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Revised Code)in connection with the Notes is authorized and approved, and the Director of Finance <br />s authorized to provide for the payment of any such amounts and costs from the proceed of the <br />Notes to the extent available had mherwise from any other Curds lawfully available that are <br />appropriatedor shall be appropriated forth[ purpose. <br />(d) Chin Markel Access Prouram. If the Director of Finance dwennmes in the <br />Certificate of Award for it a be in the best interest ofard financially advantageous w do City, the <br />City shall parlicipaa in the Treasurer ofState's Ohio Market Access Program, <br />The Standby Note Purchase Agreement (Standby Note Purchase Agreement) and Paying <br />Agent Agreement (Paying Agent Agree rmth are hereby untoward in the ibnms as are now on file <br />with the Clerk of Council with such changes not materially adverse m the City as may be approved <br />by the officers of the City executing the Standby Now Purchase Agreement and Paying Agent <br />Agreement. The City acknowledges the agreement of the Treasurer of Sate in the Standby Now <br />Purchase Agreement 0ast, in the event the City is unable to repay, the principal amoiml and accrued <br />and unpaid interest of the Notes at their maturity, whether tlwugh its own furls or through the <br />issuance of other obligations of the City, the Treasurer of Sate spaces (A) to purchase the Notes <br />from the holders or beneficial owners thereof upon their presentation an the Treasurer of Sale for <br />such purchase at a price of par plus seemed interest to maturity or (8) In pomhase renewal notes of <br />the City in a principal amount not greaten than the principal amount of the Notes plus Interest due at <br />maturity, with such renewal owes bearing interest o the Renewal Now Rare (as defined in the <br />Standby Now Purchase Agreement), maturing not more than one yew after the date of their <br />issuance, and being prepayable at my time with 30 days' entice, provided that in co mectlon with <br />the Treasurer of Safe's purchase of such renewal tortes the City shill deliver to the Treasurer of <br />Sloe an unqualified opinion of nationally recognized band cournel that (i) such renewal notes are <br />the legal, valid and binding general obligations of the City, and the principal of oil interest on such <br />renewal notes, unless paid from other sources, are no, be paid from the proceeds of the levy of d <br />valorem axes, within the 11.1-null limitation provided by the Charter of the City, on all property <br />subject to ed valorem taxes levied by the City and (ii) mterea on the renewal notes is excluded from <br />gross income for federal income her purposes ceder Section 103 of the Internal Revenue Code, as <br />amended, ro the same extent that interest on the Notes is so excluded. <br />The officers sighing the Notes are authorized to eke all actions rho may in their <br />judgment reasonably be necessary, to provide for the Standby New Purchase Agreement, including <br />but out limited m the inclusion of a notation on the form of the Notes providing notice to the holders <br />or beneficial owners of the existence of the Standby Now purchase Agreement and providing <br />instructions In such holders or beneficial owners regarding the presentation of the Now for purchase <br />by the Treasurer of Sate o sated maturity. <br />Section 7. Anul canon of Notes Proceeds. The proceeds from the sale of the Notes, except <br />any premium and accrued interest, shall be paid into a separate fiend of this City esablislted for the <br />purpose set forth in Section 1 pursuant to Sections 5705.09 and 5705, 10 of the Revised Code, and <br />those proceeds are appropriated and shall be used for that purpose. The expenditure of those <br />proceeds for that purpose, including, without frnitoion, for firercing costs as defined in Section <br />133.01 of the Revised Code, is hereby authorized and approved. Any portion of those proceeds <br />representing premium and seemed interest shall be paid into the Bond Retirement Fund. <br />-5- <br />