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The Owner: Gold Coast Baking Company, Inc. <br />1590B E. St. Gertrude Place <br />Santa Ana, California 95814 <br />Phone: (714) 545-2253 <br />Fax: (714) 751-2253 <br />Attention: Mark Press, President <br />With a copy to Randy Babbush , Esq. <br />Rutan & Tucker, LLP <br />611 Anton Boulevard, Suite 1400 <br />Costa Mesa, California 92626 <br />Phone: 714/641-5100 p. <br />Fax: 714/546-9035 <br />The Issuer: California Infrastructure and Economic Development Bank <br />801 K Street, Suite 1700 <br />Sacramento, California 95814 <br />Phone: (916) 324-1299 <br />Fax: (916) 322-6314 <br />Attention: Bond Manager <br />The Qualified City of Santa Ana <br />Empowerment Zone: 20 Civic Center Plaza <br />Santa Ana, California 92701 <br />Phone: (714) 647-5384 <br />Fax: (714) 647-6549 <br />Attention: Lina Echevarria <br />Section 23. Governing Law. This Compliance Agreement shall be governed by the <br />laws of the State and, where applicable, the laws of the United States of America. <br />Section 24. Definitions. The following terms shall have the meanings given them in this <br />Section: <br />"Alternative Initial Testing Date" means. any date selected by the Issuer on the Date of <br />Issuance that is after the Date of Issuance and before the Primary Initial Testing Date. <br />"Annual Reporting Date" means each _ April 1 during the term of the Bonds and shall <br />apply to the previous taxable year of the Owner. The first Annual Reporting Date shall be April <br />1, 2001. <br />"Assumption Compliance Agreement" means any agreement entered into prior to the <br />termination of this Compliance Agreement in writing in a form acceptable to the Issuer and the <br />Qualified Empowerment Zone by which a transferee of the Project pursuant to a Transfer is <br />required to assume all duties and obligations of and restrictions on the Owner (or subsequent <br />06A514.05 12 <br />