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0 <br />E. Application of Proceeds of Notes. The Issuer shall <br />deposit the proceeds of sale of the Notes, upon receipt <br />thereof, in the Construction Fund and shall set aside in the <br />Notes Payment Account such amount, if any, as shall be <br />specified in a subsequent resolution of the Issuer, <br />earmarked for the payment of interest on the Notes. Money <br />on deposit in the Construction Fund (including the Notes <br />Payment Account), including the earnings on the investment <br />thereof, shall be invested and applied in the manner and at <br />the times as shall be specified in a subsequent resolution <br />of the Issuer. <br />F. Transfer, Exchange and Negotiation. Each of the <br />Notes shall be transferable or exchangeable by the <br />Registered a%ler thereof upon surrender thereof to the <br />Paying Accent, at its principal corporate trust office, <br />accompanied by a written instrument or instruments in form, <br />with instructions, and with guaranty of signature <br />satisfactory to the Paying Agent, duly executed by the <br />Registered Owner thereof or his attorney-in-fact or legal <br />representative. The Paying Agent shall enter any transfer <br />of ownership or exchange of any of the Notes in the <br />registration books and shall authenticate and deliver in the <br />name of the transferee or transferees a new fully registered <br />Note or Notes of authorized denominations of the same <br />maturity for the aggregate principal aMOUnt which the <br />Registered Owner is entitled to receive at the earliest <br />practicable time. <br />-24- <br />