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Proposition lA Sectuitization Program 4 October 19, 2009 <br />(B2) Bringdown Opinion: This simply "brings down" the opinions to the closing date <br />(currently expected to be November 19, 2009). <br />(C1) Certificate of the Clerk of the Local Agency: A certificate of the Clerk confirming that the <br />resolution was duly adopted and is in full force and effect. <br />(C2) Seller Certificate: A certification of the Seller dated as of the Pricing Date confirming that <br />the representations and.warranties of the Seller are true as of the Pricing Date, confirming <br />authority to sign, confirming due approval of the resolution and providing payment <br />instructions. <br />(C3) Bill of Sale and Bringdown Certificate: Certificate that brings the certifications of C2 <br />down to the Closing Date and confirms the sale of the Proposition lA Receivable as of the <br />Closing Date. <br />(D) Irrevocable Instructions to the Controller: Required in order to let the State Controller <br />know that the Proposition lA Receivable has been sold and directing the State to make <br />payment of the receivable to the Trustee on behalf of the Purchaser. <br />(E) Escrow Instruction Letter: Instructs Transaction Counsel (Orrick) to hold all documents <br />in escrow until closing, and if closing does not occur by December 31, 2009 for any <br />reason, to destroy all documents. <br />Current City Council Policv <br />Not Applicable <br />Previous City Council Action(s) <br />Not Applicable <br />City Council Committee Review and Action <br />Not Applicable <br />Applicable General Plan Policv <br />Not Applicable <br />Permits and/or Variances Granted <br />Not Applicable <br />Environmental Review <br />Not Applicable <br />Code Compliance Review <br />Not Applicable <br />Board/Commission Findings <br />Not Applicable <br />G:\Council\2009-]0 Resolutions & Staff ReportsCProposition lA Securitization Program.docx <br />