2.5 ERMUSR 05-11-2021 - Laserfiche WebLink

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11 EL185-68-707442.v4 Agent may treat and consider the person in whose name each Series 2021B Bond is registered in the registration books kept by the Registrar as the holder and absolute owner of such Series 2021B Bond for the purpose of payment of principal, premium and interest with respect to such Series 2021B Bond, 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 2021B Bonds only to or on the order of the respective registered owners, as shown in the registration books kept by the Registrar, and all such payments will be valid and effectual to fully satisfy and discharge the City’s obligations with respect to payment of principal of, premium, if any, or interest on the Series 2021B Bonds to the extent of the sum or sums so paid. No person other than a registered owner of Series 2021B Bonds, as shown in the registration books kept by the Registrar, will receive a certificated Series 2021B Bond evidencing the obligation of this resolution. Upon delivery by DTC to the City of a written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., the words “Cede & Co.,” will refer to such new nominee of DTC; and upon receipt of such a notice, the City will promptly deliver a copy of the same to the Registrar and Paying Agent, if the Paying Agent is other than the Registrar. 6.05. Representation Letter. The City has heretofore executed and delivered to DTC a Blanket Issuer Letter of Representations (the “Representation Letter”) which will govern payment of principal of, premium, if any, and interest on the Series 2021B Bonds and notices with respect to the Series 2021B Bonds. Any Paying Agent or Registrar subsequently appointed by the City with respect to the Series 2021B Bonds will agree to take all action necessary for all representations of the City in the Representation Letter with respect to the Registrar and Paying Agent, respectively, to be complied with at all times. 6.06. Transfers Outside Book-Entry System. In the event the City, by resolution of the Commission, determines that it is in the best interests of the persons having beneficial interests in the Series 2021B Bonds that they be able to obtain Series 2021B Bond certificates, the City will notify DTC, whereupon DTC will notify the Participants, of the availability through DTC of Series 2021B Bond certificates. In such event the City will issue, transfer and exchange Series 2021B Bond certificates as requested by DTC and any other registered owners in accordance with the provisions of this Resolution. DTC may determine to discontinue providing its services with respect to the Series 2021B Bonds at any time by giving notice to the City and discharging its responsibilities with respect thereto under applicable law. In such event, if no successor securities depository is appointed, the City will issue and the Registrar will authenticate Series 2021B Bond certificates in accordance with this resolution and the provisions hereof will apply to the transfer, exchange and method of payment thereof. 6.07. Payments to Cede & Co. Notwithstanding any other provision of this Resolution to the contrary, so long as a Series 2021B Bond is registered in the name of Cede & Co., as nominee of DTC, payments with respect to principal of, premium, if any, and interest on the Series 2021B Bond and all notices with respect to the Series 2021B Bond will be made and given, respectively in the manner provided in DTC’s Operational Arrangements, as set forth in the Representation Letter. Section 7. Notice of Redemption. At least 20 days before the date set for mandatory redemption of any Series 2021B Bond, the City shall cause notice of such redemption to be 72