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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 canceled by the Bond Registrar and thereafter disposed of as directed by the City. <br /> All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general <br /> obligations of the City evidencing the same debt, and entitled to the same benefits under this <br /> resolution, as the Bonds surrendered for such exchange or transfer. <br /> Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or <br /> be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, <br /> duly executed by the Holder thereof or the Holder's attorney duly authorized in writing. <br /> The Bond Registrar may require payment of a sum sufficient to cover any tax or other <br /> governmental charge payable in connection with the transfer or exchange of any Bond and any <br /> legal or unusual costs regarding transfers and lost Bonds. <br /> Transfers shall also be subject to reasonable regulations of the City contained in any <br /> agreement with the Bond Registrar, including regulations which permit the Bond Registrar to <br /> close its transfer books between record dates and payment dates. The City Clerk is hereby <br /> authorized to negotiate and execute the terms of said agreement. <br /> `-- 9. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in <br /> exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, <br /> and to accrue,which were carried by such other Bond. <br /> 10. Interest Payment; Record Date. Interest on any Bond shall be paid on each <br /> Interest Payment Date by check or draft mailed to the person in whose name the Bond is <br /> registered (the "Holder")on the registration books of the City maintained by the Bond Registrar <br /> and at the address appearing thereon at the close of business on the fifteenth(15th)day of the <br /> calendar month next preceding such Interest Payment Date(the "Regular Record Date"). Any <br /> such interest not so timely paid shall cease to be payable to the person who is the Holder thereof <br /> as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at <br /> the close of business on a date(the "Special Record Date") fixed by the Bond Registrar <br /> whenever money becomes available for payment of the defaulted interest. Notice of the Special <br /> Record Date shall be given by the Bond Registrar to the Holders not less than ten(10) days prior <br /> to the Special Record Date. <br /> 11. Treatment of Registered Owner. The City and Bond Registrar may treat the <br /> person in whose name any Bond is registered as the owner of such Bond for the purpose of <br /> receiving payment of principal of and premium, if any, and interest (subject to the payment <br /> provisions in paragraph 10 above) on, such Bond and for all other purposes whatsoever whether <br /> or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected <br /> by notice to the contrary. <br /> 1693357v1 16 <br />