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EXHIBIT 2 <br />BOND PROCEEDS EXPENDITURE AGREEMENT (2011A Bonds <br />This BOND PROCEEDS EXPENDITURE AGREEMENT (2011A Bonds) ( "Agreement ") <br />is entered into as of October 4, 2016, by and between the CITY OF SANTA ANA, a charter city and <br />municipal corporation duly organized and existing under the Constitution and laws of the State of <br />California ( "City "), and the SUCCESSOR AGENCY TO THE FORMER COMMUNITY <br />REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA, a public body corporate and <br />politic pursuant to Parts 1.8 and 1.85 of Division 24 of the California Health & Safety Code ( "Successor <br />Agency"). <br />RECITALS <br />A. The City is a charter city and municipal corporation duly organized and existing under <br />the Constitution and laws of the State of California. <br />B. The Successor Agency is a public body, corporate and politic, organized and operating <br />under Part 1, 85 of Division 24 of the Dissolution Law (as defined in Recital D below). <br />C. The Community Redevelopment Agency of the City of Santa Ana ( "former Agency ") <br />previously was a California public body, corporate and politic, duly formed by the City Council of the <br />City ( "City Council ") and was organized, existed and exercised the powers of a community <br />redevelopment agency under the California Community Redevelopment Law, Health and Safety Code <br />Section 33000, et seq. ( "CRL "). <br />D. Assembly Bill x1 26 ( "AB x1 26 "), effective on June 28, 2011, added Parts 1.8 and <br />1,85 to Division 24 of the California Health and Safety Code and which laws were modified, in part, <br />and determined constitutional by the California Supreme Court in the petition California <br />Redevelopment Association, et al. v. Ana Matosantos, et al., Case No. 5194861 <br />( "Matosantos Decision "), which laws and court opinion caused the dissolution of all redevelopment <br />agencies and winding down of the affairs of former redevelopment agencies. Thereafter, such laws <br />were amended further by Assembly Bill 1484 ( "AB 1484 ") that was effective on June 27, 2012, and <br />thereafter further amended by subsequent legislation (together AB xl 26, the Matosantos Decision, <br />AB 1484, and subsequent legislation thereto are referred to as the "Dissolution Law "). All statutory <br />references herein are to the Dissolution Law unless otherwise stated, <br />E. As of February 1, 2012, the former Agency became a dissolved community <br />redevelopment agency pursuant to the Dissolution Law, <br />F. As of and on and after February 1, 2012, the Successor Agency is performing its <br />functions as the successor agency under the Dissolution Law to administer the enforceable obligations <br />of the former Agency and is engaged in activities necessary and appropriate to wind down the affairs <br />of the former Agency, all subject to the review and approval by a seven - member "Oversight Board" <br />formed thereunder. <br />G. Section 34191.4(c) of the Dissolution Law allows a successor agency that has received <br />a Finding of Completion ( "Finding ") to use band proceeds from bonds issued prior to 2011, as well as <br />a limited portion of bond proceeds fi•om bonds issued after December 31, 2010, for the purposes for <br />which the bonds were sold, provides that such proceeds in excess of amounts needed to satisfy <br />approved enforceable obligations shall be expended in a manner consistent with the original bond <br />,. 1 . <br />