5.2b ERMUSR 04-13-2021 - Laserfiche WebLink

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TEMPLATE RESOLUTION bythe Registrarand evidence of such cancellation mustbe given to the Commission. If the mutilated, destroyed, stolen or lostSeries 2021BBond has already matured or been called for redemption in accordance with its termsitwill not be necessary to issue a new Series 2021BBond prior to payment. 6.02.Appointment of Initial Registrar.The City appointsU.S. Bank National Association, St.Paul, Minnesota, as the initial Registrar. The President and Secretaryare authorized to execute and deliver, on behalf of the City, a contract with the Registrar.Upon merger or consolidation of the Registrar with another corporation, if theresulting corporation is a bank or trust company authorized by law to conduct such business, theresultingcorporationis authorized to act as successor Registrar. The City agrees to pay the reasonable and customary charges of the Registrar for the servicesperformed. The City reserves the right to remove the Registrar upon 30daysnotice and upon the appointment ofasuccessor Registrar, in which event the predecessor Registrar mustdeliver all cash and Series 2021B Bondsin its possession to the successor Registrar and deliver the bondregister to thesuccessor Registrar. On or before each principal or interest due date, without further order of this Commission, there shall be transmitted to the Registrar, from amounts on hand in the Debt Service Account available therefore, an amount sufficient to pay all principal and interest then due on the Bonds. 6.03.Initial Issue. TheSeries 2021BBonds willbe initially issued in the form of a separate single typewritten or printed fully registered Series 2021BBond for each of the maturities set forthin this Resolution. Upon initial issuance, the ownership of each such Series 2021BBond will be registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York, and its successors and assigns (DTC). Except as provided in this section, all of the outstanding Series 2021BBonds will be registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC. 6.04.DTC. With respect to Series 2021BBonds registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC, the City, the Registrar and the Paying Agent will have no responsibility or obligation to any broker dealers, banks and other financial institutions from time to time for which DTC holds Series 2021BBonds as securities depository (the Participants) or to any other person on behalf of whicha Participant holds an interest in the Series 2021BBonds, including but not limited to any responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede &Co. or any Participant with respect to any ownership interest in the Series 2021BBonds, (ii) the delivery to any Participant or any other person other than a registered ownerof Series 2021BBonds, as shown by the registration books kept by the Registrar,of any notice with respect to the Series 2021BBonds, including any notice of redemption, or (iii) the payment to any Participant or any other person, other than a registeredowner of Series 2021BBonds, ofany amount with respect to principal of, premium, if any, or interest on the Series 2021BBonds. The City, the Registrar and the Paying Agent may treat and consider the person in whose name each Series 2021BBond is registered in the registration books kept by the Registrar as the holder and absolute owner of such Series 2021BBond for the purpose of payment of principal, premium and interest with respect to such Series 2021BBond, for the purpose of registering transfers with respect to such Series 2021B Bonds, and for all other purposes. The Paying Agent will pay all principal of, premium, if any, and interest on the Series 2021BBonds only to or on the order of the respective registered 10 EL185-68-707442.v2 396