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Letter. Any successor Trustee shall, in its written acceptance of its duties under the <br /> Indenture, agree to take any actions necessary from time to time to comply with the <br /> requirements of this Representation Letter. <br /> 23. The Auction Agent, as agent for DTC, shall hold the physical certificates <br /> for the ARS and the IRS described in Paragraph 1 of this Letter. The Auction Agent is <br /> authorized in accordance with Section 8 of Appendix A of the Indenture to (i) give effect <br /> to instructions received from the Broker-Dealers to cause the ARS and the IRS to be <br /> Fixed, (ii) give effect to instructions received from the Broker-Dealers to cause positions <br /> previously Fixed to be Separated, and (iii) issue instructions to DTC to exchange Newly <br /> Fixed AIRS for Regular Fixed AIRS. From time to time, the Auction Agent will receive <br /> reports from DTC concerning the aggregate positions shown on DTC's records for each <br /> of the CUSIP numbers referred to in the introductory paragraphs of this letter. The <br /> Auction Agent agrees to confirm such balances and note any differences between its <br /> records and the aggregate positions identified in DTC's reports, all in the manner set <br /> forth in existing arrangements between the Auction Agent, acting as FAST agent for <br /> other issues, and DTC. <br /> 24. Upon request, DTC will provide the Trustee and the Auction Agent with <br /> examples of signatures of those authorized to act on its behalf, which will be subject to <br /> change by DTC, and the Trustee and the Auction Agent agree to accept direction from <br /> such persons or their designated successors on behalf of DTC. <br /> LA1-69757.2 8 <br />