RES 94045A - Laserfiche WebLink

(b) Rye resentation Letter. In order to qualify the Bonds for the Depository's book-entry system, the Authority and the Trustee shall execute and deliver to such Depository a letter representing such matters as shall be necessary to so qualify the Bonds. The execution and delivery of such letter shall no[ in any way limit the provisions of subsection (a) above or in any other way impose upon the Authority or the Trustee any obligation whatsoever with respect to persons having interests in the Bonds other than the Bond Owners. In addition to theexecution and delivery of such letter, the Authority may take any other actions, not inconsistent with this Trust Agreement, to qualify the Bonds for the Depository's book-entry program. (c) Transfers Outside Book-Entry Svstem. In the event that either (i) the Depository determines not to continue to act as Depository for the Bonds, or (ii) the Authority determines to terminate the Depository as such, then the Authority shall thereupon discontinue the book-entry system with such Depository. In such event, the Depository shall cooperate with the Authority and the Trustee in the issuance of replacement Bonds by providing the Trustee with a list showing the interests of the Depository System Participants in the Bonds, and by surrendering the Bonds, registered in the name of the Nominee, to [he Trustee on or before the date such replacement Bonds aze to be issued. The Depository, by accepting delivery of the Bonds, agrees in the Letter of Representations to be bound by the provisions of this subsection (c). If, prior to the termination of the Depository acting as such, the Authority fails to identify another qualified securities depository to replace the Depository, then the Bonds shall no longer be required to be registeredin the Bond Register in the name of the Nominee, but shall be registered in whatever name or names the Owners transferring or exchanging Bonds shall designate, in accordance with the provisions of this Section 511 hereof. In the event the Authority determines that it is in the best interests of the beneficial owners of the Bonds that they be able to obtain Bonds, the Authority may notify the Depository System Participants of the availability of such Bond Bonds through the Depository. In such event, the Trustee will, at [he expense of the City, issue, transfer and exchange Bonds as required by the Depository and others in appropriate amounts; and whenever the Depository so requests, the Authority shall cooperate with the Depository in taking appropriate action (y) to make available one or more separate Bonds evidencing the Bonds to any Depository System Participant having Bonds credited [o its account with the Depository, or (z) to arrange of another for another quaffed securities depository to maintain custody of a single Bond evidencing such Bonds, all at the Authority's expense. (d) Payments to the Nominee. Notwithstanding any other provisicn of the Trust Agreement to the contrary, so long as any Bond is registered in the name of the Nominee, all payments with respect to principal of and interest and premium, if any, on such Bonds and all notices with respect to such Bonds shall be made and given, respectively, as provided in the letter described in subsection (b) of this Section or as otherwise instructed in writing by the Depository. 940G9a1M.LA1 24