5.1. & 5.2. SR 11-10-2003 - Laserfiche WebLink

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refunded are referred to herein as the "Refunded Bonds") and to finance the Improvements, respectively: NOW, THEREFORE, BE IT RESOLVED by the City Council (the "Council") of the City of Elk River, Minnesota (the "City"), as follows: 1. Acceptance of Offer. (a) The offer of (the "Purchaser"), to purchase the City's General Obhgation Water Revenue Bonds, Series 2003B (the "Bonds", or individually a "Bond"), at the rates of interest and upon the other terms set forth in this Resolution, and to pay therefor the sum of $ plus interest accrued to settlement, is hereby accepted. (b) Book Entry. Only System. The Depository Trust Company, in New York, New York, pursuant to a certain Blanket Issuer Letter of Representations to be executed by the City and accepted by said Trust Company (as the same may be supplemented or superseded, and including all provisions thereof and rules, procedures or practices referenced therein, the "Letter of Representations"), or any of its successors to its functions hereunder (the "Depository"), will act as securities depository for the Bonds, and to this end: (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period"), shall at all times be in the form of a separate single fully registered Bond for each maturity of the Bonds; and authorized denominations for each maturity of Bonds shah be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that maturity. While in such book entry form, the Bonds are sometimes hereinafter referred to as being in "Book Entry Only Form." (ii) Upon initial issuance, ownership of the Bonds shah be registered in a bond register maintained by the Bond Registrar described in this Resolution in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee"). (iii) With respect to the Bonds, neither the City nor the Bond Registrar shah have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant") or to the person for ~vhich a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner"). Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar, shall have any such responsibility or obhgation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or 03) the delivery to any Participant, any Beneficial Owner or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or OD) the consent given or other action taken by the S:\ADMIN\Resolutions~2003 Rcsolutions~ Unapprovcd~Bond2.DOC