99-091 Ordinance - Laserfiche WebLink

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? "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 enhy system is utilized, (i) the Notes may be issued in the form of a single Note made payable to the Depository or its nominee and deposited and retained in the custody of the Depository or its agent for that purpose; (ii) the owners of book entry interests shall have no right to receive the Notes in the form of physical securities or certificates; (iii) ownership of book entry interests shall be shown by book entry on the system maintained and operated by the Depository and its Participants, and transfers of the ownership of book enhy 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 City. If any Depository determines not to continue to act as a Depository for the Notes for use in a book entry system, the Director of Finance may attempt to establish a securities depository/book entry relationship with another qualified Depository. If the Director of Finance does not or is unable to do so, the Director of Finance, after making provision for notification of the book enhy interest owners by the then Depository and any other arrangements deemed necessary, shall permit withdrawal of the Notes from the Depository, and sha11 cause the Notes in bearer or payable form to be signed by the officers authorized to sign the Notes and delivered to the assigns of the Depository or its nominee, a11 at the cost and expense (including any costs of printing), if the event is not the result of City action or inaction, of those persons requesting such issuance. The Director of Finance is also hereby authorized and directed, to the extent necessary or required, to enter into any agreements determined necessary in connection with the book entry system for the Notes, after determining that the signing thereof will not endanger the funds or securities of the City. Section 6. The Notes shall be sold by the Director of Finance at private sale to NatCity Investrnents, Inc., Cleveland, Ohio (the Original Purchaser), at a purchase price not less than 97% of par plus accrued interest, in accordance with law and the provisions of this ordinance. In accordance with her determination of the best interest of the City and the amount required for the purpose set forth in Sections 1 and 3, and based on conditions then elcisting in the financial mazkets, the Director of Finance shall sign the Certificate of Award to establish and specify the aggregate principal amount of the Notes to be issued, the interest rate the Notes aze to bear, the final purchase price of the Notes and other final terms of the Notes in accardance with the provisions of this ordinance and evidence the sale of the Notes to the Original Purchaser. Thereafter, the Director of Finance shall cause the Notes to be prepazed, and have the Notes signed and delivered, together with a true transcript of proceedings with reference to the issuance of the Notes if requested by the Original Purchaser, to the Original Purchaser upon payment of the purchase price. The Mayor, the Director of Finance, the Clerk of Council, the Director of Law, the Clerk of Council and other City officials, as appropriate, aze each authorized and directed to sign any transcript certificates, fmancial statements and other documents and instnunents and to take such actions as aze necessary or appropriate to consummate the transactions contemplated by this ordinance. The Director of -3- :?,?