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<br />authorized to execute and deliver the Representation Letter in substantially the form <br />on file, with such changes therein not inconsistent with law as the City Manager and <br />the City Attorney may approve, which approval will be conclusively evidenced by <br />the execution thereof. Any Paying Agent or Bond Registrar subsequently appointed <br />by the City with respect to the Bonds will agree to take all action necessary for all <br />representations of the City in the Representation letter with respect to the Bond <br />Registrar and Paying Agent, respectively, to at all 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 81: Co. Notwithstanding any other provision of this <br />resolution to the contrary, so long as any Bond is registered in the name of Kray 81: <br />Co. , as nominee of MSTC, 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 <br /> <br />Hastel <br /> <br />, and upon vote being taken thereon, the following <br /> <br />voted in favor thereof: <br />Johnson, <br /> <br />Wi ski, P. Johnson, Mastel, Goedeke, and V. <br /> <br />and the following voted against the same: None. <br /> <br />whereupon said resolution was declared duly passed and adopted. <br /> <br />DJ1t87126 <br />RS200-U <br />