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I <br />I <br /> I <br /> I <br /> i <br /> I <br />i <br /> I <br /> i <br /> I <br /> I <br /> I <br /> I <br /> I <br /> I <br /> I <br /> I <br /> I <br /> I <br /> <br />receipt of notice requesting such consent or other action as the record date for such <br />consent or other action; provided, that the City or the Bond Registrar may establish a <br />special record date for such consent or other action. The City or the Bond Registrar shall, <br />to the extent possible, give the Depository notice of such special record date not less than <br />15 calendar days in advance of such special record date to the extent possible. <br /> <br /> (ix) Any successor Bond Registrar in its wdtten acceptance of its duties under · <br />this Resolution and any paying agency/bond registrar agreement, shall agee to take any <br />actions necessary from time to time to Comply. with the requirements of the Letter of <br />Representations. <br /> <br /> (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of <br />surrendering the Bonds for a Bond of a lesser denomination as provided in para~aph 5 <br />hereof, make a notation of the reduction in pPincipal amount on the panel provided on the <br />Bond stating the amount so redeemed. <br /> <br /> (c) Termination of Book-Entry Only System. Discontinuance ora particular <br />Depository's services and termination of the' book-entry only system may be effected as follows: <br /> <br /> (i) The Depository may determine to discontinue providing its services with <br />respect to the Bonds at any time by giving written notice to the City and discharging its <br />responsibilities with respect thereto under applicable law. The City may terminate the <br />services of the Depository with respect to the Bond if it determines that the Depository is <br />no longer able to carry out' its functions as securities depository or the continuation of the <br />system of book-entry transfers through the Depository is not in the best interests of the <br />City or the Beneficial Owners. <br /> <br /> (ii) Upon termination of the services of the Depository as provided in the <br />preceding paragraph, and if no substitute securities depository is willing to undertake the <br />functions of the Depository hereunder can be found which, in the opinion of the City, is <br />willing and able to assume such functions upon reasonable or customary terms; or if the <br />City determines ih'-~t it is in the best interests of the City or the Beneficial Owners of the <br />Bond that the Beneficial Owners be able to obtain certificates for-the Bonds, the Bonds <br />shall no longer be registered as being registered in the bond register in the name of the <br />Nominee, but may be registered in whatever name or names the Holder of the Bonds <br />shall designate at that time, in accordance with para,apb 10 hereof. To the extent that <br />the Beneficial Owners are designated as the transferee by the Holders, in accordance with <br />paragraph I0 hereof, the Bonds will be delivered to the Beneficial Owners. <br /> <br /> (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of <br />paragraph I0 hereof. <br /> <br /> (d) Letter of Representations. The provisions in the Letter of Representations are <br />incorporated herein by reference and made a part of the resolution, and if and to the extent any <br /> 5 <br />1237483,1 <br /> <br /> <br />