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Agent may treat and consider the person in whose name each Series 2021 B Bond is registered in <br /> the registration books kept by the Registrar as the holder and absolute owner of such Series <br /> 2021 B Bond for the purpose of payment of principal, premium and interest with respect to such <br /> Series 2021B Bond, for the purpose of registering transfers with respect to such Series 2021B <br /> Bonds, and for all other purposes. The Paying Agent will pay all principal of, premium, if any, <br /> and interest on the Series 2021B Bonds only to or on the order of the respective registered <br /> owners, as shown in the registration books kept by the Registrar, and all such payments will be <br /> valid and effectual to fully satisfy and discharge the City's obligations with respect to payment <br /> of principal of, premium, if any, or interest on the Series 2021 B Bonds to the extent of the sum <br /> or sums so paid. No person other than a registered owner of Series 2021B Bonds, as shown in <br /> the registration books kept by the Registrar, will receive a certificated Series 2021B Bond <br /> evidencing the obligation of this resolution. Upon delivery by DTC to the City of a written <br /> notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., <br /> the words "Cede & Co.," will refer to such new nominee of DTC; and upon receipt of such a <br /> notice, the City will promptly deliver a copy of the same to the Registrar and Paying Agent, if <br /> the Paying Agent is other than the Registrar. <br /> 6.05. Representation Letter. The City has heretofore executed and delivered to DTC a <br /> Blanket Issuer Letter of Representations (the "Representation Letter") which will govern <br /> payment of principal of, premium, if any, and interest on the Series 2021B Bonds and notices <br /> with respect to the Series 2021B Bonds. Any Paying Agent or Registrar subsequently appointed <br /> by the City with respect to the Series 2021B Bonds will agree to take all action necessary for all <br /> representations of the City in the Representation Letter with respect to the Registrar and Paying <br /> Agent, respectively,to be complied with at all times. <br /> 6.06. 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 interests in <br /> the Series 2021B Bonds that they be able to obtain Series 2021B Bond certificates, the City will <br /> notify DTC, whereupon DTC will notify the Participants, of the availability through DTC of <br /> Series 2021B Bond certificates. In such event the City will issue, transfer and exchange Series <br /> 2021B 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 2021B 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 will issue and the Registrar will authenticate Series <br /> 2021B Bond certificates in accordance with this resolution and the provisions hereof will apply <br /> to the transfer, exchange and method of payment thereof. <br /> 6.07. Payments to Cede & Co. Notwithstanding any other provision of this Resolution <br /> to the contrary, so long as a Series 2021B Bond is registered in the name of Cede & Co., as <br /> nominee of DTC, payments with respect to principal of, premium, if any, and interest on the <br /> Series 2021B Bond and all notices with respect to the Series 2021B Bond will be made and <br /> given, respectively in the manner provided in DTC's Operational Arrangements, as set forth in <br /> the Representation Letter. <br /> Section 7. Notice of Redemption. At least 20 days before the date set for mandatory <br /> redemption of any Series 2021B Bond, the City shall cause notice of such redemption to be <br /> 11 <br /> EL185-68-707442 v4 <br />