2000 031 Ordinance - Laserfiche WebLink

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The Notes will be issued in such denominations as ested b the on ~N y ginal Purchaser and approved by the undersigned, provided that in no evern will the Notes be issued in denonnations of less than $100,004. The Notes will be payable in Federal Reserve funds of the United States of America. without deduction for services of the Village's paying agent, at the office of a bank or mist company designated by the Director of Finance after determining that the payment at that bank or mist company will adequately protect the funds of the Village and that proper procedures and safeguards are available for that purpose, or at the otFice of the Director of Finance if agreed to by the Director of Finance and the original purchaser. At the time and date stated above, the Director of Finance will consider the proposals submitted and will award the Notes on the basis of the proposal resulting in the sale of the Motes at the lowest net interest cost to the stated maturity. The lowest net irnerest cost will be determined by taking the amount of irnerest from the date of the Notes to the stated maturity date and deducting therefrom the amount of any premium. In the event of tie proposals, the successful proposal will be selected by lot in a manner determined by the Director of Finance. Any informality or failure to conform to the instructions contained in this Invitation may be waived by the Director of Finance, and the Director of Finance may reject any or all of the proposals presented. At the request of the original purchaser, the Director of Finance may authorize the Notes to be issued as fully registered securities (for which the Village will serve as note registrar) in book entry only form for use in the book entry only system of the Depository Tnzst Company, New York, New York (DTC). Fully registered Notes issued in the book entry only system of DTC will be retained and immobilized in the custody of DTC. For all purposes under the Note proceedings, DTC will be and will be considered by the Village and the paying agent to be the owner or holder of the Notes. Owners of book entry interests in the Notes (book entry interest owners) will nat receive or have the right to receive physical deliverv of Notes, and will not be or be considered by the Village and the paying agern to be, and will not nave any rights as, owners or holders of Notes under the Note proceedings. The original purchaser will be responsible for (i) completing and delivering to DTC, prior to delivery of the Notes, the DTC `'Registered ~iunicipaI Bond Eligibility Questionnaire" and (u) any fees and expenses imposed by DTC. Legal matters incident to the issuance of the Notes and with regard to the status of the interest on the Notes under existing federal and Ohio tax law are subject to the legal opinion of Squire, Sanders & Dempsey L.L.P., Bond Counsel, which will be furnished without cost to the onginal purchaser at the time the Notes are delivered to it. The legal opinion of Bond Counsel will include an opinion to the effect that under existing law (i) the interest on the Notes is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (the Code), and is not an item of tax preference under Section 57 of the Code for purposes of the alternative minimum tax imposed on individuals and corporations, and the Notes are "qualified tax-exempt obligations" as defined in Section 265(b) of the Code, and (ii) the irnerest on the Notes, and. any profit made on their sale, exchange or other disposition, are exempt from the Ohio personal income tax, the net income base of the Ohio corporate franchise tax, and municipal and school district income taxes in Ohio. Bond Counsel wdl express no opinion as to any other tax consequences regarding the Notes. The opinion on federal tax matters will be based on and will assume the accuracy of certain representations and certifications, and compliance with certain covenants, of the Village to be contained in the transcript of proceedings and which are intended to evidence and assure the foregoing, including that the Notes are and will remain obligations the interest on which is excluded from gross income for federal income tax purposes. Bond Counsel will not independently verify the accuracy of the certifications and representations made by the Village. -2-