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transfers of interest by the Securities Depository and by such <br />participants and other nominees of such beneficial owners may be <br />made to the owners of Bonds shown on their records on a date on or <br />after said record date for such interest, pursuant to rules and <br />procedures established by the Securities Depository and its <br />participants. The Issuer and the Bond Registrar will not be <br />responsible or liable for such transfers of payments or for <br />maintaining, supervising or reviewing records maintained by the <br />Securities Depository, its participants or persons acting through <br />such participants. <br /> <br /> In the event that (a) any Securities Depository determines not <br />to continue to act as securities depository for the Bonds or <br />(b) the Director of Finance of the Issuer determines to discontinue <br />the book-entry system with such Securities Depository, the Issuer <br />may identify another qualified Securities Depository to replace the <br />predecessor Securities Depository, and, in such event, the Issuer <br />will make arrangements with the predecessor Securities Depository <br />and such other Securities Depository to effect such replacement and <br />deliver replacement Bonds registered in the name of sUch other <br />depository or its nominee in exchange for the outstanding Bonds, <br />and all references in this resolution to any predecessor Securities <br />Depository or Securities Depository Nominee shall thereupon be <br />deemed to mean such other depository or its nominee. If the Issuer <br />does not identify another qualified Securities Depository to <br />replace the predecessor Securities Depository, the Issuer will <br />deliver replacement Bonds in the form of fully registered <br />certificates, in the denomination of $5,000 or any whole multiple <br /> <br /> <br />