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<br />(b) Registration of any Certificate may be transferred in the Register <br />only upon the presentation and surrender thereof at the principal corporate office of <br />the Paying Agent/Registrar for transfer of registration and cancellation, together <br />with proper written instruments of assignment, in form and with guarantee of <br />signatures satisfactory to the Paying Agent/Registrar, evidencing assignment of the <br />Certificates, or any portion thereof in any integral multiple of $5,000, to the <br />assignee or assignees thereof, and the right of such assignee or assignees thereof to <br />have the Certificate or any portion thereof registered in the name of such assignee <br />or assignees. No transfer of any Certificate shall be effective until entered in the <br />Register. Upon assignment and transfer of any Certificate or portion thereof, a new <br />Certificate or Certificates will be issued by the Paying Agent/Registrar in <br />conversion and exchange for such transferred and assigned Certificate. To the <br />extent possible the Paying Agent/Registrar will issue such new Certificate or <br />Certificates in not more than three business days after receipt of the Certificate to <br />be transferred in proper form and with proper instructions directing such transfer. <br /> <br />(c) Any Certificate may be converted and exchanged only upon the <br />presentation and surrender thereof at the principal corporate office of the Paying <br />Agent/Registrar, together with a written request therefor duly executed by the <br />registered owner or assignee or assignees thereof, or its or their duly authorized <br />attorneys or representatives, with guarantees of signatures satisfactory to the <br />Paying Agent/Registrar, for a Certificate or Certificates of the same maturity and <br />interest rate and in any authorized denomination and in an aggregate principal or <br />maturity amount equal to the unpaid principal or maturity amount of the Certificate <br />presented for exchange. If a portion of any Certificate is redeemed prior to its <br />scheduled maturity as provided herein, a substitute Certificate or Certificates <br />having the same maturity date, bearing interest at the same rate, in the <br />denomination or denominations of any integral multiple of $5,000 at the request of <br />the registered owner, and in an aggregate principal amount equal to the unredeemed <br />portion thereof, will be issued to the registered owner upon surrender thereof for <br />cancellation. To the extent possible, a new Certificate or Certificates will be <br />required to be delivered by the Paying Agent/Registrar to the registered owner of <br />the Certificate or Certificates in not more than three business days after receipt of <br />the Certificate to be exchanged in proper form and with proper instructions <br />directing such exchange. <br /> <br />(d) Each Certificate issued in exchange for any Certificate or portion <br />thereof assigned, transferred or converted shall have the same principal maturity <br />date and bear interest at the same rate as the Certificate for which it is being <br />exchanged. Each substitute Certificate shall bear a letter and/or number to <br />distinguish it from each other Certificate. The Paying Agent/Registrar shall <br />convert and exchange the Certificates as provided herein, and each substitute <br />Certificate delivered in accordance with this Section shall constitute an original <br />additional contractual obligation of the City and shall be entitled to the benefits and <br />security of this Ordinance to the same extent as the Certificate or Certificates in <br />lieu of which such substitute Certificate is delivered. <br /> <br />(e) The City will pay the Paying Agent/Registrar's reasonable and <br />customary charge for the initial registration or any subsequent transfer, exchange or <br /> <br />1434f <br /> <br />-8- <br />