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Proposed Resolution - 8/17/2021 Sales_Excise Delegating Bond Resolution (refunding).docx 8709966/RDB/mo RESOLUTION NO. __ OF 2021 A Resolution authorizing the issuance and the sale of not to exceed $26,100,000 aggregate principal amount of Sales and Excise Tax Revenue Refunding Bonds, in one or more series, on a taxable or tax- exempt basis, for the purpose of refinancing the projects financed with certain outstanding Lease Revenue Bonds and refunding certain outstanding Sales Tax Revenue Bonds of the City; authorizing the execution and delivery of one or more supplemental trust indentures to secure said bonds; giving authority to certain officials and officers to approve the final terms and provisions of the bonds within the parameters set forth herein; authorizing the taking of all other actions necessary for the consummation of the transactions contemplated by this resolution; and related matters. *** *** *** WHEREAS, Salt Lake City, Utah (the “City”), is a duly organized and existing city of the first class, operating under the general laws of the State of Utah (the “State”); WHEREAS, the City considers it necessary and desirable and for the benefit of the City to issue its sales and excise tax revenue refunding bonds, in one or more series, on a taxable or tax- exempt basis, as hereinafter provided for the purpose of (a) refunding a portion of the City’s currently outstanding (i) Sales Tax Revenue Bonds, Series 2012A (the “Series 2012A Bonds”) and (ii) Sales Tax Revenue Bonds, Series 2013B (the “Series 2013B Bonds”); (b) refinancing certain lease obligations of the City by exercising the City’s option to purchase certain leased property that was financed by the issuance of the Local Building Authority of Salt Lake City, Utah’s (the “Authority”) (i) Lease Revenue Bonds, Series 2013A (the “2013A LBA Bonds”) and (ii) Lease Revenue Bonds Bonds, Series 2014A (the “2014A LBA Bonds”), (c) funding any necessary reserves and contingencies in connection with the Series 2021 Bonds (defined below) and (d) paying all related costs authorized by law pursuant to authority contained in the the Local Government Bonding Act, Chapter 14 of Title 11 (the “Government Bonding Act”), Utah Code Annotated 1953, as amended (the “Utah Code”) and the Utah Refunding Bond Act, Chapter 27 of Title 11 (the “Refunding Bond Act” and, collectively with the Government Bonding Act, the “Act”), Utah Code, and other applicable provisions of law; WHEREAS, for the purposes set forth above, the City has determined (a) to issue its Sales and Excise Tax Revenue Refunding Bonds, in one or more series, in an aggregate principal amount not to exceed $26,100,000 (the “Series 2021 Bonds”) (subject to the further limitations outlined herein) pursuant to the Master Trust Indenture, dated as of September 1, 2004, as amended and supplemented to the date hereof (the “Master Indenture”), a copy of which is attached here as Exhibit A and one or more Supplemental Trust Indentures (the “Supplemental Indenture”), between the City and Zions Bancorporation, National Association, as trustee (the “Trustee”) (the Master Indenture and the Supplemental Indenture are sometimes collectively referred to - 2 - 2021 Refunding Delegating Bond Resolution hereinafter as the “Indenture”), and (b) to cause the proceeds of the sale of the Series 2021 Bonds to be applied in accordance with the Indenture; WHEREAS, the City is authorized by the Act to (a) refinance the projects financed with the 2013A LBA Bonds and the 2014A Bonds (collectively, the “Refunded LBA Bonds”) and (b) refund the Series 2012A Bonds and Series 2013B Bonds (collectively, the “Refunded STR Bonds” and, collectively with the Refunded LBA Bonds, the “Refunded Bonds”), to enter into the Supplemental Indenture, and to issue the Series 2021 Bonds to finance all or a portion of the costs of financing the Series 2021A Project and refunding the Refunded Bonds, to fund any necessary reserves, and to pay all related costs authorized by law; WHEREAS, Sections 11-14-316 and 11-27-4 of the Utah Code provide for the publication of a Notice of Bonds to be Issued (the “Notice of Bonds”) and the running of a 30-day contest period, and the City desires to cause the publication of such Notice of Bonds at this time in compliance with said section with respect to the Series 2021 Bonds; WHEREAS, Section 11-14-318 of the Government Bonding Act requires that a public hearing be held to receive input from the public with respect to the issuance of the Series 2021 Bonds and the potential economic impact that the purchase of the library projects financed with the Refunded LBA Bonds (the “LBA Portion”) will have on the private sector and that notice of such public hearing be given as provided by law and, in satisfaction of such requirement, the City desires to publish a Notice of Public Hearing and Intent to Issue Sales and Excise Tax Revenue Bonds (the “Notice of Public Hearing”) pursuant to such Section; WHEREAS, Section 11-14-307(7) of the Government Bonding Act requires the City to submit the question of whether or not to issue the LBA Portion of the Series 2021 Bonds to voters for their approval or rejection if, within 30 calendar days after the publication of the Notice of Public Hearing, a written petition requesting an election and signed by at least 20% of the registered voters in the City is filed with the City; WHEREAS, in the opinion of the City, it is in the best interests of the City that (a) the Designated Officers (defined below) be authorized to approve the final terms and provisions relating to the Series 2021 Bonds and to execute the Certificate of Determination (defined below) containing such terms and provisions and to accept the offer of the underwriter for the Series 2021 Bonds (the “Underwriter”) for the purchase of the Series 2021 Bonds; and (b) the Mayor (defined below) be authorized to execute the Official Statement with respect to the Series 2021 Bonds, all as provided herein; WHEREAS, the form of an Escrow Agreement (the “Escrow Agreement”) has been prepared and distributed to the City, and the City has examined the provisions of the Escrow Agreement and desires at this time to approve the terms and provisions of the Escrow Agreement and to authorize the execution and delivery thereof by the Mayor, the Deputy Mayor or the Mayor’s designee (the “Mayor”), and City Treasurer, or the Deputy Treasurer of the City (the “City Treasurer”), and by the countersignature and attestation thereof by the City Recorder, or any Deputy City Recorder; - 3 - 2021 Refunding Delegating Bond Resolution NOW, THEREFORE, BE IT RESOLVED by the City Council of Salt Lake City, Utah, as follows: Section 1. Issuance of Bonds. (a) For the purposes set forth above, there is hereby authorized and directed the execution, issuance, sale and delivery of the Series 2021 Bonds in one or more series (with such adjustments to the series designation as are necessary), on a taxable or tax-exempt basis, in the aggregate principal amount not to exceed $26,100,000. The Series 2021 Bonds shall be dated as of the date of the initial delivery thereof. The Series 2021 Bonds shall be in authorized denominations, shall be payable, and shall be executed and delivered all as provided in the Indenture. The Series 2021 Bonds shall be subject to redemption prior to maturity as provided in the Indenture. (b) The form of the Series 2021 Bonds set forth in the form Supplemental Indenture, subject to appropriate insertions and revisions in order to comply with the provisions of the Indenture, is hereby approved. (c) The Series 2021 Bonds shall be special obligations of the City, payable from and secured by a pledge and assignment of the Revenues (as defined in the Indenture) received by the City and of certain other moneys held under the Indenture on a parity with any other Bonds (as defined in the Indenture) issued from time to time under the Master Indenture, including but not limited to the City’s (i) remaining Series 2012A Bonds, if any, (ii) remaining Series 2013B Bonds, if any, (iii) Federally Taxable Sales and Excise Tax Revenue Refunding Bonds, Series 2014A, (iv) Sales and Excise Tax Revenue Bonds, Series 2014B, (v) Sales and Excise Tax Revenue Refunding Bonds, Series 2016A, (vi) Sales and Excise Tax Revenue Refunding Bonds, Series 2019A and (vii) Federally Taxable Sales and Excise Tax Revenue Refunding Bonds, Series 2019B. The Series 2021 Bonds shall not be obligations of the State or any other political subdivision thereof, other than the City, and neither the faith and credit nor the ad valorem taxing or appropriation power of the State or any political subdivision thereof, including the City, is pledged to the payment of the Series 2021 Bonds. The Series 2021 Bonds shall not constitute general obligations of the City or any other entity or body, municipal, state or otherwise. Section 2. Series 2021 Bond Details; Delegation of Authority. (a) The Series 2021 Bonds shall mature on October 1 (or such other dates as specified in the Certificate of Determination) of the years and in the principal amounts, and shall bear interest (calculated on the basis of a year of 360 days consisting of twelve 30-day months) from the Closing Date, payable semiannually on April 1 and October 1 (or such other dates as specified in the Certificate of Determination) of each year, and at the rates per annum and commencing on the dates, all as provided in that certain Certificate of Determination, a form of which is attached hereto as Exhibit C, of the Designated Officers (defined below) delivered pursuant to this Section 2, setting forth certain terms and provisions of the Series 2021 Bonds (the “Certificate of Determination”). (b) There is hereby delegated to the Designated Officers, subject to the limitations contained in this resolution, the power to determine and effectuate the following with respect to the Series 2021 Bonds and the Designated Officers are hereby authorized to make such determinations and effectuations: - 4 - 2021 Refunding Delegating Bond Resolution (i) the principal amount of each series of the Series 2021 Bonds necessary to accomplish the purpose of the Series 2021 Bonds set forth in the recitals hereto and the aggregate principal amount of each series of the Series 2021 Bonds to be executed and delivered pursuant to the Indenture; provided that the aggregate principal amount of the Series 2021 Bonds shall not exceed Twenty-six Million One Hundred Thousand Dollars ($26,100,000); (ii) the maturity date or dates and principal amount of each maturity of the Series 2021 Bonds to be issued; provided, however, that the Series 2021 Bonds mature over a period of not to exceed fifteen (15) years from their date or dates; (iii) the interest rate or rates, which may be taxable or tax-exempt rates, of the Series 2021 Bonds and the date on which payment of such interest commences, provided, however, that the interest rate or rates to be borne by any Series 2021 Bond shall not exceed five percent (5.00%) per annum; (iv) the sale of the Series 2021 Bonds and the purchase price to be paid by the Underwriter of such Series 2021 Bonds; provided, however, that the discount from par of each series of the Series 2021 Bonds shall not exceed two percent (2.00%) (expressed as a percentage of the principal amount); (v) the Series 2021 Bonds, if any, to be retired from mandatory sinking fund redemption payments and the dates and the amounts thereof; (vi) the time and redemption price, if any, at which the Series 2021 Bonds may be called for redemption prior to their maturity at the option of the City; provided, however, the first optional redemption date shall not be later than ten and a half years from the date of delivery of the Series 2021 Bonds; (vii) the amount of reserves necessary to be maintained in connection with each series of the Series 2021 Bonds, if any; (viii) the use and deposit of the proceeds of the Series 2021 Bonds; (ix) the maturity dates and amounts of the Refunded Bonds to be refunded by the Series 2021 Bonds; (x) the amount, use and deposit of any funds of the City legally available to provide for the refunding of the Refunded Bonds (including monies held by the City for payment of debt service on the Refunded Bonds); and (xi) any other provisions deemed advisable by the Designated Officers not materially in conflict with the provisions of this resolution. For purposes of this resolution and the Series 2021 Bonds, “Designated Officers” means (a) the (i) Mayor of the City; or (ii) in the event of the absence or incapacity of the Mayor, the - 5 - 2021 Refunding Delegating Bond Resolution Mayor’s Chief of Staff; or (iii) in the event of the absence or incapacity of both the Mayor and the Mayor’s Chief of Staff, the City Treasurer; or (iv) in the event of the absence or incapacity of the Mayor, the Mayor’s Chief of Staff and the City Treasurer, the Deputy Treasurer of the City and (b) (i) the Chair of the City Council; or (ii) in the event of the absence or incapacity of the Chair of the City Council, the Vice Chair of the City Council; or (iii) in the event of the absence or incapacity of both the Chair and Vice Chair of the City Council, any other member of the City Council. Following the sale of the Series 2021 Bonds, the Designated Officers shall obtain such information as they deem necessary to make such determinations as provided above and shall make such determinations as provided above and shall execute the Certificate of Determination containing such terms and provisions of such series of the Series 2021 Bonds, which execution shall be conclusive evidence of the action or determination of the Designated Officers as to the matters stated therein. The provisions of the Certificate of Determination shall be deemed to be incorporated into this Section 2. Section 3. Approval and Execution of the Supplemental Indenture. One or more Supplemental Indentures, in substantially the form of the Supplemental Trust Indenture attached hereto as Exhibit B, is hereby authorized and approved, and the Mayor is hereby authorized, empowered and directed to execute and deliver each Supplemental Indenture on behalf of the City, and the City Recorder or any Deputy City Recorder is hereby authorized, empowered and directed to affix to each Supplemental Indenture the seal of the City and to attest such seal and countersign each such Supplemental Indenture, with such changes to each Supplemental Indenture from the form attached hereto as are approved by the Mayor, her execution thereof to constitute conclusive evidence of such approval. The provisions of each Supplemental Indenture, as executed and delivered, are hereby incorporated in and made a part of this resolution. The Master Indenture and the Supplemental Indenture shall constitute a “system of registration” for all purposes of the Registered Public Obligations Act of Utah. Section 4. Final Official Statement. A final Official Statement of the City in substantially the form of the Preliminary Official Statement presented at this meeting and in the form attached hereto as Exhibit D, is hereby authorized with such changes, omissions, insertions and revisions as the Mayor shall deem advisable, including the completion thereof with the information established at the time of the sale of any Series 2021 Bonds by the Designated Officers and set forth in the Certificate of Determination. The Mayor shall sign and deliver a final Official Statement for distribution to prospective purchasers of each series of the Series 2021 Bonds and other interested persons. The approval of the Mayor of any such changes, omissions, insertions and revisions shall be conclusively established by the Mayor’s execution of such final Official Statement. Section 5. Preliminary Official Statement to be Deemed Final. The use and distribution of a Preliminary Official Statement, in substantially the form presented at this meeting and in the form attached hereto as Exhibit D, is hereby authorized and approved, with such changes, omissions, insertions and revisions as the Mayor and the City Treasurer shall deem advisable. The Mayor and the City Treasurer are, and each of them is, hereby authorized to do or perform all such acts and to execute all such certificates, documents and other instruments as may be necessary or - 6 - 2021 Refunding Delegating Bond Resolution advisable to provide for the issuance, sale and delivery of any Series 2021 Bonds and to deem final each Preliminary Official Statement within the meaning and for purposes of paragraph (b)(1) of Rule 15c2-12 of the Securities and Exchange Commission, subject to completion thereof with the information established at the time of the sale of any Series 2021 Bonds. Section 6. Other Certificates and Documents Required to Evidence Compliance with Federal Tax and Securities Laws. Each of the Mayor, the City Recorder or any Deputy City Recorder and the City Treasurer is hereby authorized and directed to execute (a) such certificates and documents as are required to evidence compliance with the federal laws relating to the tax- exempt status of interest on any Series 2021 Bonds and (b) a Continuing Disclosure Agreement, in substantially the form attached hereto as Exhibit E, and such other certificates and documents as shall be necessary to comply with the requirements of Rule 15c2-12 of the Securities and Exchange Commission and other applicable federal securities laws. Section 7. Other Actions With Respect to the Series 2021 Bonds. The officers and employees of the City shall take all action necessary or reasonably required to carry out, give effect to, and consummate the transactions contemplated hereby and shall take all action necessary in conformity with the Act to carry out the issuance of the Series 2021 Bonds, including, without limitation, the execution and delivery of any closing and other documents required to be delivered in connection with the sale and delivery of the Series 2021 Bonds. If (a) the Mayor, (b) the City Recorder or (c) the City Treasurer shall be unavailable or unable to execute or attest and countersign, respectively, the Series 2021 Bonds or the other documents that they are hereby authorized to execute, attest and countersign, the same may be executed, or attested and countersigned, respectively, (i) by the Chief of Staff, (ii) by any Deputy City Recorder or (iii) by the Deputy Treasurer of the City. Without limiting the generality of the foregoing, the officers and employees of the City are authorized and directed to take such action as shall be necessary and appropriate to issue the Series 2021 Bonds. Section 8. Notice of Bonds to be Issued; Contest Period. In accordance with the provisions of Sections 11-14-316 and 11-27-4 of the Utah Code, the City Recorder or any Deputy City Recorder shall cause the Notice of Bonds, in substantially the form attached hereto as Exhibit F, to be published one time in The Salt Lake Tribune, a newspaper published and of general circulation within the City. For a period of thirty (30) days from and after publication of the Notice of Bonds, any person in interest shall have the right to contest the legality of this resolution (including the Supplemental Indenture attached hereto) or the Series 2021 Bonds hereby authorized or any provisions made for the security and payment of the Series 2021 Bonds. After such time, no one shall have any cause of action to contest the regularity, formality or legality of this resolution (including the Supplemental Indenture) or the Series 2021 Bonds or any provisions made for the security and payment of the Series 2021 Bonds for any cause. Section 9. Public Hearing. In satisfaction of the requirements of Section 11-14-318 of the Act, a public hearing shall be held by the Council on Tuesday, September 21, 2021, during the Council meeting which begins at 7:00 p.m., which, as determined by the Council Chair, shall be held either virtually or at the regular meeting place of the Council in Room 326 of the City and - 7 - 2021 Refunding Delegating Bond Resolution County Building, 451 South State Street, in Salt Lake City, Utah, or any combination thereof, to receive input from the public with respect to the issuance by the City of the Bonds and the potential economic impact that the purchase of the library projects financed with the Refunded LBA Bonds will have on the private sector. Section 10. Publication of Notice of Public Hearing. The City Recorder or any Deputy City Recorder (the “City Recorder”) shall publish or cause to be published the Notice of Public Hearing on the Utah Public Notice Website, created under Section 63F-1-701 of the Utah Code, no less than 14 days before the public hearing. The Notice of Public Hearing shall be in substantially the form attached hereto as Exhibit I. Section 11. Form of Petition. The form of the petition to be used by registered voters in requesting that an election be called to authorize the LBA Portion of the Series 2021 Bonds shall be in substantially the form attached hereto as Exhibit J. Section 12. Issuance of Bonds After Thirty-Day Period. In accordance with the provisions of Section 11-14-307(7) of the Act, if within thirty days after the publication of the Notice of Public Hearing by posting on the Utah Public Notice Website, a petition or petitions, in the form specified by Section 11 hereof, are filed with the City Recorder, signed by not less than twenty percent (20%) of the registered voters of the City (as certified by the County Clerk of Salt Lake County) requesting that an election be called to authorize the LBA Portion of the Series 2021 Bonds, then the Council shall proceed to call and hold an election on the LBA Portion of the Series 2021 Bonds. If such election is held and a majority of the registered voters of the City voting thereon approve the LBA Portion of the Series 2021 Bonds, then, in accordance with the provisions of the Act, the City shall thereupon be authorized to issue the LBA Portion of the Series 2021 Bonds. If no petition is filed within the thirty-day period after the date of the final publication of such notice, or if it is determined that the number of signatures on the petitions filed within the thirty-day period after the date of the final publication of such notice is less than the required number, the City shall proceed to issue the LBA Portion of the Series 2021 Bonds. Section 13. Sale of the Series 2021 Bonds; Purchase Contract. The Series 2021 Bonds authorized to be issued herein are hereby authorized to be sold and delivered to the Underwriter, upon the terms and conditions set forth in the Purchase Contract. The Mayor is hereby authorized, empowered and directed to execute and deliver the Purchase Contract on behalf of the City in substantially the form attached hereto as Exhibit G, with such changes therein from the form attached hereto as are approved by the Mayor, her execution thereof to constitute conclusive evidence of such approval. The City Recorder or any Deputy City Recorder is hereby authorized, empowered and directed to affix to the Purchase Contract the seal of the City and to attest such seal and countersign the Purchase Contract. Section 14. Provision for Refunding the Refunded Bonds. It is hereby found and determined that, pursuant to the Escrow Agreement and this resolution, moneys and governmental obligations permitted under the Act, the principal of and the interest on which, when due, will provide moneys that will be sufficient to pay, when due, pursuant to call for redemption, the redemption price of and interest due and to become due on, the Refunded Bonds, will be deposited with the applicable escrow agent and provision thereby made for the refunding of the Refunded - 8 - 2021 Refunding Delegating Bond Resolution Bonds. If deemed desirable, the City Treasurer and the Trustee are hereby authorized to transfer from any moneys previously designated for the payment of principal of or interest on the Refunded Bonds the amount designated in the Certificate of Determination pursuant to Section 2(b)(x) hereof. Section 15. Authorization of Escrow Agreement. One or more Escrow Agreements, in substantially the form set forth as Exhibit H hereto, with such insertions, changes and additions as shall be made with the approval of the Mayor, her execution thereof to constitute conclusive evidence of such approval, is hereby in all respects authorized and approved. The Mayor, on behalf of the City, and the City Treasurer shall enter into the Escrow Agreement with the applicable escrow agent establishing one or more escrow accounts from which the redemption price of, and interest on, the Refunded Bonds shall be paid when due. After all the Refunded Bonds shall have become due and payable pursuant to call for redemption, any investments remaining in an escrow account shall be liquidated, and any proceeds of liquidation over and above the amount necessary to be retained for the payment of any Refunded Bonds not yet presented for payment, including interest due and payable, shall be paid in accordance with the Escrow Agreement. The Mayor and City Treasurer, are hereby authorized and directed to execute and deliver, and the City Recorder to seal, countersign and attest, the Escrow Agreement. Section 16. Authorization of Redemption Prior to Maturity of Refunded Bonds. Upon the issuance of the Series 2021 Bonds, the Refunded Bonds are irrevocably called for redemption on April 1, 2022, for the Series 2012A Bonds, on October 1, 2023 for the Series 2013B Bonds and on October 15, 2023 for the Refunded LBA Bonds, each at the redemption price of one hundred percent (100%) of the principal amount of each such Refunded Bond so called for redemption plus accrued interest thereon to the date fixed for redemption. Notice of such redemption shall be given as provided in the Indenture or, in the case of the Refunded LBA Bonds, that certain Indenture of Trust, Assignment of Lease Agreements and Security Agreement, dated as of June 1, 2013, as heretofore amended and supplemented, between the Authority and U.S. Bank National Association, as trustee. Section 17. City Recorder to Perform Certain Acts. The City Recorder is hereby directed to maintain a copy of this Resolution (together with all exhibits hereto), a copy of the Master Indenture and the form of the Supplemental Indenture on file in the City Recorder’s office (or the City Recorder’s temporary office, as applicable) during regular business hours 1 for public examination by registered voters of the City and other interested persons until at least thirty (30) days from and after the date of publication of the Notice of Bonds and upon request to supply copies of the form of petition specified in Section 11 hereof. Section 18. Prior Acts Ratified, Approved and Confirmed. All acts of the officers and employees of the City in connection with the issuance of the Series 2021 Bonds are hereby ratified, approved and confirmed. 1 Appointments are encouraged as the temporary office is not occupied during business hours due to the COVID-19 pandemic. - 9 - 2021 Refunding Delegating Bond Resolution Section 19. Resolution Irrepealable. Following the execution and delivery of a Supplemental Indenture, this resolution shall be and remain irrepealable until all of the Series 2021 Bonds and the interest thereon shall have been fully paid, cancelled, and discharged. Section 20. Severability. If any section, paragraph, clause, or provision of this resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this resolution. Section 21. Effective Date. This resolution shall be effective immediately upon its approval and adoption. (Signature page follows.) - 10 - 2021 Refunding Delegating Bond Resolution ADOPTED AND APPROVED by the City Council of Salt Lake City, Utah, this 17th day of August 2021. SALT LAKE CITY, UTAH _______________________________________ Chair Salt Lake City Council ATTEST: ____________________________________ City Recorder [SEAL] APPROVED: By ____________________________________ Mayor APPROVED AS TO FORM: By ____________________________________ Senior City Attorney A-1 2021 Refunding Delegating Bond Resolution EXHIBIT A [ATTACH COPY OF MASTER TRUST INDENTURE] B-1 2021 Refunding Delegating Bond Resolution EXHIBIT B [ATTACH FORM OF SUPPLEMENTAL TRUST INDENTURE] C-1 2021 Refunding Delegating Bond Resolution EXHIBIT C [ATTACH FORM OF CERTIFICATE OF DETERMINATION] D-1 2021 Refunding Delegating Bond Resolution EXHIBIT D [ATTACH FORM OF PRELIMINARY OFFICIAL STATEMENT] E-1 2021 Refunding Delegating Bond Resolution EXHIBIT E [ATTACH FORM OF CONTINUING DISCLOSURE AGREEMENT] F-1 2021 Refunding Delegating Bond Resolution EXHIBIT F NOTICE OF BONDS TO BE ISSUED NOTICE IS HEREBY GIVEN pursuant to the provisions of Sections 11-14-316 and 11-27-4, Utah Code Annotated 1953, as amended, that on August 17, 2021, the City Council (the “Council”) of Salt Lake City, Utah (the “City”), adopted a resolution (the “Resolution”) in which it authorized and approved the issuance of its sales and excise tax revenue bonds in one or more series, on a taxable or tax-exempt basis (collectively, the “Bonds”), in an aggregate principal amount of not to exceed $26,100,000 to bear interest at a rate or rates of not to exceed 5.00% per annum and to mature not later than 15 years from their date or dates and to be sold at a discount from par not to exceed 2.00%. The Bonds shall be subject to such optional and mandatory redemption and other provisions as are contained in the Master Trust Indenture, described below, and the final form of the Bonds and a Supplemental Trust Indenture, described below. Pursuant to the Resolution, the Bonds are to be issued for the purpose of paying all or part of the cost of (a) refunding a portion of the City’s currently outstanding (i) Sales Tax Revenue Bonds, Series 2012A and (ii) Sales Tax Revenue Bonds, Series 2013B; (b) refinancing certain lease obligations of the City by exercising the City’s option to purchase certain leased property that was financed by the issuance of the Local Building Authority of Salt Lake City, Utah’s (i) Lease Revenue Bonds, Series 2013A and (ii) Lease Revenue Bonds Bonds, Series 2014A, (c) funding any necessary reserves and contingencies in connection with the Bonds and (d) paying all related costs authorized by law. The Bonds are to be issued and sold by the City pursuant to the Resolution, including as part of the Resolution a draft, in substantially final form, of a Supplemental Trust Indenture, and a copy of the Master Trust Indenture, dated as of September 1, 2004, as heretofor amended and supplemented (the “Master Indenture”), between the City and Zions Bancorporation, National Association, a trustee, that were before the Council and attached to the Resolution at the time of the adoption of the Resolution. The City will cause one or more Supplemental Trust Indentures to be executed and delivered in such form and with such changes thereto as certain designated officers of the City shall approve, provided that the principal amount, interest rate or rates, maturity and discount, if any, will not exceed the respective maximums described above. The repayment of the Bonds will be secured by a pledge of the legally available revenues from: (a) Local Sales and Use Taxes received by the City pursuant to Title 59, Chapter 12, Part 2, Utah Code (currently levied and collected pursuant to Chapter 3.04 of the Salt Lake City Code); (b) Municipal Energy Sales and Use Taxes received by the City pursuant to Title 10, Chapter 1, Part 3, Utah Code (currently levied and collected pursuant to Chapter 3.06 of the Salt Lake City Code); (c) the franchise fees for energy and utilities received by the City pursuant to Title 10, Chapter 1, Part 3, Utah Code (currently levied and collected pursuant to Chapter 3.06 of Salt Lake City Code); (d) the Municipal Telecommunications License Tax revenues received by the City pursuant to Title 10, Chapter 1, Part 4, Utah Code (currently levied and collected pursuant to Chapter 3.10 of Salt Lake City Code); (e) the franchise fees associated with public utilities received by the City pursuant to Title 10, Chapter 1, Part 3, Utah Code (currently levied and collected pursuant to Chapter 17.16.070 of Salt Lake City Code); and (f) the franchise fees associated with F-2 2021 Refunding Delegating Bond Resolution cable television received by the City pursuant to Salt Lake City Code Chapter 5.20 (collectively, the “Pledged Taxes”). The City currently has $102,490,000 par amount of bonds or notes currently outstanding that are secured by the Pledged Taxes. More detailed information relating to the City’s outstanding bonds can be found in the City’s most recent Comprehensive Annual Financial Report that is available on the Office of the Utah State Auditor’s website (www.sao.state.ut.us). Assuming a final maturity for the Bonds of approximately 13 years from the date hereof and that the Bonds are issued in an aggregate principal amount of $25,455,000 and are held until maturity, based on the City’s currently expected financing structure and interest rates in effect around the time of publication of this notice, the estimated total cost to the City of the proposed Bonds is $28,154,515. A copy of the Resolution (including the draft of the Supplemental Trust Indenture and a copy of the Master Indenture attached to the Resolution) may be examined by appointment at the office of the City Recorder, City and County Building, 451 South State Street, Room 415, Salt Lake City, Utah. The Resolution may be examined during regular business hours from 8:00 a.m. to 5:00 p.m. by appointment. To schedule an appointment or request a protected, pdf copy of the Resolution please call (801) 535-7671 or email slcrecorder@slcgov.com. The Resolution shall be so available for inspection for a period of at least thirty (30) days from and after the date of the publication of this notice. NOTICE IS FURTHER GIVEN that pursuant to law for a period of thirty (30) days from and after the date of the publication of this notice, any person in interest shall have the right to contest the legality of the Resolution (including the Supplemental Trust Indenture attached thereto) of the City or the Bonds authorized thereby or any provisions made for the security and payment of the Bonds. After such time, no one shall have any cause of action to contest the regularity, formality or legality of the Resolution, the Bonds or the provisions for their security or payment for any cause. DATED this 17th day of August, 2021. SALT LAKE CITY, UTAH By ____________________________________ City Recorder [SEAL] G-1 2021 Refunding Delegating Bond Resolution EXHIBIT G [ATTACH FORM OF PURCHASE CONTRACT] H-1 2021 Refunding Delegating Bond Resolution EXHIBIT H [ATTACH FORM OF ESCROW AGREEMENT] I-1 2021 Refunding Delegating Bond Resolution EXHIBIT I SALT LAKE CITY, UTAH NOTICE OF PUBLIC HEARING AND INTENT TO ISSUE SALES AND EXCISE TAX REVENUE BONDS PUBLIC NOTICE IS HEREBY GIVEN that on August 17, 2021, the City Council (the “Council”) of Salt Lake City, Utah (the “City”), adopted a resolution (the “Resolution”), calling for a public hearing to receive input from the public with respect to the issuance of its Sales and Excise Tax Revenue Refunding Bonds (the “Bonds”) to finance all or a portion of the cost of purchasing certain libraries that were original financed by the Local Building Authority of Salt Lake City, Utah, as further described in the Resolution (collectively, the “Project”) and the potential economic impact that the Project will have on the private sector, pursuant to the Local Government Bonding Act, Title 11, Chapter 14, Utah Code Annotated 1953, as amended (the “Act”). PURPOSE FOR ISSUING BONDS The City intends to issue the Bonds for the purpose of (1) financing all or a portion of the costs of the Project, (2) funding any necessary reserves and contingencies in connection with the Bonds, and (3) paying the costs incurred in connection with the issuance and sale of the Bonds. MAXIMUM PRINCIPAL AMOUNT OF THE BONDS The City intends to issue the Bonds in an aggregate principal amount not exceeding Ten Million Five Hundred Twenty Thousand Dollars ($10,520,000) to finance the Project. The Bonds may be issued with other Sales and Excise Tax Revenue Refunding Bonds being issued to refund currently outstanding Sales and Excise Tax Revenue Bonds so the principal amount may exceed the amount listed above to finance the costs of the Project. SALES TAXES PROPOSED TO BE PLEDGED The City proposes to pledge to the payment of the Bonds all of the legally available revenues from: (a) Local Sales and Use Taxes received by the City pursuant to Title 59, Chapter 12, Part 2, Utah Code (currently levied and collected pursuant to Chapter 3.04 of the Salt Lake City Code); (b) Municipal Energy Sales and Use Taxes received by the City pursuant to Title 10, Chapter 1, Part 3, Utah Code (currently levied and collected pursuant to Chapter 3.06 of the Salt Lake City Code); (c) the franchise fees for energy and utilities received by the City pursuant to Title 10, Chapter 1, Part 3, Utah Code (currently levied and collected pursuant to Chapter 3.06 of Salt Lake City Code); (d) the Municipal Telecommunications License Tax revenues received by the City pursuant to Title 10, Chapter 1, Part 4, Utah Code (currently levied and collected pursuant to Chapter 3.10 of Salt Lake City Code); (e) the franchise fees associated with public utilities received by the City pursuant to Title 10, Chapter 1, Part 3, Utah Code (currently levied and collected pursuant to Chapter 17.16.070 of Salt Lake City Code); and (f) the franchise fees associated with cable television received by the City pursuant to Salt Lake City Code Chapter 5.20. I-2 2021 Refunding Delegating Bond Resolution TIME, PLACE AND LOCATION OF PUBLIC HEARING The City will hold a public hearing during its City Council meeting which begins at 7:00 p.m. on September 21, 2021. The public hearing will be held either virtually or at the regular meeting place of the Council in Room 326 in the City and County Building, 451 South State Street, in Salt Lake City, Utah, or any combination thereof, as determined by the Chair of the City Council. All members of the public are invited to attend and participate in the public hearing in the manner that will be described in the agenda for the meeting. Written comments may be submitted to the City, to the attention of the City Recorder, prior to the public hearing. PURPOSE FOR HEARING The purpose of the hearing is to receive input from the public with respect to the issuance of the Bonds and the potential economic impact that the Project will have on the private sector. NOTICE OF RIGHT TO FILE PETITION TO HOLD AN ELECTION NOTICE IS FURTHER GIVEN that pursuant to Section 11-14-307(7), Utah Code, if within 30 calendar days of the publication of this notice on August __, 2021, by posting on the Utah Public Notice Website, a written petition requesting an election and signed by at least twenty percent (20%) of the registered voters of the City is filed with the City, then the City shall submit the question of whether or not to issue the Bonds to the voters of the City for their approval or rejection. If no written petition is filed or if fewer than 20% of the registered voters of the City sign a written petition, in either case, within 30 calendar days of the posting of this notice on August __, 2021, the City may proceed to issue the Bonds without an election. SALT LAKE CITY, UTAH By ____________________________________ City Recorder J-1 2021 Refunding Delegating Bond Resolution EXHIBIT J PETITION To: City Recorder Salt Lake City, Utah We, the undersigned citizens and registered voters of Salt Lake City, Utah, respectfully request that an election be called by the City Council of Salt Lake City, Utah, pursuant to the provisions of Section 11-14-307(7), Utah Code Annotated 1953, as amended, to authorize the issuance by Salt Lake City, Utah, of its Sales and Excise Tax Revenue Refunding Bonds, in a maximum principal amount not exceeding $10,520,000, as to which notice of intention to issue was published on August __, 2021, by posting on the Utah Public Notice Website, pursuant to the provisions of a resolution passed by the City Council of Salt Lake City, Utah, at a regular meeting of the City Council held on August 17, 2021, and each for himself or herself says: I have personally signed this petition; I am a registered voter of Salt Lake City, Utah; my residence and post office address are correctly written after my name: J-2 2021 Refunding Delegating Bond Resolution WARNING It is a felony for any one to sign any initiative or referendum petition with any other name than one’s own, or knowingly to sign one’s name more than once for the same measure, or to sign such petition when one knows that he or she is not a registered voter. REGISTERED VOTER’S PRINTED NAME (MUST BE LEGIBLE TO BE COUNTED) SIGNATURE OF REGISTERED VOTER STREET ADDRESS, CITY, STATE, ZIP CODE [The following certification shall appear on the reverse side of each page [attached to the Petition containing the signature of voters] J-3 2021 Refunding Delegating Bond Resolution STATE OF UTAH ) : ss. COUNTY OF SALT LAKE ) I, _________________________, of _____________________, hereby certify that I am a registered voter of Salt Lake City, Salt Lake County, Utah, that all the names which appear on this sheet were signed by persons who professed to be the persons whose names appear thereon, and each of them signed his or her name thereto in my presence, I believe that each has printed and signed his or her name, and written his or her post office address and residence correctly, and that each signer is a registered voter of Salt Lake City, Salt Lake County, Utah. Subscribed and sworn to before me this _____ day of __________, 2021. Notary Public (or other official title)