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35 <br /> Section 5.05. Counterparts. This Supplemental Agreement may be signed in <br /> several counterparts, including separate counterparts. Each will be an original, but <br /> all of them together constitute the same instrument. <br /> Section 5.06. Rules for Bond Transfer. (a) Notwithstanding any provision <br /> or indication in the Trust Agreement to the contrary, the Trustee will not register <br /> the transfer of any 2023 Bonds except to (i) a bank, insurance company, or similar <br /> financial institution, or (ii) any direct or indirect wholly-owned subsidiary either of <br /> the Lender or of any transferee referenced in (i) (in either case, an "Affiliate"), <br /> provided that the Affiliate agrees to transfer the 2023 Bonds to a permitted <br /> transferee under this paragraph before it ceases to be an Affiliate if at the time it <br /> ceases to be an Affiliate it would not qualify as a permitted transferee under this <br /> paragraph, or (iii) any other entity approved by the LGC. In connection with any <br /> such transfer, the transferring owner must notify the Trustee that the transfer is <br /> permitted pursuant to this Section 5.06. The Trustee shall be fully protected in <br /> relying on such notification. <br /> (b) In connection with any proposed transfer of the 2023 Bonds, the County <br /> shall provide or cause to be provided to the Trustee all information necessary to <br /> allow the Trustee to comply with any applicable tax reporting obligations, including <br /> without limitation any cost basis reporting obligations under Code Section 6045. <br /> The Trustee may rely on the information provided to it and shall have no <br /> responsibility to verify or ensure the accuracy of such information. <br /> Section 5.07. Definitions; Rules of Interpretation. Unless the context <br /> clearly requires otherwise, capitalized terms used as defined terms in this <br /> Supplemental Agreement and not otherwise defined have the meanings set forth in <br /> Exhibit B, and if not defined there will have the meanings set forth in the Prior <br /> Agreement. This Supplemental Agreement will be interpreted in accordance with <br /> the rules of interpretation set forth in the Prior Agreement. <br /> [The remainder of this page has been left blank intentionally.] <br /> 17 <br />