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NO RATING <br />The City has not made, and does not contemplate malting, application to any rating agency for the <br />assignment of a rating to the Bonds. <br />UNDERWRITING <br />The Bonds are being purchased through negotiation by Brandis Tallman LLC (the "Underwriter "). The <br />Underwriter has agreed to purchase the Bonds for $ which represents the par amount of the <br />Bonds, plus /less net original issue premium /discount of $ , less an Underwriter's discount of <br />$ . The purchase contract for the Bonds provides that the Underwriter will purchase all of the <br />Bonds, if any are purchased, the obligation to make such purchase being subject to certain terms and conditions <br />set forth in such purchase contract, the approval of certain legal matters by counsel and certain other conditions. <br />The Underwriter may offer and sell the Bonds to certain dealers and others at prices lower than the <br />public offering prices set forth on the inside cover page hereof. The offering prices may be changed from time to <br />time by the Underwriter. <br />FINANCIAL ADVISOR <br />The City has retained Fieldman, Rolapp & Associates, Irvine, California, as municipal advisor (the <br />"Municipal Advisor ") in connection with the delivery of the Bonds. The Municipal Advisor is not obligated to <br />undertake, and has not undertaken to make, an independent verification or to assume any responsibility for the <br />accuracy, completeness or fairness of the information contained in this Official Statement, <br />The Municipal Advisor is an independent advisory firm and is not engaged in the business of <br />underwriting, trading or distributing municipal or other public securities. Compensation of the Municipal <br />Advisor is contingent upon the issuance and delivery of the Bonds. <br />MISCELLANEOUS <br />Insofar as any statements made in this Official Statement involve matters of opinion or of estimates, <br />whether or not expressly stated, they are set forth as such and not as representations of fact. No representation is <br />made that any of such statements made will be realized. Neither this Official Statement nor any statement which <br />may have been made verbally or in writing is to be construed as a contract with the Owners of the Bonds. <br />The execution and delivery of this Official Statement have been duly authorized by the City. <br />CITY OF SANTA ANA <br />35 <br />55B -105 <br />