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-~.-...,..~,~.ew_.~...... . <br />."" ..- <br />Section 11. Retention of Leal Services. The legal services of the law firm of Squire, <br />Sanders & Dempsey L.L.P. be and are hereby retained. Those legal services shall be in the nature of <br />legal advice and recommendations as to the documents and the proceedings in connection with the <br />authorization, sale and issuance of the Bonds and rendering at delivery a related legal opinion, all as <br />set forth in the form of engagement letter dated as of February 7, 2006, now on file in the office of the <br />Clerk of Council. In providing those legal services, as an independent contractor and in an <br />attorney-client relationship, that firm shall not exercise any administrative discretion on behalf of this <br />City in the 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 public <br />trusts. For those legal services that fiml shall be paid just and reasonable compensation and shall be <br />reimbursed for actual out-of-pocket expenses incurred in providing those legal services. The Mayor <br />is authorized and directed to sign and deliver the engagement letter, and, to the extent they are not <br />paid by the Original Purchaser in accordance with the Purchase Agreement, the Director of Finance is <br />authorized and directed to make appropriate certification as to the availability of funds for those fees <br />and any reimbursement and to issue an appropriate order for their timely payment as written <br />statements are submitted by that firm. <br />Section 12. Compliance with Oaen Meeting Requirements. This Council finds and <br />determines that all formal actions of this Council and of any of its committees concerning and relating <br />to the passage of this ordinance were taken, and that all deliberations of this Council and of any <br />committees that resulted in those formal actions were held, in meetings open to the public in <br />compliance with the law. <br />Section 13. Effective Date. This ordinance shall be in full force and effect from and <br />after the earliest time permitted bylaw. <br />Passed: a/ , 2006 <br />Attest: O(, ~~,.. <br />Clerk of C uncil Preside of Coun it <br />Approved: _ O~ ~I ~-~,c.~.. 1% ~ ~.~ ``i (D 6 <br />2006 ~~~~ . <br />1~ ', .s//~/6,L <br />Mayor <br />- 12- <br />