HomeMy WebLinkAboutTown Hall Telephone & Firewall Software Form
8038-G Information Return for Tax-Exempt Governmental Bonds
lo-Under Internal Revenue Code section 149(e)
(Rev.September 2018) 0-See separate instructions. OMB No.1545-0720
Department of the Treasury Caution:If the issue price is under$100,000, use Form 8038-GC.
Internal Revenue Service ►Go to www.irs.gov/F8038G for instructions and the latest information.
KOM Reporting Authority If Amended Return, check here ► ❑
1 Issuer's name 2 Issuer's employer identification number(EIN)
Town of Southold 11-6001939
3a Name of person(other than issuer)with whom the IRS may communicate about this return(see instructions) 3b Telephone number of other person shown on 3a
4 Number and street(or P O.box if mail is not delivered to street address) Room/suite 5 Report number(For IRS Use Only)
53095 Main Road 13
6 City,town,or post office,state,and ZIP code 7 Date of issue
Southold New York 11971 9/24/19
8 Name of issue 9 CUSIP number
$9,279,117 Bond Anticipation Note-2019 844572 QX8
10a Name and title of officer or other employee of the issuer whom the IRS may call for more information(see 10b Telephone number of officer or other
instructions) employee shown on 10a
Kristie Hansen-Hightower,CPA,Comptroller (631)765-4333
Type of Issue (enter the issue price). See the instructions and attach schedule.
11 Education . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
12 Health and hospital . . . . . . . . . . . . . . . . . . . . . . . . . . 12
13 Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . 13
14 Public safety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
15 Environment (including sewage bonds) . . . . . . . . . . . . . . . . . . . 15
16 Housing . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
17 Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
18 Other. Describe ► Various Capital Projects 18
19a If bonds are TANs or RANs, check only box 19a . . . . . . . . . . . . . . . ► ❑ I
b If bonds are BANS,check only box 19b . . . . . . . . . . . . . . . . . . ► ® i
20 If bonds are in the form of a lease or installment sale, check box ► ❑
Description of Bonds. Complete for the entire issue for which this form is being filed.
(a)Final maturity date (b)Issue price (c)Stated redemption (d)Weighted (e)Yield
price at maturity average maturity
21 $ $ years %
IM Uses of Proceeds of Bond Issue (including underwriters' discount)
22 Proceeds used for accrued interest . . . . . . . . . . . . . . . . . . . . . 22 000
23 Issue price of entire issue(enter amount from line 21, column(b)) . . . . 23 000
24 Proceeds used for bond issuance costs(including underwriters' discount) 24
25 Proceeds used for credit enhancement . . . . . . . . . . . . 25 000
26 Proceeds allocated to reasonably required reserve or replacement fund . 26 000
27 Proceeds used to refund prior tax-exempt bonds. Complete Part V. . . 27 00
28 Proceeds used to refund prior taxable bonds Complete Part V . . . . 28 000
29 Total(add lines 24 through 28) . . . . . . . . . . . . . . . . . . . . . . . 29 000
30 Nonrefunding proceeds of the issue(subtract line 29 from line 23 and enter amount here) 30 000
Description of Refunded Bonds. Complete this part only for refunding bonds.
31 Enter the remaining weighted average maturity of the tax-exempt bonds to be refunded . . . ► years
32 Enter the remaining weighted average maturity of the taxable bonds to be refunded . . . . ► years
33 Enter the last date on which the refunded tax-exempt bonds will be called (MM/DD/YYYY) ►
34 Enter the date(s)the refunded bonds were issued►(MM/DD/YYYY)
For Paperwork Reduction Act Notice,see separate instructions. Form 8038-G(Rev.9-2018)
ISA
Form 8038-G(Rev 9-2018) Page 2
Miscellaneous
35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) . . . . 35
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract
'(GIC). See instructions . . . . . . . . . . . . . . . . . . . . . . . . . 36a
b Enter the final maturity date of the GIC►(MM/DD/YYYY)
c Enter the name of the GIC provider►
37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans
to other governmental units . . . . . . . . . . . . . . . . . . . . . . . . 37�
38a If this issue is a loan made from the proceeds of another tax-exempt issue,check box► ❑ and enter the following information:
b Enter the date of the master pool bond►(MM/DD/YYYY)
c Enter the EIN of the issuer of the master pool bond►
d Enter the name of the issuer of the master pool bond Do-
39
39 If the issuer has designated the issue under section 265(b)(3)(13)()(III)(small issuer exception), check box . . . . ► ❑
40 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . . . . . . ► ❑
41a If the issuer has identified a hedge, check here► ❑ and enter the following information:
b Name of hedge provider►
c Type of hedge 10-
d
d Term of hedge 10-
42
42 If the issuer has superintegrated the hedge, check box . . . . . . . . . . . . . . . . . . . . . ► ❑
43 If the issuer has established written procedures to ensure that all nonqualified bonds of this Issue are remediated
according to the requirements under the Code and Regulations(see instructions),check box . . . . . . . . 111,-
44
44 If the issuer has established written procedures to monitor the requirements of section 148,check box . . . . . ►
45a If some portion of the proceeds was used to reimburse expenditures,check here► ❑ and enter the amount
of reimbursement . . . . . . . . . . . . . . 10-
b
b Enter the date the official intent was adopted►(MM/DD/YYM
Under penalties of penury,I declare that I have examined this return and accompanying schedules and statements,and to the best of my knowledge
Signature and belief,they are true,ccect,and complete.I further declare that I consent to the IRS's disclosure of the issuer's return information,as necessary to
and process this return,to th erson that 1 e authorized above.
Consent Q� 04
9/24/19 'Scott A.Russell, Supervisor
Signature i e-es authorized representative Date Type or print name and title
Paid PnntlType preparer's name Preparer's signature Date Check ❑ if PTIN
Pself-employed p01085234
reparer Robert P. Smith
Use Only Firm's name ►Hawkins Delafield&Wood LLP Firm's EIN 1,.13-5513990
Firm's address ►7 World Trade Center,250 Greenwich Street New York NY 10007 Phone no 212 820-9400
Form 8038-G(Rev.9-2018)
ATTORNEY'S CERTIFICATE
I, William Duffy, Esq., HEREBY CERTIFY that I am a licensed attorney at la
of the State of New York, and am the duly chosen, qualified and acting Town Attorney for e
Town of Southold, in the County of Suffolk, a municipal corporation of the State of New ork
(herein referred to as the "Town"), that no litigation of any nature is now pending or threat ned
restraining or enjoining the issuance or delivery of the $9,279,117 Bond Anticipation Note- 019
(the "Note") of the Town, payable to Cede & Co., as Noteowner and nominee of The Deposi ory
Trust Company ("DTC") and otherwise described in Schedule A annexed hereto and hereby
made a part hereof, or the levy or collection of any taxes to pay the interest on or principal of
said Note, or in any manner questioning the authority or proceedings for the issuance of said
Note or for the levy or collection of said taxes, or relating to said Note or affecting the validity
thereof or the levy or collection of said taxes; that neither the corporate existence or boundaries
of the Town nor the title of any of the present officers thereof to their respective offices is being
contested; and that no authority or proceedings for the issuance of said Note has or have been
repealed,revoked or rescinded.
I HEREBY FURTHER CERTIFY that, other than as disclosed in the Official
Statement relating to the Note, there is no controversy or litigation of any nature now pending or
threatened by or against the Town wherein an adverse judgment or ruling could have a material
adverse impact on the financial condition of the Town or adversely affect the power of the Town
to levy, collect or enforce the collection of taxes or other revenues for the payment of the Note.
IN WITNESS WHEREOF, I have hereunto set my hand as of September 24,
2019.
Town Attorney
3385234.1 041419 CLD
SCHEDULE A
Amount and Title: $9,279,117 Bond Anticipation Note-2019
Dated: September 24, 2019
Matures: September 24, 2020
Number and
Denomination: Number 3R-1, at$9,279,117
Interest Rate
per annum: 2.00%
3385234.1 041419 CLD
0 No.311-1 $9,279,117
co
CUSIP No.844572 QX8
UNITED STATES OF AMERICA
STATE OF NEW YORK
COUNTY OF SUFFOLK
TOWN OF SOUTHOLD
BOND ANTICIPATION NOTE-2019
PRINCIPAL SUM: NINE MILLION TWO HUNDRED SEVENTY-NINE THOUSAND ONE HUNDRED
SEVENTEEN DOLLARS($9,279,117)
INTEREST RATE: Two per centum(2.00%)per annum
DATE OF ISSUE: September 24,2019
MATURITY DATE: September 24,2020
The Town of Southold, in the County of Suffolk, a municipal corporation of the State of New
York,hereby acknowledges itself indebted and for value received promises to pay to CEDE& CO.,the registered
owner, or registered assigns, the PRINCIPAL SUM (stated above) on the MATURITY DATE (stated above),
together with interest thereon from the DATE OF ISSUE (stated above) at the INTEREST RATE(stated above),
payable at maturity.Both principal of and interest on this Note will be paid in lawful money of the United States of
America,at Office of the Town Clerk,Town of Southold,Town Hall,53095 Route 25,Southold,New York.
Unless this certificate is presented by an authorized representative of The Depository Trust
Company to the issuer or its agent for registration of transfer, exchange or payment and any certificate issued is
registered in the name of Cede & Co. or such other name as requested by an authorized representative of The
Depository Trust Company and any payment is made to Cede& Co., ANY TRANSFER,PLEDGE OR OTHER
USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the
registered owner hereof,Cede&Co.,has an interest herein.
This Note is the only note of an authorized combined new and renewal issue, the aggregate
principal amount of which is$9,279,117.
This Note is issued pursuant to the provisions of the Local Finance Law,constituting Chapter 33-
a of the Consolidated Laws of the State of New York,various bond resolutions adopted by the Town Board on their
respective dates, authorizing the issuance of bonds for various projects in and for the Town, and the Certificate of
Determination executed by the Supervisor as of September 24,2019,
The Town has designated this Note as a qualified tax-exempt obligation pursuant to the provisions
of Section 265 of the Internal Revenue Code of 1986,as amended.
The faith and credit of such Town are hereby irrevocably pledged for the punctual payment of the
principal of and interest on this Note according to its terms.
It is hereby certified and recited that all conditions, acts and things required by the Constitution
and statutes of the State of New York to exist to have happened and to have been performed precedent to and in the
issuance of this Note, exist, have happened and have been performed, and that this Note, together with all other
indebtedness of such Town, is within every debt and other limit prescribed by the Constitution and laws of such
State.
IN WITNESS WHEREOF, the Town of Southold has caused this Note to be signed by its
Supervisor,and its corporate seal or a facsimile thereof)to be affixed, imprinted, engraved or otherwise reproduced
hereon and attested by its Town Clerk and this Note to be dated as of the DATE OF ISSUE.
WN OF SOUTHOLD
(SEAL)
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Supervisor
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own Clerk
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DELARELD&WOOD LLP
PHONE(212)820-9300 7 WORLD TRADE CENTER NEW YORK
FAX (212) 514-8425 250 GREENWICH STREET WASHINGTON
NEW YORK, NY 10007-2442 NEWARK
WWW.HAWKINS.COM HARTFORD
LOS ANGELES
(212) 820-9662 September 12, 2019 SANKAMENTO FRANCISCO
PORTLAND
ANN ARBOR
Town of Southold,New York
$9,279,117 Bond Anticipation Note-2019
(Our File Designation: 2615/41419)
Kristie Hansen-Hightower, CPA
Comptroller
Town of Southold
54375 Main Road
Southold,New York 11971
Dear Kristie:
In connection with the delivery of the $9,279,117 Bond Anticipation Note-2019
of the Town of Southold, New York, and based upon information supplied to us by Munistat
Services, Inc., we have prepared and enclose herewith for completion and execution:
1. Certificate of Determination, to be executed by Scott A. Russell, as the
Supervisor. The Clerk's Certificate attached thereto is to be signed and sealed by Elizabeth A.
Neville, as the Town Clerk. A copy of this Certificate must be filed in the Office of the Town
Clerk on or before September 24, 2019.
2. Certificates as to Signatures, Litigation and Delivery and Payment, to be
signed and sealed where indicated by the Supervisor, the Town Clerk and William Duffy, Esq.,
as the Town Attorney.
3. Undertaking to Provide Notices of Events,to be executed by the Supervisor.
4. Signature page only to the Tax Certificate to be executed by the Supervisor.
The final Tax Certificate will be sent to you for your review upon its completion.
5. Certificate With Respect to the Official Statement, to be sealed and signed
by the Supervisor.
6. Information Return (Form 8038-G), to be executed by the Supervisor.
Please be sure to verify the Town's federal employer identification number entered in item#2 on
the return. We will complete this return and attend to its filing.
7. One (1) printed border book-entry note in the principal amount of
$9,279,117 ready for execution by the Supervisor and Town Clerk, and sealing.
7
PLEASE RETURN ALL COPIES OF THE FOREGOING ITEMS (except
the one copy of item 1 that should be retained by the Town Clerk) TO ME AS SOON AS
POSSIBLE BUT NO LATER THAN MONDAY, SEPTEMBER 22, 2019. WE MUST
DELIVER THE NOTE TO THE DEPOSITORY TRUST COMPANY (in Jersey City, New
Jersey) BY TUESDAY, SEPTEMBER 23,2019.
Unless other arrangements are made, we expect the closing to take place at
approximately 11:00 o'clock(a.m.) at our offices at 7 World Trade Center, 250 Greenwich Street
(41St Floor) in New York on September 24, 2019.
If you have any questions or concerns regarding the enclosed items or any
instructions or arrangements,please do not hesitate to contact us.
With all best wishes, I am
Very truly yours,
Robert P. Smith
V
RPS/ml
Enclosures
f
3385234.1 041419 CLD
CERTIFICATES AS TO SIGNATURES,LITIGATION
AND DELIVERY AND PAYMENT
WE, the undersigned officers of the Town of Southold, in the County of Suffolk,
a municipal corporation of the State of New York (herein referred to as the "Town"), HEREBY
CERTIFY that on or before September 24, 2019, we officially signed and properly executed by
manual signatures the $9,279,117 Bond Anticipation Note-2019 (the "Note") of the Town,
payable to Cede & Co., as Noteowner and nominee of The Depository Trust Company ("DTC")
and otherwise described in Schedule A annexed hereto and by this reference made a part hereof,
and that at the time of such signing and execution and on the date hereof we were and are the
duly chosen, qualified and acting officers of the Town authorized to execute said Note and
holding the respective offices indicated by the titles set opposite our signatures hereto for terms
expiring on the respective dates set opposite such titles.
WE FURTHER CERTIFY that no litigation of any nature is now pending or
threatened restraining or enjoining the issuance or delivery of said Note or the levy or collection
of any taxes to pay the interest on or principal of said Note, or in any manner questioning the
authority or proceedings for the issuance of said Note or for the levy or collection of said taxes,
or relating to said Note or affecting the validity thereof or the levy or collection of said taxes,
that neither the corporate existence or boundaries of the Town nor the title of any of the present
officers thereof to their respective offices is being contested, and that no authority or proceedings
for the issuance of said Note has or have been repealed, revoked or rescinded.
WE FURTHER CERTIFY that the seal which is impressed upon this certificate
(or a facsimile thereof) has been affixed, impressed, imprinted or otherwise reproduced upon
said Note and is the legally adopted,proper and only official corporate seal of the Town.
And I, Scott A. Russell, Supervisor, HEREBY FURTHER CERTIFY that on
September 24, 2019, I delivered or caused the delivery of said Note to The Depository Trust
Company to be held in trust to maturity for TD Securities (USA) LLC, New York, New York,
the purchaser thereof, and that at the time of such delivery of said Note, I received from said
purchaser the amount hereinbelow stated, in full payment for such Note, computed as follows:
Price.................................................................................$9,340,915.92
Interest on said Note accrued to the
date of such delivery................................................... 0.00
Amount Received.............................................................$9,340,915.92
3385234.1 041419 CLD
IN WITNESS WHEREOF, we have hereunto set our hands and said corporate
seal has hereunto been affixed as of September 24,2019.
Term of Office
i nature Expires Title
December 31, 2019 Supervisor
December 31, 2021 Town Clerk
(SEAL)
3385234.1 041419 CLD
SCHEDULE A
Amount and Title: $9,279,117 Bond Anticipation Note-2019
Dated: September 24, 2019
Matures: September 24, 2020
Number and
Denomination: Number 3R-1, at$9,279,117
Interest Rate
per annum: 2.00%
3385234.1 041419 CLD
t
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 1, 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
$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 $8,1800-00 658 883 1 758 000 9 279 117
3385234.1 041419 CLD
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;22-919; 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.
R
(SEAL) •
Town Clerk
3385234.1 041419 CLD
CERTIFICATE WITH RESPECT TO THE OFFICIAL
STATEMENT OF THE TOWN OF SOUTHOLD, SUFFOLK
COUNTY, NEW YORK, DATED SEPTEMBER 12, 2019
DISTRIBUTED IN CONNECTION WITH THE SALE OF THE
$9,279,117 BOND ANTICIPATION NOTE-2019
I, Scott A. Russell, Supervisor of the Town of Southold (the "Town"), in the
County of Suffolk, New York, HEREBY CERTIFY that on September 12, 2019, the date of the
Official Statement of the Town prepared in connection with the sale of the $9,279,117 Bond
Anticipation Note-2019 (the "Note"), of the Town, and at all times subsequent thereto up to and
including September 24, 2019, the date of delivery of the Note, the attached Official Statement
of the Town did not and does not contain any untrue statement of a material fact or omit to state
a material fact necessary to make the statements therein, in the light of the circumstances under
which they were made, not misleading. In addition, I FURTHER CERTIFY that there has been
no adverse material change in the financial condition of the Town since September 12, 2019.
Insofar as any statements made in said Official Statement involve matters of
opinion, estimates or statements as to matters not contained in or derived from the official
records of the Town, whether or not expressly stated, they are set forth as such and not as
representations of fact by the Town, and no representation is made that any of the estimates or
anticipated events will be realized. The Official Statement is not to be construed as a contract or
agreement with the beneficial owners of the Note.
IN WITNESS WHEREOF, I have hereunto set my signature and affixed the
corporate seal of the Town as of September 24,
2019.
(SEAL) -
Supervisor
3385234.1 041419 CLD
IN WITNESS WHEREOF, I have hereunto set my hand on the 24th day of
September, 2019.
Name: Scott A. Russell
Title: Supervisor
UNDERTAKING TO PROVIDE NOTICES OF EVENTS
Section 1. Definitions '
"EMMA" shall mean the Electronic Municipal Market Access System
implemented by the MSRB.
"Financial Obligation" shall mean "financial obligation" as such term is defined
in the Rule.
"GAAP" shall mean generally accepted accounting principles as in effect from
time to time in the United States.
"Holder" shall mean any registered owner of the Securities and any beneficial
owner of Securities within the meaning of Rule 13d-3 under the Securities Exchange Act of
1934.
"Issuer" shall mean the Town of Southold, in the County of Suffolk, a municipal
corporation of the State of New York.
"MSRB" shall mean the Municipal Securities Rulemaking Board established in
accordance with the provisions of Section 1513(b)(1) of the Securities Exchange Act of 1934.
"Purchaser" shall mean the financial institution referred to in the Certificate of
Determination, executed by the Town Supervisor as of September 24, 2019.
"Rule 15c2-12" shall mean Rule 15c2-12 under the Securities Exchange Act of
1934, as amended through the date of this Undertaking, including any official interpretations
thereof.
"Securities" shall mean the Issuer's $9,279,117 Bond Anticipation Note-2019,
dated September 24, 2019, maturing September 24, 2020, and delivered on the date hereof.
Section 2. Obligation to Provide Notices of Events. (a) The Issuer hereby
undertakes, for the benefit of Holders of the Securities, to provide or cause to be provided either
directly or through Munistat Services, Inc., 12 Roosevelt Avenue, Port Jefferson Station, New
York 11776 to the Electronic Municipal Market Access ("EMMA") System implemented by the
Municipal Securities Rulemaking Board established pursuant to Section 1513(b)(1) of the
Securities Exchange Act of 1934, or any successor thereto or to the functions of such Board
contemplated by the Undertaking, in a timely manner, not in excess of ten (10) business days
after the occurrence of any such event, notice of any of the following events with respect to the
Securities:
(1) principal and interest payment delinquencies;
(2) non-payment related defaults, if material;
3385234.1 041419 CLD
C
(3) unscheduled draws on debt service reserves reflecting financial
difficulties;
(4) unscheduled draws on credit enhancements reflecting financial
difficulties;
(5) substitution of credit or liquidity providers;-or their failure to perform;
(6) adverse tax opinions, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed
Issue (IRS Form 5701-TEB) or other material notices of
determinations with respect to the tax status of the Securities, or other
material events affecting the tax status of the Securities;
(7) modifications to rights of Securities holders, if material;
(8) Bond calls, if material, and tender offers;
(9) defeasances;
(10) release, substitution, or sale of property securing repayment of the
Securities, if material;
(11) rating changes;
(12) bankruptcy, insolvency, receivership or similar event of the Issuer;
Note to clause (12): For the purposes of the event identified in clause
(12) above, the event is considered to occur when any of the following
occur: the appointment of a receiver, fiscal agent or similar officer for
the Issuer in a proceeding under the U.S. Bankruptcy Code or in any
other proceeding under state or federal law in which a court or
government authority has assumed jurisdiction over substantially all of
the assets or business of the Issuer, or if such jurisdiction has been
assumed by leaving the existing governing body and officials or
officers in possession but subject to the supervision and orders of a
court or governmental authority, or the entry of an order confirming a
plan of reorganization, arrangement or liquidation by a court or
governmental authority having supervision or jurisdiction over
substantially all of the assets or business of the Issuer;
(13) the consummation of a merger, consolidation, or acquisition involving
the Issuer or the sale of all or substantially all of the assets of the
Issuer, other than in the ordinary course of business, the entry into a
definitive agreement to undertake such an action or the termination of
a definitive agreement relating to any such actions, other than pursuant
to its terms, if material;
3385234.1 041419 CLD
b
(14) appointment of a successor or additional trustee or the change of name
of a trustee, if material;
(15) incurrence of a Financial Obligation of the Issuer, if material, or
agreement to covenants, events of default, remedies, priority rights, or
other similar terms of a Financial Obligation of the Issuer, any of
which affect security holders, if material; and
(16) default, event of acceleration, termination event, modification of
terms, or other similar events under the terms of a Financial Obligation
of the Issuer, any of which reflect financial difficulties.
(b) Nothing herein shall be deemed to prevent the Issuer from disseminating
any other information in addition to that required hereby in the manner set forth herein or in any
other manner. If the Issuer disseminates any such additional information, the Issuer shall have
no obligation to update such information or include it in any future materials disseminated
hereunder.
(c) Nothing herein shall be deemed to prevent the Issuer from providing notice
of the occurrence of certain other events, in addition to those listed above, if the Issuer
determines that any such other event is material with respect to the Securities; but the Issuer does
not undertake to commit to provide any such notice of the occurrence of any event except those
events listed above.
Section 3. Remedies. If the Issuer shall fail to comply with any provision of this
Undertaking, then any Holder of Securities may enforce, for the equal benefit and protection of
all Holders similarly situated, by mandamus or other suit or proceeding at law or in equity, this
Undertaking against the Issuer and any of the officers, agents and employees of the Issuer, and
may compel the Issuer or any such officers, agents or employees to perform and carry out their
duties under this Undertaking; provided that the sole and exclusive remedy for breach of this
Undertaking shall be an action to compel specific performance of the obligations of the Issuer
hereunder and no person or entity shall be entitled to recover monetary damages hereunder under
any circumstances. Failure to comply with any provision of this Undertaking shall not constitute
an event of default on the Securities.
Section 4. Parties in Interest. This Undertaking is executed to assist the
Purchaser to comply with (b)(5) of the Rule and is delivered for the benefit of the Holders. No
other person shall have any right to enforce the provisions hereof or any other rights hereunder.
Section 5. Amendments. Without the consent of any holders of Securities, the
Issuer at any time and from time to time may enter into any amendments or changes to this
Undertaking for any of the following purposes:
(a) to comply with or conform to any changes in Rule 15c2-12 (whether
required or optional);
3385234.1 041419 CLD
L
(b) to add a dissemination agent for the information required to be provided
hereby and to make any necessary or desirable provisions with respect
thereto;
(c) to evidence the succession of another person to the Issuer and the
assumption of any such successor of the duties of the Issuer hereunder;
(d) to add to the duties of the Issuer for the benefit of the Holders, or to
surrender any right or power herein conferred upon the Issuer;
(e) to cure any ambiguity, to correct or supplement any provision hereof
which may be inconsistent with any other provision hereof, or to make any
other provisions with respect to matters or questions arising under this
Undertaking which, in each case, comply with Rule 15c2-12 or Rule 15c2-
12 as in effect at the time of such amendment or change;
provide d that no such action pursuant to this Section 5 shall adversely affect the interests of the
Holders in any material respect. In making such determination, the Issuer shall rely upon an
opinion of nationally recognized bond counsel.
Section 6. Termination. This Undertaking shall remain in full force and effect
until such time as all principal, redemption premiums, if any, and interest on the Securities shall
have been paid in full or the Securities shall have otherwise been paid or legally defeased in
accordance with their terms. Upon any such legal defeasance, the Issuer shall provide notice of
such defeasance to the EMMA System. Such notice shall state whether the Securities have been
defeased to maturity or to redemption and the timing of such maturity or redemption.
Section 7. Undertaking to Constitute Written Agreement or Contract. This
Undertaking shall constitute the written agreement or contract for the benefit of Holders of
Securities, as contemplated under Rule 15c2-12.
Section 8. Governing Law. This Undertaking shall be governed by the laws of
the State of New York determined without regard to principles of conflict of law.
IN WITNESS WHEREOF, the undersigned has duly authorized, executed and
delivered this Undertaking as of September 24,2019.
TOWN OF SOUTHOLD
By e
Supervisor and Chief Fisca icer
3385234.1 041419 CLD
E
CERTIFICATE OF DETERMINATION OF THE
SUPERVISOR RELATIVE TO THE AUTHORIZATION,.,
SALE, ISSUANCE, FORM AND CONTENTS OF THE
$8,180,000 BOND ANTICIPATION NOTE-2018 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 dg-seet forth in column F of Schedule I, attached hereto and hereby made a part
hereof, to renew, in full or in part, the bond anticipation notes currently outstanding in the
principal amounts as set forth in column C of said Schedule I, which have been heretofore issued
to finance the respective objects or purposes set forth in column B of said Schedule I; all of said
objects or 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 forth
in column A of said Schedule 1. 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 1.
2. The terms, form and details of said Note shall be as follows:
Amount and Title: $8,180,000 Bond Anticipation Note-2018
Dated: December 6, 2018
Matures: September 25, 2019
Number and
Denomination No. 2R-1, at$8,180,000
J Interest Rate
t per annum 3.00%
Th,pi�-;`e.)of payment of principal and interest shall be the office of the Town Clerk, Town Hall,
'Iho',A---New York, and the form of note shall be substantially in accordance with the form
)res;ril 'ed 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
$5,000, or any integral multiple'thereof. Beneficial owners of the.Note will not receive
3172225.1 041419 CLD
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 improvements that are assessable for projects marked
by an asterisk(*) in Schedule I.
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$8,232,679.20, 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 three per centum (3.00%)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 6th day of
December, 2018.
Supervisor
Schedule I
3172225.1 041419 CLD
i
i
A B C D E F
Amount Additional
Date Amount to be Amount to Amount to
Authorized Project Description Oustanding pgiLbelssued be Issued
08/16/2011 Stormwater Mitigation Improvements $ 250,000 $ 250,000
01/31/2017 Upgrade Town Hall Telephone System 26,000 26,000
01/31/2017 Firewall 114,000 114,000
050/9/2017 Shade Shelter/Solar Array at Animal Shelter 370,000 370,000
06/12/2017 Ferry Pilings* 380,000 380,000
10/10/2017 Munnatawket Engine* 300,000 300,000
05/09/2017 Salt Barn on FI $200,000 200,000
03/14/2018 1080 Carroll Ave Acquisition 750,000 750,000
03/14/2018 Town Hall Annex-Acquisition 3,200,000 3,200,000
03/14/2018 Town Hall Annex-Improvements 600,000 600,000
03/27/2018 Sidewalks and Drainage 500,000 500,000
06/05/2018 Salt Barn on FI 80,000 80,000
07/17/2018 Increase of SWMD (Payloader)* 500,000 500,000
08/28/2018 Sidewalk Improvements-FI 620,000 620,000
09/25/2018 Munnatawket Engine* 150,000 150,000
09/25/2018 Dredge Silver Eel Channel* 140,000 140,000
$1,440,000 $ $ 6,740,000 $8,1802000
* -assessable improvements
3172225.1 041419 CLD
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 December
6, 2018; 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 December 6,
2018.
(SEAL)
Town Clerk
3172225.1 041419 CLD
y �
� t
-CERTIFICATE OF DETERNIINATION OF THE
SUPERVISOR RELATIVE TO- THE AUTHORIZATION,
SALE, ISSUANCE, FORM AND CONTENTS OF THE
$1,440,000 BOND ANTICIPATION NOTE-2017 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 "Town7% 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. (a) A bond anticipation note of the Town in the principal amount of
$500,000 shall be issued in anticipation of the sale of serial bonds authorized pursuant to the
bond resolution entitled:
"Bond Resolution of the Town of Southold, New York,
adopted August 16, 2011, authorizing the construction of
stormwater mitigation-improvements, stating the estimated
maximum cost thereof is $500,000, appropriating said amount
for such purpose, and authorizing the issuance of $500,000
serial bonds of said town to finance said appropriation."
duly adopted by the Town Board on the date therein referred to.
(b) A bond anticipation note of the Town in the principal amount of
$26,000 shall be issued in anticipation of the sale of serial bonds authorized pursuant to the bond
resolution entitled:
"Bond Resolution of the Town of Southold, New York,
adopted January 31,-2017, authorizing various capital projects
in and for the Town, stating the estimated maximum cost
thereof is $160,000, appropriating said amount for such
purpose, and authorizing the issuance of bonds in the principal
amount of$160,000 to finance said appropriation."
duly adopted by the Town Board on the date therein referred to.
(c) A bond anticipation note of the Town in the principal amount of
$114,000 shall be issued in anticipation of the sale of serial bonds authorized pursuant to the
bond resolution entitled:
"Bond Resolution of the Town of Southold, New York,
adopted January 31, 2017, authorizing various capital projects
in and for the Town, stating the estimated maximum cost
thereof is $160,000, appropriating said amount for such
2956571.1 041419 CLD
purpose, and authorizing the issuance of bonds in the principal
amount of$160,000 to finance said appropriation."
duly adopted by the Town Board on the date therein referred to.
(d) A bond anticipation note of the Town in the principal amount of
$370,000 shall be issued in anticipation of the sale of serial bonds authorized pursuant to the
bond resolution entitled:
"Bond Resolution of the Town of Southold, New York,
adopted May 9, 2017, authorizing the construction of a shade
shelter and installation of a solar array at the animal shelter,
stating the estimated maximum cost thereof is $630,000,
appropriating said amount for such purpose, and authorizing
the issuance of bonds in the principal amount of not to exceed
$630,000 to finance said appropriation."
duly adopted by the Town Board on the date therein referred to.
(e) A bond anticipation note of the Town in the principal amount of
$380,000 shall be issued in anticipation of the sale of serial bonds authorized pursuant to the
bond resolution entitled:
"Bond Resolution of the Town of Southold, New York,
adopted June 12, 2017, appropriating $600,000 for the
increase and improvement of facilities of the Fishers Island
Ferry District, and authorizing the issuance of bonds in the
principal amount of$600,000 to finance said appropriation."
duly adopted by the Town Board on the date therein referred to.
(f) A bond anticipation note of the Town in the principal amount of
$300,000 shall be issued in anticipation of the sale of serial bonds authorized pursuant to the
bond resolution entitled:
"Bond Resolution of the Town of Southold, New York,
adopted October 10, 2017, appropriating $300,000 for the
increase and improvement of facilities of the Fishers Island
Ferry District, and authorizing the issuance of bonds in the
principal amount of$300,000 to finance said appropriation."
duly adopted by the Town Board on the date therein referred to.
(g) Said $500,000 note, said $26,000 note,, said $114,000 note, said
$370,000 note, said $380,000 note, and said 300,000 note shall be combined for the purpose of
sale into a single note issue in the aggregate principal amount of$1,440,000 (hereinafter referred
to as the "Note").
2956571 1041419 CLD
4
2. The terms, form and details of said Note shall be as follows:
Amount and Title: $1,440,000 Bond Anticipation Note-2017
Water Improvements-2017
Dated: December 12, 2017
Matures: December 12, 2018
Number and
Denomination No. R-1, at$1,440,000
Interest Rate
per annum 2.25%
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
$5,000, or any integral multiple thereof. 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
paragraphs 1(a) through 1(d) are for improvements that are non-assessable. The bonds
authorized pursuant to the bond resolutions referred to in paragraphs 1(e) and 1(f) are for
improvements which are assessable.
4. Pursuant to said powers and duties delegated to me, I DO HEREBY
AWARD AND SELL said Note to Jefferies LLC,New York,New York, for the purchase price
of$1,449,534.00, 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 and twenty-five hundredths per centum(2.25%)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
2956571.1 041419 CLD
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 12th day of
December, 2017.
.01
�a
Supervisor
2956571.1 041419 CLD
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:,sdid Town in my office as Town Clerk on or before December
12,2017; 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 December 12,
2017.
(SEAL) -P-L�-- ,o na..�
Town Clerk
2956571.1041419 CLD
gaff®Q,�
ELIZABETH A. NEVILLE, MMC ®� ®�i Town Hall,53095 Main Road
TOWN CLERK �� ��, P.O.Box 1179
Southold,New York 11971
REGISTRAR OF VITAL STATISTICS Fax(631)765-6145
MARRIAGE OFFICER ,f, ®� Telephone(631)765-1800
RECORDS MANAGEMENT OFFICER ®� �� www.southoldtownny.gov
FREEDOM OF INFORMATION OFFICER
OFFICE OF THE TOWN CLERK
TOWN OF SOUTHOLD
March 8, 2017
Town of Southold,New York
Bond Resolution for Various Purposes
(Our File Designation: 2615/
Mr. Robert P. Smith
Hawkins, Delafield &Wood, LLP
28 Liberty Street
42"d Floor
New York, NY 10005
Dear Mr. Smith:
Enclosed find the following documents related to the above referenced bond.
1. Certified resolution adopting the Bond
2. Extract of Minutes
3. Certification of Extract of Minutes
4. Adopted SEQRA resolution
5. Copy of the Notice that will appear in the Suffolk Times on February 9, 2017
6. Affidavit of Posting
7. Affidavit of Publication
Please do not hesitate to call me if you require anything else for your records at this time.
Very truly yours
Lynda M Rudder
Deputy Town Clerk
Encs
Cc: Town Attorney
,t
4
Southold Town Board - Letter Board Meeting of January 31, 2017
RESOLUTION 2017-158 Item# 5.33
c®y3
ADOPTED DOC ID: 12741
Q2 b
THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2017-158 WAS
ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON
JANUARY 31,2017:
BOND RESOLUTION OF THE TOWN OF SOUTHOLD, NEW
YORK, ADOPTED JANUARY 31, 2017, AUTHORIZING
VARIOUS CAPITAL PROJECTS IN AND FOR THE TOWN,
STATING THE ESTIMATED MAXIMUM COST THEREOF IS
$160,000, APPROPRIATING SAID AMOUNT FOR SUCH
PURPOSE, AND AUTHORIZING THE.ISSUANCE OF BONDS
IN THE PRINCIPAL AMOUNT OF $160,000 TO FINANCE
SAID APPROPRIATION
THE TOWN BOARD OF THE TOWN OF SOUTHOLD, IN THE COUNTY OF
SUFFOLK, NEW YORK, HEREBY RESOLVES (by the favorable vote of not less than two-
thirds of all the members of said Town Board)AS FOLLOWS:
Section 1. The Town of Southold, in the County of Suffolk, New York (herein
called the "Town"), is hereby authorized to: (i) upgrade the telephone system at Town Hall, at
the estimated maximum cost of $32,900; and (ii) acquire and install a firewall and related
software, at the estimated maximum cost of $127,100. The estimated total cost thereof,
including preliminary costs and costs incidental thereto and the financing thereof, is $160,000
and said amount is hereby appropriated for such purposes. The plan of financing includes the
issuance of bonds in the principal amount of$160,000 to finance said appropriation and the levy
and collection of taxes on all the taxable real property in the Town to pay the principal of said
bonds and the interest thereon as the same shall become due and payable.
Section 2. Bonds of the Town in the principal amount of $160,000 are hereby
authorized to be.issued pursuant to the provisions of the Local Finance Law, constituting Chapter
33-a of the Consolidated Laws of the State of New York (referred to herein as the "Law"), to
finance a part of said appropriation.
Section 3. The following additional matters are hereby determined and declared:
(a) The period of probable usefulness applicable to the object or purpose for
which said bonds are authorized to be issued, within the limitations of Section 11.00 a. 35 of the
Law, is five (5) years.
(b) The proceeds of the bonds herein authorized and any bond anticipation
notes issued in anticipation of said bonds may be applied to reimburse the Town for expenditures
made after the effective date of this resolution for the purpose for which said bonds are
authorized. The foregoing statement of intent with respect to reimbursement is made in
conformity with Treasury Regulation Section 1.150-2 of the United States Treasury Department.
Generated February 1, 2017 Page 46
a
l�
Southold Town Board - Letter' Board Meeting of January 31, 2017
(c) The proposed maturity of the bonds authorized by this resolution will not
exceed five years.
Section 4. Each of the bonds authorized by this resolution and any bond
anticipation notes issued in anticipation of the sale of said bonds shall contain the recital of
validity as prescribed by Section 52.00 of the Law and said bonds and any notes issued in
anticipation of said bonds shall be general obligations of the Town, payable as to both principal
and interest by a general tax upon all the taxable real property within the Town: The faith and
credit of the Town are hereby irrevocably pledged to the punctual payment of the principal of
and interest on said bonds and any notes issued in anticipation of the sale of said bonds, and
provision shall be made annually in the budget of the Town by appropriation for (a) the
amortization and redemption of the bonds and any notes in anticipation thereof to mature in such
year and (b)the payment of interest to be due and payable in such year.
Section 5. Subject to the provisions of this resolution and of the Law and
pursuant to the provisions of Section 21.00 relative to the authorization of the issuance of bonds
with substantially level or declining annual debt service, Section 30.00 relative to the
authorization of the issuance of bond anticipation notes and Section 50.00 and Sections 56.00 to
60.00 and 168.00 of the Law, the powers and duties of the Town Board relative to authorizing
bond anticipation notes and prescribing the terms, form and contents and as to the sale and
issuance of the bonds herein authorized, and of any bond anticipation notes issued in anticipation
of said bonds, and the renewals of said bond anticipation notes, and as to executing contracts for
credit-enhancements and providing for substantially level or declining annual debt service, are
hereby delegated to the Supervisor,the chief fiscal officer of the Town.
Section 6. The validity of the bonds authorized by this resolution, and of any
notes issued in anticipation of the sale of said bonds, may be contested only if:
(a) such obligations are authorized for an object or purpose for which the
Town is not authorized to expend money, or
(b) the provisions of law which should be complied with at the date of the
publication of such resolution, or a summary thereof, are not substantially
complied with,
and an action, suit or proceeding contesting such validity is commenced within twenty days after
the date of such publication, or
(c) such obligations are authorized in violation of the provisions of the
constitution. - - -
Section 7. This bond resolution shall take effect immediately, and the Town
Clerk is hereby authorized and directed to publish a summary of this bond resolution, in
substantially the form set forth in Exhibit A attached hereto and made a part hereof, together
with a Notice attached in substantially the form prescribed by Section 81.00 of the Law in "The
Suffolk Times, " a newspaper published in Southold, New York, having a general circulation in
the Town and hereby designated the official newspaper of said Town for such publication.
EXHIBIT A
LEGAL NOTICE
The resolution, a summary of which is published herewith, has been adopted on January 31,
2017 and the validity of the-obligations authorized by such resolution may be hereafter contested
Generated February 1, 2017 Page 47
Southold Town Board- Letter Board Meeting of January 31, 2017
only if such obligations were authorized for an object or purpose for which the Town of
Southold, in the County of Suffolk, New York, is not authorized to expend money or if the
provisions of law which should have been complied with as of the date of publication of this
Notice were not substantially complied with, and an action, suit or proceeding contesting such
validity is commenced within twenty days after the publication of this Notice, or such
obligations were authorized in violation of the provisions of the constitution.
ELIZABETH A. NEVILLE
Town Clerk
BOND RESOLUTION OF THE TOWN OF SOUTHOLD, NEW YORK,
ADOPTED JANUARY 31, 2017, AUTHORIZING VARIOUS CAPITAL
PROJECTS IN AND FOR THE TOWN, STATING THE ESTIMATED
MAXIMUM COST THEREOF IS $160,000, APPROPRIATING SAID
AMOUNT FOR SUCH PURPOSE, AND , AUTHORIZING THE
ISSUANCE OF BONDS IN THE PRINCIPAL AMOUNT OF $160,000
TO FINANCE SAID APPROPRIATION
The object or purpose for which the bonds are authorized is to: (i) upgrade the telephone system
at Town Hall, at the estimated maximum cost of$32,900; and (ii) acquire and install firewall
software, at the estimated maximum cost of$127,100, at the estimated total cost of$160,000.
The maximum amount of obligations authorized to be issued is $160,000.
The period of probable usefulness is five(5) years.
A complete copy of the bond resolution summarized above shall be available for public
inspection during normal business hours at the office of the Town Clerk, at the Town Hall,
53095 Main Street, Southold,New York.
k
Elizabeth A. Neville
Southold Town Clerk
RESULT: ADOPTED [UNANIMOUS]
MOVER: James Dinizio Jr, Councilman
SECONDER:William P. Ruland, Councilman
AYES: Dinizio Jr, Ruland, Doherty, Ghosio, Evans, Russell
Generated February 1, 2017 Page 48
EXTRACT OF MINUTES
Meeting of the Town Board of the
Town of Southold, in the
County of Suffolk, New York
January 31, 2017
A regular meeting of the Town Board of the Town of Southold, in the
County of Suffolk,New York, was held at the Town Hall, 53095 Main Road, Southold,
New York, on January 31, 2017.
There were present: Scott A. Russell, Supervisor; and
Councilpersons: Jill Doherty, Councilwoman
William Ruland, Councilman
James Dinizio, Councilman
Robert Ghosio, Jr, Councilman
Louisa Evans, Justice
There were absent: None
Also present: Lynda M Rudder, Deputy Town Clerk
William M. Duffy, Town Attorney
Councilman James Dinizio offered the following resolution and moved its
adoption:
BOND RESOLUTION OF THE TOWN OF SOUTHOLD,
NEW YORK, ADOPTED JANUARY 31, 2017,
AUTHORIZING VARIOUS CAPITAL PROJECTS IN
AND FOR THE TOWN, STATING THE ESTIMATED
MAXIMUM COST THEREOF IS $160,000,
APPROPRIATING SAID AMOUNT FOR SUCH
PURPOSE, AND AUTHORIZING THE ISSUANCE OF
BONDS IN THE PRINCIPAL AMOUNT OF $160,000 TO
FINANCE SAID APPROPRIATION
THE TOWN BOARD OF THE TOWN OF SOUTHOLD, IN THE
COUNTY OF SUFFOLK, NEW YORK, HEREBY RESOLVES (by the favorable vote
of not less than two-thirds of all the members of said Town Board) AS FOLLOWS:
Section 1. The Town of Southold, in the County of Suffolk, New York
(herein called the "Town"), is hereby authorized to: (i) upgrade the telephone system at
Town Hall, at the estimated maximum cost of $32,900; and (ii) acquire and install a
firewall and related software, at the estimated maximum cost of$127,100. The estimated
total cost thereof, including preliminary costs and costs incidental thereto and the
financing thereof, is $160,000 and said amount is hereby appropriated for such purposes.
The plan of financing includes the issuance of bonds in the principal amount of$160,000
to finance said appropriation and the levy and collection of taxes on all the taxable real
property in the Town to pay the principal of said bonds and the interest thereon as the
same shall become due and payable.
Section 2. Bonds of the Town in the principal amount of $160,000 are
hereby authorized to be issued pursuant to the provisions of the Local Finance Law,
constituting Chapter 33-a of the Consolidated Laws of the State of New York (referred to
herein as the "Law"), to finance a part of said appropriation.
Section 3. The following additional matters are hereby determined and
declared:
(a) The period of probable usefulness applicable to the object or
purpose for which said bonds are authorized to be issued, within the limitations of
Section 11.00 a. 35 of the Law, is five (5) years.
(b) The proceeds of the bonds herein authorized and any bond
anticipation notes issued in anticipation of said bonds may be applied to reimburse the
Town for expenditures made after the effective date of this resolution for the purpose for
which said bonds are authorized. The foregoing statement of intent with respect to
reimbursement is made in conformity with Treasury Regulation Section 1.150-2 of the
United States Treasury Department.
(c) The proposed maturity of the bonds authorized by this resolution
will not exceed five years.
Section 4. Each of the bonds authorized by this resolution and any bond
anticipation notes issued in anticipation of the sale of said bonds shall contain the recital
of validity as prescribed by Section 52.00 of the Law and said bonds and any notes issued
in anticipation of said bonds shall be general obligations of the Town, payable as to both
principal and interest by a general tax upon all the taxable real property within the Town.
The faith and credit of the Town are hereby irrevocably pledged to the punctual payment
of the principal of and interest on said bonds and any notes issued in anticipation of the
sale of said bonds, and provision shall be made annually in the budget of the Town by
appropriation for (a) the amortization and redemption of the bonds and any notes in
anticipation thereof to mature in such year and (b) the payment of interest to be due and
payable in such year.
Section 5. Subject to the provisions of this resolution and of the Law and
pursuant to the provisions of Section 21.00 relative to the authorization of the issuance of
bonds with substantially level or declining annual debt service, Section 30.00 relative to
the authorization of the issuance of bond anticipation notes and Section 50.00 and
t
Sections 56.00 to 60.00 and 168.00 of the Law, the powers and duties of the Town Board
relative to authorizing bond' anticipation notes and prescribing the terms, form and
contents and as to the sale and issuance of the bonds herein authorized, and of any bond
anticipation notes issued in anticipation of said bonds, and the renewals of said bond
anticipation notes, and as to executing contracts for credit enhancements and providing
for substantially level or declining annual debt service, are hereby delegated to the
Supervisor, the chief fiscal officer of the Town.
Section 6. The validity of the bonds authorized by this resolution, and of
any notes issued in anticipation of the sale of said bonds, may be contested only if:
(a) such obligations are authorized for an object or purpose for which
the Town is not authorized to expend money, or
(b) the provisions of law which should be complied with at the date of
the publication of such resolution, or a summary thereof, are not
substantially complied with, and an action, suit or proceeding
contesting such validity is commenced within twenty days after the
date of such publication, or
(c) such obligations are authorized in violation of the provisions of the
constitution.
Section 7. This bond resolution shall take effect immediately, and the
Town Clerk is hereby authorized and directed to publish a summary of this bond
resolution, in substantially the form set forth in Exhibit A attached hereto and made a
part hereof, together with a Notice attached in substantially the form prescribed by
Section 81.00 of the Law in "The Suffolk Times, " a newspaper published in Southold,
New York, having a general circulation in the Town and hereby designated the official
newspaper of said Town for such publication.
The adoption of the foregoing resolution was seconded by Councilman
William Ruland and duly put to a vote on roll call, which resulted as follows:
AYES: Supervisor Scott A. Russell
Councilwoman Jill Doherty
Councilman William Ruland
Councilman James Dinizio
Councilman Robert Ghosio, Jr
Justice Louisa Evans
NOES: Nay
The resolution was declared adopted.
EXHIBIT A
LEGAL NOTICE
The resolution, a summary of which is published herewith, has been adopted on January 31,
2017 and the validity of the obligations authorized by such resolution may be hereafter contested
only if such obligations were authorized for an object or purpose for which the Town of
Southold, in the County of Suffolk, New York, is not authorized to expend money or if the
provisions of law which should have been complied with as of the date of publication of this
Notice were not substantially complied with, and an action, suit or proceeding contesting such
validity is commenced within twenty days after the publication of this Notice, or such
obligations were authorized in violation of the provisions of the constitution.
ELIZABETH A.NEVILLE
Town Clerk
BOND RESOLUTION OF THE TOWN OF SOUTHOLD, NEW YORK,
ADOPTED JANUARY 31, 2017, AUTHORIZING VARIOUS CAPITAL
PROJECTS IN AND FOR THE TOWN, STATING THE ESTIMATED
MAXIMUM COST THEREOF IS $160,000, APPROPRIATING SAID
AMOUNT FOR SUCH PURPOSE, AND AUTHORIZING THE
ISSUANCE OF BONDS IN THE PRINCIPAL AMOUNT-OF $160,000
TO FINANCE SAID APPROPRIATION
The object or purpose for which the bonds are authorized is to: (i) upgrade the telephone system
at Town Hall, at the estimated maximum cost of $32,900; and (ii) acquire and install firewall
software, at the estimated maximum cost of$127,100, at the estimated total cost of$160,000.
The maximum amount of obligations authorized to be issued is $160,000.
The period of probable usefulness is five (5) years.
A complete copy of the bond resolution summarized above shall be available for public
inspection during normal business hours at the office of the Town Clerk, at the Town Hall,
53095 Main Street, Southold,New York.
2767724 1 001098 FILE
CERTIFICATE
I, Lynda M Rudder, Deputy Town Clerk of the Town of Southold, in the
County of Suffolk, State of New York, HEREBY CERTIFY that the foregoing annexed
extract from the minutes of a meeting of the Town Board of said Town of Southold duly
called and held on January 31, 2017, has been compared by me with the original minutes
as officially recorded in my office in the Minute Book of said Town Board and is a true,
complete and correct copy thereof and of the whole of said original minutes so far as the
same relate to the subject matters referred to in said extract.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the
corporate seal of said Town of Southold on
this 31St day of January, 2017.
(SEAL) L
Deputy Town Clerk
Southold Town Board - Letter Board Meeting of January 31, 2017
RESOLUTION 2017-157 Item# 5.32
ADOPTED DOC ID: 12740
�p
THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2017-157 WAS
ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON
JANUARY 31,2017:
WHEREAS the Town Board of the Town of Southold has conducted an environmental review
required pursuant to the State Environmental Quality Review Act (SEQRA) of bonding for the
upgrade to the telephone system at Town Hall and the acquisition and installation of a firewall
and related software, now therefore be it
RESOLVED that the Town Board of the Town of Southold hereby determines that,pursuant to
New York State Department of Environmental Conservation regulation 6NYCCRR Part 617
State Environmental Quality Review,Part 617.5(c)(21) and Part 617.5(c)(25),the issuance of a
Bond for the upgrade to the telephone system at Town Hall and the acquisition and installation of
a firewall and related software are a Type II action and therefore are not subject to SEQRA
review.
Elizabeth A. Neville
Southold Town Clerk
RESULT: ADOPTED [UNANIMOUS]
MOVER: Robert Ghosio, Councilman
SECONDER:William P. Ruland, Councilman
AYES: Dinizio Jr, Ruland, Doherty, Ghosio, Evans, Russell
Generated February 1, 2017 Page 45
LEGAL NOTICE
The resolution, a summary of which is published herewith, has been adopted on January 31,
2017 and the validity of the obligations authorized by such resolution may be hereafter contested
only if such obligations were authorized for an object or purpose for which the Town of
Southold, in the County of Suffolk, New York, is not authorized to expend money or if the
provisions of law which should have been complied with as of the date of publication of this
Notice were not substantially complied with, and an action, suit or proceeding contesting such
validity is commenced within twenty days after the publication of this Notice, or such
obligations were authorized in violation of the provisions of the constitution.
ELIZABETH A.NEVILLE
Town Clerk
BOND RESOLUTION OF THE TOWN OF SOUTHOLD, NEW YORK,
ADOPTED JANUARY 31, 2017, AUTHORIZING VARIOUS CAPITAL
PROJECTS IN AND FOR THE TOWN, STATING THE ESTIMATED
MAXIMUM COST THEREOF IS $160,000, APPROPRIATING SAID
AMOUNT FOR SUCH PURPOSE, AND AUTHORIZING THE
ISSUANCE OF BONDS IN THE PRINCIPAL AMOUNT OF $160,000
TO FINANCE SAID APPROPRIATION
The object or purpose for which the bonds are authorized is to: (i) upgrade the telephone system
at Town Hall, at the estimated maximum cost of $32,900; and (ii) acquire and install firewall
software, at the estimated maximum cost of$127,100, at the estimated total cost of$160,000.
The maximum amount of obligations authorized to be issued is $160,000.
The period of probable usefulness is five (5) years.
A complete copy of the bond resolution summarized above shall be available for public
inspection during normal business hours at the office of the Town Clerk, at the Town Hall,
53095 Main Street, Southold,New York.
Dated: January 31, 2017
Southold,New York
BY ORDER OF THE TOWN BOARD OF THE
TOWN OF SOUTHOLD, COUNTY OF SUFFOLK,
STATE OF NEW YORK
Elizabeth A.Neville, Town Clerk
Town of Southold
Please publish in the February 9, 2017 edition of the Suffolk Times and forward three 3
affidavits of publication to the Southold Town Clerks Office.
Copies To The Following:
Town Attorney Town Board Comptroller
Bond Council Bond File Town Clerk Bulletin Board
STATE OF NEW YORK)
SS:
COUNTY OF SUFFOLK)
LYNDA M. RUDDER, Deputy Town Clerk of the Town of Southold,New York being
duly sworn, says that on the 6th day of February , 2017, a notice of which the
annexed printed notice is a true copy was affixed, in a proper and substantial manner, in a
most public place in the Town of Southold, Suffolk County,New York, to wit: Town
Clerk's Bulletin Board, 53095 Main Road, Southold,New York.
Bond for Various Capital Projects
Lynda M. Rudder
Southold Deputy Town Clerk
Sworn before me this
6th day of Febr a , 2017.
Notar ublic
BONNIE J.DOROSKI
Notary Public,State'Of New York
No.01D06095328, Suffolk County
Term Expires July 7,20 tAl
!
I
V
#13164
STATE OF NEW YORK)
) SS:
COUNTY OF SUFFOLK)
Karen Kine of Mattituck, in said county, being duly sworn, says that she is
Principal Clerk of THE SUFFOLK TIMES, a weekly newspaper, published at
Mattituck, in the Town of Southold, County of Suffolk and State of New York, and that
the Notice of which the annexed is a printed copy, has been regularly published in
said Newspaper once each week for 1 week(s), successfully commencing on the 9th
day of February, 2017.
Principal Clerk
r before me this _ � da of
tF-L11P 2017.
Sworn to y
INTHE PRINCIPALAMOUNT OF__'I
$i60,000TO FINANCE SAID
APPROPRIATION
I
'-The object or-purpose'for which the '
bonds are authorized"is to: (i)upgrade the RISTINA VOLINSKI
telephone system at Town Hall,at the es-
timatedNOTARY PUBLIC-STATE maximum cost of$32,900;and(ii)''
acquire and install firewall softwaze,at the No. 01VO6105050
uolifletl in Suffolk County
estimated maximum cost of$127,100;at the
! ®
LEGALNOTICE estimated total cost of My Commission ExPiiRK Fc+tatHcrti
The resolution,a summary of which is The maximum amount of iobligations
published herewith,hag beer adopted on authorized to be issued is$160,000.
January31;2017 and the validity of the ob- The period of probable usefulness is five
ligations authorized by such resolution may (5)years
be hdreafter contested-only if such obliga A complete copy of the bond resolution
i tions were authorized for an object or pur- summarized above shall be available for
i pose for which the Town of Southold,in the public inspection during normal business
F County of Suffolk,New York,is not autho- hours at the office of the Town Clerk,at the
rized to expend money or if the provisions Town Hall,53095 Main Street,Southold,
of law which should have been comphed New York. i
with as of the date of publication of this No- . Dated:January 31,2017
i tice were not substantially complied with, Southold,New York
and an action,suit or proceeding contesting BY ORDER OFTHE TOWN BOARD-
E such'vandity is,commenced within twenty OFTHETOWNOFSOUTHOLD, '
y'days after the publication of this Notice,or COUNTY OF SUFFOLK,STATE OF
such obligations were auth6rized-in viola- _ NEWYORK
tion of the provisions of the constitution: Elizabeth A.Neville;
G ELIZABETHA.NEVILLE Town Clerk
Town Clerk Town of Southold
BOND RESOLUTIONOFTHE - 13.1.6.4-1T2/9
TOWN OF SOUTHOLD,NEW YORK,
ADOPTED JANUARY 31,2017,AU-
THORIZING VARIOUS CAPITAL
PROJEM'INAND FOR THE TOWN,
STATING THE ESTIMATED MAXI-
MUM COST THEREOF IS$160,000,
"APPROPRIATING SAID AMOUNT
FORSUCHPURPOSE,ANDAUTHO=,
RIZINGTHE ISSUANCE OF BONDS
Rudder, Lynda
From: legals <legals@timesreview.com>
Sent: Monday, February 06, 2017 11:07 AM
To: Rudder, Lynda
Subject: Re: Bond LEGAL NOTICE for publication
Good morning,
The legal notice has been scheduled to be published in the 2/9 edition of the Suffolk Times.
Thank you and have a great day!
Best regards,
'rIMEa
rl,REVIEW
Lindsay Denston
Assistant Sales Coordinator
631.298.3200 ext. 235
631.354.8032 (direct)
631.298.0410(fax)
Ldenston timesreview.com
www.timesreview.com
From: "Rudder, Lynda" <Ivnda.rudder@town.southold.nv.us>
Date: Monday, February 6, 2017 11:07 AM
To: "Cushman,John" <John.Cushman town.southold.nv.us>, Lindsay Riemer<legals@timesreview.com>, "Lisa Finn
(lisaahfinn@gmail.com)" <lisaahfinn@gmail.com>, "Michaelis,Jessica" <iessicam southoldtownny.Bov>, "Reisenberg,
Lloyd" <Lloyd.Reisenberg @town.southoId.nv.us>, "Southold Local (denise@southoldlocal.com)"
<denise@southoldlocal.com>, "Dinizio,James" <iames.dinizio town.southold.nv.us>, "Doherty,Jill"
<lill.doherty town.southold.nv.us>, "Doroski, Bonnie" <Bonnie.Doroski@town.southold.nv.us>, "Ghosio, Bob"
<bob.ghosio town.southold.nv.us>, Louisa Evans<Ipevans06390@gmail.com>, "Neville, Elizabeth"
<E.Nevil le@town.southoId.ny.us>, "Noncarrow, Denis" <denisn@southoldtownnv.gov>, "Rudder, Lynda"
<Ivnda.rudder@town.southold.nv.us>, "Russell, Scott" <scottr@southoldtownny.gov>, "Standish, Lauren"
<Lauren.Standish@town.southold.nv.us>, "Tomaszewski, Michelle" <michellet town.southold.nv.us>,William Ruland
<rulandfarm@vahoo.com>, "Duffy, Bill" <billd@southoldtownny.gov>, "Hagan, Damon"
<damonh@southoldtownnv.gov_>, "Silleck, Mary" <marvs southoldtownnv.gov>
Subject: Bond LEGAL NOTICE for publication
Please publish in the 2/9 edition of the Suffolk Times and the Town website
1