Appropriation Order (Somerville) Green Line Extension 11_16 (3) -Final — File 202365

AN ORDER MAKING AN APPROPRIATION OF $50,000,000 TO PAY COSTS RELATED TO THE EXTENSION OF THE MASSACHUSETTS BAY TRANSPORTATION AUTHORITY’S GREEN LINE IN THE CITY OF SOMERVILLE, AND APPROVING THE FILING OF SPECIAL ENABLING LEGISLATION RELATED THERETO, AND AUTHORIZING THE ISSUANCE OF NOT EXCEEDING $50,000,000 BONDS OF THE CITY TO MEET SAID APPROPRIATION Ordered: Section 1. That the Mayor’s request for approval of the Board of Aldermen to make an appropriation of $50,000,000 to pay costs of the Massachusetts Bay Transportation Authority’s Green Line extension in the City, as such costs may from time to time be assessed to the City by The Commonwealth of Massachusetts (the “Commonwealth”) acting through its Department of Transportation, or any other agency or entity thereof, including costs incidental and related thereto, is hereby approved, and to meet this appropriation, the Mayor and the City Treasurer are authorized to borrow not exceeding $50,000,000, and to issue bonds or notes of the City therefor, and pending the issuance thereof the making of temporary borrowings for such purpose is hereby approved, and further, that the Mayor and the City Treasurer are the officers authorized to issue and sell said bonds or bond anticipation notes in accordance with the provisions set forth herein and in Chapter 44 of the General Laws of Massachusetts or pursuant to any other enabling authority. No amounts shall be borrowed or expended pursuant to this order until the enactment of the special enabling legislation in substantially the form requested in Section 7 of this order. Section 2. The bonds shall bear such rate or rates of interest as shall be determined by the Mayor and the City Treasurer. They shall be general obligations of the City and each of the bonds shall recite that every requirement of law relating to its issue has been duly complied with and that such bond is within every debt and other limit subscribed by law and that the full faith and credit of the City are pledged to the payment of the principal thereof and interest thereon. Said bonds shall be sold by the City Treasurer with the approval of the Mayor, in a competitive offering or by negotiation, in their discretion. If sold in a competitive offering, the bonds shall be sold at not less than ninety-eight percent of their face amount and accrued interest on the basis of the lowest net or true interest cost to the City. If the bonds are sold by negotiation, the purchase agreement shall be subject to the approval of the Mayor and the City Treasurer, and their execution thereof shall be deemed as conclusive evidence of such approval. Section 3. The City hereby expresses its official intent pursuant to §1.150-2 of the Federal Income Tax Regulations, Title 26 (the “Regulations”), to reimburse expenditures paid sixty days prior to and any time after the date of passage of this Order in the maximum amount and for the projects defined in Section 1 with the proceeds of bonds, notes, or other obligations authorized to be issued by the City. The bonds shall be issued to reimburse such expenditures not later than 18 months after the later of the date of the expenditure or the substantial completion of the project, or such later date the Regulations may authorize. The City hereby certifies that the intention to reimburse as expressed herein is based upon its reasonable expectations as of this date. The City Treasurer or his designee is authorized to pay project expenses in accordance herewith pending the issuance of reimbursement bonds, and to amend this declaration.

Section 4. The Mayor and the City Treasurer are hereby authorized, on behalf of the City to enter into agreements or otherwise covenant for the benefit of bondholders, to provide information on an annual or other periodic basis to the Municipal Securities Rulemaking Board (the “MSRB”) and to provide notices to the MSRB of significant events as enumerated in Securities and Exchange Commission Exchange Act Rule 15c2-12, as amended, as may be necessary, appropriate or desirable to effect the sale of the bonds and notes authorized by this Order. Any agreements or representations to provide information to the MSRB made prior hereto are hereby confirmed, ratified and approved. Section 5. The amounts appropriated herein may be expended subject to approval of the Mayor and City Treasurer for costs of issuance of the bonds and additional fees associated with the provision of credit enhancement, including letters of credit or municipal bond insurance deemed necessary or desirable by them in connection with the issuance of the bonds and they are authorized to execute such reimbursement agreements, remarketing agreements, standby bond purchase agreements or other customary agreements as are normally required in connection therewith. Section 6. Any premium received by the City upon the sale of any bonds or notes approved by this order, less any such premium applied to the payment of the costs of issuance of such bonds or notes, may be applied to the payment of costs approved by this order in accordance with Chapter 44, Section 20 of the General Laws, thereby reducing the amount authorized to be borrowed to pay such costs by a like amount. Section 7. The Mayor is authorized to petition the General Court for special enabling legislation authorizing the City to appropriate funds for the purposes of this order, and providing authority to meet any such appropriation through the borrowing of money. Such special enabling legislation shall be in substantially the form set forth below, with such changes as the Mayor shall approve, so long as any such changes are not inconsistent with the purposes of this order: AN ACT AUTHORIZING THE CITY OF SOMERVILLE TO BORROW FUNDS TO PAY COSTS OF THE GREEN LINE EXTENSION. Be it enacted by the Senate and House of Representatives in General Court assembled, and by the authority of the same as follows: SECTION 1. The city of Somerville is authorized to incur indebtedness to a maximum amount of fifty million dollars to pay costs related to the extension by the Massachusetts Bay Transportation Authority’s green line into the city, as such costs shall be assessed upon the city by the Commonwealth, acting by and through the department of transportation, or any other applicable department or agency thereof. The incurring of indebtedness pursuant to this act shall otherwise be subject to the applicable provisions of chapter 44 of the general laws, except that any such indebtedness shall not be subject to the limit on indebtedness set forth in chapter 44, section 10 of the general laws. To effectuate the contribution by the city of Somerville to the extension of the green line as provided in this act, the mayor of the city of Somerville is authorized to enter into such agreements with the Commonwealth, or any department or agency thereof, and upon such

terms and conditions, as such officer shall determine to be in the city’s best interests. Any borrowing for the purposes of this act approved by the City prior to the effective date of this act is hereby legalized, validated, approved and confirmed in all respects. SECTION 2. Notwithstanding any general or special law to the contrary, the first installment of principal on any bonds or notes issued pursuant to this act shall be made not later than 10 years following the original date of issue of such bonds or notes. Notwithstanding section 17 of chapter 44 of the General Laws or any other general or special law to the contrary, the city of Somerville may issue temporary loans, including temporary loans to refund prior temporary loans, in anticipation of the issuance of bonds issued pursuant to this act for periods of not more than 10 years from the date of issue of an original temporary loan. No part of a temporary loan shall be paid from revenue funds during such 10-year period. Notwithstanding any general or special law to the contrary, bonds issued by the city of Somerville pursuant to this act shall be payable over a term not in excess of 30 years, without regard to the term of any temporary loans issued by the city of Somerville in anticipation of any such bonds, and shall be payable in such amounts and at such time or times as the mayor and city treasurer shall determine. SECTION 3. This act shall take effect upon its passage. AM 60274675.2