17-95 Recreational Facilities Improvements

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If any Depository determines not to continue to act as a Depository for the Bonds for use in a book-entry system, the Fiscal Officer may attempt to have established a securities depository/book-entry relationship with another qualified Depository. If the Fiscal Officer does not or is unable to do so, the Fiscal Officer, after making provision for notification of the beneficial owners by the then Depository and any other arrangements he deems necessary, shall permit withdrawal of the Bonds from the Depository, and authenticate and deliver bond certificates in bearer or registered form, as he determines, to the assigns of the Depository or its nominee, all at the cost and expense (including any costs of printing), if the event is not the result of Council action or inaction, of those persons requesting such issuance. As used in this Section and this ordinance: "Book-entry form" or "book-entry system" means a form or system under which (i) the beneficial right to principal and interest may be transferred only through a book entry and (ii) physical bonds in registered form are issued only to a Depository or its nominee as registered owner, with the bonds "immobilized" to the custody of the Depository, and the book entry is the record that identifies the owners of beneficial interests in that principal and interest. "Depository" means any securities depository that is a clearing agency under federal law operating and maintaining a book- entry system to record beneficial ownership of the right to principal and interest, and to effect transfers of bonds, in book- entry form, and includes and means initially The Depository Trust Company (a limited purpose trust company), New York, New York. "Participant" means any participant contracting with a Depository under a book-entry system and includes security brokers and dealers, banks and trust companies, and clearing corporations. SECTION 5. The Bonds are sold at private sale to National City Investments Capital, Inc., Cleveland, Ohio (the "Original Purchaser"), and shall be awarded by the Fiscal Officer with the final purchase price, interest rate or rates and principal installments due at stated maturity or pursuant to Mandatory Sinking Fund Redemption Requirements as set forth in the Certificate of Award, in accordance with law, the provisions of this ordinance and the Original Purchaser's offer to purchase the Bonds (as set forth in the Bond Purchase Agreement hereinafter mentioned) at a purchase price of not less than 97% of par plus accrued interest to their date of delivery, and the Fiscal Officer shall sign and deliver, in the name and on behalf of the City, a Bond Purchase Agreement between the City and the Original Purchaser. The Mayor and the Fiscal Officer, as appropriate, are each authorized and directed to sign any transcript certificates, financial statements and other documents, agreements, representations and instruments and to take such actions as are necessary or appropriate to consummate the transactions contemplated by this ordinance. The Director of Law shall obtain the services of qualified Bond Counsel, and his selection of Calfee, Halter & Griswold, Bond Attorneys, Cleveland, Ohio, as Bond Counsel for the Bonds is hereby confirmed, approved and ratified. The Fiscal Officer shall cause the Bonds to be prepared, and have the Bonds signed and delivered, together with a true transcript of proceedings with reference to the issuance of the Bonds, to the Original Purchaser upon payment of the purchase price. The proceeds from the sale of said Bonds, except the accrued interest thereon, shall be paid into the proper fund and used for the purpose for which the Bonds are being issued under the provisions