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into and exchanged for a like aggregate principal amount of fully registered certificate, without
<br /> interest coupons, payable to the appropriate Registered Owner, assignee or assignees, as the case
<br /> may be, having the same denomination or denominations of$5,000 and in any integral multiple
<br /> of $5,000 in excess thereof as requested in writing by the appropriate Registered Owner,
<br /> assignee or assignees, as the case may be, upon surrender of this Certificate to the Paying
<br /> Agent/Registrar for cancellation, all in accordance with the form and procedures set forth in the
<br /> Ordinance. Among other requirements for such assignment and transfer, this Certificate must be
<br /> presented and surrendered to the Paying Agent/Registrar, together with proper instruments of
<br /> assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar,
<br /> evidencing assignment of this Certificate or any portion or portions hereof in any denomination
<br /> of $5,000 and any integral multiple of$5,000 in excess thereof to the assignee or assignees in
<br /> whose name or names this Certificate or any such portion or portions hereof is or are to be
<br /> registered. The form of Assignment printed or endorsed on this Certificate may be executed by
<br /> the Registered Owner to evidence the assignment hereof, but such method is not exclusive, and
<br /> other instruments of assignment satisfactory to the Paying Agent/Registrar may be used to
<br /> evidence the assignment of this Certificate or any portion or portions hereof from time to time by
<br /> the Registered Owner. The Paying Agent/Registrar's reasonable standard or customary fees and
<br /> charges for assigning, transferring, converting and exchanging any Certificate or portion thereof
<br /> will be paid by the City. In any circumstance, any taxes or governmental charges required to be
<br /> paid with respect thereto shall be paid by the one requesting such assignment, transfer,
<br /> conversion or exchange, as a condition precedent to the exercise of such privilege. The Paying
<br /> Agent/Registrar shall not be required to make any such transfer, conversion, or exchange (i)
<br /> during the period commencing with the close of business on any Record Date and ending with
<br /> the opening of business on the next following principal or interest payment date, or (ii) with
<br /> respect to any Certificate or any portion thereof called for redemption prior to maturity, within
<br /> 45 days prior to its redemption date; provided, however, such limitation of transfer shall not be
<br /> applicable to an exchange by the Registered Owner of the unredeemed balance of the
<br /> Certificates.
<br /> WHENEVER the beneficial ownership of this Certificate is determined by a book entry
<br /> at a securities depository for the Certificate, the foregoing requirements of holding, delivering or
<br /> transferring this Certificate shall be modified to require the appropriate person or entity to meet
<br /> the requirements of the securities depository as to registering or transferring the book entry to
<br /> produce the same effect.
<br /> IN THE EVENT any Paying Agent/Registrar for the Certificates is changed by the City,
<br /> resigns, or otherwise ceases to act as such, the City has covenanted in the Ordinance that it
<br /> promptly will appoint a competent and legally qualified substitute therefor, and cause written
<br /> notice thereof to be mailed to the Registered Owner of the Certificates.
<br /> IT IS HEREBY certified, recited and covenanted that this Certificate has been duly and
<br /> validly authorized, issued and delivered; that all acts, conditions and things required or proper to
<br /> be performed, exist and be done precedent to or in the authorization, issuance and delivery of this
<br /> Certificate have been performed, existed and been done in accordance with law; and that annual
<br /> ad valorem taxes sufficient to provide for the payment of the interest on and principal of this
<br /> Certificate, as such interest comes due and such principal matures, have been levied and ordered
<br /> to be levied against all taxable property in said City, and have been pledged for such payment,
<br /> within the limit prescribed by law, and that this Certificate, together with other obligations of the
<br /> SAN MARCOS\CTRCO2023C: Ordinance
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