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396 <br /> <br /> (i) Successor Securities Depositorv: Transfers Outside Book-Entry Only System. In the <br /> event that the Issuer determines that DTC is incapable of discharging its responsibilities described <br /> herein and in the representation letter of the Issuer to DTC or that it is in the best interest of the <br /> beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Issuer shall (i) <br /> appoint a successor securities depository, qualified to act as such under Section 17(a) of the <br /> Securities and Exchange Act of 1934, as amended, notify DTC and DTC Participants of the <br /> appointment of such successor securities depository and transfer one or more separate Bonds to such <br /> successor securities depository or (ii) notify DTC and DTC Participants of the availability through <br /> DTC of Bonds and transfer one or more separate Bonds to DTC Participants having Bonds credited <br /> to their DTC accounts. In such event, the Bonds shall no longer be restricted to being registered in <br /> the Registration Books in the name of Cede & Co., as nominee of DTC, but may be registered in the <br /> name of the successor securities depository, or its nominee, or in whatever name or names registered <br /> owners transferring or exchanging Bonds shall designate, in accordance with the provisions of this <br /> Resolution. <br /> <br /> (j) Payments to Cede & Co. Notwithstanding any other provision of this Resolution to the <br /> contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all <br /> payments with respect to principal of and interest on such Bond and all notices with respect to such <br /> Bond shall be made and given, respectively, in the manner provided in the representation letter of <br /> the Issuer to DTC. <br /> <br /> Section 5. FORMS OF BONDS. The forms of all Bonds including those Bonds issued in <br /> replacement of any Bond or portion thereof, including the form of Registration Certificate of the <br /> Comptroller of Public Accounts of the State of Texas to appear on the Bonds originally issued <br /> hereunder, the form of Paying Agent/Registrar's certificate to be printed on each of such Bonds, and <br /> the Form of Assignment to be printed on each of the Bonds, shall be, respectively, substantially as <br /> follows, with such appropriate variations, omissions, or insertions as are permitted or required by <br /> this Resolution. <br /> <br /> <br />