Resolution 05-002 Issuance of Non-Recourse Revenue Bonds for Waste Management •
CITY OF SPOKANE VALLEY .
SPOKANE COUNTY,WASHINGTON
RESOLUTION NO. 05-002
A RESOLUTION OF THE SPOKANE VALLEY CITY COUNCIL APPROVING THE
ACTION OF THE STATE OF WASHINGTON ECONOMIC DEVELOPMENT
FINANCE AUTHORITY AND THE ISSUANCE OF NON-RECOURSE REVENUE
BONDS TO FINANCE AN ECONOMIC DEVELOPMENT FACILITY FOR WASTE
MANAGEMENT, INC. ("the COMPANY"), AND PROVIDING FOR OTHER
MATTERS PROPERLY RELATING THERETO.
WHEREAS, on September 22, 2004, the Washington Economic Development Finance Authority
("WEDFA") had presented to it Resolution No. W-2004-009 (the "Resolution"), a copy of which is
attached hereto as Exhibit A, relating to the issuance of non-recourse revenue bonds wherein the
proceeds of which would be loaned to the Company for inter alia the purchase of land and construction
of a building for a solid waste disposal facility to be located in the City of Spokane Valley at 11720 First
Avenue East (the "Project"), all as authorized by the Economic Development Finance Authority Act of
1989, R..C.W.Title 43, Chapter 163, as amended(the "Act"); and
WHEREAS, on September 22,2004, WEDFA unanimously approved the Resolution; and
WHEREAS, it is the policy of the Washington Economic Development Finance Authority not to
issue revenue bonds except upon the approval of the county, city or town within whose planning
jurisdiction the proposed industrial development facility lies; and
WHEREAS, the Project lies within the boundaries of the City of Spokane Valley, Spokane
County, Washington;
NOW THEREFORE, IT IS HEREBY FOUND, DETERMINED AND ORDERED as follows:
Section 1: The Spokane Valley City Council (the "Council"), pursuant to the request of the
Washington Economic Development. Finance Authority, does hereby approve the issuance of non-
resource revenue bonds(the"Bonds")by the Washington Economic Development Finance Authority, for
the purposes provided in the Act.
Section 2: The Bonds shall be issued in the aggregate principal sum of not to exceed
$27,000,000 pursuant to a Resolution of WEDFA. The proceeds of the Bonds are to be lent to the
Company, pursuant to a loan agreement or other appropriate financing agreement, and used for the
purpose of inter cilia constructing and equipping the Project, including the necessary appurtenances,
located within the boundaries of the City of Spokane Valley and to pay certain costs of issuance of the
Bonds.
Section 3: The Bonds shall not constitute an obligation of the State of Washington or of the
City of Spokane Valley, and no tax funds or revenues of the State of Washington or of the City of
Spokane Valley shall be used to pay the principal or interest on the Bonds. Neither the faith and credit
nor any taxing power of the State of Washington or of the City of Spokane Valley shall be pledged to pay
the principal or interest on the Bonds.
Section 4: The Spokane Valley City Council hereby approves the issuance of Bonds by
WF.DFA for the purpose of financing the Project as described herein, a qualified project under the Act.
However, such approval shall not waive any of the permitting requirements applicable to this project.
Resolution 05-002 WEDFA Revenue Bonds Page 1 of 2
Section 5: This Resolution is intended to constitute approval of the issuance of revenue
bonds within the meaning of the policy of the Washington Economic Development Finance Authority.
Section 6: Upon passage and approval of this Resolution, it shall take effect immediately.
Adopted this 8"day of February, 2005.
AYES: Deputy Mayor Munson, and
Councilmembers Schimmels,Taylor, Flanigan, Denenny, and DeVleming
NOES: None
ABSENT: Mayor Wilhite
ABSTAINING:None
City of Spokane Valley.
OU�
Diana Wilhite, Mayor
AT ! T/
•�.. i /
• ristine Bainbridge, City Clerk
Resolution 05-002 WEDFA Revenue Bonds Page 2 of 2
•
EXHIBIT A
RESOLUTION NO. W-2004-009
A RESOLU'T'ION OF THE WASHINGTON ECONOMIC DEVELOPMENT
FINANCE AUTHORITY TAKING OFFICIAL ACTION TOWARD THE
ISSUANCE OF NONRECOURSE ECONOMIC DEVELOPMENT REVENUE
BONDS IN ONE OR MORE SERIES IN A MAXIMUM AMOUNT NOT TO
EXCEED $27,000,000 AND AUTHORIZING THE EXECUTION OF AN
INDEMINIFICATION AND COMPENSATION AGREEMENT BY AND
BETWEEN THE WASN.TNGTON ECONOMIC DEVELOPMENT FhNANCE
AUTHORITY AND WASTE MANAGEMENT, INC. AND/OR ITS AFFILIATES
AND SUBSIDIARIES(the "Company").
WHEREAS, the Washington Economic Development Finance Authority (the
"Issuer") is a duly organized and existing instrumentality of the State of Washington
authorized and empowered by the provisions of RCW Chapter 43.163 (collectively, the
"Act") to issue nonrecourse economic development revenue bonds for the purpose of
carrying into effect the construction of improvements and the acquisition of personal
properties and provide working capital suitable for use by any economic development
activity, and to loan its moneys when necessary or convenient to carry out its powers
under the Act; and
WHEREAS, the Company has informed the Issuer that it wishes to acquire,
construct, equip, and improve the solid waste disposal facilities to be located in various
locations in the state of Washington, as more fully described in Exhibit A attached hereto
and incorporated herein (the "Site"), all of which are located within the territorial limits of
the State of Washington, and the Company has requested the Issuer to issue nonrecourse
economic development revenue bonds (the "Bonds") in a maximum amount not to exceed
TWENTY SEVEN MILLION dollars ($27,000,000) pursuant to the Act to carry into
effect the acquisition, construction, equipping, and improving of real and personal
property and provision of working capital at the Site to be used in the solid waste disposal
facilities of the Company, as more fully described in Exhibit A hereto (the "Project"), to
loan the proceeds of the Bonds to finance the acquisition, construction, improvement,
equipping, and installation of the Project; and
WHEREAS, a form of agreement designated as an "Indemnification and
Compensation Agreement" has been prepared setting forth the respective agreements and
undertaking of the Issuer and the Company with respect to the Bonds and the Project; and
WHEREAS, it is considered necessary and desirable for the best interest of the
Issuer that the Indemnification and Compensation Agreement be executed for and on the
behalf of the Issuer; and
Resolution No. W-2004-009 Page 1 of 7 September 22, 2004
WHEREAS, the Indemnification and Compensation Agreement requires the
Company to pay all reasonable and necessary costs incurred by the Issuer in connection
with the Bonds and/or in connection with the Project; and
WHEREAS, the Issuer finds that the Project constitutes the development and
improvement of economic development facilities under the Act; and
WHEREAS, it is intended that this resolution shall constitute a declaration of
official intent to reimburse Project expenditures within the meaning of Sections 1.103-
(8)(T)(a)(5) and 1.150-2 of the Federal Income Tax Regulations.
NOW THEREFORE, be it resolved by the Washington Economic Development
Finance Authority as follows:
Section 1. It is hereby determined that (a) the acquisition, construction and
installation of the Project and its operation as an economic development facility; (b) the
issuance of the bonds of the issuer in one or more series and in a maximum amount not to
exceed $27,000,000, to finance costs of the Project, such total costs to be financed by the
Bonds presently estimated to be approximately $27,000,000; and (c) the execution and
delivery of such contracts and agreements with the Issuer as are necessary to provide for
the payment by the Issuer of amounts sufficient to pay the principal of, premium, if any,
and interest on the Bonds, together with certain costs of the Issuer, will all be in
furtherance of the Act.
Section 2. Subject to the conditions listed in Section 3 below, including such
other conditions as in the judgement of the Issuer and bond counsel are necessary to
insure the validity of the Bonds and the tax-exempt or taxable status of the Bonds, it is
the intent of the Issuer to proceed toward the issuance and sale of the Bonds pursuant to
the provisions of the Act. Nothing in this resolution shall be construed as legally binding
the issuer to authorize, issue, or sell the Bonds.
Section 3. The authorization, issuance, and sale of the Bonds by the Issuer arc
subject to the following conditions:
(a) the Company shall have caused to be issued an irrevocable letter of credit (the
"Letter of Credit") by an investment-grade rated commercial bank, acceptable to the
Issuer (the "Letter of Credit Bank"), which shall be used to pay and secure the Bonds or
shall have secured a bond purchase agreement (the "Bond Purchase Agreement") from an
Accredited Investor, as such term is defined in 17 CFR 230.501(a), acceptable to the
Issuer, for the purchase of the Bonds;
(b) the Company shall enter into such contracts and loan agreements with the
Issuer as shall be necessary to secure payment of the principal of, premium, if any, and
interest on the Bonds as when the same shall come due and payable;
Resolution No. W-2004-009 Page 2 of 7 September 22, 2004
(c) on or before two (2) years from the date hereof(or such later date as shall be
mutually satisfactory to the Issuer and the Company) the Issuer and the Company shall
have agreed to mutually acceptable terms and conditions of the contracts and agreements
referred to in paragraph (b) of this Section 3;
(d) the Issuer shall have received an opinion of bond counsel that, with certain
customary exceptions, such of the Bonds which it is intended shall be issued as tax-
exempt obligations may be so issued pursuant to the provisions of the Internal Revenue
Code of 1986;
(e) if required, the Issuer shall have received an allocation of the State ceiling on
private activity bonds imposed by Section 146 of the Internal Revenue Code of 1986 in
an amount equal to the aggregate face amount of such of the Bonds as shall be issued as
tax-exempt obligations, and shall have allocated such amount to the Bonds;
(f) the issuer shall have received evidence that the county, city, or town within
whose planning jurisdiction the Project lies has approved the Project and the Bonds or
such other evidence satisfactory to the Issuer that the Project will be welcomed by the
community in which the Project will be located; and
(g) such other conditions as in the judgement of the Issuer and bond counsel are
necessary to insure the validity of the Bonds and the tax-exempt status of such of the
Bonds as shall be issued as tax-exempt obligations.
Section 4. The proper officials of the Issuer are hereby authorized to take such
further action as is necessary to carry out the intent and purposes hereof under the terms
and conditions stated herein and in compliance with the applicable provisions of law.
Section 5. That it is deemed necessary and advisable that the Indemnification
and Compensation Agreement be approved and executed for and on behalf of the Issuer.
Section 6. That an Indemnification and Compensation Agreement by and
between the Issuer and the Company be, and the same is hereby, approved and authorized
and the Chair of the Issuer is hereby authorized to execute the Indemnification and
Compensation Agreement on behalf of the Issuer.
Section 7. Each Bond, when and if issued, shall substantially state the
following language on the face thereof:
THE OBLIGATIONS OF THE ISSUER HEREUNDER SHALL NOT BE
DF.FMED TO BE A DEBT, LIABILITY, OBLIGATION, OR PLEDGE OF THE FAITH
AND CREDIT OF THE STATE OF WASHINGTON, OF ANY MUNICIPALITY, OR
OF ANY MUNICIPAL CORPORATION, QUASI MUNICIPAL CORPORATION,
SUBDIVISION, OR AGENCY OF THE STATE OF WASHINGTON, OR TO PLEDGE
Resolution No. W-2004-009 Page 3 of 7 September 22, 2004
•
ANY OR ALL OF THE FAITH AND CREDIT OF ANY OF THESE ENTITIES.
NEITHER THE STATE OF WASHINGTON, THE ISSUER, ANY MUNICIPALITY,
OR ANY OTHER MUNICIPAL CORPORATION, QUASI MUNICIPAL
CORPORATION, SUBDIVISION, OR AGENCY OF THE STATE OF WASHINGTON
IS OBLIGATED TO PAY THE PRINCIPAL OR THE INTEREST• THEREON. NO
TAX FUNDS OR GOVERNMENTAL REVENUE MAY BE USED TO PAY THE
PRINCIPAL OR INTEREST THEREON. NEITHER ANY OR ALL OF THE FAITH
AND CREDIT NOR THE TAXING POWER OF THE STATE OF WASHINGTON,
THE ISSUER, IF ANY, OR ANY MUNICIPAL CORPORATION, QUASI
MUNICIPAL CORPORATION, SUBDIVISION, OR AGENCY THEREOF IS
PI.FDGED TO THE PAYMENT OF THE PRINCIPAL OR OF THE INTEREST ON
THE BONDS.
Section 8. This Resolution shall be effective after its adoption.
ADOPTED by the Washington Economic Development Finance Authority this
22nd day of September, 2004.
WASHINGTON ECONOMIC DEVELOPMENT FINANCE AUTHORITY
By: -,
Chair
Resolution No. W-2004-009 Page 4 of 7 September 22, 2004
EXHIBIT A
•
DESCRIPTION OF PROJECT AND SEE
The'Projects will consist of:
(1) $700,000 - Trucks and containers to be located at: Rural Skagit Sanitation, 15878
Peterson Road, Burlington, Skagit County, WA 98233-3634;
(2) $2,255,000 - Landfill cell development & capping, leachate and methane gas
systems, land purchase and building construction to be located at: Greater Wenatchee
Regional Landfill, 1,91 Webb Place South, Wenatchee, Douglas County, WA 98802-
9384;
(3) $8,625,000 - Trucks, containers, land purchase and building construction to be
located at: WM Sound, 701 2nd Street NW, Auburn, King County, WA 98001-5255;
(4) $480,000 - Landfill cell development & capping to be located at: Graham Road
Landfill, 1820 Graham Road South, Medical Lake, Spokane Counry, WA 99022-9790;
(5) $1,558,000 - Trucks, containers and building construction to he located at: WM of
Ellensburg, 607 Railroad Avenue North, Ellensburg, Kittitas County, WA 98926-2766;
(6) $2,481,000 - Primary equipment to be located at: Cascade Recycling Center, 6211
234th Street SE, Woodinville, Snohomish County, WA 98072-8658;
(7) $1,150,000 - Trucks and containers to be located at: WM of Kennewick, 1611
Washington Street South, Kennewick, Benton County, WA 99337-4851;
(8) $811,000 - Trucks, containers and primary equipment to be located at: WM of .
Airway Heights, 11320 McFarlane Road West, Airway Heights, Spokane County, WA
99001-9763;
• (9) $4,400,000 - Trucks and containers to be located at: WM Seattle, 5711 1st Avenue
South, Seattle, King County, WA 98108-4202;
(10) $1,135,000 - Trucks and containers to be located at WM of Wenatchee, 711
Wenatchee Avenue North #A, Wenatchee, Chelan County, WA 98801-2061;
(11) $965,000 - Trucks and containers to be located at: WM Sno-King, 13225 126th
Place NE, Kirkland, King County, WA 98034-2217;
Resolution No. W-2004-009 Page 5 of 7 September 22, 2004
(12) $1,900,000 - Trucks, containers, primary equipment and land purchase to be
located at: lArlvi of Spokane, 11720 1st Avenue East, Spokane Valley, Spokane County,
WA 99206-5344.
Resolution No. W-2004-009 Page 6 of 7 September 22, 2004
CERTIFICATE
I, the undersigned, Secretary of the Washington Economic Development Finance
Authority(herein called the "Issuer"),DO FIEREBY CERTIFY:
I. That the attached Resolution No. W-2004-009 (herein called the "Resolution") is a
true and correct copy of a resolution of the Issuer as finally adopted at a regular meeting
of the Board of Directors of the Issuer held on the 22nd day of September, 2004, and duly
recorded in my office.
•
2. That said meeting was duly convened and held in all aspects in accordance with law,
and, to the extent required by law and the by-laws of the Issuer, due and proper notice of
such meeting was given; that a legal quorum was present throughout the meeting and a
legally sufficient number of members of the Washington Economic Development Finance
Authority voted in the proper manner for the adoption of the Resolution; that all other
requirements and proceedings incident to the proper adoption of the Resolution have been
duly fulfilled, carried out, and otherwise observed; and that I am authorized to execute
this certificate.
IN WITNESS THEREOF, I have hereunto set my hand this 22nd day of September,
2004.
ecretary
•
Resolution No. W-2004-009 Page 7 of 7' September 22, 2004
w % TASHINGTON ECONOMIC DEVELOPMENT
FINANCE AUTHORITY
1000 Second Avenue, Suite 2700 • Seattle, WA 98104-1046
j (206) 587-5634 • FAX (206) 389-2819
E-Mail: wedfa@wslt fc.org
January 19, 2005
Mr. David Mercier
City Manager
City of Spokane Valley
11707 E. Sprague Ave., Suite 106
Spokane Valley, WA 99206
Re: Washington Economic Development Finance Authority (WEDFA) - Tax-
Exempt/Taxable Economic Development Revenue Bond Programs
$27,000,000 Waste Management, Inc. Project •
Dear Mr. Mercier:
Waste Management, Inc. is planning to purchase land and construct a building to be used as part
of a solid waste facility at 11720 First Avenue East in Spokane Valley. They intend to finance
both this project and several others throughout the state through the issuance of WEDFA's tax-
exempt nonrecourse economic development revenue bonds.
Lee McCormick, Waste Management's Financial Advisor, would be happy to provide you with
any further information that you might find helpful regarding the project. His telephone number
is: (281) 361-4433.
It is the policy of the WEDFA board only to issue bonds in support of projects which would be
welcomed by the local community. As part of the issuance process, therefore, we would like the
Spokane Valley City Council as the planning jurisdiction, to consider passage of a Planning
Jurisdiction Approval resolution, in form substantially as attached, in behalf of the Washington
Economic Development Finance Authority (WEDFA) to issue tax-exempt economic
development revenue bonds.
We wish to emphasize that the only purpose of this resolution is to approve Waste
Management's use of WEDFA. financing for this project. It does not supplement or replace any
portion of the normal permitting process. There is no liability against the City of Spokane
Valley, the state, or any other political entity created by issuance of WEDFA's bonds.
JOBS AND ECONOMIC DEVELOPMENT THROUGH REVENUE BOND FINANCING
Mr. David Mercier
City Manager
City of Spokane Valley
January 19, 2005
Page two
We are planning to issue the bonds toward the end of March. It would greatly assist our timing if
the Spokane Valley City Council could consider this approval at an early meeting. I would
appreciate it if you could send me a copy of the approved resolution should the Council look on
our request favorably.
Please let me know how we can work together to facilitate this process. If you have any
questions, please do not hesitate to give me a call. My telephone number is: (206) 587-5634.
I look forward to working with you on this project.
Sincerely yours,
c24*---LQ. " V
Jonathan A. Hayes
Executive Director
cc: L,. McCormick
RESOLUTION NO. W-2004-009
A RESOLUTION OF THE WASHINGTON ECONOMIC DEVELOPMENT
FINANCE AUTHORITY TAKING OFFICIAL ACTION TOWARD THE
ISSUANCE OF NONRECOURSE ECONOMIC DEVELOPMENT REVENUE
BONDS IN ONE OR MORE SERIES IN A MAXIMUM AMOUNT NOT TO
EXCEED $27,000,000 AND AUTHORIZING THE EXECUTION OF AN
INDEMNIFICA`T`ION AND COMPENSATION AGREEMENT BY AND
BETWEEN THE WASHINGTON ECONOMIC DEVELOPMENT FINANCE
AUTHORITY AND WASTE MANAGEMENT, INC. AND/OR ITS AFFILIATES
AND SUBSiDIARIES(the "Company").
WHEREAS, the Washington Economic Development Finance Authority (the
"Issuer") is a duly organized and existing instrumentality of the State of Washington
authorized and empowered by the provisions of RCW Chapter 43.1.63 (collectively, the
"Act") to issue nonrecourse economic development revenue bonds for the purpose of
carrying into effect the construction of improvements and the acquisition of personal
properties and provide working capital suitable for use by any economic development
activity, and to loan its moneys when necessary or convenient to carry out its powers
under the Act; and
WHEREAS, the Company has informed the issuer that it wishes to acquire,
construct, equip, and improve the solid waste disposal facilities to be located in various
locations in the state of Washington, as more fully described in Exhibit A attached hereto
and incorporated herein (the "Site"), all of which are located within the territorial limits of
the State of Washington, and the Company has requested the issuer to issue nonrecourse
economic development revenue bonds (the "Bonds") in a maximum amount not to exceed
TWENTY SEVEN IVITi.tJON dollars ($27,000,000) pursuant to the Act to carry into
effect the acquisition, construction, equipping, and improving of real and personal
property and provision of working capital at the Site to be used in the solid waste disposal
facilities of the Company, as more fully described in Exhibit A hereto (the "Project"), to
loan the proceeds of the Bonds to finance the acquisition, construction, improvement,
equipping, and installation of the Project; and
WHEREAS, a form of agreement designated as an "Indemnification and
Compensation Agreement" has been prepared setting forth the respective agreements and
undertaking of the Issuer and the Company with respect to the Bonds and the Project; and
WHEREAS, it is considered necessary and desirable for the best interest of the
Issuer that the indemnification and Compensation Agreement be executed for and on the
behalf of the Issuer; and
Resolution No. W-2004-009 Page 1 of 7 September 22, 2004
WHEREAS, the Indemnification and Compensation Agreement requires the
Company to pay all reasonable and necessary costs incurred by the Issuer in connection
with the Bonds and/or in connection with the Project; and
WHEREAS, the Issuer finds that the Project constitutes the development and
improvement of economic development facilities under the Act; and
WHEREAS, it is intended that this resolution shall constitute a declaration of
official intent to reimburse Project expenditures within the meaning of Sections 1.103-
(8)(T)(a)(5) and 1.150-2 of the Federal Income Tax Regulations.
NOW THEREFORE, be it resolved by the Washington Economic Development
Finance Authority as follows:
Section I. It is hereby determined that (a) the acquisition, construction and
installation of the Project and its operation as an economic development facility; (b) the
issuance of the bonds of the Issuer in one or more series and in a maximum amount not to
exceed $27,000,000, to finance costs of the Project, such total costs to be financed by the
Bonds presently estimated to be approximately $27,000,000; and (c) the execution and
delivery of such contracts and agreements with the Issuer as are necessary to provide for
the payment by the Issuer of amounts sufficient to pay the principal of, premium, if any,
and interest on the Bonds, together with certain costs of the Issuer, will all be in
furtherance of the Act.
Section 2. Subject to the conditions listed in Section 3 below, including such
other conditions as in the judgement of the Issuer and bond counsel are necessary to
insure the validity of the Bonds and the tax-exempt or taxable status of the Bonds, it is
the intent of the Issuer to proceed toward the issuance and sale of the Bonds pursuant to
the provisions of the Act. Nothing in this resolution shall be construed as legally binding
the Issuer to authorize, issue, or sell the Bonds.
Section 3. The authorization, issuance, and sale of the Bonds by the Issuer are
subject to the following conditions:
(a) the Company shall have caused to be issued an irrevocable letter of credit (the
"Letter of Credit") by an investment-grade rated commercial bank, acceptable to the
Issuer (the "Letter of Credit Bank"), which shall be used to pay and secure the Bonds or
shall have secured a bond purchase agreement (the "Bond Purchase Agreement") from an
Accredited Investor, as such term is defined in 17 CFR 230.501(a), acceptable to the
Issuer, for the purchase of the Bonds;
(b) the Company shall enter into such contracts and loan agreements with the
Issuer as shall be necessary to secure payment of the principal of, premium, if any, and
interest on the Bonds as when the same shall come due and payable;
Resolution No. W-2004-009 Page 2 of 7 September 22, 2004
(c) on or before two (2) years from the date hereof (or such later date as shall be
mutually satisfactory to the Issuer and the Company) the issuer and the Company shall
have agreed to mutually acceptable terms and conditions of the contracts and agreements
referred to in paragraph (b) of this Section 3;
(d) the Issuer shall have received an opinion of bond counsel that, with certain
customary exceptions, such of the Bonds which it is intended shall be issued as tax-
exempt obligations may be so issued pursuant to the provisions of the Internal Revenue
Code of 1986;
(e) if required, the issuer shall have received an allocation of the State ceiling on
private activity bonds imposed by Section 146 of the Internal Revenue Code of 1986 in
an amount equal to the aggregate face amount of such of the Bonds as shall be issued as
tax-exempt obligations, and shall have allocated such amount to the Bonds;
(f) the Issuer shall have received evidence that the county, city, or town within
whose planning jurisdiction the Project lies has approved the Project and the Bonds or
such other evidence satisfactory to the Issuer that the Project will be welcomed by the
community in which the Project will be located; and
(g) such other conditions as in the judgement of the Issuer and bond counsel are
necessary to insure the validity of the Bonds and the tax-exempt status of such of the
Bonds as shall be issued as tax-exempt obligations.
Section 4. The proper officials of the issuer are hereby authorized to take such
further action as is necessary to carry out the intent and purposes hereof under the terms
and conditions stated herein and in compliance with the applicable provisions of law.
Section 5. That it is deemed necessary and advisable that the Indemnification
and Compensation Agreement be approved and executed for and on behalf of the Issuer.
Section 6. That an Indemnification and Compensation Agreement by and
between the Issuer and the Company be, and the same is hereby, approved and authorized
and the Chair of the Issuer is hereby authorized to execute the Indemnification and
Compensation Agreement on behalf of the Issuer.
Section 7. Each Bond, when and if issued, shall substantially state the
following language on the face thereof:
THE OBLIGATIONS OF THE ISSUER HEREUNDER SHALL NOT BE
DEEMED TO BE A DEBT, LIABILITY, OBLIGATION, OR PLEDGE OF THE FAITH
AND CREDIT OF THE STATE OF WASHINGTON, OF ANY MUNiCIPALiTY, OR
OF ANY MUNICIPAL CORPORATION, QUASI MUNICIPAL CORPORATION,
SUBDIVISION, OR AGENCY OF THE STATE OF WASHINGTON, OR TO PLEDGE
Resolution No. W-2004-009 Page 3 of 7 September 22, 2004
ANY OR ALL OF THE FAITH AND CREDIT OF ANY OF THESE ENTITIES.
NEITHER THE STATE OF WASHINGTON, THE ISSUER, ANY MUNICIPALITY,
OR ANY OTHER MUNICIPAL CORPORATION, QUASI MUNICIPAL
CORPORATION, SUBDIVISION, OR AGENCY OF THE STATE OF WASHINGTON
IS OBLIGATED TO PAY THE PRINCIPAL OR THE INTEREST THEREON. NO
TAX FUNDS OR GOVERNMENTAL REVENUE MAY BE USED TO PAY THE
PRINCIPAL OR INTEREST THEREON. NEITHER ANY OR ALL OF THE FAITH
AND CREDIT NOR THE TAXING POWER OF THE STATE OF WASHINGTON,
THE ISSUER, IF ANY, OR ANY MUNICIPAL CORPORATION, QUASI
MUNICIPAL CORPORATION, SUBDIVISION, OR AGENCY THEREOF IS
PLEDGED TO THE PAYMENT OF THE PRINCIPAL OR OF THE INTEREST ON
THE BONDS.
Section 8. This Resolution shall be effective after its adoption.
ADOPTED by the Washington Economic Development Finance Authority this
22nd day of September, 2004.
WASHINGTON ECONOMIC DEVELOPMENT FINANCE AUTHORITY
By:
Chair
Resolution No. W-2004-009 Page 4 of 7 September 22, 2004
/
•
EXHIBIT A
DESCRIPTION OF PROJECT AND SITE
The Projects will consist of:
(1) $700,000 - Trucks and containers to be located at: Rural Skagit Sanitation, 15878
Peterson Road, Burlington, Skagit County, WA 98233-3634;
(2) $2,255,000 - Landfill cell development & capping, leachate and methane gas
systems, land purchase and building construction to be located at: Greater Wenatchee
Regional Landfill, 191 Webb Place South, Wenatchee, Douglas County, WA 98802-
9384;
• (3) $8,625,000 - Trucks, containers, land purchase and building construction to be
located at: WM Sound, 701 2nd Street NW, Auburn, King County, WA 98001-5255;
(4) $480,000 - Landfill cell development & capping to be located at: Graham Road
Landfill, 1820 Graham Road South, Medical Lake, Spokane County, WA 99022-9790;
(5) $1,558,000 - Trucks, containers and building construction to be located at: WM of
Ellensburg, 607 Railroad Avenue North, Ellensburg, Kittitas County, WA 98926-2766;
(6) $2,481,000 - Primary equipment to be located at: Cascade Recycling Center, 6211
234th Street SE, Woodinville, Snohomish County, WA 98072-8658;
(7) $1,150,000 - Trucks and containers to be located at: WM of Kennewick, 161.1
Washington Street South, Kennewick, Benton County, WA 99337-4851;
(8) $81.1,000 - Trucks, containers and primary equipment to be located at: WM of
Airway Heights, 11320 McFarlane Road West, Airway Heights, Spokane County, WA
99001-9763;
(9) $4,400,000 - Trucks and containers to be located at: WM Seattle, 8111 1st Avenue
South, Seattle, King County, \VA 98108-4202;
(10) $1,135,000 - Trucks and containers to be located at WM of Wenatchee, 71.1
Wenatchee Avenue North #A, Wenatchee, Chelan County, WA 98801-2061;
(1 1) $965,000 - Trucks and containers to be located at: WM Sno-King, 13225 126th
Place NE, Kirkland, King County, WA 98034-2217;
Resolution No. W-2004-009 Page 5 of 7 September 22, 2004
(12) $1,900,000 - Trucks, containers, primary equipment and land purchase to be
located at: W11 of Spokane, 11720 1st Avenue East, Spokane Valley, Spokane County,
WA 99206-5344.
Resolution No. W-2004-009 Page 6 of 7 September 22, 2004
•
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CER1'I FICATE
I, the undersigned, Secretary of the Washington Economic Development Finance
Authority (herein called the "Issuer"), DO HEREBY CERTIFY:
1. That the attached Resolution No. W-2004-009 (herein called the "Resolution") is a
true and correct copy of a resolution of the Issuer as finally adopted at a regular meeting
of the Board of Directors of the Issuer held on the 22nd day of September, 2004, and duly
recorded in my office.
2. That said meeting was duly convened and held in all aspects in accordance with law,
and, to the extent required by law and the by-laws of the Issuer, due and proper notice of
such meeting was given; that a legal quorum was present throughout the meeting and a
legally sufficient number of members of the Washington Economic Development Finance
Authority voted in the proper manner for the adoption of the Resolution; that all other
requirements and proceedings incident to the proper adoption of the Resolution have been
duly fulfilled, carried out, and otherwise observed; and that I am authorized to execute
this certificate.
IN WITNESS THEREOF, I have hereunto set my hand this 22nd day of September,
2004.
ecretary
Resolution No. W-2004-009 Page 7 of 7. September 22, 2004