55B - RESO - WARNER ASSESSMENT DISTRICT

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coming due that year. All assessments are based on special benefits received by the properties within the boundaries of the Assessment District. In connection with the issuance of the Bonds, the Reserve Fund has been established as additional security for the Bonds. Proceeds from the sale of the Bonds in the amount of $ equal to the Reserve Requirement (defined herein) will be deposited in the Reserve Fund. The Reserve Fund will be a source of available funds to advance to the Redemption Funds in the event of delinquent installments. The City's obligation to advance funds to the Redemption Fund in the event of delinquent installments is limited to the balance in the Reserve Fund. Pursuant to the Fiscal Agent Agreement, the City has no obligation to replenish the Reserve Fund except to the extent that delinquent Assessments are paid or proceeds from foreclosure sales are realized. See "SECURITY FOR THE BONDS - Reserve Fund" herein. In addition to the Reserve Fund and the Redemption Fund, the Fiscal Agent has established an Improvement Food (the "Improvement Fund "), to be maintained and disbursed by the Fiscal Agent only for the purposes authorized in the assessment proceedings. To the extent required, the Fiscal Agent may establish various subaccounts within each fund. See "SECURITY FOR THE BONDS," "SPECIAL RISK FACTORS" and "THE IMPROVEMENT PROJECT - Method of Assessment" herein. Covenant for Superior Court Foreclosure The City will pursue judicial foreclosure proceedings against properties with delinquent Assessment Installments in excess of $10,000 by the October 1 following the close of the Fiscal Year in which such installments were due, and will commence judicial foreclosure proceedings against all properties with delinquent Assessment Installments by the October 1 following the close of each Fiscal Year in which it receives Assessment Revenues in an amount which is less than ninety -five percent (95 %) of the total Assessment Revenues which were to be received in the Fiscal Year and diligently pursue to completion such foreclosure proceedings. See "SECURITY FOR THE BONDS - Covenant to Commence Superior Court Foreclosure" herein. Assessment District The City - The City, county seat of the County of Orange (the "County "), is a community of approximately 342,930 residents, located approximately 33 miles southeast of the City of Los Angeles, 20 miles east of the Ports of Los Angeles and Long Beach, and 90 miles north of San Diego. Numerous government offices have taken advantage of the City's central location and position as County seat. City, County, State and federal offices are conveniently located in the multi - government Civic Center in the heart of the City. The City has an industrial base which supports the local economy. The Assessment District - The land in the Assessment District, consisting of 205 assessable parcels is located in an industrial area of the City. A resolution of intention was adopted by the City Council of the City (the "City Council ") on July 7, 2015 and directed the Assessment Engineer to prepare the Engineer's Report. Resolutions establishing the boundaries of the Assessment District and preliminarily approving the Engineer's Report were adopted by the City Council of the City on January 19, 2016. The public hearing to receive comments on the Preliminary Engineer's Report and collect ballots was held on April 5, 2016. After conclusion of the public hearing, a tabulation of the votes was compiled. A majority of ballots cast by parcel owners (70.29 %) were determined to be affirmative, and the City Council proceeded to confirm the assessments and order the assessments to be levied as proposed in the Engineer's Report. The streets to be improved within the Assessment District include: Adams Street, Anne Street, Castor Street, Central Avenue, Fordham Avenue, Harvard Street, Maywood Avenue, Otis Street, Pendleton Avenue, Susan Street and Yale Street. See "THE IMPROVEMENT PROJECT" herein. 2 55B -72