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<br />August 21, 2006 (Regular Meeting) <br /> <br />Page 51 <br /> <br />of such Bond (or the previous Bond or Bonds evidencing the same debt as that <br />evidenced by such Bond) at the close of business on the record date for such <br />interest, which shall be the 15th day (whether or not a business day) of the <br />calendar month next preceding such interest payment date, by check mailed to <br />such person at his address as it appears on such registration books or, <br />during the continuation of the book-entry system, by such other method of <br />payment as the County may determine to be necessary or advisable with the <br />concurrence of the Securities Depository. Transfer of principal and interest <br />and any redemption premium payments to participants of the Securities <br />Depository will be the responsibility of the Securities Depository, and <br />transfer of principal and interest and any redemption premium payments to <br />beneficial owners of the Bonds by participants of the Securities Depository <br />will be the responsibility of such participants and other nominees of such <br />beneficial owners. Such transfers of interest by the Securities Depository <br />and by such 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 after said <br />record date for such interest, pursuant to rules and procedures established <br />by the Securities Depository and its participants. The County and the Bond <br />Registrar will not be responsible or liable for such transfers of payments or <br />for maintaining, supervising or reviewing records maintained by the <br />Securities Depository, its participants or persons acting through such <br />participants. <br />In the event that (a) any Securities Depository determines not to <br />continue to act as securities depository for the Bonds or (b) the Finance <br />Officer of the County determines to discontinue the book-entry system with <br />such Securities Depository, the County may identify another qualified <br />Securities Depository to replace the predecessor Securities Depository, and, <br />in such event, the County will make arrangements with the predecessor <br />Securities Depository and such other Securities Depository to effect such <br />replacement and deliver replacement Bonds registered in the name of such <br />other depository or its nominee in exchange for the outstanding Bonds, and <br />all references in this resolution to any predecessor Securities Depository or <br />Securi ties Depository Nominee shall thereupon be deemed to mean such other <br />depository or its nominee. If the County does not identify another qualified <br />Securi ties Depository to replace the predecessor Securities Depository, the <br />County will deliver replacement Bonds in the form of fully registered <br />certificates in the denomination of $5,000 or any whole multiple thereof <br />("Certificated Bonds") in exchange for the outstanding Bonds as required by <br />the predecessor Securities Depository and others. Upon the request of the <br />Securi ties Depository, the County may also deliver one or more Certificated <br />Bonds to any participant of the Securities Depository in exchange for Bonds <br />credi ted to its account with the Securities Depository. The County and the <br />Bond Registrar shall be entitled to rely upon the instructions of the <br />Securities Depository as to the appropriate parties entitled to receive <br />Certificated Bonds. <br />For purposes of this resolution "Securities Depository" means The <br />Depository Trust Company, New York, New York, or other recognized securities <br />depository selected by the County, which maintains the book-entry system in <br />respect of the Bonds authorized by this resolution, and shall include any <br />substitute for or successor to the securities depository initially acting as <br />Securi ties Depository. For purposes of this resolution "Securities <br />Depository Nominee" means, as to any Securities Depository, such Securities <br />Deposi tory or the nominee, if any, of such Securities Depository in whose <br />name the Bond certificates shall be registered on the registration books <br />maintained by the Bond Registrar during the continuation with such Securities <br />Depository of the book-entry system authorized by this resolution. The <br />Deposi tory Trust Company, New York, New York, is hereby appointed as the <br />ini tial Securities Depository, and Cede & Co., a nominee thereof, is hereby <br />appointed as the initial Securities Depository Nominee, for the Bonds. <br />Unless indicated otherwise, the provisions of this resolution that <br />follow shall apply to all Bonds issued or issuable hereunder, whether <br />initially or in replacement thereof. <br /> <br />Section 5. The Bonds shall be executed with the manual or facsimile <br />signatures of the Chairman or Vice-Chairman of the Board and the Clerk to the <br />Board, and the seal or a facsimile of the seal of the County shall be <br />impressed or imprinted, as the case may be, on the Bonds. <br />The certificate of the Local Government Commission of North Carolina <br />shall be endorsed on all Bonds and shall bear the manual or facsimile <br />signature of the Secretary of said Commission or on behalf of the Secretary <br />by a Designated Assistant and the certificate of authentication of the Bond <br />Registrar to be endorsed on all Bonds shall be executed as provided <br />hereinafter. <br />In case any officer of the County or the Local Government Commission of <br />North Carolina whose manual or facsimile signature shall appear on any Bonds <br />shall cease to be such officer before the delivery of such Bonds, such manual <br />