Agenda packet — Folsom City Council, March 25, 2025 (part 4 of 7)

03/25/2025 Item No.2.

APPENDIX A
RATE AI\D METHOD
A-1

Page 323 ends

03/25/2025 Item No.2.

APPENDIX B

ECONOMIC AND DEMOGRAPHIC INF'ORMATION RELATING TO THE CITY OF FOLSOM This Appendix contains certain economic and demographic information relating to the City.

Neither the faith and credit nor the taxing power of the City, the Authority, the State of Califurnia or any political subdivision thereof is pledged to the payment of the Bonds. Except for the Trust Estate, no other reyenues or taxes are pledged to the payment ofthe Bonds. The Bonds are not general obligations ofthe Authority, the District or the City but are limited obligations of the Authority payable solely from the Trust Estate, derived primarily from payments on the Local Obligations from the payment of the Special Taxes levied within the District, as more fully described in the Official Statement to which this Appendix is appended. The information set forth herein that has been obtained from sources other than the City is betiived to be reliable, but such information is not guaranteed as to accuracy or completeness' Statements contained herein that involve estimates, forecasts, or mqtters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed os representations offacts. Information contained in this Appendix B is presented as general background dats. The taxing pirt, of ihe City, the State of California, or any political subdivision thereof is not pledged to the payment of the Bonds.

General
The City is located in the eastern portion of the County, approximately 1 10 miles northeast of San Francisco and 20 miles east of Sacramento. The City is located along the eastern end of the Highway 50 corridor in an area of the Sacramento Valley that has experienced considerable growth over the past 30 years.

City Government
The City was incorporated in 1946 and chartered in 1990. The City's primary governing body is the City Council, composed of five members who are elected from separate districts within the City and who serve four-year terms. The council members choose a mayor and vice mayor from among their members. Current City Council members are:

Member Term ExPires
Sarah Aquino (Mayor) 1112026
Justin Raithel (Vice Mayor) lll2028
Mike Kozlowski 1112026
Barbara Leary 1112028
Anna Rohrbough 1112026
The City operates under a Council-Manager form of government. The City Manager is responsible for daily administration of City affairs. Bryan Whitemyer was appointed as City Manager in Jannary 2025 andtook office in March 2025. The City Manager is appointed by and serves at the will of the City Council. The City Manager is responsible for implementation of City Council policy, enforcement of City laws and ordinances, appointment and discipline of City officers and employees, oversight of City departments, preparation and submission of the City budget to the City Council, and other related functions.

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03/25/2025 Item No.2.

City Budget Process
The City's annual budget is adopted by the City Council on or before the last working day of June. If the City Council fails to adopt a budget by such date, the budget proposed by the City Manager shall be deemed adopted. The City Manager may transfer moneys between departments and divisions, and programs and accounts within departments and divisions, but only the City Council may by resolution transfer moneys befween funds and from un-appropriated balances or fund balances to any fund or appropriation account. The City Council adopted the Fiscal Year 2024-25 budget on June 25, 2024.

Budget information is adopted on an annual basis for the General Fund, special revenue funds and debt service funds. The budget is adopted on a project lenglh basis for capital projects funds. The following procedures are followed in establishing the budgetary data reflected in the financial statements:

A. Department heads prepare a budget request based upon the previous year's expenditures.

B. Meetings are held between the department heads, the Chief Financial Officer and City Manager for the purpose of reviewing and prioritizing budget requests.

C. The City Manager submits the proposed crty budget to the City Council, who makes decisions regarding department budgets.

D. Transfers between funds and changes in the total budget must be approved by the City Council.

Budget information is presented for the General Fund, Successor to the Redevelopment Agency, Special Revenue Funds, Capital Projects Funds, Proprietary Funds and Internal Service Fund as required supplementary information. The budget information is presented on a basis consistent with generally aclepted accounting principles. Appropriations, except open project appropriations and unexpended grant appropriations, lapse at the end ofeach fiscal year.

Revenues and expenditures relating to the City's general governmental operations are budgeted and accounted for in the City's General Fund, including public safety, highways and streets, and culture and recreation. General taxes and fees support most of these activities. The City's Fiscal Year 2024'25 adopted budget includes over $247.2 million in expenditures across all funds. Of this amount, approximately $117.1 million was allocated to the General Fund of the city.

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B-2 Page 325
03/25/2025 Item No.2.

Population
The historic population of the City, the County and the State is shown in the following table.

City of Fotsom, Sacramento County and State of California Population Estimates
(As of January 1)
Year
lgg0 (r)
2000 (t)
2010 (1)
2017
2018
20t9
2020
202r
2022
2023
2024
Citv of Folsom
29,798
5l,884
72,203
77,050
77,598
78,666
82,943
83,076
84,365
85,698
88,023
Sacramento Countv
1,066,789
1,223,499
1,418,788
1,5 1 I ,390
1,525,099
1,538,054
1,585,055
l,580,l20
1,572,254
1,576,639
1,578,938
State of California
29,811,427
33,871,648
37,253,956
39,352,398
39,519,535
39,605,361
39,538,223
39,327,868
39,114,785
39,061,058
39,128,162
(r) Based on United States Census Bureau data as of April I in such year.

Source : State of Califomi4 Department of Finance, E-4 Population Estimates for Cities, Counties and the State, Sacramento, Califomia ill4ay 2024.

Building Activity
Residential building activity for calendar years 2020 through 2024 fot the City is shown in the following table.

BUILDING PERMITS AND VALUATIONS
City of X'olsom
2020-2024
2020 2021 2022 2023 2024
Permit Valuation
New Single-Family
New Multi-Family
Res. Alterations/Additions
Res. Other
Total Residential (r)
New Commercial
New Industrial
Comm./Ind.

Alterations/Additions'
Other Comm./Ind.

Total Non-Residential (r)
$181,531,127
11,039,625
11,214,031
34,630,673
9351,482,252
6,621,585
13,200,936
43,83 tt4
$4 I 5,136,887
$570,954
17,622,910
$322,220,400
57,741,491
38,529,947
56,766,582
$390,097,685
151,128,135
26,225,478
$3 12,259,108
35,183,428
24,214,596
64,437,753
$238,415,456
$230,698
$475,258,421
$9,1 13,559
t33 897 IJ
s70 I ,348,871 $436,094,886
$5,586,481 $34,885,1 17
218,721
33,636,55621,778,92710,11'1,261
2,011,887 9,6 I 1.894
33,258,978
16,602,309 20,807.067 27 5
(1) Totals may not add to sum because of rounding.

Source: City ol Folsom.
$12,359,846 $21,805,758
B-3
$58,974,836 548,L72,475 $96,560,649

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03/25/2025 Item No.2.

Employment
The table below reflects recent employment information for the City's largest employers for the fiscal year ended June30,2024.

PRINCIPAL EMPLOYERS
City of Folsom
Fiscal Year2023-24
Percent of Total
Business Name
Intel Corporation
Califomia State Prison
Folsom Cordova Unified School District (r)
Folsom State Prison
Mercy Hospital of Folsom
Califomia Independent System Operator
City of Folsom
SAFE Credit Union (2)
Costco Wholesale
Folsom Lake College
Number of Employees Em
4,300
1,657
1,191
974
853
716
463
371
368
310
t0.75%

4.14 2.98

2.44 2.13

1.79 1.16

0.93 0.92

0.78 Total Top Employers
Total Labor Force (3)
11,203
40,000

28.Oto
100.00%
(r) Includes both certified and classified employees in Folsom only (2) Includes both the corporate and Folsom branch'
(r) Total Folsom labor force provided by EDD Labor Force Data.

Source: MuniServices, LLC/ Avenu Insights & Analytics
The unemployment rate in the Sacramento-Roseville-Arden-Arcade, CA Metropolitan Statistical Area ("sacramento MSA"), which includes Sacramento, Placer, El Dorado, and Yolo Counties, was approximately 4.6Yo in December 2024, which is level with the December 2023 estimate of approiimately 4.60/o. This compares with an unadjusted unemployment rate of 5.2% for California and [.1y" fo, the nation during December 2024. The unemployment rate was 4.3%o in El Dorado County, 4 .0%o in Placer County, 4 .7Yo in Sacramento County, and 5 .3o/o in Yolo County for Decemb er 2024 ' TREMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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03/25/2025 Item No.2.

The table below provides information about employment rates and employment by industry type for the Sacramento MSA for calendar years 2019 and for September 1,2024.

Sacramento-Roseville-Arden-Arcade, CA Metropolitan Statistical Area Labor Force, Employment and Unemployment Yearly Average(l) 2019 2020 2021 2022 2023 2024Q)
Civilian Labor Force (3)
Employment
Unemployment
Unemployment Rate
Wage and Salary Employment (a)
Total Farm
Mining and Logging
Construction
Manufacturing
Wholesale Trade
Retail Trade
Transportation, Warehousing and Utilities
Information
Finance and Insurance
Real Estate and Rental and Leasing
Professional and Business Services
Private Education and Health Services
Leisure and Hospitality
Other Services
Federal Government
State Government
Local Govemment
Total, All Industries (s)
1,099,300
1,059,200
40,100

3.7%
l,og3,5oo
996,600
96,900

8.9%
1,105,400
1,034,400
71,000

6.4Yo
l,ll2,l00
1,069,700
42,400

3.8%
1,129,200
1,080,500
48,600

4.3%
1,142,700
1,088,900
53,700

4.7%
8,700
500
69,400
36,800
28,600
100,500
32,200
11,900
35,200
17,300
137,200
166,600
109,600
35,400
14,200
121,900
105,300
1,031,200
8,300
500
70,200
36,100
26,600
95,100
34,300
10,200
34,800
16,900
132,600
164,000
83,900
31,000
14,800
t21,700
98,900
979,800
9,000
s00
74,900
37,700
26,900
100,600
37,500
10,100
34,100
17,700
137,200
168,800
93,600
33,300
14,500
127,300
98,400
1,021,900
9,600
500
77,100
40,600
28,300
100,300
40,800
10,500
33,000
18,800
139,700
175,600
108,700
36,100
14,400
129,800
102,700
1,065,400
9,100
500
74,700
40,500
28,500
99,000
41,600
9,900
30,500
18,400
134,400
188,700
I12,500
38,300
14,500
134,400
107,400
1,083,000
1 0,1 00
600
76,000
40,300
28,700
100,000
39,500
8,700
29,500
18,700
136,300
207,300
I I1,000
3 8,1 00
14,500
137,100
I10,400
1,1 06,800
(r) Data not adjusted for seasonality.
(2) Estimates as of September 1,2024.
(3) Labor force data ii by place of residence; includes self-employed individuals, unpaid family workers, household domestic workers, and workers on strike.
(4) Industry employment is by place of work; excludes self-employed individuals, unpaid family workers, household domestic workers, and workers on strike.
(s) Data may not add due to rounding.

Source: State of Califomia Employment Development Department.

Retirement Programs
General. The City contributes to two plans in the California Public Employees' Retirement System ("CaIPERS"). The safety plan covers all of the City's full-time sworn uniformed fire employees, sworn uniformed police employees, and all chiefs in both departments. The miscellaneous plan covers all remaining eligible employees.

As of June 30, 2023,the date of the most recent actuarial study report, the safety plan and the miscellaneous plan were 6l.Io/o funded and 63.9Yo funded, respectively. For the safety plan, the actuarial accrued liability was approximately $276 million and the market value of assets was approximately $ 169 million, resulting in an unfunded actuarial accrued liability ("UAAL") of $107 million. For the miscellaneous plan, the actuarial accrued liability was approximately $302 million and the market value of assets was approximately $193 million, resulting in a UAAL of approximately $109 million.

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03/25/2025 Item No.2.

For the year ended June 30, 2024, the City's unaudited annual pension cost of $ 10,7 54,191 for the safety plan and $i0,828,318 for the miscellaneous plan were equal to the City's required contributions' The three-year trend information for the safety and miscellaneous plans combined is as follows:

Fiscal Year
Ended
Annual
Pension
Cost ("APC")
Percentage
ofAPC
Contributed
Net
Pension
Obligation
613012022 $18,902,039 100%
613012023 20,675,705 r00%
613012024 21,582,509 100%
Other Post-Employment BeneJits. In 2004, the Government Accounting Standards Board (.,GASB") issued Statement No. 45, Accounting and Financial Reporting by Employers for Post- Employment Benefits Other Than Pensions ("GASB 45"). GASB 45 requires goverrlmental agencies to change their accounting for Other Post-Employment Benefits ("OPEB') from a pay-as-you-go to an accrual basis. The City has implemented the requirements of GASB 45, including financial statement reporting and disclosure requirements. Among other things, employers that participate in single-employer oiug.ni-ultiple-employer defined benefit OPEB plans are required to measure and disclose an amount for annual OPEB cost on the accrual basis of accounting. Annual OPEB cost is equal to the employer's annual required contribution to the plan, with certain adjustments. The annual required contribution represents a level offunding that, ifpaid on an ongoing basis, is projected to cover normal cost each year aid amortize any unfunded actuarial liabilities (or funding excess) over a period not to exceed 30 years.

An employer's net OPEB obligation is defined as the cumulative difference between annual OPEB cost and the employer's contributions to a plan.

The City sponsors and administers a single-employer defined benefit post-employment healthcare plan (the "Healthcare Plan") to provide healthcare insurance benefits to eligible retired employees and iheir dependents. The City pre-funds the Healthcare Plan though a Futuris Public Entity Investment Trust and a Retirement Board of Authority made up of the Mayor, one City Council member, the City Manager, the Finance Director, and the Human Resources Director. The Retirement Board of Authority delegated authority of the trust to the Benefit Trust Company. The required contribution is based on projected pay- ur-you-go financing requirements, with an additional amount to prefund benefits as determined annually by the -ity Council. For Fiscal Year 2024-25, the City contributed $500,000 to the plan for current premiums.

For more information regarding the City's OPEB liabilities, see note 13 to the City's Annual Comprehensive Financial Report for the fiscal year ended June30,2024.

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03/25/2025 Item No.2.

Capital Improvement Program
The City's Capital Improvement Program ("CIP") is a multi-year plan that forecasts spending for all anticipated capital projects and is considered to be the link between the City's development and financing planning process. CIP funding comes mainly from impact fees and a number of other special ,"u"n.r" funds, as well as grants and loans. Within each program category, the City identifies resources that it will commit to priority capital projects. CIP costs include both one-time expenses and recurring expenses related to capital rehabilitation. The City's CIP for Fiscal Year 2025 is approved at $47.8 million.

Investment Policy
The City's Investment Policy is codified in Section 3.30.030 of the City of Folsom Municipal Code and is set forth below:

It is the primary duty of the city officers having responsibility for investing city moneys to protect, preserve and maintain cash and investments placed in their trust on behalf of the citizens of the "ity. folnut end, those investment officers shall comply with the following guidelines and procedures:

A. Interest yield on investments shall be secondary to the basic requirements of safety and liquidity of moneys.

B. The city investment portfolio shall be designed to equal or exceed the rate of retum of the state's local agency investment fund (LAIF) throughout budgetary and economic cycles, taking into accountthe city's risk constraints, cash flow characteristics of the investment portfolio, this chapter, this code and state law.

C. The city investment portfolio shall be diversified to minimize risks regarding specific security types or individual financial institutions.

D. All city investment officers shall adhere to the guidance provided by the "prudent investor standard" as set out in the California Government Code Section 53600.3.

E. All participants in the investment process shall act as custodians of the public trust.

Investment officers shall recognize that the investment portfolio is subject to public review and evaluation.

F. The city's chief investment officer shall quarterly submit an investment report to the city council, which report shall include all required elements as prescribed by California Government Code Section 53646. The city's chief investment officer shall monthly submit a report of transactions to the city council as prescribed in California Government Code Section 53607 . In both instances the city chief investment officer may include such other information as deemed appropriate.

G. The finance director shall develop a system of internal controls over investments, which control system shall be documented in writing according to California Debt and Investment Advisory Commission guidelines. The system shall be designed to prevent losses of public moneys arising from fraud, employee error, misrepresentation by third parties, unanticipated changes in financial markets, or imprudent actions by city employees or officers.

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03/25/2025 Item No.2.

H. Financial institutions in which the city has investments shall be monitored as to financial condition throughout the period in which the city has moneys deposited or invested, to assure that the condition of the institution does not materially deteriorate so as to risk the city's investments.

I. A statement of investment policy shall be developed, and changes to the policy submitted to the city council as needed.

J. Security purchases and holdings shall be maintained within the limits permitted by the City Charter, this chapter and the California Government Code, whichever is the most restrictive both as to percentages of the total investment portfolio which might be invested in the various types of securities and as to the maximum length of maturity.

The following table shows the type of investments and other information on the portfolio as of June 30,2024.

CITY OF FOLSOM

PORTFOLIO SUMMARY
As ofJune 30,2024
Investments by Fair Value Level Balance
City Pooled Investments
Certificate of Deposit
Commercial Paper
Corporate Notes
Municipal Obligations (City)
Municipal Obligations (FRFA)
Municipal Obligations (FPFA)
Federal Farm Credit Bank (FFCB)
Federal Home Loan Bank (FHLB)
Federal Home Loan Mortgage (FHLMC)
Federal National Mortgage (FNMA)
US Treasury Note
Investments Not Measured at Fair Value or Subject
to Fair Value Hierarchy
Local Agency Investment Funds
California Class
Money Market Mutual Funds
Total Investments Not Measured at Fair Value or
Subject to Fair Value HierarchY
Total City's Pooled Investments
Investments Held with Fiscal Agent Not Measured at
Fair Value

JPA (CAMP)
Money Market Mutual Funds
Investments Held with Fiscal Agent by Fair Value Level
OPEB Plan Investments - Mutual Funds
Total Investments Held with Fiscal Agents
Total Investments
s 19,429,953
24,722,500
31,216,146
74,841,320
139,488,907
28,527,780
21,830,480
36,393,063
12,770,691
4,885,520
5,937,660
16,952,553
69,672,354
9-016-t22
95^641.029
49s.685-049
223,929

33.339,682
10,565,712

44.128.723
Source: City of Folsom.

B-8
$539.8r3.772

Page 331 ends

03/25/2025 Item No.2.

Insurance, Risk Pooling and Joint Powers Arrangements
The City participates in pooled insurance programs offered by the Northern California Cities Self Insurance Fund (*NCCSIF"), a joint powers agency that provides the City with a shared risk layer of coverage above its self-insured $100,000 retention for liability and workers' compensation. NCCSIF also provides claims servicing to the City for its banking layer, which represents the City's self-insurance. ir.tCCSm'consists of l8hember cities, all located within California, and is governed by a board of directors appointed by the member cities. It provides pooled claims processing administrative services, risk management services, and actuarial studies. The City's deposit for the fiscal year ended June 30, 2024,was$I,707,326,andforthefiscalyearendedJune30,2023,was$3,177,001. FortheFiscalYear ended June 30, 2024, NCCSIF had net assets of $26,348,482 and a net income of $471,380.

Sales Taxes
The following table shows taxable transactions in the City during calendar years 2016 through the [third quarter of 2024].

TAXABLE SALES
City of Folsom
2016-2024
(in Thousands)
Year
Retail
Permits
Retail and Food
Taxable
Transactions Total Permits
Total Outlets
Taxable
Transactions
2016
2017
201 I
20t9
2020
2021
2022
2023
20240)
$1,595,641
7,663,432
1,727,452
1,741,755
7,579,786
1,9r7,045
2,009,992
1,986,848
1,463,101
2,404
2,459
2,507
2,602
2,74r
2,418
2,546
2,537
2,517
$1,828,059
1,944,041
1,983,797
2,093,471
1,795,390
2,734,222
2,253,326
2,229,309
1,633,217
1,5 88
1,614
1,593
1,616
1,652
1,457
1,523
1,492
1,475
[(t) Data through September 30,2024.]
Source: City of Folsom.

Community Facilities
The four-county Sacramento Metropolitan Area offers multiple parks, playgrounds, theaters and golf courses. Recreational activities offered along the American and Sacramento Rivers include fishing, iwimming, boating, biking, horseback riding and hiking. Varied cultural opportunities include art galleries and museums, two major symphonies, three ballet companies, scores of movie theaters showing first run films and many theater groups offering live stage plays. In February 2011, the $50 million performing arts complex Harris Center - Three Stages at Folsom Lake College opened. The state of the an facitity is one of ihe largest college performing arts centers in the state and hosts theatre, symphonies, and ballets.

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03/25/2025 Item No.2.

Media outlets in the four-county area consist of more than 30 newspapers, nine television stations (four network, four independent, one public) and 30 radio stations.

Education
The Folsom-Cordova Unified School' District operates schools both in the City and in the Sacramento suburb of Rancho Cordova, which borders the City to the west. In the City, the school district now has three high schools, two middle schools, and ten elementary schools.

Institutions of higher learning situated in the Sacramento area include California State University, Sacramento, and the University of California at Davis, which includes a medical school and law school.

Private universities, such as William Jessup University, the University of Sacramento, and National University also have campuses in the Sacramento region. Other institutions include the McGeorge School oi Lu* (University of the Pacific), and extensions and satellites of schools such as the University of Southern California, University of San Francisco, Golden Gate University, and Drexel University among others. There are a number of Community Colleges in the region, including Folsom Lake College' In addition to the main campus located within the City, the Folsom Lake College operates the El Dorado and Rancho Cordova centers and enrolls more than 8,000 students.

Utilities
The City's water treatment plant produces and delivers high-quality drinking water, supplying water to the portion of the City south of the American River. The Water Division of the City's Environmentai and Water Resources Department inspects and maintains, as of June 30,2024, the 420 miles of water mains, 25,059 service connections, and 4,011 fire hydrants. The City also provides sewage collection services for the entire City. The Sewer Division of the City's Environmental and Water Resources Department inspects and maintains, as of June 30, 2024,the 310 miles of sanitary sewers, 18 pump stationi, and 24,739 service connections. Sewage treatment is provided by the Sacramento Regional County Sanitation District.

The City also provides solid waste collection services. The Solid Waste Division of the City's Public Works Department operates a fleet of solid waste vehicles for collection, as well as providing recycling, household hazardous waste pickup and disposal, and neighborhood clean-up services for the entire City.

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03/25/2025 Item No.2.

APPENDIX C

SUMMARY OF PRINCIPAL DOCUMENTS
c-l Page 334
03/25/2025 Item No.2.

APPENDIX D-l

FORM OF' DISTRICT CONTINUING DISCLOSURE CERTIFICATE
THIS DISTRICT CONTINUING DISCLOSURE CERTIFICATE (this "Disclosure certificate"), 2025, is executed and delivered by the City of Folsom Community Facilitiesdated as of District No. 23 (Folsom Ranch) (the "District") relative to the Folsom Ranch Financing Authority (the "Authority") in connection with the issuance by the Authority of the Folsom Ranch Financing AuthoritY City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025 (the "Bonds"). The Bonds are being issued pursuant to a Trust Agreement (the "Trust Agreement"), among the District, the Authority and U'S' Bank Trust Company, National Association (the "Trustee") The District covenants and agtees as follows.

SECTION l. Purpose of the Disclosure Certificate. The Disclosure Certificate is being executed and delivered by the District for the benefit of the Holders and Beneficial Owners of the Bonds and in order to assist the Participating Underwriter in complying with S.E.C. Rule 15c2-12(bX5).

SECTION 3. Provision of Annual Reports.
(a) The District shall, or shall cause the Dissemination Agent to, provide to the MSRB through the EMMA System, in an electronic format and accompanied by identiffing information all as prescribed by the MSRB, an Annual Report which is consistent with the requirements of Section 4 hereof, not later than the Annual Report Date, commencing with the report for the 2024-25 Fiscal Year. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by reference other information as provided in Section 4 hereof; provided, however, that the audited financial statements of the District may be submitted separately from the balance of the Annual Report, and later than the date required above for the filing of the Annual Report if not available by that date. If the District's fiscal year changes, it shall, or shall instruct the Dissemination Agent to, give notice of such change in the same manner as for a Listed Event under subsection (e) of Section 5 hereof. The first Annual Report may include the filing of or reference to the Official Statement. (b) Not later than 15 business days prior to the date specified in subsection (a) of this Section for the providing of the Annual Report to the MSRB, the District shall provide the Annual Report to the Dissemination Agent.
(c) If the Dissemination Agent is other than the District, then not later than fifteen (15) Business Days prior to said date, the District shall provide the Annual Report to the Dissemination Agent.

If the District is unable to provide the Annual Report to the MSRB by the Annual Report Date, the District shall send a notice to the MSRB in substantially the form attached as Exhibit A to the Disclosure Certificate.
(d) The Dissemination Agent shall:
(i) provide any Annual Report received by it to the MSRB, as provided herein; and (ii) file a report with the District certif ing that the Annual Report has been provided pursuant to this Disclosure Certificate and stating the date it was so provided.

SECTION 4. Content of Annual Reports. The District's Annual Report shall contain or incorporate by reference the following:
(a) The District's audited financial statements, if any, prepared in accordance with generally accepted accounting principles as promulgated to apply to governmental entities from time to time by the Governmental Accounting Standards Board. If the District's audited financial statements, if any, are not available by the time the Annual Report is required to be filed pursuant to subsection (a) of Section 3 hereof, the Annual Report shall contain unaudited financial statements, and the audited financial statements, if any, shall be filed in the same manner as the Annual Report when they become available. If the District's financial statement is included or consolidated with the financial statement for the City of Folsom (the "City"), then the District shall file the City's audited financial statements as its own. (b) The following information:
(i) The principal amount of Bonds and any bonds secured by Refunding Local Obligations (as defined in the Official Statement) Outstanding as of the December 3l next preceding the Annual Report Date along with debt service schedules for the Bonds and any bonds D-l-2Page 336
03/25/2025 Item No.2.
secured by Refunding Local Obligations (as defined in the Official Statement) Outstanding as of such date;
(ii) The balance in each reserve account for the Local Obligations, and a statement of the required bond reserve amount, as of the December 31 next preceding the Annual Report Date; (iii) The total assessed value of all parcels within the Improvement Area on which the Special Taxes are levied, as shown on the assessment roll of the Sacramento County Assessor last equalized prior to the December 3l next preceding the Annual Report Date, and a statement of assessed value-to-lien ratios therefor based on special tax and assessment debt, either by individual parcel or by categories (e.g', "below 3i7," "3'.1 to 4:1" etc'); (iv) The Special Tax delinquency rate for the Improvement Area as of the December 3l next preceding the Annual Report Date; the number of parcels within the Improvement Area dilinquent in payment of special taxes as of the December 3l next preceding the Annual Report Date; the amount of each delinquency; the length of time delinquent and the date on which foreclosure was commenced, or similar information pertaining to delinquencies deemed appropriate by the District; provided, however, that parcels with aggregate delinquencies of $1,000 or less (exciuding penalties and interest) may be grouped together and such information may be provided by category;
(v) The status of foreclosure proceedings and a summary of the results of any foreclosure sales in the Improvement Area as of the December 31 next preceding the Annual Report Date;
(vi) The identity of any property owner, representing more than 5oh of the Special Tax levy, delinquent in payment of special taxes as of the December 31 next preceding the Annual Report Date;
(vii) All tentative and final maps approved and/or recorded within the Improvement Area, describing the gross acres, the planned commercial acres and the number and type of planned residential dwelling units;
(viii) The number of new building permits issued and a description of the purpose of such permits (e.g., new single-family, new multi-family, new commercial, new industrial); (i") A land ownership summary listing the top ten Special Taxpayers for the Improvement Area (excluding any individual homeowner responsible for 5o/o ot less of the Spicial Tax for the current Fiscal Year), as shown on the assessment roll of the Sacramento County Assessor last equalized prior to the December 31 next preceding the Annual Report Date; and
(x) For the current Fiscal Year, the amount of the Effective Tax Rate Evaluation Maximum Facilities Special Tax, the Maximum Facilities Special Tax, the actual Facilities Special Tax levied within the Improvement Area and the actual Special Tax levied within the Improvement Area, with such amounts reported separately for Developed Property, Small Lot Final Map Property and Large Lot Property; provided, however, that once all Taxable Property within the Impiovernent Area is Developed Property, the Maximum Facilities Special Tax and the actual Facilities Special Tax and the actual Special Tax levied may each be shown on an aggregate basis in ihe Annual Report. For the purposes of this subparagraph (x), all capitalized D-1-3Page 337
03/25/2025 Item No.2.
terms used but not otherwise defined herein shall have the meanings ascribed thereto in the Rate and Method for the Improvement Area.

In addition to any of the information expressly required to be provided under this Section, as set forth above, the District stratt provide such further information,if any, as may be necessary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading.

Any or all of the items listed above may be included by specific reference to other documents, including om"iut statements of debt issues of the District or related public entities, which have been submitted to the MSRB through the EMMA System. The District shall clearly identiff each such other document so included by reference.

SECTION 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section, the District shall give notice, or cause notice to be given, not less than ten Business Days after the occurrence of any of the following events with respect to the Bonds:
(i) Principal and interest payment delinquencies'
(ii) Unscheduled draws on debt service reserves reflecting financial difficulties' (iiD Unscheduled draws on credit enhancements reflecting financial difficulties. (iv) Substitution of credit or liquidity providers, or their failure to perform. (v) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue IRS Form 5701 TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax-exempt status of the security. (vi) Defeasances.
(vii) Tender offers.
(viii) Bankruptcy, insolvency, receivership or similar event of the obligated person' Note: For the purposes of the event identified in subparagraph (ix), the event is considered to occur when any of the following occur: the appointment of a receiver, trustee or similar officer for an obligated person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governmental body and tffi"iul. or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, anangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person.

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(ix) Rating changes.
(x) Default, event of acceleration, termination event, modification of terms or other similar events under the terms of a financial Obligation of the District, any of which reflect financial difficulties.
(b) The District shall give notice, or cause notice to be given, not less than ten Business Days after the occurrence of any of the following events with respect to the Bonds, if material:
(i) Modifications to rights of Bond holders'
(ii) Bond calls.
(iii) Release, substitution or sale of property securing repayment of the Bonds. (iv) Non-paymentrelateddefaults.
(v) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all ofthe assets ofthe obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms.
(vD Appointment of a successor or additional trustee or the change of name of a trustee.
(vii) Incurrence of a Financial Obligation of the District, or agreement to covenants, events of default, remedies, priority rights, or similar terms of a Financial Obligation of the District, any of which affect Bondholders.
(c) Whenever the District obtains knowledge of the occurrence of a Listed Event described in subsetiion (b) above, the District shall determine if such event would be material under applicable federal securities laws.
(d) If the District learns of the occurrence of a Listed Event described in subsection (a) of this Section, or determines that knowledge of a Listed Event described in subsection (b) of this Section would be material under applicable federal securities laws, the District shall notifu the Dissemination Agent thereof in writing and instruct the Dissemination Agent to report the occurrence pursuant to su"bsection (e) of this SeJtion. If in response to a request under subsection (b) of this Section, the District determines that the Listed Event *o.rld not be material under applicable Federal securities law, the District shall so notiff the Dissemination Agent in writing and instruct the Dissemination Agent not to report the occurrence pursuant to subsection (e) ofthis Section' (e) If the Dissemination Agent has been instructed by the District to report the occurrence of a Listed bvent, the Dissemination Agent shall file a notice of such occurrence with the MSRB through the EMMA System. Notwithstanding the foregoing, notice of Listed Events described in paragraph (vii) of subsection (a) ofthis Section and paragraph (ii) ofsubsection (b) ofthis Section need not be given under this subsection any earlier than thi notice (if any) of the underlying event is given to holders of affected Bonds pursuant to the Trust Agreement.

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03/25/2025 Item No.2.

SECTION 6. Termination of Reporting Obligation. The District's obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. If such termination occurs prior to the final maturity of the Bonds, the District shall give notice of such termination in the same manner as for a Listed Event under subsection (e) of Section 5 hereof.

SECTION 7. Dissemination Aeent. The District may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent' The Diisemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the District pursuant to the Disclosure Certificate.

SECTION 8. Amendment: Waiver. Notwithstanding any other provision of this Disclosure Certificate, the District may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied:
(a) if the amendment or waiver relates to the provisions of subsection (a) of Section 3 hereof, Section 4 hereof or subsections (a) and (b) of Section 5 hereof, it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature or status of an obligated person with respect to the Bonds, or type of business conducted; (b) the undertakings herein, as proposed to be amended or waived, would, in the opinion of national$ recognized bond counsel, have complied with the requirements of the Rule at the time of the primary offering of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and
(c) the proposed amendment or waiver (i) is approved by Owners of the Bonds in the manner provided in the Trust Agreement for amendments to the Trust Agreement with the consent of Owners, or (ii; Oo"r not, in the opinion of nationally recognized bond counsel, materially impair the interests of Owners or Beneficial Owners of the Bonds.

If the annual financial information or operating data to be provided in the Annual Report is amended pursuant to the provisions hereof, the annual financial information containing the amended operating data or financial information shall explain, in narrative form, the reasons for the amendment und th" impact of the change in the type of operating data or financial information being provided.

If an amendment is made to the undertaking speci$ring the accounting principles to be followed in preparing financial statements, the annual financial information for the year in which the change is n1u-d" rhult present a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of the differences in the accounting principles and the impact of the change in the accounting principles on the presentation of the financial statements or infbrmation, in order to provide information to investors to enable them to evaluate the ability of the District to meet its obligations. To the extent reasonably feasible, the comparison shall be quantitative. A notice of the change in the accounting principles shall be given in the same manner as for a Listed Event under subsection (e) ofSection 5 hereof.

SECTION 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the District from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this D-1-6Page 340
03/25/2025 Item No.2.

Disclosure Certificate. If the District chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the District shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event.

SECTION 10. Default. In the event of a failure of the District or the Dissemination Agent to comply with any provision of this Disclosure Certificate, any Holder or Beneficial Owner of outstanding nonis may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the District to comply with its obligations under the Disclosure bertificate. A default under the Disclosure Certificate shall not be deemed an Event of Default under the Trust Agreement, and the sole remedy under the Disclosure Certificate in the event of any failure of the District io comply with the Disclosure Certificate shall be an action to compel performance.

SECTION 11. Duties. Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall be entitled to the protections and limitations from liability afforded to the Trustee under the Tirst Agreement. The Dissemination Agent shall not be responsible for the form or content of any Annual heport or notice of Listed Event. The Dissemination Agent shall receive reasonable compensation for its services provided under this Disclosure Certificate. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the District agrees to indemniff and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys' iees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent's n"gfig"n"" o. *ittfrt misconduct. The obligations of the District under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds.

SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the District, the Dissemination Agent, the Participating Underwriter and Owners and Beneficial Owners from time to time of the Bonds, and shall create no rights in any other person or entity.

SECTION 13. Counterparts. This Disclosure Certificate may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.

IN WITNESS WHEREOF, the District has executed this Disclosure Certificate as of the date first above written.

Sfi i.:l'IR"J?.**%"#yJTK"li"rlrrrEs
By:

D-l-7Page 341
03/25/2025 Item No.2.

EXHIBIT A
NOTICE OF F'AILURE TO FILE ANI\UAL REPORT
Name of Issuer: Folsom Ranch Financing Authority
Name of Issue: Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025
Date of Issuance: 2025
NOTICE IS HEREBY GIVEN that the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the "Districf') has not provided an Annual Report with respect to the above-named Bonds as required by Section 3 of the Continuing Disclosure Certificate, dated 2025, executed by the District for the benefit of the Holders and Beneficial Owners of the above-referenced bonds. [The District anticipates that the Annual Report will be filed by Dated:

CITY OF FOLSOM COMMUNITY FACILITIES
DrsTRrcr No. 23 (FOLSOM RANCTT)
By
Finance Director of the City of Folsom
D-1-8Page 342
03/25/2025 Item No.2.

APPENDIXD-2
FORM OF CONTII\UING DISCLOSURE CERTIFICATE - TOLL BROTHERS This Continuing Disclosure Certificate - Home Builder (the "Disclosure Certificate") dated as of 2025, is executed and delivered by Toll West Inc. doing business in California as Toll Brothers West Inc., a Delaware corporation (the "Developer") in connection with the issuance of $ aggregate principal amount of Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025 (the "Bonds"). The Bonds are being issued pursuant to a Trust Agreement, dated as of April 1,2025 (the "Trust Agreement"), among the Folsom Ranch Financing Authority (the "Issuer"), the City of Folsom Community Facilities District No. 23 (Folsom Trust Company, National Association, as trustee (the "Trustee").

Ranch) (the "District") and U.S. Bank
SECTION 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Developer for the benefit of the holders and beneficial owners of the Bonds. The Developer acknowledges that the Issuer and the District have undertaken no responsibility with respect to any reports, notices or disclosures provided or required under this Disclosure Certificate, and has no liability to any person, including any holder or beneficial owner of the Bonds, with respect to this Disclosure Certificate.

SECTION 2. Definitions. In addition to the definitions set forth in the Trust Agreement, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined herein, the following capitalizedterms shall have the following meanings:
"Affiliate" shall mean, with respect to the Developer, any person directly (or indirectly through one or more intermediaries) that exercises managerial control over the Developer or that is under managerial control of the Developer, and about whom information could be material to potential investors in their investment decision regarding the Bonds (including without limitation information relevant to the proposed development of the Property, or to the Developer's ability to pay the applicable Special Tax obligation levied on the Property owned by it when due)' "Assumption Agreement" means an agreement containing terms substantially similar to this Disclosure Certiftcate,whereby a Major Developer agrees to provide Semi-Annual Reports and notices of significant events with respect to the portion of the Property owned by such Major Developer and its Aifiliates, and with respect to the improvements or payments necessary to cause the Planned Development Stage to be reached that such Major Developer, or an Affiliate thereof, intends or is obligated (contractually or otherwise) to make or cause to be made. ..Bonds,, means the $ Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025.
,,Developer" means Toll West Inc. which will do business in California as Toll Brothers West Inc., a Delaware corporation.
"Development Plan" means with respect to a Major Developer, the specific improvements such Major Developei intends to make, or cause to be made, in order for the Planned Development Stage to be ,"u"h"d, and ihe time frame in which such improvements are intended to be made; the Developer's Development Plan, as of the date hereof, is described in the Official Statement under the captions D-2-lPage 343
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,.pROpOSED PROPERTY DEVELOPMENT-ToII Brothers Development-Development Plan" and '(-Development Status."
"Disclosure Certificate" means this Disclosure Certificate as the same may be amended from time to time.
"Dissemination Agent" means initially, the Developer, and any successor Dissemination Agent designated in writing by ttte Developer and which has filed with the District a written acceptance of such designation.
"District" means the City of Folsom Community Facilities District No. 23 (Folsom Ranch), as the same may be modified by the City Council of the City from time to time. o'Event of Bankruptcy" means, with respect to a Person, that such Person files a petition or institutes a proceeding under any act or acts, state or federal, dealing with or relating to the subject or subjects ofbankruptcy or insolvency, or under any amendment ofsuch act or acts, either as a bankrupt or as in insolvent, oias a debtor, or in any similar capacity, wherein or whereby such Person asks or seeks or prays to be adjudicated a bankrupt, or is to be discharged from any or all of such Person's debts or obligaiions, or ofiers to such Person's creditors to effect a composition or extension of time to pay such Perslon's debts or asks, seeks or prays for reorganization or to effect a plan of reorganization, or for a readjustment of such Person's debts, or for any other similar relief, or if any such petition or any such proCeedings of the same or similar kind or character is filed or instituted or taken against such Person, or if a receivir of the business or of the property or assets of such Person is appointed by any court, or if such Person makes a general assignment for the benefit of such Person's creditors. "Financing Plan" means, with respect to a Major Developer, the method by which such Major Developer intendJ to finance its Development Plan, including specific sources of funding for such Development Plan; the Developer's Financing Plan, as of the date hereof, is described in the Official Statemint under the caption "PROPOSED PROPERTY DEVELOPMENT-ToII Brothers Development-Financing Plan."
o'Improvement Area" means Improvement Area No. 7 of the District. "Listed Event" means any of the events listed in Section 5 hereof. "Major Developer" means, as of any date of determination, any owner of land (which owns itself or through any Affiliates), who owns Property that is entitled to include 43 or more of the residential lots in the Improvement Area subject to the Special Taxes.
"MSRB" shall mean the Municipal Securities Rulemaking Board or any other entity designated or authorized by the Securities and Exchange Commission as a repository of disclosure information.

Until otherwise designated by the MSRB or the Securities and Exchange Commission, filings with the MSRB are to be made through the Electronic Municipal Market Access (EMMA) website of the MSttB, currently located at http : I I emma. m srb. org.
"Official Statement" means the final, executed Official Statement relating to the Bonds. "Participating Underwriter" shall mean Piper Sandler & Co., the original underwriter of the Bonds.

D-2-2Page 344
03/25/2025 Item No.2.
"Person" means an individual, a corporation, a partnership, an association, a joint stock company, a trust, any unincorporated organization or a government or political subdivision thereof. "Planned Development Stage" means the stage of development to which the Developer intends to develop the Property, as described in the Official Statement, which is the construction of finished homes. "Propefty" means, as of the date of determination, collectively, the Taxable Property within the boundaries of the Improvement Area that (i) is owned by the Developer or any Affiliate thereof (including Taxable Property foiwhich the Developer or any Affiliate thereof has the option to purchase) and (ii) the Developer or any Affiliate thereof has sold to a Major Developer who has not assumed the obligations under ihis Disclosure Certificate pursuant to an Assumption Agreement. Property as of any date of determination does not include real property within the boundaries of the Improvement Area that has been conveyed to individual homeowners or any real property that is the subject of an Assumption Agreement. "semiannual Report" shall mean any Semiannual Report provided by the Developer on or prior to June 1 and December 1 of each year, commencing with the Semiannual Report due December 1,2025, pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. "special Taxes" means the special taxes levied on the Taxable Property within the Improvement Area.
"State" shall mean the State of California.
"Taxable PropertSr" means the real properly within the boundaries of the Improvement Area that is not exempt from the Special Taxes authorized to be levied in the Improvement Area. "Trust Agreement" means the Trust Agreement, dated as of April 1,2025, among the Issuer, the District and the Trustee, and as further amended and supplemented from time to time. "Trustee" means U.S. Bank Trust Company, National Association, as trustee under the Trust Agreement, or any successor as trustee.

SECTION 3. Provision of Semiannual Reports. So long as the Developer's obligations hereunder have not been terminated pursuant to Section 7, the Developer shall, or shall cause the Dissemination Agent (if the Dissemination Agent is other than the Developer) to, provide to the MSRB a Semiannual Report which is consistent with the requirements of Section 4, not later than June I and December 1 of each year, commencing December 1,2025. If, in any year, June I or December I falls on a Saturday, Sunday or holiday, such deadline shall be extended to the next following business day. The Semiannual Report must be submitted in electronic format, accompanied by such identi$ing information as is prescribed by the MSRB, and may be submitted as a single document or as separate documents "o-piiring
a package, and may include by reference other information as provided in Sections 4 or 5 hereof.

SECTION 4. Content of Semiannual Reports. The Developer's Semiannual Report shall contain or incorporate by reference the following information:
(a) If information regarding such Major Developer has not previously been included in the Official Statement or a more recently filed Semiannual Report, the Development Plan and Financing Plan of such Major Developer or, if information regarding such Major Developer has previously been included in the Offiiial Statement or a more recently filed Semiannual Report, a description of the progress made in the Development Plan of such Major Developer since the date of such information and a description of D-2-3Page 345
03/25/2025 Item No.2.
any significant changes in such Development Plan and the Financing Plan and the causes or rationale for such changes.
(b) Identification of the conveyance by the Developer of any portion of the Property to an entity that is not an Affiliate of the Developer, the result of which conveyance is to cause such transferee to become a Major Developer.
(c) The number of building permits issued with respect to the Property. (d) The number of residential lots within the Property that have not reached the Planned Development Stage and sold (closed escrow) by the Developer since the date of the Official Statement or u -or"i"""nt Semiannual Report, and, if any such lots were sold to a Major Developer, the identity of the Major Developer.
(e) The number of finished homes within the Property sold and conveyed to individual homeowners by the Developer.
(0 Any material amendments to land use entitlements for the Property, if such amendments would prevent or significantly delay the implementation of the Developer's Development Plan as described in the Official Statement or a more recently filed Semiannual Report.

The Developer's Semiannual Reports required to be provided under Section 4 hereof must be filed in accordance with Section 3.

SECTION 5. Reporting of Significant Events. Pursuant to the provisions of this Section 5, the Developer shall promptly give, or cause to be given, notice of the occurrence of any of the following events with respect to the Developer:
(a) Any failure of the Developer, or any Affiliate of the Developer owning any Property, to pay prior to delinquency any property taxes or assessments due with respect to the Property (to the extent ihe responsibility ;f the Developer or any such Affiliate), to the extent such failure is not promptly cured upon discovery thereof.
(b) Any denial or termination of credit, any denial or termination of, or default under, any line ofcredit or loan or any other loss ofa source offunds that could have a material adverse effect on the Developer's most recently disclosed Financing Plan or Development Plan or on the ability of the Developer, or any Affiliate of the Developer owning any Property, to pay the Special Taxes with respect to the Property prior to delinquency (to the extent the responsibility of the Developer or any such Affiliate).
(c) The occurrence of an Event of Bankruptcy with respect to the Developer, or any Affiliate owning any Property, that could reasonably be expected to have a material adverse effect on the Developer'i most recently disclosed Financing Plan or Development Plan or on the ability of the Developer, or any Affiliate of the Developer owning Property, to pay Special Taxes with respect to the Properly prior to delinquency (to the extent the responsibility of the Developer or any such Affiliate). (d) Any previously undisclosed governmentally-imposed preconditions to commencement or continuation of development on the Property, if such preconditions would prevent or significantly delay the Developer's Development Plan as described in the Official Statement or a more recently filed Semiannual Report.

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(e) Any previously undisclosed legislative, administrative or judicial challenges to development on the Pioperty, if such challenges would prevent or significantly delay the Developer's Development Plan as described in the Official Statement or a more recently filed Semiannual Report.

Whenever the Developer obtains knowledge of the occurrence of a Listed Event, the Developer shall as soon as possible determine if such event would be material under applicable federal securities laws. If the Developer determines that knowledge of the occurrence of a Listed Event would be material under applicable federal securities laws, the Developer shall promptly file a notice of the occurrence of such fiitid Event with the MSRB in electronic format, accompanied by such identiffing information as is prescribed by the MSRB.

SECTION 6. Assumption of Obligations. If any portion of the Property owned by the Developer, or any Affiliate of the Developer, is conveyed such that, upon such conveyance, such new owner will be a Major Developer, the obligations of the Developer under this Disclosure Certificate with respect to the Property transferred by the Developer shall be assumed by such Major Developer pursuant to an Assumption Agreement.

SECTION 7. Termination of Reporting Obligation. All of the Developer's obligations under this Disclosure Certificate shall terminate upon the earliest to occur of (a) the legal defeasance, prior redemption or payment in full of all the Bonds, (b) the date on which (i) the Developer is no longer a Major Developir, or (i) all of the Developer's obligations are assumed under one or more Assumption Agieements entered into pursuant to Section 6 hereof, or (iii) the date on which all Special Taxes levied on th" Property owned by the Developer and its Affiliates are paid or prepaid in full. Upon the occunence of any such termination prior to the final maturity of the Bonds, the Developer shall give notice of such termination in the same manner as for a Listed Event under Section 5 hereof.

SECTION 8. Amendment: Waiver. Notwithstanding any other provision hereof, the Developer may amend provisions of this Disclosure Certificate and any provision hereof may be waived, provided that the following conditions are satisfied:
(a) If the amendment or waiver relates to the provisions of Sections 3, 4 or 5 hereof, it may be made in connection with a change in circumstances that arises from a change in legal requirements, change in law; and
(b) The proposed amendment or waiver either (i) is approved by holders of the Bonds in the manner piovided in ihe-Trust Agreement for amendments to the Trust Agreement with the consent of holders, or (ii) does not, in the opinion of bond counsel approved by the District, materially impair the interests of the holders or beneficial owners of the Bonds.

SECTION 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Developer from disseminating any other information, using the means of dissemination set fortn in this Disclozure Certificate or any other means of communication, or including any other information in any Semiannual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the Developer chooses to include any information in any Semiannual iteport or notice of occurrence of a Listed Event in addition to that which is specifically required by thii Disclosure Certificate, the Developer shall have no obligation under this Disclosure Certificate- to update such information or include it in any future Semiannual Report or notice of occuffence of a Listed Event.

SECTION 10. Dissemination Agent. The Developer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and D-2-5Page 347
03/25/2025 Item No.2.
may dischar ge any such Dissemination Agent, with or without appointing a successor Dissemination Agent The bissemination Agent may resign by providing 30 days' written notice to the Developer' The Developer shall be responsible for paying the fees and expenses of the Dissemination Agent.

SECTION I i. Default. In the event of a failure of the Developer to comply with any provision of this Disclosure Certificate, any holder or beneficial owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order' to cause the Developer to iomply with its obiigations under this Disclosure Certificate. A default under this Disclosure
-Certificate
stratt not be deemed an Event of Default under the Trust Agreement, and the sole remedy under this Disclosure Certificate in the event of any failure of the Developer to comply with this Disclosure Certificate shall be an action to compel performance.

SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Developer, the participating Underwriter, the District and holders and beneficial owners from time to time of the Bonds, and shall create no rights in any other Person.

SECTION 13. Notices. Any notices or communications to the Developer and the other parties described herein may be given as set forth in Exhibit A hereto or such other address that shall be specified by the Developer or the other parties described herein from time to time.

SECTION 14. Goveming Law. This Disclosure Certificate and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California.

IN WITNESS WI{EREOF, the undersigned has executed this Disclosure Certificate as of the day andyeat written above.

Totl West Inc. which will do business in California as
Toll Brothers West Inc., a Delaware corporation
By:

Gregory S. Van Dam,
Assistant Secretary
By
Todd Callahan,
Division President
D-2-6Page 348
03/25/2025 Item No.2.

EXHIBIT A TO CONTII\UING DISCLOSURE CERTIFICATE _ HOME BUILDER Any notices or communications to the Developer or the other parties described in the Continuing Disclosure Certificate - Home Builder may be given as follows:

To the Developer: Toll West Inc. which will do business in California as Toll Brothers West Inc., a Delaware corporation
110 Woodmere Road, Suite 120
Folsom, CA 95630
Attention: Greg Van Dam, P.E., Vice President, Land Development Email: gv [email protected]
Phone: (916) 461-4412
With a copy to O'Neil LLP
19800 MacArthur Blvd., Suite 650
Irvine, CA92612
Attention: Sandra Galle
Email: [email protected]
Phone: (949)798-0725
To the Issuer: Folsom Ranch Financing Authority
clo City of Folsom
50 Natoma Street
Folsom, CA 95630
Attention: Stacey Tamagni
Email : [email protected]
Phone: (916) 461-6081
To the Participating
Underwriter:

Piper Sandler & Co.
3626Fair Oaks Blvd., Suite 100
Sacramento, CA 95864
Attention: Dennis McGuire
Email: [email protected]
D-2-7Page 349
03/25/2025 Item No.2.

APPENDIX E

PROPOSED F''ORM OF'OPINION OF BOND COUNSEL
[To come]
E-l Page 350
03/25/2025 Item No.2.

APPENDIX F

DTC AND THE BOOK-ENTRY ONLY SYSTEM
The description that follows of the procedures and recordkeeping with respect to beneficial ownership interesti in the Bonds, payment of principal of, premium, if any, and interest on the Bonds to Participints or Beneficial Owners, confirmation and transfer of beneficial ownership interests in the Bonds, and other related transactions by and between DTC, Participants and Beneficial Owners, is based on information furnished by DTC which the Authority believes to be reliable, but the Authority does not take responsibility for the completeness or accuracy thereof. The Authority cannot and does not give any orrur*", that DTC, DTC Participants or Indirect Participants will distribute to the Beneficial Owners either (a) payments of principal, premium, tf qny, and interest with respect to the Bonds or (b) certificates representing ownershfu inturests in or other confirmation of ownership interests in the Bonds, or that they *itt to do in a timely basis or that DTC, DTC Participants or DTC Indirect Participants will act in the manner described in this Official Statement. The current "Rules" applicable to DTC are onfile with the Securities and Exchange Commission and the current "Procedures" of DTC to be followed in dealing with DTC Participants are onfile with DTC.

The Depository Company ("DTC"), New York, New York, will act as securities depository for the Bonds. The Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered bond certificate will be issued for each maturity of the Bonds in the aggregate principal u-o.rnt of such maturity, and will be deposited with DTC. If, however, the aggregate principal u*outrt of any maturity exceeds $500 million, one certificate will be issued with respect to each $500 million of principal amount, and an additional certificate will be issued with respect to any remaining principal amount of such maturity.

DTC, the world's largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, amember of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section l7A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over

3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over i00 countries) that DTC's participants ("Direct Participants") deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of i""uiiti"r certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation ("DTCC"). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC iystem is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has a Standard & Poor's rating of AA+. The DTC Rules applicable to its Panicipants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com.

F-1

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03/25/2025 Item No.2.

Purchases of the Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC's records. The ownership interest of each actual purchaser of each Bond (the "Beneficial Owner") is in turn to be recorded on the Direct and Indirect Farticipants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of ihe transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bondi are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Bonds, except in the event that use of the book-entry system for the Bonds is discontinued.

To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of bTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of the Bonds with DTC and their r"girt ution in the name of Cede & Co. (or such other DTC nominee) do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirementr ur *uy be in effect from time to time. Beneficial Owners of Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds, such as redempiions, tenders, defaults and proposed amendments to the Bond documents. For example' Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish io provide their names and addresses to the registrar and request that copies of notices be provided directly to them.

Redemption notices shall be sent to DTC. If less than all of the Bonds within a maturity are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed.

Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Bonds unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the Authority as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy).

Principal, redemption price, and interest payments with respect to the Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the Authority on a payable date in accordance with their respective holdings shown on DTC records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in "itreet name," and will be the responsibility of such Participant and not of DTC or its nolrnirr"", the Trustee, or the Authority, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal, redemption price and interest to Cede & Co. (or such F-2

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03/25/2025 Item No.2.
other nominee as may be requested by an authorized representative of DTC) is the responsibility of the Authority or the Trustee, disbursement of such payments to Direct Participants shall be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of Direct and Indirect Participants.

DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to the Authority or the Trustee. Under such circumstances, in the event that a successor depository is not obtained, bond certificates are required to be printed and delivered.

The Authority may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, bond certificates will be printed and delivered to DTC.

The information in this section concerning DTC and DTC's book-entry system has been obtained from sources that the Authority deems reliable, but the Authority takes no responsibility for the accuracy thereof.

THE TRUSTEE, AS LONG AS A BOOK.ENTRY ONLY SYSTEM IS USED FOR THE BONDS, WILL SEND ANY NOTICE OF REDEMPTION OR OTI{ER NOTICES ONLY TO CEDE & CO., OR ITS SUCCESSOR AS DTC'S PARTNERSHIP NOMINEE. ANY FAILURE OF CEDE & CO., OR ITS SUCCESSOR AS DTC'S PARTNERSHIP NOMINEE TO ADVISE ANY

PARTICIPANT, OR OF ANY PARTICIPANT TO NOTIFY ANY BENEFICIAL OWNER OF ANY

NOTICE AND ITS CONTENT OR EFFECT WILL NOT AFFECT THE VALIDITY OR

SUFFICIENCY OF TTM PROCEEDINGS RELATING TO TTM REDEMPTION OF THE BONDS CALLED FOR REDEMPTION OR OF ANY OTHER ACTION PREMISED ON SUCH NOTICE.

F-3

Page 353 ends

03/25/2025 Item No.2.

APPEIIDIX G

APPRAISAL
G-1

Page 354 ends

03/25/2025 Item No.2.

ATTACHMENT 6

Page 355 ends

03/25/2025 Item No.2.

OH&S DRAFT
u22t25
CITY OF FOLSOM COMMUNITY FACILITIES DISTRICT NO. 23
(FOLSOM RANCH) TMPROVEMENT AREA NO. 7
SPECIAL TAX BONDS, SERIES 2025

LOCAL OBLIGATION PURCHASE CONTRACT
APRrL l_1,2025
City of Folsom
Community Facilities District No. 23
(Folsom Ranch)
City of Folsom, City Hall
50 Natoma Street
Folsom, California 9 5 63 0
Ladies and Gentlemen:

The undersigned Folsom Ranch Financing Authority (the "Authority") offers to enter into this Local Obligation Purchase Contract (the "Local Obligation Purchase Contract") with you, the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the "Community Facilities District"), which, upon acceptance, will be binding upon the otherwise provided herein, allCommunity Facilities District and the Authority; and except as capitalized terms used herein shall have the meanings attributed as of April !,2025 (the "Indenture"), between the Community F Trust Company, National Association, as trustee (the "Trustee"). to them in the Indenture, dated
acilities District and U.S. Bank
1 Purchase" Sale and Deliverv of the Obligations.

Subject to the terms and conditions and in
agreements set forth herein, the Authority hereby agrees (a) reliance upon the
representations and to purchase from the
Community Facilities District, and the Community Facilities District hereby agrees to sell to the Authority, all (but not less than all) of the aggregate principal amount of the City of Folsom Community Facilities District No 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Bonds, Series 2025 (the "Local Obligations") issued under the Indenture, dated the date of their initial delivery, bearing interest payable on the dates and at the interest rates, and maturing on the dates and in the amounts and subject to the optional, extraordinary and mandatory redemption provisions, as set forth in Exhibit A attached hereto and incorporated herein.

The purchase price for the Local Obligations shall be $ which purchase price shall be paid from the proceeds of sale of the Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025, issued under the Trust Agreement, dated as of April 1, 2025, by and among the Authori
41 55-sss9-9960
ty, the Community Facilities District and U.S. Bank Trust

Page 356 ends

03/25/2025 Item No.2.

Company, National Association, as trustee (the "Trust Agreement"), which bonds issued under the Trust Agreement are referred to herein as the "Authority Bonds." The Local Obligations shall be substantially in the form described in, shall be issued and secured under the provisions of, and shall be payable as provided in the Indenture' (b) At 8:30 a.m., California time, on April | 1, 2025, or at such earlier or later time or date as shall be agreed by the Community Facilities District and the Authority (such time and date being herein referred to as the "Closing Date"), the Community Facilities District will deliver to the Authority at the offices of Orrick, Herrington & Sutcliffe LLP, Sacramento, California (or such other location as may be designated by the Authority and approved by the Community Facilities District) the Local Obligations in definitive forms, duly executed by the Community Facilities District and authenticated by the Trustee, and will deliver to the Authority the other documents herein mentioned; and the Authority will accept such delivery and pay the total purchase price of the Local Obligations as set forth in paragraph (a) of this section as provided in the Indenture (such delivery and payment being herein referred to as the "Closing").

2. F
The Community Facilities District represents to and agrees with the Authority that:
(a) The Community Facilities District is and will be at the Closing Date duly organizedand existing as a community facilities district under and by virtue of the laws of the State of California, with full power and authority to issue the Local Obligations and to carry out and consummate the transactions contemplated by the Local Obligations, this Local Obligation Purchase Contract, the Indenture and the Trust Agreement (collectively, the "Financing Documents"), and the Financing Documents are and will be at the Closing Date valid and binding obligations of the Community Facilities District; (b) When delivered to and paid for by the Authority at the Closing in accordance with the provisions of this Local Obligation Purchase Contract, the Local Obligations will have been duly authorized, executed, issued and delivered and will constitute valid and binding obligations of the Community Facilities District in conformity with, and entitled to the benefit and security of, the Indenture;
(c) By official action of the Community Facilities District, prior to or concurrently with the acceptance hereof, the Community Facilities District has authorized and approved the execution and delivery of the Financing Documents, and authotized and approved the performance by the Community Facilities District of the obligations on its part contained in the Financing Documents and has authorized and approved the consummation by the Community Facilities District of all other transactions contemplated by this Local Obligation Purchase Contract;
(d) There is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, governmental agency, public board or body, pending or, to the knowledge of the Community Facilities District, threatened against the Community Facilities District or its properties or operations (i) seeking to restrain or enjoin the issuance, sale, execution or delivery of the Local Obligations, (ii) in any way contesting or affecting the validity 2 4 I 55-5ss9-9960 Page 357
03/25/2025 Item No.2.
or enforceability of any of the Financing Documents, any proceedings of the Community Facilities District taken concerning the issuance or sale of the Local Obligations, the collection of the special tax securing the Local Obligations (the "special Tax") or the existence or powers of the iommunity Faciliiies District relating to the issuance of the Local Obligations or (iii) which, if determined adversely to the Community Facilities District or its interests, would have a material and adverse effect on the consummation of the transactions contemplated by or the validity of the Financing Documents or on the operations of the Community Facilities District with respect to the Local Obligations;
(e) The execution and delivery of the Financing Documents, and the consummation of the transactions therein and herein contemplated, and the fulfillment of or compliance with the terms and conditions thereof and hereof, will not conflict with or constitute a violation or breach of or default (with due notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indenture, mortgage, deed of trust, loan agreement, lease, contract or other agreement or insirument to which the Community Facilities District is a party or by which it or its-properties are otherwise subject or bound, or result in the creation or imposition of any prohibited fien, charge or encumbrance of any nature whatsoever upon any of the property or assets of the Community Facilities District, which conflict, violation, breach, default, lien, charge or encumbrance mighi have consequences that would materially and adversely affect the consummation of thelransactions contemplated by the Financing Documents or the operations of the Community Facilities District with respect to the Local Obligations; (0 The Community Facilities District is not in breach of or default under any applicable law or administrative regulation of the State of California or the United States or any appticaUte judgment or decree or any loan agreement, indenture, bond, note, resolution, agreement tr other instrument to which the Community Facilities District is a party or is Jherwise subject, which breach or default may have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Financing Documents, and no event has occurred and is continuing which, with the passage of time or the giving of notice, or both, would constitute such a breach or default under any such instrument; (g) All approvals, consents, authorizations, certifications and other orders of any govemmenial authority, board, agency or commission having jurisdiction, and all filings *ith;"y such entities, which would constitute conditions precedent to or the failure to obtain which would materially adversely affect the performance by the Community Facilities District of its obligations under the Financing Documents have been duly obtained, and no fuither consent, upprouil, authorization or other action or filing with or by any governmental or regulatory auihoriry having jurisdiction over the Community Facilities District is or will be required for the issue and sale of the Local Obligations or the consummation by the Community Facilities District of the other transactions described in the Financing Documents; (h) The Special Tax constituting the security for the Local Obligations has been duly and lawfully authorized under and pursuant to the Mello-Roos Community Facilities District Act of 1982 (the 'oAct") within Improvement Area No. 7 of the Facilities District (the "Improvement Area") and such Special Tax is secured by a valid and legally binding continuing lien on the land subject to the Special Tax as provided in the Act; 3 41 55-55s9-9960 Page 358
03/25/2025 Item No.2.
(i) The City Council, as legislative body of the Community Facilities District, has authorized and will annually levy and collect the Special Tax, in addition to amounts necessary to pay debt service on the Local Obligations, in an amount sufficient (subject to any maximum special tax permitted by law) to pay the Expenses arising directly from the administration or enforcement of the Local Obligations.

The execution and delivery of this Local Obligation Purchase Contract by the Community Facilities District shall constitute a representation by the Community Facilities District to the Authority that the representations and agreements contained in this Section 2 are true as of the date hereof; provided, that as to all matters of law the Community Facilities District is relying on the advice of counsel to the Community Facilities District; and provided further, that no member of the City Council, as legislative body of the Community Facilities District, shall be individually liable for the breach of any representation, warranty or agreement contained herein.

3. Conditions to the Purchase of the Local Obligations by the Authoritv. The obligation of the Authority to accept delivery of and pay for the Local Obligations on the Closing Date shall be subject, at the option of the Authority, to (i) the accuracy in all material respects of the representations and agreements on the part of the Community Facilities District contained herein as of the date hereof and as of the Closing Date, (ii) the accuracy in all material respects of the statements of the officers and other officials of the City for and on behalf of the Community Facilities District made in any certificates or other documents, furnished pursuant to the provisions hereof, and (iii) the performance by the Community Facilities District of its obligations to be performed hereunder at or prior to the Closing Date and to the following additional conditions:
(a) At the Closing Date, the Financing Documents shall be in full force and effect in the form heretofore submitted to the Authority and there shall have been taken in connection with the issuance of the Local Obligations and with the transactions contemplated thereby and by this Local Obligation Purchase Contract, all such actions as, in the opinion of Orrick, Herrington & Sutcliffe LLP ("Bond Counsel"), shall be necessary and appropriate; (b) At the Closing Date, the Financing Documents shall not have been amended, modified or supplemented, except as may have been agreed to by the Authority; (c) At or prior to the Closing Date, the Authority and the Trustee shall have received the following documents, in each case satisfactory in form and substance to the Authority:
(1) An executed copy of each of the Financing Documents; (2) An unqualified approving opinion of Bond Counsel, dated the Closing Date and addressed to the Community Facilities District, as to the validity of the Local Obligations;
(3) An opinion of the City Attorney, dated the Closing Date and addressed to the Community Facilities District and the Authority, in substantially the form 4 4 l ss-ss59-9960 Page 359
03/25/2025 Item No.2.
attached hereto as Exhibit B; and
(4) Such additional legal opinions, certificates, proceedings, instruments and other documents as the Authority or Bond Counsel may reasonably request to evidence compliance by the Community Facilities District with legal requirements, the truth and accuracy, as of the Closing Date, of the representations of the Community Facilities District contained herein, and the due performance or satisfaction by the Community Facilities District at or prior to such time of all agreements then to be performed and all conditions then to be satisfied by the Community Facilities District.

If the Community Facilities District shall be unable to satisfu the conditions to the Authority's obligations contained in this Local Obligation Purchase Contract, this Local Obligation Purchase Contract shall terminate and neither the Authority nor the Community Facilities District shall have any further obligation hereunder.

4. Expenses. All expenses and costs of the Community Facilities District and the Authority incident to the authorization, issuance and sale of the Local Obligations and the Authority Bonds, including fees and expenses of consultants, the Trustee, the appraiser, Bond Counsel and counsel for the Community Facilities District and the underwriting fees and expenses incurred by the Authority in connection with the sale of the Authority Bonds shall be paid by the Community Facilities District or the City on its behalf, and the Community Facilities birtti"t agrees that it will pay such expenses and costs from the proceeds of the Local Obligations.

5. Notices. Any notice or other communication to be given to the Community Facilities District under this Local Obligation Purchase Contract may be given by delivering the same in writing at the Community Facilities District's address set forth above, Attention: Finance Director, and any such notice or other communications required to be given to the Authority may be given by delivering the same in writing to the Authority at 50 Natoma Street, Folsom, California 95630, Attention: Treasurer. The approval of the Authority when required hereunder or the determination of their satisfaction as to any document referred to heiein shall be in writing signed by the Authority and delivered to the Community Facilities District.

6. Parties In Interest: Governing Law. This Local Obligation Purchase Contract is made solely for the benefit of the Community Facilities District, the Authority and the Trustee and no other persons, partnership, association or corporation shall acquire or have any right hereunder or by virtue hereof. This Local Obligation Purchase Contract shall be governed by the laws of the State of California.

7. Pledge: Assignment. The Community Facilities District hereby approves the pledge and assignment of all the Authority's right, title and interest in the Local Obligations to the Trustee under the Indenture for the benefit of the owners of the Authority Bonds.

8. Limitation on Liability. The Authority shall incur no liability hereunder or by reason hereof or arising out of the transactions contemplated hereby, and shall be under no othgution to purchase the Local Obligations hereunder, except from proceeds of the Authority 5 41 55-5ss9-9960 Page 360
03/25/2025 Item No.2.

Bonds available therefor held by the Trustee under, and subject to the conditions set forth in, the Indenture. The Community Facilities District shall incur no liability hereunder or by reason hereof or arising out of the iransactions contemplated hereunder, except as otherwise provided in Sections a and 5 hereol or be obligated to make any payments with respect to the Local Obligations, except from amounts pledged to the payment of the Local Obligations (including the S-pecial Tax levied and collected in the Improvement Area) pursuant to the terms thereof. 6 4155-5559-9960 Page 361
03/25/2025 Item No.2.
g. Counterparts. This Local Obligation Purchase Contract may be signed in two or more counterparts; all such counterparts, when signed by all parties, shall constitute but one single agreement.

F'OLSOM RANCH FINANCING AUTHORITY
Stacey Tamagni
Treasurer
ACCEPTED AND AGREED TO:

CITY OF FOLSOM
COMMUNITY FACILITIES DISTRICT NO. 23
(FOLSOM RANCH)
By
Stacey Tamagni
Finance Director of the City of Folsom
By
7 4155-5559-9960 Page 362
03/25/2025 Item No.2.

Exhibit A
Local Obligations Maturity Schedule and Redemption Provisions Maturitv Schedule
Maturity Date
(September 1) Principal Amount Interest Rate
%$
* Term Bonds
Redemption Provisions
Extraordinary Redemption. The Local Obligations are subject to extraordinary redemption by the Community Facilities District prior to their respective maturity dates, as a whole or in part on any interest payment date on or after [September 1, 2025f, from funds derived by the Community Facilities District from prepayments of the Special Tax, upon mailed notice as provided in the Indenture, at the following redemption prices (computed upon the principal amount of the Local Obligations or portions thereof called for redemption) together with accrued interest thereon to the date fixed for redemption, to wit:
103% if redeemed on an interest payment date on or after [September l, 2025f, through [March 1,20--];
102% if redeemed on an interest payment date on [September 1,20 f, or [March 1,20 l;
l0l% if redeemed on an interest payment date on [September 1,20 1, or [March 1,20 l;and
100% if redeemed on fseptember l, 20 f, or any interest payment date thereafter.
4155-5ss9-9960
A-1

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03/25/2025 Item No.2.

Optional Redemption. The Local Obligations are subject to optional redemption by the Community Facilities District prior to their respective maturity dates as a whole or in part on any date on or after [September 1,20 f, from funds derived by the Community Facilities District from any source other than such Minimum Sinking Fund Account Payments deposited in the Sinking Fund Subaccount or such prepayments of the Special Tax, upon mailed notice as provided in the Indenture, at the following redemption prices (computed upon the principal amount of the Local Obligations or portions thereof called for redemption) together with accrued interest thereon to the date fixed for redemption:
103% if redeemed on any date on or after [September 1,20 f, through [August 31,20--l;
102% if redeemed on any date from [September 1,20 1, through [August 31, 20);
l0l% if redeemed on any date from [September 7,20-f, through [August 31, 20); and
I}}yoif redeemed on [September 1,20 l, and any date thereafter. of The Local
Obligations maturing on September 1, 201-1, are subject to mandatory redemption by the Community Facilities District prior to their maturity date in part on September 1 in each of the years 20f-l through 20[ ], both years inclusive; and the Local Obligations maturing on September 1,201 f, are subject to mandatory redemption by the Community Facilities District prior to their maturity date in part on September 1 in each of the years 20[ I through 201-], both years inclusive, in each case solelY from Minimum Sinking Fund Account Payments deposited in the Sinking Fund Subaccount, upon mailed notice as provided in the Indenture, at a redemption price equal to one hundred percent (100%) of the principal amount thereof called for redemption together with accrued interest thereon to the date fixed for redemption.

Minimum Sinking Fund Account Payments are established for the mandatory redemption and payment of the Local Obligations described in the paragraph above, which payments shall become due during the years ending on the dates and in the amounts as set forth in the following schedules (except that if any of the Local Obligations shall have been optionally redeemed or redeemed from- property owner prepayments, the amounts of the Minimum Sinking Fund Account payments shalL be reduced proportionately by the principal amount of all such Local Obligations so redeemed), namelY:
4rss-5559-9960
A-2

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03/25/2025 Item No.2.

Local Obligation Maturing September 1.201 I
Year Minimum
Ending Sinking Fund
September 1 Account Payment
$
* Maturity
Local Obligation Maturing September 1.20[ I
Year Minimum
Ending Sinking Fund
September I Account Payment
$
* Maturity
4l 55-5559-9960
A-3

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03/25/2025 Item No.2.

Exhibit B
[Form of City Attomey Opinion]
Aprill 1,2025
Folsom Ranch Financing AuthoritY
Folsom, California
City of Folsom
Community Facilities District No. 23
(Folsom Ranch)
Folsom, California
Piper Sandler & Co.
.

Sacramento, Califomia
U.S. Bank Trust Company, National Association
Los Angeles, California
City of Folsom Community Facilities District No. 23
(Folsom Ranch) Improvement Area No. 7
Special Tax Bonds. Series 2025
Ladies and Gentlemen:

I have served as counsel to the City of Folsom (the *City") in connection with the issuance, sale and delivery of the above-referenced securities (collectively, the "Local Obligations") by the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the;Community Facilities Districf'), and this letter is being delivered pursuant to the Local Obligation Purchase Contract dated as of April I l, 2025 (the "Local Obligation Purchase Contiact"), by and between the Folsom Ranch Financing Authority (the "Authority") and the Community Facilities District, and all capitalized terms not otherwise defined herein have the meanings ascribed thereto in the Local Obligation Purchase Contract.

As such counsel, I have examined and am familiar with (i) those documents relating to the existence, orgarization and operation of the Community Facilities District, including Resolution No. 10435, duly adopted by the City Council of the City (the "City Council") on May 26, 2020, establishing the Community Facilities District and designating various improvement areas therein, and Resolution No , duly adopted by the City Council on December 14,202I, designating Improvement Area No. 7 (the "Improvement Area") within the Community Facilities District; (ii) Resolution No. of the City Council approving the issuance of the Local Obligations, the issuance of the Authority Bonds, the Financing Documents and the Official Statement (such resolutions referenced in (i) and (ii), together the "Resolutions"); (iii) all necessary documentation of the Community Facilities District relating to the authoization, execution and delivery of the Local Obligations and all of the Financing Documents; (iv) the Preliminary Ofhcial Statement, dated March ll,2025 (the 4 lss-5559-9960
B-1

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03/25/2025 Item No.2.
"Preliminary Official Statement") relating to the Authority Bonds; (v) the Official Statement, dated April I l, 2025 (the "Official Statemenf') relating to the Authority Bonds; and (vi) the Continuing Disclosure Certificate of the Community Facilities District, dated the date hereof (the "Continuing Disclosure Certificate") relating to the Authority Bonds.

Based on the foregoing, I am of the opinion that:

1. The Community Facilities District is a community facilities district duly organized and existing pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), being Chapter 2.5,Part 1, Division 2,Title 5 of the Government Code of the State of California.

2. The Resolutions have been duly adopted at meetings of the City Council, acting as the legislative body of the Community Facilities District, which were called and held pursuant to law and with all public notice required by law and at which a quorum was present and acting throughout, ffid the Resolutions are in full force and effect and have not been modified, amended, rescinded or repealed since the date of their respective adoption.

3. The Community Facilities District has the full legal right, power and authority to execute, deliver and perform its obligations and duties under the Financing Documents and the Continuing Disclosure Certificate, including the right and power under the Act to execute the Indenture.

4. The Community Facilities District has complied with the provisions of applicable law in all matters relating to the transactions contemplated by the Financing Documents and the Continuing Disclosure Certificate.

5. The Financing Documents; the Continuing Disclosure Certificate; the Letter of Representations of the Community Facilities District, dated April [-], 2025 (the "Community Facilities District Letter of Representations" and, together with the Financing Documents and the Continuing Disclosure Certificate, the ooCommunity Facilities District Documents") and the Official Statement have each been duly and lawfully authorized, executed and delivered by the Community Facilities District, are each in full force and effect and, assuming due authorization, execution and delivery by the other parties thereto, each constitutes alegal, valid and binding agreement of the Community Facilities District enforceable against it in aicordance with its terms, subject to laws relating to bankruptcy, insolvency, reorganization, arrangement, fraudulent conveyance, moratorium and other similar laws relating to or affecting the enforcement of creditors' rights generally and to the application of equitable principles if equitable remedies are sought, to the exercise of judicial discretion in appropriate cases and to the limitations on legal remedies against community facilities districts in the State of California.

6. The Indenture and the Local Obligations have been duly and validly authorized, sold, executed, authenticated and delivered, as applicable, in accordance with the Act and with the Indenture.

7. No approval, consent or authorization of any govefirmental or public agency, authority or person is required for the execution and delivery by the Community Facilities District of the Financing Documents or the Continuing Disclosure Certificate or the 4rss-sss9-9e60
B-2

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performance by the Community Facilities District of its respective obligations thereunder.

8. The execution and delivery of the Financing Documents and the Continuing Disclosure Certificate by the Community Facilities District, and compliance with the provisions thereof, will not conflict with or constitute a breach of, or default under, any instrument relating to the orgarization, existence or operation of the Community Facilities District, or any commitment, agreement or other instrument to which the Community Facilities District is a party or by which it or its property is bound or affected, or any ruling, regulation, ordinance, reiolution, judgment, order or decree to which the Community Facilities District (or any of its officers in their respective capacities as such) is subject or any provision of the laws of the State of California relating to the Community Facilities District and its affairs. g. The Local Obligations are valid and binding special tax obligations of the Community Facilities District payable from proceeds of the Special Tax and the other funds provided in the Indenture for such payment and are enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization, arrangement, fraudulent conveyance, moiatorium and other similar laws relating to or affecting creditors' rights, to the application of equitable principles where equitable remedies are sought, to the exercise ofjudicial discretion in appropriate cases and to the limitations on legal remedies against community facilities districts in the State of California, andthe terms of the Act and of the Indenture.

10. Based upon my review of the Preliminary Official Statement, and without having undertaken to determine independently the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement, nothing has come to my attention which would lead me to believe that the Preliminary Official Statement (excluding therefrom the financial statements and the statistical data and the information concerning The Depository Trust Company, the book-entry system and the appendices thereto, as to which no opinion is expressed) as of its date and as of the date of the Local Obligation Purchase Contract contained any untrue statement of a material fact with respect to the Community Facilities District or omitted or omits to state any material fact with respect to the Community Facilities District necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.

11. Based upon my review of the Official Statement, and without having undertaken to determine independently the accuracy, completeness or fairness of the statements contained in the Official Statement, nothing has come to my attention which would lead me to believe that the Official Statement (excluding therefrom the financial statements and the statistical data and the information conceming The Depository Trust Company, the book-entry system and the appendices thereto, as to which no opinion is expressed) as of its date and the date hereof contained or contains any untrue statement of a material fact with respect to the Community Facilities District or omitted or omits to state any material fact with respect to the Community Facilities District necessary to make the statements therein, in light of the circumstances under which they were made, not misleading'

12. Except as may be stated in the Official Statement, there is no action, suit, proceeding or investigation before or by any court, public board or body pending (notice of which has been served on the City or the Community Facilities District) or, to my knowledge, 4 I 55-5559-9960
B-3

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threatened wherein an unfavorable decision, ruling or finding would: (a) affect the creation, organization, existence or powers of the City or the Community Facilities District, or the titles of their members and officers to their respective offrces; or (b) affect the validity of the Community Facilities District Documents or restrain or enjoin the repayment of the Local Obligations or in any way contest or affect the validity of the Community Facilities District Documents or contest the authority of the Community Facilities District to enter into or perform its obligations under any of the Community Facilities District Documents or under which a determination adverse to the City or the Community Facilities District would have a material adverse effect upon the f,rnancial condition or the revenues of the City or the Community Facilities District, questions the right of the Community Facilities District to use the Special Tax levied within the Improvement Area for the repayment of the Local Obligations or affects in any manner the right or ability of the Community Facilities District to collect or pledge the Special Tax levied within the Improvement Area for the repayment of the Local Obligations.

Very truly yours,
City Attorney
4155-5559-9960
B-4

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03/25/2025 Item No.2.

ATTACHMENT 7

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03/25/2025 Item No.2.

Stradling Yocca Carlson & Rauth
Draft of March 12, 2025
$

F'OLSOM RANCH FINANCING AUTHORITY
CITY OF FOLSOM COMMUNITY FACILITIES DISTRICT NO.23
(FOLSOM RANCH) IMPROVEMENT AREA NO. 7

SPECIAL TAX RI,VENUE BONDS
SERIES 2025

BOND PURCHASE AGREEMENT
02025
Folsom Ranch Financing AuthoritY
50 Natoma Street,
Folsom, California 95630
Ladies and Gentlemen:

Piper Sandler & Co., as underwriter (the "Underwriter"), acting not as a fiduciary or agent for you, but on behalf of itself, offers to enter into this Bond Purchase Agreement (this "Purchase Agreement") with the Folsom Ranch Financing Authority (the "Authority"), which upon acceptance will be binding upon the Underwriter and the Authority. The agreement of the Underwriter to purchase the Bonds (as hereinafter defined) is contingent upon the Authority purchasing from the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the "Community Facilities District") the Community Facilities District's Improvement Area No. 7 Special Tax Bonds, Series 2025 (the "special Tax Bonds") in the aggregate principal amount of $ and upon the Authority and the Community Facilities District satisfying all of the obligations imposed upon them under this Purchase Agreement. This offer is made subject to the Authority's acceptance by the execution of this Purchase Agreement and its delivery to the Underwriter at or before 8:00 P.M., California time, on the date hereof, and, if not so accepted, will be subject to withdrawal by the Underwriter upon notice delivered to the Authority at any time prior to the acceptance hereof by the Authority. All capitalized terms used herein, whictr are not otherwise defined, shall have the meaning provided for such terms in the Trust Agreement, dated as of 1,2025 (the "Trust Agreement"), by and among the Authority, U-.S. Bank Trust Company, National Association, as trustee (the "Trustee") and the Community Facilities District. The Special Tax Bonds are being issued pursuant to an Indenture dated as of 1,2025 (the "District Indenture"), by and between the Community Facilities District and U.S. Bank Trust Company, National Association, as trustee (the "District Trustee").

1. Purchase. Sale and Delivery of the Bonds.

Subject to the terms and conditions and in reliance upon the representations, walranties and agreements set forth herein, the Underwriter hereby agrees to purchase from the Authority and the Authority hereby agrees to sell to the Underwriter all (but not less than all) of the $- aggregate principai u1noutrt of tn" Folsom Ranch Financing Authority City of Folsom Community Facilities birt.i"t No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025 (the "Bonds"), dated the Closing Date (as hereinafter defined), bearing interest at the rates and

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maturing on the dates and in the principal
for the Bonds shall be $
amounts set forth in Exhibit A hereto. The purchase price (being l00yo of the aggregate principal amount thereof
From the proceeds of the Bonds, the Authority
less an Underwriter's
agrees to purchase the[plus/less] [net] original [premium/discount] of $ andlssue discount of $
Special Tax Bonds from the Community Facilities D
Obligation Purchase Contract (the "Local Obligation P
istrict pursuant to the terms of the Local
urchase Contract"), dated _) 2025, by
and between the Community Facilities District and the Authority.

The Bonds shall be substantially in the form described in, shall be issued and secured under the provisions of, and shall be payable from the Revenues as provided in the Trust Agreement, the Official Statement (as hereinafter defined), and the Marks-Roos Local Bond Pooling Act of 1985, as amended, being Article 4,Chapter 5, DivisionT, Title 1 of the Government Code of the State of California (the i'Bond Law"). The issuance of the Bonds has been duly authorizedby the Authority pursuant to Resolution No. _-Folsom Ranch FA (the "Authority Resolution") adopted by the Governing Board oh _: 2025. The net proceeds of the Bonds will be used to purchase the Special Tax Bonds.

The Special Tax Bonds shall be substantially in the form described in, shall be issued and secured undei the provisions of, and shall be payable from Special Tax (as defined in the District Indenture) as provided in the District Indenture.

The Special Tax Bonds are issued under the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter2.5, Partl, Division2,Title5 of the Govemment Code of the State of California (the:'Community Facilities District Act"). The issuance of the Special Tax Bonds, the preparation and distribution of the Preliminary Official Statement and the Local Obligation Purchase Contract have been duly authorized by the City Council of the City of Folsom (the "City Council") acting as the legislative body for the Community Facilities District, pursuant to Resolution No. -
(the 'Communlty Facilities District Resolution") adopted on -
,2025. The net proceeds of
the Special Tax Bonds will be used, as indicated in the District Indenture, for the following pu{poses:
(1) finance the acquisition of certain public facilities; (2) fund a debt service reserve account; and (3) pay certain costs of issuance of the Bonds and the Special Tax Bonds.

Prior to the acceptance of this Purchase Agreement by the Authority, the Authority shall have caused to be delivered to the Underwriter: (i) the Letter of Representations of the Community Facilities District (the "District Letter of Representations") in substantially the form set forth in Exhibit B hereto; and (ii) aLetter of Representations (the "Developer Letter of Representations") of Toll West Inc., which *iU ao business in California as Toll Brothers West Inc., a Delaware corporation ( the ,.Developer") in substantially the form set forth in Exhibit C hereto.

A. The Authority acknowledges that the Underwriter is entering into this Purchase Agreement in reliance on the representations and agreements made by the Authority herein and by the Community Facilities District in the District Letter of Representations, and the Authority shall take all action n""ertu.y to enforce its rights hereunder for the benefit of the Underwriter and shall immediately notify the Underwriter if it becomes aware that any representation or agreement made by the Authority herein is incorrect in any material respect.

The Authority acknowledges and agrees that: (i) the purchase and sale of the Bonds pursuant to this Purchase Agreement is an arm's-length commercial transaction between the Authority and the Underwriter; (ii) in connection therewith and with the discussions, undertakings and procedures 2

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leading up to the consummation of such transaction, the Underwriter is and has been acting solely as princifal and is not acting as a Municipal Advisor (as defined in Section 15B of the Securities b*chatrge Act of 1934, as amended); (iii) the Underwriter has not assumed an advisory or fiduciary r.rponribility in favor of the Authority, the Community Facilities District or the City of Folsom (the "City") with respect to the offering contemplated hereby or the discussions, undertakings and pro"Ld.rr"r leading thereto (irrespective of whether the Underwriter has provided other services or is lurrently providing other services to the Authority, the Community Facilities District or the City on other matters); and (iv) the Authority, the Community Facilities District and the City have consulted their own legal, financial and other advisors to the extent that they have deemed appropriate.

B. Pursuant to the authorization of the Authority, the Underwriter has distributed copies of the Preliminary Official Statement dated
-,2025,
relating to the Bonds, which, together
*ith th" cover page, inside cover page and appendices thereto is herein called the "Preliminary Official Statement." By its acceptance of this Purchase Agreement, the Authority hereby ratifies the use by the Underwriter of the Preliminary Official Statement, and the Authority agrees to execute a final official statement relating to the Bonds (including any supplements and/or amendments thereto, the "Official Statement") which will consist of the Preliminary Official Statement with such changes as may be made thereto, with the approval of Orrick Herrington & Sutcliffe LLP, the Community Faciliiies District's and the Authority's Bond Counsel ("Bond Counsel") and Disclosure Counsel ("Disclosure Counsel"), and the Underwriter, and to provide copies thereof to the Underwriter as set forth in Section 3.N hereof. The Authority hereby authorizes the Underwriter to use and promptly distribute, in connection with the offer and sale of the Bonds, the Preliminary Official Statement, the Official Statement and any supplement or amendment thereto. The Authority further authorizes the Underwriter to use and distribute, in connection with the offer and sale of the Bonds, the Trust Agreement, the District Indenture, this Purchase Agreement, the Local Obligation Purchase Contract ant all information contained herein, and all other documents, certificates and statements fumished by or on behalf of the Authority, the Community Facilities District or the City to the Underwriter in connection with the transactions contemplated by this Purchase Agreement.

C. To assist the Underwriter in complying with Securities and Exchange Commission Rule l5c2-12(b)(5) (the "Rule"), the Community Facilities District will undertake for and on behalf of the Authority pursuant to the Continuing Disclosure Certificate, in the form attached to the Official Statement as Appendix D-l (the "Continuing Disclosure Certificate"), to provide annual reports and notices of certain enumerated events. A description of this undertaking is set forth in the Preliminary Official Statement and will also be set forth in the Official Statement.

D. Except as the Underwriter and the Authority may otherwise agree, the Authority will deliver to the Underwriter, at the offices of Bond Counsel in Sacramento, California, or at such other location as may be mutually agreed upon by the Underwriter, the Community Facilities District and the Authority, the documents hereinafter mentioned; and the Authority will deliver to the Underwriter through the facilities of The Depository Trust Company ("DTC") in New York, New York, the Bonds, in definitive form (all Bonds bearing CUSP numbers), duly executed by the Authority and authenticated by the Trustee in the manner provided for in the Trust Agreement and the Bond Law at 8:00 a.m. Califomia time, or
-,
2025 (the "Closing Date"), and the Underwriter
will accept such delivery and pay the purchase price of the Bonds as set forth in the first paragraph of this Section by wire transfero payable in federal or other immediately available funds (such delivery and payment being herein referred to as the "Closing"). The Bonds shall be in fully registered book- entry form (which may be typewritten) and shall be registered in the name of Cede & Co., as nominee ofDTC.

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2. Public Offering and Establishment of Issue Price.

A. The Underwriter agrees to make a bona fide public offering of all of the Bonds initially at the public offering prices (or yields) set forth in Exhibit A attached hereto and incorporated herein by refeience. Subsequent to the initial public offering, the Underwriter reserves the right to change tire public offering pri""s (or yields) as it deems necessary in connection with the marketing of the Bonds, provided that ttre Underwriter shall not change the interest rates set forth in Exhibit A. The Bonds maybe offered and sold to certain dealers at prices lower than such initial offering prices.

B. The Underwriter agrees to assist the Authority in establishing the issue price of the Bonds and shall execute and deliver to the Authority at Closing an "issue price" or similar certificate, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit F, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Underwriter, the Authority and Bond Counsel, to accurately reflect, as applicable, theiales price or prices or the initial offering price or prices to the public of the Bonds. All u"iionr to be taken Uy ttre Authority under this section to establish the issue price of the Bonds may be taken on behalf of the Authority by Fieldman, Rolapp & Associates,Inc. (the "Municipal Advisor") and any notice or report to be provided to the Authority may be provided to the Municipal Advisor.

C. Except as otherwise set forth in Exhibit A, the Authority will treat the first price at which lyYo of eachmaturity of the Bonds (the "107o test") is sold to the public as the issue price of that maturity (if different interest rates apply within a maturity, each separate CUSIP number within that maturity will be subject to the l0% test). At or promptly after the execution of this Purchase Agreement,ihr Und..*riter shall report to the Authority the price or prices at which it has sold to the p,iUti" each maturity of the Bonds. If at that time the 107o test has not been satisfied as to any maturity ^of
tn" Bonds, the Underwriter agrees to promptly report to the Authority the prices at which it sells the unsold Bonds of that maturity to the public. That reporting obligation shall continue, whether or not the Closing Date has occurred, until the 107o test has been satisfied as to the Bonds of that maturity or until all Bonds of that maturity have been sold to the public.

D. The Underwriter confirms that it has offered the Bonds to the public on or before the date of this Purchase Agreement at the offering price or prices (the "initial offering price")o or at the corresponding yield or yields, set forth in Exhibit A, except as otherwise set forth therein.

Exhibit A also sets forth, identified under the column "Hold the Offering Price Rule Used," as of the date of this Purchase Agreement, the maturities, if any, of the Bonds for which the 10% test has not been satisfied and for which the Authority and the Underwriter agree that the restrictions set forth in the next sentence shall apply, which will allow the Authority to treat the initial offering price to the public of each such maturity as of the sale date as the issue price of that maturity (the "hold-the- bffering-price rule"). So long as the hold-the-offering-price rule remains applicable to any maturity of the gonds, the Underwriter will neither offer nor sell unsold Bonds of that maturity to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following:

1. the close of the fifth (5th) business day after the sale date; or Z. the date on which the Underwriter has sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. 4

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03/25/2025 Item No.2.

The Underwriter shall promptly advise the Authority when it has sold 70o/o of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public, if that occurs prior to the close of the fifth (5th) business day after the sale date.

E. The Undenzvriter confirms that any selling group agreement and any retail distribution agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each dealer who is a member of the selling g.oup *a each broker-dealer that is a party to such retail distribution agreement, as applicable, to: (1) ieport the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notifiedty the Underwriter that either the I\o/otest has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public; and (2) comply with the hold-the-offering- price rule, if applicable, in each case if and for so long as directed by the Underwriter. The Authority acknowledgeJthat, in making the representation set forth in this subsection, the Underwriter will rely on: (A) in the event that a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the hold-the-offering-price rule, if applicable, as set forth in a selling group agreement and the related pricing wires; and (B) in the event that a retail distribution agreement was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the hold-the-offering-price rule, if applicable, as set forth in the retail distribution agreement and the related pricing wires. The Authority further acknowledges that the Underwriter shall not be liable for the failure of any dealer who is a member of a selling group, or of any broker-dealer that is a pafiy to a retail distribution agreement, to comply with its corresponding agreement regarding the hold-the-offering-price rule as applicable to the Bonds.

F. The Underwriter acknowledges that sales of any Bonds to any person that is a related party to the Underwriter shall not constitute sales to the public for purposes of this section.

Further, for purposes of this section:

1. "public" means any person other than an underwriter or a related party;

2. oounderwriter" means: (A) any person that agrees pursuant to a written contract with the Authority (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public; and (B) any person that agrees pursuant to a wrifte; contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the public);

3. a purchaser of any of the Bonds is a o'related party" to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to: (A) at least 50%o common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another); (ii) more than50Yo common ownership of their capiial interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another); or (iii) more than 50o% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other); and

4. "sale date" means the date of execution of this Purchase Agreement by all parties.
5

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03/25/2025 Item No.2.

3. Representations and Covenants of the Authority. The Authority represents and covenants to the Underwriter that:

A. The Authority is a joint exercise of powers authority, duly organized and existing under the Constitution and laws of the State of California (the "State"), and formed pursuant to Artiiles I through 4 (commencing with Section 6500) of Chapter 5, Division T,Title 1 of the Government Code (the "JPA Act"), with full right, power and authority: (i) to enter into this Purchase Agreement; (ii) to enter into the Trust Agreement; (iii) to adopt the Authority Resolution authorizing th. irruurr." of the Bonds and entry into this Purchase Agreement and the Trust Agreement and to take all other actions on the part of the Authority relating thereto (the "Authority Proceedings"); (iv) to issue, sell and deliver the Bonds to the Underwriter as provided herein; (v) to purchase the Special Tax Bonds; and (vi) to carry out and consummate the transactions on its part contemplated by this Purchase Agreement, the Trust Agreement and the Official Statement.

The Trust Agreement, the Bonds, the Local Obligation Purchase Contract and this Purchase Agreement are collectively referred to herein as the "Authority Documents." B. By all necessary official action of the Authority, the Authority has duly authorized and approved the execution and delivery by the Authority of, and the performance by the Authority of the bbligations on its part contained in, the Authority Documents, and has approved the use by the Underwriter of the Preliminary Official Statement and the Official Statement and, as of the date hereof, such authorizations and approvals are in full force and effect and have not been amended, modified or rescinded. When executed and delivered by the parties thereto, the Authority Documents will constitute the legally valid and binding obligations of the Authority enforceable upon the Authority in accordance with their respective terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or affecting creditors' rights generally. The Authority has complied, and will at the Closing Date be in compliance in all respects, with the terms of the Authority Documents that are applicable to the Authority.

C. The information in the Preliminary Official Statement and in the Offlrcial Statement relating to the Authority and the Bonds (other than statements pertaining to the book-entry system, as to which no view is expressed), does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, upon delivery and up to and including 25 days after the End of the Underwriting Period (as defined in paragraph (D) below), the Official Statement will be amended and supplemented so as to contain no misstatement of any material fact or omission of any statement necessary to make the statements contained therein, in the light of the circumstances in which such statements were made, not misleading.

D. Up to and including 25 days after the End of the Underwriting Period (as defined below), the Authority will advise the Underwriter promptly of any proposal to amend or supplement the Official Statement and will not effect or consent to any such amendment or supplement without the consent of the Underwriter, which consent will not be unreasonably withheld. The Authority will advise the Underwriter promptly of the institution of any proceedings known to it by uny gon"-mental agency prohibiting or otherwise materially affecting the use of the Official Statement in connection with the offering, sale or distribution of the Bonds. As used herein, the term "End of the Underwriting Period'o means the later of such time as: (i) the Bonds are delivered to the Underwriter; or (ii) the Underwriter does not retain, directly or as a member of an underwriting syndicate, an unsold balance of the Bonds for sale to the public. Unless the Underwriter gives notice 6

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03/25/2025 Item No.2.
to the contrary, the End of the Underwriting Period shall be deemed to be the Closing Date. Any notice delivered pursuant to this provision shall be a written notice delivered to the Authority and the City at or prior to ttre Closing Date, and shall specify a date (other than the Closing Date) to be deemed the "End of the Underwriting Period."
E. As of the time of acceptance hereof and as of the Closing Date, except as otherwise disclosed in the Official Statement, the Authority is not, and as of the Closing Date, will not be, in breach of or in default under any applicable constitutional provision, law or administrative rule or regulation of the State or the United States, or any applicable judgment or decree or any trust agreernent, loan agreement, bond, note, resolution, ordinance, agreement or other instrument to which tlie Authority is a party or is otherwise subject; and no event has occurred and is continuing which, with the puriug" oi time or the giving of notice, or both, would constitute a default or event of default under uny .u"h instrument; which breach, default or event could have an adverse effect on the Authority's ability to perform its obligations under the Authority Documents; and, as of such times' except ai disclosed in ihe Official Statement, the authorization,execution and delivery of the Authority Documents and compliance by the Authority with the provisions of each of such agreements or instruments does not and will not conflict with or constitute a breach of or default under any applicable constitutional provision, law or administrative rule or regulation of the State or the United States, or any applicable judgment, decree, license, permit, trust agreement, loan agreement, bond, note, resoluiiott, ordinanci, agreement or other instrument to which the Authority (or any of its officers in their respective capacities as such) is subject, or by which it or any of its properties is bound; nor will uny ,u"h authorization, execution, delivery or compliance result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of its assets or propertles or under the terms of any such law, regulation or instrument, except as may be provided by the Authority Documents.

F. At the time of acceptance hereof there is, and as of the Closing Date, there will be no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, government agency, public board or body (collectively and individually, an "Action") pending (notice of *ni"n has been served on the Authority) or to the knowledge of the Authority threatened, in which any such Action: (i) in any way questions the corporate existence of the Authority or the titles of the ofii""r. of the Authority to their respective offices; (ii) affects, contests or seeks to prohibit, restrain or enjoin the issuance or delivery of any of the Bonds, or the payment or collection of Revenues (as defined in the Trust Agreement) or any amounts pledged or to be pledged to pay the principal of and interest on the Bonds, -r in any way contests or affects the validity of the Authority Documents or the consummation of the transactions on the part of the Authority contemplated thereby; (iii) contests the exclusion of the interest on the Bonds from federal or state income taxation or contests the powers of the Authority which may result in any material adverse change relating to the financial condition of the Authority; or (iv) contests the completeness or accuracy of the Preliminary Official Statement or the Official Statement or any supplement or amendment thereto or asserts that the Preliminary Official Statement or the Off,rcial Statement contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the time of aJceptance hereof, there is, and as of the Closing Date, there will be no known basis for any action, suit, proceeding, inquiry or investigation of the nature described in clauses (i) through (iv) of this sentence.

G. The Authority will furnish such information, execute such instruments andtake such other action in cooperation with the Underwriter and at the expense of the Underwriter as the 7

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03/25/2025 Item No.2.

Underwriter may reasonably request in order: (i) to qualify the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions of the United States as the Underwriter may designate; and (ii) to determine the eligibility of the Bonds for investment under the laws of such states and other jurisdictions, and will use its best efforts to continue such qualifications in effect so long as required for the distribution of the Bonds, provided; however, that the Authority will not be required to execute a special or general consent to service of process or qualiff as a foreign corporation in connection with any such qualification in any jurisdiction.

H. The Authority Documents conform as to form and tenor to the descriptions thereof contained in the Official Statement. The Authority represents that the Bonds, when issued, executed and delivered in accordance with the Trust Agreement and sold to the Underwriter as provided herein, will be validly issued and outstanding obligations of the Authority, entitled to the tenefits of the Trust Agreement. The Trust Agreement creates a valid pledge of the moneys in certain funds and accounts established pursuant to the Trust Agreement, subject in all cases to the provisions of the Trust Agreement permifting the application thereof for the purposes and on the terms and conditions set forth therein.

I. The Authority has not been notified of any listing or proposed listing by the Internal Revenue Service to the effect that the Authority is a bond issuer whose arbitrage certifications may not be relied upon.

J. Any certificate signed by any authorized officer of the Authority and delivered to the Underwriter in connection with the issuance and sale of the Bonds shall be deemed to be a representation and covenant by the Authority to the Underwriter as to the statements made therein' K.

Trust Agreement.

The Authority will apply the proceeds of the Bonds in accordance with the Between the date of this Purchase Agreement and the Closing Date, the Authority will not offer or issue any bonds, notes or other obligations for borrowed money not previously disclosed to the Underwriter.

M. Until such time as moneys have been set aside in an amount sufficient to pay all then outstanding Bonds at maturity or to the date of redemption if redeemed prior to maturity, plus unpaid interest thereon and premium, if any, to maturity or to the date of redemption if redeemed prior to maturity, the Authority will faithfully perform and abide by all of the covenants, undertakings and provisions contained in the Trust Agreement.

N. The Preliminary Official Statement was deemed final by a duly authorized officer of the Authority prior to its delivery to the Underwriter, except for the omission of such information as is permitted to be omitted in accordance with paragraph (bxl) of the Rule. The Authority hereby covenants and agrees that, within seven (7) business days from the date hereof, or upon reasonable written notice from the Underwriter within sufficient time to accompany any confirmation requesting payment from any customers of the Underwriter, the Authority shall cause a final printed form of the Official Statement to be delivered to the Underwriter in sufficient quantity to comply with paragraph (b)( ) of the Rule and Rules G-12, G-15, G-32 and G-36 of the Municipal Securities Rulemaking Board.
8

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03/25/2025 Item No.2.

The Authority hereby approves the preparation and distribution of the Official Statement, consisting of the Preliminary Official Statement with such changes as are noted thereon and as may be made theieto, with the approval of Bond Counsel, Disclosure Counsel and the Underwriter, from time to time prior to the Closing Date.

The Authority hereby ratifies any prior use of and authorizes the future use by the Underwriter, in connection with the offering and sale of the Bonds, of the Preliminary Official Statement, the Official Statement, this Purchase Agreement and all information contained herein, and all other documentso certificates and written statements furnished by the Authority to the Underwriter in connection with the transactions contemplated by this Purchase Agreement.

The execution and delivery of this Purchase Agreement by the Authority shall constitute a representation to the Underwriter that the representations contained in this Section 3 are true as of the date hereof.

4. Conditions to the Obligations of the Underwriter. The obligation of the Underwriter to accept delivery of and pay for the Bonds on the Closing Date shall be subject, at the option of the Underwriter, to the accuracy in all material respects of the representations on the part of the Authority contained herein and of the Community Facilities District in the District Letter of Representations, to the accuracy in all material respects of the statements of the officers and other officials of the Authority made in any certificates or other documents furnished pursuant to the provisions hereof, to the performance by the Authority of its obligations to be performed hereunder at or prior to the Closing Date and, to the following additional conditions:

A. At the Closing Date, the Authority Resolution, the Community Facilities District Resolution, the Authority Documents and this Purchase Agreement, the District Indenture, the Local Obligation Purchase Contract, the Special Tax Bonds, the District Letter of Representations and the Continuing Disclosure Certificate shall be in full force and effect, and shall not have been amended, modified or supplemented, except as may have been agreed to in writing by the Underwriter, and there shall have been taken in connection therewith, with the issuance of the Bonds and with the Special Tax Bonds, and with the transactions contemplated thereby, and by this Purchase Agreement, all such actions as, in the opinion of Bond Counsel, shall be necessary and appropriate. The Trust Agreement, the District Indenture, the Local Obligation Purchase Contract, the Special Tax Bonds, the District Letter of Representations and the Continuing Disclosure Certificate are herein referred to collectively as the "District Documents."
B. At the Closing Dateo except as was described in the Preliminary Official Statement, the Authority shall not be, in any respect material to the transactions referred to herein or contemplated hereby, in breach of or in default under, any law or administrative rule or regulation of the Staie of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the Authority is a party or is otherwise subject or bound, and the performance by the Authority of its obligations under the Authority Documents, the Authority Resolution and any other instruments contimplated by any of such documents, and compliance with the provisions of each thereof, will not conflicf with or constitute a breach of or default under any applicable law or administrative rule or regulation of the State of California, the United States of America, or of any department, division, ugin"y or instrumentality of either thereof, or under any applicable court or administrative decree or oid"., or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument 9

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to which the Authority is a party or is otherwise subject or bound, in any manner that would materially and adversely affect the performance by the Authority of its obligations under the Authority Documents or the Authority Resolution.

C. At the Closing Date, except as described in the Official Statement, the Community Facilities District shall not be, in any respect material to the transactions referred to in the District Letter of Representations or contemplated therein, in breach of or in default under, any law or administrative rule or regulation of the State of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the Community Facilities District is a party or is otherwise rub;e"t or bound, and the performance by the Community Facilities District of its obligations under the Community Facilities District Resolution, the District Documents, and any other instruments contemplated by any of such documents, and compliance with the provisions of each thereof, or the performance of the conditions precedent to be performed hereunder, will not conflict with or constitute a breach of or default under any applicable law or administrative rule or regulation of the State of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreemento note, resolution, indenture, contracto agreement or other instrument to which the Community Facilities District is a party or is otherwise subject or bound, in any manner that would materially and adversely affect the performance by the Community Facilities District of its obligations under the Community Facilities District Resolution and the District Documents or the performance of the conditions precedent to be performed by the Community Facilities District under the Community Facilities District Resolution and the District Documents.

D. The information contained in the Official Statement is, as of the Closing Date and as of the date of any supplement or amendment thereto pursuant hereto, true and correct in all material respects and does not, as ofthe Closing Date or as of the date of any supplement or amendment thereto, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

E. Between the date hereof and the Closing Date, the market price or marketability, atthe initial offering prices set forth on the cover page of the Official Statement, of the Bonds shall not have been materially adversely affected, in the judgment of the Underwriter (evidenced by a written notice to the Authority terminating the obligation of the Underwriter to accept delivery of and pay for the Bonds), by reason of any of the following:
l. Legislation introduced in or enacted (or resolution passed) by the Congress of the United States of America or recommended to the Congress by the President of the United States, the Department of the Treasury, the Internal Revenue Service, or any member of Congress, or favorably reported for passage to either House of Congress by any committee of such House to which such legislation had been referred for consideration, or a decision rendered by a court established under Article III of the Constitution of the United States of America or by the Tax Court of the United States of America, or an order, ruling, regulation (final, temporary or proposed), press release or other form of notice issued or made by or on behalf of the Treasury Department of the United States of America or the Internal Revenue Service, with the purpose or effect, directly or indirectly, of imposing federal income taxation upon such interest as would be received by any owners of the Bonds beyond the extent to which such interest is subject to taxation as of the date hereof; 10

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2. Legislation introduced in or enacted (or resolution passed) by the Congress or an ordero decree or injunction issued by any court of competent jurisdiction, or an order' ruling, regulation (final, temporary or proposed), press release or other form of notice issued or made by or on behalf of the Securities and Exchange Commission, or any other governmental agency having jurisdiction of the subject matter, to the effect that obligations of the general character of the Bonds or ihe Special Tax Bonds, including any or all underlying arrangements, are not exempt from registration undei or other requirements of the Securities Act of 1933, as amended, or that the Trust Agreement or the District Indenture are not exempt from qualification under or other requirements of the Trust Agreement Act of 1939, as amended, or that the issuance, offering or sale of obligations of the general character of the Bonds or the Special Tax Bonds, including any or all underlying alrangements, as contemplated hereby or by the Official Statement or otherwise is or would be in violation of the federal securities laws as amended and then in effect;

3. A general suspension of trading in securities on the New York Stock Exchange, or a general banking moratorium declared by Federal, State of New York or State of California officials authorized to do so;

4. The introduction, proposal or enactment of any amendment to the Federal or Califomia Constitution or any action by any Federal or California court, legislative body, regulatory body or other authority materially adversely affecting the tax status of the Bonds, the Authority or the Community Facilities District, their propertyo income, securities (or interest thereon), the validity or enforceability of the Special Tax, or the ability of the Authority to purchase any Special Tax Bonds as contemplated by the Official Statement;

5. Any event occurring, or information becoming known which, in the judgment of the Underwriter, makes untrue in any material respect any statement or information tontained in the Preliminary Official Statement or in the Official Statement, or has the effect that the preliminary Official Statement or the Official Statement contains any untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading;

6. Any national securities exchange, the comptroller of the currency, or any other governmental authority, shall impose as to the Bonds, the Special Tax Bonds or obligations ofine geniral character of the Bonds or the Special Tax Bonds, any material restrictions not now in force, or increase materially those now in force, with respect to the extension of credit by, or the charge to the net capital requirements of, the Underwriter;

7. There shall have occurred any material outbreak or escalation of hostilities or other calamity or crisis the effect of which on the financial markets of the United States is such as to make it impracticable, in the judgment of the Underwriter, following consultation with the Authority, to sell the Bonds;

8. The filing or threat of an Action described Section 3.F hereof or Section M of the District Letter of Representations; or
g. Any proceeding shall have been commenced or be threatened in writing by the Securities and Exchange Commission against the City or the Authority. 1l

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' F. At or prior to the Closing Date, the Underwriter shall have received a counterpart original or certified copy of the following documents, in each case satisfactory in form and substance to the Underwriter:

1. The Official Statement, executed on behalf of the Authority by its Treasurer or other authorized officer;

2. The Authority Documents, duly executed and delivered by all parties thereto;

3. The Authority Resolution, together with a certificate of the Secretary of the Authority, dated as of the Closing Date, to the effect that such resolution is a true, correct and complete copy of the resolution duly adopted by the Goveming Board of the Authority;

4. The community Facilities District Resolution, together with a certificate dated as of the Closing Date of the City Clerk, acting on behalf of the Community Facilities District to the effect that the Community Facilities District Resolution is a true, correct and complete copy of the one duly adopted by the City Council, acting as the legislative body of the Community Facilities District;

5. The District Documents duly executed and delivered by all parties thereto;

6. An unqualified approving opinion for the Bonds, dated the Closing Date and addressed to the Authority, of Bond Counsel, in substantially the form included as Appendix E to the Official Statement, together with a letter addressed to the Trustee to the effect that suci opinion may be relied upon by the Trustee to the same extent as if such opinion was addressed to the Trustee;

7. A supplemental opinion or opinions, dated the Closing Date and addressed to the Underwriter, of Bond Counsel, in substantially the form attached hereto as Exhibit E;

8. A certificate, dated the Closing Date and signed by the Treasurer of the Authority or other authorized officer, to the effect that: (i) the representations of the Authority contained herein are true and correct in all material respects on and as of the Closing Date with the same effect as if made on the Closing Date; (ii) to the best knowledge of such officer, no event has occurred since the date of the Official Statement which should be disclosed in the Official Statement for the purpose for which it is to be used or which it is necessary to disclose therein in order to make the statiments and information therein not misleading in any material respect; and (iii) the Authority has complied with all the agreements and satisfied all the conditions on its part to be performed or satisfied under the Authority Documents and the Authority Resolution at or prior to the Closing Date; g. A certificate dated the Closing Date and signed by an authorized representative of the Community Facilities District or an authorized designee, on behalf of the Community Facilities District to the effect that (i) the representations made by the Community Facilities District contained in the District Letter of Representations are true and correct in all material respects on and as of the Closing Date with the same effect as if made on the Closing Date, provided that any references as to the Preliminary Official Statement shall be deemed to be to the Official Statement; (ii) to the best knowledge of such officer, no event has occurred since the date of the Official t2

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Statement which should be disclosed in the Official Statement for the purpose for which it is to be used or which it is necessary to disclose therein in order to make the statements and information therein not misleading in any maierial respect; and (iii) the Community Facilities District has complied with all the agreements and satisfied all the conditions on its part to be satisfied under the District Documents prior to the Closing Date;

10. An opinion ofthe City Attorney ofthe City, as counsel to the Authority, dated the date of Closing and addressed to the Underwriter, the Authority, the Community Facilities District, the Trustee and the District Trustee, to the effect that:
(D The Authority is a public body, corporate and politic, duly organized and validly existing as a joint powers authority under the laws of the State of California; (ii) The Authority has full legal power and lawful authority to enter into the Authority Documents and to carry out the transactions contemplated under the Authority Documents;
(iii) The Authority Resolution was duly adopted at a regular meeting of the governing body of the Authority, which was called and held pursuant to law and with all public notice required by law and at which a quorum was present and acting throughout, and the Authority Resolution is in full force and effect and has not been modified, amended, rescinded or repealed since the date of its adoption;
(iv) The Authority Documents have been duly authorized, executed and delivered by the Authority and constitute the legal, valid and binding obligations of the Authority enforceable against the Authority in accordance with their terms, subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights, to the application of "quiiubl.
principles where equitable remedies are sought and to the exercise of judicial discretion in appropriate cases;
(v) To the best knowledge of such counsel, the execution and delivery of the Authority Documents and the Official Statement and compliance with the provisions thereof under the circumstances contemplated thereby: (a) do not in any material respect conflict with or constitute on the part of the Authority a breach of or default under any agreement or other instrument to which the Authority is a party or by which it is bound; and (b) do not and will not in any material respect or constitute on the part of the Authority a violation, breach of or default under any court order or consent decree to which the Authority is subject;
("i) The Authority Documents and the official statement have been duly authorized by the Governing Board of the Authority and executed on its behalf by an authorized officer of the Authority;
(viD Except as may be stated in the official Statement, there is no action, suit, proceeding or investigation before or by any court, public board or body pending (notice of which has been r".*d on the Authority) or, to the City Attomey's knowledge, threatened wherein an unfavorable decision, ruling or finding would: (a) affect the creation, organization, existence or powers of the Authority, or the titles of its members and officers to their respective offices; (b) enjoin br restrain the issuanceo sale and delivery of the Bonds, the collection of the Revenues or the pledge thereof; (c) in any way question or affect any of the rights, powers, duties or obligations of the 13

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Authority with respect to the Revenues or the moneys and assets pledged or to be pledged to pay the principal of, premium, if any, or interest on the Bonds; (d) in any way question or affect any authority for the issuance of the Bonds, or the validity or enforceability of the Bonds; or (e) in any way question or affect the Authority Documents or the transactions contemplated by the Authority Documents, the Official Statement, or any activity regarding the Bonds; 1 l. An opinion of the city Attorney of the city, dated the date of closing and addressed to the Underwriter, the Authority, the Community Facilities District, the Trustee and the District Trustee to the effect that:
(i) The Community Facilities District is a community facilities district organized and existing pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part 1, Division 2, Title 5 of the Govemment Code of the State of California;
(ii) The Community Facilities District Resolution has been duly adopted at a meeting of the City Council, acting as the legislative body of the Community Facilities District, which was called and held pursuant to law and with all public notice required by law and at which a quorum was present and acting throughout, and the Community Facilities District Resolution is in full force and effect and has not been modified, amended, rescinded or repealed since the date of its adoption;
(iii) The District Documents and the Official Statement have been duly and lawfully authorized, executed and delivered by the Community Facilities District and the District Documents constitute the legal, valid and binding obligations of the Community Facilities District enforceable against the Community Facilities District in accordance with their terms, subject to bankruptcy, insolvency, reorganization,arrangement, fraudulent conveyance, moratorium and other similar laws relating to or affecting creditors' rights, to the application of equitable principles where equitable remedies are sought, to the exercise of judicial discretion in appropriate cases and to the limitations on legal remedies against community facilities districts in the State of California; (iv) The Community Facilities District has the right and power under the Community Facilities District Act to execute the District Indenture and no other authorization for the execution thereof is required, and the District Indenture is in full force and effect; (v) The Special Tax Bonds are valid and binding special tax obligations of the Community Facilities District payable from proceeds of the Special Tax and the other funds provided in the District Indenture for such payment and are enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization, arrangement, fraudulent conveyance, moratorium and other similar laws relating to or affecting creditors' rights, to the application of equitable principles where equitable remedies are sought, to the exercise of judicial discretion in appropriate cases and to the limitations on legal remedies against community facilities districts in the State of California, and the terms ofthe Community Facilities District Act and ofthe District Indenture; (vi) The District Indenture and the Special Tax Bonds have been duly and validly authorized, sold, executed, authenticated and delivered in accordance with the Community Facilities District Act and with the District Indenture; 14

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(vii) Except as may be stated in the Official Statement, there is no action, suit, proceeding or investigation before or by any court, public board or body pending (notice of which has been served on the City or the Community Facilities District) or, to such counsel's knowledge, threatened wherein an unfavorable decision, ruling or finding would: (a) affect the creation,-or ganization,existence or powers of the City or the Community Facilities District, or the titles of its -"*b".. and officers to their respective offices; or (b) affect the validity of the District Documents or restrain or enjoin the repayment of the Special Tax Bonds or in any way contest or affect the validity of the District Documents or contest the authority of the Community Facilities District to enter into or perform its obligations under any of the District Documents or under which a determination udu"tre to the City or the Community Facilities District would have a material adverse affect upon the financial condition or the revenues of the City or the Community Facilities District, questions the right of the Community Facilities District to use the Special Tax levied within the Improvement Area for the repayment of the Special Tax Bonds or affects in any manner the right or abiiity of the Community Facilities District to collect or pledge the Special Tax levied within the I4provement Area for the repayment of the Special Tax Bonds;

12. A transcript of all proceedings relating to the authorization, issuance, sale and delivery of the Bonds and the Special Tax Bonds, including copies of the signed Trust Agreement and the District Indenture and certified copies of all resolutions of the City and the Authority relating thereto;

13. A certificate dated the Closing Date from NBS addressed to the Authority, the Community Facilities District and the Underwriter to the effect that: (i) the Special Tax (after payment of Priority Administrative Expenses) if collected in the maximum amounts permitted p.r.ruunito the Rate and Method of Apportionment of Special Taxes would generate at least 110% of the annual debt service payable with respect to the Special Tax Bonds in each year, based on such assumptions and qualifications as shall be acceptable to the Underwriter; and (ii) the statements in the Preliminary Official Statement and the Official Statement provided by NBS concerning the Special Tax and the Rate and Method of Apportionment of the Special Taxes and all information supplied by it for use in the preliminary Official Statement, as of the date of the Preliminary Official Statement, and in the Official Statement, as of the date of the Official Statement and as of the Closing Date, did not and do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading;;

14. Certified copies of the general resolution of the Trustee and District Trustee authorizing the execution and delivery of certain documents by certain officers of the Trustee and District Trustee, which resolution authorizes the execution of the Trust Agreement, the District Indenture and the authentication of the Bonds and the Special Tax Bonds;

15. A certificate of the Trustee, addressed to the Underwriter, the Authority and the Community Facilities District dated the Closing Date, to the effect that (i) the Trustee is authorized to carry out corporate trust powers, and have full power and authority to perform their respective duties under the Trust Agreement and the District Indenture; (ii) the Trustee is duly authorized to execute and deliver the Trust Agreement and the District Indenture, to accept the obligations created by the Trust Agreement and the District Indenture and to authenticate the Bonds andihe Special Tax Bonds pursuant to the terms of the Trust Agreement and the District Indenture, respectively; (iii) no consent, approval, authorization or other action by any governmental or regulatory authority having jurisdiction over the Trustee that has not been obtained is or will be required for the l5

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authentication of the Bonds or the Special Tax Bonds or the consummation by the Trustee of the other transactions contemplated to be performed by the Trustee in connection with the authentication of the Bonds and the Special Tax Bonds and the acceptance and performance of the obligations created by the Trust Agreement and the District Indenture; and (iv) to the best of its knowledge, compliance with the terms of the Trust Agreement and the District Indenture will not conflict with, or result in a violation or breach of, or constitute a default under, any loan agreemento trust agreement, bond, note, resolution or any other agreement or instrument to which the Trustee is a party or by which it is bound, or any law or uny .u1., regulation, order or decree of any court or govemmental agency or body having jurisdiction over the Trustee or any of its activities or properties;

16. An opinion of counsel to the Trustee, dated the Closing Date, addressed to the Underwriter, the Authority and the Community Facilities District to the effect that the Trustee is a national banking association duly organized and validly existing under the laws of the United States having full power and being qualified to enter into, accept and agree to the provisions of the Trust Agreement and the District Indenture, and that each of such documents has been duly authorized, exicuted and delivered by the Trustee and, assuming due execution and delivery by the other parties thereto, constitutes the legal, valid and binding obligation of the Trustee enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws affecting the enforcement oicreditors' rights in general and except as such enforceability may be limited by the application of equitable principles if equitable remedies are sought;

17. A certificate of the Authority dated the closing Date, in a form acceptable to Bond Counsel and the Underwriter, that the Bonds are not arbitrage bonds within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended;

18. An opinion of Stradling Yocca Carlson & Rauth LLP, counsel to the Underwriter ("Underwriter's Counsel"), dated the date of Closing and addressed to the Underwriter in form and substance acceptable to the Underwriter;

19. A closing certificate of the Developer dated the Closing Date, substantially in the form affached as Exhibit D hereto;

20. A Continuing disclosure certificate of the Developer (the "Developer Continuing Disclosure Certificate") in the form attached as Appendix D-2 to the Official Statement.

21. One or more opinions of counsel to the Developer, dated the Closing Date and addressed to the Authority and the Underwriter, substantially in the form attached as Exhibit H hereto;

22. A certificate of the Appraiser, substantially in the form attached hereto as Exhibit G; and

23. Such additional legal opinions, certificates, instruments and other documents as the Underwriter may reasonably request to evidence the truth and accuracy, as of the date hereof and as of the Closing Date, of the material representations of the Authority contained herein, and of the statements and information contained in the Official Statement and the due performance or satisfaction by the Authority and the Community Facilities District at or prior to the-Closing of all agreements then to be performed and all conditions then to be satisfied by the Community 16

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Facilities District and the Authority in connection with the transactions contemplated hereby and by the District Indenture, the Trust Agreement, and the Official Statement.

If the Authority shall be unable to satisfy the conditions to the obligations of the Underwriter to purchase, accept delivery of and pay for the Bonds contained in this Purchase Agreement, or if the obiigations of the Underwriter to purchase, accept delivery of and pay for the Bonds shall be terminated for any reason permitted by this Purchase Agreement, this Purchase Agreement shall terminate and neither the Authority nor the Underwriter shall be under any further obligation hereunder, except that the respective obligations of the Underwriter and the Authority set forth in Section 6 hereof shall continue in full force and effect.

5. Conditions to the Obligations of the Authorit)'.

A. The obligations of the Authority shall be subject to the satisfaction of the conditions contained in Section 4 of this Purchase Agreement.

B. If the Authority shall be unable to satisfy the conditions to the obligations of the Authority to purchase, accept delivery of and pay for the Special Tax Bonds contained in the Local Obligation Purchase Contract, or if the obligations of the Authority to purchase, accept delivery of and puy lor the Special Tax Bonds shall be terminated for any reason permified by this Purchase Agreement, this Purchase Agreement shall terminate and neither the Authority nor the Community Facilities District shall be under any further obligation hereunder, except that the obligations of the Authority set forth in Section 6 hereof shall continue in full force and effect.

6. Expenses. Whether or not the transactions contemplated by this Purchase Agreement are consummated, the Underwriter shall be under no obligation to pay, and the Authority shall pay only from the proceeds of the Bonds, or cause the Community Facilities District to pay out of the proteeds of the Special Tax Bonds or any other legally available funds of the City, the Community Facilities District or the Authority, but only as the Authority and such other party providing such services may agree, all expenses and costs of the Authority incident to the performance of its obligations in connection with the authorization, execution, sale and delivery of the Bonds to the Undirwriter, including, without limitation, printing costs, initial fees of the Trustee, including fees and disbursements of their counsel, if any, fees and disbursements of Bond Counsel, Disclosure Counsel and other professional advisors employed by the Authority, costs of preparation, printing, signing, transportation, delivery and safekeeping of the Bonds and for expenses (included in the expense component of the spread) incurred by the Underwriter on behalf of the Authority's employees which are incidental to implementing this Purchase Agreement, including, but not limited to, meals, transportation, lodging, and entertainment of those employees. The Underwriter shall pay all out-of- pocket expenses of the Underwriter, including, without limitation, advertising expenses, the California bebt and Investment Advisory Commission fee, CUSP Services Bureau chargeso regulatory fees imposed on new securities issuers and any and all other expenses incurred by the Underwriter in connection with the public offering and distribution of the Bonds, including fees of its counsel.

7. Notices. Any notice or other communication to be given to the City or the Authority under this Purchase Agreement may be given by delivering the same in writing to the City of Folsom, 50 Natoma Street, Folsom, CA, 95630, Attention: Finance Director; any notice or other communication to be given to the Underwriter under this Purchase Agreement may be given by delivering the same in writing to Piper Sandler & Co, 3626Fair Oaks Blvd., Suite 100, Sacramento, California 95864,Attention: Dennis McGuire.
t7

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8. Parties In Interest. This Purchase Agreement is made solely for the benefit of the Authority and Underwriter (including any successors or assignees of the Undenvriter) and no other person shall acquire or have any right hereunder or by virtue hereof. g. Survival of Representations. The representations of the Authority under this Purchase Agreement shall not be deemed to have been discharged, satisfied or otherwise rendered void by reason oith" Closing and regardless of any investigations made by or on behalf of the Underwriter (or statements as io the .ezultr of such investigations) concerning such representations and statements of the Authority and regardless of delivery of and payment for the Bonds.

10. Execution in Counterparts. This Purchase Agreement may be executed by the parties hereto in separate counterpartso each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same instrument. ll. Effective. This Purchase Agreement shall become effective and binding upon the respective partiis hereto upon the execution of the acceptance hereof by the Authority and shall be valid and enforceable as of the time of such acceptance.

12. No Prior Agreements. This Purchase Agreement supersedes and replaces all prior negotiations, agreements and understanding among the parties hereto in relation to the sale of the Bonds by the Authority.

13. Governing Law. This Purchase Agreement shall be governed by the laws of the State of California.
18

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03/25/2025 Item No.2.

14. Effective Date. This Purchase Agreement shall become effective and binding upon the respective parties hereto upon the execution of the acceptance hereof by the Authority and shall be valid and enforceable as of the time of such acceptance.

Very truly yours,
PIPER SANDLER & CO.

By
Its: Authorized Officer

FOLSOM RANCH FINANCING

AUTHORITY
By:

Its: Treasurer
s-l

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EXHIBIT A

FOLSOM RANCH FINANCING AUTHORITY
CITY OF FOLSOM COMMUNITY FACILITIES DISTRICT NO. 23
(FOLSOM RANCH) IMPROVEMENT AREA NO. 7

SPECIAL TAX REVENUE BONDS
SERIES 2025
Schedule of Bond Maturities, Principal Amounts,Interest Rates, Yields and Initial Offering Prices
Matarity
Date
(September 1)
Principal
Amoant
Initial
Offering
Price
I0% Test
Used
Hold the
Price
Offering
Rule UsedInterest Rate Yield
r Term Bonds.
c Priced to the September |,2}-optional redemption date, at cc Priced to the September |,z}-optional redemption date, at Optional Redemption. The Bonds are subject to optional redemption by the Authority prior to their respective maturity dates as a whole or in part on any date on or after September l, 20-, from any souice of available funds other than Minimum Sinking Fund Payments and Special Tax Prepayments, at the following redemption prices (computed upon the principal amount of the Bonds or portions thereof called for redemption) together with accrued interest thereon to the date fixed for redemption:
103% if redeemed on any date on or after September \,z}-through August 31,20-; 102y' if redeemed on any date from September 7,2}-through August 31,20-; l0l% if redeemed on any date from September 1,z}-through August 31,20-; and rc}% if redeemed on September 1,20-and any date thereafter.

Ertraordinary Redemption from Prepayment of Special Taxes. The Bonds are subject to extraordinary redemption by the Authority prior to their respective maturity dates, as a whole or in part on any Interest Payment Date on or after September l, 20-, solely from funds derived from the extraordinary redemption of Local Obligations from Special Tax Prepayments, at the following A-l

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redemption prices (computed upon the principal amount of the Bonds or portions thereof called for redemption) together with accrued interest thereon to the date fixed for redemption:
l03Yo if redeemed on an Interest Payment Date on or after September 1,20- through March 1,20-;
102%if redeemed on an Interest Payment Date on September 7,20-and March 1,20-; rcl%if redeemed on an Interest Payment Date on September I,2}-and March 1,20-; and rc1% if redeemed on September 1,20_and any Interest Payment Date thereafter.

Mandatory Sinking Fund Redemption of Bonds. The Bonds maturing on Septembet 7,20- are subject to mandatory redemption in part by lot on September I of each year commencing September l,2}_,at a redemption price equal to one hundred percent (100%) of the principal amount thereof called for redemption together with accrued interest thereon to the date fixed for redemption:

Minimum Sinking Fund
Payment Date
(September 1)
Bonds
Minimum Sinking Fund Payment
t Maturity.

The Bonds maturing on September 1,20_ are subject to mandatory redemption in part on September I of each year colnmencing September 1,20-, at a redemption price equal to one hundred peicent (100%) of the principal amount thereof called for redemption together with accrued interest thereon to the date fixed for redemption:

Minimum Sinking Fund
Payment Date Bonds
(September 1) Minimum Sinking Fand Payment
i Maturity.

The Bonds maturing on September 1,20- are subject to mandatory redemption in part on September I of each year colnmencing September 1,20-,at a redemption price equal to one hundred peicent (100%) of the principal amount thereof called for redemption together with accrued interest thereon to the date fixed for redemption:

A-2

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Minimum Sinking Fund
Payment Date
(Septemher 1)
Bonds
Minimum Sinking Fund Payment
t Maturity.

If the Bonds subject to mandatory redemption are redeemed in part prior to their stated maturity date other than from Minimum Sinking Fund Payments, the Minimum Sinking Fund Payments for such Bonds shall be reduced proportionately by the principal amount of such Bonds so redeemed.

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EXHIBIT B

FOLSOM RANCH FINANCING AUTHORITY
CITY OF FOLSOM COMMUNITY FACILITIES DISTRICT NO. 23
(FOLSOM RANCH) IMPROVEMENT AREA NO. 7

SPECIAL TAX REVENUE BONDS
SERIES 2025

LETTER OF REPRESENTATIONS OF THE DISTRICT
_,2025
Piper Sandler & Co.
3 626 F air Oaks Boulevard
Sacramento, California 9 5864
Re: City of Fotsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Bonds, Series 2025
Ladies and Gentlemen:

In connection with the proposed offer and sale of the above-referenced bonds (the "Special Tax Bonds"), the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the "Community Facilities District") hereby represents and covenants to Piper Sandler & Co., as underwriter (the "Underwriter") of the Folsom Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025 (the "Bonds"), as follows:

A. The City of Folsom (the "Cify") is duly organized and validly existing as a municipal corporation and charter city under the Constitution and laws of the State of California and the Charter and the Community Facilities District is a community facilities district organized and existing pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part 1, Division 2,Title 5 of the Government Code of the State of California.

B. The City has duly authorized the formation of the Community Facilities District and the establishment of Improvement Area No. 7 therein (the "Improvement Areao') pursuant to resolutions and an ordinance duly adopted by the City Council (collectively, the "Community Facilities District Formation Resolutions" and, together with Resolution No. authorizing the issuance and sale of the Special Tax Bonds, the'oCommunity Facilities District Resolutions") and the Community Facilities District Act. The City Council, acting as the legislative body of the Community Facilities District has duly adopted the Community Facilities District Resolutions, and has caused to be recorded in the real property records of the County of Sacramento, a notice of special tax lien (the o'Notice of Special Tax Lien") (the Community Facilities District Formation Resolutions and Notice of Special Tax Lien.being collectively referred to herein as the 'oFormation l)ocuments").

Each of the Formation Documents remains in full force and effect as of the date hereof and has not been amended.

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C. The Community Facilities District has, and at the Closing Date will have, as the case may be, full legal right, power and authority: (i) to execute, deliver and perform its obligations under the District Indenture, the Trust Agreement, the Continuing Disclosure Certificate and the Local Obligation Purchase Contract, and to carry out all transactions contemplated by each of such documents; (ii) to issue, sell and deliver its Special Tax Bonds to the Authority; and (iii) to carry out, give effectto and consummate the transactions contemplated by the Formation Documents, the District indenture, the Trust Agreement, the Local Obligation Purchase Contracto the Special Tax Bonds, this Letter of Representations, the Continuing Disclosure Certificate and the Official Statement.

This Letter of Representations, the Trust Agreement, the District Indenture, the Local Obligation Purchase Contract, the Special Tax Bonds and the Continuing Disclosure Certificate are collectively referred to herein as the "I)istrict Documents." D. The Community Facilities District has complied, and will at the Closing Date be in compliance in all material respects, with the Formation Documents and the District Documents, and immaterial noncompliance by the Community Facilities District, if any, will not impair the ability of the Community Facilities District to carry out, give effect to or consummate the transactions contemplated by the foregoing. From and after the date of issuance of its Special Tax Bonds, the Community Facilities District will continue to comply with the covenants of the Community Facilities District contained in the District Documents.

E. Except as described in the Preliminary Official Statement, the Community Facilities District is not, in any respect material to the transactions referred to herein or contemplated hereby, in breach of or in default undero any law or administrative rule or regulation of the State of California, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree or order, or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the Community Facilities District is a party or is otherwise subject or bound, and the performance of its obligations under the District Documents and compliance with the provisions of each thereof, or the performance of the conditions precedent to be performed by the Community Facilities District pursuant to the District Documents, will not conflict with or constitute a breach of or default under any applicable law or administrative rule or regulation of the State, the United States of America, or of any department, division, agency or instrumentality of either thereof, or under any applicable court or administrative decree o. oid"., or under any loan agreement, note, resolution, indenture, contract, agreement or other instrument to which the Community Facilities District is a party or is otherwise subject or bound, in any manner that would materially and adversely affect the performance by the Community Facilities Oistrict of its obligations under the District Documents or the performance of the conditions precedent to be performed by the Community Facilities District pursuant to the District Documents.

F. Except as may be required under the "blue sky" or other securities laws of any jurisdiction, all approvals, consents, authorizations, elections and orders of, or filings or registrations with, any govemmental authority, board, agency or commission having jurisdiction which would constitute a condition precedent to, or the absence of which would materially adversely affect, the performance by the Community Facilities District of its obligations under the District Documents, have t""n o, will bi obtained at the Closing Date and are or will be in full force and effect at the Closing Date.

G. The District Documents conform as to form and tenor to the descriptions thereof contained in the Preliminary Official Statement.

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03/25/2025 Item No.2.

H. The Special Tax Bonds are payable from the Special Tax, as set forth in the District Indenture, the levy of which has been duly and validly authorized pursuant to the Community Facilities District Act and the Special Tax within the Improvement Area will be fixed and levied in an amount which, together with other available funds, is required for the payment of the principal of, and interest on, the Special Tax Bonds when due and payable, all as provided in the District Indenture. The Community Facilities District has covenanted to cause the Special Tax to be levied and collected at the same time and in the same manner as ordinary ad valorem property taxes.

I. The District Indenture creates a valid pledge of, first lien upon and security interest in, the Special Tax, and in the moneys in the Special Tax Fund established pursuant to the District Indenture, on the terms and conditions set forth in the District Indenture.

J. Except as disclosed in the Preliminary Official Statement, there are, to the best of the Community Facilities District's knowledge, no entities with outstanding assessment liens against any of the properties within the Improvement Area or which are senior to or on a parity with the Special Tax referred to in paragraph (H) hereof.

K. The information contained in the Preliminary Official Statement (otherthan statements therein pertaining to the Authority, DTC and its book-entry system and underthe caption "PROPOSED PROPERTY DEVELOPMENT-Development Entitlements-Tentative and Final Mapping," "- Site Access:' '(-fffsy6Jsble Housingl' (the last paragraph only), "-Toll Brothers Development," and "CONTINUING DISCLOSURE - Toll Brothers," as to which no view is expressed) does not and shall not contain any untrue or misleading statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; and, upon delivery and up to and including 25 days after the End of the Underwriting Period (as defined in paragraph (L) below), the Official Statement will be amended and supplemented so as to contain no misstatement of any material fact or omission of any statement necessary to make the statements contained therein, in the light of the circumstances in which such statements were made, not misleading.

L. Up to and including 25 days after the End of the Underwriting Period, the Community Facilities District will advise the Underwriter promptly of any proposal to amend or supplement the Official Statement and will not effect or consent to any such amendment or supplement without the consent of the Underwriter, which consent will not be unreasonably withheld. The Community Facilities District will advise the Underwriter promptly of the institution of any proceedings known to it by any governmental agency prohibiting or otherwise materially affecting the use of the Official Statement in connection with the offering, sale or distribution of the Bonds. As used herein, the term "End of the Underwriting Period" means the later of such time as: (i) the Bonds are delivered to the Underwriter; or (ii) the Underwriter does not retain, directly or as a member of an underwriting syndicate, an unsold balance of the Bonds for sale to the public. Unless the Underwriter gives notice to ttre contrary, the End of the Underwriting Period shall be deemed to be the Closing Date. Any notice delivered pursuant to this provision shall be a written notice delivered to the City at or prior to the Closing Date, and shall specify a date (other than the Closing Date) to be deemed the "End of the Underwriting Period."
M. There is no action pending (notice of which has been served on the Community Facilities District or the City) or to the best knowledge of the Community Facilities District threatened, in which any such action: (i) in any way questions the existence of the Community Facilities District or the titles of the officers of the City to their respective offices; (ii) affects, contests or seeks to prohibit, B-3

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restrain or enjoin the issuance or delivery of the Bonds or the Special Tax Bonds or the payment or collection of the Special Tax or any amounts pledged or to be pledged to pay the principal of and interest on the Special Tax Bonds or the Bonds, or in any way contests or affects the validity of the Formation Documents or the District Documents or the consummation of the transactions on the part of the Community Facilities District contemplated thereby; (iii) contests the exemption of interest on the Bonds or the Special Tax Bonds from federal or State income taxation, as applicableo or contests the powers of the City o. the Community Facilities District which may result in any material adverse change relating to the financial condition of the Community Facilities District; or (iv) contests the "o-pl"t"n"ss or accuracy of the Preliminary Official Statement or any supplement or amendment thereto or asserts that the Preliminary Official Statement contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and there is no basis for any action, suit, proceeding, inquiry or investigation of the nature described in clauses (i) through (iv) of this sentence.

N. Any certificate signed on behalf of the Community Facilities District by any officer or employee of the City authorized to do so shall be deemed a representation by the Community Facilities Oistrict to the Authority and the Underwriter on behalf of itself and the Community Facilities District as to the statements made therein.

O. At or prior to the Closing, the Community Facilities District will have duly authorized, executed and delivered the Continuing Disclosure Certificate in substantially the form attached as Appendix D-l to the Official Statement. Except as disclosed in the Preliminary Official Statement, tttr City has not failed to comply in all respects with any previous undertakings with regard to the Rule to provide annual reports or notices of material events in the last five years. p. The Community Facilities District will apply the proceeds of its Special Tax Bonds in accordance with the District Indenture.
a. Between the date of the Purchase Agreement and the date of Closing, the Community Facilities District will not offer or issue any bonds, notes or other obligations for borrowed money not previously disclosed to the Underwriter.

B-4

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Capitalizedterms not otherwise defined herein shall have the meaning ascribed to them in the Bond Purchase Agreement by and between the Authority and the Underwriter.

CITY OF FOLSOM COMMUNITY FACILITIES
DrsTRrcr No. 23 (FOLSOM RANCH)
By:

Finance Director of the City of Folsom
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EXHIBIT C

FOLSOM RANCH FINAIICING AUTHORITY
CITY OF FOLSOM COMMUNITY FACILITIES DISTRICT NO.23
(FOLSOM RANCH) TMPROVEMENT AREA NO. 7

SPECIAL TAX REVENUE BONDS
SERIES 2025

LETTER OF REPRESENTATIONS OF
TOLL WEST INC.

WHICH WILL DO BUSINESS IN CALIFORNIA AS TOLL BROTHERS WEST INC. _,2025
Folsom Ranch Financing AuthoritY
50 Natoma Street
Folsom, Califomia 95630
City of Folsom Community Facilities District No. 23
(Folsom Ranch)
50 Natoma Street
Folsom, California 95630
Piper Sandler & Co.
3626Fair Oaks Boulevard, Suite 100
Sacramento, California 9 5864
Ladies and Gentlemen:

Reference is made to the Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025 (the "Bonds") and to the Bond Purchase Agreement to be entered into in connection therewith (the "Purchase Agreement'o). This Letter of Representations of Toll West Inc. which will do business in California as Toll Brothers West Inc. (the "Letter of Representations") is delivered pursuant to the Purchase Agreement. Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Purchase Agreement.

Each of the undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of Toll West Inc. which will do business in California as Toll Brothers West Inc., a Delaware corporation (the "Developer"), and each of the undersigned, on behalf of the Developer further certifies as follows:

1. The Developer is a validly existing corporation and in good standing in the State of Delaware, is duly registered to transact intrastate business as a foreign corporation and in good standing under the laws of the State of California, and has or will have all requisite corporate right, power and authority: (i) to execute and deliver this Letter of Representations; (ii) executive and deliver at the c-l

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Closing the Developer Continuing Disclosure Certificate; and (iii) to undertake all of the transactions on its part described in the Preliminary Official Statement.

2. As set forth in the Preliminary Official Statement, the Developer owns certain property (herein, the "Property") within Improvement Area No. 7 (the "Improvement Area") of City of Folsom Community Facilities DistrictNo.23 (Folsom Ranch) (the o'Community Facilities District").

The undersigned, on behalf of the Developer, makes the representations herein with respect to all such Property.

3. Except as disclosed in the Preliminary Official Statement, to the Actual Knowledge of the Undersignedl, 1a; ttre Developer and its Affiliates2 are not in breach of or in default under any applicable judgment or decree or any loan agreement, option agreement, development agreement, inienture, fiscal agent agreement, bond or note (collectively, the "Material Agreements") to which the Developer or its Affiliates are a pafty or otherwise subject, which breach or default could reasonably be expected to materially and adversely affect the Developer's ability to complete the developmlnt of the Property as described in the Preliminary Official Statement or to pay the Special Tax on the Property (to the extent the responsibility of the Developer or its Affiliates) prior to delinquency and(b) no event has occurred and is continuing that with the passage of time or giving of notice, or both, would constitute such a breach or default.

4. To the Actual Knowledge of the Undersigned, neither the Developer, nor any of its Affiliates is in default on any obligation to repay borrowed money, which default is reasonably likely to materially and adversely affect the Developer's ability to complete the development of the Property as described in the Preliminary Official Statement or to pay the Special Tax on the Property (to the extent the responsibility of the Developer) prior to delinquency.

5. Except as set forth in the Preliminary Official Statement, no action, suit, proceeding, inquiry or investigation at law or in equity, before or by any court, regulatory agency, public board or boiy is pending against the Developer (with proper service of process to the Developer having been u"ro-piirhed) or, io the Actual Knowledge of the Undersigned, is pending against any currentAffiliate (with proper service of process to such Affiliate having been accomplished) or to the Actual i<"o*Gag. of the Undersigned is threatened in writing against the Developer or any such Affiliate I As used in this Letter of Representations, the phrase "Actual Knowledge of the Undersigned" shall mean, as of the date of this Letter ofRepresentations, the actual (as opposed to constructive) knowledge that the undersigned has or has obtained from obtained from (i) interviews with such current officers and responsible employees of the Developer as the undersigned has determined are likely, in the ordinary course of their respective duties, to have knowledge of the matters set forth in this Letter of Representations, analli 1i9 a review ofsuch documents ai the undersigned determined were reasonably necessary to obtain knowledge ofthe matters set forth in this Letter ofRepresentations. The undersigned has not conducted any extraordinary inspection or inquiry other than such inspections or inquiriei as are prudent and customary in connection with the ordinary course of the Developer's current business and operationJ. The undersigned has not contacted individuals who are no longer employed by the Developer 2 "Affiliut". means, with respect to the Developer, any other Person: (i) who directly, or indirectly through one or more intermediaries, is currently controlling, controlled by or under common control with the Developer, and (ii) for whom information, including financial information or opirating data, concerning such Person is material to potential investors in their evaluation of the Impr:ovement Area and investment decision regarding the Bonds (i.e., information relevant to: (a) the Developer's development plans with respect to its property and the payment of its Special Tax on the Property (to the extent the responsibility of the beveloper) pribr to delinqueniy; or (b) such Person's assets or funds that would materially affect the Developer's ability to develop its properry' as described- in tle Preliminary Official Statement or to pay its Special Tax on the Property (to the extent the r..poniiUltity of the Developer) prior to delinquency). "Person" means an individual, a corporation, a partnership, a limited tiaUltity company, an association, a joint stock company, a trust, any unincorporated organization or a govemment or political subdivision thereof. For purposes hereof, the term "control" (including the terms "controlling," "controlled by" or "under common control with") means the poisession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership ofvoting securities, by contract or otherwise. c-2

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which if successful, is reasonably likely to materially and adversely affect the Developer's ability to complete the development of the Property as described in the Preliminary Official Statement or to pay the Special Tax or ad valorem tax obligations on its Property (to the extent the responsibility of the Developer) prior to delinquency.

6. As of the Date of the Preliminary Official Statement, to the Actual Knowledge of the Undersigned, the information contained therein solely as such information describes the Developer, its Affiliatei, ownership of the Property, the Developer's development plan, the Developer's financing plan, the Developer's lenders, if any, and contractual arrangements of the Developer or any Affiliates (including, if material to the Developer's development plan or the Developer's financing plan, loans of such Affiliates) as set forth under the captions "PROPOSED PROPERTY DEVELOPMENT- D ev elo p me n t E n titlem ents-@," "
- Ei!9-4999$," "
- P@
I4frastiucture" (as to the sixth paragraph only), "-ilog.dZone; "'o-Etgk!91" "-l|ffodgbfg iousing!' (as to the second paragraph only), and 66-T0ll Brothers Development" and "CONTINUING DISCLOSURE-ToII Brothers-Prior Continuing Discl@" (excluding therefrom in all cases (a) any information regarding any other property owner or the property owned by a property owner other than the Developer, (b) any information on appraised and maiket values, and annual special tax rates and ratios, including information regarding the Appraisal Report (as such term is defined in the Preliminary Official Statement), and (c) any information which is identified as having been provided by a source other than the Developer) is true and correct in all material respects and did not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

7. The Developer covenants that, while the Bonds or any refunding obligations related thereto are outstanding, the Developer and its Affiliates which it controls will not bring any action, suit, proceeding, inquiry or investigation at law or in equity, before any court, regulatory agency, public board or body, that in any way seeks to challenge or overturn the formation of the Community Facilities District or the Improvement Area, to challenge the adoption of Ordinance No. -
of the City
levying the Special Tax within the Improvement Area, to invalidate the Community Facilities District, the Improvement Area or any of the Bonds or any refunding bonds related thereto, or to invalidate the speciaitax liens imposed under Section 31 15.5 of the Streets and Highways Code based on recordation o? the amended notice of special tax lien relating thereto. The foregoing covenant shall not prevent the Developer or any Affiliate in any way from bringing any other action, suit or proceeding including, without limitation, (a) an action or suit contending that the Special Tax has not been levied in accordance with the methodologies contained in the Community Facilities District's Rate and Method of Apportionment of Special Taxes for the Improvement Area pursuant to which the Special Tax is levied, (b) an action or suit with respect to the application or use of the Special Tax levied and collected, or (c) to enforce the obligations of the Authority, the City, and/or the District under any agreements among the Developer and its Affiliates, the Authority, the City, and/or the District or to which the Developer or its Affiliates is aparty or beneficiary.

8. Except as disclosed in the Preliminary Official Statement, to the Actual Knowledge of the Undersigned, the Developer is not aware that any other public debt secured by a tax or assessment on the Property exists or is in the process of being authorized or any assessment districts or community facilities dirt i"tr have been or u.. in the process of being formed that include any portion of the Property.
c-3

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9. The Developer has been developing or has been involved in the development of numerous projects over an extended period of time. It is likely that the Developer and its Affiliates has been delinquent at one time or another in the payment of ad valorem property taxes, special assessments or special taxes. Howevero except as disclosed in the Preliminary Official Statement, to the Actual Knowledge of the Undersigned, neither the Developer nor any current Affiliate is currently in default in, or in the last five (5) years has ever defaulted to any material extent in the payment of any advalorem property tax, special assessment or special tax on property owned by the Developer or any such Affiliate within the boundaries of a community facilities district or an assessment district wiitrin California that (a) caused a draw on a reserve fund relating to such assessment district or community facilities district financing or (b) resulted in a foreclosure action being commenced in a court of law against the delinquent Developer or Affiliate.

10. The Developer intends to comply with the provision of the Mello-Roos Community Facilities District Act of 1982, as amended, relating to the Notice of Special Tax described in Govemment Code Section 5334L 5 in connection with the sale of the Property, or portions thereof.

11. To the Actual Knowledge of the Undersigned, the Developer is able to pay its bills as they become due and no legal proceedings are pending against the Developer (with proper service of pro."r, to the Developer having been accomplished) or, to the Actual Knowledge of the Undersigned, ihreatened in writing in which the Developer may be adjudicated as bankrupt or discharged from any and all of its debts or obligations, or granted an extension of time to pay its debts or obligations, or be allowed to reorganize or readjust its debts, or be subject to control or supervision of the Federal Deposit Insurance Corporation.

12. To the Actual Knowledge of the Undersigned, Affiliates of the Developer are able to pay their bills as they become due and no legal proceedings are pending against any Affiliates of the beveloper (with proper service of process to such Affiliate having been accomplished) or to the Actual Knowledge of the Undersigned, threatened in writing in which the Affiliates of the Developer may be adjudicated as bankrupt or discharged from any or all of their debts or obligations, or granted an exiension of time to pay their debts or obligations, or be allowed to reorganize or readjust their debts or obligations, or be subject to control or supervision of the Federal Deposit Insurance Corporation.

13. If between the date hereof and the Closing Date any event relating to or affecting the Developer, its Affiliates, ownership of the Property, the Developer's development plan, the Developer's financing plan, the Developer's lenders, if any, and contractual arrangements of the Developer or any Aifliliates (including, if material to the Developer's development plan or the Developer's financing plan, loans of such Affiliates) shall occur of which the undersigned has actual knowledge and which ihe undersigned believes would cause the information under the sections of the preliminary Official Statement indicated in Paragraph 6 hereof (and subject to the limitations and exclusions contained in Paragraph 6 of the Letter of Representations), to contain an untrue statement of a material fact or to omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the undersigned shall notify G Authority and the Underwriter and if in the opinion of counsel to the Authority or the Underwriter such event rLquires the preparation and publication of a supplement or amendment to the Preliminary Official Statement, the beveloper shall reasonably cooperate with the Authority in the preparation of an amendment or supplement to the Preliminary Official Statement in form and substance reasonably satisfactory to counsel to the Authority and to the Underwriter. c-4

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14. The Developer agrees to deliver a Closing Certificate dated the date of issuance of the Bonds at the time of issuance of the Bonds in substantially the form attached as Exhibit D to the Purchase Agreement.

15. The Developer agrees to deliver the Developer Continuing Disclosure Certificate at the time of issuance of the Bonds in substantially the form attached as Appendix D-2 to the Preliminary Official Statement.

16. On behalf of the Developer, I have reviewed the contents of this Letter of Representations and have met with counsel to the Developer for the purpose of discussing the meaning of its contents.

The undersigned has executed this Letter of Representations solely in his or her capacity as an officer or authorized representative of the Developer and he or she will have no personal liability arising from or relating to this Letter of Representations.

TOLL WEST INC. which will do business in
California as Toll Brothers West Inc.,
a Delaware corporation
By
Gregory S. Van Dam,
Vice President
Scott Esping,
Assistant Secretary
c-5

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03/25/2025 Item No.2.

EXHIBIT I)
FOLSOM RAI\CH FINANCING AUTHORITY
CITY OF FOLSOM COMMUNITY FACILITIES DISTRICT NO.23
(FOLSOM RANCH) IMPROVEMENT AREA NO. 7

SPECIAL TAX REVENUE BONDS
SERIES 2025

CLOSING CERTIFICATE OF
TOLL WEST INC.

WHICH WILL DO BUSINESS IN CALIFORNIA AS TOLL BROTHERS WEST INC. 202st
Folsom Ranch Financing Authority
50 Natoma Street
Folsom, CA,95630
City of Folsom Community Facilities DistrictNo.23
(Folsom Ranch)
50 Natoma Street
Folsom, CA,95630
Piper Sandler & Co.
3626Fafu Oaks Boulevard
Sacramento, California 9 5864
Ladies and Gentlemen:

Reference is made to the Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025 (theooBonds") and to the Bond Purchase Agreement, dated -,
2025 (the 'oPurchase
Agreement"), entered into in connection therewith. This Closing Certificate of Toll West Inc. which *ill do business in California as Toll Brothers West Inc. (the "Closing Certificate") is delivered by Toll West Inc. which will do business in Califomia as Toll Brothers West Inc., a Delaware corporation (the "Developer") pursuant to the Purchase Agreement. Capitalized terms used herein and not otherwise defined have the meanings ascribed to them in the Letter of Representations of Toll West Inc. which will do business in California as Toll Brothers West Inc. (the "Letter of Representations"), dated _ , 2025 , delivered by the Developer.

Each of the undersigned certifies that he or she is familiar with the facts herein certified and is authorized and qualified to certify the same as an authorized officer or representative of the Developer, and each of the undersigned, on behalf of the Developer, further certifies as follows:

1. The Developer has received the final Official Statement dated -,2025
relating to
the Bonds (the "Official Statement"). Each statement, representation and warranty made in the Letter of Representations is true and correct in all material respects on and as of the date hereof with the same D-1

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effect as if made on the date hereof, except that all references therein to the Preliminary Official Statement shall be deemed to be references to the final Official Statement.

2. To the Actual Knowledge of the Undersigned, no event has occurred since the date of the Preliminary Official Statement affecting the statements and information described in Paragraph 6 of the Letter of Representations relating to the Developer, its Affiliates, the development status and ownership of the Property, the Developer's development plan, the Developer's financing plan, the Developer's lenderso if any, and contractual arrangements ofthe Developer or any Affiliates (including, if material to the Developer's development plan or the Developer's financing plan, loans of such Affiliates) (and subject to the limitations and exclusions contained in Paragraph 6 of the Letter of Representations) which should be disclosed in the Official Statement for the purposes for which it is to be used in order to make such statements and information contained in the Official Statement not misleading in any material respect.

3. For the period through 25 days after the "End of the Underwriting Period" as defined in the Purchase Agreement (provided the Developer may assume the End of the Underwriting period is the Closing Date (as defined in the Bond Purchase Agreement), unless it receives written notice from the Underwriter that the End of the Underwriting Period is later than the Closing Date), if the undersigned has actual knowledge of any event relating to or affecting the Developer, its Affiliates, ownership of the Property, the Developer's development plan, the Developer's financing plan, the Developer's lenders, if any, and contractual arrangements ofthe Developer or any Affiliates (including, if material to the Developer's development plan or the Developer's financing plan, loans of such Affiliates), to cause the information under the sections of the Official Statement indicated in Paragraph 6 of the Letter of Representations (and subject to the limitations and exclusions contained in Paragraph 6 of the Letter of Representations) to contain an untrue statement of a material fact or to omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, the undersigned shall notify the Authority and the Underwriter and if in the opinion of the Underwriter or counsel to the Authority, it is necessary to amend or supplement the Official Statement in order to make the Official Statement not misleading in the light of the circumstances under which they were made, the Developer shall reasonably cooperate with the Authority and the Underwriter in the preparation of an amendment or supplement to the Official Statement in form and substance reasonably satisfactory to the Underwriter and Disclosure Counsel which will amend or supplement the Official Statement so that it will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

4. The Developer has duly and validly executed and delivered the Developer Continuing Disclosure Certifi cate.

D-2

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Each of the undersigned has executed this Closing Certificate solely in his or her capacity as an officer or representative of the Developer and he or she will have no personal liability arising from or relating to this Closing Certificate.

TOLL WEST INC. which will do business tn
California as Toll Brothers West Inc.,
a Delaware corporation
Gregory S. Van Dam,
Vice President
By
Scott Esping,
Assistant Secretary
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EXHIBIT E

SUPPLEMENTAL OPINION OF BOND COUNSEL
_,2025
Piper Sandler & Co., as Underwriter
Sacramento, California
Folsom Ranch Financing AuthoritY
City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7
SpecialTax Bonds. Series 2025
(Supplemental Opinion)
Greetings:

This letter is provided pursuant to Section 4.F.7. of the Bond Purchase Agreement, dated 2025 (the "Purchase Contract")o between Piper Sandler & Co. (the "Underwriter") and the Folsom Ranch Financing Authority (the "Authority"), providing for the purchase by the Underwriter of$ aggregate principal amount of its Folsom Ranch Financing Authority City of Folsom-, Community Facilities District No. 23 (Folsom
Bonds, Series 2025 (the "Bonds"). The Bonds
Ranch) Improvement Area No. 7 Special Tax Revenue
are being issued pursuant to a trust agreement, dated as of_ 1,2025(the"TrustAgreement"),amongthelssuer,theCityofFolsomCommunityFacilities District No. 23 (Folsom Ranch) (the "Community Facilities District") and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"). The Trust Agreement provides that the Bonds are issued for the stated purpose of enabling the Authority to acquire certain special tax bonds to be issued by the Community Facilities District. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Trust Agreement or, if not defined in the Trust Agreement, in the Purchase Contract.

We have delivered our final legal opinion (the "Bond Opinion") as bond counsel to the Authority concerning the validity of the Bonds and certain other matters, dated the date hereof and addressed to the Authority. You may rely on such opinion as though the same were addressed to you.

In connection with our role as bond counsel and disclosure counsel to the Authority, we have reviewed the Purchase Contract, the Trust Agreement, an indenture, dated as of -
1 ,2025, between
the Community Facilities District and U.S. Bank Trust Company, National Association, as trustee (the "Local Obligations Indenture"), the tax certificate related to the Bonds (the "Tax Certificate"), certain portions of the posted preliminary official statement of the Authority dated -,2025,
with respect
io the Bonds (the "Preliminary Official Statement") and of the posted official statement of the Authority dated _,2025,with respect to the Bonds (the "Official Statemenf'), opinions of counsel to the Authority;he Community Facilities District, the Trustee, Toll West Inc. which will do business in California ur Toll Brothers West Inc., a Delaware corporation ("Toll Brothers"), certificates of the Authority, the Community Facilities District, the Trustee, Integra Realty Resources (the "Appraiser"), NBS (the "special Tax Consultant"), Toll Brothers, and otherso and such other documents, opinions and matters to the extent we deemed necessary to render the opinions and conclusions set forth herein.

The opinions and conclusions expressed herein are based on an analysis of existing laws, regulations, .ulingr and court decisions and cover certain maffers not directly addressed by such E-l

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authorities. Such opinions or conclusions may be affected by actions taken or omitted or events occurring after the original delivery of the Bonds on the date hereof. We have not undertaken to determine, or to inform any person, whether any such actions are taken or omitted or events do occur or any other matters come to our attention after the original delivery of the Bonds on the date hereof.

We have assumed the genuineness of all documents and signatures provided to us and the due and legal execution and delivery thereof by, and validity against, any parties other than the Authority. We have assumed, without undertaking to verifu, the accuracy of the factual matters represented, warranted or certified in the documents, and of the legal conclusions contained in the opinions, referred to in the third paragraph hereof. We have further assumed compliance with all covenants and agreements contained in such documents. In addition, we call attention to the fact that the rights and obligations under the Bonds, the Trust Agreement, the Local Obligations Indenture, the Tax Certificate, and the Purchase Contract and their enforceability may be subject to bankruptcy, insolvency, receivership, reotganization, arrangement, fraudulent conveyance, moratorium and other laws relating to or affecting creditors' rights, to the application of equitable principles, to the exercise of judicial discretion in appropriate cases and to the limitations on legal remedies against governmental entities such as the Authority and the Community Facilities District in the State of Califomia. We express no opinion with respect to any indemnification, contribution, liquidated damages, penalty (including any remedy deemed to constitute a penalty), right of set-off, arbitration, judicial referenceo choice of law, choice of forum, choice of venue, non-exclusivity of remedies, waiver or severability provisions contained in the foregoing documents, nor do we express any opinions with respect to the state or quality of title to or interist in any property described in or as subject to the lien of the Trust Agreement or the Local Obligations Indenture or the accuracy or sufficiency of the description contained therein of, or the remedies available to enforce liens on, any such property. We express no view with respect to the plans, specifications, maps, financial report or other engineering or financial details of the proceedings,-o. 1rpon the Rate and Method of Apportionment for Improvement Area No. 7 of the Community Facilities District or the validity of the Special Tax levied upon any individual parcel.

Based on and subjectto the foregoing, and in reliance thereon, as of the date hereof, we are of the following opinions and conclusions:

1. The Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Trust Agreement is exempt from qualification pursuant to the Trust Indenture Act of 1939, as amended.

2. The Purchase Contract has been duly executed and delivered by, and constitutes a valid and binding agreement of, the Authority.

3. The statements contained in the Official Statement under the captions "THE BONDS" (excluding any information about The Depository Trust Company ("DTC"), Cede & Co., or the DTC book-entry system as to which no opinion is expressed), "SECURITY AND SOURCES OF PAYMENT FOR THE BONDS (excluding therefrom the information under the headings "-special Tax Analysiso" "-5p"cial Tax Calculation" 4nd65-fle Teeter Plan") and "TAX MATTERS ," andin APPENDIX E - "PROPOSED FORM OF OPINION OF BOND COUNSEL" and APPENDIX C - "SUMMARY OF PRINCIPAL DOCUMENTS," excluding any material that may be treated as included under such captions by cross reference or reference to other documents or sources, insofar as such statements expressly summarize certain provisions of the Trust Agreement and the Local Obligations Indenture, or set out content of the Bond Opinion, are accurate in all material respects.

E-2

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4. We are not passing upon and do not assume any responsibility for the accuracy, completeness or faimess of any of the statements contained in the Preliminary Official Statement or (except as explicitly stated in paragraph 3 above) in the Official Statement and make no representation that we have independently verified the accuracy, completeness or fairness of any such statements. In our capacity as bond counsel and disclosure counsel to the Authority in connection with issuance of the Bonds, we participated in conferences with your representatives, your counsel, representatives of the Community Facilities District, the City, the Authority, their respective counsel, representatives of Toll Brothers and their counsel, the Appraiser, the Special Tax Consultant and others, during which conferences the contents of the Preliminary Official Statement or the Official Statement and related matters were discussed. Based on our participation in the above-mentioned conferences (which, with respect to the Preliminary Official Statement, did not extend beyond the date of the Purchase Contract, and with respect to the Official Statement did not extend beyond its date), and in reliance thereon, on oral and written statements and representations of the Authority, the Community Facilities District and others and on the records, documents, certificates, opinions and matters herein mentioned, subject to the limitations on our role as bond counsel and disclosure counsel to the Authority, we advise you as a matter of fact and not opinion that (a) no facts had come to the attention of the attorneys in our firm rendering legal services with respect to the Preliminary Official Statement which caused us to believe as of the date of the Purchase Contract, based on the documents, drafts and facts in existence and reviewed as of that date that the Preliminary Official Statement contained any untrue statement of a material fact or omiged to state amateial fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading (except any information marked as preliminary or subject to change, any information permitted to be omitted by Securities and Exchange-Commission Rule l5c-l2or otherwise left blank and any other differences with the information in the Official Statement), and (b) no facts had come to the attention of the attorneys in our firm rendering legal service with respect to the Official Statement which caused us to believe as of the date of the Official Statement and as of the date hereof that the Official Statement contained or contains any untrue statement of a material fact or omitted or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that we expressly exclude from the scope of this paragraph and express no view with respect io both the Preliminary Official Statement and the Official Statement, about any CUSIP numbers, financial, accounting, statistical, economic, engineering or demographic data or forecasts, numbers, charts, tables, graphs, estimates, projections, assumptions or expressions of opinion, any information about feasibility, valuation, appraisals, absorption, real estate or environmental matters, litigation, any statements about compliance with prior continuing disclosure undertakings, relationships among the parties, any information about book-entry, DTC, Cede & Co., ratings, rating agencies, the underwriter, municipal advisor, underwriting, and the information contained in Appendices A, B, D, F and G, included or referred to therein or omitted therefrom. No responsibility is undertaken or conclusion expressed with respect to any other disclosure document, materials or activity, or as to any information from another document or source referred to by or incorporated by reference in the Preliminary Official Statement or the Official Statement.

This letter is fumished by us as bond counsel and disclosure counsel to the Authority. No attorney-client relationship has existed or exists between our firm and you in connection with the Bonds or by virtue of this letter. We disclaim any obligation to update this letter. This letter is delivered to you as underwriter of the Bonds, is solely for your benefit as such underwriter in connection with the original delivery of the Bonds on the date hereof, and is not to be used, circulated, quoted or otherwise referred to or relied upon for any other purpose or by any other person. This letter is not intended to, and may not, be relied upon by owners of the Bonds or by any other party to whom it is not specifically addressed.

E-3

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Very truly yours,
ORzuCK, HERRINGTON & SUTCLIFFE T-T-P
E-4

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EXHIBIT F

FOLSOM RANCH FINANCING AUTHORITY
CITY OF FOLSOM COMMUNITY FACILITIES DISTRICT NO. 23
(FOLSOM RANCH) TMPROVEMENT AREA NO. 7

SPECIAL TAX REVENUE BONDS
SERIES 2025

FORM OF ISSUE PRICE CERTIFICATE
The undersigned, on behalf of Piper Sandler & Co. (the "PSC"), hereby certifies as set forth below with respect to the sale and issuance of the above-captioned bonds (the o'Bonds"). l. Sate of the Generul Rule Maturities. As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule A.

2. Inilial Offering Price of the Hold-the-Offering-Price Muturities. (a) PSC offered the Hold-the-Offering-Price Maturities to the Public for purchase at the respective initial offering prices listed in Schedule A (the "Initial Offering Prices") on or before the SaG Date. A copy of the pricing wire or equivalent communication for the Bonds is attached to this certificate as Schedule B.
(b) As set forth in the Bond Purchase Agreement, dated
-,2025,by
and between PSC
and the Issuer, PSC has agreed in writing that: (i) for each Maturity of the Hold-the-Offering-Price Maturities, it would neither offer nor sell any of the Bonds of such Maturity to any person at a price that is higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the "hold-the-offering-price rule"); and (ii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any retail distribution agreement shall contain the agreement of each broker-dealer who is a party to the retail distribution agreement, to comply with the hold-the-offering-price rule. Pursuant to such agreement, no Underwriter (as defined below) has offered or sold any Maturity of the Hold-the-Offering-Price Maturities at a price that is higher than the respective Initial Offering Price for that Maturity of the Bonds during the Holding Period.

3. De/ined Terms.
(a) General Rule Mqturities means those Maturities of the Bonds listed in Schedule A hereto as the "General Rule Maturities."
(b) Holdahe-Offering-Price Maturities means those Maturities of the Bonds listed in Schedule A hereto as the "Hold-the-Offering-Price Maturities." (c) Holding Period means, with respect to a Hold-the-Offering-Price Maturity, the period starting on the Sale Date and ending on the earlier of (i) the close of the fifth business day after the _:2025 (the Sale Date), or (ii) the date on which the Underwriter has sold at least 10%o of such F-l

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03/25/2025 Item No.2.

Hold-the-Offering-Price Maturity to the Public at prices that are no higher than the Initial Offering Price for such Hold-the-Offering-Price Maturity.
(d) Issuer means the Folsom Ranch Financing Authority.
(e) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities.
(0 Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter.

The term "related party" for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (g) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds it -,
2025.
(h) (Jnderwriter means: (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public; and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public).

The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents PSC's interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Orick Herringlon & Sutcliffe LLP, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds.

PIPER SANDLER & CO.

By
Name
Dated: 2025
-)
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SCHEDULE A
(Attached)
F-3

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SCHEDULE B

PRICING WIRE
(,4ttached)
F-4

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EXHIBIT G

FOLSOM RANCH FINANCING AUTHORITY
CITY OF FOLSOM COMMUNITY FACILITIES DISTRICT NO. 23
(FOLSOM RANCH) IMPROVEMENT AREA NO. 7

SPECIAL TAX REVENUE BONDS
SERIES 2025

CERTIFICATE OF APPRAISER
Folsom Ranch Financing Authority
50 Natoma Street,
Folsom, CA,95630
City of Folsom Community Facilities District No. 23
(Folsom Ranch)
50 Natoma Street,
Folsom, CA,95630
Piper Sandler & Co.
3626Fair Oaks Boulevard, Suite 200
Sacramento, California 9 5 864
The undersigned hereby states and certifies:

1. That he is an authorized principal of Integra Realty Resources (the "Appraiser") and as such is familiar with the facts herein certified and is authorized and qualified to certifr the same.

2. That the Appraiser has prepared an appraisal report, dated _,2025 (the "Appraisal Report"), on behalf of the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the "Community Facilities District") and the Folsom Ranch Financing Authority (the "Authority") in connection with the Preliminary Official Statement, dated _,2025 (the "Preliminary Official Statement") and the Official Statement dated _, 2025 ("Official Statement"), for the Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025 (the "Bonds").

3. That the Appraiser hereby consents to the reproduction and use of the Appraisal Report appended to the Preliminary Official Statement and the Official Statement. The Appraiser also consents to the references to the Appraiser and the Appraisal made in the Preliminary Official Statement and the Official Statement.

4. In the opinion of the Appraiser the assumptions made in the Appraisal Report are reasonable. Since the date of value of the Appraisal Report, the Appraiser is not aware of any facts that would cause its opinion of value of the taxable property in Improvement Area No. 7 (the o'Improvement Area") of the Community Facilities District to be lower than the value in the Appraisal.

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5. Each of the parcels appraised by the Appraiser is encompassed within the Improvement Area as set forth in the boundary map of the Community Facilities District.

6. That, as of the date of the Preliminary Official Statement, as of the date of the Official Statement and as of the date hereof, the Appraisal Report appended to the Preliminary Official Statement and the Official Statement, to the best of my knowledge and belief, and subject to all of the Limiting Conditions and Major Assumptions set forth in the Appraisal Report, did not and does not contain any untrue statement of a materi al fact or omit to state a material fact necessary in order to make the statements contained therein, in the light of the circumstances under which they were made, not misleading, and no events or occuffences have been ascertained by us or have come to our affention that would substantially change the estimated values stated in the Appraisal Report. However, we have not performed any procedures since the date of the Appraisal Report to obtain knowledge of such events or occurrences nor are we obligated to do so in the future.

7. The Community Facilities District, the Authority, and the Underwriter, Piper Sandler & Co., are entitled to rely on the Certificate.

Dated: _,2025 INTEGRA REALTY RESOURCES
By:

Authorized Representative
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EXHIBIT H

FORM OF OPINION OF COUNSEL TO THE DEVELOPER
2025
-)
Folsom Ranch Financing Authority
c/o City of Folsom
50 Natoma Street
Folsom, California 95630
Piper Sandler & Co.
3626Fafu Oaks Boulevard, Suite 100
Sacramento, California 9 5864
Re: .s Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds Series 2025
Ladies and Gentlemen
We have acted as special counsel to Toll West Inc. which will do business in California as Toll Brothers West Inc., a Delaware corporation (the "Developer"), in connection with the issuance of the above-referenced bonds (the "2025 Bonds") by the Folsom Ranch Financing Authority (the "Authority"). All real property located within Improvement Area No. 7 (the "Improvement Area") of the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the "Community Facilities District") and owned by the Developer is referred to herein as the "Property." The 2025 Bonds are being sold to Piper Sandler & Co., as Underwriter (the o'Underwriter"). This opinion letter is being delivered to you pursuant to Section 4(FX21) of the Bond Purchase Agreement, dated -,
2025,between the Authority and the Underwriter (the "Purchase Agreement").

In the course of acting as special counsel to the Developer as herein described, we have examined the following documents:
(a) Preliminary Official Statement, dated _,2025, prepared in conjunction with the issuance and sale of the 2025Bonds (the "Preliminary Official Statement"); (b) Official Statement, dated _, 2025, prepared in conjunction with the issuance and sale of the 2025 Bonds (the "Official Statement"); (c) Continuing Disclosure Certificate-Toll Brothers, dated as of-,2025 (the "Continuing Disclosure Document"), executed by the Developer; H-1

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(d) Letter of Representations of Toll West Inc. which will do business in California as Toll Brothers West Inc., dated _,2025, and Closing Certificate of Toll West Inc. which will do business in California as Toll Brothers West Inc., dated -,
2025, each executed by the
Developer (collectively, the "Developer Certificates"); (e) Certificate of Incorporation of the Developer, filed with the Delaware Secretary of State, as amended, and Bylaws of the Developer, as amended (collectively, the ooDeveloper Formation Documents");
(0 Certificate of Good Standing of the Developer from the Delaware Secretary of State dated 2025, and Certificate of Status of the Developer from the California Secretary of State dated _,2025; and
(g) Such other agreements, contracts and documents as we deemed relevant for the pu{poses of this opinion.

In addition, we have made such factual and other inquiries and examinations as we deemed necessary for the purposes of this opinion letter.

We call to your attention the fact that we are not general counsel to the Developer and do not represent the Developer on a continuing basis. Rather, we are representing the Developer solely in conneition with its interactions with the Authority, the Community Facilities District and the City of Folsom (the "City") in connection with the issuance of the 2025 Bonds.

Whenever we have indicated in this opinion letter that the existence or absence of facts is based on our knowledge, it is intended to signiff that during the course of our representation of the Developer as herein described, no information has come to the affention of the lawyers in our firm actively representing the Developer in the matters described herein which would give them current actual knowledge of the existence or absence of such facts. Please be advised that only John P. Yeager and Sandra A. Galle have been so involved.

Except to the extent expressly set forth herein, we have not undertaken any independent investigations to determine the existence or absence of such facts, and no inference as to our knowledge of the existence or absence of such facts should be drawn from our representation of the Developer.

We have made no examination of, and express no opinion as to, title to the Property, the ability of the Developer to develop the Property (except as specifically set forth in paragraph 6 below), or the viability of the development of the Property by the Developer as described in the Official Statement.

As to certain factual matters (which we have not independently established or verified), including, without limitation, the status of the development of the Property by the Developer and existing development entitlements and future development entitlements which must be obtained in order for the Developer to complete the development and sale of the Property, we have relied upon statements, certificates and other assurances of public officials and of certain officers and agents of the Developer, as well as employees and/or consultants of the Developer.

In expressing the opinions below, we have assumed, without inquiry or investigation, (i) the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of documents submitted to us as copies or as exhibits, and the H-2

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authenticity of such originals of such latter documents; (ii) that there are no oral or written terms or conditions agreed to by the Authority, the Community Facilities District, the City, and/or the Developer which would have an effect on the opinions rendered herein; (iii) that there has not been any mutual mistake of fact or misunderstanding which would have an effect on the opinions rendered herein; and (iv) that all parties have complied with any requirement of good faith and fair dealing, noncompliance with which would have an effect on the opinions rendered herein.

Based solely upon and subject to the foregoing as well as to the qualifications, limitations, exclusions, exceptions, assumptions and other matters set forth herein, we are of the opinion that:

1. The Developer is a corporation, duly incorporated, validly existing and in good standing under the laws of the State of Delaware, and is registered to transact business as a foreign corporation in the State of California and is in good standing under the laws of the State of California.

2. The Developer has the corporate power and corporate authority to execute, deliver and perform its obligations under the Continuing Disclosure Document.

3. The execution and delivery by the Developer of the Continuing Disclosure Document and the performance by the Developer of its obligations thereunder (i) have been duly authorized by all necessary corporate action on the part of the Developer and (ii) will not result in a violation of, a breach of, or a default under the Developer Formation Documents.

4. The Continuing Disclosure Document has been duly executed and delivered by the Developer and constitutes the legally valid and binding obligation of the Developer, enforceable against the Developer in accordance with its terms.

5. To our knowledge, there is no action, suit, proceeding, inquiry or investigation, by or before any court, governmental agency, public board or body, pending or overtly threatened against the Developer which (A) seeks to prohibit, restrain or enjoin the proposed development by the Developer of the Property as described in the Official Statement; or (B) if determined adversely to the Developer is reasonably likely to have a material adverse effect on the Developer's ability (i) to comply with its obligations under the Continuing Disclosure Document, (ii) to develop the Property as described in the Official Statement or (iii) to pay special taxes or ad valorem property taxes related to the Property when due; or (C) seeks to cause the Developer to be adjudicated as bankrupt or discharged from any or all of its debts or obligations; or (D) grants or seeks to grant an extension of time to pay the Developer's debts or seeks to effect areorganization or a readjustment of the Developer's debts.

6. Without having undertaken to determine independently the accuracy, completeness, or fairness of the statements contained in the Preliminary Official Statement and the Official Statement, but based solely on (i) our limited capacity as special counsel to the Developer, (ii) the representations of the Developer and/or its employees and/or consultants, and our reliance thereon, and (iii) our review of the Preliminary Official Statement and the Official Statement, no facts had or have come to our attention during the course of our representation of the Developer as described herein which caused us to believe that the information describing Development Matters (defined below) contained in the Relevant Sections (defined below) of the Preliminary Official Statement as of its date C_, 2025) or as of the date of the Purchase Agreement (_, 2025), or the Relevant Sections of H-3

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the Official Statement as of its date ( ,2025) or as of the date hereof, contained or contains any untrue statement of a material fact or omitted or omits to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; provided, howevero in each case, we express no belief or conclusion as to (a) any financial statements and other financial, statistical, economic or engineering information, data or forecasts, numbers, charts, estimates, projections, assumptions or expressions of opinion, (b) any information about valuation, appraisals, absorption or environmental matters (other than environmental permitting) included or referenced therein, including, without limitation, any information describing or summarizingall or any part of the Appraisal (as such term is defined in the Official Statement), and (c) any information which is identified as having been provided by a source other than the Developer). For purposes of this paragraph, the term "Relevant Sections" means the sections of the Preliminary Official Statement and the Official Statement entitled "PROPOSED PROPERTY DEVELOPMENT-Development Entitlements-Tentative and Final MapoWl' *-Si!9--4999$,"*-Phgs.e--2---lTatsL Infrqstructure" (as to the sixth paragraph only), "-FlgpdZpns-E " "-EitgZQLgE " "-fifurdgbk Housing!' (as to the second paragraph only), 4nd 66-fsll Brothers Development" and "CONTINUING DISCLOSURE-ToII Brothers-Prior Contirnting Disc " and the term "Development Matters" means the Developer, its Affiliates (as defined in the Developer Certificates), ownership of the Property, the Developer's development plan, the Developer's financing plan, the Developer's lenders, if any, and contractual arrangements of the Developer or any of its Affiliates (including, if material to the Developer's development plan or the Developer's financing plan, loans of such Affiliates).

Our opinions set forth in this opinion letter are subject to the following assumptions, exceptions, qualifications, limitations and exclusions, in addition to those assumptions, exceptions, qualifications, limitations and exclusions set forth above:

A. The foregoing opinions are qualified to the extent that (i) the legality, validity, binding nature and enforceability of the Continuing Disclosure Document may be limited by and subject to bankruptcy, insolvency, reorganization,moratorium or other similar laws affecting the rights of creditors now or hereafter in effect (including, without limitation, any law pertaining to preferential or fraudulent transfers), or may be limited by and subject to legal or general principles of equity (whether such enforceability is considered in a proceeding in equity or at law), conscionability, reasonableness, good faith or fair dealing, whether relating to creditors' rights or otherwise, and (ii) any remedy of specific performance and injunctive and other forms of equitable relief are subject to certain equitable defenses and to the discretion of the court before which any proceeding therefor may be brought.

B. We express no opinion as to (i) any matters related to architecture, construction, engineering, or the seismic or environmental condition of the Property (except as specifically set forth in paragraph 6 above), including, without limitation, any matters relating to the handling, storage, transportation or disposal of hazardous or toxic materials, (ii) any laws, rules or regulations relating thereto, andlor (iii) any other scientific or professional field as such opinion would be beyond the scope of any opinion expressed herein.

C. We express no opinion on the enforceability under certain circumstances of provisions to the effect that rights or remedies are not exclusive, that rights or remedies may be exercised without notice, that every right or remedy is cumulative and may be exercised in addition to Il-4

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or with any other right or remedy, that the election of a particular remedy or remedies does not preclude recourse to one or more other remedieso or that the failure to exercise or delay in exercising rights or remedies will not operate as a waiver of any such right or remedy.

D. We express no opinion as to (i) any rights of set-off (other than as provided by Section 3054 of the California Civil Code, as interpreted by applicable judicial decisions); (ii) the enforceability of any provision providing for indemnification for claims, losses or liabilities to the extent such indemnification is prohibited by applicable law or contrary to public policy; or (iii) the enforceability of any provisions or agreement designating a party as an agent or attorney-in-fact, except where an agent or attorney-in-fact executed the Continuing Disclosure Document on behalf of the Developer.

E. We express no opinion as to the legality, validity, binding nature or enforceability (whether in accordance with its terms or otherwise) of any provision insofar as it provides for the payment or reimbursement of costs and expenses in excess of a reasonable amount determined by any court or other tribunal (further, we wish to bring to your attention that to the extent any such provision provides for the payment of attorneys' fees in litigation, under California law such attorneys' fees may be granted only to the prevailing party and such provisions are deemed to extend to both parties, notwithstanding that such provisions by their express terms benefit only one party).

F. We express no opinion regarding any laws or regulations involving taxes, including without limitation, we express no opinion as to the exclusion from gross income for federal income tax purposes of the interest on the 2025 Bonds, or the exemption of the interest on the 2021 Bonds from the State of Califomia personal income taxes.

G. Except as specifically set forth in paragraph 6 above, we express no opinion as to (i) compliance with the anti-fraud provisions of applicable federal and state securities or other laws, rules or regulations or (ii) the applicability or effect on the subject transaction of the securities laws of the State of California, the United States of America, including but not limited to the Securities Act of 1933, as amended, and any other jurisdiction.

H. We are licensed to practice law only in the State of California. Accordingly, we are opining only as to the intemal laws (excluding laws relating to conflicts of laws) of the State of California, the federal laws of the United States of America, and the Delaware General Corporation Law, and assume no responsibility as to the applicability or effect of the laws of any other jurisdiction.

I. Whenever we have stated that we have assumed any matter of fact, it is intended to indicate that we have assumed such matter without making any factual, legal or other inquiry or investigation, and without expressing any opinion or conclusion of any kind concerning such matter.

J. This opinion letter is fumished to you specifically in connection with the issuance of the 2025 Bonds pursuant to the terms of the Purchase Agreement, and solely for your information and benefit. It may not be utilized, relied on, quoted or distributed to any other person by you in any other connection, and it may not be utilized, relied on or quoted by any other person for any H-5

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purpose, without in each instance our express prior written consent; provided, howevero a copy may be included in the transcript of the proceedings for the 2025 Bonds.

K. The opinions expressed herein are given on the date hereof and are based on the facts (as we know, believe or have assumed them to be) and law as in effect on the date hereof.

We undertake neither to supplement or update this opinion letter nor undertake to advise you or any other party if there is a change in law or facts or new facts come to our attention subsequent to the date hereof which may affectthe opinions expressed above and/orwhich may cause us to amend any portion of this opinion letter in full or in part. If future acts or omissions of the parties may serve to modiff, alter or change the circumstances under which the opinions herein were rendered, our opinions set forth in this opinion letter shall remain as if such future acts or omissions did not occur. Also, actions, conduct or omissions by a party may create a situation of waiver, estoppel or novation which would supplant the opinions set forth in this opinion letter.

Very Truly Yours,
H-6

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ATTACHMENT 8

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DISTRICT CONTINUING DISCLOSI]RE CERTIFICATE
THIS DISTRICT CONTINUING DISCLOSURE CERTIFICATE (this "Disclosure Certificate"), dated as of 2025, is executed and delivered by the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the "District") relative to the Folsom Ranch Financing Authority (the "Authority") in connection with the issuance by the Authority of the Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025 (the o'Bonds"). The Bonds are being issued pursuant to a Trust Agreement (the "Trust Agreement"), among the District, the Authority and U.S. Bank Trust Company, National Association (the "Trustee"). The District covenants and agrees as follows.

SECTION 1. Purpose of the Disclosure Certificate. The Disclosure Certificate is being executed and delivered by the District for the benefit of the Holders and Beneficial Owners of the Bonds and in order to assist the Participating Underwriter in complying with S.E.C. Rule 15c2-12(bX5).

The term "Financial Obligation" shall not include Municipal Securities (as defined in the Securities Exchange Act of 1934, as amended) as to which a final official statement (as defined in the Rule) has been provided to the MSRB consistent with the Rule.
"Listed Events" means any of the events listed in subsection (a) of Section 5 hereof. "MSRB" means the Municipal Securities Rulemaking Board, or any successor thereto. "Official Statement" means the Official Statement, dated 2025, rclating to the Bonds.
"Participating Underwriter" means the original underwriter of the Bonds required to comply with the Rule in connection with the offering of the Bonds.
"Rule" means Rule 15c2-12(bX5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. 1 Page 423
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SECTION 3. Provision of Annual Reports.
(a) The District shall, or shall cause the Dissemination Agent to, provide to the MSRB through the EMMA System, in an electronic format and accompanied by identiffing information all as prescribed by the MSRB, an Annual Report which is consistent with the requirements of Section 4 hereof, not later than the Annual Report Date, commencing with the report for the 2024-25 Fiscal Year. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by reference other information as provided in Section 4 hereof; provided, however, that the audited financial statements of the District may be submitted separately from the balance of the Annual Report, and later than the date required above for the filing of the Annual Report if not available by that date. If the District's fiscal year changes, it shall, or shall instruct the Dissemination Agent to, give notice of such change in the same manner as for a Listed Event under subsection (e) of Section 5 hereof. The first Annual Report may include the filing of or reference to the Offrcial Statement. (b) Not later than 15 business days prior to the date specified in subsection (a) of this Section for the providing of the Annual Report to the MSRB, the District shall provide the Annual Report to the Dissemination Agent.
(c) If the Dissemination Agent is other than the District, then not later than fifteen (15) Business Days prior to said date, the District shall provide the Annual Report to the Dissemination Agent.

If the District is unable to provide the Annual Report to the MSRB by the Annual Report Date, the District shall send a notice to the MSRB in substantially the form attached as Exhibit A to the Disclosure Certificate. (d) The Dissemination Agent shall:
(i) provide any Annual Report received by it to the MSRB, as provided herein; and (ii) file a report with the District certif ing that the Annual Report has been provided pursuant to this Disclosure Certificate and stating the date it was so provided.

SECTION 4. Content of Annual Reports. The District's Annual Report shall contain or incorporate by reference the following:
(a) The District's audited financial statements, if any, prepared in accordance with generally accepted accounting principles as promulgated to apply to governmental entities from time to time by the Governmental Accounting Standards Board. If the District's audited financial statements, if any, are not available by the time the Annual Report is required to be filed pursuant to subsection (a) of Section 3 hereof, the Annual Report shall contain unaudited financial statements, and the audited financial statements, if any, shall be filed in the same manner as the Annual Report when they become available. If the District's financial statement is included or consolidated with the financial statement for the City of Folsom (the "City"), then the District shall file the City's audited financial statements as its own. (b) The following information:
(i) The principal amount of Bonds and any bonds secured by Refunding Local Obligations (as defined in the Official Statement) Outstanding as of the December 3l next preceding the Annual Report Date along with debt service schedules for the Bonds and any bonds secured by Refunding Local Obligations (as defined in the Official Statement) Outstanding as of such date;
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03/25/2025 Item No.2.
(ii) The balance in each reserve account for the Local Obligations, and a statement of the required bond reserve amount, as of the December 31 next preceding the Annual Report Date; (iii) The total assessed value of all parcels within the Improvement Area on which the Special Taxes are levied, as shown on the assessment roll of the Sacramento County Assessor last equalized prior to the December 31 next preceding the Annual Report Date, and a statement of assessed value-to-lien ratios therefor based on special tax and assessment debt, either by individual parcel or by categories (e.g., "below 3:1," "3:1 to 4:1" etc.); (iv) The Special Tax delinquency rate for the Improvement Area as of the December 31 next preceding the Annual Report Date; the number of parcels within the Improvement Area delinquent in payment of special taxes as of the December 31 next preceding the Annual Report Date; the amount of each delinquency; the length of time delinquent and the date on which foreclosure was commenced, or similar information pertaining to delinquencies deemed appropriate by the District; provided, however, that parcels with aggregate delinquencies of $1,000 or less (excluding penalties and interest) may be grouped together and such information may be provided by category;
(v) The status of foreclosure proceedings and a summary of the results of any foreclosure sales in the Improvement Area as of the December 3l next preceding the Annual Report Date;
(vi) The identity of any property owner, representing more than 5%o of the Special Tax levy, delinquent in payment of special taxes as of the December 31 next preceding the Annual Report Date;
(vii) All tentative and final maps approved and/or recorded within the Improvement Area, describing the gross acres, the planned commercial acres and the number and type of planned residential dwelling units;
(viii) The number of new building permits issued and a description of the purpose of such permits (e.g., new single-family, new multi-family, new commercial, new industrial); (ix) A land ownership summary listing the top ten Special Taxpayers for the Improvement Area (excluding any individual homeowner responsible for 5% or less of the Special Tax for the current Fiscal Year), as shown on the assessment roll of the Sacramento County Assessor last equalized prior to the December 31 next preceding the Annual Report Date; and (x) For the current Fiscal Year, the amount of the Effective Tax Rate Evaluation Maximum Facilities Special Tax, the Maximum Facilities Special Tax, the actual Facilities Special Tax levied within the Improvement Area and the actual Special Tax levied within the Improvement Area, with such amounts reported separately for Developed Property, Small Lot Final Map Property and Large Lot Property; provided, however, that once all Taxable Property within the Improvement Area is Developed Properly, the Maximum Facilities Special Tax and the actual Facilities Special Tax and the actual Special Tax levied may each be shown on an aggregate basis in the Annual Report. For the purposes of this subparagraph (x), all capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the Rate and Method for the Improvement Area.

In addition to any of the information expressly required to be provided under this Section, as set forth above, the District shall provide such further information, if any, as may be necessary to make the J Page 425
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specifically required statements, in the light of the circumstances under which they are made, not misleading.

Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the District or related public entities, which have been submitted to the MSRB through the EMMA System. The District shall clearly identifr each such other document so included by reference.

Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the obligated person, or if such jurisdiction has been assumed by leaving the existing governmental body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person. (ix) Rating changes
(") Default, event of acceleration, termination event, modification of terms or other similar events under the terms of a financial Obligation ofthe District, any of which reflect financial difficulties.
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(b) The District shall give notice, or cause notice to be given, not less than ten Business Days after the occuffence of any of the following events with respect to the Bonds, if material:
(i) Modifications to rights of Bond holders.
(ii) Bond calls.
(iii) Release, substitution or sale of property securing repayment of the Bonds. (iv) Non-paymentrelateddefaults.
(v) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms.
(vi) Appointment of a successor or additional trustee or the change of name of a trustee
(vii) Incurrence of a Financial Obligation of the District, or agreement to covenants, events of default, remedies, priority rights, or similar terms of a Financial Obligation of the District, any of which affect Bondholders.
(c) Whenever the District obtains knowledge of the occurrence of a Listed Event described in subsection (b) above, the District shall determine if such event would be material under applicable federal securities laws.
(d) If the District learns of the occurrence of a Listed Event described in subsection (a) of this Section, or determines that knowledge of a Listed Event described in subsection (b) of this Section would be material under applicable federal securities laws, the Dishict shall notiff the Dissemination Agent thereof in writing and instruct the Dissemination Agent to report the occurrence pursuant to subsection (e) of this Section. If in response to a request under subsection (b) of this Section, the District determines that the Listed Event would not be material under applicable Federal securities law, the District shall so notif,i the Dissemination Agent in writing and instruct the Dissemination Agent not to report the occurrence pursuant to subsection (e) ofthis Section.
(e) If the Dissemination Agent has been instructed by the District to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occuffence with the MSRB through the EMMA System. Notwithstanding the foregoing, notice of Listed Events described in paragraph (vii) of subsection (a) ofthis Section andparagraph (ii) ofsubsection (b) ofthis Section need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to holders of affected Bonds pursuant to the Trust Agreement.

SECTION 7. Dissemination Agent. The District may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and may 5 Page 427
03/25/2025 Item No.2.
discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent.

The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the District pursuant to the Disclosure Certificate.

SECTION 8. Amendment: Waiver. Notwithstanding any other provision of this Disclosure Certificate, the District may amend this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied:
(a) if the amendment or waiver relates to the provisions of subsection (a) of Section 3 hereof, Section 4 hereof or subsections (a) and (b) of Section 5 hereof, it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature or status of an obligated person with respect to the Bonds, or type of business conducted; (b) the undertakings herein, as proposed to be amended or waived, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the primary offering of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and
(c) the proposed amendment or waiver (i) is approved by Owners of the Bonds in the mannqr provided in the Trust Agreement for amendments to the Trust Agreement with the consent of Owners, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of Owners or Beneficial Owners of the Bonds.

If the annual financial information or operating datato be provided in the Annual Report is amended pursuant to the provisions hereof, the annual financial information containing the amended operating data or financial information shall explain, in narrative form, the reasons for the amendment and the impact of the change in the type of operating data or financial information being provided.

If an amendment is made to the undertaking specifring the accounting principles to be followed in preparing financial statements, the annual financial information for the year in which the change is made shall present a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of the differences in the accounting principles and the impact of the change in the accounting principles on the presentation of the financial statements or information, in order to provide information to investors to enable them to evaluate the ability of the District to meet its obligations. To the extent reasonably feasible, the comparison shall be quantitative. A notice of the change in the accounting principles shall be given in the same manner as for a Listed Event under subsection (e) of Section 5 hereof.

SECTION 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Dishict from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the District chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the District shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event.

SECTION 10. Default. In the event of a failure of the District or the Dissemination Agent to comply with any provision of this Disclosure Certificate, any Holder or Beneficial Ownet of outstanding Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific 6 Page 428
03/25/2025 Item No.2.
perfonnance by court order, to cause the District to comply with its obligations under the Disclosure Certificate. A default under the Disclosure Certificate shall not be deemed an Event of Default under the Trust Agreement, and the sole remedy under the Disclosure Certificate in the event of any failure of the District to comply with the Disclosure Certificate shall be an action to compel performance.

SECTION 11. Duties. Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall be entitled to the protections and limitations from liability afforded to the Trustee under the Trust Agreement. The Dissemination Agent shall not be responsible for the form or content of any Annual Report or notice of Listed Event. The Dissemination Agent shall receive reasonable compensation for its services provided under this Disclosure Certificate. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the Dishict agrees to indemniff and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys' fees) ofdefending against any claim of liability, but excluding liabilities due to the Dissemination Agent's negligence or willful misconduct. The obligations of the District under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds.

SECTION 13. Counterparts. This Disclosure Certificate may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument.

IN WITNESS WHEREOF, the District has executed this Disclosure Certificate as of the date first above written.

CITY OF' F'OLSOM COMMUNITY FACILITIES
DrsrRrcr No. 23 (FoLsoM RANCTT)
By
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03/25/2025 Item No.2.

E)CIIBIT A
NOTICE OF FAILT]RE TO FILE AI\NUAL REPORT
Folsom Ranch Financing AuthorityName of Issuer:

Name of Issue: Folsom Ranch Financing Authority City of Folsom Community Facilities District No. 23 (Folsom Ranch) Improvement Area No. 7 Special Tax Revenue Bonds, Series 2025
Date of Issuance: 2025
NOTICE IS HEREBY GIVEN that the City of Folsom Community Facilities District No. 23 (Folsom Ranch) (the "Districf') has not provided an Annual Report with respect to the above-named Bonds as required by Section 3 of the Continuing Disclosure Certificate, dated 2025, executed by the District for the benefit of the Holders and Beneficial Owners of the above-referenced bonds. [The District anticipates that the Annual Report will be filed by l Dated:

CITY OF' F'OLSOM COMMUNITY FACILITIES
DrsTRrcT NO.23 (FOLSOM RANCTT)
Finance Director of the City of Folsom
8 Page 430
03/25/2025 Item No.2.

ATTACHMENT 9

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Folsom Ranch Financing Authority
City of Folsom Community Facilities District
No. 23 (Folsom Ranch) lmprovement Area No. 7
SpecialTax Revenue Bonds, Series 2025
SB 450 Summary / Government Code 5852.1*
Total Estimated Par Amount
Total Estimated Net Premium or (Net Original Discount)
Total Estimated Bond Proceeds
A. True lnterest Cost (TlC) of the Bonds
B. 5um of all fees and charges paid to 3rd parties
Cost of lssuance
U nderwriter's Discou nt
C. Bond Proceeds Net of Reserves, Capitalized lnterest and 3rd Party Fees and Charges
Bond proceeds
Less Reserve Fund
Less Sum of all fees and charges paid to 3rd parties
Less Capitalized lnterest
D. Total Payment Amount
Total Principal and lnterestto Maturity**
Trustee Fee
Special Tax Admin. /Continuing Disclosure Fee
Arbitrage /Rebate Fee
County Collection Charge
$9,875,000
$173,6s0
$10,048,650

4.96"/o
1 $423,438
300,000
1 123,4381
$8,858,962
10,048,650
1 (766,2sq
1 (423,438',)
1 01
s20,622,434
20,014,9341
105,000 2
465,000
3 22,sOO 4
1s,000 s
*Summary reflects good faith estimates as of 2/26/25 and all costs associated with the financing; subject to change based on interest rates, market conditions, and otherfactors. Estimates do not impose any limitations or constraints upon authorized parameters, which differ from the estimates above ** Less Capitalized lnterest, if any
Sources:
1 Preliminary Cash Flows from Piper Sandler with market rates as of 2/26/25 plus 25 bps 2 Per U.S. Bank, estimated 30 years at $3,500 per year
3 Per NBS, estimated 30 years at $15,500 per year
a Per NBS, estimated 30 years at $750 per year
s Per NBS, estimated 30 years at $500 per year

FIELDMAN IROLAPP
& ASyX-tATliS

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03/25/2025 Item No.2.

City of Folsom
Community Facilities District No. 23 (Folsom Ranch)
lmprovement Area No. 7
SpecialTax Bonds
SB 450 Summary / Government Code 5852.1*
Total Estimated Par Amount
Total Estimated Net Premium or (Net Original Discount)
Total Estimated Bond Proceeds
A. True lnterest Cost (TlC) of the Bonds
B. Sum of all fees and charges paid to 3rd parties
Cost of lssuance
U nderwriter's Discou nt
C. Bond Proceeds Net of Reserves, Capitalized lnterest and 3rd Party Fees and Charges
Bond proceeds
Less Reserve Fund
Less Sum of all fees and charges paid to 3rd parties
Less Ca pitalized I nterest
D. Total PaymentAmount
Total Principal and lnterestto Maturity**
Trustee Fee
Special Tax Admin. /Continuing Disclosure Fee
Arbitrage /Rebate Fee
County Collection Charge
$9,875,000
$173,650
$10,048,650

4.96"/o
1 s423,438
300,000
1 123,4381
$8,858,962
10,048,650
1 (7 66,2sq
1 (423,438,1
01 52O,592,434
20,014,9341
75,000 2
465,000
3 22,500 4
1s,000 s
*Su m ma ry reflects good faith estimates as of 2/26/25 a nd all costs associated with the financing; su bject to change based on interest rates, market conditions, and other factors. Estimates do not impose any limitations or constraints upon authorized parameters, which differ from the estimates above ** Less Capitalized lnterest, if any
Sources:
1 Preliminary Cash Flows from Piper Sandler with market rates as ol 2/26/25 plus 25 bps 2 Per U.S. Bank, estimated 30 years at $2,500 per year
3 Per NBS, estimated 30 years at $15,500 per year
a Per NBS, estimated 30 years at $750 per year
5 Per NBS, estimated 30 years at $500 per year
E ruelpvaN tRoLAPP

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This page is intentionallA Ieft blank
to facilitqte double- sided printtng
ond minimize poper ttse.

CITY OF
DISTINCTIVE BY NA?URE
FOLSOM

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Folsom City Council
Staff Re ort

RECOMMENDATION / CITY COUNCIL ACTION
It is recommended that the City Council receive a presentation from the Finance Director for the City Manager's Fiscal Year 2024-25 Second Quarter Financial Report.

POLICY i RULE
Section 5.05R of the Charter of the City of Folsom requires the City Manager submit to the City Council a financial and management report showing the relationship between budgeted and actual revenues, and expenditures and encumbrances on a quarterly basis.

Section 3.02.050 (b) of the Folsom Municipal Code states ".... within 30 days after the end of each quarter during the fiscal year, and more often if required by the City Council, the City Manager shall submit to the City Council a financial and management teport." ATTACHMENT:

1. Second Quarter Financial Report Fiscal Yeat 2024-25
Submitted,
Stacey Tamagni
Finance Director/CFO
1 MEETING DATE: 3t2s12025
AGENDA SECTION: Scheduled Presentations
SUBJECT: City Manager's Fiscal Year 2024-25 Second Quarter Financial Report (Continued from 03/1 I 12025)
FROM: Finance Department

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03/25/2025 Item No.3.

F.(}LS(}1I{

CITY OF
DISTINCTiVE BY NATURE
City of Folsom
uarterly Financial RePort
Fiscal Year 2024'25 Second Quarter
a
March 25,2025
Prepared by the Office of Management and Budget
Financial Analysis and Reporting Division

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Table of Contents
Section
Introduction............

Page No.

Executive Summary.....

Financial Results
a) General Fund......
b) Enterprise Funds
c) Other Funds......

City Housing Fund.

Risk Management..

Lighting and Landscape Districts .........

Plan Area Impact Fees
1 1
.2
5 6
6 6
7 7
Appendix
Combined General Fund Revenue & Expenditure Statement
General Fund Departmental Expenditure Summary
................8
................9
Housing Fund Revenue & Expenditure Statement
Water Fund Revenue & Expense Statement............

Wastewater Fund Revenue & Expense Statement
Solid Waste Fund Revenue & Expense Statement
10 11
T2
13

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03/25/2025 Item No.3.

Second Qu arter Financial RePort
Fiscal Year 2024-25
,wi'
]FO]LS(oMT
OISTIHCTIV' BI NAlUfiT
Introduction
This financial repoft provides an overview ofthe City's unaudited financial position through the second quarter offiscal year (FY) 2024-251luty t, 2024,through December 31,2024) for (l) the General Fund, (2) Housing Special Revenue Fund and L&L Districtr, 1:; tn" major enterprise operating funds, and (4) the Risk Management Internal Service Fund.

Notable cumulative second quarter to second quarter and budget to actual comparisons are included in this report in addition to year-end projections.

Executive Summarv
The City's General Fund unassigned fund balance at the end of FY 2023-24 wasS24.94 million, or 21.67Yo of FY 2023- 24 expenditures. As of the second quafter ofFY 2024-25, projectedyear-end General Fund revenues are $121.13 million and projected expenditures are $129.12 million. The difference between revenues and expenditures is primarily due to the following factors:
. Carryover ofUnspent Expenses from FY 2023-24: Certain expenses approved and encumbered in FY 2023- 24,butnot expended by yeir-end, have been carried over to the FY 2024-25 budget. These unspent, approved expenditures ire reporled as assigned fund balance inFY 2023-24 and will be utilized in the current fiscal year.
. Use of Fund Balance: City Council approved the use of $1.7 million from the General Fund's reserve fund balance for budgeted expenditures for FY 2024-25.
. Transfer to Capital Projects Fund: A transfer of $1,920,295 from the General Fund to the Capital Projects Fund is projected to address amounts in excess of the General Fund Reserve, in accordance with the Undesignated Fund Balances (Reserves) General Fund Reserve Policy, as amended on December 12,2023.

These adjustments account for the projected increase in expenditures over the originally approved budget. With this activity ii is projected that the unasiigned fund balance will be $22.16 million by the end of the fiscal year' The unassigned funi balance as a percentage of expenditures is projected to end the fiscal year at 17.16%. Below is a chart oftheinassigned fund balancb overthe last ten years and displays the projected change from FY 2023-24toFY 2024-

25. I

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Folsom City CouncilMarch 25, 2025

Folsom City Council
March 25, 2025