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<br />e <br /> <br />e <br /> <br />EXHIBIT A <br /> <br />PAYING AGENT/REGISTRAR AGREEMENT <br /> <br />TillS AGREEMENT is entered into as of Aprll 15, 1991 (the <br />"Agreement"), by and between the CITY OF LA PORTE, TEXAS (the "Issuer"), <br />and FIRST CITY, TEXAS - HOUSTON, N.A., Houston, Texas (the "Bank"), <br />a national banking association duly organized and operating under the laws of <br />the United States of America. <br /> <br />WHEREAS, the Issuer has duly authorized and provided for the issuance <br />of its "City of La Porte, Texas, General Obligation Refunding Bonds, Series <br />1991" (the "Securities"), such Securities to be issued in fully registered form <br />only as to the payment of principal and interest thereon; and <br /> <br />WHEREAS, the Securities are scheduled to be deliyered to the initial <br />purchasers thereof on or about June 11, 1991; and <br /> <br />WHEREAS, the Issuer hilS selected the Bank to serve .~s Paying <br />Agent/Registrar in connection with the payment of the principal of, 'premium, <br />if any, and interest on the Securities and with respect to the registration, <br />transfer, and exchange thert!9f by the registered owners thereof; and <br /> <br />WHEREAS, the Bank has agreed to serve in such capacities for and on <br />behalf of the Issuer and has full power and authority to perform and serve 8S <br />Paying Agent/Registrar for the Securities; <br /> <br />NOW, THEREFORE, It is mutually'.agreed as follows: <br /> <br />ARTICLE ONE <br />APPOINTMENT OF BANK AS PAYING AGENT AND REGISTRAR <br /> <br />SECTION 1.01. Appointment. The Issuer hereby appoints the Bank to <br />serve as l'aying Agent with respect to the Securities. As Paying Agent for <br />the Securities, the Bank shall be responsible for paying on behalf of the Issuer <br />the principal, premium (If any), and interest on the Securities as the same <br />become due and payable to the registered owners thereof, all in accordance <br />with this Agreement and the "Ordinance" (hereinafter defined). <br /> <br />The Issuer hereby 'appoints the Bonk os Registrar with respect to the <br />Securities. As Registrar for the Securities, the Bank shall keep and maintain <br />for and on behalf of the Issuer books and records as to the ownership of Raid <br />Securities and with respect to the transfer and exchange thereof as provided <br />herein and in the Ordinance. <br /> <br />The Bank hereby accepts its appointment, and agrees to serve as the <br />Paying Agent and Registrar for the Securities. <br /> <br />SECTION 1.02. Compensation. As compensation for the Bank's services <br />as Paying Agent/Registrar, the Issuer hereby agrees to pay the Bank the fees <br />and amounts set forth in Schedule A attached hereto for the first year of this <br />Agreement and thereafter the fees and amounts set forth in the Bank's current <br />fee schedule then in effect for services as Paying Agent/Registrar for <br />municipalities, which shall be supplied to the Issuer on or before 90 days prior <br />