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Registrar may deem appropriate, on July 1(subject to adjustment as described above); in such years, <br />at a price of par plus accrued interest to the date of redemption; in the annual amounts established by <br />the winning bidder in consultation with the County's Chief Deputy. Comptroller and Financial <br />Advisor. <br />A book -entry -only system of registration is hereby authorized for the Bonds. So long as the <br />Issuer shall maintain a book -entry -only system with respect to the Bonds, the following provisions <br />shall apply: <br />A blanket issuer letter of representations (the "BLoW) was entered into by the. County with. <br />The Depository Trust Company ("DTC"). It is intended that the Bonds be registered so as to <br />participate in a global book -entry system with DTC as set forth herein and in such RLoR. The terms <br />and conditions of such BLoR shall govern the registration of the Bonds. The Bonds shall be initially <br />issued in the form of a single fully registered Bond for each maturity of such Series. Upon initial <br />issuance, the ownership of such Bonds shall be registered by the Registrar in the name of Cede <br />Co. (DTC's partnership nominee) or such other name as may be requested by an authorized <br />representative of DTC. So long as any Bond is registered in the name of DTC (or its nominee), the <br />Issuer, the Registrar and the Paying Agent may treat DTC (or its nominee) as the sole and exclusive <br />holder of such Bonds registered in its name, and all. payments with respect to the principal or <br />redemption price of, if any, and interest on such Bond ("Payments") and all notices withrespect to <br />such Bond ("Notices") shall be made or given, as the case may be, to DTC. Transfers of Payments <br />and delivery of Notices to DTC Participants shall be the responsibility of DTC and not of the Issuer, <br />subject to any statutory and regulatory requirements s may be in effect from time to time. Transfers <br />of Payments and delivery of Notices to beneficial owners of the Bonds by DTC.Participants shall be. <br />the responsibility of such participants, indirect participants and other nominees of such beneficial <br />owners and not of the Issuer, subject to any statutory regulatory <br />. and requirements as may be in.effect <br />from time to time. <br />Upon (a) receipt by the Issuer of written notice from DTC.(i) to the effect that a continuation <br />of the requirement that all of the Outstanding Bonds beregistered in the registration books kept by <br />the . Registrar in the name of Cede & Co., as nominee of DTC, is not in the best interest of the <br />beneficial owners of the Bonds or (ii) to the effect that DTC is unable or unwilling. to discharge its <br />responsibilities and no substitute depository willing to undertake the functions ofDTC hereunder can <br />be found which is able to undertake such functions upon reasonable and customary terms, (b) <br />termination; for any reason, of the agreement among the County, the Registrar and Paying Agent and <br />DTC evidenced by the BLoR, or (c) determination by the Issuer that such book -entry only system ' <br />should be discontinued by the County, and compliance with the requirements of any agreement <br />between the Issuer and DTC with respect thereto, the Bonds shall no longer be restricted to being <br />registered in the registration books kept by the Registrar. in the name of Cede & Co.,: as nominee of <br />DTC, but may be registered in whatever name or names Holders shall designate, in accordance with <br />the provisions hereof. In such event, the County shall issue and the. Registrar shall authenticate, <br />transfer and exchange Bonds consistent with the. terms hereof, in denominations. of $5,000. or any <br />integral multiple thereof to the Holders thereof. The foregoing; notwithstanding, until such time as <br />participation in the book -entry only system is discontinued, the provisions set forth in the BLoR <br />4 <br />