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The Director of Finance is authorized and directed to execute a Certificate of Fiscal Officer
<br />Relating to Terms of Notes (the "Certificate of Fiscal Officer ") setting forth the final terms of the Notes,
<br />consistent with the requirements of this Ordinance, and to present the same to this Council after closing.
<br />Section 6. Income Tax Pledge; Security for the Notes. The Notes shall be special obligation
<br />income tax revenue notes issued pursuant to Article XVIII, Section 3 of the Ohio Constitution, the Charter
<br />of the City and this Ordinance for the purpose of the Project. The Notes may be issued in one or more
<br />series. The City hereby covenants and pledges, subject and pursuant to the Constitution and laws of the
<br />State of Ohio, to appropriate from the Revenues (a) amounts sufficient to pay principal and interest due
<br />on the Notes. The City hereby covenants and agrees that, so long as the Notes are outstanding, the City
<br />shall not attempt to create or otherwise permit a pledge or any other lien on the Revenues that is senior to
<br />the pledge of the Revenues contained in this Ordinance to pay the principal of and interest on the Notes;
<br />provided, however, that this provision shall not be read to limit the City's ability to issue general
<br />obligation debt for any municipal purpose. The City hereby covenants and agrees that, so long as the
<br />Notes are outstanding, it shall not suffer the repeal, amendment or any other change in this Ordinance or
<br />in the City's income tax ordinances that in any way materially and adversely affects or impairs (i) the
<br />sufficiency of the Revenues levied and collected or otherwise available for the payment of the Notes or
<br />(ii) the pledge or the application of the Revenues to the payment of the Notes.
<br />The Notes shall be special obligations of the City, and the principal of and interest and any
<br />premium on the Notes shall be payable solely from the Revenues, and such payment shall be secured by a
<br />pledge of the Revenues as provided in this Ordinance.
<br />The Notes shall be special obligation income tax revenue notes payable solely from the Revenues
<br />and shall be secured equally and ratably (i) by a pledge of the Revenues; provided, however, that any lien
<br />on or pledge of any fund, account, revenues or money shall be valid and enforceable only to the extent
<br />permitted by law. Nothing in this Ordinance or the Notes shall constitute a general obligation, debt or
<br />bonded indebtedness of the City; neither the general resources of the City shall be required to be used,
<br />nor the general credit of the City pledged for the performance of any duty under this Ordinance, or the
<br />Notes; and further, nothing herein or therein gives the Holders of the Notes, and they do not have, the
<br />right to have excises or taxes levied by the City, or by the State or the taxing authority of any other
<br />political subdivision, for the payment of principal of, redemption premium, if any, and interest on the
<br />Notes, but the Notes are payable solely from the Revenues, and each Note shall contain on the face
<br />thereof a statement to that effect; provided, however, that nothing in this Ordinance shall be deemed to
<br />prohibit the City, of its own volition, from using to the extent it is lawfully authorized to do so, any other
<br />resources or revenues for the fulfillment of any of the terms, conditions or obligations of this Ordinance
<br />and the Notes.
<br />The City hereby covenants and agrees to observe and perform all its agreements and obligations
<br />provided for by the Notes and this Ordinance. All of the obligations under this Ordinance are hereby
<br />established as duties specifically enjoined by law and resulting from an office, trust or station upon the
<br />City within the meaning of Section 2731.01 of the Ohio Revised Code.
<br />Section 7. Sale of the Notes. The Notes shall bear interest, based on a 360 -day year of twelve
<br />30 -day months, payable at maturity, at such rate per annum as shall be determined by the Director of
<br />Finance and certified to this Council, provided that such rate shall not exceed 5.00% per annum. The Notes
<br />shall be, and hereby are, awarded and sold at private sale to KeyBanc Capital Markets Inc., Cleveland, Ohio
<br />(the "Original Purchaser "), at the purchase price set forth in the Certificate of Fiscal Officer.
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