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12. In the event that Issuer determines that beneficial owners of Bonds shall he able to obtain <br /> ertificated Bonds. Issuer or Agent shall notil DTC of the availability of Bond certificates. In such <br /> dent Issuer or Agent shall issue, transfer. and exchange Bond certificates in appropriate amounts. <br /> as required be DTC and others. <br /> 13. DTC may discontinue providing its senices as securities depositor kith respect to the <br /> Bonds at any time by giving reasonable notice to Issuer or Agent at which time DTC will confirm <br /> with Issuer or Agent the aggregate principal amount of Bonds outstanding). Under such <br /> circumstances, at DTC's request Issuer and Agent shall cooperate fully with DTC by taking <br /> appropriate action to make available one or more separate certificates evidencing Bonds to any <br /> DTC Participant having Bonds credited to.its DTC accounts. <br /> 14. Nothing herein shall be deemed to require Agent to advance funds on behalf of Issuer. <br /> Notes: Very truly yours, <br /> A. If there is an Agent (as defined in this Letter of <br /> Representations).Agent as well as Issuer must sign this <br /> Letter. If there is no Agent,in signing this Letter Issuer SANTA ANA FINANCING AUTHORITY <br /> m itself undertakes to perfor all of-the obligations set forth !Issuer) <br /> herein. <br /> B. Under Rules of the Municipal Securities Rulemaking Bv: <br /> Board relating to"good delivery',a municipal securities Mitl�15ijed R"I {IkSi®;aurei <br /> dealer must be able to detemrine the date that a toilet of a ! l A1V US 1 <br /> partial call or ofana amcerefimdinyy of a part of an issue is COMPANY OF CA IF RNIA <br /> published(the"publication date').'ihe establishment of nt <br /> such a publication date is addressed in Paragraph 3 of the <br /> Letter. <br /> • <br /> C. Schedule B contains statements that DTC believes (Authorized ignaturel • <br /> accurately describe DTC, the method of effecting book- <br /> entry transfers of securities distributed through DTC,and <br /> certain related matters. <br /> Received and Accepted: <br /> THE DEPOSITORY TRUST COMPANY <br /> c <br /> By: <br /> (Authorized Officer) <br /> • <br /> CC: Underwriter <br /> Underwriters Counsel <br /> A <br />