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City of Santa Ana, as Successor Agency to <br />the former Community Redevelopment Agency <br />Re: Successor Agency to the Former Community Redevelopment Agency of the <br />City of Santa Ana Refinancing <br />.Tune 28, 2016 <br />Page Pour <br />Accordingly, we must request that you sign and return to us a copy of this letter <br />acknowledging that: <br />(1) You have been advised of Ride 3 -310 and of the conflicts associated with <br />your respective interests; <br />(2) You have been advised of Stradling, Yocca, Carlson & Rauth's present and <br />continuing relationship with the Underwriter on the one hand and the Successor Agency on <br />the other; and <br />(3) The Successor Agency nevertheless consents to our representation of the <br />Underwriter in connection with the matters discussed above. <br />We want to stress that you remain completely free to seek independent counsel at any time, <br />even if you decide to sign the Consent set forth below. Should you have any questions concerning <br />this letter or the Consent, please discuss them with us before signing and returning the enclosed copy <br />of this letter. <br />If you have any questions or comments regarding the attached Consent, billing fees, or <br />otherwise, please do not hesitate to call me. <br />DOCSOC/ M 63 956v4/029999.0000 <br />Respectfully submitted, <br />Thomas P. Clark, Jr. <br />Shareholder <br />3 -218 <br />CARLSON & RAUTH <br />