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• cancelled and cremated or destroyed by other means by the Trustee. The Trustee Agent shall deliver to the Issuer and the Trustee a certificate of any such cremation or other destruction of any Bond, identifying the Bonds so cancelled and cremated or otherwise destroyed. Section 2.10. Book-EntrySystem. The Registrar and Paying Agent is hereby authorized to make such modifications to the form of the Bonds as may be appropriate to conform to any standard specifications for registered municipal securities which may be promulgated by any body generally recognized in the municipal securities industry (including, without limitation, the American National Standards Institute) in order to facilitate computer or other mechanical processing methods for registration of municipal Bonds, subject to the further provisions of this Section. In addition, at the written direction of the Remarketing Agent, the Registrar and Paying Agent shall initiate a system for the registration of the Bonds in book -entry form (a "Book -Entry System") and may enter into such agreements as may be necessary to provide for registration of the Bonds in book -entry form, with or without the issuance of physical Bond instruments, certificates or other writings evidencing the ownership thereof, in accordance with this Section. Before the Registrar and Paying Agent makes any change in the form of the Bonds or initiates any Book -Entry System with respect to the Bonds, the Registrar and Paying Agent shall have received an opinion of Bond Counsel to the effect that such change in form of the Bonds or initiation of such Book - Entry System is permitted under State law and by this Indenture and will not adversely affect the excludability from gross income, for federal income tax purposes, of the interest paid on the Bonds. If the Registrar and Paying Agent makes a change in the form of the Bonds or initiates any such Book -Entry System in accordance with this paragraph, it shall promptly give notice thereof to the Borrower, the Trustee, the Rating Agencies and the Credit Facility Provider. Any Book -Entry System established for the Bonds shall be established pursuant to an agreement (a "Depositary Agreement") among the depositary (the "Depositary"), the Registrar and Paying Agent and any other appropriate parties, which may include, without limitation, letters of representation delivered to and accepted by the Depositary. Each Depositary Agreement shall provide: (i) that if the Depositary determines not to continue to act as a securities depositary for the Bonds or is no longer permitted to act as a depositary with respect to municipal securities such as the Bonds, the Depositary shall give prompt written notice to that effect to the Trustee, the Remarketing Agent and the Registrar and Paying Agent and shall permit the Registrar and Paying Agent a reasonable period to locate a replacement depositary or to return to a system of certificated Bonds; (ii) that the Depositary shall provide the Registrar and Paying Agent with a written statement of the name, address and interest in the Bonds of each of the Depositary's participants and, if available, the beneficial owners of the Bonds, with days of the Registrar and Paying Agent's written request for such information; (iii) that the Depositary and each of its participants agree that neither the Issuer, the Trustee, the Remarketing Agent- nor the Registrar and Paying Agent shall be liable for any damages resulting from any failure of the 22