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of the Paying Agent/Registrax, but otherwise the Paying Agent/Registrar shall keep the Registration
<br />Books confidential and, unless otherwise required by law, sha11 not permit their inspection by any
<br />other entity. The Issuer shall pay the Paying Agent/Registrar's standard or customary fees and
<br />charges for making such registration, transfer, conversion, exchange and delivery of a substitute
<br />Certificate or Certificates. Registration of assignments, transfers, conversions and exchanges of
<br />Certificates shall be made in the manner provided and with the effect stated in the FORM OF
<br />CERTIFICATE set forth in this Ordinance. Each substitute Certificate sha11 bear a letter and/or
<br />number to distinguish it from each other Certificate.
<br />Except as provided in Section 3(c) of this Ordinance, an authorized representative of the
<br />Paying Agent/Registrar shall, before the delivery of any such Certificate, date and manually sign said
<br />Certificate, and no such Certificate shall be deemed to be issued or outstanding unless such Certificate
<br />is so executed. The Paying Agent/Registrar promptly shall cancel all paid Certificates and Certificates
<br />surrendered for conversion and exchange. No additional ordinances, orders, or resolutions need be
<br />passed or adopted by the governing body of the Issuer or any other body or person so as to
<br />accomplish the foregoing conversion and exchange of any Certificate or portion thereof, and the
<br />Paying Agent/Registrar shall provide for the printing, execution, and delivery of the substitute
<br />Certificates in the manner prescribed herein, and said Certificates shall be printed or typed on paper
<br />of customary weight and strength. Pursuant to Chapter 1201, Government Code, and particularly
<br />Subchapter D thereof, the duty of conversion and exchange of Certificates as aforesaid is hereby
<br />imposed upon the Paying Agent/Registrar, and, upon the execution of said Certificate, the converted
<br />and exchanged Certificate shall be valid, incontestable, and enforceable in the same manner and with
<br />the same effect as the Certificates that initially were issued and delivered pursuant to this Ordinance,
<br />approved by the Attorney General and registered by the Comptroller of Public Accounts.
<br />(b) Pavment of Certificates 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 Certificates,
<br />all as provided in this Ordinance. The Paying Agent/Registrar shall keep proper records of all
<br />payments made by the Issuer and the Paying Agent/Registrar with respect to the Certificates, and of
<br />all conversions and exchanges of Certificates, and all replacements of Certificates, as provided in this
<br />Ordinance. However, in the event of a nonpayment of interest on a scheduled payment date, and for
<br />thirty (3 0) days thereafter, a new record date for such interest payment (a "Special Record Date") will
<br />be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have
<br />been received from the Issuer. Notice of the past due interest shall be sent at least five (5) business
<br />days prior to the Special Record Date by United States mail, first-class postage prepaid, to the
<br />address of each registered owner appearing on the Registration Books at the close of business on the
<br />last business day next preceding the date of mailing of such notice.
<br />(c) In General. The Certificates (i) shall be issued in fully registered form, without interest
<br />coupons, with the principal of and interest on such Certificates to be payable only to the registered
<br />owners thereof, (ii) may be redeemed prior to their scheduled maturities (notice of which shall be
<br />given to the Paying Agent/Registrar by the Issuer at least 3 5 days prior to any such redemption date),
<br />(iii) may be converted and exchanged for other Certificates, (iv) may be transferred and assigned,
<br />(v) shall have the characteristics, (vi) shall be signed, sealed, executed and authenticated, (vii) the
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