Ordinance 99-86 - Laserfiche WebLink

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The Bond and the Bond Anticipation Note shall bear thereon a certificate of authentication, in the form set forth on Exhibit A attached hereto, executed manually by the Registrar (when the City's Finance Department shall act as Registrar, the certificate of authentication shall be manually executed by the City's Finance Director). Only if a Bond or Bond Anticipation Note shall bear thereon such certificate of authentication shall it be entitled to any right or benefit under this Ordinance and no Bond or Bond Anticipation Note shall be valid or obligatory for any purpose until such certificate of authentication shall have been duly executed by the Registrar. The certificate of authentication of the Registrar upon the Bond or the Bond Anticipation Note executed on behalf of the City shall be conclusive evidence that the Bond or the Bond Anticipation Note so authenticated have been duly authenticated and delivered under this Ordinance and that the Bondholder or the Bank, as the case may be, is entitled to the benefits of this Ordinance. SECTION 2.4 NEGOTIABILITY. REGISTRATION AND CANCELLATION. The Registrar shall keep books for the registration of the Bond and the Bond Anticipation Note and for the registration of transfers of the Bond and the Bond Anticipation Note. The Bond and the Bond Anticipation Note shall be transferable at the option of the Bondholder or the Bank, as the case may be, to an institutional holder, but subject to the prior written approval of the City's Finance Director (which shall not be unreasonably withheld if the intended transferee provides a suitability letter addressed to the City as to the sophistication of the investor) unless such institutional holder is a bank or trust company, or unless such institutional holder, which is not a bank or trust company, certifies in writing to the City prior to the transfer that it is an accredited investor within the meaning of Rule 501 of the Secmities Act of 1933, as amended and supplemented, in which case such approval shall not be required, and upon surrender thereof at the office of the Registrar (the designated corporate trust office of the Registrar if the City's Finance Department is not the Registrar) with a written instrument of transfer satisfactory to the Registrar duly executed by the Bondholder or the Bank, as the case may be, or its duly authorized attorney. Upon the transfer of such Bond or Bond Anticipation Note, the City shall issue in the name of the transferee a new Bond or Bond Anticipation Note. The City, the Paying Agent and the Registrar shall deem and treat the person in whose name the Bond or the Bond Anticipation Note shall be registered upon the books kept by the Registrar as the absolute owner of such Bond or Bond Anticipation Note, whether such Bond or Bond Anticipation Note shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest on such Bond or Bond Anticipation Note as the same become due and for all other purposes. All such payments so made to the Bondholder or the Bank or upon its order shall be valid and effectual to satisfy and discharge the liability upon such Bond or Bond Anticipation Note to the extent of the sum or sums so paid, and neither the City, the Paying Agent nor the Registrar shall be affected by any notice to the contrary. In all cases in which the privilege of transferring the Bond or the Bond Anticipation Note is exercised, the City shall execute and the Registrar shall authenticate and deliver the Bond or the Bond Anticipation Note in accordance with the provisions of this Ordinance. The Bond or the Bond Anticipation Note surrendered in any such transfer shall forthwith be delivered to the Registrar and canceled by the Registrar in the manner provided in this Section. The City or the 14