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BLX<g> BLX Group LLC 355 S.Grand Avenue,Suite 2700 Los Angeles,CA 90071 Ph 213 612 2200 Fx 213 612 2499 bkgroup.com April 29,2025 City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Re: Arbitrage Rebate Compliance Services Dear Sir or Madam: This letter is to confirm the engagement of BLX Group LLC ("BLX") by the City of Santa Ana (the "Obligor") for the purpose of performing calculations relating to the arbitrage and rebate requirements contained in the Internal Revenue Code (the"Code") and the level of review by BLX counsel described below. The calculations are to be performed with respect to the bond issue(s) listed on Exhibit A hereto (the"Bonds")applying applicable federal tax rules. BLX will calculate the amount of rebate liability with respect to the Bonds once per year as of the end of each bond year (unless specifically directed in writing otherwise by the Obligor) and as of the final maturity or redemption of the Bonds (each such date on which a rebate calculation is performed is referred to herein as a "Rebate Calculation Date") applying regulations of the United States Department of the Treasury("Treasury")in effect on such Rebate Calculation Date.In addition,if a"penalty in lieu of rebate" election under Code Section 148(0(4)(C)(vii) has been made by the Obligor with respect to the Bonds, BLX will calculate, every six months, the amount of such "penalty" as of the end of each six- month period beginning on the date of issue of the Bonds (each such date on which a penalty calculation is performed is referred to herein as a"Penalty Calculation Date"). (The term "Calculation Date" as used herein shall refer to a Rebate Calculation Date or a Penalty Calculation Date,as appropriate.) In addition, if required or requested by the Obligor, BLX will include in each report delivered to the Obligor an analysis of compliance with applicable arbitrage yield restrictions. With respect to each Calculation Date, BLX will prepare or cause to be prepared schedules reflecting the relevant calculations and the assumptions involved and will deliver a rebate or penalty liability report addressed to the Obligor as to the amount of the rebate or penalty liability as of such Calculation Date. At the Obligor's election, which election is made by the Obligor's signature of this engagement letter, each such rebate or penalty liability report will include a legal opinion provided by the law firm, Orrick, Herrington & Sutcliffe LLP ("Orrick"). BLX will engage Orrick to represent BLX for the purpose of providing legal oversight and review as it deems necessary to render its opinion that the computations shown in the report are mathematically accurate and were performed in accordance with applicable federal law and regulations. No attorney-client relationship exists between Orrick and the Obligor by virtue of this engagement or the provision of the Orrick legal opinion. BLX is not a law firm and is not providing any legal advice to you. The Obligor undertakes to provide or cause to be provided to BLX all such relevant data, as specified by BLX from time to time, and shall cooperate with all reasonable requests of BLX in connection therewith.The Obligor also agrees to inform BLX of any actual or planned early redemption of the Bonds at its earliest opportunity.