reconvene regular meeting: 7:00 pm - Irvine Unified School District

to the Beneficial Owners except as expressly set forth in the Trust Agreement or the terms of the Note
Participations. See Appendix B – “Summary of the Trust Agreement” attached hereto.
DESCRIPTION OF THE NOTE PARTICIPATIONS
The Note Participations will be executed and delivered as fully registered certificates, without
coupons. The Note Participations will be dated, mature and have an interest component calculated at the
rate per annum, all as shown on the cover page hereof. Interest on the Notes will be calculated upon the
basis of a 360-day year consisting of twelve 30-day months. Interest on the Note Participations will be paid
on __________, 2011, the Maturity Date of the Note Participations. Principal of and interest due on the
Note Participations flowing from the Notes will be payable by the Trustee to DTC, which will in turn remit
such principal and interest to the DTC Participants. It is the responsibility of the DTC Participants to remit
such principal and interest to the Beneficial Owners. See Appendix E – “Book-Entry Only System”
attached hereto. The Note Participations and the Notes evidenced thereby are not subject to prepayment
prior to maturity.
The Notes
SOURCES OF PAYMENT AND SECURITY FOR THE NOTE PARTICIPATIONS
The Note Participations evidence and represent proportionate and undivided interests in the Notes
and debt service payments to be made thereon by the respective Participants.
The Notes are general obligations of the respective Participants and, to the extent not paid from the
Pledged Revenues herein described, will be paid from any other moneys of the Participants lawfully
available therefor. See “Financial Information Regarding the Participants” herein. However, except for the
Pledged Revenues as and when deposited in a payment account as described herein, the Participants are
not prohibited from pledging, encumbering and utilizing other moneys for other purposes and there can be
no assurance that such other moneys will be available for the payment of the principal of and interest on
the Notes represented by the Note Participations and the Notes evidenced thereby. The Trust Agreement
establishes a trust estate for the benefit of the Owners and Beneficial Owners of the Note Participations
issued thereunder. No Participant has any obligation to pay the principal of or interest on the Note of
any other Participant.
Pledged Revenues
As security for the Notes, the Participants have each pledged certain Unrestricted Revenues (as
hereinafter defined, the “Pledged Revenues”) which are received, accrued or held by the Participant and
are attributable to Fiscal Year 2010-11, and the principal of the Note and the interest thereon shall
constitute a first lien and charge thereon and shall be payable from the first moneys received by the
Participant from such Pledged Revenues, and, to the extent not so paid, shall be paid from any other taxes,
income, revenue, cash receipts and other moneys of the Participant lawfully available therefor (all as
provided for in Sections 53856 and 53857 of the Government Code), with payments to be made pro rata
between each series of Notes of the Participants if more than one series are issued. The term “Unrestricted
Revenues” shall mean all taxes, income, revenue (including, but not limited to, revenue from the State and
federal governments), cash receipts, and other moneys, which are generally available for the payment of
current expenses and other obligations of the Participant. The Owners shall have a first lien and charge on
such Unrestricted Revenues as provided in the Trust Agreement which are received or held by the
Participant and are attributable to Fiscal Year 2010-11. Notwithstanding the foregoing, the terms
“Unrestricted Revenues” and “Pledged Revenues” shall exclude moneys which, when received by the
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