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The City may designate a successor Note Registrar and/or paying agent, provided that <br />written notice specifying the name and location of the principal office of any such successor <br />shall be given to the registered owner of this Note. Upon registration of transfer of this Note, the <br />Note Registrar shall fmmish written notice to the transferee of the name and location of the <br />principal office of the Note Registrar and/or the paying agent. <br /> <br /> The Note Regtstrar shall treat the registered owner as the person exclusively entitled to <br />payment of principal and interest and the exercise of all other fights and powers of the owner. <br /> <br /> It is hereby certified and recited that all acts, conditions and tkings required by the <br />Constitution and statutes of the Commonwealth of Virginia to happen, exist or be performed <br />precedent to the issuance of this Note have happened, exist or been performed in due time, form <br />and manner as so required and that the indebtedness evidenced by tkis Note is within every debt <br />and other limit prescribed by the Constitution and statutes of the Commonwealth of Virginia. <br /> <br /> IN WITNESS WttEREOF, the City Council of the City of Portsmouth, Virginia, has <br />caused this Note to be signed by the signature of the City Manager, its seal to be affixed and <br />attested by the signature of the City Clerk and this Note to be dated ____________,2001. <br /> <br /> CITY OF PORTSMOUTH, VIRGINIA <br /> <br /> <br /> By ________________________________ <br /> City Manager <br /> City of Portsmouth, Virginia <br /> <br />[SEAL] <br />ATTEST: <br /> <br /> <br />_____________________________________ <br />City Clerk, <br />City of Portsmouth, Virginia <br /> <br />-5- <br /> <br /> <br />