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201nmeof8A Bond shall be registered in the registration books kept by the Registrar in the a
<br /> Cede & Co., as nominee for The Depository Trust Company, New York, New York, and its
<br /> successors and assigns ("DTC"). Except as provided in this Section, all of the outstanding Series
<br /> 2018A Bonds shall be registered in the registration books kept by the Registrar in the name of
<br /> Cede & Co., as nominee of DTC.
<br /> 6.04. DTC. With respect to Series 2018A Bonds registered in the registration books
<br /> kept by the Registrar in the name of Cede & Co., as nominee of DTC, the City, the Registrar and
<br /> the Paying Agent shall have no responsibility or obligation to any broker dealers, banks and
<br /> other financial institutions from time to time for which DTC holds Series 2018A Bonds as
<br /> securities depository (the "Participants") or to any other person on behalf of which a Participant
<br /> holds an interest in the Series 2018A Bonds, including but not limited to any responsibility Or
<br /> obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any Participant
<br /> with respect to any ownership interest in the Series 2018A Bonds, (ii) the delivery to any
<br /> Participant or any other person other than a registered owner of Series 2018A Bonds, as shown
<br /> by the registration books kept by the Registrar, of any notice with respect to the Series 2018A
<br /> Bonds, including any notice of redemption, or (iii) the payment to any Participant or any other
<br /> person, other than a registered owner of Series 2018A Bonds, or any amount with respect to
<br /> principal of, premium, if any, or interest on the Series 2018A Bonds. The City, the Registrar and
<br /> the Paying Agent may treat and consider the person in whose name each Series 2018A Bond is
<br /> registered in the registration books kept by the Registrar as the holder and absolute owner of
<br /> such Series 2018A Bond for the purpose of payment of principal, premium and interest with
<br /> respect to such Series 2018A Bond, for the purpose of registering transfers with respect to such
<br /> Series 2018A Bonds, and for all other purposes. The Paying Agent shall pay all principal of,
<br /> premium, if any, and interest on the Series 2018A Bonds only to or on the order of the respective
<br /> registered owners, as shown in the registration books kept by the Registrar, and all such
<br /> payments shall be valid and effectual to fully satisfy and discharge the City's obligations with
<br /> respect to payment of principal of, premium, if any, or interest on the Series 2018A Bonds to the
<br /> extent of the sum or sums so paid. No person other than a registered owner of Series 2018A
<br /> Bonds, as shown in the registration books kept by the Registrar, shall receive a certificated Series
<br /> 2018A Bond evidencing the obligation of this resolution. Upon delivery by DTC to the City of a
<br /> written notice to the effect that DTC has determined to substitute a new nominee in place of
<br /> Cede & Co., and the words "Cede & Co.," shall refer to such new nominee of DTC; and upon
<br /> receipt of such a notice, the City shall promptly deliver a copy of the same to the Registrar and
<br /> Paying Agent, if the Paying Agent is other than the Registrar.
<br /> 6.05. Transfers Outside Book-Entry System. In the event the City, by resolution of the
<br /> Commission, determines that it is in the best interests of the persons having beneficial interest in
<br /> the Series 2018A Bonds that they be able to obtain Series 2018A Bond certificates, the City shall
<br /> notify DTC, whereupon DTC shall notify the Participants, of the availability through DTC of
<br /> Series 2018A Bond certificates. In such event the City shall issue, transfer and exchange Series
<br /> 2018A Bond certificates as requested by DTC and any other registered owners in accordance
<br /> with the provisions of this Resolution. DTC may determine to discontinue providing its services
<br /> with respect to the Series 2018A Bonds at any time by giving notice to the City and discharging
<br /> its responsibilities with respect thereto under applicable law. In such event, if no successor
<br /> securities depository is appointed, the City shall issue and the Registrar shall authenticate Series
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<br /> 531773v2 JSB EL185-55
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