2023-051 Ordinance - Laserfiche WebLink

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$L� City of North Ohnsted, Ohio [Energy Conservation Notes, Series 2023] NOTE PURCHASE AGREEMENT [ 1 (the Underwriter), and the CITY OF NORTH OLMSTED, OHIO (the City), enter into this Agreement dated [ , 2023, for the purchase by the Underwriter from the City of certain Notes proposed to be issued by the City, referred to in the caption and as described below. In consideration of their mutual covenants and agreements, the Underwriter and the City agree as follows: Section 1. Description of and Agreement to Purchase the Notes. Upon and subject to the terms, conditions and provisions set forth in this Agreement, the Underwriter agrees to purchase from the City, and the City agrees to sell to the Underwriter, all (but not less than all) of the following notes to be issued by the City: $[ [Energy Conservation Notes, Series 20231 (the Notes). The Notes are being issued under and will have the terms determined in or pursuant to the Note Legislation. The Notes will be dated Lam, 2023, will mature on 2024, and bear interest (computed on the basis of a 360 -day year consisting of 12 30 -day months) at the rate of "% year, payable at maturity, all as provided for in the Note Legislation. Section 2. Purchase Price: Public Offering. The purchase price of the Notes shall be srthere being no accrued interest from the date of the Notes to the date of delivery of the Notes to the Underwriter. That purchase price represents the principal amount of the Notes ($1 plus original issue premium ($[ ), less the Underwriter's discount ($1 and a discount for certain other expenses to be paid by the Underwriter in accordance with Section 9(b). The Underwriter intends to make an initial bona fide public offering of the Notes and may subsequently change the offering prices. The Underwriter agrees to notify the City of such changes if they occur prior to the Closing Date, but failure to so notify the City will not invalidate those changes. The Underwriter may offer and sell the Notes to certain dealers (including dealers depositing Notes into investment tmsts or mutual funds) at prices lower than such offering price or prices. Section 3. Definitions of Certain Words and Terns. In addition to the words and terms defined elsewhere in this Agreement and the Note Legislation, the following words and terns as used in this Agreement shall have the following meanings unless another meaning is plainly intended: "Bond Counsel" means the law firm of Squire Patton Boggs (US) LLP