Resolution No. 4483 - Laserfiche WebLink

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Section 5. Execution. The Notes shall be executed on behalf of the City with the manual or facsimile signature of the City Official. Section 6. Series S Note Book- Entry-Only System. 6.1. The Series S Notes shall be initially issued as a book-entry-only security issue with no Series S Notes being made available to the Noteowners, in accordance with the City's Blanket Letter of Representations withThe Depository Trust Company. Ownership of the Series S Notes shall be recorded through entries on the books of banks and broker-dealer participants and correspondents that are related to entries on The Depository Trust Company book-entry-only system. The Series S Notes shall be initially issued in the form of a separate single fully registered typewritten Note for each maturity of the Series S Notes (the "Global Notes"). Each Global Note shall be registered in the name of Cede & Co. as nominee (the "Nominee") of The Depository Trust Company ("DTC") (DTC and any other qualified securities depository designated by the City as a successor to DTC, collectively the "Depository") as the "Registered Owner", and such Global Notes shall be lodged with the Depository until early redemption or maturity of the Series S Note issue. The Paying Agent shall remit payment for the maturing principal and interest on the Series S Notes to the Registered Owner for distribution by the Nominee for the benefit of the owners (the "Beneficial Owner" or "Record Owner") by recorded entry on the books of the Depository participants and correspondents. While the Series S Notes are in book-entry-only form, the Series S Notes will be available in denominations of $5,000 or any integral multiple thereof 6.2. In the event the Depository determines not to continue to act as securities depository for the Series S Notes, or the City determines that the Depository shall no longer so act, then the City will discontinue the book-entry-only system with the Depository. If the City fails to designate another qualified securities depository to replace the Depository or elects to discontinue use of a book-entry-only system, the Series S Notes shall no longer be a book -entry-only issue but shall be registered in the registration books maintained by the Note Registrar in the name of the Owner as appearing on the Series S Note Register and thereafter in the name or names of the Noteowners of the Series S Notes transferring or exchanging Notes. 6.3. With respect to Series.S Notes registered in the registration books maintained by the Note Registrar in the name of the Nominee of the Depository, the City and the Note Registrar shall have no responsibility or obligation to any participant or correspondent of the Depository or to any Registered Owner on behalf of which such participants or correspondents act as agent for the Owner with respect to: 6.3.1. the accuracy of the records of the Depository, the Nominee or any participant or correspondent with respect to any ownership interest in the Series S Notes; Page 3 - Resolution No. _ J :\HWR \CITIES\EUGENE\BAN96\BAN96RES.DOC4/1 1/96