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of a Certificate of Obligation. The Issuer shall pay the
Paying Agent/Registrar's standard or customary fees and
charges for making such transfer and delivery_of a substitute
Certificate of Obligation 'or Certificates of Obligation, but
the one requesting such transfer shall pay any taxes or other
governmental charges required to be paid with respect.thereto.
The Paying Agent/Registrar shall not be required to make
transfers of registration of any Certificate of Obligation or
any portion thereof (i) during the period commencing with the
close of business on any Record Date and ending with the
opening of business on the next -following principal or
interest payment date, or, (ii) with respect to any
Certificate of Obligation or any portion thereof called for
redemption prior to maturity, within 45 days prior to its
redemption date.
(b) Ownership of Certificates of Obligation. The entity
in whose name any Certificate of Obligation shall be
registered in the Registration Books at any time shall be
deemed and treated as the absolute owner thereof for all
purposes of this Ordinance, whether or not such Certificate of
Obligation shall be overdue, and the Issuer and the Paying
Agent/Registrar shall not be affected by any notice to the
contrary; and payment of, or on account of, the principal of,
premium, if any, and interest on any such Certificate of
Obligation shall be made only to such registered owner. All
such payments shall be valid and effectual to satisfy and
discharge the liability upon such Certificate of Obligation to
the extent of the sum or sums so paid.
(c) Payment of Certificates of Obligation and Interest.
The Issuer hereby further appoints the Paying Agent/Registrar
to act as the paying agent for paying the principal of and
interest on the Certificates of Obligation, and to act as its
agent to convert and exchange or replace Certificates of
Obligation, all as provided in this Ordinance. The Paying
Agent/Registrar shall keep proper records of all payments made
by the Issuer and the Paying Agent/Registrar with respect to
the Certificates of Obligation, and of all conversions and
exchanges of Certificates of Obligation, and all replacements
of Certificates of Obligation, as provided in this Ordinance.
(d) Conversion and Exchange or Replacement; Authenti-
cation. Each Certificate of Obligation issued and delivered
pursuant to this Ordinance, to the extent of the unpaid or
unredeemed principal balance or principal amount thereof, may,
upon surrender of such Certificate of Obligation at the
principal corporate trust office of the Paying
Agent/Registrar, together with a written request therefor duly
executed by the registered owner or the assignee or assignees
thereof, or its or their duly authorized attorneys or
representatives, with guarantee of signatures satisfactory to
the Paying Agent/Registrar, may, at the option of the regis-
tered owner or such assignee or assignees, as appropriate, be
converted into and exchanged for fully registered certificates
of obligation, without interest .coupons, in the form
prescribed in the FORM OF SUBSTITUTE CERTIFICATE OF OBLIGATION
set forth in this Ordinance, in the denomination of $5,000, or
any integral multiple of $5,000 (subject to the requirement
hereinafter stated that each substitute Certificate of
Obligation shall have a single stated maturity date), as re-
quested in writing by such registered owner or such assignee
or assignees, in an aggregate principal amount equal to the
unpaid or unredeemed principal balance or principal amount of
any Certificate of Obligation or Certificates of Obligation so
surrendered, and payable to the appropriate registered owner,
assignee, or assignees, as the case may be. If the Initial
Certificate of Obligation is assigned and transferred or
converted each substitute Certificate of Obligation issued in
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