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2003-01 Refunding General Obligation BondsKODIAK ISLAND BOROUGH ORDINANCE NO. 2003 -01 Introduced by: Manager Carlson Requested by: Finance Director Drafted by: Bond Attorney Introduced: 01/16/2003 Public Hearing: 01/16/2003 Adopted: 01/23/2003 AN ORDINANCE OF THE KODIAK ISLAND BOROUGH ASSEMBLY AUTHORIZING THE KODIAK ISLAND BOROUGH TO ISSUE GENERAL OBLIGATION REFUNDING BONDS, 2003 SERIES A IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED $3,200,000 TO REFUND CERTAIN OUTSTANDING GENERAL OBLIGATION BONDS OF THE BOROUGH, FIXING CERTAIN DETAILS OF SUCH BONDS AND AUTHORIZING THEIR SALE. WHEREAS, there are now outstanding General Obligation Bonds, 1993 Series A maturing on February 15, 2005 in the aggregate principal amount of $940,000, and maturing on February 15, 2006 in the aggregate principal amount of $980,000 (collectively, the "1993 Bonds "), and General Obligation Bonds, 1994 Series A maturing on February 15, 2010 in the aggregate principal amount of $1,030,000 (the "1994 Bonds "), issued under Ordinance No. 93 -65 of the Borough; and WHEREAS, the Assembly finds that it is in the best interest of the Borough to provide for the refunding, including the payment of principal of, and premium and interest on, those maturities of the 1993 Bonds and 1994 Bonds (the "Refunded Bonds ") whose refunding the Borough Manager or Borough Finance Director determines will produce the percentage debt service savings specified in this ordinance, by the issuance of general obligation refunding bonds in the aggregate principal amount of not to exceed $3,200,000; and WHEREAS, to effect such refunding in the most economical manner, part of the sale proceeds of the bonds authorized herein may be invested in obligations to be authorized and approved by the Borough Manager or Borough Finance Director, maturing in such amounts and at such times as are required to pay interest on the Refunded Bonds prior to the date of their redemption and to redeem the Refunded Bonds on the earliest date on which the Refunded Bonds may be called for redemption; and WHEREAS, Section 29.47.320 of the Alaska Statutes provides that general obligation refunding bonds may be issued without an election and that their issuance may be authorized by ordinance, and Section 29.47.410 of the Alaska Statutes provides that the Assembly by ordinance or resolution may provide for the form and manner of sale of bonds and notes; and WHEREAS, there has been presented to the Borough the form of a Loan Agreement between the Alaska Municipal Bond Bank and the Borough, which provides for the Alaska Municipal Bond Bank to purchase the bonds on the terms and conditions set forth therein and in this ordinance, and it is in the best interest of the Borough that the Borough sell the bonds to the Alaska Municipal Bond Bank under such terms and conditions; and WHEREAS, the Assembly finds that it is necessary and appropriate to delegate to each of the Borough Manager and Borough Finance Director authority to determine the aggregate principal amount, maturity Kodiak Island Borough, Alaska Ordinance No. 2003 -01 1 of 11 amounts, interest rates and other details of the Bonds, the amount of Bond proceeds and the obligations necessary to effect the refunding of the Refunded Bonds, and to determine other matters that are not provided for in this ordinance. NOW, THEREFORE, BE IT ENACTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH: Section 1. Definitions. The following terms shall have the following meanings in this ordinance: (A) "Assembly" means the Assembly of the Kodiak Island Borough, as the general legislative authority of the Kodiak Island Borough, as the same shall be duly and regularly constituted from time to time. (B) "Bond" or "Bonds" means anyofthe "General Obligation Refunding Bonds, 2003 Series A" of the Kodiak Island Borough, the issuance and sale of which are authorized herein. (C) "Bond Bank" means the Alaska Municipal Bond Bank, a public corporation of the State of Alaska. Bank. (D) "Bond Bank Bonds" means the General Obligation Bonds, 2003 Series A of the Bond (E) "Bond Register" means the registration books maintained by the Registrar as Bond registrar, which include the names and addresses of the owners or nominees of the owners of the Bonds. (F) "Borough" means the Kodiak Island Borough, a municipal corporation of the State of Alaska, organized as a second class borough under Title 29 of the Alaska Statutes. (G) "Code" means the Internal Revenue Code of 1986, as amended from time to time, together with all regulations applicable thereto. (H) "Escrow Agent" means the entity appointed as Escrow Agent under the Escrow Agreement pursuant to Section 12(D), and its successors. (I) "Escrow Agreement" means the Escrow Agreement between the Escrow Agent and the Borough, under which the Escrow Obligations will be deposited, together with other moneys, if necessary, to pay the interest on and the redemption price of the Refunded Bonds. (J) "Escrow Obligation' means non - callable Government Obligations that the Borough will deposit with the Escrow Agent under the Escrow Agreement. (K) "Government Obligations" means obligations that are either (i) direct obligations of the United States of America or (ii) obligations of an agency or instrumentality of the United States of America the timely payment of the principal of and interest on which are unconditionally guaranteed by the United States of America Kodiak Island Borough, Alaska Ordinance No. 2003 -01 2 of 11 (L) "Loan Agreement" means the Loan Agreement between the Borough and the Bond Bank concerning the Bonds. (M) "1993 Bonds" means the $940,000 of General Obligation Bonds, 1993A of the Borough maturing on February 15, 2005, and the $980,000 of General Obligation Bonds, 1993A of the Borough maturing on February 15, 2006. (N) "1994 Bonds" means the outstanding $ 1,030,000 of General Obligation Bonds, 1994A of the Borough maturing on February 15, 2010 . (0) "Ordinance" means this Ordinance No. 2003 -01 of the Borough. (P) "Refunded Bonds" means the maturities of the 1993 Bonds and 1994 Bonds whose refunding is approved by the Borough Manager or Borough Finance Director under Section 13. (Q) "Refunding Account" means the special account established under Section 12(C) and designated as the "1993A/1994A General Obligation Bond Refunding Account ", for the purpose of holding moneys, including Bond proceeds, to be used to pay the interest on and the redemption price of the Refunded Bonds. (R) "Registered Owner" means the person named as the registered owner of a Bond in the Bond Register. (S) "Registrar" means the Borough Treasurer, or any successor that the Borough may appoint by resolution. Section 2. Authorization of Bonds and Purpose of Issuance. For the purpose of providing part of the funds required to purchase Escrow Obligations and to provide beginning cash to effect the refunding of the Refunded Bonds in the manner and at the times hereinafter set forth, to provide for original issue discount, if any, and to pay all costs incidental thereto and to the issuance of the Bonds, the Borough hereby authorizes and determines to issue and sell the Bonds in the aggregate principal amount of not to exceed $3,200,000. Section 3. Obligation of Bonds. The Bonds shall be direct and general obligations of the Borough and the full faith and credit of the Borough are hereby pledged to the payment of the principal of and interest on the Bonds. The Borough hereby irrevocably pledges and covenants that it will levy and collect taxes upon all taxable property within the Borough without limitation as to rate or amount, in amounts sufficient, together with other funds legally available therefor, to pay the principal of and interest on the Bonds as the same become due and payable. Section 4. Designation, Maturities, Interest Rates, and Other Details of Bonds. The Bonds shall be designated "Kodiak Island Borough, Alaska, General Obligation Refunding Bonds, 2003 Series A." The Bonds shall be in the denomination of $5,000 or any integral multiple thereof, shall be numbered separately in the manner and with such additional designation as the Registrar deems necessary for purposes of identification, and may have endorsed thereon such legends or text as may be necessary or appropriate to conform to the rules and regulations of any governmental authority or any usage or requirement of law with respect thereto. Kodiak Island Borough, Alaska Ordinance No. 2003 -01 3 of 11 The Bonds shall mature in one or more years commencing no earlier than 2004 and ending no later than 2007, with the principal amount of each maturity not exceeding $1,200,000. The Bonds shall bear interest from their date, payable commencing on or after July 1, 2003, and semi - annually thereafter. Interest will be computed on the basis of a 360 -day year consisting of twelve 30 -day months. Subject to Section 2 and the remainder of this section, the dated date, the principal and interest payment dates, the aggregate principal amount, the principal amount of each maturity, and the interest rates on the Bonds shall be determined at the time of execution of the Loan Agreement under Section 18. Section 5. Bonds Not Subject to Redemption. The Bonds shall not be subject to optional or mandatory redemption before their maturity. Section 6. Form of Bond. Each Bond shall be in substantially the following form, with such variations, omissions and insertions as may be required or permitted by this Ordinance: Year UNITED STATES OF AMERICA STATE OF ALASKA KODIAK ISLAND BOROUGH (A Municipal Corporation of the State of Alaska) NO. $ GENERAL OBLIGATION REFUNDING BOND, 2003 SERIES A Registered Owner Principal Amount DOLLARS The Kodiak Island Borough (the "Borough"), a municipal corporation of the State of Alaska, hereby acknowledges itself to owe and for value received promises to pay to the Registered Owner identified above, or registered assigns, in the following installments on of each of the following years, and to pay interest on such installments from the date hereof, payable on , 2003 and semiannually thereafter on the days of and of each year, at the rates per annum as follows: Principal Amount Interest Rate For so long as this Bond is owned by the Alaska Municipal Bond Bank (the "Bond Bank "), payment of principal and interest shall be made as provided in the Loan Agreement between the Bond Bank and the Borough (the "Loan Agreement "). In the event that this Bond is no longer owned by the Bond Bank, installments of principal and Kodiak Island Borough, Alaska Ordinance No. 2003 -01 4 of 11 interest on this Bond shall be paid by check or draft mailed by first class mail to the Registered Owner as of the close of business on the day of the month each installment payment date; provided that the final installment of principal and interest on this Bond shall be payable upon presentation and surrender of this Bond by the Registered Owner at the office of the Registrar. Interest will be computed on the basis of a 360 -day year consisting of twelve 30 -day months. Both principal of and interest on this Bond are payable in lawful money of the United States of America which, on the respective dates of payment thereof, shall be legal tender for the payment of public and private debts. This Bond is one of the General Obligation Refunding Bonds, 2003 Series A of the Kodiak Island Borough, Alaska, of like tenor and effect except as to interest rate, serial number and maturity, aggregating $ in principal amount, and constituting Bonds authorized for the purpose of refunding certain general obligation bonds issued by the Borough, and is issued under Ordinance No. 2003 -01 of the Borough entitled: AN ORDINANCE AUTHORIZING THE KODIAK ISLAND BOROUGH TO ISSUE GENERAL OBLIGATION REFUNDING BONDS, 2003 SERIES A IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED $3,200,000 TO REFUND CERTAIN OUTSTANDING GENERAL OBLIGATION BONDS OF THE BOROUGH, FIXING CERTAIN DETAILS OF SUCH BONDS AND AUTHORIZING THEIR SALE. (the "Ordinance "). The Bonds are not subject to optional or mandatory redemption before their maturity. This Bond is transferable as provided in the Ordinance, (i) only upon the bond register of the Borough, and (ii) upon surrender of this Bond together with a written instrument of transfer duly executed by the Registered Owner or the duly authorized attorney of the Registered Owner, and thereupon a new fully registered Bond or Bonds in the same aggregate principal amount and maturity shall be issued to the transferee in exchange therefor as provided in the Ordinance and upon the payment of charges, if any, as therein prescribed. The Borough may treat and consider the person in whose name this Bond is registered as the absolute owner hereof for the purpose of receiving payment of, or on account of, the principal or redemption price, if any, hereof and interest due hereon and for all other purposes whatsoever. This Bond is a general obligation of the Kodiak Island Borough, and the full faith and credit of the Borough are pledged for the payment of the principal of and interest on this Bond as the same shall become due. IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts or things required by the constitution or statutes of the State of Alaska to exist, to have happened or to have been performed precedent to or in the issuance of this Bond exist, have happened and have been performed, and that the series of Bonds of which this is one, Kodiak Island Borough, Alaska Ordinance No. 2003 -01 5 of 11 together with all other indebtedness of the Borough, is within every debt and other limit prescribed by said constitution or statutes. IN WITNESS WHEREOF, THE KODIAK ISLAND BOROUGH, ALASKA, has caused this Bond to be signed in its name and on its behalf by the manual or facsimile signature of its Mayor and its corporate seal (or a facsimile thereof) to be impressed or otherwise reproduced hereon and attested by the manual or facsimile signature of its Clerk, all as of the day of 2003. ATTEST: Borough Clerk [SEAL] Mayor Section 7. Execution. The Bonds shall be executed in the name of the Borough by the manual or facsimile signature of the Mayor, and its corporate seal (or a facsimile thereof) shall be impressed or otherwise reproduced thereon and attested by the manual or facsimile signature of the Borough Clerk. The execution of a Bond on behalf of the Borough by persons who at the time of the execution are duly authorized to hold the proper offices shall be valid and sufficient for all purposes, although any such person shall have ceased to hold office at the time of delivery of the Bond or shall not have held office on the date of the Bond. Section 8. Payment of Principal and Interest. The Bonds shall be payable in lawful money of the United States of America which at the time of payment is legal tender for the payment of public and private debts. As long as the Bond Bank is the Registered Owner of the Bonds, payment of principal and interest on the Bonds shall be made as provided in the Loan Agreement. If the Bond Bank is no longer the Registered Owner of the Bonds, installments of principal and interest on the Bonds shall be paid by check mailed by first class mail to the Registered Owner as of a date to be approved by the Borough Manager or Borough Finance Director that is not less than 14 days before each installment payment date at the address appearing on the Bond Register; provided that the final installment of principal and interest on a Bond shall be payable upon presentation and surrender of the Bond by the Registered Owner at the office of the Registrar. Section 9. Registration. The Bonds shall be issued only in registered form as to both principal and interest. The Borough designates the Borough Treasurer as Registrar for the Bonds. The Registrar shall keep, or cause to be kept, the Bond Register at the principal office of the Borough. The Borough covenants that, until all Bonds have been surrendered and canceled, it will maintain a system for recording the ownership of each Bond that complies with the provisions of Section 149 of the Code. The Borough and the Registrar may treat the person in whose name any Bond shall be registered as the absolute owner of such Bond for all purposes, whether or not the Bond shall be overdue, and all Kodiak Island Borough, Alaska Ordinance No. 2003 -C1 6 of 11 payments of principal of and interest on a Bond made to the Registered Owner thereof or upon its order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid, and neither the Borough nor the Registrar shall be affected by any notice to the contrary. Section 10. Transfer and Exchange Bonds shall be transferred only upon the books for the registration and transfer of Bonds kept at the office of the Registrar. Upon surrender for transfer or exchange of any Bond at such office, with a written instrument of transfer or authorization for exchange in form and with guaranty of signature satisfactory to the Registrar, duly executed by the Registered Owner or the duly authorized attorney of the Registered Owner, the Borough shall execute and deliver an equal aggregate principal amount of Bonds of the same maturity of any authorized denominations, subject to such reasonable regulations as the Borough may prescribe and upon payment sufficient to reimburse it for any tax, fee or other governmental charge required to be paid in connection with such transfer or exchange. All Bonds surrendered for transfer or exchange shall be canceled by the Registrar. Section 11. Bonds Mutilated, Destroyed, Stolen or Lost. Upon surrender to the Registrar of a mutilated Bond, the Borough shall execute and deliver a new Bond of like maturity and principal amount. Upon filing with the Registrar of evidence satisfactory to the Borough that a Bond has been destroyed, stolen or lost and of the ownership thereof, and upon furnishing the Borough with indemnity satisfactory to it, the Borough shall execute and deliver a new Bond of like maturity and principal amount. The person requesting the execution and delivery of a new Bond under this section shall comply with such other reasonable regulations as the Borough may prescribe and pay such expenses as the Borough may incur in connection therewith. Section 12. Disposition of the Sale Proceeds of the Bonds. (A) The sale proceeds of the Bonds representing accrued interest on the Bonds shall be applied to pay a portion of the interest due on the Bonds on the first interest payment date for the Bonds. (B) The sale proceeds of the Bonds, other than sale proceeds representing accrued interest on the Bonds, shall be applied to provide for the refunding of the Refunded Bonds as provided in (C) of this section, to pay issuance costs, and to pay costs incidental to the acquisition and safekeeping of the Escrow Obligations. (C) Sale proceeds of the Bonds described in (B) of this section in an amount determined by the Borough Manager or the Borough Finance Director shall be deposited in the "1993A/1994A General Obligation Bond Refunding Account" (the "Refunding Account ") which is hereby created, and used, together with such other moneys as may be transferred to said account, to deposit cash and to purchase Escrow Obligations maturing as to principal and interest in such amounts and at such times as necessary to provide for the payment of the interest on and the redemption price of the Refunded Bonds. Each of the Borough Manager and the Borough Finance Director is hereby authorized to subscribe for and purchase such Escrow Obligations. Such money and Escrow Obligations shall be deposited in trust with the Escrow Agent pursuant to the Escrow Agreement, which shall be substantially in the form attached hereto as Exhibit A. Such money and obligations are hereby pledged to be held and applied solely for the purpose set forth herein. When all of the Refunded Bonds shall have been redeemed and retired, the Borough may cause to be transferred from the Refunding Account free of trust all moneys remaining therein. Kodiak Island Borough, Alaska Ordinance No. 2003 -01 7 of 11 (D) Each of the Borough Manager and the Borough Finance Director is hereby authorized to appoint the Escrow Agent under the Escrow Agreement. The Escrow Agent shall be a bank or trust company duly authorized to exercise trust powers and subject to examination by federal or state authority, and shall have such additional qualifications, if any, as the Borough Manager or Borough Finance Director may consider appropriate. Section 13. Designation of Refunded Bonds. The Borough Manager and the Borough Finance Director each is authorized to designate which, if any, maturities of the 1993 Bonds and 1994 Bonds authorized to be refunded in this Ordinance shall be refunded, provided that the refunding of the 1993 Bonds and 1994 Bonds so designated shall realize a debt service savings of at least two percent of their principal amount, net of all issuance costs and underwriting discount, on a present value basis. Section 14. Call of Refunded Bonds for Redemption. The Borough hereby elects to redeem the Refunded Bonds on February 15, 2004. Notice of redemption of the Refunded Bonds shall be given in the manner set forth in the ordinances authorizing the Refunded Bonds. The election to make such call for redemption shall be subject to the delivery of the Bonds to the initial purchasers thereof and shall become irrevocable upon such delivery. Section 15. Tax Covenants. The Borough covenants to comply with any and all applicable requirements set forth in the Code in effect from time to time to the extent that such compliance shall be necessary for the exclusion of the interest on the Bonds from gross income for federal income tax purposes. The Borough covenants that it will make no use of the proceeds of the Bonds that will cause the Bonds to be "arbitrage bonds" subject to federal income taxation by reason of section 148 of the Code. The Borough covenants that it will not take or permit any action that would cause the Bonds to be "private activity bonds" as defined in Section 141 of the Code. Section 16. Amendatory and Supplemental Ordinances. (A) The Assembly from time to time and at any time may adopt an ordinance or ordinances supplemental hereto, which ordinance or ordinances thereafter shall become a part of this ordinance, for any one or more of the following purposes: (1) To add to the covenants and agreements of the Borough in this Ordinance, other covenants and agreements thereafter to be observed, or to surrender any right or power herein reserved to or conferred upon the Borough. (2) To make such provisions for the purpose of curing any ambiguities or of curing, correcting or supplementing any defective provision contained in this Ordinance or in regard to matters or questions arising under this Ordinance as the Assembly may deem necessary or desirable and not inconsistent with this Ordinance and which shall not adversely affect the interests of the Registered Owners of the Bonds. Any such supplemental ordinance may be adopted without the consent of the Registered Owner of any of the Bonds at any time outstanding, notwithstanding any of the provisions of subsection (B) of this section. (B) With the consent of the Registered Owners of not less than 60 percent in aggregate Kodiak Island Borough, Alaska Ordinance No. 2003 -01 8 of 11 principal amount of the Bonds at the time outstanding, the Assembly may adopt an ordinance or ordinances supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Ordinance or of any supplemental ordinance; provided, however, that no such supplemental ordinance shall: (1) extend the fixed maturity of any of the Bonds, or reduce the rate of interest thereon, or reduce the amount or change the date of any sinking fund installment, or extend the time of payments of interest from their due date, or reduce the amount of the principal thereof, or reduce any premium payable on the redemption thereof, without the consent of the Registered Owners of each Bond so affected; or (2) reduce the aforesaid percentage of Registered Owners of Bonds required to approve any such supplemental ordinance without the consent of the Registered Owners of all of the Bonds then outstanding. It shall not be necessary for the consent of the Registered Owners of the Bonds under this subsection to approve the particular form of any proposed supplemental ordinance, but it shall be sufficient if such consent approves the substance thereof. (C) Upon the adoption of any supplemental ordinance under this section, this Ordinance shall be deemed to be modified and amended in accordance therewith, and the respective rights, duties and obligations under this Ordinance of the Borough and all Registered Owners of outstanding Bonds shall thereafter be subject in all respects to such modification and amendment, and all the terms and conditions of the supplemental ordinance shall be deemed to be part of the terms and conditions of this Ordinance for any and all purposes. (D) Bonds executed and delivered after the execution of any supplemental ordinance adopted under this section may bear a notation as to any matter provided for in such supplemental ordinance, and if such supplemental ordinance shall so provide, new Bonds modified so as to conform, in the opinion of the Borough, to any modification of this Ordinance contained in any such supplemental ordinance may be prepared by the Borough and delivered without cost to the Registered Owners of the Bonds then outstanding, upon surrender for cancellation of such Bonds in equal aggregate principal amounts. Section 17. Defeasance. In the event money and /or non - callable Government Obligations maturing at such times and bearing interest to be earned thereon in amounts sufficient to redeem and retire any or all of the Bonds in accordance with their terms are set aside in a special trust account to effect such redemption or retirement and such moneys and the principal of and interest on such Government Obligations are irrevocably set aside and pledged for such purpose, then no further payments need be made to pay or secure the payment of the principal of and interest on such Bonds and such Bonds shall be deemed not to be outstanding. Section 18. Sale of Bonds. The Bonds shall be sold at negotiated sale to the Bond Bank as provided in the Loan Agreement. Subject to the limitations provided in Sections 2 and 4, each of the Borough Manager and the Borough Finance Director is hereby authorized to determine the aggregate principal amount, principal and interest payment dates, maturity amounts, interest rates, yields, dated date, and other details of the Bonds; provided that the true interest cost of the Bonds, expressed as an Kodiak Island Borough, Alaska Ordinance No. 2003 -01 9 of 1 1 annual rate, does not exceed 4.0 percent. In determining the maturity amounts, interest rates and yields for the Bonds, the Borough Manager or the Borough Finance Director shall take into account those factors which, in his judgment, will result in the lowest true interest cost on the Bonds to their maturity, including without limitation current financial market conditions and current interest rates for obligations comparable in tenor and quality to the Bonds. Based upon the foregoing determinations, each of the Borough Manager and the Borough Finance Director is authorized to execute the Loan Agreement, in substantially the form presented at this meeting. Section 19. Official Statement. The distribution of the preliminary Official Statement for the Bond Bank Bonds in substantially the form presented at this meeting is approved as it pertains to the Borough and the Bonds. The information in the preliminary Official Statement relating to the Borough and the Bonds may be modified as the Borough Manager or the Borough Finance Director may determine. Each of the Borough Manager and the Borough Finance Director is hereby authorized to approve the form of the final Official Statement for the Bond Bank Bonds as it pertains to the Borough and the Bonds. Section 20. Authority of Officers. The Mayor, the acting Mayor, the Borough Manager, the acting Borough Manager, the Borough Finance Director, the acting Borough Finance Director, the Borough Clerk and the acting Borough Clerk are, and each of them hereby is, authorized and directed to do and perform all things and determine all matters not determined by this Ordinance, to the end that the Borough may carry out its obligations under the Bonds and this Ordinance. Section 21. Prohibited Sale of Bonds. No person, firm or corporation, or any agent or employee thereof, acting as financial consultant to the Borough under an agreement for payment in connection with the sale of the Bonds is eligible to purchase the Bonds as a member of the original underwriting syndicate either at public or private sale. Section 22. Miscellaneous. (A) All payments made by the Borough of, or on account of, the principal of or interest on the Bonds shall be made on the several Bonds ratably and in proportion to the amount due thereon, respectively, for principal or interest as the case may be. (B) No recourse shall be had for the payment of the principal of or the interest on the Bonds or for any claim based thereon or on this Ordinance against any member of the Assembly or officer of the Borough or any person executing the Bonds. The Bonds are not and shall not be in any way a debt or liability of the State of Alaska or of any political subdivision thereof, except the Borough, and do not and shall not create or constitute an indebtedness or obligation, either legal, moral or otherwise, of said state or of any political subdivision thereof, except the Borough. Section 23. Continuing Disclosure. The Borough hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Certificate that has been presented at this meeting. Notwithstanding any other provision of this Ordinance, failure of the Borough to comply with the Continuing Disclosure Certificate shall not be considered a default of the Borough's obligations under this Ordinance, the Loan Agreement or the Bonds; however, the beneficial owner of any Bond or Bond Bank Bond may bring an action for specific performance, to cause the Borough to comply with its obligations under this section. Kodiak Island Borough, Alaska Ordinance No. 2003 -01 10 of 11 Section 24. Severability. If any one or more of the provisions of this Ordinance shall be declared by any court of competent jurisdiction to be contrary to law, then such provision shall be null and void and shall be deemed separable from the remaining provisions of this Ordinance and shall in no way affect the validity of the other provisions of this Ordinance or of the Bonds. Section 25. Effective Date. This ordinance shall take effect upon adoption by the Kodiak Island Borough Assembly. ATTEST: ADOPTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH THIS TWENTY THIRD DAY OF JANUARY 2003 dith A. Nielsen, Cb4C, Borough Clerk Gabrielle LeDoux, Borough Mayor Kodiak Island Borough, Alaska Ordinance No. 2003 -01 11 of 11