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CERTIFICATE OF DETERMINATION OF THE
SUPERVISOR RELATIVE TO THE AUTHORIZATION,
SALE, ISSUANCE, FORM AND CONTENTS OF THE
$9,279,117 BOND ANTICIPATION NOTE-2019 OF THE
TOWN OF SOUTHOLD, SUFFOLK COUNTY,NEW YORK
I, Scott A. Russell, Supervisor of the Town of Southold, Suffolk County, New
York (herein called the "Town"), HEREBY CERTIFY that pursuant to the powers and duties
delegated to me, the chief fiscal officer of the'Town, by the Town Board of the Town, pursuant
to the bond resolutions duly adopted and referred to in paragraph 1 hereof, and subject to the
limitations prescribed in said bond resolutions, I have made the following determinations:
1. Bond anticipation notes of the Town shall be issued in the respective
principal amounts as set forth in column G of Schedule I, attached hereto and hereby made a
part hereof, to finance each of the respective purposes set forth in column B of said Schedule I
or to renew, in full or in part, the bond anticipation notes currently outstanding in the respective
principal amounts as set forth in column D of said Schedule I, which have been heretofore
issued to finance each of the respective purposes set forth in column B of said Schedule I; all of
said purposes set forth in column B of said Schedule I having•been authorized pursuant to the
bond resolutions duly adopted by the Town Board of the Town on their respective dates as set
forth in column A of said Schedule I. Principal payments with respect to the bond anticipation
notes currently outstanding shall be made, as and where required, in the amounts as set forth in
column E of said Schedule I.
2. The terms, form and details of said Note shall be as follows:
Amount and Title: $9,279,117 Bond Anticipation Note-2019
Dated: September 24, 2019
Matures: September 24, 2020
Number and
Denomination No. 3R-1, at$9,279,117
Interest Rate
per annum 2.00%
The place of payment of principal and interest shall be the office of the Town Clerk, Town Hall,
Southold, New York, and the form of note shall be substantially in accordance with the form
prescribed by Schedule B,2 of the Local Finance Law, constituting Chapter 33-a of the
Consolidated Laws of the State of New York, provided that the Note when issued will be
(i)registered in the name of Cede & Co. as nominee of The Depository Trust Company, New
York, New York ("DTC") and (ii) deposited with DTC to be held in trust until maturity.
Purchases of ownership interests in the Note will be in book-entry form in denominations of
3385234.1 041419 CLD
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$5,000, or any integral multiple thereof, except for one necessary odd denomination. Beneficial
owners of the Note will not receive certificates representing their interest in the Note. Unless the
Town determines otherwise, transfers or exchanges of ownership interests in the Note may be
accomplished via book-entry transactions only, as recorded through the book-entry system
established and maintained by DTC or a successor depository.
3. The bonds authorized pursuant-to-the bond resolutions referred to in lines 5,
6, 13, 15 and 16 of Schedule I are for improvements that are assessable. The serial bonds
authorized pursuant to the bond resolutions referred to in the other paragraphs of Schedule I, are
for improvements which are non-assessable.
4. Pursuant to said powers and duties delegated to me, I DO HEREBY
AWARD AND SELL said Note to TD Securities (USA) LLC, New York, New York, for the
purchase price of$9,340,915.92, plus accrued interest, if any, from the date of said Note to the
date of delivery thereof; and I HEREBY FURTHER DETERMINE that said Note shall bear
interest at the rate of two per centum (2.00%)per annum,payable at maturity.
5. Said Note shall be executed in the name of the Town by its Supervisor and
the corporate seal of the Town shall be impressed or imprinted thereon and attested by its Town
Clerk.
I HEREBY FURTHER DETERMINE that at the time of the delivery of the Note,
and as a condition to such delivery, I shall deliver or cause to be delivered to the financial
institution referred to in paragraph 4 hereof a copy of the Town's Undertaking to Provide
Notices of Events, executed by the undersigned as chief fiscal officer of the Town, setting forth
the Town's written agreement for the benefit of holders of or owners of beneficial interests in the
Note, all in conformity with applicable provisions of Rule 15c2-12 of the Securities and
Exchange Commission.
I HEREBY FURTHER CERTIFY that the powers and duties delegated to me to
issue and sell the Note hereinabove referred to are in full force and effect and have not been
modified, amended or revoked.
IN WITNESS WHEREOF, I have hereunto set my hand as of the 24th day of
September, 2019.
Supervisor
3385234.1 041419 CLD
Schedule I
A B C D E F G
Date Authorized Amount Amount to New Amount to
Authorized Project Description Amount Oustanding be paid Money be Issued
1 08/16/11 Stormwater Mitigation Improvements $ 500,000 $ 250,000 $ (10,000) $ - $ 240,000
2 01/31/17 Upgrade Town Hall Telephone System 32,900 26,000 (7,000) - 19,000
3 01/31/17 Firewall 127,100 114,000 (30,000) - 84,000
4 05/09/17 Shade Shelter/Solar Array at Animal Shelter 630,000 370,000 (95,000) - 275,000
5 06/12/17 Ferry Pilings 600,000 380,000 (20,000) - 360,000
6 10/10/17 Munnatawket Engine 300,000 300,000 (15,000) - 285,000
7 05/09/17 Salt Barn on FI 200,000 200,000 (40,000) - 160,000
8 03/14/18 1080 Carroll Ave Acquisition 750,000 750,000 (40,000) - 710,000
9 03/14/18 Town Hall Annex-Acquisition 3,200,000 3,200,000 (110,000) - 3,090,000
10 03/14/18 Town Hall Annex- Improvements 2,800,000 600,000 (50,000) - 550,000
11 03/27/18 Sidewalks and Drainage 500,000 500,000 (50,000) - 450,000
12 06/05/18 Salt Barn on FI 80,000 80,000 (15,000) - 65,000
13 07/17/18 Increase/Improvement of SWMD (Payloader) 500,000 500,000 (121,883) - 378,117
14 08/28/18 Sidewalk Improvements- FI 620,000 620,000 (55,000) - 565,000
15 09/25/18 Munnatawket Engine 150,000 150,000 - - 150,000
16 09/25/18 Dredge Silver Eel Channel 140,000 140,000 - - 140,000
17 12/18/18 Computer Equipment 97,500 - - 48,000 48,000
18 12/18/18 Town Hall HVAC 250,000 - - 200,000 200,000
19 03/26/19 Passenger Ferry Purchase 460,000 - - 460,000 460,000
20 06/04/19 Street Lighting Replacement 250,000 - - 250,000 250,000
21 07/02/19 Increase/Improvement of SWMD (Grinder) 850,000 - - 800,000 800,000
Totals: $13,037,500 $8,180 000 $9,279,117
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CLERK'S CERTIFICATE
I, Elizabeth A. Neville, Town Clerk of the Town of Southold, in the County of
Suffolk, New York, HEREBY CERTIFY that I have compared the foregoing copy of the
Certificate of Determination executed by the Supervisor and the same is a true and complete
copy of the Certificate filed with said Town in my office as Town Clerk on or before September
24, 2019; and
I FURTHER CERTIFY that no resolution electing to reassume any of the powers
or duties mentioned in said Certificate and delegated to the Supervisor by the bond resolutions
cited in said Certificate has been adopted by said Town Board.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the
corporate seal of said Town as of September 24,
2019.
(SEAL) '
Town Clerk
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