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<br />539895v2 JAE LN140-118 5
<br />August 1, 2019, to the registered owners of record thereof as of the close of business on the fifteenth day
<br />immediately preceding each interest payment date, whether or not such day is a business day.
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<br /> 2.03. Registration. The City will appoint a bond registrar, transfer agent, authenticating agent and
<br />paying agent (the “Registrar”). The effect of registration and the rights and duties of the City and the Registrar
<br />with respect thereto are as follows:
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<br /> (a) Register. The Registrar must keep at its principal corporate trust office a bond register
<br />in which the Registrar provides for the registration of ownership of Bonds and the registration of
<br />transfers and exchanges of Bonds entitled to be registered, transferred, or exchanged.
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<br /> (b) Transfer of Bonds. Upon surrender for transfer of a Bond duly endorsed by the
<br />registered owner thereof or accompanied by a written instrument of transfer, in form satisfactory to the
<br />Registrar, duly executed by the registered owner thereof or by an attorney duly authorized by the
<br />registered owner in writing, the Registrar will authenticate and deliver, in the name of the designated
<br />transferee or transferees, one or more new Bonds of a like aggregate principal amount and maturity,
<br />as requested by the transferor. The Registrar may, however, close the books for registration of any
<br />transfer after the fifteenth day of the month preceding each interest payment date and until that interest
<br />payment date.
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<br /> (c) Exchange of Bonds. When Bonds are surrendered by the registered owner for
<br />exchange the Registrar will authenticate and deliver one or more new Bonds of a like aggregate
<br />principal amount and maturity as requested by the registered owner or the owner’s attorney in writing.
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<br /> (d) Cancellation. Bonds surrendered upon transfer or exchange will be promptly
<br />cancelled by the Registrar and thereafter disposed of as directed by the City.
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<br /> (e) Improper or Unauthorized Transfer. When a Bond is presented to the Registrar for
<br />transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the
<br />endorsement on the Bond or separate instrument of transfer is valid and genuine and that the requested
<br />transfer is legally authorized. The Registrar will incur no liability for the refusal, in good faith, to make
<br />transfers which it, in its judgment, deems improper or unauthorized.
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<br /> (f) Persons Deemed Owners. The City and the Registrar may treat the person in whose
<br />name a Bond is registered in the bond register as the absolute owner of the Bond, whether the Bond is
<br />overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest
<br />on the Bond and for all other purposes, and payments so made to a registered owner or upon the
<br />owner’s order will be valid and effectual to satisfy and discharge the liability upon the Bond to the
<br />extent of the sum or sums so paid.
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<br /> (g) Taxes, Fees, and Charges. The Registrar may impose a charge upon the owner thereof
<br />for a transfer or exchange of Bonds sufficient to reimburse the Registrar for any tax, fee, or other
<br />governmental charge required to be paid with respect to the transfer or exchange.
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<br /> (h) Mutilated, Lost, Stolen, or Destroyed Bonds. If a Bond becomes mutilated or is
<br />destroyed, stolen, or lost, the Registrar will deliver a new Bond of like amount, number, maturity date,
<br />and tenor in exchange and substitution for and upon cancellation of the mutilated Bond or in lieu of
<br />and in substitution for any Bond destroyed, stolen, or lost, upon the payment of the reasonable expenses
<br />and charges of the Registrar in connection therewith; and, in the case of a Bond destroyed, stolen, or
<br />lost, upon filing with the Registrar of evidence satisfactory to it that the Bond was destroyed, stolen,
<br />or lost, and of the ownership thereof, and upon furnishing to the Registrar an appropriate bond or
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