02Introduced by Borough Manager
Requested by Finance Director
Drafted by Bond Counsel
Introduced 01/16/2014
Adopted 01/16/2014
KODIAKISLAND BOROUGH ALASKA
RESOLUTION NO FY2014-24
10 RESOLUTION OF THE KODIAKISLAND BOROUGH ASSEMBLY
11 AUTHORIZING THE BOROUGH TO ISSUE GENERAL OBLIGATION SCHOOL
12 BONDS IN THE PRINCIPAL AMOUNT NOTTO EXCEED $25000000 TO
13 PROVIDE FUNDSFORSCHOOLAND RELATED CAPITAL IMPROVEMENTS
14 IN THE BOROUGH ANDTO PAYCOSTSOF ISSUING THE BONDS FIXiNG
15 CERTAINDETAILS OF SUCH BONDS AUTHORIZINGTHEIR SALE AND
16 PROVIDING FOR RELATED MATTERS
17
18 WHEREAS pursuant to Ordinance No FY2OIO-03 of the Kodiak Island Borough Alaska the
19 Borough adopted August 2009 question whether the Borough should issue notto
20 exceed $76310000 in general obligation bonds for the purpose of paying thecost of
21 planningdesigning and constructing school and related capital improvements in the
22 Borough including without limitation the reconstruction and renovation of the Kodiak High
23 School referredto the regular Borough election held on October 2009 as Proposition No
24 Proposition was passed and approved and
25
26 WHEREAS pursuant to Resolution No FY2O11-18 the Borough issued its General
27 Obligation School Bond 2011 Series in the principal amount of $8000000 as general
28 obligation bond referredto in Proposition and
29
30 WHEREAS pursuant to Resolution No FY2OI 3-26 the Borough issued its General
31 Obligation School Bond Series 2013 in the principal amount of $21595000 as general
32 obligation bond referred to in Proposition and
33
34 WHEREAS $43310000 principal amount of general obligation bonds remainsunissued
35 under Proposition and
36
37 WHEREAS the Borough received $7000000 grant funding that may ultimately reduce the
38 amount of bond proceeds needed for the project and
39
40 WHEREAS the Assembly finds that it is in thebest interest of the Borough to plan design
41 and constructtheschool capital improvements described in Proposition as the
42 reconstruction and renovation of the Kodiak High School the Project and to issue notto
43 exceed $25000000 principal amount of general obligation bonds referredto in Proposition
44 to pay part of thecosts of the Project and costs of issuing the bonds and
45
46 WHEREAS Section 29.47.410 of theAlaskaStatutes provides that the Assembly by
47 resolution may provide for theform and manner of safe of bondsand notes and
48
49
50
Kodiak Island Borough Alaska Resolution No FY2014-24
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51 WHEREAS the Assembly finds that it is necessary and appropriate to delegate to each of the
52 BoroughManager and Borough Finance Director authority to determinethe maturity amounts
53 interest rates and other details of the bonds and to determine othermailers that are not
54 provided for in this resolution including without limitation whether to sell the Bonds to the
55 Alaska Municipal BondBank the Bond Bank or another Financial Institution orto offer the
56 Bonds at public sale
57
58 NOW THEREFORE BE IT RESOLVED BY THE ASSEMBLYOF THE KODIAK ISLAND
59 BOROUGH THAT
60
61 Section Definitions In additionto terms which are defined in the recitals above the
62 following terms shall have the following meanings in this Resolution
63
64 Assembly means the Assembly of the Kodiak Island Borough as the
65 general legislativeauthority of the Kodiak Island Borough as the same shall be
66 duly and regularly constituted from time to time
67
68 Bond or Bonds means any of the General Obligation School Bonds
69 of the Kodiak Island Borough theissuance and sale of which are authorized
70 herein
71
72 Bond Bankmeans theAlaska Municipal Bond Bank public
73 corporation of theState of Alaska
74
75 Bond Bank Bonds means theseriesof general obligation bonds
76 issued by the Bond Bank all or part of the proceeds of which are used to
77 purchase the Bonds
78
79 Bond Register means the registration books maintained by the
80 Registrar which include the names and addresses of the Registered Owners of
81 the Bonds or their nominees
82
83 Borough means the Kodiak Island Borough municipalcorporation of
84 theState of Alaska organized as second class borough under Title 29 of the
85 Alaska Statutes
86
87 Borough Manager means the Manager orAdministrative Official of the
88 Borough
89
90 Code means the Intemal RevenueCode of 1986 as amended from
91 time to time together with all regulationsapplicable thereto
92
93 Cost or Costs means the cost of planningdesigning acquiring
94 property for acquiring constructing installing and equipping the Project
95 including interest on the Bonds during the period of planningdesigning
96 acquiringproperty for acquiring constructing installing and equipping the
97 Project thecost whether incurred by the Borough or by another of field surveys
98 andadvance planning undertaken in connection with the Project properly
99 allocable to the Project thecost of acquisition of any land or interest therein
100 required as the site or sites of the Projector for use in connection therewith the
Kodiak Island Borough Alaska Resolution No FY2014-24
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101 cost of any indemnity and surety bondsand premiums on insurance incurred in
102 connection with the Project prior to or during construction thereof all related
103 direct administrative and inspection expenses whether incurred by the Borough
104 or by another in connection with the Project prior to or during construction
105 thereof and allocable portions of direct costs of the Borough legal fees costs
106 of issuance of the Bonds by the Borough includingfinancing charges and fees
107 and expenses of bond counsel financial advisors and consultants in
108 connection therewith the cost of any bond insurance premium andbond
109 ratings thecost of audits thecost of all machinery apparatus and equipment
110 cost of engineering architectural services designs plans specifications and
111 surveys estimates of cost the reimbursement of all moneys advanced from
112 whatever source for the payment of any item oritems of cost of the Project
113 and ail other expenses necessary or incidentalto the acquisition and
114 development of the Project the financing thereof and the putting of the same in
115 use and operation
116
117 Financial Institution means any bank or other financial institution
118 insured by theFederal Deposit Insurance Corporation or theFederal Savings
119 andLoan Insurance Corporation
120
121 Government Obligations means obligations that are eitherdirect
122 obligations of theUnitedStates of America or ii obligations of an agency or
123 instrumentality of theUnitedStates of America the timely payment of the
124 principal of and interest on which are unconditionally guaranteedby theUnited
125 States of America
126
127 Loan Agreement means the Loan Agreement between the Borough
128 and the BondBank or other Financial Institution concerning the Bonds
129
130 Registered Owner means the person named as the registered owner
131 of Bond in the Bond Register
132
133 Registrar means the Borough Finance Director or any successor that
134 the Borough may appoint by resolution
135
136 Resolution means this Resolution No FY20 14-_of the Borough
137
138 Section Authorization of Bondsand Purpose of issuance Forthe purpose of providing
139 funds for financing theCosts of the Project the Borough shall issue and sell
140 general obligation bonds designated Kodiak Island Borough Alaska General
141 Obligation School Bonds the Bonds in the aggregate principal amount of
142 notto exceed $25000000 The proceeds of the Bonds shall beused to pay
143 Costs of the Project The Project serves public purpose of the Borough
144
145 The Manager and/or the Finance Director are hereby authorized to determine
146 whether the Bonds shall be sold to the BondBank or Financial Institution or
147 soldat public sale and whether to issue the Bonds in one or more issues but
148 in no event shall the aggregate principal amount of the Bondsexceed
149 $25000000
150
Kodiak Island Borough Alaska Resolution No FY2014-24
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151 Section Obligation of Bonds The Bonds shall be direct and general obligations of the
152 Borough and the full faith and credit of the Borough are hereby pledged to the
153 payment of the principal of and interest on the Bonds The Borough hereby
154 irrevocably pledges and covenants that it will levy and collect taxes upon all
155 taxable property withinthe Borough without limitation as to rateor amount in
156 amounts sufficient together with other funds legally available therefor to pay
157 the principal of and interest on the Bonds as the same become dueand
158 payable
159
160 Section Designation Maturities Interest Rates and Other Details of Bonds The
161 Bonds shall be designated Kodiak Island Borough Alaska General Obligation
162 School Bondt The Bonds shall be in thedenomination of $5000 or any
163 integral multiple thereof shall benumbered separately in the mannerand with
164 such additional designation as the Registrar deems necessary for purposes of
165 identification and may have endorsed thereon such legends or text as may be
166 necessary or appropriate to conform to the rules and regulations of any
167 governmental authority or anyusage or requirement of law with respect
168 thereto
169
170 The Bonds shall mature in one or more years commencing no earlier than 2014
171 and ending no later than 2034 The Bonds shall bear interest from their date
172 payable commencing on date on or after July 2014 and semi-annually
173 thereafter Interest will be computed on the basis of 360-day year consisting
174 of twelve 30-day months
175
176 Subject to Section and theremainder of this Section the dated date the
177 principal and interest payment dates therecorddates for interest payments
178 the aggregate principal amount the principal amount of each maturity and the
179 interest rates on the Bonds shall be determined at the time of execution of the
180 Loan Agreement at or before public sale of the Bonds under Section 17
181
182 Section Optional Redemption The Bonds if any subject to optional redemption by the
183 Borough the time or times when suchBonds aresubject to optional
184 redemption theterms upon which such Bonds may be redeemed and the
185 redemption price or redemption prices for such Bonds shall be determined at
186 the time ofsaleof the Bonds by the BoroughManager or Finance Director
187
188 Section Selection of Bonds for Redemption Notice of Redemption
189
190 Selection of Bonds for Redemption When and if the BondBank or
191 Financial Institution is the Registered Owner of the Bonds the selectionof
192 Bonds to beredeemed shall be made as provided in the Loan Agreement
193 When and if the BondBank or Financial Institution is notthe Registered
194 Owner of the Bonds the selectionof Bonds to be redeemed shall be made as
195 provided in this subsection If the Borough redeems at any one time fewer
196 than all ofthe Bonds having the same maturity date the particular Bonds or
197 portions of Bonds of such maturity to beredeemed shall be selected by lot or
198 in such other manner determined by the Registrar in increments of $5000 In
199 the case of Bond of denomination greater than $5000 the Borough shall
200 treat such Bond as representing such number of separate Bonds each of the
Kodiak Island Borough Alaska Resolution No FY2014-24
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201 denomination of $5000 as is obtained by dividing the actual principal amount
202 of such Bond by $5000 In the event that onlyportion of the principal
203 amount of Bond is redeemedupon surrender of such Bond at the office of
204 the Registrar there shall be issued to the Registered Owner without charge
205 therefor for thethen unredeemed balance of the principal amount thereof at
206 the option of the Registered Owner Bond or Bonds of like maturity and
207 interest rate in any of thedenominationsauthorizedherein
208
209 Notice of Redemption When and if the BondBank or Financial
210 Institution is the Registered Owner of the Bonds noticeof any intended
211 redemption of Bonds shall be given as provided in the Loan Agreement When
212 and if the BondBank orFinancial Institution is notthe Registered Owner of
213 the Bonds noticeof any intended redemption of Bonds shall be given as
214 provided in this subsectionNotice of redemption shall be mailed not less
215 than 20 or more than 45 days prior to thedate fixed for redemption by first
216 class mail to Registered Owners of the Bonds to be redeemed at their
217 addresses as they appear on the Bond Register on the day the notice is
218 prepared Notice of redemption shall be deemed to havebeen given when the
219 notice is mailed as herein provided whether ornot it is actually received by the
220 Registered Owners All notices of redemption shall be dated and shall state
221 the redemption date the redemption price if fewer than all
222 outstanding Bonds are to be redeemed the identification and in the case of
223 partial redemption the respective principal amounts of the Bonds to be
224 redeemed that on the redemption datethe redemption price will become
225 dueand payable upon each such Bond or portion thereof called for redemption
226 and that interest thereon shall cease to accrue from and after said date and
227 the place where such Bonds are to be surrendered for payment ofthe
228 redemption price which place of payment shall be the office of the Registrar
229
230 Official noticeof redemptionhaving been given as stated aboveBonds or
231 portions of Bonds to beredeemed shall on the redemption date become due
232 and payable at the redemption price therein specified and from and after such
233 date such Bonds or portions of Bonds shall cease to bear interest Upon
234 surrender of such Bonds for redemption in accordance with said notice such
235 Bonds shall be paid at the redemption price Installmentsof interest due on or
236 prior to the redemption date shall be payable as herein provided for payment of
237 interest All Bonds which havebeenredeemed shall be canceled and
238 destroyed by the Registrar and shall not be reissued
239
240 Each check or other transfer of fundsissued to pay the redemption price of
241 Bonds shall bear the CUSIP number if any identifying by maturity the Bonds
242 being redeemed with the proceeds of suchcheck or othertransfer
243
Kodiak Island Borough Alaska Resolution No EY2014-24
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244 Section Form of Bond Each Bond shall be in substantially the following form with
245 such variations omissions and insertions as may be requiredor permitted by
246 this Resolution
247
248 UNITEDSTATES OF AMERICA
249
250 KODIAKISLAND BOROUGH ALASKA
251
252 NO $_________
253
254 GENERAL OBLIGATION SCHOOLBOND
255
256 REGISTERED OWNER
257
258 PRINCIPAL AMOUNT
259
260 The Kodiak Island Borough the Borough municipalcorporation of
261 theState of Alaska hereby acknowledges itself to owe and for valuereceived
262 promises to pay to the Registered Owner identified above or its registered
263 assigns the principal amount identified above in the following installments on
264 each of the following years and to pay interest on such installments from the
265 date hereofpayable on ____201_and semiannually thereafter on ____
266 and ______of each year at the rates per annum as follows
267
268 Maturity Principal Interest
269 Date Amount
270
271
272
273 When and if this Bond is owned by theAlaska Municipal BondBank or
274 Financial Institution payment of principal and interestshall be made
275 as provided in the Loan Agreement between the BondBank orFinancial
276 Institution and the Borough the Loan Agreement When and if this Bond is
277 not owned by the BondBank orFinancial Institution installmentsof principal
278 of and interest on this Bond shall be paid by check or draft mailed by first class
279 mailto the Registered Owner as of theclose of business on the15th day of the
280 month before each installment payment date provided that the final
281 installmentof principal of and interest on this Bond shall be payable upon
282 presentation and surrender of this Bond by the Registered Owner at the office
283 of the Registrar Interest will be computed on the basis of 360-day year
284 consisting of twelve 30-day months Both principal of and interest on this Bond
285 are payable in lawful money of theUnitedStates of America which on the
286 respective dates of payment thereof shall be legal tender for the payment of
287 public and private debts
288
289
290
291
292
293
Kodiak Island Borough Alaska Resolution No FY2014-24
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294 This Bond is one of theGeneral Obligation School Bonds of the Kodiak
295 Island Borough Alaska of like tenor and effect except as to interest rate serial
296 number right of redemption or prepayment and maturity and constituting
297 Bonds authorized for the purpose of paying thecost of school and related
298 capital improvements in the Borough and is issued under Resolution No
299 FY2014-_of the Borough entitled
300
301 RESOLUTIONOF THE KODIAKISLAND BOROUGH ASSEMBLY
302 AUTHORIZING THE BOROUGH TO ISSUE GENERAL OBLIGATION
303 SCHOOLBONDS IN THE PRiNCIPAL AMOUNT OF NOTTO
304 EXCEED $25000000 TO PROVIDE FUNDSFORSCHOOL AND
305 RELATED CAPITAL IMPROVEMENTS IN THE BOROUGH ANDTO
306 PAYCOSTSOF ISSUING THE BONDS FIXiNG CERTAINDETAILS
307 OF SUCH BONDS AUTHORIZINGTHEIR SALE AND PROVIDING
308 FOR RELATED MATTERS
309
310 the Resolution
311
312 The Bonds of principal of this Bond maturing on and after
313 _____20_shall be subject to prepayment on and after _____20_at
314 the option of the Borough to any applicableprovisions of the Loan
315 Agreement in such principal amounts and from such maturities as the
316 Borough may determine and by lot within maturity at redemption price
317 equal to the principal amount to be prepaid plus accrued interest to thedate of
318 prepayment
319
320 This Bond is transferable as provided in the Resolution only upon
321 the Bond Register of the Borough and ii upon surrender of this Bond together
322 with written instrument of transfer duly executed by the Registered Owner or
323 the duly authorized attorney of the Registered Owner and thereupon new
324 fully registered Bond or Bonds in the same aggregate principal amountand
325 maturity shall be issued to the transferee in exchange therefor as provided in
326 theResolution and upon the payment of charges if any as therein prescribed
327 The Borough may treat and considerthe person in whose name this Bond is
328 registered as theabsolute owner hereof for the purpose of receiving payment
329 ofor on account of the principal or redemption price if any hereof and
330 interest due hereon and for all other purposes whatsoever
331
332 This Bond is general obligation of the Kodiak Island Borough and the
333 full faith and credit of the Borough are pledged for the payment of the principal
334 of and interest on this Bond as the same shall become due
335
336 ITIS HEREBY CERTIFIED AND RECITED that all conditions acts or
337 things required by the constitution or statutesof theState of Alaska to exist to
338 have happened or to havebeen performedprecedent to or in theissuance of
339 this Bond exist have happened andhave been performed and that the series
340 of Bonds of which this is one together with all other indebtedness of the
341 Borough is within every debt and other limit prescribed by such constitutionor
342 statutes
343
Kodiak Island Borough Alaska Resolution No FY2014-24
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344 IN WITNESS WHEREOF THE KODIAKISLAND BOROUGH ALASKA
345 has caused this Bond to be signed in its name and on its behalf by the manual
346 or facsimile signature of its Mayor and its corporate seal or facsimile thereof
347 to be impressed or otherwise reproduced hereon and attested by the manual or
348 facsimile signature of its Clerk all as of the ____day of _____2014
349
350 KODIAKISLAND BOROUGH
351
352
353 /specimen/
354 BoroughMayor
355
356
357 ATTEST
358
359
360
361 /specimen/
362 Borough Clerk
363
364 Section Execution The Bonds shall be executed in the name of the Borough by the
365 manual or facsimile signature of the Mayor and its corporate seal or
366 facsimile thereof shall be impressed or otherwise reproduced thereon and
367 attested by the manual or facsimile signature of the Borough Clerk The
358 execution of Bond on behalf of the Borough by persons who at the time of the
369 executionare duly authorized to holdthe proper officesshall be valid and
370 sufficient for all purposes although any such person shall haveceased to hold
371 office at the time of delivery of the Bond or shall not have held office on the
372 date of the Bond
373
374 Section Payment of Principal and Interest The Bonds shall be payable in lawful money
375 of theUnitedStates of America which at the time of payment is legal tender for
376 the payment of public and private debts When and if the BondBank or
377 Financial Institution is the Registered Owner ofthe Bonds payment of principal
378 of and interest on the Bonds shall be made as provided in the Loan Agreement
379 When and if the Bond Bank orFinancial Institution is notthe Registered
380 Owner of the Bonds installmentsof principal of and interest on the Bonds shall
381 be paid by check mailed by first classmailto the Registered Owner as of the
382 recorddate for the installment payment at theaddress appearing on the Bond
383 Registerprovided that the final installmentof principal and interest on Bond
384 shall be payable upon presentation and surrender of the Bond by the
385 Registered Owner at the office of the Registrar
386
387 Section 10 Registration The Bonds shall be issued only in registered form as to both
388 principal and interest The Borough designates the Borough Finance Director
389 as Registrar for the Bonds The Registrar shall keep or cause to be kept the
390 Bond Register at the principal office of the Borough The Borough covenants
39-1 that until all Bonds havebeen surrendered and canceled it will maintain
392 system for recording the ownership of each Bond that complies with the
393 provisions of Section 149 of the Code The Borough and the Registrar may
Kodiak Island Borough Alaska Resolution No FY2014-24
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treat the person in whose name any Bond shall be registered as theabsolute
owner of such eond for all purposes whether or notthe Bond shall be overdue
and all payments of principal of and interest on Bond made to the Registered
Owner thereof or upon its order shall be valid and effectualto satisfy and
discharge the liability upon such Bond to theextent of the sum or sums so paid
and neither the Borough northe Registrar shall be affected by any noticeto the
contrary
401
Section 11 Transfer and Exchancie Bonds shall be transferred only upon the Bond
Register Upon surrender for transfer or exchange of any Bond at the office of
the Registrar together with 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 equalaggregate
principal amount of Bonds of the same maturity of any authorized
denominations subject to such reasonable regulations as the Borough may
prescribe and uponpayment 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
Bonds Mutilated Destroyed Stolen or Lost Upon surrender to the Registrar
of mutilated Bond the Borough shall execute and deliver new Bond of like
maturity and principal amount Upon filing with the Registrar of evidence
satisfactory to the Borough that Bond hasbeen 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 new Bond of like
maturity and principal amount The personrequesting theexecution and
delivery of new Bond under this section shall comply with such other
reasonable regulations as the Borough may prescribe and shall pay such
expenses as the Borough may incur in connection therewith
Dispositionof theSale Proceeds of the Bonds The sale proceeds of the
Bonds representing accrued interest on the Bonds shall be applied to pay
portion of the interest due on the Bondson the first interest payment date for
the Bonds The sale proceeds of the Bonds representing original issue
premium on the Bonds shall be applied to pay portion of the interest due on
the Bonds on the first interest payment date for the Bonds or Costs of the
Project and shall be deposited in such manner as the BoroughManager or the
Borough Finance Director may determine The remaining sale proceeds of the
Bonds shall be applied to pay Costs of the Project and shall be deposited in
the appropriate funds or accounts of the Borough for such purposes
Kodiak isLand Borough Alaska Resolution No FY2014-24
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Section 12
Section 13
437 Section 14 Tax Covenants The Borough covenants to comply with any and all applicable
438 requirements set forth in the Code in effect from time to time to theextent that
439 such compliance shall be necessary for the exclusion of the interest on the
440 Bonds from gross income for federal income tax purposes The Borough
441 covenants that it will make no use of the proceeds of the Bonds which will
442 cause the Bonds to be arbitrage bonds subject tofederal income taxation by
443 reason of Section 148 of the Code The Borough covenants that it will nottake
444 or permit any actionthat would cause the Bonds to be private activity bonds
445 as defined in Section 141 of the Code
446
447 Section 15 Amendatorv and Supplemental Resolutions
448
449 The Assembly from time to time and at any time may adopt resolution
450 orresolutions supplemental hereto which resolution or resolutionsthereafter
451 shall become part of this Resolution for any one or more of the following
452 purposes
453
454 To add to the covenants and agreements of the Borough in this
455 Resolution other covenants and agreements thereafterto be observed
456 or to surrender any right or power herein reserved toor conferred upon
457 the Borough
458
459 To make such provisions for the purpose of curing any
460 ambiguities orof curing correcting or supplementing any defective
461 provision contained in this Resolution or in regard to matters or
462 questions arising under this Resolution as the Assembly may deem
463 necessary or desirable and notinconsistentwith this Resolution and
464 which shall not adversely affect the interests of the Registered Owners
465 of the Bonds
466
467 Any such supplemental resolution may be adopted withoutthe consent of the
468 Registered Owners of any of the Bonds at any time outstanding
469 notwithstanding any of the provisions of subsection of this section
470
471 With the consent of the Registered Owners of not less than 60 percent
472 in aggregate principal amount of the Bonds at the time outstanding the
473 Assembly may adopt resolution or resolutions supplemental hereto for the
474 purpose of adding any provisions toor changing in any manner or eliminating
475 any of the provisions of this Resolution orof any supplemental resolution
476 provided however that no such supplemental resolution shall
477
478 Extend the fixed maturity of any of the Bonds or reduce the rate
479 of interest thereon or extendthe time of payments of interest from their
480 due date or reduce the amount of the principal thereof or reduce any
481 premium payable on the redemption thereof withoutthe consent of the
482 Registered Owner of each Bond so affected or
483
484
485
Kodiak Island Borough Alaska Resolution No FY2014-24
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486 Reduce the aforesaid percentage of Registered Owners of
487 Bonds required to approve any such supplemental resolution without
488 the consent of the Registered Owners of all of the Bonds then
489 outstanding
490
491 It shall not be necessary for the consent of the Registered Owners of the
492 Bonds under this subsection to approve the particular form of any proposed
493 supplemental resolution but it shall be sufficient if suchconsent approves the
494 substance thereof
495
496 Upon the adoption of any supplemental resolution under this section
497 this Resolution shall be deemed to be modified and amended in accordance
498 therewith and the respective rights duties and obligations under this
499 Resolution of the Borough and all Registered Owners of outstanding Bonds
500 shall thereafter be subject in all respects to such modification and amendment
501 and all the terms and conditions of the supplemental resolution shall be
502 deemed to be part of theterms and conditions of this Resolution for any and all
503 purposes
504
505 Bonds executed and delivered after the adoption of any supplemental
506 resolution under this section may bear notation as to any matter provided for
507 in such supplemental resolution and if such supplemental resolution shall so
508 provide new Bonds modified soas to conform in the opinion of the Borough
509 to any modificationof this Resolutioncontained in any such supplemental
510 resolution may be prepared by the Borough and delivered withoutcost to the
511 Registered Owners of the Bonds then outstanding upon surrender for
512 cancellationof such Bonds in equalaggregate principal amounts
513
514 Section 16 Defeasance In the event money and/or non-callable Government Obligations
515 maturing at such times and bearing interest to be earned thereon in amounts
516 sufficient to redeemand retire any or all of the Bonds in accordance with their
517 termsare set aside in special trust account toeffect such redemption or
518 retirement and such moneys and the principal of and interest on such
519 Government Obligations are irrevocably set aside and pledged for such
520 purpose then no further payments need be made to pay or secure the
521 payment ofthe principal of and interest on such Bondsand such Bonds shall
522 be deemed notto be outstanding
523
524 Section 17 Sale of Bonds The Bonds shall be soldat negotiated sale to the BondBank or
525 Financial Institution as provided in theform of Loan Agreement or at public
526 sale as the BoroughManager and Finance Director determine is in thebest
527 interest of the Borough Subject to the limitations provided in Sections and
528 each of the Borough Manager and the Borough Finance Director is hereby
529 authorized to determinethe aggregate principal amount maturity amounts
530 interest rates yields dated date principal and interest payment dates
531 redemption terms if any for the Bonds and other details of the Bonds
532 provided that the true interest cost of the Bonds expressed as an annual rate
533 does not exceed 6.0 percent In determining the maturity amounts interest
534 rates yields and redemption terms if any for the Bonds the Borough
535 Manager or Borough Finance Director shall take into account those factors
Kodiak Island Borough Alaska Resolution No FY2014-24
Page 11 ofl3
536 which in the judgment of each will result in thelowest true interest cost on the
537 Bonds to their maturity including without limitation current financial market
538 conditions and current interest rates for obligations comparable in tenor and
539 quality to the Bonds Based upon the foregoing determinations the Borough
540 Manager and the Borough Finance Director each is authorized to execute the
541 Loan Agreement in substantially theform presented at this meeting or to sell
542 the Bonds at public sale as they deem appropriate and cost effective to and in
543 thebest interest of the Borough
544
545 Section 18 Authority of Officers The Mayor the Borough Manager the Borough Finance
546 Director and the Borough Clerk each is authorized and directedto doand
547 perform all things and determine all matters not determined by this Resolution
548 to the end that the Borough may carry out its obligations under the Bondsand
549 this Resolution
550
551 Section 19 Prohibited Sale of Bonds No person firm or corporation or any agent or
552 employee thereof acting as financial consultant to the Borough under an
553 agreement for payment in connection withthesaleof the Bonds is eligible to
554 purchase the Bonds as member of the original underwriting syndicate either
sss at public or private sale
556
557 Section 20 OncjoinQ Disclosure The Boroughacknowledges that underRule 15c2-12 of
558 the Securities and Exchange Commission the Rule the Borough may now or
559 in the future be an obligated person In accordance with the Rule and as the
560 BondBank or Financial Institution may require the Borough shall undertake
561 to provide certain annual financial information and operating data as shall be
562 set forth in the Loan Agreement
563
564 Section 21 Miscellaneous
565
566 All payments made by the Borough of or on account of the principal of
567 or interest on the Bonds shall be made on theseveral Bonds ratably and in
568 proportion tothe amountdue thereon respectively for principal or interest as
569 the case may be
570
571 No recourse shall behad for the payment of the principal of or the
572 interest on the Bonds or for any claim based thereon or on this Resolution
573 against any member of the Assembly or officer of the Borough or any person
574 executing the Bonds The Bonds arenot and shall not be in any way debt or
575 liability of theState of Alaska or of any political subdivision thereof except the
576 Borough anddo not and shall not create orconstitute an indebtedness or
577 obligation either legal moral or otherwise of such state or of any political
578 subdivision thereof except the Borough
579
580 Section 22 Severability If any one or more of the provisions of this Resolution shall be
581 declared by any courtof competent jurisdiction to be contrary to law then such
582 provision shall be null and void and shall be deemed separable from the
583 remaining provisions of this Resolution and shall in no way affect the validity of
584 the other provisions of this Resolution or of the Bonds
585
Kodiak Island Borough Alaska Resolution No FY2014-24
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586 Section 23 Effective Date ThisResolution shall become effective uponpassage and
587 approval
588
589 ADOPTED BY THE ASSEMBLY OF THE KODIAK iSLAND BOROUGH
590 THIS SIXTEENTH DAY OF JANUARY 2014
591
592 KODIAK ISLA19DBOTEOUGH
593
597 .$bfrol FriS4dBorough Mayor
598
599 ATTEST
600
601
1rai21 Jcwc
604 Nova Javier MMC rouh Clerk
Kodiak Island Borough Alaska Resolution No FY2014-24
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CERTIFICATE OF CLERK
Nova Javier MMC Clerkof the Kodiak Island Borough the Borough HEREBY
CERTIFY thatthe document attached hereto is an accurate and complete copy of Resolution FY20 14-24
of the Borough adoptedby the Borough Assembly at meeting duly called and held January 162014
and that Resolution FY20 14-24has not been modified amended repealed or rescinded but is in full
force and effect on the date hereof
IN WITNESS WHEREOF have executed this certificate this 2011 day of February 2014
Nova Javier MIMC
Borough Clerk
Kodiak Island Borough
51342211.1