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9. Execution; Temporary Bonds. The Bonds shall be in typewritten form, shall be <br />executed on behalf of the City by the signatures of its Mayor and Clerk and be sealed with the <br />seal of the City; provided, as permitted by law, both signatures may be photocopied facsimiles <br />and the corporate seal has been omitted. In the event of disability or resignation or other absence <br />of either officer, the Bonds may be signed by the manual or facsimile signature of the officer <br />who may act on behalf of the absent or disabled officer. In case either officer whose signature or <br />facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the <br />delivery of the Bonds, the signature or facsimile shall nevertheless be valid and sufficient for all <br />purposes, the same as if the officer had remained in office until delivery. <br />10. Authentication. No Bond shall be valid or obligatory for any purpose or be <br />entitled to any security or benefit under this resolution unless a Certificate of Authentication on <br />such Bond, substantially in the form hereinabove set forth, shall have been duly executed by the <br />Bond Registrar. The Bond Registrar shall authenticate the signatures of officers of the City on <br />each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the <br />date of registration in the space provided the date on which the Bond is authenticated, except that <br />for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as <br />a date of registration the date of original issue of August 1, 2010. The Certificate of <br />Authentication so executed on each Bond shall be conclusive evidence that it has been <br />authenticated and delivered under this resolution. <br />11. Registration, Transfer, Exchange. The City will cause to be kept at the principal <br />office of the Bond Registrar a bond register in which, subject to such reasonable regulations as <br />the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds <br />and the registration of transfers of Bonds entitled to be registered or transferred as herein <br />provided. <br />Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the <br />City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of <br />registration (as provided in paragraph 9 with respect to authentication) of, and deliver, in the <br />name of the designated transferee or transferees, one or more new Bonds of any Authorized <br />Denomination or Denominations of a like aggregate principal amount, having the same stated <br />maturity and interest rate, as requested by the transferor; provided, however, that no Bond may <br />be registered in blank or in the name of "bearer" or similar designation. <br />At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized <br />Denomination or Denominations of a like aggregate principal amount and stated maturity, upon <br />surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever <br />any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond <br />Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the <br />holder making the exchange is entitled to receive. <br />All Bonds surrendered upon any exchange or transfer provided for in this resolution shall <br />be promptly cancelled by the Bond Registrar and thereafter disposed of as directed by the City. <br />12 <br />2582009v1 <br />