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Except as provided in Section 4(c) of this Ordinance, an authorized representative of the
<br /> Paying Agent/Registrar shall, before the delivery of any such Certificate, date and manually sign
<br /> said Certificate, and no such Certificate shall be deemed to be issued or outstanding unless such
<br /> Certificate is so executed. The Paying Agent/Registrar promptly shall cancel all paid Certificates
<br /> and Certificates surrendered for conversion and exchange. No additional ordinances, orders, or
<br /> resolutions need be passed or adopted by the governing body of the City or any other body or
<br /> person so as to accomplish the foregoing conversion and exchange of any Certificate or portion
<br /> thereof, and the Paying Agent/Registrar shall provide for the printing, execution, and delivery of
<br /> the substitute Certificates in the manner prescribed herein, and said Certificates shall be printed
<br /> or typed on paper of customary weight and strength. Pursuant to Chapter 1201, Texas
<br /> Government Code, as amended, and particularly Subchapter D thereof, the duty of conversion
<br /> and exchange of Certificates as aforesaid is hereby imposed upon the Paying Agent/Registrar,
<br /> and, upon the execution of said Certificate, the converted and exchanged Certificate shall be
<br /> valid, incontestable, and enforceable in the same manner and with the same effect as the
<br /> Certificate which initially was issued and delivered pursuant to this Ordinance, approved by the
<br /> Attorney General of the State of Texas and registered by the Comptroller of Public Accounts of
<br /> the State of Texas.
<br /> (b) Payment of Certificates and Interest. The City hereby further appoints the Paying
<br /> Agent/Registrar to act as the paying agent for paying the principal of and interest on the
<br /> Certificates, all as provided in this Ordinance. The Paying Agent/Registrar shall keep proper
<br /> records of all payments made by the City and the Paying Agent/Registrar with respect to the
<br /> Certificates, and of all conversions and exchanges of Certificates, and all replacements of
<br /> Certificates, as provided in this Ordinance. However, in the event of a nonpayment of interest on
<br /> a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest
<br /> payment (a "Special Record Date") will be established by the Paying Agent/Registrar, if and
<br /> when funds for the payment of such interest have been received from the City. Notice of the past
<br /> due interest shall be sent at least five (5) business days prior to the Special Record Date by
<br /> United States mail, first-class postage prepaid, to the address of each Registered Owner
<br /> appearing on the Registration Books at the close of business on the last business day next
<br /> preceding the date of mailing of such notice.
<br /> (c) In General. The Certificate (i) shall be issued in fully registered form, without
<br /> interest coupons, with the principal of and interest on such Certificate to be payable only to the
<br /> Registered Owners thereof, (ii) may be redeemed prior to their scheduled maturities (notice of
<br /> which shall be given to the Paying Agent/Registrar by the City at least 45 days prior to any such
<br /> redemption date which shall indicate to which principal installments the redemption shall be
<br /> applied), (iii) may be converted and exchanged for other Certificates, (iv) may be transferred and
<br /> assigned in whole, but not in part, (v) shall have the characteristics, (vi) shall be signed, sealed,
<br /> executed and authenticated, (vii) the principal of and interest on the Certificates shall be payable,
<br /> and (viii) shall be administered and the Paying Agent/Registrar and the City shall have certain
<br /> duties and responsibilities with respect to the Certificates, all as provided, and in the manner and
<br /> to the effect as required or indicated, in the FORM OF CERTIFICATE set forth in this
<br /> Ordinance. The Certificate initially issued and delivered pursuant to this Ordinance is not
<br /> required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each
<br /> substitute Certificate issued in conversion of and exchange or substitute for any Certificate or
<br /> SAN MARCOS\CTRCO2023C: Ordinance
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