1998-11-09-PEDC - Laserfiche WebLink

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393 -- charges required to be paid with respect thereto. The Paying Agent/Registrar shall not be required to make exchange or transfers of registration of any Bond or any portion thereof(i) during the period commencing with the close of business on any Record Date and ending with the opening of business on the next following principal or interest payment date, or, (ii) with respect to any Bond or any portion thereof called for redemption prior to maturity, within 45 days prior to its redemption date. As used herein, the term "Record Date" shall mean the 15th day of the month preceding an interest payment date. To the extent required by the Code and the Regulations, since the Bonds are deemed "taxable", it shall be the duty of the Paying Agent/Registrar, on behalf of the Issuer, to report to the owners of the Bonds and the Internal Revenue Service (i) the amount of "reportable payments", if any, subject to backup withholding during each year and the amount of tax witheld, if any, with respect to payments of the Bonds and (ii) the amount of interest or amount treated as interest on the Bonds and required to be included in gross income of the owner thereof. (b) Ownership of Bonds. The entity in whose name any Bond shall be registered in the Registration Books at any time shall be deemed and treated as the absolute owner thereof for all purposes of this Resolution, whether or not such Bond shall be overdue, and the Issuer and the Paying Agent/Registrar shall not be affected by any notice to the contrary; and payment of, or on account of, the principal of, premium, if any, and interest on any such Bond shall be made only to such registered owner. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid. (c) Payment of Principal of Obligation and Interest. The Issuer hereby further appoints the Paying Agent/Registrar to act as the paying agent for paying the principal of and interest on the Bonds, and to act as its agent to convert and exchange or replace Bonds, all as provided in this Resolution. The Paying AgenffRegistrar shall keep proper records of all payments made by the Issuer and the Paying Agent/Registrar with respect to the Bonds, and of all transfers and exchanges of Bonds, and all replacements of Bonds, as provided in this Resolution. (d) Replacement of Bonds: Authentication. Each Bond issued and delivered pursuant to this Resolution may be replaced as provided in this Section and Section 24 of this Resolution. If any Bond is replaced, the substitute Bond issued in replacement for such Bond thereof shall be in the denomination of any integral multiple of $5,000 and have a principal maturity date corresponding to the maturity date of the principal of the Bond it is replacing; and each such Bond shall bear interest at the rate applicable to and borne by the Bond it is replacing. The Paying Agent/Registrar shall replace Bonds as provided herein, and each fully registered bond delivered in replacement of any Bond as permitted or required by any provision of this Resolution shall constitute one of the Bonds for all purposes of this Resolution, and may again be replaced. Each Bond issued and delivered pursuant to this Resolution is not required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each Bond issued in replacement of any Bond or Bonds issued under this Resolution, there shall be printed a "PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE", in substantially the form set forth in Section 5 of this Resolution. An authorized representative of the Paying Agent/Registrar shall, before thc delivery of any such Bond, date and manually sign the above-described Authentication Certificate, and no such Bond shall be deemed 4