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ORDINANCE NO. 2006-33 PAGE 10 <br />The Director of Finance is also hereby authorized and directed, to the extent necessary <br />or required, to enter into any agreements determined necessary in connection with the book entry <br />system for the Bonds, including the execution of a Blanlcet Issuer Letter of Representations in the <br />form utilized by The Depository Trust Company. <br />Section 6. Sale of the Bonds. <br />(a) To the Original Purchaser. The Bonds shall be sold by the Director of Finance <br />at private sale and in such manner as he may determine to be in the best interests of and financial <br />advantages to the Village in light of conditions in the financial markets and related marketing <br />factors, at not less than 100% of par, plus accrued interest on the Bonds from their date to the <br />Closing Date, and shall be awarded and sold by the Director of Finance to the purchaser thereof at <br />such sale (the Original Purchaser) with and upon such other terms as are required or authorized by <br />this ordinance to be specified in the Certificate of Award, in accordance with law, and the <br />provisions of this-ordinance. <br />The Director of Finance shall sign and deliver the Certificate of Award and shall cause <br />the Bonds to be prepared and signed and delivered, together with a true transcript of proceedings <br />with reference to the issuance of the Bonds, to the Original Purchaser upon payment of the <br />purchase price. The Mayor, the Director of Finance, the Clerk of Council, the President of <br />Council, the Law Director and other Village officials, as appropriate, each are authorized and <br />directed to sign any transcript certificates, financial statements and other documents and <br />instruments and to take such actions as are necessary or appropriate to consummate the <br />transactions contemplated by this ordinance. The Director of Finance is authorized, if it is <br />determined to be in the best interest of the Village, to combine the issue of Bonds with one or <br />more other unvoted bond issues of the Village into a consolidated bond issue pursuant to Section <br />133.30(B) of the Revised Code. <br />(b) Primaiv Offering Disclosure -- Official Statement. The Mayor and the Director <br />of Finance are authorized and directed, on behalf of the Village and in their official capacities, to <br />(i) prepare or cause to be prepared, and make or authorize modifications, completions or changes <br />of or supplements to, a disclosure document in the form of an official statement (including within <br />such term, but not limited to, an annual information statement) relating to the original issuance of <br />the Bonds, (ii) determine, and to certify or otherwise represent, when the official statement is to be <br />"deemed final" (except for permitted omissions) by the Village as of its date or is a final official <br />statement for purposes of paragraph (b) of the Rule, (iii) use and distribute, or authorize the use <br />and distribution of those official statements and any supplements thereto in connection with the <br />original issuance of the Bonds, and (iv) complete and sign the final official statement together with <br />such certificates, statements or other documents in connection with the finality, accuracy and <br />completeness of those official statements as they may deem necessary or appropriate. <br />(c) Obtaining Rating or Bond Insurance Policy; Covenants with Bond Insurer. If, <br />in the judgment of the Mayor or the Director of Finance, the filing of an application for (i) a rating <br />on the Bonds by one or more nationally-recognized rating agencies, or (ii) a policy of insurance <br />from a company or companies (the Bond Insurer) to better-assure the payment of principal of and <br />interest on the Bonds, is in the best interest of and financially advantageous to this Village, the <br />Mayor or the Director of Finance may prepare and submit those applications, provide to each such <br />agency or such Bond Insurer such information as may be required for the purpose, provide further <br />for the payment of the cost of obtaining each such rating or policy, except to the extent paid by the <br />Original Purchaser, from the proceeds of the Bonds to the extent available and otherwise from any