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such consent or other action. The City or the Registrar shall, to the extent possible, give <br />the Depository notice of such special record date not less than 15 calendar days in <br />advance of such special record date to the extent possible. <br />(ix) Any successor Registrar in its written acceptance of its duties under this <br />Resolution and any paying agency registrar agreement, shall agree to take any actions <br />necessary from time to time to comply with the requirements of the Letter of <br />Representations. <br />(x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of <br />surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5, <br />make a notation of the reduction in principal amount on the panel provided on the Bond <br />stating the amount so redeemed. <br />(c) Termination of Book -Entry Only System. Discontinuance of a particular <br />Depository's services and termination of the book -entry only system may be effected as follows: <br />(i) The Depository may determine to discontinue providing its services with <br />respect to the Bonds at any time by giving written notice to the City and discharging its <br />responsibilities with respect thereto under applicable law. The City may terminate the <br />services of the Depository with respect to the Bonds if it determines that the Depository <br />is no longer able to carry out its functions as securities depository or the continuation of <br />the system of book -entry transfers through the Depository is not in the best interests of <br />the City or the Beneficial Owners. <br />(ii) Upon termination of the services of the Depository as provided in the <br />preceding paragraph, and if no substitute securities depository can be found which, in the <br />opinion of the City, is willing and able to assume the functions of the Depository <br />hereunder upon reasonable or customary terms, or if the City determines that it is in the <br />best interests of the City or the Beneficial Owners of the Bonds that the Beneficial <br />Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be <br />registered as being registered in the bond register in the name of the Nominee, but may <br />be registered in whatever name or names the Holder of the Bonds shall designate at that <br />time, in accordance with paragraph 12. To the extent that the Beneficial Owners are <br />designated as the transferee by the Holders, in accordance with paragraph 12, the Bonds <br />will be delivered to the Beneficial Owners. <br />(iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of <br />paragraph 12. <br />(d) Letter of Representations. The provisions in the Letter of Representations are <br />incorporated herein by reference and made a part hereof. If and to the extent any such provisions <br />are inconsistent with the other provisions of this resolution, the provisions in the Letter of <br />Representations shall control. <br />3. Allocation of Bonds to Prior 1998 Bonds, and Prior 2001 Bonds, Allocation of <br />Prepayments to Portions of Debt Service. The aggregate principal amount of $395,000 maturing <br />in each of the years and amounts hereinafter set forth are issued to refund the Prior 1998 Bonds <br />2582oo9v1 <br />