RESOLUTION NO

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2 RESOLUTION NO A RESOLUTION OF THE BOARD OF TRUSTEES OF THE DESERT COMMUNITY COLLEGE DISTRICT AUTHORIZING THE SALE AND ISSUANCE OF NOT TO EXCEED $145,000,000 AGGREGATE PRINCIPAL AMOUNT OF DESERT COMMUNITY COLLEGE DISTRICT GENERAL OBLIGATION REFUNDING BONDS, IN ONE OR MORE SERIES, APPROVING THE FORMS OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF ONE OR MORE ESCROW AGREEMENTS, BOND PURCHASE AGREEMENTS AND CONTINUING DISCLOSURE CERTIFICATES, APPROVING THE FORM, AND AUTHORIZING A METHOD FOR REVIEW AND APPROVAL BY MEMBERS OF SAID BOARD, OF ONE OR MORE OFFICIAL STATEMENTS, AND AUTHORIZING THE EXECUTION OF NECESSARY DOCUMENTS AND CERTIFICATES AND RELATED ACTIONS IN CONNECTION THEREWITH WHEREAS, the Desert Community College District (the District ), located primarily in the County of Riverside ( Riverside County ) and partially in the County of Imperial ( Imperial County and each, a County ), has heretofore issued the Desert Community College District (Riverside and Imperial Counties, California) General Obligation Bonds, Election of 2004, Series 2007C (the Prior Bonds ) in the original principal amount of $223,648,443.95; and WHEREAS, pursuant to Articles 9 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code (the Government Code ) and other applicable law (collectively, the Act ), the District is authorized to issue refunding bonds to refund all or a portion of the Prior Bonds; and WHEREAS, it is desirable that all or a portion of the Prior Bonds be refunded (such refunded Prior Bonds being referred to herein as the Refunded Bonds ); and WHEREAS, in order to refund all or a portion of the Prior Bonds, it is desirable that the District issue one or more series of refunding bonds to be designated the Desert Community College District (Riverside and Imperial Counties, California) General Obligation Refunding Bonds, with such additional or other series designations as may be approved as herein provided (collectively, the Refunding Bonds and each series of Refunding Bonds, individually, a Series of Refunding Bonds ), according to the terms and in the manner herein provided; and WHEREAS, pursuant to Section 53558(b) of the Government Code, the District, in order to effect a crossover refunding, is authorized to deposit the proceeds of sale of any Series of Refunding Bonds in escrow in an amount sufficient to pay (i) the principal of and interest and redemption premiums, if any, on such Series of Refunding Bonds prior to the maturity of the applicable Refunded Bonds or prior to a designated date or dates before the maturity of such Refunded Bonds on which date such Refunded Bonds are to be redeemed (each a Crossover Date ), (ii) the principal of and any redemption premium due on such Refunded Bonds at maturity or at the Crossover Date or Crossover Dates, as the case may be, and (iii) the designated costs of issuing such Series of Refunding Bonds; and OHSUSA:

3 WHEREAS, the District desires to authorize such use of the proceeds of sale of any Series of Refunding Bonds; and WHEREAS, the District desires to secure the timely payment of all or a portion of the principal of and interest on each Series of Refunding Bonds by obtaining a bond insurance policy with respect thereto, if such a policy is available and determined to be economically advantageous; and WHEREAS, the moneys (i) to pay and redeem the Refunded Bonds, or (ii) in the case of a crossover refunding, to pay (a) the principal of and interest and redemption premiums, if any, on the applicable Series of Refunding Bonds to the applicable Crossover Date or Crossover Dates, as the case may be, and (b) the principal of and any redemption premium on the applicable Refunded Bonds at maturity or at the Crossover Date or Crossover Dates, as the case may be, will be applied to such purpose pursuant to one or more Escrow Agreements by and between the District and the paying agent for the Prior Bonds, as paying agent and as escrow bank (each such Escrow Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as an Escrow Agreement ); and WHEREAS, the Board of Trustees of the District (the Board of Trustees ) desires to authorize the sale of each Series of Refunding Bonds by a negotiated sale pursuant to one or more Bond Purchase Agreements (each such Bond Purchase Agreement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as a Bond Purchase Agreement ) to be entered into with RBC Capital Markets, LLC, as underwriter (the Underwriter ); and WHEREAS, Rule 15c2-12 promulgated under the Securities Exchange Act of 1934 ( Rule 15c2-12 ) requires that, in order to be able to purchase or sell the Refunding Bonds, the underwriter thereof must have reasonably determined that the District has undertaken in a written agreement or contract for the benefit of the holders of the Refunding Bonds to provide disclosure of certain financial and operating information and certain enumerated events on an ongoing basis; and WHEREAS, in order to cause such requirement to be satisfied, the District desires to execute and deliver one or more Continuing Disclosure Certificates (each such Continuing Disclosure Certificate, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as a Continuing Disclosure Certificate ); and WHEREAS, a form of the Preliminary Official Statement to be distributed in connection with a public offering of the initial Series of Refunding Bonds has been prepared (such Preliminary Official Statement, in the form presented to this meeting, with such changes, insertions and omissions as are made pursuant to this Resolution, being referred to herein as the Preliminary Official Statement ); and WHEREAS, the Riverside County Superintendent of Schools has jurisdiction over the District; and OHSUSA:

4 WHEREAS, this Board of Trustees desires that each County levy and collect a tax on all taxable property within the District sufficient to provide for payment of each Series of Refunding Bonds (if applicable, after the Crossover Date), and intends by the adoption of this Resolution to notify the Board of Supervisors (the Board of Supervisors ) of each County, the Auditor- Controller of the Riverside County (together with any authorized deputy thereof, the Riverside County Auditor-Controller ), the Auditor-Controller of the Imperial County (together with any authorized deputy thereof, the Imperial County Auditor-Controller ), the Treasurer-Tax Collector of the Riverside County (together with any authorized deputy thereof, the Riverside County Treasurer ), the Treasurer-Tax Collector of the Imperial County (together with any authorized deputy thereof, the Imperial County Treasurer ) and other officials of each County that they should take such actions as shall be necessary to provide for the levy and collection of such a tax and payment of each Series of Refunding Bonds and such portion of the Prior Bonds as shall remain outstanding following the issuance of the related Series of Refunding Bonds (and, if applicable, consistent with the provisions of Section of the Government Code); and WHEREAS, there have been prepared and submitted to this meeting forms of: (a) the Escrow Agreement; (b) the Bond Purchase Agreement; (c) the Continuing Disclosure Certificate; and (d) the Preliminary Official Statement; and WHEREAS, the District desires to proceed to issue and sell one or more Series of Refunding Bonds and to authorize the execution of such documents and the performance of such acts as may be necessary or desirable to effect the offering, sale and issuance of each such Series of Refunding Bonds; and WHEREAS, all acts, conditions and things required by the Constitution and laws of the State of California (the State ) to exist, to have happened and to have been performed precedent to and in connection with the consummation of the actions authorized hereby do exist, have happened and have been performed in regular and due time, form and manner as required by law, and the District is now duly authorized and empowered, pursuant to each and every requirement of law, to consummate such actions for the purpose, in the manner and upon the terms herein provided; NOW, THEREFORE, BE IT RESOLVED by this Board of Trustees of the Desert Community College District, counties of Riverside and Imperial, California, as follows: Section 1. Recitals. All of the above recitals are true and correct and the Board of Trustees so finds and determines. Section 2. Determination. This Board of Trustees hereby determines that prudent management of the fiscal affairs of the District requires that, subject to the provisions of Section OHSUSA:

5 4 hereof, the District issue one or more Series of Refunding Bonds under the provisions of the Act to refund all or a portion of the Prior Bonds. Section 3. Authorization and Designation of Refunding Bonds. Subject to the provisions of Section 4 hereof, the issuance from time to time (but not later than one year from the date of adoption hereof) of one or more Series of Refunding Bonds, in the aggregate principal amount of not to exceed $145,000,000, on the terms and conditions set forth, and subject to the limitations specified, herein, is hereby authorized and approved. Each Series of Refunding Bonds shall be dated, shall accrue interest at the rates, shall mature on the dates, and shall be as otherwise provided in the related Bond Purchase Agreement, as the same shall be completed as provided in this Resolution. The use of the proceeds of sale of any Series of Refunding Bonds in accordance with Section 53558(b) of the Government Code in order to effect a crossover refunding is hereby authorized. Section 4. Sale of Bonds. Because of the need for flexibility in timing the sale of the Refunding Bonds in order to achieve maximum interest cost savings, the Board of Trustees hereby determines to sell each Series of Refunding Bonds by a negotiated sale. The Bond Purchase Agreement, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, be and the same is hereby approved. The Chairperson of this Board of Trustees, and such other member of this Board of Trustees as the Chairperson may designate, the President of the District, the Vice President, Administrative Services of the District and the Director, Fiscal Services of the District, and such other officer or employee of the District as the President may designate (the Authorized Officers ) are, and each of them is, hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the District, to execute and deliver one or more Bond Purchase Agreements in the form presented to this meeting, with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of the applicable Bond Purchase Agreement by such Authorized Officer; provided, however, that (i) no Series of Refunding Bonds shall be authorized in a principal amount which, when combined with the principal amount of all Series of Refunding Bonds previously authorized and issued pursuant hereto, is in excess of $145,000,000, (ii) no Series of Refunding Bonds shall have a final maturity date later than the latest maturity date of the corresponding Refunded Bonds, (iii) the total net interest cost to maturity of each applicable Series of Refunding Bonds, plus the principal amount of such Series of Refunding Bonds, shall not be in excess of the total net interest cost to maturity of the applicable Refunded Bonds, plus the principal amount of such Refunded Bonds, and (iv) the underwriter s discount (not including any original issue discount) shall not exceed 0.40% of the aggregate principal amount of the corresponding Series of Refunding Bonds. Section 5. Designated Costs of Issuing Refunding Bonds. The refunding of all or a portion of the Prior Bonds is hereby approved. Each such refunding shall be accomplished by either (a) paying the principal of and interest on the applicable Refunded Bonds due and payable through and including the earliest practicable date for which notice of redemption can be given (the Redemption Date ), if any, and redeeming such Refunded Bonds on the Redemption Date and paying the redemption price therefor, plus accrued interest thereon to the Redemption Date, or (b) paying the principal of and interest on the applicable Series of Refunding Bonds due and payable through and including the corresponding Crossover Date, and redeeming the applicable OHSUSA:

6 Refunded Bonds on the Crossover Date and paying the redemption price therefor, as shall be determined by an Authorized Officer to be in the best interest of the District and designated in the applicable Escrow Agreement, such determination to be conclusively evidenced by the execution of such Escrow Agreement by such Authorized Officer. In accordance with Section of the Act, with respect to each Series of Refunding Bonds, this Board of Trustees hereby designates the following costs and expenses as the designated costs of issuing the refunding bonds : (i) all expenses incident to the calling, retiring, or paying of the applicable Refunded Bonds and incident to the issuance of such Series of Refunding Bonds, including the charges of any escrow agent or trustee in connection with the issuance of such Series of Refunding Bonds or in connection with the redemption or retirement of such Refunded Bonds; (ii) either (1) the interest upon such Series of Refunding Bonds from the date of sale of such Series of Refunding Bonds to the date upon which the applicable Refunded Bonds will be paid pursuant to call, or (2) the interest upon the applicable Refunded Bonds from the date of sale of such Series of Refunding Bonds to the date upon which the applicable Refunded Bonds will be paid pursuant to call, as shall be determined by an Authorized Officer to be in the best interest of the District and designated in the applicable Escrow Agreement, such determination to be conclusively evidenced by the execution of such Escrow Agreement by such Authorized Officer; and (iii) any premium necessary in the calling or retiring of such Refunded Bonds. Section 6. Escrow Agreement. The form of Escrow Agreement, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, is hereby approved. The Authorized Officers are, and each of them is, hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the District, to execute and deliver one or more Escrow Agreements in the form presented to this meeting, with such changes, insertions and omissions as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of the applicable Escrow Agreement by such Authorized Officer. Section 7. Form of Bonds; Execution. (a) Form of Refunding Bonds. Each Series of Refunding Bonds shall be issued in fully registered form without coupons. The Refunding Bonds, and the certificate of authentication and registration and the forms of assignment to appear on each of them, shall be in substantially the form attached hereto as Exhibit A, with necessary or appropriate variations, omissions and insertions as permitted or required by this Resolution. (b) Execution of Refunding Bonds. The Refunding Bonds shall be signed by the manual or facsimile signature of the Chairperson of the Board of Trustees, and countersigned by the manual or facsimile signature of the Clerk of the Board of Trustees (or the designee of either such respective officers if the Chairperson or the Clerk of the Board of Trustees are unavailable). The Refunding Bonds shall be authenticated by a manual signature of a duly authorized signatory of the Paying Agent (as defined herein). OHSUSA:

7 (c) Valid Authentication. Only such of the Refunding Bonds as shall bear thereon a certificate of authentication and registration as described in subsection (a) of this Section, executed by the Paying Agent, shall be valid or obligatory for any purpose or entitled to the benefits of this Resolution, and such certificate of authentication and registration shall be conclusive evidence that the Refunding Bonds so authenticated have been duly authenticated and delivered hereunder and are entitled to the benefits of this Resolution. (d) Identifying Number. The Paying Agent shall assign each Refunding Bond authenticated and registered by it a distinctive letter, or number, or letter and number, and shall maintain a record thereof at its principal office, which record shall be available to the District and each County for inspection. Section 8. Terms of Bonds. (a) Date of Refunding Bonds. Each Series of Refunding Bonds shall be dated the date of their delivery, or such other date as shall be set forth in the applicable Bond Purchase Agreement. (b) Denominations. Each Series of Refunding Bonds shall be issued in denominations of $5,000 principal amount or any integral multiple thereof, or such other denominations as shall be designated in the applicable Bond Purchase Agreement. (c) Maturity. Each Series of Refunding Bonds shall mature on the date or dates, in each of the years, in the principal amounts and in the aggregate principal amount as shall be set forth in the applicable Bond Purchase Agreement. No Refunding Bond shall mature later than the latest maturity date of the corresponding Refunded Bonds. No Refunding Bond shall have principal maturing on more than one principal maturity date. (d) Interest. Each Series of Refunding Bonds shall bear interest at an interest rate or rates not to exceed 12.00% per annum, payable on such semiannual dates of each year as shall be set forth in the applicable Bond Purchase Agreement, commencing on the date set forth in the applicable Bond Purchase Agreement (each, an Interest Payment Date ), computed on the basis of a 360-day year of twelve 30-day months. Each Refunding Bond shall bear interest from the Interest Payment Date next preceding the date of authentication thereof, unless it is authenticated after the close of business on the 15th day of the calendar month immediately preceding such Interest Payment Date, whether or not such day is a business day, or such other date or dates as may be set forth in the Bond Purchase Agreement (each, a Record Date ), and on or prior to such Interest Payment Date, in which event it shall bear interest from such Interest Payment Date, or unless it is authenticated on or before the Record Date preceding the first Interest Payment Date, in which event it shall bear interest from its dated date; provided, however, that if, at the time of authentication of any Refunding Bond, interest is in default on any outstanding Refunding Bonds of such Series, such Refunding Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment on the outstanding Refunding Bonds of such Series. (e) Tax Exempt or Taxable. Each Series of Refunding Bonds may be issued such that the interest on such Series of Refunding Bonds is Tax-Exempt or such that the interest on such Series of Refunding Bonds is not Tax-Exempt. The term Tax-Exempt means, with respect to interest on any obligations of a state or local government, that such interest is excluded from the OHSUSA:

8 gross income of the holders thereof for federal income tax purposes, whether or not such interest is includable as an item of tax preference or otherwise includable directly or indirectly for purposes of calculating other tax liabilities, including any alternative minimum tax or environmental tax under the Internal Revenue Code of 1986 (the Code ). The term Taxable Bonds means those Refunding Bonds the interest on which is not Tax-Exempt. The Board of Trustees hereby finds and determines that, pursuant to Section 5903 of the Government Code, the interest payable on each Series of Refunding Bonds issued as Taxable Bonds will be subject to federal income taxation under the Code in existence on the date of issuance of such Series of Refunding Bonds. Section 9. Payment of Bonds. (a) Request for Tax Levy. The money for the payment of principal, redemption premium, if any, and interest on each Series of Refunding Bonds, and fees and expenses of the Paying Agent as permitted by Section of the Education Code, shall be raised by taxation upon all taxable property in the District and provision shall be made for the levy and collection of such taxes in the manner provided by law and for such payment out of the interest and sinking fund of the District (provided, however, that, if applicable, any Series of Refunding Bonds issued to effect a crossover refunding shall be a special obligation of the District within the meaning of, and with the effects provided for in, Section 53560(b)(ii) of the Government Code until the Crossover Date). The Board of Supervisors and officers of each County are obligated by statute to provide for the levy and collection of property taxes in each year sufficient to pay (if applicable, after the Crossover Date) all principal and interest coming due on each Series of Refunding Bonds in such year, and to pay (if applicable, after the Crossover Date) from such taxes all amounts due on such Refunding Bonds. The Board of Supervisors of each County, the Riverside County Auditor-Controller, the Imperial County Auditor-Controller, the Riverside County Treasurer, the Imperial County Treasurer and other officials of each County are hereby requested to take and authorize such actions as may be necessary pursuant to law to provide for the levy and collection of a property tax on all taxable property of the District sufficient to provide for payment of all principal of and interest on each Series of Refunding Bonds, and all fees and expenses of the Paying Agent as permitted by Section of the Education Code, as the same shall become due and payable, and to apply moneys in the District s interest and sinking fund as necessary to the payment of such Series of Refunding Bonds, as provided herein, and to provide for the payment of any portion of any Prior Bonds which are to remain outstanding pursuant to the authorizing resolution or paying agent agreement, as applicable, under which such bonds were issued (provided, however, that, if applicable, such actions, levy, collection and payment shall be consistent with the provisions of Section 53560(b)(ii) of the Government Code). The Authorized Officers are, and each of them is, hereby authorized, and any one of the Authorized Officers is hereby directed, (i) to transmit a certified copy of this Resolution and the debt service schedule for each Series of Refunding Bonds, and, if applicable, applicable Crossover Dates, to the Board of Supervisors of each County, the Riverside County Auditor-Controller, the Imperial County Auditor-Controller, the Riverside County Treasurer and the Imperial County Treasurer in sufficient time to permit each County to establish tax rates and necessary funds or accounts for each Series of Refunding Bonds, and (ii) to formally request that the Board of Supervisors of each County adopt a resolution to levy the appropriate taxes as herein provided. (b) Principal. The principal of each Series of Refunding Bonds shall be payable in lawful money of the United States of America to the person whose name appears on the books OHSUSA:

9 for the registration and transfer of the Refunding Bonds maintained by the Paying Agent in accordance with Section 11(d) hereof (the Registration Books ) as the registered Owner thereof (the Owner ), upon the surrender thereof at the principal corporate trust office of the Paying Agent. (c) Interest; Record Date. The interest on each Series of Refunding Bonds shall be payable on each Interest Payment Date in lawful money of the United States of America to the Owner thereof as of the Record Date preceding such Interest Payment Date, such interest to be paid by check or draft mailed on such Interest Payment Date (if a business day, or on the next business day if the Interest Payment Date does not fall on a business day) to such Owner at such Owner s address as it appears on the Registration Books or at such address as the Owner may have filed with the Paying Agent for that purpose except that the payment shall be made by wire transfer of immediately available funds to any Owner of at least $1,000,000 of outstanding Refunding Bonds of a Series who shall have requested in writing such method of payment of interest prior to the close of business on the Record Date immediately preceding any Interest Payment Date. (d) Interest and Sinking Fund. Principal and interest due on each Series of Refunding Bonds shall be paid from the interest and sinking fund of the District as provided in Section of the California Education Code. (e) Obligation of the District. No part of any fund or account of either County is pledged or obligated to the payment of the Refunding Bonds. The obligation for repayment of the Refunding Bonds is the sole obligation of the District. (f) Pledge of Taxes. The District hereby pledges all revenues from the property taxes collected from the levy by the Board of Supervisors of each County for the payment of Bonds (as defined below) of the District and amounts on deposit in the interest and sinking fund of the District to the payment of the principal or redemption price of and interest on the Bonds. This pledge shall be valid and binding from the date hereof for the benefit of the owners of the Bonds and successors thereto. The property taxes and amounts held in the interest and sinking fund shall be immediately subject to this pledge, and the pledge shall constitute a lien and security interest which shall immediately attach to the property taxes and amounts held in the interest and sinking fund to secure the payment of the Bonds and shall be effective, binding, and enforceable against the District, its successors, creditors and all others irrespective of whether those parties have notice of the pledge and without the need of any physical delivery, recordation, filing, or further act. The pledge is an agreement between the District and the owners of Bonds to provide security for the Bonds in addition to any statutory lien that may exist, and the Bonds secured by the pledge are or were issued to finance (or refinance) one or more of the projects specified in the applicable voter-approved measure. Bonds for purpose of this pledge means all outstanding bonds, including refunding bonds, of the District heretofore or hereafter issued pursuant to voter approved measures of the District, including bonds approved by the voters of the District on March 2, 2004, as all such Bonds are required by State law to be paid from the interest and sinking fund of the District; provided, however, that such term shall, if applicable, exclude any Series of Refunding Bonds issued to effect a crossover refunding and initially constituting a special obligation of the District within the meaning of, and with the effects provided for in, OHSUSA:

10 Section 53560(b)(ii) of the Government Code, until the Crossover Date for such Series of Refunding Bonds. (g) Insurance. The payment of principal of and interest on all or a portion of any Series of Refunding Bonds may be secured by a municipal bond insurance policy as shall be described in the applicable Bond Purchase Agreement. The applicable Bond Purchase Agreement may provide that no municipal bond insurance policy shall be obtained. The Authorized Officers are each hereby authorized and directed to apply for, or cause to be applied for, municipal bond insurance for each Series of Refunding Bonds and to obtain such insurance if doing so puts such Series of Refunding Bonds (or portion thereof) and the marketing thereof on a economically advantageous basis, and is deemed to be in the best interests of the District. The Authorized Officers are each hereby authorized and directed, for and in the name and on behalf of the District, to execute and deliver a contract or contracts for such insurance if such contract is deemed by the Authorized Officer executing the same to be in the best interests of the District, such determination to be conclusively evidenced by such Authorized Officer s execution and delivery of such contract. If the Authorized Officers so deem and obtain municipal bond insurance, and such insurance is issued by a mutual insurance company, the Authorized Officers are each hereby authorized and directed to enter into any required mutual insurance agreement substantially in such insurer s standard form with such changes, insertions and omissions therein as the Authorized Officer executing the same may require or approve, such requirement or approval to be conclusively evidenced by the execution of such agreement by such Authorized Officer. Section 10. Redemption Provisions. (a) Optional Redemption. Each Series of Refunding Bonds may be subject to redemption, at the option of the District, on the dates and terms as shall be designated in the applicable Bond Purchase Agreement. The applicable Bond Purchase Agreement may provide that the related Series of Refunding Bonds shall not be subject to optional redemption. (b) Selection. If less than all of a Series of Refunding Bonds, if any, are subject to such redemption and are called for redemption, such Refunding Bonds shall be redeemed as directed by the District, or if not so directed, in inverse order of maturities (or as otherwise set forth in the Bond Purchase Agreement), and if less than all of the Refunding Bonds of any given maturity of a Series are called for redemption, the portions of such Refunding Bonds of a given maturity to be redeemed shall be determined by lot (or as otherwise set forth in the Bond Purchase Agreement). (c) Mandatory Sinking Fund Redemption. The Refunding Bonds, if any, which are designated in a Bond Purchase Agreement as term bonds shall also be subject to redemption prior to their stated maturity dates, without a redemption premium, in part by lot (or as otherwise set forth in the applicable Bond Purchase Agreement), from mandatory sinking fund payments in the amounts and in accordance with the terms to be specified in such Bond Purchase Agreement. Unless otherwise provided in the applicable Bond Purchase Agreement, the principal amount of each mandatory sinking fund payment of any maturity shall be reduced proportionately or as otherwise directed by the District by the amount of any Refunding Bonds of that maturity redeemed in accordance with subsection (a) of this Section prior to the mandatory sinking fund payment date. The applicable Bond Purchase Agreement may provide that the Refunding Bonds OHSUSA:

11 of a Series shall not be subject to mandatory sinking fund redemption. The Riverside County Auditor-Controller is hereby authorized to create such sinking funds or accounts for the term Refunding Bonds as shall be necessary to accomplish the purposes of this Section. (d) Notice of Redemption. Notice of any redemption of the Refunding Bonds of a Series shall be mailed by the Paying Agent, postage prepaid, not less than 30 nor more than 60 days prior to the redemption date (i) by first class mail to Riverside County and the respective Owners thereof at the addresses appearing on the Registration Books, and (ii) as may be further required in accordance with the applicable Continuing Disclosure Certificate. Each notice of redemption shall state (i) the date of such notice; (ii) the name of the Series of Refunding Bonds and the date of issue of such Series of Refunding Bonds; (iii) the redemption date; (iv) the redemption price; (v) the dates of maturity or maturities of Refunding Bonds to be redeemed; (vi) if less than all of the Refunding Bonds of any maturity of a Series are to be redeemed, the distinctive numbers of the Refunding Bonds of each maturity of such Series to be redeemed; (vii) in the case of Refunding Bonds of a Series redeemed in part only, the respective portions of the principal amount of the Refunding Bonds of each maturity of such Series to be redeemed; (viii) the CUSIP number, if any, of each maturity of Refunding Bonds to be redeemed; (ix) a statement that such Refunding Bonds must be surrendered by the Owners at the principal corporate trust office of the Paying Agent, or at such other place or places designated by the Paying Agent; (x) notice that further interest on such Refunding Bonds will not accrue after the designated redemption date; and (xi) in the case of a conditional notice, that such notice is conditioned upon certain circumstances and the manner of rescinding such conditional notice. (e) Effect of Notice. A certificate of the Paying Agent that notice of redemption has been given to Owners as herein provided shall be conclusive as against all parties. Neither the failure to receive the notice of redemption as provided in this Section, nor any defect in such notice shall affect the sufficiency of the proceedings for the redemption of the Refunding Bonds called for redemption or the cessation of interest on the date fixed for redemption. When notice of redemption has been given substantially as provided for herein, and when the redemption price of the Refunding Bonds called for redemption is set aside for the purpose as described in subsection (g) of this Section, the Refunding Bonds designated for redemption shall become due and payable on the specified redemption date and interest shall cease to accrue thereon as of the redemption date, and upon presentation and surrender of such Refunding Bonds at the place specified in the notice of redemption, such Refunding Bonds shall be redeemed and paid at the redemption price thereof out of the money provided therefor. The Owners of such Refunding Bonds so called for redemption after such redemption date shall be entitled to payment thereof only from the interest and sinking fund or the trust fund established for such purpose. All Refunding Bonds redeemed shall be cancelled forthwith by the Paying Agent and shall not be reissued. (f) Right to Rescind Notice. The District may rescind any optional redemption and notice thereof for any reason on any date prior to the date fixed for redemption by causing written notice of the rescission to be given to the owners of the Refunding Bonds so called for redemption. Any optional redemption and notice thereof shall be rescinded if for any reason on OHSUSA:

12 the date fixed for redemption moneys are not available in the interest and sinking fund or otherwise held in trust for such purpose in an amount sufficient to pay in full on said date the principal of, interest, and any premium due on the Refunding Bonds called for redemption. Notice of rescission of redemption shall be given in the same manner in which notice of redemption was originally given. The actual receipt by the owner of any Refunding Bond of notice of such rescission shall not be a condition precedent to rescission, and failure to receive such notice or any defect in such notice shall not affect the validity of the rescission. (g) Funds for Redemption. Prior to or on the redemption date of any Refunding Bonds there shall be available in the interest and sinking fund of the District, or held in trust for such purpose as provided by law, monies for the purpose and sufficient to redeem, at the redemption prices as in this Resolution provided, the Refunding Bonds designated in the notice of redemption. Such monies shall be applied on or after the redemption date solely for payment of principal of, interest and premium, if any, on the Refunding Bonds to be redeemed upon presentation and surrender of such Refunding Bonds, provided that all monies in the interest and sinking fund of the District shall be used for the purposes established and permitted by law. Any interest due on or prior to the redemption date shall be paid from the interest and sinking fund of the District, unless otherwise provided to be paid from such monies held in trust. If, after all of the Refunding Bonds have been redeemed and cancelled or paid and cancelled, there are monies remaining in the interest and sinking fund of the District or otherwise held in trust for the payment of redemption price of the Refunding Bonds, the monies shall be held in or returned or transferred to the interest and sinking fund of the District for payment of any outstanding bonds of the District payable from such fund; provided, however, that if the monies are part of the proceeds of bonds of the District, the monies shall be transferred to the fund created for the payment of principal of and interest on such bonds. If no such bonds of the District are at such time outstanding, the monies shall be transferred to the general fund of the District as provided and permitted by law. (h) Defeasance of Refunding Bonds. If at any time the District shall pay or cause to be paid or there shall otherwise be paid to the Owners of any or all of the outstanding Refunding Bonds of a Series all or any part of the principal, interest and premium, if any, on such Refunding Bonds at the times and in the manner provided herein and in such Refunding Bonds, or as provided in the following paragraph, or as otherwise provided by law consistent herewith, then such Owners of such Refunding Bonds shall cease to be entitled to the obligation of the District and each County as provided in Section 9 hereof, and such obligation and all agreements and covenants of the District and of each County to such Owners hereunder and under such Refunding Bonds shall thereupon be satisfied and discharged and shall terminate, except only that the District shall remain liable for payment of all principal, interest and premium, if any, represented by such Refunding Bonds, but only out of monies on deposit in the interest and sinking fund or otherwise held in trust for such payment; and provided further, however, that the provisions of subsection (i) of this Section shall apply in all events. For purposes of this Section, the District may pay and discharge any or all of the Refunding Bonds of a Series by depositing in trust with the Paying Agent or an escrow agent, selected by the District, at or before maturity, money and/or non-callable direct obligations of the United States of America (including zero interest bearing State and Local Government Series) or other non-callable obligations the payment of the principal of and interest on which is guaranteed OHSUSA:

13 by a pledge of the full faith and credit of the United States of America, in an amount which will, together with the interest to accrue thereon and available monies then on deposit in the interest and sinking fund of the District, be fully sufficient to pay and discharge the indebtedness on such Refunding Bonds (including all principal, interest and redemption premiums) at or before their respective maturity dates. (i) Unclaimed Monies. Any money held in any fund created pursuant to this Resolution, or by the Paying Agent or an escrow agent in trust, for the payment of the principal of, redemption premium, if any, or interest on a Series of Refunding Bonds and remaining unclaimed for two years after the principal of all of such Series of Refunding Bonds has become due and payable (whether by maturity or upon prior redemption) shall be transferred to the interest and sinking fund of the District for payment of any outstanding bonds of the District payable from the fund; or, if no such bonds of the District are at such time outstanding, the monies shall be transferred to the general fund of the District as provided and permitted by law. Section 11. Paying Agent. (a) Appointment; Payment of Fees and Expenses. This Board of Trustees does hereby consent to and confirm the appointment of U.S. Bank National Association, to act as the initial paying agent, registrar, authenticating agent and transfer agent (the Paying Agent ) for each Series of Refunding Bonds. All fees and expenses of the Paying Agent shall be the sole responsibility of the District, and to the extent not paid from the proceeds of sale of the applicable Series of Refunding Bonds, or from the interest and sinking fund of the District, insofar as permitted by law, including specifically by Section of the California Education Code, such fees and expenses shall be paid by the District. (b) Resignation, Removal and Replacement of Paying Agent. The Paying Agent initially appointed or any successor Paying Agent may resign from service as Paying Agent and may be removed at any time by the District as provided in the Paying Agent s service agreement. If at any time the Paying Agent shall resign or be removed, the District shall appoint a successor Paying Agent, which shall be any bank, trust company, national banking association or other financial institution doing business in and having a corporate trust office in California, with at least $100,000,000 in net assets. (c) Principal Corporate Trust Office. The initial Paying Agent, and any successor Paying Agent, shall designate each place or places where it will conduct the functions of transfer, registration, exchange, payment, and surrender of the Bonds, and any reference herein to the principal corporate trust office of the Paying Agent shall mean the office so designated for a particular purpose. If no office is so designated for a particular purpose, such functions shall be conducted at the office of U.S. Bank National Association, in Los Angeles, California, or the principal corporate trust office of any successor Paying Agent. (d) Registration Books. The Paying Agent shall keep or cause to be kept at its principal corporate trust office sufficient books for the registration and transfer of the Refunding Bonds, which shall at all times be open to inspection by the District and each County, and, upon presentation for such purpose, the Paying Agent shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be registered or transferred on the Registration Books, Refunding Bonds as provided in Sections 12 and 13 hereof. The Paying Agent shall keep accurate records of all funds administered by it and of all Refunding Bonds paid and discharged OHSUSA:

14 by it. Such records shall be provided, upon reasonable request, to the District or either County in a format mutually agreeable to the Paying Agent and the District. (e) Merger or Consolidation. Any bank, national banking association or trust company into which the Paying Agent may be merged or converted or with which it may be consolidated or any bank, national banking association or trust company resulting from any merger, conversion or consolidation to which it shall be a party or any bank, national banking association or trust company to which the Paying Agent may sell or transfer all or substantially all of its corporate trust business, provided such bank, national banking association or trust company shall be eligible under subsection (b) of this Section shall be the successor to such Paying Agent, without the execution or filing of any instrument or any further act, deed or conveyance on the part of any of the parties hereto, anything herein to the contrary notwithstanding. Section 12. Transfer Under Book-Entry System; Discontinuation of Book-Entry System. (a) Unless otherwise specified in the applicable Bond Purchase Agreement, The Depository Trust Company, a limited-purpose trust company organized under the laws of the State of New York, and its successors as securities depository for a Series of Refunding Bonds, including any such successor thereto appointed pursuant to this Section ( DTC ), is hereby appointed depository for each Series of Refunding Bonds and each Series of Refunding Bonds shall be issued in book-entry form only, and shall be initially registered in the name of Cede & Co., as nominee of DTC ( Cede & Co. ). One bond certificate shall be issued for each maturity of each Series of Refunding Bonds; provided, however, that if different CUSIP numbers are assigned to Refunding Bonds of a Series maturing in a single year or, if Refunding Bonds of a Series maturing in a single year are issued with different interest rates, additional bond certificates shall be prepared for each such maturity. Registered ownership of such Refunding Bonds of each such maturity, or any portion thereof, may not thereafter be transferred except as provided in this Section or Section 13 hereof: (i) To any successor of DTC, or its nominee, or to any substitute depository designated pursuant to clause (ii) of this Section (a substitute depository ); provided, however that any successor of DTC, as nominee of DTC or substitute depository, shall be qualified under any applicable laws to provide the services proposed to be provided by it; (ii) To any substitute depository not objected to by the District, upon (1) the resignation of DTC or its successor (or any substitute depository or its successor) from its functions as depository, or (2) a determination by the District to substitute another depository for DTC (or its successor) because DTC or its successor (or any substitute depository or its successor) is no longer able to carry out its functions as depository; provided, that any such substitute depository shall be qualified under any applicable laws to provide the services proposed to be provided by it; or (iii) To any person as provided below, upon (1) the resignation of DTC or its successor (or substitute depository or its successor) from its functions as depository; provided that no substitute depository which is not objected to by the District can be obtained, or (2) a determination by the District that it is in the best interests of the District OHSUSA:

15 to remove DTC or its successor (or any substitute depository or its successor) from its functions as depository. (b) In the case of any transfer pursuant to clause (i) or clause (ii) of subsection (a) of this Section, upon receipt of the outstanding Refunding Bonds by the Paying Agent, together with a written request of the District to the Paying Agent, a new Refunding Bond for each maturity of each Series shall be executed and delivered (in the aggregate principal amount of such Refunding Bonds then outstanding), registered in the name of such successor or such substitute depository, or their nominees, as the case may be, all as specified in such written request of the District. In the case of any transfer pursuant to clause (iii) of subsection (a) of this Section, upon receipt of the outstanding Refunding Bonds by the Paying Agent together with a written request of the District to the Paying Agent, new Refunding Bonds shall be executed and delivered in such denominations, numbered in the manner determined by the Paying Agent, and registered in the names of such persons, as are requested in such written request of the District, subject to the limitations of Section 8 hereof and the receipt of such a written request of the District, and thereafter, the Refunding Bonds shall be transferred pursuant to the provisions set forth in Section 13 hereof; provided, however, that the Paying Agent shall not be required to deliver such new Refunding Bonds within a period of less than 60 days after the receipt of any such written request of the District. (c) In the case of partial redemption or an advance refunding of a Series of Refunding Bonds evidencing all or a portion of the principal amount then outstanding, DTC shall make an appropriate notation on the Refunding Bonds of such Series indicating the date and amounts of such reduction in principal. (d) The District and the Paying Agent shall be entitled to treat the person in whose name any Refunding Bond is registered as the owner thereof, notwithstanding any notice to the contrary received by the District or the Paying Agent; and the District and the Paying Agent shall have no responsibility for transmitting payments to, communicating with, notifying, or otherwise dealing with any beneficial owners of the Refunding Bonds, and neither the District nor the Paying Agent shall have any responsibility or obligation, legal or otherwise, to the beneficial owners or to any other party, including DTC or its successor (or substitute depository or its successor), except for the Owner of any Refunding Bonds. (e) So long as the outstanding Refunding Bonds are registered in the name of Cede & Co. or its registered assigns, the District and the Paying Agent shall cooperate with Cede & Co., as sole registered Owner, or its registered assigns in effecting payment of the principal of and interest on the Refunding Bonds by arranging for payment in such manner that funds for such payments are properly identified and are made immediately available on the date they are due. Section 13. Transfer and Exchange. (a) Transfer. Following the termination or removal of DTC or successor depository pursuant to Section 12 hereof, or upon the initial delivery of a Series of Refunding Bonds not registered in the name of Cede & Co., as nominee of DTC, any Refunding Bond may, in accordance with its terms, be transferred, upon the Registration Books, by the Owner thereof, in person or by the duly authorized attorney of such Owner, upon surrender of such Refunding Bond to the Paying Agent for cancellation, OHSUSA:

16 accompanied by delivery of a duly executed written instrument of transfer in a form approved by the Paying Agent. Whenever any Refunding Bond or Refunding Bonds shall be surrendered for transfer, the designated District officials shall execute and the Paying Agent shall authenticate and deliver, as provided in Section 7 hereof, a new Refunding Bond or Refunding Bonds, of the same series, maturity, interest payment dates and interest rate or rates (for a like aggregate principal amount). The Paying Agent may require the payment by any Owner of Refunding Bonds requesting any such transfer of any tax or other governmental charge required to be paid with respect to such transfer. No transfer of any Refunding Bond shall be required to be made by the Paying Agent (i) during the period established by the Paying Agent for selection of the applicable Series of Refunding Bonds for redemption, and (ii) after any Refunding Bond has been selected for redemption. (b) Exchange. The Refunding Bonds of a Series may be exchanged for Refunding Bonds of other authorized denominations of the same series, maturity, interest payment dates and interest rate or rates, by the Owner thereof, in person or by the duly authorized attorney of such Owner, upon surrender of such Refunding Bond to the Paying Agent for cancellation, accompanied by delivery of a duly executed request for exchange in a form approved by the Paying Agent. Whenever any Refunding Bond or Refunding Bonds shall be surrendered for exchange, the designated District officials shall execute and the Paying Agent shall authenticate and deliver, as provided in Section 7 hereof, a new Refunding Bond or Refunding Bonds of the same series, maturity, interest payment dates and interest rate or rates (for a like aggregate principal amount). The Paying Agent may require the payment by the Owner requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange. No exchange of any Refunding Bonds shall be required to be made by the Paying Agent (i) during the period established by the Paying Agent for selection of the Refunding Bonds for redemption, and (ii) after any Refunding Bond has been selected for redemption. Section 14. Continuing Disclosure Certificate. The form of Continuing Disclosure Certificate, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, is hereby approved. The Authorized Officers are, and each of them is, hereby authorized, and any one of the Authorized Officers is hereby directed, for and in the name of the District, to execute and deliver one or more Continuing Disclosure Certificates in substantially said form, with such changes therein as the Authorized Officer executing the same may require or approve, such approval to be conclusively evidenced by the execution of the applicable Continuing Disclosure Certificate by such Authorized Officer. Section 15. Preliminary Official Statement. The form of Preliminary Official Statement relating to the first issuance of Refunding Bonds, in substantially the form submitted to this meeting and made a part hereof as though set forth in full herein, with such changes therein as may be approved by an Authorized Officer, is hereby approved, and the use of the OHSUSA:

17 Preliminary Official Statement in connection with the offering and sale of such Refunding Bonds is hereby authorized and approved. The Authorized Officers are each hereby authorized, and any one of the Authorized Officers is hereby directed, to certify on behalf of the District that the information contained in such Preliminary Official Statement is deemed final as of its date, within the meaning of Rule 15c2-12 (except for the omission of certain final pricing, rating and related information as permitted by Rule 15c2-12). If and to the extent it is necessary to make substantial changes to such Preliminary Official Statement prior to the offering and sale of the initial Refunding Bonds, the use of the Preliminary Official Statement in connection with the offering and sale of such Refunding Bonds, and the certification of its finality within the meaning of Rule 15c2-12 by an Authorized Officer, shall follow the distribution to this Board of Trustees of a revised draft of such Preliminary Official Statement with accompanying directions and instructions to members of this Board of Trustees to review such revised Preliminary Official Statement and provide comments to such Authorized Officer. For subsequent Series of Refunding Bonds, the preparation of a Preliminary Official Statement with respect each such subsequent Series of Refunding Bonds, similar in form and content to the Preliminary Official Statement relating to the first Series of Refunding Bonds but with such updates as shall be deemed necessary, is hereby authorized and approved, and the certification of its finality within the meaning of Rule 15c2-12 by an Authorized Officer and its use in connection with the offering and sale of each such subsequent Series of Refunding Bonds, which are also hereby authorized, shall follow the distribution to this Board of Trustees of a substantially complete draft of a Preliminary Official Statement relating to such Series of Refunding Bonds with accompanying directions and instructions to members of this Board of Trustees to review such Preliminary Official Statement and provide comments to such Authorized Officer. Section 16. Official Statement. The preparation and delivery of a final Official Statement with respect to a Series of Refunding Bonds (each, an Official Statement ) and its use in connection with the offering and sale of such Series of Refunding Bonds are hereby authorized and approved. Each Official Statement shall be in substantially the form of the related Preliminary Official Statement, with such changes, insertions and omissions as may be approved by an Authorized Officer, such approval to be conclusively evidenced by the execution and delivery thereof. The Authorized Officers are, and each of them is, hereby authorized, and any one of the Authorized Officers is hereby directed, to execute each final Official Statement, and any amendment or supplement thereto, for and in the name of the District. Section 17. Tax Covenants. (a) The District shall not take any action, or fail to take any action, if such action or failure to take such action would adversely affect the exclusion from gross income of the interest payable on a Tax-Exempt Series of Refunding Bonds under Section 103 of the Code. Without limiting the generality of the foregoing, the District hereby covenants that it will comply with the requirements of the Tax Certificate (each, a Tax Certificate ) to be executed by the District on the date of issuance of each Tax-Exempt Series of Refunding Bonds. The provisions of this subsection (a) shall survive payment in full or defeasance of the Refunding Bonds. (b) In the event that at any time the District is of the opinion that for purposes of this Section it is necessary or helpful to restrict or limit the yield on the investment of any monies held by the Riverside County Treasurer on behalf of the District, in accordance with this Resolution or pursuant to law, the District shall so request of the Riverside County Treasurer in OHSUSA:

18 writing, and the District shall make its best efforts to ensure that the Riverside County Treasurer shall take such action as may be necessary in accordance with such instructions. (c) Notwithstanding any provision of this Section, if the District shall provide to the Riverside County Treasurer an opinion of counsel of nationally recognized standing in the field of law relating to municipal bonds ( Opinion of Bond Counsel ) that any specified action required under this Section is no longer required or that some further or different action is required to maintain the exclusion from federal income tax of interest on the Tax-Exempt Series of Refunding Bonds under Section 103 of the Code, the Riverside County Treasurer may conclusively rely on such Opinion of Bond Counsel in complying with the requirements of this Section and of the Tax Certificate, and the covenants hereunder shall be deemed to be modified to that extent. Section 18. Cost of Issuance. The Authorized Officers are each hereby authorized to cause to be deposited in a costs of issuance account, which may be held by a bank, national banking association or trust company meeting the qualifications necessary to be a paying agent set forth in Section 11, as cost of issuance administrator, proceeds of the sale of each Series of Refunding Bonds, in an amount as shall be set forth in the applicable Bond Purchase Agreement, for the purposes of paying the costs associated with the issuance of such Series of Refunding Bonds. Section 19. Professional Services. In connection with the issuance of Refunding Bonds, Fieldman, Rolapp & Associates is hereby appointed to serve as Financial Advisor to the District, RBC Capital Markets, LLC is hereby appointed to serve as the Underwriter for the Refunding Bonds, and Orrick, Herrington & Sutcliffe LLP is hereby appointed to serve as Bond Counsel and Disclosure Counsel to the District. Section 20. Delegation of Authority. The officers and employees of the District are, and each of them hereby is, authorized and directed to execute and deliver, for and on behalf of the District, any and all documents and instruments and to do and cause to be done any and all acts and things necessary or advisable in order to consummate the transactions contemplated by this Resolution and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution. Section 21. Approval of Actions. All actions heretofore taken by the officers and employees of the District with respect to the issuance and sale of the Refunding Bonds, or in connection with or related to any of the agreements or documents referred to herein, are hereby approved, confirmed and ratified. OHSUSA:

19 Section 22. Contract with Bondholders. The provisions of this Resolution shall be a contract with each and every owner of Bonds and the duties of the District and of the Board of Trustees and the officers of the District shall be enforceable by any owner of Bonds by mandamus or other appropriate suit, action or proceeding in any court of competent jurisdiction. Section 23. Amendments. This Resolution may be modified or amended without the consent of the Owners in order to cure ambiguities or provide clarification, provided that such modification or amendment does not materially adversely affect the rights of owners of Bonds. For any other purpose, this Resolution may be modified or amended only with the consent of the Owners of a majority of the aggregate principal amount of all Refunding Bonds then outstanding; provided that any such modification or amendment to Section 9(f) or Section 22 shall require the consent of the owners of a majority of the aggregate principal amount of all Bonds then outstanding. No such modification or amendment shall extend the maturity of, reduce the interest rate or redemption premium on or principal amount of any Refunding Bond or reduce the percentage of consent required for amendment hereof without the express consent of all the owners so affected. Section 24. Interpretation. The terms of this Resolution shall be interpreted broadly to effect the purpose of providing broad and clear authority for the officers and employees of the District to provide for the issuance of, and issue, from time to time, one or more Series of Refunding Bonds in accordance with the provisions of the documents described herein and the Act on the terms set forth in this Resolution. Section 25. Effective Date. This Resolution shall take effect from and after its date of adoption. PASSED AND ADOPTED this day, March 17, ATTEST: Chairperson of the Board of Trustees of the Desert Community College District Clerk of the Board of Trustees of the Desert Community College District OHSUSA:

20 EXHIBIT A FORM OF REFUNDING BOND Number UNITED STATES OF AMERICA Amount R- STATE OF CALIFORNIA $ COUNTIES OF RIVERSIDE AND IMPERIAL DESERT COMMUNITY COLLEGE DISTRICT (RIVERSIDE AND IMPERIAL COUNTIES, CALIFORNIA) GENERAL OBLIGATION REFUNDING BONDS, SERIES Maturity Date Interest Rate Dated as of CUSIP No. August 1, 20 %, 20 Registered Owner: Principal Amount: CEDE & CO. DOLLARS Desert Community College District, counties of Riverside and Imperial, State of California (the District ), acknowledges itself obligated to and promises to pay to the Registered Owner identified above or registered assigns (the Registered Owner ), on the Maturity Date set forth above or upon prior redemption hereof, the Principal Amount specified above in lawful money of the United States of America, and to pay interest thereon in like lawful money from the interest payment date next preceding the date of authentication of this Bond (unless this bond is authenticated after the close of business on a Record Date (as defined herein) and on or prior to the succeeding interest payment date, in which event it shall bear interest from such interest payment date, or unless this Bond is authenticated on or before 15, 20, in which event it shall bear interest from the date hereof) at the Interest Rate per annum stated above, payable commencing on 1, 20, and thereafter on February 1 and August 1 in each year, until payment of the Principal Amount. This Bond is issued pursuant to a Resolution adopted by the Board of Trustees of the District on March 17, 2017 (the Resolution ). Capitalized undefined terms used herein have the meanings ascribed thereto in the Resolution. The principal hereof is payable to the Registered Owner hereof upon the surrender hereof at the principal corporate trust office of the paying agent/registrar and transfer agent of the District (the Paying Agent ), initially U.S. Bank National Association. The interest hereon is payable to the person whose name appears on the bond registration books of the Paying Agent as the Registered Owner hereof as of the close of business on the 15 th day of the month preceding an interest payment date (the Record Date ), whether or not such day is a business day, such interest to be paid by check or draft mailed to such Registered Owner at the owner s address as it appears on such registration books, or at such other address filed with the Paying Agent for that purpose. Upon written request, given no later than the Record Date immediately preceding an OHSUSA: A-1

21 interest payment date, of the owner of Refunding Bonds aggregating at least $1,000,000 in principal amount, interest will be paid by wire transfer in immediately available funds to an account maintained in the United States as specified by the Registered Owner in such request. So long as Cede & Co. or its registered assigns shall be the Registered Owner of this Bond, payment shall be made in immediately available funds as provided in the Resolution hereinafter described. This Bond is one of a duly authorized issue of bonds of like tenor (except for such variations, if any, as may be required to designate varying series, numbers, denominations, interest rates, maturities and redemption provisions), in the aggregate principal amount of $, and designated as Desert Community College District (Riverside and Imperial Counties, California) General Obligation Refunding Bonds, Series (the Bonds ). The Bonds were authorized by the Resolution and are issued pursuant to Articles 9 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, and other applicable law. The Bonds are issued and sold by the Board of Trustees of the District pursuant to and in strict conformity with the provisions of the Constitution and laws of the State, and of the Resolution, and subject to the more particular terms specified in the Bond Purchase Agreement, dated, 2017 (the Bond Purchase Agreement ), by and between the District and RBC Capital Markets, LLC. [The Bonds are issued to refund, on a crossover basis, the Desert Community College District (Riverside and Imperial Counties, California) General Obligation Bonds, Election of 2004, Series 2007C (the Prior Bonds ) on August 1, 2017 (the Crossover Date ).] The Bonds are issuable as fully registered bonds without coupons in the denomination of $5,000 principal amount or any integral multiple thereof, provided that no Bond shall have principal maturing on more than one principal maturity date. Subject to the limitations and conditions and upon payment of the charges, if any, as provided in the Resolution, Bonds may be exchanged for a like aggregate principal amount of Bonds of the same tenor and maturity of other authorized denominations. This Bond is transferable by the Registered Owner hereof, in person or by attorney duly authorized in writing, at the principal corporate trust office of the Paying Agent, but only in the manner, subject to the limitations and upon payment of the charges provided in the Resolution, and upon surrender and cancellation of this Bond. Upon such transfer, a new Bond or Bonds of authorized denomination or denominations of the same tenor, interest payments, and same aggregate principal amount will be issued to the transferee in exchange herefor. The District and the Paying Agent may treat the Registered Owner hereof as the absolute owner hereof for all purposes, and the District and the Paying Agent shall not be affected by any notice to the contrary. The Bonds are subject to redemption on the terms and subject to the conditions specified in the Resolution and the Bond Purchase Agreement. If this Bond is called for redemption and payment is duly provided therefor, interest shall cease to accrue hereon from and after the date fixed for redemption. The Board of Trustees of the District hereby certifies and declares that the total amount of indebtedness of the District, including the amount of this Bond, is within the limit provided by law; that all acts, conditions and things required by law to be done or performed precedent to and OHSUSA: A-2

22 in the issuance of this Bond have been done and performed in strict conformity with the laws authorizing the issuance of this Bond; and that this Bond is in substantially the form prescribed by order of the Board of Trustees duly made and entered on its minutes. [For so long as the Prior Bonds are outstanding, the Bonds shall be special obligations of the District payable solely from the investment escrow established for the Bonds and the Prior Bonds and are not secured by ad valorem taxes. Subject to the redemption of the Prior Bonds on the Crossover Date, from and after the Crossover Date, the Bonds represent an obligation payable out of the interest and sinking fund of the District, and the money for the payment of principal of, premium, if any, and interest hereon, from and after the Crossover Date, shall be raised by taxation upon the taxable property of the District.] [The Bonds represent an obligation payable out of the interest and sinking fund of the District, and the money for the payment of principal of, premium, if any, and interest hereon, shall be raised by taxation upon the taxable property of the District.] Unless this Bond is presented by an authorized representative of The Depository Trust Company, a New York corporation ( DTC ), to the Paying Agent for registration of transfer, exchange, or payment, and any Bond issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the Registered Owner hereof, Cede & Co., has an interest herein. This Bond shall not be entitled to any benefit under the Resolution, or become valid or obligatory for any purpose, until the certificate of authentication and registration hereon endorsed shall have been signed by the Paying Agent. IN WITNESS WHEREOF, the Board of Trustees of the Desert Community College District, counties of Riverside and Imperial, State of California, has caused this bond to be signed by its Chairperson and countersigned by the Clerk of said Board, as of the date set forth above. Countersigned: Chairperson of the Board of Trustees of the Desert Community College District Clerk of the Board of Trustees of the Desert Community College District OHSUSA: A-3

23 CERTIFICATE OF AUTHENTICATION AND REGISTRATION This is one of the Bonds described in the within-mentioned Resolution and authenticated and registered on. U.S. BANK NATIONAL ASSOCIATION, as agent By: Authorized Officer OHSUSA: A-4

24 ASSIGNMENT For value received the undersigned do(es) hereby sell, assign and transfer unto the within-mentioned Bond and hereby irrevocably constitute(s) and appoint(s) attorney, to transfer the same on the books of the Paying Agent with full power of substitution in the premises. I.D. Number Note: The signature(s) on this Assignment must correspond with the name(s) as written on the face of the within Bond in every particular, without alteration or enlargement or any change whatsoever. Dated: Signature Guarantee: Note: Signature must be guaranteed by an eligible guarantor institution. OHSUSA: A-5

25 CLERK S CERTIFICATE I, Dr. Bonnie Stefan, Clerk of the Board of Trustees of the Desert Community College District, counties of Riverside and Imperial, California, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the Board of Trustees of said District duly and regularly held at the regular meeting place thereof on March 17, 2017, and entered in the minutes thereof, of which meeting all of the members of the Board of Trustees had due notice and at which a quorum thereof was present, and that at said meeting the resolution was adopted by the following vote: AYES: NOES: ABSTAIN: ABSENT: An agenda of the meeting was posted at least 72 hours before the meeting at Monterey Avenue, Palm Desert, California, a location freely accessible to members of the public, and a brief description of the resolution appeared on the agenda. I further certify that I have carefully compared the same with the original minutes of said meeting on file and of record in my office; the foregoing resolution is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and that said resolution has not been amended, modified or rescinded since the date of its adoption, and the same is now in full force and effect. Dated:, 2017 Clerk of the Board of Trustees of Desert Community College District OHSUSA:

26

27 $ DESERT COMMUNITY COLLEGE DISTRICT (RIVERSIDE AND IMPERIAL COUNTIES, CALIFORNIA) GENERAL OBLIGATION REFUNDING BONDS, SERIES 2017 (CROSSOVER REFUNDING) BOND PURCHASE AGREEMENT, 2017 Desert Community College District Monterey Avenue Palm Desert, California RBC Capital Markets, LLC (the Underwriter ) hereby offers to enter into this Bond Purchase Agreement (the Bond Purchase Agreement ) with the Desert Community College District (the District ) which, upon the acceptance hereof, will be binding upon the District and the Underwriter. By execution of this Bond Purchase Agreement, the District acknowledges the terms hereof and recognizes that it will be bound by certain of the provisions hereof, and to the extent binding on the District, acknowledges and agrees to such terms. This offer is made subject to the written acceptance of this Bond Purchase Agreement by the District and delivery of such acceptance to the Underwriter at or prior to 11:59 p.m., California time, on the date hereof. 1. Purchase and Sale of the Bonds. Upon the terms and conditions and in reliance upon the representations, warranties and agreements set forth herein, the Underwriter hereby agrees to purchase from the District for reoffering to the public and the District hereby agrees to sell to the Underwriter for such purpose, all (but not less than all) of the $ aggregate principal amount of the Desert Community College District (Riverside and Imperial Counties, California) General Obligation Refunding Bonds, Series 2017 (Crossover Refunding) (the Bonds ). The Bonds shall be issued in the principal amounts and shall bear interest at the rates set forth in Exhibit A hereto and shall be issued in fully registered form, in the authorized denominations of $5,000 or any integral multiple thereof. The Bonds shall bear interest payable from the date thereof and such interest shall be payable on each February 1 and August 1, commencing, The Underwriter shall purchase the Bonds at a price of $ (which represents the aggregate principal amount of the Bonds, plus [net] original issuance [premium/discount] of $, and less Underwriter s discount in the amount of $ ) in immediately available funds by check, draft or wire transfer to or upon the order of the District. The District acknowledges and agrees that (i) the purchase and sale of the Bonds pursuant to this Bond Purchase Agreement is an arm s-length commercial transaction between the District and OHSUSA:

28 the Underwriter; (ii) in connection with such transaction and engagement of the Underwriter by the District, including the process leading thereto and the discussions, conferences, negotiations and undertakings in connection therewith, the Underwriter is and has been acting solely as a principal and not as an agent or a fiduciary of the District; (iii) the Underwriter has neither assumed an advisory or fiduciary responsibility in favor of the District with respect to the offering of the Bonds or the process leading thereto (whether or not the Underwriter, or any affiliate of the Underwriter, has advised or is currently advising the District on other matters) nor has it assumed any other obligation to the District except the obligations expressly set forth in this Bond Purchase Agreement and this Bond Purchase Agreement expresses the entire relationship between the parties hereto, (iv) the Underwriter has financial and other interests that differ from those of the District; and (v) the District has consulted with its own legal and financial advisors to the extent it deemed appropriate in connection with the offering of the Bonds. The District also acknowledges that it previously received from the Underwriter a letter regarding Municipal Securities Rulemaking Board ( MSRB ) Rule G-17 Disclosures, and that it has provided the Underwriter an acknowledgement of such letter. 2. The Bonds. The Bonds shall be dated the date of delivery, and shall mature on the dates and be subject to redemption prior to their maturity all as set forth in the Exhibit A hereto. The Bonds shall otherwise be as described in and shall be issued and secured pursuant to the provisions of the resolution of the Board of Trustees of the District (the Board of Trustees ) adopted on March 17, 2017 (the Resolution ), which provides for the terms of the Bonds, this Bond Purchase Agreement and Articles 9 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code (the Act ). The Bonds are being issued (i) to refund a portion of the District s outstanding Desert Community College District General Obligation Bonds (Riverside and Imperial Counties, California), Election of 2004, Series 2007C, [maturing on August 1, 2018 through August 1, 2031, inclusive, on August 1, 2033 and on August 1, 2046] (the Prior Bonds ), and (ii) to pay costs of issuance of the Bonds. The Bonds are being structured as crossover refunding bonds. Proceeds of the Bonds will be deposited in an escrow fund established under the Escrow Agreement, dated as of 1, 2017 (the Escrow Agreement ), by and between the District and U.S. Bank National Association, as escrow bank. Prior to and including August 1, 2017 (the Crossover Date ), amounts on deposit in such escrow fund will be applied to pay the debt service on the Bonds. On the Crossover Date, the funds and investments in such escrow fund will be applied to the payment of redemption price for the Prior Bonds and, following such Crossover Date, the Bonds will be payable from ad valorem property taxes as described in the Official Statement (as defined herein). In order to assist the Underwriter with compliance with Rule 15c2-12 of the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended (the Rule ), the District will enter into the Continuing Disclosure Certificate, dated, 2017 (the Continuing Disclosure Certificate ). Capitalized terms used herein and not defined herein shall have the meanings set forth in the Resolution. This Bond Purchase Agreement, the Resolution, the Escrow Agreement and the Continuing Disclosure Certificate are collectively referred to herein as the District Documents. OHSUSA:

29 The Bonds shall be executed and delivered under and in accordance with the provisions of this Bond Purchase Agreement and the Resolution. The Bonds shall be in definitive form, shall bear CUSIP numbers, and shall be in fully registered form, registered in the name of Cede & Co., as nominee of the Depository Trust Company, New York, New York ( DTC ). 3. Use of Documents. The District hereby authorizes the Underwriter to use, in connection with the offer and sale of the Bonds, the Preliminary Official Statement (defined below), the Official Statement (defined below), and the District Documents and all information contained herein and therein and all of the documents, certificates or statements furnished by the District to the Underwriter in connection with the transactions contemplated by this Bond Purchase Agreement. 4. Public Offering of the Bonds. The Underwriter agrees to make a bona fide public offering of all the Bonds at the initial public offering prices or yields as set forth in Exhibit A hereto. Subsequent to such initial public offering, the Underwriter reserves the right to change such initial public offering prices or yields as it deems necessary in connection with the marketing of the Bonds; provided, however, that the Underwriter shall not change the interest rates set forth in Exhibit A. The Bonds may be offered and sold to certain dealers at prices lower than such initial public offering prices. Prior to delivery of the Bonds, as a condition to such delivery, the Underwriter shall be required to provide to the District initial offering price information in form and substance as Orrick, Herrington & Sutcliffe LLP ( Bond Counsel ) may require for purposes of determining the yield on the Bonds. 5. Preliminary Official Statement and Official Statement. The Underwriter hereby represents that it has received and reviewed the Preliminary Official Statement with respect to the Bonds, dated, 2017 (as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the Preliminary Official Statement ). The District represents that it deems the Preliminary Official Statement to be final as of its date, except for either revisions or additions to the offering price(s), interest rate(s), yield(s), selling compensation, aggregate principal amount, principal amount per maturity, delivery date, rating(s) and other terms of the Bonds which depend upon the foregoing as provided in and pursuant to the Rule. By the execution of this Bond Purchase Agreement, the District ratifies the use by the Underwriter of the Preliminary Official Statement. The District hereby agrees to deliver or cause to be delivered to the Underwriter, within seven business days after the date hereof, copies of the Official Statement, consisting of the Preliminary Official Statement with such changes as may be made with the approval of the District and the Underwriter (the Official Statement ), in such reasonable quantity as the Underwriter shall request. The Underwriter hereby represents that it has received and reviewed the Preliminary Official Statement with respect to the Bonds, and agrees that prior to the time the final Official Statement relating to the Bonds is available, the Underwriter will send to any potential purchaser of the Bonds, upon the request of such potential purchaser, a copy of the most recent Preliminary Official Statement. Such Preliminary Official Statement shall be sent by first class mail (or other equally prompt means) not later than the first business day following the date upon which each such request OHSUSA:

30 is received. The Underwriter agrees to file the Official Statement with the MSRB through its Electronic Municipal Market Access system. Each party hereto agrees that it will notify the other party hereto if, within the period from the date of this Bond Purchase Agreement to and including the date which is 25 days following the End of the Underwriting Period (as hereinafter defined), such party discovers any pre-existing or subsequent fact or becomes aware of the occurrence of any event, in any such case which might cause the Official Statement (as the same may have been theretofore supplemented or amended) to contain any untrue statement of a material fact or to omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. If, in the written opinion of the District or the Underwriter, the preparation and publication of a supplement or amendment to the Official Statement is, as a result of such fact or event (or any other event which becomes known to the District or the Underwriter during such period), necessary so that the Official Statement does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the District shall, at its expense, supplement or amend the Official Statement in such a manner so that the Official Statement, as so supplemented or amended, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, and furnish copies of such supplement or amendment to the Underwriter in such numbers as the Underwriter may reasonably request. The District and the Underwriter agree that they will cooperate in the preparation of any such amendment or supplement. As used herein, the term End of the Underwriting Period means the later of such time as (a) the District delivers the Bonds to the Underwriter, or (b) the Underwriter does not retain, directly or as a member of an underwriting syndicate, an unsold balance of the Bonds for sale to the public. Unless the Underwriter gives notice to the contrary, the End of the Underwriting Period shall be deemed to be the Closing Date (as defined herein). Any notice delivered pursuant to this provision shall be written notice delivered to the District at or prior to the Closing Date, and shall specify a date (other than the Closing Date) to be deemed the End of the Underwriting Period. 6. Closing. At 8:30 a.m., California time, on, 2017, or at such other time or on such other date as shall have been mutually agreed upon by the parties hereto (the Closing or Closing Date ), the District shall direct U.S Bank National Association, as the paying agent (the Paying Agent ), to deliver to the Underwriter, through the facilities of DTC, or at such other place as the District and the Underwriter may mutually agree upon, the Bonds in fully registered bookentry form, duly executed, and shall cause the other documents hereinafter mentioned to be delivered at the offices of Orrick, Herrington & Sutcliffe LLP in Los Angeles, California. Upon fulfillment of all conditions to closing herein, the Underwriter shall accept such delivery and pay the purchase price thereof in immediately available funds (by wire transfer or such other manner of payment as the Underwriter and the District shall reasonably agree upon) to the account of the District. 7. Representations, Warranties and Agreements of the District. The District hereby represents, warrants and agrees with the Underwriter that: OHSUSA:

31 (a) The District is a community college district duly organized and validly existing under the laws of the State of California (the State ), with the power to issue the Bonds pursuant to the Act. (b) By all necessary official action of the District prior to or concurrently with the acceptance hereof, the District has duly authorized all necessary action to be taken by it for (i) the adoption of the Resolution and the issuance and sale of the Bonds, (ii) the approval, execution and delivery of, and the performance by the District of the obligations on its part, contained in the Bonds and the District Documents, (iii) the approval, distribution and use of the Preliminary Official Statement and the approval, execution, distribution and use of the Official Statement for use by the Underwriter in connection with the public offering of the Bonds and (iv) the consummation by it of all other transactions described in the Official Statement, the District Documents and any and all such other agreements and documents as may be required to be executed, delivered and/or received by the District in order to carry out, give effect to, and consummate the transactions described herein and in the Official Statement. (c) This Bond Purchase Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of the District, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors rights. (d) The other District Documents, when duly executed and delivered, will constitute legal, valid and binding obligations of the District, enforceable in accordance with their respective terms, subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors rights. (e) The Bonds, when issued, delivered and paid for, in accordance with the Resolution and this Bond Purchase Agreement, will have been duly authorized, executed, issued and delivered by the District and will constitute the valid and binding obligations of the District, enforceable against the District in accordance with their terms, subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors rights. (f) The District is not in breach of or default under any applicable constitutional provision, law or administrative regulation of the State or the United States relating to the issuance of the Bonds or any applicable judgment or decree or any loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the District is a party or to which the District or any of its property or assets is otherwise subject, and no event which would have a material and adverse effect upon the financial condition of the District has occurred and is continuing which constitutes or with the passage of time or the giving of notice, or both, would constitute a default or event of default by the District under any of the foregoing. OHSUSA:

32 (g) The execution and delivery of the Bonds and the District Documents and the adoption of the Resolution and compliance with the provisions on the District s part contained therein, will not conflict with or constitute a breach of or default under any constitutional provision, administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the District is a party or to which the District is or to which any of its property or assets are otherwise subject. (h) All authorizations, approvals, licenses, permits, consents and orders of any governmental authority, legislative body, board, agency or commission having jurisdiction of the matter which are required for the due authorization of, which would constitute a condition precedent to, or the absence of which would materially adversely affect the approval or adoption, as applicable, of the District Documents, the issuance of the Bonds or the due performance by the District of its obligations under the District Documents, and the Bonds, have been duly obtained. (i) The Bonds and the Resolution conform to the descriptions thereof contained in the Preliminary Official Statement and the Official Statement under the captions THE REFUNDING BONDS and SECURITY AND SOURCES OF PAYMENT FOR THE REFUNDING BONDS, and the proceeds of the sale of the Bonds will be applied generally as described in the Preliminary Official Statement and the Official Statement under the caption THE REFUNDING BONDS Plan of Refunding. (j) Except to the extent disclosed in the Preliminary Official Statement and the Official Statement, there is no litigation, action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, government agency, public board or body, pending or, to the best knowledge of the District, threatened against the District: (i) affecting the existence of the District or the titles of its officers to their respective offices, (ii) affecting or seeking to prohibit, restrain or enjoin the sale, issuance or delivery of the Bonds, (iii) in any way contesting or affecting the due adoption of the Resolution or the validity or enforceability of the Bonds or the District Documents or the powers of the District to enter into or perform its obligations under such agreements, (iv) contesting the exclusion from gross income of interest on the Bonds for federal income tax purposes, (v) contesting in any way the completeness or accuracy of the Preliminary Official Statement or the Official Statement or any supplement or amendment thereto, or (vi) contesting the powers of the District or any authority for the issuance of the Bonds, the adoption of the Resolution or the execution and delivery of the District Documents, nor, to the best knowledge of the District, is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the validity or enforceability of the Bonds or the District Documents. (k) The Preliminary Official Statement, as of its date and as of the date of this Bond Purchase Agreement, did not and does not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. OHSUSA:

33 (l) At the time of the District s acceptance hereof and (unless the Official Statement is amended or supplemented pursuant to Section 5 of this Bond Purchase Agreement) at all times subsequent thereto during the period up to and including the date of Closing, the Official Statement does not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. (m) If the Official Statement is supplemented or amended pursuant to Section 5 of this Bond Purchase Agreement, at the time of each supplement or amendment thereto and (unless subsequently again supplemented or amended pursuant to such paragraph) at all times subsequent thereto until the End of the Underwriting Period, the Official Statement as so supplemented or amended will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which made, not misleading. (n) The District has the legal authority to apply and will apply, or cause to be applied, the proceeds from the sale of the Bonds as provided in and subject to all of the terms and provisions of the Resolution and will not take or omit to take any action which action or omission will adversely affect the exclusion from gross income for federal income tax purposes of the interest on the Bonds. (o) The District will furnish such information and execute such instruments and take such action in cooperation with the Underwriter, at no expense to the District, as the Underwriter may reasonably request (A) to (1) qualify the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions in the United States as the Underwriter may designate and (2) determine the eligibility of the Bonds for investment under the laws of such states and other jurisdictions and (B) to continue such qualifications in effect so long as required for the distribution of the Bonds (provided, however, that the District will not be required to qualify as a foreign corporation or to file any general or special consents to service of process under the laws of any jurisdiction) and will advise the Underwriter immediately of receipt by the District of any written notification with respect to the suspension of the qualification of the Bonds for sale in any jurisdiction or the initiation or threat of any proceeding for that purpose. (p) The financial statements of, and other financial information regarding the District in the Preliminary Official Statement and in the Official Statement fairly present the financial position and results of the District as of the dates and for the periods therein set forth. The financial statements of the District have been prepared in accordance with generally accepted accounting principles consistently applied, and except as noted in the Preliminary Official Statement and in the Official Statement, the other historical financial information set forth in the Preliminary Official Statement and in the Official Statement has been presented on a basis consistent with that of the District s audited financial statements included in the Preliminary Official Statement and in the Official Statement. OHSUSA:

34 (q) Prior to the Closing, the District will not take any action within or under its control that will cause any adverse change of a material nature in such financial position, results of operations or condition, financial or otherwise, of the District. (r) The District will not, prior to the Closing, offer or issue any bonds, notes or other obligations for borrowed money or incur any material liabilities, direct or contingent, except in the ordinary course of business, without the prior approval of the Underwriter. (s) Any certificate, signed by any official of the District authorized to do so in connection with the transactions described in this Bond Purchase Agreement, shall be deemed a representation and warranty by the District to the Underwriter as to the statements made therein. (t) To assist the Underwriter in complying with the Rule, the District will undertake, pursuant to the Continuing Disclosure Certificate, to provide annual reports and notices of certain events. A description of this undertaking is set forth in the Preliminary Official Statement and will also be set forth in the Official Statement. (u) Except as disclosed in the Preliminary Official Statement and the Official Statement, the District has not failed during the previous five years to comply in all material respects with any previous undertakings in a written continuing disclosure contract or agreement under Rule 15c2-12. (v) The District agrees to take all steps required by law and by the County of Riverside ( Riverside County ) and the County of Imperial ( Imperial County ) to ensure that the Board of Supervisors of Riverside County and the Board of Supervisors of Imperial County annually levy a tax upon all taxable property in the District in such county sufficient to pay, after the Crossover Date, the principal of and interest on the Bonds as and when the same become due. 8. Conditions to Closing. The Underwriter has entered into this Bond Purchase Agreement in reliance upon the representations and warranties of the District contained herein and the performance by the District of its obligations hereunder, both as of the date hereof and as of the date of Closing. The Underwriter s obligations under this Bond Purchase Agreement are and shall be subject at the option of the Underwriter, to the following further conditions at the Closing: (a) The representations and warranties of the District contained herein shall be true, complete and correct at the date hereof and at and as of the Closing, as if made at and as of the Closing, and the statements made in all certificates and other documents delivered to the Underwriter at the Closing pursuant hereto shall be true, complete and correct on the date of the Closing; and the District shall be in compliance with each of the agreements made by it in this Bond Purchase Agreement; (b) At the time of the Closing, (i) the Official Statement, this Bond Purchase Agreement, and the other District Documents shall be in full force and effect and shall not have been amended, modified or supplemented except as may have been agreed to in writing OHSUSA:

35 by the parties hereto; (ii) all actions under the Act which, in the opinion of Bond Counsel, shall be necessary in connection with the transactions contemplated hereby, shall have been duly taken and shall be in full force and effect; and (iii) the District shall perform or have performed all of its obligations required under or specified in this Bond Purchase Agreement, the other District Documents, or the Official Statement to be performed at or prior to the Closing; (c) No decision, ruling or finding shall have been entered by any court or governmental authority since the date of this Bond Purchase Agreement (and not reversed on appeal or otherwise set aside), or to the best knowledge of the District, shall be pending (in which service of process has been completed against the District) or threatened (either in state or federal courts) (A) seeking to restrain or enjoin the execution, sale or delivery of any of the Bonds, (B) in any way contesting or affecting the authority for the execution, sale or delivery of the Bonds, this Bond Purchase Agreement, or the other District Documents, or (C) in any way contesting the existence or powers of the District, or contesting in any way the completeness or accuracy of the Official Statement; (d) The Underwriter shall have the right to terminate the Underwriter s obligation under this Bond Purchase Agreement to purchase, to accept delivery of and to pay for the Bonds if, after the execution hereof and prior to the Closing, the market price or marketability of the Bonds or the ability of the Underwriter to enforce contracts for the sale of the Bonds shall be materially adversely affected in the reasonable judgment of the Underwriter by the occurrence of any of the following: (1) Legislation shall be enacted by or introduced in the Congress of the United States or recommended to the Congress for passage by the President of the United States, or the Treasury Department of the United States or the Internal Revenue Service or favorably reported for passage to either House of the Congress by any committee of such House to which such legislation has been referred for consideration, a decision by a court of the United States or of the State or the United States Tax Court shall be rendered, or an order, ruling, regulation (final, temporary or proposed), press release, statement or other form of notice by or on behalf of the Treasury Department of the United States, the Internal Revenue Service or other governmental agency shall be made or proposed, the effect of any or all of which would be to alter, directly or indirectly, federal income taxation upon interest received on obligations of the general character of the Bonds, or the interest on the Bonds as described in the Official Statement, or other action or events shall have transpired which may have the purpose or effect, directly or indirectly, of changing the federal income tax consequences of any of the transactions contemplated herein; (2) Legislation introduced in or enacted (or resolution passed) by the Congress or an order, decree, or injunction issued by any court of competent jurisdiction, or an order, ruling, regulation (final, temporary, or proposed), press release or other form of notice issued or made by or on behalf of the Securities and Exchange Commission, or any other governmental agency having jurisdiction of the subject matter, to the effect that obligations of the general character of the Bonds are not exempt from OHSUSA:

36 registration under or other requirements of the Securities Act of 1933, as amended, or that the Resolution is not exempt from qualification under or other requirements of the Trust Indenture Act of 1939, as amend, or that the issuance, offering, or sale of obligations of the general character of the Bonds, as contemplated hereby or by the Official Statement or otherwise, is or would be in violation of the federal securities law as amended and then in effect; (3) A general suspension of trading in securities on the New York Stock Exchange or any other national securities exchange, the establishment of minimum or maximum prices on any such national securities exchange, the establishment of material restrictions (not in force as of the date hereof) upon trading securities generally by any governmental authority or any national securities exchange, or any material increase of restrictions now in force (including, with respect to the extension of credit by, or the charge to the net capital requirements of, the Underwriter); (4) A general banking moratorium declared by federal, State of New York, or State officials authorized to do so; (5) Any event occurring, or information becoming known which, in the reasonable judgment of the Underwriter, makes untrue in any material respect any material statement or information contained in the Official Statement, or has the effect that the Official Statement contains any untrue statement of material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (6) There shall have occurred since the date of this Bond Purchase Agreement any materially adverse change in the affairs or financial condition of the District, except for changes which the Official Statement discloses are expected to occur; (7) There shall have occurred (i) any new material outbreak of hostilities (including, without limitation, an act of terrorism), (ii) the escalation of hostilities existing prior to the date hereof or (iii) any other extraordinary event, material national or international calamity or crisis, or any material adverse change in the financial, political or economic conditions affecting the United States or the District; (8) There shall have occurred any downgrading or published negative credit watch or similar published information from a rating agency that at the date of this Bond Purchase Agreement has published a rating (or has been asked to furnish a rating on the Bonds) on any of the District s debt obligations, which action reflects a change or possible change, in the ratings accorded any such obligations of the District (including any rating to be accorded the Bonds) or any notice shall have been given of any intended downgrading, suspension, withdrawal or negative change in credit watch status by any rating agency to any of the District s debt obligations; or OHSUSA:

37 (9) Any factor or event shall exist or have existed that, in the Underwriter s reasonable judgment, requires or has required an amendment of or supplement to the Official Statement. (10) A material disruption in securities settlement, payment or clearance services shall have occurred or the marketability of the Bonds or the market price thereof, in the opinion of the Underwriter, has been materially and adversely affected by disruptive events, occurrences or conditions in the securities or debt markets; (e) At or prior to the Closing, the Underwriter shall have received the following documents, in each case satisfactory in form and substance to the Underwriter: (1) A certificate of the Clerk of the Board of Trustees to the effect that (i) the copy of the Resolution attached thereto is a true and correct copy thereof, and (ii) the Resolution was duly adopted and has not been modified, amended, rescinded or revoked and is in full force and effect on the Closing; Date; (2) Executed copies of the Escrow Agreement, the Continuing Disclosure Certificate and the Official Statement; (3) An approving opinion of Bond Counsel, substantially in the form attached as Appendix C to the Official Statement, relating to the Bonds, dated the Closing Date and addressed to the District; (4) A reliance letter from Bond Counsel to the effect that the Underwriter may rely upon the approving opinion described in (e)(3) above; (5) A certificate, dated the Closing Date, signed by an appropriate official of the District, to the effect that (i) such official is authorized to execute the Escrow Agreement, the Continuing Disclosure Certificate and this Bond Purchase Agreement, (ii) the representations and warranties of the District herein are true and correct as of the date of Closing, (iii) each of the conditions listed in Section 8(e) of this Bond Purchase Agreement has been satisfied on the date hereof and the District is not aware of any other condition of this Bond Purchase Agreement that has not been satisfied on the date hereof, and (iv) the Bonds being delivered on the Closing Date to the Underwriter under this Bond Purchase Agreement substantially conform to the descriptions thereof contained in the Resolution and this Bond Purchase Agreement; (6) A supplemental opinion of Bond Counsel, dated the Closing Date and addressed to the Underwriter, to the effect that (i) statements contained on the cover and in the Official Statement under the captions THE REFUNDING BONDS and TAX MATTERS, excluding any material that may be treated as included under such captions by cross-reference, insofar as such statements expressly summarize certain provisions of the Bonds and the Resolution, and the form and content of Bond Counsel s approving opinion, are accurate in all material respects, (ii) assuming due OHSUSA:

38 authorization, execution and delivery by all the parties thereto other than the District, the Continuing Disclosure Certificate, the Escrow Agreement and this Bond Purchase Agreement have each been duly executed and delivered by the District and constitute valid and binding obligations of the District, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting generally the enforcement of creditors rights and except as their enforcement may be subject to the application of equitable principles and the exercise of judicial discretion in appropriate cases if equitable remedies are sought (provided that no opinion need be rendered regarding the adequacy of the Continuing Disclosure Certificate for purposes of the Rule), and (iii) the Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Resolution is exempt from qualification pursuant to the Trust Indenture Act of 1939, as amended; (7) The opinion of Orrick, Herrington & Sutcliffe LLP, as disclosure counsel to the District ( Disclosure Counsel ), addressed to the District and the Underwriter, dated the Closing Date, substantially to the effect that based on such counsel s participation in conferences with representatives of the Underwriter, the District, the Paying Agent, their respective counsel, Fieldman, Rolapp & Associates, as financial advisor to the District, and others, during which conferences the contents of the Official Statement and related matters were discussed (but with no inquiry made of other attorneys in such counsel s firm not working directly on the issuance of the Bonds who may have information material to the issue), and in reliance thereon and on the records, documents, certificates and opinions described therein, such counsel advises the District and the Underwriter, as a matter of fact and not opinion, that, during the course of its engagement as Disclosure Counsel no facts came to the attention of such counsel s attorneys rendering legal services in connection with such representation which caused such counsel to believe that the Official Statement as of its date and as of the Closing Date (except for any CUSIP numbers, financial, accounting, statistical, economic or demographic data or forecasts, numbers, charts, tables, graphs, estimates, projections, assumptions or expressions of opinion, any information about DTC or its book-entry system, litigation, ratings, rating agencies, the Underwriter, underwriting, and Appendices [B, E, F and G], included or referred to therein or omitted therefrom, as to which such counsel need express no opinion or view) contained or contains any untrue statement of a material fact or omitted or omits to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; (8) The opinion of Norton Rose Fulbright US LLP, Los Angeles, California, counsel for the Underwriter, dated the date of Closing and addressed to the Underwriter, satisfactory in form and substance to the Underwriter; (9) A non-arbitrage certificate of the District relating to the Bonds in form satisfactory to Bond Counsel; OHSUSA:

39 (10) Evidence satisfactory to the Underwriter that any ratings described in the Preliminary Official Statement and Official Statement are in full force and effect as of the Closing Date; (11) A certificate of the Escrow Bank dated the Closing Date, signed by a duly authorized officer of the Escrow Bank, and in form and substance satisfactory to the Underwriter, to the effect that (i) to the best of such officer s knowledge, the representations and agreements of the Escrow Bank in the Escrow Agreement are true and correct as of the Closing Date, (ii) the Escrow Agreement has been duly authorized, executed and delivered and, assuming due execution by the other parties thereto, is enforceable against the Escrow Bank in accordance with its terms; and (iii) to such officer s knowledge, no litigation is pending or threatened (either in state or federal courts) in any way contesting or affecting any authority of the Escrow Bank for or in connection with its performance of the Escrow Agreement; (12) A report by Causey Demgen & Moore P.C., Denver, Colorado, verifying the arithmetical accuracy of the computation of the projected payments of interest in the Bonds coming due to and including the Crossover Date and the computation of projected payments of principal to retire the Prior Bonds (the Verification Report ); (13) [The Policy;] (14) [A certificate of the Insurer in form and substance satisfactory to Bond Counsel and the Underwriter;] (15) [An opinion of counsel to the Insurer in form and substance satisfactory to Bond Counsel and the Underwriter; and] (16) Such additional legal opinions, certificates, proceedings, instruments and other documents as the Underwriter may reasonably request to evidence (i) compliance by the District and the Paying Agent with legal requirements, (ii) the truth and accuracy, as of the time of Closing, of the representations of the District herein contained, and (iii) the due performance or satisfaction by the District at or prior to such time of all agreements then to be performed and all conditions then to be satisfied by the District. If the District shall be unable to satisfy the conditions to the Underwriter s obligations contained in this Bond Purchase Agreement or if the Underwriter s obligations shall be terminated for any reason permitted by this Bond Purchase Agreement, this Bond Purchase Agreement may be canceled by the Underwriter at, or at any time prior to, the time of Closing. Notice of such cancellation shall be given to the District in writing, or by telephone or telegraph, confirmed in writing. Notwithstanding any provision herein to the contrary, the performance of any and all obligations of the District hereunder and the performance of any and all conditions contained herein for the benefit of the Underwriter may be waived by the Underwriter in writing at its sole discretion. OHSUSA:

40 9. Conditions to Obligations of the District. The performance by the District of its obligations is conditioned upon (a) the performance by the Underwriter of its obligations hereunder; and (b) receipt by the District and the Underwriter of opinions and certificates being delivered at the Closing by persons and entities other than the District. 10. Expenses. The District shall to the extent permitted by applicable law pay all expenses incident to the performance of its obligations hereunder from the proceeds of the sale of the Bonds, including, but not limited to (a) the costs of the preparation and reproduction of the Resolution, the Bonds, this Bond Purchase Agreement, the Escrow Agreement and the Continuing Disclosure Certificate, (b) the cost of the printing and distribution of the Preliminary Official Statement and the Official Statement, (c) the cost of the preparation, printing and delivery of the Bonds, (d) the fees and disbursements of Bond Counsel, Disclosure Counsel and any other consultants to the District, including the financial advisor, (e) the fees, if any, for Bond ratings, including all necessary expenses for travel relating to such ratings, (f) the initial fees of the Paying Agent and the fees and disbursements of its counsel, and (g) [any premium for the Policy and related fees and expenses and (h)] all other fees and expenses incident to the issuance and sale of the Bonds. In the event that the Underwriter incurs or advances the cost of any expense for which the District is responsible hereunder, such as the printing of the Preliminary Official Statement and the Official Statement, entertainment, meals, lodging and travel arrangements for representatives of the District, the District shall reimburse the Underwriter at or prior to Closing. All out-of-pocket expenses of the Underwriter, including the California Debt and Investment Advisory Commission fee, CUSIP Bureau registration fees, the fees and disbursements of Underwriter s counsel, expenses for travel (except in connection with securing a rating on the Bonds) and other expenses (except as provided above) shall be paid by the Underwriter. The District acknowledges that it has had an opportunity, in consultation with such advisors as it may deem appropriate, if any, to evaluate and consider the fees and expenses being incurred as part of the issuance of the Bonds. 11. Notices. Any notice or other communication to be given under this Bond Purchase Agreement (other than the acceptance hereof as specified in the first paragraph hereof) may be given by delivering the same in writing if to the District, to the Desert Community College District at Monterey Avenue, Palm Desert, California 92260, Attention: Vice President, Administrative Services, or if to the Underwriter, to RBC Capital Markets, LLC, 777 South Figueroa Street, Suite 850, Los Angeles, California 90017, Attention: Christen Villalobos. 12. Severability. In the event any provision of this Bond Purchase Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. 13. Parties in Interest; Survival of Representations and Warranties. This Bond Purchase Agreement when accepted by the District in writing as heretofore specified shall constitute the entire agreement between the District and the Underwriter. This Bond Purchase Agreement is made solely for the benefit of the District and the Underwriter (including the successors or assigns of the Underwriter). No person shall acquire or have any rights hereunder or by virtue hereof. All the representations, warranties and agreements of the District in this Bond Purchase Agreement shall survive regardless of (a) any investigation or any statement in respect thereof made by or on behalf of OHSUSA:

41 the Underwriter, (b) delivery of and payment by the Underwriter for the Bonds hereunder, and (c) any termination of this Bond Purchase Agreement. 14. Execution in Counterparts. This Bond Purchase Agreement may be executed in several counterparts each of which shall be regarded as an original and all of which shall constitute but one and the same document. OHSUSA:

42 15. Applicable Law. This Bond Purchase Agreement shall be interpreted, governed and enforced in accordance with the law of the State applicable to contracts made and performed in the State. Very truly yours, RBC CAPITAL MARKETS, LLC By: Authorized Representative Accepted:, 2017 Time: p. m. (California Time) DESERT COMMUNITY COLLEGE DISTRICT By: OHSUSA:

43 EXHIBIT A MATURITY SCHEDULE $ Desert Community College District (Riverside and Imperial Counties, California) General Obligation Refunding Bonds, Series 2017 (Crossover Refunding) Maturity (August 1) Principal Amount Interest Rate Yield [ C Yield to call at par on August 1,.] $ % Term Bonds Due August 1, Yield % $ % Term Bonds Due August 1, Yield % TERMS OF REDEMPTION OHSUSA: A-1

44

45 ESCROW AGREEMENT by and between DESERT COMMUNITY COLLEGE DISTRICT and U.S. BANK NATIONAL ASSOCIATION Dated as of 1, 2017 Desert Community College District (Riverside and Imperial Counties, California) General Obligation Bonds, Election of 2004, Series 2007C OHSUSA:

46 ESCROW AGREEMENT THIS ESCROW AGREEMENT (this Escrow Agreement ), dated as of 1, 2017, is by and between the DESERT COMMUNITY COLLEGE DISTRICT, a community college district organized and existing under the laws of the State of California (the District ), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as escrow bank (the Escrow Bank ) and as Prior Paying Agent. W I T N E S S E T H: WHEREAS, the District, located primarily in the County of Riverside ( Riverside County ) and partially in the County of Imperial, has heretofore issued the Desert Community College District (Riverside and Imperial Counties, California) General Obligation Bonds, Election of 2004, Series 2007C (the Prior Bonds ) in the original principal amount of $223,648,443.95; and WHEREAS, the Prior Bonds were issued pursuant to a Resolution adopted by the Board of Trustees (the Board ) of the District on November 9, 2007 (the Resolution ); and WHEREAS, the District has determined that debt service savings can be achieved by refunding a portion of the Prior Bonds maturing on August 1 of each of the years [2018 through 2031, inclusive, 2033 and 2046] (the Refunded Bonds ), as further described in Exhibit A hereto; and WHEREAS, the Escrow Bank serves as paying agent with respect to the Prior Bonds (the Prior Paying Agent ); and WHEREAS, in order to provide the funds necessary to refund the Refunded Bonds, the District has issued $ aggregate initial principal amount of Desert Community College District (Riverside and Imperial Counties, California) General Obligation Refunding Bonds, Series 2017 (Crossover Refunding) (the Refunding Bonds ); and WHEREAS, the Refunding Bonds are issued pursuant to a resolution adopted by the Board of the District on February 10, 2017 (the Refunding Resolution ); and WHEREAS, U.S. Bank National Association, is the paying agent (the Paying Agent ) under the Refunding Resolution; and WHEREAS, the District has determined to apply a portion of the proceeds of the Refunding Bonds for the purpose of providing the funds necessary (a) to pay, when due, the interest on the Refunding Bonds to and including August 1, 2017 and (b) to redeem the Refunded Bonds on August 1, 2017 (the Redemption Date ) at a redemption price (the Redemption Price ) equal to 100% of the principal amount of the Refunded Bonds plus accreted interest there on to the Redemption Date; and WHEREAS, the Refunded Bonds are subject to redemption on the Redemption Date and the District has determined to provide for the call for redemption on the Redemption Date of the Refunded Bonds outstanding on the Redemption Date; OHSUSA:

47 NOW THEREFORE, in consideration of the mutual covenants and agreements herein contained, the District and the Escrow Bank agree as follows: Section 1. Definitions. Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed thereto in the Resolution. Section 2. The Escrow Fund. (a) There is hereby established a fund (the Escrow Fund ) to be held as an irrevocably pledged escrow by the Escrow Bank, which the Escrow Bank shall keep separate and apart from all other funds of the District and the Escrow Bank and which shall be applied solely as provided in this Escrow Agreement. The Escrow Fund is established for the purpose of refunding the Refunded Bonds and, for purposes of Section of the California Government Code, shall be deemed to be a fund in the treasury of the District. Pending application as provided in this Escrow Agreement, amounts on deposit in the Escrow Fund are (i) for the benefit of the registered owners of the Refunding Bonds, to pay, when due, the interest on the Refunding Bonds to and including August 1, 2017, and (ii) on and after August 1, 2017 (provided there are sufficient funds on such date to pay the interest due on the Refunding Bonds and to redeem the Refunded Bonds at the Redemption Price), for the benefit of Owners of the Refunded Bonds, to pay on the Redemption Date the Redemption Price of the Refunded Bonds, which amounts shall be held in trust by the Escrow Bank for the Owners of the Refunded Bonds. (b) Upon the issuance of the Refunding Bonds, there shall be deposited in the Escrow Fund $ received from the proceeds of the sale of the Refunding Bonds. (c) Upon the deposit of moneys pursuant to Section 2(b), the moneys on deposit in the Escrow Fund will be at least equal to an amount sufficient to purchase the aggregate principal amount of [direct and general obligations of the United States of America (which may consist of obligations of the Resolution Funding Corporation that constitute interest strips), or obligations that are unconditionally guaranteed as to principal and interest by the United States of America, or prefunded municipal obligations rated in the highest rating category by Moody s or Standard & Poor s] (as further defined in the Resolution, Government Obligations ) set forth in Exhibit B hereto (the Exhibit B Securities ), which principal, together with all interest due or to become due on such Exhibit B Securities, and any uninvested cash held by the Escrow Bank in the Escrow Fund, will be sufficient to make the payments required by Section 4 hereof. Section 3. Use and Investment of Moneys. (a) The Escrow Bank hereby acknowledges deposit of the moneys described in Section 2(b) and agrees to invest $ of such moneys in the Exhibit B Securities upon receipt of certification by a nationally recognized firm of independent certified public accountants that the Exhibit B Securities will mature in such principal amounts and earn interest in such amounts and, in each case, at such times, so that sufficient moneys will be available from maturing principal and interest on the Exhibit B Securities, together with any uninvested moneys then held by the Escrow Bank in the Escrow Fund, to make all payments required by Section 4 hereof. Except as provided in Section 3(b) or Section 3(c), the balance of the moneys described in Section 2 shall be held uninvested in the Escrow Fund. OHSUSA:

48 (b) Upon the written request of the District, but subject to the conditions and limitations herein set forth, the Escrow Bank shall purchase substitute Government Obligations for the Government Obligations then held in an Escrow Fund with the proceeds derived from the sale, transfer, redemption or other disposition of Government Obligations then on deposit in such Escrow Fund and any uninvested money then held by the Escrow Bank hereunder in accordance with the provisions of this Section. Such sale, transfer, redemption or other disposition of Government Obligations then on deposit in such Escrow Fund and substitution of other Government Obligations shall be effected by the Escrow Bank upon the written request of the District but only by a simultaneous transaction and only upon receipt of (i) certification by a nationally recognized firm of independent certified public accountants that the Government Obligations to be substituted, together with the Government Obligations which will continue to be held in such Escrow Fund, will mature in such principal amounts and earn interest in such amounts and, in each case, at such times so that sufficient moneys will be available from maturing principal and interest on such Government Obligations held in such Escrow Fund, together with any uninvested moneys, to make all payments required by Section 4 hereof, which have not previously been made, and (ii) receipt by the Escrow Bank of an opinion of counsel of recognized standing in the field of law relating to municipal bonds to the effect that the sale, transfer, redemption or other disposition and substitution of Government Obligations will not adversely affect the exclusion of interest on the Refunded Bonds or the Refunding Bonds from gross income for purposes of federal income taxation. (c) Upon the written request of the District, but subject to the conditions and limitations herein set forth, the Escrow Bank shall apply any moneys received from the maturing principal of or interest or other investment income on any Government Obligations held in an Escrow Fund, or the proceeds from any sale, transfer, redemption or other disposition of Government Obligations pursuant to Section 3(b) not required for the purposes of said Section (i) to the extent such moneys will not be required at any time for the purpose of making a payment required by Section 4 hereof, as certified by a nationally recognized firm of independent certified public accountants delivered to the Escrow Bank, such moneys shall be transferred to the Riverside County Treasurer for deposit in the District s interest and sinking funds established for the Refunding Bonds upon the written request of the District as received by the Escrow Bank, free and clear of any trust, lien, pledge or assignment securing the Refunded Bonds or otherwise existing hereunder, and (ii) to the extent such moneys will be required for such purpose at a later date, shall, to the extent practicable, be invested or reinvested in Government Obligations maturing at times and in amounts sufficient, as certified by a nationally recognized firm of independent certified public accountants delivered to the Escrow Bank, to make such payment required by Section 4 hereof. Prior to investing or reinvesting such moneys in Government Obligations pursuant to this subsection (c), the Escrow Bank shall receive an opinion of counsel of recognized standing in the field of law relating to municipal bonds to the effect that the investment or reinvestment of such moneys will not adversely affect the exclusion of interest on the Refunded Bonds or the Refunding Bonds from gross income for purposes of federal income taxation. (d) All Government Obligations purchased pursuant to this Escrow Agreement shall be deposited in and held for the credit of the Escrow Fund. Except as provided in this Section 3, no moneys or Government Obligations deposited with the Escrow Bank pursuant to this Escrow Agreement nor principal of, or interest payments or other investment income on, any such OHSUSA:

49 Government Obligations shall be withdrawn or used for any purpose other than, and shall be held in trust for, the payment of the Refunded Bonds as provided by Section 4 hereof. (e) The registered owners of the Refunding Bonds shall have a first and exclusive lien on the moneys and Government Obligations in the Escrow Fund until such moneys and Government Obligations are used and applied to pay interest on the Refunding Bonds to and including August 1, 2017, and on and after August 1, 2017, the Owners of the Refunded Bonds shall have a first and exclusive lien on the moneys and Government Obligations in the Escrow Fund until such moneys and Government Obligations are used to pay the Redemption Price of the Refunded Bonds as provided in this Escrow Agreement. (f) If the Escrow Bank learns that the Department of the Treasury or the Bureau of Public Debt will not, for any reason, accept a subscription of state and local government series securities ( SLGS ) that is to be submitted pursuant to this Escrow Agreement, if any, the Escrow Bank shall promptly request alternative written investment instructions from the District with respect to funds which were to be invested in SLGS. The Escrow Bank shall follow such instructions and, upon the maturity of any such alternative investment, the Escrow Bank shall hold such funds uninvested and without liability for interest until receipt of further written instructions from the District. In the absence of investment instructions from the District, the Escrow Bank shall not be responsible for the investment of such funds or interest thereon. (g) The Escrow Bank shall not be held liable for investment losses resulting from compliance with the provisions of this Escrow Agreement. Section 4. Payment of Refunded Bonds. From the maturing principal of the Government Obligations held in the Escrow Fund and the investment income and other earnings thereon and any uninvested money then held in the Escrow Fund, the Escrow Bank shall (i) on each interest payment date with respect to the Refunding Bonds to and including August 1, 2017, pay the interest on the Refunding Bonds then due and payable in accordance with the terms of the Refunding Resolution, and (ii) on the Redemption Date, pay the Redemption Price of the Refunded Bonds in accordance with the terms of the Resolution and in accordance with the escrow verification report dated, 2017, provided by Causey Demgen & Moore P.C., attached hereto as Exhibit C, or the then applicable escrow verification of the nationally recognized firm of independent certified public accountants (the Escrow Verification Report ). To the extent that the amount on deposit in the Escrow Fund on the Redemption Date is in excess of the amount necessary to make the required payments with respect to the Refunded Bonds, as shown in the Escrow Verification Report, such excess shall be transferred to the Riverside County Treasurer for deposit in the District s interest and sinking funds established for the Refunding Bonds. Section 5. Irrevocable Instructions to Mail Notices. The District hereby irrevocably designates the Refunded Bonds for prior redemption on the Redemption Date as indicated in Section 4 hereof and hereby irrevocably instructs the Paying Agent, to give, in accordance with Section 5(b)(iv) of the Resolution, notice of redemption of the Refunded Bonds. OHSUSA:

50 Section 6. Performance of Duties. The Escrow Bank agrees to perform the duties set forth herein and agrees that the irrevocable instructions to the Escrow Bank herein provided are in a form satisfactory to it. Section 7. Escrow Bank s Authority to Make Investments. The Escrow Bank shall have no power or duty to invest any funds held under this Escrow Agreement except as provided in Section 3 hereof. The Escrow Bank shall have no power or duty to transfer or otherwise dispose of the moneys held hereunder except as provided in this Escrow Agreement. Section 8. Compensation. The District shall from time to time pay or cause to be paid to the Escrow Bank the agreed upon compensation for its services to be rendered hereunder, and reimburse the Escrow Bank for all of its reasonable advances, expenses and charges, including, without limitation, legal fees and expenses, in the exercise and performance of its duties hereunder; provided, however, that under no circumstances shall the Escrow Bank be entitled to any lien whatsoever on any moneys or obligations in the Escrow Fund for the payment of fees and expenses for services rendered or expenses incurred by the Escrow Bank under this Escrow Agreement or otherwise. Section 9. Indemnification. To the extent permitted by law, the District shall indemnify and save the Escrow Bank and its officers, directors, agents and employees harmless against any liabilities, losses, costs, expenses (including, without limitation, legal fees and expenses), suits, judgments and claims which it or they may incur in the exercise and performance of its powers and duties hereunder, and which are not due to its negligence or its willful misconduct. The indemnity contained in this Section shall survive the termination of this Escrow Agreement and the earlier removal or resignation of the Escrow Bank. Section 10. Responsibilities of Escrow Bank. The Escrow Bank and its respective successors, assigns, agents and servants shall not be held to any personal liability whatsoever, in tort, contract, or otherwise, in connection with the execution and delivery of this Escrow Agreement, the establishment of the Escrow Fund, the acceptance of the moneys or any securities deposited therein, the purchase of the securities to be purchased pursuant hereto, the retention of such securities or the proceeds thereof, the sufficiency of the securities or any uninvested moneys held hereunder to accomplish the redemption of the Refunded Bonds, or any payment, transfer or other application of moneys or securities by the Escrow Bank in accordance with the provisions of this Escrow Agreement or by reason of any non-negligent act, nonnegligent omission or non-negligent error of the Escrow Bank made in good faith in the conduct of its duties. The recitals of fact contained in the Whereas clauses herein shall be taken as the statements of the District, and the Escrow Bank assumes no responsibility for the correctness thereof. The Escrow Bank makes no representation as to the sufficiency of the securities to be purchased pursuant hereto and any uninvested moneys to accomplish the redemption of the Refunded Bonds or to the validity of this Escrow Agreement as to the District and, except as otherwise provided herein, the Escrow Bank shall incur no liability in respect thereof. The Escrow Bank shall not be liable in connection with the performance of its duties under this Escrow Agreement except for its own negligence, willful misconduct or default, and the duties and obligations of the Escrow Bank shall be determined by the express provisions of this Escrow Agreement. The Escrow Bank may consult with counsel, who may or may not be counsel to the District, and in reliance upon the written opinion of such counsel shall have full and complete OHSUSA:

51 authorization and protection in respect of any action taken, suffered or omitted by it in good faith in accordance therewith. Whenever the Escrow Bank shall deem it necessary or desirable that a matter be proved or established prior to taking, suffering, or omitting any action under this Escrow Agreement, such matter (except the matters set forth herein as specifically requiring a certificate of a nationally recognized firm of independent certified public accountants or an opinion of counsel of recognized standing in the field of law relating to municipal bonds) may be deemed to be conclusively established by a written certification of the District. No provision of this Escrow Agreement shall require the Escrow Bank to risk or advance its own funds. The Escrow Bank shall be protected in acting upon any notice, resolution, request, consent, order, certificate, report, opinion, bonds or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties. The Escrow Bank may execute any of its powers or duties hereunder through attorneys, agents or receivers and shall not be answerable for the actions of such attorneys, agents or receivers if selected by it with reasonable care. Section 11. Resignation and Removal. The Escrow Bank may resign by giving written notice to the District, and upon receipt of such notice the District shall promptly appoint a successor Escrow Bank. If the District does not appoint a successor Escrow Bank within thirty days of receipt of such notice, the resigning Escrow Bank may petition a court of competent jurisdiction for the appointment of a successor Escrow Bank, which court may thereupon, upon such notice as it shall deem proper, appoint a successor Escrow Bank. Upon acceptance of appointment by a successor Escrow Bank, the resigning Escrow Bank shall transfer all moneys held by it in the Escrow Fund to such successor Escrow Bank and be discharged of any further obligation or responsibility hereunder. The District may remove the Escrow Bank at any time by giving written notice of such removal to the Escrow Bank, and thereupon shall appoint a successor Escrow Bank by an instrument in writing. Upon acceptance of appointment by a successor Escrow Bank, the removed Escrow Bank shall transfer all moneys held by it in the Escrow Fund to such successor Escrow Bank and be discharged of any further obligation or responsibility hereunder. Any successor Escrow Bank appointed under the provisions hereof shall be a trust company or bank having trust powers, having a corporate trust office in California, having a combined capital and surplus of at least $50,000,000, and subject to supervision or examination by federal or state authority. If such bank or trust company publishes a report of condition at least annually, pursuant to law or to the requirements of any supervising or examining authority above referred to, then for the purpose of this paragraph the combined capital and surplus of such bank or trust company shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. Any bank, corporation or association into which the Escrow Bank may be merged or converted or with which it may be consolidated, or any bank, corporation or association resulting from any merger, conversion or consolidation to which the Escrow Bank shall be a party, or any bank, corporation or association succeeding to all or substantially all of the corporate trust business of the Escrow Bank shall be the successor of the Escrow Bank hereunder without the execution or filing of any paper with any parties hereto or any further act on the part of any of OHSUSA:

52 the parties hereto except on the part of any of the parties hereto where an instrument or transfer or assignment is required by law to effect such succession, anything herein to the contrary notwithstanding. Section 12. Amendments. The District and the Escrow Bank may (but only with the consent of the Owners of all of the Refunded Bonds) amend this Escrow Agreement or enter into agreements supplemental to this Escrow Agreement; provided, however, that such amendments and agreements are limited to (a) insertion of unintentionally omitted material, corrections of mistakes or clarifications of ambiguities, (b) pledging of additional legal security for the benefit of the Owners of the Refunded Bonds, or (c) providing for the deposit of additional cash and/or securities in the Escrow Fund. Section 13. Term. This Escrow Agreement shall terminate on the date upon which the Refunded Bonds have been paid in accordance with this Escrow Agreement. Section 14. Severability. If any one or more of the covenants or agreements provided in this Escrow Agreement on the part of the District or the Escrow Bank to be performed should be determined by a court of competent jurisdiction to be contrary to law, such covenants or agreements shall be null and void and shall be deemed separate from the remaining covenants and agreements herein contained and shall in no way affect the validity of the remaining provisions of this Escrow Agreement. Section 15. Counterparts. This Escrow Agreement may be executed in several counterparts, all or any of which shall be regarded for all purposes as an original but all of which shall constitute and be but one and the same instrument. Section 16. Governing Law. This Escrow Agreement shall be construed under the laws of the State of California. DESERT COMMUNITY COLLEGE DISTRICT By: U.S. BANK NATIONAL ASSOCIATION, AS ESCROW BANK AND PRIOR PAYING AGENT By: Authorized Officer [Signature Page Escrow Agreement] OHSUSA:

53 EXHIBIT A REFUNDED BONDS Maturity Date Initial Principal Amount Maturity Value OHSUSA: A-1

54 EXHIBIT B GOVERNMENT OBLIGATIONS Type Maturity Date Par Amount Interest Rate Cost OHSUSA: B-1

55 EXHIBIT C ESCROW VERIFICATION REPORT OHSUSA: C-1

56

57 CONTINUING DISCLOSURE CERTIFICATE THIS CONTINUING DISCLOSURE CERTIFICATE (this Disclosure Certificate ) is executed and delivered by the Desert Community College District (the District ) in connection with the issuance of $ aggregate principal amount of Desert Community College District (Riverside and Imperial Counties, California), General Obligation Refunding Bonds, Series 2017 (Crossover Refunding) (the Bonds ). The Bonds are being issued pursuant to a resolution adopted by the Board of Trustees of the District on March 17, 2017 (the District Resolution ). The District covenants and agrees as follows: Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the District for the benefit of the Holders and Beneficial Owners of the Bonds and in order to assist the Participating Underwriter in complying with Securities and Exchange Commission Rule 15c2-12(b)(5). Section 2. Definitions. In addition to the definitions set forth in the District Resolution, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: Annual Report shall mean any Annual Report provided by the District pursuant to, and as described in, Sections 3 and 4 hereof. Beneficial Owner shall mean any person which has or shares the power, directly or indirectly, to make investment decisions concerning ownership of any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries). Dissemination Agent shall mean Applied Best Practices, LLC, or any successor Dissemination Agent designated in writing by the District and which has filed with the District a written acceptance of such designation. Holder shall mean the person in whose name any Bond shall be registered. Listed Events shall mean any of the events listed in Section 5(a) or (b) hereof. MSRB shall mean the Municipal Securities Rulemaking Board or any other entity designated or authorized by the Securities and Exchange Commission to receive reports pursuant to the Rule. Until otherwise designated by the MSRB or the Securities and Exchange Commission, filings with the MSRB are to be made through the Electronic Municipal Market Access (EMMA) website of the MSRB, currently located at Official Statement shall mean the Official Statement, dated, 2017 (including all exhibits or appendices thereto), relating to the offer and sale of Bonds. Participating Underwriter shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds. OHSUSA:

58 Rule shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. Section 3. Provision of Annual Reports. (a) The District shall, or shall cause the Dissemination Agent to, not later than nine months following the end of the District s fiscal year (which due date shall be March 31 of each year, so long as the fiscal year ends on June 30), commencing with the report for the Fiscal Year (which is due not later than March 31, 2018), provide to the MSRB an Annual Report which is consistent with the requirements of Section 4 hereof. The Annual Report must be submitted in electronic format, accompanied by such identifying information as is prescribed by the MSRB, and may cross-reference other information as provided in Section 4 hereof; provided, however, that the audited financial statements of the District may be submitted separately from the balance of the Annual Report and later than the date required above for the filing of the Annual Report if they are not available by that date. If the District s fiscal year changes, it shall give notice of such change in the same manner as for a Listed Event under Section 5(e) hereof. The Annual Report shall be submitted on a standard form in use by industry participants or other appropriate form and shall identify the Bonds by name and CUSIP number. (b) Not later than 15 business days prior to the date specified in subsection (a), the District shall provide the Annual Report to the Dissemination Agent (if other than the District). If the District is unable to provide to the MSRB an Annual Report by the date required in subsection (a), the District shall, in a timely manner, send or cause to be sent a notice to the MSRB, in substantially the form attached as Exhibit A. (c) The Dissemination Agent shall: (i) (if the Dissemination Agent is other than the District), provide any Annual Report received by it to the MSRB as provided herein; and (ii) (if the Dissemination Agent is other than the District), file a report with the District certifying that the Annual Report has been provided to the MSRB pursuant to this Disclosure Certificate, stating the date it was provided to the MSRB. Section 4. Content of Annual Reports. The District s Annual Report shall contain or include by reference the following: (a) Audited financial statements of the District for the preceding fiscal year, prepared in accordance with the laws of the State of California and including all statements and information prescribed for inclusion therein by the Controller of the State of California. If the District s audited financial statements are not available by the time the Annual Report is required to be provided to the MSRB pursuant to Section 3(a) hereof, the Annual Report shall contain unaudited financial statements in a format similar to the financial statements contained in the final Official Statement, and the audited financial statements shall be provided to the MSRB in the same manner as the Annual Report when they become available. OHSUSA:

59 (b) To the extent not included in the audited financial statements of the District, the Annual Report shall also include the following: (i) Full time equivalent student counts of the District for the last completed fiscal year; (ii) (iii) The adopted budget of the District for the then-current fiscal year. The District s outstanding debt. (iv) Information regarding total assessed valuation of taxable properties within the District, if and to the extent provided to the District by the Counties of Riverside and Imperial (the Counties ). (v) Information regarding twenty taxpayers with the greatest combined ownership of taxable property in the District, if and to the extent provided to the District by the Counties. (vi) If the Counties no longer include the tax levy for payment of the Bonds in its Teeter Plan, the property tax levies, collections, and delinquencies for the District for the most recently completed fiscal year. (c) In addition to any of the information expressly required to be provided under subsections (a) and (b) hereof, the District shall provide such further information, if any, as may be necessary to make the specifically required statements, in light of the circumstances under which they are made, not misleading. Any or all of the items listed above may be set forth in one or a set of documents or may be included by specific reference to other documents, including official statements of debt issues of the District or related public entities, which have been made available to the public on the MSRB s website. The District shall clearly identify each such other document so included by reference. Section 5. Reporting of Significant Events. (a) The District shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds not later than ten business days after the occurrence of the event: (i) (ii) difficulties; (iii) difficulties; (iv) perform; principal and interest payment delinquencies; unscheduled draws on debt service reserves reflecting financial unscheduled draws on credit enhancements reflecting financial substitution of the credit or liquidity providers or their failure to OHSUSA:

60 (v) adverse tax opinions or issuance by the Internal Revenue Service of proposed or final determination of taxability or of a Notice of Proposed Issue (IRS Form 5701 TEB); (vi) (vii) tender offers; defeasances; (viii) rating changes; or (ix) bankruptcy, insolvency, receivership or similar event of the obligated person. For the purposes of the event identified in subparagraph (ix), the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an obligated person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person. (b) The District shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material, not later than ten business days after the occurrence of the event: (i) unless described in paragraph 5(a)(v) hereof, other material notices or determinations by the Internal Revenue Service with respect to the tax status of the Bonds or other material events affecting the tax status of the Bonds; (ii) (iii) (iv) Bonds; (v) modifications to rights of Bond Holders; optional, unscheduled or contingent Bond calls; release, substitution, or sale of property securing repayment of the non-payment related defaults; (vi) the consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms; or OHSUSA:

61 (vii) appointment of a successor or additional paying agent or the change of name of a paying agent. (c) The District shall give, or cause to be given, in a timely manner, notice of a failure to provide the annual financial information on or before the date specified in Section 4 hereof, as provided in Section 4(b) hereof. (d) Whenever the District obtains knowledge of the occurrence of a Listed Event described in Section 5(b) hereof, the District shall determine if such event would be material under applicable federal securities laws. (e) If the District learns of the occurrence of a Listed Event described in Section 5(a) hereof, or determines that knowledge of a Listed Event described in Section 5(b) hereof would be material under applicable federal securities laws, the District shall within ten business days of occurrence file a notice of such occurrence with the MSRB in electronic format, accompanied by such identifying information as is prescribed by the MSRB. Notwithstanding the foregoing, notice of the Listed Event described in subsections (a)(vii) or (b)(iii) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to Holders of affected Bonds pursuant to the District Resolution. Section 6. Termination of Reporting Obligation. The District s obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. If such termination occurs prior to the final maturity of the Bonds, the District shall give notice of such termination in the same manner as for a Listed Event under Section 5(e) hereof. Section 7. Dissemination Agent. The District may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the District pursuant to this Disclosure Certificate. The initial Dissemination Agent shall be Applied Best Practices, LLC. Section 8. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Certificate, the District may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied: (a) if the amendment or waiver relates to the provisions of Section 3(a) hereof, Section 4 hereof, or Section 5(a) or (b) hereof, it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature or status of an obligated person with respect to the Bonds, or the type of business conducted; (b) the undertaking, as amended or taking into account such waiver, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and OHSUSA:

62 (c) the proposed amendment or waiver either (i) is approved by the Holders in the same manner as provided in the District Resolution for amendments to the District Resolution with the consent of Holders, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the Holders or Beneficial Owners of the Bonds. In the event of any amendment or waiver of a provision of this Disclosure Certificate, the District shall describe such amendment in the next Annual Report, and shall include, as applicable, a narrative explanation of the reason for the amendment or waiver and its impact on the type (or in the case of a change of accounting principles, on the presentation) of financial information or operating data being presented by the District. In addition, if the amendment relates to the accounting principles to be followed in preparing financial statements, (i) notice of such change shall be given in the same manner as for a Listed Event under Section 5(e) hereof, and (ii) the Annual Report for the year in which the change is made should present a comparison (in narrative form and also, if feasible, in quantitative form) between the financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. Section 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the District from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the District chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the District shall have no obligation under this Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event. Section 10. Default. In the event of a failure of the District to comply with any provision of this Disclosure Certificate, any Holder or Beneficial Owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the District to comply with its obligations under this Disclosure Certificate; provided, that any such action may be instituted only in Superior Court of the State of California in and for the County of Riverside or in U.S. District Court in or nearest to the County of Riverside. A default under this Disclosure Certificate shall not be deemed an event of default under the District Resolution, and the sole remedy under this Disclosure Certificate in the event of any failure of the District to comply with this Disclosure Certificate shall be an action to compel performance. Section 11. Duties, Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and (if the Dissemination Agent is other than the District), the District agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys fees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent s negligence or willful misconduct. The obligations of the District OHSUSA:

63 under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds. Section 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the District, the Dissemination Agent, the Participating Underwriter and Holders and Beneficial Owners from time to time of the Bonds, and shall create no rights in any other person or entity. Dated:, 2017 DESERT COMMUNITY COLLEGE DISTRICT By: ACCEPTED AND AGREED TO: APPLIED BEST PRACTICES, LLC, as Dissemination Agent By: Authorized Signatory OHSUSA:

64 EXHIBIT A NOTICE TO THE MUNICIPAL SECURITIES RULEMAKING BOARD OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: Name of Issue: DESERT COMMUNITY COLLEGE DISTRICT Desert Community College District (Riverside and Imperial Counties, California), General Obligation Refunding Bonds, Series 2017 (Crossover Refunding) Date of Issuance:, 2017 NOTICE IS HEREBY GIVEN that the District has not provided an Annual Report with respect to the above-named Bonds as required by Section 4 of the Continuing Disclosure Certificate of the District, dated, [The District anticipates that the Annual Report will be filed by.] Dated: DESERT COMMUNITY COLLEGE DISTRICT OHSUSA: A-1

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Resolution No. Date: 12/7/2010

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