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HomeMy WebLinkAboutRes1965-458 \' RESOLU'tION . NO. l,.?8 ACCEPT ANCE OF THE OFFER WHEREAS, there has been filed with the Government in behalf of ~18* (See Below) (herein called the Applicant) an application, Project Number ) dated April 15. 1965, for Federal assistance under the Public Facility Loans Program, Public Law ,84th Congress, as amended: and the UNITED STATES OF AMERICA, acting by and through the COmmUni% Facilities Commissioner, has transmitted to the Applicant for acceptance an Offer dated Jul y 23, ] 9 5 of Federal assistance in connection with the Project referred to in said application and described in said Offer; and WHEREAS, said Offer has been fully considered in accordance with all pertinent rules of procedure and legal requirements, and made a part of the Applicant's public records; and WHEREAS, it is deemed advisable and in the public interest that said Offer be accepted; NOW, THEREFORE, be it Resolved by THE cm OF SEWARD, ALASKA (Name of applicant) that the said Offer, a true and correct copy of which, including the Special Conditions, BondSpecifications and the Terms and Conditions, is hereto attached, be and the same hereby is accepted without reservation or qualification. Passed by the aforementioned governing body of the Applicant on the 4th August. 1965 , day of Date AUgust 9. 1965 (Signed) Title: Fred J. Waltz City Manager Perry R. Stockton M.<lY(')T' Approved as a Valid Acceptance of the above-mentioned Offer And :'11r2 ~. c:.-L 'Z 2dd4 Title: City Clerk-Treasurer Address: Housing and Home Finance Agency, Community Facilities Administration FHLBB-W..h1naton, D. C. For~ CFA-722 \7-60) Repeated tor clarity: *PFL-Alaska-18 (APW-Alaska-26GL) r RECORDING OFFICER'S CERTIFICATE of the I, the undersigned, the duly qualified and acting City Clerk-Treasurer City of Seward A;Laska City and the keeper of the journal of proceedings of the said Council (herein called the "Governing Body"), do hereby certify: I. That the attached Resolution (herein called the "Acceptance"), is a true and correct copy of a resolution as finally adopted at a meeting of the Govern i ng Body he! d on the 4- th day of Augus t 19~, and duly recorded in my office; 2. That said meeting was duly convened and held in all respects in accordance with law and to the extent required by law due and proper notice of such meeting was given; and a legal quorum was present throughout the meeting, a legally sufficient number of members of the Governing Body voted In the proper manner and for the adoption of said Acceptance; that all other require- ments and proceedings Incident to the proper adoption or passage of said resolution have been duly fulfilled, carried out, and otherwise observed; and that I am authorized to execute this Certificate. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official sea I of The City of Seward Alaska this 9th day of August , 1965 . BY~-eZ c-~ ~L-C~~ Title City Clerk-Treasurer (SEAL) HOUSING AND HOME FINANCE AGENCY COMMUNITY FACILITIES ADMINISTRATION PUBLIC FACILITIES LOANS PROGRAM Project No. PFL-Alaska-18 Offer Date: July 23, 1965 Contract No. H-602-2345 OFFER Subject to the Tenns and Conditions, Fonn CFA-720, dated 7-62 and Supplement One, Fonn CFA-720-I, dated 6-64, attached hereto as Exhibit "Au, the Special Conditions attached hereto and made a part hereof as Exhibit "B", and the Bond SpecIfications attached hereto and made a part hereof as Exh I bit "C", the Hous I ng and Home Finance Agency, hereinafter referred to as the Government, hereby offers to make a loan of not to exceed $135,000 to CITY OF SEWARD, ALASKA (hereIn called the "Borrower"), In order to aid In financing the construction of essential public works or facilities presently estimated to cost $266.800, consisting of storm draloage, curbs, gutters, sidewalks and street paving (herein called the "Project"): Provided, however, that the loan payable hereunder l~ no event shall exceed, In the aggregate. the actual cost of the Project upon completIon as determined by the Government. The loan herein provided for shall be made by purchase from the Borrower, at the prinCipal amount thereof plus accrued Interest thereon, of Its General Obligation Street Improvement Bonds of 1965 In the aggregate principal amount of $135,000, and bearIng Interest at the rate of three and three-quarters per centum (3-3/~) per annum, of such descrIption and secured In such manner and containing such provisions as shall be satisfactory both to the Government and to the Borrower, but generally In confonnlty with the Bond Specifications attached hereto. By acceptance hereof the Borrower agrees to offer Its aforesaid obligations for public sale. The Government will submit Its bid for the Bonds and such bid will be for all of the Bonds at their par value, plus accrued Interest, at the rate of three and three-quarters per centum (3-3/~) per annum on all or anyone or more of the above blocks of Bonds. In the event any other bidder or bidders offer to purchase all of the Bonds at an Interest cost of not more than three and three- quarters per centum (3-3/4%) per annum, or any portion of the Bonds In blocks as specified at an Interest cost of not more than three and three-quarters per centum (3-3/~) per annum, the Bonds or any such portion thereof will not be purchased by the Government. In the event of a sale of all of the Bonds to a purchaser or purchasers other than the Government. this Agreement shall tennfnate except with respect to Obligations hereunder between the Borrower and the Government as of the date of such sale of the Bonds. In the event any of the Bonds are awarded to the Government, It Is agreed that the obligations hereunder shall continue In the Same manner as If all the Bonds were sold to the Government. In the event no bid Is received from a bidder or bidders other than the Government within the terms herein specified, all the Bonds will be purchased by the Government. By acceptance hereof, the Borrower agrees to reimburse the Government In the Sum of $2,800, from the first funds obtained by the Borrower for construction of the Project for the Government's field expense. Upon acceptance, this Offer, together with the Tenns and Conditions, the SpecIal Conditions and the Bond Specifications referred to. shall become the "Loan Agreement." this Offer must be accepted within sixty (60) days frcm the above date. Housing and Home Finance Agency Community FacilitIes Administration J t77 tf' M. Perry s Acting DJr tor for Northwest Operations ~ ~ CFA-720 (7-62) HOUSING AND HOME FINANCE AGENCY COMMUNITY FACILITIES ADMINISTRATION TERMS AND CONDITIONS Constituting Part of the Loan Agreement Providing for the Financing and Construction of Public Works or Facilities Under Title II of the Housing Amendments of 1955 (Public Law 345, 84th CongresEl, as Amended) Section 1. Definitions. As used in these Terms and Conditions: "Government" means the United States of America or the Housing and Home Finance Agency. "Project" means the Public Works or Facilities covered by the Loan Agreement. "Loan Agreement" means the contract between the Government and the Borrower covering the Project and includes both these Terms and Conditions and other contract instruments. "Borrower" means the public entity designated in the Loan Agree- ment. "Bonds" mean the obligations which the Government has agreed to purchase under the Loan Agreement. "Project Costs" means the cost of construction work for the Proj- ect, cost of necessary architectural/engineering services, legal, administrative and clerical costs, cost of land acquisition, necessary travel expenses, costs imposed by the Government to reimburse it for its field expenses, interest during construction, and other neces sary miscellaneous expenses, all as de- termined by the Government. . 'Depository Bank" means a bank or trust company which is a mem- ber of the Federal Deposit Insurance Corporation. Section Z. Prerequisites to Government's Obligations. The Government shall be under no obligation to advance funds or to purchase any Bonds under the Loan Agreement if: (a) Representations. JuJ.y representation made by the Borrower to the Government in connection with the application or loan, shall be in- correct or incomplete in any material respect, or the Government determines that the Borrower has failed to proceed promptly with Project financing or construction; (b) Financial Condition. The financial conclition of the Borrower shall have changed unfavorably in a material degree from its conclition as theretofore represented to the Government; (c) Concurrence by Government. The Borrower, having submitted to the Government the documents mentioned in Section 13 hereof, shall have proceeded without having been advised by the Government that the same are satisfactory; it being the purpose of this provision to in- sure that no action will be taken in the development of the Project I Previous Editions Obsolete I r which would result in legal or contractual violation rendering it im- possible for the Government to make the loan hereunder or for the parties to accomplish the objects of the Loan Agreementj (d) Prohibited Interests. If any official of the Borrower who is authorized in such capacity and on behalf of the Borrower to negotiate, make, accept or approve, or to take any part in negotiating, making, accept- ing, or approving any architectural, engineering, inspection, con- struction, materials, supply, or equipment contract or any subcontract in connection with the construction of the Project, shall become directly or indirectly interested personally in any such contract or subcontract, or if any official, employee, architect, attorney, engineer or inspector of or for the Borrower who is authorized in such capacity and on behalf of the Borrower to exercise any legislative, executive, supervisory or other functions in connection with the construction of the Project, shall become directly or indirectly interested per- sonally in any construction, materials, supply, equipment or insurance contract, in any subcontract or any other contract pertaining to the Project. Section 3. Purchase of Bonds. The Borrower shall initiate and prosecute to com- hpletion all proceedings necessary to the authorization, issuance, and sale of the r "Bonds and to the security thereof. When the said proceedings have been completed to the point of but not including the delivery of the Bonds to the Government, the Borrower may file a requisition requesting the Government to purchase the Bonds. .The requisition shall be supported by such data as the Government shall require to determine whether the Government is obligated under the provisions of the , applicable Loan Agreement to honor such requisition. If the Government is so ob- ligated, it will purchase the Bonds covered by such requisition, within the limitations, however, specified in the Loan Agreement. Section 4. Legal Matters. The Borrower shall furnish the Government a transcript of proceedings for the authorization, issuance, sale and security of the Bonds evidencing that the Bonds, when delivered and paid for, will constitute binding and legal obligations, payable and secured in accordance with their tenor, and that all proceedings for the financing and the acquisition, construction and development of the Project preliminary to the delivery of the Bonds to the Government have been had and adopted in due time, form, and manner as required by law. Section 5. Security. The Borrower shall include in the proceedings for the authori- zation, issuance, sale and security of the Bonds, provisions for the payment of the principal of and interest on the Bonds and for the security thereof of the nature required to assure such payment and to safeguard the loan hereunder, including, in case the Bonds are payable in whole or in part from any special sources of revenues, provisions designed to assure the production of such revenues and the application thereof to the extent required for the payment and security of the Bonds and interest thereon, including the maintenance of reasonable reserves. Section 6. Opinion of Bond Counsel. Simultaneously with the delivery of any of the Bonds to the Government, the Borrower shall furnish to the Government the ap- proving opinion of bond counsel who shall be satisfactory to the Government, and covering generally all of the Bonds and, specifically and unqualifiedly, the Bonds then being delivered to the Government. - z - r- Section 7. Construction Financing. The Borrower shall make every effort to ob- tain interim financing from private sources. Prior to entering into formal agree- ments for such financing, the Borrower shall furnish the Government with (1) a satisfactory preliminary opinion of bond counsel; (2) evidence of its ability to finance on reasonable terms the cost of the Project up to the time the Bonds are ready for delivery; and (3) evidence of the receipt of firm bids establishing that the Project can be constructed within the approved estimated cost thereof. In the event any loan under temporary financing shall become due prior to the time when the Bonds are ready for delivery, the Borrower may apply to and, provided that the Borrower is in compliance with the Terms and Conditions of this Loan Agree- ment, receive from the Government an advance against the Bonds in an amount sufficient to liquidate such temporary loan. Should the Borrower be able to demonstrate to the Government's satisfaction that interim financing on reasonable terms is not available, the Government will con- sider requests for advances in anticipation of the issuance of the Bonds. Requisi- tions for construction advances shall be accompanied by such supporting data as the Government may require. The Government will honor such requisitions in amounts and at times deemed by it to be proper. Any funds made available to the Borrower by the Government pursuant to this Sec- tion shall be repaid in full from the first proceeds derived from the sale of the Bonds, and shall bear interestatthe rate specified for the Bonds in the Loan Agree- ment from the date made available to the date of repayment. Section 8. Prerequisites to Loan Disbursements. Prior to the Government dis- bursing any portion of the loan proceeds, the Borrower shall present satisfactory evidence that: (a) It has obtained, or can obtain, all land, rights-of-way, easements, permits, franchises, Federal, State, County, and Municipal approvals required in connection with the construction and operation of the Project, including approval of the final plans and specifications by the appr opriate State authoritie s; (b) It has adopted a Bond Ordinance or Resolution, satisfactory in form and substance to the Government, and has obtained a preliminary approving opinion of bond counsel; ,~ V~/ (c) It has adopted an Ordinance or Resolution, satisfactory in form and substance to the Government, levying taxes or assessments, or establishing rates, charges, rules, and regulations relating to the services to be rendered by the Project, including provision for no free service; (d) It has deposited in the Construction Account such funds in addition I to the loan proceeds as are necessary to construct the Project, and .. that the Project can be completed at a total cost satisfactory to the Government and within the amount of funds available therefor. ~~ Section 9. Construction Account. The Borrower shall set up in a Depository Bank, or with the fiscal agency of the Borrower fixed by law, a separate account or ac- counts (herein collectively called the "Construction Account") into which shall be deposited any temporary loans, Government advances, and proceeds from the sale - 3 - r of the Bonds (except accrued interest payments) and the additional funds, if any, required by the provisions of the Loan Agreement to be furnished by the Borrower in order to assure the payment of all Project Costs. Moneys in the Construction Account shall be expended only for such purposes as shall have been previously specified in the project cost estimates approved by the Government. Moneys in the Construction Account shall be secured by the Depository Bank in the manner prescribed by statutes relating to the securing of public funds. Where the moneys on deposit in the Construction Account exceed the estimated disbursements on account of the Project for the next 90 days, the Borrower may direct the De- pository Bank to invest such excess funds in direct obligations of, or obligations the principal of and interest on which are guaranteed by, the United States Govern- ment, which shall mature not later than 18 months after the date of such investment and which shall be subject to redemption at any time by the holder thereof. The earnings from any such investments shall be deposited in the Construction Account by the Borrower. Any moneys remaining in the Construction Account after all costs of the Project have been paid shall be promptly used to the extent possible for the redemption of Bonds, and any residue shall be deposited in the account established for the payment of the principal and interest of the Bonds. Section 10. Payment of Costs--Additional Funds. The Borrower shall pay all Project Costs and furnish from sources other than the proceeds of the loan, and from sources and in a manner which will not jeopardize the security of the Bonds, the additional funds, if any, which will be sufficient to finance the total Project Costs. Section 11. Prompt Procedure--Economic Construction. The Borrower covenants and agrees that it will proceed promptly withall matters necessary to the financing and the development of the Project; and that the Project will be undertaken and developed in such mamler that economy will be promoted in such development and in the construction work. Section 12. Approvals and Permits. The Borrower shall obtain approvals and per- mits required by law as a condition precedent to the acquisition, construction, development, and operation of the Project. Section 13. Submission of Proceedings, Contract and Other Documents. The Borrower shall submit to the Government such data, reports, records and docu- ments relating to the financing, construction, and operation of the Project and financial condition of the Borrower as the Government may require. Approval of the Government must be obtained prior to the assignment of any interest in or part of any contract relating to the Project. Section 14. Construction by Contract. All work on the Project shall be done Jo1I1der contract and every opportunity shall be given for free, open and competitive bidding for each and every construction, material, and equipment contract. The Borrower shall give such publicity by advertisement or calls for bids by it for the furnishing to it of work, labor, materials, and equipment as required by applicable law and as will provide adequate competition; and the award of each contract therefor shall be made, after approval by the Government to the lowest responsible bidder as soon as practicable; Provided, that in the selection of equipment or materials the Bor- rower may, in the interest of standardization or ultimate economy, if the advantage of such standardization or such ultimate economy is clearly evident, award a - 4 - r~ contract to a responsible bidder other than the lowest in price. The Borrower shall obtain the concurrence of the Government before approving subcontracts relating to the Project. Section 15. Changes in Construction Contract. Any change in a construction con- tract shall be submitted to the Government for approval. Construction contracts shall include a provision specifying that the above requirement will be met. Section 16. Contract Security. The Borrower shall require that each construction contractor shall furnish a performance bond in anamount at least equal to 100 per- cent of his contract price as security for the faithful performance of his contract and also a payment bond in an amount not less than 50 percent of his contract price or in a penal sum not less than that prescribed by State, territorial, or local law, as security for the payment of all persons performing labor on the Project under his contract and furnishing materials in connection with his contract. The per- formance bond and the payment bond may be in one or in separate instruments in accordance with local law. / ~ Jj Section 17. Insurance During Construction. The Borrower shall require that each of its construction contractors and his subcontractors shall maintain during the life of his contract Workmen's Compensation Insurance and Public Liability and Prop- erty Damage Insurance in amounts and on terms satisfactory to the Government. The Borrower shall maintain or require that each of its construction contractors shall maintain during the life of his contract Builder's Risk Insurance in amounts and on terms satisfactory to the Government. Section 18. Wage Rates. The Borrower shall require all of its contractors engaged in work on the Project to comply with any applicable State law governing the pay- ment of minimum rates of pay to workmen, including apprentices, employed on the Project. In the absence of any such State law, the Borrower shall compile, and submit to the Government for its approval, a list of prevailing rates of pay for all laborers and mechanics to be employed on the construction of the Project (which list shall be based upon the wage rates prevailing for the same classes of laborers and mechanics employed in construction activities, similar in character to the Project in the area in which the Project is to be constructed). Upon obtaining the Government's approval 'of any such proposed minimum wage rates, the Bor- rower will include such list in all contracts calling for work on the Project and require adherence thereto. The Borrower shall also require of its contractors that all such lists shall be posted at appropriate conspicuous points on the site of the Project. Unless otherwise required by law, wage rates need not be listed for non-manual workers, including executive, supervisory, administrative and clerical employees. Section 19. Payment of Employees. The Borrower shall require of its contractors that all employees engaged in work on the Project be paid in full (less deductions made mandatory by law) not less often than once each week. Section 20. Wage Underpayments and Adjustments. The Borrower shall require of each of its contractors that, in cases of underpayment of wages by the contractor, the Borrower may withhold from such contractor out of payments due, an amount sufficient to pay workers employed on the work covered by his contract the differ- ence between the wages required to be paid under the contract and the wages actually paid such workers for the total number of hours worked and may disburse such amounts so withheld by it for and on account of the contractor to the respective employees to whom they are due. - 5 - r Section Zl. Anti-KickbackStatute. The so-called Anti-Kickback Statute, Public Law No. 3Z4, 73rd Congress, approved June 13, 1934 (48 Stat. 1948 as amended), and the regulations issued pursuant thereto, are a part of the Loan Agreement, and the Borrower shall comply, and require each of its contractors employed in the construction, prosecution, or completion of the Project to comply therewith, and to cause his subcontractors to do likewise. Section ZZ. Accident Prevention. The Borrower shall require of its contractors that precaution shall be exercised at all times for the protection of persons (including employees) and property, and that hazardous conditions be guarded against or eliminated. Section Z3. Supervision and Inspection. The Borrower shall provide and maintain on its own behalf competent and adequate architectural or engineering services covering the supervision and inspection of the development and construction of the Project. Section Z4. Nondiscrimination. The Borrower shall require that there shall be no discrimination against any employee who is employed in carrying out the Project, \ or against any applicant for such employment, because of race, religion, color or I "\ national origin. This provision shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment adver- ~ tising; layoff or termination; rates of payor other forms of compensation; and .~ selection for training, including apprenticeship. The Borrower shall insert the ~ foregoing provision of this Section in all its contracts for Project work and will .prequire all of its contractors for such work to insert a similar provision in all sub- contracts for Project work; Provided, that the foregoing provision of this Section shall not apply to congacts or subcontracts for standard commercial supplies or raw materials. The Borrower shall post at the Project, in conspicuous places available for employees and applicants for employment, notices to be provided by the Government setting forth the provisions of this nondiscrimination clause. Section Z5. Payments to Contractors. Not later than the fifteenth day of each calendar month the Borrower shall make a partial payment to each construction contractor on the basis of a duly certified and approved estimate of the work per- formed during the preceding calendar month by the particular contractor, but shall retain until final completion and acceptance of all work covered by the particular contract a reasonable amount, specified in the contract, sufficient to insure the proper performance of the contract. Section Z6. Audit and Inspection. The Borrower shall require ofits contractors that the Government's authorized representatives be permitted, and it will itself permit them to inspect all work, materials, payrolls, records of personnel, invoices of materials and other relevant data and records appertaining to the development of the Project; and shall permit the Government's authorized representatives to audit the books, records, and accounts of the Borrower appertaining to the loan and the development of the Project. Section Z7. Government Field Expense. The Government will bill the Borrower for payment of the fee specified in the Loan Agreement to cover audit and inspec- tion costs and payment will be due from the first funds deposited in the Construc- tion Account. In the event of termination of the Loan Agreement through the sale of all of the Bonds to private purchasers, the Borrower shall be entitled to a refund of all or a proportionate part of the fee. The refund shall be in such an amount as the Government determines to be equitable under the circumstances. - 6 - F-~ ,/ Section 28. Signs. The Borrower shall cause to be erected at the site of the Proj- ect, and maintained during construction, signs satisfactory to the Government identifying the Project and indicating the fact that the Government is participating in the development of the Project. Section 29. Retention of Title. So long as the Government holds any of the Bonds, the Borrower shall not dispose of its title to the Project or to any useful part thereof, including any facility necessary to the operation and use of the Project and the lands and interests in lands comprising the site of the Project. Section 30. Insurance on Completed Project (a) Fire and Extended CoveraRe. If the Project (or other facilities the revenues of which are pledged) includes structures above ground level, upon acceptance of the Project from the contractor, the Borrower shall, if such insurance is not already in force, procure Fire and Extended Coverage Insurance on the insurable portions of the Project, and upon receipt of funds acquired pursuant to the Loan Agreement, the Borrower shall, if such in- surance is not already in force, procure Fire and Extended Coverage Insur- ance on the insurable portion of any other of its facilities, the revenues of which are pledged to the security ofthe loan hereunder. The foregoing Fire and Extended Coverage Insurance shall be maintained so long as any of the Bonds are outstanding and shall be in amounts sufficient to provide for not less than full recovery whenever a loss from perils insured against does not exceed 80 per centum (800/0) of the full insurable value of the damaged facility. In the event of any facilities, the Borrower insurance proceeds for destroyed portion thereof. damage to or destruction of any of said facility or shall promptly arrange for the application of the the repair or reconstruction of the damaged or Where a Trustee is to be or has been designated in connection with the bond issue, each such insurance policy shall be acceptable to the Trustee and shall contain a clause making all losses payable to the Trustee as its interest may appear. (b) Liability Insurance on Facilities. Upon receipt of any funds acquired pursuant to the Loan Agreement, the Borrower shall, if such insurance is not already in force, procure and maintain, so long as any of the Bonds are outstanding, Public Liability Insurance relating to the operation of the Project facilities with limits of not less than $100,000 for one person and $300,000 for more than one person involved in one accident to protect the Borrower from claims for bodily injury and/or death; and not less than $50,000, in the case of gas distribution facilities, and not less than $10,000 in the case of other types of facilities, from claims for damage to property of others which may arise from the Borrower's operations of the Project or any other fa- cilities the revenues of which are pledged. (c) Vehicle Liability Insurance. If the Dorrower ,owns or operates a vehicle in the operation of the Project, upon receipt of any funds acquired pursuant to the Loan Agreement, the Borrower shall, if such insurance is not already in force, procure and maintain, so long as any of the Bonds are outstanding, Vehicular Public Liability Insurance with limite of not less than $100,000 for one person and $300,000 for more than one person involved in - 7 - r one accident to protect the Borrower from claims for bodily injury and/or death, and not less than $10,000 against claims for damage to property of others which may arise from the Borrower's operations of vehicles. Section 31. Operation of Project. The Borrower covenants that it will operate and maintain the Project or provide for the operation and maintenance thereof, to serve the objects and purposes for which the loan has been made available under the Federal law and the terms of the Loan Agreement. Section 32. Surety. The Borrower covenants that each of its officials or employees having custody of Project funds during acquisition, construction, development, and operation of the Project, shall be bonded at all times in an amount at least equal to the total funds in his custody at anyone time. Section 33. Proper Records and Books. The Borrower covenants that it will keep accurate financial records and proper books relating to the operation of the Project and other facilities the revenues of which are pledged to secure the Bonds, and such records and books shall be open to inspection by the Bondholders and their agents and representatives. The Borrower further covenants that not later than 90 days after the end of each fiscal year, it will furnish to any Bondholder who shall request same in writing, copies of audit reports prepared by an independent public accountant, reflecting in reasonable detail the financial condition and record of operation of the Borrower, the Project, and other pledged facilities. Section 34. Periodic Operating Statements. So long as the Government holds any of the Bonds, the Borrower shall furnish operating statements for the Project, and any facilities the revenues of which are pledged to payment of the Bonds, in such form and substance for such periods as may be requested by the Government. Section 35. Desie:nation of Depository and payine: Ae:ent. The Borrower agrees to obtain the Government's concurrence in the selection of the Paying Agent and Depository Bank, in which funds and accounts are to be established and maintained pursuant to the Loan Agreement, prior to the designation by the Borrower of such Paying Agent and Depository Bank. Section 36. Investment of Funds. Moneys on deposit to the credit of accounts and funds established and maintained in conformity with the provisions of the Loan Agreement shall be invested by the Depository Bank, upon request by the Borrower, in direct obligations of, or obligations the principal of and the interest on which are guaranteed by, the United States Government. Where the Borrower is required to maintain fixed amounts in such accounts and funds, the investments shall be valued in terms of current market value as of June 30 and December 31 of each year. Section 37. Bond Redemption. So long as the Government holds any of the Bonds, it will waive the non-callable provisions, redemption premiums, and publication of notice of call applicable thereto. Section 38. Interest of Third Parties. The Loan Agreement is not for the benefit of third parties, including the holders from time to time of any of the Bonds, and the Government shall be under no obligation to any such parties, whether or not indirectly interested in said Agreement, to pay any charges or expenses incident to compliance by the Borrower with any of its duties or obligations thereunder. - 8 - r- Section 39. Interest of Members of or Delegates to Congress. No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Loan Agreement or to any benefit arising therefrom. Section 40. Bonus or Commission. By execution of the Loan Agreement the Bor- rower represents that it has not paid and, also, agrees not to pay, any bonus or commission for the purpose of obtaining an approval of its application for the loan hereunder. Section 41. State or Territorial Law. Anything in the Loan Agreement to the con- trary notwithstanding, nothing in the Loan Agreement shall require the Borrower to observe or enforce compliance with any provision thereof, perform any other act or do any other thing in contravention of any applicable State or territorial law: Provided, That if any of the provisions of the Loan Agreement violate any applicable State or territorial law, or if compliance with the provisions of the Loan Agreement would require the Borrower to violate any applicable State or terri- torial law, the Borrower will at once notify the Government in writing in order that appropriate changes and modifications may be made by the Government and the Borrower to the end that the Borrower may proceed as soon as possible with the construction of the Project. Section 4Z. Termination Rights. Prior to disbursement of any Government loan moneys under the Loan Agreement, the Borrower shall have the right to terminate such Agreement eHective thirty days after giving notice of termination to the Government, and upon reilnbursement by Borrower of any Government field ex- penses which have been incurred. The Government shall have the right to terminate the Loan Agreetnent, eHective upon thirty days notice thereof to the Borrower, whenever the Government deter- mines that the Borrower has failed to proceed promptly with the construction and financing of the project. - 9 - 8'0.3IlZ. 1-- EXHIBIT "B" PFL-Alaska-18 SPECIAL CONDITIONS The followIng SpecIal CondItions are made a part of the Loan Agreement for the above-numbered project: (A) Borrower covenants that It will, commencing with the year 1966, levy for the General Obligation Street Improvement Bonds of 1965, annual ad valorem taxes on all taxable property located within Its corporate limits which, If collected at the percentage rate of current collections on the next preceding levy, would provide revenues therefrom sufficient to meet principal and interest on said bonds to become due and payable In the next succeeding calendar year. When the funds and/or investments in the 1965 General Obligation Street Improvement Bond and Interest Sinking Fund Account hereinafter provided for are sufficient to pay all principal and Interest on said bonds thereafter to become due and payable, no further levies need be made for that purpose. Anything herein to the contrary notwithstanding, Borrower covenants that It will levy and collect ad valorem taxes at such times, rates and amounts as may be necessary to pay principal and Interest on the General Obligation Street Improvement Bonds of 1965 as the same become due and payable. (B) All proceeds from the taxes provided for in Special Condition (A), all accrued Interest received from the sale of the General Obligation Street Improvement Bonds of 1965, and an additional sum, from the Construction Account, equal to the Interest to accrue on said Bonds from the date of delivery thereof to March I, 1966 as and for capitalized Interest during construction and development of the project, shall be remitted promptly to the Paying Agent for said Bonds for deposIt Into a separate account to be designated "1965 General ObligatIon Street Improvement Bond and IntereSt Sinking Fund Account." So long as any of the General Obligation Street Improvement Bonds of 1965 are outstandIng, funds In the aforesaid Account shall be used solely for payment of principal and Interest on said Bonds. (C) The Terms and Conditions (CFA-720, 7-62 and CFA-720-I, 6-64) constituting a part of this Loan Agreement are hereby modified as follows: (I) The first sentence of Section 3. Purchase of Bonds. is changed to read as follows: '~he Borrower shall inItiate and prosecute to completion all proceedings necessary to the authorization, Issuance and sale of the bonds and to the security thereof, before fifty per centum of the project Is complete." (2) Clause (c) of Section 8. Prerequisites to Loan Disbursements. Is modified to permit loan disbursements prior to the adoption of a Bond Ordinance or Resolution levying taxes for the General Obligation Street Improvement Bonds of 1965. r ~""~c:-- CFA-720-1 1&.64) HOUSING AND HOME FINANCE AGENCY COMMUNITY FACILITIES ADMINISTRATION PUBLIC FACILITY LOANS PROGRAM TERMS AND CONDITIONS - SUPPLEMENT ONE The Terms and Conditions, Form CF A-720 (7 -62) are hereby modified as follows: Section 9 is hereby revised to read as follows: Section 9. Construction Account. The Borrower shall set up in a Depository Bank, or with the fiscal agency of the Borrower fixed by law, a separate account or accounts (herein collectively called the "Construction Account") into which shall be deposited any temporary loans, Government advances, and proceeds from the sale of the Bonds (except accrued interest payments) and the additional funds, if any, required by the provisions of the Loan Agreement to be furnished by the Borrower in order to assure the payment of all Project Costs. Moneys in the Construction Account shall be expended only for such purposes as shall have been previously specified in the project cost estimates approved by the Government. Moneys in the Construction Account shall be secured by the Depository Bank in the manner prescribed by statutes relating to the securing of public funds. Where the moneys on deposit in the Construction Account exceed the estimated disbursements on account ofthe Project for the next 90 days, the Borrower may direct the Depository Bank to invest such excess funds in direct obligations of, or obligations the principal of and interest on which are guaranteed by, the United States Government, which shall mature not later than 18 months after the date of such investment and which shall be subject to redemption at any time by the holder thereof. The earnings from any such investments shall be deposited in the Con- struction Account by the Borrower. Any moneys remaining in the Construction Account after all costs of the Project have been paid shall be promptly used to the extent possible for the redemption of Bonds, and any residue shall be deposited in the ac- count established for the payment ofthe principal and interest of the Bonds. Provided, however, the Borrower shall have the right to withdraw any such moneys representing additional funds deposited into the Construction Account pursuant to Section 10 hereto, to finance the total project cost, which are found to be unnecessary for such purpose. Section 17 is hereby revised to read as follows: Section 17. Insurance During Construction. The Borrower shall require that each of its contractors and all subcon- tractors shall maintain, during the life of his contract, Workmen's Compensation Insurance, Public Liability and Property Damage, and r Vehicle Liability Insurance, in amounts and on terms satisfactory to the Government. Until the project is completed and accepted by the Borrower, the Borrower is required to maintain Builders I Risk Insurance (fire and extended coverage) on a 100 percent basis (completed value form) on the insurable portion of the project for the benefit of the Borrower, the prime contractor, and all subcontractors, as their interests may appear. Section 24 is hereby revised to read as follows: Section 24. Equal Employment Opportunity (a) The Borrower hereby agrees that it will incorporate or cause to be incorporated into any non-exempt contract for construction work, or modification thereof, as defined in the rules and regulations of the President's Committee on Equal Employment Opportunity, which is paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan, insurance or guarantee, or under- taken pursuant to any Federal program involving such grant, contract, loan, insurance or guarantee, the following equal opportunity clause: "During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, creed, color or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, creed, color or national origin. Such action shall include, but not be limited, to the following: employment, upgrading, demotion or transfer; recruitment or re- cruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including ap- prenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Housing and Home Finance Agency setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, creed, color, or national origin. (3) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the Housing and Home Finance Agency, advising the said labor union or workers' representative of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (4) The contractor will comply with all provisions of Executive Order No. 10925 of March 6, 1961, as amended, the rules, regulations, and relevant orders of the President's Committee on Equal Employment Opportunity treated thereby, and the related rules and regulations of the Housing and Home Finance Agency. - 2 - rr (5) The contractor will iurnish all information and reports required by Executive Order No. 10925 of March 6, 1961, as amended by Executive Order 11114 of June 22, 1963, by the rules, regulations, and orders of the said Committee, and by the Housing and Home Finance Agency pursuant thereto, and will permit access to his books, records and accounts by the Housing and Home Finance Agency and the Committee for purposes ofinvestigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the contractor's noncompliance with the nondiscrimi_ nation clauses of this contract or with any of the said rules, regula- tions, or orders, this contract may be cancelled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts and Federally assisted construction contracts, in accordance with procedures authorized in Executive Order No. 10925 ofMarch6, 1961, as amended by Execu- tive Order No. 11114 of June 22, 1963, and such other sanctions may be imposed and remedies invoked as provided in the said Executive Orders or by rules, regulations, or orders of the Presi- dent I s Committee on Equal Employment Opportunity, or as otherwise provided by law, (7) The contractor will include the provisions of paragraphs (l) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders ofthe President's Committee on Equal Employment Opportunity issued pursuant to section 303 of Executive Order No. 10925 of March 6, 1961, as amended, so that such pro- visions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the Housing and Home Finance Agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a sub- contractor or vendor as a result of such direction by the Housing and Home Finance Agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States." (b) The Borrower further agrees that it will be bound by the above equal opportunity clause in any Federally assisted construction work which it performs itself other than through the permanent work force directly employed by an agency of government. (c) The Borrower agrees that it will cooperate actively with the Housing and Home Finance Agency and the President's Committee on Equal Employment Opportunity in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations and relevant orders of the Committee, that it will furnish the Housing and Home Finance Agency and the Committee such infor- mation as they may require for the supervision of such compliance, and that it will otherwise assist the Housing and Home Finance Agency in the discharge of the enc 's rimar res onsibilit for securIng comp lance. - 3 - r (d) The Borrower further agrees that it wih refrain from entering into any contract or contract modification subject to Executive Order 11114 with a contractor debarred from, or who has not demonstrated eligi_ bility for, Government contracts and Federally assisted construction contracts pursuant to Part III, Subpart D of Executive Order 10925 and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the Housing and Home Finance Agency or the Com- mittee pursuant to Part III, Subpart D of Executive Order 10925. (e) In addition, the Borrower agrees, that if it fails or refuses to comply with these undertakings the Housing and Home Finance Agency may cancel, terminate or suspend in whole or in part this grant (contract, loan, insurance, guarantee), may refrain from extending any further assistance under any of its programs subject to Executive Order 11114 until satisfactory assurance of future compliance has been received from such applicant, or may refer the case to the Department of Justice for appropriate legal proceedings. Section 30 is hereby revised to read as follows: Section 30. Insurance on Completed Project. (c) Vehicle Liability Insurance. If the Borrower owns or operates a vehicle in the operation Of the Project, including any non-owned vehicles operated for the benefit of the Borrower, upon receipt of any funds acquired pursuant to the Loan Agreement, the Borrower shall, if such insurance is not already in force, procure and maintain, so long as any of the Bonds are outstanding, Vehicular Public Liability Insurance with limits of not less than $100,000 for one person and $300,000 for more than one person involved in one accident to protect the Borrower from claims for bodily injury and/or death, and not less than $10,000 against claims for damage to property of others which may arise from the Borrower's operations of vehicles. - 4 - GPO 878. sea r" 2 (3) The following clause Is added to Section 42. Tennlnatlon RIQhts: '~he Government shall have the right to tennlnate any or all of Its obligations under this Loan Agreement If any grant for which the Borrower has applied under the Public Works Acceleration Act of 1962 to complete financing of the project is not approved prior to the expiration of 60 days after the date of execution of said Agreement ." (D) This contract Is subject to Title VI of the Civil Rights Act of 1964 (P.L. 88-352, approved July 2, 1964) and the rules and regulations (24 CFR. Subtitle A, Part I). Issued by the Housing and Home Finance Agency pursuant thereto. r EXH I B IT "C" PFL-Alaska-18 GENERAL OBLIGATION BONDS Aggregate PrIncipal Amount of General Obligation Bonds: $135,000 DesIgnation: City of Seward General OblIgation Street Improvement Bonds of 1965 Type: Negotiable, Serial, Coupon Bonds Security: General obligations of the Borrower payable as to both principal and interest from ad valorem taxes to be levied upon all taxable property withIn the corporate limits of the Borrower without limitation as to rate or amount, or from any other funds legally available for such payments. Date: September I, 1965 Denomination: $1,000 Interest Rate: 3-3/4% Bond Numbers: I to 35 Interest Payment Dates: First Payment March I, 1966, and semi-annually thereafter on September I and March I of each year. MaturitIes as of September In years and amounts as follows: Years Amounts Years Amounts 1967-69 $5,000 1978-81 $ 8,000 1970-74 6,000 1982-84 9,000 1975-77 7,000 1985 10,000 Place of Payment: Payable as to both prIncipal and interest at a bank or trust company which is a member of the Federal DeposIt Insurance Corporation or, at the optIon of the holder, at a bank or trust company In the Borough of Manhattan, New York, New York, In any coin or currency which is legally acceptable on the respective dates of payments for debts due the United States of America. Registration Privileges: PrinCipal only. Redemption ProviSions: Bonds maturing September I, 1967 through September I, 1975 inclusive, to be non-callable. Bonds maturing September I, 1976 through September I, 1980 Inclusive, to be callable at the option of the Borrower prior to the stated maturities thereof, In whole or In part and tn Inverse numerical order on any Interest payment date after september I, 1975 upon at least thirty (30) days' prior notice at the principal amount thereof, plus accrued interest to the date of redemption and a premium for each bond as follows: 3% if redeemed March I, 1976 through September I, 1977, Inclusive; 2% If redeemed March I, 1978 through September I, 1979,lncluslve; 1% If redeemed after SePtember I, 1979. Bonds maturing September 1, 1981 through September I, 1985 inclusive, to be callable at the option of the Borrower In whole or In part and In Inverse numerical order on anY Interest payment date during the entire life of the loan, upon at least thirty (30) days' prior notice, at par plus accrued interest to the date of redemption. r Exhibit "C" (Continued) PFL-Alaska-IS Priority as to call shall extend to bonds maturing September September I, 1985 inclusive over bonds maturing September I, September I, 1980 Inclusive. Blocks of Maturities for which bids will be accepted: I, 1981 through 1976 through For (a) (b) (c) (d) Bonds maturing In the years 1967 through 1975 inclusive; Bonds maturing In the years 1976 through 1980 inclusive; Bonds maturing In the years 1981 through 1985 inclusive; and the entire Issue. Sale of Bonds: In the event the Government Is awarded all or part of the Bonds, the Borrower, at the option of the purchaser(s) shall issue single Bonds with face values in the amount of the respective purchases in lieu of Individual denomination Bonds. Such single Bonds shall be registered as to principal and Interest and payable as directed by the purchasers, but otherwise complying with the description set forth hereinbefore. The Borrower shall covenant that, upon request of the holder of a single Bond. It shall Issue. at its own expense and within ninety (90) days from the date of such request. negotiable, bearer coupon bonds In denominations of $1,000, as described hereinbefore, in aggregate amount equal to the amount of the single Bond stili outstanding. The printing of text of single Bonds shall be of type composition on paper of sufficient weight and strength to prevent deterioration throughout the life of the loan. The Bonds shall conform In size to standard practice and contain the approved maturity schedule for payment of principal. .\ :..., '(, . I e"~ ~:! ,- (,,': ~ ',' ~ 1. " ....