10A Action 2008 0602 Attach - Preliminary Official Statement

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such, the Redevelopment Plan contains a "cap" or dollar limit of $2.65 billion, on the amount of tax increment that can be collected under the plan. The Redevelopment Plan contains a statutory time limit on the receipt of tax increment and repayment of indebtedness of 45 years after the date of plan adoption. This limit was extended by one year to July 11, 2044 as a result of astate-mandated payment to the ERAF fund. The Agency's Redevelopment Plan includes a limitation of $880 million on the amount of indebtedness that may be outstanding at any time. Redevelopment activity can occur for thirty years, until July 11, 2034. See "THE AGENCY AND THE PROJECT AREA -Limitations on Tax Revenues." The Agency has no power to levy and collect property taxes, and any property tax limitation, legislative measure, voter initiative or provisions of additional sources of income to taxing agencies having the effect of reducing the property tax rate, could reduce the amount of Tax Revenues that would otherwise be available to pay debt service on the 2008 Bonds and, consequently, the principal of, and interest on, the 2008 Bonds. Likewise, broadened property tax exemptions could have a similar effect. See "RISK FACTORS" and "LIMITATIONS ON TAX REVENUES AND POSSIBLE SPENDING LIMITATIONS" herein. THE 2008 BONDS ARE NOT A DEBT, LIABILITY OR OBLIGATION OF THE STATE OF CALIFORNIA, THE CITY OR ANY OF ITS POLITICAL SUBDIVISIONS, AND NEITHER THE STATE, THE CITY NOR ANY OF ITS POLITICAL SUBDIVISIONS (OTHER THAN THE AGENCY) IS LIABLE THEREON. THE AGENCY HAS NO TAXING POWER. THE 2008 BONDS ARE REVENUE BONDS, PAYABLE EXCLUSIVELY FROM THE TAX REVENUES AND OTHER FUNDS AS PROVIDED IN THE INDENTURE. THE OBLIGATIONS OF THE AGENCY UNDER THE 2008 BONDS ARE PAYABLE SOLELY FROM TAX REVENUES ALLOCATED TO THE AGENCY FROM THE PROJECT AREA. In consideration of the acceptance of the 2008 Bonds by those who shall hold the same from time to time, the Indenture constitutes a contract between the Agency and the Owners from time to time of the 2008 Bonds, and the covenants and agreements set forth therein to be performed on behalf of the Agency are for the equal and proportionate benefit, security and protection of all owners of the 2008 Bonds without preference, priority or distinction as to security or otherwise of any of the 2008 Bonds over any of the others by reason of the number or date thereof or the time of sale, execution and delivery thereof, or otherwise for any cause whatsoever, except as expressly provided in the 2008 Bonds or in the Indenture. Issuance of Additional Debt Parity Debt. In addition to the 2008 Bonds, the Agency may, by Supplemental Indenture, issue additional bonds or incur other loans, advances or indebtedness payable from Tax Revenues on a parity with the 2008 Bonds ("Parity Debt") to finance redevelopment activities with respect to the Redevelopment Project in such principal amount as shall be determined by the Agency. The Agency may issue and deliver any such Parity Debt subject to specific conditions set forth in the Indenture, including the following: (i) No event of default under the Indenture, under any Parity Debt Instrument or under any Subordinate Debt Instrument shall have occurred and be continuing, and the Agency shall otherwise be in compliance with all covenants set forth in the Indenture; (ii) The Tax Revenues estimated to be received for each succeeding Fiscal Year, based on the most recent assessed valuation of property in the Project Area (excluding taxes attributable to a tax rate levied by a taxing agency after January 1, 1989 for the purpose of producing revenues in an amount sufficient to make annual repayments of the principal of, and the interest on, any bonded indebtedness of such taxing agency), plus any Additional -10-