|
<br />,'1
<br />
<br />Fiscal Officer is hereby authorized and directed, to the extent necessary or required, to enter into
<br />any agreements determined necessary in connection with the authentication, immobilization, and
<br />transfer of Notes, including arrangements for the payment of principal and interest by wire
<br />transfer, after determining that the execution thereof will not endanger the funds or securities of
<br />the City, which determination shall be conclusively evidenced by the signlng of any such
<br />agreement
<br />
<br />If and as long as a book-entry system is utilized, (i) the Notes shall be issued in
<br />the form of one note in the name of the Depository or its nominee, as owner, and immobilized in
<br />the custody of the Depository; (ii) the beneficial owners in book-entry fonn shaU have no right to
<br />reC~ive Notes in the form of physical securities or certificates; (iii) ownership of beneficial
<br />int~rests in book-entry fmID shall be shown by a book entry on the system maintained and
<br />op6rated by the Depository and its Participants (as hereinafter defined), and transfers of the
<br />ownership of beneficial jnterests shall be made only by book entry by the Depository and its
<br />Participants; and (iv) the Notes as such shall not be transferable or exchangeable, except for
<br />transfer to another Depository or to another nominee of a Depository, without further action by
<br />the Council of the City
<br />
<br />If any Depository determines not to continue to act as a Depositbry for the Notes
<br />for use in a book-entry system, the Fiscal Officer may attempt to have establishéd a securities
<br />depositorylbook-entry relationship with another qualified Depository. If the FiscciI Officer does
<br />not or is unable to do so, the Fiscal Officer, after making provision for notification of the
<br />beneficial owners by the then Depository and any other arrangements he deem~ n~cessary, shall
<br />perpnt withdrawal of the Notes from the Depository, and authenticate and deliver Note
<br />certificates in bearer or registered form, as he determines, to the assigns of the Depository or its
<br />nominee, all at the cost and expense (including any costs of printing), if the event is not the result
<br />of Council action or inaction, of those persons requesting such issuance.
<br />
<br />As used in this Section and this ordinance'
<br />
<br />~. "Book-entry form" or "book-entry system" means a form or sysrem under which
<br />(i) (he beneficial right to principal and interest may be transferred only through a book entry and
<br />(ii)'physical notes are issued only to a Depository or its nominee as owner, with the Notes
<br />"imn:1obilized" to the custody of the Depository, and the book entry is the record that identifies
<br />the owners of beneficial interests in that principal and interest.
<br />
<br />"Depository" means any securities depository that is a clearing agency under
<br />federal law operating and maintaining a book-entry system to record beneficial bwnership of the
<br />right to principal and interest, and to effect transfers of notes, in book-entry fotm, and includes
<br />and means initially The Depository Trust Company (a limited purpose trust company), New
<br />York, New York
<br />
<br />"Participant" means any participant contracting with a Depository under a book-
<br />enµ:y system and includes security brokers and dealers, banks and trust companies, and clearing
<br />cOil'orations. .
<br />
<br />Section 5, The Notes shall be sold at not less than the par value thereof by the
<br />Fisèal Officer at private Sale in a manner detennjned by the Fiscal Officer to be jn the best
<br />interest and welfare of the City and at an interest rate not exceeding that specified in Section 3 of
<br />this ordinance. The Director of Law shall obtain the services of qualified Bond Counsel, and his
<br />selection of Calfee; Halter & Griswold liP, Bond Attorneys, Ckveland, Ohio, as Bond Counsel
<br />for .the Notes js hereby confinned, approved and ratified, The Fiscal Officer shaH cause the
<br />Notes to be prepared, and have the Notes signed and delivered, together with a true transcript of
<br />proceedings with reference to the issuance of the Notes, to the original purchaser. thereof upon
<br />payment of the purchase price, The proceeds from the sale of said Notes, exçept the accrued
<br />interest thereon, shall be paid into the proper fund and used for the purpose for which the Notes
<br />areþeing issued under the provisions of this ordinance. The proceeds of the Notes also may be
<br />used to pay, and are hereby appropriated to pay, those certain costs of issuance set forth in
<br />Section 133J5(B), Ohjo Revised Code; any such costs also may be paid out, of any other
<br />lawfully available moneys of the City, which monies are hereby appropriated to such purpose;
<br />any such costs may be paid from the same sources from which the principal of and interest on the
<br />Notes are paid, which monies are hereby appropriated for such purpose Any accrued interest
<br />
<br />IKL!?006.DOC;lj
<br />
<br />2
<br />
|