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authenticated by manual execution by an officer or duly authorized representative of the Paying <br />Agent/Registrar. It shall not be required that the same authorized representative of the Paying <br />Agent/Registrar sign the Certificate of Paying Agent/Registrar on all of the Certificates. In lieu of <br />the executed Certificate of Paying Agent/Registrar described above, the Initial Certificate delivered <br />on the Closing Date shall have attached thereto the Comptroller's Registration Certificate <br />substantially in the form provided in this Ordinance, manually executed by the Comptroller of <br />Public Accounts of the State of Texas or by his duly authorized agent, which certificate shall be <br />evidence that the Initial Certificate has been duly approved by the Attorney General of the State of <br />Texas and that it is a valid and binding obligation of the City, and has been registered by the <br />Comptroller of Public Accounts of the State of Texas. <br /> (d) On the Closing Date, one Initial Certificate representing the entire principal amount <br />of the Certificates, payable in stated installments to the Purchaser or its designee, executed by <br />manual or facsimile signature of the Mayor and City Clerk of the City, approved by the Attorney <br />General of Texas, and registered and manually signed by the Comptroller of Public Accounts of the <br />State of Texas, will be delivered to the Purchaser or its designee. Upon payment for the Initial <br />Certificate, the Paying Agent/Registrar shall cancel the Initial Certificate and deliver to DTC on <br />behalf of the Purchaser one registered definitive Certificate for each year of maturity of the <br />Certificates in the aggregate principal amount of all Certificates for such maturity, registered in the <br />name of Cede & Co., as nominee for DTC. To the extent that the Paying Agent/Registrar is eligible <br />to participate in DTC's FAST System, pursuant to an agreement between the Paying <br />Agent/Registrar and DTC, the Paying Agent/Registrar shall hold the definitive Certificates in <br />safekeeping for DTC. <br /> Section 3.05. Ownership. <br /> (a) The City, the Paying Agent/Registrar and any other person may treat the person in <br />whose name any Certificate is registered as the absolute owner of such Certificate for the purpose of <br />making and receiving payment of the principal thereof and premium, if any, thereon, for the further <br />purpose of making and receiving payment of the interest thereon (subject to the provisions herein <br />that interest is to be paid to the person in whose name the Certificate is registered on the Record <br />Date or Special Record Date, as applicable), and for all other purposes, whether or not such <br />Certificate is overdue, and neither the City nor the Paying Agent/Registrar shall be bound by any <br />notice or knowledge to the contrary. <br /> (b) All payments made to the person deemed to be the Owner of any Certificate in <br />accordance with this Section shall be valid and effectual and shall discharge the liability of the City <br />and the Paying Agent/Registrar upon such Certificate to the extent of the sums paid. <br /> Section 3.06. Registration, Transfer and Exchange. <br /> (a) So long as any Certificates remain outstanding, the City shall cause the Paying <br />Agent/Registrar to keep at the Designated Payment/Transfer Office a register (the "Register") in <br />which, subject to such reasonable regulations as it may prescribe, the Paying Agent/Registrar shall <br />provide for the registration and transfer of Certificates in accordance with this Ordinance. <br />13 <br />San Marcos CTRCO 2021B: Ordinance <br /> <br />