2000 030 Ordinance - Laserfiche WebLink

Home Browse Search

SCHEDULE A (To Blanket Issuer Letter of Representations) SA,~iPLE OFF'ER.ING DOCUI4E~T LAi~IGUAGE DESCRIBING BOOK-Er'TRY-ONZY ISSU.~ICE (Prepared by DTC-bracketed material may be applicable only to certain issues) 1. The Depository Trust Company ("DTC"), New York, iVY, will act as securities depository for the securities (the "Securities"). The Securities wi]1 be issued as fully registered securities registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fullv registered Security certificate w-i]1 be issued for (each issue of] the Securities, [each] in the agboregate principal amount of such issue, and will be deposited with DTC. [If, however, the a~Qregate principal amount of [any] issue exceeds ~~00 million, one certificate will be issued with respect to each X200 million of prinapal amount and an additional certificate will be issued with respect to any remaining principal amount of such issue.] 2. DTC is alimited-purpose trust company organized under the New York Banking Law, a "banking organization". within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency". regisrtered pursuant to the provisions of Section I7A of the Securities Exchange Act of 1934. DTC holds securities that its participants ("Partiapants") deposit with DTC. DTC also facilitates the settlement among Participants of securities transactions, such as transfers and pledges, in deposited securities through electronic computerized book-entry changes in Participants' accounts, thereby eliminating the need for physical movement of securities certificates. Direct Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is owned by a number of its Direct Participants and by the New York Stock Exchange, Inc., the American Stock Exchange, Inc., and the National Association of Securities Dealers, Inc. Access to the DTC rystem is also available to others such as securities brokers and dealers, banks, and trust companies that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). The Rules applicable to DTC and its Participants are on file with the Securities and Exchange Commission. 3. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the Securities on DTC's records. The ownership interest of each actual purchaser of each Security ("Beneficial Owner") is in tum to be recorded on the Direct and Indirect participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase, but Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant throw which the Beneficial Owner entered into the transaction_ Transfers of ownership interests in the Securities are to be accomplished by entries made on the books of Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Securities, except in the event that use of the book-entry system for the Securities is discontinued ~. To facilitate subsequent transfers, all Securities deposited by Participants with DTC aze registered in the name of DTC's partnership nominee, Cede & Co. or such other name as requested by an authorized representative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Securities;.DTC's records reflect only the identity of the Direct Participants to whose accounts such Securities are credited, which may or may not be the Beneficial Owners. The Participants will remain responsible for keeping account of their holdings on behalf of their customers.