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(3) In the case of any transfer pursuant to clause (A) or (B) of subsection (1) <br /> above, the Bond Registrar shall, upon receipt of all outstanding Bonds, together with a written <br /> request on behalf of the Chief Financial Officer, issue a single new Bond for each maturity then <br /> outstanding, registered in the name of such successor or such substitute depository, or their <br /> nominees, as the case may be, all as specified in such written request of the Chief Financial <br /> Officer. <br /> (4) In the event that (A) DTC or its successor (or substitute depository or its <br /> successor) resigns from its functions as depository, and no substitute depository can be obtained, <br /> or(B)the Chief Financial Officer determines that it is in the best interest of the beneficial owners <br /> of the Bonds that such owners be able to obtain such bonds in the form of Bond certificates, the <br /> ownership of such Bonds may then be transferred to any person or entity as herein provided, and <br /> shall no longer be held in fully-immobilized form. The Chief Financial Officer shall deliver a <br /> written request to the Bond Registrar, together with a supply of definitive Bonds, to issue Bonds <br /> as herein provided in any authorized denomination. Upon receipt by the Bond Registrar of all <br /> then outstanding Bonds together with a written request on behalf of the Chief Financial Officer to <br /> the Bond Registrar, new Bonds shall be issued in the appropriate denominations and registered in <br /> the names of such persons as are requested in such written request. <br /> (e) Registration of Transfer of Ownership or Exchange; Change in Denominations. <br /> The transfer of any Bond may be registered and Bonds may be exchanged, but no transfer of any <br /> such Bond shall be valid unless it is surrendered to the Bond Registrar with the assignment form <br /> appearing on such Bond duly executed by the Registered Owner or such Registered Owner's duly <br /> authorized agent in a manner satisfactory to the Bond Registrar. Upon such surrender, the Bond <br /> Registrar shall cancel the surrendered Bond and shall authenticate and deliver, without charge to <br /> -10- P\20287 CMVV\20287 9RD 08/14/12 <br />