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[401]

Part of Minutes of the University of Kentucky Board of Trustees

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There shall be no charge to the Owner of a Series A Bond or such Owner's transferee for any such exchange or registration of transfer of such Series A Bond, and all expenses incurred by the Issuer or Trustee in connection with any such exchange or registration shall be an expense payable by the Issuer. The Trustee may require the Owner to pay any tax or other governmental charge required to be paid, with respect to such exchange or transfer. The person in whose name a Series A Bond shall be registered shall be deemed and regarded as the absolute Owner thereof for all purposes, and payment of either principal or interest on any fully registered Series A Bond shall be made only to or upon the written order of the Owner thereof or his legal representative, but such registration may be changed as hereinabove provided. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Series A Bond to the extent of the sum or sums so paid. Section 2.09. Cancellation of Series A Bonds. Whenever any Outstanding Series A Bond shall be delivered to Trustee for cancellation pursuant to the Series A Resolution, upon payment of the principal amount and accrued interest represented thereby, or for replacement pursuant to Section 2.08 or 2.10 hereof, such Bond shall be promptly cancelled by Trustee. Section 2.10. Mutilated, Lost, Stolen or Destroyed Bonds. In the event any Series A Bond is mutilated, lost, stolen, or destroyed, the Trustee shall authenticate and deliver a new Series A Bond of like date, maturity, and denomination to that mutilated, lost, stolen, or destroyed, provided that, in the case of any mutilated Series A Bond, such mutilated Series A Bond shall first be surrendered to Trustee, and in the case of any lost, stolen, or destroyed Series A Bond, there first shall be furnished to Trustee evidence of such loss, theft, or destruction satisfactory to Trustee, together with an indemnity satisfactory to Trustee. In the event any such Series A Bond shall have matured, Trustee, instead of issuing a replacement Series A Bond, may pay the same without surrender thereof, making such requirements as it deems fit for its protection, including a lost instrument bond. Issuer and Trustee may charge the Owner of such Series A Bond with their reasonable fees and expenses for such service. Section 2.11. Temporary Bonds; Single Typewritten Bonds. Until Series A Bonds in definitive form are ready for delivery, Issuer may execute, and upon the request of Issuer, Trustee shall authenticate and deliver, subject to the provisions, limitations, and conditions set forth above, one or more Series A Bonds in temporary form, whether printed, type- written, lithographed, or otherwise produced, substantially in the form of the definitive Series A Bonds, with appropriate omissions, variations, and insertions, and in authorized denominations. Until exchanged for Series A Bonds in definitive form, such Series A Bonds in temporary form shall be entitled to the security and benefit of the Master Resolution. Upon the -7-

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