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City of Santa Ana <br />Agreement No.: D2202003 <br />Project No.: 3010038-003C <br />Page 32 of 49 <br />Drink!ngWaterSRF@waterboards.ca.gov; and by mail to the contact address set forth in <br />Section 4 of this Agreement of the occurrence of any of the following events: , <br />i. Bankruptcy, insolvency, receivership or similar event of the Recipient, or actions <br />taken in anticipation of any of the foregoing; <br />ii. Change of ownership of the Project or the System or change of management or <br />service contracts, if any, for operation of the System; <br />iii. Loss, theft, damage, or impairment to Project, the Revenues or the System; <br />iv. Failure to meet any debt service coverage test in Exhibit B of this Agreement; <br />v. Draws on the Reserve Fund; <br />vi. Listed Events and Events of Default, except as otherwise set forth in this section; <br />vii. Failure to observe or perform any covenant or comply with any condition in this <br />Agreement; <br />viii. An offer from a public entity to purchase the Project or the System or any portion <br />thereof, or any of the real or personal property related to or necessary for the <br />Project; <br />ix. A proceeding or action by a public entity to acquire the Project or the System by <br />power of eminent domain; <br />x. Incurrence of a System Obligation or other Material Obligation by the Recipient; <br />or <br />A. A default, event of acceleration, termination event, modification of terms, or <br />other similar event under the terms of a System Obligation or other Material <br />Obligation of the Recipient, any of which reflect financial difficulties. <br />(c) Within ten (10) business days, the Recipient must notify the Division by phone at (916) <br />327-9978, by email to iohnpaul.blancoawaterboards.ca gov; uven.trinh- <br />eftwaterboards.ca.gov and DrinkingWaterSRF aC)waterboards.ca.aov, and by mail to the <br />contact address set forth in Section 4 of this Agreement of the following events: <br />I. Material defaults on Material Obligations, other than this Obligation; <br />ii. Unscheduled draws on material debt service reserves or credit enhancements, <br />reflecting financial difficulties; <br />iii. Substitution of credit or liquidity providers, if any or their failure to perform; <br />iv. Any litigation pending or threatened with respect to the Project or the Recipient's <br />technical, managerial or financial capacity to operate the System or the <br />Recipient's continued existence; <br />v. Circulation of a petition to repeal, reduce, or otherwise challenge the Recipient's <br />rates for services of the System; <br />vi. Consideration of dissolution, or disincorporation, or any other event that could <br />materially impair the Revenues; <br />vii. Adverse tax opinions, the issuance by the Internal Revenue Service or proposed <br />or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701- <br />TES) or other material notices of determinations with respect to the tax status of <br />any tax-exempt bonds; <br />viii. Rating changes on outstanding System Obligations, if any; <br />ix. Issuance of additional Parity Obligations; <br />x. Enforcement actions by or brought on behalf of the State Water Board or <br />Regional Water Board; or <br />xi. Any investigation by the District Attorney, California State Auditor, Bureau of <br />State Audits, United States Environmental Protection Agency's Office of <br />Inspector General, the Internal Revenue Service, Securities and Exchange <br />Commission, a grand jury, or any other state or federal agency, relating to the <br />Recipient's financial management, accounting procedures, or internal fiscal <br />controls; <br />Exhibit C <br />