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The City will not be responsible or liable for sending <br />transaction statements or for maintaining, supervising or <br />reviewing records maintained by DTC, its participants or <br />persons acting through such participants or for transmitting <br />payments to, communicating with, notifying, or otherwise <br />dealing with any beneficial owner of the Bonds. So long as the <br />Bonds are in book-entry only form, the Deputy City Manager for <br />Finance will serve as Registrar and Paying Agent for the Bonds. <br />The City reserves the right to designate a successor Registrar <br />and Paying Agent for the Bonds if the Bonds at any time cease <br />to be in book-entry only form. <br /> <br /> So long as the Bonds are in book-entry only form, any <br />notice of redemption will be given only to DTC or its nominee. <br />The City shall not be responsible for providing any beneficial <br />owner of the Bonds any notice of redemption. <br /> <br /> SECTION 5. (a) The Bonds shall be executed, for and on <br />behalf of the City, by the manual or facsimile signatures of <br />the Mayor and the Deputy City Manager for Finance of the City, <br />and shall have an impression of the corporate seal of the City <br />or a facsimile thereof affixed thereto or imprinted thereon, <br />attested by the manual or facsimile signature of the City Clerk <br />of the City. <br /> <br /> (b) The City Manager shall direct the Registrar for the <br />Bonds of a given series to authenticate such Bonds and no such <br />Bond shall be valid or obligatory for any purpose unless and <br />until the certificate of authentication endorsed on each Bond <br />shall have been manually executed by or on behalf of the <br />Registrar. Upon the authentication of any Bonds the Registrar <br />shall insert in the certificate of authentication the date as <br />of which such Bonds are authenticated as follows: (i) if the <br />Bond is authenticated prior to the first interest payment date, <br />the certificate shall be dated as of the date of the initial <br />delivery of and payment for the series of Bonds of which this <br />Bond is one; (ii) if the Bond is authenticated upon an interest <br />payment date, the certificate shall be dated as of such <br />interest payment date; (iii) if the Bond is authenticated after <br />the fifteenth (15th) day of the calendar month next preceding <br />an interest payment date and prior to such interest payment <br />date, the certificate shall be dated as of such interest <br />payment date; and (iv) in all other instances the certificate <br />shall be dated as of the interest payment date next preceding <br />the date upon which the Bond is authenticated. <br /> <br /> (c) The execution of the Bonds in the manner above set <br />forth is adopted as a due and sufficient authentication of the <br />Bonds. <br /> <br /> 8 <br /> <br /> <br />