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ORDINANCE NO. 2002- 27 PAGE 3 <br />or at the office of the Director of Finance if agreed to by the Director of Finance and the original <br />purchaser. <br />Section 5. The Notes shall be signed by the Mayor, the President of Council and the <br />Director of Finance in the name of the Village and in their official capacities, provided that all but <br />one of those signatures may be a facsimile. The Notes shall be issued in the denominations and <br />numbers as requested by the original purchaser and approved by the Director of Finance, provided <br />that no Note shall be issued in a denomination less than $100,000. The entire principal amount <br />may be represented by a single note and may be issued as fully registered securities (for which the <br />Director of Finance will serve as note registrar) and in book entry or other uncertificated form in <br />accordance with Section 9.96 and Chapter 133 of the Revised Code if it is deternuned by the <br />Director of Finance that issuance of fully registered securities in that form will facilitate the sale <br />and delivery of the Notes. The Notes shall not have coupons attached, shall be numbered as <br />determined by the Director of Finance and shall express upon their faces the purpose, in summary <br />terms, for which they are issued and that they are issued pursuant to this ordinance. As used in <br />this section and this ordinance: <br />"Book entry form" or "book entry system" means a form or system under which (i) the <br />ownership of beneficial interests in the Notes and the principal of, and interest on, the Notes may <br />be transferred only through a book entry, and (ii) a single physical Note certificate is issued by the <br />Village and payable only to a Depository or its nominee, with such Notes "unmobilized" in the <br />custody of the Depository or its agent for that purpose. The book entry maintained by others than <br />the Village is the record that identifies the owners of beneficial interests in the Notes and that <br />principal and interest. <br />"Depository" means any securities depository that is a clearing agency under federal <br />law operating and maintaining, with its Participants or otherwise, a book entry system to record <br />ownership of beneficial interests in the Notes or the principal of, and interest on, the Notes and to <br />effect transfers of the Notes, in book entry form, and includes and means initially The Depository <br />Trust Company (a limited purpose trust company), New York, New York. <br />"Participant" means any participant contracting with a Depository under a book entry <br />system and includes security brokers and dealers, banks and trust companies, and clearing <br />corporations. <br />The Notes may be issued to a Depository for use in a book entry system and, if and as <br />long as a book entry system is utilized, (i) the Notes may be issued in the form of a single Note <br />made payable to the Depository or its nominee and immobilized in the custody of the Depository <br />or its agent for that purpose; (ii) the beneficial owners in book entry form shall have no right to <br />receive the Notes in the form of physical securities or certificates; (iii) ownership of beneficial <br />interests in book entry form shall be shown by book entry on the system maintained and operated <br />by the Depository and its Participants, and transfers of the ownership of beneficial interests shall <br />be made only by book entry by the Depository and its Participants; and (iv) the Notes as such shall <br />not be transferable or exchangeable, except for transfer to another Depository or to another <br />nominee of a Depository, without further action by the Village. <br />If any Depository determines not to continue to act as a Depository for the Notes for <br />use in a book entry system, the Director of Finance may attempt to establish a securities