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• ?tss.= 4W <br />? ' - 6 - <br />the debt charges on the Bonds; and that no statutory or constitutional limitation of indebtedness or <br />taxation will have been exceeded in the issuance of the Bonds. <br />Section 11. The legal services of the law firm of Squire, Sanders & Dempsey L.L.P. be <br />and are hereby retained. Those legal services shall be in the nature of legal advice and <br />recommendations as to the documents and the proceedings in connection with the authorization, <br />sale and issuance of the Bonds and rendering at delivery a related legal opinion, all as set forth in <br />the form of engagement letter dated as of March 20, 2007, now on file in the office of the Clerk of <br />Council. In providing those legal services, as an independent contractor and in an attomey-client <br />relationship, that firm shall not exercise any administrative discretion on behalf of this City in the <br />formulation of public policy, expenditure of public funds, enforcement of laws, rules and <br />regulations of the State, any county or municipal corporation or of this City, or the execution of <br />public trusts. For those legal services that firm shall be paid just and reasonable compensation and <br />shall be reimbursed for actual out-of-pocket expenses incurred in providing those legal services. <br />The Mayor is authorized and directed to sign and deliver the engagement letter, and the Director of <br />Finance is authorized and directed to make appropriate certification as to the availability of funds <br />for those fees and any reimbursement and to issue an appropriate order for their timely payment as <br />written statements are submitted by that firm. <br />Section 12. The Director of Finance is directed to forward to the Cuyahoga County <br />Auditor (i) a certified copy of this Ordinance and (ii) a signed copy of the Certificate of Award, as <br />they become available. <br />Section 13. This Council finds and determines that all formal actions of this CouYicil <br />and of any of its committees concerning and relating to the passage of this ordinance were taken, <br />and that all deliberations of this Council and of any committees that resulted in those formal actions <br />were held, in meetings open to the public in compliance with the law. <br />Section 14. This ardinance shall be in full farce and effect from and after the earliest <br />time permitted by law. <br />Passed: 52007 <br />? <br />Attest: <br />Clerk of Council <br />L - -17 <br />Approved: 4-4. ? , 2007 <br />ia..vlo7 <br />3/ay/o7 <br />il3?o -7 ? ? <br />President of Co <br />Mayor <br />