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(b) Transfer, Conversion and Exchan�e. Except as provided in Section 3(d) of this
<br />Ordinance, an authorized representative of the Paying Agent/Registrar shall, before the delivery
<br />of any such Bond, date and manually sign said Bond, and no such Bond shall be deemed to be
<br />issued or outstanding unless such Bond is so executed. The Paying Agent/Registrar promptly
<br />shall cancel all paid Bonds and Bonds surrendered for conversion and exchange. No additional
<br />ordinances, orders, or resolutions need be passed or adopted by the governing body of the Issuer
<br />or any other body or person so as to accomplish the foregoing conversion and exchange of any
<br />Bond or portion thereof, and the Paying Agent/Registrar shall provide for the printing, execution,
<br />and delivery of the substitute Bonds in the manner prescribed herein. Pursuant to Chapter 1201,
<br />Government Code, as amended, the duty of conversion and exchange of Bonds as aforesaid is
<br />hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said Bond, the
<br />converted and exchanged Bond shall be valid, incontestable, and enforceable in the same manner
<br />and with the same effect as the Bonds that initially were issued and delivered pursuant to this
<br />Ordinance, approved by the Attorney General and registered by the Comptroller of Public
<br />Accounts.
<br />(c) Payrnent of Bonds and Interest. The Issuer hereby further appoints the Paying
<br />Agent/Registrar to act as the paying agent for paying the principal of and interest on the Bonds,
<br />all as provided in this Ordinance. The Paying Agent/Registrar shall keep proper records of all
<br />payrnents made by the Issuer and the Paying Agent/Registrar with respect to the Bonds, and of
<br />all conversions and exchanges of Bonds, and all replacements of Bonds, as provided in this
<br />Ordinance. However, in the event of a nonpayrnent of interest on a scheduled payment date, and
<br />for thirty (30) days thereafter, a new record date for such interest payment (a "Special Record
<br />Date") will be established by the Paying Agent/Registrar, if and when funds for the payment of
<br />such interest have been received from the Issuer. Notice of the Special Record Date and of the
<br />scheduled payment date of the past due interest (which shall be 15 days after the Special Record
<br />Date) shall be sent at least five (5) business days prior to the Special Record Date by United
<br />States mail, first class postage prepaid, to the address of each registered owner appearing on the
<br />Registration Books at the close of business on the last business day next preceding the date of
<br />mailing of such notice.
<br />(d) In General. The Bonds (i) shall be issued in fully registered form, without interest
<br />coupons, with the principal of and interest on such Bonds to be payable only to the registered
<br />owners thereof, (ii) shall be in the denominations, (iii) may be converted and exchanged for other
<br />Bonds, (iv) may be transferred and assigned, (v) shall have the characteristics, (vi) shall be
<br />signed, sealed, executed and authenticated, (vii) the principal of and interest on the Bonds shall
<br />be payable, and (viii) shall be administered and the Paying Agent/Registrar and the Issuer shall
<br />have certain duties and responsibilities with respect to the Bonds, all as provided, and in the
<br />manner and to the effect as required or indicated, in the FORM OF BOND set forth in this
<br />Ordinance. The Bond initially issued and delivered pursuant to this Ordinance is not required to
<br />be, and shall not be, authenticated by the Paying Agent/Registrar, but on each substitute Bond
<br />issued in conversion of and exchange for any Bond or Bonds issued under this Ordinance the
<br />Paying Agent/Registrar shall execute the PAYING AGENT/REGISTRAR'S
<br />AUTHENTICATION CERTIFICATE, in the form set forth in the FORM OF BOND.
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