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2007-05-23 SID 524 Minutes RECEIVED 07 JUN 15 AM 8: 33 MINUTES OF MEETING OF SANITARY AND CITY CLERK IMPROVEMENT DISTRICT NO. 524 OF OMAHA, NEBRASKA DOUGLAS COUNTY, NEBRASKA A meeting of the Board of Trustees of Sanitary and Improvement District No. 524 of Douglas County, Nebraska, was convened in open and public session at 11:00 a.m. on May 23, 2007, at 2120 South 72' Street, Suite 1200, Omaha, Nebraska. Present were: Trustees Joseph F. Carter, Terrance L. Fangman, Jr., John Mountjoy, Arnold Schlesinger and D. Gregory Scott. Also present was Attorney Robert J. Huck. Notice of the meeting was given in advance thereof by publication in The Daily Record, Omaha, Nebraska, on May 17, 2007, a copy of the Proof of Publication being attached to these minutes. Notice of this meeting was sent to the Omaha City Clerk, 1819 Farnam Street, Omaha, Nebraska, not less than seven (7) days prior to the date of this meeting. Notice of this meeting was simultaneously given to all members of the Board of Trustees, and a copy of their Acknowledgment of Receipt of Notice is attached to these minutes. Availability_of the agenda was communicated in the published notice and in the notice to the Trustees of this meeting. All proceedings of the Board were taken while the convened meeting was open to the attendance of the public. The undersigned Clerk hereby certifies that these minutes were written and available for public inspection within ten (10)working days after the date of said meeting. After calling the meeting to order and completion of roll call, the Chairman publicly stated to all in attendance that a current copy of the Nebraska Open Meetings Act was available for review and indicated the location of such copy in the room where the meeting - was being held. The Board then turned its attention to Agenda Item No. 3, Change Order No. 1 for Traffic Signal Improvements, Section I. Attorney Huck presented from the District's Engineer copies of Change Order No. 1 to the District's contract with OK Electric Company for Traffic Signal Improvements - Section I. Change Order No. 1 increases the contract price by $14,886.90. Following discussion, the following resolution was duly moved and seconded, to-wit: BE IT RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 524 of Douglas County, Nebraska, that the Chairman of the District is hereby authorized and directed to execute Change Order No. 1 to the District's contract with OK Electric Company for Traffic Signal Improvements, Section I on behalf of the District. Minutes of Meeting of Board of Trustees May 23, 2007 SID No. 524 of Douglas County, Nebraska Page 2 FURTHER RESOLVED, that a copy of said Change Order No. 1 be made a part of the records of the District by attaching same to these minutes. On roll call on said resolution, the following Trustees voted aye: Joseph F. Carter, Terrance L. Fangman,Jr.,John Mountjoy,Arnold Schlesinger and D. Gregory Scott;voting nay thereon were the following Trustees: None. The Chairman then declared said resolution to be duly carried and adopted. With respect to Agenda Item No. 4, the Chairman reported that stamped plan approvals had been received from the City of Omaha Public Works Department for the following projects: Paving, Storm & Sanitary Sewer System - Section I; Traffic Signals - Section I; Culvert Improvements - 2006; and Sanitary Sewer Interceptor- Section I. The Chairman noted that the Board had adopted a resolution of necessity for these projects on January 26, 2007. The Clerk was directed to attach said approvals to the minutes for reference. With reference to Agenda Item No. 5, Mr. Huck noted that through inadvertence and mistake, Warrant Nos. 97 and 98 were issued to L.G. Roloff Construction on April 16, 2007, in the amount of $10,000.00 and $8,775.80, respectively, but should have been issued to OK Electric. He stated that it would be appropriate to cancel Construction Fund Warrant Nos. 97 and 98 at this time. Thereupon, the following resolution was moved and seconded, to-wit: RESOLVED, that Construction Fund Warrant No_. 97 in the amount of$10,000.00 and Construction Fund Warrant No. 98 in the amount of $8,775.80, both of which were dated April 16, 2007, payable to L.G. Roloff Construction, be and hereby are canceled for the reason that same were issued to L.G. Roloff Construction in error. BE IT FURTHER RESOLVED, that a certified copy of this resolution be filed with the Treasurer of Douglas County, Nebraska. On roll call on said resolution, the following Trustees voted aye: Joseph F. Carter, Terrance L. Fangman,Jr.,John Mountjoy,Arnold Schlesinger and D. Gregory Scott;voting nay thereon were the following Trustees: None. The Chairman then declared said resolution to be duly carried and adopted. The Chairman then directed the Board's attention to Agenda Item No. 6, Payment of Bills of the District, and presented for the Board's consideration the following bills, ' r Minutes of Meeting of Board of Trustees May 23, 2007 SID No. 524 of Douglas County, Nebraska Page 3 statements and invoices. After thorough review of same and discussion thereon, the following resolutions were duly moved and seconded, to-wit: RESOLVED, by the Board of Trustees of Sanitary and Improvement District No. 524 of Douglas County, Nebraska, that the Chairman and Clerk be and they hereby are authorized and directed to execute and deliver Warrants • Nos. 113 through 137, inclusive, of the District, dated the date of this meeting, to the following payees and in the following amounts, said Warrants Nos. 113 and 114 to be drawn on the General Fund account of the District and to bear interest at the rate of seven percent(7%) per annum, and said Warrant Nos. 115 through 137, inclusive, to be drawn on the Construction Fund account of the District and to bear interest at the rate of seven percent (7%) per annum (interest to be payable on August 1st of each year, as to the Construction Fund Warrants only), and to be redeemed no later than the dates noted below, subject to extension of said maturity date, (for Construction Fund Warrants only), by order of the District Court of Douglas County, Nebraska, after notice is given as required by law, to- wit: GENERAL FUND (Due May 23, 2010) 1. Warrant No. 113 in the sum of $572.15 payable to Croker, Huck, Kasher, DeWitt, Anderson & Gonderinger, L.L.C. in payment of statement dated 5/23/07 for legal fees and costs, Account No. 484-000. 2. Warrant No. 114 in the sum of$28.61 payable to Kuehl Capital Corporation in payment of placement fee for Warrant No. 113. CONSTRUCTION FUND (Due May 23, 2012) 3. Warrant No. 115 in the sum of $4,409.50 payable to Thiele Geotech, Inc. in payment of Invoice Nos. 21384, 21242 , 21114, 21607, 21385 and 21608 re Culvert Improvements - 2006. Minutes of Meeting of Board of Trustees May 23, 2007 SID No. 524 of Douglas County, Nebraska Page 4 4. Warrant Nos. 116 through 129, inclusive, in the sum of $10,000.00 each and Warrant No. 130 in the sum of $6,729.10 (total $146,729.10) payable to M.E. Collins Contracting Co., Inc. in payment of Pay Estimate No. 2 dated 5/8/07 for Culvert Improvements - 2006. 5. Warrant No. 131 and 132 in the sum of $10,000.00 each and Warrant No. 133 in the sum of $1,653.77 (total $21,653.77) payable to E&A Consulting Group, Inc. in payment of Invoice No. 16682 dated 4/30/07 for engineering services related to Paving, Storm & Sanitary Sewer System - Section I and Culvert Improvements - 2006 and Invoice No. 16683 dated 4/30/07 re Culvert Improvements - 2006. 6. Warrant No. 134 in the sum of $8,646.88 payable_to Croker, Huck, Kasher, DeWitt, Anderson & Gonderinger, L.L.C. in payment of statement dated 5/23/07 for legal fees and costs, Account No. 484-001. 7. Warrant No. 135 in the sum of$10,000.00 and Warrant No. 136 in the sum of $8,775.80 (total $18,775.80) payable to OK Electric, Inc. in payment of Pay Estimate No. 1 dated 4/13/07 for Traffic Signal Improvements - _ — Section I. - 8. Warrant No. 137 in the sum of $9,071.96 payable to Kuehl Capital Corporation in payment of placement fee for Warrant Nos. 115 through 134, inclusive. (Warrant Nos. 135 and 136 are replacement warrants for cancelled Warrant Nos. 97 and 98 and the placement fee was previously paid). FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 524 of Douglas County, Nebraska, that both they and the district hereby find and determine and covenant, warrant and agree as follows: the improvements and/or facilities being financed or refinanced by the above Warrants are for essential governmental functions and are designed to serve members of the general public on an equal basis; all said improvements have from the time of their first acquisition and construction been owned, are owned and are to be owned by the District or another political Minutes of Meeting of Board of Trustees May 23, 2007 SID No. 524 of Douglas County, Nebraska Page 5 subdivision; to the extent special assessments have been or are to be levied for any of said improvements, such special assessments have been or are to be levied under Nebraska law as a matter of general application to all property specially benefited by said improvements in the District; the development of the land in the District is for residential or commercial use and the development of the land in the District for sale and occupation by the general public has proceeded and is proceeding with reasonable speed; other than any incidental use of said improvements by a developer during the initial period of development of said improvements, there have been, are and will be no persons with rights to use such improvements other than as members of the general public; none of the proceeds of said Bonds or any refinanced indebtedness have been or will be loaned to any private person or entity; the District hereby authorizes and directs the Chairperson or Clerk to file or cause to be filed, when due, an information reporting form pursuant to Section 149(e) of the Internal Revenue Code of 1986, as amended, pertaining to the above Warrants; and the District does not reasonably expect to sell or otherwise dispose of-said improvements and/or facilities, in whole or in part, prior to the last maturity of the above Warrants. BE IT FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 524 of Douglas County, Nebraska, that the District hereby covenants, warrants and agrees as follows: (a) to take all actions necessary under current federal law to maintain the tax exempt status (as to taxpayers generally)of interest on the above Warrants;and(b) to the extent that it may lawfully do so, the District hereby designates the above Warrants as its "qualified tax exempt obligations" under Section 265(b)(3)(B)(i)(III) of the Internal Revenue Code of 1986, as amended, and covenants and warrants that the District does not reasonably expect to issue warrants or bonds or other obligations aggregating in the principal amount of more than $5,000,000 during the calendar year in which the above Warrants are to be issued. BE IT FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 524 of Douglas County, Nebraska that this and the preceding Resolutions are hereby adopted as the Certificate with Respect to Arbitrage of the Minutes of Meeting of Board of Trustees May 23, 2007 SID No. 524 of Douglas County, Nebraska Page 6 District pertaining to the above Warrants and the District and the Chairman and Clerk of the District hereby further certify, as of the date of the registration of the above Warrants with the County Treasurer of Douglas County, Nebraska, as follows: I. No separate reserve or replacement fund has been or will be established with respect to the above Warrants. The District reasonably anticipates that monies in its Bond Fund reasonably attributable to the above Warrants in excess of the lesser of: (a) 10% of the net principal proceeds of the above Warrants, (b) the maximum annual debt service due on the above Warrants, or (c) 125% of average annual debt service due on the above Warrants will be expended for payment of principal of and interest on the above Warrants within 13 months after receipt of such monies. That amount which is currently held in the District's Bond Fund which exceeds the amount which is to be expended for payment of principal and interest on the above Warrants within 13 months after receipt of such monies, plus that amount arrived at pursuant to the immediately preceding sentence, will not be invested in any securities or any other investment obligations which bear a yield, as computed in accordance with the actuarial method, in excess of the yield on the above warrants. - 2. To the best of their knowledge, information and _ = belief, the above expectations are reasonable. 3. The District has not been notified of any listing of it by the Internal Revenue Service as an issuer that may not certify its bonds. 4. This Certificate is being passed, executed and delivered pursuant to Section 1.148-2 (b)(2)of the Income Tax Regulations under the Internal Revenue Code of 1986, as amended. On roll call on said resolutions, the following Trustees voted aye: Joseph F. Carter, Terrance L. Fangman, Jr.,John Mountjoy,Arnold Schlesinger and D. Gregory Scott;voting nay thereon were the following Trustees: None. The Chairman then declared said resolutions to be duly carried and adopted. L Minutes of Meeting of Board of Trustees May 23, 2007 SID No. 524 of Douglas County, Nebraska Page 7 There being no further business, a motion for adjournment was duly moved, seconded and unanimously carried. ,� 7 _,,.► se h F. 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