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<br />(iii) pays all expenses and charges in connection therewith, includmg, but not limited
<br />to, printing costs, legal fees, fees of the Paying Agent/Registrar and any tax or other governmental
<br />charge that is authonzed to be imposed, and
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<br />(IV) satisfies any other reasonable requirements imposed by the City and the Paying
<br />Agent/RegIstrar
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<br />(c) If, after the delivery of such replacement CertIficate, a bona fide purchaser of the ongmal
<br />Certificate in lieu of which such replacement Certificate was issued presents for payment such origmal
<br />Certificate, the City and the Paying Agent/Registrar shall be entitled to recover such replacement Certificate
<br />from the person to whom it was delivered or any person taking therefrom, except a bona fide purchaser, and
<br />shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss,
<br />damage, cost or expense mcurred by the CIty or the Paying Agent/RegIstrar in connection therewIth.
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<br />(d) In the event that any such mutilated, lost, apparently destroyed or wrongfully taken
<br />Certificate has become or is about to become due and payable, the Paymg Agent/Registrar, in Its discretion,
<br />instead of issuing a replacement Certificate, may pay such Certificate if it has become due and payable or
<br />may pay such Certificate when it becomes due and payable.
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<br />(e) Each replacement Certificate delIvered m accordance with thIS Section shall constitute an
<br />original contractual obligation of the CIty and shall be entitled to the benefits and security of this Ordmance
<br />to the same extent as the Certificate or Certificates m lIeu of which such replacement Certificate is delivered,
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<br />Section 3 09 Book-Entry Only System.
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<br />(a) The definitive Certificates shall be imtially issued in the form of a separate single fully
<br />registered CertIficate for each of the maturities thereof. Upon initial issuance, the ownership of each such
<br />Certificate shall be regIstered in the name of Cede & Co , as nominee of DTC, and except as provIded m
<br />Section 3 11 hereof, all of the outstanding Certificates shall be registered in the name of Cede & Co , as
<br />nominee of DTC
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<br />(b) With respect to Certificates regIstered m the name of Cede & Co , as nominee ofDTC, the
<br />City and the Paying Agent/Registrar shall have no responsibility or obligation to any DTC ParticIpant or to
<br />any person on behalf of whom such a DTC Participant holds an interest in the Certificates, except as
<br />provided in this Ordinance, Without limiting the immediately preceding sentence, the City and the Paymg
<br />Agent/Registrar shall have no responsibility or obligation with respect to (i) the accuracy of the records of
<br />DTC, Cede & Co or any DTC Participant with respect to any ownership interest in the Certificates, (ii) the
<br />delivery to any DTC ParticIpant or any other person, other than an Owner, as shown on the RegIster, of any
<br />notice with respect to the Certificates, mcludmg any notIce of redemptIOn, or (in) the payment to any DTC
<br />Participant or any other person, other than an Owner, as shown in the Register of any amount WIth respect
<br />to principal of, premium, if any, or mterest on the Certificates, Notwithstanding any other provision ofthis
<br />Ordinance to the contrary, the City and the Paying Agent/Registrar shall be entitled to treat and consider the
<br />person m whose name each Certificate is registered m the Register as the absolute Owner of such Certificate
<br />for the purpose of payment ofpnncipal of, premium, ifany, and interest on the Certificates, for the purpose
<br />of giving notices of redemptIon and other matters with respect to such Certificate, for the purpose of
<br />regIstenng transfer WIth respect to such Certificate, and for all other purposes whatsoever The Paymg
<br />Agent/Registrar shall pay all principal of, premium, if any, and interest on the Certificates only to or upon
<br />the order of the respectIve Owners, as shown in the Register as provided in this Ordinance, or theIr respective
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<br />San Marcos CTRCO 2005 Ord 12-07 2005
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