FY2020-22 School Bonds In The Principal Amount Not To Exceed $500,000CERTIFICATE OF CLERK
I, TARA WELINSKY, Clerk of the Kodiak Island Borough (the "Borough"), HEREBY CERTIFY
that the document attached hereto is an accurate and complete copy of Resolution No. FY2020-22 of
the Borough adopted by the Borough Assembly at a meeting duly called and held March 19, 2020, and
that Resolution No. FY2020-22 has not been modified, amended, repealed, or rescinded, but is in full
force and effect on the date hereof.
IN WITNESS WHEREOF, I have executed this certificate this 19th day of March, 2020.
i
WELINS <Y
Borough Clerk
Kodiak Island Borough
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Introduced by:
Borough Manager
Requested by:
Finance Director
Drafted by:
Bond Counsel
Introduced:
03/19/2020
Adopted:
03/19/2020
KODIAK ISLAND BOROUGH, ALASKA
RESOLUTION NO. FY2020-22
A RESOLUTION OF THE KODIAK ISLAND BOROUGH ASSEMBLY
AUTHORIZING THE BOROUGH TO ISSUE GENERAL OBLIGATION
SCHOOL BONDS IN THE PRINCIPAL AMOUNT NOT TO EXCEED
$500,000 TO PROVIDE FUNDS FOR SCHOOL AND RELATED
CAPITAL IMPROVEMENTS IN THE BOROUGH AND TO PAY COSTS
OF ISSUING THE BONDS, FIXING CERTAIN DETAILS OF SUCH
BONDS, AUTHORIZING THEIR SALE, AND PROVIDING FOR RELATED
MATTERS
WHEREAS, pursuant to Ordinance No. FY2010-03 of the Kodiak Island Borough, Alaska
(the "Borough"), adopted August 6, 2009, a question whether the Borough should issue not
to exceed $76,310,000 in general obligation bonds for the purpose of paying the cost of
planning, designing, and constructing school and related capital improvements in the
Borough, including without limitation, the reconstruction and renovation of the Kodiak High
School, referred to the regular Borough election held on October 6, 2009, as Proposition No.
1 ("Proposition 1"), was passed and approved; and
WHEREAS, pursuant to Resolution No. FY2011-18, the Borough
issued its General
Obligation School Bond, 2011 Series A, as a general obligation
bond referred to in
Proposition 1, which bond produced net proceeds of $8,000,000; and
WHEREAS, pursuant to Resolution No. FY2013-26, the Borough
issued its General
Obligation School Bond, Series 2013, as a general obligation bond referred to in Proposition
1, which bond produced net proceeds of $25,000,000; and
WHEREAS, pursuant to Resolution No. FY2014-24, the Borough
issued its General
Obligation School Bond, 2014 Series A, as a general obligation
bond referred to in
Proposition 1, which bond produced net proceeds of $25,000,000; and
WHEREAS, pursuant to Resolution No. FY2016-05, the Borough
issued its General
Obligation School Bond, 2015 Series A, as a general obligation
bond referred to in
Proposition 1, which bond produced net proceeds of $7,000,000; and
WHEREAS, pursuant to Resolution No. FY2016-23, the Borough
issued its General
Obligation School Bond, 2016 Series A, as a general obligation
bond referred to in
Proposition 1, which bond produced net proceeds of $2,000,000; and
WHEREAS, pursuant to Resolution No. FY2019-13, the Borough
issued its General
Obligation School Bond, 2018 Series A, as a general obligation
bond referred to in
Proposition 1, which bond produced net proceeds of $550,000; and
Kodiak Island Borough, Alaska
FG:53683383.1
Resolution No. FY2020-22
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WHEREAS, $8,760,000 principal amount of general obligation bonds remains unissued
under Proposition 1; and
WHEREAS, the Borough received $7,538,000 grant funding that may ultimately reduce the
amount of bond proceeds needed for the project; and
WHEREAS, the Assembly finds that it is in the best interest of the Borough to plan, design,
and construct the school capital improvements described in Proposition 1 as the
reconstruction and renovation of the Kodiak High School (the "Project"), and to issue not to
exceed $500,000 principal amount of general obligation bonds referred to in Proposition 1,
to pay part of the costs of the Project and costs of issuing the bonds; and
WHEREAS, Section 29.47.410 of the Alaska Statutes provides that the Assembly by
resolution may provide for the form and manner of sale of bonds and notes; 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 maturity
amounts, interest rates, and other details of the bonds, and to determine other matters that
are not provided for in this resolution, including without limitation, whether to sell the Bonds
to the Alaska Municipal Bond Bank (the "Bond Bank") or another Financial Institution or to
offer the Bonds at public sale;
NOW, THEREFORE, BE IT RESOLVED BY THE ASSEMBLY OF THE KODIAK ISLAND
BOROUGH THAT:
Section 1: Definitions. In addition to terms which are defined in the recitals above, the
following terms shall have the following meanings in this Resolution:
(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 any of the "General Obligation School
Bonds" 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.
(d) "Bond Bank Bonds" means the series of general obligation bonds
issued by the Bond Bank, all or part of the proceeds of which are used to
purchase the Bonds.
(e) "Bond Register" means the registration books maintained by the
Registrar, which include the names and addresses of the Registered
Owners of the Bonds or their nominees.
(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.
Kodiak Island Borough, Alaska
Resolution No. FY2020-22
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(g) "Borough Manager" means the Manager or Administrative Official of
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the Borough.
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(h) "Code" means the Internal Revenue Code of 1986, as amended
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from time to time, together with all regulations applicable thereto.
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(i) "Cost" or "Costs" means the cost of planning, designing, acquiring
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property for, acquiring, constructing, installing, and equipping the Project,
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including interest on the Bonds during the period of planning, designing,
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acquiring property for, acquiring, constructing, installing, and equipping the
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Project, the cost whether incurred by the Borough or by another of field
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surveys and advance planning undertaken in connection with the Project
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properly allocable to the Project, the cost of acquisition of any land or interest
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therein required as the site or sites of the Project or for use in connection
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therewith, the cost of any indemnity and surety bonds and premiums on
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insurance incurred in connection with the Project prior to or during
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construction thereof, all related direct administrative and inspection
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expenses whether incurred by the Borough or by another in connection with
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the Project prior to or during construction thereof and allocable portions of
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direct costs of the Borough, legal fees, costs of issuance of the Bonds by the
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Borough, including financing charges and fees and expenses of bond
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counsel, financial advisors, and consultants in connection therewith, the cost
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of any bond insurance premium and bond ratings, the cost of audits, the cost
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of all machinery, apparatus, and equipment, cost of engineering,
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architectural services, designs, plans, specifications and surveys, estimates
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of cost, the reimbursement of all money advanced from whatever source for
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the payment of any item or items of cost of the Project, and all other
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expenses necessary or incidental to the acquisition and development of the
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Project, the financing thereof and the putting of the same in use and
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operation.
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(j) "Financial Institution" means any bank or other financial institution
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insured by the Federal Deposit Insurance Corporation or the Federal
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Savings and Loan Insurance Corporation.
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(k) "Government Obligations" means obligations that are either (i) direct
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obligations of the United States of America or (ii) obligations of an agency or
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instrumentality of the United States of America the timely payment of the
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principal of and interest on which are unconditionally guaranteed by the
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United States of America.
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(1) "Loan Agreement" means the Loan Agreement between the
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Borough and the Bond Bank or other Financial Institution concerning the
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Bonds.
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(m) "Registered Owner" means the person named as the registered
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owner of a Bond in the Bond Register.
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(n) 'Registrar" means the Borough Finance Director, or any successor
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that the Borough may appoint by resolution.
Kodiak Island Borough, Alaska Resolution No. FY2020-22
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(0) "Resolution" means this Resolution No. FY2020-22 of the Borough.
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149 Section 2:
Authorization of Bonds and Purpose of Issuance. For the purpose of
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providing funds for financing the Costs of the Project, the Borough shall issue
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and sell general obligation bonds designated "Kodiak Island Borough,
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Alaska, General Obligation School Bonds" (the 'Bonds") in the aggregate
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principal amount of not to exceed $500,000. The proceeds of the Bonds shall
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be used to pay Costs of the Project. The Project serves a public purpose of
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the Borough.
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The Manager and/or the Finance Director are hereby authorized to
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determine whether the Bonds shall be sold to the Bond Bank or a Financial
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Institution or sold at public sale, and whether to issue the Bonds in one or
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more issues, but in no event shall the aggregate principal amount of the
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Bonds exceed $500,000.
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163 Section 3:
Obligation of Bonds. The Bonds shall be direct and general obligations of
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the Borough, and the full faith and credit of the Borough are hereby pledged
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to the payment of the principal of and interest on the Bonds. The Borough
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hereby irrevocably pledges and covenants that it will levy and collect taxes
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upon all taxable property within the Borough without limitation as to rate or
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amount, in amounts sufficient together with other funds legally available
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therefor, to pay the principal of and interest on the Bonds as the same
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become due and payable.
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172 Section 4:
Designation, Maturities, Interest Rates. and Other Details of Bonds. The
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Bonds shall be designated "Kodiak Island Borough, Alaska, General
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Obligation School Bonds." The Bonds shall be in the denomination of $5,000
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or any integral multiple thereof, shall be numbered separately in the manner
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and with such additional designation as the Registrar deems necessary for
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purposes of identification, and may have endorsed thereon such legends or
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text as may be necessary or appropriate to conform to the rules and
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regulations of any governmental authority or any usage or requirement of
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law with respect thereto.
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The Bonds shall mature in one or more years commencing no earlier than
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July 1, 2020, and ending no later than twenty years after their date of
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issuance. The Bonds shall bear interest from their date, payable
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commencing on a date on or after July 1, 2020, and semi-annually
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thereafter. Interest will be computed on the basis of a 360 -day year
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consisting of twelve 30 -day months.
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Subject to Section 2 and the remainder of this Section, the dated date, the
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principal and interest payment dates, the record dates for interest payments,
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the aggregate principal amount, the principal amount of each maturity, and
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the interest rates on the Bonds shall be determined at the time of execution
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of the Loan Agreement at or before public sale of the Bonds under Section
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17.
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Section 5: Optional Redemption. The Bonds, if any, subject to optional redemption by
the Borough, the time or times when such Bonds are subject to optional
redemption, the terms upon which such Bonds may be redeemed, and the
redemption price or redemption prices for such Bonds, shall be determined
at the time of sale of the Bonds by the Borough Manager or Finance Director.
Section 6: Selection of Bonds for Redemption: Notice of Redemption.
(a) Selection of Bonds for Redemption. When and if the Bond Bank or
a Financial Institution is the Registered Owner of the Bonds, the selection of
Bonds to be redeemed shall be made as provided in the Loan Agreement.
When and if the Bond Bank or a Financial Institution is not the Registered
Owner of the Bonds, the selection of Bonds to be redeemed shall be made
as provided in this subsection (a). If the Borough redeems at any one time
fewer than all of the Bonds having the same maturity date, the particular
Bonds or portions of Bonds of such maturity to be redeemed shall be
selected randomly (or in such other manner determined by the Registrar) in
increments of $5,000. In the case of a Bond of a denomination greater than
$5,000, the Borough shall treat such Bond as representing such number of
separate Bonds each of the denomination of $5,000 as is obtained by
dividing the actual principal amount of such Bond by $5,000. In the event
that only a portion of the principal amount of a Bond is redeemed, upon
surrender of such Bond at the office of the Registrar there shall be issued to
the Registered Owner, without charge therefor, for the then unredeemed
balance of the principal amount thereof, at the option of the Registered
Owner, a Bond or Bonds of like maturity and interest rate in any of the
denominations authorized herein.
(b) Notice of Redemption. When and if the Bond Bank or a Financial
Institution is the Registered Owner of the Bonds, notice of any intended
redemption of Bonds shall be given as provided in the Loan Agreement.
When and if the Bond Bank or a Financial Institution is not the Registered
Owner of the Bonds, notice of any intended redemption of Bonds shall be
given as provided in this subsection (b). Notice of redemption shall be mailed
not less than 20 or more than 45 days prior to the date fixed for redemption
by first class mail to Registered Owners of the Bonds to be redeemed at their
addresses as they appear on the Bond Register on the day the notice is
prepared. Notice of redemption shall be deemed to have been given when
the notice is mailed as herein provided, whether or not it is actually received
by the Registered Owners. All notices of redemption shall be dated and shall
state: (1) the redemption date; (2) the redemption price; (3) if fewer than all
outstanding Bonds are to be redeemed, the identification (and, in the case
of partial redemption, the respective principal amounts) of the Bonds to be
redeemed; (4) 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
said date; and (5) the place where such Bonds are to be surrendered for
payment of the redemption price, which place of payment shall be the office
of the Registrar.
Kodiak Island Borough, Alaska
Resolution No. FY2020-22
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Official notice of redemption having been given as stated above, Bonds or
portions of Bonds to be redeemed shall, on the redemption date, become due
and payable at the redemption price therein specified, and from and after
such date, such Bonds or portions of Bonds shall cease to bear interest. Upon
surrender of such Bonds for redemption in accordance with said notice, such
Bonds shall be paid at the redemption price. Installments of interest due on
or prior to the redemption date shall be payable as herein provided for
payment of interest. All Bonds which have been redeemed shall be canceled
and destroyed by the Registrar and shall not be reissued.
Each check or other transfer of funds issued to pay the redemption price of
Bonds shall bear the CUSIP number, if any, identifying by maturity the Bonds
being redeemed with the proceeds of such check or other transfer.
Section 7: 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 Resolution:
UNITED STATES OF AMERICA
KODIAK ISLAND BOROUGH, ALASKA
GENERAL OBLIGATION SCHOOL BOND
REGISTERED OWNER:
PRINCIPAL AMOUNT:
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 its
registered assigns, the principal amount identified above in the following
installments on each of the following years, and to pay interest on such
installments from the date hereof, payable on 1, 20_, and
semiannually thereafter on 1, and 1, of each year, at the rates
per annum as follows:
Maturity Principal Interest
Date Amount Rate
When and if this Bond is owned by the Alaska Municipal Bond Bank
or a Financial Institution, payment of principal and interest shall be made as
provided in the Loan Agreement between the Bond Bank or Financial
Institution and the Borough (the "Loan Agreement"). When and if this Bond is
not owned by the Bond Bank or a Financial Institution, installments of principal
of and 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 15th day of
Kodiak Island Borough, Alaska
Resolution No. FY2020-22
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the month before each installment payment date; provided, that the final
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installment of principal of and interest on this Bond shall be payable upon
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presentation and surrender of this Bond by the Registered Owner at the office
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of the Registrar. Interest will be computed on the basis of a 360 -day year
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consisting of twelve 30 -day months. Both principal of and interest on this Bond
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are payable in lawful money of the United States of America which, on the
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respective dates of payment thereof, shall be legal tender for the payment of
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public and private debts.
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This Bond is one of the General Obligation School Bonds of the Kodiak
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Island Borough, Alaska, of like tenor and effect except as to interest rate, serial
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number, right of redemption or prepayment and maturity, and constituting
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Bonds authorized for the purpose of paying the cost of school and related
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capital improvements in the Borough, and is issued under Resolution No.
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FY2020-22 of the Borough entitled:
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A RESOLUTION OF THE KODIAK ISLAND BOROUGH
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ASSEMBLY AUTHORIZING THE BOROUGH TO ISSUE
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GENERAL OBLIGATION SCHOOL BONDS IN THE
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PRINCIPAL AMOUNT OF NOT TO EXCEED $500,000 TO
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PROVIDE FUNDS FOR SCHOOL AND RELATED CAPITAL
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IMPROVEMENTS IN THE BOROUGH AND TO PAY COSTS
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OF ISSUING THE BONDS, FIXING CERTAIN DETAILS OF
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SUCH BONDS, AUTHORIZING THEIR SALE, AND
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PROVIDING FOR RELATED MATTERS
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(the "Resolution").
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The Bonds [Installments of principal of this Bond] maturing on and
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after 1, 20_, shall be subject to prepayment on and after 1,
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20—, at the option of the Borough [(subject to any applicable provisions of the
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Loan Agreement)], in such principal amounts and from such maturities as the
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Borough may determine, and by lot within a maturity, at a redemption price
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equal to the principal amount to be prepaid, plus accrued interest to the date
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of prepayment.
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This Bond is transferable as provided in the Resolution, (i) only upon
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the Bond Register of the Borough, and (ii) upon surrender of this Bond together
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with a written instrument of transfer duly executed by the Registered Owner or
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the duly authorized attorney of the Registered Owner, and thereupon a new
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fully registered Bond or Bonds in the same aggregate principal amount and
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maturity shall be issued to the transferee in exchange therefor as provided in
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the Resolution and upon the payment of charges, if any, as therein prescribed.
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The Borough may treat and consider the person in whose name this Bond is
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registered as the absolute owner hereof for the purpose of receiving payment
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of, or on account of, the principal or redemption price, if any, hereof and
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interest due hereon and for all other purposes whatsoever.
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This Bond is a general obligation of the Kodiak Island Borough, and
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the full faith and credit of the Borough are pledged for the payment of the
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principal of and interest on this Bond as the same shall become due.
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IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts, or
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things required by the constitution or statutes of the State of Alaska to exist, to
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have happened, or to have been performed precedent to or in the issuance of
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this Bond exist, have happened, and have been performed, and that the series
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of Bonds of which this is one, together with all other indebtedness of the
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Borough, is within every debt and other limit prescribed by such constitution or
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statutes.
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IN WITNESS WHEREOF, THE KODIAK ISLAND BOROUGH,
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ALASKA, has caused this Bond to be signed in its name and on its behalf by
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the manual or facsimile signature of its Mayor and its corporate seal (or a
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facsimile thereof) to be impressed or otherwise reproduced hereon and
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attested by the manual or facsimile signature of its Clerk, all as of the
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day of . 2020.
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KODIAK ISLAND BOROUGH
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/specimen/
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Borough Mayor
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ATTEST:
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/specimen/
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Borough Clerk
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378 Section 8:
Execution. The Bonds shall be executed in the name of the Borough by the
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manual or facsimile signature of the Mayor, and its corporate seal (or a
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facsimile thereof) shall be impressed or otherwise reproduced thereon and
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attested by the manual or facsimile signature of the Borough Clerk. The
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execution of a Bond on behalf of the Borough by persons who at the time of
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the execution are duly authorized to hold the proper offices shall be valid
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and sufficient for all purposes, although any such person shall have ceased
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to hold office at the time of delivery of the Bond or shall not have held office
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on the date of the Bond.
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388 Section 9:
Payment of Principal and Interest. The Bonds shall be payable in lawful
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money of the United States of America which at the time of payment is legal
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tender for the payment of public and private debts. When and if the Bond
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Bank or a Financial Institution is the Registered Owner of the Bonds,
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payment of principal of and interest on the Bonds shall be made as provided
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in the Loan Agreement. When and if the Bond Bank or a Financial Institution
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is not the Registered Owner of the Bonds, installments of principal of and
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interest on the Bonds shall be paid by check mailed by first class mail to the
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Registered Owner as of the record date for the installment payment at the
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address appearing on the Bond Register; provided, that the final installment
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of principal and interest on a Bond shall be payable upon presentation and
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surrender of the Bond by the Registered Owner at the office of the Registrar.
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Section 10:
Registration. The Bonds shall be issued only in registered form as to both
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principal and interest. The Borough designates the Borough Finance
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Director as Registrar for the Bonds. The Registrar shall keep, or cause to be
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kept, the Bond Register at the principal office of the Borough. The Borough
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covenants that, until all Bonds have been surrendered and canceled, it will
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maintain a system for recording the ownership of each Bond that complies
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with the provisions of Section 149 of the Code. The Borough and the
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Registrar may treat the person in whose name any Bond shall be registered
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as the absolute owner of such Bond for all purposes, whether or not the
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Bond shall be overdue, and all payments of principal of and interest on a
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Bond made to the Registered Owner thereof or upon its order shall be valid
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and effectual to satisfy and discharge the liability upon such Bond to the
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extent of the sum or sums so paid, and neither the Borough nor the Registrar
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shall be affected by any notice to the contrary.
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Section 11:
Transfer and Exchange. Bonds shall be transferred only upon the Bond
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Register. Upon surrender for transfer or exchange of any Bond at the office
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of the Registrar, together with a written instrument of transfer or
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authorization for exchange in form and with guaranty of signature
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satisfactory to the Registrar, duly executed by the Registered Owner or the
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duly authorized attorney of the Registered Owner, the Borough shall execute
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and deliver an equal aggregate principal amount of Bonds of the same
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maturity of any authorized denominations, subject to such reasonable
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regulations as the Borough may prescribe and upon payment sufficient to
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reimburse it for any tax, fee or other governmental charge required to be
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paid in connection with such transfer or exchange. All Bonds surrendered
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for transfer or exchange shall be canceled by the Registrar.
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Section 12:
Bonds Mutilated. Destroyed. Stolen, or Lost. Upon surrender to the
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Registrar of a mutilated Bond, the Borough shall execute and deliver a new
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Bond of like maturity and principal amount. Upon filing with the Registrar of
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evidence satisfactory to the Borough that a Bond has been destroyed,
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stolen, or lost and of the ownership thereof, and upon furnishing the Borough
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with indemnity satisfactory to it, the Borough shall execute and deliver a new
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Bond of like maturity and principal amount. The person requesting the
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execution and delivery of a new Bond under this section shall comply with
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such other reasonable regulations as the Borough may prescribe and shall
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pay such expenses as the Borough may incur in connection therewith.
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Section 13:
Disposition of the Sale Proceeds of the Bonds. The sale proceeds of the
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Bonds representing accrued interest on the Bonds shall be applied to pay a
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portion of the interest due on the Bonds on the first interest payment date for
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the Bands. The sale proceeds of the Bonds representing original issue
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premium on the Bonds shall be applied to pay a portion of the interest due
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on the Bonds on the first interest payment date for the Bonds, or Costs of
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the Project, and shall be deposited in such manner as the Borough Manager
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or the Borough Finance Director may determine. The remaining sale
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proceeds of the Bonds shall be applied to pay Costs of the Project, and shall
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be deposited in the appropriate funds or accounts of the Borough for such
purposes.
Section 14: 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
which 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 15: Amendatory and Supplemental Resolutions.
(a) The Assembly from time to time and at any time may adopt a
resolution or resolutions supplemental hereto, which resolution or
resolutions thereafter shall become a part of this Resolution, for any one or
more of the following purposes:
(1) To add to the covenants and agreements of the Borough in
this Resolution, 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 Resolution or in regard to matters or
questions arising under this Resolution as the Assembly may deem
necessary or desirable and not inconsistent with this Resolution and
which shall not adversely affect the interests of the Registered
Owners of the Bonds.
Any such supplemental resolution may be adopted without the consent of
the Registered Owners 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 principal amount of the Bonds at the time outstanding,
the Assembly may adopt a resolution or resolutions supplemental hereto for
the purpose of adding any provisions to or changing in any manner or
eliminating any of the provisions of this Resolution or of any supplemental
resolution; provided, however, that no such supplemental resolution shall:
(1) Extend the fixed maturity of any of the Bonds, or reduce the
rate of interest thereon, 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 Owner of each Bond so affected; or
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Resolution No. FY2020-22
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499 (2) Reduce the aforesaid percentage of Registered Owners of
500 Bonds required to approve any such supplemental resolution
501 without the consent of the Registered Owners of all of the Bonds
502 then outstanding.
503
504 It shall not be necessary for the consent of the Registered Owners of the
505 Bonds under this subsection to approve the particular form of any proposed
506 supplemental resolution, but it shall be sufficient if such consent approves the
507 substance thereof.
508
509 (c) Upon the adoption of any supplemental resolution under this
510 section, this Resolution shall be deemed to be modified and amended in
511 accordance therewith, and the respective rights, duties, and obligations
512 under this Resolution of the Borough and all Registered Owners of
513 outstanding Bonds shall thereafter be subject in all respects to such
514 modification and amendment, and all the terms and conditions of the
515 supplemental resolution shall be deemed to be part of the terms and
516 conditions of this Resolution for any and all purposes.
517
518 (d) Bonds executed and delivered after the adoption of any
519 supplemental resolution under this section may bear a notation as to any
520 matter provided for in such supplemental resolution, and if such
521 supplemental resolution shall so provide, new Bonds modified so as to
522 conform, in the opinion of the Borough, to any modification of this Resolution
523 contained in any such supplemental resolution may be prepared by the
524 Borough and delivered without cost to the Registered Owners of the Bonds
525 then outstanding, upon surrender for cancellation of such Bonds in equal
526 aggregate principal amounts.
527
528 Section 16: Defeasance. In the event money and/or non -callable Government
529 Obligations maturing at such times and bearing interest to be earned thereon
530 in amounts sufficient to redeem and retire any or all of the Bonds in
531 accordance with their terms are set aside in a special trust account to effect
532 such redemption or retirement and such money and the principal of and
533 interest on such Government Obligations are irrevocably set aside and
534 pledged for such purpose, then no further payments need be made to pay
535 or secure the payment of the principal of and interest on such Bonds and
536 such Bonds shall be deemed not to be outstanding.
537
538 Section 17: Sale of Bonds. The Bonds shall be sold at negotiated sale to the Bond Bank
539 or a Financial Institution as provided in the form of Loan Agreement or at
540 public sale as the Borough Manager and Finance Director determine is in
541 the best interest of the Borough. Subject to the limitations provided in
542 Sections 2 and 4, each of the Borough Manager and the Borough Finance
543 Director is hereby authorized to determine the aggregate principal amount,
544 maturity amounts, interest rates, yields, dated date, principal and interest
545 payment dates, redemption terms, if any, for the Bonds, and other details of
546 the Bonds; provided that the true interest cost of the Bonds, expressed as
547 an annual rate, does not exceed four percent. In determining the maturity
548 amounts, interest rates, yields, and redemption terms, if any, for the Bonds,
549 the Borough Manager or Borough Finance Director shall take into account
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those factors which, in the judgment of each, will result in the lowest true
interest cost on the Bonds, 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,
the Borough Manager and the Borough Finance Director each is authorized
to execute the Loan Agreement or to sell the Bonds at public sale as they
deem appropriate and cost effective to, and in the best interest of, the
Borough.
Section 18: Authority of Officers. The Mayor, the Borough Manager, the Borough
Finance Director, and the Borough Clerk each is authorized and directed to
do and perform all things and determine all matters not determined by this
Resolution, to the end that the Borough may carry out its obligations under
the Bonds and this Resolution.
Section 19: 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 20: Ongoing Disclosure. The Borough acknowledges that under Rule 15c2-12
of the Securities and Exchange Commission (the "Rule") the Borough may
now or in the future be an "obligated person." In accordance with the Rule,
and as the Bond Bank or a Financial Institution may require, the Borough
shall undertake to provide certain annual financial information and operating
data as shall be set forth in the Loan Agreement.
Section 21: 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 Resolution
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 such state or of any political
subdivision thereof, except the Borough.
Section 22: Severability. If any one or more of the provisions of this Resolution 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 Resolution and shall in no way affect the
validity of the other provisions of this Resolution or of the Bonds.
Kodiak Island Borough, Alaska
Resolution No. FY2020-22
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600 Section 23: Effective Date. This Resolution shall become effective upon passage and
601 approval.
602
603 ADOPTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH
604 THIS 19TH DAY OF MARCH, 2020
605
606 KODIATN7UGH
607
608
609
610
611 William Roberts, Borough Mayor
612
613 ATTEST:
614
6616
15
617
618 bra Welinsky, Borough Cle-rk '6—
Kodiak Island Borough, Alaska Resolution No. FY2020-22
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