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This MEMBER NOTICE AND ACKNOWLEDGMENT is given by <br />FOOTHILUEASTERN TRANSPORTATION CORRIDOR AGENCY (the "Agency ") and <br />FIRST INTERSTATE BANK OF CALIFORNIA, as trustee (the "Trustee ") and acknowledged <br />by the City of Santa Ana (the "Member ") as of 1995. <br />WHEREAS, in order to implement the Major Thoroughfare and Bridge Fee Program on a <br />regional basis and to provide a means to finance, design and construct a toll road for the <br />Footbill/Eastern Transportation Corridor ( "Foothill/Eastem Transportation Corridor System"), <br />the County of Orange (the "County ") and certain cities within the County (collectively, the <br />"Members ") have entered into a First Amended and Restated Joint Exercise of Powers <br />Agreement, dated as of October 17, 1988 (the "Joint Powers Agreement ") creating the Agency; <br />and <br />WHEREAS, in recognition of the particular transportation needs to be addressed in the <br />County, the California Legislature enacted laws codified as Section 50029 and Section 66484.3 <br />of the California Government code, authorizing the Members to require the payment of <br />Development Impact Fees for the purpose of financing the cost of bridges and major <br />thoroughfares within the County; and <br />WHEREAS, the Agency has determined it necessary and advisable to provide for the <br />issuance from time to time of its Toll Road Revenue Bonds (the "Bonds ") and other evidences of <br />its indebtedness from time to time for the purpose of paying costs of the Foothill/Eastem <br />Transportation Corridor System, including the. 1995 Project (as defined in the Second <br />Supplemental Indenture); and <br />WHEREAS, the Agency has determined it necessary and advisable to issue Bonds <br />pursuant to the Master Indenture of Trust dated as of 1995, by and between the Agency <br />and the Trustee (the "Master Indenture ") including a series of Bonds designated as the Series <br />1995B (Variable Rate) Bonds (the "Series 1995B Variable Rate Bonds ") under the conditions <br />and subject to the limitations set forth in the Master Indenture as supplemented by they Second <br />Supplemental Indenture of Trust (the "Second Supplemental Indenture ") dated as of , 1995 <br />by and between the Agency and the Trustee; and <br />WHEREAS, the Agency's obligations to the owners of the Series 1995B Variable Rate <br />Bonds and to the banks providing letters of credit to support such Bonds (the `Banks ") will be <br />secured in part by a security interest in all Development Impact Fees, all rights to receive <br />