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Book Entry Only Form; Blanket Letter of Representations. Pursuant to the <br />Resolution, the Bonds may be issued in Book Entry Only Form, and during any period in which <br />Bonds are in such form, the provisions applicable to the Bonds pursuant to the Blanket Letter of <br />Representations shall apply, notwithstanding any contrary or inconsistent provision herein or in <br />the Resolution. <br /> <br /> Denominations: Exchange: Resolution. The Bonds are issuable solely as fully <br />registered bonds in the denominations of $5,000 and integral multiples thereof of a single <br />maturity and are exchangeable for fully registered bonds of other authorized denominations in <br />equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the <br />manner and subject to the limitations provided in the Resolution. Reference is hereby made to <br />the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the <br />Resolution are on file in the principal office of the Bond Registrar. <br /> <br /> Transfer. This Bond is transferable by the Registered Owner in person or by the <br />Registered Owner's attorney duly authorized in writing at the principal office of the Bond <br />Registrar upon presentation and surrender hereof to the Bond Registrar, alt subject to the terms <br />and conditions provided in the Resolution and to reasonable regulations of the City contained in <br />any agreement with the Bond Registrar. Thereupon the City shall execute and the Bond <br />Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully <br />registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or <br />similar designation), of an authorized denomination or denominations, in aggregate principal <br />amount equal to the principal amount of this Bond, of the same maturity and bearing interest at <br />the same rate. <br /> <br /> Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum <br />sufficient to cover any tax or other governmental charge payable in connection with the transfer <br />or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. <br /> <br /> Treatment of Registered Owners. The City and Bond Registrar may treat the <br />person in whose name this Bond is registered as the owner hereof for the purpose of receiving <br />payment as herein provided (except as otherwise provided on the reverse side hereof with respect <br />to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and <br />neither the City nor the Bond Registrar shall be affected by notice to the contrary. <br /> <br /> Authentication. This Bond shall not be valid or become obligatory for any <br />purpose or be entitled to any security unless the Certificate of Authentication hereon shall have <br />been executed by the Bond Registrar. <br /> <br /> Designation of Bonds as Qualified Tax-Exempt Obligations. The Bonds have <br />been designated by the City as "qualified tax-exempt obligations" for purposes of Section <br />265(b)(3) of the Internal Revenue Code of 1986, as amended. <br /> <br />1319814vl 12 <br /> <br /> <br />