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shall be made to the Nominee at the address which is, on the regular Record Date or special record
<br />date, as the case may be, shown for the Nominee in the bond register of the Trustee.
<br />(b) With respect to Book -Entry Bonds, the City, the Authority and the Trustee shall
<br />have no responsibility or obligation to any Participant or to any person on behalf of which such a
<br />Participant holds an interest in such Book -Entry Bonds. Without limiting the immediately
<br />preceding sentence, the City, the Authority and the Trustee shall have no responsibility or
<br />obligation with respect to (i) the accuracy of the records of the Depository, the Nominee, or any
<br />Participant with respect to any ownership interest in Book -Entry Bonds, (ii) the delivery to any
<br />Participant or any other person, other than an Owner as shown in the bond register, of any notice
<br />with respect to Book -Entry Bonds, including any notice of prepayment, (iii) the selection by the
<br />Depository and its Participants of the beneficial interests in Book -Entry Bonds to be redeemed in
<br />the event the Authority redeems Bonds in part, (iv) the payment to any Participant or any other
<br />person, other than an Owner as shown in the bond register, of any amount with respect to principal,
<br />premium, if any, or interest evidenced and represented by Book -Entry Bonds, or (v) any consent
<br />given or other action taken by the Depository as Owner.
<br />(c) The City, the Authority and the Trustee may treat and consider the person in whose
<br />name each Book -Entry Bond is registered in the bond register as the absolute Owner of such Book -
<br />Entry Bond for the purpose of payment of principal, redemption premium, if any, and interest with
<br />respect to such Bond, for the purpose of selecting any Bonds, or portions thereof to be redeemed,
<br />for the purpose of giving notices of redemption and other matters with respect to such Bond, for
<br />the purpose of registering transfers with respect to such Bond, for the purpose of obtaining any
<br />consent or other action to be taken by Owners and for all other purposes whatsoever and the City,
<br />the Authority and the Trustee shall not be affected by any notice to the contrary.
<br />(d) In the event of a redemption or any other early withdrawal (e.g., tenders made and
<br />accepted in response to the Trustee's invitation at the direction of the Authority) necessitating a
<br />reduction in aggregate principal amount of Bonds Outstanding, or a redemption of part of the
<br />Bonds Outstanding, the Depository, in its discretion, (i) may request the Trustee to execute and
<br />deliver a new Bond or (ii) if DTC is the sole owner of the Bonds, shall make an appropriate notation
<br />on the Bond indicating the date and amounts of such reduction in principal except in the case of
<br />final maturity, in which case the Bond must be presented to the Trustee prior to payment.
<br />(e) The Trustee shall pay all principal, premium, if any, and interest evidenced and
<br />represented by the Bonds only to the respective Owner, as shown in the bond register, or his or her
<br />attorney duly authorized in writing, and all such payments shall be valid and effective to fully
<br />satisfy and discharge the City's obligations with respect to payment of principal, redemption
<br />premium, if any, and interest evidenced and represented by the Bonds to the extent of the sum or
<br />sums so paid. No person other than an Owner, as shown in the bond register, shall receive a Bond
<br />evidencing the obligation to make payments of principal, redemption premium, if any, and interest
<br />evidenced and represented by the Bonds. Upon delivery by the Depository to the Owner, the
<br />Trustee, the Authority and the City of written notice to the effect that the Depository has
<br />determined to substitute a new nominee in place of the Nominee, and subject to the provisions
<br />herein with respect to record dates, the word Nominee in this Indenture shall refer to such nominee
<br />of the Depository.
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<br />55394.00068\42092121.3
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