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Co., and the words "Kray & Co.," will refer to such new nominee of MSTC; and upon <br />receipt of such a notice, the City Administrator will promptly deliver a copy of the <br />same to the Bond Registrar and Paying Agent, if the Bond Registrar or Paying Agent <br />is other than the City Administrator. <br /> <br /> 7.03. Representation Letter. The form of representation letter proposed to <br />be submitted to MSTC, which is on file with the City Administrator and presented to <br />this meeting (Representation Letter), is hereby approved, and the City <br />Administrator is authorized to execute and deliver the Representation Letter in <br />substantially the form on file, with such changes therein not inconsistent with law <br />as the City Administrator and the City Attorney may approve, which approval will <br />be conclusively evidenced by the execution thereof. Any Paying Agent or Bond <br />Registrar subsequently appointed by the City with respect to the Bonds will agree <br />to take all action necessary for all representations of the City in the Representation <br />letter with respect to the Bond Registrar and Paying Agent, respectively, to at all <br />times to complied with. <br /> <br /> 7.04. Transfers Outside Book-Entry System. In the event the City, by <br />resolution of the City Council, determines that it is in the best interests of the <br />persons having beneficial interest in the Bonds that they be able to obtain Bond <br />certificates, the City will notify MSTC, whereupon MSTC will notify the Participants, <br />of the availability through MSTC of Bond certificates. In such event the City will <br />issue, transfer and exchange Bond certificates as requested by MSTC and any other <br />registered owners in accordance with the provisions of this Resolution. MSTC may <br />determine to discontinue providing its services with respect to the Bonds at any time <br />by giving notice to the City and discharging its responsibilities with respect thereto <br />under applicable law. In such event, if no successor securities depository is <br />appointed, the City will issue and the Bond Registrar will authenticate Bond <br />certificates in accordance with this resolution and the provisions hereof will apply <br />to the transfer, exchange and method of payment thereof. <br /> <br /> 7.05. ,Payments to Kray & Co. Notwithstanding any other provision of this <br />resolution to the contrary, so long as any Bond is registered in the name of Kray & <br />Co., as nominee of MST C, all payments with respect to principal of, premium, if any, <br />and interest on such Bond and all notices with respect to such Bond will be made and <br />given, respectively in the manner provided in the Representation Letter. <br /> <br /> The motion for the adoption of the foregoing resolution was duly seconded by <br /> <br />Member I~eyer , and upon vote being taken thereon, the following <br /> <br />voted in favor thereof: Hardin, Beyer, Zimmerman, Beahen, Peterson <br /> <br />and the following voted against the same: tlone <br /> <br />whereupon said resolution was declared duly passed and adopted. <br /> <br />SJB84838 <br />RA125-36 <br /> <br /> <br />