Notice

Publication Date

2025-02-26

Subcategory

Miscellaneous Notices

Keywords:

Iowa, Louisiana

February 18, 2025

The Board of Commissioners, governing authority of Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana, met in regular session at 6:00 oclock p.m. on Tuesday, February 18, 2025, at Fire Station Two, 797 West Miller Street, Iowa, Louisiana, pursuant to the provisions of written notice given to each and every member thereof and duly posted in the manner required by law.

Chairman, Walter P. Mallet, called the meeting to order and on roll call, the following members were present: Walter P. Mallet, Kenneth Landry, Elsie Lane, Thomas Talbot

ABSENT: Erik B. Johnson

The Chairman stated that one purpose of the meeting was the receipt and confirmation of results of marketing by Stifel, Nicolaus & Company, Incorporated, Baton Rouge, Louisiana, for purchase of $2,500,000 of General Obligation Bonds of Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana, Series 2025 (the Bonds).

The Chairman then presented the results of the sale of the bonds and the proposal by Stifel, Nicolaus & Company, Incorporated for purchase of the Bonds of Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana, whereupon the following resolution was introduced and, pursuant to motion made by Elsie Lane and seconded by Thomas Talbot was adopted by the following vote:

YEAS: 4

NAYS: 0

ABSENT: 1

NOT VOTING: 0

RESOLUTION

A RESOLUTION PROVIDING FOR ISSUANCE, SALE AND DELIVERY OF $2,500,000 GENERAL OBLIGATION BONDS OF IOWA FIRE PROTECTION DISTRICT NO. 1 OF THE PARISH OF CALCASIEU, LOUISIANA, SERIES 2025; CONFIRMING THE SALE THEREOF BY NEGOTIATION TO STIFEL, NICOLAUS & COMPANY, INCORPORATED, BATON ROUGE, LOUISIANA; PROVIDING FOR LEVY OF TAXES FOR PAYMENT OF PRINCIPAL THEREOF AND INTEREST THEREON; AND ADOPTING POST ISSUANCE TAX EXEMPT DEBT COMPLIANCE POLICIES.

WHEREAS, pursuant to a resolution adopted by the Board of Commissioners, governing authority of Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana (the Issuer) on April 18, 2023, and in conformity with notice duly published in compliance with law, there was held in Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana, on October 14, 2023, a special election at which there was submitted to the qualified electors of said district the following proposition:

BOND

PROPOSITION

Shall Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana (the District), incur debt and issue bonds in an amount not exceeding $2,500,000 for a period not to exceed twenty (20) years from the date thereof, with interest at a rate not exceeding 7.0% per annum, for the purpose of acquiring, constructing, improving, maintaining or operating fire protection facilities, machinery and equipment, including both real and personal property, and purchasing firefighting equipment to be used to provide fire protection of the property within the District, title to which shall be in the public, which said bonds shall be retired with, paid from and secured by an ad valorem tax on all taxable property within the limits of the District, sufficient in rate and amount to pay said bonds in principal and interest, with the estimated millage rate to be 14.00 in the first year of issue?

WHEREAS, pursuant to said resolution calling said special election, and the notice of said election, the Board of Commissioners, as the governing authority (the Governing Authority) of the Issuer, did on November 21, 2023, meet in open session and canvass the returns of said election and did declare said election to have resulted in favor of said proposition;

WHEREAS, on June 14, 2023, the State Bond Commission, gave authority for issuance, sale and delivery of the Bonds, by negotiation, in the principal amount not exceeding $2,500,000, said Bonds to bear interest at a rate or rates not exceeding 7% per annum;

WHEREAS, the Governing Authority deems it in the public interest to authorize issuance and delivery of its series of bonds in the amount of $2,500,000 General Obligation Bonds of Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana, Series 2025, and to accept the offer of Stifel, Nicolaus & Company, Incorporated, Baton Rouge, Louisiana (the Underwriter), for purchase of the Bonds; and

WHEREAS, the Issuer desires to sell the Bonds to the purchaser thereof and to fix the details of the Bonds and the terms of the sale of the Bonds in accordance with the Bond Purchase Agreement by and between the Issuer and the Underwriter.

NOW THEREFORE, BE IT RESOLVED by the Board of Commissioners, governing authority of Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana, as follows:

SECTION 1. Preamble. The statements of fact expressly contained within the preamble to this resolution have been specifically reviewed by the Governing Authority and are found to be factually true and correct, and are made resolutions of the District.

SECTION 2. Definitions. As used herein the following terms shall have the following meanings, unless the context otherwise requires:

Act shall mean collectively, Part I of Chapter 7 of Title 40 of the Louisiana Revised Statutes of 1950, as amended, in particular, La. R.S. 40:1491 through 40:1510, Part II of Chapter 4 of Subtitle II of Title 39 of the Louisiana Revised Statutes of 1950, as amended (La. R.S. 39:501 through 531), in particular Section 522 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, Section 1430 of Chapter 13 of Subtitle III of Title 39 of the Louisiana Revised Statutes of 1950, as amended, and other constitutional and statutory authority.

Agreement means the Paying Agent Agreement to be entered into between the Issuer and the Paying Agent pursuant to this Resolution.

Bond or Bonds shall mean any or all of the General Obligation Bonds, Series 2025 of the Issuer, issued pursuant to this Resolution, as the same may be amended from time to time, whether initially delivered or issued in exchange for, upon transfer of, or in lieu of any previously issued Bond.

Bond Insurance Policy means the insurance policy issued by the Bond Insurer guaranteeing the scheduled payment of principal of and interest on the Bonds when due.

Bond Insurer means Build America Mutual Assurance Company, or any successor thereto or assignee thereof.

Bond Register means the record kept by the Paying Agent at its principal corporate office in which registration of the Bonds and transfers of the Bonds shall be made as provided herein.

Business Day means a day of the year other than a day on which banks in the city in which the Paying Agent is located are required or authorized to remain closed or the New York Stock Exchange is closed.

Capitalized Interest Account shall have the meaning ascribed to such term in Section 12 hereof.

Code means the Internal Revenue Code of 1986, as amended.

Costs of Issuance shall mean all items of expense, directly or indirectly payable or reimbursable and related to the authorization, sale and issuance of the Bonds, including but not limited to, printing costs, costs of preparation and reproduction of documents, cost of preparing the preliminary and final official statement and the distribution of preliminary and final official statements, filing and recording fees, initial fees and charges of the Paying Agent, legal fees and charges, fees and disbursements of consultants and professionals, costs of credit ratings, fees and charges for preparation, execution, transportation and safekeeping of the Bonds, costs and expenses of refunding, costs of any credit facility, premiums for the insurance of the payment of the Bonds and any other cost, charge, or fee in connection with the original issuance of the Bonds.

Costs of Issuance Fund shall have the meaning ascribed to such term in Section 13 hereof.

Debt Service Fund shall have the meaning ascribed to such term in Section 11 hereof.

Defeasance Obligations shall mean (a) cash, or (b) non-callable Government Securities.

Executive Officers means, collectively, the Chairman, the Secretary and the Vice Chairman of the Governing Authority.

Governing Authority means the Board of Commissioners of the Issuer.

Government Securities means direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by the United States of America, which are non-callable prior to their maturity, and may be United States Treasury obligations such as the State and Local Government Series and may be in book-entry form.

Interest Payment Dates means March 1 and September 1 of each year beginning September 1, 2025.

Issuance Date means the date on which the Bonds are delivered and payment therefor is received by the District.

Issuer means Iowa Fire Protection District No. 1 of the Parish of Calcasieu, Louisiana.

Outstanding when used with respect to the Bonds means, as of the date of determination, all Bonds theretofore issued and delivered under this Resolution, except:

1. Bonds theretofore cancelled by the Paying Agent or delivered to the Paying Agent for cancellation.

2. Bonds for which payment or redemption sufficient funds have been theretofore deposited in trust for the Owners of such Bonds, provided that, if such Bonds are to be redeemed, irrevocable notice of such redemption has been duly given or provided for pursuant to this Resolution or waived.

3. Bonds in exchange for or in lieu of which other bonds have been registered and delivered pursuant to this Resolution.

4. Bonds alleged to have ben mutilated, destroyed, lost, or stolen, which have been paid as provided in this Resolution or by law.

5. Bonds for the payment of principal (or redemption price, if any) of and interest on which money or Government Securities or both are held in trust with the effect specified in this Resolution.

Owner or Owners or Registered Owner when used with respect to any Bond means the Person in whose name such Bond is registered in the Bond Register, as herein provided.

Paying Agent means Hancock Whitney Bank, Baton Rouge, Louisiana, until a successor Paying Agent shall have been appointed pursuant to the applicable provisions of this Resolution, and thereafter Paying Agent shall mean such successor Paying Agent.

Person means any individual, corporation, partnership, joint venture, association, joint-stock company, trust, unincorporated organization, or government or any agency or political subdivision thereof.

Record Date for the interest payable on any Interest Payment Date means the 15th calendar day of the month in which an Interest Payment is due, whether or not such day is a Business Day.

Resolution means this Resolution authorizing issuance of the Bonds.

Security Documents shall mean the resolution, trust agreement, ordinance, loan agreement, bond, note and/or any additional or supplemental document executed in connection with the Bonds.

Tax Certificate means the Tax Regulatory and Arbitrage Certificate of the Issuer dated the Issuance Date.

Underwriter means Stifel, Nicolaus & Company, Incorporated, Baton Rouge, Louisiana, the original purchaser of the Bonds.

SECTION 3.

Authorization of Bonds; Maturities. In compliance with and under the authority of the provisions of the Act, and pursuant to proceedings regularly and legally taken by the Issuer, and a special election held within the Issuer on October 14, 2023, there is hereby authorized the incurring of an indebtedness of Two Million Five Hundred Thousand Dollars ($2,500,000) for, and on behalf of and in the name of the Issuer, for the purpose of acquiring, constructing, improving, maintaining or operating fire protection facilities, machinery and equipment, including both real and personal property, and purchasing firefighting equipment to be used in giving fire protection to the property within the District, funding capitalized interest on the Bonds, and to pay the cost of issuance of the Bonds, including the premium for a bond insurance policy, and to represent said indebtedness this Governing Authority does hereby authorize issuance of Two Million Five Hundred Thousand Dollars ($2,500,000) of General Obligation Bonds, Series 2025, of the Issuer. The Bonds shall be in fully registered form, shall be dated the date of issuance thereof, shall be issued in the denomination of Five Thousand Dollars ($5,000) each, or any integral multiple thereof within a single maturity, and shall be numbered consecutively from R-1 upward and shall mature in the years and in the principal amounts set out in the following schedule. The unpaid principal of the Bonds shall bear interest from date thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for, payable on each Interest Payment Date, commencing September 1, 2025, at rates of interest listed below (calculated on the basis of a 360 day year consisting of twelve (12) 30-day months, and maturing in the principal amounts as set out in the following schedule:

MATURITY

DATE (March 1) PRINCIPAL

AMOUNT INTEREST

RATE

2026 $75,000 5.000%

2027 80,000 5.000

2028 85,000 5.000

2029 90,000 5.000

2030 95,000 5.000

2031 95,000 5.000

2032 100,000 5.000

2033 110,000 5.000

2034 115,000 5.000

2035 120,000 5.000

2037 255,000 5.000

2040 435,000 4.000

2045 845,000 4.375

Upon discontinuation of the book-entry only system, the principal of the Bonds, upon maturity or redemption, shall be payable at the principal corporate trust office of the Paying Agent, upon presentation and surrender thereof, and interest on the Bonds shall be payable by check mailed on or before the Interest Payment Date by the Paying Agent to the Registered Owner determined as of the close of business of the Record Date at the address shown on the Bond Register. The person in whose name any Bond is registered at the close of business on the Record Date with respect to an Interest Payment Date (unless such Bond has been called for redemption on a redemption date which is prior to such Interest Payment Date) shall be entitled to receive the interest payable with respect to such Interest Payment Date notwithstanding the cancellation of such Bond upon any registration of transfer or exchange thereof subsequent to such Record Date and prior to such Interest Payment Date. Each Bond delivered under this Resolution upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond, and each such Bond will bear interest (as herein set forth) so that neither gain nor loss interest shall result from such transfer, exchange or substitution.

No Bond will be entitled to any right or benefit under this Resolution, or be valid or obligatory for any purpose, unless there appears on such Bond a certificate of registration, substantially in the form provided in this Resolution, executed by the Paying Agent by manual signature.

SECTION 4. Redemption Provisions.

(a) Those Bonds, or portions thereof in multiples of $5,000, maturing March 1, 2036 and thereafter shall be subject to redemption at the option of the Issuer, in whole or in part at any time on or after March 1, 2035, at par plus accrued interest to the date fixed for redemption.

(b) The Bonds maturing on March 1, 2036 are subject to mandatory sinking fund redemption payments prior to maturity, in part, in the years and in the respective amounts set forth below at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date, as follows:

Redemption Date

(March 1)

Principal Amount

2036 $125,000

2037* 130,000

* Final Maturity.

The Bonds maturing on March 1, 2040 are subject to mandatory sinking fund redemption payments prior to maturity, in part, in the years and in the respective amounts set forth below at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date, as follows:

Redemption Date

(March 1)

Principal Amount

2038 $140,000

2039 145,000

2040* 150,000

* Final Maturity.

The Bonds maturing on March 1, 2045 are subject to mandatory sinking fund redemption payments prior to maturity, in part, in the years and in the respective amounts set forth below at a redemption price equal to the principal amount thereof plus accrued interest to the redemption date, as follows:

Redemption Date

(March 1)

Principal Amount

2041 $155,000

2042 160,000

2043 170,000

2044 175,000

2045* 185,000

* Final Maturity.

In the event a Bond to be redeemed is of a principal amount denomination larger than $5,000, a portion of such Bond ($5,000 principal amount or any multiple thereof) may be redeemed. If less than all the Bonds of a particular maturity are called for redemption, the Bonds within such maturity to be redeemed will be selected by DTC or any successor security depository pursuant to its rules or procedures or, if the book-entry system is discontinued, by the Paying Agent by lot in such manner as the Paying Agent may determine. Upon discontinuation of the book-entry only system any Bond which is to be redeemed only in part shall be surrendered at the principal corporate office of the Paying Agent and there shall be delivered to the Owner of such Bond a new Bond or Bonds of the same maturity and of any authorized denomination or denominations as requested by such Owner in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal amount of the Bond so surrendered.

On the date so designated for redemption, notice having been given in the manner and under the conditions herein provided and money for payment of the redemption price being held in the Debt Service Fund in trust for the owners of the Bonds or portions thereof to be redeemed, the Bonds or portions of Bonds so called for redemption shall become and be due and payable at the redemption price provided for redemption of such Bonds or portions of Bonds on such date, interest on the Bonds or portions of Bonds so called for redemption shall cease to accrue, such Bonds or portions of Bonds shall cease to be entitled to any benefit or security under the Bond Resolution, and the owners of such Bonds or portions of Bonds shall not have rights in respect thereof except to receive payment of the redemption price thereof and, to the extent provided in the next paragraph, to receive Bonds for any unredeemed portions of Bonds.

Bonds which have been duly called for redemption under the provisions of the Bond Resolution or with respect to which irrevocable instructions to call for redemption have been given to the Paying Agent in form satisfactory to it, and for the payment of the redemption price for which moneys, or Defeasance Obligations, shall be held by the Paying Agent in a segregated account in trust for the owners of the Bonds or portions thereof to be redeemed, shall not thereafter be deemed to be outstanding under the provisions of the Bond Resolution and shall cease to be entitled to any security or benefit under this Resolution other than the right to receive payment from such moneys.

Official notice of such call of any of the Bonds for redemption, shall be given by the Paying Agent, at the direction of the Issuer, by means of first class mail, postage prepaid, by notice deposited in the United States mail not less than thirty (30) days prior to the redemption date, addressed to the Owner of each Bond to be redeemed as shown on the Bond Register. Any defect in the mailing of such notice shall not affect the validity of the proceedings for such redemption. Each such notice shall set forth the date fixed for redemption and the redemption price to be paid.

SECTION 5. Exchange of Bonds; Persons Treated as Owners. The Issuer shall cause books for registration and for transfer of the Bonds (the Bond Register), as provided in this Resolution to be kept at the principal office of the Paying Agent, and the Paying Agent is hereby constituted and appointed the Registrar for the Bonds. The Bonds may be transferred, registered and assigned, at the expense of the Issuer, only upon the Bond Register upon surrender thereof at the principal office of the Paying Agent and by execution of the assignment form on the Bonds or by other instrument of transfer and assignment in such form as shall be satisfactory to the Paying Agent. A new Bond or Bonds will be delivered by the Paying Agent to the last assignee (the new registered owner) in exchange for such transferred and assigned Bonds within three (3) business days after receipt of the Bonds to be transferred in proper form. Such new Bond or Bonds must be in the principal amount denomination of $5,000 or any integral multiple thereof within a single maturity. Neither the Issuer nor the Paying Agent will be required to issue, register the transfer of or exchange any Bond during a period beginning (i) at the opening of business on the Record Date, or (ii) with respect to any Bond called for redemption prior to maturity during a period beginning at the opening of business fifteen (15) days before the date of mailing of a notice of redemption of such Bond and ending on the date of such redemption. The execution by the Issuer of any fully registered Bond shall constitute full and due authorization of such Bond and the Paying Agent shall thereby be authorized to authenticate, date and deliver such Bond; provided, however, that the principal amount of outstanding Bonds of each maturity authenticated by the Paying Agent shall not exceed the authorized principal amount of Bonds for such maturity less previous retirements, subject to the provisions of Section 19 hereof. The Issuer is authorized to prepare, and the Paying Agent shall keep custody of, multiple Bond blanks executed by the Issuer for use in the transfer and exchange of Bonds.

SECTION 6. Registered Owner. As to any Bond, the Person in whose name the same shall be registered as shown on the Bond Register required by Section 4, shall be deemed and regarded as the absolute Owner thereof for all purposes, and payment of or on account of the principal of and premium, if any, and interest on any such Bond shall be made only to or upon the order of the Registered Owner thereof or his legal representative, and the Issuer and the Paying Agent shall not be affected by any notice to the contrary. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond, including the interest thereon, to the extent of the sum or sums so paid.

SECTION 7. Form of Bonds. The Bonds and the endorsements to appear thereon will be in substantially the following form, to-wit:

(FORM OF BOND)

Unless this Bond is presented by an authorized representative of the Depository Trust Company, a New York corporation (DTC), to the Issuer or their agent for registration of transfer, exchange, or payment, and any Bond issued is registered in the name of CEDE & CO. or in such other name as is requested by an authorized representative of DTC (and any payment is made to CEDE & CO. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, CEDE & CO., has an interest herein.

As provided in the Bond Resolution referred to herein, until the termination of the system of book-entry-only transfers through DTC and notwithstanding any other provision of the Bond Resolution to the contrary, this Bond may be transferred, in whole but not in part, only to a nominee of DTC, or by a nominee of DTC to DTC or a nominee of DTC, or by DTC or a nominee of DTC to any successor securities depository or any nominee thereof.

No. R-1 $____________

UNITED STATES OF AMERICA

STATE OF LOUISIANA

PARISH OF

CALCASIEU

Iowa Fire Protection District No. 1 of

Calcasieu Parish, Louisiana

General Obligation Bond

Series 2025

Maturity Date Interest Rate Bond Date CUSIP

March 1, 20__ %

March 6, 2025 Registered Owner: CEDE & CO.

Tax ID #13-2555119

Principal Amount:

Iowa Fire Protection District No. 1 of Calcasieu Parish, Louisiana (herein called the Issuer), for value received, hereby acknowledges itself indebted and promises to pay to the registered owner shown above or registered assigns, on the maturity date set forth above, the principal amount set forth above, together with interest thereon from the date hereof, said interest payable semi-annually on March 1 and September 1 in each year, beginning September 1, 2025, at the interest rate per annum set forth above (calculated on the basis of a 360-day year consisting of twelve (12) 30-day months), until said principal sum is paid, unless this Bond has been previously called for redemption and payment shall have been duly made or provided for. The principal of this Bond upon maturity or redemption is payable in lawful money of the United States of America at the principal corporate trust office of Hancock Whitney Bank, located in Baton Rouge, Louisiana (the Paying Agent/Registrar), or successor thereto, upon presentation and surrender hereof. Interest on this Bond is payable by check mailed on each interest payment date by the Paying Agent/Registrar to the registered owner (determined as of the close of business on the first calendar day of the month preceding the month in which an Interest Payment is due) at the address, as shown on the books of the Paying Agent/Registrar.

REFERENCE IS MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF WHICH SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH HEREIN.

This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Bond Resolution defined hereinafter until the Certificate of Registration hereon shall have been signed by the Paying Agent/Registrar.

IN WITNESS WHEREOF, the Board of Commissioners, acting as the governing authority of Iowa Fire Protection District No. 1 of Calcasieu Parish, Louisiana, has caused this Bond to be executed in its name by the facsimile signatures of its Chairman and Secretary of said Issuer, and this Bond to be dated March 6, 2025.

IOWA FIRE

PROTECTION DISTRICT NO. 1

OF CALCASIEU

PARISH,

LOUISIANA

/s/

SECRETARY

/s/

CHAIRMAN

CERTIFICATE OF AUTHENTICATION

This Bond is one of the Bonds described in the within mentioned Bond Resolution.

Date of Authentication: HANCOCK WHITNEY BANK, as Trustee

March 6, 2025 By: ________

ADDITIONAL

PROVISIONS

This Bond is one of an issue, the Bonds of which are all of like date, tenor and effect, except as to the number, maturity and rate of interest, aggregating in principal the sum of TWO MILLION FIVE HUNDRED THOUSAND NO/100 ($2,500,000) DOLLARS; said Bonds to mature annually, authorized at an election held within the Issuer on October 14, 2023, and issued pursuant to a resolution adopted on February 18, 2025, by the Governing Authority of the Issuer (the Bond Resolution), under and by virtue of Part I of Chapter 7 of Title 40 of the Louisiana Revised Statutes of 1950, as amended, in particular, La. R.S. 40:1491 through 40:1510 and all other constitutional and statutory authority supplemental thereto (the Fire District Act), and is authorized under the provisions of Part II of Chapter 4 of Subtitle II of Title 39 of the Louisiana Revised Statutes of 1950, as amended (La. R.S. 39:501 through 531), in particular Section 522 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, Section 1430 of Chapter 13 of Subtitle III of Title 39 of the Louisiana Revised Statutes of 1950, as amended, and other constitutional and statutory authority (collectively, the Act), and pursuant to proceedings regularly and legally taken by the Issuer, for the purpose of acquiring, constructing, improving, maintaining or operating fire protection facilities, machinery and equipment, including both real and personal property, and purchasing firefighting equipment to be used in giving fire protection to the property within the District, funding capitalized interest on the Bonds, and paying the costs of issuance of the Bonds, including the premium for a bond insurance policy.

This Bond and the issue of which it forms a part are payable out of the receipt of unlimited ad valorem taxes levied on all properties subject to taxation within Iowa Fire Protection District No. 1 of Calcasieu Parish, Louisiana.

The Paying Agent/Registrar for this issue is Hancock Whitney Bank, Baton Rouge, Louisiana. This Bond shall pass by delivery on the books of the Issuer to be kept for that purpose at the principal corporate trust office of the Registrar and such registration is noted hereon. After such registration no transfer shall be valid unless made on said books at said office by the registered owner in person or by his duly authorized attorney and similarly noted hereon. This Bond may not be discharged from registration by like transfer to bearer. The Issuer and the Registrar may treat the registered owner as the absolute owner hereof for all purposes, whether or not this Bond shall be overdue and shall not be bound by any notice to the contrary.

Those Bonds, or portions thereof in multiples of $5,000, maturing March 1, 2036 and thereafter shall be subject to redemption at the option of the Issuer, in such order as the Issuer may determine and by lot within any maturity, in whole or in part at any time on or after March 1, 2035, at par plus accrued interest to the date fixed for redemption.

Official notice of such call of any of the Bonds for redemption will be given by the Paying Agent, at the direction of the Issuer, by means of first class mail, postage prepaid, by notice deposited in the United States mail not less than thirty (30) days prior to the redemption date, addressed to the Owner of each Bond to be redeemed as shown on the Bond Register. Any defect in the mailing of such notice shall not affect the validity of the proceedings for such redemption. Each such notice shall set forth the date fixed for redemption and the redemption price to be paid.

It is certified that this Bond is authorized by and is issued in conformity with the requirements of the Constitution and statutes of the State of Louisiana. It is further certified, recited and declared that all acts, conditions and things required to exist, to happen and to be performed precedent to and in the issuance of this Bond necessary to constitute the same as a legal, binding and valid obligation of the Issuer, have existed, have happened and have been performed in due time, form and manner as required by law, and that the indebtedness of the Issuer, including this Bond, does not exceed any limitation prescribed by the Constitution and statutes of the State of Louisiana.

STATEMENT OF INSURANCE

Build America Mutual Assurance Company (BAM), New York, New York, has delivered its municipal bond insurance policy (the Policy) with respect to the scheduled payments due of principal of and interest on this Bond to Hancock Whitney Bank, Baton Rouge, Louisiana, or its successor, as paying agent for the Bonds (the Paying Agent). Said Policy is on file and available for inspection at the principal office of the Paying Agent and a copy thereof may be obtained from BAM or the Paying Agent. All payments required to be made under the Policy shall be made in accordance with the provisions thereof. By its purchase of these Bonds, the owner acknowledges and consents (i) to the subrogation and all other rights of BAM as more fully set forth in the Policy and (ii) that upon the occurrence and continuance of a default or an event of default under the Bond Resolution or this Bond, BAM shall be deemed to be the sole owner of the Bonds for all purposes and shall be entitled to control and direct the enforcement of all rights and remedies granted to the owners of the Bonds or the trustee, paying agent, registrar or similar agent for the benefit of such owners under the Bond Resolution, at laws or in equity.

ASSIGNMENT

FOR VALUE RECEIVED, , the undersigned, hereby sells, assigns and transfers unto the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney or agent to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises.

Dated:

NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever.

(FORM OF LEGAL OPINION CERTIFICATE -TO BE PRINTED ON ALL BONDS)

I, the undersigned Chairman of the Board of Commissioners, governing authority of Iowa Fire Protection District No. 1 of Calcasieu Parish, Louisiana, do hereby certify that the above and foregoing is a true copy of the complete legal opinion of Jones Walker LLP, Lake Charles, Louisiana, Bond Counsel, the original of which was manually executed, dated and issued as of the date of payment for and delivery of the Bonds of the issue described therein and was delivered to the Original Purchasers thereof. I further certify that an executed copy of the above-referenced legal opinion is on file in my office and that an executed copy thereof has been furnished to the Paying Agent/Registrar for this Bond.

Chairman

SECTION 8. Execution of Bonds. The Bonds shall be signed by the Executive Officers of the Issuer for, on behalf of, in the name of the Issuer, and the Legal Opinion Certificate shall be signed by the Chairman of the Governing Authority, which signatures may be either manual or facsimile and the delivery of any Bond so executed at any time thereafter shall be valid although, before the Issuance Date, the persons signing the Bonds cease to hold office.

SECTION 9. Book Entry Registration of Bonds. The Bonds shall be initially issued in the name of Cede & Co., as nominee for The Depository Trust Company (DTC), as registered owner of the Bonds, and held in the custody of DTC. The Secretary of the Issuer or any other officer of the Issuer is authorized to execute of the Bonds in book-entry only format. The Paying Agent is hereby directed to execute said Letter of Representation. The terms and provisions of said Letter of Representation shall govern in the event of any inconsistency between the provisions of this Bond Ordinance and said Letter of Representation. Initially, a single certificate will be issued and delivered to DTC for each maturity of the Bonds. The Beneficial Owners will not receive physical delivery of Bond certificates except as provided herein. Beneficial Owners are expected to receive a written confirmation of their purchase providing details of each Bond acquired. For so long as DTC shall continue to serve as securities depository for the Bonds as provided herein, all transfers of beneficial ownership interest will be made by book-entry only, and no investor or other party purchasing, selling or otherwise transferring beneficial ownership of Bonds is to receive, hold or deliver any Bond certificate.

Notwithstanding anything to the contrary herein, while the Bonds are issued in book-entry-only form, the payment of principal of, premium, if any, and interest on the Bonds may be payable by the Paying Agent by wire transfer to DTC in accordance with the Letter of Representation.

For every transfer and exchange of the Bonds, the Beneficial Owner may be charged a sum sufficient to cover such Beneficial Owners allocable share of any tax, fee or other governmental charge that may be imposed in relation thereto.

Bond certificates are required to be delivered to and registered in the name of the Beneficial Owner under the following circumstances:

(a) DTC determines to discontinue providing its service with respect to the Bonds. Such a

determination may be made at any time by giving 30 days notice to the Issuer and the Paying Agent and discharging its responsibilities with respect thereto under applicable law; or

(b) The Issuer determines that continuation of the system of book-entry transfer through DTC (or a successor securities depository) is not in the best interests of the Issuer and/or the Beneficial Owners.

The Issuer and the Paying Agent will recognize DTC or its nominee as the Bondholder for all purposes, including notices and voting.

Neither the Issuer or the Paying Agent are responsible for the performance by DTC of any of its obligations including, without limitation, the payment of moneys received by DTC, the forwarding of notices received by DTC or the giving of any consent or proxy in lieu of consent.

Whenever during the term of the Bonds the beneficial ownership thereof is determined by a book entry at DTC, the requirements of this Bond Resolution of holding, delivering or transferring the Bonds shall be deemed modified to require the appropriate person to meet the requirements of DTC as to registering or transferring the book entry to produce the same effect.

If at any time DTC ceases to hold the Bonds, all references herein to DTC shall be of no further force or effect.

SECTION 10. Pledge of Full Faith and Credit; Tax Levy. The Bonds shall constitute general obligations of the Issuer, and the full faith and credit of the Issuer is hereby pledged to the punctual payment of the Bonds in accordance with the authority of the Act. The Issuer obligates itself and is bound under the terms and provisions of law and the election authorizing the Bonds to impose and collect annually in excess of all other taxes an ad valorem tax on all property subject to taxation within the territorial limits of the Issuer sufficient to pay principal of and interest on the Bonds falling due in each year, said tax to be levied and collected by the same officers, in the same manner and at the same time as other taxes are levied and collected within the territorial limits of the Issuer. The proceeds of such tax shall be devoted and applied to the payment of said interest and principal as such shall become due, and without further action on the part of the Governing Authority, the proper officer or officers are hereby authorized and directed, for the year 2025 and each year thereafter, to include in the annual levy of taxes upon, and to extend upon the assessment rolls against, all taxable property situated within the territorial limits of the Issuer, a sum sufficient to pay the principal of, premium, if any, and interest on the Bonds becoming due the ensuing year. The Issuer shall deposit the avails of said tax in the Debt Service Fund herein provided for. Interest falling due on September 1, 2025 shall be paid from the Capitalized Interest Account herein provided for. Principal or interest falling due at any time when the proceeds of said tax levy may not be available shall be paid from other funds of the Governing Authority, and such funds shall be reimbursed from the proceeds of said taxes when said taxes shall have been collected. The Issuer covenants and agrees with the Underwriter and the Owner of the Bonds that so long as any of the Bonds remain outstanding, the Issuer will take no action or fail to take any action which in any way would adversely affect the ability of the Issuer to levy and collect the foregoing tax levy, and the Issuer and its officers will comply with all present and future applicable laws in order to assure that the foregoing taxes will be levied, extended and collected as provided herein and deposited in the Debt Service Fund established in Section 11 to pay the principal of and interest on the Bonds.

SECTION 11. Debt Service Fund. For payment of the principal of and the interest on the Bonds, the Issuer hereby establishes a special fund, to be held by the regularly designated fiscal agent of the Issuer (the Debt Service Fund), into which the Issuer will deposit the proceeds of the aforesaid special tax and accrued interest on the Bonds. The depository for the Debt Service Fund shall transfer from the Debt Service Fund to the Paying Agent at least five (5) business days in advance of each Interest Payment Date, funds fully sufficient to pay promptly the principal and interest falling due on such date.

All moneys deposited with the regularly designated fiscal agent bank or banks of the Issuer or the Paying Agent under the terms of this Resolution shall constitute secured funds for the benefit of the Owners of the Bonds, and shall be secured by said fiduciaries at all times to the full extent thereof in the manner required by law for the securing of deposits of public funds.

At the written request of the Issuer, all or any part of the moneys in the Debt Service Fund shall be invested in accordance with the provisions of the laws of the State of Louisiana, in which event all income derived from such investments shall be added only to the Debt Service Fund.

SECTION 12. Capitalized Interest Account. For the payment of interest on the Bonds on September 1, 2025, the Issuer hereby authorizes the establishment of a special account within the Project Fund (as hereinafter defined) (the Capitalized Interest Account), into which the Issuer will deposit proceeds of the Bonds in an amount sufficient to pay interest on the Bonds September 1, 2025. The Paying Agent shall use the funds deposited into the Capitalized Interest Account to the Paying Agent to pay promptly the interest falling due on September 1, 2025.

SECTION 13. Costs of Issuance Fund. For the payment of the Costs of Issuance, the Issuer hereby authorizes the establishment of a Costs of Issuance Fund (the Costs of Issuance Fund), to be held by the Paying Agent, into which proceeds of the Bonds shall, on the Issuance Date, be deposited in the amounts designated by the written direction of the Executive Officers, sufficient to pay the Costs of Issuance. Any amounts remaining in the Costs of Issuance Fund and not obligated to the payment of specific Costs of Issuance with respect to the Bonds shall be transferred by the Paying Agent into the Project Fund.

SECTION 14. Application of Proceeds; Project Fund. The Issuer hereby authorizes the establishment of the Project Fund (the Project Fund), to be held by the Paying Agent. On the Issuance Date, after payment of the Underwriters Discount and the cost of the premium for the Bond Insurance Policy, and a after making a deposit to the Costs of Issuance Fund as provided in Section 13 herein, the remaining proceeds derived from the sale of the Bonds, shall be deposited, in the amounts designated by the written direction of the Executive Officers, into the Project Fund, and disbursements shall be made from the Project Fund solely and only for the purposes for which the Bonds are being issued, including capitalized interest on the Bonds, which amounts shall be deposited in the Capitalized Interest Account of the Project Fund in accordance with Section 12 hereof, and for which the principal proceeds are hereby appropriated.

Earnings, if any, upon the invested proceeds of the Bonds within the Project Fund shall be maintained within the Project Fund and utilized solely and only for (i) the purposes for which the Bonds are being issued and/or (ii) payment of any required rebate of excess arbitrage profits to the United States Treasury.

Monies may be expended from the Project Fund, upon receipt of a check, draft or other written form of disbursement request acceptable to the Paying Agent, signed by an Executive Officer, and the Paying Agent may pay such monies for Project costs. Upon completion of the Project or a determination by the Issuer that the balance of the amounts in the Project Fund will not be necessary to pay Project costs, as evidenced by a certificate of an Executive Officer delivered to the Paying Agent (the Certification), all moneys in the Project Fund in the amount specified by the Issuer in such Certification shall be applied by the Paying Agent to the payment of principal of and/or interest on the Bonds as such payments shall fall due.

SECTION 15. Bonds Legal Obligations. The Bonds shall constitute legal, binding and valid obligations of the Issuer, and shall be the only representations of the indebtedness as herein authorized and created.

SECTION 16. Resolution a Contract. The provisions of this Resolution and the Bonds shall constitute a contract between the Issuer, or its successor, and the Owner or Owners from time to time of the Bonds and any such Owner or Owners may at law or in equity, by suit, action, mandamus or other proceedings, enforce and compel the performance of all duties required to be performed by this Governing Authority or the Issuer as a result of issuing the Bonds.

No material modification or amendment of this Resolution, or of any resolution amendatory hereof or supplemental hereto, may be made without the consent in writing of the Owners of two-thirds (2/3) of the aggregate principal amount of the Bonds then outstanding; provided, however, that no modification or amendment shall permit a change in the maturity or redemption provisions of the Bonds, or a reduction in the rate of interest thereon, or in the amount of the principal obligation thereof, or affecting the obligation of the Issuer to pay the principal of and the interest on the Bonds as the same shall come due from the taxes pledged and dedicated to the payment thereof by this Resolution or reduce the percentage of the Owners required to consent to any material modification or amendment of this Resolution, without the consent of all of the Owners of the Bonds then outstanding.

SECTION 17. Recital of Regularity. This Governing Authority having investigated the regularity of the proceedings had in connection with issuance of the Bonds herein authorized and having determined the same to be regular, the Bonds shall contain the following recital, to-wit:

It is certified that this Bond is authorized by and is issued in conformity with the requirements of the Constitution and statutes of the State of Louisiana.

SECTION 18. Effect of Registration. The Issuer, the Paying Agent, and any agent of either of them may treat the Owner in whose name any Bond is registered as the Owner of such Bond for the purpose of receiving payment of the principal (and redemption price) of and interest on such Bond and for all other purposes whatsoever, and to the extent permitted by law, neither the Issuer, the Paying Agent, nor any agent of either of them shall be affected by notice to the contrary.

SECTION 19. Notices to Owners. Wherever this Resolution provides for notice to Owners of Bonds of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and mailed, first class postage prepaid, to each Owner of such Bonds, at the address of such Owner as it appears in the Bond Register. In any case where notice to Owners of Bonds is given by mail, neither the failure to mail such notice to any particular Owner of Bonds, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Bonds. Where this Resolution provides for notice in any manner, such notice may be waived in writing by the Owner or Owners entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Owners shall be filed with the Paying Agent, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver.

SECTION 20. Cancellation of Bonds. All Bonds surrendered for payment, redemption, transfer, exchange or replacement, if surrendered to the Paying Agent, shall be promptly cancelled by it and, if surrendered to the Issuer, shall be delivered to the Paying Agent and, if not already cancelled, shall be promptly cancelled by the Paying Agent. The Issuer may at any time deliver to the Paying Agent for cancellation any Bonds previously registered and delivered which the Issuer may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly cancelled by the Paying Agent. All cancelled Bonds held by the Paying Agent shall be disposed of as directed in writing by the Issuer.

SECTION 21. Mutilated, Destroyed, Lost or Stolen Bonds. If (1) any mutilated Bond is surrendered to the Paying Agent, or the Issuer and the Paying Agent receives evidence to its, satisfaction of the destruction, loss or theft of any Bond, and (2) there is delivered to the Issuer and the Paying Agent such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Issuer or the Paying Agent that such Bond has been acquired by a bona fide purchaser, the Issuer shall, under the authority of Part XI of Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, execute, and upon its request the Paying Agent shall register and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Bond, a new Bond of the same maturity and of like tenor, interest rate and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Bond has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Bond, pay such Bond. Upon issuance of any new Bond under this Section, the Issuer may require the payment by the Owner of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Paying Agent) connected therewith. Every new Bond issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Bond shall constitute a replacement of the prior obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Bond shall be at any time enforceable by anyone and shall be entitled to all the benefits of this Resolution equally and ratably with all other outstanding Bonds. Any additional procedures set forth in this Resolution, shall also be available with respect to mutilated, destroyed, lost or stolen Bonds. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost or stolen Bonds.

SECTION 22. Discharge of Resolution; Defeasance. If the Issuer shall pay or cause to be paid, or there shall otherwise be paid to the Owners, the principal of and interest on the Bonds, at the times and in the manner stipulated in this Resolution, then the pledge of the money, securities, and funds pledged under this Resolution and all covenants, agreements, and other obligations of the Issuer to the Owners of the Bonds shall thereupon cease, terminate, and become void and be discharged and satisfied, and the Paying Agent shall pay over or deliver all money held by it under this Resolution to the Issuer.

Principal or interest installments for the payment of which money shall have been set aside and shall be held in trust (through deposit by the Issuer of funds for such payment or otherwise) at the maturity date thereof shall be deemed to have been paid within the meaning and with the effect expressed above in this Section. Bonds shall be deemed to have been paid, prior to their maturity, within the meaning and with the effect expressed above in this Section if they have been defeased pursuant to Chapter 14 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, or any successor provisions thereto.

SECTION 23. Paying Agent; Paying Agent Agreement. The Issuer will at all times maintain a Paying Agent meeting the qualifications hereinafter described for the performance of the duties hereunder for the Bonds. The designation of the initial Paying Agent in this Resolution is hereby confirmed and approved. The Issuer reserves the right to appoint a successor Paying Agent by (a) filing with the Person then performing such function a certified copy of a resolution or Resolution giving notice of the termination of the Agreement and appointing a successor and (b) causing notice to be given to each Owner. Every Paying Agent appointed hereunder shall at all times be a bank organized and doing business under the laws of the United States of America or of any state, authorized under such laws to serve as Paying Agent, and subject to supervision or examination by Federal or State authority. The Executive Officers are hereby authorized and directed to execute an appropriate Agreement with the Paying Agent for and on behalf of the Issuer in such form as may be satisfactory to said officers, the signatures of such officers on such Agreement to be conclusive evidence of the due exercise of the authority granted hereunder.

SECTION 24. Non-Arbitrage Representations, Warranties and Covenants. The Governing Authority of the Issuer certifies and covenants that so long as the Bonds remain outstanding, moneys on deposit in any fund in connection with the Bonds, whether or not such moneys were derived from the proceeds of the sale of the Bonds or from any other sources, will not be used in a manner which will cause such Bonds to be arbitrage bonds within the meaning of Section 148 of the Code or ruling or regulations promulgated thereunder.

The Governing Authority hereby authorizes the Executive Officers of the Issuer to be responsible for issuing the Bonds to make such further covenants and certifications as may be necessary to assure that the use thereof will not cause the Bonds to be arbitrage bonds and to assure that the interest on the Bonds will be excludable from gross income for purposes of federal income taxation. In connection therewith, the Issuer and the Governing Authority further agree:

(a) through the Executive Officers to make such further specific covenants, representations as shall be truthful, and assurances as may be necessary or advisable; (b) to consult with counsel approving the Bonds and to comply with such advice as may be given; (c) to pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Bonds; (d) to file such forms, statements and supporting documents as may be required and in a timely manner; and (e) if deemed necessary or advisable by the Executive Officers, to employ and pay fiscal agents, financial advisors, attorneys, and other persons to assist the Issuer in such compliance.

SECTION 25. Printing and Delivery of Bonds. The Executive Officers of the Issuer are hereby empowered, authorized and directed to cause the necessary Bonds to be printed or lithographed, and they are hereby further empowered, authorized and directed to sign, execute and seal all of the Bonds as herein provided and cause the same to be registered with the Secretary of State, all in accordance with the provisions of law and this Resolution.

SECTION 26. Sale of Bonds. The sale of the Bonds to the Underwriter and the execution and delivery of the Bond Purchase Agreement by and between the Issuer and the Underwriter are hereby in all respects approved, ratified and confirmed and after their execution, authentication by the Paying Agent, the Bonds shall be delivered to the Underwriter (or at the direction of the Underwriter or its agents or assigns), upon receipt by the Issuer of the agreed purchase price. The Executive Officers of the Issuer are each hereby empowered, authorized and directed to execute and deliver or cause to be executed and delivered all documents required to be executed on behalf of the Issuer or deemed by them necessary or advisable to implement this Resolution, or facilitate the sale of the Bonds including the Tax Certificate.

SECTION 27. Publication. A copy of this Resolution shall be published immediately after its adoption in one (1) issue of the American Press, the official journal of the Issuer.

SECTION 28. Savings Clause. In case any one or more of the provisions of this Resolution or of the Bonds issued hereunder shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provision of this Resolution or of the Bonds, but the Resolution and the Bonds shall be construed and enforced as if such illegal or invalid provisions had not been contained therein. Any constitutional or statutory provision enacted after the date or dates of this Resolution and of the Bonds which validates or makes legal any provision of this Resolution or the Bonds which would not otherwise be valid or legal, shall be decreed to apply to this Resolution and to the Bonds.

SECTION 29.

Reserved.

SECTION 30. Reserved.

SECTION 31. Continuing Disclosure Certificate. The Executive Officers are hereby empowered and directed to execute an appropriate Continuing Disclosure Certificate (substantially in the form set forth in Appendix E to the Official Statement issued in connection with issuance and sale of the Bonds) pursuant to S.E.C. Rule 15c2-12(b)(5).

SECTION 32. Further Acts. All acts and doings of the Executive Officers of the Issuer which are in conformity with the purposes and intent of this Resolution are hereby in all respects ratified, approved and confirmed.

SECTION 33. Administration of Bond Proceeds. In accordance with and pursuant to the provisions of Chapter 11 of Title 33 of the Louisiana Revised Statutes of 1950, as amended, the Governing Authority of the Issuer is hereby confirmed as administrator of the funds of the Issuer, and is further charged with the responsibilities of investing the proceeds of the Bonds in accordance with the terms of this Resolution. The Chairman and Secretary of the Governing Authority shall signify their acceptance of the responsibilities set forth herein and within the Letter of Investment Instructions by execution of the Letter of Investment Instructions.

SECTION 34. Beneficiaries of the Resolution. The provisions of this Resolution are for the sole benefit of the Owners of the Bonds and beneficial owners of the Bonds, and nothing contained herein, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The Issuer undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Resolution, and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the Issuers financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Resolution or otherwise, except as expressly provided herein. The Issuer does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell the Bonds at any future date.

UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO OWNERS OF THE BONDS OR BENEFICIAL OWNERS OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE ISSUER, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS RESOLUTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE.

No default by the Issuer in observing or performing its obligations under Section 31 hereof shall constitute a breach of or default under this Resolution.

SECTION 35. Provisions Applicable to the Bond Insurer. Notwithstanding anything to the contrary set forth in this Resolution, the following provisions required by or related to the Bond Insurer and the Bond Insurance Policy shall be applicable:

1. Notice and Other Information to be given to BAM. The Issuer will provide BAM with all notices and other information it is obligated to provide (i) under its Continuing Disclosure Agreement and (ii) to the holders of the Bonds or the Trustee under the Security Documents.

The notice address of BAM is: Build America Mutual Assurance Company,

200 Liberty Street,

27th Floor

New York, NY 10281

Attention:

Surveillance

Re: Policy No. 2025B0078

Telephone:

(212) 235-2500

Telecopier:

(212) 962-1710

Email:

notices@buildamerica.com.

In each case in which notice or other communication refers to an event of default or a claim on the Policy, then a copy of such notice or other communication shall also be sent to the attention of the General Counsel at the same address and at claims@buildamerica.com or at Telecopier: (212) 962-1524 and shall be marked to indicate URGENT MATERIAL ENCLOSED.

2. Amendments, Supplements and Consents.

a. Consents and Amendments. Whenever any Security Document requires the consent of Bondholders, BAMs consent shall also be required. In addition, any amendment, supplement or modification to the Security Documents that adversely affect the rights or interests of BAM shall be subject to the prior written consent of BAM.

b. Control Rights of BAM Upon Default. Anything in any Security Document to the contrary notwithstanding, upon the occurrence and continuance of a default or an event of default, BAM shall be deemed to be the sole holder of the Bonds for all purposes and shall be entitled to control and direct the enforcement of all rights and remedies granted to the holders of the Bonds or the trustee, paying agent, registrar, or similar agent (the Trustee) for the benefit of such holders under any Security Document. The Trustee may not waive any default or event of default or accelerate the Bonds without BAMs written consent.

3. BAM As Third Party Beneficiary. BAM is explicitly recognized as and shall be deemed to be a third-party beneficiary of the Security Documents and may enforce any right, remedy or claim conferred, given or granted thereunder.

4. Policy Payments.

a. In the event that principal and/or interest due on the Bonds shall be paid by BAM pursuant to the Policy, the Bonds shall remain outstanding for all purposes, not be defeased or otherwise satisfied and not be considered paid by the Issuer, the assignment and pledge of the trust estate and all covenants, agreements and other obligations of the Issuer to the registered owners shall continue to exist and shall run to the benefit of BAM, and BAM shall be subrogated to the rights of such registered owners including, without limitation, any rights that such owners may have in respect of securities law violations arising from the offer and sale of the Bonds.

b. Notwithstanding anything to the contrary, the Issuer and the Trustee shall agree for the benefit of BAM that:

i. They recognize that to the extent BAM makes payments directly or indirectly (e.g., by paying through the Trustee), on account of principal of or interest on the Bonds, BAM will be subrogated to the rights of such holders to receive the amount of such principal and interest from the Issuer, with interest thereon, as provided and solely from the sources stated in the Security Documents and the Bonds; and

ii. They will accordingly pay to BAM the amount of such principal and interest, with interest thereon, but only from the sources and in the manner provided in the Security Documents and the Bonds for the payment of principal of and interest on the Bonds to holders, and will otherwise treat BAM as the owner of such rights to the amount of such principal and interest.

c. Special Provisions for Insurer Default: If an Insurer Default shall occur and be continuing, then, notwithstanding anything in paragraph 2 above to the contrary, (1) if at any time prior to or following an Insurer Default, BAM has made payment under the Policy, to the extent of such payment BAM shall be treated like any other holder of the Bonds for all purposes, including giving of consents, and (2) if BAM has not made any payment under the Policy, BAM shall have no further consent rights until the particular Insurer Default is no longer continuing or BAM makes a payment under the Policy, in which event, the foregoing clause (1) shall control. For purposes of this paragraph (4c), Insurer Default means: (A) BAM has failed to make any payment under the Policy when due and owing in accordance with its terms; or (B) BAM shall (i) voluntarily commence any proceeding or file any petition seeking relief under the United States Bankruptcy Code or any other Federal, state or foreign bankruptcy, insolvency or similar law, (ii) consent to the institution of or fail to controvert in a timely and appropriate manner, any such proceeding or the filing of any such petition, (iii) apply for or consent to the appointment of a receiver, trustee, custodian, sequestrator or similar official for such party or for a substantial part of its property, (iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding, (v) make a general assignment for the benefit of creditors, or (vi) take action for the purpose of effecting any of the foregoing; or (C) any state or federal agency or instrumentality shall order the suspension of payments on the Policy or shall obtain an order or grant approval for the rehabilitation, liquidation, conservation or dissolution of BAM (including without limitation under the New York Insurance Law).

SECTION 36. Section Headings. The headings of the various sections hereof are inserted for convenience of reference only and shall not control or affect the meaning or construction of any of the provisions hereof.

SECTION 37. Repealer. All resolutions or Resolutions or parts thereof in conflict herewith are, to the extent of such conflict, hereby repealed, and this Resolution shall be in effect from and after its passage.

SECTION 38.

Post Issuance Tax Exempt Debt Compliance Policies (the Policies). The Executive Officers of the Issuer, are hereby authorized and directed to accept, receive, execute, seal, attest and deliver the Policies, in such form as approved by Bond Counsel and the Executive Officers.

SECTION 39. Effective Date of Resolution. This Resolution shall become effective immediately upon its adoption.

APPROVED AND ADOPTED this 18th day of February, 2025.

/s/ WALTER P. MALLET

WALTER P. MALLET, Chairman

ATTEST:

/s/ CHARLOTTE LANTIER

CHARLOTTE LANTIER, Secretary

(Other business not pertinent to the present excerpt may be found of record in the official minute book.)

Upon motion duly made and unanimously carried, the meeting was adjourned.

/s/ WALTER P. MALLET

WALTER P. MALLET, Chairman

ATTEST:

/s/ CHARLOTTE LANTIER

CHARLOTTE LANTIER, Secretary

Feb 26 1t

1953756

Notice Cost- $1763.50

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