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otherwise requires. The headings or titles of the several Articles and Sections hereof, and any <br />table of contents appended to copies hereof, shall be solely for convenience of reference and <br />shall not affect the meaning, construction or effect of this Indenture. <br />ARTICLE II <br />ISSUANCE OF 2014 BONDS; <br />REGISTRATION AND TRANSFER OF BONDS <br />SECTION 2.01. Authorization and Purpose of 2014 Bonds. The Authority has <br />reviewed all proceedings heretofore taken relative to the authorization of the 2014 Bonds and has <br />found, as a result of such review, and hereby finds and determines that all acts, conditions and <br />things required by law to exist, to have happened and to have been performed precedent to and in <br />the issuance of the 2014 Bonds do exist, have happened and have been performed in due time, <br />form and manner as required by law, and that the Authority is now duly authorized to issue the <br />2014 Bonds in the faun and manner provided herein for the purpose of providing funds to <br />finance or refinance the costs of acquisition, construction, installation and improvement of the <br />Project, and that the 2014 Bonds shall be entitled to the benefit, protection and security of the <br />provisions hereof. <br />SECTION 2.02. Execution of 2014 Bonds. The Chairman of the Authority is <br />hereby authorized and directed to execute each of the 2014 Bonds on behalf of the Authority and <br />the Secretary of the Authority is hereby authorized and directed to countersign each of the 2014 <br />Bonds on behalf of the Authority and to impress the seal of the Authority thereon. The signatures <br />of such Chairman and Secretary may be by printed, lithographed or engraved by facsimile <br />reproduction. In case any officer whose signature appears on the 2014 Bonds shall cease to be <br />such officer before the delivery of the 2014 Bonds to the purchaser thereof, such signature shall <br />nevertheless be valid and sufficient for all purposes as if such officer had remained in office until <br />such delivery of the 2014 Bonds. <br />Only those 2014 Bonds bearing thereon a certificate of authentication and <br />registration in substantially the forms set forth in Exhibit A hereto, executed manually and dated <br />by the Trustee, shall be entitled to any benefit, protection or security hereunder or be valid or <br />obligatory for any purpose, and such certificate of the Trustee shall be conclusive evidence that <br />the 2014 Bonds so authenticated and registered have been duly authorized, executed, issued and <br />delivered hereunder and are entitled to the benefit, protection and security hereof. <br />SECTION 2.03. Transfer and Payment of Bonds. Any Bond may, in accordance <br />with its teams, be transferred in the books required to be kept pursuant to the provisions of <br />Section 2.08 by the person in whose name it is registered, in person or by his duly authorized <br />attorney, upon surrender, at the Corporate Trust Office of the Trustee, of such Bond for <br />cancellation accompanied by delivery of a duly executed written instrument of transfer in a form <br />approved by the Trustee. Whenever any Bond or Bonds shall be surrendered for transfer, the <br />Authority shall execute and the Trustee shall authenticate and deliver a new Bond or Bonds of a <br />like aggregate principal amount of the same maturity and series. The Trustee shall require the <br />payment by the Owner requesting such transfer of any tax or other governmental charge required <br />to be paid with respect to such transfer as a condition precedent to the exercise of such privilege. <br />55394.00011 \8754149.4 12 <br />