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1998-28 Authorizing Issuance of General Obligation Refunding BondsKODIAK ISLAND BOROUGH ORDINANCE NO. 98 -28 Introduced by: Borough Manager Requested by: Finance Director Drafted by: Bond Attorney Introduced: 10/29/98 Public Hearing: 12/03/98 Amended: 12/03/98 Adopted: 12/03/98 AN ORDINANCE OF THE KODIAK ISLAND BOROUGH ASSEMBLY AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION REFUNDING BONDS, 1998 SERIES A, IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED $ 10,000,000 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 $9,985,000 of General Obligation Bonds, 1994 Series A of the Kodiak Island Borough, issued under Ordinance No. 93 -65 of the Kodiak Island Borough (the "1994 Bonds "); 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 (or the principal amount from any such maturity) of the 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 $10,000,000; 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, 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 amounts, interest rates and other details of the Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 1 of 19 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 ORDAINED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH THAT: Section 1: This ordinance is not of a general and permanent nature and shall not become a part of the Kodiak Island Borough Code of Ordinances. Section 2: 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) "Beneficial Owner" means the person in whose name a Bond is recorded as the beneficial owner of such Bond by the respective systems of DTC and the DTC Participants. (C) "Bond" or "Bonds" means any of the "General Obligation Refunding Bonds, 1998 Series A" of the Kodiak Island Borough, the issuance and sale of which are authorized herein. (D) "Bond Insurer" means any insurance company which issues a policy of insurance with respect to payment of the principal of and interest on the Bonds, as approved by the Borough Manager or Borough Finance Director pursuant to Section 23. (E) "Bond Register" means the registration books maintained by the Paying Agent 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) "DTC" means the Depository Trust Company, a limited purpose trust company organized under the laws of the state of New York, and its successors and assigns. Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 2 of 19 (I) "DTC Participant" means a trust company, bank, broker, dealer, clearing corporation and any other organization that is a participant of DTC. (J) "Escrow Agent" means the entity appointed as Escrow Agent under the Escrow Agreement pursuant to Section 16(D), and its successors. (K) "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. (L) "Escrow Obligations" means non - callable direct obligations of, or obligations the timely payment of principal of and interest on which are unconditionally guaranteed by, the United States of America or an agency or instrumentality of the United States of America. (M) "Letter of Representations" means the blanket letter of representations from the Borough to DTC, in substantially the form authorized herein. (N) "1994 Bonds" means the $9,985,000 of General Obligation Bonds, 1994A of the Borough. (0) "Ordinance" means this Ordinance No. 98 -28 of the Borough. (P) "Paying Agent" means the entity appointed as Paying Agent pursuant to Section 12, and its successors. The Paying Agent shall also act as Bond registrar under Section 12. (Q) "Refunded Bonds" means the maturities (and the principal amounts from each such maturity) of the 1994 Bonds whose refunding is approved by the Borough Manager or Borough Finance Director under Section 17. (R) "Refunding Account" means the special account established under Section 16(C) and designated as the "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. (S) "Registered Owner" means the person named as the registered owner of a Bond in the Bond Register. Section 3: Authorization of Bonds and Purpose of Issuance. For the purpose of Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 3 of 19 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 $10,000,000. Section 4: 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. In the event that any Bond Insurer makes any payment under a bond insurance policy with respect to the Bonds, such payment shall not be deemed a payment of the Borough and the amount of such payment shall continue to be due and payable by the Borough under this Ordinance. Section 5: Designation, Maturities, Interest Rates, and Other Details of Bonds. The Bonds shall be designated "Kodiak Island Borough, Alaska, General Obligation Refunding Bonds, 1998 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 Paying Agent 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. The Bonds shall mature or have sinking fund installments due in each of the years 1999 through 2014, with the principal amount of each maturity or sinking fund installment not exceeding $2,000,000. The Bonds shall bear interest from their date, payable commencing on a date after January 1, 1999 and before January 1, 2000, and semi - annually thereafter in each year. Interest will be computed on the basis of a 360 - day year consisting of twelve 30 -day months. The dated date, the principal and interest payment dates, the aggregate principal amount, the principal amount of each maturity, the amount of each sinking fund installment of the Bonds, and the interest rates on the Bonds shall be determined not later than the time of sale of the Bonds under Section 23. Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 4 of 19 Section 6: 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 not later than the time of sale of the Bonds under Section 22. Section 7: Mandatory Sinking Fund Redemption. The Bonds, if any, that are subject to mandatory redemption in part from sinking fund installments, and the amounts and due dates of such sinking fund installments, shall be determined not later than the time of sale of the Bonds under Section 23. If Bonds subject to mandatory sinking fund redemption are either (1) redeemed at the option of the Borough under Section 6, or (ii) purchased by the Borough, there shall be credited to one or more future sinking fund installments (including the payment due at final maturity) with respect to such Bonds the amount of principal of the Bonds so redeemed or purchased that the Borough designates in written instructions delivered to the Paying Agent before the date of the optional redemption or purchase; provided that if the Borough does not deliver such written instructions to the Paying Agent, there shall be credited to each such sinking fund installment (including the payment due at final maturity) a pro rata portion of the principal amount of the Bonds so redeemed or purchased. Section 8: Selection of Bonds for Redemption; Notice of Redemption. (A) Selection of Bonds for Redemption. As long as the Bonds are held in book -entry form, the selection of Bonds to be redeemed shall be made as provided in the Letter of Representations. If the Bonds are no longer held in book -entry form, 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 by lot (or in such other manner determined by the Paying Agent) in increments of $5,000. In the case of a Bond of a denomination greater than $5,000, the Borough and Paying Agent 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 sum of a Bond is redeemed, upon surrender of such Bond at the corporate trust office of the Paying Agent there shall be issued to the Registered Owner, without charge therefor, for the then unredeemed balance of the principal sum 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. Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 5 of 19 (B) Notice of Redemption. Notice of any intended redemption (which notice may be conditioned upon receipt by the Paying Agent of funds to accomplish the redemption) of Bonds shall be given not less than 30 nor 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 mailed; provided, however, that for so long as the Bonds are registered in the name of Cede & Co. or its registered assigns, all notices shall be given only as provided in the Letter of Representations. The requirements of this section shall be deemed to be complied with when notice is mailed as herein provided, whether or not it is actually received by the Registered Owners. All official 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 corporate trust office of the Paying Agent. On or before any redemption date for any Bonds, the Borough shall deposit with the Paying Agent an amount of money sufficient to pay the redemption price of all the Bonds or portions of Bonds which are to be redeemed on that date. Official notice of redemption having been given as aforesaid, 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 (unless the Borough shall fail to deposit the redemption price) 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 by the Paying Agent at the redemption price. Installments of interest due on or prior to the redemption date shall be Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 6 of 19 payable as herein provided for payment of interest. Upon surrender of any Bond for partial redemption, there shall be prepared for the Registered Owner a new Bond or Bonds of the same maturity in the amount of the unpaid principal. All Bonds which have been redeemed shall be canceled and destroyed by the Paying Agent and shall not be reissued. In addition to the foregoing notice, further notice shall be given by the Paying Agent as set out below, but no defect in said further notice nor failure to give all or any portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as above prescribed. Each further notice of redemption given hereunder shall contain the information required above for an official notice of redemption plus: (i) the CUSIP numbers of all Bonds being redeemed; (ii) the date of issue of the Bonds as originally issued; (iii) the rate of interest borne by each Bond being redeemed; (iv) the maturity date of each Bond being redeemed; and (v) any other descriptive information needed to identify accurately the Bonds being redeemed. Each further notice of redemption shall be sent at least 35 days before the redemption date by first class mail to each nationally recognized municipal securities information repository, and to the state information depository for the state of Alaska, if any. Each check or other transfer of funds issued to pay the redemption price of Bonds shall bear the CUSIP number identifying, by maturity, the Bonds being redeemed with the proceeds of such check or other transfer. Section 9: 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: UNITED STATES OF AMERICA STATE OF ALASKA KODIAK ISLAND BOROUGH (A Municipal Corporation of the State of Alaska) NO. $ GENERAL OBLIGATION REFUNDING BOND, 1998 SERIES A INTEREST RATE MATURITY DATE CUSIP NO. Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 7 of 19 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, on the maturity date identified above, the principal amount shown above, and to pay interest on such principal amount from the date hereof until its obligation with respect to the payment of such principal amount shall be discharged, at the interest rate per annum shown above, payable on the fifteenth days of and in each year beginning , (year). Interest will be computed on the basis of a 360 -day year consisting of twelve 30 -day months. The principal of and the interest on this Bond 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. Principal shall be paid to the Registered Owner or assigns upon presentation and surrender of this Bond at the corporate trust office of (the "Paying Agent "), or its successors. Payment of interest shall be made by check or draft mailed to the Registered Owner as of the first day of the month of each interest payment date at the address appearing on the Bond Register of the Borough kept at the corporate trust office of the Paying Agent; provided that interest to be paid to the Registered Owner of Bonds in the aggregate principal amount of $1,000,000 or more may be made by wire transfer to any location in the United States of America as provided in the hereinafter defined Ordinance, and, provided further, that if this Bond is held in book entry form, payment of interest shall be made by wire transfer. This Bond is one of the General Obligation Refunding Bonds, 1998 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. 98 -28 of the Borough entitled: AN ORDINANCE OF THE KODIAK ISLAND BOROUGH ASSEMBLY AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION REFUNDING BONDS, 1998 SERIES A, IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED $10,000,000 TO REFUND CERTAIN OUTSTANDING GENERAL OBLIGATION BONDS OF THE BOROUGH, FIXING CERTAIN DETAILS OF SUCH BONDS AND AUTHORIZING THEIR SALE (the "Ordinance "). The Bonds maturing on and after 15, (year), shall be subject to redemption on any date on and after 15, (year), at the option of the Borough, in such principal amounts and from such maturities as the Borough may determine, and by lot within a maturity, at the redemption prices, expressed as percentages of the principal amount of Bonds to be redeemed, set forth below, plus accrued interest to the date of redemption: Redemption Period 15, (year) through 15, (year) through 15, (year) and thereafter 14, (year) 14, (year) Redemption Price Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 8 of 19 The Bonds maturing on 15, (year) shall be subject to mandatory redemption in part through application of sinking fund installments on 15, (year) and on each 1 thereafter, in each case at a redemption price equal to the principal amount thereof to be redeemed, with interest accrued to the redemption date. This Bond is transferable as provided in the Ordinance, (i) only upon the Bond Register of the Borough kept for that purpose at the corporate trust office of the Paying Agent, 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 and the Paying Agent 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, 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 (year). [SEAL] ATTEST: Kodiak Island Borough Clerk Section 10: Execution and Authentication. Kodiak Island Borough Mayor (A) 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 Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 9 of 19 ceased to hold office at the time of authentication of the Bond or shall not have held office on the date of the Bond. (B) The Bonds shall bear a certificate of authentication, executed manually by the Paying Agent, in the following form: PAYING AGENT'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Kodiak Island Borough, Alaska, General Obligation Refunding Bonds, 19SE Series A, described in and issued pursuant to the within mentioned Ordinance. as Paying Agent By Authorized Officer Only Bonds bearing such certificate of authentication, duly executed, shall be entitled to any right or benefit under this Ordinance. No Bond shall be valid or obligatory for any purpose until such certificate of authentication thereon shall have been duly executed by the Paying Agent. Such certificate of authentication upon any Bond executed on be- half of the Borough shall be conclusive evidence that the Bond so authenticated has been duly authenticated and delivered under this Ordinance and that the owner thereof is entitled to the benefit of this Ordinance. Section 11: 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. For so long as all outstanding Bonds are held in book entry form under Section 13, payment of principal and interest thereon shall be made as provided in the Letter of Representations. In the event that the Bonds are no longer held in book entry form under Section 13, payment of interest on the Bonds shall be made by check or draft mailed by first class mail to the Registered Owner of record as of the first day of the month of each interest payment date at the address appearing on the Bond Register of the Borough kept at the corporate trust office of the Paying Agent, provided that any owner of Bonds in an aggregate principal amount of $1,000,000 or more may, at its option, receive interest payments by wire transfer at any location within the United States of America upon notice delivered to the Paying Agent not later than the first day of the month of any interest payment date; and principal of the Bonds will be Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 10 of 19 payable at the corporate trust office of the Paying Agent upon presentation and surrender of the Bonds representing such principal. Section 12: Registration. Each of the Borough Manager and the Borough Finance Director is hereby authorized to appoint the Paying Agent for the Bonds. The Paying 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. The term "Paying Agent" shall include any successor or successors thereto. The Paying Agent as Bond registrar shall maintain at its corporate trust office a Bond Register which shall include the names and addresses of the owners or nominees of the owners of the Bonds. Upon presentation for such purpose at said office, the Paying Agent shall, under such reasonable regulations as it may prescribe, register or transfer on the Bond Register any Bonds entitled to registration or transfer. The Borough and the Paying Agent 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 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 Paying Agent shall be affected by any notice to the contrary. Section 13: Securities Depository. (A) The Bonds shall be registered initially in the name of "Cede & Co. ", as nominee of DTC, and shall be issued initially in the form of a single Bond for each maturity of the Bonds in the amount of such maturity. Registered ownership of the Bonds, or any portions thereof, may not thereafter be transferred except (i) to any successor of DTC or its nominee, provided that any such successor shall be qualified under any applicable laws to provide the service proposed to be provided by it; (ii) to any substitute depository's successor; or (iii) to any person as provided in (D) below. (B) Upon the resignation of DTC or its successor (or any substitute depository or its successor) from its functions as depository or a determination by the Borough that it is no longer in the best interest of Beneficial Owners to continue the system of book entry transfers through DTC or its successors (or any substitute depository or its successor), the Borough may appoint a substitute depository. Any such substitute depository shall be qualified under any applicable laws to provide the services proposed to be provided by it. Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 11 of 19 (C) In the case of any transfer pursuant to clause (i) or (ii) of (A) above, the Paying Agent shall, upon receipt of all outstanding Bonds, together with a written request of the Borough and a supply of new Bonds, authenticate a single new Bond for each maturity of Bonds then outstanding, registered in the name of such successor or such substitute depository, or their nominees, as the case may be, all as specified in such written request. (D) In the event that DTC or its successor (or substitute depository or its successor) resigns from its functions as depository, and no substitute depository can be obtained, or the Borough determines that it is in the best interest of the Beneficial Owners that they be able to obtain bond certificates, the ownership of Bonds may then be transferred to any person or entity as provided in this Ordinance and the Bonds shall no longer be held in book entry form. The Borough shall deliver a written request to the Paying Agent, together with a supply of definitive Bonds, to issue Bonds as provided in this Ordinance in any authorized denomination. Upon receipt of all then outstanding Bonds by the Paying Agent, together with a written request of the Borough to the Paying Agent, new Bonds shall be issued and authenticated in such denomina- tions and registered in the names of such persons as are requested in such written request. (E) For so long as the Bonds are held in book entry form under this section, the Borough and the Paying Agent may treat DTC (or its nominee) as the sole and exclusive Registered Owner of the Bonds registered in its name for the purposes of payment of principal of and interest on the Bonds, giving any notice permitted or required to be given to bond owners under this Ordinance, registering the transfer of Bonds, and obtaining any consent or other action to be taken by bond owners and for all other purposes whatsoever; and neither the Borough nor the Paying Agent shall be affected by any notice to the contrary. Neither the Borough nor the Paying Agent shall have any responsibility or obligation to any DTC Participant, any person claiming a beneficial ownership interest in the Bonds under or through DTC or any DTC Participant, or any other person not shown on the registration books of the Paying Agent as being a Registered Owner with respect to the accuracy of any records maintained by DTC or any DTC Participant, the payment by DTC or any DTC Participant of any amount in respect of the principal of or interest on the Bonds, any notice which is permitted or required to be given to bondowners under this Ordinance, or any consent given or other action taken by DTC as bondowner. The Paying Agent shall pay from monies available hereunder all principal of and interest on Bonds only to or upon the order of DTC, and all such payments shall be valid and effective to fully satisfy and discharge the Borough's obligations with Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 12 of 19 respect to the principal of and interest on the Bonds to the extent of the sum or sums so paid. Section 14: Transfer and Exchange. Bonds shall be transferred only upon the books for the registration and transfer of Bonds kept at the corporate trust office of the Paying Agent. 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 Paying Agent, duly executed by the Registered Owner or the duly authorized attorney of the Registered Owner, the Borough shall execute and the Paying Agent shall authenticate and deliver an equal aggregate principal amount of Bonds of the same maturity of any authorized denominations, subject to such reasonable regulations as the Paying Agent 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 Paying Agent. Section 15: Bonds Mutilated, Destroyed, Stolen or Lost. Upon surrender to the Paying Agent of a mutilated Bond, the Borough shall execute and the Paying Agent shall authenticate and deliver a new Bond of like maturity and principal amount. Upon filing with the Paying Agent of evidence satisfactory to the Borough and the Paying Agent that a Bond has been destroyed, stolen or lost and of the ownership thereof, and upon fur- nishing the Borough and the Paying Agent with indemnity satisfactory to them, the Borough shall execute and the Paying Agent shall authenticate and deliver a new Bond of like maturity and principal amount. The person requesting the authentication and delivery of a new Bond under this section shall comply with such other reasonable regulations as the Borough and the Paying Agent may prescribe and pay such expenses as the Borough and the Paying Agent may incur in connection therewith. Section 16: 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 © 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 Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 13 of 19 amount determined by the Borough Manager or the Borough Finance Director shall be deposited in the "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. 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. (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 17: Designation of Refunded Bonds. The Borough Manager and the Borough Finance Director each is authorized to designate which, if any, maturities (and the principal amount from each such maturity) of 1994 Bonds authorized to be refunded in this Ordinance shall be refunded, provided that the refunding of the 1994 Bonds so designated shall realize a debt service savings of at least 2.75 percent of their principal amount, net of all issuance costs and underwriting discount, on a present value basis. Section 18: 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 ordinance 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 19: 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 Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 14 of 19 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 20: Designation as Qualified Tax Exempt Obligations. The Bonds are hereby designated as "qualified tax exempt obligations" in accordance with Section 265(b)(3) of the Code, and the Borough hereby covenants that it shall not issue during the calendar year 1998 more than $ 10,000,000 in aggregate principal amount of tax exempt obligations other than tax exempt obligations described in Section 265(b)(3)(C)(ii) of the Code. Section 21: 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 Tess than 60 percent in aggregate 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 Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 15 of 19 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 22: Defeasance. In the event money and /or non - callable direct obligations of, or obligations the timely payment of principal of and interest on which are unconditionally guaranteed by, the United States of America or an agency or instrumentality of the United States of America, 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 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 Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 16 of 19 shall be deemed not to be outstanding. Section 23: Terms and Sale of Bonds. (A) The Assembly hereby determines that it is in the best interest of the Borough to delegate the authority to approve the terms of the sale of the Bonds as provided herein. Each of the Borough Manager and the Borough Finance Director is hereby authorized to determine the aggregate principal amount, maturity amounts, sinking fund installments, if any, interest rates, yields, dated date, principal and interest payment dates, redemption terms, if any, for the Bonds, and other details of the Bonds; provided that the true interest cost of the Bonds, expressed as an annual rate, does not exceed 6.0 percent. In determining the maturity amounts, sinking fund installments, if any, interest rates, yields, and redemption terms, if any, for the Bonds, the Borough Manager or Borough Finance Director shall, in consultation with the Borough's financial advisor, 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. The Borough Manager and Borough Finance Director each is further authorized to determine, in consultation with the Borough's financial advisor, whether there shall be bond insurance for the Bonds, provided that bond insurance shall be obtained only if the present value of the bond insurance premium will be less than the present value of the expected interest savings on the Bonds as a result of the bond insurance. The authority granted to the Borough Manager and Borough Finance Director by this subsection shall expire 90 days after the effective date of this Ordinance. (B) The Bonds shall be sold at public sale on a date to be determined by the Borough Manager or Borough Finance Director, in accordance with an Official Notice of Sale and Bidding Instructions in substantially the form attached hereto as Exhibit B. The distribution or publication by the Borough of a Summary Notice of Sale in such manner as will, in the judgment of the Borough Manager or Borough Finance Director, give prospective bond purchasers adequate notice of the sale of the Bonds, is hereby approved. Section 24: Official Statement. The distribution of the preliminary Official Statement for the Bonds in substantially the form presented at this meeting is approved. The preliminary Official Statement may be modified as the Borough Manager or Borough Finance Director may determine. The Borough Manager and Borough Finance Director each is hereby authorized to deem the preliminary Official Statement final for purposes of Security and Exchange Commission Rule 15c2- 12(b)(1), and to approve the form Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 17 of 19 of the final Official Statement for the Bonds. Section 25: Authority of Officers. The Mayor, Deputy Mayor, the Manager, the Administrative Official (acting Manager), the Finance Director, the acting Finance Director, the Clerk and the Deputy Clerk of the Kodiak Island Borough 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 26: 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 27: 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 28: 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 in substantially the form attached hereto as Exhibit C. 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 or the Bonds; however, the Beneficial Owner of any Bond may bring an action for specific performance, to cause the Borough to comply with its obligations under this section. Section 29: Letter of Representations. In order to induce DTC to accept the Bonds as eligible for deposit at DTC, the Borough shall execute and deliver the Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 18 of 19 ATTEST: Letter of Representations in substantially the form attached hereto as Exhibit D. Section 30: 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 31: Effective Date. This ordinance shall take effect upon adoption by the Kodiak Island Borough Assembly. ADOPTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH THIS THIRD DAY OF DECEMBER, 1998 KODIAK ISLAND BOROUGH Ct Donna F. Smith, CMC /AAE, Borough Clerk Ste • -ns, :orough Mayor Kodiak Island Borough, Alaska Ordinance No. 98 -28 Page 19 of 19 KODIAK ISLAND BOROUGH ORDINANCE NO. 98 -29 Introduced by: Manager Manninen Requested by: Animal Control Officer Drafted by: Community Development Department Postponed: 12/03/98 Introduced: 02/04/99 Amended: 02/04/98 Amended: 02/18/99 Public Hearing: 02/18/99 Adopted: 02/18/99 AN ORDINANCE AMENDING KODIAK ISLAND BOROUGH CODE OF ORDINANCES TITLE 6 ANIMALS TO REQUIRE OWNER CONTROL OF ALL DOGS WHEREAS, recent Kodiak District Court rulings have interpreted the Kodiak Island Borough Code of Ordinances as not requiring dogs to be under their owner's control; and WHEREAS, Borough Code has long contained language requiring the owner's control of a dog; however, this language is not found in section 6.04.050 Control of animals; and WHEREAS, the City of Kodiak, which provides animal control services to the Kodiak Island Borough under contract, has requested that Borough Code be changed to allow them to legally pick up and impound loose dogs; and WHEREAS, the Borough has received numerous calls from the public requesting that the animal control officer continue to pick up and impound loose dogs; and WHEREAS, revising the language of section 6.04.010 Cruelty to animals will allow for the prosecution of owners who neglect animals, but who are not intentionally or overtly torturing them. NOW, THEREFORE, BE IT ORDAINED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH THAT: Section 1: This ordinance is a general and permanent nature and shall become a part of the Kodiak Island Borough Code of Ordinances. Section 2: Kodiak Island Borough Code of Ordinances 6.04.050 Contro/ of animals is hereby amended to read: 6.04.050 Control of animals. A. The owner or custodian of a fierce, dangerous, or vicious animal shall confine the animal within a building or secure enclosure and shall not take the animal out of such building or enclosure Kodiak Island Borough, Alaska Ordinance No. 98 -29 Page 1 of 2 unless the animal is muzzled and otherwise secured to prevent attacks or feigned attacks. B. A dog or other animal that is unrestrained and not under the immediate control of its owner shall be impounded by a peace officer or animal control officer when found at large on the streets, alleys; or public places within the borough, or on private property in the borough if the officer has the permission of the owner or occupant of the property. [$]C. The owner of a female dog in heat or during ovulation shall keep and maintain the animal confined in a building or secure enclosure, or in a veterinary hospital or boarding kennel, in such manner that the female dog cannot come in contact with a male dog except for planned breeding purposes. [G]D. The owner of animals including cattle, horses, sheep, goats, or other large farm animals shall be responsible for their animals. Owners shall pay the cost of removal of dead animals or animals doing property damage. [D]E. No person may keep or maintain a horse, cow, sheep, goat, pig, or other large farm animal within the borough unless the animal is maintained within a fenced area which is owned or leased by the owner or custodian of the animal and which is not occupied by residential buildings other than the one occupied by the owner or custodian of the animal. Holders of authorized state grazing leases are exempted from this subsection for parcels of land in excess of twenty (20) acres. Section 3: Kodiak Island Borough Code of Ordinances 6.04.230 is hereby amended to read: L. "Immediate Control" means an animal located on the owner's property or other private property with the property, owner's permission; or voice control of an otherwise unrestraine animal. Section 4: Kodiak Island Borough Code of Ordinances 6.04.010 Cruelty to animals is hereby amended to read: 6.04.010 Cruelty to animals. A. No person may [intentionally ]knowingly wound, injure, torment, abuse, mutilate, torture, or inhumanely kill any animal. ATTEST: Kodiak Island Borough, Alaska ADOPTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH THIS EIGHTEENTH DAY OF FEBRUARY, 1999 'th A. Niels en MC Acting g ough Clerk KODIAK ISL /- far �L. 7 ens, OUGH rough Mayor Ordinance No. 98 -29 Page 2 of 2