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RESOLUTION OF THE BOARD OF TRUSTEES 
OF THE UNIVERSITY OF THE VIRGIN ISLANDS 
AUTHORIZING THE FUTURE ADVANCE 
PROJECT FUNDING BOND SERIES A 2015-1 
 
Upon motion duly made and seconded, the following was adopted by the Board of 
Trustees of The University of the Virgin Islands (the “Board”); 
WHEREAS, in June 2011, The University of the Virgin Islands (the  “University”) 
entered into the $44,000,000 aggregate principal amount of Rice Capital Access Program, LLC 
Future Advance Project Funding Bond Series A 2011-2 (University of the Virgin Islands Project) 
(Long-Term Fixed-Rate Bond) and the $16,000,000 Rice Capital Access Program, LLC Future 
Advance Project Funding Bond Series A 2011-3 (University of the Virgin Islands Project) 
(Long-Term Fixed Rate Bond) (collectively, the “2011 Project Funding Bonds”), pursuant to the 
Capital Project Loan Agreement (the “2011 Loan”) dated as of June 21, 2011, by and between 
the University, as the borrower thereunder, and Rice Capital Access Program, LLC (“Rice 
Capital”), as lender, and the resolution adopted by the Board on June 10, 2011; and 
WHEREAS, the University applied the proceeds of the 2011 Project Funding Bonds to 
pay the costs of (i) the refunding of The University of the Virgin Islands General Obligation and 
Improvement and Refunding Bonds, Series 1999A and The University of the Virgin Islands 
General Obligation Improvement Bonds, Series 2004A and (ii) the construction of a 100-bed 
residence hall on the St. Thomas Campus of the University, the construction of teaching 
laboratories, faculty offices, conference rooms and other University purposes in a building 
constructed by the University of the Virgin Islands Research and Technology Park Corporation 
on the St. Croix Campus of the University and other general improvements to the University 
facilities and certain costs of issuance associated with the 2011 Loan; and 
WHEREAS, in connection with the establishment of a medical school, the University has 
determined that (i) construction of an approximately 28,000 square foot classroom building on 
the St. Thomas campus of the University; which building will include, among other things, 
seminar rooms, laboratories, lecture halls, student lounges, small group rooms, intermediate size 
rooms, large lecture auditoria, an anatomy and physiology simulation laboratory, a clinical skills 
center and laboratory research space, (ii) construction of a 15,000 square foot high fidelity 
simulation center on the St. Croix campus of the University in support of the medical school to 
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enhance teaching and learning and (iii) such other improvements to the University necessary or 
convenient to facilitate the construction and integration of the medical school and simulation 
center on each of the respective campuses (collectively, the “Projects”) are critical  capital 
projects for the University’s continued expansion and improvement; and 
WHEREAS, financing for the Projects is available through the United States Department 
of Education Historically Black Colleges and University’s (“HBCU”) loan program (the “HBCU 
Program”), established pursuant to the Higher Education Act of 1965, as amended, which 
provides Historically Black Colleges and Universities with access to funds on favorable terms 
for capital projects; and 
WHEREAS, the University has determined that it is necessary to borrow an amount not 
to exceed $21,000,000 in an aggregate principal amount from the HBCU Program to construct 
the Projects; and 
WHEREAS, the Board desires to authorize the University to secure such a loan (“Loan”), 
under the HBCU Program, in an aggregate principal amount not to exceed $21,000,000 for 
paying the cost of the Projects, financing of required reserves and any costs of issuance 
associated with the Loan; and 
WHEREAS, the Board desires to delegate its authority to approve the final terms of the 
structuring of the Loan, and to approve the form of the documents evidencing the financing, to 
the Chairman of the Board of Trustees, or, in his absence, the President or the Vice President for 
Administration and Finance of the University, within certain parameters, after consultation with 
the Finance and Budget Committee of the Board and legal counsel for the University. 
NOW, THEREFORE, BE IT RESOLVED, BY THE BOARD, AFTER CAREFUL 
CONSIDERATION, AUTHORIZES THE CHAIRMAN OF THE BOARD OF TRUSTEES OF 
THE UNIVERSITY OF THE VIRGIN ISLANDS AS FOLLOWS: 
Section 1: Purpose of the Loan: Pursuant to Chapter 33 of Title 17 of the Virgin 
Islands Code, as amended (the “Act”), and the proceedings of the University, the Board hereby 
authorizes the University to enter into the Loan.  The Loan shall be obtained for the purposes of 
(a) financing all or a portion of the costs of the Projects, (b) funding and required reserves, and 
(c) paying the costs of issuance associated with the Loan. 
 
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Section 2:  Maximum Effective Interest Rate.  The effective interest rate on the Loan 
will be established in accordance with the terms of the Loan Agreement at the time advances are 
made but shall not exceed [6%] per annum. 
Section 3: 
Final Maturity Date.   The final term of the Loan shall not exceed thirty 
(30) years. 
Section 4: Maximum Principal  Amount.  The maximum principal  amount  of the 
Loan shall not exceed $21,000,000. 
Section 5: Financing Structure.  The details of the structure of the financing of the 
Loan shall be negotiated and finalized by the Chairman of the Board or, in his absence, the 
President or the Vice President for Administration and Finance, and in consultation with the 
Finance and Budget Committee of the Board and legal counsel for the University. The Loan 
shall be structured to provide the most economical means of financing the Projects, as 
determined by the Vice President for Administration and Finance. 
Section 6:     Financing Documentation.   (a) The execution, delivery and performance 
of any and all financing documents (collectively, “Financing Documents”) by the Chairman of 
the Board or President or the Vice President for Administration and Finance evidencing and 
relating to the Loan, as required under the HBCU Program, are hereby authorized and approved. 
The Chairman of the Board, or, in his absence, the President or the Vice President for 
Administration and Finance, is hereby authorized to execute and deliver any and all Financing 
Documents for and on behalf of the University, and the President as Secretary of the Board is 
hereby authorized to attest the same and to affix the seal of the University thereto, and such 
Financing Documents shall be in the form approved by the Chairman of the Board, or, in his 
absence, the President or the Vice President for Administration and Finance, upon consultation 
with the Finance and Budget Committee of the Board and legal counsel for the University, and 
the execution of the Financing Documents by the Chairman of the Board, or, in his absence, the 
President or the Vice President for Administration and Finance, and the Secretary of the Board as 
herein authorized, shall be conclusive evidence of such approval. 
(b) 
All covenants, stipulations, obligations and agreements of the University 
contained in this Resolution and contained in the Financing Documents shall be deemed to be the 
 
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covenants, stipulations, obligations and agreements of the University to the full extent authorized 
or permitted by law, and such covenants, stipulations, obligations and agreements shall be 
binding upon the University and its successors from time to time and upon any board or body to 
which any powers or duties affecting such covenants, stipulations, obligations and agreements 
shall be transferred by or in accordance with law. Except as otherwise provided in this 
Resolution, all rights, powers and privileges conferred and duties and liabilities imposed upon 
the University or the members thereof by the provisions of this Resolution or the Financing 
Documents shall be exercised or performed by the University or by such trustees, officers, board 
or body as may be required by law to exercise such powers and to perform such duties. 
(c) 
No covenant, stipulation, obligation or agreement herein contained or contained in 
the Financing Documents shall be deemed to be a covenant, stipulation, obligation or agreement 
of any trustee, officer, agent or employee of the University; nor shall any officer executing the 
Loan be liable personally on the Loan or be subject to any personal liability or accountability by 
reason of the execution thereof. 
Section 7: Compilation of Information. The Vice President for Administration and 
Finance is authorized to take such further action as she shall deem necessary or desirable to 
structure the Loan, including obtaining expert advice and counsel as may be necessary in 
connection with negotiating and finalizing the structure of the Loan. 
Section 8: Execution of the Closing Certificates. The Chairman of the Board, the 
President and the Vice President for Administration and Finance are hereby designated as the 
officers of the University of the Virgin Islands who are authorized and empowered to execute the 
appropriate closing certificates in connection with the Loan. 
Section 9: Execution of Additional Documents. The Chairman of the Board, the 
President and the Vice President for Administration and Finance each is hereby designated as the 
officers of the University who are hereby authorized and empowered to take such actions and to 
execute for and on behalf of the University such documents as may be necessary or desirable in 
connection with the Loan including, but not limited, to any loan or financing agreement with 
HBCU. 
 
 
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CHAIRMAN’S CERTIFICATE 
I,  HENRY  C.  SMOCK,  CHAIRMAN  OF  THE  UNIVERSITY  OF  THE  VIRGIN 
ISLANDS BOARD OF TRUSTEES, do hereby certify that the foregoing pages of typewritten 
matter constitute a true and correct copy of the Resolution adopted by the appropriate majority of 
the Board of Trustees in a meeting duly called and assembled on February 13, 2015, and at 
which quorum was present and acting throughout, and that the original of said Resolution 
appears of record in the minute books of the University of the Virgin Islands which are in my 
custody and control. 
Given under my hand and seal at 
this 13th day of February, 2015. 
 
 
 
 
 
 
 
 
By: 
  
 
HENRY C. SMOCK, ESQ., Chairman 
 
 
 
 
 
 
 
 
 
 
Attest: 
By: 
  
 
DR. DAVID HALL, Secretary to the Board 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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