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<br />will be issued for each maturity of the Bonds, as the case may be, as set forth on page one of this Official Statement, each in the
<br />aggregate principal amoWlt of such maturity, and will be deposited with DIC.
<br />
<br />DIC is a limited-purpose trost company organized Wlder the New York Banking Law, a "banking organization" within the meaning of
<br />the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York
<br />Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section l7A of the Securities Exchange Act
<br />of 1934. DIC holds securities that its participants ("Participants") deposit with DIC. DIC also facilitates the settlement among
<br />Participants of securities transactions, such as transfers and pledges, in deposited securities through electronic computerized book-entIy
<br />changes in Participants' accoWlts, thereby eliminating the need for physical movement of securities certificates. Direct Participants
<br />include securities brokers and dealers, banks, tnlst companies, clearing corporations, and certain other organizations. DIC is owned by a
<br />number of its Direct Participants and by the New York Stock Exchange, Inc., the American Stock Exchange, Inc., and the National
<br />Association of Securities Dealers, Inc. Access to the DIC system is also available to others such as securities brokers and dealers,
<br />banks, and trost companies that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly
<br />("Indirect Participants"). The roles applicable to DIC and its Participants are on file with the Securities and Exchange Commission.
<br />
<br />Purchases of Bonds Wlder the DIC system must be made by or through Direct Participants, which will receive a credit for the Bonds on
<br />the DIC's records. The ownership interest of each actual purchaser of each Bond ("Beneficial Owner") is in turn to be recorded on the
<br />Direct and Indirect Participants' records. Beneficial Owners will not receive written confl11Il8tions from DIC of their purchase, but
<br />Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statement of
<br />their holding, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Iransfers of.
<br />ownership interest in the Bonds are to be accomplished by entries made on the books of Participants acting on behalf of Beneficial
<br />Owners. Beneficial Owners will not receive certificates representing their ownership interests in Bonds, except in the event that use of
<br />the book-entry system for the Bonds is discontinued.
<br />
<br />Io facilitate subsequent transfers, all Bonds deposited by Participants with DIC are registered in the name of DIC's partnership
<br />nominee, Cede & Co. The deposit of the Bonds with DIC and their registration in the name of Cede & Co. effect no change in
<br />beneficial ownership. DIC has no knowledge of the actual Beneficial Owners of the Bonds; DIC's records reflect only the identity of the
<br />Direct Participants to whose 8CCOWlts such Bonds are credited, which mayor may not be the Beneficial Owners. The Participants will
<br />remain responsible for keeping 8CCOWlt of their holdings on behalf of their customers.
<br />
<br />Conveyance of notices and other communications by DIC to direct Participants, by Direct Participants to Indirect Participants, and by
<br />Direct Participants and Indirect Participants to Beneficial Owners will be g~vemed by arrangements among them, subject to any statutory
<br />or regulatory requirements as may be in effect from time to time.
<br />
<br />Neither DIC nor Cede & Co. will consent or vote with respect to the Bonds. Under its usual procedures, DIC mails an Onmibus Proxy
<br />to the Authority as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those
<br />Direct Participants to whose 8CCOWlts the Bonds are credited on the reco~ date (identified in a listing attached to the Omnibus Proxy).
<br />
<br />Principal and interest payments on the Bonds will be made to DIC. DIC's practice is to credit Direct Participants' accoWlts on payable
<br />date in accordance with their respective holdings shown on DIC's records unless DIC has reason to believe that it will not receive
<br />payment on payable date. Payments by Participants to Beneficial Owners will be governed by standing instructions and cuStomary
<br />practices, as is the case with securities held for the 8CCOWlts of customers in bearer form or registered in "street name", and win be the
<br />responsibility of such Participant and not of DIC, the Paying AgentlRegistrar or of the Authority, subject to any statutory or regulatory
<br />requirements as may be in effect from time to time. Payment of principal and interest to DIC is the responsibility of the Authority,
<br />disbursement of such payments to Direct Participants shall be the responsibility of DIC, and disbursement of such payments to the
<br />Beneficial Owners shall be the responsibility of Direct and Indirect Participants.
<br />
<br />DIC may discontinue providing its services as securities depository with respect to the Bonds, at any time by giving reasonable notice to
<br />the Authority or the Paying AgentlRegistrar. Under such circumstances, in the event that a successor securities depository is not
<br />obtained, printed certificates for the Bonds, are required to be furnished and delivered.
<br />
<br />The Authority may decide to discontinue use of the system of book-entry transfers through DIC (or a successor depository) for the
<br />Bonds. In this event, the printed certificates for the Bonds will be furnished and delivered. The information in this section concerning
<br />DIC and DIC's book-entry system has been obtained from sources that the Authority believes to be reliable, but the Authority takes no
<br />responsibility for the accuracy thereof.
<br />
<br />Use of Certain Ierms in Other Sections of this Official Statement
<br />
<br />In reading this Official Statement it should be wtderstood that while the Bonds are in the Book-Entry-Only System, references in other
<br />sections of this Official Statement to registered owners should be read to include the person for which the Participant acquires an interest
<br />in the Bonds, but (i) all rights of ownership must be exercised through DIC and the Book-Entry-Only System, and (ii) except as
<br />described above, payment or notices that are to be given to registered owners Wlder the Resolution will be given only to DIC.
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