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Risks Associated with OCWD and MWD <br />The operation and physical conditions of the MWD and OCWD facilities are subject to a number of risk <br />factors that could adversely affect the reliability of such water supply and corresponding water deliveries to the <br />City, or increase the operating expenses of OCWD and MWD, which could increase the City's Maintenance and <br />Operation Costs. See certain risks associated with OCWD and MWD described in "THE WATER SYSTEM" <br />above. Additionally, MWD faces continuing litigation with respect to endangered species projected under <br />federal and state law which is not enumerated in this Official Statement. <br />OCWD and MWD face various challenges in the continued supply of imported water to Orange County. <br />A description of these challenges as well as a variety of other operating information with respect to OCWD and <br />MWD is included in certain disclosure documents prepared, respectively, by OCWD and MWD. Both OCWD <br />and MWD have entered into certain continuing disclosure agreements pursuant to which they are contractually <br />obligated, for the benefit of owners of certain of their respective outstanding obligations, to file certain annual <br />reports, notices of certain material events as defined under Rule 15c2 -12 of the Exchange Act ( "Rule 15c2 -12 ") <br />and annual audited financial statements with certain information repositories. Neither OCWD nor MWD have <br />entered into any contractual commitment with the Authority, the City, the Trustee or the Owners of the Bonds to <br />provide information to the Authority, the City, the Trustee or the Owners of the Bonds. Neither OCWD or <br />MWD have reviewed this Official Statement and have made no representations or warranties with respect to the <br />accuracy or completeness of the information contained or incorporated herein, including information with regard <br />to OCWD or MWD. <br />Impact of State Budget <br />The State has experienced budgetary shortfalls in recent fiscal years, although it is currently expected to <br />finish the current fiscal year with a budget surplus. The City cannot predict what actions will be taken in the <br />future by the State Legislature and the Governor to deal with changing State revenues and expenditures, and it is <br />possible that future legislation will impact revenues of local agencies. These developments at the State level <br />will most likely adversely affect local governments. However, the City does not currently anticipate that the <br />State budget problems will materially adversely impact the operation of the City's Water System. <br />Secondary Market for Bonds <br />There can be no guarantee that there will be a secondary market for the Bonds or, if a secondary market <br />exists, that any Bonds can be sold for any particular price. Occasionally, because of general market conditions <br />or because of adverse history or economic prospects connected with a particular issue, secondary marketing <br />practices in connection with a particular issue are suspended or terminated. Additionally, prices of issues for <br />which a market is being made will depend upon then - prevailing circumstances. Such prices could be <br />substantially different from the original purchase price. <br />Federal Tax - Exempt Status of the Bonds <br />The Internal Revenue Code of 1986, as amended (the "Code ") imposes a number of requirements that <br />must be satisfied for interest on state and local obligations, such as the Bonds, to be excludable from gross <br />income for federal income tax purposes. These requirements include limitations on the use of Bond proceeds, <br />limitations on the investment earnings on Bonds proceeds prior to expenditure, a requirement that certain <br />investment earnings on the Bond proceeds be paid periodically to the United States and a requirement that the <br />issuers file an information report with the Internal Revenue Service (the "IRS "). The Authority and the City <br />have covenanted in certain of the documents referred to herein that they will comply with such requirements. <br />Failure to comply with the requirements stated in the Code and related regulations, rulings and policies may <br />result in the treatment of interest on the Bonds as taxable, retroactively to the date of issuance of such Bonds. <br />40 <br />