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ORDINANCE NO. 2006- 27 PAGE 2 Section 4. The debt charges on the Notes shall be payable in Federal Reserve funds of the United States of America and shall be payable, without deduction for services of the Village's paying agent, af the principal office of a bank or trust company designated-by tlie Direcfor of Finance after determining that the payment at that bank or trust company will adequately protect the funds of the Village and that proper procedures and safeguards are available for that purpose, or at the office of the Director of Finance if agreed to by the Director of Finance and the onginal purchaser. - , Section 5. The Notes shall be signed by the Mayor, the President of Council and the Director of Finance in the name of the Village and in their official capacities; provided that all but one of those signatures may be a facsimile. The Notes shall be issued in the denominations and numbers as requested by the original purchaser and approved by the Director of Finance, provided that no Note shall be issued in a denomination less than $100,000. The entire principal amount may be represented by a single note and may be issued as fully registered securities (for which. the Director of Finance will serve as note registrar) and in book entry or other uncertificated form in accordance with Section 9.96 and Chapter, .133 of the Revised Code if it is determined by the Director of Finance that issuance of fully registered. securities in that form will facilitate the sale and delivery of the Notes. The Notes shall not have coupons attached, shall be numbered as determined by the Director of Finance and shall express upon their faces the purpose, in summary terms, for which they are issued and that they are issued pursuant to this ordinance. As used in this section and this ordinance: "Book entry form" or "book entry system" means a form or system under which (i) the ownership of beneficial interests in the Notes and the principal of, and interest on, the Notes may be transferred only through a book entry, and (ii) a single physical Note certificate is issued by the Village and payable only to a Depository or its nominee, with such Notes "immobilized" in the custody of the Depository or its agent for that purpose. The book entry maintained by others than the Village is the record that identifies the owners of beneficial interests in the Notes and that principal and interest. "Depositor}?''means any securities depository that is a clearing agency under federal law operating and maintaining, with its Participants or otherwise, a book entry, system to record ownership of beneficial interests in the Notes or the principal of, and interest on, the Notes and to effect transfers of the Notes, 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. The Notes may be issued to a Depository for use in a book entry system and, if and as long as a book entry system is utilized, (i) the Notes may be issued in the fortn of a single Note made payable to the Depository or its nominee and immobilized in the custody of the Depository or its agent for that piupose; (ii) the beneficial owners in book entry form shall have no right to receive the Notes in the form of.physical securities or certificates; (iii) ownership of beneficial interests in book entry form shall be shown by book entry on the systein maintained and operated by the Depository and its Participants, and transfers of the ownership of beneficial interests shall be made only by book entry by the Depository and its Participants; and (iv) the Notes as such shall not be transferable or exchangeable, except for transfer to another Depository or. to another nominee of a Depository, without further action by the Village.