25-20 Sewage Works Refunding Bond Ordinance

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upon such terms as are acceptable to the Mayor and the Controller consistent with the terms of this Ordinance. The final form of the purchase contract shall be determined by the Mayor and Clerk, upon advice of the City's bond counsel and Municipal Advisor and the Mayor and the Clerk are hereby authorized and directed to complete, execute and attest the same on behalf of the City so long as its provisions are consistent with this Ordinance. (d) The Controller is hereby authorized to appoint one or more financial institutions to serve as Escrow Agent (each an "Escrow Agent") for the Refunded Bonds in accordance with the terms of one or more escrow agreements to be entered into between the City and the Escrow Agent (collectively, the "Escrow Agreement"). The Mayor and the Clerk are hereby authorized and directed to complete, execute and attest the same on behalf of the City so long as its provisions are consistent with this Ordinance. (e) The execution, by either the Mayor, Controller, or the purchaser of the Refunded Bonds, of a subscription for investments of proceeds of the Refunding Bonds to be held under the Escrow Agreement in a manner consistent with this Ordinance is hereby approved. (f) Distribution of an Official Statement (Preliminary and Final), if necessary, when and if prepared by the Municipal Advisor, on behalf of the City, is hereby authorized and approved, and the Mayor is authorized and directed to execute the Official Statement on behalf of the City in a form consistent with this Ordinance. The Mayor or the Controller is authorized to deem the Preliminary Official Statement as "final" for purposes of Rule 15c2-12 promulgated by the United States Securities and Exchange Commission(the"SEC Rule"). (g) After the Refunding Bonds have been properly sold and executed, the Controller shall receive from the purchasers thereof payment for the Refunding Bonds and shall provide for delivery of the Refunding Bonds to the purchasers. Proceeds derived from the sale of the Refunding Bonds shall be and are hereby set aside for the application to the costs of refunding the Refunded Bonds and the expenses necessarily incurred in connection therewith including the expenses incurred in the issuance of the Refunding Bonds on account of the financing thereof. (h) The Refunding Bonds, as and to the extent paid for and delivered to the purchaser shall be the binding special revenue obligations of the City, payable out of the Net Revenues. The proper officers of the City are hereby directed to sell the Refunding Bonds to the purchaser, to draw all proper and necessary warrants, and to do whatever acts and things which may be necessary to carry out the provisions of this Ordinance. (i) The Mayor and the Controller each are hereby authorized to deem final an official statement or official statements with respect to the Refunding Bonds,as of the date of such official statement or official statements,in accordance with the provisions of the SEC Rule,subject to completion as permitted by the SEC Rule, and the City further authorizes the distribution of the deemed final official statement or official statements, and the execution, delivery and distribution of such document or documents as further modified and amended with the approval of the Mayor or the Controller in the form of a final official statement or official statements. 0) In order to assist any underwriter of the Refunding Bonds in complying with paragraph (b)(5) of the SEC Rule by undertaking to make available appropriate disclosure about - I1 -