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Item 10
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Vol. 1- City of Santa Ana Financing Authority (Police Admin. and Holding Facility)
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Item 10
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determined. The Trustee shall give the Securities Depository and the Auction Agent at least two Business Days' <br /> notice of the record date selected by it for the purpose of a redemption (each a "Redemption Record Date") and <br /> obtain from the Securities Depository a position listing showing at the close of business as of such Redemption <br /> Record Date the aggregate principal amounts of Regular ARS, Regular IRS, Regular Fixed AIRS and Newly <br /> Fixed AIRS, respectively. On the basis of such position listing, the Trustee shall calculate the Fixed Percentage <br /> as of the Redemption Record Date and determine therefrom the principal amounts to be redeemed and <br /> Redemption Prices (plus accrued and unpaid interest thereon to the Redemption Date) of: Regular ARS, Regular <br /> IRS, Regular Fixed AIRS and Newly Fixed AIRS, respectively. "Fixed Percentage", as of any Redemption <br /> Record Date, shall mean the percentage obtained by dividing the aggregate principal amount of outstanding ARS <br /> and IRS which are Fixed on such Redemption Record Date by the aggregate principal amount of outstanding <br /> ARS and IRS on such Redemption Record Date. <br /> If the ownership of the ARS and the IRS is no longer maintained in book-entry form by the Securities <br /> Depository, the ARS and IRS to be redeemed will be selected in accordance with the Indenture by the Trustee <br /> by lot; provided, however that the principal amount of the portion of any ARS or IRS to be redeemed shall be <br /> in an Authorized Denomination. <br /> Exchange of Bonds <br /> Bonds may be exchanged at the Corporate Trust Office of the Trustee for a like aggregate principal <br /> amount of fully registered Bonds of the same series and maturity of other Authorized Denominations. The <br /> Trustee will require the payment by the Owner requesting such exchange of any tax or other governmental <br /> charge required to be paid with respect to such exchange as a condition precedent to the exercise of such <br /> privilege. The Trustee shall not be required to register the transfer of the exchange of any Bond (i) during any <br /> period commencing the day five (5) Business Days before the date on which Bonds are to be selected for <br /> redemption and ending on such date of selection, or (ii) which has been selected for redemption in whole or in <br /> part. <br /> Book-Entry System <br /> General <br /> The Bonds will be executed and delivered in the form of one global bond for each maturity, registered <br /> in the name of Cede & Co. and will be deposited with The Depository Trust Company ("DTC"). The <br /> Authority cannot and does not give any assurances that DTC Participants or others will distribute payments with <br /> respect to the Bonds received by DTC or its nominee as the registered owner, or any redemption or other <br /> notices, to the Beneficial Owners, or that they will do so on a timely basis, or that DTC will serve and act in <br /> the manner described in this Official Statement. See Appendix D hereto for additional information concerning <br /> DTC. <br /> The Authority may decide to discontinue use of the system of book-entry transfers through DTC (or a <br /> successor securities depository)provided that discontinuation of the book-entry system of transfers with respect <br /> to the AIRS may not be made without the consent of the Auction Agent and the Market Agent. In that event, <br /> Bonds will be printed and delivered and will be governed by the provisions of the Indenture with respect to <br /> payment of principal and interest and rights of exchange and transfer. <br /> With respect to the Inverse Rate Securities, the interest rate on the Inverse Rate Securities may be <br /> reduced. See "Auction and Inverse Rate Securities -- Special Investment Considerations for AIRS." <br /> THE TRUSTEE, AS LONG AS A BOOK-ENTRY ONLY SYSTEM IS USED FOR THE BONDS, <br /> WILL SEND ANY NOTICE OF REDEMPTION OR OTHER NOTICES TO OWNERS ONLY TO DTC. <br /> ANY FAILURE OF DTC TO ADVISE ANY DTC PARTICIPANT, OR OF ANY DTC PARTICIPANT TO <br /> NOTIFY ANY BENEFICIAL OWNER, OF ANY NOTICE AND ITS CONTENT OR EFFECT WILL NOT <br /> 13 <br />
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