NUTRIENT REDUCT. PLAN 1,076.50 3,627.36 4,703.86 Page 2 CITY OF FAYETTEVILLE Vendor: Geosyntec Consultants Contract #2004 BWD18 W Percentage of Completion Amount of Contract Amount Earned Percentage of Completion $199,883.00 $138,741.01 69.41% V eaver atershed Nutrient Reducuon Change Order # Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Amount Retainage Invoice Amount Expensed Remaining amount on P.O. Base P.O. $199,883.00 $199,883.00 $199,883.00 11/9/2007 1 $2,438.53 $0.00 $2,438.53 $197,444.47 $199,883.00 11/9/2007 2 $6,926.24 $0.00 $6,926.24 $190,518.23 $199,883.00 12/13/2007 3 $4,541.79 $0.00 $4,541.79 $185,976.44 $199,883.00 1/3/2008 4 $4,216.82 $0.00 $4,216.82 $181,759.62 $199,883.00 1/31/2008 5 $2,189.78 $0.00 $2,189.78 $179,569.84 $199,883.00 2/27/2008 6 $24,756.66 $0.00 $24,756.66 $154,813.18 $199,883.00 4/9/2008 7 $8,952.76 $0.00 $8,952.76 $14$,860.42 $199,883.00 5/1/2008 8 $21,609.59 $0.00 $21,609.59 $124,250.83 $199,883.00 6/20/2008 9 $22,157.32 $0.00 $22,157.32 $102,093.51 $199,883.00 7/1/2008 10 $36,215.36 $0.00 $36,215.36 $65,878.15 $199,883.00 7/31/2008 11 $4,736.16 $0.00 $4,736.16 $61,141.99 $199,883.00 12 $0.00 $0.00 $61,141.99 $199,883.00 13 $0.00 $0.00 $61,141.99 $199,883.00 14 $0.00 $0.00 $61,141.99 $199,883.00 15 $0.00 $0.00 $61,141.99 $199,883.00 16 $0.00 $0.00 $61,141.99 $199,883.00 17 $0.00 $0.00 $61,141.99 $199 883 00 18 $0.00 $0.00 $61,141.99 $199,883.00 19 $0.00 $0.00 $61,141.99 $138,741.01 $0.00 $138,741.01 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 '$0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 - $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $o.00 $0.00 $0.o0 $0.00 $0.00 Totals $199,883.00 $138,741.01 $0.00 $138,741.01 $61,141.99 Percentage of Completion Amount of Contract Amount Earned Percentage of Completion $199,883.00 $138,741.01 69.41% CITY of FAYETTEVILLE ARKANSAS DUPLICATE CHECK NO DATE INVOICE NO. DESCRIPTION AMOUNT 7/22/2008 230915 Diesel Off Road 6,272.12 CHECK AMOUNT $6,272.12 6 ARVEST Furtado. Anna 81-87/829 ARKANSAS e ll IIIIII111111Il III 11 11111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1391 DATE 8/04/2008 VOID IF NOT CASHED IN 60 DAYS SIX THOUSAND, TWO HUNDRED SEVENTY TWO DOLLARS AND TWELVE CEN1S PAY TO THE ORDER OF Littlefield Oil Company P.O. Box 180100 Fort Smith AR 72918 L II•i39lie 1:08 2 9008 7 2.: 00i7i6029211• AMOUNT $6,272.12 IiiiCatedifIABLE =KG (STABLE EG 4 - • tE NON-NEGOTIABLE aye r evl e PURCHASE ORDER ER ARKANSAS ** CHANGE ORDER ** VENDOR NO. 16671 Littlefield Oil Company Attn: CliffJames 3403 Cavanaugh Rd Fort Smith AR 72918 Each Package Must Be Marked Exactly As Shown Here Clty of Fayetteville, Arkansas PURCHASE ORDER # 08-0000079-100 DATE 4/14/08 TERMS FOB Fyv NET 30 DAY 451 City. Unit of Issue Qty. Description and Received Account Number Unit Price TOTALS Per Bid #07-46 Res #137-07 1.00 LOT a) Unleaded Gasoline 04/14/08 C/O #1 Part 1 of 3 to incr line item (a) by $10,000.00 4520.9520.5213.04 021330304 1.00 LOT b) Diesel On Road No Tax 04/14/08 C/O #1 Part 2 of 3 to incr line item (b) by $10,000.00 4520.9520.5213.04 021330304 1.00 LOT ' c) Diesel Off Road 04/14/08 C/O #1 Part 3 of 3 to incr line item (c) by $20,000.00 4520.9520.5213.04 021330304 SHIP TO: Water & Wastewater Director CITY OF FAYETI'EVLLLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ENTERED Partain, C DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICARON IAASING VERIFICATION PRICE CHANGE VERIFICATION P.!' { 1 2008 RETURN CHECK TO SEND COPY TO fl3000.9p 2 5-69 -27:ro Cl BD lit U2 Sales Tax Total: $6 0 Purchase Order Total: 1 697.50 ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCY CONTRACT PAYMENT OTHER APPROVED BY �� AA (/i[ J DEPT COPY PROJECT # OZ/�(.."�—f).3C�1 U THIS PAYMENT $ I C('(7) .0 PREVIOUS PAYMENT(S . t. J� TOTAL PYMT(S) $) BALANCE $ 1 Lt Sold To: LITTLEFIELD OIL CO 3403 CAVANAUGH ROAD PO BOX 180100 FORT SMITH, AR 72918 Phone: Fax: (479) 646-0595 (479) 646-0596 CITY OF FAYETTEVILLE (WESTSIDE PEGGY BELL 113 W MOUNTAIN FAYETTEVILLE, AR 72701 Invoice Invoice Ship No: Date: Date: Page: 1 230915 07/22/08 07/22/08 Profit Center: 18 Ship CITY OF FAYETTEVILLE (WESTSI To: PEGGY BELL 113 W MOUNTAIN FAYETTEVILLE, AR 72701 Acct. No:12320173 PO No: Terms:NET15 Ship Via:GENERATIONS (BOB TRUCK) Sales ID:COMM BOL/Ship.Order: Product Code/ Description Quantity Price Shipped Each Extension B/L Number-- 534867 ## LOW SULPHUR DYED DIESEL ## DIESEL FUEL 3 NA 1993 PGIII 07 ULTRA LOW SULPHER DIESEL Freight on DIESEL FUELS Freight Surcharge FEDERAL LUST FUND.0010 ARKANSAS EPA AR DYED DIESEL PREPAID AR EX DIESEL 1,580.0 3.875700 1,580.0 0.019230 1,580.0 1,580.0 1,580.0 0.001000 0.003000 0.060000 Permit Number716018462 6,123.61 30.38 17.01 1.58 4.74 94.80 Total Amount: 6,272.12 Vendor: Littlefield Oil Company Fuel VYCOLOIUC rIOU It Change Order # Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Product Amount Sales Tax Amount Payment Amount Remaining amount on P.O. Amount Paid Base P.O. $15,000.00 $15,000.00 $15,000.00 $15,000.00 1/16/2008 1 $2,525.72 $117.45 $2,643.17 $12,474.28 $2,525.72 $15,000.00 1/31/2008 2 $1,986.86 $108.51 $2,095.37 $10,487.42 $4,512.58 $15,000.00 2/14/2008 3 $4,778.82 $550.72 $5,329.54 $5,708.60 $9,291.40 $15,000.00 2/27/2008 4 $1,325.14 $54.20 $1,379.34 $4,383.46 $10,616.54 $15,000.00 3/6/2008 5 $1,360.01 $62.63 $1,422.64 $3,023.45 $11,976.55 $15,000.00 3/18/2008 6 $1,362.11 $46.46 $1,408.57 $1,661.34 $13,338.66 $15,000.00 3/26/2008 7 $1,376.73 $36.92 $1,413.65 $284.61 $14,715.39 $10,000.00 $25,000.00 4/23/2008 9 $960.92 $31.15 $992.07 $9,323.69 $15,676.31 $25,000.00 5/7/2008 10 $2,698.83 $128.42 $2,827.25 $6,624.86 $18,375.14 $25,000.00 5/20/2008 11 $1,014.67 $35.49 $1,050.16 $5,610.19 $19,389.81 $25,000.00 6/20/2008 13 $2,316.03 $130.32 $2,446.35 $3,294.16 $21,705.84 $25,000.00 $0.00 $3294.16 $21,705.84 $0.00 $5,530.54 $10,335.14 $12,438.16 $21,209.00 $21,209.00 $21209.00 $21,209.00 $21,209.00 $21,209.00 $21,209.00 $21,209.00 $0.00 $4,529.67 $7,163.60 $10,121.61 $11,991.86 $16,326.97 $28,500.22 $29,722.77 $32,179.56 $34,094.15 $38,368.69 $44,539.69 $44,539.69 $21,705.84 $1,302.27 $23,008.11 $15,000.00 $15,000.00 $0.00 $15,000.00 $15,000.00 2/14/2008 3 $5,530.54 $0.00 $5,530.54 $9,469.46 $15,000.00 4/10/2008 8 $4,804.60 $221.72 $5,026.32 $4,664.86 $10,000.00 $25,000.00 4/23/2008 9 $2,103.02 $0.00 $2,103.02 $12,561.84 $25,000.00 7/16/2008 14 $8,770.84 $138.57 $8,909.41 $3,791.00 $25,000.00 $0.00 $3,791.00 $25,000.00 $0.00 $3,791.00 $25,000.00 $0.00 $3,791.00 $25,000.00 $0.00 $3,791.00 $25,000.00 $0.00 $3,791.00 $25,000.00 $0.00 $3,791.00 $25,000.00 $0.00 $3,791.00 $21,209.00 $360.29 $21,569.29 $30,000.00 $30,000.00 $0.00 $30,000.00 $30,000.00 1/16/2008 1 $4,529.67 $208.78 $4,738.45 $25,470.33 $30,000.00 1/31/2008 2 $2,633.93 $143.82 $2,777.75 $22,836.40 $30,000.00 2/27/2008 4 $2,958.01 $120.62 $3,078.63 $19,878.39 $30,000.00 3/6/2008 5 $1,870.25 $86.47 $1,956.72 $18,008.14 $30,000.00 3/18/2008 6 $4,335.11 $147.11 $4,482.22 $13,673.03 $30,000.00 3/26/2008 7 $12,173.25 $298.65 $12,471.90 $1,499.78 $20,000.00 $50,000.00 4/23/2008 9 $1,222.55 $102.27 $1,324.82 $20,277.23 $50,000.00 5/7/2008 10 $2,456.79 $113.87 $2,570.66 $17,820.44 $50,000.00 5/20/2008 11 $1,914.59 $65.89 $1,980.48 $15,905.85 $50,000.00 6/11/2008 12 $4,274.54 $70.46 $4,345.00 $11,631.31 $50,000.00 7/31/2008 15 $6,171.00 $101.12 $6,272.12 $5,460.31 $50,000.00 $0.00 $5,460.31 $44,539.69 $1,459.06 $45,998.75 $100,000.00 $87,454.53 $3,121.62 $90,576.15 $12,545.47 $87,454.53 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE 81-87/829 11 11111111111111111 11 11111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1392 r.DATE. 8/04/2008 TWO THOUSAND, TWO HUNDRED SIXTY EIGHT DOLLARS AND 25 CENTS PAY TO THE ORDER OF Northern Tool & Equipment Co HSBC Business Solutions PO Box 5219 Carol Stream L IL 60197-5219 11•&39211' 1:08 29008 7 21: 00&7 /60 2 9 20 VOID IF NOT CASHED IN 60 DAYS AMOUNT $2,268.25 16sIABLE IGQ,,��LE EGA E NON-NEGOTIABLE .a �g_Len HYv 1392 DATE INVOICE NO. DESCRIPTION AMOUNT 6/23/2008 18289316 Swisher Trailcutter RTB;Shipping/Handlin 2,268.25 CHECK AMOUNT $2,268.25 0 81-87/829 11 11111111111111111 11 11111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1392 r.DATE. 8/04/2008 TWO THOUSAND, TWO HUNDRED SIXTY EIGHT DOLLARS AND 25 CENTS PAY TO THE ORDER OF Northern Tool & Equipment Co HSBC Business Solutions PO Box 5219 Carol Stream L IL 60197-5219 11•&39211' 1:08 29008 7 21: 00&7 /60 2 9 20 VOID IF NOT CASHED IN 60 DAYS AMOUNT $2,268.25 16sIABLE IGQ,,��LE EGA E NON-NEGOTIABLE TayetS i le PURCHASE ORDER CLQ VENDOR NO. 11670 Northern Tool & Equipment Co 2800 Southcross Dr West PO Box 1219 Burnsville MN 55337-0219 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 08-0000564-001 DATE 6/17/08 FOB Fyv TERMS NET 30 DAY -4/52 Unit Oty. of Issue Ory Received Description and Account Number Unit Price TOTALS 1.00 EA a) Swisher Trailcutter RTB 18552 Item *250062 4520.9520.5210.00 021330213 1.00 LOT b) Shipping/Handling 4520.9520.5210.00 021330213 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 r, ens D DEPARTMENT VERIFICATION / BY RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION FING VERIFICATION PRICE CHANGE VERIFICATION 1999.99 v 1999.99 268.26 " 268.26 t4 z z�y 7_5 USE Pg ENTERED A00 0 12008 RETURN CHECK TO SEND COPY TO Sales Tax Total: Purchase Order Total: ADDmONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER 4o deia�Yx e- 4 APPROVED BY PROJECT # Ci 2133-02_13 THIS PAYMENT $ 2-1z W./ PREVIOUS PAYMENT $ TOTAL PYMT(S) $ BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE Account Number 7003405920484-9 -71.0e4.0 2;268.2 NORTHERN TOOL & EQUIPMENT :Que Rate Amount Paid ;, 07/261200..-._, :... S. ..........-._.-...... _. Please make your check payable to HSBC BUSINESS SOLUTIONS . Include your account number on your check or .money order. To avoid late charges, mail at least 7 business days before due date to: RECEIVED HSBC BUSINESS SOLUTIONS JUL 1 02008 PO BOX 5219 CAROL STREAM IL 60197-5219 CITY OF FAYETTEVILLE Mit HhhnAuddeludiluadnHud MAYOR'S OFFICE CITY OF FAYETTEVILLE 113 W MOUNTAIN ST FAYETTEVILLE AR 72701-6069 IIIII,IIIuulIIIIIIsnuIIulIelnIuI 00226825002268250007003705920489990007837 tPLEASE RETURN_THE•ABOVE PORTION WITH YOUR PAYMENT :`_Jiff NORTHERN' TOOL ♦ EQUIPMENT ACCOUNT: 7003-7059-2048-9990 NORTHERN TOOL & EQUIPMENT INVOICE: 18289316 P.O. #: 08 0000564 001 AUTHORIZED BUYER: 0000000000002808415 Summer has arrived, and Northern has all the equipment and tools your business needs for its outdoor projects. To check oul our summer product line visit your nearest Northern Tool retail store, call 1.900.533-5545, or visit us online at www.N rlh Tool.com. PAGE: 1 OF 1 PURCHASE DATE: 06/23/2008 SHIP TO: CITY OF FAYETTEVILLE 15 S BROYLES AVE FAYETTEVILLE AR 72704-7722 ITEM DESCRIPTION 250062 SWISHER 52- TRAILCUTT kk. EXTENDED UNIT PRICE DISCOUNT' TOTAL 11,999.99 1.00 $1,999.99 SUBTOTAL $1,999.99 TAX 1.00 SHIPPING/DELIVERY 1268.26 TOTAL INVOICE $2,268.25 A 1.5% LATE CHARGE WILL BE ADDED MONTHLY TO ALL BALANCES UNPAID. This communication serves as official notice that all calls to/from our offices may be monitored and/or recorded for quality assurance purposes. NET TERMS = 30 DAYS INVOICE PAYMENT DUE DATE: 07/26/2008 For billing errors or questions. please call 1-800-365-6519 2006 BONDS -WASTEWATER REQUISITION City of Fayetteville, Arkansas 'Series 2006A Sales and Use Tax Capital Improvement Bonds Date: 06/02/09 Requisition No: _2006-W W-#81 TO: Simmons First Trust Company, as Trustee Pursuant to the provisions of Section 502 of the Trust Indenture dated as of November 1, 2006 ("the Indenture"), by and between the City of Fayetteville, Arkansas ("the issuer) and you, as trustee, you are authorized to make the following described payment directly to the Payee named below from the 2006 WASTEWATER Account of the Project Fund: Name of Payee: City of Fayetteville Sales Tax Construction 2006 Account # 17160292 Amount of Payment: Paid to: 17 575.16 Check # Amount General Fund (P Bell -Apr) 1836 2247.01 United Rentals 1839 15,328.15 The undersigned hereby certifies that he is authorized to deliver this Requisition on behalf of the Issuer. The amount requested hereunder has not been the basis for any previous Requisition by the Issuer and is justly due and owing to the person(s) named herein as a proper payment or reimbursement of a Project Cost with the respect to the WASTEWATER Project. No event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. City of ayetteville, AR LcJ G Rj Finance & Internal Services Director nr Page 1 of 1 17160292 Sales Tax Const 2006A Dr/Cr Amount Description Credit $50,340.78 20090602H2B7001 C00021006021247 Totals Type Amount Count Credits $50,340.78 1 Debits $0.00 0 NET $50,340.78 1 p /7 575 .{7/{-89 3a, 7Gs16 2- https://cashman.arves1.com/cashman//Memoltems.asp?Acct=17160292+Sales+Tax+Const+... 6/2/2009 New World Systems 7.0 *LIVE* 6/01/09 Check Inquiry Favorite: Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions 24=Documents Check Number Date 1839 6/01/09 1838 6/01/09 1837 6/01/09 1836 6/01/09 1835 6/01/09 1834 6/01/09 1833 5/22/09 1832 5/22/09 1831 5/22/09 1830 5/22/09 1829 5/22/09 Payee Name United Rentals (Fayettevi Reed & Associates Inc Materials Testing of AR I General Fund City Lumber Co Inc Circuit Clerk Street Dept Fund Real Estate Consultants Garver Engineers Garver Engineers Crossland Heavy Const *=Documents Attached F3=Exit F9=Resequence F12=Cancel F15=Bank 30,140.00 + 425.62 + 2,247.01 + 224.00 + 1,975.00 + 15,328.15 + 50,340.73 * ---Status---- Code Date AP0810S1 Reset: F20=ACH Inquiry 44//r/ /r/i-5'7''! /b sr,c 3z,76s.o2 More: + Check Amount 15,328.15 1,975.00 224.00 2,247.01 426.62 30,140.00 4,718.72 1,200.00 21,179.53 38,694.36 137,633.39 More... F22=More CIN of FAYETTEVILLE ARKANSAS DUPLICATE CHECK NO. 1839 DATE INVOICE NO. DESCRIPTION AMOUNT 4/29/2009 80990345-001 Lansas 24 to 48 Flow Thru Plug 15,328.15 CHECK AMOUNT $15,328.15 6 11 11111111111111111 11 11111111111111111111111111111 ye evi le CITY of FAYETTEVILLE FAYETTEVILLE ARKANSAS ...,,..,,, SALES TAX CONSTRUCTION 2006A 8187/829 PAY TO THE ORDER OF United Rentals (Fayetteville) PO. Box 100711 Atlanta GA 30384-0711 L DETACH HERE FOR YOUR RECORDS CHECK NO. 1839 6/01/2009 ***15,328 DOLLARS AND 15 CENTS n' 1B3911' 1:08 290087 21: 0017 160 29 20 VOID IF NOT CASHED IN 60 DAYS AMOUNT $15,328.15 N OTIABLE �NgG I BLE EGCTIKBLE NON-NEGOTIABLE ¶�vllle.pU VENDOR NO. 8485 .I©DQSC ORDEN United Rentals (Fayetteville Attn: Judy Hudson 2795 McConnell Rd Fayetteville AR 72701 RnITI D REc-°N1 MpV 2 21909 a NcCo,p-w-y Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 09-0000312-001 DATE v 4/28/09 �• `' of 6 -_.%TERMS FOB Fyv NET 30 DAY Qty. Unit of Issue Dry Received Description and • Account Number Unit Price TOTALS 5.00 EA a) Lansas 24 to 48 Flow Thru Plug #096-2448 4520.9520.5210.00 Roy.la+ia6 as SALE TAX REBATE 71, Aa" SHIP TO: Water & Sewer Division CITY OF,FAYETCEVILLE 2435 INDUSTRIAL DRIVE FAYEITEVILLE AR 72701 Parsons, D 021330212 2812.50 L%14062.50 A.16,3Th, % LcS1P y SECT -A5 L7tAMUrL2 Pc ops P&L G ENTERED MAY 281009 Sales Tax Total: Purchase Order Total: trt300:11- 15363728. DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COi'V TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCY CONTRACT PAYMENT OTHER APPROVED BY PROJECT# 02.13.3 THIS PAYMENT $ 14, °DF• 1p PREVIOUS PAYMENT(S1$ i "— TOTAL PYMT(S) $ ot BALANCE $ '� DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE Job Site 8 OUnited Rentals. 800 -UR -RENTS (800-877-3687) u18.2drentals.com LOCATI01:'#K03 2319 SOUTH TH STREET ROGERS AR 2758 79-636 5 979 1-880 FAX IIII IIIIIIII11 11 111 11 1111 1111 FAYETTEVILLE CITY OF WATER AND SEWER 15 S BROYLES AVE FAYETTEVILLE, AR 72704-7722 Office: 479-521-1258 Cell: 479-718-7670 CITY OF FAYETTEVILLE WATER & SEWER 113 W MOUNTAIN FAYETTEVILLE, AR 72701 EQUIPMENT SALE AGREEMENT/INVOICE 80990345-001 Customer Number : 322161 Invoice Date 4/29/09 8:27 AM Job Location: WATER AND SEWER, FAYETTEVIL Job Number 18- FAYETTEVILLE CIT P.O. Number : 09-312 Ordered By DWAIN Written By URKO3LW Salesperson : 7736 PAYMENT OF $15328.15 DUE ON 5/09/09 PAYMENT OPTIONS : Check(Mail) - Check(Fax) - Credit Card(Phone) ^g BILLING INQUIRIES: Ph# 281-340-4800 Fx# 281-240-3905 REMIT TO: UNITED RENTALS (NORTH AMERICA). INC. PO BOX 100711 ATLANTA. GA 30384-0711 Qty Equipment # Price Amount 1106476 CC: 2812.50 FLOW THRU PLUG 24"-4808380 * Make: LANSAS Model: 096-2448 Serial #: 38967 Model Year: 09 The United Guard Warranty was declined on the above unit. %i 1106477 CC: 500-8380 2812.50 FLOW THRU PLUG 24"-48"/4" * Make: LANSAS Model: 096-2448 Serial #: 40451 Model Year: 09 The United Guard Warranty was declined on the above unit. Y 1106478 CC: 500-8380 2812.50 FLOW THRU PLUG 24"-48"/4" * Make: LANSAS Model: 096-2448 Serial #: 41467 Model Year: 09 The United Guard Warranty was declined on the above unit. IV 1106843 CC: 500-8380 . 2812.50 FLOW THRU PLUG 24"-48"/4" * Make: LANSAS Model: 096-2448 Serial #: 41321 Model Year: 09 The United Guard Warranty was declined on the above unit. 7 1106844 CC: 500-8380 2812.50 FLOW THRU PLUG 24"-48"/4" * Make: LANSAS Model: 096-2448 Serial #: 41424 Model Year: 09 The United Guard Warranty was declined on the above unit. WIN CHAMPIONSHIP TICKETS: WWW.UR.COM/WIN Upon receipt of this equipment, it is the purchasers responsibility to (1) contact the manufacturer for documentation regarding equipment maintenance and use, and (2) ensure that the equipment meets the manufacturer's maintenance and operating specifications and all regulatory safety requirements, prior to placing in service. --- - - - - - - - - - - - - - - - - - - - - - Sub -total: Tax: Total: 2812.50 2812.50 2812.50 2812.50 2812.50 14062.50 1265.65 15328.15 READ BEFORE SIGNING: 111 BY SIGNING THIS EQUIPMENT SALE AGREEMENT/INVOICE, CUSTOMER AGREES TO ALL TERMS AND CONDITIONS ON THE FRONT AND BACK OF THIS AGREEMENT I ACKNOWLEDGES RECEIPT OF THE EQUIPMENT IN GOOD WORKING ORDER, AND (3) IS FULLY FAMILIAR WITH THE OPERATION AND USE OF THE EQUI / ENT. x NATURE DATE CUSTOMER NAME PRINTED UNITED RENTALS REPRESENTATIVE/DELIVERED BY DATE A LARGER FONT COPY OF THE TERMS AND CONDITIONS IS AVAILABLE UPON REQUEST. Page: 1 CITY of FAYETTEVILLE ARKANSAS DUPLICATE CHECK NO. 1836 DATE INVOICE NO. DESCRIPTION AMOUNT 4/30/2009 0000059361 Clear Due To/From 2,247.01 CHECK AMOUNT $2,247.01 3 II IIIIIIIIIIIIII III II IIIIIIIIIIIIIIIIIIIIIII III III aye eVl e CITY of FAYETTEVILLE FAYETTEVILLE ARKANSAS ARKANSAS SALES TAX CONSTRUCTION 2006A ARVEST 81-87/829829 DETACH HERE FOR YOUR RECORDS CHECK NO. 1836 6/01/2009 TWO THOUSAND, TWO HUNDRED FORTY SEVEN DOLLARS AND ONE CENT PAY TO THE ORDER OF General Fund L_ 1'i8360 1:0829008721: 0017160 2'120 VOID IF NOT CASHED IN 60 DAYS ................................. 'AMOUNL $2,247.01 N&SIABLE raNIG I BLE NON-NEGOTIABLE TOTAL 1Due to General Fund Account Name a 0 Ni IQ a 0 _. > 3 0 C J ..... 4520 -0 C = 0. Dept Sub Dept 1400 CO EV 1/1 0 _. 0 ...• 0 Project 11 -0 -I 01 St c 0 cr n 2006 BONDS -WASTEWATER REQUISITION City of Fayetteville, Arkansas Series 2006A Sales and Use Tax Capital Improvement Bonds Date: 11/12/08 Requisition No: _2006-W W-#61 TO: Simmons First Trust Company, as Trustee Pursuant to the provisions of Section 502 of the Trust Indenture dated as of November 1, 2006 ("the Indenture"), by and between the City of Fayetteville, Arkansas ("the issuer) and you, as trustee, you are authorized to make the following described payment directly to the Payee named below from the 2006 WASTEWATER Account of the Project Fund: Name of Payee: City of Fayetteville Sales Tax Construction 2006 Account# 17160292 Amount of Payment: _821,743.21 Paid to: Check # Amount Arvest (refund NSF check fee) (15.93) Crossland Heavy (EP -3) 1543 149,148.00 Fund (Engineering contra charges) 1546 503.57 Geosyntec 1547 16,394.59 McClelland 1552 752.50 Powersecure 1554 558,586.43 Wilson Brothers (EP -1) 1563 96,374.05 The undersigned hereby certifies that he is authorized to deliver this Requisition on behalf of the Issuer. The amount requested hereunder has not been the basis for any previous Requisition by the Issuer and is justly due and owing to the person(s) named herein as a proper payment or reimbursement of a Project Cost with the respect to the WASTEWATER Project. No event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. City of Fayetteville, AR 'Pan() a 13�. Finance & Internal Services Director nic Ce.;-. 'Maps. ',^ s 4una.,n.a vest.conh:‘ ;,iiia ,;; 'AcC,r- 17160292%20Sales'.'.02itTmi I('[ma !ges II Dat e —� ., n oust ( et' IL "'" Pf :Y< :_: .:,.=:., ipficin. y v v ll13(2(lf1$ i ' .t: <,, 743.21 Ii r 1 i.,•_ ;i:"„_:PORATE TIS I flirt:1514 11/13/2008 ]I2- /1.719.93 -' CR. '?CORPORATE TR ,1....i':' 1514 i 11/13124008 •.t;S' iI $31,470.08 JI CP__ •RFORPORATETR' i'z ci514 11/13 .' 4. ii :;: i 1,:149.00 ., . - i• r }( IiT:OkPORATE TR IiCCi514 Do 11/10/2 J.: "_5;� :20 • 32 �15Cix:_ tiEIi_:-LECK • 7 /7/20e 1,3 $6,200 oo CR pliEtA DEPO>l f y „6/22008 u•, ij $s,248.00t'C I_LIC. IPCK i I ;. r 11/6/2008 I`'a'`i $295.977 '• i 1C;IE&2 _�. 11/5/2008 s 15=3'-'551.577.73 Ie.i31C„C HEC': h ^' 1 { , 11/5/2008 „c ail � . '. 1530j1 •' , 6;45• t HT'KdiCHECK t :l (0 11/422008 1536ij a33 0. •s`i51 H 1-1EC_C __. .4408 1��'if59§Ty�q 1CiICHCK� 7 i 3f 11/3/2008l4458.F1e�`+riP4 1.IECK C' 1. inr"t%2008 1534!1- ' 425. 1 IC .5``S CK ` .,,2008 ' t533ij .>, t, j{,IliKli K. , •af• 110/31/2008 15-.11 $14,320.64 c 1K±[CHECK' 10/31/2008 1522.11 $364$911v_HKII:HEQ 10/30/2008 Jr $39,8157$541 t:F�_,. Oc RPet'- ITRI. 10/30/2008 15261 $4,673.141eifi 1kE• 1 • Li 10/30/2008 1-511-'71} $3, `''• . 11 K11CHC;.'_:; •11• 10/3012008 ;SQL $1,669:8�1Cf_"tIECl 10 10/304008 15i 311- --604.47 {CHKI CHECK, JL 1! 1 i 1; • ' 10/30/AA 1521 it $4.78;.,HKifcF31 f is , 'Maps. ',^ s 4una.,n.a vest.conh:‘ ;,iiia ,;; 'AcC,r- 17160292%20Sales'.'.02itTmi New World Systems 7.0 *LIVE* 11/10/08 Check Inquiry Favorite: Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. _ 9=Source 15=General Ledger T47,ansactions6,;_,24a Documents Check Opt Number Date 1563 11/10/08 1562 11/10/08 1561 11/10/08 1560 11/10/08 1559 11/10/08 1558 11/10/08 1557 11/10/08 Payee Name Wilson Brothers Const Water & Sewer Fund Water & Sewer Fund Tune Trucking Inc Tomlinson Asphalt Co Inc441./,' Jerry D Sweetser Inc Street Dept Fund 1556 11/10/08 Sod Store (The) 1555 11/10/08 Scurlock Industries of Fa 1554 11/10/08 PowerSecure, Inc &so 1553 11/10/08 McClinton -Anchor *=Documents Attached F3=Exit .F9=Resequence F12=Cancel F15=Bank ---Status---- Code Date Co, us4p 0• c 0.00 * 0• c 149,148.00 + 503.57 + 16,394.59 + 752.50 + .558,586.43 + 96,374.05 + 821,759.14 * (/f, 9,a) (41, 713 a/ AP0810S1 Reset: F20=ACH Inquiry More: + Check Amount 96,374.051 17,007.00 109.00 3,613.24 56,542.17 18,000.00 8,248.36 95.59 391.12 558,586.431 526.11 More... F22=More New World Systems 7.0 *LIVE* 11/10/08 Check Inquiry Favorite:• AP081OS1 Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions 24=Documents Check Opt Number Date 1552 11/10/08 1551 11/10/08 1550 11/10/08 1549 11/10/08 1548 11/10/08 _ 1547 11/10/08 1546 11/10/08 1545 11/10/08 1544 11/10/08 1543 11/10/08 1542 11/10/08 ---Status---- Payee Name Code Date McClelland Consult Engine ws4yo Lowe's Home Improvement I Locke Wholesale Electric Les Rogers Inc Hutchens Construction Geosyntec Consultants/✓1/Q General Fund [✓Slf General Fund CEI Engineering Assoc Inc Crossland Heavy Const 4m0 City Lumber Co Inc *=Documents Attached F3=Exit F9=Resequence Reset: F12=Cancel F15=Bank F20=ACH Inquiry More: + - Check Amount 752.50° 50.67 87.82 317.92 885.84 16,394.59' 503.57✓ 26,677.40 2,022.52 149,148.00( 74.21 More... F22=More New World Systems 7.0 *LIVE* 11/10/08 Check Inquiry AP0810S1 Favorite: + Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions 24=Documents Check ---Status---- Opt Number 1541 1540 1539 1538 1537 1536 1535 1534 1533 1532 1531 Date 11/10/08 11/10/08 11/10/08 11/10/08 11/10/08 10/29/08 10/27/08 10/27/08 10/27/08 10/27/08 10/27/08 *=Documents Attached F3=Exit F9=Resequence Payee Name Capital Impr Const Fund Beaver Lake Concrete NW AR Democrat -Gazette AEP/Swepco Ames Construction Solutio Jerry D Sweetser Inc Street Dept Fund Northwest Electric Inc Northwest Ark Quarries LL McClelland Consult Engine H&H Directional Boring In Code Date F12=Cancel F15=Bank REC Reset: More: + - Check Amount 1,081.76 734.98 251.70 1,843.38 271,719.93 39,815.85 11/06/08 14,320.64 425.00 122.46 1,248.00 10,593.00 More... F22=More F20=ACH Inquiry In, AP2 �� GL10g40GIV Page 1 of 2 17160292 Sales Tax Const 2006A Images Date Serial Number Amount TRC Description 10/10/2008 1478 $14,036.00 CHK CHECK 10/8/2008 $15.93CR i REF NSF/OD PAID PRIO Si. 10/8/2008 1489 $180.00 CHK CHECK 10/7/2008 $13,715.24 CR CORPORATE TRUST CC1514 0 10/7/2008 1495 $1,320.36 CHK CHECK 10/6/2008 $35,382.20 CR CORPORATE TRUST CC1514 0 10/6/2008 1494 $16,224.03 CHK CHECK (j 10/6/2008 1483 $6,174.75 CHK CHECK ?, Oji. 10/6/2008 1490 $1,057.58 CHIC CHECK 10/3/2008 1480 $1,103.42 CHK CHECK 0 10/3/2008 1484 $663.97 CHK CHECK 0 10/3/2008 1491 $75.00 CHK CHECK fir. 10/3/2008 1492 $25.00 CHK CHECK 0 10/2/2008 1472 $3,965.34 CHK CHECK 10/2/2008 1474 $3,541.89 CHK CHECK al, 10/2/2008 1493 $2,374.48 CHK CHECK 0 10/2/2008 1496 $1,310.08 CHK CHECK 10/2/2008 1476 $1,288.58 CHK CHECK 0 10/2/2008 1481 $327.75 CHK CHECK 10/2/2008 1473 $152.96 CHK CHECK 'i, 10/2/2008 1475 $95.59 CHK CHECK 10/1/2008 $18,856.97 CR CORPORATE TRUST CC1514 L3, 10/1/2008 1486 $3,000.02 CHK CHECK https://cashman.arvest. com/eashman//History. asp?Acct=17160292%20Sales%20Tax%20... 10/13/2008 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. 1 54 DATE INVOICE NO. DESCRIPTION AMOUNT 10/20/2008 2C WSIP EP -3 Noland WWTP-Effluent Station 149,148.00 CHECK AMOUNT $149,148.00 0 11 11111111111111111 II IIIIIIIIIIIIIIIIIIIIIIII1I III • e CITY of FAYETTEVILLE aye e FAYETTEVILLE. ARKANSAS ARKANSAS SALES TAX CONSTRUCTION 2006A AAVEST Frye ,Maus 81-87/829 PAY TO THE ORDER OF rCrossland Heavy Const �r�,,,, PO Box 350 -4 d6tIABLE Columbus KS 66725 k 1' t rig9 I BLE v, EG E NON-NEGOTIABLE DETACH HERE FOR YOUR RECORDS CHECK NO. 1543 DATE 11/10/2008 ***149,148 DOLLARS AND NO CENTS VOID IF NOT CASHED IN 60 DAYS AMOUNT $149,148.00 L 54 3v x:08 29008 7 21: 00I7L6029211' ifrittcyille PURCHASE ORDER VENDOR NO. 13383 Crossland Heavy PO Box 350 Columbus Unit City. of Issue /c) N�" \` Consre A •(�� J� KS 66725\2P Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 08-0000767-001 DATE 8/20/08 FOB Fyv TERMS NET 30 DAY 452- Ory Received Description and Account Number Unit Price TOTALS 1.00 EA See also PO #08-769 Part of Contract #2051 Per Res #155-08 Bid #08-50 i a) WSIP EP -3 Noland Station/Aeration 4520.9530.5815.00 WWTP-Effluent Basin 021330333 Pu -23-8-944.6,.00,22.826-1&_129 4,inat ; i (z6. LSC 2t& .1101.00-- diL5S 126CuJn( lac,,GJ-1Z oc.) au\ A: ?u y if - 4-q I 4 . 0 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 begets, D ENTERED NOV 0 6 an Sales Tax Total: Purchase Order Total: 23 6.00 DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION BY 5may bl r !IASING VERIFICATION _ CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCY CONTRACT PAYMENT TER APPROVED BY /I9be 4s PROJECT # 0 24 33`0333 THIS PAYMENT $ I66( 740 b( ) PREVIOUS PAYMEMT(S){$ �; .�(D. Q( ) TOTAL PYMT(S) $ `t j,{Q 2Z0. Up/ BALANCE $ T 1 TL , 4 24 o _) DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE BLACK & VEATCH Building a world of difference® City of Fayetteville. Arkansas Paul R. Noland WWTP WSIP EP -3 Mr. Lynn Hyke Water & Wastewater Department City of Fayetteville, AR 113 West Mountain Street Fayetteville, AR 72701 Dear Mr. Hyke: B&V Project 135045 B&V File B -I.1 October 30, 2008 We have reviewed Application for Payment No. 2 in the amount of $149.148.00 from Crossland Heavy Construction. Inc.. for the WSIP EP -3 Noland WWTP Improvements project and have found it to be in order. A retainage of 10% has been taken from all work completed. We recommend payment of $149.148.00 to Crossland Heavy Construction, Inc. If there are any questions concerning our recommendations, please call me at (913) 458-3147. Very truly yours, BL K & VEATCH CORPORATION Ira tie M. Funuerburk, PE Enclosures cc: Peggy Bell, City of Fayetteville Mark Sell, Crossland Heavy Construction, Inc File T00001Z21 Black & Veatch Corporation • 8400 Ward Parkway Kansas City, MO 64114 USA • Telephone: 913.458.2000 ESTIMATE FOR CON:S'1'R IICTION PA TAI ENT Estimate Number 2 WSIP EP -3 Noland \VWT'I'-Effluent Pump Motion /Aeration Basin Fayeuerille. A R Black & Veatch l'rojeci Number J4anm and Address of Owner Name and Address &'Contractor ('in' of Fayetteville 113 West 6latinlnin Fayeneville. AR 72701 Crossland Ileavy Construction. Inc. PO Box 350 Columbus. RS 66725 PERIOD BEGINNING: September 24. 2098 PERIOD ENDING: October 20. 2008 Coni nci Almnh to Date Comp l and to Date Cosi of It C111 Dcse; ipGon Unit Quantity Unit Cosi Total Cost Qty. Total Cost Qly. Total Cosi UncompletedPermit' Work Completed General Conditions I Alobilizndon LS 524,000.00 524.000.00 75.00% 318,000.00 7500% $18.000.00 56.000.00 75% • 2 Insurance LS 53,500.00 53.50000 0.00% 30.00 100.00% 53.500.00 50.00 100%• 3 Bonds Siie Construction LS 330,000.00 530.000.00 0.00% 50.00 100.00% 330.000.00 50.00 100%' 4 lilecirical Vault Drain LS 335.000.00 535.00000 0.00% 30.00 0.00% 50,00 535000.00 0% • 5 W3 West Side of Neadworks LS 545,000.00 545.000.00 0,00% 50.00 0.00% 50.00 515.00000 0% 6 W3 South Side ofllcadaorks LS 522.000.00 522.00000 0.00% 50.00 0.0096 50.00 322,000.00 0. Concrete Work 7 Aeration Basin Vertical Crack Repair LS 522.00000 522000.00 16.00% 33520.00 16.00% 53.520.00 518,48000 16% • Atrial% 8 Aluminum Roilinps Thermal & Aloisture Protection LS 513.000.00 313.000.00 100.00% 313.000.00 10000% 513000.00 30.00 100%. 9 Engine Generator Building LS 59300.00 59.700.00 0.00% 50.00 000% 50.00 59.70000 0% 0 Primary lnfhtei Pump Smlinn LS 525,900.00 325.900.00 000% 50.00 000% 50.00 525,900.00 0% 1 Digester Sludge Pump Station LS 59.80000 59.800.00 0.00% 5000 0.00% 50.00 59,800.00 0% 2 (110wer Building LS 576.700.00 576.700.00 0.00% 50.00 000•.0 50.00 576.700.00 0% 3 IiBltieni Filter Building LS 578,900.00 $78.900.00 0.0096 50.00 0.00% 30.00 378.900.00 0% 4 Mainienance Building LS 587,90000 587900.00 000% 5000 000% 50.00 587,900.00 0% 5 Chlorine Building LM 588,600.00 588.60000 0.00% 30.00 0.00% 50.00 588.600.00 0% 6 South Operation Building LS 32249,50000 5239.500.00 000% 5000 000% 50.00 5249.500.00 0% (loon & W indmv 7 Rcnnne Existing Doors&Windows LS 515.000.00 515.900,00 100.00% $15.000.00 100.00% 515000.00 50.00 100%u 8 Aluminum Storefronts LS 554000.00 354.00000 0.00% 30.00 0.00% 30.00 354000.00 0% Finishes 9 Wei Well Wall Coating LS 552,000,00 552.000.00 000% 50.00 000% 50.00 552.000.00 0% 0 Pipe Painting 1.5 528000.00 52800.00 0.00% 5000 0.00% 30.00 52800.00 0% Equipment 1 Clarifier Dr ives Replacement IS 5215.000.00 3215.000.00 0.00% 30.00 0.00% 3000 3215.000,00 0% 22 FJlluen Pump Motion LS 5164,000.00 $164000.00 0.00% 50.00 0.00% 50.00 5161.000.00 0% 23 Aeration Basin I<etum Poops LS 5305,000,00 5305.000.00 400% 512.20000 4,00% 312.200.00 5292,800.00 4% 24 Fiberglass l load & Air Duct Alodilications LS 578.346.00 578.34600 0.00% 50.00 000% 50.00 378,346.00 09e Mechonicnl 25 Ileadworks WO Os ahead Line LS 514.50000 314500.00 0.00% 5000 000% 50.00 314.500.00 0% 26 !Levitical Manhole Basemen' line LS 53.500.00 33_500.00 0.00% 50.00 0.00% 50,00 53,500.00 0% 27 South Operas ions Building W3 Line LS 317,000.00 $17.000.00 0.00% 50,00 000% 30.00 517.000.00 0% Elrorieal 28 Mobilization / T'emporary Power LS 511,500.00 311.500.00 60.87% 57.000.00 6087% 57.000.00 54.500.00 61%% 29 Snbmivals / Shop Drawings LS 510,000.00 310.00000 60.00% 56.000.00 60.00% 36,000.00 54,000,00 60% 30 Elecirical Site Work IS 325.000.00 525.000.00 0.00% 50.00 0.00% 30.00 525.000.00 0% 31 Raceway LS 3310,000.00 5310.00000 27.10% 584000.00 27.10% 584.000.00 3226.000.00 27%J 32 Condocmrs LS 5165.50000 3165.500.00 000% 30,00 000% 50,00 5165.500.00 0% 33 Electrical '"Equipment LS 5120.000,00 5120.000.00 0.00% 30.00 0001/4 30.00 5120.000.00 0% 34 Demolition LS 522.00000 522000.00 31.82% 57.000.00 31.82% 57000.00 515.000,00 32% • 35 Lightning Protect ion LS 325.000.00 52500000 0.00% 50.00 000% 5000 525.000,00 0% 36 Instrumentation IS 58.000.00 5800000 000% 50.00 000% 5000 38.000.00 0% Contras Totals 52439.64600 5165,720.00 1199.220.00 52,240.426.00 8% Resolution Number Contract Number 155-08 Notice to Proceed Date Total Days for Contract Contract Completion Date Contract Days Used Contract Days Remaining 9/2/2008 300 2051 6/29/2009 48 252 SCHEDULE OF CONTRACT CHANGE ORDERS Contract Additions By Change Order Contract Deductions By Change Order Change Order Description of Change Total Cost added by Change Order Cost of Items Completed No. Date $0.00 $0.00 $0.00 ADJUSTED CONTRACT AMOUNT Original Contract Amount $2,439,646.00 Plus Contract Additions By Change Order $0.00 Less Contract Deductions By Change Order Adjusted Contract Amount WORK PERFORMED Cost of original contract work performed Cost of Change Order work perforned Total Cost of Work Performed Less Amount Retained Net Amount Earned Add Material Stored Total Amount Due $0.00 $2,439,646.00 $199,220.00 $0.00 $199,220.00 $19,922.00 $179,298.00 $0.00 $179,298.00 Less Amount of Previous Payments $30,150.00 Balance Due $149,148.00 Recommended By: 4 w 10124 twob ENGINEER DATE hereby certify that all labor standards and contract requirements have been complied with by Crossland Heavy Construction, Inc. as prime contractor and by each subcontractor employing mechanics or aborer at the site of the work. Certified By: Approved By: MATERIAL STORED: NiRACrOR OWNER See Attached Sheet for Maerials Stored /0730/08 DATE 41Uou � g DATE Fayea?viiie /nRrAN5 ESTIMATE FOR CONSTRUCTION PAS'MENT Estimate Number 2 WSII' EP -3 Noland W\\'I'P-diluent Pump Station / Aeration Basin Fayetteville AR Black & Veatch Project Number Materials Stored Vorksheet Name and Address of Olmer City of Fayetteville 113 West Mountain Fayetteville, AR 72701 Name and Address of Contractor Crossland I lcavy Construclionm, Inc. I'O Bos 350 Columbus, KS 66725 PERIOD BEGINNING: September 24, 2008 PERIOD ENDING: October 20, 2008 ItemDescription Unit Contract Invoice Completed to Dale Stored Cosi Cosi Cosi Cost General Conditions 1 Mobilization LS $ 24,000.00 $ 18,000.00 $ 2 Insurance LS $ 3,500.00 $ 3,500.00 S 3 Bonds LS $ 30,000.00 S 30,000.00 $ _ Site Construction 4 Electrical Vauli Drain LS $ 35,000.00 $ - S - 5 W3 Weil Side of Headworks LS $ 45,000.00 S - $ 6 W3 South Side of Headuorks LS S 22,000.00 $ - $ - Concrete Work 7 Aeration I3asin Vertical Crack Repair LS $ 22,000.00 $ 3,520,00 S - Metals 8 Aluminum Railings LS S 13,000.00 $ 13000.00 $ _ Thermal & Moisture Protection 9 Engine Generator Building IS S 9,700.00 S - $ 0 Primary Influent Pump Station LS S 25,900.00 $ - $ 1 Digester Sludge Pump Station LS S 9,800.00 $ • $ _ 2 13lower Building LS $ 76,700.00 $ - S - 3 Effluent Filter Buildine LS $ 78,900.00 $ S _ 4 Maintenance Building LS S 87,900.00 $ - $ - 5 Chlorine Building LS S 88,600.00 S - $ - 6 South Operation Building LS $ 249,500.00 $ $ - Doors & Windows 7 Remove Esisling Doors & Windows LS $ 15,000.00 $ 15,000.00 S _ 8 Aluminum Storefronts LS S 54,000.00 S - $ _ Finishes 9 Wet Well Wall Coaling LS $ 52,000.00 $ - $ - 20 Pipe Painting LS $ 28,000.00 $ - $ - Equipmeni 21 Clarifier Drives Replacement LS $ 215,000.00 $ - $ 22 Effluent Pump Slaliun LS $ 164,000.00 $ - $ - 23 Aeration Basin Return I'untps LS 5305,000.00 $ 12,200,00 $ - 24 Fiberglass flood & Air Duct Modifications LS S 78,346.00 $ - $ _ (Mechanical 25 Ileadworks W3 Overhead Line LS $ 14 500.00 $ - $ _ 26 Electrical Manhole Basement Line LS $ 3,500.00 $ - $ - 27 South Operations Building W3 Line LS $ 17,000.00 $ - $ Eitel Heal 28 Mobilization / 'Temporary Power LS S 11,500.00 $ 7,000.00 S 29 Submittals / Shop Drawings LS $ 10,000.00 $ 6,000.00 $ _ 30 Electrical Site Work LS $ 25,000.00 $ - $ - 31 Raceway LS $ 310,000.00 $ 84000.00 $ - 32 Conductors LS S165,500.00 $ - S - 33 Electrical Iiquipmcni LS $ 120,00000 $ - $ _ 34 Demolition LS $ 22,000.00 $ 7,000.00 $ _ 35 Lightning Proleciion LS $ 25,000.00 $ - $ - 36 Instrumentation LS $ 8,000.00 $ - $ - Total Cost of Materials Stored $ - STATEMENT OF SUBCONTRACTORS The following is a list of subcontractors that performed work on the current pay MBE/WBEI o0 z z AMOUNT O 0 O 7 0 O N vl ell WORK PERFORMED Remove and replace conduit at aeratio basin. Clean and preparation of expansion joints at aeration basin BUSINESS ADDRESS 199 E Fantinel Blvd Springdale, AR 72762 848 Old Wire Rd. Springdale, AR 72764 NAME 1. Oil Capitol Electric 2. Roberts McNutt rl 4 vi : payipap junoWV 010-1 {( {\ \k (• cr{ !# o n }{ cr 0. 0 co cz- o 5▪ 0 {/ ▪ o o ( oCD C) 3 ?T fl o ea \ • � :, 0 \/! \ / \/ �j}}\ \ °k/� 2 E}!4 3 r»!! \ )/D0 Lo o }70o0 /CL 6 65om c• .75 0 / o 3 0 • o • ce 0 13 o LEI vi - \ ID / 7 7C" raj )\E)7 lona l'A 0* 0 (T7\\\ �0. }}\} CD (0a 9. o no 3g Balance W finish, including retainage 00.817£'09Z'Z anp ;uaw,ted ;ua.unD x21 sales;uaimp 0.0000/0 of taxable amount xe; sales;uannnD Less previous certificates of payment Total earned less retainage a6eule4aa la of 0.00/0 of stored material 10.0% of completed work ttA ar Total completed and stored to date a;ep o; wns ;oeJ;uoj 00.9P9'6EVZ Net change by change orders wns;oequoo leul6u0 00'9179'6£b'Z Contractor's Application For Payment Application and Certificate For Payment aa SMOGNIM 8 SL000 lelol g 8 8 8 8 8 SJNOL33LO1S WNNIWOT/ 0 0 8 8 N 0 Total THERMAL & MOISTURE PROTECT G N N gg g 8 8 8 o O 9 8 8 8 o 8 8 8 0 0 0 0 0 0 0 m n CO v m 0018 NOIltand0 H100S `ONIO1111S 3NI8O1H3 0018 3ONVN3INIVW M m 0 v m O O A $ m 3 C IT -1 z 2 z m r m - m A rc C CO m F O Cz A Z O N m m D COr y o D O y 0000 8888 NIO11ne H3N3O 3NION3 O g 8 8 8 8 8 8 8 N m N CO 0 0 N m A S v m m m 15.‘g gggs gs 8 8 8 8 8 8 8 8 Ieeseee 999929 8 8 8 8 8 8 8 • 8 8 8 8 8 8 8 O 0000000 8 8 8 3 8 8 8 8 8 8 8 8 8 8 8 O 0 0 0 0 0 0 0 0 gig*1 E THERMAL & MOISTURE PROTECT 8 0 8 8 g N )(LOM 31321DNOD le4Ol 8 8 8 9 8 8 8 g 8 8 0 8 0 8 o p0 0 po p0 po p0 p0 po pO O pg pg p 8 p 8 8 8 8 8 8 8 8 8 8 8 8 8 0 O 0 O O P O O 0 o 8 o o 0 0 0 0 0 0 0 0 O 8 8 8 8 8 8 8 8 8 8 8 8 8 8 d38 NOVL3 NISVS VL]V 0 N 8 0 8 8 n 0 2 n 0 NOIIDOLISNOD 31IS lelol g 8 8 N8OMOV3H d0 H100S SM 0 -nO N NIV21011nVn 31H13313 8 8 8 m ▪ CO M NOILDDUISNO3 31IS o o 0 D O m 2 mA O 2 p n • c 0 0 0 O 33N' NOIIV2 8 8 8 03 r 00 N al u PI P a g g g g s g g g 8 8 8 8 8 8 8 O 2 2 8 8 88at g 8 8 X a 0 8 8 0 8 8 8 N 8 ci o O O o O 8 8 8 O 9 8 8 8 o O 8 8 8 O o O 888 O O O 8 8 8 O O 2 8 8 8 8 8 8 8 8 2 3 n 0 n 0 z 0 c 7 3 0 0 0 c 0 OO 880 Cr▪ . e 3 d m 0 8 8 8 8 0 c v 8 8 8 8 8 8 W go 8 8 8 3 0 c R O_ 3 0 =F 0 m 3 O , Completed and Stored To Date 21°, an y 0 0 0-1 L R O 3 y n o m A a 0 O 3 fL 3 0. O A n n O 7 mZ to O p S T IT. z a • p < DI v m fD • rT pn m O C, o tD A 3 • r1• {� tD N a 0 0 In (D •rt a rt. a o N v Z ro2 2 2 3 n) O V N > o O1 '0 m 1 .. v 0 NJ NJ 0 CO 80/OZ/OT :01 pouad WW1 uo!leolddy u� S 8 8 e 113IH13313 le40l b 8 yO NOILVIN3W081SNI N01103108d ONINI14011 ! OJ 0 0 0 0 0 W Nm NOI11lQW30 lN3WdifD31V01810313 5801000N00 woo 8 5 8 8 8 0 )180M 31IS 1VDI810313 N i c 0 m MV80 dOHS/S1 HAM d1413LNOI 0 0 0 0 8 o 0 8 8 8 0 8 8 8 8 8 0) N N N N N N W 0 a N N O N O N 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 1VDD113313 C 1VDINYH3314 lelol 8 0 0 0 0 8 8 8 8 8 8 8 8 8 0 8 p gQ 25 0 0 25 0 0 25 0 0 8 8 8 8 8 8 8 8 8 8 80 8 8 8 O W p pO p0 0 8 O o o O V f X X X a' a" a° g� ;1 O o R 0 0 9 0 0 0 8 8 8 8 8 0 8 8 8 O 0 0 m m 0 o 0 o o- o o N O 0 0 0 0 8 8 8 8 8 8 o o 0 a o o o 0 0) N 0N SM 0018 E13dO HIOOS N3W3SV8 31OHNVW 0313 V31483A0 CM SNHOMOV3H 8 8 8 r O N N 8 8 8 • p O • 8 8 8 O 0 8 8 8 8 8 8 8 8 8 8• 88 a o 0 8 8 8 0 0 0 0 0 0 0 0 o 8 8 1VDINVHD3W I 1N3Wdiflba lelol 8 0 8 8 8 8 8 0 8 o O N N 0110211V 8 000H 83131d SdWOd NISVO NOIIV83V OIIVIS dWOd IN3Olid3 d3H S3AI80 831d18V10 0 0 0 0 8 8 8 8 N N 0 N m QN QQA p 8 8 8 8 pop $0 O 0 # # X f O 0 0 8 8 8 8 8888 N O 8 C O 8 8 8 8 O a 0 O K 8 r• .g 0 0 8 8 8 8 9 > 0 0 0 0 0 0 O 0 ▪ 0 0 8 8 8 8 S3HSINId lelol 8 8 8 0 8 8 O 0 o ONIINIVd 3dld NIlV00 11VM 113M 13M a o 0 8 0 8 8 N CO g0 8 8 O O 00 8 O 0 8 o O 0 8 8 O O 8 o O 0 o a o • 0 0 0 0 0 O 0 8 8 S3HSINId 0 z Q3 0 0 c m qn c 0 • oi <^a 3 < J a n E c 0 c D 3 0 3 0 a D 3 0 3 m 3 0 0 0 zn �n m 3 00 n00 n Completed and Stored To Date >n> 0 D J 0 n rt 0) N 0 0 N J L. Z 00. O 0 10 z 2• C 0 3 Ni CD 80/OZ/OI :01 p0!lad 9 01 0 7 0. n m n 0J m T 0 0▪ 1 3 m K 0 d ID m w CIN OF FAYETTEVILLE Vendor: Crossland Heavy Construction Contract #2051 EP -3 Noland WWTP-Effluent Pump rWN vu-uuuVI VI aVQ-VVVUI VO OLdOUIIUfOIdOVI 1 Cabin Change Order # Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Amount Retainage Invoice Amount Expensed Remaining amount on P.O. Base P.O. PO#08-767 $2,389,646.00 $2,389,646.00 $2,389,646.00 10/2/2008 1 $30,150.00 $3,350.00 $33,500.00 $2,356,146.00 $2,389,646.00 11/5/2008 2 $149,148.00 $16,572.00 $165,720.00 $2,190,426.00 $2,389,646.00 3 $0.00 $0.00 $2,190,426.00 $2,389,646.00 4 $0.00 $0.00 $2,190,426.00 $2,389,646.00 5 $0.00 $0.00 $2,190,426.00 __$2,389,646.00 6 $0.00 $0.00 $2,190,426.00 $2,389,646.00 7 $0.00 $0.00 $2,190,426.00 $2,389,646.00 8 $0.00 $0.00 $2,190,426.00 $2,389,646.00 9 $0.00 $0.00 $2,190,426.00 $2,389,646.00 10 $0.00 $0.00 $2,190,426.00 $2,389,646.00 11 $0.00 $0.00 $2,190,426.00 $2,389,646.00 12 $0.00 $0.00 $2,190,426.00 $2,389,646.00 13 $0.00 $0.00 $2,190,426.00 $2,389,646.00 14 $0.00 $0.00 $2,190,426.00 $2,389,646.00 15 $0.00 $0.00 $2,190,426.00 $2,389,646.00 16 $0.00 $0.00 $2,190,426.00 $2,389,646.00 17 $0.00 $0.00 $2,190,426.00 $2,389,646.00 18 $0.00 $0.00 $2,190,426.00 $2,389,646.00 19 $0.00 $0.00 $2,190,426.00 $179,298.00 $19,922.00 $199,220.00 $50,000.00 PO#08-769 $50,000.00 1 $0.00 $0.00 $50,000.00 $50,000.00 2 $0.00 $0.00 $50,000.00 $50,000.00 3 $0.00 $0.00 $50,000.00 $50,000.00 4 $0.00 $0.00 $50,000.00 $50,000.00 5 $0.00 $0.00 $50,000.00 $50,000.00 6 $0.00 $0:00 $50,000.00 $50,000.00 7 $0.00 $0.00 $50,000.00 $50,000.00 $0.00 $50,000.00 $50,000.00 $0.00 $50,000.00 $50,000.00 $0.00 $50,000.00 $0.00 $0.00 $0.00 Totals $2,439,646.00 $179,298.00 $19,922.00 $199,220.00 $2,240,426.00 Percentage of Completion Amount of Contract Amount Earned Percentage of Completion $2,439,646.00 $199,220.00 8.17% CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. 1546 DATE INVOICE NO. DESCRIPTION AMOUNT 10/22/2008 0000056719 Clear Due To/From 503.57 CHECK AMOUNT $503.57 10 II IIIIIIIIIIIIII III 11 11111111111111111111111111111 aye ev le CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS ARKANSAS SALES TAX CONSTRUCTION 2008A ArrvtsT Feyelleap.- 81-87/829 DETACH HERE FOR YOUR RECORDS CHECK NO. 1546 DATE 11/10/2008 FIVE HUNDRED THREE DOLLARS AND FIFTY SEVEN CENTS PAY TO THE ORDER OF General Fund L_ L5'.6»• I:oa2900872': OO 17L60292» VOID IF NOT CASHED IN 60 DAYS AMOUNT $503.57 INN`TIABLE NSG CURTI EGE NON-NEGOTIABLE Due to General Fund Account Name o m V a 3 o c 3 4520 Fund Dept Sub Dept 1400 Base o R d a a co 0 Sub Project CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. 15547 DATE INVOICE NO. DESCRIPTION AMOUNT 10/22/2008 188542 WSIP BWD-1 Beaver Watershed Reduction 16,394.59 CHECK AMOUNT $16,394.59 n 11 11111111111111111 11 11111111111111111111111111111 *fiNSAS e CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A —sr Mamas 81-87/829 DETACH HERE FOR YOUR RECORDS CHECK NO. 1547 DATE 11/10/2008 SIXTEEN THOUSAND, THREE HUNDRED NINETY FOUR DOLLARS & 59 CENTS PAY TO THE ORDER OF Geosyntec Consultants 5901 Broken Sound Parkway Suite 300 Boca Raton L_ FL 33487-2775 I•ISI. 711• x:08 290087 21: 00L7&6029211' VOID IF NOT CASHED IN 60 DAYS AMOUNT,_., $16,394.59 WeAl-4G6TIABLE rucNgG I BLE EGUffMtE NON-NEGOTIABLE WeinePMG,3©D O \ ORDD CQ VENDOR NO. Qty. 16808 Geosyntec Consultants Attn: Bill Ward 55 W Wacker Dr <<1 Suite 1100 Chicago Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 07-0001211-001 DATE 8/30/07 FOB Fyv TERMS NET 30 DAY 452 - Q Issue Received DescrtMOn §nci 6 O 1 Account Number Unit Price TOTALS 1.00 EA a) WSIP BWD-1 Beaver Watershed Nutrien 8}-4(L-}99g83tp0 Reduction Per RFP 06-17 Res #148-07 Contract #2004 4520.9520.5314.00 02133031 W)A ti& SHIP TO: Water& Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYErTEVILLE AR 72701 Wrede, Sar DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TQ PAY NP VERIFICATION HASING VERIFICATION I. _ CHANGE VERIFICATION BY ENTERED NOV 0 6 2008 1 �iluc6 N D A� '5 -/ RETURN CHECK TO SEND COPY TO Sales Tax Total: Purchase Order Total: ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCY OTHER l CONTRACT` nPAYMENT APPROVED BY /i/# PROJECT # G37r)3 THIS PAYMENT $ (Q. PREVIOUS PAYMENT( ?..;4 I i TOTAL PYMT(S) $ BALANCE $ 0'7 ). %i DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE Geosyntec'% consultants •.\� \ \CI Y< .t. PLEASE REMIT PAYMENT TO: Geosyntec Consultants 5901 Broken Sound Parkway, Suite 300 Boca Raton, Florida 33487-2775 USA Tel (561)995-0900 Fax(581)995-0925 CITY OF FAYETTEVILLE, AR 113 W. MOUNTAIN FAYETTEVILLE, AR 72701 Attention: PEGGY BELL Invoice # : Project : Invoice Date : Project Name : 188542 C W R8243 10/22/2008 FAYETTEVILLE NUTRIENT REDUCT. PLAN For Professional Services Rendered through transaction date: 9/30/2008 IF YOU HAVE ANY QUESTIONS REGARDING THIS INVOICE, PLEASE CONTACT BILL WARD AT (312) 658-0500. REFERENCE: FAYETTEVILLE WASTEWATER SYSTEM IMPROVEMENT PROJECT Professional Services Communications Fee Reimbursable Expenses Current Invoice "Amount Due This Invoice `" $5,548.00 $166.44 $10,680.15 $16,394.59 $16,394.59 Statement Prior Billings Current Invoice Billed To Date Paid To Date $162,727.67 $16,394.59 $179,122.26 $157,495.47 Project Budget Expended to Date Contract Balance **Amount Due This Invoice " • $199,883.00 $179,122.26 $20,760.74 $16,394.59 o`h °r Ea?"' slit) 0131 Project : CWR8243 -- FAYETTEVILLE NUTRIENT REDUCT. PLAN Invoice It :188542 Phase : 01) PROJECT MANAGEMENT Rate Schedule Labor Class / Employee Name Date Hours Rale Amount ADMINISTRATIVE ASSISTANT CONTRACT ADMINISTRATION HENDRON, SARA 09/17/2008 0.50 48.00 24.00 Total: ADMINISTRATIVE ASSISTANT 0.50 24.00 PROJECT PROFESSIONAL GENERAL WILLOBEE, MARK 09/11/2008 Total: PROJECT PROFESSIONAL Total Phase : 01) PROJECT MANAGEMENT 0.25 130.00 32.50 0.25 32.50 Rate Schedule Labor 56.50 Labor : Expense : 56.50 0.00 Phase : 02) PRELIMINARY ANALYSIS Rate Schedule Labor Class / Employee Name Date Hours Rate Amount ASSOCIATE GENERAL WARD, WILLIAM 09/01/2008 4.00 164.00 656.00 Total: ASSOCIATE 4.00 656.00 Total Phase : 02) PRELIMINARY ANALYSIS Rate Schedule Labor 656.00 Labor : Expense : 656.00 0.00 Phase : 03) DETAILED ANALYSIS Rate Schedule Labor Class / Employee Name Date Hours Rate Amount STAFF PROFESSIONAL GEOGRAPHIC INFORMATION SYSTEM DECKER, JORDAN 09/04/2008 2.25 84.00 189.00 09/05/2008 0.50 84.00 42.00 09/08/2008 5.50 84.00 462.00 09/11/2008 1.75 84.00 147.00 09/25/2008 3.00 84.00 252.00 Page 1 Project : CWR8243 -- FAYETTEVILLE NUTRIENT REDUCT. PLAN Invoice # :188542 Phase : 03) DETAILED ANALYSIS Rate Schedule Labor Class / Employee Name Total: STAFF PROFESSIONAL Date Hours Rate Amount 13.00 1,092.00 PROJECT PROFESSIONAL GENERAL WILLOBEE, MARK 09/02/2008 0.50 130.00 65.00 09/03/2008 1.50 130.00 195.00 09/09/2008 1.25 130.00 162.50 09/11/2008 2.75 130.00 357.50 09/18/2008 1.75 130.00 227.50 09/19/2008 1.75 130.00 227.50 09/22/2008 0.50 130.00 65.00 09/23/2008 1.50 130.00 195.00 09/24/2008 7.00 130.00 910.00 09/25/2008 5.25 130.00 682.50 Total: PROJECT PROFESSIONAL 23.75 3,087.50 ASSOCIATE GENERAL WARD, WILLIAM 09/16/2008 2.00 164.00 328.00 09/18/2008 2.00 164.00 328.00 Total: ASSOCIATE Unit Pricing Expenses Vendor / Employee Name GIS COMPUTER TIME DECKER, JORDAN Doc Nbr 4.00 656.00 Rate Schedule Labor 4,835.50 Date Units Rate Amount 002912 9/4/2008 2.25 10.00 002912 9/5/2008 0.50 10.00 002912 9/8/2008 5.50 10.00 002912 9/11/2008 1.75 10.00 002912 9/25/2008 3.00 10.00 13.00 Total Phase : 03) DETAILED ANALYSIS 22.50 5.00 55.00 17.50 30.00 130.00 Unit Pricing 130.00 Labor : 4,835.50 Expense : 130.00 Phase : 04) SUBCONTRACTS Page 2 Project : CWR8243 -- FAYETTEVILLE NUTRIENT REDUCT. PLAN Invoice # :188542 Phase : 04) SUBCONTRACTS Regular Expenses Vendor Nante Doc Nbr Date Cosi Multiplier Amount Subcontractors -Billable WRIGHT WATER ENGINEERS A55393 9/18/2008 9,419.78 9,419.78 Regular Expenses 1.120 Total Phase : 04) SUBCONTRACTS Labor : Expense : 10,550.15 10,550.15 10,550.15 0.00 10,550.15 Total Project Labor Total Project Expense 5,548.00 10,680.15 Total Project: CWR8243 -- FAYETTEVILLE NUTRIENT REDUCT. PLAN 16,228.15 Page 3 CITY OF FAYETTEVILLE Vendor: Geosyntec Consultants Contract #2004 PO# 07-0001211 BWD-1 Beaver Watershed Nutrient Reduction Change Order # Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Amount Retainage Invoice Amount Expensed Remaining amount on P.O. Base P.O. $199,883.00 $199,883.00 $199,883.00 11/9/2007 1 $2,438.53 $0.00 $2,438.53 $197444.47 $199,883.00 11/9/2007 2 $6,926.24 $0.00 $6,926.24 $190,518.23 $199,883.00 12/13/2007 3 $4,541.79 $0.00 $4,541.79 $185,976.44 $199,883.00 1/3/2008 4 $4,216.82 $0.00 $4,216.82 $181,759.62 $199,883.00 1/31/2008 5 $2,189.78 $0.00 $2,189.78 $179,569.84 $199,883.00 2/27/2008 6 $24,756.66 $0.00 $24,756.66 $154,813.18 $199,883.00 4/9/2008 7 $8,952.76 $0.00 $8,952.76 $145,860.42 $199,883.00 5/1/2008 8 $21_,609.59 $0.00 $21,609.59 $124250.83 $199,883.00 6/20/2008 9 $22,157.32 $0.00 $22,157.32 $102,093.51 $199,883.00 7/1/2008 10 $36,215.36 $0.00 $36,215.36 $65,878.15 $199,883.00 7/31/2008 11 $4,736.16 $0.00 $4,736.16 $61,141.99 $199,883.00 8/28/2008 12 $18,754.46 $0.00 $18,754.46 $42,387.53 $199,883.00 10/2/2008 13 $5 232.20 $0.00 $5,232.20 $37 155.33 $199,883.00 11/5/2008 14 $16,394.59 $0.00 $16,394.59 $20760.74 $199,883.00 15 $0.00 $0.00 $20,760.74 $199,883.00 16 $0.00 $0.00 $20,760.74 $199,883.00 17 $0.00 $0.00 $20 760.74 $199,883.00 18 $0.00 $0.00 $20,760.74 $199,883.00 19 $0.00 $0.00 $20,760.74 $179,122.26 $0.00 $179,122.26 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Totals $199,883.00 $179,122.26 $0.00 $179,122.26 $20,760.74 Percentage of Completion Amount of Contract Amount Earned Percentage of Completion $199,883.00 $179,122.26 89.61% CITY of FAYETTEVILLE, ARKANSAS DUPLICATE SWILle AMES, ForpthoRt- 81-87/829 ll IIIIIIII'lllll 111 II IIIIIIIIIIIIIIIIIIIIIIIIII III CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1552 DATE 11/10/2008 SEVEN HUNDRED FIFTY TWO DOLLARS AND FIFTY CENTS PAY TO THE ORDER OF McClelland Consult Engine 14' (ABLE PO Box 34087 Little Rock AR 72203-4087 NSG�TAB,�LE EG:LE NON-NEGOTIABLE L VOID IF NOT CASHED IN 60 DAYS AMOUNT $752.50 fie i 55 211' 1:08 29008 7 21: 00 7 1160 29 20 —"--'-^—. I salsa DATE INVOICE NO. DESCRIPTION AMOUNT 10/21/2008 FY082710-001 WSIP Related surveying services 752.50 CHECK AMOUNT $752 50 SWILle AMES, ForpthoRt- 81-87/829 ll IIIIIIII'lllll 111 II IIIIIIIIIIIIIIIIIIIIIIIIII III CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1552 DATE 11/10/2008 SEVEN HUNDRED FIFTY TWO DOLLARS AND FIFTY CENTS PAY TO THE ORDER OF McClelland Consult Engine 14' (ABLE PO Box 34087 Little Rock AR 72203-4087 NSG�TAB,�LE EG:LE NON-NEGOTIABLE L VOID IF NOT CASHED IN 60 DAYS AMOUNT $752.50 fie i 55 211' 1:08 29008 7 21: 00 7 1160 29 20 aye evl ; e PURCHASE OHM VENDOR NO. 7460 McClelland Consult Engr Attn: John C Quinn PO Box 1229 1810 N College Ave Fayetlrlaevi l2Le Issue Recef„ed Oty. of Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 08-0000636-001 DATE 6/24/08 FOB Fyv TERMS NET 30 DAY Descrltlbn i r17 0 2 Account Number Unit Price 45z TOTALS 1.00 LOT ' a) WSIP Related Surveying Services 95"0. u0 900.00 Per RFQ #08-01 4520.9520.5810.00 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 Jones, Sha DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION PURCHASING VERIFICATION PRICE CHANGE VERIFICATION 021330305 Vax‘os? rH7fr- ENTERED NOVO 6 2008 RETURN CHECK TO SEND COPY TO Sales Tax Total: Purchase Order Total: trug.' ADDITIONAL APPROVAL CHECK M DOES NOT MEET PURCHASING POUCY CONTRACT PAYMENT OTHER APPROVED DY Oft" elP dfr, gi Pe PROJECT 4 ()2. 1 { - THIS PAYMENT $ -kV- .50 PREVIOUS PAYMENT(S) $ GG TOTAL PYMT(S) �tin2.. 6 `> BALANCE$ '6)141 .5o Mrir CONSULTING ENGINEERS, INC. ! DESIGNED 10 SERVE / P.O. Box 34087 Little Rock, Arkansas 72203-4087 479-443-2377 FAX 479-443-9241 City of Fayetteville Shannon Jones 113 West Mountain Street Fayetteville, AR 72701 Purchase Order # 08-00636 INVOICE Invoice number Date FY082710-001 10/21/2008 Project: FY082710 On Demand WSIP- Various Tasks Billing Period: 07/21/2008 Through 08/09/2008 Surveying Services Prof. Land Surveyor Survey Crew -2 Man Survey Technician Phase subtotal Expenses Expenses Mileage Phase subtotal Approved by: DAVID L. HADLOCK Prof. Land Surveyor Hours Rate Billed Amount 5.25 1.50 0.50 total 94.00 143.00 77.00 Units Rate 493.50 214.50 38.50 746.50 746.50 Billed Amount 12.00 0.50 total Invoice tot 6.00 6.00 6.00 752.50 Iy o/ r -�J . !2 /0/24,10 City of Fayetteville Invoice number: FY082710-001 Invoice date: 10/21/2008 Page 1 Vendor: McClelland Consult Engr CITY OF FAYETTEVILLE PO# 08-0000636 WSIP Related Survevino Services Change Order # Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Amount Retainage Invoice Amount Expensed Remaining amount on P.O. Base P.O. $9,500.00 6/24/2008 $9,500.00 $9,500.00 10/28/2008 1 $752.50 $0.00 $752.50 $8,747.50 $9,500.00 2 $0.00 $0.00 $8,747.50 $9,500.00 3 $0.00 $0.00 $8,747.50 $9,500.00 4 $0.00 $0.00 $8,747.50 $9;500.00 5 $0.00 $0.00 $8,747.50 $9,500.00 6 $0.00 $0.00 $8,747.50 $9,500.00 7 $0.00 $0.00 $8,747.50 $9,500.00 8 $0.00 $0.00 $8,747.50 $9,500.00 9 $0.00 $0.00 $8,747.50 $9,500.00 10 $0.00 $0.00 $8,747.50 $9,500.00 11 $0.00 $0.00 $8,747.50 $9,500.00 12 $0.00 $0.00 $8,747.50 $9,500.00 13 $0.00 $0.00 $8,747.50 $9,500.00 14 $0.00 $0.00 $8,747.50 $9,500.00 15 $0.00 $0.00 $8,747.50 $9,500.00 16 $0.00 $0.00 $8,747.50 $9,500.00 17 $0.00 $0.00 $8,747.50 $9,500.00 18 $0.00 $0.00 $8,747.50 $9,500.00 19 $0.00 $0.00 $8,747.50 $9,500.00 20 $0.00 $0.00 $8,747.50 $9,500.00 21 $0.00 $0.00 $8,747.50 $9,500.00 22 ' $0.00 $0.00 $8,747.50 $9,500.00 23 $0.00 $0.00 $8,747.50 $9,500.00 24 $0.00 $0.00 $8,747.50 $9,500.00 25 $0.00 $0.00 $8,747.50 $752.50 $0.00 $752.50 $0.00 $0.00 $0.00 $0.00 1 $0.00 $0.00 $0.00 $0.00 2 $0.00 $0.00 $0.00 $0.00 3 $0.00 $0.00 $0.00 $0.00 4 $0.00 $0.00 $0.00 $0.00 5 $0.00 $0.00 $0.00 $0.00 6 $0.00 $0.00 $0.00 $0.00 7 $0.00 $0.00 $0.00 $0.00 8 $0.00 $0.00 $0.00 $0.00 9 $0.00 $0.00 $0.00 $0.00 10 $0.00 $0.00 $0.00 $0.00 11 $0.00 $0.00 $0.00 $0.00 12 $0.00 $0.00 $0.00 $0.00 13 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Totals $9,500.00 $752.50 $0.00 $752.50 $8,747.50 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO DATE INVOICE NO. DESCRIPTION AMOUNT 9/19/2008 20755 Back-up Power Generator Equipmnet and In 558,586.43 CHECK AMOUNT $558,586.43 18 II IIIIIIIIIIIIII III II IIIIIIIIIIIIIIIIIIIIIIIIII III aye eve CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS ARKANSASSALES TAX CONSTRUCTION 2006A ARVEST 81-87/829 PAY TO THE ORDER OF PowerSecure, Inc Dept 2279 PO Box 122279 Dallas TX 75312 L DETACH HERE FOR YOUR RECORDS CHECK NO. 1554 .. ,.DATE:.-.. 11/10/2008 ***558,586 DOLLARS AND 43 CENTS 1'&55411' 1:08 29008 7 21: 00&7&602920 VOID IF NOT CASHED IN 60 DAYS AMOUNT $558,586.43 keiCateanIABLE ritiNIGCLJABLE EGOTIABCE NON-NEGOTIABLE trat ** CHANGE ORDER ** a PURCHASE MOEN VENDOR NO. ARKANSAS 16311 PowerSecure, Inc 303 E Seventeenth Ave Suite 660 Denver Each Package Must Be Marked PURCHASE ORD Exactly As Shown Here City of Fayetteville, Arkansas 07-0000537-10 DATE ' 7/30/07 CO 80203 FOB Fyv TERMS NET 30 DAY Qty. Unit of Issue City. Received Description and Account Number Unit Price TOTALS 1.00 LOT l4La)Back-up Power Generation Equipment1986786.6&—±tettst-68 and Installation Services for the West Side Wastewater Treatment Plant and the Hamestring Sewer Lift Station Per Ord #4995 Contract #1082 **Closed 07/30/07** 4480.9480.5801.00 SHIP TO: Water & Wastewater Director CITY OF FAYE ITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 ENTERED NOV Q 7 ZDOB 021330399/4g, -21_ 7 icy 0' c? (, ,;;\ -: �, P I � 1 w �, 'c( „ C/vse fel Continued on Next Page DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY A/P VERIFICATION PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACTT'RPAYMENT APPROVED BY I/b /11 ,49 PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE $ 2 - DEPT. DEPT. WHEN COMPLETE DELIVER TO ACCTS. ssets-a, ** CHANGE ORDER ** Wayes evl,le PURCHASE OQDC Q VENDOR NO. 16311 PowerSecure, Inc 303 E Seventeenth Ave Suite 660 Denver CO 80203 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 07-0000537-100 DATE 7/30/07 FOB Fyv TERMS NET 30 DAY Unit Qty. Oty. of Issue Received Description and Account Number Unit Price TOTALS 1.00 LOT __A__ b) Back-up Power Generation Equipment1704485.03 1701485 and Installation Services for the n r-/� West Side Wastewater Treatment Plant 6%526443 �.�1 lv�t/� /( 2 and the Hamestring Sewer Lift �c.���1(,6 ` '� Station Per Ord #4995 Contract #1082 07/30/07 C/O #1 to correct G/L # by closing line item (a) and open (b) with remaining encumbrance 4520.9520.5801.00 021330399 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 Allen, And i 4-':355 gip 113 Sales Tax Total: 0 Purchase Order Total: .71 DEPARTMENTVERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY CHECK # DOES NOT MEET PURCHASING POLICY $ CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS PAYABLE • \ 0 Project Name: City of Fayetteville - West Side Wastewater Treatment Plant Project Located in: Fayetteville, AR Standby IDG System Bill To: City of Fayetteville Attn: Accounts Payable 113 West Mountain Fayetteville, AR 72701 vt Derek Tugwell Financial 5ennces 1609 Heritage Commerce Ceun Wake Forest, NC 27587 (919)453-1769 dtugwea@powersecure.com Invoice Date Invoice # 9/19/2008 20755 Remit Payment To: PowerSecure Dept 2279 PO Box 122279 Dallas, TX 75312-279 P.O. Number Terms Due Date PowerSecure Project Number 07-0000537-001 Net 30 10/19/2008 070001DD-FAY Quantity Description Price Each Amount Provide 2000kW Standby; S25kW-Prime-48BYf2iaiU em to serve the City of Fayetteville for t�{West Side Wastewater Treatment Plant Engineering, Generator/Enclosure, NexGear Switchgear, Installation and 1 Yr Warranty Sound Attenuation to 75 dB Decreased for Concrete Pad and Conduits Subtotal 5 Yr Warranty Generator Transformer NexGear Project Total Amount Previously Invoices Total Due this Invoice for Final Completion Arkansas State Sales Tax Fayetteville City Tax Washington County Tax $945,449.00 $21,428.00 ,,($30,000.00) $936,877.00 $6,600.00 $3,450.00 $14,450.00 Raj $961,377.00 _($728,832.75) $232,544.25 a0Z 3G@ 31.15 Project Billing History Professional Fees Billed: Percent Complete: Fee Earned: Payments Received: Total Amount Outstanding $1,043,051.54 100% $1,043,051.54 $728,832.75 $314,218.79 Total Due 4 in Auo 5b Power Secure Project Name: City of Fayetteville - Hamestring Lift Station Project Located in: Fayetteville, AR Standby IDG System Bill To: City of Fayetteville Attn: Accounts Payable 113 West Mountain Fayetteville, AR 72701 Derek Tugwell Financial Services 1609 Heritage Commerce Court Wake Forest. NC 27587 (919) 453-1769 dtugwell©powersecure.com Invoice Date Invoice # 9/19/2008 20756 Remit Payment To: PowerSecure Dept 2279 PO Box 122279 Dallas, TX 75312-279 P.O. Number Terms Due Date PowerSecure Project Number 07-0000537-001 Net 30 10/19/2008 070002DD FAY Quantity Description Price Each Amount Provide 2000kW Standby; 18 W Pri e; 480Y/277V IDG System to serve the City of Fayetteville for t Hamestring ift Station Engineering, Generator/Enclosure, NexGear Switchgear, Installation and 1 Yr Warranty Sound Attenuation to 75 dB Decreased for Concrete Pad Decreased for Add-ons for the Concrete Pad Subtotal 5 Yr Warranty Generator NexGear Project Total Amount Previously Invoices Total Due this Invoice for Final Completion Arkansas State Sales Tax Fayetteville City Tax Washington County Tax $849,906.00 $21,428.00 x($11,760.00) ✓($1,212.00) $858,362.00 $6,600.00 $12,700.00 $877,662.00 ,x($656,395.50) $221,266.50 k , 324.C$44394778 fr:yi .�C)$4634e926 3i • 25 $407218729— Project 1e;2re29— Project Billing History Professional Fees Billed: Percent Complete: Fee Earned: Payments Received: Total Amount Outstanding $953.277.33 100% $953277.33 $656.395.50 $296.881.83 Total Due .IIfYtJt3 1 I ) 1,B/:B5 Power Secure Summary Pricing -Fayetteville, AR a, -(1 Westside WWTP Hamestring Lift Station Engineering Generator/Enclosure NexGear Switchgear Installation 1 Yr Warranty $945,449.00 $849,906.00 Sound Attenuation to 75 dB $21,428.00 $21,428.00 5 Yr Warranty Generator $6,600.00 $6,600.00 Transformer $3,450.00 NexGear $14,450.00 $12,700.00 $991,377.00 $890,634.00 AR State Sales Tax 54778.08 49826.10 Fayetteville Tax 50.00 59.00 Washington Co. Tax 31.25 31.25 Subtotals: $1,046,236.33 $940,550.35 Grand Total $1,986,786.68 a, -(1 then a sales tax permit is not required. Source: Ark. Code Ann. §§ 26-52-103(9); 26-52-201; 26-52-301; 26-52-307 GR -21.1 PURCHASES BY CONTRACTORS - INCREASE IN SALES AND USE TAX RATES: A. Materials purchased for use in construction contracts that become recognizable compo- nents of the completed project are subject to state and local sales and use tax In ac- cordance with Act 387 of 1995, these materials are exempt from certain increases in state or local sales and use taxes if the following conditions are satisfied: 1. The materials must be used in a construction contract entered into before the effec- tive date of the tax increase. 2. The materials must be purchased prior to the expiration of five (5) years from the effective date of the tax Increase. 3. The construction contractor shall complete and sign the "Certificate of Proof for Con- tractor's Entitlement to Exemption from Sales and Use Tax Increase", a copy of which follows this rule and which is available from the Sales and Use Tax Section, Revenue Division of the Department of Finance and Administration. The construc- tion contractor shall furnish a completed copy of the form to each seller of exempt property for each contract and shall retain a copy of the Certificate with his purchase records. 4. The seller must keep adequate records to identify all exempt materials sold. The seller must retain the completed Certificate described in paragraph (3) above. The seller's invoices or other sales documents must contain a statement that the seller has received the Certificate which is retained in his records. EXAMPLE A: Pulaski County local sales and use tax is increased by 1 % effective October 1, 1995. Purchases of materials used in completing construction contracts entered into prior to October 1, 1995, will be exempt from the additional 1% tax un- til September 30, 2000. EXAMPLE B: On November 1, 1995, a construction contractor purchases a hammer and 50 pounds of nails for use in framing an apartment building. The construction contractor furnishes all necessary information required by this rule to the seller. The construction contract was signed prior to the October 1, 1995, tax increase. The additional tax increase is due on the sale of the hammer because the hammer will not become a recognizable part of the building. The nails are exempt from the tax increase because the nails, although they cannot be seen, are a recognizable part of the building. 5. This rule is not applicable to a contract for which the contractor has the right to pass any additional tax on to the prindpal as a part of the contractor's cost. B. Consumer use tax reports: Some construction contractors report the use tax due on materials purchased from out of state sellers directly to the Revenue Division of the De- partment of Finance and Administration. When such a construction contractor claims the exemption granted by Act 387 of 1995, the construction contractor shall keep all re- cords required by this rule induding maintaining copies of purchase invoices and the contracts for which the exemption is claimed. C. Burden of Proof: The burden of proving entitlement to an exemption is on the taxpayer. In the case of an audit of a seller's business, the burden is on the seller to keep records adequate to prove the validity of the daimed exemptions. In the case of an audit of a construction contractor's business, the burden is on the construction contractor to keep records adequate to prove the validity of the daimed exemptions. Failure to do so will 57 result in the exemptions being disallowed and applicable tax, penalty and interest being assessed to the taxpayer. Source: Ark Code Mn § 26-52-427 GR -22. PERSONS REQUIRED TO COLLECT AND REMIT TAX --SPECIFIC BUSI- NESS --FUNERAL HOMES AND FUNERAL DIRECTORS: A. Funeral homes or funeral directors must collect and pay the tax upon the gross receipts or gross proceeds of all sales of tangible personal property sold by them in connection with the services they offer.. B. Where the funeral home or funeral director separately states the charges for items of tangible personal property on his bill or invoice, then the tax should be collected and remitted on the gross receipts or gross proceeds derived from the sale of the items of tangible personal property. C. Where a corpse is shipped by one funeral home located in Arkansas to another funeral home located in Arkansas, the tax must be collected and remitted on the gross receipts or gross proceeds derived from the sale of the casket, shipping case, shipping box and freight, by the selling funeral home. If, however, the body is shipped outside the State of Arkansas, then see GR -5 for applicable rules. D. Funeral homes and funeral directors are considered the consumers of preparation room supplies and equipment, display room equipment, chapel furnishings and equipment, and cemetery equipment, and must pay the tax to the suppliers of these goods at the time of purchase. • E. Prepaid Funeral Contracts. 1. When tangible personal property is sold through a pre -paid funeral plan, the funeral home or funeral director has the option of: a. remitting gross receipts tax when the property is provided to the customer. The tax shall be calculated at the rate in effect when the property is provided, or b. remitting gross receipts tax on the date the contract is purchased. The tax shall be calculated at the rate in effect when the contract is purchased. 2. If the funeral home elects to pay gross receipts tax on the date the contract is purchased, the gross receipts tax must be reported on the sales tax report for the month in which the contract is purchased. Those funeral homes who have received approval from the Director of Revenue to pay tax on a cash basis should remit the gross receipts tax as outlined in Gross Receipts Rule 78. Source: Mc. Code Mn. § 26-52-301(1); 26-52-511 GR -23. RADIO, VIDEO AND TELEVISION TAPES AND FILMS: Retail sales of ra- dio, video and television tapes and films containing commercial or other messages, Including CDs, DVDs, and any digital image media, are subject to the tax. Producers must collect and remit the tax from their clients or customers on the total receipts from the production of tapes, films, and other such media without deducting any production costs attributable to the tapes, films, or media. The sale of a tape, film, or media is complete when the client is billed, even though the seller may retain possession of the tape, film, or media, or may deliver it directly to a radio or television station for the convenience of the dient. The tax does not apply to the sale of broadcasting time, or to any other service which does not contribute to the production of an article of tangible personal property by the seller, nor does it apply to a tape, film, or media prepared by an advertising agency for its client as part of an advertising campaign. (See GR -46.). EXAMPLE 1: Producer is directed to videotape one or more events, sites, persons, or other occurrence. Producer delivers the videotape to its customer. Producer must collect tax 58 Vendor:' PowerSecure, Inc. CIN OF FAVETTEVILLE Contract #1082 WSIP P ant and Hamestnng Sewer Lift Station PO# 537 Power Change Order# Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Amount Retaina.e Invoice Amount Exsensed Remaining amount on P.O. Base P.O. $1,986,786.68 51,986,786.68 51,986,786.68 4/30/2007 1 5282,301.65 $0.00 $282,301.65 $1,704,485.03 $1,986,786.68 10/4/2007 2 $1,102,926.60 $0.00 $1,102,926.60 $601,558.43 •1 ($42,972.00) 51,943,814.68 11/6/2008 3 $558,586.43 $0.00 5558,586.43 (50.00) 51,943,814.68 4 50.00 50.00 ($0.00) 51,943,814.68 5 50.00 $0.00 (50.00) $1,943,814.68 6 50.00 50.00 ($0.00) $1,943,814.68 7 50.00 50.00 (50.00) 51,943,814.68 8 50.00 50.00 (50.00) 51,943,814.68 9 50.00 50.00 (50.00) $1,943,814.68 10 50.00 50.00 (50.00) $1,943,814.68 11 50.00 50.00 (50.00) $1,943,814.68 12 50.00 $0.00 (50.00) $1,943,814.68 13 50.00 50.00 (50.00) $1,943,814.68 14 $0.00 $0.00 (50.00) 51,943,814.68 15 50.00 50.00 ($0.00) 51,943,814.68 16 50.00 50.00 (50.00) $1,943,814.68 17 50.00 50.00 (50.00) 51,943,814.68 18 50.00 50.00 (50.00) $1,943,814.68 19 50.00 50.00 (50.00) $1,943,814.68 20 50.00 50.00 (50.00) $1,943,814.68 21 50.00 50.00 (50.00) 51,943,814.68 22 50.00 $0.00 (50.00) $1,943,814.68 23 50.00 50.00 (50.00) 51,943,814.68 24 50.00 50.00 (50.00) $1,943,814.68 25 50.00 50.00 (50.00) $1,943,814.68 50.00 $1,943,814.68 50.00 50.00 50.00 50.00 $0.00 50.00 50.00 50.00 $0.00 50.00 50.00 50.00 50.00 $0.00 50.00 50.00 50.00 50.00 $0.00 $0.00 50.00 50.00 $0.00 50.00 $0.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 $0.00 $0.00 $0.00 50.00 50.00 50.00 50.00 50.00 $0.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 $0.00 50.00 $0.00 $0.00 50.00 50.00 50.00 50.00 50.00 $0.00 50.00 $0.00 50.00 50.00 $0.00 50.00 50.00 50.00 $0.00 50.00 $0.00 50.00 $0.00 50.00 50.00 $0.00 50.00 50.00 50.00 50.00 $0.00 50.00 50.00 50.00 $0.00 $0.00 $0.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 Totals 51,943,814.68 $1,943,814.68 $0.00 51,943,814.68 50.00). Percentage of Completion Amount of Contract Amount Earned Percentage of Completion $1,943,814.68 51,943,814.68 100.00% City of Fayetteville Remittance Vendor: PowerSecure, Inc. PO# 537 Date: 11/6/2008 Date Invoice Number Amount Product Shipping Tax 9/19/2008 20755 $287,403.58 $287,403.58 9/19/2008 20756 $271,182.85 $271,182.85 Total 1 $558,586.43 1 $558,586.43 1 $0.00 $0.00 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. DATE INVOICE NO. DESCRIPTION AMOUNT 10/07/2008 9 EP -1 Contract 96,374.05 CHECK AMOUNT $96,374.05 27 1111111111111111111 1111111111111111111111111111111 evl le CITY of FAYETTEVILLE aye FAYETTEVILLE, ARKANSAS ARKANSAS SALES TAX CONSTRUCTION 2006A F _f 81e87/829vv 81 87/829 PAY TO THE ORDER OF Wilson Brothers Const Co, Inc 201 E Collum Lane PO Box 580 Alma AR 72921 L_ DETACH HERE FOR YOUR RECORDS CHECK NO. 1563 11/10/2008 ***96,374 DOLLARS AND 5 CENTS 'i563" ':08 29008? 21: ODL?L602920 VOID IF NOT CASHED IN 60 DAYS AMOUNT $96,374.05 keiN-4G6tIABLE raiNCgt I BLE EGaMBLE NON-NEGOTIABLE aye eVl e PMCK VENDOR NO. Qty. 16483 ** CHANGE ORDER M ©RIDER RECEIVED Wilson Brothers Const Co 1tte OCT 3 o 1°9 201 E Collum Lane \ ACCOUNTING PO Box 580 Alma Alt 72921 N _ ` �a ao. Unit Q 01 Received Issue Description and Account Number ** Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas DATE 3/05/08 FOB Fyv TERMS NET 30 DAY PURCHASE ORDER # 07-0000806-102 Unit Price TOTALS 1.00 EA a) EP -1 Contract Contract #1090 Res #86-07 Bid #07-33 07/31/07 C/O #1 to Change G/L Number 09/14/07 C/O #2 to decr PO by contingency amount of <$65,000.00> 4520.9520.5801.00 021330313 ]177703 67_ 13.2.2.2.93_62__ SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 ENTERED NOV 0 6 2008 Continued on Next Page DEPARTMENT VERIFICATION BY RECEIVED 1.' ` ♦ /T.,lTE ) DEPT HEAD APPROVALt ) G; Malt AMOUNT TO PAY $ A . 0 i �1 II AP VERIFICATION PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER Q APPROVED BY MaiVel.� 24 ,' /� PROJECT # THIS PAYMENT $ " 10? . ({2i PREVIOUS PAYMENT(S))$ l r5 L I sy�nn TOTAL PYMT(S) $ 1 1 1 LL0 BALANCE $ v�``a V L1 etS DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABFJL' i i h I nS aye evl., e p� VENDOR NO. 16483 ** CHANGE ORDER ** RC HAS ©NM Wilson Brothers Const Co, Inc 201 E Collum Lane PO Box 580 Alma AR 72921 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 07-0000806-102 DATE 3/05/08 FOB Fyv TERMS NET 30 DAY '/57 Unit O Oty. of Received Issue Description and Account Number Unit Price TOTALS 1.00 EA _Ir__ b) Change Order #1 to Contract 03/03/08 C/O #1 to incr PO by $9,091.98 for Noland WWTP Renovations, WSIP Subproject EP -1 4520.9520.5801.00 021330313 9091.98 9091.98 v tti -1\IY-4. q c . Q(� 4620. u DI 60 Oliada« 6.r,1 {, c6-14 �5 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 Allen, And Sales Tax Total: Purchase Order Total: DEPARTMENTVERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY CHECK # DOES NOT MEET PURCHASING POUCY $ CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE 11 ARKANSAS APPLICATION FOR PAYMENT Contract Numbers: EP -I Contract Title: Noland WWTP Wet Weather Improvements Application Number: 9 Date: 10-7-08 CONTRACTOR: Wilson Bros. Construction Ordinance/Resolution Number: Address:PO Box 580 Effective: Alma, AR 72921 Encumbrance No: Application for Work Accomplished Through the Date of: 10-7-08 Original Contract Price O]$ 1,327 793 62 Net Change by Change Orders _#1_ through (21$ 9.091.98 Current Contract Price (1 + 2) [3]$ 1.336.885.60 Completed Work [4]$ 1.336,885.60 Stored Material [5]$ 0 Total Completed and Stored to Date (4+5) Previous Payments [7]$ 1.223,111.55 Previous Retainage (8J$ 104,274,05 Total Previous Applications (7+8) (91$ 1,327,385.55 Amount This Application (6-9) [10]$ 9500.00 [6]$ 1.336.885.60 Less Retainage This Application* Release of Retainage ilet...(Wawncz Due This Application (10-11+12) [ )[11 J$ o.00 [12J$ 104,274.05 — /'7� S/OD [13]$'TTA7T4-65- 14,379. oS�c Retainage on Completed Work Only Accompanying Documentation: Attached Schedule of Values CONTRACTOR's Certification: /7 Vao.L') Lerich,' +^'. 'es The undersigned CONTRACTOR certifies that (1) all previous progress payments received from OWNER on account of Work done under the Contract referred to above have been applied on account to discharge CONTRACTOR'S legitimate obligations incurred in connection with Work covered by all prior Applications for Payment; (2) title of all Work, materials and equipment incorporated Into said Work or otherwise listed in or covered by this Application for Payment will pass to OWNER at time of payment free and clear of all Liens, security interests and encumbrances (except such as are covered by a Bond acceptable to OWNER indemnifying OWNER against any such Lien, security interest or encumbrance); (3) all Work covered by this Application for Payment is in accordance with the Contract Documents and not defective, and (4) all labor standards contract requirements have been complied with by CONTRACTOR and by each subcontractor employing mechanics or laborers at the site of the work. Dated: 10/1/08 Wilson Brothers Constryctin0 Co., Inc. By: Application For Payment 119 revised.doc (FAYETTEVILLE, AR ) (NOLAND WWTP (CONTRACT EP-I/PN 135045 ) NIRACTOR 01290.01 - 1 10/15/2008 GO- ENGINEER's Certification for Payment In accordance with the Contract Documents, based on on-site observations and the data comprising this application, the Engineer certifies to the Owner that to the best of the Engineer's knowledge, information and belief the Work has progressed as indicated, the quality of the Work is in accordance with the Contract Documents, and the Contractor is entitled to payment of the AMOUNT CERTIFIED. AMOUNT CERTIFIED $ 3744 OS (Attach explanation if amount certified differs from the amount applied for. Initial all figures on this Application and on the Schedule of Values that are changed to conform to the amount certified.) ENGINR B Pne• Name: Katie, Fjvl<krburrt Date: /o/2_y/08 Firm: 61 ack. * VeaficIA OWNER's Approval The amount previously certified is approved for payment. By: n Date: Approved By: �I Distribution: 0 • -r (4) ❑ Con ractor O Engineer ❑ Other P- fd irtv? n& Date: ZA Oct- a $r Application For Payment #9 01290.01 - 2 8/20/2008 (FAYETTEVILLE, AR ) (NOLAND WWTP ) (CONTRACT EP-1/PN 135045 ) CIN OF FAYETTEVILLE Vendor: Wilson Brothers Construction Co., Inc. Contract#1090 EP -1 Noland WWTP-Wet Weather Basin PO# 07-0000806 WasteWater System Improvement Project Change Order # Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Amount Retainage Invoice Amount Expensed Remaining amount on P.O. Base P.O. $1,327,793.62 $1,327,793.62 $1,327,793,62 9/11/2007 1 $166,725.00 $18,525.00 $185250.00 $1,142,543.62 $1,327,793.62 10/11/2007 2 $294,101.10 $32,677.90 $326,779.00 $815,764.62 $1,327,793.62 10/30/2007 3 $221,459.59 $24,606.63 $246,066.22 $569,698.40 $1,327,793.62 12/21/2007 4 $187,680.78 $9,877.94 $197,558.72 $372,139.68 $1,327,793.62 1/8/2008 5 $73,150.00 $3,850.00 $77,000.00 $295,139.68 $1,327,793.62 1/31/2008 6 $73,150.00 $3,850.00 $77,000.00 $218,139.68 $1,327,793.62 4/1/2008 7 $166,857.70 $8,781.98 $175,639.68 $42,500.00 $1,327,793.62 5/1/2008 8 $39,987.38 $2,104.60 $42,091.98 $408.02 $1,327,793.62 10/30/2008 9 $87,282.07 ($86,874.05) $408.02 $0.00 $1,327,793.62 10 $0.00 $0.00 $0.00 $1,327,793.62 11 $0.00 $0.00 $0.00 $1,327,793.62 12 $0.00 $0.00 $0.00 $1,327,793.62 13 $0.00 $0.00 $0.00 $1,327,793.62 14 $0.00 $0.00 $0.00 $1,327,793.62 15 $0.00 $0.00 $0.00 $1,327,793.62 16 $0.00 $0.00 $0.00 $1,327,793.62 17 $0.00 $0.00 $0.00 $1,327,793.62 18 $0.00 $0.00 $0.00 $1,327,793.62 19 $0.00 $0.00 $0.00 $1,310,393.62 $17,400.00 $1,327,793.62 $9,091.98 #1 $9,091.98 $9,091.98 10/30/2008 9 $9,091.98 $0.00 $9,091.98 $0.00 $9,091.98 $0.00 $0.00 $0.00 $9,091.98 $0.00 $0.00 $0.00 $9,091.98 $0.00 $0.00 $0.00 $9,091.98 $0.00 $0.00 $0.00 $9,091.98 $0.00 $0.00 $0.00 $9,091.98 $0.00 $0.00 $9,091.98 $0.00 $0.00 $9,091.98 $0.00 $0.00 $9,091.98 $0.00 $0.00 $9,091.98 $0.00 $9,091.98 Totals $1,336,885.60 $1,319,485.60 $17,400.00 $1,336,885.60 50.00 Percentage of Completion Amount of Contract Amount Earned Percentage of Completion $1,336,885.60 $1,336,885.60 100.00% 1 2006 BONDS -WASTEWATER REQUISITION City of Fayetteville, Arkansas Series 2006A Sales and Use Tax Capital Improvement Bonds Date: 8/11/08 Requisition No: _2006-W W-#52 TO: Simmons First Trust Company, as Trustee Pursuant to the provisions of Section 502 of the Trust Indenture dated as of November 1, 2006 ("the Indenture"), by and between the City of Fayetteville, Arkansas ("the issuer) and you, as trustee, you are authorized to make the following described payment directly to the Payee named below from the 2006 WASTEWATER Account of the Project Fund: Name of Payee: City of Fayetteville Sales Tax Construction 2006 Account # 17160292. Amount of Payment: _$65,152.31 Paid to: Check # Amount Jill Goddard 1390 50.00 Troy Brooks 1393 4500.00 General Fund 1394 64.21 Stephen Harris 1395 2000.00 Littlefield Oil 1398 3773.04 Matrix Investment 1400 2500.00 Robert Reynolds 1404 1360.00 WEDECO 1407 50,905.06 The undersigned hereby certifies that he is authorized to deliver this Requisition on behalf of the Issuer. The amount requested hereunder has not been the basis for any previous Requisition by the Issuer and is justly due and owing to the person(s) named herein as a proper payment or reimbursement of a Project Cost with the respect to the WASTEWATER Project. No event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. City of Fayetteville, AR - Finance ntemal Services Director Page 1 of 1 17160292 Sales Tax Const 2006A Dr/Cr Amount Description Credit $65,152.31 20080812H2B7001C00018608121248 Totals Type Amount Count Credits $65,152.31 1 Debits $0.00 0 NET $65,152.31 1 https://cashman.arvest.com/cashman//Memoltems. asp?Acct=17160292+Sales+Tax+Const... 8/12/2008 New World Systems 7.0 *LIVE* 8/11/08 Check Inquiry Favorite: Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions Check Opt Number Date Payee Name 1407 8/11/08 WEDECO Inc 4010 14-0-6-8-/-1-1-/-8-8—West---Ark Stet]. & Pipe Inc 1 nncap,ckSng me 668 12 1404 8/11/08 Reynolds, Robert E & Sand 1,360.00 1403---8 4- ee N ua —LL 7R7 55 1402 s/11/o0 Mc 1,-116_.$1, 140- - - - _ —Eng'i'ne i -3-,-990-.-5-4-, 1400 8/11/08 Matrix Investment LLC AMO 2,500.00 8 - -: --- - - - r -ie 4-9-9-780 ---Status---- Code Date AP0810S1 Reset: More: + Check Amount 50,905.06 041T5 7 1 • _, - 1398 8/11/08 Littlefield Oil Companyh 3yp 1 , uctors -LLE • .- F3=Exit F9=Resequence F12=Cancel F15=Bank 0.00 * 50.00 + 50:905.06 + 1,360.00 + 2:500.00 + 3:773.04 + 2:000.00 + 64.21 + 4:500.00 '+ 65:152.31 * F20=ACH Inquiry 3,773.04 33_,.03 4.13 More... F22=More New World Systems 7.0 *LIVE* 8/11/08 Check Inquiry Favorite: Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions Check Opt Number Date Payee Name 1396 8/11/08 Harris, Stephen Jack i'a _ c _ 1394 8/11/08 General Fund!✓'/P 1393 8/11/08 Brooks, Troyui$iP 1392 8/04/08 1391 8/04/08 1390 8/04/08 _ 1389 8/04/08 1388 8/04/08 1387 8/04/08 1386 8/04/08 Northern Tool & Equipment Littlefield Oil Company Goddard, Jill S Geosyntec Consultants General Fund General Fund Dean Crowder Construction F3=Exit F9=Resequence AP0810S1 Reset: More: + - ---Status---- Code Date Check Amount 2,000.00 8 64.21 4 400 00 F12=Cancel F15=Bank F20=ACH Inquiry 2,268.25 6,272.12 210.00 4,736.16 30,497.80 1,583.28 507,714.81 More... F22=More CITY of FAYETTEVILLE, ARKANSAS DUPLICATE 75%-40 CHECK NO. DATE INVOICE NO. DESCRIPTION AMOUNT 7/29/2008 0000055272 Recording Fees Reim 144.40 7/29/2008 0000055273 Recording fee Reim 50.00 CHECK AMOUNT $210.00 7 II IIIIIIIIIIIIII III 11 11111111111111111111111111111 Ta)tev e CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS ARKANSAS SALES TAX CONSTRUCTION 2006A 81-87/829 DETACH HERE FOR YOUR RECORDS CHECK NO. 1390 DATE 8/04/2008 TWO HUNDRED TEN DOLLARS AND NO CENTS PAY TO THE ORDER OF r Goddard, Jill S 2020 Country Way Fayetteville AR 72703 L_ 11.139011' 1:08 29008 7 21: 00 7 60 2 9 211' VOID IF NOT CASHED IN 60 DAYS AMOUNT $210.00 Ih1QQditIABLE ELNgt9WABLE EGUMBLE NON-NEGOTIABLE TOTAL Wastewater Treatment Plant recording Account Name 69\ O 0 0 O io Amount A N N O S. Fund 9520 0 0 a O co co c 5805 O 0 0 0 O 0 0 d. 02133 Project _1 0 u00 $ v G N 0 Cr Washington County, AR Bette Stamps Circuit Clerk 280 N College, Suite 302 Fayetteville, AR 72701 Phone Number: (479)444-1540 Fax Number: (479)444-1537 E -Mail: BStamps@co.washington.ar.us Official Receipt: 2008-00020161 Printed on 07/29/2008 at 03:30:56 PM By: 6 on CICFEE1 CITY OF FAYETTEVILLE JILL GODDARD Date Recorded: 07/29/2008 Instrument ID Recorded Time Amount -200800025012 03:27:03 PM $25.00 LAND RECORDS BROOKS TO:CITY OF FAYETTEVILLE -200800025013 03:27:21 PM $25.00 LAND RECORDS REYNOLDS TO:CITY OF FAYETTEVILLE -200800025014 03:27:51 PM $40.00 LAND RECORDS GARRETT TO:CITY OF FAYETTEVILLE -200800025015 03:28:07 PM $25.00 \ /ti 0 1 I1 LAND RECORDS Ij C STAFFORD TO:CITY OF FAYETTEVILLE -200800025016 03:28:30 PM $45.00 LAND RECORDS DIAMOND STATE OIL LLC TO:CITY OF FAYETTEVILLE -200800025017 03:28:53 PM $25.00 LAND RECORDS FIRST CHRISTIAN CHURCH TO:CITY OF FAYETTEVILLE -200800025018 03:29:29 PM $25.00 Caro LAND RECORDS THE BUNGALOWS AT CATO SPRINGS LLC TO:CITY OF FAYETTEVILLE wsiP Itemized Check Listing Check # 6521 $210.00 Total Due: Paid By Check: Change Tendered: $210.00 $210.00 $0.00 CITY of FAYET-WILLE, ARKANSAS DUPLICATE CHECK NO. DATE INVOICE NO. DESCRIPTION , AMOUNT 7/29/2008 0000055420 PT. 27-16-30;PN 765-15306-000 4,500.00 CHECK AMOUNT $4,500.00 rartaille MVES" ry ma. NY-® 81-87/829 11 11111111111111111 II IIIIIIIIIIIIIIIIIIIIIII II IIll CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR Valli RECORDS CHECK NO. 1393 DATE: 8/11/2008 FOUR THOUSAND, FIVE HUNDRED DOLLARS AND NO CENTS PAY TO THE ORDER OF Brooks, Troy 2617 S City Lake Rd Fayetteville AR 72701 L ".1393". I:08 29008 7 21: OD 7 L60 29 211' VOID IF NOT CASHED IN 60 DAYS AMOUNT $4,500.00 41N 4Ed6tIABLE NIGBLE EGMMOtE NON-NEGOTIABLE m 0 0 0.0 iagwnN tun000y 1/9 Accounting Use - Receipting 4' t TOTAL Land Acquisition: Easements Account Name $4,500.00 11' 4,500.00 Amount A N O II Fund o Sub • Dept a m m 0 0 o 0 E i II 02133 II Protect 0 0 N IIIProjeSubct 0 St0 0c 0 oM M Z N O CO ^ 0 :smopot se pa 3 0 c • a 0 0 0 0 0 EA A O aweN punct :word eIgeAed 3 • m (n 3 0 3 o m o 0 0 x c 0 it -n cuN CD 0 N 0 V N 0 0 0 a CD 0 -i 0 co 00 N ::iagwnN JopueA 0 r c C 0 0 2 m 0 6 7 9 X N ,�4 T N N -pF m -9- c t? c "9Cv e2_... c O , ; C 0 0(-//1251,0. � / ! -I 0i C � cl< < JagwnN >lueg A N apo3 poaqo ateiedas 0) 0 n 0 00 Return Check to: Jill Goddard/Eng. (x407) moaqo lenueyy 0 N 0 2 ❑ �1 ve..evi_ 7,1 aye e ARKANSAS THE CITY OF FAYETTEVILLE, ARKANSAS ENGINEERING DIVISION September 1, 2006 Troy end-Mery-Jane Brooks 2617 S. City Lake Road Fayetteville, AR 72701 RE: Dear Mr. and Mrs. Brooks: detea sed 1H) I \) — 4hc tx¢.W c7L.1 J d. nAk . 611,a it9. o Project No. 02133 Wastewater Improvements Project ELI 5 Tract 2 Offer Letter The City of Fayetteville is currently in the process of replacing and expanding the wastewater treatment facility on the east side of Fayetteville, as well as constructing a new treatment facility on the west side of town. These activities are anticipated to meet the requirements of our growing city over the next twenty to twenty-five years. As part of this improvement, the water and wastewater collection and transmission facilities must be modified and expanded at the same time. The City needs to install an 8 -inch gravity main sewer line on your property to accomplish these much needed improvements. As noted on the attached diagram, our consulting engineers are asking for a 30 -foot -wide permanent easement. The City of Fayetteville hereby offers $4,500.00 for the rights associated with the permanent easement (27,335 square feet). The permanent easement amount is based on a fee simple value of $0.165 per square foot (or $7200/acre). Included is a general map of the subject area, as well as a drawing of your specific property depicting the anticipated area required for the proposed easement. Should you elect to accept this offer, the Water/Sewer Easement contained herein should be executed by all parties with current ownership interest in the particular property. The document should be notarized and returned to the City of Fayetteville. A City Land Agent will be pleased to witness and notarize the execution of the document if you will advise our office accordingly. Upon receipt of the easement, a check will be requested and you will be paid the amount indicated in this offer letter. A copy of the Water/Sewer Easement is included for your records. We can provide a copy of the recorded easement upon your request and at the appropriate time. Please provide us with a. Social Security Number or a Tax Identification Number (Corporation) so that a check can be written. A Vendor Form is provided for this purpose. A City Land Agent will be glad to meet with you at your convenience and discuss all phases of this project and the associated easements and acquisitions. Please contact Jill Goddard at (479) 444-3407, Holly Jones at (479) 444-3414, or I can be reached at (479) 575-8330. ly, avi urge , P.E. Wat : nd stewater Director DJ/js Enclo"ures 113 West Mountain 72701 479-575-8206 FAX 479-575-8202 CITY of FAYETTEVILLE ARKANSAS DUPLICATE 1204 2 yea.,v..',tle •AVERT 8 87,629 PAY TO THE ORDER OF L General Fund 1111111111111111111 1111111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1394 DATE 8/11/2008 SIXTY FOUR DOLLARS AND TWENTY ONE CENTS II• I. 39411' 1:08 29008? 21: 00 i? 160 29 20 VOID IF NOT CASHED IN 60 DAYS AMOUNT $64.21 I 1cafEd6`TIABLE ISG�T I,,��B����LE EG OTIABCE NON-NEGOTIABLE DATE INVOICE NO. DESCRIPTION AMOUNT 8/04/2008 0000055410 Clear Due To/From Tele wk orders 7/08 64.21 CHECK AMOUNT $64.21 2 yea.,v..',tle •AVERT 8 87,629 PAY TO THE ORDER OF L General Fund 1111111111111111111 1111111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1394 DATE 8/11/2008 SIXTY FOUR DOLLARS AND TWENTY ONE CENTS II• I. 39411' 1:08 29008? 21: 00 i? 160 29 20 VOID IF NOT CASHED IN 60 DAYS AMOUNT $64.21 I 1cafEd6`TIABLE ISG�T I,,��B����LE EG OTIABCE NON-NEGOTIABLE TOTAL IIDue to General Fund Account Name II 62.00 Amount -c // ( IL_ 4520 c C co. Dept V C r4 C 00 0 1400 G8 O 0 co E. IF -F -3r; I Sub II Project Went vraers 1/1/2008 5:23:27PM Work Order Central Daylight Time 19922 iummary tequestor tequestor Call Badc Number )apartment .ocatlon tsslgned Technidan Priority )ate Completed Hafts Order another 5 Mb for Jurgens, David 575-8386 WSIP - 02133-0200 WWTP Sharon Crosson 7/22/2008 7:02:50PM Completed Internet Access at both WWT Plants Type Asset ID Departrnent Number Date Entered Date Assigned Expected Completion Date Charge Hours 5/16/2008 12:25:12PM 5/16/2008 12:25:12PM 62.00 2.00 ptt 12 • )wered by Track -It! Page 1 of 9 •-, %#l•••• r•am. ••—s••• Work Order, . 19922 Work Order Description Meeting: 05/16/08 11:OOam Per Chris and Brad, order another 5 mg to be added to our 10 mg Internet Access; this 5 mg will be partitioned off for both the east side and west side wastewater plants. Technician 'owered by Track -It! Page 2 of 9 of Mat/ ..v fa' .w.... . I. Nod( Order , 19922 »> "SHEPARD, BRAD W (ATTSWBT)" <bs7892@attcom> 7/22/2008 7:02 PM »> i thought this was done the other day, but it looks like he just did it. brad From CHANG, JESSE (ATTCORP) Sent: Tuesday, July 22 2008 7:02 PM To: CHANG, JESSE (ATTCORP); cdoughty©ci.fayetteville.ar.us; SHEPARD, BRAD W (ATTSWBT) Subject RE: Reminder - AT&T Modem Connectivity Policy for City of Fayetteville AR; Order Number. IP08050478 Hi Chris, 1 was able to get into the modem, so I changed the bandwidth. Now yob should be running at 15 meg max. Thank you. Jesse Chang ATT Provisioning, MIS PTE 732-369-7968 This e-mail and any files transmitted with it are AT&T property, are confidential, and are intended solely for the use of the individual or entity to whom this e-mail is addressed. If you are not one of the named recipient (s) or otherwise have reason to believe that you have received this message in error, please notify the sender and delete this message Immediately from your computer. Any other use, retention, dissemination, forwarding, printing, or copying of this e-mail Is strictly prohibited." From: CHANG, JESSE, ATTCORP Sent: Tuesday, July 22 2008 8:00 PM To: cdoughty©ci.fayetteville.ar.us; SHEPARD, BRAD W, ATTSWBT Cc: CHANG, JESSE, ATTCORP; ipcentral-auto-emails Subject Reminder - AT&T Modem Connectivity Policy for City of Fayetteville AR; Order Number: IP08050478 This letter is sent out as standard policy. If you are in compliance with the letter, it is just a reminder as to how Important it is that you remain in compliance If you are not in compliance, the purpose of the letter is to make you aware of the circumstances with not being in compliance and gives you the opportunity to comply. Customer Name: City of Fayetteville AR Case # 3503078 Dear Chris Doughty, The AT&T Dedicated IP Services contract between your organization and AT&T stipulates that the router AT&T is managing requires a dedicated 006 line to be installed by your organization. This will allow out -of -band router and DSU/CSU network management and testing. In the event of a failure, AT&T is better able to test and restore your service through this modem access. Currently, AT&T has completed the installation and acceptance activity at your Location and billing has been initiated for this site. The lack of a functioning, dedicated OOB line and associated modem limit AT&T's ability to fully manage the site and maintain committed service levels. In the unlikely event of a failure, we are able to more quickly diagnose, and in most cases recover, a failed site through the out -of -band modem. Should an outage occur, the lack of out -of -band testing capabilities could lead to an outage of extended duration. Additionally, AT&Ts service level towered by Track -It! Page 3 of 9 Of al ••• .. . —.• . ._.••• Nark Order , 19922 agreement does not apply in the event of an outage where there is no out -of -band access available. Network technology changes occasionally necessitate changes in your router. Often, these changes can be executed seamlessly via the out -of -band modem, usually during the off -hours to minimize any impact to you, our Customer. The lack of out -of -band access will now require us to dispatch a technician to your site for any and all upgrades including simple router operating system software upgrades. Failure to maintain current levels of the operating system could eventually lead to interoperability concems. You may contact the AT&T Technical Support Center @ 1-888-613-6330 or via e-mail at RM-awmis@ems.att.com for any service request or changes needed from here onwards. Your assistance in this matter will allow AT&T to provide you quick diagnosis and repair of your service. Thanks in advance for your support in this matter. Thanks, Jesse Chang Provisioning Technical Engineer AT&T MIS Service Delivery 732-369-7968 'owered'by Track -It! Page 4 of 9 "ti Mim....... - .Am.. .-.... Work Order , 19922 »> "SHEPARD, BRAD W (ATTSWBT)" <bs7892@attcom> 7/9t2008 8:24 AM here's your upgrade dates. this will be the upgrade from 10Mb to 15mb. brad From: CHANG, JESSE (ATTCORP) Sent: Wednesday, July 09, 2008 8:27 AM To: cdoughty@ci.fayetteville.ar.us; SHEPARD, BRAD W (ATTSWBT) Cc: ipcentralauto-emails (AT&T); CHANG, JESSE (ATTCORP) Subject AT&T: Customer Confirmation Document for CITY OF FAYETTEVILLE; Order Number. IP08050478 AT&T IP Service Delivery Customer Confirmation Document Thank you for choosing AT&T. We appreciate your business and look forward to serving youl This letter confirms your recent request for service and provides an estimated service delivery date. Based on our standard interval and initial estimate you can expect your service'to be ready between 7/15/2008 to 7/22/2008. Please take a moment to review the Customer Readiness & Order Details Sections. Certain customer requested changes, non compliance of site requirements, or delays in access could render the estimated delivery date invalid. Customer Readiness Information: If any changes need to be made please Reply to all by email as soon as possible to minimize order delays! 1) The local contact, must be available and have access to the building and any additional or secure areas within the building where equipment must be installed or accessed, i.e., telecom room. If local contact has changed please reply to all ASAP with the new name and phone number. 2) Remember, without power, ground and a backboard the local exchange carrier will not be able to install access. A conduit with pull string may also be required by your local exchange carrier. 3) If your site requires inside wiring please coordinate its completion prior to service Test & Tum up. Service Order Details: If any changes need to be made please Reply to all by email as soon as possible to minimize order delays! Customer Name: CITY OF FAYETTEVILLE Circuit Location: 113 MOUNTAIN ST FAYETTEVILLE AR 72701 Room Floor: TELCO / GRAND Onsite Working Number. 479-575-8306 Shipping Location: 113 W Mountain Fayetteville AR 72701 Shipping Contact: Chris Doughty © 479-575-8306 Customer Point of Contact Chris Doughty @ 479-575-8306 Local Site Contact: Chris Doughty © 479-575-8306 Technical Contact: Chris Doughty @ 479-575-8306 Order Type: Bandwidth Change Service Type: Plus Service Access: Private Line Service Speed: 44736 Options: ARNBD; Packet Filtering; Network Usage Reports Special Options: Hi -Cap Equipment Provider: AT&T - a dedicated out of band line will be required for Service activation Circuit Identifier. .DNEC.932108..ATI. 'owered by Track -It! Page 5 of 9 Scneauung uierx AT&T Managed Internet Services 732 844 5654 »> Chris Doughty 7/3/2008 8:12 AM >» If we could do the interview July 8th at 8:30 a.m. CST, that would be best Otherwise, anytime after noon would work as well. Thanks, Chris Doughty, CCSP, ISSP Network Engineer City of Fayetteville 479.575.8306 cell 479.879.2029 fax 479.575.8316 'owered by Track -It! Page 6 of 9 I Nr...... v.r.. .r.... Nork Order, 19922 USO: 35314354 GCSM: CSM080620110950 USRP ID: IP08050478 Master Customer Number: SN4777 AT&T Provisioning Contact: JESSE CHANG @ 732-369-7968 AT&T Provisioning Manager: Leslie Talochino @ 732-844-5112 What's Next? Expect an email notification providing your circuit access delivery date. lc"li d� »> "MINKA, STEVE (MINK), ATTCORP' <sminka@att.com> 7/3/2008 8:17 AM »> This is to confirm that one of our engineers will contact Chris for a technical interview on 7-8 at 9:30am edt at 1.) 479 575 8306 or 2 j479 879 2029. If for any reason you are not available for your technical interview or you are not contacted within 15 minutes of the scheduled time, please call 888-613-6330, prompt 4. Steve Minka Sr tip...... .. .-...-.. .. Norir Order, 19922 »»Sharon Crosson 07/01/08 9:29am»»»> TO Chris Doughty, Brad Shephard (ATT), Steve Minka (ATT), Scott Huddleston»»> Chris, Will you please contact the engineer mentioned below and take care of this requested interview? This is for the 5 Mb upgrade. Keep me updated please. Thanks, Sharon Crosson »> "MINKA, STEVE (MINK), ATTCORP" <sminka©att.com> 7/1/2008 7:35 AM »> > The AT&T Managed Internet Services Provisioning Center is in receipt > of an order to upgrade your Internet service. I am contacting you to > set up an appointment with one of our engineers to confirm your > upgrade requirements. Your upgrade request cannot be provisioned > until this interview takes place and all necessary 'information is • > collected. > I would like to schedule the telephone interview for July 3 or July 7 > (EDT)!f you are available and could supply a specific time and date > for the technician to contact you, this interview can be scheduled by > email. Your specific contact information is also requested. You may > also call 1-888-613-6330 prompts 4 and 0 to speak with someone to > schedule your technical interview. > If.you are not the technical contact, please direct me to whom I would > need to speak with. > > Again, please note that we cannot provision this order until the > interview is conducted. > Please "Reply to All" when responding to this email and an agent will > assist you. > Thank you for your help. > AT&T MIS > 1-888-613-6330 > prompts 4 and 0 powered by Track -It! Page 7 of 9 ., _...... ..._...a_... . Nor Order, 19922 »> <rm-ctrnanage@ems.att.com> 6/27/2008 1:39 PM »> Dear Valued Customer, Welcome to AT&T Managed Internet Service (MIS). The purpose of this electronic message is to advise you that, via the AT&T MIS Implementation Planner web site, you can conveniently access information designed to assist you with the successful installation of your new service. Using your web browser, please go to the following web site to obtain the AT&T MIS Implementation Planner. http://planner.bus.att.com From this site you can view and download the various informational documents that will assist you as you proceed through the implementation process. While it isrecommended that you read all of the related documentation as Identified on the home page, it is particularly important that you read "Your Technical Interview Questionnaire" to prepare for your Technical Interview. AT&T will contact you shortly via e-mail to schedule the technical interview. All new orders, as well as orders to change your MIS service, will require this interview. It is critical that you respond promptly to this e-mail and get your interview scheduled so that AT&T can begin processing your order. Your order will be cancelled if you do not respond within 10 days to schedule your interview. We recommend that you "bookmark" the URL for the Implementation Planner web site. If you subsequently decide to obtain additional AT&T MIS components and/or options, you can refer to this web site to obtain implementation information for the additional components/options that you order. Thank you for your selection of AT&T Managed Internet Service. If you have any questions regarding your service implementation, please contact the AT&T MIS Customer Care Center at 1-888-613-6330. If you have any problems with accessing the web site or would like to provide feedback about the site, you can e-mail a reply to RM-MISPIanFeedback@ems.att.com. AT&T Sales person: SPECIAL ATTENTION! »> Sharon Crosson 5/21/2008 2:11 PM'» TO: Mick Maggi and Brad Shepherd»»> I have signed the contract for the additional 5Mb add-on to our Internet Access contract You can come by and pick it up at anytime. Thank you! Sharon Crosson Parking and Telecom Manager City of Fayetteville 113 W. Mountain St. Fayetteville, AR 72701 05/21/08 »> 1:45pm> »> Sent job estimate to David Jurgens for authorized signature. »> "PLUNKETT III, WILLIAM M (ATTSWBT)" <wp6165@att com> 5/16/2008 1:50 PM »> Sharon, This is really in Brad's shop but just for clarification are you needing a second circuit, or 5 MB additional on the existing circuit? Bill Plunkett AT&T p:479.442.1906 t 501.325.7202 'owered by Track -It! Page 8 of 9 •7- r. rr.r. ••• Work Order, 19922 We need the 5 Mb added to the existing circuit. Thanks! Sharon Crosson »> Sharon Crosson 5/16/2008 1:14 PM »> Email to AT&T»»»»» We need to order another 5 Mb to be added to our 10 Mb Internet Access contract. We will partition this off to service both the east side and the west side wastewater treatment plants. Please send me the price, the contract, and the expected install date. FYI: The 10 Mb upgrade is scheduled for next week, May 21. Thank you! Sharon Crosson Parking and Telecom Manager City of Fayetteville 113 W. Mountain St. Fayetteville, AR 72701 Resolution Labor. 2 hours 'owered by Track -It! Page 9 of 9 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO DATE INVOICE NO. DESCRIPTION AMOUNT 7/30/2008 0000055433 PT NW -SW -22-16-30; PN 765-15170-000 2,000.00 CHECK AMOUNT $2,000.00 4 lal. Mile F81-87/829 611--671/629 ARKANSAS 1111111111111111111 11 11111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1396 • 8/11/2008 TWO THOUSAND DOLLARS AND NO CENTS PAY TO THE ORDER OF f Harris, Stephen Jack 183 E 15th St Fayetteville AR 72701 L_ 11•L39611' 1:082900872': 00L716029211' VOID IF NOT CASHED IN 60 DAYS AMOUNT $2,000.00 1614 IABLE I GIURB�_LE EGOTIABCE NON-NEGOTIABLE TOTAL anIcquisrtwn. Sewer Account Name dA el N O O O O \ 2,000.00 Amount A 01 O` II Fund I Dept co N N O`` A co v % cn m N(\ J Base O O W N W W \w 13_ n O W O \N A. Sub 11Project_ Wttv?1e ARKANSAS THE CITY OF FAYETTEVILLE, ARKANSAS ENGINEERING DIVISION July 29, 2008 / Stephen J. Harris 183 E. 15th Street Fayetteville, AR 72701 RE: Project No. 02133 Wastewater Improvements Project EL3 (Line 4) — Town Branch to Happy Hollow Tract 4 Counter Offer Acceptance Letter Dear Mr. Harris: The City of Fayetteville is in receipt of your counter offer dated July 28, 2008, and has decided to accept it (as revised on July 29, 2008, with Lynn Hyke). We hereby offer, as based on your letter, the amount of $2,000.00 for the rights associated with the 3,015 square feet of temporary construction easement. Upon your acceptance of this offer, the Temporary Construction and Grading Easement should be executed by all parties with current ownership interest in this particular property. The document should be notarized and returned to the City of Fayetteville. A City Land Agent will be pleased to witness and notarize the execution of the document if you will advise our office accordingly. Upon receipt of the document and Vendor Form, a check will be requested and you will be paid the amount indicated in this offer. Payment normally takes two to three weeks from the time of our receipt of the documents. Thank you for your efforts to help make this a successful project. If you have any questions, please don't hesitate to contact Lynn Hyke, project manager, at 479-718-7670 or I can be reached at 479-575-8330. y Dav',.��y1 .en P.E. Wa'] d W tewater Director DJ/j Encloff es 113 West Mountain 72701 479-575-8206 FAX 479-575-8202 CIN of FAYETTEVILLE, ARKANSAS DUPLICATE ia)Ttcylile ARVEGT F W. Ar4es 81-87/829 II IIIIIIIIIIIIIl 111 II IIIIIIIIIIIIIIIIIIIIIIIII IIII CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1 398 DATE 8/11/2008 THREE THOUSAND, SEVEN HUNDRED SEVENTY THREE DOLLARS & 04 CENTS PAY TO THE ORDER OF Littlefield Oil Company P.O. Box 180100 Fort Smith AR 72918 L_ 11.139811' ':oa29008721: 0❑1716029211' VOID IF NOT CASHED IN 60 DAYS AMOUNT $3,773.04 NhN. ,6t(ABLE I , IIVRLE EGOTlABCE NON-NEGOTIABLE _..-........ I VAC/ DATE INVOICE NO. DESCRIPTION AMOUNT 7/30/2008 232591 Unleaded Gasoline;Diesel on road no tax 3,773.04 CHECK AMOUNT $3,773.04 ia)Ttcylile ARVEGT F W. Ar4es 81-87/829 II IIIIIIIIIIIIIl 111 II IIIIIIIIIIIIIIIIIIIIIIIII IIII CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1 398 DATE 8/11/2008 THREE THOUSAND, SEVEN HUNDRED SEVENTY THREE DOLLARS & 04 CENTS PAY TO THE ORDER OF Littlefield Oil Company P.O. Box 180100 Fort Smith AR 72918 L_ 11.139811' ':oa29008721: 0❑1716029211' VOID IF NOT CASHED IN 60 DAYS AMOUNT $3,773.04 NhN. ,6t(ABLE I , IIVRLE EGOTlABCE NON-NEGOTIABLE ** CHANGE ORDER ** 'aye eville PURCHASE OO EDD CLQ J VENDOR NO. 16671 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 08-0000079-100 DATE Littlefield Oil Compan :// L� td \ r 4/14/08 Attn: CliffJames f . % ice- r�� 3403 Cavanaugh Rd c,' -<=c,' Fort Smith AR 7918 <� /4.,FOB Fyv Q „,,7:_y• V TERMS NET 30 DAY Qty. UM of Issue Oty Description and Received Account Number Unit Price TOTALS Per Bid #07-46 Res #137-07 1.00 LOT a) Unleaded Gasoline 04/14/08 C/O #1 Part 1 of 3 to incr line item (a) by $10,000.00 4520.9520.5213.04 021330304 1.00 LOT b) Diesel On Road No Tax 04/14/08 C/O #1 Part 2 of 3 to incr line item (b) by $10,000.00 4520.9520.5213.04 021330304 1.00 LOT ef c) Diesel Off Road 04/14/08 C/O #1 Part 3 of 3 to incr line item (c) by $20,000.00 4520.9520.5213.04 021330304 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYEITEVLLLE AR 72701 Partain, C DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION ENTERED AN 0 7 2008 BY 9(I 8' Ii J©k, HASING VERIFICATION PHICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO 25000.00 .2a9A8.00 25000.00 000.e -e- 50000.00 .59.990-48 Sales Tax Total: Purchase Order Total: ADDRIONAL APPROVAL 1 CHECK # DOES NOT MEET PURCHASING POUCY CONTRACT PAYMENT OTHER i ,12/,APPROVED BY 17714'1 / PROJECT # p324 3 THIS PAYMENT$ 5, 5� 34 PREVIOUS PAYMENT(S) $ 1.451(IL 01 CZ •S3 TOTAL PYMT(S) $ BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE Sold To: LITTLEFIELD OIL CO 3403 CAVANAUGH ROAD PO BOX 180100 FORT SMfTH, AR 72918 Phone:. (479) 646-0595 Fax: (479) 646-0596 CITY OF FAYETTEVILLE (WESTSIDE PEGGY BELL 113 W MOUNTAIN FAYETTEVILLE, AR 72701 Page: 1 Invoice No: 232591 Invoice Date: 07/30/08 Ship Date: 07/30/08 Profit Center: 18 Ship CITY OF FAYETTEVILLE (WESTSI To: PEGGY BELL 113 W MOUNTAIN FAYETTEVILLE, AR 72701 Acct. No:12320173 PO No:WESTSIDE.CON Terms:NET15 Ship Via:GENERATIONS (BOB TRUCK) Sales ID:COMM BOL/Ship.Order: Product Code/ Description Quantity Price Shipped Each Extension B/L Number-- 41921 ## UNLEADED 87 OCTANE ## GASOLINE 3 UN 1203 PGII 01 UNLEADED 87 OCTANE B/L Number-- 41923 ## LOW SULPHUR DYED DIESEL ## DIESEL FUEL 3 NA 1993 PGIII 07 ULTRA LOW SULPHER DIESEL Freight on GASOLINE Freight on DIESEL FUELS Freight Surcharge FEDERAL LUST FUND.0010 AR EXICSE GAS ARKANSAS EPA AR DYED DIESEL PREPAID FEDERAL EXCISE GAS AR EX DIESEL 792.0 3.130500 300.0 3.597300 792.0 300.0 1,092.0 792.0 1,092.0 300.0 0.012500 0.013659 0.001000 0.215000 0.003000 0.060000 Permit Number716018462 Permit Number716018462 2,479.36 1,079.19 9.90 4.10 7.84 1.09 170.28 3.28 18.00 Total Amount: 3,773.04 Vendor: Littlefield Oil Company PO# 08 - Fuel Change Order # Cost of C.O. Cumulative• P.O. Price Payment Date Payment Number Product Amount Sales Tax Amount Payment Amount Remaining amount on P.O. Amount Paid Base P.O. $15,000.00 $15,000.00 $15,000.00 $15,000.00 1/16/2008 1 $2,525.72 $117.45 $2,643.17 $12474.28 $2,525.72 $15,000.00 1/31/2008 2 $1,986.86 $108.51 $2,095.37 $10487.42 $4,512.58 $15,000.00 2/14/2008 3 $4,778.82 $550.72 $5,329.54 $5,708.60 $9,291.40 $15,000.00 2/27/2008 4 $1,325.14 $54.20 $1,379.34 $4,383.46 $10,616.54 $15,000.00 3/6/2008 5 $1,360.01 $62.63 $1,422.64 $3 02345 $11,976.55 $15,000.00 3/18/2008 6 $1,362.11 $46.46 $1,408.57 $1 661.34 $13,338.66 $15,000.00 3/26/2008 7 $1,376.73 $36.92 $1,413.65 $284.61 $14,715.39 $10,000.00 $25,000.00 4/23/2008 9 $960.92 $31.15 $992.07 $9,323.69 $15,676.31 $18,375.14 $19,389.81 $21,705.84 $24,195.10 $0.00 $5,530.54 $10,335.14 $12,438.16 $21,209.00 $22,300.13 $22,300.13 $22,300.13 $22,300.13 $22,300,13 $22,300.13 $22,300.13 $0.00 $4,529.67 $7,163.60 $10,121.61 $11,991.86 $16,326.97 $28,500.22 $29,722.77 $32,179.56 $34,094.15 $38,368.69 $44,539.69 $44,539.69 $25,000.00 5/7/2008 10 $2,698.83 $128.42 $2,827.25 $6,624.86 $25,000.00 5/20/2008 11 $1,014.67 $35.49 $1,050.16 $5,610.19 $25,000.00 6/20/2008 13 $2,316.03 $130.32 $2446.35 $3,294.16 $25,000.00 8/6/2008 16 $2,489.26 $192.65 $2,681.91 $804.90 $24,195.10 $1,494.92 $25,690.02 $15,000.00 $15,000.00 $0.00 $15,000.00 $15,000.00 2/14/2008 3 $5,530.54 $0.00 $5530.54 $9 469.46 $15,000.00 4/10/2008 8 $4,80450 $221.72 $5,026.32 $4,664.86 $10,000.00 $25,000.00 4/23/2008 9 $2,103:02 $0.00 $2,103.02 $12,561.84 $25,000.00 7/16/2008 14 $8,770.84 $138.57 $8,909.41 $3,791.00 $25,000.00 8/6/2008 16 $1,091.13 . $0.00 $1,091.13 $2,699.87 $25,000.00 $0.00 $2,699.87 $25,000.00 $0.00 $2,699.87 $25,000.00 $0.00 $2,699.87 $25,000.00 $0.00 $2,699.87 $25,000.00 $0.00 $2,699.87 $25,000.00 $0.00 $2599.87 $22,300:13 $360.29 $22,660.42 $30,000.00 $30,000.00 $0.00 $30,000.00 $30,000.00 1/16/2008 1 $4,529.67 $208.78 $4,738.45 $25 470.33 $30,000.00 1/31/2008 2 $2,633.93 $143.82 $2,777.75 $22,836.40 $30,000.00 2/27/2008 4 $2,958.01 $120.62 $3,078.63 $19,878.39 $30,000.00 3/6/2008 5 $1,870:25 $86.47 $1,956.72 $18,008.14 $30,000.00 3/18/2008 6 $4,335:11 $147.11 $4482.22 $13573.03 $30,000.00 3/26/2008 7 $12,17325 $298.65 $12,471.90 $1,499.78 $20,000.00 $50,000.00 4/23/2008 9 $1,222.55 $102.27 $1,324.82 $20,277.23 $50,000.00 5/7/2008 10 $2,456.79 $113.87 $2,570.66 $17,820.44 $50,000.00 5/20/2008 11 $1,914.59 $65.89 $1,980.48 $15,905.85 $50,000.00 6/11/2008 12 $4,274.54 $70.46 $4,345.00 $11,631.31 $50,000.00 7/31/2008 15 $6,171.00 $101.12 $6,272.12 $5,460.31 $50,000.00 $0.00 $5 460.31 $44,539.69 $1,459.06 $45,998.75 $100,000.00 $91,034.92 $3,314.27 $94,349.19 $8,965.08 $91,034.92 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. DATE INVOICE NO. DESCRIPTION AMOUNT 7/30/2008 0000055435 PT. SE -22-16-30; PN 765-1514-000 2,500.00 CHECK AMOUNT $2,500.00 8 1111111111111111111 11111111111111111111IIIII 111111 • aye ev e CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS ARKANSAS SALES TAX CONSTRUCTION 2006A AAVEBT Fa M. Ark -'s. 81-87/829 DETACH HERE FOR YOUR RECORDS CHECK NO. 1 400 .DATE 8/11/2008 TWO THOUSAND, FIVE HUNDRED DOLLARS AND NO CENTS PAY TO THE ORDER OF Matrix Investment LLC 170 E Prospect St Fayetteville AR 72701 L II' 140011' 1:08 29008? 21: 00 V? 160.29 20 VOID IF NOT CASHED IN 60 DAYS AMOUNT $2,500.00 kthN LIABLE I�GQQ,,��Ij��B����LE EGOTT1iBCE NON-NEGOTIABLE ro/& a A 0 a tD JaqumN junoo3y 1/0 - asn 6ugiin000v TOTAL Land Acgmsruon: Sewer Improvements Account Name fA N O O O —_~ O N 111 0 O O Amount a N O T C 0. I 9520 I Dept J Sub Dept 5815 ca d co) N 0 0 C cc) N \' 11 Project CP EN 11 1 Sub II Project -o -o0 a ❑13 � 0 0 o 13 C 0 nA N CD DJ d J 0 N Z O O a 0 U N y • T N 0 O 3 poago jo lunowy w CD O 01 0 O 03 z 3 m N apoo ratio aje1eda8 :oj Aoago wnlay (LObx) -bu3lpiePPoQ II!r :JagwnN Jopuan O N O 0 O L C 6 0 d W N 0 N m N 1S3fO321)133H3 . Inye evllNle AR THE CITY OF FAYETTEVILLE, ARKANSAS ENGINEERING DIVISION July 21, 2008 Matrix Investment LLC Attn: Bruce Johnson 170 E. Prospect Street Fayetteville, AR 72701 — RE: Dear Mr. Johnson: Project No. 02133 Wastewater Improvements Project EL3 (Line 4) – Town Branch to Happy Hollow Tract 2 (Parcel No. 765-15145-000) Counter Offer Letter The City of Fayetteville is in receipt of your e-mail counter offer dated July 18, 2008, and after much discussion has decided to accept it. We hereby offer, as based on your letter, the amount of $2,500.00 for the rental of the 2,947 square feet of temporary construction easement. Upon your acceptance of this offer, the Temporary Construction and Grading Easement should be executed by all parties with current ownership interest in this particular property. The document should be notarized and returned to the City of Fayetteville. A City Land Agent will be pleased to witness and notarize the execution of the document if you will advise our office accordingly. Upon receipt of the document and Vendor Form, a check will be requested and you will be paid the amount indicated in this offer. Payment normally takes two to three weeks from the time of our receipt of the documents. If you have any questions regarding this project, please don't hesitate to contact Lynn Hyke, project manager, at 479-718-7670 or I can be reached at 479-575-8330. Dav d Jurg ; ns, P.E. Wae DJ/js Enc sures astewater Director 113 West Mountain 72701 479-575-8206 FAX 479-575-8202 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. DATE INVOICE NO. DESCRIPTION AMOUNT 7/29/2008 0000055436 PT. N/2 -SE -NW -27-16-30; PN 765-15298-000 1,360.00 CHECK AMOUNT $1,360.00 12 ARVEST 81-87/829 11 11111111111111111 11 11111111111111111111111111111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 1404 DATE' 8/11/2008 ONE THOUSAND, THREE HUNDRED SIXTY DOLLARS AND NO CENTS PAY TO THE ORDER OF Reynolds, Robert E & Sandra J PO Box 1625 Fayetteville AR 72702 L 11'i40411• 1:08 29008 7 21: OOi7i602920 VOID IF NOT CASHED IN 60 DAYS AMOUNT $1,360.00 ITNdirnABLE rEGiSTIAIEWE QTIAI LE NON-NEGOTIABLE TOTAL IlLand Acgwsibon. Easements Account Name \ co co m o 0 II /1,360.00 a 3 0 c a 010 II Fund li tV I Dept 1 Sub Dept N Co O 00 y 0 o o 0 0 E 0 _N W CO 1 II Project w 0 N ISub Project 0 m o 3 CD f3 O m v g 0a s o c 0 0 a a Ci 8 A ', --G J CO o at y < 0 y 0 O m, 0 0 3oay3;o iunowv 0) aweN pund :wad algeRed W m 0 tD 3 0 0 0 N 0 0 m r V ocn A CD 3 3 0 3 O1 w m rn m O W O J 0 0E-91-LZ-MN-3S-ZIN id JagwnN 3ueg N • • 4 m a CD 0 V O m cu 0) 0 0 00 CO O a. x m Q° N 01 w Q L 73 0 0 FS. N egwnN Jopue 11WN bZbL • 0 apo3 raga awiedag co co 2 0 0U 0 :ol )oag3 wntaa (LObx) 6u3/pieppo0 II r 0 Z 0 .1a e ee yvlARKANSAS THE CITY OF FAYETTEVILLE, ARKANSAS ENGINEERING DIVISION May 30, 200 Robert E. and Sandra J. Reynolds P.O. Box 1625 Fayetteville, AR 72702 RE: Project No. 02133 Wastewater Improvements Project EL15 Tract 1 Offer Letter Dear Mr. and Mrs. Reynolds: The City of Fayetteville is currently in the process of replacing and expanding the wastewater treatment facility on the east side of Fayetteville, as well as constructing a new treatment facility on the west side of town. These activities are anticipated to meet the requirements of our growing city over the next twenty to twenty-five years. As part of this improvement, the water and wastewater collection and transmission facilities must be modified and expanded at the same time. The City needs to install an 8 -inch gravity main sewer line on your property to accomplish these much needed improvements. As -.noted on the attached diagram, our consulting engineers are asking for a 30 -foot -wide permanent easement. The City of Fayetteville hereby. offers $1,360.00 for the rights associated with the permanent easement (8,220 square feet). The permanent easement amount is based on a fee simple value of $0.165 per square foot (or $7200/acre). Included is a general map of the subject area, as well as a drawing of your specific property depicting the anticipated area required for the proposed easement. Should you elect to accept this offer, the Water/Sewer Easement contained herein should be executed by all parties with current ownership interest in the particular property. The document should be notarized and returned to the City of Fayetteville. A City Land Agent will be pleased to witness and notarize the execution of the document if you will advise our office accordingly. Upon receipt of the easement, a check will be requested and you will be paid the amount indicated in this offer letter. A copy of the Water/Sewer Easement is included for your records. We can provide a copy of the recorded easement upon your request and at the appropriate time. Please provide us with a Social Security Number or a Tax Identification Number (Corporation) so that a check can be written. A Vendor Form is provided for this purpose. A City Land Agent will be glad to meet with you at your convenience and discuss all phases of this project and the associated easements and acquisitions. Please contact Jill Goddard at (479) 444-3407, Holly Jones at (479) 444-3414, or I can be reached at (479) 575-8330. Davin 1 rg Wate - d DJ/js. Enclos es , P.E. stewater Director 113 West Mountain 72701 479-575-8206 FAX 479-575-8202 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. DATE INVOICE NO. DESCRIPTION AMOUNT 7/24/2008 23017281 UV Lamp;Ballast;O-Ring lamp; Wiper; Quartz 50,905.06 CHECK AMOUNT $50,905.06 15 II III'I'llllllll 111 II IIIIIIIIIIIIIIIIIIIIIIIIII III aye eVl le CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS n!eexs s SALES TAX CONSTRUCTION 2006A ARVEST F.Mdw.. Munn 81-87/829 DETACH HERE FOR YCIJR RECORDS CHECK NO. 1407 DATE ._ 8/11/2008 FIFTY THOUSAND, NINE HUNDRED FIVE DOLLARS AND SIX CENTS PAY TO THE ORDER OF WEDECO Inc 14125 South Bridge Circle Charlotte NC 28273 L_ 11. 140711• 1:08 290087 21: DO i? L60 29 211• VOID IF NOT CASHED IN 60 DAYS AMOUNT $50,905.06 ke N 4fGIOIABLE rastiGgIRBLE EGOTIABLE NON-NEGOTIABLE aye evi le PURI K E ORDER VENDOR NO. 17900 WEDECO Inc i':`�' `; ,� �, 14125 South Bridge Ci cIe .f' C J C,' ice, i ) Charlotte NC 2 2q3 , T /o`/ In, l\,j' TERMS Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 08-0000644-001 DATE 6/27/08 FOB Fyv NET 30 DAY 452 Unit Oty. 01 Issue Received Description and Account Number Unit Price TOTALS 128.00 EA 64.00 64.00 EA X4.00 EA 20.00 EA Contract #2046 Per Ord #5148 a) UV Lamp SLR32143/4PHP 4520.9520.5210.00 021330213 EA b) Ballast, HP UL Recognized 4520.9520.5210.00 021330213 -LF-_ c) 0 -Ring Lamp Holder Seal 4520.9520.5210.00 021330213 199.00 25472.00 350.00 22400.00 4.00 O 256.00 Lot d) Wiper Holder 063x15 Incl. ,PTFE 11.56 ,o 4520.9520.5210.00 021330213 e) Quartz Glass Tube 46x2x1512 4520.9520.5210.00 1 00 LOT f) Shipping/Handling 4520.9520.5210.00 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN . FAYEITEVILLE AR 72701 Jurgen, D ENTERED AUG (I6 2008 021330213 021330213 /4x -a-e94 e<< 4rk.eaa<'1A,A. a6- ) -40 %6s-l\a(4)LI) . Sc. < -2:\\A t ck . 739.84 95.00 `. 1900.00 250.00 2543.60 45pgo5.0i0 i- Tax 0' 5b%os.6 Sales Tax Total: Purchase Order Total: 10.99 5 DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION .<ASING VERIFICATION PRICE CHANGE VERIFICATION DATE 1ADDITIONAL APPROVAL 6 Yl5loa RETURN CHECK TO SEND COPY TO CHECK # DOES NOT MEET PURCHASING POUCY CONTRACTnPPjAYMENT F7 E�JfI/ 4/ APPROVED BY PROJECT # 02 111 - oa ( 3 THIS PAYMENT$ 5010 5. 0 L PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ 5CY1 OS. 0 i a BALANCE$ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE CITY OF FAYETTEVILLE ACCOUNTS PAYABLE 113 WEST MOUNTAIN FAYETTEVILLE, AR 72701 USA Invoice reference no.: Delivery note no.: Our VAT Registration 08-0000644-001 318863 / 07/23/08 23-2914590 VE0 Vit` 41:1: „ 11204 23017281 vw ITT Remit To: Wedeco Charlotte P.O. Box 371630 Pittsburgh, PA 15250-7630 315-568-4532 07/24/08 Customer ID: Order conf. no.: 83077 135892 Contact person: corn.: tech.: Date of delivery: Page 1 JULIE ROPIC Tel.: 19793 Fax: ELIZABETH STACKS Tel.: 19817 Fax: 07/24/08 Quantity /Unit Article Unit Unit price Total 128 Each 139898 EA UV LAMP SLR32143/4PHP SINGLE PACKAGES 64 Each 141588 EA BALLAST, HP UL RECOGNIZED 64 Each 139498 EA 0 -RING LAMP HOLDER SEAL 64 Each 138720 WIPER HOLDER 063X15 INCL 20 Each 133309 Quartz Glass Tube, 48x2x1512 1 Each FREIGHT FREIGHT EA PTFE RING & VITON RING EA 199.00 350.00 4.00 11.56 95.00 137.22 25,472.00 22,400.00 256.00 739.84 1,900.00 137.22 Total USD Sales Tax Final amount USD 50,905.06 0.00 50,905.06 r CITY OF FAYETTEVILLE ACCOUNTS PAYABLE 113 WEST MOUNTAIN FAYETTEVILLE, AR 72701 USA Invoice reference no.: Delivery note no.: Our VAT Registration Terms of payment: Due Date: Terms of delivery: Mode of delivery: 08-0000644-001 318863 / 07/23/08 23-2914590 Delivery address CITY OF FAYETTEVILLE 10 S BRAYLES AVE FAYETTEVILLE, AR 72704 USA 23017281 Within 30 days net 08/23/08 FOB SHIPPING POINT, PREPAID & ADD UPS GROUND Remit To ITT Wedeco Charlotte P.O. Box 371630 Pittsburgh, PA 15250-7630 315-568-4532 07/24/08 Customer ID: Order conf. no.: 83077 135892 Contact person: com.: tech.: Date of delivery: Page 2 JULIE ROPIC Tel.: 19793 Fax: ELIZABETH STACKS Tel.: 19817 Fax: 07/24/08 12-29-05;10: 39AM;MWY. INC. STATE OF ARKANSAS Department of Finance and Administration October 11, 2005 Mr. M. Lane Crider, P.E. Vice-President/Special Projects McGoodwin Williams & Yates 909 Rolling Hills Drive Fayetteville, AR 72703 Re: Fayetteville Wastewater Improvement Project Westside Wastewater Treatment Plant Opinion No. 20050908 Dear Mr. Crider. ;479 443 4340 it 2/ a REVENUE LEGAL COUNSEL Post Office Box 1272, Room 2380 Little Rock, Arkansas 72203-1272 Phone: (501) 682-7030 Fax: (501) 682-7599 httpi/www.stete.atus/dh RECEIVE nu : L'.00L, iskitod.wiry'Wini:u:.b s 3d YIIte:: Your letter of August 22, 2005 requesting an opinion regarding a sales tax exemption for the purchase of machinery and equipment to be used in the expansion of the City of Fayetteville wastewater collection and treatment systems has been referred to me for response. Specifically, you stated: McGoodwin, Williams and Yates is the engineer on the new Westside wastewater treatment facilities proposed for the City of Fayetteville. We are hereby requesting your determination concerning the tax exemption status of items to be included in the new wastewater treatment facility. In the following attachment, we offer a listing and brief description of the necessary components within the Westside wastewater treatment plant we believe have validity for qualification under tax exempt items by Gross Receipt Regulation 66. I will first provide a basic explanation of the exemption and then specifically address the list of 18 items in your attachment. !Atli CodepAnn.r§§26=52T402(a)(3)''and'26 44:14(a)(3)lprovide an exemption from sales tax and compensating use tax for machinery and equipment required by state or federal law or regulations to be installed and utilized by cities or towns in Arkansas to prevent or reduce air or water pollution or contamination which might otherwise result from the operation of the plants of the city or town. In order to qualify for the exemption, several important criteria must be met. First, the party claiming the exemption must secure certification from state or federal pollution control authorities that the machinery or equipment is required for pollution control purposes. Second, the machinery or equipment for which the exemption is being claimed must be used to remove contaminants from wastewater during the treatment process. Third, the party claiming the exemption must be either a manufacturing or processing plant or facility, or a city or town in Arkansas. 12-28-08;)0:39AM;MWY. INC. •;478 443 4340 is used during and as a part of the actual treatment process, would also be exempt. On the other hand, machinery and equipment used solely before the treatment process begins or after the treatment process has ended would not qualify for the exemption. Machinery and equipment that perform testing functions are not considered to be involved in the treatment process and are not exempt. The definition of machinery and equipment does not include fixtures, housings, or stand alone control equipment which do not constitute an integral part of the device in question. These items are not exempt. The components you offered for tax exemption consideration, along with a brief description of their respective functions, are listed below, and the Department's response follows each item listed. 1. Inlet Facility The waste stream will enter the inlet facility structure where preliminary treatment will begin. The purpose of the equipment located in this structure is to remove debris, grit, and large solids from the influent stream. These facilities contain a new influent screening system, grit cyclone and washer (degritting classifier), and ancillary grit removal and conveying equipment. Answer: Exempt. The pieces of equipment located in this structure act directly on the water to remove contaminants as part of the actual treatment process. With respect to the "structure" or facility which houses the equipment, the construction materials that become integrated in constructing improvements to real estate are not exempt. See GR -66 (4) 2. Grit and Scum Division Box After passing through the screens in the inlet facility, the wastewater will flow into the division box for the grit and•scum removal units. This reinforced concrete division box distributes flow to the two grit and scum removal units, provides a bypass to the equalization basin, and returns flow from the equalization basin when conditions stabilize. Answer: Exempt. Even though the concrete division box may be considered an improvement to real estate, materials such as concrete, piping, and steel reinforcing used to construct the division box may be purchased exempt as machinery and equipment used in preventing air or water pollution. in Ragland v. Dumas 292 Ark. 515,732 S.W. 2d 118(1987), the Arkansas Supreme Court' held that the•construction materials which become integrated.into a construction 'project do not constitute "machinery and equipment." However, the Department has reviewed the taxability of construction materials in a limited context, specifically, equalization basins. Equalization basins are specifically listed as exempt in GR -66. The concrete division box is similar in nature to an equalization basin in that it is used during the water treatment process to remove contaminants' from wastewater, and should be considered exempt as well. Additionally, GR -66 specifically exempts grit separators and grit removal equipment. Therefore, the Grit and Scum Division Box is exempt. 3. Grit and Scum Removal Units These units promote the removal of grit and scum prior to equalization of excess flow and further treatment. These units include two circular reinforced concrete tanks, each equipped with.a rake arm, skimmer, and skimming trough. Grit pumps it 4/ 8 12-29-O5;10:39AM;MWY. INC. ;479 443 4340 N 0/ e 9. Final Clarifiers The clarification facilities will be designed to separate the biosolids contained in the flow leaving the biological treatment units. All four final clarifiers will be circular reinforced concrete basins with a center feed unit, conventional scum skimmer mechanism, and density current baffles. Answer:. Exempt. See Answer to 2 above. Additionally, GR -66 specifically exempts skimmers. 10. Final Clarifier Effluent Collection Box This reinforced concrete box serves as an effluent collection point from the four clarifiers and a site for chemical polishing. The box is equipped with a fine bubble diffused aeration grid to prevent septic conditions from occurring and promote aeration before distribution to the filters. Answer: Exempt. Additionally, GR -66 specifically exempts aerators. 11. Waste Activated and Recycled Activated Sludge Pumping Station Pumps located in the WAS/RAS pump station are vital to the treatment process. Recycled material from the clarifiers is returned to the biological treatment units to maintain the optimal ration of nutrients to healthy "good" bacteria that break down the influent contaminants. Waste sludge pumps send the WAS to digesters, discussed below. Answer: The pump "station" which houses the pumps is taxable. The pumps located in the pump station are exempt. The exemption status of an item depends on how it is used. GR -66 (4) provides examples of taxable items and includes pump stations, sludge de -watering equipment, sludge pumping equipment and sludge application system. However, the waste sludge pumps you describe are used during the water treatment process, before the process has ended, to remove contaminants from the wastewater, and therefore are exempt. . 12. Waste Activated Sludge Storage Units and Digesters Slurry from the final clarifiers is pumped to two reinforced concrete circular tanks, which act as aerated digesters. Blowers pump air to these tanks; reducing the solids to water and carbon dioxide through degradation over time. The-recovered=water:is-returned-te-the-head-of-the-plant fer-the-removal-of-contaminants-gird eventual discharge. Answer: Exempt. See Answer to 2 above, Additionally, GR -66 specifically exempts digester equipment, blowers, and aerators. 13. Filters The proposed filtration facilities consist of cells of deep bed filters with sand and gravel media. The filter block underdrain system will be used for effluent collection and cleaning by backwash and air scour. Backwash flow, used for removal of accumulated solids, is provided by pumps located in the post aeration basin. Air is provided by blowers located in the chemical feed building. Backwash retum pumps return the backwash for further treatment. 5 A 12-29-05: 10: 39AM;MWY. INC. ;479 443 4340 Answer: Piping, valves, fittings, weirs, gates and other appurtenances that are used within the wastewater treatment facility and are used directly in the actual wastewater treatment process will qualify for the exemption. Additionally, GR -66 specifically exempts pipes, valves and gates. If these items are used before the treatment process begins, or after it is complete they are not exempt. For example, pipes and valves used to transport wastewater from a site to the treatment plant, or to transport sludge and other components away from the treatment plant after treatment are not exempt. 18. Odor Control An odor control building has been provided, equipped with bioscrubbers, carbon absorbers, and exhaust fans to prevent the contaminated air from being released without proper treatment to the environment and surrounding community. It is requested that the equipment used to take these precautions against air pollution created by the plant be considered as well. - Answer: Since the odor control system you describe is not used in the wastewater treatment process, it will not qualify as exempt wastewater equipment. As to whether the odor control system could possibly be exempt as "regular" pollution control machinery, the answer depends on whether the odor control system is used to reduce or prevent air or water pollution and whether the Fayetteville Westside Wastewater Treatment Plant is required by state or federal law to install the odor control system. See GR -66A. If the requirements of GR -66(A) are satisfied, then the odor control system would qualify for an exemption. This opinion is based on my understanding of the facts as set out in your inquiry as those facts are governed by current Arkansas laws, rules and regulations. Any change in the facts or law could result in a different opinion. Sincerely, `Gw*..rirnQ (a- Claibourne C. Crews, Attorney Revenue Legal Counsel ee:dttr^— _ . — q 13/ 13 2006 BONDS -WASTEWATER REQUISITION City of Fayetteville, Arkansas Series 2006A Sales and Use Tax Capital Improvement Bonds Date: 01/25/2010 Requisition No: _2006-W W-#105 TO: Simmons First Trust Company, as Trustee Pursuant to the provisions of Section 502 of the Trust Indenture dated as of November 1, 2006 ("the Indenture"), by and between the City of Fayetteville, Arkansas ("the issuer) and you, as trustee, you are authorized to make the following described payment directly to the Payee named below from the 2006 WASTEWATER Account of the Project Fund: Name of Payee: City of Fayetteville Sales Tax Construction 2006 Account # 17160292 Amount of Payment: Paid to: $2983.26 Check # Amount McClelland Engineers 2113 676.00 Water & Sewer Fund 2114 2307.26 The undersigned hereby certifies that he is authorized to deliver this Requisition on behalf of the Issuer. The amount requested hereunder has not been the basis for any previous Requisition by the Issuer and is justly due and owing to the person(s) named herein as a proper payment or reimbursement of a Project Cost with the respect to the WASTEWATER Project. No event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. City of ' e, A$ Finance &'internal Services Director Page 1 of 1 17160292 Sales Tax Const 2006A Dr/Cr Amount Description Credit $2,983.26 20100125H2B7001 C0002870125 1 3 1 1 Totals Type Amount Count Credits $2,983.26 1 Debits $0.00 0 NET $2,983.26 1 https: //cashm an. arvest. com/cashman//Memoltems. asp?Acct=17160292+Sales+Tax+Const... 1/25/2010 New World Systems 7.0 *LIVE* 1/25/10 Bank Account: 452 SALESTAXON Type options, press Enter. 9=Source 15=General Ledger Check Inquiry AP0810S1 Favorite: Sales Tax Construction 2006A Reset: Transactions 24=Documents Check Opt Number Date Payee Name 1/25/10 1/25/10 1/25/10 1/15/10 1/15/10 1/15/10 1/15/10 1/15/10 �41 2114 j / 2113 M.-AsM.-As& 2112 7 2111 2110 2109 2108 2107 ---Status---- Code Date Water & Sewer Fund a✓.fa McClelland Consult Engine/14'01W Garver Engineers PFM Asset Management LLC McGoodwin/Williams & Yate Goodwin & Goodwin Garver Engineers Environmental Consulting 2106 1/15/10 Decco Contractors Paving 2105 1/15/10 City of Farmington _ 2104 1/15/10 Circuit Clerk *=Documents Attached F3=Exit F9=Resequence F12=Cancel F15=Bank 1114 r F20=ACH Inquiry 2)307.26 + 676.0 + 11/219-8, r - 06 /+?/Au)S+NO cR gene 14,263.116+ J 2,507.26 + 676.0 + 23983.26G+ More: + Check Amount 2,307.26 676.00 11,279.85 4,540.00 3,032.50 20,000.00 18,690.47 18,444.11 56,895.57 39,556.48 45.00 More... F22=More CITY of FAYETTEVILLE ARKANSAS DUPLICATE CHECK NO. 2113 DATE INVOICE NO. DESCRIPTION AMOUNT 12/31/2009 FY092109-002 Surveying, Geotech Investigation, Concre 676.00 CHECK AMOUNT $676.00 2 1111111111111111111 1111111111111111111111111111111 aye evi e CITY of FAYETTEVILLE FAYETTEVILLE ARKANSAS •�aenset SALES TAX CONSTRUCTION 2006A AMUR Rawls Manias 81-87/829 DETACH HERE FOR YOUR RECORDS CHECK NO. 2113 DATE 1/25/2010 SIX HUNDRED SEVENTY SIX DOLLARS AND NO CENTS PAY TO THE ORDER OF McClelland Consult Engine PO Box 34087 Little Rock AR 72203-4087 L_ le2&&311' 408 29008 7 21: 00L716029211' VOID IF NOT CASHED IN 60 DAYS AMOUNT $676.00 delteNithtlABLE aaII��KK��NFG BLE EzzI E NON-NEGOTIABLE ITS PURCHAS ©HIM VENDOR NO. 7460 McClelland Consult Engr Attn: John C Quinn PO Box 1229 1810 N College Ave FayettrtaeviUf Qty. of Rece ed Issue 2010 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas 2/03/09 PURCHASE ORDER # 09-0000137-001 FOB Fyv TERMS ' NET 30 DAY 3/51 Descrl nZ 702 Account Number Una Price TOTALS 1.00 EA I_ a) Surveying, Geotech Investigation, Concrete Design Per RFQ #08-01 4520.9520.5314.00 021330600 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 fulgen,g1TERED JAN 22 2010 DEPARTMENT VERIFICATION BY I I �,4TEIl RECEIVED b DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION �0 15000.00 15 00 v oblk.00 Sales Tax Total: Purchase Order Total: ADDITIONAL APPROVAL CHECK # D DOES NOT MEET PURCHASING POUCY CONTRACT PAYMENT OTHER APPROVED BY IIII40oto ' ! 1 t,gce /pA 1-22-10 :WISING VERIFICATION PHICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO PROJECT # t 7i 33 THIS PAYMENT $ PREVIOUS PAYMENT $ a $ i • to TOTAL PYMT(S) $ BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE City of Fayetteville, Engineering Dept. Mr. Shannon Jones, P.E. 113 West Mountain Street Fayetteville, AR 72701 Billing Period: 05/31/2009 Through 12/31/2009 McClelland Consulting Engineers, Inc. P.O. Box 34087 Little Rock, AR 72203 (501) 371-0272 Invoice number Date FY092109-002 01/15/2010 Project: FY092109 Fayetteville Solar Driers Foundation & Stem Wall PO# 09-0000137-001 DESIGN Principal Engineer ADDITIONAL SERVICES Office Admin Survey Crew -2 Man Survey Technician Approvq by: Principal Fjfigine Hours Billed Rate Amount 1.00 155.00 155.00 Phase subtotal 155.00 Phase subtotal Hours 155.00 Billed Rate Amount 0.25 3.00 1.00 Invoice total 60.00 143.bo 77.00 15.00 429.00 77.00 521.00 521.00 City of Fayetteville, Engineering Dept. Invoice number. FY092102-002 Invoice date: 01/15/2010 Page 1 Vendor: McClelland Consult Engr CIN OF FAYETTEVILLE RFQ # 08-01 PO# 09-0000137 Surveying, Geatech Investigation and Concrete Design C ...,ige Order # Cost of C.O. Cumulative i P.O. Price Payment Date Payment Number Payment Amount Retainage Invoice Amount Expensed Remaining amount on P.O. Base P.O. $15,000.00 $15,000.00 2/3/2009 $15,000.00 $15,000.00 6/17/2009 1 $1,215.00 $0.00 $1,215.00 $13,785.00 $15,000.00 8/4/2009 2 $3,813.00 $0.00 $3,813.00 $9,972.00 $15,000.00 1/21/2010 3 $676.00 $0.00 $676.00 $9,296.00 $15,000.00 4 $0.00 $0.00 $9,296.00 $15,000.00 5 $0.00 $0.00 $9,296.00 $15,000.00 6 $0.00 $0.00 $9,296.00 $15,000.00 7 $0.00 $0.00 $9,296.00 $15,000.00 8 $0.00 $0.00 $9,296.00 $15,000.00 9 $0.00 $0.00 $9,296.00 $15,000.00 10 $0.00 $0.00 $9,296.00 $15,000.00 11 $0.00 $0.00 $9,296.00 $15,000.00 12 $0.00 $0.00 $9,296.00 $15,000.00 13 $0.00 $0.00 $9,296.00 $15,000.00 14 $0.00 $0.00 $9,296.00 $15,000.00 15 $0.00 $0.00 $9,296.00 $15,000.00 16 $0.00 $0.00 $9,296.00 $15,000.00 17 $0.00 $0.00 $9296.00 $15,000.00 18 $0.00 $0.00 $9,296.00 $15,000.00 19 $0.00 $0.00 $9,296.00 $15,000.00 20 $0.00 $0.00 $9,296.00 $15,000.00 21 $0.00 $0.00 $9,296.00 $15,000.00 22 $0.00 $0.00 $9,296.00 $15,000.00 23 $0.00 $0.00 $9,296.00 $15,000.00 24 $0.00 $0.00 $9,296.00 - $15,000.00 25 $0.00 $0.00 $9,296.00 $5,704.00 $0.00 $5,704.00 $0.00 $0.00 $0.00 $0.00 1 $0.00 $0.00 $0.00 $0.00 2 $0.00 $0.00 $0.00 $0.00 3 $0.00 $0.00 $0.00 $0.00 4 $0.00 $0.00 $0.00 $0.00 5 $0.00 $0.00 $0.00 $0.00 6 $0.00 $0.00 $0.00 $0.00 7 $0.00 $0.00 $0.00 $0.00 8 $0.00 $0.00 $0.00 $0.00 9 $0.00 $0.00 $0.00 $0.00 10 $0.00 $0.00 $0.00 $0.00 11 $0.00 $0.00 $0.0o $0.00 12 $0.00 $0.00 $0.00 $0.00 13 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 Totals $15,000.00 $5,704.00 $0.00 $5,704.00 $9,296.00 CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. 2114 DATE INVOICE NO. DESCRIPTION AMOUNT 1/01/2010 0000062177 Clear Due To/From 2,307.26 CHECK AMOUNT $2,307.26 1111111111111111111 11 11111111111111111111111111111 aye evi�le CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS ARKANSAS SALES TAX CONSTRUCTION 2006A ..a.. 81-871829 DETACH HERE FOR YOUR RECORDS CHECK NO. 2114 1/25/2010 TWO THOUSAND, THREE HUNDRED SEVEN DOLLARS AND TWENTY SIX CE PAY TO THE ORDER OF Water & Sewer Fund L II.2ii41I• 1:0829008724 00/7/60292y VOID IF NOT CASHED IN 60 DAYS NialABLE � ISIG BLE EGE NON-NEGOTIABLE co s Z 0 co 0 C N 0 0 0 V C T oO of a'aa oa ❑ ❑ 0 O ❑ 0 C Account Number D y N 0 a 0 0 0 0. n g 5400 0 0 0 1400 Dept Fund 4520 Amount 2,30726 Account Name Due to Water 8 Sewer 2006 BONDS -WASTEWATER REQUISITION City of Fayetteville, Arkansas Series 2006A Sales and Use Tax Capital Improvement Bonds Date: 02/08/2010 Requisition No:_2006-WW-#106 TO: Simmons First Trust Company, as Trustee Pursuant to the provisions of Section 502 Of the Trust Indenture dated as of November 1, 2006 ("the Indenture"), by and between the City of Fayetteville, Arkansas ("the issuer) and you, as trustee, you are authorized to make the following described payment directly to the Payee named below from the 2006 WASTEWATER Account of the Project Fund: Name of Payee: City of Fayetteville Sales Tax Construction 2006 Account# 17160292 Amount of Payment: $48,818.79 Paid to: Check # Amount City of Farmington (WL -10A) 2118 37,416.25 Environmental Consulting 2119 9132.54 PFM Asset Management 2111 2270.00 The undersigned hereby certifies that he is authorized to deliver this Requisition on behalf of the Issuer. The amount requested hereunder has not been the basis for any previous Requisition by the Issuer and is justly due and owing to the person(s) named herein as a proper payment or reimbursement of a Project Cost with the respect to the WASTEWATER Project. No event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. City of Fayetteville, AR -Pavai a . 0.-�---- Finance & Internal Services Director Page 1 of 1 17160292 Sales Tax Const 2006A Dr/Cr Amount Description Credit $53,397.07 20100208H2B7001C00018602081300 Totals Type Amount Count Credits $53,397.07 1 Debits $0.00 0 NET $53,397.07 1 51A �(f9� 18j (viiea.99> re, https://cashman.arvest.com/cashman//Memoltems.asp7Acct=17160292+Sales+Tax+Const+... 2/8/2010 New World Systems 7.0 *LIVE* 2/08/10 Check Inquiry Favorite: Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions 24=Documents Check Opt Number Date 2120 2/08/10 2119 2/08/10 2118 2/08/10 2117 2/01/10 2116 2/01/10 2115 2/01/10 2114 1/25/10 2113 1/25/10 2112 1/25/10 2111 1/15/10 2110 1/15/10 .110.111101. Payee Name General Fund Environmental Consulting City of Farmington Sweetser Inc, Jerry D General Fund General Fund Water & Sewer Fund McClelland Consult Engine Garver Engineers PFM Asset Management LLC McGoodwin/Williams & Yate REC ---Status---- Code Date *=Documents Attached F3=Exit F9=Resequence F12=Cancel F15=Bank 2,27U•UU + 51k, 2'SU8.28 + 4,578.286+ 2,27U•UU 4-1 9,132.54 aN 37,416.25 48'818-79G+ 48,818•79 + 0w1 4)5'0-28 + 53,397.076+ 2/05/10 AP0810S1 Reset: F20=ACH Inquiry More: + Check Amount 2,308.28 9,132.54 37,416.25 42,980.73 2,018.84 47,269.83 2,307.26 676.00 11,279.85 4,540.00 3,032.50 More... F22=More CITY of FAYETTEVILLE ARKANSAS DUPLICATE CHECK NO. 2111 DATE INVOICE NO. DESCRIPTION AMOUNT 1/06/2010 0000062155 Arbitrage Calculations ii P'117 4,540.00 CHECK AMOUNT $4,540.00 8 la!ttcyjile .mEa e1-fi7iexs 1111111111111111111 II IIIIIIIIIIIIIIIIIIIIIIIII 1111 CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A DETADI HERE FOR YOUR RECORDS CHECK NO. 2111 DATE 1/15/2010 FOUR THOUSAND, FIVE HUNDRED FORTY DOLLARS AND NO CENTS PAY TO THE ORDER OF PFM Asset Management LLC Two Logan Square, 18th & Arch Suite 1600 Philadelphia PA 19103 L u•2 LLL11• ':08 29008 ? 21: 00L7L60292" VOID IF NOT CASHED IN 60 DAYS AMOUNT $4,540.00 IGOTIABLE N�G I BLE NON-NEGOTIABLE PFM' The PFM Group Public Financial Management, Inc. PFM Asset Management LLC PFM Advisors INVOICE # 55059 DATE: February 4, 2010 Bill To: Ms. Marsha Hertweck Accounting Director City of Fayetteville, Arkansas 113 West Mountain Fayetteville, Arkansas 72701 Two Logan Scpnre Suitt, Ibvl IP A Arch Srrcet% Phdeddph a, PA I910:.277o 215 567-6100 215 567-4130 fax www.pfm.com INVOICE RE: GO Series 2006A; Sales & Use Series 2006; Sales & Use Series 2007; TIF Series 2005; Water & Sewer Series 2002A & B; Water & Sewer Series 2004; and Water & Sewer Series 2009 For services rendered in connection with the preparation of the Arbitrage Report for the issue listed above. DESCRIPTION Project # 00410.053.1 AMOUNT i l$1-7!) TOTAL DUE $13,870 TERM NET 30 DAYS PLEASE REFER TO INVOICE # WHEN ISSUING PAYMENT Remittance Address: PFM Asset Management, LLC PO Box 823431 Philadelphia, PA 19182-3431 Wire Instructions: TriState Capital Bank ABA# 043019003 Acct# 0320000276 THANK YOU FOR YOUR BUSINESS PFM` The PFM Group Public Financial Management, Inc. PFM Asset Management LLC PFM Advisors February 4, 2010 Ms. Marsha Hertweck Accounting Director City of Fayetteville, Arkansas 113 West Mountain Fayetteville, Arkansas 72701 RE: GO Series 2006A Sales & Use Series 2006 Sales & Use Series 2007 TIF Series 2005 Water & Sewer Series 2002A & B Water & Sewer Series 2004 Water & Sewer Series 2009 Dear Marsha: Two Logan Square Suite IGMI IA's & Arch Strcat 1'hdaddphLt l'A IYW3-277(1 215 567-6100 215 567-4180 fav www.ts,,.r.,m Enclosed please find two (2) copies of the Interim Report of Arbitrage Rebate regarding the above - referenced bond issues and a note of our charges for services rendered regarding the same. As you know, BondResource joined PFM in April 2009. Please note our new address and employer identification number. For proper reporting of our fees on IRS Form #1099, our identification number is 23 3087064. An IRS Form W-9 is also enclosed. Page two of our report highlights that as of December 31, 2009 (or in the case of the TIF Series 2005, February 1, 2010), the Computation Date, no liabilities exist except for the GO Series 2006A. For that issue, the package also includes the IRS filing materials and separate instructions. If you have any questions, please do not hesitate to contact me at 215 557 1272. Sincerely, frm mn2a'o Joan M. DiMarco Enclosures Wile PURCHASE OMER VENDOR NO. 19622 PFM Asset Management LLC Two Logan Square, 18th & Arch Suite 1600 Philadelphia PA 19103 2010. Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 10-0000062-001 DATE 1/13/10 FOB Fyv TERMS NET 30 DAY Qty.of Unit Oty. Issue Received Description and Account Number Unit Price TOTALS 1.00 EA a) Arbitrage Calculations pi) 4520.9520.5314.00 06035 1 1.00 EA b) Arbitrage Calculations 4520.9520.5314.00 02133 ov SHIP TO: Accounting Ran 201 CITY OF FAYETI'EVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ENTERED JAN 14 1010 Turbervd! 2270.00 2270.00 2270.00 2270.00 y'( S-fV-oo UDGET Sales Tax Total: $415 Purchase Order Total: 495 95 DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY A/P VERIFICATION BY ;ATP� I t`(o $ l Lf $ e .OL1 1'1410 PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO Jilt119 rarL rviHc SEND COPY TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCV CONTRACT PAYMENT OTHER APPROVED BY PROJECT # THS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ • BALANCE S DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE t The PFM Group Public Financial Management. Inc PFM Asset Management LLC FFM hansom January 6 2010 Ms. Marsha Hertweck The City of Fayetteville, Arkansas 113 West Mountain Fayetteville, AR 72701 Dear Ms. Hertweck: T.::.1. fieri Snowt Sva :3P 1E' d A:ch Streets Pmladelrhia. PA 19103-2770 215 567-100 21n 557-4 1'e0 tax We are pleased to provide The City of Fayetteville, Arkansas ("Fayetteville) with this job arrangement letter. This letter confirms our arrangements to undertake a consulting engagement to prepare certain computations for the purpose of assisting Fayetteville in determining the arbitrage liability, if any, in connection with the bond issues detailed below. In connection with the engagement, we will • Analyze the bond issue transactions in accordance with the arbitrage provisions contained in Section 148 of the Internal Revenue Code (the "Code"). • Read applicable sections of selected bond documents to determine relevant data necessary for the computations. • Recompute the bond yield and agree the results to the relevant bond documents (fixed) or compute the bond yield (variable). • Calculate the amount of arbitrage liability and yield reduction amount, if applicable. • Issue a detailed report to disclose and explain our conclusions. • Issue an IRS Form 8038-T (if required) for each series, with instructions. Long-term relationships are built by providing high-quality service at a fair price. Any out-of- pocket expenses (i.e., travel costs) will be billed at the actual amounts incurred. Interim billings will be submitted as work progresses, and invoices are due upon presentation. Our fees for the scope of services defined herein will be based upon the following table: Ms. Marsha Hertweck Page 2 January 6, 2010 '.dy`: ., ssgg; I 4'. witrf xr j'�Y erne ` .� r. *£E•.aw.�.'31`� Fe ?: ; Csnl4 !atj9n net q.: f : .<v`5iln'C - ...Afe GO Series 2006A 12/31/2009' $ 2,270 Sales & Use Series 2005AB 12/1/2009' (completed) 2,270 - Sales & Use Series 2006 12/31/2009 —► 2270 Sales & Use Series 2007 12/31/2009 —'f 2270 Water & Sewer Series 2002A&B 12/31/2009 2,270 Water & Sewer Series 2004 12/31/2009 2,270 TIF Series 2005 12/31/2009** 250 Sales & Use Series 2009 Waive for 2009 Water & Sewer Series 2004 12/31/2009 2,270 • 8038 Filing Calculation • Reduced scope: BDSF Testing Only S,M\i1\aAS {a U.� ktc,ia {"O P0-1 Total 2009 Calculation Fees: $ 16,14b 13,loao.co Cr p}d t The Series 2006 General Obligation bond has spent all sale proceeds except for the reserve set aside in the Rebate Fund. At the City's request, we will treat 12/31/2009 as the first installment computation date (statutory filing date) for this issue. It is our understanding that the City intends to remit 100% of the arbitrage liability due at that time. Thereafter provided the debt service fund continues to deplete, no additional calculations should be required and we will conduct an annual debt service test as part of each year's engagement cycle (at a reduced fee). In the event Fayetteville is selected for examination by the Internal Revenue Service, we would be pleased to present a separate engagement letter stating our services and appropriate fees. The management of Fayetteville is responsible for making available to us all financial records and related information and personnel with information of relevance to our engagement. However, we will continue to work directly with trustee(s) to obtain relevant trust activity if possible. The objective of our work is to provide you with a report describing our steps, assumptions and the resulting arbitrage liability. Our consulting engagement will not be performed as an attest engagement -in -accordance-with -standards - established- by -the -American -Institute of -Certified ---- Public Accountants. Our work cannot be relied upon to disclose errors, fraud or illegal acts that may exist and which might have been detected had we performed an audit in accordance with generally accepted auditing standards. Pursuant to professional standards, in the unusual event that we are unable to complete our engagement, we may decline to issue a report. This is not an engagement for legal representation and does not create an attorney-client relationship. Our report will state that it is restricted to the parties named therein and may not be used or referred to for any other purpose. Ms. Marsha Hertweck Page 3 January 6, 2010 The working papers prepared in conjunction with our work are the property of PFM Asset Management LLC (PFMAM), constitute confidential and proprietary information, and will be retained by us in accordance with PFMAM's policies and procedures. Please confirm your agreement with the terms of this letter, including the attached PFMAM Engagement Terms (as detailed in Attachment I), by signing a copy of this letter and retuming it to us. If you have any questions concerning this arrangement, please call me at 215-557-1272. We are pleased to have this opportunity to continue to work together and look forward to a long and mutually satisfying relationship. Very truly yours, PFM Asset Management LLC AM 02 0, 7176000 Joan M. DiMarco Enclosures AGREED AND ACKNOWLEDGED: The City o ayetteville, A _ nsas BY Date: / /07 Client Signa • r: Name Title: 1e7 Ms. Marsha Hertweck Page 4 January 6, 2010 ATTACHMENT 1 PFMAM ENGAGEMENT TERMS These terms apply to the engagement described in any arrangement letter referencing them but shall also apply to any additional work we are asked within 12 months of any such arrangement letter to perform for client (unless a separate arrangement letter is used). 1. Cooperation and Participation. PFM ASSET MANAGEMENT LLC (PFMAM) shall be entitled to rely on all information provided by and decisions and approvals of client (and its counsel). Client's management shall be solely responsible for applying independent business judgment with respect to PFMAM's services and work product (including decisions on implementation or other further course(s) of action) and to be solely and exclusively responsible for such decisions. Although PFMAM will endeavor to be alert to any incorrect or missing data, and plans to apply its normal diligence in this regard, PFMAM shall nevertheless be entitled to rely on the accuracy and completeness of all information provided to us. 2. Confidentiality. PFMAM will maintain the confidentiality of client information of a confidential nature using the same degree of care it uses in maintaining its own confidential information. Client shall at no time disclose any of PFMAM's work product and other confidential material, or its role in this engagement, to any third party (except to a government agency or court, to the extent such filing is an agreed objective of this engagement or unless required by the Freedom of Information Act, other law or Court order) without PFMAM's prior written consent in each case. Client's use of PFMAM's work product from this engagement (except for copies of filed tax returns) shall in any event be restricted to the item's stated purpose (if any) and otherwise to client's intemal business use only. Each of us retains the right in any event to use the ideas, concepts, techniques, industry data and know-how used or developed in the course of the engagement. Notwithstanding anything herein to the contrary, (1) no restriction in this agreement is intended to be nor shall be construed as a condition of confidentiality as such term is used in I.R.C. §§ 6011, 6111, 6112 and the regulations thereunder; and (ii) any corporation or individual who is a party to this agreement has PFMAM's authorization to disclose to any and all persons, without limitation of any kind, any entity, plan, arrangement or transaction (including every aspect thereof) with respect to which PFMAM, in connection with this agreement, does or is required to introduce, recommend, give advice, or otherwise provide consultation or services. Except as instructed otherwise in writing, each party may assume that the other approves of properly addressed fax, email (including email exchanged via Internet media) and voicemail communication of both sensitive and non -sensitive "'documents and other communications concerning this engagement, as well as other means of communication used or accepted by the other. 3. Taxpayer Confidentiality Privileges; Use of Counsel. The parties acknowledge that certain documents and other communications involving and/or disclosed to or by PFMAM may be subject to one or more claims of privilege by or on behalf of client (e.g., the attomey-client privilege; the I.R.C. § 7525 tax advisory privilege, etc) Although client is solely responsible for managing the recognition, establishment and maintenance (e.g., possible waiver) of these Ms. Marsha Hertweck Page 5 January 6, 2010 possible protections (and for involving legal counsel as it deems necessary), PFMAM shall cooperate with client's reasonable written instructions regarding same. 4. Agreed Upon Scope of Work. PFMAM shall be obligated only for work or deliverables specified in the arrangement letter referencing these terms, and only for changes in such scope that are set forth in writing and duly executed by the parties hereto. To the extent all specific details of the engagement are not so documented, the parties shall work diligently and in good faith to document them at the request of either party. Unless expressly provided for, PFMAM's services do not include giving testimony or appearing or participating in discovery proceedings, in administrative hearings, in court, or in other legal or regulatory inquiries or proceedings. 5 Access to Resources and Information. Unless specified herein as the responsibility of PFMAM to provide, client shall have obtained for PFMAM on a timely basis any internal and third -party permissions, licenses or approvals that are required for PFMAM to perform the services contemplated hereunder (including use of any necessary software or data). Client shall also provide PFMAM with such information, signoffs and assistance as may be necessary to PFMAM's work or as PFMAM may reasonably request, and PFMAM's personnel assigned to any work hereunder shall not be assumed or deemed to have knowledge of information provided to others, whether extemal to or within PFMAM. 6. Extemal Factors; Standards of Performance. Client acknowledges that this engagement will involve analysis, judgment and other performance from time to time in a context where the participation of the client or others is necessary, where answers often are not certain or verifiable in advance and where facts and available information change with time. Accordingly, evaluation of PFMAM's performance of its obligations shall be based solely on its substantial conformance with any standards or specifications expressly set forth in this agreement and all applicable professional standards, any such nonconformance (and applicability) to be clearly and convincingly shown. If there are any changes in the relevant laws, regulations, industry, market conditions or other circumstances, including in the client's own business practices, PFMAM has no responsibility to advise client of any such changes (except that PFMAM will advise of such changes in the course of the annual rebate updates as long as continuously retained to prepare such computations); and client acknowledges the need for it to re-evaluate PFMAM's preceding services and deliverables. PFMAM reserves the right to in whole or in part decline to perform certain tasks if Information comes to PFMAM's attention indicating that performing such tasks could cause PFMAM to be in violation of applicable law, regulations or standards or in a conflict of interest, or to suffer reputational damage. 7. Business Risk Allocations. With respect to any services, work product or other deliverables hereunder, or this engagement generally, PFMAM's liability shall in no event exceed the fees it receives hereunder for the portion of the work giving rise to liability nor include any special, consequential, incidental or exemplary damages or loss (nor any lost profits, savings or business opportunity). The terms of this paragraph shall apply regardless of the nature of any claim asserted (including contract, statute, any form of negligence whether of client, PFMAM or others, tort, strict liability or otherwise) and whether or not PFMAM was advised of the possibility of the damage or loss asserted, but shall not apply to the extent finally determined to be Ms. Marsha Hertweck Page 6 January 6, 2010 contrary to any applicable law. Such terms shall also continue to apply after any termination of this agreement and during any dispute between the parties. 8. Arbitration - Any dispute arising out of or relating to this engagement, including the breach or termination thereof, shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Such arbitration shall be the sole and exclusive procedure for the resolution of any dispute and shall be final. No arbitration award against PFMAM Partners LP shall exceed the fees that PFMAM Partners LP receives for the portion of the work giving rise to liability, nor shall any arbitration award include any special, consequential, incidental or exemplary damages or loss (nor any lost profits, savings or business opportunity). The place of arbitration shall be either Philadelphia, Pennsylvania, San Antonio, Texas, or Little Rock, Arkansas, based upon the primary office where the dispute arises. Judgment upon the award rendered by the arbitrators may be entered by any court having jurisdiction thereof. 9. Affiliates. Recognizing that at times PFMAM's work may pertain not only to client but also to a parent, various of its subsidiaries, other affiliates, advisors and contractors, or to family members or related trusts, partnerships, partners, estates or foundations, client shall, as may be requested by PFMAM from time to time (including subsequent to completion of the services) obtain written confirmation of their agreement to the terms of this letter. This agreement is binding on each party hereto and on each of its permitted successors, assigns and legal representatives. PFMAM may authorize or allow Its affiliates and contractors to assist in performing this letter and to share in PFMAM's rights hereunder, provided any such party shall commit (as applicable) to be bound by the restrictions set forth in this letter and PFMAM obtains such express commitments as are necessary. 10. General. This agreement, including its formation and the parties' respective rights and duties and all disputes that might arise from or in connection this letter or its subject matter, shall be governed by and construed in accordance with the laws of Delaware (or Arkansas to the extent required under Arkansas Statute), without giving effect to conflicts of laws rules. Each party is an independent contractor with respect to the other and shall not be construed as having a trustee or fiduciary relationship. The letter, including this and any other incorporated attachments, sets forth the entire understanding between and among the parties regarding the subject matter addressed herein, supersedes all prior agreements, arrangements and communications and may not be modified or amended except by the mutual written agreement of both parties. If any term hereof is found unenforceable or invalid this shall not affect the other --- terms hereof, all of which shall continue in effect as if the stricken term had not been included. CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO 2118 DATE INVOICE NO. DESCRIPTION AMOUNT 1/31/2010 11A WS IP WL-l0a Farmington Gravity Cont 2073 37,416.25 CHECK AMOUNT $37,416.25 11 11111111111111111 II 11111111111111111111111111 III aye eve CITY of FAYETTEVILLE FAYETTEVILLE ARKANSAS ....ass SALES TAX CONSTRUCTION 2006A MAVENS 81-87/829 DETACH HERE FOR YOUR RECORDS CHECK NO. 2118 2/08/2010 THIRTY SEVEN THOUSAND, FOUR HUNDRED SIXTEEN DOLLARS & 25 CENTS PAY TO THE ORDER OF City of Farmington PO Box 150 Farmington AR 72730-0150 L II. 2 i Lane I:❑8 290013 7 21: 00 760 29 20 VOID IF NOT CASHED IN 60 DAYS $37,416.25 £N Ni OTIABLE suaa NSG I BLE t E NON-NEGOTIABLE ¶9tev2lle KEC ** CHANGE ORDER ME ORDER F 13F VENDOR NO. 3112 ; 92) o n�G` 0 O A F -• City of Farmington e G2 o PO Box 150 s 2G, , Farmington AR 72731-: -d t t ** 'oho Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 09-0000160-101 DATE 9/28/09 FOB Fyv TERMS NET 30DAY Qty. Unit of Issue Qty. Received Description and Account Number Unit Price TOTALS 1.00 EA ' a) WSIP WL -10a Farmington Gravity Mai 328402.58 Per Res #09-09 Bid #09-01 Contract #2073 4520.9520.5315.00 021330415 SHIP TO: Water & Wastewater Director CITY OF FAYEPPEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 ENTERED FEB 0 4 2010 -1, 4lk.k Continued on Next Page DEPARTMENT VERIFICATION BY RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION PURCHASING VERIFICATION �21 PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCY CONTRACT PAYMENT OTHEll APPROVED BY 04/014) eht PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY S 44, 16 .�q7 ntlaye** CHANGE ORDER ** QARKANSAS Each Package Must Be Marked Exactly As Shown Here VENDOR NO. PURCHASE OMER I 3112 City of Farmington PO Box 150 Farmington AR 72730-0150 FOB Fyv City of Fayetteville, Arkansas PURCHASE ORDER # 09-0000160-101 DATE 9/28/09 TERMS NET 30 DAY Oty. UM of Issue Recanted Description and Account Number Unit Price TOTALS 1.00 EA b) Change Order #1 to Contract #2073 1973.00 19 00 05/19/09 C/O #1 to incr contract by $1,973.00 to allow for City's cost share of the demolition of old lift station at Double Springs Rd. 4520.9520.5315.00 021330415 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY DEPT COPY PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE $ Wile KRICK VENDOR NO. 3112 City of Farmington ** CHANGE ORDER ** ME ©MEN Each Package Must Be Marked PURCHASE ORDER # Exactly As Shown Here City of Fayetteville, Arkansas 09-0000160-101 DATE 9/28/09 PO Box 150 Farmington AR 72730-0150 FOB Fyv TERMS NET 30 DAY Unit Oty. of Issue O . Received Description and Account Number Unit Price TOTALS 1.00 EA c) Change Order #2 to Contract #2073 289 83 289'4.83 09/28/09 C/O a2 to incr contract by $2,894.83 to allow for Fayetteville's share of installing a 24" steel encasement across Centerpoint Energy gas transmission line easement. Note: C/O #3 to incr contract by $43,350.00 for removal of an inverted siphon at Manhole #14 is full responsibility of City of Farmington. 4520.9520.5315.00 021330415 &N\i`c)-) SHIP TO: Water& Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 lrugens, D Sales Tax Total: Purchase Order Total: DEPARTMENT VERIFICATION BY DATE ADDmONAL APPROVAL RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION PURCHASING VERIFICATION CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY Gamey WL -10A Contract 02073 Farmington/Fayetteville Pay Apo 01l Jan. 1-31,489 .2.47/•61110.27%( 19.73% Pay app et Pay App 82 Pry App 83 Pay IMP 84 Pay e,P 85 Pay app 08 Pay app 87 Pry IMP 88 Pry 40009 PayA$O#I0 PayAPPal1 Malaltls valance Material 6346.11 81,240.34 81.240.34 95.730.88 74,349.51 70.968.89 58,969.31 48,644.12 31.426.60 17,714,34 ,�_�It 10,227.03 ' /J�?IQ-.' (7,487.34) 01 Reldnaga (5,135.40) (7.553.79) (2,811.25) (24,432.14) (21.397.10) (21.38725) (494.62) (83,211.55) Retainage total 80.27% 19.73% This month Farmington Fayetteville To date Canna Variance 1 obW7ation (NTE 5% al dl other contract Item 50.00- - 75,000.00 575.000.00 2 Site preparation: dewing & grubbing 50.00- - 55685.00 555,66500 - 3 Construction staking 50.00 - - 44 532 00 344.532.00 - 4 48' Dia Sia Mande, 0416 deep 518,000.00 14,448.08 3.551.94 68,000.00 566000.00 100000 5 48' Dia Manhole, Extra depth -over 6 f. deep 116,368.00 13,138.10 3,229.90 52,500.00 $51500.00 8 4W Dia Drop Mande G6 ft deep 118,000.00 14,448.06 1551.94 72000.00 167,500.00 (4,500.00) 7 21' 10.00- - 68600.00 588,800.00 - gravity sew 8 embedment 8I8• gravity denser 8embedment 50.00- - 144,920.00 1144620.00 915'gmly sewer 8embedment 50.00 - - 102,636.00 1102,638,0 - 101T gravity sewer 8embedment 541,072.00 32967.27 8,104.73 93,70400 $91704.00 - 11 8' 8 56,125.00 4,918.35 1,208.65 10,075.00 116075.00 - gravity sewer embedment 12 6' gravity sewer 8 embebnenl 13,000.00 1408.01 591.99 4,875.00 54,875.00 - 13 Trench excavation 8 badGe 0-8 R 58,850.00 7,103.83 1,746.37 13,590.00 517.430.00 3,840.00 14 Trench excavation 8 backfill 8-12 ft 524,535.00 19,693.51 4,841.49 288,575.00 5281,890.00 (6.685.00) 15 Trench excavation 8 beckfi3 12-16 R 50.00- - 83,120.00 183,120.00 - 18 Rock excavating 51,854.00 1,488.15 38585 4,700.00 54.700.00 - 1730' Steel encasement byopen cut 50.00- - 34,000.00 534,000.00 - 1824' 17,250.00 5,619.36 1,430.64 45.675.00 138,425.00 (7,250.00) steel encasement bybore 8jack 19 30' steel encasement by We 8 lack 50.00- - 91,250.00 591,250.00 - 20 Concrete aclos on casings 11,500.00 1,204.01 295.99 10,500.00 116500.00 - 21 Carrels ercnemem 56,200,00 4,978.55 1123.45 36,200.00 $36200.80 - 22 Tree protection 8 pruning 5500.00 401.34 98.88 5,000.00 15,000.00 - 23 Remove Existing mande 50,00- - 14,000.00 510,500.00 (3.500.00) 24 Connect service lateral 52,250.00 1,806.01 443.99 18,750.00 116750.00 - 25 Extension dservice lateral 5300.00 240.80 59.20 4.200.00 $&100.00 26 installation d service lateral cleanout 50.00- - 11,610.00 1.610.00 27 Tempary pkg In new sew 52,000.00 1.605.34 394.66 2,000.00 52,000.00 - 28 Trench totmdaation material 5300.00 240.80 59.20 1,320.00 51.560.00 240.00 29 Trench compaction testing 50.00- - - 11.400.00 1,400.00 80 Rock rip rap 130,480.00 24,465.38 6.014,62 78160.00 176160.00 - 31 Clay dam 11,500.00 1,204.01 295.99 6000.00 16,000.00 - 32 Remove 8 replace asphalt paving 10.00 - - 1860.00 122.920.00 15060.00 33 Remove d replace comets paving 50.00• - - 1990.00 990.00 30 Remove & replan connate sidewalk 50.00- - - 118.42500 18.425.0D 35 Seeding 8 mulching 50.00- - 8,885.20 113,296.00 4,630.80 36 Sad redacemerd 10.00- - - 514,780.00 14,780.00 37 Erosion control 53,500.00 2,809.35 69085 35,000.00 135,000.00 - 38 Trench excavation 8 safety system 52,666.00 2,139.92 528.08 21,91000 121,910.00 - ' 39 Traffic control 5350.00 280.93 69.07 3,500.00 13,500.00 - 40 install sewer backflow prevention device 50.00- - - 5300.00 300.00 41 Surface videodocumnetatlm 50.00• - 11,133.00 $11,133.00 - 42 Pre -condi exploratory exc. To determine limits for rock blasting 50.00 - - 2,300.00 $2,300.00 43 6' reinforced covets channel per Sheet 6 50.00- - - 12,275.00 2,275.00 44 Remove 8 replace 6' Nick gravel surfacing 50.00- - 1,000.00 11,500.00 500.80 Total dee 196,800.00 157,804,94 38795.06 1,619,115.20 $1,864,231.00 45,115.80 Less nawnage - Addmatedalstored 17.467.34) (6,009.88) (1,477.48), COSI 500.00 401.3498.88 24,670.00 168,020.00 543,350.00 189,612,66 152,196.41 (37,416.25% 1,643,785.20 51,732,251.00 88,465.80 Pay app et Pay App 82 Pry App 83 Pay IMP 84 Pay e,P 85 Pay app 08 Pay app 87 Pry IMP 88 Pry 40009 PayA$O#I0 PayAPPal1 Malaltls valance Material 6346.11 81,240.34 81.240.34 95.730.88 74,349.51 70.968.89 58,969.31 48,644.12 31.426.60 17,714,34 ,�_�It 10,227.03 ' /J�?IQ-.' (7,487.34) 01 Reldnaga (5,135.40) (7.553.79) (2,811.25) (24,432.14) (21.397.10) (21.38725) (494.62) (83,211.55) Retainage total SCHEDULE OF CONTRACT CHANGE ORDERS Contrac Additions By Change Order Change Order No. 1 2 3 Description of Change Date Total Cost added by Change Order Cost of Items Completed Contract Deductions By Change Order 4/16/2009 9/1/2009 9/1/2009 Demo Lift Station Gas Line Encasement Remove Inverted Syphon $10,000.00 $14,670.00 $43,350.00 $10,000.00 $14,670.00 $68,020.00 $24,670.00 $0.00 ADJUSTED CONTRACT AMOUNT Original Contract Amount $1,664,231.00 Plus Contract Additions By Change Order $68,020.00 Less Contract Deductions By Change Order Adjusted Contract Amount WORK PERFORMED $0.00 Cost of original contract work performed Cost of Change Order work performed Total Cost of Work Performed Less Amount Retained Net Amount Earned Add Material Stored Total Amount Due Less Amount of Previous Payments Balance Due Recommended By: $1,732,251.00 $1,619,115.20 $24,670.00 $1,643,785.20 ENSaIlV£R(_ V / INSPECTOR 7.)zf/o $83,211.55 $1,560,573.65 $10,227.00 $1,570,800.65 $1,381,187.99 $189,612.66 DATE 112&J10 D I hereby certify that all labor standards contract requirements have been complied with by Gamey Construction, Inc. as prime contractor and by each subcontractor employing mechanics or laborers at the site of the work. Approved By: Approved By: MATERIAL STORED: CONTRACTOR SEE STORED MATERIAL SPREADSHEET /-243-./0 DATE 8-3 -04110 DATE qtr ?Illeel1 y.e.l��ike Home{_ AGRANSAP(J ESTIMATE F0RC0NS7RUCTON PAYMENT Estimate Number 11- WL -10A Farmington lelmeptw OM L10 Stetbo Y11 to Double Springs W1 Station Cavity Main Qty of Fermioetoe, AR RLp Project Number 00534-CWRIF-L RJN Project Number 02133-0410A yah rymle Nemo and Address of CNN City of Farmington 354 Wont Main Street Farmington. AR 72730 Name and Address ofCamemof Ganey Combustion, hie 1333 NW Yrvioa Rod Rave Cay, MO, 64118 PERIOD BEGINNING: 38®y 1, 2010 PERIOD ENDING: homy 31, 2010 Item Demamboo Unit Cermmt Previous Complete Month to Data Comlmed to late Cost of USW d Percent Completed Qumity Una Cost Total Cost Qty. Taal Cost Qty. Total Cost Qty. Total Cost 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 23 26 37 23 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 575,000.00 555,665.0 344,532.0 369,00.0 552,50.0 367,50.0 368.80.0 5144,920.00 3102,636.00 $93,704.00 510,075.00 $4,875.0 311,430.0 5281,890.00 $83,120.0 34,70.0 534,060.00 538,425.0 591.250.0 310,500.0 336,200.00 55,00.0 510,500.00 518,750.0 3430.0 $1,610.0 53,000.00 51,560.0 51,40.0 578,10.0 $6,00.0 522,920.00 3990.00 318,425.00 313,296.0 514,780.00 335,00.0 321,910.0 $3,50.0 $00 311,133.0 $2,300.00 $2,275.0 51,500.0 1.00 11133.0 11133.00 16.0 12044 12.0 160.0 3623.00 2351.00 1548.00 158.00 75.00 158.00 7544.0 2078.0 2846.0 170.00 53.00 125.00 12.00 300.00 0.90 4.00 22,00 19500 0.00 0.00 85.00 0.00 119200 9.00 131.0 0.00 0.00 575,000.00 3556650 344,532.0 548,00.0 336,132.0 354,000.00 368,800.00 5144920.00 5102,636.0 352,63100 53,950.63 11,875.0 34,740.0 $264,040.0 583,120.0 52846.0 534,000.00 538,425.0 391,250.00 59,00.0 330,00.0 34,500.00 31400.0 516,500.0 53,90.0 $0.0 W00 51,020.0 50.00 547,660.0 54,500.0 37,860.00 50.00 $0.00 $8,665.20 50.0 331,500.0 319,244.00 53,150.0 $.0 311,133.0 $300.00 $.0 51,00.0 0.00 0.00 0.00 6.00 54.56 4.00 0.0 0.00 0.0 1201.00 245.00 120.00 295.00 701.0 0.00 1854.0 0.00 10.00 0.00 2.00 6100 $0.00 30.00 50.00 SI3,000.0 314368.0 $18,00.0 50.0 50.0 50.00 341,072.00 36,125.00 $,00.0 58,850.0 324,535.00 50.0 51,854.0 50.00 17,200 50.0 51,50.0 56,200.00 $5000 30.0 $2,250.0 530.0 $0.0 52.00.00 530.0 30.0 130,430.0 31,500.0 50.00 30.00 30.00 50.00 50.00 33,50.0 32,666.0 5350.00 $.0 $.0 50.00 $.0 $0.0 1.00 11133.00 11133.00 22.00 175.00 16.00 1600.00 3623.00 2851.0 2756.00 403.00 195.00 453.00 8245.00 2078.0 470.0 170.00 63.00 125.0 14.00 362.00 1.0 4.00 25.00 2100 0.0 200 110.00 0-00 1954.0 110 131.0 0.00 0.00 575,000.00 555,665.00 544,532.0 566,000 152,500.00 372,000.00 568,80.0 5144,9200 5102,6360 593,704.00 510,075.00 54,875.00 513,590.0 3288,575.0 $83,120.0 54,700.0 534,000.00 345,675.0 391,250.0 51050.0 $36,200.0 15,00.0 514,00.0 518,750.0 34,200.00 $0.0 57.000.00 31,320.00 $0.0 $78,160.0 36,00.0 37,860.0 50.0 50.00 38,665.20 50.00 $35000.0 321,9100 53,500.0 50.0 511,133.0 52,300.00 50.0 5100.0 10.00 10.0 500 53,00.0 50.0 34,50.0 500 50.0 50.00 1000 50.00 50.0 53,810.0 36,6850 50.0 $0.0 $0.00 47.2500 $0.0 $0.0 50.0 $0.0 . 33,500.0 50.0 30.00 51,6100 50.0 3240.0 31,40.0 10.00 $0.0 115,060.0 5990.00 318,425.00 34,630.80 314,780.00 30.00 50.0 50.00 530.0 10.00 50.00 $2,275.0 55000 100%. 100% 100% 96% 10054 107% 100% 10% 100% 10054 10054 100% 7854 10254 100% 10053 10054 119% 100% 10% 10054 100% 133% 100% 1054 0% 100% 8554 0% 1054 10036 34% 034 0% 65% 0% 10054 10054 100% 0% 100% 10054 0% 67% uroimam(Not to Exceed 6% et e Other Cede arm) to 1 575,00.00 Ma Prep.nma 066110 16116 0121b611 tF 11,133 55.0 CwWANn adds tF 11,193 14.0 a.m. Dd. JS*S. Ola Dae FA 23 53,00.0 46-80 Db.MIMSBerm OWI Ow eft Gee VF 175 3300.00 ads 0.. Dep wood 040.0.6- EA 15 34,500.00 2l -t. 0mty ewer and Embedment 15 1600 343.0 resin away e..r w Erna:mast tt 3,623 340.00 atm Orwyew ma E.& S.M D 2051 538.0 Garay Enee3Ts. LF 2 758 $34.60 este m.or Sae rot L - .. tF 403 525.00 Saw candy Marr as EndamaM tF 195 525.0 Tina Eawle and Sang 04 R tF 581 330.0 Thom Oast and Meal, 6-120. tF 0054 535.0 TmeCvem rd manic 12.1eFt IF 2,078 $40.0 Rock Eason CY 4,700 51.0 361nn IAN Fecermenl yaps Cd 15 170 5200.00 241nm ter Ena.er, by Men um .f6-. is 53 3725.00 2Gae Sad Eawn.b by Da ed .le is 125 3730.00 Cabs. Antler. en Cabs. en 14 570.0 Colas Roan tF 382 510.0 0.10 0.00 3.00 15.00 0.0 2.00 25.0 0.0 762.0 3.00 0.00 0.00 0.00 0.00 0.00 0.10 1333.00 0.10 0.00 0.0 0.00 0.00 . 0.00 Tee Preterite and aging 1.8 1 55,00.0 Raw. Dieing grass EA 3 $3,50.0 Cara banks LANS EA 25 570.0 Ead.an o Dint* Land tF 210 3200 dr.wmn ei eseleastersOwer FA 23 270.0 Treery nue at aa. 6-_3/ EA 2 31,000.00 Nest FwdMlm 160a16) n 130 112.00 Trentreapactbn Tues EA 40 835.0 Rod Rpaa CY 1,954 $0.0 as Dun EA 12 $500.0 Rtn s and Sepias genu Preto sY 982 30.0 Rriaw and R.pl.m cane Pals 6Y 18 $55.03 Ra os as RMB amass wawa SY 335 $55.00 Sowing are wake 6Y 2216 56.0 1444.20 0.00 0.90 9622.00 0.90 0.0 11133.00 2300 0.00 20.00 1444.20 00 1.0 10955.00 1.0 0.0 11133.0 23.00 0.00 20.00 Mab Rm.oan SY 1,478 $10.0 ErmaaCan a 1 335,000.0 Tmatawa, and salty yarn tF 10,955 32.0 TN.sa Cres to 1 $3,50.0 ase swat sonar mesas Orta EA 4 375.0 eras 9usa Oeskinintakii tF 11433 31.0 n.mar Dpaetay Doi b Dread Limb b Rock EweO FA 13 3100.00 te Rd4wa4 Cams Came pr swot 5 BY 35 385.0 Rawer and Reda P Vick Grave aa SI 8? 30 $50.0 31,664,231.0 51,422,515.20 5196,60.0 11619,115.20 545,115.80 9754 STATEMENT OF SUBCONTRACTORS w Ground EFX Rock Removal Resources NAME 1601 Ladelle Road Lowell, Ar 72745 479-649-5161 423 East Bronson Road Seymour, WI 54165 920-833-2736 BUSINESS ADDRESS Erosion Control Trenching WORK PERFORMED t N O O 69 9 O A X X tC ?zm W Cil STATEMENT OF SUBCONTRACTORS LS Contract Invoice Completed to Date Stored LF Quantity Quantity Qty. Quantity Unit Cost Total Cost 48 -Inch Dia.Std.Manhole, OAR Deep EA 22 16 22 0 $ 835.00 $ 78.00 $ 835.00 $ 12.49 $ 8.95 $ 8.46 $ 5.62 $ 2.47 $ 1.40 $ 74.00 $ 34.50 $ 34.50 $ 34.00 $ 4,500.00 $ 300.00 $ 70.50 $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ 4,140.00 $ 5,100.00 $ - $ - $ 987.00 48 -Inch Dia.Manhole Extra Depth, Over Eft Deep VF 175 175.0 175.00 0 48 -Inch Dia. Drop Manhole, OA Ft. Deep LF 16 16 16 0 21 -inch Gravity Sewer LF 1,600 1600 1600 0 18anoh Gravity Sewer LF 3,623 3623 3623 0 15 -inch Gravity Sewer LF . 2,851 2851 2851 0 12 -incl Gravity Sewer LF 2,756 2756 2756 0 8 -inch Gravity Sewer LF 403 403 403 0 8 -Inch Gravity Sewer LF 195 196 110 0 38 -Inch Steel Encasement by Open Cut LF 170 170 170 0 Material for Change order 2 8 7 0 Steel Encasement LF 90 90 90 0 Steel Encasement LF 120 120 0 120 12 -Inch Gravity Sewer LF 150 150 0 150 48" Dla Drop Manhole, 0-6 Ft. Deep EA 1 0 0 0 48 -inch Dta.Manhole Exba Depth, Over 6ft Deep VF 3 0 0 0 Casing Spacers EA 27 27 13 14 $10,227.00 LL 1 1 Is aa , at C ii Ja C 1 C FF iC re trail I Mach rh wsI/+ 03I NamesWe nesace Names 12 H � co NOTICE TO PROCEED Odays Wed2/11/09 Wed2/11/09 , .7 Transfer of Sewer to GBPS 6 days Tns 3/10109 Tue 3/17109 ✓ InsMOed 21' Pipe From BOL to Mil #9 4days' Tus3/10/09 Fd 3/13313 V Installed r Pipe From BOL to MH 043 2 days Mon 3/16/09 Tue 3/17109 4 7 Pre. ConcbructIon TV Inspection 10 days Mon 4809 Fd 4/17/09 ..% Pipe Deliveries 3 days Mon 4809 Wad 4/609 v% Boring Operations 30 day. Mon 6/25/09 Fd 7/3/09 ✓ B- ore underneath Holland Road 15 days Mon 5/25/09 P46/12109 st Bore un0emeat Broyles Road 15 days Mon 6/15/09. Fri 7/3/09 12 .7 Trenching Operations 62 days Mon 6/18/09 Tus 8/11/09 ✓ T- rench from MH 010 to MH#12 3 days Mon 5/18/09 Wed 5/2009 V Trench from MH#12 to MH#13 3 days Thu 5/21/09 Mon 5/25/09 17 `% B- lest from MH#I3Io MH 017 12 days Tue 526/09 Wed 6/10/09 18 st Blest from MH#17 to MH#20 B days Thu 6/11/09 Mon 622/09 19 .l Trench from MH020 to MH021 8 days Tue 6/23/09 Ni 72109 20 ✓ B- last from MH021 to MH#29 7 days Fri 7/3/09 Mon 7/13/09 21 1 Trench from MH029 to MH#33 7 days Tue 7/14/09 Wed 722109 22 ✓ - Blest from MH033 to MIM38 7days Thu 723109' Frl7/31/09 23 ✓ Blast from MHA36 to MH041 7 days Mon 8//09 Tue 8/11/09 24 ✓ Pipelaying operations 142 days Mon 7/13/09 Tue 125/10 ✓ Install pips from MH09 to MH#12 11 days Mon 7/13/09 Mon 727/09 ✓ Install Pipe from MH012 to MH013 11 days Tue 721/09. Tue 8/4/09 , 28 s Install Pipe from MH#13 to MH 017 26 days Wed 729/09 Wed 92109 29 ✓ Install Pipe from MH#17 to MH#20 16 days Thu 9/3/09 Thu 924109 30 ✓ install Pipe from MH#20 to MH#24 17 days Tue 9/1509 Wed 10/7/09 31 V Install Pipe from MH#24 to MH#29 23 days Tue 10/13109' Thu 11/12/09 32 ✓ Install Pipe from MH#29 to MH#33 15 days Mon 10/19/09 Tue 11/24/09 -33 `j Install Pipe from MH033 to MH038 15 days Tue 1124/09. Tue 12/1509 34 ✓ Install Pipe from MH#38 to MH#42 18 days ' Fri 1225/09 Fd 1/15/10', 35 v/ Install Pipe from MH#41 to MH#44 7 days Mon 1/1B/10 Tue 126/10 38 Compete Testing and Post TV Inspection 7 days Wed 127/10 Thu 2/4/10 37 Restoration and Final Clean-up 15 days • Frl 2/5/10 Thu 225/10 39 CE 2 days i Tue 5/12/09 Thu 5/14109 i 1 i CIN OF FAVETTEVILLE Vendor: City of Farmington Contract #2073 WL -10a Farmington Gravity Main PO# 09-0000160 Gamey Construction, Inc. WSIP Project # 02133 ge C.-_jr # Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Amount Retainage Invoice Amount Expensed Remaining amount on P.O. Base P.O. $328,402.58 2/6/2009 $328,402.58 $328,402.58 4/7/2009 1 $10,133.68 $0.00 $10,133.68 $318,268.90 $328,402.58 5/6/2009 2 $14,778.87 $0.00 $14,778.87 $303,490.03 $1,973.00 $330,375.58 6/11/2009 3 $14,905.89 $0.00 $14,905.89 $290,557.14 $330,375.58 7/14/2009 4 $8,406.85 $0.00 $8,406.85 $282,150.29 $330,375.58 8/12/2009 5 $43,992.74 $0.00 $43,992.74 $238,157.55 $330,375.58 9/16/2009 6 $41,555.78 $0.00 $41,555.78 $196,601.77 $2,894.83 $333,270.41 10/13/2009 7 $39,835.56 $0.00 $39,835.56 $159,661.04 $333,270.41 11/9/2009 8 $37,291.49 $0.00 $37,291.49 $122,369.55 $333,270.41 12/10/2009 9 $37,260.20 $0.00 $37,260.20 $85,109.35 $333,270.41 1/12/2010 10 $39,556.48 $0.00 $39,556.48 $45,552.87 $333,270.41 2/4/2010 11 $37,416.25 $0.00 $37,416.25 $8,136.62 $333,270.41 12 $0.00 $0.00 $8,136.62 $333,270.41 13 $0.00 $0.00 $8,136.62 $333,270.41 14 $0.00 $0.00 $8,136.62 $333,270.41 15 $0.00 $0.00 $8,136.62 $333,270.41 16 $0.00 $0.00 $8,136.62 $333,270.41 17 $0.00 $0.00 $8,136.62 $333,270.41 18 $0.00 $0.00 $8,136.62 $333,270.41 19 $0.00 $0.00 $8,136.62 $333,270.41 20 $0.00 $0.00 $8,136.62 $333,270.41 21 $0.00 $0.00 $8,136.62 $333,270.41 22 $0.00 $0.00 $8,136.62 $333,270.41 23 $0.00 $0.00 $8,136.62 $333,270.41 24 $0.00 $0.00 $8,136.62 $333,270.41 25 $0.00 $0.00 $8,136.62 $333,270.41 26 $0.00 $0.00 $8,136.62 _ $333,270.41 27 $0.00 $0.00 $8,136.62 $333,270.41 28 $0.00 $0.00 $8,136.62 $333,270.41 29 $0.00 $0.00 $8,136.62 $333,270.41 30 - $0.00 $0.00 $8,136.62 Totals $333,270.41 $325,133.79 50.00 $325,133.79 $8,136.62 Percentage of Completion Amount of Contract Amount Earned Percentage of Completion $333,270.41 $325,133.79 97.56% CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. 2119 DATE INVOICE NO. DESCRIPTION AMOUNT 2/01/2010 23914 Change Order #4 to PO Part 4 of 4 9,132.54 CHECK AMOUNT $9,132.54 2 reWillye ARvEST 81�+. 81-67/82929 NINE THOUSAND, ONE HUNDRED THIRTY TWO DOLLARS AND 54 CENTS ARKAKSAS 11 11111111111111111 II IIIIIIIIIIIIIIIIIIIIIIIIII III CITY of FAYETTEVILLE FAYETTEVILLE ARKANSAS SALES TAX CONSTRUCTION 2006A DETACH HERE FOR YOUR RECORDS CHECK NO. 2119 DATE, 2/08/2010 PAY TO THE ORDER OF Environmental Consulting Op 17724 I-30, Suite 5A Benton AR 72019 L II' 2LL910 ':08 29008 7 21: 00L7L602920 VOID IF NOT CASHED IN 60 DAYS •AMOUNT_ __. $9,132.54 NN OTIABLE NSGCOI !ABLE EGCTIKBtE NON-NEGOTIABLE ** CHANGE wen .PL CEIMIEOORDDE ARKANSAS VENDOR NO. 11986 ECO Inc 0 cO 1313 Hwy 229-5A s� Benton AR 720 ; fr o 2 ttwd s ** 2010 Each Package s Be Marked PURCHASE ORDER # Exa%As how ity FayetteQy.�ills :• ansas o T,V 4. s, o O Z r✓ 03-0004053-104 DA re t wd 12/16/09 TERMS FOB Fyv NET 30 DAY '/5Z City. 1.00 1.00 Unit Ory. Description and °t Received Account Number Issue JOB EA Unit Price a) Contract to Handle Environmental 376409.00 376 Analysis, Permiting, Etc Contract #932 Bid Waiver Ordinance #4515 4480.9480.5315.00 02133 1 b) Amendment #1 to Contract #932 04/15/04 C/O #1 Relates to Revised Interceptor Sewer Alignment Across Springwoods Subdivision 5400.5700.5315.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYETFEVILLE 113 W MOUNTAIN FAYELTEVILLE AR 72701 fl4TER D f€§'6I Mg DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION BY 1 TE a a_ PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO TOTALS 0 5000.00 502,0!60 Continued on Next Page ADDITIONAL APPROVAL CHECK# DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY ahl/24/A >,0% �D PROJECT # . q -i 7 THIS PAYMENT $ 17. tYJ �1 PREVIOUS PAYMENT(S) S I f n lE�0l X ..54 TOTAL PYMT(S) $ j�tt- I , BALANCE $ 1•�-��, $I7).41 DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE ** CHANGE ORDER ** wan PURCHAS OMER VENDOR NO. 11986 ECO Inc 1313 Hwy 229-5A Benton AR 72019 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0004053-104 DATE 12/16/09 - FOB Fyv TERMS NET 30DAY Unit Qty. of issue sttyy eceWed Description and Account Number Unit Price TOTALS 1.00 LOT c) Construction and Post -Construction 470535.17 470 .17 Phase Environmental Consulting Service for WSIP Contract Amendment 2 1/17/06 C/O #2 to incr PO $579,349.00 05/04/09 C/O #4 to PO, Pa±t 1 of 4 to decr line item (c) by <108,813.83> & place in line item (e) with new G/L 4480.9480.5315.00 02133 1 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDmONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POLICY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER A/P VERIFICATION - APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE ** CHANGE ORDER ** srettarthe PMECHAM ©HIDER ARKANSAS VENDOR NO. 11986 ECO Inc 1313 Hwy 229-5A Benton AR 72019 Each Package Must Be Marked PURCHASE ORDER # Exactly As Shown Here Ctty of Fayetteville, Arkansas 03-0004053-104 DATE 12/16/09 FOB Fyv TERMS NET 30 DAY Unit City. of Issue 1.00 EA Description and Account Number Unit Price TOTALS d) Change Order #3 to Contract #932 42195.38 421938 02/20/09 C/O to incr contract by $79,067.00 for final, post - construction and monitoring phase services for remaining WSIP work relating to regulatory and environmental issues 05/04/09 C/O #4 to PO, Part 2 of 4 to decr line item (d) by <36,871.62> & place in line item (f) with new G/L 4480.9480.5315.00 021330314 SHIP TO: Water & Wastewater Director CITY OF FAYECTEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDRIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POLICY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE ** CHANGE ORDER ** syettge PURCHASE ORDER VENDOR NO. 11986 ECO Inc 1313 Hwy 229-5A Benton AR 72019 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0004053-104 DATE 12/16/09 TERMS FOB Fyv NET 30 DAY Unit oty. m Issue Qty. Received Description and Account Number Unit Price TOTALS 1.00 EA v e) Change Order #4 to 05/04/09 C/O #4 to to add. line item reduction of line fund 4480. 4520.9520.5314.00 1.00 EA f) Change Order #4 to 05/04/09 C/O #4 to to add line item reduction of line fund 4480 4520.9520.5314.00 SHIP TO: Water & WastewaterDirector CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYECFEVILLE Alt 72701 PO, Part 3 PO, Part 3 e), created item (c) to of 4 108813.83 10 3.83 of 4 by close 02133 1 PO, Part 4 PO, Part 4 f), created item (d) to of 4 of 4 by close 021330314 36871.62 36 2 Continued on Next Page DEPARTMENT VERIFICATION BY RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION DATE PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDmONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCY CONTRACT PAYMENT OTHER APPROVED BY PROJECT 1 THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE ** CHANGE ORDER ** was e PURICKASC� ORDER •FFFM3�5 VENDOR NO. 11986 ECO Inc 1313 Hwy 229-5A Benton AR 72019 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0004053-104 DATE 12/16/09 FOB Fyv TERMS NET 30 DAY Unit City. of Issue q Received Description and Account Number unit Price TOTALS 1.00 EA g) Change Order #5 to PO 110400.00 110:00 12/16/09 C/O #5 to PO, Contract Amendment #4 to incr contract by $110,400.00 for WSIP and Wetlands Mitigation Site Stormwater, Wetlands and Environmental Issues Per Res #247-09 4520.9520.5314.00 02133 1 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYEITEVILLE AR 72701 hugens, D Sales Tax Total:�' $ l o Purchase Order Total: DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION BY DATE PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY • PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE $ DEPT. WHEN COMPLETE DELIVER TO ACCTS. PAYABLE Eamon/alarm Centrum Invoice#: 23914 TO: David Jurgens, P.E. City of Fayetteville 113 West Mountain Drive Fayetteville, AR 72701 ECO, 11V1 177241-30, Suite 5A Benton, Arkansas 72019 • Phone: (501) 3158009 `Integrating Economy and ECOlogy since 1990" Fat (501) 315-9035 email: bruceshaddefordesbeglobal.net WWW. ecearkansssccrn Statement No. 13 Invoice Date: 021012010 Construction Phase Environmental Consulting Services Fayetteville Wastewater System Improvement Project Period Covered: January 1 through January 31, 2010 See Attachment 1 for Budgeted Costs versus Actual Costs as per Contract Amendment #3 Part A -• Pro lact Administration, Management and Training. PartB Position Rate Hours Labor Expenses Total Prof. Director $ 133.00 .4.00 $ 532.00 $ - $ 532.00 Env. Scientist $ 64.00 0.25 $ 21.00 $ - $ 21.00 Subtotals - $ 84.00 4.25 $ 553:00 $ - $ 553.00 Position Rate Hours Labor Expenses Total Pro]. Director $ 133.00 24.50 $ 3,258.50 $ 369.37 $ 3,627.87 Env. Scientist $ 84.00 19.25 $ 1,617.00 $ - $ 1,617.00 Subtotals $ 84.00 43.75 $ 4,875.50 $ 369.37 $ 5,244.87 Part C - Stormwater 8 404 Permit Compliance/SWPPP Updates Position Rate Hours Labor Expenses Total Prof. Director, $ 133.00 10.25 $ 1,363.25 $ 239.91 $ 1,603.16 Env. Scientist - $ 84.00 1.50 $ 126.00 $ - $ 126.00 Subcontracted Services $ 84.00 - $ - $ - $ - Subtotals 11.75 $ 1,489.25 $ 239.91 $ 1,729.16 Part D - Wetland and Stream Mitigation Site. Monitorin Part E Position - Rate - Hours - Labor Expenses Total Proj. Director $ 133.00 - $ - $- - $ - Env. Scientist $ 117.00. - $ - $ - $ - Environmental Scientist $ 84.00 - $ - $ - $ - Subtotals 0.00 $ - $ - - $ - Position Rate Hours Labor Expenses Total Proj.: Director $ 133.00 11.25 $ 1,496.25 $ 109.26 $ 1,605.51 Env. Scientist $ 84.00 - $ - $ - $ - Subtotals - 11.25 $ 1,498.25 $ 109.26 $ 1,605.51 Totals This Statement Agreement Amount Total Work to Date Amount Previously Billed Amount Due this Statem tted by: - 71.00 Bruce ShacklefOrd 8,414.00 718.64 $212,184.00 $195,842.31 $186,709.77 $9,132.54 9,132.54 Attachment 1 - Statement No. 13 Budgeted Costs versus Actual Costs Part A - Project Administration, Management and Training _ . Budgeted Actual to Date ITotal Costs,Part A $5,930.00 $32,013.29 !Part B - Contract WL -13114 Design/Construction _ . Budgeted Actual to Date !Total Costs, Part B '$41,554.00 $23,063.97 !Part C - Stormwater & 404 Permit Compliance/SWPPP Updates _ . Budgeted Actual to Date !Total Costs, PartC 375,796.00 353,126.04 !Part D - Wetland and Stream Mitigation Site Monitoring _ . Budgeted Actual to Date !Total Costs, Part D $72,252.00 - 362,156.42 lPartE - Wetland Mitigation Site Management, Planning, & Coordination !Total Costs, Part E Budgeted Actual to Date 316,652.00 $25,482.59 !Construction Phase Total _ . Budgeted Actual to Date !Total Costs, Construction Phase 3212,184.00 $195,842.31 Ilsemp .'rata' 4/2 Ca tCYJ.S.-..nura.•- Vendor ECO,Inc Contract 8932 053 CRY OF FAYErreituE wastewater System Imgwement CMnoe Or Cost of C.O. Cumulative P.O. Price Payment Date Payment Number Payment Detainees Remaining amount on P.O. Invoice Amount Expensed Anoint SPI.' 5378409.00 10242003 5376409,00 5376,409.00 50.00 $370409.00 $5,000.00 55000.00 4/15/2004 50.00 5000 $5,000.00 55.000.00 10.00 50.00 50.00 55,000.00 50.00 55,000,00 5579,349.00 $579,349.00 1/18/2006 50.00 50.00 5570349.00 557934900 1/192008 1 52,451.33 10.00 52,451.33 5576,897.67 5579049.00 2232008 2 516,951.58 50.00 518,951.58 1559.946.09 $579349.00 3/92008 3 512076.74 4000 512,378.74 5547569.35 5579349.00 4/142008 4 510,238.14 5000 510,238.14 5537,331.21 1579 349.00 5/82006 5 59 531.83 10.00 19,53183 5527 799.38 5579,349.00 6.22008 6 57,53463 50.00 5753483 5520,264.75 5570349.00 7/182008 7 5993900 40.00 1993800 5510325.75 5579 34900 8/112008 8 517,448.35 50.00 517,448.35 5492,87740 5579349.00 9/82006 9 122 248.84 50.00 522,24864 $470626713 5579 349.00 1062008 10 518 449.51 50.00 518,449.51 5452.179.25 5579,349.00 11/15/2006 11 $23400.53 50.00 123,400.53 542877672 $579 349.00 1/162007 12 57,024.28 10.00 57024.28 $421,754.48 5579,349.00 1/302007 13 519414.30 5000 519 414.30 $402,340.16 5579 349.00 3/7/2007 14 514,968.15 10.00 514.968.15 S387,372.01 $579,349.00 3/7/2007 15 54050.97 $0.00 54,050.97 5383 321.04 $579349.00 4/9/2007 18 514,574.67 50.00 114,57487 5368.748.37 5579,349.00 5/92007 17 513 185.85 40.00 113,165.65 5355 590.72 $579349.00 6162007 18 47,805.82 50.00 57605.82 5347974.90 5579,349.00 7/102007 19 519 449.10 50.00 119,449.10 5328 525.80 5579,349.00 6/92007 20 512,798.18 50.00 $12,788.18 5315,73982 5579,349.00 9/112007 21 $7803.14 50.00 57803.14 5308138.48 $579,349.00 10/182007 22 $11.121.20 50.00 511 121.20 5297,015.28 $579349.00 11/82007 23 520,248.87 50.00 120,248.87 1278,786.41 $579349.00 12/10/2007 24 511,583.39 50.00 511,583.39 5265183.02 5579,349.00 1/82008 25 517 219.84 40.00 117,219.84 5247.963.18 5579,34980 2/142009 26 510251.76 50.00 510 251.713 5237.711.42 5579,349.00 3/132008 Z7 58850.86 50.00 $8,85086 5220880.56 5579,349.00 4/92008 28 58411,56 50.00 18,411.56 5220449.00 5579349.00 5/142009 29 511,891.55 50.00 511091.55 120875745 5579 349.00 8/42008 30 510344.16 50.00 510 344.18 5198413.29 5579,349.00 7/162008 31 57778.25 4000 57,77825 5190637.04 5579 34963 85/2008 32 55 784.85 50.00 5576485 5184,872.19 _ 5579349.00 9/15/2008 33 511,875.37 50.00 511,875.37 5172,996.82 5579349.00 1092008 34 59669.38 50.00 59.889.38 5163 327.44 5579349.00 11/122008 35 59.99944 5000 59 999.44 5153,328.00 5579,349,00 12/3/2008 36 510 3513.92 4000 510,358.92 5142.971.08 $579 349.00 1/152009 37 58481.85 5000 58,481.85 5134,489.23 5579,349.00 3/52009 2 515,400.08 50.00 515400.08 1119089.15 5579,349.00 492009 3 510,275.32 50.00 510275.32 5108,81383 Gt1ICO 5579,349.00 552009 4 410519.00 5000 510,519.00 598294.63 5579349.00 0/42009 5 57,348.48 50.00 5734848 59094635 5579349.00 7/92009 6 411,099.83 40.00 511,096.63 579849.72 5579,349.00 0/122009 7 517.351.75 50.00 517,351.75 562 497.97 557934900 9/9/2009 8 512.852.87 50.00 512052.87 549,645.10 5579349.00 10/8/2009 9 $14 207.05 50.00 114,207,05 535 438.05 5579,349.00 11/172009 10 414,937,97 50.00 514,937.97 520 500.08 5579,349.00 1222009 11 112,081.13 1000 112,081.13 18,418.95 $579349.00 1/122010 12 58418.95 50.00 18,418.95 10.00 5579 349.00 50.00 50.00 10.00 5579,349.00 50.00 $57934900 579 087,00 $79 087.00 5000 579 0137.00 479087.00 2242009 1 542,195.38 50.00 542,195.38 536,87162 579,087.00 1/122010 12 510,025.16 50.00 510025.18 $26846.48 $79087.00 2/42010 13 59132.54 40.00 59132.54 517.713.92 579,067.00 4 10.00 51771392 $79,067,03 8 50.00 517,713.92 551,353.09 50.00 561,353.08 5110,400.00 5110,400.00 $0.00 5110,400.00 5110400.00 1 50.00 5110400.00 5110400.00 2 1000 5110400.00 5110,400.00 3 50.00 5110,400.00 5110.400.00 4 50.00 5110,400.00 5110400.00 5 5000 $110.400.00 5110,400.00 4000 5110,400.00 5110400.00 50.00 5110,400.00 5110400.00 50,00 4110400.00 50.00 50.00 50.00 Totals 51,150,226.00 51,022,111.08 50.00 $1,022,111.08 5128,113.92 Percentage or Completion Amount of Contract $1,15922.00 Amount Earned 51622,111.05 Percentage of Completion 88.88% 2006 BONDS -WASTEWATER REQUISITION City of Fayetteville, Arkansas Series 2006A Sales and Use Tax Capital Improvement Bonds Date: 02/16/2010 Requisition No:_2006-W W-#107 TO: Simmons First Trust Company, as Trustee Pursuant to the provisions of Section 502 of the Trust Indenture dated as of November 1, 2006 ("the Indenture"), by and between the City of Fayetteville, Arkansas ("the issuer) and you, as trustee, you are authorized to make the following described payment directly to the Payee named below from the 2006 WASTEWATER Account of the Project Fund: Name of Payee: City of Fayetteville Sales Tax Construction 2006 Account# 17160292 Amount of Payment: $37 394.86 Paid to: Check # Amount RJN 2122 37,394.86 The undersigned hereby certifies that he is authorized to deliver this Requisition on behalf of the Issuer. The amount requested hereunder has not been the basis for any previous Requisition by the Issuer and is justly due and owing to the person(s) named herein as a proper payment or reimbursement of a Project Cost with the respect to the WASTEWATER Project. No event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. City of Fayetteville, AR PP0,.1 o. ILA.— Finance & Internal Services Director Page 1 of 1 xCfxO EP0@ r DirQ Q 17160292 Sales Tax Const 2006A Dr/Cr Amount Description Credit 4/1 $37,394.86 20100216H2B7001C00024402161154 Credit 066 $392,795.90 20100216H2B7001 C00024602 1 61 1 54 Totals Type Amount Count Credits $430,190.76 2 Debits $0.00 0 NET $430,190.76 2 https://cashman.arvest.com/cashman//Memoltems.asp?Acct=17160292+Sales+Tax+Const... 2/16/2010 New World Systems 7.0 *LIVE* 2/12/10 Check Inquiry Favorite: Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions 24=Documents Oft Check ---Status---- Number 2123 2122 2121 2120 2119 2118 2117 2116 2115 2114 2113 Date 2/12/10 2/12/10 2/12/10 2/08/10 2/08/10 2/08/10 2/01/10 2/01/10 2/01/10 1/25/10 1/25/10 Payee Name Code Date Stutte, Charles A RJN Group Inc AR Western Gas Co General Fund Environmental Consulting City of Farmington Sweetser Inc, Jerry D General Fund General Fund Water & Sewer Fund McClelland Consult Engine *=Documents Attached F3=Exit F9=Resequence F12=Cancel F15=Bank F20=ACH Inquiry AP0810S1 Reset: 0•UOG+ 2,7uu•uu + 37,394.86 + 390,U95.9u + 430,i9U.76G1- 0.006+ 2,9u0•uu r 39U,U95.9u + 392,797-906+ qiN 39,394.86 + 39,394.866, More: + Check Amount 2,700.00 37,394.86 390.095.90 2,308.28 9,132.54 37,416.25 42,980.73 2,018.84 47,269.83 2,307.26 676.00 More... F22=More CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. 2122 DATE INVOICE NO. DESCRIPTION AMOUNT 1/26/2010 18-1875-03-09 Change Order #11 toPO, Part 12 of S/4/09 37,394.86 CHECKAMOUNT $37,394.86 2 ye ...,i le MVEST F81in-87/a.ww829. aw.a 11 11111111111111111 II IIIIIIIIIIIIIIIIIIIIIIIIII III CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A PAY TO THE ORDER OF r RAN Group Inc 200 W. Front St. Wheaton L IL 60187 DETACH HERE FCR YOUR RECORDS CHECK NO. 2122 DATE 2/12/2010 ***37,394 DOLLARS AND 86 CENTS 11.2L2211' ':08 29008? 21: 00L?L6029211' VOID IF NOT CASHED IN 60 DAYS AMOUNT $37,394.86 ISOTIABLE =row NON-NEGOTIABLE VENDOR NO. ** CHANGE ORDER ** ' MQC�KQ�C� ORDER p 88530 RJN Group Inc 12160 Abrams Road Ste 40 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # MITI 03-0003115-109 FOB Fyv TERMS NET 30 DAY 1/52 - Qty. Qty. Unit Issue Qty. Received Description and Account Number Unit Prico TOTALS 1.00 JOB a) Engineering Services for West 2188259.01 218825 . Contract #916 Resolution *112-03 NOTE: $312,315.00 of contract scope not authorized relating to Farmington Lift Station - hold for determination 08/26/03 C/O #1 to correct amt of contract 12/13/06 C/O #5 to correct amt of funds held for determination 05/01/09 C/O #11 to PO, Part 1 of 12 to decr line item (a) by <143.99> & place in line item (k) w/ new G/L 4480.9480.5315.00 021330302 1.00 EA b) Amendement #1 to Contract #916 04/15/04 C/O #1 Relates to Revised Interceptor Serwer Alignment Across Springwoods Subdivision 5400.5700.5315.00 021330302 4000.00 4000_ AD S, FAyw i i vu -LN o Ito 14 .8$ Fpcatli .lc -roll 8 1O,a2A.gn SHIP TO: Water & Wastewater Director 4 .4„,,—n-eb CITY OF FAYETTEVILLE C 3�1 113 W MOUNTAIN FAYETTEVILLE AR 72701 C rJC" ENTERED FEB 11 1010 vv •11 �C th NU -r , ILL ThpM In1Efl 4 k Continued on Next Page DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # CO2 -132 pp// 3 �� THIS PAYMENTS 1 i 4. e) PREVIOUS PAYMENT( )$ 1 RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ 9�'3.11rlt DEPT COPY aye..evlle pU VENDOR NO. ** CHANGE ORDER ** RCK ©MEN 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY City. Unit of Issue o. Received Description and Account Number Unit Price TOTALS 1.00 EA c) Amendment #2 to Contract #916 165031.00 16 1.00 08/08/05 C/O #2 for Additional Design & Bidding Services Associated With Wastewater System Impvs Project WL -1, WL -3, & WL -4 4480.9480.5314.00 021330302 1.00 EA 'l / d) Amendment #3 to Contract #916 1599745.51 15997.45.51 for Const Phase Insp, Eng, and Consulting Services for West Side Sewer Line Const, Hamesting Lift Station Const, and Gregg Ave Lift Station Rehab Projects )WL -1, WL -2, WL -3, WL -4, WL -5, WL -6 and WL -7) 05/01/09 C/O #11 to PO, Part 2 of 12 to decr line item (d) by <59,344.49> & place in line item (1) with new G/L 4480.9480.5314.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYE TEVILLE AR 72701 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POLICY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER AP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT S PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCES DEPT COPY ** CHANGE ORDER ** aye e ev lle PURCHASE ORDER ER VENDOR NO. 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30DAY Unit Oty. of Issue City. Roc ed n Description and Account Number Unit Prico TOTALS 1.00 EA e) 04/14/06 C/O #4 Partial Release of 158043.45 158 .45 Funds Being Held for Determination For Engineering and Design Services for Farmington/Western Fayetteville, Owl Creek and City of Farmington Lift Stations (note change of description 12/13/06) 05/01/09 C/O #11 to PO, Part 3 of 12 to decr line item (e) by <12,029.55> & place in line item (m) with new G/L 4480.9480.5314.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113W MOUNTAIN FAYE1TEVILLE AR 72701 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POUCY AMOUNT TO PAY $ -. CONTRACiPAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY aye¶ttStlle p� VENDOR NO. ** CHANGE ORDER ** NCDASE ©HOER 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY City. Unit O °f Received Issue „ Description and Account Number Unit Price TOTALS 1.00 EA f) Amendment #4 to Contract #916 953049.00 12/13/06 C/O #6 for Final Design & Construction Phase Services for the West Fayetteville -Farmington Collection System A9:--- 480.9480.5314.00 021330401 1.00 EA SHIP TO: g) 12/13/06 C/O #7 Release of Funds that Were Held for Determination for Engineering & Design Services for Farmington/West Fayetteville Collection Services 4480.9480.5314.00 021330302 Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 142242.00 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POLICY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER AIP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY Weide pU VENDOR NO. ** CHANGE ORDER ** RCHASE ORDER 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY Oty. Unit City. of Received Issue Description and Account Number Unit Price TOTALS 1.00 EA h) 03/07/07 C/O #8 to Correct Voided Check #1207 and Add Amount Back to PO of $83,239.46 05/01/09 0/0 #11 to PO, Part 4 of 12 to decr line item (h) by <83,239.46> & place in line item (n) with new G/L There were no payments made off this line item, will show as voided. 4480.9480.5314.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYEFTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ITEM VOIDED Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL - DOES NOT MEET PURCHASING POUGY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY aye e: evlle • pt. VENDOR NO. ** CHANGE ORDER ** 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY Qty. Unit Q of Roceived Issue 1.00 EA fs Description and Account Number Unit Price TOTALS i) Change Order #9 to Contract #916 3/22/07 to add $19,455.87 back onto PO from a voided check charged against line item (f) 05/01/09 C/O #11 to PO, Part 5 of 12 to decr line item (i) by <19,455.87> & place in line item (o) with new G/L There were no payments made off this line item - will show as voided. 4480.9480.5314.00 021330401 SHIP TO: Water & Wastewater Director CITY OF FAYEPI'EVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ITEM VOIDED Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # _ DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POUCY AMOUNT TO PAY S CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY aye. eville p�n� VENDOR NO. ** CHANGE ORDER ** AAS ©DD! 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY Qty. Unit Qt y. of Received Issue Description and Account Number Unit Price TOTALS 1 00 EA Change Order #10 to PO 03/06/09 C/0 #10 to PO, Contract Amendment #5 to Contract #916 to incr contract by $597,704.00 05/01/09 C/O #11 to PO, Part 6 of 12 to decr line item (j) by <597,704.00> & place in line item (p) with new G/L There were no payments made off this line item - will show as voided. 4480.9480.5314.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ITEM VOIDED Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POLICY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE$ DEPT COPY ** CHANGE ORDER ** Cdyel.ev lle pMG3©SAS XQSCE ORDER VENDOR NO. 88530 'UN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY Qty. Unit Qty. of Received Issue Description and Account Number Unit Price TOTALS 1.00 EA k) Change Order #11 05/01/09 C/O #11 to add line item reduction of line fund 4480 4520.9520.5314.00 1.00 EA 1) to PO, Part 7 of 12 143.99 to PO, Part 7 of 12 (k), created by item (a) to close 021330302 143/.99 Change Order #11 to PO, Part 8 of 1 59344.49 59349 05/01/09 C/O #11 to PO, Part 8 of 12 to add line item (1), created by reduction of line item (d) to close fund 4480 (nX/4520.9520.5314 00 021330302 1.00 EA t' / m) Change Order #11 to PO, Part 9 of 1 12029.55 1203 55 05/01/09 C/O #11 to add line item reduction of line fund 4480 4520.9520.5314.00 SHIP TO: Water & Wastewater CITY OF FAYETI'EV 113 W MOUNTAIW FAYETTEVILLE Change Order #11 05/01/09 C/O #11 to add line item DRadwction of line timid 4480 20.9520.5314.00 AR 72701 to PO, Part 9 of 12 (m), created by item (e) to close 021330302 to PO, Part 10 of 83239.46 to PO, Part 10 of 12 (n), created by item (h) to close 021330302 •a Continued on Next Page DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION BY DATE PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCV CONTRACT PAYMENT OTHER APPROVED BY DEPT COPY PROJECT ft THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE$ ayeevl le p� VENDOR NO. ** CHANGE ORDER ** n©i ASE ©RIDLn 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30DAY Qty. Unit o1 Issue Qty. Received Description and Account Number Unit Price TOTALS ) 1.00 EA - v o) Change Order #11 to PO, Part 11 of 19455.87 05/01/09 C/O #11 to PO, Part 11 of 12 to add line item (o), created by reduction of line item (i) to close fund 4480 4520.9520.5314.00 021330401 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 194$5.87 Continued on Next Page DEPARTMENT VERIFICATION BY RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION DATE $ PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL. CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY DEPT COPY PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE $ ** CHANGE ORDER ** ti5Tttville G° PRG n l 8 ©RDC ARKANSAS VENDOR NO. Qty. 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Unit Qty. of Received Issue Description and Account Number Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 TERMS FOB Fyv NET 30 DAY Unit Price TOTALS 1.00 EA SHIP TO: P) Change Order #11 to 05/04/09 C/O #11 to to add line item (p reduction of line i fund 4480. 12/18/09 C/O #12 to item (p) by x$9,163 overpayment on line 4520.9520.5314.00 Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ✓mess, D DEPARTMENT VERIFICATION 8Y RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY A/P VERIFICATION l� I 1'(s 014 3� PO, Part 12 of 588540.94 ...284311-6-.94 PO, Part 12 of 12 ), created by tem (j) to close .03--iN./yr PO to decr line .06> to correct item (f) 021330302 DATE PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO —1,-514.1SG Sales Tax Total: x$.00 Purchase Order Total: 597 7 ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY DEPT COPY PROJECT# THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE $ 4 rj ngroup Excellence through Ownership Mr. David Jurgens, P.E. Water & Wastewater Director City of Fayetteville 113 W. Mountain Street Fayetteville, AR 72701 Task/Description www.rjh.com February 10, 2010 RECAP OF INVOICE 18-1875-02.38 (Revised) CITY OF FAYETTEVILLE WESTSIDE COLLECTION SYSTEM IMPROVEMENTS WEST PIPELINES AND PUMP STATIONS FARMINGTONNVESTERN FAYETTEVILLE DESIGN SERVICES BILLING PERIOD: DECEMBER 26,2009 TJIROUCQH JANUARY 22, 2010 P.O 003.0003112100 AND 403-0003115.102 Total Total Total Revised Amount Amount Amount Farmington Contract Complete Earned Previously Earned Invoice Amount To Date To Date Invoiced This Invoice Amount Part A - Project Administration and Management 1. Project Administration 2. Coordination / Meetings Subtotal Pad B - Design Survey 1. Surveys for Design Subtotal Port C - Permits and Easements 1. Permits 2. Right of Way! Easement Preparation a. Right o1 Way! Easement Preparation b. Easement Revisions 3. 404 ! Phase II Stormwaler Permitting Coordination Subtotal $34,415.00 100.00% 517.260.00 100.00% 551,695.00 55.700.00 100.00% 534,415.00 534.41500 50.00 511.280.00 517,280.00 50.00 551,695.00 551,695.00 50.00 55.700.00 55.700.00 50.00 55,700.00 15,700.00 55,700.00 50.00 52.885.00 100.00% 52,085.00 100.00% 51,170.00 1142.07% $69.418.00 100.66% 5288500 52.885.00 S0.00 52,085.00 52,085.00 50.00 513,362.18 513,362.18 50.00 569.878.00 569,293.04 5584.98 50.00 50.00 10.00 50.00 50.00 50.00 50.00 50.00 5292.48 575,558.00 $88,210.18 587,62532 5584.98 5292.48 Part D - Conshuclion Plans and Specifications 1. Geotechnical Investigation 563267.00 100.00% 563267.00 563,267.00 50.00 2. Pipeline Design a. Farmington Interceptor 5113210.00 100.00% 5113.210.00 5113,210.00 50.00 b. LS912 Force Main 588.014.00 100.00%58[1.014.00 $68,014.00 50.00 3. Lift Station Design a. Lift Station 412 5103.354.00 100.00% 5103,354.00 5103,354.00 $0.00 4. Odor Control Design 552,005.00 100.00% 552,005.00 $52,005.00 50 00 5. Document Submittal a. 30% Complete (3) 54,045.00 100,00% 54.045.0054.045.00 50.00 b. 9054 Complete (3) 54,045.00 100.00% 54.045.00 54,045.00 10.00 6. Final Construction Submittal (3) 52,825.00 100.00%52,825.00 $2.82500 50.00 Subtotal 5428,765.00 5428,765.00 $428,765.00 50.00 Part E - Bidding Assistance (1 package) Subtotal 511,975.00 300.00% 535,92500 535.925.00 10,00 611,975.00 535,925.00 535,925.00 50.00 Pad D - Construction Observation and Record Drawings 5515.590.00 97.04% 5500.308.00 5479,043.00 521265.00 Subtotal $515,590.00 5500,308.00 8479,043.00 521,265.00 Total 51,089,283.00 51,110,603.18 51,088.753.22 521,849.96 Pi /la February 10, 2010 RJN Grp, Inc. Date 50.00 $0.00 50.00 50.00 50.00 50.00 50.00 S0.00 50.00 50.00 10.00 510,632.50 510,632.50 510,924.98 Total Amount Invoiced to Dale 51.110,803.18 5555.301.59 Total Amount Previously Invoiced 51,088.753.22 5544,376.61 Total Amount Due This Invoice 521,849.96 510,924.98 Contract Amount 51.089.283.00 5544.841.50 Percentage of Contract Invoiced to Date101.96% 101.96% Tis /S 6ulys*!/al/'a0 fr-lura 5 /4/ 4a4rO&J?, Pda 'AO /1 �✓ Remit Payment To: RJN Group, Inc., 200 West Front Street, Wheaton, IL, 60187 ACH Payment Contact Debbie Anderson (630) 682-4700, Ext 324 Page 1 of 1 12160 Abrams Road, Suite 400 • Dallas, TX 75243 • 972.437.4300 • fax 972.437.2707 vt. 4 41/ raj ngroup Excellence through Ownership Mr. David Jurgens, P.E. Water & Wastewater Director City of Fayetteville 113 W. Mountain Street Fayetteville, AR 72701 Task/Descdption www.rjn.com • January 27, 2010 RECAP OF INVOICE 18-1875-02-38 CITY OF FAYETTEVILLE WESTSIDE COLLECTION SYSTEM IMPROVEMENTS WEST PIPELINES AND PUMP STATIONS FARMINGTON/WESTERN FAYETTEVILLE DESIGN SERVICES BILLING PERIOD: NOVEMBER 21, 2009 THROUGH DECEMBER 25 2009 P.O. 803-0003115-100 AND #03-0003115.102 Total Total Total Revised Amount Amount Amount Farmington Contract Complete Earned Previously Eamed Invoice Amount To Date To Date Invoiced This Invoice Amount Part A - Project Administration and Management 1. Project Administration $34.415.00 100.00% $34.415.00 $34.415.00 50.00 50.00 2. Coordination/Meetings $17280.00 100.00% $17,280.00 $17,280.00 $0.00 50.00 Subtotal $51,695.00 $51,695.00 $51,695.00 50.00 $0.00 Part B - Design Survey 1. Surveys for Design $5.700.00 100.00% $5.700.00 $5,700.00 50.00 $0.00 Subtotal $5,700.00 $5,700.00 $5,700.00 $0.00 50.00 Part C - Permits and Easements 1. Permits $2,885.00 100.00% $2,885.00 52,885.00 $0.00 2. Right of Way / Easement Preparation a. Right of Way/ Easement Preparation 52,085.00 100.00% 52,085.00 52,085.00 50.00 b. Easement Revisions 51,170.00 1142.07% 513,362.18 513,362.18 $0.00 3. 404 / Phase!! Stormwater Permitting Coordination $69,418.00 100.66% 569,878.00 569,293.04 $584.96 Subtotal $75,558.00 $88,210.18 $87,625.22 5584.96 Part D - Construction Plans and Specifications / 1. Geotechnical Investigation $63,267.00 100.00% . $63,267.00 563,267.00 50.00 2. Pipeline Design a. Farmington Interceptor 5113,210.00 100.00% 5113,210.00 5113,210.00 50.00 b. LS812 Force Main $86,014.00 100.00%.. $86,014.00 $86,014.00 50.00 3. Lia Station Design a. Lift Station #12 4. Odor Control Design 5. Document Submittal a. 30% Complete (3) b. 90% Complete (3) 6. Final Construction Submittal (3) Subtotal Part E - Bidding Assistance (1 package) Subtotal Part D - Construction Obsery. ', r . nd Record Drawings Subto To IS ' 3tC1 C � 3 of �G 4 (��S\Op\ Of ar te CZ Zi‘ /h l January 27, 2010 5103,354.00 100.00% 5103,354.00 5103,354.00 50.00 552,005.00 100.00% 552,005.00 552,005.00 50.00 $4,045.00 100.00% 54,045.00 $4,045.00 50.00 $4,045.00 100.00% 54,045.00 54,045.00 50.00 $2,825.00 100.00% 52,825.00 52,825.00 $0.00 $428,765.00 $428,765.00 $428,765.00 $0.00 511,975.00 300.00% 535,925.00 535,925.00 50.00 RJNJGroup, Inc. Date $11,975.00 535,925.00 $35,925.00 50.00 5515,590.00 $515,590.00 $1,089,283.00 97.04% 5500,308.00 5500,308.00 $1,110,603.18 $479,043.00 $479,043.00 $1,088,753.22 $21,285.00 521,265.00 521,849.96 50.00 50.00 50.00 $292.48 5292.48 50.00 50.00 50.00 $0.00 $0.00 $0.00 $0.00 50.00 50.00 50.00 50.00 510.632.50 510,632.50 $10,924.98 Total Amount Invoiced to Date $1,110,603.18 5555 301 59 Total Amount Previously Invoiced $1,088,753.22 $544,376.61 Total Amount Due This Invoice $21,849.98 $10,924.98 *it Contract Amount 51.089,283.00 $544,641.50 Percentage of Contract Invoiced to Date 101.96% 101.96% Remit Payment To: RJN Group, Inc., 200 West Front Street, Wheaton, IL, 60187 ACEI Payment Contact Debbie Anderson (630) 682-4700, Ext 324 Page 1 of 1 • 12160 Abrams Road, Suite 400 • Dallas, TX 75243 • 972.437.4300 • fax 972.437.2707 rj n group Excellence through Ownership Mr. David Jurgens, P.E. Water & Wastewater Director City of Fayetteville 113 W. Mountain Street Fayetteville, AR 72701 Task/Description RECEIVED FEB 0 3 2010 CITY OF FAYE1TEVILLE MAYOR'S OFFICE RECAP OF INVOICE 18-1875-03-09 CITY OF FAYETTEVILLE OWL CREEK LIFT STATION WESTSIDE WASTEWATER TREATMENT PLANT BILLING PERIOD: DECEMBER 26, 2009 THROUGH JANUARY 22, 2010 P.O. #03-3115 Contract Amount Complete To Date Total Amount Earned To Date Total Amount Previously Invoiced www.rjn.com January 26, 2010 Total Amount Eamed This Invoice Part A - Project Administration and Management 1. Project Administration 2. Coordination Subtotal Part B - Design Survey Subtotal Part C - Permits and Easements 1. Permits 2. Right of Way / Easement Preparation a. Right of Way / Easement Preparation (34) b. Easement Revisions (9) Subconsultant Cost Subtotal Part D - Construction Plans and Specifications 1. Geotechnical Investigation Subconsultant Cost 2. Design a. Interceptor & Force Mains b. Lift Station Design Subconsultant Cost Subtotal Part E - Bidding Assistance (1 package) Subtotal Part F - Construction Services a. WL -13, 14 & 15 Subtotal Total $13,220.00 93.00% $5,260.00 93.00% $18,480.00 $63,130.00 100.00% $63,130.00 $700.00 0.00% $2,460.00 0.00% $1,390.00 0.00% $37,506.00 12.00% $42,056.00 $2,660.00 100.00% $5,665.00 100.00% $108,390.00 100.00% $46,290.00 100.00% $44,000.00 65.00% $207,005.00 $12,460.00 60.00% $12,460.00 $187,800.00 0.00% 5187,800.00 $530,931.00 Total Amount Invoiced to Date $12,294.60 $4,891.80 $17,186.40 $63,130.00 $63,130.00 50.00 $0.00 50.00 54,500.72 $4,500.72 $2,660.00 $5,665.00 $108,390.00 $46,290.00 $28,600.00 $191,605.00 $7,476.00 57,476.00 50.00 $0.00 $283,898.12 $11,898.00 $396.60 $4,734.00 $157.80 $16,632.00 5554.40 $63,130.00 50.00 $63,130.00 50.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $4,500.72 $0.00 $4,500.72 $0.00 50.00 52,660.00 $0.00 $5,665.00 $102,970.50 $5,419.50 $46,290.00 $0.00 $28,600.00 $0.00 5177,860.50 513,744.50 $6,230.00 $1246.00 $6,230.00 $1,246.00 $0.00 $0.00 $0.00 50.00 5268,353.22 $15,544.90 $283,898.12 Total Amount Previously Invoiced ----------------------- $268,353.22 Total Amount Due This Invoice ---- $15,544.90 Contract Amount --_--_------------------------ -------- -------------------------- $530,931.00 Percentage of Contract Invoiced to Date -- 53.47% Remit Payment To: RJN Group, Inc., 200 West Front Street, Wheaton, IL, 60187 ACII Payment Contact Debbie Anderson (630) 682-4700, Ext 324 Page 1 of 1 044r 12160 Abrams Road, Suite 400 • Dallas, TX 75243 • 972.437.4300 • fax 972.437.2707 tin group Excellence through Ownership Project Status for: Fayetteville -18187503 DATE: 1/26/10 RE: Project Status Ending 1/22/10 CC: Shannon Jones, David Jurgens, Hugh Kelso, Joseph Cotton, Kevin White SUBJECT: Status report for the City of Fayetteville - January 2010 Proiect Updates: • Broyles Road Lift Station Design: RJN Group's St. Louis office has finalized the design plans for the lift station, which includes structural and electrical sub -consultant work. The contract for this work has been awarded to Seven Valley Construction. The construction is scheduled to begin prior to months end. • Owl Creek Force Main / Persimmon Road Gravity Design: RJN resubmitted plans to the Arkansas Health Department which incorporated their comments and have subsequently received approval. The 404 Permit for all stream and wetland impacts from this project has also been received from the United States Corp of Engineers. RJN is awaiting guidance from the City of Fayetteville regarding anticipated advertising and bidding. 12160 Abrams Road, Suite 400 • Dallas, Texas 75243 Phone (972)437-4300 • FAX (972)437-2707 •rjndallas@rjn.com 1 2006 BONDS -WASTEWATER REQUISITION City of Fayetteville, Arkansas Series 2006A Sales and Use Tax Capital Improvement Bonds Date: 02/16/2010 Requisition No:_2006-W W-#107 TO: Simmons First Trust Company, as Trustee Pursuant to the provisions of Section 502 of the Trust Indenture dated as of November 1, 2006 ("the Indenture"), by and between the City of Fayetteville, Arkansas ("the issuer) and you, as trustee, you are authorized to make the following described payment directly to the Payee named below from the 2006 WASTEWATER Account of the Project Fund: Name of Payee: City of Fayetteville Sales Tax Construction 2006 Account# 17160292 Amount of Payment: $37 394.86 Paid to: Check # Amount RJN 2122 37,394.86 The undersigned hereby certifies that he is authorized to deliver this Requisition on behalf of the Issuer. The amount requested hereunder has not been the basis for any previous Requisition by the Issuer and is justly due and owing to the person(s) named herein as a proper payment or reimbursement of a Project Cost with the respect to the WASTEWATER Project. No event of Default exists under the Indenture and, to the knowledge of the undersigned, no event has occurred and continues which with notice or lapse of time or both would constitute an Event of Default under the Indenture. City of Fayetteville, AR PP0,.1 o. ILA.— Finance & Internal Services Director Page 1 of 1 xCfxO EP0@ r DirQ Q 17160292 Sales Tax Const 2006A Dr/Cr Amount Description Credit 4/1 $37,394.86 20100216H2B7001C00024402161154 Credit 066 $392,795.90 20100216H2B7001 C00024602 1 61 1 54 Totals Type Amount Count Credits $430,190.76 2 Debits $0.00 0 NET $430,190.76 2 https://cashman.arvest.com/cashman//Memoltems.asp?Acct=17160292+Sales+Tax+Const... 2/16/2010 New World Systems 7.0 *LIVE* 2/12/10 Check Inquiry Favorite: Bank Account: 452 SALESTAXON Sales Tax Construction 2006A Type options, press Enter. 9=Source 15=General Ledger Transactions 24=Documents Oft Check ---Status---- Number 2123 2122 2121 2120 2119 2118 2117 2116 2115 2114 2113 Date 2/12/10 2/12/10 2/12/10 2/08/10 2/08/10 2/08/10 2/01/10 2/01/10 2/01/10 1/25/10 1/25/10 Payee Name Code Date Stutte, Charles A RJN Group Inc AR Western Gas Co General Fund Environmental Consulting City of Farmington Sweetser Inc, Jerry D General Fund General Fund Water & Sewer Fund McClelland Consult Engine *=Documents Attached F3=Exit F9=Resequence F12=Cancel F15=Bank F20=ACH Inquiry AP0810S1 Reset: 0•UOG+ 2,7uu•uu + 37,394.86 + 390,U95.9u + 430,i9U.76G1- 0.006+ 2,9u0•uu r 39U,U95.9u + 392,797-906+ qiN 39,394.86 + 39,394.866, More: + Check Amount 2,700.00 37,394.86 390.095.90 2,308.28 9,132.54 37,416.25 42,980.73 2,018.84 47,269.83 2,307.26 676.00 More... F22=More CITY of FAYETTEVILLE, ARKANSAS DUPLICATE CHECK NO. 2122 DATE INVOICE NO. DESCRIPTION AMOUNT 1/26/2010 18-1875-03-09 Change Order #11 toPO, Part 12 of S/4/09 37,394.86 CHECKAMOUNT $37,394.86 2 ye ...,i le MVEST F81in-87/a.ww829. aw.a 11 11111111111111111 II IIIIIIIIIIIIIIIIIIIIIIIIII III CITY of FAYETTEVILLE FAYETTEVILLE, ARKANSAS SALES TAX CONSTRUCTION 2006A PAY TO THE ORDER OF r RAN Group Inc 200 W. Front St. Wheaton L IL 60187 DETACH HERE FCR YOUR RECORDS CHECK NO. 2122 DATE 2/12/2010 ***37,394 DOLLARS AND 86 CENTS 11.2L2211' ':08 29008? 21: 00L?L6029211' VOID IF NOT CASHED IN 60 DAYS AMOUNT $37,394.86 ISOTIABLE =row NON-NEGOTIABLE VENDOR NO. ** CHANGE ORDER ** ' MQC�KQ�C� ORDER p 88530 RJN Group Inc 12160 Abrams Road Ste 40 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # MITI 03-0003115-109 FOB Fyv TERMS NET 30 DAY 1/52 - Qty. Qty. Unit Issue Qty. Received Description and Account Number Unit Prico TOTALS 1.00 JOB a) Engineering Services for West 2188259.01 218825 . Contract #916 Resolution *112-03 NOTE: $312,315.00 of contract scope not authorized relating to Farmington Lift Station - hold for determination 08/26/03 C/O #1 to correct amt of contract 12/13/06 C/O #5 to correct amt of funds held for determination 05/01/09 C/O #11 to PO, Part 1 of 12 to decr line item (a) by <143.99> & place in line item (k) w/ new G/L 4480.9480.5315.00 021330302 1.00 EA b) Amendement #1 to Contract #916 04/15/04 C/O #1 Relates to Revised Interceptor Serwer Alignment Across Springwoods Subdivision 5400.5700.5315.00 021330302 4000.00 4000_ AD S, FAyw i i vu -LN o Ito 14 .8$ Fpcatli .lc -roll 8 1O,a2A.gn SHIP TO: Water & Wastewater Director 4 .4„,,—n-eb CITY OF FAYETTEVILLE C 3�1 113 W MOUNTAIN FAYETTEVILLE AR 72701 C rJC" ENTERED FEB 11 1010 vv •11 �C th NU -r , ILL ThpM In1Efl 4 k Continued on Next Page DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # CO2 -132 pp// 3 �� THIS PAYMENTS 1 i 4. e) PREVIOUS PAYMENT( )$ 1 RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ 9�'3.11rlt DEPT COPY aye..evlle pU VENDOR NO. ** CHANGE ORDER ** RCK ©MEN 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY City. Unit of Issue o. Received Description and Account Number Unit Price TOTALS 1.00 EA c) Amendment #2 to Contract #916 165031.00 16 1.00 08/08/05 C/O #2 for Additional Design & Bidding Services Associated With Wastewater System Impvs Project WL -1, WL -3, & WL -4 4480.9480.5314.00 021330302 1.00 EA 'l / d) Amendment #3 to Contract #916 1599745.51 15997.45.51 for Const Phase Insp, Eng, and Consulting Services for West Side Sewer Line Const, Hamesting Lift Station Const, and Gregg Ave Lift Station Rehab Projects )WL -1, WL -2, WL -3, WL -4, WL -5, WL -6 and WL -7) 05/01/09 C/O #11 to PO, Part 2 of 12 to decr line item (d) by <59,344.49> & place in line item (1) with new G/L 4480.9480.5314.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYEITEVILLE 113 W MOUNTAIN FAYE TEVILLE AR 72701 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POLICY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER AP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT S PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCES DEPT COPY ** CHANGE ORDER ** aye e ev lle PURCHASE ORDER ER VENDOR NO. 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30DAY Unit Oty. of Issue City. Roc ed n Description and Account Number Unit Prico TOTALS 1.00 EA e) 04/14/06 C/O #4 Partial Release of 158043.45 158 .45 Funds Being Held for Determination For Engineering and Design Services for Farmington/Western Fayetteville, Owl Creek and City of Farmington Lift Stations (note change of description 12/13/06) 05/01/09 C/O #11 to PO, Part 3 of 12 to decr line item (e) by <12,029.55> & place in line item (m) with new G/L 4480.9480.5314.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113W MOUNTAIN FAYE1TEVILLE AR 72701 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POUCY AMOUNT TO PAY $ -. CONTRACiPAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY aye¶ttStlle p� VENDOR NO. ** CHANGE ORDER ** NCDASE ©HOER 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY City. Unit O °f Received Issue „ Description and Account Number Unit Price TOTALS 1.00 EA f) Amendment #4 to Contract #916 953049.00 12/13/06 C/O #6 for Final Design & Construction Phase Services for the West Fayetteville -Farmington Collection System A9:--- 480.9480.5314.00 021330401 1.00 EA SHIP TO: g) 12/13/06 C/O #7 Release of Funds that Were Held for Determination for Engineering & Design Services for Farmington/West Fayetteville Collection Services 4480.9480.5314.00 021330302 Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 142242.00 Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POLICY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER AIP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY Weide pU VENDOR NO. ** CHANGE ORDER ** RCHASE ORDER 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY Oty. Unit City. of Received Issue Description and Account Number Unit Price TOTALS 1.00 EA h) 03/07/07 C/O #8 to Correct Voided Check #1207 and Add Amount Back to PO of $83,239.46 05/01/09 0/0 #11 to PO, Part 4 of 12 to decr line item (h) by <83,239.46> & place in line item (n) with new G/L There were no payments made off this line item, will show as voided. 4480.9480.5314.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYEFTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ITEM VOIDED Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL - DOES NOT MEET PURCHASING POUGY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY aye e: evlle • pt. VENDOR NO. ** CHANGE ORDER ** 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY Qty. Unit Q of Roceived Issue 1.00 EA fs Description and Account Number Unit Price TOTALS i) Change Order #9 to Contract #916 3/22/07 to add $19,455.87 back onto PO from a voided check charged against line item (f) 05/01/09 C/O #11 to PO, Part 5 of 12 to decr line item (i) by <19,455.87> & place in line item (o) with new G/L There were no payments made off this line item - will show as voided. 4480.9480.5314.00 021330401 SHIP TO: Water & Wastewater Director CITY OF FAYEPI'EVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ITEM VOIDED Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # _ DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POUCY AMOUNT TO PAY S CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE $ DEPT COPY aye. eville p�n� VENDOR NO. ** CHANGE ORDER ** AAS ©DD! 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY Qty. Unit Qt y. of Received Issue Description and Account Number Unit Price TOTALS 1 00 EA Change Order #10 to PO 03/06/09 C/0 #10 to PO, Contract Amendment #5 to Contract #916 to incr contract by $597,704.00 05/01/09 C/O #11 to PO, Part 6 of 12 to decr line item (j) by <597,704.00> & place in line item (p) with new G/L There were no payments made off this line item - will show as voided. 4480.9480.5314.00 021330302 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ITEM VOIDED Continued on Next Page DEPARTMENT VERIFICATION BY DATE ADDITIONAL APPROVAL RECEIVED CHECK # DEPT HEAD APPROVAL DOES NOT MEET PURCHASING POLICY AMOUNT TO PAY $ CONTRACT PAYMENT OTHER NP VERIFICATION APPROVED BY PURCHASING VERIFICATION PRICE CHANGE VERIFICATION PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ RETURN CHECK TO TOTAL PYMT(S) $ SEND COPY TO BALANCE$ DEPT COPY ** CHANGE ORDER ** Cdyel.ev lle pMG3©SAS XQSCE ORDER VENDOR NO. 88530 'UN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30 DAY Qty. Unit Qty. of Received Issue Description and Account Number Unit Price TOTALS 1.00 EA k) Change Order #11 05/01/09 C/O #11 to add line item reduction of line fund 4480 4520.9520.5314.00 1.00 EA 1) to PO, Part 7 of 12 143.99 to PO, Part 7 of 12 (k), created by item (a) to close 021330302 143/.99 Change Order #11 to PO, Part 8 of 1 59344.49 59349 05/01/09 C/O #11 to PO, Part 8 of 12 to add line item (1), created by reduction of line item (d) to close fund 4480 (nX/4520.9520.5314 00 021330302 1.00 EA t' / m) Change Order #11 to PO, Part 9 of 1 12029.55 1203 55 05/01/09 C/O #11 to add line item reduction of line fund 4480 4520.9520.5314.00 SHIP TO: Water & Wastewater CITY OF FAYETI'EV 113 W MOUNTAIW FAYETTEVILLE Change Order #11 05/01/09 C/O #11 to add line item DRadwction of line timid 4480 20.9520.5314.00 AR 72701 to PO, Part 9 of 12 (m), created by item (e) to close 021330302 to PO, Part 10 of 83239.46 to PO, Part 10 of 12 (n), created by item (h) to close 021330302 •a Continued on Next Page DEPARTMENT VERIFICATION RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION BY DATE PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POUCV CONTRACT PAYMENT OTHER APPROVED BY DEPT COPY PROJECT ft THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE$ ayeevl le p� VENDOR NO. ** CHANGE ORDER ** n©i ASE ©RIDLn 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 FOB Fyv TERMS NET 30DAY Qty. Unit o1 Issue Qty. Received Description and Account Number Unit Price TOTALS ) 1.00 EA - v o) Change Order #11 to PO, Part 11 of 19455.87 05/01/09 C/O #11 to PO, Part 11 of 12 to add line item (o), created by reduction of line item (i) to close fund 4480 4520.9520.5314.00 021330401 SHIP TO: Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 194$5.87 Continued on Next Page DEPARTMENT VERIFICATION BY RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY NP VERIFICATION DATE $ PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO ADDITIONAL APPROVAL. CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY DEPT COPY PROJECT # THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE $ ** CHANGE ORDER ** ti5Tttville G° PRG n l 8 ©RDC ARKANSAS VENDOR NO. Qty. 88530 RJN Group Inc 12160 Abrams Road Ste 400 Dallas TX 75243 Unit Qty. of Received Issue Description and Account Number Each Package Must Be Marked Exactly As Shown Here City of Fayetteville, Arkansas PURCHASE ORDER # 03-0003115-109 DATE 12/18/09 TERMS FOB Fyv NET 30 DAY Unit Price TOTALS 1.00 EA SHIP TO: P) Change Order #11 to 05/04/09 C/O #11 to to add line item (p reduction of line i fund 4480. 12/18/09 C/O #12 to item (p) by x$9,163 overpayment on line 4520.9520.5314.00 Water & Wastewater Director CITY OF FAYETTEVILLE 113 W MOUNTAIN FAYETTEVILLE AR 72701 ✓mess, D DEPARTMENT VERIFICATION 8Y RECEIVED DEPT HEAD APPROVAL AMOUNT TO PAY A/P VERIFICATION l� I 1'(s 014 3� PO, Part 12 of 588540.94 ...284311-6-.94 PO, Part 12 of 12 ), created by tem (j) to close .03--iN./yr PO to decr line .06> to correct item (f) 021330302 DATE PURCHASING VERIFICATION PRICE CHANGE VERIFICATION RETURN CHECK TO SEND COPY TO —1,-514.1SG Sales Tax Total: x$.00 Purchase Order Total: 597 7 ADDITIONAL APPROVAL CHECK # DOES NOT MEET PURCHASING POLICY CONTRACT PAYMENT OTHER APPROVED BY DEPT COPY PROJECT# THIS PAYMENT $ PREVIOUS PAYMENT(S) $ TOTAL PYMT(S) $ BALANCE $ 4 rj ngroup Excellence through Ownership Mr. David Jurgens, P.E. Water & Wastewater Director City of Fayetteville 113 W. Mountain Street Fayetteville, AR 72701 Task/Description www.rjh.com February 10, 2010 RECAP OF INVOICE 18-1875-02.38 (Revised) CITY OF FAYETTEVILLE WESTSIDE COLLECTION SYSTEM IMPROVEMENTS WEST PIPELINES AND PUMP STATIONS FARMINGTONNVESTERN FAYETTEVILLE DESIGN SERVICES BILLING PERIOD: DECEMBER 26,2009 TJIROUCQH JANUARY 22, 2010 P.O 003.0003112100 AND 403-0003115.102 Total Total Total Revised Amount Amount Amount Farmington Contract Complete Earned Previously Earned Invoice Amount To Date To Date Invoiced This Invoice Amount Part A - Project Administration and Management 1. Project Administration 2. Coordination / Meetings Subtotal Pad B - Design Survey 1. Surveys for Design Subtotal Port C - Permits and Easements 1. Permits 2. Right of Way! Easement Preparation a. Right o1 Way! Easement Preparation b. Easement Revisions 3. 404 ! Phase II Stormwaler Permitting Coordination Subtotal $34,415.00 100.00% 517.260.00 100.00% 551,695.00 55.700.00 100.00% 534,415.00 534.41500 50.00 511.280.00 517,280.00 50.00 551,695.00 551,695.00 50.00 55.700.00 55.700.00 50.00 55,700.00 15,700.00 55,700.00 50.00 52.885.00 100.00% 52,085.00 100.00% 51,170.00 1142.07% $69.418.00 100.66% 5288500 52.885.00 S0.00 52,085.00 52,085.00 50.00 513,362.18 513,362.18 50.00 569.878.00 569,293.04 5584.98 50.00 50.00 10.00 50.00 50.00 50.00 50.00 50.00 5292.48 575,558.00 $88,210.18 587,62532 5584.98 5292.48 Part D - Conshuclion Plans and Specifications 1. Geotechnical Investigation 563267.00 100.00% 563267.00 563,267.00 50.00 2. Pipeline Design a. Farmington Interceptor 5113210.00 100.00% 5113.210.00 5113,210.00 50.00 b. LS912 Force Main 588.014.00 100.00%58[1.014.00 $68,014.00 50.00 3. Lift Station Design a. Lift Station 412 5103.354.00 100.00% 5103,354.00 5103,354.00 $0.00 4. Odor Control Design 552,005.00 100.00% 552,005.00 $52,005.00 50 00 5. Document Submittal a. 30% Complete (3) 54,045.00 100,00% 54.045.0054.045.00 50.00 b. 9054 Complete (3) 54,045.00 100.00% 54.045.00 54,045.00 10.00 6. Final Construction Submittal (3) 52,825.00 100.00%52,825.00 $2.82500 50.00 Subtotal 5428,765.00 5428,765.00 $428,765.00 50.00 Part E - Bidding Assistance (1 package) Subtotal 511,975.00 300.00% 535,92500 535.925.00 10,00 611,975.00 535,925.00 535,925.00 50.00 Pad D - Construction Observation and Record Drawings 5515.590.00 97.04% 5500.308.00 5479,043.00 521265.00 Subtotal $515,590.00 5500,308.00 8479,043.00 521,265.00 Total 51,089,283.00 51,110,603.18 51,088.753.22 521,849.96 Pi /la February 10, 2010 RJN Grp, Inc. Date 50.00 $0.00 50.00 50.00 50.00 50.00 50.00 S0.00 50.00 50.00 10.00 510,632.50 510,632.50 510,924.98 Total Amount Invoiced to Dale 51.110,803.18 5555.301.59 Total Amount Previously Invoiced 51,088.753.22 5544,376.61 Total Amount Due This Invoice 521,849.96 510,924.98 Contract Amount 51.089.283.00 5544.841.50 Percentage of Contract Invoiced to Date101.96% 101.96% Tis /S 6ulys*!/al/'a0 fr-lura 5 /4/ 4a4rO&J?, Pda 'AO /1 �✓ Remit Payment To: RJN Group, Inc., 200 West Front Street, Wheaton, IL, 60187 ACH Payment Contact Debbie Anderson (630) 682-4700, Ext 324 Page 1 of 1 12160 Abrams Road, Suite 400 • Dallas, TX 75243 • 972.437.4300 • fax 972.437.2707 vt. 4 41/ raj ngroup Excellence through Ownership Mr. David Jurgens, P.E. Water & Wastewater Director City of Fayetteville 113 W. Mountain Street Fayetteville, AR 72701 Task/Descdption www.rjn.com • January 27, 2010 RECAP OF INVOICE 18-1875-02-38 CITY OF FAYETTEVILLE WESTSIDE COLLECTION SYSTEM IMPROVEMENTS WEST PIPELINES AND PUMP STATIONS FARMINGTON/WESTERN FAYETTEVILLE DESIGN SERVICES BILLING PERIOD: NOVEMBER 21, 2009 THROUGH DECEMBER 25 2009 P.O. 803-0003115-100 AND #03-0003115.102 Total Total Total Revised Amount Amount Amount Farmington Contract Complete Earned Previously Eamed Invoice Amount To Date To Date Invoiced This Invoice Amount Part A - Project Administration and Management 1. Project Administration $34.415.00 100.00% $34.415.00 $34.415.00 50.00 50.00 2. Coordination/Meetings $17280.00 100.00% $17,280.00 $17,280.00 $0.00 50.00 Subtotal $51,695.00 $51,695.00 $51,695.00 50.00 $0.00 Part B - Design Survey 1. Surveys for Design $5.700.00 100.00% $5.700.00 $5,700.00 50.00 $0.00 Subtotal $5,700.00 $5,700.00 $5,700.00 $0.00 50.00 Part C - Permits and Easements 1. Permits $2,885.00 100.00% $2,885.00 52,885.00 $0.00 2. Right of Way / Easement Preparation a. Right of Way/ Easement Preparation 52,085.00 100.00% 52,085.00 52,085.00 50.00 b. Easement Revisions 51,170.00 1142.07% 513,362.18 513,362.18 $0.00 3. 404 / Phase!! Stormwater Permitting Coordination $69,418.00 100.66% 569,878.00 569,293.04 $584.96 Subtotal $75,558.00 $88,210.18 $87,625.22 5584.96 Part D - Construction Plans and Specifications / 1. Geotechnical Investigation $63,267.00 100.00% . $63,267.00 563,267.00 50.00 2. Pipeline Design a. Farmington Interceptor 5113,210.00 100.00% 5113,210.00 5113,210.00 50.00 b. LS812 Force Main $86,014.00 100.00%.. $86,014.00 $86,014.00 50.00 3. Lia Station Design a. Lift Station #12 4. Odor Control Design 5. Document Submittal a. 30% Complete (3) b. 90% Complete (3) 6. Final Construction Submittal (3) Subtotal Part E - Bidding Assistance (1 package) Subtotal Part D - Construction Obsery. ', r . nd Record Drawings Subto To IS ' 3tC1 C � 3 of �G 4 (��S\Op\ Of ar te CZ Zi‘ /h l January 27, 2010 5103,354.00 100.00% 5103,354.00 5103,354.00 50.00 552,005.00 100.00% 552,005.00 552,005.00 50.00 $4,045.00 100.00% 54,045.00 $4,045.00 50.00 $4,045.00 100.00% 54,045.00 54,045.00 50.00 $2,825.00 100.00% 52,825.00 52,825.00 $0.00 $428,765.00 $428,765.00 $428,765.00 $0.00 511,975.00 300.00% 535,925.00 535,925.00 50.00 RJNJGroup, Inc. Date $11,975.00 535,925.00 $35,925.00 50.00 5515,590.00 $515,590.00 $1,089,283.00 97.04% 5500,308.00 5500,308.00 $1,110,603.18 $479,043.00 $479,043.00 $1,088,753.22 $21,285.00 521,265.00 521,849.96 50.00 50.00 50.00 $292.48 5292.48 50.00 50.00 50.00 $0.00 $0.00 $0.00 $0.00 50.00 50.00 50.00 50.00 510.632.50 510,632.50 $10,924.98 Total Amount Invoiced to Date $1,110,603.18 5555 301 59 Total Amount Previously Invoiced $1,088,753.22 $544,376.61 Total Amount Due This Invoice $21,849.98 $10,924.98 *it Contract Amount 51.089,283.00 $544,641.50 Percentage of Contract Invoiced to Date 101.96% 101.96% Remit Payment To: RJN Group, Inc., 200 West Front Street, Wheaton, IL, 60187 ACEI Payment Contact Debbie Anderson (630) 682-4700, Ext 324 Page 1 of 1 • 12160 Abrams Road, Suite 400 • Dallas, TX 75243 • 972.437.4300 • fax 972.437.2707 rj n group Excellence through Ownership Mr. David Jurgens, P.E. Water & Wastewater Director City of Fayetteville 113 W. Mountain Street Fayetteville, AR 72701 Task/Description RECEIVED FEB 0 3 2010 CITY OF FAYE1TEVILLE MAYOR'S OFFICE RECAP OF INVOICE 18-1875-03-09 CITY OF FAYETTEVILLE OWL CREEK LIFT STATION WESTSIDE WASTEWATER TREATMENT PLANT BILLING PERIOD: DECEMBER 26, 2009 THROUGH JANUARY 22, 2010 P.O. #03-3115 Contract Amount Complete To Date Total Amount Earned To Date Total Amount Previously Invoiced www.rjn.com January 26, 2010 Total Amount Eamed This Invoice Part A - Project Administration and Management 1. Project Administration 2. Coordination Subtotal Part B - Design Survey Subtotal Part C - Permits and Easements 1. Permits 2. Right of Way / Easement Preparation a. Right of Way / Easement Preparation (34) b. Easement Revisions (9) Subconsultant Cost Subtotal Part D - Construction Plans and Specifications 1. Geotechnical Investigation Subconsultant Cost 2. Design a. Interceptor & Force Mains b. Lift Station Design Subconsultant Cost Subtotal Part E - Bidding Assistance (1 package) Subtotal Part F - Construction Services a. WL -13, 14 & 15 Subtotal Total $13,220.00 93.00% $5,260.00 93.00% $18,480.00 $63,130.00 100.00% $63,130.00 $700.00 0.00% $2,460.00 0.00% $1,390.00 0.00% $37,506.00 12.00% $42,056.00 $2,660.00 100.00% $5,665.00 100.00% $108,390.00 100.00% $46,290.00 100.00% $44,000.00 65.00% $207,005.00 $12,460.00 60.00% $12,460.00 $187,800.00 0.00% 5187,800.00 $530,931.00 Total Amount Invoiced to Date $12,294.60 $4,891.80 $17,186.40 $63,130.00 $63,130.00 50.00 $0.00 50.00 54,500.72 $4,500.72 $2,660.00 $5,665.00 $108,390.00 $46,290.00 $28,600.00 $191,605.00 $7,476.00 57,476.00 50.00 $0.00 $283,898.12 $11,898.00 $396.60 $4,734.00 $157.80 $16,632.00 5554.40 $63,130.00 50.00 $63,130.00 50.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $4,500.72 $0.00 $4,500.72 $0.00 50.00 52,660.00 $0.00 $5,665.00 $102,970.50 $5,419.50 $46,290.00 $0.00 $28,600.00 $0.00 5177,860.50 513,744.50 $6,230.00 $1246.00 $6,230.00 $1,246.00 $0.00 $0.00 $0.00 50.00 5268,353.22 $15,544.90 $283,898.12 Total Amount Previously Invoiced ----------------------- $268,353.22 Total Amount Due This Invoice ---- $15,544.90 Contract Amount --_--_------------------------ -------- -------------------------- $530,931.00 Percentage of Contract Invoiced to Date -- 53.47% Remit Payment To: RJN Group, Inc., 200 West Front Street, Wheaton, IL, 60187 ACII Payment Contact Debbie Anderson (630) 682-4700, Ext 324 Page 1 of 1 044r 12160 Abrams Road, Suite 400 • Dallas, TX 75243 • 972.437.4300 • fax 972.437.2707 tin group Excellence through Ownership Project Status for: Fayetteville -18187503 DATE: 1/26/10 RE: Project Status Ending 1/22/10 CC: Shannon Jones, David Jurgens, Hugh Kelso, Joseph Cotton, Kevin White SUBJECT: Status report for the City of Fayetteville - January 2010 Proiect Updates: • Broyles Road Lift Station Design: RJN Group's St. Louis office has finalized the design plans for the lift station, which includes structural and electrical sub -consultant work. The contract for this work has been awarded to Seven Valley Construction. The construction is scheduled to begin prior to months end. • Owl Creek Force Main / Persimmon Road Gravity Design: RJN resubmitted plans to the Arkansas Health Department which incorporated their comments and have subsequently received approval. The 404 Permit for all stream and wetland impacts from this project has also been received from the United States Corp of Engineers. RJN is awaiting guidance from the City of Fayetteville regarding anticipated advertising and bidding. 12160 Abrams Road, Suite 400 • Dallas, Texas 75243 Phone (972)437-4300 • FAX (972)437-2707 •rjndallas@rjn.com 1