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such, the Issuer covenants that promptly it will appoint a competent and legally qualified bank, trust <br />company, financial institution, or other agency to act as Paying Agent/Registrar under this <br />Ordinance. Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar <br />promptly shall transfer and deliver the Registration Books (or a copy thereof), along with all other <br />pertinent books and records relating to the Bond, to the new Paying Agent/Registrar designated and <br />appointed by the Issuer. Upon any change in the Paying Agent/Registrar, the Issuer promptly will <br />cause a written notice thereof to be sent by the new Paying Agent/Registrar to the Registered Owner <br />of the Bond, by United States mail, first-class postage prepaid, which notice also shall give the <br />address of the new Paying Agent/Registrar. By accepting the position and performing as such, <br />each Paying Agent/Registrar shall be deemed to have agreed to the provisions of this Ordinance, <br />and a certified copy of this Ordinance shall be delivered to each Paying Agent/Registrar. <br /> (e) Book-Entry-Only System. The Bonds issued in exchange for the Bonds initially issued <br />as provided in Section 4(h) shall be issued in the form of a separate single fully registered Bond for <br />each of the maturities thereof registered in the name of Cede & Co., as nominee of The Depository <br />Trust Company of New York ("DTC") and except as provided in subsection (f) hereof, all of the <br />outstanding Bonds shall be registered in the name of Cede & Co., as nominee of DTC. <br /> With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the City <br />and the Paying Agent/Registrar shall have no responsibility or obligation to any securities brokers <br />and dealers, banks, trust companies, clearing corporations and certain other organizations on whose <br />behalf DTC was created to hold securities to facilitate the clearance and settlement of securities <br />transactions among DTC participants (the "DTC Participant") or to any person on behalf of whom <br />such a DTC Participant holds an interest in the Bonds. Without limiting the immediately preceding <br />sentence, the City and the Paying Agent/Registrar shall have no responsibility or obligation with <br />respect to (i) the accuracy of the records of DTC, Cede & Co. or any DTC Participant with respect <br />to any ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any other person, <br />other than a Registered Owner, as shown on the Registration Books, of any notice with respect to <br />the Bonds, or (iii) the payment to any DTC Participant or any person, other than a Registered <br />Owner, as shown on the Registration Books of any amount with respect to principal of or interest <br />on the Bonds. Notwithstanding any other provision of this Ordinance to the contrary, but to the <br />extent permitted by law, the City and the Paying Agent/Registrar shall be entitled to treat and <br />consider the person in whose name each Bond is registered in the Registration Books as the absolute <br />owner of such Bond for the purpose of payment of principal of and interest, with respect to such <br />Bond, for the purposes of registering transfers with respect to such Bond, and for all other purposes <br />of registering transfers with respect to such Bonds, and for all other purposes whatsoever. The <br />Paying Agent/Registrar shall pay all principal of and interest on the Bonds only to or upon the order <br />of the respective Registered Owners, as shown in the Registration Books as provided in this <br />Ordinance, or their respective attorneys duly authorized in writing, and all such payments shall be <br />valid and effective to fully satisfy and discharge the City's obligations with respect to payment of <br />principal of and interest on the Bonds to the extent of the sum or sums so paid. No person other <br />than a Registered Owner, as shown in the Registration Books, shall receive a Bond evidencing the <br />obligation of the City to make payments of principal, and interest pursuant to this Ordinance. Upon <br />delivery by DTC to the Paying Agent/Registrar of written notice to the effect that DTC has <br />determined to substitute a new nominee in place of Cede & Co., and subject to the provisions in <br />this Ordinance with respect to interest checks being mailed to the registered owner at the close of <br />5 <br />SANMARCOS GOB 2021: OrdinanceGOB <br /> <br />