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<br />INDENTURE OF TRUST <br /> <br />This INDENTURE OF TRUST (the “Indenture”), dated as of September 1, 2024, by and <br />between the CITY OF REDWOOD CITY PUBLIC FINANCING AUTHORITY, a joint powers <br />authority, operating and acting pursuant to the laws of the State of California (the “Authority”) and <br />U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association duly <br />organized and existing under and by virtue of the laws of the United States of America, as trustee <br />(the “Trustee”). <br /> <br />WITNESSETH: <br /> <br />WHEREAS, the Authority has determined that it is in the interests of the Authority and the <br />City of Redwood City (the “City”) at this time to provide for the refinancing of the acquisition and <br />construction of certain improvements (the “Project”) to the City’s water system (the “Enterprise”), <br />as described in Exhibit A to the Installment Purchase Contract (defined below); and <br /> <br />WHEREAS, in order to provide financing for the Project, (i) the City and the Authority <br />previously entered into an Installment Purchase Contract, dated as of June 1, 2013 (the “2013 <br />Installment Purchase Contract”) and (ii) pursuant to an Indenture of Trust, dated as of June 1, <br />2013 (the “2013 Indenture”) between the Authority and U.S. Bank Trust Company, National <br />Association, as trustee (the “Prior Trustee”), the Authority issued its Water Revenue Refunding <br />Bonds, Series 2013, in the original principal amount of $26,870,000 (the “Prior Bonds”), secured <br />by payments made by the City pursuant to the 2013 Installment Purchase Contract; and <br /> <br />WHEREAS, in order to provide moneys to prepay the City’s obligations under the 2013 <br />Installment Purchase Contract, the City and the Authority have entered into that certain <br />Installment Purchase Contract, dated as of September 1, 2024 (the “Installment Purchase <br />Contract”); and <br /> <br />WHEREAS, the Authority is authorized under the Marks-Roos Local Bond Pooling Act of <br />1985 (commencing with Section 6584 of the California Government Code) (the “Act”) to incur <br />indebtedness to refinance public capital improvements (as such term is defined in the Act); and <br /> <br />WHEREAS, in order to refinance the Prior Bonds, the Authority has decided to issue its <br />Water Revenue Refunding Bonds, Series 2024 in an aggregate principal amount of $________, <br />secured by the Revenues (as provided herein); and <br /> <br />WHEREAS, the Authority hereby certifies that all acts, conditions and things required by <br />law to exist, to have happened and to have been performed precedent to and in connection with <br />the execution and entering into of this Indenture by such party does exist, have happened and <br />have been performed in regular and due time, form and manner as required by law, and the <br />parties hereto are now duly authorized to execute and enter into this Indenture; <br /> <br />NOW, THEREFORE, IN CONSIDERATION OF THE PROMISES AND OF THE MUTUAL <br />AGREEMENTS AND COVENANTS CONTAINED HEREIN AND FOR OTHER VALUABLE <br />CONSIDERATION, THE PARTIES HERETO DO HEREBY AGREE AS FOLLOWS: <br /> <br /> <br />8.A. - Page 121 of 255 <br />749