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06-09-2025
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of the Registered Owners, as shown in the Registration Books as provided in this Ordinance, or <br />their respective attorneys duly authorized in writing, and all such payments shall be valid and <br />effective to fully satisfy and discharge the City's obligations with respect to payment of principal <br />of and interest on the Notes to the extent of the sum or sums so paid. No person other than a <br />Registered Owner, as shown in the Registration Books, shall receive a Note evidencing the <br />obligation of the City to make payments of principal and interest pursuant to this Ordinance. Upon <br />delivery by DTC to the Paying Agent/Registrar of written notice to the effect that DTC has <br />determined to substitute a new nominee in place of Cede & Co., and subject to the provisions in <br />this Ordinance with respect to interest checks being mailed to the Registered Owner at the close <br />of business on the Record Date, the words "Cede & Co." in this Ordinance shall refer to such new <br />nominee of DTC. The previous execution and delivery of the Blanket Issuer Letter of <br />Representations with respect to obligations of the City is hereby ratified and confirmed; and the <br />provisions thereof shall be fully applicable to the Notes. <br />(h) Successor Securities De posito Transfers Outside Book-Enq Onl , S stem. In <br />the event that the City determines that DTC is incapable of discharging its responsibilities <br />described herein and in the representations letter of the City to DTC or that it is in the best interest <br />of the beneficial owners of the Notes that they be able to obtain certificated Notes, the City shall <br />(i) appoint a successor securities depository, qualified to act as such under Section 17A 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 Notes to <br />such successor securities depository or (ii) notify DTC and DTC Participants of the availability <br />through DTC of Notes and transfer one or more separate certificated Notes to DTC Participants <br />having Notes credited to their DTC accounts. In such event, the Notes shall no longer be restricted <br />to being registered in the Registration Books in the name of Cede & Co., as nominee of DTC, but <br />may be registered in the name of the successor securities depository, or its nominee, or in whatever <br />name or names Registered Owners transferring or exchanging Notes shall designate, in accordance <br />with the provisions of this Ordinance. <br />(i) Payinents toIT Cede & Co. Notwithstanding any other provision of this Ordinance to <br />the contrary, so long as any Note is registered in the name of Cede & Co., as nominee of DTC, all <br />payments with respect to principal of and interest on such Note and all notices with respect to such <br />Note shall be made and given, respectively, in the manner provided in the representations letter of <br />the City to DTC. <br />0) Cancellation of Initial Note. On the Delivery Date, one initial Note representing <br />the entire principal amount of the Notes, payable in stated installments to the Purchaser or its <br />designee, executed by manual or facsimile signature of the Mayor or Mayor Pro Tem and the City <br />Clerk of the City, approved by the Attorney General, and registered and signed by the Comptroller <br />in the manner prescribed by law, will be delivered to the Purchaser or its designee. Upon payment <br />for the initial Note, the Paying Agent/Registrar shall cancel the initial Note and deliver to DTC on <br />behalf of the Purchaser one registered definitive Note for each year of maturity of the Notes, in the <br />aggregate principal amount of all of the Notes for such maturity. <br />Section 4. FORM OF NOTES. The form of the Notes, including the form of Paying <br />Agent/Registrar's Authentication Note, the form of Assignment and the form of Registration Note <br />
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