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PROPOSAL TASGE OF CONTENTS Pee Proposal ............ ............................... ..............................1 Disclosure: As outlined in the SEC's Municipal Advisor Rule, Stifel, Nicolaus & Company, Incorporated ( "Stifel ") is providing the attached uateial and all intunnatinn and advice contained therein in response to a request for proposals or request for qualifications (the "RUP ") by it municipal issuer or obligated person with respect to a specific issue of municipal securities. sdfed bas not acted, and will not act, as your municipal advisor with respect to die issuance of the municipal securities that is the subject to the RRP, Stlfet is providing information and is docbnring to the proposed municipal Issuer mid any obligated person that it has done so within the tsgulahny limmework or NISRB Rude C -23 as an underwriter (by defmttion also hadading tine role or placement agent) and riot ss a financial advisor, as defined therein, with respect to the referenced proposed issuance of municipal securities. The primary rate of Stit'el, as all underwriter, is to purchase securities for resale to investors in an arm's- length commercial transaction. Serving fit the role of underwriter, Stifel has financial and other interest's that (truer fintn those of the issuer. The issuer should consult with its' own financial anchor municipal, legal. accounting, tax and odieradvisors, as applicable, to the extent it deems appropriate. These rnatenals have been prepared by Stifel for the client or potential client to whonr such materials are directly addressed and delivered for discussion purposes only. All terms and conditions are subject to further discussion laid negotiation. Stifel does not express any view as to whether trouncing options presented in these materials ore achievable or will be available at the title or any contemplated transaction. These materials (lo nut constitute an crier or solicitation to sell or purchase any securities and are not a commitment by Sauter to provide or arrange any financing tar any transaction or to purchase any security in connection therewith and tiny not relied upon as an indication that such an o@erwill be provided in the (hone. Micro indicated, this presentation may contain information derived horn sauces other than Stifet, while we believe such information to be accurate and complete, SURI does 1101, guarantee the accuracy of this infommtion. 'this nudenial is based on information currently available to Stifel or its sources amd is subject to change without notice. Stifel does not provide accounting, lax or legal advice; however, you should be aware that any proposed indicative transaction could have accounting, tax, legal at other implications that should be discussed with your advisors and for counsel as you decal appropriate. CITY OF SANTA ANA 3-179