fixed for the redemption of such Bond; provided, however, such limitation of transfer shall not be
<br />applicable to an exchange by the Owner of the unredeemed balance of a Bond called for redemption
<br />in part.
<br />(b) Ownership of Bonds. The entity in whose name any Bond shall be registered in the
<br />Security Register at any time shall be deemed and treated as the absolute Owner thereof for all
<br />purposes of this First Supplement, whether or not such Bond shall be overdue, and, to the extent
<br />permitted by law, the City and the Paying Agent /Registrar shall not be affected by any notice to the
<br />contrary; and payment of, or on account of, the principal of, premium, if any, and interest on any
<br />such Bond shall be made only to such Owner. All such payments shall be valid and effectual to
<br />satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid.
<br />(c) Book - Entry -Only System. The Bonds issued in exchange for the Initial Bond for
<br />issued as provided in Section 2.06 shall be issued in the form of a separate single fully- registered
<br />Bond for each of the maturities thereof registered in the name of Cede & Co., as nominee of DTC,
<br />and except as provided in this subsection (c) all of the Outstanding Bonds shall be registered in the
<br />name of Cede & Co., as nominee of DTC.
<br />With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the City
<br />and the Paying Agent /Registrar shall have no responsibility or obligation to any DTC Participant
<br />or to any person on behalf of whom such a DTC Participant holds an interest in the Bonds. Without
<br />limiting the immediately preceding sentence, the City and the Paying Agent/Registrar shall have no
<br />responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or
<br />any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any
<br />DTC Participant or any other person, other than a Owner as shown on the Security Register, of any
<br />notice with respect to the Bonds, including any notice of redemption, or (iii) the payment to any
<br />DTC Participant or any other person, other than a Owner as shown on the Security Register, of any
<br />amount with respect to principal of, premium, if any, or interest on the Bonds. Notwithstanding any
<br />other provision of this First Supplement to the contrary but to the extent permitted by law, the City
<br />and the Paying Agent /Registrar shall be entitled to treat and consider the person in whose name each
<br />Bond is registered in the Security Register as the absolute owner of such Bond for the purpose of
<br />payment of principal, premium, if any, and interest, with respect to such Bond, for the purpose of
<br />registering transfers with respect to such Bond, and for all other purposes whatsoever. The Paying
<br />Agent /Registrar shall pay all principal of, premium, if any, and interest on the Bonds only to or upon
<br />the order of the Owners, as shown in the Security Register as provided in this First Supplement, or
<br />their respective attorneys duly authorized in writing, and all such payments shall be valid and
<br />effective to fully satisfy and discharge the City's obligations with respect to payment of principal
<br />of, premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. No person
<br />other than a Owner, as shown in the Security Register, shall receive a Bond certificate evidencing
<br />the obligation of the City to make payments of principal, premium, if any, and interest pursuant to
<br />this First Supplement. Upon delivery by DTC to the Paying Agent /Registrar of written notice to the
<br />effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to
<br />the provisions in this First Supplement with respect to interest checks being mailed to the Owner
<br />at the close of business on the Record Date the words "Cede & Co." in this First Supplement shall
<br />refer to such new nominee of DTC.
<br />SanMARCOS \ElectricUtilSysRevBonds \2013: 1 stS uppOrdinance 9
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