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Table_of_ContentsALASKA MUNICIPAL BOND BANK $80,435,000 GENERAL OBLIGATION AND REFUNDING BONDS, 2016 SERIES THREE AND $29,400,000 GENERAL OBLIGATION AND REFUNDING BONDS, 2016 SERIES FOUR Dated Date: November 3, 2016 Closing Date: November 3, 2016 The execution and delivery of all documents required in connection with the above-captioned bonds (the "Bonds") will be coordinated by Bond Counsel in advance of the Closing Date, with originals or copies (as appropriate) of all executed documents and certificates to be collected by Bond Counsel on or prior to 11 a.m. Pacific Time on Wednesday, November 2, 2016 (to be held until closing). The Preclosing will begin at 11 a.m. Pacific Time at 701 Fifth Avenue, 40' Floor, Seattle, WA 98104 (the conference room next to Starbucks). The conference room will be open before 11 a.m. if anyone would like to come earlier. Questions or earlier deliveries should be directed to Orrick, Herrington & Sutcliffe LLP, Attention: Angela Trout (206-839-4341) or Les Krusen (206-839-4334), 701 Fifth Avenue, Suite 5600, Seattle, Washington 98104. Closing will be conducted in person and by conference call beginning at 7 a.m. Alaska Time/8 a.m. Pacific Time on Thursday, November 3, 2016. The Closing will be held at Orrick Herrington's offices on the 56th Floor in the Space Needle conference room. Listed below are the basic documents and the closing certificates and other documents required for these Bonds. All documents or certificates listed below should be executed and delivered in three (3) original counterparts. The initials or other designation of the party or parties responsible for drafting or obtaining the document follow the document title in parentheses. The initials of the party or parties executing and/or providing the document to Bond Counsel, listed in the column labeled "Party," precede each document or certificate. All documents and certificates presented to Bond Counsel should be originals or certified copies of originals. Unless otherwise indicated below, all documents and certificates are dated November 3, 2016. Party initials and other designations are as follows: BANK Alaska Municipal Bond Bank ("Bank") STATE State of Alaska ("State") WFG Western Financial Group, LLC ("Bank's Financial Advisor") OHS Orrick, Herrington & Sutcliffe LLP ("Bond Counsel") NPFG National Public Finance Guarantee Corporation ("Insurer") AEB Aleutians East Borough ("Aleutians East") BCF Boyd, Chandler & Falconer, LLP ("Nome City Attorneys" and "Dillingham City Attorneys) Coffi City of Bethel ("Bethel") CofD City of Dillingham ("Dillingham") CBJ City and Borough of Juneau ("Juneau") KPB Kenai Peninsula Borough ("Kenai") CofK City of Ketchikan ("Ketchikan") Kodiak City of Kodiak ("Kodiak") KIB Kodiak Island Borough ("Kodiak Island") CoIN City of Nome ("Nome") NAB Northwest Arctic Borough ("Northwest Arctic") PB Petersburg Borough ("Petersburg") CofS City of Seward ("Seward") CBS City and Borough of Sitka ("Sitka") MS Municipality of Skagway ("Skagway") CofW City of Wasilla ("Wasilla") BA Butch Associates, Inc. ("Seward's Financial Advisor") BH Brennan & Heideman, PC ("Petersburg Co-Counsel") JDO Jermain, Dunnagan & Owens, P.C. ("Bethel, Seward and Kenai Bond Counsel") FP Foster Pepper PLLC ("Aleutians East and Kodiak Island Co-Bond Counsel") LBB Landye Bennett Blumstein LLP ("Northwest Arctic and Wasilla Co-Counsel") LLG Levesque Law Group LLC ("Aleutians East and Kodiak Island Co-Bond Counsel") SYCR Stradling Yocca Carlson & Rauth, P.C. ("Ketchikan and Sitka Bond Counsel") BHBC Birch, Horton, Bittner and Cherot ("Dillingham, Kodiak, Nome, Wasilla, Petersburg and Northwest Arctic Bond Counsel")] K&L K&L Gates, LLP ("Skagway and Juneau Bond Counsel") RBC RBC Capital Markets ("2016 Three and Four Senior Managing Underwriter") BofA Bank of America Merrill Lynch ("2016 Three Co-Managing Underwriter") GS Goldman, Sachs & Co. ("2016 Four Co-Managing Underwriter") FP Foster Pepper PLLC ("Counsel to the Underwriters") BNYM The Bank of New York Mellon Trust Company, N.A. ("Trustee") Fitch Fitch Ratings, Inc. ("Rating Agency") S&P S&P Global Ratings ("Rating Agency") CDM Causey Demgen & Moore P.C. ("Verification Agent") DTC The Depository Trust Company ("Securities Depository") Page 2 —Memorandum of Closing and List of Documents Doc. # Document Name I IIIJI 1 1W1 UI N: Li] 1 VA U{N aiiiiiui I Dkl I 1. Certificate of Lieutenant Governor as to the Act and the Appointment of Members of the Board of Directors 2. General Certificate of the Bond Bank, including certified copies of Exhibit A - Administrative Regulations of the Bank Exhibit B —Bylaws of the Bank, as amended Exhibit C - Notice of September 6, 2016 Board of Directors Meeting 3. Certified copies of (a) General Obligation Bond Resolution, adopted by the Board of Directors of the Bank on July 13, 2005; (b) Resolution No. 2009-03, adopted on May 28, 2009 and effective as of August 19, 2009; and (c) Resolution No. 2013-02, adopted on February 19, 2013 4. (a) Certified copy of Series Resolution No. 20 16-05, adopted by the Board of Directors of the Bank on September 6, 2016 (b) Certificate Concerning Bond Insurance (See Item 14) 5. Certified copy of the unofficial minutes of the meeting of the Board of Directors of the Bank on September 6, 2016 6. Notices of the Bank's TEFRA Hearing for Series Four on September 16, 2016 and Proofs of Publication 7. Report of the Bank's TEFRA Hearing on September 16, 2016 8. Certificate of the Governor of the State of Alaska Approving Issuance of Bonds NATIONAL PUBLIC FINANCE GUARANTEE CORPORATION BOND INSURANCE AND SURETY DOCUMENTS 9. (a) Commitment to Issue Financial Guaranty Insurance Policies (b) Commitment to Issue an Endorsement to a Debt Service Reserve Surety Bond 10. Financial Guaranty Agreement dated March 1, 2016 11. Copy of Reserve Surety Policy endorsed as of November 3, 2016 12. Opinions of NPFG's General Counsel as to the Policies and the Endorsements 13. Certificate of National 14. Certificates of the Bank and the Trustee to National 15. Copies of the Policies (originals to the Trustee) Page 3 - Memorandum of Closing and List of Documents 16. Trustee's Receipt of the Endorsement and the Policies (See #14 of Item 275) YLTh 1 DI Dk'A I DII IiI I7.i'A I Dk'I )7 (SI '& $ "TXII 1 DI Dk"A I DI I1 17. Loan Agreement, dated October 18, 2016, between the Bank and Juneau 18. Loan Agreement, dated October 18, 2016, between the Bank and Ketchikan 19. Amendatory Loan Agreement, dated October 18, 2016 between the Bank and Petersburg, and a copy of the Loan Agreement, dated as of January 1, 2007, between the Bank and Petersburg (2007 Series One - School) 20. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Petersburg, and copies of the Loan Agreement, dated as of October 1, 2000, and Amendatory Loan Agreement, dated as of January 1, 2007, between the Bank and Petersburg (2007 Series One - Harbor) 21. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Aleutians East and copies of the Loan Agreement, dated as of September 1, 2003, Amendatory Loan Agreement, dated as of April 1, 2007, and Amendatory Loan Agreement, dated as of September 1, 2011, between the Bank and Aleutians East 22. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Kodiak Island and a copy of the Loan Agreement, dated as of April 1, 2008, between the Bank and Kodiak Island 23. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Ketchikan and a copy of the Loan Agreement, dated as of July 1, 2006, between the Bank and Ketchikan 24. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Kenai and copies of the Loan Agreement, dated as of September 1, 2003, Amendatory Loan Agreement, dated as of April 1, 2007, and Amendatory Loan Agreement, dated as of September 1, 2011, between the Bank and Kenai 25. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Wasilla and copies of the Loan Agreement, dated as of April 1, 1998, and Amendatory Loan Agreement, dated as of January 1, 2007, between the Bank and Wasilla 26. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Skagway and a copy of the Loan Agreement, dated as of July 1, 2008, between the Bank and Skagway 27. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Kodiak and a copy of the Loan Agreement, dated as of December 1, 2007, between the Bank and Kodiak (2007 Series Five - Boat Lift Special Facility Revenue Bond) 28. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Kodiak and a copy of the Loan Agreement, dated as of December 1, 2007, between the Bank and Kodiak (2007 Series Five - Harbor Revenue Bond) Page 4 - Memorandum of Closing and List of Documents 29. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Kodiak and a copy of the Loan Agreement, dated as of April 1, 2008, between the Bank and Kodiak (2008 Series One) 30. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Kodiak and a copy of the Loan Agreement, dated as of January 1, 2009, between the Bank and Kodiak (2009 Series One) 31, Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Dillingham and a copy of the Loan Agreement, dated as of April 1, 2008, between the Bank and Dillingham 32. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Bethel and a copy of the Loan Agreement, dated as of July 1, 2007, between the Bank and Bethel 33. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Seward and copies of the Loan Agreement, dated as of December 1, 2000, and Amendatory Loan Agreement, dated as of January 1, 2007, between the Bank and Seward 34. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Sitka and copies of the Loan Agreement, dated as of April 1, 1999, and Amendatory Loan Agreement, dated as of January 1, 2007, between the Bank and Sitka 35. Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Northwest Arctic and copies of the Loan Agreement, dated as of August 1, 2001, and Amendatory Loan Agreement, dated as of January 1, 2007, between the Bank and Northwest Arctic 36, Amendatory Loan Agreement, dated October 18, 2016, between the Bank and Nome and copies of the Loan Agreement, dated as of November 15, 2000, and Amendatory Loan Agreement, dated as of January 1, 2007, between the Bank and Nome BOND SALES AND DELIVERY DOCUMENTS 37. Preliminary Official Statement dated October 5, 2016 as supplemented on October 12, 2016 38. Official Statement dated October 18, 2016 39. Bond Purchase Agreement for the 2016 Series Three Bonds, dated October 18, 2016 40. Bond Purchase Agreement for the 2016 Series Four Bonds, dated October 18, 2016 41. Blanket Letter of Representations, dated May 2, 1995, executed by the Bank and filed with DTC 42. Continuing Disclosure Certificate, dated November 3, 2016, executed and delivered by the Bank 43. Rating Letters from: Fitch Ratings S&P Global Ratings Insured Rating Letters Page -Memorandum of Closing and List of Documents Ml1Ft1 ai i I ai'i iiui Iii U U 1 DI f PAl I] I[N IIII1UJ I DI1 44. Escrow Agreement (2006 Series Two), dated November 3, 2016, between the Bank and the Escrow Agent Exhibit A - Schedule of Refunded Bonds Exhibit B - Schedule of Escrow Obligations (SLGs) Exhibit C - Form of Notice of Optional Redemption Exhibit D - Form of Notice of Defeasance 2016 SERIES THREE REFUNDING AND DEFEASANCE DOCUMENTS 45. Escrow Agreement (2007 Series One), dated November 3, 2016, between the Bank and the Escrow Agent Exhibit A - Schedule of Refunded Bonds Exhibit B - Schedule of Escrow Obligations (SLGs) Exhibit C - Form of Notice of Optional Redemption Exhibit D - Form of Notice of Defeasance 46. Escrow Agreement (2007 Series Two), dated November 3, 2016, between the Bank and the Escrow Agent Exhibit A - Schedule of Refunded Bonds Exhibit B - Schedule of Escrow Obligations (SLGs) Exhibit C - Form of Notice of Optional Redemption Exhibit D - Form of Notice of Defeasance 47. Escrow Agreement (2007 Series Three), dated November 3, 2016, between the Bank and the Escrow Agent Exhibit A - Schedule of Refunded Bonds Exhibit B - Schedule of Escrow Obligations (SLGs) Exhibit C - Form of Notice of Optional Redemption Exhibit D - Form of Notice of Defeasance 48. Escrow Agreement (2007 Series Five), dated November 3, 2016, between the Bank and the Escrow Agent Exhibit A - Schedule of Refunded Bonds Exhibit B - Schedule of Escrow Obligations (SLGs) Exhibit C - Form of Notice of Optional Redemption and Retirement Exhibit D - Form of Notice of Defeasance 49. Escrow Agreement (2008 Series One), dated November 3, 2016, between the Bank and the Escrow Agent Exhibit A - Schedule of Refunded Bonds Exhibit B - Schedule of Escrow Obligations (SLGs) Exhibit C - Form of Notice of Optional Redemption and Retirement Page 6 - Memorandum of Closing and List of Documents Exhibit D - Form of Notice of Defeasance 50. Escrow Agreement (2008 Series Two), dated November 3, 2016, between the Bank and the Escrow Agent Exhibit A - Schedule of Refunded Bonds Exhibit B - Schedule of Escrow Obligations (SLGs) Exhibit C - Form of Notice of Optional Redemption Exhibit D - Form of Notice of Defeasance 51. Escrow Agreement (2009 Series One), dated November 3, 2016, between the Bank and the Escrow Agent Exhibit A - Schedule of Refunded Bonds Exhibit B - Schedule of Escrow Obligations (SLGs) Exhibit C - Form of Notice of Optional Redemption and Retirement Exhibit D - Form of Notice of Defeasance 52. Verification Reports for 2007 Series One, 2007 Series Three, 2007 Series Five, 2008 Series One, 2008 Series Two and 2009 Series One dated November 3, 2016 53. Copy of Notice of Defeasance (2007 Series Three) delivered to EMMA 54. Copy of Notice of Defeasance (2007 Series Five) delivered to EMMA 55. Copy of Notice of Defeasance (2008 Series One) delivered to EMMA 56. Copy of Notice of Defeasance (2008 Series Two) delivered to EMMA 57. Copy of Notice of Defeasance (2009 Series One) delivered to EMMA RESERVE ACCOUNT DEPOSITARY AGREEMENTS 58. Reserve Account Depositary Agreement, dated November 2, 2016, between Ketchikan and the Trustee (Refunding Series 2006-2) 59. Reserve Account Depositary Agreement, dated November 3, 2016, between Seward and the Trustee (Refunding Series 2007-1) 60. Reserve Account Depositary Agreement, dated November 3, 2016, between Bethel and the Trustee (Refunding Series 2007-3) 61. Reserve Account Depositary Agreement, dated November 3, 2016, between Kodiak and the Trustee (Refunding Series 2007-5 (Harbor)) 62. Reserve Account Depositary Agreement, dated November 3, 2016, between Kodiak and the Trustee (Refunding Series 2007-5 (Lift)) 63. Reserve Account Depositary Agreement, dated November 3, 2016, between Kodiak and the Trustee (Refunding Series 2009-1 (Lift)) Page 7 —Memorandum of Closing and List of Documents F111 otatrMak,IN1 ii] iiiei U IIIIS1U I 3SI I1 64. Certified copy of Resolution No. 17-05 adopted on September 7, 2016, September 6, 2016 Meeting Minutes and Proof of Notice of September 6, 2016 Meeting 65. General Certificate and Signature Certificate 66. Payment, Delivery and Application of Proceeds Certificate 67. No Litigation Certificate 68. Certificate Regarding Compliance with Rule 15c2-12 69. Tax Exemption and Nonarbitrage Certificate 70. IRS Form 8038-G 71. Copy of Bond 72. Final Approving Opinion of Foster Pepper PLLC, Co-Bond Counsel to Aleutians East 73. Final Approving Opinion of Levesque Law Group LLC, Co-Bond Counsel to Aleutians East CITY OF BETHEL DOCUMENTS 74. Certified copy of Ordinance #16-28 passed on October 11, 2016, October 11, 2016 Meeting Minutes, Proof of Notice of October 11, 2016 Meeting, September 13, 2016 Meeting Minutes and Proof of Notice of September 13, 2016 Meeting 75. General Certificate and Signature Certificate 76. Certificate of Delivery and Payment 77. No Litigation Certificate 78. Certificate Regarding Compliance with Rule 15c2-12 79. Federal Tax Certificate 80. IRS Form 8038-G 81. Copy of Bond 82. Parity Bond Certificate 83. Final Approving Opinion of Jermain, Dunnagan & Owens, P.C., Bond Counsel to Bethel CITY OF DILLINGHAM DOCUMENTS 84. Certified copy of Resolution No. 2016-51 adopted on September 1, 2016, September 1, Page 8 —Memorandum of Closing and List of Documents 2016 Meeting Minutes and Proof of Notice of September 1, 2016 Meeting 85. General Certificate of Dillingham 86. Signature Certificate 87. Certificate of City Manager 88. Certificate as to Arbitrage and Tax Exemption (Federal Tax Certificate) 89. Certificate of Delivery, Payment and Exchange 90. Certificate Regarding Compliance with Rule 15c2-12 91. IRS Form 8038-G and Proof of Mailing 92. Copy of Bond 93. Final Approving Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Dillingham 94. No Litigation Opinion of Boyd, Chandler & Falconer, LLP, Dillingham City Attorneys CITY AND BOROUGH OF JUNEAU DOCUMENTS (GO School Refunding Bond, 2016) 95. Certified copy of Ordinance Serial No. 2016-31 adopted on September 12, 2016, September 12, 2016 Meeting Minutes and Proof of Notice of September 12, 2016 meeting 96. Certified copy of Resolution No. 2772 adopted on October 17, 2016, October 17, 2016 Meeting Minutes 97. General Certificate and Signature Identification Certificate 98. Certificate of Payment and Delivery 99. Escrow Deposit Agreement, dated November 3, 2016, between Juneau and the Escrow Agent Exhibit A - Address of the City and Borough and the Escrow Agent Exhibit B - Description of Refunded Bonds Exhibit C - Schedule of Debt Service on Refunded Bonds Exhibit D - Escrow Deposit Exhibit E - Refunding Account Cash Flow Appendix A - Form of Notice of Optional Redemption Appendix B - Form of Notice of Defeasance 100. No Litigation Certificate of Juneau Attorney 101. Continuing Disclosure Certificate Page 9— Memorandum of Closing and List of Documents 102. Federal Tax Certificate 103. IRS Form 8038-G 104. Copy of Bond 105. Final Approving Opinion of K&L Gates, LLP, Bond Counsel to Juneau CITY AND BOROUGH OF JUNEAU DOCUMENTS (GO Bond, 2016) 106. Certified copy of Ordinance Serial No. 2012-44 adopted on December 17, 2012, December 17, 2012 Meeting Minutes 107. Certified copy of Resolution No. 2773 adopted on October 17, 2016, October 17, 2016 Meeting Minutes 108. General Certificate and Signature Identification Certificate 109. Certificate of Payment and Delivery 110. No Litigation Certificate of Juneau Attorney 111. Federal Tax Certificate 112. IRS Form8O38-G 113. Copy ofBond 114. Final Approving Opinion of K&L Gates, LLP, Bond Counsel to Juneau KENAI PENINSULA BOROUGH DOCUMENTS 115.. Certified copy of Resolution No. 2016-046 adopted on September 6, 2016, September 6, 2016 Meeting Minutes and Proof of Notice of September 6, 2016 Meeting 116, General Certificate and Signature Certificate 117. Certificate of Delivery and Payment 118. No Litigation Certificate 119. Certificate of Compliance with Rule 15c2-12 120. Continuing Disclosure Certificate 121. Federal Tax Certificate 122. IRS Form 8038-G 123. Copy of Bond 124. Final Approving Opinion of Jermain, Dunnagan & Owens, P.C., Bond Counsel to Kenai Page 10— Memorandum of Closing and List of Documents CITY OF KETCHIKAN DOCUMENTS (2006 SERIES TWO) 125. Certified copy of Ordinance No. 16-1828 passed on October 6, 2016, October 6, 2016 Meeting Minutes 126. Certified copy of Resolution No. 2016-2636 adopted on September 15, 2016, September 15, 2016 Meeting Minutes 127. Certificates of Incumbency and Signature Identification Certificate 128. Certificate of Exchange 129. Non-Litigation Certificate of Ketchikan Attorney 130. Certificate Regarding Compliance with Rule 15c2-12 131. Continuing Disclosure Certificate 132. Federal Tax Certificate 133. IRS Form 8O38 134. Copy of Bond 135. Copy of Affidavit of Lost 2006 Bond 136. Parity Certificate 137. Final Approving Opinion of Stradling Yocca Carlson & Rauth, P.C., Bond Counsel to Ketchikan CITY OF KETCHIKAN DOCUMENTS (2016 SERIES FOUR) 138. Certified copy of Resolution No. 16-2635 adopted on September 15, 2016, September 15, 2016 Meeting Minutes 139. Certificates of Incumbency and Signature Identification Certificate 140. Certificate of Payment and Exchange (a) Receipt for Bond 141. Non-Litigation Certificate of Ketchikan Attorney 142. Certificate Regarding Compliance with Rule 15c2-12 143. Federal Tax Certificate 144, IRS Form 8038 145. Copy of Bond Page 11 —Memorandum of Closing and List of Documents 146. Final Approving Opinion of Stradling Yocca Carlson & Rauth, P.C., Bond Counsel to Ketchikan CITY OF KODIAK DOCUMENTS (2007 SERIES FIVE - HARBOR) 147. (a) Certified copy of Resolution Number 07-30, Authorizing Harbor Revenue Bonds (b) Certified copy of Resolution Number 16-32 adopted on September 22, 2016, September 22, 2016 Meeting Minutes and Proof of Notice of September 22, 2016 Meeting 148. General Certificate of Kodiak 149. Signature Certificate 150. Certificate of Delivery, Payment and Exchange 151. Certificate of City Manager (including Parity Certificate) 152. Certificate Regarding Compliance with Rule 15c2-12 153. Certificate as to Arbitrage and Tax Compliance (Federal Tax Certificate) 154. IRS Form 8038-G and Proof of Mailing 155. Copy of Bond 156. Final Approving Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Kodiak 157. No Litigation Opinion of Birch Horton Bittner and Cherot, Bond Counsel to Kodiak CITY OF KODIAK DOCUMENTS (2007 SERIES FIVE - LIFT) AND (2009 SERIES ONE - LIFT) 158. (a) Certified copy of Resolution Number 07-32 Authorizing the Boat Lift Special Facility Revenue Bonds (b) Certified copy of Resolution Number 2016-30 adopted on September 22, 2016, September 22, 2016 Meeting Minutes and Proof of Notice of September 22, 2016 Meeting (c) Certified copy of Resolution Number 2016-31 adopted on September 22, 2016, September 22, 2016 Meeting Minutes and Proof of Notice of September 22, 2016 Meeting 159. General Certificate of Kodiak 160, Signature Certificate 161. Certificate of Delivery, Payment and Exchange 162. Certificate of City Manager (including Parity Certificate) 163. Certificate Regarding Compliance with Rule 15c2-12 Page 12 - Memorandum of Closing and List of Documents 164. Certificate as to Arbitrage and Tax Compliance (Federal Tax Certificate) 165. IRS Form 8O38-G 166. (a) Copy of Bond (Boat Lift Special Facility Revenue Refunding Bond, 2016A) (b) Copy of Bond (Boat Lift Special Facility Revenue Refunding Bond, 2016B) 167. Final Approving Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Kodiak 168. No Litigation Opinion of Birch Horton Bittner and Cherot, Bond Counsel to Kodiak CITY OF KODIAK DOCUMENTS (2008 SERIES ONE) 169. Certified copy of Resolution Number 2015-25 adopted on August 13, 2015, August 13, 2015 Meeting Minutes and Proof of Notice of August 13, 2015 Meeting 170. General Certificate of Kodiak 171. Signature Certificate 172. Certificate of Delivery, Payment and Exchange 173. Certificate of City Manager 174. Certificate Regarding Compliance with Rule 15c2-12 175. Certificate as to Arbitrage and Tax Exemption (Federal Tax Certificate) 176. IRS Form 8038-G and Proof of Mailing 177. Copy of Bond 178. Final Approving Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Kodiak 179. No Litigation Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Kodiak KODIAK ISLAND BOROUGH DOCUMENTS 180. Certified copy of Resolution No. FY2017-10 adopted on September 6, 2016, September 6, 2016 Meeting Minutes and Proof of Notice of September 6, 2016 Meeting 181. General Certificate and Signature Certificate 182. Payment, Delivery and Application of Proceeds Certificate 183. No Litigation Certificate 184. Certificate Regarding Compliance with Rule 15c2-12 185. Continuing Disclosure Certificate Page 13 —Memorandum of Closing and List of Documents 186. Tax Exemption and Nonarbitrage Certificate 187. IRS Form 8038-G 188. Copy of Bond 189. Final Approving Opinion of Foster Pepper PLLC, Co-Bond Counsel to Kodiak Island 190. Final Approving Opinion of Levesque Law Group LLC, Co-Bond Counsel to Kodiak Island CITY OF NOME DOCUMENTS 191. Certified copy of Resolution No. R-16-09-03 adopted on September 12, 2016, September 12, 2016 Meeting Minutes and Proof of Notice of September 12, 2016 Meeting 192. General Certificate of Nome 193. Signature Certificate 194. Certificate of Delivery, Payment and Exchange 195. Certificate of City Manager 196. Certificate Regarding Compliance with Rule 15c2-12 197. Certificate as to Arbitrage and Tax Compliance (Federal Tax Certificate) 198. IRS Form 8038-G and Proof of Mailing 199. Copy of Bond 200. Final Approving Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Nome 201. No Litigation Opinion Boyd, Chandler & Falconer, LLP, Nome City Attorneys NORTHWEST ARCTIC BOROUGH DOCUMENTS 202. Certified copy of Resolution 16-43 adopted on September 15, 2016, September 15, 2016 Meeting Minutes and Proof of Notice of September 15, 2016 Meeting 203. General Certificate of the Northwest Arctic Borough 204. Signature Certificate 205. Certificate of Borough Mayor 206. Certificate as to Arbitrage and Tax Compliance (Federal Tax Certificate) 207. Certificate of Delivery, Payment and Exchange 208. Certificate Regarding Compliance with Rule 15c2-12 Page 14 —Memorandum of Closing and List of Documents 209. IRS Form 8038-G and Proof of Mailing 210. Copy of Bond 211. Final Approving Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Northwest Arctic 212. No Litigation Opinion of Landye Bennet Blumstein LLP PETERSBURG BOROUGH DOCUMENTS (2007 SERIES ONE - SCHOOL) AND (2007 SERIES ONE - HARBOR) 213. (a) Certified copy of Resolution # 2016-22 adopted on September 6, 2016, September 6, 2016 Meeting Minutes and Proof of Notice of September 6, 2016 Meeting (School) (b) Certified copy of Resolution # 2016-21 adopted on September 6, 2016, September 6, 2016 Meeting Minutes and Proof of Notice of September 6, 2016 Meeting (Harbor) 214. General Certificate of the Petersburg Borough 215. Signature Certificate 216. Certificate of Borough Manager 217. Certificate of Delivery, Payment and Exchange 218. Certificate Regarding Compliance with Rule 15c2-12 219. Certificate as to Arbitrage and Tax Compliance (Federal Tax Certificate) 220. IRS Form 8038-G and Proof of Mailing 221. (a) Copy of Bond (General Obligation Refunding Bond, 2016 Series A) (School) (b) Copy of Bond (General Obligation Refunding Bond, 2016 Series B) (Harbor) 222. Final Approving Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Petersburg 223. No Litigation Opinion of Hedland, Brennan & Heideman, PC CITY OF SEWARD DOCUMENTS 224. Certified copy of Resolution No. 2016-052 adopted on August 22, 2016, August 22, 2016 Meeting Minutes and Proof of Notice of August 22, 2016 Meeting 225. General Certificate and Signature Certificate 226. Certificate of Delivery and Payment 227. No Litigation Certificate Page 15 —Memorandum of Closing and List of Documents 228. Certificate Regarding Compliance with Rule 15c2-12 229. Federal Tax Certificate 230. IRS Form 8O38-G 231. Copy of Bond 232. Parity Bond Certificate 233. Final Approving Opinion of Jermain, Dunnagan & Owens, P.C., Bond Counsel to Seward CITY AND BOROUGH OF SITKA DOCUMENTS 234. Certified copy of Resolution No. 2016-15 adopted on September 13, 2016, September 13, 2016 Meeting Minutes 235. Certificates of Incumbency and Signature Identification Certificate 236. Certificate of Exchange 237. Non-Litigation Certificate of Sitka Attorney 238. Certificate Regarding Compliance with Rule 15c2-12 239. Continuing Disclosure Certificate 240. Federal Tax Certificate 241. IRS Form 8O38-G 242. Copy of Bond 243. Copy of Cancelled 2007 Bond 244. Final Approving Opinion of Stradling Yocca Carlson & Rauth, P.C., Bond Counsel to Sitka MUNICIPALITY OF SKAGWAY DOCUMENTS 245. Certified copy of Resolution No. 15-bR adopted on March 19, 2015, March 19, 2015 Meeting Minutes 246. General Certificate and Signature Identification Certificate 247. Certificate of Exchange 248. No Litigation Certificate of Skagway Attorney 249, Certificate Regarding Compliance with Rule 15c2-12 250. Federal Tax Certificate Page 16 Memorandum of Closing and List of Documents 251. IRS Form 8O38-G 252. Copy of Bond 253. Final Approving Opinion of K&L Gates, LLP, Bond Counsel to Skagway CITY OF WASILLA DOCUMENTS 254. Certified copy of Resolution Serial No. 16-20 adopted on September 12, 2016, September 12, 2016 Meeting Minutes and Proof of Notice of September 12, 2016 Meeting 255. General Certificate of Wasilla 256. Signature Certificate 257. Certificate of Delivery, Payment and Exchange 258. Certificate of Mayor 259. Certificate Regarding Compliance with Rule 15c2-12 260. Certificate as to Arbitrage and Tax Compliance (Federal Tax Certificate) 261. IRS Form 8038-G and Proof of Mailing 262. Copy of Bond 263. Final Approving Opinion of Birch, Horton, Bittner and Cherot, Bond Counsel to Wasilla 264. No Litigation Opinion of Landye Bennet Blumstein LLP ALASKA MUNICIPAL BOND BANK BONDS AND CLOSING DOCUMENTS: 265. Requisition, Direction and Certificate of the Bond Bank pursuant to Section 502(B) of the General Obligation Bond Resolution 266. Written Order to the Trustee as to Authentication and Delivery of the Bonds of each Series upon Payment 267. Certificate as to Signatures, Execution of Bonds and Specimen Bonds Schedule X: Terms of Bonds of each Series Exhibit A: Specimen 2016 Series Three and 2016 Series Four Bonds 268. Certificate of the Bond Bank as to Delivery and Payment for the Bonds of each Series 269. Certificate of Bond Bank Concerning Litigation, the Official Statement and Other Matters 270. Certificate of the Department of Law as to Litigation and Other Matters 271. Tax Certificate, including the following exhibits Page 17 —Memorandum of Closing and List of Documents Exhibit A - Certificate of the Underwriter Exhibit B - Certificate of Financial Advisor Exhibit C - Allocation of Bonds to Refunding Portion and to Non-Refunding Portion Exhibit D - Use of Proceeds of Bonds Exhibit E - Use of Gross Proceeds of Refunded Bonds Exhibit F - Certificate of National Public Finance Guarantee Corporation Exhibit G - Useful Life of AMT Projects 272. Internal Revenue Service Forms 8038, with evidence of filing THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (TRUSTEE, PAYING AGENT AND REGISTRAR) DOCUMENTS: 273. Evidence regarding trust powers and incumbency of authorized signer 274. Trustee's Receipt for Bonds of each Series for Registration, Authentication and Safekeeping (FAST) for DTC; Receipt of Documents and Receipt and Application of Proceeds UNDERWRITER DOCUMENTS: 275. Underwriters' Receipt for Bonds OPINIONS 276. Approving Opinion of Bond Counsel 277. Opinion of Bond Counsel to the Trustee 278. Supplemental Opinions of Bond Counsel 279. lOb-5 Letter of Bond Counsel to the Underwriters 280. Opinion of Underwriters' Counsel 281. Defeasance Opinion of Bond Counsel (2006 Series Two) 282. Defeasance Opinion of Bond Counsel (2007 Series One) 283. Defeasance Opinion of Bond Counsel (2007 Series Two) 284. Defeasance Opinion of Bond Counsel (2007 Series Three) 285. Defeasance Opinion of Bond Counsel (2007 Series Five) 286. Defeasance Opinion of Bond Counsel (2008 Series One) 287. Defeasance Opinion of Bond Counsel (2008 Series Two) 288. Defeasance Opinion of Bond Counsel (2009 Series One) Page 18 —Memorandum of Closing and List of Documents k I I 3! P WAIkl 3(S1IJ 289. Flow of Funds Memorandum and Wire Instructions 290. Final Pricing Numbers 291. Working Group Distribution List 292. Copy of Notice of Defeasance and Copy of Notice of Optional Redemption (2006 Series Two) delivered to EMMA 293. Copy of Notice of Defeasance and Copy of Notice of Optional Redemption (2007 Series One) delivered to EMMA 294. Copy of Notice of Defeasance and Copy of Notice of Optional Redemption (2007 Series Two) delivered to EMMA Page 19—Memorandum of Closing and List of Documents