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<br />FORM OF REGISTRATION CERTIFICATE OF THE <br />COMPTROLLER OF PUBLIC ACCOUNTS: <br /> <br />COMPTROLLER'S REGISTRATION CERTIFICATE <br />REGISTER NO. <br /> <br />I hereby certify that this Certificate of Obligation has been examined, certified as to validity, <br />and approved by the Attorney General of the State of Texas, and that this Certificate of Obligation <br />has been registered by the Comptroller of Public Accounts of the State of Texas. <br /> <br />Witness my signature and seal this <br /> <br />Comptroller of Public Accounts <br />of the State of Texas <br /> <br />(COMPTROLLER'S SEAL) <br /> <br />Section 6. ADDITIONAL CHARACTERISTICS OF THE CERTIFICATES OF <br />OBLIGATION. Registration and Transfer. (a) The Issuer shall keep or cause to be kept at the <br />principal corporate trust office of The Bank of New York, New York, New York (the "Paying <br />Agent/Registrar") books or records of the registration and transfer ofthe Certificates of Obligation <br />(the nRegistration Books"), and the Issuer hereby appoints the Paying Agent/Registrar as its registrar <br />and transfer agent to keep such books or records and make such transfers and registrations under <br />such reasonable regulations as the Issuer and Paying Agent/Registrar may prescribe; and the Paying <br />Agent/Registrar shall make such transfers and registrations as herein provided. The Paying <br />Agent/Registrar shall obtain and record in the Registration Books the address of the registered owner <br />of each Certificate of Obligation to which payments with respect to the Certificates of Obligation <br />shall be mailed, as herein provided; but it shall be the duty of each registered owner to notifY the <br />Paying Agent/Registrar in writing of the address to which payments shall be mailed, and such <br />interest payments shall not be mailed unless such notice has been given. The Issuer shall have the <br />right to inspect the Registration Books during regular business hours of the Paying Agent/Registrar, <br />but otherwise the Paying Agent/Registrar shall keep the Registration Books confidential and, unless <br />otherwise required by law, shall not permit their inspection by any other entity. Registration of each <br />Certificate of Obligation may be transferred in the Registration Books only upon presentation and <br />surrender of such Certificate of Obligation to the Paying Agent/Registrar for transfer of registration <br />and cancellation, together with proper written instruments of assignment, in form and with guarantee <br />of signatures satisfactory to the Paying Agent/Registrar, (i) evidencing the assignment of the Certifi- <br />cate of Obligation, or any portion thereof in any integral multiple of $5,000, to the assignee or <br />assignees thereof, and (ii) the right of such assignee or assignees to have the Certificate of Obligation <br />or any such portion thereof registered in the name of such assignee or assignees. Upon the <br />assignment and transfer of any Certificate of Obligation or any portion thereof, a new substitute <br />Certificate of Obligation or Certificates of Obligation shall be issued in conversion and exchange <br />therefor in the manner herein provided. The Initial Certificate of Obligation, to the extent of the <br />unpaid or unredeemed principal balance thereof, may be assigned and transferred by the initial regis- <br /> <br />9 <br />