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<br />7 <br />NG-U9ZQVMF2/4929-1516-5708v5/200676-0007 <br />set forth in Section 8 of this ordinance and shall be used to carry out the Projects, or such portion of <br />the Projects, in such order of time as the City determines is advisable and practicable. <br />Section 4. Description of the Bonds; Appointment of Designated Representative. The <br />Finance Director is appointed to act as the Designated Representative of the City and is authorized <br />and directed to conduct the sale of the Bonds in one or more Series, in the manner and upon the terms <br />deemed most advantageous to the City, and to approve the Sale Terms of each Series of the Bonds, <br />with such additional terms and covenants as the Designated Representative deems advisable, within <br />the parameters set forth in Exhibit A, which is attached to this ordinance and incorporated by this <br />reference. <br />Section 5. Bond Registrar; Registration and Transfer of Bonds. <br />(a) Registration of Bonds. Each Bond shall be issued only in registered form as to both <br />principal and interest and the ownership of each Bond shall be recorded on the Bond Register. <br />(b) Bond Registrar; Duties. The Fiscal Agent is appointed as initial Bond Registrar. The <br />Bond Registrar shall keep, or cause to be kept, sufficient books for the registration and transfer of the <br />Bonds, which shall be open to inspection by the City at all times. The Bond Registrar is authorized, <br />on behalf of the City, to authenticate and deliver Bonds transferred or exchanged in accordance with <br />the provisions of the Bonds and this ordinance, to serve as the City’s paying agent for the Bonds and <br />to carry out all of the Bond Registrar’s powers and duties under this ordinance and the System of <br />Registration. The Bond Registrar shall be responsible for its representations contained in the Bond <br />Registrar’s Certificate of Authentication on each Bond. The Bond Registrar may become an Owner <br />with the same rights it would have if it were not the Bond Registrar and, to the extent permitted by <br />law, may act as depository for and permit any of its officers or directors to act as members of, or in <br />any other capacity with respect to, any committee formed to protect the rights of Owners. <br />(c) Bond Register; Transfer and Exchange. The Bond Register shall contain the name <br />and mailing address of each Registered Owner and the principal amount and number of each Bond <br />held by each Registered Owner. A Bond surrendered to the Bond Registrar may be exchanged for a <br />Bond or Bonds in any Authorized Denomination of an equal aggregate principal amount and of the <br />same Series, interest rate and maturity. A Bond may be transferred only if endorsed in the manner <br />provided thereon and surrendered to the Bond Registrar. Any exchange or transfer shall be without <br />cost to the Owner or transferee. The Bond Registrar shall not be obligated to exchange any Bond or <br />transfer registered ownership during the period between the applicable Record Date and the next <br />upcoming interest payment or redemption date. <br />(d) Securities Depository; Book-Entry Only Form. If a Bond is to be issued in book- <br />entry form, DTC shall be appointed as initial Securities Depository and each such Bond initially shall <br />be registered in the name of Cede & Co., as the nominee of DTC. Each Bond registered in the name <br />of the Securities Depository shall be held fully immobilized in book-entry only form by the <br />Securities Depository in accordance with the provisions of the Letter of Representations. Registered <br />ownership of any Bond registered in the name of the Securities Depository may not be transferred <br />except: (i) to any successor Securities Depository; (ii) to any substitute Securities Depository <br />appointed by the City; or (iii) to any person if the Bond is no longer to be held in book-entry only <br />form. Upon the resignation of the Securities Depository, or upon a termination of the services of the <br />Securities Depository by the City, the City may appoint a substitute Securities Depository. If (i) the <br />Securities Depository resigns and the City does not appoint a substitute Securities Depository, or (ii) <br />the City terminates the services of the Securities Depository, the Bonds no longer shall be held in <br />book-entry only form and the registered ownership of each Bond may be transferred to any person as