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Quint & Thimmig LLP <br />$107,399,438.50 <br />SANTA ANA FINANCING AUTHORITY <br />Police Administration and Holding Facility <br />Lease Revenue Bonds, Series 1994A <br />CONSENT OF INSURER <br />The undersigned hereby states and certifies: <br />4/30/14 <br />5/02/14 <br />(i) that the undersigned is an authorized officer of National Public Finance <br />Guarantee Corporation, as successor to MBIA Insurance Corporation, as financial guaranty <br />insurer (the "Insurer "), for the captioned bonds (the 'Bonds "), and as such, is familiar with the <br />facts herein and is authorized and qualified to execute and deliver this certificate on behalf of <br />the Insurer; <br />(ii) that on March 23, 1994, the Santa Ana Financing Authority (the "Authority ") <br />issued its $107,399,438.50 Santa Ana Financing Authority Police Administration and Holding <br />Facility, Lease Revenue Bonds, Series 1994A (the "1994 Bonds "), the proceeds of which were <br />used to finance the costs of the construction and equipping of a police administration and <br />holding facility (the "1994 Project'); <br />(iii) that the 1994 Bonds were issued pursuant to the terms of an indenture, dated as of <br />March 1, 1994 (the "1994 Indenture "), by and between the Authority and Meridian Trust <br />Company of California, since succeeded by The Bank of New York Mellon Trust Company, <br />N.A., as trustee thereunder (the "1994 Trustee "); <br />(iv) that in order to provide for the repayment of the 1994 Bonds, the Authority leased <br />certain real property and improvements (the "Original 1994 Property ") to the City of Santa Ana <br />(the "City ") pursuant to a lease agreement, dated as of March 1, 1994, as amended (the "1994 <br />Lease Agreement'), under which the City agreed to make lease payments to the Authority (the <br />"1994 Lease Payments ") from moneys in the City's General Fund and the City has budgeted <br />and appropriated sufficient amounts in each year to pay the full amount of principal of and <br />interest on the 1994 Bonds; <br />(v) that, in 1997, following the completion of the 1994 Project, the 1994 Lease <br />Agreement was modified to provide that the 1994 Project and the site thereof would substitute <br />for the Original 1994 Property (the "Final 1994 Property ") and all of the Original 1994 Property, <br />other than the site of the 1994 Project, was released; <br />(vi) that on February 26, 2004, the Authority issued its $38,845,000 Santa Ana <br />Financing Authority Police Administration and Holding Facility, Lease Revenue Refunding <br />Bonds, Series 2004, to provide for the defeasance of a portion of the 1994 Bonds (the "2004 <br />Bonds "); <br />(vii) that the 2004 Bonds were issued under the 1994 Indenture, amended by a <br />supplement thereto, on a parity with the 1994 Bonds, and the 1994 Lease Agreement was <br />amended to provide that the 2004 Bonds, as wells as the 1994 Bonds, would be secured by the <br />1994 Lease Payments; <br />(viii) that on November 16, 2004, the Insurer issued its reserve fund surety bond in the <br />amount of $4,613,906.25 (the "Surety Bond ") which funded 50% of the reserve hind requirement <br />for the 1994 Bonds and the 2004 Bonds, releasing that amount of cash from the reserve fund for <br />the 1994 Bonds and the 2004 Bonds for use by the City; <br />19014.10 <br />4 -195 <br />