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<br />38 <br />4846-5351-8811v3/200434-0005 <br />the Holders of a majority in Total Bond Obligation of the Bonds may petition any court of competent <br />jurisdiction for the appointment of a successor Trustee. <br />Section 12.10 Successor Trustee or Agent by Merger. If the Trustee, any Paying Agent <br />or Registrar consolidates with, merges or converts into, or transfers all or substantially all its assets <br />(or, in the case of a bank or trust company, its corporate trust business) to, another corporation, the <br />resulting, surviving or transferee corporation without any further act shall be the successor Trustee, <br />Paying Agent or Registrar. <br />Section 12.11 Registrar. The City shall appoint the Registrar for the Bonds and may from <br />time to time remove a Registrar and name a replacement upon notice to the Trustee. The City hereby <br />appoints the Trustee as Registrar. Each Registrar, if other than the Trustee, shall designate to the <br />Trustee, the Paying Agent, and the City its principal office and signify its acceptance of the duties <br />imposed upon it hereunder by a written instrument of acceptance delivered to the City and the <br />Trustee under which such Registrar will agree, particularly, to keep such books and records as shall <br />be consistent with prudent industry practice and to make such books and records available for <br />inspection by the City, the Trustee, and the Paying Agent at all reasonable times. <br />Section 12.12 Other Agents. The City or the Trustee may from time to time appoint other <br />agents to perform duties and obligations under this Trust Agreement which agents may include, but <br />not be limited to, authenticating agents all as provided by resolution of the City. <br />Section 12.13 Several Capacities. Anything in this Trust Agreement to the contrary <br />notwithstanding, the same entity may serve hereunder as the Trustee, Registrar and any other agent <br />as appointed to perform duties or obligations under this Trust Agreement or an escrow agreement, or <br />in any combination of such capacities, to the extent permitted by law. <br />Section 12.14 Accounting Records and Reports of Trustee. <br />(a) The Trustee shall at all times keep, or cause to be kept, proper books of <br />record and account in which complete and accurate entries shall be made of all transactions made by <br />it relating to the proceeds of the Bonds and all Funds and Accounts established pursuant to this Trust <br />Agreement and held by the Trustee. Such books of record and account shall be available for <br />inspection by the City and any Bondholder, or his or her agent or representative duly authorized in <br />writing, upon reasonable prior notice, at reasonable hours and under reasonable circumstances. <br />(b) The Trustee shall file and furnish to the City and to each Bondholder who <br />shall have filed his or her name and address with the Trustee for such purpose (at such Bondholder’s <br />cost), on an annual basis (or, with respect to the City, such other interval that the City may request), a <br />complete financial statement (which may be its regular account statements and which need not be <br />audited) covering receipts, disbursements, allocation and application of moneys in any of the funds <br />and accounts established pursuant to this Trust Agreement for the preceding year. <br />Section 12.15 No Remedy Exclusive. No remedy herein conferred upon or reserved to the <br />City is intended to be exclusive of any other remedy or remedies, and each and every such remedy <br />shall be cumulative, and shall be in addition to every other remedy given hereunder, or now or <br />hereafter existing at law or in equity or by statute.