THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A (3).

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"Authority Representative" means the Chair, the Executive Director or the Treasurer or the designee of any such official, or any other person authorized by resolution of the Authority delivered to the Assignees to act on behalf of the Authority under or with respect to the Site and Facility Lease, the Lease Agreement and the Assignment Agreements. "Bond Counsel" means (a) Quint & Thimmig LLP, or (b) any other attorney or firm of attorneys of nationally recognized expertise with respect to legal matters relating to obligations the interest on which is excludable from gross income under Section 103 of the Tax Code. "Business Day" means a day other than a Saturday, Sunday or legal holiday, on which banking institutions are not closed in the State. "City" means the City of Santa Ana, a municipal corporation and chartered city organized and existing under the laws of the State. "City Representative" means the Mayor, the City Manager, the Executive Director of Finance, or the designee of any such official, or any other person authorized by resolution delivered to the Authority and the Assignees to act on behalf of the City under or with respect to the Site and Facility Lease and this Lease Agreement. "Closing Date" means the date this Lease Agreement or a memorandum thereof is recorded in the office of the County Recorder of the County of Orange. "COPF Assignment Agreement" means the Assignment Agreement, dated as of June 1, 2014, between the Authority, as assignor of a portion of its rights under the Site and Facility Lease and this Lease Agreement, and COPF, as assignee, as originally executed or as thereafter amended under any duly authorized and executed amendments thereto. "Contract" means any indenture, trust agreement, contract, agreement (other than this Lease Agreement), other contractual restriction, lease, mortgage or instrument. "Defeased 1994 Bonds" means $33,550,000 (50 %) of the 1994 Bonds. "Escrow Bank" means The Bank of New York Mellon Trust Company, N.A., as escrow bank under the Escrow Agreement. "Event of Default" means any of the events of default as defined in Section 8.1. "Facility" means those certain existing facilities more particularly described in Exhibit B to the Site and Facility Lease and in Exhibit B to the Lease Agreement. "Federal Securities" means any direct general non - callable obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America), or obligations the timely payment of principal of and interest on which are directly guaranteed by the United States of America. "Fiscal Year" means each twelve -month period during the Term of this Lease Agreement commencing on July 1 in any calendar year and ending on June 30 in the next succeeding calendar year, or any other twelve -month period selected by the City as its fiscal year period. "Governmental Authority" means any governmental or quasi-governmental entity, including any court, department, commission, board, bureau, agency, administration, central bank, service, City or other instrumentality of any governmental entity or other entity exercising -3-