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of all payments made by the CIty and the PaYIng Agent/RegIstrar wIth respect to the CertIficates, and of all converSIOns, exchanges and replacements of such CertIficates, as provIded In tlus OrdInance (c) The executIOn and dehvery of a PaYIng Agent/RegIstrar Agreement, specIfYIng the dutIes and responsibihtles of the CIty and the PaYIng Agent/RegIstrar, IS hereby approved WIth such changes as may be approved by the Mayor of the CIty, and the Mayor and Intenm City Clerk of the City are hereby authonzed to execute such agreement. SectIOn 5 02 QuahficatIOns Each PaYIng Agent/Registrar shall be (1) a commercIal bank, trust company, or other entIty duly quahfied and legally authonzed under apphcable law, (ii) authonzed under such laws to exerCIse trust powers, (ili) subject to supervlSlon or eXamInatIOn by a federal or state governmental authonty, and (iv) a sIngle entIty SectIOn 503 MaIntaInIng PaVIng Agent/RegIstrar (a) At all tImes whIle any CertIficates are outstandIng, the CIty will maIntaIn a PaYIng Agent/Registrar that IS quahfied under SectIOn 5.02 of thIS OrdInance (b) If the PaYIng Agent/RegIstrar resIgns or otherwIse ceases to serve as such, the CIty will promptly appoInt a replacement. SectIOn 5 04 TermmatIon. The CIty reserves the nght to terminate the appoIntment of any PaYIng Agent/RegIstrar by dehvenng to the entIty whose appoIntment IS to be termInated a certIfied copy ofa resolutIOn of the CIty (i) glVlng notIce of the termInatIOn of the appoIntment and of the PaYIng Agent/RegIstrar Agreement, statIng the effectIve date of such termInatIOn, and (ii) appoIntIng a successor PaYIng Agent/RegIstrar; provIded that no such termInatIOn shall be effectIve until a successor PaYIng Agent/RegIstrar has accepted the dutIes of PaYIng Agent/RegIstrar for the CertIficates SectIOn 505. NotIce of Change to Owners Promptly upon each change In the entIty servIng as PaYIng Agent/Registrar, the CIty will cause notIce ofthe change to be sent to each Owner by Umted States mail, first class postage prepaId, at the address In the RegIster, statIng the effectIve date of the change and the name of the replacement Paymg Agent/RegIstrar and the maIlIng address of ItS DeSIgnated Payment/Transfer Office SectIOn 5 06 Agreement to Perform DutIes and FunctIOns By acceptIng the appoIntment as Paying Agent/Reglstrar, the PaYIng Agent/RegIstrar is deemed to have agreed to the provlSlons of thIS OrdInance and that It wIll perform the duties and functIOns of PaYIng Agent/RegIstrar prescribed hereby San Marcos CTRCO 2007 Ordinance 15