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8.A. - Page 11 of 51 FOURTH AMENDMENT TO FINANCING AGREEMENT This FOURTH AMENDMENT TO FINANCING AGREEMENT (this "Fourth Amendment"), dated as of December 1, 2020, is between SILICON VALLEY CLEAN WATER, a joint exercise of powers authority duly organized and existing under the laws of the State of California (the "Authority"), and the CITY OF REDWOOD CITY, a charter city and municipal corporation duly organized and existing under the laws of the State of California (the "City"), and further amends in part the Financing Agreement dated as of December 1, 2008 (the "Original Financing Agreement"), as amended by the First Amendment to Financing Agreement dated as of March 20, 2014 (the "First Amendment"), by the Second Amendment to Financing Agreement dated as of May 1, 2019 (the "Second Amendment") and by the Third Amendment to Financing Agreement dated as of November 1, 2020 (the "Third Amendment" and together with the Original Financing Agreement, the First Amendment and the Second Amendment, the "Financing Agreement"), each by and between the Authority and the City. BACKGROUND: 1. In order to provide for the transmission, treatment and disposal of wastewater, the City, the cities of San Carlos and Belmont and the West Bay Sanitary District (collectively, the "Members") have previously entered into a Joint Exercise of Powers Agreement dated as of November 13, 1975, as amended and as it may be further amended from time to time (the "Joint Powers Agreement"), under which the Authority has been organized as a joint powers authority which is a public entity separate and apart from the Members. 2. Under the Joint Powers Agreement, the Authority owns and operates a sub - regional wastewater treatment plant and related conveyance facilities which serve the Members (the "Project"), and the Commission of the Authority has approved a 10 -Year Capital Improvement Program for the construction of improvements to such plant and facilities, including the Regional Environmental Sewer Conveyance Upgrade Program. 3. With respect to the following agreements previously entered by and between the Authority and the California State Water Resources Control Board (the "SWRCB"), the City's allocated share of payments thereunder has been determined in accordance with the Joint Powers Agreement: • Planning Loan Agreement by and between the Authority and the SWRCB designated as Agreement No. D15-01025, as amended; • Project Finance Agreement by and between the Authority and the SWRCB designated as Agreement No. 11-845-550, as amended; and • Project Finance Agreement by and between the Authority and the SWRCB designated as Agreement No. 11-827-550, as amended. 4. The City acknowledges that while the payments allocated to the City under the Joint Powers Agreement to pay the foregoing financing agreements with the SWRCB were not previously secured by Net Revenues on a parity with Parity Debt, the SWRCB requires such payments to be secured by Net Revenues on a parity with Parity Debt on or prior to the SWRCB Parity Date as a condition for the Authority to obtain future financing from the SWRCB. The REV: 11-16-2020 MI ATTY/AGR.Amend No. 4/SVCW (Page 1 of 5) 677