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<br />PAYING AGENT /REGISTRAR AGREEMENT <br /> <br />THIS PAYING AGENTIREGISTRAR AGREEMENT (the or this "Agreement") is by and <br />between the City of San Marcos (the "Issuer") and Chase Bank of Texas, National Association, (the <br />"Bank"), a national banking association duly organized and existing under the laws of the United States <br />of America. <br /> <br />WHEREAS, the Issuer has duly authorized and provided for the issuance of its City of San <br />Marcos, Texas, Waterworks and Waste Water System Revenue Bonds, Series 1999 (the "Bonds"), to <br />be issued as registered securities without coupons; <br /> <br />WHEREAS, all things necessary to make the Bonds the valid obligations of the Issuer, in <br />accordance with their terms, will be taken upon the issuance and delivery thereof; <br /> <br />WHEREAS, the Issuer is desirous that the Bank act as the Paying Agent of the Issuer in paying <br />the principal, redemption premium, if any, and interest on the Bonds, in accordance with the terms <br />thereof, and that the Bank act as Registrar for the Bonds; <br /> <br />WHEREAS, the Issuer has duly authorized the execution and delivery of this Agreement, and <br />all things necessary to make this Agreement the valid agreement of the Issuer, in accordance with its <br />terms, have been done; <br /> <br />NOW, THEREFORE, it is mutually agreed to the following terms: <br /> <br />ARTICLE ONE <br /> <br />APPOINTMENT OF BANK AS <br />PAYING AGENT AND REGISTRAR <br /> <br />Section 1.01. Appointment. (a) The Issuer hereby appoints the Bank to act as Paying Agent <br />with respect to the Bonds, in paying to the Owners ofthe Bonds the principal, redemption premium, if <br />any, and interest on all or any of the Bonds. <br /> <br />(b) <br /> <br />The Issuer hereby appoints the Bank as Registrar with respect to the Bonds. <br /> <br />(c) <br />Registrar. <br /> <br />The Bank hereby accepts its appointment, and agrees to act as, the Paying Agent and <br /> <br />Section 1.02. Compensation. (a) As compensation for the Bank's services. as Paying <br />Agent/Registrar, the Issuer hereby agrees to pay the Bank the fees and amounts set forth in Annex A <br />hereto for the first year of this Agreement, or such part thereof as this Agreement shall be in effect, and <br />thereafter while this Agreement is in effect, unless otherwise provided in Annex A hereto, the fees and <br />amounts set forth in the Bank's current fee schedule then in effect for services as Paying Agent/Registrar <br />for municipalities, which shall be supplied to the Issuer on or before 90 days prior to the close of the <br />Fiscal Year of the Issuer, and shall be effective upon the first day of the following Fiscal Year. <br /> <br />R:\SANMAR\WWSS.99\JXX:S\PAR. WPD <br />