City of Leawood Governing Body Meeting Agenda

CITY OF LEAWOOD AUGUST 2021 SEPTEMBER 2021 GOVERNING BODY S M T W T F S S M T W T F S 1 2 3 4 5 6 7 1 2 3 4 MEETING AGENDA 8 9 10 11 12 13 14 5 6* 7 8 9 10 11 Monday, August 2, 2021 15 16 17 18 19 20 21 12 13 14 15 16 17 18 Council Chamber 22 23 24 25 26 27 28 19 20 21 22 23 24 25 4800 Town Center Drive 29 30 31 26 27 28 29 30 Leawood, KS 66211 7:00 P.M.

AGENDA

(This agenda is subject to changes, additions or deletions at the discretion of the City Council) Mayor Peggy Dunn Councilmembers Ward One Ward Two Ward Three Ward Four Debra Filla Jim Rawlings Chuck Sipple Julie Cain Andrew Osman Mary Larson Lisa Harrison James Azeltine 1. ROLL CALL

2. PLEDGE OF ALLEGIANCE

3. APPROVAL OF AGENDA

4. CITIZEN COMMENTS Members of the public are welcome to use this time to make comments about City matters that do not appear on the agenda, or about items that will be considered as part of the consent agenda. It is not appropriate to use profanity or comment on pending litigation, municipal court matters or personnel issues. Comments about items that appear on the action agenda will be taken as each item is considered. CITIZENS ARE REQUESTED TO KEEP THEIR COMMENTS UNDER 5 MINUTES. A TOTAL OF 30 MINUTES WILL BE ALLOCATED PER MEETING FOR CITIZEN COMMENTS.

5. PROCLAMATIONS

6. PRESENTATIONS/RECOGNITIONS

7. SPECIAL BUSINESS A. Ordinance authorizing and providing for the issuance and delivery of $47,790,000.00 General Obligation Temporary Notes Series, 2021-1, of the City of Leawood, Kansas, to provide funds to finance the cost of certain public improvement projects within the City; providing for the levy and collection of an annual tax, if necessary, for the purpose of paying the principal of and interest on said notes as they become due; authorizing certain other documents and actions in connection therewith; and making certain covenants with respect thereto (F)

If you require any accommodation (i.e. qualified interpreter, hearing assistance, etc.) in order to attend this meeting, please notify this office at 913.339.6700 or Email at [email protected] no later than 96 hours prior to the scheduled commencement of the meeting. K:\Clerks\Agenda\2021 Agendas\8.02.21.docx B. Resolution prescribing the form and details of and authorizing and directing the issuance, sale and delivery of $47,790,000.00 General Obligation Temporary Notes Series, 2021- 1, of the City of Leawood, Kansas; providing for the levy and collection of an annual tax, if necessary, for the purpose of paying the principal of and interest on said notes as they become due; making certain covenants and agreements to provide for the payment and security thereof; and authorizing certain other documents and actions connected therewith (F)

C. Ordinance authorizing and providing for the issuance and delivery of $18,860,000.00 General Obligation Bonds, Series 2021-A, of the City of Leawood, Kansas, to provide funds to finance the cost of certain public improvements within the City; providing for the levy and collection of an annual tax for the purpose of paying the principal of and interest on said bonds as they become due; authorizing certain other documents and actions in connection therewith; and making certain covenants with respect thereto (F)

D. Resolution prescribing the form and details of and authorizing and directing the sale and delivery of $18,860,000.00 General Obligation Bonds, Series 2021-A, of the City of Leawood, Kansas, previously authorized by Ordinance No. ____ of the City; making certain covenants and agreements to provide for the payment and security thereof; and authorizing certain other documents and actions connected therewith (F)

8. CONSENT AGENDA Consent agenda items have been studied by the Governing Body and determined to be routine enough to be acted upon in a single motion. If a Councilmember requests a separate discussion on an item, it can be removed from the consent agenda for further consideration. A. Accept Appropriation Ordinance Nos. 2021-29 and 2021-30 B. Accept Minutes of the July 19, 2021 Governing Body meeting C. Accept Minutes of June 10, 2021 Parks & Recreation Advisory Board meeting D. Accept Minutes of the May 24, 2021 Leawood Arts Council meeting E. Resolution approving and authorizing the Mayor to execute an extension to the Financial Services Agreement dated August 17, 2015, between the City and Commerce Bank to provide certain banking service needs to the City of Leawood for a term ending December 31, 2022 (F) F. Resolution approving and authorizing the termination of an Escrow Agreement between the City and The Perry M. Sharp Trust C and The Bank of Blue Valley pertaining to the Stormwater Improvement District SBD #2779 and repealing Resolution Nos. 4753 and 4754 (F) G. Resolution approving and authorizing the Mayor to execute a fourth Amendment to Golf Facility Management Agreement between the City and Troon Golf, LLC (PR) H. Resolution approving and authorizing the Mayor to execute an Agreement between the City and Superior Electrical Construction in the amount of $21,460.00 for the installation of vehicle power charging stations (PD) I. Approve payment in the amount of $51,290.00 for the purchase of (1) 2022 Tesla Model Y Electric vehicle (PD) J. Approve payment in an amount not to exceed $50,000 to Challenger TeamWear for Soccer Leagues (PR) K. Approve payment in the amount of $16,620.08 to Van-Wall Equipment, Inc., for the purchase of (1) John Deere 1200 Hydro Rake (PR)

2 The next regular meeting of the Leawood Governing Body will be Monday, August 16, 2021 L. Approve payment in the amount of $63,600.14 to Professional Turf Products for (1) Toro 5010-Hybrid Fairway Mower (PR) M. Approve Surplus of miscellaneous Aquatic Center equipment to Purple Wave Auction (PR)

9. MAYOR’S REPORT

10. COUNCILMEMBERS’ REPORT

11. CITY ADMINISTRATOR REPORT

12. STAFF REPORT

13. COMMITTEE RECOMMENDATIONS [From the July 13, 2021 Planning Commission meeting] A. Ordinance approving Planning Commission’s recommendation of denial of a rezoning from AG (Agricultural) and SD-O (Planned Office) to MXD (Mixed Use Development District), Preliminary Plan and Preliminary Plat for Cameron’s Court, located south of 133rd Street and west of State Line Road. (PC 49-20) [Remanded to the Planning Commission at the request of the applicant]

Staff Comment: The applicant has advised the City that he intends to make changes to the plan that was considered by the Planning Commission. They are, therefore, requesting that this item be remanded back to the Planning Commission without being heard by the Governing Body so that the Planning Commission can consider the proposed changes. The City Administrator concurs with this request.

B. Ordinance amending Section 16-2-10.3 of the Leawood Development Ordinance entitled “Materials and Colors” pertaining to roofing materials for single family residential structures, and repealing existing Section 16-2-10.3 and other sections in conflict herewith. (PC 80-21) [ROLL CALL VOTE]

14. OLD BUSINESS Ordinance amending Section 5-523 of the Code of the City of Leawood, 2000, pertaining to massage establishment facilities and repealing existing Section 5-523, and other sections in conflict herewith (C) [ROLL CALL VOTE]

15. NEW BUSINESS

Schedule Governing Body meeting for Monday, August 16, 2021 at 7:00 P.M.

ADJOURN

3 The next regular meeting of the Leawood Governing Body will be Monday, August 16, 2021 Mayor and City Council

Leawood operates under a Council/Mayor form of government, with a separately elected mayor and 8 council persons. Council members are elected on a non-partisan basis from 4 wards. The Council develops policies and provides direction for the professional City administration. Regular meetings of the Leawood City Council are held the first and third Mondays of each month. Copies of the agenda are available at the Office of the City Clerk on the Friday prior to the meeting. Number of Votes Required: Non-zoning Ordinances: Majority of the members-elect of the City Council [5] Charter Ordinances: 2/3 of members-elect of Governing Body [6] Zoning Ordinances and other Planning Commission Recommendations: • Passage of Ordinances Subject to Protest Petition: ¾ majority of members of Governing Body [7] • Approving Planning Commission Recommendation: Majority of the members-elect of the City Council [5] • Remanding to Planning Commission: Majority of the members-elect of the City Council [5] • Approving, Overriding, Amending or Revising Recommendation after Remand: Majority of the members-elect of the City Council [5] • Overriding, Amending or Revising Recommendation: 2/3 majority of membership of Governing Body [6] Note: Mayor may cast deciding vote when vote is one less than required.

DATE TIME SUBJECT LOCATION Tuesday, Sept. 7, 2021 7:00 P.M. Governing Body meeting Council Chamber

4 The next regular meeting of the Leawood Governing Body will be Monday, August 16, 2021 7A . l f\ 7 e, , 1 D.

CITY OF LEAWOOD Me1110

To: Mayor Peggy Dunn and City Council Members From: Dawn Long, Finance Director Date: August 2, 2021 Re: Bond and Note Financing Documents

Recommendation:

Please approve the following documents authorizing the issuance and delivery of General Obligation Temporary Notes and General Obligation Refunding Bonds:

Note Ordinance and Resolution for $47,790,000.

GO Bond Ordinance and Resolution for $18,860,000.

Because the temporary note and bond sale will not be completed until August 2nd, there is some information missing on the attached documents. You will be receiving updated ordinances and resolutions at the council meeting as well as a new memo detailing the bidding information.

Background:

The temporary notes issued total $47,790,000. This includes $4,600,000 for the Pool House Replacement, $9,000,000 for Fire Station No. 1 Replacement, $560,000 for the Ironwoods Pond Renovation, $12,700,000 for the Parks Maintenance Facility, $10,000,000 for Mission Road - 133rc1 to 143rc1, $400,000 for 83rd Street -State Line to W. City Limits, $510,000 for Tomahawk Creek Parkway, $300,000 for 2023 Residential Street Reconstruction, $3,000,000 for the 2020 Storm water Drainage Improvement, $3,440,000 for the 2022 Storm water Drainage Improvement, $165,000 for the Pedestrian Signal Crossing, $2,060,000 for Burying Power Lines on Mission Road - 127t11 to 133rc1 and $1,055,000 for Buryingof Power Lines on Mission Road -97th Place to 103rd street.

The GO Bonds issued total $18,860,000. This includes $10,520,000 for 143rc1 Street -Windsor to Kenneth, $2,795,000 for the 2019 Residential Street Reconstruction, $3,135,000 for the 2018 Storm water Improvements, $1,635,000 for Burying of Power Lines on Mission Rd -1191h to 127t11 Street and $775,000 for Burying of Power Lines on Mission Rd - 92nd to Ranchmart Shopping Center.

During the August 2, 2021 Council meeting, a representative from Stifel, Nicolaus and Company will present the results of the bond offering.

• Page 1 7A.

GILMORE & BELL, P.C. DRAFT

ORDINANCE NO.

THE CITY OF LEAWOOD, KANSAS

PASSED

AUGUST 2, 2021

$ ____ GENERAL OBLIGATION BONDS SERIES 2021-A ORDINANCE NO.

AN ORDINANCEAUTHORIZING AND PROVIDINGFOR THE ISSUANCE AND DELIVERY OF$ GENERAL OBLIGATION BONDS, SERIES 2021-A, OF THE CITY OF LEAWOOD, KANSAS, TO PROVIDE FUNDS TO FINANCE THE COST OF CERTAIN PUBLIC Th1PROVEMENTS WITHIN THE CITY; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUAL TAX FOR THE PURPOSE OF PAYING THE PRINCIPAL OF AND INTEREST ON SAID BONDS AS THEY BECOME DUE; AUTHORIZING CERTAIN OTHER DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH; AND MAKING CERTAIN COVENANTS WITH RESPECT THERETO.

WHEREAS, the City of Leawood, Kansas (the "City") is a city of the first class, duly created, organized and existing under the Constitution and laws of the State; and

WHEREAS, pursuant to law, by proceedings duly had, the City Council (the "Governing Body") of the City has authorized the following internal improvements (the "Improvements") to be made in the City, to-wit: Project Project Allocable Number Description Ord./Res. No. Authoritv Principal Amount

80129 143rd Street - Windsor Lane to Res. 4435 / K.S.A. 12-687 $10,520,000 Kenneth Road Improvement Res. 5597 Project

80219 2019 Residential Street Res. 4914 K.S.A. 12-614 2,795,000 ReconstructionProject

80255 2018 Storm water Drainage Ord.2833 K.S.A. 13-1055a 3,135,000 Improvement Project and 13-1055b

82065 Mission Road - 119th to 127th Res. 4916 / K.S.A.12-687 1,635,000 Improvement Project 5585

82074 Mission Road - 92nd to North Res. 4915 K.S.A. 12-687 775,000 Boundary of Ranchmart Center Improvement Project Total: $18,860,000

; and

WHEREAS, the City has previously issued the following temporary notes to provide funds to financecosts of the Improvements (the "Existing Notes"): Dated Date Maturity Date Outstanding Amount

2020-1 August 20, 2020 September 1, 2021 $33,370,000

; and WHEREAS, the Improvements are now complete, and the Governing Body of the City is authorized by law to issue general obligation bonds of the City to finance the costs of the Improvements; and

WHEREAS, it is proposed that the City issue general obligation bonds in order to permanently financethe cost of the Improvements that are now complete and to refund a portion of the Existing Notes related thereto; and

WHEREAS, the Governing Body of the City has advertised the sale of the Bonds in accordance with the law and at a meeting held in the City on this date, awarded the sale of such Bonds to the best bidder.

NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF LEAWOOD, KANSAS, AS FOLLOWS:

Section 1. Definitions of Words and Terms. In addition to words and terms defined elsewhere herein, the following words and terms in this Ordinance shall have the meanings hereinafter set forth. Unless the context shall otherwise indicate, words importing the singular number shall include the plural and vice versa, and words importing persons shall include firms, associations and corporations, including public bodies, as well as natural persons.

"Act" means the Constitution and statutes of the State including K.S.A. 10-101 to 10-125, inclusive, K.S.A. 10-620 et seq., K.S.A. 12-614 et seq., K.S.A. 12-685 et seq., and K.S.A. 13-1055a and 13-1055b, each as amended and supplemented.

"Bond and Interest Fund" means the Bond and Interest Fund of the City for its general obligation bonds.

"Bond Resolution" means the resolution to be adopted by the Governing Body of the City prescribing the terms and details of the Bonds and making covenants with respect thereto.

"Bonds" means the City's General Obligation Bonds, Series 2021-A, dated the date of delivery of the Bonds to the Original Purchaser, authorized by this Ordinance.

"City" means the City of Leawood, Kansas.

"City Treasurer" or "City Finance Director" means the duly appointed and acting Treasurer or Finance Director of the City, or in the absence of the Treasurer or Finance Director, the Deputy or person acting in such capacity, as the case may be.

"Clerk" means the duly appointed and/or acting Clerk of the City or, in the Clerk's absence, the duly appointed Deputy, Assistant or Acting Clerk of the City.

"Existing Notes" means the Series 2020-1 Notes maturing on September 1, 2021 in the aggregate principal amount of $33,370,000.

"Governing Body" means the City Council of the City.

"Improvements" means the improvements referredto in the preambles to this Ordinance and any Substitute Improvements.

"Mayor" means the duly elected and acting Mayor of the City or, in the Mayor's absence, the duly appointed and/or elected Mayor Pro Ternor Acting Mayor of the City.

2 "Ordinance" means this Ordinance authorizing the issuance of the Bonds.

"Original Purchaser" means, with respect to the Bonds, the Original Purchaser of the Bonds identified as such in the Bond Resolution.

"Series 2020-1 Notes" means the City's General Obligation Temporary Notes, Series 2020-1, dated August 20, 2020, in the original principal amount of $33,370,000.

"State" means the State of Kansas.

"Substitute Improvements" means the substitute or additional improvements of the City authorized in the manner set forth in the Bond Resolution.

Section 2. Authorization of the Bonds. There shall be authorized and directed to be issued the General Obligation Bonds, Series 2021-A, of the City in the principal amount of$ , forthe purpose of providing funds to: (a) pay costs of the Improvements; (b) retire a portion of the Existing Notes; and (c) pay costs of issuance of the Bonds.

Section 3. Security for the Bonds. The Bonds shall be general obligations of the City payable as to both principal and interest from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The fullfaith, credit and resources of the City are hereby irrevocably pledged forthe prompt payment of the principal of and interest on the Bonds as the same become due.

Section 4. Terms, Details and Conditions of the Bonds. The Bonds shall be dated and bear interest, shall mature and be payable at such times, shall be in such forms, shall be subject to redemption and payment prior to the maturity thereof, and shall be issued and delivered in the manner prescribed and subject to the provisions, covenants and agreements set forth in the Bond Resolution hereafter adopted by the GoverningBody of the City.

Section 5. Execution and Delivery. The Mayor and City Clerk of the City are hereby authorized and directed to prepare and execute the Bonds and to procure the proper registration in the office of the City Clerk and in the office of the State Treasurer of the State of Kansas, and when so executed and registered, said Bonds shall be delivered to the Original Purchaser upon payment of the purchase price therefor as provided in the Bond Resolution.

Section 6. Disposition of Proceeds. The proceeds of the sale of the Bonds shall be deposited with the City Treasurer and used and applied as provided in the Bond Resolution.

Section 7. Levy and Collection of Annual Tax. The Governing Body of the City shall annually make provision forthe payment of principalof, premium, if any, and interest on the Bonds as the same become due by levying and collecting the necessary taxes upon all of the taxable tangible property within the City in the manner provided by law.

The taxes above referred to shall be extended upon the tax rolls in each of the several years, respectively, and shall be levied and collected at the same time and in the same manner as the general ad valorem taxes of the City are levied and collected, shall be used solely for the payment of the principal of and interest on the Bonds as and when the same become due and the feesand expenses of the Paying Agent. The proceeds derived fromsaid taxes shall be deposited in the Bond and Interest Fund.

If at any time said taxes are not C<:Jllected in time to pay the principal of or interest on the Bonds when due, the City Treasurer and City Finance Director are hereby authorized and directed to pay said

3 principal or interest out of the general funds of the City and to reimburse said general funds formoney so expended when said taxes are collected.

Section 8. Further Authority. The Mayor, Clerk and other City officials are hereby further authorized and directed to execute any and all documents and take such actions as they may deem necessary or advisable in order to carry out and perform the purposes of the Ordinance, and to make alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and confirmed which they may approve, and the execution or taking of such action shall be conclusive evidence of such necessity or advisability.

Section 9. Governing Law. This Ordinance and the Bonds shall be governedexclusively by and construed in accordance with the applicable laws of the State.

Section 10. EffectiveDate. This Ordinance shall take effect and be in fullforce from and after its passage by the GoverningBody of the City, approval by the Mayor and publication in the official City newspaper.

[BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]

4 PASSED by the GoverningBody of the City this 2nd day of August, 2021.

APPROVED by the Mayor this 2nd day of August, 2021.

(SEAL)

Peggy J. Dunn, Mayor

ATTEST:

Kelly Varner, City Clerk

APPROVED AS TO FORM:

Bond Counsel

(Signature Page to Bond Ordinance - Series 2021-A Bonds) GILMORE & BELL, P.C. DRAFT

RESOLUTION NO.

THE CITY OF LEAWOOD, KANSAS

ADOPTED

AUGUST 2, 2021

$ ____ GENERAL OBLIGATION BONDS SERIES 2021-A TABLE OF CONTENTS

ARTICLE I DEFINITIONS

Section 101. Definitionsof Words and Terms ...... 1

ARTICLE II AUTHORIZATION ANDDETAILS OF THE BONDS

Section 201. Authorization of the Bonds ...... 8 Section 202. Description of the Bonds ...... 8 Section 203. Designation of Paying Agent and Bond Registrar...... 9 Section 204. Method and Place of Payment of the Bonds...... 9 Section 205. Payments Due on Saturdays, Sundays and Holidays ...... IO Section 206. Registration, Transfer and Exchange of Bonds ...... 10 Section 207. Execution, Registration, Authentication and Delivery of Bonds ...... 11 Section 208. Mutilated, Lost, Stolen or Destroyed Bonds ...... 11 Section 209. Cancellation and Destruction of Bonds Upon Payment ...... 12 Section 210. Book-Entry Bonds; Securities Depository ...... 12 Section 211. Nonpresentment of Bonds ...... 13 Section 212. Preliminary and Final Official Statement...... 13 Section 213. Sale of the Bonds...... 14

ARTICLE III REDEMPTION OF BONDS

Section 301. Redemption by City...... 14 Section 302. Selection of Bonds to be Redeemed ...... 14 Section 303. Notice and Effect of Call for Redemption ...... 14

ARTICLE IV SECURITY FOR BONDS

Section 401. Security for the Bonds ...... 16 Section 402. Levy and Collection of Annual Tax; Transfer to Debt Service Account ...... 16

ARTICLE V ESTABLISHMENT OF FUNDSAND ACCOUNTS DEPOSIT AND APPLICATION OF BOND PROCEEDS

Section 501. Creation of Funds and Accounts ...... 17 Section 502. Deposit of Bond Proceeds ...... 1 7 Section 503. Application of Moneys in the Improvement Fund ...... 17 Section 504. Substitution of Improvements; Reallocation of Proceeds ...... 17 Section 505. Application of Moneys in the Redemption Fund ...... 18 Section 506. Application of Moneys in Debt Service Account...... 18 Section 507. Application of Moneys in the Rebate Fund ...... 18 Section 508. Deposits and Investment of Moneys ...... 19 ARTICLE VI DEFAULT AND REMEDIES

Section 60 I . Remedies ...... 19 Section 602. Limitation on Rights of Owners ...... 19 Section 603. Remedies Cumulative...... 20

ARTICLE VII DEFEASANCE

Section 701. Defeasance...... 20

ARTICLE VIII TAX COVENANTS

Section 801. General Covenants ...... 21 Section 802. Survival of Covenants ...... 21

ARTICLE IX CONTINUINGDISCLOSURE REQUIREMENTS

Section 90 I. Disclosure Requirements ...... 21 Section 902. Failure to Comply with Continuing Disclosure Requirements ...... 21

ARTICLE X MISCELLANEOUS PROVISIONS

Section I 00 I. Annual Audit ...... 21 Section 1002. Amendments ...... 22 Section 1003. Notices, Consents and Other Instruments by Owners ...... 23 Section 1004. Notices ...... 23 Section 1005. Electronic Transactions ...... 23 Section 1006. Further Authority ...... 23 Section 1007. Severability ...... 24 Section 1008. Governing Law ...... 24 Section 1009. Effective Date ...... 24

E){J{JBJTA- FORM OF BONDS ...... A-1

11 RESOLUTION NO.

A RESOLUTION PRESCRIBING THE FORM AND DETAILS OF AND AUTHORIZING AND DIRECTING THE SALE AND DELIVERY OF$----- GENERAL OBLIGATION BONDS, SERIES 2021-A, OF THE CITY OF LEAWOOD, KANSAS, PREVIOUSLY AUTHORIZED BY ORDINANCE NO. __ OF THE CITY; MAKING CERTAIN COVENANTS AND AGREEMENTS TO PROVIDE FOR THE PAYMENT AND SECURITY THEREOF; AND AUTHORIZING CERTAIN OTHER DOCUMENTS AND ACTIONS CONNECTED THEREWITH.

WHEREAS, the City of Leawood, Kansas (the "City") is a city of the first class, duly created, organized and existing under the Constitution and laws of the State of Kansas; and

WHEREAS, the City Council of the City (the "Governing Body") has previously passed Ordinance No. __ (the "Ordinance") authorizing the issuance of the Bonds herein described; and

WHEREAS, the Ordinance authorized the Governing Body to adopt a resolution prescribing certain details and conditions of and to make certaincovenants with respect to the issuance of the Bonds.

NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF LEAWOOD, KANSAS, AS FOLLOWS:

ArticleI

DEFINITIONS

Section 101. Definitions of Words and Terms. In addition to words and terms defined elsewhere herein, the following words and terms as used in this Bond Resolution shall have the meanings hereinafterset forth. Unless the context shall otherwise indicate, words importing the singular number shall include the plural and vice versa, and words importing persons shall include firms, associations and corporations, including public bodies, as well as natural persons.

"Authorized Denomination" means $5,000 or any integral multiples thereof.

"Beneficial Owner" of the Bonds includes any Owner of the Bonds and any other Person who, directly or indirectly has the investment power with respect to such Bonds.

"Bond and Interest Fund" means the Bond and Interest Fund of the City forits general obligation bonds.

"Bond Counsel" means the firmof Gilmore & Bell, P.C., or any other attorneyor firm of attorneys whose expertise in matters relating to the issuance of obligations by states and their political subdivisions is nationally recognized and acceptable to the City.

"Bond Payment Date" means any date on which principal of or interest on any Bond is payable.

Leawood - FormBond Resolution (Series A) "Bond Register" means the books for the registration, transfer and exchange of Bonds kept at the office of the Bond Registrar.

"Bond Registrar" means the State Treasurer, and any successors and assigns.

"Bond Resolution" means this resolution relating to the Bonds.

"Bonds" means the General Obligation Bonds, Series 2021-A, authorized and issued by the City pursuant to the Ordinance and this Bond Resolution.

"Business Day" means a day other than a Saturday, Sunday or any day designated as a holiday by the Congress of the United States or by the Legislature of the State and on which the Paying Agent is scheduled in the normal course of its operations to be open to the public for conduct of its operations.

"Cede & Co." means Cede & Co., as nominee of DTC and any successor nominee ofDTC.

"City" means the City of Leawood, Kansas.

"Clerk" means the duly appointed and acting City Clerk of the City or, in the City Clerk's absence, the duly appointedDeputy, Assistant or Acting Clerk of the City.

"Code" means the Internal Revenue Code of 1986, as amended, and the applicable regulations promulgated thereunder by the United States Department of the Treasury.

"Costs of Issuance" means all costs of issuing the Bonds, including but not limited to all publication, printing, signing and mailing expenses in connection therewith, registration fees, financial advisory fees, all legal fees and expenses of Bond Counsel and other legal counsel, expenses incurred in connection with compliance with the Code, all expenses incurred in connection with receiving ratings on the Bonds, and any premiums or expenses incurred in obtaining municipal bond insurance on the Bonds.

"Dated Date" means the Issue Date.

"Debt Service Account" means the Debt Service Account for General Obligation Bonds, Series 2021-A created within the Bond and Interest Fund pursuant to Section 501 hereof.

"Debt Service Requirements" means the aggregate principal payments (whether at maturity or pursuant to scheduled mandatory sinking fund redemption requirements) and interest payments on the Bonds for the period of time for which calculated; provided, however, that forpurposes of calculating such amount, principal and interest shall be excluded from the determination of Debt Service Requirements to the extent that such principal or interest is payable from amounts deposited in trust, escrowed or otherwise set aside forthe payment thereof with the Paying Agent or other commercial bankor trust company located in the State and having fulltrust powers.

"Defaulted Interest" means interest on any Bond which is payable but not paid on any Interest Payment Date.

"Defeasance Obligations" means any of the following obligations:

(a) United States Government Obligations that are not subject to redemption in advance of their maturity dates; or

(b) obligations of any state or political subdivision of any state, the interest on which is excluded from gross income forfederal income tax purposes and which meet the followingconditions:

2 (1) the obligations are (i) not subject to redemption prior to maturity or (ii) the trustee for such obligations has been given irrevocable instructions concerning their calling and redemption and the issuer of such obligations has covenanted not to redeem such obligations other than as set forth in such instructions;

(2) the obligations are secured by cash or United States Government Obligations that may be applied only to principal of, premium, if any, and interest payments on such obligations;

(3) such cash and the principal of and interest on such United States Government Obligations (plus any cash in the escrow fund) are sufficient to meet the liabilities of the obligations;

(4) such cash and United States Government Obligations serving as security forthe obligations are held in an escrow fundby an escrow agent or a trustee irrevocablyin trust;

(5) such cash and United States Government Obligations are not available to satisfy any other claims, including those against the trustee or escrow agent; and

(6) such obligations are rated in a rating category by Moody's or Standard & Poor's that is no lower than the rating category then assigned by that Rating Agency to United States Government Obligations.

"Derivative" means any investment instrumentwhose market price is derived from the fluctuating value of an underlying asset, index, currency, futurescontract, including futures,options and collateralized mortgage obligations.

"Disclosure Undertaking" means the City's Continuing Disclosure Undertaking, as may be amended and supplemented, relating to certain obligations contained in the SEC Rule.

"DTC" means The Depository Trust Company, a limited-purpose trust company organized under the laws of the State of New York, and its successors and assigns, including any successor securities depository duly appointed.

"DTC Representation Letter" means the Blanket Letter of Representation from the City and the Paying Agent to DTC which provides for a book-entry system, or any agreement between the City and Paying Agent and a successor securities depository duly appointed.

"Event of Default" means each of the followingoccurrences or events:

(a) Payment of the principal and of the redemption premium, if any, of any of the Bonds shall not be made when the same shall become due and payable, either at Stated Maturity or by proceedings for redemption or otherwise;

(b) Payment of any installment of interest on any of the Bonds shall not be made when the same shall become due; or

(c) The City shall default in the due and punctual performance of any other of the covenants, conditions, agreements and provisions contained in the Bonds or in this Bond Resolution (other than the covenants relating to continuing disclosure requirements contained herein and in the Disclosure Undertaking) on the part of the City to be performed, and such default shall continue for thirty (30) days afterwritten notice specifying such default and requiring same to be remedied shall have been given to the City by the Owner of any of the Bonds then Outstanding.

3 "Federal Tax Certificate" means the City's Federal Tax Certificatedated as of the Issue Date, as the same may be amended or supplemented in accordance with the provisions thereof.

"Finance Director" means the duly appointed Director of Finance of the City or, in the absence of the Finance Director, the duly appointed Deputy Finance Directoror Acting Finance Director of the City.

"Financeable Costs" means the amount of expenditure foran Improvement which has been duly authorized by action of the GoverningBody to be financed by general obligation bonds, less: ( a) the amount of any temporary notes or general obligation bonds of the City which are currently Outstanding and available to pay such Financeable Costs; and (b) any amount of Financeable Costs which has been previously paid by the City or by any eligible source of funds unless such amounts are entitled to be reimbursed to the City under State or federal law.

"Fiscal Year" means the twelve month period ending on December 31.

"Funds and Accounts" means funds and accounts created pursuant to or referred to in Section 501 hereof.

"Governing Body" means the City Council of the City.

"Improvement Fund" means the Improvement Fund for General Obligation Bonds, Series 2021- A created pursuant to Section 501 hereof.

"Improvements" means the improvements referred to in the preamble to the Ordinance and any Substitute Improvements.

"Independent Accountanf' means an independent certified public accountant or firm of independent certified public accountants at the time employed by the City for the purpose of carrying out the duties imposed on the Independent Accountant by this Bond Resolution.

"Interest Payment Date(s)" means the Stated Maturity of an installment of interest on any Bond which shall be March 1 and September 1 of each year, commencing March 1, 2022.

"Issue Date" means the date when the City delivers the Bonds to the Original Purchaser in exchange for the Purchase Price.

"Issuer" means the City and any successors or assigns.

"Maturity" when used with respect to any Bond means the date on which the principal of such Bond becomes due and payable as therein and herein provided, whether at the Stated Maturity thereof or call forredemption or otherwise.

"Mayor" means the duly elected and acting Mayor, or in the Mayor's absence, the duly appointed and/or elected Mayor or Acting Mayor of the City.

"Moody's" means Moody's Investors Service, a corporation organized and existing under the laws of the State of Delaware, and its successors and assigns, and, if such corporation shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, "Moody's" shall be deemed to refer to any other nationally recognized securities rating agency designated by the City.

4 "Notice Address" means with respect to the following entities:

(a) To the City at:

City of Leawood, Kansas Attn: City Clerk 4800 Town Center Drive Leawood, Kansas 66211 Fax: (913) 339-6781

(b) To the Paying Agent at:

State Treasurer of the State of Kansas Landon Office Building 900 Southwest Jackson, Suite 201 Topeka, Kansas 66612-1235 Fax: (785) 296-6976

( c) To the Original Purchaser:

(d) To the Rating Agency(ies):

Moody's Municipal Rating Desk 7 World Trade Center 250 Greenwich Street 23rd Floor New York, New York 10007 or such other address as is furnishedin writing to the other parties referencedherein.

"Notice Representative" means:

(a) With respect to the City, the Clerk.

(b) With respect to the Bond Registrar and Paying Agent, the Director of Bond Services.

(d) With respect to any Rating Agency, any Vice President thereof.

"Official Statement" means City's Official Statement relating to the Bonds.

"Ordinance" means Ordinance No. __ of the City authorizing the issuance of the Bonds, as amended fromtime to time.

"Original Purchaser" means ______----� ----� the original purchaser of the Bonds, and any successors and assigns.

5 "Outstanding" means, when used with reference to the Bonds, as of a particular date of determination, all Bonds theretofore authenticated and delivered, except the following Bonds:

(a) Bonds theretofore canceled by the Paying Agent or delivered to the Paying Agent for cancellation;

(b) Bonds deemed to be paid in accordance with the provisions of Article VIIhereof; and

"Owner" when used with respect to any Bond means the Person in whose name such Bond is registered on the Bond Register. Whenever consent of the Owners is required pursuant to the terms of this Bond Resolution, and the Owner of the Bonds, as set forth on the Bond Register, is Cede & Co., the term Owner shall be deemed to be the Beneficial Owner of the Bonds.

"Participants" means those financialinstitutions for whom the Securities Depository effectsbook entry transfers and pledges of securities deposited with the Securities Depository, as such listing of Participants exists at the time of such reference.

"Paying Agent" means the State Treasurer, and any successors and assigns.

"Permitted Investments" shall mean the investments hereinafter described, provided, however, no moneys or funds shall be invested in a Derivative: (a) investments authorized by K.S.A. 12-1675 and amendments thereto; (b) the municipal investment pool established pursuant to K.S.A. 12-1677a, and amendments thereto; (c) direct obligations of the United States Governmentor any agency thereof; (d) the City's temporary notes issued pursuant to K.S.A. 10-123 and amendments thereto; (e) interest-bearing time deposits in commercial banks or trust companies located in the county or counties in which the City is located which are insured by the Federal Deposit Insurance Corporation or collateralized by securities described in (c); (f) obligations of the federal national mortgage association, federal home loan banks, federal home loan mortgage corporation or government national mortgage association; (g) repurchase agreements forsecurities described in (c) or (f);(h) investment agreements or other obligations of a financial institution the obligations of which at the time of investment are rated in either of the three highest rating categories by Moody's or Standard & Poor's; (i) investments and shares or units of a money market fund or trust, the portfolio of which is comprised entirely of securities described in (c) or (f); (j) receipts evidencing ownership interests in securities or portions thereof described in (c) or (f); (k) municipal bonds or other obligations issued by any municipality of the State as definedin K.S.A. 10-1101 which are general obligations of the municipality issuing the same; or (1) bonds of any municipality of the State as defined in K.S.A. 10-1101 which have been refundedin advance of their maturity and are fullysecured as to payment of principal and interest thereon by deposit in trust, under escrow agreement with a bank, of securities described in (c) or (f), all as may be furtherrestricted or modifiedby amendments to applicable State law.

"Person" means any natural person, corporation, partnership, joint venture, association, firm, joint stock company, trust, unincorporated organization, or government or any agency or political subdivision thereof or other public body.

"Purchase Price" means the principal amount of the Bonds plus accrued interest to the date of delivery, plus a net reoffering premium of$ , less an underwriting discount of$ ----- "Rating Agency" means any company, agency or entity that provides, pursuant to request of the City, financial ratings for the Bonds.

6 "Rebate Fund" means the Rebate Fund for General Obligation Bonds, Series 2021-A created pursuant to Section 501 hereof.

"Record Dates" for the interest payable on any Interest Payment Date means the fifteenth day (whether or not a Business Day) of the calendar month next preceding each Interest Payment Date.

"Redemption Date" means, when used with respect to any Bond to be redeemed, the date fixed forthe redemption of such Bond pursuant to the terms of this Bond Resolution.

"Redemption Fund" means the Redemption Fund forRefunded Notes created pursuant to Section 501 hereof.

"Redemption Price" means, when used with respect to any Bond to be redeemed, the price at which such Bond is to be redeemed pursuant to the terms of this Bond Resolution, including the applicable redemption premium, if any, but excluding installments of interest whose Stated Maturity is on or before the Redemption Date.

"Refunded Notes" means a portion of the Series 2020-1 Notes maturing on September 1, 2021 in the aggregate principal amount of $33,370,000.

"Refunded Notes Paying Agent" means the paying agent for the Refunded Notes as designated in the RefundedNotes Resolution, and any successor or successors at the time acting as paying agent of the RefundedNotes.

"Refunded Notes Resolution" means the resolution which authorized the RefundedNotes.

"Replacement Bonds" means Bonds issued to the BeneficialOwners of the Bonds in accordance with Section 210 hereof.

"SEC Rule" means Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934.

"Securities Depository" means, initially, DTC, and its successors and assigns.

"Series 2020-1 Notes" means the City's General Obligation Temporary Notes, Series 2020-1, dated August 20, 2020, in the original principal amount of $33,370,000.

"Special Record Date" means the date fixed by the Paying Agent pursuant to Article II hereof for the payment of Defaulted Interest.

"Standard & Poor's" or "S&P" means S&P Global Ratings, a division of S&P Global Inc., a corporationorganized and existing under the laws of the State of New York, and its successors and assigns, and, if such corporation shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, Standard & Poor's shall be deemed to refer to any other nationally recognized securities rating agency designated by the City.

"State" means the state of Kansas.

"State Treasurer" means the duly elected Treasurer or, in the Treasurer's absence, the duly appointed Deputy Treasurer or acting Treasurer of the State.

7 "Stated Maturity" when used with respect to any Bond or any installment of interest thereon means the date specified in such Bond and this Bond Resolution as the fixed date on which the principal of such Bond or such installment of interest is due and payable.

"Substitute Improvements" means the substitute or additional improvements of the City described in Article Vhereof.

"Treasurer" means the duly appointed and/or elected Treasurer of the City or, in the Treasurer's absence, the duly appointed Deputy Treasurer or acting Treasurer of the City.

"United States Government Obligations" means bonds, notes, certificates of indebtedness, treasury bills or other securities constituting direct obligations of, or obligations the principal of and interest on which are fully and unconditionally guaranteed as to full and timely payment by, the United States of America, including evidences of a direct ownership interest in future interest or principal payment on obligations issued by the United States of America(including the interestcomponent of obligations of the Resolution Funding Corporation), or securities which represent an undivided interest in such obligations, which obligations are rated in the highest ratingcategory by a nationally recognized rating service and such obligations are held in a custodial account for the benefit of the City.

ArticleII

AUTHORIZATION AND DETAILS OF THE BONDS

Section 201. Authorization of the Bonds. The Bonds have been duly authorized and directed to be issued pursuant to the Ordinance in the principal amount of$ forthe purposeof providing fundsto: (a) pay a portion of the costs of the Improvements; (b) retire a portion of the RefundedNotes; and ( c) pay Costs of Issuance.

Section 202. Description of the Bonds. The Bonds shall consist of fullyregistered bonds in an Authorized Denomination, and shall be numbered in such manner as the Bond Registrar shall determine. All of the Bonds shall be dated as of the Dated Date, shall become due in the amounts, on the Stated Maturities, subject to redemption and payment prior to their Stated Maturities as provided in Article III hereof, and shall bear interest at the rates per annum as follows:

SERIAL BONDS

Stated Maturity Principal Annual Rate Stated Maturity Principal Annual Rate September 1 Amount of Interest September 1 Amount of Interest 2022 2030 2023 2031 2024 2032 2025 2033 2026 2034 2027 2035 2028 2036 2029

8· The Bonds shall bear interest at the above specifiedrates (computed on the basis of a 360-day year of twelve 30-day months) from the later of the Dated Date or the most recent Interest Payment Date to which interest has been paid on the Interest Payment Dates in the manner set forth in Section 204 hereof.

Each of the Bonds, as originally issued or issued upon transfer, exchange or substitution, shall be printed in accordance with the format required by the Attorney General of the State and shall be substantially in the form attached hereto as EXHIBITA or as may be required by the Attorney General pursuant to the Notice of Systems of Registration forKansas Municipal Bonds, 2Kan. Reg. 921 (1983), in accordance with theKansas Bond Registration Law, K.S.A. 10-620 et seq.

Section 203. Designation of Paying Agent and Bond Registrar. The State Treasurer is hereby designated as the Paying Agent for the payment of principal of and interest on the Bonds and Bond Registrar with respect to the registration, transfer and exchange of Bonds. The Mayor of the City is hereby authorized and empowered to execute on behalf of the City an agreement with the Bond Registrar and Paying Agent for the Bonds to serve as such.

The City will at all times maintain a Paying Agent and Bond Registrar meeting the qualifications herein described for the performance of the duties hereunder. The City reserves the right to appoint a successor Paying Agent or Bond Registrar by (a) filing with the Paying Agent or Bond Registrar then performingsuch functiona certifiedcopy of the proceedings giving notice of the termination of such Paying Agent or Bond Registrar and appointing a successor, and (b) causing notice of appointment of the successor Paying Agent and Bond Registrar to be given by first class mail to each Owner. No resignation or removal of the Paying Agent or Bond Registrar shall become effectiveuntil a successor has been appointed and has accepted the duties of Paying Agent or Bond Registrar.

Every Paying Agent or Bond Registrar appointed hereunder shall at all times meet the requirements ofK.S.A. 10-501 et seq. and K.S.A. 10-620 et seq., respectively.

Section 204. Method and Place of Payment of the Bonds. The principal of, or Redemption Price, and interest on the Bonds shall be payable in any coin or currency which, on the respective dates of payment thereof, is legal tender for the payment of public and private debts.

The principal or Redemption Price of each Bond shall be paid at Maturity to the Person in whose name such Bond is registered on the Bond Register at the Maturity thereof, upon presentation and surrender of such Bond at the principal office of the Paying Agent.

The interest payable on each Bond on any Interest Payment Date shall be paid to the Owner of such Bond as shown on the Bond Register at the close of business on the Record Date for such interest (a) by check or draftmailed by the Paying Agent to the address of such Owner shown on the Bond Register or at such other address as is furnished to the Paying Agent in writing by such Owner; or (b) in the case of an interest payment to Cede & Co. or any Owner of $500,000 or more in aggregate principal amount of Bonds, by electronic transfer to such Owner upon written notice given to the Bond Registrar by such Owner, not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including the bank ABA routing number and account number to which such Owner wishes to have such transferdirected.

Notwithstanding the foregoing provisions of this Section, any Defaulted Interest with respect to any Bond shall cease to be payable to the Owner of such Bond on the relevant Record Date and shall be payable to the Owner in whose name such Bond is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest, which Special Record Date shall be fixed as hereinafter specified in this paragraph. The City shall notify the Paying Agent in writing of the amount of Defaulted Interest proposed to be paid on each Bond and the date of the proposed payment (which date shall be at

9 least 30 days after receipt of such notice by the Paying Agent) and shall deposit with the Paying Agent at the time of such notice an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Paying Agent for such deposit prior to the date of the proposed payment. Following receipt of such funds the Paying Agent shall fix a Special Record Date for the payment of such Defaulted Interest which shall be not more than 15 nor less than 10 days prior to the date of the proposed payment. The Paying Agent shall promptly notify the City of such Special Record Date and, in the name and at the expense of the City, shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefore to be mailed, by first class mail, postage prepaid, to each Owner of a Bond entitled to such notice at the address of such Owner as it appears on the Bond Register not less than 10 days prior to such Special Record Date.

The Paying Agent shall keep a record of payment of principal and Redemption Price of and interest on all Bonds and at least annuallyshall forward a copy or summary of such records to the City.

Section 205. Payments Due on Saturdays, Sundays and Holidays. In any case where a Bond Payment Date is not a Business Day, then payment of principal, Redemption Price or interest need not be made on such Bond Payment Date but may be made on the next succeeding Business Day with the same force and effect as if made on such Bond Payment Date, and no interest shall accrue for the period after such Bond Payment Date.

Section 206. Registration, Transfer and Exchange of Bonds. The City covenants that, as long as any of the Bonds remain Outstanding, it will cause the Bond Register to be kept at the officeof the Bond Registrar as herein provided. Each Bond when issued shall be registered in the name of the Owner thereof on the Bond Register.

Bonds may be transferred and exchanged only on the Bond Register as provided in this Section. Upon surrender of any Bond at the principal officeof the Bond Registrar, the Bond Registrar shall transfer or exchange such Bond for a new Bond or Bonds in any Authorized Denomination of the same Stated Maturity and in the same aggregate principal amount as the Bond that was presented for transfer or exchange.

Bonds presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in a form and with guarantee of signature satisfactory to the Bond Registrar, duly executed by the Owner thereof or by the Owner's duly authorized agent.

In all cases in which the privilege of transferring or exchanging Bonds is exercised, the Bond Registrar shall authenticate and deliver Bonds in accordance with the provisions of this Bond Resolution. The City shall pay the fees and expenses of the Bond Registrar for the registration, transfer and exchange of Bonds provided forby this Bond Resolution and the cost of printing a reasonable supply of registered bond blanks. Any additional costs or fees that might be incurred in the secondary market, other than fees of the Bond Registrar, are the responsibility of the Owners of the Bonds. In the event any Owner fails to provide a correcttaxpayer identificationnumber to the Paying Agent, the Paying Agent may make a charge against such Owner sufficient to pay any governmentalcharge required to be paid as a result of such failure. In compliance with Code § 3406, such amount may be deducted by the Paying Agent from amounts otherwise payable to such Owner hereunder or under the Bonds.

The City and the Bond Registrar shall not be required (a) to register the transferor exchange of any Bond that has been called for redemption after notice of such redemption has been mailed by the Paying Agent pursuant to ArticleIII hereof and during the period of 15 days next preceding the date of mailing of such notice of redemption; or (b) to register the transferor exchange of any Bond during a period beginning at the opening of business on the day after receiving written notice from the City of its intent to pay

10 DefaultedInterest and ending at the close of business on the date fixed forthe payment of DefaultedInterest pursuant to this ArticleII.

The City and the Paying Agent may deem and treat the Person in whose name any Bond is registered on the Bond Register as the absolute Owner of such Bond, whether such Bond is overdue or not, forthe purposeof receiving payment of, or on account of, the principal or Redemption Price of and interest on said Bond and for all other purposes. All payments so made to any such Owner or upon the Owner's order shall be valid and effective to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid, and neither the City nor the Paying Agent shall be affected by any notice to the contrary.

At reasonable times and under reasonable regulations established by the Bond Registrar, the Bond Register may be inspected and copied by the Owners (or a designated representative thereof) of 10% or more in principal amount of the Bonds then Outstanding or any designated representative of such Owners whose authority is evidenced to the satisfactionof the Bond Registrar.

Section 207. Execution, Registration, Authentication and Delivery of Bonds. Each of the Bonds, including any Bonds issued in exchange or as substitutions for the Bonds initially delivered, shall be executed for and on behalf of the City by the manual, electronic or facsimile signature of the Mayor, attested by the manual, electronic or facsimile signatureof the Clerk, and the seal of the City shall be affixed thereto or imprinted thereon. The Mayor and Clerk are hereby authorized and directed to prepare and execute the Bonds in the manner herein specified, and to cause the Bonds to be registered in the office of the Clerk, which registration shall be evidenced by the manual, electronic or facsimilesignature of the Clerk with the seal of the City affixed thereto or imprinted thereon. The Bonds shall also be registered in the officeof the State Treasurer, which registration shall be evidenced by the manual, electronic or facsimile signature of the State Treasurer with the seal of the State Treasurer affixedthereto or imprinted thereon. In case any officerwhose signature appears on any Bonds ceases to be such officer before the delivery of such Bonds, such signature shall nevertheless be valid and sufficient for all purposes, as if such person had remained in office until delivery. Any Bond may be signed by such persons who at the actual time of the execution of such Bond are the proper officers to sign such Bond although at the date of such Bond such persons may not have been such officers.

The Mayor and Clerk are hereby authorized and directed to prepare and execute the Bonds as herein specified, and when duly executed, to deliver the Bonds to the Bond Registrar forauthentication.

The Bonds shall have endorsed thereon a certificate of authentication substantially in the form attached hereto as EXHIBITA hereof, which shall be manually executed by an authorized officer or employee of the Bond Registrar, but it shall not be necessary that the same officer or employee sign the certificate of authentication on all of the Bonds that may be issued hereunder at any one time. No Bond shall be entitled to any security or benefit under this Bond Resolution or be valid or obligatory for any purpose unless and until such certificate of authentication has been duly executed by the Bond Registrar. Such executed certificate of authentication upon any Bond shall be conclusive evidence that such Bond has been duly authenticated and delivered under this Bond Resolution. Upon authentication, the Bond Registrar shall deliver the Bonds to the Original Purchaser upon instructions of the City or its representative.

Section 208. Mutilated, Lost, Stolen or Destroyed Bonds. If (a) any mutilated Bond is surrendered to the Bond Registrar or the Bond Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Bond, and (b) there is delivered to the City and the Bond Registrar such security or indemnity as may be required by each of them, then, in the absence of notice to the City or the Bond Registrar that such Bond has been acquired by a bona fidepurchaser, the City shall execute and, upon the City's request, the Bond Registrar shall authenticate and deliver, in exchange for or in lieu of any such

11 mutilated, destroyed, lost or stolen Bond, a new Bond of the same Stated Maturity and of like tenor and principal amount.

If any such mutilated, destroyed, lost or stolen Bond has become or is about to become due and payable, the City, in its discretion, may pay such Bond instead of issuing a new Bond.

Upon the issuance of any new Bond under this Section, the City and the Paying Agent may require the payment by the Owner of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Paying Agent) connected therewith.

Every new Bond issued pursuant to this Section shall constitute a replacement of the prior obligation of the City, and shall be entitled to all the benefits of this Bond Resolution equally and ratably with all other Outstanding Bonds.

Section 209. Cancellation and Destruction of Bonds Upon Payment. All Bonds that have been paid or redeemed or that otherwise have been surrendered to the Paying Agent, either at or before Maturity, shall be cancelled by the Paying Agent immediately upon the payment, redemption and surrender thereof to the Paying Agent and subsequently destroyed in accordance with the customary practices of the Paying Agent. The Paying Agent shall execute a certificate in duplicate describing the Bonds so cancelled and destroyed and shall filean executed counterpart of such certificate with the City.

Section 210. Book-Entry Bonds; Securities Depository. The City and Paying Agent have entered into a DTC Representation Letter with DTC. The Bonds shall initially be registered to Cede & Co., the nominee for the Securities Depository, and no Beneficial Owner will receive certificates representing their respective interests in the Bonds, except in the event the Bond Registrar issues Replacement Bonds as provided in this Section. It is anticipated that during the term of the Bonds, the Securities Depository will make book-entry transfers among its Participants and receive and transmit payment of principal of, premium, if any, and interest on, the Bonds to the Participants until and unless the Bond Registrar authenticates and delivers Replacement Bonds to the Beneficial Owners as described in the following paragraph.

The City may decide, subject to the requirements of the Operational Arrangements of DTC (or a successor Securities Depository), and the following provisions of this section to discontinue use of the system of book-entry transfers through DTC (or a successor Securities Depository):

(a) If the City determines (1) that the Securities Depository is unable to properly discharge its responsibilities, or (2) that the Securities Depository is no longer qualified to act as a securities depository and registered clearing agency under the Securities and Exchange Act of 1934, as amended, or (3) that the continuation of a book-entry system to the exclusion of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests of the Beneficial Owners of the Bonds; or

(b) if the Bond Registrar receives written notice from Participants having interests in not less than 50% of the Bonds Outstanding, as shown on the records of the Securities Depository (and certifiedto such effect by the Securities Depository), that the continuation of a book-entry system to the exclusion of any Bonds being issued to any Owner other than Cede & Co. is no longer in the best interests of the Beneficial Owners of the Bonds, then the Bond Registrar shall notify the Owners of such determination or such notice and of the availability of certificates to Owners requesting the same, and the Bond Registrar shall register in the name of and authenticate and deliver Replacement Bonds to the Beneficial Owners or their nominees in principal amounts representing the interest of each, making such adjustments as it may findnecessary or appropriate as to accrued interest and previous calls for redemption; provided, that in the case of a determination under (a)(l) or (a)(2) of this paragraph, the City, with the consent of the Bond

12 Registrar, may select a successor securities depository in accordance with the following paragraph to effect book-entry transfers.

In such event, all references to the Securities Depository herein shall relate to the period of time when the Securities Depository has possession of at least one Bond. Upon the issuance of Replacement Bonds, all references herein to obligations imposed upon or to be performed by the Securities Depository shall be deemed to be imposed upon and performed by the Bond Registrar, to the extent applicable with respect to such Replacement Bonds. If the Securities Depository resigns and the City, the Bond Registrar or Owners are unable to locate a qualified successor of the Securities Depository in accordance with the followingparagraph, then the Bond Registrar shall authenticate and cause delivery of Replacement Bonds to Owners, as provided herein. The Bond Registrar may rely on informationfrom the Securities Depository and its Participants· as to the names of the BeneficialOwners of the Bonds. The cost of printing, registration, authentication, and delivery of Replacement Bonds shall be paid for by the City.

In the event the Securities Depository resigns, is unable to properly discharge its responsibilities, or is no longer qualified to act as a securities depository and registered clearing agency under the Securities and Exchange Act of 1934, as amended, the City may appoint a successor Securities Depository provided the Bond Registrar receives written evidence satisfactory to the Bond Registrar with respect to the ability of the successor Securities Depository to discharge its responsibilities. Any such successor Securities Depository shall be a securities depository which is a registered clearing agency under the Securities and Exchange Act of 1934, as amended, or other applicable statute or regulation that operates a securities depository upon reasonable and customary terms. The Bond Registrar upon its receipt of a Bond or Bonds for cancellation shall cause the delivery of Bonds to the successor Securities Depository in an Authorized Denominations and form as provided herein.

Section 211. Nonpresentment of Bonds. If any Bond is not presented forpayment when the principal thereof becomes due at Maturity, if funds sufficient to pay such Bond have been made available to the Paying Agent all liability of the City to the Owner thereof for the payment of such Bond shall forthwith cease, determine and be completely discharged, and thereupon it shall be the duty of the Paying Agent to hold such funds, without liability for interest thereon, for the benefit of the Owner of such Bond, who shall thereafter be restricted exclusively to such funds for any claim of whatever nature on his part under this Bond Resolution or on, or with respect to, said Bond. If any Bond is not presented for payment within four (4) years followingthe date when such Bond becomes due at Maturity, the Paying Agent shall repay, without liability forinterest thereon, to the City the fundstheretofore held by it forpayment of such Bond, and such Bond shall, subject to the defense of any applicable statute of limitation, thereafter be an unsecured obligation of the City, and the Owner thereof shall be entitled to look only to the City for payment, and then only to the extent of the amount so repaid to it by the Paying Agent, and the City shall not be liable for any interest thereon and shall not be regarded as a trustee of such money.

Section 212. Preliminary and Final Official Statement. The Preliminary Official Statement dated , 2021, is hereby ratifiedand approved.

The Official Statement is hereby authorized to be prepared by supplementing, amending and completing the Preliminary Official Statement, with such changes and additions thereto as are necessary to conformto and describe the transaction. The Mayor and Finance Director of the City are hereby authorized to execute the Official Statement as so supplemented, amended and completed, and the use and public distribution of the Official Statement by the Original Purchaser in connection with the reoffering of the Bonds is hereby authorized. The proper officials of the City are hereby authorized to execute and deliver a certificatepertaining to such Official Statement as prescribed therein, dated as of the Issue Date.

13 The City agrees to provide to the Original Purchaser within seven business days of the date of the sale of Bonds sufficient copies of the Official Statement to enable the Original Purchaser to comply with the requirements of the SEC Rule and Rule G-32 of the Municipal Securities Rulemaking Board.

Section 213. Sale of the Bonds. The sale of the Bonds to the Original Purchaser is hereby ratified and confirmed. The Mayor and Clerk are hereby authorized to execute the official bid form submitted by the Original Purchaser. Delivery of the Bonds shall be made to the Original Purchaser on the Issue Date (which shall be as soon as practicable afterthe adoption of this Bond Resolution), upon payment of the Purchase Price.

Article III

REDEMPTION OF BONDS

Section 301. Redemption by City.

Optional Redemption. At the option of the City, Bonds maturing on September 1 in the years 20_, and thereafter, will be subject to redemption and payment prior to their Stated Maturity on September 1, 20_, and thereafter, as a whole or in part (selection of maturities and the amount of Bonds of each maturity to be redeemed to be determined by the City in such equitable manner as it may determine) at any time, at the Redemption Price of 100% (expressed as a percentage of the principal amount), plus accrued interest to the Redemption Date.

Section 302. Selection of Bonds to be Redeemed. Bonds shall be redeemed only in an Authorized Denomination. When less than all of the Bonds are to be redeemed and paid prior to their Stated Maturity, such Bonds shall be redeemed in such manner as the City shall determine. Bonds of less than a full Stated Maturity shall be selected by the Bond Registrar in a minimum Authorized Denomination of principal amount in such equitable manner as the Bond Registrar may determine.

In the case of a partial redemption of Bonds by lot when Bonds of denominations greater than a minimum Authorized Denomination are then Outstanding, then for all purposes in connection with such redemption a minimum Authorized Denomination of facevalue shall be treated as though it were a separate Bond of the denomination of a minimum Authorized Denomination. If it is determined that one or more, but not all, of a minimum Authorized Denomination of face value represented by any Bond is selected for redemption, then upon notice of intention to redeem a minimum Authorized Denomination, the Owner or the Owner's duly authorized agent shall forthwith present and surrender such Bond to the Bond Registrar: (1) for payment of the Redemption Price and interest to the Redemption Date of a minimum Authorized Denomination of face value called for redemption, and (2) for exchange, without charge to the Owner thereof, for a new Bond or Bonds of the aggregate principal amount of the unredeemed portion of the principal amount of such Bond. If the Owner of any such Bond fails to present such Bond to the Paying Agent for payment and exchange as aforesaid, such Bond shall, nevertheless, become due and payable on the redemption date to the extent of a minimum Authorized Denomination of face value called for redemption (and to that extent only).

Section 303. Notice and Effect of Call forRedemption. In the event the City desires to call the Bonds for redemption prior to maturity, written notice of such intent shall be provided to the Bond Registrar in accordance with K.S.A. 10-129, as amended, not less than 45 days prior to the Redemption Date. The Bond Registrar shall call Bonds for redemption and payment and shall give notice of such redemption as herein provided upon receipt by the Bond Registrar at least 45 days prior to the Redemption Date of written instructions of the City specifying the principal amount, Stated Maturities, Redemption Date and Redemption Prices of the Bonds to be called forredemption. [**The foregoing provisions of this

14 paragraph shall not apply in the case of any mandatory redemption of Term Bonds hereunder, and Term Bonds shall be called by the Paying Agent for redemption pursuant to such mandatory redemption requirements without the necessity of any action by the City and whether or not the Paying Agent holds moneys available and sufficient toeffect the required redemption.**]

Unless waived by any Owner of Bonds to be redeemed, if the City shall call any Bonds for redemption and payment prior to the Stated Maturity thereof, the City shall give written notice of its intention to call and pay said Bonds to the Bond Registrar and the State Treasurer. In addition, the City shall cause the Bond Registrar to give written notice of redemption to the Owners of said Bonds. Each of said written notices shall be deposited in the United States first class mail not less than 30 days prior to the Redemption Date.

All official notices of redemption shall be dated and shall contain the following information:

(a) the Redemption Date;

(b) the Redemption Price;

( c) if less than all Outstanding Bonds are to be redeemed, the identification( and, in the case of partial redemption of any Bonds, the respective principal amounts) of the Bonds to be redeemed;

( d) a statement that on the Redemption Date the Redemption Price will become due and payable upon each such Bond or portion thereof called for redemption and that interest thereon shall cease to accrue from and after the Redemption Date; and

( e) the place where such Bonds are to be surrendered for payment of the Redemption Price, which shall be the principal officeof the Paying Agent.

The failure of any Owner to receive notice given as heretofore provided or an immaterial defect therein shall not invalidate any redemption.

Prior to any Redemption Date, the City shall deposit with the Paying Agent an amount of money sufficient to pay the Redemption Price of all the Bonds or portions of Bonds that are to be redeemed on such Redemption Date.

For so long as the Securities Depository is effecting book-entry transfers of the Bonds, the Bond Registrar shall provide the notices specified inthis Section to the Securities Depository. It is expected that the Securities Depository shall, in tum, notifyits Participants and that the Participants, in tum, will notify or cause to be notified the Beneficial Owners. Any failure on the part of the Securities Depository or a Participant, or failureon the part of a nomineeof a Beneficial Owner of a Bond (having been mailed notice from the Bond Registrar, the Securities Depository, a Participant or otherwise) to notify the Beneficial Owner of the Bond so affected, shall not affectthe validity of the redemption of such Bond.

Officialnotice of redemption having been given as aforesaid,the Bonds or portions of Bonds to be redeemed shall become due and payable on the Redemption Date, at the Redemption Price therein specified, and from and afterthe Redemption Date (unless the City defaultsin the payment of the Redemption Price) such Bonds or portion of Bonds shall cease to bear interest. Upon surrender of such Bonds forredemption in accordance with such notice, the Redemption Price of such Bonds shall be paid by the Paying Agent. Installments of interest due on or prior to the Redemption Date shall be payable as herein provided for payment of interest. Upon surrender for any partial redemption of any Bond, there shall be prepared for the Owner a new Bond or Bonds of the same Stated Maturity in the amount of the unpaid principal as

15 provided herein. All Bonds that have been surrenderedfor redemption shall be cancelled and destroyed by the Paying Agent as provided herein and shall not be reissued.

In addition to the foregoing notice, the City shall provide such notices of redemption as are required by the Disclosure Undertaking. Further notice may be given by the City or the Bond Registrar on behalf of the City as set out below, but no defect in said furthernotice nor any failure to give all or any portion of such further notice shall in any manner defeat the effectiveness of a call forredemption if official notice thereof is given as above prescribed:

(a) Each further notice of redemption given hereunder shall contain the informationrequired above for an official notice of redemption plus (1) the CUSIP numbers of all Bonds being redeemed; (2) the date of issue of the Bonds as originally issued; (3) the rate of interest borne by each Bond being redeemed; (4) the maturity date of each Bond being redeemed; and (5) any other descriptive information needed to identify accurately the Bonds being redeemed.

(b) Each further notice of redemption shall be sent at least one day before the mailing of notice to Owners by first class, registered or certified mail or overnight delivery, as determined by the Bond Registrar, to all registered securities depositories then in the business of holding substantial amounts of obligations of types comprising the Bonds and to one or more national informationservices thatdisseminate notices of redemption of obligations such as the Bonds.

( c) Each check or other transfer of funds issued for the payment of the Redemption Price of Bonds being redeemed shall bear or have enclosed the CUSIP number of the Bonds being redeemed with the proceeds of such check or other transfer.

The Paying Agent is also directed to comply with any mandatory standards then in effect for processing redemptions of municipal securities established by the State or the Securities and Exchange Commission. Failure to comply with such standards shall not affect or invalidate the redemption of any Bond.

ArticleIV

SECURITY FOR BONDS

Section 401. Security for the Bonds. The Bonds shall be general obligations of the City payable as to both principal and interest fromad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territoriallimits of the City. The fullfaith, credit and resources of the City are hereby irrevocably pledged forthe prompt payment of the principal of and interest on the Bonds as the same become due.

Section 402. Levy and Collection of Annual Tax; Transfer to Debt Service Account. The Governing Body shall annually make provision for the payment of principal of, premium, if any, and interest on the Bonds as the same become due by, to the extent necessary, levying and collecting the necessary taxes upon all of the taxable tangible property within the City in the manner provided by law.

The taxes referred to above shall be extended upon the tax rolls in each of the several years, respectively, and shall be levied and collected at the same time and in the same manner as the other ad valorem taxes of the City are levied and collected. The proceeds derived from said taxes shall be deposited in the Bond and Interest Fund, shall be kept separate and apart from all other funds of the City shall thereafter be transferred to the Debt Service Account and shall be used solely for the payment of the principalof and interest on the Bonds as and when the same become due, taking into account any scheduled mandatory redemptions, and the fees and expenses of the Paying Agent.

16 If at any time said taxes are not collected in time to pay the principal of or interest on the Bonds when due, the Treasurer and the Finance Director are hereby authorized and directed to pay said principal or interest out of the general fundsof the City and to reimburse said general fundsfor money so expended when said taxes are collected.

Article V

ESTABLISHMENT OF FUNDS AND ACCOUNTS DEPOSIT AND APPLICATION OF BOND PROCEEDS

Section 501. Creation of Funds and Accounts. Simultaneously with the issuance of the Bonds, there shall be created within the Treasury of the City the following Funds and Accounts:

(a) Improvement Fund forGeneral Obligation Bonds, Series 2021-A.

(b) Redemption Fund for RefundedNotes.

(d) Rebate Fund forGeneral Obligation Bonds, Series 2021-A.

The Funds and Accounts established herein shall be administered in accordance with the provisions of this Bond Resolution so long as the Bonds are Outstanding.

Section 502. Deposit of Bond Proceeds. The net proceeds received from the sale of the Bonds shall be deposited simultaneously with the delivery of the Bonds as follows:

(a) All accrued interest received from the sale of the Bonds, if any, shall be deposited in the Debt Service Account.

(b) The sum of$__ ___ shall be deposited into the Redemption Fund.

Section 503. Application of Moneys in the Improvement Fund. Moneys in the Improvement Fund shall be used for the sole purpose of: (a) paying the costs of the Improvements, in accordance with the plans and specifications therefor approved by the GoverningBody and on file in the officeof the Clerk, including any alterations in or amendments to said plans and specifications deemed advisable and approved by the GoverningBody; (b) paying interest on the Bonds during construction ofImp rovements; (c) paying Costs of Issuance; and (d) transferring any amounts to the Rebate Fund required by this Article V. Upon completion of the Improvements, any surplus in the Improvement Fund shall be deposited in the Debt Service Account.

Section 504. Substitution of Improvements; Reallocation of Proceeds.

(a) The City may elect for any reason to substitute or add other public improvements to be financed with proceeds of the Bonds provided the following conditions are met: (1) the Substitute Improvement and the issuance of general obligation bonds to pay the cost of the Substitute Improvement has been duly authorized by the Governing Body in accordance with the laws of the State; (2) a resolution authorizing the use ofthe proceeds ofthe Bonds to pay the Financeable Costs ofthe Substitute Improvement

17 has been duly adopted by the Governing Body pursuant to this Section, (3) the Attorney General of the State has approved the amendment made by such resolution to the transcript of proceedings for the Bonds to include the Substitute Improvements; and ( 4) the use of the proceeds of the Bonds to pay the Financeable Cost of the Substitute Inprovement will not adversely affect the tax-exempt status of the Bonds under State or federal law.

(b) The City may reallocate expenditure of Bond proceeds among all Improvements financed by the Bonds; provided the followingconditions are met: (1) the reallocation is approved by the Governing Body; (2) the reallocation shall not cause the proceeds of the Bonds allocated to any Improvement to exceed the Financeable Costs of the Improvement; and (3) the reallocation will not adversely affectthe tax-exempt status of the Bonds under State or federal law.

Section 505. Application of Moneys in the Redemption Fund. Moneys in the Redemption Fund shall be paid and transferred to the Refunded Notes Paying Agent, with irrevocable instructions to apply such amount to the payment of the Refunded Notes at their maturity on September 1, 2021. Any moneys remaining in the Redemption Fund not needed to retire the Refunded Notes shallbe transferredto the Debt Service Account.

Section 506. Application of Moneys in Debt Service Account. All amounts paid and credited to the Debt Service Account shall be expended and used by the City for the sole purpose of paying the principal or Redemption Price of and interest on the Bonds as and when the same become due and the usual and customary fees and expenses of the Bond Registrar and Paying Agent. The Treasurer is authorized and directed to withdraw from the Debt Service Account sums sufficientto pay both principal or Redemption Price of and interest on the Bonds and the fees and expenses of the Bond Registrar and Paying Agent as and when the same become due, and to forwardsuch sums to the Paying Agent in a manner which ensures that the Paying Agent will receive immediately available fundsin such amounts on or beforethe Business Day immediately preceding the dates when such principal, interest and fees of the Bond Registrar and Paying Agent will become due. If, through the lapse of time or otherwise, the Owners of Bonds are no longer entitled to enforce payment of the Bonds or the interest thereon, the Paying Agent shall return said funds to the City. All moneys deposited with the Paying Agent shall be deemed to be deposited in accordance with and subject to all of the provisions contained in this Bond Resolution and shall be held in trust by the Paying Agent forthe benefitof the Owners of the Bonds entitled to payment fromsuch moneys.

Any moneys or investments remaining in the Debt Service Account after the retirement of the Bonds shall be transferred and paid into the Bond and InterestFund.

Section 507. Application of Moneys in the Rebate Fund.

(a) There shall be deposited in the Rebate Fund such amounts as are required to be deposited therein pursuant to the Federal Tax Certificate. All money at any time deposited in the Rebate Fund shall be held in trust, to the extent required to satisfy the Rebate Amount (as defined in the Federal Tax Certificate), forpayment to the United States of America, and neither the City nor the Owner of any Bonds shall have any rights in or claim to such money. All amounts deposited into or on deposit in the Rebate Fund shall be governedby this Section and the Federal Tax Certificate.

(b) The City shall periodically determine the arbitrage rebate, if any, under Code§ 148(f) in accordance with the Federal Tax Certificate, and the City shall make payments to the United States of America at the times and in the amounts determined under the Federal Tax Certificate. Any moneys remaining in the Rebate Fund after redemption and payment of all of the Bonds and payment and satisfactionof any Rebate Amount, or provision made therefor,shall be deposited into the Bond and Interest Fund.

18 (c) Notwithstanding any other provision of this Bond Resolution, including in particular Article VIIhereof, the obligation to pay arbitrage rebate to the United States of America and to comply with all other requirements of this Section and the Federal Tax Certificate shall survive the defeasance or payment in full of the Bonds.

Section 508. Deposits and Investment of Moneys. Moneys in each of the Funds and Accounts shall be deposited in accordance with laws of the State, in a bank, savings and loan association or savings bank organized under the laws of the State, any other state or the United States: (a) which has a main or branch office located in the City; or (b) if no such entity has a main or branch office located in the City, with such an entity that has a main or branch office located in the county or counties in which the City is located. All such depositaries shall be members of the Federal Deposit Insurance Corporation, or otherwise as permitted by State law. All such deposits shall be invested in Permitted Investments as set forth in this Articleor shall be adequately secured as provided by the laws of the State. All moneys held in the Funds and Accounts shall be kept separate and apart from all other funds of the City so that there shall be no commingling with any other funds of the City.

Moneys held in any Fund or Account may be invested in accordance with this Bond Resolution and the Federal Tax Certificatein Permitted Investments; provided, however, that no such investment shall be made for a period extending longer than to the date when the moneys invested may be needed for the purpose for which such fund was created. All earnings on any investments held in any Fund or Account shall accrue to and become a part of such Fund or Account; provided that, during the period of construction of the Improvements, earningson the investment of such fundsmay, at the discretion of the City, be credited to the Debt Service Account.

ArticleVI

DEFAULT AND REMEDIES

Section 601. Remedies. The provisions of the Bond Resolution, including the covenants and agreements herein contained, shall constitute a contract between the City and the Owners of the Bonds. If an Event of Defaultoccurs and shall be continuing, the Owner or Owners of not less than 10% in principal amount of the Bonds at the time Outstanding shall have the right for the equal benefit and protection of all Owners of Bonds similarly situated:

(a) by mandamus or other suit, action or proceedings at law or in equity to enforce the rights of such Owner or Owners against the City and its officers, agents and employees, and to require and compel duties and obligations required by the provisions of the Bond Resolution or by the Constitution and laws of the State;

(b) by suit, action or other proceedings in equity or at law to require the City, its officers, agents and employees to account as if they were the trustees of an express trust; and

(c) by suit, action or other proceedings in equity or at law to enjoin any acts or things which may be unlawful or in violation of the rights of the Owners of the Bonds.

Section 602. Limitation on Rights of Owners. The covenants and agreements of the City contained herein and in the Bonds shall be for the equal benefit, protection, and security of the Owners of any or all of the Bonds, all of which Bonds shall be of equal rank and without preference or priority of one Bond over any other Bond in the application of the funds herein pledged to the payment of the principal of and the interest on the Bonds, or otherwise, except as to rate of interest, date of maturity and right of prior redemption as provided in this Bond Resolution. No one or more Owners secured hereby shall have any right in any manner whatever by his or their action to affect, disturb or prejudice the security granted and

19 provided for herein, or to enforce any right hereunder, except in the manner herein provided, and all proceedings at law or in equity shall be instituted, had and maintained for the equal benefit of all Outstanding Bonds.

Section 603. Remedies Cumulative. No remedy conferredherein upon the Owners is intended to be exclusive of any other remedy, but each such remedy shall be cumulative and in addition to every other remedy and may be exercised without exhausting and without regard to any other remedy conferred herein. No waiver of any default or breach of duty or contract by the Owner of any Bond shall extend to or affect any subsequent defaultor breach of duty or contract or shall impair any rights or remedies thereon. No delay or omission of any Owner to exercise any right or power accruing upon any defaultshall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein. Every substantive right and every remedy conferred upon the Owners of the Bonds by this Bond Resolution may be enforced and exercised from time to time and as often as may be deemed expedient. If action or proceedings taken by any Owner on account of any default or to enforce any right or exercise any remedy has been discontinued or abandoned for any reason, or shall have been determinedadversely to such Owner, then, and in every such case, the City and the Owners of the Bonds shall be restored to their formerpositions and rights hereunder, respectively, and all rights, remedies, powers and duties of the Owners shall continue as if no such suit, action or other proceedings had been brought or taken.

Article VII

DEFEASANCE Section 701. Defeasance. When any or all of the Bonds, redemption premium, if any, or scheduled interest payments thereon have been paid and discharged, then the requirements contained in this Bond Resolution and the pledge of the City's faithand credit hereunder and all other rights granted hereby shall terminate with respect to the Bonds or scheduled interest payments thereon so paid and discharged. Bonds, redemption premium, if any, or scheduled interest payments thereon shall be deemed to have been paid and discharged within the meaning of this Bond Resolution if there has been deposited with the Paying Agent, or other commercial bank or trust company located in the State and having full trust powers, at or prior to the Stated Maturity or Redemption Date of said Bonds or the interest payments thereon, in trust for and irrevocably appropriated thereto, moneys and/or Defeasance Obligations which, together with the interest to be earnedon any such Defeasance Obligations, will be sufficientfor the payment of the principal of or Redemption Price of said Bonds and/orinterest accrued to the Stated Maturity or Redemption Date, or if default in such payment has occurred on such date, then to the date of the tender of such payments. If the amount to be so deposited is based on the Redemption Price of any Bonds, no such satisfaction shall occur until ( a) the City has elected to redeem such Bonds, and (b) either notice of such redemption has been given, or the City has given irrevocable instructions, or shall have provided for an escrow agent to give irrevocable instructions, to the Bond Registrar to give such notice of redemption incompliance with Article IIIhereof. Any money and Defeasance Obligations that at any time shall be deposited with the Paying Agent or other commercial bank or trust company by or on behalf of the City, forthe purpose of paying and discharging any of the Bonds, shall be and are hereby assigned, transferred and set over to the Paying Agent or other bank or trust company in trust for the respective Owners of the Bonds, and such moneys shall be and are hereby irrevocably appropriated to the payment and discharge thereof. All money and Defeasance Obligations deposited with the Paying Agent or such bank or trust company shall be deemed to be deposited in accordance with and subject to all of the provisions of this Bond Resolution.

20 Article VIII

TAX COVENANTS

Section 801. General Covenants. The City covenants and agrees that it will comply with: (a) all applicable provisions of the Code necessary to maintain the exclusion from gross income for federal income tax purposes of the interest on the Bonds; and (b) all provisions and requirements of the Federal Tax Certificate. The Mayor, Finance Director and Clerk are hereby authorized and directed to execute the Federal Tax Certificate in a form approved by Bond Counsel, for and on behalf of and as the act and deed of the City. The City will, in addition, adopt such other ordinances or resolutions and take such other actions as may be necessary to comply with the Code and with all other applicable futurelaws, regulations, published rulings and judicial decisions, in order to ensure that the interest on the Bonds will remain excluded from federalgross income, to the extent any such actions can be taken by the City.

Section 802. Survival of Covenants. The covenants contained in this Article and in the Federal Tax Certificateshall remain in fullforce and effect notwithstanding the defeasance of the Bonds pursuant to Article VII hereof or any other provision of this Bond Resolution until such time as is set forth in the Federal Tax Certificate.

Article IX

CONTINUING DISCLOSURE REQUIREMENTS

Section 901. Disclosure Requirements. The City hereby covenants with the Original Purchaser and the Beneficial Owners to provide and disseminate such informationas is required by the SEC Rule and as furtherset forth in the Disclosure Undertaking, the provisions of which are incorporated herein by reference. Such covenant shall be forthe benefit of and enforceable by the Original Purchaser and the Beneficial Owners.

Section 902. Failure to Comply with Continuing Disclosure Requirements. Inthe event the City fails to comply in a timely manner with its covenants contained in the preceding section, the Original Purchaser and/or any Beneficial Owner may make demand for such compliance by written notice to the City. In the event the City does not remedy such noncompliance within 10 days of receipt of such written notice, the Original Purchaser or any Beneficial Owner may in its discretion, without notice or demand, proceed to enforcecompliance by a suit or suits in equity forthe specific performance of such covenant or agreement contained .in the preceding section or for the enforcement of any other appropriate legal or equitable remedy, as the Original Purchaser and/or any Beneficial Owner shall deem effectual to protect and enforce any of the duties of the City under such preceding section. Notwithstanding any other provision of this Bond Resolution, failureof the City to comply with its covenants contained in the preceding section shall not be considered an Event of Default under this Bond Resolution.

Article X

MISCELLANEOUS PROVISIONS

21 a copy of any annual audit will, upon request, be sent to any Owner or prospective Owner. As soon as possible after the completion of the annual audit, the Governing Body shall review such audit, and if the audit discloses that proper provision has not been made forall of the requirements of this Bond Resolution, the City shall promptly cure such deficiency.

Section 1002. Amendments. The rights and duties of the City and the Owners, and the terms and provisions of the Bonds or of this Bond Resolution, may be amended or modified at any time in any respect by resolution of the City with the written consent of the Owners of not less than a majority in principal amount of the Bonds then Outstanding, such consent to be evidenced by an instrument or instruments executed by such Owners and duly acknowledged or proved in the manner of a deed to be recorded, and such instrument or instruments shall be filed with the Clerk, but no such modification or alteration shall:

(a) extend the maturity of any payment of principal or interest due upon any Bond;

(b) effect a reduction in the amount which the City is required to pay as principal of or interest on any Bond;

( c) permit preference or priority of any Bond over any other Bond; or

(d) reduce the percentage in principal amount of Bonds required forthe written consent to any modificationor alteration of the provisions of this Bond Resolution.

Any provision of the Bonds or of this Bond Resolution may, however, be amended or modified by resolution duly adopted by the GoverningBody at any time in any legal respect with the written consent of the Owners of all of the Bonds at the time Outstanding.

Without notice to or the consent of any Owners, the City may amend or supplement this Bond Resolution for the purpose of curing any formal defect, omission, inconsistency or ambiguity herein, to grant to or confer upon the Owners any additional rights, remedies, powers or authority that may lawfully be granted to or conferred upon the Owners, to more precisely identify the Improvements, to reallocate proceeds of the Bonds among Improvements, to provide for Substitute Improvements, to conformthis Bond Resolution to the Code or futureapplicable federal law concerningtax-exempt obligations, or in connection with any other change therein which is not materially adverse to the interests of the Owners.

Every amendment or modification of the provisions of the Bonds or of this Bond Resolution, to which the written consent of the Owners is given, as above provided, shall be expressed in a resolution adopted by the Governing Body amending or supplementing the provisions of this Bond Resolution and shall be deemed to be a part of this Bond Resolution. A certified copy of every such amendatory or supplemental resolution, if any, and a certifiedcopy of this Bond Resolution shall always be kept on file in the officeof the Clerk, and shall be made available forinspection by the Owner of any Bond or a prospective purchaser or owner of any Bond authorized by this Bond Resolution, and upon payment of the reasonable cost of preparing the same, a certified copy of any such amendatory or supplemental resolution or of this Bond Resolution will be sent by the Clerk to any such Owner or prospective Owner.

Any and all modifications made in the manner hereinabove provided shall not become effective until there has been filedwith the Clerk a copy of the resolution of the City hereinabove provided for, duly certified, as well as proof of any required consent to such modification by the Owners of the Bonds then Outstanding. It shall not be necessary to note on any of the Outstanding Bonds any reference to such amendment or modification.

22 The City shall furnish to the Paying Agent a copy of any amendment to the Bonds or this Bond Resolution which affectsthe duties or obligations of the Paying Agent under this Bond Resolution.

Section 1003. Notices, Consents and Other Instruments by Owners. Any notice, consent, request, direction, approval or other instrument to be signed and executed by the Owners may be in any number of concurrent writings of similar tenor and may be signed or executed by such Owners in person or by agent appointed in writing. Proof of the execution of any such instrument or of the writing appointing any such agent and of the ownership of Bonds, if made in the followingmanner, shall be sufficient forany of the purposes of this Bond Resolution, and shall be conclusive in favor of the City and the Paying Agent with regard to any action taken, sufferedor omitted under any such instrument, namely:

(a) The factand date of the execution by any person of any such instrument may be proved by a certificate of any officerin any jurisdiction who by law has power to take acknowledgments within such jurisdiction that the person signing such instrument acknowledged beforesuch officerthe execution thereof, or by affidavit of any witness to such execution.

(b) The fact of ownership of Bonds, the amount or amounts, numbers and other identification of Bonds, and the date of holding the same shall be proved by the Bond Register.

In determining whether the Owners of the requisite principal amount of Bonds Outstanding have given ari.yrequest, demand, authorization, direction, notice, consent or waiver under this Bond Resolution, Bonds owned by the City shall be disregarded and deemed not to be Outstanding under this Bond Resolution, except that, in determining whether the Owners shall be protected in relying upon any such request, demand, authorization, direction, notice, consent or waiver, only Bonds which the Owners know to be so owned shall be so disregarded. Notwithstanding the foregoing,Bonds so owned which have been pledged in good faith shall not be disregarded as aforesaid if the pledgee establishes to the satisfaction of the Owners the pledgee's right so to act with respect to such Bonds and that the pledgee is not the City.

Section 1004. Notices. Any notice, request, complaint, demand or other communication required or desired to be given or filed under this Bond Resolution shall be in writing, given to the Notice Representative at the Notice Address and shall be deemed duly given or filed if the same shall be: (a) duly mailed by registered or certified mail, postage prepaid; or (b) communicated via fax, with electronic or telephonic confirmationof receipt. Copies of such notices shall also be given to the Paying Agent. The City, the Paying Agent and the Original Purchaser may from time to time designate, by notice given hereunder to the others of such parties, such other address to which subsequent notices, certificatesor other communicationsshall be sent.

All notices given by: (a) certified or registered mail as aforesaid shall be deemed duly given as of the date they are so mailed; (b) fax as aforesaid shall be deemed duly given as of the date of confirmation of receipt. If, because of the temporary or permanent suspension of regular mail service or for any other reason, it is impossible or impractical to mail any notice in the manner herein provided, then such other formof notice as shall be made with the approval of the Paying Agent shall constitute a sufficient notice.

Section 1005. Electronic Transactions. The issuance of the Bonds and the transactions related thereto and described herein may be conducted and documents may be stored by electronic means.

Section 1006. Further Authority. The officers and officials of the City, including the Mayor and Clerk, are hereby authorized and directed to execute all documents and take such actions as they may deem necessary or advisable in order to carryout and perform the purposes of this Bond Resolution and to make ministerial alterations, changes or additions in the foregoingagreements, statements, instruments and other documents herein approved, authorized and confirmedwhich they may approve, and the execution or taking of such action shall be conclusive evidence of such necessity or advisability.

23 Section 1007. Severability. If any section or other part of this Bond Resolution, whether large or small, is for any reason held invalid, the invalidity thereof shall not affect the validity of the other provisions of this Bond Resolution.

Section 1008. Governing Law. This Bond Resolution shall be governed exclusively by and construed in accordance with the applicable laws of the State.

Section 1009. EffectiveDate. This Bond Resolution shall take effect and be in full force from and afterits adoption by the GoverningBody.

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24 PASSED by the Governing Body of the City of Leawood, Kansas this 2nd day of August, 2021.

APPROVED by the Mayor this 2°a day of August, 2021.

(Seal)

Peggy J. Dunn, Mayor

ATTEST:

Kelly Varner, City Clerk

APPROVED AS TO FORM:

Bond Counsel

(Signature Page to Bond Resolution - Series 2021-A) EXHIBITA (FORM OF BONDS)

REGISTERED REGISTERED NUMBER $____ _

Unless this certificateis presented by an authorized representative of The Depository Trust Company, a New York Corporation ("OTC"), to the City or its agent for registration of transfer, exchange or payment, and any certificateissued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of OTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of OTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

UNITEDSTATES OF AMERICA STATE OF KANSAS COUNTY OF JOHNSON CITY OF LEAWOOD GENERAL OBLIGATION BOND SERIES 2021-A

Dated Date MaturityDate Interest Rate CUSIP ��_,2021 September 1, 20 _ ---%

REGISTERED OWNER:

PRINCIPAL AMOUNT:

KNOW ALL PERSONS BY THESEPRESENTS: That the City of Leawood, in the County of Johnson, State of Kansas (the "City"), for value received, hereby acknowledges itself to be indebted and promises to pay to the Registered Owner shown above, or registered assigns, but solely fromthe source and in the manner herein specified, the Principal Amount shown above on the Maturity Date shown above, unless called forredemption prior to said Maturity Date, and to pay interest thereon at the Interest Rate per annum shown above (computed on the basis of a 360-day year of twelve 30-day months), from the Dated Date shown above, or from the most recent date to which interest has been paid or duly provided for, payable semiannually on March 1 and September 1 of each year, commencing March 1, 2022 ( the "Interest Payment Dates"), until the Principal Amount has been paid.

Method and Place of Payment. The principal or redemption price of this Bond shall be paid at maturity or upon earlier redemption to the person in whose name this Bond is registered at the maturity or redemption date thereof, upon presentation and surrender of this Bond at the principal office of the Treasurer of the State of Kansas, Topeka, Kansas (the "Paying Agent" and "Bond Registrar"). The interest payable on this Bond on any Interest Payment Date shall be paid to the person in whose name thisBond is registered on the registration books maintained by the Bond Registrar at the close of business on the Record Date(s) forsuch interest, which shall be the 15th day (whether or not a business day) of the calendar month next preceding the Interest Payment Date. Such interest shall be payable (a) by check or draft mailed by the Paying Agent to the address of such Registered Owner shown on the Bond Register or at such other address as is furnishedto the Paying Agent in writing by such Registered Owner; or (b) in the case of an interest payment to Cede & Co. or any Owner of $500,000 or more in aggregate principal amount of Bonds by electronic transfer to such Owner upon written notice given to the Bond Registrar by such Registered Owner, not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including the bank, ABA routing number and account number to which such Registered Owner wishes to have such transfer directed. The principal or redemption price of and interest on the Bonds shall be payable in any coin or currency that, on the respective dates of payment thereof, is legal tender for the payment of public and private debts. Interest not punctually paid will be paid in the manner established in the within definedBond Resolution.

Definitions. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the hereinafter definedBond Resolution.

Authorization of Bonds. This Bond is one of an authorized series of Bonds of the City designated "General Obligation Bonds, Series 2021-A," aggregating the principal amount of $ (the "Bonds") issued forthe purposesset forthin the Ordinance of the City authorizing the issuance of the Bonds and the Resolution of the City prescribing the form and details of the Bonds ( collectively, the "Bond Resolution"). The Bonds are issued by the authority of and in full compliance with the provisions, restrictions and limitations of the Constitution and laws of the State of Kansas, including K.S.A. 10-101 to 10-125, inclusive, K.S.A. 10-620 et seq., K.S.A. 12-614 et seq., K.S.A. 12-685 et seq. and K.S.A. 13-1055a and 13-1055b, each as amended and all other provisions of the laws of the State of Kansas applicable thereto.

General Obligations. The Bonds constitute general obligations of the City payable as to both principal and interest from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The full faith,credit and resources of the City are hereby irrevocably pledged forthe prompt payment of the principal of and interest on the Bonds as the same become due.

Redemption Prior to Maturity. The Bonds are subject to redemption prior to maturity, as provided in theBond Resolution.

Book-Entry System. The Bonds are being issued by means of a book-entry system with no physical distribution of bond certificates to be made except as provided in the Bond Resolution. One Bond certificate with respect to each date on whichthe Bonds are stated to mature or with respect to each form of Bonds, registered in the nominee name of the Securities Depository, is being issued and required to be deposited with the Securities Depository and immobilized in its custody. The book-entry system will evidence positions held in the Bonds by the Securities Depository's participants, beneficial ownership of the Bonds in authorized denominations being evidenced in the records of such participants. Transfers of ownership shall be effected on the records of the Securities Depository and its participants pursuant to rules and procedures established by the Securities Depository and its participants. The City and the Bond Registrar will recognize the Securities Depository nominee, while the Registered Owner of this Bond, as the owner of this Bond forall purposes, including (i) payments of principal of, and redemption premium, if any, and interest on, this Bond, (ii) notices and (iii) voting. Transfer of principal, interest and any redemption premium payments to participants of the Securities Depository, and transfer of principal, interest and any redemption premium payments to beneficial owners of the Bonds by participants of the Securities Depository will be the responsibility of such participants and other nominees of such beneficial owners. The City and the Bond Registrar will not be responsible or liable forsuch transfers of payments or for maintaining, supervising or reviewing the records maintained by the Securities Depository, the Securities Depository nominee, its participants or persons acting through such participants. While the Securities Depository nominee is the owner of this Bond, notwithstanding the provision hereinabove contained, payments of principal of, redemption premium, if any, and interest on this Bond shall be made in accordance with existing arrangements among the City, the Bond Registrar and the Securities Depository. Transfer and Exchange. EXCEPT AS OTHERWISE PROVIDED IN THE BOND RESOLUTION, THIS GLOBAL BOND MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF THE SECURITIES DEPOSITORY OR TO A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSITORY. This Bond may be transferred or exchanged, as provided in the Bond Resolution, only on the Bond Register kept for that purpose at the principal office of the Bond Registrar, upon surrender of this Bond, together with a written instrument of transfer or authorization for exchange satisfactoryto the Bond Registrar duly executed by the Registered Owner or the Registered Owner's duly authorized agent, and thereupon a new Bond or Bonds in any Authorized Denomination of the same maturity and in the same aggregate principal amount shall be issued to the transferee in exchange therefor as provided in the Bond Resolution and upon payment of the charges therein prescribed. The City shall pay all costs incurredin connection with the issuance, payment and initial registration of the Bonds and the cost of a reasonable supply of bond blanks. The City and the Paying Agent may deem andtreat the person in whose name this Bond is registered on the Bond Register as the absolute owner hereof for the purpose of receiving payment of, or on account of, the principal or redemption price hereof and interest due hereon and for all other purposes. The Bonds are issued in fullyregistered formin Authorized Denominations.

Authentication. This Bond shall not be valid or become obligatory for any purposeor be entitled to any security or benefit under the hereinafter defined Bond Resolution until the Certificate of Authentication and Registration hereon shall have been lawfullyexecuted by the Bond Registrar.

IT IS HEREBYDECLARED AND CERTIFIEDthat all acts, conditions, and things required to be done and to exist precedent to and in the issuance of thisBond have been properly done and performed and do exist in due and regular formand manner as required by the Constitution and laws of the State of Kansas, and that the total indebtedness of the City, including this series of Bonds, does not exceed any constitutional or statutory limitation. IN WITNESS WHEREOF, the City has caused this Bond to be executed by the manual, electronic or facsimile signature of its Mayor and attested by the manual, electronic or facsimilesignature of its Clerk, and its seal to be affixed hereto or imprinted hereon.

CITY OF LEAWOOD, KANSAS

(Seal) By: __( m= a= =nu= =al/f:� a= cs� =inn·= le= �) ______Mayor

ATTEST:

By: __{ =m=a=nu= al= �/f:=ac� =simi= =le�)______Clerk

CERTIFICATE OF AUTHENTICATION AND REGISTRATION

This Bond is one of a series of General Obligation Bonds, Series 2021-A, of the City of Leawood, Kansas, described in the within-mentioned Bond Resolution.

Registration Date ______Office of the State Treasurer, Topeka, Kansas, as Bond Registrar and Paying Agent

By:------Registration Number: 4182-046-081921-302

CERTIFICATE OF CLERK

STATE OF KANSAS ) ) ss. COUNTY OF JOHNSON )

The undersigned, Clerk of the City of Leawood, Kansas, does hereby certify that the within Bond has been duly registered in my officeaccording to law as of _, 2021.

WITNESS my hand and official seal.

(Seal) By: (manual/facsimile) Clerk CERTIFICATE OF STATE TREASURER

OFFICE OF THE TREASURER, STATE OF KANSAS

Lynn Rogers, Treasurer of the State of Kansas, does hereby certify that a transcript of the proceedings leading up to the issuance of this Bond has been filed in the office of the State Treasurer, and that this Bond was registered in such office according to law on , 2021.

WITNESS my hand and official seal.

(Seal) By: Treasurer of the State of Kansas

BOND ASSIGNMENT

FOR VALUERECEIVED, the undersigned do(es) hereby sell, assign and transfer to

(Name and Address)

(Social Security or Taxpayer IdentificationNo.) the Bond to which this assignment is affixed in the outstanding principal amount of $ standing in the name of the undersigned on the books of the Bond Registrar. The undersigned do( es) hereby irrevocably constitute and appoint as agent to transfer said Bond on the books of said Bond Registrar with full power of substitution in the premises.

Dated______Name

Social Security or Taxpayer Identification No.

Signature (Sign here exactly as name(s) appear on the face of Certificate)

Signature guarantee:

By�------� LEGAL OPINION

The following is a true and correct copy of the approving legal opinion of Gilmore & Bell, P.C., Bond Counsel, which was dated and issued as of the date of original issuance and delivery of such Bonds:

GILMORE & BELL, P.C. Attorneys at Law 2405 Grand Boulevard Suite 1100 Kansas City, Missouri 64108

(PRINTED LEGAL OPINION) 1c.

GILMORE & BELL, P.C. DRAFT

ORDINANCENO.

THE CITY OF LEA WOOD, KANSAS

PASSED

AUGUST 2, 2021

$___ _ GENERAL OBLIGATION TEMPORARY NOTES SERIES 2021-1

Leawood - F onn Note Ordinance (PUBLISHED INTHE LEGAL RECORD ON ____, 2021)

ORDINANCE NO.

ORDINANCE AUTHORIZING AND PROVIDING FOR THE ISSUANCE AND DELIVERY OF $ GENERAL OBLIGATION TEMPORARY NOTES, SERIES 2021-1, OF THE CITY OF LEAWOOD, KANSAS, TO PROVIDE FUNDS TO FINANCE THE COST OF CERTAIN PUBLIC IMPROVEMENT PROJECTS WITHIN THE CITY; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUAL TAX, IF NECESSARY, FOR THE PURPOSE OF PAYING THE PRINCIPAL OF AND INTEREST ON SAID NOTES AS THEY BECOME DUE; AUTHORIZING CERTAIN OTHER DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH; AND MAKING CERTAIN COVENANTS WITH RESPECT THERETO

WHEREAS, the City of Leawood, Kansas (the "City"), is a city of the first class, created, organized and existing under the laws of the State of Kansas (the "State"); and

WHEREAS, pursuant to the laws of the State applicable thereto, by proceedings duly had, the City Council (the "Governing Body") of the City has heretofore authorized the following described improvement projects (the "Improvements") withinthe City pursuant to the following authority,to wit:

Allocable Project Principal Number Project Description Ord./Res. No. Authority Amount

80157 Pool House Replacement Project Res. 5586 / Charter Ord. 33 $4,600,000 Res. 5618

80158 Fire Station No. 1 Replacement Res. 4652 / K.S.A. 12-1736 9,000,000 Project Res.5594

80159 Ironwoods Park Pond Project Res.5587 CharterOrd. 33 560,000

80173 Park Maintenance Facility Project Res. 5200 I Charter Ord. 33 12,700,000 Res. 5595

80175 Mission Road- 133rd to 143rd Res. 4946 / K.S.A. 12-687 10,000,000 Improvement Project Res. 5596

80176 83rd Street- State Line Road to Res. 5588 K.S.A. 12-687 400,000 WesternBoundary of City Improvement Project

80179 Tomahawk Creek Parkway Res. 5589 K.S.A. 12-687 510,000 Improvement Project

80223 2023 Residential Street Res. 4914 K.S.A. 12-614 300,000 Reconstruction Project GILMORE& BELL, P.C. DRAFT

Allocable Project Principal Number Project Description Ord./Res.No. Authority Amount

80256 2020 Stormwater Drainage Ord. 2833 K.S.A. 13-1055a 3,000,000 Improvement Project and 1055b

80257 2022 Stormwater Drainage Ord. 2833 K.S.A. 13-1055a 3,440,000 Improvement Project and 1055b

80402 143rd Street - West of Windsor Res. 5590 K.S.A. 12-687 165,000 Improvement Project

82076 Mission Road- 127th to 133rd Res. 5591 K.S.A. 12-687 2,060,00 Improvement Project

82078 Mission Road- 97th Place to 103rd Res. 5592 K.S.A. 12-687 1.055.000 Improvement Project

Total $47,790.000

; and

WHEREAS,the GoverningBody of the City is authorized by law to issue general obligation bonds to pay the cost of the Improvements; and

WHEREAS, the City has previously issued the following temporary notes to provide fundsin part to pay forthe costs of the Improvements (the "Existing Notes"): Dated Maturity Original Outstanding Date Date Amount Amount

2020-1 August 20, 2020 September 1, 2021 $33,370,000 $33,370,000

; and

WHEREAS, all aspects of the Improvements will not be completed prior to the maturity date of the Existing Notes, and it is necessaryfor the City to provide cash fundsto meet its obligations on a portion of the Existing Notes by the issuance of additional temporarynotes of the City pursuant to the Act; and

WHEREAS, the City is authorized by law and in particular K.S.A. 10-123, as amended, to issue temporary notes of the City to provide fundsto pay and finance the costs of the Improvements and to refund the Existing Notes as the same become due andpayable; and

WHEREAS, the Governing Body of the City has advertised the sale of its general obligation temporary notes in accordance with the law and has awarded the sale of such Notes to the purchasers thereof as identifiedherein (the "Original Purchasers"); and

2 GILMORE & BELL, P.C. DRAFT

WHEREAS, the GoverningBody of the City hereby finds and determinesthat it is necessary and desirable for the City at this time to provide initial, additional or renewal temporary financing for the Improvements and to authorize the issuance and delivery of the general obligation temporary notes of the City in the principal amount of$ to pay and financethe costs thereof.

NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF LEAWOOD, KANSAS, AS FOLLOWS:

Section 1. Definitions of Words and Terms. In addition to words and terms defined elsewhere herein, the followingwords and terms in this Ordinance shall have the meanings hereinafterset forth. Unless the context shall otherwise indicate, words importing the singular number shall include the plural and vice versa, and words importing persons shall include firms, associations and corporations, including public bodies, as well as natural persons.

"Act" means the Constitution and statutes of the State including K.S.A. 10-101 to 10-125, inclusive, and specifically, K.S.A. 10-123, K.S.A. 10-620 et seq., K.S.A. 12-614 et seq., K.S.A. 12-685 et seq., K.S.A. 12-1736 et seq. and K.S.A. 13-055a and 13-1055b, Charter Ordinance No. 33 of the City, each as amended and supplemented, and the City's Home Rule Authority under Article 12, Section 5 of the Kansas Constitution.

"City" means the City of Leawood, Kansas.

"City Clerk" means the duly appointed and acting Clerk of the City or, in the Clerk's absence, the duly appointed Deputy, Assistant or Acting Clerk of the City.

"City Treasurer" or "City Finance Director" means the duly appointed and acting Treasurer or Finance Director of the City, or in the City Treasurer's or Finance Director's absence, the Deputy or person duly appointed and acting in such capacity, as the case may be.

"Code" means the Internal Revenue Code of 1986, as amended, and the applicable regulations proposed or promulgated thereunder of the United States Department of the Treasury.

"Existing Notes" means the Series 2020-1 Notes maturing September 1, 2021, in the principal aggregate amount of $33,370,000.

"Improvements" means the improvements referred to as such in the recitals to this Ordinance or any Substitute Improvements, as definedin the Resolution.

"Mayor" means the duly elected and acting Mayor, or in the Mayor's absence, the duly appointed and/or elected Mayor Pro Ternor Acting Mayor of the City.

"Note Resolution" means Resolution No. __ adopted by the Governing Body of the City contemporaneously herewith providing the terms and details of the Notes authorized by this Ordinance.

"Notes" or the "Series 2021-1 Notes" means the City's General Obligation Temporary Notes, Series 2021-1, in the aggregate principal amount of$ authorized by this Ordinance and the Note Resolution.

"Ordinance" means this Ordinance of the City authorizing the issuance of the Notes.

3 GILMORE & BELL, P.C. DRAFT

"Original Purchasers" means, with respect to the Notes, the original purchasers of the Notes identified as such in the Note Resolution.

"Series 2020-1 Notes" mean the City's General Obligation Temporary Notes, Series 2020-1, dated August 20, 2020, in the original principal amount of$33,370,000.

"State" means the State of Kansas.

Section 2. Authorization of and Security for the Notes. There is hereby authorized and directed to be issued the General Obligation Temporary Notes, Series 2021-1 of the City in the principal amount of$ for the purposeof providing funds to (a) pay costs of the hnprovements, (b) retire a portion of the Existing Notes; and (c) pay costs of issuance of the Notes.

The Notes shall be general obligations of the City payable as to both principal and interest from ad valorem taxes which may be levied without limitations as to rate or amount upon all taxable tangible property, both real and personal, within the territorial limitsof the City. The fullfaith, credit and resources of the City of Leawood, Kansas, shall be and the same are hereby irrevocably pledged for the prompt payment of the principal of and interest on the Notes as the same become due and payable.

The GoverningBody of the City shall make provision for the payment of said Notes by the issuance of renewal notes or general obligation bonds of the City to provide permanent financing of each of the Improvements upon the completion thereof. If said renewal notes or bonds shall not be so issued and the Notes shall not be so paid, the Governing Body shall levy and collect a tax upon all taxable tangible property, real and personal, within the territorial limits of the City in an amount sufficient to pay the principal of and interest on said Notes as the same become due and payable.

Section 3. Terms, Details and Conditions of the Notes. The Notes shall be dated and bear interest, shall mature and be payable at such times, shall be in such form, shall be subject to redemption and payment prior to the maturity, and shall be issued and delivered in the manner prescribed and subject to the provisions, covenants and agreements set forth in the Note Resolution hereafter adopted by the GoverningBody of the City.

Section 4. Execution and Delivery. The Mayor and City Clerk of the City are hereby authorized and directed to prepare and execute the Notes herein authorized and to procure the proper registration in the office of the City Clerk and in the office of the State Treasurer of the State of Kansas, and when so executed and registered, said Notes shall be delivered to the Original Purchasers upon payment of the purchase price therefor as provided in the Note Resolution.

Section 5. Disposition of Proceeds. The proceeds of the sale of the Notes shall be deposited with the City Treasurer and used and applied as provided in the Note Resolution.

Section 6. Tax Covenants. The City covenants and agrees that (1) it will comply with all applicable provisions of the Code, including Sections 103 and 141 through 150, necessary to maintain the exclusion from gross income for federal income tax purposes of the interest on the Notes; (2) it will comply with all requirements of Section 148 of the Code to the extent applicable to the Notes; (3) it will use the proceeds of the Notes as soon as practicable and with all reasonable dispatch for the purposes for with the Notes are issued; (4) it will not invest or directly or indirectly use or permit the use of any proceeds of the Notes or any other fundsof the City in any manner, or take or omit to take any action that would cause the Notes to be "arbitrage bonds" within the meaning of Section 148(a) of the Code; and (5) it will not use or

4 GILMORE & BELL, P.C. DRAFT permit the use of any proceeds of Notes or any other funds of the City nor take or permit any other action, or fail to take any action, if any such action or failure to take action would adversely affect the exclusion from gross income of the interest on the Notes. The City will, in addition, adopt such other ordinances or resolutions and take such other actions as may be necessary to comply with the Code and with all other applicable future laws, regulations, published rulings and judicial decisions, in order to ensure that the interest on the Notes will remain excluded from federal gross income, to the extent any such actions can be taken by the City.

The City covenants and agrees that it will not use any portion of the proceeds of the Notes, including any investment income earned on such proceeds, directly or indirectly, in a manner that would cause any of the Notes to be a "private activity bond" within the meaning of Section 141(a) of the Code.

Section 7. Remedies. The provisions of this Ordinance and the Note Resolution, including the covenants and agreements herein and therein contained, shall constitute a contract between the City and the Owners of the Notes and may be enforced in accordance with the provisions hereof and of the Note Resolution.

Section 8. Further Authority. The Mayor, City Clerk and other City officials are further authorized and directed to execute any and all documents and take such actions as they may deem necessary or advisable in order to carry out and perform the purposes of the Ordinance to make alterations, changes or additions in the agreements, statements, instruments and other documents approved, authorized and confirmedwhich they may approve and the execution or taking of such action shall be conclusive evidence of such necessity or advisability.

Section 9. Governing Law. This Ordinance and the Notes shall be governed exclusively by and construed in accordance with the applicable laws of the State.

Section 10. EffectiveDate. This Ordinance shall take effectand be in full force fromand after its passage by the GoverningBody of the City and publication in the official City newspaper.

5 PASSED by the GoverningBody of the City this 2nd day of August, 2021.

APPROVED by the Mayor this 2nd day of August, 2021.

(SEAL)

Peggy J. Dunn, Mayor

ATTEST:

Kelly Varner, City Clerk

APPROVED AS TO FORM:

Bond Counsel

(Signature Page to Note Ordinance - Series 2021-1 Notes) 1D.

GILMORE & BELL, P.C. DRAFT

RESOLUTION NO.

THE CITY OF LEAWOOD, KANSAS

ADOPTED

AUGUST 2, 2021

$__ _ GENERAL OBLIGATION TEMPORARYNOTES SERIES 2021-1 GILMORE & BELL, P.C. DRAFT

RESOLUTION

TABLE OF CONTENTS

ARTICLE I DEFINITIONS

Section 101. Definitions of Words and Terms ...... 3

ARTICLE II AUTHORIZATION AND DETAILSOF THE NOTES

Section 201. Authorization of the Notes ...... 10 Section 202. Description of the Notes ...... 10 Section 203. Designation of Paying Agent and Note Registrar ...... 10 Section 204. Method and Place of Payment of the Notes ...... 10 Section 205. Payments Due on Saturdays, Sundays and Holidays ...... 11 Section 206. Registration, Transfer and Exchange of Notes ...... 11 Section 207. Execution, Registration, Authentication and Delivery of Notes ...... 12 Section 208. Mutilated, Lost, Stolen or Destroyed Notes ...... 13 Section 209. Cancellation and Destruction of Notes Upon Payment ...... 13 Section 210. Book-Entry Notes; Securities Depository ...... 13 Section 211. Nonpresentment of Notes...... 14 Section 212. Preliminary and Final OfficialStatement...... 15 Section 213. Sale of the Notes...... 15

ARTICLE III REDEMPTION OF NOTES

Section 301. No Redemption of Notes ...... 15

ARTICLE IV SECURITY FOR NOTES

Section 401. Security forthe Notes ...... 15 Section 402. Levy and Collection of Annual Tax ...... 15

ARTICLE V ESTABLISHMENT OF FUNDS AND ACCOUNTS

DEPOSIT AND APPLICATION OF NOTE PROCEEDS

Section 501. Creation of Funds and Accounts ...... 16 Section 502. Deposit of Note Proceeds ...... 16 Section 503. Application of Moneys in the Improvement Fund ...... 16 Section 504. Substitution of Improvements; Reallocation of Proceeds ...... 16 Section 505. Application of Moneys in Debt Service Account...... 17 Section 506. Application of Moneys in the Rebate Fund...... 17 Section 507. Deposits and Investment of Moneys ...... 18

ARTICLE VI DEFAULT AND REMEDIES

Section 601. Remedies ...... 18 Section 602. Limitation on Rightsof Owners ...... 18 Section 603. Remedies Cumulative ...... 19

Leawood - FormNote Resolution GILMORE & BELL, P.C. DRAFT

ARTICLE VII DEFEASANCE

Section 701. Defeasance...... 19

ARTICLE VIII TAX COVENANTS

Section 801. General Covenants ...... 19 Section 802. Survival of Covenants ...... 20

ARTICLE IXCONTINUING DISCLOSURE REQUIREMENTS

Section 901. Disclosure Requirements ...... 20 Section 902. Failure to Comply with Continuing Disclosure Requirements ...... 20

ARTICLE X MISCELLANEOUS PROVISIONS

Section 1001. Annual Audit ...... 20 Section 1002. Amendments ...... 21 Section 1003. Notices, Consents and Other Instruments by Owners ...... 22 Section 1004. Notices ...... 22 Section 1005. Electronic Transactions ...... 22 Section 1006. Further Authority ...... 22 Section 1007. Severability ...... 23 Section 1008. Governing Law ...... 23 Section 1009. Effective Date ...... 23

EXHIBITA - FORM OF NOTES

11 Leawood - FormNote Resolution RESOLUTION NO.

A RESOLUTION PRESCRIBING THE FORM AND DETAILS OF AND AUTHORIZINGAND DIRECTINGTHE ISSUANCE, SALE AND DELIVERY OF $ GENERAL OBLIGATION TEMPORARY NOTES, SERIES 2021-1, OF THE CITY OF LEAWOOD, KANSAS; PROVIDING FOR THE LEVY AND COLLECTION OF AN ANNUALTAX, IFNECESSARY, FOR THE PURPOSE OF PAYING THE PRINCIPAL OF AND INTEREST ON SAID NOTES AS THEY BECOME DUE; MAKING CERTAIN COVENANTS AND AGREEMENTS TO PROVIDE FOR THE PAYMENT AND SECURITY THEREOF; AND AUTHORIZING CERTAIN OTHER DOCUMENTS AND ACTIONS CONNECTED THEREWITH.

WHEREAS, the City of Leawood (the "City") is a city of the first class, duly created, organized and existing under the Constitution and laws of the State; and

WHEREAS, pursuant to the provisions of the laws of the State of Kansas applicable thereto, by proceedings dulyhad, the GoverningBody of the City has caused the followingimprovements ( collectively, the "Improvements") to be made in the City, to-wit:

Project Authorizing_ Number Project Name Ord./Res. Authority Amount*

80157 Pool House Replacement Project Res. 5586 / Charter Ord. 33 $4,600,000 Res. 5618

80158 Fire Station No. 1 Replacement Project Res. 4652 I K.S.A. 12-1736 9,000,000 Res. 5594

80159 Ironwoods Park Pond Project Res. 5587 Charter Ord. 33 560,000

80173 Park Maintenance Facility Project Res. 5200 I Charter Ord. 33 12,700,000 Res. 5595

80175 Mission Road- 133rd to 143'd Res. 4946 I K.S.A. 12-687 10,000,000 Improvement Project Res. 5596

80176 83rd Street - State Line Road to Res. 5588 K.S.A. 12-687 400,000 WesternBoundary of City Improvement Project

80179 Tomahawk Creek Parkway Res. 5589 K.S.A. 12-687 510,000 Improvement Project

80223 2023 Residential Street Reconstruction Res. 4914 K.S.A. 12-614 300,000 Project

"Improvement costs to be financedwith proceeds ofthe Notes, excludingCosts of Issuance. GILMORE & BELL, P.C. DRAFT

80256 2020 Stormwater Drainage Ord.2833 K.S.A. 13-1055a 3,000,000 Improvement Project and 1055b

80257 2022 Stormwater Drainage Ord.2833 K.S.A. 13-1055a 3,440,000 Improvement Project and 1055b

80402 143rd Street- West of Windsor Res. 5590 K.S.A.12-687 165,000 Improvement Project

82076 Mission Road - 127th to 133rd Res.5591 K.S.A. 12-687 2,060,000 Improvement Project

82078 Mission Road - 97th Place to 103rd Res. 5592 K.S.A. 12-687 1.055.000 Improvement Project

Total Estimated Improvement $�'.Z!'.Z20!000 Fund Deposit ; and

WHEREAS,the GoverningBody of the City is authorized by law to issue general obligation bonds to pay the costs of the Improvements; and

WHEREAS, it is necessary for the City to provide cash funds (from time to time) to meet its obligations incurred in constructing the Improvements prior to the completion thereofand the issuance of the City's general obligation bonds, and it is desirable and in the interest of the City that such fundsbe raised by the issuance of temporary notes of the City pursuant to the Act; and

WHEREAS, the City has previously issued the followingtemporary notes to temporarily finance the costs of the Improvements (the "Existing Notes"):

Dated Maturity Original Outstanding Series Date Date Amount Amount 2020-1 August 20, 2020 September 1, 2021 $33,370,000 $33,370,000

WHEREAS, all aspects of the Improvements will not be completed prior to the maturity date of the Existing Notes and it is necessary forthe City to provide cash fundsto meet its obligations on a portion of the Existing Notes by the issuance of additional temporary notes of the City pursuant to the Act; and

WHEREAS, the City proposes to issue its temporary notes to pay a portion of the costs of the Improvements and to retire a portion of the Existing Notes; and

WHEREAS,the GoverningBody of the City has advertised the sale of the Notes and at a meeting held in the usual meeting place on this date, awarded the sale of such Notes to the best bidder; and

WHEREAS, the Governing Body of the City has previously passed Ordinance No. authorizing the issuance of the Notes in the principal amount of$ and the Ordinance authorized the Governing Body to adopt a resolution prescribing certain details and conditions and to make certain

2 GILMORE & BELL, P.C. DRAFT

covenants with respect to the issuance of the Notes to pay a portion of the costs of the Improvements and refund a portion of the Existing Notes.

NOW, THEREFORE, BE IT RESOLVED BY THEGOVERNING BODY OF THECITY OF LEAWOOD,KANSAS, AS FOLLOWS:

ARTICLE I

DEFINITIONS

Section 101. Definitions of Words and Terms. In addition to words and terms defined elsewhere herein, the following words and terms as used in this Note Resolution shall have the meanings hereinafterset forth. Unless the context shall otherwise indicate, words importing the singular number shall include the plural and vice versa, and words importing persons shall include finns, associations and corporations, including public bodies, as well as natural persons.

"Authorized Denomination" means $5,000 or any integral multiples thereof.

"Beneficial Owner" of the Notes includes any Owner of the Notes and any other Person who, directly or indirectly has the investment power with respect to any of the Notes.

"Bond and Interest Fund" means the Bond and Interest Fund of the City for its general obligation bonds.

"Bond Counsel" means the firm of Gilmore & Bell, P.C., or any other attorney or firmof attorneys whose expertise in matters relating to the issuance of obligations by states and their political subdivisions is nationally recognized and acceptable to the City.

"Business Day" means a day other than a Saturday, Sunday or holiday on which the Paying Agent is scheduled in the normal course of its operations to be open to the public for conduct of its operations.

"Cede & Co." means Cede & Co., as nominee ofDTC.

"City" means the City of Leawood, Kansas.

"Clerk" means the duly appointed and acting Clerk of the City or, in the Clerk's absence, the duly appointedDeputy, Assistant or Acting Clerk of the City.

"Code" means the Internal Revenue Code of 1986, as amended, and the applicable regulations proposed or promulgated thereunder of the United States Department of the Treasury.

"Costs of Issuance" means all costs of issuing the Notes, including but not limited to all publication, printing, signing and mailing expenses in connection therewith, registration fees, financial advisory fees, all legal fees and expenses of Bond Counsel and other legal counsel, expenses incurred in

3 GILMORE & BELL, P.C. DRAFT

connection with compliance with the Code, and all expenses incurred in connection with receiving ratings on the Notes.

"Dated Date" means the Issue Date.

"Debt Service Account" means the Debt Service Account for General Obligation Temporary Notes, Series 2021-1 (within the Bond and Interest Fund) created pursuant to Section 501 hereof.

"Debt Service Requirements" means the aggregate principal payments and interest payments on the Notes for the period of time forwhich calculated; provided, however, that forpurposes of calculating such amount, principal and interest shall be excluded from the determination of Debt Service Requirements to the extent that such principal or interest is payable fromamounts deposited in trust, escrowed or otherwise set aside forthe payment thereof with the Paying Agent or other commercial bank or trust company located in the State and having fulltrust powers.

"Defaulted Interest" means interest on any Note which is payable but not paid on any Interest Payment Date.

"Defeasance Obligations" means any of the following obligations:

(a) United States Government Obligations that are not subject to redemption in advance of their maturity dates; or

(b) obligations of any state or political subdivision of any state, the interest on which is excluded fromgross income forfederal income tax purposes and which meet the following conditions:

(1) the obligations are (i) not subject to redemption prior to maturity or (ii) the trustee for such obligations has been given irrevocable instructions concerning their calling and redemption and the issuer of such obligations has covenanted not to redeem such obligations other than as set forthin such instructions;

(2) the obligations are secured by cash or United States Government Obligations that may be applied only to principal of, premium, if any, and interest payments on such obligations;

(3) such cash and the principal of and interest on such United States Government Obligations (plus any cash in the escrow fund) are sufficient to meet the liabilities of the obligations;

(4) such cash and United States Government Obligations serving as security for the obligations are held in an escrow fund by an escrow agent or a trustee irrevocably in trust;

(5) such cash and United States Government Obligations are not available to satisfy any other claims, including those against the trustee or escrow agent; and

"Derivative" means any investment instrument whose market price is derived from the fluctuating value of an underlying asset, index, currency, futurescontract, including futures, options and collateralized mortgage obligations.

4 GILMORE & BELL, P.C. DRAFT

"Disclosure Undertaking" means the City's Continuing Disclosure Undertaking, as may be amended and supplemented, relating to certain obligations contained in the SEC Rule.

"Event of Default"means each of the followingoccurrences or events:

(a) Payment of the principal and of the redemption premium, if any, of any of the Notes shall not be made when the same shall become due and payable, either at Stated Maturity or by proceedings for redemption or otherwise;

(b) Payment of any installment of interest on any of the Notes shall not be made when the same shall become due; or

( c) The City shall defaultin the due and punctual performance of any other of the covenants, conditions, agreements and provisions contained in the Notes or in this Note Resolution (other than the covenants relating to continuing disclosure requirements) on the part of the City to be performed, and such default shall continuefor thirty (30) days after writtennotice specifying such defaultand requiring same to be remedied shall have been given to the City by the Owner of any of the Notes then Outstanding.

"Federal Tax Certificate" means the City's Federal Tax Certificate dated as of the Issue Date, as the same may be amended or supplemented in accordance with the provisions thereof.

"Finance Director" means the duly appointed and/orelected Director of Finance of the City or, in the absence of the Finance Director, the duly appointed Deputy Finance Director or Acting Finance Director of the City.

"Financeable Costs" means the amount of expenditure for an Improvement which has been duly authorized by action of the GoverningBody of the City to be financed by general obligation bonds, less: (a) the amount of any temporary notes or general obligation bonds of the City which are currently Outstanding and available to pay such Financeable Costs; and (b) any amount of Financeable Costs which has been previously paid by the City or by any eligible source of fundsunless such amounts are entitled to be reimbursed to the City under State or federallaw.

"Fiscal Year" means the twelve-month period ending on December 31.

"Funds and Accounts" means fundsand accounts created by or referred to in Section 501 hereof.

"Governing Body" means the City Council of the City.

"Improvement Fund" means the Improvement Fund for General Obligation Temporary Notes, Series 2021-1 created pursuant to Section 501 hereof.

"Improvements" means the improvements referred to in the preamble to the Ordinance and this Note Resolution and any Substitute Improvements.

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"Independent Accountant" means an independent certified public accountant or finn of independent certified public accountants at the time employed by the City for the purpose of carrying out the duties imposed on the Independent Accountant by this Note Resolution.

"Interest Payment Date" means March 1, 2022 and the Maturity of the Notes.

"Issue Date" means the date when the City delivers the Notes to the OriginalPurchaser in exchange forthe Purchase Price.

"Issuer" means the City and any successors or assigns.

"Maturity" when used with respect to any Note means the date on which the principal of such Note becomes due and payable as therein and herein provided, whether at the Stated Maturity thereof or call for redemption or otherwise.

"Mayor" means the duly elected and acting Mayor of the City, or in the Mayor's absence, the duly appointed and/or elected Mayor Pro Ternor Acting Mayor of the City.

"Moody's" means Moody's Investors Service, a corporationorganized and existing under the laws of the State of Delaware, and its successors and assigns, and, if such corporation shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, "Moody's" shall be deemed to referto any other nationally recognized securities rating agency designated by the City.

"Note Payment Date" means any date on which principal of or interest on any Note is payable.

"Note Register" means the books for the registration, transfer and exchange of Notes kept at the office of the Note Registrar.

"Note Registrar" means the State Treasurer and its successors and assigns.

"Note Resolution" means this resolution relating to the Notes.

"Notes" means the General Obligation Temporary Notes, Series 2021-1, authorized and issued by the City pursuant to the Ordinance and this Note Resolution.

"Notice Address" means with respect to the following entities:

(a) To the City at:

City of Leawood, Kansas Attn: City Clerk 4800 Town Center Drive Leawood, Kansas 66211 Fax: (913) 339-6781

(b) To the Paying Agent at:

State Treasurer of the State of Kansas Landon OfficeBuilding 900 Southwest Jackson, Suite 201 Topeka, Kansas 66612-1235 6 GILMORE & BELL, P.C. DRAFT

Fax: (785) 296-6976

(d) To the Rating Agency:

Moody's Municipal Rating Desk 7 World Trade Center 250 Greenwich Street 23rd Floor New York, New York 10007

"Notice Representative" means:

(a) With respect to the City, the Clerk.

(b) With respect to the Note Registrar and Paying Agent, the Director of Bond Services.

( c) With respect to any Original Purchaser, the managerof its Municipal Bond Department.

(d ) With respect to any Rating Agency, any Vice President thereof.

"Official Statement" means City's Official Statement relating to the Notes.

"Ordinance" means the Ordinance No. __ of the City authorizing the issuance of the Notes, as amended from time to time.

"Original Purchaser" means ______, the original purchaser of the Notes, and any successors and assigns.

"Outstanding" means, when used with reference to the Notes, as of a particular date of determination, all Notes theretofore authenticated and delivered, except the following Notes:

(a) Notes theretofore canceled by the Paying Agent or delivered to the Paying Agent for cancellation;

(b) Notes deemed to be paid in accordance with the provisions of Section 701 hereof; and

( c) Notes in exchange foror in lieu of which other Notes have been authenticated and delivered hereunder.

"Owner" when used with respect to any Note means the Person in whose name such Note is registered on the Note Register. Whenever consent of the Owners is required pursuant to the terms of this Note Resolution, and the Owner of the Notes, as set forth on the Note Register, is Cede & Co., the term Owner shall be deemed to be the Beneficial Owner of the Notes.

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"Participants" means those financial institutions forwhom the Securities Depository effectsbook entry transfers and pledges of securities deposited with the Securities Depository, as such listing of Participants exists at the time of such reference.

"Paying Agent" means the State Treasurer and any successors and assigns.

"Permitted Investments" shall mean the investments hereinafter described, provided, however, no moneys or funds shall be invested in a Derivative: (a) investments authorized by K.S.A. 12-1675 and amendments thereto; (b) the municipal investment pool established pursuant to K.S.A. 12-1677a, and amendments thereto; (c) direct obligations of the United States Government or any agency thereof; (d) the City's temporary notes issued pursuant to K.S.A. 10-123 and amendments thereto; (e) interest-bearing time deposits in commercial banks or trust companies located in the county or counties in which the City is located which are insured by the Federal Deposit Insurance Corporation or collateralized by securities described in (c); (f) obligations of the federal national mortgage association, federal home loan banks, federal home loan mortgage corporation or government national mortgage association; (g) repurchase agreements for securities described in (c) or (f); (h) investment agreements or other obligations of a financial institution the obligations of which at the time of investment are rated in either of the three highest rating categories by Moody's or Standard & Poor's; (i) investments and shares or units of a money market fund or trust, the portfolio of which is comprised entirely of securities described in (c) or (f); G) receipts evidencing ownership interests in securities or portions thereof described in (c) or (f); (k) municipal bonds or other obligations issued by any municipality of the State as defined in K.S.A. 10-1101 which are general obligations of the municipality issuing the same; or (I) bonds of any municipality of the State as defined in K.S.A. 10-1101 which have been refundedin advance of their maturity and are fullysecured as to payment of principal and interest thereon by deposit in trust, under escrow agreement with a bank, of securities described in (c) or (f), all as may be furtherrestricted or modified by amendments to applicable State law.

"Person" means any natural person, corporation, partnership, joint venture, association, fmn, joint stock company, trust, unincorporated organization, or government or any agency or political subdivision thereof or other public body.

"Purchase Price" means the principal amount of the Notes plus accrued interest to the date of delivery, plus a net premium of$ less an underwriting discount of$ ____

"Rating Agency" means any company, agency or entity that provides financial ratings for the Notes.

"Rebate Fund" means the Rebate Fund for General Obligation Temporary Notes, Series 2021-1 created pursuant to Section 501 hereof.

"Record Dates" for the interest payable on any Interest Payment Date means the fifteenth day (whether or not a Business Day) of the calendar month next preceding such futerest Payment Date.

"Redemption Date" when used with respect to any Note to be redeemed means the date fixed for the redemption of such Note pursuant to the terms of this Note Resolution.

"Redemption Price" when used with respect to any Note to be redeemed means the price at which such Note is to be redeemed pursuant to the terms of this Note Resolution, including the applicable redemption premium, if any, but excluding installments of interest whose Stated Maturity is on or before the Redemption Date.

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"Refunded Notes" means a portion of the Series 2020-1 Notes maturing on September 1, 2021 in the aggregate principal amount of $33,370,000.

"Refunded Notes Resolution" means resolution which authorized the RefundedNotes.

"Replacement Notes" means Notes issued to the Beneficial Owners of the Notes in accordance with Article IIhereof.

"SEC Rule" means Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934.

"Securities Depository" means, initially, DTC, and its successors and assigns.

"Series 2020-1 Notes" means the City's General Obligation Temporary Notes, Series 2020-1, dated August 20, 2020, in the original principal amount of $33,370,000.

"Special Record Date" means the date fixed by the Paying Agent pursuant to Section 204 hereof forthe payment of DefaultedInterest.

"State" means the state of Kansas.

"State Treasurer" means the duly elected Treasurer or, in the Treasurer's absence, the duly appointed Deputy Treasurer or acting Treasurer of the State.

"Stated Maturity" when used with respect to any Note or any installment of interest thereon means the date specified in such Note and this Note Resolution as the fixed date on which the principal of such Note or such installment of interest is due and payable.

"Substitute Improvements" means the substitute or additional improvements of the City described inArticle Vhereof.

"Treasurer" means the duly appointed and/or elected Treasurer of the City or, in the Treasurer's absence, the duly appointed Deputy Treasurer or acting Treasurer of the City.

"United States Government Obligations" means bonds, notes, certificates of indebtedness, treasury bills or other securities constituting direct obligations of, or obligations the principal of and interest on which are fully and unconditionally guaranteed as to full and timely payment by, the United States of America, including evidences of a direct ownership interest in future interest or principal payment on obligations issued by the United States of America (including the interest component of obligations of the Resolution Funding Corporation), or securities which represent an undivided interest in such obligations, which obligations are rated in the highest rating category by a nationally recognized rating service and such obligations are held in a custodial account forthe benefit of the City.

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ARTICLE II

AUTHORIZATION AND DETAILS OF THE NOTES

Section 201. Authorization of the Notes. There have been duly authorized and directed to be issued by the Ordinance the General Obligation Temporary Notes, Series 2021-1, of the City in the principal amount of$ , for the purpose of providing funds to: (a) pay a portion of the costs of the hnprovements; (b) refundthe RefundedNotes; and (c) pay Costs oflssuance.

Section 202. Description of the Notes. The Notes shall consist of fully registered notes in Authorized Denominations, and shall be numbered in such manner as the Note Registrar shall determine. All of the Notes shall be dated as of the Dated Date, shall become due in the amounts on the Stated Maturity, without option of prior redemption and payment, and shall bear interestat the rates per annum as follows:

Principal Annual Rate Stated Maturity Amount of Interest September 1, 2022 $__ _ %

The Notes shall bear interest at the above specified rates (computed on the basis of a 360-day year of twelve 30-day months) from the later of the Dated Date or the most recent Interest Payment Date to which interest has been paid on the Interest Payment Dates in the manner set forthin Section 204 hereof.

Each of the Notes, as originally issued or issued upon transfer, exchange or substitution, shall be printed in accordance with the format required by the Attorney General of the State and shall be substantially in the form attached hereto as EXHIBITA or as may be required by the Attorney General pursuant to the Notice of Systems of Registration for Kansas Municipal Bonds, 2 Kan. Reg. 921 (1983), in accordance with the Kansas Bond Registration Law, K.S.A. 10-620 et seq.

Section 203. Designation of Paying Agent and Note Registrar. The State Treasurer is hereby designated as the Paying Agent for the payment of principal of and interest on the Notes and Note Registrar with respect to the registration, transfer and exchange of Notes. The Mayor of the City is hereby authorized and empowered to execute on behalf of the City an agreement with the Note Registrar and Paying Agent for the Notes to serve as such.

The City will at all times maintain a Paying Agent and Note Registrar meeting the qualifications herein described for the performance of the duties hereunder. The City reserves the right to appoint a successor Paying Agent or Note Registrar by (a) filing with the Paying Agent or Note Registrar then performingsuch functiona certifiedcopy of the proceedings giving notice of the termination of such Paying Agent or Note Registrar and appointing a successor, and (b) causing notice of appointment of the successor Paying Agent and Note Registrar to be given by firstclass mail to each Owner. No resignation or removal of the Paying Agent or Note Registrar shall become effectiveuntil a successor has been appointed and has accepted the duties of Paying Agent or Note Registrar.

EveryPaying Agent or Note Registrar appointed hereunder shall at all times meet the requirements ofK.S.A. 10-501 et seq. and K.S.A. 10-620 et seq., respectively.

Section 204. Method and Place of Payment of the Notes. The principal of, or Redemption Price, if any, and interest on the Notes shall be payable in any coin or currency which, on the respective dates of payment thereof, is legal tender for the payment of public and private debts.

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The principal or Redemption Price of each Note shall be paid at Maturity to the Person in whose name such Note is registered on the Note Register at the Maturity thereof, upon presentation and surrender of such Note at the principal officeof the Paying Agent.

Interest payable on each Note on any Interest Payment Date shall be paid to the Owner of such Note as shown on the Note Register at the close of business on the Record Date for such interest (a) by check or draft mailed by the Paying Agent to the address of such Owner shown on the Note Register or at such other address as is furnished to the Paying Agent in writing by such Owner; or (b) in the case of a payment to Cede & Co. or any Owner of $500,000 or more in aggregate principal amount of Notes, by electronic transfer to such Owner upon written notice given to the Note Registrar by such Owner, not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including the bank, ABA routing number and account number to which such Owner wishes to have such transfer directed.

Notwithstanding the foregoing provisions of this Section, any Defaulted Interest with respect to any Note shall cease to be payable to the Owner of such Note on the relevant Record Date and shall be payable to the Owner in whose name such Note is registered at the close of business on the Special Record Date for the payment of such DefaultedInterest, which Special Record Date shall be fixed as hereinafter specified in this paragraph. The City shall notify the Paying Agent in writing of the amount of Defaulted Interest proposed to be paid on each Note and the date of the proposed payment (which date shall be at least 30 days after receipt of such notice by the Paying Agent) and shall deposit with the Paying Agent at the time of such notice an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactoryto the Paying Agent for such deposit prior to the date of the proposed payment. Following receipt of such funds the Paying Agent shall fix a Special Record Date for the payment of such Defaulted Interest which shall be not more than 15 nor less than 10 days prior to the date of the proposed payment. The Paying Agent shall promptly notifythe City of such Special Record Date and, in the name and at the expense of the City, shall cause notice of the proposed payment of such Defaulted Interest andthe Special Record Date thereforto be mailed, by first class mail, postage prepaid, to each Owner of a Note entitled to such notice at the address of such Owner as it appears on the Note Register not less than 10 days prior to such Special Record Date.

The Paying Agent shall keep a record of payment of principal and Redemption Price of and interest on all Notes and at least annually shall forward a copy or summary of such records to the City.

Section 205. Payments Due on Saturdays, Sundays and Holidays. In any case where a Note Payment Date is not a Business Day, then payment of principal, Redemption Price or interest need not be made on such Note Payment Date but may be made on the next succeeding Business Day with the same forceand effect as if made on such Note Payment Date, and no interest shall accrue for the period after such Note Payment Date.

Section 206. Registration, Transfer and Exchange of Notes. The City covenants that, as long as any of the Notes remain Outstanding, it will cause the Note Register to be kept at the officeof the Note Registraras herein provided. Each Note when issued shall be registered in the name of the Owner thereof on the Note Register.

Notes may be transferred and exchanged only on the Note Register as provided in this Section. Upon surrender of any Note at the principal office of the Note Registrar, the Note Registrar shall transfer or exchange such Note for a new Note or Notes in any Authorized Denomination of the same Stated Maturity and in the same aggregate principal amount as the Note that was presented for transfer or exchange.

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Notes presented for transfer or exchange shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in a formand with guarantee of signature satisfactory to the Note Registrar, duly executed by the Owner thereof or by the Owner's duly authorized agent.

In all cases in which the privilege of transferring or exchanging Notes is exercised, the Note Registrar shall authenticate and deliver Notes in accordance with the provisions of this Note Resolution. The City shall pay the fees and expenses of the Note Registrar for the registration, transfer and exchange of Notes provided for by this Note Resolution and the cost of printing a reasonable supply of registered note blanks. Any additional costs or fees that might be incurred in the secondary market, other than feesof the Note Registrar, are the responsibility of the Owners of the Notes. In the event any Owner fails to provide a correct taxpayer identificationnumber to the Paying Agent, the Paying Agent may make a charge against such Owner sufficient to pay any governmental charge required to be paid as a result of such failure. In compliance with Section 3406 of the Code, such amount may be deducted by the Paying Agent from amounts otherwise payable to such Owner hereunder or under the Notes.

The City and the Note Registrar shall not be required to register the transfer or exchange of any Note during a period beginning at the opening of business on the day after receiving written notice from the City of its intent to pay DefaultedInterest and endingat the close of business on the date fixedfor the payment of Defaulted Interest pursuant to ArticleII hereof.

The City and the PayingAgent may deem and treat the Person in whose name any Note is registered on the Note Register as the absolute Owner of such Note, whether such Note is overdue or not, for the purpose of receiving payment of, or on account of, the principal or Redemption Price of and interest on said Note and forall other purposes. All payments so made to anysuch Owner or upon the Owner's order shall be valid and effectiveto satisfyand discharge the liability upon such Note to the extent of the sum or sums so paid, and neither the City nor the Paying Agent shall be affected by any notice to the contrary.

At reasonable times and under reasonable regulations established by the Note Registrar, the Note Register may be inspected and copied by the Owners ( or a designated representative thereof) of 10% or more in principal amount of the Notes then Outstanding or any designated representative of such Owners whose authority is evidenced to the satisfaction of the Note Registrar.

Section 207. Execution, Registration, Authentication and Delivery of Notes. Each of the Notes, including any Notes issued in exchange or as substitutions forthe Notes initially delivered, shall be executed forand on behalf of the City by the manual, electronic or facsimilesignature of the Mayor, attested by the manual, electronic or facsimile signature of the Clerk and the seal of the City or a facsimile thereof shall be affixed thereto or imprinted thereon. The Mayor and Clerk are hereby authorized and directed to prepare and execute the Notes in the manner herein specified, and to cause the Notes to be registered in the officeof the Clerk, which registration shall be evidenced by the manual, electronic or facsimile signature of the Clerk with the seal of the City affixedthereto or imprinted thereon. The Notes shall also be registered in the office of the State Treasurer, which registration shall be evidenced by the manual, electronic or facsimile signature of the State Treasurer with the seal of the State Treasurer affixed thereto or imprinted thereon. The Notes shall be countersigned by the manual, electronic or facsimilesignature of the Clerk and the seal of the City shall be affixedor imprinted adjacent thereto followingregistration of the Notes by the State Treasurer. In case any officerwhose signature appears on any Notes ceases to be such officer before the delivery of such Notes, such signature shall nevertheless be valid and sufficient for all purposes, as if such person had remained in office until delivery. Any Note may be signed by such persons who at the actual time of the execution of such Note are the proper officersto sign such Note although at the date of such Note such persons may not have been such officers.

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The Mayor and Clerk are hereby authorized and directed to prepare and execute the Notes as herein specified, and when duly executed, to deliver the Notes to the Note Registrar forauthentication.

The Notes shall have endorsed thereon a certificate of authentication substantially in the form attached hereto as EXHIBITA hereof, which shall be manually executed by an authorized officer or employee of the Note Registrar, but it shall not be necessary that the same officer or employee sign the certificate of authentication on all of the Notes that may be issued hereunder at any one time. No Note shall be entitled to any security or benefit under this Note Resolution or be valid or obligatory for any purpose unless and until such certificate of authentication has been duly executed by the Note Registrar. Such executed certificate of authentication upon any Note shall be conclusive evidence that such Note has been duly authenticated and delivered under this Note Resolution. Upon authentication, the Note Registrar shall deliver the Notes to the Original Purchaser upon instructions of the City or its representative.

Section208. Mutilated, Lost, Stolen or Destroyed Notes. If (a) any mutilated Note is surrendered to the Note Registrar or the Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (b) there is delivered to the City and the Note Registrar such security or indemnity as may be required by each of them, then, in the absence of notice to the City or the Note Registrar that such Note has been acquired by a bona fide purchaser, the City shall execute and, upon the City's request, the Note Registrar shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of the same Stated Maturity and of like tenor and principal amount.

If any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the City, in its discretion, may pay such Note instead of issuing a new Note.

Upon the issuance of any new Note under this Section, the City may require the payment by the Owner of a sum sufficientto cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the feesand expenses of the Paying Agent) connected therewith.

Every new Note issued pursuant to this Section shall constitute a replacement of the prior obligation of the City, and shall be entitled to all the benefits of this Note Resolution equally and ratably with all other Outstanding Notes.

Section 209. Cancellation and Destruction of Notes Upon Payment. All Notes that have been paid or redeemed or that otherwise have been surrenderedto the Paying Agent, either at or beforeMaturity, sh�ll be cancelled by the Paying Agent immediately upon the payment, redemption and surrender thereof to the Paying Agent and subsequently destroyed in accordance with the customary practices of the Paying Agent. The Paying Agent shall execute a certificate in duplicate describing the Notes so cancelled and destroyed and shall filean executed counterpart of such certificate with the City.

Section 210. Book-Entry Notes; Securities Depository. The City and Paying Agent have entered into a DTC Representation Letter with DTC. The Notes shall initially be registered to Cede & Co., the nominee for the SecuritiesDepository, and no Beneficial Owner will receive certificates representing their respective interests in the Notes, except in the event the Note Registrar issues Replacement Notes as provided in this Section. It is anticipated that during the term of the Notes, the Securities Depository will make book-entry transfers among its Participants and receive and transmit payment of principal of, premium, if any, and interest on, the Notes to the Participants until and unless the Note Registrar authenticates and delivers Replacement Notes to the Beneficial Owners as described in the following paragraph.

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(a) If the City determines (1) that the Securities Depository is unable to properly discharge its responsibilities, or (2) that the SecuritiesDepository is no longer qualifiedto act as a securities depository and registered clearing agency under the Securities and Exchange Act of 1934, as amended, or (3) that the continuation of a book-entry system to the exclusion of any Notes being issued to any Owner other than Cede & Co. is no longer in the best interests of the Beneficial Owners of the Notes; or

(b) If the Note Registrar receives written notice fromParticipants having interests in not less than 50% of the Notes Outstanding, as shown on the records of the Securities Depository (and certified to such effect by the Securities Depository), that the continuation of a book-entry system to the exclusion of any Notes being issued to any Owner other than Cede & Co. is no longer in the best interests of the Beneficial Owners of the Notes, then the Note Registrar shall notify the Owners of such determination or such notice and of the availability of certificates to Owners requesting the same, and the Note Registrar shall register in the name of and authenticate and deliver Replacement Notes to the Beneficial Owners or their nominees in principal amounts representing the interest of each, making such adjustments as it may find necessary or appropriate as to accrued interest and previous calls for redemption; provided, that in the case of a determination under (a)(l) or (a)(2) of this paragraph, the City, with the consent of the Note Registrar, may select a successor securities depository in accordance with the followingparagraph to effect book-entry transfers.

In such event, all references to the Securities Depository herein shall relate to the period of time when the Securities Depository has possession of at least one Note. Upon the issuance of Replacement Notes, all references herein to obligations imposed upon or to be performed by the Securities Depository shall be deemed· to be imposed upon and performed by the Note Registrar, to the extent applicable with respect to such Replacement Notes. If the Securities Depository resigns and the City, the Note Registrar or Owners are unable to locate a qualified successor of the Securities Depository in accordance with the following paragraph, then the Note Registrar shall authenticate and cause delivery of Replacement Notes to Owners, as provided herein. The Note Registrar may rely on informationfrom the Securities Depository and its Participants as to the names of the BeneficialOwners of the Notes. The cost of printing, registration, authentication, and delivery of Replacement Notes shall be paid forby the City.

In the event the Securities Depository resigns, is unable to properly discharge its responsibilities, or is no longer qualified to act as a securities depository and registered clearing agency under the Securities and Exchange Act of 1934, as amended, the City may appoint a successor Securities Depository provided the Note Registrar receives written evidence satisfactoryto the Note Registrar with respect to the ability of the successor Securities Depository to discharge its responsibilities. Any such successor Securities Depository shall be a securities depository which is a registered clearing agency under the Securities and Exchange Act of 1934, as amended, or other applicable statute or regulation that operates a securities depository upon reasonable and customary terms. The Note Registrar upon its receipt of a Note or Notes for cancellation shall cause the delivery of Notes to the successor Securities Depository in appropriate denominations and form as provided herein.

Section 211. Nonpresentment of Notes. If any Note is not presented for payment when the principal thereof becomes due at Maturity, if funds sufficient to pay such Note have been made available to the Paying Agent all liability of the City to the Owner thereof forthe payment of such Note shall forthwith cease, determine and be completely discharged, and thereupon it shall be the duty of the Paying Agent to hold such funds, without liability for interest thereon, for the benefit of the Owner of such Note, who shall

14 GILMORE & BELL, P.C. DRAFT thereafter be restricted exclusively to such funds forany claim of whatever nature on his part under this Note Resolution or on, or with respect to, said Note. If any Note is not presented for payment within four (4) years followingthe date when such Note becomes due at Maturity, the Paying Agent shall repay, without liability forinterest thereon, to the City the fundstheretofore held by it forpayment of such Note, and such Note shall, subject to the defense of any applicable statute of limitation, thereafter be an unsecured obligation of the City, and the Owner thereof shall be entitled to look only to the City for payment, and then only to the extent of the amount so repaid to it by the Paying Agent, and the City shall not be liable for any interest thereon and shall not be regarded as a trustee of such money.

Section 212. Preliminary and Final Official Statement. The Preliminary Official Statement dated _, 2021, is hereby ratified and approved.

The Official Statement is hereby authorized to be prepared by supplementing, amending and completing the Preliminary Official Statement, with such changes and additions thereto as are necessary to conform to and describe the transaction. The Mayor is hereby authorized to execute the final Official Statement as so supplemented, amended and completed, and the use and public distribution of the final Official Statement by the Original Purchaser in connection with the reoffering of the Notes is hereby authorized. The proper officials ofthe City are hereby authorized to execute and deliver a certificate pertaining to such OfficialStatement as prescribed therein, dated as of the Issue Date.

The City agrees to provide to the Original Purchaser within seven business days of the date of the sale of Notes sufficient copies of the final Official Statement to enable the Original Purchaser to comply with the requirements of the SEC Rule and Rule G-32 of the Municipal Securities Rulemaking Board.

Section 213. Sale of the Notes. The sale of the Notes to the Original Purchaser is hereby ratified and confirmed. The Mayor and Clerk are hereby authorized to execute the official bid form submitted by the Original Purchaser. Delivery of the Notes shall be made to the Original Purchaser on the Issue Date (which shall be as soon as practicable after the adoption of this Note Resolution), upon payment of the Purchase Price.

ARTICLE III

REDEMPTION OF NOTES

Section 301. No Redemption of Notes. The Notes shall not be subject to optional redemption and payment prior to their Stated Maturity.

ARTICLE IV

SECURITY FOR NOTES

Section 401. Security forthe Notes. The Notes shall be general obligations of the City payable as to both principal and interest fromproceeds of general obligation bonds or notes of the City, and if not so paid, from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The full faith, credit and resources of the City are hereby irrevocably pledged for the prompt payment of the principal of and interest on the Notes as the same become due.

Section 402. Levy and Collection of Annual Tax. The Governing Body of the City shall annually make provision forthe payment of principal of, premium, if any, and interest on the Notes as the

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same become due, if necessary, by levying and collecting the necessary taxes upon all of the taxable tangible property within the City in the manner provided by law.

The taxes referred to above shall be extended upon the tax rolls and shall be levied and collected at the same time and in the same manner as the other ad valorem taxes of the City are levied and collected. The proceeds derived from said taxes shall be deposited in the Bond and Interest Fund, shall be kept separate and apart from all other funds of the City, shall thereafter be deposited in the Debt Service Account and shall be used solely for the payment of the principal of and interest on the Notes as and when the same become due, and the fees and expenses of the Paying Agent.

If at any time said taxes are not collected in time to pay the principal of or interest on the Notes when due, the Treasurer and the Finance Director are hereby authorized and directed to pay said principal or interest out of the general funds of the City and to reimburse said general funds for money so expended when said taxes are collected.

ARTICLEV

ESTABLISHMENT OF FUNDS AND ACCOUNTS

DEPOSIT AND APPLICATION OF NOTE PROCEEDS

Section 501. Creation of Funds and Accounts. Simultaneously with the issuance of the Notes, there shall be created within the Treasury of the City the followingfunds and accounts:

(a) Improvement Fund for General Obligation Temporary Notes, Series 2021-1.

(b) Debt Service Account forGeneral Obligation Temporary Notes, Series 2021-1.

( c) Rebate Fund for General Obligation Temporary Notes, Series 2021-1

The Funds and Accounts established herein shall be administered in accordance with the provisions of this Note Resolution so long as the Notes are Outstanding.

Section 502. Deposit of Note Proceeds. The net proceeds received fromthe sale of the Notes shall be deposited simultaneously with the delivery of the Notes in the Improvement Fund.

Section 503. Application of Moneys in the Improvement Fund. Moneys in the Improvement Fund shall be used forthe sole purpose of: (a) paying the costs of the Improvements, in accordance with the plans and specifications therefor approved by the GoverningBody of the City and on file in the office of the Clerk, including any alterations in or amendments to said plans and specifications deemed advisable and approved by the Governing Body of the City; (b) retiring the Refunded Notes; (c) paying Costs of Issuance; and ( d) transferringany amounts to the Rebate Fund required by this Article V or the Federal Tax Certificate. Upon completion of the Improvements, any surplus remaining in the Improvement Fund shall be deposited in the Debt Service Account.

Section 504. Substitution of Improvements; Reallocation of Proceeds.

(a) The City may elect for any reason to substitute or add other public improvements to be financed with proceeds of the Notes provided the following conditions are met: (1) the Substitute Improvement and the issuance of general obligation bonds to pay the cost of the Substitute Improvement has been duly authorized by the Governing Body of the City in accordance with the laws of the State; (2) a

16 GILMORE & BELL, P.C. DRAFT

resolution authorizing the use of the proceeds of the Notes to pay the Financeable Costs of the Substitute Improvement has been duly adopted by the Governing Body of the City pursuant to this Section; (3) the Attorney General of the State has approved the amendment made by such resolution to the transcript of proceedings for the Notes to include the Substitute Improvements; and ( 4) the use of the proceeds of the Notes to pay the Financeable Cost of the Substitute Improvement will not adversely affect the tax-exempt status of the Notes under State or federal law.

(b) The City may reallocate expenditure of Note proceeds among all Improvements financed by the Notes; provided the following conditions are met: (1) the reallocation is approved by the Governing Body of the City; (2) the reallocation shall not cause the proceeds of the Notes allocated to any Improvement to exceed the Financeable Costs of the Improvement; and (3) the reallocation will not adversely affect the tax-exempt status of the Notes under State or federal law.

Section 505. Application of Moneys in Debt Service Account. All amounts paid and credited to the Debt Service Account shall be expended and used by the City for the sole purpose of paying the principal or Redemption Price of and interest on the Notes as and when the same become due and the usual and customary fees and expenses of the Note Registrar and Paying Agent. The Treasurer is authorizedand directed to withdraw fromthe Debt Service Account sums sufficient to pay both principal or Redemption Price of and interest on the Notes and the fees and expenses of the Note Registrar and Paying Agent as and when the same become due, and to forward such sums to the Paying Agent, if other than the City, in a manner which ensures that the Paying Agent will receive immediately available fundsin such amounts on or before the Business Day immediately preceding the dates when such principal, interest and fees of the Note Registrar and Paying Agent will become due. If, through the lapse of time or otherwise, the Owners of Notes are no longer entitled to enforce payment of the Notes or the interest thereon, the Paying Agent shall return said funds to the City. All moneys deposited with the Paying Agent shall be deemed to be deposited in accordance with and subject to all of the provisions contained in this Note Resolution and shall be held by the Paying Agent for the benefit of the Owners of the Notes entitled to payment from such moneys.

Any moneys or investments remaining in the Debt Service Account after the retirement of the indebtedness for whichthe Notes were issued shall be transferredand paid into the Bond and Interest Fund.

Section 506. Application of Moneys in the Rebate Fund.

(a) There shall be deposited in the Rebate Fund such amounts as are required to be deposited therein pursuant to the Federal Tax Certificate. All money at any time deposited in the Rebate Fund shall be held in trust, to the extent required to satisfy the Rebate Amount (as defined in the Federal Tax Certificate), for payment to the United States of America, and neither the City nor the Owner of any Notes shall have any rights in or claim to such money. All amounts deposited into or on deposit in the Rebate Fund shall be governed by this Section and the Federal Tax Certificate.

(b) The City shall periodically determine the arbitrage rebate, if any, under Code § 148(f) of the Code in accordance with the Federal Tax Certificate, and the City shall make payments to the United States of America at the times and in the amounts determined under the Federal Tax Certificate. Any moneys remaining in the Rebate Fund after redemption and payment of all of the Notes and payment and satisfaction of any Rebate Amount, or provision made therefor,shall be deposited into the Bond and Interest Fund.

( c) Notwithstanding any other provision of this Note Resolution, including in particular Article VII hereof, the obligation to pay arbitrage rebate to the United States of America and to comply with all

17 GILMORE & BELL, P.C. DRAFT other requirements of this Section and the Federal Tax Certificateshall survive the defeasance or payment in fullof the Notes.

Section 507. Deposits and Investment of Moneys. Moneys in each of the Funds and Accounts shall be deposited in accordance with laws of the State, in a bank, savings and loan association or savings bank organized under the laws of the State, any other state or the United States: (a) which has a main or branch office located in the City; or (b) if no such entity has a main or branch office located in the City, with such an entity that has a main or branch office located in the county or counties in which the City is located. All such depositaries shall be members of the Federal Deposit Insurance Corporation, or otherwise as permitted by State law. All such deposits shall be invested in Permitted Investments as set forth inthis Article or shall be adequately secured as provided by the laws of the State. All moneys held in the Funds and Accounts shall be kept separate and apart from all other funds of the City so that there shall be no commingling with any other funds of the City.

Moneys held in any Fund or Account may be invested in accordance with thisNote Resolution and the Federal Tax Certificate in Permitted Investments; provided, however, that no such investment shall be made for a period extending longer than to the date when the moneys invested may be needed for the purpose for which such fund was created. All earnings on any investments held in any Fund or Account shall accrue to and become a part of such Fund or Account; provided that, during the period of construction of the hnprovements, earnings on the investment of such funds may be credited to the Debt Service Account.

ARTICLE VI

DEFAULT AND REMEDIES

Section 601. Remedies. The provisions of the Note Resolution, including the covenants and agreements herein contained, shall constitute a contract between the City and the Owners of the Notes. If an Event of Default occurs and shallbe continuing, the Owner or Owners of not less than 10% in principal amount of the Notes at the time Outstanding shall have the right forthe equal benefitand protection of all Owners of Notes similarly situated:

(a) by mandamus or other suit, action or proceedings at law or in equity to enforce the rights of such Owner or Owners against the City and its officers, agentsand employees, and to require and compel duties and obligations required by the provisions of the Note Resolution or by the Constitution and laws of the State;

(b) by suit, action or other proceedings in equity or at law to require the City, its officers, agents and employees to account as if they were the trustees of an express trust;and

(c) by suit, action or other proceedings in equity or at law to enjoin any acts or things which may be unlawful or in violation of the rights of the Owners of the Notes.

Section 602. Limitation on Rights of Owners. The covenants and agreements of the City contained herein and in the Notes shall be for the equal benefit, protection, and security of the Owners of any or all of the Notes, all of which Notes shall be of equal rank and without preferenceor priority of one Note over any other Note in the application of the fundsherein pledged to the payment of the principal of and the interest on the Notes, or otherwise, except as to rate of interest, date of maturity and right of prior redemption as may be provided in this Note Resolution. No one or more Owners secured hereby shall have any right in any manner whatever by his or their action to affect, disturb or prejudice the security granted

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and provided for herein, or to enforce any right hereunder, except in the manner herein provided, and all proceedings at law or in equity shall be instituted, had and maintained for the equal benefit of all Outstanding Notes.

Section 603. Remedies Cumulative. No remedy conferred herein upon the Owners is intended to be exclusive of any other remedy, but each such remedy shall be cumulative and in addition to every other remedy and may be exercised without exhausting and without regard to any other remedy conferred herein. No waiver of any defaultor breach of duty or contract by the Owner of anyNote shall extend to or affect any subsequent default or breach of duty or contract or shall impair any rights or remedies thereon. No delay or omission of any Owner to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein. Every substantive right and every remedy conferred upon the Owners of the Notes by this Note Resolution may be enforced and exercised from time to time and as often as may be deemed expedient. If action or proceedings taken by any Owner on account of any default or to enforce any right or exercise any remedy has been discontinued or abandoned forany reason, or shall have been determined adversely to such Owner, then, and in every such case, the City and the Owners of the Notes shall be restored to their former positions and rights hereunder, respectively, and all rights, remedies, powers and duties of the Owners shall continue as if no such suit, action or other proceedings had been brought or taken.

ARTICLE VII

DEFEASANCE

Section 701. Defeasance. When any or all of the Notes, redemption premium, if any, or scheduled interest payments thereon have been paid and discharged, then the requirements contained in this Note Resolution and the pledge of the City's faith and credit hereunder and all other rights granted hereby shall terminate with respect to the Notes or scheduled interest payments thereon so paid and discharged. Notes, redemption premium, if any, or scheduled interest payments thereon shall be deemed to have been paid and discharged within the meaning of this Note Resolution if there has been deposited with the Paying Agent, or other commercial bank or trust company located in the State and having full trust powers, at or prior to the Stated Maturity or Redemption Date of said Notes or the interest payments thereon, in trust for and irrevocably appropriated thereto, moneys and/or Defeasance Obligations which, together with the interest to be earnedon any such Defeasance Obligations, will be sufficientfor the payment of the principal of or Redemption Price of said Notes and/orinterest accrued to the Stated Maturity or Redemption Date, or if defaultin such payment has occurred on such date, then to the date of the tender of such payments. Any money and DefeasanceObligations that at any time shall be deposited with the Paying Agent or other commercial bank or trust company by or on behalf of the City, for the purpose of paying and discharging any of the Notes, shall be and are hereby assigned, transferred and set over to the Paying Agent or other bank or trust company in trust for the respective Owners of the Notes, and such moneys shall be and are hereby irrevocably appropriated to the payment and discharge thereof. All money and Defeasance Obligations deposited with the Paying Agent or such bank or trust company shall be deemed to be deposited in accordance with and subject to all of the provisions of this Note Resolution.

ARTICLE VIII

TAXCOVENANTS

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Certificate. The Mayor, Finance Director and Clerk are hereby authorized and directed to execute the Federal Tax Certificate in a form approved by Bond Counsel, for and on behalf of and as the act and deed of the City. The City will, in addition, adopt such other ordinances or resolutions and take such other actions as may be necessary to comply with the Code and with all other applicable future laws, regulations, published rulings and judicial decisions, in order to ensure that the interest on the Notes will remain excluded fromfederal gross income, to the extent any such actions can be taken by the City.

Section 802. Survival of Covenants. The covenants contained in this Articleand in the Federal Tax Certificate shall remain in full force and effectnotwithstanding the defeasance of the Notes pursuant to Article VII hereof or any other provision of this Note Resolution until such time as is set forth in the Federal Tax Certificate.

ARTICLE IX

CONTINUINGDISCLOSURE REQUIREMENTS

Section 901. Disclosure Requirements. The City hereby covenants with the Original Purchaser and the BeneficialOwners to provide and disseminate such information as is required by the SEC Rule and as furtherset forthin the Disclosure Undertaking, the provisions of which are incorporated herein by reference. Such covenant shall be for the benefit of and enforceable by the Original Purchaser and the BeneficialOwners.

Section 902. Failure to Comply with Continuing Disclosure Requirements. In the event the City fails to comply in a timely manner with its covenants contained in the preceding section, the Original Purchaser and/or any Beneficial Owner may make demand for such compliance by written notice to the City. In the event the City does not remedy such noncompliance within 10 days of receipt of such written notice, the Original Purchaser or any Beneficial Owner may in its discretion, without notice or demand, proceed to enforce compliance by a suit or suits in equity for the specific performance of such covenant or agreement contained in the preceding section or for the enforcement of any other appropriate legal or equitable remedy, as the Original Purchaser and/or any Beneficial Owner shall deem effectual to protect and enforce any of the duties of the City under such preceding section. Notwithstanding any other provision of this Note Resolution, failure of the City to comply with its covenants in the preceding section shall not be considered an Event of Default under this Note Resolution.

ARTICLEX

MISCELLANEOUS PROVISIONS

Section 1001. Annual Audit. Annually, promptly afterthe end of the Fiscal Year, the City will cause an audit to be made of the financial statements of the City for the preceding Fiscal Year by an Independent Accountant. Within 30 days after the completion of each such audit, a copy thereof shall be filed in the officeof the Clerk. Such audit shall at all times during the usual business hours be open to the examination and inspection by any taxpayer, any Owner of any of the Notes, or by anyone acting foror on behalf of such taxpayer or Owner. Upon payment of the reasonable cost of preparing and mailing the same, a copy of any annual audit will, upon request, be sent to any Owner or prospective Owner. As soon as possible after the completion of the annual audit, the GoverningBody of the City shall review such audit, and if the audit discloses that proper provision has not been made forall of the requirements of this Note Resolution, the City shall promptly cure such deficiency.

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Section 1002. Amendments. The rights and duties of the City and the Owners, and the terms and provisions of the Notes or of this Note Resolution, may be amended or modified at any time in any respect by resolution of the City with the written consent of the Owners of not less than a majority in principal amount of the Notes then Outstanding, such consent to be evidenced by an instrument or instruments executed by such Owners and duly acknowledged or proved in the manner of a deed to be recorded, and such instrument or instruments shall be filed with the Clerk, but no such modification or alteration shall:

( a) extend the maturity of any payment of principal or interest due upon any Note;

(b) effecta reduction in the amount which the City is required to pay as principal of or interest on any Note;

( c) permit preferenceor priority of any Note over any other Note; or

(d) reduce the percentage in principal amount of Notes required forthe written consent to any modification or alteration of the provisions of this Note Resolution.

Any provision of the Notes or of this Note Resolution may, however, be amended or modified by resolution duly adopted by the GoverningBody of the City at any time in any legal respect with the written consent of the Owners of all of the Notes at the time Outstanding.

Without notice to or the consent of any Owners, the City may amend or supplement this Note Resolution for the purpose of curing any formal defect, omission, inconsistency or ambiguity herein, to grant to or confer upon the Owners any additional rights, remedies, powers or authority that may lawfully be granted to or conferredupon the Owners, to more precisely identify the Improvements, to reallocate proceeds of the Notes among Improvements, to provide for Substitute Improvements, to conformthis Note Resolution to the Code or future applicable federallaw concerningtax-exempt obligations, or in connection with any other change therein which is not materially adverse to the interests of the Owners.

Every amendment or modification of the provisions of the Notes or of this Note Resolution, to which the written consent of the Owners is given, as above provided, shall be expressed in a resolution adopted by the Governing Body of the City amending or supplementing the provisions of this Note Resolution and shall be deemed to be a part of this Note Resolution. A certified copy of every such amendatory or supplemental resolution, if any, and a certified copy of this Note Resolution shall always be kept on file in the officeof the Clerk, and shall be made available for inspection by the Owner of any Note or a prospective purchaser or owner of any Note authorized by this Note Resolution, and upon payment of the reasonable cost of preparing the same, a certified copy of any such amendatory or supplemental resolution or of this Note Resolution will be sent by the Clerk to any such Owner or prospective Owner.

Any and all modifications made in the manner hereinabove provided shall not become effective until there has been filed with the Clerk a copy of the resolution of the City hereinabove provided for, duly certified, as well as proof of any required consent to such modification by the Owners of the Notes then Outstanding. It shall not be necessary to note on any of the Outstanding Notes any reference to such amendment or modification.

The City shall furnish to the Paying Agent a copy of any amendment to the Notes or this Note Resolution which affectsthe duties or obligations of the Paying Agent under this Note Resolution.

21 GILMORE & BELL, P.C. DRAFT

Section 1003. Notices, Consents and Other Instruments by Owners. Any notice, consent, request, direction, approval or other instrument to be signed and executed by the Owners may be in any number of concurrent writings of similar tenor and may be signed or executed by such Owners in person or by agent appointed in writing. Proof of the execution of any such instrument or of the writing appointing any such agent and of the ownership of Notes, if made in the following manner, shall be sufficientfor any of the purposes of this Note Resolution, and shall be conclusive in favor of the City and the Paying Agent with regard to any action taken, suffered or omittedunder any such instrument, namely:

(a) The fact and date of the execution by any person of any such instrument may be proved by a certificate of any officer in any jurisdiction who by law has power to take acknowledgments within such jurisdiction that the person signing such instrument acknowledgedbefore such officerthe execution thereof, or by affidavitof any witness to such execution.

(b) The fact of ownership of Notes, the amount or amounts, numbers and other identification of Notes, and the date of holding the same shall be proved by the Note Register.

In determining whether the Owners of the requisite principal amount of Notes Outstanding have given any request, demand, authorization, direction, notice, consent or waiver under this Note Resolution, Notes owned by the City shall be disregarded and deemed not to be Outstanding under this Note Resolution, except that, in determiningwhether the Owners shall be protected in relying upon any such request, demand, authorization, direction, notice, consent or waiver, only Notes which the Owners know to be so owned shall be so disregarded. Notwithstanding the foregoing,Notes so owned which have been pledged in good faith shall not be disregarded as aforesaidif the pledgee establishes to the satisfactionof the Owners the pledgee's right so to act with respect to such Notes and that the pledgee is not the City.

Section 1004. Notices. Any notice, request, complaint, demand or other communication required or desired to be given or filed under this Note Resolution shall be in writing, given to the Notice Representative at the Notice Address and shall be deemed duly given or filed if the same shall be: (a) duly mailed by registered or certified mail, postage prepaid; or (b) communicated via fax, with electronic or telephonic confirmation of receipt. Copies of such notices shall also be given to the Paying Agent. The City, the Paying Agent and the Original Purchaser may from time to time designate, by notice given hereunder to the others of such parties, such other address to which subsequent notices, certificates or other communications shall be sent.

All notices given by: (a) certifiedor registered mail as aforesaidshall be deemed duly given as of the date they are so mailed; (b) fax as aforesaid shall be deemed duly given as of the date of confirmation of receipt. If, because of the temporary or permanent suspension of regular mail service or forany other reason, it is impossible or impractical to mail any notice in the manner hereinprovided, then such other formof notice as shall be made with the approval of the Paying Agent shall constitute a sufficient notice.

Section 1005. Electronic Transactions. The issuance of the Notes and the transactions related thereto and described herein may be conducted and documents may be stored by electronic means.

Section 1006. Further Authority. The officers and officials of the City, including the Mayor and Clerk, are hereby authorized and directed to execute all documents and take such actions as they may deem necessary or advisable in order to carry out and perform the purposes of this Note Resolution and to make ministerial alterations, changes or additions in the foregoingagreements, statements, instrumentsand other documents herein approved, authorized and confmned which they may approve, and the execution or taking of such action shall be conclusive evidence of such necessity or advisability.

22 GILMORE & BELL, P.C. DRAFT

Section 1007. Severability. If any section or other part of this Note Resolution, whether large or small, is for any reason held invalid, the invalidity thereof shall not affectthe validity of the other provisions of this Note Resolution.

Section 1008. Governing Law. This Note Resolution shall be governed exclusively by and construed in accordance with the applicable laws of the State.

Section 1009. Effective Date. This Note Resolution shall take effect and be in full force from and after its passage by the GoverningBody of the City.

[BALANCEOF THIS PAGE INTENTIONALLY LEFT BLANK]

23 Gll,MORE & BELL, P.C. DRAFT

PASSED by the GoverningBody of the City of Leawood, Kansas this 2nd day of August, 2021.

APPROVED by the Mayor this 2nd day of August, 2021.

(Seal)

Peggy J. Dunn, Mayor

ATTEST:

Kelly Varner, City Clerk

APPROVED AS TO FORM:

Bond Counsel

(Signature Page to Note Resolution) GILMORE & BELL, P.C. DRAFT

EXHIBIT A (FORM OF NOTES)

REGISTERED REGISTERED NUMBER $____ _

Unless this certificateis presented by an authorized representative of The Depository Trust Company, a New York Corporation ("DTC"), to the City or its agent for registration of transfer, exchange or payment, and any certificateissued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

UNITED STATES OF AMERICA STATE OF KANSAS COUNTY OF JOHNSON CITY OF LEAWOOD GENERAL OBLIGATION TEMPORARY NOTE SERIES 2021-1

Dated Date Maturity Date Interest Rate CUSIP

, 2021 September 1, 2022 %

REGISTERED OWNER:

PRINCIPALAMOUNT:

KNOW ALL PERSONS BY THESE PRESENTS: That the City of Leawood, in the County of Johnson, State of Kansas (the "City"), for value received, hereby acknowledges itself to be indebted and promises to pay to the Registered Owner shown above, or registered assigns, but solely fromthe source and in the manner herein specified, the Principal Amount shown above on the Maturity Date shown above, unless called for redemption prior to said Maturity Date, and to pay interest thereon at the Interest Rate per annum shown above (computed on the basis of a 360-day year of twelve 30-day months), fromthe Dated Date shown above, or from the most recent date to which interest has been paid or duly provided for, payable March 1, 2022 and on the Maturity Date until the Principal Amount has been paid.

Method and Place of Payment. The principal or redemption price of this Note shall be paid at maturity to the person in whose name this Note is registered at the maturity date thereof, upon presentation and surrender of this Note at the principal office of the Treasurer of the State of Kansas, Topeka, Kansas (the "Paying Agent" and "Note Registrar"). The interest payable on this Note on any Interest Payment Date shall be paid to the person in whose name this Note is registered on the registration books maintained by the Note Registrar at the close of business on the Record Date(s) for such interest, which shall be the 15th day (whether or not a business day) of the calendar month next preceding the Interest Payment Date. Such interest shall be payable ( a) by check or draftmailed by the Paying Agent to the address of such Registered Owner shown on the Note Register or at such other address as is furnished to the Paying Agent in writing

A-1 GILMORE & BELL, P.C. DRAFT by such Registered Owner; or (b) in the case of an interest payment to Cede & Co. or any Owner of$500,000 or more in aggregate principal amount of Notes by electronic transfer to such Owner upon written notice given to the Note Registrar by such Registered Owner, not less than 15 days prior to the Record Date for such interest, containing the electronic transfer instructions including the bank, ABA routing number and account number to which such Registered Owner wishes to have such transfer directed. The principal and interest on the Notes shall be payable in any coin or currency that, on the respective dates of payment thereof, is legal tender forthe payment of public and privatedebts. Interest not punctually paid will be paid in the manner established in the within defined Note Resolution.

Definitions. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the hereinafterdefined Note Resolution.

ADDITIONALPROVI SIONS OF TIDS NOTE ARE CONTINUED ON THE REVERSE HEREOF AND SHALL FOR ALLPURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH AT TIDS PLACE.

Authentication. This Note shall not be valid or become obligatory forany purpose or be entitled to any security or benefit under the hereinafter defined Note Resolution until the Certificate of Authentication and Registration hereon shall have been lawfullyexecuted by the Note Registrar.

IT IS HEREBY DECLARED AND CERTIFIED that all acts, conditions, and things required to be done and to exist precedent to and in the issuance of this Note have been properly done and performed and do exist in due and regular form and manner as required by the Constitution and laws of the State of Kansas, and that the total indebtedness of the City, including this series of notes, does not exceed any constitutional or statutory limitation.

IN WITNESS WHEREOF, the City has caused this Note to be executed by the manual or facsimile signature of its Mayor and attested by the manual or facsimile signatureof its Clerk, and its seal to be affixedhereto or imprinted hereon.

CITY OF LEAWOOD, KANSAS

(Seal) By: {manual or facsimile) Mayor

ATTEST:

By: (manual or facsimile) Clerk

The General Obligation Temporary Note shall not be negotiable unless and until countersigned below following registration by the Treasurer of the State of Kansas.

(Seal) (manual or facsimile) Clerk

A-2 GILMORE & BELL, P.C. DRAFT

CERTIFICATE OF AUTHENTICATION AND REGISTRATION

This Note is one of a series of General Obligation Temporary Notes, Series 2021-1, of the City of Leawood, Kansas, describedin the within-mentioned Note Resolution.

Registration Date ______Officeof the State Treasurer, Topeka, Kansas, as Note Registrar and Paying Agent

By:------Registration Number: 4182-046-081921-303

(FORM OF REVERSE SIDE OF NOTE)

ADDITIONAL PROVISIONS

Authorization of Notes. This Note is one of an authorized series of Notes of the City designated "General Obligation Temporary Notes, Series 2021-1," aggregating the principal amount of$____ _ (the "Notes") issued for the purposes set forthin the Ordinance of the City authorizing the issuance of the Notes and the Resolution of the City prescribing the form and details of the Notes (the "Note Resolution"). The Notes are issued by the authority of and in full compliance with the provisions, restrictions and limitations of the Constitution and laws of the State of Kansas, including in particular K.S.A. 10-123 et seq., K.S.A. 10-620 et seq., K.S.A. 12-614 et seq., K.S.A. 12-685 et seq., K.S.A. 12-1736 et seq., K.S.A. 13-1055a and K.S.A. 13-1055b, Charter Ordinance No. 33 of the City, each as amended and supplemented, and the City's Home Rule Authority under Article 12, Section 5 of the Kansas Constitution, and all other provisions of the laws of the State of Kansas applicable thereto.

General Obligations. The Notes constitute general obligations of the City payable from the proceeds of general obligation bonds or notes of the City, and if not so paid, from ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible property, real and personal, within the territorial limits of the City. The full faith, credit and resources of the City are hereby pledged for the payment of the principal of and interest on this Note and the issue of which it is a part as the same respectively become due.

Redemption Prior to Maturity. The Notes are not subject to redemption prior to maturity.

Book-Entry System. The Notes are being issued by means of a book-entry system with no physical distribution of note certificates to be made except as provided in the Note Resolution. One Note certificate with respect to each date on which the Notes are stated to mature or with respect to each form of Notes, registered in the nominee name of the Securities Depository, is being issued and required to be deposited with the Securities Depository and immobilized in its custody. The book-entry system will evidence positions held in the Notes by the Securities Depository's participants, beneficial ownership of the Notes in authorized denominations being evidenced in the records of such participants. Transfers of ownership shall be effected on the records of the Securities Depository and its participants pursuant to rules

A-3 GILMORE & BELL, P.C. DRAFT

and procedures established by the Securities Depository and its participants. The City and the Note Registrar will recognize the Securities Depository nominee, while the Registered Owner of this Note, as the owner of this Note forall purposes, including (i) payments of principal of, and redemption premium, if any, and interest on, this Note, (ii) notices and (iii) voting. Transfer of principal, interest and any redemption premium payments to participants of the Securities Depository, and transfer of principal, interest and any redemption premium payments to beneficial owners of the Notes by participants of the Securities Depository will be the responsibility of such participants and other nominees of such beneficial owners. The City and the Note Registrar will not be responsible or liable for such transfersof payments or for maintaining, supervising or reviewing the records maintained by the Securities Depository, the Securities Depository nominee, its participants or persons acting through such participants. While the Securities Depository nominee is the owner of this Note, notwithstanding the provision hereinabove contained, payments of principal of, redemption premium, if any, and interest on this Note shall be made in accordance with existing arrangements among the City, the Note Registrar and the Securities Depository.

Transfer and Exchange. EXCEPT AS OTHERWISE PROVIDED IN THE NOTE RESOLUTION, TIDS GLOBAL NOTE MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF THE SECURITIES DEPOSITORY OR TO A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSITORY. This Note may be transferred or exchanged, as provided in the Note Resolution, only on the Note Register kept for that purpose at the principal office of the Note Registrar, upon surrender of this Note, together with a written instrument of transfer or authorization for exchange satisfactory to the Note Registrar duly executed by the Registered Owner or the Registered Owner's duly authorized agent, and thereupon a new Note or Notes inany Authorized Denomination of the same maturity and in the same aggregate principal amount shall be issued to the transfereein exchange therefor as provided in the Note Resolution and upon payment of the charges therein prescribed. The City shall pay all costs incurred in connection with the issuance, payment and initial registration of the Notes and the cost of a reasonable supply of note blanks. The City and the Paying Agent may deem and treat the person in whose name this Note is registered on the Note Register as the absolute owner hereof for the purpose of receiving payment of, or on account of, the principal or redemption price hereof and interest due hereon and for all other purposes. The Notes are issued in fullyregistered formin Authorized Denominations.

LEGAL OPINION

GILMORE & BELL, P.C. Attorneysat Law 2405 Grand Boulevard Suite 1100 Kansas City, Missouri 64108

(PRINTEDLEGAL OPil\TION)

A-4 GILMORE & BELL, P.C. DRAFT

NOTE ASSIGNMENT

FOR VALUE RECEIVED, the undersigned do(es) hereby sell, assign and transfer to

(Name and Address)

(Social Security or Taxpayer IdentificationNo.)

the Note to which this assignment is affixedin the outstanding principal amount of$ , standing in the name of the undersigned on the books of the Note Registrar. The undersigned do( es) hereby irrevocably constitute and appoint as agent to transfer said Note on the books of said Note Registrar with fullpower of substitution in the premises. Dated ------Name

Social Securityor Taxpayer IdentificationNo.

Signature (Sign here exactly as name(s) appear on the face of Certificate)

Signature guarantee:

By ______

CERTIFICATE OF CLERK

STATE OF KANSAS ) ) SS. COUNTY OF JOHNSON )

The undersigned, Clerk of the City of Leawood, Kansas, does hereby certify that the within Note has been duly registered in my officeaccording to law as of _, 2021.

WITNESS my hand and official seal.

(Seal) By: (manual or facsimile) Clerk

A-5 GILMORE & BELL, P.C. DRAFT

CERTIFICATE OF STATE TREASURER

OFFICE OF THE TREASURER, STATE OF KANSAS

Lynn Rogers, Treasurer of the State of Kansas, does hereby certify that a transcript of the proceedings leading up to the issuance of this Note has been filed in the office of the State Treasurer, and that this Note was registered in such office according to law on , 2021.

WITNESS my hand and officialseal.

(Seal) By: ------Treasurer of the State of Kansas

A-6 �A.

CITY OF LEAWOOD Check Date 07/21/2021 Ordinance 2021-29

Final Check List Page: 1

Check# Vendor Description Amount Paid Check Total 112961 AB MAY SALES & SERVICE CO CANCELLED JOB/REFUND PERMIT FEES 113.60 113.60

112962 ABOGADOS PARKER & PARKER PA PUBLIC DEFENDER 198.50 198.50

112963 ACUSHNET CO - FOOT JOY CUSTOM APPAREL 47.03 STAFF APPAREL 99.83 PROSHOP MERCHANDISE 571.65 718.51

112964 ACUSHNET CO - TITLEIST PROSHOP MERCHANDISE 115.70 POLOS 135.31 PROSHOP MERCHANDISE 689.78 940.79

112965 ADIDAS AMERICA INC PROSHOP MERCHANDISE 544.65 544.65

112966 ALENCO INC REFUND/ BUSINESS LICENSE/ PAID 1WICE 60.00 60.00

112967 AMERICAN MESSAGING SVCS LLC COMMUNICATION - PAGING 176.90 176.90

112968 AT&T PHONE SERVICE 422.01 PHONE SERVICE 382.64 804.65

112969 AT&T INTERNET AT&T INTERNET 191.21 191.21

112970 BLUE TARP FINANCIAL INC, CAPITAL ONE COURSE SUPPLIES 165.97 EQUIPMENT SUPPLIES 153.70 319.67

112971 BLUE VALLEY LABORATORIES INC GOLF HOLE POND MAINTENANCE 225.00 GOLF HOLE POND MAINTENANCE 450.00 675.00

112972 BLUE VALLEY SCHOOL DISTRICT POOL RENTAL FOR TRAINING 1,057.50 1,057.50

112973 BLUEHAWK SHIPPING, MAIL IT SHIPPING FEE 26.07 26.07

112974 BRUNGARDT HONOMICHL & CO PA 2019 ENGINEERING-LEE BLVD.-83RD ST. TO 9 1,834.90 1,834.90

Page: 1 Final Check List Page: 2

Check# Vendor Description Amount Paid Check Total 112975 CABLE-DAHMER CHEVROLET PD CAR WASHES 54.00 54.00

112976 CHARLES D JONES CO INC HW TL PROD/HW CLEAR STAT 206.78 206.78

112977 CHETS LOCK & KEY DUP HIGH SECURITY MEDECO/PRIMUS KEY 12.99 12.99

112978 COMMERCIAL AQUATIC SERVICES POOL CHEMICALS 3,457.46 3,457.46

112979 CONRAD FIRE EQUIPMENT INC Q332 SERVICE 304.81 Q332 SERVICE 339.44 Q332 SERVICE 535.12 Q332 SERVICE 34 1.22 1,520.59

112980 CONTINENTAL CONSULTING ENGNRS 2021 POND RENOVATION IRONWOODS PARK 7,248.02 2021 NORTH LAKE RESTROOM INSTALLATION 4,810.00 12,058.02

112981 CORPORATE HEALTH KU MEDWEST KU MedWest - post offer tests 3,228.00 3,228.00

112982 COSENTINOS PRICE CHOPPER COMMUNITY EVENT SUPPLIES 49.45 49.45

112983 DEGASPERI & ASSOCIATES INC 2016 FIRE STATION #1 DESIGN-DEGASPERI 2,889.90 2,889.90

112984 DELTA INNOVATIVE SERVICES INC Roof Tile Repair lronhorseNista 7,186.00 7,186.00

112985 DISH NETWORK SATELLITE SERVICE 95.43 95.43

112986 EVERLASTING SIGN ART NAME PLAQUE 23.21 23.21

112987 EWING IRRIGATION PRODUCTS INC IRRIGATION SUPPLIES 70.55 IRRIGATION SUPPLIES 49.66 IRRIGATION SUPPLIES 262.61 382.82

112988 FACTORY MOTOR PARTS CO VEHICLE PARTS 94.99 94.99

112989 FELD FIRE SCBA EQUIPMENT - PARTS 50.31 UNIFORM - HELMET SHIELDS 177.00 227.31

112990 FIRST INSURANCE FUNDING CORP INSURANCE INSTALLMENT 668.64 668.64

112991 FLEX KLEEN CLEAN GRILL HOOD 515.00 515.00

Page: 2 Final Check List Page: 3

Check# Vendor Description Amount Paid Check Total 112992 FOLEY INDUSTRIES RECEPTACLE/ CONTROL GP-E 308.96 308.96

112993 FORENSIC PSYCHOLOGY ASSOC PRE-EMPLOYMENT PSYCH EXAM 450.00 450.00

112994 GALLAWAY, COURTNEY REFUND/CANCELLED EVENT 125.00 125.00

112995 GALLS LLC UNIFORMS 1,718.10 UNIFORMS 149.97 UNIFORMS 137.96 2,006.03

112996 GALLS LLC UNIFORM PANTS 74.99 BIKE UNIFORM 151.74 226.73

112997 GRASS PAD INC SOD 31.60 31.60

112998 GREAT PLAINS SPCA ANIMAL BOARDING 1,555.00 1,555.00

112999 H20 WINDOW CLEANING LLC WINDOW CLEANING 54.00 54.00

113000 HOLLIDAY SAND & GRAVEL CO TANDEM TRUCK/ LANDFILL 264.00 264.00

113001 HOMETOWN LAWN LLC IRRIGATION LABOR 764.50 764.50

113002 HOSPITAL MANHATTAN INC ,ASCENSION \ POST OFFER TESTS 382.00 382.00

113003 HUNTER BROTHERS LANDSCAPELLC MOWING SERVICE 130.00 130.00

113004 IMPERIAL PROSHOP MERCHANDISE 609.56 609.56

113005 INTERSTATE ALL BATTERY CENTER STATION BATTERIES 46.79 46.79 113006 J & K TRANSPORT INC SAND HAULING FROM HAYDEN GROUP 1,537.25 1,537.25 113007 JO CO MENTAL HEALTH CENTER 2ND QTR CO-RESPONDER SERVICES 11,100.57 11,100.57

Page: 3 Final Check List Page: 4

Check# Vendor Description Amount Paid Check Total 113008 JO CO WASTEWATER WASTEWATER SERVICE 134.86 WASTEWATER SERVICE 358.05 WASTEWATER SERVICE 152.39 WASTEWATER SERVICE 548.71 WASTEWATER SERVICE 18.28 WASTEWATER SERVICE 1,295.64 WASTEWATER SERVICE 114.96 2,622.89

113009 KC BOBCAT INC 4 HEAVY DUTY TIRES- 1,180.76 1,180.76

113010 LAWSON PRODUCTS INC ROCKER SWITCH/ SEALED TOGGLESWITCH/ 535.40 535.40

113011 LEWIS, ALICIA M ART CAMP 472.00 472.00

113012 LOTS OF DOTS ICE CREAM 378.00 378.00

113013 MAHER OIL CO DIESEL FUEL 506.39 UNLEADED FUEL 951.75 1,458.14

113014 MCKEEVERS PRICE CHOPPER COOKIES 14.77 RUBBING ALCOHOU MILK/ GATORADE 19.94 WATER 9.99 ZIPLOC BAGS/ MILK 9.48 54.18

113015 METROMEDIA INC CHAMBER ADVERTISING AD 690.00 690.00

113016 MIRROR INC, THE 2021 ATF DISTRIBUTION 4,217.25 2021 ATF DISTRIBUTION 4,217.25 8,434.50

113017 MORGAN HUNTER CORPORATION CONTRACTOR'S HOURS 367.20 367.20

113018 MORSE, CODY REIMBURSE FOR HG UNIFORM ADJUSTMENTS 47.00 47.00

113019 NIKE USA INC GOLF SHOP MERCHANDISE 93.98 93.98

113020 OADES BROTHERS TIRE & AUTO VEHICLE TIRES 541.88 541.88

113021 OBIJI, MISHEA CLEANING 150.00 CLEANING 150.00 300.00

Page: 4 Final Check List Page: 5

Check# Vendor Description Amount Paid Check Total

113022 O'REILLY AUTO PARTS REC. ADAPTER 32.99 FUEL FILTER 2.64 BATTERY 74.88 VEHICLE MAINTENANCE SUPPLIES 51.92 VEHICLE PARTS 47.94 OIL FILTER 4.24 DUPLICATE PAYMENT/ FILTERS AND OIL -140.77 OIL FILTER 8.48 AIR FILTER 9.55 TOGGLE SWITCH/ WIRE MF CONN/ FUSE HOLDER 20.47 MOTOR OIL 51.98 164.32

113023 PECKHAM GUYTON ALBERSVIETS INC 2020 DESIGN SVS FOR PARKS MAINTENANCE FA 104,108.68 104,108.68

113024 PEERFIT INC June 2021 Peerfitdues 2,265.70 2,265.70

113025 PEPSI BEVERAGES COMPANY BEVERAGES 596.52 BEVERAGES 759.35 1,355.87

113026 POMP'S TIRE SERVICE INC 4 TWEELWH EELS FOR PUBLIC WORKS VEHICLE 4,700.00 4,700.00

113027 PRIDE CLEANERS MJV-A LLC UNIFORM CLEANING 63.00 63.00

113028 PROFESSIONAL TURF PRODUCTS EQUIPMENT SUPPLIES 553.12 EQUIPMENT SUPPLIES 499.38 SHAFT FOR MOWER DECK 1,252.50 CORE BOARD EXCHANGE CREDIT -300.00 EQUIPMENT SUPPLIES 684.74 FLEX 34 AND 35 CONVERSION ASSEMBLIES 1,332.44 4,022.18

113029 04 INDUSTRIES LLC PAPER TOWELS 174.24 COPY PAPER 1,598.71 PAPER TOWELS/ TISSUE/ LOTION SOAP/ 841.77 2,614.72

113030 RANCH MART ACE HARDWARE FASTENERS/NUTS/BOLTS/NAILS 12.12 SALLY PORT SUPPLIES 147.97 KEY STEM 27.96 FASTENERS/NUTS/SOL TS/NAILS 15.00 203.05

Page: 5 Final Check List Page: 6

Check# Vendor Description Amount Paid Check Total 113031 REINHART FOODSERVICE PREPARED FOOD 728.77 728.77

113032 ROB SIGHT FORD VEHICLE MAINTENANCE 1,935.15 VEHICLE PARTS 90.68 2,025.83

113033 ROMA BAKERY PREPARED FOOD 36.22 36.22

113034 SAFETY-KLEEN SYSTEMS INC SHOP SUPPLIES 163.82 163.82

113035 SANTEE-BECKER ASSOCIATES LLC KITCHEN EQUIPMENT REPLACEMENT 400.00 400.00

113036 SITEONE LANDSCAPE SUPPLY LLC LANDSCAPE SUPPLIES 44.82 44.82

113037 SOCIETY-TEACHERS OF FAMILY MED BUSINESS LICENSE REFUND 215.00 215.00

113038 SPECTRUM FIRE STATION 1 CABLE 40.82 40.82

113039 SPEEDPRO IMAGING VEHICLE GRAPHICS 23.96 23.96

11 3040 STAPLES BUSINESS ADVANTAGE GYM ORGANIZATION RACK 61.74 KCUPS/NOTEBOOK/ SALT & PEPPER/ KEURIG 280.41 342.15

113041 SUBURBAN LAWN & GARDEN INC YARD WASTE 18.00 YARD WASTE 30.00 YARD WASTE 20.00 ANNUAL�PERENN�LS 277.52 ANNUALS 49.04 394.56

113042 SWELL SPARK LLC BREAKOUT TEAM BUILDING ACTIVITY 1,408.00 1,408.00

113043 SYSCO FOOD SERVICE OF KC INC PREPARED FOOD 565.30 565.30

113044 TAYLORMADE GOLF COMPANY INC PROSHOP MERCHANDISE 329.29 MERCHANDISE RETURN -210.00 119.29

113045 THOMSON REUTERS BUSINESS ONLINE/SOFTWARE SUBSCRIPTION 686.81 686.81

113046 TORO COMPANY - NSN, THE STANTOW-36-EQ/SVC 187.20 187.20

113047 TOWN & COUNTRY BLDG SERVICES CLEANING SERVICES@ JC - JUL 5,150.00 5,150.00

Page: 6 Final Check List Page: 7

Check# Vendor Description Amount Paid Check Total 113048 TRAVELERS LITIGATION/DEDUCTIBLE 600.00 600.00

113049 TREKK DESIGN GROUP LLC 2022 LEE BLVD 83RD TO SOMERSET 17,294.20 17,294.20

113050 UNI FIRST CORPORATION MAT CLEANING 110.78 110.78

113051 UNIVERSITY OF KANSAS- REGISTAR TRAINING - YODER 350.00 350.00

113052 US POSTMASTER 2021-2022 FALL/WINTER PROGRAM GUIDE 4,200.00 4,200.00

113053 VALIDITY SCREENING SOLUTIONS BACKGROUND CHECKS 317.00 ANNUAL MVRS JUNE/JULY 243.25 CREDIT CHECK 10.00 570.25

113054 VAN-WALL EQUIPMENT INC ROTARY SWI 66.41 SEAT KIT 191.66 258.07

113055 WASTE MANAGEMENT OF KANSAS INC TRASH DISPOSAL 782.85 782.85

113056 WESSPUR TREE EQUIPMENT INC HYBRID SRT DEVICE/ ISC ROPE WRENCH 124.45 HYBRID SRT DEVICE/ ROPE WRENCH/ 596.07 720.52

113057 WESTLAKE HARDWARE HARDWARE SUPPLIES 173.99 173.99

113058 WINFIELD SOLUTIONS LLC DEFOAM 2,525.36 2,525.36

98 checks in this report. Grand Total All Checks: 236,716.55

Page: 7 CITY OF LEAWOOD Check Date 07/28/2021 Ordinance 2021-30

Final Check List Page: 1

Check# Vendor Description Amount Paid Check Total 113060 ALPINE TOWERS INTERNATIONAL ALPINE TOWERS CHALLENGE COURSE ANNUAL 1,812.50 1,812.50

113061 AMERICAN MICRO CO INC SCANNING SERVICES 7,638.36 7,638.36

113062 AMERICAN PUBLIC WORKS ASSOC APWA YEARLY MEMBERSHIP DUES -ADMIN (4) 3,880.00 3,880.00

113063 APCO INTERNATIONAL INC TRAINING - EBBERTS 109.00 109.00

113064 AT&T PHONE SERVICE 366.94 366.94

113065 AT&T INTERNET Li-VERSEINTERNET & TV- 210.32 210.32

113066 AT&T INTERNET Li-VERSEINTERNET & TV- 210.32 210.32

113067 AT&T INTERNET Li-VERSEINTERNET & TV- 210.32 210.32

113068 ATHCO LLC FISH NET ROPE CLIMBER, WAVE NET WITH 6,205.00 6,205.00

113069 BLUEHAWK SHIPPING, MAIL IT SHIPPING FEE 44.26 44.26

113070 BROWN, MONICA TRANSCRIPTION SERVICE 325.00 325.00

113071 BURNS & MCDONNELL ENGINEERING 2020 ENGINEERING ON MISSION RD. 133RD-14 97,637.07 97,637.07

113072 CALLAWAY GOLF CO GOLF SHOP MERCHANDISE 197.51 197.51

113073 CENTERFIRE SHOOTING SPORTS LLC MEMBERSHIPS- 800.00 800.00

113074 CENTRAL SALT 2200 TONS OF SALT FOR 2021/2022 WINTER 2,746.48 2200 TONS OF SALT FOR 2021/2022 WINTER 2,679.87 2200 TONS OF SALT FOR 2021/2022 WINTER 1,324.77 2200 TONS OF SALT FOR 2021/2022 WINTER 8,068.43 2200 TONS OF SALT FOR 2021/2022 WINTER 9,270.91 24,090.46

Page: 1 Final Check List Page: 2

Check# Vendor Description Amount Paid Check Total 113075 CERTIFIED LABORATORIES SPECTRA XTREME & SAMPLERS KIT 661.94 SPECTRA XTREME & SAMPLERS KIT 632.50 1,294.44

113076 CHARLES D JONES CO INC HW CLEAR STAT 23.28 23.28

113077 CHARLESWORTH CONSULTING LLC JUNE 2021 CONSULTING SERVICES 500.00 500.00

113078 CINTAS CORPORATION NO 2 FIRST AID SUPPLIES 242.87 242.87

113079 COMMERCIAL AQUATIC SERVICES SULFURIC ACID 554.06 GASKET 63.52 617.58

113080 CONCRETE MATERIALS INC KCMMBGPSK44 666.75 CONCRETE MATERIALS 317.50 CONCRETE MATERIALS 635.00 1,619.25

113081 CORNERSTONES OF CARE 2021 ATF DISTRIBUTION 1,797.00 1,797.00

113082 CORPORATE HEALTH KU MEDWEST POST OFFER TESTS 441.00 441.00

113083 DELL MARKETING LP DELL USA LP LAPTOPS 4,111.72 4,111.72

113084 DISCOUNT TIRE INSTALL TWO MOWER TIRES 20.00 20.00

113085 DOUBLE CHECK CO INC MANHOLE LID 226.35 226.35

113086 DYNAMIC DISPLAYS LLC BANNERS/ARTWORK LAYOUT 583.00 583.00

113087 ECOLAB PEST ELIMINATION PEST CONTROL 109.18 109.18

113088 ELEVATOR SAFETY SERVICES INC ANNUAL INSPECTION 145.00 ANNUAL INSPECTION 175.00 320.00

113089 ELIGIUS BRONZE CUT BRONZE LETTERS 154.00 154.00

113090 ELLIOTT EQUIPMENT COMPANY SCHWARZE STREET SWEEPER 192,910.00 192,910.00

113091 EMERY SAPP & SONS INC UPM COLD PATCH 105.00 105.00

113092 EVERGY POWER SERVICE 29.86 29.86

113093 EW TRANSPORT LLC TOWING SERVICES- 95.00 95.00

Page: 2 Final Check List Page: 3

Check# Vendor Description Amount Paid Check Total 113094 EXCEL LINEN SUPPLY LINEN CLEANING 111.69 LINEN CLEANING 75.50 187.19

113095 FASTSIGNS PVC 48.70 48.70

113096 FEDEX GROUND SERVICES 37.23 PACKAGE DELIVERY 139.41 176.64

113097 FERGUSON ENTERPRISES LLC LFN BRS ECON THRM WELL 32.35 ADJ ANG THRM 71.78 104.13

113098 FLOTH, KARL L. FIRST TEE SUMMER SESSION 525.00 525.00

113099 GALLS LLC NAME TAG 21.19 21.19

113100 G-B CONSTRUCTION LLC 20201RONHORSE GOLF COURSE PARKING LOT RE 13,978.75 13,978.75

113101 GEORGE BUTLER ASSOCIATES INC 2019 WATERFORD STORMWATER ENGINEERING 1,432.00 2019 WATERFORD STORMWATER ENGINEERING 6,620.50 8,052.50

113102 GFL ENVIRONMENTAL RECYCLING SERVICE 68.07 68.07

113103 GRAINGER INC V-BELT 18.90 BIFOCAL SAFETY GLASSES 15.30 HOSE A/C GASKET SEALS 20.47 ICE MAKER FILTER CARTRIDGE 61.41 V-BELT 17.34 133.42

113104 GUNTER PEST MANAGEMENT INC PEST CONTROL 60.00 60.00

113105 HASTY AWARDS BASEBALL MEDALS 1,179.20 ENGRAVED PLATES 109.95 MYLAR 9.00 1,298.15

113106 HEN HOUSE BALLS FOOD STORES CUPCAKES/ WATER/ ICE CREAM 50.21 50.21

113107 HOLLIDAY SAND & GRAVEL CO SGL AXEL TRUCK 286.00 SGL AXEL TRUCK 286.00 572.00

Page: 3 Final Check List Page: 4

Check# Vendor Description Amount Paid Check Total

113108 HUNTER BROTHERS LANDSCAPE LLC MOWING SERVICE 260.00 MOWING SERVICE 425.00 685.00

113109 JO CO MENTAL HEALTH CENTER 2021 ATF DISTRIBUTION 6,947.00 2021 ATF DISTRIBUTION 6,065.75 2021 ATF DISTRIBUTION 4,127.25 2021 ATF DISTRIBUTION 6,065.75 2021 ATF DISTRIBUTION 5,579.50 2021 ATF DISTRIBUTION 4,172.25 2021 ATF DISTRIBUTION 6,947.00 2021 ATF DISTRIBUTION 5,579.50 45,484.00

113110 JO CO WASTEWATER WASTEWATER SERVICE 293.60 WASTEWATER SERVICE 282.29 WASTEWATER SERVICE 112.04 WASTEWATER SERVICE 83 .90 771.83

113111 KANSAS SECRETARY OF STATE 2021 SESSION LAWS 83.50 83.50

113112 KC BOBCAT INC BEARING 96.41 SKID STEER SNOW BLADE 84" WITH TRADE IN 2,814.00 2,910.41

113113 KC CALIBRATION LABORATORIES 0-RINGS/ COMPRESSION CAPS & SLEEVE/ 101.05 NEEDLE VALVE/ 0-RING/ COMPRESSION CAPS 147.96 249.01

113114 KC COLORS AUTO BODY INSURANCE DEDUCTIBEL DUE FOR REPAIR OF 1,000.00 1,000.00

113115 LATHROP & GAGE LLP Professional Services 15,853.00 15,853.00

113116 LEAGUE OF KS MUNICIPALITIES WEBINAR 100.00 100.00

113117 LEVEL 3 COMMUNICATIONS LLC INTERNET SERVICE 1,633.82 1,633.82

113118 LEWIS, ALICIA M ART CAMP 472.00 472.00

113119 LEXINGTON PLUMBING & HEATING BACKFLOW TESTING- CLUBHOUSE, 1,057.50 1,057.50

113120 LIBERTY MOUNTAIN SPORTS LLC SMARTSHADE CANOPY 182.50 182.50

113121 M & M GOLF CARS LLC 15 RENTAL CARS 592.50 592.50

Page: 4 Final Check List Page: 5

Check# Vendor Description Amount Paid Check Total 113122 MAHER OIL CO DIESEL FUEL 804.65 804.65

113123 MATH MONKEY MATH BLAST CAMP 262.50 MATH BLAST CAMP 350.00 612.50

113124 MORGAN HUNTER CORPORATION CONTRACTOR'S HOURS 734.40 734.40

113125 MYERS BROTHERS OF KANSAS CITY STANDARD LIFT INSPECTION 130.92 130.92

113126 NEXT TO NATURE LANDSCAPE LLC #773 COMMERCIAL NON-RES MAINT CONTRACT 1,341.11 1,341.11

113127 OADES BROTHERS TIRE & AUTO VEHICLE TIRES 573.56 573.56

113128 OBIJI, MISHEA CLEANING 150.00 150.00

113129 OLSSON INC ON CALL PLAN REVIEW AND OTHER 793.54 793.54

113130 OMEGA DOOR & HARDWARE INSULATION OF INTERMEDIATE AND BOTTOM 1,692.00 1,692.00

113131 O'REILLY AUTO PARTS BATTERY 108.35 AIR FILTER 6.94 RETURN/BATTERY -126.35 AIR FILTER/ OIL FILTER 16.98 SHOP TOWELS, BATTERY 73.70 VEHICLE SUPPLIES 9.55 CREDIT CORRECTION INV# 2056708 34.33 123.50

113132 PEPSI BEVERAGES COMPANY BEVERAGES 526.55 526.55

113133 POMP'S TIRE SERVICE INC ROAD SERVICE 195.20 195.20

113134 PROFESSIONAL TURF PRODUCTS 2021 TORO WORKMAN HDX 30, 686.07 DRAIN BOLT KIT 6.42 DRAIN BOLT KIT/ SCREW-BLADE 41.61 30,734.10

113135 PROSOURCE PROMOTIONAL INC PORT YOUTH SIX PANEL CAP 75.00 75.00

Page: 5 Final Check List Page: 6

Check# Vendor Description Amount Paid Check Total 113136 Q4 INDUSTRIES LLC PAPER SUPPLYS FOR BUILDINGS 1,347.22 RED FOAM BRUSH SOAP 139.91 URINAL SCREENS/ TISSUE/ LOTION SOAP/ 698.38 FOAM CLEAN TOUCH FREE SOAP DISP/ LOTION 164.30 DISHWASHER SERVICE 348.25 2,698.06

113137 QUALITY FLAGS INC STATION LPD FLAGS 744.00 744.00

113138 REGIONAL JUSTICE INFORMATION WEB SUBSCRIPTION FEES 2,537.01 2,537.01

113139 REINDERS INC PESTICIDES 843.56 843.56

113140 REINHART FOODSERVICE PREPARED FOOD 837.80 837.80

113141 RENAISSANCE INFRASTRUCTURE 2022 MISSION RD IMPROVEMENTS 127TH TO 13 38,817.50 38,817.50

113142 ROB SIGHT FORD VEHICLE MAINTENANCE- 402.00 402.00

113143 ROMA BAKERY PREPARED FOOD 30.48 PREPARED FOOD 106.70 137.18

113144 ROMAINE ELECTRIC CORP PPX5 PLGR 12 291.39 291.39

113145 SPRINT GEN/OP MAYOR DUNN 5,090.48 5,090.48

113146 STAPLES BUSINESS ADVANTAGE PAPER TRAY 28.02 NOTARY RECORD BOOK 11.84 FACE MASKS/PLANNER 35.49 SUPPLIES (REMAINING AMT ON INVOICE) 26.02 101.37

113147 SUBURBAN LAWN & GARDEN INC TOPSOIL 50.84 YARD WASTE FEE 12.00 62.84

113148 SUMNERONE SERVICE CONTRACT/FAX MACHINE 67.93 67.93

113149 SUPERIOR ELECTRIC CONSTRUCTION INSTALL NEW ELECTRICAL/ FLEET TRUCK BAY 575.00 575.00

113150 TIME WARNER CABLE FIRE STATION 1 INTERNET 712.15 INTERNET GB 304 .98 1,017.13

Page: 6 Final Check List Page: 7

Check# Vendor Description Amount Paid Check Total 113151 TOMPKINS INDUSTRIES INC NV-08M-08FP/ HNV-04M-04FP/ PHA-06 74.88 74.88

113152 TORO COMPANY - NSN , THE STANTOW-36-EQ/SVC 187.20 187.20

113153 TROON GOLF LLC SITE VISIT: THOMASSON/HAMPSON 937.08 937.08

113154 UNI FIRST CORPORATION STARBURST NYLONS 87.89 87.89

113155 UNITED COMMUNITY SERVICES 2021 ATF DISTRIBUTION 2,519.25 2021 ATF DISTRIBUTION 2,519.25 5,038.50

113156 USHER.ROBERT FIRST TEE SUMMER SESSION 500.00 500.00

113157 VOSS ELECTRIC COMPANY, VOSS LIGHTII BZ LED CANOPY/ MH10 CONTROL 559.22 559.22

113158 WAL-MART COMMUNITY BRC SUPPLIES- 477.64 477.64

113159 WATER DISTRICT 1 JO CO WATER SERVICE 107.03 WATER SERVICE 172.08 WATER SERVICE 96.94 376.05

113160 WESTLAKE HARDWARE HARDWARE SUPPLIES 34.32 34.32

113161 WINFIELD SOLUTIONS LLC STRIKE THREE- 194.60 194.60

113162 WOOD, CHLOE FIRST TEE SUMMER SESSION 324.00 324.00

113163 WWNORTH AMERICA HOLDINGS INC DIGITAL WORKSHOP 528.00 528.00

310721 EVERGY POWER SERVICE 70.07 70.07

610721 EVERGY POWER SERVICE 38.07 38.07

620721 EVERGY POWER SERVICE 183.44 183.44

1070721 EVERGY POWER SERVICE 212.78 212.78

1690721 EVERGY POWER SERVICE 30.94 30.94

1820721 EVERGY POWER SERVICE 115.55 115.55

3300721 EVERGY POWER SERVICE 95.94 95.94

Page: 7 Final Check List Page: 8

Check# Vendor Description Amount Paid Check Total

4650721 EVERGY POWER SERVICE 101.25 101.25

4910721 EVERGY POWER SERVICE 132.88 132.88

5230721 EVERGY POWER SERVICE 83.46 83.46

5650721 EVERGY POWER SERVICE 157.16 157.16

6770721 EVERGY POWER SERVICE 59.65 59.65

6910721 EVERGY POWER SERVICE 195.70 195.70

7190721 EVERGY POWER SERVICE 76.85 76.85

7280721 EVERGY POWER SERVICE 238.93 238.93

7360721 EVERGY POWER SERVICE 109.30 109.30

8810721 EVERGY POWER SERVICE 115.76 115.76

9060721 EVERGY POWER SERVICE 86.00 86.00

9400721 EVERGY POWER SERVICE 116.92 116.92

9990721 EVERGY POWER SERVICE 2,327.53 2,327.53

10350721 EVERGY POWER SERVICE 60.40 60.40

10670721 EVERGY POWER SERVICE 130.06 130.06

11510721 EVERGY POWER SERVICE 172.63 172.63

12170721 EVERGY POWER SERVICE 268.70 268.70

13110721 EVERGY POWER SERVICE 25.93 25.93

14680721 EVERGY POWER SERVICE 72.29 72.29

15280721 EVERGY POWER SERVICE 93.88 93.88

16610721 EVERGY POWER SERVICE 135.23 135.23

16800721 EVERGY POWER SERVICE 107.38 107.38

Page: 8 Final Check List Page: 9

Check# Vendor Description Amount Paid Check Total

17060721 EVERGY POWER SERVICE 262.36 262.36 17130721 EVERGY POWER SERVICE 78.28 78.28 17270721 EVERGY POWER SERVICE 56.35 56.35 18030721 EVERGY POWER SERVICE 227.28 227.28 18190721 EVERGY POWER SERVICE 190.28 190.28 18840721 EVERGY POWER SERVICE 154.87 154.87 18970721 EVERGY POWER SERVICE 128.25 128.25 19750721 EVERGY POWER SERVICE 185.71 185.71 20060721 EVERGY POWER SERVICE 64.14 64.14 20170721 EVERGY POWER SERVICE 52.35 52.35 20400721 EVERGY POWER SERVICE 3,062.06 3,062.06 20470721 EVERGY POWER SERVICE 44.92 44.92 20660721 EVERGY POWER SERVICE 25.16 25.16 20820721 EVERGY POWER SERVICE 192.16 192.16 20840721 EVERGY POWER SERVICE 118.60 118.60 20860721 EVERGY POWER SERVICE 52.06 52.06 21150721 EVERGY POWER SERVICE 88.03 88.03 22110721 EVERGY POWER SERVICE 20.45 20.45 22680721 EVERGY POWER SERVICE 61.29 61.29 23010721 EVERGY POWER SERVICE 82.44 82.44 23160721 EVERGY POWER SERVICE 143.96 143.96 23850721 EVERGY POWER SERVICE 19.06 19.06

Page: 9 Final Check List Page: 10

Check# Vendor Description Amount Paid Check Total

24100721 EVERGY POWER SERVICE 92.44 92.44 25640721 EVERGY POWER SERVICE 41.15 41.15 25750721 EVERGY POWER SERVICE 122.98 122.98 25850721 EVERGY POWER SERVICE 99.36 99.36 26330721 EVERGY POWER SERVICE 202.77 202.77 26440721 EVERGY POWER SERVICE 60.47 60.47 26450721 EVERGY POWER SERVICE 91.04 91.04 26700721 EVERGY POWER SERVICE 58.35 58.35 26760721 EVERGY POWER SERVICE 22.47 22.47 26790721 EVERGY POWER SERVICE 71.95 71.95 26870721 EVERGY POWER SERVICE 208.03 208.03 28590721 EVERGY POWER SERVICE 33.68 33.68 28800721 EVERGY POWER SERVICE 48.95 48.95 29170721 EVERGY POWER SERVICE 124.97 124.97 30330721 EVERGY POWER SERVICE 46.49 46.49 30360721 EVERGY POWER SERVICE 116.19 116.19 30810721 EVERGY POWER SERVICE 86.48 86.48 31460721 EVERGY POWER SERVICE 237.27 237.27 31660721 EVERGY POWER SERVICE 85.19 85.19 32040721 EVERGY POWER SERVICE 255.93 255.93 32220721 EVERGY POWER SERVICE 52.90 52.90 32870721 EVERGY POWER SERVICE 143.13 143.13

Page: 10 Final Check List Page: 11

Check# Vendor Description Amount Paid Check Total

33740721 EVERGY POWER SERVICE 53.83 53.83 34030721 EVERGY POWER SERVICE 145.69 145.69 34670721 EVERGY POWER SERVICE 1,482.53 1,482.53 34680721 EVERGY POWER SERVICE 87.76 87.76 35180721 EVERGY POWER SERVICE 142.05 142.05 35640721 EVERGY POWER SERVICE 135.01 135.01 35650721 EVERGY POWER SERVICE 123.46 123.46 35720721 EVERGY POWER SERVICE 70.08 70.08 36120721 EVERGY POWER SERVICE 42.20 42.20 36720721 EVERGY POWER SERVICE 64.07 64.07 36960721 EVERGY POWER SERVICE 56.06 56.06 37140721 EVERGY POWER SERVICE 306.21 306.21 37760721 EVERGY POWER SERVICE 5,390.26 5,390.26 38570721 EVERGY POWER SERVICE 46.68 46.68 38730721 EVERGY POWER SERVICE 225.70 225.70 38960721 EVERGY POWER SERVICE 167.39 167.39 39070721 EVERGY POWER SERVICE 105.84 105.84 39110721 EVERGY POWER SERVICE 66.72 66.72 39350721 EVERGY POWER SERVICE 497.72 497.72 39770721 EVERGY POWER SERVICE 103.53 103.53 39780721 EVERGY POWER SERVICE 53.00 53.00 40320721 EVERGY POWER SERVICE 248.21 248.21

Page: 11 Final Check List Page: 12

Check# Vendor Description Amount Paid Check Total

40980721 EVERGY POWER SERVICE 68.94 68.94 41410721 EVERGY POWER SERVICE 168.37 168.37 41480721 EVERGY POWER SERVICE 43.75 43.75 41550721 EVERGY POWER SERVICE 260.17 260.17 41560721 EVERGY POWER SERVICE 63.50 63.50 43240721 EVERGY POWER SERVICE 137.67 137.67 43510721 EVERGY POWER SERVICE 1,565.54 1,565.54 43650721 EVERGY POWER SERVICE 2,181.79 2,181.79 44830721 EVERGY POWER SERVICE 4,826.37 4,826.37 45420721 EVERGY POWER SERVICE 30.54 30.54 45720721 EVERGY POWER SERVICE 32.00 32.00 46160721 EVERGY POWER SERVICE 66.62 66.62 47130721 EVERGY POWER SERVICE 62.51 62.51 47610721 EVERGY POWER SERVICE 46.14 46.14 48010721 EVERGY POWER SERVICE 82.57 82.57 49920721 EVERGY POWER SERVICE 118.04 118.04 50350721 EVERGY POWER SERVICE 42.36 42.36 50650721 EVERGY POWER SERVICE 145.73 145.73 50870721 EVERGY POWER SERVICE 64.04 64.04 50970721 EVERGY POWER SERVICE 523.64 523.64 51660721 EVERGY POWER SERVICE 46.98 46.98 51720721 EVERGY POWER SERVICE 65.28 65.28

Page: 12 Final Check List Page: 13

Check# Vendor Description Amount Paid Check Total 52440721 EVERGY POWER SERVICE 71.86 71.86 52720721 EVERGY POWER SERVICE 61.93 61.93 52760721 EVERGY POWER SERVICE 87.14 87.14 53130721 EVERGY POWER SERVICE 44.16 44.16 53720721 EVERGY POWER SERVICE 53.59 53.59 53810721 EVERGY POWER SERVICE 5,768.58 5,768.58 54120721 EVERGY POWER SERVICE 178.88 178.88 54940721 EVERGY POWER SERVICE 45.21 45.21 55020721 EVERGY POWER SERVICE 7,432.36 7,432.36 55270721 EVERGY POWER SERVICE 248.46 248.46 55550721 EVERGY POWER SERVICE 109.46 109.46 55990721 EVERGY POWER SERVICE 93.04 93.04 56450721 EVERGY POWER SERVICE 55.91 55.91 57210721 EVERGY POWER SERVICE 110.18 110.18 57230721 EVERGY POWER SERVICE 82.26 82.26 57550721 EVERGY POWER SERVICE 873.62 873.62 58310721 EVERGY POWER SERVICE 43.45 43.45 58540721 EVERGY POWER SERVICE 279.12 279.12 59110721 EVERGY POWER SERVICE 241.55 241.55 59580721 EVERGY POWER SERVICE 182.87 182.87 59740721 EVERGY POWER SERVICE 197.94 197.94 60700721 EVERGY POWER SERVICE 117.79 117.79

Page: 13 Final Check List Page: 14

Check# Vendor Description Amount Paid Check Total

61670721 EVERGY POWER SERVICE 106.38 106.38 62070721 EVERGY POWER SERVICE 151.37 151.37 62610721 EVERGY POWER SERVICE 159.07 159.07 62640721 EVERGY POWER SERVICE 324.19 324.19 62940721 EVERGY POWER SERVICE 93.34 93.34 62960721 EVERGY POWER SERVICE 199.60 199.60 63100721 EVERGY POWER SERVICE 177.34 177.34 63500721 EVERGY POWER SERVICE 65.39 65.39 63590721 EVERGY POWER SERVICE 46.18 46.18 64140721 EVERGY POWER SERVICE 89.63 89.63 64980721 EVERGY POWER SERVICE 31.16 31.16 65300721 EVERGY POWER SERVICE 111.49 111.49 65390721 EVERGY POWER SERVICE 269.21 269.21 65720721 EVERGY POWER SERVICE 218.73 218.73 66270721 EVERGY POWER SERVICE 41.81 41.81 66290721 EVERGY POWER SERVICE 146.02 146.02 66720721 EVERGY POWER SERVICE 71.20 71.20 66840721 EVERGY POWER SERVICE 47.73 47.73 67500721 EVERGY POWER SERVICE 71.95 71.95 67600721 EVERGY POWER SERVICE 58.85 58.85 68370721 EVERGY POWER SERVICE 189.05 189.05 69340721 EVERGY POWER SERVICE 64.94 64.94

Page: 14 Final Check List Page: 15

Check# Vendor Description Amount Paid Check Total

69630721 EVERGY POWER SERVICE 60.78 60.78 70490721 EVERGY POWER SERVICE 35.26 35.26 70800721 EVERGY POWER SERVICE 61.31 61.31 72500721 EVERGY POWER SERVICE 108.92 108.92 73400721 EVERGY POWER SERVICE 161.54 161.54 73730721 EVERGY POWER SERVICE 99.68 99.68 75300721 EVERGY POWER SERVICE 147.69 147.69 75370721 EVERGY POWER SERVICE 81.71 81.71 77650721 EVERGY POWER SERVICE 33.47 33.47 77660721 EVERGY POWER SERVICE 175.28 175.28 78300721 EVERGY POWER SERVICE 201.80 201.80 78420721 EVERGY POWER SERVICE 145.70 145.70 78940721 EVERGY POWER SERVICE 76.86 76.86 79560721 EVERGY POWER SERVICE 27.99 27.99 79980721 EVERGY POWER SERVICE 247.42 247.42 80370721 EVERGY POWER SERVICE 78.35 78.35 80800721 EVERGY POWER SERVICE 83.18 83.18 80920721 EVERGY POWER SERVICE 113.91 113.91 82440721 EVERGY POWER SERVICE 44.72 44.72 83410721 EVERGY POWER SERVICE 147.75 147.75 84880721 EVERGY POWER SERVICE 78.14 78.14 85030721 EVERGY POWER SERVICE 173.75 173.75

Page: 15 Final Check List Page: 16

Check# Vendor Description Amount Paid Check Total

85340721 EVERGY POWER SERVICE 32.26 32.26 -85880721 EVERGY POWER SERVICE 91.58 91.58 85950721 EVERGY POWER SERVICE 75.97 75.97 86420721 EVERGY POWER SERVICE 118.53 118.53 86760721 EVERGY POWER SERVICE 151.44 151.44 89350721 EVERGY POWER SERVICE 171.71 171.71 89590721 EVERGY POWER SERVICE 71.64 71.64 89740721 EVERGY POWER SERVICE 63.75 63.75 89990721 EVERGY POWER SERVICE 110.43 110.43 93710721 EVERGY POWER SERVICE 60.38 60.38 93940721 EVERGY POWER SERVICE 59.64 59.64 94310721 EVERGY POWER SERVICE 130.42 130.42 95690721 EVERGY POWER SERVICE 249.66 249.66 96470721 EVERGY POWER SERVICE 46.42 46.42 97130721 EVERGY POWER SERVICE 22.64 22.64 97540721 EVERGY POWER SERVICE 494.25 494.25 97790721 EVERGY POWER SERVICE 15,219.66 15,219.66 98740721 EVERGY POWER SERVICE 69.13 69.13 98900721 EVERGY POWER SERVICE 145.84 145.84 99380721 EVERGY POWER SERVICE 121.21 121.21 99500721 EVERGY POWER SERVICE 223.06 223.06 99780721 EVERGY POWER SERVICE 48.53 48.53

Page: 16 Final Check List Page: 17

Check# Vendor Description Amount Paid Check Total

99910721 EVERGY POWER SERVICE 476.75 476.75

:07107211 EVERGY POWER SERVICE 18.57 18.57

,92907211 EVERGY POWER SERVICE 149.84 149.84

195107211 EVERGY POWER SERVICE 338.29 338.29 i20707211 EVERGY POWER SERVICE 120.17 120.17 i97707211 EVERGY POWER SERVICE 167.00 167.00

:61607211 EVERGY POWER SERVICE 4,908.92 4,908.92 l20207211 EVERGY POWER SERVICE 646.08 646.08

317 checks in this report. Grand Total All Checks: 626,903.72

Page: 17 8B Council Minutes July 19, 2021 Regular Meeting THE LEAWOOD CITY COUNCIL July 19, 2021

DRAFTMinutes

Councilmembers Present: Mary Larson, Deb Filla, Jim Rawlings, Lisa Harrison, James Azeltine, Andrew Osman and Chuck Sipple

Councilmembers Present via Zoom: Julie Cain

Councilmembers Absent: None

StaffPresent: Scott Lambers, City Administrator Patty Bennett, City Attorney Chief Troy Rettig, Police Dept. Dpt. Fire Chief Jarrett Hawley, Fire Dept. Dawn Long, Finance Director David Ley, Public Works Director Mark Klein, Planning Services Director Travis Torrez, Bldg/Code Enforcement Dir. Nie Sanders, HR Director Chris Claxton, Parks & Rec Director Ross Kurz, Info. Services Director Mark Tepesch, Info. Services Specialist Kelly Varner, City Clerk Stacie Stromberg, Assistant City Clerk Holly York, Cultural Arts Coordinator

Staff Present via Zoom: Ashlee Tomasic, Assistant City Attorney

Others Present: Kevin Wempe, Gilmore Bell; Ann Blessing, Arts Council Chairperson; Greg Musil, Rouse Frets White Goss Gentile Rhodes, PC

Others Present via Zoom/Phone: Curt Petersen, Polsinelli PC; Kevin Jeffries, Leawood Chamber of Commerce; David Eskov, Architect; David Rezac, VanTrust Real Estate; Michael Goslinga, Hoefer Welker.

1. ROLL CALL

2. PLEDGE OF ALLEGIANCE

3. APPROVAL OF AGENDA

Mayor Dunn stated there was a modification to Item 10 Councilmembers' Report. Item 1 OC was added by Councilmember Sipple to discuss a recycling event.

A motion to approve the amended agenda was made by Councilmember Rawlings, seconded by Councilmember Sipple. Motion was approved with a unanimous vote of 7-0. Councilmember Larson was not present.

Jolynn Hobbs, 8309 Lee Blvd., addressed that Governing Body. She stated that she serves as the President of the Leawood Homes Association. She stated that north Leawood has a significant tree canopy with many large, established trees and that the HOA has invested heavily in maintaining, trimming, and replacing trees within their boundaries. She stated that they encourage their residents on the preservation of street trees, but that they have no legal jurisdiction to protect them. She stated that the HOA supports Councilmember Filla and requests that the City creates a strong ordinance that is clear and enforceable to protect the street trees and large, long established trees.

Bruce North, 8025 Lee Blvd., addressed the Governing Body. He stated that he is the Tree Committee Chairmanfor the Leawood HOA and a member of the City of Leawood Tree Committee. He urged the Council to consider Councilmember Filla's report on the protection of trees in the City's right-of-way and the older trees susceptible to new home construction. He explained that the HOA has made a significantinvestment in the trees in their community as outlined in their HOA declaration requirements since 1938. He stated that when the City of Leawood was incorporated in 1948 the public properties were transferred to the City but the responsibility of the tree maintenance remained with the HOA. He stated there has been a new wave of construction generating multiple instances requiring the authority that the HOA does not have. He stated that the trees in their community are so important to their residents that they agreed to raise dues in order to do bi-annual treatments to combat the Emerald Ash borer.

Mr. North explained that two of the ash trees that were recently treated were healthy 33" and 25" diameter trees, located on City property, and were cut down by a developer prior to submitting plans to the HOA or the City. He stated that the HOA invested over $3,000.00 in each of the trees. Mr. North stated that they are asking the City to consider revising the Leawood Development Ordinance (LDO) to protect the street trees with something similar to what the City of Overland Park has addressed.

Nolen Seth Berry, 9419 Wenonga Rd., addressed the Governing Body. He stated that the Leawood Aquatic Center's current dependent care provider policy states that only 1 named nanny and/or grandparent is allowed on a family pass. He indicated that not all modern familiesfit that mold, so he asked forthe Council to re-evaluate the policy to allow more flexibility and transferability.

Nora Berry (daughter of Mr. Berry, age 9 y/o) addressed the Governing Body. She explained that both her parents work full-timeand her grandparents live out of state. She stated that they have 2 nannies that watch over them during the week, but they are only allowed to go to the City pool with one of the nannies on the days of the week she is with them. Ms. Berry stated that she enjoys going to the pool and her favorite activity is going down the slide.

Louis Berry (son of Mr. Berry, age 7 y/o) addressed the Governing Body. He stated that he likes going to the pool and he has gone down the slide 25 times. He stated that he does not know why their nanny, Savannah, cannot take them to the pool.

Mr. Berry requested flexibility from the stafffor their family regarding the pool passes.

He stated he was a former Leawood HOA board member and that he is in support of Councilmember Filla's efforts of protection of the street trees.

2 Mr. Berry stated that he has concernsover the Leawood City Park t-ball field. He explained that there is only 1 porta potty for two t-ball fields and he estimates approximately 250-300 people there on any given night. He stated that given the amount of money that was spent across the street, it would behoove the City to look at the park's sanitation issue in the area. He pointed out that the restroom facilities are too far away for small children to walk so parents encourage them to go behind trees in the immediate area instead.

Mr. Berry stated that his children attend Cure of Ars School and walk home from school. He explained some of the problems are where parents instruct their children to walk when picking them up afterschool, that there are no sidewalks along 93rd St., local residents put up signs to keep offthe grass, and traffic is lined up along 93rd St. forcing children to walk in the drive lanes. He asked that the City discuss the issue.

Mayor Dunn replied that the Cure of Ars parking concern has already been brought before the Council and that it will be discussed in August. She addressed that the area Mr. Berry referredto as "the expense across the street" is a large wastewater plant and is property of Johnson County. She stated all the residents of the County are spending money on this project, not just Leawood.

Mr. Berry stated that there is a stolen vehicle epidemic occurring in the City. He stated that last August he had two vehicles stolen when thieves entered their home and took the keys offa hook. He stated the individuals who stole his cars were not arrested or prosecuted. Mr. Berry asked the Council to encourage the Johnson County prosecutor to adjudicate the crimes in our area.

Mayor Dunn thanked Mr. Berry forhis advocacy regarding the stolen vehicles. She stated that the Parks and Rec Director will contact him on several of his concerns.

5. PROCLAMATIONS Parks and Recreation Month

Mayor Dunn read the proclamation into record and presented it to Chris Claxton, Parks and Rec Director. Mayor Dunn thankedher and her team.

6. PRESENTATIONS/RECOGNITIONS- None

7. SPECIAL BUSINESS A. Resolution authorizing the offering for sale of General Obligation Bonds and General Obligation Temporary Notes of the City of Leawood, Kansas; approving the form of notice of sale and preliminary official statement to be used in connection therewith; and authorizing the advertisement of such sale in the manner prescribed by law (F)

Dawn Long, Finance Director, addressed the Governing Body. She stated that this is a standard resolution prepared each year before the City offers the bonds and notes for sale.

A motion to approve Item 7 A was made by Councilmember Azeltine, seconded by Councilmember Filla. Motion was approved with a unanimous vote of7-0. Councilmember Larson was not present.

B. A Resolution of the City of Leawood, Kansas regarding the Governing Body's intent to levy a property tax exceeding the Revenue Neutral Rate and scheduling Public Hearing for September 7, 2021 (F)

3 Ms. Long stated this is due to the new tax lid legislation that was implemented that provides to the City a new Revenue Neutral Rate (RNR). The rate came fromJohnson County to the City as 24.08 mills. fu order to keep the mill levy unchanged, a public hearing is required to notify citizens if the City wants to exceed the RNR.

A motion to approve Item 7B was made by Councilmember Rawlings, seconded by Councilmember Sipple. Motion was approved with a unanimous vote of 7-0. Councilmember Larson was not present.

C. Resolution calling fora Public Hearing to be held on Tuesday, September 7, 2021 at 7:00 P.M., or as soon thereafteras may be heard, to consider the 2022 proposed Budget for the City of Leawood, Kansas (F)

A motion to approve Item 7C was made by Councilmember Osman, seconded by Councilmember Harrison. Motion was approved with a unanimous vote of 7-0. Councilmember Larson was not present.

D. Resolution approving an Economic Development Revenue Bond Policy (Standard Process) in the City of Leawood, Kansas (L)

Councilmember Larson arrived at 7:30 p.m.

Patty Bennett, City Attorney, stated since the time this item was discussed, staff has added a few requirements as requested by the Council. She explained additions were that the applicant have or retain 50 jobs and that the job requirements must be met at the time of the performanceagreement. It will not apply to those asking for a sales tax exemption for multi-family development only. Multi-family development may apply for sales tax exemption only if they provide underground or structured parking. Staffclarified in the policy that applicants can seek any other incentives that they feel they are entitled to apply for.

Ms. Bennett stated that the City addressed claw backs in the changes to the policy, in the case of sales tax exemption. She stated that because the applicant is using sales tax exemption forconstruction, if they build it and never come, the sales tax exemption is gone. She stated that the State may have some ability to recover it, if they choose. She explained that the claw back in this policy does require some kind of security, either a letter of credit or escrow upfrontthat covers the tax savings that they will get on City sales tax dollars. If the applicantbuilds it and comes, then they get their letter of credit or escrow returned to them.

Mayor Dunn thanked Ms. Bennett andthe stafffor covering everything that was discussed throughout multiple meetings. Councilmember Sipple asked who pays for legal feesif the City gets into a claw back situation. Ms. Bennett explained that although it is called a claw back, it works a little differently,in that the City would not abate as much on the property taxes going forward if the benchmarks are not met.

Curt Petersen, Polsinelli PC, addressed the Governing Body via Zoom. He stated that the policy regarding claw backs states a requirement of either a letter of credit or escrow as security. He stated that he has never seen those provisions listed in a policy in the entire Metro area, and requested it be changed to "may" instead of "shall" in the language.

4 Kevin Wempe, Gilmore Bell, addressed the Governing Body. Mr. Wempe pointed out the statement in the policy language that Mr. Petersen referred to and Ms. Bennett clarified that the word "shall" was implied and not actually included in the paragraph.

Mr. Wempe agreed that this is an atypical provision for cities in the Kansas City area. He stated that the intent of that requirement was for shorter term sales tax IRBs that may not have the same requirement of the performance metrics that property tax abatements would have. He suggested that similar to the jobs and multi-family requirements, the Council allow City staff to deem what is appropriate or not require that type of security. He noted it ultimately is a policy decision by the Council, but his suggestion would allow high-level guidelines to staff in thenegotiations up front.

Mayor Dunn noted that the policy requirements could be changed to something that is less than mandated. Mr. Wempe replied that the Council could make. it a more discretionary part of the policy, thus a language change. Scott Lambers, City Administrator, cautioned changing the language from a mandate because it is for a short time period and the informationthat is provided at the time will come into question. He stated that if it is discretionary, it will be a cost that an applicant will not want to pay and will fight it. Ms. Bennett stated that this is only for the Leawood portion of the sales tax.

Mr. Petersen acknowledged it is for the Leawood portion of sales tax, but stated that it can still be a significant amount of money on certain projects. He stated that he understands Mr. Lambers' concerns, but he pointed out the cost of getting a letter of credit or escrow fora short amount of time. Mayor Dunn stated that it is not atypical for the City to require letters of credit for other policies, such as a Special Benefit District.

Councilmember Sipple expressed concern of putting addition work on the staffto negotiate every deal and he stated he is in favor of having a firmposition.

Councilmember Azeltine stated that he is cautious of deals that may never come forwardbecause of the provisions, yet could be a special project. He stated that the choice is to either to give staffdirection that developers abide by the circumstances set in the policy, or let the Governing Body decide. He stated that if other cities in Johnson County or the Metro area do not have these provisions, he fears the missed opportunities the Council may never know about.

Councilmember Sipple stated that he believes a developer who may be denied at the Planning Commission could still make a case in front of the Council. Mayor Dunn stated that it would never come before the Planning Commission.

Councilmember Osman agreed with Councilmember Azeltine and stated that the Council has a fiduciary responsibility to the City. He stated that there are circumstances where out of town developers who have legal counsel, strictly look at the code of a City. If a policy is written where "shall" instead of "may" is stated, it is likely the developer will not spend the time or money to come before staff who would determine their outcome. He stated that this debate is over small, unique circumstances in the policy and he does not believe it will be for every development project in the City.

Kevin Jeffries, President of the Leawood Chamber of Commerce, addressed the Governing Body via Zoom. He agreed with Mr. Wempe and Mr. Petersen that he is not aware of any other community in which the Chamber is competing for investment dollars having those kinds of security requirements. He stated that he has not heard of any instances in his careerthat any city in Johnson County has been stuck holding the bill. Mr. Jeffriesopined that on a multi-family project with structured parking, the City has

5 low risk with a sales tax exemption. He thanked the Council and stafffor their hard work on this policy to help attract jobs and investment to the City. Mr. Jeffriesagreed that allowing the Council the flexibility to review projects is important.

Mayor Dunn asked if changing the language in the policy to " ...unless waived by the Governing Body." should be added. Ms. Bennett confirmedthat it will default the applicant to having the provisions but it could still come to the Council. Mayor Dunn stated that the staffwrote the policy to protect the City, as they were asked to do, and that she has no issue with being the only City in Johnson County with these prov1s10ns.

Councilmember Cain was in favor of following the guidance of the City Administratorand leaving the language as is.

Councilmember Rawlings asked if the language can be written so that the City Administrator can bring forward a project he feels is worthy forthe Council. Mayor Dunn replied that he is never precluded from doing that. Mr. Lambers stated that he is not opposed to having language in the policy allowing an alternative financial mechanism acceptable to the City. Ms. Bennett affirmed that the language would be added to the policy and remove the earlier suggested verbiage.

Councilmember Azeltine replied that he is encouraged by the suggestion given by Mr. Lambers and the sentiment of "may" versus "shall."

Councilmember Sipple liked the idea of having rules and that the Council could have the ability to overrule on a case by case basis.

Ms. Bennett stated that she understood the language as being 1.) "unless waived by the City Council, 2.) letter of credit or escrow or suitable security to secure the City's participation, or3.) a hybrid of 1 and 2.

Councilmember Filla suggested having Mr. Lambers' suggested language in the policy to keep it simple. Mayor Dunn requested adding the language regarding some other accepting security to the City.

Mr. Wempe suggested adding "financial security at the discretion of the City, including but not limited to ... ". Councilmember Sipple asked if the City Council still retains the right to override. Mr. Wempe replied that the Council always retains that right anywhere in the policy.

A motion to approve Item 7D with amendments was made by Councilmember Filla, seconded by Councilmember Harrison. Motion was approved with a unanimous vote of 8-0.

6 H. Accept the Mayoral appointment of Jo Anne Ward to the I-Lan Sister City Committee I. Approve Mayoral Appointments to the Sustainability Advisory Board forthe Bike/Walk Leawood Committee(CC) J. Resolution accepting a deed of gift for a public art sculpture, entitled 'Praise,' from Christopher and Bridget Lee, by artist Bruce Niemi (PR) K. Resolution approving and authorizing the Mayor to execute an Agreement in the amount of $4,181,000.00 between the between the City and Combes Construction LLC. pertaining to the Aquatic Center Pool Building Renovation Project [Project #71029] (PR) L. Resolution consenting to the assignmentof the benefitsof Resolution No. 5552 from KBP Investments, LLC to KBP Base Camp, LLC and authorizing execution of a Performance Agreement between the City of Leawood, Kansas, and KBP Base Camp, LLC (L) M. Resolution approving and authorizing the Mayor to execute an Agreement between the City and All City Management Services in an annual amount not to exceed $80,254.80 to provide school crossing guard services for the 2021-2022 and 2022-2023 school years (PD) N. Resolution approving and authorizing the Mayor to execute Amendment No. 2 to the agreement between the City and V.F. Anderson Builders, LLC, in the amount of $22,864.00 pertaining to the widening of Lee Blvd from83rd to 95th Street (PW) 0. Resolution approving and authorizing the Mayor to execute an Agreementin the amount of $125,158.00 between the City and RLM Underground, LLC., pertaining to the installation of fiber along Kenneth Road [Project #72034] (PW) P. Resolution approving and authorizing the Mayor to execute an agreement between the City and the Department of the Army pertaining to the development of a comprehensive plan for Indian Creek Leawood Flood Assessment (PW) Q. Resolution requesting Johnson County, Kansas, to participate in the City of Leawood's Five-Year Capital Improvement Program through the 2022-2026 County Assistance Road System (C.A.R.S.) Program (PW) R. Resolution approving and authorizing the Mayor to sign KDOT Project Programming Request, pledging $3,760,000.00 to the Tomahawk Creek Parkway Project (PW) S. Resolution approving and ratifying the Mayor's execution of the application for the American Rescue Plan (ARP) funds to be distributed by the State of Kansas to the City of Leawood (F) T. Resolution approving the City of Leawood Amended Purchasing Policy (F) U. Resolution amending Resolution No. 5586 authorizing the construction of a pool house / multipurpose building / bike hub in Leawood City Park in the City of Leawood pursuant to Charter Ordinance No. 33 (Project# 80157) (F) V. Resolution approving a Final Sign Plan for Scottsdale Asset Management - Ascentist, located south of College Boulevard and west of Roe Avenue (PL 42-21) (P) W. Resolution approving a Revised Final Plan for Chadwick Place - Colby Capital, located south of 135th Street and east of Chadwick Road (PL 67-21) (P) X. Resolution approving a Revised Final Plan forParkway Plaza - Design Criteria, located north of 135th Street and west of Roe Avenue (PL 69-21) (P) Y. Resolution approving and authorizing the Mayor to execute an Agreement between the City and PowerDMS, Inc., pertaining to software access for policy, training and Compliance Management in an annual amount not to exceed $18,356.95 (HR) Z. Approve the 3rd and final payment to G-B Construction in the amount of $13,978.75 for Ironhorse Golf Course Parking Lot (PW)

7 AA. Declaration of surplus equipment (1) 2016 Taurus, (2) 2014 Fusions, (1) 2007 F-350, (2) 2008 F-350, (1) Genie AWP-40S, (1) GreenSteel 4'x8' Whiteboard, (1) 65" Sony TV, Assorted Office Furniture(PW) BB. Police DepartmentMonthly Report CC. Fire Department Monthly Report DD. Municipal Court Monthly Report

Item 8CC was pulled by Mayor Dunn.

Item 8M was pulled by Councilmember Filla.

Item 8J was pulled by Councilmember Larson.

A motion to approve the remainder of the Consent Agenda was made by Councilmember Harrison, seconded by Councilmember Sipple. Motion was approved with a unanimous vote of 8- 0.

Discussion of Item 8J: Councilmember Larson thanked the Lees for their donation to the City. She stated that this art piece is not listed in the Arts Master Plan and asked where it will be located. Holly York, Cultural Arts Coordinator, addressed the Governing Body. She stated that upon acceptance of the piece, it will go through the normal process site selection based on the Master Plan. She noted that its location has not yet been determined.

Ann Blessing addressed the Governing Body. She stated that the Lees offered the donation to the City in early December 2020. She stated that it was going through the appraisal process that happened to coincide with the preparation of the Arts Master Plan, so the Committee wanted to wait until approval of the donation before making a recommendation of a location based on the Master Plan.

Councilmember Sipple asked what typology the piece is considered according to the Master Plan. Ms. York stated that it is considered an intermediate piece and is approximately 1 7' high.

A motion to approve Item SJ was made by Councilmember Filla, seconded by Councilmember Larson. Motion was approved with a unanimous vote of 8-0.

Discussion of Item 8M: Councilmember Filla stated that this is a great service to provide and that the Police Department is being competitive with the fees. She asked if ACMS is having any trouble with staffing issues. Chief Troy Rettig, Police Department, replied that there had been some staffing issues last year, but that was rare and they are doing a good job.

A motion to approve Item SM was made by Councilmember Filla, seconded by Councilmember Larson. Motion was approved with a unanimous vote of 8-0.

Discussion of Item 8CC: Mayor Dunn thanked the three Fire Department retirees, Capt. Scott Rutherford (33 years), Master Firefighter III Jeff Cox (24 years), and Administrative Assistant Becky Craig (20 years.) She pointed out that together it is a loss of 77 years of experience, but acknowledged that the Fire Department has no

8 trouble filling positions because of their great culture. Mayor Dunn congratulated their leadership and dedication.

A motion to approve Item 8CC was made by Councilmember Filla, seconded by Councilmember Harrison. Motion was approved with a unanimous vote of 8-0.

9. MAYOR'S REPORT A. Annual Report: American Revolution Tricentennial CD Fund. On July 7, 1976, Mayor William Eddy asked that the CD fund in the amount of $1,000.00 be reported annually with the interest rate on the meeting closest to the fourthof July. Last year it earned $8.31 in interest on the principal amount that is now $8,755.18. It yields an interest rate of 0.03% and will mature on June 25, 2022. B. I would like to offer great appreciation to the Leawood Facility and Community Events th Supervisor Katie Burruss forleading a fantasticJuly 4 celebration. Our Director of Parks and Recreation, Chris Claxton, Brian Anderson, Kim Curran and their entire team were assisted by Police, Fire, and the Public Works Departments. After having no activities last year due to the pandemic, it was estimated there may have been 10,000 people in attendance. It was grandin every way and my sincere thanks to all for a wonderfuljob. C. I would like to offercongratulations to the Leawood Stage Company and Board Chairman Michael Blinn, Cultural Arts Supervisor, Holly York, and the entire cast and orchestra on the outstanding production of Suessical, the musical which was performed at our Ironwoods Park Amphitheater. Although two of the six evenings were rain outs, which was very disappointing, they still performed for about 2,000 delighted attendees. The cast was truly exceptional and everyone greatly enjoyed the performance. My appreciation and congratulationsto all involved. st D. Congratulations to Leawood Lightning Swim Team, who took 1 place at the All-City Swim Meet last Wednesday at Young Pool in Overland Park. E. Councilmembers Jim Rawlings, Lisa Harrison and Chuck Sipple joined me at the Leawood Chamber ribbon cutting at Panache Chocolatier, which is located in Park Place. The owners are residents of Leawood and are thrilled to be located in this beautifulmixed use community. F. Leawood Chamber President Kevin Jeffries joined me and City Administrator Scott Lambers at a celebration of the partnership of AMC Theaters and Coca-Cola for 101 years. Also present were CEO of AMC, Adam Aron, and President and CEO of Coca Cola North America, Alfredo Rivera. They had a dedication of a beautifulLive Oak tree located on the west side of City Hall. Mr. Aron announced that he would be donating 100 more Live Oak trees to the City to recognizethe partnership. He surprised everyone with his announcement, and we are most grateful for this generous gift. They will be working with the City stafffor the appropriate location of the trees. Our sincere appreciation to them. G. Congratulations are once again in order for the City of Leawood. We have been ranked by 24/7 Wall St. as the Best Place to Live in Kansas. There were four main categories: economy, affordability, quality of life, and community. The strong economic indicators were closely evaluated, as well as our highly regarded public school system; but the safety of our community was a huge factor. The City has a violent crime rate of 54 incidents per 100,000 people, and statewide is 411 per 100,000 people.

9 10. COUNCILMEMBERS' REPORT A. Councilmember Osman - Referral to the Public Works Committee for Consultant Selection pertaining to the 2023 Residential Reconstruction Project

Councilmember Osman explained that there are a couple ofprojects planned ahead ofthis, so the referral will need to be done within the next year so it can be evaluated before2023. Mayor Dunn asked ifthere is a date certain. He stated it is tentatively October.

A motion to approve the referral to the Public Works Committee was made by Councilmember Osman, seconded by Councilmember Harrison. Motion was approved with a unanimous vote of 8-0.

B. Councilmember Filla - Discussion concerningTree Protection

Councilmember Filla stated that she received an email in January from a person who expressed disappointment about 2 trees that were cut down, as mentioned by Mr. North earlier tonight. She stated that after speaking with the developer, the trees were cut down prior to the developer being hired by the new owner. He told her that his policy is to plant 25 new trees for every tree he cuts down. She said that it is admirable but is only for the enjoyment of future generations in future locations.

Councihnember Filla stated that the property values in north Leawood are increasing and she believes it is due to the mature tree canopies and low crime rate. She said that the City ofPrairie Village recently passed a new tree ordinance protecting right-of-way trees and any tree over 60+ years old. Councilmember Filla expressed concern over how the City can provide check points, such as a required permit or neighbor notification. She also remarked that educating neighbors of the importance of trees should be included.

Councihnember Filla asked for the Council to refer this to the Leawood Tree Committee and ask for staffinput to findways to communicate how important the City's mature trees are.

A motion to refer Item lOB to the Leawood Tree Committee was made by Councilmember Filla, seconded by Councilmember Azeltine.

Councilmember Cain suggested that for any tree discussion be balanced and productive to include developers and neighbors. Mayor Dunn stated that she thought Councihnember Filla was going to ask staffto review the City of Prairie Village's tree ordinance to see ifit would be appropriate forLeawood. Mayor Dunn pointed out that there are exceptions listed in the Prairie Village ordinance so as not to totally limit the rights of a property owner.

Councilmember Filla agreed with Councilmember Cain's suggestion to invite other voices to a panel. Councilmember Azeltine stated that there is nothing precluding the Tree Committee from inviting anyone to the discussion. Councilmember Sipple stated that the HOAs should have a right to be heard before any trees are felled, since they are maintaining the street trees. He indicated that instead of penalties that the Tree Committee should consider incentives and some flexibility. Councilmember Larson agreed with an incentive option. She mentioned that HOAs should have restrictions on the diameter of a tree being cut down.

Councilmember Harrison, Chairperson of the Tree Committee, stated that she would like to have Leawood staffreview the Prairie Village ordinance before it comes before the Tree Committee. She

10 stated that the Committee is mandated to educate the public and not make policy. She expressed surprise that the HOA has accepted the care and maintenance of the trees and feelsthey should take responsibility for the provision. Councilmember Filla stated that Leawood Homes Association was the first subdivision in the City and does not have the same kind of restrictions and rules as other HOAs in Leawood. She pointed out that tree protection a concern fornorth Leawood now, but may be an issue for other HOAs in the future.

Councilmember Azeltine agreed with Councilmember Harrison to refer this item to staff first and withdrew his motion.

Mayor Dunn stated that she believes it should go to staffand the Legal Department before coming to the Tree Committee. Mayor Dunn pointed out that the rules and regulations of the HOAs supersede those of the City. Ms. Bennett agreed that is true unless the City is stricter. Mayor Dunn stated that usually the HOA is stricter than the City.

Councilmember Cain stated that the concern for trees has been around for a long time. She reiterated that Councilmember Filla is trying to express that the Leawood HOA has approximately 1,500 homes and no bi-laws, like the other communities. She stated that for the HOA to get deed restrictions on the preservation of trees, it would take 80% approval of their home owners. She mentioned the City has created a panel before with staffand been successful, but cautions that changes will be uniform across the entire City and not just old Leawood. Councilmember Cain suggested that the City include solar panels and not just trees in an ordinance and to include residents and developers in the discussion.

Mayor Dunn stated that if staffmade a proposal, there would be public hearings and opportunities for citizen comments. She stated the City could also host a meeting and invite interested parties versus setting up a panel.

Councilmember Filla reworded her motion in order to allow staff to firstreview a tree protection plan in its totality and to invite citizens and developers forinput.

Mr. Lambers asked to clarifythe intent forstaff direction. He remarked that an incentive would not work in this case and suggested having a well-publicized City policy outlining the restrictions and penalties. He stated he is in favor of a legacy tree policy (trees over 60 inches) not to be cut down without special consideration by the City. Mr. Lambers stated that the City needs to stay focused on the concept oflegacy trees and older trees and not leave it open-ended for staffor the Tree Committee, forfear of a policy not being well received by the public. He agreed that a permit process should be in place. Mr. Lambers stated he supports the concept but that it needs focus.

Mayor Dunn stated that the policy in the City of Prairie Village is a good starting point. Mr. Lambers replied that a legacy tree should be well defined. Councilmember Harrison stated that she is more concerned with legacy and street trees. Councilmember Filla agreed that Mr. Lambers' suggestion of defining trees of a certain age and/or diameter is an important starting point.

A motion to refer Item 10B to staff was made by Councilmember Filla, seconded by Councilmember Harrison. Motion was approved with a unanimous vote of 8-0.

11 C. Councilmember Sipple - Discussion of Electronic Recycling Event

Councilmember Sipple announced that Saturday, July 24th the Sustainability Advisory Board (SAB) has joined forceswith Town Center Plaza to host an electronic recycling event on the north side of Town Center Plaza from8:00 a.m. to 12:00 noon. He stated this is forelectronics only- computers, televisions, wires, etc. He stated volunteers will be there in two shifts - from 8-10 a.m. and 10-noon. The Parks Department has provided brightly colored t-shirts for the volunteers so that they can be more easily identified to help with traffic and unloading items. He stated that MRC has provided semi-trucks in which the items will be placed.

Councilmember Sipple stated that the SAB has sent notices to all the Leawood HOAs and the Chamber of Commerce has joined in advertising the event. He stated that only cash or checks will be accepted and there may be an additional charge for some special electronic items.

Councilmember Cain asked if there are any size restrictions for old televisions. Councilmember Sipple replied that he did not think so, but warnedthere may be an additional fee. He mentioned that there is a price list on the City's website.

11. CITY ADMINISTRATOR REPORT - None

12. STAFF REPORT-None

13. COMMITTEE RECOMMENDATIONS {From the Julv 7, 2021 Public Works Committee meeting! A. Consider the recommendation for the selection of a DesignEngineer for Tomahawk Creek Parkway-College to Roe Boulevard

David Ley, Public Work Director, addressed the Governing Body. He stated that the Committee came together on July 7th to review four firms for the design of Tomahawk Creek Pkwy. He stated that they selected Olsson Engineering as their preferred consultant and are requesting the recommendation from Council to move forward.

A motion to approve the recommendation for Item 13A was made by Councilmember Filla, seconded by Councilmember Azeltine. Motion was approved with a unanimous vote of 7-0. Councilmember Harrison was not present.

/From the June 22. 2021 Planning Commission Meeting/ B. Resolution approving a Final Plan and Final Plat for Hills of Leawood Villas, located north of 151st Street and east of Mission Road (PL 69-20)

Mark Klein, Planning Services Director, stated that the applicant's representative was present to speak on their behalf. Greg Musil, 5250 W. 116th Place, Suite 400, Leawood, KS addressed the Governing Body. He stated that the Governing Body approved this last June, but it is in litigation to challenge the rezoning decision. He reminded the Council that they would like to move forward with the final plan and plat due to the development agreementtimelines. Mr. Musil stated that there is a stipulation that no building permits will be issued until the litigation is final. He stated that the Leawood Planning Commission was unanimous in their approval of the finalplan and plat and they are requesting approval from the City Council.

12 Councilmember Sipple asked if any concessions were made by the developer due to the number of concerns by the neighbors. Mr. Musil recalled that the plan that was approved by the Council included lots along the side of the neighbors as full Rl sized lots and setbacks. He stated there is also a 10 foot utility easement and 10 foot landscape easement on the finalplan on the west side. Mr. Musil stated that the City was sued by two of the neighbors within 30 days of the Council's unanimous approval of the rezoning. He stated the last conversation he had with the neighbors was for a landscape option that they rejected.

Councilmember Larson mentioned that the lots appeared to have been changed near a Southwestern Bell substation. Mr. Musil stated that in the final title report it was determined there was an underground facility with an easement that needed to be excluded fromthe lot. Mr. Klein confirmedthat the changes were small and only affected a couple of lots along the south side.

A motion to approve Item 13B was made by Councilmember Osman, seconded by Councilmember Sipple. l\fotionwas approved with a unanimous vote of 8-0.

C. Resolution approving a Revised Final Plan for Camelot Court - Joe's KC BBQ Restaurant, located east of Roe A venue and south of Town Center Drive (PL 66-21)

David Eskov, 21466 W 1201h St., Olathe, KS, addressed the Governing Body via telephone. He stated that the revised finalplans are a result of what Joe's KC learnedlast year during Covid with the increase in pick-up orders. He stated that they are modifying the to-go and patio areas to allow social distancing and more carry out orders. Mr. Eskov stated that the changes will decrease the interior dining area but will allow a larger staging area forpick-up orders.

Mayor Dunn asked if the elevations plans included in the meeting packet are the revisions. Mr. Klein replied that they are the revisions and that their intent is to have similar architecture to Comer Bakery next door. Mr. Eskov stated that they are using similar rough sawn cedar for the patio construction, the stone would match the existing stone on Joe's BBQ, and the overhead doors could be opened or closed depending on the weather.

Councilmember Larson asked forclarification of the cedar planks location as shown on the renderings. Mr. Eskov replied that the polycarbonate roof is on top of the cedar joists. Councilmember Larson stated the patio is smart looking and is a proactive design for the building. Mayor Dunn stated that she is delighted to see Joe's KC making an additional investment in Leawood.

A motion to approve Item 13C was made by Councilmember Osman, seconded by Councilmember Azeltine. Motion was approved with a unanimous vote of 8-0.

D. Resolution approving a Revised Final Plan forThree Hallbrook Place - OfficeBuilding -located south of College Boulevard and west of State Line Road. (PL 68-21)

David Rezac, VanTrust Real Estate located at 4900 Main, Kansas City, MO, addressed the Governing Body via Zoom. He stated that the Governing Body approved the plan in July 2019. He stated that since that time there was a change with their project team and HoeferWelker is now the architectural firm and KBP Investments will be the new property owner.

13 Mr. Rezac gave a brief description ofthe site location and elevations. He stated that if approval is granted by the Council, construction can begin by early Fall 2021 and be completed by late 2022. He stated that they have read and agreed to all 32 stipulations in the staff report.

Michael Goslinga, Hoefer Welker located at 11460 W. Tomahawk Creek Pkwy, Leawood, KS, addressed the GoverningBody via Zoom. He stated they wanted to make a fewminor adjustments to the site by shifting the entrance to the building slightly to the south to align with the center of the building, thus affecting 3 parking spaces. He stated that they worked with KBP Investments to meet their needs and desire for more glass and less brick and metal on the exterior. He stated that they enlarged the balconies on the fa9ade to take advantage of the views ofHallbrook County Club.

Mayor Dunn commented that the modifications are very nice. Councilmember Sipple asked if the building will have a basement or subbasement for mechanicals and a safe space for occupants. Mr. Goslinga replied that the mechanical will be housed behind screens on the roof and that the safespaces will be the stairwells, in case of inclement weather. Councilmember Filla asked if the HVAC has a good air filtration system. Mr. Goslinga stated that they are trying to implement all possible options to provide the best quality air for the tenants. Mayor Dunn mentioned the Climate Action Playbook and asked if any sustainable options are incorporatedinto the building. Mr. Goslinga stated that they are not seeking LEED Certifications, but they have chosen materials that are related to sustainability, such as renewable materials, limited off-gassing interior finishes, and recycling construction waste. He stated that the mechanical system exceeds the baseline standards. Councilmember Harrison asked if there will be any e-vehicle charging stations available. Mr. Rezac replied that there will be 3.

A motion to approve Item l3D was made by Councilmember Rawlings, seconded by Councilmember Larson. Motion was approved with a unanimous vote of 8-0.

14. OLD BUSINESS -None

15. NEW BUSINESS A. Ordinance amending Section 14-205 of the Code of the City of Leawood, Kansas, 2000, pertaining to truck routes within the City and repealing existing Section 14-205 and any other sections in conflict herewith(PD)

Ms. Bennett stated that this is an amendment to clean up the current ordinance, such as changing the wording from Kenneth Road to Kenneth Parkway, adding certain areas, and limiting certain areas. Councilmember Azeltine asked which specific section of Roe Ave. is included in the amendment. Mr. Ley replied that the truck route is 135th north on Roe Ave. and the restriction is air brakes.

A motion to approve Item 15A was made by Councilmember Rawlings, seconded by Councilmember Larson. Motion was approved with a unanimous roll call vote of 8-0.

B. Resolution approving and authorizing the Mayor to execute a Public Lands Use Agreement between the City of Leawood and Sprint Communications Company L.P. pertaining to the installation and maintenance of communications facilities within existing conduit (L)

Ashlee Tomasic, Assistant City Attorney, addressed the GoverningBody via Zoom. She stated that this is a renewal of the Public Lands Use Agreement. She explained that althoughit expired causing a delay in signatures due to the pandemic, there are no changes to the original agreement. Councilmember

14 Azeltine asked if a namechange fromSprint is necessary. Ms. Bennett stated that the company requested to proceed with the name Sprint in the agreement.

A motion to approve Item l5B was made by Councilmember Filla, seconded by Councilmember Larson. Motion was approved with a unanimous vote of 8-0.

C. Ordinance granting to Sprint Communications Company L.P. a Contract Franchise to construct, operate and maintain a telecommunications system in the City of Leawood, Kansas and prescribing the terms of said contract franchise and repealing Ordinance No. 2801C (L)

Ms. Tomasic stated that this ordinance is the telecom franchise portion of the agreement with no substitute changes. She stated thatT-Mobile requested to keep the name Sprint in the contract.

A motion to approve Item 15C was made by Councilmember Azeltine, seconded by Councilmember Sipple. Motion was approved with a unanimous roll call vote of 8-0.

D. Ordinance amending Section 3-104 of the Code of the City of Leawood, Kansas, 2000, pertaining to residency requirements for obtaining a cereal malt beverage retailer's license and repealing existing Section 3-104 and any other sections in conflict herewith (L)

Ms. Tomasic stated that City had considered removing the residency requirement, however the City uses forms provided by the Kansas Attorney General. She explained that there has been recent case law that made it m1constitutional, so now that State law has caught up, this amendment would remove the residency requirement to mirror State law.

A motion to approve Item l5D was made by Councilmember Azeltine, seconded by Councilmember Osman. Motion was approved with a unanimous roll call vote of 8-0.

E. Ordinance amending Sections 3-111 and 3-204 of the Code of the City of Leawood, Kansas, 2000, pertaining to the Sunday sale of alcohol and gross receipts requirements and repealing existing Sections 3-111 and 3-204 and any other sections in conflict herewith (L)

Ms. Tomasic stated that this ordinance repeals the food sales requirement which was a ballot question last fall, and it also expands Sunday sale hours. She noted that this ordinance must be published fortwo consecutive weeks and there is a 60-day waiting period. She stated that it will not go into effect until 61 days afterthe second publication. Mayor Dunn mentioned that it is still the option of the retailer to decide whether or not to sell earlier on Sundays. Ms. Tomasic agreed that it allows a retailer to be open during that time period, but it is up to each individual retailer to determine their hours.

A motion to approve Item 15E was made by Councilmember Osman, seconded by Councilmember Sipple. Motion was approved with a unanimous roll call vote of 8-0.

F. Schedule Governing Body meeting forMonday, August 2, 2021 at 7:00 P.M.

A motion to approve Item 15F was made by Councilmember Rawlings, seconded by Councilmember Larson. Motion was approved with a unanimous vote of 8-0.

15 ADJOURN lvfeetingadjourned at 9:45 p.m.

16 8C

ADVISORY BOARD Meeting Minutes -June 10, 2021 - 5:30 p.m.

To reduce the likelihood of the spread of COVID-19and to comply with social distancing recommendations, this meeting of the Parks and Recreation Advisory Board was conducted remotely using the Zoom media format and in person at Leawood CityHall. The meeting was livestreamed on [YouTube] and the public could ac<;e$h"e livestream by going to www.leawood.orrl . �:-> /·.:.�;,.(::+ Board members in attendance: Chair Karen Ward-:Reiiner,JoC�n Hobbs, Gary Swanson, Amy Vlasic, Kim Galbraith, Greg Williams, and Bob Wright. �t.'\ , / �ft>�\,�. Council liaisons present: Chuck Sipple and Julie Cain. . . "��1,, 1:,.. ·, . .ff$_. '�{;,...... " Staffmembers present: Holly York, Chris Claxton, Brian Anderson, Kim' Curran, and Camille Sumrall. ,:Jt,.. /:;.> � :�_/;\':t�;f,-. ;:�.,, ·· · ,. ',_ ._; ·

bid. He"stated�-.w�--"', _&" the <· -. goal - forthe project• • is to have a contract ready for City Council

approval m "W--September.. �-; The proJect will be completed in 2022. ,�. ,\ '. Council Liaison Cain asked if the city funds allocated previously before the grant was received could be used for a mural on the new trail connection. Chris stated that the funds would need to come from the Public Art fund if it is a public art project.

B. Update on Restroom Project- North Lake Brian stated that they are moving forward with finalizing the site work for the restroom. They are also looking at including ADA pathways to the restroom. Brian

1 stated they are in communication with McCarthy Construction on potential pro-bono work for the project.

Chuck asked how much money has been raised to date for the project. Chris stated that she will speak with the treasurer of the Leawood Foundation to find out how much funding they have received through donations. C. Update on Parks Maintenance Facility Brian stated they are working with planning on finalizingplans for the building. He believed that breaking groundin October would be likely. JoLynn asked if there had been any other discussion about the use of solar panels forthe building. Brianstated they have solar as an add/alternatefor the project and once they receive

bids including solar they will move forwardbased on cost., Brian stated there are two roofs that may be able to have solar, w, panels.,;;;y The panels could potentially generate 40% of the energy needed. Thete'w'ouldalso be additional costs to screen the solar �-- .. panels based on Leawood City Code. /' � ·,_r·,1, .. D. Update on July 4th Fireworks Displaysl�'ti;"'.{J' �\11, Kim stated that City Coun.cihhas approved\'the July 4th fireworks display, bus ' .. ,1 -:',·,-:;,;,.!¥ transportation, games, music, and foodtrucks. Staffis currently working on a layout and plan for optimal Covid-19 safety. They are w6rking on spacing out food trucks and picnic}ables1which will allow more space between families. The games and rides 'Y (primarily be one way, with little interaction between users. They will il � _ encourage 111�sk weanng on the buses and encourage people to walk. Mad science and Flashbtiekwill Jj7providinglive performances. r '- · _ ---'.'�'

E: Pool Project Brian stated they will be having a pre-bid meeting on June 17 for any potential contractors. The meeting will begin at City Hall but will also include a tour of the current Leawood Aquatic Center. The formal bid opening will be July 1 st and a contract should be presented at an August City Council meeting.

II. New Business A. Geese Population Control Council Liaison Sipple asked what measures are being taken to control the goose population in the city, particularly along Tomahawk Creek Parkway and the lakes. Brian stated that the Public Works department is currently in the process of developing a plan to make improvements along Tomahawk Creek Parkway including bike lanes and landscaping. There may be an opportunity to include native grasses that may deter geese. Geese typically like flat areas with mowed grass so they have a direct line of sightfor predators. Taller grasses may help deter them.

2 Kim G. stated that when she worked at the Sprint Campus they had issues with geese. They hired a man with a trained dog who kept the geese away. This option is environmentally friendlyand community friendly. B. StaffReports Holly The finalized Public Arts Master Plan will be presented to City Council in July. Grinnin' and Groovin' kids' concerts series has started with a greatturnout of over 250 people in attendance. Summer Art Campshave begun. Agreement for Rock Cottage Glass:Pi.rtwillbe sent to City Council in July forapproval of the new glass art aft11e{eawood Aquatic Center. The Leawood Stage Comp<1;n1fwi11 �1presenting "Seussical" at the Ironwoods Amphitheatre on July 9-11 and1uly15-17 at 8pm. Kim T-Ball beginning soon with a greatturnout of 51 teariis. Half Day Camps are almost sold out. Camp Out with Dad is sold ou.f' . 4. Nature Camps-- are almost completely. sold out. .,.. :� -.- w,.m

First Tee programs� :;·have '-�-- m begun at Ironhorse and are sold out. The Lodge at Ironwoods is open forevents followingsafety guidelines. Swim Team and Di-VeTea111 h�e l,�gunwith meets on June 10th, 15th, 22nd and 24th. ',p;·;(<) • / Camille.·. ,f'.'*:, Working. . on the upcoming Fall/Winter 21-22 guide. • �--·"$,, Developing social media p}ans and social media contests to keep users �ngaged virtually. --., Working with Troon management forVista 154 new marketing materials. W6rking on Leawood "Recreator" Newsletter content. Working on designing and printing banners and marketing collateral for the remainder of 2021. ·tlhan � Meeting With the Johnson County wastewater staffin the next week to go q\!erthe progressof project on Lee Boulevard. _ "':,:.{�_: _ ,·-;r Chris ·,::;\t·<:, ;-;," State d(the City and Lunar New Year will be happening in 2022. Shark week will take place at the Leawood Aquatic Center on August 9-14. Exploring putting pickle ball courts in the area just west of the baseball fields which were previously soccer fields. The city has a 99 year lease on the land which is owned by the County. She added that a community garden might be able to be placed in the area west of the cell tower at Lee and Mission. Decision packages were approved including a new slide for the zero depth pool and new parks maintenance employee. There is an uptick in memorial bench and tree donations.

3 Ironhorse Golf Course now serving margaritas and will soon be offering pizza. Working to present updates to the interior of Ironhorse Golf Course to the GoverningBody

III. Miscellaneous Council Liaison Cain asked the wastewater project will interferewith the 4th of July Celebration. Chris responded that it would not interfere. She added that staffwill post on social media asking guests to use the trail or take the bµsses. Council Liaison Cain asked if there will be a�ght iron fence placed between �,#}J:, . the new development and homes at Ironwoods Park. She stated she believed the

homes seemed very close to the trail antfthesobnet'. the fenceis installed the better. ,· .. Brian added that the forestry team· has also been �ddirtg trees to the fence line to hide the new development. ""(;;.( , ,, \�- ·l::r;· The next meeting will be held July 15th, at City Hall CounciLC,hambers. Bob Wright made a flllqtion adjo� ··the: meeting. Kim Ga�th seconded the motion. The motion·w�s':'�pproved unanimously via roll call vote...... ,;{'""1t,,_ The meeting adjourned at.7:00 pm." ,::;'! '',:. ·�1�; 1 Re ctfullr submitted, 'it · . }fJ \i � � Chris Claxton, Parks·and Recreafigt1Director

4 MINUTES Leawood Arts Council May 24, 2021 Conducted via Zoom and livestreamed on Y ouTube

To reduce the likelihood of the spread of COVID-19and to comply with social distancing recommendations, this meeting of the Leawood Arts Council was conducted remotely using the Zoom media format. The meeting was livestreamed on [YouTube} and the public could access the livestream by going to www.leawood.org/.

Present: Anne Blessing, Burton Dunbar, Michael Shirley, .Julia Steinberg, Stephanie Hamil, Jessica Chanos, and Kim Hinkle; and staffliaisons Holly York and Chris Claxton f Anne Blessing called the meeting to order at 4:30pm and Holly York read the Covid-19 disclaimer.

CHAIR REPORT , ' Anne Blessing reported the following: , ,,·�: • She enjoyed the KC Symphony Ensemble Concert on May 21 st and thanked Holly and Chris forthe continued partnership. ·�:4,;.,� • More information on the Public Art Impact F�e\vtll · e discussed at a later time. • Kim Hinkle was appointed as the Vice Chair of the Leawood Arts Council. �,;';,Ji,, APPROVAL OF MARCH MINUTES .. 't\f;/J1>; Julia Steinberg move thafthe Minutes of the LAC meeting ofiylarch 30, 2021, be approved. g1 Burton Dunbar seco ded th� motion and the minutes, � were unanimously approved. �-:/\1/ CITY COUNCIL UPDA�E tj City Council liaisons, James'Azeltin� imdJulieCain, were unable to attend. �. ;• , · ''4''.(�:· ·, .' 0 � ' · ' '·.;. c,1;' . A. ' -,,,.., MASTER PLAN FOR PUBLIC ART UPDAT�r Holly York said that PLAID Collaborative is updating the Public Art Master Plan for the City Council work session on June 7th at 6:00 pm. They will present the document with the updated edits from the Arts Council. Chris Claxton mentioned that acceptance of the Master Plan will occur at a following meeting in late June or early July.

APPi REPORT APPi recommends an artwork proposal by Dierk Van Keppel for the new Leawood Aquatic Center. LAC members received a packet of information,including renderings, about the artist and the piece. Kim Hinkle moved to accept APPI recommendation and recommended approval to the City Council. Julia Steinberg seconded the motion. Unanimously accepted.

APPi recommends the acceptance of a donated art piece by a Leawood resident. The sculpture is titled Praise by Bruce Niemi. LAC members received a packet of informationabout the artist, the piece, and the appraisal report. Anne Blessing moved to accept APPi' s recommendation with the proviso that the sculpture will be located at a site determined by the Master Art Plan. Michael Shirley seconded the motion. Unanimously accepted.

1 Holly York reported the following: • The art dedication of Women of the World was on Friday, April 23rd with about 40 people in attendance • The site survey forSkywriting I is still being conducted by Continental Engineering. • The art dedication of Inspiration will be Friday, September 1 oth. • A photographer has been contacted to take photos forthe Public Artbrochure. • The Ironhorse Clubhouse is being remodeled and the architects' renderings featured a painting by Lawrence based artist Lisa Grossman placed in the lobby. This is just an option and more informationwill be provided at a later date. /0 CULTURAL ARTS REPORT .:0j}}9P Holly York reported the following: . A<�fE}��;, . . • K Sym hony nse ble Concert w s on Fnd� .May 2 ith 350 m attendance � � � � � �i _ "l.r • Cmema m the City will show The Little Rascals on FndaytJune 11th and Babe on Friday, hly 3� ·�; • Art camps begin in June. There are a few spots left in each cJinp besides Art Party. The instructor is a recent KU Art Education graduate. • Grinnin' & Groovin' will be on Tuesdays throughoutJune starting on the 8th. • The Oxford Schoolhouse will open Tuesday-Sunday. Schoolhouse Tales will be offered Wednesdays in July. st • 123 Andres, a familyfun concert, will b�. 9n Saturday, August 21 _ • The Summer Sounds of Leawood Concert Series will be in August. Everyday Strangers will perform on Friday, August 13th. Pablo. Sitihueza and KC Latin Jazz All-Stars will perform on Friday ' August 27th. '',\ /'y(Y"":<4t;5:., '·'-? .. ·/\_ "/.-.f,,/ -�;··it� ':,.',fi- • The art dedication of Inspiration will be on Friday, September: 10th. """".W • Leawood Stage Company's production "Seussical" will be at Ironwoods Park in July. • The authqr forthe 75th Anniversaryhistorybook was approved. "':.{!ft'-'.�-,:'.'"'',,''"'.'�--· • st ,CityJacilities �re reopening June 1 . #J',.C. :; Holly irnsend Michael Shirley information regarding events at City Hall for him to share with his HOA.

LEAW00D'S,75T,8, ANNIVERSARY Anne reminded thicouncil that the City's 75th anniversary is in 2023 and the council has discussed acquiring a signature 'piece to celebrate the anniversary.

Julia recommended the council should develop a mission/purpose/goal for the direction of selecting a piece. Holly suggested creating a statement with broad terms. Michael suggested researching what other cities have done, regarding public art, to commemorate significant anniversaries. Holly will look into that request. The next meeting is scheduled for Tuesday, July 27th 2021. Time and Location is TBD. The meeting adjournedat 6:00pm Submitted by: Holly York, Cultural Arts Supervisor

2 Finance Department Memo

To: Mayor Peggy Dunn and Councilmembers Scott Lambers, City Administrator

From: Dawn Long, Finance Director Date: August 2, 2021

Re: Approval of Commerce Bank contract extension Recommendation:

I would like to recommend that the Governing Body approve the attached letters extending the City's current contract for banking services and merchant services with Commerce Bank.

Background:

The current contract with Commerce Bank provided for banking servicesfor the years 2016 through 2018 with an option of two one year extensions. In December 2018 the contract was extended for the optional year 2019. In May 2019 the contract was extended for the optional year 2020. Due to the COVID shutdown we were unable to send out an RFP in 2020 and banking services were extended until December 31, 2021. Once again this year we are not able to issue an RFP due to COVID and Commerce Bank has agreed to extend the current contract for an additional year under the same pricing tenns. The attached letter would extend the City's contract for one additional optional year to include 2022.

Also attached is a letter to extend merchant services with Commerce to include 2022. The Merchant Services Agreement was initially signed with Commerce Bank when the City's banking contracts with Commerce went into effect in 2005. This agreement was extended in 2016 when the City issued an RFP rather than entering into a new agreement.

Fiscal Impact:

Commerce Bank is able to offer all of the services that the City requires at a competitive cost. The fee structure will remain at the current level until December 31, 2022.

Please contact me if you have any questions. RESOLUTION NO. ____

RESOLUTION APPROVING AND AUTHORIZING THE MAYOR TO EXECUTE AN EXTENSION TO fflE FINANCIAL SERVICES AGREEMENT DATED AUGUST 17, 2015, BETWEEN THE CITY AND COMMERCE· BANK TO PROVIDE CERTAIN BANKING SERVICE NEEDS TO THE CITY OF LEAWOOD FOR A TERM ENDING DECEMBER 31, 2022

WHEREAS, the City is in needof banking services;

WHEREAS, Commerce Bankprovides such services;

WHEREAS, the parties entered a Financial Services Agreement on August 17, 2015, which Agreementterm was previously extended until December31, 2021; and

WHEREAS, theparties desire to execute a furtherextension to said Agreement.

NOW THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF LEAWOOD, KANSAS:

SECTION ONE: That the Governing Body hereby authorizes the Mayor to execute an extension to the Financial Services Agreement dated August 17, 2015, attached hereto as Exhibit "A," andinc orporated herein by reference as if fullyset out.

SECTION TWO: This resolution shall become effective upon passage.

PASSED by the GoverningBody this 2nd day of August, 2021.

APPROVED by theMayor this 2nd day of August, 2021.

[SEAL] Peggy J. Dunn, Mayor ATTEST:

Kelly Varner, City Clerk

APPROVED AS TO FORM:

Patricia A. Bennett, City Attorney July 22, 2021

Ms. Dawn Long Finance Director City of Leawood, Kansas 4800 Town Center Drive Leawood, Kansas 66211

Dawn,

This letter confirms a contract extension of an optional 1 year extension of banking services between Commerce Bank and the City of Leawood. Commerce Bank agrees to honor the pricing reflected in our RFP response until December 31, 2022.

Below is information and details regarding the current services in place with each department:

Treasury Services:

• The pricing for The City of Leawood's treasury services will remain in effect until the end of the contract period, December 31, 2022. • The treasury services agreements currently in effect with the City of Leawood do not require updates other than signatures by both parties on this letter.

Retail and Benefits Banking Services: Commerce Bank will continue to provide retail banking services to City employees.

Merchant Services: Please find included a Merchant Services Agreement for the same terms for the period of July 22, 2021 through December 31, 2022.

City of Leawood, Kansas Commerce Bank

By: By: Signature Date Signature Date

Title Title of Bank Officer ".,, TM C k '-''' ommerce B c!!!FDIC

July 22, 2021

Ms. Dawn Long Finance Director City of Leawood, Kansas 4800 Town Center Drive Leawood, Kansas 66211

RE: Extension of Merchant Agreement by and between Commerce Bank ("Bank") and City of Leawood Kansas ("Merchant") dated October 17, 2005 (the "Agreement")

Dawn,

Based on your recent approval to continue merchant processing services with Bank, this letter confirms the following change to Paragraph 20 (CONTRACTUAL TERMS) of the Agreement. All other provisions of the Agreement shall remain in full force and effect and are hereby ratified and certified by Bank and Merchant.

Merchant Processing Services: (CONTRACTUAL TERMS)

"The term of this Agreement shall commence and continue until December 1, 2022 (the "Initial Term"). In the absence of ninety (90) days advance written notice of termination prior to the expiration of the Initial Term or any Renewal Term of this Agreement, the Agreement shall be automatically renewed for successive one (1) year terms (each a "Renewal Term")."

Please contact Lisa Ostrom at 816-234-8680 or [email protected] with any questions or requests you may have regarding this letter or the Agreement.

City of Leawood, Kansas Commerce Bank

By:------ Peggy Dunn, Mayor By

Date Name

Title

Amendment One Effective Date ATTEST:

By:------ Kelly Varner, City Clerk

Date

APPROVED AS TO FORM:

By:. ______Patricia A. Bennett City Attorney

Date 8F,

Finance Department Memo

To: Mayor Peggy Dunn and Councilmembers Scott Lambers, City Administrator

From: Dawn Long, Finance Director Date: August 2, 2021 Re: Escrow release forVillaggio Stormwater Special Assessments (Project 83198)

Attached is resolution authorizing the release of the escrow pertaining to the Villaggio Stormwater Special Assessments (Project 83198). The escrow agreement was effective May 19, 2008 and pertains to the Special Benefit District established for stormwater improvements. The amount of $90,288 was deposited into the escrow account at that time and debt was issued in the amount of $2,700,000. This debt issuance was split between Sharp and Villaggio with the Sharp portion being $451,437.

The remaining assessments due on the Sharp parcels, pertaining to this escrow, amount to $33,331 (2022) and $31,714 (2023) for a total of $65,045.

City policy allows council to release or reduce the escrow after 5 consecutive years of payment and consistent payments made by the property owner. The special assessments on the Sharp parcels have been paid consistently for 13 years.

The original escrow agreement is attached for your review.

Please contact me at ext.121 if you have any questions. RESOLUTION NO.-----

RESOLUTION APPROVING AND AUTHORIZING THE TERMINATION OF AN ESCROW AGREEMENT BETWEEN THE CITY AND THE PERRY M SHARP TRUST C ["OWNER"] AND THE BANK OF BLUE VALLEY ["ESCROW AGENT"], PERTAINING TO THE STORMWATER IMPROVEMENT DISTRICT SBD #2779 [PROJECT #198 STORM, PARCEL B-2] AND REPEALING RESOLUTION NOS. 4753 AND4754.

WHEREAS, the City, the Owner and the Escrow Agent entered into an Escrow Agreement on May 19, 2008, requiring the deposit of funds with Escrow Agent to secure paymentof special assessments for a stormwater improvement, SBD #2779, Project #198, Parcel B-2 [the "Escrow Agreement"];

WHEREAS, the City had previously agreed to replacement escrows in Resolution Nos. 4753 and 4754, however, a contemplated property transaction did not close, and those escrows were never fundedand the Resolutions should be repealed;

WHEREAS, the Owner has faithfullypaid the assessments for thirteen years;

WHEREAS, the City's Special Benefit District allows the City to release the escrow upon request of the Owner after5 years of timely payments;

WHEREAS, the Owner has requested termination and release of this escrow and its funds; and

WHEREAS, the City has agreed to the termination and release.

NOW THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF LEAWOOD, KANSAS:

SECTION ONE: That the Governing Body hereby approves the termination of the Escrow Agreement and has no objection to the release of the remaining funds to the Owner indicated in the Escrow Agreement.

SECTION TWO: Resolution 4753 and 4754 are hereby repealed.

SECTION THREE: This resolution shall become effectiveupon passage.

PASSED by the Governing Body this 2nd day of August, 2021.

APPROVED by the Mayor this 2nd day of August, 2021.

[SEAL] Peggy J. Dunn, Mayor ATTEST:

Kelly Varner,CMC, City Clerk

APPROVED AS TO FORM:

Patricia A. Bennett, City Attorney ESCROW AGREEMENT STORM V/ATERIMPROVEMENT�BD#�779 (Project 198 Storm),Parcel B-2

This Escrow Agreementis made effectivethis ;r-frday of May, 2008, ("Effective Date") by and between Bank of Blue Valley ("Escrow Agent") and the Perry M. Sharp Trust C ("Owner")and the City of Leawood, Kansas ("Beneficiary").

RECITALS

A. As a condition precedent to thefunding of the costs of improvements associated with a Special BenefitDistrict in the Cityof Leawood, Kansas pursuant to City of Leawood Council Resolution No. 2779 (the "SBD # 2779"), Owner has elected to establish an escrow fund pursuant to this Escrow Agreement forthe benefit of the Beneficiary.

B. This Escrow Agreement pertains to the Special BenefitDistrict for storm water improvements (Project 198 Stonn)to be constructed anddetennined by the Beneficiaryto benefit Parcels B-1 and B-2 as those tennsare used in City of Leawood Resolution No. 2779. This Escrow Agreement pertains to special assessments against Parcel B-2 (the East Half) only which is owned by Owner. The legal description of Parcel B-2 is set forthin Exhibit A attached hereto and incorporated herein by reference.

NOW, THEREFORE,in consideration of the premises andthe payment of the escrow fee to Escrow Agent, in accordancewith the terms of this Agreement and the covenants of the parties hereinafterset forth, it is mutually agreed as follows:

1. Deposit of Funds. Owner, contemporaneously with the execution and subsequent management of this Agreement, shall deposit with Escrow Agent, the sum Ninety Thousand Two Hundred Eighty Eight and 00/100 Dollars ($90,288.00) (the "Escrowed Funds"), the receipt of which is hereby acknowledged by Escrow Agent.

2. Escrow Arrangem�nts. Escrow Agent shall act as the escrow agent forthe Escrowed Funds strictly in accordance with the terms of this Escrow Agreement. The Escrowed Funds shall be invested in such accounts or investments authorized by the Investment Policy of Beneficiary as may be approved in writing by Owner and Escrow Agent. The Beneficiary acknowledges that theaccounts and investmentsdescribed on the attached Exhibit D are authorized. Subject to the foregoing, Owner shall direct investment of the Escrowed Funds. Interest earnedon the Escrowed Funds shall be deemed to be theincome of Ownerand shall be distributed to Owner periodically and no later than five (5) Business Days following receipt of same by Escrow Agent. All interest of theEscrowed Funds shall be deemed to be earnedby the Owner. Owner or Escrow Agent shall furnish to the Finance Director of the City of Leawood as of March 31, June 30, September 30 and December 31 of each year, a statement of Escrow Agent showing (a) the accounts, fundsor securities in which the Escrowed Funds are invested, and (b) thethen current balance of such accounts and funds and the then currentvalue of such securities. If the balance of the Escrowed Funds held in deposit accounts plus the value of securities in which the Escrowed Funds are invested drops to either (a) less than $90,288.00, or

CWDOCS 575412v2 (b) less than an amount which is equal to $90,288.00 reduced by anydraws on the Escrowed Funds authorized herein, whichever is less (the "MinimumValue"), on any of the quarterly dates described in this paragraph,the Owner shall immediately deposit additional fundswith Escrow Agent to invest in pennittedaccounts or investmentsso that the value of theEscrowed Funds will not be less than the Minimum Value. If Owner fails to furnisha statement required hereunder within 3 0 days of the date such statement is due, or if Owner failsto deposit additional fundswithin 60 days afterthe date thatthe value in the Escrowed Funds is less thanthe Minimum Value, Beneficiarymy draw on the Escrowed Funds pursuantto a Drawing Certificate in the formattached hereto as Exhibit C. Any Escrowed Funds drawn by Beneficiarypursuant to this section shall be applied by theBeneficiary pro rata to the SBD #2779 special assessments against Parcel B-2 as they become due.

If any portion of the Escrowed Funds are invested in Bankof Blue Valley CDs so that there is insufficientFDIC insurancecoverage forthe depositor (i.e., there is more than $100,000 per depositor), such deposits shall be fully collateralized as required by law. If the City becomes the owner of any of such Escrowed Funds invested in Bank of Blue Valley CDs so that they exceed their FDIC insurance coverage, the Bankof Blue Valley Trust Departmentacknowledges and agrees that such collateral will be pledged specificallyfor the benefit of theCity.

3. Obligations of Owner. The Escrowed Funds are to be used to satisfythe obligations of Owner described in this Section 3 ("Owner'sObligations") and to the extent not so used, the Escrowed Funds shallbe distributed pursuantto Section 5 of this Escrow Agreement. "Owner's Obligations" are definedto be the obligation of the owners fromtime to time of all or any portion of ParcelB-2 to pay the special assessments levied against ParcelB-2 pursuant to SBD #2779.

4. Disbursement of Escrowed Funds at Beneficiary's Direction. Owner directs Escrow Agent to makedisbursements fromtime to time of the Escrowed Funds to the Beneficiaryupon receipt of a Drawing Certificate in the formattached hereto as Exhibit B or Exhibit C. Any disbursement required hereunder shall be made only upon receipt of an executed Drawing Certificateconforming to thecopy of such a request attached hereto as Exhibit B or Exhibit C with all blanks completed by the Beneficiary.

5. Final Disbursement of Escrowed Funds.

Escrow Agent shall disburse the then remaining balance of anyEscrowed Funds to Owner, or its assigns, on the earlier of:

a. No later than three (3) Business Days followingthe date upon which Owner gives written notificationto Escrow Agent that Certificates of Occupancy have been issued for building space which represents at least thirty-five percent (35%) of the total building space then approved forParcel B-2 by the City of Leawood, which notification contains a written confirmationof such fact,executed by the Mayor, City Administrator or Director of Financeof the City of Leawood, Kansas;

2 CWDOCS575412v2 b. No later than three (3) Business Days followingthe date upon wl,J.ich Owner gives writtennotification to Escrow Agent that the SBD #2454 special assessments with respect to Parcel B-2 have been paid in full,which notificationcontains a written confirmation of such fact, executed either by the Mayor, City Administrator or Director of Finance of the City of Leawood.

For purposes of interpretingthis provision, Parcel B-2 encompasses the area which is legally described as Exhibit A hereto. The determination under part(a) of this section is to be determined by the Beneficiary on a percent-complete using estimated square footage as the standardof measure.

6. Mannerof Disbursement. When the Escrowed Funds aredrawn upon by Beneficiary under andin compliancewith the terms of thisEscrow Agreement, Escrow Agent agrees to honor a properly completed and signed Drawing Certificatein the formattached hereto as Exhibit B or Exhibit C upon presentation to Escrow Agent andwill remit the amount requested therein within three (3) business days of receipt of the Drawing Certificate. As used in thisEscrow Agreement, "Business Day" meansany day other than(i) a Saturday or Sunday, or (ii) a legal holiday in which banking institutionsin the State of Kansas are closed. All docwnents presented to Escrow Agent in connection withany drawing under thisEscrow Agreement shall be in writing, dated the date of the presentation, and delivered to Escrow Agent at the address set forth in Section 11 hereof and shall specifically refer to this Escrow Agreement.

In the event Beneficiarysubmits a Drawing Certificate which fails to conformwith the requirements of this Escrow Agreement, Escrow Agent shall promptly notifyBeneficiary of such fact and the nature of such nonconformitywhereupon such Beneficiaryshall have the opportunity to cure the nonconformingDrawing Certificate.

7. Terminationof Escrow. Upon disbursement of all the Escrowed Funds in accordance with either Section 4 or 5, this Escrow Agreement and the escrow established pursuant to this Agreement shall terminate. If all of the Escrowed Funds have not been disbursed on or before that date which is the fifteenth anniversary date of theestablishment of this Escrow Agreement, Escrow Agent may disburse the funds to Owner.

8. Statements. Upon disbursement of the balance of the Escrowed Funds available upon termination of escrow, or at such other time as required by applicable law, or as necessary to complete the taxreturns of Owner, Escrow Agent shall prepare and distribute to Owner a statement reflecting the earnings of the Escrowed Funds.

9. Duties/Liabilitv of Escrow Agent. The following provisions shall control with respect to the rights, duties, liabilities, privileges and immunities of the Escrow Agent;

a. The Escrow Agent is not a partyto, andis not bound by, or charged with notice of, anyother agreement out of which this escrow may arise;

b. The Escrow Agent acts hereunder as a depository only, and is not responsible or liable in anymanner whatever for the sufficiencyof the Escrowed Funds,

3 CWDOCS 575412v2 or any partthereof, or for the formof this Escrow Agreement, or forthe identity or authority of any person executing this Escrow Agreement on behalf of the Owner or for determining the authority of any person depositing the Escrowed Funds. The Escrow Agent will not render investment advice or opinion as to value withrespect to the subject matter of this escrow;

c. In the event the Escrow Agent becomes subject to any claim, demand or litigation in connection with this escrow, the Owner agrees to indemnifyand save the Escrow Agent harmlessfrom all loss, cost, damages, expenses and attorney'sfees sufferedor incurred by theEscrow Agent as a result thereof;

d. The Escrow Agent shall be fully protected in acting upon anywritten notice, request, waiver, consent, certificate,receipt, authorization, power of attorney or other paper or document which the Escrow Agent in good faith believes to be genuine and what it purportsto be and shall haveno furtheror additional duty of inquiryof either the Owner, Beneficiaryor any other party;

e. The Escrow Agent shall not be liable foranything which it may do or refrainfrom doing in connection herewith,except its own negligence or misconduct;

f. Escrow Agent may resign upon ninety(90) days prior written notice to all parties. In theevent the Escrow Agent resigns, the Escrow Agent shall deliver the Escrowed Funds to a substitute escrow agent as designated in writingby Owner and Beneficiary,provided, thatif no designation in writingis received by Escrow Agent within ninety (90) Days of Escrow Agent's resignation notice, theEscrow Agent shall be entitled to interplead and deposit with the District Court of Johnson County, Kansas the Escrowed Funds,together with such legal pleadings as deemed appropriate, and thereupon be discharged fromall furtherduties and liabilities under this Escrow Agreement. However, in such event, the Escrow Agent shall disburse to Ownerall income earnedon the Escrowed Funds, and shall have no right to hold or interplead said income.

g. ThisAgreement may be executed in one or more counterparts, any of which may be considered an original.

I 0. Escrow Agent Compensation. Escrow Agent shall be compensated by Ownerfor its services pursuant to the terms of this Agreementat therate of ThreeHundred Dollars ($300.00) per annum. Compensation of Escrow Agent shall be paid by Owner at the closing of this Escrow Agreementand on each anniversary date thereof. The Escrow Agent shall also be paid a one-time acceptancefee of $150.00 at the execution of this Escrow Agreement.

11. Notices. Any notice or demand to be given by one partyto any other parties shall be given in writingby personal service,or by prepaid express mail, Federal Express, or any other similar form of courier or delivery service with returnreceipt requested, and addressed to such partyas follows:

4 CWDOCS5754l2v2 EscrowAgent: Banlcof Blue Valley 13401 Mission Road Leawood, KS 66209 Attn: PatriciaN. Williams,Vice President

Owner: PerryM. Sharp Trust C 10460 Mastin Suite 130 OverlandPark, KS 66212 Attention: StuartL. Sharp,Trustee

Beneficiary: Cityof Leawood, Kansas 4800 TownCenter Drive Leawood, KS 66211 Attn:Finance Director

Any partyto thisAgreement may changethe address to whichsuch partydesires to receive notice upon written noticeof such changeto theother parties. Any such noticeshall be deemed to have givenand shall be effective,upon delivery to thenotice addressthen applicable forthe party for which thenotice is ctirected; provided,however, that refusal to accept delivery of notice or the inabilityto deliver a notice because of an addresschange which was not properly communicatedshall not defeator delay theeffective date of the giving of a notice. 12. General Provisions. The provisions of this Agreementshall inure to the benefit of, andbe binding on, the partiesand their respective successors andassi gns. ThisEscrow Agreementshall be governedby and construedand interpreted in accordance withthe laws {excluding the choice of laws, rules) of theState of Kansas. lbisEscrow Agreementma y be modified only in writingexecuted by Owner,Beneficiary and EscrowAgent.

INWITNESS WHEREOF, the partieshave set theirhand to this Agreement on the /�9# day of c.dJf� , 2008.

EscrowAgent: Banlcof Blue Valley /\ By: �� 49-. Name: Eu�¥ R. Pal,Jr. Title: Vice Yresident andTrust Officer

Owner: PerryM. SharpTrust C

By: Name:�;£ti: · C��5?i A- .St:i P Title: Co - t(l...J;.T"ce:

5 CWDOCSS7S412v2 Beneficiary: City of Leawood,Kansas

ATTEST:

Debfu1krper,;{La��CMc(citycierk

PRO 'EDAS TO FORM:

PatriciaA. Bennett,City Attorney

6 CWDOCS 575412v2 ExhibitA

Legal DescriptionParcel B-2

All thatpart of the Northeast Quarter of Section 33, Township 13 South,Range 25 East, of the 6th Principal Meridian in the City ofLeawood, Johnson County, Kansas, more particularlydescribed as follows: commencing at the northeast cornerof the Northeast Quarterof said Section 33, thence South 87 degrees 43 minutes 34 seconds West, with the northline ofthe Northeast Quarterof said Section 33, a distance of 1224.81 feet; thence South 02 degrees16 minutes 26 seconds East, perpendicular to the north line ofthe Northeast Quarterof said Section 33, a distance of 60.00 feetto a point on the south right-of way of135 th Street,said point being the point of beginning; thence North87 degrees 43 minutes 34 seconds East, with the southright-of-way of 135 th Street, and parallel with the north line ofNortheast Quarterof said Section 33, a distance of665.31 feet;thence South 88 degrees27 minutes 36 seconds East, continuing with the south right-of-way of135 th Street, a distanceof 180.35 feet; thence North 87 degrees 43 minutes 34 seconds East, continuing with the south right-of�way of135 th Street and parallel with the northline ofthe NortheastQuarter of said Section33, a distanceof 300.00 feetto a point on the west right-of-way ofMission Road; thence South 40 degrees 05 minutes 48 secondsEast, withthe west right-of-way ofMission Road, a distance of 48.95 feet;thence South02 degrees O 1 minutes 08 seconds East, continuing with thewest right-of-way ofMission Road, and parallel with the east line ofthe NortheastQuarter of said Section 33, a distance of287.37 feet; thence South 18 degrees 26 minutes 55 seconds East, continuing with the west right-of-way of Mission Road, a distance of 106.07 feet; thence South 02 degrees 01 minutes 08 seconds East, continuing with the west right-of-way ofMission Road, and parallelwith the east line ofthe NortheastQuarter of said Section 33, a distance of83.65 fe et to a th point on the northright-of-w izof 137 Street; thence South 87 degrees 58 minutes 52 seconds West, with the north right-of-way of 137 Street, and perpendicularto the west right-of-way ofMission Road and the east line ofthe Northeast Quarter ofsaid Section 33, a distance of30.00 feet; thence South 43 degrees 05 minutes 16 seconds West, continuing with the northright-of-way of 137 th Street, a distance of42.35 fe et; thence South 88 degrees 11 minutes 39 seconds West, continuing with the north right-of-way of 137th Street, a distance of132.68 feet to a point ofcurvatu re; thence continuing with the north right-of-way of 137th Street on a curve to the lefthaving a radius of 500.00 feet, a centralangle of 35 degrees 26 minutes 56 seconds, an arc distance of309.35 feet; thence South 52 degrees 44 minutes 43 seconds West, continuing with the north right-of-way of137 th Street,a distance of 559.03 feet to a point of curvature; thence continuing with the north right-of-way of 137th Street on a curve to the right having a radius of 510.00 fe et, a centralangle of35 degrees 20 minutes 04 seconds, an arc distanceof314.52 feet; thence South88 degrees 04 minutes 47 seconds West, continuing with the northright-of-way of137 th Street, a distance of7.58 feet; thence North 46 degrees 55 minutes 13 seconds West, continuing with the north right-of-way of 13 7'h Street, a distance of 42.43 feet to a point on the east right-of-way ofFontana Street; thence North 01 degrees 55 minutes 13 seconds West, withthe east right-of-way ofFontana Street, a distance of 645.54 feet; thence North 87 degrees 43 minutes 34 seconds East, continuing with the east right-of-way of Fontana Street, and parallel with the north line of the NortheastQuarter of said Section 33, a distance of10.00 feet; thenceNorth 01 degrees 55 minutes 13 seconds West, continuing with the east right-of-way ofFontana Street, a distance of324.27 feet; thenceNorth 42 degrees54 minutes 11 seconds East, continuingwith theeast right-of-way of Fontana Street, a distance of 42.56 feetto a point on the south right-of-way of135 th Street; thence North 87 degrees 43 minutes 34 seconds East, with the south right-of-way of 13 5th Streetand parallel with the north line ofthe Northeast Quarter of said Section 33, a distance of25.15 feet; thence North 02 degrees 16 minutes 26 seconds West, continuing with the south right-of-way of135 1h Street, and perpendicular to the northline ofthe NortheastQuarter of said Section 33, a distance of25.00 feetto thepoint ofbeginning. The above described tractcontains 958,316 square feet,or 22.00 acres.

CWDOCS 575412v2 All thatpart of the NortheastQuarter of Section 33, Township 13 South,Range 25 East, of the 6th Principal Meridian in the City of Leawood, Johnson County, Kansas, more particularly described as follows: commencing at the northeastcomer of theNortheast Quarter of said Section 33, thence South 02 degrees 01 minutes 08 seconds East, with the east line of the NortheastQuarter of said Section 33, a distance of 743.66 feet; thence South 87 degrees 58 minutes 52 seconds West, perpendicular to the east line of the NortheastQuarter of said Section 33, a distance of 20.00 feetto a point on the west right-of way of Mission Road, said point being the point of beginning; thence South 02 degrees01 minutes 08 seconds East, with the west right-of-way of Mission Road and parallel with the east line of the Northeast Quarter of said Section 33, a distance of 582.20 feet to a point on the south line of the North Half of the Northeast Quarter of said Section 33; thence South 87 degrees46 minutes 35 seconds West, with the south line of the NorthHalf of the Northeast Quarterof said Section 33, and with the northline of Lots 29 through 36, Leawood Meadows, a subdivision, a distance of I 312.69 feetto the southeast comer of Lot 2, The Villaggio At Leawood, a subdivision; thence North 01 degree 55 minutes 13 seconds West, with the east line of said Lot 2, a distance of 130.06 feet to thenortheast comer of said Lot 2, said point being on the south right-of-way of 137tl' Street; thence North 88 degrees 04 minutes 47 seconds East, with the south right-of-way of 13 7th Street, a distance of 77.58 feetto a point of curvature;thence continuing with the south right-of-way of 137th Street on a curve to the lefthaving a radius of 590.00 feet, a central angle of35 degrees 20 minutes 04 seconds, an arcdistance of 363.86 feet; thenceNorth 52 degrees 44 minutes 43 seconds East, continuing with the south right-of-way of 137'h Street, a distance of 498.98 feet to a point of curvature; thence continuing with the south right-of-way of 13 7th Streeton a curve to the right having a radius of 500.00 feet,a central angle of 35 degrees 26 minutes 56 seconds, an arcdistance of 309.35 feet; thence North 88 degrees11 minutes 39 seconds East, continuing withthe south right-of-way of 137th Street,a distance of 135.58 feet;thence South 46 degrees 54 minutes 44 seconds East, continuing with thesouth right-of-way of 137th Street, a distanceof 42.51 feet; thenceNorth 87 degrees 58 minutes 52 seconds East, continuing with the south right-of-way of 13 7tn Street, and perpendicularto the east line of the Northeast Quarter of said Section 33, a distance of30.00 feet to the point of beginning. The above described tract contains 509, 003 square feet,or 11.69 acres.

CWDOCS S75412v2 Exhibit B DRAWING CERTIFICATE Unpaid Installment of Special Assessment SBD #2779 ______,200_

Bankof Blue Valley 13401 Mission Road Leawood, KS 66209 Attn: PatriciaN. Williams,Vice President

Re: Escrow Agreement dated the__ day of 2008 by and between ______("Escrow Agent") and PerryM. SharpTrust C ("Owner") forthe benefit of the City of Leawood, Kansas ("Beneficiary"). Ladies and Gentlemen:

The undersigned, a duly Authorized Officialof City of Leawood, Kansas, as the Beneficiary,hereby certifiesthat: 1) Payment under the Escrow Agreement in the following amounts and for application as provided in Section 2 hereof is hereby requested due to the occurrence of the followingevent: Unpaid Assessment Amount. Scheduled special assessment installmentspayable on [insert date special assessment was due] (the "Payment Date") with respect to the followingtax parcels in Parcel B-2 of SBD #2779 aredue and unpaid as of thedate of this Drawing Certificatein the aggregateamount of $[insertamount due and owing].

Tax Parcel ID------$______

Tax Parcel ID ------$------A disbursement of the Escrowed Funds is hereby requested in the amount of [insert aggregate amount due and owing], which is the lesser of (i) aggregate amount due andunpaid on thePayment Date, or (ii) the amountof Escrowed Funds available. To the extent that Escrowed Funds areinvested in CDs or U.S. governmentsecurities, the Escrow Agent is directed to liquidate such investmentsas necessaryto obtain the cash necessary to make the payments required hereunder, and then to reinvest the remainder of the proceeds in investmentsauthorized hereunder. 2) Please direct payment by wire transferto: [Depository Bank] [Depository BankAddress] ABA No. ------

CWDOCS 575412v2 Acct. No. ______

3) The widersigned is the Beneficiarydesignated in the Escrow Agreement. 4) With respect to the disbursement requested in this Drawing Certificate,the amount demanded hereby in the aggregate does not exceedthe balanceof the escrowed funds still available fordisbursement.

5) Upon receipt by the undersigned of the amountdemanded hereby, the undersignedwill apply (or caused to be applied) the same directly to thepayment of the installments of special assessments against the above tax parcel(s) within Parcel B-2 due at the time of this request andno portion of said amountshall be applied forany other purpose. The undersignedacknowledges that the amountof Escrowed Funds available to Beneficiaryshall be reduced immediately and permanently upon disbursement of the funds requested by this certification.

IN WITNESSWHEREOF, the undersignedhas duly executed anddelivered this certificateas of , 200_

CITY OF LEAWOOD, KANSAS

By: - Name:------Title: ------cc: Perry M. Sharp Trust C

Catherine P. Logan, Esq. Lathrop & Gage, LC 10851 Mastin, Suite 1000 Overland Park, KS 66210

CWDOCS575412v2 Exhibit C DRAWINGCERTIFICATE Unpaid Installment of Special Assessment SBD#2779 �----- , 200_

Bankof Blue Valley 13401 Mission Road Leawood, KS 66209 Attn: PatriciaN. Williams, Vice President

Re: Escrow Agreement dated the __ day of , 2008 by and between ______("Escrow Agent") and Perry M. Sharp Trust C ("Owner") for the benefitof the City of Leawood, Kansas ("Beneficiary").

Ladies and Gentlemen:

The undersigned, a duly Authorized Officialof City of Leawood, Kansas, as the Beneficiary, hereby certifies that:

1) Payment under the Escrow Agreement in the followingamounts and for application as provided in Section 2 hereof is hereby requested due to the occurrenceof the following event:

Default. Owner has failed to furnisha statement of account or failed to maintain the Minimum AmountRequired under Paragraph2 of the Escrow Agreement. A disbursement of the Escrowed Funds is hereby requested in theamount of [insert aggregate amount requested]. To the extent that Escrowed Funds are invested in CDs or U.S. governmentsecurities, the Escrow Agent is directed to liquidate such investments as necessary to obtain the cash necessary to make the payments required hereunder, and then to reinvest the remainder of the proceeds in investments authorized hereunder.

2) Please direct payment by wiretransfer to:

[Depository Bank] [Depository Bank Address] ABANo. ------Acct. No. ------3) The undersigned is the Beneficiarydesignated in the Escrow Agreement.

4) With respect to the disbursement requested in thisDrawing Certificate, the amount demandedhereby in the aggregate does not exceed thebalance of the escrowed funds still available fordisbursement.

CWDOCS575412v2 5) Upon receipt by the undersignedof theamount demanded hereby, the undersigned will apply ( or caused to be applied) thesame directly to thepayment of the installments of special assessments pro rata against all taxparcel(s) within Parcel B-2 as they become due and no portion of saidamount shall be applied forany other purpose. IN WilNESSWHEREOF, the undersigned has duly executed anddelivered this certificateas of , 200_. CITY OF LEAWOOD, KANSAS

By: ------ Name: ------Title: ------cc: Perry M. Sharp Trust C

Catherine P. Logan, Esq. Lathrop & Gage, LC 10851 Mastin, Suite 1000 Overland Park, KS 66210

CWDOCS 575412v2 ExhibitD

1. Certificatesof Deposit with maturities of 2 years or less. The principal amount of a certificateissued by a single bank will not exceed the then current FDIC insured amount, currently $100,000, unless the principal amount in excess of $100,000 is securedby such bankin a manner approved by the City, or unless the CD is issued pursuantto the COAR'$ program.

The City expressly approves the following:

Bank of Blue Valley CDs which may be above theFDIC $100,000 per depositor insurance limit provided thatthe uninsured portion of such CDs arefully collaterized andsecured by a blanket pledge withthe Fed forthe benefitof the account holder or its successor under the terms of this Escrow Agreement.

2. US Governmentsecurities with maturitiesof 2 yearsor less.

CWDOCS 5754l2v2 8F,