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PAYING AGENT/REGISTRAR AGREEMENT <br /> THIS AGREEMENT entered into as of , 2023 (this "Agreement"), by and <br /> between the City of San Marcos, Texas (the "Issuer"), and Regions Bank, Houston, Texas, a <br /> State banking corporation duly organized and existing under the laws of the State of Alabama <br /> (the 'Bank"). <br /> RECITALS <br /> WHEREAS, the Issuer has duly authorized and provided for the issuance of its <br /> $1,120,000 City of San Marcos, Texas Combination Tax and Surplus Revenue Certificates of <br /> Obligation, Series 2023 and $4,060,000 City of San Marcos, Texas Combination Tax and <br /> Surplus Revenue Certificates of Obligation, Series 2023A (the "Securities"), such Securities are <br /> to be issued in fully registered form only as to the payment of principal and interest thereon; and <br /> WHEREAS, the Securities are scheduled to be delivered to the initial purchasers thereof <br /> on or about , 2023; and <br /> WHEREAS, the Issuer has selected the Bank to serve as Paying Agent/Registrar in <br /> connection with the payment of the principal of, premium, if any, and interest on the Securities <br /> and with respect to the registration, transfer and exchange thereof by the registered owners <br /> thereof; and <br /> WHEREAS, the Bank has agreed to serve in such capacities for and on behalf of the <br /> Issuer and has full power and authority to perform and serve as Paying Agent/Registrar for the <br /> Securities; <br /> NOW, THEREFORE, it is mutually agreed as follows: <br /> ARTICLE ONE <br /> APPOINTMENT OF BANK AS <br /> PAYING AGENT AND REGISTRAR <br /> Section 1.01. Appointment. <br /> The Issuer hereby appoints the Bank to serve as Paying Agent with respect to the <br /> Securities. As Paying Agent for the Securities, the Bank shall be responsible for paying on <br /> behalf of the Issuer the principal, premium (if any), and interest on the Securities as the same <br /> become due and payable to the registered owners thereof, all in accordance with this Agreement <br /> and the "Ordinance" (hereinafter defined). <br /> SAN MARCOS CTRCO 2023&2023A(TWDB):PayingAgtRegAgrnmt <br />