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<br />(f) PaVtnent of Fees and Charl!es. The Issuer hereby covenants with the registered owners of the
<br />Bonds that it will (i) pay the standard or customary fees and charges of the Paying Agent/Registrar for its
<br />services with respect to the payment of the principal of and interest on the Bonds, when due, and (ii) pay the
<br />fees and charges of the Paying Agent/Registrar for services with respect 10 the transfer of registration of
<br />Bonds, and with respecl to the conversion and exchange of Bonds solely to the extent above provided in this
<br />Ordinance.
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<br />(g) Substitute Pavin~ A~ent/Re~istrar. The Issuer covenanls with the registered owners of Ihe
<br />Bonds thaI at all limes while the Bonds are outstanding the Issuer will provide a competent and legally
<br />qualified bank, trust company, financial institution, or other agency to act as and perform the services of
<br />Paying Agent/Registrar for the Bonds under this Ordinance, and that the Paying Agent/Registrar will be one
<br />entity. The Issuer reserves the right to, and may, at its option, change the Paying Agent/Registrar upon not
<br />less than 120 days written notice to the Paying Agent/ Registrar, \0 be effective nollater than 60 days prior
<br />to the next principal or interest payment date after such notice. In the event that the entity al any lime acting
<br />as Paying Agent/Registrar (or its successor by merger, acquisition, or other method) should resign or
<br />otherwise cease to act as such, the Issuer covenants that promptly it will appoint a compelent and legally
<br />qualified bank, trust company, financial institution, or other agency to acl as Paying Agent/Registrar under
<br />this Ordinance. Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar
<br />promptly shall transfer and deliver the Registration Books (or a copy thereof), along with all other pertinenl
<br />books and records relating to the Bonds, to the new Paying Agent/Registrar designated and appointed by the
<br />Issuer. Upon any change in the Paying Agent/Registrar, the Issuer promplly will cause a written nolice
<br />thereof to be sent by the new Paying Agent/Registrar to each registered owner of the Bonds, by United
<br />Stales mail, first-class postage prepaid, which notice also shall give the address of Ihe new Paying
<br />Agent/Registrar. By accepling the position and performing as such, each Paying Agent/Registrar shall be
<br />deemed to have agreed to the provisions of this Ordinance, and a certified copy of this Ordinance shall be
<br />delivered 10 each Paying Agent/Registrar.
<br />
<br />(h) Book-Entrv Onlv Svstem The Bonds issued in exchange for the Bonds initially issued to the
<br />purchaser specified herein shall be initially issued in the form of a separate single fully regislered Bond for
<br />each of the maturities thereof. Upon initial issuance, the ownership of each such Bond shall be registered
<br />in the name of Cede & Co., as nominee of Depository Trusl Company of New York ("DTC"), and except
<br />as provided in subsection (h) hereof, all of the outstanding Bonds shall be regislered in the name of Cede &
<br />Co., as nominee ofDTC.
<br />
<br />With respect to Bonds registered in the name of Cede & Co., as nominee of DTC. the Issuer and
<br />the Paying Agent/Registrar shall have no responsibility or obligation to any DTC Panicipant or to any person
<br />on behalf of whom such a OTC Panicipant holds an interest on the Bonds. Without limiting the immediately
<br />preceding senlence, the Issuer and the Paying Agent/Registrar shall have no responsibility or obligalion with
<br />respect to (i) Ihe accuracy of the records of DTC, Cede & Co. or any DTC Panicipant with respect to any
<br />ownership interest in the Bonds, (ii) the delivery to any DTC Panicipant or any other person, other than a
<br />Bondholder, as shown on the Registration Books, of any notice with respect to the Bonds, including any notice
<br />of redemption, or (iii) the payment to any DTC Panicipanl or any other person, other than a Bondholder, as
<br />shown in the Registralion Books of any amount with respect to principal of, premium, if any, or interest on,
<br />as the case may be, the Bonds. Notwithstanding any other provision of this Ordinance to the contrary, the
<br />Issuer and the Paying Agent/Registrar shall be entitled to treat and consider the person in whose name each
<br />Bond is registered in the Registration Books as the absolute owner of such Bond for the purpose of payment
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