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Agent/Registrar. By accepting the position and performing as such, each Paying AgenffRegistrar shall be
<br />deemed to have agreed to the provisions of this Ordinance, and a certified copy of this Ordinance shall be
<br />delivered to each Paying AgenffRegistrar.
<br />
<br /> (h) Book-Entry Only System. 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 registered Bond for
<br />each of the maturities thereof. Upon initial issuance, the oxvnership of each such Bond shall be registered
<br />in the name of Cede & Co., as nominee of Depository Trust Company of Nexv York ("DTC"), and except
<br />as provided in subsection (i) hereof, all of the outstanding Bonds shall be registered in the name of Cede &
<br />Co., as nominee of DTC.
<br />
<br /> With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the Issuer and
<br />the Paying AgenffRegistrar shall have no responsibility or obligation to any DTC Participant or to any person
<br />on behalf of xvhom such a DTC Participant holds an interest on the Bonds. Without limiting the immediately
<br />preceding sentence, the Issuer and the Paying Agent/Registrar shall have no responsibility or obligation xvith
<br />respect to (i) the accuracy of the records of DTC, Cede & Co. or any DTC Participant xvith respect to any
<br />oxvnership interest in the Bonds, (ii) the delivery to any DTC Participant or any other person, other than a
<br />Bondholder, as shoxvnon the Registration Books, of any notice xvith respect to the Bonds, including any notice
<br />of redemption, or (iii) the payment to any DTC Participant or any other person, other than a Bondholder, as
<br />shoxvn in the Registration Books of any amount xvith 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 AgenffRegistrar shall be entitled to treat and consider the person in xvhose name each
<br />Bond is registered in the Registration Books as the absolute oxvner of such Bond for the purpose of payment
<br />of principal, premium, if any, and interest, as the case may be, xvith respect to such Bond, for the purpose of
<br />giving notices of redemption and other matters xvith respect to such Bond, for the purpose of registering
<br />transfers xvith respect to such Bond, and for all other purposes xvhatsoever. The Paying AgenffRegistrar shall
<br />pay all principal of, premium, if any, and interest on the Bonds only to or upon the order of the respective
<br />oxvners, as shoxvn in the Registration Books as provided in this Ordinance, or their respective attomeys duly
<br />authorized in ~vrifing, and all such payments shall be valid and effective to fully satisfy and discharge the
<br />Issuer's obligations xvith respect to payment of principal of, premium, if any, and interest on, or as the case
<br />may be, the Bonds to the extent of the sum or sums so paid. No person other than an oxvner, as shoxvn in
<br />the Registration Books, shall receive a Bond certificate evidencing the obligation of the Issuer to make
<br />payments of principal, premium, if any, and interest, as the case may be, pursuant to this Ordinance. Upon
<br />delivery by DTC to the Paying AgenffRegistrar of xvritten notice to the effect that DTC has determined to
<br />substitute a nexv nominee in place of Cede & Co., and subject to the provisions in this Ordinance xvith respect
<br />to interest checks being mailed to the registered oxvner at the close of business on the Record Date, the xvord
<br />"Cede & Co." in this Ordinance shall refer to such nexv nominee of DTC.
<br />
<br /> (i) Successor Securities Deposito_ry: Transfers Outside Book-Entry Only System. In the event that
<br />the Issuer or the Paying AgenffRegistrar determines that DTC is incapable of discharging its responsibilities
<br />described herein and in the representation letter of the Issuer to DTC and that it is in the best interest of the
<br />beneficial oxvners of the Bonds that they be able to obtain certificated Bonds, the Issuer or the Paying
<br />AgenffRegistrar shall (i) appoint a successor securities depository, qualified to act as such under Section 17(a)
<br />of the 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 Bonds to such
<br />successor securities depository or (ii) notify DTC and DTC Participants of the availability through DTC of
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