2.3a ERMUSR 06-08-2021 - Laserfiche WebLink

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her person on behalf of which a Participantholds an interest in the Bonds, including but not limitedtoany responsibility or obligation with respect to (i) the accuracy of the records ofDTC, Cede & Co. or any Participant with respect toany ownership interest in the Bonds, (ii) the delivery to any Participant or any other person (other than a registered owner of Bonds, as shown by the registration books kept by the Registrar) of any notice with respect to the Bonds, including any notice of redemption, or(iii) the payment to any Participant or any other person, other than a registered owner of Bonds, ofany amount with respect to principal of, premium, if any, or interest on the Bonds. The City, the Registrar and the Paying Agent may treat and consider the person inwhose name each Bond is registered in the registration books kept by the Registrar as the holder and absolute owner of such Bond for the purpose of payment of principal, premium and interest with respect to such Bond, for the purpose of registering transfers with respect to such Bonds,and for all other purposes. The Paying Agent will pay allprincipal of, premium, if any, and interest on the 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 paymentswill be valid and effectual to fully satisfy and dischargethe interest on the Bonds to the extent of the sum or sums so paid. No person otherthan a registered owner of Bonds, as shown in the registration books kept by the Registrar,will receive a certificated Bond evidencing the obligation of this resolution. Upon delivery by DTC to the Finance Managerof a written notice to the effect that DTC has determined to substitute a new nominee in place of , of such a notice, the Finance Managerwill promptly deliver a copyof the same to the Registrar and Paying Agent. 7.03.Representation Letter. The City has heretofore executed and delivered to DTC a l govern payment of principal of, premium, if any, and interest on the Bonds andnotices with respect to the Bonds. Any Paying Agent or Registrar subsequently appointed by theCity with respect to the Bonds will agree to take all action necessary for all representations of the City in the Representation Letter with respectto the Registrar and Paying Agent, respectively, to be complied with at all times. 7.04.Transfers OutsideBook-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 Bonds that they be able to obtain Bond certificates, the City will notify DTC, whereupon DTC will notify the Participants, of the availability through DTC of Bond certificates. In such event the City will issue, transfer and exchange Bond certificates as requested by DTC and any other registered owners in accordance with the provisionsof this Resolution. DTC may determine to discontinue providing its services with respect to the 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 successorsecurities depository is appointed, the City will issue and the Registrar will authenticate Bond certificates in accordancewith this resolution and the provisions hereof will apply to the transfer, exchange and method of payment thereof. 7.05.Paymentsto Cede & Co.Notwithstanding any other provision of this Resolution to the contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC, EL185-69-713323.v2 12 47