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HomeMy WebLinkAbout95-396 . . . RESOLUTION NO. 95-396 RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $1,380,000 AGGREGATE PRINCIPAL AMOUNT OF COLORADO CITY UNIFIED SCHOOL DISTRICT NO. 14 OF MORAVE COUNTY, ARIZONA SCHOOL IMPROVEMENT BONDS (PROJECTS OF 1995), SERIES 1995, AND $90,000 AGGREGATE PAYMENT AMOUNT OF SUPPLEMEN- TAL INTEREST CERTIFICATES WITH RESPECT THERE- TO; PROVIDING FOR THE ANNUAL LEVY OF A TAX FOR THE PAYMENT OF THE: SERIES 1995 BONDS AND THE CERTIFICATES; APPOINTING A BOND REGISTRAR AND PAYING AGENT WITH RESPECT TO THE SERIES 1995 BONDS AND THE CER'I'IFICATES AND APPROVING THE FORM OF AN AGREEMENT FOR SUCH BOND REGISTRAR AND PAYING AGENT; MAKING CERTAIN FINDINGS, CERTIFICATIONS AM) COVENANTS; ACCEPTING A PROPOSAL FOR THE PURCHASE OF THE SERIES 1995 BONDS AND THE CERTIFICATES AND APPROVING A BOND PURCHASE AGRBEMENT AND AUTHORIZING ITS EXECUTION; RATIFYING ALL ACTIONS TAKEN WITH RESPECT TO THE PREPARATION AND DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT; APPROVING A FORM OF OFFICIAL STATEMENT; AUTHORIZING THE CHAIRMAN TO EXECUTE THE OFFICIAL STATEMENT; AND AUTHORIZING DISTRIBt~ION OF THE OFFICIAL STATEMENT WHEREAS, by the vote of a majority of the qualified elec- tors of Colorado City Unified School District No. 14 of Mohave County, Arizona (the "District"), voting at a special bond election held in and for the District on May 16, 1995 (the "Election"), the issuance of $3,000,000 agg'regate principal amount of school improvement bonds of the District has been authorized; and WHEREAS, the Governing Board of the District has re- quested this Board of Supervisors of Mohave County, Arizona (this "Board"), to issue (1) bonds in the aggregate principal amount of $1,380,000 and (2) "B" supplemental interest certificates in the aggregate payment amount of ~?90, 000, in each case for the purpose of making certain lease payments and school improvements in accordance with the authority granted at the Election; and WHEREAS, the Governing Board of the District has received a bid from Rauscher PiercE~ RE~fsnes, Inc. (the "Underwriter"), and the District has requested that such bonds and certificates be sold through negotiation to the Underwriter; . . . NOW, THEREFORE, IT IS RESOLVED BY THE BOARD OF SUPERVI- SORS OF MORAVE COUNTY, ARIZONA, AS FOLLOWS: Section 1. Authorization. (A) There is hereby authorized to be issued and sold a series of bonds of the District in the aggregate principal amount of $1,380,000 to be designated "Colorado City Unified School District No. 14 of Mohave County, Arizona School Improvement Bonds (Projects of 1995), Series 1995" (the "Bonds"), to bear interest designated "A" interest, all in accordance with this Resolution and applicable law. I (B) There is hereby further authorized to be issued and sold in connection therewith "B" supplemental interest certifi- cates designated as "Supplemental Interest Certificates" in the aggregate payment amount of ~;90, 000 (the "Certificates"), to bear interest designated "B" int:erest, all in accordance with this Resolution and applicable la~i7. (C) Unless specified or unless the context other- wise requires, all references herein to "interest on the Bonds" shall be deemed to include both "A" amd "B" interest on the Bonds. Section 2. Terms. (A) (1) The Bonds shall be dated as of September 1, 1995. (2) The Bonds shall (i) bear interest desig- nated "A" interest at the respective rates from their date to the maturity or prior redemption of each Bond, payable conunencing on January 1, 1997, and semiannually thE~reafter on July 1 and January 1 of each year (the "interest payment dates") and (ii) mature on July 1 in the years and the principal amounts, in each case as follows: Year Principal Amount Per Annum "A" Interest Rate 2001 2005 2010 2015 $115,000 250,000 425,000 590,000 6.00% 6.50 6.75 7.00 (3) The Bonds shall be issued in the denomina- tion of $5,000 of principal amount or integral multiples thereof and only in fully registered form. (4) The principal of and premium, if any, on the Bonds shall be payabll:! at maturity or prior redemption upon 2 . . . presentation and surrender thereof at the principal corporate trust office of the IlBond Registra.r and Paying Agentll (as such term is hereinafter defined) . (5) Interest on the Bonds designated II All in- terest shall be payable by check, dated as of the interest payment date, mailed to the register€~d owner thereof, as shown on the reg- istration books maintained by the Bond Registrar and Paying Agent at the address appearing therein at the close of business on the fifteenth (15th) day of the month next preceding that interest payment date (the Ilregular record date"). Any "A" interest on a Bond which is not timely paid or duly provided for shall cease to be payable to the registered owner thereof (or of one or more pred- ecessor Bonds) as of the regular record date, and shall be payable to t;he registered owner thereof (or of one or more predecessor Bonds) at the close of business on a special record date for the payment of that overdue "A" interest. The special record date shall be fixed by the Bond Registrar and Paying Agent whenever moneys become available for payment of the overdue "A" interest, and notice of the special record date shall be given to the regis- tered owners of Bonds not le:ss than ten (10) days prior thereto. (6) Payment of "A" interest on the Bonds and, if adequate provisions for Burrender are made, principal of and premium, if any, on the Bonds may be made by wire transfer upon two days' prior written request to the Bond Registrar and Paying Agent specifying the wire address in the continental United States by any registered owner owning an a9'gregate principal amount of at least $1,000,000 of Bonds. (7) 'rhe principal of and premium, if any, and "A" interest on the Bonds sha.ll be payable in lawful money of the United States of America. (B) (1) In addition to the "A" interest indicated above, the Bonds shall bear supplemental liB" interest during the interest accrual period, payable on the date and in the amount, in each case as follows: Interest Accrual Period "B" Interest Payment Date Amount of "B" Interest Payable on "B" Interest Payment Date October 3, 1995 through December 31, 1997 lTanuary 1, 1998 $20,000 January I, 1998 through June 30, 1998 July I, 1998 $25,000 3 . . . July 1, 1998 through December 31, 1998 ~ranuary :L, 1999 $20,000 January 1, 1999 through June 30, 1999 July 1, 1999 $25,000 (2) Such "B" interest shall be represented by separate Certificates which f:lhall be owned, transferred, and pre- sented for payment separately from the Bonds and shall represent that portion of "B" interest on the Bonds coming due for the inter- est accrual period specified above which the registered owners thereof are entitled to receive. (3) The Certificates shall be dated as of their initial date of delivery. (4) The Certificates shall be issued in the denomination of $1,000 of "B" interest due on the "B" interest payment date or integral multiples: thereof and only in fully registered form. (5) The "B" interest represented by the Cer- tificates shall be payable! in. lawful money of the United States of America to the registered ownE~r of each Certificate, upon presenta- tion and surrender at the principal corporate trust office of the Bond Registrar and Paying AgEmt. Section 3. Prior Redemption. (A) Optional Redemption. The Bonds maturing before and on July 1, 2005, are not subject to redemption prior to maturity. The Bonds maturinog after July 1, 2005, are subject to redemption prior to maturity, in whole or in part, on July 1, 2005, or on any interest payment date thereafter by the payment of a redemption price equal to the pri.ncipal amount of each Bond redeemed plus interest accrued to the date fixed for redemption plus a premium (calculated as a percemtage of the principal amount of such Bonds to be redeemed) to be computed as follows: Redemption_Dates Premium July 1, 2005 and January 1, 2006 and thereafter 1.0% 0.0 (B) Mandatory Sinking Fund Redemption. The Bonds maturing on July 1, 2001 are subject to mandatory sinking fund redemption on July 1, in the :years and amounts set forth below, at a redemption price equal to the principal amount thereof plus interest accrued to the date of redemption, as follows: 4 . . . Year Principal Amount 1998 1999 2000 2001 $ 5,000 5,000 50,000 55 , 000 CMiturity) The Bonds maturing on July 1, 2005 are subject to mandatory sinking fund redemption on July 1, in the years and amounts set forth below, at a redemption price equal t.o the principal amount thereof plus interest accrued to the date of redemption, as follows: Year Principal Amount 2002 2003 2004 2005 $55,000 60,000 65,000 70 , 000 (Miturity) The Bonds maturing OIl July 1, 2010 are subject to mandatory sinking fund redemption on July 1, in the years and amounts set forth below, at a redemption price equal t~o the principal amount thereof plus interest accrued to the date of redemption, as follows: Year Principal Amount 2006 2007 2008 2009 2010 $75,000 80,000 85,000 90,000 95 , 000 (Miturity) The Bonds maturing on July 1, 2015 are subject to mandatory sinking fund redemption on July 1, in the years and amounts set forth below, at a redemption price equal t.o the principal amount thereof pI us interest accrued to the date of redemption, as follows: Year Principal Amount 2011 2012 2013 2014 2015 $105,000 110,000 115,000 125,000 135 , 000 (M3.turity) 5 . . . (C) At the option of the District, whenever Bonds are purchased, redeemed (other than pursuant to the foregoing scheduled mandatory sinking fund requirements) or delivered by the District to the Bond Registrar and Paying Agent for cancellation, the principal amount of the Bonds so retired will satisfy and be credited against the mandatory sinking fund requirements (and the corresponding redemption requirements) for Bonds in such manner as the District. determines i provided, however, that following such reduction each mandatory sinking fund requirement is an integral mul tiple of $5,000. Such option will be exercised on or before the forty-fifth (45th) day preceding the applicable mandatory sinking fund redemption date, by furnishing the Bond Registrar and Paying Agent a certificate setting forth the extent of the credit to be applied with respect to the then current mandatory sinking fund requirement. If the certificate is not timely furnished, the mandatory sinking fund requirement (and the corresponding redemp- tion requirement) will not bE~ reduced. (D) NoticE~ of redemption of any Bond shall be mailed by first class mail, postage prepaid, not more than sixty (60) nor less than thirty (30) days prior to the date set for redemption to the registered owner of the Bond or Bonds being redeemed at the address shown on the registration books maintained by the Bond Registrar and Pa1ring Agent. Failure to properly give such notice of redemption shall not affect the redemption of any Bond for which notice was properly given. (E) On the: date designated for redemption by notice given as herein provided, thE~ Bonds or portions thereof to be re- deemed shall become and be due and payable at the redemption price for such Bonds or such portions thereof on such date, and, if moneys for payment of the redemption price are held in a separate account by the Bond Registrar and Paying Agent, interest on such Bonds or such portions thereof shall cease to accrue, such Bonds or such portions thereof shall cease to be entitled to any benefit or securi ty hereunder, the registered owners of such Bonds or such portions thereof shall have no rights in respect thereof except to receive payment of the redemption price thereof and accrued inter- est thereon and such Bonds or such portions thereof shall be deemed paid and no longer outstanding. (F) The District may redeem any amount which is included in a Bond in the denomination in excess of, but divisible by, $5,000. In that event, the registered owner shall submit the Bond for partial redemption and the Bond Registrar and Paying Agent shall make such partial payment and shall cause to be issued a new Bond in a principal amount. which reflects the redemption so made, to be authenticated and delivered to the registered owner thereof. Section 4. Securiu. For the purpose of paying the principal of, interest on (including that evidenced by the Certifi- cates), premium, if any, on early redemption on and costs of admin- 6 . . . istration of the registration and payment of the Bonds, there shall be levied on all the taxable property in the District a continuing, direct, annual, ad valorem tax sufficient to pay all such princi- pal, interest, premium and administration costs of and on the Bonds and the Certificates as the same become due, such taxes to be levied, assessed and collected at the same time and in the same manner as other taxes are levied, assessed and collected. Taxes in an amount sufficient to pay the interest on all Bonds (including that evidenced by the Certificates) then outstanding, the install- ments of the principal of the Bonds becoming due and payable in the ensuing year, and the annual ;portion of such sinking fund as may be set up for retirement of the Bonds, shall be levied, assessed and collected as other taxes of the District. The proceeds of such taxes shall be kept in a spe:cial fund entitled the "Debt Service Fund" of the District and shall be used only for the payment of principal, interest, premium" if any, or costs as above-stated. Section 5. Use of Proceeds. The net proceeds from the sale of the Bonds and the Ce:rtificates, after payment of the ex- penses of issuance, shall be set aside and deposited by the County Treasurer of Mohave County, A.rizona (the "County Treasurer"), in a separate fund entitled the "Building Fund" of the District. This Resolution shall be construed as consent of this Board to invest such funds, pending use, in a.ny of the securities allowed by Sec- tion 15-1025, Arizona Revised Statutes, as amended. The proceeds of the Bonds and the Certificates shall be expended only for the purpose set forth in the ballot used at the Election. Section 6. Form oj: Bonds and Certificates. (A) Pursuant to Section 35-491, Arizona Revised Statutes, as amended, a fully registered bond form and certificate form, respectively, is adopted as an alternative to the form of bond provided in Section 15 -1023, Arizona Revised Statutes, as amended. The Bonds (including the form of certificate of authen- tication and form of assignment therefor) shall be in substantially the form set forth in Exhibit A attached hereto. The Certificates (including the form of certi.ficate of authentication and form of assignment therefor) shall bE~ in substantially the form set forth in Exhibit B attached hereto. There may be such necessary and appropriate omissions, insertions and variations as are permitted or required hereby and are approved by those officers executing the Bonds and the Certificates in such form. Execution thereof by such officers shall constitute conclusive evidence of such approval. (B) The Bonds and the Certificates may have nota- tions, legends or endorsementl3 required by law, securities exchange rule or usage. Each Bond and each Certificate shall show both the date of the issue and the date of authentication and registration of each Bond and each Certificate. 7 . . . (C) The Bonds and the Certificates are prohibited from being converted to coupon or bearer Bonds or Certificates, respectively, without the consent of this Board and approval of Bond Counsel to the District. Section 7. Executjon of Bonds and Certificates. (A) The Bonds and the Certificates shall be executed for and on behalf of the District by the President and attested by the Clerk of the Governing Board and countersigned by the Chairman of this Board. Any or all of such signatures may be by mechanical reproduction. (B) If an ofj:icer whose signature is on a Bond or a Certificate no longer holds: that office at the time such Bond or such Certificate is authenticated and registered, the Bond or the Certificate, as the case may be, shall nevertheless be valid. (C) A Bond or a Certificate shall not be valid or binding until authenticated by the manual signature of an author- ized representative of the Bond Registrar and Paying Agent. The signature of the authorized representative of the Bond Registrar and Paying Agent shall be conclusive evidence that the Bond or the Certificate, as the case may be, has been authenticated and issued pursuant to this Resolution. Section 8. Mutilated. Lost or Destroyed Bonds or Certif- icates. In case any Bond or any Certificate becomes mutilated or destroyed or lost, the District shall cause to be executed and de- livered a new Bond or new Certificate, as the case may be, of like type, date, maturity and tenor in exchange and substitution for and upon the cancellation of such mutilated Bond or mutilated Certifi- cate, as thE! case may be, or in lieu of and in substitution for such Bond or such Certificate, as the case may be, destroyed or lost, upon the registered owner paying the reasonable expenses and charges of the District in connection therewith and, in the case of the Bond or t:he Certificate, as the case may be, destroyed or lost, filing with the Bond Registrar and Paying Agent by the registered owner evidence satisfactory to the Bond Registrar and Paying Agent that such Bond or such Certificate, as the case may be, was destroyed or lost, and furnishing the Bond Registrar and Paying Agent with a sufficient inciemnity bond pursuant to Section 47-8405, Arizona Revised Statutes, as amended. Section 9. Acceptance of Proposal. (A) The proposal of the Underwriter for the pur- chase of the Bonds and the Certificates is hereby accepted, and the Bonds and the Certificates are hereby ordered sold to the Under- writer in accordance with the terms of the Bond and Certificate Purchase Agreement presented to this Board at this meeting (the "Bond and Certificate Purchase Agreement"). The execution of the 8 . . . Bond and Certificate PurchasE~ Agreement on behalf of this Board by the Chairman of this Board is hereby approved, ratified and confirmed. (B) The County T:;:-easurer is hereby authorized and directed to cause the Bonds and the Certificates to be delivered to the Underwri.ter upon receipt of payment therefor and satisfaction of the other conditions for d,elivery thereof in accordance with the terms of the sale. Section 10. Official Statement. The distribution and use of the Preliminary Official Statement relating to the Bonds and the Certificates is in all r'espects hereby ratified, approved and confirmed. 'The Underwriter is authorized to prepare or cause to be prepared, and the Chairman. of this Board is authorized and directed to approve, on behalf of this Board, a final Official Statement. for use in connection with the offering and sale of the Bonds and the Certificates. The execution of a final Official Statement by the Chairman of this Board shall lbe conclusively deemed to evidence the approval of the status, form and contents thereof by this Board. Section 11. Bond Reqistrar and Paying Agent. (A) Initiall:~, Bank One, Arizona, NA, is appointed as initial Bond Registrar and Paying Agent with respect to the Bonds and the Certificates, and the County Treasurer is hereby authorized and directed to enter into a contract therewith covering such services. The Bond Regi.strar and Paying Agent shall maintain the registration books of the District for the registration of ownership of each Bond and each Certificate. (B) A Bond or a Certificate may be transferred on the registration books upon delivery and surrender of the Bond or the Certificate, as the cas,e may be, to the Bond Registrar and Paying Agent, accompanied by a written instrument of transfer in form and with guaranty of signature satisfactory to the Bond Regis- trar and Paying Agent, duly executed by the registered owner of the Bond or the Certificate, as the case may be, to be transferred or his attorney-in-fact or legal representative, containing written instructions as to the details of the transfer of the Bond or the Certificate, as the case may be. No transfer of any Bond or any Certificate shall be effective until entered on the registration books. (C) In t.he event of the transfer of a Bond, the Bond Registrar and Paying AgE!nt shall enter the transfer of owner- ship in the registration books and shall authenticate and deliver in the name of the transferee or transferees a new fully registered Bond or Bonds of the same type and maturity and of the authorized denominations (except that no Bond shall be issued which relates to more than a single principal maturity) for the aggregate principal amount which the registered owner is entitled to receive at the 9 . . . earliest practicable time in a.ccordance with the provisions of this Resolution. (D) In the event of the transfer of a Certificate, the Bond Registrar and Paying Agent. shall enter the transfer of ownership in the registra.tion books and shall authenticate and deliver in t.he name of the transferee or transferees a new fully registered Certificate or Certificates of the authorized denomin- ations for t.he aggregate amount of "B" interest which the regis- tered owner is entitled to receive at the earliest practicable time in accordance with the provil3ions of this Resolution. (E) All costs and expenses of initial registration and payment l::>f the Bonds and the Certificates shall be borne by the District, but the District and the Bond Registrar and Paying Agent shall charge the registered O'\.mer of such Bond or such Certificate, as the case may be, for every subsequent transfer of a Bond or a Certificate, as the case may be, an amount sufficient to reimburse them for any transfer fee, tax or other governmental charge re- quired to be paid with respE~ct to such transfer and may require that such transfer fee, tax or other governmental charge be paid before any such Bond or such Certificate, as the case may be, shall be delivered. (F) The District and the Bond Registrar and Paying Agent shall not be required to issue or transfer any Bond during a period beginning with the opening of business on the fifteenth (15th) business day next preceding a.ny interest payment date and ending with the close of business on the interest payment date. Section 12. Resolution a Contract. This Resolution shall constitute a contract bE:tween the District and the registered owners of the Bonds and shall not be repealed or amended in any manner which would impair, impede or lessen the rights of the registered owners of the Bonds then outstanding. Section 13. Federsil Tax Law Covenants. (A) In consid.eration of the purchase and acceptance of the Bonds and the Certificates by the registered owners thereof from time to time and of retaining the exclusion from gross income for federal income taxes oj: the interest income on the Bonds including that evidenced by the Certificates, and as authorized by Title 35, Chapter 3, Article 7, Arizona Revised Statutes, as amended, the County covenants, and the appropriate officials of the County are hereby directE!d, to takE~ all action required, or to refrain from taking any action prohibited, by the Internal Revenue Code of 1986, as amended, and the applicable Treasury Regulations promulgated with respect to applicable sections thereof (collec- tively, the "Code"), which would adversely affect in any respect such exclusion, including, particularly, but not by way of limita- tion, (i) to cause the Bonds to not be "private activity" bonds 10 . . . within the meaning of the Code (Section 141 (a) of the Code), (ii) to cause the Bonds to not be "arbitrage bonds" within the meaning of the Code (Section 148 (a) of the Code) or to not be valid "reimbursement bonds" for purposes of the Code if any proceeds of the sale of the Bonds are being used to reimburse prior expendi- tures (Section 1.150 - 2 of the Treasury Regulations), (iii) to comply with the provisions: of the Code relating to rebate (Section 148(f) of the Code), (iv) to cause the Bonds not to be "federally guaranteed" within the meaning of the Code (Section 149(b) of the Code), (v) to make the required information filing pursuant to the Code (Section 149(e) of the Code), and (vi) to make the required expenditures so that the Bonds shall not be deemed to be "hedge bonds" within the meaning I:>f the Code (Section 149 (g) of the Code) . (B) This Board authorizes the employment of such experts and consultants to make, as necessary, any calculations in respect of rebates to be made to the United States of America in accordance with Section 148 (1:) of the Code. (C) This :Soard hereby designates the Bonds (in- cluding the interest thereon evidenced by the Certificates) as "qualified tax-exempt obligations" within the meaning of and pursuant to the provisions of Section 265 (b) of the Code, and represents and warrants that the reasonably anticipated amount of "tax-exempt obligations" (other than "private activity bonds") which will be issued by this Board on behalf of the District during the 1995 calendar year will not exceed $10,000,000. Section 14. Sever,ability. If any section, paragraph, subdivision, sentence, clausE~ or phrase of this Resolution is for any reason held to be illegal or unenforceable, such decision will not affect the validity of the remaining portions of this Resolu- tion. This Board hereby declares that it would have adopted this Resolution and each and every other section, paragraph, subdivi- sion, sentence, clause or phrase hereof and authorized the issuance of the Bonds and the Certificates pursuant hereto irrespective of the fact that anyone or morE~ sections, paragraphs, subdivisions, sentences, clauses or phrases of this Resolution may be held illegal, invalid or unenforcE~able. Section 15. Ratification of Actions. All actions of the officers and agents of the District and the County including this Board which conform to the! purposes and intent of this Resolution and which further the issuance and sale of the Bonds and the Cer- tificates as contemplated by this Resolution, whether heretofore or hereafter taken, are hereby ratified, confirmed and approved. The proper officers and agents of the County and the District are here- by authorized and directed to do all such acts and things and to execute and deliver all such documents on behalf of the County and the District as may be necessary to carry out the terms and intent of this Resolution. 11 . . . PASSED, ADOPTED AND APPROVED by the Board of Supervisors of Mohave County, Arizona, on September 18, 1995. ..~~.."".." Chairman of the Board of Supervisors of Mohave County, Arizona ATTEST: PSS11 CFII091395 12 . . . l~XHIBIT A [FORM OF BOND] (Form of Face of Bond) REGISTERED REGISTERED NO . .............. $.......... UNITED STATES OF AMERICA STATE OF ARIZONA COUNTY OF MORAVE COLORADO CITY UNIFIED SCHOOL DISTRICT NO. 14 OF MORAV]~ COUNTY, ARIZONA SCHOOL IMPROVEMENT BOND (PROJECTS OF 1995), SERIES 1995 "A" Interest Rate: Maturity Date: July 1 J Original Issue Date: September 1, 1995 CUSIP: REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS Colorado City Unified School District No. 14 of Mohave County, Arizona, a unified school district duly created under Title 15, Chapter 4, Article 3, Ari:2:ona Revised Statutes, as amended (the "District"), for value received, hereby promises to pay to the aforesaid registered owner, or registered assigns, the aforesaid principal amount on the aforesaid maturity date unless earlier redeemed, and to pay interest designated "A" interest on the prin- cipal amount from the aforesaid original issue date at the afore- said interest rate on January 1, 1997, and on each July 1 and January 1 thereafter (each an "interest payment date") to its maturity or its redemption prior to maturity. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal corporate trust office of Bank One, Arizona, NA, in Phoenix, Arizona, as the initial "Bond Registrar and Paying Agent." "A" interest on this Bond is payable by check, dated as of the interest payment date, mailed to the registered owner hereof, as shown. on the registration books maintained by the Bond Registrar and Paying Agent at the address appearing therein at the clOf~e of business on the 15th day of the calendar month next preceding that interest payment date (the "regular record date"). Payment of "'A" interest on this Bond and, if adequate provisions for surrender are made, principal of and premium, if any, on this Bond may be :made by wire transfer upon two days' prior written request to the Bond Registrar and Paying Agent specifying the wire address in the continental United States by any A-1 . . . registered owner owning an a~Jgregate principal amount of at least $1,000,000 of the bonds of the series of which this Bond is one. Any "A" interest on this Bond which is not timely paid or duly provided for shall cease to be payable to the registered owner hereof (or of one or more predecessor Bonds) as of the regular record date and shall be payable to the registered owner hereof (or of one or more predecessor Bonds) at the close of business on a special record date for the payment of that overdue "A" interest. The special record date shall be fixed by the Bond Registrar and Paying Agent whenever moneys become available for payment of the overdue "A" interest, and notice of the special record date shall be given to registered owners of the Bonds not less than 10 days prior thereto. The principal of and "A" interest and premium, if any, on this Bond are payable in lclwful money of the United States of America, on the respective da1:es when principal and interest become due. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF. THOSE PROVISIONS SHALL HAVE THE SAME EFFECT FOR ALL PURPOSES AS IF SET FORTH ON THE FACE HEREOF. It is hereby certified, recited and declared (i) that all conditions, acts and things required by the Constitution and laws of the State of Arizona to happen, to be done, to exist and to be performed precedent to and in. the issuance of this Bond and of the series of which it is one, have happened, have been done, do exist and have been performed in regular and due form and time as re- quired by lawj (ii) that the obligation evidenced by the series of Bonds of which this is one, together with all other existing in- debtedness of the District, does not exceed any applicable consti- tutional or statutory limitationj and (iii) that due provision has been made for the levy a.nd collection of a direct, annual, ad valorem tax upon taxable property within the District, over and above all other taxes authorized or limited by law, sufficient to pay the principal hereof and the interest hereon as each becomes due. IN WITNESS WHEREOF, COLORADO CITY UNIFIED SCHOOL DISTRICT NO. 14 OF MOHAVE COUNTY, AH.IZONA, has caused this Bond to be executed in the name of the District by the facsimile signature of the President of the Governing Board of the District and attested by the facsimile signature of the Clerk of the Governing Board of A-2 . . . the District and to be countersigned by the facsimile signature of the Chairman of the Board of Supervisors of Mohave County, Arizona. COLORADO CITY UNIFIED SCHOOL DISTRICT NO. 14 OF MORAVE COUNTY, ARIZONA By. . . . . . . . . . . .(.~~q~~l!1~~~).. . ... . .. .. . President, Governing Board ATTEST: (Facsimile) . . . . . . . . . . . . . . . . . . . . . . . . . 41 '. . 0 . Clerk, Governing Board COUNTERSIGNED: By. . . . . . . . . . . . '.~~ q ~ ~I!l:!- ~ ~) . . . . . . . . . . . . Chairman of the Board of Supervi- sors of Mohave County, Arizona (Form of Certificate of Authentication) CERTIFICATg OF AUTHENTICATION This Bond is one of the Bonds described in the within- mentioned Resolution and is one of the Colorado City Unified School District No. 14 of Mohave County, Arizona School Improvement Bonds (Projects of 1995), Series 1995. Date of Authentication: BANK ONE, ARIZONA, NA, as Bond Registrar and Paying Agent By. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Authorized Representative (Form of Reverse of Bond) This Bond is one of a series of bonds indicated above (the "Bonds") in the aggregate principal amount of $1,380,000 of like tenor except as to amount, maturity date, redemption feature, rate of interest and number I' issued by the District to provide funds pursua.nt to a resolution of the Board of Supervisors of Mohave County, Arizona, duly adopted prior to the issuance hereof, A-3 . . . all of the terms of which are hereby incorporated herein (the "Resolution"), and pursuant to the Constitution and laws of the State of Arizona relative tc the issuance and sale of improvement bonds of school districts, and all amendments thereto, and all other laws of the State of A.rizona thereunto enabling. For the purpose of paying the principal of, interest on, premium, if any, on redemption and costs of administration of the registration and payment of this Bond, there shall be levied on all the taxable property in the District a continuing, direct, annual, ad valorem tax sufficient to pay all such principal, interest, premium and administration costs of and on this Bond as the same become due, such taxes to be levied, assessed and collected at the same time and in the same manner as other taxes are levied, assessed and collected. (In addition to the "A" interest rate indicated above, the Bonds bear supplemental interest designated "B" interest during the interest accrual period 13et forth in the Resolution evidenced by fully registered Supplemental Interest Certificates which shall be owned, transferred and presented for payment separately from this Bond.) Optional Redemption. The Bonds maturing before and on July 1, 2005, are not subject to redemption prior to maturity. The Bonds maturing after July 1, 2005, are subject to redemption prior to maturity, in whole or i.n part, on July 1, 2005, or any interest payment date thereafter, by the payment of a redemption price equal to the principal amount of e~ach such Bond redeemed plus interest accrued to the date fixed for redemption plus a premium (calculated as a percentage of the pri.ncipal amount of such Bonds to be redeemed) to be computed as follows: Redemption Dates Premium July 1, 2005 and January 1, 2006 and thereafter 1.0% 0.0 Mandatory Sinking li'und Redemption. Bonds of this series maturing on July 1, 2001 are subj ect to mandatory sinking fund redemption on July 1, in the years and amounts set forth below, at a redemption price equal t:) the principal amount thereof plus interest accrued to the date of redemption, as follows: Year Principal Amount 1998 1999 2000 $ 5,000 5,000 50,000 A-4 . . . A remaining principal amount of $5S, 000 of Bonds will mature on July 1, 200l. Bonds of this seri€!s maturing on July 1, 2005 are subj ect to mandatory sinking fund rE!demption on July 1, in the years and amounts set forth below, oLt a redemption price equal to the principal amount thereof plus interest accrued to the date of redemption, as follows: Year Principal Amount 2002 2003 2004 $55,000 60,000 65,000 A remal.nl.ng principal amount of $70,000 of Bonds will mature on July 1, 2005. Bonds of this serie!s maturing on July 1, 2010 are subj ect to mandatory sinking fund rE!demption on July 1, in the years and amounts set forth below" a.t a redemption price equal to the principal amount thereof pI us inte~rest accrued to the date of redemption, as follows: Year Principal Amount 2006 2007 2008 2009 $75,000 80,000 85,000 90,000 A remaining principal amount of $9:;,000 of Bonds will mature on July 1, 2010. Bonds of this serie,s maturing on July 1, 2015 are subj ect to mandatory sinking fund redemption on July 1, in the years and amounts set forth below" at a redemption price equal to the principal amount thereof plus interest accrued to the date of redemption, as follows: Year Principal Amount 2011 2012 2013 2014 $105,000 110,000 115,000 125,000 A remaining principal amount: of $13.5,000 of Bonds will mature on July 1, 2015. Notice of redemption of any such Bond will be mailed not more than 60 nor less than 30 days prior to the date set for A-5 . . . redemption to the registered owner of such Bond or Bonds being redeemed at the address shown on the registration books for the Bonds maintained by the Bond Registrar and Paying Agent. Failure to give properly such notice of redemption shall not affect the redemption of any such Bond for which notice was properly given. The Bond Registrar and Paying Agent shall maintain the registration books of the District for the registration of owner- ship of each Bond as provided in the Resolution. The Bond Regis- trar and Paying Agent may be changed without notice or consent. This Bond may be transferred on the registration books upon delivery and surrender hereof to the Bond Registrar and Paying Agent, accompanied by a written instrument of transfer in form and with guarant:y of signature satisfactory to the Bond Registrar and Paying Agent, duly executed by the registered owner of this Bond or his attorney-in-fact or legal representative, containing written instructions as to the details of the transfer. No transfer of this Bond shall be effective until entered on the registration books. In all cases upon the transfer of this Bond, the Bond Registrar and Paying Agent shall transfer the ownership in the registration books and shall authenticate and deliver in the name of the transferee or transferees a new fully registered Bond or Bonds of authorized denomiml.tions (except that no Bond shall be issued which relates to more than a single principal maturity) for the aggregate principal amount which the registered owner is enti- tled to receive at the earliest practicable time in accordance with the provisions of the Resolution. The District and the Bond Regis- trar and Paying Agent shall charge the owner of such Bond, for every subsequent transfer of a Bond, an amount sufficient to reim- burse them for any transfer fee, tax or other governmental charge required to be paid with respect to such transfer, and may require that such transfer fee, tax or other governmental charge be paid before any such new Bond shall be delivered. The District and the Bond Registrar and Paying Agent shall not be required to ie:Jsue or transfer any Bonds during a period beginning with the opE!Iling of business on the 15th business day next preceding any interest payment date and ending with the close of business on the intf:rest pa.yment date. This Bond shall not be entitled to any security or bene- fit under the Resolution or be valid or become obligatory for any purpose until the certificatE: of authentication hereon shall have been signed by the Bond Registrar an.d Paying Agent. A-6 . . . (Form of Assiognment) ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and trans f e rs unto . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (Name and Address of Transferee) the within Bond and irrevocably constitutes and appoints .......... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. attorney to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: ...................... Signature Guaranteed: Signature . . . . . . .. . . . . . . . . . . " . . . . . . " ., . . '. .. ........... ...... ... ... ....... [Insert proper 1 egend] Signature Note: 'The signature(s) on this as- signment must correspond with the name(s) as it appears upon the face of the within Bond in every particular, without al- teration or any change whatev- er. The following abbreviations, when used in the inscription on the face of the within Bond, shall be construed as though they were written out in full according to applicable laws or regula- tions: TEN COM TEN ENT JT TEN as tenants in common as tenants by the entireties as joint tenants with right of survivorship and not as tenants in common UNIF GIFT/TRANS MIN ACT - ..... (Cust) Custodian (Minor) under Uniform Gifts/Transfers to Minors Act (State) Additional abbreviations may also be used though not included in the above list. ALL FEES Am) COSTS OF TRANSFER SHALL BE PAID BY THE TRANSFEROR A-7 . . . .E~XHIBIT B [FORM OF SUPPLEMEtITAL INTEREST CERTIFICATE] (Form of Face of Certificate) REGISTERED NO. . . . . . . . REGISTERED $.....,.... UNITED STATES OF AMERICA STATE OF ARI,ZONA COUNTY OF MOHAVE COLORADO CITY UNIFIED SCHOOL DISTRICT NO. 14 OF MOHAVE: COUNTY, ARIZONA SCHOOL IMPROVEMENT BONDS (PROJECTS OF 1995), SERIES 1995 SUPPLEMENTAL INTERES'r CERTIFICATE Payment Date: Original 1:3sue Dat.e: CUSIP: 1, _ October , 1995 REGISTERED OWNER: ......"... ,. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. "B" INTEREST AMOUNT: ......".. '. . . . . . . . . . . . . . . . . . . . . . . . . . . . . DOLLARS Colorado City Unified School District No. 14 of Mohave County, Arizona, a unified school district duly created under Ti.tle 15, Chapter 4, Article 3, Arizona Revi.sed Statutes, as amended (the "District"), for value received, hereby promises to pay to the aforesaid registered owner, or registered assigns, on the payment date specified above, the "B" interest amount specified above, which amount represents a portion of the interest designated "B" interest (computed on the basis of a 360-day year of twelve 30-day months) which shall become due and payable on such date on the outstanding principal amount of the District's School Improvement Bonds (Projects of 1995), Series 1995, dated September 1, 1995, issued in the principal amount of $1,380,000 (the "Bonds"), for the period beginning on October 3, 1995 through and.including June 30, 1999. The~ "B" interest on the Bonds represented by this Certif- icate shall be payable to the registered owner hereof upon presen- tation and surrender of this CE~rtificate at the principal corporate trust office of Bank One, Ariz;ona, NA, in Phoenix, Arizona, or its successor, as the initial "Bond Registrar and Paying Agent." If the date for making such paymemt shall be a legal holiday or a day on which the principal office of the Bond Registrar and Paying Agent is authorized or required by law to remain closed, such B-1 . . . payment may :be made on the next succeeding day which is not a. legal holiday or a day on which such principal office is authorized or required by law to remain closed. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS CERTIFICATE SET FORTH ON THE REVERSE HEREOF. THOSE PROVISIONS SHALL HAVE THE SAME EFFEC'l' FOR ALL PURPOSES AS IF SET FORTH ON THE FACE HEREOF. It is hereby certified, recited and declared (i) that all conditions, acts and things required by the Constitution and laws of the State of Arizona to happen, to be done, to exist and to be performed precedent to and in the issuance of this Certificate and of the series of which it is one, have happened, have been done, do exi~t and have been performed in regular and due form and time as required by law; (ii) that: the obligation evidenced by the series of Certificates of which this is one, together with all other existing indebtedness of the District, does not exceed any applica- ble constitutional or statutory limitation; and (iii) that due pro- vision has been made for the levy and collection of a direct, annual, ad valorem tax upon taxable property within the District, over and above all other t..axes authorized or limited by law, sufficient to pay this Certificate as it becomes due. IN WITNESS WHEREOF, COLORADO CITY UNIFIED SCHOOL DISTRICT NO. 14 OF MORAVE COUNTY, ARIZONA, has caused this Certificate to be executed in the name of the District by the facsimile signature of the President of the Governing Board of the District and attested by the facsimile signaturE~ of' the Clerk of the Governing Board of the District and to be countersigned by the facsimile signature of the Chairman of the Board of Supervisors of Mohave County, Arizona. COLORADO CITY UNIFIED SCHOOL DISTRICT NO. 14 OF MOHAVE COUNTY, ARIZONA By. . . . . . . . . . . . (.F:o:C:~ ~l!l~~ ~! . . . . . . . . . . . . President, Governing Board ATTEST: . . . .. . . . . H'<;t~=~~l!l~~~ L . . . . .. . . . Clerk, Governing Board COUNTERSIGNED: By . . . . . . . . . . . -'.r: 0: c: ~ ~l!l~ ~ ~! . . . . . . " . . . . . ChailEan of the Board of Supervi- sors of Mohave County, Arizona B-2 . . . (Form of Certificate of Authentication) CERTIFICATE OF AUTHENTICATION This Supplemental Interest Certificate is one of the Certificates evidencing the "B" interest described in the within- mentioned Resolution. Date of Authentication: l> '. . 0 . . . . . . . . . . . . . . ,. . . . . BANK ONE, ARIZONA, NA, as Bond Registrar and Paying Agent By. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Authorized Representative (Form of Reverse of Certificate) The Bonds and the "'B" interest thereon evidenced by the Supplemental Interest Certificates oj: which this is one (the "Cer- tificates") have been authori~~ed by a resolution (the "Resolution") passed and adopted by the Board of Supervisors of Mohave County, Arizona, prior to the issuance of the! Bonds. The Certificates are issued as fully registered CE!rtificates, and are payable and bear "B" interest with respect to the Bonds, all as specifically set forth in the Resolution. ThE:! Certificates are not s1.1bj ect to redemption prior to their payment date. For the purpose of paying the principal of, interest on (including this interest) , premium, if any, on redemption and costs of administration of the registration and payment of the Bonds, there shall be levied on all the taxable property in the District a continuing, direct, annual, ad valorem tax sufficient to pay all such principal, interest, premium and administration costs of and on the Bonds as the same become due, such taxes to be levied, assessed and collected at the same time and in the same manner as other taxes are levied, assessed and collected. The Bond Registrar and Paying Agent shall maintain the registration books of the District for the registration of owner- ship of each Certificate as provided in the Resolution. The Bond Registrar and Paying Agent may be changed without notice or consent. B-3 . . . This Certificate may be transferred upon the registration books upon delivery and surrender hereof to the Bond Registrar and Paying Agent, accompanied by a written instrument of transfer in form and with guaranty of signature satisfactory to the Bond Regis- trar and Paying Agent, duly executed by the registered owner of this Certificate to be transferred or his attorney-in-fact or legal representative, containing written instructions as to the details of the transfer. No transfer of any Certificate shall be effective until entered on the registration books. In the event of the transfer of a Certificate, the Bond Registrar and Paying Agent shall enter the transfer of ownership in the ~egistration books and shall authenticate and deliver in the name of the transferee or transferees one or more new fully regis- tered Certificates of authorized denominations of the same series for the aggregate amount of "B" interest which the registered owner is entitled to receive at the earliest practicable time in accor- dance with the provisions ,of the Resolution. The District and the Bond Registrar and Paying Asrent shall charge the owner of such Certificate, for every subsequent transfer of a Certificate, an amount sufficient to reimburse them for any transfer fee, tax or other governmental charge required to be paid with respect to such transfer I and may require that such. transfer fee, tax or other governmental charge be paid before any such new Certificate shall be delivered.. This Certificate shall not be entitled to any security or benefit under the Resolution or be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been signed by the Bond Registrar and Paying Agent. B-4 . . . (Form of Assignment) ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unt.o . . . . . . . . . . . ." .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . (Name and .Address of Transferee) the within Certificate and irrevocably constitutes and appoints . . . . . . . . . . . . . . . . . . . . . . . . . . .. .. . . . . . . . . . . . . . . . . . . attorney to transfer the within Certificate on the books kept for registration thereof, with full power of substitution in the premises. Dated: ....................... ... ..... .... ... ... ...... .... .... Signature Signature Guaranteed: Signature [Insert proper 1 egend] Note: The signature(s) on this as- signment must correspond with the name(s) as it appears upon the face of the within Certifi- cate in every particular, with- out alteration or any change whatever. The following abbreviations, when used in the inscription on the face of the within Cert:ificate, shall be construed as though they were written out in Llll according to applicable laws or regulations: TEN COM TEN ENT JT TEN as tenants in common as tenants by the entireties as joint tenants with right of survivorship and not as tenants in common UNIF GIFT/TRANS MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts/Transfers to Minors Act (State) Additional abbreviations may also be used though not included in the above list. ALL FEES AND COSTS OF TRANSFER SHALL BE PAID BY THE TRANSFEROR B-5