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BUDGET HEARING: 4:15 p.m.
Karl Bruchhaus, Chief Financial Officer, opened the Budget Hearing at 4:15 p.m.There were no questions or discussion from anyone present and the hearing was closed at 4:20 p.m. DATE, TIME, PLACE OF MEETING
The Calcasieu Parish School Board met in the cafeteria of John F. Kennedy Elementary School, located at 2001 Russell Street, Lake Charles, Louisiana, on Tuesday, August 8, 2006, 4:45 p.m. The meeting was called to order by Ed Stephens, President. The prayer was led by R.L. Webb; Jay Duhon led the Pledge of Allegiance.
ROLL CALL
The roll was called and the following members were present: Dale B. Bernard, Clara F. Duhon, Jay L. Duhon, Rev. J.L. Franklin, James W. Karr, Sr., Bryan LaRocque, Sheral A. LaVergne, James W. Pitre, Dr. Edward Stephens, and R.L. Webb.
MINUTES APPROVED
On a motion by Mr. Karr, seconded by Mr. Duhon and unanimously carried, the minutes of the regular meeting of July 11, 2006, were approved as presented.
Supplemental AgendaBy general consent, the Supplemental Agenda was included as part of the regular agenda.
PRESENTATIONS
Dr. Ed Stephens introduced Faye Medlow, a special education aide at Molo Middle School. Ms. Medlow was presented a certificate for being chosen the Outstanding Support Personnel at the middle school level. The winners at the elementary and high school levels were presented certificates at the July meeting.
The Majestics, a musical group of three students that each plays the violin, entertained the Board with two selections. Reverend Franklin introduced the group: Jairus Daigle Megan Polk Mia Polk
COMMITTEE REPORTS
R.L. Webb, Chairman of the Curriculum and Instruction Committee, reported that the committee met on July 13, 2006 and the following motions were made by the committee to the full Board. Mr. Pitre asked that the Minutes for the C&I Committee report reflect that he was present for the meeting.
Mr. Webb made a motion to accept the recommendation by committee to accept the Pupil Progression Plan as presented. Upon a vote, the motion carried.
Mr. Webb reported that Pat Deaville, Consultant for High Schools, gave a report on High School ReDesign. A suggestion was made at committee for a future meeting with the Board, elected officials, and our BESE Board member. This item was for information only.
Mr. Webb reported that the committee discussed plans for low performing schools. No action was required; the report was for information only.
The next item discussed at committee was the F.K. White Technology Enhancement Program. Information was given to Mrs. Duhon, as she requested, and it was decided to not address the item further at committee, at this time.
Reverend Franklin said he would like to see the Board come together and unify and take a serious approach to begin a process for a plan for low performing schools. Mrs. Duhon requested a copy of the plan for the F.K. White Technology Enhancement Program and a copy of the budget. Mr. Duhon said that regarding the low performing schools, the Board needs to not eliminate any of the options to help the low performing schools. Reverend Franklin said that all of the Lake Charles-Boston parents should have a copy of the scholastic audit. Mr. Savoy, Superintendent, said that a copy is available upon request.
Mary Morris, a member of the community, requested to speak to the Board, regarding what information is listed in the Minutes. Mr. Spruel, Legal Counsel for the Board, explained the regulations of information necessary for official Minutes.
Mrs. Duhon thanked Mr. Savoy for having copies of the Lake Charles-Boston audit available to the public.
Jay Duhon, Chairman of the Budget and Fiscal Management Committee, reported that the committee met on July 20, 2006 and the following motions were made by the committee to the full Board.
Mr. Duhon moved to adopt the 2006 millage rates on behalf of the committee. Upon a vote, the motion passed.
The next item was the revised 2006-2007 proposed revenues and other sources of funds. A motion was made by Mr. Duhon to accept the recommendation by the staff that the revised 2006-2007 projected revenues for the General Fund be approved as presented in the amount of $207,798,638. Upon a vote, the motion passed.
Mr. Duhon made a motion that the projected 2006-2007 General Fund budget for expenditures and other uses be approved as presented to the committee in the amount of $212,648,507. Upon a vote, the motion passed, with one nay vote from Reverend Franklin.
Mr. Duhon made a motion that the Special Revenue Fund budget for 2006-2007 be approved as presented to the committee, as balanced at $42,074,689. Upon a vote, the motion passed.
The last item presented was an update of the riverboat Capital Projects Fund. This item was for informational purposes only and no action was necessary.
Clara Duhon gave the report from the Pupil Personnel Committee that met on Thursday, August 3, 2006. The committee recommended that the Hospital/Homebound Policies and Procedures Manual be approved on an emergency basis. A motion was made by Mr. Duhon to suspend the rules, seconded by Mrs. Duhon, regarding this policy. A motion was made by Mr. Duhon, seconded by Mr. Pitre, to accept this policy on an emergency basis. The motion carried.
TAKE APPROPRIATE ACTION
Adoption of Millage Rates for 2006
NOTICE OF PUBLIC HEARING
The Calcasieu Parish School Board will adopt millage rates for the year 2006 at its meeting of August 8, 2006, at 4:45 p.m.at John F. Kennedy Elementary School, 2001 Russell Street, Lake Charles, Louisiana in the cafeteria. At the time of the agenda item, Adoption of 2006 Millage Rates, the public will be invited to comment in proper format through the public hearing process.
Posted: August 3, 2006 (3 working days prior to Board Meeting along with Board Agenda)
2001 Russell Street - Cafeteria of J.F. Kennedy Elementary School
1732 Kirkman Street - Board Meeting Room
AFFIDAVIT STATE OF Louisiana PARISH OF CALCASIEU BEFORE ME, the undersigned Notary Public, duly commissioned and qualified within and for the aforesaid parish and state, personally came and appeared:
Dr. Edward Stephens who, after first being duly sworn, did depose and say:
That he is the duly authorized presiding officer of the Calcasieu Parish School Board;
That a public meeting was held in accordance with the open meetings law at R.S. 42:1, et seq. to adopt the millage rates for the 2006 tax year;
That public written notice of the agenda, date, time, and place of the hearing was posted on the building where the meetings of this taxing authority are usually held at least 24 hours before the meeting.
A quorum of the total membership of the taxing authority was Physically present and voting at the public meeting, which was held on the 8th day of August, 2006 at 4:45 p.m. at 2001 Russell Street, Lake Charles, Louisiana. The meeting was conducted in accord with the prior noticed agenda. Matters not included on the agenda were not discussed without the approval of two-thirds of the members present.
Copies of all required notices and agenda are attached hereto and incorporated herein by reference. , Calcasieu Parish School Board Dr. Edward Stephens Presiding Officer
SWORN TO AND SUBSCRIBED Before Me, this
, 2006 at Lake Charles, Louisiana.
day of
NOTARY PUBLIC CALCASIEU PARISH SCHOOL BOARD RESOLUTION
BE IT RESOLVED, by the Calcasieu Parish School Board of the Parish of Calcasieu, Louisiana, in public hearing held on August 8, 2006, which hearing conducted in accordance with the open meetings law and the additional requirements of Article VII, Section 23(C of the Constitution, that the following adjusted millage rate(s) be and are hereby levied upon the dollar of the assessed valuation of all property subject to ad valorem taxation within said Parish for the year 2006, for the purpose of raising revenue:
General Fund (Parishwide)
Constitutional Tax 5.57 Mills Special School Maintenance & Operations Taxes 13.15 Mills MT #1 (9.52 Mills) MT #2 (3.63 Mills)
Bond Sinking Funds
School District No. 21 13.6 Mills
School District No. 22 10.0 Mills
School District No. 23 6.4 Mills
School District No. 24 19.0 Mills
School District No. 25 31.5 Mills
School District No. 26 34.3 Mills
School District No. 27 O Mills
School District No. 28 17.0 Mills
School District No. 30 25.7 Mills
School District No. 31 25.5 Mills
School District No. 33 22.25 Mills
School District No. 34 16.5 Mills
School District No. 34 (Stadium) 1.0 Mills
Renewable Taxes
School District No. 28 9.87 Mills
BE IT FURTHER RESOLVED that the Assessor of the Parish of Calcasieu, State of Louisiana, shall extend upon the assessment roll for the year 2006 the taxes herein
levied, and the tax collector of said Parish shall collect and remit the same to said taxing authority in accordance with the law.
BE IT FURTHER RESOLVED that the foregoing resolution was read in full, the roll was called on the adoption thereof, and the resolution was adopted by the following votes: YEAS: NAYS: ABSTAINED: ABSENT: CERTIFICATE
I hereby certify that the foregoing is a true and exact copy of a resolution adopted at a regular board meeting held on August 8, 2006 at which time a quorum was present and voting.
Lake Charles, Louisiana, this _ day of . 2006. Wayne Savoy, Secretary Calcasieu Parish School Board
On a motion by Mr. Duhon to accept, seconded by Mrs. LaVergne, the motion carried.
Adoption of General Fund and Special Revenue Fund Budgets 2006-2007
RESOLUTION A resolution adopting the 2006-2007 General Fund and Special Revenue Fund budgets.
WHEREAS, the proposed General Fund and Special Revenue Fund budgets for fiscal year 2006-2007 have been previously submitted to the Budget/Fiscal Management Committee and reviewed at the public hearing held prior to the Board meeting, and WHEREAS, the proposed budget provides necessary funding to continue an adequate level of services for public elementary and secondary schools in Calcasieu Parish, and WHEREAS, the authority to revise the budget is set forth in File: DCI of the Calcasieu Parish School Board Policy Manual which provides in part that:"Line items in the budget may be changed, with Board approval,at any time during the fiscal year, provided such change is consistent with existing laws and regulations of the State of Louisiana. Any request for modification of a budgetary line item shall be approved by appropriate supervisory personnel and submitted to the Superintendent for consideration. The Superintendent may submit requests for budgetary line item changes to the Board as deemed appropriate. The Superintendent may approve transfers from one budget line item to another for amounts less than $10,000. Any such changes shall be ratified by the Board.
Amounts of $10,000 or more shall be submitted to the Board
for approval."
THEREFORE, BE IT RESOLVED that the following budgets for
fiscal year 2006-2007 be adopted:
GENERAL FUND
Revenues and Other Sources:
Local Revenues $ 94,611,257 State Revenues 109,397,381 Federal Revenues 85,000 Other Sources 3,705,000 Total General Fund Revenues & Other Sources $ 207,798,638
Expenditures:
Instructional $ 154,929,278
Support Services 57,719,229
Total Expenditures & other Uses $212,648,507
SPECIAL REVENUE FUNDS
Revenues& Other Sources:
Local $ 2,112,041 State 382,848 Federal 37,391,800 Transfers from General Fund 2,188,000
Total Revenues & Other Sources $ 42,074,689
Expenditures & Other Uses:
Instructional $ 25,518,942
Support Services 16,555,747 Total Expenditures & Other Uses $ 42,074,689
On a motion by Mr. Duhon to accept, seconded by Mr. Karr, the motion passed.
Joint Services Agreement
STATE OF LOUISIANA } JOINT SERVICES AGREEMENT PARISH OF CALCASIEU }
BE IT KNOWN, that before the undersigned Notaries Public, duly commissioned and qualified in and for their respective localities as hereinafter stated, on the dates hereinafter set forth, and in the presence of the competent witnesses hereinafter named and undersigned, PERSONALLY CAME AND APPEARED: CALCASIEU PARISH SCHOOL BOARD (the “School Board”) herein represented by Dr. Edward Stephens, President, duly authorized,
RECREATION DISTRICT NO. 1 OF WARD 4 (the “Recreation District”), a political subdivision of the State of Louisiana represented by Lori Peterson, Chairperson, duly authorized,
Each of whom being duly sworn, did acknowledge and agree that:
Section 1. AUTHORITY This Agreement is entered into by the parties under the authority of the Constitution and laws of the State of Louisiana, including but not limited to Article 6, Section 20, Article 7, Section 14 of the 1974 Louisiana Constitution, and The Local Services Law of the State of Louisiana (R.S. 33:1321, et seq). The School Board and the Recreation District hereby find and declare that they are each authorized by general and special laws to perform the activities herein contemplated and to exercise all powers that may be necessary for completion of the undertaking herein described. Section 2. JOINT SERVICE EFFORT The parties hereby agree to engage in a joint effort to promote and enhance sports and recreation in general, and football in particular, within the boundaries of Calcasieu Parish. Section 3. RECREATION DISTRICT CONTRIBUTION The Recreation District hereby agrees to provide equipment and manpower for the maintenance and care of sports facilities and grounds at schools in the Calcasieu Parish School System. Section 4. SCHOOL BOARD The School Board agrees to reimburse the Recreation District for the reasonable costs of fuel and manpower, as determined by the Executive Director of the Recreation District. Section 5. LIMITATIONS It is expressly understood and agreed that the individual schools will be responsible for the reimbursement set forth in section 4. It is further expressly and agreed understood that the Recreation District reserves the right to limit or terminate this Agreement should the same interfere with discharge of its statutory and/or constitutional mandate. Section 6. AMENDMENTS The parties hereto may amend this Joint Services Agreement at any time by mutual consent, to modify, clarify, add or remove any term or provision. No change or amendment shall be effective unless in writing and signed by duly authorized representatives of both parties hereto. Section 7. INVALIDITY If any provision, item, application , or part of this Agreement is held invalid, such invalidity shall not effect other provisions, items, applications, or parts of this Agreement which can be given effect without the invalid provision, item, application or part, and to this end the provisions of the Agreement are hereby declared to be severable. THUS DONE AND PASSED in duplicate original at Westlake, Louisiana, in the presence of the undersigned competent witnesses, and me, Notary, on the _______ day of July, 2006.
WITNESSES: RECREATION DISTRICT #1 OF WARD 4
___________________________ BY:___________________________________ LORI PETERSON, Chairperson
___________________________________ NOTARY PUBLIC
THUS DONE AND PASSED in duplicate original at Lake Charles, Louisiana, in the presence of the undersigned competent witnesses, and me, Notary, on the _________ day of
____________________, 2006.
WITNESSES: CALCASIEU PARISH SCHOOL BOARD ___________________________
BY:_______________________________ ___________________________ DR. EDWARD STEPHENS, President
____________________________________ NOTARY PUBLIC
S:\Cg4\RD1\Agreement-CPSB and RECDIST.wpd
On a motion to accept the agreement by Mr. Bernard and seconded by Mr. Duhon, the motion passed.
Final Approval of Diabetic Student Field Trip Protocol
Policy/Protocol on Field Trips for Student with Diabetes
Diabetes is a serious chronic disease that impairs the body's ability to use food properly due to the inability of the pancreas to make insulin (the hormone which helps the body convert food into energy) or to use insulin properly. Without insulin, glucose (sugar), the body's main energy source, builds up in the blood. Diabetic students may manage their illness by using injectable or infused insulin, oral hypoglycemic agents, and/or dietary modifications. In the school setting, and outside the normal school routine, blood glucose levels can become too high (hyperglycemia) or too low (hypoglycemia) and require monitoring through glucose testing.
Appropriate diabetes care and management on field trips is necessary for the student's immediate safety, long-term well being and optimal academic performance.
It is important that a student's diabetic care be managed and accommodated on field trip through collaboration with the student, parent/family, licensed care providers, school administrator, school nurse, classroom teacher, specialists, and any other staff who may have contact with the student.
To minimize the possibility of a diabetes related emergency when a diabetic student goes on a field trip, and the parent or guardian does not attend the field trip, the following are required:
1. A contracted registered nurse or licensed practical nurse will accompany the student( s).
2. An Individualized Diabetic Health Care Plan (IDHCP) will be developed for each diabetic student and shared with all staff involved with the field trip to facilitate appropriate care. The IDHCP shall include an Emergency Diabetic Care Plan (EDCP) for each diabetic student.
3. Physician orders for blood glucose monitoring.
4. Physician orders for the method (pump, pen, syringe) of insulin administration and the amount of insulin to be administered.
5. Physician orders for Glucagon administration (if required).
6. Proper considerations for the storage of medication (e.g. refrigeration, sharps container, locked storage).
7. Physician orders for carbohydrate counting, which can only be monitored by a registered nurse.
8. Proper scheduling of meals and snacks.
9. Physician orders for recommended snacks.
10. Appropriate access to water and bathroom facilities.
11. Appropriate arrangements dictated by the frequency and distance of travel for field trips, and by whether the field trip is overnight.
On a motion to accept the final policy approval by Mr. Bernard and seconded by Mr. Duhon, the motion passed.
Authorization to Negotiate Hurricane Rita Settlement Claim
TO: Board Members FROM: Karl Bruchhaus DATE: August 3,2006 SUBJECT: Rita Insurance Closure
The Hurricane Rita property insurance claim for the Calcasieu Parish School Board is nearing closure. We will hopefully arrive at settlement and payout by mid-September. Staff requests permission for Superintendent Savoy to negotiate final settlement and have authorization to sign all documents necessary for claim closure.
KB:bjd
On a motion by Mr. Webb to authorize, seconded by Mrs. LaVergne, the motion carried.
Resolution Authorizing Sale of Excess Revenue Certificates
Lake Charles, Louisiana September 5, 2006
The Parish School Board of Calcasieu Parish, Louisiana, met in regular public session at 4:45 o’clock p.m. on Tuesday, September 5, 2006, at the regular meeting place of said Board in the Calcasieu Parish School Board Office, Lake Charles, Louisiana, pursuant to the provisions of written notice given to each and every member thereof and duly posted in the manner required by law. President, Dr. Edward Stephens, called the meeting to order and on roll call, the following members were present: ABSENT: Wayne R. Savoy, Board Secretary, also attended. The meeting was called to order and the roll called with the above results.Thereupon, the following resolution was introduced, and pursuant to a motion made by _____________ and seconded by ________________, was adopted by the following vote:
YEAS: NAYS: ABSENT: NOT VOTING:
CERTIFICATE RESOLUTION
A RESOLUTION AUTHORIZING ISSUANCE, SALE AND DELIVERY OF THREE MILLION AND NO/100 ($3,000,000) DOLLARS EXCESS REVENUE CERTIFICATES OF INDEBTEDNESS OF THE CALCASIEU PARISH SCHOOL BOARD (SAM HOUSTON HIGH SCHOOL PROJECT), SERIES 2006, CONFIRMING THE SALE, PRESCRIBING THE FORM AND FIXING THE DETAILS THEREOF; PROVIDING FOR SECURITY AND PAYMENT OF SAID CERTIFICATES IN PRINCIPAL AND INTEREST; AND CERTAIN OTHER MATTERS IN CONNECTION THEREWITH.
WHEREAS, it is projected that the general fund budget of the Calcasieu Parish School Board, Lake Charles, Louisiana (the “Issuer”) for the fiscal year ending June 30, 2006, will show an estimated excess of revenues over statutory, necessary and usual charges and all other expenses for such fiscal year in the total amount in excess of $21 million, as will more fully appear by reference to said budget;
WHEREAS, after carefully investigating and studying the actual revenues and expenditures and all matters in connection therewith for that portion of the fiscal year ending June 30, 2006, the Issuer has found and does hereby find and determine that the actual surplus for said fiscal year will, in all probability, be in excess of the amount reflected in the aforesaid budget; WHEREAS, the estimates contained in the aforesaid budget are also deemed reasonable and conservative in view of the operating experience over the past several years, as reflected by the official audits, over the general fund revenues and expenditures;
WHEREAS, Sections 2922 to 2923, inclusive, of Title 33 of the Louisiana Revised Statutes of 1950, as amended, the (the “Act”) authorize the Issuer to make and enter into contracts dedicating the excess of annual revenues of subsequent years above statutory, necessary and usual charges to the payment of that portion of the cost of public improvements which is to be borne by the Issuer under such contacts, provided all such dedications do not exceed the estimated excess of revenues over said statutory, necessary and usual charges of the year in which the contract is made;
WHEREAS, the Issuer desires to incur debt and issue not exceeding THREE MILLION AND NO/100 ($3,000,000) DOLLARS in Excess Revenue Certificates of Indebtedness in the manner authorized and provided by the Act and as hereinafter provided, to provide ready funds to pay the costs of construction of certain improvements at Sam Houston High School, Moss Bluff, Louisiana, title to which shall be in the public; WHEREAS, it has been determined by the Issuer that after meeting statutory, necessary and usual charges, there will remain ample undedicated funds to pay debt service on the Excess Revenue Certificates of Indebtedness herein authorized;
WHEREAS, the Issuer acquired approval of the Louisiana State Bond Commission on August 17, 2006, for approval of the issuance, sale and delivery of not to exceed THREE MILLION AND NO/100 ($3,000,000) DOLLARS of Excess Revenue Certificates of Indebtedness of the Issuer, to be used for the purpose of financing the construction and installation of certain school improvements Sam Houston High School, Moss Bluff, Louisiana, and which Certificates are to be secured by and payable from the excess of annual revenues accruing to the budget of the Issuer for the ten (10) year period during which the Certificates are outstanding, above statutory, necessary and usual charges;
WHEREAS, sale of the Certificates has been negotiated with Crews & Associates, Inc., Little Rock, Arkansas, at a price of _______% of par and accrued interest to date of delivery; and
WHEREAS, the Issuer now desires to provide for issuance of the Certificates in the original principal amount of THREE MILLION AND NO/100 ($3,000,000) DOLLARS of its Excess Revenue Certificates of Indebtedness (Sam Houston High School Project), Series 2006 (the “Certificates”) to finance construction and installation of certain school improvements at Sam Houston High School, Moss Bluff, Louisiana, said Certificates to be secured by and payable from the excess of annual revenues accruing to the budget of the Issuer for the ten (10) year period during which the Certificates are outstanding, above statutory, necessary and usual charges;
NOW THEREFORE, BE IT RESOLVED by the Calcasieu Parish School Board, as follows:
SECTION 1. Definitions. As used herein the following terms shall have the following meanings, unless the context otherwise requires: “Agreement” means the agreement to be entered into between the Issuer and the Paying Agent pursuant to this Resolution.
“Bond Counsel” means Joseph A. Delafield, A Professional Corporation, Lake Charles, Louisiana.
“Bond Register” means the record kept by the Paying Agent at its principal corporate office in which registration of the Certificates and transfers of the Certificates shall be made as provided herein.
“Business Day” means a day of the year other than a day on which banks in the city in which the Paying Agent is located are required or authorized to remain closed or the New York Stock Exchange is closed.
“Calcasieu Parish School System” means the public school system available to the members of the general public at large, administered and maintained by the Governing Authority.
“Certificate” means any Series 2006 Certificate of Indebtedness of the Issuer authorized to be issued by this Resolution, whether initially delivered or issued in exchange for, upon transfer of, or in lieu of any certificate previously issued.
“Certificates” means the Calcasieu Parish School Board Excess Revenue Certificates of Indebtedness (Sam Houston High School Project), Series 2006, authorized by this Resolution, in the total aggregate principal amount of Three Million Dollars ($3,000,000).
“Code” means the Internal Revenue Code of 1986, as amended.
“Defeasance Obligations” shall mean (a) cash, or (b) non-callable Government Securities.
“Executive Officers” means, collectively, the President and Secretary of the Governing Authority. “Federal” means the United States of America.
“Governing Authority” means the Calcasieu Parish School Board.
“Government Securities” means direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by the United States of America, which are non-callable prior to their maturity, and may be United States Treasury obligations such as the State and Local Government Series and may be in book-entry form.
“Insurer” means, with respect to the Certificates, ________________________, or its successor and assigns.
“Interest Payment Dates” means April 1 and October 1 in each year commencing April 1, 2007.
“Issuer” means the Parish School Board of Calcasieu Parish, Louisiana.
“Municipal Bond Insurance Policy” means the municipal bond new issue insurance policy issued by the Insurer insuring the payment when due of the principal of and interest on the Certificates as provided therein.
“Outstanding” when used with respect to the Certificates means, as of the date of determination, all Certificates theretofore issued and delivered under this Resolution, except: 1. Certificates theretofore cancelled by the Paying Agent or delivered to the Paying Agent for cancellation. 2. Certificates for which payment or redemption sufficient funds have been theretofore deposited in trust for the Owners of such Certificates, provided that, if such Certificates are to be redeemed, irrevocable notice of such redemption has been duly given or provided for pursuant to this Resolution or waived. 3. Certificates in exchange for or in lieu of which other Certificates have been registered and delivered pursuant to this Resolution. 4. Certificates alleged to have been mutilated, destroyed, lost, or stolen, which have been paid as provided in this Resolution or by law. 5. Certificates for the payment of principal (or redemption price, if any) of and interest on which money or Government Securities or both are held in trust with the effect specified in this Resolution.
“Owner” or “Owners” or “Registered Owner” when used with respect to any Certificate means the Person in whose name such Certificate is registered in the Bond Register, as herein provided. Notwithstanding any provision of this Resolution to the contrary, the Insurer shall, at all times, be deemed an owner of all the Certificates for the purposes of consenting to any resolution supplementing or amending this Resolution, and shall be notified in advance of the adoption of any resolution supplemental or amendatory hereto whether or not the consent of the Owners is required.
“Paying Agent” means Argent Trust, a Division of National Independent Trust Company, in Ruston, Louisiana, until a successor Paying Agent shall have been appointed pursuant to the applicable provisions of this Resolution, and thereafter “Paying Agent” shall mean such successor Paying Agent.
“Person” means any individual, corporation, partnership, joint venture, association, joint-stock company, trust, unincorporated organization, or government or any agency or political subdivision thereof.
“Project” means certain improvements to Sam Houston High School, Moss Bluff, Louisiana, within the Calcasieu Parish School System.
“Purchaser” means Crews & Associates, Inc., Little Rock, Arkansas, the original purchaser or purchasers of the Certificates.
“Qualified Investments” means (i) cash, (ii) Government Securities, and (iii) time certificates of deposit of state banks organized under the laws of the State and national banks having their principal office in the State which are fully collateralized by government securities as provided by Louisiana law, or any other investment security which may be permitted by Louisiana law and approved in writing by the Insurer with notice to Standard & Poor’s Corporation.
“Record Date” for the interest payable on any Interest Payment Date means the 15th calendar day of the month next preceding an Interest Payment Date, whether or not such day is a Business Day.
“Resolution” means this Resolution authorizing issuance of the Certificates.
“Sinking Fund” shall have the meaning ascribed to such term in Section 15 hereof.
“State” means the State of Louisiana.
SECTION 2. Authorization of Certificates; Maturities. In compliance with and under the authority of the provisions of Sections 2922 to 2923, inclusive, of Title 33 of the Louisiana Revised Statutes of 1950, as amended (the “Act”), and constitutional and statutory authority supplemental thereto, and pursuant to proceedings regularly and legally taken by the Issuer, there is hereby authorized the creation of an indebtedness of not exceeding THREE MILLION AND NO/100 ($3,000,000) DOLLARS, for, on behalf of and in the name of the Issuer, to be represented by Excess Revenue Certificates of Indebtedness of the Issuer, for the purpose of paying the cost of construction and installation of certain school improvements at Sam Houston High School, Moss Bluff, Louisiana, within the Calcasieu Parish School System. To represent said indebtedness, there be and there is hereby authorized issuance of negotiable interest bearing, fully registered Excess Revenue Certificates of Indebtedness of the Calcasieu Parish School Board, Series 2006, in the principal amount of THREE MILLION AND NO/100 ($3,000,000) DOLLARS (the “Certificates”), which Certificates shall be in the denomination of $5,000 each and any integral multiple of $5,000 in excess thereof, within a single maturity, shall be numbered consecutively commencing with number R-0001, shall be dated October 1, 2006, and shall bear interest at the rate or rates hereinafter specified, payable April 1 and October 1 of each year beginning April 1, 2007, both principal and interest being payable at the principal corporate office of Argent Trust, a division of National Independent Trust Company, Ruston, Louisiana, and shall mature serially on October 1 of each year and shall bear interest as follows:
MATURITY INTEREST DATE PRINCIPAL RATE PER (Oct. 1) AMOUNT ANNUM 2007 240,000 % 2008 250,000 % 2009 260,000 % 2010 280,000 % 2011 290,000 % 2012 305,000 % 2013 315,000 % 2014 340,000 % 2015 350,000 % 2016 370,000 %
The principal of the Certificates, upon maturity or redemption, shall be payable at the principal corporate trust office of the Paying Agent, upon presentation and surrender thereof, and interest on the Certificates shall be payable by check mailed by the Paying Agent to the Registered Owner at the address shown on the Bond Register. The person in whose name any Certificate is registered at the close of business on the Record Date with respect to an Interest Payment Date (unless such Certificate has been called for redemption on a redemption date which is prior to such Interest Payment Date) shall be entitled to receive the interest payable with respect to such Interest Payment Date notwithstanding the cancellation of such Certificate upon any registration of transfer or exchange thereof subsequent to such Record Date and prior to such Interest Payment Date. Each Certificate delivered under this Resolution upon transfer of or in exchange for or in lieu of any other Certificate shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Certificate, and each such Certificate will bear interest (as herein set forth) so that neither gain nor loss interest shall result from such transfer, exchange or substitution. No Certificate will be entitled to any right or benefit under this Resolution, or be valid or obligatory for any purpose, unless there appears on such Certificate a certificate of registration, substantially in the form provided in this Resolution, executed by the Paying Agent by manual signature.
SECTION 3. Redemption Provisions. Those Certificates maturing in the years 2007 to 2011, inclusive, shall not be subject to redemption prior to maturity. Those Certificates maturing October 1, 2012 and thereafter shall be callable for redemption by the Issuer in full at any time on or after October 1, 2011, or in part in the inverse order of their maturities, and if less than a full maturity then by lot within such maturity, on any Interest Payment Date on or after October 1, 2011, at the principal amount thereof, plus accrued interest from the most recent Interest Payment Date to which interest has been paid or duly provided for to the date fixed for redemption.
In the event a Certificate to be redeemed is of a principal amount denomination larger than $5,000, a portion of such Certificate ($5,000 principal amount or any multiple thereof) may be redeemed. Any Certificate which is to be redeemed only in part shall be surrendered at the principal corporate office of the Paying Agent and there shall be delivered to the Owner of such Certificate a new Certificate or Certificates of the same maturity and of any authorized denomination or denominations as requested by such Owner in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal amount of the Certificate so surrendered.
In the case of any redemption of Certificates, the Issuer shall give written notice to the Paying Agent and the Insurer of the election so to redeem and the redemption date, and of the principal amounts and numbers of the Certificates or portions of Certificates of each maturity to be redeemed. Such notice shall be given at least forty-five (45) days prior to the redemption date. Official notice of such call of any of the Certificates for redemption will be given by the Paying Agent by means of first class mail, postage prepaid, by notice deposited in the United States mail not less than thirty (30) days prior to the redemption date, addressed to the Insurer and to the Owner of each Certificate to be redeemed as shown on the Bond Register. Failure to give such notice by mailing to any Owner or the Insurer, or any defect therein, shall not affect the validity of any proceedings for the redemption of other Certificates.
SECTION 4. Exchange of Certificates; Persons Treated as Owners. The Issuer shall cause books for registration and for transfer of the Certificates (the “Bond Register”), as provided in this Resolution to be kept at the principal office of the Paying Agent, and the Paying Agent is hereby constituted and appointed the Registrar for the Certificates. At reasonable times and under reasonable regulations established by the Paying Agent said list may be inspected and copied by the Issuer, the Insurer or by the Owners (or a designated representative thereof) of 15% of the outstanding principal amount of the Certificates. Upon the occurrence and continuance of an Event of Default, as defined in Section 34, which would require the Insurer to make payments under the Municipal Bond Insurance Policy, the Insurer and its
designated agent shall be provided with access to inspect and copy the Bond Register of the Issuer for the Certificates.
The Certificates may be transferred, registered and assigned, at the expense of the Issuer, only upon the Bond Register upon surrender thereof at the principal office of the Paying Agent and by execution of the assignment form on the Certificates or by other instrument of transfer and assignment in such form as shall be satisfactory to the Paying Agent. A new Certificate or Certificates will be delivered by the Paying Agent to the last assignee (the new registered owner) in exchange for such transferred and assigned Certificates within three (3) business days after receipt of the Certificates to be transferred in proper form. Such new Certificate or Certificates must be in the principal amount denomination of $5,000 or any integral multiple thereof within a single maturity. Neither the Issuer nor the Paying Agent will be required to issue, register the transfer of or exchange any Certificate during a period beginning (i) at the opening of business on the Record Date, or (ii) with respect to any Certificate called for redemption prior to maturity during a period beginning at the opening of business fifteen (15) days before the date of mailing of a notice of redemption of such Certificate and ending on the date of such redemption. The execution by the Issuer of any fully registered Certificate shall constitute full and due authorization of such Certificate and the Paying Agent shall thereby be authorized to authenticate, date and deliver such Certificate; provided, however, that the principal amount of outstanding Certificates of each maturity authenticated by the Paying Agent shall not exceed the authorized principal amount of Certificates for such maturity less previous retirements, subject to the provisions of Section 24 hereof. The Issuer is authorized to prepare, and the Paying Agent shall keep custody of, multiple Certificate blanks executed by the Issuer for use in the transfer and exchange of Certificates.
All Certificates delivered upon any registration of transfer or exchange of Certificates shall be valid obligations of the Issuer, evidencing the same debt and entitled to the same benefits under this Resolution as the Certificates surrendered. Prior to due presentment for registration of transfer of any Certificate, the Issuer, the Insurer and the Paying Agent, and any agent of the Issuer, the Insurer or the Paying Agent may deem and treat the person in whose name any Certificate is registered as the absolute owner thereof for all purposes, whether or not such Certificate shall be overdue, and shall not be bound by any notice to the contrary.
SECTION 5. Registered Owner. As to any Certificate, the Person in whose name the same shall be registered as shown on the Bond Register required by Section 4, shall be deemed and regarded as the absolute Owner thereof for all purposes, and payment of or on account of the principal of and premium, if any, and interest on any such Certificate shall be made only to or upon the order of the Registered Owner thereof or his legal representative, and the Issuer and the Paying Agent shall not be affected by any notice to the contrary. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Certificate, including the interest thereon, to the extent of the sum or sums so paid.
SECTION 6. Form of Certificates. The Certificates and the endorsements to appear thereon will be in substantially the following form, to-wit: (FACE OF CERTIFICATE) UNITED STATES OF AMERICA STATE OF LOUISIANA PARISH OF CALCASIEU REGISTERED REGISTERED NO. R- $ CALCASIEU PARISH SCHOOL BOARD EXCESS REVENUE CERTIFICATE OF INDEBTEDNESS (SAM HOUSTON HIGH SCHOOL PROJECT) SERIES 2006
DATED DATE: MATURITY DATE: INTEREST RATE: CUSIP NO. October 1, 2006
The Calcasieu Parish School Board, Calcasieu Parish, Louisiana (the “Issuer”) for value received, hereby acknowledges itself indebted and promises to pay to
REGISTERED OWNER:
PRINCIPAL AMOUNT:
or registered assigns, on the maturity date set forth above, the principal amount set forth above, together with interest thereon from the dated date, said interest payable on April 1 and October 1 of each year, commencing April 1, 2007, at the interest rate per annum set forth above until said principal sum is paid, unless this Certificate has been previously called for redemption and payment shall have been duly made or provided for. The principal of this Certificate upon maturity or redemption is payable in lawful money of the United States of America at the principal corporate trust office of Argent Trust, a Division of National Independent Trust Company located in Ruston, Louisiana (the Paying Agent/Registrar), or successor thereto, upon presentation and surrender hereof. Interest on this Certificate is payable by check mailed on each Interest Payment Date by the Paying Agent/Registrar to the registered owner (determined as of the 15th calendar day of the month next preceding said Interest Payment Date) at the address, as shown on the books of the Paying Agent/Registrar.
Certificates maturing in the years 2007 to 2011, inclusive, shall not be subject to redemption prior to maturity. Those Certificates maturing October 1, 2012 and thereafter shall be callable for redemption by the Issuer in full at any time on or after October 1, 2011, or in part in the inverse order of their maturities, and if less than a full maturity then by lot within such maturity, on any Interest Payment Date on or after October 1, 2011, at the principal amount thereof, plus accrued interest from the most recent Interest Payment Date to which interest has been paid or duly provided for to the date fixed for redemption.
REFERENCE IS MADE TO THE FURTHER PROVISIONS OF THIS CERTIFICATE SET FORTH ON THE REVERSE HEREOF WHICH SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH HEREIN.
This Certificate shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Certificate Resolution (defined hereinafter) until the certificate of registration hereon shall have been signed by the Paying Agent/Registrar.
IN WITNESS WHEREOF, the Calcasieu Parish School Board has caused this Excess Revenue Certificate of Indebtedness to be executed in its name by the facsimile signatures of the duly authorized President and Secretary of the Calcasieu Parish School Board, and the seal of said Issuer to be impressed or imprinted hereon, and this Certificate to be dated October 1, 2006.
CALCASIEU PARISH SCHOOL BOARD
____________________________ SECRETARY PRESIDENT [S E A L]
(LOWER LEFT)
PAYING AGENT/REGISTRAR'S CERTIFICATE OF REGISTRATION
This Certificate is one of the Certificates referred to in the within mentioned Certificate Resolution.
Argent Trust, a Division of National Independent Trust Company in the City of Ruston, Louisiana, as Paying Agent/Registrar
By: Date of Authentication:
(REVERSE OF CERTIFICATE)
ADDITIONAL PROVISIONS
This Certificate is one of an issue, the Certificates of which are all of like date, tenor and effect, except as to the number, maturity and rate of interest, aggregating in principal the sum of THREE MILLION AND NO/100 ($3,000,000.00) DOLLARS; said Certificates to mature annually, issued pursuant to a Certificate Resolution adopted on September 5, 2006, by the Calcasieu Parish School Board, under the provisions of Sections 2922 and 2923, et seq., of Title 33 of the Louisiana Revised Statues of 1950, as amended, for the purpose of paying the cost of construction and installation of certain school improvements for energy efficiency within the schools of the Calcasieu Parish School Board.
This Certificate and the other Certificates of this issue are secured by and payable in principal and interest from the irrevocable pledge and dedication of the excess of annual revenues of the Issuer in the Fiscal Year Beginning July 1, 2006, and ending June 30, 2007, and subsequent years above statutory, necessary and usual charges as well as those funds and monies of the Issuer budgeted, allocated, available, dedicated, set aside or otherwise to be utilized to fund or make debt services payments on the outstanding Certificates. The Issuer is obligated to budget annually a sufficient sum of money to pay said Certificates and the interest thereon as they respectively mature, and to levy and collect taxes and other revenues in each year, within the limits prescribed by law, sufficient to pay the principal of and interest on all outstanding certificates of indebtedness, after payment in such years of all statutory, necessary and usual charges. For a more complete statement of the revenues from which and conditions under which this Certificate is payable, and the general covenants and provisions pursuant to which this Certificate is issued, reference is hereby made to the aforesaid Certificate Resolution adopted on September 5, 2006.
At the option of the Issuer, Certificates of this issue maturing in the years 2012 to 2016 shall be callable for redemption prior to their stated dates of maturity in inverse order of their maturities, and if less than a full maturity, then by lot within such maturity on any interest payment date on or after October 1, 2011, at a price of par of the face value thereof and accrued interest to the redemption date. Notice of call for redemption of any of the Certificates shall be given not less than thirty (30) days prior to the redemption date by means of registered or certified mail by notice deposited in the United States Mail addressed to the Paying Agent/Registrar and to the registered owner of each Certificate to be redeemed at his address as shown on the registration books of the Paying Agent/Registrar. In the event a Certificate is of a denomination larger than $5,000 a portion of such Certificate ($5,000 or any multiple thereof) may be redeemed.
IT IS CERTIFIED that this Certificate is authorized by and is issued in conformity with the requirements of the Constitution and Statutes of the State of Louisiana. It is further certified, recited and declared that all acts, conditions and things required to exist, to happen and to be performed precedent to and in the issuance of this Certificate and the issue of which it forms a part, necessary to have the same constitute legal, binding and valid obligation of the Issuer, have existed, have happened and have been performed in due time, form and manner, as required by law, and that this Certificate and the issue of which it forms a part do not exceed any limitation prescribed by the Constitution and Statutes of the State of Louisiana. It is also certified, recited and declared that this Certificate is negotiable paper under the Law Merchant, and it shall not be invalid for any irregularity or defect in the proceedings provided for its issuance and that it shall be incontestable in the hands of bona fide purchasers thereof for value.
A S S I G N M E N T
FOR VALUE RECEIVED, the undersigned, hereby sells, assigns and transfers unto the within Certificate and all rights thereunder, and hereby irrevocable constitutes and appoints , attorney or agent to transfer the within Certificate on the books kept for registration thereof, with full power of substitution in the premises.
Dated: NOTICE: The signature to this assignment must correspond with the name as it appears on the face of the within Certificate in every particular, without alteration or enlargement or any change whatever.
(Form of Legal Opinion Certificate - to Be Printed on All Certificates)
I, the undersigned Secretary of the Calcasieu Parish School Board, Calcasieu Parish, Louisiana, do hereby certify that the following is a true copy of the complete legal opinion of Joseph A. Delafield., A Professional Corporation, the original of which was manually executed, dated and issued as of the date of payment for and delivery of the original Certificates of the issue described therein and was delivered to Crews & Associates, Inc., representing the original purchasers thereof.
Secretary
(Form of Statement of Insurance - to Be Printed on All Certificates)
[to be provided by Insurer]
SECTION 7. Execution of Certificates. The Certificates shall be signed by the Executive Officers of the Issuer for, on behalf of, in the name of and under the corporate seal of the Issuer, and the Legal Opinion Certificate shall be signed by the Secretary of the Governing Authority, which signatures and corporate seal may be either manual or facsimile and the delivery of any Certificate so executed at any time thereafter shall be valid although, before the date of delivery, the persons signing the Certificates cease to hold office.
SECTION 8. The Issuer does hereby find that since substantial benefits will accrue from the insurance of the Certificates, the Certificates are being insured by the Insurer and an appropriate legend shall be printed on the Certificates as evidence of such insurance. The cost of the Municipal Bond Insurance Policy shall be paid by the Issuer from proceeds of the Certificates.
SECTION 9. Payments under the Municipal Bond Insurance Policy. If, on the third Business Day prior to the related scheduled Interest Payment Date or principal payment date (“Payment Date”), there is not on deposit with the Issuer under this Resolution, after making all transfers and deposits required under this Resolution, moneys sufficient to pay the principal of, and interest on, Insured Certificates due on such Payment Date, the Issuer shall give notice to the Insurer and to its designated agent (if any) (the “Insurer’s Fiscal Agent”), by telephone or telecopy, of the amount of such deficiency by 10:00 a.m., New York City time, on such Business Day. If, on the Business Day prior to the related Payment Date, there is not on deposit with the Paying Agent moneys sufficient to pay the principal of, and interest on, the Insured Certificates due on such Payment Date, the Paying Agent shall make a claim under the Municipal Bond Insurance Policy and give notice to the Insurer and the Insurer’s Fiscal Agent (if any) by telephone of the amount of any deficiency in the amount available to pay principal and interest, and the allocation of such deficiency between the amount required to pay interest on the Insured Certificates and the amount required to pay principal of the Insured Certificates, confirmed in writing to the related Insurer and Insurer’s Fiscal Agent by 10:00 a.m., New York City time, on such Business Day, by delivering the Notice of Nonpayment and Certificate.
For the purposes of the preceding paragraph, “Notice” means telephonic or telecopied notice, subsequently confirmed in a signed writing, or written notice by registered or certified mail, from the Paying Agent to the Insurer, which notice shall specify (a) the name of the entity making the claim, (b) the policy number, (c) the claimed amount and (d) the date such claimed amount will become Due for Payment. “Nonpayment” means the failure of the Issuer to have provided sufficient funds to the Paying Agent for payment in full of all principal of, and interest on, the Certificates that are Due for Payment. “Due for Payment,” when referring to the principal of the Certificates, means when the stated maturity date or mandatory redemption date for the application of a required sinking fund installment has been reached and does not refer to any earlier date on which payment is due by reason of call for redemption (other than by application of required sinking fund installments, acceleration or other advancement of maturity, unless the Insurer shall elect, in its sole discretion, to pay such principal due upon such acceleration; and when referring to interest on the Certificates, means when the stated date for payment of interest has been reached. “Certificate” means a certificate in form and substance satisfactory to the Insurer as to the Paying Agent’s right to receive payment under the Municipal Bond Insurance Policy.
The Paying Agent shall designate any portion of payment of principal on the Certificates paid by the Insurer at maturity on its books as a reduction in the principal amount of Certificates registered to the then current Certificate Owner, whether DTC or its nominee or otherwise, and shall issue a replacement Certificate to the Insurer, registered in the name of the Insurer, as the case may be, in a principal amount equal to the amount of principal so paid (without regard to authorized denominations); provided that the Paying Agent’s failure to so designate any payment or issue any replacement Certificate shall have no effect on the amount of principal or interest payable by the Issuer on any Certificate or the subrogation rights of the Insurer.
The Paying Agent shall keep a complete and accurate record of all funds deposited by the Insurer into the Policy Payments Account (as hereinafter defined) and the allocation of such funds to payment of interest on and principal paid with respect to any Certificate. The Insurer shall have the right to inspect such records at reasonable times upon reasonable notice to the Paying Agent.
Upon payment of a claim under the Municipal Bond Insurance Policy, the Paying Agent shall establish a separate special purpose trust account for the benefit of Holders of the Certificates referred to herein as the “Policy Payments Account” and over which the Paying Agent shall have exclusive control and sole right of withdrawal. The Paying Agent shall receive any amount paid under the Municipal Bond Insurance Policy in trust on behalf of Holders of the Certificates and shall deposit any such amount in the Policy Payments Account and distribute such amount only for purposes of making the payments for which a claim was made. Such amounts shall be disbursed by the Paying Agent to Holders of the Certificates in the same manner as principal and interest payments are to be made with respect to the Certificates under the sections hereof regarding payment of the Certificates. It shall not be necessary for such payments to be made by checks or wire transfers separate from the check or wire transfer used to pay debt service with other funds available to make such payments.
Funds held in the Policy Payments Account shall not be invested by the Paying Agent and may not be applied to satisfy any costs, expenses or liabilities of the Paying Agent.
Any funds remaining in the Policy Payments Account following a Certificate payment date shall promptly be remitted to the Insurer.
SECTION 10. Obligations of the Issuer. The Certificates of Indebtedness herein authorized shall be secured by and payable in principal and interest from the irrevocable pledge and dedication of the excess of annual revenues of the Calcasieu Parish School Board in the fiscal year beginning July 1, 2006 and ending June 30, 2007, and subsequent years above statutory, necessary and usual charges. Until said Certificates herein authorized shall have been paid in full in principal and interest, the Issuer does hereby obligate itself to budget annually a sufficient sum of money to pay said Certificates and the interest thereon as they respectively mature, and to levy and collect taxes and other revenues in each year, within the limits prescribed by law, sufficient to pay the principal of and the interest on all outstanding Certificates, after payment in such years of all statutory, necessary and usual charges. It shall be specifically understood and agreed, however, and this provision shall be made a part of this contract, that after the funds have actually been set aside out of the revenues of any year sufficient to pay the principal of and the interest on said Certificates for that year and such funds have been deposited in a Sinking Fund, then any excess of annual revenues remaining in that year shall be free for expenditure by the Issuer for other lawful purposes.
The governing authority of the Issuer does hereby obligate itself and is bound under the terms and provisions of law, that so long as any of the Certificates herein authorized are outstanding, it will, in each year, maintain efficiency and economy, together with sufficient rates, fees and charges in the operation of the Calcasieu Parish School System together with taxes levied and collected each year sufficient to meet debt service requirements on all outstanding excess revenue certificates of indebtedness, including the present issue, after payment of all statutory, necessary and usual charges of the Issuer for the current year, and said obligation shall be irrevocable until the Certificates have been paid in full as to both principal and interest, and this Resolution imposing said obligation shall not be subject to amendment in any manner which would impair the rights of the holders from time to time of the Certificates herein authorized or which would in any way jeopardize the prompt payment of principal thereof and interest thereon. This Certificate Resolution shall be and remain irrepealable until the Certificates and the interest accruing thereon shall have been fully paid, satisfied, and discharged, as herein provided.
SECTION 11. Application of Certificate Proceeds; 2006 Sam Houston High School Project Fund. Neither the purchaser of the Certificates nor the holder of any of them shall in any way be responsible for the application of the proceeds of said Certificates by the Governing Authority or any of its officers. The Executive Officers are hereby empowered, authorized and directed to do any and all things necessary and incidental to carry out all of the provisions of this Resolution. The proceeds derived from the sale of the Certificates, other than accrued interest upon the Certificates to be deposited into the 2006 Excess Revenue Certificate Sinking Fund in accordance with the provisions of Section 15 hereof, shall be deposited into a fund separate and apart from the general funds of the Governing Authority, namely, the “2006 Sam Houston High School Project Fund” (the “2006 Sam Houston High School Project Fund”) hereby created, and disbursements shall be made from the 2006 Sam Houston High School Project Fund solely and only for the purposes for which the Certificates are being issued and for which the principal proceeds are hereby appropriated. Earnings, if any, upon the invested proceeds of the Certificates within the 2006 Sam Houston High School Project Fund shall be maintained within the 2006 Sam Houston High School Project Fund and utilized solely and only for (i) the purposes for which the Certificates are being issued and/or (ii) payment of any required rebate of excess arbitrage profits to the United States Treasury.
SECTION 12. Additional Certificates. All of the Certificates of a series (including the Series 2006 Certificates) shall enjoy complete parity of lien on the excess revenues of the Issuer despite the fact that any of the Certificates may be delivered at an earlier or later date than any other of the Certificates. The Issuer may issue other certificates or obligations payable from or enjoying a lien on its excess revenues on a parity with the Certificates. It is specifically understood that after funds have been set aside out of the revenues of any year sufficient to pay the principal of and the interest on the Certificates for the then current year and such funds have been deposited in the 2006 Excess Revenue Certificate Sinking Fund, then any excess of annual revenues remaining in that year will be free for expenditure by the Issuer for any other lawful purpose.
SECTION 13. Payment of Certificates. Pursuant to this Resolution there is irrevocably and irrepealably pledged and dedicated an amount sufficient for payment of the Certificates in principal and interest as they shall respectively become due and payable, after payment of all statutory, necessary and usual charges of the Issuer for the current year.
SECTION 14. Annual Budget. Until said Certificates shall have been paid in full in both principal and interest, the Governing Authority of the Issuer shall prepare a budget at the beginning of each fiscal year and furnish a copy of such budget within thirty (30) days after its preparation to the Paying Agent/Registrar for the Certificates.
SECTION 15. Sinking Fund. The Issuer covenants to duly and punctually pay or cause to be paid (but solely from the sources provided in the Resolution) the principal of every Certificate and the interest thereon, and premium, if any, on the dates and at the places and in the manner stated in the Certificates according to the true intent and meaning thereof. In order that the said principal, interest and premium, if any, due upon the Certificates will be paid in accordance with their terms and for the other objects and purposes hereinafter provided, the Issuer hereby further covenants that it shall create and maintain a Sinking Fund to be designated the Calcasieu Parish School Board 2006 Excess Revenue Certificates of Indebtedness Sinking Fund (the “2006 Excess Revenue Certificate Sinking Fund”), to be held by the regularly designated fiscal agent of the Issuer, into which shall be deposited monies sufficient in amount to pay promptly and fully the principal of, interest on, and premium, if any, of the Certificates herein authorized, as they severally become due and payable. At least one (1) business day prior to any date on which the principal of or interest on any of the Certificates is due to be paid to the Owners thereof, the Issuer shall furnish to the Paying Agent/Registrar funds fully sufficient to pay promptly the principal and interest so falling due on such date. Such funds shall be used by the Paying Agent/Registrar solely for the purpose of paying the principal of, premium, if any and interest on the Certificates in accordance with their terms and the provisions of this Resolution. Monies held in the 2006 Excess Revenue Certificate Sinking Fund may be invested and reinvested upon the written direction of the Issuer in such investments which are authorized by the law of the State of Louisiana for municipal investments, provided, however, that such investments mature at such time or times which will not impede or interfere with the payments required to be made under and pursuant to this Resolution to the Paying Agent/Registrar for the Certificates.
SECTION 16. Surety Bond. The Issuer does hereby find and determine that substantial benefits will accrue from issuance of a Surety Bond as additional security for payment of principal of and interest on the Certificates, in lieu of maintaining a debt service reserve fund for the Certificates. The Executive Officers are hereby authorized to seek issuance of as Surety Bond upon terms and conditions most advantageous to the Issuer. The premium for the Surety Bond shall be paid from the proceeds of the Certificates. SECTION 17. Legality of Proceedings; Enforceability. The Issuer covenants that it is duly authorized under all applicable laws to authorize and issue the Certificates and to adopt this Certificate Resolution and to pledge the excess of annual revenues of the Governing Authority above statutory, necessary and usual charges, to be pledged in the manner and to the extent provided in this Resolution. The Certificates and the provisions of this Resolution are and will be the valid and legally enforceable special obligations of the Issuer in accordance with their terms, subject to bankruptcy, insolvency and other laws affecting creditors’ rights generally. The Issuer shall at all times, to the extent permitted by law, defend, preserve and protect the pledge of the excess of annual revenues in the fiscal year beginning July 1, 2006 and ending June 30, 2007, and subsequent years above statutory, necessary and usual charges, and all the rights of the owners of the Certificates under this Resolution against all claims and demands of all persons whomsoever. The Issuer has obligated itself and is bound under the terms and provisions of this Resolution to budget annually, until all of the Certificates have been retired as to both principal and interest, a sufficient sum of money to pay the Certificates and the interest thereon as they mature and come due, and to levy and collect taxes and other revenues in each year, within the limits prescribed by law, sufficient to pay the principal of and the interest on its outstanding Certificates, after payment in such years of all statutory, necessary and usual charges. Nothing contained in this Resolution, however, shall be construed to prevent the Issuer from altering, amending or repealing from time to time, as may be necessary, the resolutions and ordinances adopted by Governing Authority providing for the levying, imposition and collection of taxes, service charges and other revenues, said alterations, amendments or repeals to be conditioned upon the continued preservation of the rights of the Owners of the Certificates. The obligation of the Governing Authority to continue to levy and collect taxes and other revenues and to apply the revenues therefrom in accordance with the provisions of this Resolution, shall be irrevocable until the Certificates have been paid in full as to both principal and interest, and shall not be subject to amendment in any manner which would impair the rights of the owners from time to time of the Certificates, or which would in any way jeopardize the prompt payment of principal thereof and interest thereon.
SECTION 18. Certificates Legal Obligations. The Certificates shall constitute legal, binding and valid obligations of the Issuer, and shall be the only representations of the indebtedness as herein authorized and created. SECTION 19. Resolution a Contract. The provisions of this Resolution and the Certificates shall constitute a contract between the Issuer, or its successor, and the Owner or Owners from time to time of the Certificates and any such Owner or Owners may at law or in equity, by suit, action, mandamus or other proceedings, enforce and compel the performance of all duties required to be performed by this Governing Authority or the Issuer as a result of issuing the Certificates. No material modification or amendment of this Resolution, or of any resolution amendatory hereof or supplemental hereto, may be made without the consent in writing of the Owners of two-thirds (2/3) of the aggregate principal amount of the Certificates then outstanding; provided, however, that no modification or amendment shall permit a change in the maturity or redemption provisions of the Certificates, or a reduction in the rate of interest thereon, or in the amount of the principal obligation thereof, or affecting the obligation of the Issuer to pay the principal of and the interest on the Certificates as the same shall come due from the revenues pledged and dedicated to the payment thereof by this Resolution or reduce the percentage of the Owners required to consent to any material modification or amendment of this Resolution, without the consent of all of the Owners of the Certificates then outstanding.
SECTION 20. Recital of Regularity. This Governing Authority having investigated the regularity of the proceedings had in connection with issuance of the Certificates herein authorized and having determined the same to be regular, the Certificates shall contain the following recital:
“It is certified that this Certificate is authorized by and is issued in conformity with the requirements of the Constitution and statutes of the State of Louisiana.”
SECTION 21. Effect of Registration. The Issuer, the Paying Agent, and any agent of either of them may treat the Owner in whose name any Certificate is registered as the Owner of such Certificate for the purpose of receiving payment of the principal (and redemption price) of and interest on such Certificate and for all other purposes whatsoever, and to the extent permitted by law, neither the Issuer, the Paying Agent, nor any agent of either of them shall be affected by notice to the contrary.
SECTION 22. Notices to Owners. Wherever this Resolution provides for notice to Owners of Certificates of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and mailed, first class postage prepaid, to each Owner of such Certificates, at the address of such Owner as it appears in the Bond Register. In any case where notice to Owners of Certificates is given by mail, neither the failure to mail such notice to any particular Owner of Certificates, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Certificates. Where this Resolution provides for notice in any manner, such notice may be waived in writing by the Owner or Owners entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Owners shall be filed with the Paying Agent, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver.
SECTION 23. Cancellation of Certificates. All Certificates surrendered for payment, redemption, transfer, exchange or replacement, if surrendered to the Paying Agent, shall be promptly cancelled by it and, if surrendered to the Issuer, shall be delivered to the Paying Agent and, if not already cancelled, shall be promptly cancelled by the Paying Agent. The Issuer may at any time deliver to the Paying Agent for cancellation any Certificates previously registered and delivered which the Issuer may have acquired in any manner whatsoever, and all Certificates so delivered shall be promptly cancelled by the Paying Agent. All cancelled Certificates held by the Paying Agent shall be disposed of as directed in writing by the Issuer.
SECTION 24. Mutilated, Destroyed, Lost or Stolen Certificates. If (1) any mutilated Certificate is surrendered to the Paying Agent, or the Issuer and the Paying Agent receives evidence to its, satisfaction of the destruction, loss or theft of any Certificate, and (2) there is delivered to the Issuer, the Paying Agent and the Insurer such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Issuer or the Paying Agent that such Certificate has been acquired by a bona fide purchaser, the Issuer shall, under the authority of Part XI of Chapter 4 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, execute, and upon its request the Paying Agent shall register and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of the same maturity and of like tenor, interest rate and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Certificate has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Certificate, pay such Certificate. Upon issuance of any new Certificate under this Section, the Issuer may require the payment by the Owner of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Paying Agent) connected therewith. Every new Certificate issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Certificate shall constitute a replacement of the prior obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Certificate shall be at any time enforceable by anyone and shall be entitled to all the benefits of this Resolution equally and ratably with all other outstanding Certificates. Any additional procedures set forth in this Resolution, shall also be available with respect to mutilated, destroyed, lost or stolen Certificates. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost or stolen Certificates.
SECTION 25. Discharge of Resolution; Defeasance. The Certificates or any part thereof, including interest and redemption premiums thereon, if any, may be refunded and the refunding certificates or bonds so issued shall enjoy complete equality of lien with the portion of the Certificates which is not refunded, if there be any, and the refunding certificates or bonds shall continue to enjoy whatever priority of lien over subsequent issues may have been enjoyed by the Certificates refunded. If the Issuer shall pay or cause to be paid, or there shall otherwise be paid to the Owners, the principal of and interest on the Certificates, and any amounts which may be then payable by the Issuer with respect to the Municipal Bond Insurance Policy to the Insurer, at the times and in the manner stipulated in this Resolution, then the pledge of the money, securities, and funds pledged under this Resolution and all covenants, agreements, and other obligations of the Issuer to the Owners of the Certificates and to the Insurer shall thereupon cease, terminate, and become void and be discharged and satisfied, and the Paying Agent shall pay over or deliver all money held by it under this Resolution to the Issuer. Principal or interest installments for the payment of which money shall have been set aside and shall be held in trust (through deposit by the Issuer of funds for such payment or otherwise) at the maturity date thereof shall be deemed to have been paid within the meaning and with the effect expressed above in this Section. Certificates shall be deemed to have been paid, prior to their maturity, within the meaning and with the effect expressed above in this Section if they have been defeased pursuant to Chapter 14 of Title 39 of the Louisiana Revised Statutes of 1950, as amended, or any successor provisions thereto. No defeasance shall be effective unless the Insurer shall be provided with a copy of an independent certified public accountant’s verification as to the adequacy of the amounts so deposited to pay when due the principal and all accrued interest , together with an opinion of Bond Counsel, addressed to the Issuer, the Insurer and the Paying Agent, that the Certificates are no longer Outstanding under this Resolution and the laws of the State. In connection with the defeasance of any of the Certificates, the escrow agreement shall provide that no substitution of any defeasance obligation shall be permitted except with other qualifying defeasance obligations and upon delivery of a new accountant’s verification and opinion of Bond Counsel. Notwithstanding the foregoing, amounts paid by the Insurer under the Municipal Bond Insurance Policy shall not be deemed to be paid or defeased and shall continue to be due and owing until paid by the Issuer in accordance with this Resolution. All covenants, agreements and other obligations of the Issuer to the Certificate Owners shall continue to exist and shall run to the benefit of the Insurer, and the Insurer shall be subrogated to the rights of such Certificate Owners.
SECTION 26. Paying Agent; Paying Agent Agreement. The Issuer will at all times maintain a Paying Agent meeting the qualifications hereinafter described for the performance of the duties hereunder for the Certificates. The designation of Argent Trust, a Division of National Independent Trust Company, in the City of Ruston, Louisiana, as the initial Paying Agent is hereby confirmed and approved. Every Paying Agent appointed hereunder shall at all times be a bank or trust company in good standing, located in the State, organized and doing business under the laws of the United States of America or of any state, authorized under such laws to serve as Paying Agent, and subject to supervision or examination by Federal or State authority. The Executive Officers are hereby authorized and directed to execute an appropriate Agreement with the Paying Agent for and on behalf of the Issuer in such form as may be satisfactory to said officers, the signatures of such officers on such Agreement to be conclusive evidence of the due exercise of the authority granted hereunder. The Issuer reserves the right to appoint a successor Paying Agent by (a) filing with the Person then performing such function a certified copy of a resolution giving notice of the termination of the Agreement and appointing a successor and (b) causing notice to be given to each Owner and the Insurer. Any successor Paying Agent shall (i) be a trust company or bank in good standing, located in or incorporated under the laws of the State, duly authorized to exercise trust powers, (ii) have a combined capital, surplus and undivided profits of at least $30,000,000, or assets under management of at least $25,000,000, (iii) be subject to supervision or examination by Federal or state authority, and (iv) be acceptable to the Insurer. No resignation or removal of the Paying Agent shall become effective until a successor has been appointed and has accepted the duties of Paying Agent, and until written notice thereof shall have been given to the Insurer. The Insurer shall have the right to remove the Paying Agent upon written notice to the Issuer and the Paying Agent. Any successor Paying Agent, if applicable, shall not be appointed unless the Insurer approves such successor in writing. Notwithstanding any other provision of this Resolution, in determining whether the rights of the Certificate Owners will be adversely affected by any action taken pursuant to the terms and provisions of this Resolution, the Paying Agent shall consider the effect on the Certificate Owners as if there were no Municipal Bond Insurance Policy.
SECTION 27. Non-Arbitrage Representations, Warranties and Covenants. The Governing Authority of the Issuer certifies and covenants that so long as the Certificates remain outstanding, moneys on deposit in any fund in connection with the Certificates, whether or not such moneys were derived from the proceeds of the sale of the Certificates or from any other sources, will not be used in a manner which will cause such Certificates to be “arbitrage bonds” within the meaning of Section 148 of the Code or ruling or regulations promulgated thereunder. The Governing Authority hereby authorizes the Executive Officers of the Issuer to be responsible for issuing the Certificates to make such further covenants and certifications as may be necessary to assure that the use thereof will not cause the Certificates to be arbitrage bonds and to assure that the interest on the Certificates will be excludable from gross income for purposes of federal income taxation. In connection therewith, the Issuer and the Governing Authority further agree: (a) through the Executive Officers to make such further specific covenants, representations as shall be truthful, and assurances as may be necessary or advisable; (b) to consult with counsel approving the Certificates and to comply with such advice as may be given; (c) to pay to the United States, as necessary, such sums of money representing required rebates of excess arbitrage profits relating to the Certificates; (d) to file such forms, statements and supporting documents as may be required and in a timely manner; and (e) if deemed necessary or advisable by the Executive Officers, to employ and pay fiscal agents, financial advisors, attorneys, and other persons to assist the Issuer in such compliance. The Issuer covenants that principal proceeds from sale of the Certificates shall be devoted to and used with due diligence for completion of the Project for which the Certificates are hereby authorized to be issued. The Issuer represents and certifies that: (1) there are no moneys, funds or accounts other than those described in Section 15 hereof that the Issuer expects to be available to pay debt service on the Certificates; (2) no portion of the proceeds of the Certificates will be used as a substitute for other funds which will be used to acquire directly or indirectly securities producing a yield in excess of the yield on the Certificates; (3) the Issuer has heretofore incurred (or expects within six months after date of the Certificates to incur) a substantial binding obligation with respect to acquisition of the Project approved in the Certificate Resolution in the amount of not less than 2-1/2% of the estimated total cost of said Sam Houston High School facilities; (4) the Issuer expects that 100% of the net proceeds of the Certificates, including any reasonably required retainage (not exceeding 5% of the net proceeds of the issue) will be expended on or before October 1, 2008 for the purpose of paying the cost of acquisition of the Project, said date being within three years following the date of issue of the Certificates; (5) work on acquisition of the Project is expected to proceed with due diligence to completion; (6) the Project has not been and is not expected to be sold or otherwise disposed of in whole or in part prior to the last maturity of the Certificates; (7) all of the principal proceeds of the Certificates are needed for the purpose stated in the form of Certificates above set out, including expenses incidental to such purpose and to the issuance of the Certificates; and (8) to the best of the knowledge and belief of the Issuer, there are no facts, estimates or circumstances that would materially change the conclusions and representations set out in this Section. The Issuer will keep such separate records as are necessary to segregate or otherwise designate the original and investment proceeds of the Certificates and nonpurpose investments acquired with such proceeds for a period of at least six (6) years after retirement of the Certificates.
SECTION 28. Printing and Delivery of Certificates. The Executive Officers of the Issuer are hereby empowered, authorized and directed to cause the necessary Certificates to be printed or lithographed, and they are hereby further empowered, authorized and directed to sign, execute and seal all of the Certificates as herein provided and cause the same to be registered with the Secretary of State, all in accordance with the provisions of law and this Resolution.
SECTION 29. Preliminary Official Statement. The distribution of the disclosure material in the Preliminary Official Statement in connection with the Certificates is hereby ratified and confirmed in all respects by this Governing Authority, and the Issuer and the Governing Authority hereby certify that such disclosure material is deemed final by the Issuer and Governing Authority as of its date for purposes of Rule 15c2-12 of the Securities Exchange Act of 1934.
SECTION 30. Publication. A copy of this Resolution shall be published immediately after its adoption in one (1) issue of the official journal of the Issuer. For a period of thirty (30) days from the date of such publication, any person in interest shall have the right to contest the legality of this Resolution and of the Certificates to be issued pursuant hereto and the provisions hereof securing the Certificates. After the expiration of said thirty (30) days, no one shall have any right of action to contest the validity of the Certificates or the provisions of this Resolution, and the Certificates shall be conclusively presumed to be legal and no court shall thereafter have authority to inquire into such matters.
SECTION 31. Savings Clause. In case any one or more of the provisions of this Certificate Resolution or of the Certificates issued hereunder shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provision of this Resolution or of the Certificates, but the Resolution and the Certificates shall be construed and enforced as if such illegal or invalid provisions had not been contained therein. Any constitutional or statutory provision enacted after the date or dates of this Resolution and of the Certificates which validates or makes legal any provision of this Resolution or the Certificates which would not otherwise be valid or legal, shall be decreed to apply to this Resolution and to the Certificates.
SECTION 32. Bank Qualification. The Issuer has determined that the Certificates will be designated as “qualified tax-exempt obligations” within the meaning of Section 265(b)(3) of the Code.
SECTION 33. Continuing Disclosure Agreement. The Issuer has authorized the execution and delivery of a Continuing Disclosure Agreement pursuant to Section (d)(2) of the Securities and Exchange Commission Rule 15c2-12 (the “Continuing Disclosure Agreement”). The Continuing Disclosure Agreement executed and delivered by the President and Secretary of the Governing Authority as heretofore authorized by resolution providing for the sale and delivery of the Certificates to the Purchaser is ratified, approved and confirmed. The Issuer, acting through the Governing Authority, hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Agreement. Notwithstanding any other provision of this Resolution, failure of the Issuer or the Governing Authority to comply with the Continuing Disclosure Agreement shall not be considered a default hereunder. However, any Participating Underwriter, as defined in the Continuing Disclosure Agreement, or any Certificate Owner may take such actions under Louisiana law as may be necessary and appropriate, including seeking a mandatory injunction, writ of mandamus or other order or judgment for specific performance by court order to cause the Issuer and/or the Governing Authority to comply with its obligations under the Continuing Disclosure Agreement and this Section and the provisions of this Resolution heretofore adopted authorizing the Continuing Disclosure Agreement.
SECTION 34. Events of Default. If one or more of the following events (“Events of Default”) shall happen, that is to say: (1) if default shall be made in the due and punctual payment of the principal of any Certificate when due and as the same shall become due and payable, whether at maturity or upon call for redemption, or otherwise (in determining whether a principal payment default has occurred, no effect shall be given to payments made under the Municipal Bond Insurance Policy); or
(2) if default shall be made in the due and punctual payment of any installment of interest on any Certificate when and as such interest installment shall become due and payable (in determining whether an interest payment default has occurred, no effect shall be given to payments made under the Municipal Bond Insurance Policy); or
(3) if default shall be made by the Issuer in the performance or observance of any other of the covenants, agreements or conditions on its part in this Certificate Resolution, any supplemental resolution or in the Certificates contained, and such default shall continue for a period of thirty (30) days after written notice thereof to the Issuer by the Paying Agent/Registrar, the Insurer or by the Owners of not less than 25% of the outstanding Certificates; or
(4) if the Issuer shall file a petition or otherwise seek relief under any Federal or State bankruptcy law or similar law; then, upon the occurrence and the continuance of any Event of Default the owners of the Certificates, or the Paying Agent/Registrar on their behalf, shall be entitled to exercise all rights and powers authorized under the provisions of law;
then, upon the happening and continuance of any Event of Default, the Insurer and the Owners of the Certificates shall be entitled to exercise all rights and powers for which provision is made under Louisiana law; provided, however, that the exercise of remedies at the direction of the Owners is subject to the prior written consent of the Insurer, and the Insurer, acting alone, shall have the exclusive right to direct any action or remedy to be undertaken so long as it is not then in default of its payment obligations under the Municipal Bond Insurance Policy. Under no circumstances may the principal or interest of any of the Certificates be accelerated. The Issuer shall notify the Insurer immediately upon the occurrence of any Event of Default. No Event of Default shall be waived without the consent of the Insurer. All remedies shall be cumulative with respect to the Paying Agent, the Owners and the Insurer; if any remedial action is discontinued or abandoned, the Paying Agent, the Owners and the Bond Insurer shall be restored to the former positions.
SECTION 35. Notice to Insurer of Events of Default. The Paying Agent shall provide the Insurer with immediate notice of any payment default, and notice of any other default known to the Paying Agent within five Business Days of the Paying Agent’s knowledge thereof.
SECTION 36. Beneficiaries of the Resolution. The provisions of this Resolution are for the sole benefit of the Owners of the Certificates and beneficial owners of the Certificates, and nothing contained herein, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The Issuer undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Resolution, and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the Issuer's financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Resolution or otherwise, except as expressly provided herein. The Issuer does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell the Certificates at any future date. UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO OWNERS OF THE CERTIFICATES OR BENEFICIAL OWNERS OF ANY CERTIFICATE OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE ISSUER, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS RESOLUTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. No default by the Issuer in observing or performing its obligations under Sections 33 and 35 hereof shall constitute a breach of or default under this Resolution.
SECTION 37. Section Headings. The headings of the various sections hereof are inserted for convenience of reference only and shall not control or affect the meaning or construction of any of the provisions hereof.
SECTION 38. Repealer. All resolutions or parts thereof in conflict herewith are, to the extent of such conflict, hereby repealed, and this Resolution shall be in effect from and after its passage.
SECTION 39. Effective Date of Resolution. This Resolution shall become effective immediately upon its adoption.
This Resolution adopted and passed on this 5th day of September, 2006.
/s/ Edward Stephens EDWARD STEPHENS, President ATTEST:
/s/ Wayne R. Savoy WAYNE R. SAVOY, Secretary (Other business not pertinent to the above appears in the minutes of the meeting.) Pursuant to motion duly made and carried, the meeting was adjourned.
Edward Stephens EDWARD STEPHENS, President ATTEST:
/s/ Wayne R. Savoy WAYNE R. SAVOY, Secretary
STATE OF LOUISIANA
PARISH OF CALCASIEU
I, WAYNE R. SAVOY, certify that I am the duly qualified and acting Superintendent of Public Schools for the Parish of Calcasieu, Louisiana, and as such, Ex-Officio Secretary of the Calcasieu Parish School Board.
I further certify that the above and foregoing is a true and correct copy of an excerpt from the minutes of a meeting of the Calcasieu Parish School Board held on September 5, 2006 insofar as said minutes pertain to the matters therein set out, and that the foregoing copy of a resolution adopted at said meeting is a true and correct copy of the original resolution as it is officially of record in my possession.
IN WITNESS WHEREOF, witness my official signature and the impress of the official seal of the Calcasieu Parish School Board on this 5th day of September, 2006.
WAYNE R. SAVOY, Secretary
[S E A L]
On a motion by Mr. LaRocque to accept the resolution and seconded by Mr. Bernard, the motion passed.
Declare Surplus Property and Authorize Sale
TO: Board Members FROM: Karl Bruchhaus DATE: August 7, 2006 SUBJECT: Declare Surplus Property and Authorize Sale
The School Board has accumulated surplus specialized networking equipment that has become outdated or no longer usable. State law now allows the electronic sale of equipment using some of the many methods available over the internet today.
Staff requests permission to declare outdated or unusable networking or data processing equipment as surplus on an ongoing basis. We would also request permission to sell this equipment using traditional or electronic means.
KB:bjd
On a motion by Mr. Bernard to authorize and seconded by Mr. Duhon, the motion carried. Right of Way with Entergy – Fairview Elementary School
STATE OF LOUISIANA PARISH OF CALCASIEU Line/Project Identification: WR439987;. CAL 10-8-15 RIGHT-OF-WAY INSTRUMENT ENTERGY GULF STATES,INC. (LOUISIANA) KNOW ALL MEN BY THESE PRESENTS THAT: CALCASIEU PARISH SCHOOL BOARD, represented herein by DR. ED STEPHENS, President and WAYNE SAVOY, Secretary whose mailing address is 1724 KIRKMAN STREET LAKE CHARLES, LOUISIANA 70601. Grants), acting individually, and for, and on behalf of, my/our heirs, successors, assigns and any other person claiming the ownership to the property hereinafter described, collectively "Grantor", for and in consideration of One Dollar, in hand paid, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, does hereby grant, assign, convey unto and warrant and defend Entergy/Gulf States, Inc., whose permanent mailing address is, 303 N. Ryan Street, Lake Charles, LA, 70601 and its successors and assigns, collectively "Grantee", a right-of-way, servitude and easement 20 feet in width for the location, construction, reconstruction, improvements, repairs, operation, inspection, patrol, replacement and maintenance of electric power and communication facilities, or the removal thereof, now or in the future, including, but not necessarily limited to, poles, cross arms, insulators, wires, cables, conduits, hardware, transformers, switches, guy wires, anchors and other equipment, structures, material and appurtenances, now or hereafter used, useful or desired in connection therewith by Grantee over, across, under or on that land of Grantor in the Parish of Calcasieu, State of Louisiana described as follows, to-wit
A CERTAIN (5) ACRE TRACT, BEING THE N 1/2 OF THE SW 1/4 OF THE SW 1/4 OF SECTION 15, T10S,
R8W together with the right of ingress and egress to and from said right-of-way across the adjoining land of the Grantor and the right to attach wires and cables of any other party to Grantee's facilities.
Unless otherwise herein specifically provided, the centerline of the electric power and communication lines initially constructed on this right-of-way shall be the centerline of said right-of-way shown in red on the plat attached hereto and made part hereof.
Grantee shall have the full and continuing right to clear and keep clear vegetation within or growing into said right-of-way and the further right to remove or modify from time to time trees, limbs, and/or vegetation ooutside the said right of way which the Grantee considers a hazard to any of its electric power or communications facilities or a hazard to the rendering of adequate and dependable service to Grantor or any of Grantee's customers, by use of a variety of methods used in the vegetation management industry.
Grantor shall not construct or permit the construction of any structure, obstruction or other hazard within the said right-of-way, including, but not limited to, house, barn, garage, shed, pond, pool or well, excepting only Grantor's fence(s) and Grantee's facilities. Grantor shall not construct or permit the construction of any buildings or other structures on land adjoining said right-of-way in violation of the minimum clearances from the lines and facilities of Grantee, as provided in the National Electrical Safety Code.
IN WITNESS WHEREOF, Grantor has executed this Right-of-Way Instrument on this ____ day of 2006.
WITNESSES: GRANTOR: CALCASIEU PARISH SCHOOL BOARD BY:DR. ED STEPHENS, President BY: WAYNE SAVOY, Secretary ACKNOWLEDGMENT STATE OF LOUISIANA Parish
BEFORE ME, the undersigned notary, personally came and appeared who being first sworn. did depose and say that he/she signed the foregoing instrument as a witness in the presence of Grantor, and another subscribing witness, all of whom signed in my presence, each signing in the presence of all the others, and that all of said signatures thereto are genuine and correct.
Appearing Witness Sworn to and subscribed before me this _ day of 2006. Notary Public ID#
On a motion by Mr. Bernard to authorize and seconded by Mr. Duhon, the motion carried.
SALE OF HOUSE, ADJACENT TO BELL CITY HIGH SCHOOL
On a motion by Mr. Bernard to approve, seconded by Jay Duhon, the motion carried.
BID REPORTS
Collection and Disposal of Refuse, Bid Number 2006-35
The staff recommends accepting the low bid meeting specifications from Waste Management of Louisiana for the total amount of $1,270,269.36. On a motion to by Mr. LaRocque to accept, seconded by Mr. Duhon, the motion carried.
Reverend Franklin commented that to protect the integrity of the System, he is not in favor of making any changes to the bid process in the future. Mr. Webb agreed and Mr. Karr said that he felt that vendors should present their best price to start with.
Special Education School Buses, Bid Number 2007-04
The staff recommended accepting the low bid meeting specifications from Bus Group, Inc. for the total amount of $190,062.00. On a motion to accept by Mr. Bernard, seconded by Mr. LaRocque, the motion carried.
Bid for Copy Paper, Bid Number 2007-05
The staff recommended accepting the low bid meeting specifications from Xerox Corporation for the total amount of $203,280.00. On a motion to accept by Mr. Bernard, seconded by Mr. LaRocque, the motion carried.
Bid for School Buses, Bid Number 2007-07
The staff recommended accepting the low bid meeting specifications from Twin State Trucks, Inc. for the total amount of $1,821,775.30. On a motion to accept by Mr. Bernard, seconded by Mr. LaRocque, the motion carried.
Sale and Removal of Portable Buildings
The staff recommended accepting the bid from the highest bidder on each item shown. On a motion to accept by Mr. Bernard, seconded by Mr. Larocque, the motion carried.
PERMISSION TO ADVERTISE
Sale of Lot 30, Glenwood Subdivision
On a motion to approve by Mr. Duhon, seconded by Mr. Bernard, the motion carried.
Trucks for Transportation Department, Bid Number 2007-08
On a motion to approve by Mr. Duhon, seconded by Mr. Bernard, the motion carried.
J.I. Watson Elevator
On a motion to approve by Mr. Webb, seconded by Mrs. Duhon, the motion carried.
Tires for Transportation Department, Bid Number 2007-01
On a motion to approve by Mr. Duhon, seconded by Mr. Bernard, the motion carried.
CORRESPONDENCE
A. Change Order Number Ten (10), for the Project “Campus Renovations to Alfred M. Barbe High School,” School District 34 Bond Funds, Project Number 200211; C. Gayle Zembower, Architect, Inc., Designer; Alfred Palma, Inc., Contractor; Increase of $20,895.00. On a motion to accept by Mr. Pitre, seconded by Mr. Bernard, the motion carried. B. Recommendation of Acceptance, Project Number 2006-09PC, for the Project “Structural Repairs to Old Sam Houston High School Gymnasium,” Hurricane Rita Repair Funds; Charles Ladner and Associates, Inc., Designer; Bergeron Welding, Inc., Contractor. On a motion to accept by Mr. LaRocque, seconded by Mr. Webb, the motion carried. C. Recommendation of Acceptance, Project Number 200103, for the Project “Additions and Renovations to John F. Kennedy Elementary School,” School District 31 Bond Funds; C. Gayle Zembower, Architect, Inc., Designer; Alfred Palma, Inc., Contractor. On a motion to accept by Mr. Bernard, seconded by Reverend Franklin, the motion carried. D. Recommendation of Acceptance, Project Number 05-028, for the Project “Roof Repairs at Special Ed. – Mossville,” Hurricane Rita Repair Funds; Bid Number 2006-10PC; Randall D. Broussard, L.L.C., Architect; Morgan Roofing Company, Inc., Contractor. On a motion to accept by Mr. Webb, seconded by Mr. Karr, the motion carried. E. Change Order Number One (1), for the Project “Additions & Renovations – Phase 4 Nelson Elementary School,” School District 34 Bond Funds, Bid Number 2005-08PC; H. Curtis Vincent-Steven D. Shows, Architects, Designer; Miller & Associates Dev. Co., Inc., Contractor; Increase of $21,801.00. On a motion to accept by Mr. Pitre, seconded by Mr. Bernard, the motion carried.
SUPERINTENDENT’S REPORT
Mr. Savoy announced the winners of the 2006-2007 BellSouth Teacher Mini-Grants. Each teacher listed below was awarded $500.00 to fund their proposals.
RhonaWiley-Williams, Brentwood Elementary Lori Bertrand-Dolby Elementary Terry Granata-S.P. Arnett Middle School Margaret Paris-Moss Bluff Elementary
Mr. Savoy reported that twenty-three Calcasieu Parish employees are Nationally Board Certified and will be presented at the September 5, 2006 Board meeting.
Calcasieu Parish National Board Certification
A motion was made by Mr. Duhon, seconded by Mr. Karr and approved by the Board to accept the Board dates of:
Tuesday, September 5, 2006, 4:45 p.m. Tuesday, October 3, 2006, 4:45 p.m. Tuesday, November 14, 2006, 4:45 p.m.
Mr. Savoy gave each Board member a copy of the LAGNIAPPE article on support personnel and how necessary they are to the everyday routine of the school system.
CONDOLENCES/RECOGNITIONS
Dr. Stephens informed the Board that he would not seek re-election, due to retirement plans.
Mrs. Duhon asked the Board to consider all committee meetings be held on Tuesday, instead of Thursday.
Mr. Karr invited everyone present to his 50th wedding anniversary reception on August 26, at DeQuincy Methodist Church.
Mr. Pitre asked for a letter of condolence for the family of Mrs. Delafosse.
Mr. Duhon asked for a letter of condolence for the family of Henry Soileau.
Mrs. Duhon thanked everyone that helped make the Board meeting at Kennedy a success.
SCHEDULE STANDING COMMITTEE MEETINGS
Board Meeting – Tuesday, September 5, 2006, 4:45 October 3, 2006, 4:45 November 14, 2006, 4:45 December 5, 2006, 4:45 Administration and Personnel – Tuesday, August 29, 2006, 4:45
Mrs. Duhon asked for an update on the list of retire/rehire employees, above the teacher level.
Mrs. LaVergne asked for a presentation on the alternative school for elementary students.
Reverend Franklin asked for a policy that teachers not be allowed to follow principals or assistant principals, upon their transfers to other schools.
EXECUTIVE SESSION
On a motion by Mr. Karr, seconded by Mr. Webb and unanimously carried, the Board went into Executive Session at 6:25 p.m. to discuss personnel matters. The Board resumed regular open session at 7:10 p.m.
TAKE APPROPRIATE ACTION
Personnel
Gary Anderson, Assistant Superintendent Auxiliary Services/Personnel, requested a motion supporting the recommendations as listed in the personnel packet. On a motion by Mr. LaRocque, seconded by Mr. Duhon, the motion carried.
August 8, 2006
RECOMMENDATIONS FOR PERSONNEL CHANGES
Resignation
Personal reasons. Courtney Wall, Teacher, Oak Park Middle School. Recommend that her resignation become effective May 31, 2006.
Relocating Anita Dailey, Teacher, Barbe High School. Recommend that her resignation become effective May 31, 2006.
Accepted employment in Erin Dugas, Teacher, St. John Elementary School. another school district. Recommend that her resignation become effective July 7, 2006.
Accepted employment in Philip Dugas, Teacher, F. K. White Middle School. another school district. Recommend that his resignation become effective July 3, 2006.
Relocating. Shelly Tanous, Teacher, R. W. Vincent Elementary School. Recommend that her resignation become effective June 22, 2006.
Personal reasons. SelisaValyan School Nurse, Nursing Department. Recommend that her resignation become effective July 5, 2006.
Accepted employment in Christopher Martin, Teacher, Barbe Elementary School. another school district. Recommend that his resignation become effective July 31, 2006.
Accepted other employment Kathleen Kemp, Part-Time Bookkeeper, T. S. Cooley Elementary. Recommend that her resignation become effective July 5, 2006.
Accepted other employment. Dolores Hollie, Custodian, W. W. Lewis Middle School. Recommend that her resignation become effective July 14, 2006.
Accepted employment in Ruby Young, Teacher, S. J. Welsh Middle School. another school district. Recommend that her resignation become effective July 3, 2006.
Accepted employment in Stacia Ebarb, Teacher, Vinton High School. another school district. Recommend that her resignation become effective July 7, 2006.
Accepted other employment. Reginald Nelson,Teacher,Washington-Marion High School. Recommend that his resignation become effective June 30, 2006.
Personal reasons. Eric Prudhomme, Bus Driver, Barbe High School. Recommend that his resignation become effective July 31, 2006.
Accepted employment in Eric James, Band Director, Lake Charles Boston High School. another school district. Recommend that his resignation become effective July 31, 2006.
Seeking other employment. Huber Smith, Jr., Band Director, Maplewood Middle School. Recommend that his resignation become effective July 21, 2006. Resignation
Accepted employment in Jennifer Garner, Teacher, Combre/Fondel Elementary School. another school district .Recommend that her resignation become effective July 18, 2006.
Personal reasons. Pamela Smith, Clerk, Technology Department. Recommend that her resignation become effective July 20, 2006.
Personal reasons. Kathleen Lowe, Teacher, Barbe High School. Recommend that her resignation become effective July 11, 2006.
Personal reasons. Tiney Nelson, Custodian, Reynaud Middle School. Recommend that his resignation become effective July 10, 2006.
Personal reasons. Erin Fife, Teacher, S. J. Welsh Middle School. Recommend that her resignation become effective July 10, 2006.
Accepted employment in Christina Vaughn, Teacher, Barbe Elementary School. another school district .Recommend that her resignation become effective July 11, 2006.
Relocating. Caron Coleman, Teacher, Nelson Elementary School. Recommend that her resignation become effective June 27, 2006.
Relocating. Kellie Guilbeau, Teacher, Oak Park Elementary School. Recommend that her resignation become effective June 29, 2006.
Personal reasons. Kerri Schwerdtfeger, Teacher, J. I. Watson Middle School. Recommend that her resignation become effective July 11, 2006.
Personal reasons. Ashley Harrison, Teacher, Gillis Elementary School. Recommend that her resignation become effective July 13, 2006.
Personal reasons. Darla Trahan, Teacher Aide, Bell City High School. Recommend that her resignation become effective July 14, 2006.
Relocating. Cheryl Brown, Teacher Aide, Career Center. Recommend that her resignation become effective July 14, 2006.
Accepted other employment. Virginia Guidry, Teacher, Sulphur High School. Recommend that her resignation become effective July 13, 2006.
Relocating. Tara Rawls, Teacher, Washington-Marion High School. Recommend that her resignation become effective July 19, 2006.
Accepted other employment. Earline Pago, Part-Time Custodian, D.S. Perkins Elementary School. Recommend that her resignation become effective July 20, 2006.
Personal reasons. Ashley Harris, Teacher, Pearl Watson Elementary School. Recommend that her resignation become effective July 21, 2006.
Resignation
Personal reasons. Nellie LaVern, Teacher, S. J. Welsh Middle School. Recommend that her resignation become effective July 21, 2006.
Relocating. Lauren Marston, Teacher, S. J. Welsh Middle School. Recommend that her resignation become effective July 21, 2006.
Relocating. Christopher Marston, Teacher, S. J. Welsh Middle School. Recommend that his resignation become effective July 21, 2006.
Personal reasons. Mandie Fontenot,Clerk/Bookkeeper,Pearl Watson Elementary School. Recommend that her resignation become effective July 21, 2006.
Spouse transferred. Heidi Levgerne, Teacher, Fairview Elementary School Recommend that her resignation become effective July 24, 2006.
Personal reasons. Troy Gardner, Teacher/Coach, DeQuincy High School. Recommend that his resignation of his coaching duties only become effective July 24, 2006.
Accepted employment in Jessica Hungerford, Teacher, DeQuincy High School. another school district. Recommend that her resignation become effective July 25, 2006.
Relocating. Brigette Harrington, Counselor, LeBlanc Middle School. Recommend that her resignation become effective July 25, 2006.
Personal reasons. Joan Price, Lab Manager, Combre/Fondel Elementary School. Recommend that her resignation become effective July 31, 2006.
Accepted other employment. Brent Anderson, Teacher/Coach, Westlake High School. Recommend that his resignation become effective July 31, 2006.
Personal reasons. James Reed, Custodian, Gillis Elementary School. Recommend that his resignation become effective August 15, 2006.
Personal reasons. Charles Lemons, Teacher, LeBlanc Middle School Recommend that his resignation become effective July 23, 2006.
Accepted employment in Erin Johnson, Teacher, LeBleu Settlement Elementary School. another school district. Recommend that her resignation become effective July 27, 2006.
Personal reasons. Max Palmer, Teacher, Barbe High School. Recommend that his resignation become effective July 12, 2006.
Personal reasons. Diana Kirby, Teacher Aide, Westlake High School. Recommend that her resignation become effective July 27, 2006.
Accepted employment in Crystal Von Rosenberg, Teacher, Sulphur High School. another school district. Recommend that her resignation become effective July 28, 2006.
Resignation
Accepted employment in Randall Von Rosenberg, Teacher, Washington- Marion High School. another school district. Recommend that his resignation become effective July 28, 2006.
Relocating. Linda Hudson, Teacher, Career Center. Recommend that her resignation become effective July 31, 2006.
Notification of Retirement
Glenda Trahan, Clerk, Central Warehouse/Janitorial. Recommend that her retirement become effective September 15, 2006.
Laura Kyle, Teacher Aide, LeBlanc Middle School. Recommend that her retirement become effective December 18, 2006.
Juanita Vincent, Cafeteria Technician, Prien Lake Elementary School. Recommend that her retirement become effective July 17, 2006.
Gisele Puckett, Counselor, Barbe High School. Recommend that her retirement become effective Octobe r31, 2006.
Otis Ambrose, Bus Driver, Nelson Elementary School. Recommend that her retirement become effective September 15, 2006.
Francis McFarlain, Custodian, Prien Lake Elementary School. Recommend that his retirement become effective August 18, 2006.
Joan Sterling, Teacher Aide, Career Center. Recommend that her retirement become effective June 1, 2006.
Maternity Leave Baby is due: July 6, 2006 Suzanne Carlile, Teacher, Starks High School. Recommend that she be granted a maternity leave beginning August 11, 2006 until September 22, 2006.
July 24, 2006 Kristi Thibodeaux, Teacher, Clifton Elementary School. Recommend that she be granted a maternity leave beginning August 16, 2006 until September 5, 2006.
October 9, 2006 Kili Reeves, Teacher, DeQuincy Elementary School. Recommend that she be granted a maternity leave Beginning August 16, 2006 until November 27, 2006.
September 15, 2006 Laura Bowers, Teacher, Vincent Settlement Elementary School. Recommend that she be granted a maternity leave Beginning September 15, 2006 until November 1, 2006 November 13, 2006 Brandi Sharpton, Teacher, Sam Houston High School. Recommend that she be granted a maternity leave beginning November 13, 2006 until January 3, 2007.
Leave Without Pay
Lou Russ, Teacher Aide, Western Heights Elementary School. Recommend that he be granted a leave without pay beginning August 11, 2006 until September 29, 2006.
Arnold Williams, Teacher, Washington-Marion High School. Recommend that he be granted a leave without pay beginning November 13, 2006 until May 31, 2007
Jennifer Sibille, Teacher, Sam Houston High School. Recommend that she be granted a leave without pay for the 2006-2007 school session.
Lisa Baggett, Teacher, St. John Elementary School. Recommend that she be granted a leave without pay for the 2006-2007 school session.
Rescind Leave Without Pay
Marquard Perron, Sr., Custodian, Pearl Watson Elementary School. Recommend that his leave without pay be rescinded and he return to work July 12, 2006.
Rescind Professional Development Leave
Michelle Conner, Teacher, W. W. Lewis Middle School. Recommend that her leave for professional development for the 2006-07 sesson be rescinded.
Medical Leave
Jo Ellen Abshire, Teacher, Moss Bluff Middle School. Recommend that she be granted a leave for medical purposes for the fall semester of the 2006-2007 school session.
Wanda Howard, Teacher, S. P. Arnett Middle School. Recommend that she be granted a leave for medical purposes for the fall semester of the 2006-2007 school session.
Mary David, Teacher, Special Services Department. Recommend that she be granted a leave for medical purposes for the fall semester of the 2006-2007 school session.
Pamela Manuel, Teacher, Maplewood Middle School. Recommend that she be granted a leave for medical purposes for the 2006-2007 school session.
Medical Leave
Kenneth Starlard, Teacher, Brentwood Elementary School. Recommend that he be granted a leave for medical purposes for the 2006-2007 school session.
Joshlyn Foreman, Teacher, Nelson Elementary School. Recommend that she be granted a leave for medical purposes for the 2006-2007 school session.
Mae Belle Smith, Teacher, Brentwood Elementary School. Recommend that she be granted a leave for medical purposes for the 2006-2007 school session.
RecommendationsRecommend Kirk Meche as the Acting Assistant Principal for Frasch Elementary.On a motion by Mr. Duhon, seconded by Mr. Pitre, the motion carried. Recommended Angie Settoon as the Assistant Principal for Vinton Elementary School. On a motion by Mr. Duhon, seconded by Mr. LaRocque, the motion carried.Recommended Carla Williams as the Acting Assistant Principal for Moss Bluff Elementary. On a motion by Mr. LaRocque, seconded by Mr. Webb, the motion carried.Recommended Jerome Goodly as the Assistant Principal for Barbe High School. On a motion by Mr. Pitre, seconded by Mr. Bernard, the motion carried.Recommended Ken Flue as Teacher/Head Coach for LeBlanc Middle School. On a motion by Mr. Duhon, seconded by Mr. LaRocque, the motion carried.
Recommended Brandon North as Teacher/Head Coach for J.I. Watson Middle School. On a motion by Mr. Webb, seconded by Mr. Bernard, the motion carried.
Permission to Advertise
Mr. Anderson asked for permission to advertise for the following positions:
To advertise for Assistant Principal at Vinton High School, on a motion by Mr. Duhon, seconded by Mr. Karr, the motion carried.
To advertise for Assistant Principal at LaGrange High School, on a motion by Mr. Bernard, seconded by Mr. Pitre, the motion carried.
Meeting Adjourned
On motion by Mr. LaRocque, seconded by Mr. Duhon and unanimously carried, the meeting was adjourned at 7:25 p.m.
_________________________ Wayne Savoy, Secretary Ed Stephens, President |
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