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Legislation #: 001512 Introduction Date: 11/9/2000
Type: Ordinance Effective Date: 11/26/2000
Sponsor: None
Title: Authorizing the issuance of Subordinated Taxable Airport Revenue Bond (Consolidated Airport Rental Car Facility Project) Series 2000 of the City of Kansas City, Missouri, in the principal amount not to exceed $10,000,000.00; prescribing the form and details of said bond and the covenants and agreements to provide for the payment and security thereof; and authorizing certain actions and documents and prescribing other materials relating thereto

Legislation History
DateMinutesDescription
11/9/2000

Prepare to Introduce

11/9/2000

Referred Finance and Audit Committee

11/15/2000

Advance and Do Pass

11/16/2000

Passed


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ORDINANCE NO. 001512

 

Authorizing the issuance of Subordinated Taxable Airport Revenue Bond (Consolidated Airport Rental Car Facility Project) Series 2000 of the City of Kansas City, Missouri, in the principal amount not to exceed $10,000,000.00; prescribing the form and details of said bond and the covenants and agreements to provide for the payment and security thereof; and authorizing certain actions and documents and prescribing other materials relating thereto.

 

WHEREAS, the City of Kansas City, Missouri (the "City"), is a constitutional charter city and political subdivision duly organized and existing under the laws of the State of Missouri, and owns and operates a revenue producing airport system serving the City and its inhabitants and others; and

 

WHEREAS, in accordance with the provisions of Section 27 of Article VI of the Constitution of Missouri, the Charter of the City of Kansas City, Missouri, and ordinances passed by the Council of the City, an election was duly held in the City on August 8, 2000, at which election there was submitted to the qualified voters of the City the following question:

 

QUESTION

 

SHALL KANSAS CITY, MISSOURI, ISSUE REVENUE BONDS IN THE AMOUNT OF $395,000,000.00 TO BE PAYABLE SOLELY FROM THE REVENUES DERIVED BY THE CITY FROM THE OPERATION OF ITS AIRPORTS AND RELATED FACILITIES, INCLUDING ALL FUTURE EXTENSIONS AND IMPROVEMENTS THERETO, FOR THE PURPOSE OF ACQUIRING LAND, AND FOR CONSTRUCTING, EXTENDING, IMPROVING AND EQUIPPING THE CITY'S AIRPORTS AND RELATED FACILITIES, THE COST OF OPERATION AND MAINTENANCE OF SAID AIRPORTS AND RELATED FACILITIES AND THE PRINICIPAL OF AND INTEREST ON SAID REVENUE BONDS?

 

WHEREAS, pursuant to said ordinance and to the statutes of the State of Missouri, notice of such election was duly prepared, executed and published and such election was duly held in the City on August 8, 2000 (the "Election"); and

 

WHEREAS, the votes cast at the Election on such question were duly canvassed as provided by law and it was found and determined that a majority of the qualified voters of the City voting on the question had voted in favor thereof, the vote on the question having been 24,431 votes in favor of such question to 8,929 votes against the question: and

 

WHEREAS, none of the Bonds authorized by the election have been issued; and

 

WHEREAS, the City has heretofore issued and has outstanding the following series of revenue bonds payable out of the revenues derived from the operation of the Airports (as hereinafter defined):


Series Original Principal Principal Amount Outstanding

Designation Amount as of September 30, 2000

Series 1994A $39,210,000.00 $38,200,000.00

Series 1995 41,020,000.00 35,350,000.00

Series 1997 A 29,495,000.00 29,495,000.00

Series 1999 A 35,260,000.00 31,740,000.00

 

WHEREAS, concurrently with this ordinance, the Council is considering Ordinance No. 001518 which will authorize the collection of a Customer Facility Charge (the "CFC Ordinance") related to use by customers of the Consolidated Airport Rental Car Facility which fee shall become part of the Revenues of the Airports; and

 

WHEREAS, the Council hereby finds and determines that it is necessary and advisable and in the best interests of the City and of its inhabitants at this time to authorize the issuance and delivery of revenue bonds pursuant to the Charter and to provide funds for such purpose as set forth in this ordinance; NOW, THEREFORE,

 

BE IT ORDAINED BY THE COUNCIL OF KANSAS CITY:

 

ARTICLE I

Definitions

 

Section 1.1. Definitions. In addition to the words and terms otherwise defined herein, unless the context shall clearly indicate some other meaning, the words and terms defined in this Section shall for all purposes of this Ordinance have the respective meanings specified in this Section, to wit:

 

"Airports" means the Downtown Airport located in Clay County, Missouri, Kansas City International Airport located in Platte County, Missouri, and any other airport now or hereafter owned and operated by the City.

 

"Bond Counsel" means Gilmore & Bell, P.C. and the Hardwick Law Firm, LLC, or other firm of attorneys nationally recognized on the subject of municipal bonds.

 

"Bondholder" and "Holder" means a Person in whose name a Bond is registered in the Bond Register. When this Ordinance requires or permits consent from, or direction by, Bondholders, such reference shall mean and include those lawfully entitled to take such actions on behalf of the beneficial owners of the Series 2000 Bond at the time in question.

 

"Bond Register" means the register and all accompanying records kept by the Bond Registrar evidencing the registration, transfer and exchange of the Series 2000 Bond.

 

"Bond Registrar" means the office of the City Director of Finance or bank or trust duly appointed by the Director of Finance.

 

"Bond" and "Series 2000 Bond" mean the Subordinated Taxable Airport Revenue Bond (Consolidated Airport Rental Car Facility Project) Series 2000, of the City herein authorized.

 

"Business Day" means any day except Saturday, Sunday, a legal holiday or a day on which banking institutions located in the State of Missouri and New York are authorized by law to close.

 

"CFC Ordinance" means Ordinance No. 001518 which will authorize the collection of a Customer Facility Charge related to use by customers of the Consolidated Airport Rental Car Facility which fee shall become part of the Revenues of the Airport System.

 

"Customer Facility Charge" or "CFC" means the Customer Facility Charge established by CFC Ordinance of the Council, as it may be adjusted from time to time.

 

"City" means the City of Kansas City, Missouri.

 

"Consultant" or "Airport Consultant" means an independent airport consultant or firm of airport consulting engineers having a national reputation for having skill and experience in the development, operation and management of airports.

 

"Fiscal year" or "operating year" means the City's fiscal year or operating year then in effect.

 

"General Improvement Airport Revenue Bonds" means all revenue bonds now or hereafter issued payable from the general revenues of the Airports.

 

"Governing Body" or "Council" means the Council of the City.

 

"Interest Payment Date" means the Stated Maturity of an installment of interest on the Series 2000 Bond.

 

"Kansas City Airports Fund" means the fund established by Committee Substitute for Ordinance No. 17944 of the City passed on June 16, 1954.

 

"Maturity" with respect to any Bond means the date on which the principal of such Bond becomes due and payable as therein or herein provided, whether at the Stated Maturity of such Bond or by declaration of acceleration, call for redemption or otherwise.

 

"1967 Ordinance" or "Ordinance No. 34153" means Committee Substitute for Ordinance No. 34153 of the City, adopted on July 14, 1967, authorizing the Series 1967 Bonds.

 

"1994A Ordinance" means Committee Substitute for Ordinance No. 941518.

 

"1995 Ordinance" means Committee Substitute for Ordinance No. 951568.

 

"1997A Ordinance" means Committee Substitute for Ordinance No. 970206.

"1999A Ordinance" means Committee Substitute for Ordinance No. 990990, as amended.

 

"Ordinance", "this Ordinance", "hereof", "herein", "hereto" and similar terms shall refer to this Ordinance of the City authorizing the Series 2000 Bond, as originally executed or as it may be supplemented or amended from time to time.

 

"Outstanding" when used with respect to the Series 2000 Bond means, as of the date of determination, all of the Series 2000 Bond theretofore executed, authenticated and delivered under this Ordinance, except:

 

(i) any portion of the Series 2000 Bond theretofore fully paid by the Paying Agent to the registered holders as described in Section 2.4 hereof or canceled by the Bond Registrar or delivered to the Bond Registrar for cancellation;

 

(ii) any portion of the Series 2000 Bond that has been defeased by the deposit of funds or qualified securities with the Paying Agent or other qualified party in compliance with this Ordinance; and

 

(iii) Series 2000 Bond in exchange for or in lieu of which another Series 2000 Bond has been authenticated and delivered pursuant to this Ordinance.

 

"Outstanding Senior Bonds" means the Series 1994A Bonds, the Series 1995 Bonds, the Series 1997A Bonds and the Series 1999A Bonds Outstanding on the date of the issuance and delivery of the Series 2000 Bond, and any additional parity bonds issued pursuant to Section 8.1 of this Ordinance.

 

"Paying Agent" means the Office of the Director of Finance of the City or bank or trust duly appointed by the Director of Finance.

 

"Person" means any individual, corporation, partnership, joint venture, association, joint-stock company, trust, unincorporated organization or government or any agency or political subdivision thereof.

 

"Project" means the acquisition, construction and equipping of a consolidated rental car facility and related maintenance and parking facilities, and other facilities or equipment necessary to transport customers from the airport terminal to and from the consolidated rental car facility.

 

"Redemption Date" when used with respect to any Bond to be redeemed means the date fixed for redemption pursuant to this Ordinance.

 

"Redemption Price" when used with respect to any Bond to be redeemed means the price at which it is to be redeemed pursuant to this Ordinance.

 

"Registration Date" means the effective date of registration of a Bond as evidenced by the Bond Registrar in the Certificate of Authentication appearing on the Bond.

 

"Record Date" for the interest payable on any Interest Payment Date means the fifteenth calendar day (whether or not a business day) of the month next preceding such Interest Payment Date.

 

"Revenues" means the revenues derived and to be derived by the City from the operation of the Airports and deposited in the Kansas City Airports Fund.

 

"Senior Bond Ordinances" means the 1994A Ordinance, 1995 Ordinance, 1997A Ordinance and the 1999AOrdinance.

 

"Series 1994A Bonds" means the Outstanding General Improvement Airport Revenue Bonds, Series 1994A, authorized by the l994A Ordinance.

 

"Series 1995 Bonds" means the Outstanding General Improvement Airport Revenue Bonds, Series 1995, authorized by the 1995 Ordinance.

 

"Series 1997A Bonds" means the Outstanding General Improvement Airport Refunding Revenue Bonds, Series 1997A authorized by the 1997A Ordinance.

 

"Series 1999A Bonds" means the Outstanding General Improvement Airport Refunding Revenue Bonds, Series 1999A, authorized by the 1999A Ordinance.

 

"Stated Maturity" when used with respect to any Bond or any installment of interest thereon means the date specified in Section 2.2 of this Ordinance as the fixed date on which the principal of such Bond or such installment of interest is due and payable.

 

ARTICLE II

The Series 2000 Bond

 

Section 2.1. Authorization of and Security for the Series 2000 Bond. For the purpose of providing funds to pay the cost of the acquisition, construction and equipping of the Project, there shall be issued and is hereby authorized and directed to be issued a Subordinated Taxable Airport Revenue Bond (Consolidated Airport Rental Car Facility Project) Series 2000, in the aggregate principal amount not to exceed $10,000,000.00.

 

The Series 2000 Bond shall be a special obligations of the City payable solely from, and secured as to payment of principal and interest by a pledge of, the Revenues derived from the operation of the Airports, and deposited in the Kansas City Airports Fund and not from any other fund or source, and the taxing power of the City is not pledged to the payment of the Series 2000 Bond either as to principal or interest. The Series 2000 Bond shall not be or constitute a general obligation of the City, nor shall it constitute an indebtedness of the City within the meaning of any constitutional, statutory or charter provision, limitation or restriction.

The Series 2000 Bond shall be junior and subordinate with respect to the payment of principal, premium, if any, and interest from the Revenues derived by the City from the operation of the Airports and in all other respects to the Outstanding Senior Bonds. The Series 2000 Bond shall not have any priority with respect to the payment of principal or interest from said Revenues or otherwise over the additional subordinated bonds of the City hereafter issued in accordance with the provisions of this Ordinance and standing on a parity with the Series 2000 Bond.

 

Section 2.2. Description of the Series 2000 Bond. The Series 2000 Bond will be issued as one fully registered typewritten Bond. The Series 2000 Bond shall be dated December 1, 2000, and shall mature on September 1, 2025. The Series 2000 Bond shall bear interest at the rate set forth in the ordinance establishing the interest rate for the Series 2000 Bond from the most recent Interest Payment Date to which interest has been paid in full or, if no interest has been paid, from December 1, 2000. Interest on the Series 2000 Bond shall be payable on September 1, 2001, and thereafter semiannually on March 1 and September 1 in each year.

 

Section 2.3. Method and Place of Payment of Principal of and Interest on the Series 2000 Bond; Interest Rights Preserved. The principal of and interest (computed on the basis of a 360-day year of twelve 30-day months) on the Series 2000 Bond shall be payable in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. Payment of the interest on the Series 2000 Bond shall be made by the Paying Agent on each Interest Payment Date to the Person appearing as the Holder thereof in the Bond Register at the close of business on the Regular Record Date next preceding said Interest Payment Date, by check or draft in next day funds mailed to the Holder's address as it appears in the Bond Register. The principal of the Series 2000 Bond shall be payable to or for the account of the Bondholder upon the presentation and surrender of such Bond at its Maturity at the principal office of the Paying Agent.

 

Payment of principal of and interest on the Series 2000 Bond may be made by such other method of transferring funds as may be requested by the Holder of the Bond.

 

Subject to the foregoing provisions of this Section, each Series 2000 Bond delivered under this Ordinance upon transfer of or in exchange for or in lieu of any other Bond shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond.

 

Section 2.4. Execution, Authentication and Delivery of the Series 2000 Bond. The Series 2000 Bond shall be executed on behalf of the City by the manual or facsimile signature of its Mayor and attested by the manual or facsimile certificate of its City Clerk and countersigned by the manual or facsimile signature of the Director of Finance of the City, and shall have the seal of the City affixed thereto or imprinted thereon. In the event any officer whose signature or facsimile thereof appears on any Bond shall cease to be such officer before the delivery of such Bond, such signature or facsimile thereof shall nevertheless be valid and sufficient for all purposes, the same as if such person had remained in office until delivery. Any Bond may be executed by such persons as at the actual time of the execution of such Bond shall be the proper officers to sign such Bond although at the original date of such Bond such persons may not have been such officers.

The Series 2000 Bond shall have endorsed thereon a Certificate of Authentication substantially in the form hereinafter set forth which shall have the Registration Date inserted and shall be manually executed by the Bond Registrar.

 

No Bond shall be entitled to any security or benefit under this Ordinance or shall be valid or obligatory for any purpose unless and until such Certificate of Authentication shall have been duly executed by the Bond Registrar by manual signature. Such executed Certificate of Authentication upon any Bond shall be conclusive evidence that such Bond has been duly authenticated and delivered under this Ordinance and that such Bondholder has been entered on record in the Bond Register kept by the Bond Registrar. The Certificate of Authentication shall be deemed to have been duly executed if the Registration Date has been inserted and if it has been signed and dated by any authorized officer or employee of the Bond Registrar.

 

The Mayor and City Clerk are hereby authorized and directed to prepare and execute the Series 2000 Bond in the manner hereinbefore specified, and when the Series 2000 Bond have been duly registered with the Bond Registrar, the Director of Finance is hereby authorized and directed to deliver the Series 2000 Bond to the original purchasers thereof upon the payment of the purchase price of the Series 2000 Bond and accrued interest to the date of payment and delivery.

 

Section 2.5. Registration, Transfer and Exchange of Series 2000 Bond. So long as any of the Series 2000 Bond remains Outstanding, the City shall cause the Bond Register to be kept at the principal office of the Bond Registrar and the Series 2000 Bond and transfers and exchanges thereof shall be fully registered in the name of the Holder as to both principal and interest in the Bond Register.

 

The Series 2000 Bond may be transferred in the Bond Register only upon surrender thereof to the Bond Registrar with (i) an executed investment letter satisfactory to the City and (ii) a written instrument of transfer duly executed by the Holder thereof or his attorney or legal representative in such form as shall be satisfactory to the Bond Registrar. Upon any such transfer, the City shall execute and the Bond Registrar shall authenticate and deliver in exchange for such Bond a new Series 2000 Bond or Bonds, registered in the name of the transferee, of any denomination or denominations authorized by this Ordinance in an aggregate principal amount equal to the principal amount of such Bond, of the same Stated Maturity and bearing interest at the same rate.

 

The Series 2000 Bond, upon surrender thereof at the principal office of the Bond Registrar, together with an assignment duly executed by the Holder thereof or his attorney or legal representative in such form as shall be satisfactory to the Bond Registrar, may, at the option of the Holder thereof, be exchanged for an equal aggregate principal amount of the Series 2000 Bond, of any denomination or denominations authorized by this Ordinance, and bearing interest at the same rate.

 

In all cases in which the Series 2000 Bond shall be exchanged or transferred hereunder, the City shall execute and the Bond Registrar shall authenticate and deliver at the earliest practicable time a Series 2000 Bond in accordance with the provisions of this Ordinance. All Series 2000 Bond surrendered in any such exchange or transfer shall forthwith be canceled by the Bond Registrar. No service charge shall be made to any Bondholder for registration, transfer or exchange of the Series 2000 Bond, but the City or the Bond Registrar may make a charge for every transfer or exchange of the Series 2000 Bond sufficient to reimburse it or them for any tax or other governmental charge required to be paid with respect to such transfer or exchange, and such charges shall be paid before any such transfer or exchange shall be completed.

 

The City and the Bond Registrar shall not be required (i) to issue, transfer or exchange any Bond during a period beginning at the opening of business 15 days preceding the date of mailing of a notice of redemption for the Series 2000 Bond selected for redemption under Section 3.1 and ending at the close of business on the day of such mailing; (ii) to transfer or exchange any Bond so selected for redemption in whole or in part; or (iii) to issue, transfer or exchange any Bond during a period beginning at the opening of business on the day after receiving written notice from the City of its intent to pay Defaulted Interest and ending at the close of business on the date fixed for the payment of Defaulted Interest pursuant to Section 2.3 of this Ordinance.

 

Section 2.6. Persons Deemed Owners of Series 2000 Bond. The Person in whose name any Bond shall be registered shall be deemed and regarded by the City, the Bond Registrar and the Paying Agent as the absolute owner thereof, whether such Bond shall be overdue or not, for the purpose of receiving payment therefor or on account thereof and for all purposes, and neither the City, the Bond Registrar nor the Paying Agent shall be affected by notice to the contrary. Payment of or on account of the principal of, premium, if any, and interest on any Bond shall be made only to or upon the order of the Holder thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond, including the interest thereon, to the extent of the sum or sums so paid.

 

Section 2.7. Mutilated, Lost, Stolen or Destroyed Series 2000 Bond. In the event the Series 2000 Bond shall become mutilated, or be lost, stolen or destroyed, the City shall execute and the Bond Registrar shall authenticate and shall deliver a new Bond of like date and tenor as the Bond mutilated, lost, stolen or destroyed; provided that, in the case of any mutilated Bond, such mutilated Bond shall first be surrendered to the Bond Registrar, and in the case of any lost, stolen or destroyed Bond, there shall be first furnished to the City and the Bond Registrar evidence of such loss, theft or destruction satisfactory to the City and the Bond Registrar, together with indemnity satisfactory to them to save each of them harmless, and provided further that any applicable statutory requirements pertaining to mutilated, lost, stolen or destroyed Series 2000 Bond are met. In the event any such Bond shall have matured, instead of issuing a substitute Bond the City may pay or authorize the payment of the same without surrender thereof. Upon the issuance of any substitute Bond, the City and the Bond Registrar may require the payment of an amount sufficient to reimburse the City and the Bond Registrar for any tax or other governmental charge that may be imposed in relation thereto and any other reasonable fees and expenses incurred in connection therewith. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, stolen or destroyed Series 2000 Bond.

 

Section 2.08. Cancellation and Destruction of Series 2000 Bond Upon Payment. The Series 2000 Bond that has been paid or redeemed or that otherwise has been surrendered to the Paying Agent, either at or before Maturity, shall be cancelled by the Paying Agent immediately upon the payment, redemption and surrender thereof to the Paying Agent and subsequently destroyed in accordance with the customary practices of the Paying Agent and applicable retention laws.

 

ARTICLE III

Redemption of Series 2000 Bond

 

Section 3.1. Redemption of Series 2000 Bond Prior to Stated Maturity. The Series 2000 Bond shall be subject to redemption and payment prior to its Stated Maturity at the option of the City in whole or in part at any time at the Redemption Price equal to 100% of the principal amount being redeemed plus accrued interest thereon to the Redemption Date.

 

The Bond Registrar shall call the Series 2000 Bond for redemption and payment as herein provided upon receipt by the Bond Registrar at least 45 days prior to the Redemption Date of a written request of the City. Such request shall specify the principal amount of the Series 2000 Bond to be called for redemption and its Stated Maturities, the Redemption Price or Prices and the Redemption Date.

 

The Series 2000 Bond shall be redeemed in the principal amount of $100,000.00 or any integral multiple thereof. In the case of a partial redemption of the Series 2000 Bond, the Series 2000 Bond to be redeemed shall be submitted to the Paying Agent and delivered to the Bond Registrar, who shall authenticate and deliver to the Holder of such Series 2000 Bond, without service charge, a new Series 2000 Bond, of any authorized denomination as requested by such Holder in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Series 2000 Bond so surrendered.

 

Unless waived by the Holder of the Series 2000 Bond, the Bond Registrar shall give written notice in the name of the City of its intention to redeem and pay such Series 2000 Bond at the office of the Paying Agent not less than 30 days nor more than 45 days prior to the Redemption Date, to the Holder of the Series 2000 Bond at its address appearing in the Bond Register.

 

The failure of the Holder of any Bond to be redeemed to receive written notice mailed pursuant hereto shall not affect or invalidate the redemption of said Bond. If any Bond is called for redemption and payment as aforesaid, all interest on such Bond shall cease from and after the date for which such call is made, provided funds are made available to the Paying Agent for its payment on the Redemption Date at the Redemption Price.

 

ARTICLE IV

Form of Series 2000 Bond

 

Section 4.1. Form of Series 2000 Bond. The Series 2000 Bond and the Bond Registrar's Certificate of Authentication to be endorsed thereon shall be in substantially the form set forth in this Section. The Series 2000 Bond may have endorsed thereon such legends or text as may be necessary or appropriate to conform to any applicable rules and regulations of any governmental authority or any custom, usage or requirement of law with respect thereto.

 

 

(FORM OF SERIES 2000 BOND)

 

THIS BOND MAY ONLY BE TRANSFERRED IN ACCORDANCE WITH AN INVESTMENT LETTER SATISFACTORY TO THE CITY OF KANSAS CITY, MISSOURI.

 

UNITED STATES OF AMERICA

 

STATE OF MISSOURI

 

CITY OF KANSAS CITY

 

SUBORDINATED TAXABLE AIRPORT REVENUE BOND

(CONSOLIDATED AIRPORT RENTAL CAR FACILITY PROJECT)

SERIES 2000

 

REGISTERED REGISTERED

NUMBER $_______________

 

Interest Maturity

Rate: Date: Dated Date: CUSIP

 

___% September 1, 2025 December 1, 2000

 

REGISTERED HOLDER: CEDE & CO.

 

PRINCIPAL AMOUNT: DOLLARS

 

THE CITY OF KANSAS CITY, MISSOURI (the "City"), for value received, promises to pay, but only from the sources and in the manner hereinafter described, to the Registered Holder identified above, or registered assigns, on the Maturity Date identified above, unless called for redemption prior to maturity, the Principal Amount identified above and to pay interest thereon from said sources at the Interest Rate per annum specified above from the most recent interest payment date to which interest has been paid in full or, if no interest has been paid, from December 1, 2000, said interest being payable on September 1, 2001, and thereafter semiannually on March 1 and September 1 in each year. The Principal Amount of redemption premium, if any, and interest (computed on the basis of a 360-day year of twelve 30 day months) on this Bond are payable in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. Interest on this Bond will be paid by check or draft mailed or wire transferred to the person in whose name this Bond (or one or more predecessor Bonds) is registered in the Bond Register maintained by the Bond Registrar at the close of business on the fifteenth calendar day of the month next preceding each interest payment date (the "Regular Record Date"). Interest not punctually paid will be paid as otherwise provided in the Ordinance. The Principal Amount and redemption premium, if any, are payable by check or draft mailed or wire transferred to the Registered Holder upon presentation and surrender hereof at the principal office of the Paying Agent; provided, however, that upon a partial redemption of the Series 2000 Bond which results in the stated amount hereof being reduced, the registered owner hereof may make a notation on the panel provided herein of such redemption, stating the amount so redeemed or may return the Bond to the Bond Registrar in exchange for a new Bond, authenticated by the Bond Registrar, in proper principal amount. Such notation, if made by the Bondholder, shall be for reference only, and may not be relied upon by any other person as being in any way determinative of the principal amount of such Bond Outstanding, unless the Registrar has initialed the appropriate column of the panel.

 

THIS SERIES 2000 BOND is one of a duly authorized issue of fully registered bonds of the City designated "Subordinated Taxable Airport Revenue Bond (Consolidated Airport Rental Car Facility Project) Series 2000", aggregating the principal amount of $10,000,000.00 (the "Series 2000 Bond"), issued for the purpose of paying the cost of the acquisition, construction and equipping of a consolidated rental car facility and related maintenance and parking facilities and other facilities or equipment necessary to transport customers from the airport terminal to and from the consolidated rental car facility of the City under the authority of and in full compliance with the constitution and laws of the State of Missouri, including the Charter of the City, and pursuant to an ordinance duly adopted by the Council of the City authorizing the issuance and delivery of the Series 2000 Bond (the "Ordinance").

 

THE SERIES 2000 BOND is a special obligation of the City payable solely from, and secured as to the payment of principal and interest by a pledge of, the revenues derived by the City from the operation of the City's Airports including Kansas City International Airport, Kansas City Downtown Airport and any other airport now or hereafter owned and operated by the City and accruing to the Kansas City Airports Fund, and the bonds may be so issued only in accordance with and subject to the covenants, conditions and restrictions relating thereto set forth in the Ordinance.

 

THE SERIES 2000 BOND shall be subject to redemption and payment prior to its scheduled Maturity Date at the option of the City in whole or in part at any time in integral multiples of $100,000.00, at the principal amount thereof plus accrued interest thereon to the date of redemption and payment without premium.

 

IN THE EVENT the Series 2000 Bond or any part thereof is called for redemption as aforesaid, written notice thereof will be given by first class mail mailed not less than 30 days nor more than 45 days prior to the redemption date to each Registered Holder of the Series 2000 Bond to be redeemed. The Series 2000 Bond or any part thereof so called for redemption will cease to bear interest on the specified redemption date provided funds or certain securities in which such funds are invested for their redemption are on deposit with the Paying Agent on such redemption date for timely payment to the Bondholders, and will no longer be secured by the Ordinance and will not be deemed to be outstanding under the provisions of the Ordinance.

 

THE CITY hereby covenants with the Registered Holder of this Bond to keep and perform all covenants and agreements contained in the Ordinance, and the City will fix, establish, maintain and collect such reasonable rentals, rates, fees and charges for the use and occupancy of its Airports and for the services and facilities thereof, as will produce revenues sufficient to operate and maintain the Airports, to pay the principal of and interest on the Outstanding Senior Bonds, as defined in the Ordinance, and the Series 2000 Bond as and when the same become due and to provide reasonable and adequate reserve funds. Reference is made to the Ordinance for a description of the covenants and agreements made by the City with respect to the collection, segregation and application of the revenues of the City's Airports, the nature and extent of the security for the Series 2000 Bond, the rights, duties and obligations of the City with respect thereto, and the rights of the Registered Holders thereof.

 

THIS BOND is transferable, as provided in the Ordinance, only in the Bond Register of the City kept for that purpose at the office of the Bond Registrar with (i) an executed investment letter satisfactory to the City and (ii) a written instrument of transfer satisfactory to the Bond Registrar duly executed by the Registered Holder hereof or his duly authorized attorney or legal representative, and thereupon a new Bond or Bonds in the same aggregate principal amount shall be issued to the transferee in exchange therefor subject to the conditions provided in the Ordinance. The Series 2000 Bond for each maturity are issuable only in the form of fully registered bonds without coupons in the denomination of $100,000.00 or any integral multiple thereof. The Registered Holder of any Bond or Bonds may surrender the same in exchange for an equal aggregate principal amount of Bonds of any authorized denomination in the manner and subject to the conditions provided in the Ordinance. No service charge will be made for any such transfer or exchange, but the Bond Registrar or City may require payment of any tax or governmental charge in connection therewith. The City, the Bond Registrar and the Paying Agent may deem and treat 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 Amount or redemption price hereof and interest due hereon and for all other purposes.

 

THIS BOND shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Ordinance until the Certificate of Authentication hereon shall have been dated and executed by the Bond Registrar.

 

IT IS HEREBY CERTIFIED AND DECLARED that all acts, conditions and things required to exist, happen and be performed precedent to and in the issuance of the Series 2000 Bond have existed, happened and been performed in due time, form and manner as required by law.

 

IN WITNESS WHEREOF, THE CITY OF KANSAS CITY, MISSOURI, has executed this Bond by causing it to be signed by the manual or facsimile signature of its Mayor, attested by the manual or facsimile signature of its City Clerk, and countersigned by the manual or facsimile signature of its Director of Finance, has caused its seal to be affixed hereto or printed hereon, and has caused this Bond to be dated December 1, 2000.

CITY OF KANSAS CITY, MISSOURI

 

 

[SEAL] By:___________________________

Mayor

ATTEST:

 

______________________

City Clerk

 

COUNTERSIGNED

 

____________________________

Director of Finance

 

 

CERTIFICATE OF AUTHENTICATION

 

This Bond is one of the Series 2000 Bond described in the within mentioned Ordinance.

 

REGISTRATION DATE:________________ [Bond Registrar]

 

 

CITY OF KANSAS CITY, MISSOURI

 

By:______________________________

Authorized Officer or Signatory

 

ASSIGNMENT

 

FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s) and transfer(s) unto

 

_________________________________________________

(Social Security or Other Identifying Number of Transferee)

_________________________________________________

(Please Print or Typewrite Name and Address of Transferee)

 

_________________________________________________

 

the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints _______________________ Attorney to transfer the within Bond on the Bond Register kept by the Bond Registrar with full power of substitution in the premises.

 

DATED: ________________________

NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever.

 

Signature Guaranteed:

 

____________________________________

NOTICE: Signature(s) must be guaranteed by an eligible guarantor institution as defined by SEC Rule 17Ad-15 (17 CFR 240.17Ad-15).

 

By: _______________________________

Authorized Officer

 

 

 

ARTICLE V

Funds and Accounts

 

Section 5.1. Disposition of Bond Proceeds, Construction Account. The principal amount received from the sale of the Series 2000 Bond shall be deposited in a separate account designated the "Series 2000 Consolidated Airport Rental Car Facility Subordinated Taxable Revenue Bond Construction Account" (the "Construction Account"), and shall be used by the City solely to pay part of the cost of the Project in accordance with the plans and specifications prepared by the City's engineers-architects, hereinbefore referred to, including any alterations therein or amendments thereto hereafter made by said engineers-architects and approved by the Council and pay the costs of issuing the Series 2000 Bond. Amounts paid or incurred by the City on account of preliminary costs of the improvements, including the cost of plans incident to the sale, execution and delivery of the Series 2000 Bond authorized for the purpose of making such improvements may be considered a part of the cost of said improvements and paid from the Construction Account on Certificate by the Director of Finance after the approval of such amounts by the Director of City's Aviation Department. All other withdrawals from the Construction Account shall be made only on duly authorized and executed warrant therefor, accompanied by a certificate executed by the City's engineers-architects that such payment is being made for a purpose within the scope of this Ordinance and that the amount of such payment does not exceed the contract price of the equipment, labor, materials or service being paid for, or, if such payment is not being made pursuant to an express contract, that such payment is not in excess of the reasonable value thereof.

 

Said certificates shall be retained by the City until after completion of the Project as certified by the engineers-architects and shall be open for inspection by any Holder of the Series 2000 Bond or any duly authorized agent of any Bondholder.

 

Upon the completion of the Project, any surplus remaining in the Construction Account shall be deposited in and credited to the Subordinated Bond Principal and Interest Account created by Section 5.4 of this Ordinance.

Any amount received by the City on account of accrued interest and premium, if any, on the Series 2000 Bond shall be credited to the Subordinated Bond Principal and Interest Account created by Section 5.4 of this Ordinance.

 

Section 5.2. Kansas City Airports Fund. So long as any of the Outstanding Senior Bonds or the Bonds remain Outstanding and unpaid, the City covenants and agrees that all Revenues derived and to be derived by the City from the operation of the Airports including all Revenues derived by the City from all additions, extensions, enlargements and improvements of the Airports hereafter made or acquired including any revenues collected and received pursuant to the CFC Ordinance approved by the Council, excluding (i) any revenues under the Lease Agreement by and between the City and Host International, Inc. dated the 19th day of June, 1980, as amended, (ii) any revenues attributable to Passenger Facility Charges authorized under Part 158 of the Code of Federal Regulations, and (iii) any revenues under any other special facilities agreement and ground lease heretofore or hereafter entered into by and between the City and any airline (or, once the Series 1994A Bonds, the Series 1995 Bonds, the Series 1997A Bonds and the Series 1999A Bonds are no longer Outstanding, any other tenants of the Airport) serving the City pledged to the payment of special facilities airport revenue bonds issued by the City to finance the cost of constructing special facilities to be leased to such airline or other tenant, subject, however, to any liens upon or claims against the revenues of any such extensions existing at the time of the acquisition thereof by the City, will be paid and deposited promptly in the Kansas City Airports Fund, and will be segregated and kept separate and apart from the other revenues and funds of the City.

 

Section 5.3. Ratification of Funds and Accounts. The establishment by Ordinance No. 34153 of the City of separate accounts in the Department of Finance of the City known respectively as the

 

(a) "Reserve Operation and Maintenance Account", now known as the "Airlines Operation and Maintenance Account" and

 

(b) "Extension and Bond Retirement Account"

 

is ratified and confirmed. The Deferred Maintenance and Replacement Account established by the 1967 Ordinance is also ratified and confirmed and shall be maintained and applied as provided therein for so long as any of the Series 1994A Bonds, the Series 1995 Bonds or the Series 1997 Bonds remain Outstanding.

 

The establishment in the Department of Finance of the City by the 1994A Ordinance of two separate accounts known respectively as the:

 

(c) "Principal and Interest Account for General Improvement Airport Revenue Bonds, Series 1994A," dated November 15, 1994", and

(d) "Reserve Account for General Improvement Airport Revenue Bonds, Series 1994A," dated November 15, 1994",

 

is ratified and confirmed.

 

The establishment in the Department of Finance of the City by the 1995 Ordinance of two separate accounts known respectively as the:

 

(e) "Principal and Interest Account for General Improvement Airport Refunding Revenue Bonds, Series 1995," dated December 15, 1995", and

 

(f) "Reserve Account for General Improvement Airport Refunding Revenue Bonds, Series 1995," dated December 15, 1995",

 

is ratified and confirmed.

 

The establishment in the Department of Finance of the City by the 1997A Ordinance of two separate accounts known respectively as the:

 

(g) "Principal and Interest Account for General Improvement Airport Revenue Refunding Bonds, Series 1997A," dated March 15, 1997, and

 

(h) "Reserve Account for General Improvement Refunding Revenue Bonds, Series 1997A," dated March 15, 1997,

 

is ratified and confirmed.

 

The establishment in the Department of Finance of the City by the 1999A Ordinance of two separate accounts known respectively as the:

 

(i) "Principal and Interest Account for General Improvement Airport Revenue Refunding Bonds, Series 1999A," dated August 15, 1999, and

 

(j) "Reserve Account for General Improvement Refunding Revenue Bonds, Series 1999A," dated August 15, 1999,

 

is ratified and confirmed.

 

The accounts referred to in paragraphs (c) and (d) shall be maintained and administered by the City in accordance with the provisions of the 1994A Ordinance so long as any of the Series 1994A Bonds remain outstanding. The accounts referred to in paragraphs (e) and (f) shall be maintained and administered by the City in accordance with the provisions of the 1995 Ordinance so long as any of the Series 1995 Bonds remain outstanding. The accounts referred to in paragraphs (g) and (h) shall be maintained and administered by the City in accordance with the 1997A Ordinance so long as any of the Series 1997A Bonds remain outstanding. The accounts referred to in paragraphs (i) and (j) shall be maintained and administered by the City in accordance with the 1999A Ordinance so long as any of the Series 1999A Bonds remain outstanding. The accounts referred to paragraphs 5.3(a) and 5.3(b) shall be maintained and administered by the City so long as any of the Outstanding Senior Bonds remain outstanding.

 

Section 5.4. Creation of Subordinated Bond Accounts. In addition to the accounts aforesaid, there are hereby created and ordered to be established in the Department of Finance of the City a separate account to be known respectively as the "Subordinated Bond Principal and Interest Account, Series 2000" hereinafter sometimes called the "Subordinated Bond Principal and Interest Account."

 

Section 5.5. Application of Moneys in Fund and Accounts. The City covenants and agrees that so long as any of the Bonds remain Outstanding, money paid and deposited in the Kansas City Airports Fund heretofore established by the City will be administered and disposed of as follows:

 

(a) The City shall first pay or make provision for the payment each month of the reasonable and proper expenses of operating and maintaining the Airports for the current month, and keeping said Airports and the equipment and facilities thereof in good repair and operating condition including normal repairs and replacements, said expenses including, without limiting the generality of the foregoing, salaries, wages, public utility services and insurance. All of such expenditures shall be made in accordance with the provisions of the then current annual budget of the City prepared and adopted as provided in the City's Charter and ordinances duly passed relating thereto and in amounts not in excess of the amounts specified in said budget.

 

(b) After paying or making provisions for the payment, each month, of the reasonable and proper expenses of operating and maintaining the Airports as hereinbefore provided in paragraph (a) of this Section, the City shall next pay into the Airlines Operation and Maintenance Account any amounts required by the provisions of Ordinance No. 34153.

 

(c) After paying or making provision for the payment, each month, of the amounts required to be paid and credited from the Kansas City Airports Fund pursuant to subparagraphs (a) and (b) of this Section, the City shall next pay and credit monthly from the Kansas City Airports Fund (i) to the "Principal and Interest Account for General Improvement Airport Revenue Bonds, Series 1994A, dated November 15, 1994," created by the 1994A Ordinance, so long as any of the Series 1994A Bonds remain outstanding, all amounts required to be so paid and credited by the provisions of the 1994A Ordinance, (ii) to the "Principal and Interest Account for General Improvement Airport Revenue Bonds, dated December 15, 1995," created by the 1995 Ordinance, so long as any of the Series 1995 Bonds remain outstanding, all amounts required to be so paid and credited by the provisions of the 1995 Ordinance, (iii) to the "Principal and Interest Account for General Improvement Airport Revenue Refunding Bonds, Series 1997A dated March 15, 1997" created by the 1997A Ordinance so long as any of the Series 1997A Bonds remain Outstanding any amounts required by the 1997A Ordinance, and (iv) to the Principal and Interest Account for General Improvement Airport Refunding Revenue Bonds, Series 1999A dated August 15, 1999" created by the 1999A Ordinance so long as any of the Series 1999A Bonds remain Outstanding any amounts required by the 1999A Ordinance.

 

(d) After all amounts at the time required to be paid and credited from the Kansas City Airports Fund under the provisions of paragraph (c) of this Section shall have been so paid and credited, the City shall next pay and credit monthly from the Kansas City Airports Fund (i) to the "Reserve Account for General Improvement Airport Revenue Bonds, Series 1994A, dated November 15, 1994" created by the 1994A Ordinance, so long as any of the Series 1994A Bonds remain outstanding, any amounts required by the 1994A Ordinance, (ii) to the "Reserve Account for General Improvement Airport Revenue Refunding Bonds, dated December 15, 1995," created by the 1995 Ordinance, so long as any of the Series 1995 Bonds remain outstanding, any amounts required by the 1995 Ordinance, (iii) to the "Reserve Account for General Improvement Airport Refunding Revenue Bonds, Series 1997A, dated March 15, 1997" created by the 1997A Ordinance so long as any of the Series 1997A Bonds remain Outstanding any amounts required by the 1997A Ordinance, and (iv) to the "Reserve Account for General Improvement Airport Refunding Revenue Bonds, Series 1999A, dated August 15, 1999" created by the 1999A Ordinance, so long as any of the Series 1999A Bonds remain outstanding, any amounts required by the 1999A Ordinance,

 

(e) When and after the City shall have made all payments and credits from the Kansas City Airports Fund and the Bond Reserve Account required at the time to be made under the provisions of this Section, all remaining monies in the Kansas City Airports Fund shall be paid and credited monthly to the Extension and Bond Retirement Account. To the extent not required to be deposited in accordance with (a) to (d) above, Revenues attributable to the Customer Facility Charge which are available for deposit to the Extension and Bond Retirement Account shall be deposited into the appropriate subordinated bond account created in Sections 5.1 and 5.4 of this Ordinance.

 

Except as hereinafter provided, monies in the Extension and Bond Retirement Account shall be used solely for the following purposes or any of them as determined by the Governing Body of the City:

 

(i) Paying the cost of operation, maintenance and repair of the Airports to the extent that such payment shall be necessary after the application of moneys held in the Kansas City Airports Fund and available for said purpose under the provisions of paragraph (a) of this Section.

 

(ii) Anticipating payments into or increasing the amounts of the Principal and Interest Account, the Bond Reserve Account or the Deferred Maintenance and Replacement Account, or any of them, or establishing or increasing the amount of any interest and principal account or bond reserve account created or established by the City for the payment of any general improvement airport revenue bonds of the City hereafter issued in conformity with the provisions hereinafter contained and standing on a parity with the bonds herein authorized.

 

(iii) Paying the cost of enlarging, extending or improving the general facilities of the Airports or any of them, including the acquisition of additional land, buildings, equipment and facilities, whether by construction, purchase or otherwise, including acquisition by operation of law from other governmental agencies and the assumption of the obligations thereof.

 

(iv) Calling for redemption and payment or purchasing prior to maturity Outstanding Senior Bonds, the Series 2000 Bond or any general improvement airport revenue bonds of the City hereafter issued in conformity with the provisions hereinafter contained and standing on a parity with the Series 2000 Bond, provided, however, such bonds shall be called for redemption and payment, or purchased, only in accordance with the provisions of Section 3.1 of this Ordinance.

 

(v) Subject to the prior right of the City to use from time to time moneys in the Extension and Bond Retirement Account for any of the purposes set forth in subparagraphs (i), (ii), (iii) and (iv) aforesaid, the City shall have the right to use any available moneys in said Account for either or both of the following purposes as determined by the City:

 

(A) Paying the interest on and principal of any special facility airport revenue bonds of the City at the time outstanding if no other moneys are available to pay such interest or principal.

 

(B) Paying at the maturity thereof interest on or principal of any general obligation airport bonds of the City at the time outstanding, provided, however, no such interest on or principal of any general obligation airport bonds of the City shall be paid if the City is in default in paying either interest on or principal of any special facility airport revenue bonds of the City at the time outstanding.

 

Moneys in the Extension and Bond Retirement Account may be used to pay all costs incident to the purchase or redemption of Series 2000 Bond, including any interest or premium thereon.

 

If at any time the moneys in the Kansas City Airports Fund shall be insufficient to make in full the payments and credits at the time required to be made by the City to the principal and interest accounts established to pay the then Outstanding Senior Bonds of the City, the available moneys in the Kansas City Airports Funds shall be divided between such principal and interest accounts in proportion to the respective principal amounts of said series of Outstanding Senior Bonds of the City at the time outstanding which are payable from the moneys in such Principal and Interest Accounts.

 

If and when the amounts on deposit in the Bond Reserve Account equal the Maximum Bond Reserve Amount as defined in the Senior Bond Ordinances (measured by the amount of cash plus the value of all direct obligations of the United States Government as hereinafter referred to), no further payments or credits to the Bond Reserve Account shall be required, but if at any time or from time to time the City shall be compelled to use and expend any part of the Bond Reserve Account for the purpose of paying the interest on or principal of the Outstanding Senior Bonds and such expenditure shall reduce the amount of the Bond Reserve Account below the Maximum Bond Reserve Amount, or at any other time that the amount of the Bond Reserve Account falls below the Maximum Bond Reserve Amount, then the City after making all payments and credits to the Principal and Interest Account and the reserve accounts for the Outstanding Senior Bonds at the time required to be made, shall pay all moneys in the Kansas City Airports Fund to the Bond Reserve Account until there shall have accumulated in the Bond Reserve Account the Maximum Bond Reserve Amount. The obligation of the City to make payments into the Bond Reserve Account shall be subordinate to the obligation of the City to pay from the Kansas City Airports Fund, when due, the principal of and interest on any general improvement revenue bonds of the City heretofore or hereafter issued by the City and standing on a parity with the Outstanding Senior Bonds.

 

Whenever the cash plus the value of investments held in the Bond Reserve Account exceeds the Maximum Bond Reserve Amount, such excess shall be transferred to the Kansas City Airports Fund.

 

Moneys in the Bond Reserve Account may be used to pay and retire the last Outstanding Senior Bonds unless such Outstanding Senior Bonds and all interest thereon be otherwise paid.

 

If at any time the moneys in the Kansas City Airports Fund shall be insufficient to make in full the payments and credits at the time required to be made by the City to the Bond Reserve Accounts established by the City to protect the payment of the Outstanding Senior Bonds of the City the available moneys in the Kansas City Airports Fund shall be divided among such Bond Reserve Accounts in proportion to the respective principal amounts of said series of general improvement revenue bonds of the City at the time outstanding which are payable from the moneys in such Bond Reserve Accounts.

 

No moneys in the Kansas City Airports Fund shall be diverted or applied to the general governmental or municipal functions of the City so long as any of the Series 2000 Bond remain Outstanding.

 

Section 5.6. Payments to Subordinated Bond Principal and Interest Account. After all payments required by Section 5.5 of this Ordinance have been made, the City shall pay and credit first from the CFC and thereafter from other Revenues in the Bond and Extension Fund to the Subordinated Bond Principal and Interest Account to the extent necessary to meet at the maturity thereof all interest on and principal of the Series 2000 Bond, the following sums:

 

(i) Beginning February 20, 2001, and on the 20th day of each month thereafter, and to and including August 20, 2001, an equal pro rata portion of the amount of interest becoming due on the Series 2000 Bond on September 1, 2001; and thereafter, beginning on September 20, 2001, and continuing on the twentieth day of each month thereafter so long as any of the Series 2000 Bond shall remain Outstanding and unpaid, an amount not less than 1/6 of the amount of interest that will become due on the Series 2000 Bond on the next succeeding Interest Payment Date;

 

(ii) Beginning on September 20, 2024, and continuing on the twentieth day of each month thereafter so long as any of the Series 2000 Bond herein authorized shall remain Outstanding and unpaid, an amount not less than one-twelfth of the principal amount of the Series 2000 Bond becoming due on the next succeeding bond maturity date;

 

(iii) On the twentieth day of each month in which fees, if any, of the Bond Registrar and Paying Agent are scheduled to become due, such amounts as may be required to pay such fees of the Bond Registrar and the Paying Agent.

 

All amounts paid and credited to the Subordinated Bond Principal and Interest Account shall be expended and used by the City for the sole purpose of paying the interest on and principal of the Series 2000 Bond as and when the same become due and the fees of the Bond Registrar and the Paying Agent for acting as bond registrar and paying agent, if any.

 

Section 5.7. Budget and Appropriation. The revenues in the following account of the Airports Fund is hereby estimated in the following amount:

 

Account No. 821-062-7041-42 $250,000.00

 

And the sum of $200,000.00 is hereby appropriated from the Unappropriated Fund Balance of the Airports Fund to the following account of this fund.

 

Account No. 821-062-1079-00 $200,000.00

 

Section 5.8. Application of Surplus CFCs. All Revenues attributable to the CFCs in excess of amounts required to be deposited pursuant to Section 5.5 hereof or to the Subordinated Bond Principal and Interest Account shall be credited to the Construction Account and shall be used (i) to pay additional costs of the Project or (ii) to redeem all or a portion of the Series 2000 Bond as permitted by Section 3.1 of this Ordinance.

 

Section 5.9. Deficiency of Payments into Funds or Accounts. If at any time the revenues accruing to the Kansas City Airports Fund shall be insufficient to make any payment or credit on the date or dates hereinbefore specified, the City shall make good the amount of such deficiency by making payments or credits out of the first available revenues thereafter accruing to the Kansas City Airports Fund from the operation of the Airports, such payments and credits being made and applied in the order hereinbefore specified.

 

If at any time the moneys in the Subordinated Bond Principal and Interest Account are not sufficient to pay the interest on and principal of the Series 2000 Bond as and when the same become due, then the amount of such deficiency after all payments have been made in connection with the Outstanding Senior Bonds, shall be made up by transfer of moneys from the other accounts and funds hereinbefore created in the following order: first, from the Extension and Bond Retirement Account; secondly, from the Deferred Maintenance and Replacement Account; and thirdly, from moneys held in the Kansas City Airports Fund.

 

Section 5.10. Transfer of Funds to Paying Agent and Bond Registrar. The Director of Finance of the City is hereby authorized and directed to withdraw from the Subordinated Bond Principal and Interest Account, sums sufficient to pay both principal of and interest on the Series 2000 Bond as and when the same become due and to pay the charges for services rendered by the Bond Registrar and Paying Agent in acting as Bond Registrar and Paying Agent for the Series 2000 Bond, if any, and to forward such sums to the Paying Agent in next day funds no later than three Business Days prior to the date when such principal, interest and fees will become due. The amounts necessary to pay the charges of the Bond Registrar and Paying Agent shall be forwarded to the Paying Agent over and above the amount of the principal of and interest on the Series 2000 Bond.

 

The amounts held by the Paying Agent for the payment of the interest or principal due on any date with respect to particular Series 2000 Bond shall, on and after such date and pending such payment, be set aside on its books and held in trust by it for the Holders of the Series 2000 Bond entitled thereto.

 

Any moneys held by the Paying Agent in trust for the payment and discharge of any of the Series 2000 Bond which remain unclaimed for six years after the date when such Series 2000 Bond have become due and payable, if such moneys were held by the Paying Agent at such date, or for six years after the date of deposit of such moneys if deposited with the Paying Agent after the said date when such Series 2000 Bond become due and payable, shall, at the written request of the City, be repaid by the Paying Agent to the City as its absolute property and free from trust, and the Paying Agent shall thereupon be released and discharged with respect thereto and the Bondholders shall look only to the City for the payment of such Series 2000 Bond.

 

ARTICLE VI

Investment of Funds

 

Section 6.1. Investment of Moneys in Funds and Accounts. Moneys held in the Funds and Accounts hereinbefore in this Ordinance ratified may be invested and by the Director of Finance of the City as provided in the Senior Bond Ordinances. Moneys held in the Series 2000 Construction Account and the Subordinated Bond Principal and Interest Account may be invested in investments authorized by the current investment policy of the City and any investment earnings thereon shall be credit to the respective account and used as provided in this Ordinance.

 

ARTICLE VII

Covenants of the City

 

Section 7.1. Particular Covenants of the City. The City covenants with the purchaser and owner of the Series 2000 Bond that so long as the Series 2000 Bond remains Outstanding and unpaid:

 

(a) The City will use the proceeds of the Series 2000 Bond for the purpose of paying the cost of the acquisition, construction and equipping of the Project.

 

(b) The City will promptly pay the principal of and interest on the Series 2000 Bond on the dates, at the place and in the manner herein and in the Series 2000 Bond and any premium required for the redemption of the Series 2000 Bond, according to the true intent and meaning hereof, provided, however, the Series 2000 Bond and the interest thereon are payable from the Revenues derived and to be derived by the City from the operation of the Airports and accruing to the Kansas City Airports Fund as hereinbefore provided, and nothing in the Series 2000 Bond or in this Ordinance shall be construed to obligate the City to pay the Series 2000 Bond or the interest thereon except from said Revenues. The City will faithfully observe and keep all covenants, agreements, undertakings and provisions contained in the Series 2000 Bond herein authorized and in this Ordinance.

 

(c) The City will fix, establish, maintain and collect such reasonable rentals, rates, fees and charges for the use and occupancy of its Airports and of the services and facilities thereof as will produce revenue sufficient to pay the reasonable cost of operation and maintenance of the Airports, and to pay the interest on and the principal of the Series 2000 Bond as and when the same become due, and to provide funds to meet all of the requirements of this Ordinance. From time to time, as often as it shall appear necessary, the City will revise its schedules of rentals, rates, fees and charges and will increase the same if such increase shall be necessary in order to enable the City to meet its obligations aforesaid.

 

(d) The City will fix, establish, maintain and collect a Customer Facility Charge or other similar or alternate source of revenue in connection with the operation of the Project which will be sufficient to generate amounts to pay costs of operation of the Project and at least 100% of the amount required to be deposited to the Subordinated Bond Principal and Interest Account pursuant to this Ordinance. From time to time, as often as it shall appear necessary, the City will revise its CFC as necessary in order to enable the City to meet its obligations under this Ordinance.

 

(e) The City will at all times maintain its Airports and airport facilities in good condition and working order, will make all necessary repairs, renewals and replacements therein, and will operate the same in an efficient and economical manner, at reasonable cost and in accordance with sound business principles. The City, in operating and maintaining its Airports, will comply with all contractual provisions and agreements entered into by it and with all valid rules, regulations, directions or orders of any governmental, executive, administrative or judicial body promulgating the same. In the operation of its Airports, the City will at all times endeavor to employ in executive, managerial and supervisory capacities, only persons qualified and competent therefor by reason of training and experience. Nothing herein contained shall limit or restrict the right of the City to execute leases covering parts of the Airports and airport facilities, and to require the tenants under said leases to maintain the premises or facilities leased to such tenants.

 

(f) The City will continue to own, maintain and operate Kansas City International Airport as a public air terminal for the accommodation of scheduled airlines serving the City and the adjacent area so long as any of the Series 2000 Bond remains Outstanding. The City will not mortgage, pledge or otherwise encumber said Airport or the Revenues thereof.

 

(g) The City shall have the right to sell or otherwise dispose of any equipment or other airport property which has become worn out, unserviceable, inadequate or obsolete. The City shall also have the right, with the written approval of the City's Director of Aviation and its Airport Consultant, to sell or otherwise dispose of any airport property, real or personal, which in the opinion of said Director and Consultant, and in the judgment of the Council, is no longer needed by the City for aeronautical purposes. The net proceeds derived from the sale of any such property acquired with funds derived from the sale of the Series 2000 Bond shall be used for the purpose of replacing any property so sold, or, if such replacement be unnecessary, then shall be paid into the Kansas City Airports Fund and used and applied for the purposes of said Fund in the order and in accordance with the provisions of this Ordinance. The net proceeds derived from the sale of any such property not acquired with funds derived from the sale of the Series 2000 Bond shall be paid into the Extension and Bond Retirement Account and used and applied for the purposes of said Account in accordance with the provisions of this Ordinance.

 

(h) The City will operate its Airports on the basis of the same fiscal year on which the City operates and will maintain and keep proper books, records and accounts (separate from all other records and accounts) in which complete and correct entries will be made of all dealings and transactions relating to the Airports. Such records shall show the revenues received from the Airports, the application of such revenues, and all financial transactions in connection therewith. In accordance with the provisions of Section 85, Article IV, of the City's Charter, the Council will provide that an independent certified audit of the City's books and records relating to the Airports will be made annually by certified public accountants, experienced and qualified in municipal and governmental accounting. Each such audit shall be detailed in scope and said accountants shall certify as to the correctness of the schedules contained in the audit report. The annual financial report required by Section 96, Article IV, of the Charter, shall contain complete statements covering the results of the year's operations and the financial status of all funds and accounts established to handle the revenues of the Airports, including the Funds and Accounts hereinbefore in this Ordinance referred to. Said statements shall bear the certificate of the firm of certified public accountants making the annual audit.

 

If such audit and report shall disclose that proper provision has not been made for all of the requirements contained in this Ordinance, the City will proceed promptly to impose such rates, fees and charges for the use of the Airports and their facilities as will adequately provide for such requirements.

 

A copy of each such audit report will be filed in the office of the Director of Aviation and will be open for public inspection, and a copy will be furnished promptly to the manager of the underwriting group purchasing the Series 2000 Bond within thirty (30) days after its acceptance, but in no event later than one-hundred eighty (180) days after the close of the Airport's fiscal year which ends April 30th.

 

(i) The City will employ an Airport Consultant and said Consultant shall advise the City, upon request, with respect to the operation, extension or improvement of the Airports, and shall perform the duties in this Ordinance imposed on such Consultant. The Airport Consultant shall make not less frequently than once in every three years an examination of and report on the condition and operations of the Airports. Such report shall be in sufficient detail to show (i) whether or not the City has conformed and complied with the covenants contained in this Ordinance with respect to the efficient and economical operation of the Airports and the proper maintenance by the City of its general facility airport properties, (ii) the necessity for any capital improvements or replacements, (iii) the sufficiency of the airport revenues and (iv) the character and amount of insurance carried by the City on its airport properties and operations. Said report shall include recommendations as to any changes in the operation and maintenance of the Airports, including changes in rates, fees and charges. A copy of each such report will be filed in the office of the City Clerk and a copy will be forwarded promptly to the manager of the underwriting group purchasing the Series 2000 Bond. The fees and expenses of said Consultant shall be considered an operation and maintenance expense of the Airports.

 

(j) The City will carry and maintain or cause to be carried and maintained in a responsible insurance company or companies fire insurance with extended coverage on the buildings and other property of an insurable nature constituting the general facilities of the Airports in an amount not less than ninety percent (90%) of the full insurable value thereof, provided, however, that if at any time the City shall be unable to obtain such insurance to the extent required, the City will maintain such insurance to the extent that the same may be reasonably obtainable. In the event of loss or damage, the City will use the proceeds of such insurance to the extent necessary in repairing, reconstructing and replacing the property damaged or destroyed, or, if such reconstruction or replacement be unnecessary, either in whole or in part, then such proceeds not required for said purpose shall be paid into the Kansas City Airports Fund, hereinbefore referred to, and used and applied for the purposes of said Fund in the order and in accordance with the provisions of this Ordinance. The City, in operating its Airports, will carry and maintain comprehensive liability and property damage insurance in such amounts as would normally be maintained by public bodies engaged in carrying on similar activities. The proceeds derived from any such insurance policies shall be used in paying the claims on account of which such proceeds were received. The cost of all insurance referred to in this paragraph shall be considered an operation and maintenance expense of the Airports. Notwithstanding any provision of this subsection to the contrary, the City may meet the insurance requirements set forth in this Ordinance through its retained risk management plan.

 

(k) The Holder or Holders of not less than ten percent (10%) in aggregate principal amount of the Series 2000 Bond at the time Outstanding, or their duly authorized representative, shall have the right at all reasonable times to inspect the Airports and the records, accounts and data relating thereto and to make copies of any such records, accounts or data.

 

 

(l) The City will punctually perform all duties and obligations with respect to its Airports required by this Ordinance, by the Charter of the City and by the Constitution and laws of the State of Missouri, and the City will perform all contractual obligations undertaken by it under leases and agreements with the United States of America, its agencies, and with persons and corporations, both public and private.

 

ARTICLE VIII

Additional Bonds

Section 8.1. Additional Bonds. The City covenants and agrees that so long as any of the Outstanding Senior Bonds remain Outstanding: (i) the City will not issue any additional General Improvement Airport Revenue Bonds or other obligations, which bonds or obligations are superior as to security or otherwise to the Outstanding Senior Bonds, and (ii) additional senior lien bonds shall be issued only in accordance with provisions of the Senior Bond Ordinances.

 

Nothing contained in this Ordinance shall prohibit or restrict the right of the City to issue additional General Improvement Airport Revenue Bonds or other revenue obligations for the purpose of purchasing, constructing, extending or improving the general facilities of the Airports and to provide that the principal of and interest on said revenue bonds or obligations shall be payable out of the revenues of the Airports, provided at the time of the issuance of such additional revenue bonds or obligations the City shall not be in default in the performance of any covenant or agreement contained in this Ordinance, and provided further, that such additional revenue bonds or obligations shall be junior and subordinate to the Outstanding Senior Bonds. Additional Bonds on a parity with the Series 2000 Bond may be issued only to complete, enlarge or renovate the Project and/or to refund the Series 2000 Bonds. If at any time the City shall be in default in paying either interest on or principal of the Outstanding Senior Bonds or if the City shall be in default in making any of the payments or credits required at the time to be made by it by the provisions of this Ordinance, the City shall make no payments of either principal of or interest on said junior and subordinate bonds until said default or defaults be cured and no default shall exist on the part of the City under the covenants, agreements and provisions contained in this Ordinance. In the event of the issuance of any such junior and subordinate revenue bonds or obligations of the City in conformity with the provisions aforesaid, the City, subject to the provisions aforesaid, may make provision for paying the principal of and interest on said revenue bonds or obligations as the same become due out of any available moneys in the Kansas City Airports Fund, provided, however, that the City shall have made all payments and credits at the time required to be made and credited by it under the provisions of this Ordinance.

 

ARTICLE IX

Amendments

 

Section 9.1. Amendments. The provisions of the Series 2000 Bond and the provisions of this Ordinance may be modified or amended at any time by the City with the written consent of the holders of not less than sixty-six and two-thirds percent (66 2/3%) in aggregate principal amount of the Series 2000 Bond at the time Outstanding; provided, however, that no such modification or amendment shall permit or be construed as permitting (a) the extension of the maturity of the principal of the Series 2000 Bond, or the extension of the maturity of any interest on the Series 2000 Bond, or (b) a reduction in the principal amount of any Series 2000 Bond or the rate of interest thereon or (c) a reduction in the aggregate principal amount of Series 2000 Bond the consent of the Holders of which is required for any such amendment or modification. Any provision of the Series 2000 Bond or this Ordinance may, however, be modified or amended in any respect with the written consent of the Holders of all of the Series 2000 Bond then Outstanding. Every amendment or modification of a provision of the Series 2000 Bond or of this Ordinance to which the written consent of the Bondholders is given as above provided shall be expressed in an ordinance of the City amending or supplementing the provisions of this Ordinance and shall be deemed to be a part of this Ordinance. It shall not be necessary to note on any of the Outstanding Bonds any reference to such amendment or modification, if any. A certified copy of every such amendatory or supplemental ordinance, if any, and a certified copy of this Ordinance shall always be kept on file in the office of the City Clerk and shall be made available for inspection by the Holder of any Bond or prospective purchaser or holder of any Bond authorized by this Ordinance, and upon payment of the reasonable cost of preparing the same, a certified copy of any such amendatory or supplemental ordinance or of this Ordinance will be sent by the City Clerk to any such Bondholder or prospective Bondholder.

 

ARTICLE X

Remedies

 

Section 10.1. Acceleration of Maturity in Event of Default. The City agrees that if it shall default in the payment of the principal of or interest on the Series 2000 Bond as the same shall become due and such default shall continue for a period of thirty (30) days, or if the City or its governing body or any of the officers, agents or employees thereof shall fail or refuse to comply with any of the provisions of this Ordinance or of the statutes of the State of Missouri, then, at any time thereafter and while such default shall continue, the Holder of twenty-five per cent (25%) in amount of the Series 2000 Bond then Outstanding may and by written notice to the City filed in the office of the City Clerk or delivered in person to said City Clerk, may declare the principal of all Bonds then Outstanding to be due and payable immediately, and upon any such declaration given as aforesaid, all of the Series 2000 Bond shall become and be immediately due and payable, anything in this Ordinance or in the Series 2000 Bond contained to the contrary notwithstanding. This provision, however, is subject to the condition that if at any time after the principal of said Series 2000 Bond shall have been so declared to be due and payable, all arrears of interest upon all Outstanding Bonds, except interest accrued but not yet due on such Series 2000 Bond, and all arrears of principal upon all of said Series 2000 Bond shall have been paid in full, and all other defaults, if any, by the City under the provisions of this Ordinance and under the provisions of the statutes of the State of Missouri shall have been cured, then and in every such case, the Holders of a majority in principal amount of the Series 2000 Bond then Outstanding, by written notice to the City given as hereinbefore specified, may rescind and annul such declaration and its consequences, but no such rescission or annulment shall extend to or affect any subsequent default or impair any rights consequent thereon.

 

Section 10.2. Ordinance Constitutes Contract, Remedies, Delay or Omission Not Waiver. The provisions of this Ordinance, including the covenants and agreements hereinbefore contained, shall constitute a contract between the City and the Holders of the Series 2000 Bond. The Holder or Holders of not less than ten per cent (10%) of the Series 2000 Bond at the time Outstanding shall have the right, for the equal benefit and protection of all Holders of Series 2000 Bond similarly situated, to take any of the following actions:

 

(a) By mandamus or other suit, action or proceeding at law or in equity to enforce his or their rights against the City and its officers, agents and employees, and to require and compel the City and its officers, agents and employees, to perform all duties and obligations required by the provisions of said ordinance or by the Constitution and laws of the State of Missouri.

 

(b) By suit, action or other proceeding in equity or at law to require the City, its officers, agents and employees to account as if they were the trustees of an express trust.

 

(c) By suit, action or other proceeding in equity or at law to enjoin any acts or things which may be unlawful or in violation of the rights of the holders of the Series 2000 Bond.

 

Nothing contained in this Ordinance, however, shall be construed as imposing on the City any duty or obligation to levy any taxes either to meet any obligation incurred herein or to pay the principal of or interest on the Series 2000 Bond.

 

No remedy conferred hereby upon any holder of the Series 2000 Bond is intended to be exclusive of any other remedy, but each such remedy is cumulative and in addition to every other remedy and may be exercised without exhausting and without regard to any other remedy conferred hereby. No waiver of any default or breach of duty or contract by the Holder of any Bond shall extend to or affect any subsequent default or breach of duty or contract or shall impair any rights or remedies thereon. No delay or omission of the Holder to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein. Every substantive right and every remedy conferred upon the Holders of the Series 2000 Bond may be enforced and exercised from time to time and as often as may be deemed expedient. In case any suit, action or proceeding to enforce any right or exercise any remedy shall be brought or taken and then discontinued or abandoned, or shall be determined adversely to the Holders of the Series 2000 Bond, then, and in every such case, the City and the Holders of the Series 2000 Bond shall be restored to their former positions and rights and remedies as if no such suit, action or other proceeding had been brought or taken.

 

ARTICLE XI

Defeasance

 

Section 11.1. Defeasance. When all of the Series 2000 Bond shall have been paid and discharged, then the requirements contained in this Ordinance and the pledge of Revenues made hereunder and all other rights granted hereby shall terminate. The Series 2000 Bond shall be deemed to have been paid and discharged within the meaning of this Ordinance if there shall have been deposited with the Paying Agent, or other bank located in the State of Missouri and having full trust powers, at or prior to the Stated Maturity or Redemption Date of said Series 2000 Bond, in trust for and irrevocably appropriated thereto, (i) moneys, (ii) United States of America Treasury bills, notes, and bonds, as traded on the open market, or (iii) state and local government series issued by the United States Treasury ("SLGS") and/or zero coupon United States Treasury bonds which, together with the interest to be earned on any such obligations, will be sufficient for the payment of the principal of said Bonds and interest accrued to the Stated Maturity or Redemption Date, as the case may be, or if default in such payment shall have occurred on such date, then to the date of the tender of such payments, provided always that if any such Bonds shall be redeemed prior to the stated Maturity thereof, the City shall have elected to redeem such Series 2000 Bond and notice of such redemption shall have been given. Any moneys and obligations which at any time shall be deposited with said Paying Agent or other bank by or on behalf of the City, for the purpose of paying and discharging any of the Series 2000 Bond, shall be and are hereby assigned, transferred and set over to such Paying Agent or other bank in trust for the respective Holders of the Series 2000 Bond, and such moneys shall be and are hereby irrevocably appropriated to the payment and discharge thereof. All moneys deposited with said Paying Agent or other bank shall be deemed to be deposited in accordance with and subject to all of the provisions contained in this Ordinance.

 

ARTICLE XII

Miscellaneous

 

Section 12.1. Consents and Other Instruments From Bondholders. Any consent, request, direction, approval, objection or other instrument required by this Ordinance to be signed and executed by the Bondholders may be in any number of concurrent writings of similar tenor and may be signed or executed by such Bondholders in person or by agent appointed in writing. Proof of the execution of any such consent, request, direction, approval, objection or other instrument or of the writing appointing any such agent and of the ownership of the Series 2000 Bond, if made in the following manner, shall be sufficient for any of the purposes of this Ordinance, and shall be conclusive in favor of the City, the Bond Registrar and the Paying Agent with regard to any action taken under such request or other instrument, namely:

 

(a) The fact and date of the execution by any Person of any such writing may be proved by the certificate of any officer in any jurisdiction who by law has power to take acknowledgments within such jurisdiction that the person signing such writing acknowledged before him the execution thereof, or by affidavit of any witness to such execution.

 

(b) The fact of ownership of Series 2000 Bond and the amount or amounts, numbers and other identification of such Series 2000 Bond, and the date of holding the same shall be proved by the Bond Register for the Series 2000 Bond maintained by the Bond Registrar.

 

Section 12.2. Further Authority. The officers of the City, including the Mayor, the Director of Finance and City Clerk, shall be, and they hereby are, authorized to execute all documents and take such actions as they may deem necessary or advisable in order to carry out and perform the purposes of this Ordinance and to make ministerial alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and confirmed which they may approve and the execution or taking of such action shall be conclusive evidence of such necessity or advisability.

 

Section 12.3. Severability. If any part of this Ordinance, whether large or small, shall be held invalid, the invalidity thereof shall not affect the other provisions of this Ordinance.

 

Section 12.4. Governing Law. This Ordinance shall be governed exclusively by and construed in accordance with the applicable laws of the State of Missouri.

 

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Approved as to form and legality:

 

 

 

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Assistant City Attorney