96-070 Ordinance - Laserfiche WebLink

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-2- determined by the Director of Finance and shall express upon their faces the purpose, in summary terms, for which they are issued and that they are issued pursuant to this ordinance. No Note shall be valid or obligatory for any purpose or shall be entitled to any security or benefit under the Note proceedings (as defined in Section 7) unless and until the certificate of authentication printed on the Note is signed by the Note Registrar (as defined in Section 6) as authenticating agent. Authentication by the Note Registrar shall be conclusive evidence that the Note so authenticated has been duly issued, signed and delivered under, and is entitled to the security and benefit of, the Note proceedings. The certificate of authentication may be signed by any authorized officer or employee of the Note Registrar or by any other person acting as an agent of the Note Registrar and approved by the Director of Finance on behalf of the City. Section 5. The debt charges on the Notes shall be payable when due in Federal Reserve funds of the United States of America, without deduction for services of the Ciry's paying agent, upon presentation and surrender at the principal corporate trust office of the Note Registrar, to the persons in whose names the Notes are registered on the Note Register maintained by the Note Registrar, all as described in Section 6. Section 6. National City Bank, Cleveland, Ohio, is appointed to act as the authenticating agent, note registrar, transfer agent and paying agent for the Notes (the Note Registrar). The Director of Finance shall sign and deliver, in the name and on behalf of the City, the Note Registrar Agreement between the City and the Note Registrar (the Agreement) in substantially the form as is now on file with the Clerk of Council. The Agreement is approved, together with any changes or amendments that are not inconsistent with this ordinance and not substantially adverse to the City and that are approved by the Director of Finance on behalf of the City, all of which shall be conclusively evidenced by the signing of the Agreement or amendments to the Agreement. The Director of Finance shall provide for the payment of the services rendered and for reimbursement of expenses incurred pursuant to the Agreement from the proceeds of the Notes to the extent available and then from other money lawfully available and appropriated or to be appropriated for that purpose. So long as any of the Notes remain outstanding, the City will cause the Note Registrar to maintain and keep at its principal corporate trust office all books and records necessary for the registration, exchange and transfer of Notes as provided in this Section (the Note Register). Except as provided in Section 7, the person in whose name a Note is registered on the Note Register shall be regarded as the absolute owner of that Note for all purposes of the Note proceedings. Payment of or on account of the debt charges on any Note shall be made only to or upon the order of that person; neither the City nor the Note Registrar shall be affected by any notice to the contrary, but the registration may be changed as provided in this Section. All such payments shall be valid and effectual to satisfy and discharge the City's liability upon the Note, including interest, to the extent of the amount or amounts so paid. Any Note may be exchanged for Notes of any authorized denomination upon presentation and surrender at the principal corporate trust office of the Note Registrar, together with a request for exchange signed by the registered owner or by a person legally empowered to do so in a form satisfactory to the Note Registrar. A Note may be transferred only on the Note Register upon presentation and surrender of the Note at the principal corporate trust office of the Note Registrar together with an assignment signed by the registered owner or by a person legally empowered to do so in a form satisfactory to the Note Registrar. Upon exchange or transfer the Note Registrar shall complete, authenticate and deliver a new Note or Notes of any authorized denomination or denominations requested by the owner equal in the aggregate to the principal amount of the Note or Notes sunendered and bearing interest at the same rate and maturing on the same date. D03: [00523. DOCS. NOR05225]NOTE_ORD_NM_TELE_$100.