|
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, nor
<br />the general credit of the City pledged for the performance of any duty under this Ordinance, or the Notes;
<br />and further, nothing herein or therein gives the Holders of the Notes, and they do not have, the right to
<br />have excises or taxes levied by the City, or by the State or the taxing authority of any other political
<br />subdivision, for the payment of principal of, redemption premium, if any, and interest on the Notes, but
<br />the Notes are payable solely from the Revenues, and each Note shall contain on the face thereof a
<br />statement to that effect; provided, however, that nothing in this Ordinance shall be deemed to prohibit the
<br />City, of its own volition, from using to the extent it is lawfully authorized to do so, any other resources or
<br />revenues for the fulfillment of any of the terms, conditions or obligations of this Ordinance 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.
<br />The Director of Finance is hereby authorized and directed to deliver the Notes, when executed, to
<br />the Original Purchaser upon payment of the purchase price and accrued interest, if any, to the date of
<br />delivery.
<br />Section 8. Form and Execution of Notes; Payment of Notes. The Notes shall be executed by
<br />the Director of Finance and the Mayor, provided that any and all of such signatures may be a facsimile,
<br />electronic, or digital signature, shall be designated "City of Lakewood, Ohio Various Purpose Income Tax
<br />Revenue Notes, Series 2021," or as otherwise determined by the Director of Finance, and shall be payable
<br />as to both principal and interest at the office of Note Registrar (as defined hereinbelow). The Notes shall
<br />express upon their faces the purpose for which they are issued and that they are issued pursuant to this
<br />Ordinance.
<br />The principal of and interest on the Notes shall be payable in lawful money of the United States
<br />of America without deduction for the services of the Note Registrar. The principal of and interest on the
<br />Notes shall be payable upon presentation and surrender of the Notes at their maturity at the office of the
<br />Note Registrar. No Note shall be valid or become obligatory for any purpose or shall be entitled to any
<br />security or benefit under this Ordinance unless and until a certificate of authentication, as printed on the
<br />Note, is signed by the Note Registrar as authenticating agent. Authentication by the Note Registrar shall
<br />3
<br />15880642v2
<br />
|