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(c) The execution and delivery of a Paying Agent/Registrar Agreement, specifying the duties and <br />responsibilities of the City and the Paying Agent/Reg~strar, is hereby approved with such changes as may be <br />approved by the Mayor of the City, and the Mayor and Interim City Clerk of the City are hereby authorized <br />to execute such agreement. <br />Section 5.02. Qualifications. <br />Each Paying Agent/Reg~strar shall be (i) a commercial bank, trust company, or other entity duly <br />qualified and legally authorized under applicable law, (ii) authorized under such laws to exercise trust powers, <br />(iii) subject to supervision or examination by a federal or state govemmental authority, and (iv) a single entity. <br />Section 5.03. Maintaining Pa i~ng A eg nt/Registrar. <br />(a) At all times while any Certificates are outstanding, the City will maintain a Paying <br />Agent/Registrar that is qualified under Section 5.02 of this Ordinance. <br />(b) If the Paying Agent/Registrar resigns or otherwise ceases to serve as such, the City will <br />promptly appoint a replacement. <br />Section 5.04, Termination. <br />The City reserves the right to terminate the appointment of any Paying Agent/Registrar by delivering <br />to the entity whose appointment is to be terminated a certified copy of a resolution of the City (i) giving notice <br />of the termination of the appointment and of the Paying Agent/Registrar Agreement, stating the effective date <br />of such termination, and (ii) appointing a successor Paying Agent/Registrar;prnvided that no such termination <br />shall be effective until a successor Paying Agent/Registrarhas accepted the duties of Paying Agent/Registrar <br />for the Certificates, <br />Section 5.05. Notice of Change to Owners. <br />Promptly upon each change in the entity serving as Paying Agent/Registrar, the City will cause notice <br />of the change to be sent to each Owner by United States mail, first class postage prepaid, at the address in the <br />Register, stating the effective date of the change and the name of the replacement Paying Agent/Registrar and <br />the mailing address of its Designated Payment/Transfer Office. <br />Section 5.06. Agreement to Perfonm Dunes and Functions. <br />By accepting the appointment as Paying Agent/Registrar,the Paying Agent/Registrar isdeemed tohave <br />agreed to the provisions of this Ordinance and that it will perform the duties and functions of Paying <br />Agent/Registrar prescribed hereby <br />Section 5.07. Delivery of Records to Successor. <br />If a Paying Agent/Registrar is replaced, such Paying Agent/Registrar, promptly upon the appointment <br />of the successor, will delver the Register (or a copy thereof) and all other pertinent books and records relating <br />to the Certificates to the successor Paying Agent/Registrar <br />San Marcos CTRCO 20078: Ordinance <br />