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Proceedings to Complete Action for the Issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 (State Revolving Loan Fund Program) Private Lead Service Line Replacement Pilot Program – Phase ICity of Dubuque City Council ACTION ITEMS # 10. Copyrighted August 18, 2025 ITEM TITLE: Proceedings to Complete Action for the Issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 (State Revolving Loan Fund Program) Private Lead Service Line Replacement Pilot Program — Phase I SUMMARY: City Manager recommending City Council approval of the suggested proceedings to complete action required for the $1,941,000 Taxable Water Revenue Bonds, Series 2025 (State Revolving Loan Fund Program) Private Lead Service Line Replacement Pilot Program — Phase I prepared by Bond Counsel and to present a resolution for City Council to adopt entitled "Series Resolution authorizing and approving a Loan and Disbursement Agreement and providing for the issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 and other documents related to the Series 2025 Bonds, and amending certain provisions." RESOLUTION Series Resolution authorizing and approving a Loan and Disbursement Agreement and providing for the issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 and other documents related to the Series 2025 Bonds, and amending certain provisions SUGGUESTED Receive and File; Adopt Resolution(s) DISPOSITION: ATTACHMENTS: 1. Private Lead Lines SRF Complete_MVM memo_2025_08_12 2. Private Lead Lines SRF Complete_Staff memo_2025_08_12 3. Proc Series Iss Res (Lead Service Line) (Dubuque #20 2025)-v3 4. Bond (0% LSL) (Dubuque #20 2025)-v1 5. Final Delivery Certificate - (Lead Service Line No Interest) (Dubuque #20 2025)-v1 6. Repayment Schedule (Dubuque #20 2025)-v1 Page 513 of 579 THE C DUUB--'*--TE Masterpiece on the Mississippi TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager Dubuque All-Anerin City I II 2007.2012.2013 2017*2019 SUBJECT: Proceedings to Complete Action for the Issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 (State Revolving Loan Fund Program) Private Lead Service Line Replacement Pilot Program — Phase DATE: August 12, 2025 Chief Financial Officer Jennifer Larson is recommending City Council approval of the suggested proceedings to complete action required for the $1,941,000 Taxable Water Revenue Bonds, Series 2025 (State Revolving Loan Fund Program) Private Lead Service Line Replacement Pilot Program — Phase I prepared by Bond Counsel and to present a resolution for City Council to adopt entitled "Series Resolution authorizing and approving a Loan and Disbursement Agreement and providing for the issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 and other documents related to the Series 2025 Bonds, and amending certain provisions." The City of Dubuque is taking part in a unique opportunity to assist approximately 585 homes in three phases (owner occupied or rented) within the city with the functional replacement of private lead -water service lines by trenching or pull -through methods to prevent the potential for drinking water contamination at a house -by -house level. This phase of the pilot program is 100% voluntary and is open to those residents with a verified drinking water lead service line meeting the socioeconomic guidelines established by the Bipartisan Infrastructure Law. The scope of work in the first phase includes the replacement of approximately 200 lead service lines identified throughout the City's water distribution service area. The nature of the replacements will vary by site, ranging from full replacements (public water main to interior plumbing) to partial replacements (a portion of the service line between the public water main and the interior plumbing). Work will be conducted within the City's right-of-way and on private properties with authorization from property owners The city is moving forward with this unique opportunity and has secured a level of BIL funding to conduct the first of its kind in the community, Lead Service Line Replacement Pilot Program. The BIL funds are being administered locally through the Iowa Department of Natural Resources' State Revolving Fund (Iowa SRF) program, with 49% of construction costs being forgivable. Page 514 of 579 The State Revolving Fund loan will have an interest rate of 0%, a maturity date of June 1, 2045, and will be abated from the water fund. At the completion of the project, 49% of the principal balance will be forgiven by the Iowa Finance Authority. I concur with the recommendation and respectfully request Mayor and City Council approval. Michael C. Van Milligen MCVM/jml Attachment cc: Crenna Brumwell, City Attorney Cori Burbach, Assistant City Manager Chris Lester, Water Department Director Brian DeMoss, Finance Manager 2 Page 515 of 579 THE CITY OF DUB E Masterpiece on the Mississippi TO: Michael C. Van Milligen, City Manager FROM: Jennifer Larson, Chief Financial Officer Dubuque AI -America City II 2007 • 2012 •2013 SUBJECT: Proceedings to Complete Action for the Issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 (State Revolving Loan Fund Program) Private Lead Service Line Replacement Pilot Program — Phase I DATE: August 12, 2025 INTRODUCTION The purpose of this memorandum is to provide suggested proceedings to complete action required for the issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 (State Revolving Loan Fund Program) Private Lead Service Line Replacement Pilot Program — Phase I. BACKGROUND On November 15, 2021, the Bipartisan Infrastructure Law (BIL) was signed by President Biden, which includes $50 billion to the Environmental Protection Agency (EPA) to strengthen the nation's drinking water and wastewater systems —the single largest investment in clean water that the federal government has ever made. The City of Dubuque is taking part in a unique opportunity to assist approximately 585 homes in three phases (owner occupied or rented) within the city with the functional replacement of private lead -water service lines by trenching or pull -through methods to prevent the potential for drinking water contamination at a house -by -house level. This phase of the pilot program is 100% voluntary and is open to those residents with a verified drinking water lead service line meeting the socioeconomic guidelines established by the Bipartisan Infrastructure Law. The city is moving forward with this unique opportunity and has secured a level of BIL funding to conduct the first of its kind in the community, Lead Service Line Replacement Pilot Program. The BIL funds are being administered locally through the Iowa Department of Natural Resources' State Revolving Fund (Iowa SRF) program, with 49% of construction costs being forgivable. Page 516 of 579 DISCUSSION The scope of work in the first phase includes the replacement of approximately 200 lead service lines identified throughout the City's water distribution service area. The nature of the replacements will vary by site, ranging from full replacements (public water main to interior plumbing) to partial replacements (a portion of the service line between the public water main and the interior plumbing). Work will be conducted within the City's right-of-way and on private properties with authorization from property owners. Water Department staff visited property owners and verified the service line material was lead piping, and to reduce lead exposure to both the homeowner/tenant and the contractors during construction, the preferred methods of replacement by the Iowa DNR are the "pull - through" and directional -drill techniques for service line replacements. These methods also minimize property and soil disturbance beyond the original service trench. As the project is being funded using BIL funds, there are specific requirements that must be adhered to in determining project costs that are eligible for loan forgiveness and overall SRF Funding. Due to the nature of the project, such that the project extends to the interior of a private home, premise plumbing is considered not an eligible expense for either traditional SRF or BIL SRF funds. Some interior or premise plumbing will be required as part of the service line replacement, which will be funded by water funds to cover premise plumbing. The State Revolving Fund loan will have an interest rate of 0%, a maturity date of June 1, 2045, and will be abated from the water fund. At the completion of the project, 49% of the principal balance will be forgiven by the Iowa Finance Authority. ACTION TO BE TAKEN I respectfully recommend the adoption of the enclosed resolution to complete the action required on the $1,941,000 Taxable Water Revenue Bonds, Series 2025 (State Revolving Loan Fund Program) for the Private Lead Service Line Replacement Pilot Program — Phase I. Attachments cc: Crenna Brumwell, City Attorney Cori Burbach, Assistant City Manager Brian DeMoss, Finance Manager Page 517 of 579 Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-6762\3 MINUTES OF MEETING TO APPROVE SERIES RESOLUTION FOR SERIES 2025 BONDS 430411-20 (Lead Service Line) Dubuque, Iowa August 18, 2025 The City Council of the City of Dubuque, Iowa, met on August 18, 2025, at 6:30 p.m., at the Historic Federal Building, 350 W. 61h St, Second Floor Council Chambers, Dubuque, Iowa. The meeting was called to order by the Mayor, and the roll was called showing the following Council Members present and absent: Present: Mayor COUnc,I Amber,5 Farber RoU.55e iF 5P1' �-Z i GJoTico Absent: • • Other Business- - MOTION TO APPROVE RESOLUTION Council Member S pr o K introduced the resolution next hereinafter set out and moved its adoption,' seconded by Council Member W r- �Jj al ; and after due consideration thereof by the City Council, the Mayor put the question upon the adoption of the resolution, and the roll being called, the following named Council Members voted: Ayes: ReSn1,J Farber, 5p ro,A cne5, Cavan o h L1410.1/ R("u -.sell Nays: Whereupon, the Mayor declared said resolution duly adopted, as follows: On motion and vote, the meeting adjourned. Dubuque / 430411-20 / Series Res (Lead Service Line)1911-6702-6762\3 RESOLUTION NO. 278-25 Series Resolution authorizing and approving a Loan and Disbursement Agreement and providing for the issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 and other documents related to the Series 2025 Bonds, and amending certain provisions WHEREAS, the City of Dubuque (the "City" and sometimes hereinafter referred to as the "Issuer"), in Dubuque County, State of Iowa, did heretofore establish a Municipal Waterworks Utility System (the "System") in and for the City which has continuously supplied water service in and to the City and its inhabitants since its establishment; and WHEREAS, the management and control of the System are vested in the City Council (the "Council") and no board of trustees exists for this purpose; and WHEREAS, pursuant to prior resolutions of the Council, the City has heretofore issued Water Revenue bonds or notes as set forth in prior proceedings of the Council, and a portion of such prior Water Revenue debt remains outstanding (the "Outstanding Indebtedness"); and WHEREAS, pursuant to the resolutions relating to and authorizing the Outstanding Indebtedness (the "Outstanding Bond Resolutions") the City reserved the right to issue additional obligations payable from the net revenues of the Utility and ranking on a parity with the Outstanding Indebtedness under the terms and conditions set forth in the Outstanding Bond Resolutions; and WHEREAS, the City heretofore proposed to contract indebtedness and enter into a certain Water Revenue Loan and Disbursement Agreement (the "Agreement") and to borrow money thereunder in a principal amount not to exceed $2,000,000, pursuant to the provisions of Section 384.24A of the Code of Iowa, for the purpose of paying the cost, to that extent, of planning, designing, and constructing improvements and extensions to the System (the "Project'), and has published notice of the proposed action and has held a hearing thereon on June 2, 2025; and WHEREAS, the City proposes to issue Taxable Water Revenue Bonds, Series 2025 (the "Series 2025 Bonds") to the Iowa Finance Authority, an agency and public instrumentality of the State of Iowa, as lender (the "Lender"), in order to pay the costs of the Project; and WHEREAS, the City is authorized and empowered by Chapter 384 of the Code of Iowa (the "Act") to borrow money for the System, and the City Council has adopted a master resolution (the "Master Resolution") on October 20, 2008, authorizing the issuance from time to time of Senior Bonds, including Senior SRF Bonds (each as defined in the Master Resolution); and WHEREAS, Section 8.3 of the Master Resolution authorizes the Council to adopt a Series Resolution (as defined in the Master Resolution) to provide for the issuance of Senior Bonds, and this Series Resolution constitutes a Series Resolution under the Master Resolution; and WHEREAS, for the purposes of this issuance, the Series 2025 Bonds shall be deemed to be Senior SRF Bonds; and Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-676213 WHEREAS, the obligations of the Issuer under the Series 2025 Bonds and the Agreement shall be payable solely and only from the Net Revenues of the System and certain funds and accounts created and pledged under this Series Resolution and the Master Resolution; and WHEREAS, it is necessary at this time for the City Council to approve the Agreement with the Lender and to issue the Series 2025 Bonds in evidence thereof in the principal amount of $1,941,000; and WHEREAS, upon completion of the Project, a portion of the principal amount borrowed under the Agreement will be forgiven by the Lender; NOW, THEREFORE, Be It Resolved by the City Council of the City of Dubuque, Iowa, as follows: Section 1. Definitions. Terms used herein and not defined herein shall have the meaning given to them in this Series Resolution and the Master Resolution unless the text expressly or by necessary implication requires otherwise: "Agreement" means the Loan and Disbursement Agreement between the Issuer and the Lender related to the Series 2025 Bonds. "Bonds" or "Series 2025 Bonds" means the $1,941,000 Taxable Water Revenue Bonds, Series 2025, in one or more series. "Closing Date" shall mean the date of delivery of the Series 2025 Bonds, with any final changes to such date as set forth in the Agreement. "Loan" shall mean the loan made pursuant to the Agreement and evidenced by the Series 2025 Bonds. "Outstanding IFA Notes" shall mean the Issuer's outstanding Water Revenue Capital Loan Note, Series 2007, dated October 18, 2007; Water Revenue Capital Loan Note, Series 2010C, dated February 12, 2010; Water Revenue Capital Loan Note, Series 2017, dated July 7, 2017; and Water Revenue Capital Loan Note, Series 2019, dated August 9, 2019, all of which are held by the Iowa Finance Authority, as lender. "Outstanding IFA Note Resolutions" shall mean the resolutions authorizing the issuance of the Outstanding IFA Notes, which shall be recognized as Series Resolutions. "Paying Agent" shall mean the City Treasurer, or such successor as may be approved by the Issuer as provided herein and who shall carry out the duties prescribed herein with respect to maintaining a register of the owners of the Series 2025 Bonds. Unless otherwise specified, the Registrar shall also act as the Paying Agent for the Series 2025 Bonds. "Senior Bond Issuance Documents" means a Supplemental Resolution, Obligation Issuance Documents, indenture or other document, as the case may be, authorizing and issuing a series of Senior Bonds, including Senior SRF Bonds. Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-6762\3 "Series 2007 Note" shall mean the Issuer's outstanding Water Revenue Capital Loan Note, Series 2007, dated October 18, 2007. "Series 2007 Note Resolution" shall mean the resolution authorizing the issuance of the Series 2007 Note. "Series 2021C Bonds" shall mean the Issuer's outstanding Water Revenue Refunding Bonds, Series 2021C, dated August 19, 2021. "Series 2021 C Bond Resolution" shall mean the resolution authorizing the issuance of the Series 2021C Bonds, which shall be recognized as a Series Resolution. hereof. "Series 2025 Sinking Fund" means the fund by that name created pursuant to Section 14 "Series Resolution" or "Resolution" means this resolution. Section 2. Loan Authorization; Authorization for Execution and Delivery of Documents. Following the adoption of this Series Resolution and pursuant to Chapter 384 of the Code of Iowa, the City Council is hereby authorized to execute and deliver the Agreement with the Lender in the form which has been placed on file with the Council providing for a Loan in the aggregate principal amount of $1,941,000 for the purpose or purposes set forth in the preamble hereof. The Mayor and City Clerk are hereby authorized to execute and deliver the Agreement on behalf of the Issuer in the form presented to the Council, with final terms as determined by the Council and the Lender. The Mayor, City Clerk and City Treasurer are each authorized to execute and deliver the Series 2025 Bonds, any and all agreements, documents and instruments required related to the issuance of the Series 2025 Bonds and to carry out the purposes set forth in this Series Resolution, including but not limited to any tax certificates, closing certificates and purchase agreements. Section 3. Appointment of Registrar/Paying Agent. The City Treasurer is hereby designated as the Registrar and Paying Agent for the Series 2025 Bonds and may be hereinafter referred to as the "Registrar" or the "Paying Agent" in such capacities. Section 4. Source of Payment of the Series 2025 Bonds. The Series 2025 Bonds, when issued, will be Senior SRF Bonds under the Master Resolution and shall be payable solely from the Net Revenues of the System, and certain funds and accounts created and pledged under this Series Resolution and the Master Resolution. Section 5. Series 2025 Bonds Details; Form of Series 2025 Bonds. The Series 2025 Bonds are hereby authorized to be issued in evidence of the obligation of the Issuer under the Agreement, in the aggregate principal amount of $1,941,000, to be dated the Closing Date. The Series 2025 Bonds shall not bear interest. The Series 2025 Bonds may be in the denominations of $1,000 each or any integral multiple thereof and, at the request of the Lender, shall be initially issued as a single bond in the denomination of $1,941,000 and numbered R-1. Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-676213 The Series 2025 Bonds are subject to optional redemption by the Issuer at a price of par (i) on any date with the prior written consent of the Lender, or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any optional redemption of the Series 2025 Bonds by the Issuer may be made from any funds regardless of source, in whole or from time to time in part, in inverse order of maturity upon not less than thirty (30) days' notice of redemption by facsimile, e-mail, certified or registered mail to the Lender (or any other registered owner of the Series 2025 Bonds). The Series 2025 Bonds are also subject to mandatory redemption as set forth in Section 5 of the Agreement. The Bonds shall be fully registered as to principal in the names of the owners on the registration books of the City kept by the Registrar. Each Bond shall be transferable without cost to the registered owner thereof only upon the registration books of the City upon presentation to the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or the assignment form thereon completed and duly executed by the registered owner or the duly authorized attorney for such registered owner. The Series 2025 Bonds shall be executed on behalf of the Issuer with the official manual or facsimile signature of the Mayor and attested by the official manual or facsimile signature of the City Clerk, and shall be fully registered bonds without interest coupons. The issuance of the Series 2025 Bonds shall be recorded in the office of the City Treasurer, and the certificate on the back of each Series 2025 Bond shall be executed with the official manual or facsimile signature of the City Treasurer. In case any officer whose signature or the facsimile of whose signature appears on the Series 2025 Bonds shall cease to be such officer before the delivery of such Bonds, such signature or such facsimile signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery. If applicable pursuant to the Agreement, in addition to the payment of principal of the Series 2025 Bonds, the Issuer also agrees to pay the Initiation Fee and the Servicing Fee (defined in the Agreement) in accordance with the terms of the Agreement. The Series 2025 Bonds shall be in substantially the form attached as Exhibit A hereto. Section 6. Registration of Series 2025 Bonds, Designation of Registrar; Transfer; Ownership; Delivery; and Cancellation. The provisions of Section 2.4 of the Master Resolution, which contains covenants relating to the registration, transfer, delivery, and cancellation of Bonds, are hereby ratified and confirmed with respect to the Series 2025 Bonds. Section 7. Reissuance of Mutilated, Destroyed, Stolen or Lost Bond. The provisions of Section 2.5 of the Master Resolution, contains covenants relating to the reissuance of mutilated, destroyed, stolen, or lost Bonds, are hereby ratified and confirmed with respect to the Series 2025 Bonds. Section 8. Application of Loan Proceeds. The loan proceeds to be received under the Agreement (the "Loan Proceeds") shall be held by the Lender and disbursed for costs of the Project, as referred to in the preamble hereof. The Issuer shall keep a detailed and segregated accounting of the expenditure of, and investment earnings on, the Loan Proceeds to ensure compliance with the requirements of the Code (as defined in the Master Resolution). Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-676213 Section 9. Ratification of Master Resolution. All provisions of the Master Resolution are hereby ratified and confirmed, and are incorporated herein and certain provisions thereof are modified as applicable to the Series 2025 Bonds as provided herein. The Issuer hereby covenants that the requirements of Article 8 of the Master Resolution have been satisfied. Section 10. Rates and Charges; Independent Consultant. There have heretofore been established as required by law, just and equitable fees, rates and charges for the use of the services rendered by the System. As provided in Section 7.1 of the Master Resolution, so long as the Series 2025 Bonds are outstanding and unpaid, the Net Revenues of the System shall be sufficient in each Fiscal Year to (i) provide for 100% of the Maintenance Expenses of the System, (ii) equal at least 125% of the Debt Service Requirement, (iii) enable the Issuer to make all required payments, if any, into the Debt Service Reserve Fund, the Subordinate Bond Fund (if any), and the Rebate Fund, (iv) enable the Issuer to accumulate an amount which, in the judgement of the Council, is adequate to meet the costs of major renewals, replacements, repairs, additions, betterments, and improvements to the System, necessary to keep the same in good operating condition or as required by any governmental agency having jurisdiction over the System, and (v) remedy all deficiencies in required payments into any of the funds and accounts established under the Master Resolution or any Series Resolution. From and after the date on which the Series 2021C Bonds have been paid in -full (or the payment thereof provided for) and are no longer outstanding, the coverage percentage in the preceding sentence with respect to the Series 2025 Bonds shall be reduced from 125% to 110%. Section 11. Equality of Lien on Net Revenues. As provided in the Master Resolution, the timely payment of principal of the outstanding Series 2025 Bonds shall be secured equally and ratably with other Senior Bonds by the Net Revenues of the System without priority by reason of number or time of sale or delivery. Section 12. Establishment of Funds; Series 2025 Bond Sinking Fund; Debt Service Reserve Fund. The provisions of Article 6 of the Master Resolution, which provide for the establishment of the Revenue Fund, the Operation and Maintenance Fund, the Bond Principal and Interest Fund (the "Sinking Fund"), the Debt Service Reserve Fund, the Subordinate Bond Fund, the Surplus Fund, and the Rebate Fund, are hereby ratified and confirmed. Series 2025 Bond Sinking Fund. From and after the issuance of the Series 2025 Bonds and as long as the Series 2025 Bonds are outstanding, the Issuer shall establish and maintain a separate fund to be known as the Series 2025 Bond Sinking Fund. The Issuer shall transfer amounts on deposit in the Revenue Fund into the Series 2025 Bond Sinking Fund for the payment principal of the Series 2025 Bonds, on the 1 st day of each month commencing on the 1 st day of the month immediately succeeding the date of issuance and delivery of any of the Series 2025 Bonds in equal monthly amounts which, together with other monthly amounts made pursuant hereto, will be sufficient to pay principal of the Series 2025 Bonds due on the next succeeding date which principal of such Series 2025 Bonds are due and payable. If for any reason the amount on deposit in the Series 2025 Bond Sinking Fund exceeds the required amount, the excess shall be forthwith withdrawn therefrom by the Issuer and deposited into the Revenue Fund. If for any reason the amount on deposit in the Series 2025 Bond Sinking Fund is less than the required amount, the deficit shall forthwith be made up by the Issuer from available funds on deposit in the Revenue Fund as provided in Section 6.5 of the Master Resolution. Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-6762\3 Money in the Series 2025 Bond Sinking Fund shall be used solely for the purpose of paying principal of the Series 2025 Bonds as the same may become due and payable. Debt Service Reserve Fund. The provisions of Section 6.6 of the Master Resolution with respect to the Debt Service Reserve Fund are hereby recognized. The Series 2025 Bonds shall be issued as Senior SRF Bonds, and the Issuer shall not be required to make any payments into the Debt Service Reserve Fund under the provisions of this Resolution. The Series 2025 Bonds shall not be secured by or payable from amounts held in the Debt Service Reserve Fund, and the holders of the Series 2025 Bonds shall have no rights against the Debt Service Reserve Fund so long as any Senior Bonds secured by the Debt Service Reserve Fund remain outstanding. Section 13. Investment of Funds. Section 6.11 of the Master Resolution contains covenants relating to the investment of funds. All income derived from such investments shall be credited to the fund from which such investments were made. Such investments shall at any time necessary be liquidated and the proceeds thereof applied to the purpose for which the respective fund was created. Section 14. Amendment to Section 7.1(b)(a) of the Master Resolution: Rate Covenant. From and after the date on which the Series 2021 C Bonds have been paid in -full (or the payment thereof provided for) and are no longer outstanding, to the extent that (i) the Iowa Finance Authority (the "Authority") is then the sole owner and holder of all of the then outstanding Series 2025 Bonds and Outstanding IFA Notes; and (ii) such amendment would not be inconsistent with the covenants associated with any Additional Senior Bonds then outstanding, Section 7.1(b)(a) of the Master Resolution shall be permanently amended, with the written consent of the Authority to read as follows: (a) will equal at least 110% of the Debt Service Requirement on all Senior Bonds then Outstanding for the year of computation; Section 15. Amendment to Section 8.3 of the Master Resolution: Amendment to Section 21 of the Series 2007 Note Resolution: Restrictions on the Incurrence of Senior Bonds. From and after the date on which the Series 2021C Bonds have been paid in -full (or the payment thereof provided for) and are no longer outstanding, to the extent that (i) the Authority is then the sole owner and holder of all of the then outstanding Series 2025 Bonds and Outstanding IFA Notes; and (ii) such amendment would not be inconsistent with the covenants associated with any Additional Senior Bonds then outstanding, Section 8.3 of the Master Resolution and Section 21 of the Series 2007 Note Resolution are hereby permanently amended, with the consent of the Authority, to read as follows: Bonds (including refunding Bonds which do not meet the requirements of Section 8.2) may also be issued on a parity with the Senior Bonds pursuant to a Series Resolution, and the Bonds so issued shall constitute Senior Bonds. Any Senior Bonds shall not be entitled to priority or preference one over the other in the application of the Net Revenues of the System, regardless of the time or times of the issuance of such Senior Bonds, it being the intention of the Issuer that there shall be no priority among the Senior Bonds, regardless of the fact that they may have been actually issued and delivered at different times. The Issuer hereby reserves the right and privilege of issuing Senior Bonds without restriction. Dubuque / 430411-20 / Series Res (Lead Service Line)1911-6702-6762\3 Section 16. Covenants Regarding Operation of the S sy tem. Section 7.2 of the Master Resolution contains covenants relating to operation of the System. Section 17. Events of Default, Remedies The provisions of Article 10 of the Master Resolution, which contain covenants relating to events of default and remedies, are hereby ratified and confirmed with respect to the Series 2025 Bonds. Section 18. Additional Covenants, Representations and Warranties of the Issuer, Disposition of Proceeds. The Issuer certifies and covenants that the Issuer through its officers, will (a) make such further specific covenants, representations and assurances as may be necessary or advisable; (b) file such forms, statements and supporting documents as may be required and in a timely manner; and (c) if deemed necessary or advisable by its officers, employ and pay fiscal agents, financial advisors, attorneys and other persons to assist the Issuer in such compliance. Any and all of the officers of the Issuer and the System are hereby authorized and directed to take any and all actions as may be necessary to comply with the covenants herein contained. Section 19. Discharge and Satisfaction of Series 2025 Bonds. The provisions of Section 9.1 of the Master Resolution, which contains covenants relating to the discharge and satisfaction of Bonds, are hereby ratified and confirmed with respect to the Series 2025 Bonds. Section 20. Resolution a Contract. The provisions of this Series Resolution shall constitute a contract among the Issuer and the owners of the Series 2025 Bonds, and after the issuance of the Series 2025 Bonds, no change, variation or alteration of any kind in the provisions of this Series Resolution shall be made in any manner, except as provided in Section 21 or Section 22 hereof, until such time as the Series 2025 Bonds shall have been satisfied and discharged as provided in this Series Resolution. Section 21. Modification of Resolution Not Requiring the Consent of Owners of Series 2025 Bonds. The provisions of Section 11.1 of the Master Resolution, which contains covenants relating to amendment of the Resolution without consent of the holders of the Series 2025 Bonds, are hereby ratified and confirmed with respect to the Series 2025 Bonds. Section 22. Modification of Series Resolution Requiring Consent of Owners of Series 2025 Bonds. The provisions of Section 11.2 of the Master Resolution, which contains covenants relating to amendment of the Resolution with the consent of the holders of the Series 2025 Bonds, are hereby ratified and confirmed with respect to the Series 2025 Bonds. Section 23. Loan Forgiveness. As set forth in the Agreement, upon completion of the Project and receipt by the Lender of a certificate of completion from the City, a portion of the Loan shall be forgiven by the Lender. Section 24. Conflicting Provisions. All resolutions and orders or parts thereof in conflict with the provisions of this resolution are, to the extent of such conflict, hereby repealed. Section 25. Effective Date. This Series Resolution shall be in full force and effect immediately upon its adoption and approval, as provided by law. Section 26. Severability. If any section, paragraph, or provision of this Series Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-6762\3 unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions. Adopted and approved this August 18, 2025. ayor Attest: 41 City Clerk Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-6762\3 STATE OF IOWA DUBUQUE COUNTY SS: CITY OF DUBUQUE I, the undersigned, do hereby certify that I have in my possession or have access to the complete corporate records of the City and of its City Council and officers and that I have carefully compared the transcript hereto attached with the aforesaid corporate records and that the transcript hereto attached is a true, correct and complete copy of all the corporate records in relation to the authorization and approval of a certain Agreement and the issuance of $1,941,000 Taxable Water Revenue Bonds, Series 2025 of the City evidencing the City's obligation under the Agreement and that the transcript hereto attached contains a true, correct and complete statement of all the measures adopted and proceedings, acts and things had, done and performed up to the present time with respect thereto. I further certify that no appeal has been taken to the District Court from the decision of the City Council to enter into the Agreement or to issue the Series 2025 Bonds. WITNESS MY HAND this 13 day of AI V s I , 2025. City Clerk Dubuque / 430411-20 / Series Res (Lead Service Line)4911-6702-676213 STATE OF IOWA COUNTY OF DUBUQUE SS: CITY OF DUBUQUE I, the undersigned, City Clerk of the City of Dubuque, Iowa, do hereby certify that the City did heretofore establish a Municipal Waterworks Utility System (hereinafter referred to as the "System") prior to January 1, 1961, that the management and control of the System are vested in the City Council of the City, and that no board of trustees exists which has any part of the control and management of such System. I further certify that there is not pending or threatened any question or litigation whatsoever touching the establishment, improvement or operation of such System and that there are no bonds or other obligations of any kind now outstanding which are payable from or constitute a lien upon the revenues derived from the operation of such System, except for the City's outstanding Water Revenue Capital Loan Note, Series 2007, dated October 18, 2007; Water Revenue Capital Loan Note, Series 2010C, dated February 12, 2010; Water Revenue Capital Loan Note, Series 2017, dated July 7, 2017; Water Revenue Capital Loan Note, Series 2019, dated August 9, 2019; Water Revenue Refunding Bonds, Series 2021C, dated August 19, 2021; and the Series 2025 Bonds currently being issued by the City. WITNESS MY HAND this day of } t t (l_S , 2025. City Clerk EXHIBIT A Form of Series 2025 Bond UNITED STATES OF AMERICA STATE OF IOWA DUBUQUE COUNTY CITY OF DUBUQUE TAXABLE WATER REVENUE BOND, SERIES 2025 No. R-1 $1,941,000 RATE MATURITY DATE BOND DATE 0% June 1, 2045 September 12, 2025 The City of Dubuque (the "City"), in Dubuque County, State of Iowa, for value received, promises to pay from the source and as hereinafter provided, on the maturity date of this Bond to IOWA FINANCE AUTHORITY or registered assigns, the principal sum of ONE MILLION NINE HUNDRED FORTY-ONE THOUSAND DOLLARS Principal shall be due and payable in installments in the amounts shown on the Principal Payment Schedule, attached hereto as Exhibit A, on June 1, 2026, and annually thereafter on June 1 in each year until the principal is fully paid, except that the final installments of the entire balance of principal, if not sooner paid, shall become due and payable on June 1, 2045. This Bond shall not bear interest. The City Clerk shall act as Registrar and Paying Agent and may be hereinafter referred to as the "Registrar" or the "Paying Agent." Payment of the principal of this Bond and premium, if any, shall be payable at the office of the Paying Agent to the registered owners thereof appearing on the registration books of the City at the addresses shown on such registration books. All such payments, except full redemption, shall be made to the registered owners appearing on the registration books at the close of business on the fifteenth day of the month next preceding the payment date. Final payment of principal shall only be made upon surrender of this Bond to the Paying Agent. This Bond is one of a series of bonds (the "Bonds") issued by the City to evidence its obligation under a certain Loan and Disbursement Agreement, dated the date hereof (the "Agreement") entered into by the City for the purpose of providing funds to pay a portion of the cost of planning, designing and constructing improvements and extensions (the "Project") to the Municipal Waterworks Utility System of the City (the "System"). A-1 Page 529 of 579 The Bonds are issued pursuant to and in strict compliance with the provisions of Sections 384.24A and 384.83 of the Code of Iowa, 2025, and all other laws amendatory thereof and supplemental thereto, and in conformity with a certain master resolution, adopted on October 20, 2008, and a certain series resolution, adopted on August 18, 2025, authorizing and approving the Agreement and providing for the issuance and securing the payment of the Bonds (together, the "Resolutions"), and reference is hereby made to the Resolutions and the Agreement for a more complete statement as to the source of payment of the Bonds and the rights of the owners of the Bonds. The Bonds shall be subject to optional redemption by the City at a price of (i) on any date with the prior written consent of the Iowa Finance Authority, or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any optional redemption of the Bonds by the City may be made from any funds regardless of source, in whole or from time to time in part, in inverse order of maturity upon not less than thirty (30) days' notice of redemption by e-mail, facsimile, certified or registered mail to the Iowa Finance Authority (or any other registered owner of the Bonds). The Bonds are also subject to mandatory redemption as set forth in Section 5 of the Agreement. The Bonds are not general obligations of the City but, together with the City's outstanding Water Revenue Capital Loan Note, Series 2007, dated October 18, 2007; Water Revenue Capital Loan Note, Series 2010C, dated February 12, 2010; Water Revenue Capital Loan Note, Series 2017, dated July 7, 2017; Water Revenue Capital Loan Note, Series 2019, dated August 9, 2019; Water Revenue Refunding Bonds, Series 2021C, dated August 19, 2021; and any additional obligations as may be hereafter issued and outstanding from time to time ranking on a parity therewith under the conditions set forth in the Resolutions, are payable solely and only out of the future Net Revenues (as defined in the Resolutions) of the System of the City, a sufficient portion of which has been ordered set aside and pledged for that purpose. This Bond is not payable or secured by the Reserve Fund established in the Outstanding Bond Resolutions (as defined in the Resolutions). This Bond is not payable in any manner by taxation, and under no circumstances shall the City be in any manner liable by reason of the failure of the said Net Revenues to be sufficient for the payment of this Bond. This Bond is fully negotiable but shall be fully registered as to both principal in the name of the owner on the books of the City in the office of the Registrar, after which no transfer shall be valid unless made on said books and then only upon presentation of this Bond to the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or the assignment form hereon completed and duly executed by the registered owner or the duly authorized attorney for such registered owner. The City, the Registrar and the Paying Agent may deem and treat the registered owner hereof as the absolute owner for the purpose of receiving payment of or on account of principal hereof, and premium, if any, and for all other purposes, and the City, the Registrar and the Paying Agent shall not be affected by any notice to the contrary. And It Is Hereby Certified, Recited and Declared that all acts, conditions and things required to exist, happen and be performed precedent to and in the issuance of the Bonds have existed, have happened and have been performed in due time, form and manner, as required by law, and that the issuance of the Bonds does not exceed or violate any constitutional or statutory limitation or provision. A-2 Page 530 of 579 IN TESTIMONY WHEREOF, the City of Dubuque, Iowa, has caused this Bond to be executed by its Mayor and attested by its City Clerk, all as of the Bond Date. CITY OF DUBUQUE, IOWA By (Do Not Sign) Mayor Attest: (Do Not Sign) City Clerk (On the back of each Bond the following certificate shall be executed with the duly authorized signature of the City Treasurer) STATE OF IOWA DUBUQUE COUNTY SS: CITY TREASURER'S CERTIFICATE CITY OF DUBUQUE The original issuance of the Bonds, of which this Bond is a part, was duly and properly recorded in my office as of the Bond Date. (Do Not Sign) City Treasurer A-3 Page 531 of 579 ABBREVIATIONS The following abbreviations, when used in this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties TEN - as joint tenants with right of survivorship and not as tenants in common UTMA (Custodian) As Custodian for (Minor) under Uniform Transfers to Minors Act (State) Additional abbreviations may also be used though not in the list above. ASSIGNMENT For valuable consideration, receipt of which is hereby acknowledged, the undersigned assigns this Bond to (Please print or type name and address of Assignee) PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE and does hereby irrevocably appoint , Attorney, to transfer this Bond on the books kept for registration thereof with full power of substitution. Dated: Signature guaranteed: Signature(s) must be guaranteed by an eligible guarantor institution which is a member of a recognized signature guarantee program. NOTICE: The signature to this Assignment must correspond with the name of the registered owner as it appears on this Bond in every particular, without alteration or enlargement or any change whatever. A-4 Page 532 of 579 EXHIBIT A PRINCIPAL PAYMENT SCHEDULE Date Date June 1 Amount June I Amount 2026 $96,000 2036 $97,000 2027 $95,000 2037 $97,000 2028 $95,000 2038 $98,000 2029 $95,000 2039 $98,000 2030 $96,000 2040 $98,000 2031 $96,000 2041 $98,000 2032 $96,000 2042 $99,000 2033 $96,000 2043 $99,000 2034 $97,000 2044 $99,000 2035 $97,000 2045 $99,000 W, Page 533 of 579 No. R-1 UNITED STATES OF AMERICA STATE OF IOWA DUBUQUE COUNTY CITY OF DUBUQUE TAXABLE WATER REVENUE BOND, SERIES 2025 RATE MATURITY DATE BOND DATE 0% June 1, 2045 September 12, 2025 $1,941,000 The City of Dubuque (the "City"), in Dubuque County, State of Iowa, for value received, promises to pay from the source and as hereinafter provided, on the maturity date of this Bond, to IOWA FINANCE AUTHORITY or registered assigns, the principal sum of ONE MILLION NINE HUNDRED FORTY-ONE THOUSAND DOLLARS Principal shall be due and payable in installments in the amounts shown on the Principal Payment Schedule, attached hereto as Exhibit A, on June 1, 2026, and annually thereafter on June 1 in each year until the principal is fully paid, except that the final installments of the entire balance of principal, if not sooner paid, shall become due and payable on June 1, 2045. This Bond shall not bear interest. The City Clerk shall act as Registrar and Paying Agent and may be hereinafter referred to as the "Registrar" or the "Paying Agent." Payment of the principal of this Bond and premium, if any, shall be payable at the office of the Paying Agent to the registered owners thereof appearing on the registration books of the City at the addresses shown on such registration books. All such payments, except full redemption, shall be made to the registered owners appearing on the registration books at the close of business on the fifteenth day of the month next preceding the payment date. Final payment of principal shall only be made upon surrender of this Bond to the Paying Agent. This Bond is one of a series of bonds (the "Bonds") issued by the City to evidence its obligation under a certain Loan and Disbursement Agreement, dated the date hereof (the "Agreement") entered into by the City for the purpose of providing funds to pay a portion of the cost of planning, designing and constructing improvements and extensions (the "Project") to the Municipal Waterworks Utility System of the City (the "System"). The Bonds are issued pursuant to and in strict compliance with the provisions of Sections 384.24A and 384.83 of the Code of Iowa, 2025, and all other laws amendatory thereof and supplemental thereto, and in conformity with a certain master resolution, adopted on October 20, 2008, and a certain series resolution, adopted on August 18, 2025, authorizing and approving the Agreement and providing for the issuance and securing the payment of the Bonds (together, the "Resolutions"), and reference is hereby made to the Resolutions and the Agreement for a more complete statement as to the source of payment of the Bonds and the rights of the owners of the Bonds. The Bonds shall be subject to optional redemption by the City at a price of (i) on any date with the prior written consent of the Iowa Finance Authority, or (ii) in the event that all or substantially all of the Project is damaged or destroyed. Any optional redemption of the Bonds by the City may be made from any funds regardless of source, in whole or from time to time in part, in inverse order of maturity upon not less than thirty (30) days' notice of redemption by e-mail, facsimile, certified or registered mail to the Iowa Finance Authority (or any other registered owner of the Bonds). The Bonds are also subject to mandatory redemption as set forth in Section 5 of the Agreement. The Bonds are not general obligations of the City but, together with the City's outstanding Water Revenue Capital Loan Note, Series 2007, dated October 18, 2007; Water Revenue Capital Loan Note, Series 2010C, dated February 12, 2010; Water Revenue Capital Loan Note, Series 2017, dated July 7, 2017; Water Revenue Capital Loan Note, Series 2019, dated August 9, 2019; Water Revenue Refunding Bonds, Series 2021C, dated August 19, 2021; and any additional obligations as may be hereafter issued and outstanding from time to time ranking on a parity therewith under the conditions set forth in the Resolutions, are payable solely and only out of the future Net Revenues (as defined in the Resolutions) of the System of the City, a sufficient portion of which has been ordered set aside and pledged for that purpose. This Bond is not payable or secured by the Reserve Fund established in the Outstanding Bond Resolutions (as defined in the Resolutions). This Bond is not payable in any manner by taxation, and under no circumstances shall the City be in any manner liable by reason of the failure of the said Net Revenues to be sufficient for the payment of this Bond. This Bond is fully negotiable but shall be fully registered as to both principal in the name of the owner on the books of the City in the office of the Registrar, after which no transfer shall be valid unless made on said books and then only upon presentation of this Bond to the Registrar, together with either a written instrument of transfer satisfactory to the Registrar or the assignment form hereon completed and duly executed by the registered owner or the duly authorized attorney for such registered owner. The City, the Registrar and the Paying Agent may deem and treat the registered owner hereof as the absolute owner for the purpose of receiving payment of or on account of principal hereof, and premium, if any, and for all other purposes, and the City, the Registrar and the Paying Agent shall not be affected by any notice to the contrary. And It Is Hereby Certified, Recited and Declared that all acts, conditions and things required to exist, happen and be performed precedent to and in the issuance of the Bonds have existed, have happened and have been performed in due time, form and manner, as required by law, and that the issuance of the Bonds does not exceed or violate any constitutional or statutory limitation or provision. Page 534 of 579 IN TESTIMONY WHEREOF, the City of Dubuque, Iowa, has caused this Bond to be executed by its Mayor and attested by its City Clerk, all as of the Bond Date. CITY OF DUBUQU IOWA B M r Attest: City Clerk STATE OF IOWA DUBUQUE COUNTY SS: CITY TREASURER'S CERTIFICATE CITY OF DUBUQUE The original issuance of the Bonds, of which this Bond is a part, was duly and properly recorded in my office as of the Bond Date. G City T yla-surer ABBREVIATIONS The following abbreviations, when used in this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common Lieu M (Custodian) As Custodian for (Minor) under Uniform Transfers to Minors Act (State) Additional abbreviations may also be used though not in the list above. ASSIGNMENT For valuable consideration, receipt of which is hereby acknowledged, the undersigned assigns this Bond to (Please print or type name and address of Assignee) PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE and does hereby irrevocably appoint _ thereof with full power of substitution. Dated: Signature guaranteed: Attorney, to transfer this Bond on the books kept for registration NOTICE: The signature to this Assignment must correspond with the name of the registered owner as it appears on this Bond in every particular, without alteration or enlargement or any change whatever. EXHIBIT A PRINCIPAL PAYMENT SCHEDULE Date Date June 1 Amount June 1 Amount 2026 $96,000 2036 $97,000 2027 $95,000 2037 $97,000 2028 $95,000 2038 $98,000 2029 $95,000 2039 $98,000 2030 $96,000 2040 $98,000 2031 $96,000 2041 $98,000 2032 $96,000 2042 $99,000 2033 $96,000 2043 $99,000 2034 $97,000 2044 $99,000 2035 $97,000 2045 $99,000 Page 536 of 579 Dubuque / 430411-20 / FDC-Rev CLOSING CERTIFICATE We, the undersigned, Mayor and City Clerk of the City of Dubuque, Iowa (the "City"), do hereby certify as of September 12, 2025 (the "Dated Date"), that we are now and were at the time of the execution of the City's $1,941,000 Taxable Water Revenue Bond, Series 2025 (the "Series 2025 Bond"), the officers respectively above indicated of the City; that in pursuance of Chapter 384 of the Code of Iowa, a certain master resolution adopted by the City Council on October 20, 2008 and a certain series resolution adopted by the City Council on August 18, 2025 (together, the "Resolutions"), and a certain Loan and Disbursement Agreement (the "Agreement"), by and between the City and the Iowa Finance Authority, Des Moines, Iowa, as lender (the "Lender"), the Series 2025 Bond has been heretofore lawfully authorized and this day by us lawfully issued and delivered to the Lender and pursuant to the Agreement, the Lender shall loan to the City the maximum sum of $1,941,000. Terms not otherwise defined herein shall have the meaning given such terms in the Resolutions and the Agreement. The Series 2025 Bond has been executed by the aforesaid officers; the certificate on the back of the Series 2025 Bond has been executed by the City Treasurer; and the Series 2025 Bond has been fully registered as to principal in the name of the Lender on the registration books of the City. We further certify that the Series 2025 Bond is being issued to evidence the City's obligation under the Agreement entered into by the City for the purpose of providing funds to pay a portion of the cost of planning, designing, and constructing improvements and extensions (the "Project") to the Municipal Waterworks Utility System (the "System") of the City. We further certify that no controversy or litigation is pending, prayed or threatened involving the incorporation, organization, existence or boundaries of the City or the titles of the aforesaid officers to their respective positions or the proceedings incident to the authorization of the Series 2025 Bond or in any way concerning the validity of the Series 2025 Bond or the power and duty of the City to appropriate and apply the Net Revenues (as defined in the Resolutions) from the operation of the System to the full and prompt payment of the principal of the Series 2025 Bond, and that none of the proceedings incident to the authorization and issuance of the Series 2025 Bond have been repealed or rescinded. We further certify that no appeal of the decision of the City to enter into the Agreement and to issue the Series 2025 Bond has been taken to the district court. We further certify that the City has no other bonds or obligations of any kind now outstanding secured by or payable from the revenues to be derived from the operation of the System, except the City's outstanding Water Revenue Capital Loan Note, Series 2007, dated October 18, 2007; Water Revenue Capital Loan Note, Series 2010C, dated February 12, 2010; Water Revenue Capital Loan Note, Series 2017, dated July 7, 2017; Water Revenue Capital Loan Note, Series 2019, dated August 9, 2019; and Water Revenue Refunding Bonds, Series 2021 C, dated August 19, 2021. We further certify that no board of trustees has been created for the management and control of the System and such management and control are vested in the City Council of the City. We further certify that all meetings held in connection with the Series 2025 Bond were open to the public at a place reasonably accessible to the public and that notice was given at least 24 hours prior to the commencement of all meetings by advising the news media who requested notice of the time, date, place and the tentative agenda and by posting such notice and agenda at the City Hall or principal office of the City on a bulletin board or other prominent place which is easily accessible to the public and is the place designated for the purpose of posting notices of meetings. -1- DORSEY & WHITNEY LLP, ATTORNEYS, DES MOINES, IOWA Page 537 of 579 Dubuque / 43041 l -20 / FDC-Rev IN WITNESS WHEREOF, we have hereunto affixed our hands on the Dated Date. CITY OF DUBUQUE, IOWA ayor Attest: 17 City Clerk -2- DORSEY & WHnWEY LLP, ATTORNEYS, DES MOWES, IOWA Loan summary Loan Closing Date Final Disbursement Date Final Maturity Date Loan Period in Years Total Loaned Amount 0.5% Initiation Fee Net Proceeds to Borrower Annual Interest Rate Total Interest Servicing Fee Rate Total Servicing Fees Total Loan Costs Estimated Schedule City of Dubuque Water Revenue Bond FS-31-23-DWSRF-012 (Lead Service Line) Sep 12, 2025 Feb 13, 2026 Jun 1, 2045 20 $ 1,941,000.00 9,705.00 $ 1,931,295.00 0.00% 0.25% $ 49,818.68 $ 59,523.68 Initiation Fee - P & D Payoff - Estimated Draw # 1- Estimated Draw #2- Estimated Draw #3- Estimated Draw #4- Estimated Draw #5- Estimated Draw #6- Estimated Draw #7- Estimated Draw #8- Estimated Draw Schedule Sep 12, 2025 Sep 12, 2025 Sep 19, 2025 Oct 10, 2025 Oct 31, 2025 Nov 21, 2025 Dec 12, 2025 Jan 2, 2026 Jan 23, 2026 Feb 13, 2026 9,705.00 - 241,411.88 241,411.88 241,411.88 241,411.88 241,411.88 241,411.88 241,411.88 241,411.88 Total Loaned Amount 1 1,941,000.00 SRF STATE REVOLVING FUND Payment Beginning Servicing Total Loan Total Annual Debt Ending Date Balance Principal Interest Fee Payment Service Balance Dec 1, 2025 733,940.63 0.00 917.43 917.43 733,940.63 Jun 1, 2026 1,941,000.00 96,000.00 0.00 2,426.25 98,426.25 99,343.68 1,845,000.00 Dec 1, 2026 1,845,000.00 0.00 2,306.25 2,306.25 1,845,000.00 Jun 1, 2027 1,845,000.00 95,000.00 0.00 2,306.25 97,306.25 99,612.50 1,750,000.00 Dec 1, 2027 1,750,000.00 0.00 2,187.50 2,187.50 1,750,000.00 Jun 1, 2028 1,750,000.00 95,000.00 0.00 2,187.50 97,187.50 99,375.00 1,655,000.00 Dec 1, 2028 1,655,000.00 0.00 2,068.75 2,068.75 1,655,000.00 Jun 1, 2029 1,655,000.00 95,000.00 0.00 2,068.75 97,068.75 99,137.50 1,560,000.00 Dec 1, 2029 1,560,000.00 0.00 1,950.00 1,950.00 1,560,000.00 Jun 1, 2030 1,560,000.00 96,000.00 0.00 1,950.00 97,950.00 99,900.00 1,464,000.00 Dec 1, 2030 1,464,000.00 0.00 1,830.00 1,830.00 1,464,000.00 Jun 1, 2031 1,464,000.00 96,000.00 0.00 1,830.00 97,830.00 99,660.00 1,368,000.00 Dec 1, 2031 1,368,000.00 0.00 1,710.00 1,710.00 1,368,000.00 Jun 1, 2032 1,368,000.00 96,000.00 0.00 1,710.00 97,710.00 99,420.00 1,272,000.00 Dec 1, 2032 1,272,000.00 0.00 1,590.00 1,590.00 1,272,000.00 Jun 1, 2033 1,272,000.00 96,000.00 0.00 1,590.00 97,590.00 99,180.00 1,176,000.00 Dec 1, 2033 1,176,000.00 0.00 1,470.00 1,470.00 1,176,000.00 Jun 1, 2034 1,176,000.00 97,000.00 0.00 1,470.00 98,470.00 99,940.00 1,079,000.00 Dec 1, 2034 1,079,000.00 0.00 1,348.75 1,348.75 1,079,000.00 Jun 1, 2035 1,079,000.00 97,000.00 0.00 1,348.75 98,348.75 99,697.50 982,000.00 Dec 1, 2035 982,000.00 0.00 1,227.50 1,227.50 982,000.00 Jun 1, 2036 982,000.00 97,000.00 0.00 1,227.50 98,227.50 99,455.00 885,000.00 Dec 1, 2036 885,000.00 0.00 1,106.25 1,106.25 885,000.00 Jun 1, 2037 885,000.00 97,000.00 0.00 1,106.25 98,106.25 99,212.50 788,000.00 Dec 1, 2037 788,000.00 0.00 985.00 985.00 788,000.00 Jun 1, 2038 788,000.00 98,000.00 0.00 985.00 98,985.00 99,970.00 690,000.00 Dec 1, 2038 690,000.00 0.00 862.50 862.50 690,000.00 Jun 1, 2039 690,000.00 98,000.00 0.00 862.50 98,862.50 99,725.00 592,000.00 Dec 1, 2039 592,000.00 0.00 740.00 740.00 592,000.00 Jun 1, 2040 592,000.00 98,000.00 0.00 740.00 98,740.00 99,480.00 494,000.00 Dec 1, 2040 494,000.00 0.00 617.50 617.50 494,000.00 Jun 1, 2041 494,000.00 98,000.00 0.00 617.50 98,617.50 99,235.00 396,000.00 Dec 1, 2041 396,000.00 0.00 495.00 495.00 396,000.00 Jun 1, 2042 396,000.00 99,000.00 0.00 495.00 99,495.00 99,990.00 297,000.00 Dec 1, 2042 297,000.00 0.00 371.25 371.25 297,000.00 Jun 1, 2043 297,000.00 99,000.00 0.00 371.25 99,371.25 99,742.50 198,000.00 Dec 1, 2043 198,000.00 0.00 247.50 247.50 198,000.00 Jun 1, 2044 198,000.00 99,000.00 0.00 247.50 99,247.50 99,495.00 99,000.00 Dec 1, 2044 99,000.00 0.00 123.75 123.75 99,000.00 Jun 1, 2045 99,000.00 99,000.00 0.00 123.75 99,123.75 99,247.50 0.00 As of 8/5/2025 INVESTING IN IOWA'S WATER www.iowasrf.com Page 539 of 579 LOAN AND DISBURSEMENT AGREEMENT $1,941,000 TAXABLE WATER REVENUE BONDS (INCLUDES A PORTION AS A FORGIVABLE LOAN) This Loan and Disbursement Agreement (the "Agreement") is made and entered into as of September 12, 2025, by and between the City of Dubuque, Iowa (the "Participant") and the Iowa Finance Authority, an agency and public instrumentality of the State of Iowa (the "Issuer"). WHEREAS, the Issuer, in cooperation with the Iowa Department of Natural Resources (the "Department'), is authorized to undertake the creation, administration and financing of the Iowa Drinking Water Facilities Financing Program (the "Program") established in Sections 16.131 through 16.135 and Sections 455B.291 through 455B.299 of the Code of Iowa, 2025 (the "Act'), including, among other things, the making of loans to Water Systems for purposes of the Program; and WHEREAS, the Participant desires to participate in the Program as a means of financing all or part of the cost of replacing certain lead service lines that make up a part of the drinking water treatment facilities serving the Participant and its residents; and WHEREAS, to assist in financing the Project (defined herein), the Issuer desires to make a loan to the Participant in the amount set forth in Section 2 hereof; and WHEREAS, pursuant to federal requirements applicable to the capitalization grants, the Issuer desires to make a portion of such loan to the Participant forgivable, pending satisfaction of Program requirements, all as set forth in Section 16 hereof, NOW, THEREFORE, the parties agree as follows: Section 1. Definitions. In addition to other definitions set forth herein, the following terms as used in this Agreement shall, unless the context clearly requires otherwise, have the following meanings: (a) "Bonds" shall mean any State Revolving Fund Revenue Bonds that were or in the future are issued by the Issuer for the purpose of providing moneys to finance the Loan to the Participant. (b) "Code" shall mean the Internal Revenue Code of 1986, as amended, and all lawfully promulgated regulations thereunder. (c) "Project' shall mean the particular construction activities approved by the Department and being undertaken by the Participant with respect to the operation or infrastructure of the Water System for the purpose of providing safe drinking water to the customers thereof, as described in the Resolution. OS/0 L/2020 (d) "Regulations" shall mean the administrative rules of the Department relating to the Program, set forth in Title 567, Chapter 44 of the Iowa Administrative Code, and the administrative rules of the Issuer relating to the Program set forth in Title 265, Chapter 26 of the Iowa Administrative Code, and the federal requirements described in Section 18 of this Agreement and set forth on Exhibit C attached hereto. (e) "Resolution" shall mean the resolution of the City Council of the Participant, providing for the authorization and issuance of the Revenue Bond, attached hereto as Exhibit B, adopted on August 18, 2025, approving and authorizing the execution of this Agreement and the issuance of the Revenue Bond (as defined herein). (f) "Water System" shall mean the drinking water system of the Participant, all facilities being used in conjunction therewith and all appurtenances and extensions thereto, including but not limited to the water facilities which the Participant is financing under this Agreement. Section 2. Loan; Purchase of Revenue Bond. The Issuer agrees to purchase a duly authorized and issued water revenue bond or capital loan note of the Participant (the "Revenue Bond") in order to make a loan to the Participant, and will disburse proceeds as set forth herein. The Participant agrees to borrow and accept from the Issuer, a loan in the principal amount of $1,941,000 (the "Loan"). The Participant shall use the proceeds of the Loan strictly (a) to finance a portion of the costs of construction of the Project and (b), where applicable, to reimburse the Participant for a portion of the costs of the Project, which portion was paid or incurred in anticipation of reimbursement through the Program and which is eligible for such reimbursement under and pursuant to the Regulations and the Code. Section 3. Disbursements. Proceeds of the Loan shall be made available to the Participant in the form of one or more periodic disbursements as provided in this Section. The Issuer thereafter shall make disbursements of a portion of the Loan for payment of costs of the Project upon receipt of the following: (a) a completed payment request on a form acceptable to and available from the Issuer; (b) current construction payment estimates; (c) engineering service statements; (d) purchase orders or invoices for items not included within other contracts; and (e) evidence that the costs for which the disbursement is requested have been incurred. Solely with respect to the request for the final disbursement of proceeds of the Loan, the Participant shall submit to the Issuer (via the Department), in addition to items (a) through (e) 2 above, a certification of completion and acceptance of the Project by the Participant or evidence of an acceptable settlement if the Project is subject to a dispute between the Participant and any contractor. Disbursements shall be made in a timely fashion following the receipt of the information as set forth above. Unless otherwise agreed to in writing by the Issuer, funds shall be payable to the Participant via automated clearinghouse system transfer to the account specified by the Participant. Section 4. Completion of Project. The Participant covenants and agrees (i) to exercise its best efforts in accordance with prudent water treatment utility practices to complete the Project; and (ii) to provide from its own fiscal resources all monies, in excess of the total amount of Loan proceeds it receives under the Agreement, required to complete the Project. Section 5. Repayment of Loan; Issuance of Revenue Bonds. The Participant's obligation to repay the Loan and interest thereon shall be evidenced by the Revenue Bond in the principal amount of the Loan, complying in all material respects with the Regulations and being in substantially the form set forth in the Resolution, which Resolution is attached hereto as Exhibit B. The Revenue Bond shall be delivered to the Issuer as the original purchaser and registered holder thereof at the closing of the Loan. The Revenue Bond shall be accompanied by a legal opinion of bond counsel, in form satisfactory to the Issuer, to evidence the legality and security position of the Revenue Bond. The parties agree that a payment of principal of or interest on the Revenue Bond shall be deemed to be a payment of the same on the Loan and a payment of principal of or interest on the Loan shall be deemed to be a payment of the same on the Revenue Bond. Unless otherwise agreed to in writing by the Issuer, all payments of principal and interest due under the Loan shall be made via automated clearinghouse transfer, from an account specified by the Participant. The Revenue Bond shall be dated the date of delivery to the Issuer, with interest and the Servicing Fee (together, the "Interest Rate" as set forth in Section 6 hereof) payable semiannually on June 1 and December 1 of each year (unless the resolution authorizing a previous series of outstanding bonds on a parity with the Revenue Bond requires interest to be paid on other interest payment dates, in which case such other dates shall apply) from the date of each disbursement of a part of the Loan from the Issuer to the Participant (which are initially expected to be on approximately the dates set forth on Exhibit A attached hereto and incorporated herein). The first repayment of principal of the Loan shall be due and payable not later than one year after substantial completion of the Project and payments of principal, interest and the Servicing Fee shall continue thereafter until paid in full. Following the final disbursement of Loan proceeds to the Participant, Exhibit A shall be adjusted by the Issuer, (i) with the approval of the Participant, based upon actual disbursements to the Participant under the Agreement, and (h) taking into account the forgiveness by the Issuer of the portion of the Loan principal described in Section 16 below. Such revised Exhibit A thereafter shall be deemed to be incorporated herein by reference and made a part hereof and shall supersede and replace that initially attached hereto and to the Revenue Bond. The Revenue Bond shall be subject to optional redemption by the Participant at a price of par plus accrued interest (i) on any date upon receipt of written consent by the Issuer, or (ii) in 3 the event that all or substantially all of the Project is damaged or destroyed. Any such optional redemption of the Revenue Bond by the Participant may be made from any funds regardless of source, in whole or from time to time in part, upon not less than thirty (30) days' notice of redemption by e-mail, facsimile or by certified or registered mail to the Issuer (or any other registered owner of the Revenue Bond). The Revenue Bond is also subject to mandatory redemption in the event the costs of the Project are less than initially projected, in which case the amount of the Loan shall be reduced to an amount equal to the actual Project costs disbursed. The Participant and the Issuer agree that following such adjustment, the principal amount due under the Revenue Bond shall be automatically reduced to equal the principal amount of the adjusted Loan (and that the principal amount of the adjusted Loan will take into account any Loan forgiveness under Section 16 hereof). The Revenue Bond and the interest thereon and any additional obligations as may be hereafter issued and outstanding from time to time under the conditions set forth in the Resolution shall be payable solely and only from the Net Revenues (as defined in the Resolution) of the Water System of the Participant, a sufficient portion of which has been and shall be ordered set aside and pledged for such purpose under the provisions of the Resolution. Neither this Agreement nor the Revenue Bond is a general obligation of the Participant, and under no circumstance shall the Participant be in any manner liable by reason of the failure of the aforesaid Net Revenues to be sufficient to pay the Revenue Bond and the interest thereon or to otherwise discharge the Participant's obligation hereunder. Section 6. Interest Rate and Servicing Fees. (a) The Participant agrees to pay a Loan servicing fee (the "Servicing Fee") to the Issuer in an amount equal to 0.25% per annum of the principal amount of the Loan outstanding. The Servicing Fee shall be paid as described in Section 5 and Section 6(c) hereof. (b) The Loan shall bear interest at 0% per annum (the "Rate"). As described in Section 5, payments hereunder shall be calculated based on the Rate plus the Servicing Fee (such 0.25%, the "Interest Rate"). Section 7. Compliance with Applicable Laws, Performance Under Loan Agreement; Rates. The Participant covenants and agrees (i) to comply with all applicable State of Iowa and federal laws, rules and regulations (including but not limited to the Regulations), judicial decisions, and executive orders in the performance of the Agreement and in the financing, construction, operation, maintenance and use of the Project and the Water System; (ii) to maintain its Water System in good repair, working order and operating condition; (iii) to cooperate with the Issuer in the observance and performance of its respective duties, covenants, obligations and agreements under the Agreement; (iv) to comply with all terms and conditions of the Resolution; and (v) to establish, levy and collect rents, rates and other charges for the products and services provided by its Water System, which rents, rates and other charges shall be at least sufficient (A) to meet the operation and maintenance expenses of such Water System, (B) to produce and maintain Net Revenues at a level not less than 110% of the amount of principal and interest on the Revenue Bond and any other obligations secured by a pledge of the Net Revenues falling due in the same year, (C) to comply with all covenants pertaining thereto contained in, and all other provisions of, any bond resolution, trust indenture or other security agreement, if any, relating to any bonds or other evidences of indebtedness issued or to be issued 0 by the Participant, (D) to pay the debt service requirements on any bonds, notes or other evidences of indebtedness, whether now outstanding or incurred in the future, secured by such revenues or other receipts and issued to finance improvements to the Water System and to make any other payments required by the laws of the State of Iowa, (E) to generate funds sufficient to fulfill the terms of all other contracts and agreements made by the Participant, including, without limitation, the Agreement and the Revenue Bond and (F) to pay all other amounts payable from or constituting a lien or charge on the operating revenues of its Water System. Section 8. No Exclusion of Interest from Gross Income. Interest on the Revenue Bond is included in the gross income of the holders thereof for federal income tax purposes. Interest on the Revenue Bond is also not exempt from present Iowa income taxes. Section 9. Insurance, Audits; Disposal of Property. The Participant covenants and agrees (a) to maintain insurance on, or to self -insure, the insurable portions of the Water System of a kind and in an amount which normally would be carried by private companies engaged in a similar type of business, (b) to keep proper books and accounts adapted to the Water System, showing the complete and correct entry of all transactions relating thereto, and to cause said books and accounts to be audited or examined by an independent auditor or the State Auditor (i) at such times and for such periods as may be required by the federal Single Audit Act of 1984, OMB Circular A-133 or State law, and (ii) at such other times and for such other periods as may be requested at any time and from time to time by the Issuer (which requests may require an audit to be performed for a period that would not otherwise be required to be audited under State law), and (c) unless the Participant has received a waiver and consent from the Issuer, it shall not sell, lease or in any manner dispose of the Water System, or any capital part thereof, including any and all extensions and additions which may be made thereto, until the Revenue Bond shall have been paid in full or otherwise discharged as provided in the Resolution; provided, however, that the Participant may dispose of any property which in the judgment of its governing body is no longer useful or profitable to use in connection with the operation of the Water System or essential to the continued operation thereof. Section 10. Maintenance of Documents; Access. The Participant agrees to maintain its project accounts in accordance with generally accepted accounting principles ("GAAP") as issued by the Governmental Accounting Standards Board ("GASB") pronouncements, including GASB Statement No. 34 relating to the reporting of infrastructure assets. The Participant agrees to permit the Issuer or its duly authorized representative access to all files and documents relating to the Project for purposes of conducting audits and reviews in accordance with any of the Regulations. Section 11. Continuing Disclosure. As a means of enabling the Issuer to comply with the "continuing disclosure" requirements set forth in Rule 15c2-12 (the "Rule") of the Securities and Exchange Commission, the Participant agrees, during the term of the Loan, but only upon written notification from the Issuer to the Participant that this Section 11 applies to such Participant for a particular fiscal year, to provide the Issuer with (i) the comprehensive audit report of the Participant, prepared and certified by an independent auditor or the State Auditor, or unaudited financial information if the audit is not available, not later than 180 days after the end of each fiscal year for which this section applies and (ii) such other information and operating 5 data as the Issuer may reasonably request from time to time with respect to the Water System, the Project or the Participant. The Participant hereby consents to the inclusion of all or any portion of the foregoing information and materials in a public filing made by the Issuer under the Rule. The Participant agrees to indemnify and hold harmless the Issuer, and its officers, directors, employees and agents from and against any and all claims, damages, losses, liabilities, reasonable costs and expenses whatsoever (including attorney fees) which such indemnified party may incur by reason of or in connection with the disclosure of information permitted under this Section; provided that no such indemnification shall be required for any claims, damages, losses, liabilities, costs or expenses to the extent, but only to the extent, caused by the willful misconduct or gross negligence of the Issuer in the disclosure of such information. Section 12. Events of Default. If any one or more of the following events occur, it is hereby defined as and declared to constitute an "Event of Default' under this Agreement: (a) Failure by the Participant to pay, or cause to be paid, any Loan repayment (including the Servicing Fee) required to be paid under this Agreement when due, which failure shall continue for a period of fifteen (15) days. (b) Failure by the Participant to make, or cause to be made, any required payments of principal, redemption premium, if any, and interest on any bonds, notes or other obligations of the Participant (other than the Loan and the Revenue Bond), the payment of which are secured by operating revenues of the Water System. (c) Failure by the Participant to observe and perform any duty, covenant, obligation or agreement on its part to be observed or performed under the Agreement or the Resolution, other than the obligation to make Loan repayments, which failure shall continue for a period of thirty (30) days after written notice, specifying such failure and requesting that it be remedied, is given to the Participant by the Issuer, unless the Issuer shall agree in writing to an extension of such time prior to its expiration or the failure stated in such notice is correctable but cannot be corrected in the applicable period, in which case the Issuer may not unreasonably withhold its consent to an extension of such time up to one hundred twenty (120) days from the delivery of the written notice referred to above if corrective action is commenced by the Participant within the applicable period and diligently pursued until the Event of Default is corrected. Section 13. Remedies on Default. Whenever an Event of Default shall have occurred and be continuing, the Issuer shall have the right to take any action authorized under the Regulations, the Revenue Bond or this Agreement and to take whatever other action at law or equity may appear necessary or desirable to collect the amounts then due and thereafter to become due under the Agreement or to enforce the performance and observance of any duty, covenant, obligation or agreement of the Participant under the Agreement or the Resolution. Section 14. Amendments. This Agreement may not be amended, supplemented or modified except by a writing executed by all of the parties hereto. 2 Section 15. Termination. The Participant understands and agrees that the Loan may be terminated at the option of the Issuer if construction of the Project has not commenced within one year of the date of execution of this Agreement, all as set forth in the Regulations. Section 16. Principal Forgiveness. Notwithstanding any provision of this Agreement to the contrary, following completion of the Project and receipt by the Issuer of a certificate of completion from the Participant, a portion of the Loan in an amount equal to the forgiveness percentage identified in Exhibit A applied to the aggregate amount of disbursements under the Loan (the "Principal Forgiveness") shall be forgiven by the Issuer, andno payments of principal or interest shall be due with respect to the Principal Forgiveness after the date of such Principal Forgiveness (provided, however, that any accrued interest due on such portion up to, but not including, the date of such forgiveness shall be paid as otherwise required by under this Agreement). The Issuer will provide written notification to the Participant of the applicable Principal Forgiveness, which notification may be in the form of the final Exhibit A delivered pursuant to Section 5. Section 17. Rule of Construction. This Agreement is executed pursuant to the provisions of Section 384.24A of the Act and shall be read and construed as conforming to all provisions and requirements of that statute. In the event of any inconsistency or conflict between the terms and conditions of the Revenue Bond and the Act, this Agreement or the Regulations, the parties acknowledge and agree that the terms of the Act, this Agreement and the Regulations, as the case may be, shall take precedence over any such terms of the Revenue Bond and shall be controlling, and that the payment of principal and interest on the Loan shall at all times conform to the schedule set forth on Exhibit A, as adjusted, and the Regulations. Section 18. Federal Requirements. The Participant agrees to comply with all applicable federal requirements including, but not limited to, those described on Exhibit C attached hereto. Section 19. Application of Uniform Electronic Transactions Act. The Issuer and the Participant agree this Agreement and all documents related thereto and referenced herein may be entered into and provided for pursuant to and in accordance with Chapter 554D of the Act. 7 IN WITNESS WHEREOF, we have hereunto affixed our signatures all as of the date first above written. Attest: City Clerk CITY OF DUBUQUE, IOWA By: r Mayor [Participant Signature Page to LDA] IN WITNESS WHEREOF, I have hereunto affixed my signature all as of the date first above written. IOWA FINANCE AUTHORITY By: Its: [IFA Signature Page to LDA] EXHIBIT A ESTIMATED DISBURSEMENTS AND DEBT SERVICE REPAYMENT SCHEDULE EXHIBIT B AUTHORIZATION/ISSUANCE RESOLUTION OF PARTICIPANT EXHIBIT C FEDERAL REQUIREMENTS 1. The Participant shall comply with the federal Davis -Bacon and Related Acts, codified at 40 U.S.C. Sections 3140 through 3148. 2. Reserved. 3. As the Project is required to comply with the provisions of Build America, Buy America Act ("BABA") of the Infrastructure Investment and Jobs Act, all iron and steel, manufactured products, and construction materials used in the Project shall be produced in the United States in compliance with and within the meaning of the provisions of BABA, such provisions being at Sec. 70901 et seq. of the Infrastructure Investment and Jobs Act, as those provisions are further interpreted by applicable EPA guidance, except to the extent waivers to the requirements of BABA have been granted by the EPA. 4. As total expenditures of federal financial assistance received from all sources exceeds $750,000 in this year, the Participant shall comply with the Federal Single Audit Act (SAA) of 1984, as amended by the Federal Single Audit Act Amendments of 1996 (see 2 CFR 200 Subpart F) and have an audit of their use of federal financial assistance. The Participant agrees to provide the Authority with a copy of the SAA audit within 9 months of the audit period.